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027 Order re Cross Petition of IBMPage1 of1 COURT,DISTRICT COUNTY, COLORADOBOULDER Court Address: 1777 Sixth Street P.O. Box 4249, Boulder, CO, 80306-4249 Petitioner(s)THE CITY OF BOULDER v. Respondent(s)PUBLIC SERVICE COMPANY OF COLORADO et al. COURT USE ONLY Case Number:2019CV30637 Division:5 Courtroom: Order: Cross Petition of International Business Machines Corporation The motion/proposed order attached hereto: MOOT. Issue Date:9/4/2019 THOMAS FRANCIS MULVAHILL District Court Judge DATE FILED: September 4, 2019 2:44 PM CASE NUMBER: 2019CV30637 DISTRICT COURT, BOULDER COUNTY, COLORADO Boulder County Justice Center 1777 6th Street, Boulder, Colorado 80302 ▲COURT USE ONLY▲ THE CITY OF BOULDER, a Colorado Home Rule City, PETITIONER, v. PUBLIC SERVICE COMPANY OF COLORADO, a Colorado Corporation, d/b/a XCEL ENERGY; MORGAN GUARANTY TRUST COMPANY OF NEW YORK; and PAUL WEISSMAN, in his official capacity as Treasurer of Boulder County, RESPONDENTS. WIDLUND LAW, L.L.C. Douglas S. Widlund, #21042* 7200 South Alton Way, Suite A220 Centennial, CO 80112 Telephone: 303.839.1550 E-mail: doug@butcherwidlund.com WILKINSON BARKER KNAUER LLP Raymond L. Gifford, #21853* Caitlin M. Shields, #41539* 1755 Blake Street, Suite 470 Denver, CO 80202 Telephone: 303.626.2350 E-mail: rgifford@wbklaw.com cshields@wbklaw.com Attorneys for Cross Petitioner IBM *Counsel of Record Case Number: 2019CV30637 Div.: 5 Ctrm: _____ CROSS PETITION OF INTERNATIONAL BUSINESS MACHINES CORPORATION International Business Machines Corporation (“IBM”) submits this Cross Petition seeking joinder as a respondent in this condemnation action, and states as follows: Attachment to Order - 2019CV30637 2 C.R.C.P. 121 § 1-15 CERTIFICATION Undersigned counsel conferred regarding this Cross Petition with counsel for the following parties to this proceeding: (1) Petitioner City of Boulder (“Boulder” or “Petitioner”); (2) Public Service Company of Colorado, d/b/a Xcel Energy (“Public Service”); and (3) the Colorado Public Utilities Commission (“PUC” or “Commission”). Public Service concurs with the relief requested herein; the PUC takes no position; and Boulder objects to the relief sought, necessitating the filing of this Cross Petition. FACTUAL BACKGROUND 1. Boulder filed its Amended Petition in Condemnation (“Petition”) in the above-captioned proceeding with this Court on July 22, 2019. As set forth in the Petition, Boulder seeks to condemn a vast array of electric distribution facilities and related real property interests and contractual rights owned and held by Public Service. Boulder’s Petition also implicates IBM’s real property interests and contractual rights, justifying IBM’s participation in this proceeding. 2. The only respondents named in the Petition are Public Service, Morgan Guaranty Trust Company of New York (holder of Public Service indebtedness secured by lands and interest of Public Service), and the Treasurer of Boulder County (named pursuant to C.R.S. § 39-3-134). 3. Boulder has not made publicly available the detailed descriptions of the property and rights subject to the Petition, which are provided as confidential exhibits to the Petition. As a result, as of the date of this Cross Petition IBM has access to the Petition only, including the high-level descriptions of property and rights subject contained in the Petition. Attachment to Order - 2019CV30637 3 4. IBM is a global leader in information technology products, services, and solutions. IBM’s Boulder campus located at 6300 Diagonal Highway is comprised of approximately 464 acres located within the City of Boulder’s municipal limits and hosts the company’s largest data center in the world. The Boulder campus, which was established approximately 50 year ago, houses servers that store and process data for some of the world’s most critical public and private institutions. IBM’s Boulder facility runs 365 days a year, 24 hours a day. IBM has gone to great lengths over many years in contracting with its electric service provider, Public Service, to ensure its electric needs are constantly met, with reliability, expansion planning and execution, and customer service at a premium. IBM is one of Public Service’s largest electric customers in Boulder, if not the State of Colorado. In fact, pursuant to a contractual agreement between IBM and Public Service and a Colorado Public Utilities Commission (“PUC”)-approved tariff, IBM pays a monthly service charge of $98,640.00 – the highest in the state – in exchange for the unique electric service and facilities it needs.1 5. Paragraph 25 of the Petition identifies the property sought for acquisition in this condemnation proceeding, which includes all “facilities, equipment and property interests identified on Exhibit 1 and Confidential Exhibits 2 and 3.” Before amendment to the original Petition in Condemnation, a portion of Petition Exhibit 3 was available for public view. A specific substation utilized to provide service to IBM identified as “Substation F” in related proceedings before the PUC was included as part of the property to be acquired on Petition Exhibit 3.2 This specific Substation F is also referenced in ¶ 33 of the Petition as part of the 1 COLO. PUC No. 8 Electric, Third Rev. Sheet No. 70. 