Central Coast Community Energy (3CE) Operations Board
November 13, 2024

Operations Board of Directors
Regular Meeting
Wednesday, November 13, 2024
10:30 A.M.

Central Coast Community Energy
70 Garden Court, Suite 300
Monterey, CA 93940

REMOTE LOCATION VIA TELECONFERENCE
Any interested parties or community members may attend, and participate in, the meeting at the following addresses where Board members may also join the meeting from:

County of Santa Cruz
701 Ocean Street, 701 Community Room
Santa Cruz, CA 95060
City of Watsonville
275 Main Street, Suite 400
Watsonville, CA 95076
City of San Luis Obispo
City Hall
990 Palm Street, Council Chambers
San Luis Obispo, CA 93401
City of Santa Maria
City Hall
110 East Cook Street, Council Chambers
Santa Maria, CA 93454
Santa Barbara County Emergency Operations Center
4408 Cathedral Oaks Road
Santa Barbara, CA 93110
Public may participate through ZOOM. For ZOOM participation please join by computer audio at: https://us02web.zoom.us/j/83507087702
Or join by phone:
+1 669 900 6833 or +1 669 219 2599
Enter this Webinar ID Number: 835 0708 7702 when prompted. Please note there is no Participant Code, you will press # again after the recording prompts you.

You will be placed in the meeting as an attendee. To make a public comment:
 If joined by computer, please press the button to raise your hand  If joined 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 to a member of 3CE staff or the Board Clerk, who will distribute the information to the Board members and staff.

The public may comment on the consent agenda and matters not listed on the agenda but within the Board's jurisdiction at the opening of the meeting. 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. The public may comment on a specific item listed on this agenda when the Board considers that item.

Speakers are limited to 3 minutes each.

In addition, 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 3CE’s offices located at 70 Garden Court, Suite 300, Monterey, CA 93940 during normal business hours and are also available on the 3CE website located at: https://3cenergy.org/meetings-agendas/

Welcome & Roll Call
Corrections or Additions
The Clerk will announce agenda corrections or proposed additions of emergency, urgency, or continued items, which will be acted on by the Board as provided in Section 54954.2 of the California Government Code.

Public Comment on Items on the Consent Calendar and Items Not listed on the Agenda The public may address the Board on the Consent Calendar and any matter within the jurisdiction of the Board but not on the agenda.

CONSENT CALENDAR

1. Approve minutes from the October 9, 2024, meeting of the Operations Board of Directors

2. Update on FY 2023-24 Energy Programs

3. Regulatory Update

4. Financial report for the period October 1, 2023, through August 31, 2024

5. Approve and authorize the CEO to execute Amendment No. 1 to the Center for Sustainable Energy Central Coast Incentive Program Implementation Services Agreement for a revised term of May 10, 2019 through September 30, 2025, and to accept the terms and
conditions of the Grant Agreement between the California Energy Commission and the Center for Sustainable Energy

6. Approve and authorize the CEO to execute Amendment No. 2 to the Center for Sustainable Energy South Central Coast Incentive Program Implementation Services (SCCIP) Agreement for a revised term of February 28, 2021 through September 30, 2025, and amended
payment terms for the administration of SCCIP

7. Approve and authorize the CEO to execute Amendment No. 5 to the Cohen Ventures, Inc., DBA Energy Solutions amended and restated Standard Services Agreement to renew and amend the termination date, for a revised term of March 11, 2022 through September
30, 2025, and to increase the Agreement’s amount by an additional $990,000 for a total not-to-exceed amount of $4,815,000

8. Adopt Resolution No. OB-2024-04 Attesting to the Veracity of 3CE's Power Content Label

9. Approve and authorize the CEO to execute an Energy Storage Exclusivity Agreement with Holman BESS LLC, and any necessary ancillary documents, granting exclusivity to 3CE to negotiate an energy storage agreement at a later date

REGULAR AGENDA

10. CEO Report
a. Enrollment
b. Community Workshops
c. Customer Relationship Software (CRM) Implementation
d. Power Supply Update
e. Credit Rating Annual Review

11. Community Advisory Council Report

12. Approve and authorize the CEO to execute an amended and restated Power Purchase Agreement with Atlas Solar XIV, LLC, in a form substantially similar to the attached, and any necessary ancillary documents for a total not-to-exceed amount of $195,000,000

13. Approve and authorize the CEO to execute an amended and restated Energy Storage Agreement with RPCA Storage 1 LLC, in a form substantially similar to the attached, and any necessary ancillary documents, in an amount not-to-exceed $34,200,000 Board member reports and comments
Adjournment
Operations Board of Directors
Wednesday, October 9, 2024
10:30 AM
Central Coast Community Energy
70 Garden Court, Suite 300
Monterey, CA 93940
County of Santa Cruz
Government Center
701 Ocean Street, 701 Community Room
Santa Cruz, CA 95060
City of San Luis Obispo
City Hall
990 Palm Street, Council Hearing Room
San Luis Obispo, CA 93401
City of Santa Maria
City Hall
110 East Cook Street, Council Chambers
Santa Maria, CA 93454
County of Santa Barbara
County Administration Building
105 East Anapamu Street, Fourth Floor
Santa Barbara, CA 93101
City of Salinas
City Hall
200 Lincoln Avenue
Salinas, CA 93901
Hyatt House Atlanta/Downtown
431 Marietta Steet NW
Atlanta, GA 30313

MINUTES
The meeting was called to order at 10:30am with 9 members attending from 7 locations and a quorum established.

Directors Present:

Headquarters: Paolinelli, Reynolds
Santa Cruz: Palacios, Wise-West (arrived at 10:33am), Chair Goldstein (arrived at 11:05am) Salinas: Mendez (arrived at 10:35am)
San Luis Obispo: Campbell, Downing, McDonald
Santa Barbara: Ramirez, Vice Chair Miyasato
Atlanta: Posada

Directors Absent: Espinosa, Guertin, Hunter, Lewis, Vides, Wolfe The Chair opened the public comment period for items on the consent calendar and items not listed on the agenda.

No public comment received.

The Chair closed public comment period.

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

CONSENT CALENDAR
MOTION: Moved by Director Posada, Seconded by Director Ramirez to approve the Consent Agenda.

ACTION: The Motion Carried with a roll call vote: 11/0/8 AYES: Campbell, Paolinelli, Downing, Wise-West, McDonald, Palacios, Posada, Ramirez, Reynolds, Vice Chair Miyasato
NOES: None
ABSENT: Espinosa, Guertin, Hunter, Lewis, Mendez, Vides, Wolfe, Chair Goldstein

1. Approved minutes from the September 18, 2024 meeting of the Operations Board of Directors

2. Update on FY 2023-24 Energy Programs

3. Regulatory Update

4. Financial report for the period October 1, 2023, through July 31, 2024

REGULAR AGENDA

5. CEO Report
a. Resource Adequacy 2024-25 Compliance Year Update
b. Community Advisory Council Vacancies
c. Publication of Power Content Label Delayed
There was no public comment received.

Chair closed public comment period.

ACTION: Discussion Item; No Action Required

6. Update on the implementation of the Community Engagement Plan for the January 2025 Enrollment of the City of Atascadero and the County of San Luis Obispo The Chair opened the public comment period.

No public comment received.

The Chair closed public comment period.

ACTION: Discussion Item; No Action Required

7. Adopted Resolution No. OB-2024-03 approving amendments to 3CE's Energy Risk Management (ERM) Policy as recommended by the Risk Management Committee (RMC) with the removal of the first paragraph in section 5.1.4
Chair opened public comment period.

No public comment received.

Chair closed public comment period.

MOTION: Moved by Director Mendez, Seconded by Director McDonald to approve the RMC recommendation with the removal of the first paragraph in section 5.1.4 Carbon-Free Energy Tolerances.

ACTION: The Motion Carried with a roll call vote: 12/0/7 AYES: Campbell, Paolinelli, Downing, Wise-West, McDonald, Mendez, Palacios, Posada, Ramirez, Reynolds, Vice Chair Miyasato, Chair Goldstein
NOES: None
ABSENT: Espinosa, Guertin, Hunter, Lewis, Mogensen, Vides, Wolfe Adjourned at 11:31 am

Staff Report Item 2
TO: 3CE Operations Board of Directors
FROM: Robert M. Shaw, Chief Executive Officer
PREPARED BY: Inaara Muhammad, Manager of Energy Programs SUBJECT: Update on FY 2023-24 Energy Programs
DATE: November 13, 2024
RECOMMENDATION:

It is recommended that the Operations Board receive an update on FY 2023-24 Energy Programs.

BACKGROUND:
3CE’s Energy Programs have been administered since 2019 to support 3CE’s mission by serving the Central Coast community with incentives to engage in electrification initiatives, strengthen the local economy, and reduce greenhouse gas emissions. The Energy Programs portfolio has undergone several iterations to improve community-wide accessibility and achieve parity for priority communities.

Currently, 3CE offers 11 programs and concierge services to support residential, commercial, and public agency electrification efforts in the transportation, building, and agricultural sectors.

DISCUSSION/ANALYSIS:

As part of 3CE’s commitment to customers, 3CE staff continually evaluate Energy Programs’ performance by tracking several key indicators. Attached to this report are detailed status updates on 3CE’s Energy Programs Portfolio (Attachment 1). These status updates share a variety of program performance metrics including equipment incentivized, housing units electrified, dollars spent, and performance on equity (e.g., dollars going to income qualified residents).

Below are highlights of the Energy Programs results for FY 2023-24, and progress updates on new initiatives for FY 2024-25:

 Transportation Electrification
- As a result of the E-Bus Program expansion in August 2024, which now allows eligible customers to receive rebates of up to $400,000 for multiple vehicles, the E-Bus program distributed a total of $1.9M across four counties for 17 buses in FY 2023-24.  Building Electrification
- On October 3rd, 3CE staff presented the Electrify Your Home program and comparable building electrification program offerings to the Community Advisory Council (CAC). In November, 3CE will host two community listening sessions to gather feedback on 3CE’s current Electrify Your Home program and potential improvements to the program’s design. As recommended by the CAC, the listening sessions will collect feedback for five program design focus areas: Awareness, Evaluation, Installation, Rebates, and Post-Install Monitoring. Community feedback from the two events will inform future program improvements for Electrify Your Home.
 Agricultural Electrification
- 3CE staff are actively collaborating with PG&E and other implementation vendors to prepare for the launch of the Hourly Flex Pricing Ag Pilot. The pilot project is designed to enable significant customer savings and grid operational benefits through real-time, dynamic price signals and automated control of ag equipment. The launch and implementation of this pilot is currently in the planning stages.  Demand Response
- The Residential Battery Rebate Program was launched on July 16, 2024. The program has an annual budget of $2M, based on a goal of 400 participants. The program has received 61 applications since its launch. 3CE staff are reviewing battery tracking data to help inform ongoing demand response pilot project planning.  Strategic Initiatives
- The new Customer Relationship Management (CRM) tool for program applications and management was successfully launched on October 1st, 2024. Existing program applications were kept open during the transition from FY 2023-24 to the current fiscal year. Additional usability features for 3CE remain under development.

Overall, the amount of Energy Programs incentives distributed to customers increased by more than 17%, or $1.8M, in FY 2023-24.

FISCAL IMPACT:

There is no fiscal impact associated with this report and update.

CONCLUSION:
3CE’s Energy Programs support local communities by providing funding and services to accelerate regional electrification, reduce greenhouse gas emissions, and benefit local economies.

ATTACHMENT(S):

1. 3CE Energy Programs Portfolio Update

3CE Energy Programs Portfolio Update
This report provides an update on participation in Central Coast Community Energy’s (3CE) fiscal year 2023-24 Energy Programs Portfolio with data collected through November 2024.

TRANSPORTATION ELECTRIFICATION
Electrify Your Ride Program
3CE’s Electrify Your Ride (EYR) program incentivizes residential and commercial electrification through rebates for the purchase or lease of an electric vehicle (EV), for purchase of EV chargers, and for electrical upgrades necessary to install chargers. In 2024, the program was expanded to also include rebates for Direct-Current Fast Chargers (DCFC). In addition, EYR provides technical assistance for EV infrastructure build-out at publicly accessible commercial sites and at multifamily residential properties. The FY 2023-24 budget for EYR totaled $4 million.

Incentives are available on a first-come, first-served basis until funding is fully awarded. To promote greater adoption of transportation electrification in disadvantaged and low-income communities, higher incentive amounts are available for income-qualified customers and multifamily-unit buildings.

In FY 2023-24, 3CE approved approximately 2,450 applications and distributed nearly $4 million in incentives, enabling over $45.6 million in electric vehicle and EV charger purchases., The Central Coast community has avoided an estimated 3,100 MT CO2 emissions through the program in FY 2023-24, equivalent to taking 733 gas-powered vehicles off the road for one year.

The following figures summarize program performance based on applications received in FY 2023-24:

Figure 1 (above): Electrify Your Ride funds distributed by county in FY 2023-24.

Figure 2 (above): Electrify Your Ride Program Funds distributed by measure type in FY 2023-24.

Figure 3 (above): Breakdown of funds distributed to income-qualified applicants.

Tier 1 = 201 - 400% FPL; Tier 2 = <200% FPL; N/A = Non-Income Qualified applicants Electric Bus Program
3CE’s Electric Bus program provides public schools/school districts, farmworker transit organizations, and public transit agencies enrolled in 3CE service the opportunity to receive funding for the purchase of an all-electric bus. In FY 2023-24, the budget for the Electric Bus program was $2 million.

Applications are accepted until funds are fully distributed. Applicants are encouraged to apply for rebates following the purchase and delivery of an electric bus. Notices of Qualification (NOQ) may be requested to assure applicants of their eligibility status. Program recipients may elect for funds to be distributed directly from 3CE to the bus manufacturer upon receipt of the final invoice. Applicants are encouraged to stack/leverage other incentive funds and no matching fund restrictions apply.

On July 12th, 2024, 3CE staff expanded the Electric Bus program funding guidelines to allow applicants purchasing more than one electric bus to receive a rebate of $50,000 per bus purchased in addition to the base rebate of 50% of the project cost, up to $200,000. With this change, the maximum rebate for a fleet electrification project is $400,000 applied toward the purchase of five (5) all-electric buses. All incentives are distributed following equipment purchase and delivery, and restrictions regarding the number of fleet electrification efforts incentivized per fiscal year may apply.

To date, 3CE has distributed over $1,866,761 in post-purchase rebates to five (5) school districts and two local transit agencies, incentivizing 17 electric buses and one (1) electric bus charging station. 89% of funding for school bus rebates were distributed to Title 1 Schools.

County Applicant
Type
Total Number of
Buses/Equipment
Title 1
School or
Low-Income
Community
Total Funding
MONTEREY School District 2 100% $400,000.00
SANTA CRUZ School District 3 33% $257,265.37
SAN BENITO School District 0 0 $0.00
SAN LUIS OBISPO School District 0 0 $0.00

SANTA BARBARA
School District 3 97% $409,495.87
Transit Agency 10 50% $800,000.00
TOTAL - 18 89% $1,866,761.24
Table 1: Electric Bus projects awarded in FY 2023-24.

Plan Your Fleet Program
3CE’s Plan Your Fleet (PYF) program provides planning, design, and engineering consulting to Member Agencies to accelerate fleet electrification and EV charging infrastructure development across the Central Coast at no additional cost.

On May 8th, 2024, the Operations Board approved and authorized the CEO to execute an amended agreement with the Plan Your Fleet provider, Optony, Inc. to better support Member Agencies’ transportation electrification plans. This amendment provided fleet electrification services for a total not-to-exceed amount of $2,502,675 and a term ending on September 30, 2027, with the FY 2023-24 not-to-exceed budget augmented to $486,375. As a result of the Plan Your Fleet program expansion, participation increased 80%, from five to nine Member Agencies, during FY 2023-24.

The following jurisdictions participated in the FY 2023-24 PYF program:
 City of Carpinteria
 City of Greenfield
 City of Marina
 City of Monterey

 City of San Luis Obispo
 City of Santa Maria
 City of Soledad
 County of Monterey
 County of Santa Barbara
Member agencies that have so far actively engaged in Plan Your Fleet for FY 2024-25 include: the City of Arroyo Grande, City of Salinas, City of San Luis Obispo, City of Soledad, and the County of Santa Barbara.

Charge Your Fleet Program
3CE’s Charge Your Fleet (CYF) program provides rebates for the purchase and installation of Level 2 or Level 3 (DC Fast Chargers) EV chargers. Member Agencies are eligible for up to $150,000 in CYF each year. 3CE’s 2023-24 CYF budget totals $1.2 million.

Since the launching of the program on October 1, 2023, 3CE has incentivized 60 EV chargers totaling $504,544.32.

Member Agency Equipment Type Quantity Total Incentive
CITY OF CARPINTERIA Level 2 10 $48,698.25
COUNTY OF SANTA BARBARA Level 2 28 $134,612.50
CITY OF SANTA CRUZ Level 2 and Level 3 7 $71,233.57
CITY OF SANTA MARIA Level 2 and Level 3 13 $150,000.00
CITY OF WATSONVILLE Level 3 2 $100,000.00
TOTAL 60 $504,544.32
Table 2: Charge Your Fleet projects awarded in FY 2023-24.

Electrify Your Fleet Program
3CE’s Electrify Your Fleet (EYF) program incentivizes Member Agencies to purchase or lease electric fleet vehicles. Applications are accepted until program funds are spent. 3CE Member Agency applicants are eligible to be awarded up to $150,000 in EYF incentives in a single program year. In FY 2023-24, 3CE budgeted $2.1 million for EYF.

Since launching the program on October 1, 2023, 3CE has incentivized 44 Battery Electric Vehicles totaling $798,000.

Member Agency Equipment Type Qty. Total Incentive
CITY OF CARMEL-BY-THE-SEA Battery Electric Vehicle (BEV) 3 $17,000.00 CITY OF CAPITOLA Battery Electric Vehicle (BEV) 1 $250,000.00 CITY OF GOLETA Battery Electric Vehicle (BEV) 1 $7,000.00 CITY OF SAN LUIS OBISPO Battery Electric Vehicle (BEV) 10 $50,000.00 CITY OF SANTA MARIA Battery Electric Vehicle (BEV) 14 $128,000.00 CITY OF SANTA CRUZ Battery Electric Vehicle (BEV) 4 $267,000.00 CITY OF WATSONVILLE Battery Electric Vehicle (BEV) 3 $21,000.00 COUNTY OF SANTA BARBARA Battery Electric Vehicle (BEV) 2 $14,000.00 COUNTY OF SANTA CRUZ Battery Electric Vehicle (BEV) 6 $42,000.00 TOTAL 44 $798,000.00
Table 3: Electrify Your Fleet projects awarded in FY 2023-24.

BUILDING ELECTRIFICATION
Electrify Your Home Program
The Electrify Your Home (EYH) program provides incentives to contractors enrolled in the TECH Clean California (TECH) program for installation of all-electric heat pump water heating and HVAC systems in existing single and multi-family buildings. EYH reduces purchase costs to 3CE customers, incentivizing making the switch to all-electric heat pump technology. The FY 2023-24 budget for EYH was $1.1 million.

Contractors enrolled in TECH are provided education and training on electrification design and specifications, heat pump installation, building science, and sales and marketing for electric heat pumps at no cost. There are currently seventy-five (75) licensed contractors enrolled in the TECH program that work in 3CE’s service area.

On August 14, 2024, the Operations Board approved an amendment to 3CE’s contract with Energy Solutions, the outside program administrator for Electrify Your Home. The contract increased the not-to-exceed amount listed in the contract by $565,000 and extended the term of the agreement by six months to allow for continued and uninterrupted services to support Electrify Your Home through the coming fiscal year.

In FY 2023-24, the EYH program distributed $1,146,885 in rebates to promote the installation of 277 Heat Pump HVAC units and 119 Heat Pump Water Heater Units. The majority of projects took place at single family homes; however, four multifamily properties were also among the program’s recipients.

3CE County Total Incentive Funds Distributed
SAN LUIS OBISPO COUNTY $300,800
SANTA CRUZ COUNTY $280,200
MONTEREY COUNTY $432,585
SANTA BARBARA COUNTY $133,300
Table 4: Electrify Your Home funds distributed by county New Construction Electrification Program
The New Construction Electrification Program (NCEP) provides affordable and farmworker housing developers and homeowners with incentives to build all-electric housing, including Accessory Dwelling Units (ADUs). 3CE also offers incentives to rebuild all-electric to people who lost their homes because of a declared natural disaster, such as the 2022-2023 winter storms. In January 2024, NCEP expanded to offer additional incentives for all-electric market-rate single and multifamily housing. Also this year, to streamline the application process, 3CE began encouraging eligible applicants to submit funding requests upon project completion.

Qualifying housing projects must be built to all-electric standards for all energy utility needs, including water heating, space heating, and cooking appliances. The FY 2023-24 budget for NCEP was $1.1 million.

In FY 2023-24, 3CE’s New Construction Electrification Program distributed a total of $1,103,250 to incentivize construction of 234 all-electric affordable housing units, 212 all-electric market-rate units, eight all-electric ADUs, and six all-electric disaster rebuilds.

County Total Incentive Funds Distributed
COUNTY OF MONTEREY $175,000
COUNTY OF SAN LUIS OBISPO $569,000
COUNTY OF SANTA CRUZ $354,250
COUNTY OF SANTA BARBARA $5,000
Table 5: NCEP funds distributed by county
Reach Code Program
3CE’s Reach Code program for Member Agencies provides no-cost technical assistance to help local cities and counties adopt and implement reach codes, including stakeholder outreach support. Services include presenting to key stakeholders, answering technical questions, attending meetings, developing

customized ordinances, reviewing staff presentations and reports, and developing implementation tools to help Member Agencies enforce reach codes. In FY 2023-24, 3CE budgeted $100,000 for the Reach Code program.

Since launching the Reach Code program on October 1, 2023, 3CE has engaged four Member Agencies:

Member Agency Reach Code Type
City of San Luis Obispo New Construction (complete) and Existing Buildings (complete) City of Santa Cruz New Construction (complete) and Existing Buildings (underway) City of Goleta Electric Vehicle Charging Infrastructure (complete) County of Monterey Electric Vehicle Charging Infrastructure (underway) Table 6: Reach Codes participation in FY 2023-24.

AGRICULTURAL ELECTRIFICATION
Agricultural Electrification Program
3CE’s Agricultural (Ag) Electrification program provides rebates to ag customers for replacing fossil fuel powered equipment with electric powered alternatives including farm tools, irrigation pumps, vehicles, and more. Enhanced incentives are available for small businesses and for businesses replacing equipment damaged or destroyed by a declared natural disaster. The program also provides technical assistance for EV infrastructure buildout at agricultural customer sites. The FY 2023-24 budget for Ag Electrification was $1.8 million.

Rebates for equipment with higher estimated GHG emissions avoidance and those benefiting small to medium sized agricultural businesses are supported with greater incentive levels. 3CE covers up to 50% of the cost for farm equipment, providing up to $15,000 USD for smaller “Tier 1” equipment and up to $75,000 USD for larger “Tier 2” equipment. Program funds are offered as a post-purchase rebate. To provide additional support for electrification in the agricultural community, 3CE has expanded eligibility to allow customers to receive two rebates per fiscal year.

During FY 2023-24, 3CE distributed incentives for eighteen (18) projects, totaling $414,058.04 USD.

Completed projects by county are shown in Table 4 below.

County
Tier 1
Applications
Tier 2
Applications
Small business
designation %
Total
MONTEREY COUNTY 4 4 50% 8
SANTA CRUZ COUNTY 4 1 60% 5
SAN BENITO COUNTY 1 0 0% 1
SLO COUNTY 0 1 100% 1
SANTA BARBARA COUNTY 0 3 33% 3
TOTAL 9 8 30% 18
Table 7: Agricultural Electrification projects awarded in FY 2023-24.

DEMAND RESPONSE
Residential Battery Rebate Program
With support from the Community Advisory Council, the Operations Board, and the Policy Board of Directors, 3CE staff launched the Residential Battery Rebate program on July 16, 2024, to incentivize use of residential, behind-the-meter, battery storage systems. Rebates are provided for purchase of eligible batteries, qualifying installation hardware, and labor directly related to the battery system's installation. 3CE has set a goal of issuing four hundred (400) rebates per fiscal year, which equates to approximately

2.6 megawatts (MW) of new energy storage, and an annual expenditure of $2M.

The program offers a $300 per kilowatt hour (kWh) base rebate for customers. A $500 per kilowatt hour (kWh) rebate is offered to Net Energy Metering (NEM) 1.0 and NEM 2.0 tariff customers who elect to transition to Net Billing Tariff (NBT) early. Additionally, the program offers a $500 per kilowatt hour (kWh) rebate for customers who are enrolled in the Medical Baseline program and are reliant on electricity to power medical devices. To promote adoption in disadvantaged and low-income communities, the program also offers a $500 per kilowatt hour (kWh) rebate for customers enrolled in CARE or FERA payment assistance programs.

As of October 2024, 3CE received 61 applications for the program. $57,800 in rebates were distributed during FY 2023-24, with approximately 100 kWh of load shifted daily during the peak period of 4:00 pm to 9:00 pm. Staff will present a report on the program’s first six months’ performance to the Operations Board in 2025.

Staff Report Item 3
TO: 3CE Policy Board of Directors
FROM: Robert M. Shaw, Chief Executive Officer
PREPARED BY: Jerri Strickland, Manager of Energy Policy SUBJECT: Regulatory Update
DATE: November 13, 2024
RECOMMENDATION:

This recommends the Operations Board of Directors receive the Regulatory Update.

DISCUSSION/ANALYSIS:

Please find attached 3CE’s Regulatory Update, providing the latest information on the following:
 Resource Adequacy (RA)
 Integrated Resource Planning (IRP)
 Interconnections
 Energization
 Preventing Disconnections
 Load Management Standards (LMS) and Real-Time Pricing  Provider of Last Resort (POLR) and Emergency Transition Planning  Energy Resources Recovery Account (ERRA) Compliance
 Energy Resources Recovery Account (ERRA) Forecast
 General Rate Cases
FISCAL IMPACT:

No financial impact by receiving this report.

CONCLUSION:

This is an informational item only.

ATTACHMENT(S):

1. Regulatory Update

Regulatory Update
November 13, 2024

2 Table of Contents
REGULATORY UPDATE .........................................................................................................................................................3 Resource Adequacy (RA) –.........................................................................................................................3 Integrated Resource Planning (IRP) – ........................................................................................................3 Interconnections –.....................................................................................................................................4 Distribution Planning – ..............................................................................................................................4 Energization –............................................................................................................................................5 Preventing Disconnections – .....................................................................................................................5 Load Management Standards (LMS) and Real-Time Pricing – ...................................................................6 Provider of Last Resort (POLR) and Emergency Transition Planning..........................................................7 Energy Resources Recovery Account (ERRA) Compliance – ......................................................................8 Energy Resources Recovery Account (ERRA) Forecast —..........................................................................8 General Rate Cases — ...............................................................................................................................9

3 REGULATORY UPDATE
Resource Adequacy (RA) – R.23-10-011
Issue
The Resource Adequacy (RA) program is the California Public Utilities Commission’s (CPUC) main grid reliability planning program. All load serving entities (LSEs) under the CPUC’s jurisdiction, including CCAs, must demonstrate purchase of a specified amount of eligible RA generation capacity each month and year to comply with RA program requirements. Increasing demand for and a decreasing supply of eligible RA capacity over the past five years have resulted in sharply increased prices and unprecedented difficulty procuring sufficient RA to achieve compliance. Over the past year the CPUC has also sought to tie RA compliance to other, unrelated functions such as CCA expansion into new communities.

