Central Coast Community Energy (3CE) Operations Board
May 11, 2022

Operations Board of Directors
Wednesday, May 11, 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 April 13, 2022, Meeting of the Operations Board (Action Item)

2. Approve and Authorize CEO to Execute, in a Form Substantially Similar to the Attached and Approved by the CCCE General Counsel, 1) a Joint Community Choice Aggregation Cost-Sharing and Reimbursement Agreement and 2) Addendum 1 for CCCE's Proportional Share of Joint Portfolio Management and Regulatory Services provided by The Energy Authority, Inc. in an Amount Not to Exceed $60,450 per year for a Three-Year Term (Action Item)

3. Authorize the CEO to 1) Execute an Agreement a Two-Year Agreement with Frontier Energy Inc. to Provide Technical Assistance and Program Implementation Services to Support CCCE Transportation Electrification Programs in an Amount Not to Exceed $239,378, and 2) Execute up to One (1) One (1) Year Amendment that Does Not Substantially Change the Scope of Services or Increase the Not to Exceed Amount (Action Item)

4. 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

5. CEO's Report (Discussion Item)
a) Potential Impacts of Market Volatility
b) Update on CAC Ad Hoc Committee

6. Authorize the CEO to Execute A Municipal Financial Consultant Agreement with PFM Financial Advisors, LLC for a Two-Year Term and a Not to Exceed Amount of $350,000 (Action Item)

7. Support Policy Board Approval of CCCE Turnkey Ownership Model for Front of the Meter Energy Storage Assets (Discussion Item)

8. Adopt Resolution No. OB-2022-01 Delegating to the CEO Certain Contract Administration Authority to Resolve Disputes and Potential Delays on Existing Power Purchase Agreement and to Enter Specialized Legal Services Agreements for Support (Action Item)
Board Member Reports & Comments (Information Only)
Adjournment
Operations Board of Directors
Wednesday, April 13, 2022
9:30 AM
Central Coast Community Energy
70 Garden Court, Suite 300
Monterey, CA 93940

MINUTES
The meeting was called to order at 9:30am with 10 members attending via teleconference pursuant to AB 361 and a quorum established.

Directors Present: Espinosa, Hill (arrived at 9:32am), Huffaker (arrived at 9:32am), McKee, Miller, Miyasato, Pia, Rerig, Serino, Slama, Stilwell (arrived at 9:32am), McCloud, Vice Chair Goldstein Directors Absent: Bradford, Greene, Lewis, Norgaard
The Chair opened the public comment period for items not listed on the agenda or public comments on the consent agenda.

No public comment received.

The Chair closed public comment period.

CEO announced that there were no corrections or additions to the agenda

CONSENT AGENDA
MOTION: Moved by Director Serino Seconded by Director McKee to approve the Consent Agenda.

ACTION: The Motion Carried with a roll call vote: 13/0/4 AYES: Espinosa, Hill, Huffaker, McKee, Miller, Miyasato, Pia, Rerig, Serino, Slama, Stilwell, McCloud, Vice Chair Goldstein
NOES: None
ABSENT: Bradford, Greene, Lewis, Norgaard

1. Approved Minutes from the March 9, 2022, Meeting of the Policy 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 1 of 92

3. Authorized the Chief Executive Officer to Execute Agreement for a Term of 3 Years and a Not to Exceed Amount of $878,860 with Ascend Analytics for Consulting and Portfolio & Risk Management Software

4. Treasurer's Report (Information Only)

REGULAR AGENDA

5. CEO's Report (Discussion Item)
(a) Energy Division Meeting Regarding Project Deliverability (b) Front of the Meter Battery Storage
(c) Community Advisory Council Ad Hoc Status
(d) Supplier Diversity Report
Chair opened public comment period.

There was no public comment received.

Chair closed public comment period.

ACTION: Discussion Item; No Action Required

6. Authorized the CEO to Execute Data Management and Call Center Services Agreement with Calpine Energy Solutions, LLC for a Three-Year Term and a Not to Exceed Amount of $11,960,000 Chair opened public comment period.

There was no public comment.

Chair closed public comment period.

MOTION: Moved by Director Miyasato, Seconded by Director Huffaker to approve ACTION: The Motion Carried with a roll call vote: 14/0/3 AYES: Espinosa, Hill, Huffaker, McKee, Miller, Miyasato, Norgaard (arrived at 9:35am), Pia, Rerig, Serino, Slama, Stilwell, McCloud, Vice Chair Goldstein
NOES: None
ABSENT: Bradford, Greene, Lewis

CLOSED SESSION
The Chair opened the public comment period on Closed Session Items.

No public comment received.

The Chair closed public comment period.

Counsel to report out any action taken at the next meeting of the Operations Board on May 11, 2022.

Recessed into Closed Session at 10:02am
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7. Closed session under Government Code 54950 relating to the following items a. Pursuant to Government Code section 54956.9(d)(1), the Board will confer with legal counsel regarding existing litigation: Castro v. Monterey Bay Community Power (Monterey County Superior Court case no. 20CV001540)
b. Pursuant to Government Code section 54956.9(d)(4), the Board of Directors will confer with legal counsel regarding two items of potential initiation of litigation Adjournment 10:33am
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Staff Report Item 2
TO: CCCE Operations Board of Directors
FROM: Tom Habashi, Chief Executive Officer
SUBJECT: Approve and Authorize CEO to Execute, in a Form Substantially Similar to the Attached and Approved by the CCCE General Counsel: 1) a Joint Community Choice Aggregation Cost-Sharing and Reimbursement Agreement and 2) Addendum 1 for CCCE's Proportional Share of Joint Portfolio Management and Regulatory Services provided by The Energy Authority, Inc. in an Amount Not to Exceed $60,450 per year for a Three-Year Term (Action Item) DATE: May 11, 2022
RECOMMENDATION:

This recommends the Operations Board approve and authorize the CEO’s to execute, in a form substantially similar to the attached: a Joint Community Choice Aggregation (“CCA”) Cost-Sharing and Reimbursement Agreement along with Addendum 1 (the “Cost Sharing Agreement”) for CCCE’s proportional share of the joint portfolio management and regulatory services provided by The Energy Authority, Inc. (TEA) in an amount not to exceed $60,450 per year for a three year term.

BACKGROUND:

On May 8, 2019, the Board of Operations approved the Cost-Sharing and Agreement between CCCE and several other participating CCAs (Peninsula Clean Energy, East Bay Community Energy, San Jose Clean Energy, and Silicon Valley Clean Energy, collectively referred to as the “Joint CCAs”) to allow for the joint procurement of shared consultant services. The Cost Sharing Agreement is structured as a master enabling agreement, with no specific services defined or costs commitments. Specific services falling under the master Cost Sharing Agreement can be added by addendum.

The joint CCAs are, under the Cost Sharing Agreement, sharing resource adequacy portfolio management services. That previous agreement expires in June 2022.

DISCUSSION/ANALYSIS:

CCCE, along with the other participating Joint CCAs issued a request for proposals (RFP) in January for resource adequacy portfolio management services. Offers were received and evaluated by staff from all participating CCAs. TEA was jointly selected to provide Resource Adequacy (RA) Portfolio Management Services.

The joint CCAs elected to keep the cost sharing structure, but to prepare a new cost sharing agreement 4 of 92
to address specific contracting needs of each of the CCAs. Under the proposed cost sharing agreement, Peninsula Clean Energy (PCE) will contract directly with TEA and seek reimbursement from the other participating CCAs under the replacement Cost-Sharing and Reimbursement Agreement.

By procuring these services as a group, the joint CCAs endeavor to maximize their buying power by leveraging economies of scale through the aggregation of the Joint CCA’s RA obligations, minimizing market inefficiencies, and reducing the time spent by each CCA on satisfying their year-ahead and month-ahead RA obligations.

Addendum 1 to the Cost-Sharing and Reimbursement Agreement identifies the scope of work covered and the cost-allocation between the participating CCAs. CCCE proportional share of the joint services are 25% of the joint RA portfolio management and 50% of the joint regulatory services.

As a participating party, CCCE is obligated to work collaboratively with PCE in the administration of the TEA contract and reimburse PCE on a pro-rata basis for payments made by PCE under the TEA in accordance with Addendum 1.

FISCAL IMPACT:

There is no fiscal impact of the proposed cost sharing agreement. The fiscal impact of the proposed Addendum 1 is the proportional share of the RA Portfolio Management Services (25%) and regulatory support (50%), which is limited to the not-to-exceed amount of $60,450 per year for a period of three years, or $181,350 over the entire term.

CONCLUSION:

Authorizing execution of the Cost Sharing Agreement and Addendum 1 enables CCCE to participate jointly with other CCAs to receive professional resource adequacy portfolio management and regulatory services from TEA which will help optimize efforts to meet monthly and year-ahead resource adequacy compliance obligations.

ATTACHMENT(S):

1. Draft replacement Cost-Sharing and Reimbursement Agreement

2. Draft Addendum 1: Scope of Work for Joint CCA Resource Adequacy Portfolio Management Services with The Energy Authority, Inc (TEA) and cost allocations amongst participating CCAs 5 of 92
1 COST-SHARING AND REIMBURSEMENT AGREEMENT BETWEEN

THE PENINSULA CLEAN ENERGY AUTHORITY,
CITY OF SAN JOSÉ, ADMINISTRATOR OF SAN JOSÉ CLEAN ENERGY,

THE EAST BAY COMMUNITY ENERGY AUTHORITY,

AND CENTRAL COAST COMMUNITY ENERGY

FOR PROFESSIONAL CONSULTANT SERVICES
This COST-SHARING AND REIMBURSEMENT AGREEMENT (“Agreement”) is made and entered into on , 2022, by and between the Peninsula Clean Energy Authority (“PCE”), City of San José, Administrator of San José Clean Energy (“SJCE”), the East Bay Community Energy Authority (“EBCE”), and Central Coast Community Energy (“CCCE”), for the cost-sharing and reimbursement of costs in connection with the performance of certain mutually beneficial professional services to support procurement efforts and regulatory compliance. In this Agreement, PCE, SJCE, EBCE, and CCCE are referred to individually as “Party” and collectively as “the Parties.”

RECITALS
A. PCE, EBCE, and CCCE are joint powers authorities, and SJCE is a department of the City of San José, organized for the purpose of conducting community choice aggregation programs and other energy-related climate change programs.

B. Staff at PCE, SJCE, EBCE, and CCCE have worked and will work together to develop scopes of work for consultant services to be obtained from Request for Proposal (“RFP”) processes and pursuant to written professional services contracts (“Contract” or “Contracts”). The initial scopes of work will require the selected consultants to: (1) conduct due diligence prior to the RFP process(es); (2) jointly review options to purchase electric capacity for Resource Adequacy purposes; (3) provide regulatory compliance-related services for Resource Adequacy; and/or (4) develop specifications for joint data-management services (together, “Services”).

C. Staff at PCE, SJCE, EBCE, and CCCE may work together to develop scopes of work for additional consultant services (“Additional Services”) and desire to establish a master agreement for this purpose.

D. PCE, SJCE, EBCE, and CCCE have agreed to share the costs of the consultants who are selected and whose Services/Additional Services will benefit the Parties as provided in this Agreement.

NOW, THEREFORE, in consideration of the mutual covenants contained herein, PCE, SJCE, EBCE, and CCCE mutually agree to the following:

1. Recitals. The Recitals stated above are true and correct and are incorporated by this reference into this Agreement.
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2 2. Addenda and Contracts. Each set of Services and Additional Services secured pursuant to this Agreement shall be described in a scope of work set forth in an addendum to this Agreement (“Addendum” or, pluralized, “Addenda”). Each Addendum must identify, and be signed by, each of the Parties that will be participating in the cost-sharing arrangement for that scope of work (“Participating Parties”), as well as identify the Responsible Party (defined below) and describe the cost-sharing arrangement among the Participating Parties.

The Services or Additional Services called for in an Addendum shall be obtained pursuant to a written professional services contract (“Contract”) between the Responsible Party and the selected consultant. Each Contract must include the relevant scope of work, a termination-without-cause provision, and a not-to-exceed dollar amount. With regard to any Contract for which SJCE is the Responsible Party, SJCE, at its sole discretion, will negotiate the inclusion of the following: (1) a provision indicating that obligations under the Contract are special limited obligations of SJCE payable solely from the Designated Fund (defined as the San José Clean Energy Operating Fund established pursuant to City of San José Municipal Code, Title 4, Chapter 4.80, Part 63, Section 4.80.4050 et seq.) (“Designated Fund”), and (2) if the term of a Contract is more than one year, a provision indicating that the term of the agreement is subject to appropriation of funds by the City Council of the City of San José, in its sole discretion. Any Addendum or Contract may be amended as mutually agreed by the Participating Parties, including pursuant to Section 5(c)(i) below.

3. Responsible Party and Non-Responsible Parties. The Party administering the RFP process for any Contract will be the “Responsible Party,” and the remaining Participating Parties for that Contract will be the “Non-Responsible Parties.” The “Responsible Party” for each Contract will be determined by unanimous consent of the Participating Parties for that Contract. This determination will be stated in the Addendum for that Contract.

4. Responsibilities of the Parties.
a. The Responsible Party for a Contract will do all of the following:
i. Prepare the scope of work for the Services and/or Additional Services to be secured pursuant to the Contract.
ii. Issue and administer the RFP for the selected consultant. iii. Jointly select with the Non-Responsible Party/Parties the consultant to provide the Services and/or Additional Services described in the RFP. iv. Enter into a Contract with the jointly selected consultant upon the completion of the RFP process for the Contract. The Participating Parties will mutually agree to terms of the Contract; provided, however, that the Contract must contain the provisions enumerated in Section 2 above.
v. Make timely payments to the selected consultant under the terms of the Contract and administer and manage the Contract.
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3 vi. Send timely invoices to the Non-Responsible Party/Parties listing the payments made to the selected consultant pursuant to the Contract. vii. Directly supervise the professional services provided by the selected consultant.
b. The Non-Responsible Party/Parties for a Contract will do all of the following:
i. Jointly assist the Responsible Party in reviewing and evaluating the proposals received by the Responsible Party in response to the RFP. ii. Jointly select with the Responsible Party the consultant to perform the Services and/or Additional Services described in the RFP. iii. Mutually agree, with the Responsible Party, to the terms of the Contract; provided, however, that the Contract must contain the provisions enumerated in Section 2 above.
iv. Reimburse, on an equal-share basis, the Responsible Party for the payments made by the Responsible Party to the selected consultant pursuant to the Contract. For example, if three Non-Responsible Parties choose to participate in a Contract (four Participating Parties total), each Non-Responsible Party will pay the Responsible Party twenty-five percent (25%) of the cost of the payments made by the Responsible Party. Each Non-Responsible Party must pay its share within 30 days of receiving each invoice from the Responsible Party.
v. Work cooperatively with the Responsible Party in the Responsible Party’s (1) administration and management of the Contract and (2) supervision of the professional services provided by the consultant.

