The URL can be used to link to this page

Home My WebLink About20080915 Ver 2_C-W CRA Sig Copy (Rev 1) Cover through App B 10-20-06_20150507Comprehensive Relicensing Agreement for the Catawba - Wateree Hydro Project FERC Project No. 2232 December 22, 2006 Signature Copy Revision 1 (intentionally blank) Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement TABLE OF CONTENTS AGREEMENT RECITALS..................................................................................... ..............................1 RESOURCE AGREEMENTS 1.0 Agreements on Full Consensus ................................... ..............................1 - 1 2.0 Reservoir Elevation Agreements .................................. ..............................2 - 1 3.0 Recreation Flow Agreements ........................................ ..............................3 - 1 4.0 Habitat Flow Agreements .............................................. ..............................4 - 1 5.0 Water Use Agreements .................................................. ..............................5 - 1 6.0 Low Inflow Protocol Agreements ................................. ..............................6 - 1 7.0 Maintenance and Emergency Protocol Agreements ... ..............................7 - 1 8.0 Public Information Agreements .................................... ..............................8 - 1 9.0 Cultural Resources Agreements .................................. ..............................9 - 1 10.0 Public Recreation Agreements .................................... .............................10 - 1 11.0 Species Protection Agreements .................................. .............................11 - 1 12.0 Shoreline Management Agreements ........................... .............................12 - 1 13.0 Water Quality Agreements ........................................... .............................13 - 1 14.0 Other Resource Enhancement Agreements ............... .............................14 - 1 15.0 Gaging and Monitoring Agreements ........................... .............................15 - 1 GENERAL AGREEMENTS AND PROCEDURES 16.0 Effective Date and Term of Agreement ................. ............................... GAP - 1 17.0 Offer of Settlement ................................................. ............................... GAP - 1 18.0 Adoption by the FERC Without Material Modification ......................... GAP - 1 19.0 Statutory Responsibilities of Federal, Tribal, State, and Local Government Entities ..................................... ............................... GAP - 2 20.0 Parties' Rights, Obligations and Restrictions During the Period when the FERC is Developing the New License and /or the NCDWQ and SCDHEC are Developing the Water Quality Certifications .......... GAP - 2 21.0 Agreements on Action Steps upon an Imposition of a Requirement by a Jurisdictional Body that is an Inconsistent Act .... GAP - 5 22.0 Review of Inconsistent Act Imposed by Jurisdictional Body that Substantially Negatively Affects a Party ............... ............................... GAP - 6 23.0 Agreements on Action Steps upon Breach by Any Party ................... GAP - 7 C -W CRA Sig Copy (Rev 1) 10 -20 -06 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 24.0 Modification of this Agreement ............................. ............................... GAP - 7 25.0 Parties' Ability to Petition the FERC or Water Quality Notice .................................................................... ............................... GAP Certification Agencies ............................................ ............................... GAP - 8 26.0 Final Agreement Committee .................................. ............................... GAP - 8 27.0 Withdrawal from this Agreement ........................... ............................... GAP - 9 28.0 Termination of this Agreement ............................ ............................... GAP - 11 29.0 Notice .................................................................... ............................... GAP - 12 30.0 Licensed Project Cessation ................................. ............................... GAP - 12 31.0 Dispute Resolution ............................................... ............................... GAP - 13 32.0 Adjustment for Inflation /Deflation ....................... ............................... GAP - 15 33.0 Ability of Parties to Request FERC Approvals or New License Amendments Related to Non - Project Use Requests .......... GAP - 16 34.0 Parties' Participation in Future Relicensings and Water Quality Certifications......................................................... ............................... GAP - 16 35.0 Early Implementation ............................................. ............................... GAP - 16 36.0 Coordination with the Licensee's Budgeting Cycle .......................... GAP - 16 37.0 Assessments and Procedures for New Information or Material Mistakes................................................................. ............................... GAP - 17 38.0 Procedures for New Law or Regulation .............. ............................... GAP - 17 39.0 Miscellaneous Agreements .................................. ............................... GAP - 17 39.1 No Admission of Liability ............................. ............................... GAP - 17 39.2 Agreement Terms Contractual .................... ............................... GAP - 17 39.3 Enforceability .............................................. ............................... GAP - 17 39.4 Force Majeure .............................................. ............................... GAP - 17 39.5 Applicable Law and Venue .......................... ............................... GAP - 18 39.6 Severability ................................................. ............................... GAP - 18 39.7 Waiver Independence ................................. ............................... GAP - 18 39.8 Definitions ................................................... ............................... GAP - 18 39.9 Water Rights Unaffected ............................. ............................... GAP - 18 39.10 Parties' Own Cost ....................................... ............................... GAP - 18 39.11 Existing Laws .............................................. ............................... GAP - 19 39.12 No Third -Party Beneficiary .......................... ............................... GAP - 19 39.13 No Commitment of Funds ........................... ............................... GAP - 19 39.14 No Government Agency Delegation ............ ............................... GAP - 19 39.15 Successors and Assigns ............................. ............................... GAP - 19 39.16 Damages ..................................................... ............................... GAP - 19 39.17 Limitation of Applicability ............................. ............................... GAP - 19 39.18 Execution in Counterparts ........................... ............................... GAP - 20 39.19 Full Legal Authority ..................................... ............................... GAP - 20 C -W CRA Sig Copy (Rev 1) 10 -20 -06 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement SIGNATURES OF THE PARTIES ............................................ ............................... ............................Sig - 1 APPENDICES APPENDIX A: PROPOSED LICENSE ARTICLES A -1.0 Reservoir Elevation Articles ...................................... ............................... A - 1 Reservoir Elevations ..................................................... ............................... A - 1 Spring Reservoir Level Stabilization Program ............... ............................... A - 3 A -2.0 Flow Articles ............................................................... ............................... A - 4 Recreational Flows ....................................................... ............................... A - 4 MinimumFlows ............................................................. ............................... A - 8 Wylie High Inflow Protocol .......................................... ............................... A - 10 Flows Supporting Public Water Supply and Industrial Processes ............... A - 11 Flow and Water Quality Implementation Plan ............. ............................... A - 12 A -3.0 Low Inflow Protocol Article ...................................... ............................... A - 13 Low Inflow Protocol for the Catawba - Wateree Project ............................... A - 13 A -4.0 Maintenance and Emergency Protocol Article ....... ............................... A - 13 Maintenance and Emergency Protocol for the A - 17 Catawba - Wateree Project ........................................... ............................... A - 13 A -5.0 Water Quality Article ................................................. ............................... A - 13 Water Quality Monitoring Plan .................................... ............................... A - 13 A -6.0 Gaging and Monitoring Articles ............................... ............................... A - 14 Flow and Reservoir Elevation Monitoring .................... ............................... A - 14 Funding for USGS Streamflow Gages ........................ ............................... A - 15 A -7.0 Species Protection Article ....................................... ............................... A - 15 Federal Threatened and Endangered Species Protection Plans ................ A - 15 A -8.0 Public Information Article ........................................ ............................... A - 16 Public Information ....................................................... ............................... A - 16 A -9.0 Public Recreation Articles ....................................... ............................... A - 17 Recreation Management Plan ..................................... ............................... A - 17 Recreation Planning ................................................... ............................... A - 23 C -W CRA Sig Copy (Rev 1) 10 -20 -06 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement A -10.0 Shoreline Management Articles ............................... ............................... A - 23 Shoreline Management Plan ....................................... ............................... A - 23 Shoreline Management Plan Review and Update Procedures ................... A - 24 A -11.0 Cultural Resources Article ....................................... ............................... A - 24 Historic Properties ...................................................... ............................... A - 24 APPENDIX B: PARTIES AND DESIGNATED REPRESENTATIVES ........ B - 1 APPENDIX C: LOW INFLOW PROTOCOL (LIP) FOR THE CATAWBA- WATEREE PROJECT ............................. ............................... C - 1 APPENDIX D: MAINTENANCE AND EMERGENCY PROTOCOL (MEP) FOR THE CATAWBA - WATEREE PROJECT .............................. D - 1 APPENDIX E: DEFINITIONS ........................................... ............................... E - 1 APPENDIX F: WATER QUALITY MONITORING PLAN (WQMP) .............. F - 1 APPENDIX G: ABBREVIATIONS AND ACRONYMS ... ............................... G - 1 APPENDIX H: CURRENT AND PROJECTED (YEAR 2058) WATER WITHDRAWALS AND RETURNS ......... ............................... H - 1 APPENDIX I: CATAWBA - WATEREE PUBLIC RECREATION AMENITIES AND OTHER KEY LAND AREAS ............ ............................... 1 - 1 APPENDIX J: SHORELINE MANAGEMENT PLAN (SMP) .......................... J - 1 a. Classifications and Lake Use Restrictions for the Catawba - Wateree 2006 SMP Map Revisions ........ ............................... J - 1 b. Shoreline Management Guidelines ......... ............................... J - 7 c. True Public Marina Requirements ....... ............................... J - 129 d. Shoreline Stabilization Technique Selection Process ......... J - 131 APPENDIX K: TEMPLATE FOR A MEMORANDUM OF UNDERSTANDING BETWEEN THE LICENSEE AND STATES, COUNTIES, AND MUNICIPALITIES ..................................... ............................... K - 1 APPENDIX L: FLOW AND WATER QUALITY IMPLEMENTATION PLAN (FWQIP) ...................................................... ............................... L - 1 APPENDIX M: FLOW, GROUNDWATER AND WATER QUALITY MONITORING SUMMARY ...................... ............................... M - 1 APPENDIX N: CATAWBA - WATEREE BASIN WATER MANAGEMENT GROUP (WMG) ........................................ ............................... N-1 C -W CRA Sig Copy (Rev 1) 10 -20 -06 Iv Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement APPENDIX O: CONCEPTUAL CONSERVATION EASEMENT OUTLINE O - 1 C -W CRA Sig Copy (Rev 1) 10 -20 -06 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement (intentionally blank) C -W CRA Sig Copy (Rev 1) 10 -20 -06 VI Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement STATE OF NORTH CAROLINA COUNTY OF MECKLENBURG DUKE ENERGY CAROLINAS, LLC AGREEMENT THIS AGREEMENT ( "Agreement" or "Final Agreement "), made and entered into as of December 22, 2006, by and between DUKE ENERGY CAROLINAS, LLC, with its principal place of business in Mecklenburg County, North Carolina ( "the Licensee "); ALEXANDER COUNTY, NORTH CAROLINA; AMERICAN WHITEWATER; AREA II SOIL & WATER CONSERVATION DISTRICTS; BOWATER INCORPORATED; BURKE COUNTY, NORTH CAROLINA; CALDWELL COUNTY, NORTH CAROLINA; CAROLINA CANOE CLUB; CATAWBA COUNTY, NORTH CAROLINA; CATAWBA INDIAN NATION; CATAWBA INDIAN NATION TRIBAL HISTORIC PRESERVATION OFFICE; CATAWBA LANDS CONSERVANCY; CATAWBA REGIONAL COUNCIL OF GOVERNMENTS; CATAWBA VALLEY HERITAGE ALLIANCE; CATAWBA - WATEREE RELICENSING COALITION; CENTRALINA COUNCIL OF GOVERNMENTS; CHESTER METROPOLITAN DISTRICT; CITY OF BELMONT, NORTH CAROLINA; CITY OF CAMDEN, SOUTH CAROLINA; CITY OF CHARLOTTE, NORTH CAROLINA; CITY OF GASTONIA, NORTH CAROLINA; CITY OF HICKORY, NORTH CAROLINA; CITY OF MORGANTON, NORTH CAROLINA; CITY OF MOUNT HOLLY, NORTH CAROLINA; CITY OF ROCK HILL, SOUTH CAROLINA; CRESCENT RESOURCES, LLC; DUKE ENERGY CORPORATION; FOOTHILLS CONSERVANCY; GASTON COUNTY, NORTH CAROLINA; GREAT FALLS HOMETOWN ASSOCIATION; HARBORTOWNE MARINA; INTERNATIONAL PAPER; IREDELL COUNTY, NORTH CAROLINA; KERSHAW COUNTY, SOUTH CAROLINA; KERSHAW COUNTY CONSERVATION DISTRICT; LAKE JAMES HOMEOWNERS; LAKE WATEREE ASSOCIATION; LAKE WYLIE MARINE COMMISSION; LANCASTER COUNTY WATER & SEWER DISTRICT; LINCOLN COUNTY, NORTH CAROLINA; LUGOFF -ELGIN WATER AUTHORITY; MCDOWELL COUNTY, NORTH CAROLINA; MECKLENBURG COUNTY, NORTH CAROLINA; MOUNTAIN ISLAND LAKE ASSOCIATION; MOUNTAIN ISLAND LAKE MARINE COMMISSION; NORTH CAROLINA DEPARTMENT OF ENVIRONMENT AND NATURAL RESOURCES WITH ITS DIVISIONS OF FOREST RESOURCES, PARKS AND RECREATION, WATER QUALITY, AND WATER RESOURCES; NORTH CAROLINA WILDLIFE FEDERATION; NORTH CAROLINA WILDLIFE RESOURCES COMMISSION; R &N MARINA; SOUTH CAROLINA DEPARTMENT OF ARCHIVES AND HISTORY; SOUTH CAROLINA DEPARTMENT OF NATURAL RESOURCES; SOUTH CAROLINA DEPARTMENT OF PARKS, RECREATION AND TOURISM; SOUTH CAROLINA ELECTRIC & GAS; SOUTH CAROLINA WILDLIFE FEDERATION; SPRINGS GLOBAL US, INC.; TOWN OF DAVIDSON, NORTH CAROLINA; TOWN OF GREAT FALLS, SOUTH CAROLINA; TOWN OF VALDESE, NORTH CAROLINA; TROUT UNLIMITED, INC.; UNION COUNTY, NORTH CAROLINA; WATEREE HOMEOWNERS ASSOCIATION — FAIRFIELD COUNTY; WESTERN PIEDMONT COUNCIL OF GOVERNMENTS; YORK COUNTY, SOUTH CAROLINA; YORK C -W CRA Sig Copy (Rev 1) 10 -20 -06 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement COUNTY CULTURE & HERITAGE COMMISSION; WILLIAM B. CASH; SHIRLEY M. GREENE; FRANK J. HAWKINS; TIMOTHY D. MEAD; MERLIN F. PERRY; JOSEPH W. ZDENEK; (collectively "Stakeholders "), (all referenced Stakeholders and the Licensee collectively "Parties" provided the duly authorized representative of each signs this Agreement), provides as follows: WITNESSETH WHEREAS, pursuant to a license issued by the Federal Energy Regulatory Commission ( "FERC ") (FERC Project No. 2232), the Licensee operates a hydroelectric power project, known as the Catawba - Wateree Project (the "Project ") which is situated on the Catawba and Wateree rivers in the North Carolina counties of Alexander, Burke, Caldwell, Catawba, Gaston, Iredell, Lincoln, McDowell, and Mecklenburg and in the South Carolina counties of Chester, Fairfield, Kershaw, Lancaster, and York, the Project consisting primarily of the following major components (See the Exhibit K drawings from the existing FERC license for the Catawba - Wateree Project, which describe the Project Boundaries in more specific detail, including but not limited to some tailrace and bypassed stream reaches and various rights -of- way.): a) The Bridgewater Development consisting principally of three un -gated dams, two un -gated spillways, an intake structure, and powerhouse, the dams impounding the Catawba River, Paddy Creek, and Linville River to form Lake James; b) The Rhodhiss Development consisting principally of a dam with an un -gated mass - concrete ogee spillway, an integral concrete intake - powerhouse, and concrete gravity non - overflow bulkheads, the dam impounding the Catawba River to form Lake Rhodhiss; c) The Oxford Development consisting principally of a dam with a powerhouse, an integral intake structure, a gated spillway and an overflow spillway section, and concrete gravity non - overflow bulkheads at both ends of the spillway, the dam impounding the Catawba River to form Lake Hickory; d) The Lookout Shoals Development consisting principally of a dam with a powerhouse with an integral intake structure, an un -gated mass - concrete spillway, concrete gravity non - overflow bulkheads, and an earthen embankment, the dam impounding the Catawba River to form Lookout Shoals Lake; e) The Cowans Ford Development consisting principally of a concrete dam with an integral intake structure and powerhouse, a gated spillway, non - overflow concrete bulkheads at both ends of the dam, and earthen embankments between the bulkheads and natural topography, the dam and earthen embankments impounding the Catawba River to form Lake Norman; f) The Mountain Island Development consisting principally of a dam with a powerhouse, an integral intake structure, an un -gated spillway, two bulkheads, and an earthen embankment, the dam impounding the Catawba River to form Mountain Island Lake; g) The Wylie Development consisting principally of a dam with a powerhouse, an integral intake structure, a spillway with gated and un -gated sections, bulkheads, and an earthen embankment, the dam impounding the Catawba River to form Lake Wylie; C -W CRA Sig Copy (Rev 1) 10 -20 -06 2 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement h) The Fishing Creek Development consisting principally of a dam with a powerhouse, an integral intake structure, a gated spillway and an overflow spillway section, and a bulkhead, the dam impounding the Catawba River to form Fishing Creek Reservoir; The Great Falls- Dearborn Development consisting principally of two powerhouses with separate intake structures separated by a concrete un- gated dam, with a non - overflow bulkhead section that extends to the west abutment near the Dearborn Powerhouse and to the east abutment near the Great Falls Powerhouse diverting water from the original alignment of the Catawba River via a canal on the west side of the river, with two concrete overflow diversion spillways (the Great Falls Diversion Dam on the east side of Mountain Island and the Great Falls Headworks on the west side of Mountain Island), creating two bypassed reaches and the Great Falls - Dearborn Dam impounding the Catawba River to form the Great Falls Reservoir; The Rocky Creek -Cedar Creek Development consisting principally of two powerhouses (the Rocky Creek Powerhouse and the Cedar Creek Powerhouse) with separate intake structures separated by a concrete dam with a gated and overflow spillway section, the dam impounding the Catawba River at the confluence with Rocky Creek to form the Cedar Creek Reservoir; and k) The Wateree Development consisting principally of a dam with a powerhouse, an integral intake structure, an un -gated spillway, a bulkhead, and an earthen embankment, the dam impounding the Wateree River to form Lake Wateree; WHEREAS, beginning in June 2003, the Licensee and the Stakeholders, plus AMERICAN RIVERS; CATAWBA RIVERKEEPER FOUNDATION, INC.; CLEAN WATER SOUTH CAROLINA; LAKE JAMES ENVIRONMENTAL GROUPS; SOUTH CAROLINA COASTAL CONSERVATION LEAGUE; TOWN OF CORNELIUS, NORTH CAROLINA; WESTERN NORTH CAROLINA ALLIANCE; JOHN S. CARTER; DONALD R. PRIVETT; SARAH P. WILLIAMS; and CYNTHIA M. WOOD; formally met as the Catawba - Wateree Hydroelectric Project Stakeholder Teams ( "Teams ") to begin the process of developing a non - binding agreement -in- principle with regard to the issues related to the relicensing of the Project; WHEREAS, on July 21, 2003, the Licensee filed a timely Notice of Intent with the FERC to apply for a new license for the Project; WHEREAS, by April 17, 2006, the Licensee and the Stakeholders, plus CATAWBA RIVERKEEPER FOUNDATION, INC.; CLEAN WATER SOUTH CAROLINA; LAKE JAMES ENVIRONMENTAL GROUPS; TOWN OF CORNELIUS, NORTH CAROLINA; WESTERN NORTH CAROLINA ALLIANCE; JOHN S. CARTER; DONALD R. PRIVETT; and CYNTHIA M. WOOD, signed the non - binding Agreement -in- Principle ( "AIP ") concerning most substantive matters of interest to them related to the relicensing of the Project, and the Licensee and the Stakeholders indicated in said AIP their desire to work together to convert the AIP into this binding Agreement, and AMERICAN RIVERS, SOUTH CAROLINA COASTAL CONSERVATION LEAGUE, and SARAH P. WILLIAMS, by their authorized signatures on said AIP, indicated that they opposed certain portions of the AIP and would not participate in the development of this binding Agreement but were afforded the opportunity to become Parties; C -W CRA Sig Copy (Rev 1) 10 -20 -06 3 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement WHEREAS, SOUTH CAROLINA DEPARTMENT OF HEALTH AND ENVIRONMENTAL CONTROL, UNITED STATES BUREAU OF INDIAN AFFAIRS, UNITED STATES ENVIRONMENTAL PROTECTION AGENCY, and UNITED STATES FISH AND WILDLIFE SERVICE also participated in many of the meetings of the Teams and were afforded the opportunity to become Parties to this Agreement; WHEREAS, on August 29, 2006, the Licensee filed an application consistent with this Agreement in all respects with the FERC for a new license ( "New License ") for the Project; WHEREAS, on August 29, 2006, the Licensee also filed the original of this Comprehensive Relicensing Agreement, dated August 12, 2006, and the accompanying Explanatory Statement with the FERC; WHEREAS, on or before December 31, 2006, the Licensee will file this December 22, 2006 version of the Comprehensive Relicensing Agreement that incorporates revisions to the August 12, 2006 version made in accordance with Paragraph 24.2 of this Agreement for the limited purposes of correcting minor errors and reflecting accurately only the Parties' benefits and obligations and will file an appropriately revised Explanatory Statement; WHEREAS, because this reformed version of the Comprehensive Relicensing Agreement does not materially change the August 12, 2006 original version of the Comprehensive Relicensing Agreement, the signatures by the Parties' duly authorized representatives on the August 12, 2006 original version are still applicable to this December 22, 2006 version of the Comprehensive Relicensing Agreement; WHEREAS, within 60 days following the FERC's issuance of its Notice of Ready for Environmental Analysis, the Licensee will file an application consistent with this Agreement in all respects with the North Carolina Division of Water Quality for a Water Quality Certification and with the South Carolina Department of Health and Environmental Control for a Water Quality Certification for the Project pursuant to §401 of the Clean Water Act, as amended; WHEREAS, the Licensee's Application for New License includes proposed facilities and actions to protect, mitigate, and enhance day -use and camping recreational opportunities at the Project's reservoirs, day -use activities along certain Catawba - Wateree River reaches and tailraces, flow regimes for certain river reaches and tailraces, water quality in certain river reaches and tailraces, cultural resources, rare, threatened or endangered species, and provide enhanced communication of reservoir levels and flow releases, and other resource enhancement initiatives; WHEREAS, the Parties agree that generating power at the Project's powerhouses and providing recreation flow releases into the river reaches, as well as providing for minimum instream flows in certain river reaches, and managing the reservoirs' levels and flows for improved public water supply, fish habitat enhancement and other purposes are all important uses of the limited waters of the Catawba and Wateree rivers and their tributaries, and that the terms of this Agreement strike a reasonable balance among these uses and provide a basis for the Parties' concurrence in the issuance of a New License for the Project to the Licensee, subject to the terms, covenants and provisions of this Agreement; WHEREAS, the Parties agree that sharing the burden during periods of low inflow and maintenance and emergency conditions is important, and that the Low Inflow Protocol for the Catawba - Wateree Project (Appendix C) and the Maintenance and Emergency C -W CRA Sig Copy (Rev 1) 10 -20 -06 4 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement Protocol for the Catawba - Wateree Project (Appendix D) are reasonable compromises by the Parties to define operational changes during these time periods; WHEREAS, the Parties understand that certain governmental Parties have independent statutory responsibilities and processes that may result in mandates that are not consistent with the terms of this Agreement, but that it is nonetheless necessary to preserve the integrity and independence of those responsibilities and processes, and this Agreement specifically does so; WHEREAS, there are terms, phrases and abbreviations specific to the Stakeholder Process that led to this Agreement and the significant terms, phrases and abbreviations are defined in Appendix E and Appendix G; WHEREAS, this Agreement is the culmination of the Parties' desires, as set forth in the April 17, 2006 AIP, to draft from the AIP a binding agreement that includes the intent of the Parties, and this Agreement faithfully sets forth in more detail and specificity, in contractual terms, the concepts described and to which the Parties agreed in the AIP with mutually agreeable adjustments as negotiated by the Parties after the AIP was signed; WHEREAS, the Parties have now reached full agreement on the resolution of all the material resource matters identified and at issue in the New License for the Project, specifically including but not limited to clean, reliable and affordable electric power generation; watershed and hydro operation practices that protect and sustain the quality and quantity of the waters of the Catawba - Wateree River Basin; a well- managed and adequate water supply to serve the region for years to come; safe and sufficient access for users of motorized and non - motorized boats and areas for swimming, fishing, hiking, sightseeing, camping and other recreation opportunities; improved coordination between the Licensee and local governments; opportunities to support tourism; balanced shoreline uses to accommodate diverse interests including undisturbed areas; selected river -reach sections with improved flow conditions to support fisheries and other wildlife; conservation of the fish and wildlife resources as well as the habitats supporting those resources; and protection of cultural resources, all of which result in the Parties relinquishing certain arguments and potential outcomes in exchange for the certainty of the agreed -upon terms and conditions; NOW, THEREFORE, IN CONSIDERATION of all other actions and undertakings as set forth herein below, the Parties contract and agree as follows: C -W CRA Sig Copy (Rev 1) 10 -20 -06 5 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement (intentionally blank) C -W CRA Sig Copy (Rev 1) 10 -20 -06 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement RESOURCE AGREEMENTS The Parties agree that, except for the provisions in Appendix A, the provisions in this Agreement should not be incorporated into the terms of the New License that the Federal Energy Regulatory Commission (FERC) is expected to issue for the Project. The Parties have listed their proposed License Articles in each relevant section and have provided the specific language of the proposed License Articles in Appendix A. 1.0 Agreements on Full Consensus 1.1 The Parties acknowledge that: (i) they have participated fully in the activities of the Catawba - Wateree Stakeholder Process and have a good understanding of the issues resolved herein; (ii) this Agreement is developed from and is consistent with the AIP signed by the Parties on April 17, 2006 except to the extent that it contains mutually agreeable adjustments as negotiated by the Parties after the AIP was signed; (iii) they are requesting that the FERC issue a license for the Project with a term of not less than 40 years, nor more than 50 years; (iv) they are in agreement with the entirety of this Agreement; (v) they understand that the Licensee will file this Agreement with the FERC, the North Carolina Division of Water Quality (NCDWQ), and the South Carolina Department of Health and Environmental Control (SCDHEC) for these agencies' consideration as they process applications for the New License and the 401 Water Quality Certifications for the Project; and (vi) the Licensee will also request that the FERC, the NCDWQ, and the SCDHEC act consistently with the terms of this Agreement in issuing their licenses, certifications, and orders for the Project. C -W CRA Sig Copy (Rev 1) 10 -20 -06 1 - 1 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement (intentionally blank) C -W CRA Sig Copy (Rev 1) 10 -20 -06 1 -2 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 2.0 Reservoir Elevation Agreements 2.1 The Parties recommend that the following proposed License Articles, the full text of which are provided in Appendix A of this Agreement, be incorporated into the New License that the Federal Energy Regulatory Commission (FERC) is expected to issue for the Project. 2.1.1 ARTICLE — Reservoir Elevations 2.1.2 ARTICLE — Spring Reservoir Level Stabilization Program 2.1.3 ARTICLE — Flow and Reservoir Elevation Monitoring 2.2 Spring Reservoir Level Stabilization Program 2.2.1 Temperature Monitoring Locations — The Parties agree that the surface water temperature monitoring locations for the proposed Spring Reservoir Level Stabilization Program License Article for lakes James, Norman, Wylie and Wateree shall be the following: 2.2.1.1 Lake Wateree — The Licensee shall work in cooperation with Lake Wateree State Park representatives to implement a monitoring program at the park. 2.2.1.2 Lake Wylie — Catawba Nuclear Station in an area outside any significant temperature influence of the station. 2.2.1.3 Lake Norman — McGuire Nuclear Station in an area outside any significant temperature influence of the station or the Licensee shall work in cooperation with Lake Norman State Park representatives to implement a monitoring program at the park. 2.2.1.4 Lake James — The Licensee shall work in cooperation with Lake James State Park representatives to implement a monitoring program at the park. 2.2.1.5 In the event that any of these locations is no longer available for this monitoring or state park representatives are unwilling to conduct this monitoring, the Licensee shall consult with the North Carolina Wildlife Resources Commission or the South Carolina Department of Natural Resources, as appropriate, to identify a mutually acceptable alternative monitoring location. 2.2.2 Coordination with Wateree Spring Stable Flows — If the Licensee cannot operate the Project to provide the Spring Stable Flow Periods at Wateree as set forth in Section 4.8 of this Agreement and also maintain the Lake Wateree reservoir level as specified in the proposed Spring Reservoir Level Stabilization Program License Article, then the Licensee shall suspend the Spring Reservoir Level Stabilization Program at Lake Wateree for that calendar year in accordance with Paragraph (B) of the proposed Spring Reservoir Level Stabilization Program License Article. C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 2 - 1 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement (intentionally blank) C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 2 - 2 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 3.0 Recreation Flow Agreements 3.1 The Parties recommend that the following proposed License Article, the full text of which is provided in Appendix A of this Agreement, be incorporated into the New License that the Federal Energy Regulatory Commission (FERC) is expected to issue for the Project. 3.1.1 ARTICLE — Recreational Flows 3.2 Annual Recreational Flow Schedule Planning 3.2.1 Coordination of Meeting — In accordance with Paragraph (H) of the proposed Recreational Flows License Article, the Licensee shall have lead responsibility to: (i) work with the organizations identified in Paragraph 3.2.2 that are Parties to this Agreement to establish the invitee list for the Annual Recreational Flow Schedule Planning meeting; (ii) coordinate logistics including scheduling the meeting with at least thirty days notice; and (iii) lead meeting discussions and provide meeting summaries. 3.2.2 Meeting Invitees — The following organizations that are also Parties to this Agreement shall determine the invitees to the Annual Recreational Flow Schedule Planning meeting: the Licensee; American Whitewater; appropriate federal /state agencies including, but not limited to: North Carolina Department of Environment and Natural Resources, North Carolina Wildlife Resources Commission, South Carolina Department of Parks, Recreation and Tourism, South Carolina Department of Natural Resources; appropriate local governments for each section of the river; appropriate local outfitters; Carolina Canoe Club; Great Falls Hometown Association; North Carolina Wildlife Federation; South Carolina Wildlife Federation; and Trout Unlimited. 3.2.3 Annual Recreational Flow Release Adjustments — The Licensee plus a majority of the invitees in attendance at the Annual Recreational Flow Schedule Planning meeting must agree to the discretionary flow release dates and any adjustment to the flows or schedules included in the proposed Recreational Flows License Article before the Licensee implements the recreational flow releases. Any adjustments from the recreational flows or schedule included in the proposed Recreational Flows License Article that are agreed to at the annual planning meeting are temporary and shall apply only to the designated calendar year. 3.3 Permanent Recreational Flow Release Adjustments — Any permanent changes to flows or schedules included in the proposed Recreational Flows License Article may be considered in conjunction with the implementation of future Recreation Use and Needs Studies or other recreational review group recommendations. The Annual Recreational Flow Schedule Planning meetings should provide information on whether permanent changes may be needed. The Parties acknowledge that any permanent changes to the recreational flows or schedules included in the proposed Recreational Flows License Article will require modification of this Agreement as described in Paragraph 24.0 and will require FERC review and approval prior to implementation. C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 3 - 1 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement (intentionally blank) C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 3 - 2 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 4.0 Habitat Flow Agreements 4.1 The Parties recommend that the following proposed License Articles, the full text of which are provided in Appendix A of this Agreement, be incorporated into the New License that the Federal Energy Regulatory Commission (FERC) is expected to issue for the Project. 4.1.1 ARTICLE — Minimum Flows 4.1.2 ARTICLE —Wylie High Inflow Protocol 4.1.3 ARTICLE — Flow and Water Quality Implementation Plan 4.1.4 ARTICLE — Flow and Reservoir Elevation Monitoring 4.2 Submitting the Flow and Water Quality Implementation Plan during the Section 401 Certification Process — The Parties agree that the Licensee shall file the Flow and Water Quality Implementation Plan (FWQIP) (see Appendix L), supplemented with any engineering and construction details the Licensee determines are needed, with the NC Division of Water Quality (NCDWQ) and the SC Department of Health and Environmental Control (SCDHEC) during the 401 Water Quality Certification processes, as the recommended flow and water quality implementation plan. 4.3 Submitting the Flow and Water Quality Implementation Plan to the FERC — The Parties agree that the FWQIP, supplemented with any engineering and construction details the Licensee determines are needed, filed by the Licensee with the FERC pursuant to the proposed Flow and Water Quality Implementation Plan License Article, will contain any specific implementation requirements of any 401 Water Quality Certifications issued pursuant to the relicensing process. 4.4 Approval of a New Powerhouse or Valve System at the Bridgewater Development — The Licensee shall consult with the appropriate resource agencies and file for FERC approval of either a new powerhouse or a valve system at the Bridgewater Development and for approval of a 401 Water Quality Certification as required for the construction of the new powerhouse or valve system at the Bridgewater Development. 4.5 North Carolina Flow Mitigation Package — The Parties agree to the following North Carolina Flow Mitigation Package to mitigate for unavoidable Project impacts to the Paddy Creek Bypassed Reach, the Oxford Regulated River Reach, Lookout Shoals Regulated River Reach, and the Mountain Island Bypassed Reach. 4.5.1 Conservation Easements — The Licensee shall mitigate for these impacts by providing 100 -ft wide perpetual conservation easements (measured horizontally from the top of the bank) on approximately 22 bank miles of the Johns, Catawba, and Linville rivers combined, and approximately 6.6 total bank miles of 1 st and 2nd order tributaries to the Catawba River. These easements, affecting approximately 343 acres of land, shall be transferred to the State of North Carolina, or a land trust if the State of North Carolina so chooses, within 18 months following the issuance of the New License and the closure of all rehearing and administrative challenge periods related to water quality and to water quantity, including reservoir levels and Project flow releases. The land areas covered by these easements shall not be included within the FERC Project Boundaries. See Appendix I for map (tiles) depicting the approximate locations of these easements and Appendix O for a conceptual outline of the conservation easements. C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 4 - 1 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 4.5.2 Associated Public Access, Open Space and Trails Planning — The Parties further agree that, in July 2006, the North Carolina Department of Environment and Natural Resources (NCDENR) convened a small, focused team including representatives from the Licensee, Crescent Resources, LLC, and NCDENR. This team shall endeavor in good faith to develop a plan which identifies mutually agreeable options to provide for (i) additional public access; (ii) open space or ecological networks, and (iii) continuity of planned and existing trails on and /or adjoining properties that will include the conservation easements identified in this Section 4.5. NCDENR, the Licensee, or Crescent Resources, LLC may also consult independently with state and federal resource agencies, local governments, or any other entities for input. This team shall follow a mutually agreed -to process that establishes principles and goals for addressing design, easement, access, and acquisition issues. This process shall be completed no later than March 1, 2008 and is expected to result in additional public access and open space in some of the North Carolina conservation easements that will provide additional ecological networks and trail connections linking Wilson Creek, Johns River and /or the Bridgewater Regulated River Reach beyond the public access, open space and trails identified in Section 10.27. At the completion of the planning process, but not later than March 1, 2008, NCDENR will notify the Parties to this Agreement, pursuant to Section 29.0, of the results of the planning process, including identifying whether or not the planning process has resulted in a level of public access, open space and trail opportunities along the Johns River and the Bridgewater Regulated River Reach that is acceptable to the NCDENR. 4.5.3 Results of Public Access, Open Space and Trails Planning — If this planning process does not result in a level of public access, open space and trail opportunities along the Johns River or the Bridgewater Regulated River Reach that is acceptable to the NCDENR, then, after receiving notice to that effect from the NCDENR, any Party may request that the FERC require the Licensee to provide additional public access, open space, and trails beyond those identified in Section 10.27, but only along the Bridgewater Regulated River Reach and /or the Johns River (as applicable), and any Party to this Agreement may support or oppose such requests in the FERC evaluation process. However, if this planning process does result in a level of public access, open space and trail opportunities along the Johns River and the Bridgewater Regulated River Reach that is acceptable to the NCDENR, as will be identified in the NCDENR's notice to the Parties, then no Party to this Agreement shall make or support requests to the FERC to require the Licensee to provide additional public access, open space or trails beyond those identified in Section 10.27. 4.6 South Carolina Flow Mitigation Package — The Parties agree to the following South Carolina Flow Mitigation Package to mitigate for unavoidable Project impacts to the Wylie Regulated River Reach, the Great Falls Long and Short Bypassed Reaches, and the Wateree Bypassed Reach. 4.6.1 Conservation Easements — The Licensee shall mitigate for these impacts by providing 100 -ft wide perpetual conservation easements (measured horizontally from the top of the bank) on approximately 5.5 bank miles of the Catawba River. These easements, affecting approximately 67 acres of land, will be transferred to the South Carolina Department for Natural Resources ( SCDNR), or a land trust if the SCDNR so chooses, within 18 months following C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 4 - 2 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement the issuance of the New License and the closure of all rehearing and administrative challenge periods related to water quality and to water quantity, including reservoir levels and Project flow releases. The land areas covered by these easements shall not be included within the FERC Project Boundaries. The easement below the Wylie Development shall also incorporate the trail identified in Paragraph 10.27.23.1. See Appendix I for map (tiles) depicting the approximate locations of these easements and Appendix O a conceptual outline of the conservation easements. 4.6.2 Mitigation Fund — The Parties further agree that, within one year following the issuance of the New License and the closure of all rehearing and administrative challenge periods related to water quality and to water quantity, including reservoir levels and Project flow releases, the Licensee shall provide a one -time contribution of $1 million to the South Carolina Department of Natural Resources (SCDNR) to create the Catawba - Wateree Hydroelectric Project Fish and Wildlife Mitigation and Enhancement Fund. Activities eligible for support from this fund will include survey and inventory, research, and population enhancement of fish and wildlife in the Catawba - Wateree River Basin, to include rare, threatened or endangered species; biodiversity protection and enhancement, and environmental outreach programs. 4.7 Conservation Easement Conditions — The Licensee shall continue to consult with the applicable North Carolina and South Carolina resource agencies and any land trusts designated by such agencies to hold the easements to convert the conceptual easement outline in Appendix O into the signature copies of mutually acceptable recordable conservation easements for the applicable properties. The target date for preparing these recordable easements shall be December 31, 2006, except that the easement documents for the North Carolina easements may be modified again after the completion of the associated planning process identified in Paragraph 4.5.2. The easement documents shall be signed by the applicable entities and filed by the Licensee for recording with the applicable local government offices not later than 18 months following the issuance of the New License and the closure of all rehearing and administrative challenge periods related to water quality and to water quantity, including reservoir levels and Project flow releases. The Parties further agree that, if Crescent Resources, LLC, the NCDENR, and the Licensee concur with any modifications of the Conceptual Conservation Easement Outline (Appendix O) for the North Carolina easements resulting from the planning process in Paragraph 4.5.2, and these modifications are not inconsistent with the terms of this Agreement, the Licensee will provide notice to all Parties, and any such modifications to Appendix O will automatically become incorporated as a term of this Agreement. 4.8 Wateree Spring Stable Flow Periods 4.8.1 The Licensee shall implement a Spring Stable Flow Periods Protocol at the Wateree Development as set forth in this Section 4.8, only if inflows are sufficient to allow implementation without unreasonably affecting the Licensee's operation as determined by the Licensee. 4.8.2 Time Period — Unless operating in accordance with the Low Inflow Protocol or the Maintenance and Emergency Protocol, the Licensee shall endeavor in good faith to provide in each full calendar year for the term of the New License two ten -day periods of stable flow from the Wateree Development. C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 4 - 3 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement The first ten -day period shall be between February 15 and April 1; the second 10 -day period shall be between April 1 and May 15. 4.8.3 Wateree Development Operations — In the event that the Licensee has to change hydro unit operational configurations at the Wateree Powerhouse during a ten -day stable flow period to maintain Lake Wateree reservoir levels within the Normal Operating Ranges specified in the proposed Reservoir Elevations License Article, the Licensee shall maintain the changed hydro unit operational configuration for at least eight consecutive hours before making any additional changes. 4.8.4 Coordination with the Spring Reservoir Level Stabilization Program — If the Licensee cannot operate the Project to provide the Spring Stable Flow Periods and also maintain Lake Wateree reservoir level as specified in the proposed Spring Reservoir Level Stabilization Program License Article, then the Licensee shall suspend the Spring Reservoir Level Stabilization Program at Lake Wateree for that calendar year in accordance with Paragraph (B) of the proposed Spring Reservoir Level Stabilization Program License Article. 4.8.5 Annual Report — Beginning in January of the second full calendar year of the term of the New License, the Licensee shall provide an annual report documenting the flow releases from Wateree Development occurring between February 15 and May 15 during the preceding calendar year to the South Carolina Department of Natural Resources ( SCDNR), the United States Fish and Wildlife Service (USFWS), and the National Marine Fisheries Service (NMFS). The Licensee shall also consult with these agencies in January of each year to review results from the previous spring, to evaluate inflows to Lake Wateree, to identify specific numbers of hydro units to operate for the stable flow release, and to target specific dates for stable flows during the upcoming spring. 4.8.6 Possible New License Amendment — Ten years after the FWQIP modifications are completed at the Wateree Development, the Licensee shall consult with the USFWS, NMFS, and the SCDNR on a proposed license article for the Wateree Spring Stable Flow Periods. If the Licensee and these agencies reach consensus on the wording of a proposed license article, the Licensee shall: (i) provide notice to all Parties advising them of the proposed license article and the Licensee's intent to file it with the FERC; and (ii) file the proposed license article with the FERC for approval as an amendment to the New License. All Parties agree that the filing of this proposed license article will not constitute or require modification to this Agreement and that any Party may be involved in the FERC's public process for assessing the article. All Parties agree that, if the Licensee and the USFWS, NMFS and SCDNR are unable to reach consensus on the terms of the proposed license article within 90 days following their initial consultation meeting, then the Parties will not propose a license article addressing Wateree Spring Stable Flow Periods during the term of the New License. 4.9 Wateree Floodplain Inundation 4.9.1 Procedure — Following periods of high natural inflow occurring between February 1 and May 31 that create spill flow conditions at Wateree Dam, the Licensee shall endeavor in good faith to operate the Wateree Hydro Station to gradually reduce floodplain inundation in the Wateree Regulated River C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 4 - 4 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement Reach to approximate natural inflow conditions until Lake Wateree reservoir level returns to within one foot above or below the Normal Target Elevation, unless the Licensee is operating in accordance with the Maintenance and Emergency Protocol or the Low Inflow Protocol. If the Licensee cannot operate the Project to implement this activity and also maintain the Lake Wateree reservoir level as specified in the proposed Spring Reservoir Level Stabilization Program License Article, then the Licensee shall suspend the Spring Reservoir Level Stabilization Program at Lake Wateree for that calendar year in accordance with Paragraph (B) of the proposed Spring Reservoir Level Stabilization Program License Article. 4.9.2 Possible New License Amendment — Ten years after the FWQIP modifications are completed at the Wateree Development, the Licensee shall consult with the USFWS, NMFS, and the SCDNR on a proposed license article for the Wateree Floodplain Inundation. If the Licensee and these agencies reach consensus on the wording of a proposed license article, the Licensee shall: (i) provide notice to all Parties advising them of the proposed license article and the Licensee's intent to file it with the FERC; and (ii) file the proposed license article with the FERC for approval as an amendment to the New License. All Parties agree that the filing of this proposed license article will not constitute or require modification to this Agreement and that any Party may be involved in the FERC's public process for assessing the article. All Parties agree that, if the Licensee and the USFWS, NMFS and SCDNR are unable to reach consensus on the terms of the proposed license article within 90 days following their initial consultation meeting, then the Parties will not propose a license article addressing Wateree Floodplain Inundation during the term of the New License. C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 4 - 5 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement (intentionally blank) C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 4 - 6 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 5.0 Water Use Agreements 5.1 The Parties recommend that the following proposed License Article, the full text of which is provided in Appendix A of this Agreement, be incorporated into the New License that the Federal Energy Regulatory Commission (FERC) is expected to issue for the Project. 