Cities Index.
Agenda

Pioneer Community Energy Board of Directors
September 17, 2026

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Agenda
Meeting
September 17, 2026
Body
Pioneer Community Energy Board of Directors
Pages
32
Original file
10.0 MB
Text extracted from the CCA's file for reading and search. Open the original on pioneercommunityenergy.granicus.com. That file is the official record.

Board of Directors
Chair: Alice Dowdin Calvillo
Vice Chair: Greg Janda
City of Auburn
Alice Dowdin Calvillo
Sandra Amara, Alternate
City of Colfax
Sean Lomen
Kim Douglass, Alternate
County of El Dorado
Lori Parlin
Brian Veerkamp, Alternate
City of Grass Valley
Tom Ivy
Jan Arbuckle, Alternate
City of Lincoln
Richard Pearl
John Reedy, Alternate
Town of Loomis
David Ring
Danny Cartwright, Alternate
Nevada City
Gary Petersen
Daniela Fernandéz, Alternate
County of Placer
Anthony DeMattei
Suzanne Jones
Bonnie Gore, Alternate
City of Placerville
Ryan Carter
David Yarbrough, Alternate
City of Rocklin
Greg Janda
David Bass, Alternate
Pioneer Community Energy
Board of Directors
September 17, 2026

REGULAR MEETING
3:00 PM
Pioneer Community Energy Board Room
2540 Warren Drive, Suite C, Rocklin, CA 95677
This regular meeting will convene in person at the address printed above, be accessible on the Zoom platform at the following link:
https://us06web.zoom.us/j/89020017279;
and live streamed for viewing on the Pioneer website:
https://pioneercommunityenergy.org/about-us/meetings-and-agendas/.

Members of the public may participate in person or by remote audio/visual access. Those who participated remotely and wish to comment should be prepared to use the Zoom platform via computer or telephone. Public comment will be opened for each agenda item in sequence.

How to Participate Using Zoom
You can join the meeting using the following link:
https://us06web.zoom.us/j/89020017279.

When you join the meeting, you will be muted by default. To inform the Clerk that you would like to make a public comment, you will use the “Raise Hand” feature.

Public Comment via Computer or Smartphone
If you would like to make a comment, you will use the “Raise Your Hand” feature.

Please note that you should only raise your hand during the item to which you will comment. Instructions for using the “Raise Hand” feature when using a computer or mobile device can be found at the link:
https://support.zoom.us/hc/en-us/articles/205566129-Raising-your-hand-in-a-webinar Public Comment via telephone (Audio Only Option)

1. Dial 1 (699) 900-6833

2. When asked for the meeting ID, enter 890 2001 7279#

3. When asked for your participant ID, press # to continue.

You will be muted by default. To inform the Clerk that you would like to make a comment, during each agenda item, dial *9 to “Raise your hand.” When it is your turn to speak, the Clerk will identify you by the last three digits of your phone number; at that time, dial *6 to unmute yourself and state your name and comment for the record. Please note that you should only raise your hand during the item to which you will comment.

Plf)NEER

COMMUNITY ENERGY
I. GENERAL ADMINISTRATIVE FUNCTION – PART 1
A. CALL TO ORDER

1. Roll Call
B. PRESENTATIONS BY THE PUBLIC ON MATTERS NOT ON THE AGENDA WITHIN THE

JURISDICTION OF THE BOARD
Persons may address the Board on items not on the agenda and within the jurisdiction of the Board.

Please limit comments to 3 minutes per person. According to State Law (the Brown Act), items must first be noticed on the agenda before any discussion or action, so the Board is prohibited from discussing issues not on the agenda brought to them at this time. Public comments on matters listed on the agenda shall be heard at the time the matter is called.

C. AGENDA REVIEW
II. CONSENT AGENDA
1) APPROVAL OF THE CONSENT AGENDA
All items on the Consent Agenda have been recommended for approval by the Chief Executive Officer.

All Consent items will be approved by a single vote. Anyone may ask to address Consent items prior to the Board acting, and the item may be moved for discussion. a) ADMINISTRATION
Approve the minutes of the July 23, 2026 Regular meeting. (ECKERT) b) FINANCE & ADMINISTRATION
Status of Unaudited Fiscal Year 2025-26 Financial Statements. (KOEHN) c) FINANCE & ADMINISTRATION
Adopt Resolution approving the form of and authorizing the Chief Executive Officer to execute a Memorandum of Understanding and authorizing participation in the Special District Risk Management Authority’s (SDRMA) Health Benefits Program. (KOEHN) d) POWER RESOURCES
Adopt Resolution approving an attestation regarding the veracity of information reflected in Pioneer Community Energy’s 2025 Power Source Disclosure Report for Pioneer Standard (Base Service) and Pioneer Green100. (KANG)
e) FINANCE & ADMINISTRATION
Adopt Resolution approving updates to one Human Resources Policy and three Information Technology Policies. (KOEHN)
III. REGULAR AGENDA
2) PRESENTATIONS
a) CELEBRATORY TOAST
Participate in a celebratory toast of Pioneer Community Energy’s new facility and boardroom. (ECKERT)
b) PCIA UPDATE
Receive an overview of the current state of the Power Charge Indifference Adjustment (PCIA), including an overview of its purpose and calculation, anticipated changes to PCIA rates in 2027, and Pioneer advocacy efforts. (KANG)
c) MARKETING
Provide direction on expansion marketing slogan and options for paid advertising for October 2027 service launch. (ACTION- STASSI-VANACORE)
3) MARKETING
Expansion Outreach and Planning for October 2027 Service Launch into 16 New Communities (DISCUSSION- STASSI-VANACORE)
Recommendation: Receive a presentation about expansion outreach and planning for October 2027 service launch into 16 new communities.
4) POWER RESOURCES
Adopt Resolutions Authorizing Execution of Microgrid Incentive Program (MIP) Grant Agreements with Pacific Gas & Electric Company for Georgetown and Foresthill Microgrid Projects (ACTION-KANG)
Recommendation: Adopt Resolutions authorizing execution of Microgrid Incentive Program (MIP) Grant Agreements with Pacific Gas & Electric Company for Georgetown and Foresthill Microgrid Projects.

IV. GENERAL ADMINISTRATIVE FUNCTION – PART 2
A. BOARD MEMBER COMMUNICATIONS

1. Audit & Finance Committee Report of July 13, 2026 (Committee Chair Petersen)

2. Audit & Finance Committee Report of August 25, 2026 (Committee Chair Petersen)

3. Governance Committee Report of August 6, 2026 (Committee Chair Dowdin Calvillo)

4. Board Member Communications
B. CHIEF EXECUTIVE OFFICER COMMUNICATIONS
C. ITEMS FOR INFORMATION

1. Glossary of Terms
D. ADJOURNMENT
Upcoming Meeting of the Board:

October 15, 2026
Accommodations
Pioneer Community Energy is committed to ensuring that persons with disabilities are provided with the resources to participate fully in its public meetings. If you are hearing impaired, we have listening devices available. If you require additional disability-related modifications or accommodations, including auxiliary aids or services, please contact the Clerk of the Board. If requested, the agenda shall be provided in appropriate alternative formats for persons with disabilities. All requests must be in writing and must be received by the Clerk five business days prior to the scheduled meeting for which you are requesting accommodation. Requests received after such time will be accommodated only if time permits.

Affidavit of Posting
I, Teresa Willock, Board Secretary, declare under penalty of perjury that the foregoing agenda for the September 17, 2026 regular meeting of the Pioneer Community Energy Governing Board was posted and available for public review on September 11, 2026 at the offices of Pioneer Community Energy, 2540 Warren Drive, Suite C, Rocklin, CA 95677; and, was on the Pioneer website at:
https://pioneercommunityenergy.org/about-us/meetings-and-agendas/.

All public materials related to an item on this agenda submitted to the Governing Board after distribution of the agenda packet are also made available for public inspection on Pioneer’s website at:
https://pioneercommunityenergy.org/about-us/meetings-and-agendas/. Any document provided at the meeting by staff or by the public will be provided by the Board Clerk upon request by phone at (916) 251-8573, or by email at: [email protected].

DRAFT

PIONEER COMMUNITY ENERGY

GOVERNING BOARD
REGULAR MEETING and PUBLIC HEARING
July 23, 2026

MINUTES
Entry No. 1
Heard General Administrative Functions – Part I
Call to Order
Pioneer Community Energy Governing Board met in open session at 3:01 PM on July 23, 2026. The Members convened in person and the meeting was accessible to the public at Pioneer Community Energy, 2510 Warren Drive, Suite B, Rocklin, California 95677; remote location at 45590 South Caspar Drive, Mendocino, California 95460; the meeting was accessible for viewer participation on the Zoom platform at the following link: https://us06web.zoom.us/j/89020017279; and, was live streamed for viewing on the Pioneer website:
https://pioneercommunityenergy.org/about-us/meetings-and-agendas/.

Roll Call

Present: City of Auburn (Dowdin Calvillo), City of Colfax (Lomen), County of El Dorado (Parlin), Town of Loomis (Ring), Nevada City (Petersen), County of Placer (DeMattei), County of Placer (Jones), City of Placerville (Carter), City of Rocklin (Janda).

Absent: City of Grass Valley (Ivy), City of Lincoln (Pearl).

Chair Dowdin Calvillo presided over the meeting.

Public Comment
There were no comments from members of the public on items not listed on this agenda.

Agenda Review
Reviewed and revised the meeting agenda for July 23, 2026, with no objection, to move Item 3, Pioneer’s 2025 Integrated Resource Plan, ahead of Item 2, Implementation of an Economic Development Rate.

Entry No. 2
Prior to consideration of the Consent Agena, Chair Dowdin Calvillo read aloud the following statement regarding Consent Agenda Item 1c, Approving a 3% Cost-of-Living Adjustment and Salary Schedule Adjustment:

Government Code 54953(d)(3) requires an oral summary of the recommended salary and benefits for Pioneer executives before the Board votes on those salaries and benefits. This resolution would result in the following changes to executive employee salaries and benefits:

Effective July 27, 2026, the 3% upward COLA to employee salaries would increase the Chief Executive Officer’s salary to $395,701; the Chief Operating Officer’s salary to $362,907; the Director of Finance and Administration’s salary to $276,349; and, the Director of Communications’ salary to $236,650.

The resolution would also institute a corresponding 3% salary range increase to the salary schedule, including the CEO, COO, Director of Finance, and Director of Communications salary ranges, effective July 27th, 2026, to reflect the Cost-of-Living adjustment.

DRAFT - ITEM 1a
DRAFT – July 23, 2026 – page 2
Acted on the Consent Agenda as follows:

Approved the minutes of the June 18, 2026 special and regular meetings as presented.

Received Fiscal Year 2025-26 Draft Monthly Financial Reports through May 2026.

Adopted Resolution 2026-21 approving a 3% Cost-of-Living Adjustment and Salary Schedule Adjustment.

Approved the Consent Agenda less item 1d, Adopt Resolution approving the job description and salary range for the Chief People Officer, which was pulled for separate consideration.

MOTION: DeMattei / Carter. Vote: 9:0:0:2
AYES: Carter, DeMattei, Dowdin Calvillo, Janda, Jones, Lomen, Parlin, Petersen, Ring.

No: None.

Abstain: None.

Absent: Ivy, Pearl.

Entry No. 3
Adopted Resolution 2026-22 approving the job description and salary range for the Chief People Officer as amended, renaming the position title to Chief Human Resources Officer.

MOTION: Parlin / Jones. Vote: 9:0:0:2
AYES: Carter, DeMattei, Dowdin Calvillo, Janda, Jones, Lomen, Parlin, Petersen, Ring.

No: None.

Abstain: None.

Absent: Ivy, Pearl.

Director Pearl joined the meeting following the Consent Agenda (3:10 PM).

Entry No. 3
Adopt Resolution Approving Pioneer’s 2025 Integrated Resource Plan Chief Operating Officer Kang introduced Devin Reaves, Power Resources Manager, who presented Pioneer’s 2025 Integrated Resource Plan.

Staff confirmed that there are no hydro resources in the future portfolio due to no large hydro projects being planned or built; that lithium ion (Li-ion) batteries are labeled specifically due to how the California Public Utilities Commission lists battery storage; that fusion or geothermal-enhanced resources may be future possibilities but are not currently listed; and, that nuclear resources are not listed as they are allocated but not procured by Pioneer.

The Board of Directors adopted Resolution 2026-23 approving the Pioneer Community Energy 2025 Integrated Resource Plan in substantive form and authorizing submission of the IRP to the California Public Utilities Commission (CPUC) pursuant to the requirements of CPUC Rulemaking 25-06-019, under Senate Bill 350.

MOTION: Lomen / DeMattei. Vote: 10:0:0:1
AYES: Carter, DeMattei, Dowdin Calvillo, Janda, Jones, Lomen, Parlin, Pearl, Petersen, Ring.

No: None.

Abstain: None.

Absent: Ivy.

DRAFT – July 23, 2026 – page 3
Entry No. 4
Consider the Implementation of an Economic Development Rate Chief Executive Officer Eckert informed the Board that this would be a policy discussion to which he requested direction from the Board; and introduced Andrew Keys, Assistant City Manager at City of Rocklin.

Chief Executive Officer Eckert presented an opportunity to incentivize a medium-sized commercial customer into Pioneer’s territory as an energy partner to our Members; and, confirmed that Pioneer already competes for customers within PG&E territory but this would be the first time Pioneer would be competing for a customer outside of PG&E territory. Consideration of an Economic Development Rate is the best approach for subsidization to be competitive to Roseville Electric.

Principles for consideration included, (1) Protection of Existing Ratepayers in that action should not impact current ratepayers; (2) Limit Participation by setting parameters such as Rate Class, New Customer Only, identifying the minimum and maximum electric load, and the number of customers allowed to participate; (3) Sunset the Rate to end within three to five years including a ramp down each year until the customer is at full cost of service; and, (4) Fairness by comparing Electric Tariff v. Special Contract.

Balancing risk and reward included options for a Full Subsidy of Energy and Demand, a Partial Subsidy of only Energy, or to take no action.

Chief Executive Officer Eckert requested direction on this opportunity as to what option to take; for staff bring back an electric tariff in September; to consider funding through the Programs budget to mitigate any impact to the general fund and rates; and regarding time-sensitive communication with the company.

Rocklin Assistant City Manager Keys confirmed that a building lease would be signed in September 2026 and the anticipated occupancy date would be in June 2027 following completed tenant improvements; and that no other incentives have been offered to the company.

Staff confirmed the company has committed and looking to secure a ten-year lease with $3 Million in tenant improvements. Concerns were raised regarding risk management and possibility for a partnership with the City, bringing shared risk.

Staff confirmed the proposed business would not be manufacturing a product, only testing projects in approximately 7,000 square-foot laboratory with high energy usage; and, the primary benefit to the City would be jobs, sales tax from new workforce and commuters, and Return On Investment.

Discussion regarding if the Partial Subsidy is enough to move the company, then a reduced electricity rate is better than doing nothing.

Discussion regarding Pioneer being rate-centric, for rates to be fair and discounted, which is different than other CCAs; significant risk with little reward, better to focus on rates.

Further discussion regarding Pioneer joining the Greater Sacramento Economic Council to explore economic development opportunities; but, still needs to establish guardrails first; to explore tariffs; to make this process competitive, fair, equitable, and available for all of Pioneer’s member agencies; and, to consider Pioneer’s position in relation to the expansion communities coming on board in 2027.

DRAFT – July 23, 2026 – page 4
Board Members voiced not being comfortable to act now. Pioneer needs to have a program in place, to focus on rates and expansion, to bring an incentive program in the future, reduce risk, and take more time to establish an Economic Development rate or tariff.

The Board of Directors provided direction to staff on consideration of an Economic Development Rate to incentivize commercial and industrial customer location in Pioneer Community Energy service territory.

A motion was made by Director Janda for staff to return with a structured product, including guardrails, in preparation for future opportunities, not specific to this opportunity. The motion failed without a second.

A substitute motion was made by Chair Dowdin Calvillo to not approve an economic development rate for Company A as proposed by staff today.

MOTION: Dowdin Calvillo / Parlin. Vote: 9:0:1:1
ROLL CALL: Carter, DeMattei, Dowdin Calvillo, Jones, Lomen, Parlin, Pearl, Petersen, Ring.

NOES: None.

Abstain: Janda.

Absent: Ivy.

Provided further direction for staff to leave the door open to explore the concept of an Economic Development Rate as a Program for a future date.

Director Petersen dismissed himself from meeting at the close of this item.

Entry No. 6
Adopt Resolutions Approving and Authorizing a Battery Optimization Software Agreement with Ascend Analytics, LLC and Amendment No. 2 to Energy Services Agreement for Battery Optimization Software with ZGlobal, Inc.

Nick Yurashku, Quantitative Analysis & Modeling Manager, presented benefits of an integrated portfolio optimization framework as 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. In addition, the CPUC 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.

Staff confirmed that Pioneer does not own the batteries but does own the energy stored in the batteries and decides when the battery charges and when it discharges, which optimizes revenue.

With a single vote, the Board adopted Resolutions Approving and Authorizing a Battery Optimization Software Agreement with Ascend Analytics, LLC and Amendment No. 2 to Energy Services Agreement for Battery Optimization Software with ZGlobal, Inc.

Adopted Resolution 2026-24 approving and authorizing the Chief Executive Officer to execute a service agreement with Ascend Analytics, LLC, for SmartBidder Battery Optimization software and managed Optimization Services with a total amount not to exceed $157,300.

Adopted Resolution 2026-25 approving and authorizing the Chief Executive Officer to execute Amendment No. 2 to the Energy Services Agreement with ZGlobal, Inc., authorizing an additional $94,858.34 with a total amount not to exceed $271,611.29 for Battery Optimization Software and Energy Services.

DRAFT – July 23, 2026 – page 5
MOTION: DeMattei / Ring. Vote: 9:0:0:2
AYES: Carter, DeMattei, Dowdin Calvillo, Janda, Jones, Lomen, Parlin, Pearl, Ring.

No: None.

Abstain: None.

Absent: Ivy, Petersen.

Entry No. 7
Approval to Develop and Issue a Request for Proposals for the Strategic Energy Management Pilot Program
Elliott Sherman, Programs Manager, presented an overview of implementing Strategic Energy Management to identify energy-saving opportunities, develop action plans, provide technical support and incentivize implementation of operational improvements that reduce energy costs and improve facility performance for Pioneer’s large commercial and industrial customers.

Staff confirmed that all IOUs including PG&E currently offer this program as does Marin Clean Energy (CCA).

Pioneer would like to implement the program to stay competitive by providing this currently offered program to our customers. In addition, while Pioneer will be incentivizing customers to save energy, Pioneer will become a trusted energy partner and also reduce its procurement costs by purchasing less power.

The Board authorized development of a two-year Strategic Energy Management Pilot Program and authorized the Chief Executive Officer or designee to issue a Request for Proposals, negotiate and execute agreement(s) with a qualified third-party implementer within the approved budget, and begin program delivery.

MOTION: DeMattei / Parlin. Vote: 9:0:0:2
AYES: Carter, DeMattei, Dowdin Calvillo, Janda, Jones, Lomen, Parlin, Pearl, Ring.

No: None.

Abstain: None.

Absent: Ivy, Petersen.

Entry No. 8
Heard General Administrative Function – Part II
No communications were received from Members of the Board or Chief Executive Officer.

Items for Information
Received the Glossary of Terms.

Adjournment
The meeting adjourned at 5:06 PM.
25 10 Wa rre n Drive , Su ite B, Ro c klin , CA 9 5 6 77 (9 16 ) 75 8 - 8969 Pio n e e rCo m m u n it y En e rg y .org TO: The Pioneer Governing Board
FROM: Brad Koehn, Director of Finance and Administration DATE: September 2026
SUBJECT: Status of Unaudited Fiscal Year 2025-26 Financial Statements Pioneer’s unaudited financial statements have not yet been completed by Pioneer’s accountancy firm and, therefore, are not included with this month’s Board materials.

The delay is primarily attributable to ongoing year-end accrual activity necessary to appropriately recognize revenues and expenses in the correct reporting period. Pioneer staff and the accountancy firm continue to work through these items to ensure the financial statements accurately reflect Pioneer's financial position and year-end results.

Once the accrual activity has been completed, the unaudited financial statements will be provided to the Board.

This timing does not affect the independent annual financial audit, which is a separate process.

Plf)NEER

COMMUNITY ENERGY
455557.1 Page 1 of 2
Staff Report – Item 1c
To: The Governing Board
From: Brad Koehn, Director of Finance and Administration Item 1c: Adopt Resolution Approving the Form of and Authorizing the Chief Executive Officer to Execute a Memorandum of Understanding and Authorizing Participation in the Special District Risk Management Authority’s (SDRMA) Health Benefits Program Date: 9/17/2026

RECOMMENDATION
Staff recommends the Board adopt a resolution approving the form of and authorizing the Chief Executive Officer to execute a Memorandum of Understanding and authorizing participation in the Special District Risk Management Authority’s (SDRMA) Health Benefits Program.

BACKGROUND
SDRMA is a Joint Powers Authority that administers property, liability, worker’s compensation insurance programs and health benefit programs, specifically to serve special districts such as Pioneer. SDRMA currently administers worker’s compensation insurance coverage and health benefit (Medical, Dental, Vision, Life Insurance, EAP) programs for Pioneer.

In October 2022, Pioneer executed a Memorandum of Understanding (MOU) with SDRMA to participate in its Health Benefits Program. SDRMA has since updated the Health Benefits MOU and is requiring all participating entities to execute the updated MOU by November 1, 2026. Entities that do not execute the updated MOU by the deadline will have their health benefit coverage terminated effective January 1, 2027.

ANALYSIS & DISCUSSION
SDRMA’s notification states that, at its June 2026 meeting, the SDRMA Board approved amendments to the Health Benefits MOU. SDRMA is a member of Public Risk Innovation, Solutions and Management (PRISM), and the amendments were made to better align SDRMA’s Health Benefits MOU with the PRISM MOU and current industry norms.

SDRMA has provided the table on the next page that summarizes the changes.

Plf)NEER

COMMUNITY ENERGY
Agenda Item: 1c x Agenda Date: 9/17/2026
455557.1 Page 2 of 2
Execution of the proposed revised Memorandum of Understanding (MOU) will allow Pioneer to continue to participate in the Health Benefits Program including ancillary coverages that SDRMA offers.

STRATEGIC PLAN
Approval of the updated SDRMA Health Benefits Program MOU that provides employee health coverage is consistent with the Strategic Goal to “Be a Great Place to Work.”

FISCAL IMPACT
The updated SDRMA MOU does not impact the 2026 or 2027 premium costs for the Health Benefits Program.

The budget includes adequate appropriations to fund Pioneer’s costs associated with the Health Benefits Program.

ATTACHMENTS

1. Resolution Approving the Form of and Authorizing the Chief Executive Officer to Execute a Memorandum of Understanding and Authorizing Participation in the Special District Risk Management Authority’s (SDRMA) Health Benefits Program

2. October 2022 SDRMA MOU red-lined to reflect updates to the proposed MOU Section Previous Language Revised Language Description of Change Definitions Various terms and definitions, some
not clearly defined or missing.

Expanded and clarified definitions for "Committee,"
"Coverage Documents," "Program Participation
Agreement," "Program," and "Program Documents."
Improved clarity and specificity of key terms
for better understanding and administration.

Entry into
Program
ENTITY shall enroll in the Program by
making application through SDRMA.

ENTITY shall apply for participation by executing all
forms prescribed by SDRMA, subject to approval by the
Program's Underwriter.

Clarifies the application process and
emphasizes underwriter approval.

Maintenance
of Effort
Program provides health benefits to all
participants of the ENTITY.

Specifies eligible participants (active employees, retired employees, dependents, public officials) and outlines
optional participation for some groups.

Clarifies eligibility and participation
requirements.

Premiums ENTITY will remit monthly premiums
based on rates established by SDRMA.

Premiums and rates are set by the Committee; SDRMA
adds an administrative fee. Details on billing, penalties for late payment, and termination for non-payment
Adds detail on premium calculation, billing,
and consequences for late payment.

Benefits Benefits as set forth in ENTITY’s Plan
Summary.

Benefits must be agreed upon with employee
organizations and approved by the Program underwriter.

Adds requirement for underwriter approval of
plan selections.

Assessments &
Dividends
Assessments/dividends used sparingly;
allocation based on premiums paid.

Committee may impose premium assessments if funds
are insufficient; details on liability for withdrawn
entities and dividend formula.

Expands on funding adequacy, assessment
process, and dividend distribution.

Withdrawal ENTITY may withdraw with 90 days’
notice.

Notice period extended to 120 days prior to January 1;
rescission deadline added; 3-year waiting period for re-entry after withdrawal.

Tightens withdrawal process and re-entry
requirements.

Arbitration Not previously specified. Adds binding arbitration clause for disputes, specifying Sacramento, CA as venue. Introduces formal dispute resolution process.

Amendment Amendments require written
agreement by both parties.

Clarifies amendment process, including SDRMA’s right
to terminate if ENTITY does not execute required
amendments.

Strengthens amendment and termination
provisions.
455488.1
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 September 17, 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, a public agency duly organized and existing under and by virtue of the laws of the State of California (“Pioneer”), has determined that it is in the best interest and to the advantage of Pioneer to participate in the Health Benefits Program offered by Special District Risk Management Authority (the “Authority”); and WHEREAS, the Authority was formed in 1986 in accordance with the provisions of California Government Code 6500 et seq., for the purpose of providing risk financing, risk management programs and other coverage protection programs; and
WHEREAS, participation in Authority programs requires Pioneer to execute and enter into a Memorandum of Understanding which states the purpose and participation requirements for the Health Benefits Program; and
WHEREAS, Pioneer previously executed a Memorandum of Understanding with the Authority for participation in the Health Benefits Program in October 2022; and WHEREAS, Pioneer wishes to continue participating in the Authority’s Health Benefits Program in the following year starting January 1, 2027; and In the matter of:

RESOLUTION OF GOVERNING BOARD OF PIONEER

COMMUNITY ENERGY APPROVING THE FORM OF AND

AUTHORIZING THE CHIEF EXECUTIVE OFFICER TO

EXECUTE A MEMORANDUM OF UNDERSTANDING

AND AUTHORIZING PARTICIPATION IN THE SPECIAL
DISTRICT RISK MANAGEMENT AUTHORITY’S HEALTH

BENEFITS PROGRAM
Resolution 2026-__
September 17, 2026
2 455488.1
WHEREAS, all acts, conditions and things required by the laws of the State of California to exist, to have happened and to have been performed precedent to and in connection with the consummation of the transactions authorized hereby do exist, have happened and have been performed in regular and due time, form and manner as required by law, and Pioneer is now duly authorized and empowered, pursuant to each and every requirement of law, to consummate such transactions for the purpose, in the manner and upon the terms herein provided.

BE IT RESOLVED, the Governing Board of Pioneer Community Energy, State of California, hereby finds, declares, and resolves as follows:

1. Findings. Pioneer’s Governing Board hereby specifically finds and determines that the actions authorized hereby relate to the public affairs of Pioneer.

2. Memorandum of Understanding. The Memorandum of Understanding, to be executed and entered into by and between Pioneer and the Authority, in the form presented at this meeting and on file with Pioneer’s Secretary, attached hereto as Attachment A and incorporated by this reference, is hereby approved. Pioneer’s Governing Board and/or Chief Executive Officer (“The Authorized Officers”) are hereby authorized and directed, for and in the name and on behalf of Pioneer, to execute and deliver to the Authority the Memorandum of Understanding.

3. Program Participation. Pioneer’s Governing Board approves participating in the Special District Risk Management Authority’s Health Benefits Program.

4. Severability. If any provision of this resolution or the application thereof to any person or circumstance is held invalid, such invalidity shall not affect other provisions or applications of the resolution which can be given effect without the invalid provision or application, and to this end the provisions of this resolution are severable.

5. Other Actions. The Authorized Officers of Pioneer are each hereby authorized and directed to execute and deliver any and all documents which are necessary in order to consummate the transactions authorized hereby and all such actions heretofore taken by such officers are hereby ratified, confirmed and approved.

6. Effective Date. This resolution shall take effect immediately upon its adoption.

Exhibit A: Revised SDRMA Health Benefits MOU 07.30.2026

Special District Risk Management Authority Page 1:5 Tel 800.537.7790 Fax 916.231.4111
www.sdrma.org

MEMORANDUM OF UNDERSTANDING
THIS MEMORANDUM OF UNDERSTANDING (HEREAFTER “MEMORANDUM”) IS

ENTERED INTO BY AND BETWEEN THE SPECIAL DISTRICT RISK MANAGEMENT AUTHORITY (HEREAFTER “SDRMA”) AND THE PARTICIPATING PUBLIC ENTITY (HEREAFTER “ENTITY”) WHO IS SIGNATORY TO THIS MEMORANDUM.

WHEREAS, on August 1, 2006, SDRMA in its capacity as a member of Public Risk Innovation, Solutions and Management (PRISM) and having executed the Joint Powers Agreement (JPA) governing PRISM, was appointed administrator for the purpose of enrolling small public entities into the (PRISM) Health and/or Employee Benefits Small Group Program (hereinafter "Program"); and
WHEREAS, the terms and conditions of the PROGRAM as well as benefit coverage, rates, assessments, and premiums are governed by the PRISM Health Committee and/or PRISM Employee Benefits Committee for the Program (the "Committee") and not SDRMA; and WHEREAS, ENTITY desires to enroll and participate in the Program, acknowledging that SDRMA acts solely in an administrative capacity and does not establish Program terms.

NOW THEREFORE, SDRMA and ENTITY agree as follows:

1. DEFINITIONS. For purposes of this MEMORANDUM, unless the context otherwise requires, the following terms when capitalized have the respective meanings set out below and are applicable to the singular as well as to the plural forms of such terms and to the masculine as well as to the feminine and neuter genders of such terms. a. “Committee” means the PRISM Health Committee and/or PRISM Employee Benefits Committee for the Program.
b. “Coverage Documents” means, except as otherwise provided herein, coverage documents from each carrier outlining the coverage provided, including terms and conditions of coverage, are controlling with respect to the coverage of the Program and will be provided by SDRMA to each ENTITY. Documents will be made available through the online SDRMA Portal and be accessible to approved users of the ENTITY. c. “Program Participation Agreement” means the agreement issued by PRISM/AUS Underwriting to the Entity that details the final terms of acceptance and any special exceptions or terms that have been made a part of the underwriting approval and is required to be completed and executed in order to constitute full acceptance as a member of the PRISM Small Group Program.

Special District Risk Management Authority Page 2:5 Tel 800.537.7790 Fax 916.231.4111
www.sdrma.org
d. “Program” or “PRISM” means the Public Risk Innovation, Solutions and Management (PRISM) Health and/or Employee Benefits Small Group Program. e. “Program Documents” means the following: SDRMA Program Administrative Guidelines, SDRMA Resolution, Program Underwriting application and any required underwriting documents, Program approval, Program Underwriting & Eligibility Rules and Program Participation Agreement.

2. PURPOSE. ENTITY is signatory to this MEMORANDUM for the sole purpose of enrolling in the Program.

3. ENTRY INTO PROGRAM. ENTITY shall apply for participation in the Program by executing and all forms prescribed by SDRMA. SDRMA shall submit the completed forms to the Program's Underwriter who has the authority to accept or reject Entity’s application in its sole discretion based on the Program’s governing documents and in accordance with the Program’s eligibility guidelines.

4. MAINTENANCE OF EFFORT. Program provides health benefits to all active employees, retired employees, dependents of an active or retired employee and public officials of the ENTITY who satisfy requirements for participation. ENTITY public officials may participate in the Program only if they are currently being covered and their own ENTITY’s enabling act, plans and policies allow it. ENTITY must contribute at least the minimum percentage required by the eligibility requirements

5. PREMIUMS. ENTITY agrees and acknowledges that premiums and rates for the Program are set by the Committee and that SDRMA’s Administrative Fee is set by SDRMA For each billing cycle. ENTITY will remit the total monthly amount billed by SDRMA for each category of participants and the census of covered employees, public officials, dependents and retirees. PREMIUMs are based on a full month, and there are no partial months or prorated PREMIUMs. Enrollment for mid-year qualifying events and termination of coverage will be made in accordance with the SDRMA Program Administrative Guidelines.

Late Payment Penalties. ENTITY shall pay all PREMIUM invoices as billed to SDRMA, regardless of any changes to eligibility or adjustments to PREMIUMS that may occur during the billing month and not reflected in the PREMIUM invoice. SDRMA shall issue PREMIUM invoices to ENTITY prior to the coverage month in which they are due.

PREMIUM invoices are due by the due date stated on the invoice and considered delinquent thirty (30) calendar days from the due date. In addition to the outstanding balance due for any unpaid invoice, ENTITY shall be liable to SDRMA for a late payment penalty of 1% of the outstanding balance of any unpaid portion of such invoice effective (30) calendar days after the invoice due date. SDRMA reserves the right to terminate the

Special District Risk Management Authority Page 3:5 Tel 800.537.7790 Fax 916.231.4111
www.sdrma.org
MEMORANDUM and ENTITY’S Participation Agreement, including immediate cessation of all services under the Program, any time after it provides written notice to ENTITY of its failure to pay the amount due of any invoice.

