September 25, 2019 VIA ELECTRONIC FILING Public Utility Commission of Oregon 201 High Street SE, Suite 100 Salem, OR 97301-3398 Attn: Filing Center RE: UPN ___ —PacifiCorp Notice of Property Disposition—Property Exchange

Agreement and Easement Under ORS 757.480(2), PacifiCorp d/b/a Pacific Power hereby provides notice of the company’s agreement to convey a property exchange agreement, a vested rights agreement, and a quit claim deed (collectively the Agreements) and one temporary construction easement (Easement) to the Utah Department of Transportation (UDOT) related to its Mountain View Corridor Project in Salt Lake County, Utah. Executed copies of the Agreements and Easement are provided in Attachment A and Attachment B, respectively. In January 2005, PacifiCorp entered into a Statewide Agreement for the Acquisition or Replacement of Utility Easements and Rights of Way with UDOT. Under the terms of the agreement, PacifiCorp will not charge UDOT for their right of way related needs; however, a vested rights agreement will be signed on any property transferred to UDOT which includes existing PacifiCorp facilities. The agreement also states that if UDOT requires relocation of any existing PacifiCorp facilities on the property in the future, UDOT will pay for all costs associated with the relocation, including the purchase of any additional property or easements. The fair-market value of the Agreements and Easement is $51,185. However, under the terms of the January 2005 agreement, UDOT will only pay for the Easement, which is valued at $14,483. PacifiCorp determined the value of the Easement by multiplying the area of land (11,298 square feet) by the land value ($5.50 per square foot). The Easement was discounted by an easement factor industry standard of 92 percent. The result was then multiplied by 2.9135 years, the anticipate duration of the easements. The total compensation agreed to for the Easements is $14,483 on a total-company basis, of which approximately $3,800 is allocated to Oregon. Providing the Agreements and Easement to UDOT will not interfere with PacifiCorp’s ability to operate its facilities or impede access to the company’s property. The public is not harmed because PacifiCorp will continue to be able to fulfill its obligation to provide safe, reliable electric service. Additionally, any future costs associated with UDOT’s need to relocate PacifiCorp’s facilities will be paid for by UDOT.

Public Utility Commission of Oregon September 25, 2019 Page 2 PacifiCorp respectfully requests that all correspondence and information requests regarding this matter be addressed to: By email (preferred): datarequest@pacificorp.com. By regular mail: Data Request Response Center PacifiCorp 825 NE Multnomah, Suite 2000 Portland, OR 97232 Please direct any informal questions with respect to this filing to Cathie Allen, Regulatory Affairs Manager, at (503) 813-5934. Sincerely, Etta Lockey Vice President, Regulation Enclosures

ATTACHMENT A

PACIFICORP PROPERTY EXCHANGE AGREEMENT VESTED RIGHTS AGREEMENT

QUIT CLAIM DEED

PROPERTY E C HANGE AGREEMENT BY D BETWEE

ROC KY MOU TAI POWER AN D

UTAH OEPARTME TOFTRA S PORTATIO

Project No.: Parcel o.:

UOOT Reference Parcel No.:

Pin 13149 S-0085(9)

0085:4014:3 lX 0085:7B:A

This Property Exchange Agreement ("Agreement") is entered into thi _r_:!__ day of 4H ·( , -;11 \~ 2'H"8", by and between Rocky Mountain Power, an unincorporated division of PacifiCorp ("Rocky

Mountain Power") and the Utah Department ofTransportation ("UDOT"). Rocky Mountain Power and UDOT are sometimes collectively referred to in this Agreement as the "Parties." The effective date ("Effective Date") of this Agreement shall be the last date signed by both of the Partie .

RECITALS

A. Rocky Mountain Power owns a parcel of property identified by UDOT as Parcel 7B:A located in Salt Lake County held for purposes in connection with its electrical uti lity operations. This parcel is described as attached hereto in Exhibit "A" and by this reference incorporated herein.

8. UDOT desire lo acquire parcel 7B:A to accommodate a certajn project referred to by UDOT as PIN 13149, Project No. S-0085(9).

C. Rocky Mountain Power agrees to convey fee title for parcel 7B:A to UDOT in exchange for a vested rights agreement for I 00% reimbur ement for fu ture utility relocations caused by UDOT's highway projects. The vested rights agreement is attached a Exhibit "B" and by this reference incorporated herein.

NOW, T HERFORE, in exchange of the mutual promises and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged and received , the Partie agree to the following terms and conditions:

I. Property Transfer and Vested Rights Agreement. Rocky Mountain Power agrees to convey parcel 7B:A in Exhibit "A" to UDOT by quit claim deed in exchange for a vested rights agreement for said parcels in substantially the same form a the vested rights agreement attached as Exhibit "B."

2. Title and Permitted Exceptions.

(a) Rocky Mountain Power Property. Within thirty (30) days fo llowing the Effective Date, UDOT shall obtain its own preliminary title commitment for parcel 3. UDOT shall have thirty (30) days after the receipt of the preliminary title commitment to provide any written objections to any matter set forth on Schedule B to the commitment. Matters to which UDOT does not object shall be deemed "Permitted Exceptions." If UOOT object to any matter set forth in Schedule B of the preliminary title commitment, Rocky Mountain Power shall use reasonable efforts to remove such exceptions provided that Rocky Mountain Power shall not have any obligation to expend any money to remove any exceptions and if uch exceptions cannot be reasonably removed prior to closing UDOT's so le remedy shall be termination of this Agreement or file a condemnation action.

