October 27, RE: Request for Qualifications for the Puu Opae Project. To Whom It May Concern,

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1 1329 North State Street, Suite 209 Bellingham, WA October 27, 2017 RE: Request for Qualifications for the Puu Opae Project To Whom It May Concern, Thank you for your interest in Kauai Island Utility Cooperative s Puu Opae Project. Joule Group LLC is representing KIUC in the development of this Project, which has a commercial operation target date in mid Included with this letter is the Request for Qualifications packet for engineering, equipment supply and construction services. The purpose of this RFQ is to solicit interest and participation in a subsequent Request for Proposal process that will span over the next year. Responses to this RFQ are due on or before November 30, 2017 and firms selected for shortlisting will be notified by December 31, Please contact Dawn Huff at dhuff@joulegroup.com with any questions. Thank you, Dawn Huff Principal

2 REQUEST FOR QUALIFICATIONS ENGINEERING, EQUIPMENT SUPPLY AND CONSTRUCTION SERVICES KAUAI ISLAND UTILITY COOPERATIVE PUU OPAE ENERGY PROJECT October 2017

3 REQUEST FOR QUALIFICATIONS Engineering, Equipment Supply and Construction Services Kauai Island Utility Cooperative Puu Opae Energy Project 1. Introduction. The Joule Group, LLC ( Joule ), on behalf of Kauai Island Utility Cooperative ( KIUC ), is seeking qualifications from firms with experience in pumped storage and hydroelectric design, engineering, equipment supply, and construction for an energy and irrigation project located on the island of Kauai. The Puu Opae Energy Project (the Project ) is described in greater detail below. Respondents will be evaluated on the basis of demonstrated competence and qualifications for the types of services and equipment required for the Project. Other aspects such as ability to add value and offer advantageous approaches will also be evaluated. This Request for Qualifications ( RFQ ) will result in selection and short-listing of the Respondents who will be included in either targeted Requests for Proposals ( RFPs ) or selected for direct negotiation of contracts for specific services or equipment. 2. Project Overview The Puu Opae Energy Project site is located on the island of Kauai approximately four miles north of the town of Kekaha and six miles northwest of the town of Waimea. The Project footprint spans lands owned and managed by three state agencies: Department of Land and Natural Resources ( DLNR ), Department of Hawaiian Homelands, and Agribusiness Development Corporation (ADC). The Project is intended to serve three primary functions; load shifting of solar generation through pumped storage, store and release hydroelectric generation, and irrigation delivery to lands adjacent to the Project. The current design enables up to twenty five megawatts (25 MW) of peaking hydropower capacity, two hundred and fifty megawatt hours (250 MWH) of daily storage capability, and thirty gigawatt hours (30 GWH) of hydroelectric generation annually while also providing reliable irrigation water supply to support diversified agriculture in the area. The conceptual design and footprint for the Project have been determined and have been used as the basis for land and water acquisition. As proposed the Project involves utilizing an existing ditch system, the Kokee Ditch Irrigation System ( KODIS ), and three existing earthen dam reservoirs known as Puu Lua, Puu Opae, and Mana Reservoir. The Project includes both rehabilitation of existing infrastructure and new construction as listed below: Repairs of the entire length of the Kokee Ditch System to Puu Moe Divide. Repairs to the existing diversions to allow for instream flow releases.

4 Replacement of the gate structure at Puu Moe Divide with a new gate structure and intake for the Project pipeline. Rehabilitation of the Puu Lua, Puu Opae, and Mana Reservoirs in accordance with current dam safety regulatory standards. New construction of a pressurized pipeline, approximately 25,000 feet in length, that replaces the lateral branch of the Kokee Ditch extending between Puu Moe Divide and Puu Opae Reservoir. New construction of a pressurized pipeline running between Puu Opae Reservoir and Mana Reservoir, approximately 12,000 feet in length. New construction of two hydroelectric facilities with a combined capacity of 25 MW and a 33,500 horsepower pumping station. Repairs to all existing jeep roads that provide access to the facilities being utilized by the Project. Referenced locations can be seen on the map included in the full Project description in the Addendum. A contour map in PDF format will be made available through download on request. In % level design and drawings were completed for the pumped storage component of the Project and Puu Lua Reservoir to support fatal flaw analysis and initial costing. A basic geotechnical survey, LiDAR and DEM contour mapping, and initial environmental surveys were completed for the project footprint as part of the 20% design exercise. The conceptual design work was completed for the upper section of pipeline and powerhouse as part of a 2012 engineering effort. Basic design for the diversion modifications and stream gauging was recently completed to support regulatory review and approval. This Project has a long development cycle, which started in Based on the 20% engineering work completed in 2015, cost analyses show a total project cost ranging between 70 to 90 million dollars without the PV solar component. Both site control and water allocation were acquired in 2017 and the Project schedule tentatively outlines a start of construction date in Q Studies and survey work are currently underway.

5 3. Kauai Island Utility Cooperative Background Information KIUC is a not-for-profit electric cooperative and is committed to developing low cost renewable energy projects. Over the last 10 years KIUC s grid profile has changed substantively with the significant addition of solar PV generation. KIUC s grid is an islanded system with a typical daytime electrical demand of MW and an evening peak load of 75 MW. This load is served by a variety of resources, including various solar PV installations, sugar-plantation era hydroelectric facilities, a closed-loop biomass facility that came online in 2016, and two thermal generation facilities. Currently the system includes 72 MW of nameplate capacity solar PV and 20.5 MW / 57 MWh of Battery Energy Storage, which provides 26% of KIUC s annual electricity. During sunny days, solar PV provides and 75-85% of the mid-day demand. A new project, to be constructed, owned, and operated by AES, consists of 20 MWac of solar PV and 20 MW / 100 MWh of Battery Energy Storage and is expected to begin commercial operation in late KIUC is actively pursuing additional solar projects but only in combination with storage and load shifting options. This high penetration of solar on an islanded grid creates significant challenges that include maximizing the contribution of low-cost solar, maintaining the ability to take output from the other renewable energy PPAs, and maintaining adequate spinning and regulation reserves in order to maintain grid reliability. KIUC is pursuing this project for a number of reasons including the following: To support grid stability and reliability To load shift solar PV to evening peak load To diversify the generation portfolio and include more hydro To reduce dependency on fossil fuels and take further steps toward reaching the State of Hawaii s 100% renewable energy generation goal

