Central Coast Community Energy (3CE) Operations Board
March 9, 2022

Operations Board of Directors
Wednesday, March 9, 2022
10:30 AM
Central Coast Community Energy
70 Garden Court, Suite 300
Monterey, CA 93940
IMPORTANT NOTICE REGARDING COVID-19 MEETING REQUIREMENTS The special procedures in place to minimize the spread of the COVID-19 virus may supersede general meeting procedures and delay distribution of materials to members, although every effort will be made to ensure comments and materials received prior to the meeting end will be made part of the record.

Based on guidance from the California Department of Public Health and the California Governor’s Office, in order to minimize the spread of the COVID-19 virus, please do the following:

1. You are strongly encouraged to observe the live stream of the CCCE Operations Board of Directors meeting at: https://3cenergy.hylandcloud.com/203agendaonline/Meetings/Search?dropid=4

2. The CCCE Board Room remains open. If you attend the CCCE Operations Board of Directors meeting in person:
a. You will be required to (i) wear a mask during the meeting and (ii) maintain appropriate social distancing, i.e., maintain a 6-foot distance between yourself and other individuals. b. Additional seating with audio of the CCCE Operations Board of Directors meeting will be available in the CCCE Main Conference Room, located at 70 Garden Court, Suite 300, Monterey, CA 93940. Meetings are accessible to people with disabilities. Individuals who need special assistance or a disability-related modification or accommodation to participate in this meeting, or who have a disability and wish to request an alternative format for the meeting materials, should contact Heather Vowell, Board Clerk, at 831-641-7216 or [email protected]. Requests should be made as soon as possible but at least 72 hours prior to the scheduled meeting.

3. If you choose not to attend the CCCE Operations Board of Directors meeting but wish to make a comment on a specific agenda item, you may please submit your comment as set out below. The timing of public comment shall be at the discretion of the Chair. Options for public comment are as follows:
a. To have your comments distributed to the Board prior to the meeting submit your comment via email by 5:00 p.m. on the Tuesday before the meeting. All comments received after 5:00pm on the Tuesday before the meeting will be retained as part of the record and distributed to the Board after the meeting. Please submit your comment to the Clerk of the Board at [email protected]. To assist the Clerk in identifying the agenda item relating to your public comment please indicate in the Subject Line, the meeting body (i.e., Policy Board Agenda) and item number (i.e., Item No. 3)
You may participate through ZOOM. For ZOOM participation please join by computer audio at:
https://us02web.zoom.us/s/82380649701
Or join by phone:

Dial for higher quality, dial a number based on your current location):

US: +1 669 900 6833 or +1 669 219 2599
Enter this Webinar ID Number: 823 8064 9701 when prompted. Please note there is no Participant Code, you will just hit # again after the recording prompts you.

You will be placed in the meeting as an attendee; when you are ready to make a public comment if joined by computer audio please Raise your Hand; and by phone please push *9 on your keypad.

If you have anything that you wish to be distributed to the Board please provide 15 copies and hand them to a member of CCCE staff or Heather Vowell, Board Clerk, who will distribute the information to the Board members and other staff.

The public may comment on a specific item listed on this agenda when the Board considers that item. In addition, the members of the public may request and receive copies without undue delay of any documents that are distributed to the Board, unless there is a specific exemption under the Public Records Act that prevents the disclosure of the record. (Cal. Gov’t Code Section 54957.5) In compliance with Government Code Section 54957.5, non-exempt writings that are distributed to a majority or all of the Board in advance of a meeting and that relate to an agenda item will be made available at CCCE’s offices located at 70 Garden Court, Suite 300, Monterey, CA 93940 during normal business hours and are also available on the CCCE website located at:
https://3cenergy.hylandcloud.com/203agendaonline
AGENDA
. Welcome & Roll Call
. Public Comment on Matters Not Listed on the Agenda
The public may provide comments on any item within the Board's jurisdiction but not on the Agenda. The Board may not take action at this meeting on any item not listed on the Agenda other than to refer the matter to staff or set it for a future meeting. Speakers are limited to 3 minutes each. The public may comment on Open Session items during this agenda item and Closed Session items prior to the Board's recess to Closed Session.
. Corrections and Additions
The Board Clerk will announce agenda corrections and proposed additions of emergency, urgency, or continued items, which will be acted on by the Board as provided in Sections 54954.2 of the California Government Code.

CONSENT AGENDA

1. Approve Minutes from the February 11, 2022 Meeting of the Operations Board (Action Item)

2. Treasurer Report (Informational Item Only)

3. Consider Finding, Pursuant to AB 361 and in order for the Operations Board of Directors to Continue Meeting Remotely, that the COVID-19 Pandemic State of Emergency Declared by Governor Newsom is Still In Effect; The Operations Board of Directors has Reconsidered the Circumstances of the State of Emergency; and the Monterey County Health Officer Continues to Recommend Social Distancing Measures for Meetings of Legislative Bodies (Action Item)

REGULAR AGENDA

4. Community Advisory Council's Report (Discussion Item)

5. CEO' Report (Discussion Item)
a) Atascadero Votes to Join CCCE
b) 2021 Enrollment Update
c) Member Agency Services Update
d) Front of the Meter Energy Storage (FMES)
e) Percentage Of Income Payment Plan (PIPP) Pilot

6. Authorize CEO to Execute an Agreement with Energy Solutions in an Amount Not to Exceed $1,760,000 and a Term Ending September 30, 2022 to Supplement the State TECH Program to Support Existing Building Electrification (Action Item)

7. Authorize CEO to Execute An Equipment Lease Purchase Agreement in an Amount Not to Exceed Two Million Dollars ($2,000,000) From the Uninterrupted Power Supply Fund with the County of Santa Cruz and Related Escrow and Enabling Agreements in a Form Substantially Similar to the Attached, As Determined by CCCE General Counsel, Following Approval by the County of Santa Cruz Board of Supervisors (Action Item)

8. a) Authorize CEO to execute Grant Agreement with the California Energy Commission to Enable CCCE to Receive a Two Hundred Thousand Dollar ($200,000) Grant for Strategic Planning Around Zero Emission Medium and Heavy-Duty Vehicles, and b) Authorize the CEO to Execute an Agreement with Momentum, Inc. with a Term Ending December 31, 2023 in an Amount Not to Exceed Two Hundred Thousand Dollar ($200,000) to Implement the California Energy Commission Grant (Action Item)
Board Member Reports & Comments (Information Only)
Adjournment
Operations Board of Directors
Friday, February 11, 2022
10:30 AM
Central Coast Community Energy
70 Garden Court, Suite 300
Monterey, CA 93940

MINUTES
The meeting was called to order at 10:43 A.M. with 9 members via teleconference pursuant to AB 361 and quorum established.

Directors Present: Bradford, Pia, Dettle, Espinosa, Greene, Mendez, McKee, Miyasato, Acting Chair Serino
Directors Absent: Johnson, Lewis, Miller, Norgaard, Rerig, Stilwell, Vides, Vice Chair Goldstein

CONSENT AGENDA
The Chair opened the public comment period.

No public comment received.

The Chair closed the public comment period.

MOTION: Moved by Director McKee seconded by Director Miyasato to approve the Consent Agenda.

ACTION: The motion carried with a voice vote: 9/0/8
AYES: Bradford, Pia, Dettle, Espinosa, Greene, Mendez, McKee, Miyasato, Acting Chair Serino NOES: None
ABSENT: Johnson, Lewis, Miller, Norgaard, Rerig, Stilwell, Vides, Vice Chair Goldstein

1. Approve Minutes from the January 12, 2022 Meeting of the Operations Board of Directors

2. Found, Pursuant to AB 361 and in order for the Operations Board of Directors to Continue Meeting Remotely, that the COVID-19 Pandemic State of Emergency Declared by Governor Newsom is Still In Effect; The Operations Board of Directors has Reconsidered the Circumstances of the State of Emergency; and the Monterey County Health Officer Continues to Recommend Social Distancing Measures for Meetings of Legislative Bodies Adjournment 10:46 A.M.
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Compiled Financial Statements 1
Compiled Budgetary Comparison Schedule 6
Budget Variance Commentary 9
Financial Dashboard 10
Investment Summary 11
Accounts Receivable Summary 12
Personnel Report 13
Table of Contents

TREASURER REPORT
Fiscal Year to Date
As of December 31, 2021
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1 ACCOUNTANTS’ COMPILATION REPORT
Board of Directors
Central Coast Community Energy
Management is responsible for the accompanying financial statements of Central Coast Community Energy (a California Joint Powers Authority) which comprise the statement of net position as of December 31, 2021, and the related statement of revenues, expenses, and changes in net position, and the statement of cash flows for the period then ended in accordance with accounting principles generally accepted in the United States of America. We have performed a compilation engagement in accordance with Statements on Standards for Accounting and Review Services promulgated by the Accounting and Review Services Committee of the AICPA. We did not audit or review the accompanying statements nor were we required to perform any procedures to verify the accuracy or completeness of the information provided by management. Accordingly, we do not express an opinion, conclusion, nor provide any assurance on these financial statements.

Management has elected to omit substantially all of the note disclosures required by accounting principles generally accepted in the United States of America in these interim financial statements.

Central Coast Community Energy’s annual audited financial statements include the note disclosures omitted from these interim statements. If the omitted disclosures were included in these financial statements, they might influence the user’s conclusions about the Authority’s financial position, results of operations, and cash flows. Accordingly, these financial statements are not designed for those who are not informed about such matters.

We are not independent with respect to the Authority because we performed certain accounting services that impaired our independence.

Maher Accountancy
San Rafael, CA
February 1, 2022
1101 Fifth Avenue, Suite 200 San Rafael, CA 94901 415 459 1249 mahercpa.com 3 of 188
Current assets
Cash and cash equivalents $ 171,340,316
Accounts receivable, net of allowance 35,015,575
Accrued revenue 15,020,630
Other receivables 2,001,105
Prepaid expenses 58,399
Deposits 2,190,750
Restricted cash 294,000
Total current assets 225,920,775
Noncurrent assets
Capital assets, net of depreciation 305,964
Deposits 79,280
Total noncurrent assets 385,244
Total assets 226,306,019
Current liabilities
Accrued cost of electricity 26,430,020
Accounts payable 931,669
Other accrued liabilities 958,667
Customer rebate liabilities 306,185
User taxes and energy surcharges due to other governments 1,354,005 Total current liabilities 29,980,546
Noncurrent liabilities
Security deposits - energy suppliers 9,131,250
Total noncurrent liabilities 9,131,250
Total liabilities 39,111,796
Investment in capital assets 305,964
Restricted for security collateral 294,000
Unrestricted 186,594,259
Total net position $ 187,194,223

NET POSITION
As of December 31, 2021

STATEMENT OF NET POSITION

CENTRAL COAST COMMUNITY ENERGY
ASSETS

LIABILITIES
See accountants' compilation report. 2
4 of 188

OPERATING REVENUES
Electricity sales, net 73,224,105 $

OPERATING EXPENSES
Cost of electricity 71,395,361
Contract services 2,075,573
Staff compensation 1,666,202
General and administration 957,867
Depreciation 22,977
Total operating expenses 76,117,980
Operating income (2,893,875)

NONOPERATING REVENUES (EXPENSES)
Interest income 99,639
CHANGE IN NET POSITION (2,794,236)
Net position at beginning of period 189,988,459
Net position at end of period $ 187,194,223
Three Months Ended December 31, 2021

AND CHANGES IN NET POSITION

STATEMENT OF REVENUES, EXPENSES

CENTRAL COAST COMMUNITY ENERGY
See accountants' compilation report. 3
5 of 188

CASH FLOWS FROM OPERATING ACTIVITIES
Receipts from customers 82,018,494 $
Receipts from suppliers and energy settlements 18,357,991 Payments to suppliers for electricity (82,221,874)
Payments for other goods and services (3,135,919)
Payments for staff compensation (1,674,706)
Payments of taxes and energy surcharges to other governments (1,547,932) Net cash provided by operating activities 11,796,054

CASH FLOWS FROM INVESTING ACTIVITIES
Interest income received 99,639
Net change in cash and cash equivalents 11,895,693
Cash and cash equivalents at beginning of year 159,738,623 Cash and cash equivalents at end of period 171,634,316 $ Reconciliation to the Statement of Net Position
Cash and cash equivalents (unrestricted) 171,340,316 $
Restricted cash 294,000
Cash and cash equivalents 171,634,316 $
Three Months Ended December 31, 2021

STATEMENT OF CASH FLOWS

CENTRAL COAST COMMUNITY ENERGY
See accountants' compilation report. 4
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Operating income $ (2,893,875)
Adjustments to reconcile operating income to net
cash provided by operating activities
Depreciation expense 22,977
Revenue adjusted for allowance for uncollectible accounts 926,888 (Increase) decrease in:

Accounts receivable 1,433,836
Accrued revenue 4,990,467
Energy settlements receivable 7,856,108
Other receivables (1,081,776)
Prepaid expenses 1,479,794
Deposits (528,067)
Increase (decrease) in:

Accrued cost of electricity (2,219,404)
Accounts payable (300,049)
Other accrued liabilities 113,890
Customer rebate liabilities (106)
User taxes and energy surcharges due to other governments (104,629) Security deposits - energy suppliers 2,100,000
Net cash provided by operating activities $ 11,796,054

CENTRAL COAST COMMUNITY ENERGY
STATEMENT OF CASH FLOWS (continued)
Three Months Ended December 31, 2021

RECONCILIATION OF OPERATING INCOME TO NET

CASH PROVIDED BY OPERATING ACTIVITIES
See accountants' compilation report. 5
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ACCOUNTANTS’ COMPILATION REPORT
Board of Directors
Central Coast Community Energy
Management is responsible for the accompanying special purpose statement of Central Coast Community Energy (a California Joint Powers Authority) which comprise the budgetary comparison schedule for the period ended December 31, 2021, and for determining that the budgetary basis of accounting is an acceptable financial reporting framework. We have performed a compilation engagement in accordance with Statements on Standards for Accounting and Review Services promulgated by the Accounting and Review Services Committee of the AICPA. We did not audit or review the accompanying statement nor were we required to perform any procedures to verify the accuracy or completeness of the information provided by management. Accordingly, we do not express an opinion, a conclusion, nor provide any assurance on this special purpose budgetary comparison statement.

The special purpose statement is prepared in accordance with the budgetary basis of accounting, which is a basis of accounting other than accounting principles generally accepted in the United States of America. This report is intended for the information of the Board of Directors of the Authority.

Management has elected to omit substantially all of the note disclosures required by accounting principles generally accepted in the United States of America in these interim financial statements.

Central Coast Community Energy’s annual audited financial statements include the note disclosures omitted from these interim statements. If the omitted disclosures were included in these financial statements, they might influence the user’s conclusions about the Authority’s financial position, results of operations, and cash flows. Accordingly, these financial statements are not designed for those who are not informed about such matters.

We are not independent with respect to the Authority because we performed certain accounting services that impaired our independence.

Maher Accountancy
San Rafael, CA
February 1, 2022
1101 Fifth Avenue, Suite 200 San Rafael, CA 94901 415 459 1249 mahercpa.com 8 of 188
2021/22 YTD
Budget
2021/22 YTD
Actual
2021/22 YTD
Budget Variance
(Under) Over
2021/22 YTD
Actual / Budget %
2021/22 Annual
Budget
2021/22 Budget
Remaining
2021/22 Budget
Remaining /
Budget %

REVENUES AND OTHER SOURCES
Electricity sales $ 72,431,000 $ 74,234,908 $ 1,803,908 102% $ 359,103,000 $ 284,868,092 79% Less bill credit - - - 0% (3,085,000) (3,085,000) 100% Less uncollectible accounts (905,000) (926,888) (21,888) 102% (4,489,000) (3,562,112) 79% Investment and miscellaneous income 129,000 99,639 (29,361) 77% 516,000 416,361 81% Total revenues and other sources 71,655,000 73,407,659 1,752,659 102% 352,045,000 278,637,341 79% EXPENDITURES AND OTHER USESCurrent Expenditures
Cost of energy 79,267,000 71,469,630 (7,797,370) 90% 326,335,000 254,865,370 78% Energy programs (incentives and grants) 3,303,000 640,632 (2,662,368) 19% 12,270,000 11,629,368 95% Data manager 939,000 887,843 (51,157) 95% 3,774,000 2,886,157 76% Utility service fees 502,000 455,449 (46,551) 91% 1,893,000 1,437,551 76% Staffing 2,309,000 1,666,202 (642,798) 72% 9,244,000 7,577,798 82% Professional services 419,000 145,048 (273,952) 35% 1,393,000 1,247,952 90% Legal services 267,000 279,200 12,200 105% 1,037,000 757,800 73% Marketing and customer enrollment 313,000 233,764 (79,236) 75% 943,000 709,236 75% Other general & administration 430,000 401,150 (28,850) 93% 1,625,000 1,223,850 75% Total current expenditures 87,749,000 76,178,918 (11,570,082) 87% 358,514,000 282,335,082 79% Other Uses
Capital outlay 26,000 - (26,000) 0% 114,000 114,000 100% Uninterruptible Power Supply expenditures 700,000 - (700,000) 0% 2,800,000 2,800,000 100% Total other uses 726,000 - (726,000) 0% 2,914,000 2,914,000 Total Expenditures and Other Uses 88,475,000 76,178,918 (12,296,082) 86% 361,428,000 285,249,082 79% Surplus (Deficit) $ (16,820,000) $ (2,771,259) $ 14,048,741 $ (9,383,000) $ (6,611,741) 70%

CENTRAL COAST COMMUNITY ENERGY

BUDGETARY COMPARISON SCHEDULE
Three Months Ended December 31, 2021
See accountants' compilation report. 9 of 188
CCA Program Surplus/(Deficit)
per budgetary comparison schedule: $ (2,771,259)
Adjustments needed to reconcile to the
changes in net position in the
Statement of Revenues, Expenses
and Changes in Net Position:

Subtract depreciation expense (22,977)
Change in Net Position $ (2,794,236)

REVENUES, EXPENSES AND CHANGES IN NET POSITION

CENTRAL COAST COMMUNITY ENERGY

BUDGET RECONCILIATION TO STATEMENT OF
Three Months Ended December 31, 2021
See accountants' compilation report.
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Budget Item YTD Variance Comment
Electric Sales Revenue 2.5% Sales revenue includes revenues actually billed to customers as well as estimated customer usage during the reporting period that is not yet billed.

Cost of Energy (9.8%) Currently there is positive. Variances in this category are typically due to (1) timing difference between projected and actual REC deliveries, (2) variance from actual to anticipated market prices, and (3) variance from actual to expected volume used by customers.

Staffing (27.8%) Staffing expenses are under budget due to the timing of new hires.

Professional Services (65.4%) This category includes accounting, IT, technical and other consultants.

Legal Costs 4.6% This category includes outside legal costs for regulatory and energy procurement needs.

Marketing and customer enrollment (25.3%) Variance is mostly due to the lower than anticipated costs of recent customer enrollments.

Data Management Services (5.4%) These fees non-discretionary and are charged on a per customer basis.

Utility Service Fees (9.3%) These are PG&E and SCE fees charged on a per customer basis.

Other General & Administrative (6.7%) This category includes occupancy costs, industry membership dues, and other general and administrative costs.

Energy and Related Programs (80.6%) Programs expenses have generally been delayed until future periods Budget Commentary for significant items

CENTRAL COAST COMMUNITY ENERGY
October 1, 2021 through December 31, 2021

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-$2.6
-$2.5
Act
Bud
$1.8
-$7.7
$28.3
-$10.0
-$5.0
$0.0
$5.0
$10.0
$15.0
$20.0
$25.0
$30.0
$35.0
Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep
Actual
Budget
$73.2
$71.5
$354.6
$0.0
$50.0
$100.0
$150.0
$200.0
$250.0
$300.0
$350.0
$400.0
Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep
Actual
Budget
Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep
Actual (T48/T8) 449 419 441
Budget 428 421 432 431 379 406 395 421 425 448 478 454
0 100
200
300
400
500
600

CUSTOMERS

SALES VOLUME
441 GWh

STD MARGIN
-$2.6M (10%)
Δ in NET ASSETS
-$4.2M

REVENUE
$25.7M
Cumulative YTD Electricity Sales Cumulative YTD Direct Margin Fiscal Year Electricity Sales are $1.7M above budget, Margin dollars are $9.5M above budget.

Data Definitions:

CUSTOMERS: From GridX invoice.

REPORTED / SALES VOLUME: Best available estimate of actual meter volume. Currently based on GridX T+8 SQMD Report and T+48 when available.

REVENUE: Total Operating Revenue, net of uncollectible, (excludes Miscellaneous and Interest income).

NON-OP REV: Other uses, primarily Interest Income
ELECTRICITY SALES: Sales from electricity (net of uncollectible).

STD MARGIN: Electricity Sales less cost of energy (Forecasting & scheduling included in Cost of Energy to match budget) ACTUAL: Same as sales volume above
BUDGET: Volumes from FY21/22 budget
Monthly Sales Volume (GWh)
Financial Dashboard: December 2021
Margin %

CUSTOMERS
438,000
ACTIVE
December revenue of $25.7M accounted for
441 GWh in net retail consumption. This
comes in 9 GWh ahead of budgeted volume.

Our YTD Revenue is ahead of budget by
$1.7M, and margin exceeds budget by
$9.5M for the year.
39%
49%
12%
34%
49%
17%
Res
Com
Ag
YTD Month
42%
50%
8%
35%
50%
15%
Res
Com
Ag
YTD Month
Revenue $25.7
C.O.E. $28.3
OpEx $1.6
Net Income -$4.2 -10.2%
-10.3%
Act
Bud
Margin %
Return of Investments YTD Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep Money Market and other Interest Earning Accounts $ 34,009 99,639 $ 33,104 $ 32,526 $ Funds Invested - Average Balance $ 178,052,000 170,609,000 $ 172,266,000 $ Average APY 0.24% 0.22% 0.23%

CENTRAL COAST COMMUNITY ENERGY
Investment Summary
October 1, 2021 through December 31, 2021

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Total 0-30 31-60 61-90 90-120 Over 120
Accounts Receivable, net 35,016,000 26,871,000 2,630,000 1,807,000 1,868,000 1,840,000 Period % 100% 77% 8% 5% 5% 5%
As of December 31, 2021
Accounts Receivable Aging Report

CENTRAL COAST COMMUNITY ENERGY
DAYS

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Staff Report Item 3
TO: CCCE Operations Board of Directors
FROM: Tom Habashi, Chief Executive Officer
SUBJECT: Consider Finding, Pursuant to AB 361 and in order for the Operations Board of Directors to Continue Meeting Remotely, that the COVID-19 Pandemic State of Emergency Declared by Governor Newsom is Still In Effect; The Operations Board of Directors has Reconsidered the Circumstances of the State of Emergency; and the Monterey County Health Officer Continues to Recommend Social Distancing Measures for Meetings of Legislative Bodies (Action Item) DATE: March 9, 2022
RECOMMENDATION:

This recommends the Operations Board (“Board”) find, pursuant to AB 361 and for the Board to continue meeting remotely, that the COVID-19 pandemic State of Emergency declared by Governor Newsom is still in effect; the Board has considered the circumstances of the State of Emergency; and the Monterey County Health Officer continues to recommend social distancing measures for meetings of legislative bodies.

BACKGROUND:

On September 16, 2021, Governor Newsom signed AB 361. This legislation amends the Brown Act to allow Brown Act bodies to meet via teleconference during a proclaimed state of emergency in accordance with teleconference procedures established by AB 361 rather than under the Brown Act's more narrow standard rules for teleconference meetings.

DISCUSSION/ANALYSIS:

AB 361 provides that if a state or local health official recommends social distancing, a legislative body may meet remotely after September 30, 2021, provided that the legislative body finds 1) the Governor's proclaimed state of emergency is still in effect; 2) the legislative body has reconsidered the circumstances of the state of emergency, and 3) either the Monterey County Health Officer continues to recommend social distancing measures for meetings of legislative bodies or the state of emergency continues to directly impact the ability of the members to meet in person. 15 of 188
The Monterey County Health Officer has recommended social distancing measures for meetings of legislative bodies, so the Board were able to meet remotely the first time after September 30, 2021. To continue meeting remotely, the Boards must make the findings outlined above.

Accordingly, staff recommends making the appropriate findings. This action will be required every 30 days to keep meeting remotely. A special meeting may be necessary for that purpose.

FISCAL IMPACT:

There is no fiscal impact associated with this action.

CONCLUSION:

The Board’s consideration and finding that the COVID-19 pandemic State of Emergency declared by Governor Newsom is still in effect; the Board has reconsidered the circumstances of the State of Emergency; and the Monterey County Health Officer continues to recommend social distancing measures for meetings of legislative bodies will allow the Board to continue meeting remotely under the procedures established by AB 361.
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Staff Report Item 4
TO: CCCE Operations Board of Directors
FROM: Norm Groot, Chairman of the Community Advisory Council SUBJECT: Community Advisory Council's Report (Discussion Item) DATE: March 9, 2022
CCCE Community Advisory Council
Report to Policy Board
2/16/2022
Central Coast Community Energy’s Community Advisory Council (CAC) met on Wednesday, February 2, 2022, with Council members both in-person and virtually. As this meeting was conducted in a hybrid format, it was necessary for the CAC members to confirm the COVID-19 Pandemic State of Emergency under AB 361 was still in effect. This was done under the Consent Agenda item along with approval of the minutes from the December 1, 2021 CAC meeting.

COO Robert Shaw provided an extensive report on recent staff engagements and activities, including updates on recent staff positions filled. Members of staff provided updates on new service enrollments, the pilot percentage of income payment plan (PPIP), vendor registry for small and local businesses, front of the meter energy storage program, as well as updates on energy program rollouts and uptake rates.

A brief update on the rate adjustment approved by the Operations Board in December was also provided.

At the urging of several CAC members, an agenda item was requested by the CAC Chair to consider development of a Sustainable Workforce policy; this discussion was intended to provide CAC members an opportunity to express if there is a need for this type of policy, what the scope of the policy should include, as well as what elements should be considered. There was considerable discussion on ideas and concepts expressed by CAC members, followed by public comment. While there was no action taken directly on the policy itself, nor any consensus on the policy elements or any recommendation made to the Policy Board, a follow-up workshop will be held at the April CAC meeting with presentations from community stakeholders.

A brief report on the development of an energy programs portfolio evaluation process will be followed in April with a draft report for the CAC members to review and discuss.

There being no further business, the CAC meeting was adjourned. 17 of 188
Staff Report Item 5
TO: CCCE Operations Board of Directors
FROM: Tom Habashi, Chief Executive Officer
SUBJECT: CEO' Report (Discussion Item)
DATE: March 9, 2022

ATASCADERO VOTES TO JOIN CCCE
The City of Atascadero voted unanimously to seek membership in CCCE. Approval requires further amendment to the CCCE Joint Powers Agreement and the CCCE Implementation Plan. The City of Atascadero would be the 34th Member Agency and would require one additional seat on the Policy and Operations Board of Directors. The earliest CCCE could begin serving customers in Atascadero is January 2024.
2021 ENROLLMENT UPDATE
Enrollment is complete in the communities of Carpinteria, Goleta, and the communities located in unincorporated Santa Barbara County that are served by Southern California Edison (SCE). SCE area enrollment stands at about 97% of eligible customer demand. In January 2022, the final enrollment of 6,000 customers in the City of Buellton and SCE service area customers enrolled in the NEM program concluded. Staff is continuing to engage with customers to ensure positive onboarding experience.

Detailed enrollment information is available in the attached CCCE Enrollment & Customer Outreach Report.

MEMBER AGENCY SERVICES UPDATE
CCCE launched its medium and heavy-duty (MD/HD) fleet program to Member Agencies under the Member Agencies Services. Potential applications include street sweepers, refuse trucks, and first response vehicles. Incentives under the MD/HD fleet program are tied to the incremental cost of electric models from standard internal combustion options with max incentives up to $250,000. The anticipated budget for this program in FY 21/22 is $1,000,000.

In addition to programs, Member Agency Services will aid in meeting other efforts furthering CCCE’s strategic goals, including data access and analysis, regional policy making support, and collaboration on 18 of 188
grid reliability efforts. Staff is also engaging Member Agency staff to share information about Member Agency Services and solicit information, feedback, and ideas. CCCE is also establishing, and scheduling working groups focused on building and transportation electrification. The purpose of these working groups is to drive participation in and value from existing programs and inform future program design; identify common needs, barriers, and scalable strategies and solutions for regional electrification; and identify and share resources between Member Agencies and CCCE.

FRONT OF THE METER ENERGY STORAGE (FMES)
Front of the Meter Energy Storage (FMES) is a first of its kind effort to deploy 1 to 5 MW of energy storage systems to improve grid reliability, reduce greenhouse gas emissions during net peak hours, and provide localized resiliency by leveraging PG&E’s Community Microgrid Enablement Tariff and Program.

CCCE received 73 distinct offers from 13 developers covering the entire service area and battery technologies including Lithium Ion, Iron Flow, Zinc / Aqueous, and Lithium Iron Phosphate. Staff is currently reviewing the offers from both a quantitative and qualitative standpoint and intends to shortlist proposals by March 15, 2022.

PERCENTAGE OF INCOME PAYMENT PLAN (PIPP) PILOT
The California Public Utilities Commission (Commission) authorized the development of Percentage of Income Payment Plan (PIPP) pilot to determine the effectiveness of using a predetermined affordable percentage of monthly income-based payment plans as a tool to reduce customer disconnections. The Commission outlined a cap of 15,000 pilot program participants to be divided across each of the California investor-owned utilities. CCA customers eligible for inclusion in the pilot are required to work collaboratively with the CCA(s) identified.

CCCE will have 515 shared PG&E customers and 28 SCE shared customers participating in the pilot.

Utilizing the eligible customer data, the following zip codes were selected:
• 93111 (Goleta and Unincorporated SB County/SCE)
• 93458 (Santa Maria/PG&E)
• 93906 (Salinas/PG&E)
The pilot is anticipated to span a 4-year period in total with a two-year active enrollment window and up to 24 months for participant payment plans to conclude.

