overton power district #5 · overton power district #5 cash breakdown beginning balance $...

OVERTON POWER DISTRICT NO. 5

FINANCIAL AND STATISTICAL REPORT

FROM 01/18 THRU 05/18

PART A. STATEMENT OF OPERATIONS

----------------- YEAR TO DATE ---------------

LINE LAST YEAR THIS YEAR BUDGET THIS MONTH

NO A B C D

1.0 OPERATING REVENUE & PATRONAGE CAPITAL.... 14,213,574.48 14,612,113.52 14,306,188.00 2,833,994.14

______________________________________________________________

2.0 POWER PRODUCTION EXPENSE................. .00 .00 .00 .00

3.0 COST OF PURCHASED POWER.................. 7,056,831.35- 7,358,129.61- 8,462,600.00- 1,575,524.04-

4.0 TRANSMISSION EXPENSE..................... 237,904.77- 269,557.94- 233,727.00- 55,402.07-

5.0 REGIONAL MARKET OPERATIONS EXPENSE....... .00 .00 .00 .00

6.0 DISTRIBUTION EXPENSE-OPERATION........... 372,159.32- 284,069.80- 383,386.80- 73,152.94-

7.0 DISTRIBUTION EXPENSE-MAINTENANCE......... 555,052.34- 571,411.61- 575,080.20- 142,104.30-

8.0 CONSUMER ACCOUNTS EXPENSE................ 499,994.42- 539,153.32- 509,076.44- 106,949.62-

9.0 CUSTOMER SERVICE & INFORMATIONAL EXPENSE. 9,732.46- 9,453.56- 21,211.52- 1,876.12-

10.0 SALES EXPENSE............................ .00 .00 .00 .00

11.0 ADMINISTRATIVE & GENERAL EXPENSE......... 965,992.78- 1,088,573.05- 1,017,059.00- 168,969.81-

______________________________________________________________

12.0 TOTAL OPERATIONS & MAINTENANCE EXPENSE... 9,697,667.44- 10,120,348.89- 11,202,140.96- 2,123,978.90-

13.0 DEPRECIATION & AMORTIZATION EXPENSE...... 774,134.56- 817,328.92- 820,914.55- 164,075.77-

14.0 TAX EXPENSE - PROPERTY & GROSS RECEIPTS.. .00 .00 .00 .00

15.0 TAX EXPENSE - OTHER...................... .00 .00 .00 .00

16.0 INTEREST ON LONG TERM DEBT............... 872,592.96- 837,533.35- 920,322.00- 167,506.67-

17.0 INTEREST CHARGED TO CONSTRUCTION - CREDIT .00 .00 .00 .00

18.0 INTEREST EXPENSE - OTHER................. .00 .00 .00 .00

19.0 OTHER DEDUCTIONS......................... 68,382.85- 68,382.85- 68,382.90- 13,676.57-

______________________________________________________________

20.0 TOTAL COST OF ELECTRIC SERVICE........... 11,412,777.81- 11,843,594.01- 13,011,760.41- 2,469,237.91-

==============================================================

21.0 PATRONAGE CAPITAL & OPERATING MARGINS.... 2,800,796.67 2,768,519.51 1,294,427.59 364,756.23

22.0 NON OPERATING MARGINS - INTEREST......... 9,306.36 19,479.43 10,626.00 1,406.72

23.0 ALLOW. FOR FUNDS USED DURING CONSTRUCTION .00 .00 .00 .00

24.0 INCOME (LOSS) FROM EQUITY INVESTMENTS.... .00 .00 .00 .00

25.0 NON OPERATING MARGINS - OTHER............ .00 27,215.68- 104,166.65- .00

26.0 GENERATION & TRANSMISSION CAPITAL CREDITS .00 .00 .00 .00

27.0 OTHER CAPITAL CREDITS & PATRONAGE DIVID.. 35,380.42 38,598.00 35,370.00 .00

28.0 EXTRAORDINARY ITEMS...................... .00 .00 .00 .00

______________________________________________________________

29.0 PATRONAGE CAPITAL OR MARGINS............. 2,845,483.45 2,799,381.26 1,236,256.94 366,162.95

DRAFT

OVERTON POWER DISTRICT NO. 5

FINANCIAL AND STATISTICAL REPORT

FROM 01/18 THRU 05/18

PART C. BALANCE SHEET

LINE

NO ASSETS AND OTHER DEBITS LIABILITIES AND OTHER CREDITS

1.0 TOTAL UTILITY PLANT IN SERVICE 109,250,984.53 30.0 MEMBERSHIPS .00

2.0 CONSTRUCTION WORK IN PROGRESS 2,481,021.96 31.0 PATRONAGE CAPITAL .00

3.0 TOTAL UTILITY PLANT 111,732,006.49 32.0 OPERATING MARGINS - PRIOR YEAR 33,185,581.44-

4.0 ACCUM PROV FOR DEP & AMORT 33,852,856.69- 33.0 OPERATING MARGINS-CURRENT YEAR 2,779,901.83-

5.0 NET UTILITY PLANT 77,879,149.80 34.0 NON-OPERATING MARGINS 19,479.43-

35.0 OTHER MARGINS & EQUITIES 17,516,978.57-

6.0 NON-UTILITY PROPERTY (NET) .00 36.0 TOTAL MARGINS & EQUITIES 53,501,941.27-

7.0 INVEST IN SUBSIDIARY COMPANIES .00

8.0 INV IN ASSOC ORG - PAT CAPITAL 2,959,737.72 37.0 LONG TERM DEBT - RUS (NET) .00

9.0 INV IN ASSOC ORG OTHR GEN FND .00 (PAYMENTS-UNAPPLIED .00 )

10.0 INV IN ASSOC ORG - NON GEN FND .00 38.0 LNG-TERM DEBT-FFB-RUS GUAR .00

11.0 INV IN ECON DEVEL PROJECTS .00 39.0 LONG-TERM DEBT OTHER-RUS GUAR .00

12.0 OTHER INVESTMENTS .00 40.0 LONG TERM DEBT - OTHER (NET) 45,339,312.60-

13.0 SPECIAL FUNDS .00 41.0 LNG-TERM DEBT-RUS-ECON DEV NET .00

14.0 TOT OTHER PROP & INVESTMENTS 2,959,737.72 42.0 PAYMENTS - UNAPPLIED .00

43.0 TOTAL LONG TERM DEBT 45,339,312.60-

15.0 CASH - GENERAL FUNDS 11,854,230.31

16.0 CASH - CONSTRUCTION FUND TRUST .00 44.0 OBLIGATION UNDER CAPITAL LEASE .00

17.0 SPECIAL DEPOSITS .00 45.0 ACCUM OPERATING PROVISIONS .00

18.0 TEMPORARY INVESTMENTS 4,519,568.39 46.0 TOTAL OTHER NONCURR LIABILITY .00

19.0 NOTES RECEIVABLE (NET) .00

20.0 ACCTS RECV - SALES ENERGY(NET) 2,768,413.28 47.0 NOTES PAYABLE .00

21.0 ACCTS RECV - OTHER (NET) 25,791.17 48.0 ACCOUNTS PAYABLE 2,154,384.81-

22.0 RENEWABLE ENERGY CREDITS .00 49.0 CONSUMER DEPOSITS 182,450.00-

23.0 MATERIAL & SUPPLIES-ELEC & OTH 1,273,243.57 50.0 CURR MATURITIES LONG-TERM DEBT .00

24.0 PREPAYMENTS 114,508.00 51.0 CURR MATURIT LT DEBT ECON DEV .00

25.0 OTHER CURRENT & ACCR ASSETS .00 52.0 CURR MATURITIES CAPITAL LEASES .00

26.0 TOTAL CURRENT & ACCR ASSETS 20,555,754.72 53.0 OTHER CURRENT & ACCRUED LIAB 1,531,944.02-

54.0 TOTAL CURRENT & ACCRUED LIAB 3,868,778.83-

27.0 REGULATORY ASSETS .00

28.0 OTHER DEFERRED DEBITS 3,156,957.40 55.0 REGULATORY LIABILITIES .00

56.0 OTHER DEFERRED CREDITS 1,841,566.94-

29.0 TOTAL ASSETS & OTHER DEBITS 104,551,599.64 57.0 TOTAL LIABILITIES & OTH CREDIT 104,551,599.64-

DRAFT

OVERTON POWER DISTRICT #5

CASH BREAKDOWN

BEGINNING BALANCE 15,112,996$

PETTY CASH 1,700$

BANK OF NEVADA - CHECKING 11,245,723$

BANK OF NEVADA - PAYROLL ACCOUNT 29,143$

AMERICAN FIRST CREDIT UNION 58,258$

AMERICAN FIRST CREDIT UNION 519,407$

AMERICAN FIRST CREDIT UNION 67$

BANK OF NEVADA 4,019,501$

ENDING BALANCE 15,873,799$

NET DIFFERENCE IN CASH FROM PRIOR MONTH 760,803$

Liabilities

Customer Deposit (refunded after 1 year) (182,450)$

Work Order Deposit (1,685,725)$

Work Order Construction done 192,648$

Refunds to State (2,365)$

Future Projects Funding (1,253,335)$

Debt Reduction Funding (1,144,665)$

Total Available Cash 11,797,906$

May-18

DRAFT

955.84

7,000,000

8,000,000

9,000,000

10,000,000

11,000,000

12,000,000

13,000,000

14,000,000

15,000,000

16,000,000

May June July Aug Sept Oct Nov Dec Jan Feb Mar April May

CASH BALANCES

2016 - 2017

2017 - 2018

DRAFT

OVERTON POWER DISTRICT #5

MISCELLANEOUS

Connection Fees Quantity Amount

Feb-18 18 13,659.00$

Mar-18 38 36,615.00$

Apr-18 34 37,405.77$

May-18 34 27,600.60$

Current Billing Arrangements Quantity Amount

Mar-18 48 9,892.66$

Apr-18 50 7,976.63$

May-18 52 6,361.40$

Jun-18 52 3,758.01$

Round Up Program

Virgin Valley Moapa Valley

Thru May-18 1,094.07$ 1,117.72$

May-18

DRAFT

Number of Customers Summary By Month

Net Account Total Total

Change Accounts Accounts

for month 2018 2017

January 57 15,599 15,204

February 25 15,624 15,231

March 20 15,644 15,254

April 31 15,675 15,271

May 11 15,686 15,276

June 0 15,300

July 0 15,315

August 0 15,354

September 0 15,378

October 0 15,450

November 0 15,518

December 0 15,542

Current

MDSC 2.56

51.17%

TIER 4.34 1.25

Minimum Required

1.35

Equity as a % of Assets 39.50%

DRAFT

OVERTON POWER DISTRICT NO.5

C.F.C. LOAN STATUS

LINE OF CREDIT BALANCE OWED -$

QUARTERLY PAYMENT Jun-18

LONG-TERM LOAN

BEGINNING Interest Due for Int Rate Effective Interest

PRINCIPAL Rate Repricing w/ Discounts Rate

9000001 $2,628,339.44 5.95% 10/1/2020 1.37% 4.58%

9000002 $2,628,339.44 5.95% 10/1/2020 1.37% 4.58%

9000003 $3,699,568.78 5.95% 10/1/2020 1.37% 4.58%

9000004 $3,599,058.99 6.23% 10/1/2018 1.44% 4.79%

9000005 $3,593,358.47 6.33% 10/1/2018 1.47% 4.86%

9000006 $3,374,643.65 3.25% 9/1/2021 0.70% 2.55%

9000007 $3,278,217.51 3.40% 10/1/2019 0.73% 2.67%

9000008 $3,344,363.55 3.55% 12/1/2018 0.77% 2.78%

9000009 $3,461,970.73 4.10% 0.75% 2.70%

9002001 $15,679,965.78 4.60% 1.03% 3.57%

9002002 $51,486.26 4.60% 1.03% 3.57%

$45,339,312.60

Current Minimum Required

Avg Interest Rate After

Discounts 4.37%

1,151,709.75$

DRAFT

CFC BORROWER DESIGNATION

FINANCIAL AND STATISTICAL REPORT NV 004 Overton Power District #5

YEAR ENDING 12/31/2018

PART R. POWER REQUIREMENTS DATA BASE

CLASSIFICATION

CONSUMER SALES &

REVENUE DATA January February March April May Totals

Cents per

kWh

(a) (b) (c) (d) (e)