6 4. Scope of Work The Project scope consists of design, engineering, repairs and rehabilitation of existing structures, new construction, and equipment supply as listed below. The services and supply may be handled through a series of separate contracts with multiple entities or wrapped into one or more contracts with a single firm or entity. Part of the purpose of this RFQ is to identify qualified candidates for each aspect of the work and to select the most effective method of contracting the work. All the information provided in this RFQ regarding Project sizing and scope details are based on a conceptual design and the engineering work completed to date. While this information is relatively close to the desired project configuration, the final Project sizing and design details are subject to change and will be determined during the remaining field studies and engineering taking place in A. Design and engineering services for the entire Project, including roads, earthen dams, pipelines, powerhouses, drainage pipe and outfall, mechanical, electrical, and control systems. B. Geotechnical services and surveys including borings at selected locations and foundation engineering for a segment of exposed pipeline and the lower powerhouse. C. Rehabilitation and improvement of four existing small concrete diversion structures D. Repair and major maintenance of 13.5 miles of open irrigation ditch and tunnel including multiple regulating structures E. Repair and upgrade of approximately eight 8 miles of existing cane haul and farm roads F. Rehabilitation and repairs of three existing earthen irrigation dams with capacities between 60 and 250 MG each. G. Construction management and testing services H. Construction of three screened pipe intakes and gate structures, one for flows up to 40 cfs and two bidirectional intakes for flows up to 185 cfs. I. Supply and construction of two sections of buried steel pipeline with a total length of 34,000 feet, varying diameters between 24 and 54 inches, and a maximum of 1,500 feet of static head on each section. J. Construction of an upper and lower hydroelectric powerhouse. K. Construction of two sections of buried 34.5 kv three phase line totaling 13,000 feet.

7 L. Supply of the upper Pelton turbine and generator with a nameplate capacity of 4.5 MW and a design head of 1,475 feet and the lower Pelton turbines and generators with a total nameplate capacity of 20 MW and a design head of 1,500 feet. M. Supply of vertical turbine pumps totaling 33,500 HP and a design head of 1,500 feet (static). N. Balance of the electromechanical package including TIV(s), manifolding and valves, hydraulics, governors, switchgear, controls, SCADA, and station service. O. Construction of a 5 MVA 4.16/34.5 kv upper substation and a 30 MVA 4.16 / 34.5 kv lower substation, including appurtenant equipment such as grounding grids, fuses, disconnects, etc. P. Relocation of an existing irrigation filtration system and pumps. Q. Construction of 10,000 LF of buried 48 drain culvert and outfall at sea level.

8 5. RFQ Instructions 5.1 General Requirements A. The Respondent should be prepared and able to participate in any subsequent Requests for Proposals ( RFPs ) or any subsequent Request for Services arising out of this RFQ. B. If the Respondent is a consortium or joint venture either planned or formed in response to this RFQ, then the Proposer shall be prepared to be legally organized and able to enter into a contractual arrangement for supply of services or materials as early as Q C. An authorized representative of the Respondent must sign the SOQ and his/her name and title must appear below the person s signature. The signing of the SOQ certifies: i. The person signing the SOQ has the legal authority to do so on behalf of the Proposer; ii. The Respondent has not made and will not make any attempt to induce any other person or firm to submit or not submit an SOQ; iii. The statements contained in the SOQ are true and complete. 5.2 Questions All questions regarding this RFQ shall be directed to Jason Hines, at jhines@joulegroup.com with a copy to Dawn Huff at dhuff@joulegroup.com. If necessary, interpretations or clarifications in response to such questions will be made by issuance of an Addendum to all prospective Respondents.

9 6. RFQ Submittal 6.1 Submission Requirements Submit one electronic copy of the statement of qualifications in PDF format titled: Puu Opae Energy Project SOQ (Respondent name) to: Dawn Huff, Joule Group, LLC One PDF submission shall be sufficient, however, all submittals must be received no later than November 30, There will be no formal opening of the SOQ. Late electronic submittals will not be considered. Facsimiles will not be accepted. It is the proposer s responsibility to submit a PDF file that is less than 10MB, or provide an link for files larger than 10MB, on a timely basis to Joule. 6.2 Submittal Contents Firms will be evaluated taking into account qualifications, past record and experience, ability to meet time requirements, location, expertise in the specific areas described within the scope of work; depth, number and qualifications of staff which the firm will assign to the Project; and demonstrated experience completing projects on time and within budget. Additional specialized skills and experience as noted in Section 7 below will also be evaluated. Qualified Respondents interested in performing the work described in this Request For Qualifications shall provide the following information presented in a clear, comprehensive, and concise manner, illustrating the Respondent s capabilities and expertise: A. Introductory Letter (2 page maximum) Content at discretion of Respondent. B. General Respondent Qualifications (10 pages maximum) Provide a statement that portrays the Respondent s qualifications as related to its experience in relation to the described work. The following information should be included in responses: i. Provide summary of the Respondent s general qualifications, specific disciplines that are applicable to the proposed work, background, number of employees, office locations, etc. ii. Specify the portions or components of the Project (as outlined in Section 3, Scope of Work) that the Respondent is interested in providing. iii. State disciplines or portions where any sub-consultants or sub-contractors would be utilized. iv. Outline the Respondent s capacity to carry out the scope and the extent of the work required in a timely manner.