2 Boulder’s Petition identified this Substation F by name, in contravention of the Protective Order in the PUC proceeding. Herein, IBM will refer to this substation as “Substation F,” the Attachment to Order - 2019CV30637 4 substation assets to be acquired by Petitioner. ¶ 39(E) of the Petition also references this substation, stating “[a]t the [XXX] Substation [F], Boulder will own the distribution equipment currently owned by Xcel and pay for construction of a new electrical equipment enclosure for Xcel.” ¶¶ 24(c), 26, and 31 confirm that the property sought for condemnation includes substations. 6. Substation F is located entirely within IBM’s Boulder property, on land that IBM owns in fee, subject to easements with Public Service. Public Service owns and operates certain transformers and related equipment and facilities within Substation F that are directly dedicated to providing electric service to IBM’s Boulder campus. IBM also owns and operates facilities and equipment at Substation F necessary to receive and utilize electricity provided by Public Service via the statewide electric grid. 7. Public Service and IBM also own and operate facilities and equipment at Substation F used to interconnect and supply electric power generated by a solar development located on IBM’s property. The facilities and equipment of Public Service and IBM at Substation F are integrated and intertwined to provide power to IBM’s Boulder campus. While IBM does not have access to the detailed description of property and related rights to be taken at Substation F, even the high-level descriptions in the Petition make clear that the Petition implicates IBM-owned facilities, equipment, contracts and real property rights that will be taken or damaged as a result of Boulder’s Petition for condemnation. The facilities, real property, contractual rights, and other interests involved in this proceeding are also the subject of an ongoing proceeding before the Commission, to which IBM is an intervenor. As directed by the convention adopted in the PUC proceeding to protect highly confidential information. Attachment to Order - 2019CV30637 5 Boulder District Court in 2015, the purpose of that PUC proceeding is to provide “the PUC its constitutional right to investigate and determine how the facilities should be assigned, divided, or jointly used to protect the system’s effectiveness, reliability and safety, as well as any other matter affecting the public interest.” See City of Boulder v. Pub. Utils. Comm’n, Case No. 14CV30047, at 12 (Boulder Dist. Ct. Jan. 14, 2015). 8. On September 14, 2017, the PUC issued Decision No. C17-0750,3 wherein Boulder seeks approval of its proposed separation plan, and the real property and facilities it seeks to condemn to form a municipal electric utility. To date, Boulder has not satisfied the Commission’s conditions, obtained Commission approval of assets and real property for transfer, or obtained a Commission finding that Boulder’s proposed separation will protect the system’s effectiveness, reliability, and safety – all of which are constitutionally-grounded prerequisites to Boulder filing this action. Further, on January 25, 2019, Public Service filed a Petition for Declaratory Orders With Regard to the Portion of Commission Decision C17-0750 Concerning Public Service Assets (Real and Personal) Inside Substations with the PUC, which IBM joined and which is still pending before the PUC. The Petition for Declaratory Order seeks clarity confirming that Boulder does not have Commission approval – conditional or otherwise – to proceed with condemning facilities and real property located within the electric substations in Boulder. Notwithstanding the Petition for Declaratory Order, Boulder’s instant Petition makes clear it is seeking to condemn electric substations in Boulder – including Substation F, which 3 Application of the City of Boulder, Colorado for Approval of the Proposed Transfer of Assets from Public Service Company of Colorado and Associated Authorizations and Relief, Decision Granting, In Part and With Conditions, and Denying, In Part and With Conditions, Third Supplemental Verified Application, Proceeding No. 15A-0589E, Decision No. C17-0750 (mailed Sept. 14, 2017). Attachment to Order - 2019CV30637 6 serves IBM. See, e.g., Petition paragraph No. 24(C), referencing Boulder Amended Exhibit 3, ¶ 26. Needless to say, the instant proceeding is inescapably related to the ongoing PUC