Status
On September 25, the CPUC issued its final version of Slice of Day (SOD) showing tool for LSEs to use for their 2025 year-ahead (YA) RA showings. The template contained a last-minute change to the methodology for counting co-located resources, unnecessarily capping their RA value and impacting 3CE’s position. 3CE staff worked with CalCCA to advocate that the CPUC revise their methodology and, on October 17, the Energy Division made the necessary changes to correct the issue. Additionally, on October 21, CalCCA and several other stakeholders met with CPUC staff to advocate that the CPUC delay its adoption of a Planning Reserve Margin (PRM) for 2026 due to uncertainty in the study results. The objective of the PRM is to ensure there is sufficient capacity to meet peak demand and maintain reliability. However, CalCCA and other advocates emphasize the importance of conducting an accurate study that considers all aspects of the new SOD paradigm, in order to avoid promoting over procurement.

Next Steps
3CE submitted its binding 2025 year-ahead RA showing on October 31, demonstrating compliance with its YA obligation. 3CE staff will continue to actively engage in the proceeding and advocate for refinements to the RA program. A Proposed Decision (PD) on Track 2 issues, including the 2026 Planning Reserve Margin (PRM) level and CalCCA’s proposal to amend the Central Procurement Entity (CPE) timeline to provide LSEs with certainty regarding their procurement obligations by having the CPE allocations at least one year prior to their year-ahead RA filings, is expected in November.

Integrated Resource Planning (IRP) – R.20-05-003
Issue
Integrated Resource Planning (IRP) is the CPUC’s greenhouse gas (GHG) reduction planning program. LSEs must submit IRPs every two years demonstrating that planned future procurement will produce GHG emissions below an assigned benchmark while contributing to a resource fleet that meets sector-wide GHG targets and maintaining grid reliability. Previous IRP cycles have produced three procurement mandates, which apply to 3CE and other CCAs. On April 18, the CPUC issued an Amended Scoping Memo stating its intent to address additional issues in the IRP proceeding, including implementation of Assembly Bill (AB) 1373 which allows the Commission to request that the Department of Water Resources (DWR) serve as a central procurement entity (CPE) for certain long-lead time (LLT) resources, as well as development of a long term procurement framework entitled the Reliable and Clean Power Procurement Program (RCPPP) that would replace the CPUC’s current ad hoc mandate structure.

4 Status
On September 12, the CPUC issued a Ruling proposing resource portfolios for the 2025-2026 Transmission Planning Process. Once adopted, these resource portfolios will be used by CAISO to assess the need for upgrades or additions to the transmission system. 3CE worked with CalCCA to provide feedback on the portfolios, proposing improvements to the CPUC’s methodology for planning for gas retirements and developing an optimal base portfolio to produce more beneficial and cost-effective transmission build. On October 9, the CPUC issued a report summarizing LSE compliance with IRP procurement orders based on filings submitted in December of 2023. The report demonstrates that LSEs collectively exceeded the procurement obligations for 2023 and Diablo Canyon replacement resources and are in the process of procuring to meet other Mid-Term Reliability requirements. The CPUC will issue an updated report in December based on documentation submitted by LSEs in June of this year.

Next Steps
Staff will attend a Commission-led workshop on November 4 to receive updates on the 2025-2026 transmission planning process. 3CE continues to await a staff proposal on the RCPPP design and will evaluate it once available to assess impacts to 3CE’s procurement processes and advocate for improved coordination between the RA and IRP programs. 3CE’s next IRP filing will be due by November 1, 2025.

Interconnections – IPE 2023
Issue
The California Energy Commission’s (CEC) 2023 Integrated Energy Policy Report (IEPR) identifies interconnection delays as a significant barrier to achieving California’s electrification and decarbonization goals.

Ongoing initiatives led by various entities are working to address this issue and streamline processes for connecting clean resources to the grid. One such effort is the California Independent System Operator’s (CAISO) 2023 Interconnection Process Enhancements (IPE) initiative, focused on enhancing coordination of resource procurement, interconnection, and transmission planning to achieve state reliability and policy needs.

Status
On September 27, 3CE confirmed its participation in CAISO’s new Commercial Interest Scoring system. Staff will evaluate projects applying for Cluster 15 according to our Board’s adopted Project Selection Criteria and 3CE’s scoring process and will allocate points to projects which meet these standards.

Next Steps
The Cluster 15 application window is open from October 1 to December 2. Once this window closes, 3CE will complete its commercial scoring process and submit an LSE scoring form by the deadline of December 23 to indicate its interest in prospective projects that align with the long-term needs and goals of the communities 3CE serves.

Distribution Planning – R.21-06-017
Issue
In anticipation of extensive increases in Distributed Energy Resources (DER) due to California’s transportation electrification (TE) and climate goals, the CPUC initiated a Rulemaking to determine how to optimize DER integration within the distribution grid. This Rulemaking seeks to improve the transparency, accuracy, and efficacy of IOU distribution planning processes to better accommodate DER growth and mitigate the need for costly grid upgrades.

5 Status
On October 17, the CPUC adopted a Decision to enhance utility distribution planning to better accommodate growth in customer demand through improvements to IOU forecasting methodologies, increased data reporting, and requirements for more robust community engagement. The Decision adopts a recommendation from CalCCA for utilities to consider customer-owned DER as bridging strategies when energization requests trigger timely distribution system upgrades. The ALJ has separately issued a Ruling seeking party comments on a study intended to inform Track 2 of the proceeding, which will focus on the distribution system’s operational needs necessary for continued DER growth.

Next Steps
CalCCA intends to file comments on the ALJ Ruling, due by December 6, to advocate for CCA-specific operational needs.

Energization – R.24-01-018
Issue
Demand for new service connections and upgrades to existing distribution lines have been increasing, especially as California advances policies to meet energy transition goals. In January, the CPUC opened a new Rulemaking to implement recent statutes and reduce energization delays by requiring the establishment of reasonable timelines for customers to receive new service connections and a procedure for customers to report delays.

Status
On October 4, PG&E filed a Motion to significantly increase its 2025 and 2026 energization cost caps, from $1.288 to $4.417 billion, to promptly energize new loads as required by statute. The CPUC issued an Amended Scoping Memo to create a separate rate setting track within the Energization proceeding to address PG&E’s Motion.

Next Steps
Phase 2 of the energization rulemaking will continue to refine energization timelines and contemplate compliance requirements if IOUs fail to meet statewide targets. 3CE will continue to stay informed of changes to IOU energization processes that may impact 3CE customers. Additionally, CalCCA intends to monitor the rate setting track, which is anticipated to conclude in March or April of 2025.

Preventing Disconnections – R.18-07-005
Issue
In 2020, the CPUC established temporary residential disconnection rate caps for the IOUs, including a 3.5% cap for PG&E and a 4% cap for SCE, set to expire at the end of 2024. Further, in 2021, the CPUC directed the IOUs to allocate payments on outstanding payments on outstanding utility bills using a pro-rata method, which splits payments proportionally between utility and CCA charges, through the end of September 2024. The pro-rata method temporarily replaced the current IOU tariff “waterfall” methodology whereby past-due bills are first credited to the IOU portion and then to the CCA portion, resulting in CCAs bearing disproportionate impacts from customer payment delays. These temporary measures were implemented in the context of the COVID-19 pandemic when the IOUs were not disconnecting residential customers.

Status
On September 26, the CPUC issued a PD to extend the IOUs’ temporary residential disconnection caps to July 31, 2025. These caps limit the number of customers to which the IOUs can shut off power due to nonpayment.

6 3CE worked with CalCCA to draft comments, submitted on October 16, that support the extension and the Commission’s request for additional disconnection data from the IOUs.

Next Steps
The CPUC will vote on the PD to extend disconnection caps on November 7, 2024.

Load Management Standards (LMS) and Real-Time Pricing – 23-LMS-01 Issue
The California Energy Commission’s (CEC) updated Load Management Standard (LMS) regulations now require IOUs, municipal utilities, and CCAs with load greater than 700 GWh/year to upload time-dependent rates to the CEC’s Market Informed Demand Automation Server (MIDAS) platform, develop an LMS Compliance Plan by March 2024, and present to their governing bodies, for approval by the CEC, at least one hourly marginal cost based rate option (often referred to as a real-time rate) for their customers by 2025.

Status
3CE continues to follow its LMS Plan as adopted by the Policy Board on February 21. Accordingly, staff submitted a of 3CE’s current demand flexibility programs, including a partnership with OhmConnect and ongoing collaboration with PG&E for the Hourly Flexible Pricing (HFP) Ag Pilot, to the CEC on October 1. 3CE also worked with the IOUs, Publicly Owned Utilities, and other CCAs to submit an initial proposed framework for a Single Statewide Tool to house all customer rate information.

Next Steps
3CE staff is working with CalCCA to advocate for CEC or other non-ratepayer funding for LMS costs related to development of the SST and to ensure that any necessary cost recovery processes are equitable and transparent. In the upcoming months, the CEC will issue a review of all CCA LMS Plan and issue an official determination letter on 3CE’s compliance approach. In the meantime, staff continues to assess the requirements for participating in additional CPUC-approved HFP Pilots for residential and commercial customers.

Power Source Disclosure (PSD) and Power Content Label (PCL) – 21-OIR-01 Issue
The CEC’s Power Source Disclosure (PSD) program requires LSEs to provide annual disclosures of the energy sources and greenhouse gas (GHG) emissions associated with their electricity portfolio from the prior year. LSEs disclose this information to their consumers along with California’s total system power mix on an annual Power Content Label (PCL). 3CE’s annual PCL reflects the GHG intensity and energy resources associated with its two energy products, 3Cchoice and 3Cprime.

Status
The CEC is amending its PSD regulations in accordance with recent legislation requiring LSEs to report transmission and distribution losses associated with retail sales and hourly data on load, sources of electricity, and associated GHG emissions. On October 4, the CEC issued proposed revisions to PSD program rules that adopt CalCCA’s proposal to delay imposing the requirement to report loss-adjusted load until January 1, 2026.

Hourly accounting requirements will go into effect beginning in 2028.

Next Steps
3CE will work with CalCCA to submit comments on the proposed amendments, due November 19. 3CE will continue to monitor changes to the program to ensure ongoing compliance with PSD and PCL reporting requirements.

7 Integrated Energy Policy Report Update 2024 – 24-IEPR-01 Issue
The Integrated Energy Policy Report (IEPR) is the CEC’s biannual report produced every two years, with an update every other year, to provide an assessment of California’s energy system, identify major energy trends and issues, and provide policy recommendations to advance state goals. The CEC is currently developing its 2024 IEPR Update, which will include an updated 15-year electricity demand forecast. The IEPR forecast is a key input in electric system planning conducted by the CPUC, CAISO, and IOUs.

Status
On October 2, the CEC held a workshop to explain how the IEPR forecast is used by regulators and LSEs to inform resource adequacy requirements, reliability assessments, integrated resource planning, and transmission and distribution system upgrades. 3CE staff attended the workshop and helped CalCCA draft comments recommending the CEC take measures to decrease volatility and improve accuracy in the annual IEPR demand forecasts.

Next Steps
The CEC anticipates issuing the draft 2024 IEPR update in October. Following its release, the CEC will host a workshop on November 7 to discuss load modifier results within the updated forecast. The final 2024 IEPR Demand Forecast will be released and adopted in early 2025.

Provider of Last Resort (POLR) and Emergency Transition Planning – R.21-03-011 Issue
The Provider of Last Resort (POLR) is the backstop entity that provides electric service to customers of a load serving entity if that LSE fails suddenly. This role has historically been held by the investor-owned utilities (IOUs, namely Pacific Gas & Electric, Southern California Edison, and San Diego Gas & Electric), but this proceeding is establishing a process to allow CCAs and other non-IOU LSEs to become POLR in their service areas. 3CE does not aim to be the POLR but wants to ensure the process is fair for all LSEs and avoids competitive issues. This proceeding is also considering rules designed to prevent LSE failures that have various implications for 3CE finances and operations. This includes changes to how much money CCAs must post as insurance against their own failure (called the Financial Security Requirement or FSR).

Status
On August 8, the CPUC initiated Phase 2 of the proceeding to establish the requirements and process for non-IOU entities to become a POLR. On October 24, the CPUC issued a scoping ruling for Phase 2, which will focus on the relevant provisions of SB 520 concerning the legislative requirements for determining POLR designations for non-IOU entities. This phase will consist of two tracks: the first will address primary threshold questions regarding the authority of the CPUC and non-IOU POLRs, while the second will focus on the regulatory framework and application process for non-IOU entities to become POLRs.

Next Steps
3CE will work with CalCCA to respond to the threshold question by January 10, 2025.

8 Energy Resources Recovery Account (ERRA) Compliance – A.22-02-015; A.22-04-001; A.23-02- 018; A.24-02-012
Issue
Energy Resource Recovery Account (ERRA) compliance filings are made annually by the Investor-Owned Utilities (IOUs) for the approval of costs associated with Utility Owned Generation (UOG) operations and fuel procurement, Portfolio Allocation Balancing Account (PABA) entries, economic dispatch of electric resources, and contract administration. IOUs are required to demonstrate compliance with CPUC decisions and the California Public Utilities Code. All CCAs participate jointly in these proceedings through CalCCA to ensure unbundled customers are treated equitably in IOU rate-setting decisions.

PG&E Status
On October 9, the ALJ granted party evidence into the record of PG&E’s 2021 ERRA Compliance case, which is now set to conclude by February 28, 2025. CalCCA submitted its opening brief in PG&E’s 2022 ERRA Compliance case on October 4, highlighting insufficiencies in PG&E’s treatment of excess RA capacity that warrant scrutiny and further examination in future proceedings. In response, PG&E submitted a reply brief arguing that the CPUC does not need to examine its RA sales.

SCE Status
On September 20, a scoping memo for the 2023 SCE ERRA Compliance Case was issued. The issues in scope for this case focus on several key areas of SCE’s operations and compliance for 2023. The case requests intervenors to assess whether SCE’s fuel and purchased power expenses adhered to its approved procurement plan and were accurately recorded. Additionally, the scope will cover SCE's management and dispatch of energy resources, compliance with regulatory requirements, the reasonableness of proposed cost entries and revenue adjustments, and the accuracy of greenhouse gas compliance calculations.

Next Steps
A Joint Case Management Statement for PG&E’s 2022 ERRA Compliance case is due on November 6. For SCE’s 2023 ERRA Compliance case, Intervenor Testimony will be served on December 6.

Energy Resources Recovery Account (ERRA) Forecast — A.24-05-007; A.24-05-009 Issue
ERRA forecast applications are filed annually by IOUs to look ahead at energy procurement-related revenue requirements, including the allocation of costs across Power Charge Indifference Adjustment (PCIA) vintages.

CCAs participate through CalCCA to ensure: (1) accuracy of forecast account balances, rates, and cost calculations; (2) proper attribution of PCIA vintage; (3) proposer attribution between bundled and unbundled customers; (4) appropriateness of IOU proposals within the context of an ERRA forecast proceeding.

PGE StatusThe CPUC published the final 2024 and forecast 2025 market price benchmarks (MPBs), which are used to calculate the 2025 PCIA. Because of large increases in the System RA and RPS MPBs between the 2024 and 2025 forecast values, the CPUC requested party comments on whether procedural options should be considered to mitigate impacts of the escalated MPBs. CalCCA submitted comments providing analysis to demonstrate that the impacts of recently published MPBs on forecasted rates are similar to ranges observed in previous forecast cases, thus rendering changes to the MPB methodologies unnecessary at this point. PG&E filed its October Update using the new MPBs on October 23.

SCE Status
On October 14, SCE requested the ability to submit an Alternative October Update that values the local RA in its

9 PCIA portfolio at the local RA MPB, rather than the higher system RA MPB, despite its use of the RA for System RA compliance. The CPUC granted this request, directing SCE to file an Alternate October Update by October 23, and allowed parties to submit feedback on the proposal. CalCCA submitted comments arguing that the proposal is unwarranted and improper at this late stage of the proceeding and requesting further opportunities for parties to address SCE’s proposed methodologies. In response, the CPUC clarified that parties may address SCE’s proposal in comments on the October updates and in opening briefs.

Next Steps
3CE will be working with CalCCA to evaluate the October Updates and determine next steps. Responses to the filings will continue to advocate that the MPBs impact on rates are not as impactful as the IOUs claim and their proposals to change the MPB methodology are unreasonable. A high MPB may increase IOU rates when considered in isolation; however, it is essential to evaluate the combination of factors affecting procurement.

This is supported by an initial analysis using the updated MPBs, which found that IOU rates are expected to decrease from their initial March projections within the ERRA Forecast proceedings. Comments on the October Updates are due on October 28 in SCE’s case and November 7 in PG&E’s case.

General Rate Cases — A.24-09-014; A.23-05-010
Issue
In four-year cycles, the IOUs submit General Rate Case (GRC) applications for authority to adjust rates and charges for electric and gas service. The CPUC conducts GRCs in two phases, using Phase I to set the total amount each IOU is authorized to collect and Phase 2 to determine the cost allocation and rate schedules for each customer class. All CCAs participate jointly in GRCs through CalCCA to advocate for just and reasonable IOU rate design and transparent customer bill presentment.

PG&E Status
On September 30, PG&E submitted its GRC Phase 2 Application which proposes to increase its fees for services provided for CCAs and requests the ability to update these fees more frequently through Tier 2 Advice Letters rather than within the four-year GRC cycle.

SCE Status
A PD for Phase I of SCE’s GRC is anticipated for Q4 of 2024. SCE has submitted its opening testimony for Phase II, but the CPUC has yet to issue a Scoping Memo.

Next Steps
Protests on PG&E’s GRC Phase II application are due on November 2. 3CE is working with CalCCA to develop its approach to engagement in the second phases of the GRC proceedings.

Staff Report Item 4
TO: 3CE Operations Board of Directors
FROM: Robert M. Shaw, Chief Executive Officer
PREPARED BY: Juan Lopez, Director of Finance
SUBJECT: Financial report for the period October 1, 2023, through August 31, 2024 DATE: November 13, 2024
RECOMMENDATION:

Receive a financial report for the period October 1, 2023, through August 31, 2024.

SUMMARY:

Over the eleven months ending August 31, 2024, operating revenues amounted to $487.9 million, and operating expenses totaled $481.5 million for a net operating income of $6.3 million. Non-operating revenue of $10.6 million, driven by interest and investment returns, netted the month with a net position increase of $17.0 million.

Year-to-date operating revenue is $17.9 million lower than budget, primarily due to lower-than-budgeted sales volume primarily in the first half of the fiscal year and seasonal fluctuations in revenues and expenditures. Non-operating revenue from investment returns from internal reserves and interest on collateral exceeded the budget with a favorable variance of $5.9 million. This results from a favorable short-term interest rate environment. Year-to-date total revenue is $13.0 million lower than budget, a

2.5% variance.

Year-to-date operating expenditures are lower than the budget by $124,000, a variance of 0%. The cost of energy was $11.5 million higher than the budget. The variance is from higher-than-expected resource adequacy (RA) capacity costs. Non-energy operating costs were $11.7 million lower than budget due to less-than-planned costs for contracted services, energy programs, and staff vacancies.

Net position at the end of August 31, 2024, totaled $258.8 million, a $17.0 million increase from the start of the fiscal year. The increase is attributed to growth in prepaid expenses to suppliers, accrued

revenue, collateral posted with the CAISO and suppliers, and the increased long-term asset purchase (San Luis Obispo satellite office). Cash, cash equivalents, and short-term investments totaled $195.9 million. This decrease is primarily due to the prepayment and incurred costs of RA purchases.

FISCAL IMPACT:

There is no financial impact associated with receiving this report.

ATTACHMENT(S):

1. August 31, 2024 Financial Report

FINANCIAL REPORT
Fiscal Year to Date
As of August 31, 2024

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 August 31, 2024, 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
October 8, 2024
1101 Fifth Avenue, Suite 200 San Rafael, CA 94901 415 459 1249 mahercpa.com

Current assets
Cash and cash equivalents - unrestricted $ 140,676,537
Accounts receivable, net of allowance 37,198,919
Accrued revenue 32,626,700
Other receivables 6,757,306
Loan receivable 190,718
Prepaid expenses 38,546,871
Deposits 17,146,652
Investments 47,706,501
Total current assets 320,850,204
Noncurrent assets
Investments 7,489,288
Deposits 23,182
Loan receivable 1,330,079
Capital assets, net of depreciation and amortization 3,862,117 Total noncurrent assets 12,704,666
Total assets 333,554,870
Current liabilities
Accrued cost of electricity 49,487,104
Accounts payable 1,235,125
Other accrued liabilities 9,522,775
User taxes and energy surcharges due to other governments 1,840,548 Lease liability 323,140
Security deposits - energy suppliers 1,149,299
Total current liabilities 63,557,991
Noncurrent liabilities
Security deposits - energy suppliers 10,303,125
Lease liability 869,588
Total noncurrent liabilities 11,172,713
Total liabilities 74,730,704
Net investment in capital assets 2,669,389
Unrestricted 256,154,777
Total net position $ 258,824,166

NET POSITION
As of August 31, 2024

STATEMENT OF NET POSITION

CENTRAL COAST COMMUNITY ENERGY
ASSETS

LIABILITIES

OPERATING REVENUES
Electricity sales, net 487,788,613$
Other income 92,537
Total operating revenues 487,881,150

OPERATING EXPENSES
Cost of electricity 453,130,808
Contract services 11,976,914
Staff compensation 7,060,915
Other operating expenses 1,541,907
Program incentives 7,288,456
Depreciation and amortization 535,752
Total operating expenses 481,534,752
Operating income (loss) 6,346,398

NONOPERATING REVENUES (EXPENSES)
Investment income 10,667,847
Interest and financing costs (61,404)
Nonoperating revenues (expenses) 10,606,443
CHANGE IN NET POSITION 16,952,841
Net position at beginning of period 241,871,325
Net position at end of period $ 258,824,166
Eleven Months Ended August 31, 2024

AND CHANGES IN NET POSITION

STATEMENT OF REVENUES, EXPENSES

CENTRAL COAST COMMUNITY ENERGY

CASH FLOWS FROM OPERATING ACTIVITIES
Receipts from customers 484,156,635$
Other operating receipts 95,100
Receipts of deposits and collateral 41,215,860
Payments to suppliers for electricity (493,400,961)
Payments of deposits and collateral (70,673,273)
Payments for other goods and services (13,907,880)
Payments for program incentives (7,975,264)
Payments of staff compensation (6,962,372)
Payments of taxes and energy surcharges to other governments (8,479,437) Net cash provided by operating activities (75,931,592)

CASH FLOWS FROM NON-CAPITAL FINANCING ACTIVITIES
Payments of financing costs (5,944)
Net cash provided by non-capital financing activities (5,944)

CASH FLOWS FROM CAPITAL AND RELATED

FINANCING ACTIVITIES
Payments of lease liability (330,104)
Payments to acquire capital assets (2,399,528)
Net cash provided (used) by capital and related financing activities (2,729,632)

CASH FLOWS FROM INVESTING ACTIVITIES
Investment income received 7,485,132
Proceeds from investment sales 124,932,461
Principal payments received of loan receivable 187,201
Purchase of investments (109,294,958)
Net cash provided (used) by investing activities 23,309,836 Net change in cash and cash equivalents (55,357,332)
Cash and cash equivalents at beginning of year 196,033,869 Cash and cash equivalents at end of period $ 140,676,537 Eleven Months Ended August 31, 2024

STATEMENT OF CASH FLOWS

CENTRAL COAST COMMUNITY ENERGY

Operating income (loss) $ 6,346,398
Adjustments to reconcile operating income (loss) to net cash provided by operating activities
Depreciation and amortization expense 535,752
(Increase) decrease in:

Accounts receivable, net of allowance (4,439,644)
Accrued revenue (7,761,595)
Other receivables (2,823,424)
Prepaid expenses (38,166,660)
Deposits (10,652,558)
Increase (decrease) in:

Accrued cost of electricity 564,628
Accounts payable (1,532,099)
Other accrued liabilities 715,645
User taxes and energy surcharges due to other governments 86,821 Security deposits - energy suppliers (18,804,856)
Net cash provided by operating activities (75,931,592)$

CENTRAL COAST COMMUNITY ENERGY
STATEMENT OF CASH FLOWS (continued)
Eleven Months Ended August 31, 2024

RECONCILIATION OF OPERATING INCOME (LOSS) TO NET

CASH PROVIDED BY OPERATING ACTIVITIES

ACCOUNTANTS’ COMPILATION REPORT
Board of Directors
Central Coast Community Energy
Management is responsible for the accompanying special purpose statements of Central Coast Community Energy (a California Joint Powers Authority) which comprise the budgetary comparison schedule for the periods ended August 31, 2024, and for determining that the budgetary basis of accounting is an acceptable financial reporting framework. We have performed a compilation engagement in accordance with Statements on Standards for Accounting and Review Services promulgated by the Accounting and Review Services Committee of the AICPA. We did not audit or review the accompanying statement nor were we required to perform any procedures to verify the accuracy or completeness of the information provided by management. Accordingly, we do not express an opinion, a conclusion, nor provide any assurance on this special purpose budgetary comparison statement.

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

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

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

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

Maher Accountancy
San Rafael, CA
October 8, 2024
1101 Fifth Avenue, Suite 200 San Rafael, CA 94901 415 459 1249 mahercpa.com

Actual Budget $ Variance
%
Variance Actual Budget $ Variance
%
Variance
Annual
Budget
Annual Budget
Less Actual
YTD

REVENUES AND OTHER SOURCES
Electricity sales $ 54,914,397 $ 50,793,000 $ 4,121,397 8% $ 494,363,650 $ 512,547,000 $ (18,183,350) 96% $ 563,933,447 $ 69,569,797 Uncollectible accounts (730,186) (625,000) (105,186) 17% (6,575,037) (6,875,000) 299,963 96% (7,500,000) (924,963) Electricity sales, net 54,184,211 50,168,000 4,016,211 8% 487,788,613 505,672,000 (17,883,387) 96% 556,433,447 68,644,834 Investment and miscellaneous income 910,317 533,000 377,317 71% 10,760,384 5,867,000 4,893,384 183% 6,400,000 (4,360,384) Total revenues and other sources 55,094,528 50,701,000 4,393,528 9% 498,548,997 511,539,000 (12,990,003) 97% 562,833,447 64,284,450 EXPENDITURES AND OTHER USESCurrent Expenditures Cost of energy 61,402,103 69,869,000 8,466,897 12% 454,536,885 443,004,000 (11,532,885) 103% 520,297,514 65,760,629 Salaries and benefits 707,877 795,000 87,123 11% 7,060,915 8,742,000 1,681,085 81% 9,537,076 2,476,161 Services and supplies 2,918,202 2,750,000 (168,202) -6% 20,273,003 30,249,000 9,975,997 67% 32,998,857 12,725,854 Total current expenditures 65,028,182 73,414,000 8,385,818 11% 481,870,803 481,995,000 124,197 100% 562,833,447 80,962,644 Surplus (deficit) (9,933,654)$ (22,713,000)$ 12,779,346$ -56% 16,678,194$ 29,544,000$ (12,865,806)$ -44% -$ (16,678,194)$ Annual

CENTRAL COAST COMMUNITY ENERGY

BUDGETARY COMPARISON SCHEDULE
Current Month and Eleven Months Ended August 31, 2024
Current Month
Variance fav. (unfav.)
Year-To-Date
Variance fav. (unfav.)

