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Agenda Packetet
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Tuesday, March 28, 2023
City Council Chambers Beginning at 7:00 p.m.
1963 1965 2005 The City of Seward,Alaska
CITY COUNCIL MEETING AGENDA
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City Council Chambers,410 Adams Street k
Please silence all cell phones during the meeting
Mayor Sue McClure Council Member Randy Wells City Manager Janette Bower
Vice Mayor John Osenga Council Member Kevin Finch City Clerk Brenda Ballou
Council Member Liz DeMoss Council Member Robert Barnwell City Attorney Brooks Chandler
Council Member Mike Calhoon
Tuesday, March 28,2023 at 7:00 p.m.
1. CALL TO ORDER
2. PLEDGE OF ALLEGIANCE
3. ROLL CALL
4. CITIZEN COMMENTS ON ANY SUBJECT EXCEPT THOSE ITEMS SCHEDULED FOR
PUBLIC HEARING
Those who have signed in will be given the first opportunity to speak. Time is limited to 3 minutes
per speaker and 36 minutes total time for this agenda item.)
5. APPROVAL OF AGENDA AND CONSENT AGENDA
Approval of Consent Agenda passes all routine items indicated by asterisk (*). Consent Agenda
items are not considered separately unless a council member requests. In the event ofsuch a request,
the item is returned to the Regular Agenda)
6. SPECIAL ORDERS,PRESENTATIONS AND AWARDS
A. Proclamations and Awards
B. City Manager Report ............................................................................... Pg. 5
C. City Clerk Report .................................................................................. Pg. 45
D. City Attorney Report
E. Other Reports and Announcements
F. Presentations
1. Presentation by State Senator Gary Stevens
2. Lowell Canyon Diversion Tunnel Presentation by Jathan Garrett from the US Army Corps of
Engineers (USACE)
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7. CONSENT AGENDA
A. Minutes of Preceding Meeting
1. March 13, 2023 City Council Special Meeting Minutes. ...................................... Pg. 47
2. March 13, 2023 City Council Regular Meeting Minutes. ..................................... Pg. 49
B. Introduction of Ordinances
1. Ordinance 2023-007, Adopting Seward City Code Chapter 5.60 To Establish A Trust Fund From
The Sale Of Seward Electric Services. ............................................................. Pg. 58
2. Ordinance 2023-008, Repealing And Re-Enacting Seward City Code Title 7 — Public Property
For The City Of Seward Recodification Project. ................................................. Pg. 71
3. Ordinance 2023-009, Amending Seward City Code 15.25 Floodplain Management, Adopting
Recommended Language And Regulations From The Federal Emergency Management Agency
FEMA). .............................................................................................. Pg. 119
C. Resolutions
1.Resolution 2023-032,Authorizing The City Manager To Purchase Electric Distribution Materials
From Anixter Power Solutions To Ensure Adequate Inventory For The 2023 Construction Season
For $286,123, Plus A 10 Percent Contingency, For A Not-To-Exceed Amount Of$314,735. 148
2. Resolution 2023-033, Authorizing The City Manager To Purchase From G&W Electric
Company Seven Dielectric Reclosers For Installation In The Fort Raymond Substation In A Not-
To-Exceed Amount Of$203,413. ................................................................ Pg. 157
3. Resolution 2023-034, Authorizing The Kenai Peninsula Borough School District To Operate
Campgrounds On The Seward School Properties In Order To Accommodate The Need For
Overflow Camping On The 4th Of July Holiday Weekend. ................................... Pg. 168
4. Resolution 2023-035, Authorizing The City Manager To Execute R&M Engineering Task Order
No. 2734.25.03, Completing The 35% Design Of A New Public Works Facility, And
AppropriatingFunds. ............................................................................... Pg. 172
5.Resolution 2023-036,Authorizing the City Manager to Reimburse Chugachmiut Regional Health
Center for a Portion of a Sewer Line Realignment in the amount of$56,975, and Appropriating
Funds. ................................................................................................ Pg. 185
6. Resolution 2023-037, Approving The Lawful Action To Bring Suit Against A Non-Compliant
Short-Term Rental At 2410 Maple And Appropriating Funds In An Amount Not To Exceed
10,000. .............................................................................................. Pg. 197
7. Resolution 2023-038, Accepting The Resignation Of City Clerk Brenda Ballou And Setting The
Terms For Her Departure From City Employment. ............................................ Pg. 201
D. Action Memoranda
1. Action Memorandum 2023-004, Accepting The City Manager's Resignation, Effective May 10,
2023. .................................................................................................. Pg. 205
E. Other Items
1. Non-objection to the renewal of liquor license 9822—Beverage Dispensary for Seasalt, Alaskan
Bar& Grill. ........................................................................................... Pg. 208
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2. Non-objection to the renewal of liquor license 94915 — Restaurant/Eating Place — Seasonal for
Gulf of Alaska Food Court. ........................................................................ Pg. 219
8. PUBLIC HEARINGS
Public hearing comments are limited to five(5) minutes per person. After all speakers have spoken,
a person may speak for a second time for no more than one (1) minute.)
A. Ordinances for Enactment
1. Ordinance 2023-006, Amending Seward City Code Title 2, Article 2 — Seward Planning And
Zoning Commission. This ordinance was introduced on March 13, 2023 and is coming tonight
for public hearing and enactment. ............................................................... Pg. 231
B. Resolutions Requiring Public Hearing
1. Resolution 2023-029, Determining It To Be In The Public Interest And Necessary To Proceed
With The Proposed Improvement District For And Benefiting Lots 17, 18, 19, 20, 21, CR, CQ1,
CQ2, CD, CFI, CF2, CG2, CP2, CG1, CPI, CO, CH, AX, AY, AZ, BA, BC1, BC2, BD1, BD2,
BE I,And BE2 Of Forest Acres Subdivision For An Amount Not To Exceed Three Million,Nine
Hundred Thousand, Six Hundred And Eleven Dollars ($3,900,611). ....................... Pg. 238
9. UNFINISHED BUSINESS
A. Action Memoranda
1. Action Memorandum 2023-003, Appoint a citizen to serve as the city's representative on the
Prince William Sound Regional Citizens Advisory Council with a term to expire May,2025. This
item was postponedfrom March 13, 2023 and council extended the deadlinefor submitting letters
of interest to 5:00 p.m. Friday, March 24, 2023. There was one letter of interest received from
the city's current PWSRCAC representative Patrick Domitrovich on March 3Yd and a second
letter received from Mike Brittain on March 151h; both letters are included in the packet Any
additional letters received by the city clerk will be provided as a laydown at the council meeting.
Pg. 316
10. NEW BUSINESS
A. Resolutions
1. Resolution 2023-039, Approving An Asset Purchase Agreement Between The City Of Seward
And Homer Electric Association For The Sale Of The City Of Seward Electrical System, Subject
ToVoter Approval. ................................................................................. Pg. 320
B. Action Memoranda
C. Other New Business
1. Non-objection to the renewal of marijuana license 917758 — Retail Marijuana Store for The
Tufted Puffin,LLC. ................................................................................. Pg. 563
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2. Discuss and formulate responses to the City of Obihiro's email regarding Sister City
Anniversaries. ........................................................................................ Pg. 596
3. City Council discussion and direction concerning the appointment of an Interim City Manager
and the City Manager hiring process. ............................................................ Pg. 598
4. Discuss and determine the city clerk hiring process. .......................................... Pg. 607
11. INFORMATIONAL ITEMS AND REPORTS
No action required.)
A. Boards and Commissions Minutes
1. Planning & Zoning Commission—None
2. Port & Commerce Advisory Board
a. January 4,2023 ............................................................................... Pg. 609
b. February 1,2023 .............................................................................. Pg. 613
c. February 15,2023 ............................................................................ Pg. 618
3. Historic Preservation Commission—None
B. Other Items
12. CITIZEN COMMENTS
There is no sign in for this comment period. Time is limited to five (5) minutes per speaker.)
13. COUNCIL AND ADMINISTRATION COMMENTS AND RESPONSES TO CITIZEN
COMMENTS
14. EXECUTIVE SESSION
15.ADJOURNMENT
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City of Seward
City Manager's Report W"
March 28, 2023
Mayor McClure and Council Members,
HEA Negotiations and Purchase
Recognizing the seriousness of the matter for both the city and the Seward community, a great
deal of time and energy has gone into the electric sale to HEA. The release of the negotiated
agreement and the council's action during the meeting to approve the agreement, will allow the
city to provide further information regarding the sale. I look forward to the discussion regarding
the agenda item.
President Biden's FY 2024 Budget Request
The following is included in President Biden's FY 2024 budget request:
Project #2: FRC Homeport — Seward, AK
Funding Requirement:
The FY 2024 Budget includes $42.OM to complete waterfront and shore-side improvements to
homeport a FRC in Seward, AK.
Description:
This homeport will accommodate infrastructure requirements for one FRC. The funding will
support the design and construction of homeport facility additions, improvements, and
renovations; improvements such as electrical and shore-tie upgrades; dredging to
accommodate deeper drafts where necessary; structural improvements to the piers and wharfs
to accommodate larger loads; relocation and/or incorporation of existing operational and
support functions; and shore-side facilities for storage, maintenance, and other in-port activities
associated with the arrival of the new FRC.
Justification:
Seward, AK is part of the overall operational force lay-down and a new homeport location needs
to be constructed in order to accommodate an FRC. FY 2019 funding was able to purchase land
for this homeport. Due to project delays, real estate acquisition timelines, and cost escalation,
FY 2024 funding is necessary to provide facilities to homeport a FRC in Seward, AK, which is
currently homeported in Kodiak, AK, and provide the threshold facilities requirements based on
FRC dimensions, shore-tie requirements, operational needs, crew compliments, and
maintenance schedules.
Impact:
The project provides required improvements to waterfront infrastructure to support the delivery
and homeporting of FRCS.
Board and Commission Member Attendance
Board and commission member attendance is attached.
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The Confluence Strategies weekly status report is attached.
Purchase Orders
As required by the Seward Municipal Code 6.05.010, the following purchase orders between
5,000 and $30,000 have been approved by the City Manager since the last council meeting.
Department Order Date Vendor Description Amount
SEWER 3/16/2023 HAYDEN ELECTRIC MOTORS INC Sole Source:30HP 3600296TS TEFC Marine Duty replace electric motors forTown Wastewater Lift Station 6,832.80
ANIMAL CONTROL 3/16/2023 MIUMARK CORPORATION Midmark$8690.54 Project Code 80015-0000-7 215 to be charged Animal Shelter Cages Model#16QC$3633.84 Model#17QC$5055.80 8,650.64
CITY CLERK 2124/2023 ARCTIC OFFICE PRODUCTS New office desks and bookcases 9,181.00
ELECTRICADMIN 3/06/2023 MCKINLEY FENCE CO Furnish and Install a Double Swing Gate at South Corner of Substation 9,687.00
ELECTRICADMIN 2/24/2023 PRECAST CONCRETE Concrete Pad Mounts 10,900.00
MIS 3/16/2023 SHI INTERNATIONAL CORP Veeam Back up and Recovery software 3 yr license 10,985.64
ROADS AND STREETS 3/16/2023 METCO ALASKA LLC Winter Streets Operating Supplies-Sand/Gravel 15,000.00
LIBRARY 3/16/2023 NICHOLS CONSTRUCTION Nichols Construction Egress built into Director's office. 15,823.80
ANIMAL CONTROL 3/16/2023 SHI INTERNATIONAL CORP ANIMAL SHELTER CAMERAS 20,749.95
ANIMAL CONTROL 3116/2023 WILLEAN WOODWORKING Animal Shelter Cabinet/Countertop Bid$23642.00 23,642.00
ELECTRICADMIN 3116/2023 PRECAST CONCRETE 4'Anchors and TAnchors for Nash Rd.Rebuild 24,670.00
CAMPGROUNDS 3/16/2023 RESURRECTION RENTALS Open Dept PO for Portable Toilet Contract'PO less than contract amt$57,900. 50,000.00
Thank you,
J*r
s
Assistant City Manager
Stephen Sowell
Public Works Shop Project: Work continues on the preliminary design and
engineer's estimate. Doug and I met with Chugachmiut's leadership, engineering,
and project management group as a follow up to our meeting with the
Department of Transportation. We continue to coordinate with them on our
project as well as their project to construct a new clinic. Our goal is to enhance
access to the entire area and improve the traffic flow for all stakeholders. We are
continuing to work on facility design, layout, and features.
Public Safety Needs Assessment: Thank you again to City Council for approving
the task order to move this project forward. The goal is to complete this needs
assessment project by December 2023 and provide City Council and the public
with an update at that time. Key project goals are to determine what type of
facility(s) to construct, identify quality locations, and search for external funding
mechanisms. We are beginning to work on the project and setting up the project
kick off meeting.
We are continuing to work on the Strategic Plan update. The goal is to bring this
operating document into alignment with the Comprehensive Plan.
Port Avenue Project. We are working to obtain quotes from the various vendors
for the benches, planters, and other elements and plan to bring Council a
resolution later this spring to obtain project approval. The goal is to improve the
flow of pedestrian traffic along Port Avenue, and throughout the route of the free
shuttle service.
City of Seward - Human Resources Manager Report
Staffing Information
of
Department Job Title Positions Filled
Administration City Manager 1 1
Assistant City Manager 1 1
Human Resources Manager 1 1
Executive Assistant 1 1
TOTAL: 4 4
Finance Director - unfunded for 2023 1 0
Deputy Finance Director 1 1
Senior Accountant 1 1
Accounting Technician III 1 1
Accounting Technician II 1 0
Accounting Technician - Utilities 2 1
Accounting Tech Payroll 1 1
Accounting Tech Accounts Payable 1 0
TOTAL: 9 5
Public Works Director 1 1
Street Foreman 1 1
Maintenance Mechanic 3 3
Executive Assistant 1 1
Shop Foreman 1 1
Water and Wastewater Foreman 1 1
Water and Wastewater Operator 3 3
Custodian 2 1
TOTAL:13 12
Community Development Director 1 1
Planner 1 1
GIS Technician 1 1
TOTAL: 3 3
Electric Director 1 1
Operations Supervisor 1 1
Field Engineer 1 0
Executive Assistant 1 1
Lineman 4 4
Plant Operator 2 2
TOTAL:10 9
Fire Department Chief 1 1
Deputy Chief 1 1
Executive Assistant 1 1
Building Official 1 1
Building Fire Inspector 1 1
Firefighter/EMT 1 1
Seasonal - Summer Laborer 1 0
TOTAL: 7 6
8
of
Department Job Title Positions Filled
Harbor Harbor Master 1 1
Deputy Harbor Master 1 1
Office Manager 1 1
Executive Assistant 2 2
Harbor Worker II 6 6
Harbor Worker III 1 1
Seasonal - Summer Laborer Part-Time 1 0
Seasonal - Summer Laborer Full-Time 1 0
TOTAL:14 12
IT Director 1 1
Senior IT Tech 1 1
IT Technician 1 1
TOTAL: 3 3
Library Director 1 1
Program Coordinator 1 1
Library Technician 1 1
Curator 1 1
Library Aide 1 1
Seasonal - Aides 2 2
TOTAL: 7 7
Police Chief 1 1
Deputy Chief 1 1
Sergeant 1 1
Executive Assistant 1 1
Patrol Officer 7 6
Patrol Officer not funded 1 0
Corrections Sergeant 1 1
Corrections Officer 4 4
Corrections Officer not funded 1 0
Dispatch Supervisor 1 1
Dispatcher 5 4
Animal Control Officer 1 1
Animal Control Officer Assistant 1 1
DMV Clerk 1 1
TOTAL:27 23
Parks & Recreation Director 1 1
Deputy Director 1 1
Executive Assistant 1 1
Campground Coordinator 1 1
Program Coordinator 1 1
Recreational Assistant 1 1
Maintenance Technician 1 1
Seasonal - Summer 15 4
Seasonal - Winter 2 2
TOTAL:24 13
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of
Department Job Title Positions Filled
City Clerk's Office City Clerk 1 1
Deputy City Clerk 1 1
Executive Assistant 1 1
TOTAL: 3 3
Total number of authorized positions: 124
Total number of filled positions: 100
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Board/Commission Meeting Date
Port and Commerce 1/4/2023 2/1/2023 2/15/2023 3/8/2023 YTD Absences
Vacant
Paquette Yes Yes Yes Yes 0
Hughes Yes Yes Yes Yes 0
Jaffa Yes Yes Yes No 1
Smith Yes Yes Yes Yes 0
Woelkers Yes INo INo Yes 2
Atwood Yes I Yes INo Yes 4- 1
Board/Commission Meeting Date
Planning and Zoning 1/10/2023 2/7/2023 2/21/2023 3/7/2023 3/14/2023 YTD Absences
Sullivan Yes Yes I Yes Yes Yes 0
Verhey No No No No No 5
Monaco Yes Yes No Yes Yes 1
Staggs Yes Yes No No No 3
Charbonneau Yes Yes Yes INo IYes 1
Hornseth Yes Yes lNo INo INo 3
Ulman No Yes IYes INo INo 3
Board/Commission Meeting Date
Historic Preservation 1/12/2023 YTD Absences
Lebbrecht Yes 0
Ward Yes 0
Walker Yes 0
Benoit Yes 0
LeMaster Yes 0
Vacant
Vacant
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City of Seward
Alaska Weekly Session Report
2023 Legislative Session
33rd Legislature— 1St Session
March 19, 2023
Legislature
Majority press releases&announcements:
House Majority
WILLOWRECORD OF DECISION ANNOUNCED
JUNEAU) -An official announcement came from the White House yesterday indicating that
the Willow Project has been approved.At a time when many communities across Alaska are
struggling, this project offers hope for a brighter future.
The economic impact of the Willow project on the NPR-A in Alaska's North Slope Region is
nothing short of transformative. Not only will itgenerate billions of dollars in revenue and
produce hundreds of thousands of barrels of oil, but it will also create much-needed high-
quality well paying jobs that will help to stimulate the state's economy and provide
opportunities for Alaskans.
Toryears my People in the North Slope region have traveled thousands of miles,given
hundreds of hours of testimony, and worked with the federal government and project
developers to ensure that Willow strikes the right balance for our land and people,"said REP.
JOSIAH PATKOTAK(N-UTQIAGVIK). '7 join them in celebrating this life-changing project
and thank them for their tireless work on behalf of our region."
Rep. Patkotak went on to say that he is encouraged by this positive step forward for Willow
and is ready to getAlaskans to work. "Our thanks go out to the countless Alaskan advocates,
within district 40 and across the state including ourAlaska Native leaders, elected
P.O. Box 1 10190,Anchorage,AK 99511
423 Seward Street,Juneau,AK 99801
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representatives, and countless other citizens who presented overwhelming evidence in
support of Willow. It is because of their hard work that we see this positive outcome today."
The benefits of this projectgo beyond economicgrowth. The revenues generated by the
Willow project will be used to improve the lives of the people of the state ofAlaska. It will help
to fund critical infrastructure projects, education, public safety, and healthcare, that will
benefit all our communities across the state. This is an investment in the future ofAlaska and
its people.
It is exciting and encouraging that the Biden administration approved the Willow project
today. While they took the EIS advice of three pads instead offive, the project is still
economical and will strengthen our economy foryears to come."Stated HOUSE RESOURCES
CHAIR REP. TOM MCKAY(R-ANCHORAGE)
HOUSE SPEAKER CA THY TIL TON(R- WASILLA) had this to say: "Ultimately, the Willow
project is not just aboutsecuring Alaska's fiscal future - it's about strengthening our country.
By reducing our dependence on foreign oil, we're taking steps toward a more sustainable,
secure future for all Americans."
We are encouraged by the record of decision announcement but remain cautiously optimistic
about the hints at further restrictions on future North Slope ventures.
Bills Introduced This Week:
SENATE
Bill Short Title Prime Sponsor(s)
SB 101 UTILITIES: RENEWABLE PORTFOLIO STANDARD SENATOR TOBIN
SB 102 REFUSE UTILITY REGULATIONS SENATOR MYERS
SB 103 PEER SUPPORT COUNSELING PROGRAM SENATOR DUNBAR
SB 104 CIVIL LEGAL SERVICES FUND SENATOR DUNBAR
SB 105 RAILROAD CORP.FINANCING SENATE TRANSPORTATION
SB 106 HOME AND COMMUNITY-BASED WAIVER SERVICES SENATOR GIESSEL
SB 107 PERMANENT FUND DIVIDEND;POMV SPLIT SENATE FINANCE
SB 108 DISCRIMINATION: GENDER ID.;SEXUAL ORIENT. SENATOR KAWASAKI
HOUSE
Bill Short Title Prime Sponsor(s)
HB 107 CRIMINAL LAW DEFINITIONS PERSON/LIFE REPRESENTATIVE MCCABE
HB 108 HEALTH INSURANCE INFO; INCENTIVE PROGRAM REPRESENTATIVE MCCABE
HB 109 REDUCE CORP.NET INCOME TAX RATE REPRESENTATIVE CARPENTER
HB 110 PERM FUND;XFER DIVIDEND PROG TO APFC REPRESENTATIVE CARPENTER
P.O. Box 1 10190,Anchorage,AK 99511
423 Seward Street,Juneau,AK 99801
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HB 111 EDUCATION FOR DEAF&HEARING IMPAIRED REPRESENTATIVE ALLARD
HB 112 PROFESSION OF PHARMACY REPRESENTATIVE RUFFRIDGE
HB 113 STATE REGULATION OF PESTICIDES REPRESENTATIVE MCKAY
HB 114 VILLAGE SAFE WATER ACT;VILLAGE DEFINITION REPRESENTATIVE MCCABE
HB 115 NATUROPATHS:LICENSING;PRACTICE REPRESENTATIVE PRAX
HB 116 RESTORATIVE JUSTICE ACCT APPROPRIATIONS REPRESENTATIVE COULOMBE
HB 117 CANNABIS REGULATION HOUSE RULES
HB 118 CATALYTIC COVERTERS:SALE/POSSESSION REPRESENTATIVE D.JOHNSON
HB 119 MARIJUANA TAX HOUSE RULES BY REQUEST
HB 120 HUNT/FISH LICENSE FOR NONRESIDENT STUDENT REPRESENTATIVE TOMASZEWSKI
HB 121 UTILITIES:RENEWABLE PORTFOLIO STANDARD REPRESENTATIVE SUMNER
HB 122 RAILROAD CORP.FINANCING REPRESENTATIVE TOMASZEWSKI
HB 123 ARTICLES OF INCORPORATION FOR ANCSA CORPS REPRESENTATIVE C.JOHNSON
HB 124 LICENSE REQUIREMENTS:COMM.DRIVERS REPRESENTATIVE MCCORMICK
Bills Tracked::
BILL SHORT TITLE SPONSOR(s) STATUS DATE
HB 35
REPEAL CERTIFICATE OF NEED
RAUSCHER H)L&C 02/10/23
PROGRAM
HB 49
CARBON OFFSET PROGRAM ON RLS BY REQUEST OF (
H)RES 01/27/23
STATE LAND THE GOVERNOR
HB 50 CARBON STORAGE
RLS BY REQUEST OF
H FIN 03 13 23
THE GOVERNOR
HB 70
MUNICIPAL PROPERTY TAX
TOMASZEWSKI H) CRA 02/13/23
EXEMPTIONS
MUNI PROP TAX
HB 84 EXEMPTION/TAX BLIGHTED SUMNER H)CRA 02/27/23
PROP
HB 121
UTILITIES:RENEWABLE
SUMNER H) ENE 03/17/23
PORTFOLIO STANDARD
HB 122 RAILROAD CORP.FINANCING TOMASZEWSKI H)TRA 03/17/23
SB 33
RENEWABLE ENERGY GRANT
KAUFMAN S) FIN 02/17/23
FUND
P.O. Box 110190,Anchorage,AK 99511
423 Seward Street,Juneau,AK 99801
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SB 48
CARBON OFFSET PROGRAM ON RLS BY REQUEST OF (
S) RES 01/27/23
STATE LAND THE GOVERNOR
SB 49 CARBON STORAGE
RLS BY REQUEST OF
S RES 01 27 23
THE GOVERNOR
SB 67 PFAS USE FIREFIGHTING KIEHL S) RES 02/10/23
SB 68
PUBLIC NOTICE FOR WATER
GIESSEL S) RES 02/10/23
RIGHTS
SB 77
MUNI PROP TAX EXEMPTION/TAX
DUNBAR S) CRA 02/22/23
BLIGHTED PROP
SB 79
RECLASSIFICATION OF FIRST
BISHOP S) CRA 02/24/23
CLASS CITIES
SB 92
STATE OWNERSHIP OF
GIESSEL BY REQUEST (S) RES 03/08/23
SUBMERGED LAND
SB 101
UTILITIES:RENEWABLE
TOBIN S)L&C 03/15/23
PORTFOLIO STANDARD
SB 105 RAILROAD CORP.FINANCING TRANSPORTATION (S)TRA 03/15/23
Hearing Schedule Next Week::
H)EDUCATION
Mar 20 Monday 8:00 AM DAVIS 106
HB 69 RECLASSIFICATION OF FIRST CLASS CITIES
Public Testimony<Time Limit May Be Set>--
S)TRANSPORTATION&PUBLIC
FACILITIES
Mar 21 Tuesday 7:30 AM SENATE FINANCE 532
P.O. Box 110190,Anchorage,AK 99511
423 Seward Street,Juneau,AK 99801
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H)COMMUNITY®IONAL AFFAIRS
Mar 21 Tuesday 8:00 AM BARNES 124
HB 84 MUNI PROP TAX EXEMPTION/TAX BLIGHTED PROP
Testimony<Invitation Only>--
H)ENERGY
Mar 21 Tuesday 10:15 AM BARNES 124
Alaska Energy Authority by
Curtis Thayer,Executive Director
Bills Previously Heard/Scheduled
H)FINANCE
Mar 21 Tuesday 1:30 PM ADAMS 519
HB 39 APPROP: OPERATING BUDGET/LOANS/FUND;SUPP
HB 41 APPROP: MENTAL HEALTH BUDGET
Public Testimony--
2 Minute Limit
Sitka,Petersburg,Delta Junction,Dillingham,
Glennallen,Valdez,Wrangell,Homer,Ketchikan,
Kodiak,Seward,Tok
Please sign-in\call 30 min.prior to end of
allotted time or testimony will close early
All Off Net callers must hang up immediately
after testifying to keep lines open
Continue to access meeting through akleg.gov
The hearing may be televised on Gavel to
Gavel,please check listings
Select a spokesperson if you are part of a
group with the same message
Send written testimony to house.finance@akleg.gov
Bills Previously Heard/Scheduled
S)TRANSPORTATION
Mar 21 Tuesday 1:30 PM BUTROVICH 205
SB 105 RAILROAD CORP.FINANCING
Testimony<Invitation Only>--
P.O. Box 110190,Anchorage,AK 99511
423 Seward Street,Juneau,AK 99801
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S)FINANCE
Mar 22 Wednesday 9:00 AM SENATE FINANCE 532
Presentation: Spring Revenue Forecast by
Department of Revenue
Bills Previously Heard/Scheduled
H)FINANCE
Mar 22 Wednesday 1:30 PM ADAMS 519
Presentation: Spring Revenue Forecast by Adam
Crum,Commissioner,Dan Stickel,Chief Economist,
and Colleen Glover,Tax Division Director,
Department of Revenue
HB 39 APPROP: OPERATING BUDGET/LOANS/FUND;SUPP
HB 41 APPROP: MENTAL HEALTH BUDGET
Public Testimony--
2 Minute Limit
Fairbanks, Kenai,Bethel,Cordova,Kotzebue,
Nome,Utqiagvik
Please sign-in\call 30 min.prior to end of
allotted time or testimony will close early
All Off Net callers must hang up immediately
after testifying to keep lines open
Continue to access meeting through akleg.gov
The hearing may be televised on Gavel to
Gavel,please check listings
Select a spokesperson if you are part of a
group with the same message
Send written testimony to house.finance@akleg.gov
Bills Previously Heard/Scheduled
H)FINANCE
Mar 22 Wednesday 5:00 PM ADAMS 519
Please Note Time Change--
HB 39 APPROP: OPERATING BUDGET/LOANS/FUND;SUPP
HB 41 APPROP: MENTAL HEALTH BUDGET
Public Testimony--S:OOPM -8:00 PM
2 Minute Limit
P.O. Box 110190,Anchorage,AK 99511
423 Seward Street,Juneau,AK 99801
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Anchorage,Mat-Su,Off Nets
Please sign-in\call 30 min.prior to end of
allotted time or testimony will close early.
All Off Net callers must hang up immediately
after testifying to keep lines open
Select a spokesperson if you are part of a
group with the same message
Send written testimony to house.finance@akleg.gov
Bills Previously Heard/Scheduled
S)COMMUNITY®IONAL AFFAIRS
Mar 23 Thursday 1:30 PM BELTZ 105 (TSBIdg)
SB 77 MUNI PROP TAX EXEMPTION/TAX BLIGHTED PROP
Bills Previously Heard/Scheduled
H)FINANCE
Mar 23 Thursday 1:30 PM ADAMS 519
tation:Willow Project Update and Fiscal
AWsis by Owen Stephens,Commercial Analyst,
a1116&Stickel,Chief Economist,Department of
HB 39 APPROP: OPERATING BUDGET/LOANS/FUND;SUPP
HB 41 APPROP: MENTAL HEALTH BUDGET
Public Testimony--
Off Nets
Please sign-in\call 30 min.prior to end of
allotted time or testimony will close early
All Off Net callers must hang up immediately
after testifying to keep lines open
Continue to access meeting through akleg.gov
The hearing may be televised on Gavel to
Gavel,please check listings
Select a spokesperson if you are part of a
group with the same message
Send written testimony to house.finance@akleg.gov
Bills Previously Heard/Scheduled
P.O. Box 110190,Anchorage,AK 99511
423 Seward Street,Juneau,AK 99801
18
Confluence Strategies
S)FINANCE
Mar 24 Friday 9:00 AM SENATE FINANCE 532
S-
Bills Previously Heard/Scheduled
H)RESOURCES
Mar 24 Friday 1:00 PM BARNES 124
HB 104 EXPEDITED TIMBER SALES
Invited&Public Testimony--
Bills Previously Heard/Scheduled
H)FINANCE
Mar 24 Friday 1:30 PM ADAMS 519
Presentation: Carbon as a Resource by John Boyle,
Commissioner,Department of Natural Resources
HB 49 CARBON OFFSET PROGRAM ON STATE LAND
Pending Referral>
141350 CARBON STORAGE
Bills Previously Heard/Scheduled
Hearing materials/Documents of interest:
HB69-RECLASSIFICATION OF FIRST CLASS CITIES
HB69 Sponsor Statement.pdf
HB69 Sectional AnalysiL.pdf
HB0069A.PDF
HB69 Hearing Request.pdf
P.O. Box 110190,Anchorage,AK 99511
423 Seward Street,Juneau,AK 99801
19
Confluence Strategies
SB68-PUBLIC NOTICE FOR WATER RIGHTS
SB 68 Version B.PDF
SB 68 Sponsor Statement ver.B 02.20.23.pdf
SB 68 Sectional Analysis ver.B 02.20.23.pdf
SB 68 Fiscal Note DNR 03.10.23.12df
SB 68 Support Doc DNR January 2023.pdf
SB 68 Support Doc Pew Research Center 02.20.23.pdf
SB 68 Support Letters through 3.14.2 -.pdf
SB 68 Presentation DNR DMLW 03.14.2023.12df
SB87-LUMBER GRADING PROGRAM
SB 87 Version A.PDF
SB 87 Sponsor Statement ver.A 03.15.23.12df
SB 87 Sectional Analysis ver.A 03.15.23.12df
SB 87 Fiscal Note DNR 03.10.23.12df
SB 87 Support Letters rec'd by 03.14.23.pdf
SB77-MUNI PROP TAX EXEMPTION/TAX BLIGHTED PROP
1.SB 77-Sponsor Statement vers.A.pdf
2.SB 77 vers.A.PDF
3.SB 77-Sectional Analysis vers.A.pdf
4.SB 77-LOS through 3.14.2023.12df
5.SB 77-Supporting Doc.:Agnew Beck Memo.pdf
6.SB 77-FN; DCCED-DCRA.pdf
POT-FY24 Highways&Roads
2023.03.14- SFIN Highways FINAL.pdf
k Fin-Subcommittee Closeout Reports
Department of Health; University of Alaska;Department of Commerce; Dept.of Corrections
HB 39 Closeout Report Pkt HFIN 031423.pdf
P.O. Box 110190,Anchorage,AK 99511
423 Seward Street,Juneau,AK 99801
20
Conflucnee Strategics
Lunch and Learn-AVTEC(Seward)
Lunch and Learn 03 14 23.pdf
Presentation: Fiscal Year 2023 Report to Legislature by State Board of Education
3.15.2023 (Sl(Hl SBOE Report to the Legislature.pdf
2023 State Board of Education and Early Development Annual
Report to the Alaska Legislature.pdf
Handout 1-Reading Committee Report.pdf
Presentation:AIDEA
031523 AIDEA Senate Finance FINAL v2.pdf
Presentation:Alaska's Economy
031623 State-of-the-Economv-.pdf
031623 Alaska Economic Overview Senate Finance.pdf
Presentation:Alaska Railroad Corporation
Alaska Railroad Corporation Presentation.pdf
Backup ARRC 2018-2023 Strategic Plan.pdf
Backup ARRC 2023 Five-Year Capital P1an.PDF
Backup ARRC 2022 Strategic Goals and Initiatives Status.pdf
Backup ARRC 2023 Corporate Strategic Goals.pdf
DEC Presentation:404 Primacy-Clean Water Act
031723 404 Feasibility Report-Executive Summary.pdf
031723 SFIN DEC 404.pdf
P.O. Box 110190,Anchoragc,AK 99511
423 Seward Street,Juneau,AK 99801
21
Conflucnee Strategics
Administration
Governor's Office:
Governor's Press Releases
Governor Dunleavy Welcomes Approval of the Willow Project,but New Oil and Gas
Restrictions in NPR-A will Harm Alaska
Mar 13, 2023
Today the U.S. Bureau of Land Management issued a Record of Decision approving an
alternative for Conoco Phillips' Willow Project on the North Slope that permits three drill
pads. In a separate move,the Biden administration announced that it will lock up millions
more acres in Alaska that were specifically set aside for oil production and development.
Willow is expected to create as many as 2,500 jobs during construction and 300 permanent
jobs. The project is expected to produce about 180,000 barrels of oil a day at its peak and
generate at least$8 billion in revenue for federal, state and local governments.
However, in an announcement Sunday the Biden administration announced its intent to
prohibit future oil and gas development in nearly 16 million acres in Alaska. The Willow
project, while significant in its economic contributions to Alaska, is a project with a
footprint of about 500 acres.
It's disgraceful that the Biden administration thinks that this is a compromise that will
benefit America," said Governor Mike Dunleavy. "Taking future oil production in Alaska
off the map won't decrease global oil consumption. It will just shift the market and give
leverage to producers in countries that don't have our high standards for the environment
and human rights. In the end, every American pays the price when President Biden
restricts our ability to develop our own energy resources."
The Biden administration announced Sunday plans to ban oil and gas production in more
than 13 million acres in the National Petroleum Reserve -Alaska, as well as 2.8 million
acres in the Arctic Ocean nearshore the NPR-A. The National Petroleum Reserve -Alaska
was set first aside in 1923 to provide an emergency supply of oil for the U.S. Navy, and in
1976, Congress directed the land to be available to lease for oil and gas production. The
Biden administration's plans to prohibit oil and gas in a massive portion of the National
Petroleum Reserve -Alaska blatantly ignores Congress's original intent.
Once again the Biden Administration is offering up Alaska as a sacrifice to appease the cult
of climate extremism," said Department of Natural Resources Commissioner-Designee
John Boyle. "Forestalling development across 16 million acres to atone for an energy
project barely 500 acres is emblematic of an environmental fanaticism that should concern
all rational people. We Alaskans are left hoping for a future day when federal policy isn't
served with a pitcher of green Kool-Aid."
P.O. Box 110190,Anchoragc,AK 99511
423 Seward Street,Juneau,AK 99801
22
Conflucnee Strategies
An accurate portrayal of parental rights isn't controversial
Mar 17, 2023
When presented accurately, the rights of parents to be involved and informed about what
their children are being taught in school should not be controversial.
For mothers and fathers,the question is simple: Should you be the ones who decide what is
best for your child and your family's values? Or should decisions about what is best for
your child be left to others?
Affirming and defining parental rights is a matter of respect for the relationship between
parent and child that is unlike any other; it's the relationship that makes up the essence of
family.
This relationship shouldn't be infringed upon, and protecting this relationship shouldn't be
a partisan issue.
Unfortunately, some critics and media sources are attempting to mislead the public about
the parental rights legislation I introduced on March 8.
Much of the criticism of this legislation hasn't just been wrong; it's been deliberately
inflammatory to create responses based on emotions rather than facts and to prevent a fair
hearing of the substance in the Legislature.
Among these claims are that the bill will enable child abuse and sexual abuse,that it is
targeting certain people, or that it limits their rights.
None of these claims about this bill are accurate.
To be clear, this legislation does not repeal any portion of our laws regarding duty to
report suspicions of physical or sexual abuse; nor does it repeal our statutes requiring age-
appropriate sexual abuse prevention curriculum for students from kindergarten through
graduation.
https:Ilgov.alaska.gov/an-accurate-portrays a parental-rights-isnt-controversial
Agencies Announcements-
Press ReleaseslReportslPublic Notices:
Decline in working-age Alaskans
DOL&WD - Trends Report- March 2023
P.O. Box 110190,Anchoragc,AK 99511
423 Seward Street,Juneau,AK 99801
23
Confluence Strategies
The size of Alaska's working- age population has been declining for nine years in a row. The
number of people between 18 and 64 dropped from a high of 479,000 in 2013 to 449,000
in 2022.
httl2s:I/labor.alaska.gov/trends/mar23.12df
Oil price (and petroleum revenues) reality check: Below is an oil price comparison
between June 9, 2022 and March 16, 2023.
Oil and Gas Prices for 61912022 ($/barrel)
ANS West Coast 126.93($0.83) 4
West Texas 121.51 ($0.60) 4
Intermediate
Brent 123.07($0.51) 4
Henry Hub (mmBTU $8.96 $0.26 t
BBLs)
ANS Production 485,75561812022
Oil and Gas Prices for 3/16/2023 ($/barrel)
ANS West Coast _ $0.52 t
West Texas 68.3S $0.74 t
Intermediate
Brent 74.70 $1.01 t
Henry Hub 2.51 $0.07 t
mmBTU
BBLs)
ANS Production 499,640 3/16/2023
P.O. Box 110190,Anchorage,AK 99511
423 Seward Street,Juneau,AK 99801
24
Conflucnee Strategics
Major News Articles / Political Items of Interest
Education
Alaska Senate committee advances school funding bill as House hears governor's
education proposals
The Senate Education Committee on Monday advanced a bill to increase state funding for
public schools, clearing the bill's first legislative hurdle.
The bill to increase the Base Student Allocation,the foundation formula used to calculate
school funding, heads next to the Senate Finance Committee.
https:llwww.adn.com[politics/alaska-legislatureZ2023103113/alaska-senate-committee-
advances-school-funding-bill-as-house-hears-governors-education-12roposals/
Student leaders speak out against Dunleavy's parental rights bill
Student advisors to the state Board of Education spoke out against what Gov. Mike
Dunleavy calls his "parental rights" bill at a joint meeting of the House and Senate
Education Committees on Wednesday.
https://www.ktoo.org/2023/03/16/student-leaders-speak-out-against-dunleavys-
parental-rights-bill/
Alaska Board of Education resolution: Preserve opportunity, safety,fairness for all
athletes
The Alaska State Board of Education and Early Development passed a resolution
unanimously on Thursday to protect girls in sports. The resolution says the separation...
Business/Economy
Alaska's working-age population has declined since 2013 peak, and recovery
appears dim
Alaska's working-age population peaked 10 years ago, and the rate of loss since then has
been nearly the highest among all U.S. states, according to the Alaska Department of Labor
and Workforce Development.
httl2s://www.adn.com/alaska-news/2023/03/12/alaskas-working-age-population-has-
declined-since-2013-peak-and-recovery-app ears dim/
P.O. Box 110190,Anchoragc,AK 99511
423 Seward Street,Juneau,AK 99801
25
Conflucnee Strategics
State Budget/Programs
Willow project will reduce state oil tax income by$1 billion to $1.6 billion over a
decade,reports say
Unless there is a change in state law, state revenue will decline by$1 billion to $1.6 billion
during the development and early operational years of the Willow oil project because of a
gift to the oil industry built into the state oil tax law, according to state reports from 2018
and 2023.
Read More
DOR Report—Willow Project Fiscal Analysis
https:-//staticl.sq.uaresl2ace.com/static/59f229bd2aebaS3l2c87df44/t/641002d8727OaO
4f3clbb861/1678770906941/Willow+Project+Fiscal+Analysis+02.28.pdf
All 5 members of Alaska salary commission removed or resign ahead of meeting
Newly appointed members of the commission that recommends salaries for the governor,
his cabinet and the Legislature are expected to discuss amending this year's
recommendations Wednesday.
Sudden 67% pay hike OK'd for legislators
A sudden 67% pay increase of$33,600 for state legislators hastily passed Wednesday after
all five members of the Alaska State Officers Compensation Commission,which had
recommended no change in pay for legislators,were replaced during the past week by Gov.
Mike Dunleavy.
https: /www.juneauempire.com/news/sudden-67-pay-hike-okd-for-legislators/
Politics/Police
Leading Alaska state legislators said this week that they intend to wrap up the 2023
legislative session in mid-May,closer to the Alaska Constitution's 121-day limit than
the 90-day limit approved by voters in a 2006 ballot measure.
I think there's no doubt in my mind that we will be here through the 121," Senate
President Gary Stevens, R-Kodiak, said. "We're halfway through 121 days,we've got a lot to
do on all the big issues ... so no,we're not going to be getting out in 90 days."
httl2s://www.kinyradio.com/news/news-of-the-north/alaska-legislators-are-again-on-
track-to-ignore-the-90-day-session-law-imposed-by-voters/
P.O. Box 110190,Anchoragc,AK 99511
423 Seward Street,Juneau,AK 99801
26
o
City of Seward
Department Activity Reports
27
Community Development Department
Jason Bickling
Director Notes:
We had to cancel our March 14 P&Z Regular Meeting due to lack of quorum. We
had a commissioner who did not communicate their absence to us. At 7pm, I
texted the commissioner asking them if they were going to be there soon. They
said that they were not as they were in Anchorage. We are looking to
reschedule again.
We are working with the attorney on some Short-Term Rental Compliance Issues
both type 1 (not properly licensed) and type 2 (improper use of property). We
will have a resolution for permission to file suit at this meeting.
We are assisting with the HEA due diligence process as it involves land use and
compiling information on plats, deeds, titles, and easements for the upcoming
deadline.
Selena recently completed a GIS project for the building department where they
can work with current and past building permits. Searchable and shows
geographically how many are active and what properties.
We hired a temporary employee specifically to do the scanning of documents (for
all departments) so that Selena can use them in the GIS. It is off to a great start
but will be a very long process.
The Free Shuttle RFP on March 21st and Evaltion of Submissions will be on
March 23rd. The successful bidder will be announced at the meeting on March
28th
Working on the Public Works Building Project— both new site development and
the development of the current site for residential housing after it is moved.
Working on Port Avenue Improvement Plan and Shuttle Infrastructure and
Signage. We believe this will help different visitor groups find their way around
the community more effectively and comfortably, especially during inclement
weather.
Continuing GIS work for Community Development, Fire, Building, Public Works,
Utility, and Parks and Rec. We are also developing detailed "work" maps for the
28
departments as well. We will be hiring a temp in the near future to begin digitally
archiving maps and records.
We are continuing with our normal business of processing of records requests,
short term rental permits, replats, rezones, CUPs, and consulting regularly with
community members that have questions about the development and use of their
land and helping with applications.
29
Electric System
Director Rob Montgomery
Infrastructure Budget— Planning for the City's electric infrastructure continues and
materials are beginning to arrive. Thus far, through city Resolutions and purchase orders,
more than $8.9 million has been committed for the project (engineering, substation
transformers, transmission materials, construction contractor, etc.). This places the project
about where expected on the budget schedule going into construction.
Nash Road Infrastructure Work (Updated) — Seward Electric continues to work with
construction contractor, Sturgeon Electric, to plan for construction activities on Nash Road.
Due to some supply chain delays, the parties have altered the starting location of the work
from the beginning of Nash Road to near the end, closer to the Seward Marine Industrial
Center. This change has pushed the starting date back to early May, which is not expected
to affect the original schedule. Work on this important infrastructure project will carry on
throughout the summer, fall and early winter.
Potential Electric Utility Sale (Updated) —A draft purchase agreement between
Seward Electric and HEA will be reviewed with City Council at the regular Council meeting
on March 28. HEA continues to conduct drop-in meetings with the public every Tuesday at
the Seward Library in the morning and Alaska Sea Life Center in the afternoon. Radio spots
advocating for selling Seward Electric began running on March 16 and will continue through
May 2, the day of the special election.
Electric Billing (Updated) — Deputy Finance Director Sully Jusino and I participated in a
video meeting with a vendor regarding the outsourcing of the City's billing activities. We'll
work with City Administration, the Mayor and City Council over the next 2-3 weeks to
finalize a decision on the outsourcing of these activities.
Field Engineer Job Posting —The Field Engineer's job posting closed on March 17.
Seward Electric hopes to have the position filled by mid- to late-April.
30
Los, Udal*--A
CMR
Finance Department Sully Jusino
Deputy Finance Director
Mission Statement:Valuable Objectives:
To provide the highest level of services responsive to our We built trust with all stakeholders through responsible
community's expectations and to enhance the quality of stewardship of public resources with integrity,
life and economic vitality.accountability,and respect.
Utility Department:
The finance department and the Carmen Jackson team continue to work on utility billing
issues and resolving old problems identified through internal audits of the City.
Additionally, the City is currently evaluating the option of outsourcing utility billing
operations due to continued staffing shortages and challenges with this.
Change for summer rates for residential and SGS will be on 4/15 reflected in the 5131 bill.
Annual Audit:
The 2022 fiscal year audit has begun with the auditors from Altman, Rogers & Co., being onsite
the weeks of March 20 and April 10. The finance department and Carmen Jackson have been
working on preparing for the audit for several weeks.
City Code and Fiscal Manual updates:
The department continues to review the fiscal manual and portions of the City code with
financial implications as part of the overall updates to policies and procedures.
Electric Utility:
The department continues to work closely with the City manager and the electric department to
provide updated financial information for the pending referendum and potential sale of the
electric utility.
31
Fire & Building Department
Fire Chief Clinton Crites
2023 TYD Statistical Information:
Fire & Life Safety Inspections: 67 with 36 violations
noted.
We NEED volunteers, if you or
Emergency Calls: 049
someone you know is interested
in serving your community, please New Building Permits Issued 2023: 10
give us a call at 224-3445 or stop with a total construction valuation of $759,362.
by at one of our trainings on
Wednesday evenings at 7:00pm.
On March 18th 4 Volunteers from Seward Fire and 3 from Bear Creek Fire completed Hazardous
Materials Awareness and Operations 40hr course.
Check with the Chamber of Commerce for Fire Extinguisher checks and purchases for your home,
business and or short-term lodging.
Mark your calendars; Phoenix Chapter Fundraising Cruise May 27th!
Leading Causes of Home Structure Fires: 2009-2013
Cooping equipment 170A
45%
42%
Heating equipment 100/p 19%
12%
0
Intentionala,° 14°i°
Fact: Older adults
face a higher risk of
Electrical distribution and lighting equipment
g 0
15%
dying in a fire than
5% younger people.
Smoking materials -
10Io
23°k
Clothes dryer or washer
4%
3%
Exposure
3%
Candles 130g Fires
6%
Civilian deaths
Playing with heat source "
20
5%
Civilian injuries
0% 5% 10% 15% 20% 25% 30% 35% 40% 45% 50%
Individuals interested in keeping your home safe from fire should contact the
Seward Fire Department CommunityReduction division for • • • about
a FIRE DEFT. rLrome
ep "ttmenf for more`
information
X.
en ure-,,,'-.- ai
Harbor
Harbormaster Norm Regis
We have been keeping up with the snow on both sides of the bay.
The 50-ton and 330-ton Travelift has started to pick up; some fishing vessels are preparing
the early fish openers.
We are training several new harborworkers on the maintaining and operating the Travelifts.
We are working on the SMIC yard drainage to keep water flowing into the ditches.
We have opened G, K and L-float; contractor is working on the punch list.
The fire extinguisher and life ring boxes issue has been resolved (they replaced the latches),
the last thing we need to do is to chlorinate the water system, this will happen when the
water department turns the water on around the end of April or the first week of May. Then
we can acquire our DEC permit.
We are still working with the public with COVID protocol in mind while continuing to do boat
lifts and public contact in the Seward Harbor office.
This spring we will continue the cleanup at the old Raibow dump area, just a few more
items to deal with and we can lease the property out again.
The harbor office is closed on Sundays until spring 2023, we still have a crew working on
projects and answering the radio and checking phone messages.
The North East harbor launch ramp is completed, the contractor finished on 12-1-2022, we
have received the as-built drawings and will closing out this project with ADF&G.
We are currently working with the Director from the Pacific Northwest &Alaska Maritime
Administration U.S.DOT on finding a suitable grant for the washdown pad project.
We are waiting on funding for the 5-ton crane on I-Dock, Corp Permit has been approved
We have sent the Coast Guard the resolution and the Purchase and sale agreement for
them to look over. (Have not received any response as of today)
Winter is here please remember do not shovel the snow off your vessels onto the dock;
please place the snow into the water.
Please watch your step while transitioning onto the floats the transition plates can get icy
very quickly.
34
Seward Community Library & Museum
Bailey Sayler
MUSEUM TEMPORARY DISPLAY
Seward Coal Loading Facility
The Temporary Display space presents a history of the now abandoned coal loading terminal.
Learn the history of the terminal, along with its machinery pieces, and issues the terminal faced
in its 32 years of operation. Also featured are historic photos of the terminal and models of
historic Alaska Central Railway train cars and modern Alaska Railroad passenger cars.
Thank you Museum Volunteers
We would like to thank our amazing museum volunteers, from the Resurrection Bay Historical
Society and the Seward Community Library Association, for all the hours they put into caring for
the museum and its collection. In 2022, both organizations combined contributed over 660
hours to volunteering, with RBHS having 624 of those hours. We would also like to thank local
Boy Scout Troop 568 for volunteering 56 additional hours with RBHS to complete other large
museum tasks.
Play n Chat
Every Tuesday and Thursday, Bloom brings arts n crafts, story time, and play time for our younger
crowd.
New Microfiche Machine
The Library & Museum is excited to announce that our new microfiche is up and ready for use,
thanks to the Rasmuson Foundation. Please call and schedule a time to use the microfiche.
Upcoming Events:
Join us for Story-time and an activity every Thursday at 11:15 a.m.
Create an Instagram Reel of the library,submit to the library,and the video with the most votes
will win a gift certificate and candy bars!
Wednesday, March 8t", 3-5pm, Fairy House Craft for High School age and up.
Spring Break Week-
Tuesday- Movie Day @ 2 pm- Spider Man
Wednesday- Painting Book Ends @ 3 p.m.
Thursday- Puzzle Day all day at the Library
Friday- Bullet Journaling Class @ 10 a.m.
35
Friday, March 171h at 11 am join us for St. Patrick's Day themed read aloud and activity.
Saturday, March 25th come join us in welcoming spring while creating your own CHIA planter!
This craft will resemble the Chia Pets parents would have created as children.
Library hours
Tuesday— Friday 9 a.m. — 6 p.m.
Saturdays 9 a.m.— 5 p.m.
Museum Winter Hours
Tuesday—Saturday -by appointment only
We are currently taking passport appointments for new passports. The library does not do
renewals. Please call 907-224-4082 to make an appointment.
rr
f
INSTA REELS CONTEST! +
Create o reel of the library for us to post on our Instagram!
You can make it funny,informative,or something trendy.
Send itto the library's lnstagramPage 5toryTme, and on activitycsewardi6roryondmuseum.
Throughout the month of March we will post any videos we
y r
approve of,Whoever gets the most likes w6in one week ever y 1 S ay at the
of posting wins a prize'.A gift card to Resurrect Ad Coffee
House and to Forest,Tides and Treasuresaswellos Library in the ChMilren's
CANDY!
Must be a Seward Resident to peicipatel Roorn
Corrue join use for a book reading;and craft after Play and Char.orr
Thursdays?
11:1.iarn—114Sara
3
36
nOGA
Sp rin Brea1
March 14th-17th
I Come join us at Seward
Community Library*Museum for j
a fun week!
off®• All events areo'eared towards
middle and high schoolers!
3/14-Movie Day @ 2:00pm
Spider-Man No Way Home PG-13 fe
3-15-PaintingBookEnds @ I
3:00pm
s
Yp
3/16-Puzzle Day All Day!
3/17-Bullet Journaling CIA
qM
@ 10:00am
Seward Community
Seward Community Library i Museum
i I I
37
March 17. 2023
11:00 a m
co CLI S
qmldm mop
Join us at the Se ward Ccmrnrnunity
Llbrary qSt.. Museum for fun read aloud
and craft!
Don't for-cAet to wear green_
adihOW
M A R C H Z 5 T H 2 0 Z 3
cvu
Saturday at 11:00am
COME AND JOIN US IN OUR SPRING
PLANTING CRAFT . DECORATE A PLANT POT
AND PLANT A FEUD SEEDS .
38
Parks & Recreation
Welcome to our New Parks Maintenance Technician Sean Alexander! Sean brings a wealth of experience to the
department and we're grateful to have him on the team! Warm welcome also to our new Executive Assistant
Helen Stewart who will start with us Tuesday, March 28tn
Currently recruiting for the following seasonal positions:
o Seasonal Campground Attendants, Park Maintenance Workers, Campground & Park Maintenance Aides,
Gardener & Parking Attendants.
Emergency preparedness work including safety supply ordering, updating SDS binders &stocking first aid at all
sites &vehicles, hand-held radio training, shelter cache inventory and updating/establishing MOA's with partners.
Coordination with Seward Rotary on Lagoon Pavilion improvements.
Ongoing department-wide cleaning, organizing and inventory at all P&R sites.
Maintenance:
o Vehicle status inventory/tire orders/repair work orders/detailing and outfitting with safety equipment.
o Overall equipment inventory and status and surplus list work ongoing.
o Campground shower house prep for painting.
o Park Maintenance crew assisting with Animal Shelter move to new location.
o Preliminary planning for placement of portable restroom trailer at Williams campground.
o Branson Pavilion Hood cleaning scheduled for May 2nd. Inspection &certification to follow.
Campgrounds:
o Hosts for 2023 season established for Harbor Side, Alice, Marathon and Resurrection campgrounds,
recruiting for Forest Acres &Spring Creek.
o Picnic table assembly 30% complete.
o Campspot coordination with Finance for better financial communication and reporting flow.
o Seasonal training prep including updated training tools, guidance binders and training schedules.
o Staff uniforms ordered.
o Pre-season garden planning/fall flower order follow up and backup gardening planning.
o Select pre-season campgrounds re-surfacing planned pending snow thaw.
Parking:
o T2 systems training and equipment status/maintenance checks.
o Seeking solutions and quotes for initial template parking lot striping.
o Coordination with Harbor for pre-season parking lot sweep pending snow/ice thaw.
Online reservations open for pavilion and ballfields with opening day of April 14tn
Online reservations for campgrounds will open April 3rd at 10:00am AST, campgrounds opening day April 15tn
Sports & Recreation at AVTEC Gym:
Hours of Operation: Tuesday - Saturday 10am-8pm
Sauna hours: Tuesday's &Thursday— Saturday
Men: 5-6pm
Women: 6-7pm
Racquetball court reservations: https://seward.recdesk.com/
Tuesday - Friday: 2-7pm
Saturday: 10-7pm
Pricing: Memberships and punch cards can be purchased online at htt[)s://seward.recdesk.com/
Day Pass (Adult, 18+): $5
Youth Pass (6-17): $3
Senior Pass (60+): $3
Yearly Adult membership: $180
Yearly Youth membership: $80
Senior membership: $80
Family membership (2 adults, and any youth 6-17): $350
12 punch passes: $40
6 punch passes: $20
Daily Activities:
Tuesday: Open Gym: 10-6pm
39
Senior Walking Hour: 11-12pm
Craft Night (multi-purpose room): 6-8pm
AVTEC organized activity: 6-8pm (public welcome to join)
Wednesday: Open Gym: 11-3pm
Senior Walking Hour: 11-12pm
Open Pickle Ball: 6-8pm
Thursday:Senior Walking Hour: 11-12pm
Youth Gym: 12-1pm
Open Basketball: 6-8pm
Chess Meet up: 6-8pm (multi-purpose room)
Friday: Senior Walking hour: 12-1pm
Youth Open Gym: 3-5pm
Open Volleyball: 6-8pm
Saturday:Urbach's Youth Basketball League: 9-12pm
Open Rock Wall: 2-4pm
Adult Rock Wall: 4-5pm
AVTEC Usage: March 1 - March 15: 884 users
Ongoing Leagues &Activities:
Archery at the Cruise ship terminals on Tuesdays till end of March.
Beginner Class 4 week session for ages 8-16, FREE: March 7 - March 28, 5:30 -6:15pm
Open Range for Youth, parents must supervise, FREE: 6:15 -7:30pm
Adult Range, adults need to bring their own equipment: 7:30 -9:00pm. Punch cards can be purchased at
Seward.recdesk.com
Competitive Co-ed Volleyball league pre-season launched on Wednesday, February 15t" at the middle school. We
have 6 teams signed up and the competition is looking good for this season. Season goes from February 22 - April
19. League standings can be found at Seward.recdesk.com
Racquetball Competitive and Recreational Leagues are Tuesday and Wednesday nights through the end of March. Kirk
DesErmia currently sits atop the eight player competitive racquetball league with a 3-0 record, while Liz Rasmussen is
leading the recreational league of six with a 4-0 record.
Urbach's Youth Basketball, Registration is now OPEN. $40 per youth. Sign up at Seward.recdesk.com. Ages 4-
13. Starting Saturday March 4 - April S. If you are interested in becoming a volunteer coach, please reach out to us at
sportsandrec@cityofseward.net or 907-224-4054.
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Getting ready for Space Skate!
40
Uncomina Leagues, Events &Activities:
March 17: RC Car Race, Branson Pavilion 10-12pm. ages 8-12. $5 Registration at Seward.recdesk.com
March 25: DnD One Off (featuring Jared Fink as DM)
March 25: Space Night Roller Skating night: 6-8pm, $3 card only.
March 21: Adult Dodge Ball Tournament: 6-8pm, ages: 16+, $30 per team. 6 person teams. Sign up at
Seward.recdesk.com
March 29: Kids Dodge Ball: 6-8pm, $3/membership/punch cards accepted.
March Recap:
What a March we've had! Great things are happening and people are participating in many of our activities. Youth
Climbing clinic, run and put on by Liz Rasmussen, was a huge success for three days during this week. We had to add an
extra clinic to meet the demand. 100 participants came to the Spring Forward Skate Night and we're looking forward to
our next space themed skate night. Saturdays are busy with Urbach's followed by open rockwall and usually a skate night
or other event at night. Craft Night is beginning to bring in participants as well as pickleball. The volleyball league is
running well. Competitive racquetball league ended with Kirk DesErmia as champion of the season, with Fred Georges
and Danny Meuninck taking second and third place respectively. The recreational racquetball league champion was our
very own Liz Rasmussen with Glo Chitwood and Alissa Holcomb taking second and third respectively. Urbach's is going
well with 65 youth signups, great volunteer help and an added practice on Tuesdays for ages 7-13. Russ White
New Program Highlight:
a `, k aSpringBreakYouthIndoorRockWallClimbingClinictookx
r 6placeMarch14-16t" and was a big hit! Sign up demand
prompted a second session to be added in the
afternoons. Congrats to all of our graduates! 4
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Seward Kite Festival & Low Contest:
Seward's 3rd Annual Kite Festival will take place Saturday April
22. This festival is a gathering for kite enthusiasts. Congratulations to
Daphne Barson our 2023 Seward Kite Festival logo design contest winner!
Daphne's design will be displayed and featured on event merch. We hope to see
everyone out and about at the festival April 22ndl
We are still recruiting food vendors for the kite festival to take place on April 22nd
41
Public Works Department
Doug Schoessler - Director
Public Works Director
Public Works Facility Relocation:
Meetings with Chugachmuit have been productive to work on the sewer line relocation and the
entrances off the highway. We are now working on the new plat with all changes. Correspondingly,
the layout of the new building, sand shed, traffic flow for equipment, and parking areas.
US Army Corp of Engineers -Tunnel:
The next update should be a presentation at the March 28 Council meeting. They are at 35% in
design and will describe their progress on the 28tn
Utility extensions:
We are working on the engineering with R&M Consultants for the water and sewer lines at the
current Public Works site to make it ready for residential lots after completing the new PW facility.
Federal FEMA and State Emergency Management work on next steps, and
reimbursement costs to be paid to the City:
FEMA and State representatives met on site to regroup on how to proceed with the existing slide
area to determine if the current road area is stable for future or if something else is needed. The
project will continue with Architectural and Engineering (A&E). This will start the Category C
portion for bringing the road to a final condition.
Buildings
We are working with an electric contractor to install fixtures and emergency lighting in some
buildings. The library continues to have issues with the original installers work. Long Ind. Continues
to have to fix problems as they occur. We still have a need to fill a custodian position, mainly for the
library.
City Shop
With the increased hours working in the heavy equipment, the shop has seen an increase in repairs
and maintenance. Some warranty work has caused delays in getting services.
Water &Wastewater Department
Some construction is already starting this season. The locate requests are coming in steadily.
Water systems and alarms are all showing normal and being monitored daily to ensure water quality
is above standards.
Monthly testing of water and wastewater systems is being done and submitted to DEC as required
by the permits.
42
Streets Department
Substantial snow is finally here. Snow removal effort have been going well. Crews have been
diligently changing maintenance methods to match weather conditions.
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A repeating reminder to all residents not to flush wipeb feminine products, etc. down the toilet.Also,
never put grease down the drain. Sewer clogs due to these items cost the sewer utility thousands of
each year to fix the problems that could have been easily prevented. These losses of capital are to
be reflected in monthly sewer service rates.
Wastewater and Lagoon:
The City was successful through Senator Murkowski and others in recently getting approved for
2,000,000 of funding for sludge removal on the City's sewer lagoons. This project is tentatively
scheduled for 2025 depending on sludge buildup in the lagoons. There is also a 20% match on
those funds that will have to be paid.
We are currently working on other grant or loan funding to replace the liner at that same time.
The liner replacement will also require the use of a helicopter to lift out the 40 biodomes and
reinstall them on the new liner.
This will also be the time to make any upgrades to the air systems and blower components since
all "in-lagoon" systems will have to be removed to install a new liner. Because the lagoon will
have to be drained (one side at a time). We can capitalize on construction costs and efforts by
installing new system upgrades at the same time.
The new DEC permits also added a disinfection requirement to be completed in the next 5 years.
We are working on the funding and coordination of the many components and the planning
efforts in the next few years will help make a successful project.
44
City Clerk Report
March 28, 2023
1. There are two "sample" chairs in council chambers (Chair A& Chair B) for council to try out for
replacing the current chairs at the dais. Please give your feedback to the city clerk's office.
2. Below is an overview of key dates for the upcoming special election:
City of Seward, Alaska
SPECIAL MUNICIPAL ELECTION
May 2, 2023
The special election is for registered voters inside city limits only.
Register to Vote
Deadline to register is Friday, March 31st at 5:00 p.m. in City Clerk's office;please bring an ID
Deadline to register with state is Sunday, April 2nd at www.elections.alaska.gov.
Absentee In Person Voting
Vote from Monday, April 171h through Monday, May 1st in City Clerk's office
Voting hours are Monday-Friday from 8:00 a.m. to 5:00 p.m.
Please bring an ID
Absentee By Mail Voting
In order to vote by mail, you must submit an application to the City Clerk
Apply now through Tuesday, April 251h at 5:00 p.m. (cannot apply after this deadline)
Returning ballots:
If postmarked, the postmark must be no later than May 2nd
If not postmarked, the returned ballots must be received by the City Clerk no later than
1:00 p.m. on May 41h when the Canvass Board meets
Special Needs Voting
Available to any qualified voter who cannot make it to City Hall.
Ask a friend to be your personal representative and bring the ballot to you. Your personal
representative must appear at the city clerk's office between April 17, 2023 through Monday, May
1, 2023, or at the polling location on Election Day on May 2, 2023.
Ask the City Clerk to bring you a ballot. The clerk will provide this service to any voter upon
request. Please call us at 907-224-4046 or 907-224-2045.
Election Day
Tuesday, May 2nd from 7:00 a.m. to 8:00 p.m. in Council Chambers
Please bring an ID
Canvass Board
Meets Thursday, May 4, 2023 at 1:00 p.m. in Council Chambers (Open to the public)
Certification of Election
Monday, May 8, 2023 at the City Council meeting
45
Seward City Code Recodification Project
Legislative History
Title Status Ordinance Enacted
1 General Provisions Completed 2022-010 8/22/22
2 Administration Completed 2023-002 2/13/23
3 Personnel Completed 2022-006 3/14/22
4 Elections Completed 2022-017 1/9/23
5 Revenue and Finance Completed 2023-005 3/13/23
6 Purchasing,Contracts and Final draft with finance for review/creation of a new section
Professional Services or credit cards(1/17)
7 Public Property Introduction March 28 2023-008
8 Business Regulations and Section 8.15 to Comm Dev for incorporation into Title 15
Licensing 3114); Title 8 and Title 15 will go to council simultaneous)
9 Health and Safety Final drat to SFD,—SAP,PW or review(3113)
10 Public Peace,Morals and Introduction April 10 2023-xxx
Welfare
11 Vehicles and Traffic Final draft to rn P,PW for review(3115); Title 11 will
go to council in coordination with updating Title I in a
standalone ordinance
12 Buildings and Construction Draft of 2018 updates suspended; underway with bringing in
2021 code
13 Streets and Public
Improve ents
14 Utilities
15 Planning and Land Use
Regulations
16 Subdivisions
Note: The following Titles will be coordinated so they're brought forward together:
Title 8 + Title 15 Title 11 + Title 1
Respectfully submitted,
Brenda J. Ballou, MMC
City Clerk
46
City of Seward,Alaska City Council Special Meeting Minutes
March 13, 2023 Volume 42,Page
CALL TO ORDER
The March 13,2023 special meeting of the Seward City Council was called to order at 5:00
p.m. by Mayor McClure.
OPENING CEREMONY
City Manager Janette Bower led the Pledge of Allegiance to the flag.
ROLL CALL
There were present:
Sue McClure,presiding and
John Osenga Liz DeMoss
Mike Calhoon Randy Wells
Kevin Finch Robert Barnwell
comprising a quorum of the Council; and
Janette Bower, City Manager
Brenda Ballou, City Clerk
Brooks Chandler, City Attorney
Excused—None
Absent—None
CITIZEN COMMENTS ON ANY SUBJECT EXCEPT THOSE ITEMS SCHEDULED FOR
PUBLIC HEARING—None
APPROVAL OF AGENDA AND CONSENT AGENDA
Motion (Osenga/DeMoss) Approval of Agenda and Consent Agenda
Motion Passed Unanimous
The clerk read the following approved consent agenda items:
There were no consent agenda items.
CITIZEN COMMENTS —None
COUNCIL AND ADMINISTRATION COMMENTS & RESPONSES TO CITIZEN
COMMENTS —None
EXECUTIVE SESSION
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City of Seward,Alaska City Council Special Meeting Minutes
March 13, 2023 Volume 42,Page
Go into executive session to receive legal advice from City Attorney regarding draft of Asset
Purchase Agreement with Homer Electric Association.
Motion (Osenga/Wells) Go into executive session to receive legal
advice from City Attorney regarding draft
of Asset Purchase Agreement with Homer
Electric Association.
Motion Passed Unanimous
The city manager, city attorney, assistant city manager, and electric utility manager were invited to
stay.
Council went into executive session at 5:03 p.m.
Council came out of executive session at 6:49 p.m.
ADJOURNMENT
The meeting was adjourned at 6:49 p.m.
Brenda J. Ballou, MMC Sue McClure
City Clerk Mayor
City Seal)
48
City of Seward,Alaska City Council Meeting Minutes
March 13, 2023 Volume 42, Page
CALL TO ORDER
The March 13,2023 regular meeting of the Seward City Council was called to order at 7:00
p.m. by Mayor Sue McClure.
OPENING CEREMONY
Police Chief Alan Nickell led the Pledge of Allegiance to the flag.
ROLL CALL
There were present:
Sue McClure,presiding, and
John Osenga Liz DeMoss
Mike Calhoon Randy Wells
Kevin Finch Robert Barnwell
comprising a quorum of the Council; and
Janette Bower, City Manager
Brenda Ballou, City Clerk
Kris Peck, Deputy City Clerk
Brooks Chandler, City Attorney
Excused—None
Absent—None
CITIZEN COMMENTS ON ANY SUBJECT EXCEPT THOSE ITEMS SCHEDULED FOR
PUBLIC HEARING
Phil Kaluza, inside city limits, said he compared rates between Chugach Electric
Association(CEA)and Homer Electric Association(HEA). To do the comparison,Kaluza did some
basic math using kilowatts per hour(kWh)and cost per kilowatt(kW).When Kaluza averaged them
and compared them, the CEA rate was $0.07 cents less than Homer. Next, Kaluza took the $0.07
cent kWh difference and multiplied it by 60 million kWh that Seward purchased in 2022. That
annual cost difference equated to $4.2 million dollars. If one extended the net present value of that
4.2 million dollars over a 30-year span it would equate to $82 million dollars. Kaluza felt that$82
million leaving our local economy was a big deal.
Tim McDonald, inside city limits, said he grew up fishing here in Seward and the salmon
were the canary in the coalmine,so to speak. The sewage outfall line from Lowell point was putting
a chemical cloud in Resurrection Bay at certain times of the year and the decline in salmon was the
warning sign. At a minimum, McDonald wanted to have water quality testing done. The news was
not good for sewage because toilet paper was now found to contain chemicals that never go away.
McDonald felt the salmon run was poisoned last year and he would like to see serious action taken.
49
City of Seward,Alaska City Council Meeting Minutes
March 13, 2023 Volume 42, Page
Darryl Schaefermeyer,inside city limits,provided a laydown with his comments about the
Planning and Zoning Commission ordinance that was going to be introduced tonight.He felt that his
laydown contained language that would be more clear than the proposed revisions to section
2.30.210 (A).
APPROVAL OF AGENDA AND CONSENT AGENDA
Motion (DeMoss/Wells) Approval of Agenda and Consent Agenda
Motion Passed Unanimous
The clerk read the following approved consent agenda items:
Approval of the February 27, 2023 City Council Special Meeting Minutes.
Approval of the February 27,2023 City Council Regular Meeting Minutes
Ordinance 2023-006,Amending Seward City Code Title 2,Article 2—Seward Planning and
Zoning Commission. This ordinance was introduced tonight and will comefor public hearing and
enactment on March 28, 2023.
Resolution 2023-030,Allowing OBI Seafoods To Occupy Their Employee Campground From
March 24,2023 Through October 31,2023.
SPECIAL ORDERS,PRESENTATIONS AND REPORTS
Proclamations and Awards
Celebrating the Seward Nordic Ski Club Proclamation
City Manager Report
City Manager Janette Bower said she traveled to Juneau last week and worked with the
Alaska Railroad to move forward with the Seward Passenger Dock Project.Bower noted the railroad
would be solely responsible for paying back the bonds for the dock.
Bower also learned that AVTEC(Alaska Vocational Technical Center)would unveil a new
program this summer for 60 high school students to take 4-week courses in their chosen fields.
On another topic,Bower received an update on the community jail funding.It was the intent
of the legislature to pass an amendment that would distribute funds that best met the needs of the
community. This amendment would be put into the budget bill and would be applicable for the next
budget cycle.
Calhoon appreciated the inclusion of the board and commissions attendance tracking sheet.
He asked if the Planning & Zoning Commission work sessions could be included. Bowered
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City of Seward,Alaska City Council Meeting Minutes
March 13, 2023 Volume 42, Page
responded that would be something they would include in the future.
City Clerk Report
City Clerk Brenda Ballou said there was a report in the packet by Deputy City Clerk Kris
Peck that outlined the first ever Sister City food challenge with Obihiro, Japan. On another topic,
there were two brand new chairs in council chambers and the clerk was looking for feedback on
them. Lastly, the clerk's office currently had four mobile vendors signed up for this summer.
City Attorney Report
City Attorney Brooks Chandler said he had a busy month.Most of his time was spent with
the proposed sale to Homer Electric Association. The City of Seward staff had been a huge help in
getting all the details assembled. Regular work continued with public record requests and a
personnel matter with an employee arbitration. The attorneys had reviewed significant revisions to
the floodplain ordinances, and it would soon to be brought forward to the city.
Other Reports and Announcements —None
Presentations
City of Seward Cemetery: The Story Behind The Maps presentation by Selena Soto,
Community Development GIS Technician.
PUBLIC HEARINGS
Ordinances for Enactment
Ordinance 2023-004,Amending the Land Use Plan to Rezone Proposed Gateway Subdivision,
Hilltop Addition Lots 32-48,Block 6&Lots 31-35,Block 4,from a Single-Family Residential
Rl)Zoning District to Two-Family Residential(R2)Zoning District;and to Rezone Proposed
Lots 17-30, Block 4 from a Single-Family Residential (Rl) Zoning District to Multi-Family
Residential (R3) Zoning District. This ordinance was introduced on February 27, 2023 and is
coming tonight for a public hearing and enactment.
Motion (DeMoss/Osenga) Enact Ordinance 2023-004
Community Development Planner Courtney Bringhurst said the rezones in the proposed
Gateway Subdivision would provide smooth transition areas between the zones and more housing
options. The rezone would offer more variety for different types of homes and dwellings for people
at different levels.
Notice ofthe public hearing being posted andpublished as required by law was noted and the public
hearing was opened.
Joe Tougas, inside city limits, said he was one of the developers of the project. Tougas
provided a summary of the rezone which would leave 51 lots in the original zoning of R1, 23 lots
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City of Seward,Alaska City Council Meeting Minutes
March 13, 2023 Volume 42, Page
would go to R2 and 14 lots that would go to R3 zoning. The transition from R3 was specifically
designed for townhome development which in itself would require a Conditional Use Permit(CUP).
He was aiming for a variety of different zones for a mixture of housing options.
Tim McDonald, inside city limits, said he applauded the housing effort as everyone knows
Seward was short on housing.McDonald was in favor of the ordinance,but he wanted to remind the
city council there could not be any favoritism. If another developer came forward, they should
receive the same amount of assistance from the city. McDonald wanted council to be aware that a
precedent was being set here tonight.
No one else appeared and the public hearing was closed.
Wells held up the map of the subdivision and asked Tougas why the bottom row of houses
were not all zoned as R3. Tougas responded the square footage on the lots only allowed for a duplex.
There was no benefit to going R3 because they wanted to put ample transitions between zones to
avoid a large building right next to a tiny house. Tougas noted how Seward didn't have a
Homeowners Association or covenants in place, so he was relying on the city zoning restrictions to
shape the neighborhood. The goal was to make housing for residents and not for nightly lodging.If
someone wanted to buy multiple lots, they could vacate the lot lines and put in a larger building.
Overall, Tougas and the developers had tried to make the subdivision a good mixture of zones.
Barnwell wondered how the developers knew they had enough investors for each of the R3,
R2 and R1 zones. Tougas said it was a combination of speculation and awareness of local demand.
Next,Barnwell asked about parking and how Tougas would ensure the neighborhood had a
good traffic flow. Tougas responded that every lot would have its own specific requirements for
setbacks,green area,and parking.It would be similar to other developments when individuals build
their homes. As for the roadways, there was a Kenai Peninsula Borough (KPB) standard for the
roadbed, drainage and other details like that.
Lastly, Barnwell asked about a walkway to the Seward schools. Tougas responded that a
pedestrian walkway would connect from the neighborhood to the high school tennis court.
Calhoon asked community development for an update on the subdivision agreement.
Community Development Director Jason Bickling said he had given the agreement to the
developers and were waiting to get it back.
Finch asked if this was the third developer to use the Developer Reimbursement Program
DRP). Bickling confirmed that was correct.
Motion Passed Unanimous
Ordinance 2023-005, Amending Seward City Code Title 5 — Revenue And Finance. This
ordinance was introduced on February 27, 2023 and is coming tonight for a public hearing and
enactment.
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City of Seward,Alaska City Council Meeting Minutes
March 13, 2023 Volume 42, Page
Motion (DeMoss/Osenga) Enact Ordinance 2023-005
Ballou said this ordinance would complete the re-codification for Seward City Code Title 5
with the exception of the Chapter 5.20 Improvement Districts,which would be a stand-alone item.
The majority of the ordinance changes were minor,but the main update was related to the sales tax
language. This portion of city code needed to be brought up to date with internet sales and Kenai
Peninsula Borough (KPB)regulations.
Chandler added the current sales tax ordinance pre-dated the KPB collection of the sales tax
and was in desperate need of an update.
Notice ofthe public hearing being posted andpublished as required by law was noted and the public
hearing was opened. No one appeared and the public hearing was closed.
Motion Passed Unanimous
UNFINISHED BUSINESS
Approve the updated job description for the City Clerk. This item was postponed on February
27, 2023.
Motion (Calhoon/Wells) Approve the updated job description for
the City Clerk.
Osenga said he had initially postponed this item so he could really look into it and read the
revisions. Osenga felt the updated job description affected other city department heads and he
thought it would be important to have a Committee of the Whole meeting with those department
heads.
Motion to Postpone (Osenga/DeMoss) Postpone the approval the updated job
description for the City Clerk to a date yet
to be determined.
Motion to Postpone Passed Unanimous
NEW BUSINESS
Resolution 2023-031, Authorizing The City Manager To Execute R&M Engineering Task
Order No.2734.31,Completing A Public Safety Needs Assessment,And Appropriating Funds.
Motion (DeMoss/Wells) Approve Resolution 2023-031
Bower said that in 2019 the city missed out on available funding because they didn't have the
needs assessment for standalone public safety buildings.
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City of Seward,Alaska City Council Meeting Minutes
March 13, 2023 Volume 42, Page
R&M Planner Taryn Oleson-Yelle said there were very specific standards for public safety
buildings, such as accommodating the turn radius of a fire truck. She wanted to know what was
working well for staff now in the current configuration and where the biggest need for improvements
would be. She wanted to make sure the buildings were located in a spot for optimum response for
fire and emergency services. R&M would also consider how much square footage each department
needed and which departments could be paired together. In the location scouting process, R&M
would include existing vacant land that was owned by the city. The end result would be a shovel
worthy project. The existing scope of work would not include final blueprints for a building,but the
shovel worthy status would make the city eligible for many grants and the city would be ready when
a funding opportunity presented itself.
Wells asked if the shovel ready status would lead to extensive grant or funding opportunities.
Oleson-Yelle said there were a lot of opportunities,but she couldn't make any promises.Wells asked
administration if there were any grants and funding available right now.Bower confirmed there was
available funding, and the city simply wanted this assessment information for future land use
planning.
Calhoon asked if a lot of this work could be done in-house with community development,
police,and fire departments. These experienced city staff members would know all the ins and out of
what their actual needs were. Calhoon wasn't opposed to the project or new facilities,but rather the
lack of using our own city staff.
Barnwell said the$200,000 was only a tiny percentage of the overall costs of this project and
the city employees of were already overworked.
DeMoss agreed with Barnwell and said the money would be well spent and didn't want to
overburden the city employees. She felt it would be cleaner to have R&M tackle this project than
have various department heads trying to piece it all together.
Finch said the police chief and fire chief would know more than anyone else aboutwhattype
of building they needed. He wanted to see a collaborative effort where the department heads would
provide R&M a detailed idea of what they needed and R&M would take it from there.
Wells asked about using city staff for a project such as this. Bower responded that city staff
lacked the expertise to put together an entire building project.
Motion Passed Unanimous
Action Memoranda 23-00
Appoint a citizen to serve as the city's representative on the Prince William Sound Regional
Citizens Advisory Council with a term to expire May, 2025.
Ballou provided one letter of interest from the current PWSRCAC representative, Patrick
Domitrovich.
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City of Seward,Alaska City Council Meeting Minutes
March 13, 2023 Volume 42, Page
Wells asked Ballou what the attendance record was for Patrick Domitrovich. Ballou said 4
out of 11 meetings were attended.
McClure considered attendance very important and wanted to postpone and re-advertise the
appointment for two weeks to see if any more applications would apply.
Motion to Postpone (Wells/Finch) Postpone and re-advertise for two
additional weeks the appointment of a
citizen to serve as the city's representative
on the Prince William Sound Regional
Citizens Advisory Council with a term to
expire May,2025.
Motion to Postpone Passed Unanimous
INFORMATIONAL ITEMS AND REPORTS
Boards and Commissions Minutes—None
OTHER ITEMS
City of Seward Financials for 4tb Quarter 2022.
Providence Financials for December 2022 &January 2023.
CITIZEN COMMENTS
Darryl Schaefermeyer,inside city limits,felt that virtually every city council meeting had
added to the R&M Consultants package of work.He questioned when the last time the city solicited
proposals for engineering services instead of sole sourcing all the money to R&M.He was surprised
that no one in that community of professional engineers had challenged the city for their lack of
variety. On another topic, Schaefermeyer wanted to talk about the sale of the electric utility to HEA.
The vibe on the street was not a warm and fuzzy feeling from the citizens.The information provided
on the economics of the sale was very thin and he didn't have a whole lot of confidence in the
numbers. Schaefermeyer said a rate study should have been done before hand. The city council had
selected the one utility who had the highest rates in Alaska.
Tim McDonald, inside city limits, said he did not like the new table and chair setup for
citizen comments. However, the topic he actually wanted to talk about was the sewage going into
Resurrection Bay. There were certain times of the summer when the RV parks and dump stations
were running at full capacity. The sewage system was 100-years old and there were a lot of
chemicals added during the settling process.New technology was evolving at exponential rates and
the city should look at possible solutions like a centrifuge between the pond and the outfall. Large
cities like Seattle were facing issues as well with the dolphins ingesting caffeine from the water.The
health of Resurrection Bay was an important subject and should not be ignored.
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City of Seward,Alaska City Council Meeting Minutes
March 13, 2023 Volume 42, Page
Mayor McClure suspended the rules to allow Schaefermeyer to speak again. There was no
objection from council.
Darryl Schaefermeyer,inside city limits,wanted to mention the city went through a similar
process in the 1980's for the design of public safety building.He thought the city still had substantial
archives of blueprints for public safety buildings that included all the same types of features they
were currently looking for.
COUNCIL AND ADMINISTRATION COMMENTS & RESPONSE TO CITIZEN
COMMENTS
Bower said the State of Alaska DCCED (Department of Commerce, Community, and
Economic Development) Commissioner's Office was impressed with Seward's Developer
Reimbursement Program and was considering a pilot program of their own. Bower thanked council
for the conversation regarding public needs safety assessment. She appreciated the citizen comments
who requested more information to be brought forward about the HEA sale.
Finch was impressed by the Seward Nordic Ski Club's proclamation and achievements.
Finch understood the proposed sale to HEA was going to be controversial.
Barnwell congratulated the Seward Nordic Ski Club. He appreciated the citizen comments
on the HEA sale.It was a difficult complex topic and he encouraged citizens to call council members
for more information.
Calhoon thanked Selena Soto for her presentation on the cemetery. He noted the American
Legion should update and edit their section of the cemetery. Calhoon wanted citizens to know that
confidential details about the HEA sale would be released at the March 28, 2023 council meeting.
He agreed with the citizen comment that a rate study should have already been done. Lastly,
Calhoon thanked Taryn Oleson-Yelle from R&M for her presentation.
Wells said there were a lot of answers about the HEA sale that would be released on March
28,2023. He felt good about the council decision to select HEA as the prospective buyer. In regard
to the new setup for citizen comments, Wells said the table put everyone on the same level visual
field. To his knowledge,the table setup was widespread and standard practice.Wells appreciated the
citizen concerns about the sewer output into Resurrection Bay and he would take time to look into it.
Wells thanked Selena Soto for all her hard work on the city cemetery website and GIS updates.
Lastly, Wells congratulated the Sward Nordic Ski Club on their accomplishments.
DeMoss thanked Selena Soto for her presentation on the cemetery. She wanted to mention
there had been two other contractors that had used the Developer Reimbursement Program (DRP)
prior to the current developer. The city council meeting on March 28, 2023 would delve into the
HEA details and explain why the sale would be okay financially down the road. DeMoss
congratulated the Seward Nordic Ski Club for their accomplishments. Lastly, DeMoss addressed
Tim McDonald in the audience and asked him to follow the decorum and be respectful at council
meetings.
56
City of Seward,Alaska City Council Meeting Minutes
March 13, 2023 Volume 42, Page
Osenga thanked Selena Soto for her cemetery presentation and said the HEA details would
be coming out at the next council meeting.
McClure addressed the new citizen comment setup and said the intention was for the citizen
speak directly to council rather than to the television audience at home. The arrangement was
standard and Seward wanted to follow what all other councils and boroughs were doing. McClure
thanked Selena Soto for the cemetery presentation. She lamented how it had always been a sadness
when buried people's records were lost over time. The confidential financials of the HEA sale would
become available on the March 28,2023 council meeting. She wished everyone a safe and Happy St.
Patrick's Day.
EXECUTIVE SESSION
Go into executive session to discuss subjects that tend to prejudice the reputation and
character of any person,provided the person may request a public discussion—City Attorney
Evaluation,per Seward City Code 2.10.033(E)(2).
Motion (DeMoss/Osenga) Go into executive session to discuss subjects
that tend to prejudice the reputation and
character of any person, provided the
person may request a public discussion —
City Attorney Evaluation,per Seward City
Code 2.10.033(E)(2).
The city attorney was invited to stay.
Motion Passed Unanimous
Council recessed at 8:56 p.m.
Council resumed at 9:01 p.m.
Council went into executive session at 9:02 p.m.
Council came out of executive session at 9:40 p.m.
ADJOURNMENT
The meeting was adjourned at 9:41 p.m.
Kris Peck Sue McClure
Deputy City Clerk Mayor
City Seal)
57
swir-
Ordinance 2023-007
Adopting Seward City Code Chapter 5.60 to Establish a
Trust Fund from the Sale of Seward Electric Services
Agenda Statement
Ordinance 2023-007
Resolution 2022-087
58
City Council Agenda Statement
Meeting Date: March 28, 2023
To: City Council
From: Janette Bower, City Manager
Agenda Item: Ordinance 2023-007: Adopting Seward City Code Chapter 5.60 to
Establish a Trust Fund from the Sale of Seward Electric Services
Background and justification:
On August 8, 2022, the city council adopted Resolution 2022-087: Submitting the Question of
Selling the City of Seward Electric Utility to the Qualified City of Seward Voters at a Special Election
In and For the City of Seward on May 2, 2023.
In addition to submitting the ballot question to the voter, the resolution mandates, "the City
Council will enact an ordinance in advance of the May 2, 2023, election with an effective date
contingent on voter approval of the sale of the utility, establishing a permanent fund for the
receipt, investment, and use of proceeds from the sale and to direct that permanent fund
revenues be used to make a yearly transfer to the General Fund and to fund capital improvements
approved by the City Council".
This ordinance enacts Seward City Code Chapter 5.60 and establishes the trust fund from the
sale of Seward Electric Services and provides the parameters for the trust fund.
Comprehensive and Strategic Plan Consistency Information
This legislation is consistent with (citation listed):
Comprehensive Plan:
Strategic Plan:
Other:
Certification of Funds
Total amount of funds listed in this legislation: $ 0
This legislation ():
Creates revenue in the amount of:
Creates expenditure in amount of:
Creates a savings in the amount of:
x Has no fiscal impact
Funds are ():
Budgeted Line item(s):
Not budgeted
x Not applicable
Fund Balance Information
Affected Fund ():
General SMIC Electric Wastewater
Boat Harbor Parking F1 Wat F1 Healthcare
Motor Pool Other
59
Note:amounts are unaudited
Fund Balance/Net position — unrestricted/unassigned $
Finance Director Signature:
Attorney Review
x
Yes Attorney Signature:
Not applicable Comments:
Administration Recommendation
eAdopt Ordinance
Other:
60
Sponsored by: Bower
Introduction: March 28, 2023
Public Hearing: April 10, 2023
Enactment: April 10, 2023
CITY OF SEWARD,ALASKA
ORDINANCE 2023-007
An Ordinance of the City Council of the City of Seward, Alaska, Adopting
Seward City Code Chapter 5.60 to Establish a Trust Fund from the Sale of
Seward Electric Services
WHEREAS, the City of Seward is selling its electric utility, Seward Electric Services
SES")to Homer Electric Association, Inc. ("HEA"), which sale is to be approved by the voters
of the City; and
WHEREAS, the City is seeking to offset SES's contribution to the City's general fund
each year; and
WHEREAS, the City wants to protect the net Proceeds from the sale through long term
investment; and
WHEREAS, HEA has, as part of its proposal, has agreed to pay the City $1.1 million
dollars per year for ten years after closing if the sale is approved by voters; and
WHEREAS, the City has determined that placing the funds in an account separate from
its general funds provides the most accountability to voters on the use of the net Proceeds from the
sale of SES; and
WHEREAS, the City has determined the best use for the net Proceeds from the sale and
the annual payments by HEA is to be put into a trust fund subject to annual appropriations and
certain limitations put in place by the City Council for the benefit of the City and its citizens.
NOW, THEREFORE, THE CITY OF SEWARD, ALASKA ORDAINS that:
Section 1. Chapter 5.60 is hereby enacted to read as follows:
Chapter 5.60 - Trust fund from the sale of Seward Electric Services.
5.60.010 - City of Seward Trust fund established.
A. The net Proceeds from the sale of Seward Electric Services Utility shall be used to establish a
trust fund with the balance of the Proceeds.
B. The trust fund shall be defined as an endowment fund with a controlled spending policy
limiting dividend distributions and managed by the City Manager and Finance Director under
this chapter with the following stipulations:
1. The fund, or a portion of the funds, shall be maintained in perpetuity as an endowment.
61
CITY OF SEWARD,ALASKA
ORDINANCE 2023-007
2. Any use of the fund, or a portion of the fund, separate from the controlled spending policy
of the endowment, may only be used for purposes approved by a majority of the voters
voting on a ballot proposition in a regular or special election;
3. Under the endowment's-controlled spending policy, an annual dividend may be
appropriated by the City Council provided that the annual appropriation does not exceed
four and one-half percent(4.5%) of the average asset balance of the trust.
C. The fund shall be invested and managed in accordance with this chapter.
5.60.020 -Definitions.
In this section, unless the context clearly indicates otherwise:
Annual earnings. Means the amount of interest, dividends, and realized gains and losses from
investment activities at the end of each fiscal year.
Annual dividend. Means the amount annually appropriated by the City Council from the City
of Seward Trust Fund and distributed to the City's general fund. The annual dividend is subject to
the controlled spending policy and shall be paid no later than 15 days prior to the end of the fiscal
year in which the dividend is appropriated.
Average asset balance. Means the market value of the `trust' assets, including accrued
investment interest and dividends, averaged according to the following specified terms:
1. 2025 annual dividend payment is to be based on the average asset balance associated
with the trailing two consecutive quarters ending June 30, 2025.
2. 2026 annual dividend payment to be based on the average asset balance associated with
the trailing four consecutive quarters ending December 31, 2025.
3. 2027 annual dividend payment to be based on the average asset balance associated with
the trailing eight consecutive quarters ending December 31, 2026.
4. 2028 annual dividend payment to be based on the average asset balance associated with
the trailing twelve consecutive quarters ending December 31, 2027.
5. 2029 annual dividend payment to be based on the average asset balance associated with
the trailing sixteen consecutive quarters ending December 31, 2028.
6. 2030 annual dividend payment to be based on the average asset balance associated with
the trailing twenty consecutive quarters ending December 31, 2029. Annual dividend
payments beyond 2030 will be based on the average asset balance associated with the
trailing twenty consecutive quarters ending December 31 of the calendar year before the
payment.
City of Seward Trust Fund. Means:
1. The aggregate of the following Proceeds previously deposited by the City Council:
a. Net Proceeds from the sale of SES;
Plus:
2. Increases from:
62
CITY OF SEWARD,ALASKA
ORDINANCE 2023-007
a. Residual market value appreciation remaining after paying the annual dividend each
fiscal year, in accordance with the controlled spending policy;
b. Inflation-proofing from available annual earnings;
c. Any other amounts the City Council may add.
Reduced by:
3. Fund expenses.
Endowment method. Means a long-term investment strategy that promotes corpus growth
by establishing a controlled spending policy, thereby requiring the annual dividend calculation to
be tied to a rolling average asset balance of the trust and providing for reinvestment of any net
annual earnings remaining after the annual dividend is determined.
Fund expenses. Means incurred expenses which are reasonably prudent and necessary to
manage and invest the assets of the trust, including all fees charged by external service providers
such as investment managers, advisors, custodians and other professionals, and also including the
City's internal direct and indirect expenses incurred in providing administrative and oversight
services for the benefit of the trust. Fund expenses are funded by annual earnings and are allocated
to the trust on a pro-rata basis.
HEA. Means Homer Electric Association, Inc.
Proceeds. Means the Initial Payment from the sale of SES, including the Escrow Account
when funds are released one year after closing) but does not include the deferred or annual
payments.
SES. Means Seward Electric Services Utility.
5.60.030 - City of Seward Trust Fund established.
Pursuant to this chapter, there is hereby established the City of Seward Trust Fund as Fund to
be defined as an endowment fund with a controlled spending policy limiting dividend distributions
and managed by the City Manager.
5.60.040 - Controlled spending policy.
A. No more than four and one-half percent (4.5%) of the average asset balance will be available
for annual dividend distribution though regular distributions.
B. The amount of the annual dividend distribution from the available amount is subject to annual
appropriation by the City Council.
5.60.060 -Net annual earnings.
Annual earnings are reported net of fund expenses. Net annual earnings remaining after paying the
annual dividend each fiscal year are reinvested in the trust on a pro-rata basis.
63
CITY OF SEWARD,ALASKA
ORDINANCE 2023-007
5.60.070 - City Council appropriation.
Subject to and in accordance with the controlled spending policy, the City Council shall make an
appropriation from the City of Seward Trust Fund on an annual basis to provide an annual dividend
from the fund to replace or offset SES's Seward General Fund contribution.
5.60.080 -Management of the funds.
The City Manager and Finance Director shall manage the trust in accordance with the provisions
of this chapter.
A. The City may contract with such investment managers, advisors, custodians and other
professionals as are reasonably prudent and necessary to manage and invest the assets of the
trust.
B. The assets of the trusts shall be managed and invested in accordance with this chapter.
5.60.090 -Investment objectives.
The investment objectives of the trust are to utilize a balanced investment approach, combined
with a controlled spending policy,to preserve the purchasing power of the corpus and to maximize
rates of return over time by investing in equity and fixed income instruments, real estate and
alternative investments and strategies,within prudent levels of risk and consistent with established
endowment investment practices.
5.60.100 -Investment policy.
An investment policy, consistent with this chapter, for the investment of the trust, shall be
established by the City Council by resolution and from time to time modified, as necessary.
5.60.110 -Authorized investments and restrictions.
In addition to the investments authorized by SCC 5.15, but subject to any additional investment
restrictions put in place by the City Council, the assets of the trust may be invested in the types of
investments authorized by resolution of the City Council.
5.60.120 -Reporting.
A. An annual report on the performance of the trust,including net annual earnings and investment
holdings, shall be submitted to the City Council by March 15 of each year.
B. By March 15, 2026, and by the same date every fifth year thereafter, the City Manager shall
review the controlled spending policy and recommend adjustments, as necessary, to maintain
the long-term purchasing power of the City of Seward Trust Fund.
Section 2. This ordinance shall take effect ten (10) days following its enactment with
funding of the trust occurring on the date of closing of the sale of SES.
64
CITY OF SEWARD,ALASKA
ORDINANCE 2023-007
ENACTED BY THE CITY COUNCIL OF THE CITY OF SEWARD,ALASKA this
loth day of April, 2023.
THE CITY OF SEWARD,ALASKA
Sue McClure, Mayor
AYES:
NOES:
ABSENT:
ABSTAIN:
ATTEST:
Brenda J. Ballou, MMC
City Clerk
City Seal)
65
f,
I
i,
Sponsored by: Bower
Ji
CITY OF SEWARD,ALASKA
RESOLUTION 2022-087
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SEWARD,
ALASKA, SUBMITTING THE QUESTION OF SELLING THE CITY OF
SEWARD ELECTRIC UTILITY TO THE QUALIFIED CITY OF SEWARD
VOTERS AT A SPECIAL ELECTION 1N AND FOR THE CITY OF
SEWARD ON MAY 2, 2023
WHEREAS, the City of Seward owns and operates the electric utility with approximately
2,900 meters and limited financial resources; and
VVl-[EREAS, the 1inancial burden associated with increasing technological demands,
completing infrastructure iniprov cmcnts, meeting more stringent industry standards and attracting
and maintaining qualified employees, has led to the City Council's consideration of selling the
City's electric utility: and
WHEREAS, it is in the public's interest to pro%icic consumers with saf'c anti reliable
electric ticrvice along with rcascntable rates and value-added pro r,nns and services while, also
1 manaEaino the City's assets for the long-term benefit of the citizens of the City; and
r
NVIIFREAS, prior to voter approval of the proposition to sell the: electric utility, the Cityikillissue4il.imitcd Solicitation Request fE,r I'rs l nasals from intereste(f aruf qualified electric
utilities in Alaska to provide electric services. an(l
WHEREAS, follo%M- receipt of the h -oposals, the City will iic(,otiate Nvith, and select,
the utility most yu,Pitie(i to niect tlic electric service needs of Sc and i bile also sharing the City's
community-focused values; and
WHEREAS,the selected utility will be announced to the public prior to the vote on selling
the utility and the selected utility will be authorized to provide public information to City voters;
and
k
i
i WHEREAS, the City Council will enact an ordinance in advance of the May 2, 2023,
y election with an effective date contingent on voter appi-ov tl oI'tlic sale of the utility, est,iblishing
j a permanent fund for the receipt. investment, and use of'procceds from the sale and to (lircct that
c permanent fund revenues be used to snake a yearly transfer to the General FFunci and to fund capital
improvements approved by the City Council; and
s WHEREAS, Seward City Charter 13.4 permits the council to sell, lease or otherwise
dispose of municipal utility or of property and interest in property used or useful in the operation
of uti1 0, only after a proposition to do so is approval by three-fifths of the electors (voters) of
the city voting on the proposition.
i
NON`',THEREFORE, BE IT RESOLVED BY THE CITY COt.'N(.'l1, OF THE CITY
i
d
66
JJ!
i8
1
CITY OF SEWARD, ALAS1jA
RESOLUTION 2022-087
OF SEWARD, ALASKA, that:
Section 1. The City shall submit the lUllow in, proposition to the qualiticd voters of the
City at the May 2, 2023, special city election. PUFAILInt to SW1011 1.3.4 of the City Charter, the
proposition must receive an affirmative vote by three-fifths of 117c(jW.11 i I i Cd electors voting on the
proposition to approve the sale of the municipal utility,
Proposition No. 1
Sale of Seward Electric Utility
Shall the City of Se,jrd sell the Seward. Electric Utility with the negoh itcd terms
and conditions prcV i0usly approved 1)% City Council that art c0mt11lgc1it on ti'oter
approval?
Proposition No. 1 Yes
No
A yes vote approves the sale of the electric utility.
A no vote means the City of Seward retains the electric utility.
vP,
h
Section 2. This resolution shall take effect immediately upon City Council approval of a
purchase and sale agreement for the Seward Electric t`tility. Proposition No. 1 shall become
effective only if approved by three-fifths of the qualified voters votins; on the proposition at the
special cicetion on May 2, 2023,
PASSED AND APPROVED by the City Council of the City of'Sc%vard. Alaska, this 8"'
day of August. ?0 2.
T C '1' OF ' 'A'.:11,R SKA
JAI
erry, M or
AYES: DeMoss, McClure, Casagranda, Wells, Osenga, Calhoon erry
NOES: None
ABSENT: None
ABSTAIN: None
67
CITY OF SEWARD, ALASKA
RESOLUTION 2022-087
wow
ATTEST:
Brenda J. all i. Mi C"
City Clerk
1
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68
City Council Agenda Statement
Meeting Date: August 8, 2022
To: City Council
Through: Janette Bower, City Manager
From: Rob Montgomery, General Manager - Electric
Agenda Item: Resolution 2022-087: Submitting the Question of Selling the City of Seward
Electric Utility to the Qualified City of Seward Voters at a Special Election in
and for the City of Seward on May 2, 2023
Background and justification:
With less than 3,000 electric meters on its system, the City of Seward's Electric Department has
limited resources, making it difficult for the utility to consistently invest in new infrastructure, system
maintenance, technology, and customer-focused programs and services.
In addition to the financial limitations, Seward's small number of customers and meters will make it
difficult for the City to maintain electric rate stability as necessary investments are made in the areas
mentioned above. A larger electric utility with thousands more customers and meters will be able to
spread expenses across its entire customer base,thereby ensuring more stability in customer rates.
While there are obvious advantages to selling the electric utility, a key question for the Council and
Seward citizens in looking at a potential sell is: "How will the City recover the lost revenue in the
General Fund from Electric Department contributions, which come in the form of a Payment In Lieu
of Taxes (PILT) and an Administrative Services fee for services such as billing, human resources,
accounts payable and receivable, etc.?"
The bottom line is that as long as the City runs Seward's electric system,there will be financial and
human resource challenges to address. These challenges will directly impact the utility's customers
in the way of rates, programs, services, and system reliability. For that reason, citizens of Seward
should be given the opportunity to decide whether to keep the electric utility with the City or sell it
to a qualified electric utility in Alaska, starting with a Limited Solicitation Request for Proposals this
fall.
City Administration is recommending to Council that a Special Election be held on May 2, 2023, to
determine whether to sell or not sell the City's electric utility. By identifying a potential buyer prior to
the Special Election, voters will have information made available to them that may assist in their
voting decision.
Following receipt of the proposals, the City will negotiate with, and select, the utility most qualified
to meet the electric service needs of Seward while also sharing the City's community-focused values.
The selected utility will be announced to the public prior to the vote on selling the utility and the
selected utility is authorized to provide public information to City voters.
Before the election, the City Council will enact an ordinance establishing a permanent fund for the
receipt, investment, and use of proceeds from the sale and to direct that permanent fund revenues
be used to make a yearly transfer to the General Fund and to fund capital improvements approved
by the City Council. This ordinance will be contingent on voter approval of the sale.
BE
Seward City Charter 13.4 permits the council to sell, lease or otherwise dispose of a municipal utility
or of property and interest in property used or useful in the operation of a utility only after a
proposition to do so is approved by three-fifths of the electors (voters) of the city voting on the
proposition.
Comprehensive and Strategic Plan Consistency Information
This legislation is consistent with (citation listed):
Comprehensive Plan: 3.7.1.4 "Continue to upgrade and expand utilities to meet existing needs
and encourage future development."
Strategic Plan: 13.3 Utilities
Other:
Certification of Funds
Total amount of funds listed in this legislation: $ 0
This legislation ():
Creates revenue in the amount of:
Creates expenditure in amount of:
Creates a savings in the amount of:
X Has no fiscal impact
Funds are ():
Budgeted Line item(s):
Not budgeted
X Not applicable
Finance Signature:
Attorney Review
Yes Attorney Signature: CO
Not applicable Comments:
Administration Recommendation
e Adopt Resolution
Other:
zu
swir-
Ordinance 2023-008
Repealing And Re-Enacting Seward City Code Title 7 —
Public Property For The City Of Seward Recodification
Project
Agenda Statement
Ordinance 2023-008
71
City Council Agenda Statement
Meeting Date: March 28, 2023
To: City Council
From: Brenda Ballou, City Clerk
Agenda Item: Ordinance 2023-008: Repealing and Re-Enacting Seward City Code Title 7—
Public Property For The City Recodification Project
Background and Justification:
The purpose of this ordinance is to complete the recodification for Title 7.
Key:
The Source column indicates who brought the change forward (Atty=City Attorney, Mgr=City
Manager, DH = Department Head, Clerk=City Clerk)
Code Citation Source Amendment
7.05.112 Atty New section created.
7.05.410 Atty Clarifying language.
7.05.515 Atty Clarifying language.
7.05.625 Atty Delete as expired.
7.10.135 DH Updating/clarifying definitions.
7.10.340 Atty
Codifying language from ordinance 2012-011; adding clarifying
language regarding RCA.
7.10.360 Atty Code does not provide for a hearing officer.
7.10.511 Atty
Delete as covered by AS 28.35.030 and adopted by reference in SCC
1.05.020.
7.10.548
DH, Atty, Codifying observed prohibition.Clerk
7.10.620 Atty Adding clarifying language.
7.10.730 &
Atty Code does not provide for a hearing officer.7.10.740
7.20.040 Clerk Adding specificity.
7.20.070 E Atty Delete as covered by AS 11.46.482.
7.20.075 Atty Adding clarifying language.
7.25 Atty Replace"director"with "city manager"throughout this chapter.
Comprehensive and Strategic Plan Consistency Information
This legislation is consistent with (citation listed):
Comprehensive Plan: 2.2.8 and 3.7.1.3: Continue to review and update the city code.
Strategic Plan:
Other:
72
Certification of Funds
Total amount of funds listed in this legislation: $
This legislation ():
Creates revenue in the amount of:
Creates expenditure in amount of:
Creates a savings in the amount of:
Has no fiscal impact
Funds are ():
Budgeted Line item(s):
Not budgeted
Not applicable
C.:ehle-"e r 14.21325 id:°a CCT:
Finance Signature:
Attorney Review
Yes Attorney Signature:
Not applicable Comments:
Administration Recommendation
e Adopt Ordinance
Other:
73
Sponsored by: City Clerk
Introduction: March 28, 2023
Public Hearing: April 10, 2023
Enactment: April 10, 2023
CITY OF SEWARD,ALASKA
ORDINANCE 2023-008
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SEWARD,
ALASKA, REPEALING AND RE-ENACTING SEWARD CITY CODE
TITLE 7 — PUBLIC PROPERTY FOR THE CITY OF SEWARD
RECODIFICATION PROJECT
WHEREAS, in May, 2020, Seward City Council approved Resolution 2020-040 to
review, update, and recodify Seward City Code; and
WHEREAS,the reason for performing a recodification of the city code is to align the code
with the city's ordinances and Charter, and State Law and State Constitution; and
WHEREAS, the preliminary recodification review was performed by the Municode
attorney who was charged with uncovering any discrepancies in the language; the attorney
produced a report of findings; and
WHEREAS, Seward's city attorney reviewed the report and provided input, and then
department heads and city administration added additional input; and
WHEREAS, due to the sheer volume of material to be reviewed, it is more efficient and
reasonable to provide the recodification changes in smaller, more manageable portions for
consideration; and
WHEREAS,this ordinance is focused on Title 7—Public Property and reflects input from
department heads, city manager, and city attorney.
NOW, THEREFORE, THE CITY OF SEWARD ORDAINS that:
Section 1. Seward City Code Title 7 —Public Property is hereby repealed and re-enacted
to read as follows:
Changes from current code are identified as: Deletions = Bold
Additions =Bold Italics Underlined.)
TITLE 7 -PUBLIC PROPERTY
Chapter 7.01. - General Provisions
7.01.010 - Sale of surplus city personal property.
74
CITY OF SEWARD,ALASKA
ORDINANCE 2023-008
Whenever the head of any department shall make a written finding that any personal property of
the city is no longer necessary for corporate or public purposes, the same may be offered for sale
or donated to a nonprofit organization following approval of the written findings by the city
manager. The sale shall be held in accordance with the procedure followed in the awarding of
purchases, Title 6, but to the highest responsible bidder.
Chapter 7.05. -Acquisition and Disposal of Real Property
Article 1. - Generally
7.05.110 -Adoption of provisions and statutory authority.
These regulations are adopted by the City Council pursuant to authority vested in that body by the
charter of the city and by the Alaska Land Act, AS 38.05.820, as amended.
7.05.112—Applicability
This chapter does not apply to a disposal of real property or an interest in real property used or
useful in the operation of a utility required to be approved by the electors of the city.
7.05.115 -Definitions.
For purposes of this chapter,the following terms defined have the meaning provided below unless
the context requires otherwise:
Acquisition means to obtain ownership or interest in and to hold real property within or outside
the city boundaries by purchase, gift, donation, grant, dedication, exchange, redemption,purchase
or equity of redemption, operation of law, tax or lien foreclosure, adverse possession,
condemnation or declaration of taking, annexation, lease or by any other lawful means of
conveyances.
CLty_means the city of Seward, Alaska.
Disposition means the transfer of city interest in real property by warranty or quitclaim deed,
easement, grant, permit, license, deed of trust, mortgage, contract of sale of real property, plat
dedication, lease, tax deed, will, or any other lawful method or mode of conveyance or grant.
Encroachment means any obstruction in, or intrusion into a delineated floodway, right-of-
way, easement, or public land or associated airspace.
Essential terms and conditions means a description of the real property involved; the length
or term of a lease; the sale, purchase or lease amount; any special deed restrictions or covenants;
and any special development requirements.
Fair market value means the highest price, described in terms of money, which the property
would bring if exposed for sale for a reasonable time in the open market, with a seller, willing but
not forced to sell, and a buyer, willing but not forced to buy, both being fully informed of all the
purposes for which the property is best adapted or could be used.
Real property interest means any estate in land, including tide and submerged lands, or
improvements thereon. Rights-of-way, encroachments or easements wherein no warranties are
made and title is not transferred are regarded as not involving the disposal of a party's interest in
75
CITY OF SEWARD,ALASKA
ORDINANCE 2023-008
real property;thus,the execution of such documents are exempt from provisions of charter section
12.3(b) and section 7.05.110, et seq. of this chapter.
Structure means any improvement, constructed or erected on or attached to the ground or
another structure, including, but not limited to, awnings, refuse container racks, towers, sheds,
signs and fences.
Submerged lands means those lands covered by tidal waters between the line of mean low
water and seaward to a distance of three geographical miles, or as may hereafter be properly
claimed by the city.
Tidelands means those lands which are periodically covered by tidal waters between the
elevation of mean high water and mean low water or are contained within a recorded Alaska
Tideland Survey.
7.05.120 -Alternative means of real property acquisition or disposition.
The City Council may acquire or dispose of an interest in real property by negotiation, public
auction, or sealed bid.
7.05.125 -Public hearing and notice.
Prior to disposition or acquisition of a real property interest by negotiation,public auction or sealed
bid, a public hearing shall be held. Notice of the public hearing shall be published in a newspaper
of general circulation in the city and shall be posted in at least three public places within the city.
Both posting and publication shall be done at least ten 10 days prior to the hearing.
7.05.130 - Terms and conditions to be made available.
The notice of public hearing shall indicate where the public may obtain the essential terms and
conditions of the proposed acquisition or disposition. A copy of the terms and conditions shall be
maintained for inspection at the office of the city clerk for at least ten 10 days prior to the hearing.
7.05.135 -Authorizing resolution to approve terms and conditions.
At any time after the hearing required in section 7.05.125, the council shall make a finding in an
authorizing resolution that the essential terms and conditions and the method of acquisition or
disposition are in the public interest.
7.05.140 -Posting copy of resolution.
Upon adoption of a resolution approving an acquisition or disposition, the city clerk shall cause a
true copy of same to be posted for at least thin 301 days in at least wee Lour public places
within the city.
7.05.145 -Effectiveness of resolution.
Objections to a resolution approving areal property acquisition or disposition may be made at any
time until the resolution becomes effective. Unless rescinded or amended, any resolution adopted
under this chapter automatically becomes effective thir f301 days after passage and posting.
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7.05.150 -Appraisal.
a) The city shall not sell any real property interest without first making an appraisal of the fair
market value of that interest, unless the City Council finds that the public interest will not be
served by an appraisal.
b) If an appraisal is made, the property interest shall not be disposed of for less than the
appraised fair market value, unless the City Council finds by resolution that public interest
will be served by disposing of the property interest for less than the appraised fair market
value.
7.05.155 -Notice of foreclosure sale.
Before property obtained through a foreclosure may be sold, notice of such sale must be sent by
registered or certified mail to the last known address of the record owner at the time the foreclosure
action was initiated. The notice shall be mailed at least thin 301 days prior to the effective date
of sale. It shall contain the following information:
A. (o The time and date of sale;
B. (2-) The manner of sale;
C. {3.) The place of sale; and
D. (4) Notice that until the effective time of sale the record owner has the right to repurchase
the property as provided by AS 29.45.
7.05.160 -Adjustment to fair market value.
A. (a) Except as provided in (b) (B)of this section, the rent under each lease of city property
shall be adjusted on July 1, 1995, and on July 1 of every fifth year thereafter during the term
of the lease, to the fair market rental value of the property as of the date of adjustment. For
each leased property subject to rent adjustment under this section, the city shall obtain a fair
market rental value appraisal as of the date of each rent adjustment.
B. N Subsection(a) (A) of this section shall not apply to any lease of city property:
1_M Authorized before the effective date of this section, except to the extent that the rent
adjustment described in subsection(a)(A)of this section has been incorporated in the terms
of the lease;
2.( )For which the Council finds that the public interest will be served by leasing the property
for less than appraised value; or
3_(3} Whose terms provide for adjustment of rent to fair market value more frequently than
every five years.
C. o Nothing in this section extends the term of any lease of city property.
Article 2. -Disposition of Real Property by Public Auction or Sealed Bid
7.05.210 - Terms and conditions of sale.
A. (o The resolution authorizing the sale of real property by public auction or sealed bid shall set
forth the terms and conditions of the public sale. The Council shall reserve the right to reject
any and all bids received. The resolution shall provide if the sale is for cash, or cash deposit
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and a purchase agreement. If the sale is for a cash deposit and a purchase agreement, the city
manager shall prescribe the form of the purchase agreement.
B_fb) The city manager shall designate the individual who shall conduct the sale, and such
designee shall give the bidder a receipt for all moneys received by the city. A purchaser at a
public sale by auction or sealed bid who fails to make such other cash payments within the
time required by the authorizing resolution shall forfeit any cash deposit paid to the city.
7.05.215 -Location of sale.
The public sale by auction shall take place at a location within the city limits as selected by the
city manager.
7.05.220 -Procedure for sale by sealed bid.
All real property interests offered for public sale by sealed bid may be sold to any person
submitting an offer in writing to the Council. Such offer shall be submitted in a sealed envelope
marked "Real Property Bid" and must be accompanied by a check or money order made payable
to the city in an amount equal to at least 20 percent 20% of the amount bid for residential lots
and ten percent of the amount bid for other parcels.
7.05.225 - Selection of successful bidder(s).
If there is more than one bid, at a public auction or by sealed bid, for a particular or group of lots,
the lot(s) shall be sold to the highest bidder(s). The highest bidder(s) shall be the one(s) whose
bid(s) represents the highest total price for the property interest(s). In the event that two or more
parties submit high but identical bids, the Council may accept the bid first received, or reject all
bids.
7.05.230 -Resolution accepting bids.
After a sale has been conducted by public auction or sealed bid,the Council, by resolution with or
without public hearing, may approve all public sales of real property based on the bids received,
and shall approve any purchase agreement prior to its execution by the city. The approval of any
public sale by the Council authorizes the city manager to take all steps and execute all instruments
to complete and close the sale.
Article 3. - Short-Term Lease Negotiation
7.05.410 - City manager authorized to negotiate short-term leases.
Nothing in this chapter shall prevent the city manager from negotiating short-term leases of city
property subject to city council approval at the next regularly scheduled city council meeting. Such
leases shall not be subject to the public hearing process, shall not exceed 120 days in length, and
shall contain no provisions for optional terms. The resolution approving such a lease may be signed
and adopted immediately provided the lease form contains a provision stating that the lease is
subject to suspension during the first 30 days after passage of the resolution if a sufficient
referendum petition is filed in accordance with section 4.8 of the City Charter.
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Article 4. -Encroachments, easements and rights-of-way
7.05.510 -Easements and rights-of-way.
A. Subject to applicable provisions of the Kenai Peninsula Borough Code, Title 20, Subdivisions,
the city manager may, with regard to city land, negotiate and execute rights-of-way and
easements not exceeding a term of 20 years.
B. The city manager may negotiate and execute the acquisition of rights-of-way and easements
necessary for a utility,public improvement or other public use except the city council shall,by
resolution, approve acquisitions involving cash considerations or the exchange or real property
valued in excess of$30,000.00.
C. Any other rights-of-way and easements shall be granted or acquired only upon approval of the
city council.
D. The city manager may, at the direction of the city council convey, quitclaim, release, cancel,
or otherwise relinquish any real property easement, right-of-way, permit or license the city
may have or hold for the purpose of installing, constructing or maintaining a public
improvement or utility,whenever the interest is no longer used or useful for that purpose.
7.05.515 -Encroachments.
A. It is the city's policy not to allow new or unauthorized encroachments into any public right-of-
way, land or easement. The city finds that: (i) neither the perpetuation of an existing
encroachment beyond the depreciable life of the structure, nor its enlargement, expansion,
improvement or extension is deemed to be in the public interest; (ii) all encroachments
considered as hazardous, obstructing motorists' line of sight, impeding emergency vehicle
access, or impairing snow removal, shall be removed at the earliest available opportunity; and
iii) all other encroachments shall eventually be removed over time.
B. The city manager may,after determining that alternatives,including but not limited to,removal
of the encroachment or vacating the right-of-way are not feasible alternatives and would not
be in the public interest, and where neither public safety nor access is impaired, issue an
encroachment permit for the amble estimated remaining useful life of the encroaching
structure.
1. No permits may be issued for refuse container racks, towers, sheds, signs or fences;
2. The city may revoke the permit upon written notice of not less than twenty days nor more
than six months for the construction, improvement or use by the public of public street,
sidewalk, and utility projects;
3. The encroachment may not be expanded, extended, improved or enlarged;
4. Encroachment permit shall require the permittee to:
a. Pay an appropriate fee as established by City Council resolution;
b. Secure and maintain general liability insurance coverage based on appropriate
minimum limits as determined by the city's risk manager, to protect, defend and
indemnify the city during the term of the permit. The city shall be named as a
certificate holder for any structure associated with a personal use single family
residence; and as an additional insured parry for any structure associated with an
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activity involving rentals,the sale of goods or services, or any business carried out for
profit;
c. Maintain the property in such a manner as to protect the public safety and welfare;
d. At the expiration of the agreement or permit, remove the encroachment and restore
the encroachment site to the surrounding grade leaving it in a clean, safe and stable
condition;
e. Provide other assurances as deemed appropriate by the manager in order to protect the
public interest; and
f. Provide an as-built survey completed by an Alaska registered surveyor which clearly
delineates all encroaching structures.
7.05.520 -Recording.
All easement and encroachment permits including applicable as-built surveys shall be recorded by
the permittee in the Seward recording district, third judicial district, State of Alaska.
Article 5. - Tidelands
7.05.610 -Purpose.
These regulations implement, interpret and apply the provisions of the Alaska Land Act
concerning use and disposal of tide and submerged lands and related matters and extend to and
include the applicable provisions of Public Law 85-303.
7.05.615 -Definitions.
For purposes of this article, the following terms shall be defined as follows:
Coast line means the line of ordinary low water along that portion of the coast which is in
direct contact with the open sea and the line marking the seaward limit of inland waters.
Improvements and substantial permanent improvements means buildings, wharves, piers,
drydocks and other similar types of structures permanently fixed to the tidelands or contiguous
submerged lands that were constructed and/or maintained by the applicant for commercial,
recreation, residential, or other beneficial uses or purposes. In no event shall fill be considered a
permanent improvement when placed on tidelands solely for the purposes of disposing of waste
or spoils. However, fill material actually utilized for beneficial purposes by the applicant shall be
considered a permanent improvement.
Mean low or lower water means the tide datum plane of the average of the low tides as has
been or may be established by the United States Coast and Geodetic Survey.
Mean high tide means the tidal datum plane of the average of all the high tides as has been or
may be established by the United States Coast and Geodetic Survey.
Mean high water line shall be interpreted as the intersection of the datum plane of mean high
water with the shore.
Occupant means any person as defined herein, or his successor in interest, who actually
occupied for any business, residential, or other beneficial purpose, tidelands, or tidelands and
submerged lands contiguous thereto,within the city,on or prior to January 3, 1959,with substantial
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permanent improvements. The holder of a permit of clearance in respect to interference of
navigation, or of a special use permit from a government agency will not qualify as an "occupant"
unless such entry on the land had, through exercise of reasonable diligence, resulted in actual
occupancy and substantial permanent improvements as hereinafter mentioned. No person shall be
considered an occupant by reason of having (a) placed a fish trap in a position for operation or
storage upon the tide, shore, or submerged land; (b)placed a set net or piling thereof or any other
device or facility for taking of fish; (c)placed pilings or dolphins for log storage or other moorage;
d)placed floats or vessels upon the tide, shore or submerged land; (e)placed telephone,power or
other transmission facilities, roads, trails or other improvements not requiring exclusive use or
possession of tide or contiguous submerged lands; or(f) claimed the land by virtue of some form
of constructive occupancy. Where land is occupied by a person other than the owner of the
improvements thereon,the owner of the improvements shall,for the purposes of this definition,be
considered the occupant of such lands.
Occupied and developed means the actual use, control, and occupancy, but not necessarily
residence, of the tide and contiguous submerged land by the establishment thereon of substantial
permanent improvements.
Permit preference means the privilege of the upland owner to acquire first choice over other
non-preference right claimants to a permit for like use and enjoyment of city owned tide or
contiguous submerged lands abutting his property.
Person means any person, firm, organization, cooperative association, partnership or other
entity legally capable of owning land or an interest therein.
Pierhead line means the line fixed by the Department of the Army Corps of Engineers that is
parallel to the existing mean low tide line at such distance offshore from the mean low tide line
that the pierhead line shall encompass, landward and no more, all stationary man-made structures
but shall not encompass any part of breakwaters, bridges, or piers used for vessel dockage which
part extends beyond such a parallel line marking the seaward extremity of other man-made
structures)which were in existence as of February 1, 1957, to seaward of the city.
Preference right subject to the established classifications, means and includes the right of an
occupant to acquire by grant, purchase, or otherwise, at the election of the occupant, except as
otherwise limited or prescribed in these regulations, any tract or tracts of tidelands, or tide and
submerged land contiguous thereto, occupied or developed by such occupant on and prior to
January 3, 1959.
Preference right, Class I means a right claimed by persons who occupied and developed tide
and contiguous submerged lands seaward of the city on and prior to September 7, 1957, after
executing a waiver to the city and state of all right such occupant may have had pursuant to Public
Law 85-303. Upon execution of the waiver, such persons or their successors in interest have the
right to acquire such occupied and developed tide and contiguous submerged lands from the city
for consideration not in excess of the cost of survey, transferring and conveying of title.
Preference Right, Class II means a right claimed by Class I Preference Right claimants who
decline to execute a waiver to the state and city of any rights such occupants may have acquired
pursuant to Public Law 85-303 (71 Stat. 623). It shall be mandatory for the city to honor the
application from the occupant after the Secretary of the Army has submitted to the Secretary of
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the Interior, the Governor of Alaska and the city manager, maps showing the pierhead line
established by the Corps of Engineers with respect to the land claimed. Upon proof of such
occupancy, such persons have the right to acquire such tidelands and contiguous submerged lands
from the city for a consideration not in excess of the cost of survey, transferring and conveying
title.
Preference Right, Class III means a right claimed by persons who occupied and developed
tidelands and contiguous submerged lands after September 7, 1957, and who continued to occupy
them on January 3, 1959. Upon proof of such occupancy, such persons have the right to acquire
such tidelands and contiguous submerged lands for a consideration not in excess of the cost of
appraisal, survey, administering and transferring title, plus the appraised fair market value of the
land claimed, exclusive of any value accruing from improvements or development, such as fill
material, buildings or structures.
Upland owner means that land owner whose upland property abuts the line of mean high tide.
7.05.620 -Preference to upland owners.
A. Should the city decide to dispose of interest in any tide or submerged land, the city shall grant
to the owner of upland property adjacent to said tide and submerged land a first preference to
acquire said interest over other applicants/bidders.
B. The upland owner shall be notified by certified mail or by a posting of a notice for three
consecutive weeks of his right to exercise his preference.
C. The upland owner shall then have nineLC901 days to exercise this preference under this section.
D. If the preference is not exercised by the upland owner,then the city may dispose of the tide and
submerged land to others.
E. It shall not be required that the city offer its tide and submerged lands for disposal should the
city determine that it is not in its best interests to dispose of such land.
F. The city may itself make such use of its tide and submerged lands as it may consider in the
public interest without offering the tide and submerged lands to others.
rights within two years from the effeetive date of the ordinanee adopting these regulations.-
Any pr-efer-enee right for-whieh an applieation is not filed within this period shall be forfeited;.
Completed applieations shall be submitted to the eity manager oft forms supplied by the eity.
Chapter 7.10. -Harbor and Port Facilities
Article 1. - General Provisions
7.10.110 - Short title.
This chapter shall be known and cited as the Seward Harbor O ee and Port Facilities.
7.10.115 - Purpose.
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The purposes of this chapter are to:
1) Maximize the safe and efficient use of the harbor;
2) Provide for the orderly management, development, and control of the harbor;
3) Protect and preserve public and private property within the harbor and the lives, health,
safety, and well-being of persons who use, work, or maintain property in the harbor;
4) Prevent and discourage the use of the harbor by vessels that are derelict or a nuisance,
and prevent and abate fire, health, safety, and navigation hazards; and
5) Assess reasonable fees for the use of harbor facilities.
7.10.120 -Interpretation.
A. Consistent interpretation and effect of invalidity. 'This chapter shall be construed, to the
greatest extent reasonable, in such a manner as to be consistent with applicable federal and
state laws and regulations and any conveyances or agreements from or with the state
pertaining to the harbor. If any section of this chapter is declared invalid, the remaining
sections shall not be affected.
B. Application in an emergency. The provisions of this chapter shall not be construedofthischaptershallnotbe construed to limit a
vessel owner from taking action necessary to protect life, limb, or property in the case of an
emergency.
7.10.125 -Implied agreement from use of facilities.
The use of the harbor or the presence of a vessel in the harbor constitutes an agreement by the
owner to conform to the provisions of this chapter, the harbor tariff, and any rule, regulation, or
order made pursuant thereto, and to pay all fees and charges provided by this title or the harbor
tariff.
7.10.130 -Accident report.
Any person operating a vessel involved in an accident within the harbor resulting in the death or
injury of any person, or damage to property in excess of $500.00 shall, in addition to any other
notices required by law, immediately give oral notice of the accident to the harbormaster and shall,
within 24 hours after the accident, file a written report with the harbormaster on such form as the
harbormaster may provide.
7.10.135 -Definitions.
Whenever the words, terms, phrases, and their derivations set forth in this section are used in this
title, they shall have the meaning set forth in this section:
Abandoned propegy._"Abandoned property" means personal property which is unattended
and is either not registered with the harbormaster or not in a location the harbormaster has
designated for its storage.
Anchor. "Anchor" means to secure a vessel to the bed of a body of water by dropping an
anchor or anchors or by using a buoy or other ground tackle.
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Boat harbor. 'Boat harbor" means all navigable waters and all facilities of a port or maritime
nature either publicly or privately owned that are primarily used by or for the service of vessels
that are within the confines of the breakwaters.
Business. 'Business"means any profession,trade, occupation,or calling carried on for a profit
or livelihood,including every kind of commercial enterprise, and including the operation of games,
machines, or mechanical devices.
CibL. "City" means the City of Seward.
City Manager. "City Manager"means the City Manager for the City of Seward or the designee
of the City Manager.
Derelict. "Derelict" means any vessel which is or appears to be forsaken, abandoned, deserted,
or cast away, or which, in the opinion of the harbormaster, is unsound, unseaworthy, or unfit for
its trade or occupation.
Distress. "Distress" means a state of disability or a present or obvious imminent danger which
if unduly prolonged could endanger life or property.
Dock. "Dock" means any pier, float, slip, wharf, finger, ramp, gangway, bulkhead, dolphin,
or sea wall within the harbor or on city tidelands.
Emergency"Emergency" means a state of imminent or proximate danger to life or property
in which time is of the essence.
Family member. Spouse, child, or same-sex partner in an established relationship.
Finance Director. "Finance Director" means the Finance Director for the City of Seward or
the designee of the Finance Director.
Harbor. "Harbor" means all waters, tidal areas, and adjacent upland areas owned by the City
and-within the rubble mound breakwater which is listed and identified in the land use plan as
harbor commercial and industrial,"together with any and all facilities of a port or maritime nature
either publicly or privately owned that are primarily used by or for the service of vessels,including
the port facilities located at SMIC, and all docks,pilings, hoists,parking areas, leased water areas,
concessions and/or service facilities located within the area defined herein.
Harbormaster. "Harbormaster" means the harbormaster for the City of Seward, the Deputy
harbormaster, or any Assistant harbormaster or other person designated by the harbormaster to act
in his place.
Harbor tariff. "Harbor tariff' means the City of Seward Port and Harbor tariff regulations as
approved by the City Council and amended from time-to-time.
Land use plan. "Land use plan" means the land use plan authorized in Title 15, Chapter 15.05
of the Seward City Code as amended from time-to-time.
Moor. "Moor" means to secure a vessel other than by anchoring.
Moorage. "Moorage" means the process of mooring or the state of being moored and, when
the context requires, the fees for such acts imposed by under title.
Nuisance. "Nuisance"means a derelict vessel,a vessel which is not kept and regularly pumped
free of excess water inside its hull, a vessel which is submerged, grounded, disabled, or in
immediate danger of sinking, or a vessel which, in the opinion of the harbormaster, creates or
constitutes a fire, health, safety, or navigation hazard. A vessel shall be presumed to constitute a
nuisance if:
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1. The vessel is obstructing a waterway, or is endangering life or property and has been left
unattended for a continuous period of 24 hours; or
2. The vessel has been moored, anchored, or otherwise left in the harbor; and:
a. The vessel's state registration number or marine document has expired and the
registered owner no longer resides at the address listed in the vessel registration or
marine document records of the United States Coast Guard, the State of Alaska, or
the harbor;
b. The last registered owner of record disclaims ownership and the current owner's
name or address cannot be determined, or the vessel identification number or other
means of identification have been obliterated or removed in a manner that nullifies
or precludes efforts to locate or identify the owner;
c. Vessel registration records of the United States Coast Guard, the State of Alaska, or
the harbor contain no record of the vessel ever having been registered or documented,
and the owner's name cannot be determined; or
3. The vessel does not clear the harbor at least three (3) times per year.
Owner. "Owner"means the registered owner of a vessel or a person authorized to act on behalf
of the owner. The following persons are presumed to have authority to act on behalf of the owner
of a vessel:
1. The master or operator of the vessel;
2. A person entrusted with the management of the vessel; and
3. An officer or agent appointed by:
a. The owner;
b. A charterer; or
c. An agreed buyer in possession of the vessel.
Person. "Person"means any natural person,partnership,corporation, or governmental agency.
A natural person and a corporation may be considered the same if the former has control over the
latter.
Processed fish. "Processed fish" means fish that has been prepared to render it suitable for
human consumption, industrial uses, or long-term storage including, but not limited to, fish that
has been cooked, canned, smoked, salted, dried, frozen, or rendered into meal or oil, but does not
include fish that has only been deheaded, gutted, or iced.
Qualifying interest. "Qualifying interest" in a vessel means the interest of a person who owns
the vessel or, under the provisions of a written charter or lease, has exclusive control over the
operation and navigation of the vessel. A person who transfers title to a vessel or enters into a
charter or lease of the vessel, and thereby relinquishes his exclusive control over the use and
operation of the vessel, ceases to have a qualifying interest in the vessel. A qualifying interest in a
vessel ceases with the transfer of a controlling interest in a public or privately held entity that has
a qualifying interest in that vessel, regardless of official designation of title.
Slip. "Slip" means a vessel's berth between two piers or floats.
SMIC. "SMIC" means the Seward Marine Industrial Center.
Trailer. "Trailer" means any movable cradle, structure, or device used for moving boats into
or out of the water or used for the storage of boats.
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Transfer of cargo. "Transfer of cargo" means all types of loading, unloading, transfer, and
containerization of any kind of cargo including, but not limited to, fish, shellfish, and other fish
products.
Vessel. "Vessel" means every description of watercraft including any ship, boat, skiff, barge,
or craft of any kind and description, pleasure and commercial, other than seaplanes, used or
designed to be used as a means of transportation on or through the water.
Article 2. -Administration
7.10.210 -Harbormaster.
A. Appointment. The City Manager shall appoint a harbormaster.
B. Duties. The harbormaster shall, under the supervision of the City Manager:
1. Administer the harbor with the powers provided by this chapter;
2. Enforce this chapter,issue and enforce regulations for the operation and use of the harbor
that are not inconsistent with this chapter, and enforce the terms and conditions of the
harbor tariff,
3. Promptly report to the appropriate enforcement entity the violation of any law pertaining
in any way to navigable waters or port/harbor facilities including,but not limited to, laws
for the protection of navigation and the preservation of navigable waters;
4. Promptly report to the appropriate enforcement entity the violation of any law pertaining
to the disposal of hazardous or waste materials and promptly furnish information as
necessary to assure that such improper disposal ceases and any nuisance is abated;
5. Collect harbor fees and charges and maintain and operate an accounting system to collect
harbor fees and charges that meets with the approval of the Finance Director and that will
satisfy all controls as may be deemed necessary by the City's annual audit;
6. Record in a proper register the name,length, draft,beam,type,and identification number,
location of each vessel moored in the harbor, as well as the name and address of each
vessel's registered owners;
7. Maintain at the harbormaster's office a map or chart of the harbor showing the position
of each approved mooring; and
8. Enter into license, moorage, and terminal use agreements on behalf of the City.
7.10.215 -Limitation of liability.
A. The authority granted to the harbormaster pursuant to this title shall not create any obligation
or duty requiring the harbormaster to take action to protect or preserve any vessel or property
located within, or utilizing, the harbor.
B. The City does not accept control of vessels or other property moored or stored in the harbor.
When the City assigns moorage space to a vessel or assigns storage space to a vessel or other
property the City is not accepting possession or control of the vessel or other property; the
relationship between the parties is simply that of a landlord and tenant. Unless the vessel or
other property is formally impounded by the City,the vessel or other property shall at all times
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remain in the exclusive possession and control of the owner of said property and the City is
not acting, and shall not be held liable in any manner, as a warehouseman or a bailee.
