Agenda packet — Central Coast Community Energy (3CE) Operations Board, August 10, 2022

Operations Board of Directors
Wednesday, August 10, 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 June 30, 2022 Meeting of the Operations Board (Action Item)

2. 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)

3. Approve and Authorize the CEO to Execute Amendment No. 1 to Agreement with Cohen Ventures, Inc. DBA Energy Solutions Extending Term of the Agreement by One (1) year to September 30, 2023 and to Reflect Adjusted Fees and Incentive Levels with no Change to the Not to Exceed Amount (Action Item)

4. Approve and Authorize CEO to Execute an Agreement with TRC Engineers, Inc. for Consulting Services In Support of Member Agency Reach Code Adoption in an Amount Not to Exceed $121,935 and a Term Ending September 30, 2023 (Action Item)

5. Approve Authorize the CEO to Execute Amendment No. 1 to Agreement with Aiqueous, LLC to Add $33,750 for Additional Energy Program Services for a Total Not to Exceed Amount of $464,250.00 and No Additional Time (Action Item)

6. Treasurer's Report (Information Only)

REGULAR AGENDA

7. CEO's Report (Discussion Item)
a) Staffing Updates
b) Recruitment Updates
c) Impacts of PPA Deliverability and Market Volatility
d) Financial Security Requirement/ Provider of Last Resort e) Customer Arrearage Payment Plan Funding
f) Front Of The Meter Energy Storage

8. Approve and Authorize CEO to Execute Prepay Transaction Legal Services Agreement with Nixon Peabody in an Amount Not to Exceed $600k (Action Item)

9. Authorize the CEO to Execute Agreement with Capco Consulting Services LLC In a Form Substantially Similar to the Attached and Subject to Approval by CCCE General Counsel for a Term of 18 Months and a Not to Exceed Amount of $700, 000 (Action Item)

10. Support The Framework Of and Key Changes Proposed In The CCCE FY 2022-23 Operating Budget

CLOSED SESSION

11. 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 one item of 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 will confer with legal counsel regarding one item of potential initiation of litigation Adjournment
AYES: Bradford, Greene, Dettle, Lewis, McKee, Miyasato, Norgaard, Pia, Slama, Stilwell, Vice Chair Goldstein, Chair Palacios
NOES: None
ABSENT: Espinosa (left at 10:04am), Johnson, Miller, McCloud, Rerig

1. Approved Minutes from the May 11, 2022 Meeting of the Operations Board of Directors Operations Board of Directors
Thursday, June 30, 2022
10:00 AM
Central Coast Community Energy
70 Garden Court, Suite 300
Monterey, CA 93940

MINUTES
The meeting was called to order at 10:01am with 13 members attending via teleconference pursuant to AB 361 and a quorum established.

Directors Present: Bradford, Espinosa, Greene, Huffaker, Lewis, McKee, Miyasato, Norgaard, Pia, Slama, Vice Chair Goldstein, Chair Palacios
Directors Absent: Johnson, Miller, McCloud, Rerig
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.

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

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

ACTION: The Motion Carried with a roll call vote: 12/0/5 1 of 128

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

3. Approved an Increase of $75,000 to Hall Energy Law, PC for Additional Legal Services Support needed Extending Beyond the Contractual Not to Exceed Cap of $150,000 for the 2021-2022 Fiscal Year

4. Adopted Resolution No. OB-2022-02 Approving Amendments to CCCE’s Energy Risk Management Policy

REGULAR AGENDA

5. Directed the Chief Executive Officer to Execute the Project Participation Agreement between California Community Power and Participating Community Choice Aggregators and other Ancillary Documents Necessary to Participate in a Power Purchase Agreement with Ormat Nevada Inc. for up to 27.98 MW of Renewable Geothermal Resources with a Term of 20 Years and a Not to Exceed Amount of $412,000,000 The Chair opened the public comment period.

No public comment received.

The Chair closed public comment period.

MOTION: Moved by Director Johnson, seconded by Director Pia to approve.

ACTION: The Motion Carried with a roll call vote: 15/0/2 AYES: Bradford, Espinosa (returned at 10:06am), Greene, Dettle, Johnson (arrived at 10:04am), Lewis, McKee, Miyasato, Norgaard, Pia, Slama, Stilwell, McCloud (arrived at 10:04am), Vice Chair Goldstein, Chair Palacios
NOES: None
ABSENT: Miller, Rerig

6. Directed the Chief Executive Officer to Execute the Project Participation Agreement between California Community Power and Participating Community Choice Aggregators and other Ancillary Documents Necessary to Participate in a Power Purchase Agreement with Open Mountain Energy LLC for up to 3.03 MW of Renewable Geothermal Resource with a Term of 20 Years and a Not to Exceed Amount of $43,000,000
The Chair opened the public comment period.

No public comment received.

The Chair closed public comment period.

MOTION: Moved by Vice Chair Goldstein, Seconded by Director Dettle to approve.

ACTION: The Motion Carried with a roll call vote: 15/0/2 2 of 128
AYES: Bradford, Espinosa, Greene, Dettle, Johnson, Lewis, McKee, Miyasato, Norgaard, Pia, Slama, Stilwell, McCloud, Vice Chair Goldstein, Chair Palacios NOES: None
ABSENT: Miller, Rerig

7. Authorized the Chief Executive Officer to Execute Investment Management Agreement with RBC Global Asset Management (U.S.) Inc. In a Form Substantially Similar to the Attached and Subject to Approval by CCCE General Counsel for a Term of 2 Years and a Not to Exceed amount of $400,000 The Chair opened the public comment period.

No public comment received.

The Chair closed public comment period.

MOTION: Moved by Director Lewis, Seconded by Director Johnson to approve.

8. Authorize the Chief Executive Officer to Execute Custodial with Principal Bank for a Term of 2 Years and a Not to Exceed amount of $100,000
The Chair opened the public comment period.

No Public Comment Received
The Chair closed public comment period.

MOTION: Moved by Johnson, seconded by Vice Chair Goldstein to approve.

ACTION: The Motion Carried with a roll call vote: 15/0/2 AYES: Bradford, Espinosa, Greene, Dettle, Johnson, Lewis, McKee, Miyasato, Norgaard, Pia, Slama, Stilwell, McCloud, Vice Chair Goldstein, Chair Palacios NOES: None
ABSENT: Miller, Rerig
Adjourned at 10:35am
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Staff Report Item 2
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: August 10, 2022
RECOMMENDATION:

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

BACKGROUND:

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

DISCUSSION/ANALYSIS:

AB 361 provides that if a state or local health official recommends social distancing, a legislative body may meet remotely after September 30, 2021, provided that the legislative body finds 1) the Governor's proclaimed state of emergency is still in effect; 2) the legislative body has reconsidered the circumstances of the state of emergency, and 3) either the Monterey County Health Officer continues to recommend social distancing measures for meetings of legislative bodies or the state of emergency continues to directly impact the ability of the members to meet in person. 4 of 128
The Monterey County Health Officer has recommended social distancing measures for meetings of legislative bodies, so the Board were able to meet remotely the first time after September 30, 2021. To continue meeting remotely, the Boards must make the findings outlined above.

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

FISCAL IMPACT:

There is no fiscal impact associated with this action.

CONCLUSION:

The Board’s consideration and finding that the COVID-19 pandemic State of Emergency declared by Governor Newsom is still in effect; the Board has reconsidered the circumstances of the State of Emergency; and the Monterey County Health Officer continues to recommend social distancing measures for meetings of legislative bodies will allow the Board to continue meeting remotely under the procedures established by AB 361.
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Staff Report Item 3
TO: CCCE Operations Board of Supervisors
FROM: Tom Habashi, Chief Executive Officer
SUBJECT: Approve and Authorize the CEO to Execute Amendment No. 1 to Agreement with Cohen Ventures, Inc. DBA Energy Solutions Extending Term of the Agreement by One (1) year to September 30, 2023, and to Reflect Adjusted Fees and Incentive Levels with No Change to the Not to Exceed Amount (Action Item)
DATE: August 10, 2022
RECOMMENDATION:

This recommends the Operations Board authorize the CEO to execute Amendment No. 1 to the Standard Services Agreement (the “Agreement”) with Cohen Ventures, Inc. DBA Energy Solutions (Energy Solutions) to extend the term of the Agreement by One (1) year to September 30, 2023 and adjust fees and incentive levels with no change to the not to exceed amount.

BACKGROUND:

On March 9, 2022, the CCCE Operations Board authorized the CEO to execute an agreement with Energy Solutions in an Amount Not to Exceed $1,760,000 and term ending September 30, 2022, to supplement the State TECH Program to support existing building electrification.

DISCUSSION/ANALYSIS:

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

Addressing. CCCE developed its Electrify Your Home (EYH) program in connection with the TECH Clean California program to address these “end use” emissions by helping customers switch from fossil-fuel appliances to all-electric appliances using heat pump technology.

On May 13, shortly after launching Electrify Your Home, CCCE was notified that TECH Clean California funding was exhausted for single-family incentives in PG&E territory and there was just over $1M remaining in SoCalGas territory, and that a waitlist had been instituted for multi-family incentives across the State.
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In response, CCCE has re-designed its Electrify Your Home (EYH) Program in response to lack of TECH Clean California funding. The proposed Amendment No. 1 extends the term of the Agreement and incorporates certain negotiated changes reflecting these program design changes.

CCCE’s modifications to its Electrify Your Home program include “backfilling” incentive funds that were previously provided by the statewide TECH Clean California program, effectively allowing existing building electrification incentives to remain unchanged for CCCE customers. Further, the staff has effectively reduced Energy Solutions administration fee percentage by increasing available incentives.

This critical funding modification and the extension of Energy Solutions agreement will enable CCCE to continue supporting customers pursuing building electrification and the contractors installing water heating and space conditioning equipment throughout CCCE’s service area.

FISCAL IMPACT:

CCCE’s FY 21/22 Electrify Your Home Program, including incentives, marketing, and implementation services, is part of the approved FY 21/22 Operating Budget. Funding to support the Electrify Your Home Program for FY 22/23 is subject to Policy Board adoption as part of the FY 22/23 Operating Budget.

CONCLUSION:

Approval of Amendment No. 1 of the Agreement with Energy Solutions will allow Energy Solutions to continue providing implementation services in support of CCCE’s Electrify Your Home program through September 30, 2023 and accelerating the electrification of existing single and multi-family buildings in CCCE’s service area.

ATTACHMENT(S):

1. Amendment No. 1 to Agreement with Energy Solutions
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Amendment No. 1 To Agreement Between Energy Solutions and CCCE 1 AMENDMENT NO. 1

TO SERVICES AGREEMENT BETWEEN ENERGY SOLUTIONS AND

CENTRAL COAST COMMUNITY ENERGY
This Amendment No.1 to the Services Agreement (“Agreement”) which was effective on March 11, 2022, is entered into by and between CENTRAL COAST COMMUNITY ENERGY (“CCCE”) and Cohen Ventures, Inc. DBA Energy Solutions (hereinafter “CONTRACTOR”); (CCCE and CONTRACTOR are referred herein as “party,” or collectively, as the “Parties”), with respect to the following:

RECITALS
WHEREAS, CCCE and CONTRACTOR entered into the Agreement on March 11, 2022, to provide goods and/or services generally described as services to implement a Residential Electrification Program (“Program”) for CCCE customers; and WHEREAS, CCCE sought to support and enhance the TECH Clean California Initiative, a statewide program to accelerate electrification, by combining CCCE incentive funds with state incentive funds; and
WHEREAS, due to high demand, in May 2022, TECH Clean California Initiative funds became either fully reserved or substantially reserved throughout CCCE’s service area, impacting the Program’s ability to provide CCCE customers with incentives at the desired levels to accelerate electrification; and
WHEREAS, CCCE seeks to extend the term of the Agreement to September 30, 2023; and
WHEREAS, without changing the Not to Exceed amount of the Agreement, CCCE seeks to supplement incentive funds that were offered under the TECH Clean California Initiative to allow building electrification incentives to remain unchanged for CCCE customers.

AGREEMENT
NOW, THEREFORE, the Parties agree to amend the Agreement as follows:

The Agreement is hereby amended on the terms and conditions as set forth in the Agreement, except as specifically set forth below.

1. Amend the first sentence of Section 3.1 to read as follows:

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Amendment No. 1 To Agreement Between Energy Solutions and CCCE 2 The term of this Agreement is from the date of execution until September 30th, 2023, unless sooner terminated pursuant to the terms of this Agreement.

2. Replace Exhibit A with Exhibit A-1, attached and incorporated herein.

3. Replace Exhibit B with Exhibit B-1, attached and incorporated herein.

4. Except as provided herein, all remaining terms, conditions and provisions of the Agreement are unchanged and unaffected by this Amendment No. 1 and shall continue in full force and effect.

5. A copy of this Amendment No. 1 shall be attached to the Original Agreement.

6. This Amendment No. 1 shall be effective when signed by both parties.

IN WITNESS WHEREOF, the parties hereto have set their hands the day and year first above written.

Cohen Ventures, Inc. Central Coast Community Energy
BY:__________________________________ BY:______________________________________ Title:_____________________________ 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: 8EE70542-67A7-4684-A8D2-D5F1608CC7F6 Associate Director
8/2/2022 | 8:19 AM PDT
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Exhibit A-1: Scope of Services
Task 1 - Program Administration
CONTRACTOR will collaborate with CCCE to develop, implement, and manage the CCCE Electrify Your Home Program (“The Program”) with activities including, but not limited to processing applications, paying incentives, reporting, and representing CCCE’s interests with third parties and participating contractors. CONTRACTOR will host monthly calls to review the status of goals, participant performance, and discuss potential issues and recommendations for improvement.

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

CONTRACTOR will prepare a monthly report with a summary of current participation and performance indicators that are determined by CONTRACTOR and approved by CCCE. These reports will be accessible either through the online application system, delivered via a secure file sharing website, or delivered based on agreed upon terms between CCCE and CONTRACTOR.

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

Deliverables:
• Raw data provided ad hoc.

Task 3 - Contractor Outreach
CONTRACTOR will leverage trade ally outreach efforts to build and maintain a network of contractors, distributors, and manufacturers to support the Program and ensure contractors in CCCE territory are aware of the higher incentives sponsored by CCCE. CONTRACTOR will work with contractors to create DocuSign Envelope ID: 8EE70542-67A7-4684-A8D2-D5F1608CC7F6 10 of 128
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installs in CCCE territory and provide support on how to submit applications through the Incentive Clearinghouse. Contractors previously enrolled in the TECH Clean California Initiative will automatically be enrolled in the CCCE program through an amendment to the TECH Trade Partner Participation Agreement.

Activities:
• Support for contractors in CCCE
Task 4 - Incentive Clearinghouse and Incentive Payments The Incentive Clearinghouse will be the central processing platform for all Program incentives, including potential future incentives that may be integrated from other parties (e.g., TECH or other State incentives). The Incentive Clearinghouse will have the functionality to layer incentives across multiple program administrators. The goals of the Incentive Clearinghouse are to 1) simplify the participant experience by standardizing application requirements and the application submittal process, and 2) create a more comprehensive project data set for public reporting purposes.

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

CONTRACTOR will process applications, conduct QA/QC, and pay incentives for CCCE on the Incentive Clearinghouse. If potential future incentives from third parties become available for program integration, payments to contractors will combine both CCCE and additional incentives into a single check paid to participants to simplify the payment process.

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

Table 1: Estimated Percentage of Time Per Task
Task Estimated Percent of Time
Task 1 – Program Administration 30%
Task 2 – Monthly Data Reports 20%
Task 3 – Contractor Outreach 20%
Task 4 – Incentive Clearinghouse 30%
Program Incentives and Implementation
Incentive Plan
The tables below show incentive values for Heat Pump Heating, Ventilation, and Air Conditioning (HPHVAC) and Heat Pump Water Heater (HPWH) measures under the Program. In all cases, the incentive is limited by the project cost, which will be a required application field. The incentives will be available throughout CCCE service area and are subject to change based on CCCE’s discretion. The CCCE funded incentives will be paid by the CONTRACTOR and dispersed through the Contractor’s Incentive Clearinghouse to provide a seamless experience to market actors.

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Single Family Incentives
Heat Pump Heating Ventilation and Air Conditioning (HVAC) Measures The Program will provide incentives for single family homeowner customers converting from a gas or propane HVAC to all-electric HPHVAC.

Table 2: Unitary/Split System Heat Pump HVAC Incentives Equipment
Type* Size Category Sub-Category Tier
Seasonal/Part-Load Cooling
Efficiency
HSPF
CCCE
Incentive
per Unit
Unitary Split
System and
mini/multi-split
< 5.4 tons Ducted
Baseline HP Replacement $2,500
1 16.0 SEER 9.5 $3,000
2 18.0 SEER 10.0 $3,500
*Incentives available for installations providing full-home heating/cooling. Load calculations showing the installed mini-/multi-split serves full home will be required as part of the application.

The Program will provide an added incentive to income qualified applicants installing a HVAC measure.

The incentive is determined by active enrollment in the CARE or FERA programs. The incentive is a flat rate of $1,000/unit.

Table 3: Income Qualified Kicker - HPHVAC
Measure Qualifier
CCCE
Incentive
per Unit
Low-Income Kicker CARE/FERA enrollment $1,000
Heat Pump Water Heater (HPWH) Measures
The Program will provide incentives for single family homeowner customers converting from a gas or propane water heater to all-electric HPWH. In all cases, the Program will require applicants to provide evidence of the previous unit’s fuel type to obtain the incentive.

Table 4: Heat Pump Water Heater Incentives
Previous WH Fuel
Type HPWH Capacity
CCCE
Incentive
per Unit
Natural Gas/Propane
< 55 Gallons $3,300
> 55 Gallons $3,800
The Program will provide an added incentive to income qualified applicants installing HPWH measure.

The incentive is determined by active enrollment in the CARE or FERA programs. The incentive is a flat rate of $1,000/unit.

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Table 5: Income Qualified Kicker - HPWH
Measure Qualifier
CCCE
Incentive
per Unit
Low-Income Kicker CARE/FERA enrollment $1,000
Panel Replacement Measures
The Program will offer incentives for panel replacements or upgrades to single family homeowner customers that increase the effective panel capacity to support additional electrical load related to the installation of HPHVAC or HPWH measures. This includes materials and labor related to the panel replacement or upgrade and may include smart load center upgrades. Panel upgrade/replacement must be done in combination with a heat pump installation.

Table 6: Panel Upgrade and Replacement Incentives
Measure Category
CCCE
Incentive per
Unit
Panel upgrade $2,000
Multi-Family Incentives
Gas to Electric HPWH
The Program will provide incentives for multifamily building owner customers converting from a gas or propane water heater to all-electric HPWH.

Table 7: Multifamily Unit HPWH Incentives
Measure Market Rate
Incentives per Unit
Low Income
Incentives per
Unit
Gas/propane to HPWH - unitary $2,100 $2,800
upsizing kicker Gas/propane to
HPWH - unitary $1,050 $1,400
non HPWH to HPWH - central $1,800 $2,400
upsizing kicker non HPWH to
HPWH - central $900 $1,200
Panel/Electrical service
upgrade* $2,000 $2,800
*This includes materials and labor related to the panel replacement or upgrade and may include smart load center upgrades. Panel upgrade/replacement must be done in combination with a heat pump installation.