proceeding. Accordingly, it is necessary and appropriate that IBM be granted intervenor status in this proceeding, to ensure its ability to fully protect and defend its interests. CROSS PETITION / INTERVENTION AUTHORITY 9. As the Colorado Supreme Court has made plain, “eminent domain proceedings are special statutory proceedings and are to be conducted strictly according to the procedures set out in the eminent domain statute ....” Ossman v. Mountain States Telephone and Telegraph, 520 P.2d 738, 742 (Colo. 1974). Moreover, the constitutional protection against the taking of private property by government without due process imposes on the condemning governmental entity a requirement of strict compliance with and interpretation of the pertinent condemnation statutes. … Thus, while eminent domain statutes are strictly construed against the government, they must be liberally construed in favor of property owners. Platte River Power Authority v. Nelson, 775 P.2d 82, 83 (Colo. App. 1989). 10. Pursuant to ¶ 8 of the Petition, Petitioner is proceeding in this action under C.R.S. § 38-1-101 et seq., which contains Colorado’s primary eminent domain procedure. C.R.S. § 38-1-109 provides in part: Any person not made a party to such proceeding may become such by filing a cross petition at any time before the hearing, setting forth that he is an owner or has an interest in the property sought to be taken or damaged by the petitioner and stating the character and extent of such interest. The rights of such person shall thereupon be fully considered and determined. Attachment to Order - 2019CV30637 7 11. The language of C.R.S. § 38-1-109 is consistent with Article II, Section 14 of the Colorado Constitution, which states in part: “Private property shall not be taken or damaged, for public or private use, without just compensation.”4 12. In keeping with the forgoing, “[i]ntervention has been refused in eminent domain proceedings only where the intervener has no interest in the property.” Board of County Commissioners of Weld v. Anderson, 525 P.2d 478, 480 (Colo. App. 1974), aff’d, Anderson v. Union Pacific Railroad Company, 534 P.2d 1201 (Colo. 1975). 13. Because this is a condemnation action brought pursuant to the special statutory procedures outlined by C.R.S. § 38-1-101et seq., the specific intervention procedure dictated by C.R.S. § 38-1-109 must be followed in this action, as opposed to the general civil case intervention procedure of C.R.C.P. 24. See C.R.C.P. 81(a); see also City of Steamboat Springs v. Johnson, 252 P.3d 1142, 1145 (Colo. App. 2010). IBM’S PROPERTY INTERESTS RELATING TO SUBSTATION F 14. With respect to the Substation F, IBM holds the following property interests and rights: a. IBM is the owner in fee of the property upon which the Substation F is located. While IBM does not have access to the detailed property description attachments accompanying the Petition, it appears from the generic descriptions of that property in the Petition that Boulder may be purporting to condemn the real property, owned by IBM, upon which Substation F is located. 4 COLO. CONST. art. II § 14. Attachment to Order - 2019CV30637 8 b. IBM is the owner in fee of the property required for access to Substation F from the public right-of-way. While IBM does not have access to the detailed property description attachments accompanying the Petition, it appears from the generic descriptions of that property in the Petition that Boulder may be purporting to condemn the property required for access to Substation F from the public right-of-way. c. IBM is a party to “Public Service Company of Colorado Utility Easements” agreement dated December 9, 1991 and recorded in the office of the Boulder County Clerk and Recorder, as amended by the “Amendment to Public Service Company of Colorado Easements” dated May 12, 2011 and recorded March 6, 2017 at Reception No. 03578494 in the office of the Boulder County Clerk and Recorder, in addition to an easement between IBM and Public Service dated June 9, 1966, Reception No. 817540 (together, attached hereto as Exhibit A; the “Public Service Easements”). While IBM does not have access to the detailed property description attachments accompanying the Petition, it appears from the generic descriptions of that property in the Petition that Boulder may be purporting to condemn these Public Service Easements, to which IBM is a party and in which IBM has its own property interest. IBM also has reason to believe Boulder is seeking to condemn the Public Service Easements based on filings made with the PUC in related Proceeding No. 15A-0589E. Attachment to Order - 2019CV30637 9 d. IBM and Public Service continue to operate pursuant to the terms of an “Electric Service Agreement” dated April 28, 2009 between IBM and Public Service, by which Public Service provides service to IBM. (attached as Exhibit B hereto; the “ESA”).5 