1. Residential Sales a. No. Consumers Served 13,000 13,007 13,053 13,094 13,093

(excluding seasonal) b. KWH Sold 14,814,830 14,442,254 14,051,969 9,825,726 11,461,925 64,596,704

c. Revenue 1,586,308 1,551,059 1,515,302 1,137,760 1,285,288 7,075,717 0.1095

2. Residential Sales - a. No. Consumers Served 0 0 0 0 0 0

Seasonal b. KWH Sold 0 0 0 0 0 0

c. Revenue 0 0 0 0 0 0

3. Irrigation Sales a. No. Consumers Served 41 41 41 41 40

b. KWH Sold 17,606 62,414 102,569 113,342 105,629 401,560

c. Revenue 3,329 7,395 10,626 11,290 10,756 43,395 0.1081

4. Comm. and Ind. a. No. Consumers Served 2,064 2,081 2,055 2,044 2,058

1000 KVA or Less b. KWH Sold 5,653,552 5,799,178 5,634,572 5,270,846 5,946,851 28,304,999

500 kW or Less c. Revenue 586,184 599,218 588,992 551,373 612,343 2,938,109 0.1038

5. Comm. and Ind. a. No. Consumers Served 15 15 15 14 12

Over 1000 KVA b. KWH Sold 6,399,494 6,220,966 6,820,306 6,375,915 6,979,000 32,795,681

500 kW or More c. Revenue 562,029 548,457 590,618 561,717 607,356 2,870,177 0.0875

6. Public Street & Highway a. No. Consumers Served 241 241 240 242 242

Lighting b. KWH Sold 318,693 340,877 315,548 268,674 261,866 1,505,658

c. Revenue 35,055 37,225 34,788 30,286 29,639 166,994 0.1109

7. Other Sales to Public a. No. Consumers Served 238 239 240 240 241

Authority b. KWH Sold 2,308,540 2,402,927 2,330,418 2,306,323 2,349,530 11,697,738

c. Revenue 212,767 226,495 212,266 211,132 219,518 1,082,177 0.0925

8. Sales for Resales-REA a. No. Consumers Served 0 0 0 0 0 0

Borrowers b. KWH Sold 0 0 0 0 0 0

c. Revenue 0 0 0 0 0 0

9. Sales for Resales-Other a. No. Consumers Served 0 0 0 0 0 0

b. KWH Sold 0 0 0 0 0 0

c. Revenue 0 0 0 0 0 0 #DIV/0!

10. TOTAL No. of Consumers (lines 1a thru 9a) 15,599 15,624 15,644 15,675 15,686

11. TOTAL KWH Sold (lines 1b thru 9b) 29,512,715 29,268,616 29,255,382 24,160,826 27,104,801 139,302,340

12. TOTAL Revenue Received From Sales of Electric 0

Energy (line 1c thru 9c) 2,985,673 2,969,849 2,952,592 2,503,557 2,764,899 14,176,570 0.1018

13. Other Electric Revenue 105,901 105,575 86,019 67,035 69,096 433,626

14. KWH - Own Use 45,323 45,967 43,305 43,002 51,693 229,290

15. TOTAL KWH Purchased 32,566,889 29,070,414 28,194,514 27,396,518 32,581,948 149,810,283

16. TOTAL KWH Generated 0 0 0 0 0 0

17. Cost of Purchases and Generation 1,711,530 1,488,549 1,327,786 1,278,058 1,575,524 7381447

18. Interchange - KWH - Net 0 0 0 0 0 0

19. Peak - Sum All KW Input (Metered) 0 0 0 0 0 0

Non-coincident __X__ Coincident ____ 69,408 74,403 60,213 66,194 71,754 0

Monthly Cost 0.0526 0.0512 0.0471 0.0467 0.0484

Monthly Revenue 0.1012 0.1015 0.1009 0.1036 0.1020

2018 Avg Cost 0.0526 0.0519 0.0503 0.0494 0.0492

DRAFT

CFC BORROWER DESIGNATION

FINANCIAL AND STATISTICAL REPORT NV 004 Overton Power District #5

YEAR ENDING 12/31/2018

PART R. POWER REQUIREMENTS DATA BASE

CLASSIFICATION

CONSUMER SALES &

REVENUE DATA January February March April May Totals

Cents per

kWh

(a) (b) (c) (d) (e)

10. TOTAL No. of Consumers (lines 1a thru 9a) 15,599 15,624 15,644 15,675 15,686

11. TOTAL KWH Sold (lines 1b thru 9b) 29,512,715 29,268,616 29,255,382 24,160,826 27,104,801 139,302,340

12. TOTAL Revenue Received From Sales of Electric 0

Energy (line 1c thru 9c) 2,985,673 2,969,849 2,952,592 2,503,557 2,764,899 14,176,570 0.1018

13. Other Electric Revenue 105,901 105,575 86,019 67,035 69,096 433,626

14. KWH - Own Use 45,323 45,967 43,305 43,002 51,693 229,290

15. TOTAL KWH Purchased 32,566,889 29,070,414 28,194,514 27,396,518 32,581,948 149,810,283

16. TOTAL KWH Generated 0 0 0 0 0 0

17. Cost of Purchases and Generation 1,711,530 1,488,549 1,327,786 1,278,058 1,575,524 7381447

18. Interchange - KWH - Net 0 0 0 0 0 0

19. Peak - Sum All KW Input (Metered) 0 0 0 0 0 0

Non-coincident __X__ Coincident ____ 69,408 74,403 60,213 66,194 71,754 0

Monthly Cost 0.0526 0.0512 0.0471 0.0467 0.0484

Monthly Revenue 0.1012 0.1015 0.1009 0.1036 0.1020

2018 Avg Cost 0.0526 0.0519 0.0503 0.0494 0.0492

DRAFT

OVERTON POWER DISTRICT NO. 5 CHECK REGISTER FOR 05/18 PAGE 1PRG. CHKREGTR (CKRA) ACCT 131.02 DESC AP BANK OF NEVADA RUN DATE 06/13/18 02:19 PM

SEQ VOID CHECK BRK DATE VENDOR NAME AMOUNT DESCRIPTION

2615 5/07/18 2105 NEVADA POWER COMPANY 16,979.56 OCT 2017 REV#3 -ENERGY IMBALANCE NOV 2017 REV#1 -ENERGY IMBALANCE LIMITED TERM POWER - FEB 2018

2616 5/02/18 4687 BANK OF NEVADA 150,100.00 TRANSFER PR#1809 FUNDS

2617 5/04/18 4953 HSA BANK 3,505.40 EMPLOYEE HSA CONTRIBUTIONS

2619 * 5/08/18 2395 PUBLIC EMPLOYEES RETIREMENT 82,563.17 RETIREMENT

2620 5/07/18 2045 NRECA 45.11 ACCRUED NRECA - HRA


2622 5/10/18 4369 SILVER STATE ENERGY ASSOC. 3,532.00 WORKING CAPITAL - 07/17 - 6/18

2623 5/24/18 635 COLORADO RIVER COMMISSION 183,913.84 MARCH 2018 ADJUSTMENT POWER / PDAF (JULY-18)

2624 5/21/18 5020 MORGAN STANLEY CAPITAL GROUP 939,359.50 APR - 2018 POWER



2627 5/18/18 4953 HSA BANK 3,605.40 EMPLOYEE HSA CONTRIBUTIONS

2628 5/18/18 549 CITY OF MESQUITE 7,738.91 HYDRO POWER - MARCH/MAY 2018




2632 5/29/18 4953 HSA BANK 143.50 HSA DEBIT

42914 * 5/01/18 1175 HUGHES OIL COMPANY 6,165.32 BULK GAS/DIESEL OVERTON BULK GAS/DIESEL MESQUITE

42915 5/01/18 1920 MOAPA VALLEY TELEPHONE 3,017.75 MOAPA PHONES

42916 5/01/18 2045 NRECA 63,751.08 2018 INSURANCE - MAY

42917 5/01/18 2046 NRECA 5,441.44 INSURANCE - ADMIN. FEE / MAY

42918 5/01/18 2621 SCHWEITZER ENGINEERING LABS 2,700.00 ETHERNET PROCESSOR ETHERNET PROCESSORS

42919 5/01/18 3304 VIRGIN VALLEY WATER DISTRICT 723.43 HYDRANT METER RENTAL MESQUITE WATER

DRAFT



42920 5/01/18 3802 GENTRY GIS, LLC 5,478.00 MAPPING, MILSOFT

42921 5/01/18 4140 CODALE ELECTRIC SUPPLY, INC 1,012.54 CONDUIT, RED WHISKER FLAGS SPLIT DUCT REPAIR

42922 5/01/18 4744 STAPLES CONTRACT&COMMERCIAL 182.05 CALCULATOR, ENVELOPES, STAMP

42923 5/01/18 4763 IML NORTH AMERICA, LLC 422.47 POLE NEEDLES

42924 5/01/18 4888 WESTERN UNITED ELECTRIC SUPP 68.00 CONNECTORS

42925 5/01/18 4964 ANIXTER INC 26,739.30 HV TERMINATORS, CAPS, BUSHINGS 109 PADMOUNT SWITCH DESERT TAN

42926 5/01/18 4980 OFFICE1 446.79 MAINT. AGREEMENT RICOH /SPC830DN COPIER MAINT. AGREEMENT

42927 5/01/18 5012 TINKS SUPERIOR AUTO PARTS 439.25 HOSE CLAMPS SERPENTINE BELT WHEEL BEARING & HUB ADAPTER, COUPLER, FUEL REGULATOR

42928 5/01/18 5031 ACLARA TECHNOLIGIES LLC 29,872.80 METERS

42929 5/01/18 5081 TICHENOR, KYLE 232.50 REIMBURSE MISC EXPENSES

42930 5/01/18 5082 ROBISON SHANE 123.10 REIMBURSE TRAINING EXP.

42931 5/01/18 5084 SOSA RAMON 330.00 MAINTENANCE OF VEHICLES

42932 5/08/18 396 BORDER STATES ELEC. SUPPLY 1,571.04 INS F-NECK POLY VISE PIN TOP

42933 5/08/18 605 HOME HARDWARE AND VARIETY 481.88 USB FLASH DRIVES WEED KILLER CONNECTORS USB DRIVES ANG NEED VALVE, PLUG PIPE COMPOUND BUILDERS HARDWARE PAPER BATTERY

42934 5/08/18 735 DAT MANAGEMENT INC. 37.00 PRE EMPLOYMENT TEST - H. CONLEY

42935 5/08/18 975 ESCI 2,307.00 SAFETY & TRAINING SERVICES

42936 5/08/18 1082 GRAINGER 122.88 SPRAYER

42937 5/08/18 1586 LIN'S SUPERMARKETS INC. 352.25 APRIL / MARCH CHARGES

42938 5/08/18 1616 MARSHALL, SHAWNA 86.50 REIMBURSE VEHICLE REGISTRATION E

DRAFT



42939 5/08/18 1805 MESQUITE LUMBER & SUPPLY 248.42 KILLZALL CONCENTRATE, SPRAYER SPRAY PAINT, SCRAPER LINR 18"X4' SOLID GRIP BLK SOCKET ADAPTER

42940 5/08/18 2234 OVERTON ACE HARDWARE 376.37 ANGLE METAL & SCREWS SWAMP COOLER REPAIR & REPLACE KEYS, KEY TAGS PIPE ABS FOAM, COUPLERS, CEMENT POLY FILM GARBAGE DISPOSAL PLUMBING PARTS GALV WASHERS GREAT STUFF FOAM

42941 5/08/18 2235 OVERTON AUTO PARTS 85.70 WHEEL BOLT, NUT FILTERS MUD FLAPS

42942 5/08/18 2351 PITNEY BOWES GLOBAL FINANCIA 335.34 QUARTERLY LEASE PAYMENT

42943 5/08/18 2490 RELIANCE CONNECTS 1,757.63 MESQUITE PHONES

42944 5/08/18 2491 RIO VIRGIN TELEPHONE CO. 356.47 PHONE SERVICE

42945 5/08/18 3285 VIRGIN VALLEY DISPOSAL 204.48 DISPOSAL SERVICE

42946 5/08/18 3717 COMPUNET, INC. 775.00 APRIL 2018 LABOR CHARGES

42947 5/08/18 4140 CODALE ELECTRIC SUPPLY, INC 11,008.48 100 KVA TRANSFORMERS FREIGHT - INVOICE S6307543.001 PROFORMED POLE PLUG BLACK TSE LINE SWIVELS

42948 5/08/18 4216 VILLEZCAS, ARTHUR 193.80 REIMBURSE TRAINING EXP.