5.1.1 ARTICLE — Flows Supporting Public Water Supply and Industrial Processes 5.2 Voluntary Coordination until Issuance of the New License — The Licensee shall continue to voluntarily coordinate with water users to share the water supply on an informal basis or in accordance with the Existing License and other existing agreements until the issuance of the New License and the closure of all rehearing and administrative challenge periods related to water quality and to water quantity, including Project flow releases and reservoir levels. 5.3 Results of Relicensing Models — The Parties acknowledge that modeling and evaluation have predicted that, for the New License term, the flow releases anticipated from the Bridgewater, Wylie, and Wateree developments are expected to meet existing and projected future (Year 2058) water use needs, as identified in Appendix H, for intakes located in the downstream Regulated River Reaches below these developments. In addition, the modeling predicted that, during the New License term, the reservoir levels set forth in the proposed Reservoir Elevations License Article including Critical Reservoir Elevations identified in the Low Inflow Protocol (see Appendix C), are expected to meet the existing and projected future (Year 2058) water use needs, on a per- reservoir basis, as identified in Appendix H for water use needs located on the Project's reservoirs. These studies also predicted that the operating parameters contained in this Agreement, modeled using CHEOPS' with the Low Inflow Protocol included in the model, provide reservoir levels and flows that are expected to meet at least the current minimum requirements to support water intake operations identified by the Licensee and the other water users as projected through the Year 2058. The Parties also acknowledge that those minimum requirements, along with facts, assumptions, and analytical capabilities may be subject to change and review during the term of the New License. 5.4 Closure or Abandonment of Water Withdrawal Facilities — The Parties agree that, during the term of the New License, before any Large Water Intake facility located within the FERC Project Boundaries is permanently abandoned or closed, the Licensee shall require the entity owning the affected facility to consult with the appropriate resource agencies, the Licensee, and the applicable local government entities to determine if another entity desires to assume full responsibility for the Large Water Intake facilities located within the FERC Project Boundaries. If, within 180 days following this consultation, the intake owner has not identified another entity that will take full responsibility for management of the intake facility, the Licensee shall require the entity owning the intake to provide, for the Licensee's approval, a written plan to remove or retire the portion of the intake that is inside the FERC Project Boundaries. 5.5 Expansion, Modification, and Replacement of Water Intakes — The Parties acknowledge that nothing in this Agreement supersedes the right of any water intake 1 CHEOPS is a computer -based hydroelectric operations model that assesses the impacts of simulated hydroelectric project operating conditions on flows and reservoir levels. C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 5 - 1 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement owner to seek FERC authorization to expand, modify, or replace an existing water intake or to add a new water intake located within the FERC Project Boundaries. The Parties agree, however, that water intake owners shall be required to consult directly with the Licensee and at least initiate the Licensee's lake -use permitting process (i.e., provide the Licensee with a substantially complete lake -use permit application and obtain the Licensee's initial comments) prior to seeking FERC authorization, and the Licensee shall respond to a water intake owner's substantially complete application and provide initial comments within 90 days of the submission of such application. If no response is made by the Licensee within 90 days, the water intake owner may directly petition FERC for authorization to expand, modify or replace an existing water intake or to add a new intake. 5.6 Responsibilities of Agencies and the Licensee during Review of Water Supply Projects — The Parties acknowledge that nothing in this Agreement shall be construed to restrict any agency's or the Licensee's statutory right or duty to review, approve, condition, or deny any water supply project, or to restrict the agencies' or the Licensee's rights or duties to conduct a review or investigation or to require the submission of studies, data, or other information as required or authorized by law. 5.7 Agreements related to Water Withdrawers Located on Regulated River Reaches 5.7.1 Flows to Support Water Withdrawers — The Parties agree that, except for temporary variances when the Licensee is operating in accordance with the Maintenance and Emergency Protocol or in accordance with Stage 4 of the Low Inflow Protocol, the Licensee shall provide flows from Project developments that will meet or exceed the flow requirements in the proposed Flows Supporting Public Water Supply and Industrial Processes License Article except for the 1,000 cfs flow identified in the Article at River Mile 120 (the Bowater Pulp and Paper Mill) which may not be met when operating in Stages 1 through 4 of the Low Inflow Protocol. 5.8 Agreements Related to Future Water Withdrawal Increases 5.8.1 Use of Relicensing Study Findings in Proposed Water Withdrawal Approval Processes — The Parties acknowledge that the water quantity effects of water intakes located on Project reservoirs and downstream Regulated River Reaches have been evaluated during the relicensing process based on the facts, conditions, assumptions, and analytical tools and methods available at that time. This evaluation considered the capacities of existing intakes and projected increases in withdrawals through the Year 2058 (see Appendix H for a listing by reservoir and by regulated river reach of the total water withdrawals, total water returns and the net consumptive losses (or gains in the case of Fishing Creek Reservoir, Great Falls Reservoir and Cedar Creek Reservoir)). The Parties acknowledge that, in the regulated river reaches, dissolved oxygen (DO) and temperature were evaluated for specific upstream reservoir releases. While the riverine withdrawals were accounted for in the water budget for each reservoir, they were not subtracted at particular nodes associated with their location for water quality modeling. To avoid duplication of effort in the evaluation and permitting of future water intake expansions and additions, the Parties agree that any Party that applies for any authorization to initiate or increase any water withdrawal may submit any studies developed by the Licensee during relicensing of the Catawba - Wateree Hydroelectric Project to C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 5 - 2 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement support the application. The Parties understand that, as is common practice, the reviewing agencies, the Licensee, and the applicant may work together prior to the submission of an application to identify any deficiencies in the draft application, including deficiencies in the supporting studies. Current law and regulation generally require that a reviewing agency and the Licensee review all timely and relevant materials properly submitted in support of an application, and that a reviewing agency and the Licensee may require that further information be submitted upon determining that further information is necessary to complete the review, but such determination cannot be arbitrary or capricious. With regard to such determinations, the water withdrawal applicant is encouraged to demonstrate, and if so the reviewing agency or the Licensee must consider, whether: 5.8.1.1 The net consumptive loss (based on average annual rates) resulting from the proposed intake for the reservoir on which the intake is located is less than zero (0 mgd); or 5.8.1.2 The proposed intake will not cause the net consumptive losses for the reservoir on which it will be located to exceed the net consumptive losses projected in Appendix H (based on average annual rates) for that reservoir for the Year 2058; and 5.8.1.3 There have been no significant changes in facts, conditions, or established analytical tools or methods that create a substantial possibility that the relicensing studies are no longer valid as to the new request. 5.8.2 Cumulative Water Use — The Licensee shall maintain information on cumulative water use from Project reservoirs beginning in 2006 and continuing throughout the term of the New License and shall make the information available to water intake owners and governmental agencies upon their request. The Licensee shall require all owners of Large Water Intakes located within the FERC Project Boundaries to report to the Licensee, on an annual basis in million gallons per day (MGD), their average monthly water withdrawals from and flow returns to the Project or its tributary streams that drain to Lake Wateree. The Licensee shall maintain a database of this information including the Licensee's own non -hydro water use records (i.e., water uses due to thermal power generation). These annual withdrawal summaries will be in writing, certified for accuracy by a professional engineer or other appropriate official, and will be provided to the Licensee by January 31 of each year for the preceding calendar year beginning in 2007. This information may be used to determine if future increased water withdrawals would be within the projections of the Water Supply Study conducted during the relicensing process and filed with the FERC as part of the Licensee's Application for New License for the Project. 5.9 Agreements Related to Easements or Permits from the Licensee 5.9.1 Easements and Permits — For the term of the New License, the Licensee shall continue using easements or permit documents as the mechanism for granting its approval for use of Project property for new, Large Water Intakes or modifications to existing Large Water Intakes located within FERC Project Boundaries. The Licensee shall submit lake -use permit C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 5 - 3 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement applications that are completed in a timely manner and in accordance with its Shoreline Management Guidelines to the FERC when necessary. 5.9.2 Term and Key Provisions for Easements and Permits — The Parties acknowledge that the term for easements or permits for Large Water Intakes executed after January 1, 2006, shall be the term of the New License, unless a shorter term is required by the Licensee or is specified by a FERC order to adequately address issues raised during the lake -use permit application process. The Licensee also agrees to negotiate in good faith with applicants for Large Water Intake approvals within the FERC Project Boundaries whose applications are received by the Licensee late during the term of the New License (e.g., final ten years) to identify any mutually agreeable easement or permit conditions that will provide the Large Water Intake Owner with adequate assurance, within the Licensee's ability to provide such assurance, that their intake facility, if approved by the Licensee, will be able to continue operation beyond the term of the New License. The Parties further agree that easements or permits for Large Water Intakes executed after January 1, 2006, shall not contain any provision that is inconsistent with the following provisions: 5.9.2.1 The Licensee maintains that it has the necessary authority and rights under state and federal law to charge a fee, consistent with any contract or other limitations that may be in place, to water withdrawers with intakes located within the FERC Project Boundaries or with intakes that benefit from storage provided by Project reservoirs and the Licensee will reserve any such rights in any easements or permits it issues; 5.9.2.2 An applicant requesting such a permit or easement shall not be required to concede that the Licensee has such alleged authority and shall not be required to waive any rights relative to the Licensee's alleged authority to charge withdrawal fees under state or federal law; and 5.9.2.3 The applicant, as a condition of the easement or permit, shall be required to comply with the terms and conditions of the Low Inflow Protocol for the Catawba - Wateree Project. 5.9.3 Large Water Intakes that are in Compliance — The Parties acknowledge that, for any Large Water Intake that remains in substantial compliance with its existing easement or permit agreement with the Licensee, as well as with any associated FERC orders, the existing easement or permit agreement will remain in effect until it expires. Additional easements or permits and /or a license amendment may be required if the water intake owner proposes a modification to or a change of ownership of the water withdrawal facility. 5.9.4 Large Water Intakes that are not in Compliance — The Licensee agrees and the other Parties acknowledge that any Party owning a Large Water Intake that is not in substantial compliance with its existing easement or permit agreement with the Licensee or any associated FERC orders shall modify the intake, execute or revise an easement /permit, or take other actions needed to achieve compliance in a timely manner. The Licensee shall inform the Large Water Intake owner about the substantial non - compliance and shall meet promptly with the Large Water Intake owner to determine if the non - compliance actually exists and to discuss the specific steps that must be taken to achieve C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 5 - 4 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement compliance. The Licensee shall provide a reasonable time to comply with an agreed -upon remedial plan, if it is determined that there is non - compliance. The Large Water Intake owner shall complete the applicable portions of the lake -use permitting process (potentially including FERC review) prior to modifying the facility or executing the easement or permit. The Large Water Intake owner shall complete the applicable portions of the lake -use permit application and provide it to the Licensee within 90 days after notice of non - compliance is received by the intake owner, unless an alternative, mutually acceptable time period is negotiated. 5.9.5 Large Water Intakes with no Easements or Permits from the Licensee — Any Party owning a Large Water Intake that is located within a Project reservoir that does not have an executed easement or permit from the Licensee, or otherwise have a valid claim of right pursuant to a deed, easement, permit or other authorization, shall obtain a new easement /permit to reach compliance in a timely manner. Prior to exercising any rights under this provision, the Licensee shall notify the Large Water Intake owner and provide an opportunity to negotiate such easement or permit. The Large Water Intake owner shall complete any applicable portions of the lake -use permitting process (potentially including FERC review) prior to obtaining the easement or permit, and the Licensee shall act promptly and reasonably in responding to the intake owner's need for a new easement or permit, including the filing of such application to the FERC, to allow water to be withdrawn and /or the provision of facilities as needed by the public. The Large Water Intake owner shall complete the applicable portions of the lake -use permit application and provide it to the Licensee within 90 days after notice is received by the intake owner, unless an alternative, mutually acceptable time period is negotiated. 5.10 Agreements Related to Water Withdrawal Fees 5.10.1 Parties that are owners of Large Water Intakes, including the Licensee, shall convene before or during January 2007 to form a voluntary organization called the Catawba - Wateree Basin Water Management Group (WMG) to pursue initiatives that improve water and energy conservation, drought management, and water quality in the Catawba - Wateree River Basin. (See Appendix N for the recommended description of the WMG.) All Eligible Participants (see Appendix N) will be invited to participate in the WMG and, as provided below, to participate in its benefits and responsibilities. 5.10.2 The Parties acknowledge that many of the Eligible Participants (see Appendix N) met regularly during 2005 and 2006 to develop a recommended organization, purpose, and procedures for the WMG as described in Appendix N to serve as a guide for the development of the WMG pursuant to Paragraph 5.10.1. The Parties further acknowledge that WMG Members in Good Standing may revise the organization, purpose, and structure or even disband the WMG by the decision processes established by its Members but that any revisions to the organization, purpose, and structure of the WMG prior to December 31, 2012 will leave the WMG substantially in the form described in Appendix N. All Parties agree that revisions to the organization, purpose, and structure of the WMG or disbanding the WMG will not constitute or require modification to this Agreement. C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 5 - 5 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 5.10.3 The Parties agree that, to be a Member in Good Standing of the WMG, the Member must be current in paying its dues, in substantial compliance with any FERC orders affecting the Project and applicable Licensee easements and permits, and be engaged in good faith in fulfilling the purpose and objectives of the WMG including among other things complying with the Low Inflow Protocol. The WMG will ultimately determine whether a Member is in good standing. 5.10.4 Members in Good Standing of the WMG shall not be charged water withdrawal fees by the Licensee during the term of the New License. 5.10.5 The Licensee maintains that water withdrawal fees may be assessed by the Licensee to Water Withdrawers that are not Members in Good Standing of the WMG. The Water Withdrawal Fees will be consistent with the New License's Joint -Use Article. 5.10.6 The Parties acknowledge that the Licensee maintains that it has the necessary authority and rights under state and federal law to assess a fee, consistent with any contract or other limitations that may be in place, to Water Withdrawers with intakes located within the FERC Project Boundaries or with intakes that benefit from storage provided by Project reservoirs. The act of signing this Agreement and becoming a Party thereto does not constitute recognition by any Party that the Licensee has such alleged authority. No Party waives any rights to challenge the Licensee's alleged authority to assess water withdrawal fees under state or federal law, by entering into this or any other related relicensing agreement. 5.10.7 The Parties to this Agreement that are also Eligible Participants for the WMG as identified in Appendix N agree to consider becoming and remaining members in Good Standing of the WMG for the term of the New License, regardless of whether or not they remain a Party to this Agreement. 5.11 Existing Water Withdrawals and Effluent Discharges — The Parties acknowledge that the Licensee included in its Application for New License a table(s) that identifies existing conditions with regard to Large Water Intakes and effluent discharges located within the FERC Project Boundaries. C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 5 - 6 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 6.0 Low Inflow Protocol Agreements 6.1 The Parties recommend that the following proposed License Article, the full text of which is provided in Appendix A of this Agreement, be incorporated into the New License that the Federal Energy Regulatory Commission (FERC) is expected to issue for the Project. 6.1.1 ARTICLE — Low Inflow Protocol for the Catawba - Wateree Project 6.2 Human Health and Safety and the Integrity of the Public Water Supply and Electric Systems are of Utmost Importance — Nothing in the Low Inflow Protocol (LIP) (see Appendix C) shall limit the Licensee's ability to take any and all lawful actions necessary at the Project to protect human health and safety, protect its equipment from major damage, protect the equipment of the Large Water Intake owners from major damage, and ensure the stability of the regional electric grid and public water supply systems. The Parties acknowledge that the Licensee may take the steps that are necessary to protect these things without prior consultation or notification. Likewise, nothing in the LIP will limit the States of North Carolina and South Carolina from taking any and all lawful actions necessary within their jurisdictions to protect human health and safety. It is recognized that North Carolina and South Carolina may also take the steps necessary to protect these things without prior consultation or notification. 6.3 No Abrogation of Statutory Authority — It is agreed and understood by all Parties that the South Carolina Department of Natural Resources ( SCDNR) must operate under the statutory authority of its drought response statutes, and nothing in this Agreement or LIP shall require the SCDNR to take any action that exceeds its authority under their drought response statute. 6.4 Revising the LIP — The Parties agree that, during the term of the New License, the Catawba - Wateree Drought Management Advisory Group (CW -DMAG) shall evaluate and revise the LIP periodically to ensure continuous improvement of the LIP and its implementation. These evaluations and revisions will be considered at least once every five (5) years during the New License term. Revisions must be approved by a consensus of the participating CW -DMAG members. If the participating members cannot reach consensus, then the dispute resolution procedures set forth in Section 31.0 of this Agreement shall apply. Approved revisions will be incorporated through revision of the LIP and the Licensee shall file the revised LIP with the FERC. If any revisions of the LIP require amendment of the New License, the Licensee shall: (i) provide notice to all Parties advising them of the proposed license article amendment and the Licensee's intent to file it with the FERC; (ii) submit the revision request to the North Carolina Division of Water Quality (NCDWQ) and /or the South Carolina Department of Health and Environmental Control (SCDHEC) for formal review and approval as may be required by any reopener conditions of the respective state's 401 Water Quality Certification for the Project; and (iii) file a license amendment request for FERC approval. During this process, the CW -DMAG may appoint ad hoc committees to address issues and revisions relevant to the LIP. All Parties agree that the filing of a revised LIP by the Licensee will not constitute or require modification to this Agreement and that any Party may be involved in the FERC's public process for assessing the revised LIP. 6.5 CW -DMAG Meeting Summaries — The Licensee shall prepare meeting summaries of all CW -DMAG meetings and shall make these meeting summaries available to the public by posting on its Web site. C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 6 - 1 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 6.6 Drought Response Plan Updates — All Large Water Intake Owners shall review and update their Drought Response Plans or Ordinances (or develop a plan or ordinance if they do not have one) by June 30, 2007 and within 180 days following the acceptance by the FERC of any future LIP revisions during the term of the New License to ensure compliance and coordination with the LIP, including the authority to enforce the provisions outlined herein, provided that the requirements of the LIP are not inconsistent with state law. C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 6 - 2 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 7.0 Maintenance and Emergency Protocol Agreements 7.1 The Parties recommend that the following proposed License Article, the full text of which is provided in Appendix A of this Agreement, be incorporated into the New License that the Federal Energy Regulatory Commission (FERC) is expected to issue for the Project. 7.1.1 ARTICLE — Maintenance and Emergency Protocol for the Catawba - Wateree Project 7.2 Human Health and Safety and the Integrity of the Public Water Supply and Electric Systems are of Utmost Importance — Nothing in the Maintenance and Emergency Protocol (MEP) (see Appendix D) shall limit the Licensee's ability to take any and all lawful actions necessary at the Project to protect human health and safety, protect its equipment from major damage, protect the equipment of the Large Water Intake owners from major damage, and ensure the stability of the regional electric grid and public water supply systems. The Parties acknowledge that the Licensee may take the steps that are necessary to protect these things without prior consultation or notification. Likewise, nothing in the MEP will limit the States of North Carolina and South Carolina from taking any and all lawful actions necessary within their jurisdictions to protect human health and safety. It is recognized that North Carolina and South Carolina may also take the steps necessary to protect these things without prior consultation or notification. 7.3 Revising the MEP — The Licensee shall review the requirements of the MEP each time it is used and shall consult with the organizations listed in the MEP if the Licensee determines that revisions are warranted. The Licensee shall file the revised MEP with the FERC, including filing a license amendment request if the Licensee determines that the amendment is needed. If any revisions of the MEP require amendment of the New License, the Licensee shall provide notice to all Parties advising them of the proposed license article amendment prior to filing the license amendment request for FERC approval. All Parties agree that the filing of a revised MEP by the Licensee will not constitute or require modification to this Agreement and that any Party may be involved in the FERC's public process for assessing the revised MEP. C -W CRA Sig Copy (Rev 1) 10 -20 -06 7- Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement (intentionally blank) C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 7 - 2 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 8.0 Public Information Agreements 8.1 The Parties recommend that the following proposed License Article, the full text of which is provided in Appendix A of this Agreement, be incorporated into the New License that the Federal Energy Regulatory Commission (FERC) is expected to issue for the Project. 8.1.1 ARTICLE — Public Information 8.2 Unless noted otherwise, the Licensee shall provide the information described in this Section 8.0 beginning within 180 days following the FERC's issuance of the New License and closure of all rehearing and administrative challenge periods related to public information and continuing throughout the term of the New License. 8.3 The Licensee shall provide public information in English and universal signage (with symbols), unless otherwise specified herein. 8.4 The Licensee shall provide an annual media advisory for newspaper editors to consider for publication to promote public awareness about the Web site and phone line described in the proposed Public Information License Article. 8.5 Reservoir Level Information — In addition to and on the same schedule as the information listed in the proposed Public Information License Article, the Licensee shall provide the following information about reservoir levels. 8.5.1 Reservoir Level Variability — Explain on its Web site that reservoir levels can vary depending on the location on the reservoir. 8.5.2 Special Messages — If an abnormal situation other than those described in the Low Inflow Protocol or Maintenance and Emergency Protocol occurs or is planned, and if such abnormal situation will require deviating from the Normal Target Elevation on a reservoir by more than two feet for more than seven consecutive days, information regarding the deviation and the reason(s) for it will be provided on the Licensee's Web site and toll -free telephone system. 8.6 River Flow Information — In addition to and on the same schedule as the information listed in the proposed Public Information License Article, the Licensee shall provide the following information about Project flow releases into Regulated River Reaches. 8.6.1 Near -term Forecasted Flow Releases — The near -term flow release forecasts will be updated once per day, generally during the hours between 8 pm and midnight. The near -term forecasted releases will be subject to change without notice, but will provide river users with the best available representation of the Licensee's planned and ongoing operations. 8.6.2 Flow Arrival and Recession Times — In addition, except for periods of operation in the Maintenance and Emergency Protocol (MEP) or other situations involving spill flows from the Project, the Licensee's Web site will also show the approximate times when Project flow releases will arrive and recede at the following locations on the Catawba - Wateree River: Watermill Road Access Area (RM 271.7), Morganton Greenway (RM 266.8), Rock Hill River Park (RM 137.4), Catawba Indian Reservation (RM 127.6), Landsford Canal State Park (RM 120.0), and Highway 1 /Highway 601 Landing (RM 69.4). The Licensee shall establish an automated system to update these arrival and recession times on a C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 8 - 1 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement frequent basis (e.g., every 1 to 2 hours) throughout the day based on actual hydro unit operating conditions. 8.6.3 Selected Streamflow and Groundwater Monitors — The Licensee shall include hotlinks on its Web site for the United States Geological Survey (USGS) streamflow gages and groundwater monitoring wells identified in the proposed Funding for USGS Streamflow Gages License Article, Paragraph 10.27.5.2 and Paragraph 15.6.1. 8.6.4 Special Messages — If the Licensee is operating in accordance with the Low Inflow Protocol (LIP) and /or the MEP, the Licensee shall adjust flow release information and provide special messages on the Licensee's Web site and toll -free telephone system consistent with actions outlined by the LIP and /or MEP. 8.7 Public Recreation Facility Information —The Licensee shall provide information to the public to support safe and effective use of public recreation facilities at the Project including appropriate signage at Project access areas. This information will be available in print as well as on the Licensee's Web site. This information will include, but will not necessarily be limited to, the following for public recreation facilities owned by the Licensee, as well as for many of those not owned by the Licensee: 8.7.1 Maps showing facility names, locations, and access road information; 8.7.2 General types of amenities available at each site; 8.7.3 Facility operational schedules; 8.7.4 General safety messages (including information about boat wakes, island use policies, etc.) and points of contact for boating safety education; 8.7.5 Points of contact (phone numbers, email addresses, Web site addresses, if available) for more specific information about identified facilities; 8.7.6 Links to Web sites that provide local weather service advisories; 8.7.7 Links to Web sites that provide NC and SC agencies' fishing, hunting and boating regulations; and 8.7.8 General information for property owners adjoining the Project. 8.8 Historic Canoe Trail Map — The Licensee shall develop a historic canoe trail map of the South Carolina portion of the Catawba River. The canoe trail map will begin at the Ft. Mill Access Area and end at the lower take -out at Landsford Canal State Park or the Highway 9 Bridge. The canoe trail map will be developed in consultation with the Catawba Indian Nation Tribal Historic Preservation Office, the South Carolina Department of Parks, Recreation and Tourism, the South Carolina Department of Archives and History, local governments, and others identified by the Licensee in consultation with these entities. The map will be completed and made available for public distribution within three years following the issuance of the New License and the closure of all rehearing and administrative challenge periods related to public information. 8.9 Recreation Reports — The Licensee shall make the biennial Recreation Activities Status Reports (see Paragraph 10.20.1) and the FERC Form 80 Reports (see Paragraph 10.20.2) available on its Web site. C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 8 - 2 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 8.10 CW DMAG Meeting Summaries — The Licensee shall make the meeting summaries for the Catawba - Wateree Drought Management Advisory Group (as identified in Paragraph 6.5) available on its Web site. 8.11 FERC Public Safety Plans — The Parties agree to the following improvements to the FERC Public Safety Plans. 8.11.1 Warning Devices — The Licensee shall maintain the appropriate warning devices for Project structures that it owns in accordance with its FERC Public Safety Plans as may be modified from time -to -time throughout the term of the New License. 8.11.2 Spanish Language Signage — In addition to signage in English and any universal symbols, the Licensee shall install signage written in Spanish in the tailrace areas to warn Spanish- speaking people of the potential for rapidly rising water. This Spanish signage will be installed within one year following the FERC's acceptance of the revised Public Safety Plans. 8.11.3 Horns at Bridgewater and Oxford — The Licensee shall modify its existing horns or install new horns at the Bridgewater and Oxford developments to improve warnings of changes in river flow due to hydro station operation provided to users of the Bridgewater Access Area and Catawba County's Riverbend Park. The Bridgewater modification will be completed during the powerhouse replacement with a new powerhouse or valve system. The Oxford modification will be completed within one year following the FERC's acceptance of the revised Public Safety Plans. 8.11.4 Riverbend Park Warning System — Additionally, the Licensee shall fund, install and maintain the warning system in the vicinity of Catawba County's Riverbend Park as part of the FERC Public Safety Plan. The Licensee shall consult with the park staff at Riverbend Park to help determine the best location that balances benefits to river users with maintenance and operational needs. Following consultation with the park staff at Riverbend Park, the Licensee will revise its Public Safety Plan and submit it to the FERC for acceptance prior to making the physical changes. The physical changes will be made within one year following the FERC's acceptance of the revised Public Safety Plan. 8.11.5 Public Safety Plan Revisions — The Licensee shall revise its Public Safety Plans to incorporate the Spanish signage and the warning system improvements at the Bridgewater and Oxford developments and file the Plans with the FERC for their acceptance by December 31, 2007. The Licensee shall also incorporate in these revised Plans any changes necessary to implement the facility exclusion zones specified in Paragraph 14.1. 8.11.6 Access Area Signage — Signage at all Project access areas, whether new or existing, will be designed and installed consistent with the Licensee's Access Area Signage Program Guidelines, which will incorporate the National Water Safety Congress and FERC Public Safety Guidelines. 8.11.7 Demographic Changes — At least every ten years after the FERC's issuance of the New License and the closure of all rehearing and administrative challenge periods related to public information for the term of the New License, the Licensee shall consult with local governments, state demographers, and marine commissions to identify any demographic changes that may require additional languages for signage. Based on that consultation, the Licensee will C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 8 - 3 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement determine any signage modifications that are necessary and will incorporate those changes into its FERC Public Safety Plans. The Licensee shall implement any signage modifications within one year following FERC's acceptance of the Public Safety Plan revisions. 8.12 Emergency Public Information —When requested, the Licensee shall provide links, with advisory topic titles, to local and state government and marine commission Web sites that provide advisories related to reservoir or river - related issues such as boating safety, swimming advisories, or fish consumption advisories in the special message sections of its Web site. Government agencies desiring to have such links must provide phone and email contacts to the Licensee and must register with the appropriate Licensee personnel. 8.13 Responsibilities for Emergency Notifications — When providing emergency notifications to government agencies in accordance with the Emergency Action Plan filed with the FERC, the Licensee shall be responsible for the timely and accurate dissemination of these notifications. Government agencies, however, will remain responsible for the accuracy of their advisories and for ensuring that their advisories are updated or removed as appropriate. 8.14 High Water Conditions 8.14.1 Within 60 days following issuance of the New License, the Licensee shall provide special messages on its Web site and toll -free telephone system about reservoir level information addressing high water conditions as defined in the MEP. During the time in which any Project reservoir's level is above full pond elevation and rising, this information will include projections for reservoir level crest range, time estimates for cresting, and high water updates approximately every six hours. The Licensee's Web site and toll -free telephone system will also explain that, depending on the location on the reservoir, water elevations could be substantially above (e.g., five feet or more) levels recorded at the dam. A generic graphical description demonstrating this variance will be provided on the Licensee's Web site. 8.14.2 When providing high water notifications to government agencies, in the event that the Licensee gets a bounce -back e -mail or a phone line is busy, the Licensee shall keep trying until they contact a primary or secondary contact. 8.15 Public Communications Technology Reviews —The Parties agree that technology used to provide public communication should be reviewed during the term of the New License. Therefore, at least every five years after the FERC's issuance of the New License and the closure of all rehearing and administrative challenge periods related to public information for the term of the New License, the Licensee shall review its use of phone and Web -based communication to determine if new, commonly accepted, reliable and cost - effective technologies should be added to or replace its communications tools. 8.16 List of Parties for Notice — For the term of the New License, the Licensee shall maintain the official list of Parties for the purpose of giving notice under this Agreement (see Section 29.0) and make the list available to the other Parties via its Web site and other appropriate means. C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 8 - 4 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 9.0 Cultural Resources Agreements 9.1 The Parties recommend that the following proposed License Article, the full text of which is provided in Appendix A of this Agreement, be incorporated into the New License that the Federal Energy Regulatory Commission (FERC) is expected to issue for the Project. 9.1.1 ARTICLE — Historic Properties 9.2 Subject to the standards set forth in "Guidelines for the Development of Historic Properties Management Plans for FERC Hydroelectric Projects" prepared by the FERC in 2002 and jointly issued by the FERC and the Advisory Council on Historic Preservation, the Parties agree that the Historic Properties Management Plan (HPMP) filed by the Licensee with its Application for New License contained the following. 9.2.1 Historic Hydroelectric Structures Management 9.2.1.1 Goal — The Licensee shall manage all of the Project Historic Hydroelectric Structures with the goal of ensuring that the facilities retain their outward historic features. 9.2.1.2 Categorical Exclusions — The Licensee, in consultation with the appropriate State Historic Preservation Offices (SHPOs), shall develop a listing of Categorical Exclusions for activities associated with the maintenance of the dams, modifications to the powerhouses, and modifications to equipment and support structures necessary to operate the hydro stations. 9.2.1.3 SHPO Consultation — In the event that the Licensee plans activities at Project Historic Hydroelectric Structures that are not Categorical Exclusions, the Licensee shall consult with the appropriate SHPO to identify an appropriate course of action. 9.2.1.4 THPO Consultation — The Licensee shall consult with the Catawba Indian Nation (CIN) Tribal Historic Preservation Office (THPO) regarding proposed alterations of Historic Hydroelectric Structures only if ground- disturbing activities are associated with the proposed activity. 9.2.1.5 Cowans Ford NRHP Eligibility —The Licensee, in consultation with the North Carolina SHPO, shall reassess the National Register of Historic Places (NRHP) eligibility of the Cowans Ford Development in Year 2015. 9.2.2 Management of Historic Properties 9.2.2.1 Monitoring — The Licensee shall establish a monitoring program in consultation with the SHPOs and CIN THPO to monitor archaeological sites located within the FERC Project Boundaries that are Historic Properties (HP). 9.2.2.2 Artifact Collecting — The Licensee shall not authorize artifact collecting within the FERC Project Boundaries and, as requested by state and local law enforcement personnel, shall cooperate to deter such artifact collecting and to prosecute offenders. C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 9 - 1 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement Artifacts include both pre- contact resources such as, but not limited to, points, potsherds, and worked stone, as well as historic period resources such as ceramics, glass, and foundation stones. 9.2.2.3 Large, Extended Drawdowns — The Licensee shall enter into consultation with the appropriate SHPO and THPOs to identify needed actions to protect archaeological and historic sites that might be exposed if large, extended drawdowns of Project reservoirs are planned. 9.2.2.4 Confidentiality of Site Locations — The Licensee shall not provide information about the location of archaeological and historic sites within the FERC Project Boundaries, except to the SHPOs and THPOs. However, the Licensee may provide location information, after consulting with the SHPO and THPOs, to adjoining landowners requesting lake use permits. 9.2.2.5 Consultation during Lake Use Permitting — The Licensee shall implement the requirements for consultation with the SHPOs and the THPOs and other HP protection measures identified in the revised Shoreline Management Guidelines (SMG) (see Appendix J). 9.2.2.6 The Licensee shall continue to consult with the SHPOs and THPOs on future revisions to the Shoreline Management Plan (SMP) and SMG to ensure that HP are appropriately considered. 9.2.2.7 Protecting Newly Discovered Historic Properties — The Licensee shall consult with the appropriate SHPO and THPO to develop management plans for any newly discovered HP located within the FERC Project Boundaries during the term of the New License. Such plans may include modifying the SMP shoreline classification maps in consultation with the SHPOs and THPOs as described in Section 12.0. 9.2.2.8 Management Plans — The Licensee shall implement site - specific management plans as described in Section 9.3 for sites 38CS235, 38CS307, 31 BK427 * *, 38CS321, 38CS339, 38YK427, 38LA475, and the Overmountain Victory National Historic Trail. 9.2.3 Public Education 9.2.3.1 The Licensee shall develop both a Web site and printed material for distribution to the public providing information about the history of the Project area, the history of the Catawba - Wateree Project, and the importance of not disturbing archeological and historic resources. This information shall be developed in consultation with the SHPOs and the THPOs within the first five years following issuance of the New License and the closure of all rehearing and administrative challenge periods related to cultural resources. The Licensee shall also provide this information to museums and cultural centers when requested. 9.2.3.2 The Licensee shall provide informational signs about the Project Historic Hydroelectric Structures within the first five years C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 9 - 2 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement following issuance of the New License and the closure of all rehearing and administrative challenge periods related to cultural resources. 9.2.4 Traditional Cultural Properties — If during the term of the New License Traditional Cultural Properties are identified by federally recognized Native American Tribes as being affected by Project operations, the Licensee shall consult with the applicable tribes to identify appropriate management plans. 9.2.5 Culturally Significant Plant Species — The Licensee shall consult with the CIN THPO to locate populations of culturally significant plants identified during relicensing studies within the FERC Project Boundaries. When such plants are located on Project lands that are owned by the Licensee, the Licensee shall provide access to tribal members for harvesting of such plants as long as these activities are not inconsistent with law or the Species Protection Plans described in Section 11.0. 9.3 Site Specific Management Plans 9.3.1 Site 38CS235 (Fishing Creek Development) — Following issuance of the New License and the closure of all rehearing and administrative challenge periods related to cultural resources, the Licensee shall offer to lease this sacred site to the CIN THPO at nominal cost for the term of the New License. During the term of the lease, the Licensee shall provide $15,000 total per year to the CIN THPO to support monitoring of the site. In the event that individuals are apprehended looting the site, the Licensee shall support the prosecution of the offenders. In the event that the CIN does not enter into a lease agreement with the Licensee or if the lease agreement is terminated for any reason during the term of the New License, the Licensee shall not be obligated to pay the above - mentioned funding to the CIN and shall consult with the South Carolina SHPO and the CIN THPO to develop an alternative, mutually agreeable management plan. 9.3.2 Dearborn Armory (Site 38CS307) — Great Falls- Dearborn Development 9.3.2.1 Conservation Easement — The Licensee shall place a permanent conservation easement on the armory site to be held by a South Carolina state agency. The South Carolina Department of Parks, Recreation and Tourism (SCDPRT) shall hold the easement, contingent upon SCDPRT entering into an Access Area Improvement Initiative (AAII) lease of Dearborn Island. The easement shall be established during the first five years following issuance of the New License and the closure of all rehearing and administrative challenge periods related to cultural resources and recreation. In the event that SCDPRT does not enter into an AAII lease of Dearborn Island, the South Carolina Department of Natural Resources (SCDNR) shall hold the easement. 9.3.2.2 NRHP Nomination — SCDPRT, the South Carolina Department of Archives and History (SCDAH), and the Licensee shall work cooperatively to develop a NRHP nomination for Dearborn Armory no later than five years following issuance of the New License C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 9 - 3 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement and the closure of all rehearing and administrative challenge periods related to cultural resources. 9.3.2.3 Site Management Plan — Provided that SCDPRT enters into an AAII lease of Dearborn Island, SCDPRT shall consult with the SCDAH to develop a site management plan consistent with the goals of protecting the site and educating the public about the history of the Dearborn Armory. During the first five years following issuance of the New License and the closure of all rehearing and administrative challenge periods related to cultural resources and recreation, the Licensee shall provide funding not to exceed $50,000 to SCDPRT to support the development of this plan, including archaeological investigations of the armory site. During the second five years following issuance of the New License and the closure of all rehearing and administrative challenge periods related to cultural resources and recreation, the Licensee shall provide additional funding not to exceed $50,000 to SCDPRT to assist in the implementation of the management plan. 9.3.2.4 Interpretive Signage — Provided that SCDPRT enters into an AAII lease of Dearborn Island, during the second five years following issuance of the New License and the closure of all rehearing and administrative challenge periods related to cultural resources and recreation, the Licensee shall provide funding not to exceed $10,000 to SCDPRT to develop interpretative signage at a new state park on Dearborn Island and shall transfer artifacts collected during previous archaeological surveys at the Dearborn Armory site to SCDPRT for incorporation into interpretive displays. 9.3.2.5 Vegetation Management — The Licensee shall provide funding not to exceed $20,000 to SCDPRT for clearing vegetation that threatens the stability of the armory site. The funding shall be provided in 2008. 9.3.2.6 Public Education — During the first five years following issuance of the New License and provided that SCDAH is a Party to this Agreement, the Licensee shall provide funding not to exceed $15,000 to the SCDAH's Archives and History Foundation to support the development of a "Teaching with Historic Places" module for the site. SCDAH shall maintain the module in accordance with the Teaching with Historic Places program. 9.3.2.7 Historic Resources — Provided that SCDPRT enters into an AAII lease of Dearborn Island, the Licensee shall work with SCDPRT to provide historic photographs, drawings and other materials suitable for interpreting the development of the hydroelectric facilities located in the vicinity of the Town of Great Falls. SCDPRT shall use such materials in a visitor's center or other displays at a new state park at Dearborn Island. 9.3.2.8 All funding to SCDPRT by the Licensee to support activities at the Dearborn Armory site is contingent upon SCDPRT being a Party to this Agreement and entering into an AAII lease with the Licensee for Dearborn Island. If SCDPRT is not a Party to this C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 9 - 4 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement Agreement or does not enter into an AAII lease of Dearborn Island, the Licensee shall consult with the SCDAH to develop an appropriate management plan for the Dearborn Armory site, but the Licensee has no obligation to provide the funding described in this Section 9.3.2 to SCDPRT. 