Budget Item YTD Variance Comment
Electric Sales Revenue (3.5%) Sales revenue includes revenues actually billed to customers as well as estimated customer usage during the reporting period that is not yet billed.

Cost of Energy 2.6% 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. Cost of energy includes scheduling coordinator fees for budget purposes only.

Staffing (19.2%) Staffing expenses are under budget due to the timing of new hires.

Professional Services (56.4%) This category includes accounting, IT, technical and other consultants.

Legal Costs (21.7%) This category includes outside legal costs for regulatory and energy procurement needs.

Marketing and customer enrollment 13.3% Variance is mostly due to the lower than anticipated costs of recent customer enrollments.

Data Management Services 3.1% These fees non-discretionary and are charged on a per customer basis.

Utility Service Fees (3.3%) These are PG&E and SCE fees charged on a per customer basis.

Other General & Administrative (45.6%) This category includes occupancy costs, industry membership dues, and other general and administrative costs.

Energy and Related Programs (41.4%) Programs expenses have generally been delayed until future periods Budget Commentary for significant items

CENTRAL COAST COMMUNITY ENERGY
October 1, 2023 through August 31, 2024

-13.3%
-39.3%
Act
Bud
$33.3
$62.7
$36.1
$0.0
$20.0
$40.0
$60.0
$80.0
$100.0
Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep
Actual
Budget
$487.8
$505.7
$556.4
$0.0
$100.0
$200.0
$300.0
$400.0
$500.0
$600.0
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) 422 393 409 399 358 367 360 388 389 424 427 Budget 452 459 444 420 402 416 419 383 386 405 423 427
0 50
100
150
200
250
300
350
400
450
500

CUSTOMERS

SALES VOLUME
427 GWh

STD MARGIN
-$7.2M (-13%)
Δ in NET ASSETS
-$9.9M
Cumulative YTD Electricity Sales
Cumulative YTD Direct Margin
(Electricity Sales less Cost of Energy)
Data Definitions:

CUSTOMERS: Count of active customers from Calpine.

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

REVENUE: Total Operating Revenue, net of uncollectible, (excludes 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 FY23/24 budget
Monthly Sales Volume (GWh)
Financial Dashboard: August 2024

CUSTOMERS
460,000
ACTIVE
August revenue of $55.1M accounts for 427
GWh in net retail consumption, 4 GWh
above budget.

YTD Electricity revenue is $488M compared
to budget of $506M. YTD Direct Margin
(defined as Electricity Sales less Cost of
Energy) of $33M is below budget by $29M.

The chart to the right shows volume
comparison to budgeted volume.

The charts below display cumulative
revenue and margin $ vs budget.
30%
48%
23%
36%
47%
16%
Res
Com
Ag
YTD Month
Revenue $55.1
C.O.E. $61.4
OpEx $3.6
Net Income -$9.9
-$7.2
-$19.7
Act
Bud
Margin $
10 32%
47%
21%
40%
45%
15%
Res
Com
Ag
YTD Month

REVENUE
$55.1M
Margin %

Return of Investments YTD Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep CASH AND CASH EQUIVALENTSRiver City Bank/ Chase - Money Market and other Interest Earning AccountsFunds Invested - Average Balance 132,319,400$ 114,651,102$ $ 105,356,390 $ 104,396,252 $ 103,895,294 $ 136,670,988 $ 89,128,674 $ 103,094,923 $ 99,733,192 $ 89,388,999 $ 83,847,645 Gains/Losses/Interest $ 3,877,287 $ 406,536 345,045.39 356,733.82 348,153.12 328,669.77 467,310.22 292,100.83 359,957.02 342,604.48 323,544.31 306,632.12 Average APY 3.69% 3.61% 4.06% 4.00% 3.80% 4.10% 3.93% 4.19% 4.12% 4.34% 4.39%INVESTMENTSRiver City Bank - Treasury-indexed productsFunds Invested - Average Balance $ 40,000,000 $ 50,000,000 $ 40,000,000 $ 40,000,000 $ 30,000,000 $ 30,000,000 $ 20,000,000 $ 6,700,000 $ - $ - $ - Gains/Losses/Interest $ 1,277,633 178,385.54 213,485.85 236,035.13 205,868.28 193,103.80 116,602.81 103,270.38 30,881.04 - - - Average APY 5.35% 5.12% 7.08% 6.18% 7.72% 4.66% 6.20% 5.53%RBC GAM / Principal Financal/ Schwab/FidelityFunds Invested - Average Balance $ 84,038,064 $ 89,456,032 $ 104,918,181 $ 110,378,734 $ 109,851,410 $ 85,196,666 $ 102,094,893 $ 116,668,316 $ 123,250,987 $ 123,914,223 $ 124,555,241 Gains/Losses/Interest $ 5,039,693 351,852.83 417,968.37 462,148.76 463,382.88 411,214.03 409,319.23 398,176.83 488,291.25 481,788.55 572,560.60 582,989.80 Average APY 5.02% 5.61% 5.29% 5.04% 4.49% 5.77% 4.68% 5.02% 4.69% 5.54% 5.62%

CENTRAL COAST COMMUNITY ENERGY
Investment Summary
October 1, 2023 through August 31, 2024

Current 0 - 30 Days 31 - 60 Days 61 - 90 Days > 91 Days A/R Balance $ 24,408,154 $ 11,323,030 $ 985,887 $ 320,114 $ 161,734 $ 37,198,919

CENTRAL COAST COMMUNITY ENERGY
Summary of Accounts Receivable, Net of Bad Debt Allowance As of August 31, 2024

Staff Report Item 5
TO: 3CE Operations Board of Directors
FROM: Robert M. Shaw, Chief Executive Officer
PREPARED BY: Inaara Muhammad, Manager of Energy Programs SUBJECT: Approve and authorize the CEO to execute Amendment No. 1 to the Center for Sustainable Energy Central Coast Incentive Program Implementation Services Agreement for a revised term of May 10, 2019 through September 30, 2025, and to accept the terms and conditions of the Grant Agreement between the California Energy Commission and the Center for Sustainable Energy
DATE: November 13, 2024
RECOMMENDATION:

It is recommended that the Operations Board approve and authorize the CEO to execute Amendment No. 1 to the Center for Sustainable Energy Central Coast Incentive Program Implementation Services Agreement, for a revised term of May 10, 2019 through September 30, 2025, and to accept the terms and conditions of the Grant Agreement between the California Energy Commission and the Center for Sustainable Energy.

BACKGROUND:

The California Electric Vehicle Infrastructure Project (CALeVIP) was launched in June 2017 with the California Energy Commission (CEC) committing up to $200 million in funding for the Center for Sustainable Energy (CSE) to design and implement an incentive program for rapid deployment of publicly accessible electric vehicle charger projects throughout California.

In May 2019, 3CE’s Operations Board approved an Agreement with the Center for Sustainable Energy to contribute up to $1 million in funding to CALeVIP’s Central Coast Incentive Project (CCIP) to support EV charger projects in Monterey, San Benito, and Santa Cruz counties.

DISCUSSION/ANALYSIS:

CALeVIP offers funding and support for installing publicly available electric vehicle charging equipment and infrastructure in California. The Program offers incentives and technical assistance for the purchase and installation of publicly accessible Level 2 and DC Fast Chargers in targeted regions throughout the state. The California Energy Commission has committed up to $6 million in total funding to the CCIP cycle of CALeVIP, with Central Coast Community Energy as its regional partner. Funds from the California Energy Commission and Central Coast Community Energy are pooled and administered by the Center for Sustainable Energy in the counties of Monterey, San Benito, and Santa Cruz.

The proposed Amendment No. 1 to the Agreement with Center for Sustainable Energy will update the termination date from delivery of the CSE’s Final Report to a date certain of September 30, 2025, which

aligns with the CEC’s sunset date for CALeVIP and allows for completion of awarded projects through the end of FY 2024-25. The proposed amendment will also accept flow-down terms and conditions as stated in the CEC Grant Agreement, to which 3CE is not a party, with no change to the not-to-exceed amount or scope of work. The CEC requires that 3CE accept these terms to participate in the program.

Since the launch of the CCIP cycle, 3CE has contributed $252,000 in incentive funding for 4 projects across 3CE’s service area. 3CE estimates it will contribute a total of $892,236 in funding by the cycle’s close for a total of nine projects, which will result in 24 Level 2 EV chargers and 12 Direct Current Fast Chargers installed across 3CE’s Monterey and Santa Cruz service area. CSE will return all unused funding to 3CE by September 30, 2025, when CALeVIP sunsets.

The table below shows the nine CALeVIP projects funded by 3CE.

Organization Name Installation
Street City County Status # DC Fast Chargers
# L2
Chargers
SCI 1011 LLC 1011 Auto
Center Pkwy Seaside Monterey In Progress 2 5
Mia Properties LLC 1875 Fremont
Blvd Seaside Monterey In Progress 4 0
Monterey County Health
Department
1270 Natividad
Rd Salinas Monterey In Progress 0 2
Stilwell, Inc 5th Ave & San
Carlos St
Carmel By
The Sea Monterey In Progress 0 4
The City of Pacific Grove 223 16th St Pacific Grove Monterey Complete 2 2 Aspromonte Hotels, LLC 1255 41st Ave Capitola Santa
Cruz In Progress 4 0
Walnut Commons Owners
Association 190 Walnut Ave Santa Cruz Santa Cruz Complete 0 7

REDBOOK RESIDENTIAL,
LLC 696 Pacific Ave Santa Cruz Santa Cruz Complete 0 2
Pajaro Dunes North
Association 101 Shell Dr Watsonville Santa Cruz Complete 0 2 FISCAL IMPACT:

There is no fiscal impact associated with this amendment.

CONCLUSION:

The Board’s approval of the amended agreement with the Center for Sustainable Energy will ensure continued implementation of the CALeVIP CCIP cycle and incentivize the completion of EV charging projects in 3CE’s service area.

ATTACHMENT(S):

1. Original Implementation Services Agreement with the Center for Sustainable Energy

2. Proposed Amendment No. 1 to Agreement with the Center for Sustainable Energy

5/10/19 1 Contract Number: ______________

MONTEREY BAY COMMUNITY POWER AUTHORITY

STANDARD SERVICES AGREEMENT
This Agreement is made as of May 10, 2019 (the “Effective Date”) by and between the Monterey Bay Community Power Authority (“MBCP”) and Center for Sustainable Energy (hereinafter “CONTRACTOR”), a California nonprofit corporation with its principal place of business located at 3980 Sherman Street, Suite 170, San Diego, CA 92110. MBCP and CONTRACTOR may be individually referred to herein as “Party” or collectively as “Parties.”
WHEREAS the California Energy Commission (“CEC”) approved funding up to $200 million (the “CALeVIP Funding”) for the design and implementation of a electric vehicle charger investment incentive program throughout California and CEC has appointed CONTRACTOR to implement such incentive program. CONTRACTOR has accepted the CALeVIP Funding under the terms and conditions of that certain Grant Agreement (ARV-16-017) effective as of June 27, 2017 (the “Grant Agreement”).

WHEREAS CEC has authorized CONTRACTOR to deploy a portion of CALeVIP Funding (the “CEC Funds”), of $6,000,000, towards an incentive program in Monterey, San Benito and Santa Cruz Counties (the “CC Incentive Program”).

WHEREAS MBCP provides locally-controlled, carbon-neutral electricity to residents and businesses in its service territory in Monterey, San Benito and Santa Cruz Counties.

WHEREAS MBCP desires to promote more rapid deployment of public and private infrastructure that will accelerate adoption of electric vehicles in its service territory. Funding that is to be provided by MBCP to support such promotion (the “Client Funds”) will be identified, through the annual budget cycle to be approved by the MBCP Policy Board meeting. Client Funds will be used to grant incentive payments (“Incentive Payments”) to public and private property owners and business owners that install electric vehicle chargers that meet specific standards in its service territory (the “MBCP Incentive Program”) and to pay the Services Fee.

WHEREAS MBCP desires to hire CONTRACTOR to develop and administer the CC Incentive Program in consideration of payment of a fee in accordance with the terms and conditions set forth herein.

Agreement
NOW THEREFORE, in consideration of the mutual covenants and conditions set forth in this Agreement, the Parties agree as follows:

1. GENERAL DESCRIPTION

1.1. MBCP hereby engages CONTRACTOR to perform, and CONTRACTOR hereby agrees to perform, the services described in Exhibit A (the “Services”) in conformity with the terms of this Agreement.

1.2. MBCP has secured or will secure Client Funds in the amount of $1,000,000 for the intial Term.

5/10/19 2 Contract Number: ______________

2. PAYMENT PROVISIONS

2.1. Payment for Services. As compensation for the Services, MBCP shall pay the CONTRACTOR a fee (the “Services Fee”) in accordance with the payment provisions set forth in Exhibit B (Payment Terms).

2.2. Payment of Client Funds for Incentive Payments. Client Funds other than the Services Fee shall be transferred to Contractor in accordance with Part 8 of the Scope of Work.

3. TERM OF AGREEMENT

3.1. The term of this Agreement is from the Effective Date until the first anniversary thereof, or CONTRACTOR’s delivery of the Final Report, whichever is later in time (“Term”), 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 MBCP, with MBCP’s execution to be last in time.

CONTRACTOR may not commence work under this Agreement before MBCP signs this Agreement. The Parties acknowledge that depending on the results of the first year of the MBCP Incentive Program, it is contemplated that the Parties will agree to amend this Agreement so as to extend the Term in one year increments up to three years.

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

5. PROPRIETARY RIGHTS.

5.1. Licensed Services. MBCP shall have a limited, non-exclusive, non-sublicensable and non-transferable right during the Term to access and use the Services within the Territory, subject to the terms and conditions of this Agreement. The Services may be used by MBCP only in connection with the MBCP Incentive Program. MBCP shall have no right to copy, in whole or in part, the Services and MBCP shall not, and shall permit no third party to, modify, adapt, translate, reverse engineer, decompile, disassemble, sublicense, redistribute, resell, rent, lease, remove any copyright or other proprietary notice from, or create derivative works based on the Services, or extract any component thereof for use with any other systems, applications, data or materials, or use or reproduce any part of the Services in source-code format. Further, MBCP shall not access, use or exploit the Services (in whole or in part) in order to build, develop (or commission the development of), or consult upon any product or service which competes (directly or indirectly) with the Services. MBCP agrees that its access to and use of any software components, data, applications and/or related materials owned and controlled by third parties that interoperate with or are otherwise made available in connection with the Services (collectively, “Third Party Materials”) may be subject to separate terms and conditions as may be imposed from time to time by the third party involved. MBCP shall comply with the terms and conditions of use of the Third Party Materials.

5/10/19 3 Contract Number: ______________

5.2. Ownership of Services. Except for the license to access and use the Services expressly granted to MBCP under this Agreement, CONTRACTOR retains all right, title and interest in the Services, whether as individual items or a combination of components and whether or not the Services are completed, regardless of any participation or collaboration by MBCP in their design, development or implementation. CONTRACTOR has the sole right to obtain, hold and renew in its own name and for its own benefit, any patents, copyrights, registrations and other similar intellectual property and proprietary rights protections regarding any Services. MBCP shall reasonably cooperate with CONTRACTOR and execute all documents necessary to enable CONTRACTOR to perfect, preserve, register and record its rights in the Services. Except for the limited rights and licenses granted to MBCP under this Agreement, nothing shall be construed to restrict, impair, encumber, alter, deprive or adversely affect the Services or any of CONTRACTOR’s rights or interests therein. All rights not expressly granted to MBCP hereunder are reserved by CONTRACTOR.

5.3. MBCP Materials. MBCP shall reasonably cooperate with CONTRACTOR in the performance of the Services, including by promptly providing CONTRACTOR with all MBCP and third party trademarks, trade names, service marks, logos, names, and distinctive identification (collectively, “MBCP Trademarks”), information, materials, data, images and content required to perform the Services (collectively, “MBCP Materials”). MBCP hereby grants to CONTRACTOR a non-exclusive, non-sublicensable, and non-transferable right and license to use the MBCP Materials and MBCP Trademarks as provided by MBCP to CONTRACTOR hereunder solely in connection with the performance of the Services. All goodwill resulting from CONTRACTOR’s use of the MBCP Trademarks shall inure to the benefit of MBCP. Without limiting the foregoing, MBCP hereby grants to CONTRACTOR a non-exclusive, non-sublicensable, non-transferable right and license to use any data inputted or uploaded by MBCP in connection with the Services and any data generated from MBCP’s use of the Services, including information and data regarding MBCP’s customers (collectively, the “MBCP Data”); provided that MBCP Data excludes customers’ protected personal information as defined under CPUC Decision D-12-08.045 (collectively, "Customer Data"). As between MBCP and CONTRACTOR, MBCP retains all right, title and interest in the MBCP Materials, MBCP Trademarks and MBCP Data, except for the limited rights and licenses granted to CONTRACTOR under this Agreement.

5.4. Use of Data. MBCP hereby grants to CONTRACTOR a non-exclusive, irrevocable, perpetual, royalty-free, worldwide right and license to use the MBCP Data (i) for data analysis and market research purposes, (ii) to improve and enhance the Services and for other development, diagnostic and corrective purposes, (iii) to disclose such data to CEC as required under the Grant Agreement, and (iv) to disclose such data solely in aggregate or other de-identified form in connection with its business, including for benchmarking purposes and providing market reports and studies to third parties.

5.5. Data Security. CONTRACTOR shall implement appropriate technological, physical and administrative safeguards designed to protect the MBCP Data and Customer Data from unauthorized access, use or disclosure. Such safeguards shall include measures designed to prevent access, use, modification or disclosure of MBCP Data and Customer Data by CONTRACTOR personnel except (a) to provide the Services, (b) as authorized by this Agreement, including, without limitation, as required by applicable law, or (c) as otherwise authorized by MBCP in writing.

5/10/19 4 Contract Number: ______________

6. PERFORMANCE STANDARDS

6.1. 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 MBCP or immediate family of an employee of MBCP.

6.2. 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.

6.3. 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 MBCP premises, property (including equipment, instruments, or supplies) or personnel for any purpose other than in the performance of its obligations under this Agreement.

7. LIMITED WARRANTY. CONTRACTOR warrants to MBCP that the Services will be performed in a professional and workmanlike manner and in accordance with the specifications provided in the Scope of Work in all material respects. In the event of a breach of the warranty set forth in this Section 7, CONTRACTOR agrees, as CONTRACTOR’s sole and exclusive obligation and MBCP’s sole and exclusive remedy, to use commercially reasonable efforts to re-perform the defective Services or to modify or correct the defective deliverable, as applicable, at its sole costs and expense.

8. REPRESENTATIONS AND WARRANTIES.

8.1. Mutual Representations and Warranties. Each Party represents and warrants to the other Party that (a) it has the right, power and authority to enter into this Agreement and to perform the acts and grant such rights required of it under this Agreement, (b) the execution, delivery and performance of this Agreement by such Party has been duly authorized by all necessary organizational governance action and violates no applicable law to which it is subject; (c) the execution of this Agreement and performance of its obligations under this Agreement do not and shall violate no other agreement to which it is a party and (d) this Agreement constitutes the legal, valid and binding obligation of such Party when executed and delivered by each Party.

8.2. MBCP Materials and Trademarks. MBCP represents and warrants that (a) it owns the MBCP Materials and MBCP Trademarks and/or controls all necessary rights and licenses required for CONTRACTOR’s use of the MBCP Materials and MBCP Trademarks as set forth in this Agreement, (b) the MBCP Materials and MBCP Trademarks, and CONTRACTOR’s use thereof as contemplated hereunder, shall violate no applicable laws or misappropriate, violate or infringe upon the intellectual property, privacy, publicity or other proprietary rights of any third party, and (c) the MBCP Materials shall not contain any content that is false, misleading, defamatory or obscene.

8.3. 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.

5/10/19 5 Contract Number: ______________

8.4. NO OTHER WARRANTIES. EXCEPT AS SPECIFICALLY SET FORTH IN THIS AGREEMENT, NEITHER

PARTY MAKES AND THE PARTIES HEREBY DISCLAIM ANY REPRESENTATIONS, WARRANTIES OR

GUARANTEES REGARDING ANY SERVICES (INCLUDING THAT THE SERVICES WILL BE

UNINTERRUPTED OR ERROR FREE OR THAT ANY PARTICULAR RESULT WILL BE OBTAIN BY USE OF

THE SERVICES), DELIVERABLES, INFORMATION, CONTENT, PRODUCTS OR MATERIALS

FURNISHED HEREUNDER, WHETHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED

WARRANTIES OF NON-INFRINGEMENT, TITLE, MERCHANTABILITY AND/OR FITNESS FOR A PARTICULAR PURPOSE.

9. PAYMENT CONDITIONS

9.1. Prices shall remain firm for the initial Term of the Agreement and, thereafter, may be adjusted annually as provided herein. MBCP does not guarantee any minimum or maximum amount of dollars to be spent under this Agreement; provided that MBCP shall pay for services actually rendered in conformity with this Agreement.

9.2. Invoices shall be submitted to MBCP upon completion of each payment event set forth in Exhibit B, on a form reasonably acceptable to MBCP and provide sufficient detail, as reasonably determined by MBCP, of services rendered for the invoiced period.

9.3. MBCP shall confirm the accuracy of invoices and promptly notify Contractor if the applicable “Event” did not occur or if the invoice is otherwise incorrect or deficient and if necessary Contractor shall resubmit invoices only in conformity with this Agreement. Invoices shall be paid within 45 days of submission of a correct invoice to MBCP.

10. TERMINATION

10.1. During the term of this Agreement, MBCP 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 termination for “good cause”, the amount payable under this Agreement shall be limited to payment for those Events that were successfully completed. In the event of termination for the convenience of MBCP, MBCP shall pay for all completed “Events” and actual costs incurred by the Contractor for work actually performed for incomplete “Events.”

10.2. MBCP 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. In such event, MBCP may proceed with the work in any manner, which MBCP deems proper and pursue available legal or equitable remedies for breach.

10.3. CONTRACTOR may cancel and terminate this Agreement for good cause effective immediately upon written notice to MBCP. “Good cause” includes the failure of MBCP to pay CONSULTANT when due.

10.4. In the event of termination, whether for cause or convenience, any remaining portion of Client Funds not incurred under this Agreement shall be returned to MBCP within 45 days of the date of termination.

5/10/19 6 Contract Number: ______________

11. INDEMNIFICATION; LIMITATION OF LIABILITY

11.1. Mutual Indemnification. Each Party (the “Indemnifying Party”) agrees to indemnify, defend and hold the other Party (the “Indemnified Party”), harmless, at the Indemnifying Party’s own cost and expense, from and against any and all liabilities, losses, damages, injuries, judgments, amounts paid in settlement, costs and expenses, including reasonable attorneys’ fees and costs, arising out of or related to any third party claim resulting from any material breach of any of the Indemnifying Party’s representations or warranties specifically set forth in Article 8 of this Agreement. The Indemnifying Party shall solely conduct the defense of any such claim and all negotiations for its settlement; provided that (a) no settlement shall be agreed to without the Indemnified Party’s prior written approval, and (b) the Indemnified Party may participate, at its own expense, in the defense and/or settlement of any such claim to protect its own interests.

11.2. Infringement Indemnification. CONTRACTOR shall hold MBCP harmless from liability to third parties resulting from any claim that the Services infringe the United States patent or copyright of any third party, and will indemnify MBCP from any damages, reasonable attorney fees and costs finally awarded against MBCP as a result of such claim provided CONTRACTOR is promptly notified of any and all threats, claims and proceedings related thereto and given reasonable assistance and the opportunity to assume sole control over defense and settlement.

Any settlement of such claim must be preapproved in writing by CONTRACTOR. The foregoing obligations do not apply regarding portions or components of the Service (i) not supplied by CONTRACTOR, (ii) made in whole or in part in accordance with MBCP specifications, (iii) that are modified after delivery by CONTRACTOR, (iv) combined with other products, processes or materials where the alleged infringement relates to such combination, (v) where MBCP continues allegedly infringing activity after being notified thereof or after being informed of modifications that would have avoided the alleged infringement, or (vi) where MBCP’s use of the Service is not strictly in accordance with this Agreement. If, due to a claim of infringement, the Services are held by a court of competent jurisdiction to be or are believed by CONTRACTOR to be infringing, CONTRACTOR may, at its option and expense (a) replace or modify the Service to be non-infringing; provided thatsuch modification or replacement contains substantially similar features and functionality, (b) obtain for MBCP a license to continue using the Service, or (c) if neither of the foregoing is commercially practicable, terminate this Agreement and MBCP’s rights hereunder and provide MBCP a refund of any prepaid, unused fees for the applicable Services.

11.3. Limitations of Liability. EXCEPT IN CONNECTION WITH A PARTY’S INDEMNIFICATION OBLIGATIONS IN ARTICLE 11, OR A PARTY’S GROSS NEGLIGENCE OR FRAUD, IN NO EVENT SHALL

EITHER PARTY BE LIABLE TO THE OTHER PARTY OR ANY THIRD PARTY FOR ANY INDIRECT,

INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, OR LOST PROFITS, OR LOSS OF

DATA, IN CONNECTION WITH OR ARISING OUT OF THIS AGREEMENT, REGARDLESS OF THE FORM

OF ACTION OR THE BASIS OF THE CLAIM OR WHETHER OR NOT THE APPLICABLE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL CONTRACTOR’S TOTAL,

AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT (WHETHER IN

CONTRACT, WARRANTY, TORT OR OTHERWISE) EXCEED THE TOTAL FEES PAID BY MBCP HEREUNDER DURING THE TWELVE (12) MONTH PERIOD PRECEDING THE INCIDENT GIVING RISE

TO SUCH CLAIM, EXCLUDING AMOUNTS PAID BY MBCP TO CONTRACTOR FOR PRODUCTS AND

SERVICES PROVIDED BY THIRD PARTY SERVICE PROVIDERS UNDER THE SCOPE OF WORK FOR

PRODUCTS, WHICH AMOUNTS ARE PAID OR PAYABLE BY CONTRACTOR TO SUCH THIRD PARTY SERVICE PROVIDERS FOR SUCH PRODUCTS OR SERVICES.