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Heat Pump Heating Ventilation and Air Conditioning (HVAC) Measures The Program will provide incentives for multifamily building owner customers converting from a gas or propane HVAC to all-electric HPHVAC.

Table 8: Multifamily Unit HP HVAC Incentives
Measure Market Rate Incentives
per Unit
Low Income
Incentives per
Unit
Split or Rooftop HP - individual apt. $3,000 $4,000
PTHP, SPVHP, unitary through the
wall - individual apt. $750 $1,000
PTHP, SPVHP, unitary through the
wall - individual apt. (Variable
capacity/inverter driven (previous
heat source = all except PTHPs)
$1,500 $2,000
HP HVAC - multiple apts. $1,500 $2,000
Split or Rooftop HP - common area $2,700 $3,600
PTHP, SPVHP, unitary through the
wall - common area
$450 $600
PTHP, SPVHP, unitary through the
wall - common area (Variable
capacity/inverter driven, previous
heat source = non HP systems)
$1,200 $1,600
Panel/Electrical service upgrade $2,000 $2,800
*This includes materials and labor related to the panel replacement or upgrade and may include smart load center upgrades. Panel upgrade/replacement must be done in combination with a heat pump installation.

TECH Clean California Data Sharing
CCCE acknowledges and agrees that over the course of CONTRACTOR carrying out its obligations under this agreement, customer program participation data may need to be disclosed to CONTRACTOR’S subcontractors and representatives carrying out their obligations under the TECH Clean California program. In its agreements with subcontractors and representatives, CONTRACTOR will require the same adherence to all confidentiality and data security measures described by this Agreement, including Section 10. Record and Confidentiality and Exhibit C: Procedures for Release of Covered Information. CONTRACTOR is solely responsible for any breach or non-compliance of these terms by its TECH Clean California subcontractors or CONTRACTOR representatives in safeguarding confidential information in accordance with this Agreement.

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Exhibit B-1: Payment Terms
Incentive Reimbursement
CONTRACTOR will pay incentives and be reimbursed by CCCE to simplify payment process.

CONTRACTOR will provide invoices with details of incentive payments as well as fixed price and performance payments in a format required by CCCE. Invoices will be submitted to CCCE by the 15th of each month.

Budget
CONTRACTOR will be compensated with an administration budget based on a fixed price (Fixed Price Start-Up Fee) and performance basis (Performance Payment). The Fixed Price Start-Up Fee and Performance Payment covers all the services in the Scope of Work. The Fixed Price Start-Up Fee covers costs associated with Program start-up, including 1) contractor outreach and enrollment across CCCE’s service area; 2) coordination with additional TECH Clean California Initiative activities, including but not limited to contractor outreach, contractor training, vendor engagement, data analysis, data reporting, marketing, and pilot activities; and 3) configuration of the Incentive Clearinghouse. The Program Implementation Fee covers ongoing services described in the Scope of Work. The Fixed Price Start-Up Fee shall be $50,000 and the Program Implementation Fee shall be 7% of all incentives paid out over $500,000. Associated with Program start-up, the Fixed Price Start-Up Fee will be invoiced upon receiving the Program’s first claim through the Incentive Clearinghouse and demonstration of completed activities 1 – 3 above, deemed satisfactory by CCCE. Tables 1 and 2 below provide a breakdown of the budget and budget thresholds for each building type.

Table 1: Budget Breakdown
Expense Type Total
Incentive Reimbursement $1,600,000
Administration Costs $160,000
Fixed Price Start-Up Fee $50,000
Program Implementation Fee $110,000
Total Costs $1,760,000
Table 2. Budget per Category
Category Minimum Budget Maximum Budget Per Project
Single Family (SF) $600,000 $100,000*
Multi-Family (MF) $400,000 $100,000
Low-Income (SF or MF) $200,000 $200,000
*Includes large group single family projects such as a military base.

These budgets per category are intended to promote geographic equity and diversity across the Program’s projects. Incentive caps per category may be changed at CCCE's discretion and documented in email.

DocuSign Envelope ID: 8EE70542-67A7-4684-A8D2-D5F1608CC7F6 15 of 128
Staff Report Item 4
TO: CCCE Operations Board of Supervisors
FROM: Tom Habashi, Chief Executive Officer
SUBJECT: Approve and Authorize CEO to Execute an Agreement with TRC Engineers, Inc. for Consulting Services in Support of Member Agency Reach Code Adoption in an Amount Not to Exceed $121,935 and a Term Ending September 30, 2023 (Action Item) DATE: August 10, 2022
RECOMMENDATION:

This recommends the Operations Board authorize the CEO to execute an agreement with TRC Engineers, Inc. (TRC) to provide technical assistance and stakeholder outreach services to support Central Coast Community Energy (CCCE) Member Agency reach code adoption in an amount not to exceed $121,935 and a term ending September 30, 2023.

BACKGROUND:

On September 16, 2021, the CCCE Policy Board adopted a budget and Energy Programs portfolio that included a Reach Code Program. CCCE’s current Reach Code Program has existed for three years. It provides a $15,000 incentive to Member Agencies after the successful codification of a local ordinance that exceeds the requirements of the State’s energy code. Two Member Agencies have taken advantage of CCCE’s current Reach Code Program to date including the Cities of Santa Cruz and San Luis Obispo.

On December 16, 2021, CCCE launched Member Agency Services (MAS). This comprehensive offering enables CCCE to proactively engage its 33 Member Agencies in efforts to reduce greenhouse gas emissions and the reliance on fossil fuels. As a part of this effort, CCCE has established and is actively 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.

DISCUSSION/ANALYSIS:

Emissions from building and transportation natural gas use comprise the largest sources of greenhouse gas (GHG) emissions in CCCE’s service area. Codes for new buildings and major modifications are the least cost and most effective measures to profligate electric appliances and EV charging infrastructure compared to retrofitting existing buildings.
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The Building Electrification Working Group (BEWG) has met five times since the inception of MAS and reach codes have been a recurring and high-priority agenda item every meeting. In surveys conducted by CCCE and in communication during BEWG meetings, staff from several Member Agencies interested in pursuing reach codes have consistently shared that technical assistance and support engaging key stakeholders are the areas they need help to adopt reach codes.

CCCE plans to replace its current Reach Code Program that provides post-codification incentives with a new program that provides support to Member Agencies and their staff from stakeholder outreach and engagement to ordinance adoption and implementation. CCCE’s new Reach Code Program aims to develop and advance building electrification and electric vehicle (EV) infrastructure reach codes with its Member Agencies to update local building codes for new residential and commercial construction and major remodels. These codes are to be developed in alignment with and build on the 2022 California statewide building code updates.

CCCE’s program implementer, TRC, will leverage many of the resources developed by other CCAs including Peninsula Clean Energy, Silicon Valley Clean Energy, and East Bay Community Energy to support reach code adoption by Member Agencies in CCCE’s service area. Leveraging these resources including model codes, tools and templates, and established processes will increase efficiency and reduce redundant work.

FISCAL IMPACT:

The total amount payable by CCCE to TRC under this agreement shall not exceed (the “NTE”) the sum of $121,935 as follows:

1. The NTE in FY 21/22 shall not exceed $21,935. These costs are included in the approved FY 21/22 Operating Budget.

2. The NTE in FY 22/23 shall not exceed $100,00 or such amount consistent with the approved FY 22/23 Operating Budget.

All costs will be incurred on a time and materials basis over the term of the agreement.

CONCLUSION:

The Board’s approval of the agreement with TRC will allow CCCE to better support Member Agency reach code adoption and facilitate cost-effective building electrification on a regional scale.

ATTACHMENT(S):

1. Draft Standard Services Agreement with TRC Engineers, Inc. 17 of 128

CENTRAL COAST COMMUNITY ENERGY

STANDARD SERVICES AGREEMENT
This Agreement is made by and between CENTRAL COAST COMMUNITY ENERGY (“CCCE”) and TRC Engineers, Inc. (hereinafter “CONTRACTOR”), a California corporation with its principal place of business located at 10680 White Rock Rd., Sacramento, CA 95827. 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: Consulting services to support CCCE Member Agency reach code adoption.

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 “NTE”) the sum of $121,935 as follows:

2.1.1.The NTE in FY 2021-2022 shall not exceed $21,935.

2.1.2.The NTE in FY 2022-2023 shall not exceed $100,000 or such amount consistent with the approved FY 2022-2023 Operating Budget.

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: 085BEDE0-E8FB-4C5E-B008-513A84E157BE 18 of 128

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.

5.4. CONTRACTOR will perform the services consistent with the professional skill and care ordinarily provided by the same type of professional, for a project of similar size, scope, and complexity during the time which the Services are provided, and in a similar locality, under similar circumstances (“Standard of Care”). Such Standard of Care is not a warranty or guarantee, and CONTRACTOR has no such obligation, express or implied. Nothing in this Agreement will be interpreted to require CONTRACTOR to perform professional services to any higher standard or have any obligation in the performance of professional services in excess of what is required by the Standard of Care, and this paragraph will control over any contrary provision.

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.

6.5. If CCCE does not pay CONTRACTOR within forty-five (45) days of the date of an invoice, then CONTRACTOR may, upon seven (7) days’ written notice to CCCE, suspend performance of the Services until payment of the amount owing has been received.

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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. Contractor shall be paid for any winddown expenses that are required for to the termination, upon CCCE request.

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 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.

CONTRACTOR shall be paid for all services performed through the date of Termination.

8. INDEMNIFICATION

8.1. CONTRACTOR shall indemnify, and hold harmless CCCE, its Directors, Board members, officers member agencies and employees (Indemnitees) from any third-party claim, loss, demand, damage arising out of, or in connection with, performance of this Agreement by CONTRACTOR and/or its agents, employees or sub-contractors to the extent such claims are caused by CONTRACTOR’s negligent acts, errors, or omissions in the performance under this Agreement. For all other claims, excepting to the extent of loss, injury or damage caused by the negligence or willful misconduct of personnel employed by CCCE, CONTRACTOR shall indemnify and defend and hold Indemnitees against all losses, demands, or damage, and will defend Indemnitees against any and all claims, arising out of third party bodily injury, disease, death, or property damage (excluding damages for loss of use) arising out of or relating to the services performed, but only to the extent such bodily injury, disease, death, or property damage is caused by the negligence or intentional misconduct of CONTRACTOR, its subcontractors, or any person or entity for whose acts or omissions any of them are responsible in the performance of this Agreement. It is the intent of the parties to this Agreement to provide the broadest possible coverage for CCCE. The Parties shall, to the extent of negligence, share in the proportionate 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 the expense of any such participation to be borne by CCCE.

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. This verification of coverage shall be sent to CCCE.

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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 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.

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, member agencies 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.

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10. RECORD AND CONFIDENTIALITY

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 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. Notwithstanding the forgoing, Contractor shall not be required to alter, modify, delete, or destroy computer back-up media made in the ordinary course of business, one archival copy of the Confidential Information, or information required by law to be maintained, provided that any such information is maintained in confidence pursuant to 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. In the event CCCE, its employees, permitted assigns, successors, consultants, member agencies, and other engineers (“CCCE Parties”), subsequently reproduces or otherwise uses DocuSign Envelope ID: 085BEDE0-E8FB-4C5E-B008-513A84E157BE 22 of 128
the deliverables or creates a derivative work based upon the deliverables, CCCE will, where authorized or permitted by law, remove or completely obliterate the original professional seals, trademarks, logos, and other indications on the deliverables of the identity of CONTRACTOR, its employees, and its sub-consultants. Additionally, such use by CCCE of the deliverables is at CCCE’s sole risk.

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 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 TRC Engineers, Inc.

Chief Financial & Technology Officer Abhijeet Pande, Vice President 70 Garden Court, Suite 300 17911 Von Karman Avenue, Suite 400 Monterey, Ca 93940 Irvine, CA 92614-6261

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.

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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, 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.

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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.

SIGNATURE OF THE PARTIES:

TRC Engineers, Inc. Central Coast Community Energy
BY:__________________________________ BY:______________________________________ Title:_____________________________ Tom Habashi, CEO
Date: ____________________________ Date: ____________________________ Vendor Approved as to Form
BY:__________________________________ BY:______________________________________ Title:_____________________________ Brian Kimball, General Counsel Date: ____________________________ Date: ____________________________ Approved as to Financial Terms
BY:______________________________________
Jaya Bajpai, Chief Financial Officer
Date: ____________________________
DocuSign Envelope ID: 085BEDE0-E8FB-4C5E-B008-513A84E157BE 8/2/2022
Francis X. Reilly
President, Advanced Energy
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Exhibit A: Scope of Services
Emissions from transportation and building natural gas use comprise the largest sources of GHGs within the Central Coast Community Energy’s (CCCE) service area. CCCE’s Reach Code Program aims to develop and advance Building Electrification and Electric Vehicle (EV) Infrastructure “reach” codes with its Member Agencies to update local building codes for new residential and commercial construction and major remodels. These codes are to be developed in alignment with and build on the 2022 California statewide building code updates. Codes for new buildings and major modifications are the most cost-effective points at which to install EV charging infrastructure and electric appliances compared to retrofitting existing buildings.

TRC will leverage some of the resources developed for Peninsula Clean Energy (PCE), Silicon Valley Clean Energy (SVCE), and East Bay Community Energy (EBCE) to support decarbonization reach code adoption in Central Coast Community Energy (3CE) Member Agencies. This approach will increase efficiency and reduce redundant work.

TRC has assigned budgets by task. TRC will alert CCCE if budget can or needs to move across tasks, but TRC will not exceed a total budget across all tasks.

Task 1 – Administration
TRC will:

Task 1.1 - Setup a kickoff meeting with CCCE
Task 1.2 - Provide monthly invoices and status updates, including work accomplished and next steps, with hours billed by Member Agency and general tasks
Task 1 Deliverable(s): Kickoff meeting, monthly reports, check-ins Task 2 – Outreach and Stakeholder Engagement
Task 2.1 – Website development and maintenance.

TRC will create a new one-page website for CCCE similar to BayAreaReachCodes.org. The website will have CCCE branding and house the municipal tools and templates serving Adoption Support and Implementation Support.

Task 2.2 – Distribution list development.

TRC will lead stakeholder engagement with CCCE staff support. An early start and partnership with regional agencies like Tri-County Regional Energy Network (3C-REN) will ensure strong footing. TRC expects that CCCE will provide the following:
♦ Notice to Member Agency elected officials that reach code technical assistance is being made available, and recommend that Member Agencies prioritize reach code adoption for this year ♦ Email contacts for Member Agency staff anticipated to be reach code champions. This may be Community Development, Planning, Building, or Sustainability staff.

Task 2.3 – Public events. TRC will setup three 60-90-minute stakeholder meetings in CCCE territory to share information on reach code adoption and solicit feedback via discussion and polls. These meetings will introduce reach codes and supporting information, leveraging previously developed and re-branded content.

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Stakeholder meetings will be as follows, with contacts attained from CCCE, 3C-REN, and other regional collaborators:
♦ Member Agency staff – elected officials, municipal staff ♦ Building industry – architects, developers, affordable housing organizations, utilities, building trades, energy consultants, and contractors on the State Licensing Board ♦ General public – Advocates, environmental groups, and other members of the community as determined from the CCCE Communications and Outreach team.

Regional collaborators may include:
♦ County air pollution control districts (APCDs), including Monterey Bay Air Resources District (MBARD) ♦ Golden State Builder Exchanges, which has four local chapters in CCCE service area ♦ California Building Industry Association, which has two local chapters in CCCE service area ♦ CALBO
♦ Central Coast International Code Council
Task 2.4 – Reporting and check-ins. TRC will facilitate bi-weekly check-ins, including agenda and note-taking, to discuss Outreach and other program elements. TRC will also report on attendance, process and share event recordings, and update distribution lists as needed.

Task 2 Deliverable(s): Website, distribution lists, 3 stakeholder meetings, recordings, attendee lists, attendee feedback, bi-weekly check-ins
Task 3 – Municipal Technical Assistance
TRC will support adoption assistance and implementation assistance for Member Agencies that express interest after the stakeholder meetings.

Task 3.1 – Tool development.

TRC will share tool and studies developed and available on BayAreaReachCodes.org, AllElectricDesign.Org, LocalEnergyCodes.com, or other websites, rebranded to represent CCCE. These tools include:
♦ Model codes
o New construction electrification
 Municipal Ordinance
 Part 11 Building Code amendment
o Electric Vehicle Charging Infrastructure
 Zoning Ordinance
 Part 11 Building Code amendment
o Existing buildings
 Time of Permit Ordinance
 Adoption framework
♦ Slide deck library
♦ Staff report template
♦ Frequently Asked Questions
♦ If the Member Agency adopts Part 6 building code amendments governing efficiency or conservation, TRC will provide a template and support application for California Energy Commission approval.

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Task 3.2 – Adoption assistance.

This includes:
♦ Initial meeting to develop a timeline, strategy, and outline needs for technical assistance for each City.
♦ Review and comment staff presentations and staff reports ♦ Answer technical questions received from elected officials or the public ♦ Alongside CCCE, present and/or attend at Council/Board Study Sessions and Readings to support technical questions
Task 3.3 – Implementation assistance.

TRC will develop and offer implementation tools to CCCE member agencies that have adopted reach codes.

Foremost, this will include a building plan checklist that can be housed on a city website and offered to the development community.

Implementation assistance will include supporting each Member Agency that adopts a reach code with a training for Member Agency Staff. TRC may deliver the trainings or collaborate with 3C-REN or other regional agencies to deliver the trainings to Member Agency Staff. The development of the training materials will occur in collaboration with the Bay Area Reach Codes Initiative, Statewide Utility Program, BayREN, and other agencies as well as 3C-REN and TRC.

Task 3.4 - TRC will be available for ad hoc requests from CCCE. Requests can be dependent on specific stakeholder questions and client priorities and may necessitate budget reallocations. Potential requests include but are not limited to:
♦ Targeted outreach efforts such as developer focus groups ♦ Marketing or infographic development
♦ Cost-effectiveness analysis using CCCE rates or custom prototype buildings Task 3 Deliverable(s): Adoption tools, municipal staff technical assistance, implementation tools, municipal staff implementation assistance.

DocuSign Envelope ID: 085BEDE0-E8FB-4C5E-B008-513A84E157BE 28 of 128
Exhibit B: Payment Terms
CONTRACTOR 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 $121,935.00. 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.