9.3.3 Site 31 BK427 ** (Bridgewater Development) — The Licensee shall lease the island containing this gravesite to the North Carolina Division of Parks and Recreation ( NCDPR) for management as part of Lake James State Park as described in Paragraph 10.27.1.2. The NCDPR shall monitor site 31 BK427 ** at the Bridgewater Development at least annually during the term of the lease and report any disturbances to the Licensee. If NCDPR does not enter into a lease agreement with the Licensee for the island, the Licensee will manage the site in accordance with the HPMP. 9.3.4 Overmountain Victory National Historic Trail ( OVNHT) (Bridgewater Development) — The Licensee shall install educational signs, developed in consultation with the National Park Service and Burke County, NC, about the OVNHT at the entrance points for the historic trail route within the FERC Project Boundaries. 9.3.5 Sites 38CS321 (Fishing Creek Development); 38CS339 (Great Falls - Dearborn Development) — To mitigate for Project - related effects at these two sites, the Licensee shall provide the funding for the Mulberry Site described in Section 9.3.6. No additional management activities will be included in the HPMP for these two sites. The activities in Section 9.3.6 are dependent upon the willingness of the property owners to allow such activities to occur. If the property owners are not in agreement with both the project plan and scope (see Paragraph 9.3.6.2) and the Licensee's funding level as described in Section 9.3.6, or if SCDAH is not a Party to this Agreement, the Licensee shall not provide the funding in Section 9.3.6. Instead, the Licensee shall either stabilize or conduct data recovery efforts at sites 38CS321 and 38CS339 in consultation with the SCDAH and the CIN THPO. 9.3.6 Site 38KE12 (Mulberry site) — Wateree Regulated River Reach 9.3.6.1 If SCDAH is a Party to this Agreement, the Licensee shall provide a total of $400,000 ($150,000 per year for the first two years of the project and $100,000 for the third year of the project) to support the efforts of the Wateree Archaeological Research Program (WARP) at Mound A of the Mulberry site (38KE12), a site of national significance located on private property. The Licensee's cost -share funding for this project shall be provided only when a project plan and scope have been developed that are acceptable to the property owners, SCDAH, and the Licensee, and after the FERC's issuance of the New License and the closure of all rehearing and administrative challenge periods related to cultural resources, and after the FERC's approval of the HPMP. In addition, the Licensee's funding shall not be provided until WARP has obtained consensus from all interested federally recognized Indian Tribes on a treatment plan for addressing human remains and associated grave goods inadvertently encountered during the project. C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 9 - 5 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 9.3.6.2 This project plan will be administered by the WARP. No more than 15 percent of the Licensee's funding can be used to offset WARP's overhead costs. An Advisory Committee will provide input to WARP and technical review of the project scope, technical reports, and publications of project findings. Membership of the Advisory Committee shall include representatives of, but is not necessarily limited to, WARP, SCDAH, the South Carolina Institute of Archaeology and Anthropology (SCIAA), SCDNR, the CIN THPO, other interested federally recognized Indian Tribes, and at least three professional archaeologists with related experience. The WARP shall develop a written project plan and scope that shall include, but not necessarily be limited to, the following: 9.3.6.2.1 Clearly defined scope of work; 9.3.6.2.2 A schedule for completing the project within five years of its initiation; 9.3.6.2.3 Funding sources in addition to the Licensee if the costs of the scope of work will exceed the Licensee's funding level; and, 9.3.6.2.4 Contractual obligations upon the WARP. 9.3.6.3 If the WARP is unwilling or unable to accept the funding described in this section or to administer the study, the Advisory Committee will identify another entity to administer the project that is acceptable to the property owners, SCDAH, and the Licensee. 9.3.6.4 If SCDAH is a Party to this Agreement, the Licensee shall also provide $100,000 to SCDAH's Archives and History Foundation to monitor erosion rates at the site. This funding may also be used to investigate other associated sites in the Catawba - Wateree River Basin. The Licensee will provide this funding within one year following the FERC's issuance of the New License and the closure of all rehearing and administrative challenge periods related to cultural resources, and the FERC's approval of the HPMP. 9.3.6.5 The Parties agree that any additional funding from the Licensee to support work at the Mulberry site during the term of the New License is at the sole discretion of the Licensee. 9.3.7 Sites 38YK427 (Wylie Development); 38LA475 (Wateree Development) — To mitigate for Project - related effects, the Licensee shall provide $40,000 per year for two years to support the University of North Carolina Research Laboratory of Archaeology's (UNCRLA) Catawba Project. The Licensee and its lessees shall not implement any further monitoring or data recovery activities in conjunction with these sites. The funding shall begin within one year following the FERC's issuance of the New License and the closure of all rehearing and administrative challenge periods related to cultural resources, the CIN THPO's concurrence with UNCRLA's plan and scope of work, and FERC approval of the HPMP. In the event that either UNCRLA cannot conduct the work or the CIN THPO does not agree with the work plan and scope, then, in lieu of providing this funding to UNCRLA, the Licensee shall develop treatment C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 9 - 6 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement plans for sites 38YK427 and 38LA475 in consultation with SCDAH and the CIN THPO. 9.4 The Licensee and the CIN THPO agree that current management activities adequately address all Traditional Cultural Properties (TCP) within the Project's Area of Potential Effect at this time. 9.5 The Parties agree that sites 38LA467, 38LA468, 38LA469, 38LA470, 38LA471, 38LA473, 38LA474 shall be leased at nominal cost to SCDPRT for the term of the New License. SCDPRT, in consultation with the CIN THPO and SCDAH, shall develop a management plan for these sites. C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 9 - 7 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement (intentionally blank) C -W CRA Sig Copy (Rev 1 ) 10 -20 -06 9 - 8 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 10.0 Public Recreation Agreements 10.1 The Parties recommend that the following proposed License Articles, the full text of which are provided in Appendix A of this Agreement, be incorporated into the New License that the Federal Energy Regulatory Commission (FERC) is expected to issue for the Project. 10.1.1 ARTICLE — Recreation Management Plan 10.1.2 ARTICLE — Recreation Planning 10.2 Construction Schedule, Additions to RMP, and Access Area Ownership — The Licensee shall complete the construction of all public recreation facilities required under this Agreement during the first 20 years following the FERC's approval of the Recreation Management Plan (RMP) filed pursuant to the proposed Recreation Management Plan License Article. The Parties agree that the Licensee may add recreational amenities or facilities to the Recreation Management Plan whether or not the amenities or facilities are identified in this Agreement. The Parties agree that recreation needs after this first 20 years shall be identified as described in the proposed Recreation Planning License Article and in Paragraph 10.20.4. Except for access areas that are closed for lack of use or closed for relocation in accordance with Paragraph 10.17 or as stated otherwise herein, the Licensee shall hold all Licensee -owned access areas in fee - simple ownership for the term of the New License. 10.3 Planning Basis for Picnic Facilities, Camping, Restrooms, and Swimming — The Parties acknowledge that the final designs for the access areas described in this Agreement will depend on the characteristics of each access area site. The Parties further acknowledge that, unless otherwise specified in this Agreement, the planning basis for these access areas was for picnic facilities to include up to 25 picnic tables, some with a fire ring or pedestal grill; camping areas to include up to 50 sites; restrooms to typically include at least one for men and one for women; and swimming areas to include approximately one -half acre of sandy beach with adjoining shallow water areas and no provisions for lifeguards. 10.4 Maintenance Agreement with NCWRC — Prior to the expirations of the Existing License and the current NCWRC agreement for maintenance of boat launching, public fishing areas, and parking facilities at the Licensee's access areas in North Carolina, both of which expire August 31, 2008, the Licensee and the North Carolina Wildlife Resources Commission ( NCWRC) shall negotiate a similar maintenance agreement for the term of the New License. The maintenance agreement shall include: (i) all facilities subject to the current maintenance agreement; (ii) the maintenance of certain newly constructed facilities in North Carolina identified in Section 10.27 of this Agreement as such new facilities are constructed; and (iii) may also include management of selected Licensee -owned islands within the Project reservoirs in North Carolina. If for any reason the NCWRC and the Licensee cannot agree to a new maintenance agreement, the Licensee shall ensure the maintenance of the boat launching, public fishing areas, and parking facilities that would have been under the NCWRC maintenance agreement. 10.5 Wildlife Viewing Feasibility — The Licensee shall evaluate the need for and feasibility of including wildlife viewing facilities at appropriate Licensee -owned public access areas that will be within the FERC Project Boundaries as a part of the site - specific conceptual design process following FERC approval of the RMP. Where found to be needed and feasible, the Licensee or its access area lessees shall provide such C -W CRA Sig Copy (Rev 1) 10 -20 -06 10 - 1 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement wildlife viewing facilities. The Licensee and the NCWRC or the South Carolina Department of Natural Resources (SCDNR) as appropriate will consider the capability and suitability of the site to support wildlife viewing opportunities and shall jointly determine the need and feasibility for the facilities. 10.6 Bank Fishing at Licensee -owned Access Areas — The Licensee shall ensure that the shoreline of all Licensee -owned access areas remains open for bank fishing for the term of the New License, except for those minimal shoreline areas where bank fishing is restricted for safety reasons, management problems, or to avoid conflicts with other access area users. The Licensee, in consultation with the NCWRC or the SCDNR, shall designate with appropriate signage those portions of shoreline at the Licensee -owned access areas where bank fishing is prohibited. 10.7 Facilities Investments at Licensee -owned Access Areas — This Agreement contemplates the Licensee's entering into Access Area Improvement Initiative (AAII) leases with partners at suitable Licensee -owned access areas. The Parties acknowledge that Licensee - funded facilities will belong to the Licensee, while the facilities for which construction was funded by an AAII lessee will belong to the lessee. 10.8 Expanding the AAII — The Parties acknowledge that the Licensee may lease Licensee -owned access areas in addition to those identified for AAII lease in this Agreement to AAII partners for the development and management of public recreation facilities. 10.9 Use of Licensee -owned Islands — The Licensee shall ensure that all Licensee - owned islands located on the Project reservoirs or in the regulated river reaches will remain open for the term of the New License for any permissible day -use public recreation activity, such as fishing, wading, picnicking, hiking and hunting, except for islands that are specifically designated otherwise in the FERC- approved RMP or the Licensee's Shoreline Management Guidelines (SMG) (see Appendix J Shoreline Management Plan (SMP)), or islands that are restricted by state or local public health, safety or law enforcement authorities, or islands that the Licensee determines should be off limits due to issues related to cultural resource protection, wildlife protection or safety, security or management concerns. The Parties understand that camping on islands located in Project reservoirs and regulated river reaches is authorized only on specific Licensee -owned islands as noted in the Licensee's SMG or FERC- approved RMP, or as specifically provided for in any AAII lease. 10.10 Sig nage —The Licensee shall provide appropriate signage at Licensee -owned access areas and trails. These signs may include, but are not necessarily limited to, safety advisories, facility operation schedules, and phone numbers for additional information. Signs will be consistent with the National Water Safety Congress and FERC Public Safety Guidelines, will include universal signage symbols where appropriate, and will include Spanish in the tailraces in accordance with Paragraph 8.11.2. 10.11 Construction, Approvals and Permits — The Parties acknowledge that construction of the public recreation facilities described in this Section 10.0 and in the proposed Recreation Management Plan License Article is contingent upon the ability of the Licensee and /or other recreation facility providers to obtain any necessary federal, tribal, state or local government approvals or permits required. If any of the facilities are not completed because of the inability to obtain such permits or approvals, then the Licensee and /or other recreation facility providers shall endeavor in good faith to construct comparable facilities as a replacement within a reasonable time schedule. The Licensee and /or other recreation facility providers shall endeavor in good faith to find a C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-2 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement suitable location and obtain the necessary approvals and permits for such replacement facilities that are acceptable to and approved by the FERC, if FERC approval is required. 10.12 Construction Feasibility — The Parties acknowledge that construction of the public recreation facilities described in this Section 10.0 is contingent upon the ability of the Licensee and /or other recreation facility providers to design and construct the facilities consistent with accepted recreation facility standards, user safety, and public infrastructure security requirements. If any of the facilities are not completed because of feasibility problems, then the Licensee and /or other recreation facility providers shall endeavor in good faith to provide appropriate replacement alternatives to be constructed within a reasonable time schedule for which they can obtain the necessary permits and approvals, including FERC approval, if FERC approval is required. 10.13 Facilities Subject to Security Concerns — In establishing the final location, design and operation of any public recreation facilities proposed in the vicinity of powerhouses, dams and other power generation or electric transmission support facilities, pipelines for transporting petroleum products, public bridges and public water system intakes, the Parties agree that the Licensee and /or other recreation facility providers shall consider security issues relative to those important elements of public infrastructure and shall not create security risks that are unacceptable to the entities with management responsibility for the public infrastructure elements. 10.14 ADA Requirements —The Licensee shall ensure that all facilities constructed at the Licensee -owned access areas, whether constructed by the Licensee or others, comply with the Americans with Disabilities Act (ADA) requirements. 10.15 Facility Standards — For all Licensee -owned access area construction projects, the Licensee and /or other recreation facility providers shall comply with applicable federal, state and local rules, regulations, building and zoning codes, and public safety design standards. In addition, the Licensee and /or other recreation facility providers shall use reasonable best efforts to construct all facilities at Licensee -owned access areas using Low Impact Development practices for storm water management. For all Licensee -owned access area projects, the Licensee shall also design and construct, as is practicable, the areas to retain vegetation, maintain natural habitat, provide a natural view from the water, and use shielded lighting where lighting is provided. The Licensee shall ensure that all leases and agreements entered into with agencies or other entities for development and /or maintenance of Licensee -owned access areas will include these provisions. 10.16 Public Access Requirement to Receive Licensee Funds or Duke Energy Properties — If the Licensee's funds will be used for construction of public recreation facilities on property owned by others, the Licensee shall require prior written agreements from those landowners of public recreation land requiring that the Licensee - funded facilities shall remain open to the general public for public recreation purposes for the term of the New License, unless facility closure and /or property use conversion becomes unavoidable or desirable to support other public need projects (e.g., the property on which the facilities are located is taken for a public road expansion during the term of the New License). The written agreement between the Licensee and the entity receiving the Licensee's funding shall identify procedures to be used in these closure situations which may include, among other things, requirements to reimburse all or a portion of the Licensee's funding or to replace the Licensee - funded facilities that will be closed. If under this Agreement the Licensee's funds will be used to purchase land for public recreation and /or compatible long -term conservation or if a Duke Energy C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-3 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement business unit will transfer its property to another entity for those purposes, similar written agreements (typically in the form of deed restrictions on the subject property) shall be required prior to providing the Licensee's funds or transferring title to the subject property to establish the intention for the property to remain open to the general public for public recreation purposes for the term of the New License and to identify procedures to be used in any future closure situations. 10.17 Property Rights for Public Access — The Licensee shall retain the necessary property rights to keep Licensee -owned access areas open for public recreation use for the term of the New License. However, if it is necessary or desirable to close any Licensee -owned access area during the term of the New License for reasons other than a lack of use, the Licensee shall provide appropriate alternatives acceptable to and approved by the FERC, if FERC approval is required, in the same general vicinity of the Project reservoir or regulated river reach or bypassed reach before closing the original access area. The Licensee shall consult with the appropriate tribes, federal and state resource agencies, local governments, and organizations regarding the closure of the existing access area and the selection and design of the replacement access area. 10.18 Actual Facility Construction versus Schedules — If, due to extenuating circumstances, the Licensee cannot meet the scheduled construction dates for any of its access area construction projects that are included in the RMP, then it may request a time extension from the FERC. If these access area construction projects are identified in this Agreement but not included in the RMP, then the Licensee shall notify the Final Agreement Committee (see Section 26.0) to consider recommending a time extension prior to being subject to an alleged breach of this Agreement. The Licensee shall require AAII lessees in the terms of their leases to make every effort to maintain the facilities construction schedules as noted in this Agreement and as agreed to in their AAII leases. If any AAII lessee falls more than 24 months behind its stated construction schedule, the Licensee shall evaluate the lessee's state of compliance with the terms of its lease and decide if lease termination is advisable. If the lease is terminated because of non - compliance with the terms of the lease, then Paragraph 10.24 shall apply. 10.19 Alternative Facilities Plans — If the Licensee works out an alternative agreement with another entity (e.g., a state park, a local park, an AAII partner) to construct comparable facilities in the same general vicinity of the applicable reservoir or river reach and on a similar or more aggressive schedule, and these facilities are actually constructed, then the Parties agree that these comparable facilities will also meet the Licensee's obligations. If such alternative facilities are planned, the Licensee shall consult with the appropriate tribal, federal, state and local agencies and organizations and file a supplement to the RMP for FERC approval if the original or alternative facilities are included in the RMP. 10.20 Continued Project Recreation Planning — The Parties recognize the importance and value of continued recreation planning consultation among the Licensee, appropriate tribes, federal and state resource and parks and recreation agencies, local governments, and recreation -based organizations. The Parties also recognize that, during the RMP's 20 -year planning horizon, unanticipated Project - related recreation needs may be identified and /or it may be determined that planned or existing recreation facilities are no longer needed. To respond to these possibilities, the Licensee shall conduct the following activities. 10.20.1 Recreation Activities Status Report — The Licensee shall post to its Web site the biennial status report developed in accordance with the proposed C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-4 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement Recreation Management Plan License Article and shall inform all Parties of its availability. 10.20.2 FERC Form 80 Reports — The Licensee shall post the FERC Form 80 Reports on its Web site and inform all Parties of their availability. 10.20.3 Seven -year Meetings of Recreation Specialist Parties — In the seventh year and again in the fourteenth year following the FERC's issuance of the New License, the Licensee shall convene a workgroup of recreation professionals and recreation -based interest groups within the Catawba - Wateree River Basin, including but not limited to recreation -based organizations that are Parties to this Agreement. The workgroup will review the Recreation Activities Status Reports and the FERC Form 80 Reports plus other existing data that describe Project - related recreation use including the NC and SC State Comprehensive Outdoor Recreation Plans, local comprehensive land -use plans, and available recreation studies. The workgroup will also review the remaining recreation activities required by the RMP and this Agreement. The Parties acknowledge that changes can be made to the RMP or the recreation activities required by this Agreement as a result of the workgroup's recommendations, but only if all the Parties to this Agreement affected by the recommendations including the Licensee agree that the changes are needed and are acceptable, and if the FERC approves any applicable proposed changes. The workgroup shall first make its best effort to offset any additional costs to the Licensee for changes the workgroup deems necessary by adjusting the scope and schedule, by providing additional partnerships, or by making other adjustments to the remaining activities in the 20 -year RMP or this Agreement. In any case, if the offsets are not adequate to cover the costs of the changes, the Licensee's additional cost of changes to the RMP or recreation activities required by this Agreement as suggested by the workgroup over the initial 20 -year planning window may not exceed $2 million per each seven -year review increment. Any portion of the $2 million of additional potential investment that is not allocated by a seven -year review will not carry over into the next review. If in any seven -year review the organizations (including the Licensee) affected by a suggested change to the RMP substantially disagree about whether that change should be adopted by the workgroup, then the workgroup shall implement dispute resolution under the procedures in Section 31.0 of this Agreement. However, the Parties acknowledge that, whatever changes are recommended or result from dispute resolution, all changes in that seven -year review shall not exceed $2 million additional cost to the Licensee. 10.20.4 Future Revisions to the RMP —Prior to each supplement to the RMP required by the proposed Recreation Management Plan License Article, the Licensee shall convene a workgroup similar in design to the Recreation Use and Needs Study Team formed to support the Project's relicensing to: 10.20.4.1 Conduct a recreation use and needs assessment; 10.20.4.2 Identify any additional public recreation facility needs at the Project as agreed to by the workgroup; and 10.20.4.3 Develop a supplement to the RMP and file the supplement with the FERC for approval. The supplement will describe in detail the activities agreed to by consensus, as defined in Paragraph 31.1.2, by the workgroup including construction schedules and how these C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-5 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement new facilities as well as existing facilities will be operated and maintained. The Licensee shall implement the RMP supplement once the necessary approvals are obtained. 10.20.5 Prior to filing with the FERC any RMP revisions or supplements or any related New License amendments as noted in this Paragraph 10.20.5, the Licensee shall provide notice to all Parties advising them of the pending FERC filing and shall make the pending RMP revision or supplement or the pending New License amendment available to the Parties for at least 30 -days review and comment. The Licensee shall consider any comments it receives from the Parties during the comment period and shall address the comments received in its FERC filing. All Parties agree that the filing of a RMP revision or supplement or a related New License amendment request by the Licensee will not constitute or require modification of this Agreement and that any Party may be involved in the FERC's public process for assessing the Licensee's filing. 10.21 Duke Energy Support for Land Acquisition by Other Entities — Approximately 3,450 acres of land that is owned by Crescent Resources, LLC is expected to be purchased by entities other than the Licensee with support from Duke Energy in accordance with this Agreement (see Paragraphs 10.27.5.4 and 10.27.15.3). The Parties agree that these land areas are being purchased for public recreation purposes and /or for permanent land conservation uses. The Parties agree that, unless stated otherwise in Section 10.0, all lands identified in this Section 10.0 to be acquired from Crescent Resources, LLC by other entities with support from Duke Energy must be under purchase option by December 31, 2007, and the purchase must be complete by August 1, 2009. Provided Crescent Resources, LLC is a Party to this Agreement, Crescent Resources, LLC agrees to remain a willing seller of the Johns River Gameland tract (approximately 2,882 acres, see Paragraph 10.27.5.4) and the Mountain Creek Park tract (approximately 600 acres, see Paragraph 10.27.15.3) through August 1, 2009, and Crescent Resources, LLC further agrees that, between the effective date of this Agreement and December 31, 2007, it will only sell the Johns River Gamelands and Mountain Creek Park tracts to the entities identified in this Agreement as the intended purchasers. Purchasing entities may request an extension of the August 1, 2009 purchase completion date, but any such extensions must be justified and must be negotiated with and approved by the Duke Energy business unit that owns the subject property. If any portion of the Johns River Gamelands (see Paragraph 10.27.5.4) is not under purchase option or acquired by these dates, then, unless otherwise specified in this Agreement, the Licensee shall add to the land conservation funding identified in Section 14.5 for the State of North Carolina an amount of funding equivalent to the unused Duke Energy support. 10.22 Recreation Amenity Locations — Section 10.27 and the proposed Recreation Management Plan License Article detail the recreation enhancements, amenities, and financial contributions that have been agreed to as part of this Agreement. The general locations of existing recreation facilities and new recreation facilities are identified on a map tile series titled Catawba - Wateree Public Recreation Amenities and Other Key Land Areas (See Appendix 1). 10.23 Submittal of AAII Lease Requests to the FERC — The Parties acknowledge that all AAII lease requests for Licensee -owned access areas that are within the FERC Project Boundaries of the New License must be filed by the Licensee with the FERC for approval. The Licensee shall file along with its RMP any conceptual site plans meeting the standards of the AAII that have been developed by potential AAII lessees for C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-6 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement activities set forth in this Agreement and request, with the filing of its RMP, that these leases be approved by the FERC. Should a potential AAII lessee desire to have its plans considered for approval by the FERC at the same time as the RMP, the lessee must submit its plans to the Licensee within eight (8) months following the FERC's issuance of the New License. All other AAII lease requests shall be submitted to the FERC for approval in accordance with the AAII procedures. 10.24 Actions if an AAII Lease does not Exist — Parties to this Agreement that are specifically identified by name in Section 10.0 as potential AAII lessees acknowledge that they knew of no reason at the time of their signing of this Agreement that they will be unable or unwilling to enter into such AAII leases and are agreeing to consider the AAII leases of the subject access areas in good faith, including consideration of developing the identified facilities, but the AAII lessees are only obligated to construct and operate the specific facilities identified in AAII leases that they sign. If an AAII lease for an access area that is proposed for inclusion in the FERC Project Boundaries as described in Section 10.27 is not executed or ceases to exist for any reason, the Parties acknowledge that the Licensee reserves the right to: (i) enter into an AAII lease with a different entity to implement the same activities or a modified set of activities with the same or different schedule; and (ii) change the schedule for implementing these activities but shall not delay the activities by more than one five -year period (see Section 10.27). The Parties agree that, if the Licensee determines that such a schedule is to be modified and the modification must be approved by the FERC in accordance with Paragraph (E) of the proposed Recreation Management Plan License Article, then the Licensee shall amend its RMP in accordance with the proposed Recreation Management Plan License Article and that no Party shall oppose such modifications in schedule. 10.25 Waterfowl Hunting on the Catawba River — The Parties acknowledge that the Licensee, NCDENR, NCWRC and the North Carolina Wildlife Federation have worked together and developed a plan to address waterfowl hunting in the Catawba River in the vicinity of the North Bend Recreation Land (Paragraph 10.27.3.1), North Bend Access Area (Paragraph 10.27.3.2), Catawba - Linville River Confluence Recreation Land (Paragraph 10.27.3.3), and the Paddy Creek Recreation Land (Paragraph 10.27.3.4). 10.26 Cultural Resource Evaluation of Bridgewater Properties — Prior to the conveyance to the State of North Carolina of any of the properties identified for the North Bend Recreation Land (Paragraph 10.27.3.1), North Bend Access Area (Paragraph 10.27.3.2), Catawba - Linville River Confluence Recreation Land (Paragraph 10.27.3.3), or Paddy Creek Recreation Land (Paragraph 10.27.3.4) and prior to the identification of the final layout for the Overmountain Victory National Historic Trail ( OVNHT) easement /corridor provided in Paragraph 10.27.4.2, the Licensee shall perform a cultural resources field evaluation of the subject property in consultation with the National Park Service, Burke County, NC, the North Carolina State Historic Preservation Office (NCSHPO), the North Carolina Department of Environment and Natural Resources (NCDENR) and the NCWRC and provide the final evaluation report to the same agencies. However, if the NCDENR is not a Party to this Agreement, the Licensee shall limit its cultural resources field evaluation to only those areas considered for location of the OVNHT easement /corridor provided in Paragraph 10.27.4.2. 10.27 Site - Specific Recreation Amenities — The Parties agree that the RMP filed by the Licensee in accordance with the proposed Recreation Management Plan License Article shall be consistent with the schedule and measures for those activities set forth herein. C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-7 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement The indicated time periods for the activities included in the RMP shall begin upon the FERC's approval of the RMP. The Parties agree that activities and measures not addressed in the proposed Recreation Management Plan License Article shall not be included in the RMP filed by the Licensee. These activities and measures not included in the RMP shall be implemented in accordance with this Section 10.27. 10.27.1 Bridgewater Development — First Five -Year Period 10.27.1.1 Black Bear Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the first five -year period. The Licensee shall offer to McDowell County, NC, and McDowell County, NC shall consider, an AAII lease to provide trails, cabins, primitive camping, and picnicking. If McDowell County, NC leases the access area from the Licensee through the AAII, the Parties agree that McDowell County, NC may fulfill its lease obligations by entering into a sublease with a commercial business. The NCWRC shall develop the fishing pier included in the proposed Recreation Management Plan License Article if a suitable location is identified. If the NCWRC and the Licensee jointly determine that a fishing pier is not feasible at this site, the AAII lessee shall provide a bank fishing trail. The Parties agree that the AAII lease shall also include maintenance of all facilities, except that the boating access facilitiesz and fishing pier, if one is constructed, shall be maintained under the NCWRC maintenance agreement described in Paragraph 10.4. If the NCWRC does not revise its maintenance agreement as described in Paragraph 10.4, the Licensee may, in accordance with Paragraph 10.24, change the implementation schedule in its RMP for the fishing pier and bank fishing trail included in the proposed Recreation Management Plan License Article. If the access area is not leased, the Licensee may, in accordance with Paragraph 10.24, change the implementation schedule in its RMP for the trails, primitive camping, and picnicking facilities included in the proposed Recreation Management Plan License Article. The Licensee shall be under no obligation to provide cabins. If McDowell County, NC is a Party to this Agreement, the Licensee shall facilitate discussions about trail- easement agreements between McDowell County, NC and (i) the owner of Bear Cliff Development, (ii) the Sunset Development Homeowner's Association, and (iii) Crescent Resources, LLC to establish a connecting trail easement from Black Bear Access Area to the proposed Lake James Loop Trail at the McDowell County /Burke County, NC line. This trail easement shall not be included in the FERC Project Boundaries. 2 The term "boating access facilities" includes the boat ramp(s), courtesy dock(s), parking lot, any lighting, and grounds in the vicinity of these facilities, throughout Section 10.0 unless otherwise specified. C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-8 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 10.27.1.2 Lake James State Park and Islands Management Zone — AII measures identified for the Lake James State Park and Islands Management Zone in the proposed Recreation Management Plan License Article shall be scheduled to occur during the first five -year period. 10.27.2 Bridgewater Development — Second Five -Year Period 10.27.2.1 New Linville Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the second five -year period if Burke County, NC transfers approximately 10 acres of land adjacent to the existing Linville Access Area in fee - simple ownership to the Licensee. Construction of any facilities identified in the proposed Recreation Management Plan License Article shall be done in accordance with a Burke County- approved site plan. The new boating access facilities including the access road shall be maintained under the NCWRC maintenance agreement described in Paragraph 10.4. The Licensee shall maintain the vault toilet. The Licensee agrees that Burke County, NC may include in the deed conveying the property from Burke County, NC to the Licensee a reversion clause so that fee - simple ownership of the 10 -acre tract will revert back to Burke County, NC if the recreation use of the 10 -acre tract as defined in this Paragraph 10.27.2.1 is terminated. If Burke County, NC does not transfer the property or if the Linville Canoe /Kayak Access Area is not leased, the Licensee may, in accordance with Paragraph 10.24, change the implementation schedule in its RMP for the measures included in the proposed Recreation Management Plan License Article for this access area. 10.27.2.2 Linville Canoe /Kayak Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the second five -year period, provided that the development of the New Linville Access Area occurs as noted in Paragraph 10.27.2.1. The Licensee shall offer to Burke County, NC, and Burke County, NC shall consider, an AAII lease to maintain all facilities. If the access area is not leased, the Licensee may, in accordance with Paragraph 10.24, change the implementation schedule in its RMP for the measures included in the proposed Recreation Management Plan License Article for this access area. 10.27.2.3 Lake James Loop Trail —Within ten years following FERC issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation and provided that Burke County, NC is a Party to this Agreement, the Licensee shall provide funding, not to exceed $500,000, to Burke County, NC to construct up to a total of five miles, including the dam portion (length to be determined based on engineering feasibility), of the planned Lake James Loop Trail. If Burke County, NC is not a Party, these funds shall be provided to NCDENR for the same purpose provided NCDENR is a Party to this Agreement. The location of trail portions C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-9 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement other than those crossing the dams shall be determined by Burke County, NC (or NCDENR). The Licensee shall develop a suitable management agreement between the Licensee and Burke County, NC (or NCDENR) for managing the Lake James Loop Trail portion crossing the dams. Except for the portions of the Lake James Loop Trail that cross the dams or cross any of the Licensee -owned public access areas adjoining Lake James, the trail segments constructed shall not be included in the FERC Project Boundaries. If either Burke County, NC or NCDENR is a Party to this Agreement, the Licensee shall include segments of the Lake James Loop Trail crossing the dams or within the FERC Project Boundary at Lake James in the RMP with construction scheduled to occur during the second five -year period, but only if the Licensee determines that these trail segments are feasible. If neither Burke County, NC nor NCDENR is a Party to this Agreement, the Licensee shall have no obligation to provide the funding described in this Paragraph 10.27.2.3. 10.27.2.4 Pocket Park at Dam for Lake James Loop Trail — All measures identified for this area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the second five -year period. 10.27.3 Bridgewater Regulated River Reach — First Five -Year Period 10.27.3.1 North Bend Recreation Land —Within five years following FERC issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation, provided that the NCDENR is a Party to this Agreement, Duke Energy shall convey approximately 550 acres of property adjacent to the Catawba River at the second Powerhouse Road Bridge downstream of the Bridgewater Powerhouse to the NCDENR for public recreation and compatible permanent conservation. NCDENR shall develop and manage the property to provide multiple public recreation opportunities for the term of the New License. This area shall not be included in the FERC Project Boundaries. The Parties acknowledge that the Licensee may use portions of the property as borrow areas to support the ongoing Bridgewater Dam Upgrade Project. To continue completion of this important dam upgrade, the Licensee may, at its sole discretion, delay the conveyance of all or a portion of this property to the NCDENR pending completion of the Bridgewater Dam Upgrade Project. The borrow areas shall be reclaimed prior to conveyance. The Parties agree that the conservation easements (see Appendix O) identified in the North Carolina Flow Mitigation Package (see Paragraph 4.5.) shall remain in place. This property may also include an easement or corridor for the term of the New License for approximately 3.5 miles for the Overmountain Victory National Historic Trail (OVNHT) corridor as noted in Paragraph 10.27.4.2. The Licensee shall identify the easement or corridor location in consultation with the National Park Service, Burke County, NC, the NCSHPO, NCDENR, and the NCWRC. This property may also include conservation easements or deed restrictions to protect any C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-10 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement populations of dwarf- flowered heartleaf (Hexastylis naniflora) currently existing on the property. If the NCDENR is not a Party to this Agreement, Duke Energy shall have no obligation to transfer the lands identified in this Paragraph 10.27.3.1. 10.27.3.2 North Bend Access Area — Within five years following FERC issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation, provided that the NCWRC is a Party to this Agreement, Duke Energy shall convey approximately 10 acres of property adjacent to the Catawba River at the second Powerhouse Road Bridge downstream of the Bridgewater Powerhouse to the NCWRC and the Licensee shall provide up to $225,000 to NCWRC to develop and maintain a trailered -boat access, bank fishing, and parking area on that property. If the NCWRC is not a Party, then Duke Energy shall have no obligation to convey the property to NCWRC and the Licensee shall have no obligation to provide the funding support in this Paragraph 10.27.3.2, but the Licensee shall acquire the approximately 10 acres of property and develop a trailered -boat ramp, bank fishing, and parking area. All Licensee - constructed facilities shall be maintained under the NCWRC maintenance agreement described in Paragraph 10.4. This area shall not be included in the FERC Project Boundaries. 10.27.3.3 Catawba - Linville River Confluence Recreation Land — Within five years following FERC issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation, provided that the NCDENR is a Party to this Agreement, Duke Energy shall convey approximately 420 acres of property adjacent to the Catawba River in the vicinity of the confluence of the Catawba River Bypassed Reach and the Bridgewater Regulated River Reach to the NCDENR for public recreation and compatible permanent conservation. NCDENR shall develop and manage the property to provide multiple public recreation opportunities for the term of the New License. This area shall not be included in the FERC Project Boundaries. The Parties agree that the conservation easements (see Appendix O) identified in the North Carolina Flow Mitigation Package (see Paragraph 4.5.) shall remain in place. If the NCDENR is not a Party to this Agreement, Duke Energy shall have no obligation to transfer the lands identified in this Paragraph 10.27.3.3. 10.27.3.4 Paddy Creek Recreation Land —Within five years following FERC issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation, provided that the NCDENR is a Party to this Agreement, Duke Energy shall convey approximately 275 acres of property downstream of the Paddy Creek and Linville dams to the NCDENR for public recreation and C -W CRA Sig Copy (Rev 1) 10 -20 -06 10 - 11 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement compatible permanent conservation. The property shall be developed and managed by the NCDENR to provide multiple public recreation opportunities for the term of the New License. This area shall not be included in the FERC Project Boundaries. The Parties acknowledge that the Licensee is using portions of the property as borrow areas to support the ongoing Bridgewater Dam Upgrade Project. To continue completion of this important dam upgrade, the Licensee, may, at its sole discretion, delay the conveyance of all or a portion of this property to the NCDENR pending completion of the Bridgewater Dam Upgrade Project. The borrow areas shall be reclaimed prior to conveyance. The Parties agree that the conservation easements (see Appendix O) identified in the North Carolina Flow Mitigation Package (see Paragraph 4.5.) shall remain in place. The Parties further agree that this property shall also include an easement or corridor for the term of the New License for approximately 2.5 miles of the Overmountain Victory National Historic Trail corridor as noted in Section 10.27.4.2. The Licensee shall identify the easement or corridor location in consultation with the National Park Service, Burke County, NC, the NCSHPO, the NCDENR, and the NCWRC. This property may also include conservation easements or deed restrictions to protect any populations of dwarf- flowered heartleaf (Hexastylis naniflora) currently existing on the property. If the NCDENR is not a Party to this Agreement, Duke Energy shall have no obligation to transfer the lands identified in this Paragraph 10.27.3.4. 10.27.3.5 Muddy Creek Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the first five -year period. 10.27.3.6 Morganton Weir Take -out Area — Within five years following FERC issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation, provided that the City of Morganton, NC is a Party to this Agreement, the Licensee shall provide funding up to $125,000 to the City of Morganton, NC for the City to develop a trailered -boat ramp and approximately ten gravel parking spaces upstream in the immediate vicinity of the Morganton Weir. Provided that security issues can be satisfactorily addressed and provided that the City of Morganton, NC can arrange for the ongoing maintenance of the ramp and support facilities, the City of Morganton, NC shall provide the necessary land and any other support facilities (e.g., restrooms, road enhancements) to develop and maintain the site. This area shall not be included in the FERC Project Boundaries. If the City of Morganton, NC is (i) not a Party to this Agreement; or (ii) elects not to develop and manage the Take -out Area for any reason and the security issues can be satisfactorily addressed, these funds shall be provided to NCDENR for the same purpose provided NCDENR is a Party to this Agreement. NCDENR will also arrange for the ongoing maintenance of the ramp and support facilities. If neither C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-12 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement the City of Morganton, NC nor NCDENR is a Party to this Agreement or if neither the City nor NCDENR is willing to develop and manage the Take -Out Area, the Licensee shall have no obligation to provide the funding set forth in this Paragraph 10.27.3.6. 10.27.4 Bridgewater Regulated River Reach — Second Five -Year Period 10.27.4.1 Bridgewater Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the second five -year period. 10.27.4.2 Lake James -to- Morganton OVNHT Corridor —Within ten years following FERC issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation, provided that Burke County, NC is a Party to this Agreement, the Licensee shall provide funding up to $600,000 to the County to develop approximately six miles of the Overmountain Victory National Historic Trail ( OVNHT). The Licensee shall also acquire easements or corridors (not to exceed 300 feet in width) on the North Bend Recreation Land tract, the Paddy Creek Recreation Land tract and other lands in the vicinity of Linville Dam for approximately six miles total of the OVNHT corridor, and these easements or corridors shall be for the term of the New License. If Burke County, NC is not a Party to this Agreement or elects not to receive the funding, this funding shall be provided to the NCDENR, if the NCDENR is a Party to this Agreement, for construction and operation of the six miles of trail. With the exception of that portion of the trail that crosses the Bridgewater Access Area and Portage, the six miles of trail and six miles of trail corridor shall not be included in the FERC Project Boundaries. If entities other than the Licensee pay the cost of developing and operating all of the OVNHT in Burke County, NC, the Licensee shall add up to $600,000 to the North Carolina Land Conservation Support (see Section 14.5.1). If (i) Burke County, NC is a Party to this Agreement; (ii) NCDENR is a Party to this Agreement; or (iii) other entities pay the cost of OVNHT development and operation, the Licensee shall include segments of the OVNHT that cross the Bridgewater Access Area and Portage in its RMP with construction to occur within ten years following FERC issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation, but only if the Licensee determines that these trail segments are feasible. If neither Burke County, NC nor NCDENR is a Party to this Agreement and if no other entities pay the cost of developing and operating the six miles of OVNHT, the Licensee shall have no obligation to acquire the easements or corridors or provide the funding described in this Paragraph 10.27.4.2. 10.27.4.3 Watermill Road Access Area — Within ten years following FERC issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation, the C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-13 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement Licensee shall provide funding up to $65,000 to the Town of Glen Alpine, NC to modify the existing canoe /kayak access facility to better accommodate trailered boats in addition to canoes and kayaks and provided that construction of the facilities and management of the site shall be provided by the Town of Glen Alpine, NC. This access area shall not be included in the FERC Project Boundaries. 10.27.5 Rhodhiss Development — First Five -Year Period 10.27.5.1 Corpening Bridge Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the first five -year period. The boating access facilities shall be maintained under the NCWRC maintenance agreement described in Paragraph 10.4. 