(b) AS JS Purchase. UDOT acknowledges and agree that parcel 3are being acquired in "AS IS" condition, WITH ALL FAULTS, IF A Y, ANO WITHOUT ANY WARRA TY, EXPRESS OR IMPLIED, and UOOT assumes all liabilities related to the property except as expressly provided in this Agreement. Rocky Mountain Power nor any of its agents, representatives, or employees have made any repre entations or warrantie . direct or indirect, oral or written, express or implied, to UDOT or its agents with respect to the condition of the property, its fitness for any particular purpose. or its compliance wi th any laws, and UDOT is not aware of and do not rely upon any such representation of any other person. The Parties acknowledge that, prior to the closing date, (i) UDOT and its agents haJI have had the right and opportunity to enter the properties and to conduct and carry out any and all inspections, tests and studies as they have deemed appropriate in connection with the acq uisition of the properties, including, wi thout limitation, the condition of so il s and sub urfaces, and the status of all zoning, permitting and other entitlements relevant to the use and contemplated use of the propertie , (ii) UOOT shall have had a full and complete opportunity to satisfy itself with respect to, and it has approved, all matters relating to the properties; and (iii) UDOT has the opportunity to review the re pective property documents and ask questions and satisfy it elf with re pect to any issues related to such documents.

3. Inspection and Envi ronmental Review: UDOT shall have a thirty (30) day period beginning on the Effective Date (the "Due Diligence Period") to inspect and conduct environmental reviews of the respective property it receive under thi Agreement. Prior to the end of the Due Diligence Period, each Party shal l have the right, in it olc discretion, to tenninate this Agreement by giving wri tten notice to the other Party that it is not atisfied with the condition of the property to be received. Rocky Mountain Power grants UDOT a license to enter upon the property to conduct surveys, environmental assessments, site analysi , soils tests, engineering studies and other investigations during the Due Diligence Period. UDOT agrees to repair any damage to Rocky Mountain Power's property arising from the exercise of the rights con ferred by this Section and to indemni fy and hold Rocky Mountain Power free and harmles from any cost, expense, damage, li abi lity or claim ari sing out of the negligence or other fault of UDOT with respect to the rights to inspect and review conferred by this Section.

4. Rocky Mountain Power Covenants. Representations and Warranties. Rocky Mountain Power docs hereby covenants, represents, and warrants (which is deemed restated and remade as of closing) as follow :

(a) Title. Rocky Mountain Power has good and marketable fee simple title to parcel 3.

(b) Pending Assessments. Rocky Mountain Power has no knowledge nor has received any notice of any pending proceeding for the imposition of any special as essment, or the fonnation of a special asse sment district which would affect in any manner any portion of parcel 3.

(c) o Litigation or Other Breach. Rocky Mountain Power has no knowledge of any litigation, administrative or other proceeding, order or judgment is pending or outstanding, or, threatened against or relating to any portion of parcel 3.

(d) Land Use Restrictions. Rocky Mountain Power has no knowledge nor has received any notice that any governmental or quasi-governmental agency i contemplating, has initiated, or has in place any land use regulation or other restriction which would detrimentally affect the development or operation of parcel 3as contemplated in this Agreement.

(e) Compliance with Laws. Rocky Mountain Power has no knowledge nor has received any notice that parcel 3, and every portion thereof, is not in full compliance with all building, environmental, land use, health, insurance and other applicable laws governing the use and operation thereof, nor does there exist any facts or circumstances which with notice or the passage of time would constitute such a violation.

(f) Authority. Rocky Mountain Power has the right, power and authority to execute, deliver and perfonn this Agreement. The individuals executing this Agreement for Rocky Mountain Power represent and warrant that they have the power and authority to do so, and to bind Rocky Mountain Power to this Agreement.

5. UDOT Covenants, Representations and Warranties. UDOT does hereby covenants, represents, and warrants (which is deemed to be restated and remade as of closing) that it has the right, power and authority to execute, deliver and perfonn thi s Agreement. The individuals executing this Agreement for UDOT repre ent and warrant that they have the power and authority to do so, and to bind UDOT to this Agreement.

6. Closing. Closing shall occur on or before December 31, 2018, at the offices of a title company, which is on UDOT's approved list, approved by Rocky Mountain Power, and located in Salt Lake City, Utah on a date and at a time mutually convenient to the Parties, unless the Parties agree to extend the closing date. Each Party shall deposit with the closing office, on or before the time set for closing, all necessary executed documents, and shall do all other acts necessary for the closing.

7. Title Insurance; Closing Costs. At closing Rocky Mountain Power shall deliver to UDOT (at UDOT's expense) a standard ALTA policy of title insurance on the Rocky Mountain Power property in the amount of its fair market value. UDOT shall pay all closing costs and fees associated with this transaction. Rocky Mountain Power shall pay the fu ll amount of all real estate taxe and assc sments, if any, due on the property to be conveyed to UDOT. Real estate taxes and assessments for the current year shall be prorated to the closing date.

8. Commis ions. Each Party represents and warrants that it has not entered into any contracts with any broker or finder, nor has it obligated itself to pay any real estate commissions or finder's fees on account of the execution of this Agreement or the close of the transaction contemplated hereby. Based on such representations and warranties, the Parties agree to pay any amount owing by that Party which arise on account of any claim that real estate commissions or finder's fees are payable as a result of the actio ns of that Party, and to hold the other harmless therefrom.

9. oticcs. otice made or given by tlhe Parties must be in writing and may be served persona ll y or by depositing the same in the United States mail, postage pre-paid, or by another commercially recognized means of delivery, addres ed as fo llows:

RMP: Rocky Mountain Power RIE Transactions Services 1407 W. orth Temple, Suite 110 Salt Lake City, Utah 84 1 I 6 Attn: Transaction Services

With a copy to: Rocky Mountain Power Legal Dept. 1407 W. North Temple, Suite 320 Salt Lake City, Utah 841 16 Attn: Legal Dept.

UDOT: Utah Department of Transportation Right of Way Division 4501 South 2700 West PO Box 148420 Salt Lake City, Utah 84114-8420

With copy to: Utah Department of Tran portation Legal Department 4501 South 2700 West PO Box 148455 Salt Lake City, Utah 841 14-8455

otices shall be deemed effective upon the receipt thereof.

11. Survival. All covenants, representations and warranties contained in this Agreement hall survive any expiration or termination of this Agreement and shall not merge into any deed

delivered and accepted upon the closing of the transaction herein contemplated.

