Attachment

UTILITY COMMITTEE AGENDA AUGUST 13, 2012 - 5:30 P.M. CITY HALL COUNCIL CHAMBERS 15 LOOCKERMAN PLAZA DOVER , DELAWARE Public comments are welcomed on any item and will be permitted at appropriate times. When possible, please notify the City Clerk (736-7008 or e-mail at CityClerk@dover.de.us) should you wish to be recognized. AGENDA ADDITIONS/DELETIONS 1. Dedication of Rights-of-Way and Public Infrastructure - Clearview Meadow Subdivision, Phase 1 2. Annual Review and Approval of Governing Policy For Energy Commodity Risk Management 3. Review of Utility Related Capital Investment Plan (CIP) (Electric and Water/Wastewater) 4. Updates A. National Pollution Discharge Elimination System (NPDES) Municipal Separate Storm Sewer Systems (MS4) Permit B. Garrison Oak Technical Park Project C. Dover Sun Park 5. Adjournment by 5:55 P.M. /tm S:\AGENDAS-MINUTES-PACKETS\Committee-Agendas\2012\08-13-2012 UTILITY.wpd THE AGENDA ITEMS AS LISTED MAY NOT BE CONSIDERED IN SEQUENCE. THIS AGENDA IS SUBJECT TO CHANGE TO INCLUDE THE ADDITION OR THE DELETION OF ITEMS, INCLUDING EXECUTIVE SESSIONS.

ACTION FORM PROCEEDING: Utility Committee AGENDA ITEM: DEPARTMENT OF ORIGIN: Public Works DATE SUBMITTED: 8/3/2012 PREPARED BY: Sharon J. Duca, P.E., Interim Public Works Director SUBJECT: Dedication of Rights-of-Way and Public Infrastructure – Clearview Meadow Subdivision Phase 1 REFERENCE: N/A RELATED PROJECT: N/A APPROVALS: City Manager EXHIBITS: Attachment A – List of Public Improvements to be accepted by the City of Dover Attachment B – Map EXPENDITURE REQUIRED: $ N/A AMOUNT BUDGETED: $ N/A FUNDING SOURCE (Dept./Page in CIP & Budget): N/A TIME TIMETABLE: All infrastructure improvements will become the responsibility of the City of Dover upon action by City Council. RECOMMENDED ACTION: Acceptance of dedication of rights-of-way and public infrastructure in Phase 1 of the Clearview Meadow Subdivision. Dedication is to include all of the referenced public improvements. BACKGROUND AND ANALYSIS The Knollwood Development Corporation, responsible party for completing the public infrastructure within Phase 1 of the Clearview Meadow Subdivision, has requested that all public infrastructure improvements related to this phase be dedicated to the City of Dover for permanent ownership and maintenance. Attachment A outlines all of the public improvements associated with Phase 1. The total construction value of the public improvements is $991,846. Attachment B shows the general location and configuration of the subject rights-of-way. The Knollwood Development Corporation completed construction of the improvements within Phase 1 in accordance with City standards and specifications. After construction was completed, City staff inspected the public improvements and developed a list of repairs to be made to meet the City of Dover Standards and Specifications for Public Works Construction. As of this date, all work required by the Interim Public Works Director has been completed. A one (1) year Maintenance Agreement and associated Bond will be submitted as part of the dedication process. All other requirements of dedication have already been provided to staff.

ATTACHMENT A DEDICATION OF RIGHTS-OF-WAY AND PUBLIC INFRASTURCTURE CLEARVIEW MEADOW SUBDIVISION PHASE 1 The following is a list of all public improvements which are to be accepted by the City of Dover: Sewer Utility Infrastructure (Construction Value = $166,221): 12” SDR-35 PVC Sanitary Sewer Main - 252 l.f. 8” SDR-35 PVC Sanitary Sewer Main - 2,094 l.f. 6” PVC Sanitary Sewer Laterals - 2,483 l.f. (75 laterals) 4’ Diameter Sanitary Sewer Manholes - 10 ea. Water Utility Infrastructure (Construction Value = $180,016): 10”Ductile Iron (Class 52 Cement Lined) Water Main - 940 l.f. 8” Ductile Iron (Class 52 Cement Lined) Water Main - 2,363l.f. 6” Ductile Iron (Class 52 Cement Lined) Water Main - 75 l.f. 1” Type K Copper Water Services - 2,483 l.f. (75 services) 10” Gate Valves - 7 ea. 8” Gate Valves - 9 ea. Fire Hydrants - 5 ea. Storm Water Infrastructure (Construction Value = $85,697): Catch Basins Type J - 18 ea. Catch Basins Type JJ - 2 ea. 18” Type III Reinforced Concrete Pipe - 379 l.f. 15” Type III Reinforced Concrete Pipe - 958 l.f. Street Infrastructure (0.7685 miles) (Construction Value = $559,912): John Hunn Brown Boulevard Station 0+00 to Station 12+14 1,214 l.f. Mer Way Station 0+00 to Station 7+97 797 l.f. Lady Bug Drive Station 0+00 to Station 6+60 660 l.f. Nob Hill Road Station 28+00 to Station 33+50 550 l.f. Babb Drive Station 2+50 to Station 5+35 285 l.f. Nob Hill Road South Alley Babb Drive to JH Brown Blvd. 560 l.f.

ATTACHMENT B Clearview Meadow Phase I Rights-of-Way to be Dedicated to the City of Dover St Blue co at Nob Hill Rd Dr l Ln el Ba b unn b B Lady Bug Dr vd Bl wn Br o JH n Rd John Hunn Bro M e r Way w Country Dr S Little Creek Rd 0 85 170 340 Feet Date Printed: July 24, 2012 File: m:\gis_data\projects\tech_mxds Legend \street_dedication_clearview_meadow Department: Public Works GIS Dover Parcels City of Dover, Delaware Right of Way to be Dedicated

City of Dover, Delaware Governing Policy For Energy Commodity Risk Management Effective: Approved by: Date:

TABLE OF CONTENTS PURPOSE OF THE RISK MANAGEMENT POLICY ..................................................................3 A. Introduction ....................................................................................................................3 B. Scope of Policy ................................................................................................................3 C. Objectives and Risk Philosophy ...................................................................................4 D. Policy Administration....................................................................................................4 MANAGEMENT AND CONTROLS .............................................................................................4 A. Utility Committee of The City Council .......................................................................5 B. Executive Risk Management Committee ....................................................................5 1. City Manager .............................................................................................................................. 6 2. Director of the Utility................................................................................................................. 7 3. Controller .................................................................................................................................... 7 4. TEA Member Services Manager .............................................................................................. 7 DISCUSSION OF RISKS ...............................................................................................................8 MARKETING AND TRADING PRACTICES ..............................................................................9 A. Standards of Conduct ....................................................................................................9 B. Products, Activities and Limitations ...........................................................................9 C. Contract Documentation and Confirmations...........................................................10 D. Training..........................................................................................................................10 E. New Product Protocol .................................................................................................11 RISK LIMITS AND RISK MEASUREMENTS ...........................................................................11 A. Limits..............................................................................................................................11 1. Volume/Maturity/Value Limits ........................................................................................... 11 B. Stress Testing and Back Testing .................................................................................12 C. Instances of Exceeding Risk Limits............................................................................12 CREDIT POLICY ..........................................................................................................................12 A. Measuring Credit Risk .................................................................................................12 B. Analysis and Extension of Credit Limits ..................................................................13 C. Instances of Exceeding Credit Limits ........................................................................13 REPORTING .................................................................................................................................14 A. Risk Reporting ..............................................................................................................14 B. Credit Reporting ...........................................................................................................15 C. Hedge Effectiveness Reporting ..................................................................................15 INFORMATION TECHNOLOGY SYSTEMS ............................................................................15 POLICY DISTRIBUTION AND COUNSEL ...............................................................................16 A. Distribution Outside The City ....................................................................................16 B. Designated Counsel .....................................................................................................16 APPENDIX A – Approved Products .............................................................................................16 APPENDIX B – Approved Counterparties and Threshold Tables ................................................17 APPENDIX C – Business Risks ....................................................................................................21 APPENDIX D – Glossary ............................................................................................................21 2

