Prince William Sound Regional Citizens’ Advisory …...2009/06/17 · flowed through the...

Prince William Sound Regional Citizens’ Advisory Council

Volunteer Handbook

Updated June, 2009

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Contents

Section 1 What is the Prince William Sound Regional Citizens’ Advisory Council?

Section 2 Prince William Sound RCAC Policies

Section 3 Conflict of Interest

Code of Conduct

Section 4 Acronym List

Section 5 Company Roster Organizational Chart

Section 6 Prince William Sound RCAC - Alyeska Contract

Section 7 Prince William Sound RCAC Bylaws

Section 8 Oil Pollution Act of 1990

NOTE: Sections may occasionally be updated. When you are sent updates,

please remove the old section and replace it with the new section.

“Citizens promoting environmentally safe operation of the Alyeska terminal and associated tankers.”

WHAT IS PRINCE WILLIAM SOUND REGIONAL CITIZENS’ ADVISORY COUNCIL?

The Prince William Sound Regional Citizens’ Advisory Council (PWSRCAC) is an independent non-profit corporation formed in 1989 after the Exxon Valdez oil spill. PWSRCAC provides a voice for communities and citizens on oil industry decisions that may affect them.

MISSION: CITIZEN INVOLVEMENT The PWSRCAC Board of Directors is composed of citizens who represent communities and interest groups. Citizens are also involved in PWSRCAC (along with technical experts) through volunteer committees that advise the Board on policy decisions and work projects undertaken by staff. The committees are organized by program area:

• Oil Spill Prevention and Response • Terminal Operations and Environmental Monitoring • Port Operations and Vessel Traffic Systems • Scientific Advisory • Information and Education

RESPONSIBILITIES • Provide a voice for local communities and citizens in the policies and

decisions that affect them. • Advise Alyeska and the public on oil spill prevention and response, and

ways to mitigate the environmental impact of terminal and tanker operations.

• Monitor terminal and tanker operations and implementation of spill prevention and response plans.

• Increase public awareness of Alyeska’s current capabilities and spill prevention and response and the environmental impacts of oil transportation.

• Foster long term partnerships with industry, government and local communities.

• Conduct independent research.

BACKGROUND Citizens in Prince William Sound communities had for years urged Alyeska to establish a citizens’ advisory group, but it was only after the 1989 oil spill that support for citizens involvement became widespread. PWSRCAC was established as a mechanism for ensuring continued involvement of citizens in the region impacted by the transport of oil through Prince William Sound. Under the provisions of its contract with Alyeska Pipeline Service Co., PWSRCAC receives annual funding of approximately $2.7 million and access to many Alyeska facilities.

PWSRCAC’s work is guided by the contract and by the Oil Pollution Act of 1990 (OPA 90). This federal law, passed in response to the 1989 oil spill, established two pilot programs in Alaska for citizen oversight of oil terminal and tanker operations. PWSRCAC is certified as the program for Prince William Sound.

HISTORY

THE FIRST CITIZENS’ ADVISORY GROUP FOR PRINCE WILLIAM SOUND In July 1989, Alyeska pulled together a group representing various communities and interests impacted by the spill to work with Alyeska on oil spill prevention and response in Prince William Sound. In December 1989, a group comprised of some of these same individuals, as well as others, incorporated as the non-profit Regional Citizens’ Advisory Council. Then, in February 1990, PWSRCAC and Alyeska signed a contract ensuring for PWSRCAC absolute independence from Alyeska, access to Alyeska facilities, guaranteed annual funding, and assurance that the contract would last as long as oil flowed through the trans-Alaska pipeline.

THE VALUE OF CITIZENS’ INVOLVEMENT The 1989 Exxon Valdez experience demonstrated that the oil industry could learn from people who live and work in the region affected by the terminal and tanker operations. A moral imperative also emerged from the Exxon Valdez spill: those people with the most to lose from oil pollution must have a voice in the decisions that put their livelihoods and communities at risk.

WHAT GUIDES PWSRCAC’S WORK? While the contract between PWSRCAC and Alyeska stands on its own, the relationship is reinforced and codified by provisions of the Oil Pollution Act of 1990 (OPA 90). OPA 90 requires Alyeska to establish and fund a citizens’ advisory group. The law allowed an existing nonprofit organization to be certified as the required citizens’ groups. PWSRCAC met the intent and requirements of OPA 90, and continues to be re-certified

by the U.S. Coast Guard every year as the designated citizens’ advisory group for Prince William Sound.

THE PWSRCAC-ALYESKA CONTRACT Under the terms of its contract, the PWSRCAC provides specific services to Alyeska and the public. They include:

• Review, monitor, comment on, and increase public awareness of: Alyeska’s oil spill response and prevention plans; Alyeska’s prevention and response capabilities; Alyeska’s environmental protection capabilities; and actual and

potential environmental impacts of terminal and tankers. • Comment on and participate in monitoring and assessing the

environmental, social and economic consequences of oil related accidents. • Provide input on actual and potential environmental impacts in or near

Prince William Sound. • Comment on the design and measures to mitigate the consequences of oil

spills and other environmental impacts of terminal and tanker operations. • Participate in the development of oil spill prevention and response plans,

annual plan review and periodic review of operations under the plan including training and oil spill drills.

• Participate in the selection of research and development projects.

The contract also states that PWSRCAC may work on other related issues not specifically identified when the contract was written.

THE OIL POLLUTION ACT OF 1990 The PWSRCAC is certified by the U.S. Coast Guard as the voluntary advisory council for Prince William Sound under authority delegated by the President of the United States. As outlined by OPA 90, PWSRCAC’s mandate is to:

• Advise and make recommendations on policies, permits, and site-specific regulations relating to the oil terminal and associated tankers;

• Monitor the environmental impacts of the terminal and tankers; • Monitor terminal and tanker operations that affect or may affect the

environment in the terminal vicinity; • Review the adequacy of oil spill prevention and contingency plans for

crude oil tankers operating in Prince William Sound; • Advise and make recommendations on port operations, policies and

practices; and

• Recommend standards and modifications for terminal and tanker operations to minimize the risk of oil spills and other environmental impacts, and enhance oil spill prevention and response.

ORGANIZATIONAL STRUCTURE

MEMBERS PWSRCAC has 18 voting member entities established in its bylaws. They include villages, cities, and groups representing native Alaskans, conservation, tourism, commercial fishing and aquaculture. All member entities were affected in some way by the 1989 Exxon Valdez oil spill, and all have a significant stake in the prevention of oil pollution and protection of marine resources in the area.

PWSRCAC member organizations are:

Organization Since City of Cordova* 1989 City of Homer* 1989 City of Kodiak* 1989 City of Seldovia* 1989 City of Seward* 1989 City of Valdez* 1989 City of Whittier* 1989 Kenai Peninsula Borough* 1989 Chugach Alaska Corporation* 1989 Cordova District Fishermen United* 1989 Kodiak Island Borough* 1989 Kodiak Village Mayors Association* 1989 Prince William Sound Aquaculture Corporation* 1989 Alaska State Chamber of Commerce 1990 Alaska Wilderness Recreation and Tourism Association 1992 Community of Tatitlek 1992 Community of Chenega Bay 1992 Oil Spill Region Environmental Coalition 1994 *charter member

EX-OFFICIO MEMBERS PWSRCAC bylaws also provide for 10 Ex-Officio, or non-voting member(s), in order to keep local government better informed about the activities of PWSRCAC under its contract with Alyeska.

PWSRCAC Ex-Officio members are:

• Alaska Department of Environmental Conservation (ADEC) • Alaska Department of Fish and Game (ADF&G) • Alaska Department of Military Affairs, Division of Homeland Security

and Emergency Management (DHS&EM) • Alaska Department of Natural Resources (ADNR) • U.S. Coast Guard (USCG) • U.S. Department of the Interior, Office of Environmental Affairs (DOI) • U.S. Environmental Protection Agency (EPA) • U.S. Forest Service (USFS) • U.S. National Oceanic and Atmospheric Administration (NOAA) • Oil Spill Recovery Institute (OSRI) [1998] • Bureau of Land Management (BLM)

BOARD OF DIRECTORS

MAJOR RESPONSIBILITIES OF BOARD OF DIRECTORS The National Center for Nonprofit Boards, in “Ten Basic Responsibilities of Nonprofit Boards”, itemized the following 10 responsibilities for nonprofit boards. There are many different views on the role of a nonprofit Board; this is just one example:

1. Determine the organization’s mission and purpose. 2. Select the Executive Director. 3. Support the Executive Director and review his or her performance. 4. Ensure effective organizational planning. 5. Ensure adequate resources. 6. Manage resources effectively. 7. Determine and monitor the organization’s programs and services. 8. Enhance the organization’s public image. 9. Serve as a court of appeal. 10. Assess its own performance.

For more information on non-profit boards see PWSRCAC’s website at www.pwsrcac.org.

http://www.pwsrcac.org/

BOARD APPOINTMENTS Each member organization appoints a representative to serve on the PWSRCAC Board of Directors, often referred to as “the council”. Member groups have one seat each on the council with the exception of the City of Valdez, which has two. Board members serve at the pleasure of the organization they represent as long as they comply with PWSRCAC bylaws and policies. Board members serve staggered two-year terms, and currently there are no term limits. Seating of new and re-appointed board members occurs at the PWSCRAC annual meeting every January.

Ideally, board members are individuals who:

• Understand the needs, perspectives and concerns of their community or interest group.

• Have a familiarity with oil transportation issues. • Have a schedule flexible enough to allow travel. • Are committed to promoting environmental protection and fostering

cooperative relationships with industry and regulatory agencies.

Each director is encouraged to participate in one of PWSRCAC’s five volunteer committees and may also serve on special board committees such as the Board’s Legislative Affairs Committee and Finance Committee.

EXECUTIVE COMMITTEE The Executive Committee (XCOM) is a subset of the full board of directors, made up of PWSRCAC’s elected officers. It has decision-making authority between regular quarterly board meetings. The XCOM has the authority to authorize contracts of up to $30,000.00 and approves out-of-state travel for volunteers and out of country travel for volunteer and staff. The XCOM works on a majority basis, but if agreement cannot be reached, the issue is taken to the full council. XCOM meetings are usually held once every two weeks by teleconference and agendas are widely distributed. All Board and committee members are welcome to attend XCOM meetings.

CODE OF CONDUCT/CONFLICT OF INTEREST AND RESIDENCY As a volunteer for PWSRCAC, you will be asked to sign two forms: Code of Conduct and Statement of Residency and Conflict of Interest. PWSRCAC expects all persons who are appointed, volunteer, or are hired to serve the organization will conduct themselves in accordance with the PWSRCAC Code of Conduct. In addition, PWSRCAC bylaws state that no director shall be an employee of Alyeska Pipeline

Service Company, Trans Alaska Pipeline System Owner Companies or shippers of Alaska North Slope crude oil.

If you are new to PWSRCAC, a staff member will be contacting you soon regarding both of these forms. For your information, the forms are located in Section 3. Be sure to review each document in its entirety before signing.

VOLUNTEER COMMITTEES

PWSRCAC has five permanent volunteer committees. Volunteer members are primarily citizens from the communities in the region affected by the 1989 Exxon Valdez oil spill. Committees work with staff on projects, study and deliberate current oil transportation issues and formulate their own advice and recommendations to the full PWSRCAC board of directors. The committees provide an avenue for public participation in PWSRCAC’s work.

New committee volunteers are recruited annually and seated after a board election at the PWSRCAC annual meeting every May. Volunteers serve two-year terms. There are no term limits.

The five PWSRCAC volunteer committees are:

• OIL SPILL PREVENTION AND RESPONSE COMMITTEE (OSPR) Mission Statement: “The Oil Spill Prevention and Response Committee (OSPR) works to minimize the risk and impacts associated with oil transportation through strong spill prevention and response measures, adequate contingency planning and effective regulations.” Projects that actively involve the OSPR Committee include monitoring state and federal laws, reviewing oil spill response contingency plans, monitoring and participating in oil spill drills, and investigating developments in prevention, containment, response and clean up technology. Support staff for the OSPR Committee is located in Anchorage.

• PORT OPERATIONS AND VESSEL TRAFFIC SYSTEMS (POVTS) Mission Statement: “The Port Operation and Vessel Traffic Systems Committee (POVTS) monitors port and tanker operations in Prince William Sound.” The committee monitors and recommends improvements in the vessel traffic and navigation systems. Projects include a study of disabled tanker towing, a study of the human factors in tanker accidents, tanker monitoring for structural integrity,

and the Reef Island ice detection radar system. Support staff for the POVTS Committee is located in Valdez.

• SCIENTIFIC ADVISORY COMMITTEE (SAC) Mission Statement: “Scientists and citizens promoting the environmentally safe operations of the terminal and tankers through independent scientific research, environmental monitoring, and review of scientific work.” The Scientific Advisory Committee (SAC) is the main advisor for two major projects: environmental monitoring and strategies to mitigate the human impacts of a major oil spill. SAC members are also actively involved in projects that analyze the use of dispersants, in-situ burning and bioremediation. Additionally, the SAC Committee maintains a database of scientific experts and coordinates with other related organizations. More so than the other committees, SAC members are selected on the basis of specific fields of scientific expertise. Support staff for the SAC Committee is located in Anchorage.

• TERMINAL OPERATIONS AND ENVIRONMENTAL MONITORING (TOEM) Mission Statement: “The Terminal Operations and Environmental Monitoring Committee (TOEM) identifies actual and potential sources of episodic and chronic pollution at the Valdez Marine Terminal.” Most of TOEM’s work focuses on ballast water treatment and its impacts on water quality in Port Valdez, and on air quality issues stemming from hydrocarbons emitted during tanker loading. TOEM monitors and comments on air and water quality standards, reviews operating permits at the terminal, conducts independent research and monitors terminal maintenance. Support staff for the TOEM Committee is located in Valdez.

• INFORMATION AND EDUCATION COMMITTEE (IEC) Mission Statement: “The Information and Education Committee (IEC) fosters public awareness, responsibility and participation through information and education.” The contract with Alyeska includes: “Increase public awareness of Alyeska oil spill response and prevention capabilities, environmental protection capabilities, and actual and potential environmental impacts of Terminal and tanker operations.” Goals of the committee include reducing complacency, identifying youth from the Exxon Valdez oil spill region and encouraging them to get involved with the council and its projects, facilitating teachers, giving

presentations on the council and its projects to students and teaching about the spill and spill prevention. The committee also assists with outreach on council projects.

COMMITTEE ROLE IN PWSRCAC Much of PWSRCAC’s work is done through these five committees made up of board members, technical experts, and local citizens with an interest in making oil transportation safer in Alaska. All committee generated advice and recommendations are presented to the council for consideration. Committee members and staff work together to move projects forward. Committees often do work together with representatives of Alyeska, other industry groups, regulatory agencies and other outside groups on special projects and in working groups. However, committees have no authority independent of the council.

COMMITTEE STRUCTURE Volunteers are appointed to committees by the board in an annual application process, completed in consultation with committee chairs and staff. Volunteers are appointed for staggered two-year terms. Each committee has at least one member from the PWSRCAC board of directors. This committee structure is stipulated in PWSRCAC’s bylaws and in OPA 90.

TIME COMMITMENT Most committees meet every four to six weeks and often by teleconference because many members live in remote communities throughout Southcentral Alaska. Most members should anticipate donating 5-10 hours per month, although this will vary by committee.

EXPENSES AND REIMBURSEMENTS Volunteers are reimbursed for PWSRCAC approved travel, lodging and other expenses, such as conference registrations.

STAFF

PWSRCAC has an office in Anchorage and one in Valdez. See the Organizational Chart in Section 5.

EXECUTIVE DIRECTOR While the Board sets the course for PWSRCAC, the Executive Director is responsible for keeping PWSRCAC on course. He/she works for the Board of Directors.

DIRECTOR OF ADMINISTRATION The Director of Administration oversees planning, financial management, contracting and staff operations in support of PWSRCAC activities with direction from the Executive Director. He/she supervises the Financial Manager, Outreach Coordinator, and Anchorage Administrative Assistant.

DIRECTOR OF PROGRAMS The Director of Programs oversees staff management of all terminal, tanker, oil spill, drill monitoring and environmental monitoring programs and projects outlined in the annual work plans. He/she is the primary stand-in for the executive director as necessary. He/she supervises the Valdez Administrative Assistant, Valdez Project Manager Assistant, and Project Managers.

PROJECT MANAGERS Project Managers are responsible for the progress and completion of programs and projects. Some Project Managers also manage committee work.

FINANCIAL / IT MANAGER The Financial / IT Manager is responsible for all PWSRCAC financial matters including budget management, financial statements, payroll, benefits and reimbursements. He/she is also the network administrator which includes managing the web page as well as assisting in the purchase, installation and maintenance of computer systems.

DIRECTOR OF EXTERNAL AFFAIRS The Director of External Affairs develops and maintains effective relations of PWSRCAC with public, press, Alaska Legislature, U.S. Congress, and U.S. Coast Guard. He/she educates and informs multiple audiences about PWSRCAC and its work and issues via multiple outreach channels. He/she supervises the Project Managers and fills in for the Executive Director when needed.

OUTREACH COORDINATOR The Outreach Coordinator is responsible for promoting and maintaining relationships between PWSRCAC and the communities and organizations it represents.

EXECUTIVE ASSISTANT The Executive Assistant is the assistant to the Executive Director, the Board and the Executive Committee (XCOM). He/she coordinates all materials for the Board.

ADMINISTRATIVE ASSISTANTS Administrative Assistants are responsible for daily support functions of the offices, organizations of meetings, travel arrangements and reservations, and assistance to other staff as appropriate.

MEETINGS

BOARD MEETINGS The PWSRCAC Board of Directors meets three times a year for two-day meetings. The January meeting is held in Anchorage, the May meeting in Valdez, and the September meeting is rotated between the other PWSRCAC communities. Occasionally, special Board meetings are also conducted as needed (usually by teleconference).

A one day Joint Committee/Board workshop is held in December in Anchorage in conjunction with the annual Volunteer Appreciation Party each year.

The Board gives staff and committees overall direction about the work to be done in the coming year via the annual budget. The budget contains all programs and projects approved for that fiscal year. PWSRCAC operates on a July1-June 30 fiscal year.

Board Meetings are the time for staff and committees to bring forward their work in the form of contract proposals, position papers, funding requests, etc. These meetings are an opportunity for staff to get policy and project direction from the Board. Because many of the issues are complex and/or technical, directors receive extensive reading materials and are expected to review them before meetings.

OTHER PWSRCAC MEETINGS Other meetings and events include a long range planning meeting, Alyeska/PWSRCAC Executives meetings, budget workshop, staff retreat, and a volunteer appreciation party.

PWSRCAC GENERAL MEETING SCHEDULE

January – Long Range planning meeting, Annual meeting

Held in Anchorage Seat new directors Approve Long Range plan

May – Budget Workshop, Spring Annual meeting

Held in Valdez Approve new Budget Seat new committee volunteers Election of officers

September – Fall Annual meeting

Rotates between member Communities *

December – Volunteer Workshop

Volunteer Appreciation Party

* Fall Quarterly meetings are held throughout the region and generally rotate as follows: Homer, Kodiak, Cordova, Whittier, Seldovia, Kenai, Seward.

A complete listing of names and addresses for Board, committee, and staff members is included in Section 5.

PWSRCAC INFORMATION RESOURCES

PWSRCAC WEBSITE You will find PWSRCAC’s website at www.pwsrcac.org . Please familiarize yourself with the content of our Website. You will find many of our reports as well as information on current PWSRCAC events.

NEW VOLUNTEER INFORMATION PWSRCAC will provide all volunteers with a handbook and any other materials needed to help them become familiar with the projects they will be involved with.

TRAINING PWSRCAC provides training for its volunteers (e.g., tours of the Alyeska Valdez Marine Terminal). You will be notified when training sessions are scheduled. In the meantime, please contact the Outreach Coordinator if you have any questions or ideas about training.

COMMUNICATIONS: TELEPHONE, FAXES, AND E-MAIL PWSRCAC communicates with volunteers mainly through telephone calls, faxes and email. A list of current staff telephone numbers and email addresses is included in Section 5 and is updated regularly. If you need a current roster, you may contact one of the Administrative Assistants.

STAFF Committee members, board members, and the public are encouraged to use the PWSRCAC staff as a resource. Staff email address and telephone numbers are located in Section 5.

VOLUNTEER RESOURCES PWSRCAC provides a number of resources for Volunteers at PWSRCAC offices: access to computer hook-ups, wireless internet, and telephone. You are invited to use these resources at either office.

http://www.pwsrcac.org/

PUBLICATIONS PWSRCAC publishes a quarterly newsletter (The Observer), an annual report, and special reports as needed. These publications are excellent sources of updated information about PWSRCAC’s work and activities. You may contact the Anchorage office if you need copies of these publications.

RCAC Policies3/15/1990Date Approved

Board residency statement: Members of the board of directors must complete and sign an annual “Statement of Residency” form. Theform reads: “I certify that I am a resident of the State of Alaska.”

Board of Directors Category 100Policy No.

2/18/1992Date ApprovedConflict of Interest Statement: Directors shall annually declare in writing all financial ties to Alyeska Pipeline Service Company ormembers of the Alyeska consortium, excluding normal commercial purchases of petroleum products. No Director may vote at an RCACBoard meeting until the conflict of interest statement is signed.


2/18/1992Date ApprovedBoard Membership on Committees: At least one director shall serve on each RCAC standing committee.


2/18/1992Date ApprovedDirector Decisions: Board members who are absent from meetings must respect the positions, decisions and directions made at thosemeetings and become familiar with such decisions.


12/4/1998Date ApprovedExecutive Committee: The Executive Committee shall be composed of the officers of the corporation and up to three members-at-large.Staff shall distribute executive committee agendas to the full Board at least 3 business days prior to meetings. Any two Directors may filenotice of objection to any action taken by the executive committee within ten days of receipt of the minutes, at which time a full Boardmeeting will be scheduled to consider the matter. The Executive Committee will operate on a vote of the majority.


3/19/1992Date ApprovedRCAC Elections: The Board of Directors shall elect at their annual meeting an executive committee consisting of a President,Vice-President, Secretary, Treasurer and up to two members-at-large. A Board member who is attending the meeting by teleconferenceshall be allowed to vote by facsimile, or by telephone to the Executive Director or her/his designee. A Board member may not attend aboard meeting by teleconference solely for the purpose of the election and no attempt will be made to contact absent board members for theelection.


3/20/1992Date ApprovedOpen Meetings and Executive Sessions: Regular RCAC board meetings shall be conducted in public with prior notice having beengiven. When the board determines by majority vote that a matter is sensitive or confidential, the board may retire to executive session atwhich time only board members and invitees as the board determines to be necessary are allowed to remain. The decision as to whether amatter is sensitive or confidential is solely the perogative of the board and includes but is not limited to matters pertaining to a) finances, b)reputation or character of any person or entity; and c) legislative, legal and contractual issues. The reason for the executive session mustappear in the record and be announced in open session.


9/17/1992Date ApprovedDirector Responsibilities: Directors will review and understand RCAC’s bylaws and obligations under the Alyeska contract and OPA90.Directors will solicit input from and provide input to their member organizations. Directors will declare all potential conflicts of interest.Directors shall establish RCAC policy and official positions on specific issues, and approve the annual budget. Directors also hire, fire andevaluate the Executive Director.


5/5/2000Date ApprovedBoard Meeting Agendas: Any Board member wishing to place an issue on the official Board meeting agenda must submit the item(s) inthe form of a draft briefing sheet to the Executive Committee at least one week before the meeting. The issue shall either be placed on theagenda, or if the Executive Committee is concerned with the substance, time constraints or for any other reason does not feel comfortablewith placing the issue on the agenda, the Board member must be notified in writing as soon as possible that the issue was not placed on theagenda at that time. That item and any other similar items are to be briefly discussed at the beginning of the next Board meeting during theapproval of the agenda segment of the agenda. Each or all proposed agenda issue(s) not already on the agenda, whether submitted in thepacket or at the beginning of the meeting from a Director shall be voted on by a simple majority of the Board for either inclusion into thecurrent agenda, inclusion into the next board meeting agenda or the issue(s) is not supported by the Board.


12/4/1998Date ApprovedPolicy Exceptions: Any exceptions to approved RCAC policy may be considered on a case-by-case basis by the executive committee.The executive committee may grant policy exceptions by a majority vote it deems are justified. Policy exception requests will appear on theexecutive committee agenda and will be distributed to the full board at least 3 business days prior to the meeting.


page 1 Updated May 8, 2009


Action Without a Quorum in an Emergency: In the event of an emergency, including an oil spill, a threatened spill or a fire at the ValdezMarine Terminal or similar circumstances that require immediate action by the corporation and if a quorum of the Board or ExecutiveCommittee is unavailable, the Executive Director may exercise all powers to deal with the emergency that may be exercised by theExecutive Committee subject to the following limitations: (i) The Executive Director shall communicate with as many members of theBoard as can be contacted by phone, fax, e-mail or in person and shall notify those persons of his or her proposed actions; and (ii) TheExecutive Director shall convene a quorum of the Executive Committee as soon as possible to explain his or her prior actions.