10.27.5.2 Wilson Creek Access Area — Within five years following FERC issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation, provided that Caldwell County, NC is a Party to this Agreement, the Licensee shall acquire 50 to 100 acres of land along Wilson Creek between Adako Road and the confluence of Wilson Creek with the Johns River and offer an AAII lease to Caldwell County, NC for development and management of camping, canoe /kayak access, parking, trails, and restrooms by the County. Provided that Caldwell County, NC leases the site, the Licensee shall also develop bank fishing and picnic facilities. Caldwell County, NC will consider the AAII lease and, provided that the County leases the site and the County, or its designee, agrees to fund the annual maintenance cost of a new United States Geological Survey (USGS) streamflow gage for the term of the New License, the Licensee shall, concurrent with development of the bank fishing and picnic facilities at the Wilson Creek Access Area, pay for the initial construction of a new USGS streamflow gage on Wilson Creek in the vicinity of Adako Road. Caldwell County, NC shall manage this access area and maintain all facilities. This access area shall not be included in the FERC Project Boundaries. If Caldwell County, NC is not a Party to this Agreement or elects not to lease the site, the Licensee shall be under no obligation to fund or implement any of the activities specified in this Paragraph 10.27.5.2. 10.27.5.3 Upper Johns River Access Area — Within five years following FERC issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation, provided that Caldwell County, NC is a Party to this Agreement, the Licensee shall provide funding up to $125,000 to Caldwell County, NC to develop an additional canoe /kayak access with parking at a location to be acquired by the County on the Johns River, upstream of its confluence with Wilson Creek. However, if Caldwell County, NC is able to acquire the property and develop the facilities at this location without assistance from the Licensee during that five years, the Licensee's funding may be used to develop the facilities specified in Paragraph 10.27.5.2 at Wilson Creek Access Area within five years C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-14 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement following FERC issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation. Caldwell County, NC shall develop and manage this access area and maintain all facilities. This access area shall not be included in the FERC Project Boundaries. If Caldwell County, NC is not a Party to this Agreement or elects not to develop any facilities at this site, the Licensee shall be under no obligation to provide the funding described in this Paragraph 10.27.5.3. 10.27.5.4 Johns River Gameland — Between the effective date of this Agreement and August 1, 2009, provided that the NCWRC is a Party to this Agreement, Duke Energy shall support the acquisition by the Foothills Land Conservancy and /or the NCWRC of up to 2,882 acres in the vicinity of the confluence of the Johns River and Lake Rhodhiss for public recreation and compatible permanent conservation. The NCWRC shall develop and manage the property for gamelands. The approximately 25 acres of bog turtle habitat located in Burke County, NC in the Bristol Creek Watershed (tributary to Lake Rhodhiss) on the Johns River Gameland tract shall be managed by the NCWRC provided the NCWRC is a Party to this Agreement and the NCWRC acquires the portion of the Johns River Gamelands tract that includes this bog turtle habitat. If the NCWRC does not acquire the portion of the Johns River Gamelands tract that includes this bog turtle habitat, then the NCWRC shall have no obligation to protect the subject bog turtle habitat. This gamelands tract shall not be included in the FERC Project Boundaries. Duke Energy's financial support for this acquisition shall consist of a reduction in the purchase price of $915 per acre purchased up to $2,640,000 if the total tract is purchased. 10.27.5.5 Conley Creek Access Area (Sawmills Veterans Park) — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the first five -year period. The Licensee shall offer to revise its existing AAII lease with the Town of Sawmills, NC for the Town to maintain the trail constructed at the site by the Licensee in accordance with the proposed Recreation Management Plan License Article. All boating access facilities and the existing public fishing pier shall be maintained under the NCWRC maintenance agreement described in Paragraph 10.4. If the Town does not accept the revised AAII lease, the Licensee may, in accordance with Paragraph 10.24, change the implementation schedule in its RMP for the approximately two miles of trail included in the proposed Recreation Management Plan License Article. 10.27.5.6 Rhodhiss Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the first five -year period. 10.27.5.7 Rhodhiss Dam Canoe Portage — All measures identified for this access area in the proposed Recreation Management Plan C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-15 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement License Article shall be scheduled to occur during the first five -year period. 10.27.6 Rhodhiss Development — Third Five -Year Period 10.27.6.1 Castle Bridge Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the third five -year period. 10.27.7 Oxford Development (Lake Hickory) — First Five -Year Period 10.27.7.1 First Lake Hickory Swimming Area — The Parties agree that construction of one of the swimming areas included in the proposed Recreation Management Plan License Article shall be scheduled to occur during the first five -year period and shall be at Wittenburg Access Area if the Licensee, in its sole discretion, determines it to be feasible. If it is not feasible to develop a swimming area at the Wittenburg Access Area, the Parties agree that the Licensee shall develop a swimming area elsewhere on Lake Hickory. 10.27.8 Oxford Development (Lake Hickory) — Second Five -Year Period 10.27.8.1 Wittenburg Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the second five -year period. The Licensee shall offer to Alexander County, NC, and Alexander County, NC shall consider, an AAII lease to provide additional day - use facilities and maintain all new facilities. All boating access facilities and the existing public fishing pier shall be maintained under the NCWRC maintenance agreement described in Paragraph 10.4. If the access area is not leased, the Licensee may, in accordance with Paragraph 10.24, change the implementation schedule in its RMP for this area. The Licensee shall be under no obligation to provide any additional day -use facilities beyond those identified in the proposed Recreation Management Plan License Article. 10.27.8.2 Dusty Ridge Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the second five -year period. The Licensee shall offer to revise the existing AAII lease with Alexander County, NC to include maintaining the additional Licensee - provided facilities identified in the proposed Recreation Management Plan License Article. Alexander County, NC shall consider entering into the revised AAII lease. If Alexander County, NC does not accept the revised AAII lease, the Licensee may, in accordance with Paragraph 10.24, change the implementation schedule in its RMP for the measures included in the proposed Recreation Management Plan License Article. C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-16 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 10.27.9 Oxford Development (Lake Hickory) — Third Five -Year Period 10.27.9.1 Lovelady Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the third five -year period. The proposed fishing pier shall be maintained under the NCWRC maintenance agreement described in Paragraph 10.4. 10.27.9.2 Long Shoals Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the third five -year period. The Licensee shall offer to the City of Hickory, NC, and the City of Hickory, NC shall consider, an AAII lease for development and maintenance of additional day -use recreation facilities that may include, but are not limited to, a picnic area, walking trails and restrooms. If the access area is not leased, the Licensee may, in accordance with Paragraph 10.24, change the implementation schedule in its RMP for the measures included in the proposed Recreation Management Plan License Article for this access area. The Licensee shall be under no obligation to provide a picnic area, walking trails or restrooms. 10.27.10 Oxford Development (Lake Hickory) — Fourth Five -Year Period 10.27.10.1 Oxford Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the fourth five -year period. The Licensee shall market an AAII lease to commercial operators for development and management of a multi -use recreation area including, but not limited to, a RV campground with bathhouse and dump station, marine pump -out, primitive campground, paved parking, picnic facilities, bank fishing, trails and restrooms. All boating access facilities and the existing public fishing pier shall be maintained under the NCWRC maintenance agreement described in Paragraph 10.4. If the access area is leased, and if the Licensee develops a swimming area at this location, the AAII lease shall include maintaining the swimming area. If the access area is not leased, the Licensee may, in accordance with Paragraph 10.24, change the implementation schedule in its RMP for the primitive campground, paved parking, picnic facilities, bank fishing, trails and restrooms included in the proposed Recreation Management Plan License Article and the Licensee shall be under no obligation to provide a RV campground, bathhouse, dump station, or marine pump -out. 10.27.10.2 Second Lake Hickory Swimming Area — The Parties agree that construction of one of the swimming areas included in the proposed Recreation Management Plan License Article shall be scheduled to occur during the fourth five -year period at a location determined by the Licensee to be feasible. C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-17 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 10.27.11 Oxford Regulated River Reach — Third Five -Year Period 10.27.11.1 Oxford Tailrace Fishing Area — All measures identified for this area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the third five -year period. The public fishing area constructed in accordance with the proposed Recreation Management Plan License Article shall be maintained under the NCWRC maintenance agreement as described in Paragraph 10.4. If this maintenance agreement is not revised, the Licensee may, in accordance with Paragraph 10.24, change the implementation schedule in its RMP for this area. 10.27.11.2 Oxford Dam Canoe Portage —All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the third five -year period. 10.27.12 Lookout Shoals Development — First Five -Year Period 10.27.12.1 Upper Lookout Shoals Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the first five -year period. 10.27.12.2 Riverbend Park /Upper Lookout Shoals Trail — Provided that Catawba County, NC is a Party to this Agreement, the Licensee shall provide funding up to $220,000 to Catawba County, NC to assist the County in its acquisition and development of a 50 -foot wide easement for approximately 1.5 miles of walking /hiking trail between Riverbend Park and the new Upper Lookout Shoals Access Area. Catawba County, NC shall develop and maintain the walking trail. The walking trail shall not be included in the FERC Project Boundaries. If Catawba County, NC is not a Party to this Agreement, these funds shall be provided to NCDENR to acquire the easement for and develop this trail, provided NCDENR is a Party to this Agreement. NCDENR would also maintain the walking trail. If neither Catawba County, NC nor NCDENR is a Party to this Agreement, the Licensee shall be under no obligation to provide the trail funding in this Paragraph 10.27.12.2. 10.27.12.3 Lookout Shoals Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the first five -year period. 10.27.13 Lookout Shoals Tailrace — Third Five -Year Period 10.27.13.1 Lookout Shoals Tailrace Fishing Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the third five -year period. The public fishing area facilities shall be maintained under the NCWRC maintenance agreement as described in Paragraph 10.4. If this maintenance agreement is not revised, the C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-18 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement Licensee may, in accordance with Paragraph 10.24, change the implementation schedule in its RMP for this area. 10.27.14 Lookout Shoals Tailrace — Fourth Five -Year Period 10.27.14.1 Lookout Shoals Dam Canoe Portage — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the fourth five -year period. 10.27.15 Cowans Ford Development (Lake Norman) — First Five -Year Period 10.27.15.1 Hunsucker Park —Within five years following FERC issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation, and provided that the Town of Catawba, NC or another public entity acquires the necessary public easement across private property and enters into an AAII lease of the Licensee's property on the south side of Lyle Creek near Hunsucker Park, the Licensee shall develop picnic facilities, approximately 0.5 miles of trail, a trailered -boat access facility, and paved or gravel parking on the Licensee's property. The lessee shall maintain all facilities. In addition, provided that the lessee's operations and management plan for the park is acceptable, the Licensee shall incorporate its property on the north side of Lyle Creek in the lease. If neither the Town of Catawba, NC nor another public entity accepts the AAII lease, the Licensee shall be under no obligation to implement the activities set forth in this Paragraph 10.27.15.1. 10.27.15.2 Lake Norman State Park Management Zone — All measures identified for this area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the first five -year period. 10.27.15.3 Mountain Creek Park — Between the effective date of this Agreement and August 1, 2009, provided that Catawba County, NC is a Party to this Agreement, Duke Energy shall support acquisition of up to 600 acres of property by Catawba County, NC for public recreation and /or compatible permanent conservation at the mouth of Mountain Creek. Duke Energy's financial support for this acquisition shall consist of a reduction in the purchase price of $1,900 per acre purchased up to $1,140,000 if the total tract is purchased. Facility development may include a canoe /kayak launch, trails, bank fishing, campgrounds, swimming, restrooms, and other water -based recreation facilities to be developed and maintained by Catawba County, NC. This park tract shall not be included in the FERC Project Boundaries. If Catawba County, NC is not a Party to this Agreement or does not acquire the property, then Duke Energy shall have no obligation to provide the acquisition support described in this Paragraph 10.27.15.3. Instead, the Licensee shall submit a revision to its RMP to include the acquisition of 20 to 30 acres (to be included in the C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-19 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement FERC Project Boundaries) and the provision of a canoe /kayak launch, restrooms, fishing pier, swimming area, and paved parking at this location with construction scheduled to occur within the first five -year period. 10.27.15.4 Beatty's Ford Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the first five -year period, provided that Lincoln County, NC continues its existing AAII lease of the access area. If the access area is not leased, the Licensee may, in accordance with Paragraph 10.24, change the implementation schedule in its RMP for the facilities included in the proposed Recreation Management Plan License Article for this access area. 10.27.15.5 Hagers Creek Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the first five -year period. If the Licensee develops a fishing pier at the site, it shall be maintained under the NCWRC maintenance agreement described in Paragraph 10.4. The Licensee shall market the site to commercial operators for an AAII lease for development and management of a multi -use recreation area including, but not limited to, trails, bank fishing, picnic facilities, RV campground with bathhouse and dump station, marine pump -out, restrooms, and additional paved parking. The lessee shall be responsible for any additional site development and management, including facility maintenance. If the access area is not leased, the Licensee may, in accordance with Paragraph 10.24, change the implementation schedule in its RMP for the trails, bank fishing area, picnic facilities and restrooms included in the proposed Recreation Management Plan License Article. The Licensee shall be under no obligation to provide a RV campground, bathhouse, dump station, or marine pump -out. 10.27.15.6 Lake Norman Trail Planning Assistance —Within five years following the FERC's issuance of the New License and the closure of all rehearing and administrative challenge periods, the Licensee shall provide technical assistance to facilitate any needed bicycle route crossings of the FERC Project Boundaries and use of Licensee - owned access areas along the North Carolina Department of Transportation's proposed Lake Norman Bike Route. 10.27.15.7 Lake Davidson Park — Provided that the Town of Davidson, NC is a Party to this Agreement, the Licensee shall provide funding up to $130,000 to the Town to acquire additional adjoining property and /or develop a canoe /kayak launch and a fishing pier at Lake Davidson Park within five years following FERC issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation. The Town shall provide any additional recreation facilities and shall maintain all facilities. This site shall not be included in the FERC Project Boundaries. If the Town of Davidson, C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-20 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement NC is not a Party to this Agreement or decides not to acquire any additional adjoining property and /or develop the launch and fishing pier, the Licensee shall be under no obligation to provide this funding. 10.27.16 Cowans Ford Development (Lake Norman) — Second Five -Year Period 10.27.16.1 Stumpy Creek Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the second five - year period. The Licensee shall offer to Iredell County, NC, and the County shall consider, a revision to its existing AAII lease to allow the County to develop and maintain a walking trail and restrooms and maintain its existing athletic field complex and boating access facilities for the term of the New License. The Licensee and Iredell County, NC shall jointly develop the site plan for locating these new facilities identified in the proposed Recreation Management Plan License Article for this access area. If Iredell County, NC does not develop trails and restrooms, the Licensee may, in accordance with Paragraph 10.24, change the implementation schedule in its RMP for the measures included in the proposed Recreation Management Plan License Article for this access area. 10.27.16.2 Little Creek Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the second five -year period. The Licensee shall offer to Lincoln County, NC, and Lincoln County, NC shall consider, an AAII lease allowing the County to provide additional day -use facilities such as picnic facilities. The lessee shall maintain all new facilities. The Licensee shall be under no obligation to provide additional day -use facilities beyond those identified in the proposed Recreation Management Plan License Article. If the access area is not leased, the Licensee may, in accordance with Paragraph 10.24, change the implementation schedule in its RMP for the measures included in the proposed Recreation Management Plan License Article for this access area. The Licensee shall be under no obligation to provide additional day -use facilities such as picnic facilities. 10.27.17 Cowans Ford Development (Lake Norman) — Third Five -Year Period 10.27.17.1 Island Point Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the third five -year period. The Licensee shall market to commercial operators an AAII lease for development and management of a multi -use recreation area including, but not limited to, trails, bank and /or pier fishing, picnic facilities, swimming, RV camping with bathhouse and dump station, boating access facilities, restrooms and marine pump -out. The Licensee and Catawba County, NC shall form a small workgroup of C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-21 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement parties that represent the public interest at this area to participate in developing the site plan. Conceptual plan development will be coordinated with Catawba County, NC. The lessee shall be responsible for all site development and management and facility maintenance, except that the boating access facilities and fishing pier, if one is developed, shall be maintained under the NCWRC maintenance agreement described in Paragraph 10.4. If the NCWRC does not revise its maintenance agreement as described in Paragraph 10.4, the Licensee may, in accordance with Paragraph 10.24, change the implementation schedule in its RMP for the boat access facilities, bank fishing trail and fishing pier included in the proposed Recreation Management Plan License Article for this access area. If the access area is not leased, the Licensee may, in accordance with Paragraph 10.24, change the implementation schedule in its RMP for the trail, picnic facilities, swimming area, and restrooms included in the proposed Recreation Management Plan License Article for this access area. The Licensee shall be under no obligation to provide RV camping, bathhouse, dump station, or marine pump -out. 10.27.18 Cowans Ford Development (Lake Norman) — Fourth Five -Year Period 10.27.18.1 Cowans Ford Dam Portage and Overlook — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the fourth five -year period. 10.27.19 Mountain Island Development — First Five -Year Period 10.27.19.1 Highway 73 Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the first five -year period. 10.27.19.2 Lucia Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the first five -year period. The Licensee shall offer to the NCDENR Division of Forest Resources' Mountain Island Educational State Forest, and NCDENR Division of Forest Resources shall consider, an AAII lease for the management of the access area and the maintenance of all facilities. If the access area is not leased, the Licensee may, in accordance with Paragraph 10.24, change the implementation schedule in its RMP for the measures included in the proposed Recreation Management Plan License Article for this access area. 10.27.19.3 Mountain Island Lake Trails Planning Assistance —Within five years following the FERC's issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation, the Licensee shall provide trails planning and technical assistance to state and local governments to connect existing multi- use trail systems that are located on the east side of the reservoir (at locations such as Latta Plantation, Rural Hill Park, Cowans Ford C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-22 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement Wildlife Refuge) and to the cities of Belmont, Gastonia and Mount Holly, NC and the State Educational Forest located on the west side of the reservoir. 10.27.20 Mountain Island Development — Second Five -Year Period 10.27.20.1 Riverbend Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the second five -year period. The Licensee shall offer to the City of Mount Holly, NC and the City of Mount Holly, NC shall consider, an AAII lease for development and maintenance of additional recreation facilities that may include, but are not limited to, a campground, bank fishing, swimming area, fishing pier, bathhouse, and restrooms. If the access area is not leased, the Licensee may, in accordance with Paragraph 10.24, change the implementation schedule in its RMP for the measures except the restrooms included in the proposed Recreation Management Plan License Article for this access area. The Licensee shall be under no obligation to provide a bathhouse or campground. 10.27.20.2 Mountain Island Dam Canoe Portage — All measures identified for this area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the second five - year period. 10.27.21 Wylie Development — North Carolina — First Five -Year Period 10.27.21.1 Dutchmans Creek Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the first five -year period. The Licensee shall offer to the City of Mount Holly, NC, and the City of Mount Holly, NC shall consider, an AAII lease to manage the access area and maintain all new facilities. If the access area is not leased, the Licensee may, in accordance with Paragraph 10.24, change the implementation schedule in its RMP for all measures included in the proposed Recreation Management Plan License Article for this access area. 10.27.21.2 Saddler Island — All measures identified for this island in the proposed Recreation Management Plan License Article shall be scheduled to occur during the first five -year period. The Parties agree that the AAII lease offered by the Licensee to the U.S. National Whitewater Center shall include provisions that the Center shall agree to (i) use the approximately 37 -acre island for individual and group environmental education and outdoor recreation; and (ii) develop the site in coordination with the North Carolina Wildlife Federation. If the Island is not leased, the Licensee shall be under no obligation to provide any recreational or environmental education program at the Island. 10.27.21.3 Upper Wylie Access Area — Provided that Mecklenburg County, NC is a Party to this Agreement and that Mecklenburg C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-23 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement County, NC owns and provides suitable land at the Highway 74 Bridge, the Licensee shall provide to the County up to $435,000 for the County to construct a double -lane concrete boat ramp with metal courtesy dock and paved and lighted parking for up to 100 vehicles and trailers within five years following FERC issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation. The County shall maintain the boating access facility. If Mecklenburg County, NC is not a Party to this Agreement, chooses not to receive the funding, or does not build the subject access area in the first five years following the FERC's issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation, then the Licensee shall make its funding (up to $435,000) available to other state or local government entities within ten years following the FERC's issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation for the construction of these public boating access facilities at another location in the portion of Lake Wylie that is north of Allen Steam Station (preferably near the Highway 74 Bridge). The state or local government entity must provide suitable land that it owns in fee simple, and must agree to maintain the facilities for the term of the New License. Regardless of the location, this Upper Wylie Access Area shall not be included in the FERC Project Boundaries. If no state or local government entity provides suitable land, the Licensee shall be under no obligation to provide the funding in this Paragraph 10.27.21.3. 10.27.21.4 South Point Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the first five -year period. The Licensee shall market to commercial operators an AAII lease for development of a multi -use recreation area including, but not limited to, RV camping with bathhouse and dump station, marine pump -out, trails, fishing pier and bank fishing, picnic facilities, swimming area, restrooms, and additional paved parking. The lessee shall be responsible for all site development and management and maintenance of the new facilities except that any boating access facilities or fishing piers developed at the site shall be maintained under the NCWRC maintenance agreement described in Paragraph 10.4. If the access area is not leased, the Licensee may, in accordance with Paragraph 10.24, change the implementation schedule in its RMP for the measures included in the proposed Recreation Management Plan License Article for this access area. The Licensee shall be under no obligation to provide RV camping, bathhouse, dump station, or marine pump -out. C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-24 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 10.27.22 Wylie Development — South Carolina — First Five -Year Period 10.27.22.1 Buster Boyd Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the first five -year period. 10.27.22.2 York County EMS —Within five years following FERC issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation, the Licensee shall offer to lease approximately one acre of its property in York County, SC to a state or local governmental entity for the term of the New License for dedicated access to Lake Wylie for marine law enforcement and emergency response and include in the lease a provision that the leasing entity will develop and maintain all approved facilities. This property shall not be included in the FERC Project Boundaries. If the property is not leased, the Licensee shall be under no obligation to provide the one acre of land. 10.27.22.3 Allison Creek Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the first five -year period. The Licensee shall offer to York County, SC, and York County, SC shall consider, an AAII lease for management of the access area and maintenance of all facilities, including the existing boating access facilities, and, provided that York County, SC leases the access area, the Licensee shall also develop a RV campground with bathhouse, dump station, and marine pump -out. The lessee may develop additional recreation facilities if it agrees to maintain them and receives prior written approval from the Licensee. If this access area is not leased, the Licensee shall be under no obligation to provide a RV campground, bathhouse, dump station, or marine pump -out. If the access area is not leased, the Licensee may, in accordance with Paragraph 10.24, change the implementation schedule in its RMP for the restrooms, picnic facilities, paved parking, and trail included in the proposed Recreation Management Plan License Article for this access area. 10.27.22.4 Rock Hill Park — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the first five -year period. The Licensee shall offer to the City of Rock Hill, SC, and the City of Rock Hill, SC shall consider, an AAII lease to develop picnic facilities, a swimming area, restrooms and parking and maintain all facilities in the new access area containing approximately 17 acres of land across the cove from, and adjacent to, the City's water intake, and install a security fence between the access area and the Wylie Hydro Station property. If the property is not leased, the Licensee may, in accordance with Paragraph 10.24, revise the implementation schedule in its RMP for C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-25 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement the measures included in the proposed Recreation Management Plan License Article for this site. 10.27.23 Wylie Regulated River Reach — First Five -Year Period 10.27.23.1 Upper Wylie Regulated River Reach Trail — Provided that the conservation easement established under Paragraph 4.6 allows development and public use of a trail, the Licensee shall develop a trail up to four feet in width and approximately one mile in length on property located downstream of the Fort Mill Access Area along the eastern bank of the river within five years following the FERC's issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation. Any portion of the trail that is not on the Fort Mill Access Area shall not be included in the FERC Project Boundaries. The Licensee shall offer to York County, SC or the holder of the conservation easement established in Paragraph 4.6, and those entities shall consider, an agreement to maintain the Upper Wylie Regulated River Reach Trail and to limit access from the trail to the river to a small number of nodes selected by the Grantor of the conservation easement along the trail. If York County, SC or the holder of the conservation easement established in Paragraph 4.6 elects not to maintain the trail, the Licensee shall be under no obligation to implement the activities in this Paragraph 10.27.23.1. 10.27.23.2 Catawba Indian Reservation or Highway 5 Canoe /Kayak Access — Provided that the Catawba Indian Nation and the Catawba Indian Nation Tribal Historic Preservation Office are both Parties to this Agreement, the Licensee shall either provide funding up to $165,000 to the Catawba Indian Nation Tribal Historic Preservation Office to develop a canoe /kayak access facility and gravel parking area at the Catawba Indian Reservation, or the Licensee shall develop the facility, within five years following the FERC's issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation. The Catawba Indian Nation Tribal Historic Preservation Office shall maintain the access facility. The Catawba Indian Nation Tribal Historic Preservation Office shall provide all needed archaeological survey work to support the development of the facility. If for any reason this site is not developed as planned, then, in lieu of providing funding or developing the access facility at the Catawba Indian Reservation, the Licensee shall acquire the necessary property rights and develop and maintain a canoe /kayak access facility with associated gravel parking in the vicinity of the Highway 5 Bridge within ten years following the FERC's issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation. Neither site shall be included in the FERC Project Boundaries. 10.27.23.3 Landsford Canal State Park Access Area — Provided that the South Carolina Department of Parks, Recreation and Tourism ( SCDPRT) is a Party to this Agreement and that SCDPRT provides C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-26 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement any needed road enhancements and long -term facility maintenance, the Licensee shall provide funding not to exceed $265,000 to SCDPRT for the development of a canoe /kayak access facility, gravel parking area to accommodate up to 50 cars, and a vault toilet within five years following the FERC's issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation. This area shall not be included in the FERC Project Boundaries. If SCDPRT is not a Party to this Agreement, does not provide any needed road enhancements, or does not agree to maintain the facilities, the Licensee shall have no obligation to provide the funding included in this Paragraph 10.27.23.3. 10.27.23.4 Landsford Canal State Park Management Zone — The Licensee shall offer to SCDPRT, and SCDPRT shall consider, a nominal -cost lease for the term of the New License for the Landsford Canal State Park management zone (up to 300 horizontal feet lakeward or in the riverbed areas adjoining the state park) within five years following the FERC's issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation. Provided the SCDPRT leases Culp Island from the Licensee in accordance with Paragraph 10.27.23.5, this zone shall also include the riverbed around Culp Island. 10.27.23.5 Culp Island — Within five years following the FERC's issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation, the Licensee shall offer to SCDPRT, and SCDPRT shall consider, an AAII lease for the term of the New License to manage Culp Island as part of Landsford Canal State Park. Prior to executing the lease for Culp Island, SCDPRT shall consult with the Catawba Indian Nation Tribal Historic Preservation Office and the Licensee on a management plan for archeological resources of Culp Island, and the lease shall include any appropriate management requirements. If for any reason SCDPRT does not enter into a lease to manage the island, the Licensee shall retain ownership of the island for the term of the New License. The island shall not be included in the FERC Project Boundaries. 10.27.24 Wylie Regulated River Reach — Second Five -Year Period 10.27.24.1 Fort Mill Access Area —All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the second five -year period. The Licensee will market the access area for an AAII lease to develop additional recreation facilities and maintain all the facilities. If the access area is not leased, the Licensee may, in accordance with Paragraph 10.24, change the implementation schedule in its RMP for the picnic facilities included in the proposed Recreation Management Plan License Article for this access area. C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-27 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 10.27.24.2 Simpson Island — The Licensee shall retain ownership of Simpson Island for the term of the New License. Provided that York County, SC is a Party to this Agreement and York County, SC acquires and develops a park on land adjacent to the Island, the Licensee shall, within ten years following the FERC's issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation, provide funding up to $265,000 to York County, SC for the County to develop a canoe /kayak access facility and picnic shelter on the County's property. The County shall maintain all facilities within the park. The Licensee shall offer to York County, SC, and York County, SC shall consider, an AAII lease to manage Simpson Island and maintain any facilities on the Island. Neither Simpson Island nor the County park property shall be included in the FERC Project Boundaries. If York County, SC is not a Party to this Agreement or does not acquire the property described in this Paragraph, the Licensee shall have no obligation to provide the funding described in this Paragraph 10.27.24.2 or lease Simpson Island to the County. 10.27.25 Fishing Creek Development — First Five -Year Period 10.27.25.1 Springs Park — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the first five -year period. The Licensee shall offer to Lancaster County, SC an AAII lease for management of the new access area and maintenance of all facilities. The Parties agree that the Licensee may, at its sole discretion, retire the existing Cane Creek Access Area and sell its property there when the Springs Park site is open. 10.27.26 Fishing Creek Development — Second Five -Year Period 10.27.26.1 Fishing Creek Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the second five - year period. The Licensee shall offer to Chester County, SC an AAII lease to manage the access area, provide additional recreation facilities, and maintain all facilities. If the access area is not leased, the Licensee may, in accordance with Paragraph 10.24, change the implementation schedule in its RMP for the measures included in the proposed Recreation Management Plan License Article. 10.27.27 Fishing Creek Development — Fourth Five -Year Period 10.27.27.1 Highway 9 Access Area —Within 20 years following the FERC's issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation, provided that an entity executes an agreement to (i) provide approximately 1 to 5 acres of suitable property; (ii) provide support facilities including roads and parking; and (iii) maintain all facilities, the Licensee, shall provide to this entity up to $215,000 to develop a new trailered -boat C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-28 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement ramp, courtesy dock, and restrooms at a site other than, but in the vicinity of, the existing Highway 9 Landing operated by SCDNR. Neither the existing SCDNR site nor any new site funded by the Licensee shall be included in the FERC Project Boundaries. 10.27.28 Fishing Creek Tailrace — Second Five -year Period 10.27.28.1 Fishing Creek Tailrace Fishing Area — All measures identified for this area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the second five - year period. 10.27.29 Great Falls- Dearborn Development — First Five -Year Period 10.27.29.1 Highway 200 Bridge Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the first five -year period. 10.27.30 Great Falls- Dearborn Development — Second Five -Year Period 10.27.30.1 Lower Great Falls Reservoir Canoe /Kayak Launch — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the second five -year period. The Licensee shall also offer to the SCDPRT, and the SCDPRT shall consider, an AAII lease to manage the access area and maintain the facilities. If the SCDPRT does not enter into the lease, the Licensee shall maintain the facilities. 10.27.31 Great Falls Long Bypassed Reach — First Five -Year Period 10.27.31.1 Great Falls Diversion Dam Portage — All measures identified for this portage in the proposed Recreation Management Plan License Article shall be scheduled to occur during the first five - year period. 10.27.31.2 Great Falls Reservoir Boating Safety — All measures identified for boating safety in the Great Falls Reservoir in the proposed Recreation Management Plan License Article shall be scheduled to occur during the first five -year period. 10.27.32 Great Falls Short Bypassed Reach — First Five -Year Period 10.27.32.1 Great Falls Headworks Portage —All measures identified for this portage in the proposed Recreation Management Plan License Article shall be scheduled to occur during the first five -year period. 10.27.32.2 Great Falls Headworks -to -Cedar Creek Reservoir Portage — All measures identified for this area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the first five -year period. 10.27.33 Rocky Creek -Cedar Creek Development — First Five -Year Period 10.27.33.1 Cedar Creek Reservoir Island Improvements — All actions associated with the leases identified for these islands in the proposed C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-29 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement Recreation Management Plan License Article shall be scheduled to occur during the first five -year period. The Parties agree that the AAII lease offered by the Licensee to SCDPRT (see Paragraph 9.3.2.3) shall include provisions that SCDPRT shall consult with the Licensee and SCDAH to develop a facilities and resources management plan for the Dearborn Armory site (see Paragraph 9.3.2.3), and Great Falls /Cedar Creek Island complex by the end of the second five -year period. In the management plan SCDPRT shall include a facility development schedule that will be reviewed and updated periodically, but at least every ten years, in consultation with the Licensee and SCDAH. If SCDPRT is a Party to this Agreement and the Licensee concurs with the management plan, the Licensee shall provide one million dollars ($1 million) to SCDPRT for activities specified in Section 9.3.2, and to fund start -up costs for the new state park on Dearborn Island. The Licensee's funding shall be provided to SCDPRT within ten years following the FERC's issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation, according to a schedule to be developed as part of the management plan. Provided that the SCDPRT is a Party to this Agreement and the SCDPRT leases the Great Falls /Cedar Creek Islands, the Licensee shall offer to SCDPRT, and SCDPRT shall consider, a nominal -cost lease for the term of the New License for the state park management zone (up to 300 horizontal feet lakeward or in the riverbed areas adjoining the state park) within five years following the FERC's issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation. If SCDPRT is a Party to this Agreement and SCDPRT leases Dearborn Island from the Licensee for a new state park and leases the Lower Great Falls Reservoir Canoe /Kayak Launch, the Licensee shall construct an ADA- compliant pedestrian bridge from the Lower Great Falls Reservoir Canoe /Kayak Launch to Dearborn Island. The Parties acknowledge that the Licensee shall not be obligated to construct the canoe /kayak launch or pedestrian bridge until such time that the Licensee in its sole discretion determines that all safety concerns related to these structures have been resolved. If the pedestrian bridge is constructed, SCDPRT shall construct an ADA - compliant trail to the pedestrian bridge, additional trails on Dearborn Island, and other facilities as provided for in the approved management plan, beginning in the second five -year period. The SCDPRT shall maintain the pedestrian bridge. If SCDPRT is not a Party to this Agreement or elects not to lease the Great Falls /Cedar Creek Island complex, the Licensee: (i) may, in accordance with Paragraph 10.24, change the implementation schedule in its RMP for the measures included in the proposed Recreation Management Plan License Article; (ii) shall have no obligation to provide the funding described in this Paragraph C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-30 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 10.27.33.1; and (iii) shall have no obligation to construct the pedestrian bridge from Great Falls, SC to Dearborn Island. 10.27.34 Rocky Creek - Cedar Creek Development — Second Five -Year Period 10.27.34.1 Mudcat Inn Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the second five -year period. The Licensee shall also offer to the Town of Great Falls, SC, and the Town of Great Falls, SC shall consider, an AAII lease to manage the access area and maintain the facilities. If the Town of Great Falls, SC does not enter into the lease, the Licensee shall maintain the facilities. 10.27.35 Wateree Development — First Five -Year Period 10.27.35.1 Wateree Creek Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the first five -year period. 10.27.35.2 Molly Creek Park — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the first five -year period. The Licensee shall market to commercial operators an AAII lease for development and management of a multi -use recreation area including, but not limited to a swimming area, RV campground, bathhouse, dump station, marine pump -out, paved parking, restrooms, trails, bank and pier fishing, picnic facilities, and boat access. The lessee shall be responsible for all site development and management including facility maintenance. If the access area is not leased, the Licensee may, in accordance with Paragraph 10.24, change the implementation schedule in its RMP for all facilities development included in the proposed Recreation Management Plan License Article for this site. The Licensee shall be under no obligation to provide a RV campground, a bathhouse, dump station, or marine pump -out. 10.27.35.3 Lake Wateree State Park Management Zone — All measures identified for the Lake Wateree State Park Management Zone in the proposed Recreation Management Plan License Article shall be scheduled to occur during the first five -year period. 10.27.35.4 East Wateree Access Improvements — Provided that Kershaw County, SC is a Party to this Agreement and that Kershaw County, SC acquires in fee - simple ownership suitable property that adjoins the Licensee's property on the east side of Lake Wateree, the Licensee shall provide funding to Kershaw County, SC (up to $900,000 total), within five years following the FERC's issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation, for the County to construct two motorized boat ramps with a courtesy dock, paved and lighted parking, and a swimming area with bathhouse and paved parking on the County- acquired property to improve public access to the east C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-31 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement side of Lake Wateree. Kershaw County, SC shall manage the access area and shall maintain all facilities. This new access area shall not be included in the FERC Project Boundaries. If Kershaw County, SC is not a Party to this Agreement, or if the County does not acquire suitable property in fee - simple ownership that adjoins the Licensee's property on the east side of Lake Wateree within that first five years, then the Licensee shall make its funding, up to $900,000 total, available, within ten years following the FERC's issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation, to other state or local governments that will agree to provide these public recreation amenities. If no state or local government agrees to provide these amenities, the Licensee shall be under no obligation to provide these funds described in this Paragraph 10.27.35.4. 10.27.35.5 Lake Wateree Recreation Lands — Provided that the SCDNR and SCDPRT are both Parties to this Agreement, Duke Energy shall convey approximately 800 acres of land adjoining the Heritage Project, Cedar Creek Access Area and Lake Wateree to the SCDNR for public recreation and compatible permanent conservation within five years following the FERC's issuance of the New License and the closure of all rehearing and administrative challenge periods related to recreation. These agencies agree that these lands will be used as a wildlife management area, a state park, or a combination of both. This area shall not be included in the FERC Project Boundaries. If SCDPRT decides to manage some or all of this property as a state park and SCDNR concurs, then the Licensee and SCDPRT shall also enter into a nominal -cost lease for the term of the New License for a lake management zone (up to 300 horizontal feet lakeward from full pond elevation) along the shoreline adjoining the park lands. If either SCDNR or SCDPRT is not a Party to this Agreement, then Duke Energy shall have no obligation to implement the measures set forth in this Paragraph 10.27.35.5. 10.27.35.6 Colonels Creek Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the first five -year period. The Licensee shall offer to Fairfield County, SC an AAII lease for additional recreation development and management including maintenance of all facilities. If the access area is not leased, the Licensee may, in accordance with Paragraph 10.24, change the implementation schedule in its RMP for all measures, except the courtesy dock, included in the proposed Recreation Management Plan License Article for this access area. 10.27.36 Lake Wateree — Second Five -Year Period 10.27.36.1 Taylors Creek Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the second five - year period. C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-32 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 10.27.37 Wateree Regulated River Reach — Third Five -Year Period 10.27.37.1 Lugoff Access Area — All measures identified for this access area in the proposed Recreation Management Plan License Article shall be scheduled to occur during the third five -year period. C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-33 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement (intentionally blank) C -W CRA Sig Copy (Rev 1) 10 -20 -06 10-34 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 11.0 Species Protection Agreements 11.1 The Parties recommend that the following proposed License Article, the full text of which is provided in Appendix A of this Agreement, be incorporated into the New License that the Federal Energy Regulatory Commission (FERC) is expected to issue for the Project. 11.1.1 ARTICLE — Federal Threatened and Endangered Species Protection Plans 11.2 The Parties acknowledge that, in accordance with the proposed Federal Threatened and Endangered Species Protection Plans License Article, the Licensee filed Threatened and Endangered Species Protection Plans with the FERC, for approval, with its Application for New License. These plans will be for the species listed in the proposed Federal Threatened and Endangered Species Protection Plans License Article and shall be consistent with this Section 11.2. Upon FERC approval, the Licensee will then implement these plans for the species listed in the proposed Federal Threatened and Endangered Species Protection Plans License Article. All Parties agree that the filing by the Licensee of any revised Species Protection Plan as may be required by the proposed Federal Threatened and Endangered Species Protection Plans License Article will not constitute or require modification to this Agreement and that any Party may be involved in the FERC's public processes for assessing any such revised Species Protection Plans. 