PURPOSE OF THE RISK MANAGEMENT POLICY A. Introduction The City of Dover (“City”) and its customers are routinely exposed to energy price risk, volume variability risk, basis risk and credit risk – herein referred to collectively as energy commodity risk - in the normal conduct of serving its electric load requirements. Volatility of energy commodity prices and volumetric uncertainty (either supply/generation or load obligations) impose a substantial and direct risk to the City’s financial and operating performance. By authority of its charter, the City has responsibility for overseeing the City’s electricity operations, including the management of its cost of serving Dover’s customers. By agreement dated May 6, 2011 and approved by the City (the “EMA”), the City has engaged The Energy Authority, Inc. (“TEA”) to assist the City with Asset Management and Strategic Planning Services, Risk Management Services, and Energy Management Services. This Policy for Energy Commodity Risk Management (“Policy”) is established the explicit understanding that the City has retained and delegated responsibilities to TEA to provide Risk Management Services. Additionally, the City has issued this Policy for dealing with the philosophy, framework and delegation of responsibilities necessary to govern activities related to Dover’s energy commodity risk management. As set forth herein, the City has established an organizational structure, delegated responsibility and established internal controls and procedures to ensure that all transactional and oversight activities are conducted in compliance with this Policy and in accordance with the City’s normal reporting, legal, financing and regulatory requirements relating to energy assets and transactions. B. Scope of Policy This Policy covers all transactions entered into the by the City of Dover designed to meet the City’s electric load requirement and the management of risk related to these transactions. In the event of conflict between this Policy and the EMA, the Policy shall control. This Policy is separate and distinct from enterprise risk management policies and procedures addressing the City’s safe operation of its generating stations and energy infrastructure, insurance requirements, permit compliance, employee matters regulatory compliance with laws and regulations of the State of Delaware and Federal 3

Agencies such as EPA, FERC, NERC and CFTC or other potential risks to the City beyond the purchase and sale of fuel and electric power and its ancillary products. C. Objectives and Risk Philosophy The objectives of the Policy are to identify energy commodity price and credit risk exposures and give the City a framework for the quantification and management of these exposures. The Policy will identify the reports needed to convey how the identified risk exposures can potentially impact the City’s overall cost of providing electricity service to its customers and report on the risk management of the transactions associated with City’s electric load requirements. Under the Policy, risk management activities will be conducted consistent with the City’s overall objective of appropriate risk mitigation. There are several objectives of the Policy which, when taken and executed together, serve to manage the City’s energy commodity price exposures. Specifically, the Policy:  Establishes framework for developing credit limits for counterparties and quantifies and manages the credit exposures related to potential counterparty abrogation  Quantifies the impact of the above exposures on City’s financial results  Manages the impact of the above exposures in line with the City’s identified level of risk tolerance  Provides clear delineation of responsibilities and authority, outline a separation of duties, and ensure reporting of risk is timely and accurate.  Ensures that the impact of any action affecting the City’s position is consistently quantified, monitored and authorized. The City’s risk management activities will be conducted consistent with its overall objective of appropriate risk mitigation and never for purposes of speculation. D. Policy Administration This Policy has been approved by the Executive Risk Management Committee and The Utility Committee of the Dover City Council. The Utility Committee must approve modifications to the Policy with the exception of the appendix information which can be modified with the approval of the Executive Risk Management Committee. MANAGEMENT AND CONTROLS This Policy articulates the management and organization of the City and TEA to serve as a control framework outlining delegation of duties and responsibilities. 4

A. Utility Committee of The City Council The Utility Committee of The City Council (The Committee) has a responsibility to provide approval of this Policy. With this approval, The Committee also assumes additional duties. They will understand the risks the City is and could be exposed to due to their energy commodity risk management activities. In this role, the Committee will have a responsibility to also understand the City’s policies and procedures, internal controls and systems which are used to help manage the City’s energy commodity risks. The Committee will approve any amendments to the Policy or limits within. The Executive Risk Management Committee will update the Committee periodically regarding the Policy and its functions. It will be the Committee’s responsibility to:  Discuss guidelines and strategic policies that govern the process by which the Energy Risk Management Committee assesses and manages risks  Review and approve the risk policy at least annually  Approve new members of the Executive Risk Management Committee  Acknowledge the risk inherent in transactions covered under this Policy B. Executive Risk Management Committee An Executive Risk Management Committee (“ERMC”) has been formed to provide executive management oversight for the City’s energy commodity risk management activities. The ERMC is charged with the creation, amendment and administration of this Policy, including acquiring any approvals required by the Utility Committee, and will ensure that all energy commodity risk management activities of the City are performed consistent with this Policy. The ERMC will meet at least monthly to review compliance and conduct its business as described in this Policy. The ERMC shall be comprised of the following voting members: The City Manager, The Director of Utility, The City’s Controller and TEA’s Member Service Manager. The City’s ERMC will make decisions following the process outlined in this Policy. TEA’s Member Services Manager may include representatives from other areas within TEA in the monthly ERMC meetings who will attend in person or by conference call as non-voting advisors. Other City employees and TEA staff may also be asked to attend meetings from time-to-time, as the ERMC deems necessary. The responsibilities of the ERMC shall include:  Establish scope and frequency for management reporting to the Utility Committee.  No less than annually, review the City’s Energy Commodity Policies and Procedures for correctness and completeness. 5

 Review and approve any new risk report or change to an existing risk report provided by TEA to monitor risks outlined in this Policy.  Understand and approve any models, methodologies, and assumptions used for measuring risks such as volume risk, process risk, counterparty risk and commodity risk.  Monitor the City’s risks and ensure they are within the limits and are being managed according to what is indicated within the City’s Policy and associated procedures  Understand the City’s risk management objectives and risk tolerances.  Review and approve the risk management and trading strategy programs and associated risk. Each program should be reviewed to ensure alignment with Policy objectives and compliance with risk limits within this Policy.  Periodically review any risk management program approved in light of recent market changes, and ensure continued compliance with its established guidelines  Review and approve new products, markets, trading counterparties and credit limits  Review all violations and exceptions to this Policy and report such to the Committee.  Approve the individuals or companies that engage in the City’s commodity transactions and are subject to the limits within this Policy.  Ensure that the individuals or companies authorized to transact on behalf of the City as well as manage its risks, are appropriately trained and qualified.  Ensure independence and segregation of duties between front, middle and back office at TEA.  Recommend changes to this Policy to the City’s Utility Committee for approval and ensure the Utility Committee understands the City’s overall compliance with this Policy and associated procedures. The ERMC will meet at least monthly to review risks identified and reported on by the Policy, this meeting shall be chaired by The City Manager. Minutes of each meeting of the ERMC shall be recorded and reflect any decisions and follow-up action items to be performed. These minutes will be reviewed and approved by the members of the ERMC in a timely manner. Each member of the ERMC has a unique role as defined below: 1. City Manager The City Manager is independent of all commercial functions and carries the responsibility of establishment and maintenance of risk management for the City. The City Manager will be a voting member of the ERMC and act as a chair of the ERMC. Other responsibilities include: 6