The service Public Service provides to IBM is also subject to Public Service’s PUC-approved Transmission General Electric Tariff, COLO. PUC No. 8 Electric, Third Rev’d Sheet No. 70 (“Schedule TG”). The Schedule TG tariff provisions also create a contract between IBM and Public Service. Pursuant to the ESA and Schedule TG, IBM pays Public Service a Commission-approved monthly Service and Facilities Charge of $98,640.00. i. While IBM does not have access to the detailed property description attachments accompanying the Petition, it appears from the generic descriptions of that property in the Petition that Boulder may be purporting to condemn the ESA, to which IBM is a party and in which IBM therefore has its own property interest, or that Boulder may be damaging these interests in a manner that must be compensated for under the Colorado Constitution and other relevant eminent domain law. ii. While IBM does not have access to the detailed property 5 Exhibits B, C, and D have been redacted as they contain commercially sensitive, trade secret, and proprietary terms and conditions, or information subject to protection under the PUC’s protective order. Attachment to Order - 2019CV30637 10 description attachments accompanying the Petition, it appears from the generic descriptions of that property in the Petition that Boulder may be purporting to condemn the contract for service that exists between IBM and Public Service, pursuant to Schedule TG, to which IBM is a party and in which IBM therefore has its own property interest that may be taken or damaged by Boulder’s condemnation. e. IBM is a party to the “Solar Rewards REC Purchase Contract” dated January 11, 2019 between Public Service, IBM, and DG Colorado Solar, LLC regarding a solar energy development located on IBM’s Boulder campus (attached as Exhibit C hereto; the “REC Contract”). While IBM does not have access to the detailed property description attachments accompanying the Petition, it appears from the generic descriptions of that property in the Petition that Boulder may be purporting to condemn the REC Contract, to which IBM is a party and in which IBM therefore has its own property interest. f. IBM is a party to the “Small Generator Interconnection Agreement” dated February 15, 2019 between Public Service, IBM, and DG Colorado Solar, LLC regarding a solar energy development located on IBM’s Boulder campus (attached as Exhibit D hereto; the “Interconnection Agreement”). While IBM does not have access to the detailed property description attachments accompanying the Petition, it appears from the generic Attachment to Order - 2019CV30637 11 descriptions of that property in the Petition that Boulder may be purporting to condemn the Interconnection Agreement, to which IBM is a party and in which IBM therefore has its own property interest. PETITIONER’S TAKING AND EFFECT ON IBM PROPERTY AND INTERESTS 15. IBM is owner in fee of the property under Substation F. Public Service owns and operates facilities and equipment under the Public Service Easements (Exhibit A). IBM’s property has been taken by Petitioner in this action to the extent that Petitioner’s taking expands the scope of the Public Service Easements, as set forth below. 16. The Public Service Easements provide specific rights to Public Service to use IBM’s property as necessary for operation of Substation F. The Public Service Easements clearly contemplate that IBM and Public Service will be the only parties to these agreements. However, ¶ 39(E) of the Petition states: “At [XXX] Substation [F], Boulder will own the distribution equipment currently owned by Xcel and pay for construction of a new electrical equipment enclosure for Xcel.” This statement in the Petition clearly contemplates that both Petitioner and Public Service will occupy the Public Service Easement areas after the taking. Petitioner will not just replace Public Service as a party to the agreements, but rather both Petitioner and Public Service would become parties to the agreements along with IBM. With the new enclosure being constructed by Petitioner within the area of the Public Service Easements as a result of Petitioner’s project, Petitioner has also expanded the scope of the agreements. As such, the property rights of IBM in the Public Service Easements and in the underlying fee ownership are taken and/or damaged by Petitioner’s taking. Attachment to Order - 2019CV30637 12 17. The ESA (Exhibit B) between IBM and Public Service constitutes the agreement between the parties for electric service to IBM’s Boulder campus through Substation F. This Agreement provided for a major expansion of Substation F to serve IBM’s Boulder campus needs. Pursuant to the Petition, Petitioner would be taking and occupying the position of Public Service with respect to this agreement as ¶ 25(G). of the Petition identifies “Agreements between Xcel and