10 v. Describe any quality assurance or control programs and discuss how the work will be monitored with respect to both budget and time. vi. Identify key personnel who will be providing services for the Project. vii. Provide perspective on why Respondent s team is distinctive. viii. Identify specific expertise and unique experience or capabilities relative to the applicable services and/or relevant equipment supply. ix. If applicable, identify specific expertise and experience related to: high pressure pipeline design and construction, and high head turbine design and installation. engineering and construction of foundations and pipelines in clay soils and talus. x. Provide description of the value proposition is that is being brought to the Project by the Respondent. C. Description of Business Provide a summary description of business structure and location, ability to work in the State of Hawaii and a description of Hawaii licenses, insurance coverage carried, and current Kauai or Hawaii presence. D. Litigation History Provide a summary for the requested information below or a statement if neither has occurred in the last 10 years. i. Description of any litigation in which the firm is or was a party within the last ten (20) years. ii. Any previous contracts that the firm defaulted on and/or was terminated and reasons for the default(s) and/or termination(s). E. Financial Disclosure Statement - Provide recent financial information including annual revenues, largest contract completed, and bonding capacity. F. References Provide three recent/current project references, including a summary description of what was provided, the date of the work and detailed contact information. References may overlap with those of (F) below. These references will likely be contacted. G. Project Experience Information (10 pages maximum) Provide details for a minimum of three recent major successfully completed projects similar in size, scope and complexity to the Project as well as reference contact information for those projects. The examples must be projects in which the Respondent was a primary consultant or contractor.

11 7. Evaluation and Selection 7.1 Evaluation Criteria The goal of this RFQ is to allow a wide range of interested parties to participate in the process and identify a range of contracting approaches that may be advantageous to the Project prior to Joule or KIUC issuing any RFPs. A combination of approaches and contractor combinations will be considered. The RFQ submissions will be reviewed and evaluated jointly by KIUC and Joule Group. Respondents will be evaluated on the basis of the following: Qualifications and capabilities Depth of experience and quality of staff Demonstrated experience and history of successful projects Responsiveness to the RFQ and ability to meet the Project schedule Approach and value proposition Additionally, focus will be placed on Respondent s experience with elements that have been identified as critical aspects of the Project including: Design and construction of foundations in talus, Utilization of local soils and rock, Production high-pressure pipeline construction, Hydraulic transient analysis with capability to integrating pipe engineering with turbine and control design High-head, high-efficiency pumping applications, and Integration of complex control systems. The RFQ responses will first be categorized and ranked according to which services are being offered, and second by the most compelling teams and approaches for each service or item. This evaluation will result in a short listing of the Respondents who will be included in either targeted RFPs or selected for direct negotiation of agreements for specific services or supply contracts. Respondents are not requested or required to submit a 2017 Rate Schedule or any indicative pricing with the SOQ submittal. The Respondents proposing to provide engineering or technical services who are notified that they have been short listed shall be asked to submit their current Fee Schedule. RFP s resulting from this RFQ effort may be issued as early as Q and some components of the Project construction or equipment supply may not be contracted until after permitting and regulatory approvals are issued in late 2019 or early The short listed Respondents will be both recipients of the targeted RFPs over the next two years and will also be included for consideration for any smaller scope work on the Project which may be contracted through direct negotiation.

12 General contract terms and conditions along with details on minimum insurance and indemnification requirements, permitted limitations on liability, and other applicable terms and conditions will be included in any subsequent RFP for the Project. Notwithstanding the foregoing, any future contract or agreement between Joule or KIUC and the Respondent may be subject to approval by the KIUC Board. 7.2 Request For Additional Information It is the intent of Joule and KIUC to make evaluations and ranking of Respondents based on the Statement of Qualifications submitted. However, more information may be requested to fully and accurately evaluate SOQs. Joule and KIUC reserve the right to obtain clarification on any point in a firm s SOQ or to obtain additional information necessary to properly evaluate a particular submittal. Failure to respond to such a request for additional information or clarification could result in rejection of the Respondent s SOQ. 7.3 Interviews Prior to making a determination of the most qualified Respondent for the Project, interviews of selected firms may be held at Joule s and KIUC s option in its sole and absolute discretion for informational purposes only. 7.4 Respondent Selection and Notification The Respondent(s) rated the most qualified will be so notified in writing no later than December 31, 2017 and will be short-listed for future Requests for Proposals for services or equipment. In addition, Joule and KIUC may elect to choose a Respondent to negotiate an agreement or contract to perform selected engineering, construction or supply services based on the SOQs and any additional information provided. Neither this Request for Qualifications nor selection of a Respondent by Joule and KIUC will commit Joule or KIUC to award a contract, to pay any costs incurred in the preparation of a response to this request, and/or to procure or contract for services or supplies. 7.5 Terms and Conditions The following terms and conditions also apply: 1) Joule and KIUC reserve the right to accept or reject any submittals and to waive any minor irregularity, informality, or non-conformity with this RFQ.

13 2) Joule and KIUC reserve the right to request clarification of information contained in qualification statements and to request additional information from any proposing firm. 3) A firm may withdraw its qualifications submittal any time prior to the RFQ submission deadline. 4) Joule and KIUC reserve the right to investigate the references and past performance of any Respondent with respect to its successful performance of similar services, compliance with contractual obligations, and other factors as may be relevant to the consideration of a Respondent. 5) Joule and KIUC make no representation regarding the information herein provided. Proposer is solely responsible to establish, verify, and ensure that any and all information is correct, complete and necessary to provide a complete and informed submittal.