5. Term and Termination; Withdrawal.
a. Term. The term of this Agreement will commence on the date first written above and, absent earlier termination pursuant to the terms of this Agreement, terminate on June 30, 2027, inclusive, unless terminated earlier; With regard to SJCE only, the funding in any year may be contingent on future appropriation by the City Council of the City of San José, in its sole discretion. If the funding required to pay for any services for the next fiscal year has not been appropriated by June 30 of any year, SJCE will automatically withdraw from this Agreement, effective June 30. b. Termination with or without cause; withdrawal. This Agreement may be terminated in its entirety, or solely with respect to a particular Addendum, with or without cause, by mutual written consent of at least a majority of the Parties. Any Party may choose to withdraw from this Agreement in its entirety, or solely with respect to a particular Addendum for which the Party is a Participating Party, with 8 of 92
4 or without cause upon 30 days’ written notice to the other Parties. If the termination is for cause (i.e., default by another Party (“Defaulting Party”) of a material term of this Agreement), the Defaulting Party shall be entitled to a reasonable period of time to cure the default, which in no case shall be less than 15 days of notification of such default.
c. Effect of termination or withdrawal/payments owed. Termination of this Agreement in its entirety, or withdrawal by a Party from this Agreement with respect to a particular Addendum, obligates the Parties or Party to make any outstanding payments owed to the Responsible Party or Parties as follows:
i. In the event a Party gives notice of withdrawal from this Agreement with respect to a particular Addendum, the remaining Participating Parties listed in that Addendum will promptly decide whether to (1) terminate the Addendum and corresponding Contract; (2) amend the Addendum and Contract to reduce the scope of work and the cost; or (3) continue with the Addendum and Contract as originally drafted and scoped, but reallocating the terminating Party’s remaining cost responsibility among the remaining Participating Parties. The remaining Participating Parties will make reasonable efforts to terminate or amend the Addendum and corresponding Contract to reduce the scope of work and/or cost; provided, however, that if they are unable to do so, the terminating Party will remain obligated to pay its shared cost obligation pursuant to the original Addendum; and provided further that, with regard to SJCE only, obligations under this Agreement are special limited obligations of SJCE payable solely from the Designated Fund, and shall not be a charge upon the revenues or general fund of the City of San José or upon any non-SJCE moneys or other property of the City of San José or its Community Energy Department.
ii. In addition to (i) above, in the event a Non-Responsible Party withdraws from this Agreement with respect to a particular Addendum, such Non-Responsible Party will reimburse the Responsible Party for the Non-Responsible Party’s share of any unpaid consultant fees, incurred prior to the effective date of termination, that the Responsible Party is obligated to pay under the Addendum. The Non-Responsible Party will make such reimbursement within 30 days of the effective date of its withdrawal. iii. Sections 5(c)(i) and (ii) apply to the withdrawal from this Agreement with respect to a single Addendum or multiple Addenda.
iv. In the event of termination of this entire Agreement the Parties will remain obligated to pay any outstanding shared cost obligations pursuant to any Addenda.
v. Any amounts owed under this Section 5(c) and in dispute will be subject to an informal meet and confer between the Participating Parties, to be 9 of 92
5 conducted no later than within 15 days of the effective date of the notice of termination. In the event such informal meet and confer does not successfully resolve the dispute, the Parties may pursue any remedies available to them under law.

6. Hold Harmless and Indemnification. The indemnification obligations of the Parties shall be as follows:
a. PCE shall defend, hold harmless and indemnify SJCE, EBCE, and CCCE, and their directors, officers, agents and employees from any and all claims for injuries or damage to persons and/or property which arise out of the terms and conditions of this Agreement and which result from the negligent acts or omissions or other wrongful conduct of PCE, its directors, officers, agents and/or employees. b. SJCE shall defend, save harmless, and indemnify PCE, EBCE, and CCCE, and their directors, officers, agents, and employees, from any and all claims for injuries or damage to persons and/or property which arise out of the terms and conditions of this Agreement and which result from the negligent acts or omissions or other wrongful conduct of SJCE, its directors, officers, agents and/or employees. c. EBCE shall defend, save harmless, and indemnify PCE, SJCE, and CCCE, and their directors, officers, agents, and employees, from any and all claims for injuries or damage to persons and/or property which arise out of the terms and conditions of this Agreement and which result from the negligent acts or omissions or other wrongful conduct of EBCE, its directors, officers, agents and/or employees. d. CCCE shall defend, save harmless, and indemnify PCE, SJCE, and EBCE, and their directors, officers, agents, and employees, from any and all claims for injuries or damage to persons and/or property which arise out of the terms and conditions of this Agreement and which result from the negligent acts or omissions or other wrongful conduct of CCCE, its directors, officers, agents and/or employees. e. In the event of concurrent negligence of two or more of PCE, SJCE, EBCE, and/or CCCE, or of their directors, officers, agents, or employees, then the liability for any and all claims for injuries or damage to persons and/or property which arise out of terms and conditions of this Agreement shall be apportioned according to the California theory of comparative negligence.
f. Unless the Participating Parties to a Contract provide otherwise in the Addendum for that Contract, the duty of any Party to defend, save harmless, and indemnify shall extend only to, and in no circumstance exceed, the share of funds owed by that Party for the specific Contract(s) out of which such duty arises. With regard to SJCE only, such duty to defend, save harmless, and indemnify extends only to, and in no circumstance will exceed, the Designated Fund for SJCE. g. These provisions shall survive expiration or termination of this Agreement. 10 of 92
6 7. Amendment and Waiver. Except for any Addenda added pursuant to Section 2, no change or modification of this Agreement shall be valid unless the same is in writing and signed by all Parties, and no verbal understanding or agreement not incorporated herein shall be binding on any Party hereto.

8. Governing Law. This Agreement shall be construed and governed by the laws of the State of California, and any suit or action initiated by any Party shall be brought in the Superior Court for the County of San Mateo, California, or the United States District Court for the Northern District of California.

9. Time of Essence. Time is of the essence for every provision hereof in which time is a factor.

10. Benefit of Parties. The terms of this Agreement shall be binding and inure to the benefit of the Parties hereto and their successors and assigns. No Party shall assign this Agreement or any portion thereof to a third party without the prior written consent of all of the other Parties.

Any such assignment without prior written consent by one Party shall give any or all of the other Parties the right to automatically and immediately terminate this Agreement without penalty or advance notice. Such termination shall be effective only as to the terminating Party or Parties.

11. Entire Agreement of the Parties. Except for any Addenda added pursuant to Section 2, this Agreement supersedes any and all agreements, either oral or written, between the Parties with respect to the subject matter of this Agreement and contains all of the representations, covenants, and agreements between the Parties with respect to the subject matter of this Agreement.

12. Independent Counsel. Each Party has had the opportunity to consult with its own attorney with respect to this Agreement, and in the event that any language contained herein is construed to be vague or ambiguous, this Agreement shall not be strictly construed against any Party.

13. Notice. Notice given under or regarding this Agreement shall be deemed given upon delivery into the United States Mail if delivery is by postage paid certified mail (return receipt requested), or reputable overnight commercial delivery service. Notice shall be sent to the respective Party at the address indicated below or to any other address as a Party may designate from time to time by a notice given in accordance with this paragraph.

If to PCE: Jan Pepper, CEO
Peninsula Clean Energy
2075 Woodside Road
Redwood City, California 94061
[email protected]
If to SJCE: Lori Mitchell, Director
cc: Lynne Lampros, Senior Deputy City Attorney
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7 San José Clean Energy
200 E. Santa Clara St.

San José, CA 95113
[email protected]
[email protected]
If to EBCE: Nick Chaset, CEO
East Bay Community Energy
1111 Broadway, 3rd Floor
Oakland, CA 94607
[email protected]
If to CCCE: Tom Habashi, CEO
Monterey Bay Community Power Authority
70 Garden Court, 3rd Floor
Monterey, CA 93940
[email protected]

14. Invalid Provision. The invalidity or unenforceability of any particular provision of this Agreement shall not affect the other provisions hereof, and this Agreement shall be construed in all respects as if such invalid or unenforceable provision were omitted.

15. Headings and Captions. The headings and captions used in this Agreement are for convenience only and shall in no way define, limit, or describe the scope or intent of the Agreement or any part thereof.

16. Counterparts. This Agreement may be executed in counterpart originals, each of which is deemed to be an original for all purposes.
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8 IN WITNESS WHEREOF, the Parties have executed this Agreement below on the date first written above.

Date: _______________
Peninsula Clean Energy Authority
By: ___________________________
Date: _______________
City of San José, Administrator of San José
Clean Energy
By: ___________________________
APPROVED AS TO FORM:
___________________________

LYNNE LAMPROS
Sr. Deputy City Attorney
Date: _______________
East Bay Clean Energy Authority
By: ___________________________
Date: _______________
Central Coast Community Energy
By: ___________________________
APPROVED AS TO FORM:
___________________________
Brian Kimball
General Counsel
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1 COST-SHARING AND REIMBURSEMENT AGREEMENT
ADDENDUM #1
Resource Adequacy Portfolio Management and Regulatory Compliance Services from The Energy Authority (“TEA”)
Pursuant to the _________, 2022 cost-sharing and reimbursement agreement (“Cost-Sharing Agreement”) entered into by and between the Peninsula Clean Energy Authority (“PCE”), City of San José, Administrator of San José Clean Energy (“SJCE”), the East Bay Community Energy Authority (“EBCE”), and Central Coast Community Energy (“CCCE”), the following are the Participating Parties (“Participating Parties”) with respect to The Energy Authority (“TEA”) contract (“Contract”) entered into by PCE, on the terms described below.

1. Participating Parties:

For Resource Adequacy portfolio management services, CCCE, PCE, SJCE, EBCE.

For Resource Adequacy regulatory compliance services, PCE and CCCE.

2. Responsible Party: PCE.

3. Services: Resource Adequacy portfolio management services and/or Resource Adequacy regulatory compliance services. The Services are described in Exhibit A to the Contract.

4. Cost-sharing arrangement: The Participating Parties will split equally the payments, fees, and costs for the Services they elect to procure under the Contract, as detailed below.

Notwithstanding the limit on each Participating Party’s liability stated in the first sentence of Section 6(f) of the Cost-Sharing Agreement (the second sentence of Section 6(f) continues to apply), the Responsible Party and the Participating Parties further agree to share equally in any liability resulting from the Services the Participating Parties elect to procure under the Contract. For the avoidance of doubt, with regard to SJCE, any liability extends only to, and in no circumstance will exceed, the Designated Fund for SJCE.

RA Portfolio Management: Regulatory Compliance Services:

PCE 25% PCE 50%
SJCE 25% CCCE 50%
EBCE 25%
CCCE 25%
Unless otherwise agreed to in writing, any Participating Party or Parties requesting additional services not provided for under the base Contract shall be solely responsible for any costs or liabilities associated with such additional services.
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2 5. Effective Date: This Addendum is effective as of __________________, 2022.

6. Counterparts: This Addendum may be executed in counterpart originals, each of which is deemed to be an original for all purposes.
[Remainder of page intentionally blank.]
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3 IN WITNESS WHEREOF, the Parties have executed this Agreement below on the Effective Date written above.

Date: _______________
Peninsula Clean Energy Authority
By: ___________________________
Date: _______________
City of San José, Administrator of San José
Clean Energy
By: ___________________________
APPROVED AS TO FORM:
___________________________

LYNNE LAMPROS
Sr. Deputy City Attorney
Date: _______________
East Bay Clean Energy Authority
By: ___________________________
Date: _______________
Central Coast Community Energy
By: ___________________________
APPROVED AS TO FORM:
___________________________
Brian Kimball
General Counsel
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Staff Report Item 3
TO: CCCE Operations Board of Directors
FROM: Tom Habashi, Chief Executive Officer
SUBJECT: Authorize the CEO to 1) Execute an Agreement a Two-Year Agreement with Frontier Energy Inc. to Provide Technical Assistance and Program Implementation Services to Support CCCE Transportation Electrification Programs in an Amount Not to Exceed $239,378, and 2) Execute up to One (1) One (1) Year Amendment that Does Not Substantially Change the Scope of Services or Increase the Not to Exceed Amount (Action Item)
DATE: May 11, 2022
RECOMMENDATION:

This recommends the CCCE Operations Board authorize a two-year agreement with Frontier Energy Inc. (“Frontier”) to provide technical assistance and implementation services to support CCCE’s transportation electrification programs in an amount not to exceed $239,378.

BACKGROUND:

On September 16, 2021, the CCCE Policy Board adopted an Energy Programs portfolio that included a Light-Duty Electric Vehicle Public Charging Program ($1.97 million) and to support a Light-Duty Electric Vehicle and Private Charging Program ($3.1 million) as part of the Electrify Your Ride Program.

On March 14, 2022, CCCE solicited a Request for Proposals (“RFP”) for a qualified organization to provide technical assistance and program implementation services to support CCCE transportation electrification programs.