Hours Totals
Task 1 - Administration 70 $9,917.00

1.1 Kickoff

1.2 Monthly reporting
Task 2 - Outreach and Stakeholder Engagement 425 $54,404.00

2.1 Website development & maintenance

2.2 Distribution list development

2.3 Public events

2.4 Reporting and check-ins
Task 3 - Municipal Technical Assistance 380 $57,614.00

3.1 Tool Development

3.2 Adoption Assistance

3.3 Implementation Assistance

3.4 Ad hoc research
Totals 875 $121,935.00
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 Hourly Rate Staff
Vice President $285 Abhijeet Pande
Director II $240 Gwelen Paliaga
Director $220 Marian Goebes
Associate Director $200 Farhad Farahmand
Senior Project Manager $190 Yun Wei, Mayra Vega
Project Manager II $175 Rupam Singla
Project Manager $160 Avani Goyal, Jose Garcia
Associate Project Manager II $130 Kristen Bellows
Associate Project Manager $120 Cory Griffin, Rohan Gupta, Yolanda Beesemyer, Haley Lindsay DocuSign Envelope ID: 085BEDE0-E8FB-4C5E-B008-513A84E157BE 29 of 128
8/1/2022 13 Contract Number: ______________
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: 085BEDE0-E8FB-4C5E-B008-513A84E157BE 30 of 128
8/1/2022 14 Contract Number: ______________
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: 085BEDE0-E8FB-4C5E-B008-513A84E157BE 31 of 128
Staff Report Item 5
TO: CCCE Operations Board of Supervisors
FROM: Tom Habashi, Chief Executive Officer
SUBJECT: Approve Authorize the CEO to Execute Amendment No. 1 to Agreement with Aiqueous, LLC to Add $33,750 for Additional Energy Program Services for a Total Not to Exceed Amount of $464,250.00 and No Additional Time (Action Item) DATE: August 10, 2022
RECOMMENDATION:

This recommends that the Operations Board authorize the CEO to execute Amendment No. 1 to the Standard Services Agreement (the “Agreement”) with AIQUEOUS, LLC (Aiqueous) to add $33,750 to support energy programs for a total not to exceed of $464,250 and no additional time. The current Agreement term ends September 30, 2023.

BACKGROUND:

CCCE executed an Agreement in January 2020 with Aiqueous to develop and implement a customer relationship management platform and programs management software.

The original agreement with Aiqueous had a not to exceed amount of $259,240. At its meeting on September 15, 2021, the Operations Board of Directors approved an Amended and Restated Services Agreement with Aiqueous, with a total not to exceed amount of $430,500 over a term ending September 30, 2023.

DISCUSSION/ANALYSIS:

Customer Relationship Management (CRM) platforms, like PowerPath, are strategically important tools for CCAs to organize and engage with customers and large volumes of customer data. By leveraging PowerPath, staff can create custom program applications for currently running programs, track and store program data, process customer applications, and create program reports and dashboards.

CCCE is currently planning and designing the energy programs portfolio for FY 22/23, including modifications to existing programs to provide better overall customer service, expand access to programs for additional customer segments, and provide new incentive measures.

Additional Aiqueous support services are required to integrate these modifications into PowerPath, a critical step to launching programs. Beginning integration of program design into program applications 32 of 128
and the CRM platform prior to the start of FY 22/23 ensures uninterrupted program availability and avoids potential backlogs of applications.

The proposed amendment adds 225 hours for Aiqueous to support this essential integration work.

FISCAL IMPACT:

The not to exceed amount for Aiqueous services over the full term of the Agreement will be increased to $464,250. The cost of annual licensing and support tasks for FY 21-22 will not exceed $238,750 and funds have been identified in CCCE’s adopted FY 21-22 Operating Budget.

In FY 22-23, the remaining not to exceed amount will be $225,500, or a lessor amount, consistent with the approved FY 22-23 Operating Budget.

CONCLUSION:

Approval of Amendment No. 1 of the Aiqueous Agreement allows staff to improve upon existing energy programs in FY 22/23 without unnecessarily delaying or interrupting program availability.

ATTACHMENT(S):

1. Amendment No. 1 to Agreement with Aiqueous
33 of 128
Amendment No. 1 To Agreement Between AIQUEOUS and CCCE for CRM Management Services 1 AMENDMENT NO. 1

TO SERVICES AGREEMENT BETWEEN AIQUEOUS, LLC AND

CENTRAL COAST COMMUNITY ENERGY
This Amendment No. 1 to the Services Agreement (“Agreement”) which was effective on September 30, 2021, is entered into by and between CENTRAL COAST COMMUNITY ENERGY (“CCCE”) and AIQUEOUS, LLC (hereinafter “CONTRACTOR” or “AIQUEOUS”), a Texas limited liability company with its principal place of business located at 8213A Shoal Creek Blvd. #109, Austin, TX 78757. CCCE and CONTRACTOR are referred to individually herein as “Party,” or collectively, as the “Parties”, with respect to the following:

RECITALS
WHEREAS, CCCE and CONTRACTOR entered into a Standard Services Agreement (the “Original Agreement”) on January 2, 2020 to provide Customer Relationship Management (“CRM”) services and support, and
WHEREAS, the Parties executed an Amended and Restated Agreement on September 30, 2021, with a total not to exceed amount of $430,500 for a term ending on September 30, 2023, and
WHEREAS, CCCE’s need for program management services in fiscal year 2021-2022 require additional support from AIQUEOUS, which will increase the number of CONTRACTOR support hours by 225 and increase the total not to exceed amount by $33,750.

AGREEMENT
NOW, THEREFORE, the Parties agree to amend the Agreement as follows:

1. Amend section 2. Payment Provisions to read as follows:

2.1.1. The NTE in FY 2021-2022 shall not exceed $238,750.

2.1.2. The NTE in FY 2022-2023, shall not exceed $225,500 or such lessor amount consistent with the approved FY 2022-2023 Operating Budget.

DocuSign Envelope ID: C74B6893-7B98-4FD6-90BB-29E3D8C9B055 34 of 128
Amendment No. 1 To Agreement Between AIQUEOUS and CCCE for CRM Management Services 2

2. Except as provided herein, all remaining terms, conditions and provisions of the Agreement are unchanged and unaffected by this Amendment No. 1 and shall continue in full force and effect.

3. A copy of this Amendment No.1 shall be attached to the Original Agreement.

4. This Amendment No. 1 shall be effective when signed by both parties.

DocuSign Envelope ID: C74B6893-7B98-4FD6-90BB-29E3D8C9B055 35 of 128
Amendment No. 1 To Agreement Between AIQUEOUS and CCCE for CRM Management Services 3 IN WITNESS WHEREOF, the parties hereto have set their hands the day and year first above written.

Vendor Central Coast Community Energy
BY:__________________________________ BY:______________________________________ Title:_____________________________ Tom Habashi, CEO
Date: ____________________________ Date: ____________________________ Vendor Approved as to Form
BY:__________________________________ BY:___________________________________ Title:_____________________________ Brian Kimball General Counsel Date: ____________________________ Date: ____________________________ Approved as to Financial Terms
BY:______________________________________
Jaya Bajpai, Chief Financial Officer
Date: ____________________________
DocuSign Envelope ID: C74B6893-7B98-4FD6-90BB-29E3D8C9B055 8/1/2022
AIQUEOUS General Counsel
CEO
8/1/2022
36 of 128
Compiled Financial Statements 1
Compiled Budgetary Comparison Schedule 6
Budget Variance Commentary 9
Financial Dashboard 10
Investment Summary 11
Accounts Receivable Summary 12
Personnel Report 13
Table of Contents

TREASURER REPORT
Fiscal Year to Date
As of June 30, 2022
37 of 128
1 ACCOUNTANTS’ COMPILATION REPORT
Board of Directors
Central Coast Community Energy
Management is responsible for the accompanying financial statements of Central Coast Community Energy (a California Joint Powers Authority) which comprise the statement of net position as of June 30, 2022, and the related statement of revenues, expenses, and changes in net position, and the statement of cash flows for the period then ended in accordance with accounting principles generally accepted in the United States of America. We have performed a compilation engagement in accordance with Statements on Standards for Accounting and Review Services promulgated by the Accounting and Review Services Committee of the AICPA. We did not audit or review the accompanying statements nor were we required to perform any procedures to verify the accuracy or completeness of the information provided by management. Accordingly, we do not express an opinion, conclusion, nor provide any assurance on these financial statements.

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

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

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

Maher Accountancy
San Rafael, CA
July 26, 2022
1101 Fifth Avenue, Suite 200 San Rafael, CA 94901 415 459 1249 mahercpa.com 38 of 128
Current assets
Cash and cash equivalents 174,855,018 $
Accounts receivable, net of allowance 36,696,659
Accrued revenue 27,017,261
Loan receivable 292,002
Other receivables 342,563
Prepaid expenses 9,201,994
Deposits 2,942,750
Restricted cash 3,115,940
Total current assets 254,464,187
Noncurrent assets
Deposits 23,432
Loan receivable 1,707,998
Capital assets, net of depreciation 240,511
Total noncurrent assets 1,971,941
Total assets 256,436,128
Current liabilities
Accrued cost of electricity 40,021,015
Accounts payable 988,638
Other accrued liabilities 1,077,800
Customer rebate liabilities 298,147
User taxes and energy surcharges due to other governments 1,610,864 Total current liabilities 43,996,464
Noncurrent liabilities
Security deposits - energy suppliers 9,131,250
Total noncurrent liabilities 9,131,250
Total liabilities 53,127,714
Investment in capital assets 240,511
Restricted for security collateral 3,115,940
Unrestricted 199,951,963
Total net position 203,308,414 $

NET POSITION
As of June 30, 2022

STATEMENT OF NET POSITION

CENTRAL COAST COMMUNITY ENERGY
ASSETS

LIABILITIES
See accountants' compilation report. 2
39 of 128

OPERATING REVENUES
Electricity sales, net 273,050,265 $
Liquidated damages 2,401,875
Total operating revenues 275,452,140

OPERATING EXPENSES
Cost of electricity 247,416,941
Contract services 6,408,508
Staff compensation 4,663,517
General and administration 3,964,371
Depreciation 67,487
Total operating expenses 262,520,824
Operating income (loss) 12,931,316

NONOPERATING REVENUES (EXPENSES)
Interest income 388,639
CHANGE IN NET POSITION 13,319,955
Net position at beginning of period 189,988,459
Net position at end of period 203,308,414 $
Nine Months Ended June 30, 2022

AND CHANGES IN NET POSITION

STATEMENT OF REVENUES, EXPENSES

CENTRAL COAST COMMUNITY ENERGY
See accountants' compilation report. 3
40 of 128

CASH FLOWS FROM OPERATING ACTIVITIES
Receipts from customers $ 271,654,846
Receipts from liquidated damages 2,401,875
Receipts from suppliers 9,796,067
Payments to suppliers for electricity (241,889,459)
Payments for other goods and services (12,553,750)
Payments for staff compensation (4,799,807)
Payments of taxes and energy surcharges to other governments (4,787,019) Net cash provided by operating activities 19,822,753

CASH FLOWS FROM CAPITAL AND RELATED

FINANCING ACTIVITIES
Payments to acquire capital assets 20,943

CASH FLOWS FROM INVESTING ACTIVITIES
Interest income received 388,639
Loan issued (2,000,000)
Net cash provided (used) by investing activities (1,611,361) Net change in cash and cash equivalents 18,232,335
Cash and cash equivalents at beginning of year 159,738,623 Cash and cash equivalents at end of period $ 177,970,958 Reconciliation to the Statement of Net Position
Cash and cash equivalents (unrestricted) $ 174,855,018
Restricted cash 3,115,940
Cash and cash equivalents $ 177,970,958
Nine Months Ended June 30, 2022

STATEMENT OF CASH FLOWS

CENTRAL COAST COMMUNITY ENERGY
See accountants' compilation report. 4
41 of 128
Operating income (loss) $ 12,931,316
Adjustments to reconcile operating income (loss) to net cash provided by operating activities
Depreciation expense 67,487
Provision for uncollectible accounts 1,687,201
(Increase) decrease in:

Accounts receivable (1,007,561)
Accrued revenue (7,006,164)
Energy settlements receivable 7,856,108
Other receivables 576,766
Prepaid expenses (7,663,801)
Deposits (1,224,219)
Increase (decrease) in:

Accrued cost of electricity 11,371,591
Accounts payable (243,080)
Other accrued liabilities 233,023
Customer rebate liabilities (8,144)
User taxes and energy surcharges due to other governments 152,230 Security deposits - energy suppliers 2,100,000
Net cash provided by operating activities 19,822,753 $

CENTRAL COAST COMMUNITY ENERGY
STATEMENT OF CASH FLOWS (continued)
Nine Months Ended June 30, 2022

RECONCILIATION OF OPERATING INCOME (LOSS) TO NET

CASH PROVIDED BY OPERATING ACTIVITIES
See accountants' compilation report. 5
42 of 128
6 ACCOUNTANTS’ COMPILATION REPORT
Board of Directors
Central Coast Community Energy
Management is responsible for the accompanying special purpose statement of Central Coast Community Energy (a California Joint Powers Authority) which comprise the budgetary comparison schedule for the period ended June 30, 2022, and for determining that the budgetary basis of accounting is an acceptable financial reporting framework. We have performed a compilation engagement in accordance with Statements on Standards for Accounting and Review Services promulgated by the Accounting and Review Services Committee of the AICPA. We did not audit or review the accompanying statement nor were we required to perform any procedures to verify the accuracy or completeness of the information provided by management. Accordingly, we do not express an opinion, a conclusion, nor provide any assurance on this special purpose budgetary comparison statement.

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

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

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

Maher Accountancy
San Rafael, CA
July 26, 2022
1101 Fifth Avenue, Suite 200 San Rafael, CA 94901 415 459 1249 mahercpa.com 43 of 128
2021/22 YTD
Budget
2021/22 YTD
Actual
2021/22 YTD
Budget Variance
(Under) Over
2021/22 YTD
Actual / Budget %
2021/22 Annual
Budget
2021/22 Budget
Less Actual
2021/22 Budget
Remaining /
Budget %

REVENUES AND OTHER SOURCES
Electricity sales $ 249,455,000 $ 277,166,378 $ 27,711,378 111% 359,103,000 $ $ 81,936,622 23% Less bill credit - - - 0% (3,085,000) (3,085,000) 100%
Less uncollectible accounts (3,118,000) (4,116,113) (998,113) 132% (4,489,000) (372,887) 8% Revenue from damages - 2,401,875 2,401,875 n/a - (2,401,875) n/a Investment and miscellaneous income 387,000 388,639 1,639 100% 516,000 127,361 25% Total revenues and other sources 246,724,000 275,840,779 29,116,779 112% 352,045,000 76,204,221 22% EXPENDITURES AND OTHER USESCurrent Expenditures
Cost of energy 247,638,708 228,790,000 18,848,708 108% 326,335,000 78,696,292 24% Energy programs (incentives and grants) 9,761,000 2,803,083 (6,957,917) 29% 12,270,000 9,466,917 77% Data manager 2,755,963 2,829,000 (73,037) 97% 3,774,000 1,018,037 27% Utility service fees 1,431,000 1,305,870 (125,130) 91% 1,893,000 587,130 31% Staffing 6,932,000 4,663,517 (2,268,483) 67% 9,244,000 4,580,483 50% Professional services 1,091,000 633,677 (457,323) 58% 1,393,000 759,323 55% Legal services 780,000 804,160 24,160 103% 1,037,000 232,840 22% Marketing and customer enrollment 736,000 486,839 (249,161) 66% 943,000 456,161 48% Other general & administration 1,232,000 1,361,520 129,520 111% 1,625,000 263,480 16% Total current expenditures 253,582,000 262,453,337 8,871,337 103% 358,514,000 96,060,663 27% Other Uses Capital outlay 81,000 1,113 (79,887) 1% 114,000 112,887 99% Uninterruptible Power Supply expenditures 2,100,000 2,000,000 (100,000) 95% 2,800,000 800,000 29% Total other uses 2,181,000 2,001,113 (179,887) 92% 2,914,000 912,887 Total Expenditures and Other Uses 255,763,000 264,454,450 8,691,450 103% 361,428,000 96,973,550 27% Surplus (Deficit) $ (9,039,000) $ 11,386,329 $ 20,425,329 $ (9,383,000) $ (20,769,329) 221%

CENTRAL COAST COMMUNITY ENERGY

BUDGETARY COMPARISON SCHEDULE
Nine Months Ended June 30, 2022
See accountants' compilation report. 7
44 of 128
CCA Program Surplus/(Deficit)
per budgetary comparison schedule: 11,386,329 $
Adjustments needed to reconcile to the
changes in net position in the
Statement of Revenues, Expenses
and Changes in Net Position:

Subtract depreciation expense (67,487)
Add back capital asset acquisitions 1,113
Add back loans issued 2,000,000
Change in Net Position 13,319,955 $

REVENUES, EXPENSES AND CHANGES IN NET POSITION

CENTRAL COAST COMMUNITY ENERGY

BUDGET RECONCILIATION TO STATEMENT OF
Nine Months Ended June 30, 2022
See accountants' compilation report. 8
45 of 128
Budget Item YTD Variance Comment
Electric Sales Revenue 11.1% Sales revenue includes revenues actually billed to customers as well as estimated customer usage during the reporting period that is not yet billed.

Cost of Energy 8.2% Variances in this category are typically due to (1) timing difference between projected and actual REC deliveries, (2) variance from actual to anticipated market prices, and (3) variance from actual to expected volume used by customers.

Staffing (32.7%) Staffing expenses are under budget due to the timing of new hires.

Professional Services (41.9%) This category includes accounting, IT, technical and other consultants.

Legal Costs 3.1% This category includes outside legal costs for regulatory and energy procurement needs.

Marketing and customer enrollment (33.9%) Variance is mostly due to the lower than anticipated costs of recent customer enrollments.

Data Management Services (2.6%) These fees non-discretionary and are charged on a per customer basis.

Utility Service Fees (8.7%) These are PG&E and SCE fees charged on a per customer basis.

Other General & Administrative 10.5% This category includes occupancy costs, industry membership dues, and other general and administrative costs.

Energy and Related Programs (71.3%) Programs expenses have generally been delayed until future periods Budget Commentary for significant items

CENTRAL COAST COMMUNITY ENERGY
October 1, 2021 through June 30, 2022
9 46 of 128
$4.4
$6.9
Act
Bud
$25.4
$17.5
$28.3
‐$10.0
‐$5.0
$0.0
$5.0
$10.0
$15.0
$20.0
$25.0
$30.0
$35.0
Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep
Actual
Budget $273.1
$246.3
$354.6
$0.0
$50.0
$100.0
$150.0
$200.0
$250.0
$300.0
$350.0
$400.0
Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep
Actual
Budget
Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep
Actual (T48/T8) 410 407 442 418 376 406 391 415 441
Budget 428 421 432 431 379 406 395 421 425 448 478 454
0 100
200
300
400
500
600

CUSTOMERS

SALES VOLUME
441 GWh

STD MARGIN
$4.4M (11%)
Δ in NET ASSETS
$2.5M

REVENUE
$41.3M
Cumulative YTD Electricity Sales Cumulative YTD Direct Margin Fiscal Year Electricity Sales are $26.7M ahead of budget, Margin dollars are $7.9M above budget.

Data Definitions:

CUSTOMERS: From GridX invoice + Calpine.

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

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

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

STD MARGIN: Electricity Sales less cost of energy (Forecasting & scheduling included in Cost of Energy to match budget) ACTUAL: Same as sales volume above BUDGET: Volumes from FY21/22 budget Monthly Sales Volume (GWh)
Financial Dashboard: June 2022
Margin %

CUSTOMERS
447,500
ACTIVE
June revenue of $41.3M accounts for 441
GWh in net retail consumption. This comes
in 16GWH above budgeted volume.

