Agenda packet — Central Coast Community Energy (3CE) Operations Board, August 13, 2025 (part 1 of 4)

Operations Board of Directors
August 13, 2025
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 Santa Cruz
City Hall
City Manager’s Conference Room
809 Center Street, Room 10
Santa Cruz, CA 95060
City of Morro Bay
City Hall
595 Harbor Street
Morro Bay, CA 93442
City of Watsonville
City Hall
City Manager’s Office
275 Main Street, Suite 400
Watsonville, CA 95076
County of San Luis Obispo
Government Building
1055 Montrey St., D430
San Luis Obispo, CA 93408
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
County of Santa Barbara
County Administration Building
105 East Anapamu Street,
BOS Conference Room, Fourth Floor
Santa Barbara, CA 93101
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://pub-3ce.escribemeetings.com/ REASONABLE ACCOMMODATIONS: In compliance with the Americans with Disabilities Act, any individuals who desire to request a reasonable accommodation or modification to observe or participate in the meeting may make such a request by sending an email to: [email protected] Copies of documents may be made in alternative formats, upon request. Requests for accommodations should be made no later than two (2) business days prior to the meeting to allow time for 3CE to address the request.

DISCLOSURE OF CAMPAIGN CONTRIBUTIONS: Pursuant to Government Code section 84308, members of the Board are disqualified and not able to participate in any agenda item involving contracts (other than competitively bid, labor, or personal employment contracts), franchises, discretionary land use permits and other entitlements if the Board member received more than $250 in campaign contributions from the applicant or contractor, an agent of the applicant or contractor, or any financially interested participant who actively supports or opposes the decision on the agenda item since January 1, 2023. Members of the Board who have received, and applicants, contractors or their agents who have made, campaign contributions totaling more than $250 to a Board member during the proceeding or for 12 months after a final decision is rendered in that proceeding, are required to disclose that fact for the official record of the subject proceeding. Disclosures must include the amount of the campaign contribution and identify the recipient Board member and may be made either in writing to the Clerk of the Board prior to the subject hearing or by verbal disclosure at the time of the hearing.

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 May 14, 2025 meeting of the Operations Board of Directors

2. Authorize the CEO to execute Amendment No. 3 to the Standard Services Agreement with Maher Accountancy Corporation, extending the term two years through September 30, 2027, for controller, accounting, and annual audit assistance services and adding
$689,700 for a revised not to exceed total contract amount of $1,532,700

3. Authorize the CEO to execute Amendment No. 1 to the Services Agreement with Ascend Analytics, LLC power resource budgeting software services increasing the total agreement by $460,953 to a total not to exceed amount of $1,339,713, effective April 13,
2022 and subject to annual renewals

4. (1) Authorize the CEO to execute Task Order 3 for Energy Resource Management Services with The Energy Authority, Inc. effective September 1, 2025 through August 31, 2027 for a total amount of $443,759; (2) Authorize the CEO to execute up
to two (2) amendments extending the term, subject to approval by the General Counsel

5. Authorize the CEO to execute an Amended and Restated Scheduling Coordinator Agreement with Tenaska Power Services Co., to incorporate battery optimization services, and any necessary ancillary documents, effective upon execution through December 31, 2026
, subject to automatic renewals for two successive one (1) year terms

6. Investment Performance Report for the period of October 1, 2024, through June 30, 2025

7. Financial Report for the period of October 1, 2024, through May 31, 2025

8. Update on 3CE's Energy Programs

9. CPUC Regulatory Update

REGULAR AGENDA

10. CEO Report
a. CalCCA Seeks Rehearing on Power Charge Indifference Adjustment b. Federal Policy Shifts Impacting Renewable Energy
c. Community Advisory Council Report

11. Presentation on 3CE Vacancies, Recruitment and Retention Efforts Pursuant to Government Code Section 3502.3

12. (1) Authorize the CEO to execute a Hybrid - Battery Energy Storage System Power Purchase Agreement with MRP Pacifica Marketing III, LLC for 57 MW of dispatchable energy and 50.6 MW or resource adequacy from the VacaDixon Hybrid Project, in a form
substantially similar to the attached, as well as any necessary ancillary documents, with a power delivery term of

16.7 years effective upon execution, in an amount not to exceed $222,000,000; (2) Authorize the CEO to execute up to two (2) amendments, that do not change the total not to exceed contract amount, subject to approval by the General Counsel

13. (1) Authorize the CEO the execute a Power Purchase Agreement with IP Darden IV LLC, for up to 93.01 MW of Solar Renewable Energy and 91.48 of BESS Capacity, in a form substantially similar to the attached, as well as any necessary ancillary documents,
with a delivery term of 10 years and expected Commercial Operations Date of June 1, 2028, in an amount not to exceed $319,000,000. (2) Authorize the CEO to execute up to two (2) amendments, that do not change the total not to exceed contract amount, subject to approval by the General Counsel Board Member Comments and Reports
Adjournment
Operations Board of Directors
May 14, 2025
10:30 A.M.

Central Coast Community Energy
70 Garden Court, Suite 300
Monterey, CA 93940
County of Santa Cruz
701 Ocean Street,
701 Community Room Santa Cruz, CA 95060
City of Morro Bay
City Hall
595 Harbor Street Morro Bay, CA 93442
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
County of Santa Barbara
County Administration Building 105 East
Anapamu Street,
First Floor, Suite 108
Santa Barbara, CA 93101

MINUTES
The meeting was called to order at 10:31 am with 12 members attending from 6 locations and a quorum established.