For purposes of this policy, an emergency may exist when one of the following criteria is met: 1) PWS RCAC has been informed of adrill/spill by industry (i.e. Alyeska, BP, etc.); or 2) a spill is reported of 10 gallons or more; or 3) fishing vessels have been called out bySERVS; or 4) off-duty SERVS personnel have been called out; or 5) oil has been reported spilled on water and it is dark outside.

Full response activation involves the entire staff, and results in immediate notification to all Board members and member entities. Thedecision to elevate a response is based on the Team Leader’s assessment of the incident. The criteria for fire and hazardous chemicalemergency at the Valdez Marine Terminal are similar to those for an oil spill. In each case, the Team Leader will assess the situation anddetermine whether to involve the full PWS RCAC response team.


9/29/2000Date ApprovedDistribution of Audio Tapes from Board Meetings: Requests for audio tapes from RCAC Quarterly meetings shall be distributedcharging the cost of the tape plus ten percent. There is no charge for audio tapes for Directors or Member Organizations.


5/7/2009Date ApprovedState Lobbying by PWSRCAC Board Members: PWSRCAC will pay a $25 (twenty-five dollars) stipend once per calendar year to eachboard member who is reimbursed for expenses associated with performing state lobbying services on behalf of PWSRCAC.


2/18/1992Date ApprovedLimited Competitive Bids: Contracts will normally be awarded through the RFP process. Limited competitive bid contracts may beauthorized in unusual cases. Board, committee or staff members that recommend limited competitive bid contracts shall ensure thatdisregarding the RFP process will be in the best interest of RCAC, that it will result in the highest quality product at the best price, and that itis in keeping with the highest ethical business standards. Documented, detailed justification for limited competitive bid contracts is required.As a general rule, multiple contracts will not be awarded to contractors on a limited competitive bid basis. This policy applies to contracts inexcess of $1,000. Contracts for less than $1,000 may be awarded without competitive bid.

ContractsCategory 200Policy No.

2/18/1992Date ApprovedContract Approval: All contracts will be signed by the executive director or by her/his designee. S/he may refuse to sign a contract if s/hebelieves a) the contract was not explicitly or impliedly authorized by the budget adopted by the Board; b) that the contract is not in properform; c) that the contract creates a real or apparent conflict of interest; or d) that the amount of compensation provided for in the contract isexcessive. In the event the executive director concludes that it is not appropriate to sign a contract, then s/he will discuss the concern withappropriate individuals. If the matter cannot be resolved, it may be brought to the XCOM or Board for a decision. Review by the XCOMdoes not relieve the full Board of its overall contract obligations.


2/18/1992Date ApprovedContract Authority: Only the executive director or her/his designee may enter into an agreement with a contractor. Directors,committee members and staff are not authorized to make agreements, either verbally or in writing, with potential contractors. No work maybe commenced, and no promises of compensation can be made until directed by the executive director. When unplanned urgent contractingneeds are identified, the executive director may authorize commencement of work pending completion of a written contract.


9/17/1992Date ApprovedContracts: Scope and Research: RCAC will verify that the scope of work in contracts is in accordance with the Alyeska contract and/orother contracting entities. All scientific research sponsored by RCAC will include contractual provisions for peer review. Compensationmay be paid for some reviewers with the approval of the executive director. The names of peer reviewers are confidential. Draft studiesremain confidential between RCAC and peer reviewers. Not less than one week before a final scientific report is released to the public, theprincipal investigator will review it with Alyeska and/or the contracting entity. The final report will be released to RCAC at a public meetingat which the principal investigators are present to answer questions. Peer review reports of Alyeska's work will be given to Alyeska andRCAC not less than one week prior to release.


1/25/2007Date ApprovedContract Approval Authority: The Executive Committee may approve the issuance of contracts up to $30,000, if the contract implementsapproved projects from the annual work plan and budget. The Executive Director may approve contracts up to $20,000. Contracts greaterthan $30,000 must be approved by the full Board of Directors.




Contracts - Sole Source: When in the best interest of RCAC, as recommended by the project manager and executive director, contractproposals may be solicited on a limited basis from a selected list of qualified contractors, multi-year contracts may be negotiated forlong-term projects, or sole source contracts can be awarded. Such approval may be granted by the Executive Committee for contracts lessthan $30,000 and by the full board for contracts over $30,000.


12/4/1998Date ApprovedUnsolicited Proposals: Unsolicited proposals by contractors for projects not included in the annual work plan and budget may beconsidered by the executive commitee. Unsolicited proposals by contractors require executive committee approval before they arepresented to the full board.


6/9/1993Date ApprovedBoard Budget Development: The Board of Directors shall meet annually for the purpose of budget discussion.

FiscalCategory 301Policy No.

5/20/1994Date ApprovedFiscal Year Establishment: RCAC’s fiscal year shall be July 1 through June 30.


5/1/2008Date ApprovedFund Transfer Authority:(a) The Executive Director may authorize line-item fund transfers within an individual project/task budget in any amount.(b) The Executive Director may authorize fund transfers up to a cumulative amount of $20,000 out of or into any one project/task budget.(c) The Board of Directors or Executive Committee may authorize fund transfers which are in excess of a $20,000 cumulative total.


12/7/2000Date ApprovedCheck-signers: All RCAC checks must be signed by two check-signers designated by the Board of Directors. Checks over $15,000must be signed by at least one designated member of the Board of Directors.


12/4/1998Date ApprovedSpending Authority during an oil spill: In the event of an oil spill or other emergency, and without the timely availability of a quorum ofthe board of directors, the executive director may spend up to $100,000 for emergency response. Board concurrence must be obtained assoon as a quorum is available.


3/9/2000Date ApprovedDepreciation Policy for Capital Purchases: All capital purchases over $5,000 will be depreciated over a period of three years forcomputers and five years for furniture and leasehold improvements.


12/8/2000Date ApprovedLobbying Expenses: Lobbying expenses shall be treated under 501(H) of the Internal Revenue Code for the purpose of calculatingmaximum lobbying costs.


12/4/1998Date ApprovedProfessional Services: RCAC staff may use purchase orders in lieu of contracts for the procurement of professional services with theapproval of the executive director.


3/15/1990Date ApprovedLobbying Disclosure: Persons making lobbying trips will disclose fully any other activities in which they will be involved. No lobbying tripwill be made without prior approval of the executive committee. Emergency lobbying trips may be approved by providing an outline of thetrip to be considered to the Executive Committee, followed by its affirmative response.

Legislative affairsCategory 400Policy No.

2/1/1997Date ApprovedLobbying: RCAC may lobby on issues that could impact TAPS oil transportation or the Alyeska Terminal. Lobbying shall not constitutemore than 5% of RCAC's annual budget. RCAC may hire lobbyists. Anyone lobbying on behalf of RCAC will promote only approvedpositions. If a substantial deviation from an approved position is necessary, the change must be approved by the Board or ExecutiveCommittee. RCAC shall designate individuals authorized to represent its positions on legislative matters. Unless otherwise provided, theyare the President, Executive Director, public information manager, and lobbyist or monitor. The Executive Committee may authorize othersto represent RCAC positions.

Legislative affairsCategory 401Policy No.



Areas of Work: RCAC areas of work shall be 1) oil spill prevention and response; 2) Environmental impact of terminal operations; 3)Biological population diversity baseline research with systems approach; and 4) Socio-economic and phsycological baseline research.

OrganizationalCategory 500Policy No.

12/12/1991Date ApprovedVolunteer Policy: RCAC will primarily rely upon citizen volunteer directors and committee members to achieve its mission.


2/18/1992Date ApprovedPublic, Government and Industry Participation at Board Meetings: At RCAC Board meetings, time will be provided for agency,industry and public representatives to address the Board of Directors. Such communications shall be included in the minutes.


2/18/1992Date ApprovedAlyeska Communications: All formal requests to Alyeska for information, and all formal comments made and advice given to Alyeska,shall be tracked in a database. Follow-up action will be taken by the staff when responses have not been received within a reasonable timeas set forth in the request, in accordance with Section 4.4 of the RCAC contract with Alyeska.


2/18/1992Date ApprovedComputers and Equipment: RCAC will have centralized planning and control of computer hardware and software and office equipmentto enable 1) cost effective purchasing, repair, and maintenance of computer hardware and other equipment; 2) coordination in purchasingcompatible hardware and software; 3) effective development and administration of local area networks and wide area networks; and 4)planning for a unified records management system that includes computer technology, library systems, filing practices, electronic archivesand retrieval, and on-line data searching.


12/3/2004Date ApprovedMedia Relations: PWSRCAC Volunteers and staff are expected to use good judgment in their contacts with the press. All publicPWSRCAC meetings are open to the press. The Executive Director will be informed of all press contacts. All PWSRCAC press releasesmust be approved by the Executive Director. Press releases that address policy or major issues shall be copied to the Board prior to ourconcurrent with media distribution. Volunteers who wish to write editorials or letters as PWSRCAC representatives should communicatetheir intent to the Executive Director. A volunteer writing and editorial or letter that contradicts a PWSRCAC position should include astatement that the writer does not speak for PWSRCAC, unless the volunteer’s relationship to PWSRCAC is not widely known and is notmentioned in editorial or letter.


12/3/2004Date ApprovedBoard Meeting Summaries: PWSRCAC staff will produce a summary of each PWSRCAC Board meeting, which will be sent to all Boardmemers, member entities, and interested parties.


3/19/1992Date ApprovedCommittee Recruitment: Recruitment for committees shall be conducted annually. Committee volunteers are appointed to two-yearterms by the Board of Directors at the annual meeting. Applications for reappointment to subsequent two-year terms will be submitted toXCOM for approval, after receiving a recommendation from the Committee Chair and Executive Director. Selection criteria for committeemembers includes 1) experience or background in a technical field; 2) having a stake in safe oil transportation and/or terminal operations; 3)residents of the EVOS region given preference; 4) objectivity; 5) special skills or expertise; and/or 6) must be a resident of the State ofAlaska with the intention of remaining a resident.


3/18/1993Date ApprovedAlyeska Liaisons: To ensure that RCAC receives maximum benefits from liaison involvement, Program Managers shall ensure that: a)liaisons receive background information on those RCAC issues; b) liaisons are invited to attend public sessions of committee meetings,and such other sessions, including executive sessions, as may be requested by the committees; c) liaisons are encouraged to share withRCAC their expertise and Alyeska perspective on issues under consideration; d) liaisons are encouraged to provide information on Alyeskaactivities of interest RCAC; and e) liaisons are encouraged to provide information on RCAC activities to Alyeska.


3/18/1993Date ApprovedCommittee Residency: The residency requirement for RCAC committee members and Board members shall be the same (certifyings/he is a resident of the state of Alaska with the intention of remaining a resident).




Operating Protocol: RCAC will be committed to “The Protocol” and the “no surprises” approach to sensitive issues.OrganizationalCategory 510Policy No.

10/2/1997Date ApprovedCode of Conduct: All RCAC volunteers, including those on working groups appointed by the Board, executive committee or executivedirector, must sign the RCAC Code of Conduct annually.


2/22/2001Date ApprovedVolunteer Computers: Upon request, RCAC will provide computer equipment and electronic communication services to members of theboard and chairs of the four standing committees. The equipment and software are to be used for RCAC business. RCAC will retainownership of all equipment and software provided to volunteers. Volunteers must submit a written request for equipment and are required tosign a form agreeing to return the equipment upon termination of their membership on either the board or as the chair of a standingcommittee. The member entity represented by the volunteer will be informed that a computer and/or printer has been provided for his/heruse.


6/7/2009Date ApprovedPurchase of Used Computers: After three (3) years, the volunteer has the option to purchase computers and/or printers, which have beenfurnished to him or her. PWSRCAC shall maintain the ownership and maintenance of the computers and/or printers for the first threeyears; however, after three years the maintenance and upkeep on the computer and/or printer is the responsibility of the volunteer while it isin his/her possession. If volunteers whish to purchase computers, the price shall be established by the Financial Manager, referring to acommercially accepted computer appraisal system. Other surplus equipment may also be purchased by volunteers or staff if it has beendetermined by the Financial Manager to be of no use to PWSRCAC. The price for such surplus equipment shall be set in the same manner.The minimum age of computers, printers or other surplus equipment, which may be purchased from PWSRCAC by volunteers or staff,shall be three years.


12/4/1998Date ApprovedMilitary Leave of Absence: An employee who is called to active duty is eligible for military leave of absence, including short-termtrainings for the military reserves or national guard. If the employee’s pay for military training is less than her/his average earnings for alike period, RCAC will pay the difference to the employee. If military service is longer than 30 days, the employee is eligible forreemployment in accordance with applicable law.

PersonnelCategory 600Policy No.

3/15/1990Date ApprovedEqual Opportunity: RCAC shall maintain a strong policy of equal employment opportunity.


3/15/1990Date ApprovedHarassment: Any sexual, racial, or other forms of harassment are prohibited by RCAC, as well as by state and federal law.


12/4/1998Date ApprovedJob Classifications/Overtime and Comp-Time: Exempt employees hold executive, administrative and professional positions. Exemptemployees are not eligible for overtime pay, but may receive compensatory time off with the approval of their supervisor. Non-exemptemployees hold non-supervisory positions. Non-exempt employees are eligible for overtime pay and are not eligible for compensatorytime. Overtime must be approved in advance by a supervisor. Overtime accrues at time-and-a-half pay. No overtime will be paid for lessthan 15 minutes worked in excess of 40 hours per week.


3/15/1990Date ApprovedPay Period: RCAC employees shall be paid semi-monthly on the 8th and 22nd of each month. The standard work week is five days, andthe standard workday is 8 hours. Alternate and flexible schedules may be allowed with the approval of the Executive Director.


12/4/1998Date ApprovedSeverance Pay: RCAC will pay severance allowance to employees only if the employee is terminated due to either a) reduction in workforce, b) elimination of her/his position or c) a move of location of her/his position. The severance allowance is paid in addition to anyapplicable reimbursement for unused vacation. Employees are entitled to severance pay at a rate of one week of pay per year of service upto a maximum of 15 years. Severance will be paid in a lump sum within three working days after the termination.


12/4/1998Date ApprovedTerminations: RCAC reserves the right to terminate employees at any time for any reason not prohibited by law. Employees areexpected to give at least two weeks notice before terminating employment.




Paid Vacation: All regular employees accrue up to 3 weeks paid vacation their first year of service, and add one week of paid vacation pereach additional year of employment up to a maximum of 5 weeks. Unused vacation can be converted to cash only upon termination ofemployment. Employees regularly working less than a 40-hour week shall accrue vacation on a pro rata basis. Vacation shall not beaccrued during a leave of absence.


12/4/1998Date ApprovedHolidays: Paid holidays shall be: New Year’s Day, Memorial Day, Independence Day, Labor Day, Thanksgiving, Friday followingThanksgiving and Christmas. In addition, six paid floating holidays may be taken with the approval of a supervisor. If an exempt employeeis requested to work on a holiday, an alternate day off will be allowed. If a nonexempt employee is requested to work on a holiday, s/he willbe paid overtime.


12/4/1998Date ApprovedSick Leave: All regular employees earn 10 days per year of paid sick leave. Sick leave days may be accrued, however unused sick leavehas no cash value upon retirement or termination. Employees regularly working less than a 40-hour week shall accrue sick leave on a prorata basis. Sick leave shall not be accrued during a leave of absence.


3/15/1990Date ApprovedLeaves of Absence: The Executive Director may grant a personal leave of absence without pay but without loss of employment for up to 30days. An extension beyond 30 days may be considered and approved by the executive director. If an employee wishes to maintain any oftheir benefits, arrangements must be made prior to the leave of absence with the financial operations manager.


12/4/1998Date ApprovedFamily Leave: In the event of pregnancy or dependent care emergencies, an employee may have up to 5 days off with pay and up to 6weeks without pay with the approval of the Executive Director. Additional unpaid family leave may be allowed with the approval of theExecutive Director.


3/15/1990Date ApprovedBereavement Leave: In the event of a death in an employee’s immediate family, the employee may have up to 5 days off with pay and up to8 additional days without pay, with the approval of the Executive Director.


12/4/1990Date ApprovedEmployee Benefits: RCAC will provide a 25% allowance of employee’s gross salary to be directed towards the benefits menu of her/hischoice, or it may be taken as salary.


12/4/1998Date ApprovedVacation Leave Accrual: No more than 240 hours of vacation leave may be accrued.


12/9/1993Date ApprovedJury Duty: Participation in jury duty will have no affect on the employee’s payroll status. Employees should inform the Executive Directorpromptly after receiving notification to report for jury duty.


12/9/1993Date ApprovedIntroductory Period for New Employees: New employees are subject to a 90-day introductory period to verify suitability to theirposition. During this time either RCAC or the employee may terminate the working relationship without cause and without advance notice.At the end of 90 days, the supervisor may extend the period for another 60 days at her/his discretion. Employees become eligible for allbenefits 60 days after her/his initial date of employment.


1/20/1997Date ApprovedAnnual Performance Reviews/Pay Increases: Annual employee performance reviews will be conducted under the direction of theExecutive Director. Following the annual review, senior management shall consider whether a cost-of-living or merit increase in salary iswarranted based on performance and longevity. Results will be used to calculate salary increases prior to the upcoming year’s budgetprocess.




Base Salaries: The base salary of each employee shall be set by the Executive Director. Except when a new employee brings exceptionalqualifications to a position, s/he shall commence employment at RCAC’s base salary in place for that position. For RCAC employeesbased in Valdez, there shall be a 10 percent cost of living differential added to the base salary. Administrative adjustments may be made tothe base salary of an employee in order to correct an internal inequity or lack of external competitiveness with the approval of the ExecutiveDirector.


12/4/1998Date ApprovedEmployment of RCAC Volunteers: No current Director or committee member shall engage in contractual services for RCAC. Thereshall be a six month waiting period after resignation before a Director may receive a contract or be employed by RCAC. There shall be asix month waiting period after resignation before a committee member may receive a contract with RCAC. In the event of an oil spill orother emergency, committee members may be hired with the approval of the executive director.


12/3/2004Date ApprovedTUITION REIMBURSEMENT POLICY AND PROCEDURES: Prince William Sound Regional Citizens' Advisory Council supportsemployees who wish to continue their education to secure increased responsibility and growth within their professional careers. In keepingwith this philosophy, PWSRCAC has established a reimbursement program for expenses incurred through approved institutions of learning.If you are a full-time regular employee and have completed one year of employment, you are eligible for participation in this program as longas the courses are job-related.

The company will reimburse up to a maximum of $1,500 per year incurred by an employee for continuing education through an accreditedprogram that either offers growth in an area related to his or her current position or might lead to promotional opportunities. This can includecollege credit courses, continuing education unit courses, seminars and certification tests. You must secure a passing grade of “B” or itsequivalent or obtain a certification to receive any reimbursement. Expenses must be validated by receipts and a copy of the final grade cardor certification must be presented to show hours or certification received.

To receive tuition reimbursement, employees shall follow the procedures listed below:

o The employee shall provide his/her supervisor with information in writing about the course for which he/she would like to receivereimbursement. The information shall include a copy of the course description contained in the institution's catalog or other promotionalmaterials and the amount of reimbursement being requested. The employee shall also describe the relevance of the training to his/hercurrent position or possible promotional opportunities.o The employee's supervisor will review the request and prepare a recommendation to be forwarded to the Executive Director for approval.o Once the request has been approved by the Executive Director, it will be filed in the employee's file.o Upon completion of the course, the employee shall resubmit the original tuition reimbursement request, as well as receipts and evidenceof passing grade or certification.o The Financial Manager will then coordinate the reimbursement.




Executive Director Compensation Policy: It is the intent of PWSRCAC to administer a salary program to attract and keep the mostqualified Executive Director available. It is PWSRCAC's intent to compensate its Executive Director on the basis of performance andcontribution to the accomplishment of PWSRCAC's mission.

PWSRCAC is a private non-profit corporation. Notwithstanding the fact that it has a stable funding source, in order to successfullyaccomplish its mission, spending for overhead must be kept to a minimum. Therefore, PWSRCAC cannot, and does not, attempt to becompetitive with salaries in the private sector in Alaska.

The Board of Directors is responsible for the administration of this policy and procedure to ensure that there is consistency and equity; thatthe amount of salary increases are based on performance, service and equity; and that annual performance and salary reviews areconducted in a timely manner.

1. Annual Review: Annual reviews will be conducted every May so that the results may be used to calculate salary increases priorto the upcoming year's budget approval (any such salary increases are dependent on PWSRCAC budget and funding constraints).Following the annual review, the Board of Directors shall consider whether a merit increase in salary is warranted based on performanceand longevity. If the Executive Director receives a less than satisfactory evaluation, a period of time, up to four months, shall be given for theExecutive Director to improve performance, following which the decision on an increase in salary shall be reconsidered.

2. Base Salary: The base salary of the Executive Director shall be set by the Board of Directors upon initial employment and asappropriate from time to time thereafter. In the case of an Executive Director based in Valdez, there shall be a 10 percent cost of livingdifferential added to the base salary.

3. Benefits: PWSRCAC provides an allowance that employees may direct towards items from a benefits menu. The allowance isan amount computed to be equal to 25 percent of the Executive Director's base salary (not including Valdez cost of living differential). Bypolicy, all employees shall successfully serve a 60-day introductory period before becoming eligible to receive the allowance and participatein the benefits plan.

4. Termination: When employment is terminated, regardless of the cause, all wages, salaries and other compensation for labor orservices are due immediately. PWSRCAC will make a final payment of such compensation to the employee within three working daysafter the termination. Payment will be made at the place where the Executive Director is usually paid or at a location agreed upon betweenPWSRCAC and the Executive Director.

5. Pay Period: For all PWSRCAC employees, the standard pay period is semi-monthly on the 8th and 22nd of each month. Whena pay day falls on a weekend or holiday, checks will be distributed on the last previous workday.


9/20/2007Date ApprovedPWSRCAC Vacation Leave Cash-In Policy: PWSRCAC leave policies are intended to promote the health and well-being of employeesand it is the preference of the organizaton that employees use their accrued vacation leave to take time off from work. However, employeeshaving in excess of 80 hours of vacation leave, may submit a written request to the Executive Director for leave cash-in subject to thefollowing limitations:

1) A minimum of 80 hours is maintained in the employee’s accrued vacaction leave balance. 2) Requests are limited to two (2) times per fiscal year, and up to a maximum of 100 hours per fiscal year. 3) Payments will only be process in regular payroll runs only.


5/1/2008Date ApprovedTemporary Delegation of Executive Authority:Executive Director Scheduled Absences of Less than 30 Days - In the event the Executive Director will be either out of state or unavailablein state by telephone or other means of communication, the Executive Director shall designate in writing a member of his/her seniormanagement team to serve as temporary Executive Director. Such approval does not extend to entering into financial commitments beyondthat person’s normal approval authority, unless the Executive Director gives written approval for signing contracts, per Policy No. 201.

Executive Director Unscheduled Absences - If the Executive Director is absent due to an emergency such as an extended illness with anunknown return date, or for a planned absence or for more than 30 days, staff shall call a meeting of the Executive Committee to designatean Acting Executive Director from management staff with all the authority of the Executive Director position. The Acting Executive Directordesignation shall remain in effect until the Executive Director returns to work or the Executive Committee or Board of Directors directsotherwise.




PWSRCAC Mandatory Leave Usage Policy: Except for the first fiscal year of employment, every employee shall be required to take 40hours vacation leave each fiscal year prior to the end of the year. Employees who fail to take the full 40 hours of vacation leave shall beconsidered to have forfeited those hours as if they had been taken. The difference between the hours taken and the forty hours shall besubtracted from the employee’s vacation leave accounts at the end of the fiscal year. Vacation leave donated and vacation leave cashed-inshall not count as hours used for purposes of this policy.


3/12/2004Date ApprovedTravel Policy Statement: The PWSRCAC Travel Policy is intended to provide sound management control of travel expenditures whilemaintaining adequate flexibility to meet the organization’s operational needs. Travel expenditure reimbursement is intended to fullycompensate each individual for reasonable and customary travel, lodging and meal expenses incurred while traveling. All travel expensespaid for by the PWSRCAC must directly support the mission of the organization and be in compliance with the statutory and contractualobligations of the organization.

TravelCategory 700.01Policy No.

3/12/2004Date ApprovedRelation of Travel to Budget: All travel expenses must be related to and charged against a specific budget category.


3/12/2004Date ApprovedAuthorization Levels: Authorized modes of travel, maximum levels of compensation and required documentation of expenditures are thesame for all travelers. Volunteers, both Board and Committee members, and Staff have differences in responsibility and travel authorizationrequirements.