YTD Revenue is $26.7M ahead of budget,
and margin exceeds budget by $7.9M for
the year.
30%
47%
23%
36%
48%
16%
Res
Com
Ag
YTD Month
33%
44%
22%
38%
47%
15%
Res
Com
Ag
YTD Month
Revenue $41.3
C.O.E. $36.8
OpEx $2.0
Net Income $2.5 10.8%

20.6%
Act
Bud
Margin $
10 Return of Investments YTD Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep Money Market and other Interest Earning Accounts $ 34,009 388,639 $ 33,104 $ 32,526 $ 31,581 $ 31,077 $ 38,817 $ 47,244 $ 62,490 $ 77,791 $ Funds Invested - Average Balance $ 178,052,000 170,609,000 $ 172,266,000 $ 165,204,000 $ 167,506,000 $ 164,310,000 $ 159,591,000 $ 159,609,000 $ 151,997,000 $ Average APY 0.24% 0.22% 0.23% 0.23% 0.22% 0.28% 0.36% 0.47% 0.61%

CENTRAL COAST COMMUNITY ENERGY
Investment Summary
October 1, 2021 through June 30, 2022
11 48 of 128
Total 0-30 31-60 61-90 90-120 Over 120
Accounts Receivable, net 36,697,000 27,630,000 4,890,000 1,419,000 1,346,000 1,412,000 Period % 100% 75% 13% 4% 4% 4%
As of June 30, 2022
Accounts Receivable Aging Report

CENTRAL COAST COMMUNITY ENERGY
DAYS
49 of 128
12 Staff Report Item 7
TO: CCCE Operations Board of Directors
FROM: Tom Habashi, Chief Executive Officer
SUBJECT: CEO's Report (Discussion Item)
DATE: August 10, 2022

STAFFING UPDATES
Jeff Railsback joined CCCE as a Customer Accounts Manager in June. Jeff serves our commercial customers in San Luis Obispo and Santa Barbara Counties. He has extensive experience managing customer relationships, working with customer relationship management databases, and engaging the community through presentations and service with local community-based organizations and service clubs. Local to Paso Robles, Jeff will be leading CCCE’s engagement efforts in support of the Atascadero enrollment in 2023.

RECRUITMENT UPDATES
The employment market continues to be exceedingly competitive. As a result, we have encountered smaller applicant pools and extended recruitment periods at all candidate experience levels.

CCCE is taking steps to modernize our recruiting strategies and attract high performing candidates. As part of that effort, CCCE has added dedicated human resources support, improved position announcements and marketing strategies for open recruitments, as well as begun utilizing industry resources for hard to fill positions.

IMPACTS OF PPA DELIVERABILITY AND MARKET VOLATILITY
Given the continued supply chain constraints and continued volatile market conditions, CCCE continues to closely monitor, and assist, when possible, the project development schedules for our PPAs.

CCCE anticipates improvements to the supply chain bottlenecks, and thus our PPA expected online dates as a result of President Biden’s June announcement waiving solar import tariffs for two years and the potential for both a tax credit for standalone storage under the Inflation Reduction Act of 2022, as well as potential reductions to Trump-era import tariffs. Nevertheless, additional counterparties continue to seek excused delays and price increases to the contracted for PPA projects. As a result, CCCE will be re-50 of 128 evaluating its prioritization of PPAs and potentially terminating agreements where developers appear unable to control or appropriately plan for their supply chain costs.

And while several PPAs have reached commercial operation on time (or in the event of the Mountain Wind project, six months early), CCCE does expect delays to several PPAs. These delays will require CCCE to replace these delayed PPA volumes in the wholesale market at prices that are currently forecasted at nearly 15-year highs.

FINANCIAL SECURITY REQUIREMENT/ PROVIDER OF LAST RESORT An attempt by Southern California Edison (SCE) to increase CCAs’ Financial Security Requirement (FSR) this summer highlighted the importance of the ongoing FSR reform process at the CPUC. The FSR is the amount of collateral each CCA must post with the investor-owned utilities (IOUs) to cover the emergency administrative and procurement costs of transitioning its customers back to IOU generation service in the event the CCA suddenly fails. Since the current FSR methodology was instituted in 2018, energy market prices and IOU retail rates have been such that all CCA FSRs have been set at the floor amount of $147,000. However, following the bankruptcy of the Western Community Energy CCA in summer 2021, the IOUs and especially SCE have been vocal in their desire to raise the FSR. When SCE released its required biannual FSR calculation update in May, CCCE’s FSR was raised from $147,000 to $2.8 million. Other CCAs with load in SCE’s service territory also received requests for significantly higher amounts, while FSR requirements for CCAs in PG&E and SDG&E’s service territories remained at the minimum $147,000. This was due to PG&E and SDG&Es’ higher bundled generation rates providing more of a buffer against procurement costs. CCCE collaborated with other CCAs to protest the SCE calculations and point out the flaws in both the current methodology and SCE’s application of it. The Commission agreed, rejecting SCE’s calculations, and reducing all SCE FSRs back to the minimum of $147,000. There is an ongoing FSR reform proceeding at the CPUC. CCCE is helping develop FSR reform proposals that will reduce both the volatility in the amounts asked for and the total amounts for CCAs such as CCCE that have demonstrated financial health through obtaining an investment-grade credit rating. A CPUC Decision on the updated FSR methodology is expected in spring 2023.

CUSTOMER ARREARAGE PAYMENT PLAN FUNDING
The adopted FY 2022-2023 state budget contains a second round of funding for the California Arrearage Payment Program (CAPP). The adopted budget allocates $1.2 billion to CAPP to continue alleviating energy utility arrearages accrued through December 31, 2021. The only major difference from the first round of CAPP implementation is that this round of funding is restricted to residential customers.

The 2022 CAPP will follow the same format as the program’s first iteration. The cycle will begin with an IOU application process evaluated by Department of Community Services and Development (CSD) for the dispersal of funds. The application will be available online no later than September 29, 2022. CCCE will collaborate with our IOU partners to ensure all necessary information is provided. After awards are made, participating entities must issue funds as bill credits to customers no later than April 3, 2023. The 51 of 128
only foreseeable factors that may influence the proposed timeline will be the date CSD posts the application online and the speed at which funds are dispersed by CSD.

In the first iteration of CAPP, CCCE was able to provide a total of $2,915,136 in credits to active residential, inactive residential, and active commercial customer accounts. This was roughly 45% of our customer’s initial need, leaving $3,530,406 of debt without respite. With the renewed 2022 CAPP funding, CCCE customers will be able to continue receiving relief from the economic impacts of the COVID-19 pandemic.

FRONT OF THE METER ENERGY STORAGE
CCCE continues to work with Member Agencies to refine site locations for deployment of the FMES assets, including a better understanding of current and future government campus uses.

CCCE is working with Depcom, Inc., the selected EPC contractor, to negotiate a single procurement contract to cover the initial selected sites.

CCCE staff has worked with PG&E Microgrid Strategy & Implementation team to improve coordination to ensure the potential “islandability” of FMES asset continues to be a potential opportunity for our Member Agency hosts regardless of PG&E’s current Community Microgrid Enablement Tariff and the separate CME program.

ATTACHMENT(S):

1. FY 21/22 Energy Programs Update

2. FY 21/22 Member Agency Services Update

3. July Enrollment Report

4. Regulatory/Legislative Update

5. Contracts <$100k
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TO: Operations Board
FROM: Tom Habashi, Chief Executive Officer
DATE: August 10, 2022
RE: Update on FY 21/22 CCCE Energy Programs
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 second 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 tables summarize program performance based on approved applications. 53 of 128
Figure 1 (above): Shows Electrify Your Ride funds distributed by County in FY 21/22.

Figure 2 (above): Shows Electrify Your Ride Program funds distributed by Measure type in FY 21/22. 54 of 128
Figure 3 (above): Shows a breakdown of funds distributed to income qualified applicants. Tier 1 = 201 - 400% FPL; Tier 2 = <200% FPL; N/A = Non-Income Qualified applicants 55 of 128
Figure 4 (above): Shows estiamted annual GHG emissions reductions (MTCO2e) by County resulting from reduced vehicle emissions under the Electrify Your Ride Program in FY 21/22.

Electric Vehicle Supply Equipment Technical Assistance
On May 15, 2022, the Operation Board of Directors authorized CCCE staffs’ recommendation to enter in a two-year agreement with Frontier Energy Inc (“Frontier”) in an amount not to exceed $240,000.

Frontier will 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.

Electrify Your Home Program
On March 9, 2022, the CCCE Operations board approved an agreement with Energy Solutions for program implementation services to support a residential electrification program. Because Energy Solutions is currently partnered with the State of California, this agreement allowed CCCE to integrate CCCE program funds with the statewide California TECH Initiative (“TECH Program”), a statewide residential electrification program. Shortly after launch, the TECH Program experienced an unprecedented uptake of incentives, depleting most of the program funds available in CCCE’s service area. In response, CCCE is “backfilling” funds to provide the same level of incentives as if TECH funds were still available.

The first step toward rolling out a “mid-stream” program directed at providing incentives to contractors is to increase awareness and create a contractor network. Since launching the Electrify Your Home Program on May 10, 2022, over eighty (80) contractors that serve the CCCE service area have enrolled and been certified, allowing them to be eligible to apply for CCCE incentives. As of July 25, Energy Solutions has received nearly $30,000 in eligible incentive requests from contractors serving CCCE customers and is in the process of fulfilling these requests. With the success of the TECH Program, staff expects this program to continually grow in scale over the coming year.

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 56 of 128
developers. The following tables summarize program performance based on approved applications.

Figure 5 (above): Shows New Construction Electrification Program funds reserved by County. Note:

Funds are distributed upon project completion. Projects typically take between 2 – 5 years to complete. 57 of 128
Figure 6 (above): Shows estimated annual GHG emissions reductions by County resulting from increased all-electric housing under the New Constuction Electrification Program in FY 21/22.

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 tables summarize program performance based on approved applications.

Figure 7 (above): Shows Ag Electrification Program funds reserved or distributed by County in FY 21/22.
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Figure 8 (above): Shows Ag Electrification Program funds approved by status. Funds Reserved includes funds that have been approved but not yet paid (project still not complete); Submitted for Payment includes funds that have been sent out for payment; Project Complete includes funds that have been received by the applicant. 59 of 128
Figure 9 (above): Shows Ag Electrification Program funds reserved or distributed by equipment type in FY 21/22.

Figure 10 (above): Shows estimated annual GHG emissions reductions by County resulting from ag equipment fuel switching under the Ag Electrification Program in FY 21/22.
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Figure 11 (above): Shows the amout of funds reserved or distributed to Small Businesses (“Yes”) compared to larger businesses (“No”). Small Business is defined under Government Code Section 14837(d)(1).

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. CCCE will contribute up to 50% of the cost, not to exceed $200,000 for each school bus.

In May 2022, CCCE closed the Electric School Bus Program after receiving and approving nine (9) applications totaling over $1.45 million in requests. Funds will be distributed directly from CCCE to the bus manufacturer of the awardee’s choosing on behalf of the awardee. The following tables summarize program performance based on approved applications.

Figure 12 (above): Shows Electric School Bus Program funds reserved, by County in FY 21/22. Note: funds are not anticipated to be distributed/paid in FY 21/22 for newly submitted applications. Funds are distributed upon manufacture and delivery of the 61 of 128
school bus. Due to supply chain shortages, buses typically take between 1 – 3 years to complete.

Figure 13 (above): Shows the number of Electric School Buses reserved in each County under the FY 21/22 Electric School Bus Program.

CALeVIP – South Central Coast Incentive Project
On August 5, 2021, CCCE – in coordination with State and regional funding partners – launched the CALeVIP – South Central Coast Incentive Project (SCCIP). Implemented by the Center for Sustainable Energy (CSE), this program follows the FY 19/20 CALeVIP – Central Coast Incentive Project to provide incentives for public DC Fast Chargers and Level 2 Electric Vehicle Chargers. CALeVIP – SCCIP will make a total of $12 million in funds available over two years in San Luis Obispo, Santa Barbara, and Ventura counties. CCCE is contributing $1,750,000 with our funds available only to CCCE customers and 50% of the funds dedicated to disadvantaged and low to moderate income communities.

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. 62 of 128
Figure 14 (above): Shows the status of funds by equipment type for San Luis Obispo County.

Figure 15 (above): Shows the status of funds by equipment type for Santa Barbara County.

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:
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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
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 Launched 5/10/2022
Battery Storage Pilot Program TBD
Summer Readiness Program TBD
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TO: Operations Board
FROM: Tom Habashi, Chief Executive Officer
DATE: August 10, 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 08/01/2022, CCCE has received applications from the Cities of Watsonville and San Luis Obispo, and from the Counties of Monterey and Santa Barbara to support the purchase of electric fleet vehicles and electric vehicle charging equipment. Staff have approved two applications from the County of Santa Barbara including $90,721.00 to support the installation of 22 EV chargers at five sites and also $150,000 in incentive reservations for the purchase of 30 EVs. Staff are reviewing applications and working closely with other Member Agency staff to ensure project details, compliance and then reserve funding. Staff is also actively conducting outreach to and supporting other Member Agencies with anticipated applications.

Medium and Heavy-Duty Electric Vehicle Program
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As of 08/01/2022, CCCE has approved and sent out Letters of Intent to support five projects at five Member Agencies with incentives up to $250,000 each. The awardees are City of Santa Cruz, City of Capitola, City of Watsonville, City of Guadalupe, and City of Carmel by-the-Sea. The program is over-subscribed, and Staff have closed this program for the remainder of FY 21/22. Staff estimates that over 15 years, these projects will reduce GHG emissions by approximately 5,500 Metric Tons.

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
City of Carmel by The Sea Street Sweeper $ 250,000
City of Guadalupe Municipal Bus $ 250,000
TOTAL $ 1,250,000
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.

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
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*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.

To scale the value and impact of the work CCCE is supporting through these grants, the Planning, Implementation, and Innovation Grant Awardees are now presenting project progress updates at our regular Working Group meetings with focus on electrification of Transportation and Buildings. Some will present during each of the Quarterly Member Agency Meetings as well.

Member Agency 1:1 Engagements
CCCE staff continue engaging and actively scheduling meetings with Member Agency staff to share information about Member Agency Services and solicit information, feedback, and ideas. As of 07/25/2022 CCCE staff have held one-on-one meetings with eighteen (18) Member Agencies.

Member Agency Building and Transportation Electrification Working Groups CCCE has 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 Building Electrification Working Group has met five times since March 2022. Most recently, the BEWG met on 7/21 with 29 participants from 11 Member Agencies. Energy Programs staff facilitated several informative presentations including from: the City of Watsonville and County of Monterey regarding their Planning, Innovation, and Implementation Grant funded projects; TRC regarding CCCE’s forthcoming and redesigned Reach Code Program for Member Agencies, and Central California Energy Watch staff regarding their no-cost energy efficiency services available to CCCE Member Agencies in Monterey, Santa Cruz, and San Benito Counties.

At publication of this report, the Transportation Electrification Working Group will have met three times since April 2022. The group will meet on 8/4 (after this report is submitted). The 8/4 meeting will have presentations from two Member Agency Grantees discussing their fleet electrification planning efforts as well as a presentation from the Electrification Coalition, a non-profit group organization offering no-cost transportation electrification services to public agencies. The Working Group previously met on 6/2/22 with 18 participants. The City of Santa Cruz and their consultant PineSpire provided an update regarding their fleet planning and electrification project funded through CCCE’s Planning, Innovation, and Implementation Grant program including insights on the use of LCFS (Low Carbon Fuel Standard) credits to enhance the value of electric vehicle charging infrastructure investments. 67 of 128

C E N T R A L C O A S T C O M M U N I T Y E N E R G Y

CUSTOMER ENROLLMENT & ENGAGEMENT REPORT
July 2022
Member Agency Outreach
CCCE staff is scheduling meetings with key staff from all Member Agencies to encourage participation in CCCE’s Member Agency Energy Programs and to solicit feedback on ways CCCE can better serve our member agencies and collaborate to meet climate and sustainability goals. Meetings that have been held in 2022 are listed below. Additional meetings continue to be scheduled.

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
City of Pismo Beach, July 13
City of Carpinteria, July 13
City of Gonzales, July 18
In addition, CCCE hosts working groups open to all interested Member Agency staff to discuss topics of interest and share best practices across jurisdictions. The following working group sessions have been held to date:

Fleet Electrification – April 1
Reach Codes – April 28
Reach Codes – May 19
Fleet Electrification – June 2
Reach Codes – June 23
Reach Codes – July 21
Fleet Electrification – Aug 4
As a result of these and other communications efforts, Member Agencies are actively participating in and applying for CCE Energy Program offerings.

For our Medium-Duty/Heavy-Duty Vehicles program, Member Agencies have submitted applications for an All-Electric Transit Bus, Street Sweeper, and 2 Resource Recovery vehicles.

For our Light-Duty EV Program, CCCE will grant an estimated $90,271 incentive award for 22 EVSE projects in the County of Santa Barbara.

Enrollment
The average enrollment rate for cities and unincorporated areas in our service territory is 97%. The average percentage of electric load for each jurisdiction served by CCCE is 95%.

Recent Opt-Out numbers shown by customer class are as follows:

APRIL MAY JUNE
Residential 198 176 151
Commercial/Industrial 10 5 18
Agricultural 1 2 1
Reasons provided by customers for opting out are divided into the following categories:

Decline to Provide 22% Dislikes Being Automatically Enrolled 22% 68 of 128
Rate or Cost Concerns 19%
Other 15%
Concerns about Government-Run Power 13%
Service or Billing Concerns 5%
Has Renewable Energy Reliability Concerns 4%
The percent of customers enrolled in CCCE service by jurisdiction is listed below:

WATSONVILLE

97.12 %

SANTA CRUZ CO

97.47 %

SANTA BARBARA
CO

94.84 %

SAN BENITO CO

95.51 %

MONTEREY CO

97.03 %

SOLVANG

98.47 %

SOLEDAD

96.32 %

SEASIDE

98.02 %

SCOTTS VALLEY

97.77 %

SANTA MARIA

98.62 %

SANTA CRUZ

97.81 %

SAND CITY

95.18 %

SAN LUIS OBISPO

96.16 %

SAN JUAN

BAUTISTA

96.77 %

SALINAS

97.07 %

PISMO BEACH

97.69 %

PASO ROBLES

96.49 %

PACIFIC GROVE

98.32 %

MORRO BAY

98.26 %

MONTEREY

97.83 %
MARINA

97.48 %

HOLLISTER

95.88 %

GUADALUPE

98.49 %

GROVER BEACH

98.07 %

GREENFIELD

96.95 %

GONZALES

96.12 %
GOLETA

96.33 %

DEL REY OAKS

98.07 %

CARPINTERIA

95.86 %
CARMEL

98.61 %

CAPITOLA

97.86 %

BUELLTON

98.37 %

ARROYO GRANDE

97.37 %
The percent of electric load served by CCCE for each jurisdiction is listed below:

WATSONVILLE 91.99%
SANTA CRUZ CO 94.49%
SANTA BARBARA CO 96.17%
SAN BENITO 97.52%
MONTEREY CO 94.30%
SOLVANG 94.00%
SOLEDAD 88.30%
SEASIDE 88.03%
SCOTTS VALLEY 96.12%
SANTA MARIA 93.17%
SANTA CRUZ 95.81%
SAND CITY 85.91%
SAN LUIS OBISPO 96.92%
SAN JUAN BAUTISTA 95.65%
SALINAS 95.41%
PISMO BEACH 98.71%
PASO ROBLES 96.10%
PACIFIC GROVE 98.72%
MORRO BAY 97.62%
MONTEREY 94.10%
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MARINA 93.58%
HOLLISTER 96.32%
GUADALUPE 99.54%
GROVER BEACH 98.56%
GREENFIELD 97.82%
GONZALES 98.70%
GOLETA 87.51%
DEL REY OAKS 98.66%
CARPINTERIA 96.61%
CARMEL 98.12%
CAPITOLA 97.43%
BUELLTON 99.51%
ARROYO GRANDE 98.10%
Earned Media
Recent news coverage concerning Central Coast Community Energy has appeared in the following media outlets:
“Marina Coast Water District switching to 100% renewable energy,” Monterey County Herald and California Water News Daily https://www.montereyherald.com/2022/07/12/marina-coast-water-district-switching-to-100-renewable-energy/ “Leeward Renewable secures financing for Rabbitbrush Solar+Storage,” Electric Energy Online, Solar Builder, and PV Magazine https://pv-magazine-usa.com/2022/06/29/leeward-renewable-energy-closes-financing-for-rabbitbrush-solar-storage-project/ Coverage concerning CCCE’s Electrify Your Home program appeared in the Paso Robles Daily News https://pasoroblesdailynews.com/electrify-your-home-program-offers-incentives-for-switching-to-electric/145217/ Coverage concerning the City of Guadalupe’s Grand Reopening of Le Roy Park, sponsored by CCCE appeared in Noozhawk.
https://www.noozhawk.com/article/guadalupe_to_mark_grand_reopening_of_le_roy_park_and_communit y_center
Coverage of flow batter projects including mention of CCCE appeared in Inside Climate News. https://www.energy-storage.news/first-phase-of-800mwh-world-biggest-flow-battery-commissioned-in-china/ Social Media
Top performing content on CCCE’s social media channels between June 15 and July 15 included the Guadalupe Le Roy Park Reopening Event, which received 1,590 likes on Facebook, and the Eden Affordable Housing Project Opening Ceremony, which received 162 likes on Facebook En Espanol. Other top performers included the agency’s 2017-2021 Impact Report and Electrify Your Home program.