DISCUSSION/ANALYSIS:

Electric Vehicle Service Equipment (“EVSE”) infrastructure buildout remains a key barrier to the widespread adoption of EVs throughout the California Central Coast, particularly in publicly accessible areas and at multifamily building properties. To help address these barriers, CCCE requires technical support and program implementation services that will improve CCCE customer’s access to energy program funds and accelerate EVSE buildout across the service area. 17 of 92
The services provided by Frontier support CCCE’s existing EV infrastructure programs by identifying viable project sites at multifamily and public-facing properties, providing outreach and education to property owners, offering free site assessments for EVSE projects, connecting property owners with EVSE installation vendors, and facilitating installer quotes. Additionally, Frontier will provide services to implement budgeted program funds for publicly accessible EVSE in the Monterey Bay Area. This is intended to complement the CALeVIP – South Central Coast Incentive Project, which is currently being implemented in San Luis Obispo and Santa Barbara Counties.

FISCAL IMPACT:

Costs associated with the proposed agreement are included in the approved FY 21/22 Operating Budget and will be incurred on a time and materials basis over the term of the agreement in an amount not to exceed $239,378.

CONCLUSION:

The Board’s approval of this item facilitates EVSE buildout in multi-family buildings and publicly accessible sites in CCCE’s service area and accelerate customer participation in CCCE energy programs.

ATTACHMENTS:

1. Draft Standard Services Agreement with Frontier Energy Inc. 18 of 92

CENTRAL COAST COMMUNITY ENERGY

STANDARD SERVICES AGREEMENT
This Agreement is made by and between CENTRAL COAST COMMUNITY ENERGY (“CCCE”) and Frontier Energy Inc. (hereinafter “CONTRACTOR”), a C Corporation with its principal place of business located in San Ramon, California. CCCE 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. CCCE hereby engages CONTRACTOR to perform, and CONTRACTOR hereby agrees to perform, the services described in Exhibit A in conformity with the terms of this Agreement. The goods and/or services are generally described as: technical assistance and program management services to support CCCE transportation electrification programs.

2. PAYMENT PROVISIONS

2.1. CCCE 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 CCCE to CONTRACTOR under this Agreement shall not exceed the sum of $239,378.00.

3. TERM OF AGREEMENT

3.1. The term of this Agreement is from the date of execution until September 30, 2023, 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 CCCE, with CCCE’s execution to be last in time. CONTRACTOR may not commence work under this Agreement before CCCE signs this Agreement.

3.2. CCCE 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 DocuSign Envelope ID: 8541C7FC-6172-4CD2-A26C-31A6A59EFD7F 19 of 92

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 CCCE or immediate family of an employee of CCCE.

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 CCCE 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. CCCE 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 CCCE and the CONTRACTOR.

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

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

7. TERMINATION

7.1. During the term of this Agreement, CCCE 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. CCCE may cancel and terminate this Agreement for good cause effective immediately upon written notice to CONTRACTOR. “Good cause” includes the failure of CONTRACTOR to perform DocuSign Envelope ID: 8541C7FC-6172-4CD2-A26C-31A6A59EFD7F 20 of 92

the required services at the time and in the manner provided under this Agreement. If CCCE terminates this Agreement for good cause, CCCE may be relieved of the payment of any consideration to CONTRACTOR, and CCCE may proceed with the work in any manner, which CCCE deems proper. The cost to CCCE shall be deducted from any sum due the CONTRACTOR under this Agreement.

8. INDEMNIFICATION

8.1. CONTRACTOR shall indemnify, defend, and hold harmless CCCE, 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 CCCE. It is the intent of the parties to this Agreement to provide the broadest possible coverage for CCCE. The CONTRACTOR shall reimburse CCCE 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 CCCE 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 CCCE.

8.1.2.Notwithstanding any other provision of this Agreement, CCCE 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 CCCE.

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.

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 DocuSign Envelope ID: 8541C7FC-6172-4CD2-A26C-31A6A59EFD7F 21 of 92

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 CCCE, 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 CCCE 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. CONTRACTOR and its 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. CONTRACTOR shall not disclose any confidential records or other confidential information received from CCCE or prepared in connection with the performance of this Agreement, unless CCCE specifically permits CONTRACTOR to disclose such records or information. CONTRACTOR shall promptly transmit to CCCE any and all requests for disclosure of any such confidential records or information. CONTRACTOR shall not use any confidential information gained by CONTRACTOR in the performance of this Agreement except for the sole purpose of carrying out CONTRACTOR’s obligations under this Agreement.

DocuSign Envelope ID: 8541C7FC-6172-4CD2-A26C-31A6A59EFD7F 22 of 92

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. Upon expiration or termination of this Agreement, CONTRACTOR shall return to CCCE any CCCE records which CONTRACTOR used or received from CCCE to perform services under this Agreement.

10.3. 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.

10.4. CCCE 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 CCCE or as part of any audit of CCCE, 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.

10.5. CCCE shall have a royalty-free, exclusive and irrevocable license to reproduce, publish, and use, and authorize others to do so, all original computer programs, writings, sound recordings, pictorial reproductions, drawings, and other works of similar nature produced in the course of or under this Agreement. CONTRACTOR shall not publish any such material without the prior written approval of CCCE.

11. NON-DISCRIMINATION

11.1. 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 DocuSign Envelope ID: 8541C7FC-6172-4CD2-A26C-31A6A59EFD7F 23 of 92

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.

12. INDEPENDENT CONTRACTOR

12.1. 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 CCCE. No offer or obligation of permanent employment with CCCE and CONTRACTOR shall not become entitled by virtue of this Agreement to receive from CCCE 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 CCCE harmless from any and all liability which CCCE may incur because of CONTRACTOR’s failure to pay such taxes.

13. NOTICES

13.1. Notices required under this Agreement shall be delivered personally or by first-class, postage pre-paid mail to CCCE and CONTRACTOR’S contract administrators at the addresses listed below:

Central Coast Community Energy Frontier Energy Inc.

Chief Financial & Technology Officer Jeremy Springer, CFO 70 Garden Court, Suite 300 12949 Alcosta Blvd, Suite 101 Monterey, CA 93940 San Ramon, CA 94583-1323

14. MISCELLANEOUS PROVISIONS

14.1. 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.

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

14.3. Waiver. Any waiver of any terms and conditions of this Agreement must be in writing and signed by CCCE 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.

14.4. 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.

DocuSign Envelope ID: 8541C7FC-6172-4CD2-A26C-31A6A59EFD7F 24 of 92

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

14.6. 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 CCCE None of the services covered by this Agreement shall be subcontracted without the prior written approval of CCCE. Notwithstanding any such subcontract, CONTRACTOR shall continue to be liable for the performance of all requirements of this Agreement.

14.7. Successors and Assigns. This Agreement and the rights, privileges, duties, and obligations of CCCE 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.

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

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

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

14.11. Governing Law. This Agreement shall be governed by and interpreted under the laws of the State of California.

14.12. Non-exclusive Agreement. This Agreement is non-exclusive and both CCCE and CONTRACTOR expressly reserve the right to contract with other entities for the same or similar services.

14.13. Construction of Agreement. CCCE 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.

14.14. 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.

14.15. Authority. Any individual executing this Agreement on behalf of CCCE 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.

14.16. Integration. This Agreement, including the exhibits, represent the entire Agreement between CCCE 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, DocuSign Envelope ID: 8541C7FC-6172-4CD2-A26C-31A6A59EFD7F 25 of 92

between CCCE and the CONTRACTOR as of the effective date of this Agreement, which is the date that CCCE signs the Agreement.

14.17. 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:

Frontier Energy Inc. Central Coast Community Energy
BY:__________________________________ BY:______________________________________ Jeremy Springer, CFO Tom Habashi, CEO
Date: ____________________________ Date: ____________________________ Approved as to Form
BY:______________________________________
Brian Kimball, General Counsel
Date: ____________________________
Approved as to Financial Terms
BY:______________________________________
Jaya Bajpai, Chief Financial Officer
Date: ____________________________
DocuSign Envelope ID: 8541C7FC-6172-4CD2-A26C-31A6A59EFD7F 5/2/2022
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Exhibit A: Scope of Services
Scope of Work
Task 1: Site Assessment of Potential EVSE Infrastructure Build Out

1.1. Identify existing ZEV deployment by county by using DMV data.

1.2. Produce a heat map that shows:
• Existing and planned ZEV infrastructure from information from the MPOs and updated with publicly available data and from planning departments (if available.) • Electrical circuit capacity, grid constraints, and potentially unreliable electrical service by using utilities’ online GIS interconnection assessment databases and identify charging corridors and sites that have sufficient electrical and gaps in service.

1.3. Identify property types from land use, zoning, and assessor parcel data available from the cities, counties, and MPOs to map multifamily and commercial areas. If allowed, use CCCE utility billing information to help prioritize large multifamily and commercial customers. Overlay the data with CalEnviroScreen 4.0 mapping data that identifies individual “indicators” of being a disadvantaged community that include poverty, linguistic isolation, and housing burden.

1.4. Create a report that identifies potential locations to add new charging stations that will support CCCE’s objectives, and potential commercial and multifamily properties near those locations that are candidates for outreach and engagement.

Task 2: Customer Engagement and Participant Enrollment

2.1 Provide existing outreach tools to CCCE for incorporation on the website and to use at outreach events. Frontier Energy will support redesign of the materials for CCCE branding. Tools include:
• An Excel siting tool that people can use to identify sites suitable for Level 2 and DCFC stations.
• Important considerations when selecting a charger and compares charging speeds, power rating, and features
• Business segment toolkits that include surveys to gauge employee and customer demand for charging stations, checklists for placing charging stations on a property, and potential rebates and incentives. Frontier Energy has developed toolkits for retail and entertainment businesses (destinations), offices and light industrial, schools and libraries, public facilities and parking lots, and multifamily. • The Clean Air Gazette, a newspaper-style outreach piece that can be customized for each city.

2.2 Develop a graphic-rich brochure to explain the program with a link and a QR code to a non-binding Interest Form.

DocuSign Envelope ID: 8541C7FC-6172-4CD2-A26C-31A6A59EFD7F 27 of 92

2.3 Work closely with CCCE to create templates for email blasts and social media posts to distribute the brochure and toolkits. Send emails to Frontier clients and post social media from Frontier’s account when appropriate and approved by CCCE.

2.4 Identify opportunities to present webinars and in-person. Coordinate CCCE to identify organizations to help amplify the program reach (e.g., chambers of commerce, business associations). Coordinate all speaking/outreach opportunities with CCCE and determine the best person to represent the program to the group.

2.5 Create and maintain a “project tracker” to record each contact to offer education, training, and a free site assessment and continue to use the project tracker throughout implementation and commissioning.

2.6 Coordinate with CCCE about the pace of outreach to ensure sufficient leads are in the pipeline and maintain levels of responsiveness.

Task 3: Technical Assistance for Multifamily and Commercial Customers

3.1 Intake: In coordination with CCCE, develop and implement an intake process for interested parties that request a free site assessment. At each step, update the project tracker with the status and send emails/documents that are pre-approved by CCCE.

3.2 Feasibility Studies: Conduct a remote assessment of the property using Google Earth, photographs provided by the site host, and available as-built drawings. After confirming the desired location for the charging station, conduct an on-site assessment to evaluate:
• Existing electrical infrastructure
• Capacity on the utility transformer (in conjunction with CCCE and PG&E) • Available panel capacity on a 208/240V, three phase transformer for Level 2 and/or a 480V, three phase transformer for DCFC
• Ease of access to the electrical room or vault
• Distance from transformer to furthest proposed equipment • Civil upgrades needed including surface restorations, concrete penetration, core drilling, wall penetration, drainage, lighting, bollards, signage and landscaping • Signing and striping for parking stalls to meet ADA requirements and any requirements in local codes (in conjunction with Planning and Building Department)
• Permits needed for electrical, drainage, noise control, environmental impact, etc.

Confirm the number of vehicles the property owner expects to charge, and the times of day people will like charge based on use case (customer, employee, resident, commuter) and recommend charger types (Level 2 or DCFC) and a maximum number of EVSE.

DocuSign Envelope ID: 8541C7FC-6172-4CD2-A26C-31A6A59EFD7F 28 of 92

With input from the property owners, develop charging infrastructure installation designs, with a scalable kit-of-parts approach to charging infrastructure installation design. For small installations at properties with sufficient electrical capacity, use standard or semi- standard designs and develop more customized designs for complex applications.

For each property, develop an EVSE Feasibility Report that includes a project description with relevant specifications and required electrical and civil upgrades and submit it to the property owner and CCCE. If needed, conduct up a video conference to discuss the results and identify next steps to procure and install the charging stations.

When the project is confirmed or declined, update the project tracker with the status and close the application. If desired, administer a follow-up survey to get feedback about the program and the process to help make program improvements.

3.3 Facilitate quotes from three electricians who have Electric Vehicle Infrastructure Training Program (EVITP) certification.

Task 4: Facilitate Multifamily Property Owner Participation in the CCCE Electrify Your Ride Program throughout the CCCE Service Area

4.1 Assist Multifamily property owners to apply for applicable CCCE incentive opportunities. Provide support to complete and submit applications.

4.2 Identify opportunities for property owners to leverage incentives and low-interest financing to accelerate further electrification projects, such as the California TECH initiative.

Task 5: Implement Public EVSE Projects and Energy Program Incentive Payments

5.1 Serve as a resource for the property owner as they navigate the often-confusing procurement process.

5.2 As the property owner signs the contracts for procurement and installation, update the project tracker with the status of the project by coordinating with the property owner and the installer. Use the stages defined by the Governor’s Office of Business Development (GO-Biz): Planned, Designed, Permitted, In Construction, Commissioned, Operational.

5.3 When the project is complete, work with CCCE to schedule a ribbon-cutting event and/or create a case study, if desired.

Task 6: Administration

6.1 Schedule and facilitate a project kick-off meeting to discuss the overall project management approach that includes invoicing, communication preferences, and a schedule for project management meetings.

6.2 Provide the CCCE project manager with a project plan in SmartSheet or a similar tool within seven days of the kick-off meeting. The plan will have key milestones, due dates, and task assignments by person.

DocuSign Envelope ID: 8541C7FC-6172-4CD2-A26C-31A6A59EFD7F 29 of 92

6.3 Set up a shared Microsoft Teams “team” and document folder to ensure all partners have access to timelines, reports, and deliverables. If the CCCE project manager prefers a different platform for collaboration, Frontier will accommodate that choice.