12. Miscellaneous. The terms, covenants and conditions herein contained shall be binding upon and inure to the benefit of the heirs, successors, transferees and assigns of the Parties. o Party shall assign thi Agreement or any rights hereunder to anyone except with the prior written consent of the other Parties, which consent shall not be unreasonably withheld. This Agreement

4l 'age

constitutes the entire Agreement among the Parties with respect to the subject matter hereof and may only be modified by a subsequent writing duly executed by the Parties. Time is expressly made of the essence of each and every provision of this Agreement. This Agreement shall be interpreted and construed u ing only the contents hereof, and there shall be no presumption or standard o f construction in favor of or against any Party. This Agreement shall be construed and enforced in accordance with, and governed by, the laws of the tate of Utah.

13. To the fullest extent permitted by law, Rocky Mountain Power and UDOT each waives any right it may have to a Lrial by jury in re pect oflitigation directly or indirectly arising out of, under or in connection with this easement. Rocky Mountain Power and UDOT further waives any right to consolidate any action in which a jury trial has been waived with any other action in which a jury trial cannot be or ha not been waived.

IN WIT ESS WHEREOF, this Agreement has been executed as of the date first above written .

PACIFICORP, AN OREGON CORPORATION d/b/a ROCKY MOUNTAIN POWER

Date:

UTAH DEPART M E T OF TRANSPORTATION

By: /fvv~-!~/h1--/ I

Title: /),r _,Jz, . ~2J ~ ( lJ/J Date:

SI Page

EXHIBIT A

A tract ofland situate in the Wl /4 El /4 and the SWl/4 El /4 of Section 23, T. IS. , R. 2 W.,

S.L.B. & M. The boundaries of sajd entire tract of land are described as fo llows:

Beginning al poi mt in the northerly right of way line and non-access line of said highway known

as Project o. MP-0182(6), which point is 1,674.30 ft. N. 89°3 'JO" W. along the cast-west quarter

section line of said Section 23 and 96.30 ft. . 00° 19'58" E. from the East Quarter Corner of said

section: and running thence S. 83°00'48" W. 266.46 ft. along said northerly right of way line and

no-access line to the beginning of a 7.50-foot radius curve to the right (Note: center bears

06°59' I 2" W.); thence westerly along said curve 4.30 ft. through a delta of 32°51' I 8" (Note: chord

to said curve bears . 80°33'33" W. 4.24 ft.) along said northerly right of way line and no-access

line; thence . 04°06'32" E. 22.39 ft.; thence . 00°21'24" E. 1,309.19 ft.; thence . 00° 15'17" E.

676.42 ft. to the southwesterly right of way line and no-access line of said highway and a point in

a 965.00-foot radius curve to the right ( ote: center bears S. 39°24'5 I" W.); thence southeasterly

along said curve and said southwesterly right of way line and no-access line 439.26 ft. through a

delta of 26°04'49" (Note: chord to said curve bears S. 37°32'44" E. 435.47 ft.); thence S. 00° 19'58"

W. 9.05 ft . to a westerly right of way line and non-access line; thence S. 65°59'04" W. 27.33 ft .

along aid westerly right of way line and non-access line; thence S. 20°21 '25" E. 70.47 ft. along

said westerly right of way line and non-access line; thence S. 00° 19'58" W. 1,544.70 ft. to the point

of beginning. The above described tract ofland contafos 491,749 square ft. in area or 11 .289 acres,

more or less.

6 I 1 age

WHEN RECORDED, RETUR TO: Rocky Mountain Power

Property Management Department

Attn: Lisa Louder/Mailia Lauto'o 1407 West orth Temple

SaJt Lake City, UT 84140

When Recorded Return to: Utah Department of Transportation Right Of Way Box 148420 Salt Lake City, UT 84114

VE TED RIGHT AGREEMENT

Project No. S-0058(9) Pin No. 13149

Parcel o. 4014:3 lX UDOT Reference Parcel o. 0085:7B:A

Thjs Vested Rights Agreement (the "Agreement") is entered into this ? ,...) day of 4> ( , 201.i_, by and between PacifiCorp, an Oregon corporation, d/b/a/ Rocky Mountain Power ("Rocky Mountain Power") and the Utah Department of Transportation, an agency of the State of Utah ("UDOT").

RECITALS

A. Rocky Mountain Power has acquired various real property rights for utility facilities hereinafter referred to as "Utility Rights."

B. UDOT desires to construct or enlarge or ha constructed a state highway referred to as Mountain View Corridor with a project reference of Pl 13149, Project o. S-0085(9). The highway project will encroach on the Utility Rights and may require the relocation of certain facilitie and structures owned by Rocky Mountain Power within UDOT's expanded highway right-of-way.

C. Rocky Mountain Power has agreed to quitclaim, without warranty, all of its right, title and interest in and to its Utility Rights within UDOT's highway right-of-way, by separate document, subject to and condi tioned upon the terms and condition set forth in that certain agreement entered into between the parties on the 19th day of January, 2005, entitled "Statewide Agreement for the Acquisition or Replacement of Uti lity Ea ement and IUghts of Way" and such other tenns and conditions as set forth herein. The Utility Rights to be quitclaimed to UDOT are detailed in Exhibit A.

NOW, T HEREFORE, for good and valuable consideration, the receipt and

sufficiency of which is hereby acknowledged and received, the parties agree as follows:

I. Rocky Mountain Power hereby quit claims to UDOT all right, title, and interest in

and to the Utility Rights, subject to and conditioned upon the ten11s and condition et forth herein; provided, however, that in the event any th ird party has an interest in the Utility Rights to be acquired by UDOT through Rocky Mountain Power (i.e., secondary lease, property lease or land use agreement). UDOT shall first compensate such third party for the value of the interest taken with respect to such third party or shall subordinate its interest to such third party.

2. Rocky Mountain Power shall have the continued and perpetual right to access, operate, maintain, repai r, inspect, relocate, and replace its electric power lines, including all other appurtenant structures, anchors, and equipment. including communication circuits, fibers , cables, and related equipment and such equipment or similar equipment that may be installed by Rocky Mountain Power or its licen ees and assign , and to maintain the area free from any and all hazards, including trees and vegetation, structures, and injurious uses, without payment to UDOT; provided, however, that Rocky Mountain Power or its licensees shall be required to obtain such permits and other approvals as may be required by federal or state statute and UDOT's rules.