CCCE’s social media followers by platform are listed below:

Facebook 1,838
Facebook En Espanol 178
Instagram 774
Twitter 1,066
Linked In 1,199
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TO: CCCE Operations Board of Directors
FROM: Tom Habashi, Chief Executive Officer
DATE: August 10, 2022
RE: Regulatory & Legislative Impact Update
Regulatory
Power Charge Indifference Adjustment (“PCIA”; Rulemaking.17-06-026) – Data Access And Voluntary Allocations In Market Price Benchmark Calculations.

Issue
In the 2020 Scoping Memo, the CPUC requested information on whether the Commission should consider any other changes necessary to ensure efficient implementation of PCIA issues within Energy Resource Recovery Account (ERRA) proceedings. In D.22-01-023, the Commission addressed the proposals most likely to improve the efficiency of implementation of PCIA issues in ERRA proceedings, including three data access proposals by CalCCA.

CalCCA proposed requiring the three IOUs to provide year-round access to confidential ERRA monthly reports for the purpose of creating PCIA or Portfolio Allocation Balancing Account (PABA) rate forecasts with data received through nondisclosure agreements (Data Access Proposal). These reports contain a running monthly account of the beginning balance, net revenues or revenue shortfall, costs, interest, and total balance for the ERRA, PABA, and PCIA Under-collection Balancing Account (PUBA).

While CCA reviewing representatives currently have access to confidential ERRA monthly report data, the existing nondisclosure agreements limit use of this information to participation in the specific ERRA forecast proceeding for which it is disclosed, and CCA reviewing representatives only have access to this confidential data while an ERRA forecast proceeding remains open. Therefore, there may be data indicating important PCIA trends, but CCA reviewing representatives would not have knowledge of it unless they are actively involved in an ERRA forecast proceeding.

Impacts
While both bundled and unbundled customers pay the PCIA, the Commission’s current data access protocols leave unbundled customers materially less protected from changes in the PCIA than bundled customers. Whereas the utility has access to data underlying the Indifference Amount calculation and PABA balance at all times and can therefore forecast trends in PCIA rates, the CCAs only have access to the same data during the six months in which Energy Resource Recovery Account (ERRA) Forecast proceedings are litigated. Moreover, the IOUs require the CCAs to enter a docket-specific NDA during ERRA proceedings that prohibits the use of such data outside the confines of that proceeding. This creates a fundamental imbalance between the IOUs’ bundled customers, whose LSEs can plan for steep increases in the PCIA, and unbundled CCA or Direct Access customers, whose providers do not have access to the year-round data necessary to plan for PCIA rate spikes.

Status
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On 7/14/22 the CPUC released their Decision on Data Access. The Commission agreed with CalCCA that protecting customers from rate volatility is of public interest and CCAs should have access to both IOU market-sensitive ERRA data and PABA balance forecasts. The information affords CCAs the ability to predict if trends are likely to continue or self-correct, allowing for more accurate rate setting.

Several decisions are underway within the PCIA rulemaking. Of note, CCCE still has counsel retained for a court appeal of Decision 21-05-030 where CCCE believes there to be legal error by the CPUC 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.

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 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 is due on November 1, 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
Compliance requirements and materials for the 2022 IRP have been released and preparation of the IRP is in full swing. For the 2022 cycle, the GHG benchmarks for the electricity sector have been lowered in anticipation of accelerated decarbonization need to reach the 2045 100% clean energy goal created by SB 100. While the 2020 cycle required all LSEs to submit portfolios corresponding to their pro rata load shares of 46 and 38 million metric tons (MMT) of CO2 equivalents by 2030, this cycle has reduced those ceilings to 38 and 30 MMT. The planning horizon of the IRP has also been extended from 2030 to 2035, again in deference to post-2030 policy and planning needs. CCCE staff are working with Ascend Analytics to model portfolios that will most effectively meet CCCE’s procurement policies while adhering to CCCE’s assigned GHG limits.

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. 72 of 128
The three biggest issues on the table for CCAs are 1) the extent of responsibility the POLR should have for preemptively procuring resources before any customers are returned to POLR service, 2) how the Financial Security Requirement (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.

Status
The importance of this proceeding has been thrown into relief by a recent attempt by Southern California Edison to steeply increase the FSR for all CCAs in its service area. Following the bankruptcy of the Western Community Energy CCA in summer 2021, the IOUs and especially SCE have been vocal in their desire to raise the FSR. When SCE released its required biannual FSR calculation update in May, CCCE’s FSR was raised from $147,000 to $2.8 million. Other CCAs with load in SCE’s service territory received similarly increased amounts, while FSR requirements for CCAs in PG&E and SDG&E’s service territories remained at the minimum $147,000 due to these IOUs’ higher bundled generation rates providing more of a buffer to offset increased procurement costs. CCCE worked quickly with other CCAs to protest the SCE calculations and point out the flaws in both the current methodology and SCE’s application of it that allowed them to ask for such a steep increase. The Commission agreed, rejected SCE’s calculations, and reduced all SCE FSRs back to the minimum of $147,000. CCCE is helping develop FSR reform proposals that will reduce both the volatility in the amounts asked for and the total amounts for CCAs such as CCCE that have demonstrated financial health through obtaining an investment-grade credit rating. An early version of those proposals may be seen in CalCCA’s latest comments in this proceeding. A Decision on the revised FSR methodology is expected in early 2023.

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 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 73 of 128
the sun goes down, but demand is still relatively high. 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.

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
On June 23rd, the CPUC released a decision which selected SCE’s 24-hour slice-of-day method. 2024 will be a test year prior to full implementation in 2025. However, the Decision left many key details, such as how certain resources would be valued under the new structure, undecided. In order to flesh these out the Commission is holding a series of workshops from July-October of 2022 to resolve implementation details and methodologies. After a submission of final proposals on 11/15, there will be an opportunity for comments and reply comments leading to a final decision in the first quarter of 2023.

CCCE staff are also conducting outreach and advocacy at the Commission around the implications of the Central Procurement Entity that was created in 2020 to take over procurement of Local Resource Adequacy (“Local RA”). Implementation of the CPE has not gone as expected, and ambiguity in the Decision has created significant uncertainty around the amount of System RA CCCE and other CCAs must procure before the Year-Ahead RA compliance deadline on October 31, 2022. CCCE staff have spoken with Commission leadership about this matter and are pursuing all avenues in order to clarify this issue in a timely manner.

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) 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.
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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.

Status
CalCCA has been engaged with this issue, most recently via comments on the proposed revisions. In the most updated version of the LMS review, made in response to stakeholder comments, the CEC did not agree with the CCA’s that the CCE was overstepping authority by requiring rate-setting. They addressed limitations to development by extending the requirement of rate submission from 1 to 2 years after the effective date of the regulation. The first year of implementation may be run as a pilot but would require the same amount of work and refinement as true rate. A vote on the revised LMS will be held by the CEC on August 10th. CCCE staff have been discussing with CalCCA and other CCAs potential options for if the regulations pass, including a legal appeal. CalCCA will be presenting at the August 10th meeting in hopes to sway the opinion of the voting Commissioners
Legislative
On the last day before summer recess began on July 1st, legislators passed a budget trailer bill with a major package of climate and energy provisions. AB 205 contains several provisions relevant to CCCE operations and customers.

First, there is a second round of funding for the California Arrearage Payment Program (CAPP). The adopted budget allocates $1.2 billion dollars to CAPP to continue alleviating energy utility arrearages accrued through December 31, 2021. The only major difference from the first round of CAPP implementation is that this round of funding is restricted to residential customers.

The 2022 CAPP will follow the same format as the program’s first iteration. The cycle will begin with an IOU application process evaluated by Department of Community Services and Development (CSD) for the dispersal of funds. The application will be available online no later than September 29, 2022. CCCE will collaborate with our IOU partners to ensure all necessary information is provided. After awards are made, participating entities must issue funds as bill credits to customers no later than April 3, 2023. The only foreseeable factors that may influence the proposed timeline will be the date CSD posts the application online and the speed at which funds are dispersed by CSD.

Second, this CAPP funding is part of a larger $4.2 Billion energy package in AB 205 designed to help stabilize the grid and combat rising energy prices and burdens on Californians. The package also funds major procurement of generating capacity by the Department of Water Resources (DWR) to act as a backup reserve for the grid to prevent future blackouts. This is the most significant involvement DWR has had in procurement since the energy crisis of 2000-2001 and highlights how seriously the blackouts of 2020 were taken in Sacramento. It is not specified what kind of resources DWR will procure, but CCCE staff are following this issue and will incorporate DWR procurement impacts on markets and compliance requirements into our internal planning.
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Impacts
The legislative session will reconvene from summer recess on August 1. CCCE will continue to focus on bills covering 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. 76 of 128
CCCE Contracts < $100k
Vendor Total Engagement Amount From To Service Scope Remarks 1 Kelly S. Wachs Law $5,810 5/2/2022 As needed Retainer Agreement to represent Anamika Singh in the H-1b Application 2 Regional Government Services Authority $63,000 5/2/2022 9/30/2022 Amendment No.2 to extend compensation study and to include the addition of generalist HR consultation and administration services.
3 Heather Vowell $50,400 6/24/2022 12/24/2022 Board Clerk Service for a six month term with an early termination option 4 Alicia Hicks $93,000 6/24/2022 12/24/2022 Human Resource Service for six months term with an early termination option 5 Liebert Cassidy Whitmore $10,000 7/19/2022 As needed Legal assistance in benefit evaluation and drafting matters 6 Mass Mailer, Inc. $11,070 6/9/2022 6/8/2023 Communication support that includes customer emails and e-newsletter distribution. 7 Hootsuite $15,785 7/25/2022 7/24/2024 Social Media Planning Platform 8 Wald Ruhnke & Dost Architects $9,500 5/5/2022 8/15/2022 Feasibility study service for CCCE Headquarters Building Selection 9 S&P Global Rating $34,000 5/16/2022 Until Complete Evaluation for CCCE consisting of an analysis of the hypothetical scenario/s. 10 NewGen Strategies and Solutions, LLC $95,000 4/1/2022 9/30/2022 2022 Rate Group Support 11 Abbott Stringham & Lynch $20,500 5/28/2022 8/31/2022 ADM Audit 12 Management Partners $5,000 1/28/2022 Until Complete Faciliatory Service and Presentation of the Recommendation at the 6/14/22 CCCE Policy Meeting 13 LHi Group, Inc $95,000 5/17/2022 5/16/2024 Temporary staff augmentation services for a 1 year term followed by an automatic 1 year renewal unless one party provides written notice in advance
14 Monarch Solutions $50,000 5/1/2022 9/30/2023 Facilitation and management support for the purpose of improving CAC role and relationships with CCCE and boards
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Staff Report Item 8
TO: CCCE Operations Board of Directors
FROM: Tom Habashi, Chief Executive Officer
SUBJECT: Approve and Authorize CEO to Execute Prepay Transaction Legal Services Agreement with Nixon Peabody in an Amount Not to Exceed $600k (Action Item) DATE: August 10, 2022
RECOMMENDATION:

This recommends that the Operations Board approve and authorize the CEO to execute an agreement with Nixon Peabody LLP (“Nixon Peabody”) for specialized financial consulting service for prepay transaction legal services with a Not-To-Exceed (“NTE”) amount of $600,000.

BACKGROUND:

CCCE is developing an array of financial strategies to lower costs and increase flexibility in CCCE’s operating budget. One such initiative is the execution of energy prepayment transactions by which CCCE works with various parties to utilize non-recourse tax-exempt bonds to prepay for existing Power Purchase Agreement(s) (“PPA”) and, in so doing, recognize significant savings from the contracted price.

Seeking experienced legal counsel to support the transaction, CCCE issued a Request for Proposals (“RFP”) in June 2022 for bond, tax, disclosure, and prepay representation. An invitation to submit proposals was distributed to qualified prospective candidates and was made publicly available on the CCCE website. CCCE received three proposals in response to the RFP. After an evaluation process, Nixon Peabody received the highest score based on their pricing and experience with prepay energy transactions.

DISCUSSION/ANALYSIS:

Prepayment of PPAs have demonstrated historic potential to yield savings of 7-12% over the contracted prices of the underlying agreements. Such transactions for energy and natural gas have existed for over a decade. Three other CCAs; East Bay Community Energy, Marin Clean Energy, and Silicon Valley Clean Energy; have successfully executed ~$2 billion in prepay transactions. CCCE has retained PFM Advisors as Financial Advisor to facilitate the agency’s first prepay.

The transactions are complex and involve multiple parties. The flow of the transaction generally works as follows:
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1. CCCE partially assigns one or more existing PPAs to a counterparty

2. CCCE and a specially formed Joint Powers Authority (“JPA”) execute a Clean Energy Purchase Contract

3. The JPA issues non-recourse tax-exempt bonds

4. The JPA uses bond proceeds to prepay the counterparty for the full term of the original PPA, e.g., 30 years

5. Counterparty delivers power to the JPA via a Master Power Supply Agreement

6. The JPA delivers the power to CCCE

7. CCCE makes payments to the JPA net of savings

8. The JPA uses those payments to pay the bond debt
Initial terms are generally for 4-6 years, with the debt being refinanced at the end of that term. Demand for prepay bonds is driven by yields and tax-exempt investor interest.

In structuring the transaction, outside legal counsel is retained for four categories of representation:
 Bond – Examining applicable law, participating with the issuer and its financial advisors in structuring the financing; preparing authorizing resolutions; preparing the bond indenture; closing documents, and bonds; reviewing certified proceedings; rendering legal opinions with respect to the authorization and issuance of bonds; ongoing consultation with the parties; participation in rating agency and/or bond insurer reviews; and advising on debt management policy.
 Disclosure – Prepare preliminary and final official statements; develop an appendix to the official statement containing the material financial and operating information to be disclosed to investors; prepare a Continuing Disclosure Undertaking (“CDU”); advise on SEC Rule 14c2-12 obligations related to the CDU, annual filings and reports and potential filings of listed event notices; at closing, deliver a negative assurance letter with respect to the preliminary official statement and the final official statement.
 Tax – Work with the issuer, purchaser, underwriter, financial advisor, energy supplier, and their counsel to minimize the impact of the tax laws on business operations while maximizing the ability to use tax-exempt bonds while protecting CCCE and bondholders from risk of noncompliance with tax laws. Analyze the transaction to ensure that the bonds qualify for tax-exempt status; perform necessary tax diligence regarding private use, arbitrage, prepayments, and other tax law restrictions.
 Issuer – Work to represent and protect the issuer of the bonds. 79 of 128
RFP respondents were scored across multiple factors, including their relevant qualifications, experience, pricing, and capacity to provide the full spectrum of services. Nixon Peabody’s responses were materially superior to the other respondents. From serving as bond counsel on the first electric prepayment transaction in 2004, Nixon Peabody has extensive experience with prepayment transactions, including working with other community choice aggregators.

Proposed Pricing Structure
 Total NTE of $600,000, paid from the bonds issued as part of the prepay transaction  Fee contingent on successful transaction execution; firm so long as transaction closes in 2022  No fee if CCCE abandons the transaction due to insufficient savings, legal or regulatory concerns, or circumstances beyond CCCE’s control
FISCAL IMPACT:

The fees of $600,000 will be paid out of the bond issuance that is part of the prepay structure.

CONCLUSION:

Staff recommends the Operations Board’s approval and authorization for the CEO to engage Nixon Peabody for prepay transaction legal services.

ATTACHMENT(S):

1. CCCE Standard Services Agreement + Nixon Peabody Prepayment Transaction Engagement Letter
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Selection Process
7/29/2022
1 Contract Number: ______________

CENTRAL COAST COMMUNITY ENERGY

STANDARD SERVICES AGREEMENT
This Agreement is made by and between CENTRAL COAST COMMUNITY ENERGY (“CCCE”) and Nixon Peabody LLP (hereinafter “CONTRACTOR”), a limited liability partnership with its principal place of business located at 799 9th Street NW Suite 500, Washington, DC 20001-5327. 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: tax, bond, disclosure, and prepay legal counsel services.

2. PAYMENT PROVISIONS

2.1. CCCE shall pay the CONTRACTOR in accordance with the payment provisions set forth in Exhibit A, 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 $600,000.

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: Agreement for Legal Services

4.1.2.Exhibit B: Procedures for Unauthorized Release of Covered Information 81 of 128
7/29/2022 2 Contract Number: ______________

5. PERFORMANCE STANDARDS

5.1. CONTRACTOR and CONTRACTOR’s agents, employees, and subcontractors performing services under this Agreement are 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.

5.3. 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

6.3. 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.

7. 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 82 of 128
7/29/2022 3 Contract Number: ______________
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 defend, indemnify, and protect CCCE from all claims and damages that arise solely from CONTRACTOR’s negligence in the performance of legal services under this Agreement. This duty to defend, indemnify and protect shall not include any claim related to or arising from the negligence or willful misconduct of CCCE and nothing in this indemnity should be read to preclude or limit in any way a defense that would be available but for this provision.

The obligations under this section shall survive for the period of time that a comparable negligence action in tort would survive under the applicable statute of limitations and no longer.

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.

9.2.1.4. 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.

9.4. 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.

10.1.1. Confidential Information specifically includes Covered Information (as defined in Exhibit B), 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, 84 of 128
7/29/2022 5 Contract Number: ______________
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 B, 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.