11.2.1 Schweinitz's Sunflower (Helianthus schweinitzii) — The plan filed by the Licensee shall be consistent with the provisions of the Species Protection Plan for the Mountain Island Bypass Reach accepted by the FERC on November 28, 2000. Elements of the species protection plan are as follows: 11.2.1.1 The Licensee shall consult with the United States Fish and Wildlife Service ( USFWS) and NC Natural Heritage Program prior to removal of trees and invasive vegetation in the bypassed reach. 11.2.1.2 The bypassed reach shall be maintained such that trees and invasive vegetation can be removed using hand tools to prevent the need for using mechanized equipment in the vicinity of the sunflowers. 11.2.1.3 Trees and invasive vegetation will only be removed from November through February when the sunflowers are dormant. 11.2.1.4 If necessary, the Licensee will monitor turbidity in the river channel during tree removal. If turbidity increases, work methods will be altered to decrease turbidity. The Licensee shall manage Mountain Island Lake to avoid spills while the area is disturbed unless significant rainfall makes such spills unavoidable. 11.2.1.5 The Licensee shall designate the Mountain Island Bypassed Reach as a "Natural" classification in the Shoreline Management Plan. 11.2.1.6 The Licensee shall not use broadcast herbicides in the Mountain Island Bypassed Reach without first consulting with the USFWS and the NC Natural Heritage Program. However, stump C -W CRA Sig Copy (Rev 1) 10 -20 -06 11 - 1 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement treatment with herbicides is allowed in the Mountain Island Bypassed Reach. 11.2.2 Dwarf - flowered Heartleaf (Hexastylis naniflora) — The Licensee shall consult with the USFWS and the NC Natural Heritage Program and appropriately protect populations of dwarf- flowered heartleaf found at the Bridgewater Development (Lake James) within the FERC Project Boundaries or on Licensee -owned property adjoining the FERC Project Boundaries. Where the species is found within the FERC Project Boundaries, the Licensee shall place the population(s) within a protective conservation easement. Where the species is found on Licensee -owned property adjoining the FERC Project Boundaries, the Licensee shall place the population(s) within a protective permanent conservation easement or use deed restrictions as protection. 11.2.3 Bald Eagle (Haliaeetus leucocephalus) 11.2.3.1 The Licensee, USFWS and appropriate state agencies will share information concerning any known or newly discovered eagle nests within or adjoining the FERC Project Boundaries or within the Catawba and Wateree rivers and their associated floodplains and bottomlands from Lake James downstream to the confluence of the Wateree River with the Congaree River. The Licensee and the agencies will formulate a data - sharing system concerning this information. 11.2.3.2 The Licensee shall consult with the USFWS and the appropriate state agencies to develop and implement management plans following the USFWS's "Habitat Management Guidelines for The Bald Eagle in The Southeast Region (Appendix D of the Southeastern States Bald Eagle Recovery Plan (1987))" for eagle nest sites located within the FERC Project Boundaries or on Licensee -owned property adjoining the FERC Project Boundaries as the need arises. 11.2.3.3 Beginning within five years following the FERC's issuance of the New License and the closure of all rehearing and administrative challenge periods related to species protection, the Licensee, in partnership with the USFWS and appropriate federal and state agencies, shall collect new information such as new nest sites, existing status, and recruitment estimates within or adjoining the FERC Project Boundaries or within the Catawba and Wateree rivers and their associated floodplains and bottomlands from Lake James downstream to the confluence of the Wateree River with the Congaree River. The Licensee shall continue to collect this information at three -year intervals for the term of the New License and shall provide this information to the pertinent federal and state agencies for analysis. 11.2.3.4 The Licensee shall place a conservation easement on an approximately 25 -acre tract of its property located on the east side of the Wateree Tailrace for the term of the New License to protect important bald eagle roosting and foraging habitat. This area shall not be included in the FERC Project Boundaries. C -W CRA Sig Copy (Rev 1) 10 -20 -06 11 -2 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 11.2.4 Wood Stork (Mycteria americans) 11.2.4.1 The Licensee, USFWS and appropriate state agencies will share information concerning any known or newly discovered foraging wood storks within or adjoining the FERC Project Boundaries or within the Catawba and Wateree rivers and their associated floodplains and bottomlands from Lake James downstream to the confluence of the Wateree River with the Congaree River. The Licensee and the agencies will formulate a data - sharing system concerning this information. 11.2.4.2 The Licensee will enhance the flood -flow duration and magnitude on the Wateree River through the operational measures described in Section 4.9. These flows can provide inundation of back sloughs and emergent wetlands within the Wateree River floodplain and bottomlands and provide potential wood stork foraging areas. 11.2.5 American Alligator (Alligator mississippiensis) — The Licensee shall enhance the flood flow duration and magnitude on the Wateree River through the operational measures described in Paragraph 4.9. These flows can provide inundation of back sloughs and emergent wetlands within the Wateree River floodplain and bottomlands and provide potential alligator habitat enhancements. 11.2.6 Shortnose Sturgeon (Acipenser brevirostrum) 11.2.6.1 The Licensee shall share any information about shortnose sturgeon occurrences or collections in the Wateree River downstream of the Wateree Dam with the National Marine Fisheries Service (NMFS) and other appropriate resource agencies. 11.2.6.2 The Licensee shall provide enhanced flow releases at the Wateree Hydroelectric Station as set forth in this Agreement. The enhanced flow release schedule was developed based on consultation with the Relicensing Aquatics Resource Committee and primarily on habitat suitability curves for shortnose sturgeon. 11.2.6.3 The Licensee shall continue its ongoing discussions with other hydro project owners and federal and state resource agencies at least through December 31, 2006, to explore potential cooperative measures for the protection, enhancement and restoration of diadromous fish species, including shortnose sturgeon (as well as American eel), in the Santee River Basin. 11.2.7 American Eel (Anguilla rostrata) 11.2.7.1 The Licensee shall stay informed of the activities related to the effort to list the American eel as federally threatened or endangered. 11.2.7.2 The Licensee shall reasonably cooperate with the USFWS and NMFS on current and future conservation initiatives for the American eel. C -W CRA Sig Copy (Rev 1) 10 -20 -06 11 -3 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 11.3 In addition to the Species Protection Plans for Federal Threatened and Endangered Species, the Licensee shall file Species Protection Plans with the NCWRC and the SCDNR as appropriate and implement management activities for the species listed in this Section 11.3, within 60 days following issuance of the New License and the closure of all rehearing and administrative challenge periods related to species protection or in a timeframe otherwise identified in this Section 11.3. The Parties agree that, except for any supporting actions (e.g., prescribed flow releases) that are identified in this Agreement in locations other than this Section 11.0, the New License shall not include license articles that require specific actions from the Licensee to protect the species listed in this Section 11.3. 11.3.1 Rocky Shoals Spiderlily (Hymenocallis coronaria) 11.3.1.1 The Licensee shall provide enhanced habitat suitability for the spiderlilies through the initiation of aquatic flows in the Great Falls Long Bypassed Reach and the Wylie Regulated River Reach near Landsford Canal State Park as set forth in the proposed Minimum Flows License Article. 11.3.1.2 The Licensee, in partnership with the South Carolina Department of Parks, Recreation and Tourism (SCDPRT), SCDNR and USFWS, shall prepare and implement a monitoring plan for the spiderlilies at Landsford Canal State Park. Monitoring activities for this species will be similar to the monitoring plans prepared for other regional populations (e.g., Lockhart Dam Project). 11.3.1.3 Within the Great Falls Long Bypassed Reach, the Licensee, SCDPRT, and SCDNR, shall partner with USFWS to restore and monitor the Rocky Shoals spiderlily. 11.3.2 Rafinesque's Big -eared Bat (Corynorhinus rafinesquii) 11.3.2.1 Within two years following the issuance of the New License and the closure of all rehearing and administrative challenge periods related to species protection, the Licensee shall place artificial roost structures for the Rafinesque's big -eared bat and other bat species at appropriate areas. The structures shall be placed initially at the Bridgewater Development and in riparian areas below the Wateree Development provided agreeable property owners can be located. Placement of additional artificial roosts will depend on information gathered from additional bat surveys (see Paragraph 11.3.2.3) and the ability of the Licensee to get property owner approvals to install the structures. 11.3.2.2 The Licensee shall discourage the removal of large, potentially hollow trees from within the FERC Project Boundaries and on Licensee -owned property adjoining the FERC Project Boundaries except where such hollow trees present a danger to persons or property. Selective cutting rather than clear cutting shall be the recommended method for areas where trees are harvested from these areas. 11.3.2.3 Within five years following the issuance of the New License and the closure of all rehearing and administrative challenge periods C -W CRA Sig Copy (Rev 1) 10 -20 -06 11 -4 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement related to species protection, the Licensee shall conduct additional bat surveys, including roost surveys (e.g., bridges), mist netting and acoustic surveys during the appropriate portions of two consecutive years. Following this initial survey, the Licensee shall conduct additional bat surveys during the appropriate portion of a year at three -year intervals for the term of the New License at selected areas at and near the Bridgewater and Wateree developments. The Licensee shall prepare written reports to summarize the information gathered during these bat surveys and shall provide the reports to the appropriate state and federal agencies. 11.3.3 Mussels: creeper (Strophitus undulates), Eastern floater (Pyganodon cataracts), paper pondshell (Utterbackia imbecillis), Eastern creekshell (Villosa delumbis), notched rainbow (Villosa constricts), brook floater (Alasmidonta varicosa), rayed -pink fatmucket (Lampsilis splendida) 11.3.3.1 The Parties agree that the enhanced flow releases included in this Agreement in the proposed Minimum Flows License Article, the Critical Flows included in the Low Inflow Protocol (see Appendix C) and the dissolved oxygen enhancements and monitoring identified in the Flow and Water Quality Implementation Plan (see Appendix L) and the Water Quality Monitoring Plan (see Appendix F) will provide flow regimes and water quality improvements that will benefit the freshwater mussel species listed in this Section 11.3.3. 11.3.3.2 Beginning within five years following the FERC's issuance of the New License and the closure of all rehearing and administrative challenge periods related to species protection, the Licensee shall monitor the freshwater mussel species found in the Project area at three -year intervals for the term of the New License, tracking populations and analyzing trends over time. A total of approximately 35 sample sites throughout the Project area will initially be included in this monitoring program. The Licensee shall prepare a written report after each monitoring cycle for distribution to the appropriate federal and state agencies. 11.3.4 Flat and Snail Bullheads (Ameiurus platycephalus and A. brunneus) — The Parties agree that the management objectives for these fish species are covered under Minimum Continuous Flows contained in the proposed Minimum Flows License Article. 11.3.5 Robust Redhorse (Moxostoma robustum) — The Licensee is a signatory to the original Robust Redhorse Conservation Committee (RRCC) Memorandum of Agreement (MOU) and shall continue to support and consult with the RRCC concerning the management and protection of this species in the Project area and its native range in Georgia, North Carolina and South Carolina. For the term of the New License, the Licensee shall continue to work cooperatively with its partners to manage and protect the robust redhorse. Support will include, but not be limited to, maintenance of active membership in the RRCC, financial support of the RRCC annual meeting, participation in field sampling activities where appropriate and support of appropriate research initiatives. C -W CRA Sig Copy (Rev 1) 10 -20 -06 11 -5 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 11.3.6 Heron Rookeries 11.3.6.1 The Licensee, USFWS and appropriate state agencies will share information concerning any known or newly discovered heron rookeries within or adjoining the FERC Project Boundaries or within the Catawba and Wateree rivers and their associated floodplains and bottomlands from Lake James downstream to the confluence of the Wateree River with the Congaree River. The Licensee and the agencies will formulate a data - sharing system concerning this information. 11.3.6.2 The Licensee shall provide continued management and protection of any colonial wading bird rookeries and nesting areas on all lands and waters that are within the FERC Project Boundaries or on Licensee -owned property adjoining the FERC Project Boundaries. However, if the birds abandon the nesting site for two consecutive nesting seasons, the protections afforded by this Agreement will be terminated at that location. 11.3.6.3 If any additional colonial wading bird rookeries and nesting areas are located within the FERC Project Boundaries or on Licensee -owned property adjoining the FERC Project Boundaries, the Licensee will enter into consultation with the USFWS and appropriate state agencies to develop an appropriate management and protection plan. 11.3.6.4 Beginning within five years following the FERC's issuance of the New License and the closure of all rehearing and administrative challenge periods related to species protection, the Licensee, in partnership with the USFWS and appropriate federal and state agencies, shall collect heron rookery information such as new nest sites, existing status, and recruitment estimates within or adjoining the FERC Project Boundaries or within and the Catawba and Wateree rivers and their associated floodplains and bottomlands from Lake James downstream to the confluence of the Wateree River with the Congaree River. The Licensee shall continue collecting this information at three -year intervals for the term of the New License and shall provide this information to the USFWS, and other appropriate federal and state agencies for analysis. This survey will be conducted concurrently with the bald eagle nest surveys summarized in Paragraph 11.2.3.3. 11.4 Except for discussions with federal and state resource agencies that have management oversight responsibilities or discussions with adjoining property owners, the Licensee shall not communicate the location of populations of Rare, Threatened or Endangered Species or Species of Concern unless the location is already widely known (e.g., the Rocky Shoals spiderlily at Landsford Canal State Park). 11.5 If a federal or state listed Rare, Threatened or Endangered Species or Species of Concern is discovered in a previously unknown area subject to the Licensee's Shoreline Management Plan, the Licensee shall consult with the USFWS and the appropriate federal and state agencies and make any necessary revisions to the shoreline classification maps or lake -use restrictions provided by the Shoreline Management Plan. C -W CRA Sig Copy (Rev 1) 10 -20 -06 11 -6 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 11.6 If a federal or state listed Rare, Threatened or Endangered Species or Species of Concern is discovered in a previously unknown area within the FERC Project Boundaries or the Catawba and Wateree rivers and their associated floodplains and bottomlands from Lake James downstream to the confluence of the Wateree River with the Congaree River, the Licensee shall consult with the USFWS, the appropriate federal and state agencies, and any Party to this Agreement that is likely to be directly affected to discuss potential protection and management measures. 11.7 At least annually, the Licensee shall, after consulting with the USFWS and appropriate federal and state agencies, review and update the list of state and federally listed species based on a species status change and updated distribution and occurrence information. If the update has any species that is newly listed, delisted, or has a change of status and that species is documented in the FERC Project Boundaries or within the Catawba and Wateree rivers and their associated floodplains and bottomlands from Lake James downstream to the confluence of the Wateree River with the Congaree River, the Licensee shall: (i) consult with the USFWS, appropriate state agencies, and any Party to this Agreement that is likely to be directly affected; and (ii), after consulting with these agencies and selected Parties, file any revised or additional Species Protection Plans with the appropriate state agencies. All Parties agree that the filing by the Licensee of any such revised Species Protection Plan will not constitute or require modification to this Agreement and that any Party may be involved in the state agencies' public processes for assessing revised Species Protection Plans. 11.8 Fish Passage — The Parties acknowledge that nothing in this Agreement resolves the fish passage issue under Section 18 of the Federal Power Act or the Endangered Species Act or any other legal authority. The Parties agree that the capital and O &M costs of any future fish passage measures that are taken during the term of the New License will be borne by the Licensee, and the imposition of these costs from any mandatory fish - passage prescription shall not be considered an Inconsistent Action. However, if any future mandatory prescriptions for fish passage by any Jurisdictional Body result in alteration of the flows (whether by changing the prescribed flow rates or changing the method of providing the prescribed flows specified in this Agreement) identified in the proposed Recreation Flows or Minimum Flows License Articles, or the reservoir levels identified in the proposed Reservoir Elevations License Article, or the Low Inflow Protocol referenced in the proposed Low Inflow Protocol License Article of this Agreement, and that action is an Inconsistent Act, then the Parties agree that the provisions of Section 21.0 shall apply. C -W CRA Sig Copy (Rev 1) 10 -20 -06 11 -7 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement (intentionally blank) C -W CRA Sig Copy (Rev 1) 10 -20 -06 11 -8 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 12.0 Shoreline Management Agreements 12.1 The Parties recommend that the following proposed License Articles, the full text of which are provided in Appendix A of this Agreement, be incorporated into the New License that the Federal Energy Regulatory Commission (FERC) is expected to issue for the Project. 12.1.1 ARTICLE — Shoreline Management Plan 12.1.2 ARTICLE — Shoreline Management Plan Review and Update Procedures 12.2 The Parties agree and acknowledge that the Licensee filed a Shoreline Management Plan (SMP) consisting of Shoreline Management Guidelines (SMG) (see Appendix J) and Shoreline Classification Maps with the Licensee's Application for New License for the Catawba - Wateree Hydroelectric Project and that the Licensee began implementing the revised SMP on September 1, 2006. 12.3 SMP Workqroup — The Parties agree that, during the first full calendar year following the issuance of the New License and the closure of all rehearing and administrative challenge periods related to shoreline and land management, and annually thereafter for the term of the New License, the Licensee shall convene a workgroup of interested stakeholders for a status - review meeting to discuss implementation of the Shoreline Management Plan including SMP classification mapping and SMG permitting criteria. These meetings will afford the workgroup the opportunity to discuss implementation of the SMP and recommend potential modifications to be considered for the periodic updates of the SMG and the ten -year updates of the SMP. 12.4 Evaluation of SMP Effectiveness — The Parties agree that, beginning in the first full calendar year following the issuance of the New License and the closure of all rehearing and administrative challenge periods related to shoreline and land management, and prior to the close of the second annual status - review meeting described in Paragraph 12.3, the Licensee shall consult with the workgroup and shall prepare a basic study methodology and a simple list of baseline review parameters with which to evaluate the effectiveness of the SMG permitting criteria in protecting near - shore and riparian habitats. This consultation shall be completed by the close of the second annual status - review meeting described in Paragraph 12.3. Nine years after the first consultation described in this Paragraph 12.4 and every ten years thereafter for the term of the New License, the Licensee shall complete this SMG effectiveness evaluation as part of the review cycles noted in Paragraph 12.5 below. Based on these evaluations, SMG revisions and /or lake -use permitting - related changes shall be made to include consensus conclusions of the workgroup. In the event that the workgroup cannot reach consensus, the Licensee shall file with the FERC comments it has received regarding modifications to the SMP including the SMG in accordance with the proposed Shoreline Management Plan Review and Update Procedures License Article. 12.5 Coordination of 20 -year SMG and RMP Updates — The Licensee shall complete the 20 -year Shoreline Classifications Map update and shall consider changes to the SMP, pursuant to the proposed Shoreline Management Plan Review and Update Procedures License Article, simultaneously with the Recreation Use and Needs Assessment pursuant to the proposed Recreation Planning License Article. 12.6 SMP Changes — All Parties agree that changes made to the SMP pursuant to the proposed Shoreline Management Plan License Article, the proposed Shoreline C -W CRA Sig Copy (Rev 1) 10 -20 -06 12 - 1 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement Management Plan Review and Update Procedures License Article, Paragraph 12.4, or Paragraph 12.5 will not constitute or require modification to this Agreement and that any Party may be involved in the FERC's public process for assessing changes to the SMP. 12.7 Memorandum of Understanding — The Parties agree and acknowledge that, in September 2006, the Licensee began contacting the counties shown in Table 1 of Appendix K (Memorandum of Understanding between the Licensee and States, Counties, and Municipalities) and the states of North Carolina and South Carolina with an offer to jointly develop a voluntary memorandum of understanding (MOU) substantially in the form of the MOU template in Appendix K. The MOU addresses sharing data relevant to the SMP, the states' and counties' planning and enforcement needs, coordinating enforcement of any state or county buffer regulations, coordinating the Licensee's lake -use permit reviews with counties, municipalities and states, and confirming the authority and preeminence of county or municipality zoning in defining land uses outside the FERC Project Boundaries. All Parties agree that any signed MOU completed pursuant to this Paragraph 12.7 will not constitute or require modification to this Agreement. C -W CRA Sig Copy (Rev 1) 10 -20 -06 12-2 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 13.0 Water Quality Agreements 13.1 The Parties recommend that the following proposed License Articles, the full text of which are provided in Appendix A of this Agreement, be incorporated into the New License that the Federal Energy Regulatory Commission (FERC) is expected to issue for the Project. 13.1.1 ARTICLE — Flow and Water Quality Implementation Plan 13.1.2 ARTICLE —Water Quality Monitoring Plan 13.2 Following the implementation of all flow delivery and water quality enhancement modifications as required by the FERC- approved Flow and Water Quality Implementation Plan (FWQIP), the Licensee shall operate the Project developments for the term of the New License in accordance with the States' 401 Water Quality Certifications. 13.3 Revision of the FWQIP — The Parties agree that, if the North Carolina Department of Environment and Natural Resources (NCDENR), the South Carolina Department of Health and Environmental Control (SCDHEC), and the Licensee concur that any revised FWQIP is an improvement to and not inconsistent with the current FWQIP and the terms of this Agreement, the Licensee will provide notice to all Parties, and any such revised FWQIP will automatically become incorporated as a term of this Agreement. 13.4 Recommended to Include FWQIP in 401 Water Quality Certifications — The Licensee shall apply to the States of North Carolina and South Carolina for Water Quality Certifications under Section 401 of the Clean Water Act and shall include with its applications the FWQIP (see Appendix L), or a FWQIP revised in accordance with Paragraph 13.3, as the recommended flow and water quality implementation plan. All Parties, except the NCDENR, agree that the FWQIP or such revised FWQIP shall be recommended to be a condition of the 401 Water Quality Certifications. 13.5 Submittal of the FWQIP to the FERC — In accordance with the proposed Flow and Water Quality Implementation Plan License Article and beginning on the effective date of the New License for the Project, except as otherwise established by law, including any Commission or judicial order, the Licensee shall file the FWQIP, supplemented with any engineering and construction details the Licensee determines are needed, with the FERC for approval. The Parties acknowledge that, except for the noted replacement of the Bridgewater Powerhouse, the Licensee shall not begin any construction required to implement the FWQIP until the FWQIP is approved by the FERC. The Parties acknowledge the possibility that the FWQIP may be modified during or superseded by the 401 Water Quality Certification processes, and that any supersedure may be an Inconsistent Act under Section 21.0. 13.6 Required Additional Equipment Modifications — If a State water quality agency requires equipment modifications in addition to those listed in the FWQIP in Appendix L to assure compliance with applicable state standards for Dissolved Oxygen (DO), the fact that such modifications are not currently specified in the FWQIP in Appendix L does not render those modifications inconsistent with this Agreement pursuant to Section 21.0. However, any equipment modifications (i) necessary to assure compliance with any other applicable State water quality standard; or (ii) prescribed to provide flow releases and /or reservoir levels, other than the flow releases and reservoir levels C -W CRA Sig Copy (Rev 1) 10 -20 -06 13 - 1 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement specified in this Agreement, may be inconsistent with this Agreement and may be subject to review pursuant to the provisions of Sections 21.0 and 27.0. 13.7 Interim Procedures — The Parties acknowledge that the Licensee shall initiate interim changes to current operation at selected Project developments that require physical equipment additions or modifications in accordance with the FWQIP (Appendix L). The Licensee shall initiate the Interim Measures for Providing Aquatic Flow and /or DO Enhancement until Physical Modifications are Complete as identified in the FWQIP within 60 days following the issuance of the New License and closure of all rehearing and administrative challenge periods related to water quantity, including Project flow releases and reservoir levels, and water quality. The interim measures will continue at each dam or powerhouse until completion of the necessary construction at that dam or powerhouse. Unless the Licensee is operating in accordance with the Low Inflow Protocol and /or the Maintenance and Emergency Protocol, the Licensee shall operate the hydro units at the powerhouses identified for Interim Measures in Appendix L in the following manner: When the Licensee is providing flow releases, reservoir level control, and /or generation with any of these powerhouses at times that DO in the flow release from the powerhouse would be below 401 Water Quality Certification requirements, the Licensee shall operate the available hydro units with the greatest existing DO enhancement capability at that powerhouse in a first -on, last -off hierarchy and shall use all the DO enhancement capability available on all hydro units that are operated at that powerhouse if needed in its best efforts to raise DO levels. 13.8 Development of Total Maximum Daily Loads — In addition to any other requirements imposed by law, if, during the term of the New License, Total Maximum Daily Loads (TMDL) are developed within the FERC Project Boundaries or on the Catawba and Wateree rivers and their associated floodplains and bottomlands from Lake James downstream to the confluence of the Wateree River with the Congaree River for pollutants that are introduced as a direct result of operation of Project facilities, then the Licensee shall actively consult with the appropriate State agencies, including but not limited to data - sharing, modeling and sampling, to determine what, if any, role Project operations play in managing the pollutant. 13.9 Contingency Plan — If at any time during the term of the New License after all planned flow delivery and water quality enhancement modifications required in the FERC- approved FWQIP have been completed, a chronic non - compliance with 401 Water Quality Certification requirements exists as a result of the Licensee's hydroelectric operations, the Licensee shall: 13.9.1 In the annual Water Quality Compliance Report (see proposed Water Quality Monitoring Plan License Article, Paragraph(C)), document instances that the 401 Water Quality Certification requirements were not met; 13.9.2 In the annual Water Quality Compliance Report, include an assessment of the reason(s) for the chronic non - compliance and proposed or implemented corrective actions; 13.9.3 Immediately consult with SCDHEC and /or NCDWQ as appropriate to confirm the assessment of the non - compliance and the proposed corrective actions(s); 13.9.4 Continue in consultation with NCDWQ and /or SCDHEC to develop an implementation plan for corrective actions. This plan may include making additional hydro station modifications and /or mitigation. Corrective actions will C -W CRA Sig Copy (Rev 1) 10 -20 -06 13-2 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement be implemented as soon as possible while being compatible with materials availability, manufacturing capacity, transportation schedules, and installation contractor availability; and 13.9.5 Implement the plan for corrective actions as approved by NCDWQ and /or SCDHEC. 13.10 Regional Water Quality Issues — If at any time during the term of the New License, the Licensee believes that its inability to comply with any terms or conditions of any 401 Water Quality Certification is not attributable to the Licensee's operations or is attributable to increased waste loadings (compared to waste loadings present at the time of Project equipment installation) from point or non -point sources, then the Licensee may provide data to NCDWQ and /or SCDHEC as appropriate to (i) help determine whether it is the Licensee's operations or other sources that are causing the Licensee's inability to comply and /or (ii) support any TMDL proceeding or other corrective actions to address these point and non -point source loadings prior to developing the corrective action plan stipulated in Paragraph 13.9. C -W CRA Sig Copy (Rev 1) 10 -20 -06 13-3 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement (intentionally blank) C -W CRA Sig Copy (Rev 1) 10 -20 -06 13-4 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 14.0 Other Resource Enhancement Agreements 14.1 Facility Exclusion Zones — The Parties acknowledge that the Licensee, the North Carolina Wildlife Resources Commission (NCWRC) and the South Carolina Department of Natural Resources (SCDNR) will jointly evaluate each of the Project dams and powerhouses to consider the user safety and Project security issues associated with public use of the area in the immediate vicinity of these structures (i.e., within 300 feet upstream or downstream). The evaluation will determine where suitable exclusion zones within all or a portion of this area at each location can be developed to improve recreation safety and security of Project structures in a manner that is acceptable to the NCWRC and SCDNR. The Licensee, NCWRC, and SCDNR shall work cooperatively to complete this evaluation by September 1, 2007 and to implement any mutually agreeable exclusion zones by August 31, 2008. The Licensee will also incorporate any necessary changes to its FERC Public Safety Plans to implement these exclusion zones along with revisions required under Paragraph 8.11.5. 14.2 Fish and Wildlife Habitat Enhancements 14.2.1 Additional HEP Contributions — Provided that: (i) the NCWRC and /or the SCDNR are Parties to this Agreement and (ii) the existing Habitat Enhancement Program (HEP) Memorandum of Agreement (MCA) is extended without material modification in North Carolina and /or South Carolina to cover the term of the New License, then within 18 months following the issuance of the New License and the closure of all rehearing and administrative challenge periods, the Licensee shall provide one -time contributions of $1 million each to North Carolina's and /or South Carolina's Habitat Enhancement Funds to support the protection, enhancement and creation of fish and wildlife habitat as part of the HEP. This funding may be used for activities as described in the HEP MCA at: (i) all Project reservoirs and on all lands and waters that are contiguous with the FERC Project Boundaries; (ii) bypassed stream reaches; and (iii) the Regulated River Reaches within the Catawba - Wateree River Basin. This funding contribution from the Licensee is in addition to the $80,000 /yr per State that the Licensee is contributing to the HEP through and ending in 2009 and is in addition to HEP funds that may be collected from lake -use permit applicants or from other sources. Each State may use a portion of the Licensee's planned additional funding contribution to the HEP to support long -term management of the conservation easements established as part of this Agreement and /or to add to the land conservation support noted in Section 14.5 if the lead HEP agency in that State (i.e., the NCWRC or SCDNR) agrees. The lead HEP agency shall notify the Licensee by letter of its intent to pursue this option for alternative use of the Licensee's HEP funding contribution, along with the details of its choice, within six months following the FERC's issuance of the New License, so the Licensee can ensure that the correct funding amounts are provided to each State's HEP fund and land conservation support effort. 14.3 Trash /Debris Management — To help minimize the amount of non - biodegradable trash and large floating woody debris within and released from Project reservoirs, the Licensee shall do the following. 14.3.1 Annual Clean -up Event — Beginning in the first full calendar year following issuance of the New License and the closure of all rehearing and C -W CRA Sig Copy (Rev 1) 10 -20 -06 14 - 1 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement administrative challenge periods and continuing for the term of the New License, the Licensee shall support an annual litter clean -up on the Catawba - Wateree Project reservoirs, islands and Licensee -owned public access areas. This annual clean -up may also include Licensee - selected portions of the Regulated River Reaches or bypassed reaches. The Licensee's support will consist of: (i) providing $10,000 per year to a North Carolina organization and $10,000 per year to a South Carolina organization to support clean -up events (e.g., Big Sweep) organized by that organization; and, (ii) removing trash and debris the following week that is deposited during the annual clean -up event at Licensee - owned public access areas that are pre- approved by the Licensee as trash collection points. 14.3.2 Fishing Creek Development — By December 31, 2006 the Licensee shall notify the FERC that it plans to install a trashrake at Fishing Creek Dam to remove non - biodegradable trash and large woody debris, with the goal of completing installation by December 31, 2007. 14.3.3 Trash /Debris Disposal — During the term of the New License, the Licensee shall ensure that the non - biodegradable trash or woody debris that it removes from the Project reservoirs, downstream river reaches, islands, and Licensee -owned public access areas is disposed of properly, which may include landfill deposition or recycling of non - biodegradable materials or placement of woody debris in areas that prevent the debris from becoming a navigation hazard. Dam operation may continue to include the practice of periodically passing biodegradable debris and non - biodegradable trash through trash gates. The Licensee will adjust this practice to avoid, as much as possible, the passage of such large amounts of debris at any one time as to cause a navigational hazard. 14.4 Aquatic Weed Management — For the term of the New License, the Licensee shall continue to work cooperatively with its partners to manage invasive aquatic weeds in Project reservoirs by, among other things, providing invasive aquatic weed management scientific and technical assistance. The Licensee shall assist in the development and shall share in the funding of aquatic weed management strategies approved by appropriate state resource agencies and local governments, which shall include the state aquatic weed management cost -share programs sponsored by the North Carolina Department of Environment and Natural Resources (NCDENR) and the SCDNR. Due to the variability of aquatic weed infestations from year -to -year and reservoir -to- reservoir and the need to adjust the program on a frequent basis, the Parties agree that this Agreement shall not include any proposed License Articles containing actions required to manage aquatic weeds. However, the average long -term level of effort expended by the Licensee during the term of the New License will be similar to that expended by the Licensee during the final 20 years of the term of the Existing License, indexed to account for inflation or deflation pursuant to Section 32.0. 14.5 Land Conservation Support 14.5.1 North Carolina — Provided that both the NCWRC and NCDENR are Parties to this Agreement, the Licensee shall provide $4 million to the NCWRC and /or the NCDENR to support the purchase of land in the Catawba - Wateree River Basin for public recreation, gamelands and /or compatible permanent conservation. C -W CRA Sig Copy (Rev 1) 10 -20 -06 14-2 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 14.5.2 South Carolina — Provided that both the SCDNR and the South Carolina Department of Parks, Recreation and Tourism (SCDPRT) are Parties to this Agreement, the Licensee shall provide $5.32 million to the SCDNR and /or the SCDPRT to support the purchase of land in the Catawba - Wateree River Basin for public recreation, game management and /or compatible permanent conservation. 14.5.3 The Parties agree that the following considerations shall apply to the funding provided in Paragraphs 14.5.1 and 14.5.2: 14.5.3.1 The two state agencies in each state shall jointly decide which lands to acquire and shall give consideration to the final report of the Land Committee and other applicable relicensing study and resource committee reports prior to making their decision on which lands to acquire. 14.5.3.2 Criteria for Lands to be Acquired — Lands to be acquired using the funding in Paragraphs 14.5.1 and 14.5.2 shall meet the following criteria: (i) located entirely within the Catawba - Wateree River Basin; (ii) acquired in fee - simple ownership or as permanent conservation easements; (iii) will be used to provide public hunting, fishing, boating (motorized and non - motorized), camping or hiking opportunities, or some combination thereof, while also protecting areas adjoining waterways and other sensitive environmental or cultural resource areas; (iv) are being acquired at approximately fair market value; and (v) the deed for the property will include the appropriate deed restrictions or an additional written agreement will be executed between the Licensee and the purchasing entity to meet the public access requirements as identified in Paragraph 10.16. 14.5.3.3 By January 15, 2007, the Licensee shall deposit $4 million into an escrow account with a financial institution that is mutually agreeable to the Licensee and the two North Carolina state agencies for land acquisition pursuant to Paragraph 14.5.1 and $5.32 million into an escrow account with a financial institution that is mutually agreeable to the Licensee and the two South Carolina state agencies for land acquisition pursuant to Paragraph 14.5.2. Any funds remaining in either escrow account on December 31 of the third full calendar year following the FERC's issuance of the New License and the closure of all rehearing and administrative challenge periods shall be returned to the Licensee and the Licensee shall have no further obligation to provide these remaining funds to others. 14.5.3.4 Once the two state agencies in each state have jointly decided which properties they will purchase using the Licensee's funding contribution, the head of each agency shall: (i) notify, in writing, the escrow agent that the property to be acquired meets the criteria set forth in Paragraph 14.5.3.2 and (ii) provide the escrow agent with a copy of the purchase contract and the proposed deed restrictions and /or other written agreements required by Paragraph 14.5.3.2(v). The escrow agent shall determine if each property proposed for acquisition meets the criteria enumerated in Paragraph 14.5.3.2 and the applicable state agencies shall provide any additional C -W CRA Sig Copy (Rev 1) 10 -20 -06 14-3 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement information that the escrow agent may need, subject to any necessary confidentiality agreements, to make this determination. After the escrow agent determines that the criteria set forth in Paragraph 14.5.3.2 are met, the escrow agent shall notify the Licensee and request authorization to release the funds to the purchasing agency. Provided that the escrow agent verifies that the criteria in Paragraph 14.5.3.2 have been met and the Licensee concurs with the wording of the proposed deed restrictions and /or other written agreements required by Paragraph 14.5.3.2(v), the Licensee shall authorize the release of funds to the purchasing agency. 14.6 Additional Resource Enhancements in the Event of a 50 -Year License — The Parties agree to the following additional resource enhancements in the event that the FERC issues a 50 -year New License for the Project. In the event that the FERC issues a New License with a term less than 50 years, the Parties agree that the Licensee shall be under no obligation to implement the activities described in this Section 14.6. 14.6.1 Land Conservation in North Carolina — If the term of the New License is 50 years, and provided that both the NCDENR and the NCWRC are Parties to this Agreement, the Licensee shall take the following additional actions to support land conservation interests within three years following issuance of the New License and the closure of all rehearing and administrative challenge periods: 14.6.1.1 The Licensee shall establish permanent conservation easements on approximately 12.5 total bank miles (approximately 150 total acres) of selected tributaries to the Johns River. These land areas shall not be included in the FERC Project Boundaries. The approximate locations of these areas are identified in Appendix I. The conditions of the conservation easements shall be consistent with Appendix O. 14.6.1.2 The Licensee shall contribute an additional $1.5 million for land conservation to be used as noted above in Section 14.5.1. 14.6.2 Land Conservation in South Carolina — If the term of the New License is 50 years, and provided that both the SCDNR and the SCDPRT are Parties to this Agreement, the Licensee shall take the following additional actions to support land conservation interests within three years following issuance of the New License and the closure of all rehearing and administrative challenge periods: 14.6.2.1 The Licensee shall establish permanent conservation easements on approximately 5.5 total bank miles (approximately 67 total acres) of selected portions of McDowell Creek, Cedar Creek and Rocky Creek and their tributaries, all of which are tributaries to Lake Wateree, with approximate locations identified in Appendix I. These land areas shall not be included in the FERC Project Boundaries. The conditions of the conservation easements shall be consistent with Appendix O. 14.6.2.2 The Licensee shall establish permanent conservation easements, restrictive covenants, or a combination of the two, on the east shoreline of Lake Wateree from the downstream boundary of C -W CRA Sig Copy (Rev 1) 10 -20 -06 14-4 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement Cedar Creek Access Area to a point approximately 4.7 shoreline miles (as measured along the full pond contour) downstream. These conservation easements and /or restrictive covenants will provide land conservation support on a corridor extending 100 feet horizontally and upland from the full pond contour (total of approximately 57 acres). These land areas shall not be included in the FERC Project Boundaries. The approximate locations of these areas are identified in Appendix I. The conditions of the conservation easements and /or restrictive covenants shall be consistent with Appendix O. 14.6.2.3 The Licensee shall contribute an additional $1.5 million for land conservation to be used as noted above in Section 14.5.2. 14.6.3 Flood Management at Lake Wateree 14.6.3.1 The Parties agree that installing a bladder dam (similar in concept to the Bridgestone Rubber Dam Option evaluated in the Wateree High Water Level Management Study (Operations 08) conducted during the relicensing process) along the dam's spillway of sufficient height and length to provide approximately 10,000 cfs flow release capacity with the reservoir at full pond elevation will improve the Licensee's flood management capabilities at Lake Wateree, but that it will not prevent flooding on Lake Wateree above any specific elevation. 14.6.3.2 The Parties agree that the existing flood easements held by the Licensee on Lake Wateree shall remain in place. 14.6.3.3 The Parties understand that even with the bladder dam, water elevations in the upstream areas of Lake Wateree may be substantially higher during flood events than the water elevations at Wateree Dam. 14.6.3.4 The Parties agree that, except for government entities with specific statutory responsibilities at the Project related to flood management, Parties to this Agreement shall not advocate for or request the installation of other or additional flood management structural improvements at or adjoining any Project dam or reservoir prior to issuance of the New License and the closure of all rehearing and administrative challenge periods. 14.6.3.5 The Parties agree that, except for government entities with specific statutory responsibilities at the Project related to flood management, Parties to this Agreement shall not advocate for or request the installation of other or additional flood management structural improvements at or adjoining Wateree Dam or Lake Wateree for at least the first 10 years following completion of the modifications to Wateree Dam. 14.6.3.6 Provided that all of the following conditions are met, the Licensee shall modify Wateree Dam to improve its ability to manage flooding events by removing a portion of the existing concrete from the dam's crest and installing a bladder dam (similar in concept to the Bridgestone Rubber Dam Option evaluated in the Wateree High C -W CRA Sig Copy (Rev 1) 10 -20 -06 14-5 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement Water Level Management Study (Operations 08) conducted during the relicensing process) along the dam's spillway, such bladder dam of sufficient height and length to provide approximately 10,000 cfs flow release capacity with the reservoir at full pond elevation. 1) Modification Feasibility — (i) Detailed engineering analysis of the dam modification to be conducted by the Licensee demonstrates that the modification is feasible; and, (ii) the Licensee is able to obtain the necessary approvals and permits, including FERC approval, to make the modification. 2) Reservoir Level Management during Construction — The approved construction technique allows construction costs to be reduced by maintaining the water level in Lake Wateree to the extent possible between the elevations of approximately 93.0 ft and 94.0 ft for the duration of the dam construction (expected to take 6 to 10 months depending primarily on weather). 3) Both the Lake Wateree Association (LWA) and the Lake Wateree Homeowners' Association (WHOA) — Fairfield County are Parties to this Agreement. 4) Community Partnerships — Both the LWA and WHOA shall actively assist the Licensee during the period beginning approximately 18 months prior to the start of construction and continuing until approximately one year following construction completion to gain support from the lake community and to help minimize the impact of the construction project on the people and resources that depend on Lake Wateree. This assistance includes in -kind services to be provided by the LWA and WHOA to support activities such as: a) Cultural resource studies, monitoring and looting prevention in support of the lowered reservoir levels; b) Fish and wildlife studies and monitoring in support of the lowered reservoir levels; c) Soliciting project support from members of the LWA and WHOA organizations as well as from other lake -area property owners; d) Soliciting project support from owners of property in the vicinity of the Wateree River downstream of Wateree Dam; e) Soliciting project support from the operators of businesses (public marinas, real estate companies, etc); f) Soliciting project support from resource agencies (e.g., SCDPRT, SCDNR, South Carolina Department of Health and Environmental Control, South Carolina Department of Archives and History, US Army Corps of Engineers, United States Fish and Wildlife Service, National Marine Fisheries Service, etc.); g) Soliciting project support from owners of water intakes (e.g. City of Camden, Lugoff Elgin Water Authority, any fire protection hydrants); C -W CRA Sig Copy (Rev 1) 10 -20 -06 14-6 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement h) Soliciting project support from the Catawba Indian Nation and local governments; and i) Coordinating activities that require lake -use permits from the Licensee. 14.6.3.7 Dam Modification Schedule — The dam modification shall occur on a schedule to be developed by the Licensee as part of the detailed engineering analysis and approved by the FERC. The Licensee shall file a license amendment request with the FERC including the detailed engineering analysis and schedule for approval within 18 months following the date of completion of the dam modifications at the Great Falls- Dearborn Development that are needed to provide prescribed flow releases. Completion of the construction at Wateree Dam is targeted for eight years following the date of issuance of the New License and the closure of all rehearing and administrative challenge periods. 