3/12/2004Date ApprovedVolunteer Travel Objectives: For the purposes of Policy 700, “Volunteer” is defined as the designated board director of a member entity or astanding Committee member. Travel by a volunteer is meant to support the operational needs of the organization. It is expected that travelfor these individuals will be related to projects or programs in which the traveler is actively involved. If the PWSRCAC booth is present at aconference or other function, volunteers in attendance must spend a proportionate amount of time manning the booth.


3/12/2004Date ApprovedVolunteer Travel Reports: Volunteers who travel to out-of-state or international destinations are required to submit a written travel report.The report will describe goals, results and recommendations of the trip. Reports will be retained in the PWSRCAC database.


3/12/2004Date ApprovedValdez Marine Terminal/SERVS Familiarization: All PWSRCAC volunteers are expected to become familiar with the VMT and SERVSfacilities. Orientation, including a terminal tour and voyage on a SERVS vessel, is required within the previous two years before travelexpenses to conferences, trainings, etc., will be paid. The Executive Committee may grant a postponement of this requirement if weather orunusual circumstances occur. PWSRCAC volunteers whose jobs take them into regular contact with the Valdez Marine Terminal andSERVS vessels are not required to complete a SERVS/VMT tour before out-of-state travel is approved. PWSRCAC staff are required tocomplete a terminal tour prior to approval of out-of-state travel.


3/12/2004Date ApprovedMember Entity Travel: Representatives of member entities in addition to the appointed board member are encouraged to attendPWSRCAC board meetings. Travel expenses within the State of Alaska will be reimbursed on the same basis as volunteer travel up to atotal of one trip annually for each member entity.


3/12/2004Date ApprovedAir Charters: Air charters for individuals may be used as a mode of travel. If possible, arrangements should be made to obtain seat fareson regularly scheduled flights. All PWSRCAC air charters must be arranged through the PWSRCAC offices. If a special charter isrequired, the spouse of the PWSRCAC volunteer may travel on the flight. The lesser cost of an equivalent seat fare for the same route or aper capita share of the total charter cost will be charged for this service. Any other passengers will be charged their share of the total cost ofthe charter on a per capita basis.




Emergency Travel: Unusual circumstances may require sudden travel authorization decisions. For situations involving staff travel, theExecutive Director may exercise his normal authority. If unanticipated in-state volunteer travel is required, the Executive Director and thePresident must concur to authorize the travel. If an event requires emergency volunteer travel out of state, XCOM approval is required.XCOM may be polled individually and the normal rules of majority will apply. Approval lead-time requirements will be waived. Ifemergency travel necessitates expenses in excess of the normal per diem rates, reimbursement will be considered at the normal level ofdecision-making authority on a case-by-case basis.


3/12/2004Date ApprovedCombined Travel: Combination of PWSRCAC travel with personal or non-PWSRCAC business travel purposes will be allowed only incases where there is no increased cost to PWSRCAC. Authorization and purpose of combined travel must comply with standardPWSRCAC travel policy provisions, including any required pre-approval. Reimbursement for combined travel expenses will not includemeals, lodging, local transportation or incidentals incurred during the non-PWSRCAC portion. Combined travel may include alternatedates, modes of travel or additional segments. In order to qualify for reimbursement, the traveler must complete and submit a combinedtravel cost comparison analysis with their reimbursement request. The analysis must fully document the cost of travel for the PWSRCACbusiness alone and compare this cost to the combined travel actual cost. Any cost of travel exceeding PWSRCAC travel within theguidelines must be paid by the traveler.


3/12/2004Date ApprovedExceptions to Policy: Requests for exceptions to this policy must be presented in writing to the Executive Committee no later than when theagenda is prepared for the last regularly scheduled XCOM meeting two weeks prior to the date of travel.


3/12/2004Date ApprovedTravel Expense Reimbursement Calculation Method for Lodging, Meals, and Incidentals: Board, Committee and staff members will bereimbursed at federal per diem rates for the cost of reasonable and customary expenses for lodging, meals, and incidentals. If the travelerdoes not incur a cost for lodging, he will only be reimbursed at the federal per diem rate for meals and incidentals. The maximumreimbursement amount will be limited to the current Federal per diem guidelines for the period of the travel. Travel of less than one day (i.e.7:00 am to 7:00 am) that requires an overnight stay will be reimbursed at 75% of the full per diem rate. Travel of less than one day with noovernight stay will be reimbursed at 25% of the full per diem. If the Federal per diem rate is not sufficient to cover the cost of lodging forout-of-state travel, the additional cost will only be reimbursed if the amount has been approved in advance by the Executive Committee fortravel by members of the Board, Committees and Executive Director, or by the Executive Director for travel by staff. In-state lodging inexcess of the federal per diem rates may be approved by the Executive Director for volunteers and staff if lodging within the per diem ratesis not reasonably available.


3/12/2004Date ApprovedTravel Reimbursement Expiration: Travel reimbursements will not be paid if they are submitted more than thirty (30) days after the travelwas completed.


3/12/2004Date ApprovedCancellation of Trip: If a staff member or volunteer receives approval to travel, but fails to make the trip after costs have been expended,such as airfare or pre-paid lodging, the expenses will be the responsibility of the traveler unless the failure to travel is due to medical,weather or other reasons deemed to be acceptable by the Executive Director for travel by staff and the Executive Committee for travel byvolunteers.


3/12/2004Date ApprovedPartial Attendance at Meetings: If a volunteer chooses not to attend an entire meeting, reimbursement for lodging, meal and incidentalexpenses will be paid proportionally to the fraction of the meeting actually attended. Late arrival or early departure due to medical, weatheror other reasons will be considered in this event.


3/12/2004Date ApprovedAdvances: Travel advances based on Federal per diem guidelines and estimated transportation cost may be requested no less than oneweek in advance of departure. If an advance is received, a reimbursement request and receipts for transportation must be submitted within30 days once travel is complete. This submittal will be used to determine the traveler’s reimbursement balance. No additional travel willbe approved until the traveler has completed his/her reimbursement documentation for the advance.


3/12/2004Date ApprovedReceipts: Actual receipts are required for all transportation costs. Up to a total of $25 per trip may be reimbursed without receipts when areceipt is lost or when expenditures are made for which no receipt can be obtained. The traveler must attach a note to the reimbursementrequest explaining the lack of a receipt.




Direct Billing: Arrangements for direct billing of travel expenses to the PWSRCAC must be made in advance only by staff. Direct-billedcosts may not be submitted for reimbursment to be paid to the traveler. The travleer may not charge alcohol, personal long distancetelephone or other non-lodging costs to the direct bill. Prior to checking out, the traveler must pay any non-authorized charges.


3/12/2004Date ApprovedPre-Purchased Travel Coupons: PWSRCAC purchases discount ticket coupons for air travel on routes commonly used by theorganization. Travelers are encouraged to request these coupons from the office prior to travel. Coupons can be used for reservationsmade in advance or walk-up space available seats.


3/12/2004Date ApprovedTime Period of Travel: If a traveler chooses to travel early or stay past the time when he/she could reasonably have returned (other than fora lower airfare that results in a total lower cost to PWSRCAC or due to weather or other circumstances beyond the traveler’s control), allexpenses incurred before or past those dates are the responsibility of the traveler.


3/12/2004Date ApprovedMeals Provided at Meetings: When meals are provided at meetings, a deduction consistent with Federal per diem guidelines will be madefrom meal reimbursements.


3/12/2004Date ApprovedNon-Travel Expenses: Staff and volunteers occasionally incur local travel, meal and incidental expenses while in attendance at PWSRCACfunctions in the vicinity of their home. Expenses of this type may be submitted with receipted documentation. Approval for payment will bemade by the Executive Director.


3/12/2004Date ApprovedStandard Mode of Travel: The standard mode of point-to-point travel for air travel is coach class on a regularly-scheduled air carrierserving that route or Air Charter as specified in Section 700.08.


3/12/2004Date ApprovedAlternate Means of Transportation: Point-to-point transportation via alternate means will be paid up to the equivalent cost of the standardmode. “Alternate means” is defined as any transport or combination of travel modes not described by section 710.12. Reimbursement forthe cost of driving will be made for actual miles driven at the current Federal Mileage Rate.


3/12/2004Date ApprovedLocal Transport: Local transport will be paid at actual cost when accompanied by receipts.


3/12/2004Date ApprovedIn-State Travel Definition: In-state travel is defined as travel to or from a destination within the State of Alaska.


3/12/2004Date ApprovedBoard Authorization and Purposes: Board members may undertake and be reimbursed for in-state travel for the purposes listed below ontheir own authority:• Quarterly Board Meetings• In-person meetings of the Executive Committee• In-person meetings of the Standing Committees• In-person meetings of Board Sub-committees• In-person meetings of Project Teams of which they are a member• In-person meetings of Work Groups of which they are a member• Training courses offered to all board members• Conventions and Symposiums offered to all board members




Committee Authorization and Purposes: Committee volunteers may undertake and be reimbursed for in-state travel for the purposes listedbelow on their own authority:• Quarterly Board Meetings• In-person meetings of the Standing Committee of which they are a member• In-person meetings of Project Teams of which they are a member• In-person meetings of Work Groups of which they are a member• Training courses offered to all volunteers• Conventions and Symposiums offered to all volunteers


3/12/2004Date ApprovedStaff Authorization and Purposes: Staff members may undertake and be reimbursed for in-state travel for the purposes listed below with theapproval of the Executive Director:• Quarterly Board Meetings• In-person meetings of the Executive Committee• In-person meetings of the Standing Committees• In-person meetings of Board Sub-committees• In-person meetings of Project Teams of which they are a member• In-person meetings of Work Groups of which they are a member• Training courses• Conventions and Symposiums• Work assignments


3/12/2004Date ApprovedOut-Of-State Travel Definition: Out-of-State travel is defined as travel to or from a destination outside the State of Alaska but within theUnited States of America.


3/12/2004Date ApprovedAuthorization and Purposes: Requests for out-of-state travel for board members and committee volunteers must be submitted in writingusing the Out-of-State Travel Request form no later than when the agenda is prepared for the last regularly scheduled XCOM meeting twoweeks prior to the date of travel.

Board members may undertake and be reimbursed for out-of-state travel for the purposes listed below only with approval of the ExecutiveCommittee:• Training courses offered to all board members• Conventions and Symposiums offered to all board members• Business Meetings

Committee Volunteers may undertake and be reimbursed for out-of-state travel for the purposes listed below only with approval of theExecutive Committee:• Training courses offered to all volunteers• Conventions and Symposiums offered to all volunteers• Business Meetings

Staff members may undertake and be reimbursed for out-of-state travel for the purposes listed below with the approval of the ExecutiveDirector:• Quarterly Board Meetings• In-person meetings of the Executive Committee• In-person meetings of the Standing Committees• In-person meetings of Board Sub-committees• In-person meetings of Project Teams of which they are a member• In-person meetings of Work Groups of which they are a member• Training courses• Conventions and Symposiums• Work assignments


3/12/2004Date ApprovedInternational Travel Definition: International travel is defined as travel to or from a destination outside the United States of America.




Authorization and Purposes: Requests for international travel must be submitted in writing using the Out-of-State Travel Request form nolater than when the agenda is prepared for the last regularly scheduled XCOM meeting two weeks prior to the date of travel.

Board members and committee volunteers may undertake and be reimbursed for international travel for the purposes listed below only withapproval of the Executive Committee:• Training courses offered to all board members and/or committee volunteers• Conventions and Symposiums offered to all board members and/or committee volunteers

Staff members may undertake and be reimbursed for international travel for the purposes listed below only with approval of the ExecutiveCommittee:• Training courses• Conventions and Symposiums• Work assignments


12/5/2003Date ApprovedAlcoholic Beverages: As a general rule, purchases of alcoholic beverages will not be charged to PWSRCAC accounts. However, incertain circumstances, alcohol purchases for business related purposes may be justified. Expense for alcohol will not be reimbursedexcept for the case of entertainment of outside-PWSRCAC personnel in circumstances such as business meals where specificPWSRCAC business is being discussed. Documentation must show that a business discussion was held just prior to, during, or directlyfollowing a business meal. Receipts must note those in attendance and their business affiliation. Reimbursements for alcohol expensesand tip will only be made when supported by a receipt. Only the Executive Director or his/her designee is authorized to expend PWSRCACfunds for any alcohol.

TravelCategory 740Policy No.


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STATEMENT OF RESIDENCY AND CONFLICT OF INTEREST BOARD MEMBER MEMBER ORGANIZATION The information to be furnished in this statement is required pursuant to Sections 2.4 and 3.20(D) of the RCAC Bylaws. Those Sections require Directors to be a resident of the State of Alaska with the intent of remaining as a permanent resident. A resident is a person who intends to make Alaska his or her home, does not claim residency in any other state, and meets two of the following criteria: a) Owns or rents a home in Alaska; b) Is a registered voter in Alaska and is not registered to vote in any other state; c) Has a current Alaska driver’s license and does not maintain a driver’s license from any other state; and d) Earns primary income in Alaska and is not employed full-time in another state.

Directors are required to check the appropriate “yes” or “no” box next to each item as it applies to them.

YES NO Are you an Alaskan resident? Do you intend to remain an Alaskan resident? Do you claim residency in a state other than Alaska? Do you own or rent a home in Alaska? Are you a registered voter in Alaska? Are you registered to vote in a state other than Alaska? Do you have a current Alaskan driver’s license? Do you have a current driver’s license from a state other than Alaska? Do you earn your primary income in the State of Alaska? Are you currently employed full-time in a state other than Alaska?

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Directors shall declare in writing all personal and member financial ties to Alyeska Pipeline Service Company or members of the Alyeska consortium excluding normal commercial purchases of petroleum products. List any such interest in the space provided. The information to be listed does not require a showing of the amount of financial interest. In the event any of the required information, including holdings placed in trust, is not known to you but is known to another person, you should request that other person to submit the information on your behalf and should report such request. The interest, if any, of a spouse, minor child, partner and any organization (other than the Council) in which you serve as an officer, director, trustee, partner, or employee must be reported in this statement as your interest. If that information is to be supplied by others, it should be so indicated. The information is required to be submitted pursuant to the Bylaws will be kept on file at the offices of the Regional Citizens' Advisory Council and made available for public inspection at reasonable hours. Applicable period: From: to If this is an original statement, report in spaces provided the information applicable as of the date of this statement. If this is a supplementary statement submitted to keep your statement current throughout your relationship with the Council, indicate in spaces provided the changes or additions to the information previously reported in each block. Note: Exclude interest in bank deposits, U.S. government bonds, insurance policies, savings and loan associations, credit unions, similar financial institutions and diversified investment trusts.

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Financial Interests. List all financial interests you have, whether through a pension or retirement plan, shared income or other arrangement as a result of any current or prior employment or business or professional association, in Alyeska Pipeline Service Company, or one or more of the owner companies in Alyeska; and list all financial interests you have through the ownership of stock, stock options, bonds, securities, or other arrangements, including trusts, in Alyeska Pipeline Service Company, or one or more of the owner companies in Alyeska. Exclude certain types of interests specified under previous note. Name of Organization Kind of Organization Nature of Interest

(i.e. stocks)

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Information Requested of Other Persons. If any information is to be supplied by other persons, e.g, trustee, attorney, accountant, or relative, please indicate the name and address of such persons, the date upon which you requested that information be supplied, and the nature of subject matter involved. If none, write NONE. Name and Address Date of Request Subject Matter

I CERTIFY that the statements I have made are true, complete and correct to the best of my knowledge and belief. I UNDERSTAND that if during the period of my appointment any changes to the information provided herein are appropriate, I must promptly file an amended statement, and I must also report any new financial interests acquired during this period. I ALSO CERTIFY that I am a resident of the State of Alaska and, in addition, I am currently familiar with the Bylaws of the Council governing my responsibilities and conduct as applied to the duties I am assigned. Date Signature Printed Name

Code of Conduct

The strength of the Prince William Sound Regional Citizens' Advisory Council lies in its broad representation of the citizens who reside in the spill-impacted region. It provides a forum for melding their diverse views into an objective analysis of the issues related to the environmentally safe operation of the Alyeska terminal and associated tankers. This process enables the organization to speak with a strong voice on behalf of those citizens. Member entities, directors, committee volunteers, and staff are all critical elements in this process. Their sincere commitment to our mission and established process are essential to maintaining our credibility. The organization thrives on the enthusiasm of highly motivated individuals who critically assess developments and bring their opinions and recommendations to the committees and the board of directors. The establishment of a code of conduct ensures consistency in the process, and defines expectations. Persons who are appointed, volunteer, or are hired to serve the organization will conduct themselves in accordance with the following:

I. Concerns regarding issues that affect the environmentally safe operation of the terminal or tankers will be promptly relayed to the board, committee, or a staff member, along with the individual's assessment and recommendation.

II. Generally these concerns will be referred to the committee that advised the board on such matters. When required, emergency committee meetings and board meetings will be called to expedite action.

III. The board, committees and staff will objectively consider all such concerns relayed to them.

IV. Members of the RCAC organization assume an obligation to the citizens of the region to include their fellow members in the deliberation process.

V. Council and committee members must in good faith first work through the RCAC process, which may include working with Alyeska to solve issues prior to taking action as an individual.

VI. Individuals who wish to be proactive on their own regarding such issues may do so, but only after advising the appropriate committee, if applicable, and addressing the Executive Committee. This will assist the organization in responding to questions concerning the individual's effort.

RCAC Code of Conduct revised 10/97

RCAC Code of Conduct revised 10/97

VII. Council concurrence in such efforts is not mandatory, and council approval of the action being taken by the individual should not be implied. The mere mention of an individual's connection to RCAC may imply council concurrence, therefore, personal points of view should not reference RCAC, unless the individual's relationship to RCAC is widely known. Statements acknowledging that the individual's concerns were expressed to the council, but that the council chose not to take a position on the issue, or took a different position, is another way of emphasizing that the views are personal only. VIII. Unilateral actions can undermine council positions, and individuals are encouraged to address their concerns through the RCAC process.

By signing I acknowledge that I have read and understand the above statements. Signature Date Printed Name

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Acronym List Updated 12/8/2004

AAC Alaska Administrative Code ACS Alaska Clean Seas

ADEC Alaska Department of Environmental Conservation ADF&G Alaska Department of Fish and Game ADNR Alaska Department of Natural Resources AFER Alaska Forum for Environmental Responsibility AIMS Alaska Incident Management System AMOP Arctic & Marine Oil Spill Program (Technical Seminar) ANC Anchorage ANS Alaska North Slope or Aquatic Nuisance Species

ANSTF Aquatic Nuisance Species Task Force ANWR Arctic National Wildlife Reserve APSC Alyeska Pipeline Service Company “Alyeska” ARRT Alaska Regional Response Team

AS Alaska Statute ATC Alaska Tanker Company

ATOM Alyeska Tactical Oil Spill Model AQ Air Quality

AWRTA Alaska Wilderness Recreation & Tourism Association BAT Best Available Technology BBL Barrel (42 Gallons = 1 bbl)

BETX Benzene, Toluine, Ethylbenzine, Xyline BLM Bureau of Land Management

BMPP Best Management Practices Plan BP British Petroleum

BTT Biological Treatment Tanks BWT(F) Ballast Water Treatment (Facility) C-PLAN Contingency Plan

CAA Clean Air Act CAC Chugach Alaska corporation

CAOS Coastal Alaska Observing System CDFU Cordova District Fishermen United

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CERCLA Comprehensive Environmental Response, Compensation and Liability Act

CFR Code of Federal Regulations CIP Community Impacts Planning

CIRCAC Cook Inlet Regional Citizens’ Advisory Council CISPRI Cook Inlet Spill Prevention and Response, Incorporated

CMT Crisis Management Team COA Condition of Approval

COSRS Community Oil Spill Response System COTP Captain of the Port (USCG) CPRS Contingency Plan Review Streamlining CWA Clean Water Act DAF Dissolved Air Flotation DEIS Draft Environmental Impact Statement DES Division of Emergency Services

DMR Discharge Monitoring Report DNV Det Norske Veritas – Norwegian QA consultant DOI U.S. Department of the Interior DOT U.S. Department of Transportation

DR&R Dismantling, Removal and Restoration DTTS Disabled Tanker Towing Study EIA Environment Impact Assessment EIS Environmental Impact Statement

EOC Emergency Operations Center EPA U.S. Environmental Protection Agency ERB Emergency Response Building ERP Emergency Response Plan ERV Escort Response Vessel ETT Enhanced Tractor Tug

EVOS Exxon Valdez Oil Spill EVOSTC Exxon Valdez Oil Spill Trustees Council

FBU Fairbanks Business Unit, Alyeska FOIA Freedom of Information Act FOSC Federal On-Scene Coordinator

FWPCA Federal Water Pollution Prevention and Control Act GAO General Accounting Office GIS Global Information System

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GOA Gulf of Alaska GPS Global Positioning System GRS Geographical Response Strategies

HAP’S Hazardous Air Pollutants HAZWOPER Hazardous Waste Operation and Emergency Response

HERO Hinchinbrook Entrance Response Options IAP Incident Action Plan

IAP2 International Association of Public Participation IC Incident Command

ICS Incident Command System IMO International Maritime Organization IMT Incident Management Team

IOSC International Oil Spill Conference ISAC Invasive Species Advisory Committee

JIC Joint Information Center JPO Joint Pipeline Office

LEPC Local Emergency Planning Committee LAC Legislative Affairs Committee – (RCAC Committee) LIO Legislative Information Office

LOSC Local On-Scene Coordinator LRP Long Range Plan

L-TEMP Long Term Environmental Monitoring Program MAC Multi-stakeholder Agency Committee

MARPOL International Convention for Prevention of Pollution from Ships MEPC Marine Environmental Protection Committee (IMO) MMS Minerals Management Service MOA Memorandum of Agreement MOU Memorandum of Understanding MSO Marine Safety Office

MSDS Material Safety Data Sheets NEPA National Environmental Policy Act

NESHAP National Emission Standard for Hazardous Air Pollutants – NIMMS National Interagency Incident Management System

NIS Non-Indigenous Species NISA National Invasive Species Act

NOAA National Oceanographic & Atmospheric Administration

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NOBOB No Ballast on Board NPDES National Pollutant Discharge Elimination System NPREP National Preparedness & Response Exercise Program NRDA Natural Resource Damage Assessment

NSF National Science Foundation NVIC Navigation and Vessel Inspection Circular OCC Operations Control Center

OHMSETT Oil and Hazardous Materials Simulate Environmental Test Tank OSC On-Scene Coordinator OMS Oil Movements and Storage

OPA 90 Oil Pollution Act of 1990 OSPR Oil Spill Prevention and Response Committee

(RCAC Committee) OSREC Oil Spill Region Environmental Coalition OSRI Oil Spill Recovery Institute OSRL Oil Spill Response Limited OSRO Oil Spill Response Organization PAH Polycyclic Aromatic Hydrocarbon POD Physical Oceanography Data

POVTS Port Operations and Vessel Traffic System (RCAC Committee)

PPE Personal Protective Equipment PRAC Primary Response Action Contractor PRT Prevention and Response Tug PS Pump Station

PTP Prevention Through People PV Power Vapor

PWS Prince William Sound PWSAC Prince William Sound Aquaculture Corporation PWSCC Prince William Sound Community College

PWSEDC Prince William Sound Economic Development Council PWSRAS Prince William Sound Risk Assessment Study

PWS RCAC Prince William Sound Regional Citizens’ Advisory Council PWSSC Prince William Sound Science Center PWSTA Prince William Sound Tanker Association

RC Response Centers RCAC Regional Citizens’ Advisory Council

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RCM Reliability Centered Maintenance RFAI Request for Additional Information RFI Request for Information RFP Request for Proposal RFQ Request for Qualifications

RMROL Realistic Maximum Response Operational Limits RPG Response Planning Group RP Responsible Party

RPOSC Responsible Party’s On-Scene Coordinator RPS Response Planning Standard RRT Regional Response Team RSC Regional Stakeholder Committee SAC Scientific Advisory Committee (RCAC Committee)

SCAT Shoreline Cleanup Assessment Team SERC State Emergency Response Commission (or)

Smithsonian Environmental Research Center SERVS Ship Escort/Response Vessel System SETAC Society of Environmental Toxicology and Chemistry

SOS Seldovia Oil Spill Response SOSC State On-Scene Coordinator SPAR Spill Prevention and Response – A division within ADEC SRP Scientific Response Plan ST Strike Team

SWAPA Southwest Alaska Pilots Association TAG Technical Advisory Group TAPS Trans-Alaska Pipeline System -

TF Task Force TOEM Terminal Operations and Environmental Monitoring

(RCAC Committee) TROG Total Recoverable Oil and Grease TVCS Tanker Vapor Control System USCG United States Coast Guard

