Staff Report – Item 6
To: The Governing Board
From: Nick Yurashku, Manager of Quantitative Analysis and Modeling Item 6: Adopt Resolutions Authorizing the Chief Executive Officer to execute agreements with Amperon Holdings, Inc. for meter-demand forecasting and with cQuant.IO Inc.
Amendment No. 3 to Consultant Services Agreement for portfolio optimization and Slice-of-Day compliance requirements support
Date: 6/18/2025
RECOMMENDATION
Adopt Resolutions Authorizing the Chief Executive Officer to execute agreements with (1) Amperon Holdings, Inc. for meter-demand forecasting in an amount not to exceed $82,650; and (2) Amendment No. 3 to Consultant Services Agreement with cQuant.IO Inc. for portfolio optimization and Slice-of-Day compliance requirements support in an amount not to exceed $1,195,520.20.
BACKGROUND
Pioneer Community Energy (Pioneer) operates in an increasingly complex energy market shaped by regulatory compliance requirements, hourly resource adequacy obligations, evolving customer load patterns, and growing exposure to Day-Ahead and Real-Time market volatility. Encompassing over 92% of Pioneer’s annual budget, procurement of these resources entails the need for software to provide detailed monitoring, analyses, and portfolio management capabilities.
The California Public Utilities Commission has issued several decisions intended to improve grid reliability and prevent rolling blackouts, including mid-term reliability procurement requirements and the implementation of the 24-hour Slice-of-Day resource adequacy framework. Under the Slice-of-Day framework, load-serving entities must demonstrate sufficient capacity to meet their gross load profile, including planning reserve margin, across all 24 hours of the designated worst day of each month.
At the same time, Pioneer serves customers across multiple micro-climates, from the Central Valley floor to the Sierra foothills, each with distinct temperature, rooftop solar, and electrification profiles. Increasing adoption of behind-the-meter solar and electric vehicles has made traditional top-down load forecasting less reliable.
Accurate hourly forecasting is now critical to procurement planning, hedging, California Independent System Operator (CAISO) market bidding, and Slice-of-Day compliance.
To address these needs, staff recommends continuing the use of two complementary platforms: cQuant for portfolio optimization, valuation, risk analytics, and Slice-of-Day compliance support; and Amperon for meter-level demand forecasting. Together, these tools provide the data, forecasting, simulation, and optimization capabilities needed to support Pioneer’s modern portfolio management function.
ANALYSIS & DISCUSSION
Portfolio optimization requires two core capabilities: accurate forward-looking load forecasts and sophisticated portfolio valuation tools. Amperon improves the quality and granularity of Pioneer’s demand forecast, while cQuant uses load, price, resource, and contract data to support valuation, dispatch optimization, risk measurement, and regulatory compliance.
Plf)NEER
COMMUNITY ENERGY
Agenda Item: 6 Agenda Date: 6/18/2025
Amperon Meter-Demand Forecasting
Pioneer’s prior internal forecasting models produced mean absolute percentage errors in the 6% to 10% range on a day-ahead basis, above the industry best-practice target of 5% or less. Staff conducted a 150-day trial of Amperon’s meter-level forecasting platform using Pioneer’s historical and actual smart-meter data, high-resolution weather fields, and Amperon’s machine-learning ensemble. The trial produced an average back-test mean absolute percentage error (MAPE) of 5% across customer classes and seasons and an actual forecast-to-actual MAPE of 3.8%.
Following the successful trial, Pioneer contracted with Amperon for one year of service. During fiscal year 2025- 2026, Amperon delivered a theoretical average MAPE of approximately 6%. Because the model continuously retrains on live meter data, staff expects the model to improve further and tighten into the 3% to 5% range in fiscal year 2026-2027.
Amperon will operate in tandem with Pioneer’s scheduling coordinator, ZGlobal, by providing an independent benchmark to validate CAISO submissions and a higher-resolution view of expected hourly demand. ZGlobal has experience working with Amperon and supports the use of Amperon’s forecasting models.
Table 1: View of Amperon’s Reporting Dashboard
Amperon meets several critical requirements for Pioneer, including:
• 15-day hourly forecast horizon updated every hour.
• 120+ localized weather reference points that capture Pioneer’s micro-climates without manual re-mapping. • Automated data pipeline and REST API integration to ingest Pioneer data and push forecasts into ZGlobal platforms.
• Rolling model retraining as rooftop solar adoption, EV charging patterns, and customer behavior evolve. • Audit trail, hourly attribution reporting, and performance dashboards.
Improved forecast accuracy supports better Day-Ahead and Real-Time market bidding. When Pioneer under-forecasts load in the Day-Ahead Market, it may need to purchase incremental energy in the Real-Time Market, where prices are more volatile and can spike during constrained system conditions. More accurate forecasting reduces avoidable financial exposure and helps Pioneer align market purchases with its intended risk strategy. "
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Agenda Item: 6 Agenda Date: 6/18/2025
When Pioneer submits bids into the CAISO Day-Ahead Market, it must forecast expected load as accurately as possible. The closer the forecast is to actual customer demand, the better Pioneer can align its Day-Ahead purchases with its intended risk strategy.
If Pioneer under-forecasts load in the Day-Ahead Market, it may need to purchase additional energy in the Real-Time Market. Real-Time prices are often more volatile and can be significantly higher during constrained system conditions, especially during hot weather or periods of elevated demand. While Real-Time prices can sometimes settle below Day-Ahead prices, exposure to high Real-Time prices creates avoidable financial risk.
The chart below shows Real-Time prices reaching $346.79/MWh on a hot day in March, with the potential for even higher prices during summer peak conditions.
If Pioneer underbids in the Day-Ahead Market and must purchase incremental energy in the Real-Time Market during a price spike, the cost impact can reach tens of thousands of dollars. For this reason, accurate load forecasting is critical to ensuring Pioneer bids the appropriate amount of energy into the Day-Ahead Market and minimizes unnecessary exposure to Real-Time price volatility. cQuant Portfolio Optimization and Slice-of-Day Compliance In its compliance efforts with the CPUC directives, Pioneer is committed to adopting cutting-edge solutions that assist in portfolio optimization and slice-of-day compliance. These capabilities are essential for selecting resources that best fit Pioneer’s portfolio, pricing the resource appropriately, balancing supply and demand, optimizing resource dispatch, and ensuring the reliability of the energy grid. The unique demands of our energy landscape require sophisticated tools that can handle the complexities of modern energy markets and regulatory requirements.
Pioneer’s decision to continue to partner with cQuant is driven by the need for a solution that not only meets but exceeds these requirements. cQuant’s suite of products offers unparalleled capabilities in simulating spot and basis prices, optimizing plant dispatch, and forecasting load. Its advanced battery storage optimization and renewable energy valuation tools are particularly valuable in aligning with the CPUC’s mandates and supporting Pioneer’s strategic goals. Most importantly, it is also the only vendor that currently offers the ability to analyze portfolios on an SOD basis – exemplified below in Table 2. cQuant’s SOD model is designed to accurately account for resource adequacy obligations and calculate qualifying capacity from intermittent generation and battery storage resources and contracts according to the official slice of day framework outlined by the CPUC.
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Agenda Item: 6 Agenda Date: 6/18/2025
Table 2: Example of Pioneer’s SOD Chart Requirement and Portfolio Resources Monthly Report cQuant offers unique and market-leading technology that stands out and has been used by Pioneer in several key areas:
1. User-Friendly Interface: The cQuant suite of products is highly user-friendly, enabling easier data uploads, downloads, and manipulation. Its entirely web-based interface allows access from anywhere with internet connectivity. After a comprehensive hands-on workshop, our staff unanimously agreed that cQuant’s interface was the best available, significantly enhancing our operational efficiency.
2. Modular Design: The modular design of cQuant allows for the efficient running of individual models, which can be linked together to form an analytical chain, significantly increasing the efficiency of commonly run processes.
3. Robust Error Handling: cQuant provides an intuitive error-handling system that clearly identifies where data input issues occur. This functionality is critical for reducing downtime and maintaining model accuracy, especially compared to other systems that often provide limited guidance for resolving input errors. In addition, cQuant has consistently responded to questions and addressed bugs within 24 hours. The platform has also provided valuable feedback on statistical modeling best practices, supported by professionals and Ph.D.-level experts in the field at no extra cost.
The following are the details of the services used:
1. Spot Price Simulation: Simulate hourly and sub-hourly spot prices over a user-defined time horizon by parameterizing a stochastic simulation against historical data along with a liquid traded forward price curve.
Table 3: Distributions of Spot Prices, Renewable PPAs and Load Aggregation level
By Asset
Slice of Day Resource Adequacy
Granularity
Daily
Variable Dist ributions
Obligation
PioneerRA_ Obligation
/
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spot renewable load
Year-Month
2025-06
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2025
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Agenda Item: 6 Agenda Date: 6/18/2025
2. Basis Simulation: Simulate hourly and sub-hourly basis price spreads over a user-defined time horizon by parameterizing a stochastic simulation against spot price simulation outputs.
3. Plant Dispatch Optimization: Optimize plant dispatch of traditional resources such as natural gas, biomass (a resource Pioneer is advocating for in California), biogas, and geothermal.
4. Advanced Battery Storage Optimization: Value and optimize storage technology dispatch to simulated power and ancillary services prices while maintaining operational constraints. This is particularly valuable when used with simulated solar dispatch to value solar plus storage contracts.
The California Public Utilities Commission (CPUC) has mandated that all load-serving entities procure additional energy capacity to aid grid reliability and prevent rolling blackouts, making this feature indispensable.
5. Load Forecasting: Forecast hourly or sub-hourly loads over a user-defined time horizon using a stochastic simulation model based on historical data.
Table 4: Retail Load by Rate Class
6. ReAssure Renewable Energy Valuation: Compute the fair market value, forecast future energy production, and assess the risk for renewable energy contracts and production facilities.
Table 5: cQuant PPA Model Showing Extrinsic Value of Biomass Deal Chart 1.1
The chart above shows a real valuation performed for the recent Vespene Biomass Project to assess the fair value of the power purchase agreement. While biomass is a resource that Pioneer wants to support, it is still important for the procurement team to understand the fair market value of the deal before entering price negotiations.
Granularity
Monthly
Peak Period
ATC
ANPR Confidence Interval Plot
Granularity
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Subportfolio
Vespene
Time Series Comparison
Attribute Variable Aggregation Level
MWH_RETAIL Volume Agg_RateClass
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Agenda Item: 6 Agenda Date: 6/18/2025
By evaluating potential project returns through statistical price bands, the procurement team can take a more data-driven approach to energy procurement. During negotiations, the simulated valuation range helps determine whether the developer’s proposed price is “in-the-money” relative to Pioneer’s modeled expectations.
For example, if a developer proposed an all-in price of $100/MWh, but the valuation model showed a reasonable simulated range of $50/MWh to $90/MWh, the procurement team could use that analysis to negotiate toward a price within the modeled band. This approach allows Pioneer to make more informed procurement decisions and generate real-time savings, with potential notional value in the millions of dollars.
7. Net Position at Risk Composite: Generate cash flow at risk (CFaR) and gross margin at risk (GMaR) reports for a portfolio of generation assets and financial positions, or for individual assets. Compute analytical value at risk (VaR) for a portfolio of financial contracts.
8. Retail Pricing: Add forecasted retail revenue to net position metrics and asset valuation reporting.
To ensure comprehensive coverage across our operations, Pioneer staff will retain three user licenses.
Conclusion:
Pioneer will continue its efforts to bring more analytics, modeling capability, and procurement rigor in-house to support more informed decision-making across its energy portfolio. As market conditions, regulatory requirements, and resource adequacy obligations become increasingly complex, staff will continue evaluating additional software tools and analytical platforms that can strengthen portfolio optimization, improve power purchase agreement valuation, support contract negotiations, and provide greater visibility into risk, cost, and long-term portfolio performance.
STRATEGIC PLAN
The recommendation supports the Operational Optimization goal.
FISCAL IMPACT
The combined not-to-exceed authorization is $1,195,520.20 for cQuant and up to $82,650 for Amperon.
The fiscal impact for fiscal year 2026-2027 is expected to be $239,621 for cQuant from July 22, 2026 to July 21, 2027, and up to $82,650 for Amperon from July 1, 2026 to June 30, 2027.
ATTACHMENTS
1. Resolution Approving and Authorizing the Chief Executive Officer to Execute an Agreement with cQuant.IO Inc. for Portfolio Optimization and Slice-of-Day Compliance Requirements Support.
2. Resolution Approving and Authorizing the Chief Executive Officer to Execute an Agreement with Amperon Holdings, Inc. for Meter-Demand Forecasting.
3. Original Contract with cQuant.IO Inc.
4. Amendment No. 1 to contract with cQuant.IO Inc.
5. Amendment No. 2 to contract with cQuant.IO Inc.
447139.2
Before the Governing Board of
Pioneer Community Energy
Resolution No.: ____________
The following Resolution was duly passed by the Governing Board of Pioneer Community Energy at a regular meeting held June 18, 2026, by the following vote on roll call:
Ayes:
Noes:
Absent:
Signed and approved by me after its passage.
______________________________
Chair of the Governing Board
Attest:
_______________________
Secretary
WHEREAS, Pioneer Community Energy (Pioneer) has placed Portfolio Optimization and Slice-of-Day Compliance Requirements Support as a high priority; and WHEREAS, Pioneer and cQuant.IO’s Inc. (cQuant) entered into a consultant services agreement dated July 22, 2024 (the “Agreement”), which was amended via Amendment No. 1 executed October 29, 2024 and Amendment No. 2 executed July 11, 2025, wherein cQuant software provides Pioneer with unique Slice-of-Day (SOD) and optimization algorithms which are needed for the following reasons:
• Spot Price Simulation: Simulate hourly and sub-hourly spot prices over a user-defined time horizon by parameterizing a stochastic simulation against historical data along with a liquid traded forward price curve.
• Basis Simulation: Simulate hourly and sub-hourly basis price spreads over a user-defined time horizon by parameterizing a stochastic simulation against spot price simulation outputs.
In the matter of: RESOLUTION APPROVING AND
AUTHORIZING THE CHIEF EXECUTIVE OFFICER TO
EXECUTE AMENDMENT NO. 3 TO CONSULTANT
SERVICES AGREEMENT WITH CQUANT.IO INC.,
AUTHORIZING AN ADDITIONAL $740,645, WITH A
TOTAL AMOUNT NOT TO EXCEED $1,195,520.20, FOR
PORTFOLIO OPTIMIZATION AND SLICE-OF-DAY
COMPLIANCE REQUIREMENTS SUPPORT .
2 447139.2
• Plant Dispatch Optimization: Optimize plant dispatch of traditional resources such as natural gas, biomass (a resource Pioneer is advocating for in California), biogas, and geothermal.
• Advanced Battery Storage Optimization: Value and optimize storage technology dispatch to simulated power and ancillary services prices while maintaining operational constraints. This is particularly valuable when used with simulated solar dispatch to value solar plus storage contracts. The California Public Utilities Commission (CPUC) has mandated that all load-serving entities procure additional energy capacity to aid grid reliability and prevent rolling blackouts, making this feature indispensable. • Weather and Load Forecasting: Forecast hourly or sub-hourly loads over a user-defined time horizon using a stochastic simulation model based on historical data. • ReAssure Renewable Energy Valuation: Compute the fair market value, forecast future energy production, and assess the risk for renewable energy contracts and production facilities.
• Net Position at Risk Composite: Generate cash flow at risk (CFaR) and gross margin at risk (GMaR) reports for a portfolio of generation assets and financial positions, or for individual assets. Compute analytical value at risk (VaR) for a portfolio of financial contracts.
• Retail Pricing: Add forecasted retail revenue to net position metrics and asset valuation reporting.
• Slice of Day (SOD): cQuant’s Slice-of-Day (SOD) model is designed to accurately account for resource adequacy (RA) obligations and calculate qualifying capacity from intermittent generation and battery storage resources and contracts according to the CPUC's official slice-of-day framework. This model ensures that RA benefits for renewable generators and storage assets are computed accurately, reflecting actual compliance requirements. Users can explore their current RA net position for each hourly slice, run scenarios for portfolio modifications, and quantify associated RA benefits, ensuring compliance and optimal resource planning.
WHEREAS, Pioneer has expanded its in-house analytical capabilities, reducing reliance on outside consultants by developing and running its own statistical models and conducting quantitative research related to spot prices, solar and battery project optimization simulations, load forecasting, and other energy market analyses; and WHEREAS, Pioneer has integrated the cQuant model into its workflows for risk management and quantitative analysis; and
WHEREAS, extending the Agreement by three years, rather than renewing on a year-to-year basis, would provide Pioneer with cost savings through reduced annual escalators and discounted multi-year contract pricing; and
WHEREAS, Pioneer and cQuant now seek to extend the term of the Agreement for a term of three years as further described below.
Resolution 2026-___
June 18, 2026
3 447139.2
BE IT RESOLVED, the Governing Board of Pioneer Community Energy, State of California, hereby finds, declares, and resolves as follows:
1. The above recitals are true and correct.
2. The Governing Board hereby approves and authorizes the Chief Executive Officer to execute Amendment No. 3 to that certain Consultant Services Agreement, authorizing an additional $740,645.20 to an Agreement with cQuant.IO Inc. for Portfolio Optimization and Slice-of-Day Compliance Requirements Support in an amount not to exceed $1,195,520.20, in substantially the form attached, for three years from the date of “go-live,” in addition to any minor clerical or clarifying changes proposed by the Chief Executive Officer and approved by General Counsel.
3. This Resolution shall take effect immediately upon its adoption.
Attachments:
1. Exhibit A: Amendment No. 3 to the Consultant Services Agreement with cQuant.IO Inc., for Portfolio Optimization and Slice-of-Day Compliance Support Resolution 2026-__
June 18, 2026
Administering Agency: Pioneer Community Energy
Contract Description: Portfolio Optimization, Slice-of-Day Compliance Requirements, and Analytic Support
CONSULTANT SERVICES AGREEMENT
AMENDMENT NO. 3
That certain Consultant Services Agreement, dated July 22, 2024, by and between the Pioneer Community Energy (“Pioneer”), and cQuant.IO Inc. (“Consultant”), which was amended via Amendment No. 1 executed October 29, 2024 and Amendment No. 2 executed July 11, 2025 (together, the “Agreement”), is hereby amended as described below:
1. Section 2 – Payment of the Agreement is hereby amended to read as follows:
The amount of the contract shall not exceed One Million One Hundred Ninety-Five Thousand Five Hundred Twenty Dollars and Twenty Cents ($1,195,520.20).
2. Exhibit B – Payment for Services Rendered of the Agreement is hereby deleted in its entirety and replaced with the following:
Maximum Limit & Fee Schedule
The total amount for services rendered as described in Exhibit “A” shall not exceed $1,195,520.20.
This Order Form is between Pioneer Community Energy (“Customer”), andcQuant.IO, Inc. (“Service Provider”) at 357 South McCaslin Blvd., Suite 200,Louisville, CO 80027, United States, for the Software and Services outlined below, inconsideration for the Fees.
Subscription
Fees:NAME
QTY ANNUAL AMOUNT TOTAL
ReAssure PPA 1 USD 11,025.00 USD 11,025.00
Forward Curve
Simulation
1 USD 13,781.25 USD 13,781.25
R Notebooks 1 USD 5,512.50 USD 5,512.50
Fundamental Forward
Curve
1 USD 29,400.00 USD 29,400.00
Retail Valuation 1 USD 5,512.50 USD 5,512.50
Slice of Day 1 USD 13,781.25 USD 13,781.25
cQuant Base Bundle 1 USD 119,533.75 USD 119,533.75
Core 1 Included Included
Contract Valuation
Model
1 Included Included
Advanced Net Position
At Risk
1 Included Included
Advanced Battery
Storage Optimization
1 USD 33,075.00 USD 33,075.00
Open Position 1 USD 8,000.00 USD 8,000.00
Total Subscription Fees: USD 239,621.25
Term:
License shall remit to Licensor the annual fees outlined in this Order. Fees are due and payable thirty (30) days from the date of the invoice. On an annual basis these fees will increase by 3% above that charged in the immediately preceding term year. The term of this Order is for 3 years.
Multi-Year
Details: TERM
YEAR
SUBSCRIPTION
FEES
DATA FEES TOTAL
7/19/2026 –
7/18/2027
USD 239,621.25 USD 0.00 USD 239,621.25
7/19/2027 –
7/18/2028
USD 246,809.89 USD 0.00 USD 246,809.89
7/19/2028 –
7/18/2029
USD 254,214.18 USD 0.00 USD 254,214.18
Submit all invoices to: Pioneer Community Energy
Attn: Sam Kang and Eric Acedo
[email protected]
[email protected]
2510 Warren Drive, Suite B
Rocklin, CA 95677
3. Unless expressly amended in this Amendment No. 3, all provisions, conditions, covenants, and terms of the Agreement shall remain in full force and effect.
Executed as of the last date indicated below:
PIONEER COMMUNITY ENERGY
By:_____________________________ Date: ______________
Name: Donald Eckert
Title: Chief Executive Officer
By:_____________________________ Date: ______________
Name: David Ruderman
Title: General Counsel
cQuant.IO Inc.
By:_____________________________ Date: ______________
Name:
Title:
447144.1
Before the Governing Board of
Pioneer Community Energy
Resolution No.: ____________
The following Resolution was duly passed by the Governing Board of Pioneer Community Energy at a regular meeting held June 18, 2026, by the following vote on roll call:
Ayes:
Noes:
Absent:
Signed and approved by me after its passage.
______________________________
Chair of the Governing Board
Attest:
_______________________
Secretary
WHEREAS, this Resolution Approving and Authorizing the Chief Executive Officer to Execute an Agreement with Amperon Holdings, Inc. (“Amperon”) has been brought before the Governing Board of Pioneer Community Energy (“Pioneer”); and
WHEREAS, Pioneer serves customers located in diverse micro‑climates, resulting in complex and highly variable hourly electric‑load patterns; and
WHEREAS, accurate day‑ahead and multi‑day load forecasts are essential to scheduling resources in the California Independent System Operator (CAISO) market and to minimizing imbalance‑energy charges borne by Pioneer’s ratepayers; and WHEREAS, Pioneer’s existing internal forecasting models have produced mean absolute percentage errors (MAPE) between six percent and ten percent, exceeding industry best‑practice targets; and
WHEREAS, Pioneer conducted a six‑month proof‑of‑concept trial of Amperon’s meter‑level forecasting software, which achieved an average five‑percent MAPE—representing a 30‑ to 50‑percent improvement over current practice; and
WHEREAS, Pioneer also conducted an additional one-year trial with Amperon and saw a theoretical average MAPE of six percent; and
IN THE MATTER OF: A RESOLUTION APPROVING
AND AUTHORIZING THE CHIEF EXECUTIVE
OFFICER TO EXECUTE AN AGREEMENT WITH
AMPERON HOLDINGS, INC. FOR METER-DEMAND FORECASTING IN AN AMOUNT NOT TO EXCEED $82,650.
447144.1 2
WHEREAS, Amperon’s solution uniquely meets Pioneer’s requirements by (i) ingesting granular smart‑meter data, (ii) leveraging more than 120 localized weather nodes, (iii) providing rolling fifteen‑day hourly forecasts updated four times daily, and (iv) offering an auditable API connecting directly to ZGlobal’s energy‑management system; and WHEREAS, ZGlobal estimates that the reduction in CAISO imbalance charges attributable to improved forecast accuracy will improve Pioneer business decisions; and WHEREAS, Pioneer would like to continue to improve the model and work with Amperon for another year.
BE IT RESOLVED, the Governing Board of Pioneer Community Energy, State of California, hereby finds, declares, and resolves as follows:
1. The above recitals are true and correct.
2. The Governing Board hereby approves and authorizes the Chief Executive Officer to Execute an Agreement with Amperon for load forecasting, in substantially the form attached, from July 1, 2026, through June 30, 2027, for an amount not-to-exceed $82,650 with any minor clerical or clarifying changes proposed by the Executive Director and approved by General Counsel.
3. This Resolution shall take effect immediately upon its adoption.
Exhibit A: Professional Services Agreement with Amperon Holdings Inc.
Resolution 2026-__
June 18, 2026
369617.3
PROFESSIONAL SERVICES AGREEMENT
AMPERON HOLDINGS, INC.
CUSTOMER TERMS AND CONDITIONS
Order Form
Amperon Holdings, Inc.
2000 Crawford Street, Suite 1300
Houston, TX 77002
Customer Contact Information
Customer
Name:
Pioneer Community Energy (the "Customer")
Customer
Contact:
Nick Yurashku Billing
Contact:
Eric Acedo
Address: 2510 Warren Drive Suite B, Rocklin, CA,
US, 95677
Billing
Address:
2510 Warren Drive #B
Rocklin, CA 95677
Phone: 916 955-7363 Billing
Phone:
+19167588943
Email: [email protected] Billing Email:
[email protected]
Platform and Modules (the "Platform")
Item Name Description Subscription Period
(the “Initial Subscription Period”)
Discount
%
Meter Demand
LTF
Provides a 5-year hourly demand forecast for
individual meters and regions.
7/1/26 – 6/30/27 16.5%
Meter Demand
STF
Provides a 15-day hourly demand forecast
for individual meters and regions.
7/1/26 – 6/30/27 16.5%
Summary of the Fees (the "Fees")
Annual Charges (Pre-Tax): $103,540
This Order Form (this “Order Form”) is entered into on this day, (the “Effective Date”) by and between Amperon Holdings, Inc. (“Amperon”) and Pioneer Community Energy (“Customer”) and is subject to the Customer Terms and Conditions (the “Customer Terms”), which contain, among other things, warranty disclaimers, liability limitations and use limitations. There shall be no force or effect given to any different terms of any related purchase order or other similar form, even if signed by the parties after the date hereof. Each party " AMPERON
369617.3
represents and warrants that its signatory below is duly authorized to bind such party to this Order Form. Any capitalized term used in this Order Form but not defined shall have the meaning given to such term in the Customer Terms. To the extent the terms of this Order Form conflict with the terms of any Customer Terms, the terms of this Order Form shall govern.
IN WITNESS WHEREOF, the parties have caused their duly authorized representatives to enter into this Agreement as of the Effective Date below.
AMPERON CUSTOMER
Authorized Signature: Date: Authorized Signature: Date:
Name: Sean Kelly Title: CEO Name: Full name Title: Title Amperon has agreed to provide a credit back for 3 months of the initial contract, totaling a credit of $20,800. This credit will be subtracted from the new annual charge of $103,450 on the next invoice, totaling a charge of $82,650.
Amperon will provide free trial access to the Meter Demand Mid Term Forecast (MTF) for the Pioneer Total Load (1 forecast) once the product is available. This free trial will run through 12/31/26. The annual list price for this service is $30,000. If Pioneer elects to continue with the Mid Term Forecast service, via written notification, there will be an additional annual charge of $25,050 given the 16.5% discount.
AMPERON HOLDINGS, INC.
CUSTOMER TERMS AND CONDITIONS
1. Overview.
1.1 Overview. These Customer Terms and Conditions (these “Customer Terms”) constitute a legal agreement by and between Amperon Holdings, Inc. (“Amperon”) and the customer set forth in the Customer Form (as defined below) entered into in connection herewith (“Customer”) and govern Customer’s access to and use of Amperon’s Services (as defined below). The Customer Form and these Customer Terms are collectively referred to as this “Agreement”.
1.2 Services. Amperon provides an online platform that enables Customers to forecast energy demand and add-on modules (each a “Module”) which provide additional features.