 Ensure this Policy is maintained.  Oversee reviews of the City’s energy commodity risks, limits, risk measurement methodologies and models, and programs and recommend changes to the ERMC.  Ensure potential transactions and their impacts on the City’s risks and limits defined within this Policy.  Develop and monitor the implementation of the Policy, and oversee other risk management processes and procedures established by this Policy or otherwise by the ERMC. 2. Director of the Utility The Director of the Utility is responsible for all trading, hedging, pricing, structuring, and market and operational risk management activities associated with the City. The Director of the Utility will be a voting member of the ERMC. Other responsibilities include:  Review the effectiveness of transaction processing systems and procedures relating to risk measurement.  Recommend operational risk and business risk assessment guidelines. 3. Controller The Controller is independent of all commercial functions and carries the responsibility of the City’s accounting practices. The Controller will be a voting member on the ERMC. Other responsibilities include:  Perform financial accounting including accounting for hedging and derivatives activities.  Comply with tax rules and make appropriate tax elections.  Record realized and unrealized gains and losses.  Reconcile general ledger, cash transactions and margin accounts.  Implement tax-hedge accounting policies and other regulatory tax requirements.  Develop and maintain documentation outlining standard procedures for conducting business.  Invoice counterparties and resolve billing disputes.  Perform daily/weekly/monthly transaction checkout with counterparties.  Develop and maintain documentation outlining standard procedures for conducting business. 4. TEA Member Services Manager 7

The TEA Member Service Manager roles and responsibilities are defined exhibit B of the EMA between the City and TEA. The TEA Member Service Manager will be a voting member on the ERMC. Other responsibilities include:  Monitor risk reports between ERMC meetings.  Report to the Committee and the ERMC on the City’s adherence to all limits and functions within this policy.  Engage the ERMC in discussions regarding events or developments that could expose the company to potential losses.  Recommend to the ERMC specific risk limits consistent with the City’s risk management objectives, risk tolerance, and risk management policy.  Coordinate and distribute independent market fundamental analysis.  Provide advisory support and recommendations as specified in Article 5 of the EMA. DISCUSSION OF RISKS This Policy covers the management of all material energy market risks faced by the City. A comprehensive list of risks that are or could be relevant to City is shown in Appendix C of the Policy. Among the most critical of these risks are commodity risk, counterparty risk, process risk, volume risk, and budget risk. These risks are measured by the limit structure and controls outlined in the Policy. Commodity risk represents the potential adverse impacts to the value of the City’s portfolio due to changes in the market. Commodity risk encompasses volatility risk, forward price risk, basis risk, correlation risk and liquidity risk. Counterparty risk represents the potential losses the City could incur due to delivery risk and receivable risk. Delivery risk stems from a supplier or trading counterparty that is unable or unwilling to perform on its commitments including but not limited to delivery or receipt of commodities. Receivable Risk includes the City’s risk associated with a counterparty’s timeliness of payment for services rendered. Process risks represents the risks associated with process problems including, but not limited to, inaccurate data capture, untimely trade execution or settlement problems. Controls over process risks are embedded in the organizational structure of TEA through the design processes and operating procedures. Volume Risk represents the potential for unforeseen changes from projections of excess or shortfall of capacity or energy from the actual needs. When variances are large coupled with large costs to transact and adverse moves in market prices this risk could 8

be realized. In management of this risk, the City must be aware of the fact that unexpected variations in volume are often highly correlated with price movements. Budget Risk represents the potential to deviate outside of tolerable bounds of the City’s budget. Deviations from budget can be caused by forecast error or unforeseeable adverse changes in market prices. MARKETING AND TRADING PRACTICES A. Standards of Conduct Individuals authorized to transact for the City shall not misrepresent, conceal or withhold information regarding energy commodity trading and risk management transactions to any person responsible for the accurate recording and/or reporting of such transactions; participate in any such transaction or similar activity for the benefit of any party other than the City; or hold or be a beneficiary of any financial interest in any entity with which the employee is engaged in trading or other business activity (other than ownership of an interest in a mutual fund managed by another party). Further, no employee authorized to place or execute such transactions may engage in trading power or energy commodities derivative instruments for his or her personal account. B. Products, Activities and Limitations Pursuant to achieving the City’s core objectives for the purpose of energy commodity risk management, the following limitations shall apply.  Permissible instruments will be restricted to the products and instruments specified in Appendix A – Approved Products of the Policy; o All physical forward transactions shall be governed by the Edison Electrical Institutive (EEI), North American Energy Standards Board (NAESB), or similar agreements with counterparties approved by the City. o The City reserves the right to enter into financial hedge transactions to effectuate Policy objectives, but does not authorize TEA to enter into financial hedge transactions on its behalf. Any such financial transactions that the City may enter into shall be governed by ISDA agreements with counterparties as approved by the City.  The maturity for each permissible instrument will be restricted to the maturity limits specified in the risk limits section of the Policy.  Transaction volumes for each risk management transaction will be restricted to the amounts specified in the Risk Limits section of the Policy. 9

 Risk management transactions will be outlined in the City of Dover Hedge Program which will be approved by the ERMC. Risk management transactions may include the following: o Hedging the forward price of purchased power for delivery to the City as needed to meet its electric load requirements. o Hedging the forward price of natural gas and fuels as needed to generate power to meet the City’s electric load requirements. o Unwinding of hedges to accommodate changes in expected load requirements, or for economic reasons subject to explicit constraints set by the ERMC. C. Contract Documentation and Confirmations No over-the-counter transaction may be executed until an EEI, NAESB, or similar agreement has been authorized by the City, approved by the ERMC and fully executed by the parties. Written confirmations will be required from counterparties, as defined in the Master Service Agreement between the City and counterparty, within one business day or such longer time as required by the contract in question for all risk management transactions. Contemporaneous with any commitments and prior to receipt of written confirmations, verbal commitments shall be memorialized internally as to instrument structure, quantity, relevant time horizon, price and any other relevant terms; such internal documentation shall be time stamped and correlated to the ultimate written confirmation to or from the counterparty. Both the internal documentation as well as the written confirmation from the counterparty shall be provided to TEA’s Risk Control Group immediately upon receipt for verification. In the event that there is a material failure to provide timely documentation or confirmations, then at the City Manager’s sole discretion, the offending individual’s authorization may be suspended. Similarly, if the failure to provide timely documentation or confirmations is due to the failure of counterparty, then at the discretion of the City Manager, a moratorium may be imposed on transactions with that counterparty. In such cases, the City Manager shall notify the ERMC of the issues leading to the suspension or moratorium shall. Nothing herein shall inhibit the City Manager from bringing control issues to the TEA’s Member Services Manager prior to a decision on materiality or the imposition of a suspension of trading privileges or counterparty moratorium. D. Training 10

The ERMC will ensure that all City employees and/or TEA Staff that will execute transactions on behalf of the City will have appropriate training in the markets in which the transactions occur. E. New Product Protocol As required to manage the City’s energy commodity risk the ERMC shall approve new products provided the requirements of the New Product Approval Procedure are met. RISK LIMITS AND RISK MEASUREMENTS A. Limits The limit structure is designed to quantify the types of risk in City’s energy commodity portfolio. The City will manage and report on its energy commodity market risk using Volume/Maturity/Value Limits, a Cost of Service Limit and a Hedge Loss Limit. 1. Volume/Maturity/Value Limits Transaction limits for the Individuals Authorized to execute transactions and the maturity limits for each permissible instrument are listed below. Transactions for amounts in excess of those listed may be executed only upon approval of the ERMC. This limit, maturity and value structure is not intended for use when transacting day- ahead and real time in the PJM market. Maximum Daily Notional Limits Volume/Maturity/Value Limits Volume Value ($000) Balance of the Month through 12 Months 50 20,000 Power Between 13 Months and 24 Months 50 20,000 (MW) Between 25 Months and 36 Months 25 10,000 Hourly Limit Between 37 Months and 48 Months 25 10,000 Between 49 Months and 60 Months 25 10,000 Balance of the Month through 12 Months 30,000 400 Natural Gas Between 13 Months and 24 Months 30,000 400 (MMBtu) Between 25 Months and 36 Months 10,000 200 Monthly Limit Between 37 Months and 48 Months 10,000 200 Between 49 Months and 60 Months 10,000 200 Balance of the Month through 12 Months 6,000 400 #2/#6 Fuel Oil Between 13 Months and 24 Months 6,000 400 (Bbl) Between 25 Months and 36 Months 3,000 200 Monthly Limit Between 37 Months and 48 Months 3,000 200 Between 49 Months and 60 Months 3,000 200 The amounts in the table above refer to the maximum volume of orders that can be placed in any one day the individuals authorized to conduct trades for the specified time period. On any one day the maximum transaction volume placed can be for up to 11

