EX-10.3.26 44 file036.htm PLANT CONNECTION AGREEMENT


EXECUTION COPY                                                   Exhibit 10.3.26




                           PLANT CONNECTION AGREEMENT

                                     FOR THE

                             ORMESA GEOTHERMAL PLANT







                                     BETWEEN




                          IMPERIAL IRRIGATION DISTRICT

                                       AND

                                ORMESA GEOTHERMAL















                                                                  EXECUTION COPY



                                TABLE OF CONTENTS
                                -----------------

SECTION                               TITLE                                PAGE
-------                               -----                                ----

    1      PARTIES.......................................................    1
    2      RECITALS......................................................    1
    3      AGREEMENT.....................................................    2
    4      DEFINITIONS...................................................    2
    5      EFFECTIVE DATE AND TERM.......................................    2
    6      CONNECTION OF PLANT...........................................    3
    7      ELECTRIC SERVICE TO ORMESA....................................    3
    8      METERING OF ENERGY DELIVERIES.................................    3
    9      ORMESA DELIVERY AND IID ACCEPTANCE OF ENERGY FROM PLANT.......    3
   10      ORMESA'S GENERAL OBLIGATIONS..................................    3
   11      IID'S GENERAL OBLIGATIONS.....................................    5
   12      BILLING.......................................................    5
   13      AUTHORIZED REPRESENTATIVES....................................    6
   14      METERS........................................................    6
   15      CONTINUITY OF SERVICE.........................................    8
   16      LIABILITY.....................................................    8
   17      UNCONTROLLABLE FORCE..........................................    9
   18      INTEGRATION AND AMENDMENTS....................................    9
   19      NON-WAIVER....................................................    9
   20      NO DEDICATION OF FACILITIES...................................   10
   21      SUCCESSORS AND ASSIGNS........................................   10
   22      EFFECT OF SECTION HEADINGS....................................   10
   23      GOVERNING LAW.................................................   10
   24      ARBITRATION...................................................   10
   25      ENTIRE AGREEMENT..............................................   12
   26      NOTICES.......................................................   13
   27      SEVERAL OBLIGATIONS...........................................   13
   28      SIGNATURE CLAUSE..............................................   14

           ATTACHMENTS

           EXHIBIT "A"...................................................   15
           EXHIBIT "B"...................................................   17





1. PARTIES

         The parties to this Agreement are IMPERIAL IRRIGATION DISTRICT (IID),
an irrigation district organized and operating under the laws of the State of
California and ORMESA GEOTHERMAL (ORMESA), a California Partnership (hereinafter
individually Party, collectively Parties).

2. RECITALS

         2.1 ORMESA owns and operates a geothermal generating facility with a
maximum 24 megawatt net output at the East Mesa Known Geothermal Resource Area
(KGRA) and sells the Plant electrical output to Southern California Edison
Company (SCE).

         2.2 SCE has entered into the Power Purchase Agreement dated July 18,
1984, (Purchase Agreement) with ORMESA to purchase all the electrical output
from the Plant.

         2.3 SCE and ORMESA agree that the terms and conditions regarding
transmission of the Plant's Energy to an IID/SCE point of interconnection shall
be pursuant to the IID-Edison Transmission Service Agreement for Alternate
Resources between IID and SCE of September 10, 1985.

         2.4 Since the Plant has been built in the IID service territory, it
will be convenient to connect the Plant to the IID electric system.

         ORMESA hereby grants the IID the right to enter the Plant site for any
reasonable purposes connected with this Agreement, by previous arrangements with
the Plant manager. Those reasonable purposes included maintenance and repairs to
IID equipment in ORMESA facilities, observing tests of said facilities, reading
of kilowatt-hour meters, and the like.

         2.5 ORMESA desires to purchase and IID desires to sell the electrical
energy necessary to satisfy the operation and maintenance power consumption
requirements of the Plant for the life of the Plant that is not normally
generated by the Plant itself, or portable generating equipment.



         2.6 The Parties desire, by means of this Agreement, to interconnect the
Plant to the IID electrical system and to establish the terms, conditions and
obligations of the parties relating to such interconnection.

3. AGREEMENT

         The Parties agree as follows:

4. DEFINITIONS

         4.1 Authorized Representative: The representative of a Party designated
in accordance with Section 13.

         4.2 Energy: Electric energy in excess of ORMESA's electric energy
requirements, expressed in kilowatt-hours, generated by the Plant and measured
and delivered to the Point of Delivery.