14 Pu u Opae Project

15 SECTION 1 Pu u Opae Project 1.1 Pu u Opae Project Location and Description The Pu u Opae Project is an energy and irrigation project that is designed with the intent of serving three primary functions; pumped storage and load shifting capability, net generation, and irrigation delivery to lands adjacent to the Project. The Project site is approximately four miles north of the town of Kekaha and six miles northwest of the town of Waimea. The Project footprint spans lands owned and managed by Department of Land and Natural Resources ( DLNR ), Department of Hawaiian Homelands, and Agribusiness Development Corporation (ADC). As proposed, the Project involves utilizing the existing Kokee Ditch Irrigation System and the Puu Lua, Puu Opae, and Mana Reservoirs. The Project includes both rehabilitation of existing state infrastructure and new construction as listed below. Repairs of the entire length of the Kokee Ditch System to Puu Moe Divide excluding the portion of ditch below the divide that runs south to ADC lands on the ridge. Repairs to the existing diversions to allow for instream flow releases and the installation of gaging equipment at each diversion location with remote monitoring. Replacement of the gate structure at Puu Moe Divide with a new gate structure and intake for the Project. Rehabilitation of the Puu Lua, Puu Opae, and Mana Reservoirs in accordance with current dam safety regulatory standards and installation of level monitoring at each reservoir. Replacement of the lateral branch of the Kokee Ditch that runs between Puu Moe Divide and Puu Opae Reservoir with a new pressurized pipe, approximately 22,000 ft in length. New construction of a pressurized pipeline running between Puu Opae Reservoir and Mana Reservoir, approximately 11,800 feet. New construction of two hydroelectric facilities with a combined capacity of 25 megawatts ( MW ) and a 30,000 horsepower pumping station. Repairs to all existing jeep roads that provide access to the facilities being utilized by the Project. Together, these features will provide delivery of water allowing for an average of as much as thirty gigawatt hours (30 GWh) of hydroelectric generation annually and also provide reliable irrigation water supply to support diversified agriculture on the mauka lands managed by both DHHL and ADC, and irrigation for the agricultural fields on the Mana plains that are managed by KAA.

16 The Project will be operated from an integrated framework with multiple criteria in mind: energy storage, net generation, irrigation, instream flow releases and habitat protection. Available flows in the stream and storage capacity in each of the three reservoirs will be balanced and regulated by adjustments with intake, irrigation, and reservoir gate settings and adjustments to hydro turbine operations. Flows available for generation will consist of water diverted from the Kokee Ditch intakes, stored and subsequently released from the Pu u Lua Reservoir according to management practices that will be established to meet the needs of the Project and irrigation demands. The proposed Project can deliver generation during peak demand hours or on rainy days when solar is not available. All electrical output will be delivered to Kaua i Island Utility Cooperative s ( KIUC s ) transmission system at the Mana Substation. Assessment of final interconnection points, transmission routing, and potential utility line upgrades will be performed by KIUC. This Project is an important part of KIUC s strategic plan to develop energy storage for the purpose of load shifting the intermittent daylight solar generation, avoiding curtailment, and maintaining system stability and in meeting the state s goal of 100% renewable energy by Description of Existing and Proposed Facilities The existing and proposed features are detailed in the following text and Table 1-A below. GENERAL Project Name Project Location Nearby Town Water Bodies Pu u Opae Water Project Kaua i, Hawai i Kekaha Waiakoali, Kawaikoi, Kauaikinana and Koke e Streams, Pu u Opae Reservoir, Mana Reservoir, Pu u Lua Reservoir, and the Koke e Ditch 8 sq mi Project Drainage Area STRUCTURES EXISTING PROPOSED KOKE E DITCH Total System Length Approximately 26 miles No changes Length Above Pu u Lua Reservoir Capacity of Ditch Above Pu u Lua Reservoir Distance Between Pu u Lua Reservoir and Pu u Moe Ditch Divide Capacity of Ditch Between Pu u Lua Reservoir and Pu u Moe Divide Distance Between Pu u Moe Ditch Divide and Pu u Opae Reservoir Approximately 7 miles No changes 55 MGD (85 cfs) No changes Approximately 2 miles No changes 26 MGD (41cfs) No changes Approximately 23,000 ft No changes

17 Capacity of Ditch Between Pu u Moe Divide and Pu u Opae Reservoir 7 MGD (11 cfs) in open ditch Up to 25.8 MGD (40 cfs) in new pressure pipeline STRUCTURES EXISTING PROPOSED KOKE E DITCH INTAKES Waiakoali Intake Concrete dam, approximate elev. 3,400 ft Modifications for instream flow releases and repairs Kawaikoi Intake Natural dam with rock and cement Modifications for instream flow releases and repairs Kauaikinana Intake 15 ft high concrete dam Modifications for instream flow releases and repairs Koke e Intake Concrete dam Modifications for instream flow releases and repairs PU U LUA RESERVOIR Latitude/Longitude N/ No changes W Type of Dam Earthen Rehabilitated to meet dam Purpose Irrigation and public game fishing safety regulations Storage of water for energy, irrigation and recreation purposes Dam Length 640 ft No changes Dam Height 105 ft No changes Structural Height 110 ft No changes Hydraulic Height 105 ft No changes Intake 7 ft x 3 ft trapezoidal ditch No changes Outlet Works Bypass Structure and Ditch Historic Maximum Pool Elevation Low level outlet with manually Rehabilitate and upgrade operated 24 inch globe valve existing low level outlet One regulating gate and Rehabilitate structure and unlined ditch ditch, replace gate 3,270 ft msl Same or lesser dependent upon details of rehabilitation Historic Storage Capacity 260 MG (798 ac-ft) Same or lesser dependent upon details of rehabilitation Surface Area Approximately 17 ac No changes PU U MOE INTAKE AND REGULATING STRUCTURE Latitude/Longitude N/ W No changes Elevation 3,000 ft msl No changes Construction Concrete Reinforced concrete Type Gated regulating structure with measurement weirs New gated regulating structure with pipeline intake, trash rack and

18 desander Regulating Gates Single vertical slide gate Two vertical slide gates Trashrack None Fine screen on pipeline intake Height Unknown 10 ft Length Unknown 30 ft Width Unknown 20 ft Max. Outflow Unknown 26 MGD (41 cfs) STRUCTURES EXISTING PROPOSED UPPER PENSTOCK Construction Existing open ditch Welded steel Burial type n/a Buried Diameter n/a 32 in to 36 in Length n/a 22,400 ft PU U OPAE POWERHOUSE Construction n/a Reinforced concrete and concrete block Length n/a 40 ft Width n/a 40 ft Machine Floor Elevation n/a 1,535 ft msl PU U OPAE TURBINE Unit Type n/a (1) Two-jet horizontal Pelton Runner Diameter n/a 36 inches (915 mm) Rated Speed n/a 900 rpm Gross Head n/a 1,510 ft Operating Range n/a 4-40 cfs PU U OPAE GENERATOR Type n/a Direct coupled synchronous Phase n/a 3 Frequency n/a 60 hz Voltage n/a 4,160 VAC Nameplate Capacity n/a 4,500 kw PU U OPAE RESERVOIR Latitude/Longitude N/ No changes W Type of Dam Earthen Liner addition Purpose Irrigation No changes Dam Length 1,000 ft No changes Dam Height 20 ft No changes Structural Height 47 ft No changes Hydraulic Height 36 ft No changes Source 2 ft x 2 ft rectangular ditch Powerhouse tailrace