42949 5/08/18 4253 EVERITT, DAVID 98.97 REIMBURSE TRAINING EXP.

42950 5/08/18 4422 STATE OF NEVADA 2,346.80 PEBP INSURANCE

42951 5/08/18 4501 INCONTACT, INC. 232.40 LONG DISTANCE - MESQUITE LONG DISTANCE - OVERTON

42952 5/08/18 4505 ONLINE INFORMATION SERVICES 602.09 ONLINE UTILITY EXCHANGE BACKGROUND CHECKS

42953 5/08/18 4616 EPG TESTING & TRAINING LAB 379.00 GLOVE / SLEEVE TESTING

42954 5/08/18 4618 EAMES, KRISTI 295.77 REIMBURSE TRAINING EXPENSE

42955 5/08/18 4744 STAPLES CONTRACT&COMMERCIAL 315.76 PAPER, FOLDERS, PENCILS, PENS, R

DRAFT



42956 5/08/18 4749 STEEL EDGE, INC. 4,662.35 REBAR, TIE WIRE

42957 5/08/18 4876 BATTLE BORN MEDIA LLC 150.00 ADVERTISING

42958 5/08/18 4888 WESTERN UNITED ELECTRIC SUPP 38.50 WEJTAP BLUE BOOSTERDIXIE

42959 5/08/18 4925 CREATIVE CLEANING SERVICES 1,950.00 CLEANING SERVICE - APR. 2018

42960 5/08/18 4971 FUTURA SYSTEMS INC. 1,950.00 MONTHLY RECURRING CHARGES

42961 5/08/18 4980 OFFICE1 255.50 COPIER MAINT. AGREEMENT COPIER MAINT. AGREEMENT

42962 5/08/18 4997 COOPERATIVE RESPONSE CENTER, 2,617.92 ENERGY DISPATCH, CRC LINK

42963 5/08/18 5012 TINKS SUPERIOR AUTO PARTS 92.66 CARB CLNR COUPLERS, ADAPTERS, BRACKET ADAPTER, CONNECTOR STABIL CONCENTRATE RETURN BRACKET

42964 5/08/18 5057 AMSTERDAM PRINTING & LITHO 486.66 NREA ANNUAL MEETING EXPENSE

42965 5/08/18 5082 ROBISON SHANE 98.96 REIMBURSE TRAINING EXP.

42966 5/08/18 5104 SAUBER MFG.CO. 64,395.00 POLE TRAILER - MESQUITE SAUBER POLE TRAILER - OVERTON

42967 5/09/18 275 AVIS RENT A CAR SYSTEM, INC. 22.01 RENTAL EXPENSE RENTAL EXPENSE

42968 5/09/18 695 COOPER, MENDIS 100.00 PER DIEM CREDA

42969 5/09/18 1084 HANSEN, KEVEN 200.00 PER DIEM - ACLARA TRAINING

42970 5/09/18 4314 OZAKI, RANDALL 100.00 PER DIEM CREDA

42971 5/09/18 5151 GLOBAL RENTAL COMPANY, INC 149,750.00 2011 INTERNATIONAL 7400 TRUCK

42972 5/09/18 5166 ROBBINS, PATRICK 2,220.62 SOLAR REBATE

42973 5/09/18 5167 FAAS, ALFRED 2,082.00 SOLAR REBATE

42974 5/09/18 5168 NORRIS, SCOTT 2,500.00 SOLAR REBATE

42975 5/10/18 4380 LAGROW, BECKY 287.24 REIMBURSE MISC EXP

42976 5/10/18 1853 AMERICA FIRST CREDIT UNION 100.63 PETTY CASH OVERTON

42977 5/16/18 4701 MESQUITE FORD 28,297.00 2018 FORD F150

42978 5/16/18 453 BULLDOG PEST CONTROL INC. 125.00 GENERAL MAINTENANCE OF PLANT

DRAFT



42979 5/16/18 1020 FEDERATED RURAL ELECTRIC INS 717.00 ADDITIONAL PREMIUM - ALL RISK BL

42980 5/16/18 1940 MOAPA VALLEY WATER DISTRICT 465.44 HYDRANT RENTAL MOAPA VALLEY WATER

42981 5/16/18 2285 ALTEC INDUSTRIES, INC. 408.00 LABOR - REPLACE CNTRL MOD.

42982 5/16/18 2621 SCHWEITZER ENGINEERING LABS 900.00 SUB. RELAY TRAINING

42983 5/16/18 2709 SOUTHEASTERN DATA COOP, INC. 24,710.04 SFTW SUPPORT, POSTAGE, BILLING,

42984 5/16/18 3606 MASTERTECH SECURITY SERVICES 103.75 ALARM MONITORING

42985 5/16/18 3717 COMPUNET, INC. 1,500.00 CISCO UMBRELLA IMPLEMENTATION

42986 5/16/18 3793 WHIPPLE, JAY D 600.00 MAINTENANCE OF PLANT GENERAL MAINTENANCE OF PLANT

42987 5/16/18 4077 LJ MCCORMICK ENT. INC 3,980.00 GENERAL MAINTENANCE OF PLANT

42988 5/16/18 4140 CODALE ELECTRIC SUPPLY, INC 32,736.11 167 KVA TRANSFORMERS HOFFMAN ENCLOSURE 4" PVC SPLIT DUCT REPAIR SECONDARY VAULT

42989 5/16/18 4270 FETHERSTON, MICHAEL 500.00 500 DIRECTOR FEE

42990 5/16/18 4534 SE MECHANICAL LLC 198.50 SERVICE CALL, REFRIGERANT

42991 5/16/18 4638 HAMPTON TEDDER TECH SERVICES 2,940.00 SUBSTATION RELAY TESTING

42992 5/16/18 4687 BANK OF NEVADA 5,404.90 VISA CHARGES

42993 5/16/18 4696 WAITE, DOUG 500.00 500 DIRECTOR FEE

42994 5/16/18 4701 MESQUITE FORD 168.02 MIRROR ASY

42995 5/16/18 4714 MILLS & MILLS LAW GROUP 575.00 LEGAL FEES / BOARD MEETING

42996 5/16/18 4742 NELSON, JACK WILLIAM 549.05 500 DIRECTOR FEE, 49.05 MILEAGE

42997 5/16/18 4744 STAPLES CONTRACT&COMMERCIAL 186.29 DRY-ERASE BOARDS, LABELS, FLDRS

42998 5/16/18 4763 IML NORTH AMERICA, LLC 422.47 POLE NEEDLES

42999 5/16/18 4903 BUNKER, ROBERT 500.00 500 DIRECTOR FEE

43000 5/16/18 4904 YOUNG, MIKE 500.00 500 DIRECTOR FEE

43001 5/16/18 4905 METZ, JUDITH 549.05 500 DIRECTOR FEE, 49.05 MILEAGE

43002 5/16/18 4917 SLATE ROCK SAFETY LLC 51.83 FR SHIRT

DRAFT



43003 5/16/18 4964 ANIXTER INC 23,669.32 CROSSARM FIBER 50KVA 1PH PAD MNT TRANS SIS WIRE TEMP LOAD DISCONNECT TOOL GUY WIRE TERMINATION AUTO LONG GUY WIRE 3/8" GUY GUARD PREFORMED PVC ASSORTED PVC

43004 5/16/18 4981 RURALITE SERVICES INC 165.00 WEB HOSTING / MAINTENANCE

43005 5/16/18 5022 SCHNEIDER ELECTRIC USA 4,945.43

43006 5/16/18 5034 LEAVITT, CHAD 549.05 500 DIRECTOR FEE, 49.05 MILEAGE

43007 5/16/18 5074 MARCH COUNSEL LLC 1,827.50 PROFESSIONAL SERVICES


43009 5/16/18 5125 CMC TIRE INC. 1,208.18 TIRES

43010 5/16/18 5159 POWER MONITORS INC. 9,747.33 POWER QUALITY RECORDING METR VOLTAGE LEADS W/ FUSES

43011 5/23/18 4017 CLARK CO. DEPT. OF BUILDING 90.00 FIXED HOTWORKS PERMIT

43012 5/23/18 4017 CLARK CO. DEPT. OF BUILDING 90.00 FD REPAIR

43013 5/23/18 279 BAEZA, ARMANDO 127.61 REIMBURSE MISC EXPENSE

43014 5/23/18 727 DALLEY, COREY 263.85 REIMBURSE TRAINING EXPENSE

43015 5/23/18 2046 NRECA 37.50 HRA ACCOUNT ADMIN.

43016 5/23/18 3257 VERIZON WIRELESS 2,829.03 VERIZON CELL PHONES

43017 5/23/18 3865 FINAL DETAILS, INC. 18.50 NAME PLATE

43018 5/23/18 4017 CLARK CO. DEPT. OF BUILDING 450.00 FUEL TANK PERMIT

43019 5/23/18 4119 KRETSCHMANN, JOLENE 98.26 REIMBURSE MISC EXPENSE

43020 5/23/18 4210 CRONKLETON, KELLY 214.25 REIMBURSE TRAINING EXPENSE

43021 5/23/18 4474 DORN, MIKE 1,300.00 NRECA EXPENSE

43022 5/23/18 4517 KOKOPELLI LANDSCAPING INC. 700.00 GENERAL MAINT. OF PLANT

43023 5/23/18 4608 SAVANIC TRANSPORT 7,445.00 POWERLINE ROAD MAINTENANCE DIG HOLE - I-15 CROSSING MQ

43024 5/23/18 4701 MESQUITE FORD 27,998.00 2018 FORD F-150

DRAFT



43025 5/23/18 4714 MILLS & MILLS LAW GROUP 575.00 LEGAL SERVICE

43026 5/23/18 4744 STAPLES CONTRACT&COMMERCIAL 71.56 BUSINESS CARDS, WALL MNT HOLDER

43027 5/23/18 4876 BATTLE BORN MEDIA LLC 300.00 ADVERTISING

43028 5/23/18 4964 ANIXTER INC 206.00 795 TO 795 WEDGE CONNECTOR

43029 5/23/18 5042 AMAZON 1,923.04 DJI ZENMUSE X5 LOGITECH MK320 WIRELESS COAXIAL LIGHTNING ARRESTER HEAT SHRINK RETURN 300GB SEAGATE 2X ADAPTER TNC PLUG CABLE GLAND CONNECTOR 3M PROTECTS REBEL SELF RETRACT TOMTOC DROP-PROOF LAPTOP SLEEVE AED BATTERIES FIBER CABLE, MINI HDMI CORD, RDR POWER STRIP ETEKCITY 5610 FIBER SPLICE TRAY 4 PCS DJI ORIGINAL INSPIRE QUI

43030 5/23/18 5155 LR NELSON CONSULTING ENG 650.00 EASEMENT

43031 5/23/18 5171 BUNKER, BAILEY 50.00 NRECA - YT EXPENSE

43032 5/23/18 5172 COOK, ALYSON 50.00 NRECA - YT EXPENSE

43033 5/31/18 530 CASHMAN EQUIPMENT COMPANY 363.49 HOSE, SPRING, SEAL, CLAMP

43034 5/31/18 1082 GRAINGER 124.73 WINDOW SQUEEGEE FULL BRIM HARD HAT

43035 5/31/18 2486 RELAKS LLC 1,995.00 ANNUAL FIRE EXT. SERVICE - MQ ANNUAL FIRE EXT. SERVICE - OV

43036 5/31/18 2614 SCHOLZEN PRODUCTS 922.99 3X3X1/4X40' ANGLE, 1/8 ROD 3 1/2 X 3 1/1 X 1/4X40 ANGLE WELDING CABLE, GROUND CLAMPS