         4.3 Operation Date: The day on which the Plant Energy is accepted by
IID for SCE's account.

         4.4 Plant: A maximum of 24 MW net output geothermal generating facility
owned by ORMESA including all associated equipment and improvements necessary
for generating electric energy and transmitting it to the high voltage side of
the power transformer.

         4.5 Point of Delivery: The point on the high voltage side of ORMESA's
switchyard where IID's metering equipment measures the delivery of Energy to the
IID system as shown on Exhibit "B".

         4.6 System Emergency: A condition of IID's system which is likely to
result in imminent significant disruption of service to customers or is
imminently likely to endanger life or property.

5. EFFECTIVE DATE AND TERM

         This Agreement shall become effective when signed by the Parties and
shall terminate



at the earlier of (i) midnight December 31, 2015, or (ii) at the option of the
IID, at the termination of a twenty-four (24) month period during which the
Plant has failed to operate continuously, or (iii) the date agreed to by the
Authorized Representatives.

6. CONNECTION OF PLANT

         6.1 ORMESA may electrically connect its Plant, in accordance with the
provisions of this Agreement, so that it can operate in parallel with the IID
electric system.

         6.2 Notwithstanding the provision that ORMESA has furnished the high
voltage switchyard complete, including the high voltage oil circuit breakers and
disconnect switches, the control of the high voltage oil circuit breakers and
disconnect switches shall be under the control of the IID dispatcher.

7. ELECTRIC SERVICE TO ORMESA

         IID shall provide electric service to ORMESA pursuant to Section 12.

8. METERING OF ENERGY DELIVERIES

         Metering for electric service to ORMESA and for energy deliveries by
ORMESA to IID for SCE's account shall be at the Point of Delivery as shown on
Exhibit "B". Four meters shall be installed which shall measure and record flows
in each direction as shown on Exhibit "B".

9. ORMESA DELIVERY AND IID ACCEPTANCE OF ENERGY FROM PLANT

         Whenever electric output from the Plant exceeds ORMESA's power
requirements, ORMESA shall deliver all such excess output to IID for the account
of SCE and IID shall accept such output for the account of SCE and deliver such
output to SCE pursuant to transmission service agreement to be entered into
between Southern California Edison Company and Imperial Irrigation District.




10. ORMESA'S GENERAL OBLIGATIONS

         ORMESA shall:

         10.1 Operate the Plant in a manner consistent with applicable electric
utility industry standards, good engineering practice, and without degradation
of quality or reliability of service to IID customers.

         10.2 Deliver the Plant's net electrical output to IID for the account
of SCE at the Point of Delivery.

         10.3 Each Party shall provide the reactive K----- volt-ampere (KVA)
requirements of its own system so that there will be no interchange of reactive
KVA between systems. The Parties shall cooperate to control the flow of reactive
KVA to prevent the introduction of objectionable operating conditions on the
system of either Party.

         10.4 Coordinate, to the greatest extent practicable, major overhaul and
inspection outages of the Plant with IID.

         10.5 Give IID a written schedule on or before June 1, and December 1,
each year of the estimated amounts and rates of delivery of energy to be
delivered to IID for the account of SCE at the Point of Delivery during each
month of the succeeding twelve-month (12) period commencing July 1, and January
1.

         10.6 Give IID a written schedule on or before the fifteenth (15th) day
of each month of the estimated amounts and rates of delivery of energy to be
delivered to IID for the account of SCE at the Point of Delivery during each day
of the succeeding calendar month.

         10.7 Give IID a schedule on or before 12:01p.m . on Tuesday of each
seven-day (7) period of the estimated amounts and rates of delivery of energy to
be delivered to IID for the account of SCE at the Point of Delivery during each
hour of the succeeding seven-day (7) period commencing at 12:01 a.m. on the
following Monday; provided, however, that if any changes in the



hourly deliveries so scheduled become necessary, ORMESA shall notify IID of such
changes as far in advance as possible.

         10.8 Provide IID any reasonable rights-of-way and access required for
testing and reading of meters by previous arrangement with the Plant manager.

         10.9 When IID determines that it is necessary to utilize the
transmission capability being utilized by ORMESA to meet IID's load
requirements,

         a) pay its pro-rata share of the total costs associated with extensions
or upgrades of IID's existing system and/or a new system required for delivery
of ORMESA's power, or

         b) arrange for transmission capability exclusive of IID. In any event,
IID will give ORMESA 60 months written notice of such determination.