11. NON-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 CONTRACTOR
Chief Financial & Technology Officer
70 Garden Court, Suite 300
Monterey, Ca 93940

14. MISCELLANEOUS PROVISIONS

14.1. Conflict of Interest. CONTRACTOR represents that it presently has no interest that 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 and that it will not take on any matter for another client that would give rise to a conflict of interest without consent from CCCE and such other client.

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

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.
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7/29/2022 7 Contract Number: ______________

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.

14.14. 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.

SIGNATURE OF THE PARTIES:

Nixon Peabody LLP Central Coast Community Energy
BY:__________________________________ BY:______________________________________ Title: Partner Tom Habashi, CEO
Date: July 29, 2022 Date: ____________________________
Nixon Peabody LLP Approved as to Form
BY:__________________________________ BY:______________________________________ Title: Partner Brian Kimball, General Counsel
Date: July 29, 2022 Date: ____________________________
Approved as to Financial Terms
BY:______________________________________
Jaya Bajpai, Chief Financial Officer
Date: ____________________________
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7/29/2022 9 Contract Number: ______________
Exhibit A: Agreement for Legal Services
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July 29, 2022

VIA E-MAIL
Brian Kimball
General Counsel
Central Coast Community Energy
70 Garden Court, Suite 300
Monterey, CA
Re: Agreement for Legal Services
Dear Brian:

We are pleased that you have asked Nixon Peabody LLP (the “Firm”) to provide legal services to Central Coast Community Energy (“CCCE”) as bond, disclosure, tax and issuer’s counsel in connection with CCCE’s upcoming bond issuance to fund a prepayment for electricity (the “Transaction”).

This letter and the accompanying Terms and Conditions of Engagement, which are incorporated herein by reference, together with the Services Agreement attached hereto, describe the basis on which the Firm will provide those services. In addition, this letter and enclosure include specific details that are required to be set forth in writing by the ethics rules pursuant to which we practice. It is preferable to put all of these details in writing so that our role and responsibilities are completely understood and agreed to at the commencement of our engagement.

Our sole client in this matter will be CCCE (hereinafter, “you”). Our representation of you does not give rise to an attorney-client relationship between us and any of your affiliates or constituents (such as shareholders, members, partners, officers, directors or employees), and you also agree that you will not give us confidential information regarding your affiliates or constituents during the course of our representation of you. Accordingly, our representation of you in this matter will not give rise to any conflict of interest in the event one of our other clients is adverse to any of your affiliates or constituents.

We will advise you solely in connection with the proposed issuance by CCCE of its tax-exempt bonds to fund a prepayment for electricity to be provided by J. Aron & Company LLC (“J. Aron”), or a special purpose entity acting on behalf of J. Aron (the “Bonds”). You may limit or expand the scope of representation from time to time, provided that we will not substantially expand the scope of our representation without a further written agreement.
4859-2532-8424.4
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We believe in utilizing lawyers, legal assistants and other professional staff with levels of experience and expertise appropriate to each aspect of the engagement. We expect that the principal attorneys involved in this engagement will be Graham Beck, Elizabeth Columbo, Dan Deaton, Terence Walsh, and me. I will be the “Client Attorney” with overall responsibility for managing the relationship, and should be viewed as your contact in the event of questions or concerns, particularly as they relate to service and billing matters.

Our fee for the services related to the issuance of the Bonds is a fixed fee of $600,000. We expect the transaction to close not later than December 31, 2022, that there will be no litigation challenging the bonds or validation actions brought by CCCE, and there will be no formal communication with Federal or State regulatory entities, such as the Securities and Exchange Commission or Internal Revenue Service.

To the extent that these assumptions are incorrect, Nixon and CCCE may revise the fixed fee in light of the changed circumstances. Payment of our fees will be contingent on closing of the Bonds and paid at closing. In the event, however, that CCCE determined to abandon the transaction for reasons other than:
insufficient savings, legal or regulatory concerns, or any other circumstances outside the control of the Authority causing the Transaction to fail to close, we would be paid based on our hourly rates with a 25 percent discount. Additional work outside of the scope of the transaction will be based on our standard hourly billing rate for each attorney, legal assistant and other professional staff devoting time to this matter with a 10 percent discount on those rates. Our billing rates are subject to change from time to time. Any new rates will be implemented immediately after they are adopted and apply to legal services rendered as of the effective date of the new rates, which will be reflected on your invoice. We endeavor to staff projects in a cost-efficient manner, and we will be happy to discuss the staffing of your engagement with you.

In connection with our representation of CCCE we would be responsible for the preparation of the bond indenture, preliminary and final official statement, tax certificate, and the other closing documents, certificates and opinions required in order to issue the Bonds. We will be responsible for the review and analysis of all other documents in connection with the issuance of the Bonds as further described in our response to your request for qualifications for legal services.

We have determined that we do not have any conflicts or potential conflicts at this time that will prevent us from representing CCCE and providing the services called for above. However, an existing or future client of this firm may seek to engage us in connection with an actual or potential transaction or pending or potential litigation or other dispute resolution proceeding in which such client’s interests are or could potentially become adverse to the interests of CCCE. In the event that we become or are made aware of any existing or future client that may have an interest that is or may become adverse or potentially adverse to CCCE, we will promptly report such conflict or potential conflict to CCCE. Any new or emerging conflicts discovered after the date of this Agreement will be addressed between you and this firm on a case-by-case basis. If CCCE decides not to waive any such conflict or potential conflict, we agree that we will curtail or modify the services impacted by the conflict in accordance with your request and our scope of work will be reduced accordingly. If it is not possible to limit the scope of work to CCCE’s satisfaction, we agree we will not accept any new engagement from an existing or future client which causes the conflict. In the normal course of our services, we represent banks, investment banks and other institutions in finance matters throughout the country, some of which may be working with or against you on the transactions covered by this letter. For example, you should be aware that members of the Firm, including the attorneys assigned to represent you on this transaction, have represented and will continue to represent Goldman Sachs & Co. LLC, (“Goldman Sachs”) who we understand to be your designated underwriter in connection with the sale of the Bonds, on other public finance transactions, including our representation of Goldman Sachs as underwriter for bonds issued for prepayments for 91 of 128
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electricity and natural gas. By entering into this agreement, you consent to our representation of those entities on matters entirely unrelated to transactions for CCCE. For purposes of the preceding paragraph, you acknowledge that we would not need to seek a waiver from you in connection with our work for any such bank, investment bank or other institution in matters that are unrelated to the transactions covered by this letter.

As you know, the Firm is a large law firm and represents many other companies and individuals in many other matters. Those companies and individuals may interact with one another in many different respects. Thus, during the time we are representing you, we may also represent other clients—including clients who are your direct competitors or may otherwise have business interests that are adverse to your interests—in transactions adverse to you that are not substantially related to this representation.

Based on the foregoing, you agree that our representation of you in this matter will not disqualify the Firm from representing any existing or future client opposing you in transactions that are not substantially related to the subject matter of this or our other representations of you, and you consent to waive any conflict of interest with respect to those representations provided that the Firm shall notify you of any such conflicts and you shall have the right to approve the conflict with your approval not to be unreasonably withheld. We agree, however, not to use any proprietary or other confidential information of a nonpublic nature concerning you acquired by us as a result of our representation of you to your disadvantage in any matter in which we are opposed to you. Additionally, you agree that we may identify you as a client and disclose the nature of our engagement to other clients and potential clients for the limited purpose of seeking waivers of conflicts of interest. We agree, however, that your consent to this disclosure shall not apply in any instance in which the revealed information would compromise your attorney-client privilege.

You have the right to repudiate this waiver should you later decide that it is no longer in your interest. However, if we have acted in reliance on the waiver, we may have the right – and possibly a duty, under the applicable rules of professional conduct – to withdraw from representing you and (if permitted by such rules) to continue representing other clients.

This Engagement will come into full force and effect on the date that it is signed by all parties and shall continue in full force and effect until the earliest of financial close or the Engagement is otherwise terminated in accordance with its terms. Unless agreed otherwise, such termination shall be without prejudice to any rights or obligations that may have accrued to any party prior to termination.

The Firm shall be entitled to terminate the Engagement in the event of a material breach of this Engagement Letter by CCCE, provided that the Firm has given CCCE 30 days from the date of receipt by CCCE of a notice from the Firm detailing such breach, to remedy the same and that CCCE has failed to remedy such default within such period.

CCCE shall be entitled to terminate the Engagement at any time, upon reasonable written notice.

Upon any termination of the Engagement, the Firm's fees earned and costs incurred before the date of termination will be payable, subject to the caps agreed to herein. 92 of 128
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If this letter and enclosure correctly set forth your understanding of the scope of the services to be rendered to you, please sign the enclosed copy and return it to me so that we will be engaged as your legal counsel. We appreciate your decision to retain us in this matter and very much look forward to the opportunity of working with you.

Mitchell H Rapaport
Nixon Peabody LLP
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The undersigned has read and understands the above letter and enclosure, and accepts and agrees to all of their terms and conditions.

Central Coast Community Energy
By:

Name:

Date Title:
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TERMS AND CONDITIONS OF ENGAGEMENT
This document and the accompanying letter set forth the terms and conditions under which you are engaging Nixon Peabody LLP to provide legal services.

Term of Engagement
You may terminate our representation at any time upon reasonable notice, and we retain that right as well, subject on our part to the applicable rules of professional conduct. Your termination of our services will not affect your responsibility to pay for legal services rendered and charges incurred during the representation. In the event that we have devoted no time to this matter for any three consecutive months, then you agree we may conclude that the engagement has terminated as of the last date on which we performed services related thereto. In the event that we terminate the engagement, we will take such steps as are reasonably practicable to protect your interests in this matter. If permission for withdrawal is required by a court, we will promptly apply for such permission, and you agree to engage successor counsel to represent you. In the event that our representation is terminated, you agree to pay all invoices thereafter rendered covering the period prior to the termination and covering an orderly transition of the matter.

Conclusion of Representation; Retention and Disposition of Documents Unless previously terminated, our representation of you will terminate upon our sending you our final invoice for services rendered in this matter. Following such termination, any otherwise non-public information you have supplied to us will be kept confidential in accordance with the applicable rules of professional conduct. Upon request, your papers and property will be available for you to pick up at our office or shipped to you at your expense. Our own files pertaining to the matter, which may include copies of your papers, will be retained by the Firm. These Firm files include, for example, Firm administrative records; time and expense reports; personnel and staffing materials; credit and accounting records; and internal lawyers’ work product such as drafts, notes, internal memoranda, and legal and factual research, including investigative reports, prepared by or for the internal use of lawyers. All such documents retained by the Firm will be transferred to the person responsible for administering our records retention program. For various reasons, including the elimination of storage expenses, we reserve the right to destroy or otherwise dispose of any such documents or other materials retained by us within a reasonable time after the termination of the engagement. In any event, all documents and other materials in our file may be discarded or destroyed, without further notice to you, at any time after the seven (7) year anniversary of the conclusion of our engagement.

Client Responsibilities
You agree to pay our invoices for services and expenses upon receipt as provided in the accompanying letter. In addition, you agree to be candid and cooperative with us and to keep us informed with complete and accurate factual information, documents and other communications relevant to the subject matter of our representation or otherwise reasonably requested by us. Your Comprehensive General Liability or other liability insurance may provide some reimbursement for liability or defense costs in this matter. We urge you to contact your insurer or broker to determine the nature and extent of the applicable coverage, if any. Unless otherwise agreed in writing, it is your responsibility to pay the Firm for services rendered and to obtain reimbursement from your insurer.
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Charges in Addition to Fees
We will include on our invoices separate charges for travel and filing fees, if any. These charges will generally be billed at actual cost. Fees and expenses of other providers (such as consultants, appraisers, and local counsel) generally will not be paid by us, but will be billed directly to you. Detailed information on our policy for charges and disbursements is available upon request.

Billing Arrangements and Payment Terms
Invoices will be rendered at the closing of the Transaction (or other termination of our engagement); provided, however, that failure to provide an invoice for any given month will not reduce or remove your obligation to pay upon receipt of our invoice. Payment is due promptly upon receipt of our invoice. If an invoice is not paid in full within 30 days of being issued, we reserve the right to charge interest monthly on the unpaid balance. If any invoice remains unpaid for more than 60 days, we reserve the right to withdraw from representing you and may suspend performing services for you until satisfactory arrangements have been made.

Post-Engagement Matters
You are engaging the Firm to provide legal services in connection with a specific matter. After completion of the matter, changes may occur in applicable laws or regulations that could have an impact upon your future rights and liabilities. Unless you engage us after completion of the matter to provide additional advice on issues arising from the matter, the Firm has no continuing obligation to advise you with respect to future legal developments. In addition, unless you and the Firm agree in writing to the contrary, we will have no obligation to monitor renewal or notice dates or similar deadlines which may arise from the matter for which we had been engaged.

Agreement Modifications
If you have any comments or questions concerning the terms of this engagement, or if you would like to discuss possible modifications, please do not hesitate to call your Client Attorney. Any revisions made to the agreement will be effective upon written notice of the revisions, following our approval. 96 of 128
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Exhibit B: 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)

Primary Purposes – The “primary purposes” for the collection, storage, use, or disclosure of covered information, as outlined in Rule 1(c) of Attachment B in CPUC Decision 12-08-045, 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 97 of 128
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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.

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 COO (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 COO 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 COO for their consideration.
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Staff Report Item 9
TO: CCCE Operations Board of Directors
FROM: Tom Habashi, Chief Executive Officer
SUBJECT: Authorize the CEO to Execute Agreement with Capco Consulting Services LLC In a Form Substantially Similar to the Attached and Subject to Approval by CCCE General Counsel for a Term of 18 Months and a Not to Exceed Amount of $700,000 (Action Item) DATE: August 10, 2022
RECOMMENDATION:

This recommends that the Operations Board authorize the CEO to execute an Agreement, from August 15, 2022 through February 15, 2024, with Capco Consulting Services LLC (“Capco”), in a form substantially similar to the attached and subject to approval by CCCE General Counsel, for the development and support of a financial and billing data warehouse in a Not To Exceed (NTE) amount of $700,000 for a maximum term of 18 months.

BACKGROUND:

CCCE’s billing and financial operations produce a vast array of data on customers. CCCE’s outsourced accountants and data manager use the data for foundational tasks such as calculating monthly revenues and past-due amounts. However, CCCE itself does not harvest or analyze the data in an enterprise-scale system for financial reporting and analysis, financial forecasting, customer analytics, and long-range planning. This has limited CCCE’s visibility into its own finances and customers.

DISCUSSION:

CCCE’s billing and financial operations deliver granular data on customers, such as customer type, consumption, costs, and location. This data is currently used by CCCE accountants and data manager for foundational tasks such as calculating monthly revenues and past-due amounts. CCCE itself does not store the data in an enterprise-scale system, such as a data warehouse, and does not leverage it for analytics, advanced reporting, or forecasting. Consequently, CCCE’s visibility into key financial and customer metrics is limited. E.g., revenue estimates are limited to the top-level numbers produced by CCCE’s accountants approximately 3 weeks after month end. CCCE currently does not have any independent systematic method of validating those revenues or analyzing them in greater detail on an ongoing basis. Effective use of the data could give CCCE an independent estimate of its revenues with a 99 of 128
much smaller time lag and much greater depth. E.g., CCCE could see patterns and changes in consumption and billings by rate code down to the zip code level. This could help it identify billing errors, forecast cash flows and revenues, calibrate demand forecasts and hedging activities, identify structural changes in its customer base, and validate cost-of-service rate estimates. Better cash flow forecasting alone would optimize working capital management and yields on reserves. Billing errors could be spotted and flagged quickly, enhancing revenue stability and the customer experience.

Improved demand analysis would help optimize hedging and rate-setting. Signals of major changes in customer demand – such as material increases/decreases – would empower CCCE to move quickly to adjust operations and forecasts. CCCE could improve customer service by reaching out to key accounts as soon as major changes in demand/bills were detected. Competitiveness with IOUs could be continuously monitored and communicated, while customer cost estimates could be generated quickly and efficiently. Tracking and validating cost-of-service rate estimates is important to revenue adequacy.

The data could help meet CCCE’s non-financial goals. For example, overlaying census demographic data on customer billing data could support CCCE’s equity efforts by allowing it to identify areas where customers’ energy burden – the proportion of household budget spent on energy - is high. CCCE could proactively conduct outreach to customers in these areas, alerting them to assistance programs.

Strategically, leveraging financial and billing data would significantly improve CCCE’s capacity in the following key areas:
 Financial reporting
 Financial forecasting
 Rate setting
 Demand forecasting & hedging
 Customer Management, particularly for Key Accounts
 Customer Outreach & Communications
 Energy Programs
It would also significantly improve CCCE’s resilience by reducing dependence on the Data Manager for historical customer data and for reporting and analysis. Accomplishing this requires systematically storing the data in an enterprise data warehouse and building a suite of automated reports, dashboards, and analytics. The system would build the capacity and institutional knowledge necessary to lay the foundation for determining when and how to migrate the Data Manager function – currently on average a $3.5+ MM/year expense – in-house, potentially increasing savings.

At present, CCCE does not have the capacity to build such a system. Staffing an in-house team is challenging in an environment where technical skills are in very high demand. Small-scale prototypes 100 of 128
did not have the necessary scale and capabilities. Therefore, Staff conducted a Request For Proposals (RFP) for a Financial & Billing Data Platform.

Financial & Billing Data Platform RFP
Staff conducted an RFP in the May-June period for a Financial Billing & Data Platform encompassing the following:
 Develop an enterprise data warehouse that automatically ingests, validates, and stores data from the Investor-Owned Utilities, Data Manager, and third-party sources  Develop analytical tools, dashboards, and up to 30 automated reports  Provide up to 1 year of technical and administrative support  Deliver a cost/benefit analysis and roadmap to bring the Data Manager function in-house A multi-step selection process was followed:
 First screen to shortlist candidates based on multiple factors  Interviews with shortlisted candidates
 Requests to rescope and reprice
 Final scoring based on multiple factors
Capco was selected based on its experience, comprehensive solution, ability to execute, contracting flexibility, support services, and value. Capco is a global technology consulting firm with over 5,000 employees in 32 offices across 4 continents. It serves 100+ clients worldwide and has over 24 years of energy experience. Representative projects include the following:
 Major Power & Gas retail supplier that had outsourced most systems and processes to a third-party, including billing, customer information systems, EDI, payments, call center, collections etc. Capco migrated billing system data and built a data analytics platform  Major North America Energy Marketer that had disparate businesses and systems. Capco built a data warehouse to unify data, developing pipelines, reports, and consolidated views into business  Major Solar Service Provider looking to integrate data from 5 external sources and provide it to customers. Capco build data pipelines, created a cloud warehouse, managed Salesforce integration, and implemented common business transformations and data quality rules Staff elected to defer contracting for the Data Manager cost/benefit analysis and roadmap till Q1 of 2023. The learnings from building and operating the data warehouse could materially reduce the cost of the study.
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PROPOSED SERVICES
Capco will provide or stand up the following:
 Date Warehouse
o Data model
o Extract Transfer Load Pipelines
o Data cleaning, validation, and anomaly detection
o Data catalog and user documentation
 Analytical tools
o Front-end reporting tool for CCCE users to directly access warehouse, such as Tableau o Dashboard with rate simulations
o Up to 30 automated reports
 Ongoing support
o System maintenance and troubleshooting
o 45 hours/week of all-inclusive support, ranging from developing new reports to modifying the data warehouse itself as Data Manager platform evolves

PROPOSED PRICING STRUCTURE
 Total NTE of $700,000
o Contract fee of $609,460
o $90,540 for CCCE-requested modifications, additional functionality, and new reports  Delivery of Data Warehouse in 5 months from project start  Support for 12 months after Data Warehouse delivery
FISCAL IMPACT:

The proposed Agreement with Capco for an 18-month term and an NTE of $700,000 will be funded from the budgets for FY 21-22 and FY 22-23.