Directors Present:

Headquarters: Chiulos, Long, Mendez
Santa Cruz: LaGoe, Palacios, Chair Huffaker
Morro Bay: Kimball (arrived at 10:33am)
San Luis Obispo: Downing, Vice Chair Lewis
Santa Maria: Wu, Wolfe
Santa Barbara: Armas, Ramirez
Directors Absent: Hunter, Mirrione, Pontes, Ring, Uslar, Vides The Chair called for corrections or additions to the agenda.

Clerk announced that there were no corrections or additions.

The Chair called for public comment on the Consent Calendar and items not listed on the agenda.

The following individual(s) addressed the Board:
 Antionette Van Vossenberg
The Chair closed the public comment period.

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CONSENT CALENDAR
MOTION: Moved by Director Chiulos, Seconded by Vice Chair Lewis to approve the Consent Calendar.

ACTION: The Motion Carried with a roll call vote: 13/0/6 AYES: Chiulos, Downing, Kimball, LaGoe, Long, Mendez, Armas, Palacios, Ramirez, Wu, Wolfe, Vice Chair Lewis, Chair Huffaker
NOES: None
ABSENT: Hunter, Mirrione, Pontes, Ring, Uslar, Vides

1. Approved the minutes from the April 9, 2025, meeting of the Operations Board of Directors

2. Authorized the CEO to a) amend the Amended and Restated Renewable Power Purchase and Sale Agreement with SunZia Wind PowerCo LLC, to adjust nameplate capacity of the capacity, with no change to the total not-to- exceed amount; and b) execute up to two future administrative amendments, subject to approval by the General Counsel, that do not change the total not-to-exceed amount

3. Authorized the CEO to execute Task Order 2 with The Energy Authority (TEA) for $35,000 for the Preparation of the Integrated Resource Plan (IRP) Load Forecast in Compliance with California Public Utilities Commission's (CPUC) IRP Program

4. Update on 3CE's Energy Programs

5. Regulatory Update

6. Financial report for the period of October 1, 2024 through February 28, 2025

REGULAR AGENDA

7. CEO Report
a. Future Leaders Internship Program
b. CalCCA Annual Conference
c. Regulatory Update – Reliable Clean Power Procurement Program d. Legislative Update
The Chair opened the public comment period.

The following individual(s) addressed the Board:
 Michelle Dearing
The Chair closed the public comment period.

ACTION: Discussion Item; No Action Required

8. Presentation on FY 2023-24 Energy Programs Portfolio Evaluation Draft Report The Chair opened the public comment period.

The following individual(s) addressed the Board:
 Becky Steinbruner
The Chair closed the public comment period.

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ACTION: Discussion Item; No Action Required

9. Presentation on the FY 2024-25 Mid-Year Budget Forecast The Chair opened the public comment period.

The following individual(s) addressed the Board:
 Becky Steinbruner
The Chair closed the public comment period.

Adjourned at 11:36 am

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Staff Report Item 2
TO: 3CE Operations Board of Directors
FROM: Robert M. Shaw, Chief Executive Officer
PREPARED BY: Juan Lopez, Director of Finance
SUBJECT: Authorize the CEO to execute Amendment No. 3 to the Standard Services Agreement with Maher Accountancy Corporation, extending the term two years through September 30, 2027, for controller, accounting, and annual audit assistance services and adding $689,700 for a revised not to exceed total contract amount of $1,532,700
DATE: August 13, 2025
RECOMMENDATION:

Authorize the CEO to execute Amendment No. 3 to the Standard Services Agreement with Maher Accountancy Corporation, extending the term two years through September 30, 2027, for accounting and annual audit assistance services adding $689,700 for a revised not to exceed total contract amount of $1,532,700.

BACKGROUND:

In November 2017, Central Coast Community Energy (3CE) entered into an agreement with Maher Accountancy (Maher) to provide accounting and audit assistance services. Maher is a full-service audit, accounting, tax, and business consulting firm serving clients across California, including several Community Choice Aggregators (CCAs). The firm offers proprietary software and analytical tools tailored to CCAs' operational and regulatory needs. 3CE has successively renewed these services on an annual basis. The Operations Board approved the current Standard Services Agreement on September 21, 2022, followed by Amendment No. 1 on September 13, 2023, and Amendment No. 2 on September 18, 2024.

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DISCUSSION/ANALYSIS:
3CE continues to rely on Maher Accountancy to provide staff augmentation in support of core financial operations, including general ledger maintenance, monthly and annual financial reporting, accounts payable and receivable, vendor disbursements, audit preparation, compliance reporting, and regulatory filings. Maher’s services automate routine accounting tasks and supplement 3CE’s small in-house finance team, which currently includes a Senior Accountant and an Accountant.

Amendment No. 3 will extend Maher’s services for two additional fiscal years, FY 2025-26 and FY 2026-27, and includes a cost-of-living adjustment for FY 2025-26 to reflect growth in customer enrollments in 2025, increased transaction volume, and expanded customer participation in 3CE rebate and incentive programs.

Maher brings continuity, institutional knowledge, and deep expertise in the CCA space. The firm’s familiarity with 3CE’s financial systems and reporting requirements significantly enhances the efficiency and reliability of outsourced financial operations.