6.4 Conduct regular project meetings and submit progress reports as requested. Frontier uses a project tracker that is routinely updated and is available to CCCE and all the project team through the shared folder.

6.5 Submit annual and final reports so that CCCE can use the information for regulatory and grant reporting as required.

DocuSign Envelope ID: 8541C7FC-6172-4CD2-A26C-31A6A59EFD7F 30 of 92
13 Contract Number: ______________ 5/2/2022
Exhibit B: Payment Terms
Frontier Energy will be paid on a time and materials basis to complete the tasks outlined in Exhibit A:

Scope of Work. The total not to exceed amount of this Agreement is $239,378.00. The budget is inclusive of travel costs and materials. It does not include printing and distribution of marketing materials or translation services. Without impacting the total not to exceed amount, task budgets may be reallocated between tasks without a contract amendment upon written approval by CCCE.

Not-to-Exceed Budget $239,378.00
Hours Cost
Task 1. Site Assessment 135 $25,655

1.1. Identify existing ZEV deployment

1.2. Produce a heat map

1.3. Identify property types and DACs

1.4. Reporting
Task 2. Engagement and Enrollment 304 $48,770

2.1 Provide outreach tools

2.2 Develop brochure

2.3 Email and social media communications

2.4 Identify outreach opportunities

2.5 Create and maintain a “project tracker”

2.6 Coordinate with CCCE regarding outreach.

Task 3. Technical Assistance 545 $100,380

3.1 Develop and implement an intake process

3.2 Conduct feasibility studies; remote and on-site
assessments; provide recommendations

3.3 Facilitate installer quotes
Task 4. Multifamily Property Participation 133 $18,602

4.1 Assist Multifamily property owners to apply for
CCCE incentives opportunities

4.2 Identify further opportunities for property owners
Task 5. Implement Public EVSE Projects and Incentives 107 $18,131

5.1 Assist in procurement process

5.2. Update Project Tracker

5.3. Project completion tasks and case studies
Task 6. Administration 147 $27,840

6.1 Kick off meeting

6.2 Set up project management tool

6.3 Set up communications platform

6.4 Conduct meetings and progress reporting

6.5 Annual and final reports
DocuSign Envelope ID: 8541C7FC-6172-4CD2-A26C-31A6A59EFD7F 31 of 92
14 Contract Number: ______________ 5/2/2022
Rates for key staff are in the table below. Rates shall remain in effect for the term of this Agreement.

Adjustments to staff rates shall require written notice of the change at least 30 days prior to the date the change is to become effective and prior written approval by CCCE.

Title 2022 Hourly Rate
Title Hourly Rate
Sr. Manager $250
Sr. Program Consultant/Project Manager $153
Sr. Program Coordinator $112
Practice Lead (Grade 40) $250
Electromobility Engineer (Grade 22) $160
Planner (Grade 21) $155
Senior Energy Analyst $225
Electrical Engineer $205
Engineer $225
DocuSign Envelope ID: 8541C7FC-6172-4CD2-A26C-31A6A59EFD7F 32 of 92
15 Contract Number: ______________ 5/2/2022
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).

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 DocuSign Envelope ID: 8541C7FC-6172-4CD2-A26C-31A6A59EFD7F 33 of 92
16 Contract Number: ______________ 5/2/2022
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 -- CCCE, CONTRACTOR, and any staff, employees, or sub consultants contracted by CCCE 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 CCCE 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 CCCE on a quarterly basis.

4. Any discovery of any unauthorized release of Covered Information must be reported to CCCE 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 CCCE’s Dir. of Finance and Administration (or another executive manager) immediately.

2. CONTRACTOR will quantify and validate the type and extent of unauthorized release and report that information to CCCE’s Dir. of Finance and Administration in writing with sufficient detail for CCCE 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 CCCE’s Dir. of Finance and Administration for their consideration.

DocuSign Envelope ID: 8541C7FC-6172-4CD2-A26C-31A6A59EFD7F 34 of 92
Staff Report Item 4
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: May 11, 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 35 of 92
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.

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. 36 of 92
Staff Report Item 5
TO: CCCE Operations Board of Directors
FROM: Tom Habashi, Chief Executive Officer
SUBJECT: CEO's Report (Discussion Item)
DATE: May 11, 2022

POTENTIAL IMPACTS OF MARKET VOLATILITY
Several counterparties to CCCE power purchase agreements and/or energy storage service agreements have notified CCCE of what the counterparties claim are exigent circumstances impacting the various PPA/ESSA related projects.

The counterparties are citing the unprecedented volatile market conditions spurred by COVID 19, supply chain disruptions, California Public Utilities Commission (the “Commission”) Mid Term Reliability procurement mandate, interconnection and permitting delays, international tariff enforcement, as well as escalating material costs due to the war in Ukraine as justification for requesting excused delays to commercial operation. Some opportunistic counterparties are further demanding to renegotiate core contract terms (product, quantity, price, term) under threat of completing and reselling the project rather than honoring their contract obligations to CCCE.

CCCE is taking several steps to preserve the 2.3 cent/kwh rate reduction it anticipated to implement in January 2023. However, whether CCCE chooses to accommodate counter parties demands or terminate the contracts and proceed to replace them, power supply costs are likely to exceed the forecasted costs, and consequently reduces the rate reduction scheduled for January 2023.

Staff is working with developers to determine pre-commercial operation solutions to market constraints to existing PPAs/ESSAs. Staff is further working with the California Public Utilities Commission, CalCCA, legislators and the Governor’s Office to explore regulatory, legislative, and other enforcement solutions to address the fundamental market issues, curb opportunistic behavior, and protect customers. 37 of 92

UPDATE ON CAC AD HOC COMMITTEE
The Policy Board-appointed Ad Hoc Committee to discuss Community Advisory Committee processes had facilitated sessions on March 30 and 31.

Following the facilitated sessions, the Chair and Vice Chair of the Community Advisory Committee expressed some concern regarding the agreed upon path forward and apologized for not speaking up during the meeting. The facilitators have worked with the Chair and Vice Chair individually and are amending their report to address the issues raised.

As the next step in the Ad Hoc Committee process, the facilitator will work directly with the representatives from the Operations and Policy Boards to review and refine the facilitator’s recommendations prior to presentation to the Policy Board at their June meeting.

ATTACHMENT(S):

1. Customer Enrollment & Engagement

2. Update on CCCE Energy Programs

3. Update on CCCE Member Agency Services

4. Regulatory & Legislative Impact Update

5. CCCE Contracts < $100k
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CUSTOMER ENROLLMENT & ENGAGEMENT
APRIL 2022 UPDATE
39 of 92

MEMBER AGENCY OUTREACH
Member Agency Services Engagement
Meetings held between CCCE and Member
Agency Staff:

City of Capitola, February 4
City of Del Rey Oaks, February 7
City of San Benito, February 7
City of Goleta, February 10
City of Santa Cruz, February 10
City of Carmel-by-the-Sea, February 15
City of Seaside, February 16
City of Pacific Grove, February 18
City of Hollister, February 25
County of Santa Barbara, March 4
City of San Luis Obispo, April 27
Member Agency Working Groups
Fleet Electrification – April 1st at 1pm
Reach Codes – April 28th at 1pm
Reach Codes – May 19th at 1pm
Fleet Electrification – June 2nd @ 1pm
Energy Programs Engagement
Medium-Duty/Heavy-Duty Vehicles
Applications received for All-Electric Transit Bus, Street Sweeper, and 2 Resource Recovery vehicles
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OPT-OUT REASONS
MARCH 2022
CONCERNS ABOUT GOVERNMENT-RUN POWER AGENCY 7%

DECLINE TO PROVIDE
21%

DISLIKES BEING

AUTOMATICALLY ENROLLED
25%

HAS RENEWABLE ENERGY
RELIABILITY CONCERNS 4%
OTHER 17%

RATE OR COST
CONCERNS 21%

SERVICE OR BILLING
CONCERNS 5%

OPT-OUT BY COUNTY & CUSTOMER CLASS
MARCH 2022

JANUARY FEBRUARY MARCH
RESIDENTIAL 218 372 285

COMMERCIAL/
INDUSTRIAL 9 12 18
AGRICULTURAL 1 2 0
Bulleton
ACCOUNT ENROLLMENT % BY AREA

93.00% 94.00% 95.00% 96.00% 97.00% 98.00% 99.00% 100.00%

WATSONVILLE

SANTA BARBARA CO

MONTEREY CO

SOLEDAD

SCOTTS VALLEY

SANTA CRUZ

SAN LUIS OBISPO

SALINAS

PASO ROBLES

MORRO BAY
MARINA

GUADALUPE

GREENFIELD
GOLETA

CARPINTERIA

CAPITOLA

ARROYO GRANDE
LOAD ENROLLMENT % BY AREA

91.95%

94.47%

81.75%

97.60%

93.97%

94.16%

87.83%

96.97%

93.13%

94.00%

95.89%

85.80%

96.81%

95.56%

95.56%

98.71%

96.38%

98.64%

97.49%

94.02%

93.63%

96.28%

99.55%

98.73%

97.99%

98.69%

93.25%

98.66%

98.33%

97.83%

97.41%

99.59%

98.20%

WATSONVILLE

SANTA CRUZ CO

SANTA BARBARA CO

SAN BENITO

MONTEREY CO

SOLVANG

SOLEDAD

SEASIDE

SCOTTS VALLEY

SANTA MARIA

SANTA CRUZ

SAND CITY

SAN LUIS OBISPO

SAN JUAN BAUTISTA

SALINAS

PISMO BEACH

PASO ROBLES

PACIFIC GROVE

MORRO BAY

MONTEREY
MARINA

HOLLISTER

GUADALUPE

GROVER BEACH

GREENFIELD

GONZALES
GOLETA

DEL REY OAKS

CARPINTERIA
CARMEL

CAPITOLA

BUELLTON

ARROYO GRANDE INC

EMAIL OUTREACH

SUBJECT OPEN RATE CLICK-THROUGH
RATE
Regular Meeting of the Audit and
Finance Committee

57.5% 4.2%
Community Advisory Council
Meeting

57.1% 5.6%
CCCE Rebate Savings 53.3% 6.6%
March Newsletter 52.4% 5.3%
Operations Board of Directors
Meeting Notification

49.4% 4.6%
CCCE 2019 Rebate Savings (Spanish) 44.4% 4.2%
CAPP Bill Credits PG&E 70.5% 3.5%
CAPP Bill Credits PG&E (Spanish) 30.7% 1.7%
NEM Webinar 17.4% 2.8%
NEM Webinar (Spanish) 17.6% 0%

WEBSITE

TOP VISITED WEBPAGES VISITORS
Home Page 5,538
Electrify Your Ride 5,395
Electrify Your Ride Resident 4,968
Electrify Your Ride Program Application 2,161
Billing 1,141
About Us 918
Transportation - Programs 763
Enrollment 700
es/electrificatuviaje/ (EYR Spanish) 661
Energy Programs 657
Best “Open Rate” Performance: CAPP Bill Credits PG&E
Best “Click-Through Rate” Performance: CCCE Rebate Savings Total Page Views: 33,818

SOCIAL MEDIA OUTREACH

PLATFORM FOLLOWERS TOTAL LIKES TOP PERFORMING CONTENT
MARCH 7 – APRIL 7
FACEBOOK 1,806 1,569 Slate Solar + Storage Project
Ribbon Cutting Event
FACEBOOK EN ESPANOL 176 160 Electric rates set locally

WEBINAR
INSTAGRAM 733 -- Slate Solar + Storage Project
Ribbon Cutting Event
TWITTER 1,045 -- Electrify Your Ride
LINKEDIN 1,074 -- California Aggregator
Spring 2022 edition

EARNED MEDIA
Slate Solar + Storage Energy Project
Monterey Herald
SolarBuilderMag
Energy News Data
FocusTechnica
EQ International
Finance Monthly
renews.BIZ
Solar Power World
Solar Industry Mag
Smart Energy Decisions
IPP Journal
JD Supra
City of Atascadero Joins CCCE
New Times SLO
KPRL
March 1 Rate Changes
The Fresno Bee
The Montecito Journal
Santa Maria Valley Business Expo
Santa Maria Times
Santa Barbara County to Push
Electric Vehicles, but Nix Natural Gas
in New Homes
Santa Maria Times

COMMUNITY ENGAGEMENT EVENTS
Farmworker Outreach, March 31
WEBINAR: CCCE Energy Update: Making the Move to Monthly NEM, April 12 WEBINAR: CCCE Energy Update: Making the Move to Monthly NEM – Spanish, April 14 Drive Electric Earth Day EV Showcase and Ride and Drive in San Luis Obispo, April 23 Watsonville Earth Day and Day of the Child, April 24
Seaside Earth Day Celebration EV Ride, Drive and Display Fair, April 30 TO: Operations Board of Directors
FROM: Tom Habashi, Chief Executive Officer
DATE: May 11, 2022
RE: Update on CCCE Energy Programs
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, agricultural 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/agricultural, and public agency customers are welcome to apply. Higher incentive amounts are available through this program for income-qualified customers to promote greater adoption of transportation electrification in disadvantaged and low-income communities. 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. The following table summarizes program participation to date based on approved applications by county. 49 of 92
Electrify Your Ride FY 21/22
Total Number of
Applications Approved
Total Rebates
Approved
Monterey 171 $ 284,008
San Benito 14 $ 27,639
San Luis Obispo 215 $ 259,787
Santa Barbara 156 $ 220,495
Santa Cruz 301 $ 386,532
Total 858 $ 1,182,460
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. As of 4/27/2022, CCCE has received and approved three (3) applications for a total request of $477,500.

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. The following table summarizes program participation to date based on approved applications by county. 50 of 92
Agriculture Electrification Program FY 21/22
Total Number of
Applications
Total Rebates
Approved
Monterey 7 $ 145,430
San Benito 1 $ 20,000
San Luis Obispo 2 $ 31,475
Santa Barbara 4 $ 81,609
Santa Cruz 5 $ 33,667
Total 19 $ 312,182
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. As of 4/27/2022, CCCE has received nine (9) applications totaling over $1.45 million in requests. The following table summarizes program participation to date based on approved applications by School District.