6. BENEFITS. Benefits provided to ENTITY participants shall be as set forth in ENTITY’s Plan Summary for the Program and as agreed upon between the ENTITY and its recognized employee organizations as applicable. Not all plan offerings will be available to ENTITY, and plans requested by ENTITY must be submitted to Program underwriter for approval.

7. ASSESSMENTS AND DIVIDENDS. The Program annual premium, as approved by the Committee will be established at a level which is anticipated to provide adequate overall funding. The Program will directly manage surpluses and deficits. Premiums are targeted to fund expected claims (including incurred-but-not-reported (IBNR) and run-out), reinsurance (if any), Program/administrative expenses, and any reserve or margin adopted by the Committee.

If Program funds are insufficient (including funding IBNR), the Committee may impose premium assessments on all applicable participating Entities, consistent with the JPA, including ENTITY signing this MEMORANDUM. Entities that have withdrawn from the Program are liable for assessments attributable to plan year(s) in which they participated.

After appropriate reserves and obligations are funded and any Committee-approved margin is achieved, the Committee may declare a dividend or premium credit, using a formula recommended by the Program Underwriters and actuary.

8. WITHDRAWAL. ENTITY may withdraw from this MEMORANDUM and terminate its Program Participation Agreement for a subsequent calendar year subject to the following condition: ENTITY shall notify SDRMA in writing of its intent to withdraw from this MEMORANDUM and terminate its Program Participation Agreement at least 120 days prior to January 1st of the subsequent calendar year in which it shall be effective.

No withdrawal shall become effective until December 31 of the year that notice of termination is received. ENTITY may rescind its notice of intent to withdraw and terminate no later than October 1st. Once ENTITY withdraws from the Program, there is a 3-year waiting period to come back into the Program, and the ENTITY will be subject to underwriting approval.

9. ARBITRATION OF DISPUTES. To the extent permitted by law, all controversies between the ENTITY and SDRMA that may arise out of or relate to any of the services provided by SDRMA under the MEMORANDUM, or the construction, performance or breach of this or any other agreement between the ENTITY and SDRMA, whether entered into prior to, on or subsequent to the date hereof, shall be settled by binding arbitration in the City of

Special District Risk Management Authority Page 4:5 Tel 800.537.7790 Fax 916.231.4111
www.sdrma.org
Sacramento, California, under the Commercial Arbitration Rules of the American Arbitration Association. Judgment upon any award rendered by the arbitrator(s) shall be final and may be entered into any court having jurisdiction.

10. GOVERNING LAW. This MEMORANDUM shall be governed in accordance with the laws of the State of California.

11. VENUE. Venue for any dispute or enforcement shall be in the City of Sacramento, California.

12. ATTORNEY FEES. The prevailing party in any dispute shall be entitled to an award of reasonable attorney fees.

13. COMPLETE AGREEMENT. This MEMORANDUM together with the related Program Documents constitutes the full and complete agreement of the ENTITY.

14. SEVERABILITY. Should any provision of this MEMORANDUM be judicially determined to be void or unenforceable, such determination shall not affect any remaining provision.

15. AMENDMENT OF MEMORANDUM; WAIVER. This MEMORANDUM may not be modified, nor shall any provision hereof be waived or amended, except in a writing duly signed by authorized representatives of SDRMA and ENTITY. The failure of either Party to enforce at any time any provision of the MEMORANDUM shall not be construed to be a waiver of such provision, nor in any way to affect the validity of the MEMORANDUM or the right of either party thereafter to enforce each and every such provision. If ENTITY fails or refuses to execute an amendment to this MEMORANDUM by the deadline included in written notice of SDRMA’S execution of said amendment, SDRMA reserves the right to terminate this MEMORANDUM and ENTITY’S Program Participation Agreement effective as of the next annual renewal date.

16. EFFECTIVE DATE. This MEMORANDUM shall become effective on the later of the first date of coverage for the ENTITY or the last date of signing of this MEMORANDUM by the Chief Executive Officer or Board President of SDRMA and the authorized person for the ENTITY.

17. EXECUTION IN COUNTERPARTS. This MEMORANDUM may be executed in several counterparts, each of which shall be an original, all of which shall constitute but one and the same instrument.

In Witness Whereof, the undersigned have executed the MEMORANDUM as of the date set forth below.

Special District Risk Management Authority Page 5:5 Tel 800.537.7790 Fax 916.231.4111
www.sdrma.org

Dated: By:

Special District Risk
Management Authority
Dated: By:

ENTITY Name

Special District Risk Management Authority Page 1:6 Tel 800.537.7790 Fax 916.231.4111
www.sdrma.org

MEMORANDUM OF UNDERSTANDING
THIS MEMORANDUM OF UNDERSTANDING (HEREAFTER “MEMORANDUM”) IS

ENTERED INTO BY AND BETWEEN THE SPECIAL DISTRICT RISK MANAGEMENT AUTHORITY (HEREAFTER “SDRMA”) AND THE PARTICIPATING PUBLIC ENTITY (HEREAFTER “ENTITY”) WHO IS SIGNATORY TO THIS MEMORANDUM.

WHEREAS, on August 1, 2006, SDRMA in its capacity as a member of Public Risk Innovation, Solutions and Management (PRISM) and having executed the Joint Powers Agreement (JPA) governing PRISM, was appointed administrator for the purpose of enrolling small public entities into the Public Risk Innovation, Solutions and Management (PRISM) Health and/or Employee Benefits Small Group Program (hereinafter "PROGRAMrogram"); and WHEREAS, the terms and conditions of the PROGRAM as well as benefit coverage, rates, assessments, and premiums are governed by the PRISM Health Committee and/or PRISM Employee Benefits Committee for the PROGRAMrogram (the "COMMITTEEommittee") and not SDRMA; and
WHEREAS, ENTITY desires to enroll and participate in the PROGRAMrogram, acknowledging that SDRMA acts solely in an administrative capacity and does not establish Program terms.

NOW THEREFORE, SDRMA and ENTITY agree as follows:

1. DEFINITIONS. For purposes of this MEMORANDUM, unless the context otherwise requires, the following terms when capitalized have the respective meanings set out below and are applicable to the singular as well as to the plural forms of such terms and to the masculine as well as to the feminine and neuter genders of such terms. a. “Committee” means the PRISM Health Committee and/or PRISM Employee Benefits Committee for the Program.
b. “Coverage Documents” means, except as otherwise provided herein, coverage documents from each carrier outlining the coverage provided, including terms and conditions of coverage, are controlling with respect to the coverage of the Program and will be provided by SDRMA to each ENTITY. Documents will be made available through the online SDRMA Portal and be accessible to approved users of the ENTITY.
c. “Program Participation Agreement” means the agreement issued by PRISM/AUS Underwriting to the Entity that details the final terms of acceptance and any special exceptions or terms that have been made a part of the underwriting approval and is required to be

Special District Risk Management Authority Page 2:6 Tel 800.537.7790 Fax 916.231.4111
www.sdrma.org
completed and executed in order to constitute full acceptance as a member of the PRISM Small Group Program.
d. “Program” or “PRISM” means the Public Risk Innovation, Solutions and Management (PRISM) Health and/or Employee Benefits Small Group Program. e. “Program Documents” means the following:__SDRMA Program Administrative Guidelines, SDRMA Resolution, Program Underwriting application and any required underwriting documents, Program approval, Program Underwriting & Eligibility Rules and Program Participation Agreement.__________________________

12. PURPOSE. ENTITY is signatory to this MEMORANDUM for the express sole purpose of enrolling in the ProgramROGRAM.

23. ENTRY INTO PROGRAM. ENTITY shall enroll apply for participation in the ProgramROGRAM by making application through executing and all forms prescribed by SDRMA. SDRMA shall submit the completed forms to which shall be subject to approval by the ProgramROGRAM's Underwriter who has the authority to accept or reject Entity’s application in its sole discretion based on the Program’s and governing documents and in accordance with the Program’sapplicable eligibility guidelines.

34. MAINTENANCE OF EFFORT. Program ROGRAM is designed to provide an alternative provides health benefits solution to all participants active employees, retired employees, dependents of an active or retired employee and public officials of the ENTITY who satisfy requirements for participation. of the ENTITY including active employees, retired employees (optional), dependents (optional) and public officials (optional). ENTITY public officials may participate in the ProgramROGRAM only if they are currently being covered and their own ENTITY’s enabling act, plans and policies allow it. ENTITY must contribute at least the minimum percentage required by the eligibility requirements

45. PREMIUMS. ENTITY understands agrees and acknowledges that premiums and rates for the Program ROGRAM are set by the COMMITTEECommittee and that SDRMA’s Administrative Fee is set by SDRMA For each billing cycle,. ENTITY will remit the total monthly premiums based upon rates established amount billed by SDRMAfor each category of participants and the census of covered employees, public officials, dependents and retirees. PREMIUMs are based on a full month, and there are no partial months or prorated PREMIUMs. Enrollment for mid-year qualifying events and termination of coverage will be made in accordance with the SDRMA Program Administrative Guidelines.

Special District Risk Management Authority Page 3:6 Tel 800.537.7790 Fax 916.231.4111
www.sdrma.org
Rates for the ENTITY and each category of participant will be determined by the COMMITTEE designated for the PROGRAM based upon advice from its consultants and/or a consulting Benefits Actuary and insurance carriers. In addition, SDRMA adds an administrative fee to premiums and rates for costs associated with administering the PROGRAM. Rates may vary depending upon factors including, but not limited to, demographic characteristics, loss experience of all public entities participating in the PROGRAM and differences in benefits provided (plan design), if any.

SDRMA will administrate a billing to ENTITY each month, with payments due by the date specified by SDRMA. Payments received after the specified date will accrue penalties up to and including termination from the PROGRAM. Premiums are based on a full month, and there are no partial months or prorated premiums. Enrollment for mid-year qualifying events and termination of coverage will be made in accordance with the SDRMA Program Administrative Guidelines.

Late Payment Penalties. ENTITY shall pay all PREMIUM invoices as billed to SDRMA, regardless of any changes to eligibility or adjustments to PREMIUMS that may occur during the billing month and not reflected in the PREMIUM invoice. SDRMA shall issue PREMIUM invoices to ENTITY prior to the coverage month in which they are due.

PREMIUM invoices are due by the due date stated on the invoice and considered delinquent thirty (30) calendar days from the due date. In addition to the outstanding balance due for any unpaid invoice, ENTITY shall be liable to SDRMA for a late payment penalty of 1% of the outstanding balance of any unpaid portion of such invoice effective (30) calendar days after the invoice due date. SDRMA reserves the right to terminate the MEMORANDUM and ENTITY’S Participation Agreement, including immediate cessation of all services under the Program, any time after it provides written notice to ENTITY of its failure to pay the amount due of any invoice.

56. BENEFITS. Benefits provided to ENTITY participants shall be as set forth in ENTITY’s Plan Summary for the Program ROGRAM and as agreed upon between the ENTITY and its recognized employee organizations as applicable. Not all plan offerings will be available to ENTITY, and plans requested by ENTITY must be submitted to ProgramROGRAM underwriter for approval.

6. COVERAGE DOCUMENTS. Except as otherwise provided herein, coverage documents from each carrier outlining the coverage provided, including terms and conditions of coverage, are controlling with respect to the coverage of the PROGRAM and will be provided by SDRMA to each ENTITY. SDRMA will provide each ENTITY with additional documentation, defined as the SDRMA Program Administrative Guidelines which provide further details on administration of the PROGRAM.

7. PROGRAM FUNDING. It is the intent of this MEMORANDUM to provide for a fully funded PROGRAM by any or all of the following: pooling risk; purchasing individual stop loss Special District Risk Management Authority Page 4:6 Tel 800.537.7790 Fax 916.231.4111
www.sdrma.org
coverage to protect the pool from large claims; and purchasing aggregate stop loss coverage.

8. ASSESSMENTS. Should the PROGRAM not be adequately funded for any reason, pro-rata assessments to the ENTITY may be utilized to ensure the approved funding level for applicable policy periods. Any assessments which are deemed necessary to ensure approved funding levels shall be made upon the determination and approval of the COMMITTEE in accordance with the following:
a. Assessments/dividends will be used sparingly. Generally, any over/under funding will be factored into renewal rates.
b. If a dividend/assessment is declared, allocation will be based upon each ENTITY’S proportional share of total premiums paid for the preceding 3 years. An ENTITY must be a current participant to receive a dividend, except upon termination of the PROGRAM and distribution of assets.
c. ENTITY will be liable for assessments for 12 months following withdrawal from the PROGRAM.
d. Fund equity will be evaluated on a total PROGRAM-wide basis as opposed to each year standing on its own.

7. ASSESSMENTS AND DIVIDENDS. The Program annual premium, as approved by the Committee will be established at a level which is anticipated to provide adequate overall funding. The Program will directly manage surpluses and deficits. Premiums are targeted to fund expected claims (including incurred-but-not-reported (IBNR) and run-out), reinsurance (if any), Program/administrative expenses, and any reserve or margin adopted by the Committee.

If Program funds are insufficient (including funding IBNR), the Committee may impose premium assessments on all applicable participating Entities, consistent with the JPA, including ENTITY signing this MEMORANDUM. Entities that have withdrawn from the Program are liable for assessments attributable to plan year(s) in which they participated.

After appropriate reserves and obligations are funded and any Committee-approved margin is achieved, the Committee may declare a dividend or premium credit, using a formula recommended by the Program Underwriters and actuary.

98. WITHDRAWAL. ENTITY may withdraw from this MEMORANDUM and terminate its Program Participation Agreement for a subsequent calendar year subject to the following condition: ENTITY shall notify SDRMA and the PROGRAM in writing of its Special District Risk Management Authority Page 5:6 Tel 800.537.7790 Fax 916.231.4111
www.sdrma.org
intent to withdraw at least 90 days prior to their requested withdrawal date. ENTITY shall notify SDRMA in writing of its intent to withdraw from this MEMORANDUM and terminate its Program Participation Agreement at least 120 days prior to January 1st of the subsequent calendar year in which it shall be effective . No withdrawal shall become effective until December 31 of the year that notice of termination is received. ENTITY may rescind its notice of intent to withdraw and terminate no later than October 1st.

Once ENTITY withdraws from the ProgramROGRAM, there is a 3-year waiting period to come back into the ProgramROGRAM, and the ENTITY will be subject to underwriting approval again.

10. LIAISON WITH SDRMA. Each ENTITY shall maintain staff to act as liaison with SDRMA and between the ENTITY and SDRMA’S designated PROGRAM representative.

9. ARBITRATION OF DISPUTES. To the extent permitted by law, all controversies between the ENTITY and SDRMA that may arise out of or relate to any of the services provided by SDRMA under the MEMORANDUM, or the construction, performance or breach of this or any other agreement between the ENTITY and SDRMA, whether entered into prior to, on or subsequent to the date hereof, shall be settled by binding arbitration in the City of Sacramento, California, under the Commercial Arbitration Rules of the American Arbitration Association. Judgment upon any award rendered by the arbitrator(s) shall be final, and may be entered into any court having jurisdiction. 1110. GOVERNING LAW. This MEMORANDUM shall be governed in accordance with the laws of the State of California.
1211. VENUE. Venue for any dispute or enforcement shall be in the City of Sacramento, California.
1312. ATTORNEY FEES. The prevailing party in any dispute shall be entitled to an award of reasonable attorney fees.

14.13. COMPLETE AGREEMENT. This MEMORANDUM together with the related ProgramROGRAM documents Documents constitutes the full and complete agreement of the ENTITY. 1514. SEVERABILITY. Should any provision of this MEMORANDUM be judicially determined to be void or unenforceable, such determination shall not affect any remaining provision. 1615. AMENDMENT OF MEMORANDUM; WAIVER. This MEMORANDUM may not be modified, nor shall any provision hereof be waived or amended, except in a writing duly signed by authorized representatives of SDRMA and ENTITY. The failure of either Party to enforce at any time any provision of the MEMORANDUM shall not be construed to be a waiver of such provision, nor in any way to affect the validity of the MEMORANDUM or the

Special District Risk Management Authority Page 6:6 Tel 800.537.7790 Fax 916.231.4111
www.sdrma.org
right of either party thereafter to enforce each and every such provision.may be amended by the SDRMA Board of Directors and such amendments are subject to approval of ENTITY’S designated representative, or alternate, who shall have authority to execute this MEMORANDUM. Any If ENTITY who fails or refuses to execute an amendment to this MEMORANDUM by the deadline included in written notice of SDRMA’S execution of said amendment, SDRMA reserves the right to terminate shall be deemed to have withdrawn this MEMORANDUM and ENTITY’S Program Participation Agreement from the PROGRAM effective as of on the next annual renewal date. 1716. EFFECTIVE DATE. This MEMORANDUM shall become effective on the later of the first date of coverage for the ENTITY or the last date of signing of this MEMORANDUM by the Chief Executive Officer or Board President of SDRMA and the authorized person for the ENTITY.
1817. EXECUTION IN COUNTERPARTS. This MEMORANDUM may be executed in several counterparts, each of which shall be an original, all of which shall constitute but one and the same instrument.

In Witness Whereof, the undersigned have executed the MEMORANDUM as of the date set forth below.

Dated: By:

Special District Risk
Management Authority
Dated: By:

Agency ENTITY Name

Page 1 of 2 ends

Staff Report – Item 1d
To: The Governing Board
From: Chau Pham, Legislative and Regulatory Policy Analyst Item 1d: Power Source Disclosure Attestation
Date: 9/17/2026

RECOMMENDATION
Adopt a resolution approving an attestation regarding the veracity of information reflected in Pioneer’s 2025 Power Source Disclosure Report for Pioneer Standard (Base Service) and Pioneer Green100.

BACKGROUND
California’s Power Source Disclosure Program (PSD), as administered by the California Energy Commission (CEC), requires that retail energy sellers like Pioneer Community Energy distribute a Power Content Label (PCL) to customers each year – the PCL serves as a “nutritional label” for each retail energy seller’s supply portfolio, providing information regarding the composition of such supply and the various generating technologies contributing to the reported resource mix. This process typically occurs during the late Summer/early Fall, following submittal of an annual PSD report to the CEC, which details specified-source energy purchases completed during the prior calendar year (the reporting year, which, in this case, is 2025). Pioneer timely submitted its PSD report addressing 2025 power purchases, along with a signed attestation from our Chief Executive Officer to the CEC prior to the June 1, 2026 reporting deadline.

In 2025, the CEC modified the process of generating and submitting the PCL from prior years to implement recent legislative changes (SB 1158 (2022) and AB 242 (2021)). Prior to 2025, retail suppliers were directed to use the PCL template provided by the CEC on its website to generate their own PCL. However, beginning in 2025 and each year thereafter, the PCL will be produced by CEC PSD staff and given to retail suppliers to share with their customers. Accordingly, the PCL will no longer require a separate attestation from the governing boards of public agencies, which will only need to attest to the veracity of their submitted annual PSD report.

Pioneer is required to submit the requested board attestation of the annual PSD report to the CEC by October 1, 2026.

The CEC has announced it will distribute the PCL to retail suppliers by mid-September. Upon receipt, Pioneer will display the PCL on its website by October 1, 2026 and provide the PCL to our customers by December 31, 2026, in compliance with the CEC PSD regulations.

ANALYSIS & DISCUSSION
Among other details, the annual PSD report includes information specifying the proportionate share of total energy supply attributable to various generating technologies, including both renewable and conventional fuel sources. In the event a retail seller meets a certain percentage of its energy requirements from unspecified resources, the report must identify such purchases as “unspecified sources of power.” A number of Pioneer’s power supply contracts do not identify specific generating sources, which is a common contracting convention for certain types of energy transactions. These purchases, as well as electric energy provided by the California Independent System Operator for purposes of grid balancing, have been appropriately identified as “unspecified sources of power” in the PSD report.

Plf)NEER

COMMUNITY ENERGY
Agenda Item: 1d Agenda Date: 9/17/2026

Page 2 of 2 ends

The CEC requires that the Pioneer Board provide an attestation regarding the accuracy of information included in the 2025 PSD report, which addresses power portfolio details related to the Pioneer Standard and Pioneer Green100 retail service options. Due to recent changes in the CEC’s administration of the PSD program, a Pioneer Board attestation related to the PCL is no longer required, as the PCL will be generated by CEC PSD Staff on behalf of retail suppliers. Pioneer’s consultant, Pacific Energy Advisors, Inc., completed a detailed review of Pioneer’s 2025 energy purchases, and prepared and submitted the aforementioned 2025 PSD report on behalf of Pioneer, which is included as an attachment to this staff report.

The PSD shows that Pioneer’s Base Service plan contains 43% bundled renewable energy, along with 7% unbundled renewable energy credits (RECs), totaling 50% renewable energy content for this service option.

The 7% of retail sales covered by retired unbundled RECs relate to renewable energy production from biomass, solar, wind, and eligible hydroelectric resources sited within the Western Interconnection (WECC) area. In addition, the PSD shows that Pioneer’s Green100 plan offers a premium product that consists of 100% bundled renewable energy with zero portfolio emissions.

After the Board provides the required attestation for Pioneer’s 2025 PSD report, Pioneer’s consultant, Pacific Energy Advisors Inc., will submit the following items to the CEC: 1) this staff report and the attached resolution; and 2) meeting minutes for today’s Board meeting (when approved). Submittal of these materials is expected to fulfill Pioneer’s obligations under the PSD Program for the 2025 calendar year.

STRATEGIC PLAN
The recommendation supports the Operational Optimization goal.

FISCAL IMPACT
Staff estimates the printing and distribution of Pioneer’s 2025 PCL, per CEC requirement, will cost less than $20,000, which is included in Pioneer’s operating budget and consistent with last year. Delivery of the PCL will take place via email to customers who have consented to receiving electronic communications. All others will be mailed.

ATTACHMENTS

1. Resolution of the Pioneer Community Energy Board approving the attestation of veracity for the 2025 Power Source Disclosure Report for Pioneer’s Base Service and Pioneer Green100 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 September 17, 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, Public Utility Code 398.4 and 398.5 establish a Power Source Disclosure (“PSD”) program that requires retail sellers of electricity to annually submit a power source disclosure report to the California Energy Commission (“CEC”); and WHEREAS, Pioneer has the authority to aggregate electric load to purchase and supply electricity for customers within its jurisdiction; and
WHEREAS, Pioneer is a retail seller of electricity as defined by the PSD Program and is therefore required to submit a PSD report; and
WHEREAS, Pioneer timely submitted the 2025 Annual Power Source Disclosure Report for Pioneer Base Service and Pioneer Green 100 to the CEC in accordance with the PSD regulation; and
WHEREAS, Pioneer, as a retail supplier that is a public agency providing electric services, is required to submit to the CEC an attestation from the Board of Directors of the veracity of the 2025 Annual Power Source Disclosure Report for Pioneer Base Service and Pioneer Green 100 In the matter of:

RESOLUTION APPROVING AN ATTESTATION

REGARDING THE VERACITY OF INFORMATION
REFLECTED IN PIONEER COMMUNITY ENERGY’S
(PIONEER) 2025 POWER SOURCE DISCLOSURE
REPORT FOR PIONEER STANDARD (“BASE
SERVICE”) AND PIONEER GREEN 100
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. Approve an attestation regarding the veracity of information reflected in Pioneer’s 2025 Power Source Disclosure Report for Pioneer Base Service and Pioneer Green100, and submission of the report to the CEC.

3. This Resolution shall take effect immediately upon its adoption.

Exhibit A: Pioneer’s 2025 Power Source Disclosure Report – Base Service and Green100 Resolution 2026-__
September 17, 2026
2025 POWER SOURCE DISCLOSURE ANNUAL REPORT
For the Year Ending December 31, 2025

GENERAL INSTRUCTIONS
Retail suppliers are required to use the posted template and are not allowed to make edits to this format.

Please complete the Retail Supplier Name and contact information in column B below.

RETAIL SUPPLIER NAME Pioneer Community Energy

CONTACT INFORMATION
NAME Kirby Dusel
TITLE Consultant
MAILING ADDRESS 300 University Avenue, Suite 220
CITY, STATE, ZIP Sacramento, CA 95825
PHONE 1 (916) 318-5559
EMAIL [email protected]
WEBSITE URL FOR PCL POSTING https://pioneercommunityenergy.org/ Submit the Annual Report and signed Attestation in PDF format with the Excel version of the Annual Report to [email protected].

California Energy Commission's website.

If you have questions, contact Power Source Disclosure (PSD) staff at [email protected] or (916) 639-0573.

Version: April 2026
NOTE: Information submitted in this report is not automatically held confidential. If your company wishes the information submitted to be considered confidential an authorized representative must submit an application for confidential designation (CEC-13), which can be found on the Resource and GHG Allocations
*indicates GHG figures are preliminary until the calculation of the annual unspecified power emissions factor Power Sources and Emissions Green100 Base Plan
Electricity Portfolio
Name 3
Electricity Portfolio
Name 4
Electricity Portfolio
Name 5
Electricity Portfolio
Name 6 Other End Uses Losses
Retail Sales, Other End Uses,
Losses (MWh) 6,582 1,622,647 - - - - - 79,572
Total Net Specified (MWh) 6,582 864,240 - - - - - -
Biomass & Biogas - 3,892 - - - - - -
Geothermal 1,646 66,818 - - - - - -
Eligible Hydroelectric 1,646 80,688 - - - - - -
Solar 1,644 470,155 - - - - - -
Wind 1,646 78,153 - - - - - -
Large Hydroelectric - 43,293 - - - - - -
Nuclear - 121,241 - - - - - -
Emerging Technologies - - - - - - - -
Other - - - - - - - -
Natural Gas - - - - - - - -
Coal & Petroleum - - - - - - - -
Unspecified Power - ACS - - - - - - - -
Unspecified Power - Direct
Import - - - - - - - -
Unspecified Power - Spot Market - 758,407 - - - - - 79,572 Unspecified Power - Total - 758,407 - - - - - 79,572
Unspecified GHGs (MT CO2e)* - 324,598 - - - - - 34,057
Specified GHGs (MT CO2e) - 51,629 - - - - - -
Total GHGs (MT CO2e)* - 376,227 - - - - - 34,057 Checks Status GHG Emissions Intensity (MT
CO2e/MWh)* - 0.232 #DIV/0! #DIV/0! #DIV/0! #DIV/0! - -
Portfolio and other
end use allocations

COMPLETE
PCL Emissions Intensity (lbs
CO2e/MWh)*
0 511 #DIV/0! #DIV/0! #DIV/0! #DIV/0!
- -
Specified resources
allocated COMPLETE
Retail Sales, Other End Uses,
Specified Losses 6,582 1,622,647 45,876 Coal allocated COMPLETE Unmet Load (MWh) - 758,407 - - - - - 45,876 Oversupply not negative