ATTACHMENT(S):

1. CCCE Contracts < $100k

2. CCCE Enrollment & Customer Engagement Update

3. Energy Programs Update

4. Regulatory and Legislative Update
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CCCE Contracts < $100k
Vendor Total Engagement Amount From To Service Scope Remarks 1 Shute Mihaly & Weinber LLP $30,000 1/31/2022 Until Completed Joint CCA Legal Representation in Assistance with Prop 209 -1/5 Share Cost, CCCE $2,125.002 Wald Ruhnke & Dost Architects $5,000 1/28/2022 As Needed Feasibility Study of Existing NOAA Building for Proposed CCCE Headquarters 3 Gridwell Consulting $70,000 1/5/2022 12/31/2022 Amendment No.2 to 5/20/2020 to Increase by $35k for Continual Support with CAISO Rules and Regulations 20 of 188
Upcoming Enrollment Timeline
• November 2021
9 60-day pre-enrollment notifications for customers on NEM program in SCE service territory9 60-day pre-enrollment notifications for customers in the City of Buellton • December 2021
9 60-day post-enrollment notifications9 30-day pre-enrollment notifications for customers on NEM program in SCE service territory9 30-day pre-enrollment notifications for customers in the City of Buellton • January 2022
• Transition for est. 3,000 customers on NEM Program in SCE service territory• Transition for est. 2,700 customers in the City of Buellton (including NEM) • February 2022
• 60-day post-enrollment notifications SCE NEM• 60-day post – enrollment notifications City of Buellton 21 of 188

KEY ACCOUNT OUTREACH
(CARPINTERIA/GOLETA/SB COUNTY)
• SCE Top 50 Key Account List
• Outreach to Top 50 Key Accounts
• Enrollment outreach completed
• Follow up calls with individual Key Accounts scheduled in March and April 2022, to review bills and cost savings
• Enrollment Member Agency Engagement
• Last call scheduled for January 25th with Edison-enrollment service area; calls continue with City of Buellton, as this new enrollment unfolds in PG&E service area • January 2022 enrollment close out call completed on Jan 25th• Coordinating School Districts with staff (School Bus electrification energy programs)• MarComm materials for enrolling member agency staff; shared out January & February’s materials • CCA Coordination call with Santa Barbara Clean Energy completed Jan 10th, 2022. Future coordination calls will now occur quarterly in 2022.
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KEY ACCOUNT OUTREACH

CITY OF BUELLTON
• PG&E Top Key Account List
• List review & coordination of customers currently CCCE served in other areas• Completed outreach to two Key Accounts who opted out in previous PG&E enrollments
• Enrollment & Outreach
• Outreach zoom webinars completed for Buellton enrollment; • Enrolling Community Public Forum (English) on Feb 8th • Enrolling Community Public Forum (Spanish) on Feb 10th • Buellton Chamber virtual event completed Jan 19th, 2022 • Enrollment meetings scheduled with City of Buellton
• Completed Enrolling Member Agency call with City of Buellton on Feb 8th• Scheduled remaining enrollment calls with Buellton for Feb and March 2022 23 of 188

ENROLLING COMMUNITY WEBINARS &

PRESENTATIONS
Past 30 Days
• Buellton Chamber Mixer (1/19/22)
• CCCE Welcomes Enrolling Solar Customers in the City
of Buellton, Carpinteria, Goleta, and
Southern Unincorporated Santa Barbara County
(1/11/22)
• Buellton City Council Presentation (1/27/22)
February
City of Buellton – Enrolling Community Public Forum
(2/8/22)
City of Buellton – Enrolling Community Public Forum
(Spanish) (2/10/22)
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ENROLLING CUSTOMERS BY RATE CLASS
Opt-Outs by Rate Class
Residential 1092Commercial 222Agricultural 74
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CALPINE CALL CENTER ACTIVITY
August 3, 2021- February 22, 2022
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3CEPRIME OPT-UP
August 3, 2021- February 22, 2022
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Current Service Area % of Account Enrollment

89.65%

94.94%

98.17%

90.64%

92.59%

98.51%

87.68%

93.42%

96.65%

98.90%

96.45%

95.09%

97.00%

91.08%

88.50%

96.58%

93.90%

96.39%

97.76%

95.88%

92.78%

87.87%

98.61%

97.42%

87.44%

86.73%

90.86%

96.70%

95.14%

97.66%

95.88%

99.08%

96.56%

WATSONVILLE INC

UNINC SANTA CRUZ CO

UNINC SANTA BARBARA CO

UNINC SAN BENITO CO

UNINC MONTEREY CO

SOLVANG INC

SOLEDAD INC

SEASIDE INC

SCOTTS VALLEY INC

SANTA MARIA INC

SANTA CRUZ INC

SAND CITY INC

SAN LUIS OBISPO INC

SAN JUAN BAUTISTA INC

SALINAS INC

PISMO BEACH INC

PASO ROBLES INC

PACIFIC GROVE INC

MORRO BAY INC

MONTEREY INC

MARINA INC

HOLLISTER INC

GUADALUPE INC

GROVER BEACH INC

GREENFIELD INC

GONZALES INC
GOLETA

DEL REY OAKS INC

CARPENTERIA

CARMEL INC

CAPITOLA INC

BUELLTON INC

ARROYO GRANDE INC
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Current Service Area % of Load Enrollment

91.91%

94.59%

97.53%

93.41%

94.43%

87.37%

96.91%

93.03%

94.06%

95.83%

81.75%

85.55%

96.89%

95.60%

95.55%

98.73%

96.25%

98.28%

97.27%

93.85%

93.59%

96.38%

99.53%

98.77%

97.90%

98.68%

93.25%

98.03%

98.33%

98.04%

97.39%

99.85%

98.38%

WATSONVILLE INC

UNINC SANTA CRUZ CO

UNINC SAN BENITO CO

UNINC MONTEREY CO

SOLVANG INC

SOLEDAD INC

SEASIDE INC

SCOTTS VALLEY INC

SANTA MARIA INC

SANTA CRUZ INC

SANTA BARBARA

SAND CITY INC

SAN LUIS OBISPO INC

SAN JUAN BAUTISTA INC

SALINAS INC

PISMO BEACH INC

PASO ROBLES INC

PACIFIC GROVE INC

MORRO BAY INC

MONTEREY INC

MARINA INC

HOLLISTER INC

GUADALUPE INC

GROVER BEACH INC

GREENFIELD INC

GONZALES INC
GOLETA

DEL REY OAKS INC

CARPINTERIA

CARMEL INC

CAPITOLA INC

BUELLTON INC

ARROYO GRANDE INC
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GRIDX CALL CENTER – JANUARY FINAL
Takeaways on Call Center Volume
Of the 2,524 inbound customer calls received this January, 553 were SCE customers transferred directly to the CalPine IVR to accomplish their action. Of the remaining 1,971 calls, roughly 57% elected to speak with a call center representative. The remaining 43% (845) of customers strictly use the IVR to accomplish their action 30 of 188
GRIDX CALL CENTER – FEBRUARY TO DATE
Takeaways on Call Center Volume
Of the 3,041 inbound customer calls received this February, 618 were SCE customers transferred directly to the CalPine IVR to accomplish their action. Of the remaining 2,423 calls, roughly 59% elected to speak with a call center representative. The remaining 41% of customers strictly use the IVR to accomplish their action 31 of 188
OPT OUT BY COUNTY – (90 day)
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COMMUNITY ENGAGEMENT – January/February
NORTH:• Monterey Peninsula Chamber Roundtable• Monterey County Immigrant Services Network of Empowerment (CISNE) (monthly)
• South County Outreach Efforts (SCORE)• Nonprofit Alliance of Monterey County (NAMC)• VIDA Community Health Workers 1/11• Underserved Comm. Committee Meeting with Dennis Osmer (1/7)
• Underserved Comm. Committee Meeting with
Richard Stedman (1/12)
• Monterey Commercial Property Owners Assocation
(1/13)
• San Benito Business Council (1/13)• Commercial Customer Quarterly Webinar (2/17)• CCCE Energy Update: E-Bike Basics w/Ecology Action (2/22/22)
• CCCE Energy Update: E-Bike Basics (2/24/22)
SOUTH:• Los Amigos de Guadalupe
– first contact (1/11)
• Green Business Webinar/CCCE shares updates on programs (1/18) • Call with Community Environmental Council on spanish outreach (1/18)• Presentation to Atascadero Democratic Club (1/20)• SLO Climate Coalition (1/20)• Good Morning SLO - Chamber Mixer (1/27) • Business 2 Business Mixer
– Santa Barbara South Coast Chamber (1/27)
• Santa Ynez Chamber Annual Meeting (1/27)• South County Chamber Governmental Affairs Committee Meeting (1/28)• YIMBY Introductory Meeting (2/3)• REACH Meeting (2/8)• Santa Maria Valley Housing Summit (2/16)• Montecito Association Introductory Meeting (2/22)• Wake Up Paso – Chamber Mixer (1/23)
• Good Morning SLO
– Chamber Mixer (2/24)
• Business 2 Business Mixer
– Santa Barbara South Coast Chamber (2/24)
• YIMBY Community Meeting (2/24)• South County Chamber Governmental Affairs Committee Meeting (2/25) 33 of 188

UPCOMING COMMUNITY ENGAGEMENT

OPPORTUNITIES
• Community/Key Account Presentations
• Santa Maria Business Expo (Tabling a
booth) (3/3)
• Montecito Association (Presentation)
(3/8)
• Santa Ynez Chamber Mixer (Presentation)
(3/17)
• Good Morning SLO Chamber Mixer
(Presentation) (3/24)
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Website, Press & Social Media
3Cenergy.org Weekly Website Stats
Top Visited Webpages Visitors
Home 995
Electrify Your Ride Program 648
Electrify Your Ride Resident 371
Billing 199
Electrify Your Ride
Program Application
197
Opt Out 150
Webpage Referrals Visitors
Direct 1,033
Organic Search 665
Referral 389
Social 73
Email 14
Top Referral Sources Visitors
Ads 195
Facebook 57
Customer Account Portal 29
Zoom 28
Weekly Social Media Update
Paid Facebook Campaign Electrify Your Ride Post Stats
English posts 18,593 Reach 2,597 Clicks
Spanish posts 19,426 Reach 825 Clicks
Spanish CARE/FERA posts 28,256 Reach 1,482 Clicks
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TO:

FROM:

DATE:

RE:

Operations Board of Directors
Tom Habashi, Chief Executive Officer
March 9, 2022
Energy Programs Update
ENERGY PROGRAMS UPDATE:

Staff continues to develop and implement CCCE’s FY 21/22 suite of Energy Programs for a broad range of customers to advance building electrification, transportation electrification, and community resiliency. Provided in this memorandum is an update on recent energy programs implementation activities.

Electrify Your Ride Program
On November 9, 2021, CCCE staff launched the next iteration of the Electrify Your Ride Program.

Building off of last year’s program, the Electrify Your Ride Program provides rebates to CCCE customers who purchase or lease an electric vehicle (EV). This program also incorporates rebates for Level 2 EV Chargers, as well as related home electrical upgrades - such as panel upgrades and wiring – to support “EV Readiness”. A new offering of the Electrify Your Ride Program includes rebates for electric bicycles (E-bikes) for residents.

Residential, commercial, and agricultural customers are welcome to apply. Higher incentive amounts will be available through this program for income-qualified customers to promote greater adoption of transportation electrification in disadvantaged and low-income communities. CCCE Member Agencies will have the option to reserve funding under the program for future fleet EV purchases, as well as the purchase and/or installation of EV Chargers. In FY 21/22, CCCE budgeted a total of $3.1 million with $2.85 million allocated for customer incentives. Funds will remain available through September 30, 2022, or until funds are fully reserved. To date, CCCE has received 688 applications totaling $939,000 in requests. The following table summarizes program participation by county to date. 36 of 188
Electrify Your Ride FY 21/22
Total Number of
Applications Approved
Total Rebates
Approved
Monterey 121 $ 32,453
San Benito 13 $ 4,545
San Luis Obispo 125 $ 28,267
Santa Barbara 77 $ 19,866
Santa Cruz 227 $ 65,016
Total 563 $ 150,147
New Construction Electrification Program
On October 5, 2021, CCCE launched the third iteration of the New Construction Electrification Program (NCEP). Through a first-come-first-served application process, the NCEP provides housing developers incentive funds to build all-electric housing. Like previous iterations of the program, projects must be built to all-electric standards for all energy utility needs including but not limited to water heating, space heating, and cooking appliances. This year, incentives are available only for affordable housing units.

A $2,500 incentive will be provided on a per unit basis and will be provided “downstream” to developers upon successful completion of the project. In FY 21/22 a total of $1.5 million is available to housing developers and will remain available through September 30, 2022, or until funds are fully reserved. To date, CCCE has received three applications for a total request of $450,000.

Agricultural Electrification Program
On October 5, 2021, staff launched the third iteration of the Agricultural (Ag) Electrification Program.

The Ag program provides incentives to CCCE customers for replacement of fossil fuel powered agricultural equipment with new electric equipment including irrigation pumps, farm tools, utility vehicles and other equipment. Incentives will be provided “downstream” directly to the customer after proof of purchase and/or installation of equipment.

The incentive is open to CCCE customers whose primary business is agriculture production and/or agriculture processing. This year, eligible customers will receive between 70 – 100% of the total project cost up to $30,000 for qualifying projects. Applications submitted by small businesses with higher impact projects - in terms of greenhouse gas emissions reduction – will be supported by the highest incentive levels. In FY 21/22, a total of $600,000 is available for incentives and will remain available through September 30, 2022, or until funds are fully reserved. To date, 19 eligible applications have been received totaling nearly $272,000 in requests. Staff has approved 16 applications and reserved just over $222,000 under the Program.
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Agriculture Electrification Program FY 21/22
Total Number of
Applications
Incentives Requested
Monterey 9 $ 166,000
San Benito 1 $ 20,000
San Luis Obispo 1 $ 12,000
Santa Barbara 2 $ 40,000
Santa Cruz 6 $ 34,000
Total 19 $ 272,000
Electric School Bus Program
On October 5, 2021, CCCE launched the third iteration of the Electric School Bus Program. This program provides public schools and school districts enrolled in CCCE service with an opportunity to receive funding for the purchase of an all-electric school bus. The Electric School Bus Program is intended to reduce GHG emissions from school buses, as well as eliminate harmful pollutants emitted by traditional diesel buses near students.

In FY 21/22, a total of $1 million is available to incentivize up to five new buses in our service area. CCCE will contribute up to 50% of the cost, not to exceed $200,000 for each school bus. Funds will be distributed directly from CCCE to the bus manufacturer of the awardee’s choosing on behalf of the awardee. Applications will be accepted on a rolling basis until funds are fully reserved. To date, CCCE has received nine (9) applications totaling over $1.45 million in requests.

School Bus Electrification Program FY 21/22 Total Number of Applications
Incentives
Requested
Monterey 5 $ 675,000
San Benito 1 $ 200,000
Santa Barbara 2 $ 381,259
Santa Cruz 1 $ 200,000
Total 9 $ 1,456,259
CALeVIP – South Central Coast Incentive Project
On August 5, 2021, CCCE – in coordination with State and regional funding partners – launched the CALeVIP – South Central Coast Incentive Project (SCCIP). Implemented by the Center for Sustainable Energy (CSE), this program follows the FY 19/20 CALeVIP – Central Coast Incentive Project to provide incentives for public DC Fast Chargers and Level 2 Electric Vehicle Chargers. CALeVIP – SCCIP will make a total of $12 million in funds available over two years in San Luis Obispo, Santa Barbara, and Ventura counties. CCCE is contributing $1,750,000 with our funds available only to CCCE customers and 50% of the funds dedicated to disadvantaged and low to moderate income communities. 38 of 188
On the first day after launching the SCCIP, the program saw over 250 applications and an oversubscription for DC Fast Charger funds. At this time, all funding is reserved. CSE is moving to finalize funding approval and distribute funding to approved projects.

Community Education and Workforce Grant Program
On December 9, 2021, CCCE launched the second iteration of the Community Education and Workforce Grant Program (“Grant Program”). The purpose of the Grant Program is to provide support for organizations to address education and outreach barriers that impact CCCE Energy Programs focused on Electrification, as well as to address gaps in local workforce training and development slowing the advancement of electrification of the building and/or transportation sectors. A total of $400,000 has been made available for the Grant Program, with a maximum grant amount of $100,000 per grant recipient geared towards encouraging more workforce development proposal submissions.

The application closed on February 7, 2022. CCCE has received 10 applications.

Community Education & Workforce Grant Program
FY 21/22
Total Number of
Applications
Grant Funding
Requested
Monterey 1 $ 50,000
Santa Barbara 5 $ 319,029
Santa Cruz 3 $ 200,000
Ventura 1 $ 100,000
Total 10 $ 749,029
For information about other energy programs launched earlier this fiscal year, please see Energy Programs Update attachment.

Planning, Implementation, and Innovation Grant Program
On December 9, 2021, CCCE launched the first iteration of the Planning, Implementation, and Innovation Grant Program (“Grant Program”). The purpose of the Grant Program is to provide CCCE Member Agencies support to planning and implementation to encourage the electrification of member agency fleets, municipal properties, and community infrastructure. Proposals for new and innovative electrification or energy technology for municipal buildings and/or fleets were also highly encouraged. A total of $600,000 has been made available for the Grant Program, with a maximum grant amount of $150,000 per grant recipient.

The application closed on February 7, 2022. CCCE has received nine (9) applications. 39 of 188
Planning, Implementation, & Innovation Grant
Program FY 21/22
Total Number of
Applications
Grant Funding
Requested
Monterey 2 $ 250,000
Santa Barbara 1 $ 91,533
Santa Cruz 5 $ 635,500
San Luis Obispo 1 $ 70,000
Total 9 $ 828,033
Energy Programs Launch Schedule
The table below provides a launch status overview for FY 21/22 Energy Programs:

Program Launch Schedule
Light-Duty Electric Vehicle Public Charging
Program ("CALeVIP") Launched 8/5/2021
Reach Code Program Ongoing
Greenhouse Gas Inventory Program Ongoing
Agriculture Electrification Program Launched 10/5/2021
Electric School Bus Program Launched 10/5/2021
New Construction Electrification Program Launched 10/5/2021 Light-Duty Electric Vehicle and Private Charging Program ("Electrify Your Ride") Launched 11/9/2021
Energy Education, Workforce Development, and
Innovation Program (Grant Programs) Launched 12/9/2021
Residential Electrification Program Q2, FY 21/22
Battery Storage Pilot Program Q3, FY 21/22
Summer Readiness Program TBD
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TO: CCCE Operations Board of Directors
FROM: Tom Habashi, Chief Executive Officer
DATE: March 9, 2021
RE: Regulatory & Legislative Update
Regulatory
Power Charge Indifference Adjustment (PCIA; Rulemaking.17-06-026) – Application for Rehearing of Working Group 3 Decision
Issue
More than six months have passed since filing of CalCCA’s Application for Rehearing (“AFR”) of Decision.21-05-030 with no action on the part of the California Public Utilities Commission (CPUC). CCCE believes the CPUC committed legal error in D.21-05-030 by failing to order allocations of the Resource Adequacy and GHG-free resources in the same way the Decision does for the Renewable Portfolio Standard-eligible resources.

Impacts
In the absence of a decision from the CPUC on the AFR, or if the CPUC rejects the AFR, CCCE, CalCCA, and other interested CCAs would need to file a court appeal to ensure that CCA customers receive the benefit of the legacy resources that customers already pay for through the PCIA.

Status
Waiting for CPUC action on the AFR while considering a petition for writ of review.

Integrated Resource Planning (Rulemaking.20-05-003) – Preferred System Plan (PSP) Final Decision Issue
Integrated Resource Planning (IRP) is the CPUC’s GHG reduction planning process. Every two years, CCAs, investor-owned utilities (IOUs) and Direct Access providers must submit Integrated Resource Plans documenting the resources they plan to procure through 2030 and the estimated GHG emissions associated with those resources. The CPUC aggregates the Plans and uses the results to determine whether the sector is on track to hit its portion of California’s 2030 GHG reduction goals while maintaining reliable electric service. The most recent IRP was due in September 2020, and the next one will be due in November 2022.
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Impacts
The CPUC does not have direct jurisdiction over CCA procurement the way it does for IOUs. However, the CPUC’s responsibility for achieving GHG reductions in the power sector by 2030 allows it to order all load-serving entities participating in the IRP process (including CCAs) to procure extra resources if it finds the PSP lacking in GHG reductions and/or grid reliability. The first IRP cycle in 2017-2018 resulted in a CPUC mandate for 3,300 MW of extra procurement, with an additional 11,500 MW ordered in June 2021 to protect mid-term (2023-2026) grid reliability. CCCE’s pro rata share of these mandates was 57 MW and 291 MW respectively, and these requirements have been factored into CCCE’s procurement activities. Additional resource procurement mandates associated with future IRP cycles could similarly require CCCE to procure additional resources.

Status
In December 2021 the Commission released a Proposed Decision containing the final Preferred System Plan (PSP), the term used for the aggregation of all the individual LSEs’ IRPs. Factoring in the procurement mandates already in place alongside each LSE’s proposed procurement, the Proposed Decision found that the PSP met 2030 GHG and reliability benchmarks across the entire electricity sector and hence did not mandate any additional procurement.

The Proposed Decision also ruled on whether each individual IRP was acceptable. CCCE’s 2020 IRP was recommended for certification with an “exemplary” designation for the sections addressing disadvantaged communities. Final certification of CCCE’s 2020 IRP was completed upon passage of the Proposed Decision at the Commission’s February 10, 2022 voting meeting. The final Decision also laid out the schedule for the next IRP cycle. CCCE’s 2022 IRP will be due on November 1, 2022, and CCCE staff have begun initial work on that project.

Provider of Last Resort (POLR; Rulemaking.21-03-011) – Scoping Memo Issue
The Provider of Last Resort is the entity responsible for taking over a load-serving entity’s (LSE’s) customers if that LSE fails and can no longer provide electric service. Historically in California, the investor-owned utilities (IOUs) have served as the POLRs in their respective service areas, tasked with taking back CCA customers if a CCA fails. This proceeding is focused on fleshing out the POLR responsibilities, ultimately in preparation for allowing LSEs other than the IOUs (such as CCAs) to serve as POLR in their service areas. The proceeding is the implementation vehicle for SB 520 (Hertzberg, 2019) and has become especially urgent since CCA Western Community Energy’s bankruptcy in June 2021.

Impacts
In addition to the rules for POLR, Phase 1 of the proceeding will examine a framework for recovery of POLR costs and consider whether the Financial Security Requirement (FSR) and re-entry fees need to be modified and/or changes made to the CCA registration and de-registration processes. The FSR is a fee that each CCA must pay upfront, historically to the CPUC, to cover the costs of transferring its customers back to the IOU in the event of the CCA’s failure. The re-examination of the FSR could result in a significant increase in the amount of FSR that CCAs are required to post. 42 of 188
Status
This proceeding is still in its early stages. Stakeholder workshops at the CPUC to gather input on POLR issues began in October 2021 and are continuing, with the next scheduled for March 7, 2022. CalCCA has been working actively with CPUC staff to ensure that this proceeding achieves its goals without increasing CPUC jurisdiction over CCAs. A Proposed Decision in Phase 1 is expected in late 2022.

Phase 2 of the proceeding, which will kick off after Phase 1 concludes, will create a process for LSEs other than the IOUs to serve as POLR in in their service areas. Though it is over a year away, Phase 2 should eventually make it possible for CCAs to serve as POLR if they desire.

Resource Adequacy Reform (Rulemaking.21-10-002) – Structural Reform Issue
Resource Adequacy (RA) is the CPUC’s primary grid reliability planning program, designed to prevent blackouts and ensure continuous electric service in California. In addition to ongoing administration of the RA program, this proceeding is carrying out structural reform to make the RA program more effective at maintaining reliability as the grid transitions away from fossil fuels to a renewables and storage-based fleet. Decision 21-07-014 in July 2021 selected a broad structure called “slice-of-day” for the reformed RA process while acknowledging that many details still needed to be fleshed out. To do this, the Decision ordered a six-month series of stakeholder workshops to try to build consensus around a more detailed version of the slice-of-day model.

Impacts
RA procurement has taken up an increasing amount of budget and Power Resources staff time in recent years, and the type of RA products CCAs must buy is a direct product of the RA program structure.

Spiking RA prices combined with new noncompliance penalties imposed by the CPUC suggest potential for further cost increases in the future, though this outcome will likely depend on the outcome of the reform process.

Status
The workshop series ordered by D.21-07-014 began in September 2021 and concluded in January 2022.

Debate around the nature of the new RA framework has solidified around two proposals, one advanced by Southern California Edison and the other by Gridwell Consulting. Both address the key component the CPUC is seeking in the slice-of-day model, an ability to ensure reliability in all hours of the day rather than only at the peak demand hour. However, they differ in their structures and, CCCE staff believe, their potential impacts on procurement and other policy goals such as decarbonization. A report summarizing the discourse from the workshops will be published on February 28, 2022, after which there will opportunities for further stakeholder input. A Proposed Decision is still expected by summer 2022 for implementation in 2023.

Percentage of Income Payment Plan (PIPP) Pilot Programs (Rulemaking.18-07-005) – Decision Issue
Rulemaking 18-07-005 is dedicated to exploring ways to reduce disconnections. In October 2021, the Commission passed Decision.21-01-012 authorizing a new pilot program called the Percentage of Income Payment Plan (PIPP). The pilot will include up to 15,000 participants across California, and with CCCE’s participation will be open to both bundled and unbundled eligible ratepayers in CCCE’s service area. The pilots will be open to CARE-eligible customers (200% of Federal Poverty Level) that either 1) are in zip codes with highest rates of recurring disconnections, or 2) were disconnected 2 or more times during the 12 months prior to the disconnection moratorium. Each CCA must choose to participate in the pilot in order for its customers to be eligible even if they otherwise meet the eligibility requirements. 43 of 188
PIPP customers will receive a monthly bill cap based on a percentage of their income, standardized for two tiers of income (up to or over 100% Federal Poverty Level) and two household size categories (household of 1-2 or 3+ members). Participants will be charged the lower of their PIPP bill cap or their CARE and/or Medical Baseline bill. Cost recovery for both bundled and unbundled participants will be through the electric Public Purpose Program (PPP) charge. The PPP is paid on the delivery side of the electricity bill by all ratepayers, both bundled and unbundled.

Impacts
Access to the PIPP pilot will provide an additional source of financial relief for eligible CCCE customers that is financed by all California ratepayers.

Status
On February 4, 2022, CCCE submitted joint Advice Letters with both PG&E and SCE proposing compliant Percentage of Income Payment Plan pilots. The programs will be administered by the IOUs, with CCCE customers in specific Goleta, Salinas, Santa Maria, and unincorporated Santa Barbara County zip codes being eligible. The CPUC will make a determination on the Advice Letters within 45 days of filing, after which marketing, education, and outreach activities for the pilot may begin.

GO –156 Supplier Diversity Program (Rulemaking.21-03-010) - Proposed Decision Issue
In addition to adding certain categories and modifying reporting requirements, Rulemaking 21-03-010 seeks to revise the California Public Utilities Commission’s General Order 156 Supplier Diversity Program to include mandatory CCA reporting and goal setting in accordance with Senate Bill 255.

Impacts
CCCE submitted its first voluntary Supplier Diversity Report to the Commission in 2021 and will deliver its second such report on March 1, 2022. While required to submit to the requirements of SB 255, CCCE is also subject to the limitations placed on it by Proposition 209’s amendment to the California Constitution, preventing public agencies from providing preferences to bidders based on race, sex, color, ethnicity, or national origin. The Proposed Decision fails to incorporate these limits on CCAs, creating a legal conflict as CCAs will not be able to legally comply with the updates to GO 156. Additionally, the PD unlawfully applies workforce and board diversity requirements on CCAs that will be similarly impossible to meet legally.

Status
CCCE will be supporting comments to be filed by CalCCA in the proceeding that point out the legal errors in the Proposed Decision and propose alternative language. 44 of 188
Legislative
CCCE staff have been meeting with the legislative delegation representing CCCE’s member communities to update them on CCCE’s activities and prepare for the 2022 legislative session. The deadline to propose new bills was February 18. Dozens of climate and energy related bills are currently before state legislators and being marked up by their backers for committee consideration. Several bills represent opportunities for CCAs to expand their impact within their communities.

One of these is sponsored by CalCCA. AB 1814, authored by Assemblymember Timothy Grayson (D-Concord), would give CCAs the opportunity to compete alongside the IOUs to for allocations of funds distributed by the CPUC for transportation electrification programs. This funding is collected from all ratepayers on the distribution side of the bill but has historically been allocated only among the IOUs.

This type of funding comes with increased administrative responsibility to the CPUC, and it would be up to each CCA to decide whether this option is the best way to serve its ratepayers. But by giving all CCAs the choice, AB 1814 corrects a structural inequity in how this funding is allocated. AB 1814 should also improve the overall effectiveness of the program by allowing a larger pool of potential program administrators to compete and bring their ideas and comparative strengths to the table. CCCE will be working with CalCCA and other stakeholders to build support for AB 1814, and staff will provide updates to the Board as the 2022 legislative session advances.

Several other bills represent potential regulatory challenges as the legislature seeks to enforce greenhouse gas planning targets and reporting, expand CCA financial security requirements, and open new community renewable energy aggregation pathways for investor-owned Utilities. The CCCE Regulatory and Legislative team is participating in all available lobbying and advocacy channels to provide support for positions that most benefit CCCE communities.

At the federal level, the Build Back Better bill, HR 5376 , remains before the U.S. Senate. Among many other climate-related investments, it includes crucial extensions of the Investment and Production Tax Credits for renewable energy and extends the Investment Tax Credit to standalone storage. The Biden administration has discussed the possibility of separating these climate related elements from the other pieces of the bill to move them forward, but as of writing this has not yet occurred. 45 of 188
Staff Report Item 6
TO: CCCE Operations Board of Directors
FROM: Tom Habashi, Chief Executive Officer
SUBJECT: Authorize CEO to Execute an Agreement with Energy Solutions in an Amount Not to Exceed $1,760,000 and a Term Ending September 30, 2022 to Supplement the State TECH Program to Support Existing Building Electrification (Action Item) DATE: March 9, 2022
RECOMMENDATION:

This recommends the CCCE Operations Board (the “Board”) authorize the CEO to execute an Agreement between CCCE and Energy Solutions for an amount not to exceed $1,760,000 under which Energy Solutions will implement CCCE’s Residential Electrification Program.