19 Outlet Works 36 in corrugated metal pipe Rehabilitate and add emergency spillway Normal Pool Elevation n/a 1,530 ft msl (historic level) Current Storage Capacity None 88 MG (295 ac-ft) Surface Area 9.5 ac No changes STRUCTURES EXISTING PROPOSED PU U OPAE INTAKE STRUCTURE Latitude/Longitude n/a N/ Construction n/a Reinforced concrete Type n/a Submerged box-section with integrated low-level gated outlet Trashrack n/a Steel with ½ bar spacing Height n/a 10 ft Width n/a 30 ft x 2 Max. Flow n/a 120 MGD (185 cfs) LOWER PENSTOCK Construction n/a Welded steel Type n/a Buried Diameter n/a 36 to 54 inches Length (Total) n/a 11,800 ft MANA RESERVOIR Latitude/Longitude N/ No changes W Type of Dam Earthen No changes Purpose Irrigation No changes Dam Length 1,600 ft No changes Dam Height 17 ft No changes Structural Height 25 ft No changes Hydraulic Height 22 ft No changes Source 2.5ft x 2 ft rectangular ditch To existing, addition of Mana Powerhouse tailrace Outlet Works 12 in steel pipe Upgrade Normal Pool Elevation 41 ft msl 45 ft msl Current Storage Capacity 135 ac-ft (44 MG) 65 MG Surface Area 8 ac 12 ac MANA POWERHOUSE Construction n/a Reinforced concrete and concrete block Length n/a 100 ft Width n/a 60 ft Machine Floor Elevation n/a 50 ft msl MANA TURBINES Unit Type n/a (2) Two-jet horizontal

20 Pelton Rated Speed n/a 900 rpm Gross Head n/a 1,480 ft Operating Range (each) n/a 9-92 cfs Pumping Equipment n/a (4) 5 stage vertical pumps STRUCTURES EXISTING PROPOSED MANA GENERATOR Type n/a Direct Coupled synchronous Phase n/a 3 Frequency n/a 60 hz Voltage n/a 4,160 VAC Nameplate Capacity n/a (2) 10,000 kw ENERGY PRODUCTION Total Generation Capacity n/a 24,000 kw Total Pumping Capacity n/a 33,500 HP Annual Net Generation n/a 30.0 GWH Average Daily Storage n/a 100,000 kwh DISTRIBUTION FACILITIES Upper Transformer n/a 5 MVA 4.16/34.5 kv Lower Transformer n/a (2) 15 MVA 4.16/34.5 kv Distribution Line Type n/a Buried, 3 phase Distribution Line Voltage n/a 34.5 kv Distribution Line Length n/a 12,000 ft TRANSMISSION FACILITIES Project Transmission Voltage n/a 34.5 kv Project Transmission Length n/a 8,900 ft Interconnected Utility n/a Kaua i Island Utility Cooperative Table 1-A. Existing and Proposed Facilities

21 Photos 1-A, 1-B. Pu u Lua Reservoir, Koke e Ditch 1.2(a) Background of Existing Facilities The Koke e Ditch Irrigation System (KODIS) was built by the Kekaha Sugar Plantation in the 1920 s to provide an irrigation source for the production of sugar on the mauka lands above Waimea. The source of water for the system is derived from the Alakai Swamp and includes five main diversions, 48 tunnels totaling about 8 miles, approximately 18 miles of open ditches, and three reservoirs. At one time the system was fed by as many as 15 diversions which started with the Mohihi intake located at approximately 3,400 feet msl on the Mohihi Stream and followed by main diversions on the Waiakoali, Kawaikoi, Kauaikinana, and Koke e Streams. The Mohihi diversion and ditch are both now abandoned and the highest point on the system is the Waiakoali Stream Intake. All the streams diverted to the Koke e Ditch are tributaries to the Waimea River (Department of Agriculture, 2003). 1.2(b) Existing Intakes Currently there are four main diversions that channel water into the KODIS. The first, Waiakoali Stream Intake, consists of a concrete dam that diverts water consecutively into an open ditch, a tunnel and then into a 200-foot long flume. The flume is a semi-circular steel trough supported by a wooden trestle approximately 30 feet above Kawaikoi Stream. The Kawaikoi Stream Intake, the second diversion, draws the largest amount of water into the KODIS. Water is diverted by a

