Resolution 2385

284344396.v3-
RESOLUTION NO. 2385
RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE TOWN
OF WICKENBURG, MARICOPA AND YAVAPAI COUNTY, ARIZONA,
APPROVING AND AUTHORIZING THE EXECUTION AND DELIVERY OF
THE FIRST AMENDMENT TO BOX CANYON RESALE AGREEMENT
WHEREAS, on May 26, 2022, the Town of Wickenburg and Southwest Public Power
Agency, Inc. (“SPPA”) entered into the Box Canyon Resale Agreement pursuant to which
SPPA distributes certain renewable energy, capacity, and associated environmental
attributes generated by the Box Canyon Solar Project among the Participants;
WHEREAS, on October 10, 2025, BOCA BN and SPPA executed the First
Amendment to the Amended and Restated Power Purchase Agreement, which provided in
part that Participants with investment grade credit are no longer required to post their
Participant Percentage of the Buyer Working Capital Reserve Amount and Buyer Default
Security Amount;
WHEREAS, on October 27, 2025, SRP and SPPA executed a Participation
Agreement adding SRP as a Participant in the Box Canyon Project and transferring a one-
third Project Entitlement to SRP, allocated from certain Participants as previously approved
by the transferring Participants and SPPA; and
WHEREAS, to incorporate into the Resale Agreement the benefit under the BOCA
PPA that Participants meeting the Credit Requirements do not need to post working capital,
and to update the Project Participant Percentages to account for SRP’s Project Entitlement,
the Town of Wickenburg wishes to execute the First Amendment to the Box Canyon Resale
Agreement.
NOW, THEREFORE, BE IT RESOLVED, BY THE MAYOR AND THE COMMON
COUNCIL OF THE TOWN OF WICKENBURG, ARIZONA:
1.
The First Amendment to the Box Canyon Resale Agreement between SPPA
and Participants as presented to the Mayor and the Common Council of the Town of
Wickenburg, Arizona, a copy of which is attached hereto as Exhibit A, is hereby approved.
2.
The Town Manager, Finance Director, and any other officer of the Town of
Wickenburg are authorized to execute the First Amendment to the Box Canyon Resale
Agreement with only such changes as approved by the signatory, in consultation with the
Town of Wickenburg’s legal counsel. From and after the execution and delivery of the First
Amendment to the Box Canyon Resale Agreement, the officers of the Town of Wickenburg
are hereby authorized and directed to perform all acts, execute and deliver all documents
and to take such other steps necessary or convenient to implement and perform the
provisions of the First Amendment to the Box Canyon Resale Agreement.
Approved, passed, and adopted by the Mayor and Common Council of the Town of
Wickenburg, Arizona, this 1st day of December 2025.

Page 2
BG Bratcher, Mayor
ATTEST:
Amy Brown, Town Clerk
APPROVED AS TO FORM:
__________________________________________________
Trish Stuhan, Town Attorney
Pierce Coleman PLLC
CERTIFICATION
I HEREBY CERTIFY that the foregoing Resolution Number 2385 was duly passed
and adopted by the Mayor and Common Council of the Town of Wickenburg, Arizona, at a
regular meeting held on the 1st day of December 2025, and that a quorum was present at
the meeting.
       Amy Brown, MMC
Town Clerk

EXHIBIT A
First Amendment to the Box Canyon Resale Agreement
Ex. A