50 MegaWatts per hour for every hour during a single calendar month (including both on-peak and off-peak hours), OR 25,000 MMBtu per month for all months pertinent to the natural gas transaction, OR 6,000 Bbl per month for all months pertinent to the oil transaction. For no reason should a transaction be executed that exceeds the City’s electric load requirements. If there is an adjustment to the City’s electric load requirements and the existing transactions greater than 100% of the adjusted electric load requirements the ERMC will review and approve the offsetting strategy deployed in sufficient proportion to mitigate the encroachment. B. Stress Testing and Back Testing The City’s positions shall be periodically stress tested and models shall be back tested. The processes around these tests are outlined in the Stress Testing and Back Testing Procedure. C. Instances of Exceeding Risk Limits Should the City or TEA enter into a transaction that causes the portfolio to exceed any above mentioned limits the Director of the Utility shall, in addition to notifying the ERMC, also notify the Chair of The Committee as soon as practicable and shall provide periodic reports to the Chair on the status the transactions for as long as the City is exceeding its limits. The ERMC will review and determine whether any liquidation or offsetting of transactions is warranted. The incident will be documented as a Policy Exception by the Director of the Utility. CREDIT POLICY Credit Risk is the risk due to the uncertainty in a counterparty’s ability to meet its contractual obligations. The primary objective of this credit policy is to mitigate, to the extent commercially reasonable, the credit risks associated with transactions covered in this Policy while still allowing the City to achieve its objectives. A. Measuring Credit Risk The status of credit risk will be measured and reported through reports provided by TEA. The current credit exposure will be reported at the agreement level via a Counterparty Credit Report provided by TEA. This information will be made available in real time to TEA trading personnel so that it can be checked prior to executing transactions for the 12

City. Those responsible for risk oversight at the City and TEA will have access to this information no less frequently than once per day. The ERMC will monitor overall credit utilization and any credit exceptions at least monthly. When measuring the current credit risk, netting will be applied to the exposure if the City’s contract with a counterparty includes provisions for netting. B. Analysis and Extension of Credit Limits Physical and financial commodity transactions will be executed with counterparties approved by the ERMC with credit available to support the transactions. The creditworthiness of a counterparty will be determined by both qualitative and quantitative factors. Factors shall include, but not limited to:  A company’s debt credit ratings provided by the rating agencies.  Financial data such as an analysis of the income statement, balance sheet, and cash flow, as well as liquidity and capital structure.  Subjective factors such as company’s fuel diversity, overall size, risk management policy and internal controls, geographic diversity, and market intelligence. A credit limit is the amount of unsecured credit granted to a counterparty. Unsecured credit exposure includes amounts owed by the counterparty, whether billed or not, and the mark-to-market differences in value of any collateral which the counterparty has provided the City. Any net exposure above the collateral threshold will require the posting of collateral by a counterparty. Further information on the City’s procedure for establishing credit is contained in the Counterparty & Credit Review Process. Collateral thresholds, term limitations and credit exposure limits will be subject to the maximums indicated in Appendix B, based upon the lower of the S&P and Moody’s credit ratings. At no time will the City incur a credit exposure with any counterparty greater than $60,000,000. C. Instances of Exceeding Credit Limits The City and TEA are restricted by the credit limits approved by the ERMC. The ERMC can suspend trading with a counterparty, if that counterparty’s credit limit has been reached or exceeded. The City or TEA traders shall not exceed the Counterparty Credit Limit by executing transactions with any counterparty without approval of the ERMC. The ERMC will determine when it’s appropriate to require additional collateral if a counterparty’s credit exposure exceeds its credit limit. Collateral includes standing letter of credit, cash, and prepayments. 13

All credit exceptions will be documented and reported to the ERMC and the Committee as Policy Exceptions. REPORTING A. Risk Reporting Preparation of timely reports is critical to monitoring risk. TEA will furnish the required reports on a regular frequency for the City in a format acceptable to the ERMC. In addition, the ERMC and its designees will be provided access to the City’s risk reports as updated daily via TEA’s secure Web Portal. Reports required on a monthly basis and for periodic meetings of the ERMC include the following:  Profit and Loss Report The Profit and Loss (P&L) Report shows the daily realization of transactions at either the transaction price or the market price as transaction roll from unrealized to realized. This report should show volumes, transaction prices and market prices of realized physical and financial power and fuel transactions.  Mark to Market Report The Mark to Market (“MTM”) Report conveys the potential transaction exposure if the energy commodity portfolio was liquidated at the most recent market settlement prices. This report should show volumes, transaction prices and market prices of unrealized physical and financial power and fuel transactions.  Activity Report The Activity Report presents a summary of all energy commodity risk management activities undertaken, including new transactions taken, existing transactions settled/liquidated, and any transactions unwound.  Cost of Service Report The City’s exposure to energy price risk shall be monitored and reported on a Cost-of- Service basis. All calculations are at the wholesale level. The Cost-of-Service recognizes all prior (expired) months within the Power Year on the basis of actual (incurred) costs, and recognizes all forward (pending) months within the Power Year on the basis of expected forward power and fuel prices and expected forward load-following risks. As defined below, the Cost-of-Service is an aggregation of Forward Energy Commodity Portfolio Cost, the Load Following Cost Expectation and the City’s Budget Target for Purchase Power Expense. 14

o The Net Purchased Power Cost shows the net cost of all physical and financial transactions related to the City’s anticipated commodity requirements for power and fuel and is based on the price of all hedge transactions plus the forward market price of all unhedged transactions valued at current forward prices for energy commodities, customer-level cost per MWH of all physical and financial transactions related to Dover’s actual plus anticipated energy. o The expected fixed costs defined as load-serving entity (LSE) capacity costs, transmission costs and TEA management fees. o The Expected Load-Following Cost for a specified power year is defined as the expected cost (or revenue) associated with intra-month load variations due to weather or other events affecting demand. As an interim measure due to lack of necessary market information and the rapid evolution of the PJM RTO market, the ERMC has specified $2.50 per MWH as an estimate of the Load Following Cost to be used for estimating the City’s Forward Cost-of-Service Report. The ERMC will update the Expected Load Following estimate while lack of necessary market information persists no less than annually. o The Budget Target for Purchase Power Expense represents the City’s view of expected purchase power expense. B. Credit Reporting  Counterparty Credit Report The Counterparty Credit Report conveys the exposure to all counterparties with which the City has credit exposure resulting from its energy commodity risk management activities. C. Hedge Effectiveness Reporting If the City’s transactions require a hedge effectiveness test, those testing results will be reported to the ERMC no later than one month after the end of the financial reporting period. The report will include a summary of testing methodology, assumptions of the testing and the outcome of results with a pass or fail by transaction. INFORMATION TECHNOLOGY SYSTEMS Since information systems play a vital role in The City’s trading abilities, the City shall ensure that the information systems and technology used to store all transaction information is maintained and secure. The City’s transactions will be stored in TEA’s enterprise trading and risk management system. TEA uses the TriplePoint Commodity XL (CXL) system, integrated with Commodity XL for Credit Risk (Credit Risk). TEA has assigned a Database Administrator (DBA) that is charged with the database security and maintenance for the transaction database, CXL. 15