C. The City shall not be liable for any loss or damage resulting from use of the harbor or any
harbor facility from any cause whatsoever, except and to the extent solely caused by the city's
own negligence or intentional misconduct. The City disclaims any and all other liability,
whether for negligence or other tort, in contract or otherwise, and specifically disclaims any
warranty of whatsoever kind or nature including, but not limited to, any warranty of
workmanlike service or performance. The liability of the City for damages caused solely by
its own negligence or intentional misconduct shall be limited to the reasonable cost of
repairing the vessel or other property that was moored or stored in, or making use of, the
harbor or harbor facilities. The owner of the vessel or other property assumes all responsibility
for any and all other claims or damages otherwise resulting including, but not limited to,
claims by owner or third parties for property damage, personal injury or death, pollution or
discharge of a polluting or hazardous substance (together with cleanup, removal, and
remediation of same), as well as any direct, indirect, special, consequential, or commercial
damages, claims for loss of profits or earnings, or other claims or damages of whatever kind
or nature.
D. Each person including the owner of a vessel or other property moored or stored in, or making
use of, the harbor or harbor facilities releases and agrees to defend, hold harmless, and
indemnify the City and its officers, employees, and agents from and against any and all losses,
claims, demands,actions, damages,liabilities, or expenses of every kind,character, and nature
whatsoever (including, but not limited to, personal injuries, death, environmental
contamination, property damage, or employee liability) arising out of, resulting from, or in
any way related to use of the harbor by the owner or owner's agent, employees, invitees,
guests, or passengers, except where liability for same is caused solely by the City's own
negligence or intentional misconduct. Defense shall include payment of actual attorney's fees
and costs. The owner waives any right of subrogation against the City which might otherwise
arise upon payment of a loss by owner's insurers.
Article 3. -Moorage
7.10.310 -Registration required.
The owner of a vessel using the harbor is required to register with the harbormaster,by completing
and providing all information requested on a registration form approved by the harbormaster,
within two hours after the vessel first enters the harbor; provided, however, that vessels arriving
after 5:00 p.m. shall have until 10:00 a.m. of the following day to register. The owner is responsible
for informing the harbormaster of any changes in the registration information provided by the
owner.
7.10.315 - Transient moorage.
A. Availability.Transient moorage space is available within the harbor at locations designated
or assigned by the harbormaster, which may include temporary use of reserved moorage
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space. A written and signed application for moorage on a form approved by the harbormaster
shall be provided to the harbormaster within the time allowed for registration. The applicant
shall promptly notify the harbormaster of any changes in the information set forth on the
moorage application. Prepayment of fees for transient moorage is required. Approval of such
application by the harbormaster confers no rights in the land or water constituting the space.
B. Assignment_ periods. The daily assignment period is 12:01 a.m. to midnight on the first day
of arrival in the harbor. The daily moorage fee as set forth in the harbor tariff will be levied
on all vessels that are registered on the harbor's daily inventory that do not have a reserved
moorage space assigned, unless longer term moorage is paid in advance. Discounts for
prepayment of transient moorage fees are available as set forth in the harbor tariff for monthly,
semi-annual, and annual terms. Monthly, semi-annual, and annual term transient moorage
rates will be calculated from the date the city receives a completed application and agreement
for moorage.
No credits will be allowed for back-dating the application for moorage to the first day of the
current month.
C. No preferential right. A user receives the privilege of occupying designated or assigned
transient moorage on an as-available basis, with consideration given to which vessel is most
suitable for a particular location. Users have no preferential right to moor in any particular
location nor the right to return to the same space if another vessel is occupying that space.
D. Rafting.Rafting of vessels in transient moorage space shall be permitted at locations designated
by the harbormaster. Vessels moored in such locations are subject to yet another vessel
tethering aside and are subject to being crossed by persons seeking access to other rafted
vessels. Each vessel must have at least one line to the float, alternating ends.
E. Duration. A user's right to transient moorage space, once assigned, continues until the user
removes the vessel from the transient moorage space, or until the user's death, or until the
user's voluntary or involuntary relinquishment of the right to use transient moorage space. The
right to use transient moorage may not be assigned or transferred by the user and does not
transfer with the sale or other disposition of the vessel.
F. Voluntai relinquishment. A user may voluntarily relinquish transient moorage space at any
time by notifying the harbormaster in writing.
G. Involuntar relinquishment. The right to use transient moorage space shall be involuntarily
relinquished if:
1. The user supplies misleading or false information in the moorage application;
2. The user fails to pay all fees required by this title or the harbor tariff without a prior
written agreement to pay such fees on other terms acceptable to the harbormaster;
3. The user fails to maintain a qualifying interest in the vessel;
4. The user fails,upon request of the harbormaster,to provide proof of a qualifying interest
in the vessel;
5. The user fails to maintain on the vessel the equipment required by this title;
6. The vessel becomes a derelict or a nuisance; or
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7. The user fails to observe any section of this title.
7.10.320 -Reserved moorage.
A. Availability.Reserved moorage space is available within the harbor at locations designated
or assigned by the harbormaster.
B. Application. Reserved moorage space shall be assigned on a first-come, first-served basis to
those who have provided to the harbormaster a written and signed application as provided by
the harbormaster. The applicant shall promptly notify the harbormaster of any changes in the
information set forth on the application.
C. Assignment of reserved moorage. Reserved moorage space shall be assigned by the
harbormaster to assure the maximum use of space available. The harbormaster will establish
minimum and maximum vessel sizes for each space or class of spaces available.
D. Wait list. If more applications are received than there are spaces available, the harbormaster
shall establish and maintain a reserved moorage wait list. A nonrefundable annual fee shall be
required by October 31 of each year to place and maintain an application on the list.
Applications will be placed on the list in the order in which they are received. Any individual,
partnership, corporation, or government agency may apply for the use of a reserved slip. All
applicants, except government agencies, shall designate a single individual whose name shall
appear on the list and who will be responsible for payment of all fees. The applicant shall
promptly notify the harbormaster of any changes in the information set forth on the
application.Wait list priority may not be transferred except,upon applicant's death,to a family
member.
E. Retention of wait list priority. If an applicant chooses not to accept a reserved moorage space
when offered, or does not respond to a notice of space availability, the applicant forfeits the
applicant's priority on the wait list and the applicant's name will be placed at the bottom of the
wait list. The applicant's name will be retained in the new position for the remainder of time
covered by the applicant's annual fee payment. Continued placement in the new position will
be subject to payment of the required annual fee. If an applicant refuses to accept a reserved
moorage space when offered on two separate occasions, or fails to respond on two separate
occasions, it shall be presumed that the applicant has voluntarily withdrawn his application
and the applicant's name will be removed from the wait list and the applicant's annual fee
payment forfeited.
F. Fifteen space limit.As long as there are applicants on the wait list,no person currently holding
15 or more reserved moorage spaces may be assigned an additional reserved moorage space
notwithstanding the number of vessels held with a qualifying interest by that applicant.
G. Notice of space availability.When space becomes available, the harbormaster shall notify
the first applicant on the wait list that has a qualified interest in a vessel of the size for which
space is available. Notice shall be by electronic mail for any applicant who has elected to
receive email notifications and provided an email address, or otherwise by certified mail. In
each case, notice will be sent return receipt requested. An applicant shall have 21 days from
the date the notice is sent to respond.If the notice is returned by the post office or the applicant
fails to respond,the harbormaster will notify the next eligible applicant on the wait list and so
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until the space is assigned. The slip holder shall obtain a qualifying interest in a vessel of an
appropriate size for the slip within 12 months of being offered a slip.
H. Preference. Approval of an application for reserved moorage space and assignment of
reserved moorage space by the harbormaster confers only the privilege of occupying the
assigned moorage space on a preferential basis and does not convey any rights in the land or
water constituting the space.
I. Berth to be vacant for five dUs. rior to departing the harbor, owners shall report to the
harbormaster if a reserved moorage space is to be unoccupied for more than five days. The
harbormaster shall have full discretionary authority to allow other vessels to occupy an empty
reserved moorage space any time the assigned vessel is absent for more than five days without
compensation to the holder.
J. Duration. A holder's rights to reserved moorage space, once assigned, continues until the
holder ceases having a qualifying interest in a vessel suitable for the assigned space, until the
holder's death, or until the holder's voluntarily or involuntarily relinquishment of the space. A
holder's right does not transfer with the sale or other disposition of the vessel.
1. Loss of qualifying interest. A holder must notify the harbormaster within 15 days if the
holder ceases to have a qualifying interest in the vessel assigned to reserved moorage
space. The holder may retain the reserved moorage space if the holder obtains a qualifying
interest in another vessel of the appropriate size within 12 months and registers the new
vessel with the harbormaster as required by this title. Failure to obtain a qualified interest
in a replacement vessel of appropriate size for the assigned slip will result in forfeiture of
assignment to reserved moorage and will cause the replacement vessel to be classed as
transient.
2. Death. In the case of the death of the holder the space may be transferred only to the
holder's family member. To be an effective transfer the family member must have a
qualifying interest in the vessel assigned to the reserved moorage space and must make a
request for transfer, in writing, to the harbormaster with appropriate documentation no
later than the date the next moorage fee is due.
3. Voluntary relinquishment. A holder may relinquish reserved moorage at any time by
notifying the harbormaster in writing.
4. Involuntar relinquishment. A holder's right to an assigned space shall be involuntarily
relinquished and the right to use the assigned space terminated if:
a. The holder supplies misleading or false information in the moorage application;
b. The holder fails to pay all fees as provided by this title or the harbor tariff without a
prior written agreement to pay such fees on other terms acceptable to the
harbormaster;
c. The holder fails to maintain a qualifying interest in the assigned vessel or substitute
qualified vessel within the period allowed;
d. The holder fails, upon request of the harbormaster, to provide proof of a qualifying
interest in the vessel assigned to the space;
e. The holder fails to maintain on the vessel the equipment required by this title;
f. The vessel to which the space is assigned becomes a derelict or a nuisance; or
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g. The holder fails to observe any section of this title.
7.10.325-Moorage conditions and restrictions applicable to transient and reserved moorage.
A. Qualifying interest required. Moorage space may only be assigned to an applicant with a
qualified interest in the vessel to which space is to be assigned.
B. No unpaid charges. Moorage space may only be assigned to an applicant who has no
delinquent harbor fees or charges.
C. One space. No vessel may be assigned to more than one moorage space. The reserved slip is
personal to the individual named as owner or operator on the moorage agreement. The slip is
reserved only with respect to the vessel indicated on the moorage agreement. The slip holder
must notify the harbormaster within 24 hours of any change in vessels or will be charged
transient moorage on any other vessel in the slip. An administrative fee to cover the cost of
changing the vessel in the reserved slip may be assessed.
D. Use by assigned vessel only. vessel assigned a moorage space may only use that space
unless prior arrangements have been made with the harbormaster.Vessels that moor or anchor
outside their regular moorage space, and vessels which have no regular assignments which
moor or anchor without making application to and securing the permission to use such space
as required by this title, do so at their own risk and shall be held responsible for all loss or
damage of any kind resulting from such use.
7.10.330 -Refusal of moorage or harbor facilities.
A. The harbormaster may refuse moorage or use of any harbor facility to any vessel or applicant
which or who the harbormaster has probable cause to believe has not complied, or is not in
compliance, with this chapter or the harbor tariff or whenever such moorage or use of the harbor
facilities would not be in the best interests of the City.
B. A determination that such moorage or use would not be in the best interests of the City must be
accompanied by findings of fact based on substantial evidence and may be appealed pursuant to
section 7.10.900.
C. The refusal notice shall be in writing where practical and shall include the notice of the right to
appeal.
7.10.335 -Required equipment.
A. All vessels moored in the harbor shall carry the equipment required by any applicable law or
regulation, and shall be numbered or designated in accordance with any applicable law or
regulation.
B. All vessels moored or anchored in the harbor shall be fitted with moorings or anchors
satisfactory to the harbormaster, and shall be maintained at all times in such condition that, in
the opinion of the harbormaster, will not endanger any person or vessel in the harbor or any
harbor facility.
7.10.340 -Utilities.
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The harbor staff shall refund the electrical deposits of all reserved moorage account customers
that are not more than thirty (30) days past due.
Electric and water utility service may be provided to vessels moored in the harbor in such locations
and according to such specifications as the harbormaster may specify by regulation. The charge
for electrical service furnished within the boat harbor except for rates established by the
Re-ulatory Commission ofAlaska shall be established by resolution of the City Council. A meter
deposit shall be collected from any transient moorage customer who connects to the electrical
power system.
7.10.345 -Insurance.
All owners shall provide the City proof of liability insurance covering the vessel and owner's
employees, invitees, guests, or passengers. The amount of liability insurance required shall be
specified on the moorage agreement covering that vessel. If the vessel carries passengers for hire,
owners shall have the City named as an additional insured with waiver of subrogation on any
policy of liability insurance.
7.10.350 -Authority of harbormaster to board and move vessel.
A. Emergency. The harbormaster may, in the event of emergency, board, resecure, dewater, or
move any vessel within the harbor, or take any other reasonable action to resolve the
emergency with respect to such vessels to prevent loss of life or property.
B. Noncompliance with this title.
1. Subject to paragraph 2. of this subsection, when the harbormaster has reasonable cause
to believe that a violation of this title exists, or when necessary to perform a duty under
this title, the harbormaster may, at any reasonable time and upon presentation of proper
identification, board and enter a vessel within the harbor. If a vessel is improperly
anchored or moored the harbormaster may order the vessel's position changed. If the
harbormaster's order is not complied with, or the vessel is unattended, the harbormaster
may move the vessel and charges shall be assessed in the same manner as for ordinary
services. If a vessel is in violation of any section of this title the harbormaster may declare
the user or holder of the moorage space to have involuntarily relinquished the space.
2. Where the Constitution of the United States or of the State of Alaska so requires, the
harbormaster shall obtain an administrative search warrant authorizing an inspection and
exhibit the warrant to the person in charge of the vessel before conducting the inspection.
C. Vessel in transient moorage space. The harbormaster shall have authority to move a vessel
in transient moorage space to another location to better maximize the use of available space.
D. Notice to move. Any vessel, upon notice to move, which refuses or fails to move may be
shifted by tug or otherwise by the City, and charges shall be assessed in the same manner as
for ordinary services.
7.10.355 - Seaplanes.
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A. Regular use of the harbor by seaplanes is available only on a transient basis and by prior
agreement with the harbormaster. Seaplanes shall not land or take off within the harbor,
however nothing in this chapter shall be construed to prohibit emergency use of the harbor by
seaplanes.
B. When a seaplane is provided a slip within the confine of the harbor, it shall be under the
jurisdiction of the harbormaster and shall abide by this title and all regulations applicable to
vessels.
C. The fees for providing slips for seaplanes shall be set by resolution of the City Council and
may be found in the harbor tariff.
7.10.360 -Determination of involuntary relinquishment.
A. Right to notice. The City shall give at least twen 201 days' written notice of its intent to
declare the involuntary relinquishment of mooring space.
B. Content of notice. A notice of involuntary relinquishment shall be prepared by the
harbormaster and shall contain:
1. The name and address of the user or holder of the moorage space last appearing in the
records of the harbormaster;
2. A statement that the City intends to declare the moorage space involuntarily relinquished
if corrective action is not taken within 20 days from the date the notice is mailed/posted;
3. The reason for the anticipated action;
4. The owner's right to a hearing and the manner in which a hearing can be requested; and
5. The name, address, and telephone number of a person at the City to contact in case of
questions.
C. Distribution of notice. The notice of involuntary relinquishment shall be:
1. Mailed by certified mail, return receipt requested, to the user or holder of the moorage
space at the user's or holder's last known address. The notice is effective when mailed. If
the harbormaster cannot determine the address of the holder of the moorage space,notice
shall also be published at least once in a newspaper of general circulation in the City.
2. Posted at or near the moorage space in question,in the harbormaster's office, at City Hall,
and in a United States Post Office in the City.
D. Demand for hearing. The user or holder of moorage space which the City intends to declare
involuntarily relinquished may obtain an administrative hearing to determine whether there is
probable cause for involuntary relinquishment by filing a written demand with the City Clerk
within 20 days from the date of the notice. Hearings will be conducted in accordance with
section 7.10.900.
E. Action after decision. In the event the city manager determines there is
probable cause to declare that the right to the moorage space has been involuntarily
relinquished, the harbormaster may eject, remove, or require the removal of the vessel from
the moorage space and assess charges for said removal in the same manner as ordinary
services, and reassign the moorage space without compensation to the prior moorage holder.
Moorage fees cease accruing on the date the vessel actually ceases to occupy a moorage space
in the harbor.
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Article 4. -Wharfage, Storage and Other Activity
7.10.410 -Wharfage.
A. Application. No cargo may be transferred within the harbor without prior written application
to and approval by the harbormaster,on such form as the harbormaster shall specify. Transfers
of cargo that occur on a regular basis may be approved in advance.
B. Wharfage assignment.ngment.
1. All vessels are prohibited from mooring at any wharf at which they have no regular
assignment or for which they have failed first to make a mooring application with the
harbormaster. Vessels that moor outside their regular assignments, and vessels that have
no regular assignments and which moor without making application to and securing the
permission from the harbormaster, shall do so at their own risk and shall be held
responsible for all loss or damage of whatsoever nature resulting from such use.
2. Assignment to the wharf at locations where transfer of cargo is approved shall be made
by the harbormaster upon application. Charges for preferential assignment shall
commence on the date specified in the assignment. Preferential assignments may be
revoked by (a),the harbormaster upon 30 days'prior written notice to the assignee, or(b),
the assignee upon 30 days'prior written notice to the harbormaster.
3. Subject to the rates, charges, rules, and regulations of this chapter, the harbor tariff, and
any restrictions, conditions, limitations and modifications set forth in the assignment
itself, wharf area assignments shall include only the license or right:
a. To moor vessels owned,operated,or represented by the assignee at the area assigned;
b. To assemble, distribute, load, and unload merchandise and the cargoes of vessels
over, through, or upon the assigned wharf area; and
c. To perform such other related activities as may be necessary.
4. When the assigned wharf area, or any part thereof, is not required for the use of the
assignee or is unoccupied, the harbormaster may, at his discretion, assign such facility,
or any part thereof, for temporary use by another person.
C. Locations for cargo transfer. Transfer of cargo may occur at the following locations:
1. City dock within the boat harbor;
2. North dock of SMIC;
3. East dock of SMIC;
4. Syncrolift dock at SMIC.
D. Prepayment. The harbormaster may require prepayment of the estimated fees due under this
title or the harbor tariff prior to any cargo transfer.
E. Duration. A vessel may moor for transfer of cargo for up to two hours without paying for
transient moorage but must notify the harbormaster at least two hours in advance of actually
mooring. Failure to notify the harbormaster could result in assessment of a day's transient
moorage charge.
F. Refusal of cargo.-The harbormaster may refuse to permit the transfer of any cargo whose
volume, weight, hazardous nature, or other characteristics would present a risk to the safety
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of persons or property,private or public,within the harbor or whose value is less than the fees
due under this title.
G. Information and manifests.
1. Information. To enable the harbormaster to keep an accurate record of the number, size,
and kind of vessels using the harbor, the amount, kind, and value of waterborne freight
handlers, and the number of passengers carried,the masters and pursers of all vessel using
the harbor are required to furnish the harbormaster with such information if so requested
and to permit the harbormaster to examine their papers;
2. Manifest. A complete copy of the manifest showing all the cargo unloaded or discharged
at the harbor will be furnished to the harbormaster. Inbound manifests will be furnished
prior to or concurrent with the vessel's arrival. Outbound manifests will be furnished prior
to or concurrent with the vessel's departure. In lieu of manifests, freight bills containing
all information as required in this section may be accepted. Required permits and licenses
are described in section 7.10.800.
H. Persons responsible for fees. Vessels, their owners, and shippers or consignees of cargo
transferred within the harbor shall be jointly and severally liable for all fees due for activities
described in this chapter notwithstanding any contrary provisions contained in any bills of
lading, charter party agreements, contracts, or other agreements.
I. Cargo on which fees have become delinquent. Cargo on which fees have become delinquent
may, after ten days' written notice to the shipper, carrier, or consignee of such cargo, be sold
at public or private auction without advertising.
J. Retention of cargo. Any cargo upon which fees provided by this chapter have become
delinquent may be confined to the harbor by the harbormaster until the fees have been paid.
K. Liability and indemnity. All risk of loss from theft, fire, or other casualty to cargo shall be
assumed by the parties to the shipping agreement and not the City. The person making
application for the berth shall defend, indemnify, and hold the City harmless from all claims
arising from the cargo transfer within the harbor.
7.10.415 - Storage.
A. Generally. Storage space for vessels, cargo, and gear is available. The terms, conditions, and
fees for the use of storage space for vessels, cargo, and gear is governed by the harbor tariff.
B. Upland storage.
1. Upland storage on any harbor property owned by the City shall be limited to the storage
of vessels, vessels on trailers, or trailers.
2. Major construction work on vessels while in storage is prohibited. Disagreements as to
what constitutes major construction shall be resolved by the harbormaster.
7.10.420 -Fish processing.
Fish or shellfish may be cleaned or processed within the harbor only in areas and with equipment
approved by the harbormaster.
7.10.425 - Boat lifts.
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The City has available boat lifts. The terms, conditions, and fees for use of the boat lifts are
governed by the terms of the harbor tariff.
Article 5. -Prohibited Practices
7.10.510 - Speeding.
No person shall operate or cause to be operated a vessel within the boat harbor in a manner which
causes an excessive wake, wash, or wave action which will damage, endanger, or cause undue
distress to any other vessel or occupant thereof.
7.10.511 Operating under the influenee.
No per-son may oper-ate a vessel within the har-bor- while under- the influenee of aleohol or-
other drugs to the extent that it would be unlawful to operate a motor Vehiele under State
law in stieh eondition.
7.10.512 -Reckless operation.
No person shall operate a vessel in any manner which unreasonably interferes with the free and
proper use of the harbor or unreasonably endangers the users of the waters of the harbor.
7.10.513 -Hazard to navigation.
No person shall create or fail to remove after request from the harbormaster, a hazard to navigation
within the waters of the harbor.
7.10.514 -Failure to register.
No person shall fail to register a vessel operated by that person with the harbormaster as required
by this title.
7.10.515 -Improper mooring and anchoring.
A. Except as provided in subsection C. of this section, no person may moor, anchor, or beach a
vessel in the harbor except in a location designated by the harbormaster for that purpose, after
receiving prior permission from the harbormaster, and after complying with all applicable
provisions of this title.
B. Except as provided in subsection C. of this section, no person may moor, anchor, or beach a
vessel for fishing or other purpose within the harbor or any other body of water over which
the City has jurisdiction in such a position as to obstruct a passageway ordinarily used by other
vessels.
C. A person may moor, anchor, or beach a vessel in the harbor as required in an emergency,but
only for so long as required by the emergency. A person who moors, anchors, or beaches a
vessel in the harbor as permitted by this subsection shall promptly notify the harbormaster and
comply with the instructions of the harbormaster for the securing and placement of the vessel.
Improperly stored, beached, or disposed vessels may be removed by the City and the costs of
such removal may be recovered by the City from the person violating this section.
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7.10.516 -Inadequate equipment.
No person shall operate or moor a vessel within the harbor that does not have the equipment
required by this title.
7.10.517 -Improper use of facilities.
No person may use the harbor for purposes or in a manner not authorized by this title.
7.10.518 -Improper disposal.
No person shall dispose of trash, garbage, timber, refuse, human or animal waste, flammable
liquid, alcohol, bilge water, dead animals, fuel, oil, fuel or oil derivatives, wastes, or by-products,
or other petroleum products, or any similar substance into the water of the harbor or on the harbor
grounds (including,but not limited to,parking areas) except in receptacles or locations designated
by the harbormaster. Improperly disposed materials may be removed by the City, with or without
notice, and the costs of such removal may be recovered by the City from the person violating this
section.
7.10.519 -Improper care and control of animals.
No person shall have or bring a dog or other animal within the harbor unless the dog or animal is
on a leash or confined to a vessel. The person bringing the dog or other animal to the harbor is
responsible for properly disposing of the animal's defecation.
7.10.520 -Water sports.
No person shall engage in swimming, diving, water skiing, or other sports where the body of the
person comes into contact with the water within the harbor except after notice to and with
permission of the harbormaster. Diving for the purpose of vessel repair and inspection or for law
enforcement purposes is not prohibited by this section.
7.10.521 -Failure to make accident report.
No person shall fail to make an accident report as required by this title.
7.10.522 -Dinghies, rowboats and skiffs.
No dinghies, rowboats, skiffs, or other auxiliary vessels may be stored on a dock except at a
location designed for that purpose by the harbormaster. Dinghies, rowboats and skiffs or other
auxiliary vessels measuring over 12 feet in length will be charged moorage if not stored aboard
another vessel. Vessels occupying a slip may not leave a dinghy, rowboat, skiff or other auxiliary
vessel in an unoccupied slip for more than 12 hours. Dinghies, rowboats and skiffs or other
auxiliary vessels may not be tied alongside of vessels in transient areas.
7.10.523 -Noise.
A. No person shall make or cause to be made any unnecessary noise in the harbor.
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B. No person shall,in an unreasonably loud manner,play any musical instrument or operate any
radio, stereo, T.V. or other similar equipment in the harbor between 11:00 p.m. and 7:00 a.m.
The harbormaster has sole discretion in determining whether an instrument or equipment has
been played in an unreasonably loud manner.
C. If any group or organization wishes to hold any function that may continue after 11:00 p.m.,
request for approval must be made, in writing, to the harbormaster who may extend the time.
7.10.524 -Derelict, nuisance, unseaworthy,wrecked and sunken vessels.
A. No person may bring into or keep within the harbor a vessel that is derelict or a nuisance, or
in the opinion of the harbormaster, is so unseaworthy or in such a deteriorated condition that
it may sink, become a hazard to navigation, or damage docks, floats, or other vessels, except
as required in an emergency, but only for so long as required by the emergency.
B. In the event a vessel is wrecked or sunk within the harbor,it shall be the owner's responsibility
to immediately notify the harbormaster, mark the vessel's position and provide for the raising
and disposition of such vessel as soon as reasonably possible, and the owner shall assume all
liability for damage to persons or property located in the harbor which is caused by the vessel.
7.10.525 -Unauthorized utility connections; interference with harbor property.
A. No person may tap, connect, disconnect, or interfere with any water, telephone, or electric
utility equipment maintained or operated by the City in the harbor without first having
obtained the permission of the harbormaster.
B. No person shall damage, interfere, or tamper with any dock or other facility operated by the
City in the harbor.
C. No person may damage, interfere, or tamper with any dock,buoy,life preserver, sign,notice,
navigational marking, or other similar property operated by the City or any other
governmental agency in the harbor.
7.10.526 -Unauthorized boarding of vessels.
No person may board a vessel in the harbor without the consent of the owner provided, however,
that any person placing a vessel in transient moorage where the vessel is or may be rafted to other
vessels implicitly consents that people may cross the vessel if necessary to access other rafted
vessels.
7.10.527 -Improper use of firefighting equipment.
No person shall use fire hoses or other firefighting equipment except for fighting fires.
7.10.528 -Welding equipment,torches, open flame.
No person shall use welding equipment, grinders, a burning torch, or any other open flame
apparatus on any dock or on any vessel moored in the harbor without obtaining a hot work permit
issued by the harbormaster. The person using such equipment shall exercise such care as is
necessary to provide for the safety of other vessels and harbor facilities, have readily available an
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approved fire extinguisher of sufficient size, have readily available as a standby a water hose
attached to an outlet where available, and maintain a fire watch.
7.10.529 -Loading or unloading explosives.
No person may possess,transport,load,unload,or store explosives within the boat harbor.Loading
and unloading explosives at harbor locations outside the boat harbor, requires a permit from the
Fire Chief and approval of the harbormaster.
7.10.530 - Solicitation, advertising and signs.
No signs or other printed matter shall be placed on any part of the harbor without the prior approval
of the harbormaster.
7.10.531 -Fenders on fingers.
No person may install fender material on fingers unless the fender material is approved by the
harbormaster.
7.10.532 -Use of docks and fingers.
No person may store on a dock any raft, net, tackle, cargo, equipment, tools, materials, mooring
lines, hoses, electrical cables, other service lines, or other obstruction except in a location
designated for that purpose by the harbormaster. Tools and other equipment may be temporarily
placed on the dock for rigging and maintenance work so long as the tools or equipment do not
obstruct the docks or access to the dock and the space is maintained in a neat, clean, and orderly
fashion.
7.10.533 - Children.
Children under ten years of age are prohibited on the docks except when in the immediate presence
of the child's parent or guardian or other responsible adult.
7.10.534 -Bicycles, motorcycles, rollerblades, skateboards.
The use of unauthorized wheeled or motorized objects such as bicycles,motorcycles,rollerblades,
skateboards, and four-wheelers on the docks within the harbor is prohibited.
7.10.535 -Parking of vehicles and unattended trailers generally.
The parking of vehicles and unattended trailers outside designated parking areas in the harbor area
is prohibited.
7.10.536 -Unauthorized collection of fees and use of waterfront.
No person shall collect any toll, wharfage or dockage without being authorized to do so by the
harbormaster. No person shall place property upon or remove property from any portion of the
waterfront or docks without being authorized by the harbormaster.
7.10.537 -Movement of vessels.
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Cruising between rows of slips is prohibited; movement of vessels within the harbor and between
rows of slips shall be for the purposes of mooring, anchoring, entering or leaving a slip, or training
and education.
7.10.538 -License.
No person shall operate a vessel unless that person is properly licensed as required by applicable
state and federal laws and regulations.
7.10.539 - Outboard motors.
No person shall operate any motor within the harbor without having such motor equipped with a
muffler.
7.10.540 - Searchlights, crab lights.
No person shall use searchlights indiscriminately or in such manner as to annoy or disturb other
persons or vessels. No person shall leave on a crab light used to balance the load on a vessel's
generator while the vessel is moored in the harbor.
7.10.541 -Residential use.
No vessel within the harbor may be used for permanent living quarters while moored unless a
permit is first obtained from the harbormaster.
7.10.542 -Failure to observe city health and conduct rules.
No person in the harbor shall violate any provision of this Code dealing with health, sanitation,the
conduct of persons, or prohibiting acts contrary to public health, morals, safety, or public peace.
7.10.543 -Vessels extending over the main walkway or float.
No part of any vessel, including, without limitation, any davit, boom, boomkin, or bowsprit, may
extend over the main walkway of a float.
7.10.544 - Obstruction of walkway, float, gangway prohibited.
No person shall place or permit to remain any mooring lines,hose, electrical cable or other service
lines across any walkway. A person in charge of a walkway, float, or gangway shall maintain the
same in good condition so as to prevent injury to persons and shall keep such walkway, float, or
gangway clear of any obstruction.
7.10.545 -Repairs and maintenance of vessels.
No person may spray paint a vessel while moored or anchored in the harbor.No person may repair
or maintain a vessel at its berth unless all the work is performed aboard the vessel. All materials
used in repairing or maintaining the vessel must be collected for disposal or kept on board the
vessel. Repair and maintenance work that cannot be done within the confines of the vessel shall
be accomplished only in an area or manner approved for that purpose by the harbormaster.
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7.10.546 -Removal of vessel without payment of charges.
No person shall remove from the harbor any vessel upon which charges of any kind are delinquent,
without paying such delinquent charge.
7.10.547 - Cargo on the beach.
No person may load, unload, or store cargo on the beach within the harbor except in a location
designated for that purpose by the harbormaster unless a permit has first been obtained from the
harbormaster and a fee as set by the harbor tariff has been paid. Any permitted loading,unloading,
or storage of cargo shall be for a period not exceeding 72 hours. There shall be no barge or vessel
landing from the beach within the boat harbor.
7.10.548—Commercial lodzinz in harbor prohibited.
No person may operate a short term lodzinz business, Ion,- term lodzinz business, bed and
breakfast, or nizhtly lodzinz business on any vessel in the Seward Boat Harbor.
Article 6. -Fees and Penalties
7.10.610 -Fees.
A. Harbor facilities. After public hearing, the City Council shall set by resolution, the rates for
use of all harbor facilities, and such rates may be found in the harbor tariff. Notice of the
public hearing shall be published in a newspaper of general circulation and shall be posted in
at least three public places within the city at least ten days prior to the hearing.
B. Ordinary services. Ordinary services performed by harbor personnel may be rendered by
agreement with the harbormaster. The City Council shall set by resolution the rates for
services provided by the harbor personnel and such rates may be found in the harbor tariff. If
no rate for a particular service has been set by the City Council, the charge shall be set by the
harbormaster and shall compensate the city for reasonable labor, time, and materials
expended, plus overhead expenses. The harbormaster may require a deposit or payment in
advance of furnishing any ordinary services, and all charges shall be payable at the time
services are rendered, unless other arrangements have been made in advance with the
harbormaster.
C. Emergency services. Charges for emergency servservices. Charges for emergency services shall be assessed in the same manner
as for nonemergency services. All charges for services shall be payable at the time services
are rendered.
7.10.615 -Fee collection.
A. Invoicing. Invoices for fees shall be due upon receipt. Invoices may be delivered personally
or mailed on a monthly or other basis to the last address provided to the harbormaster. It is the
harbor user's obligation to notify the harbormaster in writing of any changes in address.
B. Pa, m Mooring fees shall be due and payable in advance. Payment shall be made at the
harbor.
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C. Refunds.Refunds are not automatically available to vessels departing the harbor;only vessels
that no longer require transient or reserved moorage may receive a refund. If a vessel owner
desires a refund of prepaid moorage, the vessel owner must make a request, in writing, to the
harbormaster. All refunds will be calculated from the date of notice as follows:
1. Daily moorage fees. Refunds for prepaid daily moorage will be limited to the unused
moorage days.
2. Semi-annual moorage fees. If a request for a refund is made, a refund for prepaid semi-
annual moorage will be limited to the original payment made minus the combination of
the monthly and daily rates from the start of the semi-annual period through the date of
notice.
3. Annual moorage fees. If a request for a refund is made, the refund for prepaid annual
moorage will be limited to the original payment made minus the combination of the semi-
annual, monthly and daily rates from the start of the annual period through the date of
notice.
D. Transfer from transient moorage to reserved moorage. Transient vessels that have prepaid
moorage and then, due to the waitlist process, are offered a slip will be charged for moorage
in accordance with the appropriate section of the harbor tariff.
E. Delinquent fees.Yees remaining unpaid after 30 days will be considered delinquent and
subject to late fees as allowed by law and as set forth in the harbor tariff. All delinquent
moorage for vessels will accrue charges based on the daily fee as set by resolution of the City
Council.
F. Interest on delinquent fees and fines. Delinquent fees and fines under this chapter shall accrue
interest according to the harbor tariff, from the date they were due until paid in full.
G. Collection action. The city manager is authorized to commence suit or exercise any other
legal remedy to collect any delinquent fee or charge. In the event such suit is commenced,the
person obligated to pay the fee shall,in addition to any other liability imposed by this chapter,
be liable for the city's actual, reasonable attorney's fees and court costs associated with the
collection.
H. Lien for unpaid fees. In addition to all other remedies available by law, the city shall have a
lien for any fees and interest provided by this chapter and costs of collection, including
attorney's fees,upon any vessel(including all equipment,tackle, and gear)and property giving
rise to such fees. The lien may be enforced by any procedure otherwise provided by law and
by the procedure set forth in this chapter.
7.10.620 -Penalties.
Penalties for violation of this title shall be as
provided in 1.05.010.
Article 7. -Impoundment and Disposition of Vessels and Abandoned Property
7.10.710 -Lost and abandoned property.
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Personal property found in the harbor,whether on land,adrift, or sunken,which is not in the lawful
possession or control of some person shall be immediately delivered to the harbormaster,in whose
custody the property shall remain until claimed by the proper owner or disposed of as abandoned
property.
7.10.715 -Property which may be impounded.
The harbormaster is authorized to impound abandoned property at any time, and is authorized to
impound a vessel under any of the following circumstances:
1. The vessel is within the harbor and is derelict or a nuisance as defined in this title;
2. The fees for which the City has a lien on the vessel are delinquent for a period of three
months, or it appears to the harbormaster that the removal of the vessel from the harbor
without payment of the delinquent amount is imminent;
3. The vessel is located in the harbor and is in violation of any section of this title or any
regulation of the harbor or any provision of the harbor tariff, or
4. The owner is not aboard the vessel and the vessel is not properly identified by a name
and/or number.
7.10.720 -Notice to owner.
A. Right to notice before impoundment. Except as provided in subsection B. of this section, the
City shall give at least 20 days' written notice of its intent to impound abandoned property or
a vessel.
B. No right to notice before impoundment. The City need not give written notice before
impoundment, but shall give written notice of impoundment within 24 hours after an
impoundment where the harbormaster determines that:
1. The abandoned property's or vessel's presence in the harbor presents an immediate danger
to public health or safety; or
2. The removal of the abandoned property or vessel to be impounded from the harbor
without payment of delinquent fees or other charges is imminent.
C. Contents. An impound notice shall be prepared by the harbormaster and shall contain:
1. The name and/or official number or state registration number of the vessel, where
applicable;
2. The location of the abandoned property or vessel;
3. The name and address, if known, of the owner;
4. A statement that the City intends to impound, or has impounded,the abandoned property
or vessel;
5. The reason for the anticipated or actual impoundment;
6. The intended disposition of the abandoned property or vessel if no action is taken within
20 days from the date of the notice;
7. The owner's right to a hearing and the manner in which to request such a hearing;
8. The name, address, and telephone number of a person at the City to contact;
9. The procedure for obtaining release of the abandoned property or vessel from
impoundment or threat of impoundment;
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10. A statement that the abandoned property or vessel is subject to storage charges once
impounded; and
11. If impoundment has already occurred, a statement of the owner's right to obtain
immediate release of the impounded property or vessel by posting a bond pending a
hearing to determine whether probable cause of impoundment existed, said bond not to
exceed the total of all delinquent charges and fees owed the City, including the cost for
impoundment and storage.
D. Distribution. The impound notice shall be:
1. Mailed by certified mail, return receipt requested, to the last known owner of the
abandoned property or vessel at the owner's last known address, to any person who is
known by the harbormaster to have a qualified interest in the abandoned property or
vessel, to all known lienholders, and to any other person designated in the moorage
agreement to receive notices regarding a vessel; provided, however, that notice need not
be sent to any person whose interest in a vessel is not recorded with a State department
or a Federal agency and whose name and address does not appear on the moorage
agreement for that vessel. If the harbormaster cannot determine the address of the owner
of abandoned property or a vessel, notice shall be published at least once in a newspaper
of general circulation in the City and, in the case of a vessel, shall be mailed to the U.S.
Coast Guard documentation officer of the port of documentation, if such port can be
reasonably ascertained.
2. Posted on the abandoned property or vessel, in the harbormaster's office, at City Hall,
and in a United States Post Office in the City.
7.10.730 -Impoundment.
The harbormaster may impound the abandoned property or vessel by immobilizing it, removing
it, or having it removed, and placing it in public or commercial storage with all expenses of haul-
out and storage and an impound fee to be borne by the owner of such abandoned property or vessel.
A. The holder of a qualifying interest in such abandoned property or vessel may appeal an
impoundment decision pursuant to section 7.10.900.
B. If the city managger determines there is probable cause to
impound the abandoned property or vessel and a bond has been posted by the owner, the bond
shall be forfeited to the City and no further action to impound the abandoned property or the vessel
shall be taken.
C. If the city managger determines there is probable cause to
impound the abandoned property or vessel and impoundment has not already occurred, the
harbormaster may proceed immediately with impoundment of the abandoned property or vessel.
D. The city manager's decision shall in no wa not affect any criminal
proceedings in connection with the impoundment in question. ,
7.10.740 -Release from impound.
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A. Upon the city mana,-er's decision reversing an impoundment, the
abandoned property or vessel shall be released from impoundment without cost to the owner
and any bond posted by the owner released to the owner.
B. In the absence of the city manager's decision reversing an impoundment,
the owner,the representative of an owner,or any person in lawful possession of the abandoned
property or vessel may apply to the harbormaster to release the abandoned property or vessel
from impoundment at any time before its disposition under this chapter. An application for
release from impoundment shall include the following:
1. Proof satisfactory to the harbormaster that the applicant is the owner of the abandoned
property or vessel, or, if the applicant is not the owner, proof satisfactory to the
harbormaster of the applicant's authority to represent the owner;
2. Either:
a. Payment of all delinquent moorage or other charges for the abandoned property or
vessel, including interest and penalties, if any, all costs of towing, appraising,
impounding, and storing the abandoned property or vessel, and all costs incurred for
any pending sale of the abandoned property or vessel; or
b. The posting of a bond or other security pending resolution of an appeal to the
superior court,said bond not to exceed the appraised value of the abandoned property
or vessel, if known;
3. Proof of arrangements satisfactory to the harbormaster for either the removal of the
abandoned property or vessel from the harbor,or the placement of the abandoned property
or vessel in a location in the harbor approved by the harbormaster.
C. The harbormaster need not release the abandoned property or vessel from impoundment
under this section when:
1. The harbormaster determines that possession of the abandoned property or vessel would
be unlawful or would present an immediate hazard to public health or safety; or
2. The harbormaster has actual knowledge that ownership or possession of the abandoned
property or vessel is in dispute.
7.10.745 -Disposition of impounded abandoned property or vessel.
A. The city shall not dispose of impounded abandoned property or an impounded vessel until
thir 301 days after the date of impoundment under this chapter.
B. Public auction is not required when the appraised value of the abandoned property or vessel,
as determined by an independent appraiser, is less than $500.00. The appraiser must have at
least one year of experience in the sale, purchase, or appraisal of abandoned property or
vessels. Upon that determination and after public advertisement has been made once in a
newspaper of general circulation,the harbormaster may sell the abandoned property or vessel
by negotiation, dispose of it as junk, donate the abandoned property or vessel to a
governmental agency, or destroy it.
7.10.750 - Public auction.
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A. Notice of sale. Prior to the sale of any impounded property or vessel, the harbormaster shall
prepare a written notice of sale of the property or vessel. The notice shall contain:
1. The name and/or official number or state registration number of the abandoned property
or vessel, the location of the abandoned property or vessel, and a detailed description of
the abandoned property or vessel;
2. The date, time, and place of the sale;
3. The fees, interest, and costs that are due against the abandoned property or vessel and
any bidding terms;
4. A statement indicating to whom payment must be made in order for the owner to redeem
the abandoned property or vessel prior to sale; and
5. A statement indicating that the city may purchase the abandoned property or vessel at the
sale for an offset bid in the amount of fees and charges due the City for the abandoned
property or vessel.
B. Distribution. At least LLentL201 days before the sale, the notice of sale shall be:
1. Mailed by certified mail, return receipt requested, to the last known owner of the
abandoned property or vessel at the owner's last known address;
2. Posted on the abandoned property or vessel, in the harbormaster's office, at City Hall,
and in a United States Post Office in the City; and
3. Published at least once in a newspaper of general circulation in the City for a total of
seven consecutive days.
7.10.755 - Sale.
A. Public auction. Any time after the distribution of the notice of sale, the abandoned property
or vessel may be disposed of by public auction, through oral tenders, or by sealed bids.
B. Bids. The minimum acceptable bid shall be a sum equal to the fees against the abandoned
property or vessel, including interest and costs to be paid in cash at the time of sale or within
five days thereafter. The proceeds of such sale shall be first applied to the cost of sale,
including advertising, then to interest owed the City, then to fees accrued and owed to the
City, and the balance, if any, shall be held in trust by the City for the owner of the abandoned
property or vessel to claim. If such balance is not claimed within two years, the balance shall
be forfeited to the city and paid into the harbor enterprise fund.
C. No acceptable bids. If at the public sale there are no acceptable bids for the abandoned
property or vessel, the City may destroy, sell at a private sale, or otherwise dispose of the
abandoned property or vessel. The disposition to be made without liability to the owner, any
person in possession of the abandoned property or vessel, or any lienholder of the abandoned
property or vessel.
7.10.760 -Effect of sale.
Upon sale being made,the City shall make and deliver its bill of sale,without warranty, conveying
all of the City's interest in the abandoned property or vessel to the buyer.
Article 8. -Licenses and Permits
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7.10.810 -Licenses and permits prerequisite to conduct of business.
No business activity shall be conducted within the harbor or SMIC unless the licensee,permittee,
concessionaire, assignee, lessee or sublessee shall have first obtained the necessary harbor permits
or agreements and a business license,if needed,from the City;provided,however,that commercial
fishing vessels do not require a business license to carry on the normal activities relating to their
operation.
7.10.812 -Business license required.
Subject to section 8.30.020, a business license is required if engaging in a business within the City.
Applications for a business license are handled through the city clerk's office and are governed by
chapter 8.30, Business license.
7.10.815 - Terminal use permits or license agreements—Required.
A. In this section, terminal use permits may be referred to as "permits" and license agreements
may be referred to as "agreements."
B. A signed terminal use permit or license agreement along with proof of insurance and cargo
manifests are required from the harbormaster's Office for any operation that engages in
commerce that uses City docks, approaches or facilities for loading or unloading of cargo,
petroleum providers, usage of dock approaches, or landing areas across City of Seward
property. Terminal use permits are required for activities in which wharfage rates apply or
when merchandise is passed over the city docks per Section 285 of the Port and Harbor Tariff
Regulations.
C. It shall be unlawful for any person to conduct or carry on any business upon any portion of
the city beach or docks, landing stage, or approach thereto in use in connection with the City
docks, or to use, occupy or hold possession of any part of the City docks, landing stage or
approach thereto, for any business purpose whatever, except for taking on or landing
passengers,unless such person has a valid terminal use permit or license agreement signed by
the harbormaster.
D. It shall be unlawful for any person to solicit, ask for or request patronage or trade, or display
ware or advertise in any way, on the City beaches, docks, landing stage or approach thereto
in use in connection therewith, for any business, or to sell tickets of any kind therewith, or to
sell any article of merchandise upon any portion of City beaches, docks, float, landing stage
or approach thereto, unless such person has a valid terminal use permit or license agreement
signed by the harbormaster.
E. A moorage contract is a separate requirement and does not require a terminal use permit.
Seafood processing businesses shall obtain a permit or agreement for utilizing City beaches,
docks and floats. Terminal use permits are not required for vessels loading gear such as:
strongbacks, lines, hatch covers, walking boards, nets, groceries or vessel safety equipment,
or for vessels refueling for standard operations.
7.10.820 -Agreements or permits—Employees and agents of principals.
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Where an agreement or permit is desired for a person to carry on business as an employee or agent
for any person, the application for such permit or agreement shall be approved by the principal of
such person, and such permit may be revoked at any time without notice to the holder thereof upon
the request of such principal to do so.
7.10.825 -Agreements or permits—Application.
The application for an agreement or permit shall be in writing and shall set forth the following
information:
1. The name and address of the applicant and, if the applicant shall be a firm, the names
and addresses of the members of such firm, and, if the applicant shall be a corporation,
the names and addresses of the officers of the corporation;
2. The names of the vessels, the description of the business to be carried on by means of
such vessels, a reference to the business licenses, if any, held by such applicant, and any
other particulars which such applicant may wish to set forth as a reason for granting such
permit;
3. A description of the space on the City facilities of the floats or landing stages the
applicant desires to use in carrying on such business; and
4. A statement to be signed by the applicant that if such permit shall be granted, he will
conduct his business thereunder in accordance with the laws of the City in relation thereto,
the terms of such permit and all rules and regulations in relation to the City facilities, and
that the permit may be revoked at any time by the City for the violation of the terms of
such permit, and that the decision of the harbormaster as to the revocation of any such
permit shall be final and conclusive,unless timely appealed in writing pursuant to section
7.10.900.
7.10.830 -Agreements or permits—Duration.
The harbormaster shall have the power and authority to grant a permit or agreement to any person
to use or occupy certain portions of the City facilities, and any float, landing stage or approach
thereto, for a term not exceeding one year, and subject to revocation at any time by the
harbormaster for violation of any of the terms of such permit, or of the laws of the City, or of the
rules and regulations adopted by the City Council for the use of the City facilities. The
harbormaster may deny a request for an agreement or permit based on past business practices of
an applicant, level of existing use at City docks, or upon other facts supporting a finding that an
agreement or permit is not in the best interest of the city.
7.10.835 -Agreements or permits—Terms and conditions.
All business agreements or permits shall be on forms provided by the City, and shall include such
terms and conditions, in addition to those set forth in this chapter, as the harbormaster may
determine from time-to-time to be necessary or advisable to preserve the public peace and quiet
on the City facilities or to protect the public welfare, and all such terms and conditions included in
any such permit shall be binding on the holder of such permit to the same extent as though
expressly set forth in this chapter.
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7.10.840 -Agreements or permits—Suspension and revocation and appeals.
A. Suspension. The harbormaster may, at any time, as a penalty for the violation of the
provisions of any permit or agreement, suspend an agreement or permit for a period to be
fixed in such order of suspension.
B. Revocation. All permits or agreements issued shall be granted and accepted by all persons
receiving such permits or agreements with the express understanding that the harbormaster
may revoke the same at any time if satisfied that any of the conditions of the permit or
agreement or provisions of this chapter have been violated, or that such permit or agreement
was obtained by fraudulent representation, or that the holder of any such permit or agreement
is an unfit person to be entrusted with the privileges granted by such permit or agreement;
provided, that no permit or agreement shall be revoked without first giving the holder an
opportunity to appear before the City Manager on the holder's own behalf, except as to an
employee or agent of some other person holding a permit or agreement who requests such
revocation.
C. Appeals. In the event of a dispute between the parties under this permit, the harbormaster
shall issue a written decision and serve a copy thereof upon the permittee. The permittee may
request an administrative hearing following the procedures outlined in section 7.10.900.
7.10.845 -Right of City to inspect leased premises.
The City reserves the right to inspect any of the rented or leased premises at any time. Failure to
inspect shall not be deemed to create any responsibility upon the City.
7.10.850 -Applicants to release City from liability.
The City assumes, and shall be under, no liability for anything done or omitted to be done under
or in relation to any of the provisions of this chapter, and applicants for permits shall release the
City accordingly. All applicants shall provide the City with proof of current liability insurance
during the term of the agreement or permit. (See also sections 7.10.215 and 7.10.345.)
Article 9. -Appeal
7.10.900 -Appeal.
a) Demand for hearing. Any person holding a qualifying interest in a vessel who is denied
moorage or use of harbor facilities or whose vessel is subject to impoundment by the
harbormaster has the right to appeal the harbormaster's determination to the City Manager.
Any such person desiring a hearing shall file a written demand with the City Clerk within
seven days after notification of the harbormaster's decision. The request for appeal must
include a detailed explanation describing the reasons and basis for appeal. Failure of the
appellant to request or attend a scheduled hearing shall be deemed a waiver of the right to
such a hearing and the harbormaster's decision shall be final. The decision of the harbormaster
will remain in effect during the appeal period.
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b) Hearingprocedure. The hearing shall be conducted within seven days of receipt of a timely
written demand from the appellant, unless such person waives the right to a speedy hearing.
The City Manager shall determine whether the facts are such as would lead a reasonable
person exercising ordinary prudence to believe there are credible, specific and sufficient
grounds supporting the harbormaster's decision. The City Manager shall conduct the hearing
in an informal manner and shall not be bound by technical rules of evidence. The appellant
has the burden of establishing by a preponderance of the evidence that the findings of fact are
incorrect or that the harbormaster's decision is arbitrary and capricious.
c) Decision. Within five days after the conclusion of the hearing, the City Manager shall issue
a written decision. A copy of the decision shall be provided to the appellant. The decision of
the City Manager is final.
Chapter 7.15. - Campgrounds,Parks and Open Spaces
7.15.010 - Camping,municipal.
a) No camping, other than as specified in section 15.10.226, shall be allowed within the City
limits except in areas designated as municipal campgrounds by resolution of the City Council
or in private camper parks operating under a permit. "Municipal campgrounds" means
campgrounds owned or operated by the City and designated as public campgrounds by
resolution of the City Council. Fees for camping in municipal campgrounds shall be set by
resolution of the City Council. Camping on private land is subject to Chapter 8.15 and Chapter
15.10.
b) Persons camping must be housed in a camping unit as defined in [section] 8.15.110.
c) Disabled and/or senior citizens age 62 and over may camp for extended periods of time
provided that they first obtain a special permit and monthly pass from the City Parks and
Recreation Department. Tents or structures of plastic sheeting, canvas or similar materials are
not eligible for monthly passes or special permits.
d) Camping in municipal campgrounds shall be allowed between April 15 and September 30
each year, provided, however, that the City Manager may modify the opening of municipal
campgrounds until such time as staffing and weather conditions permit such use. In no event
shall camping by one party be allowed for more than 14 consecutive days in one municipal
campground except as noted in (c). Except for those areas opened for camping by resolution
of the Council or stated in subsection (e)below, all municipal campgrounds shall be closed to
camping beginning October 1 through April 14, annually.
e) Winter camping shall be permitted at a designated municipal campground. In no event shall
camping by one party be allowed for more than 14 consecutive days in one camping space.
f) Persons camping in violation of this section are subject to citation, eviction and/or
impoundment by authorized personnel. Persons camping who violate posted camping
regulations may have their camping permits revoked and may be evicted by authorized
personnel. Citations or complaints by authorized personnel shall include a complete
description of the violation and any contact between the violator and parks staff.
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7.15.015 -Recreational trails—Commercial activity prohibited.
Any public use trail located in a public park property or public right-of-way, constructed solely for
the recreational pursuits and enjoyment of citizens and designed for bicycling,hiking and/or cross-
country skiing, shall be restricted from all uses involving commercial, retail activities and use by
vehicles for hire, including, but not limited to, motorized vehicles, bicycles, pedicabs, rickshaws
and animal-drawn carriages.
7.15.020 -Municipal campgrounds, registration and permits.
Municipal campgrounds are designated as fee areas. Unless otherwise posted, persons camping
shall self-register and pay the established fees as posted before occupying a campsite. A valid
camping permit must be visibly displayed and attached to all camping units at all times. Failure to
self-register and pay the established fee shall result in a fine of $50.00. If fine is paid within ten
days, the fine shall be reduced to $25.00. For the purposes of this chapter, camping is defined as
occupying a camping unit. A camping unit is defined in 8.15.110.
7.15.025 -Parks development and improvements.
All developments and improvements to City-owned park facilities shall require the prior approval
of the City Parks and Recreation Director.
Chapter 7.20. - Cemeteries and Burials
7.20.010 - Purpose and intent.
It is the intent of this Code to establish a community cemetery with adequate administrative and
maintenance provisions to provide for proper burial; ensure the continuity of its operation;provide
for accountable record keeping; provide for protection of public property; and provide for the
safety, health and welfare of the public.
7.20.015 -Definitions.
For the purposes of this chapter, the following terms, phrases, words and their derivations will
have the meaning given herein. Words used in the present tense include the future, words in the
plural number include the singular number,words in the singular number include the plural number
and words in the masculine gender include the feminine. The word"will" is always mandatory and
not merely directory.
Burial interment)-means the permanent disposition of the remains or cremains of a deceased
person by crypt or vault entombment,inurnment of cremains in a niche or container,or earth burial.
Disinterment (exhumationLmeans the legal removal of a deceased person's remains from a
grave.
Burial lot means a single platted parcel of land within a cemetery designed for interment of
human remains. Includes grave,plot, site or space.
Burial preparation means the excavation,backfill and removal of excess material from a burial
lot and replacement of the turf.
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CITY OF SEWARD,ALASKA
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Burial permit means a valid City permit allowing the burial of a deceased person in any
cemetery. A valid State of Alaska burial permit is required to obtain a City permit.
Cremains means the cremated remains of a deceased person.
Cemetery means a burial park for earth and crypt interments.
CibLmeans the city of Seward.
Grave reservation permit means a revocable use permit to reserve a burial lot(s) in the
cemetery.
Memorial means any marker,monument,tablet, headstone or structure upon or in a burial lot,
niche or crypt placed thereupon for the identification or memory of the interred.
Perpetual care means attending to the normal and reasonable maintenance of burial lots, the
grounds,walks, roadways,boundaries and structures in order that the grounds shall remain and be
reasonably cared for as cemetery grounds forever. By way of illustration it includes cutting of
grass at reasonable intervals; removal of rubbish; general care and pruning of trees and shrubs that
may be along the walks,roadways and boundaries. It does not include unique or special provisions
for the care or cultivation of any special flowers, shrubs,trees or other plants on any lots and grave
spaces; nor the repairing, removal, replacement, reconstruction or maintenance of monuments or
memorials; nor the construction or reconstruction of any marble, granite,bronze or concrete work
on any lot where same is damaged from any cause whatsoever. Remains means any part or parts
of the body of a deceased person. Reservation means reserving a burial lot(s) in advance of
interment, and does not imply any fee simple transfer of ownership. (See "grave reservation
permit.")
7.20.020 - Generally applicable to private and public cemeteries.
a) Permits required.
1) There shall be no burials or exhumations within any cemetery within the city or under
city ownership without an appropriate city burial/exhumation permit issued in accordance
with the provisions of this chapter.
2) City permitting will be in addition to any provisions or authorization, if required, in
cemeteries owned and/or operated by private organizations.
b) Burial.
1) It shall be unlawful to bury any human remains within the corporate limits of the city
except in a platted and duly authorized cemetery.
2) The remains of any person may not be exhumed without submission of a valid state of
Alaska permit and any applicable fees.
c) Markers.
1) A permanent marker identifying the person interred must be placed on a grave within
one year of interment.
2) Minimum and maximum marker size and type must be in accordance with rules and
regulations adopted by the City Council.
d) Records.
1) The city will permanently maintain records of all burial and exhumation activity in all
private and public cemeteries within the city or under city ownership.
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ORDINANCE 2023-008
2) The city will permanently maintain official maps of all cemeteries within the city or
under city ownership depicting burial or exhumation locations. The city will not be
responsible for the accuracy of burial records prior to the enactment date of this chapter.
7.20.025 - City cemetery created.
a) All that portion and parcel of lands described as the Woodlawn Cemetery Plat, dated October
17, 1916, and Lot 1, Fort Raymond Subdivision Plat No. 87-12, dated July 2, 1987,both filed
in the Seward Recording District and owned by the City of Seward, are hereby set aside and
dedicated for cemetery purposes as a burial place for the dead and, subject to the provisions
of this chapter, are open to all persons regardless of race, creed, color, religion or national
origin.
b) The Woodlawn Cemetery is considered to be historic and not open to new burials.
c) The city manager will cause the city cemetery to be surveyed, laid out and platted into burial
lots, duly numbered, and a map thereof made and filed with the city clerk.
7.20.030 -Rules and regulations—Promulgation and authority.
a) All land within the city cemetery and within any extension of the cemetery at any time
hereafter made will be subject to and regulated and controlled by the provisions of this chapter
and any rules adopted by the city. The police power of the city is extended over all of the
cemetery.
b) The city manager may promulgate rules and regulations, subject to approval of the City
Council, governing the use, maintenance and operation of city owned cemeteries, including
but not limited to the:
1) Replat, change of boundaries or grading of any part thereof,
2) Reservation, use and disinterment of any burial site;
3) Type and size of burial markings, decorations and memorials;
4) Issuance of permits for the reservation, use and disinterment of burial sites;
5) Establishment of fees for service and permits issued in connection with the cemetery;
6) Interment locations, space, capacity;
7) General access including pedestrian and vehicle traffic; and
8) Maintenance, landscaping, care, construction, repairs and grave preparation.
c) Said rules and regulations will be on file with the city clerk and available for perusal by any
interested person upon request during regular city business hours.
d) Within the guidelines established by said rules and regulations, the city manager will have
the final administrative responsibility for management of city owned cemeteries.
7.20.035 - Operation of cemetery.
The city reserves the right at any time to enlarge, reduce, replat or change the boundaries of city
cemeteries or any part thereof, to modify, change location, move or regrade roads, drives, walks
or any part thereof, to lay, maintain, operate, alter or change pipelines, gutters, sprinkler systems
or drainage; and to relocate grave sites or allow disinterment upon proper legal authority. The city
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CITY OF SEWARD,ALASKA
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reserves for itself the perpetual right of ingress and egress over all plots for the purpose of
maintenance, operations or any emergency work necessary to the operation of the cemetery.
7.20.040 -Burial site reservations.
a) Upon establishment of rules and procedures by city council resolution, burial sites may be
reserved on a first come, first served basis by any person for himself or immediate family
members to a maximum of ten burial sites. In order to encourage family grave lot use and to
discourage institutional speculation, funeral homes and other similar corporate or business
entities are excluded from acquiring burial sites except for a specific immediate burial.
b) The city manager will maintain burial reservation records to include at a minimum the name
and address of the permittee and the date of reservation. The city manager will not authorize
the use of reserved burial sites by anyone other than the purchaser or his properly designated
representative.
c) Burial reservation rights to any unused plot may be relinquished to the city but may not be
sold to a third party.
d) Reservation fees for a space vacated due to exhumation will not be refunded, and the burial
site will return to the pool of unreserved sites.
7.20.045 - Cemetery funding.
In order to provide for the management, operation and improvement of the cemetery, it will be the
duty of the city to account for all receipts and expenditures arising from burial site reservations,
operation fees, donations and other sources to be exclusively used, under the direction of the city
council, in payment for operations and improvements to the cemetery.
7.20.050 - Grave preparation.
All grave openings, closings, site preparation, interments, exhumations, marker placement and
removals will be in accordance with rules and regulations adopted by the city council.
7.20.055 - Standards for grave markers.
No memorial marker will be accepted which does not conform to standards for memorials as
specified in rules and regulations adopted by the city council.
7.20.060 - Care of cemetery.
a) The city will maintain or cause to be maintained the general cemetery appearance including
any driveways, gates or fencing and may close access to such facilities for the protection of
public property or to provide for the safety, health and welfare of the public.
b) The city will take reasonable precautions to protect all grave markers within the city
cemetery from loss or damage, but expressly disclaims any responsibility for loss or damage
from causes beyond such reasonable precautions. The city will not be responsible for damages
incurred directly or collaterally and caused by or resulting from thieves, vandals, malicious
mischief or accidents.
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CITY OF SEWARD,ALASKA
ORDINANCE 2023-008
7.20.065 -Enforcement.
The city manager or his designated representative will enforce all cemetery regulations.
7.20.070 -Prohibited acts.
a) Deposit of materials. No person will deposit any rubbish, filth, waste or other unclean or
unsightly substance in the cemetery.
b) Vehicle operation limitations. Except as authorized by the city manager or his designee for
the operation of the cemetery, it is unlawful for any person to operate or drive any vehicle,
motorized or non-motorized, in the cemetery except on the established roadways and in
accordance with the city code. Vehicles may not exceed a speed of 10 MPH. No vehicle may
enter the cemetery except for the purpose of attending funerals,visiting graves or other lawful
mission.
c) Nuisance conditions designated—Abatement. Any tree, shrub, plant, fencing or other
structure, enclosure, decoration, headstone, tomb, marker or monument located on any
individual grave space which becomes dangerous or detrimental to the operations of the
cemetery or interferes with or encroaches upon adjacent grave spaces will be removed.
d) Planting of trees, etc., prohibited without approval of cityNo person may plant or set any
tree, shrub, flower, grass or other plant of any kind in the cemetery without city approval.
e) Provert-v damagt it will be unlawful for- any per-son, not properly authorized, to-
ornaments, walks, sidewalks, fenees, gateposts, monuments, markers or other things
used ift or- belonging to the eemetef-
e) Animals. It is unlawful to ride or drive any animal upon, over or across the lands or lots of
any cemetery except on established vehicle ways; or to hitch or tie any animal to any trees,
shrubs,plants or other ornament within any cemetery, or permit any animal to be pastured in
the cemetery. It is unlawful to bury any animal remains in the cemetery.
gD Noise.It is unlawful for any person,except a city employee or contractor in the performance
of his duty in caring for the cemetery,to willfully make any unnecessary noise or disturbance
within the cemetery.
7.20.075 -Violations—Penalties.
Any person, firm or corporation who violates any provision of this chapter will,
be subject to a fine as provided in Section
1.05.010. Each day such violation is committed or permitted to continue will constitute a separate
offense and will be punishable as such hereunder.
CHAPTER 7.25 -MATERIAL SALES
7.25.001 -Definitions.
In this chapter:
1) "Competitive sale" means a sale which is open to competitive sealed bid or proposal;
means the eify manager or his designate-,
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CITY OF SEWARD,ALASKA
ORDINANCE 2023-008
L2) "Fair market value" means the highest price described in terms of money, which
material would bring if offered for sale for a reasonable time in the open market by a
seller willing,but not forced, to sell to a buyer willing,but not forced, to buy,both being
fully informed of the purposes for which the material is best adapted or could be used.
43) "Material" includes, but is not limited to, the common varieties of rock, sand, gravel,
stone,pumice,pumicite, cinders, clay, topsoil,peat, and sod;
54) "Operator" means a person who has entered into a contract with the city under this
chapter to operate and manage, and to purchase material from, a natural material site
owned by the city.
7.25.003 -Interpretation.
a) Consistent interpretation and effect of invalidity. This title shall be construed to the greatest
extent reasonable, in such a manner as to be consistent with applicable federal and state laws
and regulations and any conveyances or agreements from or with the state pertaining to city
owned land and materials.If any section of this title is declared invalid,the remaining sections
shall not be affected.
b) Application in an emergency. The provisions of this title shall not be construed to limit an
operator or the city from taking action necessary to protect life, limb or property in the case
of an emergency.
7.25.005 -Management.
a) The r city manager shall oversee operations and management of the city's material
sources and all material sales. A management contract, if a person other than the direetor citv
manazer is to manage and operate the material site, shall be sought in accordance with the
competitive sale procedures followed in the awarding of purchases, Title 6.
b) A manager,if selected by the city, and the manager's employees, subcontractors, and assigns
shall comply with all applicable federal, state, and local laws and regulations. Compliance
with the provisions of this chapter and other applicable sections of the Code of Ordinances
shall be a material condition of a management contract. Failure to comply with the provisions
of the code is cause for suspension or cancellation of the contract.
c) The city may authorize sales of materials to operators upon request, and in accordance with
this chapter. If a management contract is in effect for a site, all requests to purchase materials
from the site shall be through the manager of the site.
7.25.010 -Passage of title.
All right, title, and interest in or to the material remains with the city until the material has been
loaded, determined as to volume or weight,removed from the site, and paid for in compliance with
the contract provisions and applicable laws and regulations. Material which is not removed from
the sale area and paid for by the operator within the period specified by a contract remains the
property of the city.
7.25.020 -Price,volume and weight determinations.
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CITY OF SEWARD,ALASKA
ORDINANCE 2023-008
Material prices and volumes or weights shall be determined in the manner required by a
management contract or if no management contract is in effect for the site, then the fair market
sales price established by the director. The r city manager may consider market costs,
prices, values, and other information obtained from prudent operators, state and federal agencies,
industry associations,price or market reporting services, or other sources and methods determined
by the director to be in the best interests of the city.
7.25.025 - Contract provisions.
A materials contract must include, but is not limited to:
1) A description of the sale area, the maximum volume, board feet or weight of material
to be removed from the sale area, the method of payment by the operator;
2) The operator's site-specific operating requirements including, but are not limited to,
compliance with all applicable local, state and federal laws and regulations,requirements
relating to boundary markers and survey monument protection; erosion control and
protection of water; fire prevention and control; roads; sale area supervision; protection
of fish, wildlife and recreational values; sale area access; safety; limitations on blast size
and location and/or extraction methods with respect to the impact on adjacent and nearby
properties, utilities and infrastructure; and reclamation;
3) A requirement that a performance bond be in place at all times for the duration of the
contract covering, at a minimum, estimated rehabilitation costs and management
agreement completion costs if performed by other than the operator; and
4) A requirement that the operator maintain insurance as determined by the city's risk
manager, assumption of all risk and liability under the contract, and indemnification of
the city including adding the city as an additional insured with a waiver of subrogation
on all insurance policies.
7.25.030 -Use of roads and facilities.
The r city manager may use, and may authorize other persons to use, roads and facilities
constructed and maintained by the operator during the contract period if the use does not interfere
with the operations of the operator. The dir-eetor city manager may also limit the maximum load
capacity of all city owned and/or maintained roads and streets to preserve the integrity of the road
surface, cross section, drainage, edges and intersections. Access to the facility at any time using
such roads and facilities by authorized city officials in the conduct of their official duties shall not
be prevented or obstructed.
7.25.035 - Sale of other materials.
The city reserves the right to use or sell from the sale area during the time that a materials contract
is in effect material which is not covered by the contract if the direetor city manager finds that
removal of the material will not interfere with the operations of the operator.
7.25.040 -Rehabilitation.
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CITY OF SEWARD,ALASKA
ORDINANCE 2023-008
An operator shall rehabilitate the sale area. The contract may require the operator to submit a
complete plan, to be approved in advance by the air city manager for the area which must
be rehabilitated.
7.25.045 -Proper location by operator.
The operator is responsible for the accurate location of operations pursuant to a contract entered
into under this chapter. At no time shall the operator extend material extraction operations outside
the boundaries, intentionally or unintentionally, of the material extraction area unless specifically
authorized in writing by the air city manager.
7.25.050 -Inspection and reports.
a) Activities conducted on city land under material sale contracts are subject to inspection by
the city. Books and records of an operator, and/or of a manager's contractors and
subcontractors, relating to operations under the contract are also subject to inspection at any
time by the city.
b) The dir-eetor city manager will require the operator to submit monthly, semiannual, annual,
or other periodic reports, including a final report. The reports must provide an accurate
accounting of the quantity of materials removed.
7.25.055 -No warranty.
The city warrants neither the quantity nor the quality of the material to be removed from an area.
Section 2. This ordinance shall take effect ten (10) days following its enactment.
ENACTED BY THE CITY COUNCIL OF THE CITY OF SEWARD, ALASKA
this IOth day of April, 2023.
THE CITY OF SEWARD,ALASKA
Sue McClure,Mayor
AYES:
NOES:
ABSENT:
ABSTAIN:
118
swir-
Ordinance 2023-009
Documents:
Agenda Statement
Ordinance 2023-009
o Title 15 Floodplain Code Revisions
119
City Council Agenda Statement
a
Meeting Date: March 28, 2023
t!
To: City Council
From: Janette Bower, City Manager
Subject: Ordinance 2023-009: Amending Seward City Code; 15.25 Floodplain
Management,Adopting Recommended Language and Regulations from the
Federal Emergency Management Agency (FEMA)
Background and justification:
On March 29, 2022, the City Council approved the Planning and Zoning Commissions priorities, one
of which was to "make recommended updates to Title 15."
The Floodplain Management section in Seward City Code was last reviewed and updated in 2016.
The City of Seward has identified flood hazard areas that are subject to periodic inundation, which
may result in loss of life and property. FEMA has created this model ordinance to help communities
meet the minimum requirements of the National Flood Insurance Program (NFIP), and to promote
public health and safety, and minimize public and private losses during flooding.
The Planning and Zoning Commission held a joint public work session with the Seward Bear Creek
Flood Service Area Board on 10/17/2022 to discuss the recommended model ordinance from FEMA.
The entire 15.25 Floodplain Management section currently in Seward City Code will be stricken and
replaced with the FEMA model Ordinance. Various revisions have been made due to discussions at
the joint work session and feedback from FEMA, to ensure that the Ordinance reflects the needs of
the community of Seward.
On November 8, 2022, the Planning and Zoning Commission postponed Resolution 2022-027 to
wait for further feedback from FEMA regarding the changes that had been proposed to the Seward
City Code Title 15.25 Floodplain Management.
On January 10, 2023 the Planning and Zoning Commission approved Resolution 2022-027
recommending the City Council amend Seward City Code 15.25 Floodplain Management to adopt
the recommended language and regulations from FEMA.
Comprehensive and Strategic Plan Consistency Information
This legislation is consistent with (citation listed):
Comprehensive Plan: Vol 1, Chapter 2.2.8 — City Government
Continue to review and update the City code."
Vol 1, Chapter 3.8.1.2 — "Protect citizens from natural hazards by using
appropriate land use policies and regulations."
Vol 1, Chapter 3.8.1.4 —"Mitigate flood hazards"
Vol 1, Chapter 3.8.1.5—"Control development on lands subject to risks from
120
seismic activity,floods, steep slopes prone to erosion,avalanches, landslides,
and saturated soils."
Strategic Plan: Mitigate flood hazards." Page 11
Actively participate in the National Flood Insurance Program (NFIP)."Page
11
Other:
Certification of Funds
Total amount of funds listed in this legislation: $ 0
This legislation ():
Creates revenue in the amount of:
Creates expenditure in amount of:
Creates a savings in the amount of:
Has no fiscal impact
Funds are ():
Budgeted Line item(s):
Not budgeted
Not applicable
Fund Balance Information
Affected Fund ():
General SMIC Electric Wastewater
Boat Harbor Parking F1 Wat F1 Healthcare
Motor Pool Other
Note: amounts are unaudited
Fund Balance/Net position — unrestricted/unassigned $
Finance Director Signature: f
Attorney Review
Yes Attorney Signature:
Not applicable Comments:
Administration Recommendation
eAdopt ordinance
Other:
121
Sponsored by: Bower
Introduction: March 28, 2023
Public Hearing: April 10, 2023
Enactment: April 10, 2023
CITY OF SEWARD,ALASKA
ORDINANCE 2023-009
An Ordinance of the Seward City Council, Amending Seward City Code
15.25 Floodplain Management, Adopting Recommended Language and
Regulations from the Federal Emergency Management Agency (FEMA)
WHEREAS, on March 29, 2022,the City Council approved the Planning and Zoning
Commission's priorities one of which included, "Make recommended updates to Title 15";
and
WHEREAS, it is in the best interest of the community to periodically review and
update the City zoning code; and
WHEREAS, FEMA has created this model ordinance to help communities meet the
minimum requirements of the National Flood Insurance Program (NFIP); and
WHEREAS, in Alaska Statutes Title 29, the Alaska State Legislature has delegated
the responsibility to each community to adopt floodplain management regulations designed to
promote the public health, safety and general welfare of its citizenry; and
WHEREAS, the City of Seward has identified flood hazard areas that are subject to
periodic inundation which may result in loss of life and property; and
WHEREAS, it is the purpose of this updated Floodplain code to promote public
health, safety, and general welfare, and to minimize public and private losses due to flooding;
and
WHEREAS, the Planning and Zoning Commission held a joint public work session
with the Seward Bear Creek Flood Service Area Board on 10/17/2022 to discuss the
recommended model ordinance from FEMA; and
WHEREAS, on November 8, 2022, the Planning and Zoning Commission postponed
Resolution 2022-027 to wait for further feedback from FEMA regarding the proposed changes
to the Floodplain Code; and
WHEREAS, on January 10, 2023, the Planning and Zoning Commission passed
Resolution 2022-027 recommending City Council to approve this ordinance;
NOW, THEREFORE, THE CITY OF SEWARD ORDAINS that:
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CITY OF SEWARD,ALASKA
ORDINANCE 2023-009
Section 1. Seward City Code Title 15.25.010 is hereby amended to read as follows (new
language is in bolded italics and underlined, and deleted language is stricken):
15.25.010 Findings and statement.
A. Findings.
1. The flood hazard areas of the City of Seward are subject to periodic inundation which may
results in loss of life and property,health and safety hazards,disruption of commerce
and governmental services, extraordinary public expenditures for flood protection and
relief and impairment of the tax base, all of which adversely affect the public health, safety
and general welfare.
2. These flood losses may be caused by the cumulative effect of obstructions in flood hazard
areas which increase flood heights and velocities and, when inadequately anchored,
cause damaze in other areas. Uses that are inadequately flood proofed, elevated or
otherwise protected from flood damage, also contribute to flood loss.
B. Statement of purpose. It is the purpose of this chapter to promote public health, safety, and
general welfare, and to minimize public and private losses due to flooding flood,.,,adit: ,,,^ in
speeifiEflood hazard areas by provisions designed to:
1. To Protect human life and health;
2. Te Minimize expenditure of public money for costly flood control projects;
3. To Minimize the need for rescue and relief efforts associated with flooding and generally
undertaken at the expense of the general public;
4. To Minimize prolonged business interruptions;
5. Te Minimize damage to public facilities and utilities such as water and gas mains; electric,
telephone and sewer lines; and streets and bridges located in areas of spe :^' flood hazard
areas;
6. To Help maintain a stable tax base by providing for the sound use and development of
afeas of speeial flood hazard areas so as to minimize blight areas caused by flooding;
7. To efistife th No potential buyers yea that property is in an aFea o a Special
Flood Hazard Area; ftftd
8 T^ or^ O- No those who occupy
the ^re^^ of speei ' flood hazard areas that thev
assume responsibility for their actions; and
9. Participate in and maintain elizibility for flood insurance and disaster relief.
C. Objeetives.Methods of reducing flood losses. In order to accomplish its purposes,this chapter
includes methods and provisions€er-to:
1. Restricti*g or prohibiti*g ttses development which efe is dangerous to health, safety, and
property due to water or erosion hazards, or which result in damaging increases in erosion,
flood heights or velocities;
2. Requireirg that rues development vulnerable to floods, including facilities, whieh
ins, be protected against flood damage at the time of initial construction;
3. Controli*g the alteration of natural floodplains, stream channels, and natural protective
barriers, which help accommodate or channel floodwaters;
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CITY OF SEWARD, ALASKA
ORDINANCE 2023-009
4. Control4i}g filling, grading, dredging, and other development which may increase flood
damage; and
5. Prevent4pg or regulatemi the construction of flood barriers which will unnaturally divert
floodwaters, or which may increase flood hazards in other areas.
Section 2. Seward City Code Title 15.25.020 is hereby amended to read as follows (new
language is in bolded italics and underlined, and deleted language is stricken):
15.25.020 -Definitions.
For purposes of this chapter, the following words and phrases shall be defined as follows:
Alluvial fan. A -eomorpholo,-ic feature characterized by a cone or fan-shaped deposit of
boulders, gavel, and fine sediments that have been eroded from mountain slopes, transported
by flood flows, and then deposited on the valley floors, and which is subiect to flash floodin'-,
hi,-h velocity flows, debris flows, erosion, sediment movement and deposition, and channel
mi,-ration.
Appeal. metes A_request for a review of the ^,am in st-Faive of ^i a 's Floodplain Administrator's
interpretation of any provision of this ordinance or a request for a variance.
Appurtenant structure. A structure that is on the same parcel of property as a principal
structure, the use of which is incidental to the use of the principal structure.
Area of shallow flooding. A desi,-hated Zone AO, AH, AR/AO or AR/AH (or VO) on a
community's Flood Insurance Rate Map (FIRM) with a one percent or'-rester annual chance
of floodin,- to an averaze depth of one to three feet where a clearly defined channel does not
exist, where the path of floodin-is unpredictable, and where velocity flow may be evident. Such
floodin-is characterized by pondin,- or sheet flow.
Area of special flood hazard The land in the floodplain within a community subiect to a I
percent or-reater chance of floodin- in any -iven year. It is shown on the Flood Insurance
Rate Map (FIRM) as Zone A,AO,AH,Al-30,AE,A99,AR (V. VO. VI-30, VE). "Special flood
hazard area"is synonymous in meanie,-with the phrase "area of special flood hazard':
Base flood. meatis The flood having a one percent chance of being equaled or exceeded in any
given year.
A ef:V.
Base flood elevation WE). The elevation to which floodwater is anticipated to rise durin'-the
base flood.
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CITY OF SEWARD,ALASKA
ORDINANCE 2023-009
Basement.Any area of the buildinz havinz its floor sub-,-rade-i.e., below ground level-on all
sides.
Breakaway wall. means A_ wall that is not part of the structural support of the building and is
intended through its design and construction to collapse under specific lateral loading forces,
without causing damage to the elevated portion of the building or supporting foundation system.
Buildinz. See "Structure."
Coastal high hazard area. mea*s t4e An area of special flood hazard extendinz from offshore to
the inland limit of a primary frontal dune along an open coast and any other area subject to
high velocity wave action from storms or seismic sources. .:.,,+efs ,a a te wi*d,tidal
a
a
designated o the FIRM .,s Zone 3,11-3,130, VE or—V.
Development. means Any man-made change to improved or unimproved real estate, including but
not limited to buildings or other structures, mining, dredging, filling, grading,paving, excavation
or drilling operations or storage of equipment or materials. loeated within the afea of speeial floa
Elevation certificate.An administrative tool of the National Flood Insurance Pro,-ram (NFIP)
that can be used to provide elevation information, to determine the proper insurance premium
rate, and to support a request for a Letter of Map Amendment (LOMA) or Letter of Map
Revision based on fill(LOMR-F).
Federal Emergency Management Agenc s-The agency responsible for administration of the
National Flood Insurance Program.
Flood or flooding. metes
A. A_general and temporary condition of partial or complete inundation of normally dry land areas
from eitke :
1. The overflow of inland or tidal waters; der
2. The unusual and rapid accumulation or runoff of surface waters from any source or:
3. Mudslides (i.e., mudflows) which are proximately caused by flooding as defined in
paragraph (a)(2) of this definition and are akin to a river of liquid and flowin-mud on
the surfaces of normally dry land areas, as when earth is carried by a current of water
and deposited alonz the path of the current.
B. The collapse or subsidence of land along the shore of a lake or other body of water as a
result oferosion or undermininz caused by waves or currents of water exceedinz anticipated
cyclical levels or suddenly caused by an unusually hi'-h water level in a natural body of
water, accompanied by a severe storm, or by an unanticipated force of nature, such as flash
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CITY OF SEWARD, ALASKA
ORDINANCE 2023-009
flood or an abnormal tidal sure, or by some similarly unusual and unforeseeable event
which results in floodin,- as defined in Para,-raph (a M of this definition.
Flood elevation study. An examination, evaluation and determination of flood hazards and, if
appropriate, correspondin,- water surface elevations, or an examination, evaluation and
determination of mudslide (i.e., mudflow) and/or flood-related erosion hazards.
Flood hazard area means t4e land in t4e fleadplain hm,iag a ane per-eefit or- greater- ehanee of
Flood Insurance Rate Map (FIRM). ffieg*s _The official map of a community, on which FEMA
the Federal Insurance Administrator has delineated both the especial flood hazard areas
and the risk premium zones applicable to the community.A FIRM that has been made available
di,-itally is called a Digital Flood Insurance Rate Map (DFIRM). *he water- trv^^e e evat ^ ^v
Flood Insurance Study (FIS). See "Flood elevation study':
Floodplain or flood-prone area.fffefffFAny land area susceptible to being inundated by water from
any source. See definition of"Flood or flooding."
Floodplain administrator. The community official desi,-hated by title to administer and enforce
the Floodplain mans,-ement re-ulations.
Floodplain manazement. The operation of an overall pro,-ram of corrective and preventive
measures for reducin,- flood damaze, includin- but not limited to emergency preparedness
plans, flood control works, and Floodplain mans,-ement re-ulations.
Floodplain manazement re-ulations. Zonin,- ordinances, subdivision re-ulations, buildin,-
codes, health re-ulations, special purpose ordinances (such as Floodplain ordinance, -radin,-
ordinance and erosion control ordinance) and other application of police power. The term
describes such state or local re-ulations, in any combination thereof, which provide standards
for the purpose of flood dama,-e prevention and reduction.
Flood proofing. Any combination of structural and nonstructural additions, chap'-es, or
adiustments to structures which reduce or eliminate risk of flood damaze to real estate or
improved real property, water and sanitary facilities, structures, and their contents.
Floodway.metes The channel of a river or other watercourse and the adjacent land areas that must
be reserved in order to discharge the base flood without cumulatively increasing the water surface
elevation more than a designated height tistially etie feet, at aoy peiot.. Also referred to as
Regulatory Floodway."
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CITY OF SEWARD,ALASKA
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Freeboard.A factor of safety usually expressed in feet above a flood level for purposes of flood
plain management "Freeboard"tends to compensate for the many unknown factors that could
contribute to flood hei,-hts -reater than the hei,-ht calculated for a selected size flood and
floodway conditions, such as wave action, brid,-e openin'-s, and the hydrolozical effect of
urbanization of the watershed.
Functionally dependent use. A use which cannot perform its intended purpose unless it is
located or carried out in close proximity to water. The term includes only dockinz facilities,port
facilities that are necessary for the loadinz and unloadinz of carzo or passenzers, and ship
buildinz and ship repair facilities, and does not include long-term storaze or related
manufacturinz facilities.
Hi,-hest adiacent grade. The hi,-hest natural elevation of the ground surface prior to
construction next to the proposed walls of a structure.
Historic structure.Any structure that is:
A. Listed individually in the National Rezister of Historic Places (a listinz maintained by the
Department of Interior) or preliminarily determined by the Secretary of the Interior as
meetinz the requirements for individual listinz on the National Rezister;
B. Certified or preliminarily determined by the Secretary of the Interior as contributinz to the
historical siznificance of a rezistered historic district or a district preliminarily determined
by the Secretary to qualify as a rezistered historic district,
C. Individually listed on a state inventory of historic places in states with historic preservation
Programs which have been approved by the Secretary of Interior; or
D. Individually listed on a local inventory of historic places in communities with historic
preservation promrams that have been certified either:
1. By an approved state pro,-ram as determined by the Secretary of the Interior or
2. Directly by the Secretary of the Interior in states without approved promrams.
Levee. A man-made structure, usually an earthen embankment, desi,-ned and constructed in
accordance with sound enzineerinz practices to contain, control or divert the flow of water so
as to provide protection from temporary flooding.
Levee system. A flood protection system which consists of a levee, or levees, and associated
structures, such as closure and drainaze devices, which are constructed and operated in
accordance with sound enzineerinz practices.
Lowest floor. means The lowest floor of the lowest enclosed area (including "Basement"). An
unfinished or flood resistant enclosure, usable solely for parking of vehicles, building access or
storage in an area other than a basement area is not considered a building's lowest floor, provided
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CITY OF SEWARD,ALASKA
ORDINANCE 2023-009
that such enclosure is not built so as to render the structure in violation of the applicable non-
elevation design requirements of this chapter retffi a a4 seetion 1 c 25 050(byl)b
Manufactured home. means A_structure, transportable in one or more sections, which is built on a
permanent chassis and is designed for use with or without a permanent foundation when yea
attached to the required utilities. The term "manufactured home" does not include a
recreational vehicle." *Manufactured homes are not allowed within City limits.Pe"ee*
Mean sea level. For purposes of the National Flood Insurance Prozram, the National Geodetic
Vertical Datum (NGVD) of 1929 or other datum, to which Base Flood Elevations shown on a
community's Flood Insurance Rate Map are referenced.
New construction. For floodplain mana,-ement purposes, "new construction"means structures
for which the "start of construction"commenced on or after the effective date of a floodplain
manazement re-ulation adopted by a community and includes any subsequent improvements
to such structures.
One-hundred-year flood or 100-year flood. See "Base flood"
Reasonably Safe from Floodinz. Development that is desi,-ned and built to be safe from
flooding based on consideration of current flood elevation studies, historical data, hi,-h water
marks and other reliable data known to the community. In unnumbered A zones where flood
elevation information is not available and cannot be obtained by practicable means, reasonably
safe from floodinz means that the lowest floor is at least two feet above the Hi,-hest Adiacent
Grade.
Recreational vehicle.A vehicle which is:
A. Built on a sin,-le chassis;
B. 400 square feet or less when measured at the lamest horizontal proiection;
C. Designed to be self-propelled or permanently towable by a li,-ht-duty truck; and
D. Designed primarily not for use as a permanent dwellinz but as temporary livin,- quarters
for recreational, campinz, travel, or seasonal use.
Re-ulatory floodway. See "Floodway".
Sheet flow area. See "Area of shallow floodin,-".
Special Flood Hazard Area (SFHA). See "Area of special flood hazard".
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ORDINANCE 2023-009
Start of construction. Includes substantial improvement and means the date the building permit
was issued, provided the actual start of construction, repair, reconstruction, rehabilitation,
addition, placement, or other improvement was within 180 days of the rorm:t date from the date
of the permit. The actual start means either the first placement of permanent construction of a
structure on a site, such as the pouring of slab or footings,the installation of piles,the construction
of columns, or any work beyond the stage of excavation.;
home^fi ^ 1,-
3,,a.,*— Permanent construction does not include land preparation,such as clearing,
grading, and filling; nor does it include the installation of streets and/or walkways; nor does it
include excavation for a basement, footings, piers, or foundation or the erection of temporary
forms; nor does it include the installation on the property of accessory buildings, such as garages
or sheds not occupied as dwelling units or not part of the main structure. For a substantial
improvement, the actual start of construction means the first alteration of any wall, ceiling,
floor, or other structural part of a building, whether or not that alteration affects the external
dimensions of the buildinz.
Structure. For floodplain mana,-ement purposes, a walled and roofed building, including
a g-as or liquid storage tank, as well as faet,,Fe h me that is principally above
ground.
Substantial damage. meafts Damage of any origin sustained by a structure whereby the cost of
restoring the structure to its before damaged conditions would equal or exceed 50 percent of the
market value of the structure before the damage occurred.
Substantial improvement. Any,.ori ndelin-
g Fet)ai, reconstruction,rehabilitation, addition,
or other improvement of a structure,the cost of which equals or exceeds 50 percent of the market
value of the structure before the e-end er- r-epaff is stat4 d or, it the p perty has been
start of construction" of the
improvement. This term includes structures which have incurred "substantial damaze,"
rezardless of the actual repair work performed. The term does not, however, include either
1. Any proiect for improvement of a structure to correct existinz violations of state or local
health, sanitary, or safety code specifications which have been identified by the local code
enforcement official and which are the minimum necessary to assure safe livinz conditions;
or
2. Any alteration of a "historic structure,"provided that the alteration will not preclude the
structure's continued desig-nation as a "historic structure."
Variance. A grant of relief from the terms of a flood plain management re-ulation.
Violation. The failure of a structure or other development to be fully compliant with the
community's floodplain manazement re-ulations.A structure or other development without the
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CITY OF SEWARD,ALASKA
ORDINANCE 2023-009
elevation certificate, other certifications, or other evidence of compliance required in this
ordinance is presumed to be in violation until such time as that documentation is provided.
Water surface elevation. The hei,-ht, in relation to the National Geodetic Vertical Datum
NGVD) of 1929, or other datum, of floods of various ma'-nitudes and frequencies in the
floodplains of coastal or riverine areas.
Section 3. Seward City Code Title 15.25.030 is hereby amended to read as follows (new
language is in bolded italics and underlined, and deleted language is stricken):
15.25.030 General provisions.
A. Lands to which this chapter applies. This chapter shall apply to all special flood hazard areas
within the boundaries of the City of Seward.
B. Basis for establishing special flood hazard areas. The aFeas e€ special flood hazard areas
identified by the Federal Insurance Administrato*r in a scientific and engineering report titled
The Flood Insurance Study (FIS)for the Kenai Peninsula Borough, Alaska and Incorporated
Areas (City of Seward)" dated Oeteber-20, 2016 September 27, 2013 and October 20, 2016,
with accompanying Flood Insurance Rate Maps (FIRMs) dated September 27, 2013 and
October 20, 2016, are hereby adopted by reference and declared to be a part of this chapter.
The n^^d ee Sttt4 FIS and Flood IfiStI nee v a4e M^„FIRM panels are available for
viewing at City Hall
On file at the r w,w,,, 4y Development 094co
C. Compliance. All development within special flood hazard areas is subiect to the terms of
this ordinance and other applicable re-ulations. AlamiNg and Diselaimer ofliabilone
eeetfr-eff rare eeeftsieffs. Fleed heights MR-ybe, i;fte----Ased by man made er-*atttr-al ea-tises. This
ehapter- does not imply t4a4 la*d etitside the areas of speeial flood hazards or- ad
W44iff stleh areas will be f+ee f+effl fleediffg er- fleed damages. This ehapter- Shall 'At er-teate
D. Abrogation and greater restrictions. This ordinance is not intended to repeal, abrogate or
impair any existing easements, covenants or deed restrictions. However,where this ordinance
and another ordinance, easement, covenant or deed restriction conflict or overlap, whichever
imposes the more stringent restrictions shall prevail.
E. Interpretation. In the interpretation and application of this chapter, all provisions shall be:
1. Considered as minimum requirements;
2. Liberally construed in favor of the governing body; and
3. Deemed neither to limit nor repeal any other powers granted under state statutes.
F.Penalties for Non-compliance. Violation of the provisions of this chapter by failure to comply
with any of its requirements (includinz violations of conditions and safe,-uards established
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CITY OF SEWARD,ALASKA
ORDINANCE 2023-009
in connection with conditions) shall be subiect to a fine as set by the City Council. Nothing
herein contained shall prevent the City of Seward from takinz such other lawful action as
is necessary to prevent or remedy any violation.
G. Disclaimer of liability. The de,-ree of flood protection required by this chapter is considered
reasonable for re-ulatory purposes and is based on scientific and enzineering
considerations. Lamer floods can and will occur on rare occasions. Flood hei,-hts may be
increased by man-made or natural causes. This chapter does not imply that land outside the
special flood hazards areas or uses permitted within such areas will be free from flooding
or flood damazes. This chapter shall not create liability on the part of the City of Seward,
any officer or employee thereof, for any flood damazes that result from reliance on this
chapter or any administrative decision lawfully made hereunder.
H. Severability. This chapter and the various parts thereof are hereby declared to be severable.
Should any Section of this chapter by declared by the courts to be unconstitutional or
invalid, such decision shall not affect the validity of the chapter as a whole, or any portion
thereof other than the Section so declared to be unconstitutional of invalid.
Section 4. Seward City Code Title 15.25.040 is hereby amended to read as follows (new
language is in bolded italics and underlined, and deleted language is stricken):
15.25.040 Administration.
A. Desi,-nation of the Floodplain Administrator. The City
Manazer or desi,-nee is hereby appointed to administer, implement and enforce this
ordinance by wantinz or denying development permits in accordance with its provisions.
The Floodplain Administrator may delezate authority to implement these provisions.-A
1. Elevation in r-elation to fnean sea level, of the lowest floor- (ineltiding basefHent) of -
sir e4
ic cncn •
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CITY OF SEWARD, ALASKA
ORDINANCE 2023-009
B. Duties and Responsibilities of the Floodplain ,,,amioist+ +iv- ,' Administrator. Duties of
the admi i st-Fat ve affiei ' Floodplain Administrator shall include, but not be limited to:
1. Permit Review. Review all development permits to determine that:
a. The permit requirements hm,e been me+of this chapter have been satisfied;
b. All other required state and federal permits have been obtained; Review=-all
alfe"ifed
c. The site is reasonably safe from flooding; Review all develepmefl.
G. are meet,
d. In areas where a fioodway has not been desi,-nated,require that no new construction,
substantial improvements or other development (includinz fill) shall be permitted
within Zones AI-30 and AE unless it is demonstrated that the cumulative effect of
the proposed development, when combined with all other existinz and anticipated
development, will not increase the water surface elevation of the base flood more
than one foot at any point within the community.
2. Use of other base flood data. When Base Flood Elevation data has not been provided in
accordance with Section 15.25.030(B),the Floodplain Administrator shall obtain,review
and reasonably utilize any Base Flood Elevation data available from a federal, state or
other source, in order to administer Section 15.25.050. Any such information shall be
consistent with the requirements of the Federal Insurance Administrator.
flea arlai development p mitt theor-iginal ri;,aat
I St-F +
3. Obtain and maintain for public inspection. Obtain and maintain the followinz for public
inspection and make available as needed.
a. Certification required by Section 15.25.0500)(3)(a) (lowest floor elevations for all
structures, bottom of the lowest horizontal structural member (if applicable), and
service facilities/mechanical equipment);
b. Certification required by Section 15.25.0500)(3)(b) (lowest floor elevations or
floodproofinz of non-residential structures and service facilities/mechanical
equipment);
c. Certification required by Section 15.25.050(A)(3)(d) (engineered flood openings);
dl Certification required by Section 15.25.050(F)(1) (floodway encroachments);
e. Records of all variance actions, including justification for their issuance,
Improvement and damage calculations.
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CITY OF SEWARD, ALASKA
ORDINANCE 2023-009
Use ef et4ef:base fleed data. Allieli base fleed elevatieli data has liet beeli pf:evided io
4. Notification to other entities.
a. Whenever a watercourse is to be altered or relocated, notify adiacent communities
and the State Coordinatin- Office prior to such alteration or relocation of a
watercourse, and submit evidence of such notification to the Federal Insurance
Administrator throe,-h appropriate notification means, and assure that the flood
carryin,- capacity of the altered or relocated portion of said watercourse is
maintained.
b. Base Flood Elevations may increase or decrease resultin,- from physical changes
affectin- floodin,- conditions. As soon as practicable, but not later than sir months
after the date such information becomes available, the Floodplain Administrator
shall notify the Federal Insurance Administrator of the chap,-es by submittinm
technical or scientific data in accordance with Volume 44 Code of Federal
Re,-ulations Section 65.3. Such a submission is necessary so that upon confirmation
of those physical chap,-es affectin- floodin,- conditions, risk premium rates and
floodplain mans,-ement requirements will be based upon current data.
c. Notify the Federal Insurance Administrator in writin,- of acquisition by means of
annexation, incorporation or otherwise, of additional areas of iurisdiction.
rfffeffl ,68 to be E)bt,;.fe,a li,a ri lit i e,a
f:elation to mean sCYY level) of the lowest floo.- (ifteittdifig basemen ) of all new of:
basement;r
Iefify and f:eeef:d the .,ettt,l elevation (i .-elatio., to mean ., level); .,n
5. Remedial actions. Take actions on violations of this chapter as required in Section
15.25.030(F) herein.
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CITY OF SEWARD,ALASKA
ORDINANCE 2023-009
7. The G4y mey ehar-ge fees fer-permits a*d var4aftees. Fees shall be established
C. Establishment of development permit.
1. Development Permit shall be obtained before construction or development bezins within
any Special Flood Hazard Area established in Section 15.25.030(B).
2. Application for a Development Permit may be made on forms furnished by the
Floodplain Administrator and may include, but not be limited to, plans in duplicate
drawn to scale showin,- the nature, location, dimensions and elevation of the area in
question, existinz or proposed structures, fill, storage of materials, drainaze facilities
and the location of the forezoing. Specifically, the followinz information is required.
a. For A Zones (A,Al-30,AE,AH,AO):
i. Proposed elevation in relation to mean sea level of the lowest floor (including
basement) of all structures. In Zone AO, elevation of existinz highest adjacent
grade and proposed elevation of lowest floor of all structures;
H. Proposed elevation in relation to mean sea level to which any non-residential
structure will be floodproofed;
X. Certification by a rezistered professional enzineer or architect that the
floodproofin,-methods for any non-residential structure meet the floodproofing
criteria in Section 15.25.050(A)(3)(b); and
iv. Description of the extent to which any watercourse will be altered or relocated
as a result of proposed development.
b. For VZones (VE, VI-30 and V):
i. Proposed elevation in relation to mean sea level of the bottom of the lowest
structural member of the lowest floor (excludinz pilin,-s and columns) of all
structures, and whether such structures contain a basement;
H. Base Flood Elevation data for subdivision proposals or other development,
includinz manufactured home parks or subdivisions, '-neater than 50 lots or 5
acres, whichever is the lesser; and
iii. Description of the extent to which any watercourse will be altered or relocated as
a result of proposed development.
D. Issuing a development permit.
L Upon determination that the submitted and recorded information connected with the
permit application meets the terms of this chapter, the administrative official shall issue
a floodplain development permit to the orizinal applicant.
2. If the project involves the construction of a residential structure in a special flood hazard
area, the planninz department floodplain manazement office will issue an initial permit
based on the buildinz plans in the application. A final permit will be issued after the
applicant submits an elevation certificate and floodplain manazement staff determines
that the buildinz is in compliance with all floodplain re-ulations.
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CITY OF SEWARD, ALASKA
ORDINANCE 2023-009
3. The floodplain development permit shall be valid until the expiration date provided that
the start of construction occurs within 180 days of the permit issue date. If construction
does not be,-in within this time period, the permit will expire 180 days from the issue
date. The floodplain administrator shall be notified at least three days prior to start of
construction for possible site inspection and notice-to-proceed
4. The flood plain permit shall be valid for the extent of the proiect for which it was issued.
5. The floodplain development permit is not assi,-nable without permission from the
administrator.
6. The City may charge fees for permits and variances. Fees shall be established by
resolution of the City Council to be paid by the applicant at the time that the floodplain
development permit application is submitted
Section 5. Seward City Code Title 15.25.050 is hereby amended to read as follows (new
language is in bolded italics and underlined, and deleted language is stricken):
15.25.050 Provisions for flood hazard reduction.
A. Getiefal Standards of construction. In all special flood hazard areas, the following standards
are required:
1. Alteration of Watercourses.
a. The flood carryin,- capacity within the altered or relocated portion of said
watercourse must be maintained; andAll iew eetist;uetia~ atid s4staoti4
h I
b. Maintenance must be provided within the altered or relocated portion of said
watercourse to ensure that the flood carryin,- capacity is not diminished; and A44
c. Conditions as stated in 15.25.040(B)(3)(b) and 15.25.040(B)(3)(c) must be met.
2. Anchorin,-. All new construction and substantial improvements shall be anchored to
prevent flotation, collapse or lateral movement of the structure resultin'- from
hydrodynamic and hydrostatic loads, including the effects of buoyancy.
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CITY OF SEWARD,ALASKA
ORDINANCE 2023-009
3. Construction materials and methods.
a. All new construction and substantial improvements shall be constructed with
materials resistant to flood damaze;
b. All new construction and substantial improvements shall be constructed usink
methods and practices that minimize flood damaze; and
c. All new construction and substantial improvement shall be constructed with
electrical, heatin,-, ventilation, plumbin,-and air conditionin,-equipment and other
service facilities shall be desi,-ned and/or located so as to prevent water from entering
or accumulatin,-within the components durin'-conditions of flooding.
d. Within Zones AH or AO, adequate drainaze paths shall be constructed around
structures on slopes to guide floodwaters around and away from proposed
structures.
T4
b. New a*d r-eplaeefnent samtat:y sewage systems shall be designed to fnimmize of
te4er-s; a*d
e. 0* site waste dispesal systems shall be leeated te ai,eid impaiRiie*t te t4em 8+
4. Elevation and floodproofinz
a. Residential construction.
1. For A Zones (A, AE, Al-30, AH, AO). Residential construction, new or
substantial improvement, shall have the lowest floor, includin'- basement,
elevated to or above the Base Flood Elevation.
i. In a Zone AO, the Base Flood Elevation is determined from the FIRM panel
as the depth number specified.If no depth is specified, the required elevation
is at minimum two (2) feet above hi,-hest adiacent-rade.
ii. In a Zone A where the Base Flood Elevation has not been determined, the
Base Flood Elevation is determined locally by the criteria set out in Section
15.25.040(B)(2). A minimum of 2 feet above highest adiacent grade may
result in a lower insurance premium.
iii. In Zones AE, Al-30, and AH, the Base Flood Elevation is determined from
the FIS and/or FIRM.
iv. A -ara,-e attached to a residential structure,constructed with the-ara,-e floor
slab below the Base Flood Elevation, must be desi,-ned to allow for the
automatic entry and exit of flood waters. See Section 15.25.0500)(3)(d).
Upon completion of the structure, certification by a re-istered professional
enzineer or surveyor that the elevation requirements of the lowest floor,
includinz basement, of this section have been satisfied shall be provided to the
Floodplain Administrator for verification.
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CITY OF SEWARD,ALASKA
ORDINANCE 2023-009
2. For V Zones (VE, VI-30 and V). Residential construction, new or substantial
improvement, shall.
i. Be located landward of the reach of mean hi'-h tide;
ii. Have the bottom of the lowest structural member of the lowest floor
excludinz pilin,-s and columns), elevated to or above the Base Flood
Elevation;
iii. Have the pile or column foundation and structure attached thereto be
anchored to resist flotation, collapse and lateral movement due to the effects
of wind and water loads actin- simultaneously on all buildin,- components.
Water loadin,-values used shall be those associated with the base flood. Wind
loadin,- values used shall be those required by applicable State or local
buildin,- standards. Construction of structures with timber piling, posts, or
piers as the sole structural support, is prohibited except for docks, wharves,
and other enzineered stand-alone structures expressly approved by the
buildin,- official in accordance with the International Building Code as
adopted by the city.
iv. Have the space below the lowest floor, usable solely for parkin'-of vehicles,
buildin,-access, or storaze,either free ofobstruction or constructed with non-
supportin- breakaway walls, open wood lattice-work, or insect screening
intended to collapse under wind and water loads without causin'- collapse,
displacement, or other structural damaze to the elevated portion of the
buildin,-or supportin-foundation system. For the purposes of this section, a
breakaway wall shall have a desi,-n safe loading resistance of not less than
10 and no more than 20 pounds per square foot;
v. Prohibit the use of fill for structural support of buildings; and
vi. Prohibit man-made alteration of sand dunes and man,-rove stands.
A rezistered professional enzineer or architect shall develop or review the
structural desi,-n, specifications and plans for the construction, and shall certify
that the desi,-n and methods of construction to be used are in accordance with
accepted standards of practice for meetin,-the provisions of this Section.
Upon completion of construction, certification by a rezistered professional
enzineer or architect that these desi,-n standards have been satisfied, and
certification by a rezistered professional enzineer or surveyor that the elevation
requirements of the bottom of the lowest structural member of the lowest floor,
excludinz pilin,-s and columns, of this section have been satisfied shall be
provided to the Floodplain Administrator for verification.
b. Non-residential construction. For A Zones (A,AE,Al-30,AH,AO):Non-residential
construction, new or substantial improvement, shall have the lowest floor either
elevated to conform with Section 15.25.0500)(3)(a) subsections (i). (ii) or (iii) as
appropriate, or, tomether with attendant utility and sanitary facilities,
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CITY OF SEWARD,ALASKA
ORDINANCE 2023-009
i. Be floodproofed below the elevation recommended under Section
15.25.0500)(3)(a) subsections (i), (ii) or(iii) as appropriate so that the structure
is waterti,-ht with walls substantially impermeable to the passage of water; and
ii. Have structural components capable of resistinz hydrostatic and hydrodynamic
loads and effects of buoyancy.
iii. A rezistered professional enzineer or architect shall develop and/or review
structural desi,-n,specifications, and plans for the construction, and shall certify
that the desi,-n and methods of construction are in accordance with accepted
standards of practice meetin,-the provisions listed above.
Upon completion of the structure, certification by a re-istered professional enzineer
or surveyor that the elevation requirements of the lowest floor, including basement,
of this section have been satisfied shall be provided to the Floodplain Administrator
for verification; or certification by a re-istered professional enzineer or architect
that the floodproofin,- desi,-n of this section is satisfied, including the specific
elevation in relation to mean sea level to which such structures are floodproofed,
shall be provided to the Floodplain Administrator for verification.
For V Zones (VE, V1-30, V). Floodproofin,- of non-residential structures is
prohibited. All structures must be elevated and constructed accordin'- to the
requirements set forth in Section 15.25.0500)(3)(a).
c. Appurtenant structures (Detached Garazes &Storage Structures).
1. For A Zones (A,AE,AI-30,AH,AO).
a. Appurtenant structures used solely for parkin,-of vehicles or storaze may be
constructed such that the floor is below the Base Flood Elevation, provided
the structure is desi,-ned and constructed in accordance with the followin'-
requirements:
i. Use of the appurtenant structure must be limited to parkinz of vehicles or
storage;
ii. The portions of the appurtenant structure located below the Base Flood
Elevation must be built usin,-flood resistant materials;
iii. The appurtenant structure must be adequately anchored to prevent
flotation, collapse and lateral movement,
iv. Any machinery or equipment servicin,-the appurtenant structure must be
elevated or floodproofed to or above the Base Flood Elevation;
v. The appurtenant structure must comply with floodway encroachment
provisions in 15.25.050(F); and
vi. The appurtenant structure must be desi,-ned to allow for the automatic
entry and exit of flood waters in accordance with Section
15.25.050(A)(3)(d).
b. Detached-ara,-es, stora,-e structures and other appurtenant structures not
meetin,- the above standards must be constructed in accordance with all
applicable standards in Section 15.25.0500)(3)(a)subsections (i), (ii) or (iii)
as appropriate.
138
CITY OF SEWARD, ALASKA
ORDINANCE 2023-009
c. Upon completion of the structure, certification that the requirements of this
section have been satisfied shall be provided to the Floodplain Administrator
for verification.
2. For V Zones (VE, VI-30 and V): Floodproofin,-of non-residential structures is
prohibited All structures must be elevated and constructed accordin'-to the
requirements set forth in Section I 5.25.050(A)(3)(a).
d Flood openin,-s. All new construction and substantial improvement with fully
enclosed areas below the lowest floor (excludin,- basements) that are usable solely
for parkin,-of vehicles, buildin,-access or storaze, and which are subiect to floodin'-,
shall be desi,-ned to automatically equalize hydrostatic flood forces on exterior walls
by allowin,-for the automatic entry and exit of floodwater. Desi,-ns for meetin,-this
requirement must meet or exceed the followin,- criteria: For non-en,-ineered
openin,-s:
i. Have a minimum of two openin,-s with a total net area of not less than one square
inch for every square foot of enclosed area subiect to floodin'-;
ii. The bottom of all openin,-s shall be no hi,-her than one foot above -rade;
iii. Openin,-s may be equipped with screens, louvers, valves, or other coverin'-s or
devices provided that they permit the automatic entry and exit of floodwater.
Alternatively, a re,-istered en,-ineer or architect may desi,-n and certify en,-ineered
openin,-s.
Upon completion of the structure, certification that the requirements of this section
have been satisfied shall be provided to the Floodplain Administrator for
verification.
4. S4division
b. All proposed impr-oveme ts stteh as Water-, sewer-, natural gas, telephone and eleetf-ieal
the event of a floor
flood damage.d.Alhef-e base flood elevation data has not been pf-ovided or- is He
s4division proposals whieh eantain greater- than 50 lots or- five aer-es, whiehever is
safe ffam flooding. The test of reasonableness is a loeal jttdgment and ineittdes ttse 4
hister-ie'll data' high water- ffiar-ks' phetegr-ftphs ef past fleedifig, ete., where ft-oail
Failttr-e to elevate at least two feet above gr-ade in these Zones may resttit in high-eef
B. Standards for story,-e of materials and equipment.
1. The story,-e or processin,-of materials that could be iniurious to human, animal or plant
life if released due to lama,-e from floodin,-is prohibited in special flood hazard areas.
139
CITY OF SEWARD, ALASKA
ORDINANCE 2023-009
2. Moraze of other material or equipment maybe allowed if not subiect to lama,-e by floods
and if firmly anchored to prevent flotation, or if readily removable from the area within
the time available after flood warnin,-.
elevation.the lowest flear-, ifteittdifig basement, elevated to or-above the base flood
either-be eet4ified by a registered professional engineer-ar-ar-ehiteet Of Mttst Meet Of eXe
i. A mmimffm of two a. gs hm,ifig a total fiet area of fiat less than ofie s"ar-e ifleh for-
ii. The ba4am of all apenings shall be fie higher-than ofie f aat above gr-ade-.
pr-ovided that toe y permit the attt,mAl o ter. . --d ox it of floodwaters.
eammer-eial, ifidttstfial or other fiefir-esideatial s"etttr-e shall either- hm,e the lowest floor-,
s4stantially impermeable to the passage of watef-,
and effeets of bttE)yafiey--
d. Notir-esidential s"etur-es that are elevated, fiat goodpr-aafed, mttst meet the same
411 be based eo rates t4at are etie feet belew t4e flee4r-eefed level (e.g.-a
bttildifig eons"eted to the base flood level will be rated as ofie f qat below that level),
a. Allman faetttr-ed homes to be plaeed or- s4stantially impfavedwithin zones A!
the mafittfaetttr-ed home is at or-above the base flood elevation and be seettf:ely afiehor--
140
CITY OF SEWARD, ALASKA
ORDINANCE 2023-009
l c 2c ncn n i 1,
fettodatieti elements ef at least equivalent st+eogt4 t4at af:e tie less t4ao 36 ifiehes abeve
C. Standards for water supply and waste disposal systems.
1. All new or replacement water supply and sanitary sewaze systems shall be desi,-ned to
minimize or eliminate infiltration of flood waters into the system and discharge from
systems into flood waters.
2. On-site waste disposal systems shall be located to avoid impairment to them or
contamination from them Burin,-flooding.
D. Development proposals. All new development proposals, includin'- subdivisions and
manufactured home parks, shall.
1. Be consistent with the need to minimize flood lama,-e;
2. Have public utilities and facilities such as sewer, -as, electrical and water systems
located and constructed to minimize flood damn,-e; and
3. Provide adequate drains,-e to reduce exposure to flood hazards.
4. Include Base Flood Elevation data for all proposals '-renter than 50 lots or 5 acres,
whichever is the lesser.
Coastal hi'A hazard areas. Loeated within flood hazard areas established in 15.25.030B. are eoast4
hazards asseeiated with high velocit' waters fFom t4dal sttf-ges and, therefore, in addition to
1 All .,sr.- etio., shall be 1.,eate.d 1.,.,dzt .,f . f the f:eaeh Of Mean high t4 do
141
CITY OF SEWARD, ALASKA
ORDINANCE 2023-009
design,
fiat be ttsed for- httmafi habitation. For- the pttr-pose of this seetion, a br-eakaway wall shall hm,e a
desigo safe leaditig r-esistatiee ef oet less t4ao 10 atid tie mer-e t4ao 20 petflids-per-s"ar-e feet. 1
of br-eakaway walls whieh e?Eeeed a design safe loading r-esistafiee of 20 -pattads -per- s"ar-e
a. Bf:eakaway wall e&4ap,- shall estflt f+8ffi a water-lead less t4fto t4ftt whiek wetfid eeettr-"r-ilig
too base flood. and
ealla-pse, dis-plaeemefit, or-other-stmetur-al damage"e to t4e e ets of A'A''i 44 d and water-leads aeting
is pr-ehibited-
site less hftli 180 eeliseetffive days, er-be flfll' lieeliSed ftlid feftE' f8f highWff' tlSe, 8f: Meet t
E. Standards for recreational vehicles. All recreational vehicles placed on site shall:
1. Be on site for fewer than 180 consecutive days,
2. Be fully licensed and ready for hi,-hway use-A recreational vehicle is ready for hi,-hway
use if it is on its wheels or iackin,-system, is attached to the site only by quick disconnect
type utilities and security devices, and has no permanently attached additions; or
3. Meet the permit requirements of Section 15.25.040 of this ordinance and the applicable
elevation and anchorin,-requirements. Methods of anchorin,- may include, but are not
to be limited to, use of over-the-top or frame ties to -round anchors. The recreational
142
CITY OF SEWARD,ALASKA
ORDINANCE 2023-009
vehicle must also be elevated on a permanent foundation such that the lowest floor of
the vehicle is elevated to or above the base flood elevation and be securely anchored to
an adequately anchored foundation system to resist floatation collapse and lateral
movement. These requirements are in addition to applicable State and local anchoring
requirements for resistin,-wind forces.
F. Floodways. Located within the special flood hazard areas established in Section
15.25.030(B) are areas desi,-nated as floodways. Since the floodway is an extremely
hazardous area due to the velocity of floodwaters which carry debris, potential proiectiles
and erosion potential, the followinz provisions apply:
1. Prohibit encroachments,includinz fill,new construction,substantial improvements,and
other development within the adopted re-ulatory floodway unless it has been
demonstrated throu,-h hydrolozic and hydraulic analyses performed in accordance with
standard enzineerinz practice that the proposed encroachment would not result in any
increase in flood levels within the community during the occurrence of the base flood
discharge;
2. If Section 15.25.050(F)(1) is satisfied, all new construction and substantial
improvements shall comply with all other applicable flood hazard reduction provisions
of Section 15.25.050.
3. Encroachments within the adopted re,-ulatory floodway that would result in an increase
in base flood elevations may be permitted, provided that the applicant first applies for
and fulfills the requirements for a Conditional Letter of Map Revision (CLOMR), and
receives approval from the Federal Insurance Administrator to revise the FIRM and
FIS in accordance with Section 15.25.040(B)(4)(b).
Section 6. Seward City Code Title 15.25.060 is hereby amended to read as follows (new
language is in bolded italics and underlined, and deleted language is stricken):
15.25.060 Appel Variance procedure.
A. Nature of variances.
1. The variance criteria set forth in this section of the ordinance are based on the zeneral
principle of zonin,-law that variances pertain to a piece of property and are not personal
in nature. A variance may be zranted for a parcel of property with physical
characteristics so unusual that complyinz with the requirements of this ordinance would
create an exceptional hardship to the applicant or the surrounding property owners. The
characteristics must be unique to the property and not be shared by adiacent parcels.
The unique characteristic must pertain to the land itself, not to the structure, its
inhabitants or the property owners.
2. Variances from the flood elevation or from other requirements in the flood ordinance
are quite rare. The Ion,--term zoal of preventinz and reducin,- flood loss and damage
can only be met if variances are strictly limited. Therefore, the variance -uidelines
provided in this ordinance are more detailed and contain multiple provisions that must
143
CITY OF SEWARD, ALASKA
ORDINANCE 2023-009
be met before a variance can be properly-ranted. The criteria are desi,-ned to screen
out those situations in which alternatives other than a variance are more appropriate.
1) The Seward Planning and Zoning Commission (earomission) shall hear-and deeide appe
2) Th 14 shall hear 3peals when it is alleged there is an ef--- .-
Appeal beard.
a. The dali er that materials ffift'be swept elite 8 her laods te he injto-j' ef
h T
dai-geto life and ert' dtte t flea i-t, . ere damage;
effeet Of Stte , ,aaffl,no OR rho i a;. ;dt —.
T t. t rho v,,eilit , v i,,,.atio., hero i;,.able-.acrvC`.rn cv-crrcTcccn-rc-vr-ccwaterfront-rvccccroir=v acr—c pprrcccm
d ek) fit;
management program for hat area,--
des;
gas, eleetfieffl, alid water S'steffis' afid streets alid bridges-
to he Federal lasttranee Administration "an re"est.
B. (b)Conditions for variances.
1. Variances shall only be issued.
a. On a determination that the granting of a variance will not result in increased flood
hei,-hts, additional threats to public safety, extraordinary public expense, create
nuisances, cause fraud on or victimization of the public or conflict with existin'-
local laws or ordinances;
144
CITY OF SEWARD, ALASKA
ORDINANCE 2023-009
b. For the repair, rehabilitation or restoration of historic structures upon a
determination that the proposed repair or rehabilitation will not preclude the
structure's continued desi,-nation as a historic structure and the variance is the
minimum necessary to preserve the historic character and desi,-n of the structure;
c. Upon a determination that the variance is the minimum necessary, considering the
flood hazard, to afford relief,•
d Upon a showin,- of,-ood and sufficient cause;
e. Upon a determination that failure to grant the variance would result in exceptional
hardship to the applicant;
Upon a showing that the use cannot perform its intended purpose unless it is located
or carried out in close proximity to water. This includes only facilities defined in
Section 15.25.020 of this Chapter in the definition of"Functionally Dependent Use."
2. Variances shall not be issued within any floodway if any increase in flood levels durinz
the base flood discharge would result.
3. Generally, variances may be issued for new construction and substantial improvements
to be erected on a lot of one-half acre or less in size conti,-uous to and surrounded by
lots with existin,- structures constructed below the Base Flood Elevation, provided the
Procedures of Sections 15.25.040 and 15.25.050 of this Chapter have been fully
considered As the lot size increases beyond one-half acre, the technical iustification
required for issuin,-the variance increases.
May be isstted is for-new e0fistpdetion and s4stantial impf-evements to be er-eeted an a !at
e-oflstpdeted below t4e base flood level, pf-evidifig s4par-agr-a-phs (a) thf:ottgh (k) of
to,.hfii a ; tsti f,.atie., r f:e f,ef:; g
rho.
stftietwes listed on the National Register- of Histof:ie Plaees withota regard to
3) 3"afia-He s shall flat be isstted within a designated floodway if afly ifief:ease in flood
E)f,a:s
145
CITY OF SEWARD, ALASKA
ORDINANCE 2023-009
e4e,amstanees. They pf:imar-ily addf:ess small lots in densely papttlated f:esideft
S—e— *11 be pefffli4ed to be bttilt W44 a lowest floof elevation below the base fle
C. Variance criteria.
1. In considerin- variance applications, the appeal board shall consider all technical
evaluations, all relevant factors, standards specified in other sections of this chapter,
and.
a. The danger that materials may be swept onto other lands to the injury of others;
b. The dan,-er of life and property due to floodin,- or erosion lama'-e;
L. The susceptibility of the proposed facility and its contents to flood damage and the
effect of such damn,-e on the individual owner;
dl The importance of the services provided by the proposed facility to the community;
e. The necessity to the facility of a waterfront location, where applicable;
The availability of alternative locations for the proposed use, which are not subject
to floodin,-or erosion damage;
g The compatibility of the proposed use with existing and anticipated development;
h. The relationship of the proposed use to the comprehensive plan and floodplain
mans,-ement pro,-ram for that area;
i. The safety of access to the property in time of flood for ordinary and emergency
vehicles;
L The expected heights, velocity, duration, rate of rise, and sediment transport of the
flood waters and the effects of wave action, if applicable, expected at the site; and,
k. The costs of providing governmental services Burin,- and after flood conditions,
includin,-maintenance and repair of public utilities and facilities such as sewer,gas,
electrical, water system and streets and brill,-es.
2. Any applicant to whom a variance is -ranted shall be '-iven written notice over the
signature of a community official that.
a. The issuance of a variance to construct a structure below the Base Flood Elevation
will result in increased premium rates for flood insurance up to amounts as hi,-h as
25 for$100 of insurance covers,-e, and
b. Such construction below the base flood elevation increases risks to life and property.
146
CITY OF SEWARD,ALASKA
ORDINANCE 2023-009
3. The Floodplain Administrator shall maintain a record of all variance actions, including
iustifcation for their issuance.
D. Appeal procedure.
1. Appeal board.
a. The Seward Plannin,-and Zonin,- Commission (commission) shall hear and decide
appeals and requests for variances from the requirements of this chapter.
b. The commission shall hear and decide appeals when it is allezed there is an error in
any requirement, decision, or determination made by the administrative official in
the enforcement or administration of this chapter.
c. Those azzrieved by the decision of the commission,or any taxpayer,may appeal such
decision to the City Council sittinz as Board of Adiustment, as provided in AS
29.40.050.
Section 7. This ordinance shall take effect ten (10) days following its enactment.
ENACTED BY THE CITY COUNCIL OF THE CITY OF SEWARD,ALASKA this
loth day of April, 2023.
THE CITY OF SEWARD, ALASKA
Sue McClure, Mayor
AYES:
NOES:
ABSENT:
ABSTAIN:
ATTEST:
Brenda J. Ballou, MMC
City Clerk
City Seal)
147
swir-
Resolution 2023-032
Authorizing the City Manager to purchase electric
distribution materials (wire, conduit, poles and other
miscellaneous materials) from Anixter Power
Solutions to ensure adequate inventory for the 2023
construction season for $286,128, plus a 10 percent
contingency, for a not-to-exceed amount of
314,735.
Documents:
Agenda Statement
Resolution 2023-032
Attachments:
o Estimate from Anixter Power Solutions
148
City Council Agenda Statement
Meeting Date: March 28, 2023 MAP
To: City Council
Through:Janette Bower, City Manager
From: Rob Montgomery
Subject: Resolution 2023-032: Authorizing the City Manager to Purchase Electric
Distribution Materials from Anixter Power Solutions to Ensure Adequate
Inventory for the 2023 Construction Season for$286,123, Plus a 10 Percent
Contingency, for a not-to-exceed amount of $314,735
Background and justification:
Each year during the first quarter, the Electric Department orders materials in preparation for the
upcoming construction season. The order typically includes materials related to distribution
service: wire, conduit, poles and other miscellaneous materials.
In 2022, the department processed more than 40 service-related jobs, including a dozen solar
interconnections. Without these materials, Electric Department crews will be unable to complete
all job orders projected for the upcoming season.
The department will exhaust the small inventory of materials carried over from the previous year
during the early part of the construction season.
Comprehensive and Strategic Plan Consistency Information
This legislation is consistent with (citation listed):
Comprehensive Plan: 3.7.1.4 "Continue to upgrade and expand utilities to meet existing
needs and encourage future development."
Strategic Plan:
Other:
Certification of Funds
Total amount of funds listed in this legislation: $ 0
This legislation ():
x Creates revenue in the amount of: TBD — Based on demand driven by new services
x Creates expenditure in amount of: 286,128, plus a 10% contingency
Creates a savings in the amount of:
Has no fiscal impact
Funds are ():
x Budgeted Line item(s): 3000-7221 (Operating Supplies)
Not budgeted
Not applicable
149
Fund Balance Information
Affected Fund ():
General SMIC x Electric Wastewater
Boat Harbor Parking Water F1 Healthcare
Motor Pool Other
Note:amounts are unaudited
Fund Balance/Net position — unrestricted/unassigned $ 7,223,276
Available Unrestricted Cash Balance: 7,573,252
Finance Director Signature:
Attorney Review
RxYes Attorney Signature:
Not applicable Comments:
Administration Recommendation
e Adopt Ordinance
Other:
150
Sponsored by: Bower
CITY OF SEWARD,ALASKA
RESOLUTION 2023-032
A Resolution Of The City Council Of The City Of Seward, Alaska,
Authorizing The City Manager To Purchase Electric Distribution Materials
From Anixter Power Solutions To Ensure Adequate Inventory For The 2023
Construction Season For$286,123,Plus A 10 Percent Contingency,For A Not-
To-Exceed Amount Of$314,735
WHEREAS, each year during the first quarter the Electric Department orders
materials in preparation for the upcoming construction season to ensure an adequate
inventory is in place to meet expected service orders; and
WHEREAS,the order is primarily for lower-voltage distribution materials associated
with delivering power to end-use consumers; and
WHEREAS, the Electric Department received estimates from three vendors and
Anixter Power Solutions provided the lowest bid; and
WHEREAS, in 2022, Electric Department crews completed more than 40 service-
related jobs, including a dozen solar interconnections; and
WHEREAS, without these materials, Electric Department crews will be unable to
complete all job orders projected for the upcoming season.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF SEWARD, ALASKA that:
Section 1. The City Manager is hereby authorized to purchase electric distribution materials
from Anixter Power Solutions for the upcoming construction season.
Section 2. Funding in the amount of$286,128, plus a ten percent contingency is hereby
approved from budgeted expenses from account no. 150000-3000-7221 (Operating Supplies).
Section 3. This resolution shall take effect immediately upon adoption.
PASSED AND APPROVED by the City Council of the City of Seward, Alaska, this 28th
day of March, 2023.
THE CITY OF SEWARD,ALASKA
Sue McClure,Mayor
151
A141K(CW,
2200 E 63RD AVENUE 2023 Restock
ANCHORAGE, AK 99507
1
Phone: 907.868.3490
www.anixterpowersolutions.com
Fax: Quotation: 000716381.00
To: CITY OF SEWARD Issued Date: Feb 09, 2023
P.O. BOX 167 Expiration Date: Mar 01, 2023
SEWARD,AK 99664
Sales Contact: Chris Sutton
Attn: TATIANA CALENICI p)
Phone: F)
Fax: chris.sutton@anixter.com
Item CustLine Product and Description Quantity Price Unit Extended
1 E200JS6 20 53.450 EA 1,069.00
COUPLING PVC SPLIT 2X6" SCH40
DEL: 10-12 WEEKS
2 E20ONS8 20 64.300 EA 1,286.00
COUPLING SPLIT PVC 4" F/DUCTING
DEL: 10-12 WEEKS
3 2-1757F-00 10 108.513 EA 1,085.13
M1757F TEST SWITCH 1 OP
DEL: 44-48 WEEKS
4 LE215ABOOT 60 63.600 EA 3,816.00
CONN ELBOW 15KV 200A LB W/TP .61 - .97 1/0-2/0
STD PKG: 20
DEL: 37 STOCK- REMAINDER 28 WEEKS
5 8452 100 45.940 EA 4,594.00
KIT SEALING JACKETED CBL 2-4/0 COND .95-1.94
STD PKG: 10
DEL: 47 STOCK- REMAINDER 10 WEEKS
6 YS9C2P1A 12 311.650 EA 3,739.80
CUTOUT 25KV 200A POLY LB W/NEMA B BRKT
DEL: 24 WEEKS
7 C-1520 30 21.111 EA 633.33
CLAMP HL BRZ 8-2/0 MAIN AND TAP
SUBSTITUTE FOR S1520AGP
STD PKG: 25
DEL: STOCK
Powered by www.proquote-solutions.com Page 1 of 5
152
Al4lK(CW,
2200 E 63RD AVENUE 2023 Restock
ANCHORAGE, AK 99507
l
Phone: 907.868.3490
www.anixterpowersolutions.com
Fax: Quotation: 000716381.00
Item CustLine Product and Description Quantity Price Unit Extended
8 JR-OS-CAP 120 2.792 EA 335.00
STERLING JR ONE SHOT W/CAP
STD PKG: 200
DEL: 4 WEEKS
9 CC-2 40 23.532 EA 941.28
CHEM CABLE PREP KIT
STD PKG: 10
DEL: 4 WEEKS
10 CC2C04T 50 14.000 EA 700.00
CONN CU TOP 2STR- 1 SOL 200A
DEL: STOCK
11 YC4C6 100 1.230 EA 123.00
CONNECTOR COMPRESSN TAP CU 64A 6-613
STD PKG: 100
DEL: STOCK
12 YC4C4 100 1.200 EA 120.00
CONN COMP TAP CU 6-4 RUN 4-4 TAP
DEL: STOCK
13 WR379 50 1.597 EA 79.86
CONN H AL A GRV-4/0 B
STD PKG: 250
DEL: STOCK
14 WR159 50 0.956 EA 47.79
H-TAP#2-6 #2-6
STD PKG: 250
DEL: STOCK
15 6202010 30 11.226 EA 336.78
COUPLING PVC 4" LONG LINE SCH40 CTR STOP MLD
STD PKG: 15
DEL: STOCK
16 6202000 150 1.663 EA 249.48
COUPLING PVC 2" LONG LINE SCH40 CTR STOP MLD
DEL: 3-4 WEEKS
Powered by www.proquote-solutions.com Page 2 of 5
153
AIMIK(CW,
2200 E 63RD AVENUE 2023 Restock
ANCHORAGE, AK 99507
l
Phone: 907.868.3490
www.anixterpowersolutions.com
Fax: Quotation: 000716381.00
Item CustLine Product and Description Quantity Price Unit Extended
17 2ENDBELL 40 4.678 EA 187.11
BELL END PVC 2"
STD PKG: 40
DEL: STOCK
18 PG-5718 60 8.480 EA 508.80
GUARD GUY YELLOW 8 FT LYETHYLENE
STD PKG: 25
DEL: 8 WEEKS
19 PL235B 12 59.727 EA 716.72
WIRE PULL LINE 500#2200'WHT/RED SPIRAL WRP
DEL: STOCK
20 6CUSOLSDB315S 2520 0.656 FT 1,651.94
WIRE 6 CU SOL SD BARE 315' SPOOL
8 SPOOLS
STD PKG: 315
DEL: STOCK
21 LPC215 40 56.460 EA 2,258.40
CAP INSU PROTECT 200A W/DRAIN WIRE 8.3KV-14.4KV
STD PKG: 30
DEL: 10-12 WEEKS
22 30-2 15 866.000 EA 12,990.00
POLE WOOD REA 30FT CLASS 2
DEL: 18-20 WEEKS
23 35-2 15 1,072.000 EA 16,080.00
POLE WOOD REA 35FT CLASS 2
DEL: 18-20 WEEKS
24 40-2 15 1,345.000 EA 20,175.00
POLE WOOD REA 40FT CLASS 2#10 CREOSOTE
DEL: 18-20 WEEKS
25 45-2 5 1,586.000 EA 7,930.00
POLE WOOD REA 45FT CLASS 2#10 CREOSOTE
DEL: 18-20 WEEKS
26 50-2 10 1,837.000 EA 18,370.00
POLE WOOD REA 50FT CLASS 2#10 CREOSOTE
DEL: 18-20 WEEKS
Powered by www.proquote-solutions.com Page 3 of 5
154
AIMIK(CW,
2200 E 63RD AVENUE 2023 Restock
ANCHORAGE, AK 99507
l
Phone: 907.868.3490
www.anixterpowersolutions.com
Fax: Quotation: 000716381.00
Item CustLine Product and Description Quantity Price Unit Extended
27 4PVC 2280 10.250 FT 23,370.00
CONDUIT PVC 4"X10'L SCH40
STD PKG: 570
DEL: STOCK
28 2PVC 8400 4.220 FT 35,448.00
CONDUIT PVC 2"X10'L SCH40
STD PKG: 1400
DEL: 4-6 WEEKS
29 2GRC45EL9.5R 30 29.950 EA 898.50
2"45 DEG 9.5" RADIUS GALVANIZED RIGID ELBOW
DEL: 3-4 WEEKS
30 2grc9Oel36r 20 117.180 EA 2,343.60
2" 90 DEG 36" RADIUS GALVANIZED RIGID ELBOW
DEL: 3-4 WEEKS
31 SWEETBRIARXLP1000R 3000 3.260 FT 9,780.00
WIRE 4/0 AL 19STR TRI XLP URD 1 000' REEL
STD PKG: 1000
DEL: STOCK
32 WESLEYANXLP1000R 2000 4.750 FT 9,500.00
WIRE 350 AL 37STR XLP 600V URD 1 000' REEL
STD PKG: 1000
DEL: 22 WEEKS
33 1021F15-C1200-0001 10000 5.900 FT 59,000.00
WIRE 2 AL 15KV 220M EPR FN 250OFT R
STD PKG: 2500
DEL: STOCK
34 4/OAL19STR220EPRCN250OR 7500 5.480 FT 41,100.00
WIRE 4/0 AL 19STR 15KV 220 EPR 1/3CN 2500' R
STD PKG: 2500
DEL: 6-8 WEEKS
35 SPARATE5625R 5625 0.430 FT 2,418.75
WIRE 2 ACSR 7STR BARE 106.5#/MFT 5625' R
STD PKG: 5625
DEL: STOCK
Powered by www.proquote-solutions.com Page 4 of 5
155
A141K(CW,
2200 E 63RD AVENUE 2023 Restock
ANCHORAGE, AK 99507
1
Phone: 907.868.3490
www.anixterpowersolutions.com
Fax: Quotation: 000716381.00
Item CustLine Product and Description Quantity Price Unit Extended
36 LU400 48 12.840 EA 616.32
LAMP HPSV 50000 LUMENS 400WATTS
DEL: 3-4 WEEKS
37 LU250 60 11.520 EA 691.20
LAMP HPSV 27500 LUMENS 250WATTS
DEL: 3-4 WEEKS
38 LU150/55 60 11.320 EA 679.20
LAMP HPSV 16000 LUMENS 150WATTS
DEL: 3-4 WEEKS
39 LU100 24 10.760 EA 258.24
LAMP HPSV 9500 LUMENS 100WATTS
DEL: 3-4 WEEKS
SECTION TOTAL: 286,128.23
QUOTE TOTAL: 286,128.23
Special Notes
1)All items are In Stock unless otherwise noted.