The platform, together with the Modules identified on the Customer Form, are collectively referred to as the “Platform”. Additionally, the Customer’s subscription may also include access to Amperon’s professional services (“Professional Services”), as set forth on the Customer Form. The Platform and Professional Services are collectively referred to as the “Services”. A subscription is required for the Customer to access the Services and may be procured by Customer through Amperon’s HubSpot interface (the “Interface Form”), or via an order form entered into between Customer and Amperon (each, an “Order Form”) (such Interface Form or Order Form, as applicable, the “Customer Form”). The Customer Form will generally address commercial items, including, without limitation, “Fees”, “Effective Date”, and “Subscription Period”. Customer may place orders for Services in addition to those set forth on the Customer Form, by entering into additional Customer Forms with Amperon.
2. Subscription Period & License Rights.
I IOI ID
I I I I
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2.1 Subscription Period. Subject to the termination provisions provided below, the term of this Agreement shall commence on the Effective Date, as specified in the Customer Form, and initially continue for the initial subscription period (the “Initial Subscription Period”), as specified in the Customer Form, and shall be automatically renewed for additional periods of the same duration as the Initial Subscription Period (each a “Renewal Period”, and collectively with the Initial Subscription Period, the “Subscription Period”), unless either party requests in writing the termination of this Agreement at least thirty (30) days prior to the end of the then-current period; provided, however, that in no event shall the Subscription Period exceed four (4) years from the Effective Date.
2.2 License Rights. Subject to the terms and conditions contained in this Agreement, Amperon hereby grants to Customer and its Authorized Users the following rights during the Subscription Period only in connection with the Services and solely for the Customer’s internal business purposes:
i. a non-exclusive, non-transferable, non-sublicensable right to use and access the Platform; and
ii. a non-exclusive, non-transferable, non-sublicensable, royalty-free license to use and copy the documentation for the foregoing as made available by Amperon (the “Documentation”).
2.3 Restrictions. Customer may make the Platform available to its (i) authorized employees (“Authorized Employees”); and (ii) end customers if pre-authorized by Amperon in writing (“Authorized Consumers”, and together with Authorized Employees, “Authorized Users”). Amperon may at its sole discretion require that such Authorized Users be further subject to an end user license agreement entered into by and between Customer and such Authorized Users. Customer acknowledges and agrees that, as between Customer and Amperon, Customer shall be responsible and liable for all acts and omissions of Customer and its Authorized Users accessing the Platform and all actions taken by Customer and its Authorized Users based on its and their use of the Platform.
Customer will not, and shall ensure that its Authorized Users will not allow any third party to: (i) reverse engineer, reverse assemble, decompile, or otherwise attempt to derive source code from, or to otherwise alter or modify the Platform or to the underlying databases used to provide the Platform; or (ii) remove, obscure or alter any notice of patent, copyright, or other proprietary right in or on the Platform and the Documentation. Customer shall and shall ensure its Authorized Users comply with all applicable local, state, federal, and foreign laws, treaties, regulations, and conventions in connection with its use of the Platform. Customer agrees to not exceed request rate limits in Customer’s use of the Platform. No rights are granted by Amperon with respect to any source code.
3. Additional Conditions.
3.1 Customer Must Have Adequate Internet Access. An Internet connection is required for access to the Platform. Customer is responsible for procuring and maintaining the network connections necessary for such access. Customer acknowledges and agrees that Amperon is not responsible for any compromise of data transmitted across computer networks or telecommunications facilities (including but not limited to the Internet) which are not owned or operated by Amperon or for any unauthorized access to the Platform by third parties.
3.2 Data & Content.
a. Customer Data & Content. Customer acknowledges and understands that use of the Services may require Customer to provide Company with access to certain
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information such as energy usage data, consumer data and metadata, Customer personnel data, and other information about the Customer and its operations (collectively, “Customer Data”). Customer hereby grants to Amperon a non-exclusive, irrevocable, royalty-free license during the term of this Agreement to use, copy, and store Customer Data in connection with the delivery of the Services and the generation of Generated Data (as defined below). Customer will be solely responsible for the accuracy and completeness of Customer Data.
Customer shall be responsible for all changes to and/or deletions of Customer Data and the security of all passwords and other access protocols required to access the Platform. Customer represents and warrants that it has all necessary rights to provide Amperon with the use of and access to Customer Data and that Amperon’s use thereof as contemplated herein will not violate the rights of any consumer or third party. Customer represents and warrants that any such Customer Data provided to Amperon hereunder shall be non-infringing of any third party, and Customer affirms that it has all legal rights to access and provide such Customer Data hereunder. Customer understands that Company’s access to Customer Data is necessary to provide the Services. For the avoidance of doubt, if Customer fails to furnish sufficiently clean Customer Data, or fails to provide access to industry-standard data sources (as determined by Amperon’s sole and absolute discretion), then Amperon shall have no obligation to deliver the Services until the Customer Data and/or access issues are resolved (and if not promptly resolved, Amperon may terminate this Agreement effective immediately).
b. Deletion of Data. Amperon shall permanently delete Customer Data within thirty (30) days following expiration or termination of this Agreement. c. Validation. Following initial importing of Customer Data onto the Platform and unless otherwise set forth on the Customer Form, Customer shall conduct and be solely responsible for validation testing of Customer Data as used on the Platform.
d. Generated Data. Amperon collects, creates and/or generates various types of data through the Platform and related back-end services (collectively, “Generated Data”). Generated Data is the sole property and Confidential Information (as defined below) of Amperon and may be used and disclosed by Amperon without restriction.
e. Information Limitations. Customer acknowledges that some or all of the information available through the Platform (“Third Party Information” and, collectively with the Generated Data, the “Supplied Information”) may be supplied by various independent sources (“Independent Information Suppliers”). While Amperon believes these Independent Information Suppliers to be reliable, it does not warrant or guarantee the accuracy, completeness, timeliness, noninterruption, or sequencing, of the Third Party Information by Independent Information Suppliers or of the Supplied Information. Customer
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agrees that neither Amperon nor the Independent Information Suppliers shall be liable for the accuracy, completeness, timeliness, interruption, or sequencing, of the Supplied Information, or for any decision made by Customer, or any action taken or not taken by Customer, in reliance upon the Supplied Information, including but not limited to any forecasting accuracy. The Third Party Information is the property of the Independent Information Suppliers and may be protected by copyright. Customer agrees not to reproduce, retransmit, disseminate, sell, or distribute, the Supplied Information in any form or manner without the express written consent of Amperon and the Independent Information Supplier.
3.3 Support. Amperon shall provide reasonable support during business hours on an as-available basis in accordance with Exhibit A.
3.4 Hosting Provider Service Levels. The Platform is hosted by one or more of Amperon’s cloud services providers. Amperon will use reasonable commercial efforts to ensure that the Platform is available at all times during the Subscription Period, subject to the availability of the hosting provider’s platform and in accordance with Exhibit A.
Amperon will be responsible for communicating to Customer in a timely manner if the Platform is unavailable, either due to internal error or downtime.
4. Fees & Payment.
4.1 Fees and Payment. Customer will pay Amperon the then applicable fees described in the Customer Form for the Services in accordance with the terms therein (the “Fees”). The Fees shall be due and payable in full within thirty (30) days following the date of invoice unless otherwise set forth on the Customer Form. Amperon reserves the right in its sole discretion to increase the Fees at the end of the Initial Service Term or then current renewal term. The Fee of any renewal term shall increase by seven percent (7%) over the Fees charged in the prior, expiring term, unless Amperon provides Customer with notice of a different Fee at least thirty (30) days’ prior to the applicable renewal term. Any undisputed late payments shall be subject to a service charge equal to one-point-five percent (1.5%) of the amount due (calculated on a monthly basis) or the maximum amount allowed by law, whichever is less. All Fees due hereunder shall be in USD.
4.2 Taxes. Amperon Fees do not include any local, state, federal or foreign taxes, levies or duties of any nature, including value-added, sales, use, or withholding taxes (“Taxes”).
Customer is responsible for paying all Taxes, excluding only taxes based on Amperon's net income. If Amperon has the legal obligation to pay or collect Taxes for which Customer is responsible, the appropriate amount shall be invoiced to and paid by Customer unless Customer provides Amperon with a valid tax exemption certificate authorized by the appropriate taxing authority.
5. Proprietary Rights.
5.1 Ownership; License from Customer. As between Amperon and Customer, all title and intellectual property rights in and to Customer Data is owned exclusively by Customer.
5.2 Amperon Intellectual Property Rights. Customer agrees that all rights, title and interest in and to all intellectual property rights in the Platform are owned exclusively by Amperon or its licensors. Except as provided in this Agreement, the license granted to Customer does not convey any rights in the Platform or Supplied Information, whether express or implied. Notwithstanding any other provision of this Agreement, Amperon may make use of any ideas, concepts, know-how, methodologies, processes or techniques,
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whether or not patentable, learned, acquired or developed by Amperon in the provision of the Platform or performance of the Services for all purposes of its business provided that Amperon does not breach any obligation of confidentiality set out in this Agreement.
5.3 Customer Reference. Customer hereby grants Amperon permission to use its name, trademark, and/or logo to identify Customer as a customer of Amperon on Amperon’s Website or otherwise in connection with Amperon’s fundraising, marketing and/or sales efforts.
6. Suspension/Termination.
6.1 Suspension. Amperon reserves the right to suspend Customer’s access to and/or use of the Platform (i) if amounts are not paid when due, or (ii) if Amperon reasonably concludes that Customer has used the Platform in violation of this Agreement or to engage in illegal activity, and/or that Customer’s use of the Platform is causing immediate, material and ongoing harm to Amperon or others. In the extraordinary event that Amperon suspends access to the Platform, Amperon will use commercially reasonable efforts to limit the suspension to the offending portion of the Platform and resolve the issues causing the suspension of Platform. Customer agrees that Amperon shall not be liable to Customer or to any third party for any suspension of the Platform pursuant to this Section.
6.2 Termination for Cause. Either party may terminate this Agreement and all Customer Forms issued hereunder in the event the other party commits a material breach of any provision of this Agreement which is not cured within thirty (30) days following written notice from the non-breaching party.
6.3 Insolvency. Either party may, at its option, terminate this Agreement immediately upon written notice to the other party, in the event that (i) the other party becomes insolvent or unable to pay its debts when due; (ii) the other party files a petition in bankruptcy, reorganization or similar proceeding, or, if filed against, such petition is not removed within ninety (90) days after such filing; (iii) the other party discontinues its business; or (iv) a receiver is appointed or there is an assignment for the benefit of such other party’s creditors.
6.4 Effect of Termination. Upon termination or expiration of this Agreement, Customer shall have no rights to continue use of the Platform except for rights existing during any Transition Period (as defined below). Except as set forth in Section 9.1, or in the event that Customer terminates this Agreement under Sections 6.2 or 6.3, all Fees are irrevocable, non-cancelable and non-refundable. If this Agreement is terminated by Amperon under Section 9.1, or by Customer under Sections 6.2 or 6.3, Customer will be entitled to a pro rata refund of pre-paid, unused Fees, based on the effective date of termination. In all other cases, the entire amount of the Fees shall be paid in full.
6.5 Transition Period. Except for termination of this Agreement by Amperon under Sections 6.2, 6.3, or 9.1, upon termination or expiration of this Agreement, both parties agree to cooperate during a transition period (the “Transition Period”). This Transition Period may last up to thirty (30) days, as agreed upon by the parties. During a Transition Period, Customer may continue to exercise the access and license rights granted to Customer in Section 2 solely to retrieve any Customer Data on the Platform and provided that Customer otherwise complies with its obligations under this Agreement.
7. Confidentiality. For purposes of this Agreement, “Confidential Information” shall include Customer Data, each party’s proprietary technology, business processes and technical product information, designs, issues, all communication between the parties regarding the Platform and any information that is clearly identified in writing at the time of disclosure as confidential.
Notwithstanding the foregoing, Confidential Information shall not include information which: (i)
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is known publicly; (ii) is generally known in the industry before disclosure; (iii) has become known publicly, without fault of the receiving party; or (iv) the receiving party becomes aware of from a third party not bound by non-disclosure obligations to the disclosing party and with the lawful right to disclose such information to the receiving party. Each party agrees: (a) to keep confidential all Confidential Information; (b) not to use or disclose Confidential Information except to the extent necessary to perform its obligations or exercise rights under this Agreement; (c) to protect the confidentiality thereof in the same manner as it protects the confidentiality of similar information and data of its own (at all times exercising at least a reasonable degree of care in the protection of such Confidential Information, including but not limited to inputting credit card data and social security numbers only in the fields designated for such data in the Platform) and to make Confidential Information available to authorized persons only on a “need to know” basis. Either party may disclose Confidential Information on a need to know basis to its contractors and service providers who have executed written agreements requiring them to maintain such information in strict confidence and use it only to facilitate the performance of their services in connection with the performance of this Agreement. Notwithstanding the foregoing, this Section will not prohibit the disclosure of Confidential Information to the extent that such disclosure is permitted by law or order of a court or other governmental authority or regulation.
8. No Warranty and Limitation of Liability.
8.1 Platform Provided “As-Is.” The Customer agrees that the use of the Services, and any other information available through the Services is at the Customer’s sole risk and that the Customer makes its own independent decision to access or use the Platform, and to take or not take any action based thereon. Neither Amperon nor any of its directors, officers, employees, agents, contractors and affiliates are responsible for determining whether any action taken based on use of the Services, and any other information available through the Services, is suitable, appropriate, advisable or in accordance with any laws or regulatory requirements applicable to the Customer. Neither Amperon nor any of its directors, officers, employees, agents, contractors and affiliates warrant that the Platform will be uninterrupted or error free nor do any of them make any warranty as to the results that may be obtained from the use of the Platform or as to the timeliness, sequence, accuracy, completeness, liability or content of any information or service provided through the Platform. THE PLATFORM IS PROVIDED ON AN “AS IS”, “AS AVAILABLE”
BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED,
INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TRADE USAGE, COURSE OF DEALING, COURSE OF
PERFORMANCE, OR ANY WARRANTIES CONCERNING THE ACCURACY, COMPLETENESS, TIMELINESS OR AVAILABILITY OF THE PLATFORM.
WITHOUT LIMITING THE FOREGOING, AMPERON DOES NOT REPRESENT THAT CUSTOMER’S USE OF THE PLATFORM WILL BE SECURE, TIMELY,
UNINTERRUPTED, OR ERROR-FREE, OR THAT THE PLATFORM WILL MEET CUSTOMER’S REQUIREMENTS.
8.2 Limitations of Liability. EXCEPT FOR A CLAIM BROUGHT BY AMPERON AGAINST THE CUSTOMER, ARISING OUT CUSTOMER’S (OR ITS AUTHORIZED USERS’) BREACH OF ITS LICENSE OBLIGATIONS HEREUNDER, AND EXCEPT FOR EITHER PARTY’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT,
NEITHER PARTY WILL BE LIABLE TO THE OTHER OR TO ANY OTHER THIRD
PARTY FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR
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PUNITIVE DAMAGES OR LOSSES (IN CONTRACT OR TORT) IN CONNECTION
WITH THIS AGREEMENT, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR
LOST PROFITS, LOST SAVINGS, LOST DATA OR SPECIAL DAMAGES, EVEN IF
THE REMEDIES PROVIDED IN THIS AGREEMENT FAIL OF THEIR ESSENTIAL
PURPOSE AND EVEN IF SUCH PARTY HAS KNOWLEDGE OF THE POSSIBILITY OF SUCH POTENTIAL LOSS OR DAMAGE. AMPERON’S CUMULATIVE
LIABILITY ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT,
INCLUDING INDEMNIFICATION OBLIGATIONS, SHALL NOT EXCEED THE
FEES PAID BY CUSTOMER UNDER THE APPLICABLE CUSTOMER FORM IN THE PREVIOUS 12 MONTHS PRIOR TO THE DATE THE CLAIM AROSE.
9. Indemnification.
9.1 Infringement. Amperon shall, at its own expense and subject to the limitations set forth in this Agreement, defend Customer from and against any and all allegations, threats, claims, suits, and proceedings brought by third parties (collectively “Claims”) and shall indemnify Customer for any damages finally awarded or payable in settlement of such Claims (including, without limitation, reasonable attorneys’ fees incurred in defense and settlement thereof) (collectively, “Losses”) where the Claims allege that the Platform, as used in accordance with this Agreement, infringe third party U.S. patents issued as of the Effective Date, or any trademarks or copyrights, or misappropriate trade secrets. Excluded from the foregoing indemnification obligations are Claims to the extent arising from (i) use of the Platform in violation of this Agreement or applicable law, (ii) use of the Platform after Amperon notifies Customer to discontinue use because of an infringement claim, or (iii) use of the Platform in combination with any software, application, data, or service made or provided by a party other than by Amperon. If a Claim of infringement is brought or threatened, Amperon shall, at its sole option and expense, use commercially reasonable efforts either (a) to procure a license that will protect Customer against such Claim without cost to Customer; (b) to modify or replace all or portions of the Platform as needed to avoid infringement, such update or replacement having substantially similar or better capabilities; or (c) if (a) and (b) are not commercially feasible, terminate the Agreement and refund to the Customer a pro-rata refund of the applicable amounts paid by Customer for licenses to the Platform for the applicable Subscription Period. The rights and remedies granted Customer under this Section state Amperon’s entire liability, and Customer's exclusive remedy, with respect to any claim of infringement or misappropriation of the intellectual property rights of a third party.
9.2 Customer’s Indemnity. Customer shall, at its own expense defend Amperon and its officers, directors, employees, agents, successors and assigns (“Amperon Parties”) from and against any and all Claims and shall indemnify Amperon Parties for any Losses attributable to such Claims, where the Claims (i) allege that the Customer Data, or any use thereof, violates or infringes the intellectual property rights or other rights of third parties, violates applicable law, or has caused harm to a third party, or (ii) arise out of or relate to Customer’s or its Authorized Users’ breach of this Agreement.
9.3 Indemnification Procedures and Survival. In the event of a potential indemnity obligation under this Section 9, the indemnified party shall: (i) promptly notify the indemnifying party in writing of such Claim; (ii) allow the indemnifying party to have sole control of its defense and settlement; and (iii) upon request of the indemnifying party, cooperate in all reasonable respects, at the indemnifying party’s cost and expense, with the indemnifying party in the investigation, trial, and defense of such Claim and any appeal arising therefrom. The indemnification obligations under this Section 9 are expressly
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conditioned upon the indemnified party’s compliance with this Section 9.3 except that failure to notify the indemnifying party of such Claim shall not relieve that party of its obligations under this Section but such Claim shall be reduced to the extent of any damages attributable to such failure. The indemnification obligations contained in this Section shall survive termination of this Agreement for one year.
9.4 Service Level Agreement. The parties agree to the terms of the service level agreement (“SLA”) set forth in Exhibit A.
10. General Provisions. Each party agrees that before it or any employee, agent or representative of the party files a claim or suit with a federal or state agency or court or other public forum, it shall provide thirty (30) days prior written notice to the other and that, within such thirty (30) day period (or longer, if extended by mutual desire of the parties), authorized representatives of the parties shall meet (or confer by telephone) at least once in a good faith attempt to resolve the perceived dispute. Neither party may assign or transfer this Agreement without written consent of the other, except that Amperon may assign or transfer this Agreement without such consent to a related entity or to the successor of all or substantially all of its business or assets. This Agreement shall inure to benefit and bind the parties hereto and their permitted successors and assigns. There are no third-party beneficiaries to this Agreement. This Agreement does not create any joint venture, partnership, agency, or employment relationship between the parties, although Amperon reserves the right to name Customer as a user of the Platform. This Agreement, including all exhibits and/or Customer Forms, shall constitute the entire understanding between Customer and Amperon and is intended to be the final and entire expression of their agreement. The parties expressly disclaim any reliance on any and all prior discussions, emails, RFP’s, and/or agreements between the parties. There are no other verbal agreements, representations, warranties undertakings or other agreements between the parties.
Under no circumstances will the terms, conditions or provisions of any purchase order, invoice or other administrative document issued by Customer in connection to this Agreement be deemed to modify, alter or expand the rights, duties, or obligations of the parties under, or otherwise modify, this Agreement, regardless of any failure of Amperon to object to such terms, provisions, or conditions. Except as expressly set forth herein, this Agreement shall not be modified or amended except in a writing signed by the parties. This Agreement shall be governed in accordance with the laws of the State of California, excluding its conflicts of law rules. The provisions of the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act shall not apply to this Agreement. The parties consent and agree that any disputes, actions, claims or causes of action arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the state courts located in or for California. If any provision is held by a court of competent jurisdiction to be contrary to law, such provision shall be eliminated or limited to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect. A waiver of any breach under this Agreement should not constitute a waiver of any other breach or future breach. Neither party shall be liable for any loss or delay resulting from any force majeure event, including, but not limited to, acts of God, fire, natural disaster, terrorism, labor stoppage, internet service provider failures or delays, civil unrest, war or military hostilities, or criminal acts of third parties. All sections of this Agreement which by their nature should survive termination or expiration will survive termination or expiration of this Agreement, including, without limitation, accrued rights to payment, confidentiality obligations, warranty disclaimers, and limitations of liability. Except as expressly set forth in this Agreement, any notice, report, approval or consent required or permitted hereunder shall be in writing and delivered via registered mail or international overnight courier to the address set forth on the Customer Form. This Agreement
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may be executed in counterparts and/or by facsimile, PDF or electronic signature and if so executed shall be equally binding as an original copy of this Agreement executed in ink by both parties.
11. Additional Provisions.
11.1 State Audit. Pursuant to California Government Code Section 8546.7, if the amount of public funds expended under this Agreement exceeds ten thousand dollars, all such documents and this Agreement shall be subject to the examination and audit of the California State Auditor, at the request of Customer or as part of any audit of Customer, for a period of three (3) years after final payment under this Agreement.
11.2 Conflicts of Interest. Amperon represents that it has no known relationships with third parties, Customer’s Board members, or employees of Customer which would (1) present a conflict of interest with the rendering of services under this Agreement under California Government Code section 1090, the Political Reform Act (Government Code section 81000 et seq.), or other applicable law, (2) prevent Amperon from performing the terms of this Agreement, or (3) present a significant opportunity for the disclosure of confidential information.
Amperon certifies that no official or employee of Customer, nor any business entity in which an official of Customer has an interest, has been employed or retained to solicit or aid in the procuring of this Agreement. In addition, Amperon agrees that no such person will be employed in the performance of this Agreement without immediately notifying Customer. This Agreement is subject to California Government Code Section 84308, as amended by SB 1439. That statute requires Amperon to disclose any campaign contribution by the Amperon or the Amperon’s agent to Customer Board members or other Customer officials of more than five hundred dollars ($500) in the aggregate within the preceding twelve (12) months.
EXHIBIT A - SLA
Part 1: Availability Service Level Agreement:
Service Availability
The Amperon Platform must be Available at least 99% of the time, excluding periods of Scheduled Downtime and Emergency Maintenance.
Definitions:
The Platform is “Available” if it is available and accessible for use by Customer and its authorized users and systems, and if the Platform is operating in accordance with its intended functionality.
“Scheduled Downtime” means periods of time during which the Platform is not Available and for which Amperon has provided Customer advanced notice. “Emergency Maintenance” means periods of time during which the Platform is taken offline to mitigate security threats or vulnerabilities that require urgent remediation to preserve the integrity and security of the Platform and/or Customer Data.
Part 2: Customer Support Service Level Agreement:
Amperon support will respond to and resolve incidents and problems affecting the platform and service in accordance with the following minimum requirements, during business hours.
Issue Classification Definition Resolution
Priority One Amperon platform or
service as a whole is
unavailable or
inoperable.
Amperon will work
continuously until the
incident is resolved.
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Priority Two Degradation or loss of
functionality which
does not constitute a
Priority One incident
but which impacts
customer’s use of the
service, not including
issues relating to
forecast prediction
accuracy.
Amperon will resolve
incident or provide
suitable work around
in no more than 7
days.
Priority Three Minor loss of
functionality.
Amperon will resolve
incident or provide
suitable work around
in no more than 30
days.
Other inquiries not related to availability or functionality of platform or service will be addressed in accordance with the following minimum requirements, during business hours.
Inquiry Classification Definition Resolution
Forecast Predictions Questions, concerns,
or issues involving
forecast predictions or
accuracy.
Amperon will make
reasonable and good
faith efforts to address
concerns and provide
a response within 10
business days.
Amperon makes no
warranties regarding
forecast accuracy.
Other General
Inquiries
All other inquiries,
including questions,
concerns, or requests
regarding access,
methodology,
training, or other
topics.
Amperon will resolve
inquiries within 10
business days.
CONSULTANT SERVICES AGREEMENT
THIS AGREEMENT is made at Rocklin, California, as of July 22, 2024, by and between Pioneer Community Energy, ("Pioneer"), and cQuant.1O Inc. ("cQuant") ("Consultant"), who agree as follows:
1. Services. Subject to the terms and conditions set forth in this Agreement, Consultant shall provide the services described in Exhibit A. Consultant shall provide said services at the time, place, and in the manner specified in Exhibit A.
2. Payment. Pioneer shall pay Consultant for services rendered pursuant to this Agreement at the time and in the amount set forth in Exhibit B. The payments specified in Exhibit B shall be the only payments made to Consultant for services rendered pursuant to this Agreement. Consultant shall submit all billings for said services to Pioneer in the manner specified therein. As discussed in Exhibit B, the amount of this contract shall not exceed One Hundred Ninety Seven Thousand Five Hundred Dollars ($197,500) per year. The ($197,500) per year consisting of $157,500 base fee and a one-time implementation cost of $40,000.
3. Facilities, Equipment and Other Materials, and Obligations of Pioneer. Unless otherwise specified in Exhibit C, Consultant shall, at its sole cost and expense, furnish all facilities, equipment, and other materials which may be required for furnishing services pursuant to this Agreement.
4. Exhibits. All exhibits referred to herein will be attached hereto and by this reference incorporated herein.
5. Time for Performance. Time is of the essence. Failure of Consultant to perform any services within the time limits set forth in Exhibit A shall constitute material breach of this Agreement.
6. Independent Consultant. At all times during the tenn of this Agreement, Consultant shall be an independent Consultant and shall not be an employee of Pioneer. Pioneer shall have the right to control Consultant only insofar as the results of Consultant's services rendered pursuant to this Agreement. Pioneer shall not have the right to control the means by which Consultant accomplishes services rendered pursuant to this Agreement.
7. Licenses, Permits, Etc. Consultant represents and warrants to Pioneer that it has all licenses, pennits, qualifications, and approvals of whatsoever nature, which are legally required for Consultant to practice its profession. Consultant represents and warrants to Pioneer that Consultant shall, at its sole cost and expense, keep in effect or obtain at all times during the term of this Agreement, any licenses, permits, and approvals which are legally required for Consultant to practice its profession at the time the services are performed.
8. Time. Consultant shall devote such time to the performance of services pursuant to this Agreement as may be reasonably necessary for the satisfactory performance of Consultant's obligations pursuant to this Agreement. Neither party shall be considered in default of this Agreement to the extent performance is prevented or delayed by any cause, present or future, which is beyond the reasonable control of the party.
9. Hold Harmless and Indemnification Agreement. At all times during the perfonnance of this agreement, Consultant agrees to protect, defend, and indemnify Pioneer in accordance with the provisions contained in Article 9 of Exhibit A.