5/10/19 7 Contract Number: ______________

12. INSURANCE REQUIREMENTS

12.1. Prior to commencement of this Agreement, the CONTRACTOR shall provide a “Certificate of Insurance” certifying as to the insurance coverages that Contractor has 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. The CONTRACTOR shall not begin work under this Agreement until MBCP has approved all required insurance. This approval of insurance shall neither relieve nor decrease the liability of the CONTRACTOR.

12.2. All coverages shall be issued by companies acceptable to MBCP and issued and executed by an admitted insurer authorized to transact Insurance business in the State of California and holding a current policy holder’s alphabetic and financial size category A.M. Best rating of not less than A- VII. Any insurer, or policy, not meeting the requirements set forth in this Paragraph

9.2 must be approved by MBCP’s Chief Executive Officer.

12.3. 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:

12.3.1. 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.

12.3.2. 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.

12.3.3. 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.

12.4. All insurance required by this Agreement 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.

12.5. Each liability policy shall provide that MBCP shall be given notice in writing at least thirty days in advance of any endorsed reduction in coverage or limit, cancellation, or intended non-renewal thereof. Each policy shall provide coverage for CONTRACTOR and additional insureds with respect to claims arising from each subcontractor, if any, performing work under this Agreement, or be accompanied by a certificate of insurance from each subcontractor showing each subcontractor has identical insurance coverage to the above requirements.

5/10/19 8 Contract Number: ______________

12.6. Commercial general liability and automobile liability policies shall provide an endorsement naming “Monterey Bay Community Power Authority, 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 MBCP and that the insurance of the Additional Insureds shall not be called upon to contribute to a loss covered by the CONTRACTOR’S insurance.

13. RECORDS AND CONFIDENTIALITY

13.1. 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 MBCP or prepared in connection with the performance of this Agreement, unless MBCP specifically permits CONTRACTOR to disclose such records or information. CONTRACTOR shall promptly transmit to MBCP 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.

13.2. At the request of MBCP, CONTRACTOR shall return to MBCP any MBCP records which CONTRACTOR used or received from MBCP to perform services under this Agreement.

13.3. 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.

13.4. MBCP 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 MBCP or as part of any audit of MBCP, 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.

13.5. Grant Agreement. Nothing in this Article 13 shall prohibit CONTRACTOR from complying with its obligations under the Grant Agreement.

14. NON-DISCRIMINATION

14.1. 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

5/10/19 9 Contract Number: ______________
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.

15. COMPLIANCE WITH TERMS OF STATE OR FEDERAL GRANTS

15.1. Intentionally left blank.

16. INDEPENDENT CONTRACTOR

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

17. NOTICES

17.1. All notices and other communications required or permitted under this Agreement shall be in writing and delivered personally, mailed via an nationally recognized overnight courier or sent via email correspondence (with confirmation of receipt), to the applicable Party at the addresses set forth below, unless, by notice, a Party changes or supplements the addressee and addresses for giving notice. All notices shall be deemed given on the date personally delivered, when placed in the mail as specified or upon confirmation of email receipt.

If to CONTRACTOR:

Center for Sustainable Energy
Attn: Notice Officer
3980 Sherman Street, Suite 170
San Diego, CA 92110
e-mail: [email protected]
If to MBCP:

Monterey Bay Community Power
Attn: Beth Trenchard, Manager of Energy Programs
70 Garden Court, Suite 300
Monterey, Ca 93940
e-mail: [email protected]

5/10/19 10 Contract Number: ______________

18. MISCELLANEOUS PROVISIONS

18.1. Force Majeure. Notwithstanding anything to the contrary herein, except regarding a Party’s payment obligations, neither Party shall be in breach of this Agreement or incur any liability to the other in connection with any failure to perform any of its obligations hereunder to the extent that performance of such obligations is prevented or materially hindered by reason of strikes, lockouts, restrictive governmental or judicial orders or decrees, riots, insurrection, war, acts of God or any other reason or event reasonably beyond such Party’s control.

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

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

18.4. 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.

18.5. Disputes. Without prejudice to Section 10.3, CONTRACTOR shall continue to perform under this Agreement during any dispute.

18.5.1. Any dispute regarding the payment of fees shall be subject to a meet and confer between the Parties to be conducted no more than 15 days from the date a “Notice of Dispute” is provided subject to Section 14 above.

18.6. 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 MBCP.

None of the services covered by this Agreement shall be subcontracted or delegated to third parties without the prior written consent of MBCP, which consent shall not be unreasonably withheld or denied. Should MBCP not approve or reject any such subcontracting or delegation with ten days of notice, such subcontracting or delegation shall be deemed approved.

Notwithstanding any such subcontract, CONTRACTOR shall continue to be liable for the performance of all requirements of this Agreement.

18.7. Successors and Assigns. This Agreement and the rights, privileges, duties, and obligations of MBCP 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.

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

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

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

5/10/19 11 Contract Number: ______________

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

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

18.13. Construction of Agreement. MBCP 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.

18.14. 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.

18.15. Authority. Any individual executing this Agreement on behalf of MBCP 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.

18.16. Integration. This Agreement, including the Exhibits, represent the entire Agreement between MBCP 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 MBCP and the CONTRACTOR as of the effective date of this Agreement, which is the date that MBCP signs the Agreement.

18.17. Interpretation of Conflicting Provisions. In the event of any conflict or inconsistency between the provisions of this main body of this Agreement and the provisions of any Exhibit to this Agreement, the provisions of this main body of this Agreement shall prevail and control. If there is a conflict or discrepancy between the Grant Agreement and any other part of this Agreement, the terms of the Grant Agreement shall without exception control and govern to the extent of the conflict.
[signature page follows]

IN WITNESS WHEREOF, the parties hereto have set their hands the day and year first above written. rence E. Goldenhersh
ITS: President
APPROVED AS TO FORM:
$(£_
MBCP Interim General Counsel
Robert Shaw
5/10/2019
PRINT NAME: Tom H
ITS: CEO
unity Power Authority
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12 Contract Number: _____ _

5/10/19 13 Contract Number: ______________

EXHIBIT A

SCOPE OF WORK

1. TASK 1: INCENTIVE PROJECT DESIGN

1.1. The goal of this task is to work with the Monterey Bay Community Power to design a targeted incentive Project in the Monterey, Santa Cruz and San Benito tri-county region.

1.2. Center for Sustainable Energy incentive design work will consist of:
(a) Research and analyze EV charger incentive Project opportunities along the following parameters:
i. Market opportunities to incentivize the deployment of EV chargers; ii. Expected or potential demand for EV chargers;
iii. Currently available EV charger incentives relevant to proposed project; iv. Attainable Policy objectives (e.g., disadvantaged communities); v. Budget constraints and opportunities;
vi. Funding source requirements;
vii. Definition of applicant eligible for Incentive Payment funded by MBCP viii. Other relevant project design variables that are developed in the course of the design sessions and included by amendment in this section 1.2(a). (b) In consultation with the Monterey Bay Community Power, create a targeted incentive design covering:
i. Geographic region targeted by the incentives;
ii. Eligible sites definition (e.g., destination, workplace, multi-unit dwellings, corridors, disadvantaged communities);
iii. Eligible applicant definition;
iv. Minimum technical requirements for eligible EV charging equipment; v. Amount of incentive by type of EV charger;
vi. Funding source(s) utilized for each type of incentive; vii. Total amount of incentive funding allocated to the project;

5/10/19 14 Contract Number: ______________
viii. Incentive structure (e.g., Incentive Payment system disbursing incentives after chargers are installed, or other appropriate incentive); ix. MBCP Incentive Program goals;
x. Anticipated CC Incentive Project and MBCP Incentive Program roll-out and administration schedule;
xi. Definition of charger data to be collected and methodology for collecting the data;
xii. Application support services consisting of CONTRACTOR staffed help desk to respond via phone and email to applicant eligibility and application process questions; xiii. Application documentation requirements;
xiv. Internal processes and controls, processes and procedures to do the following: receive, handle, and account for and manage incentive funding, including funding from multiple sources; receive and evaluate incentive requests; effect payment for valid Incentive Payment requests; and provide monthly fiscal accounting and reporting to Monterey Bay Community Power.

1.3. Deliverables:
(a) Final Incentive Design Package to capture the results of work specified in Section

1.2. (b) Project Implementation Manual, consisting of
i. Eligibility requirements
(1) Equipment categories
(2) Equipment Eligibility Criteria
(3) Eligible costs
(4) Eligible Sites
(5) Incentive Payment amounts
(6) Maximum Incentive Payment limits per entity
ii. Applicant Duties
(1) Applicant Requirements
(2) Research Participation
(3) Application Process

5/10/19 15 Contract Number: ______________
(4) Installation and operation requirements
(5) Installation data
(6) Usage data

2. TASK 2: DEVELOPMENT AND CONFIGURATION OF INCENTIVE PROCESSING WEBSITE

2.1. The goal of this task is to design, develop, configure and launch a robust, user-friendly project website.

2.2. The CC Incentive Project Landing Page will include:
(a) A funding visualization, including the amount of funding available and remaining amounts for each technology, within each County.
(b) Instructions, forms and FAQs to parties interested in participating in the CC Incentive Projects.
(c) Technology requirements, funding amounts for each specific technology and description of eligible locations.
(d) Description of eligible costs under the CC Incentive Project. (e) Application process description and diagram.
(f) Attribution of the CC Incentive Project to MBCP and CEC.

2.3. The online application will include:
(a) The ability for interested parties to indicate if they are customers of MBCP (b) The ability for interested parties to submit required documents to participate in CC Incentive Projects, including application forms, payment requests, and appropriate documentation.

2.4. The user and application dashboards will include:
(a) The capability for incentive participants to access, in real time, the status of incentive applications and payments.
(b) The capability for incentive participants to designate collaborators on their application for purposes of authorizing others to track and submit information on their behalf.

2.5. Deliverables:
(a) CC Incentive Project Landing Page design and content (b) Online application form and process
(c) User and application dashboards

5/10/19 16 Contract Number: ______________

3. TASK 3: EV CHARGER INCENTIVE PROJECT MARKETING, EDUCATION, OUTREACH & TECHNICAL

ASSISTANCE

3.1. The goal of this task is to market the CC Incentive Project to relevant target audiences, and to provide basic support to applicants to file applications and pursue their EV charging installation projects. To accomplish this CONTRACTOR will:
(a) Develop an Integrated Communications Plan for the CC Incentive Project. The plan will identify the goals of the marketing and outreach effort, target audience(s), methods/tactics/channels to be used, and will include a schedule to coordinate the marketing activities. (b) Develop marketing and outreach materials to reflect the communication plan developed in 3.1(a). Marketing and outreach material development will be coordinated with Monterey Bay Community Power.
(c) Develop a marketing budget and technical assistance budget (which are included in the seven (7) percent administration cost) covering both labor and other direct costs (e.g. digital ads, travel, etc.) necessary for executing on the communications plan developed in Task 3.1(a) and providing MBCP specified technical assistance.

3.2. The goal of this task is to provide technical assistance to CC Incentive Project applicants.

To accomplish this CONTRACTOR will:
(a) Develop FAQs and other similar EV charging information resources for applicant use in pursuing EV charging installation projects.
(b) Develop curated ‘EV charging 101’ resources on:
(1) EV charger capabilities;
(2) EV charger network characteristics and capabilities; (3) Ballpark EV charger load considerations;
(4) Typical EV charger installation requirements and best practices; (5) Typical utility connection requirements; and
(6) Similar common EV charger basic information.
(c) Provide email and phone support of basic inquiries that applicants have on EV chargers and EV charging installation.
(d) Availability of CONTRACTOR staff typically providing EV Expert services to field incoming inquiries (e.g. desk top site assessments, charger layouts, equipment selection, etc.), as mutually agreed to with MBCP.
(e) Provide log of basic EV charging installation project inquiries.

5/10/19 17 Contract Number: ______________

3.3. Deliverables:
(a) Integrated Communications Plan
(b) Marketing / Outreach materials
(c) Marketing Budget
(d) Technical Assistance Budget
(e) FAQs
(f) EV Charging 101 Resources
(g) Ongoing Technical Assistance, including Tracking Log

4. TASK 4: EV CHARGER INCENTIVE PROJECT ADMINISTRATION

4.1. The goal of this task is to administer the CC Incentive Project and MBCP Incentive created in Tasks 1-3. Center for Sustainable Energy will:
(a) Receive, evaluate, and process Incentive Payment requests. i. For all Incentive Payment applicants, the process will include:
(1) Requirement that applicant indicate if they have filed for bankruptcy within the last five years and, if so, to provide relevant details certifying under penalty of perjury that the information provided is accurate and complete. (a) If bankruptcy is identified and has occurred within 5 years of the date of the Application, CONTRACTOR shall inform Monterey Bay Community Power of any such applications and shall refrain from issuance any Incentive Payment unless and until such payment is authorized in writing by Monterey Bay Community Power. (2) Requirement that applicant indicate if they have any threatened or pending legal actions by or against them, loan defaults, or unpaid judgments against them. (a) If any threatened or pending legal actions, loan
defaults, or unpaid judgements are identified, CONTRACTOR shall inform Monterey Bay Community Power of any such applications and shall refrain from issuance any Incentive Payment unless and until such payment is authorized in writing by Monterey Bay Community Power. (3) Tracking and timely reporting in writing to Monterey Bay Community Power of any:
(a) complaints about the CC Incentive Project
(b) Problematic issues arising in the operation of the CC Incentive Project

5/10/19 18 Contract Number: ______________
(c) knowledge of any threatened or actual legal actions involving any CC Incentive Project or incentive applicants, applications, payments (e.g., alleged false information provided in an incentive application or threatened or actual lawsuits over the CC Incentive Project)
(d) As needed, CONTRACTOR shall provide Monterey Bay
Community Power personnel or other personnel as directed by Monterey Bay Community Power with all project documents, files and records requested in support of the Commission investigating and resolving any such issues.
(4) Prohibition against applicant submission of materials marked as confidential without prior written approval and instructions from the Monterey Bay Community Power.

Monterey Bay Community Power is a public agency, and as such is subject to the Public Records Act.

CONTRACTOR shall not agree to keep any incentive application information confidential. (5) Fair and impartial Project administration, including provision of information in a public manner that avoids giving advantage to any applicant or group of applicants. ii. For each incentive applicant that is a business, prior to the issuance of an Incentive Payment the evaluation will include:
(1) confirmation that the applicant is currently licensed to do business in California;
(2) confirmation of “active” status for businesses required to register with the California Secretary of State;and
(3) coordination with MBCP to validate each installation site as a MBCP customer.

4.2. Deliverables: Processed applications.

5. TASK 5 – DATA COLLECTION

5.1. The goal of this task is to collect data on the project applications, implementation and charger utilization. CONTRACTOR will:
(a) Collect, analyze and compile data on the CC Incentive Project and MBCP Incentive Program, which may include without limitation:
(1) Type of organizations receiving Incentive Payments; (2) Timelines to complete each Incentive Payment project; (3) Time frames associated with EV charger installations; (4) EV charger utilization.

5.2. Deliverables:

5/10/19 19 Contract Number: ______________
(a) Data Collection Report
(b) Dashboard displaying application and installation cycle times, updated weekly.

6. TASK 6: ADMINISTRATIVE

6.1. Monthly progress reports The goal of this task is to provide the reporting that will allow monthly verification that satisfactory and continued progress is made towards achieving the objectives of this Agreement on time and within budget.

6.2. Deliverables: The monthly reporting will consist of:
(a) Summary of activity during the reporting period for the purpose of determining whether invoices are consistent with the work performed (b) Summary of activities planned for the next reporting period. (c) KPI reports for marketing and technical assistance activities (Task 3) (d) Complaints, programmatic issues and actual or threatened litigation regarding applicants or the CC Incentive Project (as identified in Task 4.1(a)(i)(3)(a)).

6.3. Final Report
(a) CONTRACTOR will prepare a final report for Monterey Bay Community Power.

The document will be of a professional standard appropriate for review by elected officials, Monterey Bay Community Power board members and members of the public. The final report will be submitted no later than two months after MBCP Incentive Program funds for Year 1 have been exhausted and applicants that have received incentives have completed installation.
(b) Deliverable. The Final Report shall include:
(1) Data about the EV chargers and applicants participating in the Project during implementation of the CC Incentive Project. (2) Survey of a reasonable percentage of site hosts to assess their satisfaction with the Project and recommendations for improvement. (3) Assessment of the Project including impact of the Project on increasing baseline public charging that would have occurred without the Project. (4) Calculations of GHG emission reductions and other
environmental benefits from installation and usage of EV charging infrastructure. (5) Recommendations for future Project including operational improvements and considerations associated with the changing EV market. (6) Other elements as mutually determined and codified by an amendment revising this Section 6.3 of the Scope of Work.

5/10/19 20 Contract Number: ______________

6.4. Invoicing
(a) CONTRACTOR will periodically prepare an invoice for the advancement of funds designated for the Incentive Payments, based on the projected need. CONTRACTOR shall keep the funds in an interest-bearing account. The interest earned shall only be used for this Agreement upon approval of the Monterey Bay Community Power.

7. PROJECT REPRESENTATIVES

7.1. CONTRACTOR’s Project Representative shall be Andrew Hoskinson.

7.2. MBCP’s Project Representative shall be Beth Trenchard.

8. ACCOUNT AND FUNDS MANAGEMENT

8.1. CONTRACTOR shall deposit and maintain separate accounts for CEC Funds (defined in recitals) available for funding Incentive Payments (“CEC Account”) and MBCP Funds (defined below) available for funding Incentive Payments (the “MBCP Account”), and the CEC Account and MBCP Account are collectively, “Incentive Funds Accounts”.

8.2. Except for the Services Fee, CONTRACTOR shall utilize the funds in the MBCP Account (“MBCP Funds”) solely for the payment of eligible Incentive Payment claims submitted by MBCP customers and in accordance with other requirements applicable to the MBCP Incentive Program. The requirements for a person or business to be deemed to be a MBCP customer shall be set forth in the Project design that will be established pursuant to Section 1.2.(a)(vii) of the Scope of Work.

8.3. CONTRACTOR shall inform MBCP within five business days after the end of each calendar month the amount of Funds in the MBCP Account and the CEC Account.

8.4. CONTRACTOR shall coordinate with MBCP and CEC so as to maintain balances in the Incentive Funds Accounts that reflect the contribution percentages agreed to by CEC and MBCP.

Accordingly, on an as needed basis, CONTRACTOR shall provide to MBCP a written request for funding from Client Funds (a “Funding Request”) to the MBCP Account, and MBCP shall endeavor to promptly, but no later than 30 days after receipt of a Funding Request, send funds to the MBCP Account in the amount requested in the Funding Request; provided that MBCP is under no obligation to fund amounts that would result in funding to the MBCP Account an aggregate amount greater than the agreed to monies intended to be used to fund Incentive Payments.

8.5. If an Incentive Payment applicant meets the eligibility requirements of the CEC incentive Project, but not the eligibility requirements of the MBCP Incentive Program, CONTRACTOR shall draw from the CEC Account to fund the Incentive Payment owing to such Incentive Payment applicant.

5/10/19 21 Contract Number: ______________

EXHIBIT B

PAYMENT TERMS
Payment of Services Fee. The Services Fee shall be $70,000.00 in aggregate and shall be paid by MBCP as follows:

1. 10% of the Year 1 Services Fee ($7,000) shall be paid to CONTRACTOR for the delivery (including MBCP approval) of Task 1 and Task 2.2 deliverables, Final Incentive Design Package and Implementation Manual, expected June 2019. Payment will be made on the first day after MBCP approval of Task 1 Deliverables.

2. 15% of the Year 1 Services Fee ($10,500) shall be paid to CONTRACTOR on the first business day after MBCP approval of remainder of Task 2 deliverables for the CC Incentive Project Landing Page, expected August 2019.

3. 10% of the Year 1 Services Fee ($7,000) shall be paid to CONTRACTOR on the first business day after MBCP approval of Task 3.1 deliverables for Marketing, Outreach & Education, expected by August 2019.

4. 10% of the Year 1 Services Fee ($7,000) shall be paid to CONTRACTOR on the first business day after MBCP approval of Task 3.2a and 3.2b deliverables for Technical Assistance, expected by August 2019.

5. 10% of the Year 1 Services Fee ($7,000) shall paid to CONTRACTOR on the first business day 6 months after the date of contract execution for technical assistance consult of Task 3.2c, 3.2d, and 3.2e in MBCP territory.

6. 15% of the Year 1 Services Fee ($10,500) shall paid to CONTRACTOR on the first business day after 9 months after the date of contract execution for rebate processing services of Task 4 in MBCP territory.

7. 10% of the Year 1 Services Fee ($7,000) shall paid to CONTRACTOR on the first business day after 12 months after the date of contract execution for rebate processing services of Task 4 in MBCP territory.

8. 10% of the Year 1 Services Fee ($7,000) shall paid to CONTRACTOR on the first business day after 15 months after the date of contract execution for rebate processing services of Task 4 in MBCP territory.

9. 10% of the Year 1 Services Fee ($7,000) shall be paid to CONTRACTOR on the first business day following the delivery of the Final Report.

The term may be amended for up to two (2) additional one (1) year terms. The Services Fee for additional terms remains at 7% of Client Funds; milestone schedule for the Payment of Services Fee to be established in amended contract.

1 AMENDMENT #1 TO CENTRAL COAST INCENTIVE PROGRAM

IMPLEMENTATION SERVICES AGREEMENT

BETWEEN

CENTER FOR SUSTAINABLE ENERGY
AND

CENTRAL COAST COMMUNITY ENERGY
This Amendment No. 1 to the Central Coast Incentive Program Implementation Agreement (“Agreement”), which was effective on May 10, 2019, is entered into by and between Central Coast Community Energy, formerly Monterey Bay Community Power (“3CE”), and Center for Sustainable Energy (hereinafter “CSE” or “CONTRACTOR”), a California 501(c)(3) nonprofit corporation with its principal place of business located at 3980 Sherman Street, Suite 170, San Diego, CA 92110. 3CE and CONTRACTOR individually referred to herein as “Party” or collectively as “Parties”, agree with respect to the following:
______________________________________________________________________________

RECITALS
WHEREAS, the California Energy Commission (“CEC”) approved funding to incentivize the CALeVIP Program (“CALeVIP Funding”) and appointed CONTRACTOR to implement CALeVIP.

WHEREAS, the CEC has authorized to deploy a portion of CALEVIP Funding to applicants in Monterey, San Benito, and Santa Cruz Counties (“Central Coast Incentive Program” or “CCIP”).

WHEREAS, 3CE and CONTRACTOR entered into the Incentive Program Implementation Agreement (the “Original Agreement”) on May 10, 2019;
WHEREAS, 3CE, although not a party to the Grant Agreement, hereby agrees to the terms and conditions of a Grant Agreement, between the CEC and CONTRACTOR to continue participating in the CCIP, as stated in EXHIBIT C.

WHEREAS, the CALeVIP Program is sunsetting September 30, 2025, after which no additional applications will receive incentive funding or payment.

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

1. Section 3.1 TERM OF AGREEMENT is hereby removed and replaced in its entirety to read as follows:
“3.1 The term of this Agreement is from May 10, 2019 until September 30, 2025, unless sooner terminated pursuant to the terms of this Agreement.”

2. Section 4.1.3 SCOPE OF SERVICES AND ADDITIONAL PROVISIONS is amended to read as follows:

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2 “4.1 The following new and additional exhibit is incorporated herein by reference and constitutes a part of this Agreement:

4.1.3. Exhibit C: CEC Grant Agreement (ARV-16-017)
Should a conflict arise between language in the body of this Agreement and terms 1 through 4 of Exhibit D, Special Terms and Conditions, and of this Agreement’s Exhibit C – CEC Grant Agreement (ARV-16-017), the terms of Exhibit D 1 through 4 control, subject to limitations described in section 18.16 of this Agreement.

Should a conflict arise between language in the body of this Agreement and any other exhibit or attachment to this Agreement, the language of this Agreement controls, followed by, Exhibit A and B in that order.”

3. Section 15.1 COMPLIANCE WITH TERMS OF STATE OR FEDERAL GRANTS is amended to read as follows:
“15.1. CEC Grant Agreement ARV-16-017. 3CE, as a project partner, acknowledges and agrees to comply with terms 1 through 4 of Exhibit D, Special Terms and Conditions, to this Agreement’s EXHIBIT C – CEC Grant Agreement (ARV-16-017), as applicable, understanding that 3CE is not a party to the ARV-16-017 Grant Agreements, 3CE is not a state agency, and 3CE is not a subcontractor to CSE.”

4. Section 17. NOTICES is hereby removed and replaced in its entirety to read as follows:
“17.1 All notices and other communications required or permitted under this Agreement shall be in writing and delivered personally, mailed via a nationally recognized overnight courier or sent via email correspondence, to the applicable Party at the addresses set forth below, unless, by notice, a Party changes or supplements the addressee and addresses for giving notice. All notices shall be deemed given on the date personally delivered, when placed in the mail as specified or upon confirmation of email receipt.

If to CONTRACTOR:

Center for Sustainable Energy
Attn: Notice Officer
3980 Sherman Street, Suite 170
San Diego, CA 92110
Email: [email protected]
If to 3CE:

Central Coast Community Energy
Attn: Chris Cook, Director of Energy Programs
70 Garden Court, Suite 300
Monterey, CA 93940
Email: [email protected]”

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

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

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3 3. This Amendment and the Agreement set forth the entire understanding between the parties as to the subject matter herein, and in the event there are any inconsistencies between the two documents, the terms of this Amendment will control.

4. Other than as specifically modified herein, all remaining provisions of the Agreement shall remain in full force and effect and are hereby ratified, approved, and confirmed.

5. This Amendment shall be subject to all of the terms and conditions of the Agreement as amended, as if it were a part thereof, including, without limitation, any provision with respect to the choice of law, venue, and/or jurisdiction. [Signature page to follow.]
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4 IN WITNESS WHEREOF, the Parties have executed this Amendment as of the last signature date below.

CENTER FOR SUSTAINABLE ENERGY
BY: __________________________
Lawrence E. Goldenhersh, President
Date: ___________________________

CENTRAL COAST COMMUNITY ENERGY
BY: ____________________________
Robert M. Shaw, Chief Executive Officer
Date: ____________________________

APPROVED AS TO FORM
BY: ________________________________
Marina Pantchenko, Deputy General Counsel
Date:_______________________________

APPROVED AS TO FINANCIAL TERMS
BY:________________________________
Dewayne Woods, Chief Financial Officer
Date:_________________________________
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Exhibit C: CEC Grant Agreement (ARV-16-017)

STATE OF CALIFORNIA

GRANT AGREEMENT
CEC-146 (Revised 1/2014)

RECIPIENT
Center for Sustainable Energy

ADDRESS
9325 Sky Park Court, Suite 100
San Diego, CA 92123

PROJECT DESCRIPTION

CALIFORNIA ENERGY COMMISSION

AGREEMENT NUMBER
ARV-16-017

AGREEMENT TERM
4/12/2017 to 3/31/2022
The effective date of this Agreement is either the start date or the approval date by the California Energy Commission, whichever is later. The Califomia Energy Commission shall be the last party to sign. No work is authorized, nor shall any work begin, until on or after the effective date.