2)All item pricing on this quote is valid for thirty days unless otherwise specified.
3)All applicable taxes apply.
BY ACCEPTING THIS QUOTE,YOU AGREE THAT THE ANIXTER TERMS AND CONDITIONS OF SALE PUBLISHED AT THE LINK BELOW
ARE EXPRESSLY INCORPORATED INTO AND SHALL GOVERN THIS TRANSACTION.
http://www.anixter.com/TERMSANDCONDITIONS
Anixter Power Solutions offers the industry's most extensive and dynamic portfolio of products,services and solutions
for the Public Power, Investor-owned Utilities, Construction and Industrial markets.
The impacts of COVID-19 cannot be reasonably determined at this time. This quote/proposal does not account for any
potential adverse impacts COVID-19 may have on Anixter's performance or obligations herein. In the event of any delays
or adverse impacts, Anixter reserves the right for an equitable adjustment of the delivery schedule and prices herein to
offset the effects of COVID-19 delays,without fault or penalty of any kind.
Powered by www.proquote-solutions.com Page 5 of 5
156
swir-
Resolution 2023-033 :
A Resolution of the City Council of the City of
Seward, Alaska, Authorizing the City Manager
to Purchase from G&W Electric Company
Seven Dielectric Reclosers for Installation in
the Fort Raymond Substation in a Not-To-
Exceed Amount of $203,413
Documents:
Agenda Statement
Ordinance 2023-033
G&W Estimate
G&W Terms and Conditions
Bond Expenditure Spreadsheet
157
City Council Agenda Statement
a
Meeting Date: March 28, 2023
t!
To: City Council
Through:Janette Bower, City Manager
From: Rob Montgomery, General Manager-Electric
Subject: Resolution 2023-033: Authorizing the City Manager to Purchase from G&W
Electric Company Seven Dielectric Reclosers for Installation in the Fort
Raymond Substation in a Not-To-Exceed Amount Of $203,413
Background and justification:
In 2022, a $10 million revenue bond was approved to complete work over the next 2-4 years to
replace aging transmission infrastructure in Seward and upgrade the system's voltage capacity from
69kV to 115kV. Part of this work will include the refurbishment of substations and the equipment
inside the substations.
A recloser is an automatic, high-voltage electric switch. Like a circuit breaker on household electric
lines, it shuts off electric power when trouble occurs, such as a short circuit. Where a household
circuit breaker remains shut off until it is manually reset, a recloser automatically tests the electrical
line to determine whether the trouble has been removed. And, if the problem was only temporary,
the recloser automatically resets itself and restores the electric power.
On high-voltage electric lines, 80 to 90 percent of trouble occurrences are temporary — such as
lightning, windblown tree branches on wires, and birds. By their very nature, many of these faults
or problems self-correct. The recloser senses when trouble occurs and automatically shuts off the
power. An instant later (the length of time may be noticeable only as a lightbulb flicker), the
recloser turns the power back on. However, if the trouble is still present, the recloser will shut off
again. If the trouble remains after three such tries, the recloser is programmed to consider the
problem permanent and it remains off.
At the Fort Raymond Substation, the existing reclosers act as the protective means for the feeders
coming out of the substation. The existing reclosers are old and need to be replaced.
Comprehensive and Strategic Plan Consistency Information
This legislation is consistent with (citation listed):
Comprehensive Plan: 3.7.1.4"Continue to upgrade and expand utilities to meet existing needs and
encourage future development."
Strategic Plan:
Other:
158
Certification of Funds
Total amount of funds listed in this legislation: $ 203,413
This legislation ():
Creates revenue in the amount of:
x Creates expenditure in amount of: 203,413
Creates a savings in the amount of:
Has no fiscal impact
Funds are ():
Budgeted Line item(s): 15340-3000-8103
Not budgeted
Not applicable
Fund Balance Information
Affected Fund ():
General SMIC Iq Electric Wastewater
Boat Harbor Parking Wat F1 Healthcare
Motor Pool Other
Note: amounts are unaudited
Fund Balance/Net position — unrestricted/unassigned $ 7,223,276
Finance Director Signature:
Attorney Review
RxYes Attorney Signature:
Not applicable Comments:
Administration Recommendation
x Approve Res.
Other:
159
Sponsored by: Bower
CITY OF SEWARD,ALASKA
RESOLUTION 2023-033
A Resolution Of The City Council Of The City Of Seward, Alaska,
Authorizing The City Manager To Purchase From G&W Electric Company
Seven Dielectric Reclosers For Installation In The Fort Raymond Substation
In A Not-To-Exceed Amount Of$203,413
WHEREAS,the City's Electric Department,through its substation engineering consultant
Electric Power Systems, reached out to multiple vendors and G&W submitted the lone proposal;
and
WHEREAS, the dielectric reclosers are part of the substation refurbishment effort
occurring with the City's larger transmission infrastructure project; and
WHEREAS, a dielectric recloser is an automatic switch that protects a high-voltage
electric system by shutting off power when a fault or problem occurs on a circuit or associated
equipment; and
WHEREAS, a dielectric recloser is capable of automatically testing the circuit to
determine whether the fault has been corrected and, if corrected,will automatically reset itself and
restore system power; and
WHEREAS, dielectric reclosers save electric companies considerable time and expense
since they permit power to be restored automatically, even after only a flicker or two.
NOW,THEREFORE,BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF SEWARD,ALASKA that:
Section 1. The City Manager is hereby authorized to purchase from G&W Electric
Company seven dielectric reclosers for installation in the Fort Raymond Substation.
Section 2.Funding in the not-to-exceed amount of$203,413,appropriated from the System
Infrastructure Project budget via the approved Revenue Bond from Electric reserves account no.
15000-0000-3400 to account 15340-3000-8103.
Section 3. This resolution shall take effect immediately upon adoption.
PASSED AND APPROVED by the City Council of the City of Seward, Alaska, this 28th
day of March, 2023.
160
G&W Electric Company
305 W. Crossroads Pkwy
Bolingbrook, IL 60440 USA
Tel: 708.388.5010
Engineered to order. Built to last. Fax: 708.388.0755
www.gwelec.com
ISO 9001 Certified
ISO 14001 Certified
Page 1 of 4
Customer: City of Seward
Date: February 7, 2023
Validity: 30 Days
Quotation Number: SQ-75396:A
Customer Reference:
Item 1: G&W Electric Viper-ST Solid Dielectric Recloser, Catalog No. VIP378ER-12-1-ST
Standard Features:
Three (3) epoxy insulated vacuum interrupter modules
One (1) magnetic actuator operator per phase, providing single or three phase operation
One (1) manual trip and lockout handle with mechanical block per phase, capable of
physically blocking electronic and manual operation
Contact position indicator
Three (3) 1000/500:1 (factory set to 1000:1) current transformers, encapsulated within the
solid dielectric insulation, exclusively for use with the recloser control
Deadline Operation
Lifting provisions
Additional Features:
L-shaped vacuum interrupter modules
Six (6) 800A deadbreak Apparatus Bushing per IEEE 386 interface 13
Six (6) 15kV screw-on silicone insulators
Aerial lugs included: NEMA 4-hole pads
Six (6) capacitively coupled voltage sensor(s), encapsulated within the solid dielectric
insulation, exclusively for use with the recloser control.
10-foot 42 pin control cable connectorized on both ends
Module cables are connectorized on the junction box end
Aluminum 15-inch phase spacing center mount frame, with provisions for lightning arrester
mounting
Galvanized Steel substation frame, with recloser mounting positions of 45 and 90 degrees.
Shipped unassembled, with instructions for field assembly.
Control will mount to Left side of substation frame
No potential transformers included
One (1) Form B auxiliary contact
One ground lug for#6-250MCM conductor
SEL-0651 R2ACXGA8AE212314XX control with the following features:
Category Selection
Firmware Standard
Control Cable Interface 42 pin
Enclosure Single Door (Rear Mount), Painted Steel With 3-Point Latches
Conformal Coat None
161
2
Secondary Input Voltage (6) 8 Vac Max LEA Inputs
Secondary Input Current 1A phase .2A Neutral
Extra Inputs/Outputs 7) 12 Vdc Inputs/(8) Standard Outputs
Communications Port 3 EIA-232 USB
Communications Interface (2) 10/100BASE-T, EIA-485
Communications Protocol Standard
Power Supply 120 Vac (Includes GFCI Outlet)
Battery Option 12 V 40 Ahr
User Interface Configurable labels and tri color LEDS
Installed Accessories 100W Heater
Bundled Accessories None
Note: The SEL-651 R2 requires 120 Vac (Includes GFCI Outlet) for control power, to be
provided via connection to a user supplied source
Included SEL-651 R2 Relay Functionality:
0 50 (P, N, G, Q) —Overcurrent (Phase, Neutral, Ground, Negative Sequence)
0 51 (P,N,G,Q) —Time Overcurrent (Phase, Neutral, Ground, Negative Sequence)
0 79 —Autoreclosing
0 25 — Synchronization Check
0 27 — Undervoltage
0 32 — Directional Power
0 59 (P,G,Q) —Overvoltage (Phase, Ground, Negative Sequence)
0 67 (P,G,Q) — Directional Overcurrent (Phase, Ground, Negative Sequence)
0 81 (O,U,R) — Frequency (Over, Under, Rate of Change)
Ratings:
Maximum design voltage 15.5kV
Impulse level (BIL) 110kV
Continuous and load break current 800A
8 Hr. Overload at 200C 960A
60Hz Withstand, kV rms Dry, 1 min 50kV
60Hz Withstand, kV rms Wet, 10 sec 45kV
Interrupting Rating RMS (kA) 12.5kA
Making Current, RMS, as m, KA 20kA
Peak, as m kA 32kA
Short Circuit Current, kA s m, 3 second 12.5kA
Mechanical Operations 10K
Operating Temperature Range: Temperature range, -400C to +65°C (-40°F to 150°F)
Standards: Ratings per IEEE C37.60-2012 and IEC 62271-111
Price Each: $ 29,059
Qty 7 : $ 203,413
162
3
Exceptions/Clarifications:
All other material provided by other.
Commercial Terms and Conditions
Lead Time
Submittal drawings (if required): Submittal drawings and wiring diagrams will be issued for
approval after receipt of order
Lead time for shipment: Lead time is estimated after receipt of order and release to production.
Submittal and shipment lead time is subject to change at time of order due to dynamic
component lead time and factory loading conditions
See drawing lead time tracker below for detailed information
Validity: G&W reserves the right to pass through price increases from SEL or other major suppliers
Shipping Terms: FOB-Destination
Freight: Prepaid and Add
Payment: Net 30 days from time of invoice; Payment terms are subject to G&W Finance
Department approval
Purchase Order Submission: Purchase order should be addressed to:
G&W Electric Co.
305 W. Crossroads Parkway
Bolingbrook, IL 60440-4938
Terms & Conditions: Warranty and all other terms and conditions are as per SM-F-1 Rev 8
163
4
Drawing Type Lead Time Tracker
Approval Drawings Required:
Approval drawing
generated
sent
Customer drawing Product ready for shipmentG&W Receives and approval receive at G&W
Accepts Order to c
Customer Approval time will
4 Weeksbe added to overall lead-time Weeks
Record Drawings:
G&W Receives and Record Drawing Product ready for
Accepts Order Generated shipment
1>
1
4 4 Weeks lo-00.4..................................... 29 Weeks ....................................No.0
164
N Electric
Engineered to order. Built to last!
TERMS OF PAYMENT EXCEPT AS OTHERWISE EXPRESSLY STATED HEREIN, SELLER
Domestic accounts-Net 30. MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND,
International accounts-Standard terms are an irrevocable letter EXPRESS OR IMPLIED,AS TO MERCHANTABILITY, FITNESS FOR A
of credit, confirmed by a Prime U.S. bank,for the full amount of PARTICULAR PURPOSE, OR ANY OTHER MATTER WITH RESPECT
the contract,valid for at least 60 days beyond the latest quoted TO THE GOODS SOLD HEREUNDER. For Cable Accessories Python
shipping date. Other terms may be granted upon receipt of line products("Kits"):
satisfactory credit references and approval by our Finance A. Seller warrants Kits sold hereunder to be free from defects in
Department. Letter of credit must be received prior to release of material and workmanship under normal use and service for
the order to manufacturing. a period of one(1)year from date of installation of the Kit if:
Late payment charge of 11/2%per month on all past due invoices i) the Kit is installed within one (1) year of the date of its
and unpaid balances.Shipments and deliveries hereunder shall at shipment;(ii)the installation of the Kit is performed solely by
all times be subject to the judgment of Seller that the financial Seller or by a Seller approved third-party ("Certified
condition of Buyer at all times justifies continuance of shipments Installer"), and; (iii) the appropriately completed warranty
and deliveries hereunder.If Buyer shall fail to make any payments datasheet is returned by Buyer to Seller within 15 days of the
in accordance with the terms and provisions hereof, Seller, in date of installation of such Kit.
addition to its rights and remedies, but not in limitation thereof, B. For Kits (i) not installed within one (1) year of the date of
may at its option, defer shipments or deliveries hereunder, or shipment or(ii) Kits installed within one(1)year of the date
under any other contract with the Buyer,except upon receipt of of shipment by a Certified Installer but Buyer has not
satisfactory security or of cash before shipment. complied with the requirements of A(iii) above, Seller
PRICE POLICY warrants that such Kits shall be free from defects in material
It is G&W's policy to publish for sole use of our domestic and workmanship under normal use and service for a period
representatives Confidential price lists of our Standard Products. of one(1)year from date of shipment.
Quoted prices are firm for 30 days(60 days international). Orders C. NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY,
placed after 30 days(60 days international)are subject to price in SELLER EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES
effect at time of acceptance. Notwithstanding the foregoing AND WARRANTY OBLIGATIONS WITH RESPECT TO ANY KITS
sentence, Seller reserves the right to increase prices for THAT HAVE BEEN INSTALLED BY A PERSON OR ENTITY THAT
undelivered Products in the event of an increase in the cost of raw IS NOT A CERTIFIED INSTALLER.
material or third-party components or a change in market For goods sold hereunder other than Kits:
conditions prior to the agreed upon delivery time. Customer A. Seller warrants all goods sold hereunder to be free from
requests to extend originally agreed to delivery date will be subject defects in material and workmanship under normal use and
to price escalation. service for a period of eighteen(18)months from the date of
TAXES shipment by Seller, or twelve (12) months from date of
Any taxes which the Seller may be required to pay or collect,under commissioning by End-User,whichever comes first.
any existing or future law, upon or with respect to the sale, Seller's obligation under these warranties is limited to repair or
purchase,delivery,storage,processing,use or consumption of any replacing,at its option,any goods,which upon inspection by Seller
of the material covered hereby,including taxes upon or measured shall disclose to Seller's satisfaction to have been defective in
by the receipts from the sale thereof,shall be for the account of material or workmanship.Buyer must return the goods to Seller's
the Buyer, who shall promptly pay the amount thereof to the factory,shipping charges prepaid,with complete information as to
Seller upon demand.alleged defects and the installation, operation and service of the
FREIGHT TERMS goods.
Terms as stated in the attached quotation. LIMITS OF LIABILITY
MINIMUM ORDER CHARGE Seller shall not be liable for,and Buyer shall indemnify the Seller
Domestic destination-$250 Net from liability arising from injury or damage to property or persons
International destination-$500 Net caused in any manner by the operation, possession or use of the
EXPORT PACKING goods sold hereunder. The liability of Seller arising out of the
Export order for all material or devices (except compound supplying of any goods, or their use, whether on warranties or
alone)-add 5%to net price of order.Export orders for compound otherwise, shall not in any case exceed the cost of correcting
alone--add 50C per gallon. defects in the goods as herein provided. Seller shall not in any
TITLE AND INSURANCE event be liable for any labor expended by Buyer on any defective
Seller assumes no responsibility for insuring shipments unless goods or for any special direct,indirect or consequential damages
specifically requested by Buyer and then only at Buyer's expense arising out of or in connection with the use or performance of the
and valuation.Regardless of freight payments,all risk of loss shall goods. Seller assumes no responsibility with respect to the
pass to Buyer upon delivery by Seller to carrier at F.O.B.point. capacity of Seller's goods to function as components in other
WARRANTY products. Buyer assumes full responsibility for specifications and
305 W.Crossroads Pkwy
Bolingbrook,IL 60440-4938 USA
T:708.388.5010 F:708.388.0755
ISO9001 Certified ISO14001 Certified
gwelectric.Com
SM-F-1, Rev. 8
165
N Electric
Engineered to order. Built to last!
design of any product in which Seller's goods may become A. Orders through order entry but not yet in engineering
components and shall indemnify Seller against any liability process-$250.00 domestic;$500 international.
attributed to any inadequacy in such specifications or design. B. Orders in engineering process- 25% of order value plus any
Seller shall not be liable for mis-operation or misapplication of vendor charges levied against G&W for advanced ordered
goods sold or supplied due to unusual or abnormal electrical materials.
system disturbances.Important Notice:User shall determine the C. Approval drawings furnished and materials advanced
suitability of the products for intended use and assume all risk and ordered-35%of order value plus cost of materials ordered.
liability in connection therewith. D. Order released for production-up to 100%of order value.
DELAY STORAGE
Shipping dates are approximate and are based upon prompt Equipment on which manufacture or delivery is delayed, due to
receipt of all necessary information.The Seller shall not be liable any cause within the Buyer's control,may be placed in storage by
for delays in delivery or failure to manufacture or deliver due to Seller,for Buyer's account and risk,and regular charges therefore
acts of God, war, riot, embargoes, acts of civil or military and expenses in connection therewith shall be paid by Buyer,but
authorities, priorities, allocations, fires, floods, epidemics, if,in Seller's opinion,it is unable to obtain,or continue with such
accidents, quarantine restrictions, mill conditions, strikes, storage, Buyer will, on request, provide or arrange for suitable
differences with workmen, delays in transportation, shortage of storage facilities and assume all costs and risks in connection
cars, fuel, labor, manufacturing facilities, components or therewith.
materials, acts of the Buyer, or any other cause beyond the RETURN OF MATERIAL
reasonable control of the Seller.In the event of any such delay,the No material shall be returned without first having secured
date of delivery shall be extended for a period equal to the time approval and terms for return, along with necessary returned
lost by reason of the delay. goods forms, from G&W Electric Co. Final acceptance of
PATENTS authorized returns will be made when the material is received at
Seller will defend at its own expense any action brought against the factory.
Buyer, to the extent that it is based on a claim that the goods COMPLIANCE WITH LAWS
furnished by Seller infringe a U.S.patent,and Seller will pay those Seller certifies that the goods sold hereunder were produced in
costs and damages finally awarded against Buyer in any such compliance with all applicable requirements of sections 6,7 and
action which are attributable to any such claim,but such defense 12 of the Fair Labor Standards Act of 1938 amended and of
and payments are conditioned on the following: (a) that Seller regulations and orders of the United States Department of Labor
shall be notified promptly in writing by Buyer of any notice of such issued under section 14 thereof.
claim;and(b)that Seller shall have sole control of the defense of GENERAL
any action on such claim and all negotiations for its settlement or Avalid agreement binding upon Seller will only come into being as
compromise; and (c) should the goods become or in Seller's of the time a formal written acknowledgement of a purchase order
opinion be likely to become the subject of a claim of infringement is sent to Buyer by Seller. Such agreement is not assignable by
of a U.S. patent, that Buyer shall permit Seller at its option and Buyer without written approval of Seller.Such agreement will be
expense either to procure for Buyer the right to continue using the governed by the laws of the State of Illinois. Waiver by Seller of a
goods or to replace or modify the same so that it becomes non- breach of any of the Terms and Conditions of this or any other
infringing. The foregoing states the entire liability of Seller with agreement with Buyer shall not be construed as a waiver of any
respect to infringement of patents by the goods or any part other breach.
thereof. Buyer shall hold Seller harmless against any expense, ENTIRE AGREEMENT
judgment or loss on account of any actual or alleged infringement These Terms and Conditions constitute the entire agreement
of any patents,copyrights or trademarks which result from Seller's between Seller and Buyer, and such agreement may not be
compliance with Buyer's designs,specifications or instructions. modified or amended except by a writing executed after the date
PATTERNS AND TOOLS hereof by an authorized officer of Seller.Seller shall not be bound
Any patterns and tools heretofore or hereafter acquired specially by any terms of Buyer's purchase orderforms or other documents
to produce goods for Buyer shall become the property of the which attempt to impose conditions at variance with Seller's
Seller.If Buyer does not order goods produced with such property Terms and Conditions of Sale set forth herein unlessthe same shall
for a period of two years,Seller may dispose of such property. be specifically agreed to in writing by an authorized officer of
ORDER CANCELLATION Seller.Seller's failure to object to the provisions contained in any
Non-Engineered Products of Buyer's forms shall not be deemed a waiver of the provisions of
A. Standard catalogued items not yet through complete order these Terms and Conditions which shall constitute the entire
entry,no charge. agreement between the parties.
B. Standard catalogued items through order entry but not yet in INSTALLATION,SERVICING OR ERECTION
production-$250.00 domestic;$500 international. Installation,erection or servicing of the equipment or supervision
Engineered Products thereof by Seller,if specified or requested by Buyer, is available.
Contact Factory for terms and conditions.
305 W.Crossroads Pkwy
Bolingbrook,IL 60440-4938 USA
T:708.388.5010 F:708.388.0755
ISO9001 Certified ISO14001 Certified
SM-F-1 Rev. 8
gwelectrlc.com
166
City of Seward
Electric Infrastructure Expenditures-Funded by 2022 Bond
Approved
Res# Resolution-approved Vendor Amount Spent FY 22 Spent FY 23 Total Spent to Date Remaining
22-023 2/14/2022 Accept$10mm Electric Rev-Bonds 10,000,000.00 10,000,000.00
22-024 2/14/2022 Phase 1 Contractor-Sturgeon Sturgeon 2,997,093 2,997,093.00
22-026 2/28/2022 Phase 1&2 Materials,Not-to-Exceed Various 1,800,000 115,537.25 334,743.95 450,281.20 1,349,718.80
22-058 4/25/2022 Phase 2:Three(3)Substation Transformers-2 Ft Ray/1 Law Virgninia Transformers 2,664,716 1,222,358.00 1,222,358.00 1,442,358.00
Recind 21-101 for 7 Transformers for$4.8mm)
22-078 6/27/2022 Phase 1 One Break Switch(Nash&Swd Hwy) Anixter 66,257 66,257.00
22-082 7/11/2022 Phase 3.2:Ft Ray Engineering incl 20%,EPS Electric Power Systems 239,472 108,649.85 49,870.40 158,520.25
22-091 8/22/2022 Phase 1.1 SMIC/Spring Horiz Switch for Bi-power Southern States LLC 247,300 247,300.00
22-113 11/14/2022 Purchase 2 circuit switches Southern States LLC 264,100 264,100.00
TOTAL 8,278,938 1,446,545 384,614 1,831,159 6,366,827
Residual amount:1,721,062 8,168,841
TBD 2023 Ph 3.1&3.2:Engineering(Lawing and Ft Ray Subs) 400,000
TBD 2023 Ph 3.1&3.2:Substation Refurbish Work(Lawing&Ft Ray) 5,800,000
167
swir-
Resolution 2023-034
Authorizing the City Manager to waive provisions in the Seward
City Code 7.15.010, for the Seward School Properties, in order
to accommodate the need for overflow camping on the 4t" of
July Holiday Weekend.
Documents:
Agenda Statement
Resolution 2023-034
168
City Council Agenda Statement
a
Meeting Date: March 28, 2023
t!
To: City Council
Through:Janette Bower, City Manager
From: Jason Bickling, Community Development
Agenda Item: Resolution 2023-034: Authorizing the Kenai Peninsula Borough School
District to Operate Campgrounds on the Seward School Properties in order
to Accommodate the Need for Overflow Camping on the 4th of July Holiday
Weekend
Background and justification:
Off and on in past years, the Seward Schools have opened their parking lots for overflow camping
on the 4th of July Holiday weekend, a time where camping demand far exceeds supply. This helped
in the efforts to keep people from camping in undesignated areas. The school district provides
personnel to monitor the camping on their sites so that no city resources were needed.
7.15.010 Camping, municipal.
a) No camping, other than as specified in section 15.10.226, shall be allowed within the City limits
except in areas designated as municipal campgrounds by resolution of the City Council or in
private camper parks operating under a permit. "Municipal campgrounds" means campgrounds
owned or operated by the City and designated as public campgrounds by resolution of the City
Council. Fees for camping in municipal campgrounds shall be set by resolution of the City
Council. Camping on private land is subject to Chapter 8.15 and Chapter 15.10.
Comprehensive and Strategic Plan Consistency Information
This legislation is consistent with (citation listed):
Comprehensive Plan: 2.2.7, 3.6.1
Strategic Plan:
Other:
Certification of Funds
Total amount of funds listed in this legislation: $ 0
This legislation ():
Creates revenue in the amount of:
Creates expenditure in amount of:
Creates a savings in the amount of:
x Has no fiscal impact
Funds are ():
Budgeted Line item(s):
Not budgeted
x Not applicable
169
Fund Balance Information
Affected Fund ():
General SMIC Electric Wastewater
Boat Harbor Parking F1 Water F1 Healthcare
Motor Pool Other
Note: amounts are unaudited
Fund Balance/Net position — unrestricted/unassigned $
Finance Director Signature: t
Attorney Review
RxYes Attorney Signature:
Not applicable Comments:
Administration Recommendation
x Approve
Resolution
Other:
170
Sponsored by: Bower
CITY OF SEWARD,ALASKA
RESOLUTION 2023-034
A Resolution Of The City Council Of The City Of Seward, Alaska,
Authorizing The Kenai Peninsula Borough School District To Operate
Campgrounds On The Seward School Properties In Order To Accommodate
The Need For Overflow Camping On The 41h Of July Holiday Weekend
WHEREAS, the City of Seward has a significant influx of visitors on the 4th of July
weekend that exceed the city's camping capacity; and
WHEREAS, in the past, the school sites of the Kenai Peninsula Borough School
District have provided overflow camping on the 4th of July Weekend; and
WHEREAS, in the past, School District personnel or designees have managed their
own sites and therefore have had no impact on city resources.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF SEWARD, ALASKA that:
Section 1. The Kenai Peninsula Borough School District has permission operate
overflow camping on the Seward School properties for the 4th of July Holiday Weekend.
Section 2. This resolution shall take effect immediately upon adoption.
PASSED AND APPROVED by the City Council of the City of Seward, Alaska, this 28th
day of March, 2023.
THE CITY OF SEWARD,ALASKA
Sue McClure, Mayor
AYES:
NOES:
ABSENT:
ABSTAIN:
171
swir-
Resolution 2023-035
A Resolution Of The City Council Of The City Of Seward,
Alaska, Authorizing The City Manager To Execute R&M
Engineering Task Order No. 2734.25.03, Completing The
35% Design Of A New Public Works Facility, And
Appropriating Funds
Documents:
Agenda Statement
Resolution 2023-035
Attachments:
o Task Order 2734.25.03
172
City Council Agenda Statement
a
Meeting Date: March 28, 2023
t!
To: City Council
From: Janette Bower, City Manager
Subject: Resolution 2023-035: Authorizing the City Manager to Execute R&M
Engineering Task Order No. 2734.25.03, Completing the 35% Design of A
New Public Works Facility, and Appropriating Funds
Background and justification:
On October 10, 2022, the City Council approved Resolution 2022-094 directing the City Manager to
proceed with the Public Works Facility Project at the Fort Raymond Property and approving R&M
Engineering tasks related to geotechnical services. R&M was on site the first week of November to
complete the drilling and the report is forthcoming.
Task Order 2734.25.03 will continue work on the engineering, design, and cost estimate for
construction of the new Public Works Facility. The goal is to complete this design work and have an
estimate in time for City Council to pass a resolution to place the question on the ballot for the
qualified City of Seward voters to consider approval of a general obligation bond which would be
necessary to fund the construction of the new facility.
Deliverables:
35% Design (Building, Site Work, Driveways, Utilities with Code and Permit Analysis)
Construction Cost Estimate from Independent Cost Estimator
Schedule:
After Notice to Proceed (NTP), R&M will work with our subconsultants for
completing the 35% Design and Construction Cost Estimate by July 2023.
Comprehensive and Strategic Plan Consistency Information
This legislation is consistent with (citation listed):
Comprehensive Plan: 1.3.4 Public Facilities and Services
Strategic Plan:
Other:
Certification of Funds
Total amount of funds listed in this legislation: $ 268,093
This legislation ():
Creates revenue in the amount of:
x Creates expenditure in amount of: 268,093
Creates a savings in the amount of:
Has no fiscal impact
Funds are ():
Budgeted Line item(s): Not budgeted, but included in Capital Improvement Plan
x Not budgeted
Not applicable
173
Fund Balance Information
Affected Fund ():
General SMIC Electric Wastewater
Boat Harbor Parking F1 Wat F1 Healthcare
Motor Pool Other 80084-0000-3400 to 01000-1122-
x ARPA Account 7009
Note: amounts are unaudited
Fund Balance/Net position — unrestricted/unassigned $ 1,806,416
Finance Signature:
Attorney Review
RYes Attorney Signature:
Not applicable Comments:
Administration Recommendation
eApprove Resolution
Other:
174
Sponsored by: Bower
CITY OF SEWARD,ALASKA
RESOLUTION 2023-035
A Resolution Of The City Council Of The City Of Seward, Alaska,
Authorizing The City Manager To Execute R&M Engineering Task Order No.
2734.25.03, Completing The 35% Design Of A New Public Works Facility,
And Appropriating Funds
WHEREAS,the current Public Works Facility is past its useful life and does not meet the
needs of the community or the staff operating in the department; and
WHEREAS, since 1984, relocation of the Public Works Facility has been discussed by
City Staff, the Planning and Zoning Commission,the Seward City Council, and the entire Seward
community; and
WHEREAS, construction of a new Public Works Facility is listed on the City of Seward's
2023-2028 Capital Improvement Plan; and
WHEREAS, the Municipal Land Use Plan has identified the parcel where the current
Public Works Facility is located as desirable for residential development; and
WHEREAS; Task Order 2734.25.03 will complete the 35% design and the construction
estimate for a new Public Works Facility.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF SEWARD, ALASKA that:
Section 1. The City Manager is authorized to execute task order No. 2734.25.03 with
R&M Engineering for the completion of a 35% design for a new Public Works Facility.
Section 2. Funding in the amount of $268,093 is hereby appropriated from AR-PA
Account 80084-0000-3400 to Contracted Services account no. 01000-1122-7009.
Section 3. This resolution shall take effect immediately upon adoption.
PASSED AND APPROVED by the City Council of the City of Seward, Alaska, this 28th
day of March, 2023.
THE CITY OF SEWARD, ALASKA
Sue McClure,Mayor
175
February 28, 2023 R&M Project#2734.25.03
Janette Bower-City Manager
City of Seward
410 Adams Street
Seward,Alaska 99664Llok
rmconsultcom
RE: On-Call Engineering Services Contract Task Order (#25.03)
New Public Works Facility 35% Design and Construction Cost Estimate
Dear Ms. Bower,
R&M CONSULTANTS,INC.
9101 Vanguard Drive We are pleased to submit this fee proposal to the City of Seward (City) under our On-Call
Anchorage,Alaska 99507 Engineering Services contract for Design of the New Public Works Facility. R&M Consultants,
Inc. (R&M) will provide project management, civil engineering, structural engineering, and
phone:90 agency coordination. R&M is assisted by KPB Architects for Architectural Design, CRW
907.522.3403 Engineering Group, LLC for Mechanical & Electrical Engineering and third-party structural
peer review. HMS, Inc. will provide Construction Cost Estimating services.
Our project team has recently completed the scoping phase of the project which provided
concept design of the site layout,floor plan,code analysis amenities, utilities and permitting
with conceptual construction cost estimate.A Geotechnical Investigation of the selected site
is currently being completed under Task Order (TO) 25.01. R&M is finalizing a topographic
design survey on the site. Re-platting design activities are in progress by R&M and will be
coordinated with this project.
Our Time and Expense (T&E) fee estimate Not to Exceed (NTE) $268,093 for the services as
described above is enclosed with KPB,CRW and HMS subconsultant proposals.We anticipate
the core and shell of the building to be a pre-engineered metal building (PEMB) that will be
designed and constructed by the construction contractor according to a performance
specification included in the Contract Documents. A Construction Cost Estimate will be
developed adequate establish the bond value needed for voter approval.
Deliverables
35% Design (Building, Site Work, Driveways, Utilities with Code and Permit Analysis)
Construction Cost Estimate from Independent Cost Estimator
Schedule: After Notice to Proceed (NTP), R&M will work with our subconsultants for
completing the 35% Design and Construction Cost Estimate by July 2023.
Please review let us know if you have any questions or require additional information.
Sincerely,.,Accepted by the City of Seward
M CON SU ANTS[Nr Janette Bower, City Manager
Donald R. Porter, PE
Utility Group Manager Signature) Date)
Enclosures: R&M Fee proposal breakdown
KPB Architects Scope Letter Proposal and Fee
CRW Engineering, LLC Fee Proposal
HMS, Inc. Scope Letter and Fee Proposal (Lump Sum)
176
A
R&M CONSULTANTS, INC. 1 212FontgStreet#150-Farbank,AK 97001?'907452.5
907.522.17070
Engineering Cost Estimate
FIRM: R&M Consultants, Inc. CLIENT: City of Seward
Task: A Public Works Facility-35% Design Project No: 2734.25.02 02/27/23
LABOR HOURS PER JOB CLASSIFICATION
Project
Site Utilities Utilities
Site Staff Structural
SUB-TASK SUB-TASK DESCRIPTION Project Project Staff
Manager
Engineer Engineer Engineer
Engineer Design
Prof 5 Prof 3 Prof 3
Prof 3 Prof 3 Eng 2
Project Management and Coordination 61 16 16
Research&review As-Builts 2 4 4 4 2
Geotech&Structural Coordination 2 2 2 4 4
Cover, Notes, Legend,etc. 8 8 2
Existing Conditions, Demo Plan 8 8
Site Plan 8 24
Site Sections 4 16
Roadway Plan, Profiles,Sections 16 40
Site Grading and Layout 24 16 40
Overall Utilities Plan 8 8 24 16
Storm Drainage Drawings 8 16
Water Service Plan and Profiles 2 8
Sewer Service Plan and Profiles 2 8
Design Narrative 8 8 8 8
Civil and Utility Details 2 8 40
General Conditions&Specifications 8 8 4 16
Foundation Section and Details 60
PEMB Specification 12
CSI Specifications 12
QC Review of Deliverables 4 4 4
Client review,respond to review comments 4 4
TOTAL LABOR HOURS 61 128 60 82 240 96
LABOR RATES ($/HR) 225.15 $171.00 $171.00 $114.00 $91.20 $148.20
LABOR COSTS ($) 13,734 $21,888 $10,260 $9,348 $21,888 $14,227
EXPENSES COMMENTS:
1.2 site visits to Seward (this phase)included in
DESCRIPTION QUANTITY
UNIT
PRICE MARKUP
TOTAL
expense estimate.
PRICE PRICE 2
Misc. Field Supplies 1 150.00 $ 150.00 $ 150.00 3.
R&M Vehicle Milage 512 $ 0.75 $ 384.00 $ 384.00 4.
TOTAL EXPENSES $ 534
SUB-CONTRACTORS
SUB-
DESCRIPTION FIRM
TOTAL
TASK PRICE
Architectural Design KPB 108,390 TOTAL LABOR 91,345
Electrical&Mechanical,Structural Review CRW 42,910 TOTAL EXPENSES 534
Construction Cost Estimate 35% HMS 8,894 SUBCONTRACTORS 160,194
SUBCONTRACTORS MARK-UP $ 16,019
TOTAL SUB- $ 160,194 TOTAL T&E COST 268,093
2/27/2023 TO 25.03 R&M Fee Proposal - New Public Works Facility 11 -35% Design 1 of 1
EARCHITECTS
February 9, 2023
Don Porter - Group Manager
R&M Consultants, Inc
9101 Vanguard Drive
Douglas, AK 99507
RE: City of Seward — New Public Works Facility Design
Dear Don,
Thank you for the opportunity to provide a fee proposal for architectural services through Schematic Design
for the City of Seward's new Public Works Facility Building. We understand the scope to be as follows;
Architectural Design through Schematic Design (35% Design): Drawings and sheet specifications.
Design coordination with engineering disciplines
Client consultation and coordination
Owner supplied data coordination.
Project Deliverables
o 35% Design: Drawings, Narrative, and Code Analysis
Proposed Design Fee: Time & Materials (Not to Exceed)
Schematic Design (35% Design)108,390
Exclusions &Assumptions
Exclusions: Fixture, furnishings, and equipment (FF&E) design; Cost estimating; Commissioning and
Training; Thermal Scans; Value-Engineering Participation and Implementation; Document
Reproduction
Assumptions: Fees are Time and Expense (T&E), KPB providing only architectural design/scope, project
management by R&M, other required engineering not included in KPB's fee proposal.
Thank you for the opportunity and please feel free to contact us should you have any questions or concerns.
Sincerely,
KPB Architects
David Popiel, AIA, NC B
Senior Architect
500 L Street,Suite 400 Anchorage,AK 99501 P: 9V8274.7443 F: 907.274.7407 www.kpborchitects.com
C RW
ENGINEERING GROUP,LLC
February 22, 2023
R&M Consultants, Inc
9101 Vanguard Drive
Anchorage, Alaska 99507
Attn: Donald Porter, P.E.
Re: City of Seward New Public Works Facility Design—35% M+E Design and Structural Peer Review
Proposed Scope & Fee - Revised
Dear Mr. Porter,
CRW Engineering Group is pleased to offer our proposal to provide mechanical and electrical
engineering services and structural third-party review in support of R&M Consultants' project for the
City of Seward new Public Works Facility. Our understanding is scope of work will be from concept
through the 35% schematic design and cost estimate submittal phase.
SCOPE OF SERVICES
CRW Engineering Group proposes to provide the following tasks for mechanical, electrical, and
structural engineering services for this project.
1) Mechanical design to include heating,ventilation, plumbing, and fuel oil distribution systems for the
new facility.
2) Electrical design to include internal power distribution, internal and external lighting, internal
telecom design, provisions to connect to utility telecom and power, generator sizing, roof solar
power design, hazardous location plans, and electrical site layout for the new facility.
3) CRW Senior Structural Engineer to provide third-party peer review of footing and foundation design
and PEMB specifications provided by R&M.
4) Attendance at design coordination meetings and review of construction cost estimates.
DELIVERABLES
The following deliverables will be provided:
35% Design Submittal—Drawings in PDF Format, Design Narrative, and Structural peer review
comments.
SCHEDULE
CRW is prepared to begin immediately upon receipt of Notice to Proceed (Anticipated March 2023),
with the understanding that 35% design and cost estimate will be submitted June of 2023.
FEE
CRW proposes to complete these services on a time and expenses basis in accordance with the attached
Fee Proposal. The estimated cost for the Basic Services tasks is$42,910.
Anchorage Office: 3940 Arctic Blvd. Suite 300,Anchorage,AK 99503 1 (907)562-3252 fax(907)561-2273
Palmer Office: 808 S. Bailey St. Suite 104, Palmer,AK 99645 1 (907)707-1352 www.crweng.com
179
February 22, 2023
City of Seward New Public Works Facility Design—35% M+E Design and Structural Review
Proposed Scope& Fee - Revised
Assumptions made in preparing this proposal are as follows:
1) Solar power panels may be located on the roof of the building. CRW will evaluate ideal panel
layout and estimate electricity to be generated from the solar panels. Solar power system will
not backfeed to utility.
2) CRW will design the lighting system based upon the usage of Power Over Ethernet (POE)
lighting, based on products readily and commercially available in Alaska, and locally supported.
The POE lighting shall be able to be integrated into the Building Automation System.
3) The generator and fuel tank will be located outside, and the only Hazardous Location is the
garage bays.
4) Others will select open office furniture or will inform CRW if the furniture is hardwired or
connects to a receptacle.
5) Cable tray will be used to the full extent possible to minimize raceway costs and support future
changes.
6) No Fire Alarm design or specifications are included in the CRW effort.
We look forward to assisting the R&M Consultants with this effort. If you have any questions or
comments regarding this proposal, please don't hesitate to contact me.
Sincerely,
CRW Engineering Group, LLC
PZ& a4,
Pete Bellezza, P.E.
Principal/Civil Engineer
Phone: (907) 646-5640/email: pbellezza@crweng.com
2of2
180
File:TaskC_Public Works Building 35%M+E Design.xls
Tab:35%Design Fee
R&M Consultants, Inc.
CONTRACT FEE PROPOSAL-City of Seward Public Works Building M+E Design
Name, Rate&Projected Hours
CRW Engineering Group, LLC Cost$
X >
X = X
35%DESIGN-BASIC SERVICES 0' 0' 0' C C
2/22/2023 X w w w C >
X U U U
w w w
N
C
0) 0 0 0 0 0 Total
w 2 2 w w in Q CRW Total Total
Task&Subtask Description 250 $240 $200 $160 $240 $160 $230 $110 Labor I Expenses I Subtask I Task
Project Management&Coordination
Project Management and Coordination 3 2 3 $1,560 30 $1,590
Kickoff Meeting and Coordination Meetings 2 3 2 3 2,040 40 $2,080
Total Task: 3 4 3 0 2 3 0 3 $3,600 70 $3,670 $37670
35%Design Submittal
Mechanial Design 4 24 60 15,360 $310 $15,670
Electrical Design 16 70 15,040 $300 $15,340
Structural Design Review 6 1,380 30 $1,410
Design Narrative and Calculations 2 8 6 1 8 4,560 90 $4,650
Independent Quality Assurance/Quality Control 2 2 960 20 $980
Attend Review Meeting(Virtual) 2 400 10 $410
Review&Respond to Owner Review Comments 1 1 1 1 760 20 $780
Total Task: 0 8 35 67 20 79 6 0 $38,460 $780 $39,240 $397240
TOTAL BASIC SERVICES: 3 12 38 67 22 82 6 3 $427060 $850 $427910 $427910
Notes and Assumptions:
1)Scope consists of assisting with development of a new City of Seward Public Works Building on a pre-selected lot.
2)CRW Scope includes:
a)Participation in Coordination Meetings and Review of third party cost estimate
b)Preparation of Mechanical and Electrical Design Documents
c)Structural Engineering Third Party Review of Footing and Foundation Plans and PEMB Specification
3)Submittals include:
a)35%Design-Drawings, Design Narrative,and Code Analysis
4)Cost Estimating will be provided by others.
181
CRW Engineering Group,LLC Page 1 of 1 Date:2/22/2023
DATE
4103 Minnesota Drive
2/21/2023
Anchorage, AK 99503
FEE PROPOSAL NO.
P: 907.561.1653
F: 907.562.0420
P22-12-06 (Rev. 1)
INC. S HMS PROJECT NO.
mail@hmsalaska.com
22148
Fee Proposal Prepared For:
R&M Consultants, Inc.
9101 Vanguard Drive
Anchorage, Alaska 99507
Attn: Don Porter
Project: Public Works Building
Location: Seward, Alaska
1. Project Description and Service
Provide a 35% construction cost estimate for an approximately 25,000 SF public works building.
The estimate will be in Uniformat Elemental Categories and priced for construction in summer 2023.
2. Fee Breakdown and Schedule (T&E Not-to-Exceed)
35% Design Estimate 8,894.00 Within (12)Full Working Days
The above fee does not include preparation of additive bid items or alternates. See 3. Terms below.
Allow the above full working days to provide the proposed services. Time for task completion will begin following
receipt of all available design information for that particular phase. Please note the above durations exclude
weekends, holidays and partial days. Please give two weeks advance notice for commencing each phase of work.
3. Terms
Deliverable:
HMS Inc. will provide a copy of our estimate via email in a PDF file format or in Excel, if necessary. Should
a hard copy of the estimate be necessary, at your request, a bound or loose copy will be provided to you.
Drawings:
Architect/Engineer shall provide HMS Inc. with full size, correct scale drawings, along with an electronic
set (PDF format preferred). Should these not be provided, it may be necessary to increase our fee proposal
and add additional days to complete our work.
Should it be necessary, HMS Inc. has the capability to print one or two drawings, however, depending on
the quantity, an additional charge may be added at$4.00/sheet.
Additive Bid Items or Alternates:
Our fee proposal does not include preparing estimates for additive bid items or alternates (except those
included in Section 2 Fee Breakdown) that require re-measurement of work items included in the Base Bid
cost estimate. We reserve the right to renegotiate our fee should alternates become necessary beyond
one or two minor alternates or additive bid items.
Page"?of 3
DATE
4103 Minnesota Drive
2/21/2023
Anchorage, AK 99503
FEE PROPOSAL NO.
P: 907.561.1653VF: 907.562.0420
P22-12-06 (Rev. 1)
INC. S HMS PROJECT NO.
mail@hmsalaska.com
22148
3. Terms(Continued)
Reimbursable Expenses:
This fee proposal does not provide for long distance phone calls, site visits, meetings with the owner, or
any other unforeseen expenses unless listed in Section 2. Fee Breakdown. Any such items, if required,
will be charged on a time-and-expense basis at our current rate schedule.
Penalty/Bonus Condition:
This proposal is made on the understanding that we will not be entering into an agreement with the client
that includes a penalty/bonus condition dependent on the outcome of the bid. Should such a clause be
required, we reserve the right to modify our proposal or possibly withdraw from the project.
Additional Insured:
Any requirements to name additional insureds on our insurance policies may be subject to additional fees
should fees be added to our policy by our carrier.
Payment Terms:
Payment shall be made within (45) days of invoice date. Delayed payment beyond that period is subject
to a 1.5% fee per month.
Expiration Date:
This fee proposal is valid for(6) months from the date of issue. HMS Inc. reserves the right to adjust the
fee to incorporate the current years rates after the (6) month period.
Change in Scope:
Should the project scope or format change, HMS Inc. reserves the right to modify this proposal. Written
approval for work on increased scope items prior to proceeding with additional work will be required.
Notice to Proceed:
Designer/owner will provide written notice to proceed. Delivery of documents is not considered a notice
to proceed.
Prepared By:
Kent Gamble, Principal
KG/km
Page" of 3
DATE
4103 Minnesota Drive
2/21/2023
Anchorage, AK 99503
FEE PROPOSAL NO.
P: 907.561.1653
P22-12-06 (Rev. 1)
F: 907.562.0420
INC. S HMS PROJECT NO.
mail@hmsalaska.com
22148
FEE BREAKDOWN
2022 SCHEDULE OF RATES)
Project: Public Works Building A/E Firm: R&M Consultants, Inc.
Location:Seward, Alaska Prepared By: Kent Gamble, Principal
Total Total
Discipline Rate Hours Subtotal Hours Fee
35% Design Estimate:
Estimator V 183.00 x 4 = 732.00
Estimator IV 159.00 x 18 = 2,862.00
Estimator III 149.00 x 15 = 2,235.00
Estimator II 127.00 x 15 = 1,905.00
Estimator I 86.00 x 8 = 688.00
Office Support II 86.00 x 4 = 344.00
Office Support I 64.00 x 2 = 128.00
Total 35% Design Estimate: 66 Hours 8,894.00
TOTAL:66 Hours 8,894.00
Page"I of 3
swir-
Resolution 2023-036:
A Resolution of the City Council of the City of Seward,
Alaska, Authorizing the City Manager to Reimburse
Chugachmiut Regional Health Center for a Portion of a
Sewer Line Realignment in the amount of $56,975, and
Appropriating Funds
Documents:
Agenda Statement
Resolution 2023-036
Roger Hickel Contracting Estimate
Sewer Line Re-Route Graphic
Fort Raymond Preliminary Plat
185
City Council Agenda Statement
a
Meeting Date: March 28, 2023
t!
To: City Council
From: Janette Bower, City Manager
Subject: Resolution 2023-036: Authorizing the City Manager to Reimburse
Chugachmiut Regional Health Center for a Portion of a Sewer Line
Realignment in the amount of $56,975, And Appropriating Funds
Background and justification:
In September 2021, Seward City Council voted to approve the sale of 3.31 acres of the "Fort
Raymond Property"which borders the Parks and Recreation Warehouse on the East side and the
new Public Works Facility parcel on the North. At that time, Chugachmiut began to plan for the
construction of a new clinic and agreed to re-route the sewer line in order to allow for the needs
and requirements of the clinic project. Subsequently to this transaction and project planning, the
City of Seward selected the parcel just to the north as the site of the new Public Works Facility. In
order to accommodate the sewer needs of that new facility, the City requested Chugachmiut
provide an estimate for the cost of re-routing the sewer line in a manner that would accommodate
the Public Works Facility.
In response to this request, Chugachmiut obtained a project estimate from Roger Hickel
Contracting, who plans to use Metco Alaska, of$153,700. Of that amount, $56,975 represents the
additional costs associated with re-routing the sewer line in a design configuration that
accommodates the City of Seward's project needs. Conducting the expansion in this manner will
save the City of Seward time and funding.
Comprehensive and Strategic Plan Consistency Information
This legislation is consistent with (citation listed):
Comprehensive Plan: 1.3.4 Public Facilities and Services
Strategic Plan:
Other:
Certification of Funds
Total amount of funds listed in this legislation: $ 56,975
This legislation ():
Creates revenue in the amount of:
x Creates expenditure in amount of: 56,975
Creates a savings in the amount of:
Has no fiscal impact
Funds are ():
Budgeted Line item(s):
x Not budgeted 80084-0000-3400 to 01000-1122-7009
Not applicable
186
Fund Balance Information
Affected Fund ():
General SMIC Electric Wastewater
Boat Harbor Parking F1 Water F1 Healthcare
Motor Pool x Other ARPA
Note: amounts are unaudited
Fund Balance/Net position — unrestricted/unassigned $ 1,806,416
Finance Director Signature:
Attorney Review
RxYes Attorney Signature:
Not applicable Comments:
Administration Recommendation
x Approve Res.
Other:
187
Sponsored by: Bower
CITY OF SEWARD,ALASKA
RESOLUTION 2023-036
A Resolution Of The City Council Of The City Of Seward, Alaska,
Authorizing The City Manager To Reimburse Chugachmiut Regional Health
Center For A Portion Of A Sewer Line Realignment In The Amount Of
56,975,And Appropriating Funds
WHEREAS, Chugachmiut Regional Health Center purchased 3.31 acres of land from the
City and is in the process of constructing a new clinic; and
WHEREAS, at the time of negotiating the acquisition of the 3.31 acres from the City of
Seward, Chugachmiut Regional Health Center committed to re-routing the sewer line in order to
accommodate their new facility; and
WHEREAS, the City of Seward is in the process of design and engineering for the
construction of a new Public Works Facility; and
WHEREAS, in order to accommodate the new Public Works Facility sewer needs, the
City of Seward met and discussed with Chugachmiut the option to modify the planned sewer re-
route; and
WHEREAS, although water and sewer lines serve the current parcels,the sewer line must
be relocated in order to facilitate the development of both projects; and
WHEREAS,the total project cost to re-route the sewer line is $153,700 of which, $56,975
represents the portion of the project that the City of Seward's Public Works Facility will require;
and
WHEREAS, this resolution authorizes the City Manager to reimburse Chugachmiut
Regional Heath Center for the City of Seward's portion of the project cost.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
SEWARD,ALASKA that:
Section 1. The City Manager is authorized to reimburse Chugachmiut Regional Health
Center for a portion for a sewer line realignment which will provide service to the new Public
Works Facility.
Section 2. Funding in the amount of $56,975 is hereby appropriated from ARPA
Account 80084-0000-3400 to Contracted Services account no. 01000-1122-7009
Section 3. This resolution shall take effect immediately upon adoption.
188
ROGER HICKEL
CONTRACTING
March 10, 2023
Converge Project Management
Attn: Erik Fredeen
Re: Chugachmiut— Regional Health Center—Sewer Line Realignment
Dear Mr. Fredeen,
We appreciate the opportunity to assist Chugachmiut and Converge Project Management with
the Regional Health Center in Seward, Alaska. This ROM proposal is to re-align the existing
sewer line within Chugachmiut's property in Seward. We have provided a table below to
delineate the costs between the two different routing alignments. Below you will find our
pricing along with our assumptions and exclusions:
Assumptions:
We assume this will be incorporated into the work and we excluded mobilization as that
will be apart of the direct project work.
We have excluded pricing pertaining to permitting, inspections, density testing, and the
SWPPP, as these costs will be incorporated into the direct cost of the project work.
Additional fill materials, and pumping services are also excluded from this proposal.
o Additional materials are available at the pricing below (RHC markup included):
Classified fill delivered to the site - $12.19 per yard.
D-1 delivered to the site - $22.79 per yard.
Class A concrete delivered to the site - $233.20 per yard.
Pumping Services - $318.00 per hour with a three (3) hour minimum and
5.30 per yard hauled off of the site.
Linear foot pricing for smaller diameter pipe is included in the attached
pricing from Metco. Pricing below includes installation of a 10" line.
Pumping may be required depending on the depth of the water table.
Pricing:
Chugachmiut/City of Seward Agreed to Sewer Plan(June 2021) New Developments-City of Seward Project
247 LF of 10" Pipe Installed -$61,750.00 446 LF of 10" Pipe Installed - $111,500.00
One (1) Manhole Installed -$9,500.00 Three (3) Manholes Installed - $28,500.00
Four (4) Manhole Tie-Ins-$20,000.00 One (1) Manhole Tie-In -$5,000.00
Total Price -$91,250.00 Total Price -$145,000.00
RHC Markup- 6% -$5,475.00 RHC Markup- 6%-$8,700.00
Total Price-$96,725.00 Total Price -$153,700.00
Roger Hickel Contracting, Inc. (RHC) self-performs our own civil construction and it is our
opinion that the "New Developments" is selected. This alternative is obviously not the most
cost effient option, but for future use/maintenance/replacement we feel that this is the only
viable option to the City of Seward and Chugachmiut.
1 1001 Calaska Circle • Anchorage, Alaska •19§515 • phone 907-279-1400 • fax 907-279-1405
As always, we appreciate the opportunity to present this ROM costs proposal and would be
happy to answer any questions you may have.
Sincerely,Accepted:
Chugachmiut/Converge PM
Scott Bowland, Project Manager Date:
Roger Hickel Contracting, Inc.
190
From: Cole Petersen
To: Bowland.Scott
Subject: Prices
Date:Wednesday,March 8,2023 4:19:59 PM
Attachments: imaoe001.ono
Let me know if you have any questions or need anything else.
Don't hesitate to call me as things come up.
2701 Seward Highway
IT * Seward,AK 99664
y, ..Issr%LASKA
907-224-31 1
DATE 3/8/23
Project: CRHC
10" mainline 250 per ft
4" sewer service 185 per ft
6" water or sewer service $200 pr ft if there is going to be excess fittings like in the
drawing that price might adjust some
Manhole modification 5,000 per hole
Manholes standard size. $9,500 installed.
It semes like the green sewer option would be the best for both parties. The red seems like a
better deal with less pipe but when you start cutting and piecing things together than that
what you get a pieced together system. The green is a nice new line where it needs to be and
would be cheaper in the long run and a better option for future development of the north lot.
Just a thought. There might be a closer point for the service to the new building to connect
into that new green line to avoid tie in out by the highway.
Break down.
191
247 LF 10" 61,750
1 manhole 9,500
4 manhole tie in 20,000
Total estimated price $91,250.00
446 LF 10" 111,500
3 manholes 28,500
1 tie in 5,000
Total estimated price $145,000.00
Is it known if the water table is high in that area? I would think on the lower side of the lot
there would water 3-4 ft down and that would mean there would be pumping involved.
Estimated pricing excludes
Engineering
Permits
Inspections
Density testing
Swppp
We can implement swppp at the direction of you team.
Prices of some materials you might be needing.
Classified fill delivered to site $11.50 per yard
D-1 delivered to site $21.50 per yard.
192
Class A concrete delivered $220 per yard.
Pump truck $300 per hour 3 hour minimum and $5 per yard pumped.
193
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swir-
Resolution 2023-037:
A Resolution of the City Council of the City of Seward,
Alaska, Approving the Lawful Action to Bring Suit Against
A Non-Compliant Short-Term Rental At 2410 Maple and
Appropriating Funds in an amount Not to Exceed
10,000
Documents:
Agenda Statement
Resolution 2023-037
197
City Council Agenda Statement
a
Meeting Date: March 28, 2023
t!
To: City Council
Through: Janette Bower, City Manager
From: Jason Bickling, Community Development Director
Subject: Resolution 2023-037: Approving the Lawful Action to Bring Suit Against a
Non-Compliant Short-Term Rental Property at 2410 Maple and Appropriating
Funds in an amount Not to Exceed $10,000
Background and justification:
City Administration requests City Council approval to bring court action for injunctive relief and fines
against a non-compliant Short-Term Rental owner.
This short-term rental owner does not have a City of Seward business license, is not registered with
the Borough for bed tax, does not have a short-term rental permit, and has not provided proof of
insurance. Additionally, they are operating a whole house rental in a Rural Residential zoning
district where whole house rentals are prohibited.
The standard compliance process is to send and initial letter that is meant to help the property
owner understand their noncompliance and explain what they need to do to become compliant, if
possible. The first letter was sent to the property owner on May 25, 2022. Subsequent letters have
gone out from the Community Development department, each one with increasing urgency and
communicating possible consequences of the property owner's continued noncompliance. The last
letter was sent by the City Attorney's office directly, in February of 2023. Each letter has been
confirmed with receipt by the owner, but neither City Administration nor the City Attorney has
received a response and the non-compliant property owner has continued operation of their lodging
business.
City Administration has had several meetings with the City Attorney in the compliance process
regarding said owners. This formal legal action is the last resort and only course of action at this
point to make these property owners come into compliance.
The actual cost of litigation is undetermined, but the City Attorney has stated that $10,000 should
provide a good buffer from actual costs and would only be reached in very unusual circumstances.
Additionally, every effort shall be made to recuperate as much of the legal costs as possible from
the non-compliant operator.
Comprehensive and Strategic Plan Consistency Information
This legislation is consistent with (citation listed):
Comprehensive Plan: 3.2.1.2, 3.9.2.3
Strategic Plan:
Other:
198
Certification of Funds
Total amount of funds listed in this legislation: $ 10,000
This legislation ():
Creates revenue in the amount of:
X Creates expenditure in amount of: 10,000
Creates a savings in the amount of:
Has no fiscal impact
Funds are ():
Budgeted Line item(s):
X Not budgeted 01000-0000-3400 to 01000-1122-7006-0090
Not applicable
Fund Balance Information
Affected Fund ():
X General SMIC Electric Wastewater
Boat Harbor Parking F1 Water F1 Healthcare
Motor Pool Other
Note: amounts are unaudited
Fund Balance/Net position — restricted 2,597,995
Fund Balance/Net position — unrestricted/unassigned $ 7,334,752
Available Unrestricted Cash Balance: 10,129,608
Finance Director Signature:
Attorney Review
eX Yes Attorney Signature:
Not applicable Comments:
Administration Recommendation
x Approve
Resolution
Other:
199
Sponsored by: Bower
CITY OF SEWARD,ALASKA
RESOLUTION 2023-037
A Resolution Of The City Council Of The City Of Seward,Alaska,Approving
The Lawful Action To Bring Suit Against A Non-Compliant Short-Term
Rental At 2410 Maple And Appropriating Funds In An Amount Not To
Exceed $10,000
WHEREAS, the property at 2410 Maple is currently operating as a non-permitted short
term rental in violation of Title 15 of the Seward City Code; and
WHEREAS,the Community Development department oversees the Title 15 Code and the
compliance therein including the operation of short term rentals; and
WHEREAS, the Community Development Department has pursued the compliance
process according to code; and
WHEREAS, administration has complied with Seward City Code 15.01.050,notifying the
property owners in writing via mail with proof of receipt on three separate occasions; and
WHEREAS, the short-term rental owner has not responded to the measures prescribed in
code and continues to operate; and
WHEREAS,this compliance situation and process has been presented to the Planning and
Zoning Commission at their March 14, 2023 regular meeting; and
WHEREAS, Seward City Code 15.01.050(2) states that if the violation has not been
corrected, the next step in the compliance process is to bring suit for fines and injunctive relief
against the non-compliant party; and
WHEREAS, taking such action requires City Council approval.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
SEWARD,ALASKA that:
Section 1. The City Council hereby authorizes the lawful action to bring suit against a
non-compliant short term rental owner and appropriating funds not to exceed $10,000.
Section 2. Funding in the amount of$10,000 is hereby appropriated from General
Fund Unassigned Fund Balance account no. 01000-0000-3400 to Community
Development Legal Services account no. 01000-1122-7006-0090 within the 2023
Operating Budget.
Section 3. This resolution shall take effect immediately upon adoption.
200
Sponsored by: City Clerk
CITY OF SEWARD,ALASKA
RESOLUTION 2023-038
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SEWARD,
ALASKA,ACCEPTING THE RESIGNATION OF CITY CLERK BRENDA
BALLOU AND SETTING THE TERMS FOR HER DEPARTURE FROM
CITY EMPLOYMENT
WHEREAS,the City of Seward and Brenda Ballou entered into an employment agreement
effective October 10, 2017; and
WHEREAS, City Clerk Brenda Ballou tendered her resignation to the City Council on
March 15, 2023; and
WHEREAS, Ballou has stated that her last day of employment with the City of Seward
will be May 22, 2023.
NOW,THEREFORE,BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF SEWARD,ALASKA that:
Section 1. The employment agreement between the City of Seward and City Clerk Brenda
Ballou shall terminate on May 22, 2023 in accordance with the Employment Agreement, Item
8(a)requiring sixty (60) days' notice.
Section 2. Upon conveyance to the City of all city files and property in her possession,
Ballou shall be paid all sums due to her for time worked and any accumulated vacation leave as
required by the Seward City Code, Charter and the Employment Agreement.
Section 3. This resolution shall take effect immediately upon its adoption.
PASSED AND APPROVED by the City Council of the City of Seward, Alaska, this 28th
day of March, 2023.
THE CITY OF SEWARD,ALASKA
Sue McClure,Mayor
AYES:
NOES:
ABSENT:
ABSTAIN:
201
Employment Agreement
Amendment #3
City Clerk
This agreement approved by the City Council of the City of Seward, effective October 10,2017, amended
91) on October 22, 2018 and(92) on March 8, 2021, and amended on March 14, 2022(#3) is between the
City of Seward, Alaska, whose address is PO Box 167, Seward,Alaska 99664 ("City") and Brenda J.Ballou,
whose address is PO Box 2102, Seward, AK 99664 ("Ballou" or "City Clerk"). The City agrees to employ
Ballou as City Clerk.
This agreement shall continue indefinitely under the following terms:
I. The City acknowledges that City Clerk is committed to the ideals of the International Institute of
Municipal Clerks ("IIMC"), and both parties mutually desire that City Clerk be subject to and
comply with the IIMC Code of Ethics. The City agrees that no member of City Council orany
employee of the City may give any order, direction, or make any request that would require the
City Clerk to violate the IIMC Code of Ethics. (Attached)
2. City Clerk agrees to devote full-time on behalf of the City, and may continue to engage in her
private business so long as it does not interfere with the City Clerk's duties.
3. Professional growth and continuing education, and obtaining and maintaining clerk
certifications through training and education, is allowed and encouraged for City Clerk and the
staff of the clerk's office.
4. City Clerk is encouraged to participate in community and civic affairs.
5. Travel by the City Clerk shall be in accordance with City Code 3.60.025. Reimbursement for
expenditures on behalf of the City shall not be paid unless reimbursement is sought in
accordance with standard City procedures, including receipts, vouchers, and supporting
material.
6. City Clerk shall accrue annual leave and holidays in accordance with Chapter 3.45 and 3.50 of
the Seward City Code at the rate of 303.33 hours per year. City Clerk shall be covered by the
standard City health insurance and retirement plans.
7. The provisions of Title 3 of the Seward City Code shall not apply to this agreement with the
following exceptions:
a. 3.15.085. Longevity Bonus.
b. 3.15.090.Retirement.
c. 3.15.095. Insurance and medical benefits.
d. 3.35. Employee Development. City Clerk will have collateral responsibility for
employee development within the City Clerk Department.
e. 3.45. Annual Leave. The City Council will administer Annual Leave policy for the
City Clerk. This includes FMLA (3.45.095) and bereavement leave (3.45.040
f. 3.50.Holidays.
g. 3.60. Special Provisions.
Employment Agreement
Amendment #3
City Clerk
h. 3.70. Standards Relating to Drugs and Alcohol.
1. 3.75. Standards Relating to Employee Conduct.
J. 3.80. Worker's Compensation.
8. Because of the peculiar nature of the City Clerk position, it is agreed that the City's business
can only succeed if the City Clerk and the City Council enjoy a working relationship based on
mutual respect, trust and positive attitudes. It may, therefore, be impossible to quantify "poor
performance" or "just cause" for termination given these complexities which often involve
personality factors as opposed to legal or contractual factors. It is therefore the intent of both
the City and City Clerk, to provide for termination by either the City or City Clerk without
resort to any determination of cause or any necessary explanation by the City.
Accordingly, this agreement may be terminated as follows:
a) By City Clerk, for any reason or no stated reason, upon giving sixty (60) days written
notice to the City. Upon receipt of notice, the City may immediately terminate the
relationship, or may require City Clerk to continue for a period not to exceed sixty (60)
days at her regular rate of pay from the date of receipt of the notice. The City shall
make the election promptly and within fourteen (14) days of the receipt of notice, and
the City's failure to make an election shall be deemed as election to terminate the
relationship sixty (60) days from the date of receipt of the notice. If the relationship is
so terminated, the City shall not be responsible for any severance or termination pay,
and City Clerk shall be entitled to any annual leave balance to the date of termination.
b) By the City Council for any reason or no stated reason upon giving written notice to
City Clerk. The City Council may,at its option,terminate the relationship immediately and
provide City Clerk with sixty(60) days' pay in lieu of notice, or, the City Council may
require City Clerk to continue service at her regular rate of pay for a period of sixty
60) days. City Clerk shall be entitled to her annual leave balance at the date of
termination.
c) If City Clerk retires from full-time public service with the City, City Clerk will provide
six (6)months' notice, and the actual retirement date will be mutually established.
9. The City shall defend, indemnify, and hold City Clerk harmless for claims against City Clerk
for acts or omissions resulting from her employment by the City and within the scope of the
duties as City Clerk pursuant to Chapter 2.35 of the Seward City Code.
10. The City Council shall provide the City Clerk with a probationary period of nine (9) months
from the date of hire, and shall conduct an Initial Evaluation at that time to re-evaluate the City
Clerk's goals and provide supportive direction Completed July, 2018. Following this Initial
Evaluation, the City Clerk's evaluation will fall in line with the regular schedule as outlined in
the City Council Rules of Procedure, Rule 16.
Employment Agreement
Amendment #3
City Clerk
11. City Clerk shall be paid at the rate of$87,250 S89.868 per year. The City Council agrees
to review City Clerk's performance and contract annually and may consider a salary
increase or other amendment(s) to this contract upon favorable review. This
agreement is the entire agreement and wherever approval of the City is required, it
is understood that such approval will be by the City Council of the City of Seward.
This agreement supersedes any previous agreement and may be modified only in
writing signed by each of the parties. This agreementwill be interpreted and enforced
in Alaska in accordance with the laws of the State of Alaska and is subject to all
applicable Charter and ordinance provisions of the City of Seward.
DATED this _ day of 2022.
CITY OF SEWARD, ALASKA
Christy Terry, Mayor Brenda J. Ballou, MMC
Janette Bower, City Manager City Seal)
City of Sewardt
Action Memorandum 2023-004
G
Meeting Date: March 28, 2023
To: City Council
From: Janette Bower, City Manager
Subject: Action Memorandum 2023-004: Accepting the City Manager's Resignation,
Effective May 10, 2023
Background and justification:
Two Seward City Charter provisions apply to a resignation by a city manager.The first requires the
officer to file the resignation with the city clerk and the second requires the council to approve
accept) the resignation.
On March 10, 2023, I filed my resignation with the city clerk. This action memorandum fulfills the
next required step in the process.
Although I don't normally write legislation from a first-person standpoint, I am going to take this
opportunity to do so.
Often when a city manager leaves a city there is an assumption that there is an unworkable issue
between the city manager and the city council. I want everyone to know this isn't the case.The city
council is a diverse group who respects one another and works well together. The council has been
very, very supportive of me and I am confident the council will continue to support the new
manager.
Seward is an amazing community and I have been honored to serve as city manager.
2.9 When office to become vacant.
a) A city office shall become vacant upon the occurrence of any of the following events:
1) The expiration of the term of office;
2) The death of the incumbent;
3) A resignation when approved by the council;
4) A removal from office in the manner provided by law;
5) Ceasing to possess at any time the qualifications or eligibility required by this Charter
for election or appointment to office;
6) After final conviction of a felony involving moral turpitude, or of any offense involving a
violation of an oath of office;
7) A judicial determination that the incumbent is of unsound mind;
8) A decision of a competent tribunal declaring the election or appointment of the
incumbent void;
9) Upon failure to take the oath or make the affirmation or file the bond required for the
office within ten days from the date of appointment or certification of election or within
such other time not exceeding twenty days thereafter as the council may fix; or
10) Any other event which, by law, creates a vacancy.
205
b) The council shall provide in the Code for creating vacancies in elective offices on account of
failure to perform the duties of office. Such provision shall be self-executing.
2.10 Resignation.
Resignations of officer shall be made in writing and filed with the city clerk, who shall immediately
notify the proper officials concerned.
Comprehensive and Strategic Plan Consistency Information
This legislation is consistent with (citation listed):
Comprehensive Plan:
Strategic Plan:
Other:
Certification of Funds
Total amount of funds listed in this legislation: $ 0
This legislation ():
x Creates revenue in the amount of:
Creates expenditure in amount of:
Creates a savings in the amount of:
Has no fiscal impact
Funds are ():
x Budgeted Line item(s):
Not budgeted
Not applicable
Fund Balance Information
Affected Fund ():
General SMIC Electric Wastewater
Boat Harbor Parking F1 Wat F1 Healthcare
Motor Pool Other
Note., amounts are unaudited
Fund Balance/Net position — unrestricted/unassigned $
Finance Director Signature:
Attorney Review
Yes Attorney Signature:
Not applicable Comments:
206
Administration Recommendation
e Adopt AM
Other:
Disposition (Completed by the City Clerk's Office)
207
AGENDA STATEMENT
Meeting Date: March 28, 2023
From: Kris Peck, Deputy City Clerk
Agenda Item: Non-Objection to Renewal of Liquor License
BACKGROUND &JUSTIFICATION:
The Seward City Council has the opportunity to object the renewal of the following Liquor
License for the following business:
Business: Seasalt Alaskan Bar& Grill
Licensee: Klondike Pizzeria II LLC
Type: Beverage Dispensary
License: 822
The City of Seward Police Department, Fire Department, Finance Department, and the Kenai
Peninsula Borough have no objections to the liquor license for this business.
FISCAL NOTE:
In the event the City of Seward chooses to file a protest for the above liquor license renewal,
then under Alaska Statutes, the City of Seward will be required to assist in, or undertake the
defense of its protest.
RECOMMENDATION:
Non-objection to the renewal of liquor license for the Seasalt Alaskan Bar & Grill 9822 —
Restaurant/Eating Place-Seasonal.
208
MEMORANDUM
Date: February 1, 2023 RECEIVED
To: Naneth Ainbrosiani Finance/Leases FEB 15 2423
Steven Zilberg Finance/Public Utilities
Chief Alan Nickell Police Department OFFICE,OF THE
Chief Clinton Crites Fire Department OTY CLERK
From: Kris Peck, Deputy City Clerk
RE: Verifying compliance for the RENEWAL of a liquor license
The following business has applied for a liquor license renewal. Please review for compliance
with all utilities, lease payments and assessments. Thank you.
Name of Business: Seasalt Alaskan Bar& Grill
Licensee: Klondike Pizzeria 11 LLC
Type of License: Beverage Dispensary
License Number: 822
Department Status Initials
Finance/Leases
Finance/Utilities
Police Chief
Fire Chief
jr
Deadline for protest: Saturday, April 2, 2023 (60 days from receipt of notification)
1 Gi Pl
Last regular council meeting for approval: Tuesday, March 28, 2023 b
I
jb'z3
lam (,1,` I
PLEASE RETURN TO CITY CLERK no later than noon on Tuesday, March 21, 223
209
V OF 'r
III % THE STATE Department of Commerce, Community,
an', of d Economic DevelopmentALASALCOHOL& MARIJUANA CONTROL OFFICE
4
550 West 7t"Avenue, Suite 1600
GOVERNOR MIKE DUNLEAVY Anchorage,AK 99501
Qe.
ALAS
P Main: 907.269.0350
February 1, 2023
City of Seward
Kenai Peninsula Borough
Via Email: MJenkins@kpb.us; JVanHoose@kpb.us; jratky@kpb.us; Clackinsky@kpb.us,
MAN ridge@kpb.us; ncarver@kpb.us; slopez@kpb.us;JBlankenship@kpb.us; assemblyclerk@kpb.us;
bcarter@kpb.us; clerk@cityofseward.net; bballou@cityofseward.net
Re: Notice of 2023/2024 Liquor License Renewal Application
License Type: Beverage Dispensary License 822
Licensee: Klondike Pizzeria II LLC
Doing Business As: Seasalt, Alaskan Bar&Grill
We have received a completed renewal application for the above listed license (see attached application
documents) within your jurisdiction.This is the notice required under AS O4.11.480.
A local governing body may protest the approval of an application(s) pursuant to AS O4.11.480 by
furnishing the director and the applicant with a clear and concise written statement of reasons for the
protest within 60 days of receipt of this notice, and by allowing the applicant a reasonable opportunity to
defend the application before a meeting of the local governing body, as required by 3 AAC 304.145(d). If
a protest is filed, the board will deny the application unless the board finds that the protest is arbitrary,
capricious, and unreasonable.
To protest the application referenced above, please submit your written protest within 60 days, and
show proof of service upon the applicant and proof that the applicant has had a reasonable opportunity
to defend the application before a meeting of the local governing body.
Sincerely,
Joan Wilson, Director
amco.localgovernmentonly@alaska.gov
210
STATE OF ALASKA-ALCOHOLIC BEVERAGE CONTROL BOARD LICENSE NUMBER
FORM CONTROL
xxxx
822
LIQUOR LICENSE
ISSUED
2023 - 2024 LICENSE RENEWAL APPLICATION DUE
02/01/2023 DECEMBER 31,2024(AS O4.11.270(b))
ABC BOARD TEMPORARY THIS LICENSE EXPIRES MIDNIGHT
FEBRUARY 28,2025 UNLESS DATED BELOW
TYPE OF LICENSE: Beverage Dispen, 4/15 - 10/14
LICENSE FEE: $2,500.00
1104 CITY/BOROUGH: Seward
Kenai Peninsula Borough
D/B/A: Seasalt,Alaskan Bar& Grill
This license cannot be transferred without permission
133 4th Avenue, Seward, AK of the Alcoholic Beverage Control Board
Mail Address: Special restriction-see reverse side
Klondike Pizzeria II LLC
1120 E. Huffman 24 PM 416
ISSUED BY ORDER OF THE
ALCOHOLIC BEVERAGE CONTROL BOARD
Anchorage, AK 99515
DIRECTOR
04-900(REV 10/20/22 THIS LICENSE MUST BE POSTED IN A VISIBLE PLACE ON THE PREMISES
STATE OF ALASKA -ALCOHOLIC BEVERAGE CONTROL BOARD LICENSE NUMBER
FORM CONTROL
xxxx LIQUOR LICENSE 822
ISSUED
2023 - 2024 LICENSE RENEWAL APPLICATION DUE
02/01/2023 DECEMBER 31,2024(AS O4.11.270(b))
ABC BOARD TEMPORARY THIS LICENSE EXPIRES MIDNIGHT
FEBRUARY 28,2025 UNLESS DATED BELOW
TYPE OF LICENSE: Beverage Disper 4/15 - 10/14
LICENSE FEE: $2,500.00
CITY/BOROUGH: Seward
Kenai Peninsula Borough
This license cannot be transferred without permission
of the Alcoholic Beverage Control Board
D/B/A:Special restriction-see reverse side
Seasalt, Alaskan Bar& Grill ISSUED BY ORDER OF THE
133 4th Avenue, Seward, AK 99664 ALCOHOLIC BEVERAGE CONTROL BOARD
Mailing Address:
Klondike Pizzeria II LLC COPY
1120 E. Huffman 24 PMB 416 DIRECTOR
Anchorage, AK 99515 THIS LICENSE MUST BE POSTED IN A VISIBLE PLACE ON THE PREMISES
04-900(REV 5/9/22)
211
AHco
Alaska Alcohholk Beverage Contro0 Board
AB-27O 207-3/ 2Q24 Lokense Reney° O Applicatl hol and Marijuana Control Office
h
550 W 7 Avenue,
Suite 1600
Anchorage,AK 99501
AMCO alcohol.licensine@alaska.rzov
https://www.commerce.alaska.gov/web/amco
Phone:907.269.0350
Ile, '
RVL c't Alaska Alcoholic Beverage Comrol Board
r 7. al Renewal Application
This form and any required supplemental forms must be completed,signed by the licensee,and postmarked no later than 12/31/2022 per
AS O4.11.270,3 AAC 304.160,with all required fees paid in full,or a non-refundable$500.00late fee applies.
Any application for renewal or any fees for renewal that have not been postmarked by 2/28/2023 will be expired per AS O4.11.540,3 AAC
304.160(e).
All fields of this application must be deemed complete by AMCO staff and must be accompanied by the required fees and all documents
required,or the application will be returned without being processed,per AS O4.11.270,3 AAC 304.105
Receipt and/or processing of renewal payments by AMCO staff neither indicates nor guarantees in any way that an application will
be deemed complete,renewed,or that it will be scheduled for the next ABC Board meeting.
Section 1 - Establishment Contact Information
Licensee(Owner): Klondike Pizzeria II LLC
License#: 822
License Type: Beverage Dispensary S o!"to B
Doing Business As: Seasalt,Alaskan Bar&Grill
Local Governing Body: Seward,Kenai Peninsula Borough
Community Council:
If Vow mailing address has changed,tf 4te the NEW address below:
R/laffing Address:
City: State: SIP:
ectiC)lM 2 ® Lic onooe Cow4anc oar ior
Contact Licensee'The individual listed below must be part of the ownership structure of the licensee listed in Section 1.This person
will be the designated point of contact regarding this license,unless the Optional contact is completed.
Contact Licensee:ct_ kL r`3ot. t
Contact Phone: iG 3 e 2 so m IS I
Contact mail: Se- Aor 0 "ems t tA/--\
Optional:If you wish for AMCO staff to communicate with anyone other than the Contact Licensee(such as legal counsel)about your license,
list their information below:
Name of Contact:
A
Lonna Phone:
Q d
CContaa Email:
action 3 o for Package Stores ORLU.- Mf tten Order Information
YES NO
Do you intend to sell alcoholic beverages and ship them to another location in response to written solicitation in
calendar years 2022 and/or 2023? El 1:1
form AB-171(rev 9/27/2022)
AMCO Received 11/29/26V of 3
212
i
Jnl t"ah%
AN><co
Alaska Alcoholic Beverage Control Board
Form AB-17: 2023/2024 License Renewal Application
Section 4 - Ownership Structure Certification
YES NO
Did the ownership structure of the licensed business change in 2021/2022?
If Yes,and you have NOT notified AMCO,list the updated information on form AB-39:Change of Officers and submit with your renewal application.
If No,certify the statement below by initialing the box to the right of the statement.
1 certify that the ownership structure of the business who owns this alcohol license did not change in any way during
the calendar years 2021 or 2022.
Section 5 - License Operation
Check ONEBOXfor EACH CALENDAR YEAR that best describes howthis liquor license was operated: 2021 2022
1. The license was operated for more than 240 hours throughout each year.
Year-round) 11
2. The license was only operated during a specified time each year.(Not to exceed 6 months peryear)
Ifyour operation dates have changed,list them below:
Aac t t l S _ to GU r t'1
3. The Iicense was only operated tomeet the minimumrequi rem entof240totaIhourseachcalendar yea r.
A complete AB-30:Proof of Minimum Operation Checklist,and all documentation must be provided with this form
4. The license was not operated at all or was not operated for at least the minimum requirement of 240 total
hours each year,during one or both calendaryears.A complete Form AB-29:Waiver of Operation Application
and corresponding fees must be submitted with this application for each calendar year during which the license was not
operated.
If you have not met the minimum number of hours of operation in 2021,you are not required to pay the fees,
however a complete AB-29 is required with Section 2 marked"Other"and COVID is listed as the reason
Section 6 - Violations and Convictions
YES NO
Have ANY Notices of Violation been issued for this license? El M
Has ANY person or entity in this application been convicted of a violation of Title 04,3AAC 304 or a local ordinance
adopted under AS O4.21.010 in 2021 or 2022? El 1
If you checked YES,you MUST attach a list of all Notices of Violation and/or Convictions per AS 04.11.270(a)(2)
f you are unsure if you have received any Notices of Violation,contact the office before submitting this form.
Section 7 -Certifications
As an applicant for a liquor license renewal,I declare under penalty of perjury that I have read and am familiar with AS 04 and
3 AAC 304,and that this application,including all accompanying schedules and statements,are true,correct,and complete.
agree to provide a((information required by the A(cohotic Beverage Contras Board or requested by AMCO staff in support of
this application and understand that failure to do so by any deadline given to me by AMCO staff will result in this application
being returned and the license being potentially expired if I do not comply with statutory or regulatory requirements.
I certify that in accordance with AS O4.11.450,no one other than the licensee(s),as defined in AS O4.11.260,has a direct or
indirect financial interest in the licensed business.
I certify that this entity is in good standing with Corporations,Business and Professional Licensing(CBPL)and that all entity
officials and stakeholders are current and I have provided AMCO with all required changes of the ownership structure of the
business license,and have provided all required documents for any new or changes of officers.
Form AS-171(rev 9/27/2022)
AMCO Received 11/29/2of3
213
nyx•o
Alaska Alcohofac Beverage Control Board
Form AB-17: 2023/2024 License Renewal Application
I certify that all licensees,agents,and employees who sell or serve alcoholic beverages or check identification of patrons have
completed an alcohol server education course approved by the ABC Board and keep current,valid copies of their course
completion cards on the licensed premises during all working hours,if applicable for this license type as set forth in AS
04.21.025 and 3 AAC 304.465.
1 hereby certify that I am the person herein named and subscribing to this application and that I have read the complete application,
and I know the full content thereof.I declare that all of the information contained herein,and evidence or other documents
submitted are true and correct.I understand that any falsification or misrepresentation of any item or response in this application,or
any attachment,or documents to support this application,is sufficient grounds for denying or revoking a license/permit. I further
understand that it is a Class misdemeanor under Alaska Statute 11.56.210 to falsify an application and commit the crime of
unsworn falsifietation.
1 kN
Signature of lic see ,, Sig ature of Nota Public t
0'.(1ts ROB'D j
e
r Notary Public in and for the State of Alaska
Printed name of licensee
My commission expires: October 6, 2023
Subscribed and sworn to before me this 2 1 A day of Noy ember 20 22
RYP
Res4aurant and EaUng Place applications must include a completed A3-33:Res F at
P 841C
elJcy
Recreational Site applications must include a completed AB-36:Recreationa1 A/
C,
TouAsm applications must include a completed AB-37:Tourism Statement
9hviesaie applications must include a completed AB-25:Supplier Certification
ego r
2p
Common CarTp r applications must include a current safety inspection certificate
All renewal and supplemental forms are available online:
https://www.commerce.alaska.gov/web/amco/Alcohol LicenseAppl icati on.aspx
FOR OiFMCF USE ONLY
license Fee:e Application Fee: $300.00 Misc.Fee: $
Total Fees Due: $
Form AB-17](rev 9/27/2022)
AMCO Received 11/29/2(JZ2
214
Division of Corporations,Business and Professional Licensing https://www.commerce.alaska.gov/cbp/main/search/entities
ENTITY DETAILS
Name(s)
Type Name
Legal Name Klondike Pizzeria II LLC
Entity Type: Limited Liability Company
Entity#: 10038727
Status: Good Standing
AK Formed Date: 5/24/2016
Duration/Expiration: Perpetual
Home State: ALASKA
Next Biennial Report Due: 1/2/2024
Entity Mailing Address: 1120 E HUFFMAN 24 PMB 416,ANCHORAGE,AK 99515
Entity Physical Address: 1120 E HUFFMAN#24 PMB416,ANCHORAGE, AK,AK 99515
Registered Agent
Agent Name: Toni Strauss
Registered Mailing Address: 1120 E HUFFMAN 24 PMB 416,ANCHORAGE,AK 99515
Registered Physical Address: 308 ASH STREET, SEWARD,AK 99664
Officials
Show Former(None on file)
AK Entity# Name Titles Owned
Charles E Jackson Manager
Toni Strauss Manager
10011858 ZPA LLC Organizer, Member 100.00
Filed Documents
Date Filed Type Filing Certificate
5/24/2016 Creation Filing Click to View Click to View
7/07/2016 Correction Click to View Click to View
7/12/2016 Initial Report Click to View
3/28/2018 Biennial Report Click to View
3/08/2020 Biennial Report Click to View
11/14/2021 Biennial Report Click to View
Close Details i,Print Friendly Version
215
1 of 1 1/30/2023,3:54 PM
Alaska Business License#1063600
Alaska Department of Commerce, Community, and Economic Development
Division of Corporations,Business,and Professional Licensing
PO Box 110806,Juneau,AK 99811-0806
This is to certify that
SEASALT, ALASKAN GRILL & BAR
1120 E HUFFMAN 24 PMB 416,ANCHORAGE,AK 99515
owned by
KLONDIKE PIZZERIA II LLC
is licensed by the department to conduct business for the period
November 14,2021 to December 31,2023
for the following line(s)of business:
72-Accommodation and Food Services
OF T'r
This license shall not be taken as permission to do business in the state without having
f+? complied with the other requirements of the laws of the State or of the United States.
h
This license must be posted in a conspicuous place at the business location.
It is not transferable or assignable.
Julie Anderson
o Commissioner
AI.1S1'`
216
Division of Corporations, Business and Professional Licensing https://www.commerce.alaska.gov/cbp/businesslicense/search/License
License Detail
LICENSE DETAILS
License#: 1063500 Print Business License
Business Name: SEASALT,ALASKAN GRILL&BAR
Status: Active
Issue Date: 12/14/2017
Expiration Date: 12/31/2023
Mailing Address: 1120 E HUFFMAN 24 PMB 416
ANCHORAGE,AK 99515
Physical Address: 1120 E Huffman#24 PMB416
ANCHORAGE,AK,AK 99515
Owners
KLONDIKE PIZZERIA II LLC
Activities
Line of Business NAICS Professional License#
72-Accommodation and Food Services 722110- FULL-SERVICE RESTAURANTS
Endorsements
No Endorsements Found
License Lapse(s)
If this business license lapsed within the last four years the lapsed periods will appear below. Lapsed periods are the unlicensed period
between an expiration date and renewal date.
Start Date End Date
1/1/2020 1/26/2020
Close License Detail Print Friendly Version
217
1 of 1 1/30/2023,3:58 PM
4LTdIrI/
f
l
e-
Office of the Borough Clerk
144 North Binkley Street, Soldotna, Alaska 99669 • (907) 714-2160 • (907) 714-2388 Fax
Michele Turner, CIVIC
Acting Borough Clerk
2/15/2023
Sent via email: clerk@cityofseward.net
Seward City Hall
City of Seward
RE: Non-Objection of Application
Licensee/Applicant Klondike Pi=eria II, LLC
Business Name Seasalt Alaskan Bar & Grill
License Type Beverage Dispensary
License Location 133 4th Avenue, Seward, AK 99664, City of Seward
License No. 822
Application Type License Renewal
Dear Ms. Ballou,
This serves to advise that the Kenai Peninsula Borough has reviewed the above
referenced application and has no objection.
Should you have any questions, or need additional information, please do not hesitate
to let us know.
Sincerely,
I
LA
Michele Turner, CMC
Acting Borough Clerk
cc: sewardlodging@yahoo.com;
mailto:amco.localgovernmentonly@alaska.gov
MT/jr
218
AGENDA STATEMENT
Meeting Date: March 28, 2023
From: Kris Peck, Deputy City Clerk
Agenda Item: Non-Objection to Renewal of Liquor License
BACKGROUND &JUSTIFICATION:
The Seward City Council has the opportunity to object the renewal of the following Liquor
License for the following business:
Business: Gulf of Alaska Food Court
Licensee: Taco Dans LLC
Type: Restaurant/Eating Place Seasonal
License: 4915
The City of Seward Police Department, Fire Department, Finance Department, and the Kenai
Peninsula Borough have no objections to the liquor license for this business.
FISCAL NOTE:
In the event the City of Seward chooses to file a protest for the above liquor license renewal,
then under Alaska Statutes, the City of Seward will be required to assist in, or undertake the
defense of its protest.
RECOMMENDATION:
Non-objection to the renewal of liquor license for Gulf of Alaska Food Court 94915 —
Restaurant/Eating Place-Seasonal.
219
MEMORANDUM
Date: January 31, 2023
REc yED
To: Naneth Ambrosiani Finance/Leases
Steven Zilberg Finance/Public Utilities FEB
Chief Alan Nickell Police Department 52023
Chief Clinton Crites Fire Department CfiFlCE OF THE
C'Ty CLERK
From: Kris Peck, Deputy City Clerk
RE: Verifying compliance for the RENEWAL of a liquor license
The following business has applied for a liquor license renewal. Please review for compliance
with all utilities, lease payments and assessments. Thank you.
Name of Business: Gulf of Alaska Food Court
Licensee: Taco Dans LLC
Type of License: Restaurant/Eating Place-Seasonal
License Number: 4915
Department Status Initials
Finance/Leases LIP rl? lictb'l. ifll l1 I: 1 1 1
Finance/Utilities r y)"44 Z of 1 3
Police Chief
w NW
Fire Chief 3,.; Cd,,,,f2GC
Deadline for protest: Saturday, April 1, 2023 (60 days from receipt of notification)
Last regular council meeting for approval: Tuesday, March 28, 2023
PLEASE RETURN TO CITY CLERK no later than noon on Tuesday, March 21
220
V OF 'r
III % THE STATE Department of Commerce, Community,
an', of d Economic DevelopmentALASALCOHOL& MARIJUANA CONTROL OFFICE
4
550 West 7t"Avenue, Suite 1600
GOVERNOR MIKE DUNLEAVY Anchorage,AK 99501
Qe.
ALAS
P Main: 907.269.0350
January 31, 2023
City of Seward
Kenai Peninsula Borough
Via Email: MJenkins@kpb.us; JVanHoose@kpb.us; jratky@kpb.us; Clackinsky@kpb.us,
MAN ridge@kpb.us; ncarver@kpb.us; slopez@kpb.us;JBlankenship@kpb.us; assemblyclerk@kpb.us;
bcarter@kpb.us; clerk@cityofseward.net; bballou@cityofseward.net
Re: Notice of 2023/2024 Liquor License Renewal Application
License Type: Restaurant/Eating Place-Seasonal I License 4915
Licensee: Taco Dans LLC
Doing Business As: Gulf of Alaska Food Court
We have received a completed renewal application for the above listed license (see attached application
documents) within your jurisdiction.This is the notice required under AS O4.11.480.
A local governing body may protest the approval of an application(s) pursuant to AS O4.11.480 by
furnishing the director and the applicant with a clear and concise written statement of reasons for the
protest within 60 days of receipt of this notice, and by allowing the applicant a reasonable opportunity to
defend the application before a meeting of the local governing body, as required by 3 AAC 304.145(d). If
a protest is filed, the board will deny the application unless the board finds that the protest is arbitrary,
capricious, and unreasonable.
To protest the application referenced above, please submit your written protest within 60 days, and
show proof of service upon the applicant and proof that the applicant has had a reasonable opportunity
to defend the application before a meeting of the local governing body.
Sincerely,
A,
Joan Wilson, Director
amco.localgovernmentonly@alaska.gov
221
STATE OF ALASKA-ALCOHOLIC BEVERAGE CONTROL BOARD LICENSE NUMBER
FORM CONTROL
4915xYxx
LIQUOR LICENSE
ISSUED
2023 - 2024ttIR// I
LICENSE RENEWAL APPLICATION DUE
W/ 3 1!/2023 DECEMBER 31,2024(AS O4.11.270(b))
AM BOARD TEMPORARY THIS LICENSE EXPIRES MIDNIGHT
FEBRUARY 28,2025 UNLESS DATED BELOW
TYPE OF LICENSE: Restaurant/Eatin.r 4/15 - 10/15
LICENSE FEE: $300.00
1132 CITY/BOROUGH: Seward
Kenai Peninsula Borough
D/B/A: Gulf of Alaska Food Court
This license cannot be transferred without permission14014thAve.
of the Alcoholic Beverage Control Board
Mail Address:
Taco Dans LLC
Special restriction-see reverse side
1120 E Huffman 24 PMB 416 ISSUED BY ORDER OF THE
Anchorage, AK 99515
ALCOHOLIC BEVERAGE CONTROL BOARD
DIRECTOR
04-900(REV 10/20/22
THIS LICENSE MUST BE POSTED IN A VISIBLE PLACE ON THE PREMISES
STATE OF ALASKA-ALCOHOLIC BEVERAGE CONTROL BOARD LICENSE NUMBER
FORM CONTROL
xxxx LIQUOR LLC IENSTE 4915
ISSUED
2023 - 2 0 2 4 LICENSE RENEWAL APPLICATION DUE
01/31/2023 DECEMBER 31,2024(AS O4.11.270(b))
ABC BOARD TEMPORARY THIS LICENSE EXPIRES MIDNIGHT
FEBRUARY 28,2025 UNLESS DATED BELOW
TYPE OF LICENSE: Restaurant/Eatin 4/15 - 10/15
LICENSE FEE: $300.00
CITY/BOROUGH: Seward
Kenai Peninsula Borough
This license cannot be transferred without permission
of the Alcoholic Beverage Control Board
D/B/A:Special restriction-see reverse side
Gulf of Alaska Food Court
ISSUED BY ORDER OF THE
1401 4th Ave. ALCOHOLIC BEVERAGE CONTROL BOARD
Mailing Address:
Taco Dans LLC COPY
1120 E Huffman 24 PMB 416 DIRECTOR
Anchorage, AK 99515 THIS LICENSE MUST BE POSTED IN A VISIBLE PLACE ON THE PREMISES
04-900(REV 5/9/22)
222
A44,,
rtco
y Alaska Alcoholic Beverage Control Board
AB-17: 2023/2024 License Renewal Applicationol and Marquana Control 0fflceth
550 W 7 Avenue,
T y Suite 1600
Anchorage,AK 99501ACOalcohol.llcensing@alaska.¢ov
h ttps://www.co m me rce.alaska-goy/web/amco
Phone:907.269.0350rl
Tj ptt
cw
Alaska Alcoholic Beverage Control Board
Form AB-17: 2023/2024 General Renewal Application
This form and any required supplemental forms must be completed,signed by the licensee,and postmarked no later than 12/31/2022 perASO4.11.270,3 AAC 304.160,with all required fees paid in full,or a non-refundable$500.00late fee applies.
Any application for renewal or any fees for renewal that have not been postmarked by 2/28/2023 will be expired per AS O4.11.540,3 AAC304.160(e).
All fields of this application must be deemed complete by AMCO staff and must be accompanied by the required fees and all documents
required,or the application will be returned without being processed,per AS O4.11.270,3 AAC 304,105
Receipt and/or processing ofrenewal payments by AMCO staffneither Indicates norguarantees in any way that an application will
be deemed complete,renewed,or that it will be scheduled for the next ABC Board meeting.
Section 1 - Establishment Contact Information
Licensee(Owner): Taco Dans LLC
License#: 915
License Type' Restaurant/Eating Place-Seasonal
Doing Business As: Gulf of Alaska Food Court
Local Governing Body: Seward,Kenai Peninsula Borough
Community Council:
If your mailing address has changed,write the NEW address below:
Mailing Address:
City: State: ZIP:
O*ction 2 Licensee Contact,Information .
Contact Licensee:The individual listed below must be part of the ownership structure of the licensee listed in Section 1.This person
wiN be the designated point ofcontact regarding this Ncense,unless the Oladdrral contact is completed.
Contact Licensee:
1- Contact Phone: 15 81 .2 Q_2S'Ti/L
Contact Email:
Q r `o
p
Optional:If you wish for AMCO staff to communicate with anyone other than the Contact Licensee(such as legal counsel)about your license,
list their Information below:
Name of Contact:
i Contact Phone: o
0
Corrtart Email:o t S 6
Section 3 -for Package Stores ONLY: Written Order Information
YES NO
Do you intend to sell alcoholic beverages and ship them to another location in response to written solicitation In
calendar years 2022 and/or 2023?
Form A13-17](rev 9/27/2022)
AMCO Received 11/29/207 'of 3
223
Alaska Alcoholic Beverage Control Board
ur Form AB-17: 2023/2024 License Renewal Application
Section 4 - Ownership Structure Certification
YES NO
Did the ownership structure of the licensed business change in 2021/2022?
If Yes,and you have NOT notified AMCO,list the updated Information on form AB-39:Change of Officers and submit with your renewal application.
If No,certify the statement below by initialing the box to the right of the statement.
I certify that the ownership structure of the business who owns this alcohol license did not change in any way during
the calendar years 2021 or 2022.
Section 5 — License Operation
Check ONEBOXforEACH CALENDAR YEAR that best describes how this liquor license was operated: 2021 2022
1. The license was operated for more than 240 hours throughout each year.
Year-round)
2. The license was only operated during a specified time each year.(Not to exceed 6 months per year)
If your operation mates have changed,list them below:
to
3. The license was oniyoperated to meetthe minimum requirement of 240total hours each calendar year.
A complete AB-30:proof of Minimum Operation Checklist and all documentation must be provided with this form
4. The license was not operated at all or was not operated for at least the minimum requirement of 240 total
hours each year,during one or both calendaryears.A complete form AB-.29:Waiver of Operation Application
and corresponding fees must be submitted with this application for each calendar year during which the license was not
operated.
If you have not met the minimum number of hours of operation in 2021,you are not required to pay the fees,
however a complete AB-29 is required with Section 2 marked"Other"and COVID is listed as the reason
Section 6 - Violations and Convictions
YES NO
Have ANY Notices of Violation been issued for this license?
Il tl 9
Has ANY person or entity in this application been convicted of a violation of Title 04,3AAC 304 or a local ordinance
adopted under AS O4.21.010 in 2021 or 2022? o 1
If you checked YES,you MUST attach a list of all Notices of Violation and/or Convictions per AS 04.11.270(a)(2)
If you are unsure if you have received any Notices of Violation,contact the office before submitting this form.
Section 7 -Certifications
As an applicant for a liquor license renewal,I declare under penalty of perjury that 1 have read and am familiar with AS 04 and
3 AAC 304,and that this application,including all accompanying schedules and statements,are true,correct,and complete.
I agree to provide all information required by the Alcoholic Beverage Control Board or requested by AMCO staff in support of
this application and understand that failure to do so by any deadline given to me by AMCO staff will result in this application
being returned and the license being potentially expired if 1 do not comply with statutory or regulatory requirements.
I certify that in accordance with AS O4.11.450,no one other than the licensee(s),as defined in AS O4.11.260,has a direct or
indirect financial interest In the licensed business.
I certify that this entity is in good standing with Corporations,Business and Professional Licensing(CBPQ and that all entity
officials and stakeholders are current and I have provided AMCO with all required changes of the ownership structure of the
business license,and have provided all required documents for any new or changes of officers.
Form AB•17](rev 9/27/2022)
AMCO Received 11/29/2&M2 of 3
224
COv
Alaska Alcoholic Beverage Control Board
Form AB-17: 2023/2024 License Renewal Application
I certify that all licensees,agents,and employees who sell or serve alcoholic beverages or check identification of patrons have
completed an alcohol server education course approved by the ABC Board and keep current,valid copies of their course
completion cards on the licensed premises during all working hours,if applicable for this license type as set forth in AS
04.21.025 and 3 AAC 304.465.
1 hereby certify that I am the person herein named and subscribing to this application and that I have read the complete application,
and I know the full content thereof. I declare that all of the information contained herein,and evidence or other documents
submitted are true and correct.I understand that any falsification or misrepresentation of any item or response in this application,or
any attachment,or documents to support this application,is sufficient grounds for denying or revoking a license/permit.I further
understand that it is a Class A misdemeanor under Alaska Statute 11.56.210 to falsify an application and commit the crime of
unsworn falsification.
All a
Signature of licei ee Si nature of Notary P blic
A+- S C., J /kGkl&1 1 Notary Public in and for the State of Alaska
t
Printed name of licensee
My commission expires: October 6,2023
Subscribed and sworn to before me this 21st day of November 20 22
NOTARY PUBLIC
HeatherACn Hemenway
Restaurant and Eating Place applications must include a completed AB-33:Resta ant Receip WWCla ii SKA
Recreational Site applications must include a completed AB-36:Recreation 4YtPLhPPireS October 6,2023
Tourism applications must include a completed AB-37:Tourism Sta m n
Wholesale applications must include a completed AB-25:Supplier Certification
Common Carrier applications must include a current safety inspection certificate
All renewal and supplemental forms are available online:
https://www.com merce.alaska.gov/web/amco/Alcohol LicenseApplication.aspx
FOR OFFICE USE ONLY
License Fee: 2> DD ..00Application Fee: $300.00 1 Misc.Fee: $
Total Fees Due: $ (o
Form AB-17](rev 9/27/2022)
AMCO Received 11/29/2Uzz of 3
225
Division of Corporations,Business and Professional Licensing https://www.commerce.alaska.gov/cbp/main/search/entities
ENTITY DETAILS
Name(s)
Type Name
Legal Name TACO DAN'S, LLC
Entity Type: Limited Liability Company
Entity#: 80022D
Status: Good Standing
AK Formed Date: 5/12/2003
Duration/Expiration: Perpetual
Home State: ALASKA
Next Biennial Report Due: 1/2/2025
Entity Mailing Address: 1120 E. HUFFMAN,#24 PMB 416,ANCHORAGE,AK 99515
Entity Physical Address: 1120 E HUFFMAN#24 PMB416,ANCHORAGE,AK,AK 99515
Registered Agent
Agent Name: Charles E. Jackson
Registered Mailing Address: 1120 E. HUFFMAN,#23 PMB 416,ANCHORAGE,AK 99515
Registered Physical Address: 1120 E. HUFFMAN,#23 PMB 416,ANCHORAGE,AK 99515
Officials
iShow Former
AK Entity# Name Titles Owned
Charles E Jackson Member 100.00
Filed Documents
Date Filed Type Filing Certificate
5/12/2003 Creation Filing Click to View
6/05/2003 Initial Report Click to View
4/16/2007 Admin Dissolution Click to View
6/11/2007 Reinstatement Click to View
6/11/2007 Biennial Report Click to View
6/11/2007 Agent Change Click to View
2/19/2009 Biennial Report Click to View
6/25/2012 Biennial Report Click to View
12/17/2012 Biennial Report Click to View
2/24/2015 Biennial Report Click to View
226
1 of 2 1/31/2023, 8:24 AM
Division of Corporations,Business and Professional Licensing https://www.commerce.alaska.gov/cbp/main/search/entities
Date Filed Type Filing certmcate
1/02/2017 Biennial Report Click to View
12/26/2018 Biennial Report Click to View
12/30/2020 Biennial Report Click to View
10/26/2022 Biennial Report Click to View
Close Details P.T rnt Friiendly Version
227
2 of 2 1/31/2023,8:24 AM
Alaska Business License#1051854
Alaska Department of Commerce,Community, and Economic Development
Division of Corporations,Business,and Professional Licensing
PO Box 110806,Juneau,AK 99811-0806
This is to certify that
GULF OF ALASKA FOOD COURT
1120 E HUFFMAN 24 PMB 416,ANCHORAGE,AK 99515
owned by
TACO DAN'S,LLC
is licensed by the department to conduct business for the period
October 26,2022 to December 31,2024
for the following line(s)of business:
72-Accommodation and Food Services
OF T F
This license shall not be taken as permission to do business in the state without having
complied with the other requirements of the laws of the State or of the United States.
This license must be posted in a conspicuous place at the business location.
It is not transferable or assignable.
g Julie Sande
aLngr Commissioner
228
Division of Corporations, Business and Professional Licensing https://www.commerce.alaska.gov/cbp/businesslicense/search/License
License Detail
LICENSE DETAILS
License#: 1051854 Print Business License
Business Name: GULF OF ALASKA FOOD COURT
Status: Active
Issue Date: 04/02/2017
Expiration Date: 12/31/2024
Mailing Address: 1120 E HUFFMAN 24 PMB 416
ANCHORAGE,AK 99515
Physical Address: 1120 HUFFMAN STE 24 PMB416
1120 HUFFMAN STE 24 PMB416
ANCHORAGE,AK,AK 99515
Owners
TACO DAN'S, LLC
Activities
Line of Business NAICS Professional License#
72-Accommodation and Food Services 722211 - LIMITED-SERVICE RESTAURANTS
Endorsements
No Endorsements Found
License Lapse(s)
If this business license lapsed within the last four years the lapsed periods will appear below. Lapsed periods are the unlicensed period
between an expiration date and renewal date.
No Lapses on record for the last 4 years.
Close License Detail Print Friendly Version
229
1 of 1 1/31/2023,8:27 AM
4LTdIrI/
f
l
e-
Office of the Borough Clerk
144 North Binkley Street, Soldotna, Alaska 99669 • (907) 714-2160 • (907) 714-2388 Fax
Michele Turner, CIVIC
Acting Borough Clerk
2/15/2023
Sent via email: clerk@cityofseward.net
Seward City Hall
City of Seward
RE: Non-Objection of Application
Licensee/Applicant Taco Dan's, LLC
Business Name Gulf of Alaska Food Court
License Type Restaurant/Eating Places - Seasonal
License Location 1401 4th Avenue, Seward, AK 99664, City of Seward
License No. 4915
Application Type License Renewal
Dear Ms. Ballou,
This serves to advise that the Kenai Peninsula Borough has reviewed the above
referenced application and has no objection.
Should you have any questions, or need additional information, please do not hesitate
to let us know.
Sincerely,
I
LA
Michele Turner, CMC
Acting Borough Clerk
cc: sewardlodging@yahoo.com;
mailto:amco.localgovernmentonly@alaska.gov
MT/jr
230
swir-
Ordinance 2023-006
Title 2 Article 2 Seward Planning and Zoning Commission
Documents:
Agenda Statement
Ordinance 2023-006
231
City Council Agenda Statement
Meeting Date: March 13, 2023 MAP
To: City Council
Through: Janette Bower, City Manager
From:Jason Bickling, Community Development Director
Subject: Ordinance 2023-006: Amending Seward City Code Title 2 Article 2
Seward Planning and Zoning Commission
Background and justification:
At the January 23rd Special City Council Meeting with Boards and Commissions, the Council voiced
their concern with commissioner attendance. Attendance issues have caused a significant
disruption to Commission business with several meetings having to be cancelled for no quorum.
Historically, there have been issues with attendance with Commissioners having seasonal
residency or travelling for a decent portion of the year. These proposed changes would require
that Commissioners would reside physically in Seward on a year-round basis.
We have modified the current council code and created section 2.30.216 Absences. Much of
this was taken from current City Council requirements. We have defined what excused and
unexcused absences are as well as some limits around those. The proposed changes would put
the onus on administration, and not the commission, to report attendance quarterly and to note
attendance concerns where Council would possibly need to act.
Commissioners need to be familiar with Seward and its inner workings as they have influence on
our guiding documents (The Comprehensive Plan, the Municipal Land Inventory and Use Plan,
etc.) The proposed changes would make it so that at the time of application they need to be a
resident within city limits (as it is now) but they have needed to have resided in the Seward, Bear
Creek, or Lowell Point areas for at least one year at the time of application.
We offer two trainings per year, one on content and one on procedure. Unfortunately, these are
not always well attended. This would require new commissioners to take that training in their first
year as it is important to establish them in their position.
Comprehensive and Strategic Plan Consistency Information
This legislation is consistent with (citation listed):
Comprehensive Plan: 2.2.8, 3.2.2
Strategic Plan:
Other:
232
Certification of Funds
Total amount of funds listed in this legislation: $ 0
This legislation ():
Creates revenue in the amount of:
Creates expenditure in amount of:
Creates a savings in the amount of:
Has no fiscal impact
Funds are ():
Budgeted Line item(s):
Not budgeted
X Not applicable
Fund Balance Information
Affected Fund ():
General SMIC Electric Wastewater
Boat Harbor Parking F1 Water F1 Healthcare
Motor Pool Other
Note.,amounts are unaudited
Fund Balance/Net position — unrestricted/unassigned $
Finance Director Signature:
Attorney Review
XeYes Attorney Signature:
Not applicable Comments:
Administration Recommendation
e Adopt ordinance
Other:
233
Sponsored by: Bower
Introduction: March 13, 2023
Public Hearing: March 28, 2023
Enactment: March 28, 2023
CITY OF SEWARD,ALASKA
ORDINANCE 2023-006
An Ordinance of the City Council of the City of Seward, Alaska, Amending
Seward City Code Title 2, Article 2 — Seward Planning and Zoning
Commission
WHEREAS,the Planning and Zoning Commission is both an advisory and a quasi-judicial
commission that does vital work for City Council; and
WHEREAS, at the January 23, Special Meeting between the City Council and
Commission, the City Council voiced concerns regarding lack of commissioner attendance
impeding the work of the commission; and
WHEREAS, commissioners should have regular attendance, be well trained, and
knowledgeable of the city of Seward in order to do the important work of the commission; and
WHEREAS,Planning and Zoning meeting dates are known up to a year in advance and it
is not unreasonable to expect Commissioners to plan for and maintain a higher standard of
attendance; and
WHEREAS, failure to provide advance notice of an absence can result in the cancelation
of a meeting or lack of quorum, causing inconvenience to staff, other commission members, and
the public; and
WHEREAS, commercial development, private development, and City development can
all be impeded when Planning and Zoning meetings are canceled due to lack of a quorum; and
WHEREAS,these proposed code amendments will help raise and ensure the vital work of
the Commission is done in a quality and timely manner.
NOW, THEREFORE, THE CITY OF SEWARD ORDAINS that:
Section 1. Seward City Code Title 2 Article 2—Seward Planning and Zoning Commission
is hereby amended as follows:
Deletions = Bold Strikethrou Additions = Bold Underlined Italics.)
Article 2. - Seward Planning and Zoning Commission
2.30.210 Established.
234
CITY OF SEWARD, ALASKA
ORDINANCE 2023-006
A. Composition. There is created the Seward Planning and Zoning Commission, consisting of
seven citizens, all of whom shall reside physically in the city year-round, having physically
resided in the Seward, Bear Creek, or Lowell Point area for a minimum of one (1) year at
the time of application, and who shall be appointed by the council.
1. If there is more than one applicant for the position, the council shall appoint by ballot
voting.
2. Applicants must receive at least four votes in order to be appointed.
3. No officer or employee of the city may be an appointed member of the commission.
B. Chair and vice chair.
1. The commission shall select a chair and vice chair annually.
2. The chair shall preside at all commission meetings, may participate in the debate, and vote
on any matter of the commission.
3. In the absence of the chair, the vice chair shall exercise all the powers of the chair.
2.30.215 Terms of office; filling vacancies.
A. Members of the Seward Planning and Zoning Commission shall be appointed for three years;
provided that the terms of initial appointments shall be staggered so that as nearly as possible
a pro rata number of members shall be appointed each year.
B. The council may appoint any qualified person to fill a vacancy of any member of the
commission;provided, that the appointment shall be for the unexpired term of the vacancy.
C. Following a membef!s
In the first year of their appointment, commission members will attend all offered traininzs.
2.30.216 Absences.
A. In order for an absence to be excused, a commission member shall notify the city clerk and
administration. Except in emergency situations, notice will be given at least 48 hours prior
to a commission meetin-statin-the reason for the member's inability to attend the meetinz.
B. The city clerk will inform the presidinz officer of the request for an excused absence prior
to the meetin- and the presidinz officer will rule whether the absence is excused or
unexcused.
C. When callinz the roll call for the meetinz, the city clerk will indicate whether a member's
absence was ruled to be excused or unexcused, and the clerk will make an appropriate
notation in the minutes.
D. If a member has two (2) consecutive unexcused absences, three (3) unexcused absences
total, misses 8 meetin,-s in an appointment year, or has a record of attendance which shows
disre-ard for the position and hinders the function of the commission, Administration will
inform council and the council may remove the member from the commission.
E. Member attendance will be submitted in the quarterly report.
235
CITY OF SEWARD, ALASKA
ORDINANCE 2023-006
2.30.217 Staff assistance to commission.
A. The city manager, or designee, shall:
1. Assist the commission and shall be qualified by special training and experience in the
field of city planning;
2. Will be the regular technical advisor of the commission, but shall not have the power to
vote.
B. City staff shall provide a clerk to the commission. The clerk shall:
1. Properly advertise the meetings as required by the Alaska Open Meetings Act;
2. Prepare the commission packet; and
3. Attend the commission meeting and keep a record of commission proceedings.
2.30.118 Quorum.
Four members of the commission shall constitute a quorum for the transaction of business; except
that, in the absence of a quorum, any number less than a quorum may adjourn the meeting to a
later date.
2.30.220 Meetings.
A. Regular meetings. Regular meetings shall be held at 7:00 p.m. in the city council chambers on
the first Tuesday of each month.
B. Special meetings. Special meetings may be held at the call of the chair or the city manager,
and at such other times as the commission may determine.
C. Meetings open to the public. All meetings and records of the commission shall be open to the
public.
D. Meeting rules of proceedings. Meetings shall be conducted under the current edition of
Robert's Rules of Order, Newly Revised Edition.
2.30.221 Meetings—Time restrictions.
A. The commission shall take no official action or address any other items on the agenda after
10:30 p.m. and shall adjourn any regular or special meeting no later than 10:30 p.m.
1. The time for conclusion of business and adjournment is mandatory.
2. In the event the commission's business has not been completed by the time set herein, the
commission may recess the meeting to another day, call a special meeting to complete the
agenda and adjourn, or adjourn.
B. If the meeting is adjourned without making other provisions for completion of the agenda
items, then such uncompleted matters shall be presented at the next regularly scheduled
commission meeting under the agenda section for unfinished business.
C. The commission shall not adjourn prior to 10:30 p.m. unless all agenda items have been
addressed,and presentations and comments by members of the general public have been heard.
2.30.223 Voting.
The affirmative votes of at least a majority of those Commissioners present shall be required for
236
CITY OF SEWARD, ALASKA
ORDINANCE 2023-006
official action unless a larger majority is required by law.
2.30.224 Minutes.
A. The clerk to the commission shall keep minutes of all meetings.
B. The minutes shall record the vote of each member on every question.
C. The minutes shall be filed with the City Clerk's Office and shall be a public record.
2.30.225 Powers and duties.
A. The commission shall perform the following duties:
1. Interpret the provisions of this title and make compliance determinations when requested
by the administrative official;
2. Review and act upon requests for variance permits, conditional use permits, and other
matters requiring consideration under the Seward Zoning Code;
3. Review the City of Seward Comprehensive Plan on an annual basis and conduct a
minimum of one public hearing. Said recommendations shall be forwarded to the council
for consideration; and
4. Promote public interest and understanding of comprehensive planning, platting, zoning,
land management and other issues relating to community planning and development.
B. The commission shall act in an advisory capacity to the city council regarding the Seward
Zoning Code, Seward Comprehensive Plan,Official Zoning Map,Official Land Use Plan Map,
and other duties as requested by the city council.
C. The commission shall act in an advisory capacity to the Kenai Peninsula Borough Planning
Commission regarding the following matters:
1. Subdivision plat proposals;
2. Right-of-way and easement vacation petitions;
3. Kenai Peninsula Borough Comprehensive Plan and Coastal Zone Management Plan
development, updates and amendments; and
4. City of Seward Comprehensive Plan amendments not otherwise delegated to the City of
Seward.
D. The commission shall have no authority to solicit or commit city funds without first obtaining
approval of the city council.
2.30.230 Compensation of commissioners.
A. Commissioners shall be compensated for service on the planning and zoning commission at
the rate of$100 per month; and
B. Each commissioner shall be paid quarterly on the payday for the first pay period ending in
January, April, July and October of each year.
Section 2. This ordinance shall take effect ten (10) days following its enactment.
ENACTED by the City Council of the City of Seward, Alaska, this 28th day of March,
2023.
237
swir-
Resolution 2023-029
Forest Acres Improvement District
Documents:
Agenda Statement
Resolution 2023-029
Attachments:
o Improvement District Application
o Feasibility Study
o SCC 5.20-Improvement Districts
238
City Council Agenda Statement
a
Meeting Date: March 28, 2023
t!
To: City Council
From: Janette Bower, City Manager
Subject: Resolution 2023:029, Determining it to be in the Public Interest and
Necessary to Proceed with the Proposed Improvement District for and
Benefiting Lots 17, 18, 19, 20, 21, CR, CQ1, CQ2, CD, CF1, CF2, CG2, CP2,
CG1, CP1, CO, CH, AX, AY, AZ, BA, BC1, BC2, BD1, BD2, BE1, and BE2 of
Forest Acres Subdivision for an Amount Not to Exceed Three Million, Nine
Hundred Thousand, Six Hundred And Eleven Dollars ($3,900,611)
Background and justification:
As part of the City of Seward's effort to increase residential development throughout City limits,City
Administration has been working with R&M Engineering on examination of utility expansion options.
One of the areas within City Limits that lacks water, sewer, roads, and electric services is the
northwest corner of "Forest Acres", which includes the parcels that would benefit from this
improvement district. The attached Forest Acres Subdivision Feasibility Study is one element of the
effort to expand infrastructure.
Most of these lots were purchased in the past two years by private individuals who are seeking to
construct single family homes. Prior to construction of new homes, water, sewer, electric, and road
improvements must be made. In response to this need for utilities, the citizens have filed a petition
to the City for an Improvement District.
SCC 5.20.015(A) states: "Initiation by petition. Improvement districts and assessments may be
initiated by petition in a form prescribed by the city manager which shall include a description of
the improvement sought by the petition. The original or copies of the petition shall be signed by the
owners of property which will bear at least 50 percent of the estimated cost of the improvement
sought by the petition. The petition, when signed, shall be filed with the city clerk."
The City Clerk received the petition on December 2, 2022, and sent a letter to the petitioners on
December 14, 2022, to confirm receipt of the petition for an Improvement District. Subsequently,
City Administration worked with R&M Engineering to update the Feasibility Study to reflect the
apportionment of the costs based upon the available methodologies which would equitably apply
the project costs to each of the affected property owners.
SCC 5.20.025(A) outlines the process for a public hearing and states,"The hearing shall determine
whether the proposed improvement district is in the public interest and necessary." Following the
public hearing, the City Council shall adopt or reject a resolution to proceed with the proposed
improvement district.Additionally, the City Clerk has provided for the public notice to occur for four
consecutive weeks and mailed a written notice 15 days prior to the public hearing to the affected
property owners.
This resolution accomplishes the following:
239
1. Determines that it is in the public interest to proceed with the proposed improvements to the
benefiting lots.
2. Authorizes and directs the City Manager to proceed with the design and construction of the
improvement district.
3. Authorizes and directs the City Manager to create an account which will be kept of all costs
of the improvements and direct the proper City official to proceed with design and
construction of the improvements subject to acquisition of the necessary financing.
4. Confirms the method of apportionment of cost to be utilized shall be based upon the square
feet-property size. This is Apportionment Method 2 outlined in the Feasibility Study. This
methodology is consistent with SCC 5.20.035(b): "Council may determine upon and use any
method for spreading the assessment among the properties within the district, which bears
a reasonable relationship to the benefit received by the properties".
Comprehensive and Strategic Plan Consistency Information
This legislation is consistent with (citation listed):
Comprehensive Plan: 3.7.1.1 Continue to upgrade and expand utilities 3.3 Housing
Strategic Plan:
Other:
Certification of Funds
Total amount of funds listed in this legislation: $ 3,900,611
This legislation ():
Creates revenue in the amount of:
x Creates expenditure in amount of: 3,900,611
Creates a savings in the amount of:
Has no fiscal impact
Funds are ():
Budgeted Line item(s): Funding to be obtained from a future Revenue Bond
x Not budgeted
Not applicable
Fund Balance Information
Affected Fund ():
x General SMIC Px xElectric Wastewater
Boat Harbor Parking Water Healthcare
Motor Pool Other Revenue Bond
Note: amounts are unaudited
Fund Balance/Net position — restricted
Fund Balance/Net position — unrestricted/unassigned $
Available Unrestricted Cash Balance:
240
Finance Director Signature:
Attorney Review
x Yes Attorney Signature: cr
Not applicable Comments:
Administration Recommendation
eApprove Resolution
Other:
241
Sponsored by: Bower
Public Hearing: March 28, 2023
CITY OF SEWARD,ALASKA
RESOLUTION 2023-029
A Resolution of the City Council of the City of Seward, Alaska, Determining
It To Be In The Public Interest And Necessary To Proceed With The Proposed
Improvement District For And Benefiting Lots 17, 18, 19, 20, 21, CR, CQ1,
CQ2, CD, CFI, CF2, CG2, CP2, CGI, CPI, CO, CH,AX, AY,AZ, BA, BC1,
BC2,BD1, BD2, BE1,And BE2 Of Forest Acres Subdivision For An Amount
Not To Exceed Three Million, Nine Hundred Thousand, Six Hundred And
Eleven Dollars ($3,900,611)
WHEREAS, the City of Seward has identified a community need for more residential
development and is actively taking steps to improve the availability of homes in the community;
and
WHEREAS, SCC 5.20.015(A) states: "Initiation by petition. Improvement districts and
assessments may be initiated by petition in a form prescribed by the City Manager which shall
include a description of the improvement sought by the petition. The original or copies of the
petition shall be signed by the owners of property which will bear at least 50 percent of the
estimated cost of the improvement sought by the petition. The petition,when signed, shall be riled
with the city clerk;" and
WHEREAS, the City of Seward received a petition from property owners on December
2,2022, and sent a letter to the petitioners on December 14,2022,to confirm receipt of the petition
for an Improvement District; and
WHEREAS, the City Manager made a survey and report as required by SCC 5.20.020
concerning the need for and desirable extent and estimated cost of each proposed local
improvement; and
WHEREAS, the Forest Acres Feasibility Study, as drafted on behalf of the City Manager
by R&M Consultants, contains a map of the proposed district and identifies the costs and methods
for provision of water, sewer, electric, and road improvements necessary for this proposed
improvement district; and
WHEREAS, this report contains a plan which defines the improvement district, the
properties to be assessed, and demonstrates the benefit; and
WHEREAS, the total estimated costs for the improvement district based upon the
feasibility study are $3,900,611, which will be allocated to the benefitting properties; and
242
CITY OF SEWARD,ALASKA
RESOLUTION 2023-029
WHEREAS,the City Clerk provided notice of the public hearing in a newspaper of general
circulation once a week for four consecutive week prior to the time fixed for the public hearing
and the fourth publication occurred once per week prior to the public hearing; and
WHEREAS, the City Clerk sent a written notice by first class mail 15 days prior to the
time of hearing to each owner of the property to be assessed, which included an advisement to
owners of their ability to file a written protest; and
WHEREAS, this Improvement District is necessary and will benefit the properties to be
assessed.
NOW,THEREFORE,BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF SEWARD,ALASKA that:
Section 1. The Improvement District will include the following benefiting lots:
17, 18, 19, 20, 21, CR, CQ1, CQ2, CD, CFI, CF2, CG2, CP2, CG1, CPI, CO, CH, AX,
AY, AZ, BA, BC1, BC2, BD1, BD2, BE1, and BE2 of Forest Acres Subdivision.
Section 2. After full review by the City Council of all the facts and information presented,
it is hereby found and determined that the proposed improvement district is in the public interest,
necessary, and will benefit the properties to be assessed.
Section 3. The method of apportionment shall be based upon the square feet-property size
which is listed as Method 2 in the Feasibility Study.
Section 4. The City Manager is hereby authorized and directed to proceed with the design
and construction of the improvement district.
Section 5. The City Manager is hereby authorized and directed to create an account which
will be kept of all costs of the improvements and directs the proper city official to proceed with
design and construction of the improvements subject to acquisition of the necessary financing.
Section 6. The City Manager is authorized to pursue bonding per SCC 5.20.065 to finance
the improvements for this project and project funding will be based upon availability of bonding
at a reasonable rate.
Section 7. This resolution shall take effect upon adoption.
PASSED AND APPROVED by the City Council of the City of Seward, Alaska, this 28th
day of March, 2023.
243
CITY OF SEW'ARD main Office(907)224-4050
P.O. BOX 167
Police(907)224-3338
Harbor(907)224-3138
SEWARD, ALASKA 99664.0167 Fire(907)224-3445
City Clerk(907)224-4046
Community Development(907)224-4049
Utilities(907)224-4050
Fax(907)224-4038
December 14, 2022
Jaz Odhner & Eliza Woodworth
PO Box 1714
Seward, AK 99664
RE: Citizen-Initiated Improvement District Petition Received
Dear Jaz & Eliza:
I received your citizen-initiated petition for an improvement district in the Afognak neighborhood
of Forest Acres dated December 2, 2022. Your petition was submitted to the city clerk in
accordance with Seward City Code 5.20.015 (a) and has been forwarded to the city manager for
consideration.
Sincerely,
4
Brenda J. Ballo , MMC
City Clerk
cc: Janette Bower, City Manager
Stephen Sowell, Assistant City Manager
Jason Bickling, Community Development Director
Brooks Chandler, City Attorney
244
City of Seward
RECEIVED City Manager's Office
PO Box 167 • Seward, AK 99664
DEC 0 2 2022 907-224-3331
www.cityofseward.us
OFFICE OF THE
CITY CLERK Improvement District— Citizen Initiated
Petitioner and Alternate Petitioner Information
Please list the petitioner and alternate petitioner information. The petitioner is the spokesperson
for the Improvement District. The alternate petitioner speaks on the behalf of the petitioner when
the petitioner is unavailable.
Petitioner:
Name: CA Z t)j 1n rJ `
Address: C1 (or k 1
Email: com
Phone numbers :
Alternate Petitioner: _
Name:
Address:
Email: V-+,54 , e)U
Phone numbers : 78 ` ` D `" 73 6 2-
Improvement District Information
Please provide a description of the improvement sought by the petition, along with the location
of the improvement.
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245
Information Regarding Petition Process
Seward City Code 5.20.15 (a) requires the attached petition to be signed by the owners of
property which will bear at least 50 percent of the estimated cost of the improvement sought by
the petition. When the petition is signed, the petition is filed with the City Clerk's Office.
The city clerk will certify the petition and forward it to the city manager. The city manager will
prepare a survey and report in the form of a resolution to the city council concerning the need
for and the desirable extent and estimated cost of the improvement district. A public hearing will
be held on the resolution. The city clerk will notify each property owner in the improvement
district, of the date and time of the public hearing, 15 days prior to the time of public hearing.
The city council will hold the public hearing and will either adopt or reject the resolution to proceed
with the improvement. After hearing all interested persons favoring or opposing the proposed
improvement, the council may decrease the extent or value of the improvement, and may delete
from the district, properties not benefited by the improvement. The findings of the council are
conclusive.
For office use only
Date petition received: Received by:CA
City clerk certification:
Certified: 0 Yes No Date certified:
Reason for denial:
Date forwarded to city manager:
City council agenda date:.
246
Petition Requesting the Seward City Council Establish a Local Improvement District RECEIVED
For 11fiYit/rs / r Cfl fjril the
f
f / / DEC 0 2 2022
type of improvem nt) name of subdivision or area)
OFFICE OF THE
All improvements are paid for by the property owners. CITY CLERK
A public hearing will be held to determine the assessment for each property. 1 r{ IoQAG
Printed Property Property Owner
Property Address,Borough Tax ID#,or
Date
Owner Name Signature Mailing and Email Address Property Description
Subdivision name Lot&Block
Oct 22, Katherine Repko 8017 Sprngshire Dr 307 Cottonwood St
2022 Park C4,OF 84098 T1NR1W SEC 34 Seward Meridian SW
coikrepko@gmail.com 2006011
Forest Acres Sub Afo nak ADDN Lot BE2
Oct 22, James Cariberg 8017 Springshire Dr 303 Cottonwood St
2022 Park City,UT 84098 Forest Acres Sub Afognak,ADDN Lot BE1
James,ptcarlber mail.com
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S [ALL
247
Petition Requesting the Seward City Council Establish a Local Improvement District
RECEIVED
For utilities in the Forest Acres DEC 0 2 2022
type of improvement) name of subdivision or area)
OFFICE OF THEibAllimprovementsarepaidforbythepropertyowners. CITY CLERK
A public hearing will be held to determine the assessment for each property. a `p )bP"3vr
Printed Property Property Owner Property Address,Borough Tax ID#,or
Date Owner Name Signature Mailing and Email Address Property Description
Subdivision name Lot&Block
10/23/22 Anneliese Kupfrian PO Box 549, Seward,AK 99664 2607 Maple St,Seward,AK 99664
on.uh.lease@gmaii.com
248
Petition Requesting the Seward City Council Establish a Local Improvement District RECEIVE[,
For Utilities in the Forest Acres DEC U 2 2022ibtypeofimprovement) name of subdivision or area)
OFFICE OF THE
All improvements are paid for by the property owners.CITY CLERx
A public hearing will be held to determine the assessment for each property. 1 d ppcFs
Printed Property Address, Borough Tax
Date Property Property Owner
Mailing and Email Address ID#, or Property Description
Owner Name
Signature Subdivision name, Lot& Block)
10/24/22 Carolina Rose 500 150th Ave Somerset WI 102 Cottonwood St. Seward,AK 99664
54025 __
249
Petition Requesting the Seward City Council Establish a Local Improvement District
RECEIVED
i' For
Roads,Water,and Electric in the Forest Acres
type of improvement)name of subdivision or area) DEC 0 2 2022
All improvements are paid for by the property owners.OFFICE OF THE
A public hearing will be held to determine the assessment for each property. CITY CLERK
q of Iapm'a,
Printed Property Property Owner Property Address,Borough Tax ID#,or
Date Owner Name Signature Mailing and Email Address Property Description
Subdivision name Lot&Block
10/24/2022 Isaac SleaddAZOV PO Box 1341,imsleadd@gmail.com 2610 Oak Street(Forest Acres Lot AX)
250
Petition Requesting the Seward City Council Establish a Local Improvement DistrictAECEIVED
For i`Ti l ie— in the r-, 10-DEC 0 2 2022typeofimprovement) name of subdivision or area)
OFFICE OF THE
All improvements are paid for by the property owners. CITY CLERK
A public hearing will be held to determine the assessment for each property. S -Flo peczj
Printed Property Property Owner Property Address, Borough Tax ID#,or
Date
Owner Name Signature Mailing and Email Address Property Description
Subdivision name, Lot&Block
17q cw 1•C
Petition Requesting the Seward City Council Establish a Local Improvement District
RECEIVED
For City Utilities in the Forest Acres Afognak Addn
type of improvement) name of subdivision or area) DEC U$2022
All improvements are paid for by the property owners.OFFICE OF THE
A public hearing will be held to determine the assessment for each property. CITY eLFAK
Printed Property Property Owner Property Address, Borough Tax ID#,or
Date
Owner Name Signature
Mailing and Email Address Property Description
Subdivision name,Lot&Block)
11/01/2022 , Brendan Ryan 0 Box 1007 Seward Am 99664 Forest Acres S/D,Afognak Aden, Lots CD,
bepryan(cbyahoo com i CF1,CF2
i
252
RECENL.
Petition Requesting the Seward City council Establish a local Improvement District 2022
For in the OFFICE OF Th,
type of improvement) name of subdivision or area) CITY CLERK
All improvements are paid for by the property owners.
7 of lOrkG Zs
A public hearing will be held to determine the assessment for each property.
Property OwnerPrintedProperty Property Address,Borough Tax ID#,or
Date
Owner Name Signature Mailing and Ismail Address Property Description
Subdivision name Lot&Block
1,0 y
P J'EarrwaNe--'• 'D.c.J---
I
I
253
Petition Requesting the Seward City Council Establish a Local Improvement District
DECEIVED
For c<<{t eS in the
type of improvement)name of subdivision or area) DEC 0 2 2022
All improvements are paid for by the property owners. OFFICE OF THE
A public hearing will be held to determine the assessment for each property. CITY CLERK
IC Vac.r s
Printed Property Property Owner Property Address,Borough Tax ID*,or
Date
Owner Name Signature Mailing and Email Address Property Description
Subdivision name Lot&Block
10/27/22 Trevor Kreznar PO Box 3583, Seward,AK 99664 2511 Pine Street,Seward
tkreznar@gmail.com Parcel ID 14503507
1, ZZ fNlnt tt ti ( Pd Box eSS Se+a I4K to3 Cody W Si-, tag ,ll,
r
254
Petition Requesting the Seward City Council Establish a Local Improvement District
For J f°Irf5 5 gyp, in the
ti--
type of improvement) name of subdivision or area) ECEIVFD5
All improvements are paid for by the property owners. DEC 0 2 2022
A public hearing will be held to determine the assessment for each property. 9 ee io pAGrs
Printed Property Property Owner
Property Address,Borouglr7;c ,or
Date
Owner Name Signature
Mailing and Email Address Property Description
Subdivision name Lot&Block
f y5 3/
255
RECEIVEF,
Petition Requesting the Seward City Council Establish a Local Improvement District DEC 0 2 20224 -
y
For 1 kl _t ICE
F r0aJ in the preS An r S
type of improvement)name of subdivision or area) OFFICE OF THE
w - All improvements are paid for by the property owners.
CITY CLERK
D aP!O Qp,p sApublichearingwillbeheldtodeterminetheassessmentforeachproperty.
Printed Property Property Owner Property Address,Borough Tax ID*,or
Date
owner Name Signature Mailing and Email Address Property Description
Subdivision name Lot&Block
JOJ 5IZZ A&, f'-6k 'Y 4
PO 3y(Z13 nri K 99 eG4
c,,..., 2L0$Oak St. Lo+"b1t`
Ilk
256
Lx
FEASIBILITY STUDY
FOREST ACRES SUBDIVISION WATER & SEWER
SPECIAL IMPROVEMENTS DISTRICT
CONTRACT NO. 117846
TASK NO. 21
PREPARED BY: PREPARED FOR:
R&M CONSULTANTS, INC. CITY OF SEWARD
9101 VANGUARD DRIVE P.O. Box 167
ANCHORAGE,AK 99507 SEWARD,AK 99664
FEBRUARY 2023
257
CITY OF SEWARD FOREST ACRES WATER& SEWER IMPROVEMENTS DISTRICT
R&M CONSULTANTS, INC. FEASIBILITY STUDY
Introduction
Property owners in the Forest Acres Subdivision area of Seward have recently submitted a petition
fora Utility and Roadway Special Improvements District to bring public water and sewer services to
their property.The property owners intend to bring the project to city council in March 2023. R&M
was tasked with evaluating the feasibility and cost of extending city water and sewer mains to the
area. Also identified were approximate limits of roadway improvements and electrical service
extensions. A list of participating benefited property owners and estimated construction cost per
parcel is attached. Multiple improvement cost apportionment methods are considered.
