Staff Report Item 13
Staff Report Item 13
To: Ava Community Energy Authority
From: John Perkins, Legal Director
Subject: Updating Ava’s Procurement Policy for non-energy purchases Date: October 22, 2025
__________________________________________________________________ Summary/Recommendation
This Staff Report proposes amending the current Administrative Procurement Policy as reflected in the version included with this Staff Report in order to:
● add clarity,
● reduce administrative burden,
● match dollar thresholds to Ava’s level of organizational maturity and Ava’s peers in the industry,
● allow for more nimble updates,
● and reduce non-essential legal spend.
Financial Impact
Reduction in monthly outside counsel spend, approximately $2,000 per month.
Staff Report Item 13
Analysis and Context
The updated Administrative Procurement Policy is designed to reduce ambiguity and related administrative overhead, to respond to Ava’s needs as a maturing agency, and to allow for greater agility by permitting limited updates while maintaining transparency and appropriate oversight.
1. Background 2
1.1. The Procurement Policy and Contract Operations 2
2. At A Glance: Current vs. Proposed 3
3. Detailed Discussion 5
3.1. Three-step compliance process 5
3.2. Tailored Categories 5
3.3. Updated Board Approval Threshold 6
3.4. Policy Updates 7
3.5. Approval as to Form 8
3.6. Spending Authority by Job Level 8
3.7. Compliance with Legal Authority 8
3.8. Availability of Longer Contract Terms 9
1. Background
Ava’s Administrative Procurement Policy was originally developed when Ava (then EBCE) was nascent, and the policy largely reflects the content of the procurement policies of pre-existing CCAs. This was an efficient and effective strategy at the time, however the policy has not grown and evolved with Ava and has become a frequent source of confusion and expense, impairing Ava’s ability to make purchases without considerable administrative overhead and legal cost. Though the policy has undergone slight updates over time, it has not been tailored to Ava’s needs nor has it reflected Ava’s growth and maturity.
1.1. The Procurement Policy and Contract Operations
The creation of Ava’s Legal team and the adoption of digital contract management tools and related processes has added consistent oversight to Ava’s transactions. Most of the updates proposed in the new Procurement Policy can be dynamically captured in the contract management system, virtually eliminating compliance breaches.
Staff Report Item 13
2. At A Glance: Current vs. Proposed
Current Proposed In short
1 Lacks express steps for how
to comply with the policy.
Applies a 3-step process to
ensure Staff compliance
with the policy.
Eliminates the ambiguity,
and associated internal
investigation of complying
with the policy.
2 Discusses two (2) main
categories of purchases,
“Non-Professional Goods
and Services” and
“Professional Services,”
plus various purchase
transactions with ambiguous
criteria and requirements.
Details nine (9) categories
that reflect Ava’s purchase
types and clearly indicate
the requirements for each.
The current policy
consistently raises
questions from Staff for
clarification regarding what
they must do to comply with
the policy. The proposed
categories are more clear
and specific, and are
matched to clear and
specific steps for Staff to
comply with the policy.
3 Requires contracts in
excess of $100,000 to
obtain Board approval.
Contracts in excess of
$250,000 require Board
approval.
The current threshold
creates significant expense
in terms of staff time and
external legal review without
providing commensurate
value, and the new
threshold brings us closer to
the CCA industry standard
(matching SJCE, SCP,
SVCE, PCE, & MCE) while
still being conservative for
Ava’s size.
4 Requires any change to the
Procurement Policy to
obtain Board approval.
Changes to dollar value
thresholds require Board
approval, but other changes
may be made at the
approval of the CEO and
General Counsel provided
that the Board is promptly
notified.
Currently any change
requires Board approval
(and an accompanying
Resolution and Staff Report
with legal review). The
proposed version reduces
the time and expense of
non-monetary changes but
keeps the Board notified of
such changes.
Staff Report Item 13
Current Proposed In short
5 Requires transactions in
excess of $5,000 to obtain
approval as to form by the
General Counsel.
Transactions in excess of
$35,000 require approval as
to form by an authorized
Ava attorney.
Ava’s legal team processes
all transactions (except for
designated low-risk, low-dollar purchases),
consistently applying legal
review. $35,000 is the
threshold after which Ava
leverages its contract
template designed for larger
transactions.
6 Establishes the following
spending authority by job
level:
Proposes spending
authority by job level:
Summary of determination:
Level 11 (Director): $5,000 Level 11 (Director): $10,000 Under the Federal Acquisition Regulations,
“Micro-purchase threshold
means $10,000” (though
this can be subject to
legislative carve-outs)1 and
this threshold is leveraged
by California government
agencies.2 The Director
threshold has been matched
to such micro-purchases.
Level 12 (Senior Director) or
Level 13 (Vice President):
$15,000
Level 12 (Senior Director):
$35,000
Purchases of up to $35,000
are usually smaller, less
complex transactions
executed using Ava’s
Purchase Rider.
Level 14 (Senior Vice
President or Chief Officer):
$25,000
Level 13 (Vice President):
$100,000
Distinguishes the VP spend
threshold from the Senior
Director threshold; reflects
inflation; maps to the
threshold for RFPs.
General Counsel: $50,000 Level 14 (Senior Vice
President or Chief Officer)
or General Counsel:
$150,000
This matches the threshold
set by fellow CCAs SCP
and MCE.
1 See 48 C.F.R. § 2.101.
2 See e.g. CA ADC AIR Reg. XI, RULE 1101.
Staff Report Item 13
Current Proposed In short
CEO: $100,000 CEO: $250,000 Permits the CEO to approve
all agreements below the
threshold for Board
approval.
7 Includes content and
requirements of specific
laws and regulations.
Removes redundant content
and directs Staff to contact
Ava’s Legal team when
transaction criteria implicate
legislative or regulatory
requirements.
Requirements of specific
laws and regulations have
been removed from the
policy because they fell out
of sync with evolving laws.
The process of identifying
such requirements has been
moved to the legal review
process.
8 Ties contracts to budgets
such that it limits contract
terms to one year.
Permits contract terms to be
up to seven years, requiring
that the first year be
budgeted and that the
remainder of the term be
included in the budget for
the applicable year.
Limiting the term of a
contract limits Ava’s
financial negotiating power
and creates avoidable
overhead in the form of
annual renewals.
3. Detailed Discussion
The current Administrative Procurement Policy presents challenges to Ava Staff including the following:
● Ambiguous requirements that create material administrative overhead as Staff attempts to comply with unclear direction. Staff’s diligence in seeking to comply with requirements has caused and continues to cause material expenditure of effort. ● Dollar thresholds for approvals that are no longer current prompt Staff to develop Staff Reports and proposed resolutions for quotidian transactions, costing legal review dollars as well as Staff time.
● Undue burden and delay from impractical solicitation requirements for categories of transaction that either (1) do not warrant that level of administrative burden or (2) by their nature, complexity, and/or importance warrant a more customized approach.
3.1. Three-step compliance process
Ava’s current Administrative Procurement policy introduces concepts including (i) categories of contracts, (ii) legal and regulatory obligations, (iii) approval thresholds, (iv) exceptions to policy rules, and (v) requirements for Requests for Proposal and Requests for Quotes, but does not explain the reasoning behind these concepts nor instruct Staff how to comply with the policy.