CONCLUSION:

The Operations Board’s approval and authorization of the CEO to engage Capco to build a Financial & Billing Data Warehouse will significantly increase CCCE’s resilience, financial capabilities, and operational capabilities, improving financial stability, customer service, and ability to deliver innovative programs.

ATTACHMENT(S):

1. Draft Capco 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 Capco Consulting Services LLC (hereinafter “CONTRACTOR” or “Capco”), a Delaware limited liability company with its principal place of business located at 717 Texas Ave., Suite 1600, Houston, TX 77002.

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

2. PAYMENT PROVISIONS

3. TERM OF AGREEMENT

3.1. The term of this Agreement is from the date of execution contemporaneous with the Schedule set forth in Exhibit A, 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 pursuant to Section 7.2.

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 4/6/2022 2 Contract Number:

5. PERFORMANCE STANDARDS

5.1. CONTRACTOR warrants that CONTRACTOR and CONTRACTOR’s agents, employees and subcontractors performing services under this Agreement are 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 EXPRESSLY DISCLAIMS ANY WARRANTY OF THE ACCURACY OR

COMPLETENESS OF DATA, OPERATIONAL CRITERIA OR PARAMETERS PROVIDED BY CCCE. NOTWITHSTANDING THE FOREGOING OR ANYTHING ELSE TO THE CONTRARY IN THIS DOCUMENT, CONTRACTOR WILL HONOR WARRANTIES IN EXHIBIT A.

5.4. 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. The professional services fees and discounted rate card in Exhibit B are subject to an annual rate increase. The first adjustment will take place 1 year from date of execution and annually thereafter. The annual adjustment will be the greater of 5%, or the Annual Consumer Price Index plus 2%. CCCE does not guarantee any minimum or maximum amount of dollars to be spent under this Agreement.

6.2. 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.

6.3. 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. CCCE shall have 30 days to process invoices or notify CONTRACTOR of a dispute.

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, CCCE shall pay for all services rendered up through the effective date of termination.
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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.

Notwithstanding CCCE’s right to immediate termination for Good Cause, in the event that CCCE notifies CONTRACTOR of a material deficiency that may lead to a Good Cause termination CONTRACTOR shall have 30 days to cure any material deficiency hereunder to CCCE’s satisfaction in its sole discretion, which shall not be unreasonably withheld. 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; LIMITATION OF LIABILITY

8.1. Each party (an “Indemnitor”) shall indemnify, defend, and hold harmless the other, its Directors, Board members, officers, agents and employees against any third party claim, liability, loss, injury or damage, excepting only loss, injury or damage caused by the sole negligence or willful misconduct of personnel employed by indemnified party’s personnel, arising out of: (i) Indemnitor’s misappropriation of a third party’s intellectual property rights, (ii) personal injury occurring on premises over which Indemnitor exercises dominion and control, and (iii) employment claims made by Indemnitor’s personnel. The Indemnitor shall reimburse the indemnified parties for all costs, attorneys’ fees, expenses and liabilities incurred with respect to any litigation in which the Indemnitor is obligated to indemnify, defend and hold harmless the other under this Agreement.

8.2. The obligation to indemnify under this Section is contingent upon: (i) the indemnified party’s promptly notifying the Indemnitor in writing of any claim subject to such indemnity obligation; (ii) the Indemnitor having sole control over the defense and settlement of the claim; (iii) the indemnified party’s reasonably cooperating during defense and settlement efforts; (iv) the claim(s) not arising, in whole or in part, out of the action or inaction of the indemnified party; and (v) the indemnified party’s not making any admission, concession, consent judgment, default judgment or settlement of the claim or any part thereof.

8.3. CONTRACTOR SHALL NOT BE LIABLE FOR ANY FORM OR THEORY OF INDIRECT, INCIDENTAL,

CONSEQUENTIAL, SPECIAL, DELAY OR PUNITIVE DAMAGES WHATSOEVER (INCLUDING

WITHOUT LIMITATION ANY DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS

INTERRUPTION, OR LOSS OF INFORMATION), EVEN IF CONTRACTOR WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGE OR LOSS. CONTRACTOR’S total liability for direct damages attributable to a Service or any Deliverables is limited, in all cases and in the aggregate, to the amount of fees actually paid by CCCE under this Agreement for such Service or Deliverable described in Exhibit A. The foregoing exclusions and limitations of liability shall not apply to Contractor’s total liability attributable to: (i) its indemnification obligations under Section 8.1, which, instead, in total and in the aggregate, shall be subject to a super cap equal to three million dollars ($3,000,000) and (ii) its breaches of its obligations under Section 10 (Confidentiality), including any obligations related to its access of PPI (defined below) which instead, in total and in the aggregate, shall be subject to a super cap not to exceed five million dollars ($5,000,000).

8.4. 4/6/2022 4 Contract Number:

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.

9.2.1.1.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.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 of $1,000,000 each person, $1,000,000 each accident and $1,000,000 each disease.

9.2.1.3.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 $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 two 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 two years following the date CONTRACTOR completes its performance of services under this Agreement.

9.4. Commercial general liability policy shall provide an endorsement designating 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.
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10. RECORD AND CONFIDENTIALITY

10.1. Each party 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. Neither party (a “Recipient”) shall disclose any confidential records or other confidential information received from the other or prepared on its behalf in connection with the performance of this Agreement (a “Discloser”), unless permitted hereunder or Discloser specifically permits Recipient to disclose such records or information. Recipient shall not use any confidential information gained by it in the performance of this Agreement except for the sole purpose of carrying out its obligations under this Agreement. Discloser warrants that it has all sufficient rights, consents, or authorizations necessary to disclose the Confidential Information hereunder and agrees to indemnify, defend, and hold harmless the Recipient from and against any third-party claim alleging a violation of the foregoing warranty.

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, Recipient shall destroy or return to Discloser any Confidential Information which Recipient has and used or received from Discloser to perform services under this Agreement.

10.5. All materials and work product shall be owned solely and exclusively by CONTRACTOR, regardless of who participated in their creation or the medium of expression; provided that, upon payment therefor, CCCE shall have a perpetual, worldwide, royalty-free, exclusive and irrevocable license to use such work product, create derivative 4/6/2022 6 Contract Number:
works for its internal business purposes, 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

11. NON-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 CONTRACTOR/Capco Consulting Services LLC Chief Financial Officer Attn: Controller
70 Garden Court, Suite 300 717 Texas Avenue, Suite 1600 Monterey, Ca 93940 Houston, TX 77002
With copy to:

Capco
Attn: Legal
77 Water Street
New York, NY 10005
[email protected]
4/6/2022 7 Contract Number:

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, without the permission of CCCE, not to be unreasonably withheld.

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

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. The parties shall continue to perform under this Agreement during any good faith dispute.

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, including Exhibit A which shall supersede the terms of this Agreement with respect to project timelines.

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 4/6/2022 8 Contract Number:
services.

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 hasthe requisite authority to enter into this Agreement on behalf of such party and bind the party to the terms and conditions of this Agreement.

14.18. Non-Solicitation. During the term of this Agreement and for a period of twelve months thereafter, neither party shall, directly or indirectly, solicit for employment, offer employment to, employ or retain (whether as an employee, officer, agent, consultant, advisor or in any other capacity) any employee or contractor of the other party, its affiliates or subsidiaries directly involved with the provision of the Services set forth in Exhibit A. This Section 14.18 is not intended to preclude the hiring of an individual who initiates contact with a party to this Agreement in response to a general public advertisement or any solicitation program not specifically targeted at such individuals.

SIGNATURE OF THE PARTIES:

CONTRACTOR
Capco Consulting Services LLC
Central Coast Community Energy
BY: BY:

Title: Tom Habashi, CEO
Date: Date:

Jonathan Clites, Associate Partner
August 8, 2022
4/6/2022 9 Contract Number:

Approved as to Form
BY:

Brian Kimball, General Counsel
Date:

Approved as to Financial Terms
BY:

Jaya Bajpai, Chief Financial Officer
Date:
4/6/2022 10 Contract Number:

Exhibit A: Scope of Services
A. Task 1: Data Warehouse

1. Build batch ingestion pipelines to ingest data from Calpine (Data Manager), PG&E, and SCE into staging database

2. CONTRACTOR will attempt to source all data directly from the Investor-Owned Utility (“IOU”) flat files and native reports via FTP location. Any required data not available from the IOU’s will be sourced from Calpine data manager database

3. Develop base data model to support reporting requirements.

4. Develop an in-house data warehouse using a cloud-based provider (AWS or Azure) database

5. Build transformation data pipelines between staging and data warehouse to transform the data as per data model.

6. CONTRACTOR Task 1 Deliverables:
a. Datawarehouse
i. Data warehouse created within Microsoft Azure or Amazon AWS ii. Implement data masking for PPI by introducing different DB roles based on business requirement.
iii. Base data model
b. Design and Data Pipelines
i. Business/Technical Requirements
ii. Solution Architecture Design
iii. Actual ETL Pipelines in chosen cloud-based technology or ETL tool iv. Reference Data
v. Initial Data Load including basic validation scripts c. Testing
i. System Test Plan
ii. CONTRACTOR executed System Tests and Results
iii. Support of CCCE User Acceptance Testing (UAT)
d. Complete documentation including the following
i. Functional, Informational, and Business Requirements Document ii. Design Document(s) to contain:

1. Data Models

2. Data Dictionaries

3. Source to Target ETL Mapping Documents

4. Design and technical details intended for CCCE developers or IT staff

7. The following will inform CONTRACTOR’s delivery of Task 1:
a) CCCE requirements, specifications, and input
b) IOU and Calpine Reports as of the date of the start of Task 1 c) Calpine data warehouse data model, data dictionary, API specifications, and any other information made available to CONTRACTOR
d) For the avoidance of doubt, the following IOU and Calpine reports will explicitly inform the delivery of Task 1:
4/6/2022 11 Contract Number:

B. Task 2: Develop Reporting & Dashboards

1. Analysis and development of up to 30 simple automated canned reports

2. The automated reports will be built using mutually agreed upon BI tools such as Tableau or Power BI and will use data only from the Data Warehouse delivered pursuant to Task 1.

3. Simulations of data changes in the reports will be accomplished by providing parameterized inputs to the reports, using input formats acceptable to CCCE

4. Reports will be refreshed after each batch load of the Data Warehouse

5. Develop a dashboard based on requirements provided by CCCE using data from the Data Mart built in Task 1.

6. CONTRACTOR Task 2 Deliverables:
a. Business/Technical Requirements and Report Designs
b. Creation of up to 30 simple automated canned reports including necessary code/configuration
c. Dashboard, including rate simulation capability
C. Task 3: Support & Maintenance

1. CONTRACTOR will provide 45 hours per week for system support & maintenance, end-user support, and minor enhancements. 5 hours of support time will be provided by staff physically located and working in the United States of America and 40 hours of support will be provided by staff located from a location determined at Capco’s discretion. US based support will be provided during CCCE’s regular hours of business, which are typically Monday-Friday 8 AM – 4 PM Pacific Standard Time.

2. Specifically, support will include the following:

Report Name Contents Frequency Originator
Aging Report (SCE Territory) The outstanding balances in SCE's territory Weekly/Monthly Calpine Cash Receipts Report (SCE Territory) Details of customer payments into our bank via EDI820 Weekly/Monthly Calpine Days To Invoice (SCE Territory) How many days from loading the data in Calpine's system to billing Weekly/Monthly Calpine Invoice Summary Report AKA Billed Report - what was billed by Calpine's system on any given day Weekly/Monthly Calpine SCE Monthly Revenue Tracks expected revenue per calendar month based in billing period Monthly Calpine Snapshot Report All customers in Calpine's system that has received an enrollment Weekly/Monthly Calpine SQMD Submission Initial (previous month) and Final (3 months ago) SQMD Submissions Monthly Calpine Transaction Summary High-level money leaving and entering the bank Monthly Calpine Unbilled Usage Any usage that has not been billed in Calpine's system Monthly Calpine UUT Tax High-level UUT tax to be paid to Isla Vista Community Service District Monthly Calpine 4013 File Snapshot of all customers including customer attribute information Weekly PG&E ABS NEM true-ups List of ABS NEM customers and their true up dates Monthly (by request) PG&E CCA AMP Report AMP enrollment information (Snapshot) Weekly PG&E Economic Development Report List of customers whose businesses are participating in the economic development rate (EDR) Monthly PG&E
ESP Adjustment Adjustment transaction information Daily PG&E ESP Billing Charges from CCA bill page Daily PG&E
Item 16 Historical anchor (monthly) usage By Request PG&E Item 17 Historical Interval usage (15 and 60 min) By Request PG&E MBCP RR Report Breakdown of charges for RR customers N/A PG&E PGE Snapshot Reports Snapshot of all active customer aging Monthly PG&E PSPS Info on customers affected by public safety power shutoffs (PSPS) events Ad hoc PG&E Rule 24 List of customers participating in demand response programs Weekly PG&E UDC Payments Breakdown of customer payments processed by PG&E Daily PG&E All Customer List Summary Overview, by TOT code, of customer enrollment details in different programs
Weekly/Monthly SCE
AMP Customer List Customers on the AMP program Weekly SCE HUD Hourly Usage Data - for SCE customers Once a year SCE Standard Output Files Monthly data usage files for SCE customers Once a year SCE 4/6/2022 12 Contract Number:
a. Ongoing system administration, management, and maintenance services for all deliverables in this Agreement
b. Updating existing ETL pipelines as IOU and Calpine Data Manager platforms evolve c. Evolving and deploying technical architecture as needed to accommodate changes in IOU and Calpine Data Manager systems
d. Providing frontline customer support for CCCE staff for Task #1 and Task #2. Support will be provided via phone, email, or virtual meeting, as requested by CCCE staff and at a mutually agreed time between CONTRACTOR and the CCCE staff that submitted the ticket. e. Develop new reports, dashboards, and analytical tools, as requested by CCCE

3. Support will be comprised of a pool of CONTRACTOR resources that are familiar with CCCE’s implementation

4. Onshore CONTRACTOR support, defined as staff physically located and working in the United States of America, will be available during normal CONTRACTOR business hours (8AM- 4PM PST) and will monitor for incoming user and/or production issues sent by CCCE staff to the CONTRACTOR production support email inbox or a ticketing system provided by CONTRACTOR.

5. CONTRACTOR will respond in 24 hours or less to CCCE issues submitted via the CONTRACTOR production support email inbox or a CONTRACTOR-provided and administered ticketing system. If a ticketing system is used, CONTRACTOR will provide it at its own cost,

6. CCCE will identify support requests as Urgent, requiring immediate support, or Non-urgent.

Urgent issues are defined as issues where work of the CCCE user is interrupted, and no workaround exists. Non-urgent issues will be handed off to the dedicated offshore developer for resolution.
a. Support requests identified as Urgent will be resolved to CCCE’s satisfaction in 3 business days or less. If resolution of such items is not possible in 3 business days, CONTRACTOR will, within 3 business days, provide a proposed workplan and an estimate of the amount of time required to resolve the issue. CCCE and CONTRACTOR will mutually review and agree to a workplan and timeline.
b. Support requests identified as Non-urgent will be resolved to CCCE’s satisfaction in 5 business days or less. If resolution of such items is not possible in 5 business days, CONTRACTOR will, within 3 business days, provide a proposed workplan and an estimate of the amount of time required to resolve the issue. CCCE and CONTRACTOR will mutually review and agree to a workplan and timeline.

7. CONTRACTOR will prioritize system maintenance and customer support over development of new functionality to ensure that sufficient capacity exists for system maintenance and ongoing support.

Sufficient capacity is defined as the total number of support hours per week multiplied by the number of weeks per year or 2,340 hours per year.

8. CONTRACTOR will track, itemize, and report to CCCE the number of support hours used each week.

Itemization will include a Major Enhancement category that details substantial changes such as altering the data model. CONTRACTOR will also provide a forecast of support hours by category for the remaining term of the contract to CCCE each week.

9. Large Major Enhancement requests or multiple combined smaller Major Enhancement requests that may exceed a forecast cumulative use of 2,340 hours per year will be assessed, and an estimate provided to CCCE. Upon approval of the estimate and via the change control process, CONTRACTOR will execute the change request at the CONTRACTOR change request rate card detailed in Exhibit B.

10. Payment for Exhibit A Section C Task 3: Support & Maintenance will be contingent upon CCCE verifying support is being delivered in accordance with the terms of this contract and Exhibit A.

That includes but is not limited to CONTRACTOR resolving items under Section C Task 3 Item 6 above in the timelines.
4/6/2022 13 Contract Number:

D. Out of Scope Items

1. Parsing of EDI (Raw X12, XML, or CTG) into the to be developed solutions

2. IOU or Calpine Data Manager reports that are not available at the start of the project will not be part of Task #1 or Task #2.

3. The data manager study as listed in the CCCE Financial and Billing Data Platform RFP

4. Major changes to IOU and data manager platforms, pipelines, and datasets that occur after the start of Task 1 and Task 2 which cannot be foreseen by CONTRACTOR and require changes to the Data Warehouse delivered in Section A Task 1 above. CONTRACTOR will endeavor to accommodate changes to the Data Warehouse driven by changes in the IOU and data manager platforms within the allotted Task 3 hours. However, if they cannot be accommodated, CONTRACTOR will submit a change request to CCCE at the prevailing rates in Exhibit B .

E. Assumptions

1. CONTRACTOR estimates do not include any Cloud hosting costs (ex: AWS, Azure) or any required licensing from other vendors (ex: ETL, reporting or analytics tools). CCCE will be solely responsible for contracting for, acquiring, and paying for these services items directly with the needed vendors.

2. Calpine Energy Services LLC is the only Data Manager that will need to be integrated CONTRACTOR deliverables.

3. CONTRACTOR will be provided access to Calpine Data Manager and IOU data from CCCE including credentials needed to interface with them in both non-production environments and production environments. This includes any VPN access required to access environments from a CONTRACTOR laptop. The data and credentials will be provided at latest the beginning of the actual project.

4. CONTRACTOR will not consider the GridX LLC data platform as a data source, as it will be retired.

CONTRACTOR will attempt to source all data directly from the IOU’s flat files. Any data not available from the IOUs will be sourced from the Calpine Data Manager.

5. All deviations from the project Scope will be evaluated using a change control process that includes:
logging the change request, investigating and assessing the impact and obtaining the appropriate approvals from CCCE through execution of a Change Request.

6. On occasion, CONTRACTOR employees will be required to attend CONTRACTOR business functions during normal working hours. CONTRACTOR will not bill for any time spent attending to CONTRACTOR business functions.