         10.10 Carry out the directions of the Authorized Representatives with
respect to the matters set forth in this Agreement.

11. IID'S GENERAL OBLIGATIONS

         11.1 Accept the Plant's net electrical output for the account of SCE at
the Point of Delivery and concurrently delivery an equal amount of electric
energy to the SCE system at IID/SCE point(s) of interconnection.

         11.2 Coordinate, to the greatest extent practicable, major overhaul and
inspection outages of IID transmission facilities with ORMESA and notify ORMESA
of any changes as far in advance as possible.

         11.3 Carry out the directions of the Authorized Representative with
respect to the matters set forth in this Agreement.

         11.4 Operate its system in a manner consistent with applicable utility
industry standards and good engineering practices.




12. BILLING

         12.1 IID shall read the meters monthly according to its regular meter
reading schedule beginning no more than thirty (30) days after the date that
electric energy is first supplied to ORMESA. IID monthly shall send ORMESA
within ten (10) working days after the meter is read a bill for electric
service. ORMESA shall pay IID the total amount billed within thirty (30) days of
receipt of the bill.

         12.2 IID shall bill ORMESA for ORMESA's consumption of energy from
IID's resources in accordance with Rate Schedule A-2, as it may be revised from
time to time. Copy of current Rate Schedule A-2, is attached as Exhibit "A".

         12.3 If ORMESA disputes a bill, payment shall be made as if no dispute
exists pending resolution of the dispute by the Authorized Representatives. If
the bill is determined to be in error, the disputed amount shall be refunded by
IID including interest at the rate of one and on-half percent (1-1/2%) per
month, compounded monthly, from the date of payment to the date the refund check
or adjusted bill is mailed.

13. AUTHORIZED REPRESENTATIVES

         13.1 Within thirty (30) days after the date this Agreement is signed,
each Party shall designate, by written notice to the other Party, an Authorized
Representative who is authorized to act in its behalf in the implementation of
this Agreement and with respect to those matters contained herein which are the
functions and responsibilities of the Authorized Representatives. Either Party
may, at any time, change the designation of its Authorized Representative by
written notice to the other Party.

         13.2 IID's Authorized Representative shall develop detailed written
procedures necessary and convenient to administer this Agreement within six (6)
months after the date signed. Such procedures shall be submitted to ORMESA
Authorized Representative for review, comment,



discussion and concurrence before they are put into effect. Such procedures
shall include, without limitation: (i) communication between ORMESA and IID's
electric system dispatcher with regard to daily operating matters, (ii) billing
and payments, (iii) specified equipment tests, and (iv) operating matters which
affect or may affect quality and reliability of service to electric customers
and continuity of delivers to SCE.

         13.3 The Authorized Representative shall have no authority to modify
any of the provisions of this Agreement.

14. METERS

         14.1 All meters shall be sealed and the seal shall be broken only upon
occasions when the meters are to be inspected, tested or adjusted.

         14.2 IID shall inspect and test all meters upon their installation and
at least once every year thereafter. If requested to do so by ORMESA, IID shall
inspect or test a meter more frequently than every year, but the expense of such
inspection or test shall be paid by ORMESA unless the meter is found to register
inaccurately by more than two percent (2%) from the measurement made by a
standard meter. Each Party shall give reasonable notice to the other Party of
the time when any inspection or test shall take place and that Party may have
representatives present at the test or inspections. If a meter is found to be
inaccurate or defective, it shall be adjusted, repaired or replaced in order to
provide accurate metering. All adjustments due to inaccurate meters shall be
limited to the preceding six (6) months.

         14.3 If a meter fails to register, or if the measurement made by a
meter during a test varies by more than two percent (2%) from the measurement
made by the standard meter used in the test, adjustment shall be made correcting
all measurements made by the inaccurate meter for:

               (i)  the actual period during which inaccurate measurements were
                    made, if the period can be determined, or if not,




               (ii) the period immediately preceding the test of the meter equal
                    the one-half (1/2) the time from the date of the last
                    previous test of the meter; provided, however, that the
                    period covered by the correction shall not exceed six (6)
                    months.,

         14.4 ORMESA shall telemeter information to IID's new dispatch center
regarding the kilowatts, kilowatt-hours, kilovars and kilovar-hours delivered to
or received from IID at the Point of Delivery over phone line leased by ORMESA.