To address this, the proposed policy presents a three-step process instructing staff to (1) collect documentation, where the specific documents are set forth in the policy; (2) identify the Staff Report Item 13
transaction type from a list of transaction types set forth in the policy; and (3) complete the transaction requirements for the applicable transaction type, all of which are clearly spelled out in the policy. This will facilitate Staff’s compliance with the policy and reduce recurring questions on the topic.
Additionally, the current policy does not detail how to address changes to an existing contract that cause it to exceed a threshold. The proposed policy sets forth a calculation to identify when a change warrants further review and when it may proceed without additional steps.
3.2. Tailored Categories
The transaction types in the proposed draft were developed in coordination with Ava’s functional leads and other key personnel to reflect the purchases in which Ava engages. The current categories of “Professional Services” and “Goods and Non-Professional Services” lack clear definitions that Staff can consistently apply to categorize transactions. Furthermore and more problematically, the current policy does not provide clear direction about specialized transactions, such as public works engagements.
By working with Staff to develop categories of transactions, we were able to map appropriate requirements to each category. The proposed policy establishes the following categories based on conversations with Ava’s leadership:
1. Micro-purchases (meaning a purchase of physical goods and/or non-construction services for up to $10,000” reflecting federal statute).
2. Mission-critical products and services.
3. Exigent or emergency transactions.
4. Routine administrative transactions.
5. Sole source transactions.
6. Cooperative purchasing (purchases from another government agency or leveraging a substantially similar contract already entered into by such an agency).
7. Regulated transactions (public works engagements or transactions paid for using grant funds).
8. Professional services.
9. General products and services.
10. Combination transactions, where the transaction implicates more than one of the above categories.
Each transaction type is subject to one or more of the following transaction requirements:
A. Universal purchase requirements, applicable to all purchases.
B. Contracting requirements, applicable to most purchases.
C. Solicitation requirements, based on spend thresholds.
D. Compliance requirements, for regulated transactions.
E. Board approval, based on spend threshold.
Staff Report Item 13
3.3. Updated Board Approval Threshold
The current procurement policy requires any expenditure greater than $100,000 to be conditioned on Board approval, and this threshold has been the same since Ava’s inception.
Though this threshold was warranted at Ava’s creation, it now (1) is out of sync with the industry; (2) creates material overhead for Staff; (3) creates overhead for the Board, (4) causes Ava to incur avoidable legal expenses; and (5) does not reflect inflation or Ava’s expansion.
Each time Ava Staff brings a proposed transaction to the Board of Directors, a Staff member must develop a Staff Report in support of the transaction, and create a Resolution for the Board to execute if the Board opts to approve the transaction. These documents are often also accompanied by learning aids such as slides. This consumes the time of the Staff member, as well as the Clerk in developing materials for the Board. Additionally, each Staff Report and Resolution must undergo legal review by outside counsel, incurring legal fees.
Since June of 2024, 59 contracts over $100,000 have been approved by the Board. For each, approval was granted via the consent agenda. Twenty-five of those transactions were for an amount under $250,000 and those transactions were for purchases that did not reasonably warrant Board attention, such as purchasing design services for marketing initiatives or engaging SaaS providers for IT infrastructure.
This supports the decision by Ava’s peers to have higher approval thresholds. Ava’s threshold is currently $100,000, or .011% of its annual budget. Marin Clean Energy (MCE), Peninsula Clean Energy (PCE), Silicon Valley Clean Energy (SVCE), San José Clean Energy (SJCE), and Sonoma Clean Power (SCP) all have Board approval thresholds of $250,000, and of that group MCE’s threshold is the lowest percentage of budget, at 0.032%. In contrast, by increasing its threshold to $250,000, Ava’s percentage of budget would still be only 0.029%, the most conservative of its peers.
In addition to the points above, Staff identifies the following additional support for this threshold change:
1. This update makes one material change one time, rather than a series of changes, in order to (1) make up for multiple years without increases; (2) account for Ava’s expanded geographic scope; and (3) minimize overhead and disruption in operations by setting one threshold that Ava can apply for a meaningful period of time rather than a series of incremental updates that would create more overhead and delay the adoption of a more industry standard threshold.
2. This update frees the Board from being obligated to approve less critical contracts, but still allows Staff to bring lower dollar value contracts to the Board at Staff’s discretion.
3. Ava will continue to disclose on a monthly basis all of the agreements entered into in the previous month, and all such agreements continue to be available to the public upon request under the Public Records Act.
4. All agreements undergo appropriate management approval based on dollar value, and all large dollar value contracts require legal approval as to form.
5. All purchases over $10,000 undergo legal review and approval.
Staff Report Item 13
6. Internal controls still apply, so increasing the Board threshold does not equate to diminished oversight but rather a more efficient delegation of authority within an already controlled environment. Even with a higher threshold, all expenditures are still:
a. Governed by Board-approved budgets.
b. Subject to procurement policies and competitive bidding requirements. c. Reviewed by internal finance and legal teams.
d. Reported to the Board through regular reporting.
e. Subject to multiple layers of management approval.
3.4. Policy Updates
To date, any change to the Administrative Procurement Policy, no matter how small, has required the approval of the Board. In addition to absorbing Board time, it has required time on the part of Staff, the Clerk, and outside counsel to develop, review, and include Board documents for the update. To conserve all of these resources, the proposed policy allows for updates that can be included with the approval of both the CEO and General Counsel provided that (1) those updates do not change dollar-value thresholds and (2) the updates are promptly reported to the Board.
3.5. Approval as to Form
To date, any expenditure by Ava in excess of $5,000 has required a signature by Ava’s General Counsel confirming that the GC “approves as to form,” or determines that the contract is sufficient and enforceable. The proposed policy increases that threshold to $35,000 because (1) all contracts are managed by Ava’s legal team and (2) $35,000 is the threshold at which Ava applies its more rigorous contract template intended for larger purchases. This will remove the administrative step of the General Counsel signing smaller contracts but retains legal review and approval because Ava’s Legal team has established a consistent contracting process.
3.6. Spending Authority by Job Level
Ava’s spend authority levels have only been updated once, and then quite modestly, since the current procurement policy was launched.
● Director level: currently this is set at $5,000 which is half the value of a micro-purchase as discussed above. The proposed threshold is $10,000 which would provide signatory authority only for micro-purchases.
● Senior Director level: currently Senior Directors and VPs share the same threshold of $15,000. The proposed threshold is $35,000, which permits Senior Directors to provide signatory authority for what Ava has identified as small purchases which can be executed with Ava’s Purchase Rider template.
● Vice President level: currently, VPs share the $15,000 threshold with Senior Directors.
The proposed threshold allows VPs to approve purchases under the threshold at which transactions require an RFP.
Staff Report Item 13
● Senior Vice President / Chief Officer / General Counsel level: currently, SVPs and Chief Officers have a threshold of $25,000 and the General Counsel has a threshold of $50,000. The proposed threshold is $150,000 which matches the thresholds of Sonoma Clean Power (SCP) and Marin Clean Energy (MCE).
● CEO level: As detailed in Section 3.3, the proposed threshold for the CEO becomes $250,000 so the CEO can serve as the approval authority for any agreement that would not need Board approval.