14.6.4 The Parties agree to the following actions in the event that Lake Wateree flood management improvements do not occur: 14.6.4.1 Redirecting of Resources — Section 14.6.3 provides specific conditions that are required before the Licensee will make flood management improvements to Wateree Dam. If (i) no structural flood management improvements beyond those identified in this Agreement or those requirements that may arise as a result of the FERC's ongoing dam safety program are required at Project developments; and, (ii) the flood management improvements to Wateree Dam do not occur, then the Licensee shall contribute a total of $4 million to be divided between the Habitat Enhancement Program (HEP) fund identified in Section 14.2 and the Water Management Group (WMG) fund identified in Section 5.10 as outlined below. Provided that the NCWRC and /or the SCDNR are Parties to this Agreement and the existing HEP MCA in North Carolina and /or South Carolina is extended materially as -is for the term of the New License as noted in Paragraph 14.2.1, the Licensee shall contribute $1 million to each applicable State's HEP fund. The Licensee shall consult with the Final Agreement Committee (see Section 26.0) as well as with the decision - making boards of the HEP and WMG, prior to deciding, in its sole discretion, how to distribute the remainder of the $4 million between the HEP fund and the WMG fund. This additional funding from the Licensee, $4 million in total, will be contributed to the selected fund(s) between the ninth and twelfth full calendar years following the issuance of the New License and the closure of all rehearing and administrative challenge periods. The Licensee reserves the ability to target its funding for specific initiatives that are within the scope of the HEP and /or WMG charters. 14.6.4.2 The Parties agree that the LWA and WHOA may withdraw from this Agreement and no Party shall oppose such withdrawal. C -W CRA Sig Copy (Rev 1) 10 -20 -06 14-7 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement (intentionally blank) C -W CRA Sig Copy (Rev 1) 10 -20 -06 14-8 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 15.0 Gaging and Monitoring Agreements 15.1 The Parties recommend that the following proposed License Articles, the full text of which are provided in Appendix A of this Agreement, be incorporated into the New License that the Federal Energy Regulatory Commission (FERC) is expected to issue for the Project. 15.1.1 ARTICLE — Flow and Water Quality Implementation Plan 15.1.2 ARTICLE — Funding for USGS Streamflow Gages 15.1.3 ARTICLE — Flow and Reservoir Elevation Monitoring 15.1.4 ARTICLE —Water Quality Monitoring Plan 15.2 The Parties, except for the North Carolina Department of Environment and Natural Resources (NCDENR), agree that the Licensee shall include the Water Quality Monitoring Plan (WQMP) (see Appendix F) with its applications for 401 Water Quality Certifications as the recommended compliance monitoring plan. The Parties further agree that, if the NCDENR, South Carolina Department of Health and Environmental Control (SCDHEC), and the Licensee concur that any revised WQMP is an improvement to and not inconsistent with the current WQMP and the terms of this Agreement, the Licensee will provide notice to all Parties, and any such revised WQMP will automatically become incorporated as a term of this Agreement. 15.3 In accordance with the proposed Water Quality Monitoring Plan License Article, and beginning on the effective date of the New License for the Project, except as otherwise established by law, including any Commission or judicial order, the Licensee shall file the WQMP, supplemented with any engineering and construction details the Licensee determines are needed, with the FERC for approval. The Parties acknowledge that the Licensee shall not begin implementation of the WQMP until the FERC has approved the WQMP. 15.4 The Parties acknowledge that 401 Water Quality Certifications may require flow or water quality compliance reporting in addition to that described in this Section 15.0 or in the proposed Water Quality Monitoring Plan License Article. 15.5 As part of any applications for 401 Water Quality Certifications, the Licensee shall prepare a Quality Assurance Project Plan (QAPP) describing the processes and procedures to be used to ensure accuracy of water quality data. 15.6 Groundwater Monitors 15.6.1 The Parties agree that the Water Management Group (WMG) (see Appendix N) and the Catawba - Wateree Drought Management Advisory Group (CW -DMAG) (see Appendix C) will jointly develop a groundwater monitoring plan by December 31, 2007 for inclusion in the Low Inflow Protocol (see Appendix C). The Parties agree that the Water Management Group may fund or partially fund the installation cost of up to seven new groundwater monitoring wells to be identified in the groundwater monitoring plan in Year 2009 through Year 2012 and, once installed, the WMG shall fund, for the term of the New License, the annual maintenance cost of these wells plus the three existing wells. The Parties agree that the location of the new groundwater monitoring wells will be determined by the CW -DMAG (see Appendix C). A list of the three existing groundwater monitoring wells, by location, is provided in Appendix C C -W CRA Sig Copy (Rev 1) 10 -20 -06 15 - 1 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement (Low Inflow Protocol) along with placeholders for up to seven new wells to be installed. A summary of existing and proposed groundwater monitoring wells, as well as streamflow gages, project reservoir monitors, project flow monitors, and water quality monitors, is included in Appendix M (Flow, Groundwater, and Water Quality Monitoring Summary). The Parties agree that changes to the locations or the number of groundwater monitoring wells, as determined by the CW -DMAG, will not constitute or require modification of this Agreement. 15.6.2 The Parties agree that the CW -DMAG (see Appendix C) can change the location or reduce the number of wells as they deem appropriate and such changes will not constitute or require modification of this Agreement. C -W CRA Sig Copy (Rev 1) 10 -20 -06 15-2 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement GENERAL AGREEMENTS AND PROCEDURES 16.0 Effective Date and Term of Agreement 16.1 This Agreement shall become effective for all Parties on December 22, 2006. This Agreement shall remain in effect for the term of the New License for the Project and for any annual licenses issued subsequent thereto, unless terminated pursuant to Paragraph 28.0. 16.2 If a rehearing of the FERC order issuing the New License is sought by any person or entity, including any Party, any Party may request a stay of the effective date of the order and /or any other dates or articles specified in the order until the resolution of the rehearing request and the expiration of the statutory periods for appeals. Any Party may oppose such request for stay. 16.3 The Parties agree to support a New License term that is not less than 40 years nor more than 50 years. 17.0 Offer of Settlement The Parties acknowledge that the Licensee, by July 21, 2006, circulated to all Parties a draft "Explanatory Statement," which is required by FERC rules. The Parties further acknowledge that, prior to filing the Explanatory Statement, the Licensee consulted with any Party that provided comments within 30 days of receipt of the draft Explanatory Statement and addressed the Party's comments. The Parties further acknowledge that the Licensee, upon the filing of its Application for New License, filed the August 12, 2006 version of this Agreement as an offer of settlement and the Explanatory Statement with the FERC pursuant to Rule 602 of the Rules of Practice and Procedure, 18 CFR 385.602 (2003). The Licensee shall revise the August 12, 2006 Explanatory Statement to be consistent with this December 22, 2006 version of the Agreement and file the revised Explanatory Statement and this Agreement with the FERC. 18.0 Adoption by the FERC Without Material Modification 18.1 The Parties have entered into this Agreement with the express desire and expectation that the FERC will approve this Agreement as an Offer of Settlement and issue a New License for the Project that incorporates, without material modification, the proposed License Articles in Appendix A. 18.2 Except as provided herein, the Parties agree that, if the FERC incorporates the proposed License Articles into the New License without material modification, no Party will seek rehearing of the FERC order granting the New License for any issues covered by this Agreement or support in any way any such request for rehearing by any person or entity. 18.3 The Parties have entered into this Agreement with the express understanding that each term in this Agreement, including the proposed License Articles in Appendix A, is in consideration of each other term. C -W CRA Sig Copy (Rev 1) 10 -20 -06 GAP - 1 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 19.0 Statutory Responsibilities of Federal, Tribal, State and Local Government Entities 19.1 Except as provided in this Section and elsewhere in this Agreement, by becoming Parties to this Agreement, all Parties that are governmental entities, including Tribes, believe that this Agreement is consistent with their statutory responsibilities. 19.2 Notwithstanding Paragraph 19.1, nothing in this Agreement is intended or shall be construed to restrict any Party that is a governmental agency or Tribe with specific statutory responsibilities in the relicensing process from fulfilling its obligations under any applicable local, state or federal law or regulation. Nothing in this Agreement is intended or shall be construed to restrict these agencies and Tribes from fully and objectively considering all public comments received in any regulatory process related to the Project, from conducting an independent review of the Project under applicable statutes, or from providing comments to the FERC that are necessary to meet their statutory obligations. 19.3 Notwithstanding Paragraph 19.1, nothing in this Agreement is intended or shall be construed to affect or limit in any way the authority of the State of North Carolina or the State of South Carolina pursuant to 33 U.S.C. § 1341, and related state statutes and rules, to issue a water quality certification, or to alter its water quality certification, with whatever conditions the State of North Carolina or the State of South Carolina determine should be included. For the purposes of any proceeding, decision, and action, pursuant to or in furtherance of its rights, duties and responsibilities under 33 U.S.C. § 1341, the State of North Carolina and the State of South Carolina do not assent to any fact, opinion, approach, methodology, or principle, expressly identified or otherwise implied in this Agreement. Nothing in this Agreement shall limit the right of the State of North Carolina or the State of South Carolina from enforcing its Water Quality Certification and from taking any steps, within the sole discretion of the States, to protect and defend its authority, such as by seeking rehearing of any FERC action regarding issues related to the exercise of the State's authority with regard to the respective State's Water Quality Certification. 19.4 Nothing in this Agreement is intended or shall be construed to prevent any governmental body engaged in a public process from addressing issues addressed in this Agreement when raised before such governmental body in a public proceeding; provided, however, that addressing such issues in a public proceeding shall not relieve any Party that is a governmental body from its obligations to act consistently with this Agreement. 20.0 Parties' Rights, Obligations and Restrictions During the Period when the FERC is Developing the New License and /or the NCDWQ and SCDHEC are Developing the Water Quality Certifications 20.1 Parties' Rights, Obligations and Restrictions Related to the FERC's Licensing Process for Developing the New License 20.1.1 The Parties reserve the right to be actively involved in the FERC licensing, including by intervention, in a manner consistent with this Agreement. 20.1.2 Except as allowed by Section 19.0, no Party may request or advocate, during the period of this relicensing prior to the FERC's issuance of the New License and the closure of all rehearing and administrative challenge periods, by C -W CRA Sig Copy (Rev 1) 10 -20 -06 GAP - 2 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement any activity, including but not limited to, intervention, filing comments with the FERC or any other agency, participating in public hearings or meetings, communicating with the media or in any public forum, encouraging, coaching or funding non - Parties to this Agreement, concurring with comments filed with the FERC or any agency, and communicating with or lobbying state or federal officials, any New License requirements that would, if adopted by the FERC, be an Inconsistent Act; provided however, that this prohibition does not prohibit any Party from being a dues paying member of, or making charitable contributions or donations to, any organization, unless that organization's primary purpose is the advocacy of conditions that would, if adopted by the FERC, result in an Inconsistent Act. 20.1.3 Except as allowed by Section 19.0, no Party may request or advocate, during the period of this relicensing prior to the FERC's issuance of the New License and the closure of all rehearing and administrative challenge periods, by any activity, including but not limited to, intervention, filing comments with the FERC or any other agency, participating in public hearings or meetings, communicating with the media or in any public forum, encouraging, coaching or funding non - Parties to this Agreement, concurring with comments filed with the FERC or any agency, and communicating with or lobbying state or federal officials, New License reopeners of any kind beyond those that are included in the FERC's standard Form L for hydro projects of this size; provided however, that this prohibition does not prohibit any Party from being a dues paying member of, or making charitable contributions or donations to, any organization, unless that organization's primary purpose is the advocacy of New License reopeners. 20.1.4 If, during the FERC's licensing process for developing the New License (such as upon issuance of any preliminary draft recommendations, prescriptions or conditions under Sections 18 and 100) of the Federal Power Act, or draft Biological Opinion under the Endangered Species Act or from a draft Environmental Assessment or Environmental Impact Statement), a Party learns that the FERC is considering imposing in the New License a requirement that, if imposed, would result in an Inconsistent Act, and that Party wishes either to (i) support that requirement and not be restricted by the terms in Paragraphs 20.1.2 or 20.1.3 and /or (ii) address the potential Inconsistent Act by rebalancing the bargained -for benefits, burdens, costs or risks and modifying this Agreement, then that Party may notify the Parties, pursuant to Section 29.0, that it wishes to support the requirement and modify this Agreement. 20.1.5 Upon receiving this notification, the Licensee shall confer with the Final Agreement Committee (FAC) and any Parties that may be affected by the potential Inconsistent Act, pursuant to Section 26.0, and the FAC, in consultation with the interested Parties, shall evaluate whether the requirement, if imposed, would or would not be an Inconsistent Act. The FAC and the interested Parties will use their best efforts to determine, by consensus opinion if the requirement would be an Inconsistent Act, including using their best efforts to reconcile any differences and to determine if and how the terms of this Agreement could be rebalanced and the Agreement modified, pursuant to Section 24.0, to be acceptable to the Parties and to the Jurisdictional Body(ies). The FAC and the interested Parties may use mediation. The Licensee, on behalf of the FAC and C -W CRA Sig Copy (Rev 1) 10 -20 -06 GAP - 3 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement the interested Parties, will notify all Parties, pursuant to Section 29.0, of the determinations and recommendations, if any, resulting from this process. 20.1.6 Pursuant to a consensus recommendation by the FAC and interested parties to modify this Agreement, and after having completed the modification pursuant to Section 24.0, to address the potential FERC requirement, the Licensee shall promptly file the Modified Agreement with the FERC, and any Party may support in the FERC's relicensing process the modified terms and conditions in the Modified Agreement. However, if this Agreement is not modified, then no Party shall support the proposed FERC requirement. 20.2 Parties' Rights, Obligations and Restrictions during the State Agencies' Processes for Developing the 401 Water Quality Certifications. 20.2.1 The Parties reserve the right to be actively involved in any Water Quality Certification processes in a manner consistent with this Agreement. 20.2.2 Except as allowed by Section 19.0, no Party except the NCDENR may request or advocate, during the period of this relicensing prior to the FERC's issuance of the New License and the closure of all rehearing and administrative challenge periods, by any activity, including but not limited to, intervention, filing comments with the FERC or any other agency, participating in public hearings or meetings, communicating with the media or in any public forum, encouraging, coaching or funding non - Parties to this Agreement, concurring with comments filed with the FERC or any agency, and communicating with or lobbying state or federal officials, any 401 Water Quality Certifications requirements or conditions that would result in an Inconsistent Act; provided however, that this prohibition does not prohibit any Party from being a dues paying member of, or making charitable contributions or donations to, any organization, unless that organization's primary purpose is the advocacy of 401 Water Quality Certifications requirements or conditions that could result in an Inconsistent Act. 20.2.3 Except as allowed by Section 19.0, no Party except the NCDENR may request or advocate, during the period of this relicensing prior to the FERC's issuance of the New License and the closure of all rehearing and administrative challenge periods, by any activity, including but not limited to, intervention, filing comments with the FERC or any other agency, participating in public hearings or meetings, communicating with the media or in any public forum, encouraging, coaching or funding non - Parties to this Agreement, concurring with comments filed with the FERC or any agency, and communicating with or lobbying state or federal officials, 401 Water Quality Certification reopeners of any kind other than a reopener for failure to comply with requirements of any 401 Water Quality Certification; provided however, that this prohibition does not prohibit any Party from being a dues paying member of, or making charitable contributions or donations to, any organization, unless that organization's primary purpose is the advocacy of 401 Water Quality Certification reopeners of any kind other than a reopener for failure to comply with requirements of any 401 Water Quality Certification. 20.2.4 If, during the NCDWQ or SCDHEC processes for developing any 401 Water Quality Certifications, a Party learns that the NCDWQ or SCDHEC is considering imposing in the New License a requirement that, if imposed, could C -W CRA Sig Copy (Rev 1) 10 -20 -06 GAP - 4 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement result in an Inconsistent Act, and that Party wishes either to (i) support that requirement and not be restricted by the terms in Paragraphs 20.2.2 or 20.2.3 and /or (ii) address the potential Inconsistent Act by rebalancing the bargained - for benefits, burdens, costs or risks and modifying this Agreement, then that Party may notify the Parties, pursuant to Section 29.0, that it wishes to support the requirement and modify this Agreement. 20.2.5 Upon receiving this notification, the Licensee shall confer with the Final Agreement Committee (FAC) and any Parties that may be affected by the potential Inconsistent Act, pursuant to Section 26.0, and the FAC, in consultation with the interested Parties, shall evaluate whether the requirement, if imposed, would or would not be an Inconsistent Act. The FAC and the interested Parties will use their best efforts to determine, by consensus opinion if the requirement would be an Inconsistent Act, including using their best efforts to reconcile any differences and to determine if and how the terms of this Agreement could be rebalanced and this Agreement modified, pursuant to Section 24.0, to be acceptable to the Parties and to the Jurisdictional Body(ies). The FAC and the interested Parties may use mediation. The Licensee, on behalf of the FAC and the interested Parties, will notify all Parties, pursuant to Section 29.0, of the recommendations, if any, resulting from this process. 20.2.6 Pursuant to a consensus recommendation by the FAC to modify this Agreement, and after having completed the modification pursuant to Section 24.0, to address the potential 401 Water Quality Certification requirement, the Licensee shall promptly file the Modified Agreement with the NCDWQ, SCDHEC and the FERC, and any Party may support the modified terms and conditions in the Modified Agreement during the process for developing the 401 Water Quality Certifications However, if this Agreement is not modified, then no Party shall support the proposed 401 Water Quality Certification requirement. 21.0 Agreements on Action Steps upon an Imposition of a Requirement by a Jurisdictional Body that is an Inconsistent Act 21.1 The Parties shall take the following actions if any Party believes that the actions of a Jurisdictional Body through the imposition of a requirement or the failure to impose any requirement on the Licensee, has resulted in an Inconsistent Act: 21.1.1 If any Party believes that the actions of a Jurisdictional Body, through the imposition of a requirement or the failure to impose any requirement on the Licensee, has resulted in an Inconsistent Act, the Party may notify the Parties. 21.1.1.1 If notice is given pursuant to Paragraph 21.1.1 the Licensee shall convene a meeting of all Parties to: (i) determine by consensus a course of action to acceptably rebalance and modify this Agreement; (ii) if agreed upon, and in coordination with other Parties as appropriate, work with the FERC and any appropriate Jurisdictional Body to pursue an alternative to the Inconsistent Act that is acceptable to all Parties and to the FERC and the Jurisdictional Body(ies); (iii) notify the Parties, pursuant to Section 29.0, to explain any proposed rebalancing; and (iv) in coordination with other Parties, as appropriate, take such other actions as the Parties may agree upon to address the Inconsistent Act. If requested by any Party, C -W CRA Sig Copy (Rev 1) 10 -20 -06 GAP - 5 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement mediation as described in Paragraph 31.2 may be used to help reach consensus. 21.1.2 If the Parties modify this Agreement, pursuant to Section 24.0, to address the Inconsistent Act, the Licensee shall promptly file the Modified Agreement with the FERC, and any Party may take actions, such as submitting comments, consistent with the Modified Agreement. However, if any Party does not support a modification of this Agreement to address the Inconsistent Act, then no Party may support the Inconsistent Act, and the Parties shall not modify this Agreement. 21.1.3 Any Party may pursue any available legal remedies (i.e., administrative or judicial review) to alter a proposed or final Inconsistent Act to conform to this Agreement whether or not that Party is simultaneously following the procedures in this Section 21.0. No Party shall oppose such legal remedies that seek only to conform the Inconsistent Act to this Agreement. 22.0 Review of Inconsistent Act Imposed by Jurisdictional Body that Substantially Negatively Affects a Party 22.1 A Party may initiate or maintain an action (e.g., administrative or judicial review), to amend an Inconsistent Act imposed by a Jurisdictional Body if the Party is substantially negatively affected by the Inconsistent Act and the Inconsistent Act conflicts with this Agreement. Because this Agreement itself is legally enforceable, the omission of any proposed License Article from any authorization (including the New License and any Water Quality Certifications), notwithstanding Paragraph 21.1.1, shall not, by itself, be deemed an Inconsistent Act that conflicts with this Agreement, but any Party may petition the issuing agency to include such Article in such authorization and may exhaust such administrative and related judicial processes. Conversely, the inclusion of any requirement of this Agreement in any authorization (including the New License and any Water Quality Certifications) shall not, by itself, be deemed an Inconsistent Act that conflicts with this Agreement, but any Party may petition the issuing agency to exclude such Article in such authorization and may exhaust such administrative and related judicial processes. No Party except the relevant Jurisdictional Body may oppose another Party's action pursuant to this Paragraph 22.1. 22.2 No Party will seek to use its status as a Party to this Agreement to establish standing or aggrieved -party status to challenge any action of any governmental agency that is also a Party to this Agreement when that governmental agency's actions are pursuant to fulfilling its statutory duties. 22.3 If after exhausting any legal reviews initiated pursuant to Paragraph 22.1 any Party still believes that the Jurisdictional Body's action or omission is an Inconsistent Act and that it is substantially negatively affected by the Inconsistent Act, then that Party may initiate withdrawal pursuant to Section 27.0 by giving notice of its intent to withdraw from this Agreement pursuant to Section 29.0. No Party may give Notice of Intent to Withdraw until all administrative and judicial challenges regarding the issue over which the Party intends to withdraw have been finally resolved and until all time periods for further administrative or judicial review have expired when that governmental agency' actions are pursuant to fulfilling its statutory duties. C -W CRA Sig Copy (Rev 1) 10 -20 -06 GAP - 6 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 23.0 Agreements on Action Steps upon Breach by Any Party 23.1 If any Party is alleged by any other Party to be in breach of this Agreement, the Party alleging the breach shall immediately notify, pursuant to Section 29.0, all Parties of the alleged breach and shall consult with the allegedly breaching Party to discuss the breach and to reach a resolution satisfactory to all Parties. To allow for consultation, no Party may seek relief from a court or any other forum, including the FERC, concerning the alleged breach until sixty days have elapsed following the notice required in the preceding sentence, except that a Party may seek relief prior to the passing of the sixty days if the Party's rights would be prejudiced by such delay. 23.2 If any Party has a credible reason to believe that it or another Party may be unable to comply with any future obligation under this Agreement, including any schedule, the Party may inform the Final Agreement Committee (FAC). The FAC will convene the potential breaching Party and any other Party or Parties for consultation pursuant to Paragraph 26.3 to attempt to ensure clear communications concerning the potential breach and to identify such other actions that may be acceptable to all the Parties that will eliminate the concern relative to the potential breach. If the FAC no longer exists, the Licensee shall assume the FAC's responsibilities in this Paragraph. 23.3 The Parties agree to use their best efforts to cure any alleged breach of this Agreement in a reasonable and timely manner. If such best efforts and consultation fail to resolve the alleged breach or alleged anticipatory breach, any Party may pursue its legal remedies for any alleged breach or alleged anticipatory breach once the sixty -day period set forth in Paragraph 23.1 has elapsed. 24.0 Modification of this Agreement 24.1 Except as provided in Paragraph 4.7 (regarding conservation easement modifications), Paragraph 13.3 (regarding FWQIP revisions), Paragraph 15.2 (regarding the Water Quality Monitoring Plan), and Paragraph 24.2 (regarding benefits and obligations conditioned on becoming Parties), any modification of any provision of this Agreement to become effective must be made in writing and, after notice of the modification is provided pursuant to Section 29.0, signed by an authorized representative of each Party except that a Party who fails to respond to such notice within 60 days shall be deemed to have consented to the proposed modification. Except as provided herein, nothing in this Agreement is intended to limit the Parties' ability to modify this Agreement. 24.2 The Parties acknowledge that, for long -term clarity of this Agreement, it may be beneficial to remove from this Agreement those benefits and obligations that were conditioned on certain entities becoming Parties to this Agreement but are no longer benefits or obligations of this Agreement because these entities did not become Parties. The Parties agree that, on the first instance of considering modification to this Agreement pursuant to this Section 24.0, the Licensee shall confer with members of the Final Agreement Committee to reform this Agreement for the limited purpose of reflecting accurately only the Parties' benefits and obligations hereunder by deleting specific benefits and obligations of entities that were signatories to the Agreement in Principle but that declined to become Parties to this Agreement. The Licensee will circulate a reformed Agreement to all Parties, pursuant to the notice provision of Paragraph 29.0, and such reformed Agreement shall automatically supersede this C -W CRA Sig Copy (Rev 1) 10 -20 -06 GAP - 7 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement Agreement unless any Party objects by giving notice to the Licensee within 60 days of notice of the reformed Agreement. 25.0 Parties' Ability to Petition the FERC or Water Quality Certification Agencies A Party may petition the FERC to amend the New License, pursuant to any reopener condition contained in the New License, or to take any other action with regard to the Licensee or the Project or may petition the NCDWQ or SCDHEC to amend its respective Water Quality Certification, pursuant to any reopener condition included in any Certification, or to take any other action with regard to the Licensee or the Project, so long as the amendment or other action would not substantially conflict with this Agreement and would not directly result in an Inconsistent Act for any other Party. Before filing any such petition, the petitioning Party shall notify all other Parties and consult with any Party that indicates that it may be substantially negatively affected, but under no circumstance shall such consultation prevent a Party from pursuing such relief before FERC, NCDWQ, or SCDHEC within the time required by law or regulation. 26.0 Final Agreement Committee 26.1 Final Agreement Committee Membership 26.1.1 Initial Membership — The Parties shall create a Final Agreement Committee (FAC) on the effective date of this Agreement. The initial membership of the FAC shall include the members of the Final Agreement Conversion Committee (FACC), originally nominated during the relicensing process to coordinate the efforts to convert the first draft Final Agreement into the signature copy of this Agreement. The following 12 organizations will constitute the FAC's initial membership, except that any listed organization that (i) is not a Party to this Agreement; (ii) chooses not to participate in the FAC; or (iii) ceases to exist will not be a FAC member, and that organization's seat will be eliminated or filled by another appropriate Party as agreed to by the FAC: North Carolina Department of Environment and Natural Resources, North Carolina Wildlife Resources Commission, South Carolina Department of Parks, Recreation and Tourism, South Carolina Department of Natural Resources, City of Charlotte, NC, Burke County, NC, Union - Lancaster Catawba River Water Plant, Centralina Council of Governments, Carolina Canoe Club, Lake Wateree Association, Catawba - Wateree Relicensing Coalition, and the Licensee. The initial FAC members shall develop a charter and membership rotation schedule with staggered terms to afford a smooth transition from the initial FAC membership to the long -term membership described in Paragraph 26.1.2. The initial FAC members will serve until 180 days following the FERC's issuance of the New License or longer if needed to complete the transition to the long -term membership. 26.1.2 Long -term Membership — 180 days following the FERC's issuance of the New License, or at a later date if needed for a smooth transition, the initial membership of the FAC shall be replaced with the Long -term Membership. This replacement shall be in accordance with the charter and membership rotation schedule developed by the initial FAC members. Long -term Membership of the FAC shall include no more than 13 Parties to this Agreement and shall include C -W CRA Sig Copy (Rev 1) 10 -20 -06 GAP - 8 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement two permanent members: the Licensee and the Catawba Indian Nation (CIN) (provided the CIN is a Party and desires to be a FAC member). The remaining 11 membership seats will be for two -year terms and are assigned as follows: (i) one seat to a North Carolina state agency; (ii) one seat to a South Carolina state agency; (iii) two seats total for North Carolina counties, municipalities, or councils of government, with consideration given to geographic diversity; (iv) two seats total for South Carolina counties, municipalities, or councils of government, with consideration given to geographic diversity; (v) one seat to a Large Water Intake owner that supplies a North Carolina public water system; (vi) one seat to a Large Water Intake owner that supplies a South Carolina public water system; (vii) one seat to a water - dependent business, marine commission, conservation district; (viii) one seat to a non - governmental organization, and (ix) one seat to either (a) a non - governmental organization or (b) a water - dependent business, marine commission, conservation district. Initial terms may vary from one to three years to implement the staggered two - year term rotation. 26.2 FAC Purposes — The purposes of the FAC are to: (i) be a mechanism to promote clear communications among the Parties; (ii) assist in the efficient implementation of the terms of this Agreement; (iii) serve as the primary group for initial consideration of alleged breaches and Inconsistent Acts and the need to implement dispute resolution; and (iv) serve as the primary group for initial consideration of proposed future modifications to this Agreement pursuant to Paragraph 24.0. 26.3 FAC Meeting Schedule and Logistics —The FAC shall confer (i) within 10 calendar days following the issuance of any draft or final 401 Water Quality Certification, environmental assessment or environmental impact statement related to Project relicensing and the FERC's order issuing the New License; (ii) within 10 calendar days following receipt of any notice from any Party identifying an alleged Inconsistent Act by a Jurisdictional Body or the proposed withdrawal of any Party from this Agreement; (iii) within 30 calendar days following receipt of any notice from any Party identifying an alleged or potential breach of this Agreement by any Party or the need to implement dispute resolution; and (iv) any time as deemed necessary by a majority of its members, but at least annually beginning in 2007 and continuing through the term of the New License (including any annual license renewal periods). The FAC may however decide, by at least a two - thirds majority vote, to recommend a less frequent meeting schedule or to disband the FAC, with any such recommendations requiring the concurrence of a majority of the Parties to this Agreement. The Licensee shall be responsible for chairing and convening the FAC, including providing adequate notice of meetings to all FAC members and funding basic administrative services in support of the FAC's efforts. At least once every five years, the FAC shall develop a brief written self- assessment of its activities during the previous five years and consider if its services are still needed to accomplish its stated purpose. 27.0 Withdrawal from this Agreement 27.1 A Party may initiate withdrawal from this Agreement if it is substantially negatively affected by an Inconsistent Act and has followed the procedures in Section 20.0 or 21.0, as applicable, to attempt to remedy the cause for the withdrawal. 27.2 A Party may initiate withdrawal from this Agreement without following the procedures in Section 20.0 or 21.0 if it is substantially negatively affected by: (i) C -W CRA Sig Copy (Rev 1) 10 -20 -06 GAP - 9 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement withdrawal of another Party, as set forth in Paragraph 27.11; (ii) a new law or regulation that requires a Party to act in a manner that breaches this Agreement, as set forth in Section 38.0; (iii) the invalidation of a portion of this Agreement, as set forth in Paragraph 39.6; or (iv) transfer of the Existing or New License to a transferee that is not bound by all the terms of this Agreement, as set forth in Paragraph 39.15. 27.3 A Party shall initiate the withdrawal process by providing Notice of Intent to Withdraw to all Parties in accordance with Section 29.0. This Notice must include a brief, non - binding statement setting forth: 27.3.1 The date and nature of the Inconsistent Act, or other event giving rise to the right to withdraw, including a reference to the specific paragraph of this Agreement under which withdrawal is permitted; and 27.3.2 (i) If withdrawal is based on an alleged Inconsistent Act, how the alleged Inconsistent Act meets the definition of "Inconsistent Act" and how it conflicts with this Agreement; and (ii) how the alleged Inconsistent Act or event listed in Paragraph 27.2 substantially negatively affects the withdrawing Party. 27.4 If, after 60 days from the Notice of Withdrawal, no Party opposes the withdrawal, the withdrawal is final. 27.5 If any Party opposes the withdrawal, that Party shall submit a notice, pursuant to Section 29.0, to the withdrawing Party indicating that it opposes withdrawal and seeks arbitration of the Party's right to withdraw. 27.6 Within 30 days of the notice opposing withdrawal, the withdrawing Party shall post an Arbitration Escrow Fee of $2,000. The Arbitration Escrow Fee shall be made payable to an acceptable escrow agent, which may be the Licensee, and shall bear a notation that it is to be held in escrow. Once the arbitrator is selected, the withdrawing Party shall ensure that the escrow agent may release the funds to the arbitrator upon proof of the withdrawing Party's failure to pay its share of the arbitration costs. If the withdrawing Party fails to post the Arbitration Escrow Fee in a timely manner, it shall thereby waive its right to withdraw based on the Inconsistent Act or other event cited in the withdrawal notice. 27.7 The arbitrator shall be selected and the arbitration conducted pursuant to the procedures of the American Arbitration Association under its Commercial Arbitration Rules. The arbitrator's decision shall be binding only as to the Parties before it. 27.8 Withdrawal shall be allowed only if the arbitrator determines that the withdrawing Party substantially complied with all procedural prerequisites to withdraw specified in this Agreement and: 27.8.1 A requirement imposed by a Jurisdictional Body (i) conflicts with this Agreement and (ii) is an Inconsistent Act that substantially negatively affects the withdrawing Party; or 27.8.2 The withdrawing Party was substantially negatively affected by the withdrawal of another Party, as set forth in Paragraph 27.11; or 27.8.3 A new law or regulation requires a Party to act in a manner that breaches this Agreement, as set forth in Section 38.0, and that breach substantially negatively affects the withdrawing Party; or C -W CRA Sig Copy (Rev 1) 10 -20 -06 GAP - 10 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 27.8.4 A portion of this Agreement is invalidated which results in the withdrawing Party's being substantially negatively affected, as set forth in Paragraph 39.6; or 27.8.5 The Existing or New License is transferred to a transferee that is not bound by all the terms of this Agreement which results in the withdrawing Party's being substantially negatively affected, as set forth in Paragraph 39.15. 27.9 An effective withdrawal relieves the withdrawing Party of its performance obligations under this Agreement. 27.10 The costs of the arbitration shall be shared equally between the Party seeking withdrawal (50 percent) and the combination of Parties requesting arbitration (50 percent). The Parties shall request that the arbitrator invoice each Party separately. Any unused amounts of the Arbitration Escrow Fee will be returned to the withdrawing Party. 27.11 Upon withdrawal of any Party, any other Party (hereinafter "Second Party ") may exercise its right to withdraw pursuant to the procedures set forth in this Section, except that, if the issue goes to arbitration, withdrawal shall be allowed only if the arbitrator determines that (i) the Second Party substantially complied with all procedural prerequisites to withdrawal specified in this Agreement; and (ii) the previous withdrawal of another Party will substantially negatively affect the Second Party. 27.12 No Party is required to pursue administrative or judicial remedies prior to withdrawing; however, no Party may give Notice of Intent to Withdraw until all administrative and judicial challenges, if any, regarding the issue over which the Party intends to withdraw have been finally resolved and until all time periods for further administrative or judicial review have expired. Any right to withdraw is waived if the Party does not give Notice of Intent to Withdraw within 180 days of the expiration of the last time period for administrative or judicial review of a matter related to the reason for withdrawal. 27.13 If a Party is prohibited by law from submitting to binding arbitration, then, after that Party has provided Notice of Intent to Withdraw and after another Party has given notice of its opposition to withdrawal, as set forth in Paragraph 27.4, the Party seeking to withdraw shall give notice to all Parties that it is prohibited by law from submitting to binding arbitration and shall provide with such notice evidence of the legal prohibition and shall within 30 days following provision of its notice of prohibition to submit to arbitration, file an action for declaratory judgment: (i) seeking the court's determination of its legal right to withdraw pursuant to the terms of this Agreement; and (ii) naming the Party opposing withdrawal as the defendant. The withdrawing Party shall serve notice of its filing of the declaratory judgment action on all Parties to allow any Party the opportunity to intervene. The court shall use the criteria set forth in Section 27.0 and Paragraphs cross - referenced therein to determine whether a Party seeking to withdraw is entitled to withdraw under this Agreement. If the Party seeking to withdraw fails to file an action for declaratory judgment within 30 days following its notice to the Parties of its prohibition to submit to arbitration, then it shall thereby waive its right to withdraw based on the Inconsistent Act or other event cited in the withdrawal notice. 27.14 Any opposition to any withdrawal shall be ineffective if the arbitrator determines that the Party opposing withdrawal failed to give notice to the withdrawing Party as required in Paragraph 27.5. C -W CRA Sig Copy (Rev 1) 10 -20 -06 GAP - 11 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 28.0 Termination of this Agreement This Agreement, and all obligations arising hereunder, shall terminate and be of no further force or effect upon withdrawal of the Licensee, upon the expiration or other termination of the Term of the New License and any annual licenses issued thereafter, or upon transfer of the license to a subsequent licensee that is not bound by any part by this Agreement. 29.0 Notice Each Party shall designate a representative for the receipt of notices. All notices required to be given under this Agreement shall be in writing and be given by personal delivery, overnight express service, or U.S. mail to each Party using the contact information set forth in this Agreement and included as Appendix B. The sender shall retain proof of posting or delivery, and notices shall be effective upon the date and time identified on the proof of posting or delivery. The Licensee will be responsible for maintaining the contact information included as Appendix B on its Web site. A Party may change the contact information or the designated representative by notifying the Licensee of such change, and such change will not be considered a modification of this Agreement. Each Party shall be responsible for providing the Licensee with their updated contact information in a timely and accurate manner. If a Party no longer exists at the time that notice is required to be given by this Agreement, notice to such Party is not required. If a Party required to give notice knows that another Party's designated representative is deceased or is no longer employed by and /or affiliated with such other Party, the Party required to give notice must make a reasonably diligent effort to provide notice to an appropriate person affiliated with such other Party. A "reasonably diligent effort" shall include notice to any person upon whom process could be served under the Federal Rules of Civil Procedure in effect at the time that notice is required to be given. 30.0 Licensed Project Cessation 30.1 In the event the Licensee decides to surrender the New License prior to its expiration or the United States takes over the Project, the Licensee agrees to take the following actions. 30.1.1 Notify all Parties pursuant to Section 29.0 and convene a meeting for all Parties no later than 30 days after its decision to surrender the Project in whole or in part, or becoming aware that the United States may take over the Project in whole or in part. 30.1.2 Notify all Parties at least 60 days prior to the Licensee filing at the Commission an application to surrender its License in whole or in part. 30.1.3 Negotiate in good faith with the North Carolina Wildlife Resources Commission, the North Carolina Department of Environment and Natural Resources, the South Carolina Department of Natural Resources, the South Carolina Department of Parks, Recreation and Tourism, and any other interested Party with the objective of ensuring continued public access to the Project reservoirs through the remaining period of the New License term for those properties designated for public access in the New License and that will continue to be owned by the Licensee. C -W CRA Sig Copy (Rev 1) 10 -20 -06 GAP - 12 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 30.1.4 Negotiate in good faith with the North Carolina Wildlife Resources Commission, the North Carolina Department of Environment and Natural Resources, the South Carolina Department of Natural Resources, South Carolina Department of Parks, Recreation and Tourism, and any other interested Party to develop a plan for managing lands and waters within the FERC Project Boundaries. 30.1.5 Negotiate in good faith with each public water supplier authorized to withdraw water from any Project reservoir to assure continued access by public water suppliers to such reservoir and other necessary facilities and land through the remaining period of the New License term. 30.1.6 Within 180 days after becoming aware that any of the Project's developments will no longer be licensed by the FERC or after filing an application with the FERC to surrender the license for any of the Project's developments, and provided the Licensee desires to close and /or sell any affected License -owned recreation land or facilities at the Project, then provide notice to all Parties that are tribal or government entities, pursuant to Section 29.0, to offer to sell the affected Licensee -owned recreation land and facilities at the appraised market value, as determined by the average of two appraisals completed in accordance with Appraisal Institute standards, one appraisal to be paid for by Licensee and the other to be paid for by the first tribal or governmental entity that notifies the Licensee, pursuant to Section 29.0, of its desire to acquire Licensee -owned recreation land and facilities. An offer to acquire such facilities by a tribal or governmental entity may be for all or any portion of such Licensee -owned recreation land and facilities. 180 days after providing such notice of an offer to sell, the Licensee shall be free to sell to any entity any affected Licensee -owned recreation land or facilities for which the Licensee does not receive an acceptable purchase option from a Party that is a tribal or government entity. 31.0 Dispute Resolution 31.1 Dispute Resolution — Except as otherwise specifically provided in this Agreement, disputes among Parties arising under or related to this Agreement or the New License shall be resolved as follows. 31.1.1 Consultation 31.1.1.1 Any Party alleging a dispute shall notify the Licensee. The Licensee shall notify all Parties pursuant to Section 29.0 and shall give notice of at least 15 days of a meeting in an effort to resolve the dispute. The Party alleging a dispute and each Party that attends such meeting or notifies all other Parties pursuant to Section 29.0 of the Party's interest in the resolution of the alleged dispute shall be considered to be an Interested Party. The meeting notice shall describe the dispute and shall provide the time and location of the meeting. All Parties agree to engage in good -faith negotiations to resolve the dispute for a period of at least 45 days ( "Consultation Period ") from the date of notice provided by the Party alleging a dispute in an effort to resolve the dispute; except that, in emergency situations, or if required to preclude the running of any applicable C -W CRA Sig Copy (Rev 1) 10 -20 -06 GAP - 13 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement limitations period, an Interested Party may, for good cause, seek relief prior to the expiration of the 45 -day period. 31.1.1.2 The Interested Parties may agree to extend the Consultation Period up to an additional 75 days and may employ a mediator at any time. To the extent allowed by law, the Parties shall consider any applicable limitations period, whether arising by statue, regulation, contract, or otherwise to be tolled during the Consultation Period. No Party shall raise as a defense to any action, whether judicial or administrative, the running of any period of limitation, so long as the action was filed within the limitations period plus the Consultation Period. 31.1.1.3 The Consultation Period ends when the times described above expire or when all Interested Parties except one indicate that consultation is no longer useful, whichever is sooner. 31.1.2 Consensus — Upon resolution of a dispute, by agreement or otherwise, the Interested Parties shall notify all Parties of the resolution. A resolution based on consensus shall have the unanimous support of all Interested Parties and no opposition from any other Party. Any resolution that requires modification of this Agreement requires written approval signed by all Parties, pursuant to Section 24.0. 