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

Exhibit A - Scope of Work
Exhibit A - Attachments
Exhibit B - Budget
Exhibit B - Attachments
Exhibit C - ARFVTP Terms and Conditions
Exhibit C - Attachments
Exhibit D -Special Terms and Conditions
Exhibit E - Contacts
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REIMBURSABLE AMOUNT
$ 15,254,225

MATCH SHARE
$ 0
TOTAL
$ 15,254,225
The undersigned parties have read the attachments to this agreement and will comply with the standards and requirements contained therein.

Rachel L. Grant Kiley TITLE TITLE
Contracts, Grants and Loans Office Manager Executive Director

CAUFORNIA ENERGY COMMISSION ADDRESS
1516 9th Street, MS 1, Sacramento, CA 95814

I
Exhibit A

SCOPE OF WORK

TECHNICAL TASK LIST
Task CPR Task Name
# Meeting
1 Administration
2 Block Grant Internal Controls, Processes and Procedures 3 X Website Design, Development, and Implementation
4 X EV Charger I ncentive Project Development
5 X EV Charger Incentive Project Implementation
6 Data Collection/Incentive Recipient Feedback/Process Improvements 7 Solicit and Secure Funds from External Public and Private Sources

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

Terml Acronym Definition
ARFVTP Alternative and Renewable Fuel and Vehicle Technology Program CAM Commission Agreement Manager
ARFVTP Alternative and Renewable Fuel and Vehicle Technology Program AB Assembly Bill
CAM Commission Agreement Manager
CAO Commission Agreement Officer
CPR Critical Project Review
Disadvantaged Communities as identified in the California Communities Disadvantaged Environmental Health Screening Tool: CalEnviroScreen Version 2.0 (CalEnviroScreen 2.0) as developed by the Office of Environmental Communities Health Hazard Assessment in the California Environmental Protection Agency. http://oehha.ca.Qov/ei/ces2.html
Energy Commission California Energy Commission
EV Electric Vehicle
FTD Fuels and Transportation Division
I ncentive Project Electric Vehicle Charger Incentive Project Recipient Center for Sustainable Energy
Background
Assembly Bill (AB) 118 (Nunez, Chapter 750, Statutes of 2007), created the Alternative and Renewable Fuel and Vehicle Technology Program (ARFVTP). The statute authorizes the California Energy Commission (Energy Commission) to develop and deploy alternative and renewable fuels and advanced transportation technologies to help attain the state's climate change policies. AB 8 (Perea, Chapter 401, Statues of 2013) re-authorized the ARFVTP through January 1, 2024, and specified that the California Energy Commission (Energy Commission) allocate up to $20 million per year (or up to 20 percent of each fiscal year's funds) in funding for hydrogen station development until at least 100 stations are operational.

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The ARFVTP has an annual budget of approximately $100 million and provides financial support for projects that:
• Reduce California's use and dependence on petroleum transportation fuels and increase the use of alternative and renewable fuels and advanced vehicle technologies.
• Produce sustainable alternative and renewable low-carbon fuels in California.
• Expand alternative fueling infrastructure and fueling stations. • Improve the efficiency, performance and market viability of alternative light-, medium-, and heavy-duty vehicle technologies.
• Retrofit medium- and heavy-duty on-road and non-road vehicle fleets to alternative technologies or fuel use.
• Expand the alternative fueling infrastructure available to existing fleets, public transit, and transportation corridors.
• Establish workforce training programs and conduct public outreach on the benefits of alternative transportation fuels and vehicle technologies.

The Energy Commission issued solicitation Grant Funding Opportunity (GFO)-16-603 to seek a block grant recipient to design and implement up to $200 million in grant funds through various Electric Vehicle (EV) charger incentive projects throughout California.

To be eligible for funding under GFO-16-603, the projects must also be consistent with the Energy Commission's ARFVTP Investment Plan updated annually. In response to GFO-16-603, The Center for Sustainable Energy (Recipient) submitted application number 3 which was proposed for funding in the Energy Commission's Notice of Proposed Awards on February 17, 2017. Recipient's application number 3 and GFO-15- 603 are hereby incorporated by reference into this Agreement in their entirety.

In the event of any conflict or inconsistency between the terms of the Solicitation and the terms of the Recipient's Application, the Solicitation shall control. In the event of any conflict or inconsistency between the Recipient's Application and the terms of the Energy Commission's Award, the Commission's Award shall control. Similarly, in the event of any conflict or inconsistency between the terms of this Agreement and the Recipient's Application, the terms of this Agreement shall control.

Problem Statement:

Between March 2010 and June 2016 more than 216,000 plug-in electric vehicles were sold in California. The availability of new vehicle models; greater driving range and improved battery technology; increased availability of electric charging infrastructure; and incentives such as carpool lane access stickers, federal tax credits, and state and air district rebates have all contributed to an expanding market. Governor Brown's Executive Order 8-16-2012 established milestones for three periods:
• 8y 2015, California's major metropolitan areas will be able to accommodate zero-emission vehicles through infrastructure plans.

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• By 2020, California's zero-emission vehicle infrastructure will be able to support up to 1 million vehicles.
• By 2025, 1.5 million zero-emission vehicles will be on California's roadways with easy access to infrastructure.

These milestones require mechanisms to install electric vehicle charging infrastructure quickly and effectively.

Goal of the Ag reement:

The goal of this Agreement is to provide a block grant to a not-for-profit technology entity to design and implement up to $200 million in Electric Vehicle Charger Incentive Projects (Incentive Project) throughout California.

Objective of the Agreement:

The operational objectives are to:
• Identify Incentive Projects based on geographical regions and locational requirements that at a minimum shall include:
o Type(s) of EV charging equipment that are eligible (e.g., Level 2 direct current fast chargers, etc.);
o Minimum technical requirements of EV charging equipment (e.g., equipment specifications, warranty requirements, operational requirements, etc.).;
o Type of incentive structure (e.g., voucher system using reservations, rebate system disbursing incentives after chargers are installed or other appropriate incentive);
o Quantity of EV chargers targeted;
o Incentive amount per charger; and
o Total funding required to complete the proposed project(s). • Develop simple and user-friendly application documents for each individual Incentive Project.
• Develop an outreach and advertisement plan for each individual Incentive Project.
• Conduct outreach in accordance with the Commission Agreement Manager (CAM) approved outreach and advertisement plan to maximize participation by targeted markets and areas.
• Develop user-friendly, public-access webpages which will include (at a April 2017
. minimum):
o Online application forms;
o The ability to submit online incentive applications;
o Applicable documents and forms;
o The ability to track the total funds, both available and expended, in real time; and
o The ability to provide information on disbursements, such as heat map representations of where the funds are being disbursed.

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• Collect (through surveys or other means) and submit to the Energy Commission upon request data on individual incentive recipients including, at a minimum:
o Incentive recipient information;
o Incentive recipient experiences; and
o Motivations for incentive recipients to participate in the Incentive Project.
• Develop a plan to implement internal control processes and procedures to minimize errors, fraud, waste and abuse.
• Develop processes and procedure to ensure incentive payments are processed and paid within fifteen working days of receipt of complete and valid request for incentive funds.
• Develop processes and procedures to allow interested third parties (other than the Energy Commission) to provide funding for Incentive Projects.

Established processes and procedures must allow these third parties to contribute to the project efficiently and within 30 calendar days of their request.
• Establish, maintain, and submit Incentive Project records to the Energy Commission, including but not limited to:
o Financial records;
o Incentive payment documentation (e.g., completed incentive request forms, photographs of installed chargers, and other appropriate documentation to confirm compliance with project requirements); and
o Problems/issues experienced, and how identified problems/issues were resolved.
• Establish separate accounts and implement procedures to separately accept, track, disburse and report on funding from sources other than the Energy Commission.

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

The Recipient shall:
• Attend a "Kick-Off" meeting with the CAM, the Commission Agreement Officer (CAO), and a representative of the Energy Commission Accounting Office. The Recipient shall bring their Project Manager, Agreement Administrator, Accounting Officer, and any others determined necessary by the Recipient or specifically requested by the CAM to this meeting.

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• Discuss the following administrative and technical aspects of this Agreement:
o AgreementTerms and Conditions
o Critical Project Review (Task 1.2)
o Match fund documentation (Task 1.6)
o Permit documentation (Task 1.7)
o Subcontracts needed to carry out project (Task 1.8)
o The CAM's expectations for accomplishing tasks described in the Scope of Work
o An updated Schedule of Products and Due Dates
o Monthly Progress Reports (Task 1.4)
o Technical Products (Product Guidelines located in Section 5 of the Terms and Conditions)
o Final Report (Task 1.5)
Recipient Products:
• Updated Schedule of Products
• Updated List of Match Funds
• Updated List of Permits
CAM Product:
• Kick-Off Meeting Agenda
Task 1.2 - Critical Project Review (CPR) Meetings
CPRs provide the opportunity for frank discussions between the Energy Commission and the Recipient. The goal of this task is to determine if the project should continue to receive Energy Commission funding to complete this Agreement and to identify any needed modifications to the tasks, products, schedule or budget.

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

Meeting participants include the CAM and the Recipient and may include the Commission Agreement Officer, the Fuels and Transportation Division (FTD) program lead, other Energy Commission staff and M.anagement as well as other individuals selected by the CAM to provide support to the Energy Commission.

The CAM shall:
• Determine the location, date, and time of each CPR meeting with the Recipient. These meetings generally take place at the Energy Commission, but they may take place at another location. • Send the Recipient the agenda and a list of expected participants in advance of each CPR. If applicable, the agenda shall include a discussion on both match funding and permits.

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• Conduct and make a record of each CPR meeting. Prepare a schedule for providing the written determination described below. • Determine whether to continue the project, and if continuing, whether or not modifications are needed to the tasks, schedule, products, and/or budget for the remainder of the Agreement. Modifications to the Agreement may require a formal amendment (please see section 8 of the Terms and Conditions). If the CAM concludes that satisfactory progress is not being made, this conclusion will be referred to the Lead Commissioner for Transportation for his or her concurrence.
• Provide the Recipient with a written determination in accordance with the schedule. The written response may include a requirement for the Recipient to revise one or more product(s) that were included in the CPR.

The Recipient shall:
• Prepare and submit to the CAM a CPR Report for each CPR that discusses the progress of the Agreement toward achieving its goals and objectives. This report shall include recommendations and conclusions regarding continued work of the projects. This report shall be submitted along with any other products identified in this scope of work. The Recipient shall submit these documents to the CAM and any other designated reviewers at least 15 working days in advance of each CPR meeting.
• Present the required information at each CPR meeting and participate in a discussion about the Agreement.

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

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

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

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

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

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

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

The Recipient shall:
• Prepare and submit to the CAM a Monthly Progress Report which summarizes all Agreement activities conducted by the Recipient for the reporting period, including an assessment of the ability to complete the Agreement within the current budget and any anticipated cost overruns.

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Each progress report is due to the CAM within 10 days of the end of the reporting period. The recommended specifications for each progress report are contained in Section 6 of the Terms and Conditions of this Agreement.
• In the first Monthly Progress Report and first invoice, document and verify match expenditures and provide a synopsis of project progress, if match funds have been expended or if work funded with match share has occurred after the notice of proposed award but before execution of the grant agreement. If no match funds have been expended or if no work funded with match share has occurred before execution, then state this in the report. All pre-execution match expenditures must conform to the requirements in the Terms and Conditions of this Agreement. • Provide reconciliation reports as part of the Monthly Progress Reports for any Commission funds advanced to Recipient. Under Health and Safety Code section 44272(g), the Commission has the authority to advance funds to block grant administrators. If Recipient receives advanced funds from the Commission, Recipient shall provide for any advanced funds it spends reconciliation reports that contain the same level of detail and information, including backup material, as required under this Agreement when invoicing for costs in arrears. Reconciliation reports shall also include information on interest eared (see Task 5 for the requirement to place advan.ced funds in an interest bearing account).

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

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

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

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

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

The costs to obtain and document match fund commitments are not reimbursable through this Agreement. Although the Energy Commission budget for this task will be zero dollars, the Recipient may utilize match funds for this task. Match funds shall be spent concurrently or in advance of Energy Commission funds for each task during the term of this Agreement. Match funds must be identified in writing and the associated commitments obtained before the Recipient can incur any costs for which the Recipient will request reimbursement.

The Recipient shall:
• Prepare and submit to the CAM a letter documenting the match funding committed to this Agreement and submit it to the CAM at least 2 working days prior to the kick-off meeting. If no match funds were part of the proposal that led to the Energy Commission awarding this Agreement and none have been identified at the time this Agreement starts, then state such in the letter. If match funds were a part of the proposal that led to the Energy Commission awarding this Agreement, then provide in the letter a list of the match funds that identifies the:

April 2017
o Amount of each cash match fund, its source, including a contact name, address and telephone number and the task(s) to which the match funds will be applied.
o Amount of each in-kind contribution, a description, documented market or book value, and its source, including a contact name, address and telephone number and the task(s) to which the match funds will be applied. If the in-kind contribution is equipment or

Center for Sustainable Energy

other tangible or real property, the Recipient shall identify its owner and provide a contact name, address and telephone number, and the address where the property is located.
• Provide a copy of the letter of commitment from an authorized representative of each source of cash match funding or in-kind contributions that these funds or contributions have been secured. For match funds provided by a grant a copy of the executed grant shall be submitted in place of a letter of commitment.
• Discuss match funds and the implications to the Agreement if they are reduced or not obtained as committed, at the kick-off meeting. If applicable, match funds will be included as a line item in the progress reports and will be a topic at CPR meetings.
• Provide the appropriate information to the CAM if during the course of the Agreementadditional match funds are received.
• Notify the CAM within 1 o days if during the course of the Agreement existing match funds are reduced. Reduction in match funds must be approved through a formal amendment to the Agreement and may trigger an additional CPR meeting.

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

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

The Recipient shall:
• Prepare and submit to the CAM a letter documenting the permits required to conduct this Agreement and.submit it to the CAM at least 2 working days prior to the kick-off meeting. If there are no permits required at the start of this Agreement, then state such in the letter. If it is known at the April 2017 Page 10 of 17 ARV-16-017
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beginning of the Agreement that permits will be required during the course of the Agreement, provide in the letter:
o A list of the permits that identifies the:
• Type of permit
• Name, address and telephone number of the permitting
jurisdictions or lead agencies
o The schedule the Recipient will follow in applying for and obtaining these permits.
• Discuss the list of permits and the schedule for obt~ining them at the kick-off meeting and develop a timetable for submitting the updated list, schedule and the copies of the permits. The implications to the Agreement if the permits are not obtained in a timely fashion or are denied will also be discussed. If applicable, permits will be included as a line item in the Progress Reports and will be a topic at CPR meetings. • If during the course of the Agreement additional permits become necessary, provide the appropriate information on each permit and an updated schedule to the CAM.
• As permits are obtained, send a copy of each approved permit to the CAM.
• If during the course of the Agreement permits are not obtained on time or are denied, notify the CAM within 5 working days. Either of these events may trigger an additional CPR.

Products:
• Letter documenting the permits or stating that no permits are required • A copy of each approved permit (if applicable)
• Updated list of permits as they change during the term of the Agreement (if applicable)
• Updated schedule for acquiring permits as changes occur during the term of the Agreement (if applicable)
• A copy of each final approved permit (if applicable)
Task 1.8 - Obtain and Execute Subcontracts
The goal of this task is to ensure quality products and to procure subcontractors required to carry out the tasks under this Agreement consistent with the Agreement Terms and Conditions and the Recipient's own procurement policies and procedures. It will also provide the Energy Commission an opportunity to review the subcontracts to ensure that the tasks are consistent with this Agreement, and that the budgeted expenditures are reasonable and consistent with applicable cost principles.

The Recipient shall:

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

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

TECHNICAL TASKS
Task 2 - Block Grant Internal Controls, Processes and Procedures The goal of this task is to establish the written internal controls, processes and procedures to: receive, handle, and account for block grant funding; receive and evaluate incentive requests; effect payment for valid incentive payment requests; and provide monthly fiscal accounting and reporting to the CAM. Internal controls, processes and procedures must include the ability to account, track, and utilize funding from multiple funding sources.

The Recipient shall:
• Develop and submit written internal controls, processes, and procedures for revi~w and approval by the CAM.
• As necessary, update and submit written internal controls, processes and procedures for review and approval by the CAM.

Products:
• Written internal controls, processes and procedures
• As necessary, updated written internal controls, processes and procedures
Task 3 - Program Website Design, Development and Implementation The goal of this task is to design, develop and implement a robust, user-friendly program website.

The Recipient shall:
• Design a robust, user-friendly program website that will include, but not be limited to:

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o Report on the status of incentive projects, including the amount of funding available and remaining amounts for each active Incentive Project;
. 0 Advertise the availability of incentives including the minimum eligibility and technical requirements;
o Provide instru·ctions and forms to parties interested in participating in the Incentive Projects;
o Provide the ability for interested parties to submit required. documents to participate in Incentive Projects, including application forms, payment requests, and appropriate documentation; o Provide capability for incentive participants to access, in real time, the status of incentive applications and payments; and
o Provide information on disbursements, such as heat map representations of where the funds are being disbursed. • Submit website design and content for review and approval by the CAM. • Implement the website design once approved by the CAM. • Manage website' and keep information current including adding new I ncentive Projects as they are developed and implemented.

Products:
• Website design and content
[CPR will be held at the completion of Task 3J
Task 4 - EV Charger Incentive Project Development
The goal of this task is to work with the CAM to design targeted Incentive Projects throughout California. As available funding permits, multiple Incentive Project designs will be developed including input provided by stakeholders via a predetermined process approved by the Energy Commission.

The Recipient shall:
• Research and analyze EV charger incentive project opportunities, which may include, but a~e not limited to:
o Market opportunities to incentivize the deployment of EV chargers; o Expected or potential demand for EV chargers;
o Currently available EV charger incentives relevant to proposed project;
o Policy objectives (e.g., dis·advantaged communities); o Budget constraints;
o Funding source requirements; and,
o Other relevant project design variables.
• In consultation with the CAM, create Targeted Incentive Project Designs for each individual Incentive Project that may include, but is not limited to:

April 2017
o Geographic region targeted by the incentives;

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o Location requirements (e.g., destination, workplace, multi-unit dwellings, corridors, disadvantaged communities);
o Minimum technical requirements for eligible EV charging equipment;
o Amount of incentive by type of EV charger;
o Funding source(s) utilized for each type of incentive; o Total amount of incentive funding allocated to the project; o Incentive structure (e.g., voucher system using reservations, rebate system disbursing incentives after chargers are installed, or other appropriate incentive);
o Incentive Project goals;
o Incentive Project administrative budget;
o Anticipated Incentive Project schedule;
o Specific tasks for the Incentive Project;
o Methods to collect usage and other charger data;
o Documentation requirements; and
o Justifications for recommendation.
• Submit Targeted Incentive Project Designs for review and approval by the CAM for each individual Incentive Project.
• Work with the CAM to amend this Agreement to incorporate each CAM-approved Incentive Project into this Agreement.

Products:
• Targeted Incentive Project Designs for each individual Incentive Project created
[Separate CPRs will be held as each targeted incentive project design is submitted under Task 4J
Task 5 - EV Charger Incentive Project Implementation
The goal of this task is to implement and manage individual targeted Incentive Projects after this Agreement has been amended to incorporate them from Task 4.

The Recipient shall:
• Develop appropriate, user-friendly application documents (including instructions and forms) and submit to the CAM for review and approval. • Develop an outreach plan and materials to advertise funding availability and submit to the CAM for review and approval.
• Conduct outreach to interested and eligible project participants. • Upload incentive project information and documents to website developed under Task 3.
• Upon execution of an amendment incorporating an incentive project into this Agreement, invoice the Energy Commission for the amount of funds designated for the incentives. The Recipient shall keep the funds in an April 2017 Page 14 of 17 ARV-16-017
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interest bearing account. The interest earned shall only be used for this Agreement upon approval of the CAM or returned to the Commission upon request.
• Receive,evaluate, and process incentive requests. For each incentive applicant that is a business, the Recipient's evaluation will include confirming that the applicant is currently licensed to do business in California, and if required to register with the California Secretary of State is also currently listed as "active" in the Secretary of State's records, prior to issuing an incentive payment to the applicant.

At the time of application, the Recipient shall require applicants to indicate if they have filed for bankruptcy within the last five years, and if applicable to provide relevant details certifying under penalty of perjury that the information provided is accurate and complete. If any such information is found the Recipient shall inform the CAM of any applications. The Recipient shall not approve any incentive payment to any applicant that has filed for bankruptcy in the last five years without written CAM approval.

At the time of application, the Recipient shal.l require applicants to indicate if they have any threatened or pending legal actions by or against them, loan defaults, or unpaid judgments against them. If applicable the Recipient shall require the applicant to provide relevant details certifying under penalty of perjury that the information provided is accurate and complete. If any such information is found the Recipient shall inform the CAM of any applications. The Recipient shall not approve any incentive payment to. any applicant that has indicated threatened or pending legal action by or against them, loan defaults, or unpaid judgments against them without written CAM approval.
• Notify the CAM in writing immediately upon receiving any complaints, information of problems or issues with, or knowledge of any threatened or actual legal actions involving any Incentive Projects or incentive applicants, applications, payments, or recipients (e.g., alleged false information provided in an incentive application or threatened or actual lawsuits over the Recipient's Incentive Project). As needed, the Recipient shall provide Commission personnel or other personnel as directed by the Commission with all project documents, files and records requested in support of the Commission investigating and resolving any such issues. • Implement Incentive Projects in a fair and impartial manner. This includes providing information publically and in a manner that does not give one or more potential applicants an advantage over others.
• Not allow incentive applicants to submit information marked as confidential without prior written approval and instructions from the CAM. The April 2017 Page 15 of 17 ARV-16-017
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Products:

Commission is a public agency, and as such is subject to the Public Records Act. Recipient shall not agree to keep any incentive application information confidential unless authorized by the terms of this Agreement (e.g., Exhibit D., Section 2 "Information Practices Act") or with written authorization and instructions from the CAM.
• Application documents for each individual Incentive Project • Outreach plan for each individual Incentive Project
• Outreach materials for each individual Incentive Project • Invoice(s) for incentive funds for approved Incentive Projects • Notification, as applicable, of issues.
[CPRs may be scheduled as needed within Task 5J
Task 6 - Data Collection/Incentive Recipient Feedback/Process Improvements The goal of this task is to collect data, obtain feedback from incentive recipients and develop recommendations on how to improve incentive project implementation.

The Recipient shall:
• Collect, analyze and compile data on each individual Incentive Project, which may include, but not be limited to:
o Type of organizations receiving rebate/vouchers;
o Timelines to complete rebate/voucher projects; and
o Time frames associated with EV charger installations. • Obtain and analyze feedback incentive recipients via surveys or other means, which may include, but not be limited to:
o Issues and barriers facing incentive funding recipients; o Solutions/strategies to overcome issues/barriers; and o Incentive Project participation experience.
• Use the collected data from each individual Incentive Project to create and submit to ttie CAM a Data Collection Report for each individual Incentive Project.
• Recommend process and implementation improvements and submit recommendations for review and approval by the CAM.
• Implement CAM approved process improvement changes.

Products:
• Data Collection Report for each individual Incentive Project • Process Improvement Recommendation(s)
Task 7 - Solicit, Secure and Synchronize Funds from External Public and Private Sources
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The goal of this task is to develop and coordinate a multi-phase plan to solicit, secure and synchronize additional external funding. These funds will be used for eligible electric vehicle charger incentive projects throughout California.

The Recipient shall:
• Compile a database of current, proposed and prospective public and private funding sources for possible inclusion in the EV Block Grant Program.
• Conduct workshops with targeted entities to encourage (solicit) funding partnerships.
• Secure funding commitments and document funding source requirements through written agreement(s) with the entity providing the funding. • Propose use of external funding received through proposed Targeted Incentive Projects developed in accordance with Task 4. • Ensure individual funding sources are separate and separately tracked.

For each individual funding source, Recipient must be able to provide, at a minimum:
o Total amount of funds re.ceived.
o Use of received funds received (e.g., disbursed incentives, administrative overhead, outreach, etc.) .
o Accrued interest (if any).
o The specific chargers incentivized (including, but not limited to:
number, type and location).
• List upcoming and completed workshops/meetings (including participants and outcomes) in the monthly progress reports.

Products:
• List of upcoming and completed workshops (to be included in monthly progress reports).
• Written and fully executed agreement(s) with external funding sources.