School Bus Electrification Program FY 21/22 Total Number of Busses Total Funding Approved
Salinas City Elementary School District 5 $ 675,000
San Benito High School District 1 $ 200,000
Los Olivos School District 1 $ 181,259
Carpinteria Unified School District 1 $ 200,000
Pajaro Valley Unified School District 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 51 of 92
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.

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, and CCCE received ten (10) applications requesting a total of $699,029.

After a thorough application review process, CCCE staff selected six grant recipients for the FY 21/22 Community Education and Workforce Grant Program.  Award recipients are provided in the table below:

Recipient Name Project Title Total Funding
Approved
Green Light Labs, LLC.

Electrifyze: Consumer EV Education & EV
Workforce Development for a Fossil Fuel Free
Central Coast $100,000
Romero Institute Electrify my Home! / ¡Electrifica mi casa! $30,000 CalBike EZBike Project $50,000
Santa Barbara Foundation
Partners In Education, Energy Sector Job
Readiness, and Internship Project $50,000
Community Bridges
Family Resource Collective Outreach Program for
Electrification Awareness $100,000
United Way of Santa Barbara County Fun in the Sun 2022 $20,000 Total $350,000
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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
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 May 2022
Battery Storage Pilot Program TBD
Summer Readiness Program TBD
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TO: Operations Board of Directors
FROM: Tom Habashi, Chief Executive Officer
DATE: May 11, 2022
RE: Update on CCCE Member Agency Services

MEMBER AGENCY SERVICES UPDATE
On December 16, 2021, CCCE launched Member Agency Services (MAS). This comprehensive offering enables CCCE to proactively engage its 33 Member Agencies in program design, utilization, outreach, and support for non-program initiatives designed to reduce greenhouse gas emissions and the reliance on fossil fuels. CCCE has launched a new standalone webpage to fully communicate MAS efforts:
https://3cenergy.org/member-agency-services/
Existing program offerings under MAS include:
 Greenhouse Gas Inventory
 Reach Code Program
 Planning, Implementation, and Innovation Grant Program  Light-Duty Electric Vehicle Program
 Medium and Heavy-Duty Electric Vehicle Program
In addition to programs, MAS will support Member Agencies in other initiatives furthering CCCE’s strategic goals, including data access and analysis, and regional policy making support.

Provided in this memorandum is an update on recent Member Agency Services implementation activities.

Light-Duty Electric Vehicle Program
As of 4/29/2022, CCCE has received applications from the City of Watsonville and from the Counties of Monterey and Santa Barbara to support the purchase of electric fleet vehicles and electric vehicle charging equipment. Staff are reviewing applications and working closely with Member Agency staff to ensure eligibility, process applications, and reserve funding. Staff is also actively conducting outreach to and supporting other Member Agencies with anticipated applications. 54 of 92
Medium and Heavy-Duty Electric Vehicle Program
As of 4/29/2022, CCCE has received four applications including from the Cities of Santa Cruz, Capitola, Watsonville, and Guadalupe. Three of these applications have been approved with reserved funding.

Staff are reviewing applications and working closely with Member Agency staff to ensure eligibility, process applications, and reserve funding. Staff is also actively conducting outreach to and supporting other Member Agencies with anticipated applications.

Member Agency
Applicant
Project Description Amount Reserved
City of Santa Cruz Trash Hauler $ 250,000
City of Capitola Street Sweeper $ 250,000
City of Watsonville Trash Hauler $ 250,000
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 with support for planning and implementation related to the electrification of municipal fleets, properties, and community infrastructure. 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, and CCCE received nine (9) applications requesting a total of $942,033.

After a thorough application review process, CCCE staff selected six grant recipients for the FY 21/22 Community Education and Workforce Grant Program.  Award recipients are provided in the table below:

Recipient Name Project Title Total Funding
Approved
County of Monterey
Sustainability Program
Strategic Planning to Overcome
Barriers to Deep Decarbonization $ 150,000
City of Santa Cruz
Master Municipal Transportation
Electrification Plan $ 75,000
City of Watsonville
Existing Buildings Electrification Pilot in
the City of Watsonville $ 150,000
City of Watsonville*
Regional Climate and Electrification
Grant Administration $ 100,000
City of San Luis Obispo
Fleet Electrification Infrastructure
Roadmap $ 70,000
County of Santa Barbara
Sustainability Division
Equitable Electrification Outreach
through the Central Coast Community
Action Campaign $ 99,053
Total $ 644,053
*This application and project are a coordinated effort among the Counties of Santa Cruz and Monterey, the Cities of Santa Cruz and Watsonville, the Community Foundation of Santa Cruz County, and Ecology Action. 55 of 92
Member Agency 1:1 Engagements
CCCE staff is engaging and actively scheduling meetings with Member Agency staff to share information about Member Agency Services and solicit information, feedback, and ideas. As of 4/29/2022 CCCE staff have held one-on-one meetings with twelve (12) of our Member Agencies.

Member Agency Building and Transportation Electrification Working Groups CCCE has also established and is facilitating working groups focused on building and transportation electrification to drive participation in existing programs and inform future program design; identify common needs, barriers, and scalable solutions for regional electrification; and identify and share resources between Member Agencies and CCCE.

The initial building and transportation electrification working groups each focus on discrete areas of municipal electrification: 1) Reach Codes and 2) Municipal Fleet Electrification. On April 28, 2022, CCCE hosted its second building electrification working group meeting focused on Reach Codes, with 18 attendees from seven Member Agencies. The meeting included a presentation from City of San Luis Obispo staff. On June 2, 2022, CCCE will host its second transportation electrification working group meeting focused on municipal fleet electrification.
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TO: CCCE Operations Board of Directors
FROM: Tom Habashi, Chief Executive Officer
DATE: May 11, 2022
RE: Regulatory & Legislative Impact Update
Regulatory
Power Charge Indifference Adjustment (“PCIA”; Rulemaking.17-06-026) – Application for Rehearing of Working Group 3 Decision
Issue
In June 2021 CCCE, five other individual CCAs, and CalCCA jointly filed an Application for Rehearing (AFR) of Decision 21-05-030 in the PCIA proceeding at the California Public Utilities Commission (CPUC). The AFR challenged the Decision’s failure to provide unbundled ratepayers (i.e., CCA customers) with the full benefits of resource adequacy and GHG-free resources that they currently pay for through the PCIA. Prior to the Decision, a CPUC-convened working group that included both the California Community Choice Association (CalCCA) and investor-owned utilities (IOUs) had developed recommendations for how Commission could give CCA customers access to these benefits. 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
Decision 21-05-030 declined to allocate to CCA customers benefits that our customers are already paying for through the PCIA. Each of these benefits has a value in the market that is tied to compliance with the various CPUC resource procurement requirements that fall on CCAs. For example, receiving an allocation of resource adequacy (RA) attributes from resources in the PCIA portfolio that CCCE customers already pay for would reduce the quantity of RA capacity that CCCE must procure in the market to fulfill the requirements of the RA program. So long as these benefits are not being allocated despite being paid for through the PCIA, CCA customers are paying higher prices due to the increased quantity of resources CCAs must procure rather than receiving an allocation.

Status
On 4/7/22 the CPUC rejected the Application for Rehearing and declined to revisit the parts of Decision 21-05-030 that the Application challenged. Having exhausted all means of redress at the CPUC, CCCE is now exploring a court appeal of Decision 21-05-030. CCCE has retained counsel for this purpose and is in discussion with other CCAs to convene a joint effort.

Integrated Resource Planning (IRP; Rulemaking.20-05-003) – Beginning of the 2022 – 2023 IRP Cycle Issue
Integrated Resource Planning (IRP) is the CPUC’s greenhouse gas (GHG) reduction planning process.

Every two years, CCAs, investor-owned utilities (IOUs) and Direct Access providers must submit 57 of 92
Integrated Resource Plans documenting the resources they plan to procure through 2030 and the estimated attendant GHG emissions. The CPUC aggregates the plans to determine whether the electricity sector is on track to hit its portion of California’s 2030 GHG reduction goals while maintaining a reliable grid. The most recent IRPs were due in September 2020, and that IRP cycle concluded in February 2022 when CCCE’s plan was certified along with many others. The next IRP will be due in November 2022.

Impacts
The CPUC does not have direct jurisdiction over CCA procurement the way it does for IOUs. However, the CPUC has used its responsibility for achieving GHG reductions to justify ordering all load-serving entities participating in the IRP process (including CCAs) to procure extra resources if it finds the predicted system-wide trajectory 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 assigned slice of those mandates was 57.4 MW and 291 MW respectively, and future IRP cycles could bring additional procurement mandates.

Status
CCCE staff have identified the resources necessary to complete the 2022 IRP and early work is under way. In the meantime, compliance with the existing IRP procurement mandates has been complicated by covid-related supply chain disruptions that threaten to delay delivery on existing resource contracts.

CCCE has been proactively communicating with the CPUC to keep them informed and help develop the policy response to these market shifts.

Provider of Last Resort (POLR; Rulemaking.21-03-011) – Phase 1 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 customers if a CCA or direct access provider fails. Phase 1 of this proceeding focuses on fleshing out and formalizing the IOUs’ responsibilities as POLR. Phase 2 will create a process 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. Activity in this proceeding began in earnest in with a workshop on Phase 1 issues in October 2021, after which CalCCA submitted comments in December.

The second workshop on Phase 1 issues took place on 3/7/22 and covered a range of topics relevant to CCAs. The three biggest issues on the table for CCAs 1) the extent of responsibility the POLR should have for preemptively procuring resources before any customers are returned to POLR service, 2) how the FSR should be calculated, and 3) what the POLR’s relationship with compliance requirements such as the Renewable Portfolio Standard and Resource Adequacy programs should be.

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. 58 of 92
Status
CalCCA submitted comments and reply comments on the March workshop with suggestions on the FSR and outlining how the POLR responsibilities can be met without requiring advance procurement, which can raise ratepayer costs and affect already-tight resource markets. A Decision on Phase 1 issues is expected in late 2022.

Resource Adequacy Reform (R.21-10-002) – Structural Reform Issue
Resource Adequacy (RA) is the primary vehicle by which the CPUC carries out grid reliability planning to prevent blackouts and ensure continuous electric service in California. It currently requires all LSEs to demonstrate on an annual and monthly basis that they have purchased enough generating capacity to cover their share of the peak demand. 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 of service 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. This workshop series ran from September 2021 through January 2022, and was summarized in a report published in March 2022.

Over the course of the workshops two competing versions of the slice-of-day model have emerged.

The 24-slice model, developed by Southern California Edison, would create a separate RA requirement in all 24 hours of the day. The 2-slice model, developed by Gridwell Consulting, would be similar to the current peak-focused structure but add a second requirement during the “net peak.” Net peak is the peak demand after wind and solar generation are netted off, and typically occurs in the evening when the sun goes down, but demand is still relatively high.

There has been vigorous debate over many aspects of both these models, including how well they can capture future reliability needs, how they intersect with decarbonization efforts, and how each assigns value to different types of resources. This debate resulted in a split among stakeholder and within the CCA community. CCCE and five other CCAs believe the two-slice model is the best fit for the time being, and submitted comments in support of this model in March. Other CCAs support the 24-slice model, and it received enough support in the community for CalCCA to support it as well. Stakeholders are now waiting for a Proposed Decision on this issue, and the Commission is expected to release one by summer 2022.

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
No major updates this month; waiting for a Proposed Decision scheduled for release by summer 2022 that selects the updated slice-of-day method.

GO –156 Supplier Diversity Program (Rulemaking.21-03-010) – Decision Revising General Order 156 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. Its first attempt at this, through a Proposed Decision released in February 2022, failed to balance the 59 of 92
goals of the proceeding with other restrictions on supplier diversity efforts that apply to all public agencies including CCAs. CalCCA filed comments pointing out the errors in the Proposed Decision in on 3/1/22.

Impacts
CCCE submitted its first voluntary Supplier Diversity Report to the Commission in 2021 and its second such report on March 1, 2022. While required to submit to the requirements of SB 255 and GO-156, 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 would have created a legal conflict by failing to incorporate these limits on CCAs. CCAs would not be able to legally comply with the updates to GO 156 without violating Proposition 209.

Status
Shortly before the Proposed Decision was scheduled for a vote on 4/7/22, the CPUC released a revised version that accepted most of CalCCA’s suggested edits and resolved the major conflicts with Proposition 209. This revised version was accepted at the Commission’s 4/7//22 voting meeting, becoming a final Decision that will guide CCCE’s Supplier Diversity reports in 2023 and beyond.

California Energy Commission’s Updated Load Management Standards (LMS) Issue
Apart from the CPUC, the California Energy Commission (CEC) is the other state regulatory agency involved in energy policy and planning. CA’s Public Resources Code authorizes the CEC to adopt rules and regulations to reduce uneconomic and wasteful consumption of energy. Originally established in 1979, the Load Management Standards (LMS) regulations have resulted in industrial time-of-use rates, commercial audits, and residential load control programs.

That CEC is now undertaking its latest round of updates to the LMS regulations. The draft revisions to the LMS regulations would impose very detailed ratemaking requirements on all “utilities” – IOUs, POUs, and CCAs. In order to facilitate demand response and load flexibility, utilities must develop hourly marginal cost rates for each customer class that will be input into a CEC database of time dependent rates (the MIDAS system). The marginal cost rates must be based on California Independent System Operator (CAISO) marginal cost prices. Further, it requires these rates to “reflect the variations in the probability and value of system reliability of each component (generation, transmission, and distribution).” Rates must also reflect “the locational marginal cost of associated greenhouse gas emissions.” The regulation’s directives thus are very prescriptive in allocating costs and designing rates. These rates would be optional for customers to adopt, but development of this option for each customer class would be mandatory.

Impacts
Hourly marginal cost rates are complex to design and implement. Research thus far suggests that the current IOU data management framework will not support implementation of CCA real-time rates. The proposed LMS updates thus require development of rate options the CCAs may not be technically able to carry out.