The following safeguards for data security and backup will be installed:  Transaction data stored in the system of record will be replicated daily to ensure data redundancy;  The CXL database will be backed up at least daily after the close of business. POLICY DISTRIBUTION AND COUNSEL A. Distribution Outside The City The City’s Policy is restricted to the use of the City and TEA organizations. It shall not be distributed outside these organizations without the consent the ERMC. B. Designated Counsel Questions about the interpretation of any matters of this Policy should be referred to ERMC. The ERMC will provide clarification and explanation on any updates to this Policy. All legal matters stemming from this Policy will be referred to the City’s Legal Counsel. APPENDIX A – Approved Products The following shall constitute a list of approved forward hedge products to be utilized by TEA to manage the City’s energy commodity portfolio:  Forward Physical Power Peak  Forward Physical Power Off-Peak  Forward Physical Power All Hours  Forward Physical Natural Gas Delivered Dover via Eastern Shore Pipeline  Forward Physical Residual Fuel Oil (#6) Delivered Dover  Forward Physical Residual Fuel Oil (#2) Delivered Dover  Capacity  Forward Financial Power Peak  Forward Financial Power Off-Peak  Forward Financial Power All Hours  Financial Call Option  Financial Put Option The above instruments can be executed by TEA on behalf of the City of Dover for the current and next two successive Power Years (July to June). 16

APPENDIX B – Approved Counterparties and Threshold Tables This Appendix establishes approved counterparties and their Collateral thresholds. Collateral thresholds, term limitations and credit exposure limits that are subject to the following maximums based upon the lower of the S&P and Moody’s credit ratings: Credit Thresholds from Dover Extended to the Counterparty Constellation Energy Threshold S&P Moody’s $ 60,000,000 AAA- or Above Aaa or above $ 50,000,000 AA- to AA+ Aa3 to Aa1 $ 50,000,000 A- to A+ A3 to A1 $ 40,000,000 BBB+ Baa1 $ 30,000,000 BBB Baa2 $ 20,000,000 BBB- Baa3 $ - BB+ or below Ba1 or below Intergrys Threshold S&P Moody’s $ 20,000,000 AAA Aaa $ 20,000,000 AA+ Aa1 $ 20,000,000 AA Aa2 $ 20,000,000 AA- Aa3 $ 15,000,000 A+ A1 $ 15,000,000 A A2 $ 15,000,000 A- A3 $ 10,000,000 BBB+ Baa1 $ 5,000,000 BBB Baa2 $ 1,000,000 BBB- Baa3 $ - Below BBB- Below Baa3 Sempra Threshold S&P Moody’s $ 20,000,000 A or above A2 or above $ 20,000,000 A- A3 $ 15,000,000 BBB+ Baa1 $ 10,000,000 BBB Baa2 $ - BBB- or lower Baa3- or lower Conectiv Threshold S&P Moody’s Unspecified * Above BBB+ Above Baa3 0 Below BBB- Below Baa3 *Conectiv does not have a defined credit threshold, so for planning purposes, a $10,000,000 threshold is imposed as a conservative limit 17

Macquarie Cook Power Threshold S&P Moody’s $ 25,000,000 AAA- or Above Aaa or above $ 20,000,000 AA- to AA+ Aa3 to Aa1 $ 15,000,000 A- to A+ A3 to A1 $ 10,000,000 BBB+ Baa1 $ 5,000,000 BBB Baa2 $ - BBB-or below Baa3 or below FPL Energy Threshold S&P Moody’s $30,000,000 AAA Aaa $25,000,000 AA+ Aa1 $25,000,000 AA Aa2 $25,000,000 AA- Aa3 $20,000,000 A+ A1 $20,000,000 A A2 $20,000,000 A- A3 $15,000,000 BBB+ Baa1 $10,000,000 BBB Baa2 $0 BBB- Baa3 Deutsche Bank Threshold S&P Moody’s $25,000,000 AAA Aaa $20,000,000 AA+ Aa1 $20,000,000 AA Aa2 $20,000,000 AA- Aa3 $15,000,000 A+ A1 $15,000,000 A A2 $15,000,000 A- A3 $10,000,000 BBB+ Baa1 $5,000,000 BBB Baa2 $0 BBB- Baa3 Barclays Bank Threshold S&P Moody’s $25,000,000 AAA Aaa $20,000,000 AA+ Aa1 $20,000,000 AA Aa2 $20,000,000 AA- Aa3 $15,000,000 A+ A1 $15,000,000 A A2 $15,000,000 A- A3 $10,000,000 BBB+ Baa1 $5,000,000 BBB Baa2 $0 BBB- Baa3 18

Credit Thresholds from the Counterparty Extended to Dover Constellation Energy Threshold S&P Moody’s $ 40,000,000 AA- or Above Aa3 or above $ 30,000,000 A+ A1 $ 20,000,000 A A2 $ 10,000,000 A- A3 $ - BBB or below Baa1 or below Intergrys Threshold S&P Moody’s $ 20,000,000 AAA Aaa $ 20,000,000 AA+ Aa1 $ 20,000,000 AA Aa2 $ 20,000,000 AA- Aa3 $ 15,000,000 A+ A1 $ 15,000,000 A A2 $ 15,000,000 A- A3 $ 10,000,000 BBB+ Baa1 $ 5,000,000 BBB Baa2 $ 1,000,000 BBB- Baa3 $ - Below BBB- Below Baa3 Sempra Threshold S&P Moody’s $ 27,000,000 A or above A2 or above $ 27,000,000 A- A3 $ 5,000,000 BBB+ Baa1 $ 1,000,000 BBB Baa2 $ - BBB- or lower Baa3- or lower Conectiv Threshold S&P Moody’s Unspecified * Above BBB+ Above Baa3 0 Below BBB- Below Baa3 *Conectiv does not have a defined credit threshold, so for planning purposes, a $10,000,000 threshold is imposed as a conservative limit 19

Macquarie Cook Power Threshold S&P Moody’s $ 25,000,000 AAA- or Above Aaa or above $ 20,000,000 AA- to AA+ Aa3 to Aa1 $ 15,000,000 A- to A+ A3 to A1 $ 10,000,000 BBB+ Baa1 $ 5,000,000 BBB Baa2 $ - BBB-or below Baa3 or below FPL Energy Threshold S&P Moody’s $ 23,000,000 AAA Aaa $ 18,000,000 AA+ Aa1 $ 18,000,000 AA Aa2 $ 18,000,000 AA- Aa3 $ 13,000,000 A+ A1 $ 13,000,000 A A2 $ 13,000,000 A- A3 $ 8,000,000 BBB+ Baa1 $ 3,000,000 BBB Baa2 $ - BBB- Baa3 Deutsche Bank Threshold S&P Moody’s $25,000,000 AAA Aaa $20,000,000 AA+ Aa1 $20,000,000 AA Aa2 $20,000,000 AA- Aa3 $15,000,000 A+ A1 $15,000,000 A A2 $15,000,000 A- A3 $10,000,000 BBB+ Baa1 $5,000,000 BBB Baa2 $0 BBB- Baa3 Barclays Bank Threshold S&P Moody’s $25,000,000 AAA Aaa $20,000,000 AA+ Aa1 $20,000,000 AA Aa2 $20,000,000 AA- Aa3 $15,000,000 A+ A1 $15,000,000 A A2 $15,000,000 A- A3 $10,000,000 BBB+ Baa1 $5,000,000 BBB Baa2 $0 BBB- Baa3 20