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Exhibit"A-1
Schedule of Products and Due Dates
I

1.1 Attend Kick-off Meeting
Updated Schedule of Products
Updated List of Match Funds
Updated List of Permits
Kick-Off Meeting Agenda (CEC)

1.2 Critical Project Review Meetings
1 st CPR CPR Report
Meeting Written determination (CEC)

1.3 Final Meeting
Written documentation of meeting agreements
Schedule for completing closeout activities

1.4 Monthly Progress Reports
Monthly Progress Reports

1.5 Final Report
Final Outline of the Final Report
Draft Final Report (no less than 60 days before the end term of the agreement)
Final Report

1.6 Identify and Obtain Match Funds
A letter regarding match funds or stating that no match funds are provided
Copy(ies) of each match fund commitment letter(s) (if
applicable)
Letter(s) for new match funds (if applicable)
Letter that match funds were reduced (if applicable)

1.7 Identify and Obtain Required Permits
Letter documenting the permits or stating that no permits are required
A copy of each approved permit (if applicable)
Updated list of permits as they change during the term of the Agreement (ifapplicable)
Updated schedule for acquiring permits as changes occur during the term of the Agreement (if applicable)
1 of 2
April 2017
-. -1
~
5/3/2017
5/3/2017
5/3/2017
5/1/2017
1118/2017
11/15/2017
2/1612022
2/25/2022
The 10th calendar day of
each month during the
approved term of this
Agreement
9/112021
11119/2021
113112022
6/112017
N/A
Within 10 days of
identifying new match
funds
Within 10 days of
identifying reduced funds
6/1/2017
Within 10 days of
receiving each permit
Within 10 days of change
in list of permits
Within 10 days of change
in schedule for obtaining
permits
ARV-16-017

1.8 Obtain and Execute Subcontracts
Letter describing the subcontracts needed, or stating that no subcontracts are required
Draft subcontracts
Final subcontracts
2 Block Grant Internal Controls, Processes and Procedures Written internal controls, processes and procedures
As necessary, updated written internal controls, processes and procedures
3 Website Design, Development and Implementation
Website design and content
4 EV Charger Incentive Project Development
Targeted Incentive Project Design for each individual Incentive Project
5 EV Charger Incentive Project Implementation
Application documents for each individual Incentive Project Outreach plan for each individual Incentive Project
Outreach materials for each individual Incentive Project Invoice(s) for incentive funds for approved Incentive Project Notification, as applicable, of issues
6 Data Collection/Incentive Recipient Feedback/Process Improvements Data Collection Report for each individual Incentive Project Process Improvement Recommendation(s)
7 Solicit and Secure Funds from External Public and Private Sources List of upcoming and completed workshops (to be included in monthly progress reports
Written and fully executed agreement(s) with external funding sources
1 of 2
April 2017
6/1/2017
15 days prior to the
scheduled execution date
Within 10 days of
execution
9/15/2017
As needed
10/31/2017
Ongoing
Ongoing
Ongoing
Ongoing
Ongoing
Ongoing
3 months after completion
of each Incentive Project
3 months after completion
of each Incentive Project
Included in monthly
progress reports
As needed
ARV-16-017

Exhibit B
Category Budget
Center for Sustainable Energy
Name of Organization
o Contractor/Recipient D Subcontractor
o Small Business D Micro Business D Disabled Veteran Business Enterprise (DVBE) Energy
Cost Category Commission
Reimbursable
Share
Direct Labor $ 303,292
Fringe Benefits $ 124,015
Total Labor $ 427,307
Travel $ 1,875
Equipment $ -
Materials/M iscellaneous $ 14,210,878
Subcontractors $ 241,360
Total Other Direct Costs $ 14,454,113
I nd i rect Costs $ 372,805
Profit (not allowed for grant
recipients)
Total Indirect and Profit $ 372,805
Grand Totals $ 15,254,225
April 2017 Page 1 of 8
$
$
$
$
$
$
$
$
$
$
$
$
Match Share Total
- $ 303,292
- $ 124,015
- $ 427,307
- $ 1,875
- $ -
- $ 14,210,878
- $ 241,360
- $ 14,454,113
- $ 372,805
- $ -
- $ 372,805
- $ 15,254,225
ARV-16-017
Center for Sustainable Energy Page 90 of 705
Exhibit B
Direct Labor (Unloaded) --------~~---------------
Center for Sustainable Energy
Hourly Rates
Job Classification I Maximum #of Employee Name Title Labor Rate ($ Hours per hour)
Jen Rey Associate Director $ 64.00 163
Andy HoskinsonNickie Ausen Senior Manager II $ 53.00 2,349 Pam Covarrubias Senior Specialist/Analyst I $ 48.00 148 Isaac Hellman Specialist/Analyst II $ 43.00 189
Dan King Coordinator/Lead I $ 24.00 243
Tommy Gotfredson/Angela Manager II $ 43.00 116 Barich
TBD Operations Manager Associate Manager II $ 40.00 564 TBD Rebate Processing Assistant I $ 18.00 1,168 Specialist TBD Accountant Coordinator/Lead II $ 27.00 104
TBD Internal Auditor Senior Coordinator $ 30.00 68
Andres Spagarino Senior Specialist/Analyst I $ 53.00 51 Clair Johnson Specialist/Analyst II $ 43.00 519
John Anderson Junior Specialist/Analyst I $ 32.00 253
TBD Research Analyst Asst Associate II $ 22.00 142
Christina Machak Specialist/Analyst II $ 43.00 43
Kipp Searles Junior Specialist/Analyst I $ 32.00 223
Brett Williams Senior Principal Advisor $ 64.00 167
Laura Parsons Assistant Director $ 58.00 50
Colin Santulli/Shelly Murphy Director $ 71.00 175
Damian Ludwig Associate Manager 1\ $ 40.00 47
TBD Marketing Manager Associate Manager II $ 40.00 98
TBD Marketing Associate Assistant Manager I $ 32.00 198 TBD Graphic Designer S~ecialist/Analyst I $ 40.00 64
TBD Coordinator/Lead I $ 24.00 331
TBD Intern $ 16.00
TBD Assistant II $ 20.00
TBD Associate I $ 20.00
TBD Coordinator/Lead II $ 27.00
TBD Associate Manager I $ 36.00
TBD Manager I $ 40.00
TBD Manager III $ 48.00
TBD Senior Manager I $ 48.00
TBD Senior Specialist/Analyst II $ 53.00
TBD Principal Advisor $ 58.00
Hourly Direct Labor Totals
I Direct Labor Grand Totals
April 2017 Page 2 of 8
Energy Match Commission Share Total
Funds
$ 10,432 $ - $ 10,432
$ 124,499 $ - $ 124,499
$ 7,104 $ - $ 7,104
$ 8,127 $ - $ 8,127
$ 5,832 $ - $ 5,832
$ 4,988 $ - $ 4,988
$ 22,560 $ - $ 22560
$ 21,024 $ - $ 21,024
$ 2,808 $ - $ 2,808
$ 2,040 $ - $ 2~040
$ 2,703 $ - $ 2,703
$ 22,317 $ - $ 22,317
$ 8,096 $ - $ 8,096
$ 3,124 $ - $ 3,124
$ 1,849 $ - $ 1,849
$ 7,136 $ - $ 7,136
$ 10,688 $ - $ 10,688
$ 2,900 $ - $ 2,900
$ 12,425 $ - $ 12,425
$ 1,880 $ - $ 1,880
$ 3,920 $ - $ 3,920
$ 6,336 $ - $ 6,336
$ 2,560 $ - $ 2,560
$ 7,944 $ - $ 7,944
$ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - -$ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ 303,292 $ - $ 303,292
Energy
Commission Match
Funds Share Total
$ 303,292 $ - $ 303,292
ARV-16-017
Center for Sustainable Energy

Exhibit B
Fringe Benefits ----
Center for Sustainable Energy
Fringe Benefit Base Description Max.

Fringe Direct Labor (Employee or Job Benefit Costs ($) Classification/Title) Rate (0/0) All Classifications 40.89% $ 303,292
Fringe Benefit Totals $ 303,292
April 2017 Page 3 of 8
Energy Match Commission Share Total
$
$
Funds
124,015 $ - $ 124,015
124,015 $ - $ 124,015
ARV-16-017
Center for Sustainable Energy Page 92 of 705
Task Traveler's Name
No. and/or
Classification
1 Project Manager
1 Project Manager
1 Project Manager
April 2017
Exhibit B
Travel
Center for Sustainable Energy
Energy Departure and Match
Destination Trip Purpose Commission Share Total
San Diego, CA to Project team key staff
attend kick-off meeting $ Sacramento, CA at CEC offices San Diego, CA to Project team key staff
attend Critical Project $ Sacramento, CA Review at CEC offices San Diego, CA to Project team key staff
attend final meeting at $ Sacramento, CA CEC offices
Total: $

Funds
625 $ - $
625 $ - $
625 $ - $
1,875 $ - $
ARV-16-017
Center for Sustainable Energy
625
625
625
1,875

Task
No. Description
April 2017
Exhibit B
Equipment -~~~~---~-
Center for Sustainable Energy
# Purpose Units Unit Cost
$ -
Total:

Energy Match Commission Share Total
Funds
$
$
- $ - $
- $ - $
ARV-16-017
Center for Sustainable Energy
-
-

Task
No. Description
Electric Vehicle Charger
5 Incentive Funds (Currently
funded)
3 ESRI desktop licenses
3 ESRI server license
3 Synoptek ESRI web hosting
3 Stata licenses
3 Tableau desktop licenses
3 Tableau server license
3 Box Software license
3 Salesforce software license
3 BOX API calls
3 Rackspace
3 Sendgrid
3 Mailing supplies (envelopes,
etc)
3 SSL certificate
April 2017
Exhibit B
Materials & Miscellaneous
Center for Sustainable Energy
# Unit Purpose Units Cost
Funds for incentive recipients of
electric vehicle charger incentive varies varies
projects that are currently funded
Mapping software required to produce
heat map with custom geographical 2 $ 200
regions (e.g., DACs, jurisdictions, etc.)
Mapping software required to produce
heat map with custom geographical 1 $ 667
regions (e.g., DACs, jurisdictions, etc.)
Mapping software required to produce
heat map with custom geographical 1 $ 3,217
regions (e.g., DACs, jurisdictions, etc.)
Software to analyze rebate and survey 3 $ 550 statistics Dashboard software to display rebate 2 $ 400 and survey statistics Dashboard software to display rebate 3 $ 200 and survey statistics Secure file sharing ande storage 1 $ 1,470
CRM platform 7 $ 360
Content management platform 7 $ 369
Managed web hosting varies $ 9,120
Email marketing web platform 1 $ 300
Check fulfillment varies $ 209
Secure web data transfer varies $ 800
Total:

Energy Match Commission Share Total
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
Funds
14,186,430 $ . $ 14,186,430
400 $ - $ 400
667 $ - $ 667
3,217 $ - $ 3,217
1,650 $ - $ 1,650
800 $ - $ 800
600 $ - $ 600
1,470 $ - S 1,470
2,520 $ - $ 2,520
2,580 $ - $ 2,580
9,120 $ - $ 9,120
300 $ - $ 300
324 $ - $ 324
800 $ - $ 800
14,210,878 $ . $ 14,210,878
ARV-16-017
Center for Sustainable Energy Page 95 of 705
Task
No. Subcontractor Name
1,7 California Clean Energy
Fund
1,4,6 University of California
Davis
3,5 Soliant Consulting
3,5 Message Agency
April 2017
Exhibit B
Su bcontracts
Center for Sustainable Energy
CABusiness
Certifications Purpose DVBEI
SB/MB/None
Solicit and secure external
funding; participate in None individual project
development process
Incentive project design and None development
Develop incentive None processing system
Develop website to
integrate with incentive
processing system; provide None
other web-based program
resources
Total:

Energy Match Commission Share Total
$
$
$
$
$
Funds
50,000 $ - $ 50,000
50,000 $ - $ 50,000
50,360 $ - $ 50,360
91,000 $ - $ 91,000
241,360 $ - $ 241,360
ARV-16-017
Center for Sustainable Energy Page 96 of 705
Name of Maximum
Indirect Cost Rate
General &
Administrative 122.92%
Profit Rate

0.00%
April 2017
Exhibit B
Indirect Costs and Profit
Center for Sustainable Energy
Indirect Cost(s)
Indirect
Indirect Cost Base Description Cost Base
Amount
DL*G&A (Employee Training, Professional
Development, Recruiting, Postage, Supplies, Audit,
Legal and Payroll Services, Memberships,
Subscriptions, Utilities, Corporate Insurance, Policy $ 303,292 Wages & Salary, Office Rent & Storage, Telephone
& Communications, 'Network/IT/Internet,
Administrative Wages & Salary)
Total:

Profit
(Profit is not allowed for Grant Recipients)
Profit Base
Profit Base Description Amount
$ -
Total:

Energy Match Commission Share Total
Funds
$ 372,805 $ - $ 372,805
$ 372,805 $ - $ 372,805
Energy
Commission Match
Funds Share Total
$ - $ - $ - $ - $ - $ -
ARV-16-017
Center for Sustainable Energy

EXHIBIT C

ALTERNATIVE AND RENEWABLE FUEL AND VEHICLE TECHNOLOGY

PROGRAM (ARFVTP) TERMS AND CONDITIONS

TABLE OF CONTENTS
SECTION PAGE NO.

1. Grant Agreement ....•.....................................................•.................... · ............ 2

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

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

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

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

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

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

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

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

10. Bonding and Insurance ...•......................................................................... 9

11. Permits and Clearances ............................................................................. 9

12. Equipment .................................................................................................. 9

13. Termination .............................................................................................. 10

14. Stop Work ................................................................................................. 10

15. Travel and Per Diem ................................................................................ 10

16. Standard of Performance ........................................................................ 11

17. Payment of Funds .................................................................................... 12

18. Fiscal Accounting Requirements ........................................................... 14

19. Indemnification· ......................................................•................................. 16

20. Disputes ...........................................•........................................................ 16

21. Workers' Compe'nsation Insurance ........................................................ 17

22. General Provisions .................................................................................. 17

23. Certifications and Compliance ............................................................... 19 . 24. Site Vis its ................................................................................................... 21

25. Confidentiality ........................... ~ .............................................................. 21

26. Budget·C.ontingency Clause ................................................................... 22

27. Public Works-- Payment of Prevailing Wages .. ~ ................................... 22

28. Intellectual Property ................................................................................ 25

TERMS AND CONDITIONS

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

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

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

The term of this Agreement or the Agreement Period is the length of this Agreement between the Energy Commission and the Recipient. Project means Recipient's specific project that is funded in whole or. in part by this Agreement.

The Recipient's project may coincide with or extend outside the Agreement Period.

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

2. Documents Incorporated by Reference
The documents below are incorporated by reference into this Agreement.

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

Solicitation Documents (if applicable)
a. The funding solicitation under which this Agreement was awarded. b. The Recipient's proposal submitted in response to the solicitation Federal Cost Principles (applicable to state and local governments, Indian tribes, institutions of higher education, and nonprofit organizations) c. 2 Code of Federal Regulations (CFR) Part 200, Subpart E (Sections 200.400 et seq.)
Modified 06/09/17
ARFVTP Grant Terms and Conditions
Exhibit C

ARV-16-017
Center for Sustainable Energy Page 99 of 705
Federal Acquisition Regulations (applicable to commercial organizations) d. 48 CFR, Ch.1, Subchapter E, Part 31, Subpart 31.2: Contracts with Commercial Organizations (supplemented by 48 CFR, Ch. 9, Subchapter E, Part 931, Subpart 931.2 for Department of Energy grants) ,
Nondiscrimination
e. 2 Californ.ia Code of Regulations, Section 8101 et seq.: Contractor Nondiscrimination and Compliance
General Laws
f. Any federal, state, · or local laws or regulations applicable to the project that are not expressly listed in this Agreement

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

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

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

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

6. Reports
a. Progress Reports
The Recipient shall submit progress reports to the CAM as indicated in the Special Conditions or Work Statement. At a minimum, each progress report shall include the following:

Modified 06/09/17
ARFVTP Grant Terms and .Conditions
Exhibit C

ARV-16-017

Work Statement: This section should include a brief restatement of the approved . tasks in the Work ,Statement and a report on the status of each, including a discussion of any products due and whether or not the project is progressing according to schedule. This section also should include a discussion of any problems encountered, proposed changes to the tasks in the Work Statement, and anticipated accomplishments in the upcoming quarter.

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

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

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

Upon receipt of the final report, the CAM shall ensure that all work has been satisfactorily completed.
c. Rights in Reports
The Energy Commission reserves the right to use and reproduce all reports and data produced and delivered pursuant to this Agreement, and reserves the right to authorize others to use or reproduce such materials. Each report becomes the property of the Energy Commission.

Modified 06/09/17
ARFVTP Grant Terms and Conditions
Exhibit C

, ARV-16-017
Center for Sustainable Energy Page 101 of 705
d. Failure to Comply with Reporting Requirements
Failure to comply with the reporting requirements contained in this Agreement will be considered a material noncompliance with the terms of this Agreement. Noncompliance may result in withholding of future payments, suspension or termination of the current award, and withholding of future awards. A willful failure to perform, a history of failure to perform, or unsatisfactory performance of this and/or other financial assistance awards, may also result in a debarment action to preclude future awards.

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

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

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

8. Changes to the Agreement
a. Significant Changes
Si.gnificant changes to this Agreement must be approved by the Energy Commission through a formal amendment. Significant changes include, but are not limited to:
• Change of Recipient's legal name,
• Change of Recipient,
• Changes in order to disencumber funds,
• Changes to the Work Statement that reasonably modify the purpose of the Agreement,
• Changes to the Schedule of Products that extend the due dates beyond the term of the Agreement,
• Changes to the Budget that increase the amount of the Agreement,
• Changes to the Budget that increase rates or fees.

Modified 06/09/17
ARFVTP Grant Terms and Conditions
Exhibit C

ARV..:.16-017

The Recipient shall submit a request in writing to the CAM with a copy to the Energy Commission Grants and Loans Officer for any significant change. The CAM will notify the Recipient Project Manager of the appropriate Energy Commission action within ten (10) working days. b. Nonsignificant Changes
Changes that are not significant to the Agreement do not need to be approved at a Energy Commission business meeting through a formal amendment. These changes shall be documented in a Letter of Agreement, signed by both parties.
c. Schedule of Products and Due Dates
If the Schedule of Products and Due Dates needs to be revised after the execution of the Agreement, the revised dates cannot extend beyond the term end date of the Agreement without a formal amendment. Recipient shall work with the CAM to agree on the new product due dates. The CAM will issue the revised Schedule of Products and Due Dates to the Recipient and the Grants and Loans Office.
d. Budget Reallocations
(1) The Energy Commission, through its CAM and Grants and Loans Officer, and the Recipient can agree upon and make certain budget reallocations without a formal amendment to this Agreement as long as ALL of the following conditions are met:

Modified 06/09/17
(a) The total of all budget reallocations cannot exceed ten percent (10%) with a cap amount of $150,000 of the
Agreement Amount. · For purposes of this provision,
"Agreement Amount" means the total amount of Energy
Commission funds being paid to the Recipient under this Agreement. It does not include any match funds provided by the Recipient.

For example, if under an agreement the Energy
Commission agrees to pay a recipient $100,000 and the
recipient is supplying $500,000 in match funding, the ten percent (10%) limitation applies to the $100,000. Only up to $10,000 of Energy Commission funds could be
reallocated without a formal amendment. If under an
agreement the Energy Commission agrees to pay a
recipient $2,000,000, ten percent would be $200,000, but the cap is $150,000, so the most that could be reallocated without a formal amendment is $150,000.
(b) The budget reallocation cannot substantially change the scope of work. Examples of budget reallocations that do not substantially change the scope of work include, but are not limited to, the following:
• Increasing or decreasing the overall travel budget.

This does not mean an increase to the allowed per
diem rates under this Agreement.

ARFVTP Grant Terms and Conditions
Exhibit C

ARV-16-017
Center for Sustainable Energy Page 103 of 705
• Increasing or decreasing the equipment budget.
• Increasing or decreasing the number of personnel
assigned to complete tasks. This does not include
increasing the hourly rates of the personnel and
classifications listed in the budget. Increasing hourly rates requires a formal amendment. The addition of
personnel also requires a formal amendment unless
there is already an identified classification of rates in the budget that the new personnel will be filling.
(c) The budget reallocation only involves moving funds
between tasks. The total Agreement Amount must remain
unchanged. Increasing the total amount of the Agreement requires a formal amendment.
(d) The budget reallocation does not increase the percentage rate of Indirect Overhead, Fringe Benefits, General and Administrative Costs, or any other rates listed in the budget.

For example, if an agreement budget lists the Indirect
Overhead percentage rate as 25% of Direct Labor, the 25% cannot be changed without a formal amendment.
(2) To effectuate a budget reallocation under this section, the Recipient must make a request in writing to both the CAM and the Grants and Loans Officer. Both the CAM and the Grants and Loans Officer will then approve or disapprove the request in writing; the approval or disapproval is not effective or binding unless signed by both the CAM and the Grants and Loans Officer.

Oral communications cannot be used or relied upon. If the request is approved, the . CAM shall revise the Budget
Attachments to reflect the changes and send them to the Grants and Loans Officer and the Recipient.
(3) Any desired budget reallocations that do not meet the four criteria in this section must be made through a formal amendment. (4) Attempted budget reallocations that do not meet the requirements of this section are not legally binding upon the parties. e. Amendments
This Agreement may be amended to make changes, including without limitation, additional funds, additional time, additional or modified tasks, and additional or modified terms.

9. Contracting and Procurement Procedures
This section provides general requirements for an agreement between the Recipient and a third party ("subcontractor").

Modified 06/09/17
ARFVTP Grant Terms and Conditions
Exhibit C

ARV-16-017

All subcontracts must be submitted to the CAM for review prior to execution, pursuant to the administrative task. For subcontracts that are listed as "to be determined" in the budget, the Recipient must submit the subcontractor's budget information to the CAM, using the budget forms provided, and have an executed subcontract, before the subcontractor can incur any costs for which the Recipient will seek reimbursement.

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

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

Upon request, the Recipient must submit to the CAM a copy of all solicitations for services or products required to carry out the terms of this Agreement and copies of the proposals or bids received. If a specific subcontractor was identified in the original grant application and the grant was evaluated based in part on this subcontractor's qualifications, then prior written approval from the CAM is required before substituting a new subcontractor.

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

All subcontracts must incorporate all of the following:
• A clear and accurate description of the material, products, or services to be procured as well as a detailed budget and timeline.
• Provisions that allow for administrative, contractual, or legal remedies in instances where subcontractors violate or breach contract terms, and provide for such sanctions and penalties as may be appropriate. • Provisions for termination by the Recipient, including termination procedures and the basis for settlement.
• Language conforming to the "Nondiscrimination" provision in this Ag reemerit.
• The Standard of Performance provisions specified in this Agreement. • Retention of Records provisions specified in this Agreement. • Audits provisions specified in this Agreement.
• Language conforming to the "Indemnification" provision in this Agreement.
• Public Work -- Payment of Prevailing Wages Generally Required by Law provisions in this Agreement
Modified 06/09/17
ARFVTP Grant Terms and Conditions
Exhibit C

ARV-16-017
Center for Sustainable Energy Page 105 of 705
Recipients who are subcontracting with University of California (UC) may use the terms and conditions negotiated by the Energy Commission with UC for their subcontracts. Recipients who are subcontracting with the Department of Energy (DOE) · national laboratories may use the terms and conditions negotiated with DOE.

Failure to comply with the above requirements may result in the termination of this Agreement.

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

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

12. Equipment
Equipment is defined as having a useful life of at least one year, having an acquisition unit cost of at least $5,000, and purchased with Energy Commission funds. Equipment means any products, objects, machinery, apparatus, implements or tools purchased, used or constructed within the Project, including those products, objects, machinery, apparatus, implements or tools from which over thirty percent (30%» of the equipment is composed of materials purchased for the Project. For purposes of determining depreciated value of equipment used in the Agreement, the Project shall terminate at the end of the normal useful life of the equipment purchased, funded and/or developed with Energy Commission funds. The Energy Commission may determine the normal useful life of such equipment.

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

Modified 06/09/17
ARFVTP Grant Terms and Conditions
Exhibit C

ARV-16-017
Center for Sustainable Energy Page 106 of 705

13. Termination
This project may be terminated for any reason set forth below. a. With Cause
In the event of any breach by the Recipient of the conditions set forth in this Agreement, this Agreement may be terminated for cause upon five (5) days written notice to the Recipient, without prejudice to any of the Energy Commission's legal remedies.
b. Without Cause
This Agreement may, at the Energy Commission's option, be terminated without cause in whole or in part, upon giving thirty (30) days advance notice in writing to the Recipient by certified mail, return receipt requested. In such event, the Recipient agrees to use all reasonable efforts to mitigate the Recipient's expenses and obligations hereunder.

Also in such event, the Energy Commission shall pay the Recipient for all satisfactory work performed and expenses incurred within 30 days after such notice of termination which could not by reasonable efforts of the Recipient have been avoided, but not in excess of the maximum payable under this Agreement.

14. Stop VVork
The Energy Commission Grants Officer may, at any time, by written notice to ReCipient, require Recipient to stop all or any part of the work tasks in this Agreement. Stop work orders may be issued for reasons such as a project exceeding budget, standard of performance, out of scope work, delay in Project schedule, misrepresentations and the like.
a. Compliance. Upon receipt of such stop work order, Recipient shall immediately take all necessary steps to comply therewith and to minimize the incurrence of costs allocable to work stopped. b. Equitable Adjustment. An equitable adjustment shall be made by Energy Commission based upon a written request by Recipient. Such adjustment request must be made by Recipient within thirty (30) days from the date of the stop work order.
c. Canceling a Stop Work Order. Recipient shall resume the work only upon receipt of written instructions from the Energy Commission Grants Officer.

15. Travel and Per Diem
a. The Recipient shall be reimbursed for travel and per diem expenses using the same rates provided to non-represented State employees.

The Recipient must pay for travel in excess of these rates. The Recipient may obtain current rates from the Energy Commission's Web Site at: http://www.energy.ca.gov/contractsITRAVEL PER DIEM. PDF.

Modified 06/09/17
ARFVTP Grant Terms and Conditions
Exhibit C

ARV-16:'017
Center for Sustainable Energy Page 107 of 705
b. For purposes of payment, Recipient's headquarters shall be considered the location of the Recipient's office where the employees' assigned responsibilities for this award are permanently assigned. Travel expenditures not listed in this section cannot be reimbursed. c. Travel identified in the Budget section of this Agreement is approved and does not require further authorization.
d. Travel that is not included in the Budget section of this Agreement shall require written authorization from the CAM and Grants and · Loans Officer prior to travel departure. The Energy Commission will reimburse travel expenses from the Recipient's office location. e. The Recipient must retain documentation of travel expenses in its financial records. The documentation must be listed by trip and include dates and times of departure and return, departure and destination cities. Travel receipts, including for travel meals and incidentals, shall be submitted with invoices requesting reimbursement from the Energy Commission.

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

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

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

Recipient/subcontractor shall work any overtime required to meet the deadline for the task at no additional cost to the Energy Commission; • The Energy Commission shall provide a new schedule for the re-performance of any task pursuant to this paragraph in the event that re-performance of a task within the original time limitations is not feasible; and
Modified 06/09/17
ARFVTP Grant Terms and Conditions
Exhibit C

ARV-16-017

• The Energy Commission shall have the option to direct Recipient/subcontractor not to re-perform any task which was · not performed to the reasonable satisfaction of the CAM pursuant to application of (1) and (2) above. In the event the Energy Commission directs Recipient/subcontractor not to re-perform a task, the Energy Commission and Recipient shall negotiate a reasonable settlement for satisfactory work performed. No previous payment shall be considered a waiver of the Energy Commission's right to reimbursement.

Nothing contained in this section is intended to limit any of the rights or remedies which the Energy Commission may have under law.

17. Payment of Funds
The Energy Commission agrees to reimburse the Recipient for actual allowable expenditures incurred in accordance with the Budget. The rates in the Budget are rate caps, or the maximum amount allowed to be billed. The Recipient can only bill for actual expenses incurred at the Recipient's actual direct labor rate(s), fringe benefit rate(s), and indirect rate(s), not to exceed the rates specified in the Budget.
a. Payment Requests
The Recipient may request payment from the Energy Commission at any time during the term of this Agreement although it is preferred that payment requests be submitted with the progress reports. The final payment request must be received by the Energy Commission along with the draft Final Report 60 days prior to the end of the Agreement term.