3. UDOT shall not plant, or permit any other governmental enti ty to plant, any species of trees or other vegetation that will grow lo a height greater than twelve ( 12) feet within the area described in Exhibit A.

4. Rocky Mountain Power shall have the continued right for itself and its licensees, successors and assigns, of rea onable access to and from the state highway to repai r its facilities, subject to the provisions of Utah Admin. Code R930-7 and other relevant UDOT rules or permit instruction , but without prior pennission in the event of an emergency or equipment failure or other failure resulting in an outage. However, Rocky Mountain Power must contact UDOT concerning the emergency entry upon the UDOT right of way.

5. UDOT agrees to reimburse Rocky Mountain Power for I 00% of any future relocation or modification to Rocky Mountain Power's facilities, and those of it licensees, as may be required by any highway authority havingjuri diction for the use, alteration, or operation of the state highway. UDOT represents that it agree to this provision because any future relocation will involve ei ther Rocky Mountain Power's surrender of an easement for which it is entitled to full reimbursement or a permit that had been given to Rocky Mountain Power in exchange for an easement or other real property interest, and, therefore, that permit should be treated , for purpo es of reimbursement only, as an casement.

6. To the fullest extent permitted by law, each of the parties hereto waives any right it may have to a trial by jury in respect of litigation directly or indirectly arisi ng out of, under or

in connection with this agreement. Each par ty further waives any right to consolidate any action in which a jury trial has been waived with any other action in which a jury tria l

cannot be or has not been waived.

2 I r a g e

rN W ITNES W HEREOF, the parties have executed this Vested Right Agreement as of the date first written above.

STATE OF ul-o-Jh ) : SS

COUNT Y OF ~\~~

Pacifi orp, an Oregon corporation d/b/a Rocky Moun tain Power

~t__LJ-~~ By: Curti Man fi Id rts: Vice President T&D Operations

On the J1.. day o f J...l~Q.L,t\. , 2019, personaJly appeared before me Curtis Mansfield, who being duly worn did say that he/she is Vice President T&D Operations of PacifiCorp, an Oregon corporation, d/b/a Rocky Mountajn Power and that the within and foregoing instrument was signed by authority of aid corporation and said Vice President T&D Operations duly acknowledged to me

that aid corporation executed the same. u d I . .

~ ~~ "\]r=5P°

r - - - -- - ,;.;; P\.balc - , '® •WUALAUTO'O I I ' ~0::~':. I FlllNSY 17, ID20 I I ' ~ State of Utah .a a.-----------

3 1Page

tab Departmen t of Transportation

STATE OF UTAH ) COUNTY OF SALT LAKE )

By ( J ~ - /-<.) A s·t<' " r\..H' t Its: Director/Deputy Director of Right of Way

On the _d day of /IP~1L- , 20 19, personally appeared before me Crf-~t,e.S A- . S~~~l&'" UOOT () 113.£ <:, r-z:;;>/2- , the signer(s) of this

Ea ement Agreement for UDOT who duly acknowledged to me that they executed the same.

41 Page

Exhibit "A"

Utility Rights lo be quitclaimed to UOOT

A par cel of land in Salt Lake County, ta te of Utah, to-wit:

A parcel of land in fee fo r construction of the highway known as Mountain View Corridor, being part of an entire tract of property situate in the W 114 E l /4 of Section 23, T. IS., R.2W., S. L. B. & M. The boundari es o f said parcel of land are described as follows:

Beginning al a point which is 1,674.30 feel N.89°38' l O"W. along the east-west quarter section line

and 1,641.00 feet .00° 19'58"E. and 70.47 feet N.20°2 l '25"W. from the East Quarter Comer of said Section 23, aid point i also approximately 522.45 feet radially di stant westerly from The Mountain View Corridor Right of Way Control Line opposite engineer station 19 11 +53.65; and running thence northwesterl y 74.79 feet along the arc of a 415.00- foot radius curve to the left , through a delta o f l 0° 19'3 l " ( ote: Chord to said curve bears .25°31'11 "W. for a distance of

74.69 feet) to a point approximately 556.35 feet radially distant westerl y from aid control line opposite engineer station 19 12+24.00; thence S.59° 19'04"W. 9.94 feet to the beginning of a 925.00-foot radius non-tangent curve to the left (Note: Radius bears S.61 °25 '34"W) at a point

approximately 564.78 feet rad ially distant westerly from said control line opposite engineer station

19 12+ 18.43; thence northwesterl y 50.00 feet along the arc of said curve through a delta of 03°05'49" (Note: Chord to said curve bears N. 30°07'2 l "W. for a di stance of 49.99 feet) to a point approximately 590.75 feet from said control line opposite approximate engineer station 19 12+63.77; thence .58° l 9'44"E. 10.00 feet to the beginning of a 935.00-foo t radius non-tangent curve to the left ( ote: Radius bears S.58° l 9'44"W.) at a point approximately 582 .33 fee t radially

di stant westerly from said control line opposite engineer station 19 12+69.50; thence northwesterly 283.96 feet along the arc of aid curve through a delta of 17°24'04" (Note: Chord to said curve bears .40°22'1 S"W. fo r a distance of 282.87 feet) to a point approximately 767.46 feet radiall y distant westerly from said control line opposite engineer station 19 14+90.89; thence N.00° I 5'17"E. 39. 1 I feet to the beginning of a 965.00-foot radius non-tangent curve to the right (Note: Radius bears S.39°24'5 I "W.): thence southeasterl y 447.50 fee t along the arc of said curve through a delta of 26°34'1 I" (Note: Chord to said curve bears S.37° I 8'03"E. for a distance of 443.50 feet); thence S.65°59'04"W. 3 I. I 0 feet to the point of beginning as shown on the official map of said proj ect on file in the office of the Utah Department o f Transporta tion. The above described parcel ofland contains 13, 346 square feet in area or 0.306 acre, more or less.