third parties which are necessary to operate the Property or for third parties use of the Property ....” as a part of the property condemned in this action. A critical aspect of the ESA is that “all electric power and energy supplied hereunder and the rates for such service are subject to the jurisdiction, rules and regulations of the Commission.” Exhibit B ¶ 11. The “Commission” referred to in the ESA is the Colorado Public Utilities Commission, or “PUC”, as previously noted. Most importantly, the monthly service and facilities charge for the unique electric service and facilities provided to IBM by Public Service under the ESA are subject to Public Service’s Tariff established and regulated by the PUC. Exhibit B ¶ 7; see also Schedule TG. 18. Upon acquisition in this case of Public Service’s rights and obligations under the ESA, Boulder would assume the position of Public Service under the ESA. However, Petitioner, as a municipal utility to be formed after the condemnation case, will not be required to set its electric service rates in accordance with PUC regulations. Cf. Petition ¶ 66; see also Poudre Valley Rural Electric Association, Inc. v. City of Loveland, 807 P.2d 547 (Colo. 1991). Therefore, Petitioner’s taking of Public Service’s interest in the ESA materially affects IBM’s interest in that agreement, changing the terms of one of the most important provisions of the agreement – PUC regulation and oversight of electric service provided to IBM, including the Attachment to Order - 2019CV30637 13 rates IBM must pay for such electric service. As such, the property rights of IBM in the ESA are taken and/or damaged by Petitioner’s taking. 19. Petitioner’s taking of Public Service’s interest under the ESA also affects another prominent provision of that agreement. The ESA provides for the indemnification of IBM by Public Service as follows: Company shall indemnify and hold harmless Customer from and against any demand, claim, cause of action, judgment and expense, including attorney fees, and all loss or damage, arising from any injury or damage to person or property which occurs as a result of facilities, conditions or events on Company’s side of the points of delivery. Exhibit B ¶ 10. 20. The above-quoted indemnity provision of the ESA establishes no cap or limitation on Public Service’s obligation to indemnify IBM. The liability of Petitioner, as a Colorado home rule municipal government, is controlled and limited by Colorado’s Governmental Immunity Act, C.R.S. § 24-10-101 et seq., and the dollar judgment limitations contained therein. Therefore, upon Petitioner’s taking of Public Service’s interest under the ESA, the above quoted indemnification will be materially impacted, materially affecting IBM’s right under the ESA. Petitioner’s taking of Public Service’s interest in the ESA materially affects IBM’s interest in that agreement, diminishing the effect of one of the most important provisions of the agreement - indemnification. As such, the property rights of IBM in the ESA are taken and/or damaged by Petitioner’s taking. 21. The REC Purchase Contract (Exhibit C) is a three-party contract between IBM, Public Service and solar energy contractor DG Colorado Solar, LLC. Under the REC Contract, Attachment to Order - 2019CV30637 14 Public Service purchases Renewable Energy Credits (“RECs”) from DG Solar generated from the solar facility located on IBM’s property. Pursuant to a Small Generator Interconnection Agreement (Exhibit D), certain facilities were constructed within Substation F to interconnect the solar array to IBM and Public Service’s electric systems. Under the REC Contract and Interconnection Agreement, Public Service is responsible for the design, construction, and installation of facilities located at Substation F and dedicated to the solar array. 22. It is unclear from the Petition whether Petitioner is acquiring Public Service’s interests under the REC Contract and Interconnection Agreement. However, even if Petitioner purports to exempt from the taking Public Service’s interests under these agreements, there will be resulting physical modifications necessary at Substation F to achieve separation. It is probable these physical modifications would materially affect IBM’s interests under these agreements. On the other hand, if Petitioner is acquiring Public Service’s interests under these agreements, IBM’s interests under the agreements is again affected and materially altered. Petitioner may not be legally authorized to purchase RECs under the agreements and the indemnity provisions of the agreements would again be altered by Petitioner’s access to the Governmental Immunity Act. In either event, the property rights of IBM under the REC Contract and Interconnection Agreement are taken and/or damaged by Petitioner’s taking. CONCLUSION 23. As required by C.R.S. § 38-1-109, IBM has set forth that it is an owner or has interests in the property sought to be taken or damaged by Petitioner and has stated the character and extent of such interests. Therefore, IBM is entitled to intervene as a respondent in this condemnation action. Attachment to Order - 2019CV30637 15 24. Because detailed descriptions of the property and interests taken in this action are not available to IBM and are protected from review, intervention by IBM in this case is essential, and particularly warranted, so that IBM is able to discover the exact extent to which Petitioner is taking or damaging its property rights and interests and thereby protect IBM’s right to just compensation. 