FISCAL IMPACT:

The contract’s not-to-exceed amount will increase by $689,700 to fund services for FY 2025-26 and FY 2026-27. Annual costs are estimated at:
 $337,500 for FY 2025-26
 $352,200 for FY 2026-27
The revised contract total is $1,532,700 and the additional funding will be incorporated into the respective Recommended Budgets for both fiscal years.

CONCLUSION:

The Operations Board’s approval and authorization for the CEO to engage Maher Accountancy for two additional years ensures uninterrupted delivery of critical accounting and audit services.

ATTACHMENT(S):

1. 3CE standard services agreement and amendments No. 1 and No. 2 with Maher Accountancy

2. Draft Amendment No.3 with Maher Accountancy

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9/12/2022 1 Contract Number: ______________

CENTRAL COAST COMMUNITY ENERGY

STANDARD SERVICES AGREEMENT
This Agreement is made by and between CENTRAL COAST COMMUNITY ENERGY (“CCCE”) and Maher Accountancy_ (hereinafter “CONTRACTOR”), a California Corporation with its principal place of business located at 1101 Fifth Ave, Ste 200 San Rafael, California. CCCE and CONTRACTOR may be individually referred to herein as “Party” or collectively as “Parties.” In consideration of the mutual covenants and conditions set forth in this Agreement, the Parties agree as follows:

1. GENERAL DESCRIPTION

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

2. PAYMENT PROVISIONS

2.1. CCCE shall pay the CONTRACTOR in accordance with the payment provisions set forth in Exhibit B, subject to the limitations set forth in this Agreement. The total amount payable by CCCE to CONTRACTOR under this Agreement shall not exceed the sum of $259,000.

3. TERM OF AGREEMENT

3.1. The term of this Agreement is from the date of execution until September 30, 2023, unless sooner terminated pursuant to the terms of this Agreement. This Agreement is of no force or effect until signed by both the CONTRACTOR and CCCE, with CCCE’s execution to be last in time. CONTRACTOR may not commence work under this Agreement before CCCE signs this Agreement.

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

4. SCOPE OF SERVICES AND ADDITIONAL PROVISIONS

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

4.1.1.Exhibit A: Scope of Services

4.1.2.Exhibit B: Payment Terms

4.1.3.Exhibit C: Procedures for Unauthorized Release of Covered Information FIN-2022-036
DocuSign Envelope ID: 0F068908-D0A2-42EA-9B86-06535AA90F5C

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9/12/2022 2 Contract Number: ______________

5. PERFORMANCE STANDARDS

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

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

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

6. PAYMENT CONDITIONS

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

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

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

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

7. TERMINATION

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

7.2. CCCE may cancel and terminate this Agreement for good cause effective immediately upon written notice to CONTRACTOR. “Good cause” includes the failure of CONTRACTOR to perform FIN-2022-036
DocuSign Envelope ID: 0F068908-D0A2-42EA-9B86-06535AA90F5C

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

8. INDEMNIFICATION

8.1. CONTRACTOR shall fully indemnify and hold CCCE, their officers, board members, employees, and agents, harmless from any claim, expense or cost, damage or liability imposed for claim, liability, loss, injury or damage occurring by reason of the negligent acts or omissions or willful misconduct of the CONTRACTOR, its officers, employees or agents, under or in connection with or arising out of the performance or non‐performance of any work, right, or obligation of such party under this AGREEMENT.

CONTRACTOR, nor any officer, board member or agent thereof, shall be responsible for any damage or liability occurring by reason of the negligent acts or omissions or willful misconduct of CCCE, their officers, board members, employees, or agents, under or in connection with or arising out of the performance or non‐performance of any work, right, or obligation of such party under this AGREEMENT."

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

8.1.2.The selection of counsel to satisfy the defense and hold harmless obligation as set forth in section 8.1 above, shall be subject to review and approval of CCCE.

9. INSURANCE REQUIREMENTS

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

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

9.2.1.1. Commercial General Liability Insurance, including but not limited to premises and operations, including coverage for Bodily Injury and Property Damage, Personal Injury, Contractual Liability, Broad form Property Damage, Independent Contractors, Products and Completed Operations, and cross‐liability with a combined single limit for Bodily Injury and Property Damage of not less than $1,000,000 per occurrence, and $2,000,000 in the aggregate.

FIN-2022-036
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9.2.1.2. Business Automobile Liability Insurance, covering all motor vehicles, including owned, leased, non‐owned, and hired vehicles, used in providing services under this Agreement, with a combined single limit for Bodily Injury and Property Damage of not less than $500,000 per occurrence.

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

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

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

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

10. RECORD AND CONFIDENTIALITY

10.1. CONTRACTOR and its officers, employees, agents, and subcontractors shall comply with any and all federal, state, and local laws, which provide for the confidentiality of records and other information. CONTRACTOR shall not disclose any confidential records or other confidential information received from CCCE or prepared in connection with the performance of this Agreement, unless CCCE specifically permits CONTRACTOR to disclose such records or information. CONTRACTOR shall promptly transmit to CCCE any and all requests for disclosure of any such confidential records or information. CONTRACTOR shall not use any confidential information gained by CONTRACTOR in the performance of this Agreement except for the sole purpose of carrying out CONTRACTOR’s obligations under this Agreement.