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10. Insurance. Consultant shall file with Pioneer concurrently herewith a Certificate of Insurance, in companies acceptable to Pioneer, with a Best's Rating of no less than A-:VII, for the coverage shown in Exhibit D. All costs of complying with these insurance requirements shall be included in Consultant's fee(s). These costs shall not be considered a "reimbursable" expense under any circumstances.
11. Consultant Not Agent. Except as Pioneer may specify in writing Consultant shall have no authority, express or implied, to act on behalf of Pioneer in any capacity whatsoever as an agent.
Consultant shall have no authority, express or implied pursuant to this Agreement to Bind Pioneer to any obligation whatsoever.
12. Assignment Prohibited. Consultant may assign its rights and obligations under this Agreement only upon the prior written approval of Pioneer, said approval to be in the sole discretion of Pioneer.
13. Personnel.
A. Consultant shall assign only competent personnel to perform services pursuant to this Agreement. In the event that Pioneer, in its sole discretion, at any time during the term of this Agreement, desires the removal of any person or persons assigned by Consultant to perform services pursuant to this Agreement, including those members of the Project Team as explained below, Consultant shall remove any such person immediately upon receiving notice from Pioneer of the desire of Pioneer for removal of such person or persons.
B. Notwithstanding the foregoing, if specific persons are designated as the "Project Team" in Exhibit A, Consultant agrees to perfonn the work under this Agreement with those individuals identified. Reassignment or substitution of individuals or subcontractors named in the Project Team by Consultant without the prior written consent of Pioneer shall be grounds for cancellation of the Agreement by Pioneer, and payment shall be made pursuant to Section 15 (Termination) of this Agreement only for that work performed by Project Team members.
14. Standard of Performance. Consultant shall perform all services required pursuant to this Agreement in the manner and according to the standards .observed by a competent practitioner of the profession in which Consultant is engaged in the geographical area in which Consultant practices its profession. All products of whatsoever nature which Consultant delivers to Pioneer pursuant to this Agreement shall be prepared in a substantial first class and workmanlike manner and conform to the standards or quality normally observed by a person practicing in Consultant's profession.
15. Termination.
A. Pioneer shall have the right to terminate this Agreement at any time by giving notice in writing of such tennination to Consultant. In the event Pioneer shall give notice of termination, Consultant shall immediately cease rendering service upon receipt of such written notice, pursuant to this Agreement. In the event Pioneer shall terminate this Agreement:
1) Consultant shall deliver copies of all writings prepared by it pursuant to this Agreement to Pioneer. The tenn "writings" shall be construed to mean and includes: handwriting, typewriting, printing, Photostatting, photographing, and every other means of recording upon any tangible thing any form of communication or representation, including letters, words, pictures, sounds, or symbols, or combinations thereof. 2) Pioneer shall have full ownership and control of all such writings delivered by Consultant pursuant to this Agreement.
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16. 3) Pioneer shall pay Consultant the reasonable value of services rendered by Consultant to the date of tennination pursuant to this Agreement not to exceed the amount documented by Consultant and approved by Pioneer as work accomplished to date; provided, however, that in no event shall any payment hereunder exceed the amount of the Agreement specified in Exhibit B, and further provided, however, Pioneer shall not in any manner be liable for lost profits which might have been made by Consultant had Consultant completed the services required by this Agreement. In this regard, Consultant shall furnish to Pioneer such financial information as in the judgment of Pioneer is necessary to determine the reasonable value of the services rendered by Consultant. The foregoing is cumulative and does not affect any right or remedy, which Pioneer may have in law or equity.
B. Consultant may terminate its services under this Agreement upon thirty- (30) working days' advance written notice to Pioneer.
Contract Term. This agreement shall remain in place until tenninated pursuant to Section 15 of this Agreement.
17. Non-Discrimination. Consultant shall not discriminate in its employment practices because of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, sex, gender, age, or sexual orientation, gender identity, gender expression or veteran status in contravention of the California Fair Employment and Housing Act, Government Code section 12900 et~- Consultant shall not discriminate, harass or retaliate against Pioneer, its appointed officials, officers, employees, agents, servants, volunteers, those Pioneer agents serving as independent contractors in the role of Pioneer officials, consultants, contractors, subcontractors, or subconsultants, on nay basis prohibited by law.
18. Records. Consultant shall maintain, at all times, complete detailed records with regard to work performed under this Agreement in a form acceptable to Pioneer, and Pioneer shall have the right to inspect such records at any reasonable time. Notwithstanding any other terms of this Agreement, no payments shall be made to Consultant until Pioneer is satisfied that work of such value has been rendered pursuant to this agreement. However, Pioneer shall not unreasonably withhold payment and, if a dispute exists, the withheld payment shall be proportional only to the item in dispute.
19. Ownership of Information. All professional and technical information developed under this Agreement and all work sheets, reports, and related data shall become the property of Pioneer, and Consultant agrees to deliver reproducible copies of such documents to Pioneer on completion of the services hereunder. Pioneer agrees to indemnify and hold Consultant harmless from any claim arising out ofreuse of the infonnation by Pioneer for other than this project.
20. Waiver. One or more waivers by one party of any major or minor breach or default of any provision, term, condition, or covenant of this Agreement shall not operate as a waiver of any subsequent breach or default by the other party.
21. Conflict of Interest. Consultant certifies that no official or employee of Pioneer, nor any business entity in which an official of Pioneer has an interest, has been employed or retained to solicit or aid in the procuring of this Agreement. In addition, Consultant agrees that no such person will be employed in the performance of this Agreement without immediately notifying Pioneer.
22. Entirety of Agreement. This Agreement contains the entire agreement of Pioneer and Consultant with respect to the subject matter hereof, and no other agreement, statement, or promise made by any party, or to any employee, officer or agent of any party, which is not contained in this Agreement, shall be binding or valid.
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23. Alteration. No waiver, alteration, modification, or termination of this Agreement shall be valid unless made in writing and signed by all parties, except as expressly provided in Section 15, Termination.
24. Governing Law. This Agreement is executed and intended to be performed in the State of California, and the laws of that State shall govern its interpretation and effect. Any legal proceedings on this agreement shall be brought under the jurisdiction of the Superior Court of County of Placer, State of California, and Consultant hereby expressly waives those provisions in California Code of Civil Procedure §394 that may have allowed it to transfer venue to another jurisdiction.
25. Notification. Any notice or demand desired or required to be given hereunder shall be in writing and deemed given when personally delivered or deposited in the mail, postage prepaid, and addressed to the parties as follows:
26. 27.
PIONEER COMMUNITY ENERGY:
Pioneer Community Energy
Attn: Eric Acedo
2510 Warren Drive, Suite B
Rocklin, CA 95677
[email protected]
Phone: 916-758-8943
CONSULT ANT:
cQuant.1O, Inc.
Attn: David Leevan, CEO
Address: 357 South Mccaslin Blvd., Suite 200
Louisville, CO 80027
Email: [email protected]
Phone: 303-916-1031
Any notice so delivered personally shall be deemed to be received on the date of delivery, and any notice mailed shall be deemed to be received five (5) days after the date on which it was mailed.
Corporate Authority. The person executing this Agreement on behalf of Consultant warrants the he or she is duly authorized to execute this Agreement on behalf of said party and that by his or her execution, the Consultant is formally bound to the provisions of this Agreement.
Conflicts. In the event that conflicting terms arise throughout this agreement, Exhibit A shall take precedence and prevail over any other terms.
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IN WITNESS WHEREOF, the Parties hereto, through their respective authorized representatives have executed this Agreement as of the date and year first above written.
PIONEER COMMUNITY ENERGY
By: 1Jot< eek.er/ 07-19-2024
Printed Name/Title: Don Ecke11, Chief Executive Officer Approved as to Fonn - Special Counsel:
By: pa/rid( £«rilJ'1f 07-19-2024
Printed Name/Title: Patrick Enright, Special Counsel
CONSULTANT
By: Oaflitl leeJrau 07-19-2024
Printed Name/Title: David Leevan, Chief Executive Officer *If Consultant is a corporation, this agreement must be signed by two corporate officers, one of which must be the secretary of the corporation, and the other may be either the President or Vice President, unless an authenticated corporate resolution is attached delegating authority to a single officer or other officers to bind the corporation.
Exhibits
A. Scope of Services
B. Payment for Services Rendered
C. Facilities, Equipment and Other Obligations of Pioneer D. Hold Harmless Agreement and Insurance Requirements
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cQuant.10
Terms and Conditions
EXHIBIT A
SCOPE OF SERVICES
Terms and Conditions
These Standard Terms and Conditions ("Terms and Conditions") apply to, and are incorporated by reference into, an order form ("Order Form") that has been signed by cQuant.1O, Inc. ("cQuant") and the cQuant customer identified in the Order Form ("Customer"). The signed Order Form, together with these Terms and Conditions, state the terms of a binding contract (this "Service Contract") under which cQuant shall provide, and Customer shall purchase and pay for, the services described in the Order Form (the "Services").
ARTICLE 1: Introductory Provisions
Services may consist of the following:
a. access to the hosted cQuant Analytics Platform ("Hosted Analytics Services"), which enable Customers to access and use a variety of models, including econometric, statistical, mathematical, problem solving, and logistical models (each a "Model"), that are hosted by or on behalf of cQuant in a proprietary web application; and
b. professional services ("Professional Services"), which are custom software development services or data-related services that have been negotiated by cQuant and Customer and have been specified in an Order Form.
ARTICLE 2: Definitions
The definitions stated in this Article will apply throughout this Service Contract. Other definitions are stated elsewhere in this Service Contract.
"Content" means, without limitation, any and all information, data, results, ideas, plans, sketches, texts, files, links, images, photos, video, sound, inventions (whether or not patentable), notes, works of authorship, articles, feedback, or other materials. Models are not included in "Content". "cQuant Technology" means: (a) Intellectual Property contained in or otherwise related to one or more Models, to any Hosted Analytics Services, or to any other information or materials provided by cQuant to Customer; (b) Intellectual Property and proprietary technology owned by cQuant or its suppliers before the Effective Date; and (c) cQuant Work Product. For clarity, cQuant Technology does not include Customer Data.
"cQuant Work Product" means all work product, including Models (but excluding Customer Data incorporated into any Models), and all Intellectual Property embodied therein, that was created or developed by cQuant, alone or in concert with others, in the course of performing Professional Services.
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"Customer Data" means any Content provided for, imported into, or uploaded to the Site by Customer or on Customer's behalf, and any information, data, or other materials generated from the Site based on such Content, in the course of Customer's proper use of Hosted Analytics Services. Nothing herein grants or transfers title or ownership of any of Customer's Data from Customer to cQuant. "Customer Work Product" means all work product, and the Intellectual Property therein, that was created or developed solely by Customer, including such work product that was created or developed by using Hosted Analytics Services.
"Documentation" means all specifications, user manuals, and other technical materials relating to the Services.
"Effective Date" of this Service Contract means the date on which the Order Form has been signed by cQuant and Customer.
"Intellectual Property" means any and all now known or hereafter existing (a) rights associated with works of authorship, including copyrights, mask work rights, and moral rights; (b) patents, patent applications, invention disclosures, and industrial property rights; (c) trade secrets and know-how; (d) trademarks, tradenames, service marks, domain names, and URLs; (e) trade dress, industrial design rights, and other design rights; (f) all other items commonly regarded as intellectual property anywhere in the world; (g) all registrations, applications, renewals, extensions, or reissues of any of the foregoing; and (h) all rights in, to, or under any of the foregoing arising under a license, lease, or other legal instrument. Nothing herein grants or transfer title or ownership to either party's Intellectual Property rights to the party.
"License Term", for a Hosted Analytics Services specified in the Order Form, if any, means the period during which a specified number of Users are permitted and licensed to use that Hosted Analytics Services. The License Term for any Hosted Analytics Services is stated in the Order Form. "Order Form" means the form for the initial subscription for the Service and any subsequent order forms submitted and accepted on line or in written form and specifying among other things, the number of Users, the Models licensed, the applicable fees, the billing period, and other changes as agreed to between the parties, each of which becomes incorporated into and a part of these Terms. "Person", whether or not capitalized, means any natural person and any corporation, limited liability company, government or governmental agency, or other legal entity. "Site" means the cQuant website through which Hosted Analytics Services are provided. "Third Party" means any person other than cQuant or Customer. "User" is a person authorized in accordance with this Service Contract to access, use, and execute Hosted Analytics Services.
ARTICLE 3: Hosted Analytics Services
3.1 License Grant. Subject to the terms and conditions of this Agreement, cQuant hereby grants to Customer a non-exclusive, non-transferable, non-sublicensable license (the "License"), which (a) permits Customer and Users to access, use, and execute the Hosted Analytics Services specified in the Order
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Form, and (b) is subject in all respects to the limitations stated in Section 3.2 and all other provisions of this Service Contract.
3.2 Limitations on the License
All rights not expressly granted to Customer are reserved to cQuant. Except as expressly stated to the contrary in this Service Contract, no express or implied license or right of any kind is granted to Customer regarding any Hosted Analytics Services, cQuant Technology, or any part of the foregoing, including the right to obtain possession of any source code, data, or Documentation relating to cQuant Technology. The Parties disclaim the existence or granting of any implied licenses.
The License permits access to and use of the Hosted Analytics Services ordered by Customer (i) only during the License Term, and (ii) only for Customer's internal business purposes. Any other access or use is prohibited. Without limiting the generality of the foregoing, Customer may use, reproduce, distribute, create derivative works of, perform, display, or execute a Model solely in the course of Customer using the Hosted Analytics Services over the Internet, in the manner in which it was intended to be used, and not otherwise.
Customer will not remove any copyright or other proprietary notice applicable to any Model or Hosted Analytics Services. Nothing in this Service Contract restricts Customer's use, distribution, or creation of derivative works with respect to any Customer Data.
3.3 Other Prohibited Acts. Customer shall not: (a) permit or suffer any person to access or use Hosted Analytics Services ordered by Customer, other than the specific Users for whom Customer has paid a fee and has received unique login credentials; (b) rent, lease, loan, or sell access to Hosted Analytics Services to any third party; (c) interfere with, disrupt, alter, translate, or modify any Hosted Analytics Services or any part thereof; (d) reverse engineer or access any Hosted Analytics Services in order to (i) build a competitive product or service, (ii) build a product using similar ideas, features, functions, or graphics of any Hosted Analytics Services; or (iii) copy any of the ideas, features, functions, or graphics embodied in any Hosted Analytics Services; (e) without cQuant's express written permission, introduce software or automated agents or scripts to any Hosted Analytics Services so as (A) to produce multiple accounts, generate automated searches, requests, and queries, or (B) to strip or mine data from any Hosted Analytics Services; (f) perform or publish any performance or benchmark tests or analyses relating to any Hosted Analytics Services or the use thereof; or (g) cover or obscure any page or part of any Hosted Analytics Services via HTML/CSS, scripting, or any other means, if any.
3.4 Usernames and Passwords. cQuant shall furnish to each User (or shall allow each User to specify) a unique username and password to enable such User to access any Hosted Analytics Services specified in the Order Form. Customer will ensure that each username and password will be used only by the specific, named User to whom it was issued, i.e., this is not a software license of the type commonly referred to as a "concurrent use license". Customer is responsible for maintaining the confidentiality of all Users' usernames and passwords, and is solely responsible for all activities that occur under those usernames. Customer agrees (a) not to allow a third party to use Customer's account, usernames or passwords at any time; and (b) to notify cQuant promptly of any actual or suspected (i) unauthorized use of Customer's account, usernames or passwords, or (ii) other breach or suspected breach of this Service Contract. cQuant reserves the right to terminate any username and password, which cQuant reasonably determines may have been used by an unauthorized third party. A User license may not be
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shared or used by more than one User. Customer, upon notification to cQuant, may reassign a particular User's rights with regard to the Hosted Analytics Services specified in the Order Form, if that User no longer requires access to the Hosted Analytics Services specified in the Order Form, e.g., because he or she has been reassigned to a different position within Customer's organization or because his or her employment with Customer has terminated; such reassignment must include all the rights of the User in question.
3.5 Not a Sale. This is not an agreement of purchase or sale; computer software and other cQuant Technology involved in the provision of Hosted Analytics Services is not offered for sale to cQuant customers in the ordinary course of cQuant's business.
ARTICLE 4. Intellectual Property
4.1 cQuant Technology. cQuant Technology, which term includes cQuant Work Product, is the exclusive property of cQuant or its suppliers. Customer shall assign and hereby does assign, convey, and quitclaim unto cQuant all Customer's right, title, and interest in, to, and under cQuant Technology. Customer hereby assigns to cQuant any suggestions, ideas, enhancement requests, feedback, and recommendations, and all other Content provided by Customer, related to any Models, Hosted Analytics Services, or other cQuant Technology, except for Customer Data.
4.2 Customer Work Product. Customer Work Product is the sole and exclusive property of Customer.
4.3 Commingling of Work Product. The incorporation of any Customer Work Product into cQuant Work Product will not affect the ownership of such Customer Work Product or the cQuant Work Product.
4.4 Assistance in Perfecting Rights. Customer will perform all acts that are reasonably necessary or desirable to permit and assist cQuant in obtaining, perfecting, and enforcing cQuant's rights and benefits in, to, and under Intellectual Property embodied in cQuant Technology. If cQuant is unable for any reason to secure the signature of Customer or any of Customer's employees or contractors on any document necessary or desirable in connection with the filing, prosecution, registration, or memorialization of cQuant's rights in any cQuant Technology, Customer hereby irrevocably designates and appoints cQuant and cQuant's duly authorized officers and agents as Customer's agents and attorneys-in-fact to do so in the name, place, and stead of Customer, all with the same legal force and effect as if the document or instrument in question were executed by Customer. The foregoing is deemed a power coupled with an interest and is irrevocable.
ARTICLE 5. Professional Services
5.1 Fees and Expense Reimbursement. cQuant's fees and other charges for Professional Services will be as stated in the applicable Order Form. Unless otherwise stated in an Order Form, Customer will reimburse cQuant for all reasonable out-of-pocket expenses actually incurred by cQuant in performing Professional Services. cQuant will seek Customer approval before incurring reimbursable expenses. cQuant is solely responsible for, and must maintain adequate records of, expenses incurred in the course of performing Professional Services.
5.2 Work Orders. Each Order Form for Professional Services will contain, as an attachment, a full description of the Professional Services to be rendered by cQuant thereunder, which attachment is referred to in this Service Contract as a "Work Order". Each Work Order will be deemed an integral part
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of the Order Form to which it is attached. Work Orders will include all material information regarding the Professional Services project, including, but not limited to: a reasonably detailed description of the Professional Services to be rendered; the price or compensation to be paid by Customer for the Professional Services, itemized in reasonable detail; any applicable deadlines, milestones, or special requirements; and any other material terms negotiated by the Parties.
5.3 Independent Contractor. With respect to the provision of Professional Services, cQuant is an independent contractor of Customer. Nothing in this Service Contract or any Order Form creates a partnership, agency, joint venture, employment, or similar relationship. cQuant will not be entitled to any of the benefits that Customer may make available to its employees, including, but not limited to, group health or life insurance, profit-sharing, or retirement benefits. cQuant is not authorized to make any representation, contract, or commitment on behalf of Customer unless specifically requested or authorized in writing to do so by a Customer manager.
ARTICLE 6. Customer Data
6.1 Customer's Data Warranty. Customer represents and warrants that the use of Customer Data by Customer or cQuant will not violate the Intellectual Property, contractual, or other rights of any third party and will not contain any virus, worm or other malicious computer programming code capable of damaging any Hosted Analytics Services or the systems that provide the same ("Customer's Data Warranty").
6.2 Systems Use and Security. cQuant shall provide reasonable logical and physical security for Customer Data, which will include, but will not be limited to: (a) a defined security administration practice and process including account and password administration; and (b) ensuring that only cQuant employees and contractors who need to access Customer Data for cQuant to provide Hosted Analytics Services will have such access. cQuant may modify its security systems and procedures from time to time, in its discretion. Notwithstanding the foregoing provisions of this paragraph, cQuant may delegate and or all its obligations under this Section 6.2 to a reputable professional hosting provider, and cQuant will deemed released from performing any of the obligations so delegated.
6.3 Data Loss. cQuant endeavors to employ best industry practices, including backing up Customer Data, to avoid loss, corruption, or destruction of Customer Data ("Data Loss"). Customer shall archive, keep, and maintain a current copy of all Customer Data, at Customer's sole cost and expense. If a Data Loss occurs because of cQuant's negligence or greater fault, cQuant will engage a professional data recovery expert or firm, at cQuant's expense, in an effort to recover the Customer Data; provided, however, that cQuant will not be required to expend more than $10,000 in such recovery efforts for any single Data Loss or series of related Data Losses. If a Data Loss occurs as the result of any cause other than cQuant's negligence or greater fault, and Customer requests cQuant to perform recovery services with respect to that Data Loss: (a) Customer shall pay cQuant for such recovery services at cQuant's then-current time and materials rates, regardless of whether cQuant's recovery services are successful; and (b) cQuant's recovery services will be without warranty of any kind. Except as expressly stated above in this paragraph, cQuant will incur no liability or obligation as a result of any Data Loss, regardless of whether the Data Loss results from the negligence or greater fault of cQuant.
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6.4 Access to Customer Data On Termination
Except as provided in subsection "(b)", if Customer's access to or subscription for Hosted Analytics Services is terminated, and if Customer requests an electronic copy of its Customer Data in writing within 30 days after such termination, cQuant shall comply with the request. cQuant may delete permanently all Customer Data at any time more than 30 days after Customer's access to or subscription for Hosted Analytics Services is terminated, regardless of the circumstances of termination. cQuant may suspend Customer's access to Customer Data throughout any period during which Customer is delinquent in paying any amount owing to cQuant for Hosted Analytics Services. If Customer remains delinquent for 10 days or more after receiving written notice of the delinquency from cQuant, cQuant in its discretion may delete all Customer Data and will not be required to retain or provide a copy of the Customer Data so deleted.
6.5 cQuant's Collection and Use of Customer Data and Usage Data. cQuant will not disclose Customer Data to any third party except in anonymized and aggregated form and will not knowingly and intentionally use Customer Data for any purpose other than rendering Services to Customer. cQuant collects data regarding the usage of Hosted Analytics Services; the usage data so collected may include, without limitation, data set sizes, Model run-times, and frequency of Model runs. Customer hereby grants cQuant permission to disclose such usage data to third parties in anonymized and aggregated form.
6.6 Customer Logos. Customer hereby grants cQuant a non-exclusive, worldwide, royalty-free, and fully-paid license to display Customer's logos, so long as no representation is made expressly or impliedly that Customer endorses cQuant or its products or services.
ARTICLE 7. Payment
7.1 Charges. Customer shall pay all fees to Customer's account in accordance with the billing terms in effect at the time a fee is due and payable. Unless mutually agreed otherwise, payments must be made in advance. All payment obligations are non-cancelable, and all amounts paid or prepaid are nonrefundable. cQuant may require a valid credit card as a condition to signing up for a Hosted Analytics Services. An individual who is authorized to act as license administrator on behalf of Customer ("License Administrator") may add license rights by executing an additional or supplemental Order Form and paying the applicable fees. cQuant reserves the right to modify its fees and charges and to introduce new charges at any time, upon 30 days' prior notice to Customer, which notice may be provided by email, except that cQuant may not modify the fees applicable to any period for which Customer has prepaid with cQuant's consent.
7.2 Billing
cQuant charges and collects in advance for Hosted Analytics Services. Professional Services will be billed as stated in the applicable Order Form or Work Order.
Any amounts not paid to cQuant when due will bear interest at the lesser of 1.5% per month or the maximum legal rate. Upon thirty (30) days written notice of any outstanding amount and cQuant intention to withhold performance and discontinue service to Customer, cQuant may suspend its
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performance and discontinue all services to Customer, including Services under this Service Contract and other services, until Customer's account is brought current.
Customer shall provide cQuant with complete and accurate billing and contact information. This information includes Customer's legal company name, street address, email address, and the name and telephone number of an authorized billing contact and License Administrator. Customer shall update its billing and contact information within 30 days after any change occurs. Customer's furnishing of false billing or contact information constitutes grounds for cQuant's termination of Services.
7.3 Taxes
cQuant's fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and Customer shall be responsible for the payment of all such taxes, levies, or duties, excluding only United States taxes based solely on cQuant's income.
No part of cQuant's compensation will be subject to withholding by Customer for the payment of any taxes, including, without limitation, social security, federal, state, local, and payroll. Customer will regularly report all payments made to cQuant to the appropriate federal, state, and local agencies, if and as required by law.
cQuant is solely responsible for filing all tax returns and making all tax payments required in connection with the performance of Services.
ARTICLE 8. cQuant's Warranties and Disclaimers
8.1 cQuant's Limited Warranties, including Uptime Warranty. Subject to the disclaimers, limitations, and restrictions stated in this Service Contract, cQuant provides the following limited warranties: (a) that cQuant will provide Hosted Analytics Services in a manner consistent with general industry standards applicable to technical subscription services similar to the Hosted Analytics Services; and that the Hosted Analytics Services will materially conform to cQuant's then-current Documentation when used under normal circumstances and in accordance with cQuant's recommendations; (b) cQuant will perform Professional Services in a good and workmanlike manner; and (c) that Customer's use of any cQuant Work Product or Hosted Analytics Services in a manner expressly authorized by cQuant in this Service Contract will not infringe the Intellectual Property rights of any third party (the limited warranty stated in subsection "(c)" being the "Noninfringement Warranty"). In addition to the warranties stated above in this paragraph, with respect to Hosted Analytics Services, cQuant provides the Uptime Warranty, as defined in cQuant's standard Service Level Agreement, set forth below ..
If Customer notices cQuant of a breach of the warranty in Section 8.1(a) or (b), cQuant will re-perform the nonconforming Service; if the nonconforming Service cannot be brought into compliance with the Limited Warranty to the mutual satisfaction of the parties after reasonable efforts, cQuant at its option may terminate the Agreement in whole or in part and refund fees paid with respect to the terminated portion for the remainder of the Term
8.2 Disclaimers. The limited warranties stated in Section 8.1 (collectively, "cQuant's Limited Warranties") are the sole and exclusive warranties made with respect to any Services and are made to Customer only; no other person may assert a claim for the breach of any of cQuant's Limited Warranties. EXCEPT FOR CQUANT'S LIMITED WARRANTIES, THE SERVICES ARE PROVIDED "AS-IS" AND
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WITHOUT ANY WARRANTY WHATSOEVER. CQUANT DISCLAIMS ALL OTHER WARRANTIES, WHETHER
WRITTEN, ORAL, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, WITHOUT LIMITATION, THE IMPLIED
WARRANTIES OF MERCHANTABILITY, TITLE, NONINFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING: CQUANT DOES NOT WARRANT THAT ANY SERVICE, INCLUDING ANY MODELS, WILL BE ERROR-FREE; AND EXCEPT AS EXPRESSLY
STATED IN THE UPTIME WARRANTY, CQUANT DOES NOT WARRANT THAT ANY HOSTED ANALYTICS SERVICES WILL BE CONTINUOUS OR UNINTERRUPTED. ALL SERVICES MAY BE SUBJECT TO
LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS. CQUANT IS NOT RESPONSIBLE FOR, AND CQUANT'S LIMITED
WARRANTIES DO NOT COVER, ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGES RESULTING FROM SUCH PROBLEMS.