USF&WS United States Fish & Wildlife Service VBU Valdez Business Unit, Alyeska VDZ Valdez VERP Prince William Sound Vessel Escort & Response Plan VEOC Valdez Emergency Operations Center

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VMT Valdez Marine Terminal VOC’S Volatile Organic Compounds

VTC Vessel Traffic Center VTS Vessel Traffic System

XCOM RCAC’s Executive Committee

Executive Director Vacant

Director of Administra-tion

Lisa Ka’aihue

Director of Programs Donna Schantz

(Acting Exec. Director)

Director of External Af-fairs

Stan Jones

Outreach Coordinator

Linda Robinson

Financial Manager Gregory Dixon

Administrative Assistant Vacant

Project Manager Drill Monitor

Roy Robertson

Project Manager Terminal Ops Tom Kuckertz

Project Manager Oil Spill Response Ops

Dan Gilson

Project Manager Environmental Monitor

Joe Banta

Project Manager Assistant

Jacquelyn Olson

Administrative Assistant

Venessa Dawson

Project Manager Oil Spill Response Plan

Linda Swiss

Project Manager Maritime Ops Joel Kennedy

Data Entry Assistant Jean Cobb

Project Manager Assistant

Telena McQuery

Executive Assistant Jennifer Fleming

Double lines around position indicate that the position supervises other em-

Project Manager Public Communications

Amanda Johnson

PWSRCAC DIRECTORS

Director Representing Term Address e-mail address

Telephone - Work Fax

Telephone -Home / Cell

John Allen 2011 PO Box 4 Valdez, AK 99686 [email protected] 835-2243

Tatitlek Corp & Tatitlek Village IRA Council 255-2243 cell

Patience Andersen Faulkner 2010 PO Box 2574 Cordova, AK 99574 [email protected] 424-7585

Cordova District Fishermen United 253-7585 cell

Nancy Bird 2010 PO Box 1185 Cordova, AK 99574 [email protected] 424-5800 x 225 424-5820 424-7466

City of Cordova

Al Burch 2010 P.O. Box 991, Kodiak, AK 99615 [email protected] 486-3910 486-6292 486-5238

Kodiak Island Borough 539-5691 cell

Sheri Buretta, Treasurer 2010 19530 Wingham Circle Eagle River, AK 99577 [email protected] 563-8866 x310 563-8402 696-3774

Chugach Alaska Corp 227-0595 cell

Pat Duffy 2010 Valdez Petroleum Terminal Inc. [email protected] 835-2002 835-4651

AK State Chamber of Commerce PO Box 3349 Valdez, AK 99686

Jane Eisemann, Member at Large 2011 PO Box 192 Kodiak, AK 99615-3336 [email protected] 481-2501 481-2505 486-4594

City of Kodiak

John French 2011 PO Box 1470 Seward, AK 99664 [email protected] 224-4429

City of Seward 491-0343 cell

Cathy Hart, Secretary 2011 PO Box 102592 Anchorage, AK 99510 [email protected] 244-1223 cell

AK Wilderness Recreation & Tourism Association

Marilynn Heddell 2010 PO Box 708 Whittier, AK 99693 [email protected] 472-2426 472-2491

City of Whittier 200 W 34th Ave., #991 Anchorage, AK 99503 (Winter) 278-2493 278-2491 242-1811 cell

Blake Johnson Member at Large 2011 52280 Solar Avenue Kenai AK 99611 blakealaska@gmail com 776 5439 776 5212 Blake Johnson, Member at Large 2011 52280 Solar Avenue Kenai, AK 99611 [email protected] 776-5439 776-5212

Kenai Peninsula Borough 223-8455 cell

Stephen Lewis, President 2011 PO Box 241 Seldovia, AK 99663 [email protected] 234-7562 234-7562

City of Seldovia 240-9412 cell

Iver Malutin 2011 3449 E. Rezanof Dr. Kodiak, Ak 99615 [email protected] 486-9800 486-9898 486-6068

Kodiak Village Mayors Association 539-8800

Thane Miller 2011 PO Box 2961 Valdez, AK 99686 [email protected] 835-9783

Prince William Sound Aquaculture Corp 255-1776

Dorothy M. Moore, Member at Large 2010 PO Box 1516 Valdez, AK 99686 [email protected] 835-4245

City of Valdez 748-6485 cell

Walter Parker, Vice President 2010 3724 Campbell Airstrip Road Anchorage, AK 99504 [email protected] 333-5153 333-5189

Oil Spill Region Environmental Coalition

Stan Stephens 2011 PO Box 1297 Valdez, AK 99686 [email protected] 835-4731 835-2700

City of Valdez 831-1305 cell

Charles Totemoff 2010 3000 C Street, Suite 301 Anchorage, Ak 99503 [email protected] 244-1404

Chenega Corp & Chenega IRA Council

John Velsko 2011 PO Box 2269 Homer, AK 99603 [email protected] 235-7836 299-1215 cell

City of Homerindicates change in information

bold print indicates primary phone Updated 6/4/2009

mailto:[email protected]�















PWSRCAC COMMITTEE MEMBERS

Name Address e-mail address Work Phone Home Phone Fax or Cell

OSPR: Oil Spill Prevention and Response Committee Jerry Brookman 715 Muir Avenue Kenai, AK 99611-8816 [email protected] 283-9329 398-9329 cell 283-7180 faxBob Flint 8631 Muir Court Anchorage, AK 99504 [email protected] 337-3189John French (Director) (Chair) PO Box 1470 Seward, AK 99664 [email protected] 224-4429 491-0343 cellJoe Jabas PO Box 2692 Valdez, AK 99686 [email protected] 835-4733 835-3623 faxDavid Goldstein PO Box 735 Whittier, AK 99693 [email protected] 472-2581 472-2582 244-0234 cellJohn LeClair Chadux Corp. 2347 Azurite Ct. Anchorage, AK 99507 [email protected] 348-2359 276-1341 home 348-2330 fax

529-0331 cellWalter Parker (Director) 3724 Campbell Airstrip Road Anchorage, AK 99504 [email protected] 333-5189 333-5153 faxGordon Scott PO Box 847 Girdwood, AK 99587 [email protected] 653-7329 783-2671 783-2671 faxJohn Velsko (Director) PO Box 2269 Homer, AK 99603 [email protected] 235-7836 299-1215 cell

SAC: Scientific Advisory CommitteeJennifer Burns UAA 3211 Providence Drive Anchorage, AK 99508 [email protected] 786-1527 622-2585 786-1314 John French (Director) PO Box 1470 Seward, AK 99664 [email protected] 224-4429 491-0343 cellRoger Green PO Box 68, Hope, AK 99605 [email protected] 782-1113 952-4895 cell

18 Bayshore Rd, RR4, Brighton ON, Canada K0K 1H0 (Winter) 613-475-5543 613-922-2588 cellAgota Horel PO Box 750393 Fairbanks, AK 99775-0393 [email protected] 457-1072John Kennish UAA 3211 Providence Drive Anchorage, AK 99508 [email protected] 786-1236 345-0306 786-4607 faxDebasmita Misra PO Box 750117 Fairbanks, AK 99775-0117 [email protected] 474-5339 750-2475 474-6635 faxDorothy M. Moore (Director) PO Box 1516 Valdez, AK 99686 [email protected] 835-4245 831-0708 cellMark Udevitz USGS Alaska Science Center

4210 University Drive,Anchorage, AK [email protected] 786-7083 696-4426 786-7150 fax

TOEM: Terminal Operations and Environmental Monitoring Committee Bob Benda (Chair) PO Box 2376 Valdez, AK 99686 [email protected] 834-1668 835-2512 835-5108 faxJo Ann Benda PO Box 2376 Valdez, AK 99686 [email protected] 834-1669 835-2512Nancy Bird (Director) PO Box 1185 Cordova, AK 99574 [email protected] 424-5800 x225 424-7466 424-5820 faxSteve Bushong PO Box 2796 Valdez, AK 99686 [email protected] 835-7004 835-2796 835-5875 faxGeorge Skladal 1841 S. Salem Drive Anchorage, AK 99508 563-6481 562-3342 faxJanice Wiegers ADEC 610 University Ave Fairbanks AK 99709 janice wiegers@dec state ak us 451-2127/2165 455-7557 451-2155 faxJanice Wiegers ADEC 610 University Ave. Fairbanks, AK 99709 [email protected] 451-2127/2165 455-7557 451-2155 fax

POVTS: Port Operations and Vessel Traffic Systems Committee Duane Beland PO Box 55023 North Pole, AK 99705 [email protected] 377-8647 488-9474 377-5190 faxCliff Chambers PO Box 2 Seward, AK 99664 [email protected] 224-4891 831-0439 cellBill Conley PO Box 803 Valdez, AK 99686 [email protected] 835-4921 835-2518 faxPat Duffy (Director) PO Box 3349 Valdez, AK 99686 [email protected] 835-2002 835-4651 faxJane Eisemann (Director) PO Box 192 Kodiak, AK 99615 [email protected] 481-2501 486-4594 481-2505 faxPete Heddell 200 W. 34th St. #991 Anchorage, AK 99503 [email protected] 278-2493 278-2491 fax

PO Box 708 Whittier, AK 99693 [email protected] 472-2426 440-0773 cell 472-2491 faxRobert Jaynes (Chair) PO Box 2941 Valdez, AK 99686 [email protected] 831-0742 835-5935Darrell Totemoff P.O Box 8061 Chenega Bay, AK 99574 [email protected] 573-5352 573-5132 573-5120

IEC: Information and Education CommitteeKate Alexander PO Box 1168 Cordova, AK 99574 [email protected] 424-3334 424-5433Patience Anderson Faulkner (DirecPO Box 2574 Cordova, AK 99574 [email protected] 424-7585Peter Armato PO Box 863 Seward, AK 99664 [email protected] 224-7501 224-2099 224-7505 faxJane Eisemann (Director) PO Box 192 Kodiak, AK 99615 [email protected] 481-2501 486-4594 481-2505 faxCathy Hart (Director) PO Box 102592 Anchorage, AK 99510 [email protected] 244-1223 cellSavannah Lewis PO Box 241 Seldovia, AK 99663 [email protected] 234-7562 234-7562 Dorothy Moore (Director) PO Box 1516 Valdez, AK 99686 [email protected] 835-4245 831-0708 cellStan Stephens (Director) PO Box 1297 Valdez, AK 99686 [email protected] 835-4731 835-2700 831-1305 cell

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Updated 6/4/2009



































PWSRCACEX-OFFICIO / ALYESKA / SERVS / SHIPPERS

Ex-Officio Address e-mail address Telephone FaxRon Doyel AK Dept. of Environmental Conservation [email protected] 834-6707 ** 834-6712

P.O. Box 990 MS 729, Valdez, AK 99686 831-1102 cellGayle Martin AK Dept. of Fish and Game Division of Sport Fish [email protected] 267-2541 267-2499

333 Raspberry Road Anchorage, AK 99518-1599Sharon Randall U.S. Forest Service [email protected] 743-9497 743-9476

3301 "C" St, Ste 300 Anchorage, AK 99503-3998Scott Pexton AK Dept. of Natural Resources [email protected] 257-1333

411 W. 4th Avenue, Suite 2 Anchorage, AK 99501Joe Hughes Bureau of Land Management [email protected] 834-6701** 834-7039

PO Box 990 Valdez, AK 99686Wanice Cowles Preparedness Coor.,Div. of Homeland Security & Emg Mgmt. [email protected] 428-7042 428-7009

P.O. Box 5750 Ft. Richardson, AK 99505Carl Lautenberger U.S. Environmental Protection Agency [email protected] 271-5083 271-3424

222 W. 7th, #19 Anchorage, AK 99513-7588 257-1342 JPO Office411 W. 4th Anchorage, AK 99501 271-4306 272-0690

Doug Mutter U.S. Department of the Interior [email protected] 271-5929 271-41021689 "C" Street, 119 Anchorage, AK 99501

CDR Darryl Verfaillie U.S. Coast Guard/Marine Safety Unit Valdez [email protected] 835-7210 835-7207P.O. Box 486 Valdez, AK 99686 835-7211 - main #

W. Scott Pegau Oil Spill Recovery Institute [email protected] 424-5800 Ext 222 424-5820P.O. Box 705 Cordova, AK 99574

John Whitney National Oceanic & Atmospheric Administration [email protected] 271-3593 271-3139510 L St., Ste 100 Anchorage, AK 99501

Alyeska/SERVS ContactsKathy Zinn PO Box 300 Valdez, AK 99686 [email protected] 834-7300 ** 834-7588VMT Director

Tom Stokes PO Box 300 Valdez, AK 99686 [email protected] 834-6988 ** 834-6944

Updated 6/4/2009

Tom Stokes PO Box 300 Valdez, AK 99686 stokestl@alyeska pipeline.com 834 6988 834 6944Valdez Operations Advisor 831-1078 cellPete Andersen PO Box 300 Valdez, AK 99686 [email protected] 834-6978** 834-6973SERVS Acting Director

Barry Roberts PO Box 300 Valdez, AK 99686 [email protected] 834-7305 ** 834-6914PWSRCAC Liaison 831-0946 cell

Shippers ContactsJeff Johnson RPG Chair / BP Shipping (USA) [email protected] 339-5009 339-5085

PO Box 190848 GMAK 9-2 Anchorage, AK 99519-0848 301-8878 cellEd Thompson BP Exploration Alaska [email protected] 564-5181 564-5588

PO Box 196612 Anchorage, AK 99519-6612 244-3002 cellTom Colby Alaska Tanker Company [email protected] 835-5251 835-4574

PO Box 1609 Valdez, AK 99686 831-0216 cellTom Blanchard SeaRiver Maritime [email protected] 835-4583 835-3701

PO Box 3249 Valdez, AK 99686Monty Morgan Polar Tankers, Inc. [email protected] 835-5862

PO Box 875 Valdez, AK 99686John Kwietniak Tesoro Petroleum [email protected] 776-8191 776-5546

PO Box 3369 Kenai, AK 99611

**Note: If dialing JPO or APSC numbers from Anchorage; dial 787 (instead of 834) and the last 4 digits for toll free calling.indicates change in information

Updated 6/4/2009



















PWSRCAC MEMBER ENTITIES

Member Administrator e-mail address Phone Fax PWSRCAC DirectorAK State Chamber of Commerce / Juneau217 2nd St., #201Juneau, AK 99801

Wayne Stevens, President [email protected] 586-2323 463-5515 Pat Duffy

AK Wilderness Recreation & Tourism Association (AWRTA)2207 Spenard Road, Ste. 202Anchorage, AK 99503

Karen Deatherage, Executive Director

[email protected] 258-3171 258-3851 Cathy Hart

Chenega Corporation4000 Old Seward Hwy., #101Anchorage, AK 99503

Charles Totemoff [email protected] 277-5706 277-5700 Charles Totemoff

Chenega IRA CouncilPO Box 8079Chenega Bay, AK 99574

Pete Kompkoff, President 573-5132 573-5120 Charles Totemoff

Chugach Alaska Corp.560 E. 34th, #200Anchorage, AK 99503

Barney Uhart, President [email protected] 563-8866 563-8402 Sheri Buretta

City of CordovaPO Box 1210Cordova, AK 99574

Mayor Tim Joyce [email protected] 424-6200 424-6000 Nancy Bird

City of Homer491 E. Pioneer Ave.Homer, AK 99603

Mayor James C. Hornaday

[email protected] 235-8121 235-3148 John Velsko

City of KodiakPO Box 1397Kodiak, AK 99615

Mayor Carolyn Floyd [email protected] 486-8636 486-8600 Jane Eisemann

City of SeldoviaDrawer BSeldovia, AK 99663

Mayor Keith Gain Deputy Clerk: Mary Klinger

[email protected] [email protected]

234-7643 234-7430 Stephen Lewis

City of SewardPO Box 167Seward, AK 99664

Mayor Clark Corbridge [email protected] 224-4045 224-4038 John French

City of ValdezPO Box 307

Mayor Bert Cottle [email protected] 835-4313 835-2992 Stan StephensDorothy M MoorePO Box 307

Valdez, AK 99686Dorothy M. Moore

City of WhittierPO Box 608Whittier, AK 99693

Mayor Lester Lunceford [email protected] 472-2337 472-2404 Marilynn Heddell

Cordova District Fisherman UnitedPO Box 939Cordova, AK 99574

Gerald McCune, President

[email protected] 424-3447 424-3430 Patience Andersen Faulkner

Kenai Peninsula Borough144 N. Binkley StreetSoldotna, AK 99669

Mayor David Carey [email protected] 714-2150 262-8616 Blake Johnson

Kodiak Island Borough710 Mill Bay RoadKodiak, AK 99615

Rick L. Gifford, Manager [email protected] 486-9300 486-9374 Al Burch

Kodiak Village Mayors' Association710 Mill Bay RoadKodiak, AK 99615

Jerome Selby, Borough Mayor

[email protected] 486-9310 Iver Malutin

Oil Spill Region Environmental Coalition P.O. Box 3269 Homer, AK 99603

Bob Shavelson [email protected] 235-4068 235-4069 Walter Parker

Prince William Sound Aquaculture Corp. PO Box 1110 Cordova, AK 99574

Dave Reggiani, General Manager

[email protected] 424-7511 424-7514 Thane Miller

Tatitlek CorporationPO Box 650 Cordova, AK 99574

Roy Totemoff, Pres. [email protected] [email protected]

424-3777 278-4000

424-3773 Anch Office

John Allen

Tatitlek Village IRA CouncilPO Box 171 Tatitlek, AK 99677

Dave Totemoff 325-2311 325-2298 John Allen

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Updated 6/4/2009


















PWSRCAC STAFF

Staff Member Title E-mail address Direct Dial Home Cell

Vacant Executive Director 834-5060 Valdez

273-6224 Anchorage

Anchorage Office Toll-Free 1-800-478-7221 277-7222 277-4523 fax 441-2051 cell

3709 Spenard Road, #100, Anchorage 99503

Joe Banta Project Manager [email protected] 273-6222 348-8803 229-7127

Gregory M. Dixon Financial Manager [email protected] 273-6232 277-2431

Amanda Johnson Project Manager [email protected] 273-6221 562-0080

Stan Jones Director of External Affairs [email protected] 273-6230 677-7237 350-7711

Lisa Ka'aihue Director of Administration [email protected] 273-6225 349-1221 441-4059

Telena McQuery Project Manager Assistant [email protected] 273-6227 929-4522 706-763-8203

Linda Robinson Outreach Coordinator [email protected] 273-6235 243-1756 317-5256

Linda Swiss Project Manager [email protected] 273-6226 243-5086 441-2082

Vacant Administrative Assistant 273-6231

Valdez Office Toll-Free 1-877-478-7221 834-5000 835-5926 fax 223-1240 cell

PO Box 3089 Valdez, 99686 (130 South Meals, Suite 202)

Jean Cobb Administrative Assistant [email protected] 834-5000 835-2637

Venessa Dawson Administrative Assistant [email protected] 834-5000 835-4081

Jennifer Fleming Executive Assistant [email protected] 834-5010 835-3773

Dan Gilson Project Manager [email protected] 834-5040 835-4438

Joel Kennedy Project Manager [email protected] 834-5020 835-5293 200-0011

Tom Kuckertz Project Manager [email protected] 834-5050 835-4610

Jacquelyn Olson Project Manager Assistant [email protected] 834-5030 255-0812

Roy Robertson Project Manager [email protected] 834-5080 835-3898 441-4079

Donna Schantz Acting Executive Director [email protected] 834-5070 835-5116 441-2063

Web Site Address: www.pwsrcac.org 24-Hour Incident Reporting 751-4489indicates change in information

Updated 6/4/2009













CONTRACT

BETWEEN

REGIONAL CITI ZENS ADVISORY COMMITTEE

AND

ALYESKA PIPELINE SERVICE COMPANY

February 8, 1990

CONTRACT

February, 1990

TABLE OF CONTENTS

Paae

Article 1 -- Independence of Committee . . . . . . . . . . 2

Article 2 -- Scope of.Services . . . . . . . . . . . . . . 3

Article 3 -- Term and Funding . . . . . . . . . . . . . . 5

Article 4 -- Special Alyeska Obligations . . . . . . . . . 10

Article 5 -- Effect of Statutes . . . . . . . . . . . . . 13

Article 6 -- Indemnity, Liability and Estoppel . . . . . . 15

Article 7 -- Remedies . . . . . . . . . . . . . . . . . . 12

Article 8 -- Miscellaneous Provisions . . . . . . . . . . 18

CONTRACT

This Contract (the "Contract") is made as of the 8th day of

February, 1990 between Regional Citizens ~dvisory Committee,

Inc., an Alaska corporation (the "Committee" or "RCAC")

and Alyeska Pipeline Service Company, a Delaware corporation

("Alyeska"), for itself and as agent for Amerada Hess Pipeline

Corp., ARC0 Pipe Line Co., BP P2pelines (Alaska), Inc., Exxon

Pipeline Co., Mobil Alaska Pip Co., Phillips Alaska Pipeline

Corp., and Unocal Pipeline Co. (collectively, the "Owners").

R E C I T A L S

1. Alyeska commits that in its Prince William Sound Tanker -

Spill Prevention and Response Plan (the "Plan") it will include 7 w

provisions to coordinate with a citizen advisory committee

organized to provide local involvement in the development, and

ongoing implementation of that plan.

2. Alyeska promises, subject to the conditions set forth

herein, to support the citizens* advisory process to include

monitoring and advisory functions respecting actual and potential

environmental impacts of Valdez Marine Terminal (the "Terminal")

and oil tanker operations; oil spill prevention, safety, and

emergency response; and, to the extent of Alyeska's ability to I

influence such matters, port operations and Prince William Sound

vessel traffic systems.

RCACIAlyeska Contract 1603 j

Page 1

C 3. The Committee is willing to participate in the citizens'

advisory process for the public and Alyeska on a permanent basis

only on the conditions that it be truly independent from Alyeska

and that Alyeska provide the Committee with a permanent source of

adequate funding.

1%

A G E E E H E E T S

In consideration of the mutual obligations contained herein,

Alyeska and the Committee agree to the following:

ARTICLE I - INDEPENDENCE OF THE COMMITTEE

1.1 Independence of Committee. The independence, and public

perception of independence, of the Committee is of overriding

w importance to the Committee in fulfilling its functions and in

meeting public needs. This Contract shall be interpreted in such

a way as to promote the independence, both actual and perceived,

of the Committee from Alyeska.

1.2 L e g d U m t o n o ~ . In order to enhance the legal and

political autonomy of the Committee, it shall be formed as a

nonprofit corporation. Alyeska shall have no right to be a

member, to have representatives on the board of directors, or to \

have any degree of control over the formation or operation of the

corporation. 1

1.3 -- The Committee is free to engage in

activities outside of its contractual obligations to Alyeska;

provided, however, that any such activities shall not be paid for I V by funds provided by Alyeska.

RCAC/Alyeska Contract 1603 j

Page 2

ARTICLE I1 - SCOPE OF SERVICES v' &. The Committee shall provide the 2.1 5-

following services to the public and Alyeska:

a. Provide local and regional input, review and

monitoring of Alyeska oil spill response and

prevention plans and capabilities, environmental

protection capabilities, and actual and potential

environmental impacts of Terminal and tanker

operations;

b. Increase public awareness of Alyeska oil spill

response and prevention capabilities, environ-

mental protection capabilities, and actual and

potential environmental impacts of Terminal and

tanker operations;

c. Provide input into monitoring and assessing the

environmental, social, and economic consequences

of any oil related accidents and actual or

potential environmental impacts in or near Prince

William Sound; provided, that no Alyeska funding

shall be used for such monitoring or assessing

specifically in support of litigation against

Alyeska ;

d. Provide local and regional input into the design

of appropriate mitigation measures for potential

squenc !es likely to occur as a result of oil or

environmental related accidents or impacts of

Terminal and tanker operations;


Page 3

e. provide recommendations, to which Alyeska will

respond in a timely manner, and participate in:

(1) the continuing development of the Plan;

(2) annual pian review;

(3) the periodic review of operations under

the Plan, including training and conducting

exercises;

(4) the input into selection of research and

development projects;

( 5 ) the review of other important issues

related to marine oil spill prevention and

response concerns that are not obvious at

this time; and

(6) the review of other concerns agreed upon

by the Committee regarding actual or

potential environmental impacts of Terminal

or tanker operations; and

f. Fulfill all responsibilities and duties of the

citizens advisory committee as set forth in

Exhibit A attached hereto, which Alyeska agrees to

incorporate in the Plan, and all amendments \

thereto.

g. To the extent possible, to avoid unnecessary

duplication, the Committee shall coordinate its

work with the scientific work performed by or on

behalf of Alyeska, operators of crude oil tankers,


Page 4

and government agencies. ow ever, this shall not b

preclude the Committee from conducting independent

work to confirm, verify or test work performed by

others.

h. The function of the Committee under this Contract

is not regulatory, but is advisory only.