43037 5/31/18 3717 COMPUNET, INC. 9,556.85 CISCO ISR 4300 CONF. WAREHOUSE

43038 5/31/18 4888 WESTERN UNITED ELECTRIC SUPP 13,622.40 CONDUIT PVC

43039 5/31/18 4917 SLATE ROCK SAFETY LLC 61.54 FR JEANS

43040 5/31/18 4963 MESQUITE MINI STORAGE LLC 60.00 JUNE 2018 - STORAGE RENTAL


43042 5/31/18 5124 VIRGIN VALLEY CONSTRUCTION 928.50 PUMP CONCRETE

DRAFT



TOTAL CHECKS 146 TOTAL AMOUNT 2,322,547.63

GRAND TOTAL 146 GRAND TOTAL AMOUNT 2,322,547.63DRAFT

Overton Power District #5 BOARD OF TRUSTEE’S

June 20, 2018 ACTION ITEM - G

SUBJECT: Review and Possible Approval of Authorization to Release an RFP for Auditing Services for Years Ending 2018-2020

PETITIONER: Staff

RECOMMENDATIONS: Authorize staff to seek proposals from various accounting firms to perform the District’s annual audits for years ending 2018-2020

FISCAL IMPACT: None BACKGROUND: The District reached the end of the contract term for auditing services with Hafen, Buckner, Everett, and Graff at the conclusion of the 2017 year-end audit. Staff is requesting approval to send an RFP to various auditing firms to complete the District’s year end audit for 3 years (2018-2020) with a possible 1-year extension. PROPOSED MOTION: A motion to authorize staff to request RFP’s from qualified firms to perform the District’s annual audits and to bring a recommendation to the Board for final approval.

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P.O. Box 395615 N. Moapa Valley Blvd

Overton, NV 89040Phone 702-397-2512 ex 1011

Fax 702-397-2583

Request forProposal

Overton Power District #5

Request for Proposal

For

Annual Financial Statement AuditFor 2018

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Scope of Service:

Overton Power District #5 (District) is seeking the services of a reputable firm ofcertified public accountants, having substantial electric utility experience, to perform anaudit of the District’s annual financial statements for the years ending 2018-2020, andto conduct the audit in accordance with auditing standards accepted in the UnitedStates of America and the standards applicable to financial audits contained in theGovernment Auditing Standards, issued by the Comptroller General of the UnitedStates. Those standards require that you plan and perform the audit to obtainreasonable assurance about whether the financial statements are free of materialmisstatement. The audit will include examining the Districts records, on a test basisand, will include an audit assessing the accounting principles used and estimatesmade by staff, including accounting processes as well as evaluating the overallfinancial statement presentation. Also, the yearly audit will include the: (1) Inventoryaudit, done approximately the 3rd week in December. (2) Year end audit, doneapproximately the 3rd week in February (3) Audit presentation at the March meeting ofthe Board of Trustees.

The auditor shall prepare a comprehensive management letter including the auditor’scompliance with laws and regulations as applicable and adherence to generallyaccepted accounting principles. Preference will be given to a firm that has electricutility audit experience.

Term of Contract:

This proposal is for the audit of the 2018 thru 2020 financial data for Overton PowerDistrict #5. Following the 2020 audit, the same firm may be engaged to perform theaudit for the succeeding year (2021), subject to an annual evaluation and approval bythe Board of Trustees.

The contract for audit services will contain a termination clause. The terminationclause will allow either party to terminate the contract at any time provided that 90days of prior notice is given.

Proposal Qualification Requirements:

Interested certified public accounting firms should include the following information intheir proposal to perform the audit for the years ending December 31, 2018 thru 2020:

1. The organization and size of the proposing audit firm, whether it is local,regional, national or international in operation.

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2. The locations of the office from which the work is to be done and thenumber of professional staff, by staff level, employed at the office.

3. Describe the recent office auditing experience similar to the type of auditrequested.

4. Provide a list of staff that will perform the audits and their associatedauditing experience.

5. A positive statement that the following mandatory criteria are satisfied:a. An affirmation that the proposing audit firm is properly licensed for

practice as a certified public accountant.b. An affirmation that the proposing audit firm meets the independence

requirements of the American Institute of Certified PublicAccountants and the Government Auditing Standards, 2003 revision,published by the U.S. General Accounting Office.

c. An affirmation that the firm meets the continuing education andexternal quality control review requirements contained in theGovernment Auditing Standards, 2003 revision, published by theU.S. General Accounting Office.

Fees:

Supply an annual fee for the audit service, inclusive of travel, per diem and all otherout-of-pocket expenses. Any charges in excess of the agreed upon annual fee mustbe negotiated with the management of the District in advance of their accrual. Asnoted above, it is expected that if the selected certified public accounting firm performssatisfactorily for the 2018 audit, it will be engaged to perform the audit for thesucceeding two years with the possibility of extending the agreement for an additionaltwo years. Therefore, the annual fee requested above should be provided for each ofthe five years.

Year 1 – Ending December 31, 2018 $Year 2 – Ending December 31, 2019 $Year 3 – Ending December 31, 2020 $Possible Year 4 – Ending December 31, 2021 $

Contractual Arrangements:

1. Audit programs, work papers and reports must be retained for a period ofthree years after the completion of the audit and made available forinspection by the District if requested by them.

2. Overton Power District #5 staff will be available to prepare schedules, trialbalances, and provide documentation to assist the auditor to the best oftheir ability and as their schedules permit prior to and during the course ofthe audit.

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Proposed Schedule:

Request for Proposal approved by Board of Directors June 20, 2018Request for Proposals issued June 21, 2018Proposal Response Due July 26, 2018Possible Board of Directors Approval August 15, 2018Successful Consultant Notified** August 16, 2018Inventory Audit performed * December 19, 20182018 Year End Audit performed*(week of) February 19, 2019Audit completed and finalized with District Management* March 12, 2019Audit presented to Board of Directors for approval March 20, 2019

*These dates can be adjusted by prior authorization from District management. Withthe exception of, the final audit presentation to the Board of Directors for approval. Allfuture audits will follow a similar schedule and will be decided prior to the yearly auditby District management and the winning auditing firm.

**Successful Consultant may be notified by phone.

Submission of Proposal:Overton Power District #5Attention: Terry Romero

P.O. Box 395615 N. Moapa Valley Blvd.

Overton, NV 89040Phone: 702-397-3011

Toll Free: 800-393-2512Fax: 702-397-2583

Email: [email protected]

Sources of Information:

Please contact Terry Romero at 702-397-3011, for additional information in regard tothe proposal. Previous years Annual Audit Report are available for inspection uponrequest.

The deadline for submittal of written Proposals is at 4:30 p.m. on Thursday July 26,2018. Selection of the CPA firm will be made by the District’s Board of Directors attheir regular meeting to be held at 4:00 p.m. on Wednesday, August 15, 2018.

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Background Information:

History:

The District was formed and chartered in 1937 under Chapter 72 of the Nevada State Session Lawsof 1935 Power District Statute 312. Currently the District operates under the General ImprovementsLaw Statues 318 of the Nevada's State Legislative Act of 1987.

Organization:

The District was formed as a municipal District administered by a Board elected by general election.The Board is comprised of seven members each serving a 4-year term. The officers of the Board andthe General Manager are appointed by the Board. The Board includes the following members:

Mike Fetherston, ChairmanDoug Waite, Vice Chairman

Mike Young, Secretary/TreasurerJack Nelson, Trustee

Robert Bunker, TrusteeJudy Metz, Trustee

Chad Leavitt, Trustee

The current District's Management Team is:

Mendis Cooper, General ManagerTerry Romero, Assistant General Manager

Jon Jensen, Engineering ManagerBruce Hughes, Manager of Transmission & Distribution Operations

The District has a total of 47 full-time employees and 1 permanent part time employee.

Service Territory:

The District's service territory begins approximately 30 miles east of Las Vegas, Nevada, andencompasses approximately 1,932 square miles in the eastern portion of Clark County, Nevada,including the City of Mesquite, and the unincorporated communities of Bunkerville, Moapa, Glendale,Logandale and Overton. Within this primarily rural area, the District provides services toapproximately 16,000 customers, of whom approximately 85% are residential customers, the balancebeing irrigation and general service customers.

The District is the electric utility serving the northeastern quarter of Clark County, Nevada. TheDistrict is bounded on the north by Lincoln County, Nevada and on the east by the State of Arizona.The southern boundary of the District is set by the Colorado River and Lake Mead, except at theDistrict's southwestern corner. The southern boundary of the District north of Lake Mead's BoulderBasin and the District's western boundary follow township lines.

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Listing of Auditing Firms

Wayne Everett Lee EsplinHafen Buckner Everett & Graff, PC Savage, Esplin & Radmall90 East 200 North 20 North Main St, Suite 402St. George, UT 84770 St George, UT 84770435-673-6167 [email protected] [email protected]

Julie DeSimone Richard BowlerMoss Adams, LLP Piercy Bowler Taylor & Kern805 SW Broadway, Suite 1200 6100 Elton Ave, Suite 1000Portland, OR 97205 Las Vegas, NV 89107503-478-2101 [email protected] [email protected]

Jim Halvorsen Annette CarroClifton Larson Allen Steward Archibald & Barney103 West McMillan, Suite 2 7881 W Charleston Blvd, 250PO Box 428 Las Vegas, NV 89117Marshfield, WI 54449 [email protected] [email protected]

Jeremy Copeland Bill WellsBDO RSM6671 Las Vegas Blvd S, 200 300 S. 4th St, Suite 1200Las Vegas, NV 89119 Las Vegas, NV 89101702-784-0000 [email protected] [email protected]

David CopelandBollinger Segars Gilbert & Moss8215 Nashville AvenueLubbock, Tx [email protected]

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June 20, 2018 ACTION ITEM - H

SUBJECT: Review and Possible Approval of Unmanned Aerial System (UAS) Policy OPD-A-13.001

PETITIONER: Staff

RECOMMENDATIONS: Approval of the UAS Policy

FISCAL IMPACT: None

BACKGROUND: The District recently purchased an Unmanned Aerial System (UAS), also known as a drone. Staff recommends that a policy be developed to govern the flight operation of the UAS, to establish the requirements for pilot certification, and to meet other requirements for the safe operation of the system. Staff has reviewed the Federal Aviation Administration (FAA) guidelines and incorporated the FAA requirements into a draft policy. Staff also met with the District’s insurance carrier and has incorporated their comments as well. Staff presented the draft policy to the Board for review and comment last month. At this meeting, staff is presenting the policy to the Board for possible final approval. RECOMMENDATION: A motion to approve Unmanned Aerial System (UAS) Policy OPD-A-13.001 as presented.

Regulation No. OPD-A-13.000

Date First Approved: June 20, 2018Revision No.: 0DateL astR evised: ____________________

Approved By: _______________________________________Mike Young, Board Secretary

OVERTON POWER DISTRICT No. 5ADMINISTRATIVE REGULATION

UNMANNED AERIAL SYSTEM (UAS) POLICY

A. Purpose and Scope

The purpose of this document is to establish a best practices and usage guideline forthe use of an unmanned aerial system (UAS) and for the storage, retrieval anddissemination of images and data capture by the UAS.

B. Definitions

Definitions related to this document include:

Federal Aviation Administration - (FAA) They direct the certification of personnelaircraft.

Pilot in Command (PIC) - The person that is directly responsible for, and is the finalauthority as to, the operation of the UAS. The person will have completed all therequirements as outlined by the FAA and has a Remote Pilot Certificate from the FAA.

Program Coordinator (PC) - The person who is responsible for the daily operationand decision making that supports the UAS program.