ARTICLE 9. Indemnification
9.1 cQuant agrees, at its sole cost and expense, to indemnify, defend with counsel reasonably approved by Customer, and protect and hold harmless Customer, its officers, directors, employees, agents, attorneys, designated volunteers, successors and assigns, and those Customer agents serving as independent contractors in the role of Customer staff (collectively "Customer lndemnitees") from and against any and all liabilities, damages, losses, judgments, fines, and expenses, including reasonable attorneys' fees and costs, resulting from or incurred as a result of any action, suit, proceeding, or claim brought or made by a third party (a "Third-Party Claim") arising out of or related to cQuant's breach of this Agreement. Consultant agrees that its indemnity and defense obligations include all costs and expenses, including all attorney fees, expert fees, mediation, arbitration, or court costs in connection with the defense.
9.2 If a Third-Party Claim asserts or involves an allegation that cQuant violated the Non infringement Warranty and the Software subject to the Third-Party Claim (the "Infringing Materials") is held, or in cQuant's opinion is reasonably likely to be held, by a court of competent jurisdiction to violate, infringe, or misappropriate a third party's Intellectual Property rights, cQuant shall (in addition to providing indemnification under Section 9.2), at its sole option and expense, (a) procure for Customer the right to continue using the Infringing Materials; (b) replace or modify the Infringing Materials so that they become non-infringing (such modification or replacement shall be materially similar to the original); or, (c) if neither (a) nor (b) is practicable in cQuant's sole discretion, terminate the Agreement and refund to Customer the fees paid with respect to the Infringing Materials (less the value that Customer received from the Infringing Materials prior to termination). This Section 9.2 is Customer's exclusive remedy, and cQuant's sole obligation, in the event of a breach of the Non infringement Warranty.
9.3 cQuant shall have no obligation under Sections 9.1 and 9.2 to the extent that a Third-Party Claim arises out of or relates to: (a) Customer's breach of the Agreement;(b) Customer's breach of any other agreement to which it is subject, including license terms applicable to third-party software;(c) alteration of any Software or other materials provided by cQuant by any person other than cQuant; or (d) the combination of any portion of the Software or other materials provided by cQuant with any services, products, or other materials not provided by cQuant (unless expressly authorized in the Documentation).
9.4 The cQuant's obligations under this Section 9 apply regardless of the existence or amount of insurance the cQuant carries or has made available to Customer.
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9.5 The Parties agree that this Section 9 survives the expiration or earlier termination of the Agreement.
9.6 By Customer. Customer will indemnify, defend, and hold harmless cQuant from and against any Third-Party Claim asserted against cQuant alleging facts that, if true, establish that (a) Customer used the Services in an unlawful, improper, or unauthorized manner; or (b) breached the Customer's Data Warranty stated in Section 6.1.
9.7 Procedure. Each indemnifying party's obligations as set forth above, with respect to any particular Claim, are conditioned upon each of the following: (a) the indemnified party shall promptly notify the indemnifying party in writing of the Claim; (b) the indemnifying party shall have sole control of the defense or settlement of the Claim; and (c) the indemnified party shall cooperate with the indemnifying party to facilitate the settlement or defense of the Claim; provided, however, that an indemnified party's failure to notify an indemnifying party of a Claim promptly shall not relieve the indemnifying party of its indemnification obligations except to the extent that such failure caused actual prejudice or damage to the indemnifying party. An indemnifying party's obligations under this Article include, without limitation, the payment of all damages, costs, and attorneys' and experts' fees, whether incurred in satisfaction ot a judgment or in settlement; provided, however, that an indemnifying party will not be required to indemnify for any amount paid in settlement unless the settlement disposes of all Claims against the indemnifying party.
ARTICLE 10. Limitations on Damages
10.1 EXCLUSION OF CERTAIN TYPES OF DAMAGES. TO THE EXTENT PERMITTED UNDER APPLICABLE
LAW, IN NO EVENT SHALL CQUANT, OR ITS SUPPLIERS OR LICENSORS, BE LIABLE TO CUSTOMER FOR
ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, OR PUNITIVE OR EXEMPLARY DAMAGES,
INCLUDING DAMAGES FOR LOST PROFITS, DATA LOSS, LOSS OF USE, DIMINISHED GOODWILL OR REPUTATION, OR REPLACEMENT. IN NO EVENT WILL CQUANT BE LIABLE FOR THE COST OF PROCURING OR USING SUBSTITUTE PRODUCTS OR SERVICES, I.E., "COVER". TO THE EXTENT
PERMITTED UNDER APPLICABLE LAW, CQUANT WILL NOT BE LIABLE FOR PERSONAL INJURY, BODILY
INJURY, OR PROPERTY DAMAGE RESULTING FROM THE PROVISION, PERFORMANCE, USE, INABILITY TO USE, OR MISUSE OF THE SERVICES. THE LIMITATIONS STATED ABOVE IN THIS PARAGRAPH APPLY
REGARDLESS OF THE CAUSE OF ACTION OR THE THEORY OF LIABILITY, WHETHER IN TORT, CONTRACT, OR OTHERWISE, EVEN IF CQUANT HAS BEEN NOTIFIED OF THE LIKELIHOOD OF SUCH DAMAGES.
10.2 CUSTOMER'S ASSUMPTION OF RISK. CUSTOMER ASSUMES ALL RISK OF DAMAGE, EXPENSE, OR LOSS RESULTING FROM ITS USE OF THE SERVICES. WITHOUT LIMITING THE GENERALITY OF THE
FOREGOING, CQUANT WILL NOT BE LIABLE UNDER ANY THEORY FOR DAMAGES, EXPENSES, OR LOSSES INCURRED OR SUSTAINED AS A RESULT OF ITS USE OF OR RELIANCE ON THE SERVICES, E.G., TRADING OR HEDGING LOSSES.
10.3 Certain Person Not Liable. In addition to the limitations stated elsewhere in this Article, in no event shall cQuant's suppliers have any liability arising out of or in connection with any Service.
10.4 LIMITATION AS TO AMOUNT OF DAMAGES. THE MAXIMUM LIABILITY OF CQUANT OR ANY OF ITS
SUPPLIERS OR LICENSORS ARISING OUT OF OR IN CONNECTION WITH ANY SERVICES MAY NOT EXCEED THE FEES PAID BY CUSTOMER TO CQUANT FOR ANY SERVICES DURING THE 12 MONTHS IMMEDIATELY
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PRECEDING THE DATE ON WHICH THE CLAIM AROSE. THE EXISTENCE OF MULTIPLE CLAIMS WILL NOT INCREASE THE AFOREMENTIONED LIABILITY LIMIT.
10.5 Basis of the Bargain. The limitations and exclusions stated in this Article will survive and continue in full force and effect despite any failure of consideration or failure of an exclusive remedy. Both parties acknowledge that this Service Contract has been entered into in reliance upon these limitations of liability, which form an essential basis of the bargain between the parties.
ARTICLE 11. Confidentiality
11.1 Definition of Customer Confidential Information. "Customer Confidential Information" means (a) all technical and non-technical information related to the Customer's business or its current, future, and proposed products or services, including trade secrets, financial results, and plans, marketing plans, and customer and vendor data; and (b) any information that Customer has received from others and is obligated by contract or otherwise by law to treat as confidential or proprietary. Notwithstanding the foregoing, "Customer Confidential Information" does not include any information that: (i) is or becomes known to members of the rmhlic, through no fault of cQuant; (ii) is rirovided to cQuant hy a third riarty who, to cQuant's actual knowledge, did not commit a breach of duty or other wrongful act in doing so; (iii) is independently developed by cQuant or is previously known to cQuant; (iv) is required to be disclosed by court order or legal process, but only if cQuant makes commercially reasonable efforts to inform Customer of such order or process in advance of disclosure.
11.2 Nondisclosure and Nonuse of Customer Confidential Information. cQuant shall not use, disseminate, or disclose Customer Confidential Information to any third party without the consent of Customer. cQuant shall use Customer Confidential Information solely to perform Work and otherwise to perform its obligations under this Service Contract. cQuant shall treat all Customer Confidential Information with the same degree of care as cQuant accords cQuant's own confidential information, but in no case shall cQuant use less than reasonable care. cQuant shall disclose Customer Confidential Information only to those of cQuant's employees and contractors who have a need to know such information in performing their employment or contracting responsibilities. Each such employee or contractor will have agreed to be bound by terms and conditions that at least as protective of Customer Confidential Information as the terms and conditions applicable to cQuant under this Article. cQuant shall return all Customer Confidential Information to Customer on demand at such time as it is no longer needed to perform Work; provided, however, that cQuant may retain a copy solely for archival purposes, for use or production pursuant to court order or legal process.
11.3 Confidentiality of cQuant Work Product. All cQuant Work Product is proprietary and confidential to cQuant. Except as expressly stated in the applicable Work Order, Customer shall not disclose cQuant Work Product to any third party or use it for any purpose other than the approved purposes stated in the applicable Work Order.
11.4 Prohibition against Reverse Engineering. Customer shall not reverse engineer any Hosted Analytics Services or cQuant Work Product. If Customer does so: (a) cQuant will own all rights in and to the results of such reverse engineering, including all Intellectual Property embodied therein; (b) all such results will be deemed cQuant Work Product; and (c) Customer will assign and transfer to cQuant, and hereby does assign and transfer to cQuant, all right, title, and interest in and to such results.
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11.5 Cooperation. In the event Customer gives cQuant written notice of a "litigation hold" or a request for records under the California Public Records Act (Gov. Code§ 6250 et seq.), then as to all data identified in such notice, cQuant shall, at no additional cost to Customer, isolate and preserve all such data pending receipt of further direction from Customer.
11.6 Public Records Act. It is understood that Customer is subject to the California Public Records Act (Gov. Code§ 6250 et seq.).
ARTICLE 12. Termination
12.1 Term
Hosted Analytics Services. The terms and conditions of this Service Contract will apply, as to any Hosted Analytics Services, throughout the applicable License Term, unless terminated earlier under another provision of this Service Contract. The License Term and Customer's obligation to pay subscription fees will renew and continue automatically on a year-to-year basis after the expiration of the then-current License Term, unless Customer gives cQuant written notice of its desire not to renew the License Term, at least three business days before the end of the then-current License Term. The fees to be charged during the License Term as so renewed will not change upon renewal; provided, however, that if cQuant notifies Customer of a price increase, not to exceed five percent, at least ten business days before the end of the then-current License Term, the price increase will apply during the License Term as so renewed.
Professional Services. The terms and conditions of this Service Contract will apply, as to any Professional Services, until the final completion and acceptance of such Professional Services or until terminated under the terms of an applicable Order Form or Work Order.
Effect of Termination; Survival. Upon and after termination, cQuant will cease rendering Services under this Service Contract. Except as stated in the preceding sentence, the terms and conditions of this Service Contract will survive termination for so long as necessary to carry out the intent of the parties.
12.2 Termination of Hosted Analytics Services
By Customer. Customer may terminate any Hosted Analytics Service before its scheduled termination date, for convenience, by so notifying cQuant at any time. Termination will become effective three business days after notice, subject to any contrary provision stated in the applicable Order Form, e.g., a minimum License Term. Fees and other amounts prepaid by Customer will not be refunded upon termination under this paragraph, even if they relate to an unexpired portion of the License Term.
By cQuant. cQuant may terminate any Hosted Analytics Service before its scheduled termination date if (a) Customer has breached any provision of this Service Contract and has failed to cure such breach within 10 calendar days after cQuant notifies Customer of the breach; (b) cQuant is required to do so by law; (c) cQuant's provision of the Hosted Analytics Services to Customer is, in cQuant's opinion, no longer commercially viable; or (d) cQuant has elected to discontinue the Hosted Analytics Service.
Procedures upon Termination of Hosted Analytics Services. Upon termination of any Hosted Analytics Service: Customer will no longer have access to the terminated service and shall not attempt to access or use it; the terminated service will be deactivated; and the provisions of Section 6.4 regarding Customer Data will apply.
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ARTICLE 13. Contract Formation; Changes; Precedence
13.1 Acceptance by Customer. Customer will be deemed to have accepted this Service Contract and to have signed the Order Form if Customer receives and accepts any Services. Order Forms may be signed by electronic or digital means or by email correspondence indicating that assent or acceptance was intended.
13.2 Customer Responsible for Acts of Users. Customer is responsible for the acts or omissions of its Users and other employees and contractors occurring in connection with this Service Contract. This Service Contract will apply to all Users; provided, however, that Users' rights derive entirely from Customer's rights; Users have no independent rights to use or access any Services.
13.3 Representation of Authority to Bind Customer. An individual who signs the Order Form on behalf of Customer represents that he or she has the authority to do so.
13.4 Changes, Modifications, Amendments, and Waivers
Unilaterally. Except as otherwise provided in this Service Contract, cQuant may change any of these Terms and Conditions; any such change ("Change") will take effect 30 days after cQuant sends Customer a notice describing the change, by email addressed to Customer's email address as shown on cQuant's records. If and only if a particular Change is intended to apply across-the-board to all of cQuant's customers, it will be posted on the Site, but cQuant's decision not to post a particular Change on the Site will not affect its applicability to Customer. If Customer continues to use the Service to which a particular Change applies, after the effective date of that Change, Customer will be deemed to have accepted that Change.
By Mutual Consent; Precedence of Order Form. Any provision of this Service Contract may be modified by mutual, written consent of the Parties. The Order Form may contain a modification of this Service Contract, and in such case the parties' signatures on the Order Form will constitute their written consent to modify this Service Contract accordingly. In case of any inconsistency between this Service Contract and the Order Form, the Order Form will control and take precedence. No waiver of a breach of any provision of this Service Contract shall constitute a waiver of any other or subsequent breach.
ARTICLE 14. General
14.1 Governing Law and Venue. This Service Contract will be governed by and interpreted under the laws of the State of California, without giving effect to any conflict of laws principles that require the application of the law of a different jurisdiction, except that the laws of the United States will apply to questions of copyright, patents, and other exclusively federal matters. Customer hereby consents to the exclusive personal jurisdiction and venue of the state court in Placer County, California, or if appropriate, the federal courts located in the Eastern District of the State of California. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Service Contract. Customer shall comply at all times with all applicable laws, ordinances, regulations, and statutes, whether foreign or domestic. Without limiting the generality of the foregoing, Customer will not export, reexport, or transfer, directly or indirectly, any United States technical data acquired from cQuant, or any products utilizing such data, in violation of the United States export laws or regulations.
Customer, as a Joint Powers Authority, is a separate public entity from its constituent members and will be solely responsible for all debts, obligations and liabilities accruing and arising out of this Agreement.
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Consultant acknowledges that it will have no rights and agrees not to make any claims, take any actions or assert any remedies against any of Customer's constituent members in connection with this Agreement.
14.2 Local Laws. cQuant and its suppliers make no representation that any Hosted Analytics Services is appropriate or available for use in countries other than the United States. If Customer uses any Hosted Analytics Services from outside the United States, Customer is solely responsible for compliance with all applicable laws, including without limitation export and import regulations of other countries. Neither party shall distribute or use any Content in a manner that violates United States law.
14.3 Certain Rules of Construction. Headings and titles in these Terms and Conditions are for reference only and will be ignored for purposes of construing and applying the terms hereof. The word "including" will be construed as though it is followed by the words "without limitation". References to this Service Contract will be deemed to include and constitute references to all related Order Forms and Work Orders. References to an article or section of this Service Contract will be construed as references to that article or section and all its parts and subparts.
14.4 Successors and Assigns. cQuant may not subcontract or otherwise delegate cQuant's Professional Services obligations under this Service Contract without Customer's prior written consent. This Service Contract will inure to the benefit of, and will be binding upon, the heirs, successors, and permitted assigns of the parties, respectively.
14.5 Injunctive Relief. Injunctive relief will be available to either Party to prevent or stop a breach by the other Party of its confidentiality or nonsolicitation obligations, if any, or in any other appropriate circumstances.
14.6 Notices. Any required or permitted notice must be in writing, which includes email. Notice will be deemed given when it is actually received and will be presumed received and read within one business day after it is sent. Notice to cQuant must be sent to: [email protected]. Notice to Customer must be sent to Customer's email addresses stated in the applicable Order Form or Work Order. Either party may change its email address for notice purposes by giving written notice of the change to the other party.
14.7 Severability. If any provision of this Service Contract is held invalid or unenforceable, the other provisions of this Service Contract will remain valid and enforceable, and the invalid or unenforceable provision will be deemed modified insofar as it necessary to render it valid, enforceable and conforming as closely as possible to the intent of the parties. The court is hereby given the authority to modify this Service Contract to effectuate the preceding sentence.
14.8 Entire Agreement. These Terms and Conditions and all related Order Forms and Work Orders, which together comprise this Service Contract, constitute the entire agreement between the parties relating to its subject matter and supersede all prior and contemporaneous agreements concerning such subject matter, whether written or oral.
14.9 Effectiveness. This Service Contract will be effective from and after the Effective Date and will continue in effect as stated in Section 12.1.
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SERVICE LEVEL AGREEMENT
Uptime Warranty
cQuant warrants that the Uptime percentage, as defined below, will equal or exceed 99.5% in each month throughout the Term ("Uptime Warranty"). The "Uptime Percentage", during any calendar month, is equal to (x) the number of minutes that Customer is able to access the Service on a continuous basis during that calendar month divided by (y) the total number of available minutes during the same month. For purposes of the foregoing, the Customer will be considered able to access the Service on a continuous basis, and the Uptime calculation will not be affected, during any and all of the following circumstances; (a) planned outages outside of normal business hours where cQuant has provided Customer with a timely Notice of Downtime as described below; or (b) any interruption in the ability of Customer to access the Service that continues for less than 10 minutes or results from causes beyond cQuant's control, including, but not limited to (i) any failure in Customer's own computer systems, telephone equipment, hardware, software or other equipment, (ii) a Force Majeure event; (iii) any act or omission by Customer or any of its users; and (iv) outage or downtime of the services of cQuant's hosting provider, Amazon Web Service. For purposes of this definition the Service includes the complete operating environment, including the applications, data center and data network, as well as all integrated telecommunications equipment. Service does not include any of the following, if owned or operated by Customer: the data network, any data processing equipment, any telecommunications equipment or services, Internet or broadband service, or any other publicly available data communications facilities utilized by Customer.
Customer shall use, and shall provide to cQuant on demand, all log files, database records, audit logs, and other information reasonably available to enable cQuant to investigate fully all claims for breach of the Uptime Warranty ("Warranty Claims") and to make a reasonably accurate, good faith judgment regarding the Customer's due remedy, if any. At Customer's request cQuant will make available to Customer all information used by cQuant in evaluating Customer's Warranty Claims. cQuant may establish, and may modify from time to time, reasonable procedures for the submission of Warranty Claims.
NOTICE OF DOWNTIME. cQuant will use commercially reasonable efforts to provide Customer at least 48 hours' notice of the date, start time, and completion time of any regularly scheduled data center downtime. cQuant will provide notification of downtime by email to Customer's designated application administrators, and, if requested, to other users within Customer's organization, provided that Customer has maintained a current email address for each such user in accordance with cQuant's instructions.
Remedies
Customer's sole and exclusive remedies for breach of the Uptime Warranty will be as stated below in this section.
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If Customer submits a valid Warranty Claim, cQuant will provide Customer with a refund of a portion of the subscription fees, calculated in accordance with the table below.
Uptime in any Calendar Month Remedy
Less than 99.5% but equal to or greater than 95.0% Refund or credit of 10% of one month's subscription fee
Less than 95.0% but equal to or greater than 90.0% Refund or credit of 15% of one month's subscription fee
Less than 90.0% Refund or credit of 25% of one month's
subscription fee
If Customer submits one or more valid Warranty Claims for incidents occurring in each of three consecutive calendar months, then in lieu of the remedies stated in the above table, Customer may terminate its subscription for the Service on 30 days' written notice, in which event Company will pay Customer a pro-rated refund of the fees paid but not yet earned, within 10 days after Company receives Customer's demand for the same; provided, however, that any refunds previously paid under the above table will be credited in favor of cQuant.
Support
Severity Levels - Definitions
Severity Level
1 2
3
Definition
System is completely unavailable or is inoperable; i.e. users cannot log into the system or the system performance is degraded such that users are unable to use the system.
System is available, but critical business processes and multiple users are substantially impacted. Some business operations can proceed.
System is available, but business processes and multiple users are moderately impacted. Severity 3 will also cover situations where a suitable workaround has been established for a Severity 1 or Severity 2 incident. Example: A user's model run is not completing or is failing. to Consultant Services Agreement
4 System is available, and a fault is identified that has minor or no business impact. Example: usability issue, cosmetic fault, etc.
Severity Response Times
cQuant will manage incidents to the following severity timing and activity levels:
Severity Level
1 2
3 4
Support Procedures
Response
30 minutes
Two hours
Four hours
Within one business day
Resolution
Three Hours
24 Hours
Five business days. If new code is
required, code fix may be scheduled for
next monthly release.
Will be scheduled into a following major
software release.
Requests must be submitted during cQuant's normal business hours, which are Monday through Friday, 7 AM - 5 PM Mountain Time, excluding bank holidays. cQuant's standard support procedures are as follows:
a. Requests for support may be submitted by any of the following methods:
• Via a dedicated customer support email, provided to customers during their service, or • Via telephone at the number listed on the cQuant website, or • Via mail sent to the address listed on the cQuant website.cQuant will provide support for certain users via E-mail only, as specified in the appropriate Description of Service. b. All requests for support must be submitted by one of the specific named users who is licensed to access the Service.
c. Support requests should include as much detail as possible in order to facilitate the resolution process. Required detail includes such items as user name, issue description and urgency, application page being used, document and vendor numbers, number of users affected, date/time, etc.
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d. Customer's application administrator or other contact must be available to assist with further information gathering or resolution testing.
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EXHIBITB
PAYMENT FOR SERVICES RENDERED
Payment shall be made to Consultant on a Fixed Fee basis, and the outlined services shall not exceed One Hundred Ninety Seven Thousand Five Hundred Dollars ($197,500) per year consisting of $157,500 base fee and a one-time implementation cost of $40,000.
Licensed Products Quantity Fee Discount
Super User 3 $0.00 100% ($20,000.00)
Reporting User 3 $0.00 100% ($1,000.00)
Data Storage (1 TB) 1 $0.00
Analytic Platform and Cloud 1 $50,000.00 10% ($55,000.00} infrastructure
Core Risk Factor Slmulatlon 1 $50,000.00 10% ($55,000.00) Forward Curve Simulation 1 $12,500.00 50% ($25,000.00)
Retail Valuation 1 $5,000.00 5Qll/o ($1 Q,QQQ,00)
Renewable Valuation 1 $10,000.00 50% ($20,000.00)
Slice of Day 1 $12,500.00 50% {$25,000.00)
Advanced Net Position At Risk 1 $12,500.00 50% ($25,000.00) Python / R Notebooks 1 $5,000.00 50% ($10,000.00)
Implementation Services 1 $40,000.00
Total Amount Due $197,500.00
Submit all invoices to:
Pioneer Community Energy
Attn: Sam Kang and Eric Acedo
[email protected]
F [email protected]
2510 Warren Drive, Suite B
Rocklin, CA 95677
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EXHIBITC
FACILITIES, EQUIPMENT, AND OTHER
MATERIALS, AND OBLIGATIONS OF PIONEER
NOT APPLICABLE
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1.. INSURANCE:
EXHIBITD
INSURANCE REQUIREMENTS
CONSULTANT shall file with PIONEER concurrently herewith a Certificate of Insurance, in companies acceptable to PIONEER, with a Best's Rating of no less than A-:VII showing.
2.. WORKER'S COMPENSATION AND EMPLOYERS LIABILITY INSURANCE:
Worker's Compensation Insurance shall be provided as required by any applicable law or regulation.
Employer's liability insurance shall be provided in amounts not less than one million dollars ($1,000,000) each accident for bodily injury by accident, one million dollars ($1,000,000) policy limit for bodily injury by disease, and one million dollars ($1,000,000) each employee for bodily injwy by disease.
If there is an exposure of injury to CONSULTANT'S employees under the U.S. Longshoremen's and Harbor Worker's Compensation Act, the Jones Act, or under laws, regulations, or statutes applicable to maritime employees, coverage shall be included for such injuries or claims.
Each Worker's Compensation policy shall be endorsed with the following specific language:
Cancellation Notice - "This policy shall not be changed without first giving thirty (30) days prior written notice and ten (10) days prior written notice of cancellation for non-payment of premium to Pioneer Community Energy".
Waiver of Subrogation - The workers' compensation policy shall be endorsed to state that the workers' compensation cmTier waives its right of subrogation against Pioneer, its officers, directors, officials, employees, agents or volunteers, which might arise by reason of payment under such policy in connection with performance under this agreement by the CONSULT ANT.
CONSULTANT shall require all SUBCONTRACTORS to maintain adequate Workers' Compensation insurance. Certificates of Workers' Compensation shall be filed forthwith with Pioneer upon demand.
3.. GENERAL LIABILITY INSURANCE:
A. Comprehensive General Liability or Commercial General Liability insurance covering all operations by or on behalf of CONSULT ANT, providing insurance for bodily injury liability and prope1iy damage liability for the limits of liability indicated below and including coverage for:
(1) Contractual liability insuring the obligations assumed by CONSULT ANT in this Agreement.
B. One of the following fonns is required:
( 1) Comprehensive General Liability;
(2) Commercial General Liability (Occurrence); or
Page I of Exhibit D
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(3) Commercial General Liability (Claims Made).
C. If CONSULTANT carries a Comprehensive General Liability policy, the limits of liability shall not be less than a Combined Single Limit for bodily injury, property damage, and Personal Injury Liability of:
One million dollars ($1,000,000) each occurrence
Two million dollars ($2,000,000) aggregate
D. If CONSULTANT carries a Commercial General Liability (Occurrence) policy:
(1) The limits ofliability shall not be less than:
One million dollars ($1,000,000) each occurrence ( combined single limit for bodily injury and property damage)
One million dollars ($1,000,000) for Products-Completed Operations Two million dollars ($2,000,000) General Aggregate
(2) If the policy does not have au endorsement providing that the General Aggregate Limit applies separately, or if defense costs are included in the aggregate limits, then the required aggregate limits shall be two million dollars ($2,000,000).
E. Special Claims Made Policy Form Provisions:
CONSULTANT shall not provide a Commercial General Liability (Claims Made) policy without the express prior written consent of PIONEER, which consent, if given, shall be subject to the following conditions:
(1) The limits of liability shall not be less than:
One million dollars ($1,000,000) each occurrence (combined single limit for bodily injury and property damage)
One million dollars ($1,000,000) aggregate for Products Completed Operations Two million dollars ($2,000,000) General Aggregate
(2) The insurance coverage provided by CONSULT ANT shall contain language providing coverage up to one (1) year following the completion of the contract in order to provide insurance coverage for the hold harmless provisions herein if the policy is a claims-made policy.
Conformity of Coverages - If more than one policy is used to meet the required coverages, such as a separate umbrella policy, such policies shall be consistent with all other applicable policies used to meet these minimum requirements. For example, all policies shall be Occurrence Liability policies or all shall be Claims Made Liability policies, if approved by Pioneer as noted above. In no cases shall the types of polices be different.
4/. PROFESSIONAL LIABILITY (OR ERRORS AND OMISSIONS) LIABILITY INSURANCE: Consultant shall maintain professional liability (or errors and omissions liability)k insurance that covers the Services to be performed in connection with this Agreement, with minimum limits of $1,000,000 per claim/aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement. If a "claim made"
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policy is provided, then the policy shall be endorsed to provide an extended reporting period of not less than three years.