3.7. Compliance with Legal Authority
The current policy sets forth specific requirements of select laws and regulations, however that content has not been maintained and is not current with the state of the law today. To maintain compliance but avoid asynchronization, the proposed policy removes the specifics and instead identifies common criteria that indicate additional legal requirements and instructs the relationship manager to contact Ava’s Legal team. Additionally, (1) all agreements over $10,000 must undergo legal review, and (2) Ava’s templates have legal compliance built in by default.
3.8. Availability of Longer Contract Terms
The Procurement Policy has functionally limited the term of agreements executed by Ava to no more than 1 year, which decreases Ava’s buying power and ability to negotiate for better pricing since we refrain from committing for a longer period of time. This also creates additional overhead for Ava Staff because each contract must be renewed annually.
The proposed policy allows contracts to extend to as much as seven (7) years, and allows for purchase commitments that are shorter than the term of the contract – for instance, Ava can sign a 7-year master agreement but execute an order form for a 3-year purchase. The proposed policy requires that budget is available for the initial/current year of the agreement, and requires that the relationship manager secure budget approval for future years.
Attachments
A. Resolution
B. Draft Administrative Procurement Policy version 1.12 C. Presentation
Attachment Staff Report Item 13A
RESOLUTION NO. R-2025-XX
A RESOLUTION OF THE BOARD OF DIRECTORS
OF THE AVA COMMUNITY ENERGY AUTHORITY UPDATING AVA’S
PROCUREMENT POLICY FOR NON-ENERGY PURCHASES
WHEREAS Ava Community Energy Authority (“Ava”) was formed as a community choice aggregation agency (“CCA”) on December 1, 2016, under the Joint Exercise of Powers Act, California Government Code sections 6500 et seq., among the County of Alameda, and the Cities of Albany, Berkeley, Dublin, Emeryville, Fremont, Hayward, Livermore, Piedmont, Oakland, San Leandro, and Union City to study, promote, develop, conduct, operate, and manage energy-related climate change programs in all of the member jurisdictions. The cities of Newark and Pleasanton, located in Alameda County, along with the City of Tracy, located in San Joaquin County, were added as members of Ava and parties to the Joint Powers Agreement (“JPA”) in March of 2020. The city of Stockton was added as a member to Ava in September of 2022. The city of Lathrop was added as a member to Ava in October of 2023. San Joaquin County was added as a member to Ava in July 2024. On October 24, 2023, Ava legally adopted the name Ava Community Energy Authority, where it had previously used the name East Bay Community Energy Authority since its inception.
WHEREAS Ava adopted its original Administrative Procurement Policy in 2018; and
WHEREAS that original Policy has not undergone material updates since its inception; and
WHEREAS the existing policy creates material inefficiencies that can be corrected with an updated policy;
NOW, THEREFORE, THE BOARD OF DIRECTORS OF AVA COMMUNITY ENERGY AUTHORITY DOES HEREBY RESOLVE AS FOLLOWS:
Section 1. The Board resolves to amend and supersede the current Administrative Procurement Policy with Version 1.12 of the Policy in order to add clarity, reduce administrative burden, match dollar thresholds to Ava’s level of organizational maturity and Ava’s peers in the industry, allow for more nimble updates, and reduce non-essential legal spend.
ADOPTED AND APPROVED this 22nd day of October, 2025.
Attachment Staff Report Item 13A
Betsy Andersen, Chair
ATTEST:
Adrian Bankhead, Clerk of the Board
1 Administrative Procurement Policy
Policy Number 1.12 (DRAFT)
October 22, 2025
I. Background and Purpose
II. Policy Compliance Steps for Ava Staff: 3 Steps
Required Documentation
Transaction Types
Power procurement
Power procurement transaction requirements
Combination
Combination transaction requirements
Micro-purchase
Micro-purchases transaction requirements
Mission-critical products and services
Mission-critical products and services transaction requirements Exigent or emergency
Exigent or emergency transaction requirements
Routine administrative
Routine administrative transaction requirements
Sole source
Sole source transaction requirements
Cooperative purchasing
Cooperative purchasing transaction requirements
Regulated
Regulated transaction requirements
Professional services
Professional services transaction requirements
General products and services
General products and services transaction requirements
Transaction Requirements
Universal requirements
Multiple Transactions with a Counterparty
Contracting requirements
Solicitation requirements
Solicitation exception
Compliance requirements
Board Approval
Attachment Staff Report Item 13B
2 Board Approval: Amendments, Recurrences, and Multiple Transactions III. Formal RFP/RFQ Procedures
IV. Contracting Operations
Signing Authority for Expenditures
Signing Authority for incremental additional purchases or amendments Signing Authority for non-purchase documents
Signing Authority delegation
V. Implementation of Policy Updates
VI. Definitions and Topics
I. Background and Purpose
It is in the interest of Ava Community Energy (“Ava”) to establish procurement practices for high-quality materials, finished goods, and services that balance the following:
● facilitating efficient business operations;
● providing fair compensation and local workforce opportunities; and ● maximizing value for cost
whenever possible within a framework of competitive offerings.
II. Policy Compliance Steps for Ava Staff: 3 Steps
Staff shall follow the steps below to comply with this policy:
1. Collect required documentation (page 2).
2. Match the transaction to its transaction type(s) (page 3).
3. Complete the transaction requirements for the transaction type (page 9).
NOTE: Any manager may apply additional requirements at their discretion provided those requirements are communicated to the Relationship Manager and the Legal team.
The 3 steps in this section represent the full scope of responsibility for Staff serving as Relationship Managers coordinating transactions. Other requirements, such as assigning a signatory and collecting approvals, are the responsibility of the Legal team.
Required Documentation
Staff shall collect the following information prior to entering into a procurement transaction:
● Taxpayer identity documentation.
● W-9 for a US-based vendor.
● W-8BEN for an international vendor.
Attachment Staff Report Item 13B
3 ● The full name and email address of the principal vendor contact. ● The full address of the vendor’s place of business (either headquarters or the regional office most relevant to the transaction).
Transaction Types
Review each transaction type below to determine which types apply to your purchase.
Ava categorizes transactions into the types below in order to apply an appropriate balance of safeguards and latitude to each purchase type. Ava recognizes the following types of transactions:
1. Power procurement
2. Combination
3. Micro-purchase
4. Mission-critical products and services
5. Exigent or emergency
6. Routine administrative
7. Sole source
8. Cooperative Purchasing
9. Regulated
10. Professional services
11. General products and services
Power procurement
Power procurement transactions are those that transact for power resources, such as energy, renewable energy credits (RECs), or resource availability (RA). Power procurement transactions are not governed by this policy.
Power procurement transaction requirements
Power procurement transactions may only be executed under the management of Ava’s Power Resources team and in accordance with Ava’s Energy Risk Management Policy.
Combination
A combination transaction is a transaction that spans more than one of the categories below.
Combination transaction requirements
For a purchase that meets the criteria for more than one type of transaction, the Relationship Manager must meet the requirements for all transaction types.
Attachment Staff Report Item 13B
4 For instance, a transaction for a micro-purchase that uses federal funds (making it a regulated transaction) must meet both Universal requirements (page 9) and Compliance requirements (page 11).
Micro-purchase
A transaction qualifies as a micro-purchase if it meets all of the following criteria:
Price: The total price (or not-to-exceed price) does not exceed $10,000.