Design
Water and sewer mains will be constructed throughout the study area. Drawings for water&sewer
main extensions are attached, identifying the routing of water distribution and sanitary sewer
collection mains.The proposed sanitary sewer system will be designed to gravity flow assisted by a
sanitary sewer lift station. This plan prioritizes the use of existing rights-of-way for utility
installation however several utility easements are anticipated for the sewer main routing.
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258
CITY OF SEWARD FOREST ACRES WATER& SEWER IMPROVEMENTS DISTRICT
R&M CONSULTANTS, INC. FEASIBILITY STUDY
A new sanitary sewer lift station located at the end of Maple Street is required. Proposed water
mains will connect to the existing water distribution system at two locations to improve
distribution system redundancy and avoid dead-end water mains as possible. Pressure reducing
valves may be required depending on city system operating pressures.
Existing roadways in the improvements study area are not constructed to current design standards.
Estimates in this study includes approximate costs to improve local roadways with a basic gravel
surfaced roadway section and other standard design features. This work would occur concurrently
with utility construction. Power and communications extension costs were provided by the City of
Seward electric utility and are included.
Project Cost Apportionment
The assessment for each benefited property will be computed based on the selected method of
apportionment. Assessment values will be impacted by the final engineering design, number of
benefited participating property owners, and total estimated cost of improvements. The allocated
cost will be assessed (charged) to each benefited property by means of a special assessment
lien. The assessment may be reduced if supplemental funding is provided by other sources. The
following methods for cost apportionment are included for consideration:
i. Front Feet of Parcel
2. Square Feet of Parcel
3. Assessed Tax Value (current Kenai Peninsula Borough data including land & improvements)
4. Average Cost per Parcel between study participants
An estimate of per parcel cost is attached to this study.All participating properties within the study
area will receive water and sewer improvements and improved roadways.The following parcels will
not be assessed roadway construction costs: 2607 Maple—Lot AZ and 2611 Maple—Lot AY per prior
direction that roadways are already improved. Other design optimizations and cost estimate
revisions can occur during project design development as more information becomes available.
Summary
New homes in the area should be designed and placed on their respective parcels compatible with
the future water& sewer extension designs.The final project cost apportionment method has not
yet been selected. Costs may include engineering, administration,financing and interest costs, and
construction.Topographic survey,geotechnical activities,and final design engineering are required
prior to bidding & construction.
259
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LE
CITY OF SEWARD
FEASIBILITY CONCEPT STUDY
FOREST ACES SUBDIVISION
x WATER AND SEWER
SPECIAL IMPROVEMENTS DISTRICT
FEBRUARY 2023
VICINITY MAP
SEWARD,ALASKA
s
DIEIX(Y2.AEFF ROAD
PROJECT AREA
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1 ICOVER SHEET&SHEET INDEXx
SEWAR " 2 IWATER AND SEWER CONCEPT PLAN
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WATER & SEWER SPECIAL
IMPROVEMENTS DISTRICT
CONCEPT FEASIBILITY STUDY
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261
CITY OF SEWARD
R&M CONSULTANTS, INC.
Forest Acres Area-Feasibility Study for Special Improvement District
CONCEPT COST ESTIMATE:WATER, SEWER, ROADWAY IMPROVEMENTS
February 2023
SCHEDULE A WATER IMPROVEMENTS $ 1,533,570
SCHEDULE B SEWER IMPROVEMENTS $ 1,258,660
SCHEDULE C ROADWAY IMPROVEMENTS $ 895,202
ELECTRIC AND COMMUNICATIONS IMPROVEMENTS $ 213,180
Engineer's Estimate $ 3,9003611
Number of Parcels Served by Improvement District 27 See parcel list
SURVEY,GEOTECHNICAL ACTIVITIES,AND FINAL ENGINEERING DESIGN MUST BE
PERFORMED TO CONFIRM ENGINEER'S ESTIMATES.
262
CITY OF SEWARD
R&M CONSULTANTS, INC.
Forest Acres Area - Feasibility Study for Special Improvement
District
COST TO CONSTRUCT WATER IMPROVEMENTS
February 2023
SCHEDULE A
ITEM SPEC. ESTIMATED UNIT BID TOTAL BID
NO. NO.
WORK DESCRIPTION UNIT
QUANTITY PRICE PRICE
Furnish and Install 8-inch PVC Water Main
A-1 LF 4,102 $ 185.00 $ 758,870.00
Furnish and Install 8-inch Gate Valve
A-2 EA 18 5,000.00 $ 90,000.00
Trench Excavation and Backfill
A-3 LF 4,102 $60.00 $ 246,120.00
Pipe Bedding
A-4 LF 4,102 $40.00 $ 164,080.00
Furnish and Install Fire Hydrant Assembly
A-5 EA 8 10,000.00 $ 80,000.00
Connect to Existing Water Main
A-6 LS 3 5,000.00 $ 15,000.00
Construction Survey Measurement
A-7 LS 1 25,000.00 $ 25,000.00
A 8
Furnish and Install 1-inch Residential Water
EA 27 5,000.00 $ 135,000.00
Service
A 9
Furnish and Install Anode
EA 26 750.00 $ 19,500.00
Subtotal Conceptual Construction Cost $ 1,533,570
SCHEDULE A Base Bid: $ 1,533,570
263
CITY OF SEWARD
R&M CONSULTANTS, INC.
Forest Acres Area - Feasibility Study for Special Improvement
District
COST TO CONSTRUCT SEWER IMPROVEMENTS
February 2023
SCHEDULE B
ITEM SPEC. ESTIMATED UNIT BID TOTAL BID
NO. NO.
WORK DESCRIPTION UNIT
QUANTITY PRICE PRICE
Furnish and Install 8-inch PVC Sewer Gravity
B-1 Main LF 4,164 $ 150.00 $ 624,600.00
Trench Excavation and Backfill
B-2 LF 4,164 $35.00 $ 145,740.00
Pipe Bedding
B-3 LF 4,164 $30.00 $ 124,920.00
Furnish and Install Sanitary Sewer Manhole
B-4 EA 7 10,000.00 $ 70,000.00
Furnish and Install Residential Sewer Service
B-5 EA 27 4,000.00 $ 108,000.00
Connect to Existing Sanitary Sewer Manhole
B-6 EA 1 5,000.00 $ 5,000.00
Furnish and Install Sewer Lift Station
B-7 EA 1 75,000.00 $ 75,000.00
Furnish and Install 3-inch HDPE Sewer Force
B-8 Main LF 1,054 $ 100.00 $ 105,400.00
Subtotal Conceptual Construction Cost $ 1,258,660
SCHEDULE B Base Bid : $ 1,258,660
264
CITY OF SEWARD
R&M CONSULTANTS, INC.
Forest Acres Area - Feasibility Study for Special Improvement
District
COST TO CONSTRUCT ROADWAY IMPROVEMENTS
February 2023
SCHEDULE C
ITEM SPEC. ESTIMATED UNIT BID TOTAL BID
NO. NO.
WORK DESCRIPTION UNIT
QUANTITY PRICE PRICE
Roadway Construction
C-1 LF 3,761 $ 238.02 $ 895,201.63
Subtotal Conceptual Construction Cost $ 895,202
SCHEDULE C Base Bid : $ 895,202
Notes: 1. Basic rural roadway section
assumed. Design criteria and existing site
conditions to be verified in design
265
City of Seward
Estimate
W04239
P.O.Box 167
Seward,AK 99664 Estimate Date:05/25/2022
Phone:907-224-4073
Agent:
To: Tel:
Forest Acres Subdivision Fax:
Forest Acres
W094329
Forest Acres Subdivision
Item Code Quantity UM Price Extended Amount
40035 14.00 Each 2,000.00 28,000.00
25KVA (Underground: Single Phase 7.2/12.5kV 120/240V)
16003 14.00 Each 495.00 6,930.00
UM1-7CT
16006 7.00 Each 595.00 4,165.00
UM1-9CS
UM6-6 14.00 Each 22.15 310.10
Component Item code Component Item Description Ouantity UM
Kit Item Code:UM6-6
75019-6133 96 Solid Copper Wire 350.00 Foot
60008-6W5 Ground Rod-5/8"X 8' 14.00 Each
20072-1C7 Ground Rod Clamp 14.00 Each
Comment: These kit components are according to current kit schema.
Grounding Assembly
15003-2A3 14.00 Each 24.86 348.04
15KV LB Elbow 92 (Part number:LE215ABOOT)
55047 46.00 Each 18.16 835.36
4"-24R 90D PVC
55040 59.00 Each 4.41 260.19
2"-24R 90D PVC
55063 5,000.00 Foot 3.25 16,250.00
2"PVC- 10'pieces (Part number:Schedule 40- 10'Pieces)
55064 3,000.00 Foot 2.85 8,550.00
4"PVC (Part number: Schedule 40- 10'Pieces)
75048 3,500.00 Foot 3.10 10,850.00
Estimate Date:05/25/2022266 To: Forest Acres Subdivision Page 1 of 2
Item Code Quantity UM Price Extended Amount
350 MCM USE Triplex-"Wesleyan"
75001 5,500.00 Foot 2.35 12,925.00
92 220 Mil Concentric Neutral Jacketed
15037 22.00 Each 195.00 4,290.00
Secondary Pedestal-Heavy Duty (Part number:Pencell#AGNS-14HP)
15034 7.00 Each 274.00 1,918.00
Primary Pedestal-Single Phase 30x26xl8 (Part number: CW326-18TH-CHU)
LABORI 8.00 Hourly 66.06 528.48
Labor Engineer-Field
LABOR2 640.00 Hourly 86.86 55,590.40
Labor Crew-Lineman
LABOR2.1 160.00 Hourly 99.64 15,942.40
Labor Crew-Foreman
9504 20.00 Hourly 20.00 400.00
Pickup Truck
9537 20.00 Hourly 20.00 400.00
Pickup Truck
9535 20.00 Hourly 75.00 1,500.00
Digger/ Derrick
9512 80.00 Hourly 65.00 5,200.00
Backhoe-Case 580SK
9519 80.00 Hourly 75.00 6,000.00
Excavator-Volvo ECR
9541 80.00 Hourly 75.00 6,000.00
Mini Excavator-Volvo ECR58D
9517 20.00 Hourly 15.00 300.00
Equipment Trailer
Sub Total: 187,492.97
OR 25,686.54
Quote Total in USD currency: 213,179.51
Deposit: 0.00
Balance Due: 213,179.51
Estimate Date:05/25/2022267 To: Forest Acres Subdivision Page 2 of 2
FOREST ACRES SPECIAL IMPROVEMENTS DISTRICT-WATER&SEWER FEASIBILITY STUDY
CONCEPTUAL COST ESTIMATE SUMMARY
Lot ID Parcel ID Street Address
Per Parcel Cost Per Parcel Cost Per Parcel Cost Per Parcel Cost
Method 1) Method 2) Method 3) Method 4)
17 14531032 2505 Afognak Ave $111,630.86 173,219.96 272,049.39 147,119.53
18 14531033 2507 Afognak Ave $111,630.86 173,219.96 272,049.39 147,119.53
19 14531034 2509 Afognak Ave $111,630.86 173,219.96 272,049.39 147,119.53
20 14531035 2601 Afognak Ave $114,882.25 173,219.96 272,049.39 147,119.53
21 14531036 2607 Afognak Ave $111,630.86 297,853.84 356,196.80 147,119.53
CR 14503504 2505 Pine St 161,485.42 217,581.17 130,714.42 147,119.53
CQ1 14503506 103 Cottonwood St $156,066.45 101,397.05 89,049.20 147,119.53
CQ2 14503507 2511 Pine St 156,066.45 101,397.05 89,049.20 147,119.53
CD 14503607 2502 Pine St 162,569.22 103,509.49 89,866.17 147,119.53
CF1 14503609 203 Cottonwood St $157,150.25 101,397.05 89,049.20 147,119.53
CF2 14503610 207 Cottonwood St $157,150.25 101,397.05 89,049.20 147,119.53
CP1 14503107 102 Cottonwood St $156,066.45 101,397.05 89,049.20 147,119.53
CG2 14503208 206 Cottonwood St $156,066.45 101,397.05 89,049.20 147,119.53
CP2 14503108 106 Cottonwood St $156,066.45 101,397.05 89,049.20 147,119.53
CG1 14503207 202 Cottonwood St $156,066.45 101,397.05 89,049.20 147,119.53
CO 14503103 2605 Afognak Ave $161,485.42 217,581.17 130,714.42 147,119.53
CH 145032051 2605 Oak St 163,653.01 217,581.17 130,714.42 147,119.53
AX 14503308 2610 Oak St 210,256.19 213,356.29 129,080.49 147,119.53
AY 14503311 2611 MAPLE ST $157,708.80 160,013.90 193,013.54 111,311.46
AZ 14503312 2607 Maple St 160,960.53 160,013.90 193,013.54 111,311.46
BA 14503307 2608 Oak St 213,507.58 213,356.29 129,080.49 147,119.53
BC1 14503314 302 Cottonwood St $115,966.04 99,284.61 88,232.24 147,119.53
BC2 14503315 306 Cottonwood St $115,966.04 99,284.61 88,232.24 147,119.53
BD1 14503316 310 Cottonwood St $115,966.04 99,284.61 88,232.24 147,119.53
BD2 145033171 312 Cottonwood St $115,966.04 99,284.61 176,464.47 147,119.53
BE1 14503709 303 Cottonwood St $119,217.43 99,284.61 88,232.24 147,119.53
BE2 145037101 307 Cottonwood St $113,798.45 99,284.61 88,232.24 147,119.53
Notes:
Apportionment Method 1 -Front Feet-Linear Feet of Property Line fronting a right-of-way containing water&sewer Mains
Apportionment Method 2-Square Feet-Property Size
Apportionment Method 3-Assessed Tax Value(Current KPB online resource- https://gis.kpb.us/map
Apportionment Method 4-Equal Split(Average Cost)
Parcel AY and AZ excluded from roadway construction costs
268
FOREST ACRES SPECIAL IMPROVEMENTS DISTRICT-WATER&SEWER FEASIBILITY STUDY
COST APPORTIONMENT METHOD 1
CONCEPTUAL COST ESTIMATE
Total Cost of Water Improvements $ 1,533,570.00
Total Cost of Sewer Improvements $ 1,258,660.00
Total Cost of Roadway Improvements $ 895 201.63
Total Cost of Electrical Improvements $ 213 179.51
Total Cost of Improvements $ 3,900,677.14
Fronted
Water Sewer Electrical Roadway
Lot Front Property Line Roadway Total Cost Per
Lot ID Parcel lD Street Address
Feet(LF) (LF)%of Total
Water Service Sewer Service
Service
Improvements Improvements Improvements Improvements Cos
Parcel
Project
Cost(Weighted) Cost(Weighted) Cost(Weighted) (Weighted)
17 14531032 2505 Afognak Ave 103 2.79% X X X $42,725.92 $35,066.81 $5,939.27 $27,898.87 $111,630.86
18 14531033 2507 Afognak Ave 103 2.79% X X X $42,725.92 $35,066.81 $5,939.27 $27,898.87 $111,630.86
19 14531034 2509 Afognak Ave 103 2.79% X X X $42,725.92 $35,066.81 $5,939.27 $27,898.87 $111,630.86
20 14531035 2601 Afognak Ave 106 2.87% X X X $43,970.36 $36,088.17 $6,112.26 $28,711.46 $114,882.25
21 14531036 2607 Afognak Ave 103 2.79% X X X $42,725.92 $35,066.81 $5,939.27 $27,898.87 $111,630.86
CR 14503504 2505 Pine St 149 4.03% X X X $61,807.39 $50,727.71 $8,591.76 $40,358.56 $161,485.42
CQ1 14503506 103 Cottonwood St 144 3.90% X X X $59,733.32 $49,025.44 $8,303.45 $39,004.25 $156,066.45
CQ2 14503507 2511 Pine St 144 3.90% X X X $59,733.32 $49,025.44 $8,303.45 $39,004.25 $156,066.45
CD 14503607 2502 Pine St 150 4.06% X X X $62,222.21 $51,068.16 $8,649.43 $40,629.42 $162,569.22
CF1 14503609 203 Cottonwood St 145 3.92% X X X $60,148.13 $49,365.89 $8,361.11 $39,275.11 $157,150.25
CF2 14503610 207 Cottonwood St 145 3.92% X X X $60,148.13 $49,365.89 $8,361.11 $39,275.11 $157,150.25
CP1 14503107 102 Cottonwood St 144 3.90% X X X $59,733.32 $49,025.44 $8,303.45 $39,004.25 $156,066.45
CG2 14503208 206 Cottonwood St 144 3.90% X X X $59,733.32 $49,025.44 $8,303.45 $39,004.25 $156,066.45
CP2 14503108 106 Cottonwood St 144 3.90% X X X $59,733.32 $49,025.44 $8,303.45 $39,004.25 $156,066.45
CG1 14503207 202 Cottonwood St 144 3.90% X X X $59,733.32 $49,025.44 $8,303.45 $39,004.25 $156,066.45
CO 14503103 2605 Afognak Ave 149 4.03% X X X $61,807.39 $50,727.71 $8,591.76 $40,358.56 $161,485.42
CH 14503205 2605 Oak St 151 4.08% X X X $62,637.02 $51,408.62 $8,707.09 $40,900.29 $163,653.01
AX 14503308 2610 Oak St 194 5.25% X X X $80,474.05 $66,048.16 $11,186.59 $52,547.39 $210,256.19
AY 14503311 2611 MAPLE ST 194 5.25% X X 80,474.05 $66,048.16 $11,186.59 $0.00 $157,708.80
AZ 14503312 2607 Maple St 198 5.36% X X 82,133.31 $67,409.98 $11,417.24 $0.00 $160,960.53
BA 14503307 2608 Oak St 197 5.33% X X X $81,718.50 $67,069.52 $11,359.58 $53,359.98 $213,507.58
BC1 14503314 302 Cottonwood St 107 2.89% X X X $44,385.17 $36,428.62 $6,169.92 $28,982.32 $115,966.04
BC2 14503315 306 Cottonwood St 107 2.89% X X X $44,385.17 $36,428.62 $6,169.92 $28,982.32 $115,966.04
BD1 14503316 310 Cottonwood St 107 2.89% X X X $44,385.17 $36,428.62 $6,169.92 $28,982.32 $115,966.04
BD2 14503317 312 Cottonwood St 107 2.89% X X X $44,385.17 $36,428.62 $6,169.92 $28,982.32 $115,966.04
ED 14503709 303 Cottonwood St 110 2.98% X X X $45,629.62 $37,449.99 $6,342.91 $29,794.91 $119,217.43
BE2 14503710 307 Cottonwood St 105 2.84% X X X $43,555.55 $35,747.71 $6,054.60 $28,440.60 $113,798.45
269
FOREST ACRES SPECIAL IMPROVEMENTS DISTRICT-WATER&SEWER FEASIBILITY STUDY
COST APPORTIONMENT METHOD 2
CONCEPTUAL COST ESTIMATE
Total Cost of Water Improvements $ 1,533,570.00
Total Cost of Sewer Improvements $ 1,258,660.00
Total Cost of Roadway Improvements $ 895 201.63
Total Cost of Electrical Improvements $ 213 179.51
Total Cost of Improvements $ 3,900,677.14
Electrical Roadway
Lot Size Lot Size of Roadway Total Cost Per
Lot ID Parcel ID Street Address (
Acres) Total Project
Water Service Sewer Service
Service
ImproveWaterments ImproveSewerments Improvements Improvements Cos
parcel
Cost(Weighted) Cost(Weighted) Cost(Weighted) (Weighted)
17 14531032 2505 Afognak Ave 0.82 4.32% X X X $66,290.32 $54,407.02 $9,214.93 $43,307.69 $173,219.96
18 14531033 2507 Afognak Ave 0.82 4.32% X X X $66,290.32 $54,407.02 $9,214.93 $43,307.69 $173,219.96
19 14531034 2509 Afognak Ave 0.82 4.32% X X X $66,290.32 $54,407.02 $9,214.93 $43,307.69 $173,219.96
20 14531035 2601 Afognak Ave 0.82 4.32% X X X $66,290.32 $54,407.02 $9,214.93 $43,307.69 $173,219.96
21 14531036 2607 Afognak Ave 1.41 7.43% X X X $113,987.02 $93,553.54 $15,845.18 $74,468.10 $297,853.84
CR 14503504 2505 Pine St 1.03 5.43% X X X $83,267.11 $68,340.53 $11,574.85 $54,398.68 $217,581.17
CQ1 14503506 103 Cottonwood St 0.48 2.53% X X X $38,804.09 $31,848.01 $5,394.10 $25,350.84 $101,397.05
CQ2 14503507 2511 Pine St 0.48 2.53% X X X $38,804.09 $31,848.01 $5,394.10 $25,350.84 $101,397.05
CD 14503607 2502 Pine St 0.49 2.58% X X X $39,612.51 $32,511.51 $5,506.48 $25,878.99 $103,509.49
CF1 14503609 203 Cottonwood St 0.48 2.53% X X X $38,804.09 $31,848.01 $5,394.10 $25,350.84 $101,397.05
CF2 14503610 207 Cottonwood St 0.48 2.53% X X X $38,804.09 $31,848.01 $5,394.10 $25,350.84 $101,397.05
CP1 14503107 102 Cottonwood St 0.48 2.53% X X X $38,804.09 $31,848.01 $5,394.10 $25,350.84 $101,397.05
CG2 14503208 206 Cottonwood St 0.48 2.53% X X X $38,804.09 $31,848.01 $5,394.10 $25,350.84 $101,397.05
CP2 14503108 106 Cottonwood St 0.48 2.53% X X X $38,804.09 $31,848.01 $5,394.10 $25,350.84 $101,397.05
CG1 14503207 202 Cottonwood St 0.48 2.53% X X X $38,804.09 $31,848.01 $5,394.10 $25,350.84 $101,397.05
CO 14503103 2605 Afognak Ave 1.03 5.43% X X X $83,267.11 $68,340.53 $11,574.85 $54,398.68 $217,581.17
CH 14503205 2605 Oak St 1.03 5.43% X X X $83,267.11 $68,340.53 $11,574.85 $54,398.68 $217,581.17
AX 14503308 2610 Oak St 1.01 5.32% X X X $81,650.27 $67,013.53 $11,350.10 $53,342.40 $213,356.29
AY 14503311 2611 MAPLE ST 1.01 5.32% X X 81,650.27 $67,013.53 $11,350.10 $0.00 $160,013.90
AZ 14503312 2607 Maple St 1.01 5.32% X X 81,650.27 $67,013.53 $11,350.10 $0.00 $160,013.90
BA 14503307 2608 Oak St 1.01 5.32% X X X $81,650.27 $67,013.53 $11,350.10 $53,342.40 $213,356.29
BC1 14503314 302 Cottonwood St 0.47 2.48% X X X $37,995.67 $31,184.51 $5,281.73 $24,822.70 $99,284.61
BC2 14503315 306 Cottonwood St 0.47 2.48% X X X $37,995.67 $31,184.51 $5,281.73 $24,822.70 $99,284.61
BD1 14503316 310 Cottonwood St 0.47 2.48% X X X $37,995.67 $31,184.51 $5,281.73 $24,822.70 $99,284.61
B22 11445500337317 30132CCoottonwdodSSt 0.47 2.48% X X X $37,995.67 $3118451 2173 2 $99,284.61
BE1 3 1,181 $5,281.73 $24,822.09 0.47 2.48% X X X $37,995.67 $3 70 $99,284.61
BE2 14503710 307 Cottonwood St 0.47 2.48% X X X $37,995.67 $31,184.51 $5,281.73 $24,822.70 $99,284.61
270
FOREST ACRES SPECIAL IMPROVEMENTS DISTRICT-WATER&SEWER FEASIBILITY STUDY
COST APPORTIONMENT METHOD 3
CONCEPTUAL COST ESTIMATE
Total Cost of Water Improvements $ 1,533,570.00
Total Cost of Sewer Improvement $ 1,258,660.00
Total Cost of Roadway Im rovements $ 895 201.63
Total Cost of Electrical Improvement $ 213 179.51
Total Cost of Improvements $ 3,900,611.14
Water Sewer Electrical RoadwayRoadway Total Cost Per
Lot ID Parcel ID Street Address Lot Value Tax Value% Water Service Sewer Service
Service
Improvements Improvements Improvements Improvements Cost
Parcel
Cost(Weighted) Cost(Weighted) Cost(Weighted) (Weighted)
17 14531032 2505 Afogn al,Ave $33,300.00 6.75% X X X $103,460.05 $84,913.65 $14,381.84 $69,293.85 $272,049.39
18 14531033 2507 Afogn al,Ave $33,300.00 6.75% X X X $103,460.05 $84,913.65 $14,381.84 $69,293.85 $272,049.39
19 14531034 2509 Afogn al,Ave $33,300.00 6.75% X X X $103,460.05 $84,913.65 $14,381.84 $69,293.85 $272,049.39
20 14531035 2601 Afogn al,Ave $33,300.00 6.75% X X X $103,460.05 $84,913.65 $14,381.84 $69,293.85 $272,049.39
21 14531036 2607 Afogn al,Ave $43,600.00 8.83% X X X $135,461.21 $111,178.23 $18,830.28 $90,727.08 $356,196.80
CR 14503504 2505 Pine St $16,000.00 3.24% X X X $49,710.53 $40,799.35 $6,910.19 $33,294.34 $130,714.42
CQI 14503506 103 Cottonwood St $10,900.00 2.21% X X X $33,865.30 $27,794.56 $4,707.57 $22,681.77 $89,049.20
CQ2 14503507 2511 Pine St $10,900.00 2.21% X X X $33,865.30 $27,794.56 $4,707.57 $22,681.77 $89,049.20
CD 14503607 2502 Pine St $11,000.00 2.23% X X X $34,175.99 $28,049.55 $4,750.76 $22,889.86 $89,866.17
CH 14503609 203 Cottonwood St $10,900.00 2.21% X X X $33,865.30 $27,794.56 $4,707.57 $22,681.77 $89,049.20
CF2 14503610 207 Cottonwood St $10,900.00 2.21% X X X $33,865.30 $27,794.56 $4,707.57 $22,681.77 $89,049.20
CPI 14503107 102 Cottonwood St $10,900.00 2.21% X X X $33,865.30 $27,794.56 $4,707.57 $22,681.77 $89,049.20
CG2 14503208 206 Cottonwood St $10,900.00 2.21% X X X $33,865.30 $27,794.56 $4,707.57 $22,681.77 $89,049.20
CP2 14503108 106 Cottonwood St $10,900.00 2.21% X X X $33,865.30 $27,794.56 $4,707.57 $22,681.77 $89,049.20
CGI 14503207 202 Cottonwood St $10,900.00 2.21% X X X $33,865.30 $27,794.56 $4,707.57 $22,681.77 $89,049.20
CO 14503103 2605 Afognak Ave $16,000.00 3.24% X X X $49,710.53 $40,799.35 $6,910.19 $33,294.34 $130,714.42
CH 14503205 2605 Oak St $16,000.00 3.24% X X X $49,710.53 $40,799.35 $6,910.19 $33,294.34 $130,714.42
AX 14503308 2610 Oak St $15,800.00 3.20% X X X $49,089.15 $40,289.36 $6,823.82 $32,878.16 $129,080.49
AY 14503311 2611 MAPLE ST $31,700.00 6.42% X X 98,489.00 $80,833.72 $13,690.82 0.00 $193,013.54
AZ 14503312 2607 Maple St $31,700.00 6.42% X X 98,489.00 $80,833.72 $13,690.82 0.00 $193,013.54
BA 14503307 2608 Oak St $15,800.00 3.20% X X X $49,089.15 $40,289.36 $6,823.82 $32,878.16 $129,080.49
BCI 14503314 302 Cottonwood St $10,800.00 2.19% X X X $33,554.61 $27,539.56 $4,664.38 $22,473.68 $88,232.24
BC2 14503315 306 Cottonwood St $10,800.00 2.19% X X X $33,554.61 $27,539.56 $4,664.38 $22,473.68 $88,232.24
BDI 14503316 310 Cottonwood St $10,800.00 2.19% X X X $33,554.61 $27,539.56 $4,664.38 $22,473.68 $88,232.24
B22 1450331Z 312 Cottonwood St $211600.00 4.38% X X X $67,109.22 $55,079.12 $9,328.76 $44,947.36 $176,464.47
BE,14503709 303 Cottonwood St $10,800.00 2.19% X X X $33,554.6, $27,539.56 $4,664.38 $22,473.68 $88,232.24
BE2 14503710 307 Cottonwood St $10,800.00 2.19% X X X $33,554.61 $27,539.56 $4,664.38 $22,473.68 $88,232.24
271
FOREST ACRES SPECIAL IMPROVEMENTS DISTRICT-WATER&SEWER FEASIBILITY STUDY
COST APPORTIONMENT METHOD 4
CONCEPTUAL COST ESTIMATE
Total Cost of Water Improvements $ 1,533,570.00
Total Cost of Sewer Improvement $ 1,258,660.00
Total Cost of Roadway Im rovements $ 895 201.63
Total Cost of Electrical Improvement $ 213 179.51
Total Cost of Improvements $ 3,900,677.14
Water Sewer Electrical RoadwayRoadway Total Cost Per
Lot ID Parcel ID Street Address Water Service Sewer Service
Service
Improvements Improvements Improvements Improvements Cost
parcel
Cost(Weighted) Cost(Weighted) Cost(Weighted) (Weighted)
17 14531032 2505 Afogn ak Ave X X X $56,798.89 $46,617.04 $7,895.54 $35,808.07 $147,119.53
18 14531033 2507 Afogn ak Ave X X X $56,798.89 $46,617.04 $7,895.54 $35,808.07 $147,119.53
19 14531034 2509 Afogn ak Ave X X X $56,798.89 $46,617.04 $7,895.54 $35,808.07 $147,119.53
20 14531035 2601 Afogn ak Ave X X X $56,798.89 $46,617.04 $7,895.54 $35,808.07 $147,119.53
21 14531036 2607 Afogn ak Ave X X X $56,798.89 $46,617.04 $7,895.54 $35,808.07 $147,119.53
CR 14503504 2505 Pine St X X X $56,798.89 $46,617.04 $7,895.54 $35,808.07 $147,119.53
CQ7 14503506 103 Cottonwood St X X X $56,798.89 $46,617.04 $7,895.54 $35,808.07 $147,119.53
CQ2 14503507 2511 Pine St X X X $56,798.89 $46,617.04 $7,895.54 $35,808.07 $147,119.53
CD 14503607 2502 Pine St X X X $56,798.89 $46,617.04 $7,895.54 $35,808.07 $147,119.53
CH 14503609 203 Cottonwood St X X X $56,798.89 $46,617.04 $7,895.54 $35,808.07 $147,119.53
CF2 14503610 207 Cottonwood St X X X $56,798.89 $46,617.04 $7,895.54 $35,808.07 $147,119.53
CP7 14503107 102 Cottonwood St X X X $56,798.89 $46,617.04 $7,895.54 $35,808.07 $147,119.53
CG2 14503208 206 Cottonwood St X X X $56,798.89 $46,617.04 $7,895.54 $35,808.07 $147,119.53
CP2 14503108 106 Cottonwood St X X X $56,798.89 $46,617.04 $7,895.54 $35,808.07 $147,119.53
CG7 14503207 202 Cottonwood St X X X $56,798.89 $46,617.04 $7,895.54 $35,808.07 $147,119.53
CO 14503103 2605 Afognak Ave X X X $56,798.89 $46,617.04 $7,895.54 $35,808.07 $147,119.53
CH 14503205 2605 Oak St X X X $56,798.89 $46,617.04 $7,895.54 $35,808.07 $147,119.53
AX 14503308 2610 Oak St X X X $56,798.89 $46,617.04 $7,895.54 $35,808.07 $147,119.53
AY 14503311 2611 Maple St X X 56,798.89 $46,617.04 $7,895.54 0.00 $111,311.46
AZ 14503312 2607 Maple St X X 56,798.89 $46,617.04 $7,895.54 0.00 $111,311.46
BA 14503307 2608 Oak St X X X $56,798.89 $46,617.04 $7,895.54 $35,808.07 $147,119.53
BC7 14503314 302 Cottonwood St X X X $56,798.89 $46,617.04 $7,895.54 $35,808.07 $147,119.53
BC2 14503315 306 Cottonwood St X X X $56,798.89 $46,617.04 $7,895.54 $35,808.07 $147,119.53
BD7 14503316 310 Cottonwood St X X X $56,798.89 $46,617.04 $7,895.54 $35,808.07 $147,119.53
BD2 1450331Z 312 Cottonwood St X X X $56,798.89 $46,617.04 $7,895.54 $35,808.07 $147,119.53
BE7 14503709 303 Cottonwood St X X X $56,798.89 $46,617.04 $7,895.54 $35,808.07 $147,119.53
BE2 14503710 307 Cottonwood St X X X $56,798.89 $46,617.04 $7,895.54 $35,808.07 $147,119.53
272
Improvement District Flow Chart
I-Petition Filed 1, 2-Report on Necessity 3-Public Hearing
Who: Citizens (property owners) Who: City Manager Who: City Clerk
Code: SCC 5.20.015(a) Code: SCC 5.20.020 Code: SCC 5.20.025
Upon receipt by the City Manager of the Notice of the public hearing
Initiation bypetition. Improvement petition from the City Clerk, or upon shall be published in a
districts and assessments may be direction of the council, the City Manager newspaper of general
initiated by petition in a form shall make a survey and report to council circulation in the city at least
prescribed by the City Manager
concerning the need for and desirable once a week for four
which shall include a description of extent and estimated cost of each consecutive weeks prior to the
the improvement sought by the proposed local improvement. The report time fixed for the hearing, and
petition. The original or copies of shall contain a map or legal description of the fourth publication shall
the petition shall be signed by the the proposed district. After completion of occur at least one week prior
owners of property which will bear the report, a public hearing shall be held. to the hearing. The City Clerk
at least 50 percent of the shall send a written notice by
estimated cost of the improvement first class mail at least 15 days
sought by the petition. The prior to the time of hearing to
petition, when signed, shall be each owner of property to be
filed with the City Clerk. assessed.
The notice shall include a
summary of the improvement,
the designation of the
properties to be assessed in
the special improvement
district, the purpose of the
public hearing and the time
and place fixed for the public
hearing. Mailed notices shall
include a designation of the
addressee's property to be
assessed. Each notice shall
generally inform the property
owner of the manner and
method of protesting or
objecting to the action to be
taken at the public hearing.
273
Who: City Manager Who: City Manager Who: City Clerk
Code: SCC 5.20.030 Code: SCC 5.20.035 Code: SCC 5.20.040
After the public hearing is closed, Costs of improvements. The costs of an Notice of the public hearing
council shall adopt or reject a improvement shall be the actual costs of shall be published in a
resolution to proceed with the the improvement, including acquisition newspaper of general
proposed improvement. The of interests in land for the improvement, circulation in the city at least
resolution to proceed shall find design, engineering, administration, once a week for four
that the improvement is necessary overhead, professional services,consecutive weeks prior to the
and will benefit the properties to guarantee fund, bond costs and interest time fixed for the hearing, and
be assessed. The findings of the incurred as a result of the improvement the fourth publication shall
council are conclusive. The and all other costs resulting from the occur at least one week prior to
resolution shall require an account construction of the improvement. the hearing. The City Clerk shall
to be kept of all costs of the send a written notice by first
improvements and direct the Method of apportionment All property class mail at least 15 days prior
proper city official to proceed with included within the improvement district to the time of hearing to each
design and construction of the shall be considered and held to be all owner of property to be
improvements subject to the property specially benefited by such assessed.
acquisition of the necessary public improvement and shall be the
financing. property to be assessed to pay the cost The notice shall include a
and expense thereof. Council may summary of the improvement,
determine upon and use any method for the designation of the
spreading the assessment among the properties to be assessed in the
properties within the district, which special improvement district,
bears a reasonable relationship to the the purpose of the public
benefit received by the properties. hearing and the time and place
fixed for the public hearing.
Assessment roll. After the improvement Mailed notices shall state the
has been completed and the costs of the amount of assessment against
improvement computed, the City the particular tract. Each notice
Manager shall prepare an assessment shall generally inform the
roll for the district. The special property owner of the manner
assessment roll shall contain property and method of protesting or
descriptions, names of owners of record objecting to the method of
and assessment amounts. When the apportionment.
assessment roll is completed, the council
shall fix a time and place for a public
hearing on objections to the assessment
roll.
274
7-Assessment Roll 8-Notice8-Notice of Assessment 9-Special
Resolution Roll Bonds1 1 1
l
Who: City Manager Who: City Clerk Who: City Manager
Code: 5.20.045 Code: 5.20.050 Code: 5.20.065
After the public hearing and Within 10 days after final passage of the The council may by ordinance
determination of the assessment resolution levying the assessment, the authorize the issuance and sale
roll, the council by resolution shall City Clerk shall mail, postage prepaid, a of special assessment bonds to
confirm the special assessment roll notice to the owner of each property pay all or part of the cost of an
of the special assessment district. assessed, which notice shall designate improvement in a district.
The resolution shall provide for the the property, the amount of the
levy and payment schedule of the assessment, the time of delinquency and
assessments. No payment shall be the amount of penalty. Within 5 days
required within 60 days after the after the notices have been mailed, the
resolution. Deferred or installment clerk shall file an affidavit setting forth
payments shall bear such interest such mailing, which affidavit shall be
as the city council may prescribe in conclusive as to the facts therein set
the resolution.forth.
275
GENERAL RECORDS
SHEET 1 IS ORIGINAL PLAT.
SHEET 2 IS A COPY OF
THE ORIGINAL PLAT
INCLUDED FOR EXTRA
CLARITY DUE TO DAMAGE TO
ORIGINAL PLAT.
SHEETS 3 AND 4 ARE ORIGINALS.
277
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RESUBDI71IS ION OF LOT "S"
FOREST ACRES SUBDIVISION
THIS PLAT of the Resubdivision of Lot "S" of the Forest
Acres Subdivision is located in the Forest .Acres Subdivision of
Lots To(2), Three (3), Four (4) and the North One-Half (N ) of
the Z1orthY+pest One-Quarter (NW-41), of section Thirty-four (54),
Township One (1) ;orth, Range One (1) West Seward Meridian,
according; to the map and plat thereof on file in the office of
the Precinct 7ecorder for Seward Precinct, Territora` of Alas"a,
at Seward, Alaska.
United States of Ame,ica
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281
Street Address Parcel ID Lot ID Requirementto Connectto Public Utilities Distance from Sewer
2505Afognak Ave 14531032 17 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
2507Afognak Ave 14531033 18 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
2509Afognak Ave 14531034 19 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
2601 Afognak Ave 14531035 20 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
2607Afognak Ave 14531036 21 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
2505 Pine St 14503504 CR SCC-14.20.010&SCC-16.01.025 175'
103 Cottonwood St 14503506 CQ1 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
2511 Pine St 14503507 CQ2 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
2502 Pine St 14503607 CD SCC-14.20.010&SCC-16.01.025 150'
203 Cottonwood St 14503609 CFl SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
207 Cottonwood St 14503610 CF2 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
102 Cottonwood St 14503107 CPl SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
206 Cottonwood St 14503208 CG2 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
106 Cottonwod St 14503108 CP2 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
202 Cottonwood St 14503207 CGl SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
2605 Afognak Ave 14503103 CO SCC-16.01.025 195':if lines a re bmught t Cott....d St
2605 Oak St 14503205 CH SCC-16.01.025 185':if lines are bmughtt Cottonwood St
2610 Oak St 14503308 AX SCC-16.01.025 420':if lines are bmught t Cotto—d St
2611 Maple St 14503311 AY SCC-16.01.025 420':if lines are bmught t Cotto—d St
2607 Maple St 14503312 AZ SCC-16.01.025 230':if line:are bmughttn Cnttn—d St
2608 Oak St 14503307 BA SCC-16.01.025 230':if line:are bmughttn mttnmmnd St
302 Cottonwood St 14503314 BC1 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
306 Cottonwood St 14503315 BC2 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
310 Cottonwood St 14503316 JBD1 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
312 Cottonwood St 14503317 JBD2 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
303 Cottonwood St 14503709 IBE1 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
307 Cottonwood St 14503710 IBE2 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
Whenever any property is within 200 ftfrom City sewer lines,they must connect.(SCC 14.20.010)
No Building permit may be issued for construction on a lot not hooked up to public utilities(SCC 16.01.025)
Plat If 2006-11 Forest Acres Afognak Addition-Note#4 on Plat:All lots within this subdivision must be connected to public utilities prior to devleopment
Plat#17 Forest Acres Subdivision-May 1950 recorded August 19,1953
SCC-16.01.025 No building permit shall be issued for construction of a dwelling unit on an undeveloped
lot located within an area covered by a valid plat recorded prior to November 28,1977,
until the ow erthereof has provided for such lots the public improvements required by
section 16.05.010 in the manner described in section 16.05.015.
Ord.443,1977;Ord.610,1988)
SCC-14.20.010 Whenever a public sewer system is installed and accepted by the city for operation,each
ner of a parcel upon which a hoe,building,or property is used for human
c
us
cupancy,employment,recreation,or other purposes situated within the city of
Seward and any boundary of which is within 200 feet fthe sewer system shall install a
building—er within 12 months;provided,that this time period may be extended fora
m of six additional months at the discretion of the city engineer due to adverse
weather conditions.This requirement shall not be affected by the availability of any on-
site sewage disposal system.
Ord.504,1982)
282
Street Address Parcel ID Lot ID Requirement to Connect to Public Utilities Distance from Sewer
2505 Afognak Ave 14531032 1
l
SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
2507 Afognak Ave 14531033 18 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
2509 Afognak Ave 14531034 19 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
2601 Afognak Ave 14531035 2 . SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
2607 Afognak Ave 14531036 21 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
2505 Pine St 14503504 CR SCC-14.20.010&SCC-16.01.025 175'
103 Cottonwood St 14503506 CQ1 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
2511 Pine St 14503507 CQ2 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
2502 Pine St 14503607 CD SCC-14.20.010&SCC-16.01.025 150'
203 Cottonwood St 14503609 CF1 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
207 Cottonwood St 14503610 CF2 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
102 Cottonwood St 14503107 CP1 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
206 Cottonwood St 14503208 CG2 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
106 Cottonwod St 14503108 CP2 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
202 Cottonwood St 14503207 CG1 II SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
2605 Afognak Ave 14503103 CO SCC-16.01.025 195':if lines are brought to Cottonwood St
2605 Oak St 14503205 CH SCC-16.01.025 185':if lines are brought to Cottonwood St
2610 Oak St 14503308 AX SCC-16.01.025 420':if lines are brought to Cottonwood St
2611 Maple St 14503311 AY SCC-16.01.025 420':if lines are brought to Cottonwood St
2607 Maple St 14503312 AZ SCC-16.01.025 230':if lines are brought to Cottonwood St
2608 Oak St 14503307 BA SCC-16.01.025 230':if lines are brought to Cottonwood St
302 Cottonwood St 14503314 BC1 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
306 Cottonwood St 14503315 BC2 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
310 Cottonwood St 14503316 BD1 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
312 Cottonwood St 14503317 BD2 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
303 Cottonwood St 14503709 BE1 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
307 Cottonwood St 14503710 BE2 SCC-14.20.010&Deed Restriction on Plat#2006-11(Note#4)
Whenever any property is within 200 ft from City sewer lines,they must connect.(SCC 14.20.010)
No Building permit may be issued for construction on a lot not hooked up to public utilities(SCC 16.01.025)
jjIMMjjjjH=I Plat#2006-11 Forest Acres Afognak Addition-Note#4 on Plat:All lots within this subdivision must be connected to public utilitii
Plat#17 Forest Acres Subdivision-May 1950 recorded August 19,1953
283
SCC-16.01.025 No building permit shall be issued for construction of a dwelling unit on an
undeveloped lot located within an area covered by a valid plat recorded
prior to November 28,1977,until the owner thereof has provided for such
lots the public improvements required by section 16.05.010 in the manner
described in section 16.05.015.
Ord.443,1977;Ord.610,1988)
SCC-14.20.010 Whenever a public sewer system is installed and accepted by the city for
operation,each owner of a parcel upon which a house,building,or
property is used for human occupancy,employment,recreation,or other
purposes situated within the city of Seward and any boundary of which is
within 200 feet of the sewer system shall install a building sewer within 12
months;provided,that this time period may be extended for a maximum of
six additional months at the discretion of the city engineer due to adverse
weather conditions.This requirement shall not be affected by the
availability of any on-site sewage disposal system.
Ord.504,1982)
284
es prior to devleopment
285
3/8/2023
Estimated Cost of Water Im pmvements 1,533,570.00
Projected Annual Payment Forecast
Estimated Cast of Sewer Improvements 1,258,6W.00
Estimated Cast of Roadway Impmvements 895,201.63
Estimated Cost of Electrical Improvements 213,179.51
Total Cast of Imprve--: 3,900,611.14
Repayment Period 20
Electrical
Adjusted Water Sewer Roadway
Lot Size%ot Water Sewer Improvement Total Cos[Per Annual Cost
Lot ID Parcel ID Street Address Lot Size
Total Roadway%ot
Service Service
Roedwey Service Improvements Improvement
Cost
Improvements
parcel Per Parcel
Total Co.(Weighted) Co.(Weighted) (Weighted) Cost(Weighted)
11 14531032 1111 Afognak Ave. 0.82 4.323% 4.8381 X X X 66,290.32 54,40].02 9,214.93 43,307.69 173,219.96 8,661.00
18 14531033 250]Afognak Ave. 0.82 4.323% 4.838% X X X 66,290.32 54,407.02 9,214.93 43,307.69 173,219.96 8,661.00
19 14531034 2109 Afognak Ave.. 0.822 4.
332233%
4.8338% X X X 666,
229.3322
54400]].
0022
9:214.
9933
43330].
6699
1]]
33:
2199..
9966
8,661.00
20 14531035 2W1AfognkAv 0 4 % 48 % X X X 69 54,4 9214. 43,0] 121 661.00
21 14531036 267 Afognk Av 1.41 7433% 8.319% X X X 113,9870 93,55354 15,845A8 74,468.10 297,853.8 14,892.69
CR 14503504 2505 Pine Street 1.03 5A30% 6.0]]% X X X 83,267.11 68,340.53 11,574.85 54,398.68 217,581.17 10,879.06
Ce1 14503506 103 Cottonwood St 0.48 2.530% 2.832% X X X 38,804.09 31,848.01 5,394.10 25,350.84 101,397.04 5,069.85
CO2 14503507 2511 Pine Street 0.48 2.530% 2.832% X X X 38,804.09 31,848.01 5,394.10 25,350.84 101,397.04 5,069.85
CD 14503607 2502 Pine Street 0.49 2.583% 2.01% X X X 39,612.51 32,511.51 5,506.48 25,878.99 103,509A9 5,175.47
CFl 14503609 203 Cottonwood St 0.48 2.530% 2.832% X X X 38,804.09 31,848.01 5,394.10 25,350.84 101,397.04 5,069.85
C12 14503810 207 Cottonwood St 0.48 2.530% 2.832% X X X 38,804.09 31,848.01 5,394.10 25,350.84 101,397.04 5,069.85
CPl 14503107 102 Cottonwood St 0.48 2.530% 2.832% X X X 38,804.09 31,848.01 5,394.10 25,350.84 101,397.04 5,069.85
CG2 14503208 206 Cottonwood St 0.48 2.530% 2.832% X X X 38,804.09 31,848.01 5,394.10 25,350.84 101,397.04 5,069.85
CP2 14503108 106 Cottonwood St 0.48 2.530% 2.832% X X X 38,804.09 31,848.01 5,394.10 25,350.84 101,397.04 5,069A5
CGl 14503207 202 Cottonwood St 0.48 2.530% 2.832% X X X 38,804.09 31,848.01 5,394.10 25,35 A4 101,397.04 5,069A5
CO 14503103 2W5 Afognak Ave. 1.03 5.430% 6.0]]% X X X 83,26].11 68,340.53 11,574.85 54,398.68 217,581.17 10,8]9.06
CH 14503205 2W5 Oak St 1.03 5.430% 6.0]]% X X X 83,267.11 68,340.53 11,574.85 54,398.68 217,581.17 10,879.06
AX 14503308 2610 Oak St 1.01 5.324% 5.959% X X X 81,650.27 67,013.53 11,350.10 53,342.40 213,356.30 10,667.82
Ay 14
AZ
14503311 2611 Maple St 1.01 5324% X X 652 6],0813453 35.10
9013.
9 8,000
M 01. ,3510
6,
000.
7
14503312 2607 5.
8,
3 11 1W313 9 700
BA 14503307 2608 Oa St 1.01 5324% 599% X X X 81,60.
62]
6]013:
553
151,3510 53,342.40 213,5630 , 82
1 0 39 31,4503314 302 Cottonwood St 4 2.478% 2.]]3% X X 1 1 273 14822]0 199:
228.6611
4:
99664.
23
222.BC2 14503315 306 Cottonwood St 04 2.4]8% 2.]]3% X
X
995
1]
7 0 8 44.23C8 ,
8
BDl 14503316 310 Cttwd St 047 2.478% 2.]]3% X X X 37,995.67 31,184.51 5,281.73 24,822.70 99,284.61 4,964.23
BD2 14503317 312 Cttwd St 0.4 24]8% 2]]3% X X 37,995.6; 311,
118.5511
5:
2281]
3 1482222.]0 999:
228611
4:
99664.
23
Bl 1 0 X 39956 3 51. 0 8. 44.23E4503709303CttwdSt42.4]8% 2.]]3% X X 7, 8 73 24,
BE 4503710 307 Cttwd St 047 2.478% 2.]]3% X X X 3],995.6] 31,18 , 73 24,822.70 99,284.61 4,964.23
18.97 1.0000 1.0000 1,533,569.96 1,258,659.98 213,179.51 895,201.61 3,900,611.06 195,030.56
Rounding Differences: 0.04 0.02 - 0.02 0.W 0.06
286
Forest Acres Improvement District Project
44
0 vs
414A P
Citizen Initiated Petition
Who: Citizens (property owners) 4
Code: SCC 5.20.015(a)
Initiation by petition. Improvement districts and assessments may
be initiated by petition in a form prescribed by the City Manager
which shall include a description of the improvement sought by the
petition. The original or copies of the petition shall be signed by the
owners of property which will bear at least 50 percent of the
FSE
estimated cost of the improvement sought by the petition. The
petition, when signed, shall be filed with the City Clerk.g4ASKP
t
1
III
t
Current Utilities In The Area
Water, sewer, electric,i
and road access are WIMiWWW u w f`(y
not available to
service these lots and
provision of utilities is
required per the plat 74L--
to develop the lots
T-F--
Project Flow Chart
intt4l ymU,.r
Step 1 : Petition fi
Step 2: Report on th ece` i
Step 3 : Public Hearing S
w,
Step 4: Resolution to proceed
Step 5 : Computation of assessments
Step 6: Public Hearing on assessment roll
Step 7: Assessment Roll resolution
Step 8: Notice of assessment roll 440
Ste 9: Special assessment bonds authorized
g4ASKP
Resolution To Proceed
77Who: City Manager
Code: SCC 5.20.030
After the public hearing is closed, council shall o reject a
resolution to proceed with the proposed improvement. The
resolution to proceed shall find that the improvement is necessary
and will benefit the properties to be assessed. The findings of the
council are conclusive. The resolution shall require an account to
be kept of all costs of the improvements and direct the proper city OF SE
official to proceed with design and construction of the
improvements subject to acquisition of the necessary financing. 44q P
Plat Information
1,.xsPt9
There are two plats
the project area:
Plat #17 from 1953
Plat #2006-11 from 2006
This plat requires the
parcels to connect to City
utilities before development
can take place. qSKP
Utility Infrastructure in Improvements District
Water Improvemen
4,100 Linear Feet o
27 Water Service Conn 1191
Sanitary Sewer Improvements
4,200 Linear Feet of 8" PVC Sewer Main Pipin es
27 Sewer Service Connections
Sanitary Sewer Lift Station & 1,000 Linear F f Force Main
III i II
I ii l I!III IC:. c of Se
ii:=_.III III
1
q ASKP
114F7FIJJ;T`,
ImprovementsUtilityInfrastructurein
Roadway
Approximately i clrr of sewnRo
5} R&M CONSULTANTS,INC.
Roadway • Forest Acres Area-Feasibif Stutl 7or5 ecial lm rovement Dlstnct
CONCEPT COST ESTIMATE_WATER,SEWER,ROADWAY IMPROVEMENTS
Cottonwood Februa 2023
Oak Street SCHEDULE BSEWER IMPROVEMENTS $ 1,258,660
SCHEDULE GRDADWAY IMPROVEMENTS $ 895,202
ELECTRIC AND COMMUNICATIONS IMPROVEMENTS $ 213,18g
Road Embankment, Resurfacing,Engineers Estimate S 3,900,611
excavation, ditching, utility trenching &Number of Parcels Servetl by ImpmvemeM District 27 See parcel list
SURVEY,GEOTEGHNICAL AGTNITIES,AND FINAL ENGINEERING DESIGN MUST BE
backfill PERFORMED TO CONFIRM ENGINEER'S ESTIMATES.
Improved to basic design standards
Electric and Telecommunications
O./o
Improvements
Underground Single-Phase Service
Easements potentially required
Engineer's Estimate & Apportionment Methods
TIT i
Engineer's Estimate
Roadway Improvemen
Property Assessment based on chosen 'o n a
apportionment method
Project Cost Apportionment Method
Options o m
Method 1 — ""Front Feet" of Parcel along
Right-of-Way
Ad
Method 2 — Square Feet of Parcel
Method 3 — Current KPB Assessed Tax Value FSE,
Method 4 — Divide cost evenly between
parcels in study area qp
r.
FOREST ACRES SPECIAL IMPROVEMENTS DISTRICT-WATER&SEWER FEASIBILITY STUDY
COST APPORTIONMENT METHOD 2
CONCEPTUAL COST ESTIMATE
Total Cost of Water Improvements $ 1533570.00
Total Cost of Sewer Improvements $ 1,258,66D.00
Total Cast of Roadway Improvements $ 895,2D7.63
Total Cost of Electrical Improvements $ 213 179.51
Total Cost of Improvements $ 3,900,611.14
Water Sewer Electrical RoadwayLotSizeLotSize8kofRoadway Total Cast Per
Lot ID Parcel Strcet Address
µcreel Tamil Prcject
Water Service Sewer Service
Service
Iwprarements Improvements Impraremertts Improvement C
Parcel
Cast{Weighted} Cost lWegghted} Cost tWeightedl (YYeightedl
17 14531032 2505 Afogmk Ave 0.82 432% N-2DG-32 ;54,407.M ;9,214.93 $43307.69 $173219.06
18 14531033 2507 Afogmk Ave 0.82 432% 6620032 $54.407.112 ;9,214.93 543307.69 $173219.00
19 14531034 2509 Afogmk Ave 0.82 432% 66200-32 $54.407.112 $9.214.93 543307.69 $173219.00
20 14531035 2601 Afogmk Ave 0A2 432% 66200-32 $54,4D7.02 $9.214.93 $43307.69 $173219.00
21 145310M 2607 Afo mk Ave 1.41 7.43% 5113,987A2 $93,553.54 sid. 5.18 W4.46&10 $297,853.B4
CH 1 14503504 2505 Pine St 1.03 5.43% B3267.11 $68.344153 511.514.85 $5439&68 $217,5Bl-17
Col 14503506 103 Cottonwood St 0.413 253% 313,1304.09 $31,8413.01 $5.394.10 $25350.134 $101307.05
CO2 14503507 2511 Pine St 0AB 253% M.B04-U9 $31.848,01 ;5,394.10 $25350.B4 $10130705
CO 14503607 2602 Pine St 0.40 2513% N.612-51 $32,511 51 $5,506.48 $25,87&09 $103.509.49
CF1 1450360B 203 C-n-d St 0.4B 2.53% X X $M.B04-D9 131.548 D1 45.394.10 $25350.B4 $101307.05
CF2 1450WID 207 Cottonwood St 0.413 253% 3B.B04-D9 $31,848 D1 $5.394.10 $25350.134 $101307.05
CP1 14503107 102 Cctwnwmd St 0AD 2.53% X 53B,B04-Dg %31,.E48 01 ;5,304.10 15350-1 110117-11
CG2 1450 MB 206 Ccttanwmd St 0.4B 253% 3B.B04-D9 $31,848 D1 ;5.394.10 $25350.B4 $101307.D5
CP2 14503100 106 Cctwnwmd St 0AD 2.53% X 53B,B04-Dg %31,.E48 01 45.394.10 $25.35g.B4 $101397.D5
CG1 145W207 202 Cottonwood St 0.413 253% 3B.B04-D9 $31.548 D1 $5.394.10 $25350.134 $101307.D5
00 I 14503103 280E Afognak Are 1.03 5.43% 83287.11 ;88,340.53 $11.574.85 $E430S.88 $217.517.17
CH 145W205 2605 Oak St 1.03 5.43% B3267.11 $BB,340.53 511.57425 $54X.68 $217,SB 1.17
A% 14503308 29100ak St 1.01 532% 81.65027 $87.013.53 $11.350.10 $5334240 $21335a29
AY 14503311 2611 MAPLE ST 1.01 532% X R1.05027 $67,013.53 $11.350.10 $000 $160.013.00
AZ 14603312 2007 Maple St 101 532% X 8165027 $67.01353 $11350.10 $DOD $160P1a go
8A 14503307 200S Oak.St 1.01 532% 61.65027 $67.013.53 $11.350.10 $5334240 $21335029
8C1 14503314 302 Cottonwood St 0.47 2.4B% S37.005.67 $31.1134.51 35.281.73 $24.82270 509284.61
8C2 14503315 306 Cottonwood St 0.47 2.46% 37.005.67 $31,1134.51 $5.281.73 $24,02270 $09284.01
8D1 1 Cwod S .48 37.005.67 $31,1 24,02270 509284813Coo8D20173odSt0472.46% 537,O0567 $31,11345 ;5261.73 $24,82270 50928461
8E7 14503708 303 Cotwnwmd St 0.47 2.48% 37,995.87 $31,1B4.51 ;5,261.73 $24,82270 $9928481
8E2 14503710 307 Cottonwood St 0.47 2.48% 29;37.05.67 $31,1134.51 $5,281.73 $24,02270 $09204.01
n ,.
Prot
S
What Questions Do You Have?
ci a+ p0
44ASK0
AFFIDAVIT OF MAILING
Notice of Public Hearing for Resolution 2023-029
for the Forest Acres Improvement District
STATE OF ALASKA
THIRD JUDICIAL DISTRICT
I,Brenda J. Ballou,MMC, City Clerk for the City of Seward,Alaska,being first duly sworn,upon
my oath, do hereby depose and state that on March 6, 2023, I mailed by US Postal Service, by
First Class Certified and Return Receipt, written notice to the property owners of record listed
below the following documentation:
Written Notice for a Special Improvement District(in accordance with SCC 5.20.025)
Public Hearing Notice for Resolution 2023-029
Resolution 2023-029
Seward City Code 5.20---Improvement Districts
Kenai Peninsula Borough Property Report(for each property)
OWNER ADDRESS PROPERTY
Afognak Construction& PO Box 610 2607 Afognak Avenue
Excavating,Inc. Seward,AK 99664 Lot 21
Andrew C. Scrivo Family Trust PO Box 3421 2505 Pine Street
Seward,AK 99664 Lot CR
Anneliese Marie Kupfrian PO Box 3193 2607 Maple Street
Seward,AK 99664 Lot AZ
Craig A. &Anna Covington 4 Wall Street 2601 Afognak Avenue
Moebus Fredericksburg,VA 22405 Lot 20
Dale&Shelia Skinner 2096 Mohave Drive 2505 Afognak Avenue
Beaverereek,OH 45431 Lot 17
2507 Afognak Avenue
Lot 18
2509 Afognak Avenue
Lot 19
Exit Glacier Guides PO Box 1812 203 Cottonwood Street
Seward,AK 99664 Lot CFl
207 Cottonwood Street
Lot CF2
2502 Pine Street
Lot CD
Isaac M. Sleadd&Aleah Greene PO Box 1341 2610 Oak Street
Seward,AK 99664 Lot AX
James Phillip Thomas Carlberg 8017 Springshire Drive 303 Cottonwood Street
Park City,UT 84098 Lot BE
Jaz A.Odhner&Eliza Joy PO Box 1714 302 Cottonwood Street
Woodworth Seward,AK 99664 Lot BC 1
306 Cottonwood Street
Lot BC2
Jennifer Mariah Grischuk PO Box 1055 103 Cottonwood Street
Seward,AK 99664 Lot C 1
299
Julia Margaret Savage PO Box 1451 206 Cottonwood Street
Girdwood,AK 99587 Lot CG2
Katherine Anne Repko 8017 Springshire Drive 307 Cottonwood Street
Park City,UT 84098 Lot BE2
Kevin&Barbara Deon Quitberg 610 Saratoga Drive 2611 Maple Street
Green River,WY 82935 Lot AY
Margaret Elaine Ledford PO Box 3193 2608 Oak Street
Seward,AK 99664 Lot BA
Michael Graves PO Box 520815 2605 Afognak Avenue
Big Lake,AK 99652 Lot CO
106 Cottonwood Street
Lot CP2
202 Cottonwood Street
Lot CG 1
2605 Oak Street
Lot CH
Rose McAdoo 500 150'Avenue 102 Cottonwood Street
Somerset,WI 54025 Lot CPI
Timothy J. &Alice L. Anderson 2411 Wintercrest Circle 310 Cottonwood Street
Anchorage,AK 99516 Lot BD1
312 Cottonwood Street
Lot BD2
Trevor Kreznar PO Box 3583 2511 Pine Street
Seward,AK 99664 Lot C 2
Signed:
0,23
renda J. Ballou, C Date
On this (,-
6
day of TA K I-I in the year D0 3 , before me, the undersigned notary public,
personally appeared -3 ,A-D A 77. -?-->A z L O W known to me to be the person whose name
is subscribed to the within instrument and acknowledged that she executed the same for the
purposes therein contained.
01111L4111I111///jCC
In witness whereof, I hereunto set my hand and official seal.
NOTARY
a a 3 PUBLIC ..-**
ublic Signature DateOF APS\
f`1Aa-Ly 6 OU-iCAAJ
Notary Public Printed Name My Commission Expires
300
Forest Acres Improvement District
CHART OF WRITTEN PROTESTS
Received by City Clerk for Resolution 2023-029
Through March 23 at 2 pm
OWNER PROPERTY PROTEST REC'VD
Afognak Construction&Excavating,Inc. 2607 Afognak Avenue-Lot 21
Andrew C. Scrivo Family Trust 2505 Pine Street-Lot CR
Anneliese Marie Kupfrian 2607 Maple Street-Lot AZ
Craig A.&Anna Covington Moebus 2601 Afognak Avenue-Lot 20
2505 Afognak Avenue-Lot 17
Dale&Shelia Skinner 2507 Afognak Avenue-Lot 18 Yes
2509 Afognak Avenue-Lot 19
203 Cottonwood Street-Lot CF 1
Exit Glacier Guides 207 Cottonwood Street-Lot CF2
2502 Pine Street-Lot CD
Isaac M. Sleadd&Aleah Greene 2610 Oak Street-Lot AX
James Phillip Thomas Carlberg 303 Cottonwood Street-Lot BE1 Yes
Jaz A.Odhner&Eliza Joy Woodworth
302 Cottonwood Street-Lot BC 1
Yes
306 Cottonwood Street-Lot BC2
Jennifer Mariah Grischuk 103 Cottonwood Street-Lot CQ1
Julia Margaret Savage 206 Cottonwood Street-Lot CG2
Katherine Anne Repko 307 Cottonwood Street-Lot BE2
Kevin&Barbara Deon Quitberg 2611 Maple Street-Lot AY Yes
Margaret Elaine Ledford 2608 Oak Street-Lot BA
2605 Afognak Avenue-Lot CO
Michael Graves
106 Cottonwood Street-Lot CP2
Yes
202 Cottonwood Street-Lot CG1
2605 Oak Street-Lot CH
Rose McAdoo 102 Cottonwood Street-Lot CPI Yes
Timothy J. &Alice L.Anderson
310 Cottonwood Street-Lot BDI
Yes
312 Cottonwood Street-Lot BD2
Trevor Kremar 2511 Pine Street-Lot CQ2
301
Brenda Ballou
From: Stephen Sowell RECEIVED
Sent: Monday, March 6, 2023 3:25 PM
To: Brenda Ballou
Cc: Kris Peck REAR 0 6 2023
Subject: FW: deed restrictions
OFFICE OF THE
CITY CLERK
Brenda.
This objection to the Forest Acres Improvement District was sent to Council today.
Thank you,
Stephen Sowell
Assistant City Manager
City of Seward, Alaska
www.cityofseward.us
0-907-224-4066
C-907-362-4062
F-907-224-403 8
From:Jason Bickling<jbickling@cityofsewa rd.net>
Sent: Monday, March 6, 2023 9:44 AM
To: Stephen Sowell <ssowell@cityofsewa rd.net>
Subject: FW: deed restrictions
Not sure if Kevin included you in this as well....
From: rotoscale@wyoming.com <rotoscale@wyoming.com>
Sent: Monday, March 6, 2023 8:07 AM
To:Jason Bickling<jbickling@cityofseward.net>
Subject: Fwd: deed restrictions
External Email:This email originated from outside of the organization. Do not click links or open attachments unless you recognize
the sender and know the content is safe.
Original Message --------
Subject: deed restrictions
Date: Mon, 06 Mar 2023 12:02:06 -0500
From: rotoscale@wyoming.com
To: smcclure(d).cityofseward.net, josenga(d),cityofseward.net, ldemoss(a cityorseward.net,
1
302
m cal ho_on(aDcifyofseward.net, rwellsacityofseward.net, kfinch cit ofseward.net,
rba rnwel f a cityofsewa rd.net
Good morning (or perhaps not)...This is a heads-up on a letter I just sent to the Mayor and each
member of the City Council. Thought you may want to be in the loop. Kevin Quitberg
Dear City Council members and Mayor McClure;
I am attaching some thoughts about the deed restrictions currently in place on the Forest Acres
subdivision. l am sure this has come up in conversation.
I know there is some local animas toward people who would be part-time residents but there is
nothing saying that part-time can't become full time. And, part-timers pay the same property taxes
that full-time residents do and use fewer resources to boot. Below are some thoughts on the deed
restrictions that appear to be in place on this aforementioned sub-division:
f would like to take an opportunity to express my concerns about the deed restrictions being enforced on
the property owners of the Forest Acres subdivision. When these properties were put up for sale there
was no mention of deed restrictions. Indeed, the deed restrictions were a surprise to many in the
community development portion of the Seward City government. Perhaps this is why the properties were
all sold in a matter of days.
City planning and zoning has invested heavily in an engineering study to ascertain the cost of water,
sewer, road and electrical distribution within this subdivision. The preliminary costs are expected to be in
the $3.9 million dollar range. Dividing this among 27 lot divisions adds -$150 thousand to each lot. Some
would be less (by a little) and some would be more according to lot size.
There will be proposals to amortize this cost over time. This may take the immediate pain out of the issue
but, although spread out over time, they are still additional costs. The effect of this is to make the property
worth less, relative to other properties in the Seward area, and, in my case, worthless as the property is
more than likely not saleable at the original purchase price since the additional costs are now known. In
addition, the deed restrictions state that construction may not begin until all infrastructure is in place.
This places a considerable burden on me with my age. I had hoped to build a nice dwelling that would
allow my wife and I a few years of retirement enjoyment before tipping over, then leaving it as a legacy
opportunity for my children and grandchildren. As things are now structured, I would leave them a
financial burden with amortized costs and the very real likelihood that no construction could take place on
a significantly devalued property. With these issues now coming to light, there is serious doubt that the
sale of the property could recoup much of the original purchase price.
In my individual case, I would like to propose the granting of a waiver or variance for my specific property.
I will propose building an energy efficient dwelling with a well and septic as well as solar capability and, if
needed, generator backup for the lower sun aspect in the winter. This would allow me to begin the
construction of the dwelling, there is room for both a well and a septic and there would be no need for the
city to run any utilities to the property(although water, sewer and electricity are just a block away). I
already have road access. The city/borough would both benefit as I would be paying property taxes after
0 expenditure on their part.
I do not know the origins of the deed restrictions. My guess would be that they harken back to a tit-for-tat
between a long-ago city council and the Afognak Timber Co. Perhaps with an unwanted annexation,
perhaps with personality clashes. What I do know and is abundantly clear is that a number of people are
in a real financial bind after the revelation of these deed restrictions. I was told that "we hope to get these
upgrades done over the next several years." I hope you can see your way clear to understanding the
2
303
financial and time restrictions so many people are now facing. It is putting an end to many people's
dreams.
Very sincerely, Kevin and Dean Quitberg.
2611 Maple Street, Seward. (307) 871-3632
3
304
ftt-0191VED
MAR 16 2023
3/15/2023
9FFICE OF THE
To whom it may concern, CITY CLERK
I am writing out of concern and alarm by the proposed resolution 2023-029, for Forest Acre
Estates. I am against this bid as it is an outrageous sum and I know there is a more affordable route.
Please do not pass this amount as it will sink the dreams of a young vibrant group looking to join the
Seward community. Prior to this my interactions with the people of Seward have made me feel welcomed
and excited about the possibility of building a future in this incredible city. However, this resolution is
making our dream become wildly unaffordable and unobtainable.
This is not a solution, as we are only seeing one example of a bid for$3.9 million dollars. I find it to be
extremely concerning that there is only one bid being presented to us. The large sum will make it
unfeasible for us to build a house in Seward. If this resolution passes our assessed value would rise by
over 400% which is absurd.
Myself and the rest of the Forest Acres community would like to know when the last time the city
subsidized individual land owners and not a development group/company or city property? Why not
support a group of individuals who want to live and start families in Seward who do not have deep
pockets? Is that not what makes Seward so special? I would like to be a nurse at the local hospital and
my partner is a manager at a local company. This is the first piece of property we have ever bought and
we bought it because we love Seward and want to be a part of it. We are not interested in turning Forest
Acres into an AirBnB getaway. We want to live in Seward and be its next generation. The aging
community of Seward should be excited that there is a group of people who want to make this city their
home and help foster a healthy future for it.
Last August we visited the office of community development in Seward and were told there were funds for
utilities for a new community and we would like to know the status of those funds?As well as who was
awarded them? We are looking for fair treatment and transparency.
The fear of change is abundant in any small community. I grew up in a small town and it has since turned
into a proper busy city. As much as it hurt my heart watching the change occur I realized it was inevitable.
However, if 1 was given the opportunity to help a group of individuals who truly loved and appreciated my
town the way we feel about Seward I would seize the opportunity to help them. Thus avoiding the risk of
takeover by nasty entitled wealth that can pollute and ruin even the most quaint precious town.
Please don't pass Resolution 2023-029, please work with us.
Sincerely,
James Carlberg and Jessica Repko
305
Brenda Ballou
From: Michael Graves <cubdriver2001 @yahoo.com>
Sent: Friday, March 17, 2023 1:37 PM
To: Brenda Ballou R 17 2Q2
Subject: Resolution 2023-029 Forest Acres Improvement District OFFICE of THE
CITY CLERK
External Email:This email originated from outside of the organization. Do not click links or open attachments unless you
recognize the sender and know the content is safe.
Brenda
My name is Mike Craves I own lots CH, CQ, CP2 and CG1 In the Forest Hills subdivision. I am writing in reference to the
recent utliity feasibility study conducted for the subdivision. After reviewing the estimated cost I have to oppose the
development. I own 4 lots with estimated personal cost of over$500,000 its just out of my reach. If we are able to
reduce the cost I would reconsider.
I appreciate all the work that has been completed by all involved.
Regards
Mike Graves
1
306
RECEIVED
Brenda Ballou MAR 2 p 2023
From: Tim Anderson <tnderson@alaskaperformancerv.com> OFFICE OF THE
Sent: Sunday, March 19, 2023 2:15 PM CITY CLERK
To: Brenda Ballou; Sue McClure; John Osenga; Mike Calhoon; Randy Wells; Kevin Finch
Cc: Alice Anderson
Subject: Forest Acres Improvement District 2023-029
External Email:This email originated from outside of the organization. Do not click links or open attachments unless you recognize
the sender and know the content is safe.
Hello,
We own 2 lots in Forest Acres, 310 & 312 Cottonwood Street.
We purchased those lots thinking that the city would work with us to get utilities and roads like other properties in
Seward.
We hoped to build on these lots to help Seward with the major housing crisis that Seward has, we are invested in the
Seward community and have been for years and our dream is to retire there.
With the cost of the survey and report that was done there would be no way we or most other owners in Forest Acres
could afford to build without the help of the city.
We strongly object to the proposed Special Improvement District and feel that the city should consider helping us
induvial owners like they help the local builders with their cost of roads and utilities.
Thanks,
Tim Anderson
Alaska Performance RV & Marine Inc
907-522-8965 www.alaskaperformancerv.com
Sewmar LLC
SMIC Seward Ak
1
307
RECEIVES Y
Brenda Ballou MAR 2-2. ?A? 1
From: Dale Skinner <daleskinner7@gmail.com> OFFICE OF THE
Sent: Wednesday, March 22, 2023 10:16 AM CITY CLERK
To: Brenda Ballou
Cc: Dale Skinner; Sheila
Subject:Objection to Special Improvement District
Attachments: Objection to City of Seward Lot#17.docx.pdf; Objection to City of Seward Lot #
18.docx.pdf; Objection to City of Seward Lot #19.docx.pdf
i ,x;ernal FinaH:This email originated from outside of the organization. Do not click links or open attachments unless you recognize
the sender and know the content is safe.
Good morning Ms. Ballou,
In response to your letter dated 10 March, 2023 RE: Projected Annual Payment Forecast for Forest Acres Improvement
District, my wife Shelia and I are submitting our enclosed objection. We purchased 3 of the lots (#17, 18 & 19) to ensure
we had room to build our dream retirement home. Currently the proposal is treating them as 3 separate lots and each
being assessed its own fees, I feel it's appropriate that we are allowed to "object" 3 times(once for each lot). Thanks
Dale &Shelia Skinner
daleskinner7@gmail.com
1
308
Dale & Shelia Skinner
daleskinner7a(?mail.comh
808)343-0327
OFFICE OF THE
CITY CLERK
22 Mar 2023
City of Seward
P.O Box 167
Seward,AK 99664
City Clerk;Brenda J.Ballou
RE: Written Objection to proposed Special Improvement District(Afognak neighborhood of
Forest Acres)
Lot ID#17
We are officially notifying the City of Seward of our objection to the subject proposed Special
Improvement District. The projected annual payment forecast that was provided to me dated
10 Mar 2023 would increase the cost of my lot from $3 6,600 to $173,219 (475% increase)
overnight. Paying this type of fee and building a home is unfeasible and impractical.
We are Alaska residents and have been serving in the Air Force for over 26 years. Our plan
was return and build our retirement home in Seward. On the surface,this proposal seemingly
makes that plan unattainable.
I would challenge the City of Seward to show more compassion for current/future residents and
explore a more reasonable method to fund roads and utilities or simply allow wells,septics
leaving only electric and gravel road maintenance.
Dale luelia Skinner
309
Dale& Shelia Skinner
daleskinner7@gmail.com RECE
808)343-0327
MAR 2 2 2023
OFFICE OF THE
C)TY CLERK 22 Mar 2023
City of Seward
P.O Box 167
Seward,AK 99664
City Clerk:Brenda J. Ballou
RE: Written Objection to proposed Special Improvement District(Afognak neighborhood of
Forest Acres)
Lot 10#18
We are officially notifying the City of Seward of our objection to the subject proposed Special
Improvement District. The projected annual payment forecast that was provided to me dated
10 Mar 2023 would increase the cost of my lot from $36,600 to $173,219 (475% increase)
overnight. Paying this type of fee and building a home is unfeasible and impractical.
We are Alaska residents and have been serving in the Air Force for over 26 years. Our plan
was return and build our retirement home in Seward. On the surface,this proposal seemingly
makes that plan unattainable.
1 would challenge the City of Seward to show more compassion for current/future residents and
explore a more reasonable method to fund roads and utilities or simply allow wells,septics
leaving only electric and gravel road maintenance.
wb1<< }lYr
Dale and Shelia Skinner
310
Dale& Shelia Skinner
daleskinner7@ginail.com
RECEIVED
808) 343-0327
LIAR 2 2 2023
OFFICE OF THE
CITY CLERK 22 Mar 2023
City of Seward
P.O Box 167
Seward,AK 99664
City Clerk:Brenda J.Ballou
RE: Written Objection to proposed Special Improvement District (Afognak neighborhood of
Forest Acres)
Lot ID##19
We are officially notifying the City of Seward of our objection to the subject proposed Special
Improvement District. The projected annual payment forecast that was provided to me dated
10 Mar 2023 would increase the cost of my lot from $36,600 to $173,219 (475% increase)
overnight. Paying this type of fee and building a home is unfeasible and impractical.
We are Alaska residents and have been serving in the Air Force for over 26 years. Our plan
was return and build our retirement home in Seward. On the surface,this proposal seemingly
makes that plan unattainable.
I would challenge the City of Seward to show more compassion for currenVfuture residents and
explore a more reasonable method to fund roads and utilities or simply allow wells,septics
leaving only electric and gravel road maintenance.
Dale an Shelia Skinner
311
Brenda Ballou
From: rotoscale@wyoming.com
Sent: Wednesday, March 22, 2023 1:32 AM
To: Jason Bickling; Brenda Ballou; Stephen Sowell; Sue McClure;John Osenga; Liz DeMoss;
Mike Calhoon; Randy Wells; Kevin Finch; Robert Barnwell
Cc:A Jaz Odhner
Subject Ornrr4Cf;OF H Forest Acres
C1 Y C ARK
External Email: This email originated from outside of the organization. Do not click links or open attachments unless you recognize
the sender and know the content is safe.
In reference to the utility developments on the Forest Acres subdivision currently before the City
Council (resolution 2023-029), let me state here that I am speaking for myself and not in concert with
other property owners. I will, however, copy Jaz Odhner, who has done much of the work in putting
the following resolution before the council. He will, I suspect, copy others lie has been in contact with
throughout this ordeal.
There are three developers who are currently working on subdivided properties in Seward. They each
were allowed access to city provided development funds that covered '/2 of the utility expansion. The
city will expect or hope to repay these allocated funds through enhanced property taxing ability after
the developments are completed as well as the monthly utility bills. The developer will add their costs
into the finished projects as they are developed.
In the case of the Forest Acres subdivision, each of the property owners are being told to pick up the
entirety of the cost of the utility expansion while still paying the enhanced property taxes and the fees
associated with monthly utility costs. In effect, this becomes the "taxation without representation" the
American revolution was fought over. In effect, the city has placed a lien on each of these properties.
In addition, because the city has subsidized the utility expansion of the properties being currently
developed by developers, you have placed what now stands as an approximate $80K burden (the
approx. $160K lien divided by '/2 and the disparate advantage enjoyed on those properties being
developed currently) should a current owner of the Forest Acres try to divest themselves of what is
now an albatross around their necks. The property now is worth less than $0 with the current deed
restrictions when put against other properties in the Kenai Borough and outside city limits.
Where to go from here: I would propose that the city council entertain the option of dropping the
requirement of running sewer with its other utilities. It adds an exorbitant portion of the cost to the
total. If water is run, it negates the setback requirements for septic that the smaller lots cannot now
meet. It also allows the fire hydrants that many homeowner insurance carriers insist on. In addition,
the city council needs to recognize the owners of the lots in question as a developer for the purposes
of the 50% cost match. To assess higher property taxes, as the city will, without the skin in the game
of the $ match, reeks of unfairness, especially in light of the preferential treatment enjoyed by the
three developers currently favored. This is the disparate treatment I mentioned earlier.
have every expectation that a judge would find that a group of property owners would qualify as a
class should a suit alleging disparate treatment be filed. I have every hope that it will not come to this.
The city of Seward erred when it allowed this property to be subdivided without utilities when it had
the money in its budget several years ago but did not use it to its intended purpose. The title
insurance co. erred when it did not mention the deed restrictions currently imposed on these
properties. I understand the title company missing this because the deed restrictions came as a
1
312
surprise to many in city administration as well. I sincerely hope the city council can find an amicable
and fair way to resolve these issues.
Finally, the city council needs to add to the amortized costs the lot they own on the corner of Maple
and Dieckgraff. It really isn't fair to pass along those costs to the other lot owners.
Kevin and Deon Quitberg, lot owners at 2611 Maple Street.
2
313
cev,e- Q '-1
Brenda Ballou
From: Rose McAdoo <crmcadoo@gmail.com> RECEIVED
Sent: Tuesday, March 21, 2023 7:16 PM
To: Brenda Ballou MAR 2 2 202
Cc: Timothy Wenzel
Subject: URGENT: Reject Forest Acres Proposal OFFICE OF THE
CITY CLERX
External Email: This email originated from outside of the organization. Do not click links or open attachments unless you
recognize the sender and know the content is safe.
Hi Brenda,
This email is for Seward city council regarding the Forest Acres undeveloped neighborhood.
Upon purchasing this land, I was thrilled to be making a positive step for my future. Seward is a place I fell in love with,
and with the purchase of an affordable piece of land I thought that maybe,just maybe, I might actually be able to afford
to build a little home and a life here. I thought too that I might be able to provide a small space as affordable housing for
seasonal workers — which Seward's economy vitally relies on and in which there is a critical gap for your residents.
That is, until I received the proposed utility costs for Forest Acres. This proposal is simply beyond the budget of the
people trying to live here. Paying over$100,000 on less than a half acre of land simply isn't possible and is going to price
out the people you want living in Seward. I am a seasonal ice guide, sharing the changing ecosystem of Exit Glacier with
visitors from all over the world. Albeit a great joy in my life,that career path provides a limited income and my partner
and I were so happy to be able to afford a small piece of land for our future in Alaska. We aren't outside investors
looking to swing a property. We aren't developers looking to mass produce condos for maximum profit. We are regular,
hard working people trying to find a way to live in a place that is now telling us we cannot afford to. I encourage the
council to help us come up with a more cost effective solution.
We as collective landowners thought the city was investigating various ways, contracts, grants, subsidies, etc. that might
make building here possible for us. Instead the first bid suggested is one that makes us feel helpless in this situation.
My input to the city council then is to please reject this proposal for utilities in Forest Acres on March 28th. I am
desperate in my plea and terrified for what this may mean for my future financial security.
Thank you for your time and consideration on this crucial matter.
Carolina Rose McAdoo
https://linkprotect.cudasvc.com/url?a=https%3a/*2f°/`2fwww.rosemcadoo.com&c=E,1,hrKUAk4aeYwkH4Gfsys8vG P9Ym
4u3c1FmgxegAliGnRIWITvc4wNsk9zOSElgfmoXU4ZnSdB4wpyHQwhZhtB3hoFB8CpztEuB6lAvtlyLw„&typo=l
1
314
RECEVIED
LIAR 13 2023
To the City of Seward, OFFICE OF THE
CITY CLERK
I grew up in Seward and have lived here for over 25 years. Last fall my partner and I had
the opportunity and financial ability for the first time in our lives to buy a piece of land that was
our own. With the current housing crisis, we feel very fortunate to have our own little slice of
Seward.
We started talking with the city a little over a year ago about utilities and what it would
take to get us to our end goal of building a house. Recently we received the feasibility study
from R&M Consultants and were shocked at the outrageous cost to bring us utilities. We knew
before buying land that utilities hookup in city limits is not cheap but we were not aware of the
unfortunate situation we are in. As I learned more about city code and the history of the
neighborhood I discovered that in 2006 Afognak Logging Co. subdivided their land without
putting utilities in beforehand. This is against Seward city code 16.01.015 which states, "No
preliminary or final plat for the subdivision or resubdivision of land located within the city limits
shall be approved by the city unless all of the required improvements set forth in section
16,05.010. are provided by the subdivider, owner, or developer. These improvements include
city roads. electric lines, water, and sewer system.
The lack of city oversight at the time has created a real issue, and has put us in a
situation where none of the individual property owners can afford the proposed cost for utilities.
The average cost for utilities in the Afognak subdivision for a single parcel would be $144,467.
This cost would make it extremely difficult for any of us to afford to build a home afterwards. My
thought was, "the city must help in these situations." I learned about the development
reimbursement program, a fund that the city can use to help developers pay for utilities. The city
just helped Zimmerman, Metco, and Harmon pay 50% of total utilities cost for their development
projects, all of which they will make large profits off of. Unfortunately our situation does not fit
the criteria for the development reimbursement program. When the Seward city code 16.01.015
was broken Afognak Logging Co. avoided installing utilities and managed to sell the property
this way. Now that the property is in the hands of individual land owners and not one single
developer we don't qualify for any funding.
There is a finite amount of buildable land in city limits, and with the current housing
situation I think the city should be motivated to help enable landowners to create housing. With
the majority of land owners in the Afognak subdivision being in their mid 20's and early 30's this
subdivision could be the next generation of Seward families.
Thanks,
Jaz Odhner and Eliza Joy Woodworth.
315
City of Seward
Action Memorandum 2023-003
Meeting Date: March 13, 2023 Postponed to March 28, 2023
To: City Council Deadline extended to March 24th at 5 pm
From: Brenda Ballou, City Clerk
Subject: Action Memorandum 2023-003: Appoint a citizen to serve as the city's
representative on the Prince William Sound Regional Citizens' Advisory
Council (PWSRCAC) with a term to expire May, 2025
Background and justification:
The City of Seward retains a seat on the Prince William Sound Regional Citizens'Advisory Council
PWSRCAC). The current seat is held by Patrick Domitrovich who was originally appointed in
March, 2021 and whose term will expire in May, 2023.
The City Clerk solicited letters of interest from February 28 — March 10, 2023 at 5:00 p.m. Letters
of interest will be furnished to council as a laydown at the meeting in order to allow citizens the
opportunity to submit up to the deadline.
There is no formal appointment process outlined for this seat on the PWSRCAC. If there is more
than one citizen interested, the recommendation is to use the ballot voting format; if there is one
applicant, council may move directly to making a motion to appoint.
The applicant must receive at least four of the votes to be appointed.
Comprehensive and Strategic Plan Consistency Information
This legislation is consistent with (citation listed):
Comprehensive Plan:
Strategic Plan:
Other:
Certification of Funds
Total amount of funds listed in this legislation: $ 0
This legislation ():
Creates revenue in the amount of:
Creates expenditure in amount of:
Creates a savings in the amount of:
x Has no fiscal impact
Funds are ():
Budgeted Line item(s):
Not budgeted
Not applicable
Fund Balance Information
316
Affected Fund ():
General SMIC Electric Wastewater
Boat Harbor Parking F1 Water F1 Healthcare
Motor Pool Other
Note: amounts are unaudited
Fund Balance/Net position — restricted
Fund Balance/Net position — unrestricted/unassigned $
Available Unrestricted Cash Balance:
Finance Director Signature:
Attorney Review
Yes Attorney Signature:
Not applicable Comments:
Administration Recommendation
H Adopt AM
Other:
Disposition (Completed by the City Clerk's Office)
317
March 3, 2023
AIAR
Brenda Ballou OFFICE OF TWF
City Clerk CITY CLERIC
City of Seward
Seward Alaska 99664
Subject: PWSCAC representative for the City of Seward
Brenda,
Per your email I would like to be considered for the Subject Position for the next term.
Should you have any questions I can be reached at
Cell: 907 390 0845
Email: huntalaska49@gmail.com
Regards
Patrick Domitrovich
318
Michael L. Brittain
P.O. Box 1936, Seward,Alaska 99664 907-491-0081 mlbrittain@ak.net
EC
March 15,2023
Seward City Council MAR 15 2023
City of Seward,Alaska
OFFICE OF THE
Dear Council Members, CITY CLERK
I have recently been made aware of an opening for Seward representative to the Prince William Sound Regional
Citizens'Advisory Committee(PWSRCAC),and am hereby submitting my application for this position.
My qualifications include over 52 years of residency in Alaska,with over 40 in Seward alone. I have made my living
on the water for the past 40 years as a professional mariner,including tugboat captain,multi-day charter boat
owner/captain,and research boat owner/captain for UAF doing physical oceanography with Seward Marine Center. I
have also run wildlife/glacier tours out of Seward for one of the leading tour companies,Kenai Fjords Tours. I have
had recreational boats in the Seward harbor virtually continuously since 1975,with my first trip to Aialik Bay in 1976
before it was a national park)and Prince William Sound in 1979(ten years before the Exxon Valdez oil spill.)
I am quite familiar with shipping in this part of Alaska as I have run both pilot boats and assist tugs in the ports of
Seward,Kodiak,and Dutch Harbor,and have also been involved in killer whale research as
skipper/observer/photographer for North Gulf Oceanic Society in both the Kenai Fjords area as well as the Bering Sea
including the Eastern Aleutians,Alaska Peninsula,and Pribilof Islands.
My education includes several years studying metallurgy at Case Western Reserve University, which gives me a solid
basis for the understanding of scientific issues that may arise on the committee.
I was also a Seward resident when the Exxon Valdez accident occurred in 1989,and spent much of the next few years
doing spill-related tug work in Seward,as well as being dispatched to Prince William Sound several times to help with
the oil recovery efforts.
I have also participated in the annual SERVS'spill drill'training for the past dozen years with my own boat and have
gained familiarization with the personnel, spill response equipment,procedures, and protocols.Through SERVS, I
have also been additionally trained in dealing with the capture and transport of oiled sea birds and mammals.
In the early 2000's,I served as the lay member of the Alaska SeaLife Center IACUC.This is the Institutional Animal
Care and Use Committee that is responsible for oversight of the animal care and use program and its components to
ensure that the study animals are not mistreated. My departure from this committee was only to avoid conflict of
interest due to my employment in a research project that was partially funded by the ASLC.
Through niy career as a professional mariner,I have become familiar with the AVTEC marine department, including
the personnel as well as their maritime training simulator. This simulator includes an oil spill recovery simulation
module that the tanker pilots and captains train on.
I feel that my depth and breadth of experience and knowledge in the area can provide a unique and valuable addition
to the PWSRCAC.
Thank you for your consideration,
Sincerely,
Mike Brittain
319
Please note:
Updated information will
be provided to the
council during the March
28, city council meeting.
If new information
becomes available)
Resolution 2023-039 :
A Resolution of the City Council of the City of Seward,
Alaska, Authorizing the City Manager to Enter into and
Execute an Asset Purchase Agreement and Related
Documents with Homer Electric Association Inc. for the
Sale of the City of Seward Electric System to HEA Subject
to Voter Approval
Documents:
Agenda Statement
Resolution 2023-039
Asset Purchase Agreement
HEA Resolution Regarding Bylaw Amendment
320
City Council Agenda Statement
a
Meeting Date: March 28, 2023
t!
To: City Council
From: Janette Bower, City Manager
Brooks Chandler, City Attorney
Subject: Resolution 2023-039: Authorizing the City Manager to Enter into and
Execute an Asset Purchase Agreement and Related Documents with Homer
Electric Association Inc. for the Sale of the City of Seward Electric System to
HEA Subject to Voter Approval
Background and justification:
On August 8, 2022, the Seward City Council passed Resolution 2022-087: Submitting the Question
of Selling the City of Seward Electric Utility to the Qualified City of Seward Voters at a Special
Election in and For the City of Seward on May 2, 2023.
The resolution directed that prior to voter approval of the proposition to sell the electric utility, the
city issue a Limited Solicitation Request for Proposals from interested and qualified electric utilities
in Alaska to provide electric services and directed that following receipt of the proposals, the city
will negotiate with, and select, the utility most qualified to meet the electric service needs of
Seward while also sharing the City's community-focused value. The resolution further directed the
selected utility be announced to the public prior to the vote on selling the utility and the selected
utility be authorized to provide public information to City voters.
The city received two proposals from qualified Alaskan electric utilities and pursuant to Seward City
Code 2.10.033 C, the city council met in three executive sessions to discuss the electric utility
proposal and sale negotiations. Following the executive session on October 27, 2022, the city
council unanimously passed a motion to direct the city manager to bring a resolution before the
council on November 14, 2022, stating the city council unanimously selected Homer Electric
Association as the preferred electric utility to purchase Seward Electric. On November 14 the city
council adopted Resolution 2022-114 selecting Homer Electric Association as the preferred electric
utility to purchase the City of Seward Electric Utility.
The essential terms for sale of the City of Seward Electric Utility have been negotiated by Homer
Electric Association and the City of Seward and are set forth in the Asset Purchase Agreement that
accompanies the resolution.
On March 21, 2023, the Board of Directors of Homer Electric Association approved the Asset
Purchase Agreement and authorized the General Manager of Homer Electric Association to sign the
Asset Purchase Agreement.
The obligations of the City of Seward and Homer Electric Association set forth in the Asset Purchase
Agreement are expressly conditioned on an affirmative vote by three-fifths of the qualified electors
voting on the proposition to approve the sale of Seward's electric utility at a special election to be
held May 2, 2023.
322
Comprehensive and Strategic Plan Consistency Information
This legislation is consistent with (citation listed):
Comprehensive Plan:
Strategic Plan:
Other:
Certification of Funds
Total amount of funds listed in this legislation: $ 37,050,000 (estimated purchase offer at closing)
This legislation ():
Creates revenue in the amount of: 37,050,000
Creates expenditure in amount of:
Creates a savings in the amount of:
Has no fiscal impact
Funds are ():
Budgeted Line item(s):
Not budgeted
Not applicable
J
Finance Director Signature:
Attorney Review
x Yes Attorney Signature:
Not applicable Comments:
Administration Recommendation
eAdopt resolution
Other:
323
Sponsored by: Bower
CITY OF SEWARD,ALASKA
RESOLUTION 2023-039
A Resolution Of The City Council Of The City Of Seward,Alaska,Approving
An Asset Purchase Agreement Between the City of Seward And Homer
Electric Association for the Sale of the City of Seward Electrical System,
Subject to Voter Approval
WHEREAS, on August 8, 2022, the Seward City Council passed Resolution 2022-087:
Submitting the Question of Selling the City of Seward Electric Utility to the Qualified City of
Seward Voters at a Special Election in and For the City of Seward on May 2, 2023; and
WHEREAS, the resolution directed that prior to voter approval of the proposition to sell
the electric utility, the city issue a Limited Solicitation Request for Proposals from interested and
qualified electric utilities in Alaska to provide electric services; and
WHEREAS, the resolution directed that following receipt of the proposals, the city will
negotiate with, and select, the utility most qualified to meet the electric service needs of Seward
while also sharing the City's community-focused values; and
WHEREAS, the resolution further directs the selected utility be announced to the public
prior to the vote on selling the utility and the selected utility be authorized to provide public
information to City voters; and
WHEREAS, the city received two proposals from qualified Alaskan electric utilities; and
WHEREAS,pursuant to Seward City Code 2.10.033 C, the city council met in held three
executive sessions to discuss the electric utility proposal and sale negotiations; and
WHEREAS, following the executive session on October 27, 2022, the city council
unanimously passed a motion to direct the city manager to bring a resolution before the council
on November 14,2022, stating the city council unanimously selected Homer Electric Association
as the preferred electric utility to purchase Seward Electric; and
WHEREAS, on November 14, 2022, the city council passed Resolution 2022-114
selecting Homer Electric Association as the preferred electric utility to purchase the City of
Seward Electric Utility; and
WHEREAS, the essential terms for sale of the City of Seward Electric Utility have been
negotiated by Homer Electric Association and the City of Seward and are set forth in the materials
accompanying this Resolution ("the Asset Purchase Agreement"); and
WHEREAS, on March 21, 2023, the Board of Directors of Homer Electric Association
approved the Asset Purchase Agreement and authorized the General Manager of Homer Electric
324
CITY OF SEWARD,ALASKA
RESOLUTION 2023-039
Association to sign an Asset Purchase Agreement substantially in the form accompanying this
Resolution); and
WHEREAS, the obligations of the City of Seward and Homer Electric Association set
forth in the Asset Purchase Agreement are expressly conditioned on an affirmative vote by three-
fifths of the qualified electors voting on the proposition to approve the sale of Seward's electric
utility at a special election to be held May 2, 2023.
NOW,THEREFORE,BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF SEWARD,ALASKA that:
Section 1. The City Council finds it is in the public's interest to enter into the Asset
Purchase Agreement with Homer Electric Association, Inc. pursuant to Resolution 2022-114.
Section 2. The attached Asset Purchase Agreement is hereby approved and the City
Manager is hereby authorized to execute the Asset Purchase Agreement in substantial form as
attached hereto, and to make such corrections to the accompanying Exhibits and Schedules and
execute related documents as may be necessary, to fulfill the intent of this resolution on behalf of
the City of Seward and the intent of the parties to the Asset Purchase Agreement.
Section 3. This resolution shall take effect immediately upon adoption, however, the
obligations of the parties under the Asset Purchase Agreement are conditioned on voter approval
as required by Article 13.4 of the City of Seward Charter.
PASSED AND APPROVED by the City Council of the City of Seward, Alaska, this 28th
day of March, 2023.
THE CITY OF SEWARD,ALASKA
Sue McClure,Mayor
AYES:
NOES:
ABSENT:
ABSTAIN:
325
Draft—Subject to Change]
ASSET PURCHASE AGREEMENT
by and between
HOMER ELECTRIC ASSOCIATION, INC.
as Buyer
and
THE CITY OF SEWARD
as Seller
2023
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TABLE OF CONTENTS
Page
ARTICLE I. DEFINITIONS AND RULES OF CONSTRUCTION..................................1
Section1.01. Definitions.......................................................................................................1
Section 1.02. Rules of Construction ...................................................................................16
ARTICLE II. PURCHASE AND SALE.............................................................................17
Section 2.01. Purchase and Sale .........................................................................................17
Section 2.02. Excluded Assets............................................................................................18
Section 2.03. Assumed Liabilities ......................................................................................18
Section 2.04. Excluded Liabilities ......................................................................................18
Section 2.05. Purchase Price and Initial Payment Adjustment...........................................19
ARTICLE III. CLOSING.....................................................................................................23
Section3.01. Closing..........................................................................................................23
Section 3.02. Closing Deliverables.....................................................................................23
ARTICLE IV.REPRESENTATIONS AND WARRANTIES OF SELLER.......................26
Section 4.01. Formation of Seller.......................................................................................26
Section 4.02. Authority of Seller........................................................................................26
Section 4.03. Consents and Approvals ...............................................................................27
Section 4.04. No Conflict or Violation...............................................................................27
Section 4.05. Financial Statements.....................................................................................27
Section 4.06. Absence of Certain Changes, Events and Conditions...................................28
Section 4.07. Assigned Contracts .......................................................................................29
Section4.08. Real Property ................................................................................................29
Section 4.09. Acquired Assets; Adequacy of Acquired Assets..........................................32
Section 4.10. Legal Proceedings; Governmental Orders; Compliance...............................33
Section4.11. Permits ..........................................................................................................33
Section 4.12. Environmental Matters..................................................................................34
Section4.13. Taxes.............................................................................................................35
Section4.14. Insurance.......................................................................................................36
Section 4.15. Intellectual Property......................................................................................36
Section4.16. Inventory.......................................................................................................36
Section 4.17. Regulatory Matters........................................................................................37
Section4.18. Brokers..........................................................................................................37
Section 4.19. Labor Relations.............................................................................................37
Section 4.20. Employee Plans and Related Matters ...........................................................39
Section 4.21. No Immunity from Suit or Liability..............................................................40
Section 4.22. No Undisclosed Liabilities............................................................................41
Section 4.23. No Other Representations.............................................................................41
Section 4.24. Full Disclosure..............................................................................................41
Section 4.25. Reliance on Representations and Warranties................................................41
ARTICLE V. REPRESENTATIONS AND WARRANTIES OF BUYER........................41
i
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TABLE OF CONTENTS
cont'd)
Page
Section 5.01. Incorporation of Buyer..................................................................................41
Section 5.02. Authority of Buyer........................................................................................42
Section 5.03. Consents and Approvals ...............................................................................42
Section 5.04. No Conflict or Violation...............................................................................42
Section 5.05. Legal Proceedings; Compliance ...................................................................42
Section5.06. Brokers..........................................................................................................43
Section 5.07. Sufficiency of Funds.....................................................................................43
Section 5.08. No Other Representations.............................................................................43
Section 5.09. Reliance on Representations and Warranties................................................43
ARTICLE VI.COVENANTS ..............................................................................................43
Section 6.01. Conduct of Business Prior to the Closing.....................................................43
Section 6.02. Buyer's Due Diligence and Access to Information ......................................45
Section 6.03. Rates and Rate Freeze...................................................................................46
Section 6.04. Approvals; Consents.....................................................................................47
Section 6.05. Notice of Certain Events...............................................................................49
Section6.06. Real Property ................................................................................................49
Section 6.07. Board Observation........................................................................................53
Section6.08. Exclusivity ....................................................................................................54
Section 6.09. Customer Accounts.......................................................................................55
Section 6.10. Pre- and Post-Closing Transition Cooperation; Allocation of Certain
ItemsPost-Closing........................................................................................55
Section 6.11. Further Assurances........................................................................................56
Section 6.12. No Immunity Claim; Waiver of Immunity...................................................56
Section 6.13. Confidentiality ..............................................................................................56
Section 6.14. Disclosure Schedules....................................................................................58
Section 6.15. Supplements to Seller's Disclosure Schedules .............................................59
Section 6.16. Tax Cooperation; Allocation of Taxes..........................................................59
Section 6.17. Wholesale Power Contract; Conditional PPA..............................................60
Section 6.18. Transfer of Certain Instruments....................................................................61
Section 6.19. Port and Harbor Facilities.............................................................................62
Section 6.20. Special Contract............................................................................................63
ARTICLE VII. EMPLOYEE MATTERS..............................................................................63
Section 7.01. Continuing Employees..................................................................................63
Section 7.02. Employee Benefits........................................................................................63
Section7.03. Employee Leave............................................................................................64
Section 7.04. Employment-Related Liabilities...................................................................64
Section 7.05. Continuation of Benefits...............................................................................64
Section 7.06. Employee Plan Liability ...............................................................................65
Section7.07. No Contract...................................................................................................65
Section 7.08. Transition Agreement...................................................................................65
ARTICLE VIII. CONDITIONS TO CLOSING .....................................................................65
Section 8.01. Conditions to Obligations of Buyer and Seller.............................................65
ii
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TABLE OF CONTENTS
cont'd)
Page
Section 8.02. Conditions to Obligation of Buyer................................................................66
Section 8.03. Conditions to Obligation of Seller................................................................67
ARTICLE IX.SURVIVAL; INDEMNIFICATION............................................................68
Section9.01. Survival.........................................................................................................68
Section 9.02. Indemnification.............................................................................................68
Section 9.03. Indemnification Procedures ..........................................................................69
Section9.04. Setoff Rights .................................................................................................72
Section 9.05. Assignment of Claims...................................................................................72
Section 9.06. Exclusive Remedy ........................................................................................72
Section 9.07. Investigations and Knowledge......................................................................72
Section 9.08. Tax Treatment of Indemnification Payments ...............................................73
ARTICLE X. TERMINATION...........................................................................................73
Section 10.01. Grounds for Termination ..............................................................................73
Section 10.02. Effect of Termination....................................................................................74
ARTICLE XI.MISCELLANEOUS .....................................................................................74
Section11.01. Notices ..........................................................................................................74
Section 11.02. Amendments and Waivers............................................................................75
Section11.03. Expenses .......................................................................................................75
Section 11.04. Successors and Assigns.................................................................................76
Section 11.05. Governing Law.............................................................................................76
Section 11.06. Jurisdiction....................................................................................................76
Section 11.07. WAIVER OF JURY TRIAL.........................................................................76
Section 11.08. Counterparts; Third Party Beneficiaries .......................................................76
Section 11.09. Entire Agreement..........................................................................................76
Section11.10. Captions ........................................................................................................77
Section11.11. Severability...................................................................................................77
Section 11.12. Specific Performance....................................................................................77
Section 11.13. Relationship of the Parties ............................................................................77
EXHIBITS
Exhibit A—Bill of Sale
Exhibit B—Assignment and Assumption Agreement
Exhibit C—Transmission Line
Exhibit D—Deeds
Exhibit E—Assignment of Easement Rights
Exhibit F—Legal Opinion
Exhibit G—FIRPTA Certificate
Exhibit H— System Assets
Exhibit I—Inventory
Exhibit J—Construction Work in Progress
Exhibit K—Form of Office Lease
iii
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Exhibit L-Subdivision of Real Property
Exhibit M-Form of Buyer Bylaws Amendment
Exhibit N-Form of Yard Lease
SELLER'S DISCLOSURE SCHEDULES
Schedule 1.01(a)-Excluded Contracts
Schedule 1.01(b)- Seller's Knowledge
Schedule 1.01(c)-Permitted Encumbrances
Schedule 2.01(e)-Assigned Contracts
Schedule 2.01(g)-Intellectual Property
Schedule 2.03(b)-Assumed Liabilities
Schedule 2.04-Excluded Liabilities
Schedule 4.03 -Required Seller Consents
Schedule 4.04-No Conflict
Schedule 4.05-Financial Statements
Schedule 4.07(b)-Assigned Contracts Breaches
Schedule 4.08(a)-Owned Real Property
Schedule 4.08(b)-Real Property Exceptions
Schedule 4.08(c)-Leased Real Property
Schedule 4.08(d)-Other Real Property Rights
Schedule 4.08(f)-Exclusive Use
Schedule 4.08(g)-Encroachment
Schedule 4.09(c)-Condition of Tangible Assets
Schedule 4.09(e)-Pending Claims Related to the System Assets
Schedule 4.10(a)-Legal Proceedings
Schedule 4.11(a)-System Permits
Schedule 4.12(b)-Environmental Permits
Schedule 4.12(e)-Hazardous Materials
Schedule 4.12(g)-Environmental Reports
Schedule 4.12(i)- Shared Facilities and Services
Schedule 4.14(a)-Insurance Policies
Schedule 4.16-Inventory Exceptions
Schedule 4.19(a)-Employees
Schedule 4.19(b)-Independent Contractors
Schedule 4.19(c)-Labor Agreements
Schedule 4.20(a)-Employee Plans
Schedule 4.20(d)-Multiemployer Plans
Schedule 6.18(a)-Non-Assignable Assets
BUYER'S DISCLOSURE SCHEDULES
Schedule 5.03 -Required Buyer Consents
Schedule 5.04-Violations of Law or Organizational Documents, Breach of Contract
iv
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ASSET PURCHASE AGREEMENT
This Asset Purchase Agreement(this"Agreement")is dated as of[0], 2023 (the"Effective
Date")between Homer Electric Association, Inc., an Alaska utility consumer services cooperative
Buyer") and the City of Seward, an Alaska municipal corporation dba Seward Electric Utility
Seller" and, together with Buyer, the"Parties").
RECITALS
WHEREAS, Seller currently owns and operates the Seward Electric Utility, which
provides retail electric service to customers located in and around Seward, Alaska(the"System");
and
WHEREAS, Seller desires to exit the electric utility business and cease performing any
business activities associated with the System; and
WHEREAS, Buyer desires to provide electric service to the System's customers; and
WHEREAS, Buyer desires to acquire from Seller, and Seller desires to sell and transfer to
Buyer, substantially all of the electric utility assets used in the System upon the terms and
conditions set forth in this Agreement.
NOW, THEREFORE, in consideration of the premises and the mutual terms, conditions
and agreements set forth in this Agreement, and for other good and valuable consideration the
receipt and sufficiency of which are hereby acknowledged, and intending to be legally bound, the
Parties hereby agree as follows:
ARTICLE I.
DEFINITIONS AND RULES OF CONSTRUCTION
Section 1.01. Definitions. The following terms and phrases, as used in this Agreement,
have the following meanings:
Accounts Payable" means, as of the Closing Date, all accounts payable of Seller to
suppliers and vendors in connection with the Acquired Assets in respect of goods or services
supplied to Seller before the Closing Date whether or not due and payable at that time.
Accounts Receivable" means, as of the Closing Date, (a) all billed and unbilled accounts
receivable and other rights to payment from the Customers, including all accounts receivable
representing amounts receivable in respect of products sold or services rendered to the Customers
and (b) all other billed and unbilled accounts or notes receivable and other rights to payment
relating to the Acquired Assets.
Accrued Vacation Amount" is defined in Section 7.03.
Acquired Assets"is defined in Section 2.01.
Acquisition Proposal" is defined in Section 6.07(a).
1
331
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Aef' means Alaska Statute 29.04.010 and the City of Seward's Charter.
Additional Environmental Investigation" is defined in Section 6.02(a)(iii).
AEEC PPA" is defined in Section 6.17(b)(il.
Affiliate" means with respect to any specified Person, any other Person that, directly, or
indirectly through one or more intermediaries, Controls, is Controlled by, or is under common
Control with, such specified Person.
Agreement" is defined in the Preamble.
Alaska DOT' means the Alaska Department of Transportation.
Assigned Contracts" is defined in Section 2.01(e).
Assignment and Assumption Agreement" is defined in Section 3.02(a)(ii).
Assignment of Easement Rights" is defined in Section 3.02(a)(y).
Assumed Liabilities" is defined in Section 2.03.
Audited Financial Statements" is defined in Section 4.05.
Balance Sheet" is defined in Section 4.05.
Balance Sheet Date" is defined in Section 4.05.
BCD Project" means the Battle Creek Diversion Project related to the Bradley Lake
Proj ect.
Bill of Sale" is defined in Section 3.02(4)0.
Board" means the board of directors of Buyer.
Board Materials" is defined in Section 6.07(a).
Board Member Appointment" is defined in Section 6.07(b).
Board Observer" is defined in Section 6.07(a).
Bond Debt" means Seller's 2022 Electric Revenue Bond, and Seller's Electric Revenue
Refunding Bond, 2016.
BPMC" means the Bradley Lake Hydroelectric Project Management Committee.
Bradley Lake Power Sales Agreement"means the Agreement for the Sale and Purchase
of Electric Power by and among the Alaska Power Authority, Chugach,the Golden Valley Electric
Association, Inc., the Alaska Electric Generation & Transmission Cooperative, Inc., the
2
48280149.20
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Municipality of Anchorage, Buyer, Seller and Matanuska Electric Association, Inc., dated as of
December 8, 1987, as amended.
Bradley Lake Project" means the Bradley Lake Hydroelectric Project and related
facilities.
Budget' means the budget of the City of Seward for the applicable calendar year as
adopted by the City Council published by the City of Seward Finance Department.
Business Day" means any day other than Alaska Day, Seward's Day, Saturday, Sunday,
or a day on which United States national banks are authorized or required by Law to be closed for
business.
Buyer"is defined in the Preamble.
Buyer Bylaws Amendment"is defined in Section 6.07(b).
Buyer Indemnified Parties"means Buyer,its successors and permitted assigns, directors,
officers, employees, controlling Persons and agents.
Buyer Liability Cap"is defined in Section 9.02(b).
Buyer Material Adverse Effect' means any event, occurrence, fact, condition or change
that is materially adverse, in the aggregate, to the ability of Buyer to consummate the Transactions
or perform its obligations under the Transaction Documents on a timely basis.
Buyer's Disclosure Schedules" means the schedules setting forth certain disclosures of
Buyer, or qualifications or exceptions to any of Buyer's representations or warranties set forth in
Article V, which schedules are attached to this Agreement and delivered by Buyer.
Cash Equivalents"means any of the following having a maturity of not greater than three
hundred sixty-four (364) days from the date of issuance thereof. (a) readily marketable direct
obligations of the government of the United States of America or any agency or instrumentality
thereof or obligations unconditionally guaranteed by the full faith and credit of the government of
the United States of America; (b) insured certificates of deposit of or time deposits with any
commercial bank that is a member of the Federal Reserve System, which issues (or the parent of
which issues) commercial paper rated as described in clause (c) below, which is organized under
the laws of the United States or any State thereof and which has combined capital and surplus of
at least $1,000,000,000; or (c) commercial paper issued by any corporation organized under the
laws of any State of the United States and rated at least"A-1" by S&P or "P-1" by Moody's (or
an equivalent rating by another nationally recognized credit rating agency of similar standing if
neither S&P or Moody's is then in the business of rating commercial paper).
Casualty Event'means any damage, destruction,loss, or break-down of all or any portion
of the Tangible Assets as a result of fire (including fire caused by lightning), wind, hail, ice, snow,
hurricane, tornado, freezing, earthquake, earth movement, flood or other act of God, acts of
terrorism, civil insurrection, riots, strikes, labor disturbances, vandalism, breakage or malfunction
3
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of equipment, or any other event(whether or not similar to the foregoing) beyond the reasonable
control of Buyer.
Certification"means the acts of City Council required to finalize Referendum Passage as
set forth in Section 4.05.125 of the Seward City Code.
Chugach" means Chugach Electric Association, Inc., an Alaska non-profit electric
cooperative corporation.
City Council" means the city council of Seller.
Claim" means any contest, action, cause of action, claim, assessment, demand, lawsuit,
litigation, citation, summons, subpoena, complaint, inquiry, audit, notice of violation, hearing,
arbitration, proceeding(including any proceeding that is civil, criminal, administrative, regulatory
or otherwise by or before any Governmental Body), or notice of any of the foregoing involving
any Person, whether at law or in equity.
Claim Notice" is defined in Section 9.03(a).
Closing" is defined in Section 3.01.
Closing Date" is defined in Section 3.01.
Closing Debt" means the amount of Bond Debt outstanding on the Closing Date,
including interest payable thereon, and all costs of defeasing and redeeming the outstanding Bond
Debt.
Closing Statement" is defined in Section 2.05(e).
COBRA"means Title X of the Consolidated Omnibus Budget Reconciliation Act of 1985,
as amended, and all similar state or local applicable Laws.
Code" means the Internal Revenue Code of 1986, as amended.
Conditional PPA" is defined in Section 6.17(b).
Confidential Information" means all information which has been or is in the future
disclosed by a Disclosing Party, directly or indirectly, to the Receiving Party to this Agreement
which has not been made publicly available by the Disclosing Party and which is either(a) clearly
marked "Confidential" when delivered by the Disclosing Parry to the Receiving Parry or (b)
delivered or otherwise communicated orally or in writing by or on behalf of the Disclosing Party
to the Receiving Party or a Representative of the Receiving Party, in connection with the
Transactions. Information that otherwise would be included in the definition of Confidential
Information shall not be deemed to have been made"publicly available"solely by reason of having
been disclosed to third parties who have agreed to keep the same confidential.
Confidentiality Agreement" means that certain Confidentiality Agreement, dated April
14, 2022, by and between Buyer and Seller.
4
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Construction Work in Progress" means, as of a given date, System rights and assets not
yet closed to plant.
Contested Adjustments Notice" is defined in Section 2.05(e)(ii).
Continuing Employees" is defined in Section 7.01.
Contract" means any agreement, contract, lease, deed, mortgage, license, instrument,
note, commitment, undertaking, indenture, obligation or legally binding arrangement,in each case
in writing.
Control" (including the terms "Controlled by," "Controlling" and "under common
Control with"), with respect to the relationship between or among two or more Persons, means the
possession, directly or indirectly, of the power to direct or cause the direction of the management
policies or affairs of a Person, whether through ownership of voting securities, by contract, as
executor or trustee, or otherwise. For the avoidance of doubt, a Person's ownership, directly or
indirectly, of more than 50% of the voting power or the value of another Person shall be deemed
to constitute Control of such Person.
COPA" means cost of power adjustment.
Customer Deposits" means the cash deposits paid by any Customers to Seller in
connection with the retail electric service such Customers receive from Seller.
Customers" means all customers served by Seller in its certificated service area as of the
Closing Date.
Damages" means any damage, loss, penalty, Liability, deficiency, judgment, interest,
award, fine, cost and expense, including (a) reasonable expenses of investigation and reasonable
attorneys' fees and expenses in connection with any Claim, (b) the cost of enforcing any right to
indemnification under this Agreement, or (c) the cost of pursuing any insurance providers in
connection with any Claim.
Deductible" is defined in Section 9.02(a).
Deeds"is defined in Section 3.02(a)(iii).
Deferred Payment" is defined in Section 2.05(a)(ii).
Delivery Point" means the location where the Seller terminates its equipment or
conductors and at which the Customer assumes responsibility for construction and maintenance of
the electrical facilities.
Direct Claim" is defined in Section 9.03(a).
Disclosing Party" means the Party disclosing Confidential Information.
5
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Disclosure Schedules" means Buyer's Disclosure Schedules and Seller's Disclosure
Schedules, collectively.
Distribution Line System" means the approximately one hundred twenty (120)-mile
distribution line system and related assets of Seller connected to and used in conjunction with the
Transmission Line.
E.O. 11246" is defined in Section 4.19(9).
Effective Date" is defined in the Preamble.
Employee" means, with respect to Seller, any person who is or was formerly employed
by Seller solely in connection with the System.
Employee Plans" is defined in Section 4.20(a).
Encumbrance" means any encumbrance, lease, covenant, easement, condition, option,
right of others, deed of trust, hypothecation, installment sale, mortgage, lien, pledge, charge,
security interest, warrant, Claim, equitable interest, defect of title, restriction (whether on voting,
sale, transfer, use, disposition or otherwise), encroachment, conditional sale or other title retention
device or arrangement (including a capital lease), transfer or security for the payment of any
indebtedness, whether (a) relating to any property or right or the income or profits therefrom or
b) imposed by Contract or Law.
Environmental Claim"means (a) any Claim, Order, Encumbrance, fine, or penalty by or
from any Person alleging Damages of whatever kind or nature (including Damages or
responsibility for the costs of enforcement proceedings, investigations, cleanup, governmental
response,removal or remediation, natural resources damages,property damages,personal injuries,
medical monitoring, penalties, contribution, indemnification and injunctive relief), (b) any
settlement or judgment arising from any action or condition of the type described in clause (a), or
c) any oral communication by any Governmental Body that any action or condition of the type
described in clause(a)is in progress, and in the case of clauses(a), (b) and(c)arising out of, based
on or resulting from: (i)the presence, Release of, or exposure to, any Hazardous Materials; or(ii)
any actual or alleged non-compliance with any Environmental Law or term or condition of any
Environmental Permit.
Environmental Law" means any Law, Order, Environmental Permit or binding
agreement with any Governmental Body: (a)relating to pollution or contamination(or the cleanup
thereof) or the protection of natural resources, endangered or threatened species, human health or
safety, or the environment(including ambient air, soil, surface water or groundwater, or subsurface
strata); or (b) concerning the presence of, exposure to, or the management, manufacture, use,
containment, storage, recycling, reclamation, reuse, treatment, generation, discharge,
transportation, processing, production, disposal or remediation of any Hazardous Materials. The
term "Environmental Law" includes the following (including their implementing regulations and
any state analogs): the Comprehensive Environmental Response, Compensation, and Liability Act
of 1980, as amended by the Superfund Amendments and Reauthorization Act of 1986, 42 U.S.C.
9601 et seq.; the Solid Waste Disposal Act, as amended by the Resource Conservation and
Recovery Act of 1976, as amended by the Hazardous and Solid Waste Amendments of 1984, 42
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U.S.C. §§ 6901 et seq.; the Federal Water Pollution Control Act of 1972, as amended by the Clean
Water Act of 1977, 33 U.S.C. §§ 1251 et seq.; the Toxic Substances Control Act of 1976, as
amended, 15 U.S.C. §§2601 et seq.; the Emergency Planning and Community Right-to-Know Act
of 1986, 42 U.S.C. §§ 11001 et seq.; the Clean Air Act of 1966, as amended by the Clean Air Act
Amendments of 1990, 42 U.S.C. §§ 7401 et seq.; and the Occupational Safety and Health Act of
1970, as amended, 29 U.S.C. §§ 651 et seq.
Environmental Notice" means any written directive, notice of violation or infraction, or
notice respecting any Environmental Claim relating to actual or alleged non-compliance with any
Environmental Law or any term or condition of any Environmental Permit.
Environmental Permit" means any Permit, letter, clearance, consent, waiver, closure,
exemption, decision or other action required under or issued,granted,given, authorized by or made
pursuant to any Environmental Law.
ERISA"means the Employee Retirement Income Security Act of 1974, as amended, and
any successor statute thereto.
ERISA Affiliate" means any entity (whether or not incorporated) that is required to be
treated as a single employer together with Seller under Section 414 of ERISA and the regulations
thereunder.
ERO" means the Electric Reliability Organization established pursuant to Alaska SB 123,
signed into law on April 19, 2020.
Escrow Account" is defined in Section 2.05(f).
Escrow Agent" is defined in Section 2.05(f).
Escrow Agreement' is defined in Section 2.05(f).
Escrow Amount" is defined in Section 2.05(f).
Estimated Closing Statement" is defined in Section 2.05(c)
Estimated Initial Payment" is defined in Section 2.05(c).
Excluded Assets" is defined in Section 2.02.
Excluded Contracts"means all Contracts of Seller that are not Assigned Contracts which
relate to the Acquired Assets, each as set forth on Section 1.01(a)of Seller's Disclosure Schedules.
Excluded Liabilities" is defined in Section 2.04.
Exclusivity Agreement'means that certain Exclusivity Agreement, dated as of November
22, 2022, by and between Buyer and Seller.
Final Initial Payment" is defined in Section 2.05(e)(iii).
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Final Statement" is defined in Section 2.05(e)(iii).
Financial Statements" is defined in Section 4.05.
FIRPTA Certificate" means a certificate pursuant to Treasury Regulations Section
1.1445-2(b), in the form of Exhibit G.
Fuel Inventory" means fuel held in inventory in tanks or other repositories, as applicable.
Fundamental Buyer Representations and Warranties" means those representations and
warranties of Buyer set forth in Section 5.01 (Incorporation of Buyer), Section 5.02 (Authority of
Buyer) and Section 5.06 (Brokers).
Fundamental Seller Representations and Warranties" means those representations and
warranties of Seller set forth in Sections 4.01 (Formation of Seller), Section 4.02 (Authority of
Seller), Section 4.04 (No Conflict or Violation), Section 4.08 (Real Property), Section 4.09
Acquired Assets; Adequacy of Acquired Assets), Section 4.18 (Brokers), Section 4.21 (No
Immunity from Suit or Liability) and Section 4.23 (No Other Representations).
GAAP"means United States generally accepted accounting principles in effect from time
to time.
Governmental Body" means any court, tribunal, arbitrator, authority, agency,
commission, official or other instrumentality of the United States or any state, county, city or other
political subdivision or similar governing entity, and including any governmental, quasi-
governmental or non-governmental body administering, regulating or having general oversight
over natural gas, electricity, power or other markets, including the RCA, NERC and ERO. For
purposes of clarity, Seller shall not be a Governmental Body for purposes of this Agreement.
Hazardous Materials" means any (a) substance, material, pollutant, contaminant,
chemical, product, derivative, compound, mixture, solid, liquid, mineral, gas, or waste, the
presence or exposure to which is regulated, prohibited or forms the basis for liability under any
applicable Environmental Law; (b)petroleum or hydrocarbons in any form, and any derivative or
by-product thereof,natural gas or natural gas products,radon gas, asbestos and asbestos-containing
materials, mercury, radioactive materials, lead-containing paint, and polychlorinated biphenyls; or
c)any material,waste or substance which is in any way regulated as hazardous or toxic or actually
or potentially causing damage or injury to human health or the environment by any Governmental
Body, including mixtures thereof with other materials.
IBEW' means the International Brotherhood of Electrical Workers, Local 1547.
IBEW CBA"means the collective bargaining agreement in effect, as of immediately prior
to the Closing, between Seller and IBEW with respect to System employees.
Indebtedness" means any of the following: (a)the Bond Debt; (b) the Closing Debt; (c)
any other obligations for any indebtedness for borrowed money; (d) any obligations evidenced by
bonds, debentures, notes or other similar instruments; (e) any obligations to pay the deferred
purchase price of property or services (including both short-term and long-term portions thereof),
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except trade accounts payable and other current liabilities arising in the ordinary course of business
consistent with past practices; (f) any obligations as lessee under, or required to be classified and
accounted for as, capitalized leases on a balance sheet under GAAP; (g) any reimbursement
obligations with respect to draws, contingent or otherwise, under acceptances, letters of credits,
surety bonds or similar facilities; (h) any obligations under commodity swap agreements,
commodity cap agreements, interest rate cap agreements, interest rate swap agreements, foreign
currency exchange agreements and other similar agreements; (i) any ERISA-related liabilities or
obligations, including Withdrawal Liability; 0) any guaranty of any of the foregoing, in each case
together with all accrued interest thereon, if any, and any termination fees, prepayment penalties,
breakage" costs or similar payments associated with the repayment of or default under such
Indebtedness; and (k) any other payment obligation of Seller secured by revenues of the System.
Indemnification Claims" is defined in Section 9.03.
Indemnified Party" is defined in Section 9.03.
Indemnifying Party" is defined in Section 9.03(a).
Independent Accounting Firm" is defined in Section 2.05(e)(iii).
Initial Payment" is defined in Section 2.05.
Insurance Policies" is defined in Section 4.14(a).
Intellectual Property"means all of the following in any jurisdiction throughout the world
including: (i) inventions (whether or not patentable or reduced to practice), all improvements
thereto, and patents, patent applications and patent disclosures, together with all reissuances,
continuations, continuations-in-part, revisions, extensions, reexaminations and counterparts
thereof, (ii) trademarks, service marks, trade dress, logos, slogans, trade names, corporate names
and all other indicia of origin, together with all translations, derivations and combinations thereof,
and together with all goodwill associated therewith, and all applications,registrations and renewals
in connection therewith; (iii) internet domain names and social media account or user names
including "handles"), whether or not trademarked, all associated web addresses, URLs, websites
and web pages, social media accounts and pages, and all content and data thereon or relating
thereto, whether or not copyrights; (iv) works of authorship (whether or not copyrightable), and
copyrights, mask works and copyrightable works, and applications, registrations and renewals in
connection therewith; (v) trade secrets, know-how and other confidential, proprietary or business
information (including ideas, research and development, formulas, compositions, manufacturing,
production and other processes and techniques, methods, designs, technical and other data, charts,
plans, diagrams, drawings and specifications, customer and supplier lists and business, marketing
and other plans, studies and proposals); (vi) computer software (including source code, executable
code data, databases and documentation) and systems; (vii) copies and tangible embodiments of
any of the foregoing in whatever form or medium; (viii) all other intellectual property and
proprietary rights; and(ix)the right to sue and recover for any past,present or future infringement,
misappropriation, dilution or any other causes of action, and to recover or collect any damages,
proceeds, income, royalties or other payments in connection with or relating to any of the
foregoing.
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Interim Financial Statements" is defined in Section 4.05.
Inventory" is defined in Section 2.01(c).
Inventory Value" means the Value of all Inventory, as of a given date (including the
Value of the Fuel Inventory).
Joint Application" means an application for RCA Approval.
Knowledge ofSeller,""Seller's Knowledge"or any other similar knowledge qualification
with respect to Seller means the knowledge of the individuals listed on Section 1.01(b) of Seller's
Disclosure Schedules after due inquiry and investigation of information available to, or obtainable
by, Seller, its agents, and its advisers.
Labor Agreement" means any collective bargaining agreement, union contract,
memorandum or letter of understanding, project labor agreement or similar agreement with any
trade union, labor organization or group.
Law" means any federal, state, local, municipal or foreign law (including common law),
statute, rule, regulation, ordinance, code, directive, ruling, regulation, judgment, injunction,
decree, court decision and other pronouncements having the effect of law of any Governmental
Body having or asserting jurisdiction over the Parties or any of their assets.
Leased Real Property" is defined in Section 4.08(a).
Liabilities" means as to any Person, all adverse Claims,liabilities,Withdrawal Liabilities,
commitments, responsibilities, duties and obligations of any kind or nature whatsoever, direct or
indirect, absolute or contingent,whether accrued,vested or otherwise,whether known or unknown
and whether or not actually reflected, or required to be reflected, in such Person's balance sheet or
other Records.
Loan Agreements"means (1) that certain Loan Agreement dated April 14, 2022 and (2)
that certain Loan Amendatory Agreement dated January 20, 2016, each by and between Seller and
the Alaska Municipal Bond Bank.
Longevity Bonus Amount"is defined in Section 7.02.
Multiemployer Plan" is defined in Section 4.20(d).
Non Assignable Assets" is defined in Section 6.18(a).
Non-Fundamental Breaches" is defined in Section 9.02(a).
Office Lease" means the lease agreement for office space to be entered into by Buyer
and Seller at the Closing and in the form of Exhibit K.
Order" means any order, ruling, decision, verdict, writ, subpoena, mandate, precept,
command, directive, consent, approval, award,judgment, decree, injunction (either preliminary or
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permanent) or other similar determination or finding by, before, or under the supervision of any
Governmental Body, arbitrator or mediator.
Organizational Documents" means, with respect to any Person, the articles or certificate
of incorporation or organization, bylaws, limited partnership agreement, partnership agreement,
limited liability company agreement, operating agreement or such other organizational documents
of such Person, including those that are required to be registered or kept in the place of
incorporation, organization or formation of such Person and which establish the legal existence
and characteristics of such Person.
Other Real Property Rights" is defined in Section 4.08(d).
Owned Real Property" is defined in Section 4.08(a).
Party" or"Parties" are defined in the Preamble.
Permit" means any permit, license, variance, clearance, closure, certificate, franchise,
approval, consent, notice, waiver, filing, registration, accreditation or other similar authorization
or right obtained or required by any Law or required or issued by any Governmental Body. The
term "Permit" shall include any general permit, permit-by-rule, or similar authorization issued by
the governing body,whether or not a copy of such permit is physically issued by the Governmental
Body to the Seller.
Permitted Encumbrances" means (a) those items set forth in Section 1.01(c) of Seller's
Disclosure Schedules, (b)mechanics, carriers', workmen's, repairmen's or other like liens arising
or incurred in the ordinary course of business consistent with past practice for amounts not yet due
and payable or amounts being contested in good faith by appropriate proceedings timely instituted
so long as either(i)there are adequate accruals or reserves on the Balance Sheet, or (ii) a bond or
other security has been posted or provided in such manner and amount as to assure that any
amounts determined to be due will promptly be paid in full when such contest is determined, or
c) recorded easements, rights of way, zoning ordinances and other similar Encumbrances
affecting Real Property that do not affect the operation of the Acquired Assets and are not,
individually or in the aggregate, material to the Acquired Assets.
Permitted Exception" is defined in Section 6.06(c)(iii).
Person" means any individual, corporation, partnership, limited liability company,
association, trust, joint venture, incorporated organization, or other entity or organization,
including a Governmental Body and any department or agency thereof.
Phase I Environmental Site Assessment" means any Phase I environmental site
assessment with respect to the Real Property or any portion thereof.
Potential Contributor"is defined in Section 9.05.
PPE Additions"means the amount of any capitalizable investment in electric utility plant
either closed to plant or still categorized as Construction Work in Progress) that constitutes
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System Assets and the costs of which were actually incurred by Seller and not collected from the
Customer under Seward City Code 14.15.515 and in accordance with Section 6.01 after
December 31, 2022, and prior to the Closing Date.
PPE Adjustments" means(1)the aggregate amount of PPE Additions,less(2)the change
in aggregate amount of accumulated depreciation of the System Assets between December 31,
2022 and the Closing Date.
Prepaid Expenses" is defined in Section 2.05(b)(iii).
Proceeding" is defined in Section 9.03(a).
Protest Notice" is defined in Section 2.05(e)(i).
Prudent Utility Practice" means the practices, methods and acts engaged in or approved
by a significant portion of the electric distribution and retail electric service industry that, at a
particular time, in the exercise of reasonable judgment in light of the facts known at the time a
decision was made, would have reasonably been expected to accomplish the desired result in a
manner consistent with good business practices, the requirements of all reliability, safety,
environmental protection, economy and expedition and applicable Laws, standards, governmental
actions, equipment manufacturer's recommendations, insurance requirements and manuals.
Prudent Utility Practices" are not intended to be limited to the optimum practices, methods or
acts to the exclusion of all others but rather to include a spectrum of possible practices, methods
or acts generally accepted in the industry during the relevant period in light of the circumstances.
Prudent Utility Practice" includes the necessary maintenance and repair of the Acquired Assets
and the implementation of electric rates, COPA methodology and tariffs necessary and sufficient
to operate the System in a financially prudent manner and to fund Seller's cost of service between
November 14, 2022 and Closing.
Purchase Price" is defined in Section 2.05(a)(ii).
RCA" means the Regulatory Commission of Alaska.
RCA Approval" means determinations by RCA approving the Transactions and the
transfer of Seller's certificate of public convenience and necessity (CPCN) to Buyer.
Real Property" means, collectively, the Owned Real Property, Leased Real Property and
Other Real Property Rights, and all appurtenances thereto (including all buildings, structures,
improvements and facilities located thereon), including (a) all easements or rights-of-way
appurtenant to such real property; (b) all right, title and interest in and to oil, gas or mineral rights,
water rights and any other surface and subsurface elements present on such real property; and (c)
all interests in and to all rights necessary for ingress and egress to and from such real property.
For the avoidance of doubt, any reference to items "on the Real Property" shall include all items
at, on, in, upon, over, across, under and within the Real Property.
Receiving Party" means the Party receiving Confidential Information.
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Records" means the operating records (including customer records), files and papers
related to the Acquired Assets or Assumed Liabilities that are reasonably necessary for ownership
and operation of the Acquired Assets and Assumed Liabilities after the Closing, including the
Seller Performance Information; provided, however, "Records" excludes all records, files and
papers prepared by Seller in connection with the Transactions or any accounting and financial
books, related financial records and all other relevant constitutional, organic or other governing
documents of Seller.
Referendum" means the referendum currently scheduled to be held on May 2, 2023 for
the approval of the Transactions.
Referendum Passage" means the affirmative vote of at least sixty percent(60%) of votes
received in the Referendum.
Release" means any actual or threatened releasing, spilling, emitting, leaking, pumping,
pouring, emptying, injecting, escaping, dumping, disposing, discharging, depositing, leaching,
dumping, abandoning, allowing to escape or migrating into or through the environment(including
ambient air, soil, surface water, groundwater, land surface or subsurface strata, or within any
building or structure).
Reliability Standards" means those reliability standards, and any regional variations
thereof, approved by the RCA, as they may be amended from time to time, pursuant to the Alaska
Public Utilities Regulatory Act and administrative regulations and Orders the RCA has adopted or
administers.
Representative" means, with respect to any Person, such Person's officers, directors,
managers, employees, agents and other representatives(including any investment banker,financial
advisor, accountant, legal counsel or expert retained by or acting on behalf of such Person or its
subsidiaries).