31.1.3 Remedies — If, after the Consultation Period, the Interested Parties have not reached consensus, or in the event of non - compliance for which a schedule to cure the noncompliance has been established through Consultation, the offending Party has not cured the failure within the time established, any Interested Party may seek resolution as follows: 31.1.3.1 Provisions of this Agreement that are Also Included in the New License — By petition to the FERC to enforce the License Article with which the Licensee is alleged to have failed to comply. If FERC enforces any alleged failure to comply with a License Article, such enforcement action shall be the sole remedy under this Agreement. If the FERC affirmatively declines to enforce a License Article or fails to act within a reasonable time after a petition to enforce has been filed (which includes finding that a violation occurred and failing to take enforcement action), which period of time shall not be less than 180 days from the date on which the petition was filed, then such Party may file with the FERC a petition for rehearing regarding the alleged failure and pursue any further remedies, including judicial review. Once the 180 -day period has expired or FERC has affirmatively indicated that it will not take enforcement action (whichever occurs sooner), any Party may seek to enforce, by any available means, any provision of this Agreement that was also incorporated into the New License, except that any Party may file such action sooner in order to preclude the running of any applicable limitations period. If any Party has sought direct review of any FERC action related to enforcement, the Party may not seek to enforce by other means until that action is resolved and any applicable review periods have expired. Nothing in this paragraph shall limit any State's right to enforce the provisions of its Water Quality Certification. C -W CRA Sig Copy (Rev 1) 10 -20 -06 GAP - 14 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 31.1.3.2 Provisions of this Agreement that are Not Also Included in the New License — By a court or agency of competent jurisdiction. 31.2 Mediation Services 31.2.1 Any Party may propose the use of a professional mediator to facilitate dispute resolution. To initiate professional mediation, a Party shall notify all Parties pursuant to Section 29.0 and shall convene a meeting not sooner than 15 days nor more than 30 days following notice. Such notice shall state the date, time, and location of the initial meeting to consider mediation. At that initial meeting all Parties in attendance shall determine their interest in mediation. Mediation is purely voluntary, and no Party shall be compelled against its will to participate in mediation. 31.2.2 Those Parties agreeing to mediation shall execute a contractually binding agreement with a professional mediator, and such agreement shall determine both how the mediating parties will share the cost of mediation and the schedule to undertake and complete mediation. No Party that chooses not to participate in mediation shall be responsible for any costs related to mediation. No mediated resolution shall modify this Agreement unless all the Parties so modify this Agreement pursuant to Section 24.0. 32.0 Adjustment for Inflation / Deflation 32.1 Unless otherwise indicated in this Agreement, all costs or payment amounts in this Agreement that are specified in dollars shall be as stated in this Agreement until January 1, 2013 at which time these dollar amounts shall be adjusted on an annual basis starting on January 1, 2013 and January 1 of each following year according to the following formula: AD = (D x (NGDP)) / IGDP Where: AD = Adjusted dollar amount as of January 1 of the year in which the adjustment is made (or, in the case of the first adjustment, 2013). D = Dollar amount prior to adjustment. NGDP = GDP -IPD for the third quarter of the year before the adjustment date (or, in the case of the first adjustment, 2012). IGDP = GDP -IPD for the third quarter of the year before the previous adjustment date (or, in the case of the first adjustment, 2011). 32.2 "GDP -IPD" is the value published for the Gross Domestic Product Implicit Price Deflator by the U.S. Department of Commerce, Bureau of Economic Analysis in the publication "Survey of Current Business" (being on the basis of 2000 = 100), in the third month following the end of the applicable quarter. If that index ceases to be published, any reasonably equivalent index published by the Bureau of Economic Analysis may be substituted. If the base year for GDP -IPD is changed or if publication of the index is discontinued, the Licensee shall promptly make adjustments or, if necessary, select an appropriate alternative index to achieve the same economic effect. Adjusted amounts will be rounded to the nearest whole dollar. C -W CRA Sig Copy (Rev 1) 10 -20 -06 GAP - 15 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 32.3 Dollar amounts specifically identified in this Agreement for payment prior to 2013 shall not be adjusted. 33.0 Ability of Parties to Request FERC Approvals or New License Amendments Related to Non - Project Use Requests 33.1 Nothing in this Agreement shall supersede the right of any Party to apply for and /or support, including by intervention, an amendment to the New License or other order from the FERC authorizing any entity to expand or modify an existing water intake or to add a new water intake, unless such amendment is specifically prohibited in this Agreement. 33.2 Nothing in this Agreement shall supersede any Party's right to file with the Licensee a Non - Project Use request that is in compliance with the Shoreline Management Guidelines (SMG) (Appendix J to this Agreement or latest SMG version) or to support (e.g., provide comments on individual SMP applications, such as marinas, multi -slip facilities, etc.), including by intervention, that request with the FERC, unless such action is specifically prohibited in this Agreement. Nothing in this Agreement shall supersede any Party's right to support, oppose, or request modification to such a request with the FERC. Nothing in this Agreement shall supersede any Party's statutory obligations related to such requests. 34.0 Parties' Participation in Future Relicensings and Water Quality Certifications 34.1 Nothing in this Agreement shall be construed to restrict any Party's participation or comments in future relicensings or Water Quality Certifications related to licenses for this Project beyond the New License. 34.2 Nothing in this Agreement shall be construed to restrict any Party's participation in any other FERC licensing proceeding including any other project for which Duke Energy Carolinas, LLC is the licensee. 35.0 Early Implementation Unless otherwise prohibited in the New License, the Existing License, or this Agreement, the Licensee at its own discretion may chose to voluntarily implement, partially or in full, any of the operational changes or its other obligations called for in this Agreement earlier than the dates indicated in this Agreement. 36.0 Coordination with the Licensee's Budgeting Cycle Unless otherwise specified in this Agreement, the timing for financial contributions from the Licensee described in this Agreement will be coordinated with the Licensee's budgeting cycle. The Licensee's contributions will become available the latter of any of the following: (i) January 1, 2009; (ii) January 1 of the first calendar year after the issuance of the New License and the closure of all rehearing and administrative challenge periods if that date is on or before June 30; or (iii) January 1 of the second calendar year following the issuance of the New License and the closure of all rehearing and administrative challenge periods if that date is after June 30. C -W CRA Sig Copy (Rev 1) 10 -20 -06 GAP - 16 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 37.0 Assessments and Procedures for New Information or Material Mistakes A Party that becomes aware of significant new information or a material mutual mistake may bring that information before the FAC, pursuant to Section 26.0, and /or may convene a meeting of all Parties pursuant to Paragraph 29.0 inviting Parties to meet to discuss a Modification of this Agreement pursuant to Section 24.0. No Party may use new information as a defense to an alleged breach of this Agreement, as a basis for taking an action inconsistent with this Agreement, or as a basis to withdraw from this Agreement. 38.0 Procedures for New Law or Regulation Should any new law, regulation, or other regulatory action, such as a permit or License requirement, require a Party to breach this Agreement (including, for a governmental Party, denying that Party's funds with which to fulfill its obligations under this Agreement), such Party shall not be liable for such breach. Should a new law or regulation require a Party to act in a manner that breaches this Agreement, then any other Party that believes it is substantially negatively affected thereby may withdraw from this Agreement by following the procedures in Section 27.0. If arbitration is initiated, withdrawal shall be allowed only if the arbitrator determines that: (i) the withdrawing Party substantially complied with all procedural prerequisites to withdrawal specified in this Agreement; (ii) there is no adequate remedy at law or in equity for the breach and the breach substantially negatively affects the withdrawing Party; and (iii) the breach was required by the new law or regulation. 39.0 Miscellaneous Agreements 39.1 No Admission of Liability — This Agreement is a compromise of many interests. The actions taken pursuant to this Agreement are not intended nor shall be construed as an admission on the part of any Party, or its agents, representatives, attorneys or employees that such Party was so obligated in any manner independent of this Agreement. Except as provided herein, no Party shall be prejudiced, prevented, or estopped from advocating in any manner or before any entity, including the FERC or any state agency, any position inconsistent with those contained in this Agreement regarding the licensing, permitting and license compliance of this or any other hydropower project. 39.2 Agreement Terms Contractual — The terms of this Agreement are contractual and not mere recitals. This Agreement, including Appendices A through O, constitutes the entire Agreement between the Licensee and the other Parties with respect to the subject matter hereof. All prior contemporaneous or other oral or written statements, representations or agreements by, between or among any of the Parties, including by, between or among the Licensee and any of the other Parties with respect solely to operation or licensing of the subject hydro Project (including the AIP) are superseded hereby. Nothing herein alters any valid easement, lease or permit previously granted or issued to any entity that is a Party to this Agreement. 39.3 Enforceability — As noted in Paragraph 31.1.3, all terms of this Agreement not incorporated as License Articles shall be enforced through remedies available under applicable state or federal law. 39.4 Force Maieure — The Parties agree that neither the Licensee, nor any other Party, shall be in breach of this Agreement to the extent that any delay or default in C -W CRA Sig Copy (Rev 1) 10 -20 -06 GAP - 17 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement performance is due to causes beyond the reasonable control of the delayed or defaulting Party; provided, that the delayed or defaulting Party notifies the other Parties as soon as possible of: (i) the event; (ii) the expected duration of the event; and (iii) the delayed or defaulting Party's plan to mitigate the effects of the delay or default. Such causes may include, but are not limited to, natural disasters, labor or civil disruption, acts of terrorism, the inability to secure any legal authorization from another entity (e.g., a permit or license) where such legal authorization is a prerequisite or requirement for complying with this Agreement, or breakdown or failure of the Project works so long as such causes are beyond the reasonable control of the delayed or defaulting Party. 39.5 Applicable Law and Venue — The Parties agree that all actions arising wholly within North Carolina must be litigated in courts located in the State of North Carolina and shall be governed by North Carolina law; those actions arising wholly within South Carolina must be litigated in courts located in the State of South Carolina and shall be governed by South Carolina law; where an action arises in both states, or in the case in which an act or omission giving rise to an action to enforce this Agreement occurred in neither state or its state of origin cannot be determined, the action must be litigated in courts located in either the State of North Carolina or the State of South Carolina and laws of the state where the action is brought shall govern. The Parties agree that such courts are convenient forums and irrevocably submit to the personal jurisdiction of such courts, except that the governmental entities who are Parties do not by entering into this Agreement waive sovereign immunity and such Parties waive such defense, if at all, only to the extent required by law. 39.6 Severability — Should any provision of this Agreement or part hereof be held under any circumstances in any jurisdiction to be invalid or unenforceable, such invalidity or unenforceability shall not affect the validity or enforceability of any other provision of this Agreement or other part of such provision. If such invalidity or unenforceability substantially negatively affects any Party, that Party may withdraw from this Agreement pursuant to the procedures established in Section 27.0. If arbitration is initiated, withdrawal shall be allowed only if the arbitrator determines that: (i) the withdrawing Party substantially complied with all procedural prerequisites to withdrawal specified in this Agreement; and (ii) the unenforceability or invalidity of the relevant part of this Agreement substantially negatively affects the withdrawing Party. 39.7 Waiver Independence — No consent to or waiver of any provision of this Agreement shall be deemed either a consent to or waiver of any other provision hereof, whether or not similar, or a continuing consent or waiver unless otherwise specifically provided. 39.8 Definitions — The terms, phrases and abbreviations defined in Appendix E and Appendix G hereto, when used in this Agreement, shall have the meanings as defined in Appendix E and Appendix G. 39.9 Water Rights Unaffected — This Agreement does not release, deny, grant or affirm any property right, license or privilege in any waters or any right of use in any waters. This Agreement does not authorize any person to interfere with the riparian rights, littoral rights or water use rights of any other person. Except as provided in Paragraph 5.10.4, no person shall interpose this Agreement as a defense in an action respecting the determination of riparian or littoral rights or other water use rights. 39.10 Parties' Own Costs — Except as expressly provided for in this Agreement, all Parties are to bear their own costs of participating in this Agreement. C -W CRA Sig Copy (Rev 1) 10 -20 -06 GAP - 18 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 39.11 Existing Laws — Unless otherwise noted, any reference to any statute, regulation or other document refers to the statute, regulation or document as it exists on the date of the first signature on this Agreement. No changes to any document to which this Agreement refers are incorporated into this Agreement, unless explicitly provided for in this Agreement or unless such change is made in accordance with Paragraph 24.0. 39.12 No Third -Party Beneficiary — This Agreement shall not create any right in any individual or entity that is not a Party hereto or in the public as a third -party beneficiary. This Agreement shall not be construed to authorize any such third party to initiate or to maintain a suit in law or equity or other administrative proceeding. 39.13 No Commitment of Funds — Nothing in this Agreement shall be construed as obligating any federal, tribal, state, or local agency to expend in any fiscal year any sum in excess of appropriations made by Congress, tribal councils, or state or local legislatures or administratively allocated for the purpose of this Agreement for the fiscal year or to involve any federal, tribal, state, or local agency in any contract or obligations for the future expenditure of money in excess of such appropriations or allocations. 39.14 No Government Agency Delegation — Nothing in this Agreement shall be construed as requiring or involving the delegation by any government agency to any other body of any authority entrusted to it by Congress, tribal council, or by the legislature of any state. 39.15 Successors and Assigns —This Agreement shall apply to, and be binding on, the Parties and their successors and assigns. No change in ownership of or transfer of the New License for the Project, or any of its developments shall in any way modify or otherwise affect any Party's interests, rights, responsibilities, or obligations under this Agreement. Unless prohibited by applicable law, the Licensee of the Project shall provide that, in any transfer of the Existing or New License for the Project, such subsequent licensee shall be bound by, and shall assume the rights and obligations of, this Agreement upon completion of the change of ownership and, as applicable, approval by the FERC of the license transfer. The Licensee shall provide notice to the other Parties at least 90 days prior to completing such transfer of the Existing or New License. Notwithstanding the foregoing provisions of this Paragraph, if any subsequent licensee is only partially bound by the terms of this Agreement, any Party that believes that it is substantially negatively affected by the fact that the subsequent licensee is only partially bound by this Agreement may withdraw from this Agreement pursuant to the procedures established in Section 27.0. If arbitration is initiated, withdrawal shall be allowed only if the arbitrator determines that: (i) the withdrawing Party substantially complied with all procedural prerequisites to withdrawal specified in this Agreement; and (ii) the fact that the subsequent licensee is only partially bound by this Agreement substantially negatively affects the withdrawing Party. 39.16 Damages — Damages at law are an inadequate remedy to redress any prospective or continuing breach of this Agreement and any Party shall be entitled to specific performance only regarding such breach, and no Party may bring an action seeking monetary damages but shall be limited to seeking specific performance, injunctive, or declaratory relief. This Paragraph shall not be construed to prohibit any Party from receiving money in settling any claim arising from a prospective or continuing breach. 39.17 Limitation of Applicability— This Agreement is made on the express understanding that it constitutes a negotiated settlement of issues specific to the Project. No Party shall be deemed, by virtue of execution of this Agreement, to have established C -W CRA Sig Copy (Rev 1) 10 -20 -06 GAP - 19 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement precedent, or admitted or consented to any fact, opinion, approach, methodology, or principle except as expressly provided herein. In the event this Agreement is approved by the FERC, such approval shall not be deemed precedential or controlling regarding any particular issue or contention in any other proceeding. 39.18 Execution in Counterparts — This Agreement may be executed in separate counterparts, with each counterpart deemed to be an original having the full force and effect thereof. 39.19 Full Legal Authority — Each Party to this Agreement represents that it has the full legal authority to execute this Agreement and to bind the Party (principal) that it represents, and that by such representative's signature, such principal shall be bound upon full execution of this Agreement. C -W CRA Sig Copy (Rev 1) 10 -20 -06 GAP - 20 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement SIGNATURES OF THE PARTIES Because this reformed version of the Comprehensive Relicensing Agreement does not materially change the August 12, 2006 original version of the Comprehensive Relicensing Agreement, the signatures by the Parties' duly authorized representatives on the August 12, 2006 original version are still applicable to this December 22, 2006 version of the Comprehensive Relicensing Agreement. DUKE ENERGY CAROLINAS, LLC M Ellen T. Ruff President (Date) (On October 1, 2006, Duke Power Company LLC changed its name to Duke Energy Carolinas, LLC. This name change did not affect any of the Licensee's obligations under this Comprehensive Relicensing Agreement.) DUKE ENERGY CORPORATION 0 James L. Turner (Date) Group Executive and Chief Commercial Officer ALEXANDER COUNTY, NORTH CAROLINA M Larry Yoder Chair, County Commission C -W CRA Sig Copy (Rev 1) 10 -20 -06 Sig - 1 (Date) Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement AMERICAN WHITEWATER By: Kevin Coburn National Stewardship Director AREA II SOIL & WATER CONSERVATION DISTRICTS By: Jack Huss Supervisor BOWATER INCORPORATED By: G. L. Bud Nash Vice President and Resident Manager BURKE COUNTY, NORTH CAROLINA By: (Date) (Date) (Date) Wayne Abele (Date) Chairman, Burke County Board of Commissioners C -W CRA Sig Copy (Rev 1) 10 -20 -06 Sig - 2 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement CALDWELL COUNTY, NORTH CAROLINA M M Bobby White County Manager (Date) Faye Higgins (Date) Chairman of Caldwell County CAROLINA CANOE CLUB 0 Maurice Blackburn Member CATAWBA COUNTY, NORTH CAROLINA M (Date) Katherine W. Barnes (Date) Chairperson, Board of Commissioners C -W CRA Sig Copy (Rev 1) 10 -20 -06 Sig - 3 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement CATAWBA INDIAN NATION By: Gilbert Blue (Date) Chief By: Evans M. George, Jr. (Date) Assistant Chief By: Carson T. Blue (Date) Secretary /Treasurer By: Dewey Adams (Date) Executive Committee Member By: Claude K. Ayers (Date) Executive Committee Member By: Thomas (Butch) Sanders (Date) Executive Committee Member By: Jason M. Harris (Date) Executive Committee Member CATAWBA INDIAN NATION TRIBAL HISTORIC PRESERVATION OFFICE By: Wenonah G. Haire, DMD (Date) Tribal Historic Preservation Officer C -W CRA Sig Copy (Rev 1) 10 -20 -06 Sig - 4 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement CATAWBA LANDS CONSERVANCY M Mike North First Vice President CATAWBA REGIONAL COUNCIL OF GOVERNMENTS 0 Harold Shapiro Executive Director CATAWBA VALLEY HERITAGE ALLIANCE 0 Phil Piaski Executive Board Member CATAWBA - WATEREE RELICENSING COALITION in Vicki Taylor Executive Coordinator C -W CRA Sig Copy (Rev 1) 10 -20 -06 Sig - 5 (Date) (Date) (Date) (Date) Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement CENTRALINA COUNCIL OF GOVERNMENTS M A. R. Sharp, Jr. Executive Director CHESTER METROPOLITAN DISTRICT 0 (Date) Eugene A. Regan (Date) Chairman, District Board of Commissioners CITY OF BELMONT, NORTH CAROLINA in Barry Webb City Manager CITY OF CAMDEN, SOUTH CAROLINA in Mary Y. Clark Mayor C -W CRA Sig Copy (Rev 1) 10 -20 -06 Sig - 6 (Date) (Date) Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement CITY OF CHARLOTTE, NORTH CAROLINA M Pam Syfert City Manager CITY OF GASTONIA, NORTH CAROLINA in Edward C. Munn City Manager CITY OF HICKORY, NORTH CAROLINA in Rudy Wright Mayor CITY OF MORGANTON, NORTH CAROLINA in Mel Cohen Mayor C -W CRA Sig Copy (Rev 1) 10 -20 -06 Sig - 7 (Date) (Date) (Date) (Date) Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement CITY OF MOUNT HOLLY, NORTH CAROLINA M David Kraus City Manager CITY OF ROCK HILL, SOUTH CAROLINA 0 Doug Echols Mayor CRESCENT RESOURCES, LLC M (Date) (Date) James M. Short, Jr. (Date) Senior Vice President, Land Management of Crescent Resources, LLC FOOTHILLS CONSERVANCY in Susie Hamrick Jones Executive Director C -W CRA Sig Copy (Rev 1) 10 -20 -06 Sig - 8 (Date) Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement GASTON COUNTY, NORTH CAROLINA M Tom Keigher, Chairman (Date) Gaston County Board of Commissioners GREAT FALLS HOMETOWN ASSOCIATION 0 Glinda Price Coleman Executive Director HARBORTOWNE MARINA in John Maxwell Owner INTERNATIONAL PAPER 0 Harvey Westervelt Manager, Eastover Mill C -W CRA Sig Copy (Rev 1) 10 -20 -06 Sig - 9 (Date) (Date) (Date) Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement IREDELL COUNTY, NORTH CAROLINA M Sara Haire Tice (Date) Chairman, Board of Commissioners KERSHAW COUNTY, SOUTH CAROLINA 0 Robert Boland County Administrator KERSHAW COUNTY CONSERVATION DISTRICT M Jim McLeod Commissioner LAKE JAMES HOMEOWNERS in Howard Morgan President C -W CRA Sig Copy (Rev 1) 10 -20 -06 Sig - 10 (Date) (Date) (Date) Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement LAKE WATEREE ASSOCIATION M Paul Gary Faulkenberry (Date) Vice Chairman, External Affairs LAKE WYLIE MARINE COMMISSION 0 Ronald W. Montgomery Vice Chairman LANCASTER COUNTY WATER & SEWER DISTRICT in (Date) Herman E. Steele (Date) Chairman, Lancaster County Water & Sewer District Commission LINCOLN COUNTY, NORTH CAROLINA 0 Thomas R. Anderson, P.E. (Date) Chairman, Board of Commissioners C -W CRA Sig Copy (Rev 1) 10 -20 -06 Sig - 11 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement LUGOFF -ELGIN WATER AUTHORITY M Michael E. Hancock General Manager MCDOWELL COUNTY, NORTH CAROLINA 0 (Date) Andrew K. Webb (Date) Chairman Board of Commissioners MECKLENBURG COUNTY, NORTH CAROLINA in Harry L. Jones, Sr. County Manager MOUNTAIN ISLAND LAKE ASSOCIATION in Pam Beck Secretary C -W CRA Sig Copy (Rev 1) 10 -20 -06 Sig - 12 (Date) (Date) Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement MOUNTAIN ISLAND LAKE MARINE COMMISSION M Alice Battle Secretary /Treasurer (Date) NORTH CAROLINA DEPARTMENT OF ENVIRONMENT AND NATURAL RESOURCES WITH ITS DIVISIONS OF FOREST RESOURCES, PARKS AND RECREATION, WATER QUALITY AND WATER RESOURCES 0 William G. Ross, Jr. Secretary NORTH CAROLINA WILDLIFE FEDERATION M in Dr. John M. Benbow President G. Richard Mode NCSRT Representative C -W CRA Sig Copy (Rev 1) 10 -20 -06 Sig - 13 (Date) (Date) (Date) Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement NORTH CAROLINA WILDLIFE RESOURCES COMMISSION M Richard B. Hamilton Executive Director W:M04 1►TAI_\:7104 1_1 in Rick Barnes President (Date) (Date) SOUTH CAROLINA DEPARTMENT OF ARCHIVES AND HISTORY 0 Dr. Rodger Stroup (Date) Director and State Historic Preservation Officer SOUTH CAROLINA DEPARTMENT OF NATURAL RESOURCES 0 John Frampton Director C -W CRA Sig Copy (Rev 1) 10 -20 -06 Sig - 14 (Date) Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement SOUTH CAROLINA DEPARTMENT OF PARKS, RECREATION AND TOURISM M Chad Prosser Director SOUTH CAROLINA ELECTRIC & GAS 0 (Date) James Landreth (Date) Vice President, Fossil /Hydro Operations SOUTH CAROLINA WILDLIFE FEDERATION 0 Angela Viney Executive Director SPRINGS GLOBAL US, INC. 0 (Date) Ralph A. Odum, Jr. (Date) Vice President, Environmental, Safety, and Health C -W CRA Sig Copy (Rev 1) 10 -20 -06 Sig - 15 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement TOWN OF DAVIDSON, NORTH CAROLINA M M Randall R. Kincaid Mayor Or Leamon B. Brice III Town Manager TOWN OF GREAT FALLS, SOUTH CAROLINA in H. C. Starnes Mayor TOWN OF VALDESE, NORTH CAROLINA M James L. Hatley Mayor TROUT UNLIMITED, INC. in Charles Gauvin Chief Executive Officer C -W CRA Sig Copy (Rev 1) 10 -20 -06 Sig - 16 (Date) (Date) (Date) (Date) (Date) Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement UNION COUNTY, NORTH CAROLINA Roger Lane (Date) Chairman, Union County Commission WATEREE HOMEOWNERS ASSOCIATION — FAIRFIELD COUNTY 0 Randy Humphries (Date) Vice Chairman, External Affairs WESTERN PIEDMONT COUNCIL OF GOVERNMENTS in Nicky Setzer Chairman, Policy Board YORK COUNTY, SOUTH CAROLINA in (Date) T. Steve McNeely (Date) Chairman, York County Council C -W CRA Sig Copy (Rev 1) 10 -20 -06 Sig - 17 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement YORK COUNTY CULTURE & HERITAGE COMMISSION M Van W. Shields (Date) Director, Culture and Heritage Museums William Boggan "Bo" Cash Shirley M. Greene C -W CRA Sig Copy (Rev 1) 10 -20 -06 Sig - 18 (Date) (Date) Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement C -W CRA Sig Copy (Rev 1) 10 -20 -06 Sig - 19 (Date) (Date) (Date) (Date) Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement (intentionally blank) C -W CRA Sig Copy (Rev 1) 10 -20 -06 Sig - 20 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement APPENDIX A: PROPOSED LICENSE ARTICLES This Agreement represents a balance of many interests and is the culmination of years of negotiation by the Parties. While the Parties recognize that the Federal Energy Regulatory Commission (FERC) is not constrained by this Agreement, the Parties wish to emphasize that, if the FERC acts inconsistently with this Agreement, it may result in the withdrawal from this Agreement of one or more Parties and could result in the termination of this Agreement. To avoid that result, the Parties respectfully request that the following proposed License Articles in this Appendix A be incorporated without material modification into the New License that the FERC is expected to issue for the Project and that the license term be not less than 40 years and not more than 50 years. A -1.0 Reservoir Elevation Articles ARTICLE — Reservoir Elevations (A) Reservoir Elevations —Within 60 days following the issuance of this license, to protect and enhance the Project's values that may be affected by reservoir level fluctuations, the Licensee shall maintain the elevations of the Project reservoirs between the Normal Minimum and Normal Maximum Elevations indicated in the tables below and shall endeavor in good faith to achieve the Normal Target Elevations in the tables. All elevations in the tables below are relative to the top of the dam (including floodgates and flashboards where applicable) with 100.0 ft. = Full Pond Elevation. The elevations included in the tables are for the first day of the given month; elevations for other days of the month are determined by linear interpolation. Lake James (Full Pond is 1200.0 ft. above Mean Sea Level (MSL)) Month Normal Minimum (ft.) Normal Target (ft.) Normal Maximum (ft.) January 93 96 100 February 92 94 100 March 92 95 100 April 92 96 100 May - October 95 98 100 November - December 93 96 100 Lake Rhodhiss (Full Pond is 995.1 ft. MSL) Normal Minimum Normal Target Normal Maximum Month (ft.) (ft.) (ft.) January - December 94 97 100 C -W CRA Sig Copy (Rev 1) 10 -20 -06 A - 1 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement Lake Hickory (Full Pond is 935.0 ft. MSL) Month Normal Minimum (ft.) Normal Target (ft.) Normal Maximum (ft.) January - February 94 96 100 March — December 94 97 100 Lookout Shoals Lake (Full Pond is 838.1 ft. MSL) Month Normal Minimum Normal Target Normal Maximum January (ft.) (ft.) (ft.) January - December 94 97 100 Lake Norman (Full Pond is 760.0 ft. MSL) Month Normal Minimum (ft.) Normal Target (ft.) Normal Maximum (ft.) January 93 96 100 February 91 94 100 March 92.26 95.26 100 April 93.65 96.65 100 May - October 95 98 100 November 93.98 97 100 December 93 96 100 Mountain Island Lake (Full Pond is 647.5 ft. MSL) Month Normal Minimum Normal Target Normal Maximum Month (ft.) (ft.) (ft.) January - December 94.3 96 100 Lake Wylie (Full Pond is 569.4 ft. MSL) Month Normal Minimum Normal Target Normal Maximum Month (ft.) (ft.) (ft.) January - December 94 97 100 Fishing Creek Reservoir (Full Pond is 417.2 ft. MSL) Month Normal Minimum Normal Target Normal Maximum Month (ft.) (ft.) (ft.) January - December 95 98 100 Great Falls Reservoir (Full Pond is 355.8 ft. MSL) Month Normal Minimum Normal Target Normal Maximum Month (ft.) (ft.) (ft.) January - December (ft.) (ft.) (ft.) January - December 95 97.5 100 Cedar Creek Reservoir (Full Pond is 284.4 ft. MSL) Month Normal Minimum Normal Target Normal Maximum (ft.) (ft.) (ft.) January - December 96 97.5 100 C -W CRA Sig Copy (Rev 1) 10 -20 -06 A-2 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement Lake Wateree (Full Pond is 225.5 ft. MSL) Month Normal Minimum (ft.) Normal Target (ft.) Normal Maximum (ft.) January 93 94.5 100 February 93 95 100 March — October 94 97 100 November 93 97 100 December 93 95 100 (B) Temporary Variances — The reservoir elevations outlined in Paragraph (A) above may be temporarily modified if the Licensee is operating in accordance with the Commission - approved Low Inflow Protocol, Maintenance and Emergency Protocol, or Spring Reservoir Level Stabilization Program. The Licensee shall notify the Commission, the resource agencies and other interested parties of any such modifications affecting the Normal Maximum and Normal Minimum Elevations in accordance with the Low Inflow Protocol or the Maintenance and Emergency Protocol. (C) Level Monitoring Devices — The Licensee shall maintain the existing reservoir level monitoring devices or suitable replacement devices at the dams at all Project developments for the term of this license. END OF PROPOSED LICENSE ARTICLE ARTICLE — Spring Reservoir Level Stabilization Program (A) Within 60 days following the issuance of this license, the Licensee shall, in consultation with the North Carolina Wildlife Resources Commission and the South Carolina Department of Natural Resources, implement a Spring Reservoir Level Stabilization Program to promote fish spawning at Lake James, Lake Norman, Lake Wylie and Lake Wateree. This program shall consist of the following elements: 1. Trigger Points — The stabilization period for each reservoir shall begin when: (i) surface water temperatures within the subject reservoir reach 65 °F or greater for four consecutive days; (ii) bass spawning is observed in the subject reservoir by a Licensee representative; or (iii) a Resource Agency representative notifies the Licensee that bass spawning has been observed in the subject reservoir, whichever occurs first. 2. Surface Water Temperature Monitoring Locations — Temperatures shall be measured at least at one location on each reservoir that is subject to this stabilization program. 3. Reservoir Level Variability — The Licensee shall endeavor in good faith to maintain the water level in the subject reservoir within a range between one foot below and two feet above the reservoir elevation at the time that the stabilization is triggered on that reservoir. 4. Stabilization Period — Once initiated by a trigger, the subject reservoir level shall be stabilized for three weeks. C -W CRA Sig Copy (Rev 1) 10 -20 -06 A - 3 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement (B) The Licensee shall implement the Spring Reservoir Level Stabilization Program unless it is operating in accordance with the Commission - approved Low Inflow Protocol or the Maintenance and Emergency Protocol. The Licensee shall also suspend the Spring Reservoir Level Stabilization Program on Lake Wateree during any time period in which maintaining the stabilized reservoir level on Lake Wateree would prevent or alter flow releases from the Wateree Development that are needed to support downstream fish habitat . The Licensee shall notify the Commission within 10 days following suspending the Spring Reservoir Level Stabilization Program on Lake Wateree due to conflicts with downstream flow needs. The Licensee shall also notify the Commission, the resource agencies and other interested parties of any suspensions of the Spring Reservoir Level Stabilization Program in accordance with the Low Inflow Protocol or the Maintenance and Emergency Protocol. (C) The Licensee may propose modifications to the Spring Reservoir Level Stabilization Program in consultation with the North Carolina Wildlife Resources Commission and the South Carolina Department of Natural Resources. The Licensee shall file such modifications with the Commission for approval prior to implementing any modifications. END OF PROPOSED LICENSE ARTICLE A -2.0 Flow Articles ARTICLE — Recreational Flows (A) Bridgewater Development —Within 60 days following the issuance of this license the Licensee shall provide recreational flow releases at the Bridgewater Development to support float angling and paddling, in accordance with the schedule in the table below. Scheduled recreational flow release days shall be divided approximately equally between flow releases to support float angling and flow releases to support paddling. The scheduling of the specific dates each year that are focused on float angling and the dates that are focused on paddling shall be determined at the Annual Recreational Flow Schedule Planning meeting stipulated in Paragraph (H) below. The flows for float angling shall be as close as feasible to 900 cfs, but shall not exceed 1,200 cfs, and the flows for paddling shall be at least 900 cfs. If the Licensee is not operating in accordance with the Maintenance and Emergency Protocol and needs to operate the Bridgewater Development to release more than 1,200 cfs for three or more hours during any of the scheduled flow release periods to support float angling, then the Licensee shall endeavor in good faith to add equivalent hours of replacement recreational flow releases for float angling at the Bridgewater Development within the same calendar year. These equivalent hours may be added to the hours of flow releases on days already scheduled for recreational flow releases or the flow releases may be scheduled separately. Specific days and hours for potential replacement flow releases to support float angling will be determined at the Annual Recreational Flow Schedule Planning meeting stipulated in Paragraph (H) below. C -W CRA Sig Copy (Rev 1) 10 -20 -06 A - 4 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement Bridgewater Development Recreational Flow Schedule Dates Flow (at or (inclusive) Days / Description above) Hour Start Hour End (cfs) Apr 1 -Apr 30 Last full weekend — Saturday 900 10:00 am 3:00 pm Sep 30 and Sunday 2,600 10:00 am 3:00 pm Each Friday, Saturday and May 1 -Jul 15 Sunday plus Memorial and 900 10:00 am 3:00 pm Independence Day Jul 16 -Aug 31 Each Saturday, and Sunday 900 10:00 am 3:00 pm Jun 1 -Jul 31 Wednesdays and Thursdays 900 4:30 pm 6:30 pm Sep 1 -Sep 30 Each Friday, Saturday and 900 10:00 am 3:00 pm Sunday plus Labor Day Oct 1 -Oct 31 Each Saturday and Sunday 900 10:00 am 3:00 pm (B) Oxford Development — Within 60 days following issuance of this license, the Licensee shall provide recreational flow releases at the Oxford Development of at least 2,600 cfs in accordance with the schedule in the table below. Oxford Development Recreational Flow Schedule Dates Flow (at or (inclusive) Days / Description above) Hour Start Hour End (cfs) May 1- Each Saturday and Sunday Sep 30 plus Memorial, Independence 2,600 10:00 am 3:00 pm and Labor Days Oct 1 -Oct 31 First four Saturdays 2,600 10:00 am 3:00 pm (C) Wylie Development — Within 60 days following issuance of this license, the Licensee shall provide recreational flow releases at the Wylie Development in accordance with the following schedule in the table below. In addition, the Licensee shall, from May 1 to July 15 inclusive, release at least 1,300 cfs for six hours prior to the recreational flow release scheduled start times shown in the table below to ensure suitable water levels at Landsford Canal State Park. C -W CRA Sig Copy (Rev 1) 10 -20 -06 A - 5 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement Wylie Development Recreational Flow Schedule Dates Dates Flow (at or Flow (at (inclusive) Days / Description above) Hour Start Hour End Start End (cfs) Apr 1 -Apr 30 Last full weekend — Saturday 3,000 10:00 am 4:00 pm Two Saturdays per month and Sunday Long May 1 -Jun 15 Each Friday, Saturday and 3,000 10:00 am 4:00 pm Bypassed Sunday plus Memorial Day 10:00 am 3:00 pm Each Friday, Saturday and Jun 16 -Jul 15 Sunday plus Independence 6,000 10:00 am 4:00 pm 2,940 Day Jul 16- Aug 31 Each Saturday and Sunday 6,000 10:00 am 4:00 pm Sep 1- Each Friday, Saturday and 6,000 10:00 am 4:00 pm Sep 30 Sunday plus Labor Day Oct 1 -Oct 31 Each Saturday and Sunday 3,000 10:00 am 4:00 pm (D) Great Falls- Dearborn Development — Within 60 days following completion of the structural modifications in accordance with the Commission - approved Flow and Water Quality Implementation Plan at both the Great Falls Diversion Dam and the Great Falls Headworks that are necessary to deliver the recreation flow releases and the completion of the Highway 200 Bridge Access Area, the Great Falls Diversion Dam Portage, the Great Falls Headworks Portage, and the Great Falls Headworks -to -Cedar Creek Reservoir Portage in accordance with the Commission - approved Recreation Management Plan, the Licensee shall provide recreational flow releases of at least 2,940 cfs into the Great Falls Long Bypassed Reach and at least 2,860 cfs into the Great Falls Short Bypassed Reach in accordance with the schedule in the table below. Great Falls- Dearborn Development Recreational Flow Schedule Dates Flow (at Channel (inclusive) Days / Description or above) Start End (cfs) Two Saturdays per month 2,940 Long Mar 1 - Bypassed Oct 31 10:00 am 3:00 pm Reach A total of four Sundays 2,940 C -W CRA Sig Copy (Rev 1) 10 -20 -06 A - 6 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement Great Falls- Dearborn Development Recreational Flow Schedule Dates Dates Flow (at Flow (at (inclusive) Channel (inclusive) Days / Description or above) Start End (cfs) (cfs) Last full weekend — Saturday and 2,760 10:00 am Mar 1- One Saturday per month to Sunday Apr 30 p correspond with Long 2,860 10:00 am 3:00 pm Short Memorial and Independence Days Bypass releases Sep 1 -Sep 30 Bypassed 10:00 am 3:00 pm 3:00 pm Labor Day Reach May 1- Two weekends (Saturday 2,860 Each Saturday and Sunday 2,760 10:00 am Oct 31 and Sunday) per month (E) Wateree Development — Within 60 days following issuance of this license, the Licensee shall provide the recreational flow releases at the Wateree Development of at least 2,760 cfs in accordance with the schedule in the table below. Wateree Development Recreational Flow Schedule Dates Flow (at (inclusive) Days / Description or above) Hour Start Hour End (cfs) Apr 1 -Apr 30 Last full weekend — Saturday and 2,760 10:00 am 3:00 pm Sunday May 1 -Jul 31 Each Saturday and Sunday plus 2,760 10:00 am 3:00 pm Memorial and Independence Days Sep 1 -Sep 30 Each Saturday and Sunday plus 2,760 10:00 am 3:00 pm Labor Day Oct 1 -Oct 31 Each Saturday and Sunday 2,760 10:00 am 3:00 pm (F) Additional Recreational Flow Releases — In addition to the recreational flow releases identified in Paragraphs (A) through (E) above, the Licensee shall provide up to 10 additional hours of recreational flow releases per calendar year, in increments of no less than one hour each, at each of the following locations: (i) Bridgewater; (ii) Oxford; (iii) Wylie; (iv) Great Falls- Dearborn Short Bypassed Reach; (v) Great Falls- Dearborn Long Bypassed Reach; and (vi) Wateree. These recreational flow releases shall be as follows: (i) Bridgewater — 900 to 1,200 cfs; (ii) Oxford — at least 2,600 cfs; (iii) Wylie — at least 3,000 cfs; (iv) Great Falls- Dearborn Short Bypassed Reach — at least 2,860 cfs; (v) Great Falls- Dearborn Long Bypassed Reach — at least 2,940 cfs; and, (vi) Wateree — at least 2,760 cfs. The schedule for these additional recreational flow releases shall be determined at the Annual Recreational Flow Schedule Planning meeting stipulated in Paragraph (H) below. (G) Temporary Variances — The flows and schedules for the recreational flow releases outlined in Paragraphs (A) through (F) above may be temporarily modified if the Licensee is operating in accordance with the Commission - approved Low Inflow Protocol or the Maintenance and Emergency Protocol. The C -W CRA Sig Copy (Rev 1) 10 -20 -06 A - 7 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement Licensee shall notify the Commission, the resource agencies and other interested parties of any such modifications in accordance with the Low Inflow Protocol or the Maintenance and Emergency Protocol. (H) Annual Recreational Flow Schedule Planning — In March of each year of the license term, the Licensee shall convene an Annual Recreational Flow Schedule Planning meeting with the North Carolina Department of Environment and Natural Resources, the North Carolina Wildlife Resources Commission, the South Carolina Department of Natural Resources, and the South Carolina Department of Parks, Recreation and Tourism, and other entities with recreational experience and /or expertise as appropriate to identify potential improvements to the recreational flow release schedule, to establish the schedule for the added recreational flow releases pursuant to Paragraph (F) above, and to identify potential dates for replacement flows at the Bridgewater Development for the current calendar year. Also, the Licensee, in consultation with the attendees of the Annual Recreational Flow Schedule Planning meeting, may (i) shift the hours of scheduled recreational flow releases to different times; (ii) reduce the total hours of recreational flow releases to conserve the water supply; or (iii) adjust the seasonal times for the recreational flow releases. However, the total volume of water used for these scheduled recreational flow releases over a calendar year from any individual development shall not be increased even if the total volume from another development is decreased. END OF PROPOSED LICENSE ARTICLE ARTICLE — Minimum Flows (A) Minimum Continuous Flows —The Licensee shall provide the following Minimum Continuous Flows at the Bridgewater, Oxford, Lookout Shoals, Wylie, Great Falls- Dearborn, and Wateree developments to protect and enhance aquatic habitat and water quality in the downstream riverine sections. The Minimum Continuous Flow may be provided by any combination of leakage, spillage, and generation from each development. 1. Bridgewater Development —Within 60 days following the completion of any construction in accordance with the Commission - Approved implementation plan of a replacement powerhouse or valve system necessary to provide the Minimum Continuous Flows specified in the table below for the Bridgewater Tailrace and within 60 days following completion of the construction in accordance with the Commission - approved Flow and Water Quality Implementation Plan of the minimum flow valve necessary to provide the Minimum Continuous Flows specified in table below for the Catawba River Bypassed Reach, the Licensee shall provide Minimum Continuous Flows in accordance with the following table. C -W CRA Sig Copy (Rev 1) 10 -20 -06 A - 8 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement Bridgewater Development Month Bridgewater Tailrace Catawba River Bypassed Reach Minimum Continuous Flows (cfs) Minimum Continuous Flows (cfs) Jan - Mar 145 75 Apr - Jun 95 75 Jul 95 50 Aug — Nov 75 50 Dec 145 75 2. Oxford Development — Within 60 days following the completion of the installation of a minimum flow valve at the Oxford Dam in accordance with the Commission - approved Flow and Water Quality Implementation Plan, the Licensee shall provide a year -round Minimum Continuous Flow of at least 150 cfs from the Oxford Development. 3. Lookout Shoals Development —Within 60 days following the issuance of this license, the Licensee shall provide a year -round Minimum Continuous Flow of at least 80 cfs from the Lookout Shoals Development. 4. Wylie Development —Within 60 days following the completion of the installation of a minimum flow hydro unit in accordance with the Commission - approved Flow and Water Quality Implementation Plan, the Licensee shall provide a year -round Minimum Continuous Flow of at least 1,100 cfs from the Wylie Development. 5. Great Falls- Dearborn Development — Within 60 days following the completion of the installation of flow release structures in accordance with the Commission - approved Flow and Water Quality Implementation Plan at the Great Falls Headworks and the Great Falls Diversion Dam, the Licensee shall provide Minimum Continuous Flows in accordance with the following table. Great Falls- Dearborn Development Long Short Bypassed Bypassed Reach Reach Month Minimum Minimum Continuous Continuous Flows Flows (cfs) (cfs) Jan — Feb 14 450 100 Feb 15- May 15 850 100 May 16- Dec 450 100 6. Wateree Development —Within 60 days following the completion of the installation of a minimum flow unit in accordance with the Commission - approved Flow and Water Quality Implementation Plan, the Licensee shall provide Minimum Continuous Flows in accordance with the following table. C -W CRA Sig Copy (Rev 1) 10 -20 -06 A - 9 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement (B) Minimum Average Daily Flows —Within 60 days following issuance of this license, the Licensee shall provide the following Minimum Average Daily Flows: 225 cfs from the Rhodhiss Development; 311 cfs from the Cowans Ford Development; 314 cfs from the Mountain Island Development; 440 cfs from the Fishing Creek Development; and, 445 cfs from the Rocky Creek -Cedar Creek Development. The Minimum Average Daily Flow may be provided by any combination of leakage, spillage, and generation from each development. (C) Temporary Variances — The flows outlined in Paragraphs (A) and (B) above may be temporarily modified if the Licensee is operating in accordance with the Commission - approved Low Inflow Protocol or the Maintenance and Emergency Protocol. The Licensee shall notify the Commission, the resource agencies and other interested parties of such temporary modifications in accordance with the Low Inflow Protocol or the Maintenance and Emergency Protocol. END OF PROPOSED LICENSE ARTICLE ARTICLE — Wylie High Inflow Protocol (A) Within 60 days following the completion of the installation of a minimum flow hydro unit in accordance with the Commission - approved Flow and Water Quality Implementation Plan, the Licensee shall implement the Wylie High Inflow Protocol specified below to provide additional protection and enhancement of aquatic habitat downstream of the Wylie Development when adequate inflow to the Project is available. (B) If the median flows for the three -month period from November 1 through January 31 for the USGS streamflow gages on the Catawba River near Pleasant Gardens, NC (USGS #02137727), the Johns River at Arney's Store, NC (USGS #02140991), and the South Fork Catawba River at Lowell, NC (USGS #02145000) are all at or above 105 percent of the three -month (Nov -Jan) median flows for the periods of record of those gages, then from February 15 through May 15, the Licensee shall increase the Minimum Continuous Flow from the Wylie Development from 1,100 cfs to 1,300 cfs. If, when operating in the Wylie High Inflow Protocol, the February median flow for any one of these three streamflow gages is below the February median flow for the period of record of that gage, then the minimum flow requirement for the Wylie Development shall C -W CRA Sig Copy (Rev 1) 10 -20 -06 A - 10 Wateree Development Month Minimum Continuous Flows (cfs) January — Feb 14 930 Feb 15- Feb 29 2,400 March - April 2,700 May 1- May 15 2,400 May 16- May 31 1,250 June - December 930 (B) Minimum Average Daily Flows —Within 60 days following issuance of this license, the Licensee shall provide the following Minimum Average Daily Flows: 225 cfs from the Rhodhiss Development; 311 cfs from the Cowans Ford Development; 314 cfs from the Mountain Island Development; 440 cfs from the Fishing Creek Development; and, 445 cfs from the Rocky Creek -Cedar Creek Development. The Minimum Average Daily Flow may be provided by any combination of leakage, spillage, and generation from each development. (C) Temporary Variances — The flows outlined in Paragraphs (A) and (B) above may be temporarily modified if the Licensee is operating in accordance with the Commission - approved Low Inflow Protocol or the Maintenance and Emergency Protocol. The Licensee shall notify the Commission, the resource agencies and other interested parties of such temporary modifications in accordance with the Low Inflow Protocol or the Maintenance and Emergency Protocol. END OF PROPOSED LICENSE ARTICLE ARTICLE — Wylie High Inflow Protocol (A) Within 60 days following the completion of the installation of a minimum flow hydro unit in accordance with the Commission - approved Flow and Water Quality Implementation Plan, the Licensee shall implement the Wylie High Inflow Protocol specified below to provide additional protection and enhancement of aquatic habitat downstream of the Wylie Development when adequate inflow to the Project is available. (B) If the median flows for the three -month period from November 1 through January 31 for the USGS streamflow gages on the Catawba River near Pleasant Gardens, NC (USGS #02137727), the Johns River at Arney's Store, NC (USGS #02140991), and the South Fork Catawba River at Lowell, NC (USGS #02145000) are all at or above 105 percent of the three -month (Nov -Jan) median flows for the periods of record of those gages, then from February 15 through May 15, the Licensee shall increase the Minimum Continuous Flow from the Wylie Development from 1,100 cfs to 1,300 cfs. If, when operating in the Wylie High Inflow Protocol, the February median flow for any one of these three streamflow gages is below the February median flow for the period of record of that gage, then the minimum flow requirement for the Wylie Development shall C -W CRA Sig Copy (Rev 1) 10 -20 -06 A - 10 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement be reduced on April 1 to 1,100 cfs. The Licensee may suspend the Wylie High Inflow Protocol if it is operating in accordance with the Commission - approved Low Inflow Protocol or Maintenance and Emergency Protocol. The Licensee shall notify the Commission and the resource agencies of such suspension in accordance with the Low Inflow Protocol or the Maintenance and Emergency Protocol. END OF PROPOSED LICENSE ARTICLE ARTICLE — Flows Supporting Public Water Supply and Industrial Processes (A) Within 60 days following issuance of this license, the Licensee shall provide flow releases with the conditions and rates indicated below from the Bridgewater, Wylie, and Wateree developments to support downstream water withdrawer requirements at the indicated River Miles — location of the most downstream point of the facility measured in miles along the centerline of the river with the River Miles starting at the confluence of the Wateree and Congaree rivers (River Mile 0.0) and ascending upstream. 