COMPLETE
Facility Name Fuel Type State or
Province
WREGIS ID of REC
Source
RPS ID of REC
Source
EIA ID of Delivered
Energy Loss Factor Gross MWhs Procured
Specified
Resales MWhs
Net MWhs
Procured
Firmed & Shaped
Resource?
Eligible for Firmed &
Shaped
Grandfathering?
Specified Losses
Covered by Seller?
Total EF
(MT CO2e/MWh) Total GHGs PCL EF(MT CO2e/MWh) Green100 Base Plan Electricity Portfolio Name 3 Electricity Portfolio
Name 4
Electricity Portfolio
Name 5
Electricity Portfolio
Name 6 Other End Uses
Specified
Procurement
Covering Losses
Total Specified
Losses Remainder/Oversupply
Balch PH #1 Large Hydroelectric CA 217 0.044 1,718 1,700 18 0.0000 - 0.0000 18 1 - Balch PH #2 Large Hydroelectric CA 218 0.044 8,328 7,380 948 0.0000 - 0.0000 948 41 - Belden Large Hydroelectric CA 219 0.044 6,247 6,247 - 0.0000 - 0.0000 - - - Bucks Creek Large Hydroelectric CA 220 0.044 4,672 4,117 555 0.0000 - 0.0000 555 24 - Butt Valley Large Hydroelectric CA 221 0.044 3,665 3,116 549 0.0000 - 0.0000 549 24 - Caribou 1 Large Hydroelectric CA 222 0.044 6,877 5,860 1,018 0.0000 - 0.0000 1,018 45 - Caribou 2 Large Hydroelectric CA 223 0.044 10,838 9,762 1,076 0.0000 - 0.0000 1,076 47 - Cresta Large Hydroelectric CA 231 0.044 8,174 7,144 1,030 0.0000 - 0.0000 1,030 45 - Drum #1 Large Hydroelectric CA 235 0.044 396 348 48 0.0000 - 0.0000 48 2 - Drum #2 Large Hydroelectric CA 236 0.044 4,171 3,606 565 0.0000 - 0.0000 565 25 - Electra Large Hydroelectric CA 239 0.044 7,036 6,610 426 0.0000 - 0.0000 426 19 - Haas Large Hydroelectric CA 240 0.044 6,428 5,633 795 0.0000 - 0.0000 795 35 - James B Black Large Hydroelectric CA 249 0.044 16,239 14,846 1,392 0.0000 - 0.0000 1,392 61 - Kerckhoff #2 PH Large Hydroelectric CA 682 0.044 9,919 9,589 330 0.0000 - 0.0000 330 14 - Kings River Large Hydroelectric CA 254 0.044 2,032 1,768 264 0.0000 - 0.0000 264 12 - Pit 1 Large Hydroelectric CA 265 0.044 6,187 5,551 636 0.0000 - 0.0000 636 28 - Pit 3 Large Hydroelectric CA 266 0.044 9,031 8,053 978 0.0000 - 0.0000 978 43 - Pit 4 Large Hydroelectric CA 267 0.044 9,495 8,557 938 0.0000 - 0.0000 938 41 - Pit 5 Large Hydroelectric CA 268 0.044 16,195 14,107 2,088 0.0000 - 0.0000 2,088 91 - Pit 6 Large Hydroelectric CA 269 0.044 6,535 5,606 929 0.0000 - 0.0000 929 41 - Pit 7 Large Hydroelectric CA 270 0.044 10,650 9,338 1,312 0.0000 - 0.0000 1,312 57 - Poe Large Hydroelectric CA 272 0.044 8,730 8,730 - 0.0000 - 0.0000 - - - Rock Creek Large Hydroelectric CA 275 0.044 13,159 13,159 0.0000 - 0.0000 13,159 575 - Salt Springs Large Hydroelectric CA 279 0.044 2,857 2,576 281 0.0000 - 0.0000 281 12 - Stanislaus Large Hydroelectric CA 285 0.044 4,903 4,903 - 0.0000 - 0.0000 - - - Tiger Creek Large Hydroelectric CA 287 0.044 5,355 4,852 503 0.0000 - 0.0000 503 22 - NID-Chicago Park Large Hydroelectric CA 412 0.044 1,662 1,662 0.0000 - 0.0000 1,662 73 - Diablo Canyon Power Plant Unit 1 Nuclear CA 6099 0.044 94,151 94,151 0.0000 - 0.0000 94,151 4,117 - Diablo Canyon Power Plant Unit 2 Nuclear CA 6099 0.044 27,090 27,090 0.0000 - 0.0000 27,090 1,185 - A. G. Wishon Powerhouse - A. G. Wishon Powerhouse Eligible Hydroelectric CA W344 60032A 293 0.044 28 28 0.0000 - 0.0000 28 1 - Agua Caliente Solar - Block 1 Solar AZ W2427 60894A 57373 0.066 161 161 0.0000 - 0.0000 161 11 - Agua Caliente Solar - Block 10 Solar AZ W3621 60894A 57373 0.066 147 147 0.0000 - 0.0000 147 10 - Agua Caliente Solar - Block 11 Solar AZ W3829 60894A 57373 0.066 147 147 0.0000 - 0.0000 147 10 - Agua Caliente Solar - Block 12 Solar AZ W3953 60894A 57373 0.066 66 66 0.0000 - 0.0000 66 4 - Agua Caliente Solar - Block 2 Solar AZ W2576 60894A 57373 0.066 161 161 0.0000 - 0.0000 161 11 - Agua Caliente Solar - Block 3 Solar AZ W2668 60894A 57373 0.066 161 161 0.0000 - 0.0000 161 11 - Agua Caliente Solar - Block 4 Solar AZ W2782 60894A 57373 0.066 115 115 0.0000 - 0.0000 115 8 - Agua Caliente Solar - Block 5 Solar AZ W2838 60894A 57373 0.066 162 162 0.0000 - 0.0000 162 11 - Agua Caliente Solar - Block 6 Solar AZ W2844 60894A 57373 0.066 162 162 0.0000 - 0.0000 162 11 - Agua Caliente Solar - Block 7 Solar AZ W2925 60894A 57373 0.066 162 162 0.0000 - 0.0000 162 11 - Agua Caliente Solar - Block 8 Solar AZ W3240 60894A 57373 0.066 147 147 0.0000 - 0.0000 147 10 - Agua Caliente Solar - Block 9 Solar AZ W2812 60894A 57373 0.066 135 135 0.0000 - 0.0000 135 9 - Alamo Solar - Alamo Solar Solar CA W4546 61453A 59469 0.044 233 233 0.0000 - 0.0000 233 10 - Alta Powerhouse - Alta Powerhouse Eligible Hydroelectric CA W335 60033A 214 0.044 7 7 0.0000 - 0.0000 7 - - Antelope West Solar - Antelope West Solar Solar CA W4322 61850A 59443 0.044 205 205 0.0000 - 0.0000 205 9 - Atwell Island - Atwell Island PV Solar Generating Facility Solar CA W3159 60947A 58366 0.044 133 133 0.0000 - 0.0000 133 6 - AV Solar Ranch 1, LLC - Antelope Solar Ranch - Block 7 Solar CA W3474 60790A 57378 0.044 283 283 0.0000 - 0.0000 283 12 - AV Solar Ranch 1, LLC - AVSR1 - Antelope Solar Ranch - Block 1 & 2 Solar CA W4141 60790A 57378 0.044 457 457 0.0000 - 0.0000 457 20 - AV Solar Ranch 1, LLC - AVSR1 - Antelope Solar Ranch - Block 3 Solar CA W2803 60790A 57378 0.044 238 238 0.0000 - 0.0000 238 10 - AV Solar Ranch 1, LLC - AVSR1 - Antelope Solar Ranch - Block 4 Solar CA W3274 60790A 57378 0.044 305 305 0.0000 - 0.0000 305 13 - AV Solar Ranch 1, LLC - AVSR1 - Antelope Solar Ranch - Block 5 Solar CA W3275 60790A 57378 0.044 193 193 0.0000 - 0.0000 193 8 - AV Solar Ranch 1, LLC - AVSR1 - Antelope Solar Ranch - Block 6 Solar CA W3280 60790A 57378 0.044 158 158 0.0000 - 0.0000 158 7 - AV Solar Ranch 1, LLC - AVSR1 - Antelope Solar Ranch - Block 8 & 9 Solar CA W3849 60790A 57378 0.044 512 512 0.0000 - 0.0000 512 22 - Bakersfield Solar - SKIC 20 Solar CA W4550 61558A 59412 0.044 185 185 0.0000 - 0.0000 185 8 - Bayshore Solar A - Big Sky Solar 6 Solar CA W5731 63133A 60481 0.044 218 218 0.0000 - 0.0000 218 10 - Bayshore Solar B - Big Sky Solar 7 Solar CA W5737 63134A 60474 0.044 204 204 0.0000 - 0.0000 204 9 - Bayshore Solar C - Big Sky Solar 8 Solar CA W5738 63135A 60475 0.044 199 199 0.0000 - 0.0000 199 9 - Blackwell Solar - Blackwell Solar, LLC Solar CA W4587 61892A 59524 0.044 108 108 0.0000 - 0.0000 108 5 - CA Flats 150 - CA Flats 150 Solar CA W7112 62552A 60034 0.044 1,606 1,606 0.0000 - 0.0000 1,606 70 - Cabazon Wind Partners - Cabazon Wind Partners Wind CA W834 60736A 56011 0.044 25,000 25,000 0.0000 - 0.0000 1,646 23,354 1,093 - California Valley Solar Ranch - Block1 Solar CA W2847 60603A 57439 0.044 165 165 0.0000 - 0.0000 165 7 - California Valley Solar Ranch - Block2 Solar CA W3106 60603A 57439 0.044 489 489 0.0000 - 0.0000 489 21 - California Valley Solar Ranch - Block3 Solar CA W3111 60603A 57439 0.044 979 979 0.0000 - 0.0000 979 43 - California Valley Solar Ranch - Block4 Solar CA W3187 60603A 57439 0.044 394 394 0.0000 - 0.0000 394 17 - Cantua Solar Station - Cantua Solar Station Solar CA W2580 61823A 57522 0.044 85 85 0.0000 - 0.0000 85 4 - CED Corcoran - CED Corcoran Solar CA W3408 60948A 58374 0.044 87 87 0.0000 - 0.0000 87 4 - CED White River 2 Solar - CED White River 2 Solar Solar CA W4111 62045A 58973 0.044 33 33 0.0000 - 0.0000 33 1 - CED White River Solar - CED White River Solar Solar CA W3406 60949A 58373 0.044 154 154 0.0000 - 0.0000 154 7 - CID Solar - Corcoran Irrigation District - CID Solar, LLC Solar CA W4227 62285A 59183 0.044 176 176 0.0000 - 0.0000 176 8 - Coleman Powerhouse - Coleman Powerhouse Eligible Hydroelectric CA W347 60037A 227 0.044 80 80 0.0000 - 0.0000 80 3 - Copper Mountain Solar 2 - CMS 2 (1) Solar NV W2818 60990A 58017 0.066 279 279 0.0000 - 0.0000 279 18 - Copper Mountain Solar 2 - CMS 2 (2) Solar NV W2943 60990A 58017 0.066 249 249 0.0000 - 0.0000 249 16 - Copper Mountain Solar 2 - CMS 2 (3) Solar NV W3201 60990A 58017 0.066 282 282 0.0000 - 0.0000 282 19 - Copper Mountain Solar 2 - CMS 2 (4) Solar NV W4555 60990A 58017 0.066 314 314 0.0000 - 0.0000 314 21 - Copper Mountain Solar 2 - CMS 2 (5) Solar NV W4589 60990A 58017 0.066 314 314 0.0000 - 0.0000 314 21 - Crane Valley Powerhouse - Crane Valley Powerhouse Eligible Hydroelectric CA W349 60039A 230 0.044 2 2 0.0000 - 0.0000 2 - - Cuyama Solar - Cuyama Solar Solar CA W5611 61891A 60043 0.044 330 330 0.0000 - 0.0000 330 14 - De Sabla Powerhouse - De Sabla Powerhouse Eligible Hydroelectric CA W351 60041A 232 0.044 75 75 0.0000 - 0.0000 75 3 - DESERT SUNLIGHT 300, LLC - DSL-BLK01 - 04 Solar CA W3793 61068A 57993 0.044 1,216 1,216 0.0000 - 0.0000 1,216 53 - DESERT SUNLIGHT 300, LLC - DSL-BLK05 & 06 Solar CA W3798 61068A 57993 0.044 399 399 0.0000 - 0.0000 399 17 - DESERT SUNLIGHT 300, LLC - DSL-BLK07 & 08 Solar CA W3800 61068A 57993 0.044 192 192 0.0000 - 0.0000 192 8 - DESERT SUNLIGHT 300, LLC - DSL-BLK09 Solar CA W3801 61068A 57993 0.044 199 199 0.0000 - 0.0000 199 9 - DESERT SUNLIGHT 300, LLC - DSL-BLK10 & 11 Solar CA W3783 61068A 57993 0.044 399 399 0.0000 - 0.0000 399 17 - Dutch Flat #2 Powerhouse - Dutch Flat #2 Powerhouse Eligible Hydroelectric CA W488 60264A 413 0.044 45 45 0.0000 - 0.0000 45 2 - Dutch Flat No. 1 Powerhouse - Dutch Flat No. 1 Powerhouse Eligible Hydroelectric CA W352 60042A 237 0.044 236 236 0.0000 - 0.0000 236 10 - El Dorado Powerhouse - ElDorado_7_unit1 Eligible Hydroelectric CA W905 60601A 238 0.044 39,381 39,381 0.0000 - 0.0000 39,381 1,722 - El Dorado Powerhouse - ElDorado_7_unit2 Eligible Hydroelectric CA W906 60601A 238 0.044 41,397 41,397 0.0000 - 0.0000 1,646 39,751 1,810 - Five Points Solar Station - Five Points Solar Station Solar CA W2201 61432A 57498 0.044 46 46 0.0000 - 0.0000 46 2 - FPL Energy Montezuma Wind - FPL Energy Montezuma WindWind CA W1745 60543A 57201 0.044 368 368 0.0000 - 0.0000 368 16 - Gaskell West 3 Solar CA W15529 63619A 61447 0.044 303 303 0.0000 - 0.0000 303 13 - Gaskell West 4 Solar CA W15585 63617A 61448 0.044 284 284 0.0000 - 0.0000 284 12 - Gaskell West 5 Solar CA W15586 63618A 61449 0.044 285 285 0.0000 - 0.0000 285 12 - Gates Solar Station - Gates Solar Station Solar CA W3477 62353A 57892 0.044 134 134 0.0000 - 0.0000 134 6 - GENESIS SOLAR, LLC - SGN-1 Solar CA W3790 60605A 57394 0.044 1,245 1,245 0.0000 - 0.0000 1,245 54 - GENESIS SOLAR, LLC - SGN2 Solar CA W3791 60605A 57394 0.044 1,244 1,244 0.0000 - 0.0000 1,244 54 - Geysers Power Plant - Calistoga Power Plant Geothermal CA W486 60117A 50066 0.044 5,900 5,900 0.0257 152 0.0000 1,646 4,254 258 - Geysers Power Plant - Calpine Geothermal Unit 17 Geothermal CA W124 60007A 286 0.044 10,279 10,279 0.0257 264 0.0000 10,279 449 - Geysers Power Plant - Sonoma/Calpine Geyser Geothermal CA W127 60010A 510 0.044 51,612 51,612 0.0801 4,134 0.0000 51,612 2,257 - Giffen Solar Station - Giffen Solar Station Solar CA W2581 61822A 57521 0.044 39 39 0.0000 - 0.0000 39 2 - Guernsey Solar Station - Guernsey Solar Station Solar CA W3476 62354A 57891 0.044 90 90 0.0000 - 0.0000 90 4 - Halsey Powerhouse - Halsey Powerhouse Eligible Hydroelectric CA W353 60043A 241 0.044 67 67 0.0000 - 0.0000 67 3 - Hat Creek No. 1 Powerhouse - Hat Creek No. 1 Powerhouse Eligible Hydroelectric CA W355 60045A 243 0.044 98 98 0.0000 - 0.0000 98 4 - Hat Creek No. 2 Powerhouse - Hat Creek No. 2 Powerhouse Eligible Hydroelectric CA W356 60046A 244 0.044 147 147 0.0000 - 0.0000 147 6 - Henrietta Solar Plant - Parrey, LLC Solar CA W5056 61841A 58975 0.044 771 771 0.0000 - 0.0000 771 34 - Huron Solar Station - Huron Solar Station Solar CA W2579 61821A 57523 0.044 110 110 0.0000 - 0.0000 110 5 - Ivanpah - Unit 1 Solar CA W3189 62273A 57074 0.044 877 877 0.0952 83 0.0952 877 38 - Ivanpah - Unit 3 Solar CA W3190 62275A 57075 0.044 999 999 0.0952 95 0.0952 999 44 - Java Solar - Java Solar Solar CA W13698 63137A 65965 0.044 115 115 0.0000 - 0.0000 115 5 - Kansas - Kansas Solar CA W4192 61263A 58985 0.044 103 103 0.0000 - 0.0000 103 5 - Kent South - Kent South Solar CA W4193 61262A 58991 0.044 150 150 0.0000 - 0.0000 150 7 - Lost Hills - Lost Hills Solar, LLC Solar CA W4586 61893A 58711 0.044 188 188 0.0000 - 0.0000 188 8 - Mammoth Pacific L. P. (MP1) - Mammoth Pacific L. P. (MP1) Geothermal CA W417 60306A 10480 0.044 228 228 0.0801 18 0.0000 228 10 - Mammoth Pacific L. P. I (PLES) - Mammoth Pacific L. P. I (PLES) Geothermal CA W416 60315A 10479 0.044 394 394 0.0801 32 0.0000 394 17 - Mesquite Solar 1 (10) - Mesquite Solar 1 (10) Solar AZ W3205 60875A 57707 0.066 105 105 0.0000 - 0.0000 105 7 - Mesquite Solar 1 (11) - Mesquite Solar 1 (11) Solar AZ W3130 60875A 57707 0.066 141 141 0.0000 - 0.0000 141 9 - Mesquite Solar 1 (12) - Mesquite Solar 1 (12) - Mesquite Solar 1 (12) Solar AZ W3183 60875A 57707 0.066 141 141 0.0000 - 0.0000 141 9 - Mesquite Solar 1 (1-3) - Mesquite Solar 1 (1-3) Solar AZ W2399 60875A 57707 0.066 323 323 0.0000 - 0.0000 323 21 - Mesquite Solar 1 (4) - Mesquite Solar 1 (4) Solar AZ W2755 60875A 57707 0.066 124 124 0.0000 - 0.0000 124 8 - Mesquite Solar 1 (5) - Mesquite Solar 1 (5) Solar AZ W2784 60875A 57707 0.066 124 124 0.0000 - 0.0000 124 8 - Mesquite Solar 1 (6) - Mesquite Solar 1 (6) Solar AZ W2807 60875A 57707 0.066 62 62 0.0000 - 0.0000 62 4 - Mesquite Solar 1 (7) - Mesquite Solar 1 (7) Solar AZ W2841 60875A 57707 0.066 124 124 0.0000 - 0.0000 124 8 - Instructions

1. Enter electricity portfolio names in cells Q27-V27, as needed.

2. Enter the megawatt hours (MWh) of retail sales associated with electricity portfolios in cells Q25-V25, as needed, and the MWh associated with other end uses in cell W25.

3. In the table beginning with cell A28, enter information about all specified purchases. All fields in white should be filled out. Fields in grey auto-populate as needed and should not be filled out.

4. Default loss factors will auto-populate based on resource location. Enter a custom loss factor if applicable. All custom loss factors require additional documentation.

5. If a resource’s losses are covered by the generation seller under contract, select “Yes” in the relevant cell in column M: “Specified Losses Covered by Seller?”

6. For firmed-&-shaped procurements specifically, enter all fields from step 3. Additionally, enter the EIA ID of the substitute power in the "EIA ID of Delivered Energy" field.

7. For firmed-&-shaped procurements eligible for grandfathered GHG emissions, select "Yes" in the relevant field in column L: "Eligible for Firmed & Shaped Grandfathering?"

8. Proxy EIA IDs for unspecified power and specified system mixes from asset-controlling suppliers have been provided. Enter "Unspecified Power", "BPA", or "Tacoma Power" as applicable.

9. Proxy EIA IDs for aggregated reporting of WAPA CVP or PCIA resources have been provided. Enter "CVP", "PCIA Solar", "PCIA Wind", "PCIA Eligible Hydro", or "PCIA Large Hydro" as applicable.

10. Only unspecified imports purchased directly from a seller under contract or ACS unspecified power procurements must be entered as line items; any additional unspecified power is calculated automatically in individual electricity portfolio tables after all specified resources are allocated.

11. Allocate net MWhs procured to each electricity portfolio until the loads are balanced across each portfolio. If the total Net MWhs Procured exceeds the total retail sales of all portfolios, allocate only enough MWh to meet the retail sales of each portfolio.

12. If electricity portfolio loads are balanced and net MWhs remain, allocate net MWhs to cover losses in the column starting with cell X28. This will add new losses, resulting in a new net short of unmet load in Cell X26. For retail suppliers that want to cover 100% of their loss-adjusted load with specified procurements, continue allocating specified procurement in Column X until Cell X26 shows no unmet load.

I
I
Mesquite Solar 1 (8) - Mesquite Solar 1 (8) Solar AZ W2871 60875A 57707 0.066 92 92 0.0000 - 0.0000 92 6 - Mesquite Solar 1 (9) - Mesquite Solar 1 (9) Solar AZ W3095 60875A 57707 0.066 124 124 0.0000 - 0.0000 124 8 - Mesquite Solar 3, LLC - Mesquite Solar 3 (1) Solar AZ W4959 62897A 60308 0.066 100,000 100,000 0.0000 - 0.0000 100,000 6,598 - Michael E. Bowler Memorial Solar Farm - Westlands Solar Farm PV-1 Solar CA W3963 61755A 58616 0.044 166 166 0.0000 - 0.0000 166 7 - Midway Solar Farm I - Midway Solar Farm I Solar CA W5367 61295A 60336 0.044 544 544 0.0000 - 0.0000 544 24 - Mojave Solar Project - Mojave Solar Project - Alpha Solar CA W4255 60848A 57331 0.044 1,331 1,331 0.0000 - 0.0000 1,331 58 - Mojave Solar Project - Mojave Solar Project - Beta Solar CA W4450 60848A 57331 0.044 1,359 1,359 0.0000 - 0.0000 1,359 59 - Montezuma Wind II - Nextera Energy Montezuma II Wind Wind CA W2400 61345A 57701 0.044 787 787 0.0000 - 0.0000 787 34 - Nevada Irrigation District - Bowman Hydro Project Geothermal CA W635 60171A 50546 0.044 51 51 0.0000 - 0.0000 51 2 - Newcastle Powerhouse - Newcastle Powerhouse Eligible Hydroelectric CA W364 60053A 632 0.044 9 9 0.0000 - 0.0000 9 - - North Sky River - North Sky River - Phase I Wind CA W3206 61385A 58154 0.044 1,460 1,460 0.0000 - 0.0000 1,460 64 - North Star Solar - North Star Solar, LLC Solar CA W4629 61198A 58713 0.044 568 568 0.0000 - 0.0000 568 25 - Old River One - Old River One Solar CA W4194 60853A 58986 0.044 160 160 0.0000 - 0.0000 160 7 - Orion Solar I - Orion Solar I, LLC Solar CA W3981 61570A 58718 0.044 112 112 0.0000 - 0.0000 112 5 - Phoenix Powerhouse - Phoenix Powerhouse Eligible Hydroelectric CA W366 60054A 264 0.044 25 25 0.0000 - 0.0000 25 1 - Portal Ridge Solar C - Portal Ridge Solar C Solar CA W5211 61684A 60311 0.044 136 136 0.0000 - 0.0000 136 6 - Potrero Hills Energy Producers - Potrero Hills Energy Producers, LLC Biomass & Biogas CA W4867 63116A 59952 0.044 278 278 0.5608 156 0.0029 278 12 - RE Astoria 1 - RE Astoria 1 Solar CA W4930 62284A 59976 0.044 939 939 0.0000 - 0.0000 939 41 - RE Kansas South - RE Kansas South Solar CA W3109 61264A 58148 0.044 171 171 0.0000 - 0.0000 171 7 - Rising Tree Wind Farm II LLC - Rising Tree Wind Farm II LLCWind CA W4445 62426A 59235 0.044 226 226 0.0000 - 0.0000 226 10 - Rock Creek - Rock Creek Unit 1 Eligible Hydroelectric CA W2643 62269A 275 0.044 34 34 0.0000 - 0.0000 34 1 - Rock Creek - Rock Creek Unit 2 Eligible Hydroelectric CA W2644 62269A 10809 0.044 100 100 0.0000 - 0.0000 100 4 - Rollins Powerhouse - Rollins Powerhouse Eligible Hydroelectric CA W699 60265A 34 0.044 110 110 0.0000 - 0.0000 110 5 - San Joaquin No. 1-A Powerhouse - San Joaquin No. 1-A Powerhouse Eligible Hydroelectric CA W345 60056A 278 0.044 1 1 0.0000 - 0.0000 1 - - Sanborn Solar 1A - Sub Project S3 - Edwards Sanborn S3 Solar CA W12675 64740A 64877 0.044 86,927 29,572 57,355 0.0000 - 0.0000 1,644 55,711 2,508 - Sandrini Sol 2 Solar CA W21518 64277A 65663 0.044 97,269 97,269 0.0000 - 0.0000 97,269 4,253 - Shafter Solar, LLC - Shafter Solar, LLC Solar CA W4680 62325A 59408 0.044 62 62 0.0000 - 0.0000 62 3 - Shiloh IV Wind Project, LLC - Shiloh IV Wind Project, LLC Wind CA W2780 61617A 57725 0.044 1,163 1,163 0.0000 - 0.0000 1,163 51 - Sierra Pacific Burney Facility - Sierra Pacific Industry (Burney)Biomass & Biogas CA W667 60087A 50110 0.044 281 281 0.4549 128 0.0090 281 12 - Sierra Pacific Ind. (Lincoln) - Sierra Pacific Industry (Lincoln) Biomass & Biogas CA W668 60088A 10144 0.044 157 157 0.5462 86 0.0108 157 7 - Sierra Pacific Ind. (Quincy) - Sierra Pacific Industry (Quincy) Biomass & Biogas CA W669 60089A 50112 0.044 612 612 2.2532 1,379 0.0473 612 27 - Sierra Pacific Sonora - Sierra Pacific Sonora Biomass & Biogas CA W852 60576A 54517 0.044 112 112 3.5065 393 0.0772 112 5 - Solar Alpine LLC - Solar Alpine LLC Solar CA W2872 60755A 57295 0.044 357 357 0.0000 - 0.0000 357 16 - South Powerhouse - South Powerhouse Eligible Hydroelectric CA W370 60059A 280 0.044 22 22 0.0000 - 0.0000 22 1 - Spaulding No. 1 Powerhouse - Spaulding No. 1 Powerhouse Eligible Hydroelectric CA W371 60060A 281 0.044 42 42 0.0000 - 0.0000 42 2 - Spaulding No. 2 Powerhouse - Spaulding No. 2 Powerhouse Eligible Hydroelectric CA W372 60061A 282 0.044 22 22 0.0000 - 0.0000 22 1 - Spaulding No. 3 Powerhouse - Spaulding No. 3 Powerhouse Eligible Hydroelectric CA W373 60062A 283 0.044 67 67 0.0000 - 0.0000 67 3 - SPI Anderson 2 - SPI Anderson 2 Biomass & Biogas CA W4674 61146A 59658 0.044 503 503 0.4128 208 0.0137 503 22 - Spring Gap Powerhouse - Spring Gap Powerhouse Eligible Hydroelectric CA W374 60063A 284 0.044 48 48 0.0000 - 0.0000 48 2 - SPS Alpaugh 50 - SPS Alpaugh 50 Solar CA W2826 60945A 58003 0.044 202 202 0.0000 - 0.0000 202 9 - SPS Alpaugh North - SPS Alpaugh North Solar CA W2825 60946A 58002 0.044 75 75 0.0000 - 0.0000 75 3 - Stockton Biomass - Stockton Biomass Biomass & Biogas CA W3540 60964A 54238 0.044 1,270 1,270 1.3744 1,745 0.0300 1,270 56 - Stroud Solar Station - Stroud Solar Station Solar CA W2203 61434A 57497 0.044 62 62 0.0000 - 0.0000 62 3 - Sunray 2- SEGS II - Sunray 2- SEGS II Solar CA W466 62694A 10437 0.044 199 199 0.0000 - 0.0000 199 9 - Sunshine Gas Producers - Sunshine Gas Producers, L.L.C. Biomass & Biogas CA W4144 60815A 58429 0.044 679 679 0.6985 474 0.0036 679 30 - Toadtown Powerhouse - Toadtown Powerhouse Eligible Hydroelectric CA W375 60064A 714 0.044 7 7 0.0000 - 0.0000 7 - - Topaz Solar Farms LLC - Topaz 10-16 Solar CA W3226 61698A 57695 0.044 1,323 1,323 0.0000 - 0.0000 1,323 58 - Topaz Solar Farms LLC - Topaz 17 - 20 Solar CA W3227 61698A 57695 0.044 721 721 0.0000 - 0.0000 721 32 - Topaz Solar Farms LLC - Topaz 1-9 Solar CA W3193 61698A 57695 0.044 1,827 1,827 0.0000 - 0.0000 1,827 80 - Topaz Solar Farms LLC - Topaz 21 - 22 Solar CA W3229 61698A 57695 0.044 304 304 0.0000 - 0.0000 304 13 - Vaca Dixon Solar Station - Vaca Dixon Solar Station Solar CA W1455 60966A 57041 0.044 12 12 0.0000 - 0.0000 12 1 - Vasco Winds - Vasco Winds Wind CA W2401 61344A 57700 0.044 795 795 0.0000 - 0.0000 795 35 - Volta No. 1 Powerhouse - Volta No. 1 Powerhouse Eligible Hydroelectric CA W377 60066A 290 0.044 96 96 0.0000 - 0.0000 96 4 - Volta No. 2 Powerhouse - Volta No. 2 Powerhouse Eligible Hydroelectric CA W378 60067A 180 0.044 12 12 0.0000 - 0.0000 12 1 - West Gates Solar Station - West Gates Solar Station Solar CA W3478 62352A 58206 0.044 57 57 0.0000 - 0.0000 57 2 - West Point Powerhouse - West Point Powerhouse Eligible Hydroelectric CA W379 60068A 291 0.044 89 89 0.0000 - 0.0000 89 4 - Western Antelope Blue Sky Ranch A - WABSRA Solar CA W4264 61517A 58626 0.044 184 184 0.0000 - 0.0000 184 8 - Westside Solar Station - Westside Solar Station Solar CA W2202 61433A 57499 0.044 42 42 0.0000 - 0.0000 42 2 - Wise No. 1 Powerhouse - Wise No. 1 Powerhouse Eligible Hydroelectric CA W380 60069A 292 0.044 87 87 0.0000 - 0.0000 87 4 - YP 2A PV Solar NV W17619 65331A 66357 0.066 184,649 70,428 114,221 0.0000 - 0.0000 114,221 7,536 - Biglow Canyon Wind Farm - Biglow Canyon 3 Wind OR W1588 63056A Unspecified Power 0.066 25,000 25,000 Yes 0.4280 10,700 0.4280 25,000 1,649 - Tucannon River Wind Farm - Tucannon River 2 Wind WA W4483 63027A Unspecified Power 0.066 2,000 2,000 Yes 0.4280 856 0.4280 2,000 132 - Biglow Canyon Wind Farm - Biglow Phase 2 Wind OR W1268 63055A Unspecified Power 0.066 15,500 15,500 Yes 0.4280 6,634 0.4280 15,500 1,023 - Tucannon River Wind Farm - Tucannon River 1 Wind WA W4482 63027A Unspecified Power 0.066 7,500 7,500 Yes 0.4280 3,210 0.4280 7,500 495 - Conrad Solar 1 Solar AB W18576 65445A Unspecified Power 0.066 13,363 13,363 Yes 0.4280 5,719 0.4280 13,363 882 - Conrad Solar 2 Solar AB W18698 65445A Unspecified Power 0.066 5,437 5,437 Yes 0.4280 2,327 0.4280 5,437 359 - Franklin Solar Solar ID W18730 63870A Unspecified Power 0.066 51,200 51,200 Yes 0.4280 21,914 0.4280 51,200 3,378 - GCPD - Priest Rapids & Wanapum Large Hydroelectric WA 3887 0.066 11,793 11,793 0.0000 - 0.0000 11,793 778 - 2025 PCL Data*
Emissions, Power Sources, Unbundled RECs Green100 Base Plan Electricity Portfolio
Name 3
Electricity Portfolio
Name 4
Electricity Portfolio
Name 5
Electricity Portfolio
Name 6
Total Loss-Adjusted Load
Retail Sales and Loss-Adjusted Load 6,582 1,622,647 0 0 0 0 1,708,801 GHG Emissions Intensity (lbs CO2e/MWh) 0 511 #DIV/0! #DIV/0! #DIV/0! #DIV/0! 529 ■ Renewables and Zero-Carbon Resources 100% 53% #DIV/0! #DIV/0! #DIV/0! #DIV/0! 51% ■ Fossil Fuels 0% 47% #DIV/0! #DIV/0! #DIV/0! #DIV/0! 49% Biomass & Biogas 0% 0% #DIV/0! #DIV/0! #DIV/0! #DIV/0! 0% Geothermal 25% 4% #DIV/0! #DIV/0! #DIV/0! #DIV/0! 4%
Eligible Hydroelectric 25% 5% #DIV/0! #DIV/0! #DIV/0! #DIV/0! 5% Solar 25% 29% #DIV/0! #DIV/0! #DIV/0! #DIV/0! 28%
Wind 25% 5% #DIV/0! #DIV/0! #DIV/0! #DIV/0! 5%
RPS Eligible Renewables - Subtotal 100% 43% #DIV/0! #DIV/0! #DIV/0! #DIV/0! 41% Large Hydroelectric 0% 3% #DIV/0! #DIV/0! #DIV/0! #DIV/0! 3% Nuclear 0% 7% #DIV/0! #DIV/0! #DIV/0! #DIV/0! 7%
Emerging Technologies 0% 0% #DIV/0! #DIV/0! #DIV/0! #DIV/0! 0% Other 0% 0% #DIV/0! #DIV/0! #DIV/0! #DIV/0! 0%
Natural Gas 0% 0% #DIV/0! #DIV/0! #DIV/0! #DIV/0! 0%
Coal & Petroleum 0% 0% #DIV/0! #DIV/0! #DIV/0! #DIV/0! 0% Unspecified Power - Total 0% 47% #DIV/0! #DIV/0! #DIV/0! #DIV/0! 49% Retail Sales Covered by Retired Unbundled RECs 0% 7% #DIV/0! #DIV/0! #DIV/0! #DIV/0! - *NOTE: The figures above are preliminary.

Staff will calculate the GHG emissions factor and fuel mix breakdown (percentage derived from renewables and zero-carbon resources or fossil fuels) of unspecified power after data from all reporting entities is submitted.

Instructions

1. In the table starting in cell A13, select the appropriate retail portfolio from the drop-down list in column A and enter the Facility Name, Fuel Type, State or Province, RPS ID, and Total Retired Unbundled RECs (in MWh) for each facility.

TOTAL ALLOCATIONS
Retail Portfolio Total Retired (in MWh)
Green100 0
Base Plan 113908
Electricity Portfolio Name 3 0
Electricity Portfolio Name 4 0
Electricity Portfolio Name 5 0
Electricity Portfolio Name 6 0

RETIRED UNBUNDLED RECS
Retail Portfolio Facility Name Fuel Type State or Province RPS ID Total Retired (in MWh) Base Plan Sierra Pacific Burney Facility - SPI Burney Onsite Load Biomass & Biogas CA 60087A 10823 Base Plan Sierra Pacific Ind. (Lincoln) - SPI Lincoln Onsite Load Biomass & Biogas CA 60088A 15089 Base Plan Sierra Pacific Ind. (Quincy) - SPI Quincy Onsite Load Biomass & Biogas CA 60089A 13737 Base Plan Sierra Pacific Sonora - SPI Sonora Onsite Load Biomass & Biogas CA 60576A 6130 Base Plan SPI Anderson 2 Onsite Load - SPI Anderson 2 Onsite Load Biomass & Biogas CA 61146A 10589 Base Plan Salome Solar Project - AZ Solar 1 Solar AZ 65148A 21000 Base Plan Blackspring Ridge 1A - Blackspring Ridge 1A Wind Project Wind AB 60987A 2096 Base Plan Blackspring Ridge 1B - Blackspring Ridge 1B Wind Project Wind AB 60988A 2317 Base Plan Carousel Wind (2023-vintage Retired) Wind CO 63340A 7000 Base Plan Arrowrock Hydroelectric (2024) Eligible HydroelectricID 61302A 13694 Base Plan MM San Diego - Miramar (2024) Biomass & Biogas CA 60481A 4810 Base Plan Silicon Valley Clean Water - CGN1 and 2 (2024) Biomass & Biogas CA 63224A 6496 Base Plan Pioneer01/JB-95626445-00 Solar CA 66181A 8
Base Plan Pioneer02/JB-95711207-00 Solar CA 66182A 14
Base Plan PIONEER-PG&E-RES-2025-001 Solar CA 66281R 95
Base Plan PIONEER-PG&E-RES-2025-002 Solar CA 66274R 4
Base Plan PIONEER-PG&E-RES-2025-003 Solar CA 66319R 1
Base Plan PIONEER-PG&E-RES-2025-004 Solar CA 66367R 4
Base Plan PIONEER-PG&E-RES-2025-005 Solar CA 66386R 1
This Secondary Losses Adjustment Calculator is used for alternative loss factors (rather than the default loss factors). The calculator adjusts a generator-based loss factor so that it calculates primary and secondary losses. Enter the generator-based loss factor in cell B7 to get the adjusted loss factor in cell B8.

Using the most recent EIA 861 data, line losses were calculated at 4.19% for in-state resources and 6.19% for imported resources. These values are based on Total Energy Supply, which includes Estimated Losses (this is a top-down calculation).

That total supply-based loss factor must be converted to a loss factor that can be applied only to the generation matched to load, rather than total supply. The Calculation of Default Loss Factors section below provides the necessary calculations.

The corresponding bottom-up loss factors that will gross up load-matched resources to determine losses are 0.0437 and 0.0660, respectively. This conversion does not increase losses, which can be demonstrated below, as [Cell B14 x Cell B18] = [Cell B22 x Cell B23].

Secondary Losses Adjustment Calculator
Generator-based loss factor 0.04
Loss factor w/secondary losses 0.0417
Calculation of Default Loss Factors
2024 EIA 861 Energy Disposition Breakdown MWh and Loss % In-state generation 214,191,383
Imports 59,469,653
Total Supply 273,661,036
Estimated Losses (in-state) 11,465,052
In-state loss % 4.19%
Out of state loss % (+.02) 6.19%
Default in-state loss factor for total supply 0.0419
In-state generation matched to load 205,217,817
Default loss factor applied to load-matched in-state resources 0.0437 Default import loss factor for total supply 0.0619
Imported generation matched to load 55,788,774
Default loss factor applied to load-matched
out-of-state resources 0.0660
2025 POWER SOURCE DISCLOSURE ANNUAL REPORT

ATTESTATION FORM
For the Year Ending December 31, 2025
Pioneer Community Energy
Name: Don Eckert
Representing (Retail Supplier): Pioneer Community Energy Signature: __________________________________________________________ Dated: June 24, 2026
Executed at: Rocklin, CA
I, Don Eckert, Executive Director, declare under penalty of perjury, that the information provided in this report is true and correct and that I, as an authorized agent of Pioneer Community Energy, have authority to submit this report on the retail supplier's behalf. I further declare that all of the electricity claimed as specified purchases as shown in this report was sold once and only once to retail customers.