Required Buyer Consents"is defined in Section 5.03.
Required Seller Consents" is defined in Section 4.03.
ROFR Notice" is defined in Section 6.19(b)(i).
ROFR Offer Period" is defined in Section 6.19(b)(ii).
ROFR Purchase Offer" is defined in Section 6.19(b)(ii).
ROFR Site" is defined in Section 6.19(b).
ROFR Third-Party Purchaser" is defined in Section 6.19(b)(i).
RRC" means the Railbelt Reliability Council, as further defined in the Memorandum of
Understanding among the Railbelt Electric Utilities, dated September 15, 2022.
Seller" is defined in the Preamble.
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Seller Indemnified Parties" means Seller, its successors and permitted assigns, directors,
officers, employees and agents.
Seller Liability Cap" is defined in Section 9.02(a).
Seller Material Adverse Effect" means any event, occurrence, fact, condition or change
that is, or would reasonably be expected to become, individually or in the aggregate, materially
adverse to the (a) Acquired Assets or (b) ability of Seller to consummate the Transactions or
perform its obligations under the Transaction Documents, each on a timely basis.
Seller Performance Information" means historical data with respect to the costs of
operating the System prior to the Closing, including (i) acquisition costs and depreciation of the
Acquired Assets and (ii) for a period of no less than three (3) years prior to Closing, the costs of
operating them, such as costs of administration, overhead, maintenance, repair, and replacement
of such Acquired Assets as well the costs of necessary franchises, permits and authorizations.
Seller Rate Study"is defined in Section 6.03(a).
Seller's Adjusted Base Rates"is defined in Section 6.03(b).
Seller's Base Rates" is defined in Section 6.03(a). For the avoidance of doubt, Seller
Base Rates do not include charges under the COPA mechanism in Seller's tariff, or charges
administered by the Harbormaster related to the City's responsibilities for owning and maintaining
wire connecting the meter to the slip or Seward Marine Industrial Center(SMIC) facilities (meter
loop). "Sellers Base Rates" do include the Seward Boat Harbor(less than 25 kW) rate in Seller's
Electric Tariff and the Large General Service rate that apply to users with 25 kW or more demand
in the Boat Harbor and Seward Marine Industrial Center.
Seller's Disclosure Schedules" means the schedules setting forth certain disclosures of
Seller, or qualifications or exceptions to any of Seller's representations or warranties set forth in
Article IV, which schedules are delivered simultaneously with the execution and delivery of this
Agreement and may be supplemented in accordance with Section 6.15.
Seller's Electric Tariff'means Seller's Electric Rates and Charges 2023 as approved by
City Council Resolution 2023-005, including Seller's Harbor Tariff.
Seller's Harbor Tariff' means Seller's 2023 Port & Harbor Tariff Regulations as
approved by City Council Resolution 2023-004.
Special Contract"is defined in Section 6.20.
Survey" is defined in Section 6.06(c)(ii).
System" is defined in the Recitals.
System Assets" is defined in 2.01 b .
System Permits"is defined in Section 4.11(a).
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Tangible Assets" means, collectively, the System Assets and the Inventory.
Target Amount" means the Inventory Value as of December 31, 2022, as set forth on
Exhibit I($[*]).
Tax" means all federal, state, local, foreign and other income, gross receipts, sales, use,
production, ad valorem, transfer, documentary, franchise, registration, profits, license, lease,
service, service use, withholding, payroll, employment, unemployment, estimated, excise,
severance, environmental, stamp, occupation, premium, property (real or personal), real property
gains, windfall profits, customs, duties or other taxes, fees, assessments or charges of any kind
whatsoever, together with any interest, additions or penalties with respect thereto and any interest
in respect of such additions or penalties imposed or collected by any Taxing Authority.
Tax Return" means any return, declaration, report, claim for refund, information return
or statement or other document relating to Taxes,including any amended return, extension request
with respect thereto and any schedule or attachment thereto.
Taxing Authority" means any Governmental Body responsible for the imposition or
collection of any Tax (domestic or foreign).
Termination Date"is defined in Section 10.01(b).
Third Party Claim" is defined in Section 9.03(a).
Three-Year Rate Freeze" is defined in Section 6.03(c).
Title Commitment" is defined in Section 6.06(c)(1).
Title Objection Date" is defined in Section 6.06(c (iv).
Transaction Documents" means collectively this Agreement, the Bill of Sale, the
Assignment and Assumption Agreement, the Assignment of Easement Rights, the Yard Lease,
each of the Deeds, the Conditional PPA and all other documents contemplated hereunder or
thereunder.
Transactions" means, collectively, the transactions contemplated by the Transaction
Documents.
Transmission Line" means the approximately sixty-seven (67)-mile transmission lines,
substations and related assets of Seller beginning and ending approximately at, and running
between, a parcel with the legal description of Lot One (1), Block One (1), FOURTH OF JULY
CREEK SUBDIVISION, SEWARD MARINE INDUSTRIAL CENTER, according to Plat No.
97-27, Seward Recording District, Third Judicial District, State of Alaska and a parcel with the
legal description of T 05N R 02W SEC 16 SEWARD MERIDIAN SW 2019007 ALASKA
STATE LAND SURVEY NO 2014-26 TRACT A.
Value" of any item as of a specified time will mean with respect to any Acquired Assets,
the amount thereof properly reflected in Seller's financial statements reflecting the net of all
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positive and negative entries as of such time with respect to the Acquired Assets or Assumed
Liabilities, as determined in accordance with GAAP consistently applied in accordance with past
practices, including appropriate adjustments in respect of depreciation and amortization,
contributions in aid of construction and advances in aid of construction. For the avoidance of
doubt, the Value of any item as of a specified time may be either positive or negative.
VEVRAA" is defined in Section 4.19O.
WARNActs" means the Worker Adjustment Retraining and Notification Act, 29 U.S.C.
2101 et seq., as amended, and all similar state or local applicable Laws.
Wholesale Power Contract" means that certain wholesale power contract between
Chugach and Seller, dated as of September 28, 2021.
Withdrawal Liability" means any liability owed to a Multiemployer Plan, as determined
under Part I of Subtitle E of ERISA, in the event of a "complete withdrawal" or a "partial
withdrawal" (as such terms are defined in Section 4203 and 4205 of ERISA, respectively).
Yard Lease" is defined in Section 6.19(a).
Yard Lease Site" is defined in Section 6.19(a).
Section 1.02. Rules of Construction.
a) The Parties have participated jointly in the negotiation and drafting of this
Agreement. If an ambiguity or question of intent or interpretation arises, this Agreement will be
construed as if drafted jointly by the Parties, and no presumption or burden of proof will arise
favoring or disfavoring any Parry because of the authorship of any provision of this Agreement.
b) Unless the context of this Agreement otherwise clearly requires, (i) references to
the plural include the singular, (ii) references to the singular include the plural, (iii) references to
any gender include the other genders, (iv) the terms "include," "including" and similar terms are
not limiting and have the inclusive meaning represented by the phrase "including without
limitation," (v) the term "or" is not exclusive, (vi) the terms "hereof," "herein," "hereunder,"
hereto" and similar terms in this Agreement refer to this Agreement as a whole and not to any
particular provision of this Agreement, (vii)the terms"day" and"days" mean and refer to calendar
day(s) and (viii) "Seller" includes the City of Seward and where applicable the agencies,
departments and political subdivisions thereof.
c) Unless otherwise set forth herein,references in this Agreement to(i)any document,
instrument or agreement (including this Agreement) (A) include and incorporate all exhibits,
schedules, disclosure schedules and other attachments thereto, (B) include all documents,
instruments or agreements issued or executed in replacement thereof and(C)mean such document,
instrument or agreement, or replacement or predecessor thereto, as amended, modified or
supplemented from time to time in accordance with its terms and in effect at any given time, and
ii) a particular law, regulation or ordinance means such law, regulation or ordinance as amended,
modified, supplemented or succeeded, from time to time and in effect at any given time and all
rules and regulations promulgated thereunder, unless the context requires otherwise. All Article,
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Section, Exhibit and Schedule references herein are to Articles, Sections, Exhibits and Schedules
of this Agreement, unless otherwise specified.
d) The Parties intend that each representation, warranty, covenant, and condition
contained herein will have independent significance. If any Party has breached any representation,
warranty, or covenant contained herein in any respect, the fact that there exists another
representation, warranty or covenant relating to the same or similar subject matter (regardless of
the relative levels of specificity)which the Party has not breached will not detract from or mitigate
the fact that the Party is in breach of the first representation,warranty, or covenant. If any condition
to Closing contained herein has not been satisfied in any respect, the fact that there exists another
condition relating to the same or similar subject matter (regardless of the relative levels of
specificity) which has been satisfied shall not detract from or mitigate the fact that the first
condition has not been satisfied.
ARTICLE II.
PURCHASE AND SALE
Section 2.01. Purchase and Sale. Subject to the terms and conditions set forth in this
Agreement, at the Closing, Seller shall sell, assign, transfer, convey and deliver to Buyer, and
Buyer shall purchase from Seller, free and clear of any Encumbrances, other than Permitted
Encumbrances, all of Seller's right, title and interest in, to and under the"Acquired Assets"which
consist of the following, in each case as of the Closing Date:
a) all of Seller's rights in the Real Property;
b) all of the electric generation, transmission, distribution and general plant assets of
the System (the "System Assets"), which System Assets as of December 31, 2022 are set forth on
Exhibit H;
c) inventories used or held for use in connection with the System, including electric
service parts, transformers, poles, equipment,Fuel Inventory, materials, chemicals, lubricants and
vehicles and tools (the "Inventory"), which Inventory as of December 31, 2022 is set forth on
Exhibit I;
d) all work, materials and other assets associated with the Construction Work in
Progress set forth on Exhibit J;
e) all Contracts set forth on Section 2.01(e) of Seller's Disclosure Schedules (the
Assigned Contracts");
f) all System Permits set forth on Section 4.11(a) of Seller's Disclosure Schedules,
including all rights to provide electric service to Seller's certificated service area;
g) all of the Intellectual Property set forth on Section 2.01(g) of Seller's Disclosure
Schedules;
h) all regulatory assets related to or necessary for the retail operation of the System
Assets;
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i) all customer service facilities, equipment and other tangible property and assets
used in or for the System or located on the Real Property, including the facilities, equipment and
other tangible property and assets that connect the System Assets to each individual Customer's
Delivery Point, Customer/premise/account data, historical consumption information, meters,
remote metering equipment, and equipment needed to access the meters;
0) all Customer Deposits;
k) Seller's rights as a load serving entity and Stakeholder in Class 2, Provider-
Distribution-Municipal under the RRC Articles of Incorporation, Bylaws, Rules, Tariff and
Surcharges together with all rights existing under those certain Memoranda of Understanding
dated December 6, 2019 and September 15, 2022;
1) copies of all Records; and
m) all other property, assets, and rights of any kind (including permits), whether
tangible or intangible, whether now existing or hereafter acquired, and wherever located, owned,
licensed, leased or otherwise held by Seller (whether or not dedicated to the System) that are in
each case used or held for use in connection with the ownership, leasing, licensing, operation,
interconnection, or maintenance of the System.
Section 2.02. Excluded Assets. The Acquired Assets shall specifically exclude cash,
Cash Equivalents and Accounts Receivable assets of Seller and all assets set forth on Section 2.02
of Seller's Disclosure Schedules (collectively, the"Excluded Assets").
Section 2.03. Assumed Liabilities. Subject to the terms and conditions set forth in this
Agreement, at the Closing, Buyer shall assume and agree to pay, perform and discharge when due
only the following Liabilities of Seller (collectively, the "Assumed Liabilities"), and no other
Liabilities of any kind or nature whatsoever:
a) all Liabilities in respect of the Assigned Contracts that (i) arise and relate to the
period from and after the Closing Date, (ii) were incurred in the ordinary course of business and
iii)do not relate to any failure to perform,improper performance,warranty or other breach, default
or violation by Seller on or prior to the Closing Date;
b) obligations to refund to Customers, in accordance with the terms of such Customer
Deposits, any Customer Deposits that are Acquired Assets and are transferred to Buyer; and
c) those Liabilities of Seller set forth on Section 2.03(b) of Seller's Disclosure
Schedules.
Section 2.04. Excluded Liabilities.
a) Notwithstanding any provision in this Agreement or any other writing to the
contrary, Buyer shall not assume and shall not be responsible to pay, perform or discharge any
Liabilities set forth on Section 2.04(a) of Seller's Disclosure Schedules or any Liabilities relating
to or arising out of the Excluded Assets (the "Excluded Liabilities"). Seller shall pay and satisfy
in due course all Excluded Liabilities.
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b) Without limiting the foregoing, Buyer shall not assume Liabilities arising out of
any labor, employment, application for employment,independent contractor, collective bargaining
or related agreement(including any benefit participation agreement), or any employment or labor
relationship, between Seller and any of its Employees or independent contractors relating to
matters occurring prior to the Closing(but regardless of when first known or asserted), all of which
shall be Excluded Liabilities, including (i) all Liabilities relating to any grievance or claim of the
Employee, (ii) all Liabilities arising out of any Employee Plan or other employee benefit plan
sponsored or maintained by Seller or any of its ERISA Affiliates at any time or to which Seller or
any of their ERISA Affiliates has made, or has or had any obligation to make, contributions, (iii)
worker's compensation claims of any Employee which relate to events occurring prior to the
Closing Date, or (iv) any Withdrawal Liability arising with respect to any Employee Plan,
including any Withdrawal Liability triggered by the consummation of the Transactions.
Section 2.05. Purchase Price and Initial Payment Adjustment.
a) Purchase Price. In consideration for the Transactions,including Buyer's purchase
of the Acquired Assets and the assumption of the Assumed Liabilities pursuant to Section 2.01
and Section 2.03, Buyer shall pay to Seller aggregate amounts equal to:
i) Twenty-Five Million Two Hundred Fifty Thousand Dollars ($25,250,000),
subject to adjustment pursuant to Section 2.05(b), less the Escrow Amount
pursuant to Section 2.05(f) (the "Initial Payment"); and
ii) Eleven Million Dollars ($11,000,000), to be paid in equal installments of
One Million One Hundred Thousand Dollars ($1,100,000) on the each of
the first ten (10) anniversaries of the Closing Date (the "Deferred
Payment", and together with the Initial Payment, the"Purchase Price").
b) Initial Payment Adjustments.
i) The Initial Payment shall be adjusted by the difference (positive or
negative), if any,between the Target Amount and the Inventory Value as of
the Closing Date.
ii) The Initial Payment shall be decreased by (1)Longevity Bonus Amount and
2)the Accrued Vacation Amount.
iii) The Initial Payment shall be adjusted to reflect the remaining amount of any
estimated expense payment made by Seller to the RRC that (1) covers an
expense that will be incurred by the RRC and relates to the period after the
Closing Date; (2)is not reflected in the in PPE Adjustments; and(3)has not
been fully billed to Customers as of the Closing Date; and (4) has been
approved by the RCA for cost recovery by Buyer after the Closing
Prepaid Expenses"). The adjustment may be negative to the extent Seller
maintains a surplus in Seller's RRC balancing account established pursuant
to Section 6.09(b) of this Agreement at Closing.
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iv) The Initial Payment shall then be adjusted by the PPE Adjustments (PPE
Adjustments may be negative).
c) Estimated Initial Payment. For purposes of determining the amount payable by
Buyer at the Closing, not less than ten (10) days prior to the Closing Date, Seller shall in good
faith prepare and deliver to Buyer a statement setting forth an estimated update and true-up of the
Initial Payment as set forth in Section 2.05(b) (the "Estimated Initial Payment"). If Buyer shall
object to any of the information set forth on such statement, then, during the remainder of such ten
10) day period prior to the Closing, Buyer and Seller shall negotiate in good faith to agree upon
appropriate adjustments such that such statement reflects a mutually acceptable Estimated Initial
Payment, but in the absence of such agreement, the Estimated Initial Payment will be calculated
based upon Seller's position concerning such disputed matter without prejudice to the right of
Buyer to raise such disputed matter again in accordance with the determination of the Final Initial
Payment. The statement used for calculation of the Estimated Initial Payment in accordance with
this Section 2.05(c) is referred to as the "Estimated Closing Statement". Seller shall provide to
Buyer such information relating to the preparation of the Estimated Closing Statement as Buyer
reasonably requests in connection with its review thereof, including by providing Buyer with
reasonable access to the applicable books, records and personnel of Seller.
d) Payment of Estimated Closing Purchase Price. The Estimated Initial Payment
shall be paid in full by Buyer to Seller cash by wire transfer of immediately available funds to the
bank accounts that are designated by Seller to Buyer, which Seller shall designate at least three(3)
Business Days prior to the Closing.
i) On the Closing Date, a portion of the Estimated Initial Payment, together
with any other available funds of Seller to the extent necessary, shall be
deposited into the applicable bond funds and accounts under bond
resolutions and other documents,including Loan Agreements, related to the
Closing Debt in accordance with the provisions related to the disposition of
the System and the defeasance/redemption provisions of the bond
resolutions and other documents, including Loan Agreements, pursuant to
which such Closing Debt was issued in an amount that shall be sufficient to
pay and redeem the Closing Debt ("Bond Release Consideration"). The
sufficiency of such deposit of monies and the amount of the Bond Release
Consideration shall be verified by an independent certified public
accountant, acting as an expert and not an arbitrator, retained by Seller.
Seller shall cause irrevocable instructions to be given on or prior to the
Closing Date to the trustees under and in accordance with the provisions of
the bond resolutions and other documents, including Loan Agreements,
pursuant to which such Closing Debt was issued, and there shall be
delivered to Buyer and Seller on or prior to the Closing Date opinions of
bond counsel to Seller, in a form satisfactory to Buyer and Seller, to the
effect that the pledge of the pledged revenues, and all covenants, agreements
and obligations of Seller to the registered owners of the Closing Debt, and
all liens,benefits or security under the Closing Debt,have thereupon ceased,
terminated and become void, discharged and satisfied upon irrevocable
deposit of the Bond Release Consideration on the Closing Date and that the
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actions contemplated by this Agreement will not have an adverse effect on
the tax-exempt status of the Closing Debt. Any Bond Release
Consideration and interest earned thereon not used to defease and redeem
Closing Debt shall be paid over to Seller following the payment and
redemption of all outstanding Bond Debt.
e) Final Initial Payment. As soon as practicable after the Closing Date, but not later
than sixty (60) days after the Closing Date, Buyer shall prepare and deliver to Seller a statement
the "Closing Statement") setting forth the update and true-up of the Estimated Initial Payment,
as of the opening of business on the Closing Date, prepared and determined in accordance with
Section 2.05(b). During such sixty (60)-day period, and the period of any dispute with respect to
the application of this Section 2.05, Seller shall cooperate with Buyer in the preparation of the
Closing Statement and the investigation of any disputed item. Buyer shall cooperate with Seller
in connection with Seller's review of the Closing Statement and the investigation of any disputed
item.
i) Seller shall have thirty (30) days after delivery of the Closing Statement by
Buyer to review the same and if Seller takes exception to any items included
in the Closing Statement. Seller shall deliver to Buyer a written statement
thereon (the "Protest Notice"). The Protest Notice shall list those items
included in the Closing Statement, if any, to which Seller takes exception
and Seller's proposed adjustment, including in reasonable detail the basis
for such exception and the computation of Seller's proposed adjustment.
The failure of Seller to deliver such Protest Notice within such thirty-day
30-day)period following delivery of the Closing Statement shall constitute
Seller's acceptance of the Closing Statement as prepared by Buyer.
ii) If Seller timely delivers a Protest Notice to Buyer, Buyer shall have thirty
30) days following receipt of such Protest Notice to review the same and
to deliver to Seller a written statement thereon(the"Contested Adjustments
Notice") stating the adjustments to which Buyer objects (such adjustments
being referred to herein as the "Contested Adjustments"). The failure of
Buyer to deliver such Contested Adjustments Notice within such thirty-day
30-day) period following delivery of the Protest Notice shall constitute
Buyer's acceptance of the Closing Statement as adjusted by Seller in the
Protest Notice.
iii) If Buyer delivers the Contested Adjustments Notice, Seller and Buyer shall
attempt to resolve the dispute regarding the Contested Adjustments. If a
final resolution thereof is not reached within fifteen (15) days of Seller's
receipt of Buyer's objections thereto, either Seller or Buyer shall thereafter
be entitled to refer any remaining Contested Adjustments to a mutually-
acceptable nationally recognized firm of independent certified public
accountants that has not provided services to Seller or Buyer or their
respective Affiliates in the preceding three (3) years, or if no such firm is
available and willing to serve, then a mutually-acceptable expert in public
accounting, in each case, upon which Buyer and Seller shall have mutually
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agreed or, in the absence of agreement on the accounting firm within ten
10) days of notice by either Seller or Buyer of intent to initiate such a
referral, to an accounting firm determined by mutual agreement of Seller
and Buyer(the"Independent Accounting Firm"). If there is such a referral
to an Independent Accounting Firm, each of Seller and Buyer agree, if
requested by the Independent Accounting Firm, to execute a reasonable
engagement letter and shall submit to the Independent Accounting Firm not
later than fifteen (15) days after its appointment, a written statement
summarizing its position on the Contested Adjustments, together with such
supporting documentation as it deems necessary. The Independent
Accounting Firm shall act as an arbitrator to determine, based solely on the
materials submitted and presentations by Seller and Buyer, and not by
independent review, only the Contested Adjustments that have not been
settled by negotiation and shall be instructed to render its decision within
forty-five (45) days of its appointment or as soon thereafter as is reasonably
practicable. The decision of the Independent Accounting Firm as to the
Contested Adjustments shall be a final and binding arbitration award, and
shall not be subject to further contest or dispute by, Seller or Buyer and
Seller and Buyer further agree that such decision may be submitted to any
court having jurisdiction in the form of a consent judgment enforceable
against Seller and Buyer in accordance with any applicable statute
governing arbitration awards. The Closing Statement shall be revised as
necessary to reflect the decision of the Independent Accounting Firm and
the other modifications thereto previously agreed to by Seller and Buyer.
Each of Seller and Buyer shall bear its own expenses incurred in connection
with the resolution of the Closing Statement, and the fees and expenses of
the Independent Accounting Firm shall be shared equally by Seller, on the
one hand, and Buyer, on the other hand. The terms "Final Statement" and
Final Initial Payment' as used in this Agreement, shall mean the
definitive Closing Statement, and the update and true-up of the Estimated
Initial Payment reflected therein, in each case as accepted by Buyer or
agreed to by Buyer and Seller or resulting from the determinations made by
the Independent Accounting Firm in accordance with this Section 2.05(e)
in addition to those items theretofore accepted by Buyer or agreed to by
Buyer and Seller).
iv) Within thirty (30) days of the determination of the Final Statement:
1) if the Final Initial Payment set forth on the Final Statement is greater
than the Estimated Initial Payment set forth on the Estimated
Closing Statement, Buyer shall pay to Seller the amount of such
excess; or
2) if the Final Initial Payment set forth on the Final Statement is less
than the Estimated Initial Payment set forth on the Estimated
Closing Statement, Seller shall pay to Buyer the amount of such
shortfall.
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v) Any payments pursuant to the immediately preceding clause (ii) shall be
made in U.S. Dollars by wire transfer of immediately available funds to the
account or accounts designated by Seller or Buyer, as applicable.
f) Escrow. The Parties agree that an amount equal to Two Million Five Hundred
Twenty-Five Thousand Dollars ($2,525,000) (the"Escrow Amount')will be paid by Buyer at the
Closing deposited into an interest-bearing escrow account for the benefit of Seller (the "Escrow
Account") as security for Seller's indemnification obligations under Article IX and applied in
accordance with Section 9.04. The Escrow Account shall be established and managed pursuant to
an escrow agreement (the form of which shall be reasonably acceptable to each of Buyer and
Seller) (the "Escrow Agreement") with an escrow agent reasonably acceptable to each of Buyer
and Seller (the "Escrow Agent'). On the date that is twelve (12) months after the Closing Date,
the amount of the Escrow Amount (plus any interest earned on such account) that was not used
prior to such date to fund claims for indemnification in accordance with this Agreement shall be
paid to Seller out of the Escrow Account; provided, that in the event any Indemnified Parties have
any claims for indemnification against Seller under this Agreement for which Seller has been given
notice in accordance with this Agreement, the portion of the Escrow Amount (plus any interest
earned on such account) subject to such claims shall be retained in the Escrow Account until the
Parties fully and finally resolve such claims.
ARTICLE III.
CLOSING
Section 3.01. Closing. Subject to the terms and conditions of this Agreement, the
consummation of the Transactions (the "Closing") shall take place at the offices of Birch Horton
Bittner & Cherot, P.C. at 510 L Street, Suite 700, Anchorage, Alaska 99501, or remotely by
exchange of documents and signatures (or their electronic counterparts), at 10:00 a.m., local time,
no later than the sixtieth (60th) Business Day after all conditions to Closing set forth in Article
VIII (other than those conditions that are to be satisfied only on the Closing Date) have been
satisfied or waived, or at such other time and date as the Parties may mutually agree in writing(the
Closing Date"). Notwithstanding the foregoing, in the event that all conditions to Closing set
forth in Article VIII (other than those conditions that are to be satisfied only on the Closing Date)
have been satisfied or waived on or before November 25, 2024, except for Seller obtaining the
consent of Chugach to assign the Wholesale Power Contract, the Closing Date shall be January 2,
2025, provided that Seller agrees to provide at least thirty (30) days' advance written notice of
such Closing Date to the applicable parties to effect the defeasance of the Bond Debt pursuant to
Section 2.05(d)(i).
Section 3.02. Closing Deliverables.
a) Deliveries by Seller. At the Closing, Seller shall deliver to Buyer:
i) a bill of sale, substantially in the form of Exhibit A attached to this
Agreement(the"Bill of Sale"), duly executed by Seller;
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ii) an assignment and assumption agreement, substantially in the form of
Exhibit B attached to this Agreement (the "Assignment and Assumption
Agreement"), duly executed by Seller;
iii) with respect to the Real Property owned by Seller, special warranty deeds
to be recorded in the Records of the Seward Recording District, Third
Judicial District, State of Alaska, each substantially in the form of Exhibit
D attached to this Agreement (the "Deeds"), duly executed and notarized
by Seller;
iv) A map of the Transmission Line and Distribution Line System, indicating
the specific Real Property (i.e., by APN or other identifying characteristic)
used in connection with each parcel of real property implicated thereby;
v) with respect to certain other rights and interests of Seller related to the Real
Property, assignments of easement rights, permits rights or any Other Real
Property Rights, including any and all required consents, to be recorded in
the Records of the Seward Recording District, Third Judicial District, State
of Alaska, each substantially in the form of Exhibit E attached to this
Agreement (the "Assignment of Easement Rights"), duly executed and
notarized by Seller;
vi) a certificate of the City Clerk of Seller certifying that (A) attached are true
and correct resolutions of City Council authorizing the execution, delivery
and performance of this Agreement, the Certification, the other Transaction
Documents and the other documents to which it is a party and the
consummation of the Transactions, (B) all such resolutions are in full force
and effect, (C) such resolutions have not been repealed or contravened, and
D) the individuals executing and delivering this Agreement, the other
Transaction Documents and all other agreements and instruments
contemplated hereby and thereby are duly authorized to do so, identifying
the name, title and signature of each authorized individual;
vii) a list of the Customers and Customer information, in an electronic format
acceptable to Buyer, including for each Customer, (A) Customer name, (B)
associated account number, (C) associated meter number, and (D)
geographic coordinates of the location of the associated meter;
viii) the FIRPTA Certificate;
ix) a counterpart of the Office Lease duly executed by Seller as landlord;
x) a counterpart of the Yard Lease duly executed by Seller;
xi) an opinion of counsel to Seller substantially in the form attached as Exhibit
F;
xii) an opinion of bond counsel, as described in Section 2.05(d)(i);
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xiii) evidence reasonably satisfactory to Buyer that all Indebtedness has been, or
will be on the Closing Date, paid in full by Seller;
xiv) a counterpart of the Special Contract duly executed by Seller; and
xv) all other documents reasonably required to be delivered by Seller on or prior
to the Closing Date pursuant to this Agreement or otherwise reasonably
required from Seller in connection herewith.
b) Deliveries by Buy. At the Closing, Buyer shall deliver to Seller:
i) the Initial Payment in accordance with Section 2.05(a)(i);
ii) a counterpart of the Bill of Sale duly executed by Buyer;
iii) a counterpart of the Assignment and Assumption Agreement duly executed
by Buyer;
iv) a certificate of existence of Buyer by the Alaska Secretary of State dated no
earlier than five (5) Business Days prior to the Closing Date;
v) a certificate of Buyer's Secretary or other duly authorized officer, in a form
reasonably acceptable to Seller, certifying that (A) attached are true and
correct resolutions of Buyer's Board of Directors authorizing the execution,
delivery and performance of this Agreement and the other Transaction
Documents and all other documents to which it is a party and the
consummation of the Transactions, (B) all such resolutions are in full force
and effect and (C) such resolutions have not been repealed or contravened;
vi) a certificate of Buyer's Secretary or other duly authorized officer, in a form
reasonably acceptable to Seller, identifying the name and title and bearing
the signatures of Buyer's officers authorized to execute and deliver this
Agreement, the other Transaction Documents and all other agreements and
instruments contemplated hereby and thereby;
vii) a counterpart of the Office Lease duly executed by Buyer;
viii) a counterpart of the Yard Lease duly executed by Buyer;
ix) a counterpart of the Special Contract duly executed by Buyer; and
x) all other documents reasonably required to be delivered by Buyer on or prior
to the Closing Date pursuant to this Agreement or otherwise reasonably
required from Buyer in connection herewith.
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ARTICLE IV.
REPRESENTATIONS AND WARRANTIES OF SELLER
Except as set forth in the correspondingly numbered Section of Seller's Disclosure
Schedules, Seller represents and warrants to Buyer that the statements contained in this Article IV
are true and correct as of the Effective Date and will be true and correct as of the Closing Date.
Section 4.01. Formation of Seller.
a) Seller is a municipal corporation duly formed,validly existing and in good standing
under the Laws of the State of Alaska.
b) Seller is duly authorized, qualified or licensed to conduct its business under the
Laws of each other jurisdiction where such authorization, qualification or license is necessary.
Section 4.02. Authority of Seller.
a) All acts necessary to the valid execution, delivery and performance of this
Agreement and the other Transaction Documents to which Seller is a party, including competitive
bidding,public notice, election, referendum, prior appropriation or other required procedures have
been or will be taken and performed prior to the Closing as required under the Act, ordinances or
other regulations. Seller has provided to Buyer certified copies of all ordinances, resolutions, and
other documents evidencing the necessary authorizations with respect to the execution, delivery
and performance by Seller of this Agreement and the other Transaction Documents to which it is
a Party.
b) All persons making up the governing body of Seller are the duly elected or
appointed incumbents in their positions and hold such positions in good standing in accordance
with the Act and other applicable Law.
c) Entry into and performance of this Agreement and the other Transaction
Documents to which Seller is a party are for a proper public purpose within the meaning of the
Act and all other relevant constitutional, organic or other governing documents and applicable
Law.
d) Any obligation of Seller to make payments under this Agreement, including any
indemnification obligations of Seller pursuant to Article IX, (i) as of the Closing Date are
unsubordinated obligations of Seller and are not subject to any prior claim under any and all bond
ordinances or indentures to which Seller is a party, the Act and all other relevant constitutional,
organic or other governing documents and applicable Law and(ii) as of the Effective Date and the
Closing Date do not constitute any kind of Indebtedness of Seller or create any Encumbrance on,
or security interest in, any property or revenues of Seller which, in either case, is proscribed by
any provision of the Act or any other relevant constitutional, organic or other governing documents
and applicable Law, any Order of any Governmental Body or any contractual restriction binding
on or affecting Seller or any of the Acquired Assets.
e) All payment obligations of Seller under this Agreement are payable from the
general fund of the City of Seward.
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Section 4.03. Consents and Approvals. Except those required consents and approvals
set forth on Section 4.03 of Seller's Disclosure Schedules (collectively, the "Required Seller
Consents"), no filing or registration with, notification to, or authorization, consent or approval of,
any Governmental Body or any other Person is required in connection with (a) the execution and
delivery by Seller of this Agreement, any other Transaction Documents to which Seller is a parry
or the other agreements and instruments contemplated hereby or thereby to which Seller is a party
or(b)the performance by Seller of its obligations hereunder and thereunder.
Section 4.04. No Conflict or Violation. Assuming all of the Required Seller Consents
have been obtained, except as set forth on Section 4.04 of Seller's Disclosure Schedules, the
execution, delivery and performance by Seller of this Agreement, the other Transaction
Documents to which it is a party and the other agreements and instruments contemplated hereby
and thereby to which Seller is a party and the consummation of the Transactions, will not:
a) violate any Law applicable to Seller;
b) violate the Act or any other relevant constitutional, organic or other governing
documents applicable to Seller;
c) result in the imposition or creation of any Encumbrance, other than the Permitted
Encumbrances, on any Acquired Asset; or
d) conflict with, result in a violation or breach of the terms, conditions, or provisions
of, constitute a default under,result in the acceleration of, create in any party the right to accelerate,
terminate, modify or cancel, or require any notice under any (i) Assigned Contract, or (ii) Permit
affecting the Acquired Assets or Assumed Liabilities.
Section 4.05. Financial Statements. Seller has delivered to Buyer: (1)true and complete
copies of audited financial statements consisting of the balance sheet of Seller as of December 31,
in each of the years 2020 and 2021 (as of the Effective Date) and 2022 (as of the Closing Date)
and the related statements of income and cash flow(the "Audited Financial Statements") and(2)
unaudited financial statements consisting of the balance sheet of the System as of December 31,
2022 (as of the Effective Date) and June 30, 2023 (as of the Closing Date) and the related
statements of income for the period then ended(the"Interim Financial Statements" and together
with the Audited Financial Statements, the "Financial Statements"). Except as otherwise
indicated in the Financial Statements or as set forth on Section 4.05 of Seller's Disclosure
Schedules, the Financial Statements (a) have been prepared from, and are in accordance with, the
Records of Seller,which Records have been maintained on a basis consistent with its past practice,
b)were prepared in accordance with GAAP, applied on a consistent basis for the periods involved,
subject, in the case of the Interim Financial Statements, to normal and recurring year-end
adjustments (the effect of which will not be materially adverse to the Acquired Assets) and the
absence of notes(that,if presented,would not differ materially from those presented in the Audited
Financial Statements), (c)present fairly in all material respects the financial condition and results
of operations of Seller as of the date thereof and for the period covered thereby and (d)present a
full and complete statement and description of Seller's assets and Liabilities, which include
Withdrawal Liabilities, as provided in the definition of Liabilities hereunder. Seller maintains a
standard system of accounting established and administered in accordance with GAAP. The
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balance sheet of Seller as of December 31, 2022 is referred to herein as the "Balance Sheet" and
the date thereof as the "Balance Sheet Date".
Section 4.06. Absence of Certain Changes,Events and Conditions. Since the Balance
Sheet Date, and other than in the ordinary course of business consistent with past practice, there
has not been any:
a) amendment of the Act or any other relevant constitutional, organic or other
governing documents or Law applicable to Seller;
b) entry into any Contract that (A) is material to the Acquired Assets or Assumed
Liabilities or(B) otherwise involves the expenditure, aggregate consideration or the incurrence or
assumption of a Liability by Seller related to or in connection with the Acquired Assets, each in
an amount equal to or greater than Twenty Five Thousand Dollars ($25,000) in any calendar year
or Fifty Thousand Dollars ($50,000)in the aggregate, which cannot be terminated without penalty
by Seller;
c) incurrence, assumption or guarantee of any Indebtedness in connection with the
Acquired Assets except unsecured current obligations and Liabilities incurred in the ordinary
course of business consistent with past practice;
d) transfer, assignment, sale, other disposition, mortgage, lease or pledge of, or the
imposition of Encumbrance other than Permitted Encumbrances upon, any of the Acquired Assets
shown or reflected in the Balance Sheet or cancellation of any debts or entitlements;
e) cancellation, compromise or settlement of any material Claim of any debts or
Claims or amendment,termination or waiver or release of any rights constituting Acquired Assets;
f) material damage, destruction or loss, or any material interruption in use, of any
Acquired Assets, whether or not covered by insurance;
g) amendment, acceleration, termination, material modification to or cancellation of
any Assigned Contract or Permit;
h) pending or contemplated condemnation or eminent domain proceeding affecting all
or any material portion of any of the Acquired Assets;
i) adoption of any plan of merger, consolidation, reorganization, liquidation or
dissolution or filing of a petition in bankruptcy under any provisions of federal or state bankruptcy
or similar Law or consent to the filing of any bankruptcy petition or similar proceeding against it
under any federal or state Law;
0) transaction or commitment made that is material to the Acquired Assets other than
i) transactions and commitments in the ordinary course of business and consistent with past
practices or(ii)the Transactions; and
k) any Contract to do any of the foregoing, or any action or omission that would result
in any of the foregoing.
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Section 4.07. Assigned Contracts.
a) No Contracts other than the Assigned Contracts and the Excluded Contracts are
used by Seller in or with respect to, or necessary for, or otherwise relate to, the Acquired Assets.
b) With respect to each Assigned Contract:
i) a true and complete copy of such Assigned Contract (including any
amendments, modifications, attachments and supplements thereto, current
as of the date this representation is made and the Closing Date) was made
available to Buyer in connection with its due diligence;
ii) except as set forth in Section 4.07(b)of Seller's Disclosure Schedules, there
is no (A) existing default or breach by Seller or, to Seller's Knowledge, any
other party thereto under any Assigned Contract or (B) event or condition
that, with notice or lapse of time or both, could constitute (x) a default or
breach of any Assigned Contract, (y)result in a termination of any Assigned
Contract or(z)result in an acceleration under or otherwise change any rights
or obligations of any Assigned Contract, and Seller has not received notice
of any intention or right to terminate or purporting to assert an event of
default under any Assigned Contract;
iii) such Assigned Contract may be transferred to Buyer pursuant to this
Agreement and will continue in full force and effect following the Closing,
with no forfeiture or impairment of any rights thereunder;
iv) to Seller's Knowledge, no party has repudiated any provision of any
Assigned Contract;
v) Seller is not currently renegotiating any Assigned Contract and has not
received any notice of any nonrenewal or price increase with respect
thereto;
vi) neither Seller nor, to the Knowledge of Seller, any other party thereto has
waived any of its rights under an Assigned Contract, either orally or in
writing; and
vii) such Assigned Contract constitutes a legal, valid and binding obligation of
and enforceable against Seller, and,to Seller's Knowledge,the other parties
thereto, in accordance with its terms, subject to applicable bankruptcy,
insolvency, reorganization, moratorium, or similar Laws affecting
creditor's rights and remedies and general principles of equity.
Section 4.08. Real Property.
a) Seller does not own any real property or interests therein that are part of, or used in
connection with the Acquired Assets except the real property that is described on Section 4.08(a)
of Seller's Disclosure Schedules (the "Owned Real Property"). The Owned Real Property,
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together with the leased real property described on Section 4.08(c) of Seller's Disclosure
Schedules (the "Leased Real Property") and the easements, permits, rights-of-way, crossing
agreements, and other real property rights described on Section 4.08(d) of Seller's Disclosure
Schedules ("Other Real Property Rights") constitutes all of the real property rights required for
Seller's ownership and operation of the Acquired Assets for their intended use. Seller has
delivered or made available to Buyer true, complete and correct copies of the deeds and other
instruments by which Seller acquired (or acquired the right to use) the Real Property in the
possession of Seller, and copies of all title insurance policies, opinions, abstracts and surveys in
the possession of Seller relating to the Real Property.
b) Except as set forth on Section 4.08(b) of Seller's Disclosure Schedules,
i) Seller has good and marketable fee simple title to the Owned Real Property
free and clear of all Encumbrances, except Permitted Encumbrances;
ii) Seller is not in violation of or default under any easements, restrictions or
other Encumbrances on or relating to the Real Property;
iii) there are no improvements that have been made or authorized by any
Governmental Body, the costs of which are to be assessed as special Taxes
or charges against any of the Real Property;
iv) the Real Property is not subject to any unpaid assessment nor are any
assessments due in the future, except as set forth on Section 4.08(b)(iv) of
Seller's Disclosure Schedules;
v) no Person other than Seller has any rights to acquire, lease or use (or does
use) any of such Real Property or has any interest in any of such Real
Property;
vi) the Real Property includes the right of ingress and egress (legal and
practical) over public rights-of-way or valid and existing private easements
of perpetual duration which have priority over all existing mortgages or
security interests;
vii) the Real Property is in compliance with all applicable Laws relating to
zoning and land use (and the current use does not constitute a
nonconforming use), and Seller has received no notice alleging a violation
of such Laws which remains uncured;
viii) there are no pending or threatened actions, suits or proceedings to modify
the zoning or land use classification of any Real Property;
ix) Seller owns the Transmission Line and there are no conflicting rights or
claimed rights, including mining claims, that could interfere with the
operation, maintenance, construction, expansion, demolition or any other
act regarding the Transmission Line or require Buyer to purchase, negotiate,
exchange or further obtain permits in order to operate, maintain, construct,
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expand, demolish, relocate or update the Transmission Line, except for the
System Permits and Permitted Encumbrances.
c) Except as set forth on Section 4.08(c) of Seller's Disclosure Schedules, Seller does
not lease, as lessee, any parcels of real property required for Seller's operation of the Acquired
Assets for their intended use. Seller has delivered or made available to Buyer true, complete and
correct copies of any leases with respect to, or affecting, the Leased Real Property. With respect
to each lease set forth on Section 4.08(c) of Seller's Disclosure Schedules:
i) such lease is valid, binding, enforceable and in full force and effect, and
Seller enjoys peaceful and undisturbed possession of the Leased Real
Property;
ii) Seller is not in breach or default under such lease, and no event has occurred
or circumstance exists which, with the delivery of notice, passage of time
or both, would constitute such a breach or default, and Seller has paid all
rent due and payable under such lease;
iii) Seller has not received nor given any notice of any default or event that with
notice or lapse of time, or both, would constitute a default by Seller under
such lease and, to the Knowledge of Seller, no other party is in default
thereof, and no party to such lease has exercised any termination rights with
respect thereto;
iv) Seller has not subleased, assigned or otherwise granted to any Person the
right to use or occupy such Leased Real Property or any portion thereof,
and
v) Seller has not pledged, mortgaged or otherwise granted an Encumbrance on
its leasehold interest in any Leased Real Property.
d) Seller has delivered or made available to Buyer true, complete and correct copies
of any such Other Real Property Rights. With respect to each of the Other Real Property Rights:
i) The Other Real Property Rights are valid, binding, enforceable and in full
force and effect, and Seller enjoys peaceful and undisturbed possession of
the Other Real Property Rights;
ii) Seller is not in breach or default under such Other Real Property Rights, and
no event has occurred or circumstance exists which, with the delivery of
notice, passage of time or both, would constitute such a breach or default,
and Seller has paid all rent due and payable under such Other Real Property
Rights;
iii) Seller has not received nor given any notice of any default or event that with
notice or lapse of time, or both, would constitute a default by Seller under
such Other Real Property Right and, to the Knowledge of Seller, no other
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party is in default thereof, and no party to such Other Real Property Rights
has exercised any termination rights with respect thereto;
iv) Except as set forth on Section 4.08(d) of Seller's Disclosure Schedules,
Seller has not subleased, assigned or otherwise granted to any Person the
right to use or occupy such Other Real Property Rights or any portion
thereof, and
v) Seller has not pledged, mortgaged or otherwise granted an Encumbrance on
its leasehold interest in any Other Real Property Rights.
e) Seller represents that the utility permits issued by the Alaska DOT included in Other
Real Property Rights require the Alaska DOT to reimburse Seller in full for all costs incurred in
making changes or alterations to the Transmission Line that qualify under the provisions of AS
19.25.020(c), in the event the Alaska DOT requires the relocation of any portion of the
Transmission Line located within the permitted area described in Alaska DOT Permits No. 1-
130000-91-077 and No. 1-230000-94-124.
f) Seller has not received any written notice of(i)material violations of building codes
and/or zoning ordinances or other governmental or regulatory Laws affecting the Real Property or
ii) any Claim pending or threatened, against or affecting the Real Property or any portion thereof
or interest therein in the nature or in lieu of condemnation or eminent domain proceedings.
g) The use and operation of the Real Property in the conduct of the business of the
System do not violate in any material respect any Law, covenant, condition, restriction, easement,
Permit or agreement, and except as set forth on Section 4.08(f) of Seller's Disclosure Schedules,
Seller has the exclusive right to own, use, access and/or occupy the Real Property for the
construction, operation and maintenance of the Acquired Assets.
h) Except as set forth on Section 4.08(g) of the Seller's Disclosure Schedules, no
material improvements constituting part of the Real Property encroach on real property owned or
leased by a Person other than Seller.
i) The Real Property is sufficient for the continued operation of the Acquired Assets
after the Closing in the same manner as operated prior to the Closing and constitutes all of the real
property necessary to operate the Acquired Assets as currently operated.
0) Exhibit C sets forth a complete and accurate description of all real property used in
connection with the Transmission Line, and no real property is used in connection with the
Transmission Line other than as set forth on Exhibit C.
Section 4.09. Acquired Assets; Adequacy of Acquired Assets.
a) Seller has good, marketable and valid title to, or rights by license, lease or other
agreement to use, all of the Acquired Assets, free and clear of all Encumbrances, except Permitted
Encumbrances.
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b) The Acquired Assets, including the System Assets and the Real Property, are
adequate and sufficient for the uses to which they are being put.
c) Except as set forth on Section 4.09(c) of Seller's Disclosure Schedules, the
Tangible Assets are (i) structurally sound, (ii)in good operating condition and repair, and (iii) not
in need of maintenance or repairs except for ordinary, routine maintenance and repairs that are not
material in nature or cost.
d) For the three (3)-year period prior to the Effective Date, the System Assets have
been operated and maintained in compliance with (i) Prudent Utility Practices, (ii) all applicable
Reliability Standards, and (iii) all Assigned Contracts and Excluded Contracts. Without limiting
the foregoing, all major maintenance on the System Assets has been performed in accordance with
the relevant manufacturer's recommended schedule and practices.
e) Except as set forth in Section 4.09(e) of Seller's Disclosure Schedules, there are no
pending Claims for defective work, equipment or materials relating to the System Assets made by
Seller against any Person.
f) Seller has provided to Buyer or has otherwise permitted Buyer to have access to
copies of all Records, and such Records accurately reflect the operational history of the System
Assets in all material respects.
Section 4.10. Legal Proceedings; Governmental Orders; Compliance.
a) Except as set forth on Section 4.10(a) of Seller's Disclosure Schedules, there are
no Claims pending or, to Seller's Knowledge, threatened by or against Seller before any
Governmental Body (i) affecting any of the Acquired Assets or (ii) which may result in a Claim
against Buyer for Damages as a result of Seller entering into the Transaction Documents.
b) There are no Claims pending or,to Seller's Knowledge,threatened, challenging the
validity or propriety of the Transactions or that seek to enjoin, prevent or otherwise delay the
Transactions. To Seller's Knowledge, no event has occurred or circumstances exist that may give
rise to, or serve as the basis for, any such Claim. Buyer acknowledges that provisions of the
Seward City Code permit post-Referendum Claims related to the Referendum.
c) There are no outstanding Orders and no unsatisfied judgments, penalties or awards
against or affecting any of the Acquired Assets.
d) Seller is, and the Acquired Assets are, in material compliance with all applicable
Laws and Seller has not received any notice of any violation of applicable Laws.
Section 4.11. Permits.
a) Section 4.11(a) of Seller's Disclosure Schedules sets forth all Permits issued to
Seller that are necessary, useful, or required for or necessary to remain in compliance with respect
to, the administration, ownership, operation, interconnection, or maintenance of the Acquired
Assets, including the RCA Approval (the "System Permits") and the date of issuance and
expiration for each System Permit.
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b) All System Permits are in the possession of Seller, are in full force and effect and
are being complied with, and all necessary renewal applications related to the System Permits have
been appropriately filed. Seller is in material compliance with all System Permits and has not
received any notification that it is in violation of any System Permit or any Laws or applicable
Reliability Standards, and no event has occurred that, with or without notice or lapse of time or
both, would reasonably be expected to result in the revocation, suspension, lapse or limitation of
any System Permit. No material action, or written deficiency notice, demand or notice of any
challenge is pending or, to Seller's Knowledge, threatened, which challenges the legality, validity
or enforceability of any such System Permit, or that attempts to modify in any adverse manner the
requirements pertaining to any obtained System Permit or application for a System Permit.
c) All System Permits may be transferred to Buyer pursuant to this Agreement and
subject to RCA Approval and will continue in full force and effect following the Closing, with no
forfeiture or impairment of any material rights thereunder. For any System Permit relating to the
System Assets, and for which approval, renewal, amendment, or modification is currently being
sought or is currently pending before a Governmental Body, no material expenditures, capital
improvements or changes in operation will be necessary as a condition or result of such approval,
renewal, amendment or modification.
Section 4.12. Environmental Matters.
a) Seller and the Acquired Assets are currently, and since January 1, 2019 have been,
in compliance with all Environmental Laws, and Seller has not received from any Person any: (i)
Environmental Notice or Environmental Claim or (ii) written request for information pursuant to
Environmental Law, which, in either case, remains pending or unresolved or is the source of
ongoing obligations or requirements as of the Closing Date.
b) Seller has obtained and is in compliance with all Environmental Permits (each of
which is disclosed in Section 4.12(b) of Seller's Disclosure Schedules) necessary, useful or
required for the ownership and use of the Acquired Assets, and all such Environmental Permits
are in full force and effect in accordance with Environmental Law. All Environmental Permits
constituting Acquired Assets may be transferred to Buyer pursuant to this Agreement and will
continue in full force and effect following the Closing, with no forfeiture or impairment of any
material rights thereunder.
c) Seller does not need to make any expenditure out of the ordinary course of business
in order to achieve or maintain compliance with any Environmental Law or any Environmental
Permit.
d) There has been no Release of Hazardous Materials in contravention of
Environmental Law with respect to the Acquired Assets or any real property currently or formerly
owned, operated or leased by Seller in connection with the Acquired Assets, and Seller has not
received any Environmental Notice that any of the Acquired Assets or real property currently or
formerly owned, operated or leased by Seller in connection with the Acquired Assets (including
soils, groundwater, surface water, buildings and other structure located thereon) has been
contaminated with any Hazardous Material which could reasonably be expected to result in an
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Environmental Claim against, or a violation of any Environmental Law or term of any
Environmental Permit by, Seller.
e) Section 4.12(e) of Seller's Disclosure Schedules contains a complete and accurate
list of all Hazardous Materials treatment, storage or disposal facilities or locations used by Seller
and any predecessors in connection with the Acquired Assets as to which Seller may retain
liability, and none of these facilities or locations has been placed or proposed for placement on the
National Priorities List (or CERCLIS) under CERCLA, or any similar state list. Seller has not
received any Environmental Notice regarding potential Liabilities with respect to such Hazardous
Materials treatment, storage, or disposal facilities or locations used by Seller.
f) Seller has not retained or assumed,by Contract or operation of Law, any Liabilities
of third parties under Environmental Law.
g) Seller has provided or otherwise made available to Buyer and listed in Section
4.12(g) of Seller's Disclosure Schedules: (i) all environmental reports, studies, audits, records,
sampling data, site assessments, risk assessments, economic models and other similar documents
with respect to the Acquired Assets or any currently or formerly owned, operated or leased real
property by Seller in connection with the Acquired Assets which are in the possession or control
of Seller related to compliance with Environmental Laws, Environmental Claims or an
Environmental Notice or the Release of Hazardous Materials and (ii) all material documents
concerning planned or anticipated capital expenditures required to reduce, offset, limit or
otherwise control pollution and/or emissions, manage waste or otherwise ensure compliance with
current or future Environmental Laws.
h) Seller is not aware of and does not reasonably anticipate, as of the Closing Date,
any condition, event or circumstance concerning the Release or regulation of Hazardous Materials
that might, after the Closing Date, prevent, impede or increase the costs associated with the
ownership, lease, operation, performance or use of the Acquired Assets as currently carried out or
owned, as applicable.
i) Except as set forth on Section 4.12(i) of Seller's Disclosure Schedules:
i) Seller does not share any services, including environmental or occupational
safety and health regulatory compliance management services; nor is Seller
a party to any shared services or similar agreement with any other party.
ii) Seller does not share any facilities, including wastewater treatment or pre-
treatment facilities, solid or hazardous waste transfer, storage, disposal, or
management facilities, or any other operations or maintenance facilities;nor
is Seller a party to any shared facilities or similar agreement with any other
parry.
Section 4.13. Taxes.
a) Seller is a Tax-exempt entity and is not required to file Tax Returns or pay Taxes
with respect to the Acquired Assets and the business conducted with the Acquired Assets.
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b) Seller is not a parry to any Claim by any Taxing Authority and there are no pending
or threatened Claims by any Taxing Authority.
c) there are no Encumbrances for Taxes upon any of the Acquired Assets nor, to is
any Taxing Authority in the process of imposing any Encumbrance for Taxes on any of the
Acquired Assets; and
d) none of the Acquired Assets are bound by or subject to any Tax sharing agreement
or arrangement.
Section 4.14. Insurance.
a) Section 4.14(a) of Seller's Disclosure Schedules sets forth a true and complete list
of all of the insurance policies maintained by Seller with respect to or in connection with the
Acquired Assets that are now in full force and effect, valid and binding in accordance with their
terms (the"Insurance Policies"), and such list states the type of policy, the limits of coverage, the
carrier and the expiration date. True and complete copies of all the Insurance Policies have been
provided to Buyer.
b) All premiums due on the Insurance Policies covering all periods up to and including
the date hereof have been paid and, with respect to premiums due and payable prior to Closing,
will be so paid, and Seller has not received any notice of termination, non-renewal, premium
increase, alteration of coverage or denial with respect to any such policy which was not replaced
on substantially similar terms prior to the date of its cancellation.
c) Seller is not in default under, or has otherwise failed to comply with,in any material
respect, any provision contained in any Insurance Policy.
d) All Insurance Policies are provided by carriers who are financially solvent. No
Insurance Policy has been subject to any lapse in coverage.
e) There are no Claims related to the Acquired Assets pending under the Insurance
Policies as to which coverage has been questioned, denied or disputed or in respect of which there
is an outstanding reservation of rights.
Section 4.15. Intellectual Property.
a) Seller owns, or has licenses or rights to use, all Intellectual Property currently used
in or reasonably necessary for the System and otherwise for the operation and maintenance of the
System.
b) Seller has not received from any third parry a claim in writing that the operation of
the System is infringing the Intellectual Property of such third party.
Section 4.16. Inventory. All of the Inventory (including spare parts) are of a quality
usable in the ordinary course of business, except for (a) Inventory set forth on Section 4.16 of
Seller's Disclosure Schedules and (b) obsolete items and items of below-standard quality, all of
which have been written off or written down to net realizable value.
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Section 4.17. Regulatory Matters.
a) Seller has made available to Buyer copies of all material written reports of
assessments,investigations, compliance audits,remedial actions, or other investigative or response
activities conducted at or with respect to the System regarding any RCA- or ERO-related
requirements, including cyber security and testing requirements, to the extent applicable, that are
in the possession of Seller after reasonable inquiry and requests to counsel, auditors and other
advisors and representatives.
b) Seller and the System have operated in compliance in all material respects with all
RCA- and ERO-related requirements, including cybersecurity, and testing requirements to the
extent applicable.
c) Seller has not been served with written notice of any actual or threatened notice of
violation of any RCA- or ERO-related requirements, or other action, proceeding, investigation, or
inquiry pursuant to any RCA- or ERO-related requirements, and no Claim regarding any RCA-or
ERO-related requirements is pending or, to Seller's Knowledge, threatened, against Seller,in each
case including cyber security and testing requirements, to the extent applicable.
Section 4.18. Brokers. No broker, finder, investment banker or other Person is entitled
to any brokerage fees, commissions, or finder's fees in connection with the Transactions by reason
of any action taken by Seller.
Section 4.19. Labor Relations.
a) Section 4.19(a) of Seller's Disclosure Schedules contains a true, complete and
correct list of each Employee who works primarily in connection with the System as of the date
hereof, including each such Employee's name, hire date and job title, current annual salary or
hourly rate of pay (whichever is applicable), 2021 bonus, expected 2022 bonus, part-time, full-
time or temporary status,union status, status regarding eligibility for overtime pay, accrued unused
vacation benefits, leave of absence status, and service credited for purposes of vesting and
eligibility to participate under the Employee Plans. Section 4.19(a) of Seller's Disclosure
Schedules also sets forth a list of each"covered employee"and any "qualified beneficiary"related
to such covered employee who has experienced a"qualifying event" or is receiving"continuation
coverage" as of the date hereof, and identifies the date and nature of each such qualifying event,
in each case, as such terms are defined in COBRA. Each current non-union Employee may be
terminated for just cause in accordance with the provisions of Sections 3.55.020 and Chapter 3.40
of the Seward City Code without penalty or any continuing obligations, other than accrued benefits
under the Employee Plans and statutory obligations to former employees. Each current union
Employee may be terminated for cause in accordance with the terms of the IBEW CBA without
penalty or any continuing obligations, other than accrued benefits under the Employee Plans and
statutory obligations to former employees. All compensation, including wages, commissions,
bonuses, fees and other compensation, payable to all employees, independent contractors or
consultants for services performed on or prior to the date hereof have been paid in full and, except
as set forth in Section 4.19(a) of the Disclosure Schedules, there are no outstanding agreements,
understandings or commitments of Seller to pay any compensation, commissions, bonuses, or fees
after the Closing Date.
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b) Section 4.19(b) of Seller's Disclosure Schedules contains a true, complete and
correct list of the name, service date, compensation rate, and a brief description of the services of
each Person that performs or, within the twelve (12)-month period prior to the date hereof,
performed personal services for Seller as an independent contractor.
c) Section 4.19(c) of Seller's Disclosure Schedules contains a true, complete and
correct list of each Labor Agreement to which Seller is or at any time since January 1, 2016 has
been, a signatory or otherwise bound. Seller has provided Buyer true and accurate copies of all
Labor Agreements set forth on such Schedule, including all amendments, "side letters," "letters of
understanding," settlement agreements in connection with any current or past Labor Agreements,
arbitration awards that interpret any provision of any current or past Labor Agreements, or other
modifications and supplements thereto (collectively, the"Seller Labor Agreements"). The Seller
Labor Agreements fully and accurately describe Seller's agreements and undertakings with each
applicable union. Seller has complied in all respects with the terms and conditions thereof, and no
act or event has occurred which,with notice or lapse of time or both, constitutes or would constitute
a default under violation of Seller Labor Agreement by Seller. Seller has or, at Closing will have,
given the applicable union all required notices in relation to the Transactions, and will have
engaged in good faith bargaining with the union, as required by any applicable Law. There are no
strikes, disputes, controversies, slowdowns, stoppages,boycotts or pickets in progress,pending or,
to the Knowledge of Seller, threatened against or affecting Seller. To the Knowledge of Seller,
except with respect to the Labor Agreements set forth on Section 4.19(c) of Seller's Disclosure
Schedules, during the past three (3) years, Seller has not experienced any collective organization
efforts with respect to any of its Employees, and no National Labor Relations Board representation
question exists respecting any Employees of Seller.
d) Seller is and has been in compliance in all material respects with all applicable
Laws pertaining to employment and employment practices, including those relating to labor
relations or arising under labor relations laws, equal employment opportunities, fair employment
practices, employment discrimination, harassment, retaliation, reasonable accommodation,
disability rights or benefits, immigration, employee classification, wages, hours, overtime
compensation, equal pay, child labor, hiring, promotion and termination of employees, working
conditions, meal and break periods, privacy, health and safety, workers' compensation, leaves of
absence, improper background checks or hiring decisions based thereon, and unemployment
insurance. There are no actions against Seller pending, or, to the Knowledge of Seller, threatened
to be brought or filed, by or with any Governmental Body in connection with the employment or
termination of any current or former applicant, employee, consultant or independent contractor of
Seller.
e) Seller has complied and is in compliance with, and has not received any notices of
non-compliance or alleged non-compliance with respect to, any applicable Law relating or
pertaining to COVID-19.
f) Seller is in compliance with its obligations pursuant to the WARN Acts and all
notification obligations arising thereunder, in each case to the extent affecting, in whole or in part,
any site of employment, facility, operating unit or employee of any Seller. No former employees
of Seller have suffered an "employment loss" (as defined in any WARN Acts) in the ninety (90)
days prior to the date hereof, and Buyer will not incur any liability or obligation under any WARN
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Acts if, during the ninety (90) day period immediately following the Closing Date, only
terminations in the normal course occur.
g) With respect to each contract with any Governmental Body ("Government
Contract') and to the extent required by Law, Seller is and has been in material compliance with
Executive Order No. 11246 of 1965 ("E.O. 11246"), Section 503 of the Rehabilitation Act of 1973
Section 503") and the Vietnam Era Veterans' Readjustment Assistance Act of 1974
VEVRAA"), including all implementing regulations. Seller maintains and materially complies
with affirmative action plans in compliance with E.O. 11246, Section 503 and VEVRAA,
including all implementing regulations. To Seller's Knowledge, Seller is not, and has not been for
the past five (5) years, the subject of any audit, investigation or enforcement action by any
Governmental Authority in connection with any Government Contract or related compliance with
E.O. 11246, Section 503 or VEVRAA. To the extent required by Law, Seller is and has also been
in material compliance with the McNamara-O'Hara Service Contract Act of 1965, the Davis
Bacon Act of 1931 and the Contract Work Hours and Safety Standards Act (CWHSSA). Seller
has not been debarred, suspended or otherwise made ineligible from doing business with the
United States government or any government contractor.
Section 4.20. Employee Plans and Related Matters.
a) Section 4.20(a) of Seller's Disclosure Schedules sets forth a list, as of the date
hereof, of each of the following types of plan,which for this purpose includes any program, policy
or other arrangement or agreement (whether written or oral): defined benefit plan, defined
contribution plan, retirement plan, stock ownership plan, equity or equity-based incentive plan,
executive compensation plan, bonus plan, incentive compensation plan, profit sharing plan,
deferred compensation plan or agreement, vacation pay or paid-time off program, sickness,
disability, or death benefit plan(whether provided through insurance or otherwise), medical or life
insurance plan, employee assistance plan, severance pay, termination, salary continuation,
retention or change-in-control plan, employment agreement, and each other employee benefit plan,
including each "employee benefit plan" within the meaning of Section 3(3) of ERISA, that is
established, maintained, sponsored, or contributed to by any Seller or an ERISA Affiliate or with
respect to which Seller or an ERISA Affiliate has any liability, for the benefit of or relating to any
current or former directors, officers, employees, leased employees, consultants or independent
contractors or their dependents, survivors, or beneficiaries, whether or not legally binding, all of
which are hereinafter referred to as "Employee Plans". Section 4.20(a) of Seller's Disclosure
Schedules provides an accurate designation of whether union or non-union Employees participate
in each Employee Plan.
b) With respect to each Employee Plan, as applicable, Seller has provided to Buyer:
i) all documents embodying or governing such Employee Plan, (ii) the most recent IRS
determination or opinion letter(with respect to each such Employee Plan intended to be"qualified"
under Section 401(a) of the Code), (iii)all material written correspondence received from the IRS,
Pension Benefit Guaranty Corporation, the U.S. Department of Labor or any other Governmental
Body relating thereto, and (iv) the most recently available estimates of Withdrawal Liability, if
any.
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c) Each Employee Plan complies with, and has been administered in accordance with,
the requirements of applicable Law, including ERISA, the Code, and any applicable state or local
laws, and is being (and has been) administered and operated in accordance with its terms.
d) Except as set forth on Section 4.20(d) of Seller's Disclosure Schedules, no
Employee Plan is (i) subject to Title IV of ERISA, (ii) a multiemployer plan (as defined in ERISA
Section 3(37)) (each a "Multiemployer Plan"), (iii) a "multiple employer welfare arrangement"
as defined in Section 3(40)of ERISA), (iv) a"multiple employer plan" (as defined in Section 413
of the Code), or (v) a "voluntary employees' beneficiary association" within the meaning of
Section 501(c)(9) of the Code. Each Employee Plan intended to be"qualified"within the meaning
of Section 401(a) of the Code has received a favorable determination letter or may rely on an
opinion letter issued by the IRS, and, to the Knowledge of Seller, nothing has occurred subsequent
to the date of such favorable determination letter or opinion letter that could adversely affect the
qualified status of any such plan.
e) Full payment has been made, or otherwise properly accrued on the books and
records of Seller and its ERISA Affiliates, of all amounts that Seller and its ERISA Affiliates are
required under the terms of an Employee Plan to have paid as contributions to such Employee Plan
on or prior to the date hereof (excluding any amounts not yet due) and the contribution
requirements, on a prorated basis, for the current year have been made or otherwise properly
accrued for on the books and records of Seller through the Closing. All contributions to any
Employee Plan that is a Multiemployer Plan with respect to hours worked prior to the Closing
have been made, and neither Seller nor any of its ERISA Affiliates have incurred or triggered any
Withdrawal Liability (including any contingent or secondary Withdrawal Liability) or received
notice or demand for Withdrawal Liability with respect to any Employee Plan that is a
Multiemployer Plan. No Multiemployer Plan is in critical, endangered or seriously endangered
status or has suffered a mass withdrawal; no action has been initiated by the Pension Benefit
Guaranty Corporation to terminate any Multiemployer Plan or to appoint a trustee for any
Multiemployer Plan; and no such plan maintained or contributed to within the last six (6)years is
a"Single Employer Plan" subject to Title IV of ERISA.
f) Other than claims for benefits in the ordinary course, no claim or action has been
made, commenced or, to the Knowledge of Seller, threatened with respect to any Employee Plan.
No Employee Plan is, or has been, the subject of an application or filing under, or a participant in,
an amnesty, voluntary compliance, self-correction or similar program sponsored by any
Governmental Body. No Employee Plan provides for any post-termination or retiree welfare
benefits to any individual for any reason, other than as required under applicable Law.
g) Neither the execution of this Agreement nor the consummation of the Transactions
will (individually or together with the occurrence of any other event): (i) entitle any current or
former Employee, trustee, director or consultant of Seller to severance pay or any other payment,
or (ii) accelerate the time of payment, vesting or funding, or increase the amount or value of any
compensation or benefits due to such person.
Section 4.21. No Immunity from Suit or Liability. Seller warrants that with respect to
its contractual obligations under this Agreement and performance thereof, it is not entitled to
immunity on the grounds of sovereignty or similar grounds with respect to itself, its revenues or
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assets from (a) suit, (b)jurisdiction of court (including a court located outside the jurisdiction of
its organization), (c) relief by way of injunction, order for specific performance or recovery of
property, (d) attachment of assets or(e) execution or enforcement of any judgment.
Section 4.22. No Undisclosed Liabilities. Seller has no Liabilities with respect to the
System, except (a) those which are adequately reflected or reserved against in the Balance Sheet
as of the Balance Sheet Date and (b) those which have been incurred in the ordinary course of
business consistent with past practice since the Balance Sheet Date and which are not,individually
or in the aggregate, material in amount.
Section 4.23. No Other Representations. Except for the representations and warranties
expressly made by Seller in this Article IV (including any information set forth on Seller's
Disclosure Schedules), no representations or warranties (express or implied) are being made by
Seller as to the Acquired Assets or Assumed Liabilities and Seller hereby disclaims any
representation or warranty not contained in this Article IV or in the Seller's Disclosures Schedules.
Section 4.24. Full Disclosure. No representation or warranty by Seller contained in this
Agreement or the other Transaction Documents, Seller's Disclosure Schedules, or any certificates
delivered hereunder or thereunder contains any untrue statement of material fact or omits to state
a material fact necessary to make any statement contained herein or therein, in light of the
circumstances in which it was made, not misleading.
Section 4.25. Reliance on Representations and Warranties. The representations and
warranties made by Seller under this Agreement(including the Seller's Disclosure Schedules)and
the other Transaction Documents are not subject to or limited by any information Buyer may have
received from or on behalf of Seller, including, as part of any review of diligence exercise offered
by Seller to Buyer, or conducted by Buyer or its advisors, or qualified by any actual or constructive
knowledge of Buyer or any of its Representatives. Each representation or warranty is independent
and shall be construed as a separate representation or warranty and (except as expressly specified
to the contrary) shall not be limited or restricted by reference to or inference from the terms of any
other representation or warranty or any other term of this Agreement or the other Transaction
Documents. Seller acknowledges that Buyer has entered into this Agreement (including the
Seller's Disclosure Schedules) and the other Transaction Documents placing reliance on the
representations and warranties made by Seller under this Agreement and the other Transaction
Documents.
ARTICLE V.
REPRESENTATIONS AND WARRANTIES OF BUYER
Except as set forth in the correspondingly numbered Section of Buyer's Disclosure
Schedules, Buyer represents and warrants to Seller that the statements contained in this Article V
are true and correct as of the Effective Date and will be true and correct as of the Closing Date.
Section 5.01. Incorporation of Buyer.
a) Buyer is a member-owned electric cooperative duly incorporated, validly existing
and in good standing under the Laws of the State of Alaska.
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b) Buyer is duly authorized, qualified or licensed to conduct its business under the
Laws of each other jurisdiction where such authorization, qualification or license is necessary.
Section 5.02. Authority of Buyer.
a) Buyer has the requisite corporate power and authority necessary to execute and
deliver this Agreement and the other Transaction Documents to which it is a party, and to carry
out its obligations hereunder and thereunder.
b) The execution and delivery by Buyer of this Agreement and the other Transaction
Documents to which it is a party and the performance by Buyer of its obligations hereunder and
thereunder have been duly authorized by all requisite corporate action on the part of Buyer.
c) This Agreement has been duly executed and delivered by Buyer, and (assuming
due authorization, execution and delivery by Seller) this Agreement constitutes a legal, valid and
binding obligation of Buyer enforceable against Buyer in accordance with its terms, except as such
enforcement may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or
other similar Laws now or hereafter in effect relating to or affecting the rights and remedies of
creditors generally and subject to general principles of equity (whether considered in a proceeding
at law or in equity).
Section 5.03. Consents and Approvals. No filing or registration with, notification to, or
authorization, consent or approval of any Governmental Body or any other Person is required in
connection with(a)the execution and delivery by Buyer of this Agreement, any other Transaction
Documents to which it is a party or the other agreements and instruments contemplated hereby or
thereby to which Buyer is a parry or(b)the performance by Buyer of its obligations hereunder or
thereunder, except those required consents and approvals set forth on Section 5.03 of Buyer's
Disclosure Schedules (collectively, the "Required Buyer Consents").
Section 5.04. No Conflict or Violation. Assuming all of the Required Buyer Consents
have been obtained, except as set forth on Section 5.04 of Buyer's Disclosure Schedules, the
execution, delivery and performance by Buyer of this Agreement, the other Transaction
Documents to which it is a parry and the other agreements and instruments contemplated hereby
and thereby to which Buyer is a party and the consummation of the Transactions, will not:
a) violate any Law applicable to Buyer;
b) violate the Organizational Documents of Buyer; or
c) conflict with, result in a violation or breach of the terms, conditions, or provisions
of, constitute a default under,result in the acceleration of, create in any party the right to accelerate,
terminate, modify or cancel, or require any notice under any Contract to or by which Buyer is
bound or to which Buyer's assets are subject.
Section 5.05. Legal Proceedings; Compliance. There are no Claims pending, or to
Buyer's knowledge threatened, by or against Buyer before any Governmental Body challenging
the validity or propriety of the Transactions or that seek to enjoin, prevent or otherwise delay the
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Transactions. To Buyer's knowledge, no event has occurred or circumstances exist that may give
rise to, or serve as the basis for, any such Claim.
Section 5.06. Brokers. No broker, finder, investment banker or other Person is entitled
to any brokerage fees, commissions, or finder's fees in connection with the Transactions by reason
of any action taken by Buyer.
Section 5.07. Sufficiency of Funds. Buyer will have available to it at the Closing, all of
the funds required to be provided by Buyer for the consummation of the Transactions and for the
satisfaction of all of Buyer's obligations under the Transaction Documents.
Section 5.08. No Other Representations. Except for the representations and warranties
expressly made by Buyer in this Article V (including any information set forth on Buyer's
Disclosure Schedules), no representations or warranties (express or implied) are being made by
Buyer and Buyer hereby disclaims any representation or warranty not contained in this Article V.
Section 5.09. Reliance on Representations and Warranties. The representations and
warranties made by Buyer under this Agreement(including the Buyer's Disclosure Schedules)and
the other Transaction Documents are not subject to or limited by any information Seller may have
received from or on behalf of Buyer, including, as part of any review of diligence exercise offered
by Buyer to Seller, or conducted by Seller or its advisors, or qualified by any actual or constructive
knowledge of Seller or any of its Representatives. Each representation or warranty is independent
and shall be construed as a separate representation or warranty and (except as expressly specified
to the contrary) shall not be limited or restricted by reference to or inference from the terms of any
other representation or warranty or any other term of this Agreement or the other Transaction
Documents. Buyer acknowledges that Seller has entered into this Agreement (including the
Buyer's Disclosure Schedules) and the other Transaction Documents placing reliance on the
representations and warranties made by Buyer under this Agreement and the other Transaction
Documents.
ARTICLE VI.
COVENANTS
Section 6.01. Conduct of Business Prior to the Closing.
a) Seller agrees that, during the period from the Certification until the earlier of the
Closing or the termination of this Agreement, except as (i) otherwise provided in this Agreement,
ii) consented to in writing by Buyer(which consent may be withheld in Buyer's sole and absolute
discretion) or(iii) otherwise required by applicable Laws (including Environmental Laws), Seller
shall:
i) operate and maintain the Acquired Assets in the ordinary course of business
consistent with past practice and Prudent Utility Practice (including
maintaining a quantity and type of materials, supplies and spare parts
materially consistent with Prudent Utility Practice);
ii) bear all charges for any tariff, interim or inception charge or cost related to
the ERO;
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iii) make expenditures substantially in accordance with the Budget (subject to
any deviations that Seller reasonably determines are consistent with Prudent
Utility Practice); and
iv) use commercially reasonable efforts to maintain and preserve intact its
current organization, business, operations and franchise and to preserve the
rights, franchises, goodwill and relationships of its customers, lenders,
suppliers, regulators and others having business relationships with Seller.
b) Without limiting the foregoing,from the Certification until the Closing Date, Seller
shall not, and shall cause its Affiliates not to, with respect to the Acquired Assets:
i) amend, modify, terminate (excluding any expiration in accordance with its
terms), grant any waiver, or waive any right with respect to any System
Permit;
ii) make any new, or change any existing, election with respect to Taxes, or
settle any Tax liability, in each case, to the extent it would reasonably be
expected to materially and adversely affect Buyer after the Closing;
iii) fail to discharge any liability of Seller in respect of the Acquired Assets or
the System or fail to make any payment of Seller in respect of the Acquired
Assets or the System as it comes due, except in connection with a reasonable
good faith dispute and for which adequate reserves have been established in
accordance with GAAP;
iv) grant, create, incur, permit or suffer to exist any Encumbrance(other than a
Permitted Encumbrance) against any of the Acquired Assets;
v) sell,transfer,remove, assign, convey, distribute or otherwise dispose of any
Acquired Asset, or use any Acquired Asset other than in the ordinary course
of business;
vi) fail to maintain the properties and assets included in the Acquired Assets in
the same condition as they were on the Effective Date consistent with
Prudent Utility Practice, subject to reasonable wear and tear, and not sell,
transfer, remove, assign, convey, distribute or otherwise dispose of any
Acquired Asset;
vii) fail to continue in full force and effect without modification all Insurance
Policies, except as may be required by applicable Law;
viii) fail to defend and protect the Acquired Assets from infringement or
usurpation;
ix) modify or renew any Assigned Contract that cannot be terminated by Seller
or Buyer, as assignee) on ninety (90) days' or less notice without
termination payment, liquidated damages, or penalty and involving
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consideration throughout its term in excess of $10,000 individually or
50,000 in the aggregate for all such Assigned Contracts;
x) amend, modify, terminate (excluding any expiration in accordance with its
terms) or grant any waiver with respect to any Assigned Contract, except
for amendments, modifications or waivers that (A) extend the terms of the
applicable Assigned Contracts beyond the Closing Date, (B) are not
material, (C) may be necessary to separate the Excluded Assets from the
Acquired Assets, or (D) are needed in order to operate the System in
accordance with Prudent Utility Practice;
xi) liquidate, dissolve, recapitalize, reorganize or otherwise wind up its
business or operations;
xii) compromise or settle any Claim that is reasonably likely to adversely affect
any Acquired Assets or Assumed Liabilities on or after the Closing Date; or
xiii) take, commit to or permit any action that would cause any of the changes,
events or conditions described in Section 4.06 to occur.
c) In addition to the obligations under Sections 6.0M and 02), from the Certification
until the Closing Date, Seller shall consult with Buyer regarding material management and
operations strategy and decisions and give Buyer reasonable opportunity to make
recommendations to Seller with respect to such strategy and decisions. Seller will in good faith
consider Buyer's recommendations. For the avoidance of doubt, this Section 6.01 does not and is
not intended to transfer management or control of the System to Buyer prior to the Closing Date.
Section 6.02. Buyer's Due Diligence and Access to Information.
a) From the Effective Date until the Closing, Seller shall:
i) afford Buyer and its Representatives full and free access to and the right to
inspect all of the Real Property, Acquired Assets, premises, Contracts,
Records and other documents and data related to the Acquired Assets;
ii) furnish Buyer and its Representatives with such financial, operating and
other data and information related to the Acquired Assets as Buyer or any
of its Representatives may reasonably request, including the Records; and
iii) permit Buyer and its Representatives, at Buyer's sole discretion, to conduct
environmental due diligence of the Acquired Assets, including the Real
Property, including (A) collection and analysis of samples of indoor or
outdoor air, surface water, groundwater or surface or subsurface land on, or
any materials, including insulation materials, paints, and dielectric fluids,
suspected of containing asbestos, PCBs, or other constituents of concern at,
in, under or from the Real Property, (B) conducting the Phase I
Environmental Site Assessment and (C) conducting any necessary follow-
up investigation in response to a potential "Recognized Environmental
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Condition," "Historical Recognized Environmental Condition,"
Controlled Recognized Environmental Condition," (as defined by ASTM
Standard 1527-05) or other conditions of concern in connection with the
Phase I Environmental Site Assessment(including environmental sampling
and testing such as a Phase II or Phase III Environmental Site Assessment
on the Real Property) (any of the activities set forth in this Section
6.02 a iii , the "Additional Environmental Investigation"); and
iv) instruct the Representatives of Seller to cooperate with Buyer in its
investigation of the Acquired Assets.
b) It is acknowledged and understood that no investigation by Buyer or other
information received by Buyer shall operate as a waiver or otherwise affect any representation,
warranty or other agreement given or made by Seller hereunder. Buyer agrees that any on-site
inspections of any Real Property shall be conducted in the presence of Seller or its Representatives.
All inspections shall be conducted so as not to unreasonably interfere with the use of the Real
Property by or operations of Seller.
Section 6.03. Rates and Rate Freeze.
a) As soon as reasonably practicable, but in no event more than sixty (60) days after
the Certification, Seller shall engage a reputable consultant with knowledge and experience in
electric utility retail ratemaking to complete a study of the "Electric Rates and Charges, Rates for
Electrical Power by Class of Service" section of Seller's Tariff(including the Boat Harbor Rate)
Seller's Base Rates") to determine a level of rates, fees and charges that provide sufficient
revenues to recover its fully allocated cost of service in accordance with Prudent Utility Practice,
including the ratemaking cost rules, principles and allocation methods applied in the Financial
Engineering Rate Study dated May 2, 2021 and as if this Agreement were not in place to sell the
Acquired Assets (the "Seller Rate Study"). Without limiting the foregoing, the Seller Rate Study
shall determine a level of rates,fees and charges that would at minimum provide revenue sufficient
to maintain minimum debt covenant thresholds for Seller's Indebtedness and achieve a margin
calculated in a manner similar to the Financial Engineering Rate Study dated May 2, 2021
approximately Three Hundred Thousand Dollars($300,000)),taking into account adjustments for
payments in lieu of taxes.
b) As soon as practical after the completion of the Seller Rate Study, but in no event
later than January 1, 2024, Seller shall take all steps necessary to approve and shall implement
revisions to Seller's Base Rates which, taken together with charges under Seller's COPA
methodology, fully implement the level of rates, fees and charges determined by the Seller Rate
Study in accordance with Section 6.03(a), without discount, deferral or rebate, in final and
unappealable form, for an indefinite period in the future ("Seller's Adjusted Base Rates").
c) Subject to the conditions in Section 6.04(b)(iii)(2), Buyer will not request an
increase in Seller's Adjusted Base Rates in a filing with the RCA with an effective date that is
before the earlier to occur of the date that is three (3)years after the implementation of the Seller's
Adjusted Base Rates or January 1, 2027 ("Three-Year Rate Freeze").
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Section 6.04. Approvals; Consents.
a) Following, and not prior to, the Certification, each Party shall (i)use commercially
reasonable efforts to obtain (and shall cooperate with the other Party to obtain) all authorizations,
consents, waivers, actions, Orders, and approvals of, and to give all notices to and make all filings
with, all Governmental Bodies and third parties that are, may be or become necessary for its
execution and delivery of, and the performance of its obligations under, this Agreement and the
consummation of the Transactions and(ii)cooperate fully with the other Party in promptly seeking
to obtain all such authorizations, consents, waivers, actions, Orders, and approvals, giving such
notices, and making such filings. For any Required Seller Consent or Required Buyer Consent,
the Parry requiring such approval shall have primary responsibility for, and bear the expense of,
making all filings that are required by any Governmental Body with jurisdiction over such required
regulatory approval, and shall use commercially reasonable efforts to obtain the necessary
approvals from such Governmental Bodies; provided, however, that Seller and Buyer shall each
bear its own expenses incurred in connection with the Joint Application.
b) Application and RCA Approval.
i) As soon as reasonably practicable after Certification, Buyer shall prepare
the initial draft of the Joint Application. Seller shall have the opportunity
to review and comment on such draft prior to filing with the RCA. Buyer
will in good faith consider any comments of Seller. Buyer may submit the
Joint Application in form and substance as it deems appropriate in its sole
and absolute discretion. Seller shall cooperate fully and in a timely manner
with Buyer in providing Buyer with all materials, including plant, technical
and financial information, Records and data required or reasonably
requested by Buyer for completion and submission of the Joint Application
and pursuit of RCA Approval. If data or information is requested by the
RCA, its staff or a party to the RCA case that relates to Seller, Seller's
operation of the utility, or information from Seller's records, Seller shall
promptly provide such information to Buyer, and Buyer and Seller shall
collaborate in drafting a response to such requests. Seller will be responsible
for producing relevant information to the requestor, including through any
discovery process. Seller agrees to cooperate fully with Buyer through the
RCA investigation and approval of the Joint Application and any follow-on
compliance filings or other related proceedings that may be initiated, and to
take all actions required to effect RCA Approval and any additional RCA
approvals that may be required in follow-on, compliance or other related
proceedings.
ii) Each Party shall bear the fees, costs and expenses it incurs with respect to
the Joint Application, the process of obtaining RCA Approval, and the
process related to any follow-on, compliance or other related proceedings
or filings.
iii) The Joint Application shall contain, among other terms and conditions, the
following:
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1) The Joint Application will include that Buyer shall (i) adopt,
effective as of the Closing Date, Seller's Base Rates for electric
service to the System's customers who will become members of
Buyer as of the Closing Date. Following implementation of Seller's
Adjusted Base Rates, Buyer shall file an amendment to the Joint
Application providing that Buyer shall (i) adopt, effective as of the
Closing Date, Seller's Adjusted Base Rates for electric service to the
System's customers who will become members of Buyer as of the
Closing Date; and (ii) maintain such rates for not less than three (3)
years from the earlier to occur of the date of implementation of the
Seller's Adjusted Base Rates or January 1, 2027 as a result of the
Transactions. Buyer may seek a delay in the RCA Approval to the
extent Buyer deems appropriate to avoid the RCA issuing an RCA
Approval prior to Buyer filing such amendment to the Joint
Application.
2) Notwithstanding the foregoing, Buyer shall be under no obligation
to maintain (or propose to the RCA that it shall maintain) Seller's
Adjusted Base Rates (A) if Seller has not implemented the Seller's
Adjusted Base Rates; or(B)if there occurs any Casualty Event such
that repair, restoration or replacement costs are required to be
recovered in rates; or (C) if the RCA has not approved Buyer's
proposal to adopt Seller's COPA methodology or subsequently
requires a change to such COPA methodology, and in either case
Buyer must shift costs from the COPA to Seller's Base Rates, or
take other rate actions to achieve full cost recovery; or (D) with
respect to the Alaska SeaLife Center, to the extent that Seller's 2022
tariff currently provides for rates to the Alaska SeaLife Center to
transition to the regular industrial rate as provided in Seller's 2022
tariff(Buyer will apply the rate freeze described in Section 6.03 to
the Alaska SeaLife Center when its rate reaches the level of the
regular industrial rate in 2025).
3) Buyer will propose that it adopt Seller's COPA methodology,which
will allow the COPA surcharge to continue to fluctuate based on
Seller's and/or Buyer's purchased power costs, including purchased
power costs charged under the Wholesale Power Contract, or,
potentially, any subsequent contract or arrangement entered into to
replace the Wholesale Power Contract upon termination or
expiration of the Wholesale Power Contract and maintain Seller's
COPA methodology through at least the period ending December
31, 2024, subject to RCA approval.
iv) The Parties acknowledge and agree that they cannot bind the RCA to accept
any proposal that Buyer makes in the Joint Application related to rates,
terms or conditions of service, COPA methodology, or any other regulatory
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issue. All proposals are subject to review, revision and approval by the
RCA.
v) Seller shall fully cooperate with Buyer by supplying data, Records, access
and other assistance Buyer may need in developing information including
meter data for a load survey and historical records data, in Seller's
preparation for a rate case that will set rates for the integrated system in the
future.
vi) Prior to the Closing, Seller and Buyer shall use commercially reasonable
efforts to work together to develop balancing accounts or other procedures
for customer bills for the month of the Closing so that customers will not be
double billed for any charges (including customer fees or demand charges).
c) Seller shall take all actions necessary to transfer its interests in the Bradley Lake
Project and BCD Project, and its offtake rights under the Bradley Lake Power Sales Agreement,
to Buyer through the applicable regulatory, BPMC, Alaska Energy Authority and/or contract
processes.
d) Seller shall obtain all regulatory approvals needed in connection with the transfer
of rights Seller has under the RRC Bylaws/Rules.
Section 6.05. Notice of Certain Events. Without limiting either Party's representations
or warranties in this Agreement, from the Effective Date until the Closing, each Party shall
promptly notify the other Party of:
a) any fact, circumstance, event or action the existence, occurrence or taking of which
i) has had, or would reasonably be expected to have, individually or in the aggregate, a Seller
Material Adverse Effect or Buyer Material Adverse Effect or (ii) has resulted in, or would
reasonably be expected to result in, the failure of any of the conditions set forth in Section 8.01,
Section 8.02 or Section 8.03, including any representation or warranty made by such Party
hereunder not being true and correct or the failure of any covenant or agreement herein;
b) any notice or other communication received from any Person alleging that the
consent of such Person is or may be required in connection with the Transactions;
c) any notice or other communication received from any Governmental Body in
connection with the Transactions; and
d) any Claims or investigations commenced, or, to Seller's Knowledge, threatened
against, relating to or involving or otherwise affecting the Acquired Assets or the Assumed
Liabilities that, individually or in the aggregate, (i) if pending on the Effective Date, would have
been required to have been disclosed pursuant to Section 4.10, (ii) would reasonably be expected
to have a Seller Material Adverse Effect or a Buyer Material Adverse Effect or(iii)in any manner
challenges or seeks to prevent, enjoin, alter or materially delay the Transactions.
Section 6.06. Real Property.
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a) Transmission Line and Distribution Line System. In the event that Seller identifies
it does not possess good and marketable title to the Transmission Line or Distribution Line System,
or Buyer identifies it is missing documentation related to real property rights required for the
operation, repair and maintenance of the Transmission Line or Distribution Line System, Seller
shall, at its sole cost and expense, take all necessary steps to obtain or identify, as applicable, such
real property right and deliver documentation of such to Buyer prior to Closing.
b) Subdivision Plats.
i) Seller shall cause the Real Property owned by Seller and identified on
Exhibit L to be surveyed and shall submit subdivision plats to all
appropriate Governmental Bodies in accordance with applicable Law and
substantially as depicted on Exhibit L. Buyer shall have the right to review
and comment on the proposed preliminary plat prior to filing with the
applicable Governmental Bodies. Seller will in good faith consider any
comments of Buyer. Without limitation, Seller shall sign subdivision plats
and other normal and customary documentation as may be required to
comply with applicable Law relating to the subdivision of such Real
Property together with all necessary conveyancing documents. Upon
approval of such subdivision plats, Seller shall cause such plats to be
recorded in the real property records where the applicable Real Property is
located.
ii) The Parties acknowledge and agree that they cannot bind the Kenai
Peninsula Borough, the City of Seward Planning Commission, or the City
Council to accept any proposed preliminary or final plat of the Real
Property on Exhibit L. The subdivision of the Real Property as shown on
Exhibit L is subject to review, revision and approval by applicable
Governmental Bodies. Notwithstanding the forgoing, the Parties
acknowledge the acceptance of the subdivision plat is a condition to the
Closing of Buyer pursuant to Section 8.02(k).
c) Title Insurance.
i) Buyer may have Seller's title to the Real Property examined. The report of
such title examination shall be in the form of an owner's title insurance
commitment as initially issued to Buyer(the"Title Commitment").
ii) Buyer may obtain, at Buyer's expense, an Owner Policy of Title Insurance.
Seller shall cause to be delivered to the title insurance company selected by
Buyer any reasonable and customary documents of assurance, including
affidavits, required by such title insurance company to issue to Buyer an
Owner Policy of Title Insurance on the Real Property that is available to be
issued by such title insurance company subject to the Permitted
Encumbrances.
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iii) Buyer may, at Buyer's expense, have the Real Property accurately surveyed
by a licensed surveyor or engineer of Buyer's choice showing the actual
boundaries of the Real Property, the acreage contained in the Real Property
and such other matters as Buyer deems appropriate. Such survey shall
constitute the "Survey" hereunder. Buyer will provide to Seller a copy of
the Survey, and Seller will have fifteen (15) days to approve the legal
descriptions derived from the Survey, such approval not to be unreasonably
withheld, conditioned or delayed. If Seller fails to approve or disapprove
such legal descriptions within the fifteen (15)-day period, Seller will be
deemed to have approved such legal descriptions. Upon the approval or
deemed approval of such legal descriptions, the approved legal description
for the Real Property shall be deemed to have superseded the descriptions
of the Real Property in Seller's Disclosure Schedules.
iv) Buyer shall have until ninety (90) days prior to the Closing Date (the"Title
Objection Date") to notify Seller, in writing, of such objections as Buyer
may have to the Title Commitment(including the title exception documents
referred to therein)or the Survey, other than the Permitted Exceptions. Any
item contained in the Title Commitment, matters of record as of the date of
the Title Commitment, or shown on the Survey to which Buyer does not
object on or before the Title Objection Date shall be deemed a"Permitted
Exception."
v) In the event Buyer shall notify Seller of objections to title or matters shown
on the Survey on or before the Title Objection Date, Seller shall have the
right, but not the obligation, to cure such objections. On or before the tenth
loth) Business Day from and after Seller's receipt of Buyer's notice of
objections, Seller shall notify Buyer in writing whether Seller elects to
attempt to cure such objections. Seller's failure to provide such a notice
shall be deemed an election by Seller not to cure any such objection. If
Seller elects to attempt to cure, Seller shall be obligated to cure such
objection or objections. If Seller elects, or is deemed to have elected, not to
cure any objections specified in Buyer's notice, then in either such case
Buyer shall have the right to elect one, but not both, of the following
options:
1) to accept a conveyance of the Real Property subject to the Permitted
Exceptions, specifically including any matter objected to by Buyer
which Seller is unwilling or unable to cure, and without reduction of
the Purchase Price; or
2) to terminate this Agreement by sending written notice thereof to
Seller, and upon delivery of such notice of termination, this
Agreement shall terminate, and thereafter neither party hereto shall
have any further rights, obligations or liabilities hereunder except to
the extent that any right, obligation or liability set forth herein
expressly survives termination of this Agreement.
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vi) If Seller notifies Buyer that Seller does not intend to attempt to cure any
title objection, or if Seller is deemed to have elected not to cure any title
objections,then in any such case Buyer shall, within five(5)Business Days
after receiving Seller's notice or the date of Seller's deemed election, as
applicable, notify Seller in writing whether Buyer shall elect to accept the
conveyance or to terminate this Agreement. Buyer's failure to provide such
a notice will be deemed an election by Buyer to accept conveyance.
vii) Notwithstanding anything contained herein to the contrary, Seller shall be
obligated at Closing to discharge all mortgages and other monetary liens
encumbering the Real Property, other than any liens resulting from the
activities of Buyer, its agents, employees or contractors. (The term
mortgage" as used herein includes any mortgage, deed of trust, deed to
secure debt and similar security instrument securing an indebtedness of
Seller and encumbering the Real Property or any portion thereof, the terms
discharge" and "discharged" as used herein include compliance with a
statutory bonding procedure that has the legal effect of removing the
mortgage or other item as a lien on the Real Property). Seller shall not be
responsible for providing lien affidavits or removing any liens which result
from the activities of Buyer, its agents, employees or contractors. Buyer
shall cause any such liens to be promptly removed.
viii) At Closing, Seller shall convey and transfer the Real Property to Buyer. It
shall be a condition to Buyer obligation to closing that the title company
shall have unconditionally committed to issue the Owner Policy of Title
Insurance, ALTA Form 2006 to Buyer upon receipt of the title insurance
premium, in the full amount of the assessed value of the Real Property with
the standard exceptions deleted, subject only to the following matters,
which shall be deemed to be Permitted Exceptions, and including the
endorsements set forth in Section 6.06(c)(vi) of Buyer's Disclosure
Schedules, attached hereto and by this reference made a part hereof:
1) the lien of all ad valorem real estate taxes and assessments not yet
due and payable as of the date of Closing, subject to proration and
adjustment as herein provided;
2) local, state and federal laws, ordinances or governmental
regulations, including but not limited to, building, zoning and land
use laws, ordinances and regulations, now or hereafter in effect
relating to the Real Property;
3) additional items,if any, appearing of record or shown on the Survey,
approved or deemed approved by Buyer;
4) additional items, if any, approved by Buyer pursuant to this
Agreement;
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5) any title objection that Buyer has elected to accept pursuant to this
Agreement.
ix) Whether or not Buyer shall have furnished to Seller any notice of title
objections pursuant to the foregoing provisions of this Agreement, Buyer
may, at or prior to Closing, notify Seller in writing of any objections to title
first appearing of record or first appearing on the Survey after the effective
date of the Title Commitment or Survey, ("Updated Title Objection") as
appropriate; provided, however, that Buyer must notify Seller of any such
Updated Title Objections within ten (10) Business Days of Buyer's first
receipt of an updated Title Commitment or updated Survey, whichever first
provides notice of the condition giving rise to any such objection. With
respect to any Updated Title Objections, Seller shall have the same option
to cure and Buyer shall have the same option to accept title subject to such
matters or to terminate this Agreement as those which apply to any notice
of objections made by Buyer on or before the Title Objection Date.
Section 6.07. Board Observation.
a) During the period commencing on the Effective Date and ending on the Board
Member Appointment, Seller shall designate one (1) individual employed by Seller or a member
of the City Council (the "Board Observer") to attend and observe all meetings of the Board. The
Board Observer may participate fully in discussions of all matters brought to the Board for
consideration,but in no event shall the Board Observer(a)be deemed to be a member of the Board;
b) have the right to propose or offer any motions or resolutions to the Board; or(c) have the right
to vote with respect to any motions or resolutions proposed or offered to the Board. Buyer shall
provide to the Board Observer copies of all notices, minutes, consents, and other materials that it
provides to Board members (collectively, "Board Materials"), at the same time and in the same
manner as such information is delivered to the Board members. The Board Observer shall treat the
Board Materials as Confidential Information pursuant to this Agreement. Notwithstanding the
foregoing, Buyer may exclude the Board Observer from access to any Board Materials, meeting,
or portion thereof if the Board concludes, acting in good faith, that such exclusion is reasonably
necessary to(i)preserve the attorney-client or work product privilege between Buyer or its affiliate
and its counsel (ii) avoid a conflict of interest or disclosure that is restricted by any agreement to
which Buyer or any of its affiliates is aparty or otherwise bound or(iii)protect information deemed
to be competitively-sensitive by the Board. Any committee of the Board may also exclude such
Board Observer from access to any notices, minutes, consents, and other materials that it provides
to members of such committee, or from any meeting of such committee, or from any portion
thereof, for any reason, in its sole and absolute discretion.
b) On March 21, 2023, Buyer passed Resolution 45.2023.06, attached hereto as
Exhibit M, which recommends to Buyer's members that Buyer amend its bylaws (the "Buyer
Bylaws Amendment") to create a fourth election district (District 4) comprised of the System's
customers who will become members of Buyer as of the Closing Date and permit the appointment
of a Board member from such district(the "Board Member Appointment'). Promptly following
the Closing Date, but in no event later than the earlier of(i) the next annual meeting of Buyer's
members (if proper notice of the annual meeting of the members can be provided as required by
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Buyer's Bylaws) or (ii) one hundred twenty (120) days following the Closing Date, Buyer shall
hold a vote of its members (including, for the avoidance of doubt, the System customers) to vote
on the Buyer Bylaws Amendment, to be effective immediately upon approval. Should the Buyer
Bylaws Amendment not be approved at the initial vote, Buyer shall submit the Buyer Bylaws
Amendment for approval annually for at least the following two (2)years.
Section 6.08. Exclusivity.
a) During the period commencing on the Effective Date and ending on the earlier of
i)the Closing Date or(ii)the date this Agreement is terminated as provided in Article VIII, Seller
shall not, and shall not authorize or permit any of its Representatives to, directly or indirectly, (A)
encourage, solicit, initiate, facilitate, respond to or continue inquiries, expressions of interest,
negotiations with, proposals or offers from any Person regarding any proposal for the acquisition
or operation of the Acquired Assets (other than assets sold in the ordinary course of business) by
such Person (other than Buyer or its Representatives), directly or indirectly, whether by merger,
consolidation, liquidation, recapitalization, purchase of equity interests, sale of assets or any other
means(an"Acquisition Proposal'), (B)enter into discussions or negotiations with, or provide any
information to, any Person concerning a possible Acquisition Proposal or (C) enter into any
agreements or other instruments (whether or not binding) regarding an Acquisition Proposal.
Seller shall immediately cease and cause to be terminated, and shall cause its Representatives to
immediately cease and cause to be terminated, all existing discussions or negotiations with any
Persons conducted heretofore with respect to, or that could lead to, an Acquisition Proposal.
b) During the period commencing on the Effective Date and ending on the Closing
Date, Buyer shall not, and shall not authorize or permit any of its Representatives to, directly or
indirectly, (A) encourage, solicit, initiate, facilitate, respond to or continue inquiries, expressions
of interest, negotiations with, proposals or offers from any Person regarding extension of service
within Seller's certificated territory ("Line Extension"), (B) enter into discussions or negotiations
with, or provide any information to, any Person concerning a possible Line Extension, or(C) enter
into any agreements or other instruments (whether or not binding) regarding a Line Extension.
Notwithstanding the foregoing Seller shall provide to Buyer for Buyer's review and comment any
applications received by Seller for a Line Extension and any draft design for all electric
infrastructure associated with any Line Extension. Seller shall incorporate all Buyer comments in
any final design if consistent with Prudent Utility Practice.
c) In addition to the other obligations under this Section 6.08, Seller shall promptly
and in any event within three (3) Business Days after receipt thereof by Seller or its
Representatives) advise Buyer orally and in writing of any Acquisition Proposal, any request for
information with respect to any Acquisition Proposal, or any inquiry with respect to or which could
reasonably be expected to result in an Acquisition Proposal, the material terms and conditions of
such request, Acquisition Proposal or inquiry, and the identity of the Person making the same.
d) Seller and Buyer agree that the rights and remedies for noncompliance with this
Section 6.08 shall include having such provision specifically enforced by any court having equity
jurisdiction, it being acknowledged and agreed that any such breach or threatened breach shall
cause irreparable injury to Buyer or Seller as the case may be and that money damages would not
provide an adequate remedy.
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Section 6.09. Customer Accounts.
a) All Customer Accounts Receivable related to the Acquired Assets or the System
prior to the Closing Date will be for the account of Seller. Seller shall conduct a special meter read
of the Customers immediately prior to the Closing Date and promptly thereafter (a) bill the
Customers for such amounts and (b) provide the meter reading data to Buyer. All Customer
Accounts Receivable related to the Acquired Assets or the System from and after the Closing Date
will be for the account of Buyer.
b) Seller shall establish and maintain a balancing account to reflect its Prepaid
Expenses and payment from Customers reimbursing such expenses. Seller shall include in Seller's
Adjusted Base Rates a provision allowing Seller to bill Customers monthly to collect the RRC
ERO inception surcharge approved by the RCA in Order E-23-001(5)and any subsequent adjusted
RRC surcharge imposed prior to Closing.
Section 6.10. Pre- and Post-Closing Transition Cooperation; Allocation of Certain
Items Post-Closing.
a) For a reasonable period preceding and following the Closing Date, Seller and the
personnel of Seller shall reasonably cooperate with Buyer and its Representatives in the interest of
planning and facilitating an orderly transition of the Acquired Assets.
b) The Parties acknowledge and agree that any payments or adjustments made or
received after the Closing with respect to any Accounts Receivable, Accounts Payable or Acquired
Assets shall be reconciled as follows:
i) Buyer shall (A) pay to Seller the amount of any payment or adjustment
received by Buyer after the Closing Date to the extent such payment or
adjustment relates to (1) any Acquired Asset prior to the Closing Date or
2) any Accounts Receivable and (B) reimburse Seller for any payment or
adjustment that Seller is required to make after the Closing Date to the
extent such payment or adjustment relates to the Acquired Assets after the
Closing Date; and
ii) Seller shall (A) pay to Buyer the amount of any payment or adjustment
received by Seller after the Closing Date to the extent such payment or
adjustment relates to any Acquired Asset after the Closing Date and (B)
reimburse Buyer for any payment or adjustment that Buyer is required to
make after the Closing Date to the extent such payment or adjustment
relates to (1) the Acquired Assets prior to the Closing Date or (2) any
Accounts Payable.
c) In the event either Party receives any payment or adjustment with respect to any
Acquired Asset pursuant to this Section 6.10, such Party will hold such amounts received as trustee
for, and remit such amounts to, the other Party in cash by wire transfer of immediately available
funds as soon as reasonably practicable after the facts giving rise to such payment are known to
Seller and Buyer.
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d) Promptly following the Closing Date, Buyer shall supply, at Buyer's sole cost and
expense, the Customers with all materials required for the Customers to become members of
Buyer, including all materials referenced in Article 1, Section 1 of Buyer's Bylaws.
Section 6.11. Further Assurances. Subject to the terms and conditions of this
Agreement, each of the Parties will use commercially reasonable efforts to take, or cause to be
taken, as soon as practicable, all actions, and to do, or cause to be done all things necessary, proper
or advisable under applicable Laws to consummate the Transactions, including (i) using
commercially reasonable efforts to ensure satisfaction of the conditions precedent to such Party's
obligations under this Agreement, (ii) the defending of any lawsuits or other legal proceedings,
whether judicial or administrative, challenging this Agreement or the performance of the
obligations hereunder (unless the Parties are in an adversarial relationship with respect to any
Claim) or(iii)the execution and delivery of such instruments, and the taking of such other actions
as the other Party hereto may reasonably require in order to carry out the intent of this Agreement.
If, in order to prepare its Tax Returns, other documents or reports required to be filed with
Governmental Bodies or to fulfill its obligations under this Agreement, it is necessary that a Party
be furnished with additional information, documents or records relating to the business or financial
or operating condition of the Acquired Assets, such other Party agrees to use all commercially
reasonable efforts to furnish or make available copies of such information, documents or records
or copies thereof) at the recipient's request, cost and expense, to the extent permitted by Law.
Section 6.12. No Immunity Claim; Waiver of Immunity. Seller shall not, with respect
to its obligations under this Agreement and the other Transaction Documents, and Seller's
performance thereof, claim, and hereby irrevocably waives to the fullest extent permitted by Law,
immunity on the grounds of sovereignty or similar grounds with respect to itself or its revenues or
the Acquired Assets from (a) suit, (b)jurisdiction of courts specified in Section 11.06, (c) relief
by way of injunction, order for specific performance or recovery of property, (d) attachment of
assets or(e) execution or enforcement of any judgment.
Section 6.13. Confidentiality.
a) The Confidentiality Agreement is hereby terminated and of no further effect as of
the Effective Date. The provisions of this Section 6.13 shall supersede the Confidentiality
Agreement and shall establish the sole obligations of confidentiality and nonuse of Confidential
Information by the Parties from the other Party prior to or after the Effective Date.
b) The Receiving Party agrees that the Confidential Information is the valuable
property of the Disclosing Party and that the Receiving Party will not, without the Disclosing
Party's express prior written consent, use the Confidential Information or any part thereof, either
directly or indirectly, for any purpose whatsoever other than in connection with the Transactions.
c) Each Party agrees to use the same degree of care as it uses with respect to its own
confidential/proprietary information to prevent disclosure of the Confidential Information or any
part thereof to any third parties except as may be needed by third parties assisting Receiving Party
with its review of the Confidential Information and qualified to received such Confidential
Information under this Agreement. Additionally, each party agrees to limit the availability of the
Confidential Information to only those Representatives who have a need to see and use the
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Confidential Information for purposes permitted in this Agreement. Each Party shall inform each
of its Representatives to whom it intends to make such a disclosure of the provisions and
obligations of this Agreement and, before making such a disclosure, shall obtain their written
agreement to abide by the provisions hereof or provisions substantially similar to the
confidentiality provisions contained in this Agreement. In addition, prior to disclosing any
Confidential Information to anyone who is not a Representative, the Receiving Party shall inform
the Disclosing Party of the names of such non-Representatives to whom the Receiving Party
intends to disclose any Confidential Information and the reason for such disclosure.
d) Except as may subsequently be agreed in writing, the Receiving Party will
immediately return or destroy, at the Disclosing Party's written request, all information including,
but not limited to, business plans, financial information, data, notes, summaries or other tangible
items containing Confidential Information and which have been furnished to the Receiving Party
as well as any tangible items containing any Confidential Information which were created or
generated by the Receiving Party; provided, however, that in regard to materials created or
generated by the Receiving Party or any electronic records of any of such Confidential
Information, the Receiving Party may, at its option and subject to Receiving Party's records
retention policy, destroy such items and certify such destruction to the Disclosing Party. The
Receiving Parry shall be deemed to have destroyed any Confidential Information that is provided
by the Disclosing Party or maintained by the Receiving Party in electronic form on computers if
such information is deleted from local hard drives so long as no attempt is made to recover such
information from servers or back up sources, and so long as information is also deleted from other
electronic or storage devices; provided, however, that non-destruction of(a) electronic copies of
materials or summaries containing or reflecting Confidential Information that are automatically
generated through data backup and/or archiving systems and which are not readily accessible by
the Receiving Party's business personnel, and(b)summary information regarding the Transactions
that has been presented to the Receiving Party's control group, including without limitation the
City Council or Buyer's Board of Directors or internal committees whose review was deemed
necessary for approval of the Transactions, which summary information cannot be removed from
the corporate records,but which is not readily accessible by the Receiving Party's personnel except
in accordance with the Receiving Parry's records retention policy, shall not be deemed to violate
this Agreement, so long as the Confidential Information contained therein is accorded confidential
treatment for so long as it is retained and is not disclosed or used in violation of the other terms of
this Agreement.
e) The obligations of confidentiality and restrictions upon use set forth herein shall
not apply to any Confidential Information which:
i) was in the public domain prior to the date of this Agreement or subsequently
came into the public domain through no fault of the Receiving Party and/or
any of its agents;
ii) was lawfully received by the Receiving Parry or its agents from a third parry
free of any confidentiality obligations on the part of the Receiving Party or
its agents;
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iii) was independently developed by the Receiving Parry without the use of the
Confidential Information; or
iv) is required to be disclosed pursuant to law, rule or regulation or by a
Governmental Body and reasonable notice is immediately given by the
Receiving Party to the Disclosing Parry of any such requirement or request
to permit the Disclosing Party to seek an appropriate protective order or
exemption from such requirement or request. If such a protective order or
other remedy is not obtained, or if the Disclosing Party waives compliance
with the provisions of this Agreement,the Receiving Party will furnish only
that portion of the Confidential Information which is legally required and,
to the extent applicable, will exercise reasonable efforts to obtain reliable
assurance that confidential treatment will be accorded the Confidential
Information.
f) The Parties acknowledge that in the event of an unauthorized disclosure, the
damages incurred to a Parry due to the disclosure of any of its Confidential Information may be
difficult to ascertain, and that such party may seek injunctive relief as well as monetary damages
against an entity or person that breaches this Agreement. The Receiving Parry shall be liable to
the Disclosing Party for any use or disclosure of Confidential Information in violation of this
Agreement by any of the Receiving Party's directors, officers and employees, the directors,
officers and employees of its affiliated companies, and their respective agents, consultants and
representatives.
g) From and following the Closing, to the fullest extent allowed by law, Seller agrees
that it shall not, and shall cause its Affiliates not to, disclose to any unaffiliated Person any
confidential information related to the System, including customer lists and credit records,
employee data, operational methods, marketing plans or strategies, designs and design projects,
any confidential Intellectual Property (unless previously publicly disclosed in a manner which
would not and does not constitute a breach of this Agreement or any other relevant agreement or
obligation of confidentiality); provided, however, that the foregoing obligations of confidentiality
shall not extend to information that is (i) generally available in the public domain through no fault
of Seller or its Affiliates in violation of this Agreement or(ii) disclosed after the Closing to Seller
or its Affiliates by a third party who may lawfully do so and who was not under any confidentiality
obligation with respect thereto. Notwithstanding the foregoing, Seller and its Affiliates may
disclose such information if required to be disclosed by any Law or Order or pursuant to any legal
process; provided, however, that prior to any such disclosure, such Person shall use reasonable
best efforts to give Buyer written notice of such requirement prior to any such disclosure to the
extent practicable and permissible under applicable Law.
Section 6.14. Disclosure Schedules. All section headings in the Disclosure Schedules
correspond to the Sections of this Agreement and the information provided in any section of the
Disclosure Schedules shall constitute disclosure only for the purposes of the Section of this
Agreement in connection with the information has been provided and such other parts of the
Disclosure Schedules, if any, where the relevance of such disclosure to such other parts of the
Disclosure Schedules is reasonably apparent from the face of the disclosure in the part of the
Disclosure Schedules where such disclosure appears. Seller represents that the information set
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forth in Seller's Disclosure Schedules, as supplemented pursuant to Section 6.15 if applicable, is
true and correct in all material respects as of the Closing Date. Unless the context otherwise
requires, all capitalized terms used in the Disclosure Schedules shall have the respective meanings
assigned to such terms in this Agreement. No disclosure in the Disclosure Schedules shall be
deemed to create any rights in any third party.
Section 6.15. Supplements to Seller's Disclosure Schedules. Seller may, from time to
time prior to the Closing by written notice to Buyer, supplement Seller's Disclosure Schedules or
add a schedule or section to Seller's Disclosure Schedules with a corresponding reference to be
added in this Agreement(such added Schedule to be deemed a supplement)to disclose any matter
arising after the Effective Date which, if existing on the Effective Date, would have been required
to be set forth or described on Seller's Disclosure Schedules; provided, however that (i) Buyer
shall have the right to terminate this Agreement pursuant to Section 10.01 for any supplement or
addition to Seller's Disclosure Schedule submitted after the Effective Date without which the
conditions set forth in Section 8.02(a)or Section 8.02(b)would not be satisfied; (ii) Seller may not
supplement or add to Seller's Disclosure Schedules with respect to any matter caused by, or arising
from, Seller's own acts or omissions in breach or violation of this Agreement and the other
Transaction Documents, or for any matter within Seller's control in breach or violation of this
Agreement and the other Transaction Documents,in any manner following the Effective Date; (iii)
if Buyer does not elect to terminate this Agreement as a result of any such supplement or addition
to Seller's Disclosure Schedule that gives rise to a termination right as set forth in Section 6.15(i)
above and as acknowledged by Seller, then Buyer shall be deemed to have waived any right to
indemnification for any breach of representation, warranty, covenant or agreement relating to the
matter set forth in such supplement or addition; and (iv) if Buyer has no right to terminate this
Agreement for any supplement or addition to Seller's Disclosure Schedule, then such supplement
or addition to Seller's Disclosure Schedule shall not be deemed to have cured any breach of
representation,warranty, covenant or agreement relating to the matter set forth in such supplement
or addition for purposes of indemnification pursuant to Article IX.
Section 6.16. Tax Cooperation; Allocation of Taxes.
a) Seller agrees to furnish or cause to be furnished to Buyer, upon reasonable written
request, as promptly as practicable, copies of such information and assistance relating to the
Acquired Assets (including access to copies of books and records) as is reasonably necessary for
the filing of all Tax Returns, the making of any election relating to Taxes, the preparation for any
audit by any Taxing Authority, and the prosecution or defense of any Claim, suit or proceeding
relating to any Tax. Seller and Buyer shall cooperate with each other in the conduct of any audit
or other proceeding relating to Taxes involving the Acquired Assets.
b) All excise, sales, use, value added, VAT, stamp duty,registration stamp, recording,
documentary, conveyancing, property, transfer, gains and similar Taxes, levies, charges and fees
collectively, "Transfer Taxes") incurred in connection with the Transactions shall be borne by
Buyer. Buyer shall timely file Tax Returns for Transfer Taxes as required by Law. Buyer and
Seller shall cooperate in providing each other with any appropriate resale exemption certifications
and other similar documentation.
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c) Transfer Taxes shall be timely paid, and all applicable filings, reports and returns
shall be filed, as provided by applicable Law. The paying party shall be entitled to reimbursement
from the non-paying party to the extent provided in Section 6.16(b). Upon payment of any such
Transfer Tax, the paying party shall present a statement to the non-paying party setting forth the
amount of reimbursement to which the paying party is entitled under Section 6.16(b)together with
such supporting evidence as is reasonably necessary to calculate the amount to be reimbursed. The
non-paying party shall make such reimbursement promptly but in no event later than thirty (30)
days after the presentation of such statement. Any payment not made within such time shall bear
interest at the annual rate of five percent(5%) or the maximum rate permitted by Law, whichever
is less, for each day until paid.
Section 6.17. Wholesale Power Contract; Conditional PPA.
a) No later than December 20, 2023, Seller shall provide notice of termination of the
Wholesale Power Contract to Chugach, which notice shall effectively terminate the Wholesale
Power Contract as of December 31, 2024, in accordance with Section 5 of the Wholesale Power
Contract.
b) Buyer and Seller shall enter into a conditional wholesale power purchase agreement
Conditional PPA") pursuant to which, if the Closing Date does not occur prior to January 1,
2025, Buyer will provide all electric power and energy that Seller requires for the operation of the
System, with delivery commencing on January 1, 2025. The Conditional PPA will contain the
following additional terms, as may be modified by the Parties, together with other terms and
conditions, in each case as is reasonably acceptable to Buyer and Seller:
i) The rates for electric power and energy shall be substantially similar to the
rates set forth in Section 6 of the Wholesale Power and Resource
Agreement, dated as of June 30, 2003, between Alaska Electric and Energy
Cooperative, Inc. and Buyer (the "AEEC PPA"), provided that such rates
shall include additional costs for transmission and delivery of electric power
and energy from Buyer's resources to the System;
ii) The other terms and conditions of the Conditional PPA shall, where
applicable and except as otherwise provided herein, be substantially similar
to those set forth in the AEEC PPA;
iii) Approval from the RCA in form and substance acceptable to Buyer in its
sole discretion, and from any other required approvals from third parties in
form and substance acceptable to each Party in its sole discretion;
iv) Buyer shall furnish the electric power to Seller at either (1) Daves Creek
Substation (high side of breaker 952) or (2) near Lawing Substation at
approximately mile 25 of the Seward Highway, or both, in Buyer's sole
discretion.
v) The term of the Conditional PPA shall be four (4) years from the
commencement of deliveries. Following termination of this Agreement,
provided that this Agreement was not terminated due to breach or default of
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Seller, Seller shall have a right to terminate the Conditional PPA without
further liability (other than liabilities incurred prior to termination) at any
time upon at least one hundred eighty (180) days' prior written notice to
Buyer. If such termination was due to breach or default of Seller, Seller
shall not have such right to terminate the Conditional PPA.
vi) If the Closing occurs, the Conditional PPA shall terminate on the Closing
Date without further liability (other than liabilities incurred prior to
termination).
The Parties shall use commercially reasonable efforts to enter into the Conditional PPA prior to
the RCA Approval. If the Parties shall fail to enter into the Conditional PPA prior to termination
of this Agreement and this Agreement terminates without Closing occurring, the foregoing terms
and conditions shall be binding on the Parties in lieu of the Conditional PPA until such time as the
Parties enter into the Conditional PPA.
Section 6.18. Transfer of Certain Instruments.
a) To the extent that Seller's rights under any Assigned Contract set forth on Section
6.18(a)of Seller's Disclosure Schedules may not be assigned without the consent of another Person
which has not been obtained (the "Non Assignable Assets"), this Agreement shall not constitute
an agreement to assign them if an attempted assignment would constitute a breach thereof or be
unlawful. Seller shall use commercially reasonable efforts, and Buyer shall provide its
cooperation, to obtain any such required consent(s), or agreements terminating and releasing
Seller's liability under such Non-Assignable Assets, as promptly as possible.
b) At Buyer's written direction, Seller shall (i) retain ownership of any Non-
Assignable Asset for the benefit of Buyer and(ii) cooperate in any reasonable arrangement which
is designed to provide Buyer with the benefits of the Non-Assignable Assets until such time as the
consent(s) are actually obtained by Seller; provided, that Seller shall promptly pay to Buyer when
received all monies received by Seller under such Non-Assignable Asset or any claim or right or
any benefit arising thereunder and Buyer shall pay or satisfy any corresponding liabilities and
obligations for the enjoyment of such benefits to the extent that Buyer would have been responsible
therefor hereunder if the consent(s) to the assignment of the Non-Assignable Assets had been
obtained.
c) During the period from the Closing Date until the consent(s)to any Non-Assignable
Asset as applicable are obtained by Seller, Seller shall (A)use commercially reasonable efforts to
follow Buyer's written direction with respect to any action or inaction to be taken in connection
with the Non-Assignable Assets (B) refrain from taking any action in connection with any Non-
Assignable Asset without the written direction of Buyer, (C) with respect to any requirement or
obligation under any Non-Assignable Assets that can only be satisfied or performed by the holder
of an ownership interest in such Non-Assignable Asset, as applicable, take such actions as Buyer
directs in writing to comply with such requirement or obligation, and (D) promptly provide to
Buyer any notices received from any Person with respect to any Non-Assignable Asset and
otherwise keep Buyer timely informed of any communications with respect to any Non-Assignable
Assets that it receives from any Person.
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Section 6.19. Port and Harbor Facilities.
a) Yard Lease. Buyer and Seller shall enter into a lease agreement substantially in the
form of Exhibit N with respect to real property identified on Exhibit L as the"Leased Parcel" (the
Yard Lease Site") commencing as of the Closing Date (the "Yard Lease") which will include,
among others, the following terms:
i) an initial lease term of twenty (20) years, followed by two (2)five (5)-year
extension terms that may be exercised by mutual agreement of the Parties.
Following the conclusion of any such term, Buyer shall have the option to
purchase the Yard Lease Site from Seller at fair market value.
ii) Lease payments by Buyer to Seller at the fair market lease value for the
Yard Lease Site, which shall equal (i) for the first fifteen (15) years of the
initial term, eight percent (8%) of annual revenues paid to Buyer by cruise
ships docked at the Port of Seward for electric service and(ii) for each year
thereafter, an annual amount determined by an appraisal of the fair market
lease value for the Yard Lease Site conducted during the fifteenth (15th)
year of the initial term.
iii) Buyer's use of the Yard Lease Site for, among other purposes, the
construction, installation and operation of plant, facilities, equipment,
including a possible Battery Energy Storage System, which will support
provision of electric service to the Seward dock, cruise ships or other harbor
or electric service operating needs.
b) Right of First Refusal. Buyer and Seller hereby enter into an agreement with
respect to real property identified on Exhibit L (the "ROFR Site"), for a term of twenty (20)years
and for such longer term as the Yard Release remains in effect, as follows:
i) If Seller receives a bona fide offer to purchase, directly or indirectly, the
ROFR Site, in any manner provided for in Chapter 7.05 of the Seward
Municipal Code, Seller shall deliver written notice (a "ROFR Notice") to
Buyer of its intent to sell such ROFR Site, which notice shall include all of
the terms and conditions of the proposed purchaser's (the "ROFR Third-
Party Purchaser") offer.
ii) During the sixty (60)-day period following delivery of a ROFR Notice to
Buyer(the "ROFR Offer Period'), Buyer shall have the right, at its option
and at any time prior to the expiration of the ROFR Offer Period, to
purchase the entirety of the ROFR Site from Seller on substantially the same
terms as the ROFR Third-Party Purchaser's offer (with only conforming
changes) (a"ROFR Purchase Offer").
iii) If Buyer does not deliver a ROFR Purchase Offer within the ROFR Offer
Period, then Seller may sell the ROFR Site to the ROFR Third-Parry
Purchaser; provided, however, that (i) Seller's city council shall have
approved an agreement for such sale prior to the first anniversary of the
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expiration of the ROFR Offer Period and (ii) the price and terms on which
the ROFR Site is sold must be substantially similar to those offered in such
ROFR Purchase Offer. If Seller fails to approve a transaction with the
ROFR Third-Party Purchaser within the time period set forth above, Seller
shall again be required to comply with all of the provisions of this Section
6.19 b with respect to any proposed sale of the ROFR Site.
iv) Any purported direct or indirect sale or transfer of the ROFR Site not in
compliance with this Section 6.19(b) shall be void ab initio.
Section 6.20. Special Contract. Buyer and Seller shall enter into a contract, consistent
with RCA requirements, allowing Seller to resell electric power purchased from Buyer to persons
using Seller's facilities at the Seward Boat Harbor and the Seward Marine Industrial Center
commencing as of the Closing Date (the "Special Contract') which will include, among others,
the following terms:
a) an initial term of twenty (20) years commencing at Closing followed by two (2)
five (5)year extension terms that may be exercised by mutual agreement of the Parties.
b) Seller to have the right to resell all electric power purchased from Buyer pursuant
to Buyer's RCA Tariff, Section 5.6, which permits resale under special contract.
c) Seller to be responsible for billing to and collection from persons using Seller's
facilities at the Seward Boat Harbor and the Seward Marine Industrial Center.
d) that the contract is subject to RCA approval before taking effect..
ARTICLE VII.
EMPLOYEE MATTERS
Section 7.01. Continuing Employees. Buyer may communicate with all Employees with
respect to employment with Buyer. Buyer shall offer employment to all of Seller's employees
listed in Section 4.19(a) of Seller's Disclosure Schedules, and accept and assume, effective as of
the Closing, all rights and obligations of Seller under the IBEW CBA. Unless Buyer has obtained
the written consent of the IBEW to release Seller from any obligation to require Buyer to assume
the IBEW CBA, Seller shall be entitled to represent to the IBEW that Buyer will, effective as of
the Closing, accept and assume or otherwise maintain the terms of the IBEW CBA. Those
Employees of Seller that are hired at Closing by Buyer are referred to herein as "Continuing
Employees."
Section 7.02. Employee Benefits. Seller will be responsible for all compensation and
benefits with respect to all Continuing Employees attributable to service through the Closing and
with respect to all other Employees through their respective dates of termination from Seller's
employ, in either case, (i) whether or not accrued, and (ii) including all wages, bonuses,
commissions and incentive compensation, vacation and paid time off, employment Taxes, 401(k)
plan contributions, profit sharing contributions, pension plan contributions, employee and
employer premiums for welfare benefit insurance coverage, business expenses and other
reimbursements, severance, separation or change in control pay, and the payment of any deferred
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compensation or similar benefits, awards or bonuses that arise as a result of the Transactions, all
of which shall be Excluded Liabilities. Buyer shall not assume any obligations under any
employment, bonus, severance, retention, change of control, termination agreement or similar
benefit or award as between Seller and any Employee, including those resulting from the
consummation of the Transactions, all of which shall be Excluded Liabilities. Notwithstanding
the foregoing, for the calendar year in which Closing occurs, Buyer shall pay each Continuing
Employee who remains employed by Buyer through the date of payment, the longevity bonus to
which such Continuing Employee would have been entitled had the Continuing Employee
remained employed by Seller until the date of payment, on the terms and conditions otherwise
applicable to such longevity bonuses, and in no event later than December 1 of the calendar year
in which the Closing occurs. Seller shall be responsible for, in the form of a reduction in the Initial
Payment pursuant to Section 2.05(b), the amount of such longevity bonuses, prorated based on the
number of days the Continuing Employee was employed by Seller during the calendar year in
which the Closing occurs, divided by three hundred sixty-five (365), inclusive of the employer
portion of any employment taxes due on such amounts (the"Longevity Bonus Amount').
Section 7.03. Employee Leave. With respect to any accrued but unused paid time off to
which any Continuing Employee is entitled pursuant to the policy applicable to such Continuing
Employee immediately prior to the Closing, Buyer shall assume the liability for such accrued time
and allow such Continuing Employee to use such accrued time on substantially the same terms as
Buyer's similarly-situated employees or,if and to the extent required by applicable Law, shall cash
out such accrued time. Seller shall provide a schedule of each Continuing Employee's accrued
but unused paid-time off immediately prior to the Closing with the dollar value of such accrued
but unused paid-time off, determined using each Continuing Employee's base salary or wage rate
as of Closing, and inclusive of the employer portion of any employment taxes due on such amounts
the "Accrued Vacation Amount').
Section 7.04. Employment-Related Liabilities. Parties acknowledge and agree that
Buyer is not assuming any Employee Plan or any Liability, including any Withdrawal Liability
triggered by the consummation of the Transactions, arising under any Employee Plan, and, except
as required by the terms of any Labor Agreement, Buyer shall not be obligated to continue or
maintain any particular benefit or component of any such Employee Plan after the Closing. Non-
union employees shall be eligible to become participants in all health,welfare,pension and 401(k)
employee benefit plans and programs available to Buyer's similarly situated Employees, and
Buyer shall use commercially reasonable efforts to have any applicable eligibility period waived
with respect to its health and welfare benefit plans offered to such Continuing Employees. In
addition,until the first anniversary of the Closing(or an earlier termination of employment),Buyer
shall offer each Continuing Employee that is not covered by a Labor Agreement a base salary or
wage rate, as applicable, at least equal to that provided to the Continuing Employee by Seller
immediately prior to the Closing.
Section 7.05. Continuation of Benefits. With respect to any Employee who is not a
Continuing Employee, Buyer shall, if and only to the extent required by applicable Law, provide
health care continuation coverage in the manner and to the extent required under COBRA to all
individuals who are deemed to be "M&A qualified beneficiaries" as defined in Treas. Reg. §
54.4980B-9 with respect to Seller's group health plans as a result of the Transactions.
Notwithstanding the foregoing, Seller shall be responsible for, and shall indemnify and reimburse
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Buyer for, all unreimbursed amounts incurred by it in connection with the performance or
administration of such obligation with respect to any such M&A qualified beneficiary.
Section 7.06. Employee Plan Liability. Seller shall be responsible for all liabilities
arising with respect to employment prior to the Closing based upon, arising out of or relating to
the Employee Plans or the employment or termination of any employee, whether asserted prior to,
on or after Closing, including any liability under WARN Acts that arises from or as a result of the
consummation of the Transactions. At Closing, Seller shall also deliver to Buyer a list identifying
Employees who have been terminated in the twelve (12) months prior to Closing, including their
respective termination dates.
Section 7.07. No Contract. Notwithstanding anything to the contrary in this Article VII,
the Parties expressly acknowledge and agree that (i) this Agreement is not intended to create a
contract between Buyer on the one hand and any Employee or other individual, on the other hand,
and no such other Person may rely on this Agreement as the basis for any breach of contract claim
against Buyer or its Affiliates, and (ii) nothing in this Agreement shall be deemed or construed to
limit Buyer's right to terminate the employment of any Continuing Employee during any period
after the Closing, or to terminate any particular employee benefit plan or program during any
period after the Closing.
Section 7.08. Transition Agreement. If Buyer has negotiated a Transition Agreement
with the IBEW prior to the Closing, which has been ratified and approved by the IBEW and
Buyer's Board of Directors,then, as of the Closing Date, (i)the Transition Agreement will be valid
and binding on Buyer and the IBEW in accordance with the Transition Agreement's terms and in
full force and effect; (ii)neither Buyer nor,to Buyer's knowledge, any other party to the Transition
Agreement will be in breach of or default under(or be alleged to be in breach of or default under),
or will have provided or received any notice of any intention to terminate, the Transition
Agreement; (iii) no event or circumstance will have occurred that, with notice or lapse of time or
both,would constitute an event of default under the Transition Agreement or result in a termination
thereof or would cause or permit the acceleration or other changes of any right or obligation or the
loss of any benefit thereunder; (iv) there will be no material disputes pending or threatened under
the Transition Agreement; and(v)with regard to union employees,the provisions of the Transition
Agreement will supersede the provisions of this Article VII to the extent they are inconsistent with
the Transition Agreement. Buyer will provide to Seller a complete and correct copy of any
Transition Agreement (including all modifications, amendments, and supplements thereto and
waivers thereunder) entered into at or prior to Closing.
ARTICLE VIII.
CONDITIONS TO CLOSING
Section 8.01. Conditions to Obligations of Buyer and Seller. The obligations of each
of the Parties to consummate the Closing are subject to the satisfaction, on or before the Closing,
of each of the following conditions unless waived in writing by each of the Parties:
a) There must not be:
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i) any Order issued and in effect enjoining, restraining, prohibiting or
materially delaying, or producing a material adverse effect for either party
with regard to, the Transactions;
ii) any Law enacted or deemed applicable to the Transactions, which makes
the consummation of the Transactions illegal; or
iii) any Claim instituted or other action taken by a Governmental Body to
enjoin, restrain, prohibit or materially delay the Transactions.
b) The Required Buyer Consents have been obtained by Buyer and written evidence
of each Required Buyer Consent (or a waiver in lieu of such evidence) shall have been delivered
to Seller.
Section 8.02. Conditions to Obligation of Buyer. The obligation of Buyer to
consummate the Closing is subject to the satisfaction, on or before the Closing, of each of the
following further conditions unless waived in writing by Buyer:
a) The representations and warranties of Seller set forth in this Agreement, the other
Transaction Documents and any certificate or other writing delivered pursuant hereto shall be true
and correct in all material respects on and as of the Effective Date and on and as of the Closing
Date, in each case with the same effect as though such representations and warranties had been
made on and as of such date, except for representations and warranties that are (i) expressly given
as of a specific date or time, which shall only be true and correct in all material respects as of such
date or time, (ii) Fundamental Seller Representations and Warranties, which shall be true and
correct in all respects on and as of the Effective Date and on and as of the Closing Date, or (iii)
qualified by the words "material" or other similar qualifiers, which shall be true and correct in all
respects on and as of the Effective Date and on and as of the Closing Date, in each case with the
same effect as though such representations and warranties had been made on and as of such date.
Buyer shall be satisfied with Seller's Disclosure Schedules and their effects upon the
representations and warranties of Seller, which satisfaction shall be presumed if Buyer has not
delivered written notice of dissatisfaction at least thirty (30) days prior to Closing.
b) Seller shall have performed and complied in all material respects the covenants and
agreements contained in this Agreement and each of the other Transaction Documents to be
performed by it or complied with prior to or on the Closing Date; provided, that, with respect to
covenants and agreements that are qualified by materiality, Seller shall have performed such
covenants and agreements, as so qualified, in all respects.
c) Buyer shall have completed its due diligence investigation (which may include,
among other things, the physical examination of the Acquired Assets, including the Real Property
and the System Assets, review of the Assigned Contracts, review of the Seller Performance
Information and other Records, assessment of operating conditions and performance of any
Additional Environmental Investigation),with the results of such due diligence investigation being
satisfactory to Buyer in its sole and absolute discretion, which satisfaction shall be presumed if
Buyer has not delivered written notice of dissatisfaction at least thirty (30) days prior to Closing.
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d) Since the Effective Date, there shall not have occurred and be continuing a Seller
Material Adverse Effect.
e) The Required Seller Consents have been obtained by Seller and written evidence
of each Required Seller Consent (or a waiver in lieu of such evidence) shall have been delivered
to Buyer.
f) Buyer shall have received a certificate from an authorized officer of Seller, dated
the Closing Date, to the effect that the conditions set forth in Section 8.02(a) and Section 8.02(b)
have been satisfied.
g) Buyer shall have received all deliverables pursuant to Section 3.02(a).
h) Buyer shall have received the RCA Approval without conditions or, if the RCA
Approval contains conditions, such conditions are acceptable to Buyer in its sole and absolute
discretion.
i) There shall not be any casualty or damage, whether or not covered by insurance, to
any Acquired Asset or that could reasonably be anticipated to adversely affect any Acquired Asset
or any condemnation or taking of, or with respect to, any Acquired Asset or that could reasonably
be anticipated to adversely affect any Acquired Asset.
0) Seller shall have implemented Seller's Adjusted Base Rates and the RCA Approval
shall have approved Buyer's adoption of Seller's Adjusted Base Rates.
k) The applicable Governmental Bodies shall have approved the subdivision plats as
submitted by Seller pursuant to Section 6.06(b).
1) The title insurer selected by Buyer shall have issued its title commitment, dated as
of the Closing Date, insuring that, upon Closing, Buyer will acquire good and marketable fee
simple title to the Real Property, free and clear of all liens and encumbrances except for Permitted
Encumbrances or liens created by Buyer.
Section 8.03. Conditions to Obligation of Seller. The obligation of Seller to
consummate the Closing is subject to the satisfaction, on or before the Closing, of each of the
following further conditions unless waived in writing by Seller:
a) The representations and warranties of Buyer set forth in this Agreement, the other
Transaction Documents and any certificate or other writing delivered pursuant hereto shall be true
and correct in all material respects on and as of the Effective Date and on and as of the Closing
Date, in each case with the same effect as though such representations and warranties had been
made on and as of such date, except for representations and warranties that are (i) expressly given
as of a specific date or time, which shall only be true and correct in all material respects as of such
date or time, (ii) Fundamental Buyer Representations and Warranties, which shall be true and
correct in all respects on and as of the Effective Date and on and as of the Closing Date, or (iii)
qualified by the words "material" or other similar qualifiers, which shall be true and correct in all
respects on and as of the Effective Date and on and as of the Closing Date, in each case with the
same effect as though such representations and warranties had been made on and as of such date.