Unmanned Aerial System (UAS) - An unmanned aircraft of any type that is capableof sustaining directed flight, whether preprogrammed or remotely controlled (commonlyreferred to as an unmanned aerial vehicle (UAV)), and all the supporting or attachedsystems designed for gathering information through imaging, recording or any othermeans.

Visual Observer (VO) - A trained crew member, in visual line-of-sight of the UAS,who assists the pilot in the duties associated with collision avoidance and complyingwith the applicable rules of the flight. The person will have completed all therequirements as outlined by the FAA and has a Remote Pilot Certificate from the FAA.

C. Guideline

Unmanned aerial systems may be utilized to help improve, maintain and restoreOverton Power District No. 5 (OPD5) right-of-way (ROW), poles and its assemblies,overhead and underground power lines, meters and any other OPD5 owned productthat is vital to the District’s operations. Any use of a UAS will be in strict accordancewith the constitutional and privacy rights and Federal Aviation Administration (FAA)regulations.

D. Pilot Certification Requirements

FAA approved training in the operation, applicable laws, policies and proceduresregarding use of the UAS. Pilots must pass the FAA part 107 test to be certified.

UAS Requirements

The aircraft must weigh less than 55 pounds. The aircraft must be registered with the FAA in accordance with the Small UAS

Rule (14CFR part 107) before conducting flight operations. The aircraft must be insured before conducting flight operations.

E. Privacy

Operators and observers shall adhere to FAA altitude regulations and shall notintentionally record or transmit images of any location where a person would have areasonable expectation of privacy (residence, yard, enclosure). Operators and observersshall take reasonable precautions to avoid inadvertently recording or transmitting imagesof areas where there is a reasonable expectation of intrusion or violation of privacy.Reasonable precautions can include, for example, deactivating or turning imagingdevices away from such areas or persons during UAS operations.

F. Program Coordinator

The OPD5 Drone Committee will appoint a program coordinator who will be responsiblefor the management of the UAS program. The program coordinator will ensure that the

best practices and usage guidelines conform to current laws, regulations and bestpractices and will have the following additional responsibilities:

Coordinating the FAA Certificate of Waiver or Authorization (COA) applicationprocess and ensuring that the COA is current.

Ensuring that all authorized operators and required observers have completed allrequired FAA approved training in the operation, applicable laws, policies andprocedures regarding use of the UAS.

Developing uniform protocol for submission and evaluation of requests to deploya UAS, including urgent requests made during ongoing or emerging incidents.Deployment of a UAS shall require an electronic request to the OPD5 DroneCoordinator and the authorized designee(s), depending on the scope of work.

Developing protocol for conducting work in which a UAS is needed, including aflight log that documents time and area covered during the flight.

Implementing a system for public notification of UAS deployment. Developing an operational protocol governing the deployment and operation of a

UAS including, but not limited to, safety oversight, use of visual observers,establishment of lost link procedures and secure communication with air trafficcontrol facilities.

Developing a protocol for fully documenting all missions. Developing a UAS inspection, maintenance and record-keeping protocol to

ensure continuing airworthiness of a UAS, up to and including its overhaul or lifelimits.

Developing protocols that ensure all video is stored in a safe and secure way. Facilitating OPD5 departments and employees access to images and data

captured by the UAS. Recommending program enhancements, particularly regarding safety and

information security. Ensuring that established protocols are followed by monitoring and providing

periodic reports on the program to OPD5’s Engineering Manager. Ensuring that established protocols are in accordance with NRS 493. Perform an annual review of the Drone policy.

G. Use of UAS

Only authorized operators who have completed the required training or is atrainee shall be permitted to operate an OPD5 UAS system.

Pilots will be required to sign in and out each individual UAV Pilots will be required to do a pre-flight and post-flight inspection The Remote Pilot in Command (PIC) will be required to fill out a standard flight

mission form. This will include the PIC name, who the Visual Observers (VO) are,the location of the mission, and a detailed description of the mission.

The PIC will be responsible for knowing if there are any NOTAM’s (Notice toAirmen), air space restrictions, and the weather forecast.

OPD5’s pilots will follow the rules and regulations set by the FAA, whilepreforming flight operation for the District.

H. Prohibited Use

To conduct operations not beneficial to OPD5 and its customers. To conduct operations out of a moving vehicle unless in sparsely populated

areas. To conduct operations at night without FAA approval. Any flight operation over 400 feet AGL (Above Ground Level) Any flight operation that is out of the line of sight of the PIC and VO’s Any wind that exceeds 20+ MPH Any flight operation where a known violation of privacy will occur. Any flight operation limited by the FAA’s Small UAS Rule (14 CFR part 107).

I. Retention of UAS Data

Data collected by the UAS shall be retained securely, whether it be in house, in thecloud or on the web.

Public Safety Exceptions

When UAS operations are requested by public safety agencies it is understood

that exceptions to the above policies may be needed during time-sensitive

events, including but not limited to: traffic accidents, natural disasters, and search

and rescue operations. In such instances, operations may be necessary before

clearance can be obtained. It is the responsibility of the PIC to notify all agencies

in a timely manner after such instances.

The PIC is expected to clear with the FAA and ATC any waivers or clearances

needed when operations are required that conflict with 81 FR 42063, 14 CFR

107 and NRS 493.

Outside Overton Power District No. 5

Other local, utilities, law enforcement, emergency services and fire departments

may request UAS services. All such requests must be cleared by the General

Manager, Assistant General Manager, Engineering Manager, or Program

Coordinator unless it falls under the public safety exceptions.


June 20, 2018 ACTION ITEM - I

SUBJECT: Review and Possible Approval to Fund Continued Legal Services with March Counsel LLC

PETITIONER: Staff

RECOMMENDATIONS: Approve additional funding for March Counsel LLC

FISCAL IMPACT: $15,000

BACKGROUND: The District retained Mr. Craig Silverstein as FERC counsel at the June 2015 Board of Trustees meeting on June 3, 2015. The Board authorized $10,000 for Mr. Silverstein’s services. At the June 2017 Board of Trustees meeting, the Board authorized an additional $15,000 for Mr. Silverstein’s services. Over the course of the past year the District has made significant progress regarding transmission rate discussions. Staff requests that an additional $15,000 be approved for Mr. Silverstein’s services as the District attempts to bring these issues to a conclusion. RECOMMENDATION: A motion to Fund Continued Legal Services with March Counsel LLC as presented.


June 20, 2018 ACTION ITEM - J

SUBJECT: Review and Possible Approval of a Contract with Everbridge for Communication Services

PETITIONER: Staff

RECOMMENDATIONS: Approval of the agreement with Everbridge

FISCAL IMPACT: $6,586.10 for the first year and $6,098.24 for the second year of a two-year contract.

BACKGROUND: The District strives to provide good communication at all times but good communication is especially important during outages and other emergency situations. Staff has selected Everbridge as a possible communication partner. The Everbridge platform would allow staff to send important and helpful information to all or specific groups of customers. The platform allows single source input for information that can be sent by text, email, or through social media simultaneously. The platform can also be used internally for communication between departments or through the District as a whole. RECOMMENDATION: A motion to approve a two-year contract with Everbridge for Communication Services as presented.

Everbridge, Inc.Master Services Agreement

This Master Services Agreement (“Agreement”) is enteredinto by and between Everbridge, Inc. (“Everbridge”) and

(“Client”), effective on the dateof Client’s signature below (“Effective Date”). Everbridge andClient are each sometimes referred to as a “Party” andcollectively, the “Parties.”

1. SERVICES.

1.1 Orders. Everbridge shall provide Client access to itsproprietary interactive communication solutions (the “Solutions” )subject to the terms and conditions set forth in this Agreement andthe description of services and pricing provided in the applicablequote or other ordering document (e.g., statement of work) (the“Quote” ) and the applicable Solution documentation (the“Documentation” ). If applicable, Everbridge shall provide thetraining and professional services (“Professional Services” ) setforth in the Quote. Collectively, the Solutions and ProfessionalServices are referred to as the “Services” . Everbridge shallprovide Client with login and password information for each User(as defined below) and will configure the Solutions based on themaximum number of Contacts (as defined below) or Users, asapplicable depending on the Solutions ordered. Client shallundergo the initial setup and training as set forth in the onboardingDocumentation within sixty (60) days of the Effective Date. Unlessotherwise provided in the applicable Quote or Documentation,Services are purchased as annual subscriptions.

1.2 Users; Contacts. “Users” are individuals who areauthorized by Client from time to time to use the Solutions for thepurposes of sending notifications, configuring templates, reportingor managing data, serving as system administrators, or performingsimilar functions, and who have been supplied user identificationsand passwords by Client. Users may include employees andcontractors of Client or an Included Department. “IncludedDepartment” means any enterprise department, office, agency, orother entity that receives a majority of its funding from the samegeneral or enterprise fund, as applicable, as the Client. “Contacts”are individuals who Client contacts through the Solutions and/orwho provides their personal contact information to Everbridge,including through an opt-in portal. If applicable to the particularSolution, the number of Users and/or Contacts that may beauthorized by Client is set forth on the Quote.

1.3 Affiliated Entities. Departments, divisions, agenciesor governmental entities which are affiliated politically,operationally or otherwise with Client, and which are not anIncluded Department (each, an “Affiliated Entity” ) may purchaseServices to the same extent as Client, provided, that the AffiliatedEntity purchases the Services on the same terms and conditionsas are contained in this Agreement pursuant to a fully executedQuote agreed to by Everbridge and such Affiliated Entity. Clientand the Affiliated Entity shall maintain separate accounts withEverbridge. Solely as to the Agreement between Everbridge andsuch Affiliated Entity, all terms and references to “Client” shall referto such Affiliated Entity upon execution of an applicable Quote. Byexecuting a Quote each Affiliated Entity agrees to be bound by allthe terms and conditions herein as to such Affiliated Entity. Anentity that otherwise qualifies under this definition will be includedwithin the meaning of Affiliated Entity even though it qualifies after

the execution of this Agreement.

2. PAYMENT TERMS. Everbridge shall invoice Client annually inadvance for all Solutions and Professional Services, and Client

shall pay the fees set forth in the Quote within thirty (30) days fromdate of invoice. If Client exceeds the usage levels specified in theQuote, then Everbridge may invoice Client for any overages at thethen applicable rate. All Professional Services must be used within12 months from date of purchase. Late payments shall accrueinterest at a rate of one and one-half percent (1.5%) per month orthe highest rate allowed by applicable law, whichever is lower.Such interest shall be in addition to any other rights and remediesof Everbridge. Unless otherwise provided, the fees set forth in theQuote do not include any local, state, federal or foreign taxes,levies or duties of any nature, all of which Client is responsible forpaying, except for those relating to Everbridge’s net income orproperty. If Everbridge is legally obligated to collect or pay taxesfor which Client is responsible, the appropriate amount shall beinvoiced to and paid by Client, unless Client provides a valid taxexemption certificate.

3. RESPONSIBILITIES.

3.1 Client Data. Client shall retain all ownership rightsin all Contact data and all electronic data Client transmits toEverbridge to or through the Solutions (“Client Data” ). Clientrepresents that it has the right to authorize and hereby doesauthorize Everbridge to collect, store and process Client Datasubject to the terms of this Agreement. Client shall maintain a copyof all Contact data it provides to Everbridge.

3.2 Use of Solutions. Client is responsible for all activityoccurring under Client’s account(s) and shall comply with allapplicable Privacy Laws (as defined below) and all otherapplicable laws and regulations in connection with Client’s use ofthe Services, including its provision of Client Data to Everbridge.Where applicable, Client shall obtain the required consent of

Contacts to send communications through the Solutions. Clientshall use the Service in accordance with Everbridge’s thenapplicable Acceptable Use Policy posted on www.everbridge.com.Client shall promptly notify Everbridge of any unauthorized use ofany password or account or any other act or omission that wouldconstitute a breach or violation of this Agreement. Clientacknowledges that the Solutions are a passive conduit for thetransmission of Client Data, and Everbridge has no obligation toscreen, preview or monitor content, and shall have no liability forany errors or omissions or for any defamatory, libelous, offensiveor otherwise unlawful content in any Client Data, or for any losses,damages, claims, or other actions arising out of or in connectionwith any data sent, accessed, posted or otherwise transmitted viathe Solutions by Client, Users or Contacts.