22 dam constructed of natural boulders and concrete into a short segment of open ditch and then into a tunnel. The tunnel discharges flows into the flume from Waiakoali, which discharges combined flows into the Kauaikinana Stream. Flows that are drawn by the third diversion on the system, the Kauaikinana Intake, are primarily combined diverted flows from the Waiakoali and Kawaikoi Streams and supplemented by water diverted from Kauaikinana Stream. The Kauaikinana Intake consists of a 15-foot high concrete dam that diverts flows into a 2.5-mile long series of tunnels running along the rim of the Waimea Canyon and discharging into the Koke e Stream above the fourth diversion on the system, the Koke e Intake. The Koke e Intake is a concrete dam structure that diverts combined flows from Waiakoali, Kawaikoi, Kauikinana and Kokee Streams into a series of open ditches and tunnels that run along the canyon rim and onto the western slope of the Waimea ridge (Department of Agriculture, 2003). The entire length of the existing Koke e ditch and tunnel system between the diversions and the Pu u Moe Divide will be inspected, cleaned, repaired, and improved as appropriate to ensure efficient water delivery and longevity. Modifications will be made to each diversion structure to allow instream flow allowances to be released into the natural stream channels. Flow measurement points and recording devices will be added to the diverted streams above each intake and at key points along the ditch for regulatory and operational purposes. The portion of the KODIS south of Pu u Moe Divide will not be included as part of this Project. 1.2(c) Existing Reservoirs Overview The Koke e Ditch System includes three unlined, earthen reservoirs: Pu u Lua Reservoir, Pu u Opae Reservoir, and Kitano Reservoir. Pu u Lua Reservoir is the largest of the three with a historical storage capacity of 260 million gallons (MG) of water. The second largest is Pu u Opae Reservoir with a storage capacity of 88 MG and Kitano Reservoir is the smallest with a storage capacity of 36 MG. Of these three reservoirs, Pu u Lua is the only one currently in operation and serves the purposes of irrigation storage, recreational fishing and fish habitat. (Department of Agriculture, 2003) Kitano Reservoir has recently been decommissioned and is not part of this Project. There are a number of small earthen reservoirs connected to the Kekaha Ditch Irrigation System ( KEDIS ) that are located on the Mana Plains at the base of the bluff. These reservoirs historically provided irrigation storage and some of them are still in operation. The Mana Reservoir, which would be utilized as the lower storage pond for the Project, is located at the base of Niu Ridge and has a storage capacity of approximately 44 MG (Department of Agriculture, 2003)

23 Photo 1-C. Pu u Lua Reservoir 1.2(d) Pu u Lua Reservoir The Pu u Lua Reservoir is the most upstream reservoir on the KODIS. It was built for the purpose of irrigation and water storage and also currently serves as a public recreational facility for fishing. Puu Lua is currently owned the DLNR and managed by DLNR Land Division. Through the Division of Aquatic Resources, DLNR manages a trout population in the reservoir and maintains a fingerling holding pen. The reservoir is impounded by an earthen dam measuring 640 feet in length and 105 feet in height. Historic maximum pool elevation of the impoundment was approximately 3,270 feet corresponding to a storage capacity of approximately 260 MG and a surface area of about 17 acres. The seven miles of ditches and tunnels upstream of Pu u Lua Reservoir that supply the reservoir are documented to have a historic maximum capacity of 55 MGD (Department of Agriculture, State of Hawai i 2003). The reservoir intake is a 7-foot by 3 foot trapezoidal ditch with a regulating gate. A bypass ditch branches from the reservoir intake and travels around the northeast side of the reservoir. The outlet works of the Pu u Lua Reservoir is comprised of a 24-inch globe valve with an access manhole and vent shaft and manual hoisting mechanism on top of the dam crest. The outlet conduit consists of a combination of a pipe through the dam embankment and a 6-foot by 6-foot partially lined tunnel, both of which are approximately 110 feet below the top of the dam. The proposed Project will utilize Pu u Lua Reservoir for storage to support irrigation needs and store and release hydroelectric generation.

24 Figure 1. Pu u Opae Reservoir 1.2(e) Pu u Opae Reservoir The Pu u Opae Reservoir is located on DHHL lands approximately 4.5 miles north of Kekaha. It was built by Kekaha Sugar Company as part of the Kokee Ditch System for the purpose of irrigation water storage and is currently drained and unused due to dam safety considerations. Pu u Opae was constructed as an unlined reservoir with an earthen dam measuring 1,000 feet in length and up to 47 feet in height. The reservoir has a surface area of 9.5 acres and a design capacity of 88 MG at 1,530 feet (Department of Agriculture, State of Hawai i 2003). Historically Pu u Opae was used to provide water both to open furrow irrigation and pressurized drip irrigation on the Niu and Makahoa Ridges between the elevations of 800 and 1,500 feet. Outlet works consist of a low-level gate structure on the south side, which admitted water to the open ditch system and a pre-filter settling basin. A 36-inch diameter culvert on the north side embankment serves as an overflow spillway. The reservoir intake is a 2-foot by 2-foot unlined ditch and the reservoir outlet is a low level gate that historically supplied water to ditches located south and west of the reservoir. The proposed Project will utilize the full capacity of the Pu u Opae Reservoir for storage to support irrigation needs, energy storage and hydroelectric generation.

25 Figure 2. Mana Reservoir 1.2(f) Existing Mana Reservoir Originally constructed as part of the KEDIS for the purpose of irrigation storage, the Mana Reservoir is located about five miles northwest of the town of Kekaha and currently provides storage for irrigation on the Mana coastal plain. As part of the KEDIS, the reservoir is set aside to ADC by a Governor s Executive Order and managed by the Kekaha Agriculture Association. The Mana Reservoir is created by an earthen dam measuring 1,600 feet in length and 17 feet in height. The historic normal pool elevation of the reservoir is approximately 41 feet corresponding to a storage capacity of approximately 44 MG and a surface area of about eight acres. The proposed rehabilitation will involve a new embankment to the west of the existing dam embankment which will increase elevation to 45 feet and the storage capacity to 65 MG. 1.2(g) Reservoir Upgrades The Project includes the rehabilitation of the Puu Lua, Puu Opae and Mana Reservoirs to bring all three reservoirs into compliance with current Hawaii State Dam Safety Regulations and maintenance of the structures through the life of the Project. This work will include any repairs and upgrades necessary for safe storage and operations of the reservoirs. Modifications to the outlet works will also be a component of the work to ensure reliable irrigation supply.