FIN-2022-036
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10.1.1. Confidential Information specifically includes Covered Information (as defined in Exhibit C), including Protected Personal Information(“PPI”) that identifies, relates to, describes, or is capable of being associated with, or could reasonably be linked, directly or indirectly, with a consumer, household, or customer account. All such Covered Information and PPI must fully be protected from disclosure as set forth in California Public Utility Commission Decision D.12‐08.045. In the event of an unauthorized release of Covered Information and PPI, CONTRACTOR shall comply with Exhibit C, Procedures for Unauthorized Release of Covered Information.

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

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

10.4. CCCE shall have the right to examine, monitor and audit all records, documents, conditions, and activities of the CONTRACTOR and its subcontractors related to services provided under this Agreement. Pursuant to Government Code section 8546.7, if this Agreement involves the expenditure of public funds in excess of $10,000, the parties to this Agreement may be subject, at the request of CCCE or as part of any audit of CCCE, to the examination and audit of the State Auditor pertaining to matters connected with the performance of this Agreement for a period of three years after final payment under the Agreement.

10.5 CCCE shall have a royalty‐free and irrevocable license to use all original programs, writings, sound recordings, pictorial reproductions, drawings, and other works of similar nature produced in the course of or under this Agreement.

11. NON‐DISCRIMINATION

11.1. During the performance of this Agreement, CONTRACTOR, and its subcontractors, shall not unlawfully discriminate against any person because of race, religious creed, color, sex, national origin, ancestry, physical disability, mental disability, medical condition, marital status, age (over 40), or sexual orientation, either in CONTRACTOR’s employment practices or in the furnishing of services to recipients. CONTRACTOR shall ensure that the evaluation and treatment of its employees and applicants for employment and all persons receiving and requesting services are free of such discrimination. CONTRACTOR and any subcontractor shall, in the performance of this Agreement, fully comply with all federal, state, and local laws and regulations which prohibit discrimination. The provision of services primarily or exclusively to FIN-2022-036
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such target population as may be designated in this Agreement shall not be deemed to be prohibited discrimination.

12. INDEPENDENT CONTRACTOR

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

13. NOTICES

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

Central Coast Community Energy CONTRACTOR
Chief Financial Officer Michael Maher, Vice President, Treasurer 70 Garden Court, Suite 300 1101 Fifth Ave, Ste 200
Monterey, Ca 93940 San Rafael, CA 94901

14. MISCELLANEOUS PROVISIONS

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

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

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

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

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

FIN-2022-036
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14.6. Assignment and Subcontracting. The CONTRACTOR shall not assign, sell, or otherwise transfer its interest or obligations in this Agreement without the prior written consent of CCCE None of the services covered by this Agreement shall be subcontracted without the prior written approval of CCCE. Notwithstanding any such subcontract, CONTRACTOR shall continue to be liable for the performance of all requirements of this Agreement.

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

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

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

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

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

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

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

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

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

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

FIN-2022-036
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FIN-2022-036
DocuSign Envelope ID: 0F068908-D0A2-42EA-9B86-06535AA90F5C 9/27/2022
9/27/2022
9/27/2022

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9/12/2022 9 Contract Number: ______________
Exhibit A: Scope of Services
Exhibit A: Scope of Services
Monthly Financial Operational Assistance

1. Assist with financial covenants with energy providers and lenders.

2. Assist in the development and monitoring of internal controls over financial transactions.

3. Monitor operating budget in collaboration with management and technical consultants.

4. Maintain the general ledger by:
a. Posting aggregate customer billings, accrued revenue, cash receipts, accounts payable, cash disbursements, payroll, accrued expenses, etc. b. Prepare or maintain the following monthly analysis regarding general ledger account balances:
i. Reconciliation to statements from Authority’s financial institution for cash activity and balances;
ii. Reconcile customer data manager reports of customer activity to accounts receivable aging;
iii. Estimate user fees earned but not billed as of the end of the reporting period;
iv. Prepare and maintain schedule of depreciation of capital assets; v. Prepare schedule of aged accounts payable;
vi. Prepare and maintain schedules of details regarding all remaining balance sheet accounts.

5. Manage disbursements to vendors: CONTRACTOR utilizes a cloud‐based accounts payable and document management system to provide documentation of management review, proper segregation of duties, and access to source data. CONTRACTOR data entry and review ensures that required authorization is documented and that account coding is correct. CCCE staff then authorizes the release of payment in order to provide an additional safeguard.

6. Assist management with compliance with fiscal provisions of vendor contracts.

7. Monitor expenditure budget compliance. CONTRACTOR monitors budget available and will make timely recommendations for any necessary budget amendments.

8. Provide periodic and year‐to‐date accrual basis financial statements with comparison to projections.

9. Provide modified accrual basis financial statement with comparison to budget.

10. Prepare and file annual information returns such as form 1099/1096’s.

11. Assist the treasury function

12. Provide services to assist management with financial reports required by applicable laws and regulations.

13. File various compliance reports for state and local agencies, such as user taxes, energy surcharges, and state controller reports.

14. Provide access to professional service provider contract portal. Maintenance of data within the portal will be a shared responsibility between CCCE and Contractor.