BACKGROUND:

On September 16, 2021, the CCCE Policy Board adopted the FY 21 -22 Operating Budget that allocated 3% of operating revenues and 1% from Program Reserves for Energy Programs, including a proposed Residential Electrification Program intended to incent replacement of fossil-fuel appliances with all-electric appliances in existing single family and multi-family buildings.

DISCUSSION/ANALYSIS:

Water and space heating are the first and second highest uses of fossil fuel in residential buildings in CCCE’s service area and the largest source of greenhouse gas emissions from residential buildings.

Addressing these “end use” emissions require helping customers switch from fossil-fuel appliances to all-electric appliances using heat pump technology.

Several challenges face this market transformation including the need for greater public awareness about the benefits of electrification, a lack of knowledgeable and trained contractors actively selling and installing heat pump appliances, and the high upfront costs associated with electrification projects.

To address these challenges, CCCE partnered with the statewide Switch Is On campaign to generate consumer awareness and connect customers with resources including incentives and qualified contractors. CCCE also designed a mid-stream Residential Electrification Program that provides 46 of 188
incentives directly to contractors and stack or layer with other programs providing complimentary incentives and services to contractors, property owners, and renters. Finally, CCCE’s program leverages statewide resources through the TECH Clean California Initiative1 to provide installers access to free, high quality workforce education and training that focuses on installation and support to help new and existing local businesses develop around electrification.

CCCE is partnering with Energy Solutions to implement the Residential Electrification Program for CCCE customers. This includes collecting and reviewing applications from contractors, processing rebate payments, and recruiting local contractors. By partnering with Energy Solutions – the lead implementor of TECH Clean California Program – CCCE customers will benefit from leveraging both state and CCCE incentives to electrify their homes through a single, streamlined application process.

FISCAL IMPACT:

CCCE’s Residential Electrification Program, including incentives, marketing, and incentives are budgeted as part of the approved FY 21-22 Operating Budget.

CONCLUSION:

The Board’s approval of the Agreement enables CCCE to administer a mid-stream incentive program while leveraging state funding to accelerate the electrification of existing single and multi-family buildings in CCCE’s service area.

ATTACHMENT(S):

1. Draft Agreement with Energy Solutions
1 TECH Clean California is a $117 million statewide initiative, enabled through SB 1477, to drive market transformation and GHG emissions reductions through electrification. 47 of 188
3/2/2022 1 Contract Number: ______________

CENTRAL COAST COMMUNITY ENERGY

STANDARD SERVICES AGREEMENT
This Agreement is made by and between CENTRAL COAST COMMUNITY ENERGY (“3CE”) and Cohen Ventures, Inc. DBA Energy Solutions (hereinafter “CONTRACTOR”), a California corporation with its principal place of business located at 449 15th Street, Suite 400, Oakland, CA . 3CE and CONTRACTOR may be individually referred to herein as “Party” or collectively as “Parties.” In consideration of the mutual covenants and conditions set forth in this Agreement, the Parties agree as follows:

1. GENERAL DESCRIPTION

1.1. 3CE hereby engages CONTRACTOR to perform, and CONTRACTOR hereby agrees to perform, the services described in Exhibits A in conformity with the terms of this Agreement. The goods and/or services are generally described as services to implement a Residential Electrification Program for CCCE customers.

2. PAYMENT PROVISIONS

2.1. 3CE shall pay the CONTRACTOR in accordance with the payment provisions set forth in Exhibit B, subject to the limitations set forth in this Agreement. The total amount payable by 3CE to CONTRACTOR under this Agreement shall not exceed the sum of $1,760,000.00.

3. TERM OF AGREEMENT

3.1. The term of this Agreement is from the date of execution until September 30th, 2022, unless sooner terminated pursuant to the terms of this Agreement. This Agreement is of no force or effect until signed by both the CONTRACTOR and 3CE, with 3CE’s execution to be last in time.

CONTRACTOR may not commence work under this Agreement before 3CE signs this Agreement.

3.2. 3CE reserves the right to cancel this Agreement, or any extension of this Agreement, without cause with thirty (30) days written notice, or with cause immediately.

4. SCOPE OF SERVICES AND ADDITIONAL PROVISIONS

4.1. The following attached exhibits are incorporated herein by reference and constitute a part of this Agreement:

4.1.1.Exhibit A: Scope of Services

4.1.2.Exhibit B: Payment Terms

4.1.3.Exhibit C: Procedures for Unauthorized Release of Covered Information 48 of 188
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5. PERFORMANCE STANDARDS

5.1. CONTRACTOR warrants that CONTRACTOR and CONTRACTOR’s agents, employees and subcontractors performing services under this Agreement are specially trained, experienced, competent, and appropriately licensed to perform the work and deliver the services required under this Agreement and are not employees of 3CE or immediate family of an employee of 3CE.

5.2. CONTRACTOR and CONTRACTOR’s agents, employees and subcontractors shall perform all work in a safe and skillful manner and in compliance with all applicable laws and regulations. All work performed under this Agreement that is required by law to be performed or supervised by licensed personnel shall be performed in accordance with such licensing requirements.

5.3. CONTRACTOR shall furnish, at its own expense, all materials, equipment, and personnel necessary to carry out the terms of this Agreement, except as otherwise specified in this Agreement. CONTRACTOR shall not use 3CE premises, property (including equipment, instruments, or supplies) or personnel for any purpose other than in the performance of its obligations under this Agreement.

6. PAYMENT CONDITIONS

6.1. Prices shall remain firm for the initial term of the Agreement and, thereafter, may be adjusted annually as provided herein. 3CE does not guarantee any minimum or maximum amount of dollars to be spent under this Agreement.

6.2. Negotiations for rate changes shall be commenced, by CONTRACTOR, a minimum of ninety days (90) prior to the expiration of the Agreement. Rate changes are not binding unless mutually agreed upon in writing by 3CE and the CONTRACTOR.

6.3. Invoices shall be submitted monthly on a form acceptable to 3CE and provide sufficient detail, as determined by 3CE, of services rendered for the invoiced period.

6.4. 3CE shall certify the invoice for payment in either the amount requested, or in such other amount as 3CE determines is due in conformity with this Agreement. Invoices shall be certified and paid within 45 days of submission to 3CE.

7. TERMINATION

7.1. During the term of this Agreement, 3CE may terminate the Agreement for any reason by giving written notice of termination to the CONTRACTOR at least thirty (30) days prior to the effective date of termination. Such notice shall set forth the effective date of termination. In the event of such termination, the amount payable under this Agreement shall be reduced in proportion to the services provided prior to the date of termination.

7.2. Either Party may provide notice to the breaching Party of the non-breaching Party’s intent to cancel and terminate this Agreement for Good Cause (defined below). Termination shall occur 49 of 188
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if the Parties fail to agree on a plan for the breaching Party to cure within fifteen (15) days of the breaching Party’s receipt of such notice.. “Good Cause” includes the failure of CONTRACTOR to perform the required services at the time and in the manner provided under this Agreement, or failure for 3CE to render payment for completed services following CONTRACTOR’s written demand for payment, in accordance with Exhibit B – Payment Conditions. If either Party terminates this Agreement for Good Cause, 3CE may be relieved of payment for work not performed and 3CE may proceed with the work in any manner, which 3CE deems proper.

8. INDEMNIFICATION

8.1. CONTRACTOR shall indemnify, defend, and hold harmless 3CE, its Directors, Board members, officers, agents and employees from any claim, liability, loss, injury or damage arising out of, or in connection with, performance of this Agreement by CONTRACTOR and/or its agents, employees or sub-contractors, excepting only loss, injury or damage caused by the sole negligence or willful misconduct of personnel employed by 3CE. It is the intent of the parties to this Agreement to provide the broadest possible coverage for 3CE. The CONTRACTOR shall reimburse 3CE for all costs, attorneys’ fees, expenses and liabilities incurred with respect to any litigation in which the CONTRACTOR is obligated to indemnify, defend and hold harmless 3CE under this Agreement.

8.1.1.The CONTRACTOR’s selection of counsel to satisfy CONTRACTOR’s defense and hold harmless obligation as set forth in section 8.1 above, shall be subject to review and approval by 3CE.

8.1.2.Notwithstanding any other provision of this Agreement, 3CE shall be entitled to participate fully in the defense of any claim or action.

9. INSURANCE REQUIREMENTS

9.1. Prior to commencement of this Agreement, the CONTRACTOR shall provide a “Certificate of Insurance” certifying that coverage as required herein has been obtained. Individual endorsements executed by the insurance carrier shall accompany the certificate. In addition, the CONTRACTOR upon request shall provide a certified copy of the policy or policies. This verification of coverage shall be sent to 3CE.

9.2. Without limiting CONTRACTOR’s duty to defend and indemnify, CONTRACTOR shall maintain in effect throughout the term of this Agreement a policy or policies of insurance with the following minimum limits of liability:

9.2.1.1. Commercial General Liability Insurance, including but not limited to premises and operations, including coverage for Bodily Injury and Property Damage, Personal Injury, Contractual Liability, Broad form Property Damage, Independent Contractors, Products and Completed Operations, and cross-liability with a combined single limit for Bodily Injury and Property Damage of not less than $1,000,000 per occurrence, and $2,000,000 in the aggregate.
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9.2.1.2. Business Automobile Liability Insurance, covering all motor vehicles, including owned, leased, non-owned, and hired vehicles, used in providing services under this Agreement, with a combined single limit for Bodily Injury and Property Damage of not less than $500,000 per occurrence.

9.2.1.3. Workers’ Compensation Insurance, if CONTRACTOR employs others in the performance of this Agreement, in accordance with California Labor Code section 3700 and with Employer’s Liability limits not less than $1,000,000 each person, $1,000,000 each accident and $1,000,000 each disease.

9.2.1.4. Professional Liability Insurance, if required for the professional services being provided, (e.g., those persons authorized by a license to engage in a business or profession regulated by the California Business and Professions Code), in the amount of not less than $1,000,000 per claim and $2,000,000 in the aggregate, to cover liability for malpractice or errors or omissions made in the course of rendering professional services. If professional liability insurance is written on a “claims-made” basis rather than an occurrence basis, the CONTRACTOR shall, upon the expiration or earlier termination of this Agreement, obtain extended reporting coverage (“tail coverage”) with the same liability limits. Any such tail coverage shall continue for at least three years following the expiration or earlier termination of this Agreement.

9.3. Unless otherwise specified by this Agreement, all such insurance shall be written on an occurrence basis, or, if the policy is not written on an occurrence basis, such policy with the coverage required herein shall continue in effect for a period of three years following the date CONTRACTOR completes its performance of services under this Agreement.

9.4. Commercial general liability and automobile liability policies shall provide an endorsement naming 3CE, its Directors, Board members, officers, agents, and employees as Additional Insureds with respect to liability arising out of the CONTRACTOR’S work, including ongoing and completed operations, and shall further provide that such insurance is primary insurance to any insurance or self-insurance maintained by 3CE and that the insurance of the Additional Insureds shall not be called upon to contribute to a loss covered by the CONTRACTOR’S insurance.

10. RECORD AND CONFIDENTIALITY

10.1. “Confidential Information” is defined as certain confidential, secret and proprietary information, disclosed either orally or in writing or in printed, graphic or electronically recorded materials, records, data, specifications, formulas, technology, inventions, devices, products, methods, know-how, processes, financial data, specific client data and requirements, client and potential client lists, information concerning each Parties employees, agents or divisions, pricing information, and other trade secrets which have been or will be developed and owned by either of the Parties or their respective client(s). 51 of 188
3/2/2022 5 Contract Number: ______________

10.1.1. Confidential Information specifically includes Covered Information (as defined in Exhibit C), including Protected Personal Information(“PPI”) that identifies, relates to, describes, or is capable of being associated with, or could reasonably be linked, directly or indirectly, with a consumer, household, or customer account. All such Covered Information and PPI must fully be protected from disclosure as set forth in California Public Utility Commission Decision D.12-08-045. In the event of an unauthorized release of Covered Information and PPI, CONTRACTOR shall comply with Exhibit C, Procedures for Unauthorized Release of Covered Information.

10.2. The Parties and their respective officers, employees, agents, and subcontractors shall comply with any and all federal, state, and local laws, which provide for the confidentiality of records and other information. A Party receiving Confidential Information (the “Receiving Party”) shall not disclose any confidential records or other Confidential Information received from the other Party (the “Disclosing Party”) or prepared in connection with the performance of this Agreement, unless the Disclosing Party specifically permits the Receiving Party to disclose such records or information. The Receiving Party shall promptly transmit to 3CE any and all requests for disclosure of any such confidential records or Confidential Information. The Receiving Party shall not use any Confidential Information gained by the Receiving Party in the performance of this Agreement except for the sole purpose of carrying out the Receiving Party’s obligations under this Agreement.

10.3. Upon expiration or termination of this Agreement, the Receiving Party shall return to the Disclosing Party any Disclosing Party records which the Receiving Party used or received from the Disclosing Party to perform services under this Agreement.

10.4. CONTRACTOR shall prepare, maintain, and preserve all reports and records that may be required by federal, state, and local rules and regulations related to services performed under this Agreement. CONTRACTOR shall maintain such records for a period of at least three years after receipt of final payment under this Agreement. If any litigation, claim, negotiation, audit exception, or other action relating to this Agreement is pending at the end of the three-year period, then CONTRACTOR shall retain said records until such action is resolved.

10.5. 3CE shall have the right to examine, monitor and audit all records, documents, conditions, and activities of the CONTRACTOR and its subcontractors related to services provided under this Agreement. Pursuant to Government Code section 8546.7, if this Agreement involves the expenditure of public funds in excess of $10,000, the parties to this Agreement may be subject, at the request of 3CE or as part of any audit of 3CE, to the examination and audit of the State Auditor pertaining to matters connected with the performance of this Agreement for a period of three years after final payment under the Agreement.
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10.6. CONTRACTOR shall not publish any and all original computer programs, writings, sound recordings, pictorial reproductions, drawings, and other works of similar nature without the prior written approval of 3CE.

11. INTELLECTUAL PROPERTY RIGHTS

11.1 “Iris Platform” is defined as the Iris online software and associated data, owned and maintained by CONTRACTOR and provided as a part of the services to 3CE under this Agreement, that functions as an incentive processing and program reporting platform for 3CE’s customers and other third parties.

11.2 Intellectual Property Rights to the Iris Platform. All right, title, and interest in and to the Iris Platform (including without limitation all intellectual property rights therein) and all modifications, improvements, extensions, customizations, scripts or other definitive works of the Iris Platform provided or developed by the CONTRACTOR, whether prior to or during the Term of this Agreement, are and shall remain at all times solely vested in the CONTRACTOR. The Iris Platform was developed in its entirety by CONTRACTOR prior to the term of this Agreement, is the sole and exclusive property of CONTRACTOR, and CONTRACTOR retains all intellectual property rights thereto, including but not limited to copyrights (including all registrations and applications therefor), trade secrets, service marks, trademarks, trade names, trade dress, trademark applications and registrations, internet domain names, and all other proprietary and intellectual property rights, including moral rights.

Use of the Iris Platform by 3CE, its customers or any third party as part of the services shall not convey any rights of ownership to the Iris Platform, express or implied, including any intellectual property rights thereto, to any such party. During the term of this Agreement, CONTRACTOR grants to 3CE a non-exclusive, non-assignable, royalty-free, worldwide limited right to access and use the Iris Platform in connection with the services. Except as expressly provided herein, Company agrees not to assign, sublicense, transfer, copy, reproduce, distribute, republish, display, post or transmit in any form or by any means, any part of the Iris Platform to any third party. 3CE agrees not to access the Iris Platform by any means other than through the interfaces that are provided by CONTRACTOR.

Notwithstanding any conflicting terms of this Agreement, the Iris Platform and any and all works, expressions, inventions, ideas, discoveries, improvements and developments made to the Iris Platform by any person during the term of this Agreement, are explicitly excluded as "work for hire" pursuant to this Agreement.

Any data provided by 3CE to CONTRACTOR on the Iris Platform remains the property of 3CE and, upon request, shall be exported and/or deleted from the Iris Platform.

11.3 Iris Platform Terms of Use. All users of the Iris Platform shall be required to comply with the Iris Platform's standard Terms of Use, including 3CE employees who accesses the Iris Platform in connection 53 of 188
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with the services; provided, however, that if any Terms of Use applicable to 3CE employees conflict with any provisions of this Agreement, with respect to 3CE's use of the Iris Platform in connection with the services, the provision of this Agreement shall control.

12. NON-DISCRIMINATION

12.1. During the performance of this Agreement, CONTRACTOR, and its subcontractors, shall not unlawfully discriminate against any person because of race, religious creed, color, sex, national origin, ancestry, physical disability, mental disability, medical condition, marital status, age (over 40), or sexual orientation, either in CONTRACTOR’s employment practices or in the furnishing of services to recipients. CONTRACTOR shall ensure that the evaluation and treatment of its employees and applicants for employment and all persons receiving and requesting services are free of such discrimination. CONTRACTOR and any subcontractor shall, in the performance of this Agreement, fully comply with all federal, state, and local laws and regulations which prohibit discrimination. The provision of services primarily or exclusively to such target population as may be designated in this Agreement shall not be deemed to be prohibited discrimination.

13. INDEPENDENT CONTRACTOR

13.1. In the performance of work, duties, and obligations under this Agreement, CONTRACTOR is at all times acting and performing as an independent contractor and not as an employee of 3CE. No offer or obligation of permanent employment with 3CE and CONTRACTOR shall not become entitled by virtue of this Agreement to receive from 3CE any form of employee benefits including but not limited to sick leave, vacation, retirement benefits, workers’ compensation coverage, insurance or disability benefits. CONTRACTOR shall be solely liable for and obligated to pay directly all applicable taxes, including federal and state income taxes and social security, arising out of CONTRACTOR’s performance of this Agreement. In connection therewith, CONTRACTOR shall defend, indemnify, and hold 3CE harmless from any and all liability which 3CE may incur because of CONTRACTOR’s failure to pay such taxes.

14. NOTICES

14.1. Notices required under this Agreement shall be delivered personally, by email, or by first-class, postage pre-paid mail to 3CE and CONTRACTOR’S contract administrators at the addresses listed below. In the case of email, Notices are considered received upon the date of confirmation of receipt or read receipt:

Central Coast Community Energy CONTRACTOR
Chief Financial Officer Contract Services
70 Garden Court, Suite 300 449 15th Street, Suite 400
Monterey, Ca 93940 Oakland, CA 94612
Email: [email protected] Email: [email protected] 54 of 188
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15. MISCELLANEOUS PROVISIONS

15.1. Conflict of Interest. CONTRACTOR represents that it presently has no interest and agrees not to acquire any interest during the term of this Agreement, which would directly, or indirectly conflict in any manner or to any degree with the full and complete performance of the services required to be rendered under this Agreement.

15.2. Amendment. This Agreement may be amended or modified only by an instrument in writing signed by CCCE and the CONTRACTOR.

15.3. Waiver. Any waiver of any terms and conditions of this Agreement must be in writing and signed by 3CE and the CONTRACTOR. A waiver of any of the terms and conditions of this Agreement shall not be construed as a waiver of any other terms or conditions in this Agreement.

15.4. Contractor. The term “CONTRACTOR” as used in this Agreement includes CONTRACTOR’s officers, agents, and employees acting on CONTRACTOR’s behalf in the performance of this Agreement.

15.5. Disputes. CONTRACTOR shall continue to perform under this Agreement during any dispute.

15.6. Assignment and Subcontracting. The CONTRACTOR shall not assign, sell, or otherwise transfer its interest or obligations in this Agreement without the prior written consent of 3CE None of the services covered by this Agreement shall be subcontracted without the prior written approval of 3CE. Notwithstanding any such subcontract, CONTRACTOR shall continue to be liable for the performance of all requirements of this Agreement.

15.7. Successors and Assigns. This Agreement and the rights, privileges, duties, and obligations of 3CE and CONTRACTOR under this Agreement, to the extent assignable or delegable, shall be binding upon and inure to the benefit of the parties and their respective successors, permitted assigns, and heirs.

15.8. Compliance with Applicable Law. The parties shall comply with all applicable federal, state, and local laws and regulations in performing this Agreement.

15.9. Headings. The headings are for convenience only and shall not be used to interpret the terms of this Agreement.

15.10. Time is of the Essence. Time is of the essence in each and all of the provisions of this Agreement.

15.11. Governing Law. This Agreement shall be governed by and interpreted under the laws of the State of California.
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15.12. Non-exclusive Agreement. This Agreement is non-exclusive and both 3CE and CONTRACTOR expressly reserve the right to contract with other entities for the same or similar services.

15.13. Construction of Agreement. 3CE and CONTRACTOR agree that each party has fully participated in the review and revision of this Agreement and that any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not apply in the interpretation of this Agreement or any amendment to this Agreement.

15.14. Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same Agreement.

15.15. Authority. Any individual executing this Agreement on behalf of 3CE or the CONTRACTOR represents and warrants hereby that he or she has the requisite authority to enter into this Agreement on behalf of such party and bind the party to the terms and conditions of this Agreement.

15.16. Integration. This Agreement, including the exhibits, represent the entire Agreement between 3CE and the CONTRACTOR with respect to the subject matter of this Agreement and shall supersede all prior negotiations, representations, or agreements, either written or oral, between 3CE and the CONTRACTOR as of the effective date of this Agreement, which is the date that 3CE signs the Agreement.

15.17. Interpretation of Conflicting Provisions. In the event of any conflict or inconsistency between the provisions of this Agreement and the Provisions of any exhibit or other attachment to this Agreement, the provisions of this Agreement shall prevail and control.

SIGNATURE OF THE PARTIES:

Vendor Central Coast Community Energy
BY:__________________________________ BY:______________________________________ Title:_____________________________ Tom Habashi, CEO
Date: ____________________________ Date: ____________________________ Vendor Approved as to Form
BY:__________________________________ BY:______________________________________ Title:_____________________________ Brian Kimball, General Counsel Date: ____________________________ Date: ____________________________ 56 of 188
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Approved as to Financial Terms
BY:______________________________________
Jaya Bajpai, Chief Financial Officer
Date: ____________________________
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Exhibit A: Scope of Services
Task 1 - Program Administration
Consultant will collaborate with CCCE to develop, implement, and manage the Program with activities including, but not limited to program budget and tracking and representing CCCE’s interests with third parties and participating contractors. Consultant will host monthly calls to review the status of goals, participant performance, and discuss potential issues and recommendations for improvement.

Activities:
• In Person meetings hosted once per month
Task 2 - Data Reports
Task 2a – Monthly Data Report
Consultant will provide reports to CCCE in a manner that enables confident decision-making and alleviates audit risk. To enable real-time reporting, our software platform, Iris, is designed to provide secure integrated data collection, and reports may be downloaded from Iris at any time. The fields included in these reports are flexible and will be configured to suit CCCE’s preferences.

Consultant will prepare a monthly report with a summary of current participation and performance indicators that are determined by Consultant and approved by CCCE.

These reports will be accessible either through the online application system, delivered via a secure file sharing website, or delivered based on agreed upon terms between CCCE and Consultant.

Deliverables:
• Monthly Report delivered once per month
Task 2b - Full Data Reports
All sales data collected from participants in claims, as well as all data documenting completed validation checks, eligible equipment specifications, and payments to participants, will be saved in Iris and will be available for use in all automated and manual QA/QC processes. Consultant will report on this data Program-to-date, which will include application-level fields such as equipment, installation, customer, and savings data.

Deliverables:
• Raw data provided ad hoc.

Task 3 - Contractor Outreach
Consultant will leverage trade ally outreach efforts of TECH to build and maintain a network of contractors, distributors, and manufacturers to support the Program and ensure contractors in CCCE territory are aware of the higher incentives sponsored by CCCE. Consultant will work with contractors to create installs in CCCE territory and provide support on how to submit applications through the 58 of 188
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Incentive Clearinghouse. Contractors enrolled in TECH will automatically be enrolled in the CCCE program through an amendment to the TECH Trade Partner Participation Agreement.

Activities:
• Support for contractors in CCCE
Task 4 - Incentive Clearinghouse and Incentive Payments The Incentive Clearinghouse will be the central processing platform for all TECH incentives. This feature will be used for statewide, pilot, and regional incentives offered by TECH, and will be essential to scale and integrate new initiatives as building electrification is more widely adopted. The Incentive Clearinghouse will have the functionality to layer incentives across multiple program administrators. The goals of the Incentive Clearinghouse is to 1) simplify the participant experience by standardizing application requirements and the application submittal process, and 2) create a more comprehensive project data set for public reporting purposes.

Consultant will configure the incentive clearinghouse with Single Family and Multi-Family Incentives.

Consultant will pay process, QA/QC and pay incentives for CCCE on the clearinghouse. Payments to contractors will combine both CCCE and TECH incentives into a single check paid to participants to simplify the payment process.

Activities:
• Configuration of Incentive Clearinghouse with CCCE incentives • Processing and Payment of CCCE Incentive applications.

Estimated Percentage of Time Per Task:

Task Estimated Percent of Time
Task 1 – Program Administration 30%
Task 2 – Monthly Data Reports 20%
Task 3 – Contractor Outreach 20%
Task 4 – Incentive Clearinghouse 30%
Program Duration
Program duration is at the discretion of CCCE, but the current proposal assumes the program will run from July 1, 2022, through July 1st, 2025, or until the budget is spent. 59 of 188
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Program Incentives and Implementation
Incentive Plan
The below tables show the incentive values for HP HVAC and HPWH measures. In all cases, the incentive is limited by the project cost, which will be a required application field. The incentives will be available throughout CCCE territory.

Single Family Incentives
Heat Pump HVAC Measures
TECH plans to offer baseline incentives of $3,000 per unit to all Gas IOU customers in California. TECH is seeking to partner with other program administrators that want to provide incentives to support quicker adoption by supporting an enhanced incentive structure that offers up to $3,600 in additional incentives. Consultant proposes that CCCE funds $1,500 per HP HVAC installation, which will allow the TECH to provide complementary incentives for the installation of higher efficiency equipment with higher installation quality. These CCCE funded incentives will be paid by the Consultant and dispersed through the Incentive Clearinghouse with the TECH funds to provide a seamless experience to market actors.

Table 1: Unitary/Split System Heat Pump HVAC Incentives *Incentives available for installations providing full-home heating/cooling. Load calculations showing the installed mini-/multi-split serves full home will be required as part of the application. **TECH incentives are shown for display purposes and are subject to change based on TECH Program decisions.

Energy Solutions will inform CCCE of any potential changes to TECH incentives.

Table 2: Heat Pump HVAC Quality Installation Bonuses
Quality Installation Measure* Qualifier
CCCE
Incentive
per Unit
TECH
Incentive per
Unit**
Total
Incentive per
Unit
Manual J Completed Provide Calculations $0 $600 $600
Duct Testing and Sealing 5% Total leakage or less $0 $600 $600 Equipment
Type
Size
Category
Sub-Category Tier
Seasonal/Part-Load Cooling
Efficiency
HSPF
CCCE
Incentive
per Unit
TECH
Incentive
per
Unit**
Total
Incentive
per Unit
Baseline HP Replacement $1,500 $1,500 $3,000
1 16.0 SEER 9.5 $1,500 $2,400 $3,900
Unitary Split
System and
mini/multi-split
< 5.4 tons Ducted
2 18.0 SEER 10.0 $1,500 $3,300 $4,800
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Field Measured Performance
(based on ASHRAE 221-2020)
Heating System Performance Ratio (HSPr)
or Cooling System Performance Ratio
(CSPr) = 80% or better
$0 $600 $600
*Incentives only available as add-on bonuses to heat pump installation. **TECH incentives are shown for display purposes and are subject to change based on TECH Program decisions.

Energy Solutions will inform CCCE of any potential changes to TECH incentives.

The HP HVAC measures are for gas to heat pump conversion scenarios only. In all cases, the applicant must show that the gas equipment has either been fully decommissioned or setup to run in emergency scenarios only. In addition, the HP HVAC incentives are based on heat pumps that provide full-home heating and cooling. The incentives are available in cases when the customer does not have previous cooling.

CCCE would also be funding a low-income adder, with a flat rate of $1,000/unit.

Measure Qualifier
CCCE
Incentive
per Unit
TECH
Incentive
per Unit
Total
Incentive
per Unit*
Low-Income Kicker CARE/FERA enrollment $1,000 $0 $1,000 Heat Pump Water Heater Measures
The Program will offer incentives for customers converting from a gas, propane, or electric resistance water heater to HPWH. In all cases, the Program will require applicants to provide evidence of the previous unit’s fuel type to obtain the incentive. Like the HP HVAC measures, TECH plans to offer baseline incentives for HPWH’s but will offer an enhanced incentive structure (up to a total of $6,600) for partners that want to provide incentives for these technologies. The enhanced incentive structure will support additional incentives for replacing electric resistance water heaters and for panel upgrades needed in conjunction with HPWH installations. Consultant proposes that CCCE offer $500 for electric-to-electric conversions and $1,500 for gas to electric conversions. These incentives will be funded by CCCE and distributed by the Consultant with the complimentary TECH incentives. This contribution of funding enables TECH to offer complimentary incentives that are more attractive for replacing electric resistance replacement, and enable electric panel upgrades, overcoming a major barrier to many installations.

Table 3: Heat Pump Water Heater Incentives
Previous WH Fuel
Type HPWH Capacity
CCCE
Incentive
per Unit
TECH
Incentive
per Unit*
Total
Incentive
per Unit
< 55 Gallons $1,500 $1,600 $3,100
Natural Gas/Propane
> 55 Gallons $1,500 $2,300 $3,800
Electric resistance All $0 $1,500 $1,500
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*TECH incentives are shown for display purposes and are subject to change based on TECH Program decisions.

Energy Solutions will inform CCCE of any potential changes to TECH incentives.

Table 4: Panel Upgrade/Smart Load Center Incentives
Measure Category Qualifier
CCCE
Incentive
per Unit
TECH
Incentive
per Unit**
Total
Incentive
per Unit
Panel upgrade Up to 200 amps
Smart Load Center* None
$1,000 $1,800 $2,800
*Incentives only available as add-on bonuses to heat pump water heater installation **TECH incentives are shown for display purposes and are subject to change based on TECH Program decisions.

Energy Solutions will inform CCCE of any potential changes to TECH incentives.

The incentive rates for natural gas or propane to HPWH are differentiated to support upsizing HPWHs to ensure the units have capacity to run primarily in heat pump mode, while also having load available to shift out of peak demand periods.