APPENDIX C – Business Risks APPENDIX D – Glossary 21

1 of 5 City of Dover Capital Investment Plan Project Tracking Report June 30, 2012 Preliminary Points to Remember - * Original Project Budget = Original Total Project Budget initially included in approved annual budget. * Latest Project Budget = Revised Total Project Budget included in most recent approved annual budget or one of the following: bond resolution, revolving fund loan agreement, Council approved budget amendment, or City Manager approved amendment as per the Budget Amendment Procedure. * Current Fiscal Year - Revised Fiscal Year Budget = Current Year approved project budgets plus carry forward balances of unspent budgets in the prior fiscal year. Project Carry Forward balances will be submitted to City Council for amendment in January 2010. Can also be amended with City Manager approval per the Budget Amendment Procedure. * Water Quality, Inflow/Infiltration, Distribution Upgrades and New Development projects are budgeted as a blanket project and once individual projects are identified and estimated they are created using an allocation of the overall budgeted amount. * Status and Comments provided by City Manager. * For Finance purposes projects are considered completed when placed in service and all charges have been processed. Community Water & Total Current Year Budget Funding Sources General Transportation Wastewater Electric CIP Budget Balance $ 78,000 $ 118,588 $ 430,591 $ 360,333 $ 987,512 Library Funding - FY11 Budget Balance 100,962 - - 87,045 188,007 Federal and/or State Grants 6,894,861 - - - 6,894,861 Transfer from Library Foundation 1,455,500 - - - 1,455,500 Friends of the Library Donation 210,000 - - - 210,000 Kent County Library Contribution 1,000,000 - - - 1,000,000 Library Reserve 2,590,784 - - - 2,590,784 Construction Loan 1,500,000 - - - 1,500,000 Community Transportation Fund - FY11 Balances - 316,612 - - 316,612 Revolving Fund Loans - - 4,309,821 - 4,309,821 Transfer from Capital Reserves - - - 370,730 370,730 Impact Fees - - 867,032 - 867,032 State Community Transportation Funds - 297,700 - - 297,700 Transfer Loan Proceeds to CT Fund - Streets - - - - - Transfer from Operating Funds 770,600 - 1,750,000 3,500,000 6,020,600 Interest Earned 10,900 2,800 - 38,400 52,100 Total Funding Sources (Unaudited) $ 14,611,607 $ 735,700 $ 7,357,444 $ 4,356,508 $ 27,061,259

City of Dover General Fund - Major CIP Projects 2 of 5 June 30, 2012 Preliminary Hide TOTAL PROJECT - PAST, CURRENT & FUTURE BUDGETS CURRENT FISCAL YEAR Original Latest Project Project Current Revised Fiscal Project Project Project To Date Budget % Budget Fiscal Yr. Fiscal Yr. YTD % Budget Code Type Description Budget Budget Expenses Balance Spent Budget Budget Expenses Spent Status Comments 1 FY2009 Bid Pack A - Done. 2 LB0901 M/G New Library Project $ 18,200,000 $ 20,469,080 $ 15,511,425 $ 4,957,655 75.8% $ 11,195,009 $ 13,767,100 $ 11,341,235 82.4% Started Bid Pack B - 40% Complete/Construction 3 Totals - FY09 $ 18,200,000 $ 20,469,080 $ 15,511,425 $ 4,957,655 75.8% $ 11,195,009 $ 13,767,100 $ 11,341,235 82.4% 4 5 FY2012 6 --- Ann FD Truck Payment $ 244,820 $ 257,720 $ 258,456 $ (736) 100.3% $ 244,820 $ 257,720 $ 258,456 100.3% Sweeper received February 2012; 7 --- Vehicles & Equipment 377,927 365,027 361,992 3,035 99.2% 377,927 365,027 361,992 99.2% 99% Sanitation Bulk Truck due in April 2012 Roof Replacement @ 8 PR1201 Dover Park 30,000 30,000 - 30,000 0.0% 30,000 30,000 - 0.0% Deferred. Concrete work complete on Independence Boulevard and Hazel Road. Site work initiated on North Street Roudabout. Wesley State Street entrance 9 CT Fund B/L Streets & Alleys Program 1,000,000 131,760 132,130 (370) 100.3% 1,000,000 131,760 132,130 100.3% 35% complete. 10 ST1202 Concrete Program 30,000 30,000 29,617 383 98.7% 30,000 30,000 29,617 98.7% 0% Bids distributed and returned in March Streets Dump Truck 11 ST1203 Refurbishment 30,000 30,000 12,021 17,979 40.1% 30,000 30,000 12,021 40.1% 33% One Dump Truck refurbished out of three. 12 City Hall Sprinkler System - - - - 0.0% - - - 0.0% 13 Totals - FY12 $ 1,712,747 $ 844,507 $ 794,216 $ 50,291 94.0% $ 1,712,747 $ 844,507 $ 794,216 94.0% 14 15 Grand Totals $ 19,912,747 $ 21,313,587 $ 16,305,640 $ 5,007,947 76.5% $ 12,907,756 $ 14,611,607 $ 12,135,450 83.1% Legend M = Multi-year project - a project with a specific schedule to occur over multiple years. R = Recurring project - a project that begins and ends each fiscal year and is re-budgeted to start over each fiscal year. G = Grant funded project B/L = To be financed through bonds or commercial loan; Projects will be completed through CT Fund, therefore the loan proceeds will be transferred from Capital Fund into the Community Transportation Fund

City of Dover Community Transportation & General Fund Street Funds - Major CIP Projects 3 of 5 June 30, 2012 Preliminary Hide TOTAL PROJECT - PAST, CURRENT & FUTURE BUDGETS CURRENT FISCAL YEAR Original Latest Project Project Current Revised Fiscal Project Project Project To Date Budget % Budget Fiscal Yr. Fiscal Yr. YTD % Budget Code Type Description Budget Budget Expenses Balance Spent Budget Budget Expenses Spent Status Comments 1 FY 2007 2 CT0708 M E. Water Street Brick $ 65,000 $ 65,000 $ - $ 65,000 0.0% $ - $ - $ - 0.0% Specialty contract needed. 3 Totals $ 65,000 $ 65,000 $ - $ 65,000 0.0% $ - $ - $ - 0.0% 4 5 FY 2009 6 CT0977 M Schutte Parking Lot $ 21,950 $ 21,950 $ - $ 21,950 0.0% $ - $ - $ - 0.0% Deferred 7 CT1165 M Rte. 13,N. State -Kings Hwy 591,662 591,662 - 591,662 0.0% - - - 0.0% CT1162 M Library Access Road - 68,000 68,000 - 0.0% - 68,000 68,000 100.0% State paid for whole paving proj 8 Totals $ 613,612 $ 681,612 $ 68,000 $ 613,612 10.0% $ - $ 68,000 $ 68,000 100.0% 9 10 FY2012 Concrete work on Independence 11 CT M Street Projects - State Funds $ 950,000 $ 800,000 $ 130,919 $ 669,081 16.4% $ 950,000 $ 197,779 $ 130,919 66.2% 35% Boulevard complete. Concrete work on Hazel 12 Various B/L Street Projects - General Fund 350,000 1,750,000 25,206 1,724,794 1.4% 350,000 455,560 25,206 5.5% 35% complete. 13 CT1201 M North Street Roundabout - 500,000 - 500,000 0.0% - - - 0.0% 35% Site work initiated. 14 TE1201 M Lincoln Park Center 900,000 900,000 19,358 880,642 0.0% 900,000 14,361 19,358 134.8% Started 15 Totals $ 2,200,000 $ 3,950,000 $ 175,482 $ 3,774,518 4.4% $ 2,200,000 $ 667,700 $ 175,482 8.0% 16 17 Grand Totals $ 2,878,612 $ 4,696,612 $ 243,482 $ 4,453,130 5.2% $ 2,200,000 $ 735,700 $ 243,482 11.1% Legend M = Multi-year project - a project with a specific schedule to occur over multiple years. R = Recurring project - a project that begins and ends each fiscal year and is re-budgeted to start over each fiscal year. C = Project funded by combination of CT Funds and General Fund B/L = To be financed through bonds or commercial loan; Projects will be completed through CT Fund, therefore the loan proceeds will be transferred from Capital Fund into the Community Transportation Fund;