( ote: All bearings in the above descri ption match highway bearings.)

si r Jge

WHEN RECORDED, MAIL TO: Rocky Mountain Power Property Management Department Attn: Lisa Louder/Mailia Lauto'o 1407 West North Temple, Suite 110 Salt Lake City, Utah 84116

WITH A COPY TO: Utah Department ofT ransportation Right of Way, Fourth Floor Box 148420 Salt Lake City, Utah 84114-M20

QUITCLAIM DEED (Limited Access)

(Salt Lake County}

Tax ID No.

PIN No. Project No. Parcel No.

14-23-251-019 14-23-201-004

13149 S-0085(9) 0085:7B:A

Rocky Mountain Power, an unincorporated division of PacifiCorp, an Oregon corporation, its successors and assigns, successor in interest to Utah Power & Light Company, GRANTOR, hereby QUITCLAIMS, without warranty of any kind, to Utah Department of Transportation, GRANTEE, for the sum of TEN DOLLARS ($10.00) and other good and valuable consideration, the following described parcel of land in Salt Lake County, State of Utah, to-wit:

A parcel of land in fee for construction of the highway known as Mountain View Corridor, being part of an entire tract of property situate in the NW1/4 NE1/4 of Section 23, T.1S., R.2W., S.L.8. & M. The boundaries of said parcel of land are described as follows:

Beginning at a point which is 1,674.30 feet N.89°38'10"W. along the east-west quarter section line and 1,641.00 feet N.00°19'58"E. and 70.47 feet N.20°21'25"W. from the East Quarter Comer of said Section 23, said point is also approximately 522.45 feet radially distant westerly from The Mountain View Corridor Right of Way Control Line opposite engineer station 1911 +53.65; and running thence northwesterly 74.79 feet along the arc of a 415.00-foot radius curve to the left, through a delta of 10°19'31" (Note: Chord to said curve bears N.25°31'11"W. for a distance of 74.69 feet} to a point approximately 556.35 feet radially distant westerly from said control line opposite engineer station 1912+24.00; thence S.59°19'04"W. 9.94 feet to the beginning of a 925.00-foot radius non-tangent curve to the left (Note: Radius bears S.61°25'34"W) at a point approximately 564.78 feet radially distant westerly from said control line opposite engineer station 1912+18.43; thence northwesterly 50.00 feet along the arc of said curve through a delta of 03°05'49" (Note: Chord to said curve bears N. 30°07'21"W. for a distance of 49.99 feet} to a point approximately 590.75 feet from said control line opposite approximate engineer station 1912+63.77; thence

OQUIRRH-TERMINAL RELOCATION I UDOT MOUNTAIN VIEW CORRIDOR

PAGE2 PIN No.

Project No. Parcel No.

13149 S-0085(9} 0085:7B:A

N.58°19'44"E.10.00 feet to the beginning of a 935.00-foot radius non-tangent curve to the left (Note: Radius bears S.58°19'44"W.} at a point approximately 582.33 feet radially distant westerly from said control line opposite engineer station 1912+69.50; thence northwesterly 283.96 feet along the arc of said curve through a delta of 17°24'04" (Note: Chord to said curve bears N.40°22'18"W. for a distance of 282.87 feet} to a point approximately 767.46 feet radially distant westerly from said control line opposite engineer station 1914+90.89; thence N.00°15'17"E. 39.11 feet to the beginning of a 965.00-foot radius non-tangent curve to the right (Note: Radius bears S.39°24'51"W.}; thence southeasterly 447.50 feet along the arc of said curve through a delta of 26°34'11" (Note: Chord to said curve bears S.37°18'03"E. for a distance of 443.50 feet}; thence S.65°59'04"W. 31 .10 feet to the point of beginning as shown on the official map of said project on file in the office of the Utah Department of Transportation. The above described parcel of land contains 13, 346 square feet in area or 0.306 acre, more or less.

(Note: All bearings in the above description match highway bearings.)

To enable the Utah Department of Transportation to construct and maintain a public highway as freeway as contemplated by Title 72, Chapter 6, Section 117, Utah Code Annotated 1998, as amended, the limited access highway facility that will comprise of frontage roads and adjacent lands between the frontage roads for a future limited access highway, the Owners of said entire tract of property hereby release and relinquish to the Utah Department of Transportation any and all rights of ingress and egress from Owner's remaining property adjacent to the land, which consists of the limited access highway facility, conveyed to the Utah Department of Transportation.

OQUIRRH-TERMINAL RELOCATION I UDOT MOUNTAIN VIEW CORRIDOR

PAGE3 PIN No.

Project No. Parcel No.

13149 S-0085(9) 0085:7B:A

IN WITNESS WHEREOF, said Grantor has caused its corporate name and seal to be hereunto affixed by its duly authorized officers, this J...1. day of !-{ 4\ e.c..~ , A.O., 20J_Cf

Rocky Mountain Power, an unincorporated division of PacifiCorp, Successor in Interest to Utah Power & Light Company

By:i:'dair:P Its: Vice President T&D Operations

STATE OF UTAH ) )ss.

County of Salt Lake )

On the Lff!ay of !\(µY'~ , 201[t, personally appeared before me Curtis Mansfield, who being by me duly sworn, did say that he is the Vice President T&D Operations of Rocky Mountain Power, an unincorporated division of PacifiCorp, Successor in Interest of Utah Power & Light Company, and that the foregoing instrument was signed in behalf of said corporation by authority of a resolution of its Board of Directors, and the said Vice President T&D Operations duly acknowledged to me that said corporation

executed the same. {) /) rJ / .. f(i)ll~-~1 ~L~~ I "' flllnmy t.,,lr' I (_.,.NOTARY PUBLIC &.. - - - - -1!!1!.°'-IAI_!: _.I

MyCommissionExpires: F.elo~ \1, ~

Prepared by: (RMB) Meridian Engineering, Inc. 20P 5-7-2018

OQUIRRH-TERMINAL RELOCATION I UDOT MOUNTAIN VIEW CORRIDOR

ATTACHMENT B

PACIFICORP EASEMENT

WHEN RECORDED, MAIL TO: Utah Department of Transportation Right of Way, Fourth Floor Box 148420 Salt Lake City, Utah 84114-8420

WITH A COPY TO: Rocky Mountain Power Real Estate Services/Mailia Lauto'o 1407 West North Temple, Suite 110 Salt Lake City, Utah 84116

Temporary on truction Acee Agreement

Tax ID No: PIN No.