Subject matter: The purchase is exclusively for one or both of the following:
● Physical goods.
● Services that exclude construction or installation services, or related services such as mechanical designs or building plans.
Governance: The transaction does not involve any of the following:
● A written agreement.
● A purchase document (e.g. order form) containing legal terms. ● A purchase document with a link or other reference to legal terms.
Non-recurring: The transaction may not commit Ava to a series of purchases, though Ava may reserve the right to make subsequent purchases in accordance with this policy.
Micro-purchases transaction requirements
Staff shall complete the following:
● Universal requirements (page 9)
NOTE: Staff shall submit the related purchase document to Ava’s Legal team to route for signature. Ava’s Legal team shall maintain a process for all documents that require signature.
Mission-critical products and services
Transactions for products and services that are, for all practical purposes, essential to Ava’s day-to-day operations qualify as purchases of mission-critical products and services.
Ava categorizes these transactions separately because they regularly raise considerations that require individualized attention and do not fit effectively into a one-size-fits-all strategy for purchasing. Mission-critical products and services can include essential technology infrastructure, commercial real estate procurement, billing/payment services, and customer service.
Ava evaluates whether a transaction qualifies as mission-critical on a case-by-case basis. To confirm whether a transaction is mission critical, Staff shall seek approval from either:
Attachment Staff Report Item 13B
5 ● The CEO; or
● Both the Functional Lead of your department and either the Legal Director or the General Counsel.
Considerations for whether a transaction is mission critical include the following:
● The extent to which Ava’s essential operations are dependent upon the product or service.
● The difficulty level of finding and transitioning to an alternative supplier that meets Ava’s requirements.
● The degree of financial and/or reputational harm Ava would face in the event of an outage or other material instance of unavailability.
To request that a product or service be considered mission critical, take the following steps:
1. Draft a request to management (email preferred) to label the product/service as mission critical, setting forth in detail:
a. Why the product/service is essential to core operations, compliance, or safety; b. Why the product/service has no practicable substitutes or work-arounds; and c. What severe financial, reputational, or legal harm Ava would face from the failure/unavailability of the product/service.
2. Review the proposal with your Functional Lead.
3. Deliver the proposal to the CEO and/or General Counsel/Legal Director for approval.
Mission-critical products and services transaction requirements Staff shall complete the following:
● Universal requirements (page 9)
● Contracting requirements (page 10)
● Board Approval (over $250,000) (page 12)
Exigent or emergency
Exigent transactions are those (1) that a reasonable person would find must be executed without delay, and (2) where no intentional action or inaction by Ava Staff materially contributed to the urgency, for instance:
● Hiring a plumber to fix a leak.
● Abating a pest infestation or addressing a health hazard. ● Remediating compromised access to a facility.
● Finding a replacement for a vendor that became unavailable due to a reasonably unforeseeable circumstance.
Any Ava personnel of Job Level 11 (such as Director) or higher, or the General Counsel, may designate a transaction as an exigent transaction.
Emergency transactions are those that are directly related to or in response to extraordinary circumstances, such as:
Attachment Staff Report Item 13B
6 ● An unexpected occurrence requiring immediate action to prevent or mitigate the loss or impairment of life, health, property, or essential public services, including the provision of energy or power to Ava customers.
● An immediate need to prepare for national or local defense. ● A breakdown in infrastructure or an essential service which requires the immediate purchase of supplies or contractual services to protect public health, safety, or property. ● The declaration of an emergency or disaster by a valid public authority.
Only Ava’s CEO or General Counsel may designate a transaction as an emergency transaction.
Exigent or emergency transaction requirements
Staff shall complete the following:
● Universal requirements (page 9)
● Contracting requirements (page 10)
Routine administrative
Routine administrative transactions must meet all of the following criteria:
Price (or not-to-exceed price): Not in excess of $35,000.
Subject matter: Routine administrative transactions are limited to the following areas of goods and
services:
1. Food services, including restaurants
and catering.
2. Team-building and employee-appreciation events.
3. Travel, including flights and hotel
accommodations.
4. Office supplies, representing
consumable items regularly used in an
office environment.
Transactions for restaurants and other food-service providers, such as caterers, as well as hospitality providers such as hotels are highly regulated in the United States and most other jurisdictions. Additionally, spend on such services tends to be intermittent and of a low dollar spend compared to other materials and services. Team building services tend to be unique or limited in terms of options, and of a low spend compared to other services. For these reasons, this policy grants Ava Staff broad leeway in transactions of this type.
Routine administrative transaction requirements
Staff shall complete the following:
Attachment Staff Report Item 13B
7 ● Universal requirements (page 9)
● Contracting requirements (page 10)
Sole source
A sole-source transaction is one where the goods or services are only available from one source either because the brand or trade name article, goods, or product or proprietary service is the only one which will properly meet the needs of Ava or the item or service is unique and available only from a sole source. It is authorized when the goods or services contemplated are only able to be performed by a sole provider, such as the holder of an exclusive patent or franchise, for the purchase of unique or innovative goods or services including but not limited to computer software and technology, or for purchases of goods or services when there is a demonstrated need for compatibility with an existing item or service used by Ava.
Only the CEO, CCO, General Counsel, or functional lead of the relevant department may designate a purchase as sole-source.
Sole source transaction requirements
Staff shall complete the following:
● Universal requirements (page 9)
● Contracting requirements (page 10)
● Board Approval (over $250,000) (page 12)
Cooperative purchasing
Cooperative purchasing transactions as those where either (1) Ava is purchasing from another government agency; or (2) Ava is adopting an agreement all or largely identical to one negotiated by another government agency where that agreement has undergone that agency’s procurement process and such process is not in conflict with California law.
Cooperative purchasing transaction requirements
Staff shall complete the following:
● Universal requirements (page 9)
● Contracting requirements (page 10)
● Board Approval (over $250,000) (page 12)
Regulated
Regulated transactions are those that are subject to additional requirements due to applicable law, regulation, or other valid governing authority. A transaction is regulated for the purposes of this policy if it meets either of the following criteria:
● The transaction is for installation, construction, or construction-related services for an amount in excess of $1,000.
Attachment Staff Report Item 13B
8 ● Ava will pay for the transaction in whole or in part with any amount of federal funds (e.g. funds received from a federal grant).
Regulated transaction requirements
Staff shall complete the following:
● Universal requirements (page 9)
● Contracting requirements (page 10)
● Solicitation requirements (page 10)
● Compliance requirements (page 11)
● Board Approval (over $250,000) (page 12)
Professional services
Professional services are those that require a government license or certification, including but not limited to the following:
● legal services,
● licensed contractor services (for a dollar value less than or equal to $1,000 after which threshold the transaction is Regulated, as set forth above), ● audit services, and
● engineering services.
Providers of these services possess a high degree of specialized skill or expertise, not always adaptable to competitive bidding.
Professional services transaction requirements
Staff shall complete the following:
● Universal requirements (page 9)
● Contracting requirements (page 10)
● Board Approval (over $250,000) (page 12)
General products and services
A transaction that does not meet the criteria, in whole or in part, of any of the categories above is a transaction for general products and services, for instance the procurement of cleaning services or the purchase of office furniture. The majority of Ava’s purchase transactions qualify under this category.