26 1.2(g) New Pu u Moe Regulating Structure The Pu u Lua Reservoir outlet tunnel discharges flows into a combination of tunnel and open ditch with a capacity of 26 MGD that extends approximately three miles to the Pu u Moe Divide. At the Pu u Moe Divide the ditch splits into two segments; one extends west approximately four miles to the Pu u Opae Reservoir and has a capacity of 7 MGD and the other, having a capacity of 19 MGD, extends south approximately two miles to the Kitano Reservoir (Department of Agriculture, 2003). At the point where the ditch divides, each segment has a regulating gate that controls the flow of water downstream. The existing regulating structure will be replaced with a new structure, measuring approximately 30 feet long, 20 feet wide and 10 feet high. The new structure will include an intake with a fine mesh screen, a settling tank, an intake slide gate, and a ditch regulating gate and weir. The new regulating gates will allow controlled flow releases into the southern ditch section to support the existing irrigation needs of the downstream users as well as provide the potential for future irrigation needs on the undeveloped ADC mauka lands. The proposed Pu u Opae Project would involve diverting a variable flow equivalent to a rolling average of 11 MGD into the new pipeline at the new Pu u Moe Regulating Structure. 1.2(h) New Upper Penstock A new buried steel penstock varying from 32 to 36 inches in diameter will transport water from the Pu u Moe Regulating Structure to the Pu u Opae Powerhouse and will generally follow the alignment of the existing open ditch. The new penstock will be approximately 22,400 feet long and is referred to in the table and on the maps as the Upper Penstock. 1.2(i) New Pu u Opae Powerhouse The Upper Penstock will deliver flows to the Pu u Opae Powerhouse, which will be located on the east side of the Pu u Opae Reservoir. The new powerhouse will measure 40 feet by 40 feet in plan and have a reinforced concrete substructure, an architectural block superstructure and a flat roof. New generating equipment, switchgear, and ancillary systems will be installed in the powerhouse. There will be a roll up door on the east side of the powerhouse and a removable roof section for equipment access. A new concrete tailrace measuring approximately 25 feet long and 5 feet wide will convey flow from the powerhouse to the reservoir. The Pu u Opae Powerhouse will house a single two-jet, horizontal Pelton turbine and synchronous generator with a nameplate capacity of 4.0 MW under 1,510 feet of head. The turbines will be operated automatically using available flows within its operating range of 2.6 MGD to 25.8 MGD (4 cfs to 40 cfs). A turbine shut-off valve (TSV) will be employed on the main penstock, along with an energy dissipating bypass valve to allow isolation of the turbine and continued delivery of irrigation water to the Pu u Opae reservoir.

27 1.2(j) Existing Pu u Opae Reservoir The Pu u Opae Reservoir was built for the purpose of irrigation but currently is drained and not in use. The reservoir is created by an earthen dam measuring 1,000 feet in length and 20 feet in height. Historic maximum pool elevation of the impoundment was approximately 1,530 feet corresponding to a storage capacity of 88 MG and a surface area of about 9.5 acres. The overflow for the Pu u Opae Reservoir consists of a 36 inch corrugated metal pipe that discharges through the dam embankment. The existing low-level outlet gate will be rehabilitated. Repairs will be performed as required to bring the dam and associated structures into compliance with dam safety regulations. It is expected that the reservoir will be restored to its original dimensions. 1.2(k) New Pu u Opae Intake A new, conventional low-level gated intake structure will be constructed on the west side of the Pu u Opae Reservoir with an invert elevation of 1,505 feet msl. The intake gate will be automatically operated. A submerged concrete intake structure with steel trash rack will be employed to prevent debris from entering the Lower Penstock. The intake will be sized to pass 120 MGD (185 cfs) into the Lower Penstock. 1.2(l) New Lower Penstock A new buried steel penstock varying from 36 to 54 inches in diameter will convey water from the Pu u Opae Intake structure to the new Mana Powerhouse and is referred to in the table and the maps as the Lower Penstock. The new penstock will be approximately 11,800 feet long. 1.2(m) New Mana Powerhouse The Lower Penstock will deliver flows to the Mana Powerhouse, which will be located on the east side of the Mana Reservoir. The new powerhouse will measure 100 feet by 60 feet in plan and have a reinforced concrete substructure, an architectural block superstructure and a flat roof. New generating equipment, pumping equipment, switchgear, and ancillary systems will be installed in the powerhouse. There will be a roll up door on the east side of the powerhouse and a removable roof section for equipment access. A new concrete tailrace measuring approximately 50 feet long and 8 feet wide will convey flow from the powerhouse s pump sumps to submerged and screened intake structure in the Mana Reservoir. The Mana Powerhouse will house a pair of two-jet, horizontal Pelton turbine and synchronous generator with a nameplate capacity of 20 MW under 1,485 feet of head. The turbines will be operated automatically using available flows within their combined operating range of 6 MGD to 120 MGD (4 cfs to 185 cfs). Four multi-stage vertical turbine pumps will be installed with a rating of 7,500 HP each. The pumps will have a maximum combined flow of 80 cfs and will be operated during peak solar

28 periods to pump water from Mana to Puu Opae reservoir. The stored water will typically be used by the Mana Powerhouse turbine to generate power during KIUC s evening peak load period. Multiple TSV s will be employed on the main penstock, along with an energy dissipating bypass valve to allow switching from pumping to generation mode, allow isolation of individual units and continued delivery of irrigation water to the Mana reservoir during off-line periods. 1.2(n) Existing Mana Reservoir The Mana Reservoir is created by an earthen dam measuring 1,600 feet in length and 17 feet in height. Normal pool elevation of the reservoir is approximately 41 feet, with a surface area of approximately 8 acres. The rehabilitated Mana reservoir will be expanded from 44 to 65 MG. The proposed Project will discharge all water used for generation into the Mana Reservoir and supply irrigation for farmers on the Mana plains via a new pump station supplying water directly to ADC s planned filtration and pressurized filtration system. Integration with KEDIS operations will be investigated as part of the future project planning and engineering. Any water not used for irrigation will flow into a drain ditches across Mana plain. 1.2(o) New Substations The Project will involve three step up transformers and a medium voltage buried line. The Pu u Opae Powerhouse will have a single 5 MVA 4.16/34.5 kv pad mounted transformer and an enclosed 15 kv fused manual disconnect on the north side of the powerhouse. A 12,000 foot long 34.5 kv buried distribution line will extend from the Pu u Opae disconnect to the Mana Powerhouse along the new Lower Penstock alignment, where it will tie to another enclosed manual disconnect. There will be no overhead lines above Mana Reservoir. The Mana Powerhouse will have two 15 MVA 4.16/34.5 kv pad mounted transformers and enclosed fused manual disconnect on the northeast side of the parking area. The substation will have an oil containment dike and protective equipment as dictated by KIUC. The Project will be served by a reconductored 1.7 mile long 34.5 kv line interconnected to KIUC s existing Mana substation facility. 1.2(p) Access Roads The Pu u Moe Divide, the Pu u Lua Reservoir and the KODIS diversions will all be accessed by existing roads. Access to Pu u Opae Reservoir and Powerhouse will be provided by approximately 2.8 miles of existing road from the Mana Plain. Minor upgrades and repairs will be made to these roads as necessary to safely support the increased traffic. Access to the new Mana Powerhouse will be via existing gravel access road leading from existing public roads to a paved parking area at the powerhouse. Access to Puu Moe divide will be via the existing short access road from Kokee Road (Rte 550).