5.. ENDORSEMENTS:
Each Comprehensive or Commercial General Liability policy shall be endorsed with the following specific language:
A. "Pioneer Community Energy, its officers, agents, employees, and volunteers are to be covered as additional insured for all liability arising out of the operations by or on behalf of the named insured in the performance of this Agreement." B. "The insurance provided by the Consultant, including any excess liability or umbrella form coverage, is primary coverage to Pioneer Community Energy with respect to any insurance or self-insurance programs maintained by Pioneer Community Energy and no insurance held or owned by Pioneer Community Energy shall be called upon to contribute to a loss." C. "This policy shall not be changed without first giving thirty (30) days prior written notice and ten (10) days prior written notice of cancellation for non-payment of premium to Pioneer Community Energy.
6. AUTOMOBILE LIABILITY INSURANCE:
Automobile Liability insurance covering bodily injury and property damage in an amount no less than one million dollars ($1,000,000) combined single limit for each occurrence.
Covered vehicles shall include owned, non-owned, and hired automobiles/trucks.
7. ADDITIONAL REQUIREMENTS:
Premium Payments - The insurance companies shall have no recourse against PIONEER and funding agencies, its officers and employees or any of them for payment of any premiums or assessments under any policy issued by a mutual insurance company.
Policy Deductibles - The CONSULTANT shall be responsible for all deductibles in all of the CONSULTANT's insurance policies. The maximum amount of allowable deductible for insurance coverage required herein shall be $25,000.
CONSULTANT's Obligations - CONSULTANT's indemnity and other obligations shall not be limited by the foregoing insurance requirements and shall survive the expiration of this agreement.
Verification of Coverage - CONSUL TANT shall furnish Pioneer with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause. All certificates and endorsements are to be received and approved by Pioneer by the time this Agreement is fully executed. However, failure to obtain the required documents prior to this time shall not waive the CONSULTANT's obligation to provide them. Pioneer reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time.
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Material Breach - Failure of the CONSULT ANT to maintain the insurance required by this agreement, or to comply with any of the requirements of this section, shall constitute a material breach of the entire agreement.
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Administering Agency:
Contract Description:
Pioneer Community Energy
Portfolio Optimization, Slice-of-Day Compliance
Requirements, and Analytic Support
CONSUL TANT SERVICES AGREEMENT
AMENDMENT NO. 2
THIS AGREEMENT, originally executed July 22, 2024, by and between the Pioneer Community Energy ("Pioneer"), and cQuant.1O Inc. ("Consultant"), is hereby amended as described below:
• Section 2 - Payment is amended to say:
The amount of the contract shall not exceed Four Hundred Fifty-Four Thousand Eight Hundred Seventy-Five Dollars ($454,875.00).
• Exhibit 8 - Payment for Services Rendered is hereby deleted in its entirety and replaced with the following:
Maximum Limit & Fee Schedule
The total amount for services rendered as described in Exhibit "A" shall not exceed $454,875.00.
Year 1 Summary
July 19, 2024 - July 18, 2025
Licensed Products Quantity Price
Super User 3 $0.00
Reporting User 3 $0.00
Data Storage (1 TB) 1 $0.00
Analytic Platform and Cloud Infrastructure 1 $50,000.00 Core Risk Factor Simulation 1 $50,000.00
Forward Curve Simulation 1 $12,500.00
Retail Valuation 1 $5,000.00
Renewable Valuation 1 $10,000.00
Slice of Day 1 $12,500.00
Advanced Net Position At Risk 1 $12,500.00
Python / R Notebooks 1 $5,000.00
Implementation Services 1 $40,000.00
Professional Services & Consulting 1 $12,500.00
Fundamental Forward Curve 1 $20,000.00
Advanced Battery Storage Optimization 1 $0.00
Total Cost for Year 1: $230,000.00
Document Ref: JCKBW-Q775A-7BVHG-YXLVD
Licensed Products
Super User
Report User
cQuant Base Bundle
Forward Curve
Simulation
Retail Valuation
ReAssure PPA
Slice of Day
Year 2 Summary
July 19, 2025 -July 18, 2026
Description
A full-access user within the cQuant Analytics Platform that can create, view, modify, and delete model runs and all associated inputs/outputs. Modify/delete permissions can be further provisioned on a per-super-user basis separately within each collaboration workspace.
A "read only" user within the cQuant Analytics Platform that can view inputs, parameters, outputs, and reports
associated with model runs but cannot create, modify, or delete any analysis.
Includes cQuant's Analytic Platform and Cloud
Infrastructure, Core Risk Factor Simulation, Custom
Formulas, Advanced Net Position at Risk Model,
Component GMaR, Contract Valuation Model, Congestion
Price Estimation Model, One Report User, One Super
User, Data Storage (1TB), and 2 tickets to attend cQuant University Annual User Group Meeting.
Simulates forward contract prices prior to contract expiry, accounting for seasonal dynamics and cross-location/cross-commodity correlations.
Calculates the revenue from retail demand relative to
simulated hourly demand and a variety of common retail
rate structures including time of use rates, demand
charges, index rates, fixed and variable energy charges, and others.
Values intermittent renewable generation assets and
associated power purchase agreements (PPAs) relative to simulated generation, market prices, and the covariant
relationship between the two. A broad range of common
contractual structures can be accommodated out of the box including hub settlement, $0 minimums (or other price
floors), revenue share agreements, economic
curtailment/non-settlement, proxy generation/revenue
swaps, volume-firming agreements, basis buy-back
provisions, and many more.
Computes net qualifying capacity (NOC) under the CPUC
slice of day resource adequacy (RA) framework for
generation and battery storage assets/contracts and
aggregates these alongside capacity from attribute-only contracts to compare with the portfolio-level obligation.
Document Ref: JCKBW-Q775A-7BVHG-YXLVD
Quantity Price
2 $0.00
2 $0.00
$118,125.00
1 $13,125.00
$5,250.00
1 $10,500.00
$13,125.00
Provides users a fully-featured integrated development
R Notebooks environment (IDE) with a direct data connection to all 1 $5,250.00 model inputs and outputs to be used for ad hoc analysis in Python, R, Julia, and other common scripting languages.
Generates a 20-year hourly fundamental price forecast for market hubs across the ISO/RTO markets within the
Fundamental Forward continental US. Allows users to tune assumptions around 1 $28,000.00 Curve forecasted fundamental drivers (supply stack evolution, load growth, gas price, battery adoption, etc.) and view the resulting changes to the hourly price forecast.
Economically optimizes battery storage assets and
Advanced Battery contracts at the hourly or sub-hourly level relative to energy 1 $31,500.00 Storage Optimization and ancillary services prices, subject to contractual, operational, and market-specific constraints.
cQuant PinDrop enables rapid valuation of renewable
Pindrop projects by allowing users to pinpoint locations on a map, 1 $0.00 input project parameters, and receive detailed financial analyses within seconds. Unit price includes 2 users.
Total Cost for Year 2: $224,875.00
Submit all invoices to: Pioneer Community Energy
Attn: Sam Kang and Eric Acedo
[email protected]
Finance@pioneercomm unityenergy .org
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Rocklin, CA 95677
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PIONEER COMMUNITY ENERGY
E-SIGNED by Donald Eckert
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Name: Donald Eckert
Title: Chief Executive Officer
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E-SIGNED by David Ruderman
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Oallid'Lwrau. By:, __________ _
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Title:
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Document Ref: JCKBW-Q775A-7BVHG-YXL VD
Date: July 11, 2025
Date: 07-10-2025
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Staff Report – Item 7
To: The Governing Board
From: Brad Koehn, Director of Finance and Administration Eric Ponce, Information Technology Analyst
Item 7: Information Technology and Security Audit Presentation Date: 6/18/2026
RECOMMENDATION
Receive a presentation on the Information Technology (IT) and Security Audit results.
BACKGROUND
Pioneer is committed to implementing cybersecurity and information technology controls and policies that meet or exceed industry’s best practices. To support this commitment, Pioneer voluntarily conducts annual cybersecurity and information technology audits to assist in identifying opportunities to further strengthen its security posture and promote continuous improvement.
These voluntary audits are separate from the California Public Utilities Commission (CPUC)-required Advanced Metering Infrastructure (AMI) audits, which occur every three years. Pioneer conducts these annual assessments to proactively identify and address potential gaps in advance of regulatory audits.
ANALYSIS & DISCUSSION
In October of 2025, Pioner issued a Request for Proposals (RFP) for IT audit services. Following a competitive evaluation process, Intelligent Technical Solutions (ITS) was selected as the preferred auditor. Pioneer, its managed service provider (MSP), and ITS began work on the audit in January 2026. The audit was completed, and final deliverables were provided on March 6, 2026.
The final audit assessment report determined that Pioneer maintains a strong data security posture. Notably, the penetration testing portion of the audit identified zero (0) critical or high-risk findings. The results also highlight Pioneer’s resilience against external vulnerabilities and recognize several areas of robust performance.
The report notes measurable improvements in Pioneer’s overall cybersecurity maturity, attributed to the implementation of recommended remediations from the prior annual audit and the adoption of formal IT policies.
The recently Board-approved IT policies were identified as a key strength.
However, the audit emphasized that policy adoption alone is not sufficient. Since the IT Policies were only recently adopted, there has not yet been an opportunity to demonstrate a record of adherence. The next critical step is to show consistent compliance through clear documentation and evidence collection. Establishing and maintaining these records will be essential for future audits and will further strengthen Pioneer’s control environment. These efforts are currently underway, with a documentation cadence expected to be established over the next three to six months.
Overall, the audit results reflect a positive trajectory in Pioneer’s cybersecurity program.
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COMMUNITY ENERGY
Agenda Item: 7 Agenda Date: 6/18/2026
STRATEGIC PLAN
This Information Technology and Security Audit Review support the Strategic Goal of Achieving Operational Optimization.
FISCAL IMPACT
The Information Technology and Security Audit was included in the Fiscal Year 2025-26 budget.
ATTACHMENTS
There are no attachments to this report.
Staff Report – Item IV-B
To: The Governing Board
From: Donald Eckert Jr., Chief Executive Officer
Item IV-B: CEO Report
Date: 6/18/2026
PERSONNEL
Our newest team member joined on June 1st. Elliot Sherman is filling the position of Programs Manager. Elliott joins the Pioneer team with an educational background in Environmental Science and Management, and energy policy, where he obtained his B.S. from UC Davis. Elliott joined MCE as a Community Engagement Fellow where he gained familiarity with CCAs and developed a climate action toolkit for youth environmentalists to act in their community. He spent the last four years in the Energy Efficiency industry where he implemented a large utility scale program that included California’s largest industrial food processors, achieving significant electricity and natural gas reductions. In his free time, he likes to travel, garden, bike, and cook.
Sophia Calvillo will be joining Pioneer on June 15th as a summer intern. Sophia is currently pursuing pre-law studies at UC Berkeley.
An offer was accepted for the Customer Care Coordinator with an expected start date of June 22nd. I look forward to introducing him to the Board at the July meeting.
There is one active recruitment for the Manager of Legislative and Regulatory Affairs.
CHIEF EXECUTIVE OFFICER AGREEMENTS EXECUTED (NON-POWER SUPPLY) There are no items to report this month.
LIBERTY UTILITIES
Staff met with the President of Liberty Utilities in early June regarding serving the City of South Lake Tahoe and unincorporated El Dorado, Placer and Nevada Counties. The meeting was productive and well received. An important goal was to gauge Liberty Utilities receptiveness to Pioneer, and we left with a sense that collaboration was possible.
Next steps are to pursue regulatory discovery and submit a data request to Liberty Utilities to support a feasibility study.
EL DORADO AND PLACER COUNTY FAIRS
Pioneer staff will be present with our booth at the El Dorado County Fair from June 18th through the 21st. We will follow that up with a booth at the Placer County Fair from June 25th through the 28th.
GREATER SACRAMENTO ECONOMIC COUNCIL
Staff attended the annual Greater Sacramento Economic Council retreat to network and learn of the many economic growth opportunities occurring in the region, including in our service territory.
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COMMUNITY ENERGY
Agenda Item: IV-B Agenda Date: 6/18/2026
CHIEF EXECUTIVE OFFICER POWER SUPPLY CONTRACTS EXECUTIED The following agreements have been conducted by the Chief Executive Officer, consistent with the authority delegated by the Board:
PRESENTATIONS AND RELEVANT MEETINGS ATTENDED BY THE CHIEF EXECUTIVE OFFICER
1. Participated in weekly/monthly CalCCA Board and Committee meetings
2. Participated in annual retreat for Greater Sacramento Economic Council
3. Participated in a meeting with Liberty Utilities in Tahoe
4. Presented on a panel for Placer Valley 2026 which includes leaders from SMUD, PG&E, and Roseville Electric
5. Participated in a meeting with Calpine and Constellation Energy which recently acquired Calpine and discussed potential impacts to Pioneer
ATTACHMENTS
1. Agenda Planning Document
2. Legislative and Regulatory Report
3. Communications Report
4. Programs Report
Cou n te rpa rty Na m e Exe cu tion
Date Type Product Start Date En d Da te No tio n a l Va lu e Ca lpin e En e rgy Se rvice s, L.P. 4/27/2026 Se ll Re sou rce Ade qu a cy 10/1/2026 10/31/2026 $110,000 Agenda Planning Document – Pioneer Community Energy ATTACHMENT 1 6-10-26
BOARD OF
DIRECTORS
JUNE 18, 2026
SPECIAL MEETING – 2:45 PM
PH & REGULAR MEETING
3:00 PM
(Post Agenda: June 12)
JULY 23, 2026
REGULAR MEETING
3:00 PM
(Post Agenda: July 17)
SEPTEMBER 17, 2026
REGULAR MEETING
3:00 PM
(Post Agenda: September 11)
IN THE FUTURE
Special Meeting
Closed Session
2:45 PM – Closed Session
(Labor Negotiator) EE Health & Welfare
Diablo Canyon Tour
Regular Meeting 3:00 PM – PH & Regular Meeting
Consent 1a Minutes for Approval-MAY 21, 2026 Minutes for Approval-JUN 18, 2026 Minutes for Approval-JULY 23, 2026 RES Contract Renewal – Calpine (Koehn) 1b Receive Draft Financials APR 2026
(Koehn)
Receive Draft Financials MAY 2026
(Koehn)
Receive Draft Financials JUNE 2026
(Koehn)
RES Yes Energy (Kang)
1c RES Contract Renewal – Maher (Koehn) Joint Rates Mailer (JRM) (Stassi-Vanacore)
RES Power Content Label (GSV) Contract Renewals
1d RES Job Descriptions for approval
(Koehn)
1e RES Board Room IT equipment for new
facility-2540 Warren Drive (Koehn)
Presentation 2
CAISO presentation-Summer Readiness
guest: Juan Buitrago (in person)
guest: Barry Broome (GSEC)
Celebratory Toast
Regular 3
Update on Prepay Bond Transaction &
Celebratory Toast (discussion-Eckert)
RES IRP (Integrated Resource Plan)
(action-Kang)
RES Expansion Planning (action-GSV) OCT PCIA update (Brian Dickman) 4 PH Receive presentation on vacancies &
recruitments (discussion-Koehn)
RES EE Health & Welfare (action-Koehn) PCIA Hedging (discussion-Kang) OCT-NOV Calpine contract (action-GSV) NOV Calpine Grant Award (GSV)
5 RES FY 2026-27 Budget
(action-Koehn)
RES contract with optimization vendor
(action-Kang)
NOV 2026 End of Legislative and
Regulatory Successes (discussion-Kang)
NOV RES Large Load Policy (action-Kang)
6 Portfolio Optimization and related
contracts: RES Amperon; RES cQuant)
(action-Kang)
RES Prepay Power Supply Budget
Amendment (action-Koehn)
(GOVERNANCE) Admin Recommendations
7 IT Audit (discussion-Koehn) Update on South Lake Tahoe (discussion-Eckert)
Microgrid Incentive Program (MIP)
Update (discussion-Kang)
State of the Power Markets
(discussion-Kang)
General Function II Chief Executive Officer’s Report
REG Reports: Leg/Reg; Communications; Programs;
Employee Introduction;
Chief Executive Officer’s Report
REG Reports: Leg/Reg; Communications; Programs;
Employee Introductions
Strategic Plan Objectives
Sponsorship Activity
Chief Executive Officer’s Report
REG Reports: Leg/Reg; Communications; Programs;
Chief Executive Officer’s Report
QTRLY Updates requested by the Board
JAN – APR – JULY – OCT
Strategic Plan Objectives
Sponsorship Activity
Informational Items
Glossary of Terms
Informational Items
Glossary of Terms
Informational Items
Glossary of Terms
17 L_J
Agenda Planning Document – Pioneer Community Energy ATTACHMENT 1 6-10-26
AUDIT/FINANCE COMMITTEE TO BE SCHEDULED - SEPTEMBER
in-person & remote locations IN THE FUTURE
Gary Petersen, Chair
Richard Pearl, Vice Chair
Greg Janda
Sean Lomen
David Ring
o May 11, 2026 Minutes
o Audit Kick-off
GOVERNANCE COMMITTEE TO BE SCHEDULED
in-person & remote locations IN THE FUTURE
Board - Chair
Board - Vice Chair
Committee Chairs
Board Chair, Ex Officio (prior year)
o June 15, 2026 Minutes
ENERGY PROCUREMENT REVIEW
AD HOC COMMITTEE
TO BE SCHEDULED
zoom only IN THE FUTURE
Ryan Carter, Chair
Alice Dowdin Calvillo, Vice Chair
Anthony DeMattei
Sean Lomen
o Using Put Options as a PCIA Hedge (JAN-BOARD) Annual Appointment of EPRC Members (2027)
EXPANSION
AD HOC COMMITTEE
TO BE SCHEDULED
zoom only IN THE FUTURE
Alice Dowdin Calvillo, Chair
Tom Ivy, Vice Chair
Suzanne Jones
Lori Parlin
o Selection of Officers through 2026
o City of South Lake Tahoe
COMMUNITY ADVISORY COMMITTEE
TO THE CHIEF EXECUTIVE OFFICER JUNE 24, 2026 AUGUST 26, 2026 Meets on the 4th Wednesday
(even-numbered months)
Attachment 2: Legislative and Regulatory Update
Date: 6/18/2026
Legislative Affairs
• The 2026 Legislative Session began on Monday, January 5, 2026 and is scheduled to end on August 31, 2026. Pioneer will continue to advocate for support of biomass development, but the budget and Cap and Invest funding shortfalls will limit any available funds available to support biomass. • Pioneer held its annual Lobby Day on February 10, 2026. Pioneer’s Staff, Board Chair, and Lobbyists met with ten state legislator offices including current and future constituent representatives, and broader biomass champions. Pioneer discussed its key legislative priorities for the upcoming year including affordability concerning the Power Charge Indifference Adjustment (PCIA) and ongoing biomass development efforts. Specifically, Pioneer asked for support on the PCIA Transparency bill, AB 1761 (Rogers) and the FOREST Fund Act, AB 706 (Aguiar-Curry). • April 16, 2026 – Pioneer staff presented the 2026 Legislative Policy and Platform to the Board of Directors. Staff received approval from the Board to take positions on the following high priority bills, which are subject to change based on future legislative developments:
o “Support” position on AB 706 (Aguiar-Curry), AB 1761 (Rogers), AB 2266 (Schultz), SB 1138 (Padilla), SB 875 (Wiener)
o “Oppose” position on SB 1295 (Stern)
• May 29, 2026 – Following the deadline for each house to pass bills that were introduced in the first house, and developments in the legislative session thus far, below is an updated list of Pioneer’s active high priority bills:
o “Support” position on AB 706 (Aguiar-Curry), AB 1761 (Rogers), SB 1138 (Padilla) o “Oppose unless amended” position on SB 2383 (Zbur)
o Changes in Pioneer’s bill positions: SB 875 (Wiener) was removed because it was held in policy committee, SB 1295 (Stern) was removed due to our concerns being alleviated by amendments, and SB 2383 (Zbur) was added due to concerning amendments. • CalCCA’s Legislative Committee and Executive Board voted to take positions on the following bills:
o “Oppose unless amended” on SB 2383 (Zbur): This bill would require the CPUC to establish separate and distinct tariffs for large load energy customers, with specifications on what terms and conditions must be established, even in CCA tariffs. Considering the threat to CCA autonomy this bill presents, Pioneer and CalCCA have both taken an “oppose unless amended” position and continue to work with the author’s office to ensure CCAs maintain our ability to establish and govern our own rates and tariffs.
o “Support if amended” on AB 2266 (Schultz): This bill would require the CPUC to use the same capacity valuation methodology when setting resource adequacy and procurement obligations.
It also directs the CPUC to begin a process to consolidate the compliance filing process for the state’s three procurement programs (RA, IRP, RPS) into one filing. The intent of the bill would improve efficiency in procurement and compliance obligations, but CalCCA will be seeking amendments to ensure any capacity valuation methodology change does not discriminate against any type of resources and consolidation of compliance filings only apply to procurement planning processes (IRP and RPS, not RA). Due to concerns over ambiguity in language regarding consolidation of compliance filings, and the risk associated with such uncertainty, Pioneer abstained from supporting this bill.
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COMMUNITY ENERGY
[Publish Date] Agenda Date: 6/18/2026
o “Oppose” on AB 1787 (Schultz): This bill would require the IOUs to offer an optional dynamic rate tariff to accompany their deployment of smart meter infrastructure upgrades, if such upgrades are approved by the CPUC. The proposed implementation process outlined in the bill presents several threats to CCA autonomy and general business operations. Most importantly, the bill imposes a new customer authorization requirement for meter data access, upending the existing CPUC framework and precluding access, which would make it impossible for CCAs to properly bill customers. For this reason, among others, CalCCA is opposing this bill. [Publish Date] Agenda Date: 6/18/2026
Regulatory Affairs
Below is a summary table of the key terms and issues, followed by further details on activities since our last Board Meeting on a few ongoing priority Pioneer regulatory proceedings and matters. New updates are color-coded in green. More updates will follow at future Board meetings as regulatory proceedings and matters evolve.
Key Terms
CPUC- California Public Utilities Commission OIR- Order Instituting Rulemaking/ “Proceeding” CEC- California Energy Commission ALJ- Administrative Law Judge LSE- Load Serving Entity AL- Advice Letter
IOU- Investor-Owned Utility PD- Proposed Decision
CAISO- California Independent System Operator D.- Decision ED- Energy Division PfM- Petition for Modification
PG&E- Pacific Gas and Electric Company CalCCA- California Community Choice Association Table of Contents:
· BioMAT Implementation – R.18-07-003; R.22-10-010; R.24-01-017: ................................................... 4 · California Climate Credit – R. 25-07-013: ......................................................................................... 5 · Integrated Resource Planning (IRP) – R.20-05-003; R.25-06-019:....................................................... 6 · Renewables Portfolio Standards (RPS) – R.24-01-017; CEC OIR 21-RPS-02: ......................................... 8 · Resource Adequacy (RA) – R.23-10-011; R.25-10-003:...................................................................... 9 · Large Loads (PG&E Rule 30) – A.24-11-007: ................................................................................... 10 · Demand Response – R.25-09-004:................................................................................................. 13 · PG&E Energy Resource Recovery Account (ERRA) Compliance and Forecast: ....................................... 14 o 2024 ERRA Compliance – A.25-02-013: ....................................................................................... 14 o 2025 ERRA Compliance – A.26-02-019 ........................................................................................ 15 o 2026 ERRA Forecast – A.25-05-011: ........................................................................................... 15 o 2027 ERRA Forecast – A.26-05-007: ........................................................................................... 16 · PG&E General Rate Case (GRC) Phase 1 – A.25-05-009:................................................................... 16 · PG&E General Rate Case Phase 2 – A.24-09-014: ............................................................................ 18 · Provider of Last Resort (POLR) – R.21-03-011:................................................................................ 19 · CEC Load Management Standards (LMS) – CEC 21-OIR-03; 26-OIR-01; 23-LMS-01: ........................... 20 · Power Charge Indifference Adjustment (PCIA) – R.25-02-005: .......................................................... 22 · Safety & Reliability OIR– R.24-05-023:........................................................................................... 25 · Disconnections – R.18-07-005:...................................................................................................... 26 · High-DER Future – R.21-06-017: ................................................................................................... 27 · Distributed Energy Resources – R.22-11-013: ................................................................................. 29 · Distributed Energy Resource Interconnections (Rule 21) – R.25-08-004: ............................................ 30 [Publish Date] Agenda Date: 6/18/2026
• BioMAT Implementation – R.18-07-003; R.22-10-010; R.24-01-017:
a. Proceeding Overview
i. Assembly Bill (AB) 843, chaptered in 2021, enabled CCAs to access the CPUC’s Bioenergy Market Adjusting Tariff (BioMAT) program, which is a feed-in-tariff program for small-scale bioenergy projects. The implementation of AB 843 was considered in R.22-10-010, while the ongoing review and revision of the BioMAT program continues to be considered in the RPS proceedings, R.18-07-003 and R.24- 01-017.
b. Potential Impact on Pioneer
i. Pioneer is an administrator of the BioMAT program, which acts as a much-needed incentive for local bioenergy development. The regulatory implementation of the BioMAT program, specifically regarding extension of the December 31, 2025 sunset date and revisions to the pricing mechanism, affects Pioneer's ability to effectively administer the program.
c. Key Issues
i. Expeditiously implement AB 843 to allow CCA access to the BioMAT program for future subsidies for biomass procurement
ii. Advocate for ongoing CPUC review and revisions to the BioMAT program’s sunset date, to ensure CCAs will be able to continue effectively administering the program d. Status Update
i. The BioMAT program closed on the currently effective sunset date of December 31, 2025. The CPUC removed its proposed decision responding to Bioenergy Association of California’s (BAC’s) PfM requesting an extension of this sunset date from its January 15, 2026 voting meeting agenda, meaning the program has effectively ended without CPUC action.
ii. April 10, 2026 - The CPUC issued a new PD denying BAC’s PfM, requesting extension of the BioMAT program, which was originally filed in March 2025. The CPUC previously issued a PD in response to BAC’s PfM in September 2025, but the PD was ultimately withdrawn and never passed. The new PD does not address the substance of BAC’s PfM, nor address the comments that parties including the Joint CCAs filed in response, but instead primarily makes a procedural argument for why the PfM is denied.
iii. May 14, 2026 – The CPUC issued D. 26-05-008, denying BAC’s PfM requesting extension of the BioMAT program. The CPUC stated that based on procedural grounds, BAC’s PfM was not appropriately addressed within one year of the original decision, D.20-08-043, setting the BioMAT program sunset date. iv. May 26, 2026 – BAC filed an application for rehearing (AfR) of D. 26-05-008, stating that the CPUC’s procedural argument is legally erroneous. v. June 4, 2026 – Pioneer and Redwood Coast Energy Authority (RCEA), namely the “Joint CCAs” had an ex parte with Commissioners Harada and Reynolds’ offices to request for the issue of BioMAT extension to be considered in the current RPS rulemaking. Pioneer discussed our recent success in executing six BioMAT PPAs, demonstrating stakeholders’ continued interest in the BioMAT program and the need for the CPUC to consider reviving/ extending it.