Project No: Parcel No:

14-23-251-019 131 49

S-0085(9) 0085:7B:E

This RJGHT F NTRY AGRE M NT ("Agreement"), dated 41,..:/ 3 , 20_[!, is by and between Rocky Mountain Power, an unincorporated division of Pacifi orp(iic n or") and Utah D partment ofTransportation, an agency of the State of Utah whose addre i 4501 outh 2700 Wet,

alt Lake ity, UT 84114-8420 ("Licen ee").

RE ITAL

A. Licen or own a certain pare 1 of land ("Property") locat d in alt Lake ounty and mor particularly de cribed in xhibit "A", attached hereto and by this reference made a part hereof, which land is utilized by Licen or for the u e, operation, and maintenance of large, high voltage electric tran mis ion lines, substations and other similar or related utility purpose .

B. Licen ee de ire and Licen or i willing to allow Licen ee and it elected contractor( ) access to the Property for the purpo e of taging activitie (the "Work"), ubject t the restriction and limitation contained h rein. The Work area i more particularly de cribed in xhibit "B", attached hereto and by this reference made a part hereof.

A REM

OW T REF , for good and valuable con ideration, th r ceipt and ufficiency of which are hereby acknowledged, the parties agree as follows:

1. Right of ntry. icen or hereby grant to Licensee, and to icen ee ' s contractors, ubcontractor , and agents (for purpo es of thi agr ement, Licensee and it contractor , subcontract r ,

and agent , if any, shall b referred to a "Licen ee"), the right to ent r the Property for the ole purpo e of conducting it Work on th Property. Licensee shall trictly comply with any rea onable in tructions, direction or restrictions promulgated by Licensor. Thi right of entry hall expire three (3) year from

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the date of execution. Licen e hall be re ponsible and liable for the action and inaction of it contractors and agent hereund r a if Licen ee were performing th am .

2. ompliance with Law. In the pro ecution of the Work, Licen e hall secure, at it expense, any and all nece sary permits and hall comply with all applicabl fi d ral, state and local law , regulation and enactm nt applicable to the Work. All Work shall be perform din a workmanlike manner and in compliance with all applicabl indu try tandards. Licen ee hall p rform and stage construction o as to en ure the afety of: (a) Licen e ' agents and employee ; (b) any and all Lie n or operations conducted on the Property; (c) urrounding property owners; and (d) th public in general.

3. Licen or Operations. Licensee hall n t make or allow to b made any u e of the Property that is incon i tent with, or unrea onably interferes in any manner with Licen or' operation, maintenance or repair of Licen or' s xi ting in tallations or additional facilities or improvements con tructed after th granting of this right of entry, including, without limitation, electric tran mi ion and distribution circuit that cro over or above the property a herein de cribed.

4. (a) Pow r Lines. Licen ee hall not u e or permit to be u ed on the Property, con truction crane or other equipment that violate , 0 HA or tah High Voltage Act clearance tandards. Licen ee ball not excavate within 50 feet of Licensor' s tran mi ion tructures nor pla e

any temporary spoil within a thirty (30) foot radial clearance from any overb ad power line unless otherwi e approved by Licen or in writing in advanc . The torage of hazardous materials or refueling of vehicle/equipment is prohibited within the Prop rty. t no time hall Licen ee transport or place materials or equipment of any kind that exceed fourteen (14) feet in height, or that create a material ri k of endangering Licen or facilitie , or that po e a ri k to human afi ty, under or adjacent to any overhead power line. At no time hall Licensee operate any equipment or vehicle exceeding fourte n (14) feet in height under or adjacent to any overhead power line; forth rmor , any vehicle or equipment exc eding fourteen ( 14) feet in height during operation hall maintain a twenty (20) foot radial clearance from any overhead pow r line. Licensee s use of the Property shall comply with , 0 HA and

tah High Voltage Act afety clearance standard

DU Tower oles.

(i) Materials, upplie , or quipment of any kind may not b tock-piled, parked, or stored within five (5) feet of the tower or pole or in uch proximity to aid towers that th y would block acce to any overhead power line.

(ii) o vehicle or equipment may be left unattended for any reason within ten (10) feet of Licen r ' tower or in uch proximity to aid towers that th y would block acce to any overhead power line.

(iii) o re-construction, op rational or maintenance activities, vehicles, equipment, material , uppli , warning barrier , tockpile , earth, spoils, etc. may b u ed within th Property that will provide a platform for per ans to climb the tower or p le or provide access within the minimum clearance tandard e tablished by the ational lectric afety de.

5. Co t of on truction. Licen ee shall b olely re ponsible for any and all co t in urred with re pect to the Work, and hall maintain the Property free from lien or other encumbrance a ociated with the Work.

6. afety. afety of personnel, prop rty Licen or op ration and th public i of paramount importance in th pro ecution of the Wark. Licen e shall keep all Work locations in the

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Property free from safety and health hazards and en ur that it mployee ar competent and ad quat ly trained in all afety and health a peels of the Work. Licen e shall have proper first aid upplies available on the job ite o that prompt fir t aid ervi e can be admini ter d to any p r on injured on th job ite. Licensee hall promptly notify Licensor of any HA reportable injuries arising during the Work. Licensee shall have a non-delegable duty to control it employee while on th Property to en ure that uch employe do not u , are not under the influence of, and do not have in their possession, any alcoholic beverage, drug, narcotic or other ub tanc that may inhibit the afi p rformance of the Work.