         IID shall purchase, own and shall design, install, operate, maintain,
or cause to be designed, installed, operated, and maintained, equipment to
automatically transmit from the Plant to IID's new dispatch center continuous
values of Plant output expressed as megawatts, megavars and megawatt-hours. IID
may thereupon bill and ORMESA shall promptly pay IID's cost of design, purchase
and installation of said equipment which cost is estimated to be $35,000.00.
ORMESA shall have the right to audit IID's records and accounts to verify the
cost of said equipment.

15. CONTINUITY OF SERVICE

IID shall not be obligated to accept and IID may require ORMESA to temporarily
curtail, interrupt or reduce deliveries of energy upon advance notice to ORMESA,
when such curtailment, interruption or reduction is required in order for IID to
construct, install, maintain, repair, replace, remove, investigate or inspect
any of its equipment or any part of its system of if IID determines that such
curtailment, interruption or reduction is necessary because of a System
Emergency, forces outages or abnormal operating conditions on its system. IID
shall use reasonable efforts to



keep interruptions and curtailments to a minimum time.

16. LIABILITY

         16.1 Neither Party shall hold the other Party, its officers, agents or
employees liable for any loss, damage, claim, cost, or expense for loss of or
damage to property, or injury or death of persons, which arises out of the first
Party's ownership, operation or maintenance of facilities on its own side of the
Point of Delivery, except as provided in Section 16.2.

         16.2 Each Party agrees to defend, indemnify and save harmless the other
Party, its officers, agents, or employees against all losses, claims, demands,
costs or expenses for loss of or damage to property, or injury or death of
persons, which directly or indirectly arise out of the indemnifying Party's
performance pursuant to or breach of or default under this Agreement; provided,
however, that a Party shall be solely responsible for any such losses, claims,
demands, costs or expenses which result from its sole negligence or willful
misconduct.

17. UNCONTROLLABLE FORCE

         Neither Party shall be considered to be in default with respect to any
obligation hereunder, other than the obligations to pay money, if prevented from
fulfilling such obligation by reason of an uncontrollable force. The term
"uncontrollable force" means any cause beyond the control of the Party affected,
including, but not limited to, failure or threat of imminent failure of
facilities, flood, earthquake, storm, lighting, fire, epidemic, war, riot, civil
disturbance, sabotage and restraint by court or public authority, which by
exercise of due diligence and foresight could not reasonably have been avoided.
Whichever Party is rendered unable to fulfill any obligation by reason of
uncontrollable forces shall give prompt written notice of such fact to the other
Party and shall exercise due diligence to remove such inability with all
reasonable dispatch. Nothing in this Agreement shall require a Party to settle
any strike or labor dispute in which it is involved.






18. INTEGRATION AND AMENDMENTS

         This Agreement constitutes the entire agreement between the Parties
relating to the interconnection of ORMESA's Plant to IID's electric system, the
acceptance of energy by IID from ORMESA and the providing of the electric
service by IID. No oral agreement or prior written agreement between the Parties
shall be of any effect whatsoever; provided, however, that any arrangements
agreed upon by the Authorized Representatives within the limits of their
authority, and consistent with this Agreement shall be binding upon the Parties.
All changes to this Agreement shall be in writing and shall be signed by an
officer of each Party.

19. NON-WAIVER

         None of the provisions of this Agreement shall be considered waived by
either Party except when such waiver is given in writing. The failure of either
Party to insist in any one or more instances upon strict performance of any of
the provisions of this Agreement or to take advantage of any of its rights
hereunder shall not be construed as a waiver of any such provisions or the
relinquishment of any such rights for the future; but the same shall continue
and remain in full force and effect.

20. NO DEDICATION OF FACILITIES

         Any undertaking by one Party to the other Party under any provision of
this Agreement shall not constitute the dedication of the system or any portion
thereof by the Party to the public or to the other Party, and it is understood
and agreed that any such undertaking under any provision of this Agreement by a
Party shall cease upon the termination of its obligations hereunder.

21. SUCCESSORS AND ASSIGNS

         21.1 This Agreement shall be binding upon and inure to the benefit of
the respective successors and assigns of the Parties.

         21.2 No assignment of this Agreement, or any part thereof, by either
Party shall be



valid unless approved in writing in advance by the other Party. Such approval of
assignment shall not be unreasonably withheld.

22. EFFECT OF SECTION HEADINGS

         Section headings appearing in this Agreement are inserted for
convenience only, and shall not be construed as interpretations of text.