General products and services transaction requirements
Staff shall complete the following:
● Universal requirements (page 9)
● Contracting requirements (page 10)
● Solicitation requirements (page 10)
Attachment Staff Report Item 13B
9 ● Board Approval (over $250,000) (
Transaction Requirements
The requirements below apply based on the transaction type, as detailed above.
Universal requirements
Staff shall:
● Confirm whether Ava will use federal funds to pay for the purchase in whole or in part. (NOTE: if such funds will be used, the transaction qualifies as Regulated.) ● Undertake reasonable due diligence to procure satisfactory goods or services at an appropriate price under the circumstances.
● Confirm that the purchase represents an appropriately complete scope (see Multiple Transactions with a Counterparty, below) and open a ticket with Ava’s Legal team if you have any questions:
● Confirm that no transaction has been divided into multiple purchases to avoid approval thresholds.
● Confirm that no transaction has been segmented to avoid regulatory requirements.
● Confirm whether the transaction would increase the total spend with the vendor for the current fiscal year over the board-approval threshold. ● Confirm compliance with Ava’s Conflicts of Interest Code. ● Confirm that Ava has budgeted for the first fiscal year (or remainder of the fiscal year, if applicable) of the transaction.
● Confirm that the term of the transaction does not exceed 7 years or that any extension of an existing engagement does not extend the term beyond 7 years. ● Open a ticket with Legal to process the transaction and include the Required Documentation plus any related documentation if applicable.
Multiple Transactions with a Counterparty
When analyzing whether multiple transactions with the same counterparty should be collectively subject to a procurement threshold or evaluated individually, Staff must consider the substance and timing of the transactions, their relationship to one another, and whether they reflect a single underlying procurement need.
Only the Functional Lead of the relevant group, the CEO, the CCO, or the General Counsel has the authority to determine whether multiple purchases with the same counterparty qualify as distinct transactions or one transaction. If you are unsure whether multiple transactions must be aggregated for the purpose of complying with this Policy, escalate to your Functional Lead.
If the transactions are closely related in purpose, scope, or timing—such as purchases of similar goods or services made within a short period—they may constitute a deliberate or de facto Attachment Staff Report Item 13B
10 division of a larger procurement and should be aggregated to determine whether the applicable threshold is met.
If the transactions serve distinct purposes, arise from separate and independently justified needs, and occur over a more extended timeframe, it may be appropriate to evaluate them individually. The goal is to prevent circumvention of procurement requirements while allowing legitimate, unrelated transactions to proceed without undue aggregation.
Contracting requirements
Include in the Legal ticket the following information:
● A summary of the transaction that sets forth what you intend to purchase and why, even if it seems obvious.
● Any related deadline(s) and the source of the deadline. ● Any approvals, if applicable (e.g. confirming a mission-critical purchase or exigent purchase, or sole source purchase).
● Any related documentation, such as an order form.
The Relationship Manager must engage Ava's Legal team to execute a governing agreement.
It is the responsibility of Ava's Legal team to execute the agreement in accordance with Ava’s Contracting Operations.
Solicitation requirements
Solicitation requirements apply only to transactions that commit (or are conservatively estimated to commit) to an amount greater than $10,000 during one fiscal year.
Illustrative scenarios:
● A two-year contract that commits Ava to $6,000 in the first year and $6,000 in the second year does not implicate this requirement.
● A two-year contract that commits Ava to $6,000 in the first year and $12,000 in the second year must meet solicitation requirements.
● A one-year contract for a time-and-materials transaction with an uncertain cost that reasonably could exceed $10,000 in one year must meet solicitation requirements.
If the transaction will or reasonably may exceed the value below, the Relationship Manager must meet the associated requirements (unless a transaction satisfies one of the solicitation exceptions below).
Threshold Requirement
>$100,000 ● Conduct an RFQ if the purchase is
exclusively for goods (including
Attachment Staff Report Item 13B
11 software products provided the
transaction does not also include
implementation or consulting
services.)
● Conduct an RFP if the purchase
materially includes services.
>$50,000 Solicit three (3) written quotes.
>$10,000 Solicit three (3) written or verbal quotes.
Solicitation exception
A Relationship Manager does not need to meet solicitation requirements in situations where all of the following are true:
1. Ava has previously transacted with a vendor; and
2. Ava selected that vendor after meeting solicitation requirements; and
3. The date of the previous transaction was less than five (5) years ago; and
4. Ava intends to transact with the vendor for an amount that will not exceed $35,000.
Illustrative scenario:
● In 2023, Ava solicited quotes for movers for a transaction of $12,000. Based on the quotes, Ava selected Moving, Inc. In 2024, Ava reaches out to Moving, Inc. for a second engagement and receives a quote for $10,500. Ava may transact with Moving, Inc. without soliciting additional quotes.
Mid-negotiation changes
Where Ava has begun negotiations with a vendor in the good faith belief that a transaction would fall below a threshold set forth in the table above, and in the course of negotiations the price rises above a threshold, Ava may continue with the transaction provided that the price increase is less than or equal to fifteen percent (15%) of the original expectation. If the price increase exceeds that amount, the Relationship Manager must satisfy the requirements applicable to the new threshold.
Compliance requirements
The Relationship Manager must meet and confer with Ava's Legal team to alert the team to the proposed transaction and develop a compliance plan.
Attachment Staff Report Item 13B
12 Board Approval
A contract for a committed spend of greater than $250,000 in one fiscal year requires the approval of the Board of Directors in the form of a signed resolution or such other form as the Board may authorize from time to time.
Board Approval: Amendments, Recurrences, and Multiple Transactions ● Where: (1) a transaction changes, amends, or otherwise alters a previous transaction; and (2) that previous transaction did not meet the threshold for Board approval; and (3) the new transaction in combination with the previous transaction exceeds $250,000; and (4) the dollar value of the new transaction alone is less than or equal to fifteen percent (15%) of the previous transaction, then no additional Board approval is required - but any addition in excess of fifteen percent (15%) requires Board approval. ● Where: (1) a contract spans multiple contract years; and (2) the aggregate committed spend is greater than $250,000; but (3) the spend does not exceed $250,000 in any one fiscal year, Board approval is not required.
● Where: (1) Ava conducts one or more transactions with a vendor for the same or similar products or services in the same fiscal year, the total of which does not exceed $250,000; and (2) Ava intends to conduct a subsequent transaction with the same vendor in the same fiscal year for the same or similar products or services; and (3) the total of the foregoing transactions will or is likely to exceed $250,000, then the subsequent transaction requires the approval of the Board. ● Where: (1) Ava has conducted a transaction with a vendor for an amount in excess of $250,000 with the approval of the Board; and (2) Ava intends to conduct a subsequent transaction with the same vendor for the same or similar services (or amend an existing agreement to increase spend) in the same fiscal year, no additional Board approval is required.
III. Formal RFP/RFQ Procedures
Except for categories of purchases exempt from RFP/RFQ procedures or as otherwise specifically directed in writing by the CEO, agreements for the purchase of General products and services for a total amount that exceeds $100,000 per fiscal year shall be procured as follows:
● Formal RFP/RFQ Invitations. Invitations to participate in the Request for Proposal/Request for Qualifications (RFP/RFQ) process shall include a general description of the supplies or services sought by Ava, and shall specify the time, place and date for opening responses.