3.3 Data Privacy. Everbridge shall abide by all applicablePrivacy Laws in connection with the operation of the Solutions.“Privacy Laws” means all U.S. federal and state laws andregulations regarding consumer and data protection and privacy.

3.4 Data Security. Everbridge’s IT security andcompliance program includes the following standards generallyadopted by industry leading SaaS providers: (i) reasonable andappropriate technical, organizational, and security measuresagainst the destruction, loss, unavailability, unauthorized accessor alteration of Client Data in the possession or under the controlof Everbridge, including measures to ensure the availability ofinformation following interruption to, or failure of, critical businessprocesses; and (ii) an annual assessment of its security controlsperformed by an accredited third party audit firm in accordancewith the Statement on Standards for Attestation Engagements No.

SLG Master Services Agreement v6 01.29.17 1

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16 (SSAE 16). Upon request, Everbridge shall provide Client witha copy of its current SSAE 16 SOC 2 report. Everbridge’s securityframework is based on the security requirements and controlswithin US National Institute of Standards and Technology (NIST)Special Publication 800-53 –Security and Privacy Controls forInformation Systems and Organizations. The NIST 800-53 securityrequirement standard has direct mapping to other security anddata privacy frameworks, including global information securitystandard ISO 27001, HIPAA-HITECH, and HITRUST.

4. TERM. The term of this Agreement shall begin on theEffective Date and shall expire when all underlying Quotes withClient or its Affiliates have expired in accordance with the terms ofsuch Quotes, unless terminated earlier as provided herein.Services under an applicable Quote will begin as set forth in suchQuote and shall continue for the initial term specified therein(“Initial Service Term” ). If a Quote contains Services added to anexisting subscription, such added Services will be coterminouswith the Initial Service Term or applicable renewal Service term(“Renewal Term” ), unless otherwise agreed to by the parties. If atthe end of the applicable Quote, Client intends to renew theAgreement, but has not provided a timely executed written renewalprior to the end of such term, then Everbridge, in its sole discretion,shall continue the Service(s) hereunder for thirty (30) days (the“Grace Period” ) in order to secure an executed renewal by Client,provided that Client shall pay to Everbridge the annual fee then ineffect divided by twelve (12) (the “Monthly Holdover Fee” ). TheGrace Period is provided to Client as a courtesy so that Serviceswill not be terminated prior to the execution of a renewal. Due toinsurance and liability reasons Everbridge can only provide oneGrace Period and will charge the Monthly Holdover Fee. TheMonthly Holdover Fee is instituted in order to protect Client fromtermination or suspension of the Services, and to insure that timelyrenewals are entered into. Monthly Holdover Fees shall not bereturned or refunded to the Client as a credit towards any renewal.Except as set forth in an applicable Quote, or unless thisAgreement is terminated as provided herein, upon expiration of theterm of any Quote, such Quote shall renew automatically forsuccessive subsequent periods of twelve (12) months unlesseither party notifies the other party of its intent to terminate at leastthirty (30) days prior to the end of the then current term. Everbridgereserves the right to increase its fees in any Renewal Term bythree percent (3%). With respect to any renewals which are signedby Client after the previous term’s expiration date, Everbridgereserves the right to increase its fees in such Renewal Term byfive percent (5%).

5. TERMINATION; SUSPENSION.

5.1 Termination by Either Party. Either Party mayterminate this Agreement upon the other Party's material breachof the Agreement, provided that (i) the non-breaching Party sendswritten notice to the breaching Party describing the breach inreasonable detail; (ii) the breaching Party does not cure the breachwithin thirty (30) days following its receipt of such notice (the"Notice Period"); and (iii) following the expiration of the NoticePeriod, the non-breaching Party sends a second written noticeindicating its election to terminate this Agreement.

5.2 Termination or Suspension for Non-Payment. IfClient fails to pay any amounts due within thirty (30) days of theirdue date, Everbridge may terminate this Agreement upon thirty (30days’prior written notice to Client. Termination for non-paymentshall not relieve Client of its outstanding obligations (includingpayment) under this Agreement. In lieu of termination for non-payment, Everbridge may suspend Client’s access to theSolutions upon written notice to Client.

5.3 Suspension. Everbridge may suspend Client’saccess to the Solutions or any portion thereof for (i) emergencynetwork repairs, threats to, or actual breach of network security; or(ii) any legal, regulatory, or governmental prohibition affecting theSolution. Everbridge shall use its best efforts to notify Clientthrough its Client Portal and/or via email prior to such suspensionand shall reactivate any affected portion of the Solution as soon aspossible.

6. PROPRIETARY RIGHTS.

6.1 Grant of License. Subject to the terms andconditions of this Agreement, Everbridge hereby grants to Client,during the term of this Agreement, a limited, non-exclusive, non-transferable, non-sublicensable right to use the Solutions.

6.2 Restrictions. Client shall use the Solution solely forits internal business purposes. In particular, Client’s use of theSolutions shall not include service bureau use, outsourcing,renting, reselling, sublicensing, or time-sharing. Client shall not (i)sell, transfer, assign, distribute or otherwise commercially exploitor make the Solution available to any third party except asexpressly set forth herein; (ii) modify or make derivative worksbased upon the Solution; (iii) reverse engineer the Solution; (iv)remove, obscure or alter any proprietary notices or labels on theSolution or any materials made available by Everbridge; (v) use,post, transmit or introduce any device, software or routine(including viruses, worms or other harmful code) which interferesor attempts to interfere with the operation of the Solution; or (vi)defeat or attempt to defeat any security mechanism of anySolution.

6.3 Reservation of Rights. The Solutions (including allassociated computer software (whether in source code, objectcode, or other form), databases, indexing, search, and retrievalmethods and routines, HTML, active server pages, intranet pages,and similar materials) and all intellectual property and other rights,title, and interest therein (collectively, “IP Rights” ), whetherconceived by Everbridge alone or in conjunction with others,constitute Confidential Information and the valuable intellectualproperty, proprietary material, and trade secrets of Everbridge andits licensors and are protected by applicable intellectual propertylaws of the United States and other countries. Everbridge owns (i)all feedback (except for the Client Data) provided to Everbridge byUsers, Client and Contacts in conjunction with the Services, and(ii) all transactional, performance, derivative data and metadatagenerated in connection with the Solutions, which are generallyused to improve the functionality and performance of the Services.Except for the rights expressly granted to Client in this Agreement,all rights in and to the Solutions and all of the foregoing elementsthereof (including the rights to any work product resulting fromProfessional Services and to any modification, enhancement,configuration or derivative work of the Solutions) are and shallremain solely owned by Everbridge and its respective licensors.Everbridge may use and provide Solutions and ProfessionalServices to others that are similar to those provided to Clienthereunder, and Everbridge may use in engagements with othersany knowledge, skills, experience, ideas, concepts, know-how andtechniques used or gained in the provision of the Solutions orProfessional Services to Client, provided that, in each case, noClient Data or Client Confidential Information is disclosed thereby.

7. CONFIDENTIAL INFORMATION.

7.1 Definition. “Confidential Information” means allinformation of a Party (“Disclosing Party”) disclosed to the otherParty (“Receiving Party”), whether orally, electronically, inwriting, or by inspection of tangible objects (including, withoutlimitation, documents or prototypes), that is designated as

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confidential or that reasonably should be understood to beconfidential given the nature of the information and thecircumstances of disclosure. Confidential Information includeswithout limitation, all Client Data, the Solutions, and either Party’sbusiness and marketing plans, technology and technicalinformation, product designs, reports and business processes.Confidential Information shall not include any information that: (i)is or becomes generally known to the public without breach of anyobligation owed to Disclosing Party; (ii) was known to ReceivingParty prior to its disclosure by Disclosing Party without breach ofany obligation owed to Disclosing Party; (iii) was independentlydeveloped by Receiving Party without breach of any obligationowed to Disclosing Party; or (iv) is received from a third partywithout breach of any obligation owed to Disclosing Party.

7.2 Protection. Receiving Party shall not disclose or useany Confidential Information of Disclosing Party for any purposeother than performance or enforcement of this Agreement withoutDisclosing Party’s prior written consent. If Receiving Party iscompelled by law to disclose Confidential Information of DisclosingParty, including under the Freedom of Information Act or otherpublic information request (i.e., “state sunshine” laws) it shallprovide Disclosing Party with prior notice of such compelleddisclosure (to the extent legally permitted) and reasonableassistance, at Disclosing Party's cost, if Disclosing Party wishes tocontest the disclosure. Receiving Party shall protect theconfidentiality of Disclosing Party's Confidential Information in thesame manner that it protects the confidentiality of its ownconfidential information of like kind (but in no event using less thanreasonable care). Receiving Party shall promptly notify DisclosingParty if it becomes aware of any breach of confidentiality ofDisclosing Party's Confidential Information.

7.3 Upon Termination. Upon any termination of thisAgreement, the Receiving Party shall continue to maintain theconfidentiality of the Disclosing Party's Confidential Informationand, upon request and to the extent practicable, destroy allmaterials containing such Confidential Information.Notwithstanding the foregoing, either Party may retain a copy ofany Confidential Information if required by applicable law orregulation, in accordance with internal compliance policy, orpursuant to automatic computer archiving and back-upprocedures, subject at all times to the continuing applicability ofthe provisions of this Agreement.

8. WARRANTIES; DISCLAIMER.

8.1 Everbridge Warranty. Everbridge shall provide theSolutions in material compliance with the functionality andspecifications set forth on the applicable Solution Documentation.Everbridge shall provide 24X7X365 customer support inaccordance with its most recently published Support ServicesGuide. Professional Services shall be performed in a professionalmanner consistent with industry standards. THE FOREGOINGREPRESENT THE ONLY WARRANTIES MADE BYEVERBRIDGE HEREUNDER, AND EVERBRIDGE EXPRESSLYDISCLAIMS ALL OTHER WARRANTIES OF ANY KIND,WHETHER EXPRESS, IMPLIED, STATUTORY, OROTHERWISE, WARRANTIES OF MERCHANTABILITY ORFITNESS FOR A PARTICULAR PURPOSE, TO THE MAXIMUMEXTENT PERMITTED BY APPLICABLE LAW.

8.2 Disclaimer. EVERBRIDGE DOES NOT WARRANTTHAT THE SOLUTION WILL OPERATE ERROR FREE ORWITHOUT INTERRUPTION. WITHOUT LIMITING THEFOREGOING, IN NO EVENT SHALL EVERBRIDGE HAVE ANYLIABILITY FOR PERSONAL INJURY (INCLUDING DEATH) ORPROPERTY DAMAGE ARISING FROM FAILURE OF THE

SOLUTION TO DELIVER AN ELECTRONIC COMMUNICATION,HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY,EVEN IF EVERBRIDGE HAS BEEN ADVISED OF THEPOSSIBILITY OF SUCH DAMAGE.

8.3 SMS Transmission. CLIENT ACKNOWLEDGESTHAT THE USE OF SHORT MESSAGING SERVICES (“SMS”),ALSO KNOWN AS TEXT MESSAGING, AS A MEANS OFSENDING MESSAGES INVOLVES A REASONABLY LIKELYPOSSIBILITY FROM TIME TO TIME OF DELAYED,UNDELIVERED, OR INCOMPLETE MESSAGES AND THAT THEPROCESS OF TRANSMITTING SMS MESSAGES CAN BEUNRELIABLE AND INCLUDE MULTIPLE THIRD PARTIES THATPARTICIPATE IN THE TRANSMISSION PROCESS, INCLUDINGMOBILE NETWORK OPERATORS AND INTERMEDIARYTRANSMISSION COMPANIES. ACCORDINGLY, EVERBRIDGERECOMMENDS THAT SMS MESSAGING NOT BE USED ASTHE SOLE MEANS OF COMMUNICATION IN AN EMERGENCYSITUATION.