The proposed LMS updates also pose a substantive threat to CCAs’ right to set their own rates. The revised regulations require each utility to develop a rate that complies with its requirements and present the rate to the ratemaking authority (e.g., CCA governing boards). The utilities must provide copies of their proposed rate for “informational purposes” to the CEC. Despite the seeming deference to the local ratemaking authority, failure to comply with the regulations can result in the Executive Director of the CEC filing a Complaint at the CEC or seeking injunctive relief. 60 of 92
Status
CalCCA has been engaged with this issue, most recently via comments on the proposed revisions. While pointing out the limitations on the CEC authority to dictate CCA rates, the comments also highlight the technical barriers to even voluntary CCA development of hourly marginal cost rates. This creates the possibility for the LMS updates to result in improved customer billing infrastructure that could be helpful to CCAs in the future. However, if the final regulations infringe too far on CCA rate-setting authority they may need to be appealed. Stakeholders are now waiting for the CEC to release an updated version of the LMS revisions in response to this round of comments, and the final version is expected to be voted on at the CEC by May 2022.

Legislative
California’s 2022 legislative session continues to work through policy committee hearings in the first house. Following Assemblymember Grayson’s withdrawal of CalCCA-sponsored AB 1814 last month, CCCE and the other CCAs have refocused on other bills affecting CCA operations and goals. Current bills of focus cover changes to integrated resource planning; GHG reporting; transmission planning; the financial security requirement (see the Provider of Last Resort proceeding in the regulatory section of this update); building decarbonization and reach codes; and transportation electrification. CCCE staff have been working with other CCAs, CalCCA, and other stakeholders to get bills amended favorably where possible and will update Board members on opportunities for advocacy as the need arises. 61 of 92
CCCE Contracts < $100k
Vendor Total Engagement Amount From To Service Scope Remarks 1 Planeteria Media $90,000 3/1/2022 9/30/2022 Web Design, Development and Supporting Services 2 Robert Olson $26,160 4/1/2022 3/31/2022 SLO Office Amendment No.1 to Extend Lease to 4 Successive 1 Year Period 3 Management Partners $9,900 3/16/2022 9/31/2022 Facilitation Services for Community Advisory Council Bylaws 62 of 92
Staff Report Item 6
TO: CCCE Operations Board of Directors
FROM: Tom Habashi, Chief Executive Officer
SUBJECT: Authorize the CEO to Execute A Financial Consultant Agreement with PFM Financial Advisors, LLC for a Two-Year Term and a Not to Exceed Amount of $350,000 (Action Item)
DATE: May 11, 2022
RECOMMENDATION:

This recommends that the Operations Board authorize the CEO to execute a two-year Agreement, from May 12, 2022 through May 11, 2024, with PFM Financial Advisors, LLC and its affiliate PFM Swap Advisors, LLC (collectively, “PFM”) for specialized financial consulting service, in a Not To Exceed (NTE) amount of $350,000.

BACKGROUND:

CCCE is developing an array of financial strategies to lower costs, develop new power supply facilities, advance transportation electrification, and increase flexibility in CCCE’s operating budget. It is prudent to engage experienced consultants who can advise and support CCCE in the design, implementation, and execution of such strategies. Accordingly, CCCE issued a Request for Proposals (“RFP”) in April 2022 for a vendor. An invitation to submit proposals was distributed to qualified prospective candidates and was made publicly available on the CCCE website. CCCE received two proposals in response to the RFP. After an evaluation process, PFM received the highest score based on their pricing, proven capabilities, breadth of services, and experience with the types of transactions CCCE is considering.

DISCUSSION/ANALYSIS:

CCCE is exploring a range of financial strategies that would combine financial strength and innovative thinking to prudently advance its mission. For example:
 Facilitate prepays of CCCE’s Power Purchase Agreements (PPAs), receiving a discount on the contract price. Historically, prepays have yielded savings of 7%-12% of the contract price  Issue debt to support the ownership of storage assets; debt issuance would reduce the need to increase customer rates or alter the trajectory of the Rate Stabilization Fund 63 of 92
 Offer financing that enables fleet owners to electrify fleets and pay for distribution system upgrades in exchange for long-term electric rates. This would accelerate decarbonization while adding electric demand and providing long-term rate stability
 Incorporate program fees into fleet financing and securitize the loans, reducing credit risk and increasing CCCE’s ability to accelerate decarbonization  Increase returns on CCCE’s cash balances and reserve funds by optimizing treasury operations and updating the Investment Policy. This would increase flexibility in CCCE’s operating budget and reduce rate pressure
CCCE is prioritizing increasing its institutional capacity to originate and manage such initiatives. An experienced consultant would fill three roles:
 Function as a bridge while CCCE builds its institutional capacity; the consultant would support the design and implementation of initiatives
 Increase participation in initiatives such as debt issuances and prepays. CCCE is a new issuer that is not well-known in financial markets
 Provide an independent view of initiatives’ risks and economics Transactions such as the energy prepay are particularly complex, with large numbers of components and process. Retaining an experienced financial consultant is prudent and essential.

Selection Process
RFP proposals were evaluated based on the respondents’ experience and the proposals’ comprehensiveness. Both respondents met criteria for interviews. During the interviews, both respondents were asked questions that gauged the depth of their knowledge in transactions under consideration by CCCE. For example:
 Mechanics and consequences of a default by one of the parties in the PPA in a prepay  Experience with structured financing situations such as those where CCCE loans transit agencies funds for fleet electrification in exchange for long-term rate contracts, and then securitizes the loans Respondents were scored across multiple factors, including their relevant experience and capacity to provide the full spectrum of services. PFM’s pricing and breadth of services were materially superior to the other respondent. It provides a full range of services that could be valuable to CCCE, from treasury consulting and prepays to debt issuance. PFM has executed or is in the process of executing 5 electric prepays in California. It has over 45 years of experience providing independent financial advice to local, state, and regional governments. In 2021, it advised on 935 bond transactions with a par value of over $69 billion.
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Proposed Services
A wide range of services will be provided under the contract. These include but are not limited to:
 Prepay Transaction
o Develop a financing plan in concert with CCCE, which will include recommendations on the timing and number of series of bonds to be issued
o Review transaction legal documentation and assist with the negotiation of terms with associated counterparties
o Coordinate with CCCE and other advisors with respect to furnishing data for offering documents
o In coordination with the deal team, develop credit rating presentation and coordinate with CCCE on the overall presentation to rating agencies
o Assist with disclosure documents
o Arrange for the closing of the transaction including, but not limited, to bond printing, signing and final delivery of the bonds
o Advise on the financing alternatives available to CCCE o Develop options for debt issuance component, including maturity schedule and cash flows o Assist and advise CCCE in negotiations with investment banking groups on fees, bond pricing, final terms
o Advise CCCE on bond market conditions
o Provide financial modeling services and data on comparable transactions  Financial Consulting
o Support and advise CCCE on debt issuance, including structures, alternatives, terms, and pricing. CCCE reserves the right to RFP separately for a dedicated debt issuance Municipal Advisor
o Support and advise CCCE in the evaluation and risk analysis of innovative financing structures
o Support and advise CCCE in its review and update of financial policies and procedures o Provide strategic modeling and planning services
o Assist on related and special projects as requested
Proposed Pricing Structure
 Total NTE of $350,000
 Flat fee of $250,000 for prepay transaction, paid from the bonds issued as part of the prepay facilitation
 Prepay fee contingent on successful transaction execution, including Board approval  Flat fee of $25,000 for 80-hour block of consulting services  Firm fixed rates for any hours beyond the 80-hour block 65 of 92
FISCAL IMPACT:

The prepay fees of $250,000 will be paid out of the bond issuance that is part of the prepay structure.

Consulting services fees incurred through September 30, 2022 will be paid out of the FY2021-22 budget.

Forecasted consulting services fees will be included in the budgets for FY2022-23 and FY2023-24.

CONCLUSION:

The Board’s approval and authorization for the CEO to engage PFM as a financial consultant is crucial to unlocking value for CCCE customers and delivering on CCCE’s mission of decarbonization.

ATTACHMENT(s):

1. CCCE PFM Agreement
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CENTRAL COAST COMMUNITY ENERGY

STANDARD SERVICES AGREEMENT
This Agreement is made by and between CENTRAL COAST COMMUNITY ENERGY (“CCCE”) and PFM FINANCIAL ADVISORS LLC, a Delaware Limited Liability Company whose address is 555 W. 5th Street, Suite 3500, Los Angeles, CA 90013 (“PFMFA”), together with its affiliate, PFM Swap Advisors LLC whose address is 1735 Market Street, 42nd Floor, Philadelphia PA 19103 (“PFM Affiliate” or “PFMSA”) (hereinafter “CONTRACTOR”).

PFMFA and PFM Affiliate shall both be bound to the terms and conditions of this Agreement; provided, however,that eachwillprovideitsservicespursuanttoa separate scopeofwork (“Scope of Work”), included in Exhibit “A” to this Agreement. Collectively, PFMFA and PFM Affiliate shall be referred to throughout this Agreement as “CONTRACTOR”.

CCCE 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. CCCE hereby engages CONTRACTOR to perform, and CONTRACTOR hereby agrees to perform, the services described in Exhibit A in conformity with the terms of this Agreement. The goods and/or services are generally described as: Financial Consulting

1.2. CONTRACTOR acknowledges and agrees that CONTRACTOR owes a fiduciary duty to CCCE and further agrees to make full disclosure to CCCE of all business opportunities pertaining to CCCE’s business and shall not act for CONTRACTOR’s own benefit concerning the subject matter of CONTRACTOR’s fiduciary relationship.

Upon request of CCCE, CONTRACTOR or an affiliate of CONTRACTOR may agree to additional services to be provided by CONTRACTOR or an affiliate of CONTRACTOR, by a separate writing, including separate scope and compensation, between CCCE and CONTRACTOR or its respective affiliate. For the sake of clarity, any separate agreement between CCCE and an affiliate of CONTRACTOR shall not in any way be deemed an amendment or modification of this Agreement.

2. PAYMENT PROVISIONS

2.1. CCCE 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 CCCE to CONTRACTOR under this Agreement shall not exceed the sum of $_350,000_____________.

3. TERM OF AGREEMENT

3.1. The term of this Agreement is from the date of execution until _______May 11, 2024____, 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 CCCE, with CCCE’s execution to be last in time.

CONTRACTOR may not commence work under this Agreement before CCCE signs this Agreement.

3.2. CCCE 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. 67 of 92

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

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 CCCE or immediate family of an employee of CCCE.

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 CCCE 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. CCCE 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 CCCE and the CONTRACTOR.

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

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

7. TERMINATION

7.1. During the term of this Agreement, either party may terminate the Agreement for any reason by giving written notice of termination to the other party at least ninety (90) days prior to the effective date of termination. Such notice shall set forth the effective date of termination. In the 68 of 92
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. CCCE may cancel and terminate this Agreement for good cause effective immediately upon written notice to CONTRACTOR. “Good cause” includes the failure of CONTRACTOR to perform the required services at the time and in the manner provided under this Agreement. If CCCE terminates this Agreement for good cause, CCCE may proceed with the work in any manner, which CCCE deems proper.

8. INDEMNIFICATION

8.1. CONTRACTOR shall indemnify, defend, and hold harmless CCCE, its Directors, Board members, officers, agents and employees from any claim, liability, loss, injury or damage arising out of, or in connection with, the negligent or intentionally wrongful 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 CCCE. It is the intent of the parties to this Agreement to provide the broadest possible coverage for CCCE.

The CONTRACTOR shall reimburse CCCE 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 CCCE 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 CCCE.

8.1.2.Notwithstanding any other provision of this Agreement, CCCE 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 CCCE.

9.2. CONTRACTOR shall maintain in effect throughout the term of this Agreement a policy or policies of insurance with the following:

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.

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.
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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.

9.2.1.5. Other Insurance Requirements, 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.

9.3. 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 CCCE, 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 CCCE 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. CONTRACTOR and its 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. CONTRACTOR shall not disclose any confidential records or other confidential information received from CCCE or prepared in connection with the performance of this Agreement, unless CCCE specifically permits CONTRACTOR to disclose such records or information or disclosure is required by law or judicial or regulatory process. CONTRACTOR shall promptly transmit to CCCE any and all requests for disclosure of any such confidential records or information. CONTRACTOR shall not use any confidential information gained by CONTRACTOR in the performance of this Agreement except for the sole purpose of carrying out CONTRACTOR’s obligations under this Agreement.

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 70 of 92
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. Upon expiration or termination of this Agreement, CONTRACTOR shall return to CCCE any CCCE records which CONTRACTOR used or received from CCCE to perform services under this Agreement.

10.3. 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.

10.4. CCCE 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 to the extent that is practicable and upon reasonable notice. 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 CCCE or as part of any audit of CCCE, 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.

10.5. CCCE shall have a royalty-free, exclusive and irrevocable license to reproduce, publish, and use, and authorize others to do so, all original computer programs, writings, sound recordings, pictorial reproductions, drawings, and other works of similar nature produced in the course of or under this Agreement. CONTRACTOR shall not publish any such material without the prior written approval of CCCE.

11. NON-DISCRIMINATION

11.1. 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.

12. INDEPENDENT CONTRACTOR

12.1. 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 CCCE. No offer or obligation of permanent employment with CCCE and CONTRACTOR shall not become entitled by virtue of this Agreement to receive from CCCE any form of employee benefits 71 of 92
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 CCCE harmless from any and all liability which CCCE may incur because of CONTRACTOR’s failure to pay such taxes.

13. NOTICES

13.1. Notices required under this Agreement shall be delivered personally or by first-class, postage pre-paid mail to CCCE and CONTRACTOR’S contract administrators at the addresses listed below:

Central Coast Community Energy PFM Financial Advisors LLC Chief Financial Officer Managing Director
70 Garden Court, Suite 300 555 W. 5th Street, Suite 3500 Monterey, CA 93940 Los Angeles, CA 90013

14. MISCELLANEOUS PROVISIONS

14.1. 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.

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

14.3. Waiver. Any waiver of any terms and conditions of this Agreement must be in writing and signed by CCCE 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.

14.4. 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.