2.2 Bliuible Proiects. The Committee may use all funding

provided by Alyeska only to engage in any or all activities

authorized expressly or by implication by this Contract. Without

in any way limiting the foregoing, it is specifically agreed that

Alyeska-provided funds may be used for socio-economic studies of

potential human impacts of any future spills or accidents in or

near Prince William Sound. Alyeska-provided funds may not,

however, be used for attorney's fees, litigation consultants or -1 - 4 witnesses, studies specifically undertaken for purposes of

litigation, expert witnesses, or other litigation costs in

connection with litigation against Alyeska or the TAPS Owners, or

for any litigation arising out of the Exxon Valdez oil spill of

1989; provided, however, that the Committee may use Alyeska-

provided funds for purposes of litigation or arbitration with

Alyeska respecting disputes over the interpretation or perfor- \

mance of this Contract.

ARTICLE I11 - TERM AND FUNDING

3.1 Term. The term of this Contract shall commence on the

effective date first indicated above and shall continue so long -\ -,


Page 5

as oil continues to flow through the Trans Alaska Pipeline 'PC

System ("TAPSw) and thereafter until the Owners' obligation to

remove improvements and equipment from the Terminal premises is

complete pursuant to the ~~reement and Grant of Right-of-way for

the Trans-Alaska Pipeline.

3.2 Termination. a. The Committee may terminate this

Contract, without penalty and for any or no cause, upon 90 days

notice to Alyeska.

b. Except as may be specifically provided elsewhere in

this Contract, Alyeska shall have the right to terminate this

Contract only in the event that:

(1) (a) there has been a determination by an

arbitration panel (or a court if the Committee

rejects arbitration) that the Committee has failed

in material respects to perform its services or

obligations under this Contract, or has materially

misused Alyeska provided funding, (b) the

arbitration panel (or court) has established a

reasonable time in which the Committee may cure

the failure or remedy the misuse of funds, and

(c) the arbitration panel (or court) subsequently

finds that the codittee has not cured the failure

or remedied the misuse of funds within the time

allowed; or

(2) the composition of the membership or

Board of Directors of the Committee ceases at any


Page 6

time to be broadly representative of the 1 'v communities in the vicinity of Prince William

Sound, Alaska Native organizations the members of

which reside in the vicinity, commercial fishing

organizations the members of which depend on the

fisheries resources in the vicinity, aquaculture

associations in the vicinity, and environmental

organizationsathe members of which reside in the

vicinity. Before exercising this right of

termination Alyeska must notify the Committee of

its intent to terminate, and afford the Committee

90 days in which to restore its broadly

representative composition. If within the 90 days

the Committee successfully restores the broadly ,- d

representative composition described above,

Alyeska shall not terminate the Contract. The

Committee shall not be considered broadly

representative of the above interests if it does

not include as members the cities of Valdez,

Cordova, Seward, Homer, Kodiak, Whittier and

Seldovia, the Kenai Peninsula Borough, the Kodiak

Island Borough, ~hugach Alaska Corp., a commercial

fishing organization, an environmental organization

and an aquaculture organization, unless the failure

to include any such member is for good cause and

the remaining membership continues to exhibit a

r 3 4


Page 7

regional character, broadly representative of the

communities and residents in the vicinity of

Prince William Sound and the users of natural

resources in the vicinity. Good cause shall

include, but not be limited to, the failure or

refusal of any of the naqed members to participate

in the Committee.

3.3 Fundinq. a. Subject to Subsection 3.3.b below, ~

Alyeska shall provide to the Committee a minimum o f $2,000,000

per year (the "Base Funding") for operations, technical studies,

and expert support beginning January 1, 1990 or as soon

thereafter as this Contract is executed. On January 1, 1991, and

on the first day of each year thereafter during the term of this

C Contract, the Base Funding shall annually be adjusted upward for

inflation by a percentage equal to the percentage increase in the

Consumer Price Index for All Consumers, Anchorage, Alaska, for

the twelve month period ending in July of the previous

calendar year. The Base Funding shall be paid in two equal

installments on the first business day of January and July each

calendar year during the term of this Contract.

b. At the end of the third year of the Contract, and

thereafter at the end of every third year, the parties shall meet

to review in good faith the level of Base Funding specified

herein and determine whether the level of Base Funding should be

adjusted. In making this determination the parties will consider

past levels of expenditure by the Committee and Committee plans

RCAC/Alyeska Contract 1603j

Page 8

for the next three years, including projected expenditures and h~ I

the benefits anticipated to result from those expenditures. If

the parties cannot agree, the issue may be submitted to

arbitration or litigation in accordance with Section 7.1;

provided, however, that the arbitrator or the court shall have no

authority to increase or decrease the Base Funding level by more

than 50% of the then-existing Base Funding level.

c. Alyeska will consider in good faith whether to

provide supplemental funding ("Supplemental Funding") for special

studies, including research and development, or other projects

proposed by the Committee. Alyeska's decision whether to provide

Supplemental Funding shall be final, and not subject to

arbitration or litigation.

d. The amount of any funds found by an arbitrator (or '7 1

a court if the Committee so elects) to have been misused by the

Conunittee shall be deducted from funds otherwise payable

hereunder, or repaid-to-Alyeska.

e. Any unspent and unencumbered Alyeska-provided

funds remaining at the termination of this Contract shall be

returned to Alyeska. Alyeska will indemnify the Committee from

any federal or state tax burden on the Committee that may result \

from the return of such funds.

f. The Committee shall be allowed to obtain funding

from sources independent of Alyeska ("Independent Funding");

provided, however, that the Committee shall separately account

for the receipt and use of such funds.


Page 9

3.4 Audit- The Committee's performance of services under

this Contract shall be subject to audit by Alyeska at all

reasonable times during the term of this Contract and continuing

for a period of one year following the end of such term. The

Committee shall make available to Alyeska or its auditors, upon

request and reasonable notice, all employees, directors,

consultants and contractors of the Committee, and all

non-privileged records and documents, related to this Contract,

the Committee's performance of services hereunder or the use of

Alyeska-provided funds.

ARTICLE IV - SPECIAL ALYESKA OBLIGATIONS 4.1 Access. a. Znformation. The Committee, its staff and

consultants shall have access to such Alyeska records and

documents as may be reasonably necessary to enable the Committee

to perform its duties hereunder, including records pertaining to

tankers; .provided, however, that unless Alyeska otherwise agrees,

the Committee's right of access shall not be broader than that

enjoyed by ADEC, EPA or other governmental agencies having

regulatory authority under applicable statutes and regulations;

and provided further that the Committee shall not be entitled to \

obtain confidential personnel records, records protected by the

attorney-client privilege, records which are protected as con-

fidential or privileged by state or federal law, or confidential

records the disclosure of which might harm the competitive

position of Alyeska or the TAPS Owners. The foregoing shall not


Page 10

preclude the sharing of confidential or propkietary information \ 4

pursuant to a separate confidentiality agreement negotiated by

the parties. Records or documents not privileged or confidential

by law, but intended by Alyeska management, when created or

commissioned, to be confidential, shall be provided to the

Committee only on reasonable terms, to be negotiated in a

separate agreement between the parties, intended to insure the

continued confidentiality of such records and documents. Alyeska

shall provide access to documents and records with reasonable

promptness.

b. es. The Committee, its staff and consul-

tants shall be afforded such access to Terminal facilities as may

be reasonably necessary to enable the Committee to perform its

duties hereunder; provided, however, that reasonable advance -8 - 4

notice shall be given of the desire for access and the parts of

the Terminal to be visited, that all visitors shall comply with

all Alyeska safety rules and be accompanied at all times by an

Alyeska representative, and that the number of visitors shall be

limited to that reasonably necessary to accomplish the purpose of

the visit. For purposes of this paragraph, "Terminal facilities"

includes the SERVS facilities, oil spill response vessels, other

locations used for purposes of emergency response to oil spill or

environmental pollution incidents occurring in or near Prince

William Sound, and other locations in Port Valdez or Prince

William Sound used for Terminal or tanker operations.


Page 11

f For the purpose of observing Alyeska's response and I

otherwise performing its functions hereunder, reasonable access

shall be afforded Committee representatives during times of

environmental emergency, such as oil spills, significant pollution

incidents, or other actual or threatened major environmental harm,

to the extent this can be done without hampering Alyeska's

response actions or compromising the safety of the Committee

representatives.

c. Tankers. Upon request, Alyeska shall make all

reasonable efforts to seek from tanker owners and operators such

additional information as may be necessary to enable the

Committee to accomplish its duties and functions under this

Contract. Upon request, Alyeska shall use its best efforts to

w arrange for Committee, its staff and consultants to have such

reasonable access to tankers calling at Alyeska as may be

necessary to enable the Committee to accomplish its duties and

functions, including continuous access for monitoring purposes.

d. General. The Committee shall, as necessary and

appropriate to perform its duties and functions hereunder, be

allowed to photograph or videotape visits to the Terminal

facilities, provided this does not interfere with safe operations. \

4.2 Alveska Representative. Alyeska shall provide as a

liaison to the Committee the President of Alyeska or a represen-

tative fully empowered to act in his stead.

4.3 j f u n u n n . In order to assure the

permanency of function and funding for the Committee, Alyeska


Page 12

shall not voluntarily repeal, rewrite or otherwise modify the

terms, application or effect of Exhibit A, to be included in the

Plan, or the equivalent section of any successor plan, without

the written consent of the committee.

4.4 Alpeska Res~onse. Alyeska shall provide the Committee

a complete response to all written advice, recommendations or

other input from the Committee, to which the Committee formally

requests a response, within a reasonable time after it is given

to Alyeska. If Alyeska cannot provide a complete response within

ten business days, it shall within ten business days of the

request notify the Committee as to when it will make a complete

response.

ARTICLE V - EFFECT OF STATUTES 5.1 Effect. Should the federal or

state government enact legislation requiring formation of a

citizens' advisory or oversight group, to provide input regarding

Terminal and tanker operations and oil spill response planning in

Prince William Sound, which is comprised in substantial part of

members of the public who reside in or work in Prince William

Sound or in nearby areas that might be damaged by oil spills in

Prince William Sound, (the "irnpac6 areau), or representatives of

groups or organizations having members who reside in or work in 1

the impact area, or representatives of groups or organizations

which represent the interests of parties who might suffer loss or

damage, tangible or intangible, as a result of oil spills in

2


Page 13

f '1

Prince William Sound or environmental pollution from Terminal or

tanker operations, the Committee may seek to qualify under such

legislation as the required advisory or oversight group, or as a

lawful alternative thereto. If so, Alyeska shall use its best

efforts to cooperate with the Committee and to assist it to so

qualify. Should the Committee so qualify, and choose to seek any

funding provided from other sources pursuant to such legislation,

such funding shall be credited against Alyeska's Base Funding

obligation hereunder; the parties' other obligations hereunder,

if broader in scope than such legislation, would remain in effect

unless in conflict therewith. Alyeska and the Committee agree,

however, that if the Committee fails to so qualify or chooses not

to seek such qualification, they will enter in good faith into

C negotiations regarding the scope of services provided under this

Contract, the level of funding therefor by Alyeska, and the need

for and appropriateness of modifications to other terms of this

Contract. The Parties shall take into account whether any other

group established pursuant to such legislation is comprised in

substantial part of persons who are representative of residents

of the impact area or representatives of organizations which

represent the interests of people who live or work in the area or i

might be damaged by oil spills or pollution from Terminal or

tanker operations; whether the functions of the Committee under

this Contract substantially duplicate functions performed by the

other advisory or oversight group; and the extent to which

Alyeska's obligations to the other group are similar to its f k obligations hereunder.


Page 14

ARTICLE VI - INDEMNITY, LIABILITY AND ESTOPPEL \ w 6.1 Jndemnitv. Alyeska shall indemnify and hold harmless

the Committee, its members, directors, employees and agents from

costs, damages, legal fees and other liabilities resulting from

advice given pursuant to this Contract.

6.2 Excul~ation of Committee. The Committee does not have,

and shall not assume reason of this Contract or by reason of

any action or inacti ken in furtherance of its functions, any

responsibility or liability for any possible inadequacies in any

plan, or any past, present, or future acts or omissions of

Alyeska or tankers calling at Alyeska.

lovees 6.3 Members, Directors. Officers and Emv Not Liable.

No director, officer, employee, contractor, agent or member of

Regional Citizens Advisory Committee, Inc., shall be individually - 'b 4

liable for the performance of any term or condition of this

Contract, or for damages in the event of the Committee's breach

of this Contract, unless such are caused by the fraudulent

actions of the party against whom recovery is sought.

6.4 Estoo~el. No advice given, no statement made, and no

position taken by any voting director of the Committee or its

members or their representatives or agents in the performance of

obligations under th t shall be grounds for estopping ntraci

the voting director or the Committee's members or their I

representatives or agents from seeking damages or any other form

of relief.


Page 15

f 6.5 AJ,x!eska as Aaent for Owner Companies. In entering into 'C

this Contract, Alyeska Pipeline Service Company is acting on its

own behalf and as agent on behalf of each of the owners of TAPS,

which are listed above or their successors or assigns.

ARTICLE VII - REMEDIES 7.1 Arbitration. Except as otherwise provided herein, any

dispute between the Committee and Alyeska with respect to any

provision of this Contract or the rights and obligations of the

parties hereunder shall be submitted to arbitration in accordance

with the provisions of this paragraph, unless within fifteen days

of receipt of a request by Alyeska for arbitration the Committee

notifies Alyeska that it rejects arbitration in favor of

f litigation. '-u

a. Consent Panel. The party desiring arbitration of a

dispute shall give written notice to that effect to the

other party specifying in such notice the name, address and

occupation of a person to serve as an arbitrator on its

behalf. Within fifteen days after receipt of such notice

the other party shall give written notice to the first party

specifying the name, address and occupation of a person

designated to serve as an arbitrator on its behalf.

If neither party has objected to the other's

designation within fifteen days after the notice by the

second party of its designation of an arbitrator, then the

two chosen arbitrators (called the "consent panel") shall


Page 16

select a third person agreeable to both .to become the third - w*

member of the consent panel. The consent panel may utilize

informal techniques and hold informal hearings without

reference or adherence to the rules or procedures of the

American Arbitration Association. Promptly and within

thirty days of concluding any proceeding the consent panel

shall render its written decision. It is the intent of this

subparagraph to provide for a speedy and inexpensive

resolution of disputes, provided the parties consent to such

a procedure.

b. Formal Arbitration. If either party makes timely

objection to the other party's designee for the consent

panel pursuant to subparagraph (a) above, or the first party

initially decides not to use the consent panel procedure, '-3 - V'

then the party demanding arbitration shall promptly refer

the dispute to the American Arbitration Association for

disposition in accordance with the then existing rules of

the American Arbitration Association applicable to contract

disputes.

tration Awardq. Any award, by either a consent

panel or a formal arbitration panel, shall be enforceable in

accordance with Alaska ~tatuies.

7 . 2 Remedies for Breach. Because the specific obligations

of Alyeska under this Contract are of the utmost importance to

the Committee, and constitute the only consideration for which

the Committee would undertake to enter into a contract to provide

C,


Page 17

I services of the nature set forth in this Contract, it is agreed

that the Committee shall be entitled to specific performance of

the obligations of Alyeska under this Contract, and any

arbitrator or court is authorized to order specific performance

of the provisions hereof. This remedy of specific performance

shall be in addition to any other right or remedy of the parties

available by statute, common law or otherwise.

7.3 Attornen' Fees and Costs- If the Committee is the

prevailing party in any arbitration or court proceeding brought

to enforce or determine rights and obligations under this

Contract, the court or arbitrator shall award the Committee

reasonable actual attorneys fees and costs. The committee shall

in no case be obligated to pay Alyeska's attorneys fees and costs.

MTXCLE -33 - m-S PROVISIONS

8.1 1 . . . - There are no intended

third party beneficiaries of this Contract, and no one except the

parties hereto shall have any right to enforce this Contract.

a. No Waiver of Breach. No failure by either party

to insist upon the strict performance by the other of any term or 1

provision of this Contract or to exercise any right or remedy

consequent upon a breach thereof, shall constitute a waiver of

any such breach or of such terms or provisions. No waiver of any

breach shall affect or alter this Contract, but each and every

term and provision of this Contract shall continue in full force


Page 18

and effect with respect to any other then existing or subsequent ' ' \

breach.

b. Time of Essence. Time is of the essence of this

Contract and of each provision.

c. Comuutation of Time. The time in which any act

provided by this Contract is to be done shall be computed by

excluding the first day and including the last, unless the last

day is a Saturday, Sunday 0r.a Holiday, and then it is also

excluded.

d. Successors in Interest. Each and all of the terms

and provisions in this Contract shall inure to the benefit of and

shall be binding upon the successor in interest of Committee and

Alyeska . e. re Aareement. This Contract contains the ? w

entire agreement of the parties with respect to the matters

covered by this Contract, and no other agreement, statement or

promise made by any party which is not contained in the Contract

shall be binding or valid

f. Governina Law. This Contract shall be governed

by, construed and enforced in accordance with the laws of the

State of Alaska. i

9 Choice of Venue. Any lawsuit concerning this

Contract shall be brought in a court of competent jurisdiction in I

the Third Judicial District, State of Alaska.

Partial I . . h. nvaliditv. If any provision of the

Contract is held by a court of competent jurisdiction to be


Page 19

f invalid, void or unenforceable, the remainder of the provisions - shall remain in full force and effect and shall in no way be

affected, impaired or invalidated; provided, however, that if in

the judgment of the Committee any holding of partial invalidity

renders further performance under this Contract undesirable, then

the Committee shall have the option to \,erminate this Contract at

any time without penalty.

i. Pelationship of Parties. Nothing contained in

this Contract shall be deemed or construed by the parties or by

any third person to create the relationship of parent and

subsidiary, principal and agent, partnership, joint venture, or

of any association between the Committee and Alyeska; and no

provisions contained in this Contract or any acts of the parties

r 19.

shall be deemed to create any relationship between the Committee

and Alyeska other than the relationship of parties to this

Contract.

j. Number and Gender. In this Contract, the neuter

gender includes the masculine and the feminine, and the singular

number includes the plural; the word "person" includes

corporation, municipality, partnership, firm or association

wherever the context so requires. \

k. Mandatory and Permissive. "Shall", "will" and

"agrees" are mandatory; "may" is permissive. 1

1. Captions. Captions of the articles, paragraphs

and subparagraphs of this Contract are for convenience and

reference only, and the words contained therein shall in no way


Page 20

be held to explain, modify, amplify or aid in the interpretation, 1 w

construction or meaning of the provisions of this Contract.

m. mendment. This Contract is not subject to

amendment except in writing executed by both parties hereto.

n. Deli-v-erv of Notices - Method and Time . All

notices, demands or requests from one party to another shall be

delivered in person, telecopied or sent by mail, certified or

registered, postage prepaid, to the addresses stated in the

succeeding subparagraph and to such other persons and addresses

as either party may designate by notice to the other. Notice

shall be deemed to have been given at the time of mailing.

0. Notices. All notices, demands, and requests from

Alyeska to the Committee shall be given to the Committee at the

following address:

Ann Rothe President Regional Citizens Advisory Committee c/o National Wildlife Federation 750 West Second Ave., Suite 200 Anchorage, Alaska 99501

Facsimile Number: (907) 258-4811

. All notices, demands or requests from the Committee to

Alyeska shall be given to Alyeska at the following address:

Jim Hermiller, President Alyeska Pipeline Service Company 1835 lgaw Street Ancho Alaska 99512 1

Facsimile Number: (907) 265-8983

P C a . h n Each party shall have the

right, from time to time, to designate a different address by -7 w

notice given in conformity with this paragraph.


Page 21

q. Good Faith and Fair Dealing. Each party shall act

in good faith and deal fairly with the other in the interpretation

and performance of the provisions of this Contract.

8.3 TAPS Owner Authority. Alyeska warrants to the

Committee that it has all necessary authority from TAPS owners to

enter into this Contract, and that this Contract is valid and

binding on Alyeska and the TAPS owners and enforceable according

to its terms.

Executed by the parties on the dates indicated below.

Alyeska Pipeline Service Company

Date By:

s President

Regional Citizens Advisory Committee, Inc.

Date &. @, I /=w s ~refide/nt and Representing

~atiohal Wildlife Federation

and its members:

Date: 2- b /790 - Date: k b . E1 \4Q

n4) Cordova ~ i s t r s t Fishermen United

Date: 2-S-ci0 By: Q Q ~ m L Representing: Prince William

Sound Aquaculture Corporation


Page 22

Date:

Date:

By: ' 3 Representing: City of Kodiak PI

By: Representing: Kenai Peninsula -

Borough

Date: Representing: -~odiak Village

Mayors Association

Date:

Date: 2. 8 - 90

Data: FA. 2 -'?+a

2- f- Po Date:

Date: ?49@

Date: 3 - ~ ~ - 9 8

Date:


By: Representing: City of Whittier

By:

Corporation

By: ~epresenting: city of Seldovia

By: ~e~resefitin~/ it$ of Homer

- - -- -

~epresentin~: City of Cordova

: City of Valdez

By: Representing: City of Valdez

Page 23

Date: A/? /PD I

Date: 2//3 / 7 d

Date: 3 - / b - - 90

Date: </?A&

Date: 2 - F - ?fi

Date: . 2 '993

Date: z/% ,/?G

Date: 2 - 9- PO

Date: % d A 7 c

~ a t e : 2 - b 7 0

By : Represqting: City of Kodiak

By: ~ e ~ r h q b n t i n g : Kenai Peninsula

By: Representing: Kodiak Village

~epfesenti&: City of Whittier

~epresdnting : ~ h u g a c f i Alaska Corporation

~ e ~ r e s e n t i n g : city of Seldovia

By:

Representing : City of Cordova

Representing: City of Valdez


Page 23

EXHIBIT A TO

CONTRACT BETWEEN REGIONAL CITIZENS ADVISORY COMMITTEE AND ALYESKA PIPELINE SERVICE COMPANY

FOR INCLUSION IN ALYESKA'S PRINCE WILLIAM SOUND TANKER SPILL PREVENTION AND RESPONSE PLAN

An active Regional Citizens Advisory Committee (RCAC) is

important to the success of this plan. The RCAC will provide --..

recommendations to which Alyeska will respond in a timely manner,

and participate in

1 1. the continuing development of -m"

Prevention for the Prince William Sound;

2. annual plan review;

3. the periodic review of operations under the plan, including training and conducting exercises;

4. the input to selection of Plan-related research and development projects;

5. the review of other important issues related to marine oil spill prevention and response concerns that are not obvious at this time; apd

6. the review of other concerns agreed upon by the citizens advisory committee.


Page 24

Date: a / ~ / ? o Represqnting: City of Kodiak

By: Date: 2 / 1 3 / f d v

Repr$&:~~;;:: Kenai Peninsula

&LL& d&U/-. - By: Representing: Kodiak Village

Date: '3./0- 90

Date: By: ~e~fesenti@: City of Whittier

~ e ~ r e s d n t ing : c h u g a c 6 X l a s k a D a t e : 2 - F - 7 0

Corporation

By: ~epresenting: City of Seldovia

,9 * *

Date: 2/8 ,/?G

Date: J - B - P U

Date: 7 4 - 5 ° C Representing: City of Cordova

RepresG;ting: City of Valdez

RF senting: City of Valdez


Page 23

EXHIBIT A TO

CONTRACT BETWEEN REGIONAL CITIZENS ADVISORY COMMITTEE AND ALYESKA PIPELINE SERVICE COMPANY

FOR INCLUSION IN ALYESKA'S PRINCE WILLIAM SOUND TANKER SPILL PREVENTION AND RESPONSE PLAN

An active Regional Citizens Advisory Committee (RCAC) is

important to the success of this plan. The RCAC will provide

recommendations to which Alyeska will respond in a timely manner,

and participate in:

1. the continuing development of the Dnker S~ill Prevention and Response Plan for the Prince William Sound;

2. annual plan review;

3. the periodic review of operations under the plan, including training and conducting exercises;

4. the input to selection of Plan-related research and development projects;

5 . the review of other important issues related to marine oil spill prevention and response concerns that are not obvious at this time; apd

6. the review of other concerns agreed upon by the citizens advisory committee.


Page 24

ADDENDUM TO FEBRUARY 8, 1990 CONTRACT BETWEEN THE COMMITTEE (HEREINAFTER RCAC)

AND ALYESKA

SECTION 1:

RCAC agrees that, except as provided in this Addendum to

contract, it will not attempt to influence or promote any

legislation or the adoption, repeal or modification of

administrative regulations (including formally adopted

guidelines) through communication with any member or

employee of a legislative body or with any governmental

officer or employee who participates in the legislative

or administrative process. RCAC may engage in grass

roots lobbying, which means any attempt to influence any

legislation or regulation through efforts to affect the

opinions of the general public or any segment thereof.