15. Provide access to a customer budget portal that shows revenues and expenditures by CCCE division, in alignment with CCCE’s Chart of Accounts. The portal will reflect the most up to date information available to the CONTRACTOR
FIN-2022-036
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9/12/2022 10 Contract Number: ______________
Scope of Services (Continued)

16. Develop an online form for business users to request purchase approval, submitting necessary documentation (Quotes, W‐9), justification and budget coding. Implement an approval chain and related notification system which varies based threshold. Provide insight into relevant budget availability at time of approval, and generate Purchase Order form for vendor after completion of approval steps.

Payroll Assistance Services

1. CCCE will provide summarized employee master file change information.

2. CCCE will ensure timecards, as necessary, are accurately completed by employees.

3. CONTRACTOR will communicate with ADP (or successor) and other taxing authorities, as needed.

4. CONTRACTOR will not have direct contact with CCCE employees other than the CCCE Finance and Human Resources personnel designated by CCCE’s Chief Financial Officer

5. CONTRACTOR is responsible for supporting CCCE personnel in payroll processing and administration, including but not limited to data validation.

8. CONTRACTOR will communicate payroll information to retirement plan administrator, if applicable.

Annual Audit:

1. Assist with the selection of independent auditor.

2. Coordinate data flow from CCCE accounting records to independent auditor.

3. Prepare annual financial statements with note disclosures and Management Discussion and Analysis.

FIN-2022-036
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9/12/2022 11 Contract Number: ______________
Exhibit B: Payment Terms
Authority shall compensate CONTRACTOR for professional services in accordance with the terms and conditions of this Agreement based on the rates and compensation schedule set forth below.

Compensation shall be calculated based on the not to exceed amounts set forth below.

The compensation to be paid to CONTRACTOR under this Agreement for all services described in Exhibit “A” and reimbursable expenses shall not exceed a total of $259,000, as set forth below. Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to Authority unless previously approved in writing by Authority.

Monthly Accounting Services $241,500 Fixed fee of $20,125 per month Annual Audit Assistance (one‐time per year) $17,500 One‐Time Total $259,000
Monthly Invoicing
CONTRACTOR shall submit monthly invoices to the Authority describing the services performed and the applicable charges. Payment will be made in accordance with Section 6 of this Agreement.

Reimbursable Expenses
Administrative, overhead,secretarial time or overtime, word processing, photocopying, in house printing, insurance and other ordinary business expenses are included within the scope of payment for services and are not reimbursable expenses. Travel expenses must be authorized in advance in writing by CCCE and shall only be reimbursed to the extent consistent with CCCE’s travel policy. Cloud based payable platform (bill.com) fees will be paid for directly by CCCE.

FIN-2022-036
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Exhibit C: Procedures for Unauthorized Release of Covered Information SCOPE
CONTRACTOR hereby agrees to adhere to these Procedures for detecting and reporting the unauthorized release of Covered Information, including Protected Personal Information (“PPI”).

These Procedures apply to the following unauthorized release activities:

1. Unauthorized access

2. Unauthorized destruction

3. Unauthorized use

4. Unauthorized modification

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

DEFINITIONS
Covered Entity – (1) any Community Choice Aggregator or Electrical Service Provider (when providing service to residential or small commercial customers), or any third party that provides services to a Community Choice Aggregator or Electrical Service Provider (when providing service to residential or small commercial customers) under contract, (2) any third party who accesses, collects, stores, uses or discloses covered information pursuant to an order of the Commission, unless specifically exempted, who obtains this information from an electrical corporation, a Community Choice Aggregator or an Electrical Service Provider (when providing service to residential or small commercial customers), or (3) any third party, when authorized by the customer, that accesses, collects, stores, uses, or discloses covered information relating to 11 or more customers who obtains this information from an electrical corporation, a Community Choice Aggregator or an Electrical Service Provider (when providing service to residential or small commercial customers).

Covered Information ‐‐ any usage information obtained through the use of the capabilities of Advanced Metering Infrastructure when associated with any information that can reasonably be used to identify an individual, family, household, residence, or non‐residential customer, except that covered information does not include usage information from which identifying information has been removed such that an individual, family, household or residence, or non‐residential customer cannot reasonably be identified or re‐identified. Covered information, however, does not include information provided to the California Public Utilities Commission (the “Commission”) pursuant to its oversight responsibilities.

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

1. Provide or bill for electrical power or gas,

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

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

4. Plan, implement, or evaluate demand response, energy management, or energy efficiency programs under contract with a Community Choice Aggregator or and Electrical Service Provider (when providing service to residential or small commercial customers), under contract with the FIN-2022-036
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9/12/2022 13 Contract Number: ______________
Commission, or as part of a Commission authorized program conducted by a governmental entity under the supervision of the Commission.

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

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

Responsible Parties ‐‐ CCCE, CONTRACTOR, and any staff, employees, or sub CONTRACTORs contracted by CCCE or CONTRACTOR.

PROCEDURE
Detecting and Reporting of Unauthorized Releases

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

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

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

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

Unauthorized Release Handling Procedure

1. The discovering party after detecting, or discovery of, the unauthorized release of Covered Information must contact CCCE’s Dir. of Finance and Administration (or another executive manager) immediately.

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

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

Review and Training

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

2. Any proposed changes to these Procedures shall be provided in writing to CCCE’s Dir. of Finance and Administration for their consideration.