TECH will offer panel upgrade incentives for customers sizing up to 200 amps or installing a smart load center if the smart load center increases the effective panel capacity to support the added electrical load from the HPWH.

CCCE would also be funding a low-income adder, with a flat rate of $1,000/unit Measure Qualifier
CCCE
Incentive
per Unit
TECH
Incentive
per Unit
Total
Incentive
per Unit
Low-Income Kicker CARE/FERA enrollment $1,000 $0 $1,000 Consultant will re-evaluate incentive levels and participation after the first year, 2022, to determine whether the incentive design should be updated to meet the needs of CCCE and TECH. The soon to be released 120-volt “plug-in” HPWHs will be eligible for the incentive amount associated with the previous water heater fuel type. Consultant may establish a future measure category specifically available for the 120-volt HPWHs once more data on unit install cost are collected.

Multi-Family Incentives
Multifamily incentives are proposed to be 50% of current TECH offering for market rate incentives and 100% of the TECH incentives for low income. These incentives reflect similar incentives offered by other Program Administrators in the state and can be layered directly with the TECH incentives. This format will ensure that there is little confusion with multifamily contractors.

Gas to Electric HPWH
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Measure CCCE Market Rate
Incentives
CCCE Low
Income
Incentives
TECH
Layered
Incentives*
Gas/propane to HPWH - unitary $700 $1,400 $1,400
upsizing kicker Gas/propane to
HPWH - unitary
$350 $700 $700
non HPWH to HPWH - central $600 $1,200 $1,200
upsizing kicker non HPWH to
HPWH - central
$300 $600 $600
Panel/Electrical service upgrade $700 $1,400 $1,400
*TECH incentives are shown for display purposes and are subject to change based on TECH Program decisions.

Energy Solutions will inform CCCE of any potential changes to TECH incentives.

Gas to Electric HP HVAC Incentives
Measure CCCE Market Rate
Incentives
CCCE Low
Income
Incentives
TECH Layered
Incentives*
Split or Rooftop HP - individual apt. $1,000 $2,000 $2,000 PTHP, SPVHP, unitary through the
wall - individual apt.
$250 $500 $500
PTHP, SPVHP, unitary through the
wall - individual apt. (Variable
capacity/inverter driven (previous
heat source = all except PTHPs)
$500 $1,000 $1,000
HP HVAC - multiple apts. $500 $1,000 $1,000
Split or Rooftop HP - common area $900 $1,800 $1,800
PTHP, SPVHP, unitary through the
wall - common area
$150 $300 $300
PTHP, SPVHP, unitary through the
wall - common area (Variable
capacity/inverter driven, previous
heat source = non HP systems)
$400 $800 $800
Panel/Electrical service upgrade $700 $1,400 $1,400
*TECH incentives are shown for display purposes and are subject to change based on TECH Program decisions.

Energy Solutions will inform CCCE of any potential changes to TECH incentives. 63 of 188
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Exhibit B: Payment Terms
Incentive Reimbursement
Consultant will pay incentives and be reimbursed by CCCE to simplify payment process. Consultant will provide invoices with details of incentive payments as well as fixed price and performance payments in an agreed upon between Consultant and CCCE. Invoices will be submitted to CCCE by the 15th of each month.

Budget
Consultant will be compensated with an administration budget based on a fixed price (Fixed Price Start-Up Fee) and performance basis (Performance Payment). The Fixed Price Start-Up Fee and Performance Payment covers all the services in the Scope of Work. The Fixed Price Start-Up Fee covers costs associated with Program start-up, including 1) contractor outreach and enrollment across CCCE’s service area, 2) coordination with additional TECH activities, and 3) configuration of the Incentive Clearinghouse. The Program Implementation Fee covers ongoing services described in the Scope of Work. The Fixed Price Start-Up Fee shall be $50,000 and the Program Implementation Fee shall be 10% of all incentives paid out over $500,000. Associated with Program start-up, the Fixed Price Start-Up Fee will be invoiced upon receiving the Program’s first claim through the Incentive Clearinghouse and satisfactory demonstration of completed activities 1 – 3 above. Table 6 below provides the key performance indicators and budget for the Program.

Table 5: Budget and Participation Estimates
Key Metric Total
Estimated HP HVAC Units 667
Estimated HPWH Units 400
Incentive Reimbursement $1,600,000
Total Administration Costs $160,000
Fixed Price Start-Up Fee $50,000
Program Implementation Fee $110,000
Total Costs $1,760,000
Table 6. Budget per Category
Category Minimum Budget Maximum Budget Per Project
Single Family (SF) $600,000 $100,000*
Multi-Family (MF) $400,000 $100,000
Low-Income (SF or MF) $200,000 $200,000
*Includes large group single family projects such as a military base. 64 of 188
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These budgets per category are intended to promote geographic equity and diversity across the Program’s projects. Incentive caps per category may be changed through agreement with both parties and documented in email.

Exhibit C: Procedures for Unauthorized Release of Covered Information SCOPE
CONTRACTOR hereby agrees to adhere to these Procedures for detecting and reporting the unauthorized release of Covered Information, including Protected Personal Information (“PPI”).

These Procedures apply to the following unauthorized release activities:

1. Unauthorized access

2. Unauthorized destruction

3. Unauthorized use

4. Unauthorized modification

5. Disclosure to third parties for Secondary Purposes (see below)

DEFINITIONS
Covered Entity – (1) any Community Choice Aggregator or Electrical Service Provider (when providing service to residential or small commercial customers), or any third party that provides services to a Community Choice Aggregator or Electrical Service Provider (when providing service to residential or small commercial customers) under contract, (2) any third party who accesses, collects, stores, uses or discloses covered information pursuant to an order of the Commission, unless specifically exempted, who obtains this information from an electrical corporation, a Community Choice Aggregator or an Electrical Service Provider (when providing service to residential or small commercial customers), or (3) any third party, when authorized by the customer, that accesses, collects, stores, uses, or discloses covered information relating to 11 or more customers who obtains this information from an electrical corporation, a Community Choice Aggregator or an Electrical Service Provider (when providing service to residential or small commercial customers).
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Covered Information -- any usage information obtained through the use of the capabilities of Advanced Metering Infrastructure when associated with any information that can reasonably be used to identify an individual, family, household, residence, or non-residential customer, except that covered information does not include usage information from which identifying information has been removed such that an individual, family, household or residence, or non-residential customer cannot reasonably be identified or re-identified. Covered information, however, does not include information provided to the California Public Utilities Commission (the “Commission”) pursuant to its oversight responsibilities.

Primary Purposes – The “primary purposes” for the collection, storage, use, or disclosure of covered information, as outlined in Rule 1(c) of Attachment B, are to:

1. Provide or bill for electrical power or gas,

2. Provide for system, grid, or operational needs,

3. Provide services as required by state or federal law or as specifically authorized by an order of the Commission, or

4. Plan, implement, or evaluate demand response, energy management, or energy efficiency programs under contract with a Community Choice Aggregator or and Electrical Service Provider (when providing service to residential or small commercial customers), under contract with the Commission, or as part of a Commission authorized program conducted by a governmental entity under the supervision of the Commission.

Secondary Purposes – “Secondary purpose” means any purpose that is not a primary purpose.

Non-Covered Entity – “Non-Covered Entity” means any entity not defined as a Covered Entity.

Responsible Parties -- 3CE, CONTRACTOR, and any staff, employees, or sub consultants contracted by 3CE or CONTRACTOR.

PROCEDURE
Detecting and Reporting of Unauthorized Releases

1. All Responsible Parties are required to protect Covered Information from unauthorized release activities as set forth above.

2. Any request by any non-Covered Entities, for access to Covered Information must be reviewed and approved by an 3CE manager level employee to ensure no unauthorized or inadvertent release of Covered Information.

3. All authorized releases of Covered Information to Non-Covered Entities shall be logged and reported to 3CE on a quarterly basis.

4. Any discovery of any unauthorized release of Covered Information must be reported to 3CE within one week of detection.

Unauthorized Release Handling Procedure

1. The discovering party after detecting, or discovery of, the unauthorized release of Covered Information must contact 3CE’s Dir. of Finance and Administration (or another executive manager) immediately.
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2. CONTRACTOR will quantify and validate the type and extent of unauthorized release and report that information to 3CE’s Dir. of Finance and Administration in writing with sufficient detail for 3CE to determine the extent and impact of the unauthorized release.

3. CONTRACTOR shall prepare a written annual report of all discoveries of unauthorized releases of Covered Information.

Review and Training

1. At least annually, CONTRACTOR will review these Procedures with its staff, employees, or sub consultants.

2. Any proposed changes to these Procedures shall be provided in writing to 3CE’s Dir. of Finance and Administration for their consideration.
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Staff Report Item 7
TO: CCCE Operations Board of Directors
FROM: Tom Habashi, Chief Executive Officer
SUBJECT: Authorize CEO to Execute An Equipment Lease Purchase Agreement in an Amount Not to Exceed Two Million Dollars ($2,000,000) From the Uninterrupted Power Supply Fund with the County of Santa Cruz and Related Escrow and Enabling Agreements in a Form Substantially Similar to the Attached, As Determined by CCCE General Counsel, Following Approval by the County of Santa Cruz Board of Supervisors (Action Item)
DATE: March 9, 2022
RECOMMENDATION:

This recommends the CCCE Operations Board (the “Board”) authorize the CEO to execute an Equipment Lease Purchase Agreement between CCCE and the County of Santa Cruz to facilitate the purchase and lease of backup power supply for three County of Santa Cruz facilities in an amount not to exceed two million dollars ($2,000,000).

BACKGROUND:

At its December 4, 2019 meeting, the CCCE Policy Board established a twenty-five-million-dollar ($25,000,000) Uninterruptable Power Supply (“UPS”) Fund to facilitate low interest financing for the purchase of reliable backup power supply. Twenty million dollars ($20,000,000) was set aside to support reliable backup supply for critical operations at governmental/public facilities.

DISCUSSION/ANALYSIS:

Backup power supplies ensure critical operations are not interrupted by grid outages but can be cost prohibitive provided its high capital cost and anticipated infrequent utilization. The UPS Fund provide financing flexibility through an equipment lease structure where CCCE provides upfront capital and leases the equipment back to the public agency over ten years at CCCE’s lost opportunity costs, tied to the 10-year Treasury Note yield. 68 of 188
On July 12th, 2021, CCCE issued a UPS Fund Letter of Intent (LOI) to County of Santa Cruz in the amount of $2,000,000.00 to support backup power at three critical facilities, namely: County Main Jail, Blaine Street Women’s Facility, and The Minimum/Medium Detention Facilities.

These are complex facilities operating 24/7/365 with numerous staff and occupants. These critical facilities require continuous and uninterrupted operations. To ensure the safety of the public as well as the employees and occupants of these critical facilities, a complete whole-facility backup power solution is required. The UPS Fund ensures these critical facilities remain fully functional regardless of grid conditions.

The proposed Lease Purchase Agreement amortizes the equipment costs, along with CCCE’s lost opportunity costs of 1.87% and escrow fees over a ten-year lease term. The County of Santa Cruz may advance lease payments without penalty.

FISCAL IMPACT:

This project will temporarily reduce the UPS Fund by two million dollars ($2,000,000.00). These funds will be recouped in full over a ten-year lease term.

CONCLUSION:

The Board’s approval of this item will facilitate the County of Santa Cruz purchasing the required backup power equipment for three critical facilities.

ATTACHMENT(S):

1. Draft Equipment Lease Purchase Agreement
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$2,000,000

EQUIPMENT LEASE PURCHASE AGREEMENT
DATED AS OF ____________, 2022

BETWEEN

CENTRAL COAST COMMUNITY ENERGY, AS LESSOR,
AND

THE COUNTY OF SANTA CRUZ, CALIFORNIA, AS LESSEE
CLOSING DATE: _________________, 20___

LIST OF CLOSING DOCUMENTS
Document
Number

1. Equipment Lease Purchase Agreement, with the following exhibits attached:

Exhibit A: Equipment Schedule.

Exhibit B: Payment Schedule.

2. Transfer Agreement

3. Lessee’s Closing Certificate, with the following exhibits attached.

Exhibit A: Evidence of authorization from Lessee’s governing body.

4. Evidence of Insurance

5. UCC-1 Financing Statement.

6. CDIAC Filings.

A. Report of Proposed Debt Issuance.

B. Report of Final Sale.

7. Lessee’s Form W-9.
# # #
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EQUIPMENT LEASE PURCHASE AGREEMENT
THIS EQUIPMENT LEASE PURCHASE AGREEMENT (the “Agreement”), is dated as of ____________, 20___, between CENTRAL COAST COMMUNITY ENERGY, a California Joint Powers Agency organized and existing underthe laws of the State of California, as Lessor (“Lessor”), and the COUNTY OF SANTA CRUZ, CALIFORNIA, a political subdivision of the State of California, as Lessee (“Lessee”), wherein the parties hereby agree as follows:

Section 1. Definitions. The following terms will have the meanings indicated below unless the context clearly requires otherwise:
“Agreement” means this Equipment Lease Purchase Agreement and any other schedule, exhibit or agreement made a part hereof by the parties hereto, together with any amendments to this Agreement. “Code” means the Internal Revenue Code of 1986, as amended. “Commencement Date” is the date when the term of this Agreement and Lessee’s obligation to pay rent commences, which date will be the date on which sufficient moneys to purchase the Equipment are deposited for that purpose with Lessee.
“Equipment” means the property described on the Equipment Schedule attached hereto as Exhibit A, and all replacements, substitutions, repairs, restorations, modifications, attachments, accessions, additions and improvements thereof or thereto.
“Event of Default” means an Event of Default described in Section 33. “Lease Term” means the Original Term and all Renewal Terms, but ending on the occurrence of the earliest event specified in Section 5.
“Lessee” means the entity described as such in the first paragraph of this Agreement, its successors and its assigns.
“Lessor” means the entity described as such in the first paragraph of this Agreement, its successors and its assigns.
“Maximum Lease Term” means the Original Term and all Renewal Terms through the Renewal Term including the last Rental Payment Date set forth on the Payment Schedule. “Net Proceeds” means the amount remaining from the gross proceeds of any insurance claim or condemnation award after deducting all expenses (including attorneys’ fees) incurred in the collection of such claim or award.
“Original Term” means the period from the Commencement Date until the end of the fiscal year of Lessee in effect at the Commencement Date.
“Payment Schedule” means the schedule of Rental Payments and Purchase Price set forth on Exhibit B. “Purchase Price” means the amount set forth on the Payment Schedule that Lessee may, at its option, pay to Lessor to purchase the Equipment.
“Renewal Terms” means the optional renewal terms of this Agreement, each having a duration of one year and a term co-extensive with Lessee’s fiscal year. “Rental Payment Dates” means the dates set forth on the Payment Schedule on which Rental Payments are due.
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“Rental Payments” means the basic rental payments payable by Lessee pursuant to Section 8. “State” means the State of California.
“Vendor” means the manufacturer of the Equipment as well as the agents or dealers of the manufacturer from whom the Equipment is or has been purchased, as listed on Exhibit A.

Section 2. Representations and Covenants of Lessee. Lessee represents, warrants and covenants for the benefit of Lessor as follows:
(a) Lessee is a political subdivision duly organized and existing under the constitution and laws of the State. Lessee will do or cause to be done all things to preserve and keep in full force and effect its existence as a political subdivision. Lessee has a substantial amount of one or more of the following sovereign powers: (a) the power to tax, (b) the power of eminent domain, and (c) police power. (b) Lessee is authorized under the constitution and laws of the State to enter into this Agreement and the transaction contemplated hereby and to perform all of its obligations hereunder. (c) Lessee has been duly authorized to execute and deliver this Agreement by proper action and approval of its governing body at a meeting duly called, regularly convened and attended throughout by a requisite majority of the members thereof or by other appropriate official approval. (d) This Agreement constitutes the legal, valid and binding obligation of Lessee enforceable in accordance with its terms, except to the extent limited by applicable bankruptcy, insolvency, reorganization or other laws affecting creditors’ rights generally.
(e) No event or condition that constitutes, or with the giving of notice or the lapse of time or both would constitute, an Event of Default exists at the Commencement Date. (f) Lessee has, in accordance with the requirements of law, fully budgeted and appropriated sufficient funds for the current fiscal year to make the Rental Payments scheduled to come due during the Original Term and to meet its other obligations for the Original Term, and such funds have not been expended for other purposes.
(g) There is no action, suit, proceeding, inquiry or investigation, at law or in equity, before or by any court, public board or body, pending or threatened against or affecting Lessee, nor to the best knowledge of Lessee is there any basis therefor, wherein an unfavorable decision, ruling or finding would materially adversely affect the transactions contemplated by this Agreement or any other document, agreement or certificate which is used or contemplated for use in the consummation of the transactions contemplated by this Agreement or materially adversely affect the financial condition or properties of Lessee. (h) All authorizations, consents and approvals of governmental bodies or agencies required in connection with the execution and delivery by Lessee of this Agreement or in connection with the carrying out by Lessee of its obligations hereunder have been obtained. (i) The entering into and performance of this Agreement or any other document or agreement contemplated hereby to which Lessee is or is to be a party will not violate any judgment, order, law or regulation applicable to Lessee or result in any breach of, or constitute a default under, or result in the creation of any lien, charge, security interest or other encumbrance on any assets of Lessee or the Equipment pursuant to any indenture, mortgage, deed of trust, bank loan or credit agreement or other instrument to which Lessee is a party or by which it or its assets may be bound, except as herein provided. (j) The Equipment described in this Agreement is essential to the function of Lessee or to the service Lessee provides to its citizens. Lessee has an immediate need for, and expects to make immediate use of, 72 of 188
substantially all the Equipment, which need is not temporary or expected to diminish in the foreseeable future. The Equipment will be used by Lessee only for the purpose of performing one or more of Lessee’s governmental or proprietary functions consistent with the permissible scope of Lessee’s authority. (k) The useful life of the Equipment will not be less than the Maximum Lease Term. (l) The application, statements and credit or financial information submitted by Lessee to Lessor are true and correct and made to induce Lessor to enter into this Agreement andLessee has experienced no material change in its financial condition since the date(s) of such information. (m) Lessee has provided Lessor with audited financial statements through June 30, 2021. Lessee has experienced no material change in its financial condition or in the revenues expected to be utilized to meet Rental Payments due under this Agreement since June 30, 2021. (n) Lessee shall pay the excess (if any) of the actual costs of acquiring the Equipment under the Agreement over the amount deposited by Lessor with Lessee.

Section 3. Lease of Equipment. Lessor hereby demises, leases and lets the Equipment to Lessee, and Lessee rents, leases and hires the Equipment from Lessor, in accordance with the provisions of this Agreement, for the Lease Term.

Section 4. Lease Term. The Original Term of this Agreement will commence on the Commencement Date and will terminate on the last day of Lessee’s current fiscal year. The Lease Term may be continued,solely at the option of Lessee, at the end of the Original Term or any Renewal Term for an additional Renewal Term up to the Maximum Lease Term. At the end of the Original Term and at the end of each Renewal Term until the Maximum Lease Term has been completed, Lessee will be deemed to have exercised its option to continue this Agreement for the next Renewal Term unless Lessee has terminatedthis Agreement pursuant to Section 5 or Section 30. The terms and conditions during any Renewal Termwill be the same as the terms and conditions during the Original Term, except that the Rental Paymentswill be as provided in the Payment Schedule.

Section 5. Termination of Lease Term. The Lease Term will terminate upon the earliest of any of the following events:
(a) the expiration of the Original Term or any Renewal Term of this Agreement and the nonrenewal of this Agreement in the event of non-appropriation of funds pursuant to Section 7; (b) the exercise by Lessee of the option to purchase the Equipment under the provisions of Section 30 and payment of the Purchase Price and all amounts payable in connection therewith; (c) a default by Lessee and Lessor’s election to terminate this Agreement under Section 34; or (d) the payment by Lessee of all Rental Payments authorized or required to be paid by Lessee hereunder during the Maximum Lease Term.

Section 6. Continuation of Lease Term. Lessee currently intends, subject to the provisions of Section 7 and Section 11, to continue the Lease Term through the Original Term and all of the RenewalTerms and to pay the Rental Payments hereunder. Lessee reasonably believes that legally available fundsin an amount sufficient to make all Rental Payments during the Original Term and each of the Renewal Terms can be obtained. The responsible financial officer of Lessee will do all things lawfully within his orher power to obtain and maintain funds from which the Rental Payments may be made, including makingprovision for such Rental Payments to the extent necessary in each proposed annual budget submitted forapproval in accordance with applicable procedures of Lessee and to exhaust all available reviews and appeals in the event such portion of the budget is not approved. Notwithstanding the foregoing, the decision whether or not to budget or appropriate funds or to extend this Agreement for any Renewal Termis solely within the discretion of the then current governing body of Lessee.

Section 7. Non-appropriation. Lessee is obligated only to pay such Rental Payments under this Agreement as may lawfully be made from funds budgeted and appropriated for that purpose during 73 of 188
Lessee’s then current fiscal year. In the event sufficient funds will not be appropriated or are not otherwise legally available to pay the Rental Payments required to be paid in the next occurring RenewalTerm, as set forth in the Payment Schedule, this Agreement will be deemed to be terminated at the end ofthe then current Original Term or Renewal Term. Lessee agrees to deliver notice to Lessor of such termination at least 90 days prior to the end of the then current Original Term or Renewal Term, but failure to give such notice will not extend the Lease Term beyond such Original Term or Renewal Term. Ifthis Agreement is terminated in accordance with this Section, Lessee agrees, at Lessee’s cost and expense,to peaceably deliver the Equipment to Lessor at the location or locations specified by Lessor.

Section 8. Rental Payments. Lessee will pay Rental Payments, exclusively from legally available funds, in lawful money of the United States of America to Lessor in the amounts and on the dates set forth on the Payment Schedule, such payment to be made by wire or other form of electronic payment in accordance with written instructions provided by Lessor or, with Lessor’s consent, by such other commercially reasonable method of payment. Rental Payments will be in consideration for Lessee’s use of the Equipment during the fiscal year in which such payments are due. Any Rental Payment not received on or before its due date will bear interest at the rate of 10% per annum or the maximum amount permitted by law, whichever is less, from its due date.

Section 9. Interest Component. As set forth on the Payment Schedule, a portion of each Rental Payment is paid as, and represents payment of, interest.

Section 10. Rental Payments To Be Unconditional. Except as provided in Section 7, the obligations of Lessee to make Rental Payments and to perform and observe the other covenants and agreements contained herein shall be absolute and unconditional in all events without abatement, diminution, deduction, set-off or defense, for any reason, including without limitationany failure by any Vendor to deliver or install the Equipment or otherwise perform any of its obligations for whatever reason, including bankruptcy, insolvency, reorganization or similar event with respect to any Vendor or under any Vendor agreement, disputes with Lessor or the Vendor ofany of the Equipment, any defects, malfunctions, breakdowns or infirmities in the Equipment or any accident, condemnation or unforeseen circumstances.

Section 11. Rental Payments to Constitute a Current Expense of Lessee. The obligation of Lessee to pay Rental Payments hereunder will constitute a current expense of Lessee, are from year to year and do not constitute a mandatory payment obligation of Lessee in any fiscal year beyond the then current fiscal year of Lessee. Lessee’s obligation hereunder will not in any way be construed to be an indebtedness of Lessee in contravention of any applicable constitutional, charter or statutory limitation or requirement concerning the creation of indebtedness by Lessee, nor will anything contained herein constitute a pledge of the general credit, tax revenues, funds or moneys of Lessee.

Section 12. Delivery, Installation and Acceptance of the Equipment. Lessee will order the Equipment, cause the Equipment to be delivered and installed at the location(s) specified on Exhibit A andpay any and all delivery and installation costs in connection therewith. When the Equipment has been delivered and installed, Lessee will immediately accept the Equipment and evidence said acceptance by executing and delivering to Lessor an acceptance certificate in form and substance acceptable to Lessor. After it has been delivered and installed, the Equipment will not be primarily moved from the location specified on Exhibit A without Lessor’s consent, which consent will not be unreasonably withheld.

Section 13. Enjoyment of Equipment. Lessor hereby covenants to provide Lessee with quiet use and enjoyment of the Equipment during the Lease Term, and Lessee will peaceably and quietly have and hold and enjoy the Equipment during the Lease Term, without suit, trouble or hindrance from Lessor, except as otherwise expressly set forth in this Agreement.

Section 14. Right of Inspection. Lessor will have the right at all reasonable times during regular business hours to enter into and upon the property of Lessee for the purpose of inspecting the Equipment.

Section 15. Use of the Equipment. Lessee will not install, use, operate or maintain the Equipment improperly, carelessly, in violation of any applicable law or in a manner contrary to that contemplated by this Agreement. Lessee will obtain all permits and licenses, if any, necessary for the installation and operation of the Equipment. In addition, Lessee agrees to comply in all respects (including, without limitation, with respect to the use, maintenance and operation of each item of the Equipment) with all 74 of 188
applicable laws, regulations and rulings of any legislative, executive, administrative or judicial body; provided, however, that Lessee may contest in good faith the validity or application of any such law, regulation or ruling in any reasonable manner that does not, in the opinion of Lessor, adversely affect the interest of Lessor in and to the Equipment or its interest or rights under this Agreement.

Section 16. Maintenance of Equipment. Lessee agrees that it will, at Lessee’s own cost and expense, maintain, preserve and keep the Equipment in good repair, working order and condition. Lessor will have no responsibility to maintain, or repair or to make improvements or additions to the Equipment. If requested to do so by Lessor, Lessee will enter into a maintenance contract for the Equipment with Vendor.

Section 17. Title to the Equipment. During the Lease Term, title to the Equipment and any and all additions, repairs, replacements or modifications, and warranties will vest in Lessee, subject to the rights of Lessor under this Agreement; provided that title will thereafter immediately and without any action by Lessee vest in Lessor, and Lessee will immediately surrender possession of the Equipment to Lessor upon (a) any termination of this Agreement other than (1) termination pursuant to Section 30 or (2) the payment by Lessee of all Rental Payments authorized or required to be paid by Lessee hereunder during the Maximum Lease Term as described in Section 5(d); or (b) the occurrence of an Event of Default.

Section 18. Security Interest. To secure the payment of all of Lessee’s obligations under this Agreement and to the extent permitted by law, Lessor retains a security interest constituting a first lien onthe Equipment and on all additions, attachments and accessions thereto and substitutions therefor and proceeds therefrom. Lessee agrees to execute such additional documents in form satisfactory to Lessor, that Lessor deems necessary or appropriate to establish and maintain its security interest. Lessee agrees that financing statements may be filed with respect to the security interest in the Equipment.

Section 19. Personal Property. It is the parties’ intent, and Lessor and Lessee agree, that the Equipment is and will remain personal property. The Equipment will not be deemed to be affixed to or a part of the real estate on whichit may be situated, notwithstanding that the Equipment or any part thereof may be or hereafter become inany manner physically affixed or attached to such real estate or any building thereon.

Upon the requestof Lessor, Lessee will, at Lessee’s expense, furnish a waiver of any interest in the Equipment from any party having an interest in any such real estate or building.

Section 20. Liens, Taxes, Other Governmental Charges and Utility Charges. Lessee will keep the Equipment free and clear of all liens, charges and encumbrances, except those created under this Agreement. The parties to this Agreement contemplate that the Equipment will be used for a governmental or proprietary purpose of Lessee and, therefore, that the Equipment will be exempt from all property taxes and other similar charges. If the use, possession or acquisition of the Equipment is found to be subject to taxation in any form, Lessee will pay all taxes and governmental charges lawfully assessedor levied against or with respect to the Equipment. Lessee will pay all utility and other charges incurredin the use and maintenance of the Equipment. Lessee will pay such taxes and charges as the same become due; provided that, with respect to any such taxes and charges that may lawfully be paid in installments over a period of years, Lessee will be obligated to pay only such installments that accrue during the Lease Term.

Section 21. Insurance. At its own expense, Lessee will self-insure (a) the Equipment against loss or damage by fire and all other risks in an amount atleast equal to the then applicable Purchase Price of the Equipment, (b) for general commercial liability including but not limited to premises and operations, including coverage for bodily injury and property damage, personal injury, contractual liability, broad form property damage, independent contractors, products and completed operations, and cross-liability with a combined single limit of $1,000,000 per occurrence and $2,000,000 in the aggregate, and (c) workers’ compensation coverage as required by the laws of the State and not less than $1,000,000 each person, $1,000,000 each accident, and $1,000,000 each disease. Lessee will furnish to Lessor evidence of such coverage throughout the Lease Term. All such self-insurance will be maintained and not be cancelled or modified materially without first giving written notice thereof to Lessorat least ten days in advance of such cancellation or modification. All such self-insurance for any losses will be payable to Lessee and Lessor, as their respective interests may appear.

Section 22. Advances. In the event Lessee fails to maintain the insurance required by this Agreement, 75 of 188
pay taxes or charges required to be paid by it under this Agreement or fails to keep the Equipment in good repair and operating condition, Lessor may (but will be under no obligation to) purchase the required policies of insurance and pay the cost of the premiums on the thereof, pay such taxes and charges and make such Equipment repairs or replacements as are necessary and pay the cost thereof. All amounts so advanced by Lessor will become additional rent for the then current Original Term or Renewal Term.

Lessee agrees to pay such amounts with interest thereon from the date paid at the rate of 10% per annum or the maximum permitted by law, whichever is less.

Section 23. Financial Information. Upon request, Lessee shall furnish or cause to be furnished to Lessor, at Lessee’s expense, as soon as available after the close of each fiscal year, the audited financial statement of Lessee at the close of and for such fiscal year, all in reasonable detail, with supporting schedules, audited by and with the report of Lessee’s auditor (the “Audit”), which may be in electronic .pdf format. In the event the Audit is filed on the MSRB’s “EMMA” website, to satisfy this requirement Lessee may email a link to the posted Audit to Lessor. The electronic Audit or EMMA link may be sent to the following email address (or such other address as Lessor supplies to Lessee in writing):
[email protected]. In the event that the Audit is not available, Lessee will furnish unaudited financial statements to Lessor in the manner described in this Section, and will then supply the Audit immediately upon the availability thereof.