7. CCCE will provide timely input, decisions, and feedback to the CONTRACTOR team during the engagement. CONTRACTOR assumes CCCE business users will provide requirements, responses, and clarification in a timely manner. CCCE business users will also be able to allocate adequate time to perform user acceptance testing (UAT) during that portion of the project.

F. Warranty
The “Warranty Period” will begin on the written acceptance by CCCE of completion of Section A Task 1 and Section B Task 2above and end at the earlier of 1 year from the Warranty Period start date or the Effective Date of the termination of this Agreement. CONTRACTOR warrants as follows:
(i) The functionality of CONTRACTOR deliverables will materially conform to the requirements and specifications set forth in this Exhibit A and as agreed in writing between CONTRACTOR and CCCE in requirements/design documents during the Warranty Period. The functionality when used as described 4/6/2022 14 Contract Number:
herein will be suitable to function for the purpose underlying such requirements/design
(ii) The deliverables will be free from material errors and defects. If defects or errors emerge during Warranty Period CONTRACTOR will remedy such defects and errors to CCCE’s satisfaction at no charge to CCCE.

G. Schedule
Section A Task 1 and Section B Task 2 will be completed no later than 24 weeks from contract execution, unless the completion date is extended by CCCE in writing.

Section C Task 3 will commence upon written acceptance by CCCE of the completion of Section A Task 1 and Section B Task 2 and will be for a period of 52 weeks.

H. Project Management and Governance

1. CCCE will assign a Project Sponsor who will be responsible for attending status meetings and approving all proposed project plans, timelines, and deliverables The Project Sponsor will approve and certify project deliverables CONTRACTOR. The Project Sponsor will act as or designate a principal point of contact for the team.

2. CONTRACTOR will designate a Project Lead who will be the principal point of contact for CCCE.

The Project Lead will be responsible for attending status meetings and overseeing CONTRACTOR delivery of project items.

3. Joint status meetings will be held weekly by the CONTRACTOR Project Lead with the Client Project Sponsor to discuss progress, issues, planned activities, and other project management topics. A final meeting will be held at the end of Task #1 and #2 to discuss the final project status. The Project Sponsor will certify completion of Task #1 and Task #2

4. CONTRACTOR and CCCE will jointly agree a cadence and format for status/governance discussions during the duration of Task #3.

5. Documents created by CONTRACTOR as deliverables, such as but not limited to a requirements document, will be provided to CCCE for review, discussion, and feedback. CONTRACTOR will incorporate CCCE feedback and provide the final version to CCCE for approval. If approved documents will be used as the basis for subsequent tasks such as design, development, and testing. Any document submitted by CONTRACTOR to CCCE for review that has not received feedback in 5 business days will be deemed final and signed-off. 4/6/2022 15 Contract Number:

Exhibit B: Payment Terms
CONTRACTOR’s fees for the Services to be performed for this effort will be charged on a time and materials basis with a Professional Services Fees estimate of:
• Exhibit A Section A Task 1 and Exhibit A Section B Task 2 - $468,800 • Exhibit A Section C Task 3 - $2,705 per week for 52 weeks = $140,660 • Total estimated fees for this Agreement - $609,460
The above estimates exclude taxes and travel expenses. No travel is expected for this engagement. Any travel expenses will be preapproved by CCCE.

Resources
Although CONTRACTOR may utilize additional resources as needed from within our firm, the primary resources for Task 1 and Task 2 in this engagement are summarized below:

Resources for Exhibit A Section A Tasks #1 and Exhibit A Section B Task #2

RESOURCE ROLE DISCOUNTED

HOURLY RATE

COMMITTED TIME
Suneel Nangineni Project Lead / Architect $205 Full-Time (40+ hours per week) Anil Veetil Developer $165 Full-Time (40+ hours per week) Ravi Sekhar Developer / Analyst $165 Full-Time (40+ hours per week) Vy Tran Thien Technical Analyst $105 Full-Time (40+ hours per week) Sayeed Ahmed Offshore Developer $42 Full-Time (40+ hours per week) TBD Offshore Developer $35 Full-Time (40+ hours per week) Resources for Exhibit A Section C Task #3

RESOURCE ROLE DISCOUNTED

HOURLY RATE

COMMITTED TIME
Multiple Resources Technical / User Support $205 5 Hours Per Week Average Sayeed Ahmed Offshore Developer $42 Full-Time (40+ hours per week) The initial resources listed above are based upon a tentative August 15, 2022 project start date.

CONTRACTOR will optimize the resource plan to the scope, schedule, and budget during the course of the project. This may include rolling a resource off the project before the end, adding an additional resource, or swapping a resource. The CONTRACTOR Rate Card that applies to the Exhibit A Scope of Services is:

CONTRACTOR Resource Level Rate in USD/Hour
Associate $105
Consultant $130
Consultant (Offshore) $35
Senior Consultant $165
Senior Consultant (Offshore) $42
Principal Consultant $205
Managing Principal $250
*US based unless otherwise noted
Exhibit A Section A Task 1 and Exhibit A Section B Task 2 Invoicing Work will be invoiced on a T&M basis monthly per Section 6 of this Agreement for all services rendered. Invoices will be itemized and must be approved by CCCE, which approval shall not be unreasonably withheld.
4/6/2022 16 Contract Number:

Exhibit A Section C Task 3 Invoicing
Exhibit A Section C Task 3 begins upon CCCE’s written acceptance of completion of Exhibit A Section A Task 1 and Exhibit A Section B Task 2. Each week, CONTRACTOR will provide CCCE with an itemized report of support hours used. CONTRACTOR will invoice CCCE a fixed amount of $2,705 per week monthly regardless of the actual number of hours used. Every three months, CONTRACTOR will do a true-up and will invoice for any quarterly overage based on the included rate card. CONTRACTOR will provide CCCE with an itemized list of overage hours, including dates and times that contributed to the overage.

Example:

Invoice Date Range Monthly Invoice Amount
1/1/2023 – 1/31/2023 4 weeks and 2 days at $2,705 per week = $11,902 2/1/2023 – 2/28/2023 4 weeks at $2,705 per week = $10,820 3/1/2023 – 3/31/2023 4 weeks and 3 days at $2,705 per week = $12,443 + any excess hours 4/1/2023 – 4/30/2023 4 weeks at $2,705 per week = $10,820 5/1/2023 – 5/31/2023 4 weeks and 3 days at $2,705 per week = $12,443 6/1/2023 – 6/31/2023 4 weeks and 2 days at $2,705 per week = $11,902 + any excess hours CONTRACTOR will track the average usage of the support bucket hours on a weekly basis and provide a forecast to CCCE. CONTRACTOR fees for Task #3 will not exceed $2,705 per week quarterly average without pre-approval from CCCE not including the true-up which will occur quarterly.

CONTRACTOR Rate Card for Change Requests and Enhancements The Discounted CONTRACTOR Rate Card for CCCE Change Requests and Enhancements is below. The below rate card applies for any requested changes and enhancements that follow the change control process and result in an amendment to this Agreement.

CONTRACTOR Resource Level Rate in USD/Hour
Associate $105
Consultant $130
Consultant (Offshore) $40
Senior Consultant $170
Senior Consultant (Offshore) $50
Principal Consultant $215
Managing Principal $255
*US based unless otherwise noted
4/6/2022 17 Contract Number:

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)

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

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.

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

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.
4/6/2022 19 Contract Number:

Staff Report Item 10
TO: CCCE Operations Board of Directors
FROM: Tom Habashi, Chief Executive Officer
SUBJECT: Support The Framework Of And Key Changes Proposed In The CCCE FY 2022-23 Operating Budget (Action Item)
DATE: August 10, 2022
RECOMMENDATION:

This recommends that the Operations Board of Directors (“Operations Board”) support the framework of and proposed key changes to CCCE FY 2022-23 Operating Budget.  Reduce rates by 1 c/kWh over the next 2 calendar years  Combine all reserves and uncommitted funds into a single Reserve Fund  Shift funds committed to specific Energy Programs into a restricted Energy Program Fund  Budget Energy Programs on a bottom-up basis rather than as a variable value indexed to revenues BACKGROUND:

In June 2021, the Policy Board approved Cost of Service (COS) rates for customers in the PG&E service area. The Board also approved setting rates for customers in the SCE service area at a 2% discount from SCE for CY 2022, then switching to a COS model in CY 2023.

In September 2021, the Policy Board approved the following:
 FY 2021-22 Operating Budget
 A 1 c/kWh adder for all customers in the PG&E service area for CY 2022  Budgeting net 3% of revenues for energy programs
In December 2021, the Policy Board approved the following:
 An additional 2 c/kWh rate adder for all customers in the PG&E service area  Continuing the 1 c/kWh rate adder approved in September for CYs 2023-24  Crediting CARE and FERA customers with $100 in September of 2022  Allocating net 2% of revenues to fund Member Programs 122 of 128
DISCUSSION:

Power Supply Budget
CCCE anticipates a substantial rise in power supply cost (“Cost of Energy” or “COE”). CCCE’s power supply strategy has long been to sign long-term PPAs with developers, providing customers competitive rates based on the cost to serve customers. That strategy proved prudent given the substantial increase in market costs. As Figure 1 shows, natural gas prices – a significant driver of California power prices – have more than tripled since 2019-20. Note that while CCCE does not procure power from natural gas power plants, regional power prices are heavily influenced by gas-fired power plants. Therefore, increased volatility in natural gas markets and higher prices in natural gas markets affect regional spot and long-term power price benchmarks. These regional power prices and benchmarks in turn affect the prices at which developers and market participants are willing to transact with CCCE.

Figure 1: Henry Hub Front Month Futures Contract. Source: US Energy Information Administration The market price for power products has increased, with long-term prices and market liquidity reflecting uncertainty around the long-term California power supply-demand balance, market rules, natural gas volatility, and long-term price equilibrium.

CCCE does not intend to renegotiate signed PPAs in response to developers’ project delays and requests for price renegotiation.
123 of 128
CCCE will, to the extent feasible, assist developers to deliver contracted-for projects by negotiating liquidated damages or delaying commercial operation deadlines. As a result, CCCE may face the possibility of procuring replacement power and open market power at much higher prices than contemplated during the past five years. Should developers fail to deliver the contracted-for projects, 3CE will continue to procure additional clean and renewable resources to reach the goal of 100% renewable energy by 2030. That new project procurement, however, may be at a higher price than those negotiated in historic market lows. Additionally, CCCE could face potential penalties imposed by the CPUC.

Considering the sizable increase in power supply cost, staff currently propose to reduce rates for customers in the PG&E service area by 1 c/kWh for Calendar Year 2023 and 2024 instead of the 2 c/kWh reduction that was anticipated in December 2021.

Program Budget
At inception and in the years since, CCCE’s budgets for energy programs were indexed to revenue, i.e., set as a percent of revenue. That approach was reasonable considering that CCCE had limited data with which to plan and administer electrification programs within our service area.

Over the past 5 years, CCCE’s professional staff has gained a great deal of experience in operating energy programs – experience and data that can be leveraged to size program spend to need and effectiveness. Moreover, the adoption of cost-based rates enables the agency to plan for and capture revenues sufficient to cover investments made in CCCE’s electrification programs.

The variable indexed approach can create inherent volatility in program budgets and potentially lead to a mismatch between revenues collected for programs and the actual demand for those programs.

Matching energy program investment with community demand is prudent for a variety of reasons:
 Competitive and equitable rates. Program funds are ultimately collected from all CCCE customers. If the amount collected is much higher than can be justified by demand, there is a risk CCCE is overcharging customers – reducing its competitiveness with the Investor-Owned Utilities (IOUs) and adding to customers’ energy burden.
 Increasing program budget stability. CCCE rates reflect its cost of service – and CCCE’s goal is to reduce cost by procuring low-cost power. If revenues decline, program funds will decline. Removing the index approach will provide greater long-term stability and avoid unexpected declines or a whipsaw effect where program funds move up and down sequentially. 124 of 128
 Greater alignment with the ability to scale programs and greater visibility into actual spend at the program line-item level. This enables CCCE’s professional staff to better plan and manage energy programs for success throughout the year.
 Improve financial stability and visibility.
o Currently, the balances for program funds and the UPS Fund are carried as unrestricted funds. Separating committed funds and restricting them would guarantee the funds are accessible only for the purpose for which they were committed under a letter of intent or agreement.
o As discussed below, consolidation of unrestricted funds into a single reserve ensures credit rating agencies treat these as unrestricted liquid funds available to CCCE.

The better and more defensible approach is to budget for programs based on the anticipated spending on these programs rather than committing to a percent of revenue funding structure that does not reflect community need or demand. Furthermore, combining all existing unspent reserves into one Reserve Fund and having a separate restricted program fund to carry committed program dollars adheres to best business and accounting practices. Ensuring that unrestricted reserves are viewed properly by rating agencies helps position CCCE in contract negotiations and regulatory proceedings where the CCAs are arguing metrics like credit ratings and cash-on-hand liquidity should be considered when setting customer protection requirements like the Financial Security Requirement.

Administrative Budget
This budget cycle, staff made several structural changes to increase transparency, reduce variability, and continue moving CCCE from startup to institutional stage:
 Held year-on-year increases to the organization’s Compensation & Benefits budget to under 2%  Realigned and updated the entire organization’s Chart of Accounts to reflect the organization’s evolution and enable more robust budgeting, expense attribution, and reporting  Bottom-up budgeting with Divisions developing their budgets from a zero base; customized forward-looking estimates replaced prescriptive allocations in multiple categories  Detailed estimates for categories forecast to experience material spend, such as litigation  A new 5% Administrative Reserve Fund to absorb inflation, supply chain challenges, and unanticipated increases. This reduces the need for midyear increases and rate changes 125 of 128
Preliminary Budget Forecast
The following table shows the preliminary FY 2022-23 budget and 3-year financial forecast, incorporating the 1 c/kWh rollback.

CY 2023 CY 2024 CY 2025
Revenues 425 436 396
Costs
Cost of Energy 381 347 354
Energy Programs 16 16 16
Administrative Budget 24 25 25
Total Costs 421 388 395
Net Position 4 48 1
Rate Adder (c/Kwh) 2 2 1
End of Year Reserve Fund 180 222 223
End of Year RSF as % of Revenues 42% 51% 56%
CCCE Pro Forma 3-Year Financial Forecast ($ MM)
Key non-energy expenses and the accompanying year-on-year changes are detailed below.

FY 22/23 Y/Y Change
Energy Programs: Community Programs
Electrify Your Ride 4.6 1.5
Agriculture Electrification 2 1.6
Electric Bus 2 1
Energy Programs: Member Agency Programs
Charge Your Fleet 1.25 1.25
Administrative Budget: Top 5 Expenditures
Compensation & Benefits 9.3 0.2
Data Manager 2.8 -1.0
IOU Service Fees 2.1 0.2
Legal 1.8 0.8
Technical Consultants 1.5 1.1
CCCE Pro Forma: Select Key Items ($ MM)
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It is worth nothing that the $16 MM in Energy Program spend is net new commitments for incentives and grants. It does not include prior years’ firm commitments through contracts or Letters of Intent.

Those firm commitments total $9.6 MM and represent additional CCCE spend to support programs over the next three years. Those commitments will be moved to a restricted Program Fund and the uncommitted fund balance – currently estimated to be approximately $10 MM at the end of FY 21/22 - will be moved into the Reserve Fund. An additional $1.8 MM will be spent in FY 22/23 on staff compensation and administrative expenses. This brings total projected FY 22/23 Energy Program spend to over $17.7 MM.

These projections are based on a snapshot in time and are preliminary. Staff are actively engaged in PPA discussions and hedging activities, all of which could be impacted by market price moves and regulatory decisions. The numbers will continue to be updated with new information until they are presented to the Policy Board at the September Annual Meeting.

Competitiveness With Investor-Owned Utilities
Delivering value to customers is a key priority for CCCE. One measure of that value – though certainly not the only one - is the savings CCCE can deliver versus the legacy Investor-Owned Utilities (IOUs). The IOUs issue projections of their next calendar years’ generation rates through the Energy Resource Recovery Account (ERRA) proceeding. Their initial projections of 2023 rates were made in June 2022.

They will revise these projections based on market conditions and finalize their rates by December 2022.

CCCE commissioned NewGen Strategies & Solutions, LLC (“NewGen”) to develop a customized analysis of CCCE’s competitiveness based on the IOUs’ June projection of their 2023 IOU rates. The analysis was done at a high level of granularity – individual rate codes such as AGFA, B10P, and E1. In addition to reviewing the rates themselves, the analysis calculated the amount spent on average by customers over the course of a year – accounting for monthly consumption patterns and any applicable demand charges1. For customers with demand charges, this helps create a more apples-to-apples comparison between CCCE and IOU rates.

The analysis indicates CCCE would be competitive with PG&E’s projected 2023 if CCCE held its current rates steady. CCCE’s competitiveness would increase if it rolled back rates 1 c/kWh, as currently proposed. The following table provides one view of competitiveness. 1 For rate codes without demand charges, the base starting point for calculation was all customers. For rate codes with demand charges, the base starting point for calculation was the five largest customers. 127 of 128

CUSTOMER
CLASS

CCCE PROJECTED
2023 BASE RATE
PROJECTED 2023
PCIA

CCCE PROJECTED
2023 ALL-IN RATE
(BASE + PCIA)

PG&E PROJECTED
2023 ALL-IN RATE

DIFFERENCE BETWEEN
PROJECTED 2023 CCCE

AND PG&E RATES

DIFFERENCE BETWEEN

CURRENT CCCE RATES AND
PROJECTED PG&E 2023 RATES
RES 9.0 1.5 10.5 12.5 -16% -3%
SM COM 9.7 1.5 11.1 13.5 -17% -5%
MED COM 8.2 1.6 9.7 12.3 -21% -7%
LG COM 7.5 1.4 8.9 10.2 -13% 4%
AGR 8.3 1.4 9.6 11.0 -13% 1%
SL 7.8 1.3 9.1 10.8 -16% -1%
RATE COMPARISON (c/kWh)
Estimated rate projections. Average rates calculated based on sampled customer consumption patterns.

Staff and NewGen are finalizing Cost of Service rates for customers in the SCE service area. Staff currently anticipates those rates will be 1-2% below SCE’s 2023 rates. The exact discount will depend on cost of energy and the IOUs’ final 2023 rates.

As noted above, these are preliminary projections based on snapshots in time. The high degree of volatility in markets, continuing supply chain issues, hedging activities, and the fluid nature of PPA contract discussions means both CCCE’s own rate projects and the IOUs’ rate projections may change over the next 4 months. Staff will continue to update projections and the Boards as new information becomes available, with the goal of continuing to deliver value for customers.

FISCAL IMPACT:

The proposed budget combines all reserves and funds into a single Reserve Fund while shifting committed funds to a restricted Program Fund. CCCE is shifting to budgeting Energy Programs on a bottom-up basis rather than as a variable indexed value. Finally, CCCE is currently proposing reducing rates by 1 c/kWh over the next 2 calendar years. The Reserve Fund is projected to reach 50% of revenues at the end of 2024.

CONCLUSION:

The Operations Board’s support of the FY 2022-23 Operating Budget will significantly advance CCCE’s budget and financial practices, make a significant investment in energy programs, and continue delivering value for customers.
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Central Coast Community Energy (3CE) Operations BoardAugust 10, 2022

Central Coast Community Energy (3CE) Operations Board
August 10, 2022