9. INDEMNIFICATION.

9.1 By Client. Client shall defend, indemnify and holdEverbridge harmless against any loss or damage (includingreasonable attorneys’fees) incurred in connection with any thirdparty claim, suit or proceeding (“Claim”) arising out of any datasent, posted or otherwise transmitted via the Solution by Client orContacts, or any breach by Client of Sections 3 or 6.

9.2 By Everbridge. Everbridge shall defend, indemnifyand hold Client harmless from and against any Claim againstClient alleging that the Solution as contemplated hereunderinfringes an issued patent or other IP Right in a country in whichthe Solution is provided to Client. If (x) any aspect of the Solutionis found or, in Everbridge’s reasonable opinion is likely to be found,to infringe upon the IP Right of a third party or (y) the continueduse of the Solution is enjoined, then Everbridge will promptly andat its own cost and expense at its option: (i) obtain for Client theright to continue using the Solution; (ii) modify such aspect of theSolution so that it is non-infringing; or (iii) replace such aspect ofthe Solution with a non-infringing functional equivalent. If, after allcommercially reasonable efforts, Everbridge determines in goodfaith that options (i) - (iii) are not feasible, Everbridge will removethe infringing items from the Solution and refund to Client on a pro-rata basis any prepaid unused fees paid for such infringingelement. The remedies set forth in this Section 9.2 are Client’sexclusive remedy for Claims for infringement of an IP Right.Everbridge shall have no obligation or liability for any claimpursuant to this Section to the extent arising from: (i) thecombinations, operation, or use of the Solution supplied under thisAgreement with any product, device, or software not supplied byEverbridge to the extent the combination creates the infringement;(ii) the unauthorized alteration or modification by Client of theSolution; or (iii) Everbridge’s compliance with Client's designs,specifications, requests, or instructions pursuant to anengagement for Everbridge Professional Services relating to theSolution to the extent the claim of infringement is based on theforegoing.

9.3 Indemnification Process. The indemnifying party’sobligations under this Section 9 are contingent upon theindemnified party (a) promptly giving notice of the Claim to theindemnifying party once the Claim is known; (b) giving theindemnifying party sole control of the defense and settlement ofthe Claim (provided that the indemnifying party may not settle suchClaim unless such settlement unconditionally releases theindemnified party of all liability and does not adversely affect theindemnified party’s business or service); and (c) providing the

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indemnifying party all available information and reasonableassistance.

10. LIABILITY LIMITS. To the maximum extent permitted bylaw, neither Party shall have any liability to the other Party for anyindirect, special, incidental, punitive, or consequential damages,however caused, under any theory of liability, and whether or notthe Party has been advised of the possibility of such damage.Except for its indemnification obligations under Section 9.2,notwithstanding anything in this Agreement to the contrary, in noevent shall Everbridge’s aggregate liability, regardless of whetherany action or claim is based on warranty, contract, tort,indemnification or otherwise, exceed amounts paid or due byClient to Everbridge hereunder during the 12-month period prior tothe event giving rise to such liability. The foregoing limitations shallapply even if the non-breaching party’s remedies under thisAgreement fail their essential purpose.

11. MISCELLANEOUS.

11.1 Non-Solicitation. As additional protection forEverbridge’s proprietary information, for so long as this Agreementremains in effect, and for one year thereafter, Client agrees that itshall not, directly or indirectly, solicit, hire or attempt to solicit anyemployees of Everbridge; provided, that a general solicitation tothe public for employment is not prohibited under this section.

11.2 Force Majeure; Limitations. Everbridge shall not beresponsible for performance under this Agreement to the extentprecluded by circumstances beyond Everbridge’s reasonablecontrol, including without limitation acts of God, acts ofgovernment, flood, fire, earthquakes, civil unrest, acts of terror,labor problems, regional technology interruptions, or denial ofservice attacks. The Solution delivers information for supportedContact paths to public and private networks and carriers, butEverbridge cannot guarantee delivery of the information to therecipients. Final delivery of information to recipients is dependenton and is the responsibility of the designated public and privatenetworks or carriers.

11.3 Waiver; Severability. The failure of either Partyhereto to enforce at any time any of the provisions or terms of thisAgreement shall in no way be considered to be a waiver of suchprovisions. If any provision of this Agreement is found by any courtor other authority of competent jurisdiction to be invalid, illegal orunenforceable, that provision shall, to the extent required, bedeemed deleted or revised, and the remaining provisions shallcontinue in full force and effect to the maximum extent possible soas to give effect to the intent of the parties.

11.4 Assignment. Neither party may assign thisAgreement to any third party except upon the other Party’s priorwritten consent, which consent shall not be unreasonably withheldor delayed; provided, that no such consent shall be required in theevent of an assignment to an Affiliated Entity or to a successor-in-interest to the business of the assigning Party resulting from amerger, reorganization, or sale of all or substantially all suchParty’s assets. Notwithstanding the above, neither Party shallassign this Agreement to any third party which is a competitor ofthe other Party.

11.5 Governing Law; Attorney’s Fees. This Agreementshall be governed and construed in accordance with the laws ofthe Commonwealth of Massachusetts, without regard to itsconflicts of laws rules. The U.N. Convention on Contracts for theInternational Sale of Goods shall not apply. The prevailing party inany action arising out of this Agreement shall be entitled to itsreasonable attorneys’fees and costs.

11.6 Notices. Legal notices (e.g., claimed breach ortermination) to be provided under this Agreement shall bedelivered in writing (a) in person, (b) by nationally recognizedovernight delivery service, or (c) by U.S. certified or first class mailto the other party as set forth on the signature page hereto. Alllegal notices shall be deemed to have been given upon receipt or,if under (c), three (3) business days after being deposited in themail. Either party may change its address by giving notice of thenew address to the other party pursuant to this Section andidentifying the effective date of such change. Everbridge mayprovide all other notices to Client’s billing contact on the ClientRegistration Form or, with respect to availability, upgrades ormaintenance of the Solutions, to the Everbridge Support Center.

11.7 Marketing. Client consents to Everbridge referencingClient’s name as an Everbridge Client in Everbridge publications,its website, and other marketing materials.

11.8 Equal Employment Opportunity. Everbridge, Inc. isa government contractor and is subject to the requirements ofExecutive Order 11246, the Rehabilitation Assistance Act andVEVRAA. Pursuant to these requirements, the Equal OpportunityClauses found at 41 Code of Federal Regulations sections 60-1.4(a) (1-7), sections 60-250.4(a-m), sections 60-300.5 (1-11) andsections 60-741.5 (a) (1-6) are incorporated herein by referenceas though set forth at length, and made an express part of thisAgreement.

11.9 Export Compliant. Neither Party shall export,directly or indirectly, any technical data acquired from the otherpursuant to this Agreement or any product utilizing any such datato any country for which the U.S. Government or any agencythereof at the time of export requires an export license or othergovernmental approval without first obtaining such license orapproval. Client shall not permit Users to send notifications to aContact in a U.S. embargoed country or in violation of any U.S.export law or regulation.

11.10 U.S. Government End-Users. The Solutions andrelated documentation are “commercial items” as defined at 48C.F.R. 2.101, consisting of “commercial computer software” and“commercial computer software documentation” as such terms areused in 48 C.F.R. 12.212. Consistent with 48 C.F.R. 12.212 and48 C.F.R. 227.7202-1 through 227.7202-4, U.S. governmentcustomers and end-users acquire licenses to the Solutions andrelated documentation with only those rights set forth herein.

11.11 General. This Agreement, including its Exhibits andany Quote, constitutes the entire agreement between the Partiesand supersedes all other agreements and understandingsbetween the Parties, oral or written, with respect to the subjectmatter hereof, including any confidentiality agreements. ThisAgreement shall not be modified or amended except by a writingsigned by both Parties. ANY NEW TERMS OR CHANGESINTRODUCED IN A PURCHASE ORDER OR OTHERDOCUMENT ARE VOID AND OF NO FORCE OR EFFECT.EVERBRIDGE’S ACKNOWLEDGEMENT OF RECEIPT OFSUCH DOCUMENT OR ACCEPTANCE OF PAYMENT SHALLNOT CONSTITUTE AGREEMENT TO ANY TERMS OTHERTHAN THOSE SET FORTH IN THIS AGREEMENT. There are nothird party beneficiaries to this Agreement. Any right, obligation orcondition that, by its express terms or nature and context isintended to survive the termination or expiration of this Agreement,shall survive any such termination or expiration hereof. ThisAgreement, and any other document referencing and governed bythis Agreement may be executed in one or more counterparts,each of which shall be deemed an original but which together shallconstitute the same agreement. Each Party agrees to be bound by

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its digital or electronic signature, whether transmitted by faxmachine, in the form of an electronically scanned image (e.g., in.pdf form), by email, or by other means of e-signature technology,

and each Party agrees that it shall accept the signature of the otherParty transmitted in such a manner.

IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed by their duly authorized representatives.

EVERBRIDGE, INC.

By:Name:

Title:Date:

Address:25 Corporate DriveBurlington, Massachusetts 01803

For legal notice:Attention: Legal Department

CLIENT:

By:Name:

Title:Date:

Client’s Address:

Attn:

Address for Legal Notice:

Attn:

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EXHIBIT AAdditional Business Terms

The following ad d itionalbu s ines s terms are inc orporated by referenc e into the A greementas applic able bas ed on thepartic u larprod u c ts and s ervic es d es c ribed on the Q u ote.

If Client Is Ordering Nixle® Branded Products or Community Engagement:

1. Client grants to Everbridge a non-exclusive, royalty free, worldwide and perpetual right and license (including sublicense)to (a) use, copy, display, disseminate, publish, translate, reformat and create derivative works from communications Clientsends through the Solutions for public facing communications to citizens, other public groups and public facing websites,including social media (e.g., Google®, Facebook®) (collectively, “Public Communications” ), (b) use and display Client’strademarks, service marks and logos, solely as part of the Public Communications to Contacts who have opted in toreceive those Communications, and on other websites where Everbridge displays your Public Communications, asapplicable, and (c) place a widget on Client’s website in order to drive Contact opt-in registrations. Client furtheracknowledges and agrees that all personal information from individuals registering through such widget is ownedexpressly by Everbridge and such information will be governed by the applicable Privacy Policy.

If Client Is Ordering Everbridge Branded Products:

1. Data Feeds. Notwithstanding anything to the contrary in this Agreement, to the extent that Client has purchased oraccesses Data Feeds, such feeds are provided solely on an “AS IS” and “AS AVAILABLE” basis and Everbridge disclaimsany and all liability of any kind or nature resulting from any inaccuracies or failures with respect to such Data Feeds. Thesole and exclusive remedy for any failure, defect, or inability to access the content of such Data Feed shall be to terminatethe Data Feed with no further payments due. “Data Feed” means data content licensed or provided by third parties toEverbridge and supplied to Client in connection with the Solution (e.g., real time weather system information and warnings,911 data, third party maps, and situational intelligence).

2. Incident Management/IT Alerting. For Clients purchasing the Incident Management or IT Alerting Solution, unlessdesignated as unlimited: (a) Clients may only designate the number of Users set forth on the Quote, and such individualsshall only have the access rights pursuant to such designation and role; (b) Incident Administrators shall have the abilityto build incident templates, report on incidents, and launch incident notifications; (c) Incident Operators shall only have theability to launch or manage incidents; (d) IT Alerting Users shall have the ability to build, launch or manage incidents aswell as participate in an on-call schedule to receive IT outage notifications, and (e) Client shall be provided the number ofincident templates purchased pursuant to the Quote. “Incident Administrator” means an individual who is authorized byClient as an organizational administrator for the Incident Management or IT Alerting Solution. “Incident Operator” meansan individual who is authorized by Client as an operator of the Incident Management or IT Alerting Solution.