25. The facilities, real property, contractual rights, and other interests involved in this proceeding are also the subject of PUC Proceeding No. 15A-0589E. The PUC has not authorized Boulder to proceed to condemnation or determined that Boulder’s proposed separation will result in safe, effective, and reliable electric service to IBM. Therefore, IBM’s intervention is further warranted on grounds it is an intervenor in the ongoing and related PUC proceeding. 26. Petitioner has not made the exhibits to the Petition public, making it impossible for IBM to ascertain the true and actual extent of Petitioner’s taking. In the event Petitioner objects to IBM’s intervention in this case and this Court denies IBM’s Cross Petition, IBM requests this Court, at a minimum, allow IBM to file a petition and conduct discovery in this action pursuant to the guidelines of C.R.C.P. 27 to ascertain the true and actual extent of Petitioner’s taking and effect on IBM’s property rights and interests. 27. Finally, in the event of any objections to this Cross Petition, IBM requests a hearing before this Court where IBM could present this Court with evidence of its property rights and interests in the property condemned in this action. Attachment to Order - 2019CV30637 16 WHEREFORE, IBM respectfully requests this Court accept this Cross Petition and allow IBM’s intervention in this condemnation action. IBM further requests that upon this Court’s order allowing IBM’s intervention in this case, IBM be granted leave to answer or otherwise respond to the Petition as allowed under Colorado’s eminent domain statutes and the Colorado Rules of Civil Procedure. In the event of any objection to this Cross Petition, IBM further requests this Court allow discovery as to the property rights and interests condemned in this action and that this Court conduct an evidentiary hearing on IBM’s Cross Petition. Dated this 16th day of August, 2019. Respectfully submitted, /s/ Douglas S. Widlund Douglas S. Widlund, #21042* 7200 South Alton Way, Suite A220 Centennial, CO 80112 Telephone: 303.839.1550 E-mail: doug@butcherwidlund.com Raymond L. Gifford, #21853* Caitlin M. Shields, #41539* Wilkinson Barker Knauer, LLP 1755 Blake Street, Suite 470 Denver, CO 80202 Telephone: 303.626.2350 Fax: 303.626.2351 E-mail: rgifford@wbklaw.com cshields@wbklaw.com Attorneys for Cross Petitioner IBM *Counsel of Record6 6 In accordance with C.R.C.P. 121 § 1-26(7), a printable copy of this document with original signature is maintained by Cross Petitioner’s counsel, and will be made available for inspection by other parties or the Court upon request. Attachment to Order - 2019CV30637 CERTIFICATE OF SERVICE I hereby certify that on this 16th day of August, 2019 a true and correct copy of the foregoing Cross Petition of International Business Machines Corporation was electronically filed and served via the Colorado Courts E-filing system (“CCEF”) to the following, in accordance with C.R.C.P. § 1-26(6) and C.R.C.P. § 5(b)(1): Attorneys for Petitioner, City of Boulder: Thomas A. Carr Kathleen E. Haddock Office of the Boulder City Attorney P.O. Box 791 Boulder, CO 80306 carrt@bouldercolorado.gov haddock@bouldercolorado.gov HAMRE, RODRIGUEZ, OSTRANDER, & DINGESS, PC Donald M. Ostrander Richard F. Rodriguez 3600 S. Yosemite Street, Suite 500 Denver, CO 80237 dostrander@hrodlaw.com rrodriguez@hrodlaw.com Attorney for Defendant, Paul Weissman, in his Official Capacity as Treasurer of Boulder County Olivia D. Lucas Office of the Boulder County Attorney P.O. Box 471 Boulder, CO 80306 olucas@bouldercounty.com Attorneys for Defendant Public Service Company of Colorado d/b/a Xcel Energy FAEGRE BAKER DANIELS, LLP John R. Sperber Sarah M. Kellner Brandee L. Caswell Matthew Dumont Clark Katharine M. Gray Sean J. Metherell 1144 15th Street, Suite 3400 Denver, Colorado 80202 Attorneys for Intervenor, the Colorado Public Utilities Commission Philip J. Weiser, Attorney General Paul C. Gomez, First Assistant Attorney General Ruth M. Harper, Assistant Attorney General 1300 Broadway, 6th Floor Denver, CO 80203 paul.gomez@coag.gov ruth.harper@coag.gov WIDLUND LAW, L.L.C. /s/ Douglas S. Widlund Douglas S. Widlund Attachment to Order - 2019CV30637