7. ucce or and a ign hereby agree to indemnify, Licen or, affiliated compani , officer , director , hareholder , agent ,

employees, ucce or , and as igns, (the "Indemnified Partie ") from and again t any and all third party liens, encumbrance , co t , demands, claims, judgment , and/or damage cau ed by or arising out of (i) the acts and omi ion of icen ee and its agents , ervant , employe , and/or ontractor ; (ii) the u of the License Area by Lie n e, its agents, ervants, employees, or contractor ; and (iii) any work performed in the License Area by Licensee or its succ ors or a igns, and their agent , ervants,

mployees, consultant and/or contractors. The term and condition of this provi ion hall remain effective after the expiration or termination of thi Agr ement, o long a thee ent for which the indemnification i applied occurr d prior to uch expiration or termination. The indemnification pro ided herein hall not extend to any claim , damage or judgments to the extent caused by Licen or, its employee , agent or contractor . The provi ion of thi paragraph are not a waiver of the protection of the Utah Governmental Immunity Act.

8. In urance. Without limiting any liabilitie or any oth r obligation of Licen e, Licen e shall , prior to commencing Work, use or occupancy of the premi e ecure and continuou ly carry with in urer having an AM. est Insurance Report rating of A-:VII or better or through a program of elf­in urance uch in urance as will protect Licen ee from liability and claim for injurie and damage which may ari e out of or re ult from Licen ee ' operations under the ontract and for which Licen ee may be legally liable, whether uch operation are by Licen ee or by anyone dir ctly employed by any of Licen ee or by anyone for who e acts may be liable with minimum coverage and limit a et forth below:

Workers ' omp n ation. Licensee hall comply with all applicable worker 'compen ation law and hall furnish proof ther of atisfactory to Licen or prior to commencing Work, u e or occupancy of the premi es.

Employers ' Liability. Licen ee shall maintain employers ' liability insurance with limits not le s than 1,000,000 each accident, 1,000,000 di ea e each employee, and 1,000,000 di ea e p !icy limit

ommercial eneral Liability. Licen ee hall maintain commercial general liability insurance on th most recently approved I 0 policy form, or it equi a lent, written on an occurrence ba i , with limit not le s than 1,000,000 per occurrence/ 2,000,000 general aggr gate.

Bu ines Automobile Liability. Licen ee hall maintain bu ine automobile liability insurance on the most recently approved I 0 policy form, or it equivalent, with a minimum ingle limit of

1,000,000 each accident for b dily injury and property damage.

Umbrella or xce Liabilitv. Licen ee hall maintain umbrella or xce liability insurance with a minimum limit of 5,000,000 each occurrence/aggregat where applicable on a following fonn basi to be exce of the insurance coverage and limit required in employer 'liability insurance, commercial general liability in urance and bu ine aut m bile liability in uranc above.

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ompany doe not repr ent that the in urance coverages pecified herein (wheth r in cope of coverage or amount of coverage) are adequate to protect th obligations of Licen ee, and Licen ee hall b olely responsible for any defici ncie thereof.

To the extent of Licen ee' n gligent act or omis ion all polici required by thi ontract hall include: (i) provisions that such in urance i primary insurance with re p ct to the intere ts of ompany and that any other in urance maintained by Company (including elf-in urance) i excess and not contributory insurance with the in urance r quired hereunder; and (ii) provi ion that the policy contain a cross liability or everability of interest clau e or endor ement in the commercial general liability and automobile liability coverage. nle prohibited by applicable law, all required insurance policies (except profe ional liability) shall contain provi ion that the in ur r will have no right of recovery or subrogation against ompany, its parent, divi ion , affiliates, ubsidiary companies co-le se or co-venturer agent , directors, officers, employees, ervants, and in urer , it being the intention of the Partie that the insurance a effected shall protect all of the above-r fer need entities evidenced by waiver of subrogation wording.

certificate of in urance hall b fumi hed to Company confirrning the i uance of such insurance prior to commencement of Work by Licen ee. hould a lo ari e during the term of the ontract that may give ri e to a claim again t Licensee and/or ompany a an additional insured, Licen ee hall d liver to ompany (or cau e to be delivered to ompany) certified copies of such insurance policie . icen ee hall not cancel or r duce limit of liability without (i) ten (10) calendar day prior written otice to ompany if canceled for nonpayment of premium; or (ii) thirty (30) calendar day prior written otice to ompany if cancel d for any other reason. Lack of notification shall b con idered a material breach of this ontract.

Licen ee may meet the above r equirement through a program of elf-in urance again t claim for inju ry to per on or damage to property which ma ari e from or in connection with the contract or Licen ee' u e or occupanc of the Premi e . Utah Admini trati e ode R37-1 define the co erage, dutie and condition of the elf-in urance through the tab Di i ion of Ri k Management. L i en ee hall provide a letter of elf-in urance prior to occupanc or u e of premi e .

9. ntire Agreement: ountemarts. This gr ement hall con titute the entire agreement and understanding of the partie with re pect to the ubject matter her of, and hall uper de all offi r , negotiation and other agreement with respect thereto. Thi gr ement may be e ecut d in any number of counterpart and by each of the parties hereto on eparate counterparts, each of which when so executed and delivered hall b an original , but all uch counterpart all together con titute but one and the same instrument. Any ignature page of thi Agreement may be detached from any counterpart and reattached to any other count rpart hereof. The fac irrlile transmi sion of a signed original of thi Agreement or any counterpart her of and the retran mi ion of any signed fac imile transmission hereof shall be the ame as delivery of an original.

10. Termination. Thi greement and right of entry granted her und r may b terminated by Licen or in the event that Licen ee continues in d fault with re pect to any provision of thi Agreement for a period of two day after receipt of notic from Licen or identifying the nature of Licensee' s breach. otwithstanding the foregoing, in the event that the nature of Licensee' breach con titutes an imminent threat to person or property, Licen or may immediately uspend the right of entry granted herein until uch time a Licensee remedie th breach.

11. Property rade. Licensee and its de ignated contractors and agent shall n ure the current grade of the Property i unchanged .

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12 Re toration of Prop rty. Upon termination of thi Right of ntry agr ement Lie n hall re tore the Property to ub tantially th am work, including but not limited to r toring vegetation to it growing ea on permit .

ndition a exi ted prior to th riginal conditi n a curr nt year

13. Jury Waiver. To the fulle t extent permitted by law, Rocky Mountain Power and UD Teach waives any right it may have to a trial by jury in r p t of litigation directly or indir ctly ari ing out of, under or in connection with this a ment. Rocky Mountain Power and T further waives any right to con olidate any action in which a jury trial ha been waived with any other action in which a jury trial cannot be or ha not b n waived.