3. Secure Messaging. For Clients purchasing peer to peer secure messaging solutions (“Secure Messaging” ), Everbridgeshall comply with all applicable privacy laws, including the Health Insurance Portability and Accountability Act of 1996(“HIPAA” ), the Health Information Technology for Economic and Clinical Health Act (“HITECH Act” ), the Gramm-Leach-Bliley Act, and the Fair Credit Reporting Act, as applicable based on solution purchased. Any Business AssociateAgreement executed in connection with this Agreement shall be incorporated and made a part of this Agreement. Clientacknowledges and agrees that Secure Messaging solutions are intended to deliver non-critical, non-emergency messagesbetween users as a convenience to facilitate communications and are not intended for or suitable for use in situationswhere a failure or time delay of, or errors or inaccuracies in, the content, data or information provided through the servicescould lead to death, personal injury or property damage.

Non-Critical Messaging

1. If Client is using the solution to send non-emergency calls, text messages or emails to consumers, Client expressly agreesto comply with the Telephone Consumer Protection Act of 1991, including its implementing regulations, the CAN-SPAM Actof 2003, and any other similar laws and regulation (collectively, “Consumer Protection Law”). Client shall not violate theseor others applicable laws and warrants that it shall receive express consent from Contacts if its messages fall within theseConsumer Protection Laws. Client shall defend, indemnify and hold Everbridge harmless from any violation by Client ofConsumer Protection Law. Client further agrees that any marketing or sales related text messages will comply with thepolicies and guidelines of the Mobile Marketing Association found at http://mmaglobal.com/policies/code-of-conduct.

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EXHIBIT BIPAWS- CMAS/WEA Addendum

This ad d end u m is inc orporated by referenc e into the A greementas applic able bas ed on the partic u larprod u c ts ands ervic es d es c ribed on the Q u ote.

1 IPAWS Authorization: Client represents and warrants to Everbridge that any employee, agents, or representatives ofClient who access IPAWS-OPEN using Client’s credentials provided by FEMA (each, an “IPAWS User” ), are authorizedby FEMA to use IPAWS-OPEN, have completed all required training, and Client has executed an IPAWS Memorandumof Agreement (“MOA”) with FEMA. Client shall contact Everbridge immediately upon any change in Client or any IPAWSUser’s right to access IPAWS-OPEN. Client shall only access IPAWS-OPEN using its designated credentials and FEMAissued digital certificate (“Digital Certificate” ). Client acknowledges and agrees that Everbridge shall not have access toits credentials and that Client assumes full responsibility for maintaining the confidentiality of any credentials issued to it.Client shall be solely responsible for any and all claims, damages, expenses (including attorneys’fees and costs) thatarise from any unauthorized use or access to IPAWS-OPEN.

2. Credentials: Client shall load and maintain within its Everbridge account Organization, its Digital Certificate, COG ID, andCommon Name. Client authorizes and requests Everbridge to use the foregoing stored information to connect Client toIPAWS-OPEN.

3. Messaging: Client acknowledges and agrees that: (i) upon submission of messages to IPAWS-OPEN, Everbridge shallhave no further liability for the distribution of such message, and that the distribution through IPAWS-OPEN, including,but not limited to, delivery through the Emergency Alert System or the Commercial Mobile Alert System, is in no wayguaranteed or controlled by Everbridge; (ii) Everbridge shall not be liable as a result of any failure to receive messagesdistributed through IPAWS-OPEN; (iii) IPAWS may include additional features not supported through the Everbridgesystem, and Everbridge shall not be required to provide such additional features to Client; and (iv) Client shall be solelyresponsible and liable for the content of any and all messages sent through IPAWS-OPEN utilizing its access codes.

4. Term: Client acknowledges and agrees that access to IPAWS-OPEN shall be available once Client has providedEverbridge with the Digital Certificate and any other reasonably requested information to verify access to the system.Upon termination of the Agreement access to IPAWS-OPEN shall immediately terminate. In addition, Everbridge mayimmediately terminate, without liability, access to IPAWS-OPEN, if Client breaches this Addendum, the MOA, or FEMAchanges the IPAWS-OPEN system so that it materially change the business terms and/or feasibility for Everbridge toprovide such access.

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June 20, 2018 ACTION ITEM -K

SUBJECT: Review and Possible Approval of General Manager’s Review & Contract PETITIONER: Board Committee RECOMMENDATIONS: Approve

FISCAL IMPACT: $20,973.00 over the next year with $5,000 per year adjustments in subsequent years. BACKGROUND: At the February 13, 2018 board meeting a committee was designated to perform a review of the General Manager. The committee reviewed the NRECA compensation guide, met with the General Manager, reviewed past accomplishments, future goals, and completed the review in May 2018. The committee proposes that the General Manager receive a five (5) year contract and a salary of $180,000 with a $5,000 increase each year for the term of the contract following an acceptable performance review. PROPOSED MOTION: A motion to approve the General Manager’s review and contract as presented.

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MANAGEMENT CONTRACT

THIS AGREEMENT, made and entered into this 20th day of June, 2018, by and between

Overton Power District # 5, herein called OPD, and Mendis Cooper, herein called

MANAGER.

WITNESSETH THAT for and in consideration of the agreements herein contained, the

parties agree as follows:

This contract supercedes all previous agreements and understandings, whether written or

oral or any combinations. All such previous agreements and understandings regarding

the employment of this MANAGER shall be null and void.

CONSIDERATION:

The consideration for the execution of this agreement is the mutual covenants and

undertaking by the parties hereto.

TERM:

Upon approval of the Board, OPD hereby employs MANAGER as General Manager of

Overton Power District # 5. The term of this contract, shall be for five (5) years

commencing on the 1st day of June, 2018.

The term of this contract may be extended for additional periods of one (1) year by

resolution of the Board of Trustees, and the salary provided for herein may be adjusted by

said Board from time to time during the term of this contract or any extension thereof;

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ACCEPTANCE:

MANAGER accepts said employment and agrees to perform the duties of that

employment as set forth below.

DUTIES:

a) MANAGER shall operate and manage the electric distribution business of

OPD in an economical and efficient manner in accordance with the

policies of OPD, the By-Laws of OPD, the Statutes of the State of

Nevada, and all other applicable regulations and laws of the United States

and the State of Nevada, and the agencies thereof, and in accordance with

such directives that may be issued by the Board of Trustees.

b) MANAGER shall have control over all the properties and operation of

OPD. All plant and equipment shall be maintained in good and safe

condition at all times.

c) MANAGER shall each year prepare an annual budget for the next

calendar year to be submitted to the Board of Trustees of OPD for review

and approval. The budget shall cover all the needs in rates, operations,

maintenance and capital additions to the District. MANAGER shall be

empowered to purchase all needs of OPD within the limits of an approved

budget.

d) MANAGER shall keep, at the direction of the Board, OPD’s insurance

and bonding in compliance with Federal requirements and the

requirements of the Board of Trustees, whichever is greater.

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e) MANAGER shall be responsible for establishing manning requirements,

hiring all employees of OPD, overseeing training of employees and shall

have the right to discipline or discharge unsatisfactory or unneeded

employees, subject to policies of general application approved by the

Board of Trustees.

f) MANAGER shall be responsible for the keeping of a full and complete

accounting record in accordance with the federal regulations of the CFC

and other principal lenders.

g) MANAGER shall be responsible for preparing and submitting all reports

required by any and all agencies of the government of the State of Nevada

and the United States in a timely manner. MANAGER shall report to the

Board of Trustees during Board Meetings on operations, maintenance,

construction, safety and all other subjects the Board of Trustees may

request.

h) MANAGER shall devote full time to the management of the OPD and

shall not engage in other activities that would interfere with the proper

conduct of the business of the District. The MANAGER will fully

disclose to the Board all payments, fees, and remuneration paid to

MANAGER for his service on the Board of other organizations and will

not serve any organization whose goals and aims are not consistent with

the interests of the District.

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RESIDENCE OF THE MANAGER:

MANAGER shall maintain his residence in OPD’s operating area throughout the term of

this contract. The MANAGER shall not be entitled to any compensation or

reimbursement for relocation upon his termination of employment.

COMPENSATION, BENEFITS, EXPENSES:

a) OPD shall pay MANAGER an annual salary determined by the Board of

Trustees of one hundred eighty thousand, dollars ($180,000). This salary

will be paid in accordance with established pay periods of the District.

Such salary shall be increased by five thousand dollars ($5,000) annually,

each year during the term of this contract following an acceptable annual

performance review of the MANAGER by the Board of Trustees. Salary

adjustments may be based upon such factors as performance, longevity,

cost of living, comparative salaries, and the financial condition of the

District.

b) OPD shall provide a vehicle for business use of MANAGER at no cost to

MANAGER.

c) MANAGER shall be entitled to Holidays and other benefits generally

established by the District for other employees of OPD. A vacation in

accordance with a vacation program established by OPD may be taken to

the extent that it does not interfere with the MANAGER’S performance of

his duties. If such Holidays and vacation are not taken, MANAGER will

be compensated for unused vacation time in accordance with the current

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policies of OPD. At the time of retirement or termination, MANAGER

will be entitled to compensation for unused vacation and sick leave days in

accordance with the current policies of OPD.

d) MANAGER shall participate in the employee welfare and benefit

programs, including insurance and retirement, generally established for

employees of OPD.

e) Travel and other personal expenses of the MANAGER necessary to

conduct the business of OPD are authorized, provided such expenses are

supported in the usual manner and the necessity therefor established.

TERMINATION:

a) The Board may discharge the MANAGER only for reasonable cause

during the term of this agreement. In the event of discharge for reasonable

cause, the MANAGER shall receive only those benefits to which he is

entitled as a prior employee.

b) In the event of resignation by the MANAGER, six (6) months notice will

be given to OPD in writing, and MANAGER will not be entitled to any

additional compensation other than that earned up to the last day of

employment.

INCAPACITY OR DEATH OF MANAGER:

In the event MANAGER becomes mentally or physically incapacitated from

rendering services as MANAGER, his services shall be deemed to be terminated upon

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qualifications for NRECA’s disability insurance. MANAGER agrees to submit to a

medical examination on a timely basis if requested by the Board, and such examination is

to be paid by the District. Incapacity shall be determined by the Board of Trustees based

upon medical reports on the MANAGER’S condition and potential of recovery within a

reasonable time. In such event, MANAGER shall not be compensated for loss of

position as provided for above.

In the event of death of the MANAGER, all non-salary benefits for which the

MANAGER is entitled under the terms of this agreement at the time of his death, if death

occurs while still in the employ of OPD, shall be paid timely and directly by the District

to the MANAGER’S beneficiary designated by MANAGER.

NON-ASSIGNABILITY:

This agreement and all rights, duties or obligations which may accrue or have accrued

thereunder may not be assigned, pledged, transferred or hypothecated except with the

written consent of the other party.

MODIFICATION:

This contract may be modified only in writing executed by the parties hereto.

EFFECTIVE DATE:

This contract shall become effective as of the 1st day of June, 2018.

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IN WITNESS WHEREOF, the parties hereto have hereunto set their hands and affixed

the corporate seal this 20th day of June, 2018.

BY: __________________________Michael Fetherston, Chairman

ATTEST:

______________________________Michael Young, Secretary/Treasurer

______________________________Mendis Cooper, General Manager


June 20, 2018 ACTION ITEM - L

SUBJECT: Report and Discussion on Rate Design PETITIONER: Staff RECOMMENDATIONS: No recommendation, discussion only

FISCAL IMPACT: None

BACKGROUND: The Board of Trustees appointed a committee of three Trustees to work with staff and the Cooperative Finance Corporation (CFC) Rate Design team to discuss the Cost of Service Process results and rate design. The staff and committee met with the CFC rate design team and discussed various rate design concepts, including the timing of rate design implementation. This item is being brought to the full Board to report on those discussions and for further discussion on the concepts and timing of rate design issues. RECOMMENDATION: This item is for information and discussion only. No action will be taken.


June 20, 2018 ACTION ITEM - M

SUBJECT: Presentation and Discussion on Energy Choice Initiative (Ballot Question 3)

PETITIONER: Staff

RECOMMENDATIONS: No recommendation

FISCAL IMPACT: None

BACKGROUND: Staff has prepared an informative presentation on the effects of the Energy Choice Initiative (Ballot Question 3). A power point presentation will be given and following the presentation a question and answer / discussion period will be held. RECOMMENDATION: This item is for information and discussion only. No action will be taken.

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