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

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

Modified 06/09/17
ARFVTP Grant Terms and Conditions
Exhibit C

ARV-16-017
Center for Sustainable Energy Page 109 of 705
Any documentation in foreign currency must be converted to dollars, and the conversion rate must be included in your itemization. c. Certification
The following certification shall be included on each Payment Request form and signed by the Recipient's authorized officer:

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

Additional certification required related to the payment of prevailing wages. Refer to section 27 of these terms and conditions for more information.
d. Government Entity
Government Entity is defined as a governmental agency from California or any state ora state college or state university from California or any state; a local government entity or agency, including those created as a Joint Powers Authority; an auxiliary organization of the California State University or a California community college; the Federal Government; a foundation organized to support the Board of Governors of the California Community Colleges' or an auxiliary organization of the Student Aid Commission established under Education Code 69522.
e. Release of Funds
The CAM will not process any payment request during the Agreement term until the following conditions have been met:
• All required reports have been submitted and are satisfactory to the CAM.
• All applicable special conditions have been met.
• All, appropriate permits or permit waivers from governmental agencies have been issued to the Recipient and copies have been received by the CAM.
• All products due have been submitted and are satisfactory to the CAM.
• Other prepayment conditions as may be required by the CAM have been met. Such conditions will be specified in writing ahead of time, if possible.
f. Fringe Benefits, Indirect Overhead, and General and Administrative (G&A),
Indirect cost rates must be developed in accordance with generally accepted accounting principles. If the Recipient has an approved fringe benefits or indirect cost rate (indirect overhead or G&A) from ' their cognizant Federal Agency, the Recipient may bill at the federal rate up to the Budget rate caps if the following conditions are met:

Modified 06/09/17
ARFVTP Grant Terms and Conditions
Exhibit C

ARV-16-017

• The Recipient may bill at the federal provisional rate but must adjust annually to reflect their actual final rates for the year in accordance with the Labor, Fringe, and Indirect Invoicing Instructions which can be accessed in this agreement.
• The cost pools used to develop the federal rates must be allocable to the Energy Commission Agreement, and the rates must be representative of the portion of costs benefiting the Energy Commission Agreement. For example, if the federal rate is for manufacturing overhead at the Recipient's manufacturing facility and the Energy Commission Agreement is for research and development at their research facility, the federal indirect overhead rate would not be applicable to the Energy Commission Agreement.
• The federal rate must be adjusted to exclude any costs that are specifically prohibited in the Energy Commission Agreement. • The Recipient may only bill up to the Agreement Budget rate caps unless and until an amendment to the Agreement Budget is approved.
g. Retention
It is the Energy Commission's policy to retain 10 percent of any payment request or 10 percent of the total Energy Commission award at the end of the project. After the project is complete the Recipient must submit a completed payment request form requesting release of the retention.

The CAM will review the project file and, when satisfied that the terms of the funding Agreement have been fulfilled, will authorize release of the retention.
h. State Controller's Office
Payments are made by the State Controller's Office.

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

Records for nonexpendable personal property acquired with grant funds shall be retained for three years after its final disposition or three years after the federal grant term, whichever is later.

Modified 06/09/17
ARFVTP Grant Terms and Conditions
Exhibit C

ARV-16-017
Center for Sustainable Energy Page 111 of 705
c. Audits
Upon written request from the Energy Commission, the Recipient shall provide detailed documentation of all expenses at any time throughout the project. In addition,. the Recipient agrees to allow the Energy Commission or any other agency of the State, or their designated representative, upon written request, to have reasonable access to and the right of inspection of all records that pertain to the project during the term of this Agreement and for a period of three (3) years thereafter or three years after the federal grant term, whichever is later, .unless the Energy Commission notifies the Recipient, prior to the expiration of such three-year period, that a longer period of record retention is necessary.

Further, the Recipient agrees to incorporate an audit of this project within any scheduled audits, when specifically requested by the State.

Recipient agrees to include a similar right to audit in any subcontract.

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

If the grant Budget includes cost or match share under this Agreement, the Recipient agrees to be liable for the percentage of cost or match share identified in this Agreement of the total allowable project costs incurred even if the project is terminated early or is not funded to its completion.

Total allowable project cost is the sum of the Agreement share and Recipient share of the project costs. Cost share percentage is calculated by. dividing Recipient cost share amount by the total allowable project cost. Match share percentage is calculated by dividing Recipient match share by the Agreement share of the project costs.

Failure to provide the minimum required cost or match share may result in the subsequent recovery of some or all of the funds provided under this Agreement.

The Recipient must maintain accounting records detailing the expenditure of the match (actual cash and in-kind services) and provide complete documentation of expenditures as described under "Payment of Funds."
Modified 06/09/17
ARFVTP Grant Terms and Conditions
Exhibit C

ARV-16-017
Center for Sustainable Energy Page 112 of 705

19. Indemnification
The Recipient agrees to indemnify, defend, and save harmless the State, its officers, agents, and employees from any and all claims and losses accruing or resulting to Recipient and to any and all contractors, subcontractors, materialmen, laborers, and any other person, firm, or corporation furnishing or supplying work, services, materials, or supplies in connection with the performance of this Agreement, and from any and all claims and losses accruing or resulting to any person, firm, or corporation who may be injured or damaged by the Recipient in the performance of this Agreement.

20. Disputes
In the event of a dispute or grievance between Recipient and the Energy Commission regarding this Agreement, the following two-step procedure shall be followed by both parties. Recipient shall continue with responsibilities under this Agreement during any dispute.
a. Energy Commission Dispute Resolution Level 1
The ·Recipient shall first discuss the problem informally with the CAM. If the problem cannot be resolved at this stage, the Recipient must direct the grievance . together with any evidence, in writing, to the Energy Commission Grants and Loans Officer. The grievance must state the issues in the dispute, the legal authority or other basis for the ReCipient's position and the remedy sought. The Energy Commission Grants and Loans Officer and the Program Office Manager must make a determination on the problem within ten (10) working days after receipt of the written communication from the Recipient. The Grants and Loans Officer shall respond in writing to the Recipient, indicating a decision supported by reasons. Should the Recipient disagree with the Grants and Loans Officer decision, the Recipient may appeal to· the second level.

Modified 06/09/17
ARFVTP Grant Terms and Conditions
Exhibit C

ARV-16-017
Center for Sustainable Energy Page 113 of 705
b. Energy Commission Dispute Resolution Level 2
The Recipient must prepare a letter indicating why the Grants and Loans Officer's decision is unacceptable, attaching to it the Recipient's original statement of the dispute with supporting documents, along with a copy of the Grants and Loans Officer's response. This letter shall be sent to the Executive Director at the Energy Commission within ten (10) working days from receipt of the Grants and Loans Officer's decision. The Executive Director or designee shall meet with the Recipient to review the issues raised. A written decision sig ned by the Executive Director or designee shall be returned to the Recipient within twenty (20) working days of receipt of the Recipient's letter. The Executive Director may exercise the option of presenting the decision to the Energy Commission at a business meeting. Should the Recipient disagree with the Executive Director's decision, the Recipient may appeal to the Energy Commission at a regularly scheduled business meeting. Recipient will be provided with the current procedures for placing the appeal on a Energy Commission Business Meeting Agenda.

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

22. General Provisions
a. Governing Law
It is hereby understood and agreed that this Agreement shall be governed by the laws of the State of California as to interpretation and performance.
b. Independent Capacity
The Recipient, and the agents and employees of the Recipient, in the performance of this Agreement, shall act in an independent capacity and not as officers or employees or agents of the Energy Commission. c. Assignment
Without the written consent of the Energy Commission in the form of a formal written amendment, this Agreement is not assignable or transferable by Recipient either in whole or in part.
d. Timeliness
Time is of the essence in this Agreement.

Modified 06/09/17
ARFVTP Grant Terms and Conditions
Exhibit C

ARV-16-017

e. Unenforceable Provision
In the event that any provision of this Agreement is unenforceable or held to be unenforceable, then the parties agree that all other provisions of this Agreement have force and effect and shall not be affected thereby.
f. Waiver
No waiver of any breach of this Agreement shall be held to be a waiver of any other or subsequent breach. All remedies afforded in this Agreement shall be taken and construed as cumulative, that is, in addition to every other remedy provided therein or by law. g. Assurances
The Energy Commission reserves the right to seek further written assurances from the Recipient and its team that the work of the project under this Agreement will be performed consistent with the terms of the Agreement.
h. Change in Business
(1) Recipient shall promptly notify the Energy Commission of the occurrence of each of the following:
(a) A change of address.
(b) A change in the business name or ownership.
( c) The existence of any litigation or other legal proceeding affecting the project.
(d) The occurrence of any casualty or other loss to project personnel, equipment or third parties of a type commonly covered by insurance.
(e) Receipt of notice of any claim or potential claim against Recipient for patent, copyright, trademark, service mark and/or trade secret infringement that could affect the
Energy Commission's rights.
(2) Recipient shall not change or reorganize the type of business entity under which it does business except upon prior written notification to the Energy Commission. A change of business entity or name change requires an amendment assigning or novating the Agreement to the changed entity. In the event the Energy Commission is not satisfied that the new entity can perform as the original Recipient, the Energy· Commission may terminate this Agreement as provided in the termination paragraph.
i. Survival of Terms
It is understood and agreed that certain provisions shall survive the completion or termination date of this Agreement for any reason. The provisions include, but are not limited to:
• "Payments of Funds"
• "Equipment"
• "Change in Business"
Modified 06/09/17
ARFVTP Grant Terms and Conditions
Exhibit C

ARV-16-017
Center for Sustainable Energy Page 115 of 705
• "Disputes"
• "Termination"
• "Audit"
• "Indemnification"
• "Fiscal Accounting Requirements"

23. Certifications and Compliance
a. Federal, State and Municipal Requirements
Recipient must obtain any required permits and shall comply with all applicable federal, State, and municipal laws, rules, codes, and regulations for work performed under this Agreement.
b. Nondiscrimination Statement of Compliance
During the performance of this Agreement, Recipient and its subcontractors shall not unlawfully discriminate, harass or allow harassment, against any employee or applicant for employment because of sex, sexual orientation, race, color, ancestry, religious creed, national origin, disability (including HIV and AIDS), medical condition (cancer), age, marital status, and denial of family care leave.

Recipient and its subcontractors shall insure that the evaluation and treatment of their employees and applicants for employment are free of such discrimination and harassment. Recipient and its subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Government Code Sections 12990 et seq.) and the applicable regulations promulgated thereunder (California Code of Regulations, Title 2, Section 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code Section 12990 (a-f), set forth in Chapter 5 of Division 4 of Title 2 of the California Code of Regulations are incorporated into this Agreement by reference and made a part of it as if set forth in full.

ReCipient and · its subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other Agreement.

The Recipient shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under this Agreement.

Modified 06/09/17
ARFVTP Grant Terms and Conditions
Exhibit C

ARV-16-017
Center for Sustainable Energy Page 116 of 705
c. Drug-Free Workplace Certification
By signing this Agreement, the Recipient hereby certifies under penalty of perjury under the laws of the State of California that the Recipient will comply with the requirements of the Drug-Free Workplace Act of 1990 (Government Code Section 8350 et seq.) and will provide a drug-free workplace by taking the following actions:
(1) Publish a statement notifying employees that unlawful manufacture, distribution, dispensation, possession, or use of a controlled substance is prohibited and specifying actions to be taken against employees for violations as required by
Government Code Section 8355( a)( 1 ).
(2) Establish a Drug-Free Awareness Program as required by Government Code Section 8355(a)(2) to inform employees about all of the following:
• The dangers of drug abuse in the workplace;
• The person's· or organization's policy of maintaining a drug-free workplace; • Any available counseling, rehabilitation, and employee assistance programs; and
• Penalties that may be imposed upon employees for drug abuse violations. .
(3) Provide, as required by Government Code Section 8355(a)(3), that every employee who works on the proposed project:
• Will receive a copy of the company's drug-free policy statement;
• Will agree to abide by the terms of the company's
statement as a condition of employment on the project.

Failure to comply with these requirements may result in suspension of payments under the Agreement or termination of the Agreement or both, and the Recipient may be ineligible for any future State awards if the Energy Commission determines that any of the following has occurred:
(1) the Recipient has made false certification, or (2) violates the certification by failing to carry out the requirements as noted above. d. Child Support Compliance Act (Applicable to California Employers) For any Agreement in excess of $100,000, the Recipient acknowledges that:
• It recognizes the importance of child and family support obligations and shall fully comply with all applicable State and federal laws relating to child and family support enforcement, including, but not limited to, disclosure of information and compliance with earnings assignment orders, as provided in Chapter 8 (commencing with section 5200) of Part 5 of Division 9 of the Family Code; and
Modified 06/09/17
ARFVTP Grant Terms and Conditions
Exhibit C

ARV-16-017
Center for Sustainable Energy

• To the best of its knowledge is fully complying with the earnings assignment orders of all employees and is providing the names of all new employees to the New Hire Registry maintained by the California Employment Development Department.
e. Americans with Disabilities Act
By signing this Agreement, Recipient assures the State that it complies with the Americans with Disabilities Act (ADA) of 1990 (42 U.S.C. 12101, et seq.), which prohibits discrimination on the basis of disability, as well as applicable regulations and guidelines issued pursuant to the ADA.

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

25. Confidentiality
A. I nformation Considered Confidential
Confidential information is information designated confidential pursuant to the procedures specified in 20 CCR 2505. If applicable, all Recipient information considered . confidential at the commencement of this Agreement is designated in the Attachment to this Exhibit.

B. Confidential Deliverables: Labeling and Submitting Confidential Information
Prior to the commencement of this Agreement, if applicable, the parties have identified in the Attachment to this Exhibit, specific Confidential Information to be provided as a deliverable. All such confidential deliverables shall be marked, by the Recipient, as "Confidential" on each page of the document containing the Confidential Information and presented in a sealed package to the Energy Commission Grants Officer. (Non-confidential deliverables are submitted to the Accounting Office.) All Confidential Information will be contained in the "confidential" volume: no Confidential Information will be in the "public" volume.

C. Submittal of Unanticipated Confidential Information as a Deliverable The Recipient and the Energy Commission agree that during this Agreement, it is possible that the Recipient may develop additional data or information not originally anticipated as a confidential deliverable. In this case, Recipient shall follow the procedures for a request for designation of Confidential Information specified in 20 CCR 2505. The Energy Commission's Executive Director makes the determination of confidentiality. Such subsequent determinations may be added to the list of confidential deliverables in the Attachment to this Exhibit.

Modified 06/09/17
ARFVTP GrantTerms and Conditions
Exhibit C

ARV-16-017

D. Disclosure of Confidential Information
Disclosure of Confidential Information by the Energy Commission may only be made pursuant to 20 CCR 2506 and 2507. The Commission shall have no obligation to treat any information as confidential which: 1) was in the Commission's possession or known to the Commission without any obligation to keep it confidential, before such information was disclosed to the Commission; 2) is or becomes public knowledge through a source other than the Commission through no fault of the Commission; or 3) becomes lawfully available to the Commission from a source other than Recipient.

26. Budget Contingency Clause
It is mutually agreed that this Agreement shall be of no further force and effect if the Budget Act of the current year and/or any subsequent years covered under this Agreement does not appropriate sufficient funds for the work identified in Exhibit A. In this event, the Energy Commission shall have no liability to pay any funds whatsoever to the Recipient or to furnish any other consideration under this Agreement, and the Recipient shall not be obligated to perform any provisions of this Agreement.

If funding for any fiscal year is reduced or deleted by the Budget Act for purposes of this program, the Energy Commission shall have the option to either: 1) cancel this Agreement with no liability occurring to the Energy Commission; or 2) offer an Agreement Amendment to the Recipient to reflect the reduced amount.

27. Public Works -- Payment of Prevailing Wages
Generally Required by Law
Projects that receive an award of public funds from the Energy Commission often involve construction, alteration, demolition, installation, repair or maintenance work over $1,000.

NOTE: Projects that receive an award of public funds from the Energy Commission are likely to be considered public works under the California Labor Code. See Chapter 1 of Part 7 of Division 2 of the California Labor Code, commencing with Section 1720 and Title 8, California Code of Regulations, Chapter 8, Subchapter 3, commencing with Section 16000.

Accordingly, the Energy Commission assumes that all projects it funds are public works. Projects deemed to be public works require among other things the payment of prevailing wages.

NOTE: Prevailing wage rates can be significantly higher than non-prevailing wage rates.

Modified 06/09/17
ARFVTP Grant Terms and Conditions
Exhibit C

ARV-16-017
Center for Sustainable Energy Page 119 of 705
By accepting this grant, Recipient as a material term of this agreement shall be fully responsible for complying with all California public works requirements including but not limited to payment of prevailing wage. Therefore, as a material term of this grant, Recipient must either:
(a) Proceed on the assumption that the project is a public work and ensure that:
or,
(i) prevailing wages are paid; and
(ii) the project budget for labor reflects these prevailing wage requirements; and
(iii) the project complies with all other requirements of prevailing wage law including but not limited to keeping accurate payroll records, and complying with all working hour requirements and apprenticeship obligations;
(b) Timely obtain a legally binding determination from DIR or a court of competent jurisdiction before work begins on the project that the proposed project is not a public work.

NOTE: Only the California Department of Industrial Relations (DIR) and courts of competent jurisdiction have jurisdiction.toissue legally binding determinations that a particular project is or is not a public work.

If the Recipient is unsure whether the project receiving this award is a "public work" as defined in the California Labor Code, it may wish to seek a timely determination from the California Department of Industrial Relations (DIR) or an appropriate court.

NOTE: Such processes can be time consuming and therefore it may not be possible to obtain a timely determination before the date for performance of the award commences.

If the Recipient does not timely obtain a binding determination from DIR or a court of competent jurisdiction that the project is not a public work, before the grant agreement from the Energy Commission is executed, the Recipient shall assume that the project is a public work and that payment of prevailing wages is required and shall pay prevailing wages unless and until such time as the project is subsequently determined to not be a public work by DIR or a court of competent jurisdiction.

NOTE: California Prevailing Wage law provides for substantial damages and financial penalties for failure to pay prevailing wages when payment of prevailing wages is required.

Modified 06/09/17
ARFVTP Grant Terms and Conditions
Exhibit C

ARV-16-017
Center for Sustainable Energy Page 120 of 705
Subcontractors and Flow-down Requirements. Recipient shall ensure that its subcontractors, if any, also comply with above requirements with respect to public works/prevailing wage. Recipient shall ensure that all agreements with its contractors/subcontractors to perform work related to this Project contain the above terms regarding payment of prevailing wages on public works projects. Recipient shall be responsible for any failure of ReCipient's subcontractors to comply with California prevailing wage and public works laws.

Indemnification and breach. Any failure of Recipient or its subcontractors to comply with the above requirements shall constitute a breach of this agreement that excuses the Energy Commission's performance of this grant agreement at the Energy Commission's option, and shall be at Recipient's sole risk. In such a case, Energy Commission may refuse payment to Recipient of any amount under this award and El'1ergy Commission shall be released, at its option, from any further performance of this award or any portion thereof. By accepting this grant award, as a material term of this agreement, Recipient agrees to indemnify the Energy Commission and hold the Energy Commission harmless for any and all financial consequences arising out of or resulting from the failure of Recipient and/or any of Recipient's subcontractors to pay prevailing wages or to otherwise comply with the requirements of prevailing wage law.

Budget. Recipient's budget on public works projects must indicate which job classifications are subject to prevailing wage. For detailed information about prevailing wage and the process to determine if the proposed project is a public work, Recipient may wish to contact the California Department of Industrial Relations (DIR) or a qualified labor attorney of their choice for guidance.

Covered Trades. For public works projects, Recipient may contact DIR for a list of covered trades and the applicable prevailing wage.

Questions. If Recipient has any questions about this contractual requirement or the wage, record keeping, apprenticeship or other significant requirements of California prevailing wage law, it is recommended that Recipient consult DIR and/or a qualified labor attorney of its choice before accepting the award for this grant.

Certification. Recipient shall certify to the Energy Commission on each Payment Request Form, either that (a) prevailing wages were paid to eligible workers who provided labor for work covered by the payment request and that the Recipient and all contractors and subcontractors otherwise complied with all California prevailing wage laws, or (b) that the project is not a public work requiring the payment of prevailing wages. In the latter case, Recipient shall provide competent proof of a DIR or court determination that the project is not a public work requiring the payment of prevailing wages.

Modified 06/09/17
ARFVTP Grant Terms and Conditions
Exhibit C

ARV-16-017
Center for Sustainable Energy Page 121 of 705
Prior to the release of any retained funds under this Agreement, the Recipient shall submit to the Energy Commission the above-described certificate signed by the Recipient and all contractors and subcontractors performing public works activities on the project. Absent such certificate, Recipient shall have no right to any funds under this grant, and Energy Commission shall be relieved of any obligation to pay said funds.

28. Intellectual Property
The Energy Commission makes no claim to intellectual property developed under this Agreement that is not specified for delivery, except as expressly provided herein.

Modified 06/09/17
ARFVTP Grant Terms and Conditions
Exhibit C

ARV-16-017

EXHIBIT D

SPECIAL TERMS AND CONDITIONS

1. Priority of these Special Terms
In the event of a conflict between these Special Terms and other terms in this Agreement, these Special Terms shall govern.

2. Information Practices Act
A. Recipient and All Subcontractors shall comply with the Information Practices Act The Information Practices Act ("IPA") is codified at California Civil Code sections 1798 et seq. Personal Information is defined in the IPA at Civil Code section 1798.3(a). The Center for Sustainable Energy ("Recipient") shall comply and ensure that all of its subcontractors and project partners shall comply with the IPA relative to the activities under this Agreement. This includes but is not limited to complying with Section 1798.16 (Personal Information; maintaining sources of information) and Section 1798.17 (Notice; periodic provision; contents). For example:

1. Sources· of information. Recipient, and Recipient's subcontractors and project partners, shall maintain a record of the source of an individual's Personal Information in accordance with § 1798.16. Per IPA § 1798.16, this requirement does not apply if the data subject is the source of the Personal Information.

2. Use of information. Pursuant to IPA § 1798.14, the Recipient, and Recipient's subcontractors and project partners shall only use Personal Information for the purposes of this Agreement. Recipient, and Recipient's subcontractors and project partners shall not disclose any Personal Information to any person. or entity other than the Energy Commission and Energy Commission employees.

3. Security. Pursuant to IPA § 1798.21, Recipient, and Recipient's subcontractors and project partners, shall employ appropriate and reasonable safeguards to ensure the security and confidentiality of Personal Information and to protect against anticipated threats or hazards to their security or integrity which could result in any injury.

4. Notice. On or with any form used to collect Personal Information from individuals, the Recipient, and Recipient's subcontractors and project partners, shall provide the notice required in § 1798.17. At the time of executing this agreement, § 1798.17 requires the following:
-(a) The name of the agency and the division within the agency that is requesting the information.
(b) The title, business address, and telephone numbe~ of the agency official who is responsible for the system of records and who shall, upon request, inform an . individual regarding the location of his or her records and the categories of any persons who use the information in those records.
(c) The authority, whether granted by statute, regulation, or executive order which authorizes the maintenance of the information.
(d) With respect to each item of information, whether submission of such information is mandatory or voluntary.

Modified 6/9/17 Exhibit 0 - Special Terms and Conditions

ARV-16-017

(e) The consequences, if any, of not providing all or any part of the requested information.
(f) The principal purpose or purposes within the agency for which the information is to be used.
(g) Any known or foreseeable disclosures which may be made of the information pursuant to subdivision (e) or (f) of Section 1798.24.
(h) The individual's right of access to records containing personal information which are maintained by the agency.

B. Recipient has no Ownership or other Rights to the Personal Information The Recipient has, and the Recipient shall ensure that its subcontractors and project partners have, no ownership, license, or other rights in Personal Information or in any form in which it is used (e.g., Products). In this regard, the Personal Information shall NOT be treated like Data; Products, Intellectual Property, or other provisions in the Agreement that may indicate that Recipient has ownership, license, or other rights.

C. Rights to Anonymized Information Derived from Personal Information To the extent that the Recipient uses Personal Information to derive anonymized information that no longer meets the definition of Personal Information, the rights to derived anonymized information follow the rights in Exhibit C or applicable law.

D. Retention and Destruction of Personal Information
Upon the request of the Energy Commission, or upon termination of this Agreement, whichever is earlier, the Recipient and all subcontractors and project partners shall promptly deliver to the Energy Commission or destroy all Personal Information, regardless of form (e.g., written or electronic) and all copies, abstracts, media, and backups thereof, however stored in Recipient's and all of its subcontractors' and project partners' possession. No Personal Information shall remain with Recipient, its subcontractors, or its project partners upon request of the Energy Commission or after the termination of this Agreement, whichever occurs first.

E. Survival
The terms of this Exhibit D, Section 2 "Information Practices Act" shall remain in full force and effect in perpetuity.

3. Contingent Funding
Recipient understands that the Energy Commission currently only has $15,254,225 of the potential $200,000,000 maximum possible funding for this Agreement. Therefore, upon execution of this Agreement, Recipient only has authority to spend up to $15,254,225. In the future, the Energy Commission may allocate none, some, or the entire remaining contingent amount up to a maximum total Agreement amount of $200,000,000. Recipient shall only be authorized to spend more than the existing $15,254,225 upon written authorization of the Commission Agreement ·Officer and only up to the amount so authorized.

Modified 6/9/17 Exhibit D - Special Terms and Conditions ARV-16-017

4. Conflict of Interest
A. Recipient agrees to continuously review new and upcoming projects in which members of the Contractor team may be involved for potential conflicts of interest (e.g., Gov. Code § 81000 et seq., and Gov. Code § 1090 et seq.). Recipient shall inform the Commission Agreement Manager as soon as a question arises about whether a potential conflict may exist or as soon as the Recipient knows a conflict exists. The Commission Agreement Manager and Commission's Chief Counsel's Office shall determine what constitutes a potential conflict of interest. The Energy Commission reserves the right to redirect work and funding on a project if the Commission's Chief Counsel's Office determines that there is a potential conflict of interest.

B. Appearances of Conflicts of Interest
The Recipient acknowledges that in governmental agreements even the appearance of a conflict of interest can be harmful to the interest of the State. Thus, the Recipient shall refrain from any practices, activities, or relationships that appear to conflict with the Recipient's obligations under this Agreement, unless the Recipient receives prior written approval of the Commission. In the event the Recipient is uncertain whether the appearance of a conflict of interest may exist, the Recipient shall submit to the Commission Agreement Manager a written description of the relevant details.

C. Prohibition on Participating in Energy Commission Funding Opportunities Under this Agreement, the Recipient and its subcontractors will, with oversight from the Commission, develop and implement financial incentive programs. Accordingly, the Recipient and its subcontractors are prohibited from participating and agree not to participate in any manner (e.g., as an applicant, subcontractor, or match-funding partner) in any financial incentive program implemented under this Agreement.

The University of California at Davis ("UCD") is listed as a subcontractor to this Agreement. For purpose of this part only and relative to UCD only, the restriction of not participating in any incentive program implemented under this Agreement only applies to the office(s) at UCD with personnel working under this Agreement. It does not prohibit other UCD offices, the campus as a whole, or any other University of California campus from participating in such programs.

5. Flow-down
The Recipient shall flow-down the terms 1 through 4 in this Exhibit to its subcontractors and project partners.