Page 1 of 2 ends

Staff Report – Item 1e
To: The Governing Board
From: Eric Ponce, Information Technology Analyst
Item 1e: Adopt a Resolution Approving Updates to One Human Resources Policy and Three Information Technology Policies
Date: 9/17/2026

RECOMMENDATION
Adopt a resolution approving updates to one Human Resources (HR) policy and three Information Technology (IT) policies.

BACKGROUND
Pioneer Community Energy (“Pioneer”) maintains Board-approved policies governing the appropriate use, management, and protection of its information systems and technology resources. Periodic review of these policies helps ensure they remain current and aligned with Pioneer’s operations, technology environment, and applicable cybersecurity practices.

In December 2025, Pioneer engaged Intelligent Technical Solutions to conduct an independent assessment of the organization’s cybersecurity maturity using the National Institute of Standards and Technology Cybersecurity Framework (NIST CSF) 2.0. The assessment identified opportunities for Pioneer to strengthen its cybersecurity program, including establishing a regular review and update cycle for existing IT policies and procedures.

ANALYSIS & DISCUSSION
In response to the cybersecurity assessment and as part of establishing an annual policy review cycle, staff reviewed Pioneer’s existing Board-approved IT policies and the Mobile Device and Usage policy that had not been reviewed within the previous year. The review was conducted to bring these policies back into alignment with Pioneer’s intended annual review cadence and focused on updating outdated terminology, clarifying existing requirements, eliminating redundant or obsolete language, and ensuring continued consistency with Pioneer’s current operations and cybersecurity practices.

The proposed updates also incorporate language included in the most recently Board-approved policies from the fourth quarter of 2025 authorizing the Chief Executive Officer to make minor modifications, clarifications, or administrative updates, provided such changes do not alter a policy’s intent, scope, or underlying principles.

This provision allows for minor administrative updates to be made as needed between annual reviews while reserving substantive policy changes for Board consideration.

As part of this annual review, the following four policies were reviewed and updated:

HRP2 – Mobile Device and Usage Policy
The purpose of this policy is to establish guidelines for the appropriate use of Pioneer-issued mobile devices when conducting Pioneer business.

IT1 – Information Systems Acceptable Use Policy
The purpose of this policy is to establish acceptable use requirements for Pioneer Information Systems and to ensure those resources are used appropriately, securely, and in support of Pioneer business.

Agenda Item: 1e Agenda Date: 9/17/2026

Page 2 of 2 ends

IT3 – Email Retention Policy
The purpose of this policy is to provide Pioneer staff with the legal requirements and internal procedures for retaining email communications related to the conduct of Pioneer business.

IT4 – Workstation Security Policy
The purpose of this policy is to ensure the security of Pioneer Information Systems, workstations, and data by establishing minimum workstation security requirements for all authorized users.

STRATEGIC PLAN
This review and update of existing Board-approved policies supports the Strategic Goal of Achieving Operational Optimization.

FISCAL IMPACT
The review and update of existing Board-approved policies does not have a fiscal impact.

ATTACHMENTS
1) Resolution Approving Updates to one Human Resources and three Information Technology policies:
2) HRP2 – Mobile Device and Usage Policy (2026.1 - Redlined) 3) IT1 – Information Systems Acceptable Use Policy (2026.1 - Redlined) 4) IT3 – Email Retention Policy (2026.1 - Redlined)
5) IT4 – Workstation Security Policy (2026.1 - Redlined) 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 September 17, 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”) maintains Board-approved policies governing the appropriate use, management, and protection of its information systems and technology resources; and
WHEREAS, in December 2025, Pioneer engaged Intelligent Technical Solutions to conduct an independent assessment of the organization’s cybersecurity maturity using the National Institute of Standards and Technology Cybersecurity Framework (NIST CSF) 2.0; and WHEREAS, the assessment identified opportunities for Pioneer to strengthen its cybersecurity program, including establishing a regular review and update cycle for existing IT policies and procedures; and
WHEREAS, in response to the cybersecurity assessment and as part of establishing an annual policy review cycle, staff reviewed Pioneer’s existing Board-approved IT policies and the Mobile Device and Usage policy that had not been reviewed within the previous year; and WHEREAS, the review focused on updating outdated terminology, clarifying existing requirements, eliminating redundant or obsolete language, and ensuring continued consistency with Pioneer’s current operations and cybersecurity practices; and WHEREAS, Pioneer desires to approve the four updated policies as part of its ongoing commitment to operational optimization and cybersecurity resilience.

In the matter of:

A RESOLUTION APPROVING UPDATES TO

ONE HUMAN RESOURCES POLICY AND THREE

INFORMATION TECHNOLOGY POLICIES
Resolution 2026-__
September 17, 2026
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 the updates made to the one Human Resources policy and three Information Technology policies attached hereto as Exhibits A through D, as part of Pioneer’s annual policy review cycle.

3. This Resolution shall take effect immediately upon its adoption.

Exhibit A: HRP2 – Mobile Device and Usage Policy (2026.1) Exhibit B: IT1 – Information Systems Acceptable Use Policy (2026.1) Exhibit C: IT3 – Email Retention Policy (2026.1)
Exhibit D: IT4 – Workstation Security Policy (2026.1)
HRP2
Category: Human Resources
Page | 1 Proposed: September 17, 2026

MOBILE DEVICE AND USAGE POLICY
I. PURPOSE
The purpose of this policy is to establish guidelines for the appropriate use of Pioneer-issued mobile devices when conducting Pioneer Community Energy (“Pioneer”) business.

II. BACKGROUND
Pioneer issues mobile devices to all full-time employees. While these devices are necessary tools for conducting business, employees are expected to use them responsibly, safely, and in a manner that supports Pioneer operations.

III. SCOPE
This policy applies to all Pioneer staff who use or have access to Pioneer-issued mobile devices.

IV. POLICY
All employees will need to follow the guidelines listed below.

Pioneer-Issued Mobile Devices
• All full-time employees receive a Pioneer-issued mobile device.
• Employees should not purchase equipment on their own. All equipment must be obtained through IT staff.
• All Pioneer-issued mobile devices are the property of Pioneer.

Employees must comply with requests to make their Pioneer-issued mobile device available for any reason, including upgrades, replacement, maintenance, or inspection.
• Pioneer reserves the right to publish employees’ Pioneer-issued mobile numbers in internal directories, business communications, or other work-related materials as
necessary to support business operations.

HRP2
Category: Human Resources
Page | 2 Proposed: September 17, 2026
• Employees must promptly notify IT Support and their
supervisor if a Pioneer-issued mobile device is damaged, lost, or stolen.
• Employees who leave the organization for any reason must return their Pioneer-issued mobile device, charger, and any Pioneer-issued accessories to IT staff no later than their last day of employment, unless otherwise directed.

Public Records and Personal Device Use
Employees should use their Pioneer-issued mobile device when conducting Pioneer business. Use of personal mobile devices for Pioneer business should be limited to situations where a Pioneer-issued device is unavailable, or another legitimate business need exists.

Communications relating to the conduct of Pioneer business, including text messages, voicemails, call logs, and other records associated with mobile device communications, may constitute public records and be subject to disclosure under applicable public records laws, regardless of whether the communication occurs on a Pioneer-issued or personal device. Employees are required to preserve and provide responsive business-related communications when requested by Pioneer in connection with a public records request or other legal obligations. Employees who use a personal mobile device for Pioneer business may be required to search for and provide responsive business-related communications stored on that device.

Mobile Device Etiquette
• While at work employees are expected to exercise the same discretion in using personal mobile devices as is expected for the use of Pioneer-issued mobile devices.
• Excessive personal calls or other personal use during the workday can interfere with employee productivity and be distracting to others.

HRP2
Category: Human Resources
Page | 3 Proposed: September 17, 2026
• Limited personal use of Pioneer-issued mobile devices is permitted provided it does not interfere with work
responsibilities, incur unnecessary costs, violate Pioneer policies, or disrupt business operations.
• Mobile devices should be set to vibrate or silenced, especially during meetings. Employees are encouraged to minimize
personal communication during work time.

Mobile Device Safety
• Employees conducting Pioneer business while operating a motor vehicle must comply with all applicable laws and
prioritize safety at all times.
• Employees should not read, send, or respond to text
messages, emails, or other communications while driving. • Employees may use hands-free equipment to make or answer calls while driving where permitted by law. Hands-free
conversations should be brief and only when conditions allow the employee to safely operate the vehicle. If road conditions or communication require additional attention, the employee must safely pull over and park before continuing the
conversation or otherwise using the mobile device.
• Under no circumstances are employees allowed to place themselves or others at a safety risk to fulfill business needs.

V. ENFORCEMENT
Any staff member found to have violated this policy may be subject to disciplinary action, up to and including termination.

VI. DISTRIBUTION
This policy is to be distributed to all Pioneer staff who use or have access to Pioneer-issued mobile devices.

VII. POLICY REVISIONS
The Chief Executive Officer is authorized to make minor modifications, clarifications, or administrative updates to this policy, HRP2
Category: Human Resources
Page | 4 Proposed: September 17, 2026
provided that such changes do not alter the policy’s intent, scope, or underlying principles.

VIII. HISTORY
Version Date Description Approved By
2020.1 12/17/2020 Initial policy release Board of Directors 2026.1 09/17/2026 Annual Policy Review +
Administrative Updates
Board of Directors
IT1
Category: Information Technology
Page | 1 Proposed: September 17, 2026

INFORMATION SYSTEMS ACCEPTABLE USE POLICY
I. PURPOSE
The purpose of this policy is to establish acceptable use requirements for Pioneer Community Energy’s (“Pioneer”) Information Systems and to ensure those resources are used appropriately, securely, and in support of Pioneer business.

II. DEFINITIONS
Pioneer/Official Business - Carrying out the responsibilities and duties of the office or position held by the employee.

Employee or Staff - Those individuals who are employed for a salary or wage by Pioneer, not including members of the Board of Directors or individuals working under a contract for services unless specifically identified in said contract.

Information Systems - An integrated set of components for collecting, storing, processing, and transmitting data and providing information, knowledge, and digital products.

III. Background
Information Systems are a growing and important resource for staff, one that can provide critical competitive advantage to Pioneer in the form of information gathering, improved external communications, and increased customer responsiveness. As staff use Information Systems to connect with our customers, suppliers and other key organizations, it is important that these resources are used appropriately and in accordance with Pioneer policies to protect Pioneer’s information, systems, and other assets.

IV. Scope
This policy applies to all staff who use or have access to Pioneer Information Systems.

IT1
Category: Information Technology
Page | 2 Proposed: September 17, 2026
V. POLICY
Pioneer utilizes sophisticated computer and communications systems to assist staff in performing their job functions. These technologies support Pioneer business activities by enabling closer, more effective and timely communications among personnel within Pioneer and with customers, partners and vendors. These guidelines establish Pioneer’s expectations for staff regarding access to Information Systems and the disclosure of information through those systems.

Pioneer maintains and uses many facilities, equipment, and communication systems, such as telephones, regular mail, special delivery services, E-mail, voice mail, fax machines, computers, etc., designed to make Pioneer’s operations effective and efficient.

Pioneer’s Information Systems are provided to staff at the organizations expense to assist staff in carrying out day to day operations. Some of these systems permit staff to communicate with each other internally and with other parties externally. As with all Pioneer assets, Pioneer’s Information Systems are for official business only. Access to Pioneer’s Information Systems is provided in conjunction with official Pioneer business and individual job responsibilities. Use of Pioneer’s Information Systems is subject to these policies and guidelines and other relevant policies and procedures.

A. INFORMATION ACCESS, CONTENT, AND USE
Pioneer makes every effort to provide its staff with the best technology available to conduct Pioneer’s official business. Pioneer has installed, at substantial expense, Information Resources to conduct its official business.

This document addresses general Information Systems policies and guidelines, specific issues related to appropriate content, and staff use of Pioneer’s Information Systems. All departments and staff are required to follow these general policies and guidelines. All staff IT1
Category: Information Technology
Page | 3 Proposed: September 17, 2026
with access to Pioneer’s Information Systems are required to read, understand and comply with Pioneer policies.

Pioneer’s Information Systems are owned by Pioneer and are to be used for business purposes only in serving the interests of our customers and in the course of normal business operations.

The use of Pioneer facilities, property, equipment, or
communication systems is limited to acceptable use as defined in these policies and guidelines. Pioneer equipment and
communications systems, including all hardware and software, may only be removed from Pioneer property as required to complete job duties and with authorization from Pioneer Management.

Authorization could be in the form of a Supervisor approved telecommute schedule.

Personal equipment, including all computer hardware and software, may not be used for Pioneer’s official business without prior authorization from the Director of Finance & Administration and/or the Chief Executive Officer. Staff are not to use Pioneer’s equipment to reach personal sites unless it is for business purposes, as determined solely by Pioneer Management.

Staff shall use Pioneer’s Information Systems to conduct official business in accordance with approved policies. Official Pioneer business shall comply with standards for integrity, accountability, and legal sufficiency. Thus, official Pioneer business conducted via the Internet should meet or exceed the standards of performance for traditional methods (e.g. meetings, use of telephone).

Alternative meetings should be held only on well-known
meeting/conference call platforms that maintain the security of Pioneer Information Systems. It is the responsibility of staff to ensure these meetings are held on adequate network systems, as to avoid meeting disruption and possible miscommunication.

IT1
Category: Information Technology
Page | 4 Proposed: September 17, 2026
Staff shall base decisions to use Pioneer’s Information Systems on sound business practices. The conduct of business using Pioneer’s Information Systems is particularly compelling where costs are reduced and/or the services provided by Pioneer are improved in measurable ways. When using Pioneer’s Information Systems, staff shall promote and maintain a professional image.

Staff shall disseminate information that is current, accurate, complete. Information released via Pioneer’s Information Systems is subject to the same official policies for the release of information, such as public records requests, via other media (such as printed documents). Information accuracy is particularly important.

Staff shall protect confidential and proprietary information entrusted to Pioneer. Questions regarding confidential or proprietary information should be directed at Pioneer Management.

B. PROTECTING CONFIDENTIAL INFORMATION
Maintaining the confidentiality of sensitive information is crucial to Pioneer's success. Confidential information stored on or carried over Pioneer’s Information Systems could become the subject of accidental or intentional interception, mis-delivery, hacking or even unauthorized internal review unless staff take the necessary precautions outlined in this policy.

Pioneer has developed specific procedures to ensure the protection of confidential information. Staff should exercise care when communicating any potentially confidential information outside of Pioneer, as all electronic communication may be vulnerable to being compromised.

Some directories in Pioneer’s Information Systems contain sensitive or confidential data. Access to these directories is restricted.

Unauthorized attempts to circumvent such access restrictions are violations of this Policy and may result in disciplinary action, up to and including termination of employment, and legal action.

IT1
Category: Information Technology
Page | 5 Proposed: September 17, 2026
Staff will respect the privacy of individuals who send them messages. Staff should protect voicemail and E-mail accounts from unauthorized access. Appropriate protection procedures include ensuring proper password protection to these accounts, closing E-mail messages after reading them and deleting all messages when they are no longer needed.

Staff shall not place Pioneer material (e.g., internal
correspondence) on any publicly accessible Internet computer without prior permission.

The Internet does not guarantee privacy and confidentiality of information. Sensitive material transferred over the Internet is at risk of detection by a third-party. Staff must password protect or encrypt when transferring such material in any form.

C. COPYRIGHTED INFORMATION
Pioneer respects the intellectual property rights of other companies and individuals. Use of all copyrighted material, including literature, software, and graphics shall comply with relevant, valid license terms. Pioneer’s Information Systems may provide access to materials protected by copyright, trademark, patent and trade secret and even export laws. Staff should not assume that merely because information is available on an electronic information system such as the Internet, that it may be downloaded or further disseminated. No copyrighted material should be copied, transmitted, posted, or otherwise distributed without such compliance. If a question arises as to the propriety of downloading information, Pioneer’s management should be consulted.

Pioneer’s rights to use software are governed by applicable license agreements with software developers, vendors, and distributors.

Staff shall use software in accordance with those license agreements and applicable copyright requirements.

IT1
Category: Information Technology
Page | 6 Proposed: September 17, 2026
Staff shall not install software for personal use on Pioneer Information Systems without prior approval from Pioneer Management or IT staff. Software obtained from the Internet shall be presumed to be copyrighted unless otherwise indicated.

All Pioneer-owned or licensed software licenses, data, and media remain the property of Pioneer to the applicable licensor. Access to such resources shall be removed when an employee’s employment ends or when access is no longer required.

D. PRIVACY STATEMENT
Staff are to follow this policy in the performance of their duties. It is also intended to place staff on notice that staff should not expect Pioneer’s Information Systems and their contents, to be confidential or private. All data, including any that is stored or printed as a document, is subject to audit and review.

No staff member has a reasonable expectation of personal privacy with respect to the use of any of Pioneer’s facilities, property, equipment or communications systems. This includes anything created or received on Pioneer Information Systems even if used for business purposes and in the normal course of business operations.

Pioneer reserves the right, but not the obligation, to monitor use of Pioneer’s Information Systems including the Internet, E-mail, computer transmissions, and electronically stored information created or received by staff with Pioneer's Information Systems. All computer applications, programs, work-related information created or stored by staff on Pioneer's Information Systems, are Pioneer property.

E. MONITORING AND INSPECTING INFORMATION SYSTEMS
Pioneer’s Information Systems are provided for official business.

Pioneer’s Information Systems are owned and controlled by Pioneer IT1
Category: Information Technology
Page | 7 Proposed: September 17, 2026
and are always accessible by Pioneer for maintenance, upgrades and other business or legal purposes.

All Information Systems, including the messages and data stored on the systems, are always and will remain the property of Pioneer, subject to applicable third-party intellectual property rights such as copyrights. By continued employment and use of Pioneer systems, all staff are considered to have consented to monitoring and other access by authorized personnel. Pioneer reserves the right to inspect a staff member’s computer system for violations of Pioneer policies.

Pioneer reserves the right to access and conduct an inspection or search all directories, indices, files, databases, faxes, Pioneer computer hardware and software, voice mail, E-mail and
communication systems or deliveries sent or received to any Pioneer location, and other Information Resources no matter to whom it is addressed, with no prior notice. Pioneer may also cancel or restrict any staff’s privilege to use any or all its facilities, equipment, property, or communication systems.

If a staff member refuses to cooperate with a search or inspection for business purposes that is based on reasonable suspicion that the staff is in possession of prohibited materials, Pioneer may take that refusal into consideration in determining appropriate disciplinary action. Discipline, including termination, will be based on all available information, including the information giving rise to the inspection or search.

Access to on-line services, the Internet, blogs, social media sites, or other communications networks is prohibited for personal use unless Pioneer has provided prior express consent. As such, no Pioneer equipment, telephone lines, or on-line services may be used to view or download offensive, discriminatory or pornographic material. Employee use of these services may be monitored to include numbers called and the amount of time spent using the IT1
Category: Information Technology
Page | 8 Proposed: September 17, 2026
services. Pioneer reserves the right to inspect computer systems for viruses, offensive, discriminatory or pornographic material, personal software, etc.

Pioneer management may examine staff communications or files and such examination should be expected to occur in various circumstances, including, but not limited to:
• Ensuring that Pioneer systems are not being used to transmit discriminatory, harassing or offensive messages of any kind. • Determining the presence of illegal material or unlicensed software.
• Ensuring that communication tools are not being used for unauthorized, disruptive, or improper uses.
• Investigating allegations or indications of impropriety. • Locating, accessing and/or retrieving information in staff absence.
• Examine searches in response to Public Information Records requests.
• Responding to legal proceedings and court orders in the preservation or production of evidence.

Pioneer reserves the right to review staff use of and to inspect all material created by or stored on Pioneer
Information Systems. Pioneer reserves the right to monitor all use of Information Systems to access, review, copy, delete, or disclose messages and data derived from any use. All messages or data become property of Pioneer, subject to access, review, duplication, deletion, or disclosure by Pioneer management or by other personnel authorized by Pioneer.

Staff should be aware that billing practices, firewall
protections, and traffic flow monitoring programs often maintain detailed audit logs setting forth addresses, times, durations, etc. of communications both within and external to Pioneer. Staff should treat Pioneer’s Systems with the
expectation that communications will be available for review by authorized personnel of Pioneer at any time.

IT1
Category: Information Technology
Page | 9 Proposed: September 17, 2026
Pioneer reserves the right to access, review, duplicate, delete or disclose any communications, messages or data derived from use of Pioneer Information Systems.

F. STORING AND ARCHIVING INFORMATION
Pioneer has developed specific archival procedures to ensure the safe retention of electronic data. Most files are subject to routine back-up procedures. Copies of documents and electronic messages may be retained for long periods of time. By various archival practices employed by Pioneer, any messages or data stored, even temporarily, on Pioneer Information Systems may be copied to magnetic, cloud, or other storage without the specific knowledge of the individual creating the messages or data. Such archives are and remain Pioneer property and may be used by Pioneer for any purpose. Simply deleting messages or data from these Information Systems does not provide privacy about such messages or data.

Staff may be required to preserve their electronic data based on pending litigation and/or investigations by Pioneer and adherence to State Statutes for record retention.

G. EMPLOYEE USAGE
Each staff member has the responsibility of complying with Pioneer’s policies provided in this document. Failure to do so may result in disciplinary action, up to and including termination of employment and legal action.

The use of Information Systems is restricted to official Pioneer business. Personal use of or time spent for personal gain is strictly prohibited unless Pioneer gives prior express consent.

Inappropriate personal use includes the creation, downloading, viewing, storage, copying, or transmission of sexually explicit or sexually oriented materials, materials related to illegal gambling, illegal weapons, terrorist activities, and any other illegal activities or activities otherwise prohibited. In addition, any Internet use that IT1
Category: Information Technology
Page | 10 Proposed: September 17, 2026
could cause congestion, disruption of normal service, or general additional Pioneer expense is prohibited.

Unauthorized access or attempts to access any computer, system, network, or account are prohibited any may violate federal and state law, including the Computer Fraud and Abuse Act, 18 U.S.C. § 1030.

Sending threatening, slanderous, racially and/or sexually harassing messages is strictly prohibited. The representation of yourself as someone else, real or fictional, or a message sent anonymously is prohibited.

Staff should be aware that Pioneer’s Information Systems and the World Wide Web are not censored and contain information some users may find offensive. Pioneer cannot accept responsibility for what the staff accesses. However, if offensive material is accessed, staff shall disengage from the material immediately.

Staff shall not copy or transfer electronic files without prior permission. Almost all software is subject to Federal copyright laws.

Care should be exercised whenever accessing or copying any information that does not belong to the staff. When in doubt, consult Pioneer Management or IT staff. Unauthorized or illegal use of third-party intellectual property is prohibited. Such use includes, but is not limited to, downloading or using copyrighted or patented software, video and audio clips or documents on Pioneer Information Systems in a manner inconsistent with relevant license terms or other intellectual property rights.

Downloading a file from the Internet can infect Pioneer’s systems with malware. Staff shall not circumvent or disable standard virus prevention software and/or Information Resource security mechanisms.

IT1
Category: Information Technology
Page | 11 Proposed: September 17, 2026
Staff shall not send, post or provide access to any confidential Pioneer materials or information to anyone outside Pioneer.

Staff are required to cooperate with any investigation authorized by Pioneer Management regarding the use of Pioneer computer equipment, systems, or other Information technology resources.

Alternate Internet Service Provider connections to Pioneer’s internal network are not permitted unless prior express consent has been given by the Director of Finance & Administration and/or the Chief Executive Officer and properly protected by a firewall or other appropriate security device(s).

Pioneer has no control or responsibility for content on an external server not under the control of Pioneer. Information may be offensive and/or unsuitable for dissemination.

Staff should regularly save and/or archive any files staff wish to save.

Staff using Pioneer accounts are acting as representatives of Pioneer. As such, staff should act accordingly so as not to damage the reputation of Pioneer.

H. INFORMATION SYSTEMS AWARENESS
The proper use of Pioneer Information Systems is the responsibility of each staff member. The practices listed below are not inclusive but rather designed to remind each staff of the need to raise their Information Systems awareness.
• Protect equipment. Keep it in a secure environment and attempt to keep food and drink from electronic systems. • Know where the fire suppression equipment is located and how to use it in an emergency.
• Protect areas. Keep unauthorized people away from
equipment and data. Challenge strangers in the area.

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• Protect passwords. Never leave written passwords in an unprotected or unsecured area, and do not share passwords with anyone. Don't use names, numbers or dates that are personally identified with the staff. Change the password immediately if it has been compromised. For more
information see the Password Policy.
• Protect files. Don't allow unauthorized access to staff files and data. Never leave equipment unattended with the password activated – log off.
• Report security violations. Staff should tell their supervisor or management if staff see any unauthorized changes to staff data. Immediately report any loss of data or programs,
whether automated or hard copy.

I. ELECTRONIC MAIL (E-MAIL) AND ETIQUETTE
E-mail may be sent through each staff's computer or Pioneer mobile device. E-mail will be sent for official Pioneer business only. No personal E-mail shall be sent or received via Pioneer Internet accounts.

Pioneer staff should not attempt to transmit, or cause to be transmitted, any message in which the origination is deliberately misleading. Management reserves the right, but not the obligation, to access all E-mail files created, received or stored on Pioneer-funded systems and such files can be accessed without prior notification.

Pioneer staff are expected to maintain their E-mail accounts on a regular basis. This entails organizing emails into folders and deleting unnecessary emails from a long email chain.

E-mail requires extensive network capacity. Sending unnecessary E-mail, or not exercising constraint when sending very large files, or sending to many recipients consumes network resources that are needed for critical official Pioneer business. When Pioneer grants an IT1
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individual staff access to the network, it is the responsibility of staff to be cognizant and respectful of network resources.

E-mail users are to exercise good judgment and common sense when creating and distributing messages. E-mail is the property of Pioneer and is to be used exclusively for official Pioneer business.

No staff E-mail is considered private. Similarly, the accessing, reading or copying of E-mail not intended for a staff member’s eyes is prohibited. Staff are strictly prohibited from sending E-mail messages of a harassing, intimidating, offensive or discriminatory nature. Anonymous messages are not to be sent. Staff are prohibited from using aliases while connected to services. Pioneer retains the right to access a staff member's E-mail at any time for any reason without notice to the staff. Conduct in violation of this policy will subject staff to disciplinary procedures.

E-mail should not be considered a secure method for transmitting sensitive or confidential information unless appropriate security protections are in place. Staff should not include confidential, sensitive, or restricted information in an email unless the message and any attachments are protected using an IT-approved secure method. If sensitive information must be transmitted electronically, contact IT staff for guidance on approved secure delivery options.

State the subject of the message in the subject line.

Include a signature (an identifier that automatically appends to the E-mail message) that contains the method(s) by which others can contact staff (usually staff’s E-mail address, phone number, etc.).

Watch punctuation and spelling. It can reflect on staff’s professionalism. Use automatic spell-checking programs.

Be careful when sending replies - make sure staff is sending to a group when intent is to send to a group and to an individual when staff intent is to send to an individual. It is best to address directly IT1
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to a sender(s). Check carefully, the "To" and "From" before sending mail as it can prevent unintentional errors.

Staff should maintain a professional and respectful tone in all electronic communications. Avoid sending messages when angry or frustrated, and do not respond impulsively to communications that may appear rude or insensitive. Written communication can be easily misinterpreted, so staff should consider tone carefully before responding.

Avoid excessive use of capital letters, as this may be interpreted as shouting. Use appropriate formatting or wording for emphasis instead.

Messages should be clear, concise, and professional without appearing abrupt or discourteous. Staff are encouraged to review electronic correspondence before sending. When the tone or content may be sensitive or open to interpretation, consider asking another staff member to review the message before it is sent.

The use of Information Systems should be consistent with Pioneer's core values when communicating with both staff and external parties. Particularly, the values of honesty, integrity and mutual respect should govern staff’s use of Information Systems. When using voice mail and E-mail systems for communicating with other individuals over Information Systems, staff should consider the following principles:
• Be courteous - Refrain from saying anything electronically that you would not say to the recipient face-to-face.
• Keep messages brief - Include only one topic per message and start the main point in the first sentence.
• Proofread messages - E-mail messages drafted in haste can be difficult to follow and easy to misinterpret. Do not ignore the basics of writing in E-mail correspondence.

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• Use a descriptive subject line - When using E-mail, never leave a subject line blank. Remember to use brief but
informative message headers.
• Properly prioritize - Do not overstate the urgency of the message simply to get attention. "Urgent" designations
should be limited to messages that require immediate
response from the recipient.
• Send messages only to appropriate individuals - Send E-mail on a need-to-know basis only. Unnecessary messaging should be avoided as it decreases the effectiveness of Pioneer systems.
• Identify the message sender - No E-mail or other electronic communication may be sent which attempts to hide the
identity of the sender or represent the sender as someone else or from another organization.
• Be careful not to use "Reply all" unless you intend all other recipients to receive your response.
• Think before forwarding messages - Think of the sender's intentions before forwarding private communications.

J. SECURING INFORMATION SYSTEMS WITH PASSWORDS
Prior express consent for Information Systems access must be obtained through Pioneer Management. Staff of contractors shall only be given access to the network after written communication and approval by Pioneer Management. Once Pioneer provides prior express consent, staff shall be responsible for the security of their account password and will be held responsible for all use or misuse of his or her account. No other password or security device shall be used without approval by Pioneer Management.

Pioneer Information System’s require staff to set and change their password. Guidelines for choosing and setting passwords should be obtained from the Password Policy. Periodic password changes keep undetected intruders from continuously using the password of a user. After logging on, the computer will attribute all activity to a staff member’s user id. Therefore, never leave workstations without IT1
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logging off, even for a few minutes. Staff must lock, log off, or otherwise secure their workstation whenever it is left unattended to prevent unauthorized activity under their user account. Staff are also responsible for safeguarding sensitive or confidential information from unauthorized access or disclosure.

Staff must maintain secure passwords and never use an account assigned to another user.

Pioneer reserves the right to override the user's password and other security features when it has a need to do so. Should a time come when staff terminates, or at any other appropriate time, Pioneer will replace staff’s password with another of Pioneer’s choosing.

K. PROTECTING INFORMATION SYSTEMS FROM MALWARE
Pioneer provides malware protection software to help safeguard Information Systems. These systems are not foolproof. As such, be particularly cautious when opening any E-mail with an attachment.

Staff shall not disable or remove anti-virus software. Malware can infect executable files, disk boot sectors, documents, etc. If malware is received from a sender, that sender should be notified that the file was infected and if possible, the type of virus should be identified.

L. ENCRYPTING DATA
Only Pioneer authorized encryption tools (both software and hardware) may be used in connection with Information Systems.

Except with the prior written consent of management, all encryption tools must permit Pioneer to access and recover all encrypted information.

M. SECURING MOBILE COMPUTING DEVICES
Staff who use Pioneer mobile computing resources (laptops, handheld devices, etc.) must take adequate precautions to ensure that proprietary information contained in such devices is secure and IT1
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not available to third parties, particularly during travel. Staff are responsible for taking adequate precautions against theft of their mobile computing devices.

N. ACCEPTABLE USE
• Authorized Use. The authorized use of Pioneer systems is limited to official Pioneer business. Pioneer provides
Information Systems and communication tools to facilitate business communication and enhance productivity. Pioneer reserves the right to prohibit or restrict use of systems for any other purpose and at any time.
• Incidental Personal Use. Personal use of Pioneer systems is permitted so long as it is not excessive as determined by Pioneer, does not interfere with job performance, consume significant resources, or interfere with the activities of other staff.

O. UNACCEPTABLE USE
• Unauthorized Use. Excessive personal and other use of Information Systems inconsistent with this or any other Pioneer policy is unauthorized. Under no circumstances are Pioneer’s Information Systems to be used for personal
financial gain or to solicit others for activities unrelated to official Pioneer business, such as solicitations for personal, political, or religious causes. Installation of software without approval from management is unauthorized.
• Disruptive Use. Use that may reasonably be considered offensive or disruptive to any individual or organization, or to harmony within the workplace is prohibited. Such disruptive use includes, but is not limited to, transmission, retrieval, storage, or display of defamatory, obscene, offensive,
politically motivated, slanderous, harassing, or illegal data, or messages that disclose personal information without
authorization. Excessive or indiscriminate distribution of email, including mass messages sent without a legitimate IT1
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business purpose, may be considered disruptive and is
prohibited.
• Prohibited use. Unauthorized or illegal use of third-party intellectual property is prohibited. Such use includes, but is not limited to, downloading or using copyrighted or patented software, video and audio clips or documents on Information Systems in a manner inconsistent with relevant license terms or other intellectual property rights. When in doubt about the existence or scope of a license or about appropriate use of copyrighted, patented, or otherwise proprietary third-party data or software code, staff should contact Pioneer
Management and IT staff. Staff are expressly prohibited from using Pioneer’s Information Systems to store or access
pornography.