23. GOVERNING LAW

         This Agreement shall be interpreted, governed and construed under the
laws of the State of California or the laws of the United States, as applicable.

24. ARBITRATION

         24.1 Any dispute arising out of or relating to this Agreement, or the
breach thereof, which is not resolved by the Parties acting through their
Authorized Representatives shall be settled by arbitration to the extent
permitted by the laws applicable to the Parties; provided, however, that no
Party to the dispute shall be bound to any greater extent than any other Party
to the dispute. Arbitration shall not apply to any dispute or mater that is
within the jurisdiction of any regulatory agency.

         24.2 Any demand for arbitration shall be made by written notice to the
other Party setting forth in adequate detail the nature of the dispute, the
issues to be arbitrated, the amount or amounts, if any, involved in the dispute,
and the remedy sought. Within twenty (20) days from the receipt of such notice,
the other Party may submit its own written statement of the dispute and may set
forth in adequate detail any additional related matters or issues to be
arbitrated.

         24.3 Within thirty (30) days after delivery of the written notice
demanding arbitration, the Parties acting through their Authorized
Representatives shall meet for the purpose of selecting an arbitrator. The
Parties may agree upon a single arbitrator, but in the event that they cannot
agree, three arbitrators shall be used. Each Party shall designate one
arbitrator, and the two



arbitrators shall then select a third arbitrator. All arbitrators shall be
persons skilled and experienced in the field in which the dispute has arisen and
no person shall be eligible for appointment as an arbitrator who is or has been
an officer or employee of either of the Parties or otherwise interested in the
matter to be arbitrated. Should either party refuse or neglect to appoint an
arbitrator or to furnish the arbitrators with any papers or information
demanded, the arbitrators are empowered, by both Parties, to proceed without the
participation or assistance of that Party.

         24.4 Except as otherwise provided in this Section, the arbitration
shall be governed by the rules and practices of the American Arbitration
Association, or a similar organization if the American Arbitration Association
should not at the time exist.

         24.5 Arbitration proceedings shall be held in Imperial, California, at
a time and place to be selected by the arbitrators. The arbitrators shall hear
evidence submitted by the Parties and may call for additional information which
shall be furnished by the Party having such information. The arbitrators shall
have no authority to call for information not related to the issues included in
the dispute or to determine other issues not in dispute.

         24.6 If there is only one arbitrator, his decision shall be binding and
conclusive on the Parties. If there are three arbitrators, the decision of any
two shall be binding and conclusive. The decision of the arbitrators shall
contain findings regarding the issues involved in the dispute, including the
merits of the positions of the Parties, the materiality of any default, and the
remedy or relief to which a Party shall be entitled. The arbitrators may not
grant any remedy or relief which is inconsistent with this Agreement, nor shall
the arbitrators make findings or decide issues not in dispute.

         24.7 The fees and expenses of the arbitrators shall be shared equally
by the Parties, unless the decision of the arbitrators specifies some other
apportionment. All other expenses and costs of the arbitration shall be borne by
the Party incurring such expenses and costs.




         24.8 Any decision or award granted by the arbitrators shall be final
and judgement may be entered on it in any court of competent jurisdiction. This
agreement to arbitrate shall be specifically enforceable

25, ENTIRE AGREEMENT

         25.1 The complete agreement of the Parties is set forth in this
Agreement and all communications regarding subject interconnected operations
whether oral or written, are hereby abrogated and withdrawn.

         25.2 IID shall not amend the IID-Edison Transmission Service Agreement
for Alternate Resources between IID and SCE of September 10, 1985 to the extent
that any such amendment shall apply to the Plant without the prior written
consent of ORMESA.

         25.3 Notwithstanding any other provision of the Agreement, if IID has
or hereinafter enters into any plant connection agreement with any alternate
resource developer, which agreement contains terms more favorable to that
developer than the terms extended to ORMESA, IID shall, within thirty (30) days
following execution of such an agreement, modify this Agreement content with
those more favorable terms.