City of Dover Water/Wastewater Improvement & Extension Fund - Major CIP Projects 4 of 5 June 30, 2012 Preliminary TOTAL PROJECT - PAST, CURRENT & FUTURE BUDGETS CURRENT FISCAL YEAR Original Latest Project Project % Approved Revised Fiscal % Status / Project Project Project To Date Budget Budget Fiscal Yr. Fiscal Yr. YTD Budget % Code Type Description Budget Budget Expenses Balance Spent Budget Budget Expenses Spent Complete Comments 1 FY 2008 Option to purchase land agreement 2 WD0804 M 1.0 MG Elevated Water Storage $ 4,196,600 $ 2,590,000 $ 31,861 $ 2,558,139 1.2% $ - $ 178,916 $ 10,777 6.0% Started under review 3 WD0805 M Piney Point Well 398,800 665,000 71,643 593,357 10.8% - 62,319 3,961 6.4% Started DNREC permitting ongoing US 13 East Sanitary Sewer 4 WW0810 M/SL Interceptor 2,376,800 3,022,562 3,232,228 (209,666) 106.9% - 295,722 286,629 96.9% 100.0% Complete 5 Totals - FY08 $ 6,972,200 $ 6,277,562 $ 3,335,732 $ 2,941,830 53.1% $ - $ 536,957 $ 301,367 56.1% 6 7 FY2009 8 WQ0905 M/SL Bayard Avenue $ 590,910 $ 490,910 $ 541,181 $ (50,271) 110.2% $ - $ 259,121 $ 254,391 98.2% 98.0% Final connection scheduled for May. Constr complete; retainage/change 9 WQ0907 M/SL Route 13 Water Main 1,058,700 2,282,682 2,058,327 224,355 90.2% - 1,899,872 1,645,516 86.6% 99.0% orders pending. 10 Totals - FY09 $ 1,649,610 $ 2,773,592 $ 2,599,507 $ 174,085 93.7% $ - $ 2,158,993 $ 1,899,907 88.0% 11 12 FY2010 13 WW1001 M/SL Inflow/Infiltration Removal $ 1,800,000 $ 2,122,536 $ 1,761,684 $ 360,852 83.0% $ 1,800,000 $ 766,201 $ 404,128 52.7% 100.0% Complete Pump station delivered; installation 14 WW1007 M/SL Fox Hall Pump Station 427,900 392,044 263,970 128,074 67.3% - 360,687 213,757 59.3% 70.0% underway. Construction complete; closeout 15 WW1008 M/SL Heatherfield F/M Rerouting 220,400 324,916 210,351 114,565 64.7% - 237,506 161,656 68.1% 99.0% documents pending. 16 WW1010 I Tar Ditch Interceptor Upgrade 518,230 518,230 28,014 490,216 5.4% - 495,359 5,143 1.0% Started Easement request sent to residents 17 Totals - FY10 $ 2,966,530 $ 3,357,726 $ 2,264,019 $ 1,093,707 67.4% $ 1,800,000 $ 1,859,753 $ 784,684 42.2% 18 19 FY2011 20 WQ1103 WQI - Ross Street - 71,840 - 71,840 0.0% 71,840 - - 0.0% --- Canceled Design and construction work 21 WW1101 M/SL Inflow/Infiltration Removal 500,000 500,000 451,249 48,751 90.2% - 457,601 408,849 89.3% 100.0% complete; final bills pending. 22 WW1104 SL Lepore Road P/S Replacement 52,000 402,000 73,386 328,614 18.3% 350,000 365,000 17,850 4.9% Started Out to bid, due May 22 23 Totals - FY11 $ 552,000 $ 973,840 $ 524,635 $ 449,205 53.9% $ 421,840 $ 822,601 $ 426,699 51.9% 24 25 FY2012 All four vehicles received and 26 --- Vehicles & Equipment $ 115,000 $ 115,000 $ 110,514 $ 4,486 96.1% $ 115,000 $ 115,000 $ 110,514 96.1% 100.0% processed by the end of January. 27 WD1201 Pay-As-You-Go Water Station 30,240 30,240 - 30,240 0.0% 30,240 30,240 - 0.0% Started Specs being developed 28 WD1202 R Misc. Distribution Upgrades 60,000 60,000 39,772 20,228 66.3% 60,000 60,000 39,772 66.3% 25.0% Misc. repairs or emergencies Deep Well #1 and #9 complete; Well 29 WD1203 R Wellhead Redevelopment Program 65,000 65,000 55,135 9,866 84.8% 65,000 65,000 55,135 84.8% 50.0% #10 rehab. 30 WD1204 R Emergency Generators 80,000 80,000 - 80,000 0.0% 80,000 - - 0.0% Grant dependent 31 WQ1201 WQI - Wesley Campus 51,200 51,200 96,862.50 (45,663) 189.2% 51,200 106,200 96,863 91.2% Started Project to start April 9, 2012. Initial design complete; under staff 32 WQ1202 WQI - New Street 97,120 97,120 25,750.00 71,370 26.5% 97,120 113,960 25,750 22.6% Started review. Rodney Road complete. Pennsylvania Avenue started. Madison and American Avenues 33 WQ1203 WQI - Silver Lake 279,840 279,840 188,998.01 90,842 67.5% 279,840 279,840 188,998 67.5% 40.0% pending. Design somplete. Bid package ready 34 WW1201 M/SL Inflow/Infiltration Removal 1,000,000 1,000,000 52,113 947,887 5.2% 1,000,000 971,900 52,113 5.4% Started for April bid. 35 WW1202 R SCADA Equipment Replacement 84,900 84,900 76,784 8,116 90.4% 84,900 84,900 76,784 90.4% 100.0% Complete 36 WW1203 R Misc. Sewer System Improve 37,000 37,000 50,015 (13,015) 135.2% 37,000 50,100 50,015 99.8% 50.0% Misc. repairs or emergencies BALTRAY PS not WIL. UNIV. Initial 37 WW1204 M Wilmington College Pump Station 25,000 25,000 20,581 4,419 82.3% 25,000 25,000 20,581 82.3% 60.0% design complete; staff reviewing. 38 WW1205 M Dover Brook Gardens P/S Replace 15,000 15,000 9,852.22 5,148 65.7% 15,000 15,000 9,852 65.7% 60.0% Initial design complete; staff review. 39 WW1206 M Brandywine Pump Station Replace 52,000 52,000 33,582.07 18,418 64.6% 52,000 52,000 33,582 64.6% 60.0% Initial design complete; staff review. McKee Rd Pump Station Initial design complete; staff review 40 WW1207 M Communator Replacement 10,000 10,000 7,431.25 2,569 74.3% 10,000 10,000 7,431 74.3% 60.0% 41 $ 2,002,300 $ 2,002,300 $ 767,389.36 $ 1,234,911 0.0% $ 2,002,300 $ 1,979,140 $ 767,389 38.8% 42 43 Grand Totals $ 14,142,640 $ 15,385,020 $ 9,491,283 $ 5,893,737 61.7% $ 4,224,140 $ 7,357,444 $ 4,180,047 56.8% Legend M = Multi-year project - a project with a specific schedule to occur over multiple years. R = Recurring project - a project that begins and ends each fiscal year and is re-budgeted to start over each fiscal year. SL = State Loan Project - construction phase is financed I = Impact Fee (partially) financed project