Only IT staff and other approved persons are authorized to install software on servers, storage, and other related Information Resources.

VI. ENFORCEMENT
Any staff member found to have violated this policy may be subject to disciplinary action, up to and including termination.

VII. DISTRIBUTION
This policy is to be distributed to all Pioneer staff who use Information Resources.

VIII. POLICY REVISIONS
The Chief Executive Officer is authorized to make minor modifications, clarifications, or administrative updates to this policy, provided that such changes do not alter the policy’s intent, scope, or underlying principles.

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IX. HISTORY
Version Date Description Approved By
2021.1 07/15/2021 Initial policy release Board of Directors 2026.1 09/17/2026 Annual Policy Review +
Administrative Updates
Board of Directors
IT3 Pl~tNEER

COMMUNITY ENEAGV
Category: Information Technology

EMAIL RETENTION POLICY
I. PURPOSE
The purpose of this policy is to provide Pioneer Community Energy ("Pioneer") staff with the legal requirements and internal procedures for retaining email communications related to the conduct of Pioneer business.

II. DEFINITIONS
Email Account - Any email account created, owned, and
maintained by Pioneer for the purpose of official business.

Pioneer/Official Business - Carrying out the responsibilities and duties of the office or position held by the employee.

Retained - Preserved in a manner that allows the email to be retrieved for legnl, operational, or business purposes.

III. BACKGROUND
Pioneer email accounts are used as a tool for communicating with current and potential vendors, customers, consultants, members of the public and other persons. California Government Code 6253.32 requires public agencies to retain electronic communications related to the conduct of the public's business for a minimum of two years.

IV. SCOPE
This policy applies to all Pioneer-issued email accounts and all Pioneer staff that use them.

V. POLICY

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2026
All Pioneer emails relating to the conduct of the public's business must be retained and preserved for a minimum period of two years.

Except as provided in the next paragraph, after two years these emails will be removed from the system.

Proposed: September 17,
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COMMUNITY ENERGY
Category: Information Technology
Emails related to long-term projects or litigation may need to be retained longer than the two-year requirement. These emails will be saved in email retention project folders created by IT staff. To create an email retention folder, staff will submit a request to IT staff. Once the email retention project folder is created, it will be the responsibility of the requesting staff member to move necessary emails to the appropriate folder. By creating separate email retention project folders, Pioneer can avoid unnecessary staff time spent locating emails.

Emails placed in an email retention folder will not be removed without the approval of the Director of Finance & Administration and/or the Chief Executive Officer.

VI. ENFORCEMENT
Any staff member found to have violated this policy may be subject to disciplinary action, up to and including termination.

VII. DISTRIBUTION
This policy is to be distributed to all Pioneer staff.

VIII. POLICY REVISIONS
The Chief Executive Officer is authorized to make minor modifications, clarifications, or administrative updates to this policy, provided that such changes do not alter the policy's intent, scope, or underlying principles.

IX. HISTORY
Version Date Description Approved By
2021.1 09/16/2021 Initial policy release Board of Directors Page I 2 Proposed: September 17,
2026
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WORKSTATION SECURITY POLICY
I. PURPOSE
The purpose of this policy is to ensure the security of Pioneer Community Energy’s (“Pioneer”) Information Systems,
workstations, and data by establishing minimum workstation security requirements for all authorized users.

II. SCOPE
This policy applies to all Pioneer staff and affiliates authorized to use Pioneer Information Systems and workstations.

III. DEFINITIONS
Information Systems - An integrated set of components for collecting, storing, processing, and transmitting data and providing information, knowledge, and digital products.

IV. POLICY
Pioneer workstations must be used and secured in a manner that protects the confidentiality, integrity, and availability of Pioneer information. Staff are responsible for following the workstation security requirements outlined in this policy.

Staff shall follow appropriate guidelines and procedures when using workstations and systems. Pioneer has implemented certain technical, physical, and administrative controls and safeguards to ensure that workstations restrict access to authorized users.

Physical access to workstations shall be restricted to only authorized personnel. Staff shall prevent unauthorized viewing of information on a screen:
• Staff shall ensure that monitors are positioned away from public view. If necessary, privacy screen filters or other physical barriers shall be used to prevent unauthorized viewing.
• Staff shall manually lock their workstation whenever it is IT4
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left unattended.
• Workstations shall have a password protected screen saver activated within a short timeout period to ensure that
workstations that were left unsecured are protected.

Prior to leaving for the day, staff shall:
• Exit running applications and close any open documents. • Ensure workstations are left on as recommended by IT
Support but logged off in order to facilitate after-hour updates.

Staff shall comply with all applicable Pioneer IT policies and procedures when accessing information resources.

Staff shall use workstations for authorized business purposes only.

Staff shall only use Pioneer-issued mass storage devices such as USB drives. These devices should be treated as sensitive information and be secured in a locked drawer. Personal removeable storage devices shall not be used.

All sensitive information stored on workstations or portable storage devices shall be encrypted. Workstations used to store sensitive information shall have encrypted hard drives.

All workstations shall be connected to an appropriate surge protector (not just a power strip) or a UPS battery backup.

Workstations shall have vendor-issued critical security updates and patches installed in a timely manner.

Workstations shall have active and updated anti-malware protection software. Staff shall not disable anti-malware protection software. See Anti-Malware Policy for more
information.

Each workstation shall have an active software firewall that protects the device from external threats. Staff shall not disable the firewall.

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V. ENFORCEMENT
Any staff member found to have violated this policy may be subject to disciplinary action, up to and including termination.

VI. DISTRIBUTION
This policy is to be distributed to all Pioneer staff.

VII. POLICY REVISIONS
The Chief Executive Officer is authorized to make minor modifications, clarifications, or administrative updates to this policy, provided that such changes do not alter the policy’s intent, scope, or underlying principles.

VIII. HISTORY
Version Date Description Approved By
2021.1 10/21/2021 Initial policy release Board of Directors 2026.1 09/17/2026 Annual Policy Review +
Administrative Updates
Board of Directors
HRP2 Pl,tNEER

COMMUNITY ENERGY
Category: Human Resources

MOBILE-DEVICE AND USAGE POLICY
I. PURPOSE
The purpose of this policy is to establish guidelines for the appropriate use of Smartphones Pioneer-issued mobile devices when conducting Pioneer Community Energy ("Pioneer") business.

Pioneer issues individual Smartphones to employees ·11ho are required to be in close contact •11ith the agency at all times.

Employees not receiving an "agency phone" may be reimbursed for business calls made from personal Smartphones. VVhile
Smartphones are a necessary tool for doing business, we require that our employees follow the guidelines listed in this policy in order for Pioneer to provide the most cost effective program.

II. BACKGROUND
PionP.P.r issuP.s mobile devices to r1II full-tLme emQlm!,ees, Wbi!e these devices are necessary tools for conducting business, employees are expected to use them responsibly, safely, and in a manner that supports Pioneer operations.

III. SCOPE
This policy applies to all Pioneer staff who use or have access to Pioneer-issued mobile devices.
ff.IV. GENERAL STATEMENTPOLICY

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Employees may be eligible for agency paid Smartphones, or reimbursement for business calls from their personal Smartphones.

To obtain an agency paid Smartphone the employee must receive approval from the Executive Director or Chief Operating Officer.

Employees should not purchase equipment on their
own.unavailable, Inclusion in the program is based on the role or function of the employee. All employees will need to follow the guidelines listed below.

HRP2 PIG,NEEA

COMMUNITY ENERGY
Category: Human Resources
HI. GUIDELINES
AGENCY Pioneer-Issued Mobile DevicesPROVIDED

SMARTPHONES
All full-time employees receive a Pioneer-issued mobile device.Where job or business needs demand immediate access to an employee whom otherwise ·1rould be difficult to reach, or demand the employee to have immediate access to customers, Pioneer may issue and direct pay the monthly service cost of the Smartphone .

Page I 2
•
• Employees should not purchase equipment on their own. All equipment must be obtained through IT staff.
- All Agency Pioneer-issued mobile devices provided
Smartphones are the property of Pioneer. Employees must comply with Agency requests to make their Pioneer-issued Agency issuedmobile device Smartphone available for any reason, including upgrades, replacement, maintenance, or inspection.
_• _All equipment must be obtained through the Management Analyst. Failure to follow this policy ·1rill result in exclusion from the program.
• Pioneer reserves the right to publish the Smartphone
employees' Pioneer-issued mobile numbers in internal
directories, business communications, or other work-related materials as necessary to support business
operations.numbers in order to make the employee more
accessible for business needs.
• Employees must promptly notify IT Support and their
supervisor if a Pioneer-issued mobile device is damaged, lost, or stolen.
_• _ Employees who leave the Agency organization for any reason must return their Agency issuedPioneer-issued mobile device, charger, and any Pioneer-issued accessories Smartphone to HRP2 PIG,NEER

COMMUNITY ENERGY
Category: Human Resources
the Management AnalystIT Support no later than their last day of employment, unless otherwise directed.-;-
Public Records and Personal Device Use
Employees should use their Pioneer-issued mobile device when conducting Pioneer business. Use of personal mobile devices for Pioneer business should be limited to situations where a Pioneer-issued device is unavailable or another legitimate business need exists.
• Communications relating to the conduct of Pioneer business, including text messages, voicemails, call logs, and other records associated with mobile-device communications, may constitute public records and be subject to disclosure under applicable public records laws, regardless of whether the communication occurs on a Pioneer-issued or personal device. Employees are required to preserve and provide responsive business-related communications whP.n rP.glJP.StP.ci by PionP.P.r in r.onnP.r.tion with n public reco[ds request or other legal obligations. Employees who use a personal mobile device for Pioneer business may be required to search for and provide responsive business-related communications stored on that device.

Any negligent damage •11ill be the employee's responsibility to repair or replace. ,OiCsENC¥ REIMRURSED SMARTPMONES
• In cases where an employee's regular job does not require them to be in close contact with the agency at all times but the employee on occasion uses his or her personal cell phone for business purposes, such calls shall be reimbursed.
• Pioneer does not reimburse for text messaging, unless there is a specific need or an emergency situation. Smartphone users are expected to use email or voice to communicate instead of te cting . • All employees on the reimbursement program must submit an expense report with the smartphone bill attached each month for the month the bill is due. Any bill submitted more than one month late will not be reimbursed . The maximum monthly limit for reimbursement will be $50.00.

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HRP2 PIC,NEER

COMMUNITY ENERGY
Category: Human Resources
Mobile Device Etiquette
Pl.- SMARTPHONE ETIQUETTE
• While at work employees are expected to exercise the same discretion in using personal smartphones mobile devices as is expected for the use of Agency Pioneer-issued mobile
device:;phones.
_• _ Excessive personal calls or other personal use during the workday can interfere with employee productivity and be distracting to others.
• Limited personal use of Pioneer-issued mobile devices is permitted provided it does not interfere with work
responsibilities, incur unnecessary costs, violate Pioneer policies, or disrupt business operations.
• Phones Mobile devices should be set toe-R vibrate or
silenced,_ or turned off, especially during meetings.

Employees are encouraged to minimize personal
communication during work time.the number of personal calls during ·1,ork time.

SMARTPHONE SAFETY
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Y. Mobile Device Safety
_• _ Employees conducting Pioneer business while operating a motor vehicle must comply with all applicable laws and
prioritize safety at all times.
• Employees should not read, send, or respond to text
messages, emails, or other communications while driving. _• _ Employees may use hands-free equipment to make or answer calls while driving where permitted by law. Hands-free
conversations should be brief and only when conditions allow the employee to safely operate the vehicle. If road conditions or communication require additional attention, the employee must safely pull over and park before continuing the
conversation or otherwise using the mobile device.
• Under no circumstances are employees allowed to place themselves or others at a safety risk to fulfill business needs.

HRP2 PIG~NEER

COMMUNITY ENERGY
Category: Human Resources
V. ENFORCEMENT
Any staff member found to have violated this policy may be subject to disciplinary action, up to and including termination.

VI. DISTRIBUTION
This policy is to be distributed to all Pioneer staff who use or have access to Pioneer-issued mobile devices.!.

VII. POLICY REVISIONS
The Chief Executive Officer is authorized to make minor modifications, clarifications, or administrative updates to this policy, provided that such changes do not alter the policy's intent, scope, or underlying principles.

VIII. HISTORY
Version Date Descri12tion A1212roved By
2020.1 12/17/2020 Initial 12olicy release Board of Directors 2026.1 09/17/2026 Annual Policy Review +
Administrative U12dates
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INFORMATION SYSTEMS ACCEPTABLE USE POLICY
I. PURPOSE
The purpose of this policy is to establish acceptable use requirements for Pioneer Community Energy's (" Pioneer") Information Systems and to ensure those resources are used appropriately, securely, and in support of Pioneer business.=R,-i-s policy provides useful tips and techniques to promote effective use of Pioneer Community Energy's (Pioneer) (agency) Information Systems. It applies to all agency systems located on or accessed from Pioneer property and systems provided by Pioneer for use in agency business.

II. DEFINITIONS
"AgeneyOfficial Business_:_!.' shall mean c Carrying out the responsibilities and duties of the office or position held by the employeearrying out the responsibilities and duties of the office or position held by the employee.
~Employee!! or ~staff!! - Tshall mean t hose individuals who are employed for a salary or wage by Pioneer, not including members of the Board of Directors or individuals working under a contract for services unless specifically identified in said contract. ~Information Systems_:_!! shall mean a Aa-n integrated set of components for collecting, storing, ---a-A-€1-processing, and transmitting data and .fe.f-providing information, knowledge, and digital products.n integrated set of components for collecting, storing, and processing data and for providing information, kno·Nledge, and digital products.

III. Background
Information Ssystems are a growing and important resource for staff, one that can provide critical competitive advantage to Pioneer Page I 1 Proposed: June 17, 2021
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in the form of information gathering, improved external communications, and increased customer responsiveness. -As~ more and more of our staff use Information Systems to connect with our customers, suppliers and other key organizations, it is important that s-ra#-these resources are used appropriately and in accordance with Pioneer policies to protect Pioneer's information, systems, and other assets.understand and agree on the appropriate procedures to protect Pioneer's assets.

IV. Scope
This policy applies to all staff that have access to Pioneer's Information Resourceswho use or have access to Pioneer
Information Systems.

V. POLICY
Page I 2
Pioneer utilizes sophisticated computer and communications systems to assist staff in performing their job functions. -These technologies support Pioneer business activities by enabling closer, more effective and timely communications among personnel within Pioneer and with customers, partners and vendors. These guidelines establish Pioneer's expectations for staff regarding access to Information Systems and the disclosure of information through those systems. These guidelines advise all users regarding the access to and the disclosure of Information Systems. These guidelines establish Pioneer's expectations for all staff concerning the disclosure of information via agency Information Systems.

Pioneer maintains and uses many facilities, equipment, and communication systems, such as telephones, regular mail, special delivery services, E-mail, voice mail, fax machines, computers, etc., designed to make Pioneer's operations effective and efficient.

Pioneer's Information Systems are provided to staff at agency expense to assist staff in carrying out day to day operations. -Some Proposed: June 17, 2021
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of these systems permit staff to communicate with each other internally and with other parties externally. -As with all agency assets, Pioneer's Information Systems are for official agency business only. -Access to Pioneer's Information Systems is provided in conjunction with official agency business and individual job responsibilities. -Use of Pioneer's Information Systems is subject to these policies and guidelines and other relevant policies and procedures.

A. INFORMATION ACCESS, CONTENT, AND USE
Pioneer makes every effort to provide its staff with the best technology available to conduct Pioneer's official business. -Pioneer has installed, at substantial expense, Information Resources to conduct its official business.

This document addresses general Information Systems policies and guidelines, specific issues related to appropriate content, and staff use of Pioneer's Information Systems. -All departments and staff are required to follow these general policies and guidelines. -All staff with access to Pioneer's Information Systems are required to read, understand and comply with agency Pioneer policies.

Pioneer's Information Systems are owned by Pioneer and are to be used for business purposes only in serving the interests of our customers and in the course of normal business operations.

The use of agency Pioneer facilities, property, equipment, or communication systems is limited to Acceptable Use as defined in these policies and guidelines. - Agency equipment and
communications systems, including all hardware and software, may only be removed from Pioneer property as required to complete job duties and with authorization from Pioneer Management.

Authorization could be in the form of a Supervisor approved telecommute schedule.

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Personal equipment, including all computer hardware and software, may not be used for Pioneer's official business without prior authorization from the Director of Finance & Administration and/or the Chief Executive Officer. Executive Director consent. Staff are not to use Pioneer's equipment to reach personal sites unless it is for business purposes, as determined solely by Pioneer
Mm-anagement.

Staff shall use Pioneer's Information Systems to conduct official business in accordance with approved policies.Pioneer encourages the use of Pioneer's Information Systems for business when such business can be accomplished consistent ·with approved policies.

When using Information Systems, staff shall conduct official Pioneer business consistent with the approved policies._-Official agency Pioneer business shall comply with standards for integrity, accountability, and legal sufficiency. -Thus, official agency Pioneer business conducted via the Internet should meet or exceed the slandar ds or per rorrnance for traditional methods (e.g. meetings, use of telephone). Alternative meetings should be held only on well-known meeting/conference call platforms that maintain the security of Pioneer Information Systems. It is the responsibility of staff to ensure these meetings are held on adequate network systems, as to avoid meeting disruption and possible
miscommunication.

Staff shall base decisions to use Pioneer's Information Systems on sound business practices. -The conduct of business using Pioneer's Information Systems is particularly compelling where costs are reduced and/or the services provided by Pioneer are improved in measurable ways. -When using Pioneer's Information Systems, staff shall promote and maintain a professional image.

Staff shall disseminate information that is current, accurate, complete, and consistent with Pioneer's 12 olicy . -Information released via Pioneer's Information Systems is subject to the same official agency policies for the release of information, such as public Proposed: June 17, 2021
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records requests, via other media (such as printed documents).

Information accuracy is particularly important.

Staff shall protect confidential and proprietary information entrusted to Pioneer. -Questions regarding confidential or proprietary information should be directed mat Pioneer_!s Mmanagement_,_ or his/her designee.

8. PROTECTING CONFIDENTIAL INFORMATION
Maintaining the confidentiality of sensitive information is crucial to Pioneer's success. -Confidential information stored on or carried over Pioneer's Information Systems could become the subject of accidental or intentional interception, mis-delivery, hacking or even unauthorized internal review unless staff take the necessary precautions outlined in this policy.

Pioneer has developed specific procedures to ensure the protection CJf confitJentidl infon11dtio11. Sldff sl1oultl exer dse care when communicating any potentially confidential information outside of Pioneer, as all electronic communication may be vulnerable to being compromised.

Some directories in Pioneer's Information Systems contain sensitive or confidential data. -Access to these directories is restricted.

Unauthorized attempts to circumvent such access restrictions are violations of this Policy and may result in disciplinary action, up to and including termination of employment, and legal action.

Staff will respect the privacy of individuals who send them messages. -Staff should protect voice mail,mail and E-mail accounts from unauthorized access. -Appropriate protection procedures include ensuring proper password protection to these accounts, closing E-mail messages after reading them and deleting all messages when they are no longer needed.

Proposed: June 17, 2021
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Staff shall not place Pioneer material (e.g., internal
correspondence) on any publicly accessible Internet computer without prior permission.

The Internet does not guarantee the privacyprivacy and
confidentiality of information. -Sensitive material transferred over the Internet is at risk of detection by a third-party. -Staff must password protect or encrypt when transferring such material in any form.

C. COPYRIGHTED INFORMATION
Pioneer respects the intellectual property rights of other companies and individuals. -Use of all copyrighted material, including literature, software, and graphics shall comply with relevant, valid license terms. Pioneer's Information Systems may provide access to materials protected by copyright, trademark, patent and trade secret and even export laws. -Staff should not assume that merely because information is available on an electronic information system such as the Internet, that it may be downloaded or further disseminated. -No copyrighted material should be copied, transmitted, posted, or otherwise distributed without such compliance. -If a question arises as to the propriety of downloading information, Pioneer's management should be consulted.

Pioneer's rights to use software are governed by applicable license agreements with software developers, vendors, and distributors.

Staff shall use software in accordance with those license agreements and applicable copyright requirements.
licenses to use soft1Nare is carefully set forth in legal agreements that Pioneer has with the developers and distributors of the software. Staff's use of software must folio·~· those agreements. If Pioneer gives staff the opportunity to use certain software, copying of that software is strictly prohibited. Loading of software of a personal interest is prohibited unless staff are given prior express Proposed: June 17, 2021
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consent by Pioneer management. Staff shall not install software for personal use on Pioneer Information Systems without prior approval from Pioneer Management or IT staff. All Pioneer 0·1med software, licenses, data and media 'iYill remain with Pioneer and access removed for terminated employees. Software obtained from the Internet shall be presumed to be copyrighted unless otherwise indicated.

All Pioneer-owned or licensed software licenses, data, and media remain the property of Pioneer to the applicable licensor. Access to such resources shall be removed when an employee's employment ends or when access is no longer required.

Unless othenvise noted, all software on the Internet should be considered copyrighted work. Therefore, staff members are prohibited from downloading softvwre and/or modifying any such files without permission from the copyright holder and Pioneer's IT department.

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D. PRIVACY STATEMENT
Staff are to follow this policy in the performance of their duties. It is also intended to place staff on notice that staff should not expect Pioneer's Information Systems and their contents, to be confidential or private. -All data, including any that is stored or printed as a document, is subject to audit and review.

No staff member has a reasonable expectation of personal privacy with respect to the use of any of Pioneer's facilities, property, equipment or communications systems. -This includes anything created or received on Pioneer Information Systems even if used for business purposes and in the normal course of business operations.

Pioneer reserves the right, but not the obligation, to monitor use of Pioneer's Information Systems including the Internet, E-mail, computer transmissions, and electronically stored information Proposed: June 17, 2021
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created or received by staff with Pioneer's Information Systems. -All computer applications, programs, work-related information created or stored by staff on Pioneer's Information Systems, are Pioneer property.

E. MONITORING AND INSPECTING INFORMATION SYSTEMS
Pioneer's Information Systems are provided for official business.

Pioneer's Information Systems are owned and controlled by Pioneer and are always accessible by Pioneer for maintenance, upgrades and other business or legal purposes.

All Information Systems, including the messages and data stored on the systems, are always and will remain the property of Pioneer, subject to applicable third-party intellectual property rights such as copyrights. -By continued employment and use of Pioneer systems, all staff are considered to have consented to monitoring and other access by authorized agency personnel. -Pioneer reserves the right to inspect d stdff me111ue1 's c:ornpuler system for violations of Pioneer policies.

Pioneer reserves the right to access and conduct an inspection or search all directories, indices, files, databases, faxes, Pioneer computer hardware and software, voice mail, E-mail and
communication systems or deliveries sent or received to any agency location, and other Information Resources no matter to whom it is addressed, with no prior notice. -Pioneer may also cancel or restrict any staff's privilege to use any or all its facilities, equipment, property, or communication systems.

If a staff member refuses to cooperate with a search or inspection for business purposes that is based on reasonable suspicion that the staff is in possession of prohibited materials, Pioneer may take that refusal into consideration in determining appropriate disciplinary action. -Discipline, including termination, will be based on all available information, including the information giving rise to the inspection or search.

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Access to on-line services, the Internet, biogs, social media sites, or other communications networks is prohibited for personal use unless Pioneer has provided prior express consent. - As such, no agency equipment, telephone lines, or on-line services may be used to view or download offensive, discriminatory or pornographic material. - Employee use of these services may be monitored to include numbers called and the amount of time spent using the services. - Pioneer reserves the right to inspect computer systems for viruses, offensive, discriminatory or pornographic material, personal software, etc.

Pioneer management may examine staff communications or files and such examination should be expected to occur in various circumstances, including, but not limited to:
• Ensuring that Pioneer systems are not being used to transmit dlstrlrnlnatory, harassing or offensive messages of ,my kinu. • Determining the presence of illegal material or unlicensed software.
• Ensuring that communication tools are not being used for unauthorized, disruptive, or improper uses.
• Investigating allegations or indications of impropriety. • Locating, accessing and/or retrieving information in staff absence.
• Examine searches in response to Public Information Records requests.
• Responding to legal proceedings and court orders in the preservation or production of evidence.
- Pioneer reserves the right to review staff use of and to inspect all material created by or stored on Pioneer
Information Systems. -Pioneer reserves the right to monitor all use of Information Systems to access, review, copy, delete, or disclose messages and data derived from any use.

All messages or data become property of Pioneer, subject to access, review, duplication, deletion, or disclosure by Pioneer Proposed: June 17, 2021
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management or by other personnel authorized by Pioneer.

Staff should be aware that billing practices, firewall
protections, and traffic flow monitoring programs often maintain detailed audit logs setting forth addresses, times, durations, etc. of communications both within and external to Pioneer._- Staff should treat Pioneer's Systems with the expectation that communications will be available for review by authorized personnel of Pioneer at any time.

Pioneer reserves the right to access, review, duplicate, delete or disclose any communications, messages or data derived from use of Pioneer Information Systems.
f. STORING AND ARCHIVING INFORMATION
Pioneer has developed specific archival procedures to ensure the safe retention of electronic data. -Most files are subject to routine bat:k-up procedures. -Copies of u0<.:ume11Ls dill! eleclr unic rnessages may be retained for long periods of time. -By various archival practices employed by Pioneer, any messages or data stored, even temporarily, on Pioneer Information Systems may be copied to magnetic, cloud, or other storage without the specific knowledge of the individual creating the messages or data. -Such archives are and remain agency property and may be used by Pioneer for any purpose. -Simply deleting messages or data from these Information Systems does not provide privacy about such messages or data.

Staff may be required to preserve their electronic data based on pending litigation and/or investigations by Pioneer and adherence to State Statutes for record retention. Refer to the Data Retention Pelie't" for more information on storing and archiving information.

G. EMPLOYEE USAGE
Each staff member has the responsibility of complying with Pioneer's policies provided in this document. -Failure to do so may result in disciplinary action, up to and including termination of employment and legal action.

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The use of Information Systems is restricted to official agency business. -Personal use of or time spent for personal gain is strictly prohibited unless Pioneer gives prior express consent.

Inappropriate personal use includes the creation, downloading, viewing, storage, copying, or transmission of sexually explicit or sexually oriented materials, materials related to illegal gambling, il legal weapons, terrorist activities, and any other illegal activities or activities otherwise prohibited. -In addition, any Internet use that could cause congestion, disruption of normal service, or general additional agency expense is prohibited.

Unauthorized access or attempts to access any computer, system, network, or account are prohibited any may violate federal and state law, including the Computer Fraud and Abuse Act, 18 U.S.C. § 1030.Hacl<ing or unauthorized attempts or entry into any other computer is forbidden. Such an action is a violation of the Federal Electronic Communications Privacy Act (ECPA) ~ 8 U.S.C. § ?Sl 0.

Sending threatening, slanderous, racially and/or sexually harassing messages is strictly prohibited. -The representation of yourself as someone else, real or fictional, or a message sent anonymously is prohibited.

Staff should be aware that Pioneer's Information Systems and the World Wide Web are not censored and contain information some users may find offensive. £-Pioneer cannot accept responsibility for what the staff accesses. -However, if offensive material is accessed, staff shall disengage from the material immediately.

Staff shall not copy or transfer electronic files without prior permission. -Almost all software is subject to Federal copyright laws. Care should be exercised whenever accessing or copying any information that does not belong to the staff. -When in doubt, consult Pioneer management or IT staff. -Unauthorized or illegal use of third-party intellectual property is prohibited. -Such use includes, Proposed: June 17, 2021
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but is not limited to, downloading or using copyrighted or patented software, video and audio clips or documents on Pioneer Information Systems in a manner inconsistent with relevant license terms or other intellectual property rights.

Downloading a file from the Internet can infect Pioneer's systems with malware. -Staff shall not circumvent or disable standard virus prevention software and/or Information Resource security mechanisms.

Staff shall not sendL post or provide access to any confidential Company Pioneer materials or information to anyone outside Pioneer.

Staff are requiredobligated to cooperate with any investigation authorized by Pioneer Management regarding the use of Pioneer computer equipment, systems, or other Information technology resources.regarding· the 1::1,e ef ~,aff eeffl~utel" equipment and which Pioneer management has authorized.

Alternate Internet Service Provider connections to Pioneer's internal network are not permitted unless prior express consent has been given by the Director of Finance & Administration and/or the Chief Executive OfficerExecutive Director or the IT department and properly protected by a firewall or other appropriate security device(s).

Pioneer has no control or responsibility for content on an external server not under the control of Pioneer. -Information may be offensive and/or unsuitable for dissemination.

Staff should regularly save and/or archive any files staff wish to save.

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Staff using Company Pioneer accounts are acting as representatives of Pioneer. -As such, staff should act accordingly so as not to damage the reputation of Pioneer.

H. INFORMATION SYSTEMS AWARENESS
The proper use of Pioneer Information Systems is the responsibility of each staff member. -The practices listed below are not inclusive, etf-t:inclusive but rather designed to remind each staff of the need to raise their Information Systems awareness.
_• _ Protect equipment.- Keep it in a secure environment and attempt to keep food and drink from electronic systems. • Know where the fire suppression equipment is located and how to use it in an emergency.
• Protect areas. -Keep unauthorized people away from
equipment and data. -Challenge strangers in the area.
• Protect passwords. -Never leave written passwords in an unprotected or unsecured area, and do not 'Nrite it down or givcoharc paoswords with -~t -anyone.- Don't use namesf numbers or dates that are personally identified with the staff.

Change the password immediately if it has been
compromised. -For more information see the Password
Policy.
• Protect files. -Don't allow unauthorized access to staff files and data. -Never leave equipment unattended with the
password activated - log off.
• Report security violations. S-5taff should tell their supervisor or management if staff see any unauthorized changes to staff data. -Immediately report any loss of data or programs, whether automated or hard copy.

I. ELECTRONIC MAIL {E-MAIL) AND ETIQUETTE
E-mail may be sent through each staff's computer. -E-mail will be sent for official agency Pioneer business only. -No personal E-mail shall be sent or received via Pioneer Internet accounts.

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Pioneer staff should not attempt to transmit, or cause to be transmitted, any message in which the origination is deliberately misleading. -Management reserves the right, but not the obligation, to access all E-mail files created, received or stored on agencyPioneer-funded systems and such files can be accessed without prior notification.

Pioneer staff are expected to maintain their E-mail accounts on a regular basis. -This entails organizing emails into folders and deleting unnecessary emails from a long email chain.

E-mail requires extensive network capacity. -Sending unnecessary E-mail, or not exercising constraint when sending very large files, or sending to many recipients consumes network resources that are needed for critical official agency business. -When Pioneer grants an individual staff access to the network, it is the responsibility of staff to be cognizant and respectful of network resources.

E-mail users are to exercise good judgment and common sense when creating and distributing messages. -E-mail is the property of Pioneer and is to be used exclusively for official agency Pioneer business. No staff E-mail is considered private. - Similarly, the accessing, reading or copying of E-mail not intended for a staff member's eyes is prohibited. -Sstaff are strictly prohibited from sending E-mail messages of a harassing, intimidating, offensive or discriminatory nature. - Anonymous messages are not to be sent.

Staff are prohibited from using aliases while connected to services.

Pioneer retains the right to access a staff member's E-mail at any time for any reason without notice to the staff. - Conduct in violation of this policy will subject staff to disciplinary procedures.

E-mail should not be considered a secure method for transmitting sensitive or confidential information unless appropriate security protections are in place. Staff should not include confidential, sensitive, or restricted information in an email unless the message and any attachments are protected using an IT-approved secure Proposed: Jlc:lne 17, 2021
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method. If sensitive information must be transmitted electronically, contact IT staff for guidance on approved secure delivery options. mail on the internet is not secure. Never include in an E mail message anything private and confidential. E mail is sent unencrypted and is easily read. If anything, but non confidential information is required to be sent in an E mail, consult the IT department for alternatives.

State the subject of the message in the subject line.

Include a signature (an identifier that automatically appends to the E-mail message) that contains the method(s) by which others can contact staff (usually staff's E-mail address, phone number, faxes number, etc.).

Watch punctuation and spelling. -It can reflect on staff's professionalism. -Use automatic spell-checking programs.

Be careful when sending replies - make sure staff is sending to a group when intent is to send to a group and to an individual when staff intent is to send to an individual. -It is best to address directly to a sender(s). -Check carefully, the "To" and "From" before sending mail as it -;----J-t---can prevent unintentional errors.

Staff should maintain a professional and respectful tone in all electronic communications . Avoid sending messages when angry or frustrated, and do not respond impulsively to communications that may appear rude or insensitive. Written communication can be easily misinterpreted, so staff should consider tone carefully before responding.

Avoid excessive use of capital letters, as this may be interpreted as shouting. Use appropriate formatting or wording for emphasis instead.

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Messages should be clear, concise, and professional without appearing abrupt or discourteous. Staff are encouraged to review electronic correspondence before sending. When the tone or content may be sensitive or open to interpretation, consider asking another staff member to review the message before it is sent.