1. Bridgewater Development — At River Mile 264, at least 90 cfs continuous minimum flow for the City of Morganton's Catawba River Water Treatment Plant. 2. Wylie Development i. At River Mile 120, at least 600 cfs continuous minimum flow and approximately 1,000 cfs for a continuous 16 -hour period each day for the Bowater Pulp and Paper Mill. At River Mile 122, up to an additional 71 cfs above existing flows in the river (as measured at United States Geological Survey (USGS) Gage #02147000, Catawba River near Catawba, SC) during periods of low river flow, the day after the Licensee receives a request from the Union /Lancaster Catawba River Water Treatment Plant, to allow this entity to operate within its permit (PERMIT NO. (P /N) 29 WS01 S02) issued by the South Carolina Department of Health and Environmental Control. iii. At USGS Gage #02146000 (Catawba River near Rock Hill, SC) (River Mile 137.6), at least 619 cfs weekly average flow to avoid pumping restrictions at Charlotte - Mecklenburg Utilities' Mountain Island Development raw -water pumping facility imposed by Condition (B) of the Commission's Order Approving Non - Project Use of Lands, February, 23, 2004 (106 FERC 62,151) until such time that the Commission removes those restrictions by a subsequent order. iv. The above flow releases from the Wylie Development also meet the flow needs of the Rock Hill (SC) Municipal back -up water supply intake (River Mile 137), Celanese Acetate's intake (River Mile 136), and Nations Ford Chemical's intake (River Mile 135). C -W CRA Sig Copy (Rev 1) 10 -20 -06 A - 11 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 3. Wateree Development —At least 800 cfs continuous minimum flow at River Mile 12 for the South Carolina Electric & Gas Company's Wateree Steam Station and also for the International Paper facility at River Mile 17. (B) Temporary Variances — The flows outlined in Paragraph (A) above may be temporarily modified if the Licensee is operating in accordance with the Commission - approved Maintenance and Emergency Protocol or Stage 4 of the Commission - approved Low Inflow Protocol or, for the 1,000 cfs flow in Paragraph (A).2i. when operating in Stages 1 through 4 of the Commission - approved Low Inflow Protocol. The Licensee shall notify the Commission, the resource agencies, the affected water withdrawers and other interested parties of such temporary modifications in accordance with the Low Inflow Protocol or the Maintenance and Emergency Protocol. END OF PROPOSED LICENSE ARTICLE ARTICLE — Flow and Water Quality Implementation Plan (A) Within 180 days following the issuance of this license, the Licensee shall file with the Commission, for approval, a Flow and Water Quality Implementation Plan (FWQIP) for completing the modifications necessary to satisfy the flow and water quality requirements at Project developments. The Plan shall include, at a minimum: (i) descriptions of any equipment, including flow release valves, minimum flow hydro units, or aerating hydro units to be installed; (ii) descriptions of any proposed modifications to any Project structures to provide prescribed flow releases or meet the requirements of the 401 Water Quality Certifications; and, (iii) a schedule for the installations and modifications to meet the prescribed flow releases or water quality requirements stipulated in this license. (B) The Licensee shall prepare the FWQIP in consultation with the U.S. Fish and Wildlife Service, the National Marine Fisheries Service, the NC Department of Environment and Natural Resources, the NC Wildlife Resources Commission, the SC Department of Natural Resources, and the SC Department of Health and Environmental Control. The Licensee shall include with the FWQIP documentation of consultation with the above agencies, copies of comments and recommendations on the FWQIP after it has been prepared and provided to the agencies, and specific descriptions of how the agencies' comments and recommendations are accommodated in the FWQIP. The Licensee shall allow a minimum of 30 days for the agencies to comment prior to filing the FWQIP with the Commission. If the Licensee does not adopt an agency's recommendation, the filing shall include the Licensee's reasons. (C) The Commission reserves the right to require changes to the FWQIP. The Licensee shall implement the FWQIP upon Commission approval, including any changes required by the Commission. END OF PROPOSED LICENSE ARTICLE C -W CRA Sig Copy (Rev 1) 10 -20 -06 A - 12 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement A -3.0 Low Inflow Protocol Article ARTICLE — Low Inflow Protocol for the Catawba - Wateree Project (A) The Low Inflow Protocol for the Catawba - Wateree Project filed with the license application is approved and incorporated into this license. Within 60 days following the issuance of this license, the Licensee shall implement the Low Inflow Protocol. (B) The Licensee has reserved the right to make modifications to the Low Inflow Protocol in consultation with the Catawba - Wateree Drought Management Advisory Group. The Licensee also reserves the right to make temporary modifications to the Low Inflow Protocol to account for any changed physical conditions at any of the Project's developments. The Licensee shall notify the Commission of any such temporary modifications in accordance with the Low Inflow Protocol. Any modifications may be subject to Commission approval. END OF PROPOSED LICENSE ARTICLE A -4.0 Maintenance and Emergency Protocol Article ARTICLE — Maintenance and Emergency Protocol for the Catawba - Wateree Project (A) The Maintenance and Emergency Protocol for the Catawba - Wateree Project filed with the license application is approved and incorporated into this license. Within 60 days following the issuance of this license, the Licensee shall implement the Maintenance and Emergency Protocol. (B) The Licensee has reserved the right to make minor changes as necessary to the Maintenance and Emergency Protocol for the Catawba - Wateree Project. The Licensee also reserves the right to make temporary modifications to the Maintenance and Emergency Protocol to account for any changed physical conditions at any of the Project's developments. The Licensee shall notify the Commission of any such temporary modifications in accordance with the Maintenance and Emergency Protocol. Any modifications may be subject to Commission approval. END OF PROPOSED LICENSE ARTICLE A -5.0 Water Quality Article ARTICLE — Water Quality Monitoring Plan (A) Within 180 days following the issuance of this license, the Licensee shall file with the Commission, for approval, a Water Quality Monitoring Plan (WQMP) to monitor compliance with water quality requirements. The plan shall include, at a minimum, identification of compliance monitoring locations and devices at applicable Project developments as needed to accurately monitor and record C -W CRA Sig Copy (Rev 1) 10 -20 -06 A - 13 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement flows, dissolved oxygen, and water temperatures released from Project developments and an implementation schedule. (B) The Licensee shall prepare the WQMP in consultation with the North Carolina Division of Water Quality and the South Carolina Department of Health and Environmental Control. The Licensee shall include with the WQMP documentation of consultation with the above agencies, copies of comments and recommendations on the plan after it has been prepared and provided to the agencies, and specific descriptions of how the agencies' comments and recommendations are accommodated in the WQMP. The Licensee shall allow a minimum of 30 days for the agencies to comment prior to filing the Water Quality Monitoring Plan with the Commission. If the Licensee does not adopt a recommendation, the filing shall include the Licensee's reasons. The Commission reserves the right to require changes to the WQMP. The Licensee shall implement the WQMP as approved by the Commission, including any changes required by the Commission. (C) By June 30 following each full calendar year for the term of this license, the Licensee shall file with the Commission a report verifying compliance with any applicable 401 Water Quality Certifications and including the following information for the previous calendar year: (i) temperatures of water released from Project developments; (ii) dissolved oxygen concentrations in water released from Project developments; (iii) Minimum Continuous Flows released from the Bridgewater, Oxford, Lookout Shoals, Wylie, and Wateree developments; (iv) Minimum Continuous Flows released into the Great Falls Long and Short Bypassed Reaches; and, (v) documentation of instances that the 401 Water Quality Certification requirements were not met, along with any proposed or implemented corrective actions. The Licensee shall provide copies of the report to the NC Division of Water Resources, NC Division of Water Quality, NC Wildlife Resources Commission, SC Department of Natural Resources, SC Department of Health and Environmental Control, U.S. Environmental Protection Agency and the U.S. Fish and Wildlife Service. The Commission reserves the right to require changes to Project operations or to Project facilities based on the information in the report. END OF PROPOSED LICENSE ARTICLE A -6.0 Gaging and Monitoring Articles ARTICLE — Flow and Reservoir Elevation Monitoring By June 30 following each full calendar year for the term of this license, the Licensee shall file with the Commission a report verifying compliance with the Normal Minimum Elevation and Normal Maximum Elevation for Reservoir Levels, Spring Reservoir Level Stabilization Program, Recreational Flow Releases, Minimum Continuous Flows, Minimum Average Daily Flows and the Wylie High Inflow Protocol as set forth in this license and including at least the following information for the previous calendar year: (i) hourly flow records at Bridgewater, Oxford, Lookout Shoals, Wylie and Wateree; (ii) documentation of flow releases in the Catawba River Bypassed Reach and the Great Falls Long and Short Bypassed Reaches; (iii) documentation of Recreational Flow Releases; (iv) documentation of Minimum Continuous Flows and Minimum Average Daily C -W CRA Sig Copy (Rev 1) 10 -20 -06 A - 14 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement Flows; (v) hourly reservoir levels for each reservoir, along with yearly graphs showing the actual levels throughout the calendar year; and, (vi) documentation of any instances that reservoir levels exceeded the Normal Operating Ranges, any instances where the Spring Reservoir Level Stabilization Program requirements were not met or required flow releases were not met, along with any proposed or implemented corrective actions. The Licensee shall provide copies of the report to the NC Division of Water Resources, NC Division of Water Quality, NC Wildlife Resources Commission, SC Department of Natural Resources, SC Department of Health and Environmental Control and the U.S. Fish and Wildlife Service. The Commission reserves the right to require changes to Project operations or to Project facilities based on the information in the report. END OF PROPOSED LICENSE ARTICLE ARTICLE — Funding for USGS Streamflow Gages (A) Within one year following implementation of the Minimum Continuous Flow from the Linville Dam at the Bridgewater Development, the Licensee shall fund the installation of one new United States Geological Survey (USGS) streamflow gage to be located on the Linville River between the Linville Dam and the confluence of the Linville River and the Catawba River just downstream of the Bridgewater Development to monitor compliance with the minimum flow and recreational flow release requirements and to provide a ready source of public information. (B) Within one year following issuance of this license, the Licensee shall also fund the annual maintenance cost for the term of this license for the new gage and for the following existing USGS streamflow gages to support implementation of the Commission - approved Low Inflow Protocol and Wylie High Inflow Protocol, to monitor compliance with the minimum flow and recreational flow release requirements, and /or to provide a ready source of public information as applicable: #02137727 (Catawba River near Pleasant Gardens, NC); #02140991 (Johns River at Arney's Store, NC); #02145000 (South Fork Catawba River at Lowell, NC); #02146000 (Catawba River near Rock Hill, SC); #02147500 (Rocky Creek at Great Falls, SC), and #02148000 (Wateree River near Camden, SC). END OF PROPOSED LICENSE ARTICLE A -7.0 Species Protection Article ARTICLE — Federal Threatened and Endangered Species Protection Plans (A) The Federal Threatened and Endangered Species Protection Plans for Schweinitz's sunflower (Helianthus schweinitzii), dwarf - flowered heartleaf (Hexastylis naniflora), bald eagle (Haliaeetus leucocephalus), wood stork (Mycteria Americana), American alligator (Alligator mississippiensis), and shortnose sturgeon (Acipenserbrevirostrum), filed with the license application are approved and incorporated into this license. The Licensee shall implement these Federal Threatened and Endangered Species Protection Plans within 60 days following the issuance of this license. C -W CRA Sig Copy (Rev 1) 10 -20 -06 A - 15 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement (B) At least annually, the Licensee shall, after consulting with the U.S. Fish and Wildlife Service, the North Carolina Department of Environment and Natural Resources, the North Carolina Wildlife Resources Commission, and the South Carolina Department of Natural Resources, review and update the list of Threatened and Endangered species based on a species status change and updated distribution and occurrence information. If the update has any species that is newly listed, delisted, or has a change of status and that species is documented within the Project Boundaries or within the Catawba and Wateree rivers and their associated floodplains and bottomlands from Lake James downstream to the confluence of the Wateree River with the Congaree River, the Licensee shall: (i) consult with the U.S. Fish and Wildlife Service (USFWS) and, as appropriate, the National Marine Fisheries Service, the North Carolina Department of Environment and Natural Resources, the North Caroline Wildlife Resources Commission, and the South Carolina Department of Natural Resources; and (ii), after consulting with these agencies, file any required modified or additional Species Protection Plans with the Commission, for approval. (C) The Commission reserves the right to require changes to any Species Protection Plan. The Licensee shall implement any Species Protection Plans as approved by the Commission, including any changes required by the Commission. END OF PROPOSED LICENSE ARTICLE A -8.0 Public Information Article ARTICLE — Public Information Within 60 days following issuance of this license, the Licensee shall provide the following information to support the safe and effective public use of the Project's resources. 1. Internet Information — The following level information for each Project reservoir via its Web site: Normal Minimum Elevation, Normal Target Elevation and Normal Maximum Elevation, actual reservoir level, recent reservoir level history, 13 -month reservoir level history, near -term three -day and thirty -day reservoir level projections, points of contact for additional information, and special messages. 2. Telephone Information — Special messages and actual levels for each Project reservoir via its toll -free telephone system. 3. Annual Scheduled Flow Release Calendar —An annual calendar on the Licensee's Web site showing all scheduled flow releases from the Bridgewater (Lake James), Oxford (Lake Hickory), Wylie, and Wateree developments and into the Great Falls Bypassed Reaches. The calendar shall indicate the dates, times of day, and expected minimum release rates of the scheduled releases. C -W CRA Sig Copy (Rev 1) 10 -20 -06 A - 16 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement 4. Near -term Flow Release Forecasts — Two -day flow release forecasts on its Web site and toll -free telephone system for the Oxford (Lake Hickory), Wylie and Wateree developments and the Great Falls Bypassed Reaches. The Licensee shall provide three -day flow release forecasts on its Web site and its toll -free telephone system for the Bridgewater (Lake James) Development. END OF PROPOSED LICENSE ARTICLE A -9.0 Public Recreation Articles ARTICLE — Recreation Management Plan (A) Within one year following the issuance of this license, the Licensee shall file with the Commission, for approval, a Recreation Management Plan (RMP) that describes the implementation of the measures identified in Paragraph (B) to enhance recreation resources at the Catawba - Wateree Project. The Licensee shall prepare the RMP in consultation with the North Carolina Department of Environment and Natural Resources ( NCDENR), the North Carolina Wildlife Resources Commission (NCWRC), the South Carolina Department of Parks, Recreation and Tourism (SCDPRT), the South Carolina Department of Natural Resources (SCDNR), local governments and other entities. To prevent conflicts with Historic Properties in the Project area, the Licensee shall develop the Plan consistently with the implementation of the Historic Properties Management Plan required under this license. The RMP shall include a schedule in five -year increments for implementing the measures, and all measures shall be implemented within 20 years following Commission approval of the RMP. (B) The Licensee shall include in the RMP measures to construct, operate, and maintain, or arrange for the construction, operation, and maintenance of the recreation facilities and activities identified below: Bridgewater Development a. Black Bear Access Area — Provide restrooms, additional shade trees, shoreline buffer, trails, primitive camping sites, picnic facilities, and a fishing pier if suitable resource conditions for the pier are located. If a suitable area for a fishing pier is not available, a bank fishing trail shall be constructed. b. Lake James State Park and Islands Management Zone — Offer the NCDENR a nominal -cost lease for the term of the New License for the Lake James State Park management zone (300 horizontal feet lakeward from full pond elevation) along the shoreline adjoining the State Park, including three islands within the zone. c. New Linville Access Area —Acquire approximately 10 acres of land near the existing Linville Access Area, provide two boat ramps for trailered motor boats, one courtesy dock, lighted and paved parking, an access road, and a vault toilet. d. Linville Canoe /Kayak Access Area — Convert the existing Linville Access Area to canoe /kayak use, provide picnic facilities, shade trees C -W CRA Sig Copy (Rev 1) 10 -20 -06 A - 17 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement and restrooms. The existing ramps shall not be converted to canoe /kayak use prior to the boat ramps at the New Linville Access Area being declared in- service. e. Pocket Park at Dam for Lake James Loop Trail — Create an approximately ten -acre park with parking, picnic facilities, photographic overlooks, and bank fishing trail near the Linville Dam at the existing canoe portage take -out. f. Bridgewater Access Area — Provide restrooms, launching ramp for trailered boats, additional parking, and picnic facilities. Evaluate the existing portage trail and signage and incorporate any needed improvements. g. Muddy Creek Access Area — Acquire 1 to 3 acres of property on Muddy Creek between Interstate 40 and the confluence of Muddy Creek and the Catawba River Bypassed Reach and develop a canoe /kayak access with approximately 10 gravel parking spaces. 2. Rhodhiss Development a. Corpening Bridge — Acquire approximately 10 acres and construct a launching ramp for trailered boats, and approximately ten gravel parking spaces on the Johns River at the Corpening Road Bridge. b. Conley Creek Access Area (Sawmills Veterans Park) — Construct approximately two additional miles of trail. c. Rhodhiss Access Area — Provide restrooms. d. Castle Bridge Access Area — Provide restrooms. e. Rhodhiss Dam Canoe Portage — Evaluate the existing portage trail and signage and incorporate any needed improvements. 3. Oxford Development (Lake Hickory) a. Lake Hickory Swimming Areas — Develop two swimming areas. b. Wittenburg Access Area —Acquire approximately 15 additional acres to include in the access area (total of approximately 28 acres), and provide restrooms, picnic facilities, and additional paved parking. c. Dusty Ridge Access Area — Develop approximately one mile of trail and provide restrooms. d. Lovelady Access Area — Construct a fishing pier if suitable resource conditions are located. If a suitable location for a fishing pier is not available at this site, then find an alternative site for the pier in Caldwell County on Lake Hickory. e. Long Shoals Access Area — Provide a canoe /kayak access facility with gravel parking. Oxford Access Area — Provide a primitive campground, paved parking, picnic facilities, bank fishing, trails, and restrooms. g. Oxford Tailrace Fishing Area — Develop public fishing area facilities. C -W CRA Sig Copy (Rev 1) 10 -20 -06 A - 18 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement h. Oxford Dam Canoe Portage — Improve the existing gravel parking, extend the existing canoe portage trail to Riverbend Park. 4. Lookout Shoals Development a. Upper Lookout Shoals Access Area — Acquire approximately 1 to 5 acres of property in Catawba County downstream of the "bend" of the lake (River Mile 227) and develop an access area with a ramp for trailered boats, parking, restrooms, and primitive camping. b. Lookout Shoals Access Area — Provide restrooms. c. Lookout Shoals Tailrace Fishing Area — Develop public fishing area facilities. d. Lookout Shoals Dam Canoe Portage — Provide a portage trail with canoe /kayak access (take -out, put -in) and signage around Lookout Shoals Dam. 5. Cowans Ford Development (Lake Norman) a. Lake Norman State Park Management Zone — Offer the NCDENR a nominal -cost lease for the term of this license for the Lake Norman State Park management zone (300 horizontal feet lakeward from full pond elevation) along the shoreline adjoining the State Park. The lease will include an island within the zone. b. Beatty's Ford Access Area — Provide picnic facilities, a fishing pier, swimming area, restrooms, and shade trees. c. Hagers Creek Access Area — Provide additional paved parking spaces, trails, bank fishing, picnic facilities, restrooms, and, if suitable resource conditions are located, a fishing pier. d. Stumpy Creek Access Area — Provide a fishing pier, picnic facilities, walking trail, restrooms, and additional paved parking. e. Little Creek Access Area — Provide restrooms, a fishing pier, paved parking spaces, and a picnic shelter. Island Point Access Area — Provide trails, bank and /or pier fishing, picnic facilities, a swimming area, boating access facilities, and restrooms. g. Cowans Ford Dam Portage and Overlook — Develop a portage trail to the Highway 73 Access Area, a reservoir overlook with park benches, and approximately 10 gravel parking spaces. 6. Mountain Island Development a. Highway 73 Access Area — Provide approximately two acres of land and approximately 10 gravel parking spaces to support canoe /kayak launching. b. Lucia Access Area — Provide a canoe /kayak access and approximately 10 gravel parking spaces. C -W CRA Sig Copy (Rev 1) 10 -20 -06 A - 19 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement c. Riverbend Access Area — Provide restrooms, bank fishing, a swimming area, and a fishing pier. d. Mountain Island Dam Canoe Portage — Provide a portage trail with canoe /kayak access (take -out, put -in) and signage. 7. Wylie Development a. Dutchmans Creek Access Area — Provide a canoe /kayak access facility and approximately 10 gravel parking spaces. b. Saddler Island — Offer to lease the island to the U.S. National Whitewater Center for individual and group environmental education and outdoor recreation. c. South Point Access Area — Provide trails, fishing pier, bank fishing area, picnic facilities, swimming area, restrooms, and additional paved parking. d. Buster Boyd Access Area — Provide restrooms. e. Allison Creek Access Area — Expand the access area by approximately 48 acres (total of approximately 161 acres) and provide restrooms, picnic facilities, paved parking, and approximately one mile of trail. Rock Hill Park — Allocate approximately 17 acres of land and provide a bank fishing trail with fishing stations, picnic facilities, swimming area, restrooms, and parking. g. Fort Mill Access Area — Provide restrooms and picnic facilities. 8. Fishing Creek Development a. Springs Park — Relocate the existing Cane Creek Access Area to an approximately 18 -acre portion of the old Springs Park property and provide two boat ramps for trailered motor boats, a courtesy dock, paved and lighted parking, fishing pier, and a bank fishing trail. Once the boating facilities and parking are developed and in service at Springs Park, the Licensee shall close the existing Cane Creek Access Area and file revised Exhibit G drawings for Commission approval to remove the existing Cane Creek Access Area from the FERC Project Boundaries. b. Fishing Creek Access Area — Provide a fishing pier, additional paved parking, picnic facilities, restrooms, and a swimming area, if a swimming area is feasible at this site. c. Fishing Creek Tailrace Fishing Area — Provide a public fishing area including a platform, pier or bank fishing trail, and paved parking. 9. Great Falls- Dearborn Development a. Great Falls Reservoir Boating Safety — Evaluate safety concerns associated with boating near the Great Falls Diversion Dam, the Great Falls Headworks, and the Great Falls- Dearborn Dam, and determine the need for constructing boating safety devices upstream of these C -W CRA Sig Copy (Rev 1) 10 -20 -06 A - 20 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement structures. The Licensee shall report its conclusions to the Commission and shall submit a revision to its Public Safety Plan for the Great Falls- Dearborn Development to the Commission, for acceptance, if boating safety devices are determined to be needed. This evaluation shall be completed and any necessary boating safety devices installed at the Great Falls Diversion Dam, the Great Falls Headworks and the Great Falls- Dearborn Dam prior to beginning the prescribed Recreational Flows identified in this license and prior to the construction of any public boat launching areas providing boating access to the Great Falls Reservoir. b. Highway 200 Bridge Access Area — Acquire approximately 1 to 5 acres in the vicinity of the Highway 200, Highway 21, and Fishing Creek intersection and develop and maintain a canoe /kayak launch, restrooms, and gravel parking area. c. Great Falls Diversion Dam Portage — Develop a portage trail on the north end of Mountain Island to provide boater access to the Great Falls Long Bypassed Reach. d. Great Falls Headworks Portage — Develop a portage trail on Mountain Island around the Great Falls Headworks to provide boater access to the Great Falls Short Bypassed Reach. e. Great Falls Headworks -to -Cedar Creek Reservoir Portage — Develop a portage trail along the Great Falls Short Bypassed Reach to Cedar Creek Reservoir. f. Lower Great Falls Reservoir Canoe /Kayak Launch — Acquire approximately 1 to 7 acres and construct a canoe /kayak launch on Great Falls Reservoir downstream of the Great Falls Headworks. 10. Rocky Creek - Cedar Creek Development a. Cedar Creek Reservoir Island Improvements — Offer to lease to SCDPRT at nominal cost the islands in the Great Falls -Cedar Creek Island complex for SCDPRT to develop and maintain a new state park. The Licensee shall include in this lease an operations agreement to allow SCDPRT vehicular use of the existing bridge to Dearborn Island. b. Mudcat Inn Access Area — Acquire approximately 1 to 5 acres in the vicinity of Mudcat Inn and develop a canoe /kayak access facility with approximately ten gravel parking spaces. 11. Wateree Development a. Wateree Creek Access Area —Provide a fishing pier, a 5 to 10 table picnic facility, restrooms, and an approximately ten -space gravel parking area. b. Molly Creek Park —Acquire approximately 100 acres and provide a swimming area, paved parking, restrooms, trails, bank and pier fishing, picnic facilities, and trailered boat access. C -W CRA Sig Copy (Rev 1) 10 -20 -06 A - 21 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement c. Lake Wateree State Park Management Zone — Offer the SCDPRT a nominal -cost lease for the term of this license for the Lake Wateree State Park management zone (up to 300 horizontal feet lakeward from full pond elevation) along the shoreline adjoining the state park. d. Colonels Creek Access Area — Provide a courtesy dock, swimming area, restrooms, picnic shelter, and additional paved parking. e. Taylors Creek Access Area — Expand the existing access area by approximately three acres (total of approximately 10 acres) and provide approximately 10 gravel parking spaces. f. Lugoff Access Area — Provide restrooms and improved gravel parking. (C) The RMP shall also include: (i) maps that clearly identify all existing and proposed recreational sites and public access areas in relation to the Catawba - Wateree Project Boundaries; (ii) maps that clearly identify where the Project Boundaries are to be modified such that all land areas associated with the measures listed in Paragraph (B) are incorporated into the Project; (iii) conceptual facility site plans for each site; (iv) facility construction schedules grouped in five -year increments; (v) descriptions of how new facilities will be constructed and new and existing facilities will be, operated and maintained, including identification of the entity or entities responsible; (vi) procedures for temporary closures of Project recreational sites; (vii) a discussion of how the needs of the disabled were considered in the planning and design of the recreation facilities and public access; (viii) a discussion of how Low Impact Development practices were considered in the planning and design of the recreation facilities, and (ix) a description of the standardized recreational signage program for the recreational sites. (D) The Licensee shall include with the RMP documentation of consultation with the agencies, local governments, and other interested parties identified in Paragraph (A), copies of comments and recommendations on the Plan after it has been prepared and provided to the agencies, local governments, and other interested parties, and specific descriptions of how the agencies', local governments', and other interested parties' comments and recommendations received are accommodated by the Plan. The Licensee shall allow a minimum of 30 days for the agencies, local governments, and other interested parties to comment prior to filing the Plan with the Commission. If the Licensee does not adopt a recommendation, the filing shall include the Licensee's reasons. (E) The Commission reserves the right to require changes to the RMP. The Licensee shall implement the RMP as approved by the Commission, including any changes required by the Commission. For the first 20 years following the issuance of this license, the Licensee shall file with the Commission a biennial report of the progress made by the Licensee on completing the measures in the RMP. If the Licensee determines that any measure in the Commission - approved RMP cannot be implemented or its implementation will be delayed beyond the Commission - approved schedule, the Licensee shall notify the Commission and file for approval of the Licensee's alternative proposal. (F) Any structure or facility built or installed in accordance with the Commission - approved RMP that is within the Project Boundaries or proposed to be within the Project Boundaries shall be shown on the as -built drawings which shall be filed C -W CRA Sig Copy (Rev 1) 10 -20 -06 A - 22 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement with the Commission following the completion of construction for each recreation area. END OF PROPOSED LICENSE ARTICLE ARTICLE — Recreation Planning (A) At 20 years following the issuance of this license, and repeated at every subsequent 10 years during the term of this license, to protect and enhance recreation resources at the Catawba - Wateree Project, the Licensee shall complete a review of the Project's recreation needs that includes: (i) a recreation use and needs assessment and (ii) identification of any additional public recreation facility needs at the Project. The Licensee shall file with the Commission, for approval, a supplement to the Recreation Management Plan describing in detail additional activities or facilities to be developed including construction schedules and how these new facilities as well as existing facilities will be operated and maintained. (B) The Licensee shall consult with the North Carolina Department of Environment and Natural Resources, the North Carolina Wildlife Resources Commission, the South Carolina Department of Parks, Recreation and Tourism, the South Carolina Department of Natural Resources, local governments, and other interested parties to provide recommendations on the assessment and the Plan. The Licensee shall include with its RMP supplement documentation of consultation with the above agencies, local governments and other interested parties, copies of comments and recommendations on the supplement after it has been prepared and provided to the agencies, local governments and other interested parties, and specific descriptions of how the agencies', local governments', and other interested parties' comments and recommendations are accommodated by the supplement. The Licensee shall allow a minimum of 30 days for the agencies, local governments, and other interested parties to comment prior to filing the supplement with the Commission, for approval. If the Licensee does not adopt a recommendation, the filing shall include the Licensee's reasons. END OF PROPOSED LICENSE ARTICLE A -10.0 Shoreline Management Articles ARTICLE — Shoreline Management Plan (A) The Shoreline Management Plan filed with the license application is approved and incorporated into this license. (B) The Shoreline Management Guidelines are approved as part of the Shoreline Management Plan with the understanding that the Licensee has reserved the right to make minor changes to the Guidelines. The Shoreline Classification Maps and associated Lake Use Restrictions filed with the license application are also approved as part of the Shoreline Management Plan with the understanding that the Licensee has reserved the right to make changes to the maps to protect newly discovered resources such as archaeological or historic C -W CRA Sig Copy (Rev 1) 10 -20 -06 A - 23 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement sites, Threatened or Endangered Species, Special Concern Species, or to correct errors. The Commission reserves the right to review such changes. Upon the issuance of this license, the Licensee shall implement the Commission - approved Shoreline Management Plan including the Shoreline Management Classification Maps and associated Lake Use Restrictions and Shoreline Management Guidelines. (C) The Commission reserves the right to require changes to the Shoreline Management Plan at any time during the term of this license. END OF PROPOSED LICENSE ARTICLE ARTICLE — Shoreline Management Plan Review and Update Procedures (A) At ten years following the issuance of this license, and every ten years thereafter for the term of this license, the Licensee shall file with the Commission, for approval, a revised Shoreline Management Plan (SMP). In developing the revised SMP, the Licensee shall convene and consult with a workgroup consisting of the North Carolina Department of Environment and Natural Resources, the North Carolina Wildlife Resources Commission, the South Carolina Department of Parks, Recreation and Tourism, the South Carolina Department of Natural Resources, the U.S. Fish and Wildlife Service, local governments and other interested parties to review the implementation of the SMP and recommend potential modifications. The Licensee shall include with the revised SMP filing documentation of consultation with the above agencies, local governments, and other interested parties copies of comments and recommendations on the revised SMP, after it has been prepared and provided to the agencies, local governments and other interested parties, and specific descriptions of how comments and recommendations received are accommodated by the revised SMP. The Licensee shall allow a minimum of 30 days for the agencies, local governments, and other interested parties participating in the workgroup to comment prior to filing the revised SMP with the Commission for approval. If the Licensee does not adopt a recommendation, the revised -SMP filing shall include the Licensee's reasons. (B) Coincident with filing the revised SMP in accordance with Paragraph (A) above, the Licensee shall update and file with the Commission the Shoreline Classification Maps to include changes in the Project's shoreline development. END OF PROPOSED LICENSE ARTICLE A -11.0 Cultural Resources Article ARTICLE — Historic Properties (A) The Historic Properties Management Plan (HPMP) filed with this license application is approved and incorporated into this license. Within 60 days following the issuance of this license, the Licensee shall implement the HPMP. The Commission reserves the right to require changes to the HPMP at any time during the term of this license. C -W CRA Sig Copy (Rev 1) 10 -20 -06 A - 24 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement (B) The Licensee shall implement any existing Programmatic Agreement for the Project regarding historic properties management and protection including, but not limited to, the Commission - approved HPMP. In the event that the Programmatic Agreement is terminated or does not exist, the Licensee shall implement the provisions of its approved HPMP. END OF PROPOSED LICENSE ARTICLE C -W CRA Sig Copy (Rev 1) 10 -20 -06 A - 25 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement (intentionally blank) C -W CRA Sig Copy (Rev 1) 10 -20 -06 A-26 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement APPENDIX B: PARTIES AND DESIGNATED REPRESENTATIVES 3 These entities are Parties to this Agreement provided their duly authorized representatives sign this Agreement. The Licensee will maintain the contact information included in this Appendix B on its Web site. All Parties shall notify the Licensee of changes to the contact information for the Party's Designated Representative. C -W CRA Sig Copy (Rev 1) 10 -20 -06 B - 1 Designated Representative Party 3 with Title Mailing Address Overnight Express Address Duke Energy Carolina's, LLC and Jeffrey G. Lineberger Duke Energy Duke Energy Duke Energy Corporation Manager of Hydro Licensing PO Box 1006 526 S. Church St Charlotte, NC 28201 Charlotte, NC 28202 Alexander County, NC Sylvia Turnmire 6125 NC Hwy 16 South 6125 NC Hwy 16 South Director of Planning & Development Taylorsville, NC 28681 Taylorsville, NC 28681 American Whitewater Kevin Colburn 1035 Van Buren Street 1035 Van Buren Street National Stewardship Director Missoula, MT 59802 Missoula, MT 59802 Area II Soil & Water Conservation Jack Huss 3152 Mineral Springs Mountain Road 3152 Mineral Springs Mountain Road Districts Supervisor Valdese, NC 28690 Valdese, NC 28690 Bowater Incorporated Dale Herendeen P.O. Box 7 5300 Cureton Ferry Road Catawba, SC 29704 Catawba, SC 29704 Burke County, NC Marc Collins P.O. Box 219 110 N Green Street Morganton, NC 28680 Morganton, NC 28680 Caldwell County, NC Randy Feierabend 30 Falls Ave., Suite 3 30 Falls Ave., Suite 3 Planning Director Granite Falls, NC 28630 Granite Falls, NC 28630 Carolina Canoe Club Maurice Blackburn P.O. Box 12932 432 Gum Branch Road Raleigh, NC 27606 Charlotte, NC 28214 Catawba County, NC Mary K. George, AICP P.O. Box 389 100 -A Southwest Blvd. Catawba County Planning Newton, NC 28658 Newton, NC 28658 Catawba Indian Nation Wenonah Haire P.O. Box 750 1536 Tom Steven Rd Executive Director, Catawba Cultural Rock Hill, SC 29731 Rock Hill, SC 29731 Preservation Project 3 These entities are Parties to this Agreement provided their duly authorized representatives sign this Agreement. The Licensee will maintain the contact information included in this Appendix B on its Web site. All Parties shall notify the Licensee of changes to the contact information for the Party's Designated Representative. C -W CRA Sig Copy (Rev 1) 10 -20 -06 B - 1 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement C -W CRA Sig Copy (Rev 1) 10 -20 -06 B - 2 Designated Representative Party3 with Title Mailing Address Overnight Express Address Catawba Indian Nation Tribal Historic Wenonah Haire P.O. Box 750 1536 Tom Steven Rd Preservation Office Executive Director, Catawba Cultural Rock Hill, SC 29731 Rock Hill, SC 29731 Preservation Project Catawba Lands Conservancy Dave Cable 105 West Morehead Street 105 West Morehead Street Executive Director Charlotte, NC 28202 Charlotte, NC 28202 Catawba Regional Council of Mike Vead P.O. Box 450 215 Hampton Street, Suite 200 Governments Senior Planner Rock Hill, SC 29731 Rock Hill, SC 29731 Catawba Valley Heritage Alliance Phil Piaski 1755 Summit Oaks Lane 1755 Summit Oaks Lane Claremont, NC 28610 Claremont, NC 28610 Catawba - Wateree Relicensing Vicki Taylor 108 Coventry Hills Lane 108 Coventry Hills Lane Coalition Troutman, NC 28166 Troutman, NC 28166 Centralina Council of Governments A. R. Sharp, Jr. P.O. Box 35008 Midtown Plaza Building Executive Director Charlotte, NC 28235 1300 Baxter Street, Suite 450 Charlotte, NC 28204 Chester Metropolitan District Mike Medlin P.O. 550 155 Wylie Street Chester, SC 29706 Chester, SC 29706 City of Belmont, NC Barry Webb P.O. Box 431 115 N Main Street Belmont, NC 28012 Belmont, NC 28012 City of Camden, SC Don Goode 221 Leonard Circle 221 Leonard Circle Camden, SC 29020 Camden, SC 29020 City of Charlotte, NC Douglas Bean 5100 Brookshire Boulevard 5100 Brookshire Boulevard Director, Charlotte - Mecklenburg Charlotte, NC 28216 Charlotte, NC 28216 Utilities City of Gastonia, NC J. Phillip Bombardier P.O. Box 1748 1300 N. Broad Street Asst. City Manager Gastonia, NC 28053 -1748 Gastonia, NC 28054 City of Hickory, NC Tom Carr P.O. Box 398 76 N Center Street Hickory, NC 28603 Hickory, NC 28603 City of Morganton, NC Don Danford 305 E. Union Street Ste A -100 305 E. Union Street Ste A -100 Director, Water Resources Morganton, NC 28680 -3448 Morganton, NC 28680 -3448 City of Mount Holly, NC James Friday 131 S Main Street 131 S Main Street Mt. Holly, NC 28120 Mt. Holly, NC 28120 City of Rock Hill, SC Nick Stegall P.O. Box 11706 349 Columbia Avenue Rock Hill, SC 29732 -1706 Rock Hill, SC 29732 -1706 C -W CRA Sig Copy (Rev 1) 10 -20 -06 B - 2 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement C -W CRA Sig Copy (Rev 1) 10 -20 -06 B - 3 Designated Representative Party3 with Title Mailing Address Overnight Express Address Crescent Resources, LLC Hank Higgins P.O. Box 1003 400 South Tryon Street, Suite 1300 Director, Land Sales Charlotte, NC 28201 -1003 Charlotte, NC 28202 Foothills Conservancy Tom Kenney P.O. Box 3023 135 W Union Street Land Protection & Planning Director Morganton, NC 28680 Morganton, NC 28680 Gaston County, NC Jim Burke P.O. Box 1578 Gaston County Citizens Resource Gastonia, NC 28053 -1578 Center NC Cooperative Extension Service 1303 Dallas - Cherryville Highway (Hwy 279W) Dallas, NC 28034 Great Falls Hometown Association Glinda Coleman P.O. Box 215 401 Dearborn Street Great Falls, SC 29055 Great Falls, SC 29055 Harbortowne Marina John Maxwell P.O. Box 6122 2119 Hopedale Avenue Charlotte, NC 28207 Charlotte, NC 28207 International Paper John Baker 4001 McCords Ferry Road 4001 McCords Ferry Road Environmental Engineering Manager Eastover, SC 29044 Eastover, SC 29044 Iredell County, NC Steve Warren P.O. Box 788 227 South Center Street Planning Supervisor Statesville, NC 28677 Statesville, NC 28687 Kershaw County, SC Brenda Wilhite 515 Walnut Street 515 Walnut Street Camden, SC 29020 Camden, SC 29020 Kershaw County Conservation Jim McLeod P.O. Box 612 609 Laurens Street District Camden, SC 29020 Camden, SC 29020 Lake James Homeowners Bruce Whipple 2409 Lake Forest Cove 2409 Lake Forest Cove Nebo, NC 28761 Nebo, NC 28761 Lake Wateree Association Gary Faulkenberry P.O. Box 2132 2668 Singleton Creek Rd Camden, SC 29020 Liberty Hill, SC 29074 Lake Wylie Marine Commission Ron Montgomery 5842 Charlotte Highway 5842 Charlotte Highway Lake Wylie, SC 29710 Lake Wylie, SC 29710 Lancaster County Water & Sewer Chief Administrative Staff Person of P.O. Box 214 5107 Riverside Road District the Catawba River Water Treatment Van Wyck, SC 29744 Van Wyck, SC 29744 Plant Lincoln County, NC Steve Gilbert 115 West Main Street, Second Floor 115 West Main Street, Second Floor Director of Public Utilities Lincolnton, NC 28092 Lincolnton, NC 28092 C -W CRA Sig Copy (Rev 1) 10 -20 -06 B - 3 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement C -W CRA Sig Copy (Rev 1) 10 -20 -06 B - 4 Designated Representative Party3 with Title Mailing Address Overnight Express Address Lugoff -Elgin Water Authority Mike Hancock P.O. Box 125 88 Boulware Road General Manager Lugoff, SC 29078 Lugoff, SC 29078 McDowell County, NC Ashley Wooten 60 East Court Street 60 East Court Street Assistant to the County Manager Marion, NC 28752 Marion, NC 28752 Mecklenburg County, NC David Buetow 700 North Tryon Street Suite 205 700 North Tryon Street Suite 205 Charlotte, NC 28202 Charlotte, NC 28202 Mountain Island Lake Association Pam Beck 405 Nivens Cove Road 405 Nivens Cove Road Mt. Holly, NC 28120 Mt. Holly, NC 28120 Mountain Island Lake Marine Mike McLaurin P.O. Box 35008 1300 Baxter St, Suite 450 Commission Executive Director Charlotte, NC 28235 -5008 Charlotte, NC 28235 -5008 North Carolina Dept. of Environment Steve Reed 1611 Mail Service Center 11t' Floor Archdale Building and Natural Resources with its Hydropower Licensing Coordinator Raleigh, NC 27699 -1611 512 North Salisbury Street Divisions of Forest Resources, Parks Raleigh, NC 27604 and Recreation, Water Quality, and Water Resources North Carolina Wildlife Federation Richard Mode 206 Woodlawn Drive 206 Woodlawn Drive Affiliate Representative to National Morganton, NC 28655 Morganton, NC 28655 Wildlife Federation North Carolina Wildlife Resources Chris Goudreau 645 Fish Hatchery Road 645 Fish Hatchery Road Commission Hydropower Relicensing Coordinator Marion, NC 28752 Marion, NC 28752 R & N Marina Rick Barnes 5803 Icard Ridge Road 5803 Icard Ridge Road Hickory, NC 28601 Hickory, NC 28601 South Carolina Dept. of Archives and Rebekah Dobrasko 8301 Parklane Road 8301 Parklane Road History Columbia, SC 29223 Columbia, SC 29223 South Carolina Dept. of Natural Barry Beasley P.O. Box 167 1000 Assembly Street Resources Columbia, SC 29202 Columbia, SC 29202 South Carolina Dept. of Parks, Tony Bebber 1205 Pendleton Street 1205 Pendleton Street Recreation and Tourism Planning Manager Columbia, SC 29201 Columbia, SC 29201 South Carolina Electric & Gas Gary Williams 142 Wateree Station Road 142 Wateree Station Road Eastover, SC 29044 Eastover, SC 29044 South Carolina Wildlife Federation Angela Viney 2711 Middleburg Dr., Ste. 101 2711 Middleburg Dr., Ste. 101 Executive Director Columbia, SC 29204 Columbia, SC 29204 Springs Global US, Inc. Keith Griffin P.O. Box 70 205 N White Street Manager, Water Quality Systems Fort Mill, SC 29716 Fort Mill, SC 29716 C -W CRA Sig Copy (Rev 1) 10 -20 -06 B - 4 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement C -W CRA Sig Copy (Rev 1) 10 -20 -06 B - 5 Designated Representative Party3 with Title Mailing Address Overnight Express Address Town of Davidson, NC Dawn Blobaum P.O. Box 579 216 S. Main Assistant Town Manager Davidson, NC 28036 Davidson, NC 28036 Town of Great Falls, SC H.C. Starnes 810 Dearborn Street 810 Dearborn Street Mayor Great Falls, SC 29055 Great Falls, SC 29055 Town of Valdese, NC Jeff Morse 121 Faet Street 121 Faet Street Town Manager Valdese, NC 28690 Valdese, NC 28690 Trout Unlimited, Inc. Michael R. "Squeak" Smith 4281 Bill Epley Ave 4281 Bill Epley Ave Morganton, NC 28655 Morganton, NC 28655 Union County, NC Chief Administrative Staff Person of P.O. Box 214 5107 Riverside Road the Catawba River Water Treatment Van Wyck, SC 29744 Van Wyck, SC 29744 Plant Wateree Homeowners Association — Randy Humphries 1977 Rolling Hills Rd. 1977 Rolling Hills Rd. Fairfield County Ridgeway, SC 29130 Ridgeway, SC 29130 Western Piedmont Council of Sam Erwin P.O. Box 9026 736 4th Street, SW Governments Environmental Administrator Hickory, NC 28603 Hickory, NC 28603 York County, SC Anna Wilson York County Ag Building York County Ag Building Assistant County Manager 6 South Congress Street 6 South Congress Street York, SC 29745 York, SC 29745 York County Culture & Heritage Harry Exell 4621 Mt. Gallant Road 4621 Mt. Gallant Road Commission Deputy Director Rock Hill, SC 29732 Rock Hill, SC 29732 William B. Cash William B. Cash 4515 NC 181 4515 NC 181 Morganton, NC 28655 Morganton, NC 28655 Shirley M. Greene Shirley M. Greene 1037 Deer Run Road 1037 Deer Run Road Ridegway, SC 29130 Ridegway, SC 29130 Frank J. Hawkins Frank J. Hawkins 1005 Jackson Road 1005 Jackson Road Fort Lawn, SC 29714 Fort Lawn, SC 29714 Timothy D. Mead Timothy D. Mead 7124 Chapparall Lane 7124 Chapparall Lane Charlotte, NC 28215 Charlotte, NC 28215 Merlin F. Perry Merlin F. Perry 811 Powell Road NE 811 Powell Road NE Lenoir, NC 28645 -3739 Lenoir, NC 28645 -3739 Joseph W. Zdenek Joseph W. Zdenek 752 Harrell Street 752 Harrell Street Rock Hill, SC 29730 Rock Hill, SC 29730 C -W CRA Sig Copy (Rev 1) 10 -20 -06 B - 5 Catawba - Wateree Project (FERC No. 2232) Comprehensive Relicensing Agreement (intentionally blank) C -W CRA Sig Copy (Rev 1) 10 -20 -06 B - 6