City of Dover 5 of 5 Electric Improvement & Extension Fund - Major CIP Projects June 30, 2012 Preliminary TOTAL PROJECT - PAST, CURRENT & FUTURE BUDGETS CURRENT FISCAL YEAR Original Latest Project Project % Current Revised Fiscal % Project Project Project To Date Budget Budget Fiscal Yr. Fiscal Yr. YTD Budget Code Type Description Budget Budget Expenses Balance Spent Budget Budget Expenses Spent Status Comments 1 FY2011 2 EG1102 M Units 1 & 2 Cooling Tower 372,400 199,140 134,538 64,602 67.6% 25,410 2,410 400 16.6% Work deferred to 2012 Work suspended, awaiting 3 EG1107 M Units 1 & 2 Life Extension 802,000 409,000 313,468 95,532 76.6% 184,000 121,331 100,799 83.1% In process decision on units 1&2 operation 4 EG1112 M Unit 3 Heat Expansion Joint - 150,000 143,508 6,492 95.7% 70,000 82,807 76,315 92.2% Complete 5 EG1113 Units 1 & 2 Control Modifications - 150,000 141,033 8,967 94.0% - 25,700 16,732 65.1% In process Complete w/Spring outage 6 EG1114 Unit 3 Gas Line Modification - 60,000 39,516 20,484 65.9% - 20,207 15,723 77.8% Complete 7 $ 1,174,400 $ 968,140 $ 772,063 $ 196,077 79.7% $ 279,410 $ 252,455 $ 209,970 83.2% 8 9 FY2012 10 --- Vehicles & Equipment $ 168,828 $ 168,828 $ 134,670 $ 34,158 79.8% $ 168,778 $ 168,778 $ 134,670 79.8% All vehicles received 11 EE1201 Substation PT & CT Replacement 267,715 267,715 228,728 38,987 85.4% 267,715 267,715 228,728 85.4% In process 75% materials received 12 EE1202 R Lighting Project & Rehabilitation 50,000 50,000 49,832 168 99.7% 50,000 50,000 49,832 99.7% Complete 13 EE1203 R Equipment Replacement 40,000 40,000 10,525 29,475 26.3% 40,000 40,000 10,525 26.3% In process Equipment ordered 14 EE1204 Generator Replacement 50,000 50,000 30,961 19,039 61.9% 50,000 50,000 30,961 61.9% Complete 15 EE1205 M Frazier Substation Upgrade 765,247 155,000 153,359 1,641 98.9% 155,000 155,000 153,359 98.9% In process Materials ordered 16 EE1206 R Disb. Feeder Replacement 377,510 303,060 263,483 39,577 86.9% 377,510 303,060 263,483 86.9% In process On-going 17 EE1207 R Disb. Capacitors & Controls 100,000 100,000 72,644 27,356 72.6% 100,000 100,000 72,644 72.6% In process Materials ordered 18 EE1208 R Transmission Line Maintenance 75,000 75,000 75,002 (2) 100.0% 75,000 75,000 75,002 100.0% Started Materials ordered Scada Master Hardware 19 EE1209 Replacement 75,000 75,000 73,845 1,155 98.5% 75,000 75,000 73,845 98.5% Started Materials ordered 20 EE1210 Substation Battery - 24,500 24,686 (186) 100.8% 24,500 24,500 24,686 100.8% In process 60% materials received 21 EE1212 R UG Transformers 70,536 91,461 90,218 1,243 98.6% 70,536 91,461 90,218 98.6% In process On-going 22 EE1212 R UG Conductors 479,464 458,539 313,000 145,539 68.3% 479,464 458,539 313,000 68.3% In process On-going 23 EE1212 R Meters 50,000 50,000 26,588 23,412 53.2% 50,000 50,000 26,588 53.2% In process On-going 24 EG1201 Unit 3 Boiler Air Heater 440,000 395,000 368,760 26,240 93.4% 440,000 395,000 368,760 93.4% In process Will complete Spring outage; 25 EG1202 M Unit 3 Boiler Systems 390,000 121,000 82,652 38,348 68.3% 130,000 121,000 82,652 68.3% In process Will complete Spring outage; Unit 3 FD & ID Fan Control Damper 26 EG1203 Upgrade 92,000 81,000 71,134 9,866 87.8% 92,000 81,000 71,134 87.8% In process Will complete Spring outage; Unit 3 DCS Computers & Software 27 EG1204 Upgrades 85,000 85,000 62,188 22,812 73.2% 85,000 85,000 62,188 73.2% In process To be completed by 6/3012; 28 EG1205 R Misc. Equipment Replacement 70,000 70,000 52,763 17,237 75.4% 70,000 70,000 52,763 75.4% In process On-going; 50% complete Demineralizer Control Replace @ 29 EG1206 McKee Run 65,000 10,000 9,364 636 93.6% 65,000 10,000 9,364 93.6% In process Bids in Feb; Complete by June Unit 11 Component Replacement @ 30 EG1207 M Van Sant 50,000 50,000 46,476 3,524 93.0% 50,000 50,000 46,476 93.0% In process To be completed by 6/3012; Switchyard Blast Walls @ McKee 31 EG1208 Run 50,000 50,000 43,196 6,804 86.4% 50,000 50,000 43,196 86.4% In process To be completed by 6/3012; 32 EG1209 M Building Preservation @ McKee Run 38,000 33,000 32,461 539 98.4% 38,000 33,000 32,461 98.4% In process Completion 6/12 Unit 3 Cooling Water Line Life 33 EG1210 M Extension 25,000 - - - 0.0% 25,000 - - 0.0% Defer to FY13 34 EG1211 M Unit 3 Stack Repairs 25,000 25,000 10,417 14,583 41.7% 25,000 20,000 10,417 52.1% In process Completion 6/12 35 EG1212 M Unit 3 Turbine Inspection 1,021,000 405,000 396,823 8,177 98.0% 348,000 405,000 396,823 98.0% In process Will complete Spring outage; Work complete, transferred 36 EG1213 M Unit 3 Aux System Components 542,000 113,000 47,682 65,318 42.2% 113,000 53,000 47,682 90.0% In process funding to EG1212 EG1214 Industrial WW Discharge System - 272,000 20,581 251,419 7.6% - 272,000 20,581 7.6% 37 EU1201 R Distribution Upgrades 500,000 495,000 456,838 38,162 92.3% 500,000 495,000 456,838 92.3% In process On-going 38 EU1201 Persimmon Tree Lane 55,000 55,000 31,506 23,494 57.3% 55,000 55,000 103,549 188.3% 39 $ 5,962,300 $ 4,114,103 $ 3,248,875 $ 865,228 0.0% $ 4,069,503 $ 4,104,053 $ 3,352,424 81.7% 40 41 Grand Totals $ 7,136,700 $ 5,082,243 $ 4,020,938 $ 1,061,305 14.0% $ 4,348,913 $ 4,356,508 $ 3,562,393 81.8% Legend M = Multi-year project - a project with a specific schedule to occur over multiple years. R = Recurring project - a project that begins and ends each fiscal year and is re-budgeted to start over each fiscal year. B = Bonded Project S = State fully or partially reimbursed project

City of Dover Summary of Sun Park Activity Fiscal Year 2012 ACTUAL Month/Year Jul-11 Aug-11 Sep-11 Oct-11 Nov-11 Dec-11 Jan-12 Feb-12 Mar-12 Apr-12 May-12 Jun-12 FYTD Monthly Total Expense $144,433 $186,180 $121,194 $133,828 $94,323 $83,135 $95,286 $119,079 $165,991 $217,230 $199,302 $191,475 $1,751,456 Energy Value Using Monthly Portfolio Cost (Mwh x rate) $136,653 $144,508 $91,180 $93,799 $68,522 $66,704 $69,818 $84,726 $111,187 $147,665 $135,917 $178,240 $1,328,919 SREC Income $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 Land Lease Income - General Fund Revenue ($13,750) $0 $0 ($13,750) $0 $0 $0 ($14,094) $0 ($14,094) $0 $0 ($55,688) Net Cost/(Income) to City ($5,970) $41,672 $30,014 $26,279 $25,802 $16,431 $25,468 $20,259 $54,804 $55,471 $63,385 $13,235 $366,850 SREC Payment is billed the following month, therefore the current months figures will be adjusted for the SREC Payment in the following month. I.e. October 2011 does not include the SREC Payment in the $106,424 above.