FIN-2022-036
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Amendment No. 1 To Agreement Between Maher Accountancy and 3CE for [Services] Page 1 of 4 AMENDMENT NO. 1

TO SERVICES AGREEMENT BETWEEN MAHER ACCOUNTANCY AND

CENTRAL COAST COMMUNITY ENERGY
This Amendment No. 1 to the Services Agreement (“Agreement”) which was effective on September 27, 2022 is entered into by and between CENTRAL COAST COMMUNITY ENERGY (“3CE”) and Maher Accountancy. (“CONTRACTOR”); (3CE and CONTRACTOR are referred herein as “party,” or collectively, as the “Parties”), with respect to the following:

RECITALS
WHEREAS, 3CE and CONTRACTOR entered into the Agreement on September 27, 2022, to provide goods and/or services generally described as accounting services to support 3CE Accounting Services; and
WHEREAS, 3CE seeks to add $286,500 from the Finance Budget to the Agreement to continue accounting services in support of 3CE; and

WHEREAS, 3CE seeks to extend the term of the Agreement to September 30, 2024;

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

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

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

The term of this Agreement is from the date of execution until September 30th, 2024, unless sooner terminated pursuant to the terms of this Agreement.

2. Amend Section 2.1 to read as follows:

2.1. 3CE shall pay the CONTRACTOR in accordance with the payment provisions set forth in Exhibit B, subject to the limitations set forth in this Agreement. The total amount payable by 3CE to CONTRACTOR under this Agreement shall not exceed (the “NTE”) the sum of $545,500 and for FY 2023-24 as follows:

Monthly Accounting Services Fixed fee of $21,125 per month Annual Audit Assistance (one‐time per year) $18,000 Once annually Special Assistance (as necessary) $15,000 on a as needed basis FY 2023-24 Total not to exceed $286,500

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Amendment No. 1 To Agreement Between Maher Accountancy and 3CE for [Services] Page 2 of 4

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

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

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

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

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Amendment No. 1 To Agreement Between Maher Accountancy and 3CE for [Services] Page 3 of 4 Exhibit B-1: Payment Terms
Authority shall compensate CONTRACTOR for professional services in accordance with the terms and conditions of this Agreement based on the rates and compensation schedule set forth below.

Compensation shall be calculated based on the not to exceed amounts set forth below.

The compensation to be paid to CONTRACTOR under this Agreement for all services described in Exhibit “A” and reimbursable expenses shall not exceed a total of $545,500 thoughout the entire term, and FY 2023-24 as set forth below. Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to Authority unless previously approved in writing by Authority.

FY 2023-24
Monthly Accounting Services Fixed fee of $21,125 per month Annual Audit Assistance (one‐time per year) $18,000 Once annually Special Assistance (as necessary) $15,000 on a as needed basis FY 2023-24 Total not to exceed $286,500
Monthly Invoicing
CONTRACTOR shall submit monthly invoices to the Authority describing the services performed and the applicable charges. Payment will be made in accordance with Section 6 of this Agreement.

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Amendment No. 1 To Agreement Between Maher Accountancy and 3CE for [Services] Page 4 of 4 IN WITNESS WHEREOF, the parties hereto have set their hands the day and year first above written.

Maher Accountancy Central Coast Community Energy
BY:__________________________________ BY:______________________________________ Michael Maher, Vice President, Treasurer Robert Shaw, Chief Executive Officer Date: ____________________________ Date: ____________________________ Approved as to Form
BY:__________________________________ BY:___________________________________ John Maher, President Charles Mckee, General Counsel
Date: ____________________________ Date: ____________________________ Approved as to Financial Terms
BY:______________________________________
Dewayne Woods, Chief Financial Officer
Date: ____________________________
DocuSign Envelope ID: E9F2C91B-EEF7-493F-B570-CBB959787653 9/6/2023
9/6/2023 9/6/2023
9/6/2023
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AMENDMENT NO. 2

TO SERVICES AGREEMENT BETWEEN MAHER ACCOUNTANCY AND CENTRAL COAST

COMMUNITY ENERGY
This Amendment No. 2 to the Services Agreement (“Agreement”), which was effective on September 27, 2022, is entered into by and between CENTRAL COAST COMMUNITY ENERGY (“3CE”) and Maher Accountancy, a California Corporation (“CONTRACTOR”); (3CE and CONTRACTOR are referred to herein as “party,” or collectively, as the “Parties”), with respect to the following:

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

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

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

The term of this Agreement is from the date of execution until September 30th, 2025, unless sooner terminated pursuant to the terms of this Agreement.

2. Amend Section 2.1 to read as follows:

2.1 3CE shall pay the CONTRACTOR in accordance with the payment provisions set forth in Exhibit B, subject to the limitations set forth in this Agreement. The total amount payable to 3CE to CONTRACTOR under this Agreement shall not exceed (the “NTE”) the sum of $843,000.

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

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

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

6. A copy of this Amendment No. 2 shall be attached to the Original Agreement.

7. This Amendment No. 2 shall be effective when signed by both parties.

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Exhibit A-1: Scope of Services
Exhibit A:-1 Scope of Services
Monthly Financial Operational Assistance

1. Assist with financial covenants with energy providers and lenders.

2. Assist in the development and monitoring of internal controls over financial transactions.

3. Monitorthe operating budget in collaboration with management and technical consultants.

4. Maintain the general ledger by:
a. Posting aggregate customer billings, accrued revenue, cash receipts, accounts payable, cash disbursements, payroll, accrued expenses, etc.
b. Prepare or maintain the following monthly analysis regarding general ledger account balances:
i. Reconciliation to statements from 3CE’s financial institutions for cash activity and balances; ii. Reconcile customer data manager reports of customer activity to accounts receivable aging; iii. Estimate user fees earned but not billed as of the end of the reporting period; iv. Prepare and maintain a schedule of depreciation of capital assets; v. Prepare the schedule of aged accounts payable;
vi. Prepare and maintain schedules of details regarding all remaining balance sheet accounts.