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b) Buyer shall have performed and complied in all material respects the covenants and
agreements contained in this Agreement and each of the other Transaction Documents to be
performed by it or complied with prior to or on the Closing Date; provided, that, with respect to
covenants and agreements that are qualified by materiality, Buyer shall have performed such
covenants and agreements, as so qualified, in all respects.
c) Seller shall have received a certificate from an authorized officer of Buyer, dated
the Closing Date, to the effect that the conditions set forth in Section 8.03(a) and Section 8.03(b)
have been satisfied.
d) Seller shall have received all deliverables pursuant to Section 3.02(b).
ARTICLE IX.
SURVIVAL; INDEMNIFICATION
Section 9.01. Survival. The representations and warranties of the Parties contained in this
Agreement shall survive the Closing Date for a period of twenty-four (24) months following the
Closing Date; provided, however, that(a)the Fundamental Seller Representations and Warranties
and the Fundamental Buyer Representations and Warranties shall survive the Closing indefinitely
and (b) the representations and warranties of Seller contained in Section 4.12 (Environmental
Matters) and Section 4.13 (Taxes) shall survive the Closing for a period of ninety (90) days
following the expiration of the applicable statute of limitations(taking into account any extensions
thereof) with respect to claims against Buyer by third parties relating to such matters. All
covenants and agreements contained in this Agreement shall survive the Closing indefinitely or
for the period expressly specified therein. Notwithstanding the foregoing, any Claims asserted in
good faith with reasonable specificity (to the extent known at such time) and in writing by notice
from the non-breaching Party to the breaching Party prior to the expiration date of the applicable
survival period shall not thereafter be barred by the expiration of the relevant representation,
warranty, covenant or agreement and such claims shall survive until finally resolved.
Section 9.02. Indemnification.
a) Seller shall indemnify and defend Buyer Indemnified Parties against, and agrees to
hold each of them harmless from, any and all Damages incurred or suffered by such Buyer
Indemnified Parties arising out of or related to:
i) the breach or inaccuracy of any representations or warranties made by Seller
in this Agreement, the other Transaction Documents or in any certificate or
instrument delivered by or on behalf of Seller pursuant to this Agreement;
provided, however, for purposes of this Section 9.02(a)(i)when determining
A) whether there has been a breach of, or whether there is any inaccuracy
in, any such representation or warranty and (B)the amount of any Damages
incurred or suffered in connection with such breach or inaccuracy, the
Parties agree that (x) all references to "material," "materially" or
materiality" will be disregarded and (y) that the representations and
warranties are made for purposes of this Section 9.02(a)(i) as if those
disregarded words were not included;
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ii) the breach or violation of, or default under, any covenant, agreement or
undertaking of Seller contained in this Agreement, the other Transaction
Documents or any certificate or instrument delivered by or on behalf of
Seller pursuant to this Agreement; and
iii) any Excluded Asset or Excluded Liability;
provided that, with respect to indemnification by Seller for any breach or inaccuracy of
representation and warranty pursuant to Section 9.02(a)(i), other than with respect to Fundamental
Seller Representations and Warranties ("Non-Fundamental Breaches"), (A) Seller shall not be
liable for indemnification until the aggregate amount of all Damages with respect to all Non-
Fundamental Breaches exceeds One Hundred Thousand Dollars ($100,000) (the "Deductible")
and(B)Buyer's sole recourse for Damages with respect to Non-Fundamental Breaches shall be to
retain or set off the amount of such Damages against the Escrow Amount and the Deferred
Payment (the "Seller Liability Cap"). For the avoidance of doubt, the Deductible and the Seller
Liability Cap shall not apply to inaccuracies or breaches of the Fundamental Seller Representations
and Warranties.
b) Buyer shall indemnify and defend the Seller Indemnified Parties against, and agrees
to hold each of them harmless from, any and all Damages incurred or suffered by such Seller
Indemnified Parties arising out of or related to:
i) the breach or inaccuracy of any representations or warranties made by
Buyer in this Agreement, the other Transaction Documents or in any
certificate or instrument delivered by or on behalf of Buyer pursuant to this
Agreement;provided,however, for purposes of this Section 9.02(b)(i)when
determining (A)whether there has been a breach of, or whether there is any
inaccuracy in, any such representation or warranty and (B) the amount of
any Damages incurred or suffered in connection with such breach or
inaccuracy, the Parties agree that (x) all references to "material,"
materially" or "materiality" will be disregarded and (y) that the
representations and warranties are made for purposes of this Section
9.02(b)(i) as if those disregarded words were not included; and
ii) the breach or violation of, or default under, any covenant, agreement or
undertaking of Buyer contained in this Agreement, the other Transaction
Documents or any certificate or instrument delivered by or on behalf of
Buyer pursuant to this Agreement;
provided, that, with respect to indemnification by Buyer for any breach or violation of
representation and warranty pursuant to Section 9.02(b)(i), Buyer's maximum liability for
Damages with respect to all such breaches or inaccuracies shall not exceed an amount equal to the
forty percent (40%) of the Purchase Price in the aggregate (the "Buyer Liability Cap") in the
aggregate.
Section 9.03. Indemnification Procedures. A party making a claim for indemnification
under Section 9.02 shall be, for the purposes of this Agreement referred to as an "Indemnified
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Party" and a parry against whom such claims are asserted under Section 9.02 shall be, for the
purposes of this Agreement, referred to as an "Indemnifying Party". All claims by any
Indemnified Party under Section 9.02 shall be asserted and resolved as follows:
a) In the event that (i) any action, application, suit, demand, claim or legal,
administrative, arbitration or other alternative dispute resolution proceeding, hearing or
investigation (each a"Proceeding") is asserted or instituted by any Person other than the Parties
which could give rise to Damages for which an Indemnifying Parry could be liable to an
Indemnified Parry under this Agreement (such Proceeding, a "Third Party Claim") or (ii) any
Indemnified Party under this Agreement shall have a claim to be indemnified by any Indemnifying
Party under this Agreement which does not involve a Third Party Claim (such claim, a "Direct
Claim" and, together with Third Party Claims, "Indemnification Claims"), the Indemnified Party
shall, promptly after it becomes aware of a Third Party Claim (and in any event, within ten (10)
Business Days), or facts supporting a Direct Claim (and in any event,within thirty (30)days), send
to the Indemnifying Party a written notice specifying the nature of such Proceeding, and the
amount or estimated amount of Damages (which amount or estimated amount shall not be
conclusive of the final amount, if any, of such Proceeding) and the section of this Agreement such
Third Party Claim or Direct Claim is being made under (a"Claim Notice"), together with copies
of all notices and documents (including court papers) served on or received by the Indemnified
Parry in the case of a Third Party Claim, provided, however, that a delay in notifying the
Indemnifying Party shall not relieve the Indemnifying Party of its obligations under Section 9.02
except to the extent that (and only to the extent that) the Indemnifying Party shall have been
prejudiced by such failure to give such notice, in which case the Indemnifying Party shall be
relieved of its obligations under Section 9.02 to the extent of such prejudice.
b) In the event of a Third Party Claim, if the Indemnifying Party admits in writing its
responsibility to indemnify the Indemnified Party pursuant to this Section 9.03, then the
Indemnifying Party shall have the right to defend the Indemnified Parry against such Third Party
Claim and be entitled to appoint counsel of the Indemnifying Parry's choice at the expense of the
Indemnifying Party to represent the Indemnified Party in connection with such Proceeding (in
which case the Indemnifying Parry shall not thereafter be responsible for the fees and expenses of
any separate counsel retained by any Indemnified Party or any other costs or expenses with respect
to the defense of a Third Parry Claim except as set forth below); provided that such counsel is
reasonably acceptable to the Indemnified Parry. Notwithstanding an Indemnifying Parry's election
to defend such Third Party Claim and appoint counsel to represent an Indemnified Parry in
connection with a Third Party Claim, an Indemnified Party shall have the right to engage separate
counsel, but the Indemnifying Party shall bear the reasonable fees, costs and expenses of such
separate counsel only if(i) the use of counsel selected by the Indemnifying Party to represent the
Indemnified Parry would present such counsel with a conflict of interest or (ii) the Indemnifying
Party shall not have engaged counsel to represent the Indemnified Party within a reasonable time
but not more than sixty (60) days) after notice of the institution of such Third Parry Claim;
provided that, notwithstanding such failure to engage counsel within reasonable time, the
Indemnifying Party shall have the right to assume the defense of such Third Party Claim by
appointment of counsel reasonably acceptable to the Indemnified Party and shall thereafter cease
to be responsible for the fees and expenses of separate counsel appointed by the Indemnified Party.
Nothing in this Section 9.03 shall require the Indemnifying Parry to be responsible for the fees and
expenses of more than one counsel at any time in connection with the defense against a Third Parry
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Claim. If requested by the Indemnifying Party, the Indemnified Party agrees to cooperate with the
Indemnifying Parry and its counsel in defending and contesting any Proceeding which the
Indemnifying Party defends, or,if appropriate and related to the Proceeding in question,in making
any counterclaim against the Person asserting the Third Party Claim, or any cross-complaint
against any Person.
c) No Third Parry Claim may be settled or compromised (i)by the Indemnified Party
without the prior written consent of the Indemnifying Parry (which consent shall not be
unreasonably withheld, delayed or conditioned)or(ii)by the Indemnifying Party without the prior
written consent of the Indemnified Party (which consent shall not be unreasonably withheld,
delayed or conditioned); provided, in the case of clause (i)if, following a written request from the
Indemnified Party, the Indemnifying Party shall fail, within ten (10) Business Days after the
making of such request, to acknowledge and agree in writing that, if a Proceeding shall be
adversely determined, such Indemnifying Party has an obligation to provide indemnification
hereunder to such Indemnified Party, then the Indemnifying Party's consent shall not be required
and, in the case of clause (ii) if the sole relief provided is monetary damages that are paid in full
by the Indemnifying Parry (if such claim by the Indemnified Party for indemnification is
successful) and no admission of responsibility by the Indemnified Party is required, then the
Indemnified Party's consent shall not be required. Notwithstanding the foregoing,the Indemnified
Parry shall have the right to settle, compromise or consent to the entry of any judgment with respect
to any Third Party Claim without such consent, provided that in such event the Indemnified Party
shall waive any right to indemnification under this Section 9.03 with respect to such Third Party
Claim unless such consent was not required pursuant to this Section 9.03.
d) In the event of Direct Claim, the Indemnifying Party shall notify the Indemnified
Party within thirty (30) days of receipt of a Claim Notice whether or not the Indemnifying Party
disputes such Indemnification Claim. From and after the delivery of a Claim Notice under this
Agreement, at the reasonable request of the Indemnifying Party, each Indemnified Party shall grant
the Indemnifying Party and its Representatives reasonable access to the books,records, employees,
Representatives and properties of such Indemnified Party, and in the case of a claim relating to
environmental matters, copies of sampling data, environmental reports, proposals and any other
correspondence in the possession of the Indemnified Parry to the extent reasonably related to the
matters to which the Claim Notice relates. All such access shall be granted during normal business
hours and shall be granted under conditions which will not unreasonably interfere with the business
and operations of such Indemnified Party. The Indemnifying Party will not, and shall use its
commercially reasonable efforts to cause its Representatives not to, use(except in connection with
such Claim Notice) or disclose to any third Person other than the Indemnifying Parry's
Representatives(except as may be required by applicable Law)any information obtained pursuant
to this Section 9.03(d) which is designated as confidential by the Indemnified Party.
e) Once Damages are agreed to by the Indemnifying Parry or finally adjudicated to be
payable pursuant to this Article IX, the obligations of the Indemnifying Party shall be satisfied
within (A) fifteen (15) Business Days in the event the Indemnifying Parry is Buyer or (B) sixty
60) days in the event the Indemnifying Party is Seller of such final, non-appealable adjudication
by wire transfer of immediately available funds to the Indemnified Parry; and any payments made
to an Indemnified Party pursuant to this Article IX shall be treated as an adjustment to the Purchase
Price by the Parties for Tax purposes, unless otherwise required by Law.
71
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Draft—Subject to Change]
Section 9.04. Setoff Rights. In the event that Seller is the Indemnifying Party,Buyer shall
have the right, in addition to any rights and remedies at law or in equity, to deduct or set-off the
amount of any Indemnification Claim against Seller or Damages owed by Seller to Buyer pursuant
to this Article IX against any unpaid amounts of the Deferred Payment and the Escrow Amount
owing to Seller by Buyer. Nothing in this Section 9.04 shall, or shall be deemed, to limit or affect
the rights otherwise available to any Parry under applicable Law. In the event that Buyer sets off
the amount of an Indemnification Claim pursuant to this Section 9.04 that is later agreed or finally
adjudicated to have resulted in Damages less than the amount setoff for such Indemnification
Claim, Buyer shall pay the amounts setoff in excess of such Damages plus interest on such excess
amounts from the date on which the excess amount was payable to Seller to the date when the
excess amount is paid to Seller. The interest rate on such payments shall be the rate applicable to
post judgment interest as of the date the excess amount was payable to Seller.
Section 9.05. Assignment of Claims. If the Indemnified Party receives any payment from
an Indemnifying Party in respect of any Damages pursuant to Section 9.02 and the Indemnified
Parry could have recovered all or a part of such Damages from a third party (a "Potential
Contributor") based on the underlying claim asserted against the Indemnified Party, the
Indemnified Party shall assign such of its rights to proceed against the Potential Contributor as are
necessary to permit the Indemnifying Parry to seek to recover from the Potential Contributor the
amount of such payment.
Section 9.06. Exclusive Remedy. From and after the Closing, except as specifically set
forth in this Agreement, each Party acknowledges and agrees that its sole and exclusive remedy
with respect to any and all claims (other than claims arising from fraud, criminal activity or willful
misconduct on the part of a Party in connection with the Transactions) for any breach of any
representation or warranty set forth herein, shall be pursuant to the indemnification provisions set
forth in this Article IX. In furtherance of the foregoing and except as specifically set forth in this
Agreement, each Party, from and after the Closing, waives, to the fullest extent permitted under
Law, any and all rights, claims and causes of action for any breach of any representation and
warranty set forth herein it may have against the other Parties and each of their respective
Representatives arising under or based upon any Law, except pursuant to the indemnification
provisions set forth in this Article IX. Nothing in this Section 9.06 shall limit any Person's right
to seek and obtain any equitable relief to which any Person shall be entitled or to seek any remedy
on account of any party's fraudulent, criminal or intentional misconduct or related to a Parry's
breach of a covenant prior to the Closing.
Section 9.07. Investigations and Knowledge. The right to indemnification, obligation to
close, payment of Damages or other remedy provided by this Agreement or under applicable Law
based on a representation, warranty, covenant or obligation will not be affected by any
investigation conducted by the Party to or for whom such representation, warranty, covenant or
obligation is made with respect to, or any knowledge acquired (or capable of being acquired) at
any time,whether before or after the execution and delivery of this Agreement or the Closing Date,
with respect to, the accuracy or inaccuracy of or compliance with any such representation,
warranty, covenant, or obligation.
72
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Draft—Subject to Change]
Section 9.08. Tax Treatment of Indemnification Payments. All indemnification
payments made under this Agreement shall be treated by the Parties as an adjustment to the
Purchase Price for Tax purposes, unless otherwise required by Law.
ARTICLE X.
TERMINATION
Section 10.01. Grounds for Termination. This Agreement may be terminated at any
time prior to the Closing:
a) by the mutual written consent of Seller and Buyer;
b) by either Buyer or Seller by written notice to the other Party (i) if the Closing has
not occurred on or before January 5, 2025 (the"Termination Date") and(ii)the terminating Party
shall not have breached any of its obligations under this Agreement in any manner that has
proximately caused the failure of the Closing to occur on or before such date;
c) by either Buyer or Seller by written notice to the other Party if (i) any Law shall
have been enacted, entered or promulgated prohibiting or making illegal the consummation of the
Transactions or (ii) any Governmental Body shall have issued an Order restraining or enjoining
the Transactions, and such Order shall have become final and non-appealable and the Parry seeking
to terminate this Agreement pursuant to this Section 10.01(c) shall have used commercially
reasonable efforts to remove such Order;
d) by Buyer or Seller, if the Referendum does not result in Referendum Passage;
e) by Buyer, so long as Buyer is not then in material breach of any of its
representations, warranties, covenants or agreements under this Agreement, by written notice to
Seller, if there shall have been a breach of any representation or warranty of Seller, or a breach of
any covenant or agreement of Seller under this Agreement, in each case that would give rise to the
failure of any of the conditions specified in Article V111 and such breach, inaccuracy or failure has
not been cured by Seller within thirty (30) days of Seller's receipt of written notice of such breach
from Buyer;
f) by Buyer, pursuant to Section 6.06(c)(y)(2);
g) by Seller, so long as Seller is not then in material breach of any of its representations
and warranties, covenants or agreements under this Agreement,by written notice to Buyer,if there
shall have been a breach of any representation or warranty of Buyer, or a breach of any covenant
or agreement of Buyer under this Agreement,in each case that would give rise to the failure of any
of the conditions specified in Article V111 and such breach,inaccuracy or failure has not been cured
by Buyer within thirty (30) days of Buyer's receipt of written notice of such breach from Seller;
and
h) by Seller,if the RCA imposes terms or conditions in the RCA Approval that prevent
Buyer from maintaining the Seller's Adjusted Base Rates until the earlier of three (3) years from
the date of implementation by Seller of Seller's Adjusted Base Rates and January 1, 2027;
provided, however, that Seller may not terminate this Agreement pursuant to this Section 10.01(h)
73
48280149.20
403
Draft—Subject to Change]
in the event Buyer is not obligated to maintain (or propose to the RCA that it shall maintain)
Seller's Adjusted Base Rates pursuant to Section 6.04(b)(iii)(2).
Section 10.02. Effect of Termination. In the event of termination of this Agreement by
a Parry pursuant to Section 10.01, this Agreement shall terminate and become void and have no
effect, and the Transactions shall be abandoned without further action by the Parties, except that
the provisions of Section 6.12, Section 6.13, Section 6.17(!2J and this Section 10.02 and Article IX
and Article XI shall survive the termination of this Agreement; provided, however that such
termination shall not relieve any Parry of any Liability for any Damages incurred or suffered by
any other parry as a result of any breach of this Agreement before such termination.
ARTICLE XI.
MISCELLANEOUS
Section 11.01. Notices. Any notice or other communication from any Party to the other
Party shall be made in writing and shall be (a) delivered by hand or sent by a nationally or
internationally recognized courier to the address of the Party set forth below, (b) sent by facsimile
to the facsimile number of the Party set forth below and shall be marked for the attention of the
person therein referred to, (c) sent by electronic mail transmission to the e-mail address set forth
below, which electronic mail transmission shall request receipt of such transmission or(d)mailed,
by certified or registered mail, return receipt requested, postage prepaid to the address of the Party
set forth below. All notices and communications shall be deemed received upon: (i) if delivered
by hand or nationally or internationally recognized courier, upon actual receipt thereof by the
addressee or actual delivery thereof to the appropriate address; (ii) in the case of a facsimile or
electronic mail transmission,upon transmission thereof (with confirmation of transmission)if sent
during normal business hours of the recipient, and on the next Business Day if sent after normal
business hours of the recipient; or(iii)if mailed, on the third (3rd) day after the date mailed:
if to Buyer, to:
Homer Electric Association, Inc.
3977 Lake Street
Homer, Alaska 99603
Phone: (907) 283-2312
Fax: (907) 235-3313
Attn: General Manager
with a copy to (such copy not to constitute notice):
Eversheds Sutherland (US) LLP
999 Peachtree Street NE
Suite 2300
Atlanta, Georgia 30309
Phone: (404) 853-8548
Attn: Thomas H. Warren
Email: ThomasWarrengeversheds-sutherland.us
74
48280149.20
404
Draft—Subject to Change]
and
Birch Horton Bittner& Cherot, P.C.
510 L Street
Suite 700
Anchorage, Alaska 99501
Phone: (907) 263-7265
Attn: Jessica Spuhler
Email: JSpuhler2BHB.COM
if to Seller, to:
City of Seward
410 Adams St.
PO Box 167
Seward, Alaska 99664
Phone: (907) 224-3331
Attn: City Manager
with a copy to (such copy not to constitute notice):
Chandler, Falconer, Munson & Cacciola, LLP
911 W. 8th Ave.
Suite 302
Anchorage, AK 99501
Phone: (907) 272-8401
Attn: Sam Severin
Email: sseveringbcfaklaw.com
Section 11.02. Amendments and Waivers.
a) Any provision of this Agreement or of any other Transaction Document may be
amended or waived if, but only if, such amendment or waiver is in writing and is signed, in the
case of an amendment, by each Party to this Agreement or such other Transaction Document, as
the case may be, or in the case of a waiver, by the Party against whom the waiver is to be effective.
b) No failure or delay by any Party in exercising any right, power or privilege under
this Agreement or under any of the other Transaction Documents shall operate as a waiver thereof
nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the
exercise of any other right,power or privilege. The rights and remedies provided in this Agreement
or in any of the other Transaction Documents shall be cumulative and not exclusive of any rights
or remedies provided by Law.
Section 11.03. Expenses. Except as otherwise provided in this Agreement, all costs and
expenses incurred in connection with negotiating, preparing and executing the Transaction
Documents shall be paid by the Parry incurring such cost or expense.
75
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Section 11.04. Successors and Assigns. The provisions of the Transaction Documents
shall be binding upon and inure to the benefit of the parties hereto and thereto and their respective
successors and assigns; provided that no party hereto or thereto may assign, delegate or otherwise
transfer any of its rights or obligations under this Agreement or under any of the other Transaction
Documents without the consent of each other party hereto and thereto. No assignment shall relieve
the assigning party of any of its obligations under this Agreement.
Section 11.05. Governing Law. This Agreement shall be construed, performed and
enforced in accordance with the laws of the State of Alaska without giving effect to any choice of
law provision or rule that would cause the application of Laws of any jurisdiction other than the
State of Alaska.
Section 11.06. Jurisdiction. The Parties agree that any suit, action or proceeding seeking
to enforce this Agreement, may be instituted in the courts of the State of Alaska located in the city
of Anchorage, Alaska, and each of the Parties hereby irrevocably consents to the nonexclusive
jurisdiction of such courts (and of the appropriate appellate courts) in any such suit, action or
proceeding and irrevocably waives, to the fullest extent permitted by Law, any objection that it
may now or hereafter have to the laying of the venue of any such suit, action or proceeding in any
such court or that any such suit, action or proceeding which is brought in any such court has been
brought in an inconvenient forum. Process in any such suit, action or proceeding may be served
on any Party anywhere in the world, whether within or without the jurisdiction of any such court.
Section 11.07. WAIVER OF JURY TRIAL. EACH OF THE PARTIES HEREBY
IRREVOCABLY WAIVES ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL
PROCEEDING ARISING OUT OF OR RELATED TO THIS AGREEMENT, THE OTHER
TRANSACTION DOCUMENTS OR THE TRANSACTIONS CONTEMPLATED HEREBY OR
THEREBY.
Section 11.08. Counterparts; Third Party Beneficiaries. This Agreement and the other
Transaction Documents may be signed in any number of counterparts, each of which shall be an
original,with the same effect as if the signatures hereto and thereto were upon the same instrument.
This Agreement and the other Transaction Documents shall become effective when each Party
hereto or thereto shall have received a counterpart hereof or thereof signed by the other Party
hereto or thereto. Except as explicitly provided herein or therein, no provision of this Agreement
or of any of the other Transaction Documents is intended to confer upon any Person other than the
parties hereto or thereto any rights or remedies hereunder or thereunder.
Section 11.09. Entire Agreement. This Agreement and the other Transaction Documents
constitute the entire agreement between the Parties with respect to the subject matter of this
Agreement and supersede the Confidentiality Agreement, the Exclusivity Agreement and all prior
agreements and understandings, both oral and written, between the Parties with respect to the
subject matter of this Agreement. In the event of any inconsistency between the statements in the
body of this Agreement, the Exhibits and Disclosure Schedules (other than an exception expressly
set forth as such in the Disclosure Schedules), the statements in the body of this Agreement will
control.
76
48280149.20
406
Draft—Subject to Change]
Section 11.10. Captions. The captions in this Agreement and in the other Transaction
Documents are included for convenience of reference only and shall be ignored in the construction
or interpretation hereof or thereof. In the event of any conflict between the captions and the text of
this Agreement, the text of this Agreement shall control.
Section 11.11. Severability. The provisions of this Agreement, or any portion thereof,
will be deemed severable and the invalidity, illegality or unenforceability of any provision will not
affect the validity or enforceability of the other provisions of this Agreement; provided that if any
provision of this Agreement, as applied to any Party or to any circumstance, is adjudged by a
Governmental Body or arbitrator not to be enforceable in accordance with its terms, the Parties
agree that such Governmental Body or arbitrator making such determination will have the power
to modify the provision in a manner consistent with its objectives such that it is enforceable, or to
delete specific words or phrases, and in its reduced form, such provision will then be enforceable
and will be enforced. Upon the determination that any provision of this Agreement is invalid,
illegal or unenforceable, the Parties shall negotiate in good faith to modify this Agreement so as
to effect the original intent of the Parties as closely as possible in a mutually acceptable manner in
order that the Transactions be consummated as originally contemplated to the greatest extent
possible.
Section 11.12. Specific Performance. Each Parry acknowledges and agrees that the other
Parry would be damaged irreparably if any provision of this Agreement is not performed in
accordance with its specific terms or is otherwise breached. Accordingly, each Party agrees that
the other Party will be entitled to seek an injunction or injunctions,without the necessity of proving
the inadequacy of money damages as a remedy, to prevent breaches of the provisions of this
Agreement and to enforce specifically this Agreement and its terms and provisions in any action
instituted in any court of the United States or any state thereof having jurisdiction over the Parry
and the matter, subject to Section 11.05, Section 11.06 and Section 11.07, in addition to any other
remedy to which it may be entitled, at law or in equity.
Section 11.13. Relationship of the Parties. Nothing herein is intended or shall be
construed to create any partnership, franchise, joint venture, employment or any other form of
agency relationship between the Parties.
Signatures on following page.]
77
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407
Draft—Subject to Change]
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be duly
executed by their respective authorized officers as of the day and year first above written.
HOMER ELECTRIC ASSOCIATION,INC.
By:
Name:
Title:
CITY OF SEWARD
By:
Name:
Title:
Signature Page to Asset Purchase Agreement]
408
Draft—Subject to Change]
Exhibit A
A-1
48280149.20
409
Draft—Subject to Change]
Exhibit B
B-1
48280149.20
410
Draft—Subject to Change]
Exhibit C
C-1
48280149.20
411
Draft—Subject to Change]
Exhibit D
D-1
48280149.20
412
Draft—Subject to Change]
Exhibit E
E-1
48280149.20
413
Draft—Subject to Change]
Exhibit F
F-1
48280149.20
414
Draft—Subject to Change]
Exhibit G
G-1
48280149.20
415
Draft—Subject to Change]
Exhibit H
H-1
48280149.20
416
Draft—Subject to Change]
Exhibit I
I-1
48280149.20
417
Draft—Subject to Change]
Exhibit J
I-1
48280149.20
418
Draft—Subject to Change]
Exhibit K
K-1
48280149.20
419
Draft—Subject to Change]
Exhibit L
L-1
48280149.20
420
Draft—Subject to Change]
Exhibit M
M-1
48280149.20
421
Draft—Subject to Change]
Exhibit N
N-1
48280149.20
422
EXHIBITS TO ASSET PURCHASE AGREEMENT
423
EXHIBIT A Form Approved
BILL OF SALE
This BILL OF SALE ("Bill of Sale") is made as of [e], 2023 (the "Effective Date"), by
and between the City of Seward, an Alaska municipal corporation ("Seller") and Homer Electric
Association, Inc., an Alaska utility consumer services cooperative ("Buyer" and, together with
Seller,the"Parties"). Unless otherwise indicated, capitalized terms used but not otherwise defined
herein have the meanings ascribed to such terms in the Asset Purchase Agreement (as defined
below).
WHEREAS, the Parties have entered into that certain Asset Purchase Agreement, dated as
of [e], 2023, as may be amended, supplemented or modified from time to time (the "Asset
Purchase Agreement"), and the execution and delivery of this Bill of Sale is required as a
condition to the consummation of the transactions contemplated by the Asset Purchase Agreement.
NOW, THEREFORE, pursuant to the terms and conditions of the Asset Purchase
Agreement and in consideration of the mutual covenants and agreements contained therein and
herein, and for other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the Parties hereby agree as follows:
1. Transfer and Conveyance.
a) Subject to the terms and conditions of the Asset Purchase Agreement, effective as
of the Closing Date, Seller hereby sells, assigns, conveys, transfers, and delivers to Buyer all of
Seller's rights, title and interest to, in and under the Acquired Assets free and clear of any and all
Encumbrances other than Permitted Encumbrances.
b) The Parties agree, on behalf of themselves and their respective successors and
assigns,to do, execute, acknowledge, and deliver, or to cause to be done, executed, acknowledged,
and delivered, all such further acts, documents, and instruments that may reasonably be required
to give full effect to the intent of this Bill of Sale.
2. Terms of the Asset Purchase Agreement. This Bill of Sale is delivered in accordance with
and is subject to all of the terms,representations,warranties, covenants, agreements and limitations
set forth in the Asset Purchase Agreement and all such terms, representations, warranties,
covenants, agreements and limitations are incorporated herein by reference. Specifically, and
without limitation, the mutual waiver of jury trial more particularly set forth within Section 11.07
of the Asset Purchase Agreement shall apply to this Bill of Sale. For the avoidance of doubt,
nothing in this Bill of Sale shall be construed as a transfer by Seller of any assets other than the
Acquired Assets, nor shall anything in this document supersede, modify, limit, extend, waive or
amend (nor shall it be deemed or construed to supersede, modify, limit, extend, waive or amend)
any of the terms or provisions of the Asset Purchase Agreement in any manner whatsoever. In no
event shall anything in this Bill of Sale be deemed or construed to defeat, impair, limit, restrict,
create, modify, expand or enlarge any of the rights, remedies or obligations of the Parties under
the Asset Purchase Agreement. To the extent that any provision of this Bill of Sale conflicts or is
inconsistent with the terms of the Asset Purchase Agreement,the terms and provisions of the Asset
Purchase Agreement shall govern.
1
424
3. Miscellaneous.
a) This Bill of Sale shall be binding upon, inure to the benefit of and be enforceable
by the Parties and their respective successors and assigns. The terms and provisions of this Bill of
Sale are intended solely for the benefit of the Parties and their respective successors and assigns.
It is not the intention of the Parties to confer third-party beneficiary rights upon any other person.
b) This Bill of Sale shall be construed,performed and enforced in accordance with the
laws of the State of Alaska without giving effect to any choice of law provision or rule that would
cause the application of Laws of any jurisdiction other than the State of Alaska.
c) This Bill of Sale may be executed in one or more counterparts, each of which shall
be deemed to be an original and all of which together will be deemed to be one and the same
agreement.
d) No modification, waiver, amendment, discharge or change of this Bill of Sale shall
be valid unless the same is in writing and signed by the party against which the enforcement of
such modification, waiver, amendment, discharge or change is or may be sought.
Signature Page Follows]
425
IN WITNESS WHEREOF, Seller and Buyer have caused this Bill of Sale to be executed
as of the date first set forth above.
SELLER:
City of Seward
By:
Name:
Title:
Signature Page to Bill of Sale]
426
BUYER:
Homer Electric Association, Inc.
By:
Name:
Title:
Signature Page to Bill of Sale]
427
EXHIBIT B Form Approved
ASSIGNMENT AND ASSUMPTION AGREEMENT
This ASSIGNMENT AND ASSUMPTION AGREEMENT ("Assignment and
Assumption")is made as of[e], 202[e], by and between the City of Seward, an Alaska municipal
corporation ("Assignor") and Homer Electric Association, Inc., an Alaska utility consumer
services cooperative ("Assignee" and, together with Assignor, the "Parties"). Unless otherwise
indicated, capitalized terms used but not otherwise defined herein have the meanings ascribed to
such terms in the Asset Purchase Agreement(as defined below).
WHEREAS, the Parties have entered into that certain Asset Purchase Agreement, dated as
of [e], 2023, as may be amended, supplemented or modified from time to time (the "Asset
Purchase Agreement'), and the execution and delivery of this Assignment and Assumption is
required as a condition to the consummation of the transactions contemplated by the Asset
Purchase Agreement.
WHEREAS, pursuant to the Asset Purchase Agreement, Assignee has agreed to assume,
effective as of the Closing, and to perform or otherwise carry out, all of the Assumed Liabilities.
NOW, THEREFORE, pursuant to the terms and conditions of the Asset Purchase
Agreement and in consideration of the mutual covenants and agreements contained therein and
herein, and for other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the Parties agree as follows:
1.Assignment. Subject to the terms and conditions of the Asset Purchase Agreement,
as applicable Assignor, , hereby sells, conveys, transfers, assigns and delivers to Assignee all such
Assignor's right, title and interest in, to and under all of the Acquired Assets free and clear of any
and all Encumbrances other than Permitted Encumbrances (the "Assignment').
2.Assumed Liabilities. Assignee hereby accepts the Assignment and agrees to
assume, effective as of the Closing, and to perform or otherwise carry out all of the Assumed
Liabilities. The Parties acknowledge that this Assignment does not transfer, and Assignee does not
assume, any of the Excluded Liabilities, which shall remain the sole responsibility of the
Assignor's, as applicable.
3. No Other Assets or Liabilities Assumed.For the avoidance of doubt, nothing in this
Assignment shall be construed as an assignment by Assignor of any assets other than the Acquired
Assets or any liabilities other than the Assumed Liabilities, nor shall anything in this document be
deemed to otherwise modify, limit, extend or amend the rights or obligations of any of the Parties
under the Asset Purchase Agreement.
4.Terms of the Asset Purchase Agreement. This Assignment and Assumption is
subject to all of the terms, representations, warranties, covenants, agreements and limitations set
forth in the Asset Purchase Agreement, and all such terms representations, warranties, covenants,
agreements and limitations are incorporated herein by reference.
5.Miscellaneous.
428
Form Approved
a) Anything in this Assignment and Assumption to the contrary
notwithstanding, this Assignment and Assumption shall not constitute an agreement to assign any
Acquired Asset or any claim or right or any benefit arising thereunder or resulting therefrom if
such assignment, without the consent of a third party thereto, would constitute a breach or other
contravention of such Acquired Asset, or adversely affect the rights of Assignee or an applicable
assignee thereunder. Upon receipt of any such consent, this Assignment and Assumption shall be
deemed to sell, assign, transfer, convey and deliver such previously non-assignable Acquired
Asset, as provided in Section 1 hereof.
b) This Assignment and Assumption shall be binding upon, and inure to the
benefit of,the Parties,their respective successors in interest, and their respective permitted assigns.
c) This Assignment and Assumption shall be construed, performed and
enforced in accordance with the laws of the State of Alaska without giving effect to any choice of
law provision or rule that would cause the application of Laws of any jurisdiction other than the
State of Alaska.
d) Each provision of this Assignment and Assumption is intended to be
severable. If any term or provision is illegal or invalid for any reason whatsoever, such illegality
or invalidity shall not affect the legality or validity of the remainder of this Assignment and
Assumption.
e) This Assignment and Assumption may be executed in one or more
counterparts, each of which shall be deemed to be an original, but all of which shall be one and
the same document.
f) No modification, waiver, amendment, discharge or change of this
Assignment and Assumption shall be valid unless the same is in writing and signed by the Party
against which the enforcement of such modification, waiver, amendment, discharge or change is
or may be sought.
Signature page follows]
2
429
Form Approved
IN WITNESS WHEREOF, Assignor and Assignee have caused this Assignment and
Assumption to be executed as of the date first set forth above.
ASSIGNOR:
City of Seward
By:
Name:
Title:
ASSIGNEE:
Homer Electric Association, Inc.
By:
Name:
Title:
Signature Page to Assignment and Assumption Agreement]
430
EXHIBIT C
TRANSMISSION LINE LEGAL DESCRIPTION
To be provided by HEA
431
EXHIBIT D Form Approi,ed
Seward Recording District
After recording return to:
SPECIAL WARRANTY DEED
THIS SPECIAL WARRANTY DEED (this "Deed"), effective this day of
2023,given by CITY OF SEWARD, an Alaska municipal corporation,whose mailing address is P.O.
Box 167, Seward, Alaska 99664 ("Grantor") to HOMER ELECTRIC ASSOCIATION, INC., an
Alaska electric cooperative, whose mailing address is 3977 Lake Street, Homer, Alaska 99603
Grantee").
WITNESSETH, that the Grantor for and in consideration of Ten Dollars ($10.00) and other good
and valuable consideration, the receipt and adequacy of which are hereby acknowledged, hereby
grants, bargains, sells, conveys, assigns, transfers, and specially warrants to Grantee all of Grantor's
right, title, and interest in and to the real property described as:
legal description of properties]
and to all buildings, improvements and fixtures situated on such real property, and all easements,
rights of way, water rights, licenses, privileges, hereditaments and appurtenances, if any inuring to
the benefit of such real property (the "Real Property") situated in the Seward Recording District,
Third Judicial District, State of Alaska,
Subject to provisions and reservations contained in U.S. patents, covenants, conditions, restrictions,
rights-of-way and easements, if any, affecting title and of record, including those shown on any
recorded plat or survey.
EXECUTED on the date first set forth above.
CITY OF SEWARD,
an Alaska municipal corporation
By:
Name:
Title:
Exhibit D- form of special warranty deed(002).docx
432
Form Approved
STATE OF ALASKA
ss.
THIRD JUDICIAL DISTRICT
433
Form Approved
The foregoing instrument was acknowledged before me this day of 2023,
by
of City of Seward, a political
subdivision organized under the laws of the State of Alaska, on behalf of said municipality.
Notary Public in and for
Residing at
My Commission expires
434
EXHIBIT E Form Approved
APNs:
Recording requested by
and when recorded return to:
ASSIGNMENT AND ASSUMPTION OF EASEMENT
This ASSIGNMENT AND ASSUMPTION OF EASEMENT (this "Assignment and
Assumption")is made as of[e], 202[e], by and between the City of Seward, an Alaska municipal
corporation ("Assignor") and Homer Electric Association, Inc., an Alaska utility consumer
services cooperative ("Assignee" and, together with Assignor, the "Parties"). Unless otherwise
indicated, capitalized terms used but not otherwise defined herein have the meanings ascribed to
such terms in the Asset Purchase Agreement(as defined below).
WHEREAS, the Parties have entered into that certain Asset Purchase Agreement, dated as
of [e], 2023, as may be amended, supplemented or modified from time to time (the "Asset
Purchase Agreement'), and the execution and delivery of this Assignment and Assumption is
required as a condition to the consummation of the transactions contemplated by the Asset
Purchase Agreement.
NOW, THEREFORE, pursuant to the terms and conditions of the Asset Purchase
Agreement and in consideration of the mutual covenants and agreements contained therein and
herein, and for other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the Parties agree as follows:
1.Assignment. Assignor hereby transfers and assigns to Assignee all of Assignor's
rights, title, interest and obligations under those certain agreements and/or final recorded judicial
orders with respect to certain easement interests described on Exhibit A attached hereto
collectively, the "Easement' and such assignment, the "Assignment'). The foregoing
Assignment includes any right, title, or interest in the Other Real Property Interests purported to
be conveyed by Assignor hereunder but acquired by Assignor after the effective date of the Asset
Purchase Agreement.
1.Assumed Liabilities. Assignee hereby accepts the Assignment and agrees to
assume, effective as of the Closing, and to perform or otherwise carry out all of the Assumed
Liabilities. The Parties acknowledge that this Assignment and Assumption does not transfer, and
Assignee does not assume, any of the Excluded Liabilities, which shall remain the sole
responsibility of the Assignor's, as applicable.
2. No Other Assets or Liabilities Assumed.For the avoidance of doubt, nothing in this
Assignment and Assumption shall be construed as an assignment by Assignor of any assets other
than the Easement or any liabilities other than the Assumed Liabilities, nor shall anything in this
Assignment of Easement Rights Comments BHBC.DOCX
435
Form Approved
document be deemed to otherwise modify, limit, extend or amend the rights or obligations of any
of the Parties under the Asset Purchase Agreement.
3.Terms of the Asset Purchase Agreement. This Assignment and Assumption is
subject to all of the terms, representations, warranties, covenants, agreements and limitations set
forth in the Asset Purchase Agreement, and all such terms representations, warranties, covenants,
agreements and limitations are incorporated herein by reference.
4.Miscellaneous.
a) Anything in this Assignment and Assumption to the contrary
notwithstanding, this Assignment and Assumption shall not constitute an agreement to assign any
Easement or any claim or right or any benefit arising thereunder or resulting therefrom if such
assignment, without the consent of a third party thereto, would constitute a breach or other
contravention of such Easement, or adversely affect the rights of Assignee or an applicable
assignee thereunder. Upon receipt of any such consent, this Assignment and Assumption shall be
deemed to sell, assign, transfer, convey and deliver such previously non-assignable Easement, as
provided in Section 1 hereof. The Assignor hereby further agrees to obtain all necessary consents
or approvals to effectively assign the Easement.
b) This Assignment and Assumption shall be binding upon, and inure to the
benefit of,the Parties,their respective successors in interest, and their respective permitted assigns.
c) This Assignment and Assumption shall be construed, performed and
enforced in accordance with the laws of the State of Alaska without giving effect to any choice of
law provision or rule that would cause the application of Laws of any jurisdiction other than the
State of Alaska.
d) Each provision of this Assignment and Assumption is intended to be
severable. If any term or provision is illegal or invalid for any reason whatsoever, such illegality
or invalidity shall not affect the legality or validity of the remainder of this Assignment and
Assumption.
e) This Assignment and Assumption may be executed in one or more
counterparts, each of which shall be deemed to be an original, but all of which shall be one and
the same document.
f) No modification, waiver, amendment, discharge or change of this
Assignment and Assumption shall be valid unless the same is in writing and signed by the Party
against which the enforcement of such modification, waiver, amendment, discharge or change is
or may be sought.
Signature page follows]
2
436
Form Approved
IN WITNESS WHEREOF, Assignor and Assignee have caused this Assignment and
Assumption to be executed as of the date first set forth above.
ASSIGNOR:
City of Seward
By:
Name:
Title:
STATE OF ALASKA)
ss:
RECORDING DISTRICT
This instrument was acknowledged before me on 202, by
as of the City of Seward, an
Alaska municipal corporation.
Notary Public for the State of Alaska
My commission expires:
Signature Page to Assignment and Assumption ofEasement/
437
Form Approved
ASSIGNEE:
Homer Electric Association, Inc.
By:
Name:
Title:
STATE OF ALASKA)
ss:
COUNTY)
This instrument was acknowledged before me on 202, by
as of Homer Electric
Association, Inc., an Alaska utility consumer services cooperative.
Notary Public
Signature Page to Assignment and Assumption ofEasement/
438
Form Approved
EXHIBIT A
Easements and Agreements Being Assigned
439
EXHIBIT F Form Approved
202[e]
Homer Electric Association, Inc.
3977 Lake Street
Homer, Alaska 9960
Attn: Keriann Baker
Email: Kbaker@HomerElectric.com
Re: Asset Purchase Agreement, dated as of[e], 2023, by and between Homer Electric
Association, Inc., an Alaska utility consumer services cooperative ("Buyer") and
the City of Seward, an Alaska municipal corporation ("Seward' or the "City"), as
may be amended, supplemented or modified from time to time (collectively, the
Asset Purchase Agreement")
Ladies and Gentlemen:
We have acted as counsel for Seward in the negotiation of the Asset Purchase
Agreement. We are providing this opinion at Seward's request, pursuant to the Asset Purchase
Agreement.
In rendering this opinion, we have assumed the authenticity of all documents submitted to
us as certified or photostatic copies.
Based on the foregoing, and subject to the assumptions and qualifications contained
herein, we are of the opinion as of this date that:
1.Seward is an Alaska municipal corporation validly existing pursuant to the laws
of Alaska.
2.The City Manager and Council of the City are duly elected, qualified and
constitute the acting governing body thereof.
3.Seward has the power and authority to execute and deliver the Agreement and to
perform its obligations thereunder. The execution, delivery and performance of the Asset
Purchase Agreement by Seward has been authorized by all necessary action on the part of the
governing body and registered voters of Seward.
4.Resolutions authorizing the execution, delivery and performance of the
Agreement by Seward were duly adopted by the governing body of Seward on [0], at meetings
duly called and regularly assembled in accordance with applicable Alaska law including, without
limitation, any open meetings laws of the State.
440
0], 202[.]
Page 2
5.The Agreement has been duly executed and delivered by Seward and constitutes
the legal, valid, binding and enforceable obligations of Seward.
6. No approval, consent or authorization of any governmental body or public agency
or authority not already obtained is required for the execution, delivery and performance of the
Agreement by Seward.
7.The execution, delivery and performance of the Agreement by Seward and the
provisions thereof do not conflict with, violate, or constitute a breach of or default under, any
instrument relating to the creation, authorization, organization, existence, or operation of Seward,
any commitment, agreement, or other instrument to which Seward is a party or by which it or its
property or assets is bound or affected, or any constitution, law, rule, regulation, government
code, resolution, ordinance, judgment, order, writ, decree, or ruling to which Seward (or any of
its officials in their respective capacities as such) or its property is subject.
8.There is no action, suit, claim, proceeding, inquiry, or investigation, at law or in
equity or by or before any court, governmental or public board, body, or agency, or regulatory
authority, or private arbitration association, pending or, to our knowledge, threatened against or
affecting Seward (or any of its officials in their respective capacities as such) or any of its
property (nor to our knowledge is there any basis therefor), which in any way questions the right,
power, or authority of Seward referred to in paragraph 2 above, the validity of the authorizing
resolutions referred to in paragraph 3 above, or any other proceedings taken by Seward in
connection with the authorization, execution, delivery, or performance of the Agreement, or
wherein any unfavorable decision, ruling, or finding could adversely affect the transactions
contemplated by the Agreement or which in any way could adversely affect the Agreement or
the legality, validity, binding effect, or enforceability thereof.
9.Seward is subject to suit and liability with respect to its contractual obligations
under the Agreement, in accordance with the Agreement, and does not, with respect to its
contractual obligations under the Agreement, have any immunity from suit or jurisdiction on the
grounds of sovereignty or otherwise.
10. The obligations of Seward to make payments under the Asset Purchase
Agreement constitute operating expenses of Seward and have a claim on the revenues thereof.
11. All payment obligations of Seller under the Asset Purchase Agreement are
payable from the general fund of the City.
The opinions expressed herein are subject to the following qualifications:
a) The enforceability of the Agreement and the rights and remedies thereunder are
subject to and may be limited by (i) applicable bankruptcy, insolvency, reorganization,
moratorium, receivership, conservatorship or other similar laws from time-to-time in effect
relating to or affecting generally the enforcement of creditors' rights and (ii) general principles of
equity, including without limitation, concepts of materiality, reasonableness, good faith and fair
dealing (regardless of whether considered in a proceeding at law or an equity).
2
441
0], 202[.]
Page 3
b) We express no opinion as to the enforceability of any provision of the Agreement
purporting to constitute a consent to jurisdiction or waiver of service of process.
c) The opinions expressed herein are limited to the laws of the State of Alaska and
the Federal laws of the United States of America. For purposes of the opinions expressed in this
opinion, we have assumed that the Agreement will be governed by Alaska law exclusively.
The opinions expressed herein are based on laws and facts existing as of the date hereof.
We expressly disclaim any obligation to update or supplement this opinion letter for changes in
law or fact occurring or coming to our attention after the date hereof.
Sincerely,
3
442
EXHIBIT G Form Approved
CERTIFICATION OF NON-FOREIGN STATUS
OF
THE CITY OF SEWARD
e],2023
This certification is being delivered pursuant to Section 3.02(a)(viii) of that certain Asset
Purchase Agreement, dated as of [e], 2023 as may be amended, supplemented or modified from
time to time (the "Asset Purchase Agreement") by and between the City of Seward, an Alaska
municipal corporation("Seller"), and Homer Electric Association Inc., an Alaska utility consumer
services cooperative ("Buyer").
Section 1445 of the Internal Revenue Code of 1986, as amended (the "Code"), provides
that a transferee of a U.S. real property interest must withhold tax if the transferor is a foreign
person. For U.S. tax purposes (including Section 1445 of the Code), the owner of a disregarded
entity (which has legal title to a U.S. real property interest under local law) will be the transferor
of the property and not the disregarded entity. To inform Buyer that withholding of tax is not
required pursuant to Section 1445 of the Code in connection with the disposition of a U.S. real
property interest by Seller pursuant to the Asset Purchase Agreement, the undersigned hereby
certifies the following on behalf of Seller:
1.Seller is not a nonresident alien individual,foreign corporation,foreign partnership,
foreign trust, or foreign estate (as those terms are defined in the Code and Treasury Regulations
promulgated thereunder);
2.Seller is not a disregarded entity as defined in Treasury Regulation §1.1445-
2(b)(2)(iii);
3.Seller's U.S. taxpayer identification number (employer identification number) is
and
4.Seller's office address is: 410 Adams Street, Seward, Alaska 99664.
Seller understands that this certification may be disclosed to the Internal Revenue Service
by Buyer and that any false statement contained herein could be punished by fine, imprisonment,
or both.
Under penalties of perjury, the undersigned declares that he or she has examined this
certification and, to the best of the undersigned's knowledge and belief, it is true, correct, and
complete, and the undersigned further declares that he or she has the authority to sign this
document on behalf of Seller as of the date first written above.
Signature page immediately follows.]
1
443
IN WITNESS WHEREOF, the undersigned has executed this certification as of the date
first above written.
City of Seward
By:
Name:
Title:
Signature Page to FIRPTA Certificate]
444
EXHIBIT H
SYSTEM ASSETS
All capital assets listed in the attached 1500 Electric Fund-
Capital Assets spreadsheet except:
Lot 1, Block 1 Bear Lake Subdivision
plus all assets listed in the attached Vehicle Equipment
spreadsheet[except those highlighted in green which duplicate
assets listed in the 1500 Electric Fund-Capital Assets
spreadsheet] plus the following capital assets :
1- 1000 KVA Transformer servicing the Seward Marine Industrial
Center
1- 800 Amp. Meter and cabinet adjacent to Fishermen's Float
Seward Marine Industrial Center
1- 400 Amp. Meter and cabinet adjacent to Fishermen's Float
Seward Marine Industrial Center
445
3o 5d222
llll
001591 1600
TOTALLAND °"
Gu0a
BB BB 1291rzoo16
il000-1600
py
INFRASTRUCTUlolRE
oaa 1 p'3H0
9r523e.6e 195pa3F'2 493B09.65 F995/a.5a ie256rio
lo 162B9aa9 65d B66.35 52b p261a
000de sopoo
eb0
003002 1601
TOTAL INFRASTRUCTURE
a
20 13Ciirz013'
B5ny63 15000-1601 1,320,94331 454548.71 775A92 2 45454e.d0 2,230141 72 6293373.24
32094420 5A93 0 15000-1005
BEG.BAIANCE 0,9T1,963 1)1) B,97796266
BUILD INGS
9 63 pO000 63 pO000
Bo 1 121 B6232 22b 50r.F9 2211Or.>9 2b6 D77i90 2211Or.F9 11db6559 629 s292
ms @ Gene aiBors3929 So
TOTAL BUILDINGS 15000 1602 2.1 Ho_505bd_ 6966 33916
BID
IMPR—MENTS OLD ER THAN nlm0@ Pole Va d 2347
10522A3 10,7743
ao23320o ao233200 ao233200 ao233200 ao233200
Bo P l
Bo P l
32 B43.95 32 B43.9544733
14142.34 14 94234 14142.34
7652953 7652953 F652953 F652953
Bo Vr
s
Fd9525.23 Fa9525.23 Fa9525.23 Fd9525.23 Fd9525.23
Bo P l
FY66
000 BBB p00 0 BBB p00 0 BBB p BBB p00.0
n5Bee n5Be9e 01100 2n5Bee 32
s 95 9ai2a5is2a6is2a5BoPl241
po 1po 21poGF9a-9
57496A9 17496A9 1749649 17496A9
as 92a1] as 92a1] aa92a1] as 92a1]
11317132s
slawasl 1075pono 10750000 10750000 591 250 00
w9e 9aiaslawasE b,as 3'333
E>9,9oiaslowa,$)E;9,as
1a9 003 1az'3s3. 124235103 1az'3s3.0 1az'os3.
043 33 ya1a33n'ses 3n'ses 3n'ses 20 35eb1
33;s9aoe 9;'9ase 9;'9ase 9;'9ase
a713321 4193325 4193325 4193325
n5n_ 2750e05 275ne0' 2750'0'
35p3ds2 35p3ds2 35p3ds2 35p3ds233'IGI"2 13paa96 13pa652 13pa652 13pa652
Ev9z 4 54203 4954207
20 11' 3n'ea3o 1 z196o2s 1, to00)
15591Ad 1559239 35B9339 3s'z39
00,1oz
317 36i 1, 23
321
4 3 « eosooa 039 os eoso eosoad1eo 3a 3a 3a
412 3
10 1042300 42300
a
c
mF4
ma )Es
msv6
414 3ma )Ever
342000
Bo T Lmsv69mFY90msve
4 3ma 1 1Eve094 094m)Eve ad31nssa ad31nssa ad39 ad39 ad 31nssa
v 22 713
ma Evmedm 'EvdmEve
000464 1603m 53 53 7 3
d5222msverasp252zasp252z455
Bo ry 1791`9 7"0r9 6795069 cr 91>9
m, Ev o57399 057399 9057399 9o57399
3a,s3Fvsowo 30' 233 30' 233 30' 233 30' 233
ma,(s)Ev91
ma,(s)Ev91 wo
ma,(s)Ev9z wo
474 3ma,(s)Ev95 ono)
ma,(s)Ev95 wo1' 99
ma,(s)Ev94 wo
ma,(s)Ev95 wo
ma,(s)Ev96
ma,(s)Ev9r wo
ma,)Ev9e
ma,)Ev99
3 9
1225710, 1225710, 138$9 N 6 _
1458242271os1227113,os
1,'sso.3z 1,'sso.39 1125,039 1125,039 1125,039
To
1233a 9 9 9 1,3
886
471 330333a
6P5 13°1217 127"21a 127"21a 127"21a 127"21a
59B.,A 59B.,A 59B.,A 590.14 590.1A
19'l2,9 114'l2,9 114'l2,9 114'l2,9 114'l2,9
133333a1 49409 219112841 49409 219112841 49409
21911284
131110°° 13156334 13156334 13156334 131510°°
00
3a33333 3a33333
2241 1321 a9 2241 1339,
21 a9
31
33b3°3 33b3°3 33b3°3
3 2"3a=oA55n=, 12;p;723 1211 20 1211 20 1211 20 1211 20
981
0B1
3°13 3 1"13,3 13°33,3 1"13,3
0 233333 A A A
89 96G96000
O'1933 18'9,aa p 0B1
002073 3333013271 28
a0a333
2,0
3317333 3;319333 3333°33 933333= 157
001
1za'S;]s 133'y3a33 11,1,10
B ;30 112 3a0 12153988
08 1,000043
117'43 1 08
0733333
033°
9 GYsem improvements
pE1Reymen6B eselen
1413030 1633033 1]33333 423907723a3.o3 129935:a'2i 1aa32270 1'8B09.w 17314724
1B625B.14 2n696450 2n661 06 24e3s/.52
143 0a,30
033Ao 30 270 33a30333 3340293
1,
8,=3333011
n G,6 3 912
9 1°333 3
33 3
90
1a33333 B2 94898
B
2 21 ,
3
Ge p nce'E,a3e'pm0 d 1rzB2, oB
59742 B 19 6=6
6 6 089094 84 1133 0
TOTAL IMPROVE MENTS OTHE R THAN DO ILO IN GS 15000 1603 4294 y5188
FY22 ADD LION 15000-1Bo3
BEG.BALANGE 41,47-8.
17IT1604
447
aoo zas3E aoozas3E aoozas3E aoozas3E aoo zas3E
600p0000 boo poo oo boo poo oo boo poo oo boo poo oo
600p0000 boo poo oo 600 poo oo boo pouoo boo pouoo
m so'yw 0oo'4o00 0oo'4o00 0oo'4o00
13''000
83980
oOo
25n'o14903992n'142724g000 13, 229po289 13, 238/2301 13, 253/1323 1324016
53, 802129.10 53, 53, 9oo'yo9.3o
290000
wRnuCC2132Toso3e6, a
39'ono ao'u9zs0o aouzs080
1, 20 1, 1, 133n000 380000p1329
z9 1"oo 1"oo
19C0000 2DO0000 12Oo000 12Doon0o 12Ooo90
a3'18o 3o 43'18o 3o 43'oo30 43'oo30
1os6920 1, 1235150 1,
800 800
z41433 28 so90 28 so90 28 so90
3, 3,Co))o
C0000 C000 C0000
fE
9,8 38299
Co
OCK 79'192 PC
16o4 37521244770069737119711247'3o
1 194301E 634n4 68404 2 736 14
Na„o eoe a, 99 a
ann
10 lze rzo
TOTAL EQUIPMENT
FY22 n0Om0NS-
15000-1604 120fi9n03 11843779 119y8853
6
6.359.1xo35
20695001)
864 O605B
T.I.I.P S.h.d.le 68232457.14 45 192233.12 1 629 12300 46 80135612 1 60634646 4840770858 —150004900 49,991385.15 18 241 O7199 NBV
CONSTRUCTION IN PROGRESS
Addi—
L2/1i/— v3.nBz
Ec 535030 19259 0001700
155.E 115'3 25 1
B- am= 1 22235E 1 222 358 00
535,a o spsT,lc3s_ LB ,.2-
448
EXHIBIT I - INVENTORY
All items listed in the attached "2022 FINAL INVENTORY"
449
Item Code Description Location On hand Price Total
Fuses
10001-1A2 Fuse link-TypeT 200A WHI-MAIN 40 $ 22.00 $880.00
10002-1A2 Fuse link-TypeT 140A WH1-MAIN 25 $ 23.00 $575.00
10003-1A2 Fuse link-TypeT 100A WH1-MAIN 39 $5.70 $222.30
10004-1A2 Fuse link-TypeT 80A WH1-MAIN 25 $ 11.00 $275.00
10005-1A2 Fuse link-TypeT 65A WH1-MAIN 26 $ 11.00 $286.00
10006-1A2 Fuse link-TypeT 50A WH1-MAIN 53 $4.50 $238.50
10007-1A2 Fuse link-TypeT 40A WH1-MAIN 26 $6.00 $156.00
10008-1A2 Fuse link-TypeT 30A WH1-MAIN 32 $6.50 $208.00
10009-1A3 Fuse link-TypeT 25A WH1-MAIN 25 $6.00 $150.00
10010-1A3 Fuse link-TypeT 20A WH1-MAIN 42 $5.50 $231.00
10011-1A3 Fuse link-TypeT 15A WH1-MAIN 48 $5.50 $264.00
10012-1A3 Fuse link-TypeT 12A WH1-MAIN 31 $5.50 $170.50
10013-1A3 Fuse link-TypeT l0A WH1-MAIN 54 $5.50 $297.00
10014-1A3 Fuse link-TypeT 8A WH1-MAIN 40 $5.50 $220.00
10015-1A3 Fuse link-TypeT 6A WH1-MAIN 36 $5.50 $198.00
10016-1A3 Fuse link-TypeT 3A WH1-MAIN 44 $5.50 $242.00
10017-1A4 Fuse link-TypeK 40A WH1-MAIN 58 $4.00 $232.00
10018-1A4 Fuse link-TypeK 30A WH1-MAIN 37 $4.75 $175.75
10019-1A4 Fuse link-TypeK 25A WH1-MAIN 44 $4.75 $209.00
10020-1A4 Fuse link-TypeK 20A WH1-MAIN 49 $4.75 $232.75
10021-1A4 Fuse link-TypeK 15A WH1-MAIN 42 $4.75 $199.50
10022-1A4 Fuse link-TypeK 12A WH1-MAIN 40 $4.00 $160.00
10023-1A4 Fuse link-TypeK 10A WH1-MAIN 55 $4.00 $220.00
10024-1A4 Fuse link-TypeK 8A WH1-MAIN 48 $4.75 $228.00
10025-1A5 Fuse link-TypeK 6A WH1-MAIN 41 $4.75 $194.75
10026-1A5 Fuse link-TypeK 3A WH1-MAIN 50 $4.75 $237.50
10027-1A5 Fuse link-TypeK 2A WH1-MAIN 56 $1.80 $100.80
10028-1A5 Fuse link-TypeK IA WH1-MAIN 34 $4.00 $136.00
10029-1A5 Open Fuse link-Type K 15A WH1-MAIN 58 $6.30 $365.40
10030-1A5 Open Fuse link-Type K l0A WH1-MAIN 123 $9.00 $ 1,107.00
10031-1A5 Open Fuse link-Type K 8A WH1-MAIN 33 $9.00 $297.00
10032-1A5 Open Fuse link-Type K 6A WH1-MAIN 24 $9.00 $216.00
10033-1A6 Open Fuse link-Type K 3A WH1-MAIN 32 $9.00 $288.00
10034-1A6 Open Fuse link-Type K 2A WH1-MAIN 77 $ 12.00 $924.00
10035-1A6 Open Fuse link-Type K I WH1-MAIN 41 $ 12.00 $492.00
10037-2H3 ELST Fuse&Cartridge 150A WH1-MAIN 7 $ 350.00 $ 2,450.00
10038-1A7 Street Light Fuse-5A WH1-MAIN 123 $8.00 $984.00
10039-1A7 Street Light Fuse-10A WH1-MAIN 44 $7.42 $326.48
10040-1A7 Street Light Fuse-20A WH1-MAIN 24 $5.40 $129.60
10041-1A8 Street Light Fuse Holder Kit-Single WH1-MAIN 44 $ 22.46 $988.24
10042-1A7 Bay-O-Net Fuse-3A WH1-MAIN 24 $ 15.00 $360.00
10043-1A7 Bay-O-Net Fuse-8A WH1-MAIN 30 $ 15.00 $450.00
10044-1A7 Bay-O-Net Fuse-10A WH1-MAIN 34 $ 21.00 $714.00
10045-1A7 Bay-O-Net Fuse-15A WH1-MAIN 17 $ 15.00 $255.00
10046-1A7 Bay-O-Net Fuse-25A WH1-MAIN 26 $9.00 $234.00
10047-1A6 Bay-O-Net Fuse-50A WH1-MAIN 32 $ 17.00 $544.00
10048-1A6 Bay-O-Net Fuse-65A WH1-MAIN 38 $ 34.00 $ 1,292.00
10049-1A6 Bay-O-Net Fuse-100A WH1-MAIN 34 $ 21.00 $714.00
10051-1A6 Bay-O-Net Fuse-I 40A WH1-MAIN 22 $ 20.00 $440.00
10051-1A7 Bay-O-Net Fuse-125A WH1-MAIN 30 $ 150.00 $ 4,500.00
10052-1A8 CLT Fuse-5A WH1-MAIN 11 $ 110.00 $ 1,210.00
10053-1A8 CLT Fuse-8A WH1-MAIN 4 $ 92.00 $368.00
450
10054-1A8 CLT Fuse-12A WH1-MAIN 7 $ 328.26 $ 2,297.82
10055-1A8 CLT Fuse-18A WH1-MAIN 4 $ 270.00 $ 1,080.00
10056-1A8 S&C Switchgear Fuse-65E WH1-MAIN 6 $ 75.36 $452.16
10057-1A8 S&C Switchgear Fuse-200E WH1-MAIN 11 $ 205.30 $ 2,258.30
10058-1C2 Solid Fuse Tube Cap-100A WH1-MAIN 3.35 $
10059-1C2 Solid Fuse Tube Cap-200A WH1-MAIN 5.14 $
10060-1C2 Expulsion Fuse Tube Caps-100A WH1-MAIN 5.50 $
10061-1C2 Expulsion Fuse Tube Caps-200A WH1-MAIN 10.36 $
10062-1A8 Street Light Fuse Holder Kit-Double WH1-MAIN 12 $ 50.00 $600.00
10063-2H3 Current Limiting Fuse-100 AMP WH1-MAIN 5 $ 85.00 $425.00
10064-2H1 5E 69KV Fuse WH1-MAIN 12 $ 425.00 $ 5,100.00
10065-2H1 40E 69KV Fuse WH1-MAIN 14 $ 756.25 $ 10,587.50
10067-2H1 50E 69KV Fuse WH1-MAIN 13 $ 425.00 $ 5,525.00
Total 54,913.85
Underground
15001-2A3 Secondary Cold Shrink 2-500 WH1-MAIN 94 $ 24.10 $ 2,265.40
15002-2A3 Cold Shrink Primary WH1-MAIN 53 $ 26.00 $ 1,378.00
15003-2A3 15KV LB Elbow#2 WH1-MAIN 12 $ 24.70 $296.40
15004-2A3 15KV LB Elbow 1/0-4/0 WH1-MAIN 45 $ 29.92 $ 1,346.40
15005-2133 15KV Bushing Well Insert WH1-MAIN 22 $ 24.00 $528.00
15006-2133 15KV Dust Cap WH1-MAIN 34 $ 30.00 $ 1,020.00
15007-2133 15KV Stand Off WH1-MAIN 55 $ 42.00 $ 2,310.00
15008-2133 15KV Feed Thru Standoff WH1-MAIN 22 $ 94.75 $ 2,084.50
15009-20 15KV Bushing Well Insert Feedthru WH1-MAIN 10 $ 125.00 $ 1,250.00
15010-20 15KV LBJ 3-Way WH1-MAIN 20 $ 149.41 $ 2,988.20
15011-20 15KV LBJ 4-Way WH1-MAIN 30 $ 154.47 $ 4,634.10
15012-20 15KV Tilt Bracket 3-Way WH1-MAIN 5 $ 110.00 $550.00
15013-2D3 15KV Tilt Bracket 4-Way WH1-MAIN 10 $ 95.00 $950.00
15014-2D3 15KV 4/0 Short Splice WH1-MAIN 21 $ 47.50 $997.50
15015-2D3 15KV 4/0 Long Splice WH1-MAIN 14 $ 75.50 $ 1,057.00
15016-2E3 15KV Short Splice#2-1/0 WH1-MAIN 21 $ 34.00 $714.00
15017-2E3 15KV Long Splice#2-1/0 WH1-MAIN 22 $ 80.85 $ 1,778.70
15018-2E3 15KV skirted Cold Shrink#2-4/0 WH1-MAIN 85.80 $
15019-2E3 Cable Positioner WH1-MAIN 58 $ 29.00 $ 1,682.00
15020-2173 25KV LB Elbow 1/0 WH1-MAIN 36 $ 50.00 $ 1,800.00
15021-2173 25KV Bushing Well Insert WH1-MAIN 11 $ 37.00 $407.00
15022-2173 25KV Dust Cap WH1-MAIN 33 $ 43.50 $ 1,435.50
15023-2F3 25KV Stand Off WH1-MAIN 13 $ 59.95 $779.35
15024-2G3 25KV Feed Thru Standoff WH1-MAIN 6 $ 142.50 $855.00
15025-2G3 25KV LBJ 3-Way WH1-MAIN 12 $ 230.00 $ 2,760.00
15026-2G3 25KV LBJ 4-Way WH1-MAIN 11 $ 275.00 $ 3,025.00
15027-2G3 25KV Short Splice-#1-2/0 WH1-MAIN 40 $ 82.50 $ 3,300.00
15028-2H3 25KV Cold Shrink Splice Long WH1-MAIN 6 $ 285.00 $ 1,710.00
15029-2H3 25KV skirted Cold Shrink-1/0 WH1-MAIN 28 $ 61.00 $ 1,708.00
15030-1C7 Cable Cleaning Kit WH1-MAIN 2 $ 10.65 $ 21.30
15031-1C7 Silicone Compound WH1-MAIN 21 $9.00 $189.00
15032-1C7 Fargolene Corrosion Inhibitor WH1-MAIN 14 $6.25 $ 87.50
15034 Primary Pedestal-Single Phase 30x26x18 WH1-OLD POLE YARD 3 $ 274.00 $822.00
15035 Primary Pedestal-Single Phase 30x60x22 WH1-OLD POLE YARD 4 $ 790.00 $ 3,160.00
15036 Primary Pedestal-Three Phase 30x64x24 SS WH1-OLD POLE YARD 0 $ 2,575.00 $
15037 Secondary Pedestal-Heavy Duty WH1-OLD POLE YARD 26 $ 129.48 $ 3,366.48
15038-6132 Warning Ditch Tape WH1-MAIN 0 $ 0.03 $
Total 53,256.33
451
Underground Hardware
16001-1D2 Channel Nut w/Spring-3/8 WHI-MAIN 100 $ 0.44 $ 44.00
16002-1D2 Channel Nut w/Spring-1/2 WH1-MAIN 45 $ 0.45 $ 20.25
16003 UMl-7CT WH1-OLD POLE YARD 6 $ 495.00 $ 2,970.00
16004 UMl-7CLT WH1-OLD POLE YARD 1 $ 495.00 $495.00
16005 UMl-8CT WH1-OLD POLE YARD 8 $ 595.00 $ 4,760.00
16006 UMl-9CS WH1-OLD POLE YARD 4 $ 595.00 $ 2,380.00
16006.1 UMl-9CS Tall WH1-OLD POLE YARD 2 $ 695.00 $ 1,390.00
16007 UMl-9CT WH1-OLD POLE YARD 2 $ 595.00 $ 1,190.00
16008 UMl-9CT Tall WH1-OLD POLE YARD 2 $ 650.00 $ 1,300.00
16009 UMl-IOCS WH1-OLD POLE YARD 8 $ 341.00 $ 2,728.00
Total 17,277.25
Connectors
20001-1B3 Barrel-500 MCM WH1-MAIN 34 $ 14.70 $499.80
20002-1B3 Barrel-350 MCM WH1-MAIN 31 $2.92 $ 90.52
20003-1B3 Barrel-4/0 WH1-MAIN 79 $2.50 $197.50
20004-1B3 Barrel-2/0 WH1-MAIN 56 $1.45 $ 81.20
20005-1B3 Barrel-1/0 WH1-MAIN 69 $1.60 $110.40
20006-1B4 Partial Tension Sleeve-1/0 WH1-MAIN 46 $1.23 $ 56.58
20007-1B4 Partial Tension Sleeve-#2 WH1-MAIN 45 $1.17 $ 52.65
20008-1B4 Partial Tension Sleeve-#4 WH1-MAIN 12 $ 0.85 $ 10.20
20009-1B4 Partial Tension Sleeve-#6 WH1-MAIN 140 $ 0.90 $126.00
20010-1B5 Copper C 6 Sol-4 Str/6 Sol-6 Str WH1-MAIN 285 $ 0.85 $242.25
20011-1B5 Copper C 6 Sol-4 Str/6 Sol-4 Str WH1-MAIN 45 $ 0.51 $ 22.95
20012-1B5 Copper C 4 Sol-2 Str/8 Sol-4 Str WH1-MAIN 321 $ 0.94 $301.74
20013-1B5 Copper C 2 Sol- Str/2 Sol-2 Str WH1-MAIN 230 $ 0.94 $216.20
20014-1B5 Copper C 1/0 Sol-2/0 Str/1/0 Sol-2/0 Str WH1-MAIN 157 $3.00 $471.00
20015.1-1B5 Copper C 1/0-2/0 Str/8 Sol-2 Str WH1-MAIN 230 $2.92 $671.60
20015-1B5 Copper C 4/0 Sol-3/0 Str/4/0 Sol-3/0 Str WH1-MAIN 43 $5.06 $217.58
20016-1B6 H-TAP 159 1/0-#2 WH1-MAIN 25 $ 0.42 $ 10.50
20017-1B6 H-TAP WR9 Street light connector WH1-MAIN 0 $ 0.33 $
20018-1B6 H-TAP 189 1/0-#2 WH1-MAIN 200 $ 0.47 $ 94.00
20019-1B6 H-TAP 279 2/0-2/0 WH1-MAIN 75 $ 0.82 $ 61.50
20020-1B6 H-TAP 289 1/0-#2 WH1-MAIN 151 $ 0.84 $126.84
20021-1B6 H-TAP 379 4/0-#2 WH1-MAIN 11 $ 0.73 $ 8.03
20022-1B6 H-TAP 389 4/0-#2 WH1-MAIN 79 $1.80 $142.20
20023-1B6 H-TAP 399 4/0-2/0 WH1-MAIN 57 $ 0.79 $ 45.03
20024-1B7 H-TAP 419 4/0-4/0 WH1-MAIN 119 $ 0.52 $ 61.88
20025-1B7 H-TAP 500 WH1-MAIN 31 $1.25 $ 38.75
20026-1B7 H-TAP 550 WH1-MAIN 35 $1.90 $ 66.50
20027-1B7 H-TAP 715 2/0-397 MCM WH1-MAIN 88 $4.50 $396.00
20028-1B7 H-TAP 775 WH1-MAIN 24 $2.50 $ 60.00
20029-1B7 H-TAP 835 WH1-MAIN 37 $2.00 $ 74.00
20030-1B7 6-1/0 ACSR WH1-MAIN 113 $3.40 $384.20
20031-1B7 2-4/0/#6-2/0 ACSR WH1-MAIN 42 $7.10 $298.20
20032-1B8 Insulink 4/0-4/0 WH1-MAIN 13 $1.88 $ 24.44
20033-1B8 Insulink 4/0-1/0 WH1-MAIN 75 $1.90 $142.50
20034-1B8 Insulink 1/0-1/0 WH1-MAIN 52 $ 0.36 $ 18.72
20035-1B8 Insulink 1/0-4 WH1-MAIN 239 $ 0.45 $107.55
20037-1B8 Insulink 2-2 WH1-MAIN 81 $ 0.36 $ 29.16
20038-1B8 Insulink 2-4 WH1-MAIN 161 $1.20 $193.20
20039-1B8 Insulink 4-4 WH1-MAIN 67 $ 0.45 $ 30.15
20040-1C3 2 Hole Paddle 1/0 AL/CU WH1-MAIN 41 $4.42 $181.22
20041-1C3 2 Hole Paddle 2/0 AL/CU WH1-MAIN 1 16 $4.90 $ 78.40
452
20042-1C3 2 Hole Paddle 4/0 AL/CU WH1-MAIN 126 $7.50 $945.00
20043-1C3 2 Hole Paddle 350 MCM AL/CU WH1-MAIN 74 $ 10.95 $810.30
20044-1C3 2 Hole Paddle 500 MCM AL/CU WH1-MAIN 24 $8.45 $202.80
20045-1C3 1 Hole Paddle 4 AL/CU WH1-MAIN 10 $2.15 $ 21.50
20046-105 Stem Connector 4/0 AL/CU WH1-MAIN 48 $ 17.75 $852.00
20047-105 Stem Connector 1/0 AL/CU WH1-MAIN 143 $9.96 $ 1,424.28
20048-105 Stem Connector 2/0 AL WH1-MAIN 47 $4.60 $216.20
20049-105 Stem Connector#2 AL/CU WH1-MAIN 54 $9.96 $537.84
20050-105 Stem Connector#2 Short AL/CU WH1-MAIN 52 $ 0.50 $ 26.00
20051-105 Stem Connector#4 Short AL/CU WH1-MAIN 38 $1.15 $ 43.70
20052-1C7 Ground Bushing WH1-MAIN 30 $7.19 $215.70
20053-1E2 PTF 6 Hole 350MCM 5/8 WH1-MAIN 55 $ 23.86 $ 1,312.30
20054-1E2 PTF 6 Hole 500MCM 1" WH1-MAIN 18 $ 43.00 $774.00
20055-1E3 PED 500MCM 8 Hole WH1-MAIN 0 $ 11.62 $
20055.1-1E3 PED 350MCM 8 Hole WH1-MAIN 26 $ 11.62 $302.12
20056-1E3 PED 350MCM 6 Hole WH1-MAIN 30 $ 13.00 $390.00
20057-1E3 PED 350MCM 6 Hole Insulated WH1-MAIN 50 $ 22.47 $ 1,123.50
20058-1134 Loadbreak Elbow Connectors-#2 STR WH1-MAIN 37 $6.00 $222.00
20059-1134 Loadbreak Elbow Connectors-1/0 STR WH1-MAIN 65 $6.00 $390.00
20060-1134 Loadbreak Elbow Connectors-4/0 STR WH1-MAIN 50 $5.65 $282.50
20061-1133 Barrel-#2 WH1-MAIN 56 $3.00 $168.00
20062-1133 Splice Lug-#2-#6 WH1-MAIN 86 $ 0.45 $ 38.70
20063-1134 Splice Lug-#2 WH1-MAIN 45 $5.00 $225.00
20064-1135 Copper Compression Cross Grid Connector-2-250 WH1-MAIN 49 $ 25.00 $ 1,225.00
20065-1C3 2 Hole Paddle 350 CU Stackable WH1-MAIN 30 $ 15.00 $450.00
20066-1C3 2 Hole Paddle 4/0 CU Stackable WH1-MAIN 40 $8.00 $320.00
20067-1C2 Dog Bone Connector-#2 ACSR WH1-MAIN 125 $6.50 $812.50
20068-1C2 Dog Bone Connector-1/0 ACSR WH1-MAIN 75 $7.15 $536.25
20069-1C4 2 Hole Paddle#4 STR WH1-MAIN 7 $4.07 $ 28.49
20070-105 Stem Connector 350-400 AL WH1-MAIN 29 $ 17.00 $493.00
20071-105 Stem Connector 300 AL WH1-MAIN 50 $ 17.00 $850.00
20072-1C7 Ground Rod Clamp WH1-MAIN 159 $3.06 $486.54
20073-1D3 2 Hole Paddle 336 WH1-MAIN 36 $ 30.00 $ 1,080.00
20074-1D3 Grounding Clamp-2" WH1-MAIN 7 $ 13.81 $ 96.67
20075-1D3 Grounding Clamp-4" WH1-MAIN 6 $ 37.57 $225.42
20076-1E2 4 Hole Transformer Connector-#6-250 WH1-MAIN 21 $ 19.19 $402.99
20077-1E2 4 Hole Transformer Connector-#6-350 WH1-MAIN 56 $ 18.75 $ 1,050.00
Total 24,621.44
Overhead Hardware
25003-1F4 Carriage Bolts 3/8 x 10 WH1-MAIN 53 $1.89 $100.17
25004-1174 Carriage Bolts 3/8 X 8 WH1-MAIN 40 $1.75 $ 70.00
25005-1174 Carriage Bolts 3/8 X 4 1/2 WH1-MAIN 120 $1.00 $120.00
25006-1174 Carriage Bolts 1/2 X 8 WH1-MAIN 230 $2.15 $494.50
25007-1173 Machine Bolts 1/2 X 8 WH1-MAIN 49 $1.30 $ 63.70
25008-1174 Carriage Bolts 3/8 X 6 WH1-MAIN 48 $ 0.56 $ 26.88
25009-1175 IOM Strandvise WH1-MAIN 49 $ 12.40 $607.60
25010-1175 7/16 Strandlink WH1-MAIN 35 $ 26.75 $936.25
25011-1175 1OM Strandlink AL/Galy WH1-MAIN 75 $ 14.50 $ 1,087.50
25012-1175 3/810M Strandlink Stl/Galy WH1-MAIN 63 $ 16.00 $ 1,008.00
25016-1E4 Oval Eye Nut 5/8 WH1-MAIN 178 $3.30 $587.40
25018-1G5 Machine Bolt 5/8 X 6 WH1-MAIN 98 $1.40 $137.20
25019-1G5 Machine Bolt 5/8 X 10 WH1-MAIN 38 $1.25 $ 47.50
25020-1G5 Machine Bolt 5/8 X 12 WH1-MAIN 11 $1.78 $ 19.58
25021-1G5 Machine Bolt 5/8 X 14 WH1-MAIN 29 $1.50 1 $ 43.50
453
25022-1H5 Machine Bolt 5/8 X 16 WH1-MAIN 174 $1.52 $264.48
25023-1H5 Machine Bolt 5/8 X 18 WH1-MAIN 156 $2.25 $351.00
25024-1H5 Machine Bolt 5/8 X 20 WH1-MAIN 39 $3.25 $126.75
25025.1-2F4 DA Bolt 3/4 X 28 WH1-MAIN 74 $5.00 $370.00
25025.2-2F4 DA Bolt 3/4 X 30 WH1-MAIN 95 $5.00 $475.00
25025.3-2E4 DA Bolt 3/4 X 8 WH1-MAIN 264 $3.50 $924.00
25025.4-2E4 DA Bolt 3/4 X 24 WH1-MAIN 61 $5.00 $305.00
25025-1H5 DA Bolt 5/8 X 14 WH1-MAIN 30 $1.90 $ 57.00
25026-1H5 DA Bolt 5/8 X 18 WH1-MAIN 167 $1.82 $303.94
25027-2A4 DA Bolt 5/8 X 20 WH1-MAIN 46 $2.00 $ 92.00
25028-2A4 DA Bolt 5/8 X 22 WH1-MAIN 35 $1.99 $ 69.65
25029-2B4 DA Bolt 5/8 X 24 WH1-MAIN 46 $4.25 $195.50
25030-2B4 DA Bolt 5/8 X 26 WH1-MAIN 52 $2.35 $122.20
25031-2B4 DA Bolt 5/8 X 30 WH1-MAIN 20 $3.62 $ 72.40
25032-2B4 OVAL EYE BOLT 5/8 X 10 WH1-MAIN 11 $1.96 $ 21.56
25033-2C4 OVAL EYE BOLT 5/8 X 12 WH1-MAIN 5 $4.10 $ 20.50
25034-2C4 OVAL EYE BOLT 5/8 X 14 WH1-MAIN 59 $2.73 $161.07
25035-2C4 OVAL EYE BOLT 5/8 X 16 WH1-MAIN 107 $4.90 $524.30
25036-2C4 OVAL EYE BOLT 5/8 X 18 WH1-MAIN 40 $5.40 $216.00
25037.1-2E4 OVAL EYE BOLT 3/4 X 10 WH1-MAIN 25 $6.25 $156.25
25037-2E4 OVAL EYE BOLT 3/4 X 14 WH1-MAIN 29 $9.80 $284.20
25038-2E4 OVAL EYE BOLT 3/4 X 16 WH1-MAIN 18 $ 10.00 $180.00
25039-2F4 Machine Bolt 3/4 X 14 WH1-MAIN 30 $1.92 $ 57.60
25040-2F4 Machine Bolt 3/4 X 16 WH1-MAIN 52 $2.10 $109.20
25041-2G4 Machine Bolt 3/4 X 18 WH1-MAIN 240 $2.55 $612.00
25042-2G4 Machine Bolt 3/4 X 24 WH1-MAIN 61 $5.90 $359.90
25043-2G4 Machine Bolt 3/4 X 26 WH1-MAIN 176 $5.95 $ 1,047.20
25044-2G4 Machine Bolt 3/4 X 22 WH1-MAIN 42 $5.10 $214.20
25045.1-2I4 DA Bolt 7/8 X 12 WH1-MAIN 10 $7.25 $ 72.50
25045-2H4 DA Bolt 7/8 X 30 WH1-MAIN 18 $ 20.50 $369.00
25046-2H4 DA Bolt 7/8 X 34 WH1-MAIN 12 $ 21.50 $258.00
25047-2H4 DA Bolt 7/8 X 38 WH1-MAIN 10 $ 23.50 $235.00
25048-2I4 DA Bolt 7/8 X 40 WH1-MAIN 10 $ 25.00 $250.00
25049.1-2I4 Machine Bolt 7/8 X 12 WH1-MAIN 43 $4.29 $184.47
25049-2I4 Machine Bolt 7/8 X 14 WH1-MAIN 166 $5.80 $962.80
25050-2I4 Machine Bolt 7/8 X 16 WH1-MAIN 78 $3.00 $234.00
25051-2J4 Machine Bolt 7/8 X 18 WH1-MAIN 84 $4.29 $360.36
25052-2J4 Machine Bolt 7/8 X 20 WH1-MAIN 96 $4.29 $411.84
25053-2J4 Machine Bolt 7/8 X 22 WH1-MAIN 42 $9.00 $378.00
25054.1-2J4 Machine Bolt 7/8 X 28 WH1-MAIN 3 $4.29 $ 12.87
25054-2I3 9KV Arrester WH1-MAIN 18 $ 40.00 $720.00
25055-2I3 18KV Arrester WH1-MAIN 25 $ 75.00 $ 1,875.00
25056-1F3 3"Neutral Spool WH1-MAIN 72 $1.88 $135.36
25067-106 Copper Automatic-#2 SOL WH1-MAIN 43 $8.00 $344.00
25068-106 Copper Automatic-#4 SOL WH1-MAIN 37 $5.00 $185.00
25069-106 Copper Automatic-#6 SOL WH1-MAIN 28 $5.00 $140.00
25070-1D3 3 Bolt Clamp WH1-MAIN 33 $8.00 $264.00
25071-1D4 J-Hook Lag Bolt 3/8"X 4" WH1-MAIN 11 $ 12.29 $135.19
25072-1D4 Weatherhead WH1-MAIN 11 $ 34.65 $381.15
25073-1D4 Service Mast WH1-MAIN 28 $7.42 $207.76
25074-1D4 Swinging Clevis-Small WH1-MAIN 25 $1.13 $ 28.25
25075-2I3 Swinging Clevis-Large WH1-MAIN 90 $4.75 $427.50
25076-1D4 2"Secondary Spool WH1-MAIN 83 $1.40 $116.20
25077-1D3 Curved Washer-3/4"-7/8" WH1-MAIN 3 $8.00 $ 24.00
25081-1D5 Anchor Shackle-1/2" WH1-MAIN 15 $2.50 1 $ 37.50
454
25082-1D6 Lag Bolt 5/8 x 5 WH1-MAIN 100 $2.50 $250.00
25093-1E1 Mid Span Tap Kit-350-4/0 WH1-MAIN 9 $ 42.00 $378.00
25095-1E3 Thimble Eyenut-3/4 WH1-MAIN 37 $2.87 $106.19
25096-1E4 Thimble Eyenut-5/8 WH1-MAIN 34 $2.87 $ 97.58
25097-1E4 Oval Eye-3/4" WH1-MAIN 179 $4.20 $751.80
25098-1E4 Eyenut-3/4 WH1-MAIN 98 $1.28 $125.44
25099-1E4 Eyenut-5/8 WH1-MAIN 0 $1.09 $
25102-1E8 Round Curved Washer-7/8"WH1-MAIN 24 $4.50 $108.00
25103-1F1 Mid Span Tap Kit WH1-MAIN 7 $ 22.00 $154.00
25104-1F2 Service wedge clamp WH1-MAIN 16 $2.40 $ 38.40
25105-1F2 Dead End Secondary Whip-1/0 WH1-MAIN 70 $2.00 $140.00
25106-1F2 Dead End Secondary Whip-4/0 WH1-MAIN 118 $2.80 $330.40
25107-1F2 Dead End Secondary Whip#2 WH1-MAIN 51 $1.05 $ 53.55
25108-1F2 Dead End Secondary Whip-#4 WH1-MAIN 53 $ 0.75 $ 39.75
25109-1F2 Dead End Secondary Whip-#6 WH1-MAIN 6 $ 0.78 $ 4.68
25110-1G4 Guy Clevis-Thimble Eye-Heavy WH1-MAIN 29 $9.90 $287.10
25111-1G4 Tripleye Anchor Attachment WH1-MAIN 65 $3.35 $217.75
25112-1G4 Guy Hook WH1-MAIN 169 $4.25 $718.25
25113-1G4 Guy Hook-Large WH1-MAIN 23 $6.80 $156.40
25114-1G4 Combination Guy Hook WH1-MAIN 9 $ 10.70 $ 96.30
25115-1G5 Thimbleye Bolt-5/8 x 16" WH1-MAIN 95 $8.00 $760.00
25116-1G3 Hot Line Stirrup-#4-4/0 WH1-MAIN 50 $ 20.10 $ 1,005.00
25117-1G2 Hot Line Stirrup-1/0-397.5 WH1-MAIN 35 $ 19.12 $669.20
25118-1G3 Hot Line Clamp-Small WH1-MAIN 38 $ 11.50 $437.00
25119-1G3 Hot Line Clamp-Medium WH1-MAIN 74 $7.00 $518.00
25120-1G3 Hot Line Clamp-Large WH1-MAIN 62 $ 41.89 $ 2,597.18
25121-1G2 Hot Line Sitrrup Copper-#6-2/0 WH1-MAIN 36 $ 105.00 $ 3,780.00
25122-1G2 Cross-Arm Mounting Bracket WH1-MAIN 20 $ 38.00 $760.00
25123-1G1 Pole Top Ridge Pin-Tall WH1-MAIN 18 $6.15 $110.70
25124-1G1 Pole Top Ridge Pin-Short WH1-MAIN 13 $2.25 $ 29.25
25125-1G1 Sidewalk Guy WH1-MAIN 2 $ 25.00 $ 50.00
25126.1-1G1 Grid Gain Plate-6 3/4" WH1-MAIN 0 $ 11.21 $
25126-1G1 Grid Gain Plate WH1-MAIN 20 $ 12.00 $240.00
25127-1G1 Insulator Pin Nut WH1-MAIN 47 $2.25 $105.75
25128-1H2 Automatic Wire Bail Dead End-4/0 WH1-MAIN 25 $ 20.75 $518.75
25129-1H2 Automatic Wire Bail Dead End-1/0 WH1-MAIN 58 $9.80 $568.40
25130-1H2 Automatic Wire Bail Dead End-#2 WH1-MAIN 95 $7.67 $728.65
25131-1H2 Automatic Clevis Dead End-4/0 WH1-MAIN 48 $ 15.16 $727.68
25132-1H2 Automatic Clevis Dead End-1/0 WH1-MAIN 21 $ 10.25 $215.25
25133-1H3 Automatic Clevis Dead End-#2 WH1-MAIN 24 $9.50 $228.00
25134-1H4 Automatic Clevis Dead End-#4 WH1-MAIN 33 $7.30 $240.90
25135-1H4 Deadend Pistol Grip Shoe-#6-3/0 WH1-MAIN 19 $ 10.00 $190.00
25136-1H4 Deadend Wedge-#4-1/0 WH1-MAIN 49 $ 20.00 $980.00
25137-1H4 Pipe Strap-2" WH1-MAIN 6 $ 26.00 $156.00
25138-2A2 Pipe Strap-4" WH1-MAIN 138 $2.00 $276.00
25139-2A2 Pipe Strap-6" WH1-MAIN 92 $3.00 $276.00
25140-2A2 2 Hole Paddle 1/0 AL/CU WH1-MAIN 106 $8.00 $848.00
25144-2J2 Cross Arm Pin-5/8 WH1-MAIN 242 $5.00 $ 1,210.00
25145-2I3 Neutral Clevis Bracket WH1-MAIN 28 $5.55 $155.40
25146-2J3 Dead End Tee WH1-MAIN 42 $ 59.98 $ 2,519.16
25147-2I2 Two Position Bracket WH1-MAIN 8 $ 45.00 $360.00
25148-2H2 Single Position Bracket WH1-MAIN 4 $ 33.82 $135.28
25149-2D4 Upset Bolt 5/8 X 18 WH1-MAIN 20 $ 11.50 $230.00
25150-2D4 Upset Bolt 5/8 X 14 WH1-MAIN 214 $8.00 $ 1,712.00
25151-2D4 Upset Bolt 5/8 X 12 WH1-MAIN 115 $5.00 1 $575.00
455
25152-2D4 Upset Bolt 5/8 X 10 WH1-MAIN 88 $5.00 $440.00
25153-2I2 Crossarm Saddle Pin-15KV WH1-MAIN 60 $ 13.75 $825.00
25154-2J2 Crossarm Saddle Pin-25KV WH1-MAIN 69 $ 13.50 $931.50
25155-2B2 Stand-Off Bracket-15" WH1-MAIN 28 $ 21.00 $588.00
25156-2A2 Stand-Off Bracket-8.5" WH1-MAIN 45 $ 12.50 $562.50
25157-2A4 Screw Anchor-Single WH1-MAIN 25 $ 34.00 $850.00
25158-2A4 Screw Anchor-Double WH1-MAIN 8 $ 39.90 $319.20
25159-7A5 Screw Anchor-Triple WH1-MAIN 3 $ 210.00 $630.00
25160-2A1 Cutout-100A NLB 15KV WH1-MAIN 87 $ 90.45 $ 7,869.15
25161-2B1 Cutout-100A LB 15KV WH1-MAIN 12 $ 182.74 $ 2,192.88
25162-2C1 Cutout-200A LB 15KV WH1-MAIN 21 $ 244.48 $ 5,134.08
25163-2D1 Cutout-100A LB 25KV WH1-MAIN 19 $ 200.09 $ 3,801.71
25164-2D1 Cutout-200A LB 25KV WH1-MAIN 3 $ 263.50 $790.50
25165-3G4 336.4-Single Support-Linnet WH1-MAIN 98 $ 10.75 $ 1,053.50
25166-3G6 336.4-Suspension-Oriole(Housing&Cushion) WH1-MAIN 26 $ 88.00 $ 2,288.00
25167-3G4 336.4-Linnet(Part loft) WH1-MAIN 39 $ 51.88 $ 2,023.32
25168-3G4 336.4-Suspension-Linnet(part loft) WH1-MAIN 26 $ 24.38 $633.88
25169-3G5 336.4-Oriole(part loft) WH1-MAIN 25 $ 73.00 $ 1,825.00
25169-3G6 336.4-Oriole(Housing and Cushion)part2of2 WH1-MAIN 25 $ 73.00 $ 1,825.00
25170-3F3 1/0-Raven Armor Rod WH1-MAIN 41 $5.02 $205.82
25171-3F4 4/0-Penguin Armor Rod WH1-MAIN 27 $7.00 $189.00
25172-3F4 2-Sparate Armor Rod WH1-MAIN 89 $3.00 $267.00
25173-3F4 1/0-Raven-Conductor Splice Armor Rod WH1-MAIN 93 $5.02 $466.86
25174.1-3C5 Guy Whip-Dead-End-3/8 WH1-MAIN 0 $6.85 $
25174-3C5 Guy Whip-Dead-End-7/16 WH1-MAIN 40 $4.46 $178.40
25175-3C5 Guy Whip-Dead-End-IOM WH1-MAIN 30 $3.52 $105.60
25176-3C5 Guy Whip-Dead-End-12.5M WH1-MAIN 38 $5.67 $215.46
25177-3C5 Guy Whip-Dead-End-16M WH1-MAIN 74 $6.85 $506.90
25178-3C2 Guy Strain Insulator(Fish) -54" WH1-MAIN 37 $ 29.45 $ 1,089.65
25179-3C3 Guy Strain Insulator(Fish) -60" WHI-MAIN 1 $ 18.90 $ 18.90
25180-3C3 Guy Strain Insulator(Fish) -96" WH1-MAIN 19 $ 39.05 $741.95
25181-3F5 Neutral Extnsion Bracket WH1-MAIN 25 $ 16.43 $410.75
25182-2J3 Corner Bracher 3/4"WH1-MAIN 8 $ 46.00 $368.00
25183-2J3 Corner Bracher 5/8"WH1-MAIN 14 $ 48.00 $672.00
25184-2B5 Pole Top Bracket-Small WH1-MAIN 25 $ 20.00 $500.00
25185-3B5 Pole Top Bracket-Large WH1-MAIN 3 $ 47.00 $141.00
25186-3E6 Crossarm Reinforcing Plate WH1-MAIN 217 $ 20.50 $ 4,448.50
25187-3F5 Socket Eye/Clevis WH1-MAIN 188 $5.15 $968.20
25188-3F5 Ball Clevis WH1-MAIN 0 $5.15 $
25189-3F5 Y Clevis Ball WH1-MAIN 8 $ 28.00 $224.00
25190-3E6 VORTX Vibration Damper WH1-MAIN 40 $ 30.00 $ 1,200.00
25191-2J3 Ball Hook(Locking type) WH1-MAIN 180 $8.00 $ 1,440.00
25192-3E6 AFL Filler Compound WH1-MAIN 54 $ 10.00 $540.00
25193-3E6 Ampact Internally Fired Lug WH1-MAIN 7 $6.65 $ 46.55
25194-3E6 Twisted Links WH1-MAIN 25 $ 23.00 $575.00
25195-3D6 Dead End Assembly-Linnet/ACSS WH1-MAIN 6 $ 80.70 $484.20
25196-3D6 Dead End Assembly-Oriole/ACSS WH1-MAIN 43 $ 135.00 $ 5,805.00
25197-3D6 Dead End Tongue-Oriole WH1-MAIN 27 $ 18.60 $502.20
25198-3D6 Compression Dead End-Linnet-Clevis Type WH1-MAIN 59 $ 142.00 $ 8,378.00
25199-3D6 Compression Dead End-Linnet-Eye Type WH1-MAIN 22 $ 142.00 $ 3,124.00
25200-3C6 Four Bolt Dead End Pistol WH1-MAIN 0 $ 13.00 $
25201-3C6 Strain Clamp-336.4-1272 WH1-MAIN 28 $ 86.00 $ 2,408.00
25202-3C6 Suspension Clamp WH1-MAIN 25 $ 68.00 $ 1,700.00
25203-3C6 Dead End Assembly Kit 7-10"Pole WH1-MAIN 1 $ 85.00 $ 85.00
25205-3B6 Dead End Assembly Kit 11-14"Pole WH1-MAIN 1 $ 96.00 $ 96.00
456
25206-3A3 Anchor Plate-16"x 5/8" WH1-MAIN 27 $ 34.37 $927.99
25207-3A3 Anchor Plate-24"x 3/4" WH1-MAIN 16 $ 109.77 $ 1,756.32
25208-3F5 Extension Bracket-9" WH1-MAIN 0 $3.45 $
25209-7A3 Guy Marker WH1-MAIN 0 $6.00 $
25210-7A1 Anchor Rod-1"x 10'Double Eye WH1-MAIN 0 $ 24.90 $
25211-7A2 Anchor Rod-5/8"x 8'Double Eye WH1-MAIN 19 $ 25.00 $475.00
25212-7A3 Anchor Rod-3/4"x 8'Triple Eye WH1-MAIN 22 $ 32.73 $720.06
25213-7A3 Anchor Rod-3/4"x 8'Double Eye WH1-MAIN 6 $ 28.00 $168.00
25214-7A1 Anchor Rod-1"x 10'Triple Eye WH1-MAIN 36 $ 24.90 $896.40
25215.1-7A6 Extension Rod Coupler 3.5'X3/4" WH1-MAIN 0 $9.00 $
25215-6W5 Extension Rod Coupler TX3/4" WH1-MAIN 0 $ 24.00 $
25216-6W5 Extension Rod Coupler TX WH1-MAIN 10 $ 30.00 $300.00
25217-7A6 Screw Anchor Extension-3.5 WH1-MAIN 5 $ 30.00 $150.00
25218-7A6 Screw Anchor Extension-5'WH1-MAIN 6 $ 30.00 $180.00
25219-7A5 Screw Anchor Extension-7'WH1-MAIN 8 $ 30.00 $240.00
25220-6W3 Guy Adapter-Triple Eye-18" WH1-MAIN 28 $ 94.23 $ 2,638.44
25221-6W4 Anchor Extension-Twin Eye-1" WH1-MAIN 20 $ 120.00 $ 2,400.00
25222-6W1 Expanding Rock Anchor-3/4"X 15"WH1-MAIN 5 $ 28.00 $140.00
25223-6W2 Expanding Rock Anchor-3/4"X 30"WH1-MAIN 3 $ 61.00 $183.00
25224-6W5 Expanding Rock Anchor-3/4"X 72" WH1-MAIN 8 $ 25.00 $200.00
25225-6W5 Expanding Rock Anchor-1"X 72" WH1-MAIN 2 $ 25.00 $ 50.00
25228-1D4 Secondary Clevis WH1-MAIN 21 $1.90 $ 39.90
25229-1D4 Guy Wire Basket WH1-MAIN 0 $7.50 $
Total 133,908.84
Pofm
30001 25'Class 6 WH1-NEW POLE YARD 15 $ 220.00 $ 3,300.00
30002 30'Class 4 WH1-NEW POLE YARD 9 $ 325.00 $ 2,925.00
30003 35'Class 5 WH1-NEW POLE YARD 11 $ 1,060.00 $ 11,660.00
30004 40'Class 2 WH1-NEW POLE YARD 8 $ 645.00 $ 5,160.00
30005 45'Class 2 WH1-NEW POLE YARD 19 $ 493.00 $ 9,367.00
30005-1 45'Class 3 WH1-NEW POLE YARD 2 $ 493.00 $986.00
30006 45'H1 WH1-NEW POLE YARD 0 $ 1,060.00 $
30008 50'Class 2 WH1-NEW POLE YARD 8 $ 570.00 $ 4,560.00
30008-1 50'Class 1 WH1-NEW POLE YARD 1 $ 1,035.00 $ 1,035.00
30011 55'Class 2 WH1-NEW POLE YARD 10 $ 658.00 $ 6,580.00
30012 55'H2 WH1-NEW POLE YARD 2 $ 1,630.00 $ 3,260.00
30012 55'H2 WH1-OLD POLE YARD 1 $ 1,630.00 $ 1,630.00
30013 55'H3 WH1-NEW POLE YARD 1 $ 472.00 $472.00
30014 60'H1 WH1-NEW POLE YARD 6 $ 1,935.00 $ 11,610.00
30014 60'H1 WH1-OLD POLE YARD 2 $ 1,935.00 $ 3,870.00
30014-1 60'Class 1 WH1-NEW POLE YARD 0 $ 1,380.00 $
30014-1 60'Class 1 WH1-OLD POLE YARD 3 $ 1,380.00 $ 4,140.00
30014-2 60'Class 2 WH1-NEW POLE YARD 0 $ 484.00 $
30015 60'H3 WH1-NEW POLE YARD 2 $ 1,410.00 $ 2,820.00
30018 70'H3 WH1-NEW POLE YARD 1 $ 1,410.00 $ 1,410.00
30018 70'H3 WH1-OLD POLE YARD 5 $ 1,410.00 $ 7,050.00
30019 70'H2 Fiberglass WH1-NEW POLE YARD 1 $ 387.10 $387.10
30019-1 70'H2 WH1-NEW POLE YARD 2 $ 2,398.00 $ 4,796.00
30019-1 70'H2 WH1-OLD POLE YARD 3 $ 2,398.00 $ 7,194.00
30020 75'H2 WH1-NEW POLE YARD 1 $ 2,685.00 $ 2,685.00
30020 75'H2 WH1-OLD POLE YARD 2 $ 2,685.00 $ 5,370.00
30020-1 75'H3 WH1-OLD POLE YARD 2 $ 3,609.00 $ 7,218.00
30021 75'H2 Fiberglass WH1-NEW POLE YARD 1 $ 5,928.13 $ 5,928.13
30023 80'H3 WH1-OLD POLE YARD 2 $ 1,320.00 $ 2,640.00
457
30024 85'H2 WH1-OLD POLE YARD 3 $ 1,320.00 $ 3,960.00
30025 85'H3 WH1-OLD POLE YARD 3 $ 1,320.00 $ 3,960.00
30026 85'H3 Fiberglass WH1-NEW POLE YARD 1 $ 9,222.06 $ 9,222.06
30027 65'H1 WH1-OLD POLE YARD 4 $ 1,241.00 $ 4,964.00
30028 65'H3 WH1-OLD POLE YARD 4 $ 962.00 $ 3,848.00
30029 65'Class 1 WH1-OLD POLE YARD 1 $ 1,241.00 $ 1,241.00
30031 90'H3 WH1-OLD POLE YARD 1 $ 1,320.00 $ 1,320.00
30032-6133 Copper Ground Plate WH1-MAIN 8.00 $
Total 146,568.29
X-Arms&Braces
31000 8'Double Dead End Arm Assemby WH1-OLD POLE YARD 5 $ 380.00 $ 1,900.00
31001 8'Cross Arm WH1-OLD POLE YARD 44 $ 57.73 $ 2,540.12
31002 Cross Arm Brace-28" WH1-OLD POLE YARD 124 $ 10.00 $ 1,240.00
31003 Cross Arm Brace-60" WH1-OLD POLE YARD 170 $ 28.00 $ 4,760.00
31005 10'Cross Arm-3 5/8 x 4 5/8 WH1-OLD POLE YARD 93 $ 43.50 $ 4,045.50
31006 10'Cross Arm-3 3/4 x 4 3/4 WH1-OLD POLE YARD 0 $ 38.35 $
31007 10'Cross Arm-3 3/4 x 5 3/4 WH1-OLD POLE YARD 0 $ 61.32 $
31008 10'Cross Arm-5 5/8 x 7 3/8 WH1-OLD POLE YARD 12 $ 415.00 $ 4,980.00
31010 10'Fiberglass Cross Arm WH1-OLD POLE YARD 0 $ 356.25 $
Total 19,465.62
i=E 001 In
35001-106 House Knob WH1-MAIN 34 $4.09 $139.06
35002-106 Automatic Copper Deadend-#6 WH1-MAIN 88 $ 15.00 $ 1,320.00
35003-106 Automatic Copper Deadend-#4 WH1-MAIN 62 $7.30 $452.60
35004-1D3 Line Post Insulator Studs-5/8 WH1-MAIN 62 $3.00 $186.00
35005-1D3 Trunnion Stud Mounting Bolt-5/8 WH1-MAIN 102 $3.95 $402.90
35007-1D5 Thimble Adaptor WH1-MAIN 94 $2.26 $212.44
35008-1F3 Guy Strain Insulator WH1-MAIN 17 $3.32 $ 56.44
35009-2I2 15KV Polymer Deadend WH1-MAIN 44 $ 11.25 $495.00
35010-2I2 25KV Polymer Deadend WH1-MAIN 35 $ 19.25 $673.75
35011-3G6 Large Angle Trunnion Clamp WH1-MAIN 121 $9.55 $ 1,155.55
35012-3G6 Medium Trunnion Clamp WH1-MAIN 32 $7.50 $240.00
35013-3G6 Small Trunnion Clamp WH1-MAIN 133 $7.50 $997.50
35014-3132 Vise Top Insulator-15KV WH1-MAIN 53 $ 18.45 $977.85
35015-3132 Vise Top Insulator-25KV WH1-MAIN 50 $ 19.40 $970.00
35016-3133 Pin Type Insulator-C-Neck WH1-MAIN 228 $ 29.93 $ 6,824.04
35017-3134 Victor Pin Insulator-15/25KV J-Neck WH1-MAIN 196 $ 13.25 $ 2,597.00
35018-3A4 Victor Station Post Insulator WH1-MAIN 10 $ 48.00 $480.00
35019-3A3 Epoxilator-1 15KV WH1-MAIN 2 $ 35.00 $ 70.00
35020-3133 Line Post Insulator-C Neck 27KV WH1-MAIN 11 $ 55.00 $605.00
Total 18,855.13
Transformer-Overhead
40000 1.5KVA Single Bushing WH1-OLD POLE YARD 6 $ 833.00 $ 4,998.00
40001 5KVA WH1-OLD POLE YARD 2 $ 479.67 $959.34
40002 IOKVA WH1-OLD POLE YARD 4 $ 380.00 $ 1,520.00
40003 15KVA WH1-OLD POLE YARD 6 $ 1,596.11 $ 9,576.66
40004 25KVA WH1-OLD POLE YARD 8 $ 928.00 $ 7,424.00
40006 37.5KVA WH1-OLD POLE YARD 0 $ 2,005.02 $
40007 50KVA WH1-OLD POLE YARD 7 $ 1,831.00 $ 12,817.00
40008 75KVA WH1-OLD POLE YARD 0 $ 2,399.00 $
40009 100KVA WH1-OLD POLE YARD 0 $ 900.00 $
40010 167KVA WH1-OLD POLE YARD 0 $ 950.00 1 $
458
40011 500KVA WH1-OLD POLE YARD 0 $ 2,900.00 $
40012 25KVA WH1-OLD POLE YARD 0 $ 537.00 $
40013 50KVA WH1-OLD POLE YARD 6 $ 826.00 $ 4,956.00
40014 100KVA WH1-OLD POLE YARD 0 $ 1,250.00 $
40015 167KVA WH1-OLD POLE YARD 0 $ 1,250.00 $
40016 25KVA WH1-OLD POLE YARD 0 $ 345.00 $
40017 50KVA WH1-OLD POLE YARD 3 $ 856.00 $ 2,568.00
40019 5KVA WH1-OLD POLE YARD 5 $ 432.00 $ 2,160.00
40020 IOKVA WH1-OLD POLE YARD 2 $ 477.00 $954.00
40021 75KVA WH1-OLD POLE YARD 0 $ 1,327.00 $
40022 15KVA WH1-OLD POLE YARD 4 $ 940.00 $ 3,760.00
40023 25KVA WH1-OLD POLE YARD 3 $ 1,170.00 $ 3,510.00
40024 50KVA WH1-OLD POLE YARD 4 $ 426.29 $ 1,705.16
40025 1.5 KVA 14.4/24.9 120/240 WH1-OLD POLE YARD 4 $ 790.00 $ 3,160.00
40026 25KVA WH1-OLD POLE YARD 0 $ 637.00 $
40027 IOKVA WH1-OLD POLE YARD 0 $ 441.00 $
40028 15KVA WH1-OLD POLE YARD 0 $ 920.00 $
40029 25KVA WH1-OLD POLE YARD 1 $ 345.00 $345.00
40030 100 KVA 2400/4160 12470/7200 277/480 WH1-OLD POLE YARD 0 $ 100.00 $
40031 37.5KVA 14.4/24.9 120/240 WH1-OLD POLE YARD 0 $ 1,492.00 $
40032 25KVA WH1-OLD POLE YARD 0 $ 800.00 $
Total 60,413.16
Transformer-Underground
40033 IOKVA WH1-OLD POLE YARD 0 $ 1,400.00 $
40034 25KVA SS WH1-OLD POLE YARD 0 $ 2,225.00 $
40035 25KVA WH1-OLD POLE YARD 4 $ 4,504.41 $ 18,017.64
40036 37.5 KVA WH1-OLD POLE YARD 1 $ 2,210.69 $ 2,210.69
40037 50KVA WH1-OLD POLE YARD 2 $ 2,548.04 $ 5,096.08
40038 75KVA WH1-OLD POLE YARD 2 $ 3,235.00 $ 6,470.00
40039 100KVA WH1-OLD POLE YARD 3 $ 3,429.00 $ 10,287.00
40039.1 250KVA WH1-OLD POLE YARD 5 $ 5,869.00 $ 29,345.00
40039.2 150 KVA WH1-OLD POLE YARD 1 $ 4,363.00 $ 4,363.00
40040 10 KVA WH1-OLD POLE YARD 0 $ 1,013.00 $
40041 37.5 KVA WH1-OLD POLE YARD 7 $ 800.00 $ 5,600.00
40042 75KVA WH1-OLD POLE YARD 1 $ 6,460.00 $ 6,460.00
40042.1 45KVA WH1-OLD POLE YARD 1 $ 6,578.00 $ 6,578.00
40043 150KVA WH1-OLD POLE YARD 3 $ 6,891.00 $ 20,673.00
40044 225KVA WH1-OLD POLE YARD 0 $ 4,524.00 $
40045 300KVA WH1-OLD POLE YARD 2 $ 8,649.00 $ 17,298.00
40046 500KVA WH1-OLD POLE YARD 1 $ 14,513.00 $ 14,513.00
40047 150KVA WH1-OLD POLE YARD 1 $ 5,956.00 $ 5,956.00
40049 75KVA WH1-OLD POLE YARD 1 $ 3,980.00 $ 3,980.00
40050 300KVA SS WH1-OLD POLE YARD 0 $ 10,920.00 $
40051 500KVA WH1-OLD POLE YARD 1 $ 12,083.18 $ 12,083.18
40052 500KVA SS WH1-OLD POLE YARD 2 $ 13,318.00 $ 26,636.00
40052.1 1000KV WH1-OLD POLE YARD 1 $ 5,512.80 $ 5,512.80
Total 201,079.39
Metering
45006-1D4 Knock-out Hole Cover-2" WH1-MAIN 35 $ 12.80 $448.00
45007-1D4 Knock-out Hole Cover-4" WH1-MAIN 26 $ 16.70 $434.20
45008-1F3 Meter Ring WH1-MAIN 58 $1.35 $ 78.30
45009-4133 Capacitor-200 KVAR-7.2 KV WH1-MAIN 3 $ 320.75 $962.25
45010-4133 Capacitor-100 KVAR-7.2 KV WH1-MAIN 5 $ 441.75 $ 2,208.75
45011-5B4 I CT-200:5 CMF W/Bar WH1-MAIN 12 $ 178.23 $ 2,138.76
459
45012-5B4 CT-200:5 CMV W/out Bar WH1-MAIN 11 $ 167.00 $ 1,837.00
45013-5B4 CT-400:5 CMV W/out Bar WH1-MAIN 6 $ 127.00 $762.00
45014-5B4 CT-400:5 CMF W/Bar WH1-MAIN 6 $ 184.43 $ 1,106.58
45015-50 CT-10:5 14.4 KV WH1-MAIN 2 $ 871.00 $ 1,742.00
45016-5C3 CT-25:5 14.4 KV WH1-MAIN 2 $ 871.00 $ 1,742.00
45017-50 CT-50:5 14.4 KV WH1-MAIN 3 $ 871.00 $ 2,613.00
45018-5B3 10 Position Test Switch-Front Connected WH1-MAIN 1 $ 104.00 $104.00
45019-5B3 10 Position Test Switch-Back Connected WH1-MAIN 4 $ 159.40 $637.60
45020-50 PT-120:1 14.4 KV WH1-MAIN 3 $ 871.00 $ 2,613.00
45021-50 PT-60:1 7.2 KV WH1-MAIN 0 $ 871.00 $
45022-5C3 CT-25:5 14.4 KV WH1-MAIN 0 $ 871.00 $
45023-5C3 CT-150:5 14.4 KV WH1-MAIN 3 $ 871.00 $ 2,613.00
45024-5C3 CT-200:5 14.4 KV WH1-MAIN 3 $ 70.00 $210.00
45025-5C3 CT-400:5 14.4 KV WH1-MAIN 3 $ 99.00 $297.00
45026-5C3 CT-300:5 5 KV WH1-MAIN 3 $ 119.00 $357.00
45027-5C3 CT-15:5 13.8 KV WH1-MAIN 3 $ 442.00 $ 1,326.00
Total 24,230.44
Splices&Sleeves
50001-1D2 Repair Sleeve-4/0 WH1-MAIN
029
19.00 $ 95.00
50002-1D2 Joint Steel Sleeve-Linnet WH1-MAIN 35.00 $ 1,295.00
50003-1D2 Joint Steel Sleeve-Oriole WH1-MAIN 44.00 $ 1,276.00
50004-1D5 Aerial Wedge Splice WH1-MAIN 19.00 $380.00
50005-1H1 Transmision Compression Sleeve-336.4 WH1-MAIN 44.00 $836.00
50006-1H1 Dead End Paddle-336.4 WH1-MAIN 18.60 $669.60
50007-1H1 Dead End Paddle-397.5 WH1-MAIN 76 $ 18.60 $ 1,413.60
50008-1H1 Repair Sleeve-336.4 WH1-MAIN 72 $ 35.00 $ 2,520.00
50009-1H1 Compression Dead End-336.4 WH1-MAIN 36 $ 45.00 $ 1,620.00
50010-1H3 Automatic Splice Sleeve#4 WH1-MAIN 174 $9.19 $ 1,599.06
50011-1H3 Automatic Splice Sleeve-#2 WH1-MAIN 160 $8.91 $ 1,425.60
50012-1H3 Automatic Splice Sleeve-4/0 WH1-MAIN 19 $7.00 $133.00
50013-1H3 Automatic Splice Sleeve-1/0 WH1-MAIN 32 $6.25 $200.00
50014-1H4 Automatic Splice Sleeve-336.4 WH1-MAIN 15 $ 32.00 $480.00
500154A3 Heat Shrink-Large WH1-MAIN 4 $ 32.50 $130.00
50016-4A3 Heat Shrink-Medium WH1-MAIN 46 $ 26.00 $ 1,196.00
50017-4A3 Heat Shrink-Small WH1-MAIN 12 $ 10.85 $130.20
500184A3 Heat Shrink-CANUSA-Medium WH1-MAIN 1 $ 14.25 $ 14.25
500194A3 Heat Shrink-Zip Splice 75/15 WH1-MAIN 4 $ 85.40 $341.60
500214A3 Heat Shrink-4'-24/6 WH1-MAIN 0 $ 15.40 $
50022-4A3 Heat Shrink-4'-34/8 WH1-MAIN 0 $ 20.00 $
Total 15,754.91
Conduit
55000-1E1 Ground Clamp-2" WH1-MAIN 41 $ 36.05 $ 1,478.05
55001-1E1 Ground Clamp-2 1/2"-3 1/2" WH1-MAIN 27 $ 32.00 $864.00
55002-1E1 Ground Clamp-4"-5" WH1-MAIN 28 $ 43.00 $ 1,204.00
55003-1E1 Ground Clamp-8" WH1-MAIN 8 $ 125.00 $ 1,000.00
55006-2E2 HDPE Coupling-4"WH1-MAIN 17 $ 40.00 $680.00
55007-2E2 Split Duct Coupling-4" WH1-MAIN 49 $ 11.20 $548.80
55008-2C2 Split Duct Coupling-2" WH1-MAIN 42 $4.00 $168.00
55009-2E2 PVC-Steel-Male-6" WH1-MAIN 0 $6.50 $
55010-2D2 PVC-Steel-Female-4" WH1-MAIN 59 $2.79 $164.61
55011-2D2 PVC-Steel-Male-4" WH1-MAIN 29 $1.95 $ 56.55
55012.1-2B2 PVC-Steel-Male-2" WH1-MAIN 30 $ 0.61 $ 18.30
55012-2B2 PVC-Steel-Female-2" WH1-MAIN 122 $7.30 $890.60
460
55012-2135 PVC Female Adaptor-2" WH1-MAIN 138 $ 0.75 $103.50
55013-2D2 Bell End-4" WH1-MAIN 60 $6.34 $380.40
55014-2C2 Bell End-2" WH1-MAIN 41 $5.20 $213.20
55015-2D2 Duct Plug-4" WH1-MAIN 42 $ 0.91 $ 38.22
55016-2C2 Duct Plug-2" WH1-MAIN 32 $ 0.39 $ 12.48
55017-2E2 PVC Coupling-6" WH1-MAIN 0 $9.95 $
55018-2C2 PVC Coupling-4" WH1-MAIN 17 $ 13.10 $222.70
55019-2B2 PVC Coupling-2" WH1-MAIN 15 $1.46 $ 21.90
55019-2B3 PVC Coupling-2"LONG WH1-MAIN 107 $4.38 $468.66
55020-2C2 PVC End Cap-2" WH1-MAIN 13 $2.30 $ 29.90
55021-2A2 Pipe Strap-6" WH1-MAIN 106 $2.00 $212.00
55022-2A2 Pipe Strap-4" WH1-MAIN 42 $1.31 $ 55.02
55023-2A2 Pipe Strap-2" WH1-MAIN 138 $2.00 $276.00
55024.1-4A4 Nailed-1 Hole-Pipe Strap-2" WH1-MAIN 0 $ 16.50 $
55024-4A4 Nailed-2 Hole-Pipe Strap-2" WH1-MAIN 0 $ 16.50 $
550254A4 Insuliner Sleeve-2"WH1-MAIN 0 $ 16.50 $
55027-4A4 Caplugs-2" WH1-MAIN 0 $6.90 $
55028-4A4 PVC Glue WH1-MAIN 60 $ 14.88 $892.80
55029-6A3 Pulling Soap WH1-MAIN 0 $ 34.99 $
55030 2"-24"R 90D Fiberglass WH1-OLD POLE YARD 1 $7.00 $ 7.00
55031 2"-36"R 90D Fiberglass WH1-OLD POLE YARD 5 $ 69.00 $345.00
55032 4"-36"R 90D Fiberglass WH1-OLD POLE YARD 28 $ 69.00 $ 1,932.00
55033 4"-72"R 90D Fiberglass WH1-OLD POLE YARD 10 $ 74.06 $740.60
55034 4"-24"R 45D Fiberglass WH1-OLD POLE YARD 9 $ 24.15 $217.35
55035 6"-72"R 90D Fiberglass WH1-OLD POLE YARD 4 $ 150.00 $600.00
55036 2"-9.5R 45D PVC WH1-OLD POLE YARD 18 $2.10 $ 37.80
55037 2"-18R 45D PVC WH1-OLD POLE YARD 4 $2.10 $ 8.40
55038 2"-24R 45D PVC WH1-OLD POLE YARD 15 $8.03 $120.45
55039 2"-12R 90D PVC WH1-OLD POLE YARD 0 $2.90 $
55039.1 2"-18R 90D PVC WH1-OLD POLE YARD 30 $ 14.82 $444.60
55040 2"-24R 90D PVC WH1-OLD POLE YARD 88 $ 14.56 $ 1,281.28
55041 2"-36R 90D PVC WH1-OLD POLE YARD 32 $8.86 $283.52
55042 2"-48R 90D PVC WH1-OLD POLE YARD 0 $7.60 $
55043 4"-24R 30D PVC WH1-OLD POLE YARD 0 $ 26.00 $
55044 4"-18R 45D PVC WH1-OLD POLE YARD 30 $7.00 $210.00
55045 4"-24R 45D PVC WH1-OLD POLE YARD 13 $ 20.00 $260.00
55046 4"-36R 45D PVC WH1-OLD POLE YARD 30 $ 13.08 $392.40
55047 4"-24R 90D PVC WH1-OLD POLE YARD 0 $ 50.00 $
55047.1 4"-18R 90D PVC WH1-OLD POLE YARD 0 $ 12.24 $
55048 4"-36R 90D PVC WH1-OLD POLE YARD 41 $ 14.09 $577.69
55049 4"-48R 90D PVC WH1-OLD POLE YARD 4 $ 23.00 $ 92.00
55050 2"-24R 90D Steel WH1-OLD POLE YARD 24 $ 36.00 $864.00
55051 2"-48R 90D Steel WH1-OLD POLE YARD 0 $ 65.00 $
55052 2"-36R 90D Steel WH1-OLD POLE YARD 4 $ 50.50 $202.00
55053 2"-12R 45D Steel WH1-MAIN 0 $ 10.00 $
55054 4"-24R 45D Steel WH1-OLD POLE YARD 20 $ 39.90 $798.00
55055 4"-24R 90D Steel WH1-OLD POLE YARD 41 $ 309.25 $ 12,679.25
55057 4"-48R 90D Steel WH1-OLD POLE YARD 27 $ 165.00 $ 4,455.00
55058 2"-9.5R 90D PVC WH1-OLD POLE YARD 50 $4.48 $224.00
55059 4"-36R 90D Steel WH1-OLD POLE YARD 29 $ 172.00 $ 4,988.00
55060 2"Steel-10'pieces WH1-OLD POLE YARD 500 $7.74 $ 3,870.00
55061 4"Steel WH1-OLD POLE YARD 440 $ 20.26 $ 8,914.40
55062 6"Steel WH1-OLD POLE YARD 50 $ 45.00 $ 2,250.00
55063 2"PVC WH1-OLD POLE YARD 1260 $3.87 $ 4,876.20
55064 4"PVC WH1-OLD POLE YARD 1240 $ 10.13 1 $ 12,561.20
461
55065 6"PVC WH1-OLD POLE YARD 110 $3.75 $412.50
55066-6B2 Xtraflex Conduit WH1-MAIN 0 $3.02 $
55067 2"Corflow WH1-OLD POLE YARD 500 $1.83 $915.00
55068 4"HDPE WH1-OLD POLE YARD 180 $4.25 $765.00
Total 76,324.33
Misc.
60001-1F1 Pole Top Protector-9" WHI-MAIN 28 $3.45 $ 96.60
60002-1F1 Pole Top Protector-I I" WH1-MAIN 23 $3.85 $ 88.55
60003-1F1 UG Marker WH1-MAIN 14 $ 14.25 $199.50
60004-1F3 Squirrel Guard WH1-MAIN 55 $ 10.90 $599.50
60007-7A4 Snow Pole-Yellow-8" WH1-MAIN 0 $6.75 $
60008-6W5 Ground Rod-5/8"X 8' WH1-MAIN 86 $9.75 $838.50
60010-6A4 Jet Line Rope WH1-MAIN 0 $ 41.00 $
60011-6A4 Mule Tape WH1-MAIN 0 $ 135.00 $
60012 Bumper Post WH1-OLD POLE YARD 55 $ 525.00 $ 28,875.00
Total 30,697.65
Lighting
65000-1F1 Photo Cell-480V WH1-MAIN 27 $ 24.25 $654.75
65001-1F1 Photo Cell-120-277V WH1-MAIN 35 $8.80 $308.00
65002-2H2 Starter Card WH1-MAIN 28 $ 29.55 $827.40
65003-2G2 1000W HPS Bulb WH1-MAIN 10 $ 34.90 $349.00
65004-2G2 40OW HPS Bulb WH1-MAIN 29 $8.30 $240.70
65005-2G2 250W HPS Bulb WH1-MAIN 12 $8.35 $100.20
65006-2F2 150W HPS Bulb WH1-MAIN 10 $8.30 $ 83.00
65007-2F2 100W HPS Bulb WH1-MAIN 32 $ 14.34 $458.88
65008-2F2 50W HPS Bulb WH1-MAIN 39 $ 18.00 $702.00
65009-2E1 Street Light Fixture-HPS 150W WH1-MAIN 6 $ 212.00 $ 1,272.00
65010-2E1 Street Light Fixture-LED-Small WH1-MAIN 18 $ 139.77 $ 2,515.86
65011-2F1 Street Light Fixture-LED-Large WH1-MAIN 29 $ 230.68 $ 6,689.72
65012-2G1 Street Light Fixture-HPS 40OW WH1-MAIN 0 $ 330.00 $
65013-2G1 40OW Metal Halide Bulb WH1-MAIN 12 $ 564.00 $ 6,768.00
65014-2G1 Flat Fixture Glass WH1-MAIN 12 $ 34.67 $416.04
65015-2I1 Decorative Light Fixture-Harbor WH1-MAIN 1 $ 795.00 $795.00
65016-2J1 16"White Globe-8"Neck WH1-MAIN 2 $ 109.00 $218.00
65018-2J1 Decorative Light-Ring Adaptor WH1-MAIN 13 $ 58.00 $754.00
65019-2J1 Decorative Light-Mogal Base Socket WH1-MAIN 9 $ 65.00 $585.00
65020-2F2 LED Corn Cob WH1-MAIN 14 $ 75.00 $ 1,050.00
Total 24,787.55
Preformed Ties
70001-3E4 336.4-Top Tie-"C"Neck WHI-MAIN 0 $7.10 $
70002-3E4 336.4-Top Tie-"J"Neck WH1-MAIN 184 $7.70 $ 1,416.80
70003-3E4 4/0-Double Support-"J"Neck WH1-MAIN 79 $ 12.80 $ 1,011.20
70004-3E5 336.4-Double Support-"J"Neck WH1-MAIN 182 $9.10 $ 1,656.20
70005-3E4 4/0-Double Support-"C&F"Neck WH1-MAIN 57 $8.80 $501.60
70006-3E5 336.4-Double Support-"C"Neck WH1-MAIN 6 $ 10.10 $ 60.60
70007-3E4 4/0-Top Tie-"J"Neck WH1-MAIN 64 $8.17 $522.88
70008-3D4 4/0-Top Tie-"C"Neck WH1-MAIN 107 $8.17 $874.19
70009-3D4 1/0-Top Tie-"C"Neck WH1-MAIN 96 $3.66 $351.36
70010-3D5 336.4-Double Support-"C&F"Neck WH1-MAIN 0 $ 10.10 $
70011-3D3 336.4-Double Side Tie-"C&F"Neck WH1-MAIN 35 $5.33 $186.55
70012-3D4 2-Double Side Tie-"C&F"Neck WH1-MAIN 50 $5.33 $266.50
70013-3D5 1/0-Double Support-"J"Neck WH1-MAIN 90 $5.60 $504.00
462
70014-3D5 1/0-Double Support-"C"Neck WH1-MAIN 31 $ 11.80 $365.80
70015.1-3C4 #2-Top Tie-"C"Neck WH1-MAIN 87 $6.75 $587.25
70015-3C4 2-Top Tie-"J"Neck WH1-MAIN 39 $6.75 $263.25
70016-3C4 1/0-Top Tie-"F"Neck WH1-MAIN 90 $3.66 $329.40
70017-3C4 1/0-Top Tie-"J"Neck WH1-MAIN 30 $3.66 $109.80
70018-3D4 2-Spool Tie WH1-MAIN 147 $2.51 $368.97
70019-3C4 1/0-Spool Tie WH1-MAIN 100 $2.65 $265.00
70020 4/0-Spool Tie WH1-MAIN 0 $3.91 $
70021 2-Single"C"Neck Tie WH1-MAIN 0 $5.63 $
70022 2-Double Support-"C"Neck WH1-MAIN 0 $ 10.71 $
70025-3D4 1/0-Single Side Tie-"C"Neck WH1-MAIN 49 $4.30 $210.70
70027-3 2-Double Side Tie-"J"Neck WH1-MAIN 0 $4.72 $
Total 9,852.05
Wire-Underground
75001 2 220 Mil Insulated Jacketed WHI-OLD POLE YARD 7858 $3.50 $ 27,503.00
75002 1/0 220 Mil Insulated Jacketed WH1-OLD POLE YARD 759 $3.25 $ 2,466.75
75003 4/0 220 Mil Insulated Jacketed WH1-OLD POLE YARD 9299 $5.20 $ 48,354.80
75004 1/0 260 Mil Insulated Jacketed WH1-OLD POLE YARD 7457 $2.85 $ 21,252.45
75042 500 MCM USE-"Emory" WH1-OLD POLE YARD 0 $2.50 $
75043 6 USE Duplex-"Claflin" WH1-OLD POLE YARD 676 $ 0.52 $351.52
75044 2 USE Triplex-"Ramapo" WH1-OLD POLE YARD 409 $ 0.92 $376.28
75045 1/0 USE Triplex-"Brenau" WH1-OLD POLE YARD 1000 $ 0.83 $830.00
75046 2/0 USE Triplex-"Converse" WH1-OLD POLE YARD 3414 $1.50 $ 5,121.00
75047 4/0 USE Triplex-"Sweetbriar" WH1-OLD POLE YARD 1750 $5.40 $ 9,450.00
75048 350 MCM USE Triplex-"Wesleyan"WH1-OLD POLE YARD 570 $3.10 $ 1,767.00
75049 500 MCM USE Triplex-"Rider" WH1-OLD POLE YARD 521 $5.00 $ 2,605.00
75050 4/0 USE Quad-"Wakeforest" WH1-OLD POLE YARD 1300 $3.06 $ 3,978.00
75051 350 MCM USE Quad-"Slippery Rock" WH1-OLD POLE YARD 1000 $4.15 $ 4,150.00
Total 128,205.80
Wire-Overhead
75005 2 ACSR-"Sparate" WH1-OLD POLE YARD 2500 $ 0.40 $ 1,000.00
75006 1/0 ACSR-"Raven"WH1-OLD POLE YARD 9400 $ 0.50 $ 4,700.00
75007 4/0 ACSR-"Penquin" WH1-OLD POLE YARD 6080 $ 0.78 $ 4,742.40
75008 336.4 ACSR-"Linnett" WH1-OLD POLE YARD 2330 $ 0.57 $ 1,328.10
75009 336.4 ACSR-"Oriole" WH1-OLD POLE YARD 24000 $1.45 $ 34,800.00
75010 6-"Sheperd" WH1-OLD POLE YARD 488 $ 0.49 $239.12
75011 2-"Conch" WH1-OLD POLE YARD 1705 $ 0.95 $ 1,619.75
75012 1/0-"Neritina" WH1-OLD POLE YARD 2707 $1.06 $ 2,869.42
75013 4/0-"Zuzara" WH1-OLD POLE YARD 502 $1.90 $953.80
75014 1/0-"Costena" WH1-OLD POLE YARD 1200 $1.55 $ 1,860.00
75014.1 4/0-"Appaloosa" WH1-OLD POLE YARD 1060 $1.70 $ 1,802.00
75015-6133 2 Solid Aluminum Tie Wire WH1-MAIN 0 $ 0.10 $
75016-6B3 4 Solid Aluminum Tie Wire WH1-MAIN 0 $ 0.09 $
75017-6133 2 Solid Copper Wire WH1-MAIN 0 $ 0.25 $
75018-6133 4 Solid Copper Wire WH1-MAIN 0 $ 0.25 $
75019-6133 6 Solid Copper Wire WH1-MAIN 0 $ 0.45 $
75020-6133 8 Solid Copper Wire WH1-MAIN 0 $2.00 $
75021.1-6B3 #4 Stranded Copper Wire WH1-MAIN 1400 $ 0.58 $812.00
75021-6133 2 Stranded Copper Wire WH1-MAIN 3605 $ 0.37 $ 1,333.85
75022.1-6A3 #12 Copper Stranded-Brown WH1-MAIN 0 $ 0.12 $
75022-6B4 1/0 Stranded Copper Wire WH1-MAIN 3625 $ 0.55 $ 1,993.75
75032-6134 Guy Wire-IOM WH1-MAIN 1350 $ 0.33 $445.50
7 Guy Wire-7/16"EHS Galvanized 0 $1.00 $5033.1-6B4
463
75033.2-6B4 Guy Wire-3/8"EHS Galvanized WH1-MAIN 0 $1.00 $
75033-6B4 Guy Wire-12.5 WH1-MAIN 0 $ 0.45 $
75034-6B4 2 Covered Stranded Copper Wire WH1-MAIN 0 $1.35 $
75035-6B4 4 Covered Stranded Copper Wire WH1-MAIN 0 $1.90 $
75037-6B4 1/0 Covered Stranded Copper Wire WH1-MAIN 0 $ 0.63 $
75038-6B4 4/0 Covered Stranded Copper Wire WH1-MAIN 302 $4.25 $ 1,283.50
75039-6B4 1 Covered Solid Copper Wire WH1-MAIN 0 $ 0.25 $
Total 61,783.19
Wire-CT
75023-6A3 12 Copper Stranded-Black WHI-MAIN 0 $ 0.12 $
75024-6A3 12 Copper Stranded-Blue WH1-MAIN 0 $ 0.12 $
75025-6A3 12 Copper Stranded-Green WH1-MAIN 0 $ 0.12 $
75026-6A3 12 Copper Stranded-Red WH1-MAIN 0 $ 0.12 $
75027-6A3 12 Copper Stranded-White WH1-MAIN 0 $ 0.12 $
75028-6A3 10 Copper Stranded-Black WH1-MAIN 40 $ 0.24 $ 9.60
75029-6A3 10 Copper Stranded-Brown WH1-MAIN 40 $ 0.24 $ 9.60
75030-6A3 10 Copper Stranded-Red WH1-MAIN 40 $ 0.24 $ 9.60
75031-6A3 10 Copper Stranded-White WH1-MAIN 20 $ 0.24 $ 4.80
Total 33.60
Total 739,120.50
464
EXHIBIT J
CONSTRUCTION WORK IN PROGRESS
See items listed on "Additions" tab of spreadsheet for 15000
Electric Fund (also attached to Exhibit H) under label
Construction Work in Progress".