RCAC agrees that these activities will not constitute a

substantial part of the activities of RCAC within the

meaning of Section 501(c)(3) of the IRC of 1986, as

amended.

SECTION 2:

(a) RCAC may provide advice to a legislative committee

or body, provided that the advice is given at a public

proceeding as defined in paragraph g.

(b) RCAC may provide technical advice to a member of

a legislative body, a committee of that body, or a

legislative body provided that (1) the advice is given in

response to a written request by the member, committee or

body; (2) the advice provided by RCAC is in writing and

is directly related to the advice requested; and (3)

every member of the legislative body has access to the

advice. RCAC shall provide Alyeska with a copy of the

request and the response immediately upon transmission of

the response to the legislator, committee or legislature.

(c) RCAC may invite a public official to an

educational meeting to discuss legislation or issues or

to learn more about the organization's activities, so

long as the educational meeting is not undertaken with

the intent to influence legislation and any discussion of

specific legislation is incidental to the purpose of the

meeting .

(dl RCAC may engage in Itself defensew lobbying

directly related to the preservation of RCACts existence,

duties, powers, or tax-exempt status.

(e) RCAC may conduct training workshops to encourage

a greater interest in and understanding of governmental

affairs, provided the workshop does not focus on a future

lobbying campaign for specific legislation, other than a

grass roots lobbying campaign, or how to lobby in a

specific issue area, except for grass roots lobbying.

( f) RCAC may communicate with government officials

about the adoption, repeal or modification of

administrative regulations (including formal guidelines

established thereunder) if the communication is made

before a public proceeding, as defined in paragraph (g).

If such communication does not take place at a public

proceeding, then it shall be limited to technical advice

which RCAC may communicate at its sole discretion,

provided, however, that Alyeska is copied with all such

written communications and RCAC promptly notifies Alyeska

of oral communications, providing as part of said

notification, such information as is reasonably necessary

for Alyeska to identify the date, subject matter, the

persons between whom the communication occurred and the

position taken by RCAC. The reporting requirements set

out in this section do not apply to informational

requests, informal communications between RCAC staff,

Committee volunteers or Council members, and government

employees in which the communication of RCACfs position

is only incidental to the primary purpose of the

communication and communications of RCAC staff, Committee

volunteers or Council members with government employees

in which the view communicated is that of the employee or

member and not that of RCAC. Nothing in this paragraph

is intended to otherwise limit communications with

government officials concerning administrative action

including, without limitation, communications to

government officials concerning potential violations of

existing permits, laws or regulations. RCAC and Alyeska

are encouraged, but not required to communicate to each

other concerns which, in their opinion, call for

administrative action. Such communication is encouraged

for the purpose of reaching consensus on issues prior to

communication with government officials.

(g) A public proceeding for the purpose of this

Addendum is a public meeting for which prior notice is

required and a public record of the proceedings is kept.

RCAC agrees that it will provide Alyeska reasonable

notice of its intent to testify at a public proceeding.

Notice should be in writing by facsimile or express

delivery with sufficient information for Alyeska to be

informed of the subject matter and position RCAC is

taking so that Alyeska can express concerns it might have

and attempt to reach consensus with RCAC before the

public proceeding occurs. If there is not enough time to

follow this procedure, RCAC may notify Alyeska and

discuss the issue by telephone. RCAC shall, to the

extent practicable, provide Alyeska with a copy of

written materials it intends to submit at a public

proceeding prior to RCAC's appearance. In any event,

RCAC will provide Alyeska with copies of written

submissions at the time of the hearing or promptly

thereafter. ~othing in this section is intended to

prevent or limit RCAC in its presentation of an

independent opinion at a public proceeding.

(h) Nothing in this Addendum to the Contract is

intended to enlarge upon or in anyway define the scope of

services to be provided to Alyeska or the public under

section 2.1 of the Contract.

(i) Nothing in this Addendum to Contract is intended

to prohibit individual members, officers, and employees

of RCAC from influencing or attempting to influence

legislation or administrative action, provided that RCAC

does not reimburse their out-of-pocket expenses and they

appear in their individual capacity and not as

representatives of RCAC or of RCAC's official position.

( j ) In the event that an arbitration panel or a court

determines that activity by RCAC constitutes a material

breach of this Addendum to the Contract and RCAC, after

receiving notice of that determination, engages in

substantially similar activity that an arbitration panel

or court determines constitutes a second material breach

of this Addendum to Contract, then Alyeska may terminate

the February 8, 1990 Contract.

(k) Nothing in this Addendum constitutes recognition

by either RCAC or Alyeska that the communications dealt

with herein are permitted or prohibited, in whole or in

part, under either OPA 90 or the February 8, 1990

Contract.

(1) The term of this Addendum shall be from the date

of its execution until the adjournment of the 1996

regular session of the Alaska Legislature. The parties

recognize that the precise affect of the application of

this Addendum is unknown at this time. Therefore, the

parties agree that following the adjournment of the first

regular session of the Alaska legislature after execution

of this Addendum, they shall meet and discuss in good

faith whether the Addendum has proved workable for both

parties. If the parties both conclude that modification

is warranted, they shall negotiate such changes to the

Addendum as are appropriate under the circumstances.

(m) The parties agree that the contract between the

parties dated February 8, 1990 should, for the period

covered by this Addendum be amended by addition of a

fourth recital, the text of which is reflected in Exhibit

A attached hereto. The parties further agree to explore

ways in which the February 8, 1990 contract should be

amended for purposes of clarification or to address

matters not anticipated at the time the contract was

negotiated. To this end, each party will identify 3

persons to serve on a contract committee that will meet

periodically (but in no event less than 3 times annually)

at times and locations agreed to between the parties for

the purpose of discussing and recommending changes to the

contract. The contract committee will render a joint

report on an annual basis to the parties. either party

is required to adopt modifications recommended by the

contract committee.

(n) The parties agree that the "communications"

protocol attached hereto as Exhibit B should, for the

period covered by this Addendum, be, and is adopted, as

one of the means to the development of a better working

relationship.

(0) The parties agree that Alyeska shall provide to

RCAC $2,224,000 per year for operations, technical

studies and expert support commencing January 1, 1993,

with like amounts to be provided in 1994 and 1995. Each

annual payment for 1994 and 1995 shall be made in two (2)

equal installments on the first days of January and July.

The balance of the annual funding for 1993 shall be paid

by Alyeska to RCAC on July 1, 1993. It is understood by

the parties that expenditures by RCAC in any one of the

years provided for herein, are not limited by the funding

level provided by Alyeska, but may be supplemented with

remaining funds on hand resulting from monies previously

paid by Alyeska to RCAC. Annual CPI adjustments to base

funding are waived by RCAC under this contract, but only

for the funding period January 1, 1993 through December

31, 1995. Alyeska waives all rights to compensation for

claims it may have under section 3.3 (d) for funds

allegedly misused by the Committee for the period 1990

through December 31, 1992. ~unding for the next three

(3) year cycle of the term shall be determined as

provided in Section 3.3 of the Contract between the

parties dated February 8, 1990.

(p) Notice to either party under this Addendum shall

be sufficient if delivered by facsimile to the person and

at the number identified below, or at such other numbers

or addresses as may, from time to time, be designated by

the respective parties in writing. If transmission by

facsimile is, for any reason, not possible at the time

the transmission should take place, then notice shall be

provided by whichever means is best calculated to provide

prompt notice to the other party.

RCAC :

Alyeska :

Sheila K. Gottehrer Telephone No.: 277-7222 Fax No. : 277-4523

Gary Bader Telephone No.: 265-8858 Fax No. : 265-8240

Paul Richards Telephone No.: 265-8891 Fax No. : 265-8240

EXECUTED by the parties on the dates indicated below:


Date : u-! 1773

Date: &JflflIm c r

-J - I I

s % e s B. Hermiller, President

REGIONAL CITIZENS ADVISORY COMMITTEE, INC.

By:

f STATE OF ALASKA .p.

1 ) ss.

THIRD JUDICIAL DISTRICT )

THIS IS TO CERTIFY that on this /a& day of April, 1993, before me, the undersigned, a notary public in and for the State of Alaska, duly commissioned and sworn, personally appeared JAMES B. HERMILLER, to me known to be the President of Alyeska Pipeline service Company, a corporation, the corporation which executed the above and foregoing instrument; who on oath stated that he was duly authorized to execute said instrument and affix the corporate seal thereto on behalf of said corporation, and that the seal affixed thereto is the corporate seal; who acknowledged to me that he signed the same freely and voluntarily on behalf of said corporation for the uses and purposes therein mentioned.

WITNESS my hand and official seal the day and year in this certificate first above written.

I e STATE OF ALASKA 1

) ss. THIRD JUDICIAL DISTRICT )

,& THIS IS TO CERTIFY that on this 8 day of April, 1993,

before me, the undersigned, a notary public in and for the State of Alaska, duly commissioned and sworn, personally appeared STANLEY F. STEPHENS, to me known to be the President of Regional Citizens Advisory Committee, Inc., a corporation, the corporation which executed the above and foregoing instrument; who on oath stated that he was duly authorized to execute said instrument and affix the corporate seal thereto on behalf of said corporation, and that the seal affixed thereto is the corporate seal; who acknowledged to me that he signed the same freely and voluntarily on behalf of said corporation for the uses and purposes therein mentioned.


id in and for AZaska -

My ~o&issio< Expires: j/dy / 9.5

EXHIBIT A

RECITAL 4

4. Alyeska and RCAC agree that a mechanism should be

established which fosters the long term partnership of industry,

government and local communities in the identification and

implementation of appropriate measures in response to actual and

potential consequences likely to occur as a result of oil or

environmental related accidents or impacts arising out of terminal

and tanker operations in Prince William Sound. To that end, the

parties agree to exert their best efforts in development of a

process that encourages consensus through the exchange of ideas

between the parties, industry and government in the review of

terminal and tanker operations that are within the scope of RCAC's

responsibilities under the contract.

EXHIBIT B

PROTOCOL GOVERNING EXCHANGE OF INFORMATION AND ADVICE BETWEEN

ALYESKA PIPELINE SERVICE COMPANY (ALYESKA) AND THE

REGIONAL CITIZENS ADVISORY COUNCIL (RCAC) AND COMMUNICATION WITH FEDERAL AND STATE AGENCIES

1. GOAL8 OF PROTOCOL

(a) Information and Advice. To promote a long term working

relationship between Alyeska and RCAC by developing

processes and procedures that will facilitate the

exchange of information and advice, encourage consensus

and promote non-adversarial resolution of differing

opinions prior to communication of final opinions to

federal or state agencies.

(b) Informal Guidelines. To encourage development of

informal guidelines concerning the scope of services to

be provided to Alyeska under 2.1 of the contract

between the parties dated February 8, 1990.

(c) Subject Areas. To identify subject areas that may be

amenable to resolution under the process and procedure

outlined in Section 2 of this Protocol.

.w- 2 . PROCESS AND PROCEDURE

(a) Meetinss. The parties shall meet as often as is

reasonably necessary to identify and address issues

appropriate for discussion, but in any event shall meet

on a quarterly basis to discuss general issues. The

first meeting shall be organizational. Proposed subject

areas for discussion will be identified at the first

meeting and from time-to-time by mutual agreement.

(b) Technical Workins GrouDs. The parties may, from time to

time, appoint representatives to participate in technical

working groups whose responsibility will be to examine

issues identified by the parties under (a) of this

section, relating to mitigation of actual or potential

environmental impacts arising out of terminal operations

or tanker operations in Prince William Sound. Technical

working groups will be modeled after the Prince William

Sound Steering Committee and its technical working

groups.

(c) Attendance. Each party agrees to make a good faith

effort to encourage communication and require attendance

at meetings by appropriate representatives. This

includes both formal and informal meetings of the parties

held on a regular or irregular basis as contemplated in

paragraph (a) of this section and meetings of the

technical working groups.

(d) Confidentialitv Until Aqreement or Disaqreement. The

parties may agree, if appropriate to promote responsible

interchange of information and to encourage open and

meaningful discussion, that no information concerningthe

subject under discussion will be provided to third

parties until consensus has been reached or until one (1)

working day following delivery of notice to the other

party that further efforts to reach consensus on that

subject would not be fruitful.

(e) Delivery of Information. Information, including

underlying documentation, data, non-confidential or non-

privileged correspondence from and to state and federal

agencies that each party, in its sole discretion, deems

relevant and reasonably necessary to an appreciation and

understanding of the issue under discussion, should be

provided to the other party at least three (3) working

days prior to the meeting at which the issue will be

discussed. Boeh parties recognize that in some cases it

may not be possible to meet the three (3) day requirement

and in those cases, the information should be provided as

soon as practicable. The purpose of this provision is to

promote the sharing between the parties of such

information as is reasonably necessary to facilitate

resolution of the issue to be discussed. It is not

intended that every piece of paper on the issue be

exchanged or that all data or information be fully

developed for exchange prior to initiation of discussions

on a particular issue. In situations where there is

concern that publication of the information may be

prejudicial to the interests of a party, it is the intent

of this protocol to encourage but not require the sharing

of such information with the understanding that each

party will be sensitive to the other party's concern and

will exercise its best efforts to minimize publication of

the information to third parties.

Selection of Subi ects. The selection of subjects covered

by this protocol shall be determined at the meetings held

pursuant to paragraph (a) of this Section. The nature of

the subjects selected at the first meeting should be

narrow in scope, subject to expansion as the parties

become more familiar with the process and comfortable

with outcomes over time. Subject areas for discussion

could potentially include:

. the review and revision, if any, of relevant

contingency plans that will expire in 1994.

site specific permits that must be renewed in 1994.

. comments on environmental permitting as a direct

result of published notice of proposed rulemaking.

3. ADDITIONAL PROVISIONS

(a) Remedies. Nothing herein is intended to restrict or

limit remedies arising through operation of law or

otherwise provided under the contract between the parties

dated February 8, 1990.

(b) Recoqnition. Nothing in this protocol constitutes

recognition by either RCAC or Alyeska that communications

dealt with herein are permitted or prohibited in whole or

in part under either OPA 90 or the February 8, 1990

contract.

Sunset. The parties recognize that the precise effect of

the application of this protocol is unknown at this time.

Therefore, the term of this protoco.1 shall be for one (1)

year from the date of its execution. The parties agree

that after one (1) year they shall meet and discuss in

good faith whether the protocol has proved workable for

both parties. If the parties conclude that the term of

the protocol should be enlarged or that modification is

warranted, they shall negotiate such changes to the

protocol as are appropriate under the circumstances.

(d) Public Statements and Press Releases. Unless the parties

otherwise agree, neither Alyeska nor RCAC will make

public announcements or engage in discussions with

representatives of the news media characterizing the

other's position on any issue that is subject to the

process described herein.

ADDENDUM

PURSUANT TO Paragraph 3.3 of that certain Agreement dated February 8,

1990, by and between the REGIONAL CITIZENS' ADVISORY COUNCIL, hereinafter

"Council," and ALYESKA PIPELINE SERVICE COMPANY, hereinafter "Alyeska," /.--

the parties agree on the funding for the Council commencing January 1, 1996, and

continuing for three (3) full years as follows:

1. Council and Alyeska agree that Alyeska shall provide to Council Two

Million One Hundred Thousand ($2,100,000.00) Dollars per year for operations,

technical studies and expert support commencing January 1, 1996, with like

amounts to be provided in 1997 and 1998, which shall be made in two (2) equal

installments on the first days of January and July. Council acknowledges receipt of

the first payment for 1996 in the amount of One Million Fifty Thousand

($1,050,000.00) Dollars. The balance of the annual funding for 1996 shall be paid by

Alyeska to Council on or before July 1,1996.

2. It is understood by the parties that expenditures by Council in any one

of the years provided for herein are not limited by the funding level provided by

Alyeska, but may be supplemented with remaining funds on hand resulting from

monies previously paid by Alyeska to Council. Annual CPI adjustments to base

funding are waived by Council for the period January 1, 1996 through December 31,

1998.

3. Nothing contained herein shall be construed to extend the life of that

certain Addendum to the February 8, 1990 agreement between the parties. Said

Addendum was signed by the parties in 1993, the signature of Council being affixed

April 8,1993 and signature of Alyeska April 12,1993.

4. Notice to either party under this Addendum shall be sufficient if

delivered by facsimile to the person and at the number identified below, or at such

other numbers or addresses as may, from time to time, be designated by the

respective parties in writing. If transmission by facsimile is, for any reason, not

possible, then notice shall be provided by whichever means is best calculated to

provide prompt notice to the other party.

Council:

Alyeska:

President with copy to H.E. Stanley Telephone: 277-7222 Facsimile: 277-4523

President David Prtichard and Meg Sudduth Telephone: 265-8597 Facsimile: 265-8240


REGIONAL CITIZENS' ADVISORY COUNCIL

By: William M. Walker, President


~ / L z / Date: By: - I I

- David Pritchard, President

i - STATE OF ALASKA 1 1


THIS IS TO CERTIFY that on the & day of February, 1996, before me, the undersigned, a notary public in and for the State of Alaska, duly commissioned and sworn, personally appeared WILLIAM M. WALKER, to me known to be the President of Regional Citizens' Advisory Council, a corporation, the corporation which executed the above and foregoing instrument; who on oath stated that he was duly authorized to execute said instrument and affix the corporate seal thereto on behalf of said corporation, and that the seal affixed thereto is the corporate seal; who acknowledged to me that he signed the same freely and voluntarily on behalf of said corporation for the uses and purposes therein mentioned.


Notary Public in and for A!ask MY commission expires: I / 4

STATE OF ALASKA 1 1


THIS IS TO CERTIFY that on the z d d a y of F s 6 , before me, the undersigned, a notary public in and for the State of Alaska, duly commissioned and sworn, personally appeared DAVID PRITCHARD, to me known to be the President of Alyeska Pipeline Service Company, a corporation, the corporation which executed the above and foregoing instrument; who on oath stated that he was duly authorized to execute said instrument and affix the corporate seal thereto on behalf of said corporation, and that the seal affixed thereto is the corporate seal; who acknowledged to me that he signed the same freely and voluntarily on behalf of said corporation for the uses and purposes therein mentioned.

\VITNESS my hand and official seal t rtificate first above written.

@chary ~ d l i c in and for Alaska Llssa E. LeVar, Notary Publlc MY commission expires: / / . a 5 * 7

State of Alaska MY Commission Expires 1 1/25/97

ADDENDUM

PURSUANT TO Paragraph 3.3 of that certain Agreement dated February 8,1990, by and between the REGIONAL CITIZENS' ADVISORY COUNCIL, hereinafter "Council," and ALYESKA PIPELINE SERVICE COMPANY, hereinafter "Alyeska," the parties agree on the funding ("Base Funding") for the Council commencing January 1,1999, and continuing for three (3) full years as follows:

1. Council and Alyeska agree that Alyeska shall provide to Council Two Million Five Hundred Thousand ($2,500,000.00) Dollars per year as Base Funding for operations, technical studies and expert support commencing January 1,1999, with like Base Funding to be provided in 2000 and 2001. Payments shall be made in two (2) equal installments on the first days of January and July. Council acknowledges receipt of One Million Fifty Thousand ($1,050,000) Dollars on January 1,1999 and Alyeska agrees to pay to Council the additional Two Hundred Thousand ($200,000.00) Dollars of Base Funding due for the first six months of 1999 immediately following execution of this Addendum.

2. Council and Alyeska agree that the amount of Base Funding provided by Alyeska to the Council for the second and third years of this Addendum (2000 and 2001) shall be adjusted for changes in the Anchorage Consumer Prince Index for All Urban Consumers as published by the U.S. Department of Labor for the twelve calendar months ending June 30 of the year immediately preceding the start of the new funding year.

3. It is understood by the parties that expenditures by Council in any one of the years provided for herein are not limited by the funding level provided by Alyeska, but may be supplemented with funds on hand resulting from monies previously paid by Alyeska to Council or from other sources.

4. Nothing in t h s Addendum shall be construed as an admission by Alyeska that Base Funding is required to be adjusted upward, whether by the . CPI formula set forth in Paragraph 3.3.a. of the Agreement or otherwise, for

O years 2002 and beyond.

5. Notice to either party under this Addendum shall be sufficient if delivered by facsimile to the person and at the number identified below, or at such other numbers or addresses as may, from time to time, be designated by the respective parties in writing. If transmission by facsimile is, for any reason, not possible, then notice shall be provided by whichever means is best calculated to provide prompt notice to the other party.

Council:

Alyeska:

President with copy to John S. Devens Telephone: 277-7222 Facsimile: 277-4523

President Robert Malone and Gene Till Telephone: 265-8597 / 834-6919 Facsimile: 265-8240 / 834-6944


REGIONAL CITIZENS' ADVISORY COUNCIL

Date: 3-3b-99 S. Devens, Executive Director


Date: y/dl/?9

STATE OF ALASKA 1 )


THIS IS TO CERTIFY that on the 30*day of \ IV \Q~& ,1999, before me, the undersigned, a notary public in and for the State of Alaska, duly commissioned and sworn, personally appeared John S. Devens, to me known to be the Executive Director of Regional Citizens' Advisory Council, a corporation, the corporation which executed the above and foregoing instrument; who on oath stated that he was duly authorized to execute said instrument and affix the corporate seal thereto on behalf of said corporation, and that the seal affixed thereto is the corporate seal; who acknowledged to me that he signed the same freely and voluntarily on behalf of said corporation for the uses and purposes therein mentioned.

WITNESS I

written.

STATE OF

?a1 the

1

day and year in this certificate first above

gotary Public in add for Alaska My commission expires: 3 - 5- 2~03

1 THIRD JUDICIAL DISTRICT )

r-tc/4 1999, before me, the THIS IS TO CERTIFY that on the21 %ay of & ' , undersigned, a notary public in and for the State of Alaska, duly commissioned and sworn, personally appeared Robert Malone, to me known to be the President of Alyeska Pipeline Service Company, a corporation, the corporation which executed the above and foregoing instrument; who on oath stated that he was duly authorized to execute said instrument and affix the corporate seal thereto on behalf of said corporation, and that the seal affixed thereto is the corporate seal; who acknowledged to me that he signed the same freely and voluntarily on behalf of said corporation for the uses and purposes therein mentioned.


\\I\ 11 1 1 1 11/,,,, \\" da *ye* % <$$'by. .' +b .' *TAQ . 2

4 Notary Public in L* z - --= - :aI.- . - My commission

ADDENDUM

PURSUANT TO Paragraph 3.3 of that certain Agreement dated February 8, 1990, by and between the REGIONAL CITIZENS' ADVISORY COUNCIL, hereinafter "Council," and ALYESKA PIPELINE SERVICE COMPANY, hereinafter "Alyeska," the parties agree on the funding for the Council commencing January 1, 2002, and continuing for three (3) full years as follows:

1. Council and Alyeska agree that Alyeska shall provide to Council Two Million Six Hundred Thirty Thousand Two Hundred Forty-seven Dollars and Seventy-five Cents ($2,630,247.75) for operations, technical studies and ex e n sup ort for the year 2002. For the years 2003 and 2004, funding shall be annually a ‘I? lusted ? or changes in the Anchorage Consumer Price Index (CPI) for All Urban Consumers as published by the U.S. Department of Labor for the twelve calendar months ending June 30 of the year immediately preceding the start of the new funding year.

2. The funding shall be paid in two 2) equal installments on the first business day

d' \ of January and Jul each calendar ear. Councl acknowledges receipt of a payment advance of Three Hundre Fifty ~housand r~o l l a r s ($350,000.00) on July 2, 2001 and the remaining portion of the January scheduled payment of Nine Hundred Sixty-five Thousand One Hundred Twenty-three Dollars and Eighty-seven Cents ($965,123.87) paid on January 4,2002. Both payments apply to the 2002 funding.

3. It is understood by the parties that ex enditures b the Council in any one of the years provided for herein are not llmited by the Rnding leve provided by Alyeska, but

I cB

r may be su plemented with funds on hand resulting from monies previously paid by Alyeska .P to Counci or from other sources.

4. For the urpose of Paragraph 8.2.(0) of the Agreement the following information is substitute8:

Council:

Alyeska:

President with copy to John S. Devens, Executive Director Regional Citizens' Advisory Council 3709 Spenard Road, Suite 100 Anchorage, Alaska 99503 Telephone: 277-7222 or 835-5957 Facsimile: 277-4523

Richard Ranger and Shawnee Bishop Alyeska Pipeline Service Company P.O. Box 109, MS 730 Valdez, Alaska 99686 Telephone: 834-6924 1 834-7075 Facsimile: 834-6944 1 834-7082

TAPS1499 1 ADDENDUM, JANUARY 1,2002 4991Add2OOZ.doc - SLBIslb

Page 1 of 2

I .