29 3.0 State Lands and Infrastructure The Puu Opae Project has a significant rehabilitation and long-term maintenance component that offers numerous benefits to the DLNR, ADC, KAA, the local communities of Kekaha and Waimea, and the island of Kauai. Figure 2. Graphic rendition of Puu Lua Reservoir after rehabilitation and at full storage capacity The Puu Lua Reservoir is owned and managed by the DLNR and the Board of Land and Natural Resources. The reservoir is located in the Conversation District, in the Resource subzone, and in Waimea Canyon State Park. The reservoir is currently operated at a reduced capacity with reservoir levels being maintained below 60 ft. because the dam is not incompliance with state regulations. Through the Project KIUC is proposing to lease the reservoir, finance the necessary rehabilitations, and maintain the reservoir to the standards set forth by the State Dam Safety Regulations for the life of the Project. DHHL and the Hawaiian Homes Commission own and manage the Puu Opae Reservoir, which is located on agricultural lands on Niu Ridge. The reservoir is currently drained and any water flowing in the ditch directly upstream is routed north to a natural drainage area through a series of pipes and open ditches. As part of the Project, KIUC is proposing to finance the necessary rehabilitations and maintain the reservoir to the standards set forth by the State Dam Safety Regulations for the life of the Project.

30 The Mana Reservoir was given to ADC through a Governor s Executive Order and is operated as part of the Kekaha Ditch Irrigation System, which currently supplies water to ADC fields on the Mana Plains. The system is currently under operation and management of the Kekaha Agriculture Association (KAA) through a Restated Memorandum of Agreement between ADC and KAA. ADC also was given Mana Reservoir. Mana Reservoir has been operating at capacity but the condition of the dam and reservoir do not meet current regulatory standards. ADC is in the process of having the reservoir drained until rehabilitation work can be completed. As part of the Project, KIUC is proposing to finance the necessary rehabilitations and maintain the reservoir to the standards set forth by the State Dam Safety Regulations for the life of the Project. Land and Infrastructure Ownership As mentioned previously the Project spans lands owned and maintained by three different Hawaii State agencies. The affected lands include areas within the Conservation District, Kokee State Parks, and lands designated for agricultural use. A map of major land ownership in relationship to the Project footprint is included in the following section. Benefits that can be gained through this Project include the following: Benefits to DHHL: The Project will enable DHHL to utilize the Puu Opae mauka lands through multiple ways including the delivery of water, access to the KIUC electrical grid, road improvements increasing accessibility, reservoir storage for irrigation, and repairs to reservoir outlet works that will provide irrigation water releases from the reservoir. The repairs to the Puu Opae Reservoir will bring the reservoir into compliance with Hawaii State Dam Safety Requirements offsetting this cost and maintenance from DHHL to the Project. The Project will also bear the cost of the long term operation and maintenance of the reservoir thus improving this asset for future DHHL generations. In addition, as part of the Project, KIUC will install a water storage tank at the upper boundary of DHHL lands and supply the tank from the pressurized pipeline for the five pastoral lots in this location. Benefits to Agriculture: The Project will benefit agriculture on the west side of Kaua i through the rehabilitation and addition of irrigation infrastructure. The repairs to and long term maintenance of all the reservoirs will enable an increase in active storage for irrigation users on both ADC and DHL lands during the dryer months. The repairs, operation and maintenance of the KODIS will provide reliable water delivery to DHHL and ADC lands for irrigation use, and the cost will be absorbed by the Project at great savings to the State and irrigation users. In addition the Project pipeline, in lieu of open ditch, will provide a more efficient and reliable method of irrigation water in sections of ditch currently not operable. Overall the Project provides ways to compliment and increase existing irrigation infrastructure and enables future expansion on lands currently not irrigated. Recreation: Increasing the the storage capacity of Puu Lua Reservoir and providing increased maintenance to the Puu Lua access road will benefit the recreational fishing opportunities by both improving and enlarging habitat for the stocked trout population and by improving safe public access for fishing purposes.

31 Infrastructure Cost Shifting: A major benefit delivered by the Project is the funding of millions of dollars in repairs, rehabilitation, and construction on state owned infrastructure. This work will increase safety and longevity of important long-term state owned assets at no cost to DLNR, DHHL and ADC. After the initial construction and rehabilitation work is completed, KIUC will perform and fund operation and maintenance activities of state owned infrastructure utilized throughout the life of the Project offsetting a significant long term cost to the state. Fire Protection: The long-term maintenance and operation of the Puu Opae and Puu Lua Reservoirs will provide reliable sources of water for helicopters during firefighting operations therefore improving fire protection in these areas. 1.3 Pu u Opae Water Project Maps Figure 1-B is an Overview Map depicting the general layout and location of the Pu u Opae Project. Figure 1-C is a Site Map depicting the Pu u Opae Project. It shows the Project in relation to major landowners and existing features including the Koke e and Kekaha Ditch Irrigation Systems.

32 Figure 1-B. Pu u Opae Project Overview Map

33 Figure 1-C. Pu u Opae Project Land Ownership Map