465
EXHIBIT K
OFFICE LEASE
LEASE AGREEMENT
between
CITY OF SEWARD, ALASKA
and
HOMER ELECTRIC ASSOCIATION,
Inc.
Effective Date: [
01313625.DOC
466
TABLE OF CONTENTS
ARTICLE 1 -LEASED PREMISES.............................................................................................. 1
ARTICLE 2 -LEASE TERM......................................................................................................... 2
ARTICLE 3 -RENTAL RATE AND OPERATIONAL EXPENSES........................................... 2
ARTICLE 4 -USE OF LEASED PREMISES ............................................................................... 5
ARTICLE 5 - IMPROVEMENTS.................................................................................................. 5
ARTICLE 6 -RESERVED............................................................................................................. 6
ARTICLE 7 -RETURN OF LEASED PREMISES/SITE CONDITIONS.................................... 6
ARTICLE 8 -FORCE MAJEURE................................................................................................. 6
ARTICLE 9 -LESSEE'S ACTS OF DEFAULT............................................................................ 6
ARTICLE 10 -REMEDIES FOR DEFAULT BY LESSEE.......................................................... 7
ARTICLE 11 -RESERVED........................................................................................................... 9
ARTICLE 12 - ASSIGNMENT OR SUBLEASE.......................................................................... 9
ARTICLE 13 -LES SEE'S DUTY TO DEFEND/INDEMNIFY ................................................... 9
ARTICLE 14 - CITY'S DUTY TO DEFEND/INDEMNIFY...................................................... 10
ARTICLE 15 -INSURANCE...................................................................................................... 10
ARTICLE 16 - CONDEMNATION............................................................................................. 11
ARTICLE 17 - ARBITRATION.................................................................................................. 11
ARTICLE 18 -MAINTENANCE AND REPAIRS..................................................................... 12
ARTICLE 19 -ENVIRONMENTAL CONCERNS .................................................................... 13
ARTICLE 20 -ESTOPPEL CERTIFICATES ............................................................................. 16
ARTICLE 21 - CONDITIONS AND COVENANTS.................................................................. 16
ARTICLE 22 -NO WAIVER OF BREACH............................................................................... 16
ARTICLE 23 - TIME OF THE ESSENCE .................................................................................. 16
ARTICLE 24 - COMPUTATION OF TIME............................................................................... 16
ARTICLE 25 - SUCCESSORS IN INTEREST........................................................................... 16
ARTICLE 26 -ENTIRE AGREEMENT ..................................................................................... 16
ARTICLE 27 - GOVERNING LAW ........................................................................................... 17
ARTICLE 28 -PARTIAL INVALIDITY.................................................................................... 17
ARTICLE 29 -RELATIONSHIP OF PARTIES ......................................................................... 17
ARTICLE 30 - INTERPRETATION........................................................................................... 17
ARTICLE 31 - CAPTIONS.......................................................................................................... 17
ARTICLE 32 - AMENDMENT ................................................................................................... 17
ARTICLE 33 -NOTICES ............................................................................................................ 17
01313625.DOC i
467
LEASE AGREEMENT
THIS LEASE AGREEMENT (the "LEASE") is made by and between the CITY OF
SEWARD (the "CITY"), a municipal corporation located in the Kenai Peninsula Borough, State
of Alaska, whose mailing address is P.O. Box 167, Seward, Alaska 99664 and Homer Electric
Association, Inc. (the "LESSEE"),an Alaska utility consumer services cooperative whose mailing
address is 3977 Lake Street, Homer, Alaska 99603.
WHEREAS, LESSEE has indicated its desire to lease office space in the existing building
known as T 1S R 1W SEC 10 SEWARD MERIDIAN SW 0000001 , as shown on Plat
ORIGINAL TOWNSITE OF SEWARD LOT 38 39 & 40 BLK 8, Seward Recording District,
Third Judicial District, State of Alaska and commonly known as 238 Fifth Avenue, Seward,
Alaska; and
WHEREAS, the City Council of CITY has determined that lease of the Leased Premises
as defined below) to LESSEE for the purposes described herein would be in the public interest;
and
WHEREAS, it is the intent of this LEASE to transfer from CITY to LESSEE the entire
burden of compliance with environmental regulations or controls with respect to LESSEE's
operations on the Leased Premises and not related to any use previous to Lessee's operation of the
Leased Premises .
NOW THEREFORE, for and in consideration of the mutual promises and covenants
hereinafter contained, the parties hereto agree as follows:
ARTICLE 1 - LEASED PREMISES
1.1 Description ofLeased Premises. The Leased Premises is office space located in the City
of Seward, Alaska. The Leased Premises is described as follows:
Approximately 1,650 square feet of furnished office space, within the existing building
located at
ORIGINAL TOWNSITE OF SEWARD LOT 38 39 & 40 BLK 8 , T 1S R 1W SEC 10
SEWARD MERIDIAN SW 0000001 Seward Recording District, Third Judicial
District, State of Alaska (the "Leased Premises").
The Leased Premises is depicted on the attached Exhibit A, which is incorporated herein
by reference. Lessee shall have exclusive use of the Leased Premises.
In addition,Lessee shall have the right to non-exclusive use of those portions of the Leased
Premises identified as"Common Areas" on the attached Exhibit A.
1.2 Covenant of Quiet Enjoyment; Warranty of Title. Subject to the encumbrances as of the
date hereof, any reasonable restrictions imposed on the Leased Premises as part of
01313625.DOC 1
468
recording of a plat by CITY, and the provisions of this LEASE, CITY hereby covenants
and warrants that LESSEE shall have the quiet enjoyment and possession of the Leased
Premises for the full term of this LEASE.
1.3 LESSEE acknowledges that the 1,650 square feet figure described above is an estimate
only and that any minor discrepancies or errors in such square footage are waived and shall
not result in any increase or decrease in the rental rate set forth in Article 3.
ARTICLE 2 - LEASE TERM
Lease Term. The term of this LEASE (the "Lease Term") shall be in accordance with
CITY's authorization in Resolution No. 202—the "Resolution"). The Lease Term
shall commence on the date this LEASE is signed by CITY and that date shall be the
effective date of this LEASE (the "Effective Date"). The Lease Term shall run for
approximately ten years from the Effective Date, ending at midnight on
LESSEE shall have the right to extend the term of this LEASE for two
additional five-year periods, provided that:
a) LESSEE exercises its option to extend at least one hundred and eighty (180) days
prior to the expiration of the then current lease term;
b) LESSEE is not in material default under any term or provision of this LEASE; and
c) LESSEE shall exercise its options to extend by sending written notice in accordance
with the provisions of Article 33 of this LEASE.
ARTICLE 3 - RENTAL RATE AND OPERATIONAL EXPENSES
3.1 Initial Rental Rate. Commencing on the Effective Date of this LEASE through June 30,
20[ ],the annual rental rate for the Leased Premises shall beset at two dollars and twenty-
seven cents per sq. ft. per month [$3,750 per month], which totals eleven thousand two
hundred and fifty dollars each quarter [$11,250 per quarter].
3.2 Rental Adjustments. The annual rental payment shall be adjusted on July 1, 2030, and on
the same date every five years thereafter(each a "Rental Adjustment Date"). The adjusted
annual rental payment to be paid under the terms of this Lease shall be the appraised fair
market rental value (the "Fair Market Rental Value") of the Leased Premises at the highest
and best use of the Leased Premises. The highest and best use of the Leased Premises shall
be determined without regard to LESSEE's intended or actual use of the Leased Premises
unless that use is coincidentally the highest and best use of the Leased Premises. CITY
shall complete such appraisal and deliver a copy of the appraisal report to LESSEE not less
than ninety (90) days before each Rental Adjustment Date.
3.3 Procedure for Rental Adjustment. To adjust the rent as of any successive Rental
Adjustment Date, CITY shall, at its own expense, retain an independent State of Alaska
01313625.DOC 2
469
certified MAI appraiser (Member, Appraisal Institute), who shall determine the "Fair
Market Rental Value" of the Leased Premises in accordance with this Article 3, exclusive
of improvements placed thereon by LESSEE but inclusive of all improvements made by
CITY (including those made before or subsequent to this LEASE). The appraiser's report
shall be delivered to LESSEE not less than ninety (90) days before the Rental Adjustment
Date. The appraiser's determination of Fair Market Rental Value of the Leased Premises
shall constitute a final binding determination of the Fair Market Rental Value and the
adjusted annual rental rate until the next Rental Adjustment Date, unless LESSEE objects
to CITY's appraiser's determination of the Fair Market Rental Value. In that case,LESSEE
shall give written notice to CITY of its objection within thirty (30) days of receipt of the
appraiser's report, and LESSEE shall then engage an independent State of Alaska certified
MAI appraiser (Member, Appraisal Institute) at LESSEE's expense to make an appraisal
of the Fair Market Rental Value in accordance with this Article 3.
If LESSEE's appraisal determines a Fair Market Rental Value that varies from that
determined by CITY's appraisal by no more than twenty percent (20%), then the adjusted
rental rate shall be the average of the rental rates determined by the two appraisals. If
LESSEE's appraisal determines a Fair Market Rental Value that varies from CITY's
appraisal by more than twenty percent (20%), then, unless CITY and LESSEE agree on a
rate themselves, the adjusted annual rental rate of the Leased Premises shall be determined
in accordance with the arbitration provisions contained in Article 19 of this LEASE.
3.4 Effect ofLate Appraisal by CITY. If, for any reason, CITY does not complete the appraisal
or deliver a copy of the appraisal report to LESSEE ninety (90) days before the Rental
Adjustment Date, CITY may proceed to complete the appraisal or deliver a copy of the
appraisal report to LESSEE at any time thereafter. However, any such adjusted annual
rental rate shall not be effective until the quarterly payment due date immediately following
the date CITY delivers the appraisal report to LESSEE.
3.5 Appraisal by LESSEE. If, for any particular Rental Adjustment Date, CITY fails to obtain
an appraisal of the Fair Market Rental Value or fails to deliver the appraisal report to the
LESSEE by the Rental Adjustment Date, LESSEE may engage an independent State of
Alaska certified MAI appraiser (Member, Appraisal Institute) at LESSEE's expense to
make an appraisal under the terms of this Article 3 and submit a copy to CITY before the
next quarterly rental payment due date. However, LESSEE must notify CITY in writing
within thirty (30) days following the Rental Adjustment Date of LESSEE's election to
obtain an appraisal. If CITY objects to LESSEE's appraiser's determination of the Fair
Market Rental Value, CITY shall give written notice to LESSEE of its objection within
thirty (30) days of receipt of the appraiser's report, and CITY shall then engage an
independent State of Alaska certified MAI appraiser (Member, Appraisal Institute) at
CITY's expense to make an appraisal of the Fair Market Rental Value as of the Rental
Adjustment Date and in accordance with this Article 3. If the CITY's appraisal determines
a Fair Market Rental Value that varies from that determined by LESSEE's appraisal by no
more than twenty percent (20%), then the adjusted rental rate shall be the average of the
rental rates determined by the two appraisals. If the CITY's appraisal determines a Fair
Market Rental Value that varies from LESSEE's appraisal by more than twenty percent
01313625.DOC 3
470
20%), then, unless CITY and LESSEE agree on a rate themselves, the adjusted annual
rental rate of the Leased Premises shall be determined in accordance with the arbitration
provisions contained in Article 19 of this LEASE.
3.6 Effective Date ofAdjusted Rental Rate. The adjusted annual rental rate established by this
Article 3 shall apply as of the Rental Adjustment Date if CITY provided a copy of the
appraisal report to LESSEE no later than ninety (90) days before the Rental Adjustment
Date. If the adjusted annual rental rate is based on CITY's late appraisal or late delivery of
the appraisal report to LESSEE, the adjusted rental rate shall be effective beginning with
the quarterly rental payment due date immediately following the date the CITY delivers
the appraisal report to LESSEE. Notwithstanding the above, the exercise by either CITY
or LESSEE of the objection procedure relating to rental adjustment described in this Article
3 shall not postpone LESSEE's obligation to pay rent at the rate established by CITY.
LESSEE shall pay the amount of rent as established or adjusted by CITY until the question
of objection to the rental rate is finally resolved. At such time the objection to the rental
rate is resolved, an appropriate credit or adjustment shall be made retroactive to the date
the new rental rate was established by CITY or in cases where CITY failed to obtain an
appraisal or deliver the appraisal report to the LESSEE, to the Rental Adjustment Date.
3.7 Interim Rental Adjustments. For each year in the period between each Rental Adjustment
Date, excepting the Rental Adjustment Dates, the annual rental payment shall be increased
beginning July 1, [20 ] and on July 1 of every year thereafter(each on "Interim Rental
Adjustment Date") in an amount that reflects the increase, if any, in the cost of living for
the previous year as stated in the Consumer Price Index,All Urban Consumers,Anchorage,
Alaska Area, All Items 1967=100 ("CPI"), as published by the United States Department
of Labor,Bureau of Labor Statistics for the most recent period published immediately prior
to the Interim Rental Adjustment Date. In no event shall the rent be less than the previous
year. If the CPI is revised or ceases to be published,the CITY shall instead use such revised
or other index as most nearly approximates the CPI for the relevant period, and make
whatever adjustment in its application as may be necessary, in the CITY's sole discretion,
to accomplished as nearly the same result as if the CPI had not been revised or ceased to
be published.
3.8 Late Payment Charge. Rental payments not received by the due date shall bear interest
until paid at a rate of 10.5%per annum, or the maximum rate permitted under Alaska law,
whichever is less, plus a flat monthly late fee of $2.50, or such amount as may be
established from time to time by CITY ordinance or resolution and relating to late fees for
CITY leases generally.
3.9 LESSEE Expenses. LESSEE shall be in charge of its own costs for the following expenses:
electric usage (separate meter to be installed by CITY), phone, internet, insurance (per
Article 15 of this Agreement), and janitorial services for the Leased Premises. All other
expenses for LESSEE's use (including heat, water, sewer, maintenance, repairs,janitorial
services for common spaces, etc.) are to be furnished and paid for by CITY.
01313625.DOC 4
471
3.10 Payment Due Date. Rent and the LESSEE Expenses shall be payable quarterly in advance
upon the Effective Date of this Lease (prorated for the balance of the current quarter) and
thereafter on or before the 20th day of the month beginning each calendar quarter: January
20, April 20, July 20 and October 20. The amount of each quarterly payment shall be as
initially established or later adjusted under this Article 3.
ARTICLE 4 - USE OF LEASED PREMISES
4.1 Use of Leased Premises. CITY has limited office space available for lease. Use of the
Leased Premises by LESSEE has been determined by the City Council of CITY to be in
the public interest. LESSEE may use the Leased Premises for office space.
4.2 Obligations of LESSEE. LESSEE may use the Leased Premises only in accordance with
applicable CITY zoning code provisions and provided the following conditions are met:
a) The Leased Premises is to be cleaned and restored to its original condition, that is,
the condition existing prior to this LEASE, subject to normal, non-abusive wear,
upon termination of this LEASE. If approved by the City, LESSEE shall further
be permitted to leave certain technology, electric and other improvements on the
Leased Premises completed by the LESSEE during the Lease Term. Materials on
the Leased Premises except as permitted in Article 19 of this LEASE.
c) LESSEE shall not use the Leased Premises in any manner which would inhibit the
use of adjacent tenants.
d) LESSEE shall administer and direct the operation of an electric or
telecommunications utility on the Leased Premises.
e) LESSEE, with permission of CITY, may change, alter, dispose of, or replace office
furniture provided by CITY as part of this agreement.
4.3 Adequacy of Public Facilities. CITY makes no representations or warranties as to the
fitness of any particular part or the whole of CITY's public facilities for the uses intended
by LESSEE, and LESSEE has inspected those facilities and has satisfied itself that the
facilities are sufficient for the intended uses by LESSEE. CITY makes no representations
or warranties of any nature with respect to the commercial practicability or accuracy of any
information provided by CITY.
4.4 Other Uses. This LEASE shall not preclude the CITY from actively seeking other and
additional tenants for space in the building other than the Leased Premises, or who might
be interested in leasing the Leased Premises should this LEASE be terminated for any
reason provided however that the City shall not allow another electric or
telecommunications utility company as an additional tenant unless specifically approved
by LESSEE.
ARTICLE 5 - IMPROVEMENTS
01313625.DOC 5
472
5.1 Third-Party Improvements. At the request of LESSEE, CITY shall, from time to time,
execute and deliver, or join in execution and delivery of, such documents as are
appropriate, necessary, or required to impose upon the Leased Premises in accordance with
the terms of this LEASE covenants, conditions, and restrictions providing for the granting
of uses of the Leased Premises, or any part thereof, the establishment of party walls, the
establishment of mutual and reciprocal parking rights or rights of ingress or egress, or other
like matters (herein called "third-party improvements"), all of which are for the purpose of
the orderly development of the Leased Premises as a commercial unit subject, however, to
the conditions that:
a) All such matters shall be limited to the Lease Term and shall terminate upon
termination of this LEASE for whatever reason.
b) Any such matters of a permanent nature extending beyond the Lease Term shall not
be granted without the prior written approval of CITY. In any of the foregoing
instances referred to in this Section, CITY shall be without expense therefor, and
the cost and expense thereof shall be borne solely by LESSEE.
c) At the expiration of the Lease Term (including any extended period) third-party
improvements on the Leased Premises other than portable equipment shall become
the property of CITY without the payment of any compensation to LESSEE.
ARTICLE 6 - RESERVED
ARTICLE 7 - RETURN OF LEASED PREMISES/SITE CONDITIONS
Return ofLeased Premises in Original Condition. Upon termination of this LEASE for
any reason, LESSEE shall return the Leased Premises to CITY in the same condition as at the
commencement this LEASE, subject to normal, non-abusive use. The Leased Premises shall be
free of all Hazardous Materials and contamination arising out of or resulting from or occurring
during LESSEE's operations or use of the Leased Premises during this LEASE.
ARTICLE 8 - FORCE MAJEURE
In the event either LESSEE or CITY is delayed from performance of any of its obligations
under this LEASE due to acts of nature, acts of the enemies of the United States of America,
sabotage, blockade, insurrection, riot, epidemic, pandemic, fire, flood, explosion,
earthquake/tsunami, civil disturbance, or war, the time period wherein such performance is to
occur shall be extended by that amount of time necessary to compensate for the delay.
ARTICLE 9 - LESSEE'S ACTS OF DEFAULT
Each of the following shall be a"LESSEE Act of Default" under this LEASE and the terms
acts of default" and "default" shall mean,whenever they are used in this LEASE, any one or more
of the following events:
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9.1 Failure by LESSEE to pay promptly when due, and in no event later than twenty (20) days
from the due date thereof, the rent required to be paid under this LEASE.
9.2 Failure by LESSEE to comply with Section 4.1 of this LEASE.
9.3 Failure by LESSEE to observe, fulfill or perform any covenants, conditions, or agreements
on its part to be observed or performed under this LEASE, other than payment of rent or
compliance with Section 4.1, for a period of thirty (30) days after written notice specifying
such failure, requesting that it be remedied, and stating that it is a notice of default, has
been given to LESSEE by CITY; provided, however, that if said default is such that it
cannot be corrected within the applicable period, it shall not constitute an act of default if
corrective action is instituted by LESSEE within the applicable period and diligently
pursued until the default is corrected.
9.4 The making by LESSEE of an assignment for the benefit of creditors,the filing of a petition
in bankruptcy by LESSEE, the adjudication of LESSEE as insolvent or bankrupt, the
petition or application by LESSEE to any tribunal for any receiver or any trustee for itself
or for any substantial part of its property; or the commencement of any proceeding relating
to LESSEE under any bankruptcy, insolvency, reorganization, arrangement, or
readjustment of debt law or statute or similar law or statute of any jurisdiction, whether
now or hereafter in effect which shall remain undismissed for a period of six (6) months
from the date of commencement thereof.
9.5 Violation by LESSEE of any laws or regulations of the United States, or of the State of
Alaska, or any conditions of any permits issued by agencies of the City of Seward, the
Kenai Peninsula Borough, the State of Alaska, or of the United States Government
applicable to LESSEE's use of the Leased Premises, pursuant to the regulations of such
agencies, for a period of sixty (60) days after written notice specifying such violation has
been given by the agency charged with the enforcement of such laws, regulations, or
permits to LESSEE;provided,however,if such violation be such that it cannot be corrected
within the applicable period, it shall not constitute an act of default if corrective action is
instituted by LESSEE within the applicable period and diligently pursued until the
violation is corrected. Furthermore,if LESSEE shall contest such alleged violation through
appropriate judicial or administrative channels, the time period specified herein shall not
commence until such proceedings are finally determined provided such proceedings are
diligently pursued; provided, however, that any such extension of time shall not be
effective if the effect of the interim administrative or judicial action is to cause a stoppage,
interruption, or threat to the activities of any person or entity other than those of LESSEE.
9.6 Failure of LESSEE to maintain its operations within the Leased Premises or to keep the
public rights of way clear.
ARTICLE 10 - REMEDIES FOR DEFAULT BY LESSEE
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Whenever an act of default by LESSEE shall have occurred, and any applicable period for
giving notice and any opportunity to cure shall have expired, CITY shall have the following rights
and remedies all in addition to any rights and remedies that may be given to CITY by statute,
common law, or otherwise:
10.1 CITY may distrain for rent due any of LESSEE's personal property which comes into
CITY's possession. This remedy shall include the right of CITY to dispose of personal
property distrained in any commercially reasonable manner. It shall be conclusively
presumed that compliance with the procedures set forth in the Alaska Uniform Commercial
Code (AS 45.29.601-.628) with respect to sale of property shall be a commercially
reasonable disposal.
10.2 CITY may re-enter the Leased Premises and take possession thereof and, except for any
personal property of LESSEE which CITY has waived its right to distrain under Section
10.1 above, remove all personal property of LESSEE from the Leased Premises. Such
personal property may be stored in place or may be removed and stored in a public
warehouse or elsewhere at the cost of LESSEE all without service of notice or resort to
legal process, all of which LESSEE expressly waives.
10.3 In addition to the above, CITY may:
a) Declare this LEASE terminated;
b) Collect any and all rents due or to become due from subtenants or other occupants
of the Leased Premises;
c) Recover from LESSEE, whether this LEASE be terminated or not, reasonable
attorney's fees and all other expenses incurred by CITY by reason of the breach or
default by LESSEE;
d) Recover an amount to be due immediately on breach equal to the unpaid rent for
the entire remaining term of this LEASE.
e) Recover all damages incurred by CITY by reason of LESSEE's default or breach,
including, but not limited to, the cost of recovering possession of the Leased
Premises, expenses of reletting, including costs of necessary renovation and
alteration of the premises, reasonable attorney's fees, and any real estate
commissions actually paid.
f)Remove or require the removal of any improvements constructed without CITY
approval or constructed contrary to site development plans approved by CITY and
recover all costs and expense incurred by CITY to remove violating improvements.
10.4 If LESSEE does not immediately surrender possession of the Leased Premises after
termination by CITY and upon demand by CITY, CITY may forthwith enter into and upon
and repossess the Leased Premises and expel LESSEE without being deemed guilty in any
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manner of trespass and without prejudice to any remedies which might otherwise be used
for arrears of rent or breach of covenant.
10.5 No expiration or termination of this LEASE shall expire or terminate any liability or
obligation to perform of LESSEE's which arose prior to the termination or expiration
except insofar as otherwise agreed to in this LEASE.
10.6 Each right and remedy of CITY provided for in this LEASE shall be cumulative and shall
be in addition to every other right or remedy provided for in this LEASE or now or hereafter
existing at law or in equity or by statute or otherwise, and the exercise or beginning of the
exercise by CITY of any one or more of the rights and remedies provided for in this LEASE
or now or hereafter existing at law or in equity or by statute or otherwise shall not preclude
the simultaneous or later exercise by CITY of any or all other rights or remedies provided
for in this LEASE or now or thereafter existing at law, or in equity or by statute or
otherwise.
10.7 No delay or omission to exercise any right or power accruing following an act of default
shall impair any such right or power or shall be construed to be a waiver thereof, but any
such right and power may be exercised from time to time and as often as may be deemed
expedient.
ARTICLE 11 - RESERVED
ARTICLE 12 -ASSIGNMENT OR SUBLEASE
12.1 Assignment of Lease or Subleasing. The parties recognize that this LEASE has been
determined to be in the public interest by the City Council of CITY for the reasons set forth
in the approving Resolution. The rights and duties created by the LEASE are personal to
LESSEE and CITY has granted the LEASE in reliance upon the individual character and
financial capability of LESSEE. Therefore, LESSEE shall not assign or sublease this
LEASE without CITY's prior written consent, which consent shall not be unreasonably
withheld.
12.2 Assignment to Affiliate. Notwithstanding Section 12.1 above, LESSEE may assign this
LEASE to an affiliate of LESSEE as that term is defined by AS 10.06.990(2) or Alaska
limited liability company in which LESSEE maintains a substantial membership interest;
provided, however, that LESSEE's full faith and credit shall remain obligated under this
LEASE as though the assignment had not taken place.
ARTICLE 13 - LESSEE'S DUTY TO DEFEND/INDEMNIFY
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LESSEE shall defend,indemnify,and hold harmless CITY,its officials, employees, agents,
and contractors from any and all liability or claims for damages, including personal injuries,
environmental damage, death and property damage arising out of or resulting from LESSEE's use
of the Leased Premises or the use of the Leased Premises by LESSEE's sublessees, assignees,
agents, contractors, or the public, except for damages arising from the negligence or willful acts
or omissions of CITY, its officials, employees, agents, or contractors. If any action or proceeding
is brought against LES SEE by reason of any such occurrence,LESSEE shall notify CITY promptly
in writing of such action or proceeding.
ARTICLE 14 - CITY'S DUTY TO DEFEND/INDEMNIFY
CITY shall defend, indemnify and hold LESSEE harmless from any and all liability or
claims for damages, including personal injuries, death, and property damage arising from the
breach of the this LEASE by the City and the negligence or willful acts or omissions of CITY, its
officials, employees, agents, or contractors.
ARTICLE 15—INSURANCE
15.1 Minimum Insurance Requirements. Prior to commencement of the Lease Term or
LESSEE'S occupancy of the Leased Premises, LESSEE shall procure and maintain, at
LESSEE's sole cost and expense, commercial renter's insurance and owned and non-owned
automobile liability insurance with limits of liability of not less than ONE MILLION
DOLLARS ($1,000,000) per occurrence combined single limit for bodily injury and
property damage.
LESSEE shall also maintain workers' compensation insurance as required under Alaska
law.
The minimum amounts and types of insurance provided by LESSEE shall be subject to
revision at the sole discretion of CITY in accordance with standard insurance practices, in
order to provide continuously throughout the term of this LEASE and any extensions
hereof, a level of protection consonant with good business practice and accepted standards
in the industry. Such factors as changes in the type of or extent of use of the Lease Land,
increases in the cost of living, inflationary pressures, and other considerations, shall be
utilized in assessing whether the minimum insurance requirements should be increased.
CITY shall notify LESSEE of any required increase in insurance coverage.
All insurance policies shall provide for thirty (30) days' notice of cancellation and/or
material change to be sent to CITY at the address designated in ARTICLE 33 of this
LEASE. All such policies shall be written by insurance companies legally authorized or
licensed to do business in the State of Alaska, and acceptable to CITY (Best's Rating B+
or better). CITY shall be listed as an additional insured under all insurance policies.
LESSEE shall furnish CITY, on forms approved by CITY, certificates evidencing that it
has procured the insurance required herein prior to the occupancy of the Leased Premises
or operation by LESSEE. Insurance policy deductibles are subject to approval by CITY.
Nothing herein contained shall prevent LESSEE or CITY from placing and maintaining at
CITY's or LESSEE's own individual cost and expense, additional or other insurance as may
01313625.DOC 10
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be desired. The minimum insurance requirements under this LEASE shall not act to limit
LESSEE's liability for any occurrence and shall not limit LESSEE's duty to defend and
indemnify CITY for claims related to this LEASE or the Leased Premises.
15.2 Subrogation Rights Waived. LESSEE agrees that its policies of insurance will include a
waiver of subrogation clause or endorsement releasing CITY, its elected and appointed
officials, employees and volunteers, and others working on behalf of CITY from any and
all liability or responsibility to LESSEE or anyone claiming through or under LESSEE by
way of subrogation or otherwise, for any loss of any kind (including damage to property
caused by fire or any other casualty), even if such loss shall have been caused by the fault
or negligence of the CITY, its elected or appointed officials, employees or volunteers, or
others working on behalf of the CITY. This provision shall be applicable and in full force
and effect with respect to loss or damage occurring during the time of LESSEE's occupancy
or use (including LESSEE's occupancy or use prior to the Effective Date of this LEASE),
and LESSEE's policies of insurance shall contain a clause or endorsement to the effect that
such release shall not adversely affect or impair such policies or prejudice the right of
LESSEE to recover thereunder except as against CITY(including its elected and appointed
officials, employees and volunteers, and others working on behalf of CITY) during the
time of LESSEE's occupancy or use.
ARTICLE 16 - CONDEMNATION
If all or any part of the Leased Premises is condemned for a public use by any government
agency or other duly authorized entity, CITY and LESSEE shall each make a claim against the
condemning or taking authority for the amount of any damage incurred by or done to them
respectively as a result of the taking. Neither LESSEE nor CITY shall have any rights in or to any
award made to the other by the condemning authority; provided,that in the event of a single award
to CITY which includes specific damages for loss of LESSEE's leasehold interest, CITY shall
transmit to LESSEE the amount of such specific damages so found, if any.
If part but not all of the Leased Premises is condemned for public use, LESSEE shall make
a good faith determination as to whether or not the taking of the part of the Leased Premises
designated for condemnation will prevent it from continuing to operate on the Leased Premises.
If LESSEE determines in good faith that the condemning of such part of the Leased Premises will
prevent it from continuing to operate on the Leased Premises,LESSEE may notify CITY in writing
to this effect, and this LEASE shall then be terminated for all purposes effective fifteen (15) days
from the date LESSEE sends such notice to CITY, or at such other later date as LESSEE shall
specify in its notice, and such termination shall be treated in the same manner as a termination at
the expiration of the term of this LEASE. LESSEE shall, as a condition precedent to such
termination, remove all encumbrances, debts, and liens to which the Leased Premises is subject.
If at the time of such partial taking for public use,LESSEE determines that such partial taking will
not prevent it from continuing to operate,then LESSEE and CITY shall negotiate an equitable and
partial abatement of the rent beginning to be effective on the actual date when LESSEE is
effectively prevented from utilizing the condemned land.
ARTICLE 17 -ARBITRATION
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17.1 Arbitration.
a) Disputes between the parties with respect to the performance of this LEASE that
cannot be resolved by the parties, may be submitted to an independent arbitrator for
a settlement pursuant to the provisions of the Alaska Uniform Arbitration Act
AS 09.43.300 et. sec.), as it now exists or may hereafter be amended from time to
time, and judgment on the award may be entered in any Superior Court in the State
of Alaska. Either party may submit to the other party a request for arbitration and
the party receiving a request shall have twenty (20) days to consent, in writing, to
the use of arbitration to resolve the dispute. Failure of either party to consent will
preclude the use of arbitration for that dispute. The costs and expenses of
arbitration shall be shared equally by the parties, and each party shall bear its own
attorney's fees and costs.
b) Arbitration procedures shall be applicable only to contract, negligence, and similar
claims arising from or related to this LEASE, and shall not be used to resolve or
determine any claim based upon fraud,intentional misrepresentation,nor any claim
based on conduct that is a felony crime in the State of Alaska.
c) Arbitration of any dispute or claim shall be determined by a single arbitrator
selected from a list of not less than five (5) arbitrators obtained from the presiding
Superior Court Judge or other appropriate judicial officer in Anchorage, Alaska.
The arbitrator shall be a person who (a) has not less than five (5) years legal
experience in the State of Alaska prior to appointment; and (b) such legal
experience includes substantial experience with long-term commercial real
property transactions. Each party shall be provided with a copy of the list and shall
be afforded a maximum of ten (10) working days to become familiar with the
qualifications of the prospective arbitrators. The arbitrator shall be selected by each
party, commencing with the party demanding the arbitration, striking one name
from the list until only a single name remains.
d) Arbitration hearings shall be conducted in Anchorage,Alaska or such other location
as the parties may agree. Each party shall produce at the request of the other party,
at least thirty (30) days in advance of such hearing, (i)the names, addresses, phone
numbers, and email addresses for all witnesses who may testify at the hearing; and
ii) all documents to be submitted at the hearing and such other documents as are
relevant to the issues or likely to lead to relevant information.
e) In deciding the claim or dispute, the arbitrator shall follow applicable Alaska law,
and the written decision shall be supported by substantial evidence in the record.
Failure to apply Alaska law, or entry of a decision that is not based on substantial
evidence in the record, shall be additional grounds for modifying or vacating an
arbitration decision.
ARTICLE 18 - MAINTENANCE AND REPAIRS
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18.1 Normal Maintenance. During the entire term of this LEASE and every extension hereof,
if any, LESSEE shall, at LESSEE's sole cost, risk and expense, maintain the Leased
Premises, including any improvements placed thereon by LESSEE, in as good condition
as received or constructed by LESSEE, subject to normal, non-abusive use.
18.2 Repairs and Preventative Maintenance. During the entire term of this LEASE and every
extension hereof, if any, CITY shall, maintain portions of the Premises not Leased by
LESSEE,provide janitorial services for common spaces, conduct repairs including any and
all required for Lessee's continued and safe use of the Leased Premises as office space,
and upgrade the facilities as needed. Such services are included in any rent paid by
LESSEE.
18.3 Regulatory Requirements for personnel not employed by LESSEE. All personnel not
employed by the LESSEE shall meet all United States & State of Alaska regulatory
requirements for unescorted access in a defined critical infrastructure security (CIP)
location.
ARTICLE 19 - ENVIRONMENTAL CONCERNS
19.1 Hazardous Materials.
a) Release of CITY. Any other provision of this LEASE to the contrary
notwithstanding, LESSEE releases CITY from any and all claims, demands,
penalties, fines, judgments, liabilities, settlements, damages, costs, or expenses
including, without limitation, attorney's fees, court costs, litigation expenses, and
consultant and expert fees) arising prior to, during, and after the term of this
LEASE, and resulting from the use, keeping, storage, or disposal of Hazardous
Material on the Leased Premises by LESSEE or its predecessors in interest, or
arising out of or resulting from LESSEE's operations at the Leased Premises or the
operations of its predecessors in interest at the Leased Premises except for those
claims arising out of CITY's sole negligence or intentional misconduct. This
release includes, without limitation, any and all costs incurred due to any
investigation of the Leased Premises or any cleanup, removal, or restoration
mandated by a federal, state, or local agency or political subdivision or by law or
regulation.
b) Use ofHazardous Materials on the Site.
i)LESSEE shall not cause or permit any Hazardous Material to be brought
upon, kept, or used in or about the Leased Premises except for such
Hazardous Material as is necessary to conduct LESSEE's authorized use of
the Leased Premises.
ii) Any Hazardous Material permitted on the Leased Premises as provided in
this paragraph, and all containers therefor, shall be used, kept, stored, and
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disposed of in a manner that complies with all Environmental Laws or other
laws or regulations applicable to such Hazardous Material.
iii) LESSEE shall not discharge, leak, or emit, or permit to be discharged,
leaked, or emitted, any material into the atmosphere, ground, ground water,
sewer system, or any body of water, if such material (as reasonably
determined by the City, or any governmental authority)does or may,pollute
or contaminate the same, or may adversely affect the (a) health, welfare, or
safety of persons, whether located on the Leased Premises or elsewhere; or
b) condition, use, or enjoyment of the Leased Premises or any other area
or personal property.
iv) LESSEE hereby agrees that it shall be fully liable for all costs and expenses
related to the use, storage, and disposal of Hazardous Material kept or
brought on the Leased Premises by LESSEE, its authorized representatives
and invitees, and LESSEE shall give immediate notice to CITY of any
violation or potential violation of the provisions of this subparagraph.
c) Indemnification of CITY. Any other provision of this LEASE to the contrary
notwithstanding, LESSEE shall defend, indemnify, and hold CITY harmless from
and against any claims, demands, penalties, fines, judgments, liabilities,
settlements, damages, costs, or expenses (including, without limitation, attorney,
consultant and expert fees, court costs, and litigation expenses) of whatever kind or
nature, known or unknown, contingent or otherwise, arising out of or in any way
related to:
i)The presence, disposal,release, or threatened release of any such Hazardous
Material which is on or from the Leased Premises, soil,water,ground water,
vegetation, buildings, personal property, persons, animals, or otherwise;
ii) Any personal injury (including wrongful death) or property damage (real or
personal) arising out of or related to such Hazardous Material or any use of
the Leased Premises;
iii) Any lawsuit brought or threatened, settlement reached, or government order
relating to such Hazardous Material or any use of the Leased Premises;
and/or
iv) Any violation of any laws applicable thereto; provided, however, that this
Section 19.1(c) shall apply only if the acts giving rise to the claims,
demands, penalties, fines, judgments, liabilities, settlements, damages,
costs, or expenses (1) occur during the term of this LEASE; and (2) arise,
from the use of, operations on, or activities on the Leased Premises by
LESSEE or LESSEE's predecessors in interest, employees, agents,invitees,
contractors, subcontractors, authorized representatives, subtenants,. The
provisions of this subparagraph shall be in addition to any other obligations
01313625.DOC 14
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and liabilities LESSEE may have to CITY at law or equity and shall survive
the transactions contemplated herein and shall survive the termination of
this LEASE.
d) Operator. For all purposes, LESSEE shall be deemed the operator of any facility
on the Leased Premises.
e) Hazardous Material Defined. As used in this LEASE, Hazardous Material is any
substance which is toxic, ignitable, reactive, or corrosive or which is regulated by
any Environmental Law. Hazardous Material includes any and all material or
substances which are defined as industrial waste, hazardous waste, extremely
hazardous waste, or a hazardous substance under any Environmental Law.
Notwithstanding any statutory petroleum exclusion, for the purposes of this
LEASE, the term Hazardous Material includes, without limitation, petroleum,
including crude oil or any fraction thereof, petroleum soaked absorbent material,
and other petroleum wastes.
f)Environmental Law Defined. As used in this LEASE,Environmental Laws include
any and all local, state, and federal ordinances, statutes, and regulations, as now in
force or as may be amended from time to time, relating to the protection of human
health and the environment, as well as any judgments, orders, injunctions, awards,
decrees, covenants, conditions, or other restrictions or standards relating to same.
Environmental Laws include, by way of example and not as a limitation of the
generality of the foregoing, Alaska Statutes Title 46, the Resource Conservation
and Recovery Act of 1976, the Comprehensive Environmental Response,
Compensation and Liability Act of 1980, the Clean Water Act, and the Superfund
Amendments and Reauthorization Act of 1986.
19.2 Permits and Reporting.
a) Permits Required by Other Governmental Agencies. LESSEE shall obtain all
permits or approvals required by any applicable law or regulation. Copies of all
such permits shall be provided to CITY prior to LESSEE the commencement of the
term of this Lease. LESSEE shall promptly make all reports to any federal, state,
or local government or agency required by any permit or Environmental Law,
including reports of any spill or discharge of Hazardous Material. The CITY,
through the City Manager,may order LESSEE to immediately cease any operations
or activities on the Leased Premises if the same is being carried out without
necessary permits, in violation of the terms of any permit or Environmental Law,
or contrary to this LEASE.
b) Correspondence With and Reports to Environmental Agencies. LESSEE shall
immediately (the same or the next business day) provide CITY with copies of all
correspondence and notice, including copies of all reports between LESSEE and
any state, federal, or local government or agency regulating Hazardous Material
which relates to LESSEE's operations on or use of the Leased Premises.
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ARTICLE 20 - ESTOPPEL CERTIFICATES
Either party shall at any time and from time to time upon not less than ten business (10)
days' prior written request by the other party, execute, acknowledge, and deliver to such party, or
to its designee, a statement in writing certifying that this LEASE is unamended and in full force
and effect(or, if there has been any amendment thereof, that the same is in full force and effect as
amended and stating the amendment or amendments), that there are no defaults existing (or, if
there is any claimed default, stating the nature and extent thereof), and stating the dates to which
the rent and other charges have been paid in advance.
ARTICLE 21 - CONDITIONS AND COVENANTS
All the provisions of this LEASE shall be construed to be "conditions" as well as
covenants," as though the words specifically expressing or imparting covenants and conditions
were used in each separate provision.
ARTICLE 22 - NO WAIVER OF BREACH
No failure by either CITY or LESSEE to insist upon the strict performance by the other of
any term, covenant, or condition of this LEASE or to exercise any right or remedy consequent
upon a breach thereof, shall constitute a waiver of any such breach or of such terms, covenants, or
conditions. No waiver of any breach shall affect or alter this LEASE, but each and every term,
covenant, and condition of this LEASE shall continue in full force and effect with respect to any
other then existing or subsequent breach.
ARTICLE 23 - TIME OF THE ESSENCE
Time is of the essence of this LEASE and of each provision.
ARTICLE 24 - COMPUTATION OF TIME
The time in which any act provided by this LEASE is to be done by shall be computed by
excluding the first day and including the last,unless the last day is a Saturday, Sunday,or a holiday,
and then it is also excluded.
ARTICLE 25 - SUCCESSORS IN INTEREST
Each and all of the terms, covenants, and conditions in this LEASE shall inure to the benefit
of and shall be binding upon the successors in interest of CITY and LESSEE.
ARTICLE 26 - ENTIRE AGREEMENT
This LEASE contains the entire agreement of the parties with respect to the matters covered
by this LEASE, and no other agreement, statement, or promise made by any party which is not
contained in this LEASE shall be binding or valid.
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ARTICLE 27 - GOVERNING LAW
This LEASE shall be governed by, construed, and enforced in accordance with the laws of
the State of Alaska. The terms of this LEASE are subject in all respects to the Charter and Code
of Ordinances of CITY in effect on the date of this LEASE, and as they may be hereafter amended,
including, without limitation, Chapter 7.05 of the Seward City Code.
ARTICLE 28 - PARTIAL INVALIDITY
If any provision of this LEASE is held by a court of competent jurisdiction to be invalid,
void, or unenforceable, the remainder of the provisions shall remain in full force and effect and
shall in no way be affected, impaired, or invalidated.
ARTICLE 29 - RELATIONSHIP OF PARTIES
Nothing contained in this LEASE shall be deemed or construed by the parties or by any
third person to create the relationship of principal and agent or of partnership or of joint venture
or of any association between CITY and LESSEE; and neither the method of computation of rent,
nor any other provisions contained in this LEASE, nor any acts of the parties, shall be deemed to
create any relationship between CITY and LESSEE other than the relationship of lessee and lessor.
ARTICLE 30 - INTERPRETATION
The language in all parts of this LEASE shall in all cases be simply construed according to
its fair meaning and not for or against CITY or LESSEE as both CITY and LESSEE have had the
opportunity to seek assistance of counsel in drafting and reviewing this LEASE.
ARTICLE 31 - CAPTIONS
Captions of the articles,paragraphs, and subparagraphs of this LEASE are for convenience
and reference only, and the words contained therein shall in no way be held to explain, modify,
amplify, or aid in the interpretation, construction, or meaning of the provisions of this LEASE.
ARTICLE 32 -AMENDMENT
This LEASE is not subject to amendment except in writing executed by both parties hereto.
ARTICLE 33 - NOTICES
All notices, demands, or requests from one party to another shall be delivered in person or
be sent by mail, certified or registered, postage prepaid, to the addresses stated in this Article and
to such other persons and addresses as either party may designate. Notice by mail shall be deemed
to have been given at the time of mailing.
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All notices, demands, and requests from LESSEE to CITY shall be given to CITY at the
following address:
City Manager
CITY OF SEWARD
PO Box 167
Seward, Alaska 99664
All notices, demands or requests from CITY to LESSEE shall be given to LESSEE at the
following address:
Homer Electric Association, Inc.
3977 Lake Street
Homer, Alaska 99603
Each party shall have the right,from time to time,to designate a different address by notice
given in conformity with this Article.
IN WITNESS WHEREOF, the parties hereto have set their hands and seals the dates
herein set forth.
CITY: LESSEE:
CITY OF SEWARD
City Manager
Date:Date:
ATTEST:
City Clerk
STATE OF ALASKA
ss.
THIRD JUDICIAL DISTRICT
01313625.DOC 18
485
The foregoing instrument was acknowledged before me this day of
2023, by who executed the foregoing document on behalf of
as of the company.
Notary Public in and for Alaska
My Commission Expires:
01313625.DOC 19
486
EXHIBIT L
SUBDIVISION OF REAL PROPERTY
See attached drawing depicting the proposed boundary of that portion of Lot 6A-2 Fort
Raymond Subdivision, Replat No. 3, Plat No. 2012-12, Seward Recording District, Third Judicial
District State of Alaska to be conveyed to Buyer at Closing, and the proposed boundary of the
Yard Lease Site ("Leased Parcel'). Final dimensions of both parcels subject to completion,
submission and approval of preliminary and final plats.
487
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Homer Electric Association, Inc.
Corporate Office Central Peninsula Service Center
3977 Lake Street 280 Airport Way
Homer,Alaska 99603-7680 Kenai,Alaska 99611-5280
Phone(907)235-8551 Phone(907)283-5831
FAX(907)235-3313 FAX(907)283-7122
RESOLUTION XX.2023.XX
PROPOSING AMENDMENTS TO THE BYLAWS TO CREATE A
FOURTH VOTING DISTRICT FOLLOWING HEA'S ACQUISITION OF THE
CITY OF SEWARD'S ELECTRIC SYSTEM
WHEREAS, HEA and the City of Seward ("Seward") have entered into an Asset Purchase
Agreement ("APA") for HEA's acquisition of the Seward Electric System that will be put before
Seward voters in a special election scheduled for May 2, 2023; and
WHEREAS, if the referendum on the sale of Seward's Electric System is successful, and the
parties satisfy those conditions of closing set forth in the APA, HEA will acquire the Seward Electric
System; and
WHEREAS, the HEA Board of Directors has determined that Seward, based on its number
of meters and geographic location, should be represented proportionate to its existing service area by
one Director.
NOW, THEREFORE;
BE IT RESOLVED,that the Board of Directors of Homer Electric Association hereby directs
that the attached amendment to the bylaws be submitted to the membership for a vote no later than
the earlier of(i)the first regular election held after the acquisition closes; or(ii) one hundred twenty
120) days after the Closing Date as defined in the APA.
CERTIFICATION
I, Jim Duffield, do hereby certify that I am the Secretary of Homer Electric Association,
Inc., and that the foregoing resolution was adopted at a regular meeting of the Board of Directors,
held on XXXXX XX, 2023, at which meeting a quorum was present.
Jim Duffield, Secretary
01307486.DOCX
489
RESOLUTION XX.2023.XX,Proposing an Amendment to the Bylaws to Create a Fourth Election District Following
HEA's Acquisition of the City of Seward's Electric System
Page 2 of 2
Articles IV and XIII of the Bylaws are proposed to the Membership to be amended as
follows:
ARTICLE IV
Directors
Section I.General Powers
The business and affairs of the Cooperative shall be managed by a board of e ten Directors
which shall exercise all of the powers of the Cooperative except such as are by law, the Articles
of Incorporation or these Bylaws, conferred upon or reserved to the members.
Section 2.Election and Tenure of Office
One Director from each voting district shall be elected each year by a plurality of the votes cast by
the members receiving service in the voting district, for a three-year term, or until the Director's
successor has been duly elected and shall have qualified as Director. The Director representing the
fourth voting district representing Seward shall be elected every three years. No director shall serve
more than three full terms consecutively.
ARTICLE XIII
Election Districts
For the purpose of the election of Directors, the area served by the Cooperative shall be divided
into four 4 three-(3) voting districts. The three voting districts in existence on January 1, 2023,
contain Eantaining substantially the same number of meters for electric service and are so
configured as to allow for relative simplicity in the administration of any election. An additional
election district consisting of the legacy Seward Electric System service area contains roughly one
third the number of meters the Cooperative's other three voting districts contain, and thus will be
proportionately represented by one Director. On or before each third anniversary from July 1998
the Board shall fix the boundaries of each district.
01307486.DOCX
490
EXHIBIT N
YARD LEASE
LEASE AGREEMENT
between
CITY OF SEWARD, ALASKA
and
HOMER ELECTRIC
ASSOCIATION, INC.
01315075.DOC
491
Effective Date: [
01315075.DOC
492
TABLE OF CONTENTS
LEASEAGREEMENT .................................................................................................................. 1
ARTICLE 1 -LEASED LAND...................................................................................................... 1
ARTICLE 2 -LEASE TERM......................................................................................................... 2
ARTICLE 3 -RENTAL RATE...................................................................................................... 3
ARTICLE 4 -USE OF LEASED LAND ....................................................................................... 3
ARTICLE 5 -UTILITIES AND RIGHTS OF ACCESS............................................................... 4
ARTICLE 6 - CONSTRUCTION BY LESSEE............................................................................. 4
ARTICLE 7 -RETURN OF LEASED LAND/SITE CONDITIONS............................................ 6
ARTICLE 8 -FORCE MAJEURE................................................................................................. 6
ARTICLE 9-LESSEE'S ACTS OF DEFAULT .......................................................................... 6
ARTICLE 10-REMEDIES FOR DEFAULT BY LESSEE......................................................... 7
ARTICLE 11 - TITLE TO IMPROVEMENTS INSTALLED BY LESSEE................................ 8
ARTICLE 12-ASSIGNMENT OR SUBLEASE......................................................................... 9
ARTICLE 13 -LESSEE'S DUTY TO DEFEND/INDEMNIFY................................................ 10
ARTICLE 14 -CITY'S DUTY TO DEFEND/INDEMNIFY..................................................... 10
ARTICLE 15 - INSURANCE ...................................................................................................... 10
ARTICLE 16 - CONDEMNATION............................................................................................. 11
ARTICLE 17 - ARBITRATION.................................................................................................. 12
ARTICLE 18 -MAINTENANCE AND REPAIRS..................................................................... 13
ARTICLE 19 -ENVIRONMENTAL CONCERNS .................................................................... 13
ARTICLE 20 -ESTOPPEL CERTIFICATES ............................................................................. 16
ARTICLE 21 - CONDITIONS AND COVENANTS.................................................................. 16
ARTICLE 22 -NO WAIVER OF BREACH............................................................................... 16
ARTICLE 23 - TIME OF THE ESSENCE .................................................................................. 17
ARTICLE 24 - COMPUTATION OF TIME............................................................................... 17
ARTICLE 25 - SUCCESSORS IN INTEREST........................................................................... 17
ARTICLE 26 -ENTIRE AGREEMENT ..................................................................................... 17
ARTICLE 27 - GOVERNING LAW ........................................................................................... 17
ARTICLE 28 -PARTIAL INVALIDITY.................................................................................... 17
ARTICLE 29 -RELATIONSHIP OF PARTIES ......................................................................... 17
ARTICLE 30 - INTERPRETATION........................................................................................... 17
ARTICLE 31 - CAPTIONS.......................................................................................................... 18
ARTICLE 32 - AMENDMENT ................................................................................................... 18
ARTICLE 33 -NOTICES ............................................................................................................ 18
01315075.DOC i
493
LEASE AGREEMENT
THIS LEASE AGREEMENT (the "LEASE") is made by and between the CITY OF
SEWARD(the"CITY"), a municipal corporation located in the Kenai Peninsula Borough, State of
Alaska, whose mailing address is P.O. Box 167, Seward, Alaska 99664 and Homer Electric
Association,Inc. (the "LESSEE"), an Alaska utility consumer services cooperative,whose mailing
address is 3977 Lake Street, Homer, Alaska 99603.
WHEREAS,LESSEE has indicated its desire to lease a portion of Lot 6A-2 Fort Raymond
Subdivision,Replat No. 3,Plat No. 2012-12, Seward Recording District,Third Judicial District State
of Alaska as depicted on Exhibit A attached hereto consisting of approximately 2 acres,more or less
final dimensions subj ect to completion, submission and approval of preliminary and final plats); and
WHEREAS, the City Council of CITY has determined that lease of the Leased Land (as
defined below)to LESSEE for the purposes described herein would be in the public interest; and
NOW THEREFORE, for and in consideration of the mutual promises and covenants
hereinafter contained, the parties hereto agree as follows:
ARTICLE 1 - LEASED LAND
1.1 Description ofLeased Land. The Leased Land is located in the City of Seward,Alaska. The
Leased Land is described as follows:
A portion of Lot 6A-2 Fort Raymond Subdivision, Replat No. 3,Plat No. 2012-12, Seward
Recording District, Third Judicial District State of Alaska as depicted on Exhibit A attached
hereto consisting of approximately 2 acres, more or less (the "Leased Land").
The Leased Land is also depicted on the attached Exhibit A,which is incorporated herein by
reference.
1.2 Covenant of Quiet Enjoyment; Warranty of Title. Subj ect to the encumbrances of record as
of the date hereof, any reasonable restrictions imposed on the Leased Land as part of
recording of a plat by CITY, and the provisions of this LEASE,CITY hereby covenants and
warrants that LESSEE shall have the quiet enjoyment and possession of the Leased Land for
the full term of this LEASE.
1.3 Permits. LESSEE, at its sole cost, shall obtain all permits necessary for the construction and
operation of its facilities on the Leased Land. CITY may from time to time,upon request of
LESSEE, execute such documents, petitions, applications, and authorizations as may be
necessary, as the underlying fee owner, to file with an agency or public body responsible
therefor an application for conditional use permits,zoning and re-zoning,tentative and final
tract approval, or precise plan approval that may be required for the lawful construction and
operation of the facilities of LESSEE permitted on the Leased Land by the terms of this
LEASE. If the agency or public body responsible to approve or grant such application or
01315075.DOC 1
494
permit request is a City of Seward agency, department, or board, LESSEE shall follow all
City of Seward procedures, the same as any other applicant making similar requests of the
City of Seward, according to the Charter, ordinances,resolutions, or any regulation,rules,or
procedures of the City of Seward.
1.4 Development ofLeased Land. LESSEE shall use the Leased Land for, among other
purposes, the construction, installation and operation of plant, facilities and equipment,
including a possible battery energy storage system, that will support provision of electric
service to the City of Seward's dock,cruise ships or other harbor or electric service operating
needs through the term of the lease.LESSEE understands that operation of its electric utility
business is a major consideration for the CITY's agreement to lease the Leased Land to
LESSEE. LESSEE shall not operate any other unrelated business on the Leased Land
without the consent of the CITY.
ARTICLE 2 - LEASE TERM
2.1 Lease Term. The term of this LEASE(the"Lease Term")shall be in accordance with
CITY's authorization in Resolution No. 202[]- the"Resolution"). The Lease Term
shall commence on the date of Closing as defined in that certain Asset Purchase Agreement
between CITY and LESSEE and that date shall be the effective date of this LEASE (the
Effective Date"). The Lease Term shall run for twenty (20)years from the Effective Date,
ending at midnight on [the Initial Term").LESSEE shall have the right
to extend the term of this LEASE for two(2)additional five(5)year periods,provided that:
a) LESSEE exercises its option to extend at least one hundred and eighty (180) days
prior to the expiration of the then current lease term;
b) LESSEE is not in material default under any term or provision of this LEASE; and
c) LESSEE shall exercise its options to extend by sending written notice in accordance
with the provisions of Article 33 of this LEASE.
2.2 Option to Purchase. . In consideration of payment to CITY of one-hundred dollars
100.00), at the time of exercise of the option, LESSEE shall have the option to purchase the
Leased Land for fair market value of the Leased Land without improvements (as established by an
appraisal obtained either by CITY or LESSEE after LESSEE exercises the Option)upon expiration
of the initial or any of the extended terms of this LEASE("Option to Purchase") provided that:
a) LESSEE exercises its option to purchase at least one hundred and eighty(180)days prior
to the expiration of the then current lease term;
b) LESSEE is not in default under any term or provision of this LEASE; and
c) LESSEE shall exercise its option to purchase by sending written notice in accordance
with the provisions of Article 33 of this LEASE.
d) Rent paid throughout the term of this LEASE will not be applied to the fair market value
purchase price.
01315075.DOC 2
495
ARTICLE 3 - RENTAL RATE
3.1 Rental Rate. Commencing on the Effective Date of this LEASE through the fifteenth
anniversary of the Initial Term,the annual rental rate for the Leased Land shall be set at eight
percent(8%)of LESSEE's gross revenues derived from the sale of electric power delivered
by LESSEE to Cruise Ships docked at docks located within the City of Seward and owned or
operated by the Alaska Railroad Corporation. Rent shall be payable annually based on
revenues recorded by LESSEE in the previous twelve calendar months with the first payment
being made no later than thirty (30) days from the first anniversary of the Effective Date of
this Lease. Subsequent annual payments shall be made no later than thirty (30) days from
succeeding anniversaries of the Effective Date of this Lease.
3.2 Supporting Documentation. Copies of LESSEE's bills for electricity delivered to Cruise
Ships for the period covered by the rental payment shall be submitted with each payment of
rent.
3.3 Cruise Ship. For purposes of this LEASE, "Cruise Ship" means "commercial passenger
vessel" as defined by AS 43.52.295 as of the Effective Date of this LEASE.
3.4 Rental Adjustments. During any extended term,the annual rental payment shall be adjusted
up or down to fair market rental value of the Leased Land (without improvements) as
established by an appraisal obtained either by CITY or LESSEE after LESSEE exercises its
option to extend.
3.5 Late Payment Charge. Rental payments not received by the due date shall bear interest until
paid at a rate of 10.5% per annum, or the maximum rate permitted under Alaska law,
whichever is less,plus a flat monthly late fee of$2.50, or such amount as may be established
from time to time by CITY ordinance or resolution and relating to late fees for CITY leases
generally.
ARTICLE 4 - USE OF LEASED LAND
4.1 Use ofLeased Land. CITY has limited land available for lease. Use of the Leased Land by
LESSEE has been determined by the City Council of CITY to be in the public interest.
LESSEE may use the Leased Land for electric utility purposes.
4.2 Obligations of LESSEE. LESSEE may use the Leased Land only in accordance with
applicable CITY zoning code provisions and provided the following conditions are met:
a) The Leased Land is to be cleaned and restored to its original condition, that is, the
condition existing prior to this LEASE upon termination of this LEASE, subject to
01315075.DOC 3
496
normal non abusive use and further provisions of this Lease regarding Lessee's
improvements.
b) LESSEE agrees to prohibit the use, keeping, storage, or disposal of Hazardous
Materials on the Leased Land except as permitted in Article 19 of this LEASE.
c) LESSEE shall not use the Leased Land in any manner or construct any facilities
thereon which would interfere with the use of adjacent or other lands.
4.3 Payment ofUtilities. LESSEE will pay for utilities related to operations on the Leased Land.
ARTICLE 5 - UTILITIES AND PERMITS
5.1 Utilities. LESSEE, at LESSEE's sole cost and expense, shall provide for the
extension of public utilities to the Leased Land sufficient for LESSEE's intended operations.
In so doing, LESSEE shall comply with all CITY regulations and requirements, and the
tariffs of the affected utilities, with respect to the construction of those utilities. However,
this does not preclude LESSEE from seeking contributions for extension of utilities from
existing or future users.
5.2 Permits. LESSEE shall not be entitled to any refund, rebate, or payments from
CITY for any rent, investment, or costs incurred by LESSEE with respect to any required
permits for construction or operation of LESSEE's facilities on the Leased Land,it being the
intent of the parties that the risk of obtaining required permits be solely a risk undertaken by
LESSEE.
ARTICLE 6 - CONSTRUCTION BY LESSEE
6.1 Improvements on Leased Land. LESSEE shall have the right to erect, maintain, alter,
remodel,reconstruct,rebuild,build, and/or replace buildings and other improvements on the
Leased Land, subject to the following conditions:
a) The cost of any construction, reconstruction, demolition, or of any changes,
alterations, or improvements, shall be borne and paid for by LESSEE.
b) The Leased Land shall at all times be kept free of mechanic's and materialmen's
liens.
01315075.DOC 4
497
c) LESSEE shall provide CITY with a copy of all building plans and specifications and
a site development plan or plans for the Leased Land prior to commencement of
construction.
d) LESSEE is solely responsible for resurveying and locating improvements on the
Leased Land in such manner not to violate building setback requirements or encroach
into rights-of-ways or easements. On completion of any improvements, LESSEE
shall provide CITY a copy of an as-built survey depicting the improvements as
completed on the Leased Land.
e) Any general contractor employed by LESSEE shall be appropriately bonded by use
of performance and labor and material payment bonds in the customary form when
cost of the work is equal to or exceeds FIFTY THOUSAND DOLLARS ($50,000).
Copies of all such bonds shall be furnished to CITY prior to commencement of
construction. If the cost of the work is less than FIFTY THOUSAND DOLLARS
50,000), LESSEE shall provide CITY, if no performance and labor and material
bonds are provided by LESSEE, any necessary assurances or guarantees that the
contemplated work will be performed by the general contractor or by LESSEE. In
the event that LESSEE elects to construct the facility with its own personnel and
equipment, or the personnel and equipment of any corporation or person that is an
affiliate" of LESSEE as such term is defined in AS 10.06.990(2) or Alaska limited
liability company in which LESSEE maintains a substantial membership interest, a
performance bond shall be required when the cost of the work is equal to or exceeds
FIFTY THOUSAND DOLLARS ($50,000).
f)CITY may, as contemplated by Alaska Statutes,give notice of non-responsibility for
any improvements constructed or effected by LESSEE on the Leased Land.
g) LESSEE shall comply with all federal, state, and local statutes and regulations with
respect to such construction, including, but not limited to, all applicable building,
mechanical, and fire codes.
6.2 City Review of Construction. CITY shall have the right to review initial plans, including
those supplied to CITY under Section 6.1 hereof, and any future changes or additions to
LESSEE's facilities on the Leased Land, by reviewing the design thereof prior to the
commencement of construction. CITY shall have the right to comment upon that design and
to require LESSEE to make reasonable changes so as to avoid interference with public
operations, but the exercise of these rights shall not imply any obligation to do so nor any
obligation to do so in a particular way. CITY's representatives may monitor the work and
shall have access to the site at all reasonable times. LESSEE shall be solely responsible for
completing all improvements according to LESSEE's plans and specifications and shall bear
all risk, responsibility, and liability for properly surveying the Leased Land before
construction and to place all improvements on the Leased Land without encroaching upon
any land, easements, rights-of-way, or setback requirements.
01315075.DOC 5
498
ARTICLE 7 - RETURN OF LEASED LAND/SITE CONDITIONS
Subject to the provisions of Article 11.1 herein, upon termination of this LEASE for any
reason other than the exercise by LESSEE of its Option to Purchase, LESSEE shall return the
Leased Land to CITY in the same condition as at the commencement this LEASE, subject to
normal, non-abusive use. The Leased Land shall be free of all Hazardous Materials and
contamination resulting from or occurring during LESSEE's operations or use of the Leased
Land during this LEASE or shall be in compliance with all Environmental Laws or other laws or
regulations applicable to such Hazardous Materials.
ARTICLE 8 - FORCE MAJEURE
In the event either LESSEE or CITY is delayed from performance of any of its obligations
under this LEASE due to acts of nature, acts of the enemies of the United States of America,
sabotage, blockade, insurrection, riot, epidemic, pandemic, fire, flood, explosion,
earthquake/tsunami, civil disturbance,or war,the time period wherein such performance is to occur
shall be extended by that amount of time necessary to compensate for the delay.
ARTICLE 9—LESSEE'S ACTS OF DEFAULT
Each of the following shall be a"LESSEE Act of Default"under this LEASE and the terms
acts of default" and"default" shall mean,whenever they are used in this LEASE, any one or more
of the following events:
9.1 Failure by LESSEE to pay promptly when due, and in no event later than twenty (20) days
from the due date thereof, the rent required to be paid under this LEASE.
9.2 Failure by LESSEE to comply with Section 4.1 of this LEASE.
9.3 Failure by LESSEE to observe, fulfill or perform any covenants, conditions, or agreements
on its part to be observed or performed under this LEASE, other than payment of rent or
compliance with Section 4.1, for a period of thirty (30) days after written notice specifying
such failure,requesting that it be remedied, and stating that it is a notice of default,has been
given to LESSEE by CITY; provided, however, that if said default is such that it cannot be
corrected within the applicable period, it shall not constitute an act of default if corrective
action is instituted by LESSEE within the applicable period and diligently pursued until the
default is corrected.
9.4 The making by LESSEE of an assignment for the benefit of creditors,the filing of a petition
in bankruptcy by LESSEE,the adjudication of LESSEE as insolvent or bankrupt,the petition
or application by LESSEE to any tribunal for any receiver or any trustee for itself or for any
substantial part of its property; or the commencement of any proceeding relating to LESSEE
under any bankruptcy,insolvency,reorganization, arrangement, or readjustment of debt law
or statute or similar law or statute of any jurisdiction, whether now or hereafter in effect
which shall remain undismissed for a period of six (6) months from the date of
commencement thereof.
01315075.DOC 6
499
9.5 Violation by LESSEE of any laws or regulations of the United States, or of the State of
Alaska, or any conditions of any permits issued by agencies of the City of Seward,the Kenai
Peninsula Borough, the State of Alaska, or of the United States Government applicable to
LES SEE's use of the Leased Land,pursuant to the regulations of such agencies,for a period
of sixty(60)days after written notice specifying such violation has been given by the agency
charged with the enforcement of such laws, regulations, or permits to LESSEE; provided,
however,if such violation be such that it cannot be corrected within the applicable period,it
shall not constitute an act of default if corrective action is instituted by LESSEE within the
applicable period and diligently pursued until the violation is corrected. Furthermore, if
LESSEE shall contest such alleged violation through appropriate judicial or administrative
channels, the time period specified herein shall not commence until such proceedings are
finally determined provided such proceedings are diligently pursued;provided,however,that
any such extension of time shall not be effective if the effect of the interim administrative or
judicial action is to cause a stoppage,interruption, or threat to the activities of any person or
entity other than those of LESSEE.
9.6 Failure of LESSEE to maintain its operations within the Leased Land or to keep the public
rights of way clear.
ARTICLE 10—REMEDIES FOR DEFAULT BY LESSEE
Whenever an act of default by LESSEE shall have occurred, and any applicable period for
giving notice and any opportunity to cure shall have expired, CITY shall have the following rights
and remedies all in addition to any rights and remedies that may be given to CITY by statute,
common law, or otherwise:
10.1 CITY may distrain for rent due any of LESSEE's personal property which comes into
CITY's possession. This remedy shall include the right of CITY to dispose of personal
property distrained in any commercially reasonable manner. It shall be conclusively
presumed that compliance with the procedures set forth in the Alaska Uniform Commercial
Code (AS 45.29.601-.628) with respect to sale of property shall be a commercially
reasonable disposal.
10.2 CITY may re-enter the Leased Land and take possession thereof and,except for any personal
property of LES SEE which CITY has waived its right to distrain under Section 10.1 above,
remove all personal property of LESSEE from the Leased Land. Such personal property
may be stored in place or may be removed and stored in a public warehouse or elsewhere at
the cost of LESSEE all without service of notice or resort to legal process, all of which
LESSEE expressly waives.
10.3 In addition to the above, CITY may:
a) Declare this LEASE terminated;
b) Collect any and all rents due or to become due from subtenants or other occupants of
the Leased Land;
01315075.DOC 7
500
c) Recover from LESSEE, whether this LEASE be terminated or not, reasonable
attorney's fees and all other expenses incurred by CITY by reason of the breach or
default by LESSEE;
d) Recover an amount to be due immediately on breach equal to the unpaid rent for the
entire remaining term of this LEASE.
e) Recover all damages incurred by CITY by reason of LESSEE's default or breach,
including, but not limited to, the cost of recovering possession of the Leased Land,
expenses of reletting, including costs of necessary renovation and alteration of the
premises, reasonable attorney's fees, and any real estate commissions actually paid.
f)Remove or require the removal of any improvements constructed without CITY
approval or constructed contrary to site development plans approved by CITY and
recover all costs and expense incurred by CITY to remove violating improvements.
10.4 If LESSEE does not immediately surrender possession of the Leased Land after termination
by CITY and upon demand by CITY,CITY may forthwith enter into and upon and repossess
the Leased Land and expel LESSEE without being deemed guilty in any manner of trespass
and without prejudice to any remedies which might otherwise be used for arrears of rent or
breach of covenant.
10.5 No expiration or termination of this LEASE shall expire or terminate any liability or
obligation to perform of LES SEE's which arose prior to the termination or expiration except
insofar as otherwise agreed to in this LEASE.
10.6 Each right and remedy of CITY provided for in this LEASE shall be cumulative and shall be
in addition to every other right or remedy provided for in this LEASE or now or hereafter
existing at law or in equity or by statute or otherwise, and the exercise or beginning of the
exercise by CITY of any one or more of the rights and remedies provided for in this LEASE
or now or hereafter existing at law or in equity or by statute or otherwise shall not preclude
the simultaneous or later exercise by CITY of any or all other rights or remedies provided for
in this LEASE or now or thereafter existing at law, or in equity or by statute or otherwise.
10.7 No delay or omission to exercise any right or power accruing following an act of default
shall impair any such right or power or shall be construed to be a waiver thereof, but any
such right and power may be exercised from time to time and as often as may be deemed
expedient.
ARTICLE 11 —TITLE TO IMPROVEMENTS INSTALLED BY LESSEE
11.1 Real Property Improvements. All improvements constructed by LESSEE or its predecessors
on the Leased Land or on easements to or from the same, such as buildings, warehouses,
conveyor systems, ditches, sewer lines, water lines, dikes or berms and similar
improvements, shall become the property of CITY upon termination of this LEASE for any
01315075.DOC g
501
reason other than LESSEES exercise of its Option to Purchase; provided, however, that
CITY may require LESSEE to remove any improvements designated by CITY and without
cost to CITY.
11.2 Personal Property. Any other provisions of this LEASE to the contrary notwithstanding,
LESSEE, upon termination of this LEASE for any reason, may, but need not, promptly
remove, in no event later than ninety (90) days from the termination of the LEASE, trade
fixtures and equipment from the Leased Land provided that LESSEE shall repair any
damages to the Leased Land caused by such removal.
ARTICLE 12—ASSIGNMENT OR SUBLEASE
12.1 Assignment of Lease or Subleasing. The parties recognize that this LEASE has been
determined to be in the public interest by the City Council of CITY for the reasons set forth
in the approving Resolution. The rights and duties created by the LEASE are personal to
LESSEE and CITY has granted the LEASE in reliance upon the individual character and
financial capability of LESSEE. Therefore, LESSEE shall not assign or sublease this
LEASE without CITY's prior written consent, which consent shall not be unreasonably
withheld.
12.2 Assignment of Lease for Security. Notwithstanding Section 12.1 above, LESSEE may
assign, encumber, or mortgage its interest in this LEASE or improvements on the Leased
Land,by deed of trust or other security instrument, to an institutional lender("Lender")for
development of or operations on the Leased Land, provided that Lender shall be subject to
all obligations of LESSEE under the terms of this LEASE upon foreclosure. CITY shall
furnish Lender, at the address provided to CITY by Lender in writing, with notice of any
default or breach of LESSEE under this LEASE. Lender shall have the right(without being
required to do so and without thereby assuming the obligations of LESSEE under this
LEASE) to make good such default or breach within thirty (30) days after written notice
specifying such breach. Notwithstanding the provisions of Article 10 above, no"LESSEE
Act of Default" shall exist until expiration of thirty(30)days after such notice is furnished to
Lender; provided,
a) If Lender, with respect to any default or breach other than a failure to make any
required payment of rent or other money, shall undertake within thirty (30) days after
notice to cure the default or breach and shall diligently and in good faith proceed to do
so, CITY may not terminate this LEASE or relet the Leased Land unless Lender fails to
cure the default or breach within a reasonable period of time thereafter; and
b) If the default for which notice is given is a breach of Section 9.3, CITY shall not
exercise any of the remedies afforded to it under Article 10 above so long as LESSEE or
Lender remains in possession of the Leased Land and satisfies LESSEE's obligations
under the terms of this LEASE. Upon foreclosure or other assertion of its security
interest,Lender may further assign,transfer, or dispose of its interests,provided that any
subsequent assignee,purchaser, or transferee shall remain bound by each and every term
of this LEASE.
01315075.DOC 9
502
12.3 Assignment to Affiliate. Notwithstanding Section 12.1 above, LESSEE may assign this
LEASE to an affiliate of LESSEE as that term is defined by AS 10.06.990(2) or Alaska
limited liability company in which LESSEE maintains a substantial membership interest;
provided, however, that LESSEE's full faith and credit shall remain obligated under this
LEASE as though the assignment had not taken place.
ARTICLE 13—LESSEE'S DUTY TO DEFEND/INDEMNIFY
LESSEE shall defend,indemnify,and hold harmless CITY,its officials, employees, agents,
and contractors from any and all liability or claims for damages, including personal injuries,
environmental damage,death and property damage arising out of or resulting from LESSEE's use of
the Leased Land or the use of the Leased Land by LESSEE's sublessees, assignees, agents,
contractors, or the public, except for damages arising from the negligence or willful acts or
omissions of CITY, its officials, employees, agents, or contractors. If any action or proceeding is
brought against LESSEE by reason of any such occurrence,LESSEE shall notify CITY promptly in
writing of such action or proceeding.
ARTICLE 14— CITY'S DUTY TO DEFEND/INDEMNIFY
CITY shall defend,indemnify and hold LESSEE harmless from any and all liability or claims
for damages,including personal injuries, death, and property damage arising from the negligence or
willful acts or omissions of CITY, its officials, employees, agents, or contractors and from any
claims arising from the existence of any hazardous materials on the Leased Land as of the effective
date of this Lease.
ARTICLE 15 - INSURANCE
15.1 Minimum Insurance Requirements.Prior to commencement of the Lease Term or LESSEE'S
occupancy of the Leased Land, LESSEE shall procure and maintain, at LESSEE's sole cost
and expense,comprehensive commercial general liability insurance with limits of liability of
not less than TWO MILLION DOLLARS ($2,000,000) for all injuries and/or deaths
resulting to any one person and TWO MILLION DOLLARS ($2,000,000) limit from any
one occurrence. The comprehensive commercial general liability insurance shall include
coverage for personal injury,bodily injury, and property damage or destruction. Coverage
under such policies of insurance shall include collapse and underground property damage
hazards. Contractual liability insurance coverage in the amount of not less than TWO
MILLION DOLLARS ($2,000,000)is also required.
LESSEE shall obtain owned and non-owned automobile liability insurance with limits of
liability of not less than ONE MILLION DOLLARS($1,000,000)per occurrence combined
single limit for bodily injury and property damage.
LESSEE shall also obtain environmental or pollution insurance with limits of liability of not
less than ONE MILLION DOLLARS ($1,000,000).
01315075.DOC 10
503
LESSEE shall also maintain workers'compensation insurance as required under Alaska law.
The minimum amounts and types of insurance provided by LESSEE shall be subject to
revision at the sole discretion of CITY in accordance with standard insurance practices, in
order to provide continuously throughout the term of this LEASE and any extensions hereof,
a level of protection consonant with good business practice and accepted standards in the
industry. Such factors as changes in the type of or extent of use of the Lease Land,increases
in the cost of living, inflationary pressures, and other considerations, shall be utilized in
assessing whether the minimum insurance requirements should be increased. CITY shall
notify LESSEE of any required increase in insurance coverage.
All insurance policies shall provide for thirty(30)days'notice of cancellation and/or material
change to be sent to CITY at the address designated in ARTICLE 33 of this LEASE. All
such policies shall be written by insurance companies legally authorized or licensed to do
business in the State of Alaska, and acceptable to CITY(Best's Rating B+or better). CITY
shall be listed as an additional insured under all insurance policies. LESSEE shall furnish
CITY, on forms approved by CITY, certificates evidencing that it has procured the insurance
required herein prior to the occupancy of the Leased Land or operation by LESSEE.
Insurance policy deductibles are subject to approval by CITY. Nothing herein contained
shall prevent LESSEE or CITY from placing and maintaining at CITY's or LESSEE's own
individual cost and expense, additional or other insurance as may be desired. The minimum
insurance requirements under this LEASE shall not act to limit LESSEE's liability for any
occurrence and shall not limit LESSEE's duty to defend and indemnify CITY for claims
related to this LEASE or the Leased Land.
15.2 Subrogation Rights Waived. LESSEE agrees that its policies of insurance will include a
waiver of subrogation clause or endorsement releasing CITY, its elected and appointed
officials,employees and volunteers,and others working on behalf of CITY from any and
all liability or responsibility to LESSEE or anyone claiming through or under LESSEE by
way of subrogation or otherwise,for any loss of any kind(including damage to property
caused by fire or any other casualty),even if such loss shall have been caused by the fault
or negligence of the CITY,its elected or appointed officials, employees or volunteers,or
others working on behalf of the CITY. This provision shall be applicable and in full force
and effect with respect to loss or damage occurring during the time of LESSEE's
occupancy or use(including LESSEE's occupancy or use prior to the Effective Date of this
LEASE),and LESSEE's policies of insurance shall contain a clause or endorsement to the
effect that such release shall not adversely affect or impair such policies or prejudice the
right of LESSEE to recover thereunder except as against CITY(including its elected and
appointed officials, employees and volunteers, and others working on behalf of CITY)
during the time of LESSEE's occupancy or use.
ARTICLE 16 - CONDEMNATION
01315075.DOC 11
504
If all or any part of the Leased Land is condemned for a public use by any government
agency or other duly authorized entity, CITY and LESSEE shall each make a claim against the
condemning or taking authority for the amount of any damage incurred by or done to them
respectively as a result of the taking. Neither LESSEE nor CITY shall have any rights in or to any
award made to the other by the condemning authority; provided,that in the event of a single award
to CITY which includes specific damages for loss of LESSEE's leasehold interest, CITY shall
transmit to LESSEE the amount of such specific damages so found, if any.
If part but not all of the Leased Land is condemned for public use, LESSEE shall make a
good faith determination as to whether or not the taking of the part of the Leased Land designated
for condemnation will prevent it from continuing to operate on the Leased Land. If LESSEE
determines in good faith that the condemning of such part of the Leased Land will prevent it from
continuing to operate on the Leased Land, LESSEE may notify CITY in writing to this effect, and
this LEASE shall then be terminated for all purposes effective fifteen (15) days from the date
LESSEE sends such notice to CITY, or at such other later date as LESSEE shall specify in its notice,
and such termination shall be treated in the same manner as a termination at the expiration of the
term of this LEASE. LESSEE shall, as a condition precedent to such termination, remove all
encumbrances, debts, and liens to which the Leased Land is subject. If at the time of such partial
taking for public use,LESSEE determines that such partial taking will not prevent it from continuing
to operate, then LESSEE and CITY shall negotiate an equitable and partial abatement of the rent
beginning to be effective on the actual date when LESSEE is effectively prevented from utilizing the
condemned land.
ARTICLE 17 -ARBITRATION
17.1 Arbitration.
a) Disputes between the parties with respect to the performance of this LEASE that
cannot be resolved by the parties,may be submitted to an independent arbitrator for a
settlement pursuant to the provisions of the Alaska Uniform Arbitration Act
AS 09.43.300 et. sec.), as it now exists or may hereafter be amended from time to
time, and judgment on the award may be entered in any Superior Court in the State
of Alaska. Either party may submit to the other party a request for arbitration and the
party receiving a request shall have twenty(20)days to consent,in writing,to the use
of arbitration to resolve the dispute. Failure of either party to consent will preclude
the use of arbitration for that dispute. The costs and expenses of arbitration shall be
shared equally by the parties, and each party shall bear its own attorney's fees and
costs.
b) Arbitration procedures shall be applicable only to contract, negligence, and similar
claims arising from or related to this LEASE, and shall not be used to resolve or
determine any claim based upon fraud,intentional misrepresentation,nor any claim
based on conduct that is a felony crime in the State of Alaska.
c) Arbitration of any dispute or claim shall be determined by a single arbitrator selected
from a list of not less than five (5) arbitrators obtained from the presiding Superior
01315075.DOC 12
505
Court Judge or other appropriate judicial officer in Anchorage, Alaska. The
arbitrator shall be a person who(a)has not less than five(5)years legal experience in
the State of Alaska prior to appointment; and (b) such legal experience includes
substantial experience with long-term commercial real property transactions. Each
party shall be provided with a copy of the list and shall be afforded a maximum of
ten (10)working days to become familiar with the qualifications of the prospective
arbitrators. The arbitrator shall be selected by each party, commencing with the
party demanding the arbitration, striking one name from the list until only a single
name remains.
d) Arbitration hearings shall be conducted in Anchorage,Alaska or such other location
as the parties may agree. Each party shall produce at the request of the other party, at
least thirty (30) days in advance of such hearing, (i) the names, addresses, phone
numbers, and email addresses for all witnesses who may testify at the hearing; and
ii) all documents to be submitted at the hearing and such other documents as are
relevant to the issues or likely to lead to relevant information.
e) In deciding the claim or dispute, the arbitrator shall follow applicable Alaska law,
and the written decision shall be supported by substantial evidence in the record.
Failure to apply Alaska law, or entry of a decision that is not based on substantial
evidence in the record, shall be additional grounds for modifying or vacating an
arbitration decision.
ARTICLE 18 - MAINTENANCE AND REPAIRS
18.1 Normal Maintenance. During the entire term of this LEASE and every extension hereof, if
any, LESSEE shall, at LESSEE's sole cost, risk and expense, maintain the Leased Land,
including any improvements placed thereon by LESSEE,in as good condition as received or
constructed by LESSEE, subject to normal, non-abusive use. CITY, at CITY's sole option
and expense, may, prior to the commencement of construction by LESSEE, perform
maintenance and preventative work on the Leased Land, exclusive of improvements placed
thereon by LESSEE, in order to prevent erosion, mitigate damage to plants and animals, or
prepare the Leased Land for eventual development by LESSEE or others by grading,filling,
or contouring the Leased Land. Any such work performed by CITY shall be at CITY's sole
expense and risk unless LESSEE agrees, in advance and in writing, to share such expense
and risk. LESSEE shall maintain in first class condition at all times all fire, pollution, and
other protective equipment, if any are placed on Leased Land.
ARTICLE 19 - ENVIRONMENTAL CONCERNS
19.1 Hazardous Materials.
a) Condition of Site. LESSEE has had full opportunity to examine the site for the
presence of any Hazardous Material and accepts the site in "as is" condition.
LESSEE may elect, at LESSEE's sole cost,to conduct additional baseline soils tests
prior to execution of this LEASE.
01315075.DOC 13
506
b) Release of CITY. LESSEE releases CITY from any and all claims, demands,
penalties, fines, judgments, liabilities, settlements, damages, costs, or expenses
including, without limitation, attorney's fees, court costs, litigation expenses, and
consultant and expert fees)arising prior to, during, and after the term of this LEASE,
and resulting from the use, keeping, storage, or disposal of Hazardous Material on
the Leased Land by LESSEE, or arising out of or resulting from LESSEE's
operations at the Leased Land except for those claims arising out of CITY's
negligence or misconduct. This release includes any and all costs incurred due to
any investigation of the Leased Land or any cleanup, removal, or restoration
mandated by a federal, state, or local agency or political subdivision or by law or
regulation except those costs related to the known remediation condition as stated in
Article 19.1(a).
c)Use of Hazardous Materials on the Site.
i)LESSEE shall not cause or permit any Hazardous Material to be brought
upon, kept, or used in or about the Leased Land except for such Hazardous
Material as is necessary to conduct LESSEE's authorized use of the Leased
Land.
ii) Any Hazardous Material permitted on the Leased Land as provided in this
paragraph, and all containers therefor, shall be used, kept, stored, and
disposed of in a manner that complies with all Environmental Laws or other
laws or regulations applicable to such Hazardous Material.
iii) LESSEE shall not discharge, leak, or emit, or permit to be discharged,
leaked, or emitted, any material into the atmosphere, ground, ground water,
sewer system, or any body of water, if such material (as reasonably
determined by the City, or any governmental authority)does or may,pollute
or contaminate the same, or may adversely affect the (a) health, welfare, or
safety of persons, whether located on the Leased Land or elsewhere; or (b)
condition,use, or enjoyment of the Leased Land or any other area or personal
property.
iv) LESSEE hereby agrees that it shall be fully liable for all costs and expenses
related to the use, storage, and disposal of Hazardous Material kept or
brought on the Leased Land by LESSEE, its authorized representatives and
invitees, and LESSEE shall give immediate notice to CITY of any violation
or potential violation of the provisions of this subparagraph.
d) Indemnification of CITY. Any other provision of this LEASE to the contrary
notwithstanding, LESSEE shall defend, indemnify, and hold CITY harmless from
and against any claims, demands,penalties,fines,judgments,liabilities, settlements,
damages, costs, or expenses(including,without limitation, attorney, consultant and
01315075.DOC 14
507
expert fees, court costs, and litigation expenses) of whatever kind or nature, known
or unknown, contingent or otherwise, arising out of or in any way related to:
i)The presence, disposal,release, or threatened release of any such Hazardous
Material which is on or from the Leased Land, soil, water, ground water,
vegetation, buildings, personal property, persons, animals, or otherwise;
ii) Any personal injury (including wrongful death) or property damage (real or
personal) arising out of or related to such Hazardous Material or any use of
the Leased Land;
iii) Any lawsuit brought or threatened, settlement reached, or government order
relating to such Hazardous Material or any use of the Leased Land; and/or
iv) Any violation of any laws applicable thereto; provided, however, that this
Section 19.1(d)shall apply only if the acts giving rise to the claims,demands,
penalties, fines, judgments, liabilities, settlements, damages, costs, or
expenses(1)occur prior to or during the term of this LEASE; and(2)arise,in
whole or in part, from the use of, operations on, or activities on the Leased
Land by LESSEE or LESSEE's predecessors in interest, employees, agents,
invitees,contractors, subcontractors, authorized representatives, subtenants,
or any other persons. The provisions of this subparagraph shall be in addition
to any other obligations and liabilities LESSEE may have to CITY at law or
equity and shall survive the transactions contemplated herein and shall
survive the termination of this LEASE.
e) Operator. For all purposes,LESSEE shall be deemed the operator of any facility on
the Leased Land.
f)Hazardous Material Defined. As used in this LEASE, Hazardous Material is any
substance which is toxic, ignitable, reactive, or corrosive or which is regulated by
any Environmental Law. Hazardous Material includes any and all material or
substances which are defined as industrial waste, hazardous waste, extremely
hazardous waste, or a hazardous substance under any Environmental Law.
Notwithstanding any statutory petroleum exclusion,for the purposes of this LEASE,
the term Hazardous Material includes,without limitation,petroleum,including crude
oil or any fraction thereof,petroleum soaked absorbent material,and other petroleum
wastes.
g) Environmental Law Defined. As used in this LEASE,Environmental Laws include
any and all local, state, and federal ordinances, statutes, and regulations, as now in
force or as may be amended from time to time, relating to the protection of human
health and the environment, as well as any judgments, orders, injunctions, awards,
decrees, covenants, conditions, or other restrictions or standards relating to same.
Environmental Laws include, by way of example and not as a limitation of the
generality of the foregoing,Alaska Statutes Title 46,the Resource Conservation and
01315075.DOC 15
508
Recovery Act of 1976,the Comprehensive Environmental Response,Compensation
and Liability Act of 1980,the Clean Water Act, and the Superfund Amendments and
Reauthorization Act of 1986.
19.2 Permits and Reporting.
a) Permits Required by Other Governmental Agencies. LESSEE shall obtain all
permits or approvals required by any applicable law or regulation. Copies of all such
permits shall be provided to CITY prior to LESSEE commencing work under this
LEASE. LESSEE shall promptly make all reports to any federal, state, or local
government or agency required by any permit or Environmental Law, including
reports of any spill or discharge of Hazardous Material. The CITY,through the City
Manager, may order LESSEE to immediately cease any operations or activities on
the Leased Land if the same is being carried out without necessary permits, in
violation of the terms of any permit or Environmental Law, or contrary to this
LEASE.
b) Correspondence With and Reports to Environmental Agencies. LESSEE shall
immediately (the same or the next business day) provide CITY with copies of all
correspondence and notice,including copies of all reports between LESSEE and any
state, federal, or local government or agency regulating Hazardous Material which
relates to LESSEE's operations on or use of the Leased Land.
ARTICLE 20 - ESTOPPEL CERTIFICATES
Either party shall at any time and from time to time upon not less than ten (10) days' prior
written request by the other party, execute, acknowledge, and deliver to such party, or to its
designee, a statement in writing certifying that this LEASE is unamended and in full force and effect
or,if there has been any amendment thereof,that the same is in full force and effect as amended and
stating the amendment or amendments),that there are no defaults existing(or,if there is any claimed
default, stating the nature and extent thereof), and stating the dates to which the rent and other
charges have been paid in advance.
ARTICLE 21 - CONDITIONS AND COVENANTS
All the provisions of this LEASE shall be construed to be "conditions" as well as
covenants," as though the words specifically expressing or imparting covenants and conditions were
used in each separate provision.
ARTICLE 22 - NO WAIVER OF BREACH
No failure by either CITY or LESSEE to insist upon the strict performance by the other of
any term, covenant, or condition of this LEASE or to exercise any right or remedy consequent upon
a breach thereof, shall constitute a waiver of any such breach or of such terms, covenants, or
conditions. No waiver of any breach shall affect or alter this LEASE, but each and every term,
01315075.DOC 16
509
covenant, and condition of this LEASE shall continue in full force and effect with respect to any
other then existing or subsequent breach.
ARTICLE 23 - TIME OF THE ESSENCE
Time is of the essence of this LEASE and of each provision.
ARTICLE 24 - COMPUTATION OF TIME
The time in which any act provided by this LEASE is to be done by shall be computed by
excluding the first day and including the last,unless the last day is a Saturday, Sunday,or a holiday,
and then it is also excluded.
ARTICLE 25 - SUCCESSORS IN INTEREST
Each and all of the terms, covenants, and conditions in this LEASE shall inure to the benefit
of and shall be binding upon the successors in interest of CITY and LESSEE.
ARTICLE 26 - ENTIRE AGREEMENT
This LEASE contains the entire agreement of the parties with respect to the matters covered
by this LEASE, and no other agreement, statement, or promise made by any party which is not
contained in this LEASE shall be binding or valid.
ARTICLE 27 - GOVERNING LAW
This LEASE shall be governed by, construed, and enforced in accordance with the laws of
the State of Alaska.
ARTICLE 28 - PARTIAL INVALIDITY
If any provision of this LEASE is held by a court of competent jurisdiction to be invalid,
void, or unenforceable,the remainder of the provisions shall remain in full force and effect and shall
in no way be affected, impaired, or invalidated.
ARTICLE 29 - RELATIONSHIP OF PARTIES
Nothing contained in this LEASE shall be deemed or construed by the parties or by any third
person to create the relationship of principal and agent or of partnership or of j oint venture or of any
association between CITY and LESSEE; and neither the method of computation of rent, nor any
other provisions contained in this LEASE, nor any acts of the parties, shall be deemed to create any
relationship between CITY and LESSEE other than the relationship of lessee and lessor.
ARTICLE 30 - INTERPRETATION
01315075.DOC
17510
The language in all parts of this LEASE shall in all cases be simply construed according to its
fair meaning and not for or against CITY or LESSEE as both CITY and LESSEE have had the
opportunity to seek assistance of counsel in drafting and reviewing this LEASE.
ARTICLE 31 - CAPTIONS
Captions of the articles,paragraphs, and subparagraphs of this LEASE are for convenience
and reference only, and the words contained therein shall in no way be held to explain, modify,
amplify, or aid in the interpretation, construction, or meaning of the provisions of this LEASE.
ARTICLE 32 -AMENDMENT
This LEASE is not subject to amendment except in writing executed by both parties hereto.
ARTICLE 33 - NOTICES
All notices, demands, or requests from one party to another shall be delivered in person or be
sent by mail, certified or registered, postage prepaid, to the addresses stated in this Article and to
such other persons and addresses as either party may designate. Notice by mail shall be deemed to
have been given at the time of mailing.
All notices, demands, and requests from LESSEE to CITY shall be given to CITY at the
following address:
City Manager
CITY OF SEWARD
PO Box 167
Seward, Alaska 99664
All notices, demands or requests from CITY to LESSEE shall be given to LESSEE at the
following address:
Homer Electric Association, Inc.
3977 Lake Street
Homer, Alaska 99603
Each party shall have the right,from time to time,to designate a different address by notice
given in conformity with this Article.
IN WITNESS WHEREOF,the parties hereto have set their hands and seals the dates herein
set forth.
01315075.DOC
18511
CITY: LESSEE:
CITY OF SEWARD
City Manager
Date:Date:
ATTEST:
City Clerk
STATE OF ALASKA
ss.
THIRD JUDICIAL DISTRICT
The foregoing instrument was acknowledged before me this day of
202[], by City Manager of the City of Seward, Alaska, on behalf of the City.
Notary Public in and for Alaska
My Commission Expires:
STATE OF ALASKA
ss.
THIRD JUDICIAL DISTRICT
The foregoing instrument was acknowledged before me this day of
202, by who executed the foregoing document on behalf of Homer Electric
Associaiton as of the cooperative corporation.
Notary Public in and for Alaska
My Commission Expires:
01315075.DOC
19512
EXHIBIT A: LEASED PREMISES
v°
t:.
1 f
v
z
01315075.DOC 20
513
Schedule 1.01(a)—Excluded Contracts
1. Agreement Covering the Terms and Conditions of Employment between the City of
Seward and Local 1547 International Brotherhood of Electrical Workers dated July 1,
2022.
2. Bargaining Agreement between the City of Seward and Alaska Public Employees
Association Representing the Seward Public Employees Association January 1, 2023 —
December 31, 2025, dated January 1, 2023.
3. Loan Agreement between the City of Seward and the Alaska Municipal Bond Bank dated
April 1, 2022.
4. Loan Agreement between the City of Seward and the Alaska Municipal Bond Bank, dated
July 20 2008 and as amended on January 20, 2016.
5. Contract for Finance and Accounting Services between the City of Seward and Carmen
Jackson CPA, LLC, dated December 30, 2021.
6. Contract for State Lobbying Services between the City of Seward and Kent Dawson
Company, Inc., dated July 1, 1989, as amended annually.
7. Agreement for Federal Lobbying Services between the City of Seward and Robertson,
Monagle& Eastaugh, PC, dated January 13, 1997, as amended annually.
8. Agreement for Legal Services between the City of Seward and Boyd, Chandler, Falconer
Munson, LLP, dated August 1, 2020.
9. Agreement for Auditing Services between the City of Seward and Altman,Rodgers& Co.,
dated February 11, 2020.
10. Software subscriptions and licenses for Office 365, Adobe Acrobat, AutoCAD, Fishbowl
and SIMMS.
11. Participant Coverage Memorandum between City of Seward and the Alaska Municipal
League Joint Insurance Association, Inc.
12. Cooperative Participation Agreement and Bylaws of the Alaska Municipal League Joint
Insurance Association, Inc, effective July 1, 2010.
13. Amended and Restated Depositary Agreement between the City of Seward and The Bank
of New York Mellon Trust Company, N.A. as Depositary, dated April 13, 2022.
14. Software License, Subscription, Services, Support and Maintenance, and Hosting Services
Agreement between City of Seward and Northstar Utilities Solutions (Harris Computer
Corporation), approved May 23, 2022.
514
Schedule 1.01(b)— Seller's Knowledge
1. Rob Montgomery
2. Janette Bowers
515
Schedule 1.01(c)—Permitted Encumbrances
1. All provisions and reservations in any United States Patent of record related to the
Acquired Assets.
2. Rights of Alascom, Inc., Seward Cablevision and General Telephone Company of Alaska
to make attachments of equipment(and to maintain, repair and replace such equipment)
to utility poles pursuant to the terms of the Pole Attachment Agreements identified in
Schedule 2.01(e).
3. Fee simple ownership interest of the State of Alaska in the real property identified in
Permit No. ADL 219519 subject to the terms of said permit.
4. Fee simple ownership interest of the USDA Forest Service in the real property identified
in the Special Uses Powerline Permit subject to the terms of said permit.
5. Rights of other public utilities (including the City of Seward) to use any of the public
utility easements identified in Schedule 4.08(d) (Other Real Property Rights), as
specifically provided in such easement documentation.
6. Rights of water, sewer, telephone, cable television, and internet service providers that are
public utilities (including the City of Seward) to use any of the public utility easements as
specifically provided for in such easement documentation or identified in any plat of
record.
516
Schedule 2.01(e)—Assigned Contracts
1. 2022 Wholesale Power Contract Between Chugach Electric Association, Inc. and the City
of Seward d/b/a Seward Electric System, dated as of September 28, 2021.
2. Agreement for Joint Use of Facilities between the City of Seward, Seward Electric System
and Chugach Electric Association, Inc., dated August 2021.
3. Bradley Lake Hydroelectric Project Power Sales Agreement, by and among the Chugach
Electric Association, Inc., the Golden Valley Electric Association, Inc., the Municipality
of Anchorage d/b/a Municipal Light and Power, the City of Seward d/b/a Seward Electric
System the Alaska Electric Generation& Transmission Cooperative, Inc., Homer Electric
Association, Inc., and the Matanuska Electric Association, Inc., dated as of December 8,
1987 as amended.
4. Railbelt Reliability Council Memorandum of Understanding, dated December 6, 2019.
5. Railbelt Reliability Council Memorandum of Understanding, dated September 15, 2022.
6. Construction Agreement between the City of Seward and Sturgeon Electric Company,
dated February 15, 2022.
7. Procurement Agreement Fort Raymond Substation Transformers between the City of
Seward, Electrical Department and Virginia Transformer Corporation, dated July 8, 2022.
8. Procurement Agreement Lawing Substation Transformer between the City of Seward,
Electrical Department and Virginia Transformer Corporation, dated July 8, 2022.
9. Agreement for Joint Use of Poles between Alascom, Inc. d/b/a AT&T Alaska and the City
of Seward, Alaska effective August 15, 2022.
10. Joint Use Agreement between the City of Seward and General Telephone Company of
Alaska dated October 8, 1984 as amended and assigned.'
11. Use Agreement between City of Seward and Seward Cablevision dated May 11, 1987 as
amended and assigned.2
12. SCADA computer software license/subscription.
Note: Currently expired but expected to be renewed before Closing.
z Note: Currently expired but expected to be renewed before Closing.
517
Schedule 2.01(f)— System Permits
1965 ADL No. 26281
1966 AK Dept. Of Highways A-31-10-66
1966 AK Dept. Of Highways A-31-3-66
1967 AK Dept. Of Highways A-495-1-67
1987 ADL No. 204058
1987 ADL No. 223091
1988 ADL No. 219519
1989 ADL No. 222885
1990 ARRC Permit No. 5193 (and additional Supplements 1991- 2023)
1995 ADL No. 225918
2017 Amendment No. 2 ADL 219510
2023 Forest Service Permit 15000-3004-7017
518
Schedule 2.01(g)—Intellectual Property
1. SCADA software, licenses and subscriptions.
519
Section 2.02—Excluded Assets
1. City of Seward's interest in the portion of Lot 6A-2 Fort Raymond Subdivision, Replat
No. 3, Plat No. 2012-12, not conveyed or leased to Buyer.
2. City of Seward's interest in Lots 38, 39 and 40, Block 8 Original Townsite of Seward
subject to the terms of Exhibit K- Office Lease.
3. Electric Storage/Laydown Yard at 11555 Seward Hwy, Parcel 14409130, T 1N
R1W SEC 27 SEWARD MERIDIAN SW 0910018 FOLZ SUB LOTS 6 THRU 9
REPLAT LOT 6A.
4. Distribution lines, meters and related inventory and equipment on the customer's side of
the delivery point for electricity to be delivered by Buyer and resold by Seller at the
Seward Small Boat Harbor.
5. Distribution lines, meters and related inventory and equipment on the customer's side of
the delivery point for electricity to be delivered by Buyer and resold by Seller at the
Seward Marine Industrial Center.
520
Schedule 2.03(b)—Assumed Liabilities
1. Seller's obligation to pay Accrued Vacation Amount(pursuant to the terms of the APA)
2. Seller's obligation to pay any Longevity Bonus Amount(pursuant to the terms of the
APA).
3. Seller's obligations under the IBEW CBA (as modified by the terms of the Transition
Agreement, if any, subject to the terms of the APA and excluding Seller's Withdrawal
Liability).
4. Any obligation of Seller to comply with RRC rules or contribute to the RRC that(1)
survives Seller withdrawal from the RRC and (2) arises after Closing and relates to the
period following Closing.
521
Schedule 2.04—Excluded Liabilities
1. Any liability of Seller pursuant to the terms of any Excluded Contract listed on Schedule
1.01(a).
2. Any Withdrawal Liability of Seller.
3. Any liability of Seller under any Environmental Law related to the Real Property
assigned or conveyed to Buyer that is based on acts or omissions of Seller or any other
person other than Buyer that occur prior to Closing.
522
Schedule 4.03—Required Seller Consents
Execution and Delivery of the APA/Performance of Seller Obligations
Seward City Council
Seward voters casting votes at the May 1 Special Election
Assignments of Contracts
Chugach Electric Association (2021 Joint Agreement, Wholesale Power)
Alaska Energy Authority (Bradley Lake Power Sales Agreement,
Assignment of Permits
1965 ADL No. 26281
1966 AK Dept. Of Highways A-31-10-66
1966 AK Dept. Of Highways A-31-3-66
1967 AK Dept. Of Highways A-495-1-67
1987 ADL No. 204058
1987 ADL No. 223091
1988 ADL No. 219519
1989 ADL No. 222885
1990 ARRC Permit No. 5193 (and additional Supplements 1991- 2023)
1995 ADL No. 225918
2017 Amendment No. 2 ADL 219510
2023 Forest Service Permit 15000-3004-7017
523
Assignment of Easements
DATE SIGNED BOOK AG Document ID
Kenai Peninsula 85 06 15 44 614 1986-001618-0
Borough
State of Alaska Dept 9505 19 77 160 1995-000650-0
of Revenue
Kenai Peninsula 96 02 29 80 769 1996-000364-0
Borough
Kenai Peninsula 96 1024 84 61 1996-001889-0
Borough
Kenai Peninsula 0209 10 115 996 2002-002085-0
Brough
State of AK Dept of 66 1031 43R 192 Historic Record,Precinct
Hwys Books
State DOT/PF 66 08 02 43R 27 Historic Record,Precinct
Permit A-31-3-66 Books
Ak Dept of 67 03 01 44R 46 Historic Record,Precinct
Highways Books
ARRC Permit No. 9107 18 Not Recorded
5193 Supp#1
US Bureau of Public 55 09 21 Not Recorded
Roads
Ak Dept of 70 01 27 Not Recorded
Highways
AK DOT/PF 9106 19 Not Recorded
AK DOT/PF 94 07 08 Not Recorded
AK DNR 8707 15 Not Recorded
AK DNR 66 06 20 Not Recorded
Kenai Peninsula 0506 14 2005-001033-0
Borough
Kenai Peninsula 1209 19 2012-001062-0
Brough
AK DNR 17 07 28 2017-000785-0
AK DNR 1105 18 2011-000571-0
AK DNR 8707 15 2018-000308-0
AK DNR 8707 15 2019-000114-0
AK DNR 65 04 02 2019-000117-0
AK DNR 89 01 23 2019-000118-0
AK DNR 202001 10 2020-000039-0
524
Schedule 4.04—No Conflict
None.
525
Schedule 4.05—Financial Statements
1. Withdrawal Liabilities are not reflected in the Financial Statements. Seller has received
and transmitted to Buyer an estimated Withdrawal Liability from IBEW.
2. Financial Statements may not have fully and accurately identified all rolling stock that
will be included in Acquired Assets. Seller has prepared a separate listing of rolling
stock that will be included as part of an Exhibit to the Asset Purchase Agreement.
3. A 1000 KV transformer, 400 Amp. Meter and 800 Amp. Meter located at the Seward
Marine Industrial Center are not included in the SES financial statements and not
separately identified in the SMIC financial statements but are being included in the assets
sold to Buyer.
4. The Financial Statements indicate L1, B 1 Bear Lake Subdivision is an SES asset but it is
not an SES asset and is not being sold to HEA as part of the Transaction.
5. The Financial Statements include assets of SES which are no longer in service.
526
Schedule 4.07(b)—Assigned Contracts Breaches
A list of any:
A) existing default or breach by Seller or, to Seller's Knowledge, any other party thereto under
any Assigned Contract, or
B) event or condition that, with notice or lapse of time or both, could constitute (x) a default or
breach of any Assigned Contract, (y)result in a termination of any Assigned Contract or(z)
result in an acceleration under or otherwise change any rights or obligations of any Assigned
Contract, and Seller has not received notice of any intention or right to terminate or purporting to
assert an event of default under any Assigned Contract.
1. Joint Use Agreement between the City of Seward and General Telephone Company of
Alaska dated October 8, 1984 as amended and assigned has expired. The parties continue to
perform under the terms of the contract.
2. Use Agreement between City of Seward and Seward Cablevision dated May 11, 1987 as
amended and assigned has expired. The parties continue to perform under the terms of the
contract.
527
Schedule 4.08(a)— Owned Real Property'
9 Address Use Parcel ID Description
1*605 Sea Fort Raymond 14502623 T 1N R 1W SEC 34 SEWARD
Lion Ave Utility Facility MERIDIAN SW 2012012 FORT
and Generation RAYMOND SUB REPLAT NO 2
plant and Ball LOT 6A-2
Field
2 400 Nash SMIC 14534017 T IS R lE SEC 18 SEWARD
Rd Substation MERIDIAN SW 0970027 FOURTH
OF JULY CREEK SUB SEWARD
MARINE INDUSTRIAL CENTER
LOT I BLK 1
3** 11555 Laydown Yard 14409130 T 1N R1W SEC 27 SEWARD
Seward MERIDIAN SW 0910018 FOLZ SUB
Hwy LOTS 6 THRU 9 REPLAT LOT 6A
4 N/A Grouse Lake 12537007 T 1N R 1W SEC 13 SEWARD
Property MERIDIAN SW 0000093 OLD MILL
SUB TRACT H
5 N/A Electric Storage 14409121 Lot Five (5), FOLZ SUBDIVISION,
Yard REVISED, according to Plat No. S-24,
Seward Recording District, Third
Judicial District, State of Alaska
6 N/A Seward Highway 12537090 All that Portion of the Southwest one-
Tract quarter of the Southwest one-quarter of
the Northwest one-quarter of the
Northeast one-quarter
SW 1/4SW 1/4NW 1/4NE1/4) and the
West one-half of the West one-half of
the Southwest one-quarter of the
Northeast one-quarter
W 1/2W 1/2SW 1/4NE1/4)in Section
12, Township 1 North, Range 1 West,
Seward Meridian, Seward Recording
District, Third Judicial District, State of
Alaska, Lying West of the Seward
Highway.
7*** N/A City Meter 14734008 T 1S R 1W SEC 3 SEWARD
Breakwater MERIDIAN SW 2012004 SEWARD
ORIGINAL TOWNSITE
WATERFRONT PARK REPLAT
TRACT H, Seward Recording District
Plat 2012-4
Pending review of SMIC real property
528
Address Use Parcel ID Description
8*** N/A City Meter I- 14502419 The electric meter on I-dock located on
Dock the following parcel: T 01S R 01W
SEC 1&2&3 SEWARD MERIDIAN
SW ATLS#174 ALASKA TIDE
LAND SURVEY#174 THAT PTN
WITHIN SECTIONS 1-3 EXCL
SEWARD ORIGINAL TOWNSITE
WATERFRONT PARK REPLAT &
EXCL THAT PTN OF THE SEWARD
AIRPORT KNOWN AS THE
AVIGATION& HAZARD
EASEMENT AREA& EXCL PTN
KNOWN AS THE ALASKA
RAILROAD TERMINAL RESERVE
IN SEWARD
9*** N/A 3 Meters" on 14534066 The three electric meters on the
Mustang Ave following parcel: T 01 S R 0 1 E SEC 18
SEWARD MERIDIAN SW 2022002
FOURTH OF DULY CREEK SUB
SEWARD MARINE INDUSTRIAL
CENTER FIRE DEPARTMENT
REPLAT TRACT A4, Plat SWD 2022-
1
10*** N/A 2 Meters" to the 14534062 The two electric meters on the
South of the "3 following parcel : T 01 S R 0 1 E SEC 18
Meters" SEWARD MERIDIAN SW 2022001
FOURTH OF DULY CREEK SUB
SEWARD MARINE INDUSTRIAL
CENTER COASTAL LOTS REPLAT
LOT IA-1 BLK 9, Plat SWD 2022-1
Notes:
This property will need to be subdivided before sale see Exhibit L to APA.
This property is not included in Acquired Assets.
These real property conveyances are limited to the electric meters specified in the
description and do not include the whole parcel.
529
Schedule 4.08(b)—Real Property Exceptions
None
530
Schedule 4.08(c)—Leased Real Property
None.
531
Schedule 4.08(d)— Other Real Property Rights
Other easements and permits are listed on recorded plats. Recorded plats are publicly available
through the Kenai Peninsula Borough's parcel viewer: https:Hgeohub.kpb.us/
TYPE FROM DATE SIGNED BOOK Document ID
E Win go, Charles 7407 16 6 365 1974-000598-0
Seward Chamber of
E Commerce 74 07 09 6 336 1974-000577-0
E Hoo land,Joann 7407 15 6 368 1974-000599-0
E Shoenin ,John 7407 15 6 371 1974-000600-0
E Johnson,Michael 7709 13 14 212 1977-001175-0
E Mickens,Michael E. 7709 13 14 214 1977-001176-0
E Lindsey,Dale 78 06 09 16 284 1978-000818-0
Seward Chamber of
E Commerce 79 02 27 17 951 1979-000260-0
E Hardy,Ethel L. 8005 15 21 187 1980-000940-0
E Wadsworth,Jack 8108 19 24 445 1981-001795-0
E Paquette,Paul H. 83 10 17 31 193 1983-001968
Snowden,Bradley
E Kevin 84 06 29 34 194 1984-001234-0
E Midb ,Willard 84 06 29 34 196 1984-001235-0
E Midb ,Willard 84 06 29 34 198 1984-001236-0
E Furlong,Norma 84 07 24 34 541 1984-001442-0
Peterson,Earl&Deloris
E K. 84 07 30 34 557 1984-001448-0
E Dick,Louis E. 84 08 08 34 647 1984-001478-0
E Walker,Mark C. estate 84 08 24 34 897 1984-001569-0
E Bass,Jack 84 1008 35 767 1984-002108-0
E Bass,Jack 84 1008 35 769 1984-002109-0
E Bass,Jack 84 1008 35 771 1984-002110-0
E Bass,Jack 84 1008 35 773 1984-002111-0
E Ernst Incorporated 84 1031 35 819 1984-002139-0
E March,Louis 84 09 21 36 329 1984-002538-0
E March,Louis 84 09 21 36 332 1984-002539-0
E Lind,Wilma 84 09 27 36 335 1984-002540-0
E Lind,Wilma 84 09 27 36 337 1984-002541-0
E Lind,Wilma 84 09 27 36 339 1984-002542-0
E Klu ,Marilyn 84 09 25 36 341 1984-002543-0
E Hough,John&Edith 8409 15 36 343 1984-002544-0
E Hough,John&Edith 8409 15 36 345 1984-002545-0
E Hough,John&Edith 8409 15 36 347 1984-002546-0
Gillespie,Dale&
E Solova 84 1004 36 349 1984-002547-0
Gillespie,Dale&
E Solova 84 1004 36 352 1984-002548-0
Dieckgraeff,Frank&
E Barbara 84 1009 36 355 1984-002549-0
532
TYPE FROMDATE SIGNED BOOK PAGE Documenta 11
Dieckgraeff,Frank&
E Barbara 84 1009 36 358 1984-002550-0
E Garlock, Cleo et. al. 8408 10 36 361 1984-002551-0
E Bryan,Opal&Mary 84 09 21 36 363 1984-002552-0
E Romig,Howard/Karen 84 1003 36 366 1984-002553-0
Lynch,Donald&
E Maxine 84 10 18 36 368 1984-002554-0
Lynch,Donald&
E Maxine 84 10 18 36 371 1984-002555-0
E Donald/Maxine Lynch 84 10 18 36 373 1984-002556-0
Bear Creek Volunteer
E Fire Dept 84 10 18 36 375 1984-002557-0
E Banic, Steve&Mira 84 1002 36 378 1984-002558-0
E Saindon,Mary 84 10 18 36 381 1984-002559-0
Ronne,Marshall&
E Esther 8409 19 36 383 1984-002560-0
E Redmonds,Jean S. 8408 11 36 386 1984-002561-0
Pollard, Clarence&
E Patsy 8409 13 36 388 1984-002562-0
Pollard, Clarence&
E Patsy 8409 13 36 390 1984-002563-0
E Nees,David&Christine 8408 17 36 392 1984-002564-0
E Munson, Gary 84 1001 36 394 1984-002565-0
E Munson,Henry&Lois 84 1001 36 396 1984-002566-0
E Moore,Rath 84 08 30 36 398 1984-002567-0
E Midb ,Willard 84 09 24 36 400 1984-002568-0
E Lon,Ronald&Patsy 8409 15 36 402 1984-002569-0
E White,Daniel&Lucille 84 09 22 36 404 1984-002570-0
E White,Daniel&Lucille 84 09 22 36 406 1984-002571-0
E Ta lor,Harry&Nancy 84 10 15 36 408 1984-002572-0
E Taylor,Harry&Nancy 84 10 15 36 410 1984-002573-0
E Smith,Glen&Marcia 84 08 31 36 412 1984-002574-0
E Smith, Glen&Marcia 84 08 31 36 414 1984-002575-0
E Smith,Glen&Marcia 84 08 31 36 416 1984-002576-0
E Smith, Garwin&Donna 84 08 25 36 418 1984-002577-0
Skore,Lowell&Betty
E Lou 84 08 06 36 420 1984-002578-0
Shodin Roy&
E Elizabeth 84 08 25 36 422 1984-002579-0
E Simutis,Ray&Leslie 8409 14 36 424 1984-002580-0
E Simutis,Ray&Leslie 8409 14 36 426 1984-002581-0
Seward Chamber of
E Commerce 84 09 20 36 428 1984-002582-0
E Bandt,Leland&Gloria 8408 11 36 430 1984-002583-0
E Bandt,Leland&Gloria 8408 11 36 432 1984-002584-0
Anderson,Dean&
E Susan 84 09 29 36 434 1984-002585-0
E Bandt,Leland&Gloria 8408 11 36 437 1984-002586-0
533
TYPE FROM DATE SIGNED BOOK PAGE Document 111)
Woods,Robert&
E Margaret 8408 11 36 439 1984-002587-0
Woods,Robert&
E Margaret 8408 11 36 441 1984-002588-0
Woods,Robert&
E Margaret 8408 11 36 443 1984-002589-0
E Wood,Frank&Gloria 84 09 24 36 445 1984-002590-0
E Stallin s/Fuzzard 84 1030 36 627 1984-002702-0
Stallings,Alton&
E Elaine 841109 36 633 1984-002703-0
E Stallin s/Fuzzard 84 1109 36 637 1984-002704-0
E Stallin s/Fuzzard 84 1030 36 643 1984-002705-0
E Stallin s/Fuzzard 84 1030 36 649 1984-002706-0
E Stallin s/Fuzzard 84 1030 36 655 1984-002707-0
E Stallin s/Fuzzard 84 1030 36 661 1984-002708-0
E Stallin s/Fuzzard 84 1030 36 667 1984-002709-0
Marshall,Harvey&
E Ardena 84 1029 36 673 1984-002710-0
E McDowell,John/Joanne 84 1024 36 677 1984-002711-0
Miller, Steve&Tangye,
E Berta.Dee 84 1023 36 680 1984-002712-0
E Kowalski,Dennis 84 1020 36 684 1984-002713-0
Calacino,Willow Ann
E &Toney L. 84 1024 36 688 1984-002714-0
E Sweatt,Jesse&Beatrice 84 1014 36 693 1984-002715-0
E Frazer,William 84 10 18 36 698 1984-002716-0
E Vaden,Henrietta 84 1023 36 703 1984-002717-0
E Rickard,Hubert E. Jr. 85 01 07 37 329 1985-000201-0
E Rickard,Hubert E. Jr. 85 01 07 37 331 1985-000202-0
E Rickard,Hubert E. Jr. 85 01 07 37 333 1985-000203-0
E Estes,William 84 1227 37 335 1985-000204-0
Girves,Randy&Ray,
E Irene 84 11 16 37 337 1985-000205-0
Girves,Randy&Ray,
E Irene 84 11 16 37 339 1985-000206-0
Saindon,Mary&
E Loomis,Glen A. 84 12 10 37 342 1985-000207-0
E Robinson,Mary 84 1224 37 345 1985-000208-0
E Brockman,John 84 1210 37 347 1985-000209-0
E Saindon,Mary 84 12 10 37 350 1985-000210-0
Hoogland,John&
E Joann 84 1210 37 352 1985-000211-0
Hoogland,John&
E Joann 84 12 10 37 354 1985-000212-0
Hoogland,John&
E Joann 84 1210 37 356 1985-000213-0
E Brockman,John 84 12 10 37 358 1985-000214-0
E Brockman,John 84 1210 37 361 1985-000215-0
534
FROM DATE SIGNED BOOK PAGE Documenta 11
VanDeusen,Michael&
E Patricia 84 12 10 37 364 1985-000216-0
E Rockwood, Stephen K. 84 1207 37 366 1985-000218-0
E Rough,Dan&Judy 87 06 09 47 572 1987-00828-0
DeTerra,Ronne&
E Gertrude 85 02 27 37 780 1985-000449-0
Gillespie Raymond&
E John&Thomas 85 01 29 37 820 1985-000473-0
E Owens,Dennis 85 02 05 37 822 1985-000474-0
VonKommer,
E Peter/Opal 8502 12 37 824 1985-000475-0
United Methodist
Church&Methodist
Church Women's Div
Christian Service Board
Christian Service
E Women's Div 85 03 01 37 827 1985-000476-0
E Boling,Truman 85 01 16 37 831 1985-000477-0
E Michaelis,Paula L. 85 01 30 37 833 1985-000478-0
E Bandel,Dane&Judith 85 01 23 37 835 1985-000479-0
Worldwide Church of
E God 85 01 02 37 837 1985-000480-0
E Eastman,Loren 85 01 08 37 839 1985-000481-0
E Lafond,David 85 01 21 37 842 1985-000482-0
E LaBounty& Sanford 8502 15 37 844 1985-000483-0
Sundberg,Donald&
E Ruby 85 02 08 37 847 1985-000484-0
E LDS Church 85 01 31 37 850 1985-000485-0
E LDS Church 85 01 31 37 852 1985-000486-0
E LDS Church 85 01 31 37 854 1985-000487-0
McFadden Vincent&
E Miriam 84 09 21 37 856 1985-000488-0
McFadden Vincent&
E Miriam 84 09 21 37 859 1985-000489-0
E Tressler,Orpha 85 02 22 37 862 1985-000490-0
E Tripp,Margaret 8503 28 38 334 1985-000630-0
E Tri ,Margaret 85 03 28 38 337 1985-000631-0
E Tripp,Margaret 8503 28 38 340 1985-000632-0
E Jacobsen,Karen J. 8503 31 38 513 1985-000724-0
E Rough,Dana&Judy 8504 16 38 527 1985-000731-0
E Jacobsen,Carol D. 85 05 05 38 963 1985-000985-0
E Racine,Aletha 85 05 29 39 66 1985-001043-0
Smith,Donald&
E Shirley8506 14 39 185 1985-001123-0
E Anderson, Steven W. 85 06 20 39 481 1985-001310-0
E Hanni,Walter et. al. 85 06 27 39 484 1985-001311-0
E Hanni,Walter et.al. 85 06 25 39 488 1985-001312-0
E Hanni,Walter et. al. 85 1027 39 492 1985-001313-0
E Hanni,Walter et.al. 85 06 27 39 496 1985-001314-0
535
TYPE FROM DATE SIGNED BOOK PAGE Document 111) AA
Anderson, Steve&
E Hanni,Walt 85 06 20 39 500 1985-001315-0
Silva aka Shaffer,
E Bernadine 85 06 26 39 505 1985-001316-0
E Anthony, Charles 8507 15 39 671 1985-001416-0
E Anthony, Charles 8507 15 39 674 1985-001417-0
E Peck, George 85 07 25 39 889 1985-001578-0
E Boorman, Craig&Eric 85 08 22 40 95 1985-001676-0
E Tressler,Thomas B. 85 1008 40 590 1985-001939-0
E Carlson,Kieth 85 1001 40 593 1985-001940-0
E Nevel,Leslie A. 85 09 26 40 595 1985-001941-0
E Crowley/Washburn 8506 14 40 734 1985-002020-0
E Stevens,Francis E. 8601 13 42 283 1986-000197-0
Chugach Development
E Corp. 85 12 17 43 711 1986-0011019-0
E Long,Roger 8606 16 43 933 1986-001184-0
E Brossow, Charles David 86 07 09 44 276 1986-001384-0
E O'Brien,Patrick 86 07 06 44 278 1986-001385-0
Anderson,Dean&
E Susan 86 07 08 44 280 1986-001386-0
E Jernigan,James F.8607 17 44 282 1986-001387-0
E Wilson, Steven&Molly 86 08 04 44 440 1986-001499-0
Beaudoin,Richard&
E Marion 84 08 26 44 444 1986-001500-0
E Gribben,Eleanor 84 1221 44 446 1986-001501-0
Akins,Owen&Carter,
E George 85 02 01 44 448 1986-001502-0
E Gribben,Eleanor 84 1221 44 450 1986-001503-0
Akins,Owen&Carter,
E George 84 02 01 44 453 1986-001504-0
Chugach Development
E Corp. 85 12 17 44 456 1986-001505-0
Chugach Development
E Corp. 85 12 17 44 460 1986-001507-0
E Al eska Investors 85 05 06 44 611 1986-001617-0
Kenai Peninsula
E Borough 8506 15 44 614 1986-001618-0
E Clarke,Thomas L. 86 08 21 44 620 1986-001619-0
E Faulkner,Philip 8607 15 44 626 1986-001621-0
E Munson,Henry&Lois 8608 13 44 628 1986-001622-0
Rogers,Robert&
E Margaret 86 07 25 44 630 1986-001623-0
E Faust,Ben E. 86 08 05 44 632 1986-001624-0
Alaska Railroad Credit
E Union 86 08 04 44 634 1986-001625-0
Rough,Dana S. &
E Judith L. 86 08 07 44 636 1986-001626-0
536
TYPE FROM DATE SIGNED BOOK PAGE Document 111)
Rough,Dana S. &
E Judith L. 86 08 07 44 638 1986-001627-0
Rough,Dana S. &
E Judith L. 86 08 07 44 640 1986-001628-0
Rough,Dana S. &
E Judith L. 86 08 07 44 642 1986-001629-0
Rough,Dana S. &
E Judith L. 86 08 07 44 644 1986-001630-0
E Munson,Lois&Henry8608 14 44 646 1986-001631-0
E Munson,Henry&Lois 8608 14 44 648 1986-001632-0
E George M. Gullufsen 86 08 07 44 650 1986-001633-0
Harbor View
E Partnership 86 09 08 45 78 1986-001889-0
Harbor View
E Partnership 86 09 08 45 80 1986-001890-0
Harbor View
E Partnership 86 09 08 45 82 1986-001891-0
Smith, Glenn&
E Margery 85 09 25 45 84 1986-001892-0
Harbor View
E Subdivision 86 09 08 45 188 1986-001949-0
Rough,Dana S. &
E Judith L. 86 1006 45 190 1986-001950-0
E Gateway Ventures 86 11 14 45 374 1986-002071-0
E Hardy,Ethel L. 86 1114 45 377 1986-002072-0
E Wrightson Vern&Sher 8701 13 46 495 1987-000206-0
Thomas,Jean M. (To
Chugach Elecetric
E Association) 87 03 05 46 754 1987-000363-0
E Rough,Dan&Judy 87 06 09 47 572 1987-000828-0
E I Suddath,Ben 8706 18 47 719 1987-000918-0
E Pruitt,James T. 87 06 24 47 725 1986-000922-0
E Stanton,Joseph D. 87 07 23 47 954 1987-001065-0
E Crowley/Washburn 8708 18 48 306 1987-001289-0
Seward Commercial
E Enterprises 8709 15 48 708 1987-001637-0
Seward Commercial
E Enterprises 87 1085 48 921 1987-001798-0
Lohman,Russell&
E Nancy 87 1021 49 127 1987-001973-0
E Van Deusen,Michael R.87 1021 49 129 1987-001974-0
E Wisniewski,Timothy J. 87 1023 49 194 1987-002020-0
E Dooley,Leslie&May 87 11 13 49 341 1987-002112-0
E Wilfong&El e 88 1006 52 339 1988-001670-0
E Daniels,Joe&Patsy 89 07 03 55 260 1989-000977-0
E P&B Enterprises 89 08 04 55 528 1989-001125-0
Ak Petroleum Contr.
E Inc.8908 18 55 696 1989-001219-0
537
TYPE FROM DATE SIGNED BOOK PAGE Document 111)
Ak Petroleum Contr.
E Inc.89 08 18 55 697 1989-001220-0
Ak Petroleum Contr.
E Inc.8908 18 55 698 1989-001221-0
Ak Petroleum Contr.
E Inc.8908 18 55 699 1989-001222-0
Ak Petroleum Contr.
E Inc.8908 18 55 700 1989-001223-0
D&J Const(Dan&Judy
E Rough) 89 08 22 55 701 1989-001224-0
E Kroon,Karl&Marie 8906 12 55 922 1989-001366-0
E Logan,Dan 89 09 26 55 923 1989-001367-0
E Johnson,Quinton 8909 13 55 924 1989-001368-0
Snowden,Bradley
E Kevin 89 09 22 55 925 1989-001369-0
Sawyer, George T.III&
E Sheri 89 08 27 55 926 1989-001370-0
E Eads,Holly G. 89 07 28 55 927 1989-001371-0
Wright,Mark&
E Stanley,Jill 89 1002 56 926 1990-000011-0
E Mindenber s,Juris 89 10 10 56 928 1990-000012-0
E Beam,Dave 8907 17 57 119 1990-000133-0
E Rio el,Margie&Phil 8908 15 57 120 1990-000134-0
E Martin,Larry 89 07 28 57 121 1990-000135-0
Lodge,Dennis&
E Eleanor 89 07 31 57 122 1990-000136-0
E David W.Patterson 89 07 20 57 123 1990-000137-0
E DeNu tiis,Terence J. 89 07 06 57 124 1990-000138-0
Anderson,Robert&
E Winifred 89 07 24 57 125 1990-000139-0
E Eads,John Charles 89 12 14 57 190 1990-000175-0
E Missel,Tom 8907 17 57 192 1990-000176-0
E George&Betty Smith 8908 14 57 193 1990-000177-0
E Richard Pietrusieawicz 89 09 06 57 194 1990-000178-0
E Missel,Tom 89 06 29 57 195 1990-000179-0
Folkert,Ferrin&
E Danielle 89 07 03 57 196 1990-000180-0
Joiner,Francis&
E Ernestine 89 08 30 57 197 1990-000181-0
E John Brockman 90 03 20 57 474 1990-000365-0
E John Brockman 90 03 20 57 475 1990-000366-0
E Esther Nu lene 9003 19 57 476 1990-000367-0
Folkert,Ferrin&
E Danielle 90 03 02 57 477 1990-000368-0
Bishop, Catherine and
E Jay 05 04 28 2005-000815-0
Marion&Hudson
E Tmstee 90 02 21 57 478 1990-000369-0
E Thomas,James 9002 10 57 479 1990-000370-0
E Ken Wray Printing Inc. 90 03 06 57 480 1990-000371-0
538
TYPE FROMDATE SIGNED BOOK PAGE Documenta 11
Jackinsky, Sara&
E Jones,Ken 90 03 27 57 607 1990-000442-0
E Morgan James M. 90 03 23 57 608 1990-000443-0
Joiner,Francis&
E Ernestine 90 04 02 57 609 1990-000444-0
F.D.LC.for Alliance
E Bank 90 04 27 57 923 1990-000587-0
E Marneu and Neumann 90 04 24 57 925 1990-000588-0
E Marneu and Neumann 90 04 24 57 926 1990-000589-0
E Marneau&Neumann 90 04 24 57 927 1990-000590-0
E Charles Bailey 9004 10 57 928 1990-000591-0
E Seitz,Dallas 90 03 22 57 929 1990-000592-0
E A.H.F.C. 90 05 07 57 931 1990-000593-0
E A.H.F.C. 90 05 07 57 933 1990-000594-0
E Kroon,Karl&Marie 90 04 30 59 381 1990-001280-0
Hribernick,Martin&
E Arlita 90 08 30 59 382 1990-001281-0
Lindsey,Dale&Carol
E Ann 90 1002 59 383 1990-001282-0
Lindsey,Dale&Carol
E Ann 90 1002 59 384 1990-001283-0
Lindsey,Dale&Carol
E Ann 90 1002 59 385 1990-001284-0
Lindsey,Dale&Carol
E Ann 90 1002 59 386 1990-001285-0
Cluff,Michael G. &
E Wanda M. 90 08 21 59 917 1990-001561-0
Knopik,Randy&
E Shelly 91 27 03 60 778 1991-000378-0
E Young,Robert 9104 11 60 820 1991-000401-0
Lindsey,Dale&Carol
E Ann 9105 30 61 278 1978-000615-0
Reed,Harry&Lowen,
E E.Ann 90 11 10 61 280 1991-000616-0
E Bardarson,Blaine 90 10 17 61 281 1991-000617-0
E McCracken,James E. 9202 11 63 857 1992-000149-0
E Hough,Edith 92 02 25 63 956 1992-000197-0
E Hough,Edith 92 02 25 63 960 1992-000198-0
E Hough,Edith 92 02 25 63 964 1992-000199-0
E Radner,Patrick Joseph 92 03 09 64 76 1992-000254-0
E Rickard,Hubert E. Jr. 92 04 06 64 274 1992-000354-0
E Rickard,Hubert E. Jr. 92 03 25 64 278 1992-000355-0
Harbor View
E Partnership 92 03 20 64 303 1992-000368-0
Harbor View
E Partnership 92 03 20 64 306 1992-000369-0
E Mindenber s,Juris 92 04 21 64 438 1992-000432-0
FE Easter,Louis 92 04 21 64 442 1992-000434-0
E Brockman,John G. 92 04 21 64 446 1992-000435-0
539
TYPE FROMDATE SIGNED BOOK PAGE Document 1
E Brockman,John G. 92 04 21 64 450 1992-000436-0
E Brockman,John G. 92 04 21 64 454 1992-000437-0
Dieckgraeff,Frank&
E Barbara 92 04 21 64 458 1992-000438-0
Fouts,David R. &
E Linda L. 92 04 21 64 461 1992-000439-0
E afo nak logging 9205 13 64 634 1992-000518-0
E afo nak logging 9205 13 64 636 1992-000519-0
Hoogland,John&
E Joann 91 1009 64 638 1992-000520-0
E Pruitt,James T. 9205 13 64 640 1992-000521-0
E Wisniewski,Timothy J. 92 05 06 64 714 1992-000555-0
E Stallings,Elaine 92 05 04 64 718 1992-000556-0
Lynch,Donald&
E Maxine 9205 13 64 723 1992-000557-0
E Murawsky,Beulah 9205 13 64 727 1992-000558-0
E Gillespie,Dale 92 06 04 65 124 1992-000752-0
Anderson,Dean&
E Susan 92 05 15 65 128 1992-000753-0
E Stallin s/Fuzzard 9206 17 65 327 1992-000852-0
Flanagan,Mark&
E Jennifer Waaben 9207 14 65 391 1992-000887-0
Resurrection Bay
E Baptist Church 9207 12 65 393 1992-000888-0
Urbach,Larry&
E Dorothy 9207 17 65 737 1992-001035-0
D&J Const Inc. &
E Robert W.Bin man 92 06 26 65 739 1992-001036-0
E Zimmerman,Philip 92 05 29 65 743 1992-001037-0
Hoogland,John&
E Joann 9208 18 65 900 1992-001123-0
E Clark, Stirrat 9209 10 65 902 1992-001124-0
Lind,Wilma&Ronald
E Lind 92 1130 66 639 1992-001603-0
E Lind,Wilma 92 1104 66 643 1992-001604-0
E Lind,Wilma 92 1104 66 646 1992-001605-0
Martin,Laron P. Jr. &
E Patricia 921106 66 649 1992-001606-0
Woodson, George Bury
E Revocable 93 03 11 67 782 1993-000380-0
VanDriessche,Yvon&
E Janet 93 05 26 68 636 1993-000793-0
Sorenson, Christian and
E Mildred 93 07 15 68 641 1993-000794-0
Walker Thomas and
E Dona 93 07 15 68 644 1993-000795-0
Merritt,William&
E Emma 93 07 02 68 840 1993-000897-0
E Lan lois,Russel&Joan 93 07 27 68 844 1993-000898-0
540
TYPE FROM BOOK PAGE Document ID
E Schafer,Albert 93 1001 69 984 1993-001421-0
E Schafer,Albert 93 1001 69 988 1993-001-422-0
E Schafer,Albert 93 1001 69 991 1993-001423-0
Kumin,Jonathon&
E Linda 93 1101 70 377 1993-001612-0
E Lohman,Nancy 94 08 30 70 380 1993-001613-0
Strutz,Richard&
E Beverly 9303 09 70 383 1993-001614-0
E Walker,Kevin&Jeanne 9302 16 70 386 1993-001615-0
Bardarson,Blaine&
E Jean 9302 16 70 389 1993-001616-0
Perata,Bacci G. &
E Bonnie 9309 17 70 392 1993-001617-0
E Olson,Jerry& Susan 10 1025 2001-000193-0
E Gillespie,Thomas 9302 16 70 395 1993-001618-0
Spalding,Harold&
E Mary 9303 24 70 398 1993-001619-0
E Hoel,Douglas 9302 16 70 401 1993-001620-0
E Schmidt, George R.III 9303 12 70 404 1993-001621-0
E Ba er,Alvin D. 93 06 29 70 407 1993-001622-0
Quirk,Timothy&
E Melody 93 05 27 70 410 1993-001623-0
E L ness,Marvin D. 93 04 13 70 413 1993-001624-0
E Williams,Lois A.9303 30 70 416 1993-001625-0
E Olive Children Trust 93 0324 70 418 1993-001626-0
Van Deusen,Michael R.