IN WITNE OF, the parties hereto have executed thi greem nt effective a of the dat and year fir t above written.

Licea or: Pac~, d/b/a Rocky Mountain Power

By: Dougla . Bennion Its : Vice President of ngineering As et Mgmt.

Dated: 3--/9-/~

Licea ee: C ?-...'" ... ~...,, A~ z:-~ UTAHDEPARTM TO TRAN PORTATI

By: A.-It :

Dated: I

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Exhibit "A" (Grantor's Property)

PIN No: Project No: Parcel No:

131 49 S-0085(9) 0085:7B:E

A tract ofland situat in th NWl /4 El /4 and the Wl /4 1/4 of ecti n 23 , T. 1 ., R. 2 W. , .L.B. & M. The boundarie of aid entir tract of land ar de crib d a foll w :

Beginning at p int in the northerly right of way !in and non-ace !in f aid highway known as Proj ct No. MP-0182(6), which point i 1,674.30 ft. . 9°3 '1 O" W. al ng the ea t-we t quart r ection line of aid ection 23 and 96.30 ft. . 00°19'5 " . from the a t Quarter omer of aid ection· and running thence . 3°00'4 " W. 266.46 ft. along aid north rly right of way line and

no-ace lin to the beginning of a 7.50-foot radiu curv to th right ote: center bear 06°59'12" W.) ; thenc w terly along aid curv 4.30 ft. through a delta of 32°51 '1 " ot : chord to aid curve bears . 0°33'33' W. 4.24 ft.) along aid north rly right of way line and no-acce line; thence . 04°06'32"E. 22.39ft.;th nee .00°21'24" .1 ,309.19ft:th nee .00°15'17"E. 676.42 ft. to the outhwe terly right of way line and no-acce !in f aid highway and a point in a 965.00-foot radiu curve to the right ote: center bear . 39°24'51" W.) ; thence outhea terly along aid curve and aid outhwe terly right of way !in and no-acce !in 439.26 ft. thr ugh a delta of26°04'49" (Note: chord to aid curve bear . 37°32'44" . 435.47 ft.) · thenc . 00°19'58' W. 9.05 ft. to a westerly right of way line and n n-ac e line· thence . 65°59'04" W. 27.33 ft. along aid we t rly right of way line and non-acce 1 ine; thence . 20°21 '25" . 70.4 7 ft . along aid we terly right of way line and non-acce s line; thence . 00°19'58" W. 1,544.70 ft. to th point

of beginning. Th above de cribed tract ofland contain 491 749 quare ft. in area or 11.29 acre more or le

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Exhibit "B" (Easement Description)

PIN No: Project No: Parcel No:

13149 S-0085(9) 0085:7B:E

A temporary ea ement upon part of an ntir tract of property, in th Wl/4 N 1/4 of ection 23, T. l ., R.2W., .L.B.&M. in alt Lak ounty tah, to facilitate the n truction of roadway impr vement , side tr atment and appurtenant part th r f and blending lope , incid nt t th con truction of the Mountain iew orridor known a Proj ct o. -00 5(9). Thi ea em nt hall

mmence upon th beginning of actual con truction on th prop rty and hall ntinue only until proj ct con truction on the pr p rty i compl t , or for thre (3) years, whichever fir t ccur . The ea em nt hal I b non- xclu iv uch that the Gran tor may u e the property at any time in a mann r which d e not interfer with on truction activiti . Th b undari of aid part fan entire tract ofland are de cribed a follow :

B ginning at a point which i 1 674.30 fl t .89°3 'l011 W. along the ea t-we t quarter section line

and 1 5 6.87 feet .00° l 9'58 11 . from the ast uart r orner of said ection 23, aid point i al o 494.00 fe t radially di tant w terly from Th Mountain Vi w orridor Right of Way ontrol Lin opposite engin r tation 1910+2 .00; and running th nee .21 °47'07 11 W. 166.5 feet; thence

.59°20'23 11 W. 17.72 fl t· th nee .30°23'05 11 W. 93.32 fl et· th nc .59°22'3 11 . 1 .7 fl t to the beginning of a 915.00-foot non-tangent radiu curv to the left ote: Radiu bear :

.57°12'15 11 W.); th nc northw sterly 242.60 feet along th arc of aid curv through ad lta f 15°11 '2911 ot : h rd to aid curve bears .40°23'29 11 W. for a di tanc of241.89 feet); th nc

.00°15 '1711 . 26.59 fl et to the b ginning of a 935 .00-fo t radiu non-tang nt curv to the left ote: Radiu b ar : .40°55'40"W.)· thence southea terly 283.96 fl et along th arc of said curve

through a delta of 17°24'0411 ote: hord to said curv b ar .40°22'1 11 . for a distance of 282. 7feet); thence .5 °19'4411 W. lO.OOfeettotheb ginningofa925.00-footradiu non-tang nt curve to the right ot : Radiu bear .5 °19'4411 W)· thence southea t rly 50.00 fl t along the arc of aid curve through a delta of 03°05'4911 ote: hord to aid curve b ar .30°07'21 11 ~. for a di tance of 49.99 feet); thence .59°19'0411 . 9.94 feet to th b ginning of a 415 .00-foot radius non-tangent curve to the right ote: Radiu bear .59°19'04"W.); thence outhea terl 74.79 feet along the arc of aid curve through a delta of 10°19'3 l " ote: h rd to aid curve bear

.25°31'll11 . for a di tanc of 74.69 fl et) ; thence .20°21 '25 11 . 70.47 feet · thence

.00° 19'5 "W. 54.13 fl et to th point ofb ginning a hown on th official map of aid project on file in the office of th tah Departm nt of Transportation. The above de crib d part of entire tra t of land contain 11 29 quare fe tin area or 0.259 acr m re or l

ot : All bearing in the above de cription match highway bearing .)

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