e. Background Documents/ Key Decisions
[Publish Date] Agenda Date: 6/18/2026
i. D.20-08-04, Revising the BioMAT Program (August 27, 2020):
https://docs.cpuc.ca.gov/PublishedDocs/Published/G000/M346/K112/346112503.PD F
• Most notably extending the program end date to December 31, 2025 ii. D.23-11-084, Implementing AB 843 – Setting Rules to Enable CCAs to Participate in the BioMAT Program (November 30, 2023):
https://docs.cpuc.ca.gov/PublishedDocs/Published/G000/M521/K266/521266723.PD F
iii. BAC PfM to Modify D.20-08-043 (March 6, 2025):
https://docs.cpuc.ca.gov/PublishedDocs/Efile/G000/M558/K427/558427287.PDF • BAC urges the CPUC to consider extension of BioMAT sunset date iv. PD Denying BAC PfM to Modify D.20-08-043 (September 18, 2025):
https://docs.cpuc.ca.gov/PublishedDocs/Efile/G000/M580/K430/580430313.PDF • Ultimately withdrawn from the CPUC Voting Meeting agenda, and never passed v. Opening Comments of Joint CCAs (Pioneer and RCEA) on PD Allowing the BioMAT Program to Sunset (October 8, 2025):
https://docs.cpuc.ca.gov/PublishedDocs/Efile/G000/M582/K487/582487980.PDF vi. D. 26-05-008 Denying BAC PfM to Modify D. 20-08-043 (May 14, 2026):
https://docs.cpuc.ca.gov/PublishedDocs/Published/G000/M606/K808/606808546.PD F
vii. BAC Application for Rehearing of D. 26-05-008 (May 26, 2026):
https://docs.cpuc.ca.gov/PublishedDocs/Efile/G000/M607/K644/607644121.PDF f. Key Dates
i. None.
g. Pioneer Lead: Chau Pham
• California Climate Credit – R. 25-07-013:
a. Proceeding Overview
i. This proceeding aims to improve the California Climate Credit (CCC) as a tool for supporting ratepayer affordability. Currently, these credits are distributed by the IOUs and are funded by revenues from the state’s Cap-and-Invest (formerly known as Cap-and-Trade) program. The credits are delivered twice a year to electric customers, typically in April and October, and once a year to gas customers, typically in April.
b. Potential Impact on Pioneer
i. Although Pioneer does not directly distribute the CCC, its residential and qualifying small business electricity customers still qualify for the CCC. Therefore, it is important to keep apprised of changes to the CCC, to ensure any changes are fair and beneficial for all ratepayers.
c. Key Issues
i. Ensure modifications to the CCC are competitively neutral, including eligibility criteria and customer messaging
ii. Ensure existing customers continue receiving the Climate Credit [Publish Date] Agenda Date: 6/18/2026
d. Status Update
i. February 3, 2026 – A Scoping Memo and Ruling was issued that outlined a phased approach for this proceeding including, Phase 1A which contemplates immediate changes to the CCC, Phase 1B which addresses broader changes, and Phase 2 which will later address the California Air Resources Board (CARB)’s new regulations for the Cap-and-Invest program that funds the CCC.
ii. March 19, 2026 – D. 26-03-013 was adopted, ordering the large electric IOUs to pause distribution of the 2026 residential climate credit, so the Commission can consider when the credits should be distributed.
iii. April 30, 2026 – D. 26-04-036 was adopted, requiring the large electric utilities to distribute the residential electric climate credits in August and September starting in 2026, and the gas utilities to distribute the residential gas climate credits in February starting in 2027. The rationale for shifting the distribution timeline of the climate credits is to move it to the highest-bill months, typically occurring in summer, where the credits can have a greater impact on alleviating costs. e. Background Documents/ Key Decisions
i. Scoping Ruling (February 3, 2026):
https://docs.cpuc.ca.gov/PublishedDocs/Efile/G000/M597/K166/597166396.PDF ii. Decision Pausing the 2026 Residential Climate Credits Distributed by the Large Electric Utilities (March 19, 2026):
https://docs.cpuc.ca.gov/PublishedDocs/Published/G000/M603/K306/603306591.PD F
iii. Decision Ordering Immediate Improvements to the CCC to Lower Electric and Gas Bills (May 1, 2026):
https://docs.cpuc.ca.gov/PublishedDocs/Published/G000/M605/K990/605990203.PD F
f. Key Dates
i. None.
g. Pioneer Lead: Chau Pham
• Integrated Resource Planning (IRP) – R.20-05-003; R.25-06-019:
a. Proceeding Overview
i. This proceeding acts as the venue for long-term procurement planning, primarily through procurement mandates and compliance evaluations of LSEs' individual IRP plans. Historically, the CPUC has issued procurement mandates, most notably the mid-term reliability (MTR) orders, specifying how much and what kind of resources LSEs are obligated to buy, to ensure the state's electricity supply is reliable, cost-effective, and on track to meet greenhouse gas (GHG) reduction goals. The CPUC is currently developing a 10-year forward procurement program to support longer-term market stability, grid reliability, and GHG reduction goals. b. Potential Impact on Pioneer
i. Pioneer is required to comply with IRP procurement and filing requirements. IRP plans are due in 2-year cycles; the current cycle is 2024-2026; the next IRP plan will be due on May 5, 2026. Furthermore, CPUC-issued procurement orders have a significant impact on the procurement market that Pioneer operates in. Therefore, it [Publish Date] Agenda Date: 6/18/2026
is in Pioneer’s best interest to advocate for policies that ensure any CPUC-issued procurement orders preserve CCA procurement autonomy and flexibility to the highest degree possible, to ensure Pioneer can engage in fair, competitive, and cost-effective procurement. c. Key Issues
i. Minimize costly procurement orders coming from the IRP, especially near-term ad-hoc orders ii. Advocate for procurement planning policies that prioritize affordable baseload resources such as biomass energy
d. Status Update
i. April 6, 2026 - The direct access (DA) providers filed an application for rehearing (AfR) of the recent procurement decision ordering 6,000 MW of procurement by 2032 and a petition for modification (PfM) of a 2019 decision that capped DA service. The DA parties are asking for the CPUC to reconsider lifting the cap on DA service and if not, then consider re-allocating the procurement order to exclude them since they're not allowed to serve new load.
ii. April 21, 2026 - CalCCA filed a response to the DA parties’ AfR, asking the CPUC to reject the DA parties' request to re-allocate the procurement order to exclude them, because the procurement order was issued based on system reliability needs not individual LSEs' load growth. Additionally, any reforms to load allocation methodology should be considered in RCPPP, the long-term procurement program being contemplated, since that would be a complex process. Most of all, reopening a procurement decision would hurt LSEs who may have already locked into contracts or set their procurement strategies to meet their share. iii. May 6, 2026 - CalCCA filed comments on the DA parties’ PfM, asking the CPUC to reject the DA parties' request to recommend lifting the DA cap to the Legislature.
First, CalCCA makes a procedural argument that on the CPUC is not required to make another recommendation to the Legislature after its initial obligation was fulfilled. Additionally, CalCCA points to evidence that shows the DA parties' share of retail sales from clean energy sources and resource development is lagging behind other LSEs, which doesn't provide a compelling argument why DA parties would be better equipped to serve new large loads than LSEs.
e. Background Documents/ Key Decisions
i. ALJ Ruling Seeking Comments on Reliable and Clean Power Procurement Program (RCPPP) Staff Proposal (April 29, 2025):
https://docs.cpuc.ca.gov/PublishedDocs/Efile/G000/M565/K140/565140721.PDF ii. ALJ Ruling Seeking Comments on Proposed 2026-2027 Transmission Planning Process (TPP) Portfolios and Need for Additional Near-Term Reliability Procurement (September 30, 2025):
https://docs.cpuc.ca.gov/PublishedDocs/Efile/G000/M582/K082/582082526.PDF iii. R.25-06-019 Scoping Memo and Ruling (October 28, 2025):
https://docs.cpuc.ca.gov/PublishedDocs/Efile/G000/M585/K485/585485746.PDF iv. Proposed Decision Requiring 2029-2032 Electric Resource Procurement and Transmitting 2026-2027 Transmission Planning Process (TPP) Portfolios (January 14, 2026):
https://docs.cpuc.ca.gov/PublishedDocs/Efile/G000/M595/K083/595083681.PDF [Publish Date] Agenda Date: 6/18/2026
v. ALJ Ruling Setting New Requirements for Individual Integrated Resource Plans Due June 1, 2026 (January 16, 2026):
https://docs.cpuc.ca.gov/PublishedDocs/Efile/G000/M595/K085/595085015.PDF vi. Revised Decision Requiring 2029-2032 Electric Resource Procurement and Transmitting 2026-2027 TPP Portfolios (February 26, 2026):
https://docs.cpuc.ca.gov/PublishedDocs/Published/G000/M600/K398/600398976.PD F
vii. ALJ Ruling Granting Joint Request for Extension of LSEs’ IRP Filings (March 9, 2026):
https://docs.cpuc.ca.gov/PublishedDocs/Efile/G000/M601/K895/601895997.PDF f. Key Dates
i. August 10, 2026 – LSEs' Individual IRP Plans Due
g. Pioneer Lead: Chau Pham
• Renewables Portfolio Standard (RPS) – R.24-01-017; CEC OIR 21-RPS-02:
a. Proceeding Overview
i. This proceeding acts as the venue for the CPUC’s implementation and administration of the state's RPS program, which aims to achieve 60% renewable energy by 2030, and 100% carbon-free by 2045.
b. Potential Impact on Pioneer
i. Pioneer is required to comply with the state’s RPS goals. All retail sellers must submit an annual preliminary RPS compliance report each year on August 1, to be evaluated by the CPUC in this proceeding. RPS compliance is evaluated in multi-year periods; we are currently in compliance period 5 (2025-2027). The next RPS target is 52% by 2027. It is Pioneer's priority to ensure RPS rules maintain the highest compliance flexibility possible (allowing for banked RECs, etc) to allow for cost-effective procurement. c. Key Issues
i. Ensure any RPS rules maintain compliance flexibility to the highest degree possible ii. Advocate for fair inclusion of biomass resources in the RPS program and guidelines (this may also take place in the CEC RPS proceeding), including the ongoing administration of the BioMAT program
d. Status Update
i. March 27, 2026 - An ALJ ruling was issued identifying issues and schedule of review for 2026 RPS Procurement Plans. Minor revisions were made to the RPS Plan requirements. The annual draft RPS Plan will be due June 12, 2026. ii. May 7, 2025 - The CPUC approved Pioneer's Final 2025 RPS Procurement Plan. e. Background Documents/ Key Decisions
i. Pioneer Community Energy Draft 2025 RPS Procurement Plan (June 30, 2025):
https://docs.cpuc.ca.gov/PublishedDocs/Efile/G000/M571/K990/571990166.PDF ii. PD on 2025 RPS Procurement Plans (November 14, 2025):
https://docs.cpuc.ca.gov/PublishedDocs/Efile/G000/M587/K328/587328286.PDF [Publish Date] Agenda Date: 6/18/2026
iii. Pioneer Community Energy Final 2025 RPS Procurement Plan (January 26, 2026):
https://docs.cpuc.ca.gov/PublishedDocs/Efile/G000/M596/K418/596418446.PDF f. Key Dates
i. June 12, 2026 – Draft RPS Procurement Plan is due
g. Pioneer Lead: Chau Pham
• Resource Adequacy (RA) – R.23-10-011; R.25-10-003:
a. Proceeding Overview
i. This proceeding aims to ensure the reliability of CA's electricity supply by requiring that LSEs procure sufficient resources to meet their load plus a planning reserve margin (PRM). The RA program recently implemented a slice of day (SOD) framework, ensuring LSEs are compliant every hour of the worst day of the month. b. Potential Impact on Pioneer
i. Pioneer is required to comply with RA procurement requirements and filings. Annual (year ahead) filings are due on October 31 each year and monthly (month ahead) filings are due 45 calendar days prior to the compliance month. Furthermore, RA requirements have significant impacts on the procurement market which Pioneer operates in. Therefore, Pioneer advocates for RA procurement requirements and policies that minimize adverse effects on the RA market. c. Key Issues
i. Advocate for refinements in the RA program that minimize RA requirements (based on robust modeling) to ensure adequate market availability and guard against RA price volatility
ii. Advocate for simplifying RA showings/ compliance requirements to the greatest extent possible
d. Status Update
i. December 12, 2025 - A Scoping Ruling was issued with the following items in scope for the Track 1 of the RA proceeding:
• Adoption of local and flexible requirements;
• Accreditation for long duration energy storage;
• Development of the Unforced Capacity Methodology framework; • Accreditation for wind and solar;
• SOD transactability issues;
• Residual Unit Commitment for RA resources
• Energy only resources; and
• Other time sensitive issues identified by the CPUC or parties in proposals ii. January 23, 2026 - CalCCA filed RA Track 1 proposals including 1) using data center interconnection info, instead of data center IEPR forecast, to inform RA requirements, 2) counting of energy only (EO) co-located resources under SOD, 3) ensuring local RA central procurement entity (CPE) data request is used consistently among CPEs to ensure there is no over-procurement, and support publicizing the CPE data request responses.
iii. March 3, 2026 – CalCCA filed an opening proposal on Transactability Issues, responding to ED’s Transactability Report and recommending adoption of hourly load obligation trading. CalCCA argued that the report does not accurately address the [Publish Date] Agenda Date: 6/18/2026
issues with the SOD framework or the affordability implications of hourly load obligation trading. CalCCA proposed the CPUC adopt hourly load obligation trading to allow LSEs to transact at the same level of granularity as the SOD requirements and invest in software and systems to automate the RA validation process to assist with administrative burden or adopt temporary guardrails to aid in assessing compliance. iv. March 6, 2026 – CalCCA filed opening comments on Track 1 proposals, clarifying their proposal to incorporate data center load into RA allocations based on specified development milestones, rather than forecasted load. CalCCA also sought procedural and timeline clarifications on PG&E’s proposal that voluntary changes to the effective date of an LSEs’ CPUC-approved implementation plan does not qualify as “load migration” in the annual RA allocation process. The comments also expressed views on various other party proposals, which Pioneer did not directly engage in. v. March 20, 2026 – CalCCA filed reply comments on Track 1 proposals, providing counterarguments to several parties who raised objections to the data center load allocation proposal and PG&E’s recommendation to reject the proposal to clarify use of the local RA CPE data request. CalCCA also raised objections to Cal Advocates’ long duration energy storage (LDES) counting proposal with similar concerns as multiple other parties that it likely underestimates LDES’ charging capability. vi. March 30, 2026 – CalCCA filed reply comments on Transactability Issues, responding to Vistra’s opposition to hourly load obligation trading (HLOT) and echoing environmental groups’ support of HLOT as a mechanism to promote affordability and reduce reliance on fossil fuels.
vii. June 1, 2026 – The Track 1 PD was issued, which adopts local capacity obligations for 2027-2029, flexible capacity obligations for 2027, and program refinements based on party proposals. The PD rejected CalCCA’s hourly load obligation trading and data center load proposals. The PD adopted CalCCA’s proposal for local RA CPE data request transparency and the proposal to allow co-located EO resources to count for offsite storage charging sufficiency, but not for general RA. e. Background Documents/ Key Decisions
i. Issuance of OIR 25-10-003 (October 15, 2025):
https://docs.cpuc.ca.gov/PublishedDocs/Published/G000/M583/K934/583934825.PD F
ii. Scoping Ruling (December 12, 2025):
https://docs.cpuc.ca.gov/PublishedDocs/Efile/G000/M590/K884/590884355.PDF iii. ALJ Ruling on ED’s Transactability Report (February 23, 2026):
https://docs.cpuc.ca.gov/SearchRes.aspx?DocFormat=ALL&DocID=600063407 iv. Track 1 PD (June 1, 2026):
https://docs.cpuc.ca.gov/PublishedDocs/Efile/G000/M608/K058/608058096.PDF f. Key Dates
i. None.
g. Pioneer Lead: Chau Pham
• Large Loads (PG&E Rule 30) – A.24-11-007:
a. Proceeding Overview
[Publish Date] Agenda Date: 6/18/2026
i. This is PG&E's proposed tariff to address the interconnection of non-residential customers requesting retail electric service at transmission-level voltages between 50 kilovolts (kV) and 230 kV, otherwise known as transmission-level customers.
These large loads are becoming more significant as data centers propagate. PG&E’s current electric rules are intended for distribution-level interconnections. As such, when a customer applies for transmission-level retail electric service, PG&E and the customer negotiate unique interconnection terms, and PG&E is required to make an “exceptional case” filing with the Commission for approval of the negotiated agreement. PG&E states that creating a uniform tariff (proposed Electric Rule 30) will streamline both the negotiation process and the approval process, resulting in faster interconnection timeline.
b. Potential Impact on Pioneer
i. New large loads, such as data centers, located in Pioneer’s service territory presents both challenges and opportunities to Pioneer. If Pioneer is going to provide generation service to these customers, it needs visibility into which ones are expected to come online in its service territory (if any) for procurement planning purposes. It will also need to have a commitment from these customers far in enough in advance for Pioneer to procure resources in advance of any compliance deadlines to serve these new loads.
c. Key Issues
i. Ensure Pioneer obtains information regarding new large loads when that information is obtained by the IOU, either before or at the time of a customer request for interconnection with the IOU’s transmission or distribution system; ii. Ensure the ability of Pioneer to adequately prepare to serve customers through timely access to information regarding large loads; and iii. Support customer choice of generation providers through ensuring IOUs and CCAs compete on a level playing field.
d. Status Update
i. May 8, 2026 – PG&E requested CPUC approval of a partial settlement agreement between itself, CalCCA, CalAdvocates, and Sierra Club. The relevant terms of the settlement agreement are as follows:
• Information Sharing (Under New NDA)
a. Interconnection Inquiries:
i. PG&E shall the same information regarding all transmission-level retail interconnection inquiries that it includes in submissions provided to the CEC at or about the same time that it provides this information to the CEC
b. Post-Application and Pre-Energization
i. Quarterly Reports regarding retail electric customers seeking to interconnect that have submitted an application for
transmission-level service
c. Post Energization
i. Annual Reports regarding facilities that have been
interconnected at the transmission-level and have been
energized
[Publish Date] Agenda Date: 6/18/2026
• Non-Disclosure Agreement
a. For affected CCAs, each CCA will execute a new NDA which will govern information sharing regarding interconnections for transmission level retail electric service under Electric Rule 30 or any other PG&E tariff rule
• Coordination of Service
a. CCAs are the default providers of generation service for new customers in their service areas
b. Customers will be considered enrolled with the default provider upon the customer’s execution of an interconnection agreement or eight months prior to the energization date identified in the Preliminary Engineering Study (PES) Report for the customer’s facility, whichever is earlier.
i. PG&E will provide an affected CCA notice of the energization date identified in the PES report within 3 business days of the customer’s signature of the PES report.
ii. PG&E will also provide an affected CCA notice of the execution of an interconnection agreement within 3 business days
c. Under California Public Utilities Code Section 366.2(c)(13), a transmission-level customer has a statutory 60-day opt out period after enrollment to opt out of default CCA generation service. d. Within 3 business days following the 60-day opt out period, the entity selected as the service provider shall confirm that it will provide generation service to the customer in writing to the other entity that will not be providing generation service to that customer. e. After the opt-out period, the customer cannot switch providers until at least one year after energization and after giving 18 months’ notice. e. Background Documents/ Key Decisions
i. PG&E Application for Approval of Electric Rule No. 30 for Transmission-Level Retail Electric Service (Nov. 21, 2024):
https://docs.cpuc.ca.gov/SearchRes.aspx?DocFormat=ALL&DocID=547155949 ii. Joint CCA Response to Application (Dec. 23, 2024):
https://docs.cpuc.ca.gov/PublishedDocs/Efile/G000/M549/K797/549797836.PDF iii. PG&E Motion for Interim Implementation of Rule 30 (Jan. 24, 2025):
https://docs.cpuc.ca.gov/SearchRes.aspx?DocFormat=ALL&DocID=555445559 iv. Joint CCA Response to Motion for Interim Implementation (Feb. 10, 2025):
https://docs.cpuc.ca.gov/SearchRes.aspx?DocFormat=ALL&DocID=556602084 v. Scoping Ruling (March 11, 2025):
https://docs.cpuc.ca.gov/SearchRes.aspx?DocFormat=ALL&DocID=558423070 vi. D.25-07-039, partly granting PG&E’s Motion for Interim Implementation of Rule 30 (July 28, 2025):
https://docs.cpuc.ca.gov/PublishedDocs/Published/G000/M574/K875/574875643.PD F
f. Key Dates
[Publish Date] Agenda Date: 6/18/2026
i. March 13, 2026 – Limited Opening Testimony on additional cost allocation questions in a January 9, 2026 Ruling
ii. April 8, 2026 – Rebuttal Testimony on additional cost allocation questions iii. April 15, 2026 through April 17, 2026– Evidentiary Hearings iv. questions
v. May 8, 2026 – Opening Briefs on additional cost allocation questions vi. May 22, 2026 - Reply Briefs on all issues
vii. Late July 2026 – Proposed Decision
viii. August/September 2026 – CPUC Decision
g. Pioneer Lead: Braden Henderson
• Demand Response – R.25-09-004:
a. Proceeding Overview
i. This rulemaking will revisit and enhance the CPUC's "demand response guiding principles, policies, and data system and process requirements." In particular, the rulemaking seeks to enhance the consistency, predictability, reliability, and cost-effectiveness of demand response (DR) resources. Issues that the CPCU could address in this proceeding is dual participation of DR resources among different programs, adjustments to the DR guiding principles, and integration into other systems and process, including resource adequacy slice of day (RA SOD) and the CAISO market.
b. Potential Impact on Pioneer
i. Under the law, demand response and energy efficiency are the first resources that electric corporations use to meet their needs, so there is a statutory mandate to generally include it in the California resource mix. There could also be a specific impact on Pioneer's programs that fall under the umbrella of demand response, including the PowerShift Rewards program.
c. Key Issues
i. Pursue systems and processes that support timely and consistent Pioneer access to customer interval data, both billing-quality and non-billing-quality ii. Ensure Pioneer customers have equitable access to demand response resources iii. Ensure new policies or programs do not encroach on Pioneer rate and program autonomy
d. Status Update
i. No update.
e. Background Documents/ Key Decisions
i. Order Instituting Rulemaking (Sept. 18, 2025) (including the Demand Response Guiding Principles Staff Report):
https://docs.cpuc.ca.gov/PublishedDocs/Published/G000/M582/K072/582072320.PD F
ii. Scoping Memo and Ruling (Feb. 12, 2026):
https://docs.cpuc.ca.gov/SearchRes.aspx?DocFormat=ALL&DocID=599038857 [Publish Date] Agenda Date: 6/18/2026
f. Key Dates
i. April 30, 2026 – Opening Comments on Bridge Funding Staff Proposal Ruling ii. May 21, 2026 – Reply Comments on Bridge Funding Staff Proposal Ruling iii. Q2 2026 - Staff Proposal on Data Systems and Processes iv. Q3 2026 – Proposed Decision on IOU DR Bridge Funding v. Q4 2026 – Proposed Decision on all other issues
g. Pioneer Lead: Braden Henderson
• PG&E Energy Resource Recovery Account (ERRA) Compliance and Forecast:
a. Proceedings Overview
i. Generally, the ERRA Compliance proceedings review IOU accounting for its generation costs in the previous year, which includes accounting related to the Power Charge Indifference Adjustment (PCIA) and Portfolio Allocation Balancing Account (PABA). The purpose is to ensure accuracy and compliance with legal requirements, including CPUC rules and decisions.
b. Potential Impact on Pioneer
i. Although typically not as contentious as the ERRA Forecast proceedings, PG&E's applications in the ERRA Compliance proceedings often include errors or non-compliant activities which, when corrected, result in a credit to unbundled customers via the PCIA which is incorporated in the ERRA Forecast proceedings. This proceeding is also an opportunity to review PG&E's activities related to its PCIA resources, although transparency is always a challenge.
ii. This is the proceeding in which the PCIA revenue requirement for the following rate year (i.e., 2026 in this proceeding) is established. Parties and the CPUC arrive at the revenue requirement by reducing the costs of the PCIA resources by their value and adding any over or under-collection of the PCIA from the current rate year (i.e., 2025 in this proceeding). That revenue requirement is then assigned to customer vintages depending on the vintage of the resource to develop PCIA rates. Given all of Pioneer's customers pay PCIA rates, Pioneer's goal is to ensure that its customers are only paying the costs that we actually incurred on their behalf and receiving the full value of the PCIA resources.
o 2024 ERRA Compliance – A.25-02-013:
a. Key Pioneer Issues
i. Ensure qualifying facilities and contracts were prudently administered and managed, entries in balancing and memorandum accounts were recorded appropriately, correctly, and in compliance with CPUC decisions, and whether recovery for 2024 record year costs is reasonable.
b. Status Update
i. No updates.
c. Background Documents/ Key Decisions
i. PG&E Application (February 28, 2025):
https://docs.cpuc.ca.gov/SearchRes.aspx?DocFormat=ALL&DocID=557607577 [Publish Date] Agenda Date: 6/18/2026
ii. CalCCA Protest (April 4, 2025):
https://docs.cpuc.ca.gov/SearchRes.aspx?DocFormat=ALL&DocID=561478629 iii. Scoping Ruling (May 2, 2025):
https://docs.cpuc.ca.gov/SearchRes.aspx?DocFormat=ALL&DocID=565140242 d. Key Dates
i. Intervenors' Testimony - September 15, 2025
ii. Rebuttal Testimony - October 24, 2025
iii. Evidentiary Hearing - December 2, 2025
iv. Opening Briefs - January 5, 2026
v. Reply Briefs - February 6, 2026
vi. Proposed Decision - no later than 90 days after reply briefs vii. Final Decision - no sooner than 30 days after Proposed Decision e. Pioneer Lead: Chau Pham
o 2025 ERRA Compliance – A.26-02-019
a. Key Pioneer Issues
i. Ensure qualifying facilities and contracts were prudently administered and managed, entries in balancing and memorandum accounts were recorded appropriately, correctly, and in compliance with CPUC decisions, and whether recovery for 2024 record year costs is reasonable.
b. Status Update
i. No updates.
c. Background Documents/ Key Decisions
i. PG&E Application (February 27, 2026):
https://docs.cpuc.ca.gov/PublishedDocs/Efile/G000/M601/K158/601158608.PDF ii. CalCCA Protest (April 2, 2026):
https://docs.cpuc.ca.gov/PublishedDocs/Efile/G000/M604/K016/604016143.PDF d. Key Dates
i. To be determined in a forthcoming Scoping Ruling.
e. Pioneer Lead: Chau Pham
o 2026 ERRA Forecast – A.25-05-011:
a. Key Pioneer Issues
i. Ensure accuracy of forecast account balances and rates, cost calculations in workpapers, and calculation of Market Price Benchmarks (MPBs) ii. Ensure costs are attributed to the proper PCIA vintage iii. Ensure costs are attributed properly between bundled and unbundled customers iv. Ensure IOU specific proposals are appropriate for an ERRA Forecast proceeding b. Status Update
i. No updates.
[Publish Date] Agenda Date: 6/18/2026
c. Background Documents/ Key Decisions
i. PG&E Application (May 15, 2025):
https://docs.cpuc.ca.gov/SearchRes.aspx?DocFormat=ALL&DocID=566243428 ii. Scoping Ruling (June 20, 2025):
https://docs.cpuc.ca.gov/SearchRes.aspx?DocFormat=ALL&DocID=574962660 iii. CalCCA Brief (October 24, 2025):
https://docs.cpuc.ca.gov/SearchRes.aspx?DocFormat=ALL&DocID=585485747 d. Key Dates
i. A final decision in this proceeding is anticipated in December 2025, with implementation into rates beginning January 1, 2026.
e. Pioneer Lead: Chau Pham
o 2027 ERRA Forecast – A.26-05-007:
a. Key Pioneer Issues
i. Ensure accuracy of forecast account balances and rates, cost calculations in workpapers, and calculation of Market Price Benchmarks (MPBs) ii. Ensure costs are attributed to the proper PCIA vintage iii. Ensure costs are attributed properly between bundled and unbundled customers iv. Ensure IOU specific proposals are appropriate for an ERRA Forecast proceeding b. Status Update
i. May 15, 2026 - PG&E filed its 2027 ERRA Forecast application. The initial application forecasts that PCIA rates for unbundled customers are going to decrease, but that rate is expected to increase from now until the October update and annual true-up due to PG&E using outdated values (2026 GRC revenue requirement, 2026 RA/ RPS MPBs).