● Evaluation. Proposals received through a competitive solicitation shall be subject to evaluation by relevant Ava Staff and such additional personnel as the CEO may direct at their discretion. Such evaluation shall take into consideration factors that Ava Staff determines are material to the prospective transaction as well as (a) whether the applicant maintains a principal place of business within Ava’s service territory; (b) Attachment Staff Report Item 13B
13 whether and to what extent the applicant employs union labor; (c) whether the applicant is a Disabled Veteran Business Enterprise registered with the California Department of General Services; and (d) whether the applicant maintains a principal place of business in a Disadvantaged Community (DAC) as identified by the California Environmental Protection Agency’s (CalEPA) CalEnviroScreen Tool. To the extent a project is materially related to energy offtake, Ava Staff shall take into consideration the priorities of the Ava Community Energy Workforce and Environmental Justice Project Selection Criteria or such successor criteria as it may develop.
IV. Contracting Operations
● Except as otherwise noted here, any transaction for an amount in excess of $35,000 shall require approval as to form, as evidenced by a contract signature or equivalent indicator, by an authorized Ava attorney. The General Counsel shall always qualify as an authorized attorney, and may designate other attorneys at their discretion. ○ Where such a signature or indicator is not practicable (for instance, in an electronic form contract), Ava may execute the agreement without approval as to form upon written approval by Level 14 (SVP) personnel or above. ○ For transactions governed by standard form agreements where negotiation is generally unavailable in the market (e.g. credit card agreements, software license agreements, utilities agreements), Ava may execute the agreement without approval as to form upon approval by the CEO or CCO.
○ Any agreement executed on an Ava template with no changes to legal terms and no additional legal terms, as verified by Ava’s legal team, does not require a signature for approval as to form.
● Ava shall report on all new contracts, regardless of scope or contract value, at each Board meeting, except non-disclosure agreements, personnel contracts, and Power Purchase Agreements.
● Ava’s legal team shall not execute, extend, or renew any agreement for a term in excess of seven (7) years without the approval of the General Counsel. ● Ava’s Legal team is responsible for maintaining compliance with applicable law and regulation, including but not limited to the Uniform Public Construction Cost Accounting Act and the California Labor Code.
● Ava’s Legal team shall provide continuing instruction to Relationship Managers regarding best practices for statements of work and other purchasing documents to develop clear, functional, and minimally ambiguous purchase requirements. ● Ava’s Legal team shall maintain and refine procedures for tracking compliance with this Policy, such as capturing necessary approvals. Such processes shall be available to Staff, and the Legal team shall provide periodic training sessions to all of Staff.
Signing Authority for Expenditures
Dollar threshold Authorized signatory
Up to $10,000 Job Level 11 (Director) or above.
Attachment Staff Report Item 13B
14 Up to $35,000 Job Level 12 (Senior Director) or above.
Up to $100,000 Job Level 13 (Vice President) or above, or the General Counsel.
Up to $150,000 Job Level 14 (Senior Vice President or Chief Officer) or above, or the General Counsel.
Up to $250,000 CEO or their delegate.
Greater than $250,000 CEO or their delegate or the General Counsel following the approval of the Board
of Directors.
Signing Authority for incremental additional purchases or amendments Where: (1) a transaction changes, amends, or otherwise alters a previous transaction; and (2) the new transaction in combination with the previous transaction exceeds the signing authority of the original signatory; and (3) the dollar value of the new transaction is less than or equal to fifteen percent (15%) of the previous transaction, the original signatory may sign - but any addition in excess of fifteen percent (15%) requires the next level of signature authority.
Where an amendment makes a non-monetary change to an existing agreement (e.g. extending the term without changing the price), the amendment must be signed by a member of Staff with the same or greater signing authority as the original signatory.
Signing Authority for non-purchase documents
The following signing authorities shall apply, after review and approval of the agreements by the General Counsel or their designee, except where in conflict with the Joint Powers Agreement or applicable law:
● Non-Disclosure Agreements – Job Level 11 (Director) and above. ● Banking and Treasury Administration – CEO; CFO; or Treasurer. ● All other documents - Job Level 13 (Vice President) and above.
Signing Authority delegation
Any manager at Ava who has signing authority may delegate their signing authority to a direct report, a peer, or the General Counsel by providing notice via email to [email protected] or by completing a Legal ticket with this information and by providing an expiration date not later than thirty (30) days following the date of delegation.
Attachment Staff Report Item 13B
15 V. Implementation of Policy Updates
Ava Staff may update this policy upon the approval of the CEO and General Counsel, with the exception of changes to dollar-value thresholds. Any such updates shall be reported to the Board within forty-five (45) days.
Any changes to dollar value thresholds herein require the approval of the Board of Directors.
VI. Definitions and Topics
1. Functional Lead - at Ava, a Functional Lead is a department head responsible for a dedicated function.
2. PO - See “Purchase Order,” below.
3. Purchase Order - A purchase order (PO) is a formal document issued by a buyer to a vendor to authorize a purchase. It originates from the buyer’s procurement system and specifies items, quantities, and prices. POs serve as a binding agreement and help track and control spending within approved budgets. A PO is always issued by the buyer to formally request goods or services from a seller. In response, the seller may issue an invoice, sales order, or order confirmation. As of the publication of this policy, Ava only leverages purchase orders in the rare event that they are required by a vendor. For the most part, a purchase order is not a contract, does not supersede a contract, and may not be used in place of a contract.
4. Relationship Manager - at Ava, the Relationship Manager is the member of Staff principally responsible for managing the business engagement related to a contract with a vendor.
5. Request for Proposal - A Request for Proposals (RFP) is a formal solicitation issued by a buyer to seek competitive proposals for goods or services. It outlines needs and evaluation criteria. Vendors respond with detailed proposals, enabling the buyer to assess qualifications and select the best-value offer.
6. Request for Quotation - A Request for Quotation (RFQ) is a procurement document issued by a buyer to solicit price quotes for specific goods or simple services. Originating from the buyer’s purchasing department, RFQs are used when specifications are clear and selection is based primarily on price rather than qualitative factors.
7. RFP - see “Request for Proposal,” above.
8. RFQ - see “Request for Quote,” above.
Attachment Staff Report Item 13B
Proposed Updates to
Ava’s Administrative
Procurement Policy
Attachment Staff Report Item 13C
Overview
1. Purchases for commodities, goods, and services other than energy are governed by Ava’s Administrative Procurement Policy (the “Policy”).
2. The Policy was developed in 2018 for the then-nascent EBCE, but has not been materially updated as the agency has matured over the subsequent years.
3. The Policy has not grown as Ava has grown and as prices have risen, and over time this has resulted in material administrative burden and operational inefficiencies.
4. This proposed update to the Policy is drafted to boost efficiency by:
a. Providing clear instruction to remove ambiguity and facilitate compliant transactions;
b. Updating dollar-value thresholds to match industry standards to create more efficient delegation of authority among staff;
c. Reducing administrative burden; and
d. Eliminating unnecessary costs.
2 Attachment Staff Report Item 13C
Important Changes
• Over the last 18 months, Ava has built out its Legal team by onboarding contract management personnel and adopting a sophisticated Contract Management System.