Never send angry messages. If staff receives and email that seems rude or insensitive, do not overreact, but instead remain professional in all communication. Remember that not everyone is polite. DO NOT SEND HESSAGES ALL IN CAPITALS. It looks like shouting. Use initial capitals or some other symbol for emphasis. For example: That IS •what I meant.

That *is* what I meant.

Please keep messages to the point without appearing terse or rude. It is good practice to re read electronic correspondence before sending. Remember, it can be difficult to interpret tone through written communication and may require another staff members review.

The use of Information Systems should be consistent with Pioneer's core values when communicating with both staff and external parties. -Particularly, the values of honesty, integrity and mutual respect should govern staff's use of Information Systems. -When using voice mail and E-mail systems for communicating with other individuals over Information Systems, staff should consider the following principles:
• Be courteous - Refrain from saying anything electronically that you would not say to the recipient face-to-face.
• Keep messages brief - Include only one topic per message and start the main point in the first sentence.
• Proofread messages - E-mail messages drafted in haste can be difficult to follow and easy to misinterpret. Do not ignore the basics of writing in E-mail correspondence.
• Use a descriptive subject line - When using E-mail, never leave a subject line blank. Remember to use brief but
informative message headers.
• Properly prioritize - Do not overstate the urgency of the message simply to get attention. "Urgent" designations
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should be limited to messages that require immediate
response from the recipient.
• Send messages only to appropriate individuals - Send E-mail on a need-to-know basis only. Unnecessary messaging should be avoided as it decreases the effectiveness of Pioneer systems.
• Identify the message sender - No E-mail or other electronic communication may be sent which attempts to hide the
identity of the sender or represent the sender as someone else or from another organization.
• Be careful not to use "Reply all" unless you intend all other recipients to receive your response.
• Think before forwarding messages - Think of the sender's intentions before forwarding private communications.

J. SECURING INFORMATION SYSTEMS WITH PASSWORDS
Prior express consent for Information Systems access must be obtained through Pioneer Mmanugement. Staff of contractors shall only be given access to the network after written communication and approval by Pioneer Mmanagement. -Once Pioneer provides prior express consent, staff shall be responsible for the security of their account password and will be held responsible for all use or misuse of his or her account. -No other password or security device shall be used without approval by Pioneer Mmanagement.

Pioneer Information System's require staff to set and change their password. -Guidelines for choosing and setting passwords should be obtained from the Password Policy. -Periodic password changes keep undetected intruders from continuously using the password of a user. -After logging on, the computer will attribute all activity to a staff member's user id. Therefore, never leave workstations without logging offJ._-even for a few minutes. Always log off or otherwise inactivate the workstation so no one could perform any activity under staff's user id when away from the area. staff should safeguard sensitive information from disclosure to others.Staff must lock, log off, or otherwise secure their workstation whenever it is Proposed: June 17, 2021
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left unattended to prevent unauthorized activity under their user account. Staff are also responsible for safeguarding sensitive or confidential information from unauthorized access or disclosure.

Staff must maintain secure passwords and never use an account assigned to another user.

Pioneer reserves the right to override the user's password and other security features when it has a need to do so. -Should a time come when staff terminates, or at any other appropriate time, Pioneer will replace staff's password with another of Pioneer's choosing.

K. PROTECTING INFORMATION SYSTEMS FROM MALWARE
Pioneer provides malware protection software to help safeguard Information Systems. -These systems are not foolproof. -As such, be particularly cautious when opening any E-mail with an attachment.

Staff shall not disable or remove anti-virus software. -Malware can infect executable files, disk boot sectors, documents, etc. -If malware is received from a sender, that sender should be notified that the file was infected and if possible, the type of virus should be identified.

L. ENCRYPTING DATA
Only Pioneer authorized encryption tools (both software and hardware) may be used in connection with Information Systems.

Except with the prior written consent of management, all encryption tools must permit Pioneer to access and recover all encrypted information .

M. SECURING MOBILE COMPUTING DEVICES
Staff who use agency mobile computing resources (laptops, handheld devices, etc.) must take adequate precautions to ensure that proprietary information contained in such devices is secure and not available to third parties, particularly during travel. -Staff are Proposed: June 17, 2021
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responsible for taking adequate precautions against theft of their mobile computing devices.

N. ACCEPTABLE USE
• Authorized Use.- The authorized use of Pioneer systems is limited to official Pioneeragency business. -Pioneer provides Information Systems and communication tools to facilitate business communication and enhance productivity. Pioneer reserves the right to prohibit or restrict use of agency systems for any other purpose and at any time.
- Incidental Personal Use.- Personal use of Pioneer systems is permitted so long as it is not excessive as determined by Pioneer, does not interfere with job performance, consume significant resources, or interfere with the activities of other staff .
•

0. UNACCEPTABLE USE
• Unauthorized Use. -Excessive personal and other use of Information Systems inconsistent with this or any other Pioneer policy is unauthorized. Under no circumstances are Pioneer's Information Systems to be used for personal
financial gain or to solicit others for activities unrelated to official agency business, such as solicitations for personal, political, or religious causes. Installation of software without approval from management is unauthorized.
• Disruptive Use. U---8-se that may reasonably be considered offensive or disruptive to any individual or organization, or to harmony within the workplace is prohibited. Such disruptive use includes, but is not limited to, transmission, retrieval, storage, or display of defamatory, obscene, offensive,
politically motivated, slanderous, harassing, or illegal data, or messages that disclose personal information without
authorization. -Excessive or indiscriminate distribution of email, including mass messages sent without a legitimate business purpose, may be considered disruptive and is
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prohibited.Grossly indiscriminate or "broad band" distribution of E mail ·11ould clearly constitute a disruptive use.
• Prohibited use.- Unauthorized or illegal use of third-party intellectual property is prohibited. Such use includes, but is not limited to, downloading or using copyrighted or patented software, video and audio clips or documents on Information Systems in a manner inconsistent with relevant license terms or other intellectual property rights. -When in doubt about the existence or scope of a license or about appropriate use of copyrighted, patented, or otherwise proprietary third-party data or software code, staff should contact Pioneer
Mmanagement and IT staff. Staff are expressly prohibited from using Pioneer's Information Systems to store or access pornography.

Only tAe-IT Department staff and other approved persons are authorized to install software on servers, storage, and other related Informati.on RPSOllrCP.S.

VI. ENFORCEMENT
Any staff member found to have violated this policy may be subject to disciplinary action, up to and including termination.

VII. DISTRIBUTION
This policy is to be distributed to all Pioneer staff who use Information Resources.

VIII. POLICY REVISIONS
The Chief Executive Officer is authorized to make minor modifications, clarifications, or administrative updates to this policy, provided that such changes do not alter the policy's intent, scope, or underlying principles.

IX. HISTORY
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Version Date DescriQtion AQQroved By
2021.1 07/15/2021 Initial QOlicy release Board of Directors 2026.1 09/17/2026 Annual Policy Review +
Administrative UQdates
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Email Retet1tiet1EMAIL RETENTION POLICY
I. PURPOSE
The purpose of this policy is to provide Pioneer Community Energy C.Pioneer_:) staff with the legal requirements and internal procedures best practices for email retention. The policy also provides internal processes. retaining email communications related to the conduct of Pioneer business.

II. DEFINITIONS
"Email Aeeeunt" shall mean Email Account - Aany email
account created, owned, and maintained by Pioneer for the purpose of officia I business.

Pioneer/"Offieial Business" shall mean Official Business - Ccarrying out the responsibilities and duties of the office or position hold by the employee.

Retained - Preserved in a manner that allows the email to be retrieved for legal, operational, or business purposes.

III. BACKGROUND
Pioneer email accounts are used as a tool for communicating with current and f potential vendors, customers, consultants, members of the public and other persons. Based on California Government Code 6253.32 requires public agencies a-re-to retain required to retain electronic communications related to the conduct of the public's business for a minimum of two years.

IV. SCOPE
This policy applies to all Pioneer-issued email accounts and all Pioneer staff that use them.Pioneer email accounts.

V. POLICY
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All Pioneer emails relating to the conduct of the public's business must be retained and preserved for a minimum period of two years.

Except as provided in the next paragraph, after two years these emails will be removed from the system.

Emails related to long-term projects or litigation may need to be retained longer than the two-year requirement. These emails will be saved in email retention project folders created by IT Sta#staff. To create an email retention folder, staff will submit a request to IT staff. Once the email retention project folder is created, it will be the responsibility of the requesting staff member to move necessary emails to the appropriate folder. By creating separate email retention project folders, Pioneer can avoid unnecessary staff time spent locating emails.
- Emails placed in an email retention folder will not be removed without the approval of the Executive Director of Finance & Administration and/or the Chief Executive Officer.Director.

VI. ENFORCEMENT
Any Staff staff member found to have violated this policy may be subject to disciplinary action, up to and including termination.

VII. DISTRIBUTION
This policy is to be distributed to all Pioneer staff.,_ ·1,ho use Information Resources.

VIII. POLICY REVISIONS
The Chief Executive Officer is authorized to make minor modifications, clarifications, or administrative updates to this policy, provided that such changes do not alter the policy's intent, scope, or underlying principles.

IX. HISTORY
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Version Date DescriQtion A1212roved By
2021 .1 09/16/2021 Initial QOlicy release Board of Directors 2026.1 09/17/2026 Annual Policy Review +
Administrative UQdates
Page I 3 Proposed: September 16, 2021
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WORKSTATION SECURITY POLICY
I. PURPOSE
The purpose of this policy is to ensure the security of Pioneer Community Energy's C.Pioneer_:) Information Systems,
workstations, and data by establishing minimum workstation security requirements for all authorized users.-;-
II. SCOPE
This policy applies to all Pioneer employees staff and affiliates authorized to use Pioneer I nformation Systems and workstations.

III. DEFINITIONS
~Information Systems_:_~ shall mean Aan integrated set of components for collecting, storing,_-a-n-€1-processing , and transmitting data and fer-providing information, knowledge, and digital products.

IV. POLICY

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Pioneer workstations must be used and secured in a manner that protects the confidentiality, integrity, and availability of Pioneer information. Staff are responsible for following the workstation security requirements outlined in this policy.This Policy helps ensure that access to sensitive information is restricted to authorized users. By following appropriate security measures, Staff can help ensure information integrity, confidentiality, and availability.

Staff shall follow appropriate guidelines and procedures when using workstations and systems. Pioneer has implemented certain technical, physical, and administrative controls and safeguards to ensure that workstations restrict access to authorized users.

Physical access to workstations shall be restricted to only authorized personnel. -Staff shall prevent unauthorized viewing of information on a screen:

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• Staff shall ensure that monitors are positioned away from public view. -If necessary, install privacy screen filters or other physical barriers shall be used to prevent public unauthorized viewing.
_• _ Staff shall manually lock their workstation whenever it is left unattended.
-activate a passvwrd protected screen saver when they leave their desk.
_• _SystemsWorkstations shall have a password protected screen saver activated within a short timeout period to ensure that workstations that were left unsecured are
protected.

Prior to leaving for the day, staff shall:
• Exit running applications and close any open documents. • Ensure workstations are left on as recommended by IT staff support but logged off in order to facilitate after-hour updates.

Staff shall comply with all appliGable Pioneer IT policies and procedures when accessing information resources.

Staff shall use workstations for authorized business purposes only.

Staff shall only use Pioneer-issued mass storage devices such as USB drives.Thesedrives. These devices should be treated as sensitive information and be secured in a locked drawer. Personal removeable storage devices shall not be used. T~ese devices s~@l;lld ee tr=eated as ser1sitive iAf@FFAati@A ar1d ee secL;1Fed iA a l@clrnd dFm·wieF.

All sensitive information stored on workstations or portable storage devices shall be encrypted. Workstations used to store sensitive information shall have encrypted hard drives. AH sensitive information must be stored securely. Sensitive information shall be encrypted and comply with Pioneer's Encryption Policy. Laptops containing sensitive information shall have the hard drives encrypted.

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The IT Department should ensure that aAII workstations shall be connected to ttSe-an appropriate surge protector (not just a power strip) or a UPS battery backup. Pioneer recommends staff keep food and drink away from workstations to avoid accidental spills.

Workstations shall have vendor-issued critical security updates and patches installed in a timely manner.

Workstations shall have active and updated anti-malware protection software. -Staff shall not disable anti-malware protection software. -See Anti-Malware Policy for more
information.

Each workstation shall have an active software firewall that protects the device from external threats. -Staff shall not disable the firewall.

V. ENFORCEMENT
Any Staff staff member found to have violated this policy may be subject to disciplinary action, up to and including termination.

VI. DISTRIBUTION
This policy is to be distributed to all Pioneer staft who use Information Resources.

VII. POLICY REVISIONS
The Chief Executive Officer is authorized to make minor modifications, clarifications, or administrative updates to this policy, provided that such changes do not alter the policy's intent, scope, or underlying principles.

VIII. HISTORY
Version Date Descri12tion A1212roved By
2021 .1 10/21/2021 Initial 12olicy release Board of Directors Page I 3 Proposed: October 21, 2021
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2026.1 09/17/2026 Annual Policy Review +
Administrative U12dates
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449389.1 Page 1 of 1
Staff Report – Item 2
To: The Governing Board
From: Donald Eckert Jr., Chief Executive Officer
Item 2: Celebratory Toast of the New Boardroom
Date: 9/17/2026

RECOMMENDATION
Participate in a celebratory toast of Pioneer Community Energy’s (“Pioneer”) new facility and boardroom.

BACKGROUND
In Spring 2025, the California Public Utilities Commission (“CPUC”) approved Pioneer’s Implementation Plan and Statement of Intent allowing for the expansion to thirteen new communities to receive service in October 2027.

In Spring 2026, the CPUC approved an additional three communities resulting in sixteen new communities joining Pioneer.

Each new member will be represented on Pioneer’s Board resulting in a total Board Director count of twenty-seven. While the new members will not receive service until October 2027, they will be represented on the Pioner Board starting July 2027.

ANALYSIS & DISCUSSION
To prepare for the large Board, staff researched options and landed on an additional facility that is within the same complex of Pioneer’s current location. The new facility will include a boardroom that can accommodate the large board with room for expansion.

As Pioneer matures combined with expansion, staffing needs have increased. The new facility will also be the location for approximately fifteen employees.

Pioneer received possession of the new facility in July, and staff have been working feverishly over the summer in preparation for the September board meeting. Special thanks to Eric Ponce, Information Technology Analyst, for his work.

STRATEGIC PLAN
The recommendation supports the following strategic goals:

1. Be a Community Partner

2. Be a Great Place to Work

3. Provide Exceptional Customer Experience

4. Achieve Operational Optimization

FISCAL IMPACT
There is no fiscal impact with the recommendation.

ATTACHMENTS
There are no attachments to the report.

Plf)NEER

COMMUNITY ENERGY

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Staff Report – Item 2b
To: The Governing Board
From: Jon Hart, Legislative and Regulatory Affairs Manager Item 2b: Review of the Current State of the Power Charge Indifference Adjustment and Forecast for 2027
Date: 9/17/2026

RECOMMENDATION
Receive an overview of the current state of the Power Charge Indifference Adjustment (PCIA), including an overview of its purpose and calculation, anticipated changes to PCIA rates in 2027, and Pioneer advocacy efforts.

BACKGROUND
The PCIA is a fee charged by investor-owned utilities (IOUs) in California to all customers, including those who receive generation service from a Community Choice Aggregator (CCA) or Electric Service Provider (ESP). In the past, the PCIA has been known as an “exit fee” but this is a misnomer. The PCIA recovers the IOUs’ above-market costs for power contracts or resources that were acquired prior to a customer’s departure from an alternative energy provider. Generation customers of Pioneer receive a PCIA rate from PG&E that is intended to recover the above-market costs for generation procured by PG&E on behalf of those customers before they departed the IOU’s generation service.

ANALYSIS & DISCUSSION
PG&E’s PCIA is set annually in its Energy Resource Recovery Account (ERRA) forecast proceedings (ERRA Forecast). The PCIA includes above-market costs related to power supply commitments that the IOUs made many years ago. Above-market means the cost of the resource is higher than the value of that resource in the market. These resources include Utility-Owned Generation (UOG) (e.g., nuclear, natural gas, hydroelectric plants) and long-term renewable energy contracts with third parties.

The PCIA is intended to leave all customers indifferent to customers departing for CCA service or other alternatives. Customers are assigned “vintages” based on the year they moved to CCA service and are responsible for the above-market costs incurred on their behalf before they switched service. Bundled customers, or customers who take up both generation and transmission and distribution (T&D) services from an IOU, are always assigned the current year as their vintage.

The PCIA is established every year in the ERRA Forecast proceeding for the following rate year (i.e., in 2026 there is an ERRA Forecast proceeding to establish the 2027 PCIA rates). The PCIA is comprised of both (1) the utility’s forecasted indifference amount for the next year and (2) a true-up to reconcile the current year’s PCIA revenue collection with actual generation costs and revenues. The true-up mechanism and yearly cadence of proceedings are intended to ensure that the PCIA revenue collection matches the actual above-market costs of the PCIA resources as much as possible.

The indifference amount component of the PCIA is the difference in the target year between the cost of the IOU’s supply portfolio and the market value of the portfolio.

Plf)NEER

COMMUNITY ENERGY
Agenda Item: 2b Agenda Date: 9/17/2026

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A low indifference amount and subsequent PCIA savings can result from either the cost of the portfolio going down or the value going up. The portfolio value is calculated using Market Price Benchmarks (MPBs) for resource adequacy (RA), renewable portfolio standard (RPS), and energy attributes, which have experienced extreme variability in recent years. In determining the PCIA rates for 2027 in the current ERRA Forecast proceeding, an indifference amount will be forecasted for 2027 and recalculated for 2026 to true up PG&E’s PCIA revenue requirement.

Bundled customers are required to pay the market value of RA and RPS attributes retained by the IOU to meet bundled customer compliance requirements. That payment for the market value of resource attributes is credited to the PCIA. When the current market value of IOU power portfolios is lower than what the utility originally paid, the PCIA goes positive, and departed customers pay their share of the difference. If the value of IOU portfolios is higher than what the utility originally paid, the PCIA goes negative, and departed customers receive a share of the credit.

Over the past decade, CCA customers have experienced dramatic increases in the PCIA to the tune of hundreds of millions of dollars as the market value of IOU resources declined. More recently, in 2023, 2024 and 2025, IOU portfolio values increased and even overtook portfolio costs. As market value increased, IOU bundled customers were hit with significant generation rate increases to provide the value back to departed customers who were owed.

In recent years, the indifference amount has not only varied from positive to negative but also changed significantly in total magnitude, as shown in the “PG&E Average Residential PCIA Rates Over Time” graph above.

These dramatic swings in the PCIA have led the California Public Utilities Commission (CPUC) to reconsider the current PCIA methodology.

PG&E Average Residential PCIA Rates Over Time
..c $0.060 5
""'
--- <.I).
$0.050
$0.040
$0.030
$0.020
$0.010
$0.000
($0.010)
($0.020)
- Vintage 2017 - Vintage 2021
Agenda Item: 2b Agenda Date: 9/17/2026

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THE PCIA IN 2027
The PCIA rate is expected to be slightly lower in 2027 than in 2026. As illustrated in the “Total Revenue Requirement in PG&E PCIA Rates” chart below, higher annual revenue requirements result in higher PCIA rates for that year. PG&E’s preliminary 2027 ERRA Forecast filing, shown in the light green bar, is lower than the 2026 revenue requirement. However, that was likely an overoptimistic forecast that did not yet include the impact of lower market prices. The dark green bar adjusts the above market costs by reducing market prices for 2026 and 2027. These are just an assumption based on prices seen in the market, and we will have an updated forecast in October.

In addition to market conditions, actions by the CPUC will impact the PCIA in 2027. A decision in 2025 and a pending proposed decision both put upward pressure on PCIA rates. In 2025, the CPUC changed the way it calculates the value of RA attributes for PCIA resources in reaction to historically low PCIA rates in 2025 caused, in part, by high 2024 RA market prices. The CPUC now values RA using up to four years of historical transactions (as opposed to the prior one-to-two-year transaction period), diluting the impact of any single year. Currently, the CPUC is proposing to value RECs bought before 2019 but saved to be used now or in future years at $0.

These RECs were paid for by customers who were at the time bundled but are now CCA customers. The result is an estimated $1 billion that these customers spent while bundled customers but never received the value. If adopted, this will cause an additional increase in PCIA rates, although the increase is not likely to be as dramatic as the change in RA valuation.

PCIA ADVOCACY
Currently, there are several open CPUC proceedings that will have an impact on future PCIA rates. First, as indicated above, PG&E filed its 2027 ERRA Forecast application in May and a decision on the application is anticipated in mid-December. This case will determine both the 2027 forecasted indifference amount and the true-up of 2026 PCIA rates, which together comprise the 2027 PCIA rates. Through CalCCA, we are contesting several issues identified in PG&E’s 2027 ERRA application that could help mitigate additional PCIA increases. For example, PG&E is forecasting massive load growth due to data centers. While some of this load may materialize, most of it likely will not. Over forecasting load causes PG&E to over procure energy and capacity which then increases the PCIA. We are working with CalCCA to get a more accurate load forecast.

Additionally, the CPUC opened a rulemaking in February 2025 to consider structural changes to the PCIA. The CPUC split the rulemaking into three and potentially four tracks. The first track was expedited with the explicit "' C
.Q $3,500 ·-
~
$3,000
$2,500
$2,000
$1,500
$1,000
$500
$0
-$500
Total Revenue Requirement in PG&E PCIA Rates
I_. - D
2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2027 □ PG&EERRA
Forecast as Fi led
■ PG&E ERRA
Forecast with
Estimated 2026
PABA and 2027
MPBs Update
Agenda Item: 2b Agenda Date: 9/17/2026

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intent to apply to changes to the 2025 true-up, which, as explained above, increased the 2026 PCIA rates. The CPUC issued a Final Decision on track one in June 2025. Consequently, CalCCA requested that the CPUC reconsider applying these methodology changes to the 2025 true-up, but the CPUC did not grant this request.

CalCCA then petitioned the appellate court, but the appellate court decided not to rule on the issue. CalCCA then petitioned the California Supreme court who will decide on October 2, 2026, whether to take up the appeal.

The second track looked very narrowly at a specific issue – whether RECs that were bought before 2019 but used (or ‘banked’) after previously bundled customers left the IOU for CCA service should receive any value within the PCIA. CalCCA argued that customers who paid for these RECs when they were still IOU customers but are now CCA customers should receive credit for these RECs when they are now used to offset IOU RPS requirements. Unfortunately, the CPUC issued a proposed decision in August 2026 that would not give these RECs any value. The estimated impact is roughly $1 billion across all CCA territories. CalCCA is currently advocating with the CPUC to issue an alternate proposed decision that would value the RECs. Pioneer filed a letter to the CPUC with board member signatures requesting that the CPUC issue an alternate proposed decision to value these RECs.

The third track of the proceeding will look at larger, more holistic changes to the PCIA and changes to vintaging (i.e. taking older generators out of the PCIA when the generator is refurbished and/or recontracted for PG&E’s current customers) and the MPB for RPS, energy-only, and GHG-free resources. This track is just beginning and will have decisions in Q1/Q2 2027. The third track will also look at potential structural changes to the PCIA and how it is calculated. The CPUC will issue a schedule for this track in Q4 2027.

STRATEGIC PLAN
The recommendation supports the “Be Fiscally Strong & Resilient” goal.

FISCAL IMPACT
There is no fiscal impact from the recommendation.

ATTACHMENTS
There are no attachments to the report.

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Staff Report – Item 2c
To: The Governing Board
From: Gina Stassi-Vanacore, Director of Communications
Item 2c: Provide Direction on Expansion Marketing Slogan and Options for Paid Advertising For October 2027 Service Launch
Date: 9/17/2026

ACTION REQUESTED
Provide Direction on Expansion Marketing Slogan and Options for Paid Advertising For October 2027 Service Launch

BACKGROUND
At the February 25, 2025 Pioneer Community Energy (“Pioneer”) Board of Directors (“Board”) meeting, the Board approved a one-year contract for marketing services with ProProse LLC dba Sagent (“Sagent”) to assist with paid media planning, ongoing website optimization, and creative services support for Pioneer’s general awareness and programs promotion efforts.

On February 26, 2026, the contract was extended to provide ongoing support for the 2026 program season.

Sagent has been a valued partner in these efforts and has developed a strong understanding of Pioneer’s brand, communications objectives, and customer base.

As Pioneer prepares for its October 2027 service expansion, marketing support and services currently provided by Sagent will take on increased importance.

Advance planning is imperative in this effort. During the past several months, staff has been creating a comprehensive paid media and marketing plan for expansion into 16 unique communities. Planning is already underway, with a phased approach that includes:
• Research and Early Outreach (January – June 2026)
• Planning (July - December 2026)
• Pre-Lunch Ramp-Up (January – June 2027)
• Countdown to Service Launch (July – September 2027)
• Launch and Post-Launch Evaluation (October – December 2027) A critical component of expansion success will be developing communications and marketing strategies that reflect the distinct characteristics, needs, and preferences of each community. Staff has conducted extensive research into the expansion territories to better understand local demographics, socioeconomic characteristics, cultural considerations, information preferences, and community sensitivities. This research will inform both messaging and the selection of the most effective communications channels.

Examples of key communications considerations include:

Member Strategic Consideration Tactic
Colusa County
City of Colusa
City of Williams
Significant / majority of non-English-speaking populationSpanish-first messaging and ads, supported by culturally competent
translation and transcreation
Sutter County
Yuba City
Multi-lingual market:
- 19% Spanish
- 13% Standard Majhi/Punjabi
Culturally competent multilingual
translation and targeted advertising
Plf)NEER

COMMUNITY ENERGY
Agenda Item: 2c Agenda Date: 9/17/2026

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Butte County
Town of Paradise
City of Sonora
Fire-impacted communities Trauma-informed communications High-touch approach with strong in-person engagement
Sensitivity to local history
Glenn County
City of Willows
City of Orland
Live Oak
Few large-scale community events Capitalize on in-person opportunities and targeted community events
Tuolumne County
(and Sonora)
Nevada County
Median age of ~50 + large senior
population
English-dominant
Greater reliance on traditional media,
including radio, print, and other
established local information channels
City of Chico
City of Oroville
Younger demographic Emphasis on social/digital and mobile advertising
While Pioneer continues to develop in-house talent and strengthen communications capabilities, the scope and precision required to execute a marketing campaign that appropriately reflects each community’s unique needs requires expertise and resources beyond Pioneer’s current internal capacity. Additional marketing resources are necessary to effectively execute a comprehensive paid marketing effort.

Paid marketing will be integrated with Pioneer’s broader public relations, public affairs, and community outreach efforts. Together, these efforts will focus on:
• Introducing Pioneer and building familiarity and trust within new communities • Communicating Pioneer’s value proposition and community commitment • Educating prospective customers about enrollment, billing, Net Energy Metering (NEM), and answering frequently asked questions
• Addressing and mitigating misinformation and misconceptions • Providing clear, consistent, and timely information throughout the expansion process and • Supporting a strong participation rate when service begins in October 2027.

ANALYSIS & DISCUSSION
The goal of the expansion marketing effort is to build awareness, familiarity, and trust in Pioneer well before service begins in October 2027, while ensuring prospective customers receive clear, relevant, and locally appropriate information throughout the process.

At the center of this effort is the development of a strong, overarching campaign platform that can introduce Pioneer to 16 distinct communities while remaining flexible enough to reflect the unique character, needs, and priorities of each market. A campaign slogan will serve as the unifying message across paid advertising and other communications, providing consistency while allowing for significant local customization.

Sargent’s role will be to help Pioneer achieve this goal through strategic paid media planning and management, creative development, localized messaging, multilingual support, digital engagement, and ongoing campaign measurement and optimization.

Proposed campaign concepts
Sagent is deeply familiar with Pioneer’s brand, communications strategy, and expansion plans. Based on that understanding, Sagent developed three initial campaign concepts for consideration. While all three concepts can be localized and adapted across markets, each takes a distinctly different approach to positioning Pioneer.

Option 1 (Recommended) - “Powered By Us.” This concept elevates Pioneer’s brand while emphasizing local voice, community commitment, and Pioneer’s local roots. The concept reinforces the idea that Pioneer is not simply an electricity provider, but an organization powered by and accountable to the communities it serves.

Staff recommends the “Powered By Us” theme. The theme is highly adaptable and provides Agenda Item: 2c Agenda Date: 9/17/2026

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opportunities to incorporate local people, businesses, organizations, and community stories.

The phrase can communicate local connection, community commitment, customer choice, and the collective strength of the communities Pioneer serves. The concept also provides significant creative flexibility while maintaining a consistent Pioneer brand identity.

Option 2 – “Love Your Energy.” This celebratory concept positions Pioneer as a local electricity provider while emphasizing customer choice and community pride. Creative would focus on people and the characteristics that make each community unique. The concept provides flexibility to create localized content and showcase what makes each expansion community feel like home but does not provide opportunities to bolster Pioneer’s identity as strongly as Option 1.

Option 3 - “Pioneer Is Coming.” This concept is an adaptation of an earlier “Pioneer Is Here” general awareness campaign concept for existing territories. The concept is designed to build awareness and brand familiarity, and the creative could be localized through the use of community landmarks, recognizable locations, local imagery, and other elements that establish a sense of place. However, this option seemed more relevant for a post-service launch campaign.

Staff is seeking Board feedback on all three concepts and direction on the “Powered By Us” slogan recommendation before finalizing the campaign strategy and proceeding with creative development.

Proposed scope of work
The current proposal for expansion-related work anticipates that Sagent will provide support for Pioneer staff in the areas of:
• Paid Media Planning and Management: Placement, tracking and optimization for outdoor (billboards, bus shelters, and hyper-local banners), radio, digital, print, and paid social ads • Creative Services: Graphics support for all expansion-related efforts • Website: Development of customized expansion landing pages incorporating local imagery, community information, calendars of local events, information about Pioneer’s Board representation, frequently asked questions, and other locally relevant content. • Multi-Lingual Support: Culturally competent translation and transcreation services to ensure messaging is accurate, effective, and appropriate for the communities being served. • Rapid Response: Expedited creative and communications support for misinformation, emerging issues, or other situations requiring rapid marketing or communications response. • Reporting & Analytics: Sagent will provide comprehensive reports, including performance analytics, audience insights, identification of high-performing messages and creative, and overall campaign findings to inform ongoing optimization.

Budget Options
Staff is seeking general direction regarding the budget allocation for expansion marketing efforts, as the budget will determine the scale and mix of paid advertising to support the October 2027 service launch.

Budget options include:

Option A: Lean
$1,100,000
Option B: Comprehensive
$1,700,000
(RECOMMENDED)
What Budget Option A delivers:
• Base coverage across all communities
• Photography and creative essentials
• Spanish transcreation where non-English is highest
• Rapid response reserve at working floor
• Meets Pioneer's initial budget target
What Budget Option B adds to Option A:
• Deeper paid-media weight (more reach, more
frequency)
• Full-scope photography and asset production
• Spanish + Punjabi (Sutter) transcreation coverage
• Larger rapid response reserve for room to be
reactive
Agenda Item: 2c Agenda Date: 9/17/2026

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NEXT STEPS
Based on Board feedback and direction, staff will update the expansion marketing and communications plan and finalize the proposed scope of work with Sagent.

Staff anticipates returning to the Board in October 2026 with a proposed contract for expansion-related marketing services for consideration and approval.

STRATEGIC PLAN
Advance marketing efforts and the Sagent partnership support the strategic priorities to “Be a Strong Community Partner,” and “Provide an Exceptional Customer Experience.” This effort will also support “Operational Excellence” by encouraging a strong participation rate at the time of service launch.

FISCAL IMPACT
The anticipated fiscal impact for the proposed expansion marketing and paid advertising efforts is estimated to range from $1.1 million to $1.7 million, depending on the scope and level of paid media selected.

Final costs will be determined following Board feedback and refinement of the proposed campaign strategy and scope of work.

Costs associated with expansion marketing were anticipated and included in the FY 2026–27 budget.

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Staff Report – Item 3
To: The Governing Board
From: Gina Stassi-Vanacore, Director of Communications
Item 3: Receive a Presentation About Expansion Outreach and Planning for October 2027 Service Launch into 16 New Communities
Date: 9/17/2026

RECOMMENDATION
Receive a Presentation About Expansion Outreach and Planning for October 2027 Service Launch into 16 New Communities

BACKGROUND
On June 25, 2025, the California Public Utilities Commission (“CPUC”) certified Pioneer Community Energy’s (“Pioneer”) Addendum No. 3 to the Community Choice Aggregation Implementation Plan and Statement of Intent addressing expansion to the Counties of Butte, Glenn, Nevada, Sutter, and Tuolumne; the Cities of Chico, Live Oak, Orland, Oroville, Sonora, Willows, And Yuba City; and the Town of Paradise.

On March 5, 2026, the CPUC certified Pioneer’s Addendum No. 4 to the Community Choice Aggregation Implementation Plan and Statement of Intent addressing expansion to the Colusa County and the cities of Colusa, and Williams.

Both certifications approved an October 2027 service launch.