E &Patricia A. 93 10 15 70 986 1994-000073-0
Van Deusen,Michael R.
E &Patricia A. 93 10 15 70 989 1994-000074-0
Van Deusen,Michael R.
E &Patricia A. 93 10 15 70 992 1994-000075-0
E Armstrong, Gabrielle B. 93 10 15 70 995 1993-000076-0
E snowden bradley 94 04 20 70 998 1994-000077-0
Border,James&
E MCCracken,Jim 93 08 06 71 881 1994-000437-0
E Madison Willis&Jane 94 04 07 71 886 1994-000438-0
E Peters,Darlene 93 08 24 71 889 1994-000439-0
E Walker, George T. Jr. 93 08 05 71 914 1994-000450-0
E Harrison,Hollis Preston 9308 16 71 917 1994-000451-0
Cates,Vernon and
E Grace 93 08 01 71 920 1994-000452-0
E Webb,Dale 93 08 10 71 923 1994-000453-0
E Sears,John and Gloria 93 11 10 71 926 1994-000454-0
E Maddock,Alice 93 08 15 71 929 1994-000455-0
Ameri Can Construction
E Ltd.94 04 01 72 841 1994-000871-0
E Perry,Calvin 9404 14 72 844 1994-0008722-0
Pfisterer,Robert and
E William 9404 12 72 847 1994-000873-0
541
1 ATE SIGNED BOOK PAGE Document 1
E Bacon,Patty 94 1006 74 684 1994-001748-0
Ameri Can Construction
E Ltd.94 06 28 74 687 1994-001749-0
Ameri Can Construction
E Ltd.94 09 30 74 691 1994-001750-0
Seward Commercial
E Enterprises 94 09 23 74 694 1994-001751-0
Lau,Fred L&Margaret
E A. 94 10 12 74 696 1994-001752-0
E Kohr, Christina 9409 14 74 698 1994-001753-0
E Marshall,Dan 94 06 27 74 701 1994-001754-0
Magyar,Alexander B.
E & Susan 94 09 29 74 705 1994-001755-0
Bardarson,Blaine&
E Jean 94 11 14 77 98 1995-000623-0
Wards Cove Packing
E Company 95 04 26 77 99 1995-000624-0
E McCracken,James 95 05 03 77 101 1995-000625-0
Booth, Charles R. &
E Doreen R. 95 04 24 77 103 1995-000626-0
E Paquette,Paul 9505 10 77 126 1995-000633-0
E Llo d,Denb &Diana 95 05 08 77 128 1995-000634-0
E Hardy,Ethel 9505 10 77 130 1995-000635-0
E Paquette,Peter 9505 11 77 132 1995-000636-0
E McCracken,James 9505 10 77 135 1 1995-000637-0
State of Alaska Dept of
Permit Revenue 9505 19 77 160 1995-000650-0
Scroggs,Lonnie&
E Leiselotte 9506 18 77 954 1995-000929-0
Hansen,William&
E Sheny 95 07 06 77 957 1995-000930-0
Barkley,James&
E Kathleen 9505 11 77 960 1995-000931-0
Miller,Michael&
E Sherrie 9505 10 77 962 1995-000932-0
E Lee,Kevin&Patti 9508 16 79 536 1995-001663-0
E Kuller,Luther 95 1031 79 539 1995-001664-0
City of Seward &
E Marine Services 95 1127 79 631 1995-001721-0
E Seward Marine Services 95 10 13 79 580 1995-001689-0
E City of Seward 96 02 09 80 644 1996-000305-0
Kenai Peninsula
E Borough 96 02 29 80 769 1996-000364-0
Amand Raymond and
E Susan 960103 80 774 1996-000366-0
E Booth/Burch/Glaser 96 05 22 81 908 1996-000872-0
E Sally Oberstein 9605 15 81 911 1996-000873-0
Ameri-can Construction
E Ltd.96 07 31 82 830 1996-001323-0
542
TYPE FROM DATE SIGNED BOOK PAGE Document 111)
Ludwig H&Linda K.
E Pfle ar 96 08 07 82 832 1996-001324-0
Ameri-can Construction
E Ltd.96 07 31 82 835 1996-001325-0
Seward Commercial
E Ent.96 08 21 82 897 1996-001367-0
Seward Commercial
E Ent.96 08 21 82 899 1996-001368-0
Seward Commercial
E Ent.96 08 21 82 901 1996-001369-0
Seward Commercial
E Ent.96 08 21 82 903 1996-001370-0
Seward Commercial
E Ent.96 08 21 82 905 1996-001371-0
E City of Seward 96 09 23 83 405 1996-001600-0
E City of Seward 96 09 23 83 408 1996-001601-0
E City of Seward 96 09 23 83 411 1996-001602-0
E City of Seward 96 09 23 83 414 1996-001603-0
E City of Seward 96 09 23 83 417 1996-001604-0
E City of Seward 96 09 23 83 420 1996-001605-0
E City of Seward 96 09 23 83 423 1996-001606-0
E City of Seward 96 09 23 83 426 1996-001607-0
E City of Seward 96 09 23 83 429 1996-001608-0
E City of Seward 9609 23 83 432 1996-001609-0
E City of Seward 96 09 23 83 435 1996-001610-0
E City of Seward 96 09 23 83 438 1996-001611-0
E City of Seward 96 09 23 83 441 1996-001612-0
E H. Willard Nagley II 9609 11 83 571 1996-001660-0
E Julia L.Belli 96 09 03 83 574 1996-001661-0
E Juanita L Ankeny 96 1004 84 55 1996-001887-0
Windsong Alaska
E Properties,LLC 96 1101 84 58 1996-001888-0
Kenai Peninsula
E Borough 96 1024 84 61 1996-001889-0
E Nathan Orr 96 1206 84 771 1997-000077
E Nathan Orr 96 1206 84 774 1997-000078
Campbell,Ezra&
E Shirley97 09 29 87 810 1997-001466-0
North Pacific Rim
E Housing 9709 10 87 813 1997-001467-0
E McCracken,James 97 08 01 87 816 1997-001468-0
Renfro,Reelie&
E Sharon 97 1201 88 841 1997-001949-0
Renfro,Reelie&
E Sharon 97 1201 88 845 1997-001950-0
E McCracken Jean,H. 97 1124 88 849 1997-001951-0
E Murtha,Dorthy 97 11 12 88 853 1997-001952-0
Wallace,Debra Jean
E (Titus) 98 06 30 92 310 1998-001255-0
543
TYP]q YROM DATE SIGNED BOOK PAGE Document 111)
Burgess,James&
E Denise 9807 16 92 313 1998-001256-0
Robertson,Jay&
E Stephanie 98 07 21 92 316 1998-001257-0
Osborn,Arthur Jesse
E Harlan 9806 12 92 319 1998-001258-0
McDonald,Jason&
E Twania 9806 15 92 322 1998-001259-0
Windsong Seward
E Properties,LLC 98 01 07 92 325 1998-001260-0
E James&Debra Wright 98 08 28 92 824 1998-001491-0
Access James&Debra Wright 98 08 28 92 827 1998-001492-0
E Spinelli 98 07 24 92 830 1998-001493-0
Lodge,Dennis&Lydia
E Eleanor 98 09 30 93 320 1998-001734-0
Ernst,Harry and Susan
E M. 981130 94 502 1999-000063-0
E Green,Thomas F.98 11 16 94 505 1999-000064-0
E Zimmerman,Philip F. 98 11 12 94 508 1999-000065-0
E Talamantes,Donna J. 98 1201 94 511 1999-000066-0
E City of Seward 98 12 16 94 514 1999-000067-0
Ronne,Marshall G. &
E Esther K. 99 02 01 94 864 1999-000231-0
Scott Janke, City
REL Manager 99 01 07 94 867 1999-000232-0
Harbor View
E Partnership 9904 11 95 578 1999-000510-0
Harbor View
E Partnership 9904 11 95 581 1999-000511-0
Harbor View
E Partnership 9904 11 95 584 1999-000512-0
E Mindenber s,Juris 9905 18 96 463 1999-000819-0
Kenai Fjords Tours,Inc
E (Scob ) 9905 18 96 466 1999-000820-0
E Wagner,David&Marie 9906 10 96 885 1999-01002-0
Kenai Fjords Tours,Inc
E Scob 9905 18 96 888 1999-01003-0
George,John& Sharon
E Treece 99 08 31 98 41 1999-001497-0
E Afo nak Logging 99 08 27 98 44 1999-001498-0
E Afo nak Logging 99 08 27 98 47 1999-001499-0
E Afo nak Logging 99 08 27 98 50 1999-001500-0
E Holland,Donald E. 99 08 30 98 53 1999-001501-0
Grizzell, Stephen R. &
E Colleen V.99 09 01 98 56 1999-001502-0
Grizzell, Stephen R. &
E Colleen V.99 09 01 98 59 1999-001503-0
E Mattson, Gary L. 99 08 23 98 62 1999-001504-0
E Smith, ShirleyM.99 09 08 98 65 1999-001505-0
544
FROM DATE SIGNED BOOK PAGE Document 1
E S inell Homes,Inc. 9909 16 98 68 1999-001506-0
E S inell Homes,Inc. 9909 16 98 71 1999-001507-0
E S inell Homes,Inc. 9909 16 98 74 1999-001508-0
E S inell Homes,Inc. 9909 16 98 77 1999-001509-0
Swenson Construction,
E Inc.9909 16 98 80 1999-001510-0
REL James T.Pruitt 00 08 31 102 206 2000-001293-0
Steven C. and Winifred
E L Leirer 00 09 07 102 340 2000-001344-0
Larry L.Herdon&Fred
E W. Thompson 00 08 24 102 392 2000-001385-0
Larry L.Herndon&
E Fred W.Thompson 00 08 24 102 395 2000-001386-0
E Mark A.Erickson 00 07 25 102 397 2000-001387-0
E Kimberly F. Wade 00 08 07 102 400 2000-001388-0
Linda S Tims&Ross
E Odell 01 03 21 104 760 2001-000543-0
North Pacific Rim
E Housing 0009 18 104 763 2001-000544-0
Michael R./Patricia A
E Van Dewsen 00 1002 104 768 2001-000545-0
Alaska Heritage Tours,
E Inc.010720 106 632 2001-001160-0
Chien-Kuo/Kelly
E Wri ht-Lo 0107 18 106 634 2001-001161-0
E David&Lori Crane 0108 13 107 924 2001-001594-0
Chester&Carol S.
E Thorne 028 14 113 826 2001-001351-0
E Troy T. Sandvig 0209 11 113 977 2001-001406-0
E Niklas or Cindy Ranta 0209 11 113 981 2001-001407-0
E Niklas or Cindy Ranta 0209 11 113 984 2001-001408-0
E Dennis&Theresa Butts 02 09 09 113 987 2001-001409-0
E Rickard,Hubert E. Jr. 02 12 06 115 990 2002-002035-0
E Patricia M Bacon ET Al 02 1002 115 994 2002-002084-0
E Kenai Peninsula Brou h 0209 10 115 996 2002-002085-0
E Hardy,Ethel 02 1120 116 3 2002-002087-0
E Michael O'Conner 0209 18 116 2 2002-002086-0
E Allen McCarty 02 12 12 119 213 2003-000811-0
Jepthy&Willie P
E Searcy 03 04 25 119 216 2003-000812-0
Thomas L& Sharon
E Shirk 03 05 12 119 480 2003-000882-0
Matt M&Charlotte
E Genovese 03 06 03 120 607 2003-001235-0
Peter&Helen Ernst
E trustee of 2003 05 20 120 609 2003-001236-0
Ameri-can Construction
E Ltd. 2003 06 05 120 612 2003-001237-0
545
TYPE FROM DATE SIGNED BOOK PAGE Document 111)
Larry Herndon&
E Helene Herndon 0306 11 120 614 2003-001238-0
E Qutekcak Native Tribe 0306 12 120 616 2003-001239-0
Dennis&Lydia Eleanor
E Lode 0306 19 122 299 2003-001682-0
Fred E Farris&
E Deborah Peay 03 08 27 122 301 2003-001683-0
E George&April Tuthill 09 1203 122 413 2003-001709-0
E Fackler,Max 80 1023 1980-001025-0
Moss,George& Historic Record,Precinct
E Gwendolyn 53 07 07 19R 316 Books
Ronne,Richard& Historic Record,Precinct
E Mabel 551117 25R 4 Books
Garrett,Jack&Emma Historic Record,Precinct
E Lou 551115 25R 6 Books
Historic Record,Precinct
E Petrovich,Jean Thorn 55 1112 25R 17 Books
Ronne,Richard& Historic Record,Precinct
E Mabel 5706 11 27R 278 Books
Historic Record,Precinct
E So pee,H.Martin 57 1202 28R 297 Books
Historic Record,Precinct
E Tuthill, George E.58 02 24 28R 299 Books
Historic Record,Precinct
E Walsh,John&Vernita 59 06 29 31R 84 Books
Void-not used for over 5 Historic Record,Precinct
E yrs 62 09 05 34R 383 Books
Fox,Ronald E. & Historic Record,Precinct
E Gwendolyn L. 6502 15 39R 101 Books
Petrovich,Alex&Jean Historic Record,Precinct
E Thorn 64 08 25 39R 109 Books
Faulkner,Mitchell& Historic Record,Precinct
E Linda 66 06 30 42R 186 Books
Baumgartner for Historic Record,Precinct
E Bartholma 66 06 30 42R 188 Books
Hodson,Neville F. & Historic Record,Precinct
E Francis C. 66 04 22 42R 190 Books
Historic Record,Precinct
E Wilmans,Margaret 6607 11 42R 194 Books
Historic Record,Precinct
E Wallace,D.H. &Alice 65 1101 42R 196 Books
Historic Record,Precinct
E White, Charles 65 1025 42R 198 Books
Pollard, Clarence& Historic Record,Precinct
E Patsy 65 1025 42R 200 Books
Lynch,Donald& Historic Record,Precinct
E Maxine 65 1025 42R 202 Books
Historic Record,Precinct
E Wood,Fred&Elizabeth 65 1026 42R 204 Books
Historic Record,Precinct
E Lantz,W.J. &Donna 65 1029 42R 206 Books
546
tYPE FROMDATE SIGNED BOOK PAGE Document 1
Historic Record,Precinct
E Kern&Wallace 65 1101 42R 208 Books
Historic Record,Precinct
E Bogard,R.W.&Lotte 65 1105 42R 210 Books
Historic Record,Precinct
E Corbin,Edwin 65 1029 42R 212 Books
Historic Record,Precinct
E Rider,Raymond 65 1124 42R 214 Books
Historic Record,Precinct
E Petrovich,Alex 65 1027 42R 216 Books
Petrovich,Alex&Jean Historic Record,Precinct
E Thorn 66 05 27 42R 218 Books
Historic Record,Precinct
E Frank E. Settersten 6604 18 42R 220 Books
Hardcastle& Historic Record,Precinct
E Baumgartner 65 1105 42R 223 Books
Historic Record,Precinct
E J.H.Hawkins 65 11 19 42R 225 Books
Historic Record,Precinct
E Wood,Frank&Gloria 65 1029 42R 227 Books
State of AK Dept of Historic Record,Precinct
Pennit Hwys 66 1031 43R 192 Books
State DOT/PF Permit A- Historic Record,Precinct
Pennit 31-3-66 66 08 02 43R 27 Books
Historic Record,Precinct
Pennit Ak Dept of Highways 67 03 01 44R 46 Books
Historic Record,Precinct
E McDonald,William 6702 17 44R 51 Books
Historic Record,Precinct
E Clarke,Glen M. 6709 15 44R 296 Books
E Hartson John R. 7108 16 51R 269 1971-000653-0
E Uhrich,Linda Jo 71 08 03 51R 271 1971-000654-0
E Anderson,Joan V. 7106 16 51R 273 1971-000655-0
E Clay,Frank 71 07 02 51R 275 1971-000656-0
E Johnson,Oscar&Isabel 71 07 02 51R 277 1971-00657-0
E Johnson,Oscar&Isabel 71 07 02 51R 279 1971-00658-0
E Johnson,Oscar&Isabel 71 07 02 51R 281 1971-000659-0
E Johnson,Oscar&Isabel 71 07 02 51R 283 1971-000660-0
E Johnson,Oscar&Isabel 71 07 02 51R 285 1971-000661-0
E Johnson,Oscar&Isabel 71 07 02 51R 287 1971-000662-0
E Johnson,Oscar&Isabel 71 07 02 51R 287 1971-00662-0
E Watson,Edith M.71 07 26 51R 289 1971-000663-0
E Watson,Edith M.71 06 29 51R 291 1971-000664-0
E Watson,Edith M.71 06 29 51R 293 1971-000665-0
E Miller,George R.71 06 07 51R 295 1971-000666-0
E Martin,Leon 71 06 08 51R 297 1971-000667-0
Leiner,Henry Jr. estate
E and Leon Martin 71 06 23 51R 299 1971-000668-0
Leiner,Henry Jr. estate
E of 71 06 23 51R 301 1971-000669-0
547
FROM DATE SIGNEMMOOKDocument 1
E Donahue,Benjamin H. 71 06 29 51R 303 1971-000670-0
E Simpson,Don 71 06 30 51R 305 1971-000671-0
Ostergaard,Bernard&
E Asta 71 07 26 51R 307 1971-000672-0
Kirsch,Ernest&Mary
E Lou 71 07 26 51R 309 1971-000673-0
ARRC Permit No. 5193
Permit Supp#1 910718 n/a Recorded
US Bureau of Public
Permit Roads 55 09 21 Not Recorded
E Garrett,Emma Lou 57 07 03 Not Recorded
Gillespie,Ray&
E Annetta. 58 11 18 Not Recorded
Permit Ak Dept of Highways 70 01 27 Not Recorded
Hoogland,John&
E Joann 741011 Not Recorded
E Huss,Warren&Mary 82 10 15 Not Recorded
Ak Dept of Natural
Permit Resources 89 01 23 Not Recorded
Permit AK DOT/PF 9106 19 Not Recorded
AK DOT/PF 94 07 08 Not Recorded
Permit AK DNR 87 07 15 Not Recorded
Permit AK DNR 66 06 20 Not Recorded
E Albert Schafer 03 12 17 2004-000186-0
E McDonald Daniel 03 10 22 2004-000313-0
E James Unrein 04 01 15 2004-000312-0
Vincent William&
E Marsha 03 10 22 2004-000314-0
Doug lechner dba
E adventure investments 04 03 08 2004-000369-0
Wilson,Lucky&
E Sharyn 04 08 31 2004-001695-0
E Masons 04 06 23 2004-001696-0
Dieckgraeff,Frank&
E Barbara Jean 0405 12 2004-001697-0
E Daley, Conelia 04 07 29 2004-001698-0
Warner, George and
E Christian 0408 16 2004-001699-0
E Jon&Tena Ti it 04 1008 2004-001838-0
Dieckgraeff Frank&
E Barbara 0409 16 2004-001839-0
Welch Sydney&
E Theresa 04 1002 2004-001840-0
E B.Bardarson 01 1027 2004-001915-0
E City of Seward 04 11 16 2004-001916-0
E L&J Enterprises Inc 04 02 23 2005-000296-0
E James and Laura Conant 05 03 01 2005-000297-0
E Sean&Tina McLean 05 04 26 2005-000816-0
E James and Laura Conant 05 04 25 2005-000817-0
548
TYPE FROMDATE SIGNED BOOK PAGE Document 1
E James and Laura Conant 05 04 25 2005-000818-0
E Afognak Logging 05 05 26 2005-000819-0
E Steve Schafer 05 05 26 2005-000820-0
E Afognak Logging 05 05 26 2005-000821-0
E Afognak Logging 05 05 26 2005-000822-0
E Afognak Logging 05 05 26 2005-000823-0
E Afognak Logging 05 05 26 2005-000824-0
E Afognak Logging 05 05 26 2005-000825-0
E Afognak Logging 05 05 26 2005-000826-0
E Afognak Logging 05 05 26 2005-000827-0
E Afognak Logging 05 05 26 2005-000828-0
E Afognak Logging 05 05 26 2005-000829-0
E Afognak Logging 05 05 26 2005-000830-0
Kenai Peninsula
E Borough 0506 14 2005-001033-0
E Gannaway 05 06 01 2005-001536-0
E Paulsteiner John 05 09 29 2005-001537-0
E Hearn William 0509 12 2005-001538-0
Afognak Construction
E and Excavating 05 09 20 2005-001539-0
Afognak Construction
E and Excavating 05 09 20 2005-001540-0
Jay and Catherine
E Bishop 05 04 28 2005-00815-0
E Coalaska/QAP 06 04 05 2006-000614-0
Richard&Barbara
E Ericson 06 04 07 2006-000615-0
E Bart Elhard 06 03 29 2006-000616-0
E Lian& Sylvia Ingram 06 03 29 2006-000617-0
E Jacob Elhard 06 03 29 2006-000618-0
E Bart Elhard 06 10 15 2006-001660-0
E Todd&Lidia Petersen 06 08 30 2006-001661-0
E Dennis&Theresa Butts 06 08 31 2006-001662-0
Marshall and Esther
E Ronne 06 10 26 2006-001663-0
E Joanne C.Hoo land 06 09 08 2006-001664-0
E Episcopal church 07 05 01 2007-000831-0
E Richard&Jane Swain 0705 16 2007-000832-0
E Alexander McLain 07 06 07 2007-001198-0
E David&Jean Clem 07 08 30 2007-001199-0
MOU Hanrahan 07 1008 2007-001450-0
Jackson Ronald&
E Peggy 07 09 25 2007-001451-0
E C.I. & 'udith Snyder 07 09 25 2007-001452-0
CIRI Alaska Tourism
E Corp 08 01 31 2008-000238-0
E Andrew Cha er 07 12 07 2008-000239-0
E Larry Kocur 0701 16 2008-000240-0
549
TYPE FROMDATE SIGNED BOOK PAGE Document 1
E Leirer enterprises LLC 08 1008 2009-000064-0
E Thomas A.Buchannan 0809 15 2009-000065-0
E Brittain Michael 0809 15 2009-000066-0
E Arthur Ximenez 1807 15 2009-000672-0
Edward&Dana
E Klinkhart 0806 19 2009-000673-0
E Dana Scott Rough 09 07 24 2009-000952-0
Afognak Construction
E and Excavating 09 11 10 2009-001570-0
E Morning Star Ventures 09 1008 2009-001571-0
E Kenneth Bruner 09 10 13 2009-001572-0
E Mary Anne Miller 09 09 01 2009-001573-0
E City of Seward 09 1008 2009-001574-0
E Kenneth Bruner 09 10 13 2009-001576-0
E Lechner/Lindsa 09 1231 2010-000011-0
E City of Seward 09 1208 2010-000012-0
E Jacob Bridges 1006 16 2010-001068-0
E James and Laura Conant 10 04 06 2010-001069-0
CIRI Land
E Development company 10 05 27 2010-001070-0
Reelie& Sharon
E Renfroe 1005 18 2010-001071-0
E Mitchell Johnson 10 05 26 2010-001072-0
E Jerry& Susan Olson 10 1025 2011-000193-0
James and Betty
E Gilmore 10 09 21 2011-000194-0
E City of Seward 11 06 30 2011-000791-0
E City of Seward 11 06 30 2011-000792-0
E Douglas Fuller 12 06 05 2012-000668-0
Steve&Maureen
E Lemme 12 06 04 2012-000669-0
E Methodist Church 12 06 06 2012-000670-0
E Kenai Peninsula Brou h 1209 19 2012-001062-0
E Carol Souza 12 09 27 2012-001184-0
E Thomas Tressler 12 10 01 2012-001185-0
E Dan L.Lowry 12 1001 2012-001186-0
E Bugsy Giachino 12 10 01 2012-001187-0
E Mervin Broughton 13 04 24 2013-000582-0
Victor Stoltz&Jackie
E woodruff 02 01 04 2013-000688-0
Louis E. and Jonna L.
E Dick 02 01 04 2013-000690-0
Louis E. and Jonna L.
E Dick 02 01 04 2013-000691-0
E Glenn and Pam Herman 02 01 04 2013-000736-0
E Robin&Julia Dykstra 13 07 02 2013-000794-0
Johnson,Mitchell and
E Victoria 13 10 15 2013-001300-0
550
1 WOOK PAGE Document 1
E Elde Kaare P 13 10 14 2013-001299-0
Outward Bound Holdco
E Inc 14 05 23 2014-000657-0
E Richard Worabel 1407 15 2014-000740-0
E Richard Worabel 1407 15 2014-000741-0
Fisher,Nancy and
E Monte 14 07 07 2014-000742-0
E Philip Zimmerman 14 08 21 2014-001086-0
Outward Bound Holdco
E Inc 1503 10 2015-000183-0
E Thomas Ballentine 1503 10 2015-000203-0
E John Buzdor 1503 09 2015-000204-0
The Allan H. Crary
E Trust 1503 17 2015-000250-0
E Sassa Unrein 15 04 24 2015-000385-0
E James Unrein 15 04 29 2015-000386-0
E James&Vir ina Allen 15 07 21 2015-000656-0
E Methodist Church 15 06 30 2015-000657-0
E Methodist Church 15 06 30 2015-000658-0
E Glasinov 1507 11 2015-000709-0
E City of Seward 15 07 23 2015-000790-0
E City of Seward 1604 15 2016-000413-0
E Bardarson,rolf 16 04 06 2016-000414-0
E Joanne Hoo land 16 04 06 2016-000415-0
James and Betty
E Gilmore 16 04 20 2016-000416-0
James and Betty
E Gilmore 16 04 20 2016-000417-0
E City of Seward 1605 16 2016-000534-0
E Qutekcak 16 06 01 2016-000583-0
E Elizabeth Jones 16 06 20 2016-000632-0
E Samuel Young 16 07 11 2016-000727-0
E John W.Page 1608 19 2016-001005-0
Neal Haglund revocable
E trust 1608 18 2016-001006-0
E Wendy Stallings 16 1005 2016-001232-0
Steve Leiner&Carol
E Laurie 16 09 22 2016-001233-0
E AK DNR 17 07 28 2017-000785-0
E City of Seward 17 1130 2018-000649-0
E James T.Pruitt 18 01 01 2018-000917-0
Alaska Div of Land and
Permit Water 88 08 01 51 859 1 1988-001381-0
Alaska Div of Land and
Permit Water 001106 102 912 2000-001634-0
E Allen,Virginia 1205 16 2012-000552-0
Kenai Peninsula
E Borough 0506 14 2005-001034-0
E AK DNR 1105 18 2011-000571-0
551
TYPE FROM DATE IF PAGE Document ID
E Crum Constance 00 05 31 101 570 2000-001008-0
E Montague Randy 00 06 01 101 568 2000-001007-0
E Dash Deloris 101 572 2000-001009-0
E Stefano Jacqueline 101 574 2000-001010-0
E Stefano Jacqueline 101 576 2000-001011-0
E Martin Lynda 101 578 2000-001012-0
E Martin Lynda 101 580 2000-001013-0
E Lang,Kenneth& Susan 101 582 2000-001014-0
E Hardy,Ethel 101 584 2000-001015-0
E Hardy,Ethel 101 586 2000-001016-0
E Hardy,Ethel 101 588 2000-001017-0
E Hardy,Ethel 101 590 2000-001018-0
E Hardy,Ethel 101 592 2000-001019-0
E Hardy,Ethel 101 594 2000-001020-0
E Hardy,Ethel 101 596 2000-001021-0
E Hardy,Ethel 101 598 2000-001022-0
E Linville,Robert 101 600 2000-001023-0
E Davis,Mike&Karen 101 603 2000-001024-0
Hermann,Glenn&
E Pamela 101 606 2000-001025-0
E Faust,Harold& Susan 0007 10 101 609 2000-001026-0
Rel Homeland Ent 05 1021 2005-001724-0
Permit AK DNR 17 07 28 2017-00785-0
Permit AK DNR 8707 15 2018-000308-0
Permit AK DNR 8707 15 2019-000114-0
Permit AK DNR 65 04 02 2019-000117-0
Permit AK DNR 89 01 23 2019-000118-0
E AK DNR 2001 10 2020-000039-0
E Shank, Shelly L 2008 18 2020-000942-0
Kendrick,John and
E Swander,Jennifer 20 08 08 2020-000944-0
E Campbell,Hunter 20 08 27 2020-000125-0
E Randall,Dorothy 20 09 08 2021-000129-0
E Tree,Eugene Ray III 20 09 08 2021-000130-0
Tarpey, Shirley and
E Richard 210301 2021-000281-0
Tarpey, Shirley and
E Richard 2205 17 2022-000585-0
E Peterson,Cole 22 07 07 2022-000674-0
Kenai Peninsula
E Borough 22 1010 2022-001060-0
E City of Seward 22 09 22 2022-001147-0
Leirer Enterprises-
Steve Leirer&Carol
E Laurie 03 1030 2003-002337-0
552
Schedule 4.08(f)—Encroachment
A list of exceptions to material improvements constituting part of the Real Property encroaching
on real property owned or leased by a Person other than Seller.]
Lawing Substation is on property owned by the State of Alaska which Seller is permitted to use.
Dave's Creek Substation is on property owned by the State of Alaska which Seller is permitted
to use.
The Transmission Line is on property owned by others which Seller is permitted to use pursuant
to either Permits (identified on Schedule 4.11(a)) or Easements (identified on Schedule 4.08(d)).
553
Schedule 4.12(b)—Environmental Permits
None.
554
Schedule 4.12(e)—Hazardous Materials
1. Kenai Peninsula Borough Solid Waste Transfer Facility 3200 Dimond Blvd Seward.
555
Schedule 4.12(g)—Environmental Reports
1. City of Seward Upgrade of Transmission Line Environmental Assessment(Nov. 1983).
556
Schedule 4.19(b)—Independent Contractors
With limited in-house resources, Seward Electric System (SES) often utilizes independent
contractors to fulfill personal service roles.
Independent Contractor Services Performed
Dryden & LaRue, Inc.Engineering design and construction services*
Electric Power Constructors, Inc. Engineering design and construction services*
Electric Power Services, Inc. Engineering design and construction services*
AK Tree Service, LLC Right of Way tree clearing and removal
Da mark Energy Advisors Consulting
Brooke Estes Social Media and other Communications support
Alaska Municipal Bond Bank** Financial Services
Carmen Jackson CPA, LLC** Finance and Accounting Services
Kent Dawson Company, Inc.** State Lobbying Services
Robertson Mona le & Eastau h, PC** Federal Lobbying Services
Boyd, Chandler, Falconer & Munson, Legal Services
LLP**
Altman, Rodgers & Co** Auditing Services
Alaska Municipal League Joint Insurance Insurance Services
Association, Inc.**
The Bank of New York Mellon Trust Depositary services
Company"
N. Harris Computer Corporation** Software license, Subscription services, support
and maintenance, hosting services
The services provided by these companies are as-needed with varying rates depending on the specific
need.
Independent contractors that provide services to the City of Seward which also include services to or
related to SES as noted in Schedule 1.01(a).
557
Schedule 4.20(a)—Employee Plans
1. Seward City Employees who are not subject to the bargaining agreement between the City and
the International Brotherhood of Electrical Workers Local No. 1547 (IBEW) are eligible to
participate in the Public Employees Retirement System(PERS). Full time employees and their
dependents are also eligible for health insurance through Premera Blue Cross Blue Shield of
Alaska. Employees are eligible for life insurance through Metropolitan Life Insurance
Company. Employees are eligible for a supplemental 457 deferred compensation plan,
administered by the International City/County Management Association and Colonial Life.
All regular Employees, after completion of one (1)years' service equal to two thousand and
eighty (2,080) hours, shall be paid Annual pay at the rate of one and a half percent(1.5%) of
the employee's regular salary. Annual pay shall be paid once each year on the first pay day of
December.
2. Employee plans for IBEW members are contained in Section 12.1 of the Agreement Covering
Terms and Conditions of Employment Between City of Seward and Local 1547 International
Brotherhood of Electrical Workers AFL-CIO, effective July 1, 2022 through June 30, 2025
collective bargaining agreement). They include:
i. Alaska Electrical Pension Fund (AEPF), and Alaska Electrical Workers
Retirement Savings Plan (AEWRSP)trust funds.
ii. Alaska Electrical Health and Welfare Trust Fund
iii. AEWRSP of the Alaska Electrical Workers Pension Fund for the purpose
of providing selected benefits to the employees covered by the agreement.
IBEW members are eligible for the following bonus pursuant to Section 5.7 of the collective
bargaining agreement, as follows:
Active employees hired before January 1, 2008, shall receive, after one year's service (January
1-December 31), a longevity bonus in the amount of one percent (1%) of the employee's
straight time rate of pay calculated at 2,080 hours. For accounting purposes, and so that the
employee shall have an additional check at Christmas time, all longevity bonuses shall be paid
once each year on the first pay day of December.
Active employees hired after January 1, 2008, shall receive, after two year's service(each year
being measured January 1-December 31), a longevity bonus in the amount of one percent(1%)
of the employee's straight time rate of pay calculated at 2,080 hours. For accounting purposes,
and so that the employee shall have an additional check at Christmas time, all longevity
bonuses shall be paid once each year on the first pay day of December.
558
Schedule 4.20(d)—Multiemployer Plans
Plans which could be subject to Title IV of ERISA, could be considered a "multiple employer
welfare arrangement," could be considered a"multiple employer plan" or a voluntary employees'
beneficiary association are set forth in Article 12 of the Agreement Covering Terms and
Conditions of Employment Between City of Seward and Local 1547 International Brotherhood of
Electrical Workers AFL-CIO, effective July 1, 2022 through June 30, 2025. They include:
1. The Alaska Electrical Pension Fund (AEPF), and Alaska Electrical Workers
Retirement Savings Plan (AEWRSP)trust funds which were established pursuant to: 1)
an agreement between the Union and the Alaska Chapter of the National Electrical
Contractors Association, Inc.; and 2) that certain declaration of trust entered into by the
aforesaid parties for the purpose of providing pension benefits for those persons covered
by said agreement.
2. The Alaska Electrical Health and Welfare Trust Fund.
3. The IBEW Hardship and Benevolent Fund.
City employees participate in Public Employees Retirement System (PERS), which could be
considered a multiple employer plan. The City takes no position on the supplemental 457
deferred compensation plan, administered by the International City/County Management
Association and Colonial Life, but discloses that it may be considered such a plan as well.
559
Schedule 6.18(a)—Non-Assignable Assets
A list of Assigned Contracts that require consent to assignment but if such consent cannot be
obtained, such Assigned Contracts will not be assigned and will be managed pursuant to Section
6.18.]
See "Need Authorization to Assign" tab on spreadsheet attached to Schedule 4.03 for permits
and easements for which consent to assignment is required.
1. 2022 Wholesale Power Contract Between Chugach Electric Association, Inc. and the City of
Seward d/b/a Seward Electric System (if Closing occurs prior to December 20, 2023).
2. Agreement for Joint Use of Facilities (2021 JU Agreement) between the City of Seward and
Chugach Electric Association, Inc.
3. Bradley Lake Hydroelectric Project Power Sales Agreement dated as of December 8, 1987 as
amended.
4. Agreement for Joint Use of Poles between Alascom, Inc. d/b/a AT&T Alaska and the City of
Seward, Alaska effective August 15, 2022.
5. Joint Use Agreement between the City of Seward and General Telephone Company of Alaska
dated October 8, 1984 as amended and assigned.'
6. Use Agreement between City of Seward and Seward Cablevision dated May 11, 1987 as
amended and assigned.2
Note: Currently expired but expected to be renewed before Closing.
z Note: Currently expired but expected to be renewed before Closing.
1
560
12LHomer
Electric Association, Inc.
Corporate Office Central Peninsula Service Center
3977 Lake Street 280 Airport Way
Homer,Alaska 99603-7680 Kenai,Alaska 99611-5280
Phone (907) 235-8551 Phone (907) 283-5831
FAX(907) 235-3313 FAX(907) 283-7122
RESOLUTION 45.2023.06
PROPOSING AMENDMENTS TO THE BYLAWS TO CREATE A
FOURTH VOTING DISTRICT FOLLOWING HEA'S ACQUISITION OF THE
CITY OF SEWARD'S ELECTRIC SYSTEM
WHEREAS, Homer Electric Association, Inc. ("HEA") has approved an Asset Purchase
Agreement ("APA") for HEA's acquisition of the Seward Electric System that, pending approval of
the Seward City Council, will be put before Seward voters in a special election scheduled for May 2,
2023; and
WHEREAS, if the referendum on the sale of Seward's Electric System is successful, and the
parties satisfy those conditions of closing set forth in the APA, HEA will acquire the Seward Electric
System; and
WHEREAS, the HEA Board of Directors has determined that Seward, based on its number
of meters and geographic location, should be represented proportionate to its existing service area by
one Director.
NOW, THEREFORE;
BE IT RESOLVED, that the Board of Directors of Homer Electric Association hereby directs
that the attached amendment to the bylaws be submitted to the membership for a vote no later than
the earlier of (i) the first regular election held after the acquisition closes; or (ii) one hundred twenty
120) days after the Closing Date as defined in the APA. Per the terms of the APA, should the
amendment not be approved at the initial vote, it shall be submitted for approval annually for at least
the following two (2) years.
CERTIFICATION
I, Jim Duffield, do hereby certify that I am the Secretary of Homer Electric Association,
Inc., and that the foregoing resolution was adopted at a regular meeting of the Board of Directors,
held on March 21, 2023, at which meeting a quorum was present.
ji, Duffield, Secret
561
RESOLUTION 45.2023.06, Proposing an Amendment to the Bylaws to Create a Fourth Election District Following
HEA's Acquisition of the City of Seward's Electric System
Page 2 of 2
Articles IV and XIII of the Bylaws are proposed to the Membership to be amended as
follows:
ARTICLE IV
Directors
Section 1.General Powers
The business and affairs of the Cooperative shall be managed by a board of e ten Directors
which shall exercise all of the powers of the Cooperative except such as are by law, the Articles
of Incorporation or these Bylaws, conferred upon or reserved to the members.
Section 2. Election and Tenure of Office
One Director from each voting district shall be elected each year by a plurality of the votes cast by
the members receiving service in the voting district, for a three-year term, or until the Director's
successor has been duly elected and shall have qualified as Director. The Director representing the
fourth voting district representing Seward shall be elected every three years. No director shall serve
more than three full terms consecutively.
ARTICLE XIII
Election Districts
For the purpose of the election of Directors, the area served by the Cooperative shall be divided
into four 4 twee-(3) voting districts. The three voting districts in existence on January 1, 2023,
contain eentaining substantially the same number of meters for electric service and are so
configured as to allow for relative simplicity in the administration of any election. An additional
election district consisting of the legacy Seward Electric System service area contains roughly one
third the number of meters the Cooperative's other three voting districts contain, and thus will be
proportionately represented by one Director. On or before each third anniversary from July 1998
the Board shall fix the boundaries of each district.
562
AGENDA STATEMENT
Meeting Date: March 28, 2023
From: Kris Peck, Deputy City Clerk
Agenda Item: Non-Objection to Renewal of Marijuana License
BACKGROUND &JUSTIFICATION:
The Seward City Council has the opportunity to object to the renewal of the following marijuana
license for the following business:
Business: The Tufted Puffin, LLC
Licensee: The Tufted Puffin, LLC
Type: Retail Marijuana Store
License: 17758
The City of Seward Police Department, Fire Department, Finance Department, and the Kenai
Peninsula Borough have no objections to the marijuana license for this business.
FISCAL NOTE:
In the event the City of Seward chooses to file a protest for the above marijuana license renewal,
then under Alaska Statutes the City of Seward will be required to assist in, or undertake the
defense of its protest.
RECOMMENDATION:
Non-objection to the renewal of marijuana license for The Tufted Puffin, LLC 917758
563
MEMORANDUM
Date: February 14, 2023 RECEIVED
To: Naneth Ambrosiani Finance/Leases
MAR 10 2023StevenZilbergFinance/Public Utilities
Chief Alan Nickell Police Department OFFICE OF THE
Chief Clinton Crites Fire Department CITY CLERK
From: Kris Peck, Deputy City Clerk
RE: Verifying compliance for the RENEWAL of a marijuana license
The following business has applied for a marijuana license renewal. Please review for
compliance with all utilities, lease payments and assessments. Thank you.
Name of Business: The Tufted Puffin, LLC
Licensee: The Tufted Puffin, LLC
Type of License: Retail Marijuana Store
License Number: 17758
Location: 216 Fourth Avenue, Unit 2
Department Status Initials
Finance/Leases r Gpy `Sd jl. r!°q 4m
Finance/Utilities
Police Chief om ;cq4- 123 Z--7
Fire Chief C04% F51 8,1d
3 /fly)
Deadline for protest: Saturday, April 15, 2023 (60 days from receipt of notification)
Last regular council meeting for approval: Monday, April 10, 2023
PLEASE RETURN TO CITY CLERK no later than noon on Tuesday, April 4, 2023
564
a'r
s THE S'IA1'E Department of Commerce,Community,
and Economic Development
rr gA Cf ALAS ALCOHOL& MARIJUANA CONTROL OFFICE
ff
G0VLRN0RN11KL DUVLEAVY 550 West 7th Avenue, Suite 1600
Yr
Anchorage,AK 99501
F ALAS
A
Main: 907.269.0350
February 10, 2023
Seward/Soldotna/Kenai Peninsula Borough
Via email: clerk@citvofseward.net; bballou@citvofseward.net; cityclerk@soldotna.org
Jblankenship@kpb.us; micheleturner@kpb.us; Iratky@kpb.us; assemblyclerk@kpb.us;
mlenkins@kps.us; maldridge@kpb.us; slopez@kpb.us; ncarver@kpb.us; Ivanhoose@kpb.us,
bcarter@kpb.us
17758
Retail Marijuana Kenai Peninsula
Store THE TUFTED PUFFIN LLC Seward Borough
19300
Retail Marijuana Kenai Peninsula
Store PINE STREET CANNABIS COMPANY Soldotna Borough
X License Renewal Application (no OCE in this list) Endorsement Renewal Application
AMCO has received a complete renewal application and/or endorsement renewal application for a
marijuana establishment within your jurisdiction. This notice is required under 3 AAC
306.035(c)(2). Application documents will be sent to you separately via ZenclTo.
To protest the approval of this application pursuant to 3 AAC 306.060,you must furnish the director and
the applicant with a clear and concise written statement of reasons for the protest within 60 days of the
date of this notice and provide AMCO proof of service of the protest upon the applicant.
3 AAC 306.060 states that the board will uphold a local government protest and deny an application for a
marijuana establishment license unless the board finds that a protest by a local government is arbitrary,
capricious, and unreasonable. If the protest is a "conditional protest" as defined in 3 AAC 306.060(d)(2)
and the application otherwise meets all the criteria set forth by the regulations,the Marijuana Control
Board may approve the license renewal, but require the applicant to show to the board's satisfaction that
the requirements of the local government have been met before the director issues the license.
At the May 15, 2017, Marijuana Control Board meeting, the board delegated to AMCO Director the
authority to approve renewal applications with no protests,objections, or notices of violation. However, if
a timely protest or objection is filed for this application, or if any notices of violation have been issued for
this license, the board will consider the application. In those situations, a temporary license will be issued
pending board consideration.
If you have any questions, please email amco.localgovernmentonly@alaska.gov.
Sincerely,
Joan M. Wilson, Director
565
t r-t,+
f' AMCO received 6/23/2022
Alcohol and Marijuana Control Office
L 550 W 7< Avenue,Suite 1600
r Anchorage,AK 99501
marii ua na.licensing@alaska-ovAWOEittps://www.commei-ce.ali3skakoyl vehl:rz7r.r:
Alaska Marijuana Control Board Phone:907.269.0350
Fora MJ-20: 2022-2023 Renewal Application Certifications
Why is this form needed?
This renewal application certifications form is required for all marijuana establishment license renewal applications.Each person
signing an application for a marijuana establishment license must declare that he/she has read and is familiar with AS 17.38 and
3 AAC 306.A person other than a licensee may not have direct or indirect financial interest(as defined in 3 AAC 306.015(e)(1))in
the business for which a marijuana establishment license is issued,per 3 AAC 306.015(a).
This form must be completed and submitted to AMCO's Anchorage office by each licensee(as defined in
3 AAC 306.020(b)(2))before any license renewal application will be considered complete.
Section 1 - Establishment Information
Enter information for the licensed establishment,as identified on the license application.
Licensee: The Tufted Puffin LLC License Number: 17758
License Type: Retail Marijuana Store
Doing Business As: The Tufted Puffin LLC
Premises Address: 1216 4th Avenue, Unit 2
City:Seward I state: LAlas-ZIP: 199664
Section 2 - Individual Information
Enter information for the individual licensee who is completing this form.
Name: Jennifer Wells
Title:Manager/Member
Section 3 - Violations & Charges
Read each line below,and then sign your initials in the box to the right of any applicable statements: Initials
I certify that I have not been convicted of any criminal charge in the previous two calendar years.
I certify that I have not committed any civil violation of AS 04,AS 17.38,or 3 AAC 306 in the previous two calendar years.
I certify that a notice of violation has not been issued for this license.
Sign your initials to the following statement only if you are unable to certify one or more of the above statements: Initials
I have attached a written explanation for why I cannot certify one or more of the above statements,which includes
the type of violation or offense,as required under 3 AAC 306.035(b).
Form MJ-20](rev 4/19/2022) 566 Page 1 of 2
NI('
Alaska Marijuana Control Board
AMCO received 6/23/2022
Form MJ-20: 2022-2023 Renewal Application Certifications
Section 4 - Certifications
Read each line below,and then sign your initials in the box to the right of each statement:Initials
I certify that no person other than a licensee listed on my marijuana establishment license renewal application has a
direct or indirect financial interest,as defined in 3 AAC 306.015(e)(1),in the business for which the marijuana
establishment license has been issued.
I certify that I meet the residency requirement under AS 43.23 or I have submitted a residency exception affidavit
MJ-20a)along with this application.
I certify that this establishment complies with any applicable health,fire,safety,or tax statute,ordinance,regulation,or
Lam'11otherlawinthestate.
I certify that the license is operated in accordance with the operating plan currently approved by the
Marijuana Control Board.
I certify that I am operating in compliance with the Alaska Department of Labor and Workforce Development's laws and
requirements pertaining to employees.
I certify that I have not violated any restrictions pertaining to this particular license type,and that this license has not been
operated in violation of a condition or restriction imposed by the Marijuana Control Board.
By initialing this box, I certify I have submitted an original fingerprint card and the applicable fees to AMCO for AMCO to
obtain criminal justice information and a national criminal history record required by AS 17.38.200 and 3 AAC 306.035(d).
If I have multiple marijuana licenses being renewed,I understand one fingerprint card and fee will suffice for all marijuana
licenses being renewed.
If multiple licenses are held,list all license numbers below:
N/A
I hereby certify that I am the person herein named and subscribing to this application and that I have read the complete
application,and I know the full content thereof.I declare that all of the information contained herein,and evidence or
other documents submitted are true and correct.I understand that any falsification or misrepresentation of any item or
response in this application,or any attachment,or documents to support this application,is sufficient grounds for denying
or revoking a license/permit.I further understand that it is a Class A misdemeanor under Alaska Statute 11.56.210 to
falsify an application and commit the crime of unsworn falsification.
Jennifer Wells
Printed name of licensee r of licensee
Form MJ-20](rev 4/19/2022)1 T758
Page 2 of 2
License#
11-jle Alcohol and Marijuana Control Office
AM CO received 6/23/2022 550 W 71h Avenue,Suite 1600
Anchorage,AK 99501
0
rnariivana.iic(-nsin;,- aska.,gav
l `- '- hrt s!(ww.cpmmerce.alasl_a,gca v.eblarncrr
Alaska Marijuana Control Board Phone:907.269.0350
Form MJ-20: 2022-2 23 Renewal Application Certifications
Why is this form needed?
This renewal application certifications form is required for all marijuana establishment license renewal applications. Each person
signing an application for a marijuana establishment license must declare that he/she has read and is familiar with AS 17.38 and
3 AAC 306.A person other than a licensee may not have direct or indirect financial interest(as defined in 3 AAC 306.015(e)(1))in
the business for which a marijuana establishment license is issued,per 3 AAC 306.015(a).
This form must be completed and submitted to AMCO's Anchorage office by each licensee(as defined in
3 AAC 306.020(b)(2))before any license renewal application will be considered complete.
Section 1 - Establishment Information
Enter information for the licensed establishment, as identified on the license application,
Licensee: The Tufted Puffin LLC license Number: 117758
License Type: Retail Marijuana Store
Doing Business As: The Tufted Puffin LLC
Premises Address: 216 4th Avenue, Unit 2
City:Seward state: JAlaskaj. ZIP: 99664
Section 2 - Individual Information
Enter information for the individual licensee who is completing this form.
Name: Randy Wells
Title:Manager/Member
Section 3 - Violations & Charges
Read each line below,and then sign your initials in the box to the right of Any applicable statements: Initials
I certify that I have not been convicted of any criminal charge in the previous two calendar years.
I certify that I have not committed any civil violation of AS 04,AS 17.38,or 3 AAC 306 in the previous two calendar years.
I certify that a notice of violation has not been issued for this license.
Sign your initials to the following statement only if you are unable to ce ih1 one or more of the above statements: Initials
I have attached a written explanation for why I cannot certify one or more of the above statements,which includes
the type of violation or offense,as required under 3 AAC 306.035(b).El
Form MJ-20](rev 4/19/2022)
568
Page 1 of 2
Alaska Marijuana Control Board
dice O received /23/ 022 ,
Form MJ-20: 2022-20 enewal Application Certifications
Section 4 - Certifications
Read each line below,and then sign your initials in the box to the right of each statement:Initials
I certify that no person other than a licensee listed on my marijuana establishment license renewal application has a
direct or indirect financial interest,as defined in 3 AAC 306.015(e)(1),in the business for which the marijuana
establishment license has been issued.
I certify that I meet the residency requirement under AS 43.23 or 1 have submitted a residency exception affidavit
MJ-20a)along with this application.
I certify that this establishment complies with any applicable health.,fire,safety,or tax statute,ordinance,regulation,or
other law in the state.
I certify that the license is operated in accordance with the operating plan currently approved by the
Marijuana Control Board.
I certify that I am operating in compliance with the Alaska Department of Labor and Workforce Development's laws and
requirements pertaining to employees.
I certify that I have not violated any restrictions pertaining to this particular license type,and that this license has not been 1
operated in violation of a condition or restriction imposed by the Marijuana Control Board.
By initialing this box, I certify I have submitted an original fingerprint card and the applicable fees to AMCO for AMCO to 1f
obtain criminal justice information and a national criminal history record required by AS 17.38.200 and 3 AAC 306.035(d).
If I have multiple marijuana licenses being renewed,I understand one fingerprint card and fee will suffice for all marijuana
licenses being renewed.
If mukiple licenses are held,list all license numbers below:
N/A
I hereby certify that I am the person herein named and subscribing to this application and that I have read the complete
application,and I know the full content thereof.I declare that all of the information contained herein,and evidence or
other documents submitted are true and correct.I understand that any falsification or misrepresentation of any item or
response in this application,or any attachment,or documents to support this application,is sufficient grounds for denying
or revoking a license/permit.I further understand that it is a Class A misdemeanor under Alaska Statute 11.56.210 to
falsify an application and commit the crime of unsworn falsification.
Randy Wells
Printed name of licensee Sign Lire of licensee
Form MJ-201(rev 4/19/2022)171758 Page 2 of 2
License#
Department of Commerce,Community,&Economic Development License#17758
Alcohol & Marijuana Control Office Initiating License Application
6/7/2022 8:27:02 AM
License Number: 17758
License Status: Active-Operating
License Type: Retail Marijuana Store
Doing Business As: THE TUFTED PUFFIN LLC
Business License Number: 1064577
Designated Licensee: Jennifer Wells
Email Address: tuftedpuffinllc@gmail.com
Local Government: Seward
Local Government 2: Kenai Peninsula Borough
Community Council:
Latitude, Longitude: 60.101800, -149.440000
Physical Address: 216 4th Ave. Unit 2
Seward, AK 99664
UNITED STATES
Licensee#1 Entity Official #1
Type: Entity Type: Individual
Alaska Entity Number: 10075187 Name: Randy Wells
Alaska Entity Name: The Tufted Puffin LLC
Phone Number: 907-947-3349
Email Address: tuftedpuffinllc@gmail.com
Mailing Address: PO BOX 1934 Email Address: tuftedpuffinllc@gmail.com
Seward, AK 99664
Mailing Address: PO BOX 1934UNITEDSTATES
Seward, AK 99664
UNITED STATES
Entity Official #2 Note:No affiliates entered for this license.
Type: Individual
Name: Jennifer Wells
Email Address: tuftedpuffinllc@gmail.com
Mailing Address: PO BOX 1934
Seward, AK 99664
UNITED STATES
570
Alaska Entity#10075187
State of Alaska
Department of Commerce, Community, and Economic Development
Corporations, Business, and Professional Licensing
Certificate of Organization
The undersigned, as Commissioner of Commerce, Community, and Economic
Development of the State of Alaska, hereby certifies that a duly signed and verified filing
pursuant to the provisions of Alaska Statutes has been received in this office and has
been found to conform to law.
ACCORDINGLY, the undersigned, as Commissioner of Commerce, Community, and
Economic Development, and by virtue of the authority vested in me by law, hereby issues
this certificate to
The Tufted Puffin LLC
0) ' J.
IN TESTIMONY WHEREOF, I execute the certificate
and affix the Great Seal of the State of Alaska
effective January 04, 2018.
delp Mike Navarre
Jr.,A`Commissioner
AK Entity#: 10075187
Date Filed: 01/04/2018
AMCO received 6/23/2022
State of Alaska,DCCED
THE STATE
r k of A T A S TJ A FOR DIVISION USE ONLY
Department of Commerce, Community, and Economic Development
Division of Corporations, Business, and Professional Licensing
PO Box 110806, Juneau,AK 99811-0806
907)465-2550 •Email: corporations@alaska.gov
Website: Corporations.Alaska.gov
Articles of Organization
Domestic Limited Liability Company
Web-1/4/2018 1:48:11 PM
i - Entity Name
Legal Name: The Tufted Puffin LLC
2 - Purpose
Cannabis retail store
3 - NAICS Code
446191 - FOOD (HEALTH) SUPPLEMENT STORES
4 - Registered Agent
Name: Randy Wells
Mailing Address: PO BOX 1934, Seward, AK 99664
Physical Address: 210 Brownell St, Seward, AK 99664
5 - Entity Addresses
Mailing Address: PO BOX 1934, PO BOX 1934, Seward, AK 99664
Physical Address: 1401 C 4th Ave, 210 Brownell St, Seward, AK 99664
6 - Management
The limited liability company is managed by a manager.
Page 1 of 2
572
AMCO received 6/23/2022
7 - Officials
Name Address Owned Titles
Randy Wells Organizer
Name of person completing this online application
I certify under penalty of perjury under the Uniform Electronic Transaction Act and the laws of the
State of Alaska that the information provided in this application is true and correct, and further
certify that by submitting this electronic filing I am contractually authorized by the Official(s) listed
above to act on behalf of this entity.
Name: Randy Wells
Page 2 of 2
573
AK Entity#: 10075187
Date Filed: 12/29/2021
OF ry AMCO received 6/23/2022
State of Alaska,DCCED
THE/`
n\
STATE
LASKA
Department of Commerce, Community, and Economic Development
C
ALAS
A Division of Corporations, Business, and Professional Licensing
PO Box 110806, Juneau, AK 99811-0806
907)465-2550• Email: corporations@alaska.gov
Website: corporations.alaska.gov
Domestic Limited Liability Company
2022 Biennial Report
For the period ending December 31, 2021
Due Date: This report along with its fees are due by January 2, 2022
Fees: If postmarked before February 2, 2022, the fee is$100.00.
If postmarked on or after February 2, 2022 then this report is delinquent and the fee is$137.50.
Entity Name: The Tufted Puffin LLC Registered Agent information cannot be changed on this form. Per
Alaska Statutes, to update or change the Registered Agent
Entity Number: 10075187 information this entity must submit the Statement of Change form
Home Country: UNITED STATES for this entity type along with its filing fee.
Home State/Prov.: ALASKA Name: Randy Wells
Physical Address: 216 4TH AVE. UNIT#2, SEWARD, AK Physical Address: 210 BROWNELL ST, SEWARD, AK 99664
99664-1934
Mailing Address: PO BOX 1934, SEWARD, AK 99664
Mailing Address: PO BOX 1934, SEWARD,AK 99664-1934
Officials: The following is a complete list of officials who will be on record as a result of this filing.
Provide all officials and required information. Use only the titles provided.
Mandatory Members:this entity must have at least one(1) Member. A Member must own a %. In addition, this entity must provide
all Members who own 5%or more of the entity. A Member may be an individual or another entity.
Manager: If the entity is manager managed (per its articles or amendment)then there must be at least(1) Manager provided. A
Manager may be a Member if the Manager also owns a%of the entity.
w `w
E
Full Legal Name Complete Mailing Address Owned g g
Randy Wells PO BOX 1934, SEWARD, AK 99664-3349 49.00 X X
Jennifer Wells PO BOX 1934, SEWARD, AK 99664 51.00 X X
If necessary,attach a list of additional officers on a separate 8.5 X 11 sheet of paper.
Purpose: Cannabis retail store
NAICS Code: 446191 -FOOD (HEALTH)SUPPLEMENT STORES
New NAICS Code(optional):
This form is for use by the named entity only. Only persons who are authorized by the above Official(s)of the named entity may make
changes to it. If you proceed to make changes to this form or any information on it, you will be certifying under penalty of perjury that you
574
Entity#: 10075187 Page 1 of 2
are authorized to make those changes, and that eve ,qn the form i e,q o ct. In addition, persons who file documents with
the commissioner that are known to the person to bC1 VO rfi raY e4 irs'al &iZ of a class A misdemeanor. Continuation means
you have read this and understand it.
Name: Jennifer Wells
575
Entity#: 10075187 Page 2 of 2
AMCO received 6/23/2022
Operating Agreement
This Limited Liability Company Operating Agreement is for the
The Tufted Puffin LLC
organized under the laws of the State of Alaska by the filing of its orga-
nizational documents on January 4th 20 18
The parties to this agreement agree to operate a limited liability company under the follow-
ing terms and conditions:
I. The members have the power to determine the location of the limited liability company's
principal place of business. The members also have the power to designate the limited
liability company's registered agent, who may be a member.
The company's principal place of business shall be:
214 4th ave. Unit#2 Seward,Alaska 99664
The name and address of the company's registered agent shalt be:
Randy Wells
210 Brownell St.Seward,Alaska 99664
2. The initial members of the company are as follows:
Name Address
Jennifer Wells 210 Brownell St.#A Seward,AK 99664
Randy Wells 210 Brownell St.#A Seward,AK 99664
3. No members or managers of the limited liability company shall be personally liable for
any debts, obligations, expenses, liabilities, or any claims made against the company.
4. The members of the limited liability company elect to have the company treated as a
Limited Liability Company for state and federal income tax purposes.The mem-
bers agree to execute and file any documents necessary to secure this tax treatment.
5. The start-up capital will be a total of$ 50,000.00 . Each member of the limited liability
company agrees to contribute the following property,services,or cash to this total amount
on or before the date indicated:
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6. If additional capital is required by the limited liability company and is determined by a
majority vote of the members,then each member shall be required to con-
tribute to such additional capital in such proportions and by a certain date as determined
by such vote.
7. If any member shall fail to make his or her initial or additional contributions as indicated
by this agreement, any amendment to this agreement, or any additional agreement be-
tween the members, then this company shall continue as a limited liability company of
only those members who have satisfied their contribution requirements. Any member
who has failed to satisfy his or her contribution requirements will not be a member of
this limited liability company. Each member who has made a contribution shall then be
entitled to a share of limited liability company profits and losses in proportion to the
amount of their contribution to the total contributions. If any additional limited liability
company contributions are necessary, such additional contributions shall be determined
by the remaining members as specified under the terms of this agreement regarding"Ad-
ditional Contributions" above.
8. Interest at the rate of 0 percent( 0 %)per annum shall be paid
on each member's capital contributions that were paid in cash. The interest shall be an
expense of the limited liability company and paid on an annual basis to the member who
is entitled to it.
9. In addition to capital contributions,the following cash or property will be loaned to the
limited liability company under the terms specified:
Name of Member Cash/Property Loaned Terms of Loan
Jennifer Wells
Randy Wells
10. Each member's proportionate share of the profits and losses of the limited liability com-
pany shall be as follows:
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Name Percent of Ownership of Limited Liability Company
Jennifer Wells 51%
Randy Wells 49%
11. Any profits or losses of the limited liability company shall be determined and distrib-
uted to the members on a annual basis according to their proportion-
ate share of the profits and losses of the limited liability company. However,the first
90 percent 90 %) of the profits for each such period shall
be retained by the limited liability company for reinvestment in the limited liability
company.
12. The management of the company shall be exclusively by
Jennifer and Randy Wells The actual person(s) to manage
the company and the salary of an such person(s) shall be determined by a
majority vote of the members of the limited liability company, and the
management may be removed at any time, with or without cause, by a like vote.
13. One or more managers may be selected under the terms of this agreement. If a single
individual is selected to manage the company,such person shall have exclusive authority
to make all management decisions. Otherwise, all limited liability company decisions
will be made by majority vote among the persons selected to manage the
company, except the major company decisions noted below, which must be decided by
unanimous vote of the persons selected to manage the company. The manager(s) shall
have the authority to conduct the day-to-day business of the limited liability company,
without consultation with the other members.This shall include hiring and firing employ-
ees, signing limited liability company checks, withdrawing funds from limited liability
company accounts,borrowing money up to the amount of$ 0.00 ,and maintaining
the books and records of the limited liability company. Major decisions are defined as
follows:
Asset Purchases,Loans, Investments, Legal,Advertising
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14. The annual limited liability company meeting will be held on the first Monday in December
of every year at 10 o'clock a . m.. This meeting is for the purpose of assessing the
current status of the limited liability company and transacting any necessary business.
If this day is a legal holiday, the meeting will be held on the next day.
15. The place for the annual members meeting will be the principal office of the limited li-
ability company, located at:
214 4th ave.Unit#2 Seward,Alaska 99664
16. A quorum for a members meeting will be a majority of the members. Once a quorum
is present, business may be conducted at the meeting, even if members leave prior to
adjournment.
17. At all meetings of members,a member may vote by signed proxy or by power of attorney.
To be valid, a proxy must be filed with the limited liability company prior to the stated
time of the meeting. No proxy may be valid for more than I 1 months, unless the proxy
specifically states otherwise. A proxy may always be revoked prior to the meeting for
which it is intended. Attendance at the meeting for which a proxy has been authorized
always revokes the proxy.
18. A majority vote of the members entitled to vote will be sufficient to de-
cide any matter, unless a greater number is required by this agreement or by state law.
Adjournment shall be by majority vote of those shares entitled to vote.
19. Any action that may be taken at a company meeting may be taken instead without a meet-
ing if an agreement is consented to, in writing,by all members who would be entitled to
vote.
20. The members will,jointly,have all powers available under state law,including the power
to: appoint and remove managers and employees; change the offices; borrow money on
behalf of the limited liability company, including the power to execute any evidence of
indebtedness on behalf of the limited liability company;and enter into contracts on behalf
of the limited liability company. Such powers may be exercised by a single member only
upon unanimous approval of all of the members.
21. Each member and manager owes a fiduciary duty of good faith and reasonable care with
regard to all actions taken on behalf of the limited liability company. Each member and
manager must perform his or her duties in good faith in a manner that he or she reason-
ably believes to be in the best interests of the limited liability company, using ordinary
care and prudence.
22. The limited liability company will maintain accounting records that will be open to
any member for inspection at any reasonable time.These records will include separate
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income and capital accounts for each member. The accounting will be on the
cash basis and on a annual year basis. The capital
account of each member will consist of no less than the value of the property, cash,
or services that the member shall have contributed with his or her initial or additional
contributions to the limited liability company.
23. All notes, mortgages, or other evidence of indebtedness shall be signed by all of the
members of the limited liability company, unless otherwise allowed under the terms of
this agreement.
24. The limited liability company will maintain a business checking bank account at:
Alaska USA Federal Credit Union
25. The limited liability company may not lend any money to a manager or member of the
limited liability company unless the loan has been approved by a majority
vote of all members of the limited liability company.
26. All members are entitled to o draws from the expected profits of the
limited liability company. The draws will be debited against the income account of the
member.The dollar amount of the draws shall be determined by a majority
vote of the members.
27. All members are eligible to be paid reasonable salaries for work or services they perform
in the limited liability company business,unless such work is in the capacity of a manager
or is to be considered as a contribution to the company.
28. Each member shall receive an expense account for up to$ 100.00 per month for the
payment of reasonable and necessary business expenses in the regular course of limited
liability company business. Each member shall provide the limited liability company
with a written record of such expenses in order to obtain reimbursement.
29. A member may transfer all or part of his or her interest in the limited liability company to
any other party only with the unanimous consent of the other members. In addition,the
limited liability company has the right of first refusal to purchase the member's interest
on the same terms and conditions as the member's offer from the third party.This option
to buy must be exercised by the limited liability company within 30 days from notice of
the offer to buy by a third party.
30. A member may be expelled from the limited liability company at any time by the unani-
mous consent of the other members. Upon expulsion, the expelled member shall cease
to be a member and shall have no interest, rights, authority,power, or ownership in the
limited liability company or any limited liability company property.The expelled member
shall be entitled to receive value for his or her interest in the limited liability company as
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determined by the terms of this agreement.The limited liability company shall continue
in business without interruption without the expelled member.
31. A member is automatically expelled from the limited liability company at any time upon
the occurrence of any of the following:
a) A member files a petition for or becomes subject to an order for relief under the
Federal Bankruptcy Code
b) A member files for or becomes subject to any order for insolvency under any state
law
c) A member makes an assignment for the benefit of creditors
d) A member consents to or becomes subject to the appointment of a receiver over a
substantial portion of his or her assets
e) A member consents to or becomes subject to an attachment or execution of a sub-
stantial portion of his or her assets
On the date of any of the above events,the expelled member shall cease to be a member
and shall have no interest, rights, authority,power, or ownership in the limited liability
company or any limited liability company property.The expelled member shall be entitled
to receive value for his or her interest in the limited liability company as determined by
the terms of this agreement. The limited liability company shall continue in business
without interruption without the expelled member.
32. The expulsion of a member shall be final and shall not be subject to mediation, arbitra-
tion, or review by any court of any jurisdiction.
33. The limited liability company shall buy and maintain life insurance on the life of
each member in the amount of$ 0.00 .The limited liability company shall
also buy and maintain disability insurance on each other member in the amount of
0.00 . Such life and disability insurance shall be considered assets of the
company. On the withdrawal, termination, or expulsion of any member for any reason
other than his or her death or disability, any insurance policies on the member's life or
health on which the limited liability company paid premiums shall become the per-
sonal property of the departing member and the cash value (if any) of such policy shall
be considered as a draw against the departing member's income account.
34. Except as otherwise provided by this agreement, the members agree that any dispute
arising related to this agreement will be settled by
Marc Johnston Law Firm, P.C. The person hired for such dispute
resolution shall be chosen by a majority vote of the members.All costs of
such dispute resolution will be shared equally by all members involved in the dispute.
35. Anew member maybe admitted to the limited liability company by majority
consent of the members. Admission of a new member shall not cause the termination
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of the original limited liability company entity, but rather, it shall continue with the ad-
ditional member.
36. Any new member to the limited liability company shall be responsible for and assume
full personal liability equal to all other members for all limited liability company debts,
liabilities, and obligations whenever incurred for which the other members of the com-
pany have assumed personal liability.
37. If any member withdraws from the limited liability company for any reason (including
the death or disability of the member), the limited liability company shall continue and
be operated by the remaining members. The withdrawing member or his or her personal
representative will be obligated to sell that member's interest to the remaining members
and those remaining members will be obligated to buy that interest. The value of the
withdrawing member's interest will be his or her proportionate share of the total value
of the limited liability company. If necessary,the total value of the limited liability com-
pany will be assessed by an independent appraisal made within 90 days of the member's
withdrawal. The costs of the appraisal will be shared equally by all members, including
the withdrawing member.
38. No member, during or after the operation of the limited liability company, shall engage
in any business that is in competition in any manner with the limited liability company.
The prohibition against competition shall continue for a period of 5 years after
the member leaves the limited liability company and for any business within 50
miles of the limited liability company's principal place of business.This noncompetition
agreement shall end with the termination of the limited liability company.
39. The limited liability company may be terminated at any time by unanimous consent of
the members. Upon termination, the members agree to apply the assets and money of
the limited liability company in the following order:
a) To pay all the debts and obligations of the limited liability company
b) To distribute the members' income accounts to them in their proportionate share
c) To distribute the members'capital accounts to them in their proportionate share
d) To distribute any remaining assets to them in their proportionate share
40. This Operating Agreement may be amended in any manner by majority
vote of the members.
41. This Articles of Organization may be amended in any manner by majority
vote of the members.
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42. The following additional provisions are part of this agreement:
None
43. No modification of this agreement shall be effective unless it is in writing and approved
by the required number of members set forth in this agreement. This agreement binds
and benefits all members and any successors,inheritors,assigns,or representatives of the
members.Time is of the essence of this agreement.This document is the entire agreement
between the members.Any attached papers that are referred to in this agreement are part
of this agreement.Any alleged oral agreements shall have no force or effect.This agree-
ment is governed by the laws of the State of Alaska If any portion
of this agreement is held to be invalid, void, or unenforceable by any court of law of
competent jurisdiction, the rest of the agreement shall remain in full force and effect.
Dated January 4th 20 18
Signature of Member Printed Name of Member
Jennifer Wells
Randy Wells
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COMMERCIAL LEASE AGREEMENT
THIS COMMERCIAL LEASE (this "Lease") dated this 1st day of May, 2020
BETWEEN:
Alaska Life Adventures LLC.
Telephone: (907) 802-1162
the "Landlord")
OF THE FIRST PART
AND -
The Tufted Puffin LLC
Telephone: 907-224-2222
the "Tenant")
OF THE SECOND PART
IN CONSIDERATION OF the Landlord leasing certain premises to the Tenant, the Tenant leasing
those premises from the Landlord and the mutual benefits and obligations set forth in this Lease, the
receipt and sufficiency of which consideration is hereby acknowledged, the Parties to this Lease (the
Parties") agree as follows:
Definitions
1. When used in this Lease, the following expressions will have the meanings indicated:
a. "Additional Rent" means all amounts payable by the Tenant under this Lease except Base
Rent, whether or not specifically designated as Additional Rent elsewhere in this Lease;
b. "Building" means all buildings, improvements, equipment, fixtures, property and facilities
from time to time located at 216 Fourth Ave. Seward AK. 99664, as from time to time
altered, expanded or reduced by the Landlord in its sole discretion;
C. "Common Areas and Facilities" mean:
i. those portions of the Building areas, buildings, improvements, facilities, utilities,
Page 1 of 11
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Commercial Lease Page 2 of 11
equipment and installations in or forming part of the Building which from time to
time are not designated or intended by the Landlord to be leased to tenants of the
Building including, without limitation, exterior weather walls, roofs, entrances and
exits, parking areas, driveways, loading docks and area, storage, mechanical and
electrical rooms, areas above and below leasable premises and not included within
leasable premises, security and alarm equipment, grassed and landscaped areas,
retaining walls and maintenance, cleaning and operating equipment serving the
Building; and
ii. those lands, areas, buildings, improvements, facilities, utilities, equipment and
installations which serve or are for the useful benefit of the Building, the tenants of
the Building or the Landlord and those having business with them, whether or not
located within, adjacent to or near the Building and which are designated from
time to time by the Landlord as part of the Common Areas and Facilities;
d. "Leasable Area" means with respect to any rentable premises, the area expressed in
square feet of all floor space including floor space of mezzanines, if any, determined, calculated
and certified by the Landlord and measured from the exterior face of all exterior walls, doors
and windows, including walls, doors and windows separating the rentable premises from
enclosed Common Areas and Facilities, if any, and from the center line of all interior walls
separating the rentable premises from adjoining rentable premises. There will be no deduction
or exclusion for any space occupied by or used for columns, ducts or other structural elements;
e. "Premises" means the office/retail space located at 216 Fourth Ave. Unit Number 2,
Seward, AK 99664.
f. "Rent" means the total of Base Rent and Additional Rent.
Intent of Lease
2. It is the intent of this Lease and agreed to by the Parties to this Lease that rent for this Lease will
be on a gross rent basis meaning the Tenant will pay the Base Rent and any Additional Rent and
the Landlord will be responsible for all other service charges related to the Premises and the
operation of the Building save as specifically provided in this Lease to the contrary.
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Commercial Lease Page 3 of 11
Leased Premises
3. 1 he an or agrees to rent to the Tenant the office space municipally described as 216 Fourth Ave.
Unit# 2, Seward AK. 99664, (the "Premises"). The Premises will be used for only the following
permitted use (the "Permitted Use"): Operating a business, Office Space or Storage Space. Neither
the Premises nor any part of the Premises will be used at any time during the term of this Lease by
Tenant for any purpose other than the Permitted Use, which is a Cannabis Retail Store.
4. No pets or animals are allowed to be kept in or about the Premises or in any common areas in the
building containing the Premises without the prior written permission of the Landlord, which
permission may be unreasonably withheld. In addition, the Tenant must provide to the Landlord, for
all approved pets, prof of current vaccines, this prof must be on file with the Landlord. Upon thirty
30) days' notice, the Landlord may revoke any consent previously given under this clause.
Term
5. The term of the Lease commences at 12:00 noon on 5/l/2020 and ends at 12:00 noon on
4/3 0/2021.
6. Notwithstanding that the term of this Lease commences on March 1st, 2020, the Tenant is
entitled to possession of the Premises at 12:00 noon on March 1st, 2020.
7. Should the Tenant remain in possession of the Premises with the consent of the Landlord after
the natural expiration of this Lease, a new tenancy from month to month, until a NEW lease is
agreed upon and signed by both the Tenant and Landlord, will be automatic between the
Landlord and the Tenant which will be subject to all the terms and conditions of this Lease but
will be terminable upon either party giving one month's notice to the other party.
Rent
8. Subject to the provisions of this Lease, the Tenant will pay a Base Rent of$6,740.00, payable
per month. Included within the Base Rent, are the following taxes: Sales tax of 7%included in
lease payment.
9. All payments are to be made payable to: Alaska Life Adventures LLC.
10. The Tenant will pay the Base Rent on or before the 1st day of each and every month of the term
of this Lease to the Landlord.
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Commercial Lease Page 4 of 11
10. The Tenant will be charged an additional amount of$50.00 for any late payment of Rent, a $25.00 NSF
returned check fee and an additional 5% of the total rent due starting after the 7 day grace period.
Use and Occupation
11. The Tenant will use and occupy the Premises only for the Permitted Use and for no other
purpose whatsoever. The Tenant will carry on business under the name of The Tufted Puffin
LLC and will not change such name without the prior written consent of the Landlord, such
consent not to be unreasonably withheld.
12. The Tenant covenants that the Tenant will carry on and conduct its business from time to time
carried on upon the Premises in such manner as to comply with all statutes, bylaws, rules and
regulations of any federal, provincial, municipal or other competent authority and will not do
anything on or in the Premises in contravention of any of them.
Advance Rent and Security Deposit
13. On execution of this Lease, the Tenant will pay the Landlord advance rent(the "Advance Rent")
to be held by the Landlord without interest and to be applied on account of the first and last
installments of Base Rent as they fall due and to be held to the extent not so applied as security
for and which may be applied by the Landlord to the performance of the covenants and
obligations of the Tenant under this Lease. Advance Rent Amount$6,740.00.
14. On execution of this Lease, the Tenant will pay the Landlord a security deposit equal to the
amount of$500.00 (the "Security Deposit")to be held by the Landlord without interest. The
Landlord will return the Security Deposit to the Tenant at the end of this tenancy, less such
deductions as provided in this Lease but no deduction will be made for damage due to
reasonable wear and tear.
15. The Tenant may not use the Security Deposit as payment for the Rent.
16. Within 30 days after the termination of this tenancy, the Landlord will deliver the Security
Deposit less any proper deductions or with further demand for payment to the Tenant.
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Commercial Lease Page 5 of 11
Quiet Enjoyment
17. The Landlord covenants that on paying the Rent and performing the covenants contained in this
Lease, the Tenant will peacefully and quietly have, hold, and enjoy the Premises for the agreed
term.
Distress
18. If and whenever the Tenant is in default in payment of any money whether hereby expressly
reserved or deemed as rent, or any part of the rent, the Landlord may, after the granted 7-day
grace period after the rent due date, without notice or any form of legal process, enter upon the
Premises and seize, remove and sell the Tenant's goods, chattels and equipment from the
Premises or seize, remove and sell any goods, chattels and equipment at any place to which the
Tenant or any other person may have removed them, in the same manner as if they had remained
and been distrained upon the Premises, all notwithstanding any rule of law or equity to the
contrary, and the Tenant hereby waives and renounces the benefit of any present or future statute
or law limiting or eliminating the Landlord's right of distress.
Overholding
19. If the Tenant continues to occupy the Premises without the written consent of the Landlord after
the expiration or other termination of the term, then, without any further written agreement, the
Tenant will be a month-to-month tenant at a minimum monthly rental equal to twice the Base
Rent and subject always to all of the other provisions of this Lease insofar as the same are
applicable to a month-to-month tenancy and a tenancy from year to year will not be created by
implication of law.
Additional Rights on Reentry
20. If the Landlord reenters the Premises or terminates this Lease, then:
a. notwithstanding any such termination or the term thereby becoming forfeited and void,
the provisions of this Lease relating to the consequences of termination will survive;
b. the Landlord may use such reasonable force as it may deem necessary for the purpose of
gaining admittance to and retaking possession of the Premises and the Tenant hereby
releases the Landlord from all actions, proceedings, claims and demands whatsoever for
and in respect of any such forcible entry or any loss or damage in connection therewith or
consequential thereupon;
588
Tenant Initials: rw
AMCO received 6/23/2022
Commercial Lease Page 6 of 11
C. the Landlord may expel and remove, forcibly, if necessary, the Tenant, those claiming
under the Tenant and their effects, as allowed by law, without being taken or deemed to
be guilty of any manner of trespass;
d. in the event that the Landlord has removed the property of the Tenant, the Landlord may
store such property in a public warehouse or at a place selected by the Landlord, at the
expense of the Tenant. If the Landlord feels that it is not worth storing such property
given its value and the cost to store it, then the Landlord may dispose of such property in
its sole discretion and use such funds, if any, towards any indebtedness of the Tenant to
the Landlord. The Landlord will not be responsible to the Tenant for the disposal of such
property other than to provide any balance of the proceeds to the Tenant after paying any
storage costs and any amounts owed by the Tenant to the Landlord;
e. the Landlord may relet the Premises or any part of the Premises for a term or terms which
may be less or greater than the balance of the term of this Lease remaining and may grant
reasonable concessions in connection with such reletting including any alterations and
improvements to the Premises;
f. after reentry, the Landlord may procure the appointment of a receiver to take possession
and collect rents and profits of the business of the Tenant, and, if necessary to collect the
rents and profits the receiver may carry on the business of the Tenant and take possession
of the personal property used in the business of the Tenant, including inventory, trade
fixtures, and furnishings, and use them in the business without compensating the Tenant;
g. after reentry, the Landlord may terminate the Lease on giving 5 days written notice of
termination to the Tenant. Without this notice, reentry of the Premises by the Landlord or
its agents will not terminate this Lease;
h. the Tenant will pay to the Landlord on demand:
i.all rent, Additional Rent and other amounts payable under this Lease up to the time
of reentry or termination, whichever is later;
H. reasonable expenses as the Landlord incurs or has incurred in connection with the
reentering, terminating, reletting, collecting sums due or payable by the Tenant,
589
Tenant Initials: rw
AMCO received 6/23/2022
Commercial Lease Page 7 of 11
realizing upon assets seized; including without limitation, brokerage, fees and
expenses and legal fees and disbursements and the expenses of keeping the
Premises in good order, repairing the same and preparing them for reletting; and
iii. as liquidated damages for the loss of rent and other income of the Landlord
expected to be derived from this Lease during the period which would have
constituted the unexpired portion of the term had it not been terminated, at the
option of the Landlord, either:
i.an amount determined by reducing to present worth at an assumed interest
rate of twelve percent(12%)per annum all Base Rent and estimated
Additional Rent to become payable during the period which would have
constituted the unexpired portion of the term, such determination to be
made by the Landlord, who may make reasonable estimates of when any
such other amounts would have become payable and may make such other
assumptions of the facts as may be reasonable in the circumstances; or
ii. an amount equal to the Base Rent and estimated Additional Rent for a
period of six (6) months.
21. The Landlord and the Tenant will complete, sign and date an inspection report at the beginning
and at the end of this tenancy.
Renewal of Lease
22. Upon giving written notice no later than 60 days before the expiration of the term of this Lease,
the Tenant may renew this Lease for an additional term. All terms of the renewed lease will be
the same except for any signing incentives/inducements and this renewal clause and the amount
of the rent. .
Tenant Improvements
23. The Tenant will obtain written permission from the Landlord before doing any of the following:
a. applying adhesive materials, or inserting nails or hooks in walls or ceilings other than
small picture hooks.
590
Tenant Initials: rw
AMCO received 6/23/2022
Commercial Lease Page 8 of 11
b. painting, wallpapering, redecorating or in any way significantly altering the appearance of
the Premises;
C. removing or adding walls, or performing any structural alterations;
d. installing a waterbed(s);
e. changing the amount of heat or power normally used on the Premises as well as installing
additional electrical wiring or heating units;
f. placing or exposing or allowing to be placed or exposed anywhere inside or outside the
Premises any placard, notice or sign for advertising or any other purpose; or
g. affixing to or erecting upon or near the Premises any radio or TV antenna or tower.
Utilities and Other Costs
24. The Landlord is responsible for the payment the following in relation to the Premises:
Power, Heating Fuel, Trash Service, Property Taxes
Insurance
25. The Tenant is hereby advised and understands that the personal property of the Tenant is not
insured by the Landlord for either damage or loss, and the Landlord assumes no liability for any
such loss. The Tenant is advised that, if insurance coverage is desired by the Tenant, the Tenant
should inquire of Tenant's insurance agent regarding a Tenant's Policy of Insurance.
26. The Tenant is responsible for insuring the Landlord's contents and furnishings in or about the
Premises for either damage and loss for the benefit of the Landlord.
27. The Tenant is responsible for insuring the Premises for damage or loss to the structure,
mechanical or improvements to the Building on the Premises for the benefit of the Tenant and
the Landlord. Such insurance should include such risks as fire, theft, vandalism, flood and
disaster.
28. The Tenant is responsible for insuring the Premises for liability insurance for the benefit of the
Tenant and the Landlord.
591
Tenant Initials: rw
AMCO received 6/23/2022
Commercial Lease Page 9 of 11
29. The Tenant will provide proof of such insurance to the Landlord upon taking possession of the Premises,
unless otherwise agreed upon in writing from the Landlord.
Attorney Fees
30. All costs, expenses and expenditures including and without limitation, complete legal costs
incurred by the Landlord on a solicitor/client basis as a result of unlawful detainer of the
Premises, the recovery of any rent due under the Lease, or any breach by the Tenant of any other
condition contained in the Lease, will forthwith upon demand be paid by the Tenant as
Additional Rent. All rents including the Base Rent and Additional Rent will bear interest at the
rate of Twelve (12%)per cent per annum from the due date until paid.
Governing Law
31. It is the intention of the Parties to this Lease that the tenancy created by this Lease and the
performance under this Lease, and all suits and special proceedings under this Lease, be
construed in accordance with and governed, to the exclusion of the law of any other forum, by
the laws of the State of Alaska, without regard to the jurisdiction in which any action or special
proceeding may be instituted.
Severability
32. If there is a conflict between any provision of this Lease and the applicable legislation of the
State of Alaska (the 'Act'), the Act will prevail and such provisions of the Lease will be amended
or deleted as necessary in order to comply with the Act. Further, any provisions that are required
by the Act are incorporated into this Lease.
Assignment and Subletting
33. The Tenant will not assign this Lease, or sublet or grant any concession or license to use the
Premises or any part of the Premises. An assignment, subletting, concession, or license, whether
by operation of law or otherwise, will be void and will, at Landlord's option, terminate this
Lease.
Bulk Sale
34. No bulk sale of goods and assets of the Tenant may take place without first obtaining the written
consent of the Landlord, which consent will not be unreasonably withheld so long as the Tenant
and the Purchaser are able to provide the Landlord with assurances, in a form satisfactory to the
Landlord, that the Tenant's obligations in this Lease will continue to be performed and
respected, in the manner satisfactory to the Landlord, after completion of the said bulk sale.
592
Tenant Initials: rw
AMCO received 6/23/2022
Commercial Lease Page 10 of 11
Additional Provisions
35. All door entry codes are to be between the legal tenant, tenant employees and the landlord.
Maintenance
36. The Tenant will, at its sole expense, keep and maintain the Premises and appurtenances in good
and sanitary condition and repair during the term of this Lease and any renewal of this Lease.
37. The Tenant will be responsible at its own expense to replace all electric light bulbs, tubes,
ballasts or fixtures and batteries for smoke detectors serving the Premises.
38. The Tenant will also perform the following maintenance in respect to the Premises: (To Be
Determined at time of Lease.)
Care and Use of Premises
39. The Tenant will promptly notify the Landlord of any damage, or of any situation that may
significantly interfere with the normal use of the Premises.
40. The Tenant will not make (or allow to be made) any noise or nuisance which, in the reasonable
opinion of the Landlord, disturbs the comfort or convenience of other tenants.
41. The Tenant will not engage in any illegal trade or activity on or about the Premises.
42. The Landlord and Tenant will comply with standards of health, sanitation, fire, housing and
safety as required by law.
Surrender of Premises
43. At the expiration of the lease term, the Tenant will quit and surrender the Premises in as good a
state and condition as they were at the commencement of this Lease, reasonable use and wear
and damages by the elements excepted. All keys will be returned to Landlord, or a fee for new
locks will be charged to Tenant in the amount of$100.00
Hazardous Materials
44. The Tenant will not keep or have on the Premises any article or thing of a dangerous, flammable,
or explosive character that might unreasonably increase the danger of fire on the Premises or that
might be considered hazardous by any responsible insurance company.
593
Tenant Initials: rw
AMCO received 6/23/2022
Commercial Lease Page 11 of 11
Rules and Regulations
45. The Tenant will obey all rules and regulations posted by the Landlord regarding the use and care
of the Building, parking lot, restrooms and other common facilities that are provided for the use
of the Tenant in and around the Building on the Premises.
General Provisions
46. Any waiver by the Landlord of any failure by the Tenant to perform or observe the provisions of
this Lease will not operate as a waiver of the Landlord's rights under this Lease in respect of any
subsequent defaults, breaches or nonperformance and will not defeat or affect in any way the
Landlord's rights in respect of any subsequent default or breach.
47. This Lease will extend to and be binding upon and inure to the benefit of the respective heirs,
executors, administrators, successors and assigns, as the case may be, of each party to this Lease.
All covenants are to be construed as conditions of this Lease.
48. All sums payable by the Tenant to the Landlord pursuant to any provision of this Lease will be
deemed to be Additional Rent and will be recovered by the Landlord as rental arrears.
49. Where there is more than one Tenant executing this Lease, all Tenants are jointly and severally
liable for each other's acts, omissions and liabilities pursuant to this Lease.
50. Exception to the above mentioned: The Landlord, "Alaska Life Adventures LLC" will not take
possession of, or remove any Marijuana products from the premises no matter the Tenants
delinquency of payments of rent or, for any other reason. In the event the Tenant defaults for
any reason the terms of this lease, Alaska Life Adventures LLC will notify AMCO
immediately.
TRIPE NORTH
Alaska Life Adventures LLC.(Landlord)
The Tufted Puffin LLC
Limme#17758
DIAGRAM
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The Tufted Puffin LLC (Tenant)
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Office of the Borough Clerk
144 North Binkley Street, Soldotna, Alaska 99669 • (907) 714-2160 • (907) 714-2388 Fax
Michele Turner, CIVIC
Acting Borough Clerk
February 21, 2023
Sent via email: clerk@citvofseward.net
City of Seward
Seward City Hall
RE: Renewal Application for Retail Marijuana Store
Business Name The Tufted Puffin, LLC
License Location Seward/216 Fourth Ave. Unit 2,Seward, AK 99664
License No. 17758
Dear Ms. Ballou,
This serves to advise that the Kenai Peninsula Borough (KPB) has reviewed the above referenced
application and has no objection to the issuance of the license.
Should you have any questions, or need additional information, please don't hesitate to let us
know.
Sincerely,
f "4 wA
Michele Turner, CMC
Acting Borough Clerk
cc: tuftedpuffinllc@gmail.com
amco.localgovernmentonly@alaska.gov
MT/jr
595
From: Brenda Ballou
To: Brenda Ballou
Cc: Kris Peck
Bcc: Bob Barnwell;John Osenaa; Kevin Finch; Liz DeMoss; Mike Calhoon; Randy Wells; Sue McClure
Subject: FW: [Obihiro]Questions about anniversaries
Date:Monday,February 27,2023 10:09:00 AM
TO: City Council
Mayor &Council,
I'm forwarding this email from the City of Obihiro for your consideration and input. Please feel free
to response individually via email to me, or if you prefer, this can be put on the March 13 agenda for
discussion.
Thanks,
Brenda
External Email:This email originated from outside of the organization. Do not click links or open attachments
unless you recognize the sender and know the content is safe.
Dear Brenda,
This is Chris from Obihiro. I hope you've been doing great and winter has been going well! I've been
working with Kris on the high school student exchange and its going well so far! This will be a bit of a
long email, but there is a message the department wants to relay to Obihiro for planning/budgeting
reasons. The message is as follows.
In 2023 there will be a number of available international exchange opportunities, including the 551h
Sister City and Seward's 120th Founding Anniversaries. Also, we are currently looking at holding this
year's high school student exchange and taking the global situation into consideration. I'll get back to
you on this in the near future. Obihiro is thinking the following about the anniversary events if they are
to happen:
We'd really appreciate Seward's official reply to the questions below by Monday March 27th at the
latest!)
55th Sister City Anniversary visitation, Obihiro -> Seward]
Length/Date: 10 day visit during 8/15 — 8/31 (anticipated dates)
Participants: 10 people (Mayor Yonezawa, city council president, 3 city employees, 5 citizen
participants)
Exchange Events: Seward's 120th Founding Anniversary events (if any are held), Silver Salmon Derby
if the dates work out)
596
55th Sister City Anniversary visitation, Seward -> Obihiro]
Length/Date: 7 day visit from 10/25 to 10/31 (anticipated dates)
Participants: 10 people (Mayor McClure, city council president, 8 assistants)
Exchange Events: welcome party, tour of Obihiro, Obihiro's Chrysanthemum Festival (planned for
10/28-11/1), Food Valley Tokachi Marathon viewing/participation (planned for 10/29), outdoor
activities (cycling, river rafting, etc.), homestay, etc.
Questions for Seward]
Q1)Please answer A or B regarding Seward's plans to visit Obihiro for the 55th anniversary.
A) Plan on visiting (planned month of visit: )
B) Not planning on visiting
Q2) Please answer A or B regarding whether or not Seward will be able to accept a delegation from
Obihiro if a 55th anniversary visit were to happen.
A) Able to accept a visit
B) Unable to accept a visit
Q3) Please answer A or B regarding Seward's plans for holding a 120th Founding Anniversary
celebration event:
A) Planning on holding (Planned month/date: )
B) Not planning on holding
Q4) In the case that Seward is able to receive a delegation visitation from Obihiro, we would be
planning to visit for 10 days during 8/15-8/31. Does Seward have any issues with any of the days
within this time frame? (Ex. The Silver Salmon Derby time period is too busy, hosting people is not
feasible at that time, etc.)
Q5) In the case that Obihiro sends visitors to Seward, please let us know any events/activities that
Seward can hold or that the visitors can experience (Ex. Welcome party, tourist spot visits, event
attendance, hotel preparations, homestay preparations, etc.).
Q6) Please let us know about any main events that will take place in Seward in 2023. So far, we
know about Silver Salmon Derby (8/12-8/20) and Mount Marathon (7/4).
1 apologize for the long email, but we would really appreciate Seward's official response by 3/27.
Thank you so much for all your help!
Best,
Chris
597
City Council Agenda Statement
Meeting Date: March 28, 2023
To: City Council
From: Janette Bower, City Manager
Agenda Item: City Council Discussion and Direction Concerning the Appointment of an
Interim City Manager and the City Manager Hiring Process
Background and Justification:
The city manager submitted her resignation, effective May 10, 2023. City Council direction is
needed regarding the next steps to appoint an interim city manager and the city manager hiring
process.
For historical purposes, the following documents are attached:
Excerpt from the November 9, 2020, city council minutes
Resolution 2019-001: Awarding a Contract for City Manager Recruitment Services to GovHR
USA and Appropriating Funds
Excerpt from the July 26, 2018, city council minutes
July 26, 2018, Memo to city council regarding
598
City cif Seward, Alaska City Council Meeting Minutes
A`overrnher 9. 2020 Volume 41, Page 311
In response to Baclaan, Regis said GovHR would be looking for a permanent city manager
but not a Finance Director at this time.Terry said GovHR provided council with a job description for
the city manager, an ad source list, and a timeline for hiring a permanent city manager.
Council created a committee consisting of Mayor Terry, and Council Members DeMoss and
Casagranda to rc-,iew the documents provided by GovHR for recruiting a permanent city manager;
Council Member McClure will be an alternate.
In response to Terry, Regis said the Police Chief position would be advertised starting
November 10, 2020 and applications for this position would be sent to Assistant City Manager
i
Stephen Sowell.
l In response to DeMoss,Terry said Lieutenant Nickell was serving as the Acting Police Chief.
In response to Gsenga, Regis said it was illegal for council to approve the Police Chief
position. Terry strongly disagreed;she said council hiring the Police Chief was legal and allowed in
the City Code.
L
Other Reports and Announcements
Port & Commerce Advisory Board (PACAB) Annual Report by Chair Laura
Schneider. Chair Laura Schneider said the Climate Action Plan committee would be having a
reorganization meeting on NoN cniber 10, 2020 at 6:00 p.m. This meeting would be hosted by the
Chamber of Commerce on Zoom. The board would be l-nringing forward an updated resolution to
council on the heat pump rebate program.Three board members were registered to attend the virtual
t Alaska Municipal League(AML)conference. The hoard will he lu sting all cncrgy v orkshop later
this year.
In response to Terry. Schneider said the board would be rcvisitin- the Iliuh vessel tax next
year and keep]ng this topic ors their priorities list.
l
Planning& Zoning Commission(P& Z)Annual Report. Vice Chair Torn Swann said
lthe commission's main focus for the beginning of 2020 was reviewing the 2030 Comprehensive
Plan. Three meetings were missed due to COVID and mectin,.as resumed in June, 2020. The
commission worked with the Seward Bear Creek Flood Service Area Board on waterfront
revitalization and sediment management at Japanese Creek. The commission held their first joint
work session with the Historic Preservation Commission on Novcmber 3, 2020 on the Downtown
Historic District.Planning&Zoning approved one variance,three conditional use permits,and land
use and zoning amendments this year. The commission brought forward one code change for the
Communications Towers and a resolution renaming Rush Loop to Dunham Drive.
In response to McClure, Swann said there was one vacancy on the commission.
I
599
ll
II
Sponsored by: Bridges
CITY OF SEWARD,ALASKA
RESOLUTION 2019-001
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SEWARD,
ALASKA, AWARDING A CONTRACT FOR CITY MANAGER
RECRUITMENT SERVICES TO GOVHR USA AND APPROPRIATING
FUNDS
WHEREAS, City Administration issued a request for proposal for recruitment services
in order to fill the vacant City Manager position; and
WHEREAS, the request was properly advertised in a newspaper of local circulation for
y the required two-week period and sent to a variety of state and national recruitment firms; and
WHEREAS,the City received five proposals properly submitted and opened publicly by
the Assistant City Manager and City Clerk on December 21, 2018; and
WHEREAS, Seward City Council held a work session on January 3, 2019 to score and
discuss the proposals; and
WHEREAS, Seward City Council identified GovHR USA as the proposal best suited for
the fulfillment of the Seward City Manager position; and
WHEREAS, the contract with GovHR USA consists of a recruitment fee of $14,000,
expenses not to exceed $6,500 and advertising fees of up to $2,500. Additional expenses will be
I, incurred for the travel and accommodations for candidates interviewed; and
WHEREAS, GovHR USA will conduct additional recruitment services for the cost of
expenses and announcements if the selected candidate separates from the City within 24 months
of a contract agreement.i
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF SEWARD,ALASKA that:
Section 1. The city manager is hereby authorized to enter into a contract with GovHR
USA, an executive recruitment service, for the purposes of hiring a city manager, in substantial
form as attached hereto.
fl Section 2. Funding in the amount of$23,000 is hereby appropriated from the General
Fund Reserves account no. 01000-0000-3400 to the city manager contracted services account no.
01000-1120-7009.
Section 3. This resolution shall take effect immediately upon adoption.
600
CITY OF SEWARD, ALASKA
RESOLUTION 201.9-001 1
PASSED AND APPROVED by the City Council of the City of Seward, Alaska, this
14`h day of January, 2019.
THE CITY OF SEWARD,ALASKA
David Squires, Mary' r
AYES: Towsley, Lane, Osenga, Horn, McClure, Squires
NOF..S: None
ABSENT: Seese
ABSTAIN: None
ATTEST:
Arenda . Ballo MC
City Clerk
City Seal. Cyr S
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FR op p o a•
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601
City of Seward,Alaska City Council Special Meeting Minutes
Ju4,26, 2018 Volume 40, Page 486
Main Motion Passed Yes: Towsley,McClure,Casagranda,Seese
No: Squires
Other New Business
Discussion of hiring process, deadlines, and appointment of members to negotiate a contract
for an interim city manager:
1. Memorandum by city clerk
2. City manager job description
3. Seward city manager public recruitment notice for advertising in the newspapers
4. Interim city manager contract(example enclosed for Marvin Yoder dated December,
2006)
Casagranda was concerned that the employees would not be overloaded with work,and that
hiring an interim city manager was held expeditiously.
Earnhart said the Alaska Municipal League(AML)had a list of interim city managers who
were readily available to step in and fill the role of interim city manager.
McClure stated that there has been a public expression of waiting until after the October,
2018 election to conduct the hiring process
Council directed the city clerk to make the following updates to the public notice of the Interim City
Manager Opening: strike the words,"area wide year-round population 5,000"and replace it with the
words, "city-wide population of approximately 2,700'; add the words, "...and parking"to follow,
streets,parks&recreation";change the average number of cruise ships from 50 to 73;and,strike
the words, "Required to be a resident of the City of Seward..." and replace it with the words,
Required to reside in the City of Seward...".
Council directed the city clerk to make the following updates to the Interim City Manager
Employment Agreement:under Rates of Pay and Terms of Agreement,change the first paragraph to
read,"[Name] agrees to devote full time on behalf of the City and not engage in any other business,
unless approved by council,and have overall responsibility and authority designated under Seward
City Code (SCC) 3.05.015."; change the rate of pay to "[Blank]" per month; change the rate of
annual leave accrued to "[Blank]" per month of service or "[Blank]" hours per year; and, under
Housing/Moving Expenses, change the words to read, "...a one-time sum of[Blank] for moving
expenses...".
Discuss the process for advertising and hiring an Interim City Manager, and direct the city
clerk to advertise for the position.
Council directed the city clerk to advertise the job opening in the Seward Journal on August 1 & 8,
2018,and also in ADN for one time each of those two weeks.As well,council directed the city clerk
to advertise the job opening online in the following places by Monday,July 30,2018: International
City Managers Association(ICMA)website,Alaska Municipal League(AML)website,Seward City
602
City of Seward,Alaska City Council Special Meeting Minutes
July 26, 2018 Volume 40, Page 487
News,MyAlaska website,and optionally on the International Institute of Municipal Clerks(IIMC)
website, and the Alaska Association of Municipal Clerks (AAMC) website.
Council set the deadline for receiving Interim City Manager applications on Monday, August 13,
2018 at 5:00 p.m.
Schedule a work session to conduct public interviews for Interim City Manager applicants.
Council scheduled a work session to conduct public interviews for Interim City Manager applicants
on Thursday, August 16,2018 at 5:15 p.m.
Council would hold a special meeting immediately following the adjournment of the work session to
discuss the candidates.
Direct the City Manager to coordinate with the Division of Community and Regional Affairs
DCRA) to schedule a review of administration, personnel, and city council by a Local
Government Specialist. Direction previously given May 29, 2018.
Council directed the city manager to coordinate this review.
INFORMATIONAL ITEMS AND REPORTS—None
COUNCIL COMMENTS
McClure thanked everyone for coming tonight and said she appreciated the involvement.
Towsley thanked everyone for coming to take part in the process. Moving forward, she
wanted to proceed with what was best for the city.
Squires thanked Hunt for his service to the city and thought he did a good job for the city;
there were a lot of projects underway that still needed attention. He thanked everyone for coming
tonight and staying through the meeting, and thanked the attorney for his advice tonight. Squires
thanked Bruce Jaffa for being reappointed to PACAB.
CITIZEN COMMENTS
Bruce Jaffa said it was a very interesting meeting tonight; tonight's topic was one of the
most important roles for council to attend to. The city manager had a tremendous responsibility and
had to make important decisions. Although he lived out of town, Jaffa said he had heard many
confusing things from citizens — he cautioned council to not get caught up in the minutia, and
encouraged everyone to keep their eye on the big picture and what was best for the community of
Seward.
Cheryl Seese wanted to say for the record that Jim Hunt had not been treated fairly or with
respect and dignity; she thought that was very wrong. She did not understand the point of council's
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City ofSeward,Alaska City Council Special Meeting Minutes
July 26, 2018 Volume 40, Page 488
discussions tonight if they weren't going to carry through with their actions. She expected more,and
wanted to know how she could support council and the community.
Carol Griswold was pleased that the city attorney was not part of the city manager's attempt
to become the assistant city manager, and she was pleased that the city manager had withdrawn his
application for assistant city manager. She was displeased that the job description had not been
updated for the interim city manager position. She wished the next city manager contract would
contain all strikeouts and updates. Griswold wondered why there was no administration
representative at the dais tonight. She wished council would not allow the hiring of the assistant city
manager position.
Mike Ritz thanked council for enduring what they had gone through. Whether or not he
agreed with council,he appreciated their service and time and effort.He encouraged an outside audit
of financial records.
Lynda Paquette referenced Margaret Wheately who was a consultant in corporate behavior.
Wheately recommended that leaders have three focuses: pay exquisite attention to relationships;
restore thinking, cooperation, and teamwork in the work place; and, have a personal, individual
practice to bring peace into your daily life.
Becky Dunn wanted to recognize Police Lieutenant Doreen Valadez as her retirement
approached in April,2019,and said it was important to encourage female police officers.Dunn also
wished to dispel the rumor she heard that people from outside of city limits could not speak at
council meetings because for 30 years, she lived outside the city and had always felt very
comfortable speaking to council and administration throughout the years.
Jason Ebberson wanted to see council consider opting back into the Alaska Public
Employment Relations Act (PERA).
Cheryl Seese wanted to add that,regarding qualifications for the next city manager, part of
what was important was to create relationships on the state and federal level; she thought Hunt had
done a good job with that.
COUNCIL AND ADMINISTRATION RESPONSE TO CITIZEN COMMENTS
Casagranda said the best way to support council was to communicate with council. She
encouraged citizens to contact her,and also to offer solutions. She agreed that she would not like to
have the assistant city manager position filled at this time in order to allow a new city manager to
hire. In response, Squires said that could be discussed at the next council meeting. Casagranda
replied that she was concerned that the position might be filled by the next council meeting; Squires
said he didn't see that there was a way for that to happen. Casagranda stated, as an individual, her
opinion was that that position should not be filled at this time. Casagranda thanked Carol Griswold
for her ideas and suggestions, particularly with the recommendation for striking through the city
manager contract language in order to be more transparent. She encouraged everyone to start
changing the story for Seward, and provide positivity. Casagranda would support having more
female officers.
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City of Seward,Alaska City Council Special Meeting Minutes
July 26, 2018 Volume 40, Page 489
Squires concurred that the contract should show strike outs.He agreed with having diversity
on the police force. Squires said Hunt had informed him yesterday that he would be in Anchorage
today.
ADJOURNMENT
The meeting was adjourned at 8:32 p.m.
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City Clerk Mayor
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Memorandum
Date: July 26, 2018
To: City Council
From: Brenda Ballou, City Clerk
RE: Interim City Manager Hire
On Monday,July 23,2018,city manager Jim Hunt submitted his letter of resignation to city council,
effective Wednesday, August 22, 2018. The next step is for the city council to accept the city
manager's resignation and begin to process of hiring a new city manager.
Following is some information for council to consider:
July 26, 2018 Special Meeting:
1. Approve Resolution 2018-065 to accept the resignation of city manager James Hunt.
2. Review the current city manager job description and make amendments, as necessary, by
motion/second and UC.vote.
3. Review the draft public notice advertisement for the Interim City Manager hire and make
amendments, as necessary, by motion/second and UC/vote.
4. Review the Interim City Manager contract and make amendments, as necessary, by
motion/second and UC.;vote. A blank sample has been included,as well as Marvin Yoder's
2006 contract for reference.
5. Select a background/reference team comprised of 2-3 council members.
6. Select a contract negotiation team comprised of 3 council members.
Advertising Options:
1. Seward Journal publishes weekly on Wednesdays.
2. ADN publishes daily.
3. Online advertising can include MyAlaska, ICMA,AML, IIMC,and RAMC,among others,
and advertising can be activated at will.
Future Considerations:
I. If council chooses to hire an Interim City Manager,then the next step beyond that would be
to seek and hire a permanent city manager. Further discussions will be had to determine the
scope and frequency of advertising the permanent position, setting the deadline for
applications,reviewing and revising the interview questions,scheduling interviews,selecting
contract negotiation team, selecting the background/reference team, etc.
21
606
Agenda Statement
Meeting Date: March 28,2023
To: Seward City Council
From: Brenda Ballou, City Clerk
Agenda Item: Discuss and determine the city clerk hiring process
BACKGROUND & JUSTIFICATION:
City Clerk Brenda Ballou submitted her letter of resignation to council on March 15, 2023 and
requested May 22, 2023 be her last day. Resolution 2023-038 was brought to council tonight to
accept the resignation. This is a contracted position that reports directly to Seward City Council.
ADVERTISING OPTIONS:
The vacancy can be noticed and advertised by either the City Clerk or the Human Resources
Manager, whichever council chooses. The current job description and a draft notice are included
with this agenda statement for council's consideration.
Beyond advertising in the local newspaper and on the city website, council may wish to consider
publishing the vacancy on the following websites: Alaska Association of Municipal Clerks,
International Institute of Municipal Clerks, and Alaska Municipal League.
CANDIDATE PROCESS:
After the application period closes, council may hold an executive session to review the
applications and determine the interview questions.
Following the decision of which candidates to interview, council will announce the candidates in
a public meeting and direct the city clerk or HR manager to schedule the interviews for a future
public meeting.
After the interviews have been conducted, council may go into executive session to discuss hiring
and negotiations for the successful candidate. If council chooses a candidate to move forward with,
council will announce that and may then appoint a negotiation team.
RECOMMENDATION:
Council determine how they wish to proceed in advertising the City Clerk position vacancy:
Who will be responsible for advertising? (i.e., HR or city clerk)
How long will the vacancy be noticed; when will the application period close?
Where will the vacancy be advertised?
607
DRAFT
City of Seward
POSITION ANNOUNCEMENT
City Clerk
The City of Seward is seeking applications for the position of City Clerk. Salary is DOE. This position works
directly for the City Council and prepares agenda packets; attends meetings and keeps records of proceedings;
administers oaths and attests Mayor and City Manager signatures on documents; serves as parliamentarian;
performs legal research; publishes all legal notices regarding council and board actions as required by law;
establishes office policy; administers, coordinates and supervises elections for the City, Borough, State, and
Federal elections; composes resolutions and ordinances for approval; provides for the codification and
indexing of city ordinances; administers business permitting and licensing programs; and prepares and
monitors the department's budget. The City Clerk supervises the records management for the city and
authenticates records as necessary. The City Clerk supervises employees within the City Clerk department
which includes the responsibilities of training,hiring,firing,evaluating performance and disciplinary actions.
Must have a bachelor's degree in business administration or public administration, or an equivalent
combination of experience and training displaying at least five years of high level administrative or
management experience requiring independent judgment and initiative, preferably in the area of municipal
government. Must have good organizational and grammar skills. Certification as a Certified Municipal Clerk
CMC)is preferred. Must be familiar with state and local legislative and election procedures.
Send resume and a cover letter describing your qualifications and desire for the job,to Human Resources,City
of Seward,P.O. Box 167 Seward,AK 99664-0167 by 12023.
Published: Seward Journal, International Institute of Municipal Clerks (online), Alaska Association of
Municipal Clerks(online),Alaska Municipal League (online)
Posted: March 29,2023
U.S. Post Office
Harbormaster Office
City Hall bulletin board
Seward Community Library Museum
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City of Seward, Alaska Port and Commerce Advisory Board Meeting Minutes
January 4, 2023 Volume 4, Page 97
CALL TO ORDER
The January 4,2023 regular meeting of the Port and Commerce Advisory Board was called
to order at 12:00 p.m. by Brandii O'Reagan.
OPENING CEREMONY
Brandii O'Reagan led the Pledge of Allegiance to the flag.
ROLL CALL
There were present:
Brandii O'Reagan, presiding; and
Lynda Paquette Bruce Jaffa
Carl Hughes Benjamin Smith
Fred Woelkers Dwayne Atwood
comprising a quorum of the Board; and
Stephen Sowell, Assistant City Manager
Nonn Regis, Harbormaster
Kris Peck, Deputy City Clerk
Excused—None
Absent—None
CITIZEN COMMENTS ON ANY SUBJECT EXCEPT THOSE ITEMS SCHEDULED
FOR PUBLIC HEARING —None
APPROVAL OF AGENDA AND CONSENT AGENDA
Motion (Hughes/Paquette) Approval of Agenda and Consent Agenda
Motion Passed Unanimous
The clerk read the following approved consent agenda items:
There were no items on the consent agenda.
SPECIAL ORDERS, PRESENTATIONS AND REPORTS
Proclamations & Awards None
Administration Report.
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City of Seward,Alaska Port and Commerce Aduisory Board Meeting Minutes
January 4, 2023 Volume 4,Page 98
Assistant City Manager Stephen Sowell announced the upcoming City Council Special
Meeting on January 23, 2023 would cover the roles and responsibilities of each board and
commission. Planning & Zoning Commission would go first, followed by Historic Preservation
Commission and lastly PACAB. Sowell encouraged every board member to attend,because it was
an opportunity to interact directly with city council. Paquette asked if there was a specific time slot
for each board & commission. Sowell responded the times were not set in stone.
Paquette mentioned the Lowell Point Sewage Lagoon was starting to smell badly and made
it difficult to enjoy the natural ocean scent of the area. She pointed out the lagoon was currently
frozen which was a sign of lack of air circulation. Paquette expressed concern that the issue had
become a static display in the council packets, because the most recent engineering updates were
from October 2021. According to Paquette, there was a multitude of testing that never happened
in 2022 and she wanted to get those items back on the schedule. Sowell thanked her for the
information and said he would look into it further.
Jaffa attempted to ask a follow-up question about the Lowell Point Sewage Lagoon, but
O'Reagan quickly intervened and ruled him out of order.
Jaffa noted in the meeting packet that the new Public Works building design phase was
scheduled to reach 15% completion by February 2023. As a contractor, the figure of 15% seemed
unusual to him, as 35% was a more commonly used percentage. Jaffa also wondered if there was
a groundbreaking date set and Sowell responded that would still be a be at least 24 months away.
Jaffa mentioned the 1.7 trillion-dollar federal package and noted that 2 million dollars was
allocated to Seward. Jaffa asked how the 2 million dollars would be spent. Sowell responded the
funds would go towards sludge removal at the Lowell Point Sewage Lagoon and the Spring Creek
Sewage Lagoon.
Woelkers asked if the sludge would be shipped out or stored on a city site. Sowell
responded that decision had not been made yet. Woelkers emphasized that decision was critical.
Paquette asked if the May 2022 landslide along Lowell Point Road had caused the Army
Corps of Engineers to reconsider the Lowell Creek Tunnel Project. Sowell responded he had not
heard of any reconsiderations.
Harbormaster Norm Regis encouraged everyone to tune in to the January 9, 2023 City
Council meeting for more information on the US Coast Guard land sale.
O'Reagan praised the city for keeping the side roads plowed at the Seward Marine
Industrial Center (SMIC).
Other Reports and Announcements
Alaska Railroad Report. Port Operations Manager Dwayne Atwood said on December
22, 2022 a large shipment of sand bags was delivered to the port and were currently being loaded
onto rail cars. Atwood was still processing the 2023 cruise ship applications and so far,there were
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City of Seward,Alaska Port and Commerce Advisory Board Meeting Minutes
January 4, 2023 Volume 4, Page 9q
92 cruise ships scheduled to arrive in Seward. The cruise ship terminal was currently being used
by seniors for indoor walking during the winter. Atwood would have an announcement soon on
7 the hiring of an assistant port manager.
Woelkers asked if the cruise ship terminal had oil spill response equipment. Atwood
responded they had containerized response equipment on site. Regis added the harbor department
had two CONEXs full of oil spill response materials.
Presentations—None
NEW BUSINESS
Other New Business Items
2023 Harbor Tariff
Regis thanked PACAB for their time spent reviewing the tariffs, and it would go before
city council on January 9, 2023. If there was a still a change needed, the harbor tariff could be
amended at the council meeting.
Woelkers asked how Seward prices compared to other Alaskan cities such as Homer.Regis
responded that Seward prices were lower in the categories of travel lift and storage.
Hughes inquired if the harbor department was able to cover their own expenses. Regis
responded affirmatively that the harbor was all caught up on bond payments.
Paquette thought some of the dollar amounts like $9.19 were odd and wondered if the
harbor could use flat rates like $10. Regis responded there was an automatic percentage increase
that resulted in the unusual numbers. Rounding the figures up or down was not a feasible option.
INFORMATIONAL ITEMS AND REPORTS—None
CITIZEN COMMENTS —None
BOARD AND ADMINISTRATION COMMENTS & RESPONSE TO CITIZEN
COMMENTS
Sowell said he would come back with more information at the next meeting in regard to
the Lowell Canyon Diversion Tunnel and the infrastructure for the sewage lagoon
Regis thanked Catalyst Marine for their assistance in the removal of a sunken vehicle in
the harbor. Their quick actions helped prevent contamination of fuel and oil in the water.
Atwood appreciated having a full PACAB meeting with all members present to start the
new year.
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City of Seward, Alaska Port and Commerce Advisory Board Meeting Minutes
January 4, 2023 Volume 4 Page 100
Jaffa said it was nice to start the year with a quorum. He felt the 36-minute meeting was
too short and they had plenty of extra time left to discuss more items. Jaffa hoped PACAB would
not become irrelevant with a diminished role. Jaffa felt the city was well managed and thanked the
current administration for their concise reports.
Paquette noted that PACAB had two hours scheduled for their meetings and felt there was
more they could have discussed today. She praised city staff for their excellent holiday decorations
around town and inside city hall. She thanked the Chamber of Commerce for moving the time of
the fireworks to 8 p.m. instead of midnight. The time change made it much more accessible for the
community to enjoy the show.
Hughes wished everyone a Happy New Year. He recalled that PACAB meetings used to
go the full two hours and perhaps it was a measure of their success that meetings were shorter now.
On the other hand, it was possible they weren't being given enough material to work on. Hughes
wanted more information on the potential sale of the electric utilities.
Woelkers said it was good to see everyone to start off the new year. He had a feeling that
the City of Seward was not addressing long term waste water disposal.At times,the odor at Lowell
Point Sewage Lagoon was quite strong and was noticeable from Railway Avenue.
O'Reagan announced she was unsure of how much longer she would remain on PACAB.
Her employer was moving out of Seward and she would also be relocating to their corporate
headquarters. O'Reagan would provide more updates as they became known. P
I
ADJOURNMENT s
The meeting was adjourned at 12:45 p.m.
Kris Peck r n i 'Reagan
Deputy City Clerk Chair
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City of Seward, Alaska Port and Commerce Advisory Board Meeting Minutes
February 1, 2023 Volume 4,Page 101
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CALL TO ORDER
The February 1, 2023 regular meeting of the Port and Commerce Advisory Board was
called to order at 12:00 p.m. by Vice Chair Lynda Paquette.
OPENING CEREMONY
Harbormaster Norm Regis led the Pledge of Allegiance to the flag.
ROLL CALL
There were present:
Chair (Vacant), presiding; and
Lynda Paquette Bruce Jaffa
Carl Hughes Benjamin Smith
Fred Weelk Dwayne Atwood
comprising a quorum of the Board; and
Stephen Sowell, Assistant City Manager
Norm Regis, Harbormaster
Kris Peck, Deputy City Clerk
Excused—Woelkers
Absent—None
CITIZEN COMMENTS ON ANY SUBJECT EXCEPT THOSE ITEMS SCHEDULED
FOR PUBLIC HEARING
Darryl Sehaefermeyer said he was interested in today's ordinance discussion and
understood the topic might be stretched across multiple meetings. He was concerned about
PACAB being too specific to harbor related issues and could miss the broader scope of the
community.
APPROVAL OF AGENDA AND CONSENT AGENDA
Motion (Hughes/Jaffa) Approval of Agenda and Consent Agenda
Jaffa removed the January 4, 2023 PACAB Meeting Minutes from the consent agenda.
Motion Passed Unanimous
The clerk read the following approved consent agenda items:
Approval of the December 7, 2022 PACAB Meeting Minutes
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Citv of Seward, Alaska Port and Commerce Advisory Board Meeting Minutes
February 1, 2023 Volume 4, Page 102
SPECIAL ORDERS, PRESENTATIONS AND REPORTS
Proclamations & Awards—None
Administration Report.
Harbormaster Norm Regis said Dive Alaska was coming to Seward this weekend to pick
up trash underwater around harbor docks. The cleanup project was a training exercise for the dive
team. The harbor department would assist with security and marking the area for safety. Regis
predicted the dive team would bring up old fishing gear and trash, but possibly some treasures as
well. Following the cleanup event there would be a picnic on the South Harbor Uplands.
Jaffa mentioned he recently went on a fishing charter and noticed the docks were icy. Regis
said once the sun hits the docks the ice melts quickly, but the harbor staff would spread salt as
well.
Assistant City Manager Stephen Sowell said he had to leave at 1:00 p.m. for another
meeting. He wanted to address the resignation of PACAB Chair Brandii O'Reagan and he would
like city council to officially accept O'Reagan's resignation at the February 13, 2023 city council
meeting.
Hughes asked for updates on the proposed Public Works building. Sowell responded they
were trying to obtain direct highway access to lessen traffic flow on Sealion Ave.
Other Reports and Announcements
Alaska Railroad Report. Port Operations Manager Dwayne Atwood said there was a
lot of freight activity with trains being loaded and the longshoremen had been working steadily.
He introduced Rhonda Crabill as the new Assistant Port Manager.
Jaffa was curious if the Alaska Railroad was struggling with employee retention or hiring
issues. Atwood responded their wage levels were competitive but hiring seasonal summer staff for
the train depot was tricky. Housing was an issue, but the railroad did provide an employee
campground nearby with basic shower and laundry facilities.
Hughes asked about the planned 2023 improvements to the cruise ship dock. Atwood said
the railroad was interested in a dock that served multiple purposes and served the state year-round.
Presentations—None
NEW BUSINESS
Other New Business Items
Discuss the Chamber of Commerce Marketing Plan
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City of Seward,Alaska Port and Commerce Advisory Board Meeting Minutes
February 1, 2023 Volume 4,Page 103
Chamber of Commerce Executive Director Kat Sorensen unveiled the brand new 2023
Seward visitor guide which was currently limited to only five copies. She then gave an overview
of the Chamber of Commerce materials in the PACAB meeting packet.
Hughes thanked Sorensen for her presentation. He estimated that 90%of the disembarking
cruise ship passengers were immediately transported to Anchorage. Hughes wondered if that
demographic should even be counted as visitors. Sorensen responded they were still contributing
and leaving their footprint in Seward and to discount them completely would be a disservice.
Jaffa asked about difference between paid media and organic media. Sorensen responded
that organic media was content created by people who post their own photos and share on social
media. Paid media would be social media influencer sponsorships with agreements for promoting
certain things.
Jaffa wanted to know data about fish harvest data, because he was concerned about a
downward trend in the fishery.
Sowell noted the Homer Chamber of Commerce was reliant on event specific revenue such
as fishing tournaments.
Sowell deft the meeting at 12:57 p.m.
Atwood asked what the future of the print media looked like with so much digital content
available. Sorensen responded there was still demand for print media, especially for senior visitors
who had not totally jumped onboard the digital bandwagon. Each year Sorensen reported a small
decline in the number of visitor guides that were handed out.
Sorensen said the chamber's event calendar had become too repetitive with repeat events
and she had dialed it back to showcase only special events. Paquette wished there was an overall
one-stop-shop event calendar that included everything such as weekly AA meeting and church
events.
Jaffa thanked Kat for providing a tremendous resource for the community.
Formulate the 2023 PACAB Work Session Meeting Topics
Jaffa felt that the document in the packet was too incomplete to be worked on at this
meeting.
Motion to Postpone (Hughes/Jaffa) Postpone Formulate the 2023 PACAB
Work Session Meeting Topics until March
1, 2023.
Motion to Postpone Passed Unanimous
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City of Seward,Alaska Port and Commerce Advisory Board Meeting Minutes
February 1, 202.E Volume 4, Page 104
Ordinance 2023-XXX Amending Seward City Code Chapter 2.30 Boards and Commissions
Jaffa wanted to postpone the discussion to a February 15, 2023 PACAB Special Meeting
and look very carefully at the language in this ordinance.
Atwood wanted to learn more about the scope of PACAB and thoughtfully consider every
aspect of the board including the very name of the board itself.
Paquette agreed that the name PACAB would be worth re-visiting.
Motion to Postpone (Jaffa/Atwood) Postpone Ordinance 2023-XXX Amending
Seward City Code Chapter 2.30 Boards
and Commissions to a special meeting on
February 15, 2023.
Motion to Postpone Passed Unanimous
Approval of the January 4, 2023 PACAB Meeting Minutes
Jaffa would like the minutes to reflect the brief exchange where he asked the assistant city
manager a question and was ruled out of order by the chair.
Deputy City Clerk Kris Peck responded he would add that occurrence into the minutes
and re-submit the minutes on the agenda for the March 1, 2023 PACAB regular meeting.
INFORMATIONAL ITEMS AND REPORTS —None
CITIZEN COMMENTS
Darryl Schaefermeyer said he was saddened to hear the passing of Louie Bencardino. He
encouraged PACAB to think of ways to honor Bencardino for his unmatched service to this
community. Schaefermeyer noted PACAB's website information was outdated and he looked
forward to seeing how the board would rebrand itself
BOARD AND ADMINISTRATION COMMENTS & RESPONSE TO CITIZEN
COMMENTS
Hughes was saddened to hear about the loss of Bencardino. Hughes recalled his first
encounter with Bencardino. At the time Hughes was in his mid-20's and Bencardino was Seward's
Chief of Police. Bencardino provided Hughes with a valuable life lesson on being a better citizen.
Atwood said the Alaska Railroad was working on their part in honoring Bencardino.
Atwood expected to see information soon in regard to Bencardino's years of service as the Alaska
Railroad Port Manager in Seward.
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City ofSeward, Alaska Port and Commerce advisory Board Meeting Minutes
February 1, 2023 Volume 4,Page 105
r
Smith said he had only known Bencardino in his later years but had the privilege of
i working on Bencardino's custom-built electric tricycle. Smith also noted that PACAB was well
suited for tackling a wide variety of community issues.
Jaffa was keeping tabs on several projects outside of Seward. He advised everyone to pay
close attention to Department of Transportation(DOT)projects and give them feedback whenever
possible. One example was the Girdwood cloverleaf issue which Jaffa felt could be corrected by
a simple $10,000 dollar traffic light. The Whittier masterplan had potential to impact Seward and
he encouraged everyone to keep an eye on it. Jaffa was hoping to recruit volunteers for the Moose
Pass Fire Department. The proposed trail from Seward that would replicate the Iditarod trail was
underway and needed support. In closing, he was deeply saddened to hear of Bencardino's
passing.
Paquette said Bencardino's passing left a big hole in the community. She thanked Kat
Sorensen for the Chamber of Commerce presentation and discussion. Paquette was glad to have
postponed the two discussion items on today's agenda. She was looking for feedback from city
council for PACAB work session topics. Paquette remained concerned that Seward was a coastal
community without a climate action plan. She suggested involving Sustainable Seward as a
resource. Paquette was particularly concerned that Seward and Lowell Point were unprepared for
rising sea levels.
Regis noted there would be an In Memoriam proclamation for Louie Bencardino at the
February 13, 2023 city council Meeting. Regis said his recent trip with city officials to Juneau was
very worthwhile. The City of Seward had great lobbyists and there was a lot of funding out there
for projects.
ADJOURNMENT
The meeting was adjourned at I:45 p.m.
Kris Peck da Paque
Deputy City Clerk t Chair .
City Seal)
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City of Seward,Alaska Port and Commerce Advisory Board Meeting Minutes
February 15, 2023 Volttme 4, Page 106
CALL TO ORDER
i
The February 15, 2023 special meeting of the Port and Commerce Advisory Board was
called to order at 12:07 p.m. by Vice Chair Lynda Paquette.
OPENING CEREMONY
Harbormaster Norm Regis led the Pledge of Allegiance to the flag.
ROLL CALL
There were present:
Chair(Vacant), presiding; and
Lynda Paquette Bruce Jaffa
Carl Hughes Benjamin Smith (arrived at 12:06)
Fred W elk
comprising a quorum of the Board; and
Stephen Sowell, Assistant City Manager
Norm Regis, Harbormaster
Kris Peck, Deputy City Clerk
Excused—Woelkers, Atwood
Absent—None
CITIZEN COMMENTS ON ANY SUBJECT EXCEPT THOSE ITEMS SCHEDULED
FOR PUBLIC HEARING -None
APPROVAL OF AGENDA AND CONSENT AGENDA
Motion (Hughes/Jaffa) Approval of Agenda and Consent Agenda
Motion Passed Unanimous
The clerk read the following approved consent agenda items:
There were no items on the consent agenda
SPECIAL ORDERS, PRESENTATIONS AND REPORTS
Proclamations & Awards None
Administration Report.
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City of Seward, Alaska Port and Commerce Advisory Board Meeting Minutes
February 15, 2023 Volume 4, Page 107
Assistant City Manager Stephen Sowell said the PACAB meeting schedule was included
in all the PACAB packets, but the actual discussion of the schedule was slated for the next regular
meeting agenda.
Harbormaster Norm Regis said the Port Infrastructure Development Program (PIDP)
grant listed Seward's status as non-responsive because the stipulation of"goods crossing the dock"
did not apply to Seward's scenario. However, there were a lot of other grants available, and it was
just a matter of finding the right ones.
Paquette announced she would miss the March 1, 2023 meeting and, due to potential
quorum issues, she wondered if the meeting could be rescheduled to to March 8, 2023. There was
no objection from the board.
Regis noted he would not have been able to make the original March 1, 2023 meeting,
however he would be able to attend a rescheduled March 8, 2023 meeting.
Motion (Hughes/Paquette) Approval of Rescheduling the PACAB
March 19 2023 Regular Meeting to March
8, 2023
Motion Passed Unanimous
Other Reports and Announcements
Presentations—None
NEW BUSINESS
Other New Business Items
Discuss Ordinance 2023-XXX Amending Seward City Code Chapter 2.30 Boards and
Commissions
Jaffa questioned the significance of an excused absence compared to an unexcused
absence. He wanted a distinction made between the two and clarified in the city code. Jaffa also
felt that the sanctions of missing three consecutive regular meetings was odd because the total
number of missed meetings was more critical. To update this language, Jaffa felt that a member
who missed 25% of all yearly scheduled meetings should be noted.
Smith also wanted a tighter definition of excused absence and how much notice was
required to be considered excused.
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City of Seward, Alaska Port and Commerce Advisory Board Meeting Minutes
February 1 S, 2023 Volume 4, Paze 108
if Paquette advocated for every meeting to be a regular meeting and these would occur twice
a month. However, Jaffa preferred the old format of one meeting a month alternated with a work
session. Jaffa felt the work sessions provided a valuable format to discuss matters in a more casual
way. Hughes also liked the traditional format of regular meetings and work sessions.
Paquette asked if absences from work sessions would be counted towards the 25% of the
meetings absences. Sowell asked the clerk if the attendance for work sessions was recorded.
Deputy City Clerk Kris Peck clarified that the clerk's work session notes recorded which board
members were present. However, the notes did not specifically spell out who had an excused or
unexcused absence like in the regular meeting minutes.
Paquette elaborated that her idea of having two regular meetings per month was in response
to administration's request that every PACAB meeting have an actionable item. That was the
reason she had pushed to replace work sessions with meetings. However, based on feedback
Paquette was hearing from the board, she said the traditional format with work sessions between
meetings was preferred.
City Clerk Brenda Ballou encouraged PACAB to define the excused and unexcused
absences requirements for themselves.
Smith felt it wouldn't really make a difference if the absence was excused or unexcused.
Sowell asked if the board wanted to be specific about PACAB's summer hiatus or leave it
ambiguous. Jaffa responded the summer hiatus may not always be the make-up of the board and
he felt leaving it ambiguous would better suit the future of board.
Regis encouraged the board to codify the hiatus because both harbor staff and PACAB
members were very busy during the summer. He noted there could always be a special meeting
called for during the summer if needed.
Sowell agreed they should codify the hiatus and use the wording in the Griswold laydown
about listing the summer months of June, July, and August.
Sowell wanted to streamline the process with boards & commissions in regard to working
with city council. Somehow, regardless of the mechanism, the 2024 PACAB priorities needed to
be approved by council in November. if the priorities go to council in February, it would be too
late. Hughes wanted to change the verbiage to reflect the PACAB report to council would take
place in the fall as Sowell had mentioned.
Ballou said city council prescribed an annual March joint work session with Planning &
Zoning, PACAB and Historic Preservation Commission all in the same night. This was a separate
event from the Roles & Responsibilities special city council meeting that recently took place in
January.
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City of Seward, Alaska Port and Commerce Advisory Board Meeting Minutes
Februan, 15, 2023 Volume 4, Page 109
Paquette said she remained confused on what city council wanted PACAB to be working
on. Sowell responded it would be worthwhile to discuss the workflow. For example, would it be
better for PACAB send their list to council for approval or should council make a list of projects
and send it to PACAB.
Paquette asked if there was a city council liaison who would attend PACAB meetings.
Ballou clarified that council opted not to assign a PACAB liaison.
PACAB wanted to add the word "infrastructure" to the list of topics to promote and
develop. The list would then read. transportation, trade, energy, commerce, and infrastructure
throughout Seward.
INFORMATIONAL ITEMS AND REPORTS —None
CITIZEN COMMENTS
BOARD AND ADMINISTRATION COMMENTS & RESPONSE TO CITIZEN
COMMENTS
Hughes felt today's meeting was productive and thanked everybody for their input and
changes.
Smith was satisfied with the work they accomplished today. He encouraged everyone to
check out the Homer Electric Association (HEA) website because the electric sale was a major
decision for Seward.
Jaffa appreciated the administration being here for this meeting to help with guidance as
they discussed the ordinance. At the previous PACAB meeting, they had to punt this discussion
item due to administration not able to attend. Jaffa encouraged everyone to be involved with the
various HEA engagements with the public this month. Jaffa hoped HEA could present to PACAB
in March to explain the heat pump rebate program and their concept for bi-directional and zero net
meters. Jaffa emphasized he wanted to provide a neutral ground for HEA to provide information
and PACAB would not be taking sides or advocating for one thing or another.
Sowell thanked the board for a good meeting, and he liked the proposed changes that were
made to the ordinance.
Regis also wanted to draw attention to the upcoming HEA meet& greet events this month.
He thanked Carol Griswold for her suggestions and proposed changes to the ordinance.
Paquette thanked everyone who attended the meeting and reminded everyone the previous
PACAB chair had resigned and there was now a vacancy. She reiterated the next regular PACAB
meeting was rescheduled to March 8, 2023.
621
City of Seward, Alaska Port and Commerce Advisory Board Meeting Minutes
February 15, 2023 Volume 4,Page 110
S ADJOURNMENT
The meeting was adjourned at 1:59 p.m.
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Kris Peck Paquette
Deputy City Clerk Vice Chair
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30
SUNDAY MONDAY TUESDAY WEDNESDAY THURSDAY FRIDAY SATURDAY
Mar 26 27 28 29 30 31 Apr 1
2 3 4 5 6 7 8
7:00pm P&Z 12:00pm PACAB
9 10 11 12 13 14 15
7:00pm CC Mtg 6:00pm HPC
Council Work Sess on
7:00 HPC
Regular
Meeting
Council
16 17 18 19 20 21 22
6:00pm P&Z 12:00pm PACAB
Work Session Work Session
Council
23 24 25 26 27 28 29
7:00pm CC Mtg
30 May 1 2 3 4 5 6
Council Calendar 2 3/20/2023 9:21 AM
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May 2023 May
a Th
June
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28 29 30 31 25 26 27 28 29 30
SUNDAY MONDAY TUESDAY WEDNESDAY THURSDAY FRIDAY SATURDAY
Apr 30 May 1 2 3 4 5 6
Special Municipal12:00pm PACAB
7:OOpm P&Z
Meeting
7 8 9 10 11 12 13
7:00pm CC Mtg
Council
14 15 16 17 18 19 20
6:00pm P&Z 12:00pm PACAB
Work Session WS
Council
21 22 23 24 25 26 27
7:00pm CC Mtg
28 29 30 31 Jun 1 2 3
Holiday-
Memorial Qa L
Council Calendar 3 3/20/2023 9:21 AM
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June 2023
June
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July
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30 31
SUNDAY MONDAY TUESDAY WEDNESDAY THURSDAY FRIDAY SATURDAY
May 28 29 30 31 Jun 1 2 3
4 5 6 7 8 9 10
7:00pm P&Z 12:00pm PACAB
11 12 13 14 15 16 17
7:00pm CC Mtg
Council
18 19 20 21 22 23 24
6:00pm P&Z 12:00pm PACAB
Work Session WS
Council
25 26 27 28 29 30 Jul 1
7:00pm CC Mtg
Council Calendar 4 3/20/2023 9:21 AM
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