The application projects a 1.7 c/kWh (7.3% decrease over present system average rates) for CCA/DA customers and an increase of 1.9 c/kWh (5.7% increase over present system) for bundled customers. NewGen found that the biggest driver in downward pressure on the PCIA and upward pressure on generation rates is the change in PG&E's balancing accounts from 2025 to 2026, which are overshadowing the low energy prices.
c. Background Documents/ Key Decisions
i. PG&E Application (May 15, 2026):
https://docs.cpuc.ca.gov/SearchRes.aspx?DocFormat=ALL&DocID=566243428 d. Key Dates
i. Protests due June 17, 2026
e. Pioneer Lead: Chau Pham
• PG&E General Rate Case (GRC) Phase 1 – A.25-05-009:
a. Proceeding Overview
i. In four-year cycles, IOUs submit GRC applications for authority to adjust rates and charges for electric and gas service based on a future test year (TY). The revenue requirements include electric and gas distribution system costs, administrative expenses, and customer service costs.
[Publish Date] Agenda Date: 6/18/2026
ii. In the GRC Phase 1, the CPUC establishes the IOU's overall revenue requirement, which is later allocated in rates to different customer classes in the GRC Phase 2.
This includes establishing the operating and capital costs to be recovered for the IOU's transmission, distribution, and generation functions. b. Potential Impact on Pioneer
i. The costs of PG&E's Power Charge Indifference Adjustment (PCIA) generation resources will be established here and later recovered through the PCIA rates via the ERRA Forecast proceeding.
ii. This proceeding will also establish revenue requirements for PG&E programs that could benefit customers in Pioneer's service territory, including resiliency and backup power initiatives to support areas disproportionately impacted by outages. c. Key Issues
i. Ensure accuracy and reasonableness of forecast costs ii. Ensure revenue requirements are properly allocated to PCIA vintages iii. Ensure costs are properly allocated across major work categories iv. Prevent unwarranted or unreasonable increases to CCA service fees d. Status Update
i. February 13, 2026 – CalCCA filed testimony on PG&E’s application proposing the various changes that would lower the generation revenue collected through the PCIA, including, but not limited to:
• Removing hydro facilities that erroneously remain on PG&E’s books and those that are no longer used and useful in providing generation services for the benefit of customers from the Electric Generation revenue requirement while recovering any remaining balance of the original investment through a regulatory asset, with no return on rate base and
• Moving eight hydro facilities into a more recent vintage for the purposes of PCIA cost recovery to reflect the fact that the substantial proposed investments in these assets of over $2 billion would result in a significant overhaul of these facilities, supporting life extensions as well as changed functions for these assets.
ii. April 27 – May 6, 2026 – CalCCA is participating in Evidentiary Hearings. CalCCA’s witness Ryan Matley is scheduled to be cross-examined on May 13, 2026. CalCCA’s cross-examination of PG&E’s witnesses will focus on hydro facility costs, proposed investments, and the correct vintaging of those hydro investments. PG&E has hydro assets that are on the books but have not been used, as well as new investments that may require re-vintaging.
e. Background Documents/ Key Decisions
i. PG&E Phase 1 2027 Application (May 15, 2025):
https://docs.cpuc.ca.gov/SearchRes.aspx?DocFormat=ALL&DocID=566363587 ii. PG&E Phase 1 2027 Scoping Ruling (July 31, 2025):
https://docs.cpuc.ca.gov/SearchRes.aspx?DocFormat=ALL&DocID=575112973 f. Key Dates
i. Intervenors’ testimony - February 13, 2026
[Publish Date] Agenda Date: 6/18/2026
ii. Rebuttal testimony - March 31, 2026
iii. Case Management Conference
iv. Statement and Motions for Settlement - April 13, 2026 v. Evidentiary hearings - Starting April 27, 2026
vi. Opening briefs - June 19, 2026
vii. Reply briefs - July 10, 2026
viii. Proposed decision - March 2027
ix. Commission decision May - 2027
g. Pioneer Lead: Chau Pham
• PG&E General Rate Case Phase 2 – A.24-09-014:
a. Proceeding Overview
i. In four-year cycles, IOUs submit GRC applications for authority to adjust rates and charges for electric and gas service based on a future test year (TY). The revenue requirements include electric and gas distribution system costs, administrative expenses, and customer service costs
ii. The GRC Phase 2 is focused on the design of PG&E's rates, and includes proposals for real-time pricing rates. This follows the GRC Phase 1, which determines the cost of service.
b. Potential Impact on Pioneer
i. PG&E is proposing to escalate fees for meter data management, rate ready consolidated billing fee, and bill-ready consolidated billing fee. ii. How PG&E implements RTP and how pricing and usage data is transferred to CCAs will impact CCAs' ability to implement their own dynamic pricing programs and potential implicate their compliance with the load management standards (LMS) of the California Energy Commission (CEC).
iii. PG&E's real-time pricing (RTP) proposal would include hourly components for each of transmission, distribution, and generation. For unbundled customers, CCAs will have the option to customize the MEC and MGCC formulas or apply a modifier. PG&E says it is working with CCAs to provide options to develop more customized dynamic generation rates; however, such customizations will need to be funded by the CCAs.
If CCAs want to use a different generation marginal RTP, they may contract with another entity to develop that price and calculate their unbundled customers’ generation bill.
c. Key Issues
i. Ensure that CCAs have access to data needed to implement dynamic rates for any CCA that chooses to do so and ensure that PG&E's implementation of dynamic rates does that impede CCA ability to comply with CEC LMS rules. d. Status Update
i. March 9, 2026 – CalCCA submitted testimony recommending that the CPUC:
• Reject PG&E’s proposed 20 percent increases to its CCA Service Fees; [Publish Date] Agenda Date: 6/18/2026
• Order PG&E to complete a cost study to support any future recommended changes to its CCA Service Fees;
• Order PG&E to: (1) cap its revenues associated with the CCA Service Fees at the cost levels included in its forecast for these services provided in its 2027 Phase I General Rate Case (GRC) Application (A.) 25-05-009; and (2) track any revenue received above that cap and refund this amount to unbundled customers via PG&E’s next Energy Resource Recovery Account (ERRA) compliance proceeding;
• Reject PG&E’s proposal to update its CCA Service Fees via Tier 2 Advice Letters in the future, and instead reiterate that PG&E may only update these fees via a GRC application, and that any such update must be supported by up-to-date information regarding PG&E’s actual costs incurred in the provision of these services; and
• Order PG&E to update its Provider of Last Resort (POLR) fee for CCA customers by: (1) submitting supplemental testimony in this proceeding regarding its actual costs as the POLR to process a customer’s voluntary return to bundled service in 2026, using up-to-date data on PG&E’s processing times and labor costs; and (2) shortly after PG&E’s final implementation of its Billing Modernization Initiative (BMI) project, submitting testimony in its next GRC application regarding its actual costs as the POLR to process a customer’s voluntary return to bundled service, using up-to-date data on PG&E’s processing times and labor costs
e. Background Documents/ Key Decisions
i. PG&E Phase 2 2023 Application (Sept. 30, 2024):
https://docs.cpuc.ca.gov/SearchRes.aspx?DocFormat=ALL&DocID=541493803 ii. PG&E Phase 2 2023 Scoping Ruling (Mar. 21, 2025):
https://docs.cpuc.ca.gov/SearchRes.aspx?DocFormat=ALL&DocID=560273042 f. Key Dates
i. Cal Advocates Testimony -January 9, 2026
ii. Intervenors' Testimony – March 9, 2026
iii. Rebuttal Testimony – July 10, 2026
iv. Hearing - August 2026
v. Opening Briefs - Four weeks after Hearing
vi. Reply Briefs - Three weeks after Opening Briefs
vii. Proposed Decision - No later than 90 days after Reply Briefs viii. Final Decision - No sooner than 30 days after Proposed Decision g. Pioneer Lead: Chau Pham
• Provider of Last Resort (POLR) – R.21-03-011:
a. Proceeding Overview
i. Track 1 of the POLR proceeding serves to determine/ update the methodology for the financial security requirement (FSR) that CCAs have to post, to ensure the IOUs (Current POLRs) have the capital to serve customers in case of an emergency mass [Publish Date] Agenda Date: 6/18/2026
return. Track 2 of the proceeding gauged interest from any LSEs/ IOUs who are interested in taking on the role of POLR.
b. Potential Impact on Pioneer
i. Pioneer would like to minimize changes to the FSR methodology that could increase it. It's also important to stay up to date with any changes in the process/ timing of posting Pioneer’s FSR.
c. Key Issues
i. Prevent the requirement for the POLR to procure or hedge in advance of customer return
ii. Ensure modifications to the FSR are balanced and improve accuracy iii. Adjust the FSR calculation to account for risk of customer return through an unsecured credit limit
iv. Reject the adoption of PG&E’s outsized “liquidity pool” that would remove the revenue offset component of the calculation entirely
v. Ensure non-IOU LSEs are able to serve as POLR under similar rules as the IOU as POLR
d. Status Update
i. No updates.
e. Background Documents/ Key Decisions
i. Scoping Ruling (Sept. 16, 2021):
https://docs.cpuc.ca.gov/PublishedDocs/Efile/G000/M407/K765/407765425.PDF ii. CalCCA Comments (July 5, 2022) on Ruling Requesting Comments on the FSR and Re-Entry Fee (May 2, 2022):
https://docs.cpuc.ca.gov/SearchRes.aspx?DocFormat=ALL&DocID=490740399 iii. ED Staff Proposal (Jan. 6, 2023):
https://docs.cpuc.ca.gov/PublishedDocs/Efile/G000/M500/K762/500762116.PDF iv. D.24-04-009 (Apr. 18, 2024) Decision Implementing SB 520 Regarding Standards for POLR:
https://docs.cpuc.ca.gov/PublishedDocs/Published/G000/M529/K986/529986322.PD F
v. Phase 2 Scoping Ruling (Oct. 24, 2024):
https://docs.cpuc.ca.gov/SearchRes.aspx?DocFormat=ALL&DocID=543727359 f. Key Dates
i. Track 2 of POLR is on pause, due to lack of substantial interest from LSEs in transferring POLR role.
g. Pioneer Lead: Chau Pham
• CEC Load Management Standards (LMS) – CEC 21-OIR-03; 26-OIR-01; 23-LMS-01:
a. Proceeding Overview
i. Docket 23-LMS-01 implements the CEC’s LMS (Calif. Code of Regulations, Title 20, sections 1621-1625), which include (among other mandates) requirements for CCAs to develop dynamic pricing by 2027. The objective of the LMS is to increase [Publish Date] Agenda Date: 6/18/2026
statewide demand flexibility through the development of hourly locational marginal cost-based rates. The rates will be entered into a statewide database – the MIDAS – and automation service providers will access customers’ rate information through a “Single Statewide Tool” created jointly by the IOUs, CCAs, and POUs. The statewide system of granular time and location dependent signals are intended to be used by automation-enabled loads to provide real-time load flexibility on the electric grid.
The CEC adopted the LMS Regulations on October 12, 2022, in docket 21-OIR-03. b. Potential Impact on Pioneer
i. The LMS rules include compliance obligations for large CCAs, like Pioneer. These compliance obligations include submission of an LMS plan and to consider adopting real-time rates. Although Pioneer's public position is that the CEC does not have authority over CCA rates, Pioneer will continue to make all reasonable efforts to comply with LMS as a show of good faith cooperation with California policies regarding dynamic rates.
c. Key Issues
i. Ensure implementation of the LMS regulations is fair and equitable to CCAs, and ii. in accordance with the regulations
iii. Ensure that the CEC respects CCA autonomy in setting their own rates iv. Ensure Pioneer maintains compliance with CEC mandates and requirements d. Status Update
i. April 9, 2026 – The CEC issued an Order Instituting Rulemaking to evaluate improvements to implementation of the LMS and expand participation among ratepayers and third-party service providers.
e. Background Documents/ Key Decisions
i. Load Management Standards: https://www.energy.ca.gov/programs-and-topics/topics/load-flexibility/load-management-standards ii. Pioneer Revised Load Management Standard Plan:
https://efiling.energy.ca.gov/GetDocument.aspx?tn=266073&DocumentContentId= 103090
f. Key Dates
i. July 1, 2025: Submit at least one marginal cost-based rate or program to the Pioneer Board for approval for any customer class where such a rate will materially reduce peak load.
ii. December 8, 2025: Pioneer's Revised LMS Plan will be addressed in the Energy Commission's Business Meeting.
iii. May 8, 2026: Develop and submit to the CEC, in conjunction with the other obligated utilities, a single statewide standard tool for authorized rate data access by third parties along with the terms and conditions for use of the tool. Upon CEC approval, the tool will be live and obligated LSEs must maintain and improve the tool iv. One year after compliance plan approval (December 8, 2026) and annual thereafter:
Submit annual reports to CEC demonstrating implementation of the Plan, as approved by the Board.
[Publish Date] Agenda Date: 6/18/2026
v. July 1, 2027: Offer each Pioneer customer voluntary participation in either a marginal cost-based rate, if such rate is approved by Pioneer’s Board, or a cost-effective load flexibility program identified in 20 CCR section 1623.1(b)(3). vi. Three years after compliance plan approval (December 8, 2028) and triennially thereafter: Review the Plan at least once every 3 years after the Plan is adopted by the Pioneer board. Submit any updates of the Plan to the Board if there is a material change.
g. Pioneer Lead: Braden Henderson
• Power Charge Indifference Adjustment (PCIA) – R.25-02-005:
a. Proceeding Overview
i. This proceeding will consider the rules and processes related to the Energy Resource Recovery Account (ERRA) and PCIA, which are the mechanisms by which unbundled customers are assessed the costs for generation resources procured by the IOUs on their behalf. The Commission bifurcated the proceeding into two tracks - Track One is an expedited consideration of modifications to the market price benchmark (MPB) calculations and Track Two will be a more holistic review of potential changes to the ERRA and PCIA, potentially including, for example, sunsetting or re-vintaging resources, changes to Bundled Procurement Plans (BPPs), and incorporation of slice of day.
b. Potential Impact on Pioneer
i. In the recent ERRA forecast cases, the PCIA has been negative for certain vintages of unbundled customers, meaning they will see a credit on their bill for the value of IOU resources procured on their behalf. This has drawn the scrutiny of the IOUs, ratepayer advocates, and the CPUC, resulting in a reassessment of certain components of the PCIA calculation, particularly the RA MPB, which, given current high RA prices, has contributed to the negative PCIA. Changes to the Market Price Benchmarks (MPBs), and PCIA methodology in general, could result in shifting costs for IOU generation resources from bundled to unbundled customers. On the flipside, the wholistic nature of Track 2 provides an opportunity to fundamental revisit the PCIA structure and propose solutions to help limit exposure for CCAs and prevent unfair cost shifts between bundled and unbundled customers. c. Key Issues
i. Track 1
• Revisions to the RA MPB, which is an element of the value attributed to PCIA resources.
ii. Track 2
• How to value renewable energy certificates (REC) generated prior to January 1, 2019, and used for bundled service customer compliance, for the purpose of calculating the PCIA (Pre-2019 Banked RECs)
d. Status Update
i. December 1, 2025 - the California Community Choice Association (CalCCA) filed a Writ of Review (Writ) appealing a decision by the California Public Utilities Commission (CPUC) that will result in a shift of hundreds of millions of dollars from unbundled to bundled customers via the Power Charge Indifference Adjustment (PCIA). In its Writ, CalCCA explains that the CPUC’s arbitrary decision to change the [Publish Date] Agenda Date: 6/18/2026
PCIA methodology and apply that change 2025 rates violates the longstanding prohibition against retroactive ratemaking, which is intended to ensure customer certainty and stability in rates. Before the Court of Appeals determines whether to take up the appeal, the CPUC will have an opportunity to respond to the Writ and CalCCA will reply to the CPUC response.
ii. March 2, 2026 – CalCCA submitted testimony on the Pre-2019 Banked RECs issue which:
• Explains how the PCIA framework operates to ensure statutory indifference between bundled and unbundled customers, including how REC value is conveyed to customers;
• Demonstrates that Later Departing Customers paid for their share of Pre-2019 Banked RECs when those RECs were generated but have not received the value of those RECs when they are later used for Current Bundled Customer RPS compliance;
• Shows that failure to credit Later Departing Customers when Pre-2019 Banked RECs are used for Current Bundled Customer compliance results in a cost shift from Current Bundled Customers to Later Departing Customers; • Recommends that Pre-2019 Banked RECs be valued at the current RPS MPB – the avoided cost of procuring new RECs in the market – when used for Current Bundled Customer compliance, with the full value recorded as a vintage-specific credit to the PCIA corresponding to the year the RECs were generated; • Explains why vintage-specific crediting ensures only the correct customer vintages receive the correct values and prevents double compensation; • Concludes that CalCCA’s proposal is consistent with Commission precedent, maintains statutory indifference, and can be implemented within the existing PCIA framework; and that
• In the absence of valuation, the Commission is required pursuant to Public Utilities Code section 366.2(g) to provide an allocation to Later Departing Customers for their share of RECs used by the IOU of Pre-2019 Banked RECs, which could be achieved by reducing the Net RPS Procurement Need as measured on the Commission’s Renewable Net Short Calculation template for the LSEs serving those Later Departing Customers.
iii. A Ruling was issued March 27, 2026, with an Energy Division Staff Report presenting “alternative approaches” to the IOUs and CalCCA’s proposals for valuing Pre-2019 Banked RECs. Energy Division does propose valuing the RECs (as opposed to the IOUs proposal to value the Pre-2019 Banked RECs at zero). CalCCA is evaluating ED’s four proposed valuation methods for Pre-2019 Banked RECs: (1) Load-share weighted RPS MPB; (2) DOE statewide renewable energy contract value assigned in D.11-12-018; (3) Valuation of Pre-2019 Banked RECs at 50 percent of current RPS MPB; and (4) “adjusted weighted mechanism” to value the RECs commensurate to the departed load share. Comments on the Staff Report are due with the Track 2 Opening Briefs, due May 22, 2026.
iv. April 24, 2026 – the ALJ issued a ruling scheduling testimony on the Staff Report and making other modifications to the procedural schedule. v. In Response to a Ruling requesting comments on issues to be addressed in Track 3, CalCCA submitted comments on March 27, 2026, stating that:
[Publish Date] Agenda Date: 6/18/2026
• Track 3 should be scoped to accomplish the OIR’s objective of broad improvements to ERRA and PCIA rules;
• The broad scope of Track 3 necessitates that all stakeholders first have access to an equally broad range of data for meaningful participation; • The Commission should adopt the 2017 data access protocol with updates to ensure Track 3 issues and proposals can be adequately addressed; and • Track 3 should be phased to resolve the data access issues prior to addressing all other issues.
vi. May 12, 2026 - CalCCA filed testimony on Energy Division’s (Staff) report evaluating the pre-2019 banked RECs issue, rejecting Staff’s proposals and continuing to advocate for the RECs to be valued at the RPS MPB. CalCCA reiterated this stance in its subsequent rebuttal testimony filed May 22, 2026. In the rebuttal testimony, CalCCA put forth an alternative proposal to use a compliance-tier-weighted-formula of 90% of the current year RPS MPB plus 10% of the PCC-3 market price. e. Background Documents/ Key Decisions
i. OIR to Update and Reform ERRA and PCIA Policies and Processes (Feb. 26, 2025):
https://docs.cpuc.ca.gov/SearchRes.aspx?DocFormat=ALL&DocID=557860748 ii. Track 1 Scoping Ruling (Apr. 8, 2025):
https://docs.cpuc.ca.gov/SearchRes.aspx?DocFormat=ALL&DocID=562084645 iii. D.25-06-049 adopted Track 1 RA MPB methodology changes (June 26, 2025):
https://docs.cpuc.ca.gov/SearchRes.aspx?DocFormat=ALL&DocID=571242473 iv. Track 2 Scoping Ruling (Feb. 3, 2026):
https://docs.cpuc.ca.gov/PublishedDocs/Efile/G000/M597/K166/597166403.PDF f. Key Dates
i. Track one is completed at the regulatory level but could be revisited depending on the outcome of the appeal brought by CalCCA.
ii. Track 2:
• May 12, 2026 – Testimony on Staff Report
• May 22, 2026 – Rebuttal Testimony on Staff Report
• May 26, 2026 – Deadline to Present Settlement on Track 2 Issues or a Motion to Request Hearings
• May 27, 2026 – ALJ Ruling on the Need for Hearing
• June 2, 2026 – Evidentiary Hearing, if needed
• June 16, 2026 – Track 2 Opening Briefs
• June 25, 2026 – Track 2 Reply Briefs
• By August 17, 2026 – Proposed Decision issues
• September 17, 2026 – CPUC Decision
iii. A schedule for Track three will be established in a forthcoming Scoping Ruling, but it is expected to be a protracted proceeding that extends into 2028. g. Pioneer Lead: Chau Pham
[Publish Date] Agenda Date: 6/18/2026
• Safety & Reliability OIR– R.24-05-023:
a. Proceeding Overview
i. This is a multi-track rulemaking to consider changes to policies related to safety, reliability, and resiliency of electric distribution systems. The near-term focus of this proceeding will develop processes for how the investor-owned utilities will collect and aggregate data to establish a foundation for measuring utility outages. b. Potential Impact on Pioneer
i. This proceeding is closely related to Public Safety Power Shutoff (PSPS) and Enhanced Powerline Safety Setting (EPSS) events which are of critical concern to Pioneer and its customers. Pioneer is likely to support:
• Transparency on the cause of outages to customers.
• Alternative approaches to reduce EPSS and PSPS events. • Protecting customers from increased costs while increasing reliability. c. Key Issues
i. The focus of the Rulemaking is to evaluate the safety, reliability, and resiliency of the electric distribution system. A major component of the rulemaking are outage events. The IOU’s planned outages are from scheduled maintenance, PSPS, and rotating outages during heatwaves. The IOU’s unplanned outages occur due to damage to equipment, EPSS, and by first responder request. PSPS and EPSS events are of particular concern for vulnerable areas; PSPS events have seemingly reduced in recent years but have been replaced with EPSS events. Overall, total outages events have been increasing since 2015, while outage duration peaked in 2019, outages are now leveling out or trending downward.
d. Background Documents/ Key Decisions
i. R.18-12-005, OIR to Examine Electric Utility De-Energization of Power Lines in Dangerous Conditions, Scoping Ruling (Mar. 08, 2019):
https://docs.cpuc.ca.gov/PublishedDocs/Efile/G000/M270/K419/270419337.PDF ii. R.18-04-019, OIR to Consider Strategies and Guidance for Climate Change Adaptation, Scoping Ruling (Oct. 10, 2018):
https://docs.cpuc.ca.gov/PublishedDocs/Efile/G000/M231/K128/231128764.PDF iii. R. 21-06-017, OIR to Modernize the Electric Grid for a High Distributed Energy Resource Future, Scoping Ruling (Nov. 15, 2021):
https://docs.cpuc.ca.gov/PublishedDocs/Efile/G000/M422/K949/422949772.PDF e. Status Update
i. December 15, 2025 - The three IOUs submitted a Draft Customer Reliability Report Template. The report proposes to submit annual reporting of safety and reliability metrics leveraging a narrative reporting format. The submission identifies new metrics to report but the draft likely requires additional clarification on terms and metrics. Pioneer's joint party to file reply comments requesting further clarification. ii. January 26, 2025 - Pioneer's joint party has filed reply comments requesting further clarification on the IOU’s proposed metrics. The party has advocated for the IOUs to provide meaningful analysis within future reports on how customers are being impacted by outages including PSPS and EPSS events.
f. Key Dates
[Publish Date] Agenda Date: 6/18/2026
i. Joint IOU Report Template – December 15, 2025
ii. Opening Comments – January 9, 2026
iii. Reply Comments – January 26, 2026
iv. Proposed Decision - No later than 90 days after final submissions v. Final Decision - No sooner than 30 days after Proposed Decision g. Pioneer Lead: Braden Henderson
• Disconnections – R.18-07-005:
a. Proceeding Overview
i. Rulemaking 18-07-005 was opened in response to Senate Bill (SB) 598 to address disconnection rates for both California’s electric and gas investor-owned utilities. SB 598 requires the commission to prohibit disconnecting service for nonpayment by a residential customer dependent on life-support equipment, who is willing to enter into an amortization agreement, and who satisfies certain other conditions. The ruling was structured to occur in two phases; the first phase for immediate solutions to reduce disconnections, while the second phase is to evaluate the first phase results and establish long term solutions.
ii. This proceeding requires the IOUs to administer two pilot programs Arrearage Management Plan (AMP) and Percentage of Income Payment Plan (PIPP). The pilot programs are reaching the end of their initial period and are being evaluated for continuation.
b. Potential Impact on Pioneer
i. Pioneer participated in the AMP program and we may have recommendations on how this program may be improved in the event of renewal. Pioneer likely supports programs that offer assistance to low-income customers or customers facing hardship.
c. Key Issues
i. Disconnections in this proceeding are focused on the event when a utility intentionally disconnects a customer, mainly residential customer nonpayment.
Disconnections due to nonpayment are a concern to regulators, service providers, and other customers because disconnections shift cost burden onto the rest of ratepayers. Programs and pilot programs are put in place to help reduce disconnections by offering assistance to customers with financial challenges. d. Background Documents/ Key Decisions
i. SB 598 - Public Utilities: Gas and Electric Service Disconnections (Sept. 28, 2017):
https://calmatters.digitaldemocracy.org/bills/ca_201720180sb598 e. Status Update
i. November 14, 2025 - CalCCA submitted opening comments in response to the Commission’s request for feedback on the AMP, the CBO Pilot, and the PIPP pilot programs and their respective Final Evaluation Reports. CalCCA’s comments are in support of the continuation of AMP and PIPP, while IOUs have submitted opening comments against renewal of the programs.
ii. March 25, 2026 – Comments were filed following the proceeding’s public workshop.