26. NOTICES

         Any formal communication or notice in connection with this Agreement
shall be in writing and shall be deemed properly given if delivered in person or
sent first class mail, postage prepaid to the person specified below:


                                             ORMESA GEOTHERMAL
                                             500 Oermody Way
                                             Sparks, Nevada 89431





                                             IMPERIAL IRRIGATION DISTRICT




                                             c/o General Manager
                                             P.O. Box 937
                                             Imperial, California 92251


27. SEVERAL OBLIGATIONS

Except where specifically stated in this Agreement to be otherwise, the duties,
obligations and liabilities of the Parties are intended to be several and not
joint or collective. Nothing contained in this Agreement shall ever be construed
to create an association, trust, partnership, or joint venture, or impose a
trust or partnership duty, obligation or liability on or with regard to either
Party. Each Party shall be individually and severally liable for its own
obligations under this Agreement.

28. SIGNATURE CLAUSE

         The Parties have caused this Agreement to be executed in their
respective names, in duplicate, by their respective officers hereunto this 1st
day of October, 1985.

                                           ORMESA GEOTHERMAL / ORMAT ENGINEERING
                                           INC.
                                              as General Partner

                                           By: /s/ Indecipherable
                                              ----------------------------------
                                                        Vice-President


ATTEST:


By: /s/ Indecipherable
   ----------------------------------
               Secretary

                                           IMPERIAL IRRIGATION DISTRICT


                                           By: /s/ W. R. Condit
                                              ----------------------------------
                                                President, Board of Directors







ATTEST:


By: /s/ Larry E. Beck
   ----------------------------------
              Secretary
















                                   EXHIBIT "A"

IMPERIAL IRRIGATION DISTRICT                            Revised Sheet No. 166
     Imperial, California                               Cancelling Sheet No. ___

                                  SCHEDULE A-2
                         GENERAL WHOLESALE POWER SERVICE

APPLICABILITY

     Applicable to general wholesale power service for industrial, commercial
and agricultural purposes, subject to special conditions hereinafter stated.

     Applicable to standby or breakdown service where the entire electric power
requirements on the customer's premises are not regularly supplied by the
District.

MONTHLY RATE

     The monthly rate shall be the sum of A, B, C and D.

     A. Demand Charge ................ $2.52 per kilowatt of Billing Demand.

     B. Energy Charge................. 5.60 CENTS per kwh.

     C. Energy Cost Adjustment -

          The amount computed in accordance with Schedule ECA.

     D. Power Factor Adjustment -

               A charge of $0.25 per kilovar of reactive demand as measured by
          the incoming kilovar demand meter for each Kilovar in excess of .60
          times the kilowatt demand measured and supplied by the District.

MINIMUM CHARGE

     The minimum charge shall be the demand charge, but in no case shall the
minimum charge be less than the demand charge (A) multiplied by 75% of the
highest maximum demand established in the preceding 11 months.

SPECIAL CONDITIONS

     (a)  Voltage: This schedule applies to service rendered at a transmission
          voltage of 34.5-kv or above. It shall be the responsibility of the
          customer to furnish transformation to any other voltages required.

     (b)  Billing Demand: The billing demand shall be the kilowatts of measured
          maximum demand but in no case less than 75 percent of the highest
          maximum demand established in the preceding 11 months. The measured
          maximum demand in any month will be the average kilowatt delivery
          indicated or recorded by the District's demand meter in the l5-minute
          interval in which such delivery is greater than any other 15-minute
          interval. In case the load is intermittent or subject to violent
          fluctuations, the District may base the demand upon a 5-minute
          interval instead of a 15-minute interval.

     (c)  A minimum connected load of 5000 kw shall be required.

Board Resolution                                                  Date Effective
July 3, 1984                                                      August 1, l984



IMPERIAL IRRIGATION DISTRICT                           Revised Sheet No. 167
     Imperial, California                              Cancelling Sheet No.___

                            SCHEDULE A-2 (Continued)
                         GENERAL WHOLESALE POWER SERVICE

     (d)  Parallel Operation: A customer may operate its generating plant in
          parallel with the District's system if such customer installs and
          operates such control and protective equipment as required by the
          District.

     (e)  Metering: The District will provide the normal metering equipment for
          the size and type of load served. Additional metering which may be
          required by the District shall be furnished by the customer and tested
          in accordance with requirements of the District. Meters shall not
          allow reverse registration.

     (f)  Regulations Governing Sale of Electric Energy: Service under this rate
          schedule is subject to the District's Regulations Governing the Sale
          of Electric Energy.

Board Resolution                                                  Date Effective
July 3, 1984                                                      August 1, 1984




                                    Exhibit B

 [Graphic: Simplified Switch Connection Diagram of Imperial Irrigation District
                              to Ormesa Geothermal]


                                       11