Immediately following certification, Pioneer staff began working with new member staff to cultivate relationships, provide information necessary to ensure a strong understanding about Pioneer, and reaffirm our commitment to community partnership. Activities to date include:
• Provided new member agencies with Pioneer background information, educational materials, and key messages
• Developed and distributing a social media toolkit and coordinating posts and other activities to help member agency staff introduce Pioneer
• Promoted Board-approved member program information (Clean Fleet Revenue and Solar RECs) for early participation to demonstrate the value Pioneer can deliver. Meetings were held to share details with members and special districts throughout the expansion territory • Drafted articles for community newsletters and assisting member agencies with development of Pioneer-related webpages
• Met with individual member agencies to discuss specific information and communications needs, including translation services and additional distribution methods for Pioneer-related information • Gathered photographs and other local content from expansion member agencies to ensure communities are authentically represented in expansion marketing materials • Joined local chambers of commerce, business organizations, and large fraternal organizations in expansion communities
• Coordinated calls with member agency staff or other stakeholders interested in economic development projects
• Invited expansion member representatives to participate in the California Community Choice Association (“CalCCA”) conference held in Sacramento. While no elected officials attended, staff from four new member agencies participated and reported that the conference was informative and worthwhile.

These efforts have established an important foundation for the expansion. However, as Pioneer approaches the one-year-to-service-launch milestone, a more visible, sustained, and highly localized outreach effort will be necessary to ensure a successful service launch and strong customer participation.

Agenda Item: 3 Agenda Date: 9/17/2026

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ANALYSIS & DISCUSSION
Traditional marketing and advertising can effectively build awareness, but personal contact and community presence are particularly important in establishing trust in communities that are new to Pioneer. The coming year presents an opportunity to move from primarily agency-to-agency coordination to a broader community engagement strategy designed to introduce Pioneer as a local community partner.

Staff has developed a detailed outreach and community engagement plan focused on establishing Pioneer’s presence, building trust, educating customers, and creating multiple opportunities for direct engagement before the October 2027 launch. The strategy utilizes a combination of proactive communications, community relations, earned media, stakeholder engagement, and face-to-face outreach. The plan also addresses the need for rapid response and mitigating misinformation, particularly in social media commentary.

Specific tactics include:

Building local presence. During the coming months, Pioneer will maintain a consistent presence in new member communities. The goal is to ensure Pioneer becomes familiar and accessible before customers receive their first required regulatory notices in August.

Staff will work with member agencies to identify opportunities for Pioneer representatives to participate in existing community activities rather than relying exclusively on Pioneer-created events. This approach provides several advantages. Existing community events have already established audiences and trusted local hosts, allowing Pioneer to meet residents in environments where they are comfortable and where community relationships already exist.

Events. Pioneer will develop a series of community events designed specifically to provide residents and businesses with an opportunity to meet Pioneer representatives, ask questions, and learn about the launch of Pioneer service. Potential event formats include:
• Community Town Halls
• “Meet Pioneer” informational sessions
• Coffee or breakfast conversations with community leaders • Business roundtables
• Agricultural and irrigation customer discussions
• Senior-focused informational sessions
• Webinars and virtual town halls for residents unable to attend in person.

Where practical, Pioneer will establish recurring participation rather than one-time appearances. Repetition will help build recognition and credibility and reinforce that Pioneer is investing in the community for the long term.

All events will be tailored to local concerns rather than relying on a one-size-fits-all presentation.

Establish local media relations. Local media coverage can have a significant impact on how organizations are perceived within a community. While paid and owned communications allow Pioneer to control its message, earned media provides an independent third-party endorsement that can significantly enhance credibility.

Staff will pursue a proactive local media relations strategy beginning well before the service launch that includes:
• Developing relationships with reporters and editors covering expansion communities • Conducting background briefings with local reporters
• Providing reporters with accessible information about Pioneer and the CCA model • Responding promptly and transparently to media inquiries • Offering subject-matter experts for interviews
• Providing local data and community-specific information • Proactively creating and pitching relevant news, feature stories, and opinion pieces • Monitoring local coverage and community sentiment to identify emerging questions or concerns.

Local storytelling and community content. A major component of the strategy will be to localize the Pioneer story. Rather than relying exclusively on organizational messaging, Pioneer will identify stories that demonstrate how it connects to individual communities. Potential story angles include elevating Agenda Item: 3 Agenda Date: 9/17/2026

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local renewable energy and battery storage projects in the area (Colusa), community partner spotlights (ties back to ad campaign), and why each community chose Pioneer.

Business and large load considerations. Businesses, agricultural interests, and large energy users are important audiences for Pioneer’s expansion and can serve as influential community partners. Given new members’ strong focus on economic development, business attraction, and large-scale projects — including the potential for data centers and other large load energy users — Pioneer will develop targeted outreach in partnership with chambers of commerce, economic development organizations, agricultural groups, irrigation districts, and major employers. Engagement will include presentations and roundtables, large-load customer briefings, direct outreach to major energy users and agricultural customers, and tailored information addressing energy costs, usage, rates, reliability, and the transition to Pioneer service.

Early participation programs. Staff will continue promoting Board-approved Pioneer programs like Clean Fleet Revenue and Solar RECs in expansion communities before the October 2027 launch where eligibility permits. These programs provide tangible examples of Pioneer’s commitment to its newest communities and help move the conversation beyond the abstract concept of a CCA.

Additionally, staff will raise awareness of Pioneer’s Green100 rate and its effectiveness in helping local governments meet aggressive climate action goals.

Creating a two-way outreach process. Using feedback from events, staff will create processes for identifying questions, concerns, misinformation, and areas of confusion in advance of launch. These may include:
• Tracking questions received at events
• Monitoring local and social media conversations
• Gathering feedback from member agencies
• Conducting informal stakeholder surveys
• Tracking frequently asked questions
• Monitoring local media coverage and
• Establishing a process for rapidly addressing emerging issues.

This information will be used to continuously refine outreach and customer communications.

Advisory Committee recruitment. Outreach efforts will be used to recruit participation on the Community Advisory/Outreach Committee, expanding the informal network of community leaders who can provide feedback on communications and help identify local priorities and opportunities.

Community Outreach Specialists. Pioneer will designate staff as primary contacts for clusters of expansion communities, creating clear accountability for relationships and responsiveness. Staff will continue refining the proposed outreach strategy and coordinating with member agencies to ensure communications are timely, locally relevant, consistent, and responsive to community needs.

Public affairs considerations. Several council members in our expansion area are up for reelection. In the event of changes in councils or Boards of Supervisors, staff will coordinate background briefings and meetings.

Additionally, staff will maintain regular communication with all elected officials throughout the expansion territory. Rather than limiting interaction to formal meetings, Pioneer will provide periodic briefings on:
• Expansion milestones
• Customer communications
• Program opportunities

STRATEGIC PLAN
Advance marketing efforts and the Sagent partnership support the strategic priorities to “Be a Strong Community Partner” and “Provide an Exceptional Customer Experience.”

FISCAL IMPACT
The addition of staff required to execute the expansion plan represented in this presentation was anticipated and included in the FY 2026-27 budget. There are no additional fiscal impacts associated with this report.

Agenda Item: 3 Agenda Date: 9/17/2026

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Expansion Planning Summary
PHASE 1:

Research &
Early Outreach
PHASE 2:

Planning
PHASE 3:

Pre-Launch
Ramp-Up
PHASE 4:

Final Countdown
Phase 5: Launch +
Post-Launch
Evaluation
January – June
2026
• Info sharing
with new
members
• Supported
comms activities
with newsletter
articles, sample
social posts, etc.
• Joined
chambers,
business and
fraternal
organizations
• Shared info
about Pioneer-exclusive
programs for
member
agencies (Clean
Fleet Revenue
and Solar RECs)
• Research key
stakeholders
and influencers
• ID local
priorities,
issues,
sensitivities,
communications
needs
• Gathered local
photos for use
in marketing
materials
July –
December
2026
• Presentations
to new
member
governing
bodies
• Develop
outreach and
paid media
plans
• Brief Pioneer
Board
• Budget
development
and approval
• Partner with
new member
staff and
leaders to ID
timing and
locations for
town halls,
presentations,
events,
sponsorships,
etc.
• Collaborate
with new
members on
materials
development
• Reserve paid
media space
• Brief newly
elected council
and Board
members
January – June
2027
• Outreach to
elevate local voice
and community
involvement
• Background
briefings for local
reporters, media
follow-up and
proactive pitching
• First town halls
meetings,
webinars
• Receive customer
data from PG&E --
direct mail pieces
#1 and #2
• New Pioneer Board
member selection
and promotion
• Presentations to
governing bodies
– update, preview
and explanation of
required
regulatory notices
• Advisory/Outreach
Committee
recruitment
July – September
2027
• Town Halls
• Heavy presence in
community groups
via civic, fraternal,
community
organizations
• County Fairs
sponsorships and
participation
• Direct mail #3
• Ongoing media
relations/”care
and feeding” of
local media
(weekly updates)
• Send required
regulatory
notifications
(August 1 and
September 1)
• Advisory/Outreach
Committee
recruitment
October –
December 2027
• Continued on the
ground presence
• Customer support
for early bills,
NEM, etc.
• Presentations to
civic, fraternal,
community
organizations
• Direct mail #4
• Ongoing media
relations
• Advisory/Outreach
Committee
recruitment
• Evaluation of
results
456170.1 Page 1 of 3
Staff Report – Item 4
To: The Governing Board
From: Kristoffer Antigua, Power Supply Contracts Manager Item 4: Adopt Resolutions Authorizing Execution of Microgrid Incentive Program Grant Agreements with Pacific Gas & Electric Company for Georgetown and Foresthill Microgrid Projects
Date: 9/17/2026

RECOMMENDATION
Adopt resolutions authorizing the Chief Executive Officer to sign Microgrid Incentive Program (MIP) grant agreements with Pacific Gas & Electric Company (PG&E) for the Georgetown and Foresthill Microgrid Projects.

BACKGROUND
From farmlands to the Sierra Foothills, Pioneer’s communities offer a diverse and beautiful scenery of expansive rivers, rolling hills, and towering trees. However, this comes at a price as some of the communities that Pioneer serves suffer from frequent power outage events putting critical facilities in danger of not having any power. To help address this, Pioneer identified microgrids to help alleviate power outage events, providing power even when such events are triggered. Pioneer can help its communities achieve grid resiliency at a reduced cost through the MIP and other state programs.

Senate Bill 1339 directed the California Public Utilities Commission (CPUC) to develop policies related to California developing microgrids. The CPUC approved plans for a $200 million MIP designed to support the development of clean community microgrids in disadvantaged and vulnerable communities (DVCs) in April 2023. $87.2 million of the $200 million was budgeted for PG&E and its service territory.

PG&E launched its MIP in early 2023 and awarded funding of up to $43 million to nine projects in its first tranche.

PG&E opened its second tranche in April 2025 and allocated up to $30 million in funding. Applicants can request up to $14 million per project to cover project engineering and development costs, and each project is given up to $3 million per project special facilities allowance for utility and equipment services, and up to $1 million per project interconnection allowance for interconnection studies and equipment. The $30 million in allocated funding only applies to the $14 million per project funding known as the Application Incentive Request (AIR) and the $1 million per project interconnection allowance. Scoring is determined by taking the benefits score and dividing it by the AIR amount. The higher the benefits score and the lower the AIR amount, the higher the overall score.

Pioneer submitted four MIP applications for projects in Georgetown, Foresthill, Nevada City, and Grass Valley in December 2025. The proposed projects included biomass and battery storage for Georgetown and Foresthill, battery storage for Nevada City, and solar and battery storage for Grass Valley. The AIR amounts requested were approximately $7 million for Georgetown, $5 million for Foresthill, $10 million for Nevada City, and $11 million for Grass Valley.

ANALYSIS & DISCUSSION
Of the four projects proposed by Pioneer, the Georgetown and Foresthill Microgrid Projects were successful and awarded grants from the MIP in June 2026. The Georgetown Microgrid Project received just under $6 million (approximately $1 million less than the AIR amount requested), and the Foresthill Microgrid Project received Plf)NEER

COMMUNITY ENERGY
Agenda Item: 4 X Agenda Date: 9/17/2026
456170.1 Page 2 of 3
the full AIR amount requested of just under $5 million. Pioneer’s project development partner, Wisewood Energy, is currently seeking financing to cover the $1 million shortfall for the Georgetown Microgrid Project.

The next step is to execute grant agreements with PG&E for the Georgetown and Foresthill Microgrid Projects.

The grant agreements can either be with Pioneer or Wisewood Energy. The grant agreements require certain assurances depending on whether the counterparty is a local government versus a non-local government.

Wisewood Energy as a non-local government must maintain a development performance assurance in the form of cash or a letter of credit equal to 100% of the MIP Incentive Award. Pioneer as a local government is exempt from the development performance assurance requirement and therefore, is the better low-cost option. Below is the projected timeline for the Georgetown and Foresthill Microgrid Projects:

PG&E informed Pioneer during the award notification that the proposed Georgetown Microgrid Project interconnection location may not have sufficient capacity for additional generation. Pioneer will not know if interconnection upgrades are needed until an interconnection study is completed. Additional funding will be required if interconnection upgrades are needed and the cost exceeds the $1 million interconnection allowance.

Pioneer may terminate the grant agreement if the project cannot move forward due to the cost of the interconnection upgrade1 and Pioneer would not be responsible for returning amounts for costs and expenses actually incurred up to when the project is terminated except for any funds it is able to recover from its contractors and associated performance bonds.

If the projects move forward, critical facilities in Georgetown and Foresthill including schools, a fire station, a library, and the PCWA-Foresthill Office will remain powered during outages, benefiting everyone in the community when they are most vulnerable. Moreover, the Georgetown Microgrid Project which is planned to have the biomass facility near the Divide Continuation High School will give students an opportunity to learn about biomass and the day-to-day operations of a biomass facility.

The Georgetown and Foresthill Microgrid Projects can be the beginning of microgrids throughout Pioneer’s territories offering grid resiliency to communities impacted by power outages.

STRATEGIC PLAN
The recommendation supports the following strategic goals:

1. Be a Community Partner

2. Be Fiscally Strong and Resilient

3. Achieve Operational Optimization

FISCAL IMPACT
None.
1 Pioneer currently has a 10-year Local Feed-in Tariff power purchase agreement for the Georgetown and Foresthill Microgrid Projects that will terminate if the projects are not able to move forward through MIP.

Execute Grant Agreement
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Studies Completed
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Commercial Operation Date
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Sep. 2026 Oct. 2026-Apr. 2028 Apr. 2028 Apr. 2028 - Mar. 2031 Apr. 2031 Apr. 2031 - Mar. 2041 I
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Interconnection Study and Microgrid
Islanding Study Stage
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Project Development Stage
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Operation Stage
Agenda Item: 4 Agenda Date: 9/17/2026
456170.1 Page 3 of 3

ATTACHMENTS

1. Resolution Approving and Authorizing the Chief Executive Officer to Execute a Microgrid Incentive Program Grant Agreement with Pacific Gas and Electric Company for the Georgetown Microgrid Project.

2. Resolution Approving and Authorizing the Chief Executive Officer to Execute a Microgrid Incentive Program Grant Agreement with Pacific Gas and Electric Company for the Foresthill Microgrid Project. 456161.1
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 on September 17, 2026, by the following roll call vote:

Ayes:

Noes:

Absent:

Signed and approved by me after its passage.
______________________________
Chair of the Governing Board
Attest:
_______________________
Secretary
WHEREAS, a strategic goal of Pioneer Community Energy (“Pioneer”) is to be a community partner; and
WHEREAS, some of Pioneer’s communities suffer from frequent power outages that place critical facilities in danger of not having power; and
WHEREAS, through Senate Bill 1339 Pacific Gas & Electric Company (“PG&E”) was allocated $87.2 million to implement the Microgrid Incentive Program (“MIP”); and WHEREAS, MIP is designed to support the development of clean community microgrids in disadvantaged and vulnerable communities; and
WHEREAS, Pioneer submitted a MIP application for a microgrid project in Georgetown (the “Georgetown Microgrid Project”); and
WHEREAS, the Georgetown Microgrid Project is the recipient of a MIP grant award; and WHEREAS, execution of a grant agreement with PG&E for the Georgetown Microgrid Project is needed to move forward.

In the matter of:

RESOLUTION APPROVING AND AUTHORIZING

THE CHIEF EXECUTIVE OFFICER TO EXECUTE A

MICROGRID INCENTIVE PROGRAM GRANT

AGREEMENT WITH PACIFIC GAS & ELECTRIC

COMPANY FOR THE GEORGETOWN MICROGRID
PROJECT.

Resolution 2026-__
September 17, 2026
2 456161.1
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 authorizes the Chief Executive Officer to execute a Microgrid Incentive Program Grant Agreement with Pacific Gas & Electric Company for the Georgetown Microgrid Project in the form attached hereto.

3. This Resolution shall take effect immediately upon its adoption.

Exhibit A: MIP Grant Agreement – Local and Tribal Government [FORM FOR USE ONLY WITH LOCAL OR TRIBAL
GOVERNMENT MIP AWARDEES]
1 MICROGRID INCENTIVE PROGRAM GRANT AGREEMENT
between

PACIFIC GAS AND ELECTRIC COMPANY
and
________________________________
Dated:
________________________________
2 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES]

TABLE OF CONTENTS
RECITALS.................................................................................................................................... 3 AGREEMENT .............................................................................................................................. 4 1 TERM................................................................................................................................... 4 2 INCENTIVE AWARD........................................................................................................ 4 3 ALLOWANCES.................................................................................................................. 5 4 PERFORMANCE REQUIREMENTS ............................................................................. 6 5 PROJECT REPORTING AND AUDITING.................................................................... 6 6 LIABILITY, INDEMNITY, CONSEQUENTIAL DAMAGES, AND INSURANCE.. 7 7 EVENTS OF DEFAULT AND TERMINATION............................................................ 9 8 GOVERNMENTAL CHANGES..................................................................................... 11 9 COVENANTS.................................................................................................................... 11 10 ASSIGNMENT.................................................................................................................. 12 11 DISPUTE RESOLUTION................................................................................................ 13 12 GENERAL PROVISIONS ............................................................................................... 14 13 NOTICES........................................................................................................................... 17 14 SIGNATURE..................................................................................................................... 17 APPENDIX I-A – ACRONYMS................................................................................................ 18 APPENDIX I-B – GENERAL DEFINITIONS ........................................................................ 19 APPENDIX II – APPLICATION INCENTIVE REQUEST (AIR)....................................... 25 APPENDIX III – INCENTIVE MILESTONES...................................................................... 26 APPENDIX IV – INCENTIVE PAYMENT REQUEST COVER SHEET........................... 29 APPENDIX V – SCHEDULE 1 TO INCENTIVE PAYMENT REQUEST COVER SHEET ....................................................................................................................................................... 29 APPENDIX VI – ELIGIBLE PROJECT COSTS ................................................................... 31 APPENDIX VII – MIP PROJECT REPORTING FORM..................................................... 32 APPENDIX VIII – LIMITED WAIVER OF SOVEREIGN IMMUNITY ........................... 33 3 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES]

MICROGRID INCENTIVE PROGRAM GRANT AGREEMENT
This Microgrid Incentive Program (MIP) Grant Agreement (this “Agreement”) is made by and between Pacific Gas and Electric Company, a California corporation (“PG&E”), with its principal place of business at 300 Lakeside Drive, Oakland, CA 94612 and ____________________________________________ (“Awardee”) is a ___________________________________________, with its principal place of business at _____________________________________________________________________________ as of _________________ (“the Execution Date”). A w a r d e e and PG&E are referred to individually as “Party” or collectively as “Parties.” PG&E and Awardee hereby agree to the following:

RECITALS
A. Whereas PG&E is a public utility providing both wholesale and retail electric power and energy sales and transmission in northern and central California and which owns an extensive electric transmission and distribution system within that area; B. Whereas the Awardee is a ____________________________________, that intends to develop and operate a community microgrid project under PG&E’s Microgrid Incentive Program (“MIP”);
C. Whereas, pursuant to the MIP, Awardee is eligible for an Incentive Award for MIP Project Resources and Balance of System [of up to $14M], an Allowance for Interconnection Upgrades and Facilities [of up to $1M], and an Allowance for Microgrid Special Facilities [of up to $3M];
D. Whereas the MIP Project is governed by PG&E’s Community Microgrid Enablement Tariff (“CMET”), which was approved by the California Public Utilities Commission (“CPUC”), and existing rules and tariffs;
E. Whereas, under the MIP, the MIP Project will require the following: 1) Interconnection Agreement for MIP Project Resources; 2) Microgrid Islanding Study to determine the MIP Project Balance of System and operational requirements; 3) PG&E Microgrid Special Facilities Agreement; and 4) PG&E Microgrid Operating Agreement (“MOA”) to govern the development and operation of the MIP Project; and, F. Now, therefore, Awardee wishes to enter into this Agreement with PG&E to govern the issuance of, conditions related to, and accounting for the incentives and allowances provided to the MIP Project.
4 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES]

AGREEMENT
This Agreement shall be binding as of the Effective Date. 1 TERM

1.1 Term
The term of this agreement commences on the Effective Date and shall remain in effect until the earliest of (i) award of the final milestone-based Incentive Payment, pursuant to Section 2.3 of this Agreement, (ii) a period not to exceed two (2) years from execution of MOA, or (iii) five (5) years from the Effective Date, unless sooner terminated in accordance with Section 7.4(A) of this Agreement (the “Term”).

Notwithstanding the foregoing, the terms and conditions of this Agreement shall thereafter remain in effect until both Parties have fulfilled all obligations arising under this Agreement.
2 INCENTIVE AWARD

2.1 Incentive Award
The maximum total Incentive Award payable by PG&E to Awardee for development of the MIP Project under this Agreement, shall be $_________, as identified in the approved Application Incentive Request (“AIR”) and attached as Appendix II to this Agreement.

Awardee agrees that MIP Project development costs that exceed this amount shall be Awardee’s responsibility.

2.2 Eligible Project Costs
Awardee agrees that Incentive Award may be applied exclusively to Eligible Project Costs in accordance with (i) applicable provisions of the law, (ii) the CPUC MIP Order1, and (iii) as identified in Appendix III, consistent with the AIR and Incentive Milestones.

2.3 Incentive Milestones
Subject to this Section 2.3, PG&E shall disburse to the Awardee the Incentive Award on the schedule and in the amounts set forth in the Incentive Milestones identified in Appendix III of this Agreement.

A. All disbursements shall be contingent upon the Awardee first satisfying the requisite requirements for the Incentive Milestone.

B. When Awardee has satisfied the requirements for an Incentive Milestone, Awardee shall provide an Incentive Payment Request using the form as provided in Appendix IV identifying Eligible Project Costs with supporting documentation associated with the Milestone activity in form and substance reasonably satisfactory to PG&E. If such documentation is insufficient to confirm Awardee’s satisfaction of such requirements, 1 See CPUC Decision 23-04-034 Adopting Implementation Rules For The Microgrid Incentive Program 5 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] PG&E will provide Notice to Awardee describing such insufficiencies, and Awardee will have [thirty (30) days] from receipt of such Notice to remedy such insufficiencies to PG&E’s reasonable satisfaction. Once a complete Incentive Payment Request is received by PG&E, PG&E shall issue the payment due according to the amount set forth in Appendix III within 45 days.

C. If Awardee fails to satisfy the requirements for an Incentive Milestone (including a failure to remedy an insufficient Incentive Payment Request, as provided in Section

2.3(B), or anticipates that it will be unable to meet an Incentive Milestone for any reason: PG&E may declare an Awardee’s Event of Default as provided in Section 7.1 of this Agreement, and Awardee may be required to develop a cure or be subject to termination of this Agreement pursuant to Section 7.4.
3 ALLOWANCES

3.1 Microgrid Special Facility Allowance
PG&E shall provide a Microgrid Special Facilities Allowance not to exceed three (3) million dollars as a credit against Awardee’s responsibility for PG&E’s costs to study and enable the safe islanding of a Community Microgrid as identified in the Microgrid Special Facility Agreement attached to the MOA, subject to this Section 3.1. PG&E’s Microgrid Special Facilities Allowance costs may include, but are not limited to, a Microgrid Islanding Study (MIS), isolation devices, fault protection devices, utility microgrid controller, and distribution system hardening, as described in Appendix VI. PG&E rules and procedures for special facilities, as may be modified by the CPUC from time to time, shall apply to MIP projects. At the time the Generator Interconnection Agreement is negotiated for this MIP Project, Awardee shall ensure that the up-front “One-time payment” option for the cost of ownership is selected to be eligible for the Microgrid Special Facilities Allowance; if this option is not selected, Awardee will not be eligible for the Microgrid Special Facilities Allowance. In no event shall Awardee be required to reimburse PG&E for any Microgrid Special Facilities Allowance received pursuant to this Section 3.1.

3.2 MIP Interconnection Allowance
PG&E shall provide a MIP Interconnection Allowance not to exceed one (1) million dollars as a credit against Awardee’s responsibility for PG&E’s costs for Interconnection Study deposits or fees for eligible In Front of the Meter (IFOM) MIP Project Resources, and for required Interconnection Facilities and Distribution Upgrades identified in the Interconnection Study attached with MOA, subject to this Section 3.2. PG&E rules and procedures for interconnection, as may be modified by the CAISO and/or CPUC from time to time, shall apply to MIP projects. At the time the Generator Interconnection Agreement is negotiated for this MIP Project, Awardee shall ensure that the up-front “One-time payment” option for the cost of ownership is selected to be eligible for the Interconnection Allowance; if this option is not selected, Awardee will not be eligible for the Interconnection Allowance. In no event shall Awardee be required to reimburse PG&E for any MIP Interconnection Allowance received pursuant to this Section 3.2. 6 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] 4 PERFORMANCE REQUIREMENTS

4.1 MIP Project Operating Performance Requirements
Awardee, directly or through its contractors and Community Microgrid Aggregator (CMG Aggregator) it engages to satisfy some or all of the performance obligations on its behalf, shall ensure that the MIP Project is designed and constructed to satisfy the following MIP Project Operating Performance Requirements (collectively, the “Operating Performance Requirements”) during commissioning testing to receive Islanding Operation Date (IOD):

A. The MIP Project resources shall be sized and operated to serve a minimum of 24 consecutive hours of energy in Island Mode as determined by a typical load profile within the Microgrid Boundary as identified in the Microgrid Islanding Study attached with MOA.

B. The MIP Project Resources must comply with the emissions standards adopted by the California Air Resources Board (CARB), pursuant to the distributed generation certification program requirements of Section 94203 of Title 17 of the California Code of Regulations, or any successor regulation.

C. The MIP Project, when operating in Island Mode, shall not produce aggregate emissions from MIP Project Resources and non-Project Resources greater than the equivalent emissions from grid power.

D. The MIP Project must successfully meet the Operating Performance Requirements as specified in Appendix XII of the MOA.

If the MIP Project fails to satisfy all of the Operating Performance Requirements as set forth in this Section 4.1, then PG&E may declare an Awardee’s Event of Default as provided in Section 7.1 of this Agreement, and Awardee may be required to develop a cure or be subject to termination of this Agreement pursuant to Section 7.4 of this Agreement.

4.2 MIP Project Development Contractor Performance Bonding Requirement For contracts or subcontracts related to the development of the MIP Project, the Awardee shall require a Performance Bond of its contractors and CMG Aggregator for 100 percent of the total dollar amount of each contract, or the sum of all dollar amounts contracts with the same entity for the same MIP Project, if said contract or sum of contracts is equal to or in excess of $100,000.
5 PROJECT REPORTING AND AUDITING
During the Term, the Awardee shall furnish to PG&E a MIP Project Progress Report using the form as provided in Appendix VII with supporting documentation in form and substance reasonably satisfactory to PG&E. Progress Reports shall indicate whether Awardee is on target to meet Incentive Milestones, including if Awardee anticipates that it will be unable to meet an Incentive Milestone for any reason. Awardee shall promptly give such other relevant information as may be required by PG&E and/or the CPUC.

5.1 Project Reporting Frequency
7 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] A. Within fifteen (15) days after the close of each quarter from the first quarter following the Execution Date, until the Island Operation Date, provide to PG&E a quarterly Progress Report and agree to regularly scheduled meetings between representatives of PG&E and Awardee to review such quarterly reports and discuss Awardee’s development progress.

B. Within fifteen (15) days after the close of each month following the execution of the MOA until the Island Operation Date, provide to PG&E a monthly Progress Report and agree to regularly scheduled meetings between representatives of PG&E and Awardee to review such monthly reports and discuss Awardee’s development progress.

5.2 CPUC Regulatory Reporting
The Awardee shall comply with all CPUC regulatory reporting requirements (without limitation thereto) by providing PG&E with all required data in a format suitable for submittal to the CPUC as may be reasonably requested by PG&E from time to time. The regulatory reports shall contain all information and be in a format as may be required and/or modified by the CPUC from time to time.

5.3 Audit
PG&E has the right, at its sole expense and during normal working hours, after reasonable Notice, to examine the records of the Awardee to the extent reasonably necessary to verify the accuracy of any invoice, Project Report, or computation made pursuant to this Agreement. If any such examination reveals any inaccuracy in any invoice, the necessary adjustments in such invoice and in the associated Incentive Payment or future Incentive Payment, including return of any incentive overpayments, shall be made as determined by PG&E. The provisions of this Section 5.3 will survive termination of this Agreement.

PG&E will have the right to implement the provisions of this section, and the Awardee shall have the obligation to preserve all relevant documentation, for three years following the date of termination of this Agreement.

5.4 Final Project Report
The Awardee shall deliver a final Project Report to PG&E at the conclusion of the MIP Project as directed by PG&E no later than 6 (six) months after IOD. The final Project Report shall, at a minimum, provide a discussion addressing each of the following sub-topics:
a. MIP Project Overview (including total project cost, duration, and any variances); b. Summary of MIP Project Accomplishments;
c. Description of Challenges or Other Issues
d. MIP Program Improvement Recommendations; and
e. Other items requested by PG&E.
6 LIABILITY, INDEMNITY, CONSEQUENTIAL DAMAGES, AND

INSURANCE
8 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES]

6.1 Limitation of Remedies, Liability and Damages

THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF

DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN

EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS

REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN

SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN

EQUITY ARE WAIVED UNLESS THE PROVISION IN QUESTION PROVIDES

THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE

LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL

DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER

REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED UNLESS EXPRESSLY HEREIN PROVIDED. NEITHER PARTY SHALL BE LIABLE FOR

CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, OR INDIRECT

DAMAGES, LOST PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES,

BY STATUTE, IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION (OTHER THAN IN SECTION 6.2) OR OTHERWISE EXCEPT TO THE EXTENT PART OF AN EXPRESS REMEDY OR MEASURE OF DAMAGES HEREIN.

UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT TO THE PROVISIONS OF SECTION 6.2, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS

HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE

WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETO,

INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH
NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO

THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE

LIQUIDATED THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE

DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN

ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED

HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSS.

6.2 Indemnity
A. Awardee shall indemnify, protect, defend, and hold harmless PG&E from liability incurred to third parties as a result of carrying out the provisions of this Agreement as applicable to the MIP Project, except in cases of gross negligence or intentional wrongdoing by PG&E. Liability under this provision is exempt from the general limitations on liability found in Section 6.1.

B. Awardee shall at all times indemnify, defend, and hold PG&E harmless from, any and all damages, losses, claims, including claims and actions relating to injury to or death of any person or damage to property, demand, suits, recoveries, costs and expenses, court costs, attorney fees, and all other obligations by or to third parties, arising out of or resulting from the Awardee's action or failure to meet its obligations under this 9 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] Agreement, except in cases of gross negligence or intentional wrongdoing by PG&E.

C. If PG&E is entitled to indemnification under this Section 6.2 as a result of a claim by a third party, and Awardee fails, after notice and reasonable opportunity to proceed under this Section 6.2, to assume the defense of such claim, PG&E may at the expense of the Awardee contest, settle or consent to the entry of any judgment with respect to, or pay in full, such claim.

D. If Awardee is obligated to indemnify and hold PG&E harmless under this Section 6.2, the amount owing to PG&E shall be the amount of PG&E's actual loss, net of any insurance or other recovery.

Promptly after receipt by PG&E of any claim or notice of the commencement of any action or administrative or legal proceeding or investigation as to which the indemnity provided for in this Article 6 may apply; PG&E shall notify the Awardee of such fact. Any failure of or delay in such notification shall not affect the Awardee’s indemnification obligation unless such failure or delay is materially prejudicial to the Awardee. 7 EVENTS OF DEFAULT AND TERMINATION

7.1 Events of Default
A. Awardee: The Awardee will be deemed a “Defaulting Party" upon the occurrence of any of the following (each an “Event of Default”):
(a) Any false statement, representation contained in this Agreement, in the Application Incentive Request, or in any other document submitted to PG&E under this Agreement is found by PG&E to be false or misleading.
(b) The Awardee fails to satisfy the requirements for an Incentive Milestone as set forth in Section 2.3(C) of this Agreement.
(c) Withdrawal of the request for a Microgrid Islanding Study or an interconnection request for the MIP Project.
(d) Lack of execution of an MOA for the MIP Project within ninety (90) days of execution of the latter of any application Interconnection or Special Facilities Agreements as required by the CMET.
(e) Termination of the MOA for the MIP Project, or of any other agreement required for the development and operation of the MIP Project, including, but not limited to the MIP Project Resource Interconnection Agreement.
(f) Failure of the MIP Project Resource to achieve commercial operations pursuant to its Interconnection Agreement.
(g) Failure of the MIP Project to satisfy all the Operating Performance Requirements as set forth in Section 4.1 of this Agreement.
(h) Non-conformance of the MIP Project with the eligibility requirements set forth in the CMET.