5. Manage disbursements to vendors: CONTRACTOR utilizes a cloud-based accounts payable and document management system to provide documentation of management review, proper segregation of duties, and access to source data. CONTRACTOR data entry and review ensures that required authorization is documented and that account coding is correct. 3CE staff then authorizes the release of payment in order to provide an additional safeguard.

6. Assist management with compliance with fiscal provisions of vendor contracts.

7. Monitor expenditure budget compliance. CONTRACTOR monitors budget versus actuals and will make timely recommendations for any necessary budget amendments.

8. Provide periodic and year-to-date accrual basis financial statements with comparison to projections.

9. Provide a modified accrual basis financial statement with a comparison to the budget.

10. Prepare and file annual information returns such as form 1099/1096s.

11. Assist the treasury functions.

12. Provide services to assist management with financial reports required by applicable laws and regulations.

13. File various compliance reports forstate and local agencies, such as user taxes, energy surcharges, and state controller reports.

14. Access to professional service provider contract portal. Maintenance of data within the portal will be a shared responsibility between 3CE and CONTRACTOR.

15. Provide a customer budget portal that shows revenues and expenditures by 3CE department, division, office, etc., in alignment with 3CE’s Chart of Accounts. The portal will reflect the most up-to-date information available to the CONTRACTOR.

16. Develop an online form for business users to request purchase approval, submit necessary documentation (Quotes, W-9), justification, and budget coding, and implement an approval chain and related notification system that varies based on threshold. Provide insight into relevant budget availability at the time of approval and generate a Purchase Order form for the vendor after completion of approval steps.

17. Other assistance as needed.

18. Provide payroll assistance as needed.

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Annual Audit:

1. Assist with the selection of an independent auditor.

2. Coordinate data flow from 3CE accounting records to an independent auditor.

3. Prepare annual financialstatements with note disclosures and Management Discussion and Analysis.

Contingency:

1. Provide technical assistance outside of the monthly financial operational assistance and annual audit services.

2. The 3CE Chief Financial Officer must authorize any services provided through the Contingency.

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Exhibit B-2: Payment Terms
Authority shall compensate CONTRACTOR for professional services in accordance with the terms and conditions of this Agreement based on the rates and compensation schedule set forth below.

Compensation shall be calculated based on the not to exceed amounts set forth below.

The compensation to be paid to CONTRACTOR under this Agreement for all services described in Exhibit A: Scope of Services and reimbursable expenses shall not exceed a total of $843,000, with $297,500 not to exceed in FY 2024-25, as set forth below.

Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to 3CE unless previously approved in writing by 3CE.

FY 2024-25
Monthly Accounting Services Fixed fee of $22,000 per month Annual Audit Assistance $18,500 Once annually
Special Assistance (as necessary) 15,000 on a as needed basis Total FY 2024-25 Not to Exceed $297,500
Monthly Invoicing
CONTRACTOR shall submit monthly invoices to the Authority describing the services performed and the applicable charges. Payment will be made in accordance with Section 6 of this Agreement.

Reimbursable Expenses
Administrative, overhead,secretarial time or overtime, word processing, photocopying, in-house printing, insurance, and other ordinary business expenses are included within the scope of payment for services and are not reimbursable expenses. Travel expenses must be authorized in advance in writing by 3CE and shall only be reimbursed to the extent consistent with 3CE’s travel policy. 3CE user fees and payment issuance costs charged by cloud-based accounts payable services will be borne by 3CE.

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

Maher Accountancy
By:

Michael Maher, Vice President, Treasurer
Central Coast Community Energy
By:

Robert M. Shaw, Chief Executive Officer
Date: 8/28/2024 Date:

By:

John Maher, President
8/28/2024
Date:

Approve as to form
By:

Marina Pantchenko, Deputy General Counsel
Date: 8/29/2024
Approve
By:

Dewayne Woods, Chief Financial Officer
8/29/2024
Date:

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7/28/2025 1 Contract Number: FIN-2025-055
AMENDMENT NO. 3

TO SERVICES AGREEMENT BETWEEN MAHER ACCOUNTANCY AND CENTRAL COAST

COMMUNITY ENERGY
This Amendment No. 3 to the Services Agreement (“Agreement”), which was effective on September 27, 2022, is entered into by and between CENTRAL COAST COMMUNITY ENERGY (“3CE”) and Maher Accountancy (“CONTRACTOR”); (3CE and CONTRACTOR are referred to herein as “party,” or collectively, as the “Parties”), with respect to the following:

RECITALS
WHEREAS, 3CE and CONTRACTOR entered into the Agreement on September 27, 2022, to provide goods and/or services generally described as accounting services to support 3CE Accounting Services in an amount not to exceed $259,000; and
WHEREAS, 3CE and CONTRACTOR executed Amendment No. 1 on September 18, 2023, to extend the term of the Agreement an additional fiscal year and increase the not-to-exceed amount from $259,000 to $545,500; and
WHEREAS, 3CE and CONTRACTOR executed Amendment No. 2 on September 19, 2024, to further extend the term of the Agreement an additional fiscal year and increase the not-to-exceed amount from $545,500 to $843,000; and
WHEREAS, through this Amendment No. 3, 3CE and CONTRACTOR seek to extend the term of the Agreement through September 30, 2027 and increase the not-to-exceed amount by $689,700, for a new total not-to-exceed of $1,532,700;

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

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

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

The term of this Agreement is from the date of execution until September 30th, 2027, unless sooner terminated pursuant to the terms of this Agreement.