• This has operationalized Ava’s contracting process, ensuring proper review and execution of agreements and therefore materially reducing the degree of risk in Ava’s contracting process.
• John Perkins, Ava’s Senior Legal Director and Deputy General Counsel, is responsible for implementing, enforcing, and refining Ava’s contracting process to maximize efficiency and protect the organization from legal-related risks.
3 • All contracts are reviewed,
tracked, and managed by
Ava’s Legal team.
• All signatures are
coordinated through the
Legal team.
• Multi-layered approvals and
authorized signatories are
built in to Ava’s contract
management system.
• Ava’s Legal team
coordinates communication
between Staff, vendors, and
outside counsel.
• No Ava Staff member
negotiates or signs any
document in a vacuum.
Attachment Staff Report Item 13C
Universal Purchase Requirements
All purchases, without exception, are subject to legal and commercial diligence requirements:
• Undertaking reasonable and appropriate steps to procure satisfactory goods or services at an appropriate price. • Confirming that the purchase represents the entire scope of the transaction to avoid segmenting the engagement to avoid procurement or regulatory requirements.
• Complying with Ava’s Conflicts of Interest Code.
• Confirming budget.
• Opening a Legal ticket.
4 Attachment Staff Report Item 13C
Controls in Legal and Finance
• Ava’s contracting system (Ironclad) assigns signatories based on contract size, and solicits senior management approval prior to execution.
• Ava’s Legal team conducts Legal training with all new-hires on contracting processes, procurement policies, and systems access.
• Ironclad includes functionality that provides for automated alerts and reports to management and senior management when a new contract is under negotiation to ensure real time visibility of contracts.
• All details of contract creation (drafts, supporting documentation, approvals, etc.) are captured in Ironclad.
• Ava maintains control processes over cash receipts,
disbursements and reconciliations of accounts in compliance with GASB reporting requirements and reviewed annually by a third party auditor.
▪ Ava recently hired its first Controller to provide additional expertise and oversight of financial activities and reporting processes ▪ Our Finance function employs an approval and release process that requires multiple levels of review and concurrence for initiating all fund transfers and disbursements
5 • Contracts are signed
electronically and the
signatory is managed by the
Legal team.
• Finance checks contract
spend against signed limits
before processing payment
Attachment Staff Report Item 13C
Summary of Efficiency Benefits
• Recover time spent by Staff on Staff Reports, Resolutions, and supporting documentation such as slide decks; conservatively, documents for each Board item consume:
▪ ~5-8 hours (across author, supervisor, legal, CEO, clerk) • Recover expense from legal review, equally approximately $2,000 per month.
• Recover time spent by staff determining how and whether they can comply with the Policy by providing clear instructions. • Reduce administrative overhead for smaller transactions. • Permits additional delegation of review and signing authority so senior management can remain focused on mission critical activities.
6 • Each board item is
▪ drafted by a member of
Staff,
▪ reviewed by their
supervisor,
▪ submitted to Legal to
review and provide to
outside counsel;
▪ submitted to the CEO to
review, and
▪ integrated into Board
materials by the Clerk.
• Every contract from June
2024 - June 2025 was
approved by the board on
consent.
Attachment Staff Report Item 13C
8 Material Updates
The draft Policy reflects 8 major updates, discussed in detail subsequently:
1. Express “how-to” steps
2. Tailored categories of purchases with appropriate process steps
3. Industry-standard Board approval threshold
4. Added flexibility for non-dollar revisions
5. Updated approval-as-to-form threshold
6. Updated approval thresholds
7. Updated legal compliance process
8. Increase to the permitted length of contract terms
7 Attachment Staff Report Item 13C
1. Express “how-to” steps
3-Step Process to clarify how to comply with the Policy:
1. Collect required documentation
2. Identify the transaction type
3. Complete the requirements for the transaction type
8 • The required information is
set out with specificity.
• The process for determining
the transaction type is set
forth in detail.
• The requirements to
complete each type of
transaction are listed.
• Ava’s Legal team is trained
on each step and available
to assist Staff.
• The requirements will be
built into Ava’s contract
management system.
Attachment Staff Report Item 13C
2. Tailored purchase categories with customized steps
Transaction types, based on Ava’s practices:
1. Micro-purchase (a shorter way of saying “a purchase of physical goods and/or non-construction services for up to $10,000” reflecting federal statute)
2. Mission-critical products and services
3. Exigent or emergency purchases
4. Routine administrative purchases
5. Sole source transactions
6. Cooperative purchasing
7. Regulated transactions
8. Professional Services
9. General Products and Services
10.Combination of the above
9 Contracting requirements:
• Universal requirements that
apply commercial due
diligence to all purchases.
• Contract requirements,
setting forth the governing
agreement (if needed).
• Solicitation requirements,
governing bidding.
• Compliance requirements,
addressing obligations
imposed by law or
regulation.
• Board approval criteria.
Attachment Staff Report Item 13C
3. Industry-standard Board approval threshold
Updates the dollar value of commercial agreements that require Board approval to $250,000 - a value typical in the sector. 10 • Aligns with fellow CCAs:
▪ SJCE
▪ SCP
▪ SVCE
▪ PCE
▪ MCE
• Reduces legal costs.
• Directs only high-priority
agreements to the Board.
• Saves many hours of Staff
time.
Attachment Staff Report Item 13C
3. Industry-standard Board approval threshold (cont’d)
11 Entity Annual Budget Board Approval Threshold %age of Budget AC Transit 605,800,000.00 500,000.00 0.083%
Ava Community Energy (Ava) 872,854,000.00 100,000.00 0.011% Central Coast Community Energy (3CE) 770,348,756.00 Not listed. n/a Clean Power Alliance (CPA) 1,585,293,000.00 125,000.00 0.008% Marin Clean Energy (MCE) 787,862,000.00 250,000.00 0.032% Orange County Power Authority (OCPA) 305,749,000.00 125,000.00 0.041% Peninsula Clean Energy (PCE) 476,693,018.00 250,000.00 0.052% Redwood Coast Energy Authority (RCEA) 71,539,945.00 50,000.00 0.070% Sacramento Municipal Utility District (SMUD) 2,100,000,000.00 1,000,000.00 0.047% San José Clean Energy (SJCE) 524,440,758.00 250,000.00 0.048% Silicon Valley Clean Energy (SVCE) 526,513,000.00 250,000.00 0.047% Sonoma Clean Power (SCP) 275,554,000.00 250,000.00 0.091% Attachment Staff Report Item 13C
3. Industry-standard Board approval threshold (cont’d)
12 Contract Value Range, June 2024 - June 2025 Number of Contracts $10,000 and less 64
Greater than $10,000 – $35,000 40
Greater than $35,000 – $100,000 60
Greater than $100,000 – $250,000 25
Attachment Staff Report Item 13C
3. Industry-standard Board approval threshold (cont’d)
13 Energy & Environmental Economics $100,000.00
Alan Comnes d/b/a New Energy Works $100,000.00
PC Professional $100,000.00
Port City $100,000.00
NewGen Strategies & Solutions CSA $110,000.00
Omni Gov Relations $115,000.00
Omni Gov Relations (First Amendment) $120,000.00
LHi Group Amendment Staffing Svc (Perm Placement) $130,000.00 AIQUEOUS Amendment 5 to Consulting and Online
Services Agreement $140,000.00
ICF Resources CSA $146,000.00
Kitchen Stadium, Inc. CSA $150,000.00
Oakland Roots Brand Partnership $175,000.00
Thrive Mind Collaborative July 2024 Amendment $182,000.00 Thrive Mind Collaborative June 2025 Amendment $190,000.00 Celery Design Collaborative CSA $200,000.00
Chen Design Associates CSA $220,000.00
Frontier Energy CSA $200,000.00
Dakota Press Third Amendment $200,000.00
• Contracts between $100,000
and $250,000 from June
2024 - June 2025.