Section 24. Release and Indemnification. To the extent permitted by law, Lessee will indemnify, protect and hold harmless Lessor from and against any and all liability, obligations, losses, claims and damages whatsoever, and expenses in connection therewith (including, without limitation, counsel fees and expenses and any federal income tax and interest and penalties connected therewith imposed on interest received) arising out of or as the result of (a) the manufacturing, ordering, acquisition, use, operation, condition, purchase, delivery, rejection, storage or return of any item of the Equipment, (b) any accident in connection with the operation, use, condition, possession, storage or return of any item of the Equipment resulting in damage to property or injury or death to any person or (c) any material misrepresentation contained herein. The indemnification arising under this paragraph will continue in full force and effect notwithstanding the full payment of all obligations under this Agreement or the termination of the Lease Term for any reason.

Section 25. Risk of Loss. Lessee assumes, from and including the time at which equipment is ordered, all risk of lossof or damage to the Equipment from any cause whatsoever. No such loss of or damage to the Equipmentnor defect therein nor unfitness or obsolescence thereof will relieve Lessee of the obligation to make RentalPayments or to perform any other obligation under this Agreement.

Section 26. Damage, Destruction, Condemnation; Use of Proceeds. If (a) the Equipment or any portion thereof is destroyed, in whole or in part, or is damaged by fire or other casualty, or (b) title to, or the temporary use of, the Equipment or any part thereof or the interest of Lessee or Lessor in the Equipment or any part thereof will be taken under the exercise of the power of eminent domain by any governmental body, Lessee andLessor will cause the Net Proceeds of any insurance claim or condemnation award to be applied to the prompt replacement, repair, restoration, modification or improvement of the Equipment, unless Lessee has exercised its option to purchase the Equipment pursuant to Section 30. Any balance of the Net Proceeds remaining after such work has been completed will be paid to Lessee.

Section 27. Insufficiency of Net Proceeds. If the Net Proceeds are insufficient to pay in full the cost of any repair, restoration, modification or improvement referred to in Section 26, Lessee will either (a) complete such replacement, repair, restoration, modification or improvement and pay any costs thereof in excess of the amount of the Net Proceeds, or (b) purchase Lessor’s interest in the Equipment pursuant to Section 30. The amount of the Net Proceeds, if any, remaining after completing such repair, restoration, modification or improvement or after purchasing the Equipment will be retained by Lessee. If Lessee will make any payments pursuant to this Section, Lessee will not be entitled to any reimbursement therefor from Lessor nor will Lessee be entitled to any diminution of the amounts payable under Section 8.

Section 28. Disclaimer of Warranties. LESSOR MAKES NO WARRANTY OR REPRESENTATION,

EXPRESS OR IMPLIED, AS TO THE VALUE, DESIGN, CONDITION, MERCHANTABILITY OR FITNESS

FOR PARTICULAR USE OR PURPOSE OF THE EQUIPMENT OR AGAINST INFRINGEMENT, OR ANY OTHER WARRANTY OR REPRESENTATION WITH RESPECT THERETO. IN NO EVENT SHALL LESSOR

BE LIABLE FOR ANY ACTUAL, INCIDENTAL, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGE IN

CONNECTION WITH OR ARISING OUT OF THIS AGREEMENT OR THE EXISTENCE, FURNISHING, 76 of 188
FUNCTIONING OR LESSEE’S USE OR MAINTENANCE OF ANY EQUIPMENT OR SERVICES PROVIDED FOR IN THIS AGREEMENT.

Section 29. Vendor’s Warranties. Lessee may have rights under the contract evidencing the purchase of the Equipment; Lessee is advised to contact the Vendor for a description of any such rights. As per Section 17, all such warranties shall vest to Lessee during the Lease Term. Upon any Non-appropriation, as defined in Section 7; Default, as defined in Section 33; or termination of this Agreement other than (1) termination pursuant to Section 30 or (2) the payment by Lessee of all Rental Payments authorized or required to be paid by Lessee hereunder during the Maximum Lease Term as described in Section 5(d); all such warranties shall immediately be assigned by Lessee to Lessor.

Section 30. Purchase Option; Prepayment.
(a) Lessee will have the option to purchase the Equipment, upon giving written notice to Lessor at least 30 days before the date of purchase, at the following times and upon the following terms:
(i) On any Rental Payment Date, upon payment in full of the Rental Payment then due hereunder plus the then-applicable PurchasePrice to Lessor; or
(ii) In the event of substantial damage to or destruction or condemnation (other than by Lessee or any entity controlled by or otherwise affiliated with Lessee) of substantially all of the Equipment, on the day Lessee specifies as the purchase date in Lessee’s notice to Lessor of its exercise of the purchase option, upon payment in full of the Rental Payment and all other amounts then due hereunder plus (A) the Purchase Price designated on the Payment Schedule for such purchase date if such purchase date is a Rental Payment Date or the Purchase Price for the immediately preceding Rental Payment Date if such purchase date is not a Rental Payment Date, and (B) if such day is not a Rental Payment Date, an amount equal to the portion of the interest component of the Rental Payment scheduled to come due on the following Rental Payment Date accrued from the immediately preceding Rental Payment Date to such purchase date, computed on the basis of a 360-day year of twelve 30-day months.
(b) If a Purchase Price is not listed for such date that Lessee has designated as the purchase date, the Purchase Price for that date shall be calculated as the Rental Payment then due plus 100% ofthe then outstanding principal balance of the Lease.
(c) Upon the exercise of the option to purchase set forth above, title to the Equipment will be vested in Lessee, free and clear of any claim by or through Lessor.

Section 31. Determination of Fair Purchase Price. Lessee and Lessor hereby agree and determine that the Rental Payments hereunder represent the fairvalue of the use of the Equipment and that the amount required to exercise Lessee’s option to purchase the Equipment pursuant to Section 30 represents, as of the end of the Lease Term, the fair purchase price of the Equipment. Lessee hereby determines that the Rental Payments do not exceed a reasonable amount so as to place Lessee under a practical economic compulsion to renew this Agreement or to exercise its option to purchase the Equipment hereunder. In making such determinations, Lessee and Lessor have given consideration to (a) the costs of the Equipment, (b) the uses and purposes for which the Equipment will be employed by Lessee, (c) the benefit to Lessee by reason ofthe acquisition and installation of the Equipment and the use of the Equipment pursuant to the terms and provisions of this Agreement, and (d) Lessee’s option to purchase the Equipment. Lessee hereby determines and declares that the acquisition and installation of the Equipment and the leasing of the Equipment pursuant to this Agreement will result in equipment of comparable quality and meeting the same requirements and standards as would be necessary if the acquisition and installation of the Equipment were performed by Lessee other than pursuant to this Agreement. Lessee hereby determines and declares that the Maximum Lease Term does not exceed the useful life of the Equipment.

Section 32. Assignment and Subleasing by Lessee. None of Lessee’s right, title and interest in, to and under this Agreement and the Equipment may be assigned or encumbered by Lessee for any reason, except that Lessee may sublease all or part of the Equipment if Lessee obtains the prior written consent of Lessor and an opinion of nationally recognized counsel in the area of tax exempt municipal obligations satisfactory to Lessor that such subleasing will not adversely affect the exclusion of the interest 77 of 188
components of the Rental Payments from gross income for federal income tax purposes. Any such sublease of all or part of the Equipment will be subject to this Agreement and the rights of Lessor in, to and under this Agreement and the Equipment.

Section 33. Events of Default Defined. Subject to the provisions of Section 7, any of the following will be “Events of Default” under this Agreement:
(a) Failure by Lessee to pay any Rental Payment or other payment required to be paid hereunder at the time specified herein;
(b) Failure by Lessee to observe and perform any covenant, condition or agreement on its part to be observed or performed, other than as referred to in Section 33(a), for a period of 30 days after written notice, specifying such failure and requesting that it be remedied, is given to Lessee by Lessor, unless Lessor will agree in writing to an extension of such time prior to its expiration; provided, however, if the failure stated in the notice cannot be corrected within the applicable period, Lessor will not unreasonably withhold its consent to an extension of such time if corrective action is instituted by Lessee within the applicable period and diligently pursued until the default is corrected; (c) Any statement, representation or warranty made by Lessee in or pursuant to this Agreement or its execution, delivery or performance is determined by a court of competent jurisdiction to have been false, incorrect, misleading or breached in anymaterial respect on the date when made; (d) Any provision of this Agreement will at any time for any reason cease to be valid and binding on Lessee, or will be declared to be null and void, or the validity or enforceability thereof will be contested byLessee or any governmental agency or authority if the loss of such provision would materially adversely affect the rights or security of Lessor, or Lessee will deny that it has any further liability or obligation under this Agreement;
(e) Lessee will (i) apply for or consent to the appointment of a receiver, trustee, custodian or liquidator of Lessee, or of all or a substantial part of the assets of Lessee, (ii) be unable, fail or admit in writing its inability generally to pay its debts as they become due, (iii) make a general assignment for the benefit of creditors, (iv) have an order for relief entered against it under applicable federal bankruptcy law, or (v) file a voluntary petition in bankruptcy or a petition or an answer seeking reorganization or an arrangement with creditors or taking advantage of any insolvency law or any answer admitting the material allegations of a petition filed against Lessee in any bankruptcy, reorganization or insolvency proceeding; or (f) An order, judgment or decree will be entered by any court of competent jurisdiction, approving a petition or appointing a receiver, trustee, custodian or liquidator of Lessee or of all or a substantial part of the assets of Lessee, in each case without its application, approval or consent, and such order, judgment or decree will continue unstayed and in effect for any period of 30 consecutive days.

Section 34. Remedies on Default. Whenever any Event of Default exists, Lessor will have the right, at its sole option without any further demand or notice, to take one or any combination of the following remedial steps:
(a) By written notice to Lessee, Lessor may declare all Rental Payments and other amounts payable by Lessee hereunder to the end of the then current Original Term or Renewal Term to be due; (b) With or without terminating this Agreement, and provided that all actions are taken in consideration of public safety, Lessor may enter the premises where the Equipment is located and retake possession of the Equipment or require Lessee at Lessee’s expense to promptly returnany or all of the Equipment to the possession of Lessor at a place specified by Lessor, and sell or lease the Equipment or, for the account of Lessee, sublease the Equipment, holding Lessee liable for the differencebetween (i) the Rental Payments and other amounts payable by Lessee hereunder plus the applicable Purchase Price, and (ii) the net proceeds of any such sale, lease or sublease (after deducting all expensesof Lessor in exercising its remedies under this Agreement, including without limitation, all expenses of taking possession, storing, reconditioning and selling or leasing the Equipment and all brokerage, auctioneers’ and attorneys’ fees) provided that the amount of Lessee’s liability under this subparagraph (b) shall not exceed the Rental Payments and other amounts otherwise due hereunder plus the remaining Rental Payments and other amounts payable by Lessee to the end of the then current Original Term or Renewal Term; 78 of 188
(c) Lessor may take whatever other action at law or in equity may appear necessary or desirable to enforce its rights as the owner of the Equipment.

In addition, Lessee will remain liable for all covenants and indemnities under this Agreement and for all legal fees and other costs and expenses, including court costs, incurred by Lessor with respect to the enforcement of any of the remedies listed above or any other remedy available to Lessor.

Section 35. No Remedy Exclusive. No remedy herein conferred upon or reserved to Lessor is intended to be exclusive and every such remedy will be cumulative and will be in addition to every other remedy given under this Agreement or now or hereafter existing at law or in equity. No delay or omission to exercise any right or power accruing upon any default will impair any such right or power or will be construed to be a waiver thereof, but any such right and power may be exercised from time to time and as often as may be deemed expedient. In order to entitle Lessor to exercise any remedy reserved to it in this Agreement it will not be necessary to give any notice, other than such notice as may be required in this Agreement.

Section 36. Notices. All notices, certificates or other communications hereunder will be sufficiently given and will be deemed given when delivered or mailed by registered mail, postage prepaid, to the partiesat the addresses immediately after the signatures to this Agreement (or at such other address as either party hereto will designate in writing to the other for notices to such party), to any assignee at its addressas it appears on the register maintained by Lessee.

Section 37. Binding Effect. This Agreement will inure to the benefit of and will be binding upon Lessor and Lessee and their respective successors and assigns.

Section 38. Severability. In the event any provision of this Agreement will be held invalid or unenforceable by any court of competent jurisdiction, such holding will not invalidate or render unenforceable any other provision hereof.

Section 39. Entire Agreement. This Agreement constitutes the entire agreement between Lessor and Lessee.

Section 40. Amendments. This Agreement may be amended, changed or modified in any manner by written agreement of Lessor and Lessee. Any waiver of any provision of this Agreement or any right or remedy hereunder must be affirmatively and expressly made in writing and will not be implied from inaction, course of dealing or otherwise.

Section 41. Execution in Counterparts. This Agreement may be simultaneously executed in several counterparts, each of which will be an original and all of which will constitute but one and the same instrument.

Section 42. Captions. The captions or headings in this Agreement are for convenience only and in no way define, limit or describe the scope or intent of any provisions or sections of this Agreement.

Section 43. Applicable Law; Venue. This Agreement will be governed by and construed in accordance with the laws of the State of California. The sole venue to for any action to enforce any provision of this Agreement shall be the Superior Court of California, Monterey County.

Section 44. Electronic Transactions. The parties agree that the transaction described herein may be conducted and related documents may be stored by electronic means. Copies, telecopies, facsimiles, electronic files and other reproductions of original executed documents shall be deemed to be authentic and valid counterparts of such original documents for all purposes, including the filing of any claim, action or suit in the appropriate court of law.
[Signature page follows.]
79 of 188
IN WITNESS WHEREOF, Lessor and Lessee have caused this Agreement to be executed in their corporate names by their duly authorized officers as of the date first above written.

County of Santa Cruz (“Lessee”) Central Coast Community Energy (“Lessor”)
BY:__________________________________ BY:______________________________________ Title:_____________________________ Tom Habashi, CEO
Date: ____________________________ Date: ____________________________ Approved as to Form Approved as to Form
BY:__________________________________ BY:______________________________________ Title: Office of the County Counsel Brian Kimball, General Counsel Date: ____________________________ Date: ____________________________ Approved as to Insurance Approved as to Financial Terms BY:__________________________________ BY:______________________________________ Title: Risk Management Jaya Bajpai, Chief Financial Officer Date: ____________________________ Date: ____________________________ 80 of 188

EXHIBIT A TO EQUIPMENT LEASE PURCHASE AGREEMENT

EQUIPMENT SCHEDULE
Equipment Description:

The Equipment consists of all project costs already incurred or to be incurred related to the UPS Public Sector applications submitted to Lessor including but not limited to administrative, design, engineering, acquisition, construction and installation of various generators, switching gear, electrical conduit and cabling, controllers, concrete protection equipment, electrical panels, and related items for use by Lessee, together with any and all substitutions, replacements or exchanges therefor, and any and all insurance and/or proceeds thereof.

Equipment Location:

The Equipment will be primarily located at the following addresses:

Main Jail
259 Water Street, Santa Cruz, CA
Blaine St. Women's Facility
141 Blaine Street, Santa Cruz, CA
Minimum/Medium Detention Facilities
90 Roundtree Lane, Watsonville, CA
Vendor(s):
[TO BE PROVIDED BY LESSEE.]
81 of 188

EXHIBIT B TO EQUIPMENT LEASE PURCHASE AGREEMENT

PAYMENT SCHEDULE
Principal Amount: $2,000,000
Interest Rate:1.87%
Rental payments will be made in accordance with Section 8 and this Payment Schedule.

Payment
Date
Payment
Amount
Interest
Amount
Principal
Amount
Purchase
Price*
05/01/2022 110,106.66 18,700.00 91,406.66 1,908,593.34
11/01/2022 110,106.66 17,845.35 92,261.31 1,816,332.03
05/01/2023 110,106.66 16,982.70 93,123.96 1,723,208.07
11/01/2023 110,106.66 16,112.00 93,994.66 1,629,213.41
05/01/2024 110,106.66 15,233.15 94,873.51 1,534,339.90
11/01/2024 110,106.66 14,346.08 95,760.58 1,438,579.32
05/01/2025 110,106.66 13,450.72 96,655.94 1,341,923.38
11/01/2025 110,106.66 12,546.98 97,559.68 1,244,363.70
05/01/2026 110,106.66 11,634.80 98,471.86 1,145,891.84
11/01/2026 110,106.66 10,714.09 99,392.57 1,046,499.27
05/01/2027 110,106.66 9,784.77 100,321.89 946,177.38
11/01/2027 110,106.66 8,846.76 101,259.90 844,917.48
05/01/2028 110,106.66 7,899.98 102,206.68 742,710.80
11/01/2028 110,106.66 6,944.35 103,162.31 639,548.49
05/01/2029 110,106.66 5,979.78 104,126.88 535,421.61
11/01/2029 110,106.66 5,006.19 105,100.47 430,321.14
05/01/2030 110,106.66 4,023.50 106,083.16 324,237.98
11/01/2030 110,106.66 3,031.63 107,075.03 217,162.95
05/01/2031 110,106.66 2,030.47 108,076.19 109,086.76
11/01/2031 110,106.72 1,019.96 109,086.76 0.00
Lessee:

County of Santa Cruz
701 Ocean Street
Santa Cruz, CA 95060
By:

Name:

Title:
∗ Lessee’s option to purchase is subject to provisions of Sections 30 and 31 of the Agreement. 82 of 188

TRANSFER AGREEMENT
THIS TRANSFER AGREEMENT (this “Transfer Agreement”) dated ____________, 20___ is entered into by and among CENTRAL COAST COMMUNITY ENERGY (“Lessor”) and the COUNTY OF SANTA CRUZ, California (“Lessee”).

Lessor and Lessee have heretofore entered into that certain Equipment Lease Purchase Agreement dated ____________, 20___ (the “Agreement”). The Agreement contemplates that certain Equipment described therein (the “Equipment”) is to be acquired from the vendor(s) or manufacturer(s) thereof.

After acceptance of the Equipment by Lessee, the Equipment is to be leased by Lessor to Lessee pursuant to the terms of the Agreement.

The Agreement contemplates that Lessor will deposit with the Lessee cash in the amount of $2,000,000.

Such deposit is to be applied from time to time to pay certain costs of acquiring the Equipment.

The parties desire to set forth the terms on which the funds are to be transferred and to establish the rights and responsibilities of the parties hereto.

NOW, THEREFORE, the parties agree as follows:

1. On such day as determined to the mutual satisfaction of the parties (the “CommencementDate”), and upon presentment of evidence satisfying to the Lessor, presented by Lessee to Lessor, that the Equipment has been ordered, Lessor shall deposit with Lessee cash in the amount of $2,000,000 for express use according to the terms and conditions set forth herein.

2. Funds shall be transferred by Lessor to the following financial institution and account owned by Lessee:
___________________________________
___________________________________
___________________________________
___________________________________

3. Whenever any Event of Default exists, Lessor will have the right, at its sole option without any further demand or notice, to take any remedial step described in Section 34 of the Lease Purchase Agreement.

4. This Transfer Agreement shall be governed by and be construed and interpreted in accordance with the laws of the State of California.

5. This Transfer Agreement may be executed in several counterparts, and each counterpart so executed will be an original. In addition, the parties agree that the transaction described herein may be conducted and related documents may be received, sent or stored by electronic means. Copies, telecopies, facsimiles, electronic files and other reproductions of original executed documents shall be deemed to be authentic and valid counterparts of such original documents for all purposes, including the filing of any claim, action or suit in the appropriate court of law.
[Signature page follows.]
83 of 188
IN WITNESS WHEREOF, the parties hereto have caused this Transfer Agreement to be duly executedas of the day and year first above set forth.

County of Santa Cruz (“Lessee”) Central Coast Community Energy (“Lessor”)
BY:__________________________________ BY:______________________________________ Title:_____________________________ Tom Habashi, CEO
Date: ____________________________ Date: ____________________________ Approved as to Form Approved as to Form
BY:__________________________________ BY:______________________________________ Title: Office of the County Counsel Brian Kimball, General Counsel Date: ____________________________ Date: ____________________________ Approved as to Insurance Approved as to Financial Terms BY:__________________________________ BY:______________________________________ Title: Risk Management Jaya Bajpai, Chief Financial Officer Date: ____________________________ Date: ____________________________ 84 of 188
LESSEE’S CLOSING CERTIFICATE
Re: Equipment Lease Purchase Agreement dated as of ____________, 2022, between the COUNTY OF SANTA CRUZ, California, as lessee (“Lessee”), and CENTRAL COAST COMMUNITY ENERGY, as lessor (“Lessor”) (the “Agreement”)
I, the undersigned, the duly appointed, qualified and acting Chief Deputy Clerk of the Boardof the above-captioned Lessee, do hereby certify as follows:
(1) Lessee did, at a meeting of the governing body of Lessee held ____________, 2022, by motion duly made, seconded and carried, in accordance with all requirements of law, approve and authorize the execution and delivery of the above-referenced Agreement and the related Transfer Agreement on itsbehalf by the following named representative of Lessee:
__________________
Printed Name Title Signature
[This signature line to be signed by person who executed the Agreement and the related transfer agreement on behalf of Lessee.]
(2) The above-named representative of Lessee held at the time of such authorization and holds at the present time the office designated above and the signature set forth opposite his or her name is the true and correct specimen of his or her genuine signature.
(3) The meeting of the governing body of Lessee at which the Agreement was approved and authorized to be executed was duly called, regularly convened and attended throughout by the requisite majority of the members thereof or by other appropriate official approval, and the action approving the Agreement and the related transfer agreement and authorizing the execution thereof has not been altered or rescinded. Attached hereto as Exhibit A is a true and correct copy of the resolution or other documents constituting such official action.
(4) No event or condition that constitutes, or with the giving of notice or the lapse of time or both would constitute, an Event of Default (as such term is defined in the Agreement) exists at the date hereof. (5) All insurance required in accordance with the Agreement is currently maintained by Lessee. (6) Lessee has, in accordance with the requirements of law, fully budgeted and appropriated sufficient funds for the current fiscal year to make the Rental Payments scheduled to come due during the Original Term and to meet its other obligations for the Original Term (as such terms are defined in the Agreement), and such funds have not been expended for other purposes. (7) There is no proceeding pending or threatened in any court or before any governmental authority or arbitration board or tribunal that, if adversely determined, would adversely affect the transactions contemplated by the Agreement or the interest of Lessor or its assigns, as the case may be, in the Equipment.
(8) Intentionally Left Blank
85 of 188
(9) The correct billing address for Rental Payments is as follows:
70 Garden Court
Monterey , CA 93940
Attention: Chief Financial Officer
Dated: ____________, 20___ .

By:

Name:

Title: Chief Deputy Clerk of the Board
-2-
86 of 188

EXHIBIT A TO
LESSEE’S CLOSING CERTIFICATE

COPY OF AUTHORIZATION DOCUMENT
(per Section 3)
[Signed copy of Lessee’s resolution to be attached.

Attached is form of resolution for adoption if no resolution previously adopted.] 87 of 188

BEFORE THE BOARD OF SUPERVISORS

OF THE COUNTY OF SANTA CRUZ, STATE OF CALIFORNIA
Resolution No.

On the motion of Supervisor
Duly seconded by Supervisor
The following resolution is adopted:

WHEREAS, the COUNTY OF SANTA CRUZ, California (the “Lessee”) is a political subdivision dulyof the State of California; and
WHEREAS, it is hereby determined that a true and real need exists for the acquisition of various vehicles and related equipment for use by the Lessee (the “Equipment”); and WHEREAS, it is necessary and desirable and in the best interest of the Lessee, as lessee, to enter into an Equipment Lease Purchase Agreement (the "Agreement") with CENTRAL COAST COMMUNITY ENERGY, as lessor (the “Lessor”), and certain related documents, for the purposes described therein,including the leasing of the Equipment; NOW, THEREFORE, BE IT RESOLVED AND ORDERED AS FOLLOWS:

Section 1. The Agreement, in substantially the same form as presented to this meeting, and the terms and performance thereof are hereby approved, and the __________________ (or designee) of the Lessee is hereby authorized to execute and deliver the Agreement on behalf of the Lessee, with such changes therein as shall be approved by such officer, such approval to be conclusively evidenced by such officer’s execution thereof.

Section 2. The Transfer Agreement between the Lessee and the Lessor named therein, in substantially the same form as presented to this meeting, and the terms and performance thereof are hereby approved, and the Transfer Agreement is hereby authorized to be executed and delivered on behalf of the Lessee by a duly authorized officer of the Lessee, with such changes therein as shall be approved by such officer, such approval to be conclusively evidenced by such officer’s execution thereof.

Section 3. The Lessee shall, and the officers, agents and employees of the Lessee are hereby authorized and directed to take such further action and execute such other documents, certificates and instruments as may be necessary or desirable to carry out and comply with the intent of this Resolution, and to carry out, comply with and perform the duties of the Lessee with respect to the Agreement and the Transfer Agreement.

Section 4. The Lessee has made certain capital expenditures in connection with the acquisition of the Equipment prior to the date hereof, and the Lessee expects to make additional capital expenditures in connection with the acquisition of the Equipment in the future. The Lessee intends to reimburse itself for all or a portion of such expenditures, to the extent permitted by law, with the proceeds of the Agreement. The maximumprincipal amount of the Agreement for the Equipment is to equal $2,000,000.

Section 5. This Resolution shall take effect and be in full force immediately after its adoption by the governing body of the Lessee.

PASSED AND ADOPTED this ____ day of _________ 2022, by the Board of Supervisors of the County of Santa Cruz, State of California, by the following vote:

AYES: SUPERVISORS
NOES: SUPERVISORS
ABSENT: SUPERVISORS
ABSTAIN: SUPERVISORS
88 of 188 _________________________________
Chairperson of the Board of Supervisors
ATTEST: __________________
Clerk of the Board
APPROVED AS TO FORM:
________________________
Office of the County Counsel

CERTIFICATION
The undersigned, being the officer identified below of the Count of Santa Cruz, California (the “Lessee”), hereby certifies that the following is a true and correct copy of a resolution adopted by the governing body of the Lessee at a meeting duly held on ______ , 2022.

I further certify that the foregoing resolution has not been modified, amended or repealed and is in full force and effect as of the date hereof.

WITNESS my hand this day of __________, 2022.
_______________________________, CALIFORNIA
By:

Name: ___________
Title: Chief Deputy Clerk of the Board
County of Santa Cruz
89 of 188
• INSURANCE CERTIFICATES (PROPERTY AND LIABILITY) RESPECTING THE EQUIPMENT WITH THE FOLLOWING PARTY SHOWN AS LOSS PAYEE AND ADDITIONAL INSURED:

Central Coast Community Energy and its successors and
assigns 70 Garden Court, Suite 300, Monterey, CA 93940
[To be provided by Lessee before funds
are deposited by Lessor for costs of the Equipment.]
• APPLICATIONS FOR TITLE RESPECTING THE EQUIPMENT WITH THE FOLLOWING PARTY SHOWN AS LIENHOLDER:

Central Coast Community Energy and its successors and
assigns 70 Garden Court, Suite 300, Monterey, CA 93940
[To be provided by Lessee before funds
are deposited by Lessor for costs of the Equipment.]
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UCC-1 FINANCING STATEMENT
[To be prepared and filed by counsel to Lessor.]
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CDIAC FILINGS
• Report of Proposed Debt Issuance (Filed by [**Lessee Counsel**] • Report of Final Sale (Post-closing--to be filed by [**Lessee Counsel**] 92 of 188
LESSEE’S FORM W-9
[Lessee’s signed Form W-9 on file with Lessor.]
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ACCEPTANCE CERTIFICATE
Site Name: _____________________________________________________________________________________ Site Address: ___________________________________________________________________________________ Equipment Description: ________________________________________________________________________ ________________________________________________________________________________________________ ________________________________________________________________________________________________ ________________________________________________________________________________________________ Equipment Lease Purchase Agreement Date: ____________________________________________________ Installation Completion Date: ___________________________________________________________________ This certifies that the equipment covered by the above referenced Agreement has been installed in accordance with said Agreement and is hereby accepted.

County of Santa Cruz (“Lessee”)
By: _________________________________
Title: ________________________________
Date: ________________________________
Receipt of this Certificate of Acceptance of project in accordance with referenced agreement is acknowledged.

Central Coast Community Energy (“Lessor”)
By: _________________________________
Title: ________________________________
Date: ________________________________
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Staff Report Item 8
TO: CCCE Operations Board of Directors
FROM: Tom Habashi, Chief Executive Officer
SUBJECT: a) Authorize CEO to execute Grant Agreement with the California Energy Commission to Enable CCCE to Receive a Two Hundred Thousand Dollar ($200,000) Grant for Strategic Planning Around Zero Emission Medium and Heavy-Duty Vehicles, and b) Authorize the CEO to Execute an Agreement with Build Momentum, Inc. with a Term Ending December 31, 2023 in an Amount Not to Exceed Two Hundred Thousand Dollar ($200,000) to Implement the California Energy Commission Grant (Action Item)
DATE: March 9, 2022
RECOMMENDATION:

This recommends that the Operations Board of Directors (the “Board”):

A) Authorize the CEO to execute Grant Agreement No. ARV-21-031 to accept a $200,000 grant awarded to CCCE under the CEC’s Clean Transportation Program; and, B) Authorize the CEO to execute an Agreement with Build Momentum Inc. with a not to exceed amount of $200,000, reimbursable under CEC Agreement No. ARV-21-031, to implement the Central Coast Community Energy MD/HD ZEV Blueprint Project.

BACKGROUND:

Assembly Bill 118 (Núñez) created the Clean Transportation Program (formerly known as the Alternative and Renewable Fuel and Vehicle Technology Program). The statute authorizes the California Energy Commission (“CEC”) to develop advanced transportation technologies to help attain the state’s climate change policies. The CEC issued GFO-20-601 entitled “Blueprints for Medium- and Heavy-Duty (MD/HD) Zero-Emission Vehicle (ZEV) Infrastructure” under the CEC’s Clean Transportation Program. 95 of 188
On November 12, 2020, in collaboration with EV Alliance and Build Momentum Inc. (“Momentum”), CCCE submitted a proposal titled Central Coast Community Energy MD/HD ZEV Blueprint (“the Proposal”).

On April 8, 2021, the CEC released their Notice of Proposed Awards with their recommendation to fund CCCE’s Proposal at its fully requested amount of $200,000.

At its November 15, 2021, meeting, the CEC Business Council formally approved CCCE’s proposal for funding and draft Grant Agreement No. ARV-21-031 (“Grant Agreement”).