6. Specific.Rights Regarding CSE Software and Code
Prior to this Agreement, Recipient developed a secure incentive processing platform, which provides but is not limited to websites, online data dashboards, online rebate application forms, a rebate database, and online document storage ("CSE Software") and considers it proprietary intellectual property. Recipient's activities under this Agreement involve modifying the CSE Software for Energy Commission specific features .. The CSE Software is comprised of underlying computer code ("Code"). CSE will use the CSE Software to generate information for some of the Products and Reports due to the Energy Commission (e.g., the Scope of Work Task 3 Product is "Website design and content").

Modified 6/9/17 Exhibit D - Special Terms and Conditions

ARV-16;.017
Center for Sustainable Energy Page 125 of 705
Exhibit C Section 6 "Reports" gives the Commission certain rights to data and reports produced and delivered under this Agreement.

Exhibit C Section 18 "Fiscal Accounting Requirements" gives the Commission access rights to all project records.

Other Agreement terms may similarly give the Commission rights to material used or developed under this Agreement.

The intent of the Energy Commission and Recipient is to NOT include the CSE Software and Code in any of the rights from any other terms in this Agreement. Instead, this Exhibit D Section 6 sets forth the sole expression of rights relative to the CSE Software and Code. The purpose of doing this is to preserve Recipients proprietary intellectual property rights as it fulfills its obligations under this Agreement.

A. No Rights to the Code
The Recipient does not give the, Commission any rights whatsoever to the Code. This means without restriction that the Commission has no right to view, access, possess, or control the Code.

B. Limited Rights to CSE Software
The Recipient grants the Energy Commission a nonexclusive license to use the CSE Software created for The Energy Commissions' benefit during the Agreement term.

Use of the CSE Software shall not include service bureau use, outsourcing, renting, reselling, sublicensing, concurrent use of a single User login, or time-sharing of it. The Energy Commission shall not: (a) copy, translate, create a derivative work of, reverse engineer, reverse assemble, disassemble, or decompile it or any part thereof or otherwise attempt to discover any source code or modify the CSE Software in any manner or form; (b) use the CSE Software for the purpose of building a similar or competitive product or service, (c) use the CSE Software in a manner that is contrary to applicable law or in violation of any third party rights of privacy or intellectual property rights known to the Commission; (d) knowingly publish, post, upload or otherwise transmit data using the CSE Software that contains any viruses, Trojan horses, worms, ·time bombs, corrupted files or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any systems, data, personal information or property of another; or (e) use or permit the use of any tools in order to probe, scan or attempt to penetrate or benchmark the CSE Software. The Energy Commission shall comply with all applicable local, state, and federal laws in connection with its use of the CSE Software, including without limitation those related to privacy, electronic communications and anti-spam legislation. Except as permitted by this Agreement, otherwise approved in writing by Recipient, or required by law, no part of the CSE Software may be copied, reproduced, distributed, republished, displayed, posted or transmitted in any form or by any means.

C. Third-Party Rights
If in performing this Agreement the Recipient needs to use the intellectual property of others, Recipient shall obtain, at its own expense, at least worldwide, non-exclusive royalty-free licenses for those rights during the Agreement term.

Modified 6/9/17 Exhibit D - Special Terms and Conditions ARV-16-017

D. Recipient's Representations and Warranties.

Recipient represents and warrants to the Energy Commission that, with respect to its performance under the Agreement:
1) Recipient is the sole owner of the CSE Software and Code; 2) To the best of Recipient's knowledge, no intellectual property rights, including copyrights, trade secrets, and patents, of another person or entity are infringed or misappropriated; .
3) To the best of Recipient's knowledge, no content, document, image, material, photograph, text, or other matter that is scandalous, libelous, obscene, or otherwise contrary to applicable law is used;
4) Recipient has the full power and authority to grant the rights set forth in this Exhibit D Section 6 as well as the other terms of this Agreement.

E. No Restriction on General Information
Nothing contained in this Agreement will restrict either the Recipient or Energy Commission (each a "Party") from the use of any general ideas, concepts, know-how, methodologies, processes, technologies, algorithms or techniques retained in the unaided mental impressions of such Party's personnel relating to the CSE Software or any other Agreement activities that either Party, individually or jointly, develops or discloses under the Agreement, provided that in doing so the Party does not breach its obligations under non-disclosure or infringe the intellectual property rights of the other Party or third parties who have licensed or provided materials to the other Party~ F. No CSE Software in Products and Reports to Retain Commission Rights in Them Recipient shall not include the CSE Software itself in any Product or Report under this Agreement. Instead, the Recipient will only provide in a fixed tangible form evidence of the application of the CSE Software. For example, the Recipient can include in the Monthly Progress Reports or the Final Report screenshots of webpages developed with the CSE Software. In this way, the Energy Commission's rights to Products and Reports through other terms in this Agreement are preserved while also preserving Recipients proprietary intellectual property rights in the CSE Software. This is important to the Energy Commission in order to be able to use the Products and Reports to publicize the Agreement activities and results (e.g., providing copies of the Final Report to the public).

This provision does not conflict with the license to use theCSE Software granted to the Commission in part B of this term because the license is not a Product or Report.

G. Survival
The terms of this Exhibit D Section 6 shall survive expiration or termination of this Agreement.

Modified 6/9/17 Exhibit D - Special Terms and Conditions

ARV-16-017

Exhibit E
Contact List
California Energy Commission
Commission Agreement Manager:

Brian Fauble
California Energy Commission
1516 Ninth Street, MS-6
Sacramento, CA 95814
Phone: (916) 654-3974
Fax: (916) 654-4676
e-mail: [email protected]
Commission Agreement Officer:

Brad Worster
California Energy Commission
1516 Ninth Street, MS-18
Sacramento, CA 95814
Phone: (916) 654-4299
Fax: (916) 654-4423
e-mail: [email protected]
Accounting Officer:

Kathy Jones
California Energy Commission
1516 Ninth Street, MS - 2
Sacramento, CA 95814
Phone: (916) 654-4377
Fax: (916) 653-1435
e-mail: [email protected]
Legal Notices:

Tatyana Yakshina
Grants Manager
1516 Ninth Street, MS-18
Sacramento, CA 95814
Phone: (916) 654-4204
Fax: (916) 654-4423
e-mail: [email protected]
April 2017 Page 1 of 1
Recipient
Project Manager:

Andy Hoskinson
Center for Sustainable Energy
9325 Sky Park Court, Suite 100
San Diego, CA 92123
Phone: (858) 244-1181-
Fax: (858) 244-1178
e-mail: Andy. [email protected]
Administrator:

Shelly Murphy
Center for Sustainable Energy
9325 Sky Park Court, Suite 100
San Diego,CA 92123
Phone: (858) 633-1396
Fax: (858) 244-1178
e-mail: [email protected]
Accounting Officer:

Parvin Alavi
Center for Sustainable Energy
9325 Sky Park Court, Suite 100
San Diego, CA 92123
Phone: (858) 244-1185
Fax: (858) 244-1178
e-mail: Parvin [email protected]
Recipient Legal Notices:

Shelly Murphy
Center for Sustainable Energy
9325 Sky Park Court, Suite 100
San Diego, CA 92123
Phone: (858) 633-1396
Fax: (858) 244-1178
e-mail: [email protected]
ARV-16-017
Center for Sustainable Energy Page 128 of 705
Staff Report Item 6
TO: 3CE Operations Board of Directors
FROM: Robert M. Shaw, Chief Executive Officer
PREPARED BY: Inaara Muhammad, Manager of Energy Programs SUBJECT: Approve and authorize the CEO to execute Amendment No. 2 to the Center for Sustainable Energy South Central Coast Incentive Program Implementation Services (SCCIP) Agreement for a revised term of February 28, 2021 through September 30, 2025, and amended payment terms for the administration of SCCIP DATE: November 13, 2024
RECOMMENDATION:

It is recommended that the Operations Board approve and authorize the CEO to execute Amendment No. 2 to the Center for Sustainable Energy South Central Coast Incentive Program Implementation Services (SCCIP) Agreement for a revised term of February 28, 2021 through September 30, 2025, and amended payment terms for the administration of SCCIP.

BACKGROUND:

The California Electric Vehicle Infrastructure Project (CALeVIP) was launched in June 2017 with up to $200 million in funding committed by the California Energy Commission (CEC) for the Center for Sustainable Energy (CSE) to design and implement a program for rapid deployment of publicly accessible electric vehicle charger incentive projects throughout California.

In February 2021, 3CE’s Operations Board approved an Agreement with the Center for Sustainable Energy to contribute up to $1,635,500 in funding to CALeVIP’s South Central Coast Incentive Project (SCCIP) cycle to support EV charger deployment projects in 3CE’s San Luis Obispo and Santa Barbara counties, with a total not-to-exceed amount of $1,750,000.

On January 5, 2023, the Operations Board approved Amendment No. 1 to the Implementation Services Agreement with CSE to comply with terms stated in the CEC Grant Agreement, with no change to the not-to-exceed amount or scope of work.

DISCUSSION/ANALYSIS:

CALeVIP offers funding and support for installing publicly available electric vehicle charging equipment and infrastructure in California. CALeVIP is a key part of California’s plan to efficiently and equitably electrify the transportation sector and reduce pollution that harms the environment and human health.

The Program offers incentives and technical assistance for the purchase and installation of publicly accessible Level 2 and DC Fast Chargers throughout targeted regions in California. The SCCIP cycle supports EV charging deployments in San Luis Obispo, Santa Barbara, and Ventura counties.

The CEC has committed up to $7 million in total funding to the SCCIP cycle of which up to $4.35 million is allocated for 3CE’s service area in San Luis Obispo and Santa Barbara counties. 3CE is a regional partner for the SCCIP cycle. Additional regional partners include the San Luis Obispo Air Pollution Control District, the Santa Barbara County Air Pollution Control District, the Clean Power Alliance, and the Ventura County Air Pollution Control District. The California Energy Commission and Central Coast Community Energy’s funds are pooled and administered by the Center for Sustainable Energy throughout the counties of San Luis Obispo and Santa Barbara.

The proposed Amendment No. 2 to the Agreement with Center for Sustainable Energy will update the termination date from delivery of the CSE’s Final Report to the date certain of September 30, 2025, to align with the Energy Commission’s sunset date for CALeVIP and allow for completion of awarded projects through the end of FY 2024-25. The proposed amendment will also change the payment terms to allow 3CE to reimburse CSE incentive funds on an as-needed basis upon written approval by 3CE.

To date, 3CE has paid the CSE $1,063,075 of the total $1,635,500 committed for the SCCIP cycle. CSE reserves the funding for allocation when projects become eligible. Current terms require 3CE to reimburse CSE the remainder of committed funding in a lump-sum after at least 25% of total SCCIP incentive funds have been paid out to projects. The proposed Amendment No. 2 will release 3CE from a lump sum payment and allow the agency to only reimburse additional incentives paid by the CSE up to the total contribution of $1,635,500. CSE will return any unused funding to 3CE by September 30, 2025, when the program sunsets.

Since the launch of the SCCIP cycle, $625,913 from 3CE’s contributed incentive funding has been paid to recipients for 5 ongoing projects across 3CE’s service area. Through the SCCIP cycle, 3CE estimates to contribute a cumulative $1,391,333 funding to a total of 7 projects, which will result in six Level 2 EV chargers and 24 Direct Current Fast Chargers installed across 3CE’s Santa Barbara and San Luis Obispo service area. CSE will return all unused funding to 3CE by September 30, 2025 when CALeVIP sunsets.

Organization Name Installation Street City County Status # DC Fast
Chargers
# L2
Chargers
Idler's, Inc. 2365 Theatre Dr Paso Robles San Luis Obispo In Progress 0 2 Rick N Ron Inc 839 E Main St Santa Maria Santa Barbara In Progress 4 0 1576 Mission Drive, LLC 1576 Mission Dr Solvang Santa Barbara In Progress 4 4 The New Tahitian LLC 1711 S Broadway Santa Maria Santa Barbara In Progress 4 0 Anishan Services, Inc. 3705
Constellation Rd
Lompoc Santa Barbara In Progress 4 0
Edgewater Motel 1725 N Broadway Santa Maria Santa Barbara In Progress 4 0 Santa Ynez Inn LLC 3627 Sagunto St Santa Ynez Santa Barbara In Progress 4 0 FISCAL IMPACT:

There is no fiscal impact associated with this amendment.

CONCLUSION:

The Board’s approval of the amended agreement with Center for Sustainable Energy will help to ensure CSE fully implements the CALeVIP SCCIP cycle and incentivizes completed EV charging projects in 3CE’s service area.

ATTACHMENT(S):

1. Original Implementation Services Agreement with the Center for Sustainable Energy

2. Amendment No. 1 to Agreement with the Center for Sustainable Energy

3. Proposed Amendment No. 2 to Agreement with the Center for Sustainable Energy

INCENTIVE PROGRAM IMPLEMENTATION SERVICES AGREEMENT
This Incentive Program Implementation Services Agreement (including Appendix I (Scope of Work), this “Agreement”) is entered into as of February 28, 2021 (“Effective Date”) by and between Center for Sustainable Energy, a California nonprofit public benefit corporation recognized as a tax exempt organization under Section 501(c)(3) of the Internal Revenue Code of the United States (“CSE”) and Central Coast Community Energy (“3CE”), a joint powers authority organized under the laws of California. CSE and 3CE may be individually referred to herein as “Party” or collectively as “Parties.”

RECITALS
WHEREAS the California Energy Commission (“CEC”) approved funding for and designated CSE to design and implement up to $200 million in electric vehicle charger incentive projects throughout California (“CALeVIP Funding”) and CSE has accepted the CALeVIP Funding under the terms and conditions of that certain Grant Agreement (ARV-16-017) effective as of June 27, 2017 (the “Grant Agreement”).

WHEREAS CEC has authorized CSE to deploy a portion of CALeVIP Funding (the “CEC Funds”), of $4,350,000, towards an incentive program in 3CE’s service area within Santa Barbara County and certain cities within San Luis Obispo County (the “South Central Coast Incentive Project”, or “SCCIP”).

WHEREAS 3CE provides locally-controlled, clean and renewable electricity to residents and businesses in its service area.

WHEREAS 3CE desires to promote more rapid deployment of public and private infrastructure that will accelerate adoption of electric vehicles in its service area, 3CE will dedicate up to ($1,750,000) to certain projects within 3CE’s service area under the SCCIP. Funding (the “3CE Funds”) will be identified and allocated through the annual budget cycle to be approved by the 3CE’s Policy Board of Directors (the “Policy Board”). Monies are intended to be used to fund incentive payments that will be paid to public and private property owners and business owners that install electric vehicle chargers that meet specific standards in 3CE’s service area, all in connection with the incentive payment project to be developed and administered under this Agreement for the SCCIP. 3CE Funding is contingent on SCCIP receipt of CEC Funding no later than at that start of the Project launch.

WHEREAS 3CE desires to hire CSE to develop and administer the SCCIP in consideration of payment of a fee in accordance with the terms and conditions set forth herein.

AGREEMENT
NOW THEREFORE, in consideration of the mutual terms, conditions, promises, covenants, and payments contained in this Agreement, together with all exhibits, CSE and 3CE (each a “Party” and together, the “Parties”) agree as follows:

DocuSign Envelope ID: B47692FA-CE41-417A-B626-4BBB6C4694EA DocuSign Envelope ID: 3CDC3220-DD0A-4C14-9705-FC760F467253

1. EXHIBITS AND ATTACHMENTS
The following exhibits and attachments are attached to this Agreement and incorporated into this Agreement by this reference:

Exhibit A – Scope of Work
Exhibit B – Payment Terms
Exhibit C – Pillar Requirements
Exhibit D – SCCIP Rebate Amounts
Should a conflict arise between language in the body of this Agreement and any exhibit or attachment to this Agreement, the language in the body of this Agreement controls, followed by Exhibit A, and B in that order.

2. FUNDING COMMITMENT
Subject to the terms and conditions of this Agreement 3CE Funds will be identified, through the annual budget cycle to be approved by the Policy Board. Monies are intended to be used to fund incentive payments that will be paid to public and private property owners and business owners that install electric vehicle chargers that meet specific standards in 3CE’s service area, all in accordance with the terms set forth in this Agreement. 3CE Funding is contingent on SCCIP receipt of CEC Funding no later than at the start of the Project.

3. SERVICES PROVIDED BY CSE.

3.1. General. Subject to the terms and conditions of this Agreement and in consideration of the payment by 3CE of the Implementation Fee (as defined herein) and any other amounts required to be paid by 3CE hereunder, including without limitation the payment of 3CE Funds to fund incentive payments, CSE shall provide 3CE with certain program development, marketing, digital media, branding, software, management, incentive payment application review and administration, disbursement of incentive payments, data collection and reporting and other services, including modifications thereto (collectively, the “Services”) as described in Exhibit A (the “Scope of Work”), Exhibit C, and Exhibit D. CSE shall provide works created for 3CE, and all materials, information and deliverables prepared or developed as a result of or in connection with the Services, including any trademarks, information, content, processes, methodologies, products, goods, services, software, materials, rights, and/or data, including all intellectual property rights therein, provided to 3CE (other than the 3CE Materials and 3CE Data, each as defined below) and any modifications thereto (collectively, “Deliverables”).

3.2. Standard of Performance. CSE shall use commercially reasonable efforts to provide the Services in accordance with the standards, practices and procedures established by CSE for its own operations, unless otherwise expressly provided in this Agreement. CSE shall comply with all laws, regulations, rules and orders applicable to CSE regarding the Services provided hereunder.

3.3. Project Representatives. Each Party designates the individual identified in the Scope of Work as its designated representative for coordination and cooperation in connection DocuSign Envelope ID: B47692FA-CE41-417A-B626-4BBB6C4694EA DocuSign Envelope ID: 3CDC3220-DD0A-4C14-9705-FC760F467253

with the Services, who shall confer regarding the status of the Services at a mutually agreed-upon minimum frequency, and have such other responsibilities as set forth in the Scope of Work.

3.4. 3CE’s Obligations. 3CE acknowledges that 3CE’s timely provision of (and CSE’s access to) 3CE facilities, equipment, assistance, cooperation, and complete and accurate information and data from 3CE’s officers, agents and employees (“Cooperation”) is essential to the performance of the Services, and that CSE shall not be liable for any deficiency in performing the Services if such deficiency results from 3CE’s failure to provide full cooperation as required hereunder. Cooperation includes, but is not limited to, designating a Project Representative to interface with CSE during the course of the Services, allocating and engaging additional resources as required to assist CSE in performing the Services, and providing all other necessary assistance as required hereunder.

3.5. Relationship of the Parties. Each Party is an independent contractor under this Agreement and nothing herein shall be construed as creating an employment, agency, partnership, joint venture or any other form of association whatsoever, for tax purposes or otherwise, between the Parties. Except as expressly agreed by the Parties in writing, neither Party shall have any right or authority, express or implied, to assume or create any obligation of any kind, or to make any representation or warranty, on behalf of the other Party or to bind the other Party.

4. COMPENSATION

4.1. 3CE agrees to compensate CSE as specified in Exhibit B:

4.2. In consideration of the Services provided by CSE in accordance with all terms, conditions and specifications set forth in this Agreement and Exhibits A, Exhibit C, and Exhibit D 3CE shall make payment to Contractor in the manner specified in Exhibit B.

5. INTELLECTUAL PROPERTY RIGHTS.

5.1. Licensed Services and Deliverables. 3CE shall have a limited, non-exclusive, non-sublicensable and non-transferable right during the Term to access and use the Services and Deliverables within 3CE’s service area, subject to the terms and conditions of this Agreement.

The Services and Deliverables may be used by the 3CE only in connection with the SCCIP. 3CE shall have no right to copy, in whole or in part, the Services and 3CE shall not, and shall permit no third party to, modify, adapt, translate, reverse engineer, decompile, disassemble, sublicense, redistribute, resell, rent, lease, remove any copyright or other proprietary notice from, or create derivative works based on the Services, or extract any component thereof for use with any other systems, applications, data or materials, or use or reproduce any part of the Services in source-code format. Further, 3CE shall not access, use or exploit the Services or Deliverables (in whole or in part) in order to build, develop (or commission the development of), or consult upon any product or service which competes (directly or indirectly) with the Services.

5.2. Ownership of Services and Deliverables. Except for the license to access and use the Services and Deliverables expressly granted to 3CE under this Agreement, CSE retains all right, title and interest in the Services and Deliverables, whether as individual items or a combination of components and whether or not the Services are completed, regardless of any participation or collaboration by 3CE in their design, development or implementation. CSE has DocuSign Envelope ID: B47692FA-CE41-417A-B626-4BBB6C4694EA DocuSign Envelope ID: 3CDC3220-DD0A-4C14-9705-FC760F467253

the sole right to obtain, hold and renew in its own name and for its own benefit, any patents, copyrights, registrations and other similar intellectual property and proprietary rights protections regarding any Services and Deliverables. 3CE shall reasonably cooperate with CSE and execute all documents necessary to enable CSE to perfect, preserve, register and record its rights in the Services and Deliverables. Except for the limited rights and licenses granted to 3CE under this Agreement, nothing shall be construed to restrict, impair, encumber, alter, deprive or adversely affect the Services and Deliverables or any of CSE’s rights or interests therein. All rights not expressly granted to 3CE hereunder are reserved by CSE.

5.3. 3CE Materials. 3CE shall reasonably cooperate with CSE in the performance of the Services, including by promptly providing CSE with all 3CE and third party trademarks, trade names, service marks, logos, names, and distinctive identification (collectively, “3CE Trademarks”), information, materials, data, images and content required to perform the Services (collectively, “3CE Materials”). 3CE hereby grants to CSE a non-exclusive, non-sublicensable, and non-transferable right and license to use the 3CE Materials and 3CE Trademarks as provided by 3CE to CSE hereunder solely in connection with the development and creation of the Deliverables and performance of the Services. All goodwill resulting from CSE’s use of the 3CE Trademarks shall inure to the benefit of 3CE. Without limiting the foregoing, 3CE hereby grants to CSE a non-exclusive, non-sublicensable, non-transferable right and license to use any data inputted or uploaded by 3CE in connection with the Services and any data generated from 3CE’s use of the Services, including information and data regarding 3CE’s customers (collectively, the “3CE Data”) in connection with the performance of the Services. As between 3CE and CSE, 3CE retains all right, title and interest in the 3CE Materials, 3CE Trademarks and 3CE Data, except for the limited rights and licenses granted to CSE under this Agreement.

5.4. Use of Data. 3CE hereby grants to CSE a non-exclusive, irrevocable, perpetual, royalty-free, worldwide right and license to use the 3CE Data (i) for data analysis and market research purposes, (ii) to improve and enhance the Services and for other development, diagnostic and corrective purposes, (iii) to disclose such data to CEC as required under the Grant Agreement, and (iv) to disclose such data solely in aggregate or other de-identified form in connection with its business, including for benchmarking purposes and providing market reports and studies to third parties.

6. DATA SECURITY. CSE shall implement appropriate technological, physical and administrative safeguards designed to protect the 3CE Data from unauthorized access, use or disclosure. Such safeguards shall include measures designed to prevent access, use, modification or disclosure of 3CE Data by CSE personnel except as authorized by this Agreement, including, without limitation, as required by applicable law, or as otherwise authorized by 3CE in writing.

7. ADMINISTRATIVE FEE AND INCENTIVE FUNDS

7.1. Payment of Administrative Fee and Incentive Funds shall be made in accordance with Exhibit B.

8. LIMITED WARRANTY. CSE warrants to 3CE that the Services will be performed in a professional and workmanlike manner and in accordance with the specifications provided in the Scope of Work in all material respects. In the event of a breach of the warranty set forth in this DocuSign Envelope ID: B47692FA-CE41-417A-B626-4BBB6C4694EA DocuSign Envelope ID: 3CDC3220-DD0A-4C14-9705-FC760F467253

Section 4, CSE agrees, as CSE’s sole and exclusive obligation and 3CE’s sole and exclusive remedy, to use commercially reasonable efforts to re-perform the defective Services or to modify or correct the defective Deliverable, as applicable, at its sole costs and expense.

9. REPRESENTATIONS AND WARRANTIES.

9.1. Mutual Representations and Warranties. Each Party represents and warrants to the other Party that (a) it has the right, power and authority to enter into this Agreement and to perform the acts and grant such rights required of it under this Agreement, (b) the execution, delivery and performance of this Agreement by such Party has been duly authorized by all necessary organizational governance action and violates no applicable law to which it is subject; (c) the execution of this Agreement and performance of its obligations under this Agreement do not and shall violate no other agreement to which it is a party and (d) this Agreement constitutes the legal, valid and binding obligation of such Party when executed and delivered by each Party.

9.2. 3CE Materials and Trademarks. 3CE represents and warrants that (a) it owns the 3CE Materials and 3CE Trademarks and/or controls all necessary rights and licenses required for CSE’s use of the 3CE Materials and 3CE Trademarks as set forth in this Agreement, (b) the 3CE Materials and 3CE Trademarks, and CSE’s use thereof as contemplated hereunder, shall violate no applicable laws or misappropriate, violate or infringe upon the intellectual property, privacy, publicity or other proprietary rights of any third party, and (c) the 3CE Materials shall not contain any content that is false, misleading, defamatory or obscene.

9.3. No Other Warranties. EXCEPT AS SPECIFICALLY SET FORTH IN THIS

AGREEMENT, NEITHER PARTY MAKES AND THE PARTIES HEREBY DISCLAIM ANY

REPRESENTATIONS, WARRANTIES OR GUARANTEES REGARDING ANY SERVICES (INCLUDING THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE OR

THAT ANY PARTICULAR RESULT WILL BE OBTAIN BY USE OF THE SERVICES),

DELIVERABLES, INFORMATION, CONTENT, PRODUCTS OR MATERIALS FURNISHED

HEREUNDER, WHETHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED

WARRANTIES OF NON-INFRINGEMENT, TITLE, MERCHANTABILITY AND/OR FITNESS FOR A PARTICULAR PURPOSE.

10. INDEMNIFICATION; LIMITATION OF LIABILITY.

10.1. Mutual Indemnification. Each Party (the “Indemnifying Party”) agrees to indemnify, defend and hold the other Party (the “Indemnified Party”), harmless, at the Indemnifying Party’s own cost and expense, from and against any and all liabilities, losses, damages, injuries, judgments, amounts paid in settlement, costs and expenses, including reasonable attorneys’ fees and costs, arising out of or related to any third party claim resulting from any material breach of any of the Indemnifying Party’s representations or warranties specifically set forth in Article 5 of this Agreement. The Indemnifying Party shall solely conduct the defense of any such claim and all negotiations for its settlement; provided that (a) no settlement shall be agreed to without the Indemnified Party’s prior written approval, and (b) the Indemnified Party may participate, at its own expense, in the defense and/or settlement of any such claim to protect its own interests.

DocuSign Envelope ID: B47692FA-CE41-417A-B626-4BBB6C4694EA DocuSign Envelope ID: 3CDC3220-DD0A-4C14-9705-FC760F467253