• NOTE: this slide excludes
law firm engagements
because that spend is
approved concurrently with
the annual budget.
Attachment Staff Report Item 13C
4. Added flexibility for non-dollar revisions
Permits non-monetary changes to the Policy upon the approval of both the CEO and General Counsel, and requires the Board to be notified of such changes.
14 • Allows Ava to make non-monetary refinements
without undergoing the
Board approval process.
• Keeps the Board notified of
changes.
Attachment Staff Report Item 13C
5. Updated approval-as-to-form threshold
• Currently, an attorney representing Ava must sign contracts over $5,000 to indicate approval as to form.
• The proposed draft removes this administrative requirement for contracts of $35,000 or less.
15 • $35,000 is the threshold at
which Ava applies its more
rigorous contract template
intended for larger
purchases.
• Removes the administrative
step of the General Counsel
or Legal Director signing
smaller contracts, but
retains legal review and
approval because Ava’s
Legal team has established
a consistent contracting
process.
Attachment Staff Report Item 13C
6. Updated approval thresholds
16 Current Threshold Proposed Threshold Context
Level 11 (Director): $5,000 Level 11 (Director): $10,000 Under the Federal Acquisition Regulations, “Micro-purchase threshold means $10,000”
(though this can be subject to legislative carve-outs) and this threshold is leveraged by California government agencies. The Director
threshold has been matched to such micro-purchases.
Level 12 (Senior Director) or Level 13 (Vice
President): $15,000
Level 12 (Senior Director): $35,000 Purchases of up to $35,000 are usually smaller, less complex transactions executed using Ava’s
Purchase Rider.
Level 14 (Senior Vice President or Chief
Officer): $25,000
Level 13 (Vice President): $100,000 Distinguishes the VP spend threshold from the Senior Director threshold; reflects inflation;
maps to the threshold for RFPs.
General Counsel: $50,000 Level 14 (Senior Vice President or Chief Officer) or General Counsel: $150,000
This matches the threshold set by fellow CCAs
SCP and MCE.
CEO: $100,000 CEO: $250,000 Permits the CEO to approve all agreements below the threshold for Board approval.
Attachment Staff Report Item 13C
6. Updated approval thresholds (cont’d)
17 Current Threshold Proposed Threshold Personnel (Proposed Threshold) Level 11 (Director): $5,000 Level 11 (Director): $10,000 1.Lori Bilella: Director, Clean Energy Services
2.Anish Patel: Director, Infrastructure Delivery
3.Chris Eshleman: Director, Power Resources
4.Scott H Harding: Director, Power Resources
5.Niels Zellers: Director, Clean Energy
Structured Finance
Level 12 (Senior Director) or Level 13 (Vice
President): $15,000
Level 12 (Senior Director): $35,000 1.John Perkins: Sr. Legal Director; DGC
2.Diego Ponce de Leon Barido: Sr Director,
Technology & Analytics
3.Todd Edmister: Sr Director, Public Policy;
DGC
4.Kelly Birdwell Brezovec: Sr Director, Account
Services
5.Theresa McDermit: Head of Marketing
Level 14 (Senior Vice President or Chief
Officer): $25,000
Level 13 (Vice President): $100,000 1.JP Ross: VP, Local Development, Electrification & Innovation
2.Trevor Cherr: VP, Human Resources and
Office Operations
General Counsel: $50,000 Level 14 (Senior Vice President or Chief Officer) or General Counsel: $150,000
1.Annie Henderson: Chief Customer Officer
2.Rusty Mills: SVP & CFO
3.Marie Fontenot: SVP, Power Resources
Attachment Staff Report Item 13C
6. Updated approval thresholds (cont’d)
18 Example: Micro-purchase Example: Small purchase Example: Large purchase ● A level-11 (Director) employee needs to
purchase a large number of locally-produced cupcakes for a publicly-attended launch celebration of an Ava initiative.
● The cost is $1,500.
● The vendor provides an order form with
no legal terms.
● The Director opens a Legal ticket and
submits the order form.
● The Legal team reviews the form,
confirming that there are no legal terms.
● Because it is a purchase for physical
goods under $10,000 no contract is
needed, and Legal routes the Order Form
for signature by the Director via Ironclad.
● The Controller is automatically alerted.
● The Marketing team needs to engage a
videographer for a media campaign
promoting a new Ava initiative.
● Their budget is $30,000 so they solicit 3
quotes from potential vendors.
● Upon making their selection, they open a
ticket with Legal.
● The Legal team generates a Purchase
Rider to govern the transaction and
coordinates the legal negotiation.
● When the legal negotiation concludes, the
Head of Marketing receives an approval
request.
● Following the approval, the contract goes
to the vendor to sign, then the Head of
Marketing for final signature.
● The Controller is automatically alerted.
● The EAS team seeks to purchase new
information security services.
● The anticipated price is over $100,000 so
they issue and RFP.
● The most promising responder has a
price of $160,000.
● EAS opens a ticket with legal to begin the
contract negotiation, and the CEO
automatically receives an alert because
his signature will be required.
● The Legal team generates a Consulting
Services Agreement and coordinates
the legal negotiation.
● When the legal negotiation concludes, the
Senior Director of EAS receives an
approval request.
● Following that approval, the contract goes
to the vendor to sign, then the General
Counsel for approval as to form, then to
the CEO for final signature.
● The Controller is automatically alerted.
NOTE: all non-energy contracts are reported to the Board each month in the Board packet.
Attachment Staff Report Item 13C
7. Updated legal compliance process
• The current Policy restates select provisions of California law, and has fallen out of sync with legislative updates.
• The proposed Policy maintains compliance with applicable laws but does not restate the law itself.
19 • All purchases over $10,000
must undergo legal review.
• Ava’s templates have legal
compliance built in by
default.
Attachment Staff Report Item 13C
8. Increase to the permitted length of contract terms
Subject to senior management approval, allows for contracts of a duration of up to 7 years in alignment with generally accepted commercial contracting practice.
Example contracts suitable for engagements up to 7 years:
• Billing and customer support services: Sacramento Municipal Utility District (SMUD)
• Outside counsel: Various procurement, bond/finance,
regulatory, etc
• Auditor: Pisenti & Brinker
• Energy Scheduling Coordinator: NCPA
• Accountant: Maher Accountancy
20 • Take advantage of more
favorable pricing.
• Enter into master
agreements that can govern
for long spans but leverage
Order Forms to execute
transactions of any duration
(up to 7 years).
• Prevent legal terms from
falling out of sync with
evolving best practices.
• Reduce overhead with
counterparties with whom
Ava desires to enter into
long-term transactions.
Attachment Staff Report Item 13C