2. Amend Section 2.1 to read as follows:

4. Replace Exhibit B-2 with Exhibit B-3, attached and incorporated herein

5. Except as provided herein, all remaining terms, conditions and provisions of the Agreement are unchanged and unaffected by this Amendment No. 3 and shall continue in full force and effect.

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

7. This Amendment No. 3 shall be effective when signed by both parties.

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7/28/2025 2 Contract Number: FIN-2025-055
Exhibit B-3: Payment Terms
3CE shall compensate CONTRACTOR for professional services in accordance with the terms and conditions of this Agreement based on the rates and compensation schedule set forth below.

Compensation shall be calculated based on the not to exceed amounts set forth below.

The compensation to be paid to CONTRACTOR under this Agreement for all services described in Exhibit A-1: Scope of Services and reimbursable expenses shall not exceed a total of $1,532,700, with $337,500 not to exceed in FY 2025-26 and $352,200 not to exceed in FY 2026-27, as set forth below.

Fiscal Year FY 2025-26 FY 2026-27
Monthly Accounting Services (fixed monthly fee) $24,500/month $25,725/month Annual Audit Assistance (annual) $18,500 $18,500
Additional Assistance (contingency) $25,000 $25,000
Total Not to Exceed $337,500 $352,200
Monthly Invoicing
CONTRACTOR shall submit monthly invoices to the Authority describing the services performed and the applicable charges. Payment will be made in accordance with Section 6 of this Agreement.

Reimbursable Expenses
Administrative, overhead, secretarial time or overtime, word processing, photocopying, in-house printing, insurance, and other ordinary business expenses are included within the scope of payment for services and are not reimbursable expenses. Travel expenses must be authorized in advance in writing by 3CE and shall only be reimbursed to the extent consistent with 3CE’s travel policy. 3CE user fees and payment issuance costs charged by cloud‐based accounts payable services will be borne by 3CE.

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7/28/2025 3 Contract Number: FIN-2025-055
IN WITNESS WHEREOF, the parties hereto have set their hands the day and year first above written.

Maher Accountancy Central Coast Community Energy
BY:__________________________________ BY:______________________________________ Michael Maher, VP, Treasurer Robert M. Shaw, CEO
Date: ____________________________ Date: ____________________________ Approved as to Form
BY:___________________________________
Marina Pantchenko, Deputy General Counsel
Maher Accountancy
BY:__________________________________
John Maher, President
Date: ____________________________ Date: ____________________________ Approved as to Financial Terms
BY:______________________________________
Dewayne Woods, Chief Financial Officer
Date: ____________________________
Docusign Envelope ID: 53817152-DD84-45AE-9766-D53BA6120FC5 7/30/2025
7/31/2025 7/31/2025
8/1/2025

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9/12/2022 1 Contract Number: ______________

CENTRAL COAST COMMUNITY ENERGY

1. GENERAL DESCRIPTION

2. PAYMENT PROVISIONS

3. TERM OF AGREEMENT

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

4. SCOPE OF SERVICES AND ADDITIONAL PROVISIONS

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

4.1.1.Exhibit A: Scope of Services

4.1.2.Exhibit B: Payment Terms

4.1.3.Exhibit C: Procedures for Unauthorized Release of Covered Information FIN-2022-036
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9/12/2022 2 Contract Number: ______________

5. PERFORMANCE STANDARDS

6. PAYMENT CONDITIONS

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

7. TERMINATION

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8. INDEMNIFICATION

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

8.1.2.The selection of counsel to satisfy the defense and hold harmless obligation as set forth in section 8.1 above, shall be subject to review and approval of CCCE.

9. INSURANCE REQUIREMENTS

FIN-2022-036
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10. RECORD AND CONFIDENTIALITY

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

11. NON‐DISCRIMINATION

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such target population as may be designated in this Agreement shall not be deemed to be prohibited discrimination.

12. INDEPENDENT CONTRACTOR

13. NOTICES

Central Coast Community Energy CONTRACTOR
Chief Financial Officer Michael Maher, Vice President, Treasurer 70 Garden Court, Suite 300 1101 Fifth Ave, Ste 200
Monterey, Ca 93940 San Rafael, CA 94901

14. MISCELLANEOUS PROVISIONS

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

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

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

FIN-2022-036
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9/12/2022 7 Contract Number: ______________

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

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

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

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

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

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

FIN-2022-036
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FIN-2022-036
DocuSign Envelope ID: 0F068908-D0A2-42EA-9B86-06535AA90F5C 9/27/2022
9/27/2022
9/27/2022
Docusign Envelope ID: 53817152-DD84-45AE-9766-D53BA6120FC5

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