REGIONAL CITIZENS' ADVISORY ALYESKA PIPELINE SERVICE COUNCIL COMPANY

Acting as A ent for and on behalf of the Owners o f t k, e Trans-Alaska Pipeline System

By:

/ John S. Devens, Executive Director David Wight, Presl beh and CEO

TAPS1499 1 ADDENDUM, JANUARY 1,2002 4991Add2002 doc - SLBlslb

Page 2 of 2

ADDENDUM


1. Council and Alyeska agree that Alyeska shall provide to Council Two Million Seven Hundred Forty-Four Thousand Five Hundred Fifty-Eight and 321 100th~ ($2,744,558.32) Dollars per year as base funding for operations, technical studies and expert support commencing January 1,2005, with like base funding to be provided in 2006 and 2007. For all three years of this Addendum (2005,2006 and 2007), funding shall be annually adjusted by the average amount change of the Anchorage Consumer Price Index (CPI) for all Urban Consumers as published by the U.S. Department of Labor for the three (3) calendar years ending December 31,2003, for a total of 2.46 percent annually as follows:

Base Funding Average CPI Total Annual Funding

2. The funding shall be paid in two (2) equal installments on the first business day of January and July of each calendar year.

3. It is understood by the parties that expenditures by Council in any one of the years provided for herein are not limited by the funding level provided by Alyeska, but may be supplemented with funds on hand resulting from monies previously paid by Alyeska to Council or from other sources.

4. For the purpose of Paragraph 8.2(0) of the Agreement, the following information is substituted:

Council: President with copy to John S. Devens, Executive Director Prince William Sound Regional Citizens' Advisory Council 3709 Spenard Road Anchorage, AK 99503 Telephone: 277-7222 or 835-5957 Facsimile: 277-4523

A1 yeska: Richard Ranger and Shawnee Bishop Alyeska Pipeline Service Company P.O. Box 109, MS 730 Valdez, AK 99686 Telephone: 834-6924 / 834-7075 Facsimile: 834-6944 / 834-7082


PRINCE WILLIAM SOUNDREGIONAL CITIZENS' ADVISORYCOUNCIL

Date: S. Devens, Executive Director

ALYESKA PIPELINE SERVICE COMPANY Acting as Agent for and on behalf of the

Date: \ L - / f O b

ADDENDUM


1. Council and Alyeska agree that Alyeska shall provide to Council Two Million Nine Hundred Forty-Seven Thousand One hundred Six and 71/ 100th~ ($2,947,106.71) Dollars per year as base fimding for operations, technical studies and expert support commencing January 1,2008, with like base funding to be provided in 2009 and 2010. For all three years of this Addendum, funding shall be annually adjusted for changes in the Anchorage Consumer Price Index (CPI) for All Urban Consumers as published by the U.S. Department of Labor for the twelve calendar months ending June 30 of the year immediately preceding the start of the new funding year. Each year's funding adjustment shall be based upon and will be in addition to the prior year's funding level including the CPI adjustment.

2. The funding shall be paid in two (2) equal installments on the first business day of January and July of each calendar year.

3. It is understood by the parties that expenditures by Council in any one of the years provided for herein are not limikd by the funding level provided by Alyeska, but may be supplemented with funds on hand resulting from monies previously paid by Alyeska to Council or from other sources.

4. For the purpose of Paragraph 8.2(0) of the Agreement, the following information is substituted:

Council: President with copy to John S. Devens, Executive Director Prince William Sound Regional Citizens' Advisory Council 3709 Spenard Road Anchorage, Alaska 99503 Telephone: 277-7222 or 834-5000 Facsimile: 277-4523

Alyeska: Sharon Marchant and Jann Caspersen Alyeska Pipeline Senrice Company P.O. Box 300 Valdez, Alaska 99686 Telephone: 834-7302/787-8670 Facsimile: 834-7585/ 787-8087


PRINCE WILLIAM SOUNDREGIONAL CITIZENS' ADVISORYCOUNCIL

Date: x/' 1'7 By: ~og(n S. Devens, Executive Director

ALYESKA PIPELINE SERVICE COMPANY Acting as Agent for and on behalf of the Owners of the Trans-Alaska Pipeline System

Date: 6 - 1-0 7 By: kevin ~ostlerf~resident and CEO

PWS RCAC Bylaws Updated: May 1, 2008 Page 1

BY LAWS OF

PRINCE WILLIAM SOUND REGIONAL CITIZENS’ ADVISORY COUNCIL, INC.

SECTION 1. OFFICES

The principal office of the corporation shall be located at its principal place of business or such other places as the Board of Directors (“Board”) may designate. The corporation may have such other offices, either within or without the State of Alaska, as the Board may designate or as the business of the corporation may require from time to time.

SECTION 2. MEMBERSHIP 2.1 Class of Members. The corporation shall have two classes of members. Class I consists of members who are entitled to designate one or more individual representatives for election to the Board as voting Directors. Class II consists of members who are entitled to designate individual representatives to the board as non-voting directors. 2.2 Membership. 2.2.1 Class I Membership. The following entities shall be Class I members of the corporation:

Alaska State Chamber of Commerce Cordova District Fishermen United Chugach Alaska Corporation City of Cordova City of Homer City of Kodiak City of Seldovia City of Seward City of Valdez City of Whittier Kenai Peninsula Borough Kodiak Village Mayors Association Kodiak Island Borough Prince William Sound Aquaculture Corporation Community of Chenega Community of Tatitlek Alaska Wilderness Recreation and Tourism Association Oil Spill Region Environmental Coalition

2.2.2 Class II Membership. The following entities are entitled to be Class II members of the corporation:

The United States Environmental Protection Agency The United States Coast Guard The United States National Oceanic and Atmospheric Administration The United States Forest Service The United States Department of the Interior The Alaska Department of Environmental Conservation The Alaska Department of Fish and Game The Alaska Department of Natural Resources Alaska Division of Homeland Security & Emergency Management Department of Military and Veterans Affairs Oil Spill Recovery Institute The Bureau of Land Management


The entities named above become a Class II member under this section by designating an individual representative Each Class II member may designate one individual as a non-voting representative of that member. A non-voting representative need not be a resident of the State of Alaska. 2.3 Voting Rights. Unless required by law, or unless the Board elects to submit any matter to the members for approval or adoption, no member or class of member shall have voting rights. Voting rights of members may be established by amendment to these Bylaws. 2.4 Designation of Director. 2.4.1 Class I Members. Each Class I member shall designate one individual representative for election to the Board as a voting Director except for the City of Valdez, which shall designate two representatives. The representative of the Chamber of Commerce shall represent the locally based tourist industry. Each representative shall be a resident of the State of Alaska. A resident is a person who is physically present in Alaska with the intent to remain indefinitely and make a home here and who has maintained a domicile in Alaska for the 12 consecutive months immediately preceding his or her appointment to the Board and is not claiming residency or obtaining benefits under a claim of residency in another state, territory or country 2.5 Resignation. A member entity may resign at any time by delivering written notice from the member’s governing board to the President, the Secretary, the Board, or to the registered office of the corporation. Any such resignation shall take effect at the time specified therein, or if the time is not specified upon delivery thereof, and unless otherwise specified therein, acceptance of such resignation shall not be necessary to make it effective. 2.6 Removal. A member entity may be removed in any of the following ways: (a) The Board may remove a Class I member that, after receiving notice of a vacancy in the seat of its designated Director and of its obligation to designate a successor Director, fails for a period of six months to designate a successor Director. Such a member may be removed by a majority of the remaining Directors. (b) The Board may remove a Class II member that, after receiving notice of a vacancy in the seat of its non-voting representative and of its obligation to designate a successor representative in order to continue its membership fails for a period of six months to designate a successor non-voting representative. Such a member may be removed by a majority vote of the Directors. (c) The Board may remove a member entity whose designated representative Director or designated non-voting representative misses three consecutive Board meetings without excuse and, after written notice of the unexcused absences to the member, misses two additional meetings of the Board. The member entity subject to removal under this subparagraph shall be given written notice of the meeting of the Board at which its removal will be considered by certified mail, return receipt requested, not less than two weeks prior to the meeting. If due to resignation, removal or three consecutive unexcused absences, the number of remaining active Directors is reduced to less than a quorum, then an affirmative vote of not less than two-thirds of the remaining Board members may remove such a member. For purposes of this paragraph, an excused absence is one for which the Director or non-voting representative has obtained prior approval from the President for absence due to business, illness, death of close family member or close friends, or other equally compelling reasons. All other absences are unexcused. (d) A Director may be removed by the affirmative vote of not less than two-thirds of the Board if the Director uses confidential PWSRCAC documents or information not available to the general public for any use other that PWSRCAC purposes or if the Director misrepresents PWSRCAC adopted positions or engages in behavior that the Board deems to be in conflict with PWSRCAC policies. The member entity whose designated Director is being considered for removal shall be


given written notice of the meeting of the Board at which its removal will be considered by certified mail, return receipt requested, not less that two weeks prior to the meeting.

SECTION 3. BOARD OF DIRECTORS 3.1 General Powers. The affairs of the corporation shall be managed by a Board of Directors. 3.2 Number. The Board shall consist of the number of Directors equal to the number of Class I members of the corporation plus one. The number of Directors may be changed from time to time by amendment to these Bylaws, provided that no decrease in the number shall reduce the number of Directors to less than three or have the effect of shortening the term of any incumbent Director. 3.3 Classification of Directors. The Directors of the corporation shall be divided into two groups: Group A and Group B. 3.3.1 Initial Classification. At the organizational meeting of the corporation, the Directors named in the Articles of Incorporation shall divide themselves by lot into two groups which will serve staggered terms of office as follows: one-half of the Directors shall serve for a term ending on the date of the 1991 annual meeting of the Board (Group A Directors) and one-half of the Directors shall serve for a term ending on the date of the 1992 annual meeting of the Board (Group B Directors), or until their respective successors in each case are elected. If the number of Directors is changed, any increase or decrease shall be apportioned among the groups so as to maintain the number of Directors in each group as nearly equal as possible, and any additional Director of any group elected to fill a vacancy resulting from an increase in such group shall hold office for a term that shall coincide with the remaining term of that group. 3.3.2 Election of Directors. After the initial classification, one-half of the number of Directors fixed by these Bylaws shall be confirmed by a majority vote of the Board each year at the annual meeting of the Board to replace the group of Directors whose terms expire that year. The Board shall confirm as Directors the representatives who are selected by the members whose designated Directors’ terms expire on the date of the annual meeting and who meet the Director qualifications established in these Bylaws. 3.3.3 Notice to Members. Not less that sixty days prior to the annual meeting of the Board, written notice delivered by mail shall be given to each of the member entities described in Section 2.2 whose representatives’ terms will be expiring. Such notice shall state that the term of the member entity’s representative will expire on the date of the annual meeting and shall direct such member entity to notify the Board in writing of the name and mailing address of the successor representative within 30 days prior to the annual meeting of the Board so that the Board may properly give notice to the new Director of the annual meeting. 3.4 Terms of Office. With the exception of the Directors classified at the organizational meeting of the Board, and unless a Director dies, resigns or is removed, each group of Directors shall be elected for terms expiring on the date of the annual meeting of the Board two years subsequent to their election or until their successors are elected. 3.5 Annual Meeting. The exact time and place of the annual meeting will be set by the Board of Directors and notice of the meeting will be given to all members and directors at least 10 days in advance of the date set for the meeting. The purpose of the annual meeting is for electing directors and officers and transacting such business as may properly come before the meeting. 3.6 Regular Meetings. By resolution, the Board may specify the date, time and place for the holding of regular meetings without notice other than such resolution. 3.7 Special Meeting. Special meetings of the Board or any committee appointed by the Board may be called by or at the request of the President or, in the case of special Board meetings, one-third of the number of Directors fixed by these Bylaws, and in the case of a special meeting of any


committee appointed by the Board, by the Chairman thereof. The person or persons authorized to call special meetings may fix any place either within or without the State of Alaska as the place for holding any special Board or committee meeting called by them. 3.8 Meeting by Telephone. Members of the Board or any committee designated by the Board may participate in a meeting of such Board or designated committee through use of a conference telephone call or similar communications equipment, by means of which all persons participating in the meeting can hear each other at the same time. Participation by such means shall constitute presence in person at a meeting. 3.9 Place of Meeting. All meetings of the Board or committee shall be held at the principal office of the corporation or at such other place within or without the State of Alaska designated by the Board, by any persons entitled to call a meeting or by a waiver of notice signed by all Directors entitled to notice of the meeting. 3.10 Notice of Meetings. Notice of annual or special Board meetings and committee meetings stating the place, day and hour of the meeting, shall be given to each Director and each non-voting representative. Neither the business to be transacted at, nor the purpose of any meeting need be specified in the notice of such meeting. Notice may be given in writing or orally by any of the following means. 3.10.1 Personal Delivery. If notice is given by personal delivery, the notice shall be effective as delivered to a Director or non-voting representative at least two days before the meeting. 3.10.2 Delivery by Mail. If notice is delivered by mail, the notice shall be deemed effective if deposited in the official government mail properly addressed to a Director or non-voting representative at his or her address shown on the records of the corporation with postage prepaid at least ten days before the meeting. 3.10.3 Delivery by E-Mail. If notice is delivered by e-mail, the notice shall be deemed effective if the content thereof is transmitted to the last-known address for the Director or non-voting representative at his or her address shown on the records of the corporation at least three days before the meeting. 3.10.4 Delivery by Facsimile Transmission. If notice is delivered by facsimile transmission, the notice shall be deemed effective if the contents thereof are transmitted to the office of a Director or non-voting representative, at his or her facsimile number shown on the record of the corporation, at least three days before the meeting. 3.10.5 Oral Notice. If notice is delivered orally, by telephone or in person, the notice shall be deemed effective when personally given to the Director or non-voting representative at least two days before the meeting. 3.10.6 Effect of Failure To Give Notice To Non-Voting Representatives. Failure to give notice to a non-voting representative shall have no effect on the establishment of a quorum of the Board or on the ability of the Board to transact business. 3.11 Waiver of Notice. 3.11.1 In Writing. Whenever any notice is required to be given to any Director under the provisions of these Bylaws, the Articles of Incorporation or applicable Alaska law, a waiver thereof in writing, signed by the person or persons entitled to such notice, whether before or after the time stated therein, shall be deemed equivalent to the giving of such notice. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the Board need be specified in the waiver of notice of such meeting.


3.11.2 By Attendance. The attendance of a Director at a Board or committee meeting shall constitute a waiver of notice of such meeting, except where a Director attends a meeting for the express purpose of objecting to the transaction of any business because the meeting is not lawfully called or convened. 3.12 Quorum. A majority of the number of Directors fixed by these Bylaws shall constitute a quorum for the transaction of business at any Board meeting. If a quorum is not present at a meeting, a majority of the Directors present may adjourn the meeting from time to time without further notice. 3.13 Manner of Acting. The act of the majority of the Directors present at a Board meeting at which there is a quorum shall be the act of the Board, unless the vote of a greater number is required by these Bylaws, the Articles of Incorporation or applicable Alaska law. 3.14 Action by Board Without a Meeting. Any action that could be taken at a meeting of the Board may be taken without a meeting if the Executive Director determines that it is time sensitive and requires action before the next regularly-scheduled Board meeting by polling the Directors either orally, by facsimile or by e-mail with responses to be made by any of the same means. The action shall be approved if an attempt is made to poll each Director and a majority of the number of Directors constituting a quorum respond in the affirmative. A copy of any such poll shall be inserted in the minutes book as if it were the minutes of a Board meeting. 3.15 Resignation. Any Director may resign at any time by delivering written notice to the President, or to the registered office of the corporation, or by giving oral notice at any meeting of the Directors. Any such resignation shall take effect at the time specified therein, or if the time is not specified, upon delivery thereof, and, unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective. 3.16 Removal. A Director may be removed from office, with or without cause, by the member that designated such Director by giving written notice to the Board. The member may simultaneously designate the Director’s successor. A Director shall be automatically removed upon resignation or removal of the member that designated the Director. 3.17 Vacancies. A vacancy in the position of Director shall be filled by the Board which shall confirm by a majority vote of the Board such Director, who shall meet the Director qualifications established in these Bylaws. When a Director resigns, notice shall immediately be given to the member entity stating that the Director has resigned and requesting that the member entity notify the Board in writing of the name and mailing address of its designee for successor Director. A Director who fills a vacancy shall serve for the unexpired term of his or her predecessor in office. In no case may a vacancy continue for longer than six months or until the next annual meeting of the Board, whichever occurs first. 3.18 Board Committees. 3.18.1 Creation of Committees. The Board may designate and appoint one or more standing or temporary committees, including an Executive Committee, from its own number and invest such committees with such powers as it may see fit, subject to such conditions as may be prescribed by the Board, these Bylaws and applicable law. The designation and appointment of any such committee and the delegation of authority thereto shall not relieve the Board or any individual Director of any responsibility imposed by law. The Board may also designate and appoint one or more standing or temporary committees that may include persons other than Directors, but it shall not delegate to any such committee any authority or responsibility imposed on the Board by law, the articles of incorporation or these Bylaws. Members may be appointed to the standing committees, other than the Executive Committee, by the Executive Committee or by Board poll. Such appointments shall be ratified at the next meeting of the full Board. 3.18.2 Authority of Committees.


3.18.2.1 Executive Committee. The Executive Committee shall be composed of the officers of the corporation other than the Executive Director and a member at large and may include two additional members at large from the board of directors. Subject to limitations on authority imposed by the Board, the Executive Committee shall have and may exercise all of the authority of the Board, except that no such committee shall have the authority to (1) amend the Articles of Incorporation, (2) adopt a plan of merger or consolidation with another corporation, (3) authorize the sale, lease, exchange or mortgage of all or substantially all of the property and assets of the corporation, (4) authorize the voluntary dissolution of the corporation or revoke proceedings therefore, (5) adopt a plan for the distribution of the assets of the corporation, (6) amend these Bylaws, or (7) approve or substantially modify the corporation’s budget and/or contractual commitments. 3.18.2.2 Other Standing Committees. The following are standing committees:

Terminal Operations and Environmental Monitoring Committee Oil Spill Prevention and Response Committee Port Operations and Vessel Traffic System Committee Scientific Advisory Committee Community Information and Education Committee Legislative Affairs Committee Finance Committee Each standing committee named in this section shall adopt policies that: A. Set the number of members required for a quorum, but in no event shall that number be less

than three. B. Allow members to go on inactive status for a period of up to six months with advance notice

to the committee and the affirmative vote of a majority of committee members voting at any regularly called meeting.

C. Remove members who have been absent for a minimum of three consecutive meetings without communicating the reasons for the absence and setting a time for their return.

Committees named in this section shall have and may exercise such authority as may be given to them by the Board. One or more directors shall be assigned to each standing committee named in this section, with the exception of the Legislative Affairs Committee and the Finance Committee, which shall be composed entirely of members of the Board. 3.18.3 Quorum and Manner of Acting. Three members of the executive committee shall constitute a quorum for the transaction of business at any meeting of such committee. A majority of the number of Directors composing any committees established and fixed by resolution of the Board and consisting only of Directors shall constitute a quorum for the transaction of business at any meeting of such committee. If less than a quorum is present at a meeting, a majority of such Directors present may adjourn the meeting from time to time without further notice. The act of a majority of the members of a committee present at a meeting at which a quorum is present shall be the act of the committee. 3.18.4 Resignation. Any member of any committee may resign at any time by delivering written or oral notice thereof to the President, the Secretary, the Board or the Chair of such committee, or by giving oral notice at any meeting of such committee. Any such resignation shall take effect at the time specified therein, or if the time is not therein specified, the acceptance of such resignation shall not be necessary to make it effective. 3.18.5 Removal. The Board may remove from office any member of any committee elected or appointed by it but only by the affirmative vote of not less than a majority of the number of Directors fixed by these Bylaws.


3.19 Compensation. The Directors may receive compensation for their service as Directors and may receive reimbursement for expenditures incurred on behalf of the corporation. 3.20 Standards of Conduct: The PWSRCAC and its staff shall maintain high standards of ethical conduct. A. No director or employee of the Council shall use his or her PWSRCAC membership, PWSRCAC property or PWSRCAC assets in an official capacity to act in the name of the Council for the purpose of influencing the result of an election to or a nomination for any public elective office. B. No director or employee shall pay, offer, promise, solicit or receive from any person, firm or corporation, either as a political contribution or a personal emolument, any money or anything of value in consideration of either support or the use of influence or the promise of support or influence in obtaining a Council decision or for any person, any appointive office, place or employment under the Council. C. No employee of the Council, director or committee member shall have a financial interest that conflicts with the fair and impartial conduct of his or her duties. Council members with a financial interest shall ensure that it does not conflict with the fair and impartial conduct of his or her council duties. D. Directors shall declare in writing on a form provided by PWSRCAC all personal and member financial ties to Alyeska Pipeline Service Company or members of the Alyeska consortium excluding normal commercial purchases of petroleum products. The declaration noted above shall be delivered as needed and at least once each year in writing to the President of PWSRCAC who will make copies available to all other PWSRCAC members. E. A new director shall comply with the requirements of D above prior to being seated on the Board of Directors. F. No director of the council may vote on any question in which the member has a direct financial interest. Financial interest shall be disclosed to the presiding officer prior to the vote on the question for a ruling on a request from the member with the financial interest to be excused from the vote. The decision of the presiding officer on a request by a member of the governing body to be excused from a vote may be overridden by the majority vote of the council members present. If remaining members present who qualify to vote do not constitute a quorum, the matter shall be tabled until the next regular or special meeting at which a quorum qualified to vote on the matter are in attendance. A council employee or director may not participate in an official action in which the employee or director has a financial interest. G. No Director shall engage in contractual services or receive any financial compensation from PWSRCAC except for per diem, or stipend and travel/meeting expense reimbursement. This paragraph does not prohibit the occasional purchase by PWSRCAC of goods or services from a business in which a director has a financial interest provided that PWSRCAC pays no more for the goods or services than the business would charge to the general public and provided that the Executive Committee has previously approved the purchase of goods or service. H. No Director shall be an employee of Alyeska Pipeline Service Company, Trans Alaska Pipeline System Owner Companies or shippers of Alaska North Slope crude oil. An employee is defined as a person who is hired by another person or business for a wage or fixed payment in exchange for personal services and who does not provide the services as part of an independent business.

SECTION 4. OFFICERS 4.1 Number and Qualifications. The officers of the corporation shall be a President, one or more Vice Presidents, a Secretary and a Treasurer, each of whom shall be elected by the Board.


Other officers may be elected or appointed by the Board, such officers to hold office for such period and have such authority and perform such duties as are provided in these Bylaws or as may be provided by resolution of the Board. The Board may assign any officer any additional title that the Board deems appropriate. The Board may delegate to any officer or agent the power to appoint any such subordinate officers or agents and to prescribe their respective terms of office, authority and duties. The office of Chair of the Board and President shall be held by the same person. All officers, except the Executive Director, must be Directors of the corporation. 4.2 Election and Term of Office. The officers of the corporation shall be elected each year by the Board at the annual meeting of the Board. If the election of officers is not held at such meeting, such election shall be held as soon thereafter as a Board meeting may conveniently be held. Unless an officer dies, resigns, or is removed from office, he or she shall hold office until the next annual meeting of the Board or until his or her successor is elected. 4.3 Resignation. Any officer may resign at any time by delivering written notice to the President, a Vice President, the Secretary or the Board, or by giving oral notice at any meeting of the Board. Any such resignation shall take effect at the time specified therein, or if the time is not specified, upon delivery thereof and unless, otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective. 4.4 Removal. Any Officer or agent member of the Executive Committee elected or appointed by the Board may be removed by a majority vote of the Board whenever in its judgment the best interests of the corporation would be served thereby. 4.5 Vacancies. A vacancy in any office created by the death, resignation, removal, disqualification, creation of a new office or any other cause may be filled by a majority vote of the Board for the unexpired portion of the term or for a new term established by the Board. 4.6 President and Chair of the Board. The President shall preside over meetings of the Board unless another officer is appointed or designated by the Board as Chair of such meeting and shall perform such other duties as shall be assigned to her or him by the Board from time to time. 4.7 Vice President. In the event of the death of the President or his or her inability to act, the Vice President shall perform the duties of the President, except as may be limited by resolution of the Board. The Vice President shall perform such other duties as from time to time may be assigned to him or her by the Board. 4.8 Secretary. The Secretary shall: (a) keep, or cause to be kept, the minutes of the meetings of the Board and committees having authority of the Board in one or more books provided for that purpose; (b) see that all notices are duly given in accordance with the provisions of the Bylaws or as required by law; (c) be custodian of the corporate records of the corporation; (d) keep registers of the post office address of each Director; and (e) in general cause to be performed all duties incident to the office of Secretary and such other duties as from time to time may be assigned to him or her by the Board. 4.9 Treasurer. The Treasurer shall cause oversight to be performed1 for all funds and securities of the corporation; receive and give, or cause to be received and given, receipts for monies due and payable to the corporation from any source whatsoever; and deposit, or cause to be deposited, all such monies in the name of the corporation in banks, trust companies or other depositories selected in accordance with these Bylaws; and in general perform all of the duties incident to the office of Treasurer and such other duties as from time to time may be assigned to him or her by the Board.