DISCUSSION/ANALYSIS:

CCCE’s service area covers one of the most important agricultural production areas in the country, as well as manufacturing, food processing, and other freight-related business clusters which are critical to the region’s economy. These industries are highly reliant on trucks moving along the US 101 corridor – stretching 270 miles from Silicon Valley to the L.A. Basin, as well as east-west corridors into the San Joaquin Valley. To meet the needs of industry without harm to the environment, while providing for a regional population projected to reach 1.7 million by 2030 -- cost-efficient, zero-emissions freight movement is essential1.

CCCE, Momentum, and other regional stakeholders seek to utilize the CEC grant funds to develop the Central Coast Medium and Heavy-Duty ZEV Blueprint Project (“The Blueprint”). The goal of the Blueprint is to develop a comprehensive and replicable strategic vision to accelerate deployment of MD/HD ZEVs in California’s Central Coast region. The Blueprint report will address infrastructure needs, technology, finance, and education.

CEC Grant Agreement No. ARV-21-031
In order for CCCE to secure grant funding to support the Blueprint project, CCCE and the CEC must enter into a Grant Agreement.2 The term of the proposed Grant Agreement is from the date of execution to December 31, 2023. The total award amount of $200,000 will remain available for reimbursement of project related expenses over the term of the grant. Upon execution of the grant agreement by both CCCE and the CEC, the CEC will amend the Agreement to include Momentum as the prime subcontractor.
1US 101 Central Coast California Freight Strategy Final Report, Cambridge Systematics, April 13, 2016, p. 3-2. 2 See Attachment 1 – Draft CEC Grant Agreement
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Proposed Agreement with Build Momentum Inc.

Contingent upon the approval of the Grant Agreement, Build Momentum Inc. will complete the Blueprint on behalf of CCCE. Momentum has served as a prime contractor in 27 other CEC grant funded Blueprint projects, 12 of which were funded by the CEC.

The term of the proposed Momentum Agreement is from the date of execution to December 31, 2023, with a total amount not to exceed $200,000. Under the Momentum Agreement, CCCE pays Momentum using funds that are reimbursable under the Grant Agreement. The scope of work in the proposed Agreement is identical to and contingent upon the scope of work in the Grant Agreement. Momentum is responsible for completing the Blueprint in accordance with the terms and conditions of the Grant Agreement.

FISCAL IMPACT:

Receipt of the Grant Agreement and costs associated with the Momentum Agreement are both budgeted as part of the approved FY 21-22 Operating Budget.

CONCLUSION:

Approval of this recommendation enables CCCE to accept grant funds awarded from the CEC and to work with Momentum to develop the Central Coast Medium and Heavy-Duty ZEV Blueprint Project. This effort will provide CCCE and the Central Coast region with a comprehensive planning document for accelerated MD/HD fleet electrification.

ATTACHMENTS:

1. Grant Agreement No. ARV-21-031

2. Standard Services Agreement with Build Momentum Inc. 97 of 188

STATE OF CALIFORNIA

GRANT AGREEMENT
CEC-146 (Revised 1/2014) CALIFORNIA ENERGY

COMMISSION

RECIPIENT AGREEMENT NUMBER
Central Coast Community Energy (3CE) ARV-21-031

ADDRESS AGREEMENT TERM
70 Garden Ct, Suite 300
Monterey, CA 93940
11/15/2021 to 12/31/2023
The effective date of this Agreement is either the start date or the approval signature date by the California Energy Commission representative below, whichever is later. The California Energy Commission shall be the last party to sign. No work is authorized, nor shall any work begin, until on or after the effective date.

PROJECT DESCRIPTION
The parties agree to comply with the terms and conditions of the following Exhibits which are by this reference made a part of the agreement.

Exhibit A – Scope of Work Page(s): 20
Exhibit A-1 – Attachment (Project Schedule) Page(s): 3
Exhibit B – Budget Prime Page(s): 13
Exhibit C – Terms and Conditions Page(s): 25
Exhibit – Streamlined T&Cs Page(s): 12
Exhibit D – Contacts Page(s): 1

REIMBURSABLE AMOUNT
$ 200,000

MATCH SHARE
$
TOTAL
$ 200,000
The undersigned parties have read the attachments to this agreement and will comply with the standards and requirements contained therein.

CALIFORNIA ENERGY COMMISSION Central Coast Community Energy (3CE) AUTHORIZED SIGNATURE DATE AUTHORIZED SIGNATURE DATE

NAME NAME
Adrienne Winuk

TITLE TITLE
Contracts, Grants and Loans Office Manager

CALIFORNIA ENERGY COMMISSION ADDRESS
715 P Street, MS 1, Sacramento, CA 95814
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Exhibit A

SCOPE OF WORK

TECHNICAL TASK LIST
Task # CPR Task Name
1 Administration
2 X Community and Stakeholder Engagement
3 X Blueprint Development
4 Project Fact Sheet
5 Blueprint

KEY NAME LIST
Task # Key Personnel Key Subcontractor(s) Key Partner(s) 1 Dan Bertoldi (3CE) To Be Determined (TBD)
2 Dan Bertoldi,
TBD
TBD
3 TBD TBD
4 TBD TBD
5 Dan Bertoldi,
TBD
TBD

GLOSSARY
Specific terms and acronyms used throughout this scope of work are defined as follows:

Term/ Acronym Definition
CAM Commission Agreement Manager
CAO Commission Agreement Officer
CBO Community-Based Organization
CCTEC Central Coast Transportation Electrification Clearinghouse CEC California Energy Commission
Clean
Transportation
Program
Formerly known as Alternative and Renewable Fuel and Vehicle Technology Program
CPR Critical Project Review
DAC Disadvantaged Community
EVSE Electric Vehicle Service Equipment
FTD Fuels and Transportation Division
Recipient Central Coast Community Energy (3CE)
MD/HD Medium- and Heavy-Duty
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Term/ Acronym Definition
TAC Technical Advisory Committee
ZEV Zero-Emission Vehicle. (This may include on- and off-road vehicles, equipment, and harbor craft.)

BACKGROUND
Assembly Bill (AB) 118 (Núñez, Chapter 750, Statutes of 2007), created the Clean Transportation Program (formerly known as the Alternative and Renewable Fuel and Vehicle Technology Program). The statute authorizes the California Energy Commission (CEC) to develop and deploy alternative and renewable fuels and advanced transportation technologies to help attain the state’s climate change policies. AB 8 (Perea, Chapter 401, Statutes of 2013) re-authorizes the Program through January 1, 2024, and specifies that the CEC allocate up to $20 million per year (or up to 20 percent of each fiscal year’s funds) in funding for hydrogen station development until at least 100 stations are operational. The Clean Transportation Program has an annual budget of approximately $100 million and provides financial support for projects that:
• Reduce California’s use and dependence on petroleum transportation fuels and increase the use of alternative and renewable fuels and advanced vehicle technologies.
• Produce sustainable alternative and renewable low-carbon fuels in California.
• Expand alternative fueling infrastructure and fueling stations. • Improve the efficiency, performance, and market viability of alternative light-, medium-, and heavy-duty vehicle technologies.
• Retrofit medium- and heavy-duty on-road and non-road vehicle fleets to alternative technologies or fuel use.
• Expand the alternative fueling infrastructure available to existing fleets, public transit, and transportation corridors.
• Establish workforce training programs and conduct public outreach on the benefits of alternative transportation fuels and vehicle technologies.

The CEC issued GFO-20-601 entitled “Blueprints for Medium- and Heavy-Duty Zero-Emission Vehicle Infrastructure” under the CEC’s Clean Transportation Program. To be eligible for funding under GFO-20-601, projects must also be consistent with the CEC’s current Clean Transportation Program Investment Plan, updated annually. In response to GFO-20-601, the Recipient submitted Proposal #4, which was proposed for funding in the CEC’s Notice of Proposed Awards on April 8, 2021. GFO-20-601 and the Recipient’s aforementioned proposal are hereby incorporated by reference into this Agreement in their entirety.
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In the event of any conflict or inconsistency between the terms of the Solicitation and the terms of the Recipient’s Application, the Solicitation shall control. Similarly, in the event of any conflict or inconsistency between the terms of this Agreement and the terms of the Recipient’s Application, the terms of this Agreement shall control.

PROBLEM STATEMENT
There is an urgent need to tackle climate change. Diesel truck exhaust contributes to global climate change and increases human health risks, while the alternatives to fossil fuels for medium-duty and heavy-duty (MD/HD) vehicles are not well known to most freight-related businesses.

The five county Central Coast region is one of the most important agricultural production areas of California – and includes manufacturing, food processing, and other freight-related business clusters, which are critical to the state’s economy. In total, goods movement-dependent industries1 provide approximately one third of jobs and account for more than $13 billion of the $52.4 billion gross regional product. These industries are reliant on trucks moving along the US 101 corridor – stretching 270 miles from Silicon Valley to the Los Angeles Basin, as well as east-west corridors from the coast to the San Joaquin Valley. To sustainably meet the needs of the region’s growing population – projected to hit 1.7 million by 2030 – cost-efficient and zero-emission freight movement is essential.2 To begin building this clean, all-electric future, the region has invested strongly in charging infrastructure for light-duty vehicles, and developed comprehensive plans for electrification in the light-duty segment. However, MD/HD trucks represent 39% of all transportation emissions in the region, and electrification of the critical MD/HD segment has been negligible to date. MD/HD electrification throughout the Central Coast region has been prevented by a combination of barriers, including a lack of a comprehensive strategic vision for MD/HD zero-emission vehicles (ZEVs) in the Central Coast region; a lack of product options in the MD/HD segment (until very recently) – especially in heavy goods movement and agricultural applications; high upfront costs for both ZEV charging infrastructure and vehicles -- and limited business models able to overcome first-cost barriers; limited utility and local planning integration to develop programs specific to MD/HD needs; and limited stakeholder engagement, specifically of fleet operators operating internal combustion engine fleets.

Recognizing these urgent and unmet needs, Central Coast Community Energy (3CE) will develop the Central Coast Medium and Heavy-Duty ZEV Blueprint, with the intention to catalyze the accelerated deployment of MD/HD ZEVs and ZEV charging infrastructure.

Goals of the Agreement:
1 Goods movement-dependent industries include manufacturing, retail trade, wholesale trade, construction, utilities, mining, transportation/warehousing, and agriculture. 2 US 101 Central Coast California Freight Strategy Final Report, Cambridge Systematics, April 13, 2016, p. 3-2. 101 of 188
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The goal of this Agreement is to develop a comprehensive and replicable strategic vision to accelerate deployment of MD/HD ZEVs in California’s Central Coast region, which includes a Blueprint report addressing infrastructure needs, technology, finance, and education, and ensuring that this Blueprint is available to, and benefits, the public.

Objectives of the Agreement:

The objectives of this Agreement are to:
x Identify the actions and milestones needed for implementation of MD/HD ZEVs and ZEV charging and refueling infrastructure in the Central Coast region.
x Make the blueprint available to the public.
x Minimize the risks and uncertainties surrounding the design, permitting, planning, and financing of the ZEV infrastructure network through engagement.
x Analyze the combination of technologies and systems that offer the best mix of economic, environmental, and technical performance specific to the Central Coast region.
x Document actions or steps already adopted by the local jurisdictions and the impact of those actions or steps on the development of MD/HD ZEV infrastructure.
x Identify analytical tools, software applications, and data needed to improve future MD/HD ZEV infrastructure planning activities. x Identify each task or area of responsibility required of the project partners and stakeholder groups to develop a replicable approach for fleets transitioning to zero-emission.
x Develop an outreach strategy tailored to local community, supported by education and outreach materials appropriate for potentially affected residents, in the languages needed for the community, to educate on the planning efforts and potential future impacts.
x Work with community colleges, regional community-based organizations (CBOs), and community leaders to develop workforce strategies that will enable training, education, and readiness for the local workforce to obtain the knowledge, skills, and ability to develop, support, and maintain the MD/HD ZEV fleets.
x Summarize the types of jobs that will be created for the local community. x Identify goals to reduce GHG emissions, criteria air pollutants, and toxic air contaminants for the region, and local emitters that would need to be targeted.
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x Identify the benefits that would accrue to disadvantaged communities (DACs), low-income communities, priority populations, and tribal lands to the maximum extent possible.

TASK 1 ADMINISTRATION
Task 1.1 Attend Kick-off Meeting
The goal of this task is to establish the lines of communication and procedures for implementing this Agreement. The Commission Agreement Manager (CAM) shall designate the date and location of this meeting and provide an agenda to the Recipient prior to the meeting.

The Recipient shall:
x Attend a “Kick-Off” meeting with the CAM, the Commission Agreement Officer (CAO), and a representative of the CEC Accounting Office. The Recipient shall bring their Project Manager, Agreement Administrator, Accounting Officer, and any others determined necessary by the Recipient or specifically requested by the CAM to this meeting.
x Discuss the following administrative and technical aspects of this Agreement:
o Agreement Terms and Conditions
o Critical Project Review (Task 1.2)
o Match fund documentation (Task 1.6) No reimbursable work may be done until this documentation is in place.
o Permit documentation (Task 1.7)
o Subcontracts needed to carry out project (Task 1.8)
o The CAM’s expectations for accomplishing tasks described in the Scope of Work
o An updated Schedule of Products and Due Dates
o Monthly Progress Reports (Task 1.4)
o Technical Products (Product Guidelines located in Section 5 of the Terms and Conditions)
o Final Report (Task 1.5)
Recipient Products:
x Updated Schedule of Products
x Updated List of Match Funds
x Updated List of Permits
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Commission Agreement Manager Product:
x Kick-Off Meeting Agenda
Task 1.2 Critical Project Review (CPR) Meetings
CPRs provide the opportunity for frank discussions between the CEC and the Recipient.

The goal of this task is to determine if the project should continue to receive CEC funding to complete this Agreement and to identify any needed modifications to the tasks, products, schedule or budget.

The CAM may schedule CPR meetings as necessary, and meeting costs will be borne by the Recipient.

Meeting participants include the CAM and the Recipient and may include the CAO, the Fuels and Transportation Division (FTD) program lead, other CEC staff and Management as well as other individuals selected by the CAM to provide support to the CEC.

The CAM shall:
x Determine the location, date, and time of each CPR meeting with the Recipient. These meetings generally take place at the CEC, but they may take place at another location or remotely.
x Send the Recipient the agenda and a list of expected participants in advance of each CPR. If applicable, the agenda shall include a discussion on both match funding and permits.
x Conduct and make a record of each CPR meeting. Prepare a schedule for providing the written determination described below.
x Determine whether to continue the project, and if continuing, whether or not modifications are needed to the tasks, schedule, products, and/or budget for the remainder of the Agreement. Modifications to the Agreement may require a formal amendment (please see section 8 of the Terms and Conditions). If the CAM concludes that satisfactory progress is not being made, this conclusion will be referred to the Lead Commissioner for Transportation for his or her concurrence.
x Provide the Recipient with a written determination in accordance with the schedule. The written response may include a requirement for the Recipient to revise one or more product(s) that were included in the CPR. 104 of 188
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The Recipient shall:
x Prepare a CPR Report for each CPR that discusses the progress of the Agreement toward achieving its goals and objectives. This report shall include recommendations and conclusions regarding continued work of the projects. This report shall be submitted along with any other products identified in this scope of work. The Recipient shall submit these documents to the CAM and any other designated reviewers at least 15 working days in advance of each CPR meeting.
x Present the required information at each CPR meeting and participate in a discussion about the Agreement.

CAM Products:
x Agenda and a list of expected participants
x Schedule for written determination
x Written determination
Recipient Product:
x CPR Report(s)
Task 1.3 Final Meeting
The goal of this task is to closeout this Agreement.

The Recipient shall:
x Meet with CEC staff to present the findings, conclusions, and recommendations. The final meeting must be completed during the closeout of this Agreement.

This meeting will be attended by, at a minimum, the Recipient, the Commission Grants Office Officer, and the CAM. The technical and administrative aspects of Agreement closeout will be discussed at the meeting, which may be two separate meetings at the discretion of the CAM.

The technical portion of the meeting shall present an assessment of the degree to which project and task goals and objectives were achieved, findings, conclusions, recommended next steps (if any) for the Agreement, and recommendations for improvements. The CAM will determine the appropriate meeting participants.

The administrative portion of the meeting shall be a discussion with the CAM and the Grants Officer about the following Agreement closeout items:
o What to do with any equipment purchased with CEC funds (Options)
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o CEC request for specific “generated” data (not already provided in Agreement products)
o Need to document Recipient’s disclosure of “subject inventions” developed under the Agreement
o “Surviving” Agreement provisions
o Final invoicing and release of retention
x Prepare a schedule for completing the closeout activities for this Agreement.

Products:
x Written documentation of meeting agreements
x Schedule for completing closeout activities
Task 1.4 Monthly Progress Reports
The goal of this task is to periodically verify that satisfactory and continued progress is made towards achieving the objectives of this Agreement on time and within budget.

The objectives of this task are to summarize activities performed during the reporting period, to identify activities planned for the next reporting period, to identify issues that may affect performance and expenditures, and to form the basis for determining whether invoices are consistent with work performed.

The Recipient shall:
x Prepare a Monthly Progress Report which summarizes all Agreement activities conducted by the Recipient for the reporting period, including an assessment of the ability to complete the Agreement within the current budget and any anticipated cost overruns. Each progress report is due to the CAM within 10 days of the end of the reporting period. The recommended specifications for each progress report are contained in Section 6 of the Terms and Conditions of this Agreement. x In the first Monthly Progress Report and first invoice, document and verify match expenditures and provide a synopsis of project progress, if match funds have been expended or if work funded with match share has occurred after the notice of proposed award but before execution of the grant agreement. If no match funds have been expended or if no work funded with match share has occurred before execution, then state this in the report. All pre-execution match expenditures must conform to the requirements in the Terms and Conditions of this Agreement.

Product:
x Monthly Progress Reports
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Task 1.5 Final Report
The goal of the Final Report is to assess the project’s success in achieving the Agreement’s goals and objectives, advancing science and technology, and providing energy-related and other benefits to California.

The objectives of the Final Report are to clearly and completely describe the project’s purpose, approach, activities performed, results, and advancements in science and technology; to present a public assessment of the success of the project as measured by the degree to which goals and objectives were achieved; to make insightful observations based on results obtained; to draw conclusions; and to make recommendations for further projects and improvements to the FTD project management processes.

The Final Report shall be a public document. If the Recipient has obtained confidential status from the CEC and will be preparing a confidential version of the Final Report as well, the Recipient shall perform the following activities for both the public and confidential versions of the Final Report.

The Recipient shall:
x Prepare an Outline of the Final Report.
x Prepare a Final Report following the latest version of the Final Report guidelines which will be provided by the CAM. The CAM shall provide written comments on the Draft Final Report within fifteen (15) working days of receipt. The Final Report must be completed at least 60 days before the end of the Agreement Term.
x Submit one copy of the Final Report with the final invoice.

Products:
x Outline of the Final Report
x Draft Final Report
x Final Report
Task 1.6 Identify and Obtain Matching Funds
The goal of this task is to ensure that the match funds planned for this Agreement are obtained for and applied to this Agreement during the term of this Agreement.

The costs to obtain and document match fund commitments are not reimbursable through this Agreement. Although the CEC budget for this task will be zero dollars, the Recipient may utilize match funds for this task. Match funds shall be spent concurrently or in advance of CEC funds for each task during the term of this Agreement. Match funds must be identified in writing and the associated commitments obtained before the Recipient can incur any costs for which the Recipient will request reimbursement. 107 of 188
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The Recipient shall:
x Prepare a letter documenting the match funding committed to this Agreement and submit it to the CAM at least 2 working days prior to the kick-off meeting. If no match funds were part of the proposal that led to the CEC awarding this Agreement and none have been identified at the time this Agreement starts, then state such in the letter. If match funds were a part of the proposal that led to the CEC awarding this Agreement, then provide in the letter a list of the match funds that identifies the:
o Amount of each cash match fund, its source, including a contact name, address and telephone number and the
task(s) to which the match funds will be applied.
o Amount of each in-kind contribution, a description,
documented market or book value, and its source, including a contact name, address and telephone number and the
task(s) to which the match funds will be applied. If the in-kind contribution is equipment or other tangible or real property, the Recipient shall identify its owner and provide a contact name, address and telephone number, and the
address where the property is located.
x Provide a copy of the letter of commitment from an authorized representative of each source of cash match funding or in-kind contributions that these funds or contributions have been secured. For match funds provided by a grant a copy of the executed grant shall be submitted in place of a letter of commitment.
x Discuss match funds and the implications to the Agreement if they are reduced or not obtained as committed, at the kick-off meeting. If applicable, match funds will be included as a line item in the progress reports and will be a topic at CPR meetings.
x Provide the appropriate information to the CAM if during the course of the Agreement additional match funds are received.
x Notify the CAM within 10 days if during the course of the Agreement existing match funds are reduced. Reduction in match funds must be approved through a formal amendment to the Agreement and may trigger an additional CPR meeting.

Products:
x A letter regarding match funds or stating that no match funds are provided
x Copy(ies) of each match fund commitment letter(s) (if applicable) x Letter(s) for new match funds (if applicable)
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x Letter that match funds were reduced (if applicable)
Task 1.7 Identify and Obtain Required Permits
The goal of this task is to obtain all permits required for work completed under this Agreement in advance of the date they are needed to keep the Agreement schedule on track.

Permit costs and the expenses associated with obtaining permits are not reimbursable under this Agreement. Although the CEC budget for this task will be zero dollars, the Recipient shall budget match funds for any expected expenditures associated with obtaining permits. Permits must be identified in writing and obtained before the Recipient can make any expenditure for which a permit is required.

The Recipient shall:
x Prepare a letter documenting the permits required to conduct this Agreement and submit it to the CAM at least 2 working days prior to the kick-off meeting. If there are no permits required at the start of this Agreement, then state such in the letter. If it is known at the beginning of the Agreement that permits will be required during the course of the Agreement, provide in the letter:
o A list of the permits that identifies the:
ƒ Type of permit
ƒ Name, address and telephone number of the permitting
jurisdictions or lead agencies
o The schedule the Recipient will follow in applying for and obtaining these permits.
x Discuss the list of permits and the schedule for obtaining them at the kick-off meeting and develop a timetable for submitting the updated list, schedule and the copies of the permits. The implications to the Agreement if the permits are not obtained in a timely fashion or are denied will also be discussed. If applicable, permits will be included as a line item in the Progress Reports and will be a topic at CPR meetings.
x If during the course of the Agreement additional permits become necessary, provide the appropriate information on each permit and an updated schedule to the CAM.
x As permits are obtained, send a copy of each approved permit to the CAM.
x If during the course of the Agreement permits are not obtained on time or are denied, notify the CAM within 5 working days. Either of these events may trigger an additional CPR.
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Products:
x Letter documenting the permits or stating that no permits are required x A copy of each approved permit (if applicable)
x Updated list of permits as they change during the term of the Agreement (if applicable)
x Updated schedule for acquiring permits as changes occur during the term of the Agreement (if applicable)
x A copy of each final approved permit (if applicable)
Task 1.8 Obtain and Execute Subcontracts
The goal of this task is to ensure quality products and to procure subcontractors required to carry out the tasks under this Agreement consistent with the Agreement Terms and Conditions and the Recipient’s own procurement policies and procedures. It will also provide CEC an opportunity to review the subcontracts to ensure that the tasks are consistent with this Agreement, and that the budgeted expenditures are reasonable and consistent with applicable cost principles.

The Recipient shall:
x Manage and coordinate subcontractor activities.
x Submit a draft of each subcontract required to conduct the work under this Agreement to the CAM for review.
x Submit a final copy of the executed subcontract.
x If Recipient decides to add new subcontractors, then the Recipient shall notify the CAM.

Products:
x Letter describing the subcontracts needed, or stating that no subcontracts are required
x Draft subcontracts
x Final subcontracts

TECHNICAL TASKS
TASK 2 COMMUNITY AND STAKEHOLDER ENGAGEMENT
The goal of this task is to bring together industry participants, stakeholders, and advocates to foster productive dialogue and effective planning focused on accelerated deployment of MD/HD ZEV infrastructure and vehicles to support a new paradigm in clean transportation.
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Task 2.1: Plan Community and Stakeholder Engagement
The goal of this task is to plan the public engagement and the intended outcomes and chart a path to make the long-term ZEV ambition a reality in the MD/HD truck markets.

The Recipient shall:
x Prepare a Community and Stakeholder Engagement Plan and submit it to the CAM. It will include, but not be limited to, a detailed description of the following:
o Purpose of engagement with local communities and stakeholders. o Description and list of outreach targets.
o Strategies to engage the communities and stakeholders. o Education and outreach materials appropriate for residents, in the languages needed for the community.
o Desirable outcomes of the outreach by stakeholder segment.

Products:
x Community and Stakeholder Engagement Plan (Draft)
x Community and Stakeholder Engagement Plan (Final)
Task 2.2: Stakeholder Engagement and Education
The goals of this task are to engage the stakeholders identified in the Community and Stakeholder Engagement Plan and to distribute education and outreach materials for communication to local communities and stakeholders.

The Recipient shall:
x Prepare a Survey and Interview Results Report and provide a copy to the CAM, that includes:
o List of survey questions.
o Distributed surveys.
o A List of Individual Interview Questions.
o Conducted qualitative interviews of key fleet stakeholders. o Analysis of the survey responses.
x Distribute Outreach and Education Materials to support engagement and outreach efforts, in multiple languages as applicable. Provide a copy of materials to the CAM.
x Coordinate System and Technology Presentations and information sharing.

Provide a copy of the presentations to the CAM.
x Produce and record Outreach Webinars for MD/HD Fleet Operators. o One webinar each customized for:
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ƒ Transit agencies.
ƒ School fleets.
ƒ Other MD/HD fleets.
o Write a one-page Press Release (or similar) on each Outreach Webinar for MD/HD Fleet Operators. Send a copy of each press release (or similar document) to the CAM.
o Post, at a minimum, one webinar recording on a website for the public to access. Send the CAM the website address(es) in a Written Notification of Webinar Recording.
x Execute the Community and Stakeholder Engagement Plan. x Write a Community and Stakeholder Engagement Report and submit it to the CAM, that includes, but is not limited to, the following:
o Organizations, companies, and stakeholders that received outreach. o Tally outreach outcomes (such as: engaged in dialogue, declined to participate, did not respond).
o Overview of topics discussed.
o Summary of the key findings aggregated by stakeholder segment. o Include quantitative metrics.
o Identify analytical tools, software applications, and data needed to improve future MD/HD ZEV infrastructure planning activities. o Identify existing workforce development strategies to maintain the MD/HD ZEV fleets.

Products:
x Survey and Interview Results Report
x Outreach and Education Materials
x Press Release about Outreach Webinar for MD/HD Fleet Operators x Written Notification of Webinar Recording
x System and Technology Presentations
x Community and Stakeholder Engagement Report (Draft)
x Community and Stakeholder Engagement Report (Final)
Task 2.3 Local Advisors
The goal of this task is to gather regionally specific guidance from community stakeholders to minimize the risks and uncertainties surrounding the design, permitting, planning, and funding.

The Recipient shall:
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x Form the Central Coast ZEV Blueprint Technical Advisory Council (TAC) to inform ZEV planning activities.
o Identify and invite community and industry leaders with a shared commitment to transportation electrification.
o Prepare a List of TAC Members and submit to the CAM.
x Host two TAC meetings to facilitate both strategic and deliverable specific input on the Blueprint planning process.
o Analyze the combination of technologies and systems that offer the best mix of economic, environmental, and technical performance specific to the project/region.
o Compile the Attendance List and Agenda for each TAC Meeting and submit to the CAM within two days of the meeting.
o Write two TAC Meeting Reports summarizing the key outcomes of each meeting and provide a list of action items for the Blueprint team to inform future engagement, or specific revisions to key deliverables. Submit these reports to the CAM within 15 days of each TAC meeting.
x Invite qualified businesses to participate in an EV Finance Advisory Team. o Prepare a List of EV Finance Advisory Team Members and submit to the CAM.

Products:
x List of Central Coast ZEV Blueprint Technical Advisory Council Members x TAC Meeting One Attendance List and Agenda
x TAC Meeting Two Attendance List and Agenda
x TAC Meeting Report #1
x TAC Meeting Report #2
x List of EV Finance Advisory Team Members
Task 2.4 Central Coast Transportation Electrification Clearinghouse (CCTEC) The goal of this task is to launch the CCTEC to assist major fleets in overcoming cost challenges with transportation electrification. The CCTEC will bring together industry, public agencies, and community leaders with 3CE and consultants to design and develop projects and determine the large-scale funding needed to accelerate implementation of the MD/HD electrification goals articulated in the Blueprint.

The Recipient shall:
x Engage CCTEC team including industry members, public agencies, and community leaders.
x Prepare and provide to the CAM a Central Coast Transportation Electrification Clearinghouse Action Plan that represents the findings of the CCTEC and includes, but is not limited to:
o List of CCTEC participants.
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o Strategies for alignment of public and private funding. o Resource development on behalf of regional stakeholders. o Strategies for building awareness.
o Prioritizing MD/HD electrification initiatives by highest-impact identified by the CCTEC.
o Ensuring that electric vehicle initiatives are included in the local:
ƒ Transportation infrastructure.
ƒ Climate-related planning frameworks.
ƒ Bond issues.
x Prepare a Funding Opportunity Report, and submit to the CAM, that includes the following items:
o Identifying successful public/private finance strategies. o Illustrates two or more electric vehicle infrastructure project financing approaches.

Products:
x Central Coast Transportation Electrification Clearinghouse Action Plan (Draft)
x Central Coast Transportation Electrification Clearinghouse Action Plan (Final)
x Funding Opportunity Report
[CPR WILL BE HELD IN THIS TASK. See Task 1.2 for details] TASK 3 BLUEPRINT DEVELOPMENT
The goal of this task is to gather the information necessary to develop a replicable and actionable Blueprint that guides future investment into MD/HD ZEV infrastructure.