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

14.6. 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 CCCE None of the services covered by this Agreement shall be subcontracted without the prior written approval of CCCE. Notwithstanding any such subcontract, CONTRACTOR shall continue to be liable for the performance of all requirements of this Agreement.

14.7. Successors and Assigns. This Agreement and the rights, privileges, duties, and obligations of CCCE 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.

14.8. Compliance with Applicable Law. The parties shall comply with all applicable federal, state, 72 of 92
and local laws and regulations in performing this Agreement.

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

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

14.11. Governing Law. This Agreement shall be governed by and interpreted under the laws of the State of California.

14.12. Non-exclusive Agreement. This Agreement is non-exclusive and both CCCE and CONTRACTOR expressly reserve the right to contract with other entities for the same or similar services.

14.13. Construction of Agreement. CCCE 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.

14.14. 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.

14.15. Authority. Any individual executing this Agreement on behalf of CCCE 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.

14.16. Integration. This Agreement, including the exhibits, represent the entire Agreement between CCCE 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 CCCE and the CONTRACTOR as of the effective date of this Agreement, which is the date that CCCE signs the Agreement.

14.17. 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. 73 of 92
SIGNATURE OF THE PARTIES:

PFM Financial Advisors LLC Central Coast Community Energy BY:____________________________________ BY:______________________________________ Michael Berwanger, Managing Director Tom Habashi, CEO
Date: ____________________________
Approved as to Form
BY:______________________________________
Brian Kimball, General Counsel
Date: ____________________________
PFM Swap Advisors LLC
BY:__________________________________
George Hu, Senior Managing Consultant
Date: ____________________________ Date: ____________________________ Approved as to Financial Terms
BY:______________________________________
Jaya Bajpai, Chief Financial Officer
Date: ____________________________
May 2, 2022
May 02,2022
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Exhibit A: Scope of Services

PFM FINANCIAL ADVISORS LLC
The terms and conditions of the Agreement between CCCE, PFMFA and PFMSA are incorporated into this Scope of Services by reference.

Working with PFMSA, PFMFA will provide the following portion of the Scope of Services:

PFM Financial Advisors LLC (as Municipal Advisor) Scope of Services Transaction Services PFM will take the lead role acting as Project Manager throughout the prepay bond financing process.

Prepay Documentation and Planning
• Develop a financing plan in concert with CCCE staff which would include recommendations as to the timing and number of series of bonds to be issued.
• Review transaction legal documentation; provide suggestions, modifications and enhancements where appropriate and assist with the negotiation of terms with associated counterparties. • Coordinate with CCCE staff and other advisors with respect to furnishing data for offering documents, it being specifically understood that PFM is not responsible for the inclusion or omission of any material in published offering documents
• In coordination with the deal team, develop credit rating presentation and coordinate with CCCE on the overall presentation to rating agencies.
• Assistance with putting together the necessary disclosure related to CCCE (separately and together, if and where relevant) in the disclosure documents. • Arrange for the closing of the transaction including, but not limited, to bond printing, signing and final delivery.

Prepay Financial Planning and Modelling
 Advise CCCE staff on the various financing alternatives available.  Develop alternatives related to debt transaction including evaluation of maturity schedule and cash flow requirements.
 Assist CCCEin the procurement of ancillary servicesrelating to debt issuance such as printing, trustee, paying agent, registrar, etc.
 Analyze financial and economic factors to determine if the issuance of prepayment bonds is appropriate.
 Provide financial modeling services and data on comparable deal pricing and deal economics.  As applicable, advise CCCE on the condition of the bond market at the time of sale, including volume, timing considerations, competing offerings, and general economic considerations.  Assist and advise CCCE in negotiations with investment banking groups regarding fees, pricing of the bonds and final terms of any security offering; make recommendations regarding a proposed offering to obtain the most favorable financial terms based on existing market conditions.

Financial Consulting Services
• Support and advise CCCE in the review and update of financial policies and procedures, including but not limited to the Debt Management policy
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• Support and advise CCCE on debt issuance, including structures, alternatives, terms, and pricing.

CCCE reserves the right to RFP separately for a dedicated debt issuance Municipal Advisor • Support and advise CCCE in the design, evaluation and risk analysis of innovative financing structures
• Assist CCCE in the development of the various capital projects by identifying potential revenue sources, analyze financing alternatives such as pay-as-you-go, lease/purchasing, short-term vs. long-term financings, public/private projects and grants, and provide analysis of each alternative as required as to the budgetary and financial impact
• Provide strategic modeling and planning services
• Attend meetings with CCCE’s staff, consultants and other professionals and CCCE • Assist on related and special projects as requested
FINANCIAL ADVISORY REQUIRED DISCLOSURES:

PFMFA is a registered municipal advisor with the Securities and Exchange Commission (the “SEC”) and the Municipal Securities Rulemaking Board (the “MSRB”), pursuantto the Securities Exchange Act of 1934 Rule 15Ba1-2. If CCCE has designated PFMFA as its independent registered municipal advisor (“IRMA”) for purposes of SEC Rule 15Ba1-1(d)(3)(vi) (the “IRMA exemption”), then services provided pursuant to such designation shall be the services described in this Scope of Services, subject to any agreed upon limitations. Verification of independence (as is required under the IRMA exemption) shall be the responsibility of such third party seeking to rely on such IRMA exemption. PFMFA shall have the right to review and approve in advance any representation of its’s role as IRMA to CCCE.

MSRB Rules require that municipal advisors make written disclosures to their clients of all material conflicts of interest, certain legal or disciplinary events and certain regulatory requirements. Such disclosures are provided in PFMFA’s Disclosure Statement delivered toCCCE prior to or together with this Agreement.

Team Members:

Michael Berwanger, Managing Director
James Carbone, SMC
Eric Smith, SMC
Woodson Powell, SMC
Other personnel to be assigned as necessary
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PFM SWAP ADVISORS LLC
The terms and conditions of the Agreement between CCCE, PFMFA and PFMSA are incorporated into this Scope of Services by reference.

Working with PFMFA, PFMSA will provide the following portion of the Scope of Services:

PFM Swap Advisors LLC ( as Swap Advisor and QIR) Scope of Services Transaction Services • PFMSA will serve CCCE as Municipal Advisor and designated Qualified Independent Representative (“QIR”) in the provision of general swap advisory services related to any swap-related communication, interaction or other discussion (“Swap Communication”) between CCCE and Swap Dealers (as such term is defined by the Securities and Exchange Commission (“SEC”) and the Commodity Futures Trading Commission (“CFTC”)). PFMSA is obligated to comply with the applicable requirements of CFTC Regulation 17 CFR 23.450(b)(1) in providing QIR services to CCCE. • As QIR to CCCE, PFMSA will make available qualified professionals to participate in discussions and other interactions with Swap Dealers as CCCE finds necessary or desirable. Additionally, PFMSA will assist CCCE with analysis of any proposals from Swap Dealers. PFMSA may assist CCCE with other swap related tasks suchas helping write a swap policy or other related analysis upon CCCE’s request. PFMSA will also assist CCCE, as needed, in completing the ISDA Dodd-Frank Protocols and other matters to comply with the regulatory requirements imposed under Title VII of the Dodd-Frank Wall Street Reform and Consumer Protection Act.
i. Analyze and model alternative hedge structures and provide price indications; ii. Review and comment on all hedge documentation and business terms; iii. Assist in counterparty selection and developing terms for a request for bids (if desired); iv. Review competitive bids and make a recommendation for award or if so determined v. Negotiate the pricing terms and structure with the Counterparty(s); vi. Coordinate the closing of the transaction.

SWAP ADVISORY REQUIRED DISCLOSURES
PFMSA agrees that it will not deal with itself or with any other affiliated company or individual in making purchases or sales of the Swaps or any securities pursuant to this engagement, nor will it take a long or short position in securities subject to purchase or sale in connection with the 77 of 92
Swaps. PFMSA confirms that it has no interest in the purchase or sale of the Swaps other than as described in this Scope of Services and except for any financial or investment advisory agreement between CCCE and PFMSA affiliates, or PFM Financial Advisors LLC.

MSRB Rules require that municipal advisors make written disclosures to its clients of all material conflicts of interest and certain legal or disciplinary events and certain regulatory requirements. Such disclosures are provided in PFMSA’s Disclosure Statement delivered to CCCE prior to or together with the Agreement.

PFMSA is a registered municipal advisor with the SEC and the Municipal Securities Rulemaking Board (the “MSRB”), pursuant to the Securities Exchange Act of 1934 Rule 15Ba1-2. As of the date of the Agreement, CCCE has not designated PFMSA as its independent registered municipal advisor (“IRMA”) for purposes of SEC Rule 15Ba1-1(d)(3)(vi) (the “IRMA exemption.”). CCCE agrees not to represent that PFMSA is CCCE’s IRMA with respect to any aspect of a municipal securities issuance or municipal financial product, without PFMSA’s prior written consent.

Team Members:

George Hu, Senior Managing Consultant
Alfred Mukunya, Director
Other personnel to be assigned as necessary
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Exhibit B: Payment Terms
Bond Transaction(s)
The compensation to be paid to CONTRACTOR under this Agreement, including the servicesprovided by PFM Swap Advisors LLC,for allservices described in Exhibit “A” and reimbursable expenses shall not exceed a total of $250,000 for CCCE’s prepayment transaction. Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to CCCE unless previously approved in writing by CCCE. Consultant compensation on prepayment transactions will be allocated between PFM Financial Advisors LLC and PFM Swap Advisors LLC based upon final known distribution of work between the two parties for their respective scopes of work.

Financial Consulting Services
The compensation to be paid to CONTRACTOR under this Agreement for PFM Financial Advisors LLC’sFinancial Consulting Services, as described in Exhibit “A”. shall be $25,000 for 80 hours of work billed at a rate of $312.50/hour regardless of Employee Title. After the 80-hour block has been exhausted, services will be billed at the following hourly rates:

PFM HOURLY RATES

PFM EMPLOYEE TITLE HOURLY RATE
Managing Director $375
Director $340
Senior Managing Consultant $310
Senior Analyst $275
Analyst $250
Payment
All compensation for bond transaction services to be paid to CONTRACTOR, including payment to PFM Swap Advisors LLC on prepayment transactions by CCCE under this Agreement shall be paid upon closing of the Bonds and shall be payable solely from the proceeds of the Bonds. In the event, that the Bonds do not issue or close for any reason neither CCCE nor the issuer of the bonds, who is expected to be California Community Choice Financing Authority, shall owe any monies to Consultant for the services provided pursuant to this Agreement.

Hourly engagements will be billed quarterly. All invoices, with detailed itemized charges including dates and times worked, must be sent to [email protected].

Reimbursable Expenses
Administrative, overhead, secretarial time or overtime, word processing, photocopying, in house printing, insurance and other ordinary business expenses are included within the scope of payment for services and are not reimbursable expenses. Travel expenses must be authorized in advance in writing by CCCE. 79 of 92
Additional Services
Consultant shall provide additional services outside of the services identified in Exhibit A only by advance written authorization from CCCE Representative prior to commencement of any additional services.

Consultant shall submit, at CCCE Representative’s request, a detailed written proposal including a description of the scope of additional services, schedule, and proposed maximum compensation. Any changes mutually agreed upon by the Parties, and any increase or decrease in compensation, shall be incorporated by written amendments to this Agreement.
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15 Contract Number: ______________ 5/2/2022
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).

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 81 of 92
16 Contract Number: ______________ 5/2/2022
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 -- CCCE, CONTRACTOR, and any staff, employees, or sub consultants contracted by CCCE 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 CCCE 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 CCCE on a quarterly basis.

4. Any discovery of any unauthorized release of Covered Information must be reported to CCCE 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 CCCE’s Dir. of Finance and Administration (or another executive manager) immediately.

2. CONTRACTOR will quantify and validate the type and extent of unauthorized release and report that information to CCCE’s Dir. of Finance and Administration in writing with sufficient detail for CCCE 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 CCCE’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: Support Policy Board Support for CCCE Turnkey Ownership Model for Front of the Meter Energy Storage Assets (Discussion Item)
DATE: May 11, 2022
RECOMMENDATION:

This recommends the Operations Board support the Policy Board further support funding and developing front of the meter energy storage assets that CCCE will own and operate.

BACKGROUND:

CCCE’s first power purchase agreements were executed in fall 2018. Those first PPAs and each PPA since then have been fixed price, take and pay contract structures.

CCCE launched its first of its kind Front of the Meter Energy Storage (FMES) effort in December 2021 to deploy 1 to 5 MW sized energy storage systems, throughout the CCCE service area. As part of its solicitation, CCCE asked developers for both offtake (an energy service contract) and turnkey (asset ownership) proposals.

Since launching the FMES effort, impacts to battery component manufacturing and supply chain issues have compounded other market pressures caused by California Public Utilities Commission (the “Commission”) procurement mandates and interconnection delays.

DISCUSSION/ANALYSIS:

The option to own and operate the FMES battery systems can reduce costs, provide CCCE greater operational control, and streamline project delivery.

To date, CCCE has not owned any assets and has utilized long-term offtake agreements under which a private developer builds, owns and operates a facility while CCCE has a right to power at a fixed price for a fixed term.
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CCCE extended its review of the 73 distinct offers from 13 developers for FMES systems while also evaluating a separate joint solicitation for solar plus storage and standalone battery storage to address the Commission’s Mid Term Reliability procurement order. The offered projects (some by the same developers) along with information begin shared by several of CCCE’s power purchase agreement developers reflected volatility in the market and required closer evaluation of turnkey offers for CCCE’s FMES initiative.

In April, CCCE shortlisted Depcom Power for the design and construction of the first tranche of energy storage facilities at CCCE’s member-agency sites. Upon commissioning of these projects, CCCE will own these assets. Depcom has provided CCCE with operations and maintenance quotes although those services are anticipated to be separately solicited.

Benefits/Risks of FMES Ownership Model
Costs: Ownership of the anticipated FMES batteries can achieve potential cost savings between 3% and 13% at the end of the typical contract term when compared to the current market costs associated with a long-term offtake agreement. Savings are influenced by CCCE project delivery capabilities, cost of operation and maintenance, site control activities, insurance, and financing costs. CCCE can reap the full economic benefit of turnkey battery delivery models when the system is actively managed and monitored to deliver optimal performance.