CalCCA supports continuation of AMP, PIPP, and the current disconnection caps. The [Publish Date] Agenda Date: 6/18/2026
IOUs’ opening comments focus on modifying the disconnection caps to allow for more disconnections, sunset of the PIPP program, and refinements to the AMP program. Most parties are in favor of extending the AMP program and do not support continuation of the PIPP program.
iii. April 01, 2026 – Reply comments were filed in response to the comments on the commission’s rule setting workshop. All parties largely hold the positions they established in their opening comments. With most parties in favor of continuation of the AMP program, a successor proceeding is expected to result from this proceeding to have a venue for evaluating the ongoing implementation of AMP and other customer protections.
iv. June 5, 2026 – Two Public Participation Hearings (PPH) on disconnections will be hosted by the Joint IOUs. The PPHs are both scheduled to occur on August 6, 2026; the first will begin at 2pm and the second will begin at 6pm. Additionally, comments on TURN's proposal to lower the temperature threshold for suspending service disconnections from 100 degrees Fahrenheit to 90 degrees Fahrenheit are due June 10, 2026.
f. Key Dates
i. Opening Comments – June 10, 2026
ii. Public Participation Hearing – August 6, 2026
iii. Statutory Deadline – December 31, 2026
g. Pioneer Lead: Braden Henderson
• High-DER Future – R.21-06-017:
a. Proceeding Overview
i. The High Distributed Energy Resource (DER) proceeding is the rulemaking in alignment with the CPUC’s Distributed Energy Resources Action Plan 2.0 which aims to leverage DER planning to help achieve California’s renewable energy targets in the 2022-2026 timeframe. The proceeding is currently conducting Track Two and Track Three.
b. Potential Impact on Pioneer
i. This proceeding’s issues include energization of new customers and distributed resources. Other CCAs (i.e., Redwood Coast Energy Authority) have faced some challenges with the interconnection of loads in their service territory, however DER interconnection may not be a priority concern for Pioneer at the moment. ii. This proceeding is actively evaluating impacts to the distribution grid for increased electric loads from emerging technology such as electric vehicles. In parallel demand response policy and changes to time-of-use (TOU) rates from shifted loads may be of concern to Pioneer.
c. Key Issues
i. For Track Three, the main priorities are grid modernization investments in the near term, the implementation of smart inverters to utilize advanced functionalities for grid services, and the better alignment of planned infrastructure investments with utility distribution planning. Overall, this effort seeks to plan for high penetration of DERs and electrification to drive down costs over time. [Publish Date] Agenda Date: 6/18/2026
ii. The commission has resurfaced Track Two of this proceeding. Track Two, focused on the topic of DER Orchestration, was discussed earlier in the proceeding without any resulting decisions or consensus. The Commission is exploring how IOUs, as the Distribution System Operators (DSOs), can create a DER Orchestration framework to enable value added services.
d. Background Documents/ Key Decisions
i. R. 14-08-013 – OIR Regarding Policies, Procedures and Rules for Development of Distribution Resources Plans, Scoping Ruling (Jan. 26, 2016):
https://docs.cpuc.ca.gov/PublishedDocs/Efile/G000/M157/K902/157902794.PDF e. Status Update
i. January 2, 2025 – CalCCA submitted reply comments in response to the IOU’s electrification studies and opening comments to emphasize that the IOUs should reevaluate their assumptions and prepare updated analysis that reflects realistic use of demand flexibility programs. Included in this is also recommending the IOUs roll out pilot programs to better understand realistic adoption rates; PG&E agreed with CalCCA on this topic in their reply comments.
ii. February 6, 2026 – Following the completion of the IOU’s electrification studies, the assigned commissioner has issued a ruling defining the schedule for Track Three to include an All-Party Workshop, Workshop Report, and Party Comment. iii. March 23, 2025 – The assigned commissioner issued a ruling requesting comments on how IOUs, as the Distribution System Operators (DSOs), can create a DER Orchestration framework to enable value added services. Opening comments are expected to question if IOUs are the appropriate parties to operate DER markets, and if there were to be the operators, what guardrails are required. iv. April 20, 2026 – Parties filed opening comments in response to the Track 1 and Track 2 issues regarding orchestration of DERs. Most parties support the objective to implement DER orchestration. However, there is concern from non-IOU parties that the Commission should first establish policies and processes before determining implementation pathways. The Commission also released the schedule for the 2026- 2027 Distribution Planning and Execution process.
v. April 30, 2026 – Parties filed reply comments in response to the Track 1 and Track 2 issues regarding orchestration of DERs. The IOUs specifically replied in opposition to CalCCA’s comments which raised the concern that the IOUs are prematurely being recognized as the DSO. However, many other parties’ reply comments underscore that there are foundational concerns with the proceeding assuming the IOUs as the lead DSO.
vi. May 8, 2026 – The Commission issued a ruling requesting comments and reply comments on the use of the IOUs second Electrification Impact Studies (EIS2) in their yearly Distribution Planning and Execution Process (DPEP). vii. May 29, 2026 – Parties submitted opening comments on if the Commission should require the IOUs to use the EIS2 analysis in their yearly DPEP. The majority of parties commented that the EIS2 is not appropriate for the DPEP because either the methodology needs improved or that the appropriate procedure to factor load growth is through the CEC's IEPR process.
viii. June 5, 2026 – Parties submitted reply comments regarding the use of EIS2 in DPEP.
While IOUs generally echoed that most parties agree that the studies are too limited [Publish Date] Agenda Date: 6/18/2026
to apply to the DPEP, a few parties call for action to be taken to address the lack of DER market and resulting lack of flexible resource use in distribution planning. f. Key Dates
i. Track Two Comments – April 20, 2026
ii. Track Two Reply Comments – April 30, 2026
iii. Track Three Opening Comments – May 29, 2026
iv. Track Three Reply Comments – June 5, 2026
v. Issuance of Assigned Commissioner Proposal on Track 3 Issues – Quarter 2 of 2026 vi. Proposed Decision on Track 3 – Quarter 3 of 2026
g. Pioneer Lead: Braden Henderson
• Distributed Energy Resources – R.22-11-013:
a. Proceeding Overview
i. The Commission issued OIR 22-11-013 to achieve consistency of cost effectiveness assessments, improve data access and use, and consider equipment performance standards for DER customer programs.
b. Potential Impact on Pioneer
i. The CPUC uses the Avoided Cost Calculator (ACC) to determine the primary benefits of DER across Commission proceedings. Pioneer may be inclined to follow this proceeding as the ACC calculates various costs related to items such as generation capacity, energy, and RPSs that may have an impact on electricity rates, portfolio planning, or DER program administration.
c. Key Issues
i. Currently in Phase I, the proceeding covers DER program cost-effectiveness issues, data access and use, and equipment performance standards. All of the latest updates and decisions related to the ACC fall under this proceeding. d. Background Documents/ Key Decisions
i. R.14-10-003 OIR to Create a Consistent Regulatory Framework for the Guidance, Planning and Evaluation of Integrated Distributed Energy Resources, Scoping Ruling (Jan. 5, 2015):
https://docs.cpuc.ca.gov/PublishedDocs/Efile/G000/M143/K990/143990275.PDF e. Status Update
i. March 4, 2026 – The assigned commissioner issued a ruling setting the scope and schedule for Phase Three. Phase Three will be exploring the development and application of the ACC's Guiding Principles.
ii. April 29, 2026 - CPUC staff prepared a proposal on their proposed updates to the 2026 Avoided Cost Calculator. Staff also presented the proposal at a public workshop. At a high level, the proposed updates are to apply a single value to green house gas (GHG) emission reductions capped at the societal cost of carbon. iii. June 5, 2026 – CPUC staff revised the 2026 Avoided Cost Calculator Staff Proposal, and set the schedule for comments to be submitted. The revised proposal further defines that the single value for avoided costs will be based on the RESOLVE GHG shadow price.
[Publish Date] Agenda Date: 6/18/2026
f. Key Dates
i. Revised Staff Proposal – June of 2026
ii. Opening Comments – June 19, 2026
iii. Reply Comments – June 26, 2026
g. Pioneer Lead: Braden Henderson
• Distributed Energy Resource Interconnections (Rule 21) – R.25-08-004:
a. Proceeding Overview
i. The purpose of this proceeding is to update and improve Rule 21 and associated interconnection procedures concerning the safety and reliability of the electric grid as distributed technologies continue to evolve, promote greater transparency and certainty around interconnection processes, and to contain costs for all ratepayers that use the electric grid.
ii. This proceeding will be conducted in multiple phases. Phase 1 will address issues related to Screens Q and R, interconnection timelines, and the interconnection process and fees for resources that are not interconnecting under the Net Billing Tariff (NBT) or Net Energy Metering (NEM) Tariff.
b. Potential Impact on Pioneer
i. Phase 1 of this proceeding is expected to impact how effectively and efficiently resources can be interconnected through Rule 21. Changes to Rule 21 may impact Pioneer’s ability to procure resources as well as implement programs. Delays in Rule 21 interconnections can have serious impacts to developer’s ability to cost effectively deploy resources, including biomass generation for Pioneer to procure.
Changes to how residential scale resources are interconnected can also affect future programs Pioneer may wish to administer.
c. Key Issues
i. The primary issue discussed in Rule 21 has been related to Screen Q, costs for interconnection studies, and timeline for interconnection applications. Most stakeholders agree that Screen Q is ineffective as almost all larger projects fail Screen Q and are then required to conduct lengthy and costly interconnection studies. Technology developers are in favor of having a faster and less costly process for interconnecting non-export DER technologies such as backup battery systems.
d. Background Documents/ Key Decisions
i. R.11-09-011 – OIR to Improve Distribution Level Interconnection Rules and Regulations, Scoping Ruling (Jun. 20, 2012):
https://docs.cpuc.ca.gov/PublishedDocs/EFILE/RULC/169188.PDF ii. R.17-07-007 – OIR Streamlining Interconnection of Distributed Energy Resources and Improvements to Rule 21, Scoping Ruling (Oct. 2, 2027):
https://docs.cpuc.ca.gov/PublishedDocs/Efile/G000/M196/K476/196476255.PDF e. Status Update
i. January 26, 2026 - Pioneer submitted a motion for party status to participate in this proceeding. Our primary interest will be to ensure that bioenergy resources are included in any reforms of the Rule 21 interconnection process, including reforms to [Publish Date] Agenda Date: 6/18/2026
address the current delays in interconnecting resources. A scoping memo providing the scope of issues and schedule for the proceeding is expected in the coming weeks.
ii. March 3, 2026 – The assigned commissioner released a scoping memo for Phase One. Phase One is prioritizing issues related to Screens Q & R, interconnection timelines, and the process for resources not interconnecting through the Net Billing Tariff (NBT) or Net Energy Metering (NEM) Tariff. These issues are significantly related to, but not limited to, the issues seen by biomass energy developers and the BioMAT program. Pioneer has been accepted as a party to the proceeding and will submit comments supporting changes to improve IOU compliance with interconnection timeline requirements.
iii. April 30, 2026 - Parties submitted opening comments regarding updates to Rule 21.
Comments responded to a set of questions defined by the Commission. Notably, the Commission requested input on compliance mechanisms that the Commission should consider for IOUs, which may influence better adherence to interconnection timelines. Pioneer submitted comments recommending the Commission adopt policies that protect interconnection customers from financial and programmatic burdens inflicted by IOU caused interconnection delays. While the IOUs were explicitly opposed to punitive measures for interconnection timeline noncompliance, many non-IOU parties brought forth proposals and concepts related to interconnection timeline compliance mechanisms for the Commission to consider.
Most parties expressed support for reevaluating the screening criteria for Rule 21, largely around Screen Q.
iv. May 29, 2026 – Parties submitted reply comments regarding the potential for Rule 21 updates. Reply comments were generally reflective of each party’s opening comments.
f. Key Dates
i. Opening Comments to Phase One Scoping Memo – April 30, 2026 ii. Reply Comments to Phase One Scoping Memo – May 29, 2026 g. Pioneer Lead: Braden Henderson
1 Attachment 3: Communications, Outreach & Customer Care Updates Date: 6/18/2026
NOTABLE ACHIEVEMENTS – MAY 2026
• Pioneer's 2025 Supplier Diversity Report was cited by CPUC staff as an exemplary report. During a meeting with staff from other CCAs, the CPUC encouraged those involved with the annual Supplier Diversity Report, as required by GO 156, to use Pioneer’s document as a template for future reporting.
• The 2026 CalCCA Annual Conference, hosted in Sacramento, provided an excellent opportunity for Board leadership and expansion members to learn more about the broader CCA
community and connect with the Pioneer team. Pioneer Board Chair Alice Dowdin Calvillo kicked of the conference with opening remarks.
• All preliminary work for the 2026 Calpine Community Benefits Grant program was completed, and the application period opened on June 1.
WEBSITE
The website had a significant increase in traffic in May, largely driven by marketing efforts and reflected by more than double the number of users.
Programs messaging captures the most attention, with AC Tune-Up Rebate and PowerShift Rewards leading the way, and Commercial AC Tune-Up Rebate breaking the top 5 most visited pages. Interest in GridGen remains strong.
PIONEER IN THE COMMUNITY
Events and sponsorships, program support, and engagement with expansion communities combined to create a robust month of outreach events, with a presence at more than two dozen community events including:
Community Outreach
• Sponsor and attend Lighthouse Celebrity Waiter Luncheon, Lincoln • Sponsor and attend Silver Wishes Night at the Races, Placer County • Placer County, State of the County breakfast
• South Placer Rotary Club meetings
• Met with CPUC to discuss expansion and Pioneer programs • Lincoln Chamber of Commerce meeting and request for promotional items • Loomis Chamber Monthly Meeting
• Met with American Legion, Loomis
• Greater Sacramento Economic Council Annual Celebration • El Dorado County Chamber Lunch
• Nevada City Chamber of Commerce Sponsorship Opportunities • Participated in Thunder in the Park fundraiser, Placerville • Participated in Quarterly Loomis Chamber Joint Economic Development/Government Affairs Meeting
Plf)NEER
COMMUNITY ENERGY
PIC)NEER
CO \II UMITV E E GY
2025 SUPPLIER DIVERSITY REPORT
REPORT TO THE
CAUFORN I A PUBLIC UTILITIES COMMISSION
M A tC H 2. 2 l26
• CalCCA Conference Participation, Marketing Breakout session, plus general assistance with conference
• Placer Valley Energy Panel Participation with Don Eckert • PCIA Offset Credit - Meeting with top customer, Kinder Morgan, regarding PCIA Offset Credit
• Sunrise Chamber meeting, Rocklin
• Meeting with Colusa Indian Energy
• Serve on Lincoln Government Relations Committee and attend meetings • Attended El Dorado County Chamber meeting
• Met with Cameron Park/Shingle Springs Chamber
• Participated in Tuolumne County Land, Energy, Ag and Forestry working group Expansion
• Nevada County, Butte County, Colusa County and City of Chico sent representatives to the CalCCA Conference at Pioneer's invitation
• Field questions and coordinate interviews regarding Liberty Utilities, including a live CapRadio interview with CEO Don Eckert
• Scheduled presentation at expansion member meetings
• Scheduled meeting with City of Sonora City Manager
Programs
• Met with Yuba City/ City Manager to discuss Solar RECs program • Continuing discussions with member agencies, school districts for Pioneer program participation
CUSTOMER CARE
Call Center
The call center saw a slight increase in calls from April to May, with billing inquiries being the most frequent call topic at 15.08%. NEM was the second most frequent topic at
13.74%, largely attributed to checks and credits being issued as part of the annual true-up cycle.
It is notable that interest in programs accounted for 12.81% of calls, and rebates accounted for 10.74%.
Customer satisfaction remains incredibly high, with 115 surveys completed with a 97.4% satisfaction rate.
Chatbot
Consistent with the increase in calls, the chatbot also had increased activity. With a total of 285 interactions, including 104 live conversations, activity increased by 22% from April to May.
The overall customer satisfaction rating remains high, with a score of 4.9 put of 5.
SOCIAL MEDIA
Collaboration posts continue to help increase traffic and awareness of Pioneer’s social pages.
Savings tips consistently perform well. Popular posts for May include:
l.i~ Pioneer Community Energy
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Take your grill and your guests outside this spring and summer to keep the heat out of your home! #SavingsTipTuesday
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n June 20 - Love Mischief
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Bring a lawn chair. Bring the family. Bring evel)'One.
Right off 1-80- easy dove from Sacramento, Auburl\ Roseville.
Grass Valley and Truckee. Free all summer long.
Link in bio for the full lineup°' go to LiveinColfax.com. Thank you to our spon50rs! City of Colfax <(
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Attachment: 4 Program Updates
Date: 6/18/2026
WELCOME TO OUR NEW PROGRAM MANAGER
Pioneer Community Energy is pleased to welcome Elliott Sherman as our new Program Manager. Elliott brings extensive experience in energy efficiency program development and delivery, with a strong background in program design, implementation, and management. Most recently, Elliott worked as a consultant, partnering with commercial and industrial customers to develop and implement energy efficiency strategies that reduce energy consumption and lower costs. He also gained valuable experience through a fellowship with another California community choice aggregator, providing him with firsthand insight into the role local energy providers play in advancing customer programs.
PROGRAMS SUMMARY
AC Tune-Up
• Program launched on April 1st
• 650 applications received since launching on April 1st, more than doubling the number of applications received during the same time period of 2025
• Pioneer’s new customer portal, designed to make it easier for customers to track their application status and for staff to track program data, is running effectively. o More than 50% of this year’s appliati0ons have been received thought the portal PowerShift Rewards
• 2026 season launched on May 1
• 2,605 customers are currently enrolled
• No events were called during May due to moderate temperatures GridGen
• 48 projects completed and received final inspection
• 42 projects completed and received Permission to Operate • 116 customers in the active pipeline
• 460.62 KW of solar capacity installed
• 266,471.01 kWh of clean energy generated since program launched • Federal rebates for commercial customers expire on July 4, 2026 Incentive Finder
• Webpage continues to be popular
• Data shows that customer interest in home appliance, battery and insulation rebates is strong Hourly Flex Pricing Pilot
• Annual true-up period begins in August, after 12 consecutive months of service • Two customers enrolled in the program (19 meters/accounts) LED Discount Lighting
• 29 local retailers are currently participating, including one national partner (Lowe’s) • Nearly 100,000 units of inventory sold since program launch • Program remains very popular with customers and retail partners Ice Energy
• Finalizing Participation Agreement with the City of Rocklin which includes approximately 23 units • Bank of America has three sites interested; they have sustainability mandates to reduce load and shave during peak hours. Ice Energy is expected to survey all sites.
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COMMUNITY ENERGY
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Pioneer Community Energy
Glossary of Terms
CAISO - California Independent System Operator - a non-profit independent system operator that oversees the operation of the California bulk electric power system, transmission lines and electricity market generated and transmitted by its members (~80% of California's electric flow). Its stated mission is to "operate the grid reliably and efficiently, provide fair and open transmission access, promote environmental stewardship and facilitate
effective markets and promote infrastructure development. CAISO is regulated by FERC and governed by a five-member governing board appointed by the governor.
CALCCA - California Community Choice Association -Association made up of Community Choice Aggregation {CCA) groups which represents the interests of California's community choice electricity providers.
CARB - California Air Resources Board - The CARB is charged with protecting the public from the harmful effects of air pollution and developing programs and actions to fight climate change in California.
CEC- California Energy Commission
CPUC - California Public Utility Commission
C&I - Commercial and Industrial - Business customers
CP - Compliance Period -Time period to become RPS compliant, set by the CPUC {California Public Utilities Commission)
DA- Direct Access - An option that allows eligible customers to purchase their electricity directly from third party providers known as Electric Service Providers (ESP).
DA Cap- the maximum amount of electric usage that may be allocated to Direct Access customers in California, or more specifically, within an Investor-Owned Utility service territory.
DA Lottery - a random drawing by which DA waitlist customers become eligible to enroll in DA service under the currently-applicable Direct Access Cap.
DA Waitlist - customers that have officially registered their interest in becoming a DA customer but are not yet able to enroll in service because of DA cap limitations.
DAC - Disadvantaged Community
DASR - Direct Access Service Request - Request submitted by C&I to become direct access eligible.
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COMMUNITY ENERGY
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Demand - The rate at which electric energy is delivered to or by a system or part of a system, generally expressed in kilowatts {kW), megawatts {MW), or gigawatts {GW), at a given instant or averaged over any designated interval of time. Demand should not be confused with Load or Energy.
DER - Distributed Energy Resource -A small-scale physical or virtual asset {e.g., EV charger, smart thermostat, behind-the-meter solar/storage, energy efficiency) that operates locally and is connected to a larger power grid at the distribution level.
Distribution - The delivery of electricity to the retail customer's home or business through low voltage distribution lines.
DLAP- Default Load Aggregation Point- In the CAISO's electricity optimization model, DLAP is the node at which all bids for demand should be submitted and settled. Pioneer settles its CAISO load at the PG&E DLAP as Pioneer is in the PG&E transmission access charge area.
DR - Demand Response - An opportunity for consumers to play a significant role in the operation of the electric grid by reducing or shifting their electricity usage during peak periods in response to time-based rates or other forms of financial incentives.
DWR - Department of Water Resources - DWR manages California's water resources, systems, and infrastructure in a responsible, sustainable way.
ELCC- Effective Load Carrying Capacity -The additional load met by an incremental generator while maintaining the same level of system reliability. For solar and wind resources the ELCC is the amount of capacity which can be counted for Resource Adequacy purposes.
EPIC - Electric Program Investment Charge -The EPIC program was created by the CPUC to support investments in clean energy technologies that provide benefits to the electricity ratepayers of PG&E, San Diego Gas & Electric Company {SDG&E), and Southern California Edison Company {SCE) ERRA - Energy Resource Recovery Account - ERRA proceedings are used to determine fuel and purchased power costs which can be recovered in rates. The utilities do not earn a rate of return on these costs, and only recover actual costs. The costs are forecast for the year ahead. If the actual costs are lower than forecast, then the utility gives money back, and vice versa.
ESP - Energy Service Provider - An energy entity that provides service to a retail or end-use customer.
EV - Electric Vehicle
GHG - Greenhouse gas - water vapor, carbon dioxide, tropospheric ozone, nitrous oxide, methane, and chlorofluorocarbons (CFCs). A gas that causes the atmosphere to trap heat radiating from the earth. The most common GHG is Carbon Dioxide, though Methane and others have this effect as well.
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GRC- General Rate Case - Proceedings used to address the costs of operating and maintaining the utility system and the allocation of those costs among customer classes. For California's three large IOUs, the GRCs are parsed into two phases. Phase I of a GRC determines the total amount the utility is authorized to collect, while Phase II determines the share of the cost each customer class is responsible and the rate schedules for each class. Each large electric utility files a GRC application every three years for review by the Public Advocates Office and interested parties and approval by the CPUC.
GWh - Gigawatt-hour - The unit of energy equal to that expended in one hour at a rate of one billion watts. One GWh equals 1,000 megawatt-hours.
IEP - Independent Energy Producers - California's oldest and leading nonprofit trade association, representing the interest of developers and operators of independent energy facilities and independent power marketers.
IOU - Investor Owned Utility- A private electricity and natural gas provider.
IRP- Integrated Resource Plan -A plan which outlines an electric utility's resource needs in order to meet expected electricity demand long-term.
kW - Kilowatt - Measure of power where power (watts)= voltage (volts) x amperage (amps) and 1 kW= 1000 watts
kWh - Kilowatt-hour - This is a measure of consumption. It is the amount of electricity that is used over some period of time, typically a one-month period for billing purposes. Customers are charged a rate per kWh of electricity used.
LCFS- Low Carbon Fuel Standard -A CARB program designed to encourage the use of cleaner low-carbon fuels in California, encourage the production of those fuels, and therefore, reduce greenhouse gas emissions.
LCR - Local (RA) Capacity Requirements -The amount of Resource Adequacy capacity required to be demonstrated in a specific location or zone.
LMP - Locational Marginal Price - Each generator unit and load pocket is assigned a node in the CAISO optimization model. The model will assign a LMP to the node in both the day- ahead and real time market as it balances the system using the least cost. The LMP is comprised of three components: the marginal cost of energy, congestion, and losses. The LMP is used to financially settle transactions in the CAISO.
Load - An end use device or customer that receives power from an energy delivery system. Load should not be confused with Demand, which is the measure of power that a load receives or requires.
See Demand.
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SE - Load-serving Entity- Entities that have been granted authority by state, local law, or regulation to serve their own load directly through wholesale energy purchases and have chosen to exercise that authority.
NEM - Net Energy Metering -A program in which solar customers receive credit for excess electricity generated by solar panels.
NRDC- Natural Resources Defense Council
OIR - Order Instituting Rulemaking - A procedural document that is issued by the CPUC to start a formal proceeding. A draft OIR is issued for comment by interested parties and made final by vote of the five Commissioners of the CPUC.
MW - Megawatt - measure of power. A megawatt equals 1,000 kilowatts or 1 million watts.
MWH - Megawatt-hour- measure of energy
NP-15 - North Path 15 - NP-15 is a CAISO pricing zone usually used to approximate wholesale electricity prices in northern California in PG&E's service territory.
PCCl - RPS Portfolio Content Category 1- Bundled renewables where the energy and REC are dynamically scheduled into a California Balancing Authority (CBA) such as the CAISO. Also known as "in-state" renewables.
PCC2 - RPS Portfolio Content Category 2 - Bundled renewables where the energy and REC are from out-of-state and not dynamically scheduled to a CBA.
PCC3 - RPS Portfolio Content Category 3 - Unbundled REC PCIA or "exit fee" - Power Charge Indifference Adjustment (PCIA) is an "exit fee" based on stranded costs of utility generation set by the California Public Utilities Commission. It is calculated annually and assessed to customers of CCAs and paid to the IOU that lost those customers as a result of the formation of a CCA.
PCL - Power Content Label - A user-friendly way of displaying information to California consumers about the energy resources used to generate the electricity they sell, as required by AB 162 (Statue of 2009) and Senate Bill 1305 (Statutes of 1997).
PD- Proposed Decision -A procedural document in a CPUC Rulemaking process that is formally commented on by Parties to the proceeding. A PD is a precursor to a final Decision voted on by the five Commissioners of the CPUC.
Pnode - Pricing Node - In the CAISO optimization model, it is a point where a physical injection or withdrawal of energy is modeled and for which a LMP is calculated.
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PPA- Power Purchase Agreement -A contract used to purchase the energy, capacity, and attributes from a renewable resource project.
RA - Resource Adequacy - Under its Resource Adequacy (RA) program, the California Public Utilities Commission (CPUC) requires load-serving entities-both independently owned utilities and electric service providers-to demonstrate in both monthly and annual filings that they have purchased capacity commitments of no less than 115% of their peak loads.
RE - Renewable Energy - Energy from a source that is not depleted when used, such as wind or solar power.
REC - Renewable Energy Certificate - A REC is the property right to the environmental benefits associated with generating renewable electricity. For instance, homeowners who generate solar electricity are credited with 1 solar REC for every MWh of electricity they produce. Utilities obligated to fulfill an RPS requirement can purchase these RECs on the open market.
RPS - Renewable Portfolio Standard - Law that requires CA utilities and other load serving entities (including CCAs) to provide an escalating percentage of CA qualified renewable power (culminating at 33% by 2020) in their annual energy portfolio.
SCE - Southern California Edison
SDG&E - San Diego Gas & Electric
SGIP - Self-Generation Incentive Program - A program which provides incentives to support existing, new, and emerging distributed energy resources (storage, wind turbines, waste heat to power technologies, etc.)
TCR EPS Protocol - The Climate Registry Electric Power Sector Protocol - Online tools and resources provided by The Climate Registry to assist organizations to measure, report, and reduce carbon emissions.
Time-of-Use (TOU) Rates - The pricing of delivered electricity based on the estimated cost of electricity during a particular time-block. Time-of-use rates are usually divided into three or four time-blocks per 24-hour period (on-peak, mid-peak, off-peak and sometimes super off peak) and by seasons of the year (summer and winter). Real time pricing differs from TOU rates in that it is based on actual (as opposed to forecasted) prices that may fluctuate many times a day and are weather sensitive, rather than varying with a fixed schedule.
TURN - The Utility Reform Network - A ratepayer advocacy group charged with ensuring that California IOUs implement just and reasonable rates.
Unbundled RECs - Renewable energy certificates that verify a purchase of a MWH unit of renewable power where the actual power and the certificate are "unbundled" and sold to different buyers.
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VPP - Virtual Power Plant - A cloud-based network that leverages an aggregation of distributed energy resources (DERs) to shift energy demand or provide services to the grid. For example, thousands of EV chargers could charge at a slower speed and hundreds of home batteries could discharge to the grid during a demand peak to significantly reduce the procurement of traditional supply resources.