Task 3.1 MD/HD EV and EV Infrastructure Goals and Installation Timeline and Siting Map(s)
The Recipient shall:
x Identify the actions and milestones needed for implementation of MD/HD ZEVs and electric vehicle service equipment (EVSE) charging and siting assessment.
x Develop quantitative goals and specific MD/HD electric vehicle and electric vehicle goals and summarize in a MD/HD Electric Vehicle and Electric Vehicle Infrastructure Goals Report. This report will, at minimum:
o Document actions or steps already adopted by the local jurisdiction and the impact of those actions or steps on the development of MD/HD ZEV infrastructure.
o Assess the locations and MD/HD access to existing infrastructure throughout the region.
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o Identification of MD/HD vehicle usage and driving patterns to maximize and optimize the type and placement of ZEV
infrastructure.
o Identify actions that support lowest-carbon movement of goods and bulk cargo throughout the region.
o Identify areas of responsibility required of the project partners and stakeholder groups to develop a replicable approach for fleets transitioning to zero-emission.
x Provide MD/HD Electric Vehicle and Electric Vehicle Infrastructure Goals Report to the CAM.
x Develop an EVSE Location Decision Matrix. The Matrix will:
o Describe optimal characteristics for ZEV infrastructure siting. o Define a phased approach to infrastructure deployment. x Provide EVSE Location Decision Matrix to the CAM.
x Develop MD/HD EV Charging Installation Timeline that describes realistic EVSE deployment at key sites identified in the MD/HD Electric Vehicle and Electric Vehicle Goals Report. Provide a copy to the CAM. x Develop Maps of Optimal Locations for MD/HD EV Charging. Provide a copy to the CAM.

Products
x MD/HD Electric Vehicle and EV Infrastructure Goals Report x EVSE Location Decision Matrix (Draft)
x EVSE Location Decision Matrix (Final)
x EV Charging Installation Timeline
x Maps of Optimal Locations MD/HD Charging Infrastructure (Draft) x Maps of Optimal Locations MD/HD Charging Infrastructure (Final) Task 3.2 Projected Electrification Impacts and Stakeholder Benefit Report The Recipient shall:
x Develop a Projected Electrification Impacts and Stakeholder Benefit Report and submit to CAM. The report will, at minimum:
o Summarize the types of jobs that will be created for the local community and regional industries.
o Chart potential MD/HD electrification impact against existing goals to reduce GHG emissions, criteria air pollutants, and toxic air contaminants for the region, and the emitters at the local level that would need to be targeted to reach those goals.
o Identify the benefits that would accrue to priority populations. 115 of 188
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o Identify qualitative and quantitative metrics beyond project location to evaluate the effects of projects on local communities. o Identify economic, health and safety and consumer benefits that will accrue to DAC3 and priority populations4 in the 3CE service territory.

Products:
x Projected Electrification Impacts and Stakeholder Benefit Report (Draft) x Projected Electrification Impacts and Stakeholder Benefit Report (Final) Task 3.3 Central Coast Fleet Electrification Case Study The Recipient shall:
x Develop a Central Coast Fleet Electrification Case Study that documents the fleet electrification experience of three Central Coast fleet operators of MD/HD vehicles including electric freight/delivery trucks, electric transit, and electric school buses. Provide a copy to the CAM.
x Distribute the Case Study through the 3CE website, social media, and direct outreach to Central Coast fleet operators, as well as through posting on the websites of allied alternative fleet organizations.

Products:
x Central Coast Fleet Electrification Case Study (Draft) x Central Coast Fleet Electrification Case Study (Final) [CPR WILL BE HELD IN THIS TASK. See Task 1.2 for details] TASK 4 PROJECT FACT SHEET
The goal of this task is to develop an initial and final project fact sheet that describes the CEC-funded project and the benefits resulting from the project for the public and key decision makers.

The Recipient shall:
x Prepare an Initial Project Fact Sheet at start of the project that describes the project and the expected benefits. Use the format provided by the CAM.
3 Disadvantaged Communities. For the purposes of this solicitation, DACs are defined as communities scoring in the top 25th percentile according to the most recent California Communities Environmental Health Screening Tool:

CalEnviroScreen Version 3.0 (https://oehha.ca.gov/calenviroscreen/report/calenviroscreen-30) 4 For the purposes of this solicitation, priority populations include residents of (1) census tracts identified as disadvantaged by California Environmental Protection Agency per SB 535, (2) census tracts identified as low-income per AB1550, or (3) a low-income household per AB 1550. The following web link provides interactive maps to aid in determining geographic eligibility for disadvantaged and low-income community designation:
www.arb.ca.gov/cci-communityinvestments.
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x Prepare a Final Project Fact Sheet at the project’s conclusion that describes the project, the actual benefits resulting from the project, and lessons learned from implementing the project. Use the format provided by the CAM.
x Provide at least six high quality digital photographs (minimum resolution of 1300x500 pixels in landscape ratio) from the project.

Products:
x Initial Project Fact Sheet
x Final Project Fact Sheet
x High Quality Digital Photographs
TASK 5 BLUEPRINT
The goal of this task is to develop a comprehensive and replicable Blueprint for the Central Coast region to accelerate the deployment of MD/HD ZEVs and ZEV infrastructure that can be shared with key stakeholders to reduce uncertainty of costs and risk for fleets seeking to transition to zero-emission.

The Recipient shall:
x Prepare a Blueprint Outline and submit to CAM.
x Incorporate feedback provided by the CAM and other key stakeholders. x Prepare and post the Central Coast ZEV MD/HD Blueprint that includes, but is not limited to, the following:
o Stakeholders and organizations that contributed.
o Central Coast region’s local MD/HD fleet infrastructure needs and timelines for implementation, including planning and construction. o Workforce development strategies, opportunities, and
requirements.
o Types of jobs available to the community.
o Benefits to and impacts on DACs, low-income communities, tribal communities, and other priority populations as identified. o Existing regional Central Coast EVSE network and planned EVSE deployment locations.
o Strategic alignment of public and private funding.
o Key electric vehicle infrastructure project financing approaches. o Summaries of case studies.
x Summary of recommendations and findings in order to meet the goals identified in the MD/HD Electric Vehicle and Electric Vehicle Goals Report.

Make the Blueprint available to the public. Provide the CAM with a written 117 of 188
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Scope of Work Central Coast Community Energy
notice of the webpage Link to the published Central Coast ZEV MD/HD Blueprint Report.

Products:
x Blueprint Outline
x Draft Central Coast ZEV MD/HD Blueprint
x Final Central Coast ZEV MD/HD Blueprint
x Link to the published Central Coast ZEV MD/HD Blueprint Report 118 of 188
Exhibit A-1
Schedule of Products and Due Dates
Task
Number
Task
Name Product(s) Due Date
1 1.1
Updated Schedule of Products 3/28/2022
Updated List of Match Funds 3/28/2022
Updated List of Permits 3/28/2022
Kick-Off Meeting Agenda (CEC) 3/14/2022

1.2 CPR Report 9/22/2022
Written determination (CEC) 14 days after CPR Meeting
CPR Report 3/28/2023
Written determination (CEC) 14 days after CPR Meeting

1.3 Written documentation of meeting agreements 12/15/2023 Schedule for completing closeout activities 12/15/2023

1.4 Monthly Progress Reports
The 10th calendar day of
each month during the
approved term of this
Agreement

1.5 Final Outline of the Final Report 7/28/2023
Draft Final Report (no less than 60 days before the end term of the agreement) 9/1/2023
Final Report 10/16/2023

1.6 A letter regarding match funds or stating that no match funds are provided 3/22/2022
Copy(ies) of each match fund commitment letter(s) (if applicable) N/A Letter(s) for new match funds (if applicable) N/A
Letter that match funds were reduced (if applicable) N/A

1.7 Letter documenting the permits or stating that no permits are required 3/22/2022
A copy of each approved permit (if applicable) N/A
Updated list of permits as they change during the term of the Agreement (if applicable) N/A
Updated schedule for acquiring permits as changes occur during the term of the Agreement (if applicable) N/A

1.8 Letter describing the subcontracts needed, or stating that no subcontracts are required 4/22/2022
Draft subcontracts
15 days prior to the
scheduled execution date
Final subcontracts Within 10 days of execution
Administrative
Agreement Term: 11/15/2021 - 12/31/2023
Attend Kick-off Meeting
Critical Project Review Meetings
Obtain and Execute Subcontracts
Final Meeting
1st CPR
Meeting
Monthly Progress Reports
Final Report
Identify and Obtain Match Funds
Identify and Obtain Required Permits
2nd CPR
Meeting
November 2021

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Exhibit A-1
Schedule of Products and Due Dates
Task
Number
Task
Name Product(s) Due Date
Agreement Term: 11/15/2021 - 12/31/2023
2 2.1
Community and Stakeholder Engagement Plan (Draft) 5/4/2022 Community and Stakeholder Engagement Plan (Final) 5/26/2022

2.2 Stakeholder Engagement and Education
Survey and Interview Results Report 7/6/2022
Outreach and Education Materials 5/5/2022
Press Release about Outreach Webinar for MD/HD Fleet Operators 5/6/2022 Written Notification of Webinar Recording 8/8/2022
System and Technology Presentations 9/9/2022
Community and Stakeholder Engagement Report (Draft) 10/4/2022 Community and Stakeholder Engagement Report (Final) 11/1/2022

2.3 List of Central Coast ZEV Blueprint Technical Advisory Council Members 6/8/2022
TAC Meeting One Attendance List and Agenda 8/4/2022
TAC Meeting Two Attendance List and Agenda 12/12/2022
TAC Meeting Report #1 15 days after TAC meeting
TAC Meeting Report #2 15 days after TAC meeting
List of EV Finance Advisory Team Members 6/10/2022

2.4 Central Coast Transportation Electrification Clearinghouse Action Plan (Draft) 8/9/2022
Central Coast Transportation Electrification Clearinghouse Action Plan (Final) 9/30/2022
Funding Opportunity Report 11/3/2022
3 Blueprint Development

3.1 MD/HD EV and EVI Goals and Installation Timeline and Siting Map(s) MD/HD EV and EVI Goals Report 9/9/2022
EVSE Location Decision Matrix (Draft) 8/8/2022
EVSE Location Decision Matrix (Final) 9/22/2022
EV Charging Installation Timeline 10/10/2022
Maps of Optimal Locations MD/HD Charging Infrastructure (Draft) 10/17/2022 Maps of Optimal Locations MD/HD Charging Infrastructure (Final) 12/19/2022

3.2 Draft Projected Electrification Impacts and Stakeholder Benefit Report 9/30/2022
Final Projected Electrification Impacts and Stakeholder Benefit Report 1/11/2023

3.3 Draft Central Coast Fleet Electrification Case Study 9/30/2022 Final Central Coast Fleet Electrification Case Study 11/4/2022 4 Project Fact Sheet
Initial Project Fact Sheet 2/24/2022
Final Project Fact Sheet 12/15/2023
High Quality Digital Photographs 2/15/2023
5 Blueprint Outline 2/1/2023
Draft Central Coast ZEV MD/HD Blueprint 5/30/2023
Final Central Coast ZEV MD/HD Blueprint 7/31/2023
Written Notice of Central Coast ZEV MD/HD Blueprint Report Link 8/21/2023 Central Coast Transportation Electrification Clearinghouse (CCTEC) Plan Community and Stakeholder Engagement
Local Advisors
Blueprint
Community and Stakeholder Engagement
Projected Electrification Impacts and Stakeholder Benefit Report Central Coast Fleet Electrification Case Study
November 2021

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Template Version 08/23/2021
o For all quantity values (e.g., # of hours, # of months, and # of units): Round to a maximum of two decimal places (e.g.,

50.12). You can round to less if desired, such as one decimal place (e.g., 50.1), or zero decimal places (e.g., 50).

Date of Last Approved Agreement Budget Modification: 10/15/2021 Workbook Instructions
Input Data: Enter information as required in all cells highlighted in Blue.

Restricted Editing: All cells not highlighted in Blue are locked from editing. Locked cells include: cells with formulas highlighted in Gray or Light Yellow, cells with no color fill (white), etc.

For the Agreement Budget Template ONLY: Colored Tabs:

The "Equipment" and "Subrecipients & Vendors" budget category tabs are colored ORANGE to indicate that line item details can be entered for these budget categories. The other budget category tabs (Direct Labor, Fringe Benefits, Travel, Materials & Misc., and Indirect Costs & Profit) only contain category totals.

Regarding Confidential Information: Avoid disclosing trade secrets and confidential information on any agreement document, since these documents are publicly accessible.

Rules for decimal places on values:
x Budget and Invoice values:
o Rounding of any values, as described below, should be performed using standard rounding practices. o For all currency rates (e.g., Direct Labor, and Unit Cost): Round to the cent ($0.01). o For all percentage rates (e.g., Fringe Benefits, Indirect Cost, and Profit): Round to a maximum of two decimal places of a percent (e.g., 25.12%). You can round to less if desired, such as one decimal place (e.g., 25.1%), or zero decimal places (e.g., 25%).
o Travel - Receipts are required only for: Lodging, Airfare, Rental car (including gasoline expenses), Bus/train. x Budget values:
o For entered and totaled (via calculation) CEC and Match share budget values: Round to the dollar ($1). o For all calculated currency values (e.g., rate x hours, rate x months, base amount, and rate x base amount): Round to the dollar ($1).
x Invoice values:
o For entered and totaled (via calculation) CEC and Match share expense invoice values: Round to the cent ($0.01). o For all calculated currency values (e.g., rate x hours, rate x months, base amount, and rate x base amount): Round to the cent ($0.01).
o SPECIAL CIRCUMSTANCE for calculated currency values: ONLY if a calculated value (e.g., rate x hours = actual labor expense) does NOT equal the actual expense, because of the decimal place rules provided for rates and quantity values listed above, it is acceptable to use as many decimal places as necessary for rates and quantity values listed above to ensure that the calculated value DOES equal the actual expense.

Invoice Supporting Documentation Requirements, per Budget Category:

The list below contains the supporting documentation that is required to be submitted with an invoice. IMPORTANT: The recipient and subrecipients must still retain supporting documentation for all project expenses in case of an audit (“supporting documents” are also known as “backup documents”).
o Direct Labor – No supporting documentation required with invoice. o Fringe Benefits – No supporting documentation required with invoice. o Equipment – 1) For equipment that is equal to or greater than $100,000 per line item total (including both CEC and Match Funds), documentation showing the payment terms must be provided to the CAM. 2) CAM must be able to verify equipment purchases for: 1) equipment with a per line item incurred cost of $500,000 or greater; or 2) a single equipment vendor with $500,000 or more in equipment incurred costs. See Invoice Review Checklist for methods to verify. o Materials & Miscellaneous – Receipt required for any line item total that is $5,000 or more. o Subrecipients & Vendors – Major subrecipients (Budget of 100k or more) follow the same budget requirements as the Recipient when submitting an invoice. For Minor subrecipients and Vendors, subrecipient or vendor invoice required. o Indirect Costs & Profit – No supporting documentation required with invoice.

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https://www.energy.ca.gov/funding-opportunities/funding-resources/ecams-resources Adding Rows: If additional rows are needed within a section, unhide the hidden rows (i.e., select the row directly above and below the hidden rows, then right-click the selection and select “Unhide”). Hide any unused rows. DO NOT USE THE LAST TWO ROWS THAT ARE MARKED “CEC USE ONLY”. If all but the last 2 rows are used, and more rows are required, please contact the ECAMS Support team ([email protected]).

FOR ECAMS SUPPORT TEAM ONLY: ADDING ROWS:

To add additional rows and maintain the formulas within the totals, (1) unprotect the sheet, (2) copy the second to the last row in the section, (3) insert the copied row just above the last row, (4) repeat steps 2 - 3 as required, (5) correct formatting and REFERENCE IDs as required, (6) delete “CEC USE ONLY” from all but the last two rows in the section, and (7) re-protect the sheet.

Updating Modification Date on Budgets:

After making modifications to a budget file, update the modification date as described below. o Budget Worksheet file – Update the "Date of Last Budget Worksheet Modification " to the date the modifications were completed. Update the "Date of Last Budget Worksheet Modification" in cell D1 of the "Category Budget" tab–this updates the rest of the tabs in the template.
o Agreement Budget file – Update the "Date of Last Approved Agreement Budget Modification " to the date the modifications were approved. Update the "Date of Last Approved Agreement Budget Modification" in cell D1 of the "Category Budget" tab–this updates the rest of the tabs in the template.

FOR ECAMS SUPPORT TEAM ONLY: UPDATING "TEMPLATE VERSION" DATE:

After making modifications to a budget or invoice template, update the "Template Version " date to the date the modifications were completed. For the budget templates, update the "Template Version " date in cell A1 of the "Category Budget " tab–this updates the rest of the tabs in the template. For the invoice templates, update the "Template Version " date in cell A1 of the "Invoice Payment Cover Sheet " tab–this updates the rest of the tabs in the template.

ECAMS Support: For support on how to complete this template, please visit the ECAMS Resources web page. The link to this web page is provided in the cell below:

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Template Version 08/23/2021 10/15/2021
Agreement Number
Name of Organization
Cost Category CEC Share Match Share Total
Direct Labor $ - $ - $ -
Fringe Benefits $ - $ - $ -
Total Labor $ - $ - $ -
Travel $ - $ - $ -
Equipment $ - $ - $ -
Materials/Miscellaneous $ - $ - $ -
Subrecipients/Vendors $ 200,000 $ - $ 200,000
Total Other Direct Costs $ 200,000 $ - $ 200,000
Indirect Costs $ - $ - $ -
Profit
(not allowed for grant recipients) $ - $ - $ -
Total Indirect and Profit $ - $ - $ -
Grand Totals $ 200,000 $ - $ 200,000
Total CEC Reimbursable Funds Spent in California
or Paid to California-Based Entities
(if applicable)
$ -
Percentage of CEC Reimbursable Funds Spent in
California or Paid to California-Based Entities
Date of Last Approved Agreement Budget Modification:

ARV-21-031
Central Coast Community Energy

AGREEMENT BUDGET
Category Budget
Select Recipient or Subrecipient
Select your company's California Business Certifications November 2021

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Template Version 08/23/2021
CEC
Share
Match
Share Total
Grand Totals $ - $ - $ -

AGREEMENT BUDGET
Direct Labor (Unloaded)
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CEC
Share
Match
Share Total
Grand Totals $ - $ - $ -

AGREEMENT BUDGET
Fringe Benefits
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CEC
Share
Match
Share Total
Grand Totals $ - $ - $ -

AGREEMENT BUDGET
Travel
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Reference ID Task # Seller of item(s) Description Purpose # of Units Unit Cost Total:
# of Units x
Unit Cost
CEC
Share
Match
Share Total
Line Item
Revised Since
Last Approved
Budget?
Revision Notes
E-1 0.00 - $ $ - $ - $ - $ - Select Yes or No
E-2 0.00 - $ $ - $ - $ - $ - Select Yes or No
E-3 0.00 - $ $ - $ - $ - $ - Select Yes or No
E-4 0.00 - $ $ - $ - $ - $ - Select Yes or No
E-5 0.00 - $ $ - $ - $ - $ - Select Yes or No
E-6 0.00 - $ $ - $ - $ - $ - Select Yes or No
E-7 0.00 - $ $ - $ - $ - $ - Select Yes or No
E-8 0.00 - $ $ - $ - $ - $ - Select Yes or No
E-9 0.00 $ - $ - $ - $ - $ - Select Yes or No
E-10 0.00 - $ $ - $ - $ - $ - Select Yes or No
$ - $ - $ -
Template Version 08/23/2021 Date of Last Approved Agreement Budget Modification: 10/15/2021 CONDITIONAL FORMATTING APPLIED: If the "Line Item Revised Since Last Approved Budget?" column is changed to Yes, the text in the entire row will turn red in order to highlight the change.

Grand Totals

AGREEMENT BUDGET
Equipment
ARV-21-031: Central Coast Community Energy
Worksheet Specific Instructions
November 2021

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CEC
Share
Match
Share Total
Grand Totals $ - $ - $ -
ARV-21-031: Central Coast Community Energy

AGREEMENT BUDGET
Materials & Miscellaneous
Date of Last Approved Agreement Budget Modification: 10/15/2021 November 2021

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Reference ID Task #
Subrecipient
(Please Use Legal
Name)
Enitity Number
(CA Secretary of
State)
Purpose
CA Business
Certifications DVBE/
SB/MB/None
CEC
Share
Match
Share Total
Line Item
Revised Since
Last Approved
Budget?
Revision Notes
S-1 1-5 To Be Determined
Adminstration and development of all tasks of MD/HD ZEV Blueprint project Select your
company's California
Business
Certifications
$ - 200,000 $ $ 200,000 Select Yes or No
S-2 None $ - $ - $ - Select Yes or No
S-3 None $ - $ - $ - Select Yes or No
S-4 None $ - $ - $ - Select Yes or No
S-5 None $ - $ - $ - Select Yes or No
S-6 None $ - $ - $ - Select Yes or No
S-7 None $ - $ - $ - Select Yes or No
S-8 None $ - $ - $ - Select Yes or No
S-9 None $ - $ - $ - Select Yes or No
S-10 None $ - $ - $ - Select Yes or No
$ 200,000 $ 200,000 - $
Reference ID Task #
Vendor
(Please Use Legal
Name)
Enitity Number
(CA Secretary of
State)
Purpose
CA Business
Certifications DVBE/
SB/MB/None
CEC
Share
Match
Share Total
Line Item
Revised Since
Last Approved
Budget?
Revision Notes
V-1 None $ - $ - $ - Select Yes or No
V-2 None $ - $ - $ - Select Yes or No
Template Version 08/23/2021 Date of Last Approved Agreement Budget Modification: 10/15/2021 Subrecipient Totals

AGREEMENT BUDGET
Subrecipients & Vendors
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Subrecipients
Vendors
November 2021

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V-3 None $ - $ - $ - Select Yes or No
V-4 None $ - $ - $ - Select Yes or No
V-5 None $ - $ - $ - Select Yes or No
V-6 None $ - $ - $ - Select Yes or No
V-7 None $ - $ - $ - Select Yes or No
V-8 None $ - $ - $ - Select Yes or No
V-9 None $ - $ - $ - Select Yes or No
V-10 None $ - $ - $ - Select Yes or No
$ - $ - $ -
CEC
Share
Match
Share Total
$ 200,000 $ 200,000 - $
Worksheet Specific Instructions
CONDITIONAL FORMATTING APPLIED: If the "Line Item Revised Since Last Approved Budget?" column is changed to Yes, the text in the entire row will turn red in order to highlight the change.

Subrecipients & Vendors Grand Totals
Grand Totals
Vendor Totals
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Template Version 08/23/2021
CEC
Share
Match
Share Total
Indirect Costs Grand Totals $ - $ - $ -
CEC
Share
Match
Share Total
Profit Grand Totals $ - $ - $ -
Date of Last Approved Agreement Budget Modification: 10/15/2021 Profit
Indirect Cost(s)
Select an Indirect Cost Rate Option

AGREEMENT BUDGET
Indirect Costs and Profit
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November 2021

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FROM
(Approved
Budget Totals)
TO
(Revised
Budget Totals)
Amount of
CEC Funds
Moving
Between
Categories
FROM
(Approved
Budget Totals)
TO
(Revised
Budget Totals)
Amount of
Match Funds
Moving
Between
Categories
Direct Labor $ - $ - $ - $ - $ - $ -
Fringe Benefits $ - $ - $ - $ - $ - $ - Travel $ - $ - $ - $ - $ - $ - Equipment $ - $ - $ - $ - $ - $ - Materials/Misc. $ - $ - $ - $ - $ - $ - Subrecipients/Vendors $ - $ - $ - $ - $ - $ - Indirect Cost $ - $ - $ - $ - $ - $ - Profit (not allowed for grant recipients) $ - $ -
$ -
$ - $ -
$ -
Totals $ - $ - $ - $ - $ - $ -
$ - $ - $ - $ -
$ - $ -
CONDITIONAL FORMATTING APPLIED: If the "Total Amount of CEC Funds Moving Between Categories" is greater than or equal to $150,000, and less than or equal to $300,000, the cell fill will turn yellow with conditional formatting. This indicates an amendment is required with a higher level of approval. Contact your CAM for more instructions.CONDITIONAL FORMATTING APPLIED: If the "Total Amount of CEC Funds Moving Between Categories" is greater than $300,000, the cell fill will turn orange with conditional formatting. This indicates an amendment is required with an even higher level of approval. Contact your CAM for more instructions.

Worksheet Specific Instructions
Rounding: All budget values should be rounded to the dollar ($1). Rounding of any values should be performed using standard rounding practices.**Regarding Deputy Director Approval: The cumulative total will reset automatically when it passes $300K, or the budget has been approved by the Deputy Director for any other reason listed in the Changes to Grants: Level of Approval and Notification Chart .

CONDITIONAL FORMATTING APPLIED: If the amount of funding (CEC or Match Share funds) moving between categories is positive, the corresponding Category Budget cell will turn green with conditional formatting (dark green text, light green fill).CONDITIONAL FORMATTING APPLIED: If the amount of funding (CEC or Match Share funds) moving between categories is negative, the corresponding Category Budget cell will turn red with conditional formatting (dark red text, light red fill).CONDITIONAL FORMATTING APPLIED: If the Budget Category Total for the "Amount of CEC Funds Moving Between Categories" is anything other than zero, the cell fill will turn red with conditional formatting.

Also, the associated "Total Budget Reallocation Between Budget Categories" cell will display "Not Balanced", and the cell fill will turn red with conditional formatting. This indicates there is not an equal amount of funds moving between categories and may require a correction. However, if the overall CEC Funds are to be increased or decreased, a formal amendment is required. Contact your CAM for more instructions.

CONDITIONAL FORMATTING APPLIED: If the Budget Category Total for the "Amount of Match Funds Moving Between Categories" is negative, the cell fill will turn red with conditional formatting. This indicates Match Funds are decreasing and requires a formal amendment. Contact your CAM for more instructions.

CONDITIONAL FORMATTING APPLIED: If the Budget Category Total for the "Amount of Match Funds Moving Between Categories" is anything other than zero, the associated "Total Budget Reallocation Between Budget Categories" cell will display "Not Balanced", and the cell fill will turn red with conditional formatting. This indicates there is not an equal amount of funds moving between categories and may require a correction. However, if the overall Match Share Funds are to be increased or decreased, an amendment is required. Contact your CAM for more instructions.

Has this
budget been
approved by
the Deputy
Director
(DD)?**
ARV-21-031: Central Coast Community Energy

AGREEMENT BUDGET
Budget Updates after Agreement Execution
Date of Last Approved Agreement Budget Modification: 10/15/2021 CEC Share Funds Match Share Funds
All values should be rounded to the dollar ($1)
Reallocation Decrease Subtotal
Template Version 08/23/2021
Change # Date Approved Budget Categories Brief Description of and Justification for Change Total Amount
of CEC
Funds
Moving
Between
Categories
Cumulative
CEC Total
(will reset
after DD
review)
Reallocation Increase SubtotalTotal Budget Reallocation Between Budget Categories 1 $0 $0 Select Yes or No
November 2021

ARV-21-031
Central Coast Community Energy
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EXHIBIT C

ALTERNATIVE AND RENEWABLE FUEL AND VEHICLE TECHNOLOGY

PROGRAM (ARFVTP) TERMS AND CONDITIONS

TABLE OF CONTENTS
SECTION PAGE NO.

1. Grant Agreement .................................................................................................... 2

2. Documents Incorporated by Reference ............................................................... 2

3. Funding Limitations ............................................................................................... 3

4. Due Diligence ......................................................................................................... 3

5. Products .................................................................................................................. 3

6. Reports.................................................................................................................... 3

7. Publications - Legal Statement on Reports and Products ................................. 5

8. Changes to the Agreement .................................................................................... 5

9. Contracting and Procurement Procedures .......................................................... 7

10. Bonding and Insurance ...................................................................................... 8

11. Permits and Clearances ..................................................................................... 8

12. Equipment ........................................................................................................... 8

13. Termination ......................................................................................................... 8

14. Stop Work............................................................................................................ 9

15. Travel and Per Diem ........................................................................................... 9

16. Standard of Performance ................................................................................. 10

17. Payment of Funds ............................................................................................ 11

18. Fiscal Accounting Requirements .................................................................... 13

19. Indemnification ................................................................................................. 16

20. Workers' Compensation Insurance ................................................................. 16

21. General Provisions ........................................................................................... 16

22. Certifications and Compliance ........................................................................ 18

23. Site Visits .......................................................................................................... 20

24. Confidentiality ................................................................................................... 20

25. Budget Contingency Clause ............................................................................ 21

26. Public Works -- Payment of Prevailing Wages ............................................... 21

27. Intellectual Property ......................................................................................... 24

28. Commission Remedies for Recipient’s Non-Compliance ............................. 24

29. Assembly Bill 841 (2020) .................................................................................. 24 133 of 188
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TERMS AND CONDITIONS

1. Grant Agreement
This project is being funded with a grant from the California Energy Commission’s (Energy Commission) Alternative and Renewable Fuel and Vehicle Technology Program.

This Agreement is comprised of the grant funding award, the Terms and Conditions, and all attachments. These Terms and Conditions are standard requirements for grant awards. The Energy Commission may impose additional special conditions in this grant Agreement that address the unique circumstances of this project. Special conditions that conflict with these standard provisions take precedence.

The Recipient’s authorized representative shall sign all copies of this Agreement and return all signed packages to the Energy Commission's Grants and Loans Office within 30 days. Failure to meet this requirement may result in the forfeiture of this award. When all required signatures are obtained, an executed copy will be returned to the Recipient.

The term of this Agreement or the Agreement Period is the length of this Agreement between the Energy Commission and the Recipient. Project means Recipient’s specific project that is funded in whole or in part by this Agreement. The Recipient’s project may coincide with or extend outside the Agreement Period.

All reimbursable work and/or the expenditure of funds must occur within the approved term of this Agreement. The Energy Commission cannot authorize any payments until all parties sign this Agreement.

2. Documents Incorporated by Reference
The documents below are incorporated by reference into this Agreement. These terms and conditions will govern in the event of a conflict with the documents below, with the exception of the documents in subsection (f). Where this Agreement or California laws and regulations are silent or do not apply, the Energy Commission will use the federal cost principles and acquisition regulations listed below as guidance in determining whether reimbursement of claimed costs is allowable.

Documents incorporated by reference include:

Solicitation Documents (if award is made through a competitive solicitation) a. The funding solicitation under which this Agreement was awarded. b. The Recipient’s proposal submitted in response to the solicitation Federal Cost Principles (applicable to state and local governments, Indian tribes, institutions of higher education, and nonprofit organizations) c. 2 Code of Federal Regulations (CFR) Part 200, Subpart E (Sections 200.400 et seq.)
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Federal Acquisition Regulations (applicable to commercial organizations) d. 48 CFR, Ch.1, Subchapter E, Part 31, Subpart 31.2: Contracts with Commercial Organizations (supplemented by 48 CFR, Ch. 9, Subchapter E, Part 931, Subpart 931.2 for Department of Energy grants)
Nondiscrimination
e. 2 California Code of Regulations, Section 11099 et seq.: Contractor Nondiscrimination and Compliance
General Laws
f. Any federal, state, or local laws or regulations applicable to the project that are not expressly listed in this Agreement

3. Funding Limitations
Any federal, State, and local laws and regulations applicable to your project not expressly listed in this Agreement are incorporated herein as part of this Agreement.