Potential risks with the turnkey model include the upfront project financing, potential degradation of the battery, and the ongoing variable costs associated with site control and maintenance. Staff anticipates that favorable bonding terms and life expectancy depreciation would minimize (or offset) any rate impacts from the upfront expenditure associated with ownership. The operation and maintenance of the battery system become critical to recouping upfront costs and materializing savings over the life of the battery.

Operational: The turnkey approach can provide greater operational control to CCCE. Ownership will provide CCCE greater operational control to charge and discharge the battery to optimize operations around CCCE needs, whether those are firming solar deliveries, optimizing energy arbitrage, or potential islanding during high stress grid events.

Additionally, CCCE will have greater control, and higher likelihood of success, at utilizing PG&E’s Community Microgrid Enablement Tariff and Program.

As referenced above, the risk of battery degradation could materially alter the savings anticipated over the life of the battery system. Battery degradation is generally the increased inefficiency of the battery and reduced capacity caused by the interactions of the battery chemicals and material components. 84 of 92
Degradation is generally not linear with rapid degradation occurring quickly after a point. The increase of lithium-ion applications for electric vehicles have disrupted the previously accepted “declining cost curve” model that most assumed would make degradation a minor operational impact. In addition to contracting for operations and maintenance services, CCCE anticipates exploring diverse battery technologies, and keeping the turnkey project centered on the small FMES effort to reduce degradation impacts.

Project Delivery: The current market for battery materials, manufacturing, and delivery is impacted by ongoing COVID 19 and supply chain issues. Under the turnkey model, CCCE is responsible for design, procurement, interconnection, construction, commissioning, insurance, operations, and decommissioning. While it is important to partner with industry experts in each of these areas, the turnkey model allows CCCE to be directly involved in these important processes and have decision-making authority that can reduce unexpected costs. Moreover, because the FMES sites are located on member agency sites, the turnkey model keeps CCCE as the main point of interface with its member agencies to ensure site access, reduce operational impacts to civic operations, and address emergency issues should they arise in the future.

FISCAL IMPACT:

There is no financial impact associated with this report. The decision to own FMES battery systems will likely require a bond issuance, establishment of a capital budget allocation for ongoing maintenance, decommissioning and replacement, and operation and maintenance contract(s) over the life of the systems. These impacts will be further evaluated.

CONCLUSION:

The Operations Board’s support of the turnkey model allows CCCE to further evaluate how to reduce inherent risks and manage battery system delivery in the manner most likely to reduce costs, provide greater operational control, and streamline project delivery. 85 of 92
Staff Report Item 8
TO: CCCE Operations Board of Directors
FROM: Tom Habashi, Chief Executive Officer
SUBJECT: Adopt Resolution No. OB-2022-01 Delegating to the CEO Certain Contract Administration Authority to Resolve Disputes and Potential Delays on Existing Power Purchase Agreement and to Enter Specialized Legal Services Agreements for Support (Action Item)
DATE: May 11, 2022
RECOMMENDATION:

This recommends the Operations Board delegate certain contract administration authority to the Chief Executive Officer (CEO) to resolve disputes and potential project delays on existing power purchase agreements and/or energy storage service agreements (PPAs and ESSAs) when exigent circumstances arise. Such delegation includes the ability to execute amendments to PPAs and ESSAs that may waive or alter certain pre-commercial operation contract terms. This further recommends the CEO be delegated authority to enter specialized legal services agreements in an amount not to exceed $200,000 per year for support, which may include initiation of litigation where the Executive Committee has so authorized.

BACKGROUND:

CCCE entered twelve long term renewable resource contracts to fulfill CCCE’s legislative mandate for Renewable Portfolio Standards (RPS) as well as CCCE’s own board adopted 100% Clean and Renewable by 2030 goal.

During the past few weeks, CCCE was informed by several counter parties to these long-term agreements that, due to several factors, that the projects will not be ready for commercial operation on the agreed upon starting date.

The counter requested to meet to discuss their hardship and asked that certain changes will be required to the agreement in order for them to proceed forward with project development. 86 of 92
DISCUSSION/ANALYSIS:

Staff seeks an additional delegation of authority to the CEO to better support the CEO’s ability to work collaboratively with developers to timely deliver CCCE’s previously executed PPAs and ESSAs as expediently and cost effectively as practicable.

CCCE’s PPA and ESSA approvals typically include delegated authority for the CEO to execute the agreement and any ancillary documents to effectuate the agreements. This delegation of authority is intended to be ministerial and administrative in nature. Core terms such as product, price, quantity, and term are all approved by the Operations Board in the first instance.

PPAs and ESSAs generally require significant lead time for development, engineering, construction, and commissioning with each of those areas outside of CCCE’s control and oversight. Unfortunately, exigent circumstances have arisen that may require deviations to pre-commercial operation contract administration such as assessment of liquidated damages, the re-establishment of construction and commercial start dates, delay of full California Independent System Operator (CAISO) deliverability, repricing precontract term energy deliveries, and/or restructuring telemetry and metering configurations.

In the past several months, CCCE was informed by counter parties that such exigent circumstances impacted several of its projects. Such circumstances include the unprecedented volatile market conditions spurred by COVID 19, supply chain disruptions, California Public Utilities Commission (the “Commission”) Mid Term Reliability procurement mandate, interconnection and permitting delays, international tariff enforcement, as well as escalating material costs due to the war in Ukraine are increasingly cited by developers as justification for requested delays to commercial operation. These circumstances and the current market prices are further encouraging some opportunistic behavior among developers who have openly demanded to renegotiate core contract terms under threat of completing and reselling the project rather than honoring their contract obligations to CCCE. Developer requests have ranged from one to five-year online delays and substantial price increases.

If left unchecked, the market circumstances, delays, and opportunistic behavior could have significant impacts on CCCE regulatory compliance, internal procurement goals, and customer rates. Most significantly, the next RPS compliance period covers from 2021 to 2024 and requires 26% of CCCE’s portfolio come from long term agreements and carries a $50/MWh penalty for non-compliance.

Additionally, power scheduled to be delivered in 2022 and 2023 from PPAs and/or ESSAs will be replaced at significantly higher prices from the short-term market.

The additional delegation of authority sought here is one of several coordinated efforts in which CCCE is engaged to deliver the contracted for resources and protect customers. CCCE has clearly communicated to its counterparties that it will not renegotiate core contract terms but does recognize the challenges facing the industry. To that end, CCCE continues to evaluate each PPA/ESSA individually to determine 87 of 92
their unique risks and opportunities. Windows for negotiations with developers, their parent companies, equity investors, and tax investors are narrow and require CCCE to respond quickly. As such staff seeks further delegation to the CEO to negotiate and amend existing PPAs / ESSAs to deliver projects as quickly and cost effectively within the following guidelines:

1. Any agreement or amendment may adjust the construction start or commercial operation date for all or part of a PPA/ESSA but shall not adjust the agreement term without prior approval by the Executive Committee. E.g., the extension of the commercial operation date may change the dates in which a 20-year agreement is operable but shall not shorten or extend the 20-year term.

2. Any agreement or amendment may waive, forebear, or otherwise adjust the accrual or collection of liquidated damages and/or project securities should the CEO determine such adjustment is in the best interest of CCCE.

3. Any agreement or amendment shall not alter the pricing under the PPA/ESSA after commercial operation is achieved without Board approval. Pre-commercial operation pricing may be adjusted within the discretion CEO should the CEO determine such adjustment is in the best interest of CCCE.

4. The CEO will provide timely updates to the Boards, Energy Risk Management Committee, and Executive Committees when such agreements or amendments are executed under this delegated authority.

5. The authority delegated hereunder shall be limited to December 21, 2022 and may only be extended by further action of the Operations Board.

Additional Actions
In addition to working with developers to address project deliverability, CCCE staff is exploring replacement projects and alternative compliance solutions as well as working with CalCCA, the Commission, legislators, and the Governor’s Office.

By statute, the Commission may only waive compliance under certain circumstances. Here, the likely avenue for waiver is under Public Utilities Code section 399.15(b)(5). To argue for waiver, CCCE would need to establish that circumstances beyond its control prevented compliance and that CCCE took all reasonable actions within its control “to achieve full compliance.” Such reasonable efforts may require CCCE evaluate all replacement projects or alternative compliance products even if such projects are outside CCCE’s enhanced clean energy procurement goals. 88 of 92
Staff is working through CalCCA and other CCAs to highlight the need for a legislative solution that recognizes the unprecedented market conditions facing the entire industry, and that under current circumstances the prescribed penalties may require CCAs to slow efforts to procure clean resources in circumvention of the state’s climate goals.

FISCAL IMPACT:

The proposed delegation of authority to the CEO may result in additional costs under the PPAs/ESSAs, but those costs are uncertain at this time. Such additional costs are limited as set forth in the recommended guidelines and are not expected to exceed the originally approved not-to-exceed authority approved by the Board when executing the various PPAs/ESSAs.

CONCLUSION:

The Operations Board’s adoption of Resolution OB-2022-01 enables the CEO to negotiate and potentially amend existing PPAs and ESSAs in a manner that does not alter core terms (such as product, quantity, price, or term) in order to aid in the delivery of contracted for resources as quickly and cost effectively as possible.

ATTACHMENTS

1. DRAFT Resolution OB-2022-01
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DRAFT RESOLUTION NO. OB-2022-01

A RESOLUTION OF THE OPERATIONS BOARD OF DIRECTORS OF

CENTRAL COAST COMMUNITY ENERGY

DELEGATION TO THE CHIEF EXECUTIVE OFFICER CERTAIN CONTRACT ADMINISTRATION

AUTHORITY TO RESOLVE DISPUTES AND POTENTIAL DELAYS ON EXISTING POWER

PURCHASE AND/OR ENERGY STORAGE SERVICE AGREEMENTS AND FURTHER

DELEGATING AUTHORITY TO ENTER INTO SPECIALIZED LEGAL SERVICE AGREEMENTS

FOR SUPPORT
WHEREAS, Central Coast Community Energy ("CCCE") is a Joint Powers Authority established and operated pursuant to California Government Code section 6500 et seq. to study, promote, develop, conduct, operate, and manage energy programs in the California Central Coast region of Santa Cruz, Monterey, San Benito, Santa Barbara Counties, and certain cities within San Luis Obispo County; and
WHEREAS, CCCE has entered long term power purchase and energy storage service agreements (PPAs and ESSAs respectively) to meet its electric power demand and fulfill CCCE’s regulatory obligations and self-imposed goals for procurement electricity from 100% clean and renewable resources by 2030; and
WHEREAS, in approving existing PPAs and ESSAs the Operations Board has delegated ministerial and administrative authority to the Chief Executive Officer (CEO) to execute the PPAs/ESSAs and ancillary documents to effectuate the PPAs/ESSAs; and WHEREAS, exigent circumstances, including unprecedented volatile market conditions spurred by COVID 19, supply chain disruptions, California Public Utilities Commission (the “Commission”) Mid Term Reliability procurement mandate, interconnection and permitting delays, international tariff enforcement, as well as escalating material costs due to the war in Ukraine are increasingly cited by developers as justification for requested delays to commercial operation; and
WHEREAS, in addition to the exigent circumstances described above, CCCE has seen opportunistic developer behavior including demands to renegotiate core contract terms such as product, quantity, price, and term; and
WHEREAS, if left unchecked, such circumstances, delays and opportunistic behavior may have significant impacts on CCCE regulatory compliance, internal procurement goals, and potentially rates; and
WHEREAS, CCCE has communicated to each of its counterparties that it will not renegotiate core contract terms and continues to evaluate each PPA/ESSA to determine their unique risks and opportunities; and
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WHEREAS, CCCE must respond quickly to negotiate agreements and amendments in the best interest of CCCE and our customers; and
WHEREAS, CCCE may need specialized legal services to support negotiations, amendments, and potentially litigation to enforce existing PPA terms; and WHEREAS, the Board wishes to delegate additional authority to the Chief Executive Officer to execute necessary amendments to existing PPAs/ESSAs within the guidelines established in this Resolution.

NOW, THEREFORE, the Operations Board of Directors of Central Coast Community Energy does hereby resolve, determine, and order as follows:
1) The Chief Executive Officer is delegated additional contract administration authority to potentially amend existing PPAs and ESSAs within the following guidelines:
(a) Any agreement or amendment may adjust the construction start or commercial operation date for all or part of a PPA/ESSA but shall not adjust the agreement term without prior approval by the Executive Committee. E.g., the extension of the commercial operation date may change the dates in which a 20-year agreement is operable but shall not shorten or extend the 20-year term. (b) Any agreement or amendment may waive, forebear, or otherwise adjust the accrual or collection of liquidated damages and/or project securities should the CEO determine such adjustment is in the best interest of CCCE. (c) Any agreement or amendment shall not alter the pricing under the PPA/ESSA after commercial operation is achieved without Board approval. Pre-commercial operation pricing may be adjusted within the discretion of the CEO should the CEO determine such adjustment is in the best interest of CCCE.
(d) The CEO will provide timely updates to the Boards, Energy Risk Management Committee, and Executive Committees when such agreements or amendments are executed under this delegated authority.
(e) The CEO may enter into a specialized legal services agreement in an amount not to exceed $200,000 per year for support in negotiations, drafting amendments, and potential litigation to enforce existing PPA/ESSA contract terms. 2) The terms of this Resolution shall supersede all prior resolutions pertaining to the delegation of certain authority for the CEO regarding potential amendments related to PPAs and ESSAs, as well as the ability to execute specialized legal service agreements as set forth above.
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3) The authority delegated hereunder shall expire December 21, 2022 and may only be extended by further action of the Operations Board.
4) This Resolution shall take effect immediately upon adoption.

PASSED AND ADOPTED by the Operations Board of Central Coast Community Energy this 11th day of May 2022 by the following vote:

AYES:

NOES:

ABSENT:

DISQUALIFIED:
_____________________________
Chair, Steve McShane
Attest:
_____________________________
Board Clerk, Heather Vowell
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