4.10 Executive Director. The Executive Director is the chief executive officer of the corporation. He or she shall be appointed by, and serve at the pleasure of, the Board. The Executive


Director shall administer all operations of the corporation, including the employment and supervision of all employees of the corporation. The Executive Director may sign deeds, mortgages, bonds, contracts, or other instruments, except when the signing and execution thereof have been expressly delegated by the Board or by these Bylaws to some other officer or agent of the corporation or are required by law to be otherwise signed or executed by some other officer or in some other manner. The Executive Director shall report to the Board annually, or more often if required to do so, setting forth the result of the operations under his or her charge, and perform such other duties as from time to time may be assigned to him or her by the Board. 4.11 Salaries. The salaries of the officers and agents shall be as fixed from time to time by the Board or by any person or persons to whom the Board has delegated such authority. No officer shall be prevented from receiving such salary by reason of the fact that he or she is also a Director of the corporation.

SECTION 5. ADMINISTRATIVE AND FINANCIAL PROVISIONS

5.1 Contracts. The Board may authorize any officer or officers, or agent or agents, to enter into any contract or execute and deliver any instrument in the name of and on behalf of the corporation. Such authority may be general or confined to specific instances. 5.2 Loans. No loans shall be contracted on behalf of the corporation and no evidences of indebtedness shall be issued in its name unless authorized by a resolution of the Board. Such authority may be general or confined to specific instances. 5.3 Loans to Officers and Directors. No loans shall be made by the corporation to its officers or Directors. 5.4 Checks, Drafts, Etc. All checks, drafts or other orders for the payment of money, notes or other evidences of indebtedness issued in the name of the corporation shall be signed by such officer or officers, or agent or agents, of the corporation and in such manner as is from time to time determined by resolution of the Board. 5.5 Deposits. All funds of the corporation not otherwise employed shall be deposited from time to time to the credit of the corporation in such banks, trust companies or other depositories as the Board may select. 5.6 Minutes of Meetings; Books and Records. The corporation shall keep correct and complete books and records of account, minutes of the proceedings of its Board and committees having authority of the Board, and such other records as may be necessary or advisable. 5.7 Corporate Seal. The corporation may adopt a corporate seal. 5.8 Accounting Year. The accounting year of the corporation shall begin on July 1, and end on June 30. 5.9 Rules of Procedure. The rules of procedure at meetings of the Board and committees of the Board shall be rules contained in Roberts' Rules of Order on Parliamentary Procedure, newly revised, so far as applicable and when not inconsistent with these Bylaws, the Articles of Incorporation or any resolution of the Board.

SECTION 6. INDEMNIFICATION

The corporation shall indemnify any person or entity who was or is a party or is threatened to be made a party to any civil, criminal, administrative or investigative action, suit or proceeding (whether brought by or in the right of the corporation or otherwise) by reason of the fact that he or she or it is or was a Director, officer, employee or member of the corporation, or is or was serving at


the request of the corporation as a Director or officer of another corporation, whether for profit or not for profit, against expenses (including attorneys' fees), judgments, fines and amounts paid in settlement actually and reasonably incurred in connection with such action, suit or proceeding so long as those proceedings or litigation arise from the person’s affiliation with the Corporation and are within the scope of the person’s official duties or powers; and the Board may, at any time, approve indemnification of any other person which the corporation has the power to indemnify under the Alaska Nonprofit Corporation Act. The indemnification provided by this Section shall not be deemed exclusive of any other rights to which a person may be entitled as a matter of law or by contract. The corporation may purchase and maintain indemnification insurance for any person to the extent provided by applicable law.

SECTION 7. AMENDMENTS These Bylaws may be altered, amended or repealed and new bylaws may be adopted by the affirmative vote of two-thirds of the number of Directors fixed by these Bylaws. The foregoing Bylaws, as amended, were adopted by the Board of Directors on September 18, 2006. Marilynn Heddell Secretary

Oil Pollution Act of 1990 as it relates to Regional Citizens’ Advisory Councils

SEC. 5002. TERMINAL AND TANKER OVERSIGHT AND MONITORING.

(a) SHORT TITLE AND FINDINGS-

(1) SHORT TITLE- This section may be cited as the `Oil Terminal and Oil Tanker Environmental Oversight and Monitoring Act of 1990'.

(2) FINDINGS- The Congress finds that--

(A) the March 24, 1989, grounding and rupture of the fully loaded oil tanker, the EXXON VALDEZ, spilled 11 million gallons of crude oil in Prince William Sound, an environmentally sensitive area;

(B) many people believe that complacency on the part of the industry and government personnel responsible for monitoring the operation of the Valdez terminal and vessel traffic in Prince William Sound was one of the contributing factors to the EXXON VALDEZ oil spill;

(C) one way to combat this complacency is to involve local citizens in the process of preparing, adopting, and revising oil spill contingency plans;

(D) a mechanism should be established which fosters the long-term partnership of industry, government, and local communities in overseeing compliance with environmental concerns in the operation of crude oil terminals;

(E) such a mechanism presently exists at the Sullom Voe terminal in the Shetland Islands and this terminal should serve as a model for others;

(F) because of the effective partnership that has developed at Sullom Voe, Sullom Voe is considered the safest terminal in Europe;

(G) the present system of regulation and oversight of crude oil terminals in the United States has degenerated into a process of continual mistrust and confrontation;

(H) only when local citizens are involved in the process will the trust develop that is necessary to change the present system from confrontation to consensus;


(I) a pilot program patterned after Sullom Voe should be established in Alaska to further refine the concepts and relationships involved; and

(J) similar programs should eventually be established in other major crude oil terminals in the United States because the recent oil spills in Texas, Delaware, and Rhode Island indicate that the safe transportation of crude oil is a national problem.

(b) DEMONSTRATION PROGRAMS-

(1) ESTABLISHMENT- There are established 2 Oil Terminal and Oil Tanker Environmental Oversight and Monitoring Demonstration Programs (hereinafter referred to as `Programs') to be carried out in the State of Alaska.

(2) ADVISORY FUNCTION- The function of these Programs shall be advisory only.

(3) PURPOSE- The Prince William Sound Program shall be responsible for environmental monitoring of the terminal facilities in Prince William Sound and the crude oil tankers operating in Prince William Sound. The Cook Inlet Program shall be responsible for environmental monitoring of the terminal facilities and crude oil tankers operating in Cook Inlet located South of the latitude at Point Possession and North of the latitude at Amatuli Island, including offshore facilities in Cook Inlet.

(4) SUITS BARRED- No program, association, council, committee or other organization created by this section may sue any person or entity, public or private, concerning any matter arising under this section except for the performance of contracts.

(c) OIL TERMINAL FACILITIES AND OIL TANKER OPERATIONS ASSOCIATION-

(1) ESTABLISHMENT- There is established an Oil Terminal Facilities and Oil Tanker Operations Association (hereinafter in this section referred to as the `Association') for each of the Programs established under subsection (b).

(2) MEMBERSHIP- Each Association shall be comprised of 4 individuals as follows:

(A) One individual shall be designated by the owners and operators of the terminal facilities and shall represent those owners and operators.


(B) One individual shall be designated by the owners and operators of the crude oil tankers calling at the terminal facilities and shall represent those owners and operators.

(C) One individual shall be an employee of the State of Alaska, shall be designated by the Governor of the State of Alaska, and shall represent the State government.

(D) One individual shall be an employee of the Federal Government, shall be designated by the President, and shall represent the Federal Government.

(3) RESPONSIBILITIES- Each Association shall be responsible for reviewing policies relating to the operation and maintenance of the oil terminal facilities and crude oil tankers which affect or may affect the environment in the vicinity of their respective terminals. Each Association shall provide a forum among the owners and operators of the terminal facilities, the owners and operators of crude oil tankers calling at those facilities, the United States, and the State of Alaska to discuss and to make recommendations concerning all permits, plans, and site-specific regulations governing the activities and actions of the terminal facilities which affect or may affect the environment in the vicinity of the terminal facilities and of crude oil tankers calling at those facilities.

(4) DESIGNATION OF EXISTING ORGANIZATION- The Secretary may designate an existing nonprofit organization as an Association under this subsection if the organization is organized to meet the purposes of this section and consists of at least the individuals listed in paragraph (2).

(d) REGIONAL CITIZENS' ADVISORY COUNCILS-

(1) MEMBERSHIP- There is established a Regional Citizens' Advisory Council (hereinafter in this section referred to as the `Council') for each of the programs established by subsection (b).

(2) MEMBERSHIP- Each Council shall be composed of voting members and nonvoting members, as follows:

(A) VOTING MEMBERS- Voting members shall be Alaska residents and, except as provided in clause (vii) of this paragraph, shall be appointed by the Governor of the State of Alaska from a list of nominees provided by each of the following interests, with one representative appointed to represent each of the following interests, taking into consideration the need for regional balance on the Council:


(i) Local commercial fishing industry organizations, the members of which depend on the fisheries resources of the waters in the vicinity of the terminal facilities.

(ii) Aquaculture associations in the vicinity of the terminal facilities.

(iii) Alaska Native Corporations and other Alaska Native organizations the members of which reside in the vicinity of the terminal facilities.

(iv) Environmental organizations the members of which reside in the vicinity of the terminal facilities.

(v) Recreational organizations the members of which reside in or use the vicinity of the terminal facilities.

(vi) The Alaska State Chamber of Commerce, to represent the locally based tourist industry.

(vii)(I) For the Prince William Sound Terminal Facilities Council, one representative selected by each of the following municipalities: Cordova, Whittier, Seward, Valdez, Kodiak, the Kodiak Island Borough, and the Kenai Peninsula Borough.

(II) For the Cook Inlet Terminal Facilities Council, one representative selected by each of the following municipalities: Homer, Seldovia, Anchorage, Kenai, Kodiak, the Kodiak Island Borough, and the Kenai Peninsula Borough.

(B) NONVOTING MEMBERS- One ex-officio, nonvoting representative shall be designated by, and represent, each of the following:

(i) The Environmental Protection Agency.

(ii) The Coast Guard.

(iii) The National Oceanic and Atmospheric Administration.

(iv) The United States Forest Service.


(v) The Bureau of Land Management.

(vi) The Alaska Department of Environmental Conservation.

(vii) The Alaska Department of Fish and Game.

(viii) The Alaska Department of Natural Resources.

(ix) The Division of Emergency Services, Alaska Department of Military and Veterans Affairs.

(3) TERMS-

(A) DURATION OF COUNCILS- The term of the Councils shall continue throughout the life of the operation of the Trans-Alaska Pipeline System and so long as oil is transported to or from Cook Inlet.

(B) THREE YEARS- The voting members of each Council shall be appointed for a term of 3 years except as provided for in subparagraph (C).

(C) INITIAL APPOINTMENTS- The terms of the first appointments shall be as follows:

(i) For the appointments by the Governor of the State of Alaska, one-third shall serve for 3 years, one-third shall serve for 2 years, and one-third shall serve for one year.

(ii) For the representatives of municipalities required by subsection (d)(2)(A)(vii), a drawing of lots among the appointees shall determine that one-third of that group serves for 3 years, one-third serves for 2 years, and the remainder serves for 1 year.

(4) SELF-GOVERNING- Each Council shall elect its own chairperson, select its own staff, and make policies with regard to its internal operating procedures. After the initial organizational meeting called by the Secretary under subsection (i), each Council shall be self-governing.

(5) DUAL MEMBERSHIP AND CONFLICTS OF INTEREST PROHIBITED- (A) No individual selected as a member of the Council shall serve on the Association.


(B) No individual selected as a voting member of the Council shall be engaged in any activity which might conflict with such individual carrying out his functions as a member thereof.

(6) DUTIES- Each Council shall--

(A) provide advice and recommendations to the Association on policies, permits, and site-specific regulations relating to the operation and maintenance of terminal facilities and crude oil tankers which affect or may affect the environment in the vicinity of the terminal facilities;

(B) monitor through the committee established under subsection (e), the environmental impacts of the operation of the terminal facilities and crude oil tankers;

(C) monitor those aspects of terminal facilities' and crude oil tankers' operations and maintenance which affect or may affect the environment in the vicinity of the terminal facilities;

(D) review through the committee established under subsection (f), the adequacy of oil spill prevention and contingency plans for the terminal facilities and the adequacy of oil spill prevention and contingency plans for crude oil tankers, operating in Prince William Sound or in Cook Inlet;

(E) provide advice and recommendations to the Association on port operations, policies and practices;

(F) recommend to the Association--

(i) standards and stipulations for permits and site-specific regulations intended to minimize the impact of the terminal facilities' and crude oil tankers' operations in the vicinity of the terminal facilities;

(ii) modifications of terminal facility operations and maintenance intended to minimize the risk and mitigate the impact of terminal facilities, operations in the vicinity of the terminal facilities and to minimize the risk of oil spills;

(iii) modifications of crude oil tanker operations and maintenance in Prince William Sound and Cook Inlet intended to minimize the risk and mitigate the impact of oil spills; and


(iv) modifications to the oil spill prevention and contingency plans for terminal facilities and for crude oil tankers in Prince William Sound and Cook Inlet intended to enhance the ability to prevent and respond to an oil spill; and

(G) create additional committees of the Council as necessary to carry out the above functions, including a scientific and technical advisory committee to the Prince William Sound Council.

(7) NO ESTOPPEL- No Council shall be held liable under State or Federal law for costs or damages as a result of rendering advice under this section. Nor shall any advice given by a voting member of a Council, or program representative or agent, be grounds for estopping the interests represented by the voting Council members from seeking damages or other appropriate relief.

(8) SCIENTIFIC WORK- In carrying out its research, development and monitoring functions, each Council is authorized to conduct its own scientific research and shall review the scientific work undertaken by or on behalf of the terminal operators or crude oil tanker operators as a result of a legal requirement to undertake that work. Each Council shall also review the relevant scientific work undertaken by or on behalf of any government entity relating to the terminal facilities or crude oil tankers. To the extent possible, to avoid unnecessary duplication, each Council shall coordinate its independent scientific work with the scientific work performed by or on behalf of the terminal operators and with the scientific work performed by or on behalf of the operators of the crude oil tankers.

(e) COMMITTEE FOR TERMINAL AND OIL TANKER OPERATIONS AND ENVIRONMENTAL MONITORING-

(1) MONITORING COMMITTEE- Each Council shall establish a standing Terminal and Oil Tanker Operations and Environmental Monitoring Committee (hereinafter in this section referred to as the `Monitoring Committee') to devise and manage a comprehensive program of monitoring the environmental impacts of the operations of terminal facilities and of crude oil tankers while operating in Prince William Sound and Cook Inlet. The membership of the Monitoring Committee shall be made up of members of the Council, citizens, and recognized scientific experts selected by the Council.

(2) DUTIES- In fulfilling its responsibilities, the Monitoring Committee shall--


(A) advise the Council on a monitoring strategy that will permit early detection of environmental impacts of terminal facility operations and crude oil tanker operations while in Prince William Sound and Cook Inlet;

(B) develop monitoring programs and make recommendations to the Council on the implementation of those programs;

(C) at its discretion, select and contract with universities and other scientific institutions to carry out specific monitoring projects authorized by the Council pursuant to an approved monitoring strategy;

(D) complete any other tasks assigned by the Council; and

(E) provide written reports to the Council which interpret and assess the results of all monitoring programs.

(f) COMMITTEE FOR OIL SPILL PREVENTION, SAFETY, AND EMERGENCY RESPONSE-

(1) TECHNICAL OIL SPILL COMMITTEE- Each Council shall establish a standing technical committee (hereinafter referred to as `Oil Spill Committee') to review and assess measures designed to prevent oil spills and the planning and preparedness for responding to, containing, cleaning up, and mitigating impacts of oil spills. The membership of the Oil Spill Committee shall be made up of members of the Council, citizens, and recognized technical experts selected by the Council.

(2) DUTIES- In fulfilling its responsibilities, the Oil Spill Committee shall--

(A) periodically review the respective oil spill prevention and contingency plans for the terminal facilities and for the crude oil tankers while in Prince William Sound or Cook Inlet, in light of new technological developments and changed circumstances;

(B) monitor periodic drills and testing of the oil spill contingency plans for the terminal facilities and for crude oil tankers while in Prince William Sound and Cook Inlet;

(C) study wind and water currents and other environmental factors in the vicinity of the terminal facilities which may affect the ability to prevent, respond to, contain, and clean up an oil spill;


(D) identify highly sensitive areas which may require specific protective measures in the event of a spill in Prince William Sound or Cook Inlet;

(E) monitor developments in oil spill prevention, containment, response, and cleanup technology;

(F) periodically review port organization, operations, incidents, and the adequacy and maintenance of vessel traffic service systems designed to assure safe transit of crude oil tankers pertinent to terminal operations;

(G) periodically review the standards for tankers bound for, loading at, exiting from, or otherwise using the terminal facilities;

(H) complete any other tasks assigned by the Council; and

(I) provide written reports to the Council outlining its findings and recommendations.

(g) AGENCY COOPERATION- On and after the expiration of the 180-day period following the date of the enactment of this section, each Federal department, agency, or other instrumentality shall, with respect to all permits, site-specific regulations, and other matters governing the activities and actions of the terminal facilities which affect or may affect the vicinity of the terminal facilities, consult with the appropriate Council prior to taking substantive action with respect to the permit, site-specific regulation, or other matter. This consultation shall be carried out with a view to enabling the appropriate Association and Council to review the permit, site-specific regulation, or other matters and make appropriate recommendations regarding operations, policy or agency actions. Prior consultation shall not be required if an authorized Federal agency representative reasonably believes that an emergency exists requiring action without delay. (h) RECOMMENDATIONS OF THE COUNCIL- In the event that the Association does not adopt, or significantly modifies before adoption, any recommendation of the Council made pursuant to the authority granted to the Council in subsection (d), the Association shall provide to the Council, in writing, within 5 days of its decision, notice of its decision and a written statement of reasons for its rejection or significant modification of the recommendation. (i) ADMINISTRATIVE ACTIONS- Appointments, designations, and selections of individuals to serve as members of the Associations and Councils under this section shall be submitted to the Secretary prior to the expiration of the 120-day period following the date of the enactment of this section. On or before the expiration of the 180-day period following that date of enactment of this section,


the Secretary shall call an initial meeting of each Association and Council for organizational purposes. (j) LOCATION AND COMPENSATION-

(1) LOCATION- Each Association and Council established by this section shall be located in the State of Alaska.

(2) COMPENSATION- No member of an Association or Council shall be compensated for the member's services as a member of the Association or Council, but shall be allowed travel expenses, including per diem in lieu of subsistence, at a rate established by the Association or Council not to exceed the rates authorized for employees of agencies under sections 5702 and 5703 of title 5, United States Code. However, each Council may enter into contracts to provide compensation and expenses to members of the committees created under subsections (d), (e), and (f).

(k) FUNDING-

(1) REQUIREMENT- Approval of the contingency plans required of owners and operators of the Cook Inlet and Prince William Sound terminal facilities and crude oil tankers while operating in Alaskan waters in commerce with those terminal facilities shall be effective only so long as the respective Association and Council for a facility are funded pursuant to paragraph (2).

(2) PRINCE WILLIAM SOUND PROGRAM- The owners or operators of terminal facilities or crude oil tankers operating in Prince William Sound shall provide, on an annual basis, an aggregate amount of not more than $2,000,000, as determined by the Secretary. Such amount--

(A) shall provide for the establishment and operation on the environmental oversight and monitoring program in Prince William Sound;

(B) shall be adjusted annually by the Anchorage Consumer Price Index; and

(C) may be adjusted periodically upon the mutual consent of the owners or operators of terminal facilities or crude oil tankers operating in Prince William Sound and the Prince William Sound terminal facilities Council.

(3) COOK INLET PROGRAM- The owners or operators of terminal facilities, offshore facilities, or crude oil tankers operating in Cook Inlet


shall provide, on an annual basis, an aggregate amount of not more than $1,000,000, as determined by the Secretary. Such amount--

(A) shall provide for the establishment and operation of the environmental oversight and monitoring program in Cook Inlet;

(B) shall be adjusted annually by the Anchorage Consumer Price Index; and

(C) may be adjusted periodically upon the mutual consent of the owners or operators of terminal facilities, offshore facilities, or crude oil tankers operating in Cook Inlet and the Cook Inlet Council.

(l) REPORTS-

(1) ASSOCIATIONS AND COUNCILS- Prior to the expiration of the 36-month period following the date of the enactment of this section, each Association and Council established by this section shall report to the President and the Congress concerning its activities under this section, together with its recommendations.

(2) GAO- Prior to the expiration of the 36-month period following the date of the enactment of this section, the General Accounting Office shall report to the President and the Congress as to the handling of funds, including donated funds, by the entities carrying out the programs under this section, and the effectiveness of the demonstration programs carried out under this section, together with its recommendations.

(m) DEFINITIONS- As used in this section, the term--

(1) `terminal facilities' means--

(A) in the case of the Prince William Sound Program, the entire oil terminal complex located in Valdez, Alaska, consisting of approximately 1,000 acres including all buildings, docks (except docks owned by the City of Valdez if those docks are not used for loading of crude oil), pipes, piping, roads, ponds, tanks, crude oil tankers only while at the terminal dock, tanker escorts owned or operated by the operator of the terminal, vehicles, and other facilities associated with, and necessary for, assisting tanker movement of crude oil into and out of the oil terminal complex; and

(B) in the case of the Cook Inlet Program, the entire oil terminal complex including all buildings, docks, pipes, piping, roads, ponds,


tanks, vessels, vehicles, crude oil tankers only while at the terminal dock, tanker escorts owned or operated by the operator of the terminal, emergency spill response vessels owned or operated by the operator of the terminal, and other facilities associated with, and necessary for, assisting tanker movement of crude oil into and out of the oil terminal complex;

(2) `crude oil tanker' means a tanker (as that term is defined under section 2101 of title 46, United States Code)--

(A) in the case of the Prince William Sound Program, calling at the terminal facilities for the purpose of receiving and transporting oil to refineries, operating north of Middleston Island and bound for or exiting from Prince William Sound; and

(B) in the case of the Cook Inlet Program, calling at the terminal facilities for the purpose of receiving and transporting oil to refineries and operating in Cook Inlet and the Gulf of Alaska north of Amatuli Island, including tankers transiting to Cook Inlet from Prince William Sound;

(3) `vicinity of the terminal facilities' means that geographical area surrounding the environment of terminal facilities which is directly affected or may be directly affected by the operation of the terminal facilities; and

(4) `Secretary' means the Secretary of Transportation.

(n) SAVINGS CLAUSE-

(1) REGULATORY AUTHORITY- Nothing in this section shall be construed as modifying, repealing, superseding, or preempting any municipal, State or Federal law or regulation, or in any way affecting litigation arising from oil spills or the rights and responsibilities of the United States or the State of Alaska, or municipalities thereof, to preserve and protect the environment through regulation of land, air, and water uses, of safety, and of related development. The monitoring provided for by this section shall be designed to help assure compliance with applicable laws and regulations and shall only extend to activities--

(A) that would affect or have the potential to affect the vicinity of the terminal facilities and the area of crude oil tanker operations included in the Programs; and

(B) are subject to the United States or State of Alaska, or municipality thereof, law, regulation, or other legal requirement.


(2) RECOMMENDATIONS- This subsection is not intended to prevent the Association or Council from recommending to appropriate authorities that existing legal requirements should be modified or that new legal requirements should be adopted.

(o) ALTERNATIVE VOLUNTARY ADVISORY GROUP IN LIEU OF COUNCIL- The requirements of subsections (c) through (l), as such subsections apply respectively to the Prince William Sound Program and the Cook Inlet Program, are deemed to have been satisfied so long as the following conditions are met:

(1) PRINCE WILLIAM SOUND- With respect to the Prince William Sound Program, the Alyeska Pipeline Service Company or any of its owner companies enters into a contract for the duration of the operation of the Trans-Alaska Pipeline System with the Alyeska Citizens Advisory Committee in existence on the date of enactment of this section, or a successor organization, to fund that Committee or organization on an annual basis in the amount provided for by subsection (k)(2)(A) and the President annually certifies that the Committee or organization fosters the general goals and purposes of this section and is broadly representative of the communities and interests in the vicinity of the terminal facilities and Prince William Sound.

(2) COOK INLET- With respect to the Cook Inlet Program, the terminal facilities, offshore facilities, or crude oil tanker owners and operators enter into a contract with a voluntary advisory organization to fund that organization on an annual basis and the President annually certifies that the organization fosters the general goals and purposes of this section and is broadly representative of the communities and interests in the vicinity of the terminal facilities and Cook Inlet.

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