4. Due Diligence
The Recipient is required to take timely actions which, taken collectively, move this project to completion. The Energy Commission Agreement Manager (CAM) will periodically evaluate the Schedule of Products and Due Dates for completion of the Statement of Work tasks. If the CAM determines (1) the Recipient is not being diligent in completing the tasks in the Statement of Work or (2) the time remaining in this Agreement is insufficient to complete all project work tasks by the approved Agreement end term date, the CAM may recommend that this Agreement be terminated, and the Agreement may, without prejudice to any of the Energy Commission’s remedies, be terminated.

5. Products
Products are defined as any tangible item specified in the Statement of Work.

Unless otherwise directed, draft copies of all products identified in the Work Statement shall be submitted to the CAM for review and comment. The Recipient will submit an original and two copies of the final version of all products to the CAM.

6. Reports
a. Progress Reports
The Recipient shall submit progress reports to the CAM as indicated in the Special Conditions or Work Statement. At a minimum, each progress report shall include the following:
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Work Statement: This section should include a brief restatement of the approved tasks in the Work Statement and a report on the status of each, including a discussion of any products due and whether or not the project is progressing according to schedule. This section also should include a discussion of any problems encountered, proposed changes to the tasks in the Work Statement, and anticipated accomplishments in the upcoming quarter.

Financial Status: This section should include a narrative report comparing costs incurred to date with the approved Budget. The report should state whether or not the project is progressing within the approved Budget and discuss any proposed changes.

Additional Information: Additional information may be required in the progress reports as specified in the Work Statement or Special Conditions. b. Final Reports
A draft final report shall be submitted to the CAM no later than 60 days prior to the end of the Agreement term. At a minimum, the report shall include:
x Table of Contents.
x Abstract.
x A brief summary of the objectives of the project and how these objectives were accomplished.
x Any findings, conclusions, or recommendations for follow-up or ongoing activities that might result from the successful completion of the project.
x A statement of future intent of the grant Recipient to maintain or further develop the project.
x A consolidated list of subcontractors funded in whole or in part by the grant Recipient. Include the name, address, concise statement of work done, period, and value of each.
x Additional information as specified in this Agreement or as directed by the CAM.

The CAM will review the draft report. The Recipient will incorporate applicable comments and submit the final report (the original and two copies) to the CAM.

The Recipient may only submit a request for the final payment (including any retention) after the final report is completed, submitted to the CAM, and Alternative and Renewable Fuel and Vehicle Technology Program management has verified satisfactory completion of work. c. Rights in Reports
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The Energy Commission reserves the right to use and reproduce all reports and data produced and delivered pursuant to this Agreement, and reserves the right to authorize others to use or reproduce such materials. Each report becomes the property of the Energy Commission.
d. Failure to Comply with Reporting Requirements
Failure to submit a product required in the Scope of Work may be considered material noncompliance with the Agreement terms. Without prejudice to any other remedies, noncompliance may result in actions such as the withholding of future payments or awards, or the suspension or termination of the Agreement.

7. Publications - Legal Statement on Reports and Products The Recipient is encouraged to publish or otherwise make publicly available the results of the work conducted under the award.

No product or report produced as a result of work funded by this program shall be represented to be endorsed by the Energy Commission, and all such products or reports shall include the following statement:

LEGAL NOTICE
This document was prepared as a result of work sponsored by the California Energy Commission. It does not necessarily represent the views of the Energy Commission, its employees, or the State of California. The Energy Commission, the State of California, its employees, contractors, and subcontractors make no warranty, express or implied, and assume no legal liability for the information in this document; nor does any party represent that the use of this information will not infringe upon privately owned rights.

8. Changes to the Agreement
a. Procedure for Requesting Changes
The Recipient must submit a written request to the CAM for any change to the Agreement. The request must include:
x A brief summary of the proposed change;
x A brief summary of the reason(s) for the change;
x Justification for the change; and
x The revised section(s) of the Agreement, with changes made in underline/ strikethrough format.
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b. Approval of Changes
No amendment or variation of this Agreement shall be valid unless made in writing and signed by both of the parties except for the Commission’s unilateral termination rights in Section 13 of these terms. No oral understanding or agreement is binding on any of the parties. Changes to the Agreement must be approved at a Commission business meeting or by the Executive Director (or his/her designee).

The CAM or Commission Agreement Officer will provide the Recipient with guidance regarding the level of Commission approval required for a proposed change.
c. Personnel or Subcontractor Changes
All changes below require advance written approval by the CAM, in addition to the appropriate level of Commission approval as described in subsection (b).
1) Replacement of Key Personnel, Subcontractors, and Vendors The CAM must provide advance written approval of the replacement of personnel, subcontractors, and vendors who are identified in the Agreement and are critical to the outcome of the project, such as the Project Manager.
2) Assignment of New Personnel to an Existing Job Classification If the Recipient or a subcontractor seeks to assign new personnel to a job classification identified in Exhibit B, the Recipient or subcontractor must submit the individual’s resume and proposed job classification and rate to the CAM for approval. The proposed rate may not exceed the maximum rate identified for the job classification. Neither the Recipient nor any subcontractor may use the job classifications or rates of their subcontractors for personnel.

If the individual performs any work prior to the effective date of the amendment documenting the change, the Recipient will bear the expense of the work.
3) Promotion of Existing Personnel (Applies to Recipients and major subcontractors)
Promotion of existing Recipient and major subcontractor personnel to rates higher than those listed for their current classification in Exhibit B will not be approved. If the actual rates (e.g., direct labor rates, fringe benefit rates, and indirect rates) exceed the approved rates in the Budget, the difference may be charged to the agreement as a match share expenditure.
4) Addition of job classifications and changes in hours. 5) Increased direct operating expenses and rates that exceed the expenses and rates identified in Exhibit B.
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9. Contracting and Procurement Procedures
This section provides general requirements for an agreement between the Recipient and a third party (“subcontractor”).

All subcontracts must be submitted to the CAM for review prior to execution. For subcontracts that are listed as “to be determined” in the Budget, the Recipient must submit a revised Budget to the CAM, identifying the subcontractor and specific items of cost expected to be incurred by that subcontractor. In addition, Recipient must have a fully executed subcontract before the subcontractor can incur any costs for which the Recipient will seek reimbursement.

The Recipient is required, where feasible, to employ contracting and procurement practices that promote open competition for all goods and services needed to complete this project. Recipient shall obtain price quotes from an adequate number of sources for all subcontracts.

The Energy Commission will defer to the Recipient's own regulations and procedures as long as they reflect applicable state and local laws and regulations and are not in conflict with the minimum standards specified in this Agreement.

Upon request, the Recipient must submit to the CAM a copy of all solicitations for services or products required to carry out the terms of this Agreement and copies of the proposals or bids received.

The Recipient is responsible for handling all contractual and administrative issues arising out of or related to any subcontracts it enters into under this Agreement.

All subcontracts must incorporate all of the following:
x A clear and accurate description of the material, products, or services to be procured as well as a detailed budget and timeline.
x Provisions that allow for administrative, contractual, or legal remedies in instances where subcontractors violate or breach contract terms, and provide for such sanctions and penalties as may be appropriate. x Provisions for termination by the Recipient, including termination procedures and the basis for settlement.
x Language conforming to the "Nondiscrimination" provision in this Agreement. x The Standard of Performance provisions specified in this Agreement. x Retention of Records provisions specified in this Agreement. x Audits provisions specified in this Agreement.
x Language conforming to the “Indemnification” provision in this Agreement. x Public Work -- Payment of Prevailing Wages Generally Required by Law provisions in this Agreement.
x Assembly Bill 841 (2020) provision specified in this Agreement. 139 of 188
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Recipients who are subcontracting with University of California (UC) may use the terms and conditions negotiated by the Energy Commission with UC for their subcontracts. Recipients who are subcontracting with the Department of Energy (DOE) national laboratories may use the terms and conditions negotiated with DOE.

Without limiting any of the Commission’s other remedies, failure to comply with the above requirements may result in the termination of this Agreement.

10. Bonding and Insurance
The Recipient will follow its own bonding and insurance requirements relating to bid guarantees, performance bonds, and payment bonds without regard to the dollar value of the subcontract(s) as long as they reflect applicable state and local laws and regulations.

11. Permits and Clearances
The Recipient is responsible for ensuring all necessary permits and environmental documents are prepared and clearances are obtained from the appropriate agencies.

12. Equipment
Equipment is defined as having a useful life of at least one year, having an acquisition unit cost of at least $5,000, and purchased with Energy Commission funds.

Equipment means any products, objects, machinery, apparatus, implements or tools purchased, used or constructed within the Project, including those products, objects, machinery, apparatus, implements or tools from which over thirty percent (30%) of the equipment is composed of materials purchased for the Project. For purposes of determining depreciated value of equipment used in the Agreement, the Project shall terminate at the end of the normal useful life of the equipment purchased, funded and/or developed with Energy Commission funds. The Energy Commission may determine the normal useful life of such equipment.

Title to equipment acquired by the Recipient with grant funds shall vest in the Recipient. The Recipient shall use the equipment in the project or program for which it was acquired as long as needed, whether or not the project or program continues to be supported by grant funds, and the Recipient shall not encumber the property without CAM approval. When no longer needed for the original project or program, the Recipient shall contact the CAM for disposition instructions.

13. Termination
This project may be terminated for any reason set forth below. a. With Cause
The Energy Commission may, for cause, terminate this Agreement upon giving five (5) calendar days advance written notice to the Recipient. In this event, the Recipient will use all reasonable efforts to mitigate its expenses and obligations.

The term “for cause” includes but is not limited to the following:
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x Partial or complete loss of match funds;
x Reorganization to a business entity unsatisfactory to the Energy Commission;
x Retention or hiring of subcontractors, or replacement or addition of personnel, that fail to perform to the standards and requirements of this Agreement;
x The Recipient’s inability to pay its debts as they become due and/or the Recipient’s default of an obligation that impacts its ability to perform under this Agreement; or
x Significant change in state or Energy Commission policy such that the work or product being funded would not be supported by the Commission. b. Without Cause
The Energy Commission may terminate this Agreement without cause upon giving thirty (30) days advance written notice to the Recipient. In this event, the Recipient will use all reasonable efforts to mitigate its expenses and obligations.

14. Stop Work
Energy Commission staff may, at any time, by written notice to Recipient, require Recipient to stop all or any part of the work tasks in this Agreement. Stop work orders may be issued for reasons such as a project exceeding budget, standard of performance, out of scope work, delay in Project schedule, misrepresentations and the like.
a. Compliance. Upon receipt of such stop work order, Recipient shall immediately take all necessary steps to comply therewith and to stop the incurrence of costs allocable to the Energy Commission. b. Canceling a Stop Work Order. Recipient shall resume the work only upon receipt of written instructions from Energy Commission staff.

15. Travel and Per Diem
a. The Recipient shall be reimbursed for travel and per diem expenses using the same rates provided to non-represented State employees. The Recipient must pay for travel in excess of these rates. The Recipient may obtain current rates from the Energy Commission’s Web Site at:
http://www.energy.ca.gov/contracts/TRAVEL_PER_DIEM.PDF. b. For purposes of payment, Recipient's headquarters shall be considered the location of the Recipient's office where the employees’ assigned responsibilities for this award are permanently assigned. c. Travel identified in the Budget section of this Agreement is approved and does not require further authorization.
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d. Travel that is not included in the Budget section of this Agreement shall require written authorization from the CAM and Commission Agreement Officer prior to travel departure. The Energy Commission will reimburse travel expenses from the Recipient's office location.
e. The Recipient must retain documentation of travel expenses in its financial records. The documentation must be listed by trip and include dates and times of departure and return, departure and destination cities. Travel receipts, including for travel meals and incidentals, shall be submitted with payment requests requesting reimbursement from the Energy Commission.

16. Standard of Performance
Recipient, its subcontractors and their employees, in the performance of Recipient's work under this Agreement shall be responsible for exercising the degree of skill and care required by customarily accepted good professional practices and procedures used in the Recipient’s field.

Any costs for failure to meet the foregoing standard or to correct otherwise defective work that requires re-performance of the work, as directed by CAM, shall be borne in total by Recipient and not the Energy Commission. The failure of a project to achieve the performance goals and objectives stated in the Work Statement is not a basis for requesting re-performance unless the work conducted by Recipient and/or its subcontractors is deemed by the Energy Commission to have failed the foregoing standard of performance.

In the event Recipient/subcontractor fails to perform in accordance with the above standard:
x Recipient/subcontractor will re-perform, at its own expense, any task which was not performed to the reasonable satisfaction of the CAM. Any work re-performed pursuant to this paragraph shall be completed within the time limitations originally set forth for the specific task involved.

Recipient/subcontractor shall work any overtime required to meet the deadline for the task at no additional cost to the Energy Commission; x The Energy Commission shall provide a new schedule for the re-performance of any task pursuant to this paragraph in the event that re-performance of a task within the original time limitations is not feasible; and x The Energy Commission shall have the option to direct Recipient/subcontractor not to re-perform any task which was not performed to the reasonable satisfaction of the CAM pursuant to application of (1) and (2) above. In the event the Energy Commission directs
Recipient/subcontractor not to re-perform a task, the Energy Commission and Recipient shall negotiate a reasonable settlement for satisfactory work performed. No previous payment shall be considered a waiver of the Energy Commission's right to reimbursement.

Nothing contained in this section is intended to limit any of the rights or remedies which the Energy Commission may have under law.
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17. Payment of Funds
The Energy Commission agrees to reimburse the Recipient for actual allowable expenditures incurred in accordance with the Budget. The rates in the Budget are rate caps, or the maximum amount allowed to be billed.

The Recipient can only bill for actual expenses incurred at the Recipient’s actual rates not to exceed the rates specified in the Budget (e.g., direct labor rates, fringe benefit rates, and indirect rates). For example, if the Budget includes an employee’s hourly rate of $50/hour but the employee is only paid $40/hour, the Recipient can only bill for $40/hour. Under the same example, if the employee earned $70/hour but the Budget only lists $50/hour, the Recipient can only bill for $50. Another example is if the maximum fringe benefit rate listed in the Budget is 20% but the Recipient’s actual fringe benefit rate is only 15%, the Recipient can only bill at 15%. If the actual rates (e.g., direct labor rates, fringe benefit rates, and indirect rates) exceed the approved rates in the Budget, the difference may be charged to the agreement as a match share expenditure.
a. Payment Requests
The Recipient may request payment from the Energy Commission at any time during the term of this Agreement. The final payment request must be received by the Energy Commission along with the draft Final Report 60 days prior to the end of the Agreement term.

Payments will generally be made on a reimbursement basis for Recipient expenditures, i.e., after the Recipient has incurred the cost for a service, product, supplies, or other approved budget item. No reimbursement for food or beverages shall be made other than allowable per diem charges.

Funds in this Agreement have a limited period in which they must be expended. All Recipient expenditures must occur within the approved term of this Agreement.
b. Documentation
All payment requests must be submitted using a completed Payment Request form. This form must be accompanied by an itemized list of all charges and copies of all receipts or invoices necessary to document these charges for both Energy Commission and match share, including backup documentation for actual expenditures, such as time cards, vendor invoices, and proof of payment. Any payment request that is submitted without the itemization will not be authorized. If the itemization or documentation is incomplete, inadequate, or inaccurate, the CAM will inform the Recipient via a Dispute Notification Form (Std. 209) and hold the invoice until all required information is received or corrected. Any penalties imposed on the Recipient by a subcontractor because of delays in payment will be paid by the Recipient.

Any documentation in foreign currency must be converted to dollars, and the conversion rate must be included in your itemization.
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c. Certification
The following certification shall be included on each Payment Request form and signed by the Recipient’s authorized officer:

I certify that this invoice is correct and proper for payment, and reimbursement for these costs has not and will not be
received from any other sources, including but not limited to a government entity contract, subcontract or other procurement method.

Additional certification required related to the payment of prevailing wages. Refer to section 26 of these terms and conditions for more information.
d. Government Entity
Government Entity is defined as a governmental agency from California or any state or a state college or state university from California or any state; a local government entity or agency, including those created as a Joint Powers Authority; an auxiliary organization of the California State University or a California community college; the Federal Government; a foundation organized to support the Board of Governors of the California Community Colleges or an auxiliary organization of the Student Aid Commission established under Education Code 69522.
e. Release of Funds
The CAM will not process any payment request during the Agreement term until the following conditions have been met:
x All required reports have been submitted and are satisfactory to the CAM.
x All applicable special conditions have been met.
x All appropriate permits or permit waivers from governmental agencies have been issued to the Recipient and copies have been received by the CAM.
x All products due have been submitted and are satisfactory to the CAM. x Other prepayment conditions as may be required by the CAM have been met. Such conditions will be specified in writing ahead of time, if possible.
f. Fringe Benefits, Indirect Overhead, and General and Administrative (G&A), Indirect cost rates must be developed in accordance with generally accepted accounting principles. If the Recipient has an approved fringe benefits or indirect cost rate (indirect overhead or G&A) from their cognizant Federal Agency, the Recipient may bill at the federal rate up to the Budget rate caps if the following conditions are met:
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x The Recipient may bill at the federal provisional rate but must adjust annually to reflect their actual final rates for the year in accordance with the Labor, Fringe, and Indirect Invoicing Instructions which can be accessed in this agreement.
x The cost pools used to develop the federal rates must be allocable to the Energy Commission Agreement, and the rates must be
representative of the portion of costs benefiting the Energy Commission Agreement. For example, if the federal rate is for manufacturing overhead at the Recipient’s manufacturing facility and the Energy Commission Agreement is for research and development at their research facility, the federal indirect overhead rate would not be applicable to the Energy Commission Agreement.
x The federal rate must be adjusted to exclude any costs that are specifically prohibited in the Energy Commission Agreement. x The Recipient may only bill up to the Agreement Budget rate caps unless and until an amendment to the Agreement Budget is approved. g. Retention
It is the Energy Commission's policy to retain 10 percent of any payment request or 10 percent of the total Energy Commission award at the end of the project. After the project is complete the Recipient must submit a completed payment request form requesting release of the retention. The CAM will review the project file and, when satisfied that the terms of the funding Agreement have been fulfilled, will authorize release of the retention. h. State Controller’s Office
Payments are made by the State Controller’s Office.

18. Fiscal Accounting Requirements
a. Accounting and Financial Methods
The Recipient shall establish a separate ledger account or fund for receipt and disbursement of Energy Commission funds for each project funded by the Energy Commission. Expenditure details must be maintained in accordance with the approved budget details using appropriate accounting practices. b. Retention of Records
The Recipient shall retain all project records (including financial records, progress reports, and payment requests) for a minimum of three (3) years after the final payment has been received or three years after the federal grant term, whichever is later, unless otherwise specified in the funding Agreement.

Records for nonexpendable personal property acquired with grant funds shall be retained for three years after its final disposition or three years after the federal grant term, whichever is later.
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c. Audits
Upon written request from the Energy Commission, the Recipient shall provide detailed documentation of all expenses at any time throughout the project. In addition, the Recipient agrees to allow the Energy Commission or any other agency of the State, or their designated representative, upon written request, to have reasonable access to and the right of inspection of all records that pertain to the project during the term of this Agreement and for a period of three (3) years thereafter or three years after the federal grant term, whichever is later, unless the Energy Commission notifies the Recipient, prior to the expiration of such three-year period, that a longer period of record retention is necessary. Further, the Recipient agrees to incorporate an audit of this project within any scheduled audits, when specifically requested by the State. Recipient agrees to include a similar right to audit in any subcontract.

Recipients are strongly encouraged to conduct annual audits in accordance with the single audit concept. The Recipient should provide two copies of the independent audit report and any resulting comments and correspondence to the CAM within 30 days of the completion of such audits. d. Match Share Requirements
Match Share means cash or in-kind (non-cash) contributions provided by Recipient, subcontractors or third parties that will be used in performance of this Agreement.

The Recipient agrees to provide the Minimum Match Share Percentage of Total Allowable Project Costs, even if the Agreement is terminated early or otherwise ends before project completion. The Minimum Match Share Percentage is the Minimum Match Share Required (as specified on the CEC-146) divided by the Total of Reimbursable Amount and Minimum Match Share Required (as specified on the CEC-146). Total Allowable Project Costs is the sum of all actual, allowable costs incurred in performance of the Agreement and approved by the Energy Commission.

For example, if the CEC-146 specifies the following,
Reimbursable Amount
$200,000
Minimum Match Share Required
$50,000
Total of Reimbursable Amount and Minimum Match
Share Required
$250,000
Minimum Match Share Percentage of Total Allowable
Project Costs
20%
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the Recipient agrees to be liable for a minimum of 20% ($50,000 divided by $250,000) of Total Allowable Project Costs. In this example and at the end of the agreement, if Total Allowable Project Costs is $125,000, the Recipient shall have provided a minimum of $25,000 ($125,000 times 20%) as match share.

Without limiting any of the Energy Commission’s other rights or remedies, the Recipient agrees that if it fails to provide the Minimum Match Share Percentage of Total Allowable Project Costs, and if requested by the Energy Commission, the Recipient shall repay an amount to ensure the Recipient provides, at a minimum, the Minimum Match Share Percentage of Total Allowable Project Costs.

For example, and building upon the previous example, if:

A. Energy Commission funds disbursed = $110,000
B. Match Share Documented and Approved = $15,000
C. Total Allowable Project Costs = $125,000 (Line A plus Line B) D. Minimum Match Share Percentage of Total Allowable Project Costs = 20%
E. Minimum Match Share Amount Required = $25,000 (Line C multiplied by Line D)
the Energy Commission may request, and the Recipient would be required to repay upon such request, $10,000 (Line E minus Line B) to the Energy Commission.

The maximum amount to be reimbursed by the Energy Commission under this Agreement is the Reimbursable Amount specified on the CEC-146. The Energy Commission award amount is fixed and will not be augmented. If actual Total Allowable Project Costs exceed estimated Total Allowable Project Costs, the Recipient is responsible for those additional costs.

The Recipient must maintain accounting records detailing the expenditure of the Match Share and provide documentation of expenditures as described in this Agreement (e.g., under this Exhibit C “Payment of Funds” and “Fiscal Accounting Requirements”).

In the event of any conflict or inconsistency between the Minimum Match Share Required specified on the CEC-146 and the Match Share specified on other Exhibits to this Agreement, the Minimum Match Share Required specified on the CEC-146 shall control.
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19. Indemnification
The Recipient agrees to indemnify, defend, and save harmless the State, its officers, agents, and employees from any and all claims and losses accruing or resulting to Recipient and to any and all contractors, subcontractors, materialmen, laborers, and any other person, firm, or corporation furnishing or supplying work, services, materials, or supplies in connection with the performance of this Agreement, and from any and all claims and losses accruing or resulting to any person, firm, or corporation who may be injured or damaged by the Recipient in the performance of this Agreement.

20. Workers' Compensation Insurance
a. Recipient hereby warrants that it carries Worker's Compensation Insurance for all of its employees who will be engaged in the performance of this Agreement, and agrees to furnish to the CAM satisfactory evidence of this insurance at any time the CAM may request.
b. If Recipient is self-insured for worker's compensation, it hereby warrants such self-insurance is permissible under the laws of the State of California and agrees to furnish to the CAM satisfactory evidence of this insurance at any time the CAM may request.

21. General Provisions
a. Governing Law
It is hereby understood and agreed that this Agreement shall be governed by the laws of the State of California as to interpretation and performance. b. Independent Capacity
The Recipient, and the agents and employees of the Recipient, in the performance of this Agreement, shall act in an independent capacity and not as officers or employees or agents of the Energy Commission. c. Assignment
Without the written consent of the Energy Commission in the form of a formal written amendment, this Agreement is not assignable or transferable by Recipient either in whole or in part.
d. Timeliness
Time is of the essence in this Agreement.
e. Unenforceable Provision
In the event that any provision of this Agreement is unenforceable or held to be unenforceable, then the parties agree that all other provisions of this Agreement have force and effect and shall not be affected thereby. 148 of 188
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f. Waiver
No waiver of any breach of this Agreement shall be held to be a waiver of any other or subsequent breach. All remedies afforded in this Agreement shall be taken and construed as cumulative, that is, in addition to every other remedy provided therein or by law.
g. Assurances
The Energy Commission reserves the right to seek further written assurances from the Recipient and its team that the work of the project under this Agreement will be performed consistent with the terms of the Agreement. h. Change in Business
(1) Recipient shall promptly notify the Energy Commission of the occurrence of each of the following:
(a) A change of address.
(b) A change in the business name or ownership.
(c) The existence of any litigation or other legal proceeding affecting the project.
(d) The occurrence of any casualty or other loss to project personnel, equipment or third parties of a type commonly covered by insurance.
(e) Receipt of notice of any claim or potential claim against Recipient for patent, copyright, trademark, service mark and/or trade secret infringement that could affect the Energy
Commission’s rights.
(2) Recipient shall not change or reorganize the type of business entity under which it does business except upon prior written notification to the Energy Commission. A change of business entity or name change requires an amendment assigning or novating the Agreement to the changed entity. In the event the Energy Commission is not satisfied that the new entity can perform as the original Recipient, the Energy Commission may terminate this Agreement as provided in the termination paragraph.
i. Survival of Terms
It is understood and agreed that certain provisions shall survive the completion or termination date of this Agreement for any reason. The provisions include, but are not limited to:
x “Payments of Funds”
x “Equipment”
x “Change in Business”
x “Termination”
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x “Audit”
x “Indemnification”
x “Fiscal Accounting Requirements”

22. Certifications and Compliance
a. Federal, State and Municipal Requirements
Recipient must obtain any required permits and shall comply with all applicable federal, State, and municipal laws, rules, codes, and regulations for work performed under this Agreement.
b. Nondiscrimination Statement of Compliance
During the performance of this Agreement, Recipient and its subcontractors shall not unlawfully discriminate, harass or allow harassment, against any employee or applicant for employment because of sex, sexual orientation, race, color, ancestry, religious creed, national origin, disability (including HIV and AIDS), medical condition (cancer), age, marital status, and denial of family care leave. Recipient and its subcontractors shall insure that the evaluation and treatment of their employees and applicants for employment are free of such discrimination and harassment. Recipient and its subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Government Code Sections 12990 et seq.) and the applicable regulations promulgated thereunder (California Code of Regulations, Title 2, Section 11000 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code Section 12990 (a-f), set forth in Chapter 5 of Division 4.1 of Title 2 of the California Code of Regulations are incorporated into this Agreement by reference and made a part of it as if set forth in full. Recipient and its subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other Agreement.

The Recipient shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under this Agreement.
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c. Drug-Free Workplace Certification
By signing this Agreement, the Recipient hereby certifies under penalty of perjury under the laws of the State of California that the Recipient will comply with the requirements of the Drug-Free Workplace Act of 1990 (Government Code Section 8350 et seq.) and will provide a drug-free workplace by taking the following actions:
(1) Publish a statement notifying employees that unlawful manufacture, distribution, dispensation, possession, or use of a controlled substance is prohibited and specifying actions to be taken against employees for violations as required by Government Code Section 8355(a)(1).
(2) Establish a Drug-Free Awareness Program as required by Government Code Section 8355(a)(2) to inform employees about all of the following:
x The dangers of drug abuse in the workplace;
x The person's or organization's policy of maintaining a drug-free workplace;
x Any available counseling, rehabilitation, and employee assistance programs; and
x Penalties that may be imposed upon employees for drug abuse violations.
(3) Provide, as required by Government Code Section 8355(a)(3), that every employee who works on the proposed project:
x Will receive a copy of the company's drug-free policy statement; x Will agree to abide by the terms of the company's statement as a condition of employment on the project.

Failure to comply with these requirements may result in suspension of payments under the Agreement or termination of the Agreement or both, and the Recipient may be ineligible for any future State awards if the Energy Commission determines that any of the following has occurred: (1) the Recipient has made false certification, or (2) violates the certification by failing to carry out the requirements as noted above.
d. Child Support Compliance Act (Applicable to California Employers) For any Agreement in excess of $100,000, the Recipient acknowledges that:
x It recognizes the importance of child and family support obligations and shall fully comply with all applicable State and federal laws relating to child and family support enforcement, including, but not limited to, disclosure of information and compliance with earnings assignment orders, as provided in Chapter 8 (commencing with section 5200) of Part 5 of Division 9 of the Family Code; and 151 of 188
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x To the best of its knowledge is fully complying with the earnings assignment orders of all employees and is providing the names of all new employees to the New Hire Registry maintained by the California Employment Development Department.
e. Americans with Disabilities Act
By signing this Agreement, Recipient assures the State that it complies with the Americans with Disabilities Act (ADA) of 1990 (42 U.S.C. 12101, et seq.), which prohibits discrimination on the basis of disability, as well as applicable regulations and guidelines issued pursuant to the ADA.

23. Site Visits
The Energy Commission and/or its designees have the right to make site visits at reasonable times to review project accomplishments and management control systems and to provide technical assistance, if required. Recipient must provide and must require subawardees to provide reasonable facilities and assistance for the safety and convenience of the government representatives in the performance of their duties. All site visits and evaluations must be performed in a manner that does not unduly interfere with or delay the work.

24. Confidentiality
a. Information Considered Confidential
Confidential information is information designated confidential pursuant to the procedures specified in 20 CCR 2505. If applicable, all Recipient information considered confidential at the commencement of this Agreement is designated in the Attachment to this Exhibit.
b. Confidential Deliverables: Labeling and Submitting Confidential Information Prior to the commencement of this Agreement, if applicable, the parties have identified in the Attachment to this Exhibit, specific Confidential Information to be provided as a deliverable. All such confidential deliverables shall be marked, by the Recipient, as “Confidential” on each page of the document containing the Confidential Information and presented in a sealed package to the Commission Agreement Officer. (Non-confidential deliverables are submitted to the Accounting Office.) All Confidential Information will be contained in the “confidential” volume: no Confidential Information will be in the “public” volume.
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