B. Either Party: Either Party will be deemed a “Defaulting Party” if a Party fails to perform any of its material obligations or covenants under this Agreement not otherwise 10 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] addressed in this Section 7.1 when and as required (each an “Event of Default”).

7.2 Default Notice & Remedy
A. Upon the occurrence of an Event of Default, the non-defaulting Party shall give written Notice of such default to the Defaulting Party. For Events of Default the Defaulting Party shall otherwise have sixty (60) Calendar Days from receipt of the Default Notice within which to cure such Event of Default; provided however, if such Event of Default is not capable of cure within sixty (60) Calendar Days, the Defaulting Party shall commence such cure within twenty (20) Calendar Days after notice and continuously and diligently complete such cure within six (6) months from receipt of the Event of Default Notice; and, if cured within such time, the Default specified in such Notice shall cease to exist.

B. If an Event of Default is not cured as provided in this Section 7.2 and is ongoing, the non-Defaulting Party shall have the right to terminate this Agreement by written notice at any time and to be relieved of any further obligation hereunder. Further, whether or not the non-Defaulting Party terminates this Agreement, the non-Defaulting Party shall have the right to recover from the Defaulting Party all amounts due hereunder, plus all other damages and remedies to which the non-Defaulting Party is entitled under this Agreement at law or in equity. The provisions of this Section 7.2.(B) will survive termination of this Agreement.

C. In the event of early termination of this Agreement prior to completion of the MIP Project, any amounts associated with MIP Incentive Award funds that are recovered by the Awardee in connection with the exercise of Awardee’s rights under contracts and associated Performance Bonds with its contractors and CMG Aggregator, less any costs or expenses incurred by Awardee in connection with such recovery, shall be returned by Awardee to PG&E, and shall be PG&E’s sole remedy for such early termination pursuant to Section 7.4(A), and if such early termination is pursuant to Section 7.2(B), shall be PG&E’s sole remedy for such early termination with regard to such funds, except in cases of bad faith, willful misconduct, or fraud. Nothing in this paragraph shall limit PG&E’s rights pursuant to Section 5.3, including but not limited to PG&E’s right to audit and to seek any return of incentive overpayments that were the result of inaccuracies in any invoice submitted by Awardee.

7.3 Waiver
A. The failure of a Party to this Agreement to insist, on any occasion, upon strict performance of any provision of this Agreement will not be considered a waiver of any obligation, right, or duty of, or imposed upon, such Party.

B. Any waiver at any time by either Party of its rights with respect to this Agreement shall not be deemed a continuing waiver or a waiver with respect to any other failure to comply with any other obligation, right, duty of this Agreement. Any waiver of this Agreement shall, if requested, be provided in writing.

7.4 Termination
A. If the Awardee or CMG Aggregator determines in good faith that the MIP Project has become infeasible and elects not to continue development, Awardee may terminate this 11 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] Agreement upon notice to PG&E, and such termination will be effective as of the date designated in writing by the Awardee, at its sole discretion. In the event of a termination pursuant to this Section 7.4(A), PG&E’s sole remedy shall be the return of any recovered funds pursuant to Section 7.2(C).

B. In the event of a termination of this Grant Agreement pursuant to Section 7.1 ,such termination will be effective as of the date designated in writing by the non-Defaulting Party, at its sole discretion, provided that any termination pursuant to an Order from the CPUC or other Regulatory Authority with jurisdiction over either of the Parties that the Agreement or the MIP Project be terminated will be effective on a date consistent with said Order.
8 GOVERNMENTAL CHANGES

8.1 Cooperation
Each Party shall use reasonable efforts to implement the provisions of and to administer this Agreement in accordance with the intent of the Parties to minimize all taxes, so long as neither Party is materially adversely affected by such efforts.

8.2 Governmental Charges
Awardee shall pay or cause to be paid all taxes or fees imposed by any Governmental Authority (Governmental Charges) on or with respect to the MIP Project, by reason of the execution, delivery, performance or enforcement of this Agreement; provided, PG&E shall pay or cause to be paid all such taxes or fees for which it is responsible under applicable law and consistent with CPUC tariffs. Nothing shall obligate or cause a Party to pay or be liable to pay any Governmental Charges for which it is exempt under Law. 9 COVENANTS

9.1 General Covenants
Each Party covenants throughout the Term of this Agreement as follows:

A. [It shall continue to be duly organized, validly existing and in good standing under the Laws of the jurisdiction of its formation and qualified to conduct business in the State of California and in all jurisdictions where ownership of its properties or its operations require such qualifications, except where the failure to do so would not have a material adverse effect on its financial condition, its ability to own its properties or transact its business, or to carry out the transactions contemplated hereby][ may be modified by mutual agreements with Tribal Government counterparties]; B. It shall maintain (or obtain from time to time as required, including through renewal, as applicable) all Governmental Approvals necessary for it to legally perform its obligations under this Agreement;
C. It shall perform its obligations under this Agreement in a manner that does not violate any of the terms and conditions in its governing documents, any contracts to which it is a party or any Law applicable to it;
12 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] D. It shall follow all rules, orders and tariffs approved or established by the CPUC and the CAISO with respect to the MIP Project development and operation, provided that if Awardee is not the CMG Aggregator for the MIP Project, Awardee will ensure that CMG Aggregator shall follow all such rules, orders and tariffs.

9.2 Covenants of Awardee
Awardee covenants to and for the benefit of PG&E throughout the Term:

A. It shall apply the MIP Incentive Award funds solely towards Eligible Project Costs, in accordance with the requirements of the Incentive Milestones, and B. It shall comply, and shall ensure that CMG Aggregator complies, with all applicable Laws, Applicable Rules and Standards, and to the Utility Distribution Company requirements applicable to the MIP Project.
10 ASSIGNMENT

10.1 General Assignment
Neither Party will assign this Agreement or its rights hereunder without the prior written consent of the other Party, which consent will not be unreasonably conditioned, delayed, or withheld so long as (a) the assignee assumes the transferring Party’s performance obligations under this Agreement, (b) the assignee agrees in writing to be bound by the terms and conditions hereof, (c) the transferring Party delivers evidence satisfactory to the non-transferring Party of the proposed assignee’s technical and financial capability to fulfill the assigning Party’s obligations hereunder, (d) the transferring Party delivers such tax and enforceability assurance as the other Party may reasonably request, and (e) in the case of Awardee as the transferring Party with a transfer to an assignee that will have operational control of the MIP Project, Awardee delivers to PG&E, upon PG&E’s request, documentation to demonstrate the assignee is capable of satisfying and complying with all provisions of this Agreement.

10.2 Assignment in Connection with a Change in Control
Any direct change of control of Awardee or Awardee’s Parent (whether voluntary or by operation of Law) is deemed an assignment and shall require the prior written consent of PG&E which consent shall not be unreasonably conditioned, delayed or withheld, provided that the requirements identified in Section 10.1(a) through (e) are met. Awardee shall use commercially reasonable efforts to provide PG&E (a) Notice at least ten (10) days prior to the effectiveness of any indirect change in control, and shall in any event provide such Notice no later than ten (10) Business Days after the indirect change in control, and (b) such other information as PG&E may reasonably request in connection with such change in control.

10.3 Unauthorized Assignment
Any attempted assignment that violates this Article 10 is void and ineffective. Assignment shall not relieve a Party of its obligations, nor shall a Party's obligations be enlarged, in 13 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] whole or in part, by reason thereof. An assignee is responsible for meeting the same financial, credit, and insurance obligations as the Awardee. Where required, consent to assignment will not be unreasonably withheld, conditioned or delayed. 11 DISPUTE RESOLUTION
The Parties agree to attempt to resolve all disputes associated with this Agreement according to the provisions of this Article 11.

11.1 Notification and Negotiation
A. In the event of a dispute, the dispute shall be documented in a written Notice by the aggrieved Party to the other Party containing the relevant known facts pertaining to the dispute, the specific dispute and the relief sought, and express Notice by the aggrieved Party that it is invoking the procedures under this Article 11. The Notice shall be sent to the Party’s email address and physical address set forth under Notices in Article 13.

A copy of the Notice shall also be sent to the Energy Division, Office of the Director, at the CPUC. The receiving Party shall acknowledge the notice within five (5) Calendar Days of its receipt.

B. Upon the aggrieved Party notifying the other Party of the dispute, each Party must designate a representative with the authority to make decisions for its respective Party to review the dispute within seven (7) Calendar Days.

C. Upon receipt of Notice, receiving Party shall provide the aggrieved Party with all relevant regulatory and/or technical details and analysis regarding the MIP Project under dispute within twenty-one (21) Calendar Days.

D. Within forty-five (45) Calendar Days of the date of the Notice, the Parties’ Authorized Representatives will be required to meet and confer to try to resolve the dispute. Parties are expected to operate in good faith and use best efforts to resolve the dispute.

E. If a resolution is not reached in forty-five (45) Calendar Days from the date of the notice, either 1) a Party may request to continue negotiations for an additional forty-five (45) Calendar Days or 2) the Parties may by mutual agreement make a written request for mediation to the Alternative Dispute Resolution (ADR) Coordinator in the CPUC’s Administrative Law Judge (ALJ) Division. The request may be submitted by electronic mail to [email protected]. Alternatively, both Parties by mutual agreement may request mediation from an outside third-party mediator with costs to be shared equally between the Parties.

F. At any time, either Party may file a formal complaint before the CPUC pursuant to California PUC section 1702 and Article 4 of the CPUC’s Rules of Practice and Procedure. Nothing in this section shall be construed to limit the rights of any Party to exercise rights and remedies under California law.

11.2 Performance During Dispute
A. Pending resolution of any dispute under this Article 11, the Parties shall proceed diligently with the performance of their respective obligations under this Agreement 14 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] unless this Agreement has been terminated.

B. If a dispute for which a Party has provided a Notice pursuant to this Article 11 remains unresolved to the satisfaction of either Party more than sixty (60) days following receipt of the Notice, then either Party may exercise whatever rights and remedies it may have in equity or law consistent with the terms of this Agreement. 12 GENERAL PROVISIONS

12.1 General
All attached Appendices are hereby incorporated by reference and are made part of this Agreement. This Agreement shall be considered for all purposes as prepared through the joint efforts of the Parties and shall not be construed against one Party or the other as a result of the preparation, substitution, submission, or other event of negotiation, drafting or execution hereof. No amendment or modification to this Agreement shall be enforceable unless reduced to a writing signed by all Parties. This Agreement shall not impart any rights enforceable by any third party (other than a permitted successor or assignee bound to this Agreement). The headings used herein are for convenience and reference purposes only.

12.2 Severability
If any provision in this Agreement is determined to be invalid, void or unenforceable by any court having jurisdiction, such determination shall not invalidate, void, or make unenforceable any other provision, agreement or covenant of this Agreement and the Parties shall use their best efforts to modify this Agreement to give effect to the original intention of the Parties.

12.3 Counterparts
This Agreement may be executed in one or more counterparts each of which shall be deemed an original and all of which shall be deemed one and the same Agreement.

Delivery of an executed counterpart of this Agreement by e-mail will be deemed as effective as delivery of an originally executed counterpart. Any Party delivering an executed counterpart of this Agreement by e-mail will also deliver an originally executed counterpart, but the failure of any Party to deliver an originally executed counterpart of this Agreement will not affect the validity or effectiveness of this Agreement.

12.4 Interpretation
The following rules of interpretation apply:

A. The term “including” means “including without limitation”; the terms “year” and “calendar year” mean the period of months from January 1 through and including December 31; the term “month” means a calendar month unless otherwise indicated, and a “day” means a 24-hour period beginning at 12:00:01 a.m. and ending at 12:00:00 midnight; provided that a “day” may be 23 or 25 hours on those days on which daylight-saving time begins or ends, respectively.
15 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] B. Unless otherwise specified herein, where the consent of a Party is required, such consent shall not be unreasonably withheld, unreasonably conditioned or unreasonably delayed.

C. Unless otherwise specified herein, all references herein to any Order, tariff, agreement, or other document of any description shall be construed to give effect to amendments, supplements, modifications or any superseding Order, tariff, agreement or document as then exist at the applicable time to which such construction applies unless otherwise specified.

D. In the event of any conflict between the terms and conditions of this Agreement and any of the following agreements, the terms and conditions of the following agreements will control: the MOA, any MIP Project Interconnection Agreements under PG&E’s Electric Rule 21 or PG&E’s Wholesale Distribution Tariff, PG&E’s Electric Rule 2, and any Microgrid Special Facilities Agreements.

E. Capitalized terms used in this Agreement, including the appendices hereto, have the meaning set forth in Appendix I-B, unless otherwise specified.

F. References in the singular include references in the plural and vice versa, pronouns having masculine or feminine gender will be deemed to include the other, and words denoting natural persons include partnerships, firms, companies, corporations, limited liability companies, joint ventures, trusts, associations, organizations or other entities (whether or not having a separate legal personality). Other grammatical forms of defined words or phrases have corresponding meanings.

G. Words not otherwise defined herein that have well known and generally accepted technical or trade meanings are used herein in accordance with such recognized meanings. Words referring to market rules, activities and practice have the meaning generally ascribed to such words in California.

H. References to a particular section, subsection, paragraph, subparagraph, appendix, or attachment will, unless specified otherwise, be a reference to that section, subsection, paragraph, subparagraph, appendix, or attachment in or to this Agreement.

I. Any reference in this Agreement to any natural person, Governmental Authority, corporation, limited liability company, partnership or other legal entity includes its permitted successors and assigns or to any natural person, Governmental Authority, corporation, limited liability company, partnership or other legal entity succeeding to its functions.

J. All references to dollars or “$” are to U.S. dollars.

K. When an action is required to be completed on a Business Day, such action must be completed prior to 5:00 p.m. on such day, Pacific prevailing time, and actions occurring after 5:00 p.m. (such as the delivery of a Notice) will be deemed to have occurred on the following Business Day.

12.5 Recordings
No conversation between the Parties may be recorded by a Party without the express consent of the other Party.
16 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES]

12.6 Authorized Representatives
Each Party shall provide Notice to the other Party of the persons authorized to make or receive other Notices on behalf of such Party or to represent a Party (“Authorized Representative”) and in connection with such Notices and specify the scope of their individual authority and responsibilities. Either Party may change its designation of such persons and the scope of their individual authorities and responsibilities from time to time in its sole discretion by providing Notice.

12.7 No Dedication
Nothing in this Agreement shall be construed to create any duty to, any standard of care with reference to, or any liability to any Person not a Party to this Agreement. No undertaking by one Party to the other Party under any provision of this Agreement shall constitute the dedication of that Party’s system or any portion thereof to the other Party or the public, nor affect the status of PG&E as an independent public utility corporation or Awardee as an independent individual or entity.

12.8 Governing Law

THIS AGREEMENT AND THE RIGHTS AND DUTIES OF THE PARTIES

HEREUNDER SHALL BE GOVERNED BY AND CONSTRUED, ENFORCED AND

PERFORMED IN ACCORDANCE WITH THE LAWS OF THE STATE OF
CALIFORNIA, WITHOUT REGARD TO PRINCIPLES OF CONFLICTS OF LAW. TO

THE EXTENT ENFORCEABLE AT SUCH TIME, EACH PARTY WAIVES ITS

RESPECTIVE RIGHT TO ANY JURY TRIAL WITH RESPECT TO ANY LITIGATION ARISING UNDER OR IN CONNECTION WITH THIS AGREEMENT.

12.9 Taxes
A. The Parties agree to follow all applicable tax laws and regulations.

B. Each Party shall cooperate with the other to maintain the other Party's tax status.

Nothing in this Agreement is intended to adversely affect PG&E's tax-exempt status with respect to the issuance of bonds including, but not limited to, local furnishing bonds.

12.10Regulatory Oversight
The Agreement shall be subject to changes or modifications by the California Public Utilities Commission, as said Commission may, from time to time, direct in the exercise of its jurisdiction.
[Note: Section 12.11 applicable solely if Awardee is a sovereign Indian tribe]

12.11Limited Waiver of Sovereign Immunity
Awardee agrees to provide a limited waiver of sovereign immunity as set forth in Appendix VIII. In the event of a conflict between Appendix VIII and any other waivers set forth in this Agreement, Appendix VIII shall control. 17 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] 13 NOTICES

13.1 Notices
Whenever this Agreement requires or permits delivery of a Notice (or requires a Party to “Notify”), the Party with such right or obligation shall provide a written communication in the manner specified below. Notices may be sent by overnight mail or courier or e-mail.

Invoices may be sent by e-mail. A Notice sent by e-mail will be recognized and shall be deemed received on the Business Day on which such Notice was transmitted if received before 5 p.m. Pacific prevailing time (and if received after 5 p.m., on the next Business Day) and a Notice by overnight mail or courier shall be deemed to have been received two (2) Business Days after it was sent or such earlier time as is confirmed by the receiving Party. Notices shall be addressed as follows:

PG&E:
(Name)
(Title)
(Address)
(email)
(phone)
Awardee:
(Name)
(Title)
(Address)
(email)
(phone)
14 SIGNATURE
Agreement Execution
In WITNESS WHEREOF, each Party has caused this Agreement to be duly executed by its Authorized Representative as of the dates provided below:
_____________________________________
_____________________________________,
a ____________________________________

PACIFIC GAS AND ELECTRIC
COMPANY, a California corporation
Signature: Signature:

Name: Name:

Title: Title:

Date: Date:
18 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] APPENDIX I-A – ACRONYMS
ADR – Alternative Dispute Resolution
AIR – Application Incentive Request
ALJ – Administrative Law Judge
CAISO - California Independent System Operator
CARB – California Air Resource Board
CMET - Community Microgrid Enablement Tariff
CMG - Community Microgrid
CPUC - California Public Utilities Commission
IFOM – In Front of the Meter
IOD - Islanding Operation Date
MIP – Microgrid Incentive Program
MIS – Microgrid Islanding Study
MOA - Microgrid Operating Agreement
PG&E - Pacific Gas and Electric Company
19 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] APPENDIX I-B – GENERAL DEFINITIONS

1. Affiliate. Affiliate of a Person means any other Person that (a) directly or indirectly controls the specified Person; (b) is controlled by or is under direct or indirect common control with the specified Person; or (c) is an officer, director, employee, representative or agent or subsidiary of the Person. For the purposes of this definition, “control,” when used with respect to any specified Person, means the power to direct the management or policies of the specified Person, directly or indirectly, through one or more intermediaries, whether through the ownership of voting securities, partnership or limited liability company interests, by contract or otherwise.

2. Applicable Rules and Standards. Electric Rule 2, PG&E’s Wholesale Distribution Tariff, CMET and Electric Rule 21.

3. Application Incentive Request (AIR). The amount of funding, excluding the MIP Application Development Grant, requested by the MIP Applicant.

4. Authorized Representative. As defined in Section 12.6.

5. Awardee. The entity that is counterparty to this Grant Agreement.

6. Balance of System. All of the MIP Project tangible and non-tangible assets, facilities, and equipment owned or controlled by the CMG Aggregator, other than the MIP Project Resources and Non-Project Resources, necessary to meet the requirements of the MIP Project as identified in the Microgrid Islanding Study and listed in Appendix V - MIP Project Resources and Balance of System Facilities of MOA.

7. Blue Sky Mode. The normal mode of operation when the Community Microgrid is interconnected to and operating in parallel with the Distribution System, is not operating in Island Mode, and PG&E maintains operational coordination of the delivery of electric service.

8. Business Day. Monday through Friday, excluding Federal Holidays and the Friday after Thanksgiving

9. CAISO. The California Independent System Operator Corporation or any successor entity performing similar functions.

10. Calendar Day. Any day, including Saturday, Sunday or a Federal and State Holiday

11. California Public Utility Commission or Commission or CPUC. The Public Utilities Commission of the State of California

12. Community Microgrid (CMG). As defined in PG&E’s Community Microgrid Enablement Tariff.

13. Community Microgrid Aggregator (CMG Aggregator). The entity that is counterparty 20 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] to the MOA. The CMG Aggregator coordinates control of MIP Project Resources consistent with relevant provisions of PG&E’s Electric Rule 2, PG&E’s Wholesale Distribution Tariff Generator Interconnection Procedures, and PG&E’s Electric Rule 21 including frequency and voltage and other power quality requirements within PG&E established control parameters to enable the MIP Project to operate in Island Mode.

14. Contractor. The engineering, procurement, and construction contractor and its subcontractors, as well as Awardee or Awardee’s Affiliates and their subcontractors if any such entities are developing, constructing, operating or maintaining the MIP Project during the Term, and any entity or person under contract with Awardee or Awardee’s Affiliates for the purpose of developing, constructing, operating or maintaining the MIP Project during the Term.

15. Defaulting Party. The Party that is subject to an Event of Default

16. Distribution Provider. PG&E, which owns, controls, and operates facilities used to provide Distribution Service to the customers within the Microgrid Boundary under this MIP.

17. Distribution System. PG&E’s distribution system broadly consists of the stepdown transformation with substations, the primary distribution circuits, and the secondary distribution system. The secondary distribution system consists of the line transformers that step the primary voltage down to a secondary voltage, and the secondary conductors including service drops and meters.

18. Distribution Upgrades. The additions, modifications, and upgrades to PG&E’s Distribution System necessary to facilitate construction and microgrid operation of the MIP Project. Distribution Upgrades do not include the CMG Aggregator’s Project Balance of System.

19. Effective Date. The date upon which both Parties have executed this Agreement.

20. Eligible Project Cost. All necessary, reasonable, and directly attributable costs incurred in the execution and completion of the MIP Project, as approved by PG&E in Appendix VI.

Any costs incurred outside the parameters set forth in this Agreement or deemed non-essential, extravagant, or unrelated to the Project’s primary objectives shall be excluded from the definition of “Eligible Project Cost”. The determination of eligibility for any cost shall be at the sole discretion of PG&E, and such determination shall be final here.

21. Event of Default. The failure of a Defaulting Party to cure a default under this Agreement.

22. Final Project Report. Is a document submitted by the Awardee to PG&E within six months after the Initial Operation Date (IOD) providing an overview of the project, summarizes accomplishments, recommends improvements, describes challenges, and includes any additional information requested by PG&E.
21 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES]

23. Governmental Authorities. Any federal, State, local or municipal government, governmental department, commission, board, bureau, agency, or instrumentality, or any judicial, regulatory, or administrative body, having jurisdiction as to the matter in question.

24. Grid Forming Project Resource(s). Is a MIP Project Resource that, among other features, has the ability to (i) black start the MIP Project when in Island Mode and deenergized, and (ii) provide voltage and frequency stability and control within a range acceptable to PG&E during Island Mode operation.

25. Incentive Award. An Incentive Award is the amount of MIP incentive funding allocated to a MIP project by PG&E at its sole discretion. The Incentive Award amount is based on an MIP Applicant’s AIR, subject to availability of MIP funds and MIP program requirements per the MIP Handbook.

26. Incentive Milestone. The Incentive Award shall be paid to the Awardee through a series of Incentive Payments associated with a successive set of project milestones based on key development activities during the Term. The milestones must be agreed upon completion dates required for the development and operation of the MIP Project and subsequent payment of incentives as set forth in Appendix III of this Agreement.

27. Incentive Payment. Incentive Payment refers to the portion of the MIP Incentive Award, allocated to a specific MIP project by PG&E.

28. Interconnection Agreement. The agreement and associated documents or any successor agreement and associated documentation governing the terms and conditions of the interconnection of the MIP Project Resource(s) with PG&E’s grid, including any description of the plan for interconnecting the MIP Project Resource(s) to the grid.

29. Interconnection Allowance. An amount funded by utility ratepayers in addition to the MIP Incentive Award, the MIP Application Development Grant, and the Microgrid Special Facilities Allowance that covers all or a portion of the costs of Interconnection Studies, Interconnection Facility Upgrades, and Distribution Upgrades identified per the applicable interconnection tariff for eligible Project Resources.

30. Interconnection Facilities. The electrical wires, switches and related equipment that are required in addition to the facilities required to provide electric Distribution Service to a Customer to allow Interconnection. Interconnection Facilities may be located on either side of the Point of Common Coupling as appropriate to their purpose and design.

Interconnection Facilities may be integral to a Generating Facility or provided separately.

Interconnection Facilities may be owned by either Producer or PG&E.

31. Interconnection Study. A study to establish the requirements for interconnection of a Generating Facility to PG&E’s Distribution System or Transmission System, pursuant to WDAT or Electric Rule 21, as applicable.

32. Island Mode. Operation of the Microgrid by the Distribution Provider when a Microgrid 22 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] that normally operates in “Blue Sky” Mode (parallel mode) is disconnected from the Distribution System at the Microgrid Islanding Point. The Distribution Provider will operate the Microgrid in Island Mode by (i) direct dispatch of MIP Project Resources within the Microgrid Boundary, and/or (ii) by authorizing MIP Project Resources to operate within parameters specified by the Distribution Provider for voltage, frequency, and power quality.

33. Islanding Operation Date (IOD). Means the date stated in the "CMET Project Islanding Operation Date Confirmation Letter" attached as Appendix XI-B has been mutually executed and the CMET Project is placed into service for the purposes of providing energy resiliency for end use customers.

34. Law. Any statute, law, treaty, rule, regulation, ordinance, code, Permit, enactment, injunction, order, writ, decision, authorization, judgment, decree or other legal or regulatory determination or restriction by a court or Governmental Authority of competent jurisdiction, including any of the foregoing that are enacted, amended, or issued after the Effective Date, and which become effective during the Term; or any binding interpretation of the foregoing.

35. Local Governmental Authority. A California city, county, or other joint powers authority, such as a Community Choice Aggregator.

36. Microgrid. An interconnected system of loads and energy resources, including, but not limited to, distributed energy resources, energy storage, demand response tools, or other management, forecasting, and analytical tools, appropriately sized to meet customer needs, within a clearly defined microgrid boundary that can act as a single, controllable entity, and can connect to, disconnect from, or run in parallel (Blue Sky Mode) with, larger portions of the electrical grid, or can be managed and isolated to withstand larger disturbances and maintain electrical supply to connected critical infrastructure.

37. Microgrid Incentive Program (MIP). A Program to enable community-proposed microgrids that provide enhanced resilience for vulnerable customer groups and/or critical facilities pursuant to California Public Utilities Commission (CPUC) Decision (D.) 21-01- 018 in Track 2.

38. Microgrid Islanding Study (MIS). An engineering study conducted by PG&E or its agents of the microgrid operation in an Island Mode and operating mode transitions. The study shall determine the required modifications to the PG&E’s Distribution Facilities and associated cost required to support Island Mode operation and microgrid transitions while maintaining voltage, frequency, and power quality within PG&E control parameters in accordance with PG&E’s Electric Rule 2.

39. Microgrid Operating Agreement (MOA). An agreement between the PG&E and the MIP Community Microgrid Aggregator that governs MIP Project development and testing, and commercial operations to ensure safety and service quality in compliance with applicable 23 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] PG&E rules.

40. Microgrid Special Facilities. Modifications to the PG&E’s Distribution Facilities required to operationalize the Microgrid Boundary and Island Mode such that the Microgrid is capable of maintaining voltage, frequency, and power quality within the PG&E’s control parameters in accordance with Electric Rule 2.

41. Microgrid Special Facilities Agreement or “Microgrid SFA.” The agreement that describes the upgrades on the Distribution System, and at the MIP Project Site to be installed under the terms and conditions regarding Microgrid Special Facilities (or added facilities) on file with the CPUC, pursuant to PG&E’s Electric Rule 2, and incorporated in Appendix IV-B of MOA.

42. Microgrid Special Facilities Allowance. An amount funded by utility ratepayers in addition to the MIP Incentive Award, the MIP Application Development Grant, and the Interconnection Allowance to cover all or a portion of the costs of the Microgrid Special Facilities cost and the MIS.

43. MIP Application Development Grant. A one-time, optional, limited, MIP-funded grant to MIP Applicants who submit an eligible MIP application and request such reimbursement.

44. MIP Project. Tangible and non-tangible assets, facilities, and equipment needed to create and operate a Community Microgrid, including the MIP Project Resources, Microgrid Special Facilities, MIP Project Balance of System, contract rights, easements, rights of way, licenses and other interests or rights in real estate reasonably necessary for the construction, operation, and maintenance of the Community Microgrid subject to the CMET.

45. MIP Project Resource(s). Electric generation, storage technology, and/or load management technology that the CMG Aggregator has control over consistent with relevant provisions in the MOA to enable the MIP Project to safely and reliably operate in Island Mode. The CMG Aggregator must have at least one Grid-Forming Project Resource that has a resource controller and has grid-forming capability sufficient to allow acceptable frequency and voltage during Island Mode operation. Project Resources must comply with the emissions standards adopted by the State Air Resources Board pursuant to the distributed generation certification program requirements of Section 94203 of Title 17 of the California Code of Regulations, or any successor regulation, and must be interconnected to the Distribution System within the Microgrid Boundary (either directly as front-of-the-meter Project Resources or indirectly as behind-the-meter Project Resources) pursuant to the Wholesale Distribution Tariff or PG&E’s Electric Rule 21.

46. Notice. Unless otherwise specified in this Agreement, means a written communication which is delivered by overnight mail or courier service or electronic messaging (email), and in the manner required by Section 13, as applicable to a given communication. 24 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES]

47. Operating Performance Requirements or OPA. As defined in Section 4.1 of this Agreement.

48. Operating Term Performance Assurance. As defined in the MOA.

49. Performance Bond. A bond posted by a contractor in connection with a contract with Awardee to secure fulfillment of all the contractor’s obligations under such contract with Awardee.

50. Permit. Any waiver, exemption, variance, franchise, permit, authorization, consent, ruling, certification, license, or similar order of or from, or filing or registration with, or notice to, any Governmental Authority that authorizes, approves, limits, or imposes conditions upon a specified activity.

51. State. The State of California

52. Term. As defined in Section 1.1 of the Agreement

53. Tribal Governmental Authority. The governing authority, having jurisdiction as to the matter in question, for a group identified as a “California Native American tribe”, meaning a Native American tribe located in California that is on the contact list maintained by the Native American Heritage Commission for the purposes of Chapter 905 of the Statutes of 2004. See Cal. Pub. Res. Code § 21073. California Native American tribes include both federally recognized tribes and tribes that are not recognized by the federal government. 25 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] APPENDIX II – APPLICATION INCENTIVE REQUEST (AIR)
The Awardee’s AIR with proposed Project Development Plan including proposed scheduled and estimated costs will be appended here.
26 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] APPENDIX III – INCENTIVE MILESTONES
An Incentive Milestone Payment schedule as illustrated below shall be completed for each MIP Project. There are two methods available for determining the timing and amounts for the Incentive Milestone Payments. The Awardee may elect either of the two methods, at the Awardee’s discretion.

Alternative A: The first method is to recover the total AIR awarded in equal increments of ten percent. As eligible project costs are accrued, the Awardee shall be able to submit them for reimbursement once the total cost submitted for reimbursement is equal to ten percent of AIR.

Estimated completion dates for each ten percent tranche will be included in the schedule form. If the project is completed without spending the full award amount, the final reimbursement payment will be made upon PG&E’s receipt of confirmation of the commencement of operations of the microgrid in the form of MOA Appendix XI-B – “CMET Project Islanding Operation Date Confirmation Letter”. Proof of costs for reimbursement will still apply to this payment as it does to the others.

Alternative B: The second method would involve creating a customized Incentive Milestone Payment schedule based upon the estimated project milestones and costs in the Awardee’s Project Development Plan and the total amount of incentive awarded. In this case, the Incentive Milestone schedule will describe each such milestone, the proposed completion date, total estimated cost to complete, the estimated Incentive Request anticipated for each Milestone, and the percentage each milestone payment is in relation to the total MIP Award. These milestones shall be developed jointly between the Awardee and PG&E.

In the event that Awardee selects Alternative B but Awardee and PG&E are not able to finalize the milestones [within [time period] of execution of this Agreement, then the AIR will be reimbursed pursuant to Alternative A. The final Incentive Milestone Payment Schedule for this Agreement shall be inserted in this Appendix and replace this language and the following illustrations.
27 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] Illustrative Example of an Incentive Milestone Payment Schedule – Alternative A MIP Incentive Payment Milestones
Milestone Description
Proposed
Completion
Date
Estimated
Cost to
Complete
Estimated
MIP
Incentive
Request
% of
MIP
Award Comments
1 Costs Incurred Equal 10% of
Total AIR 10
2 Costs Incurred Equal 20% of
Total AIR 10
3 Costs Incurred Equal 30% of
Total AIR 10
4 Costs Incurred Equal 40% of
Total AIR 10
5 Costs Incurred Equal 50% of
Total AIR 10
6 Costs Incurred Equal 60% of
Total AIR 10
7 Costs Incurred Equal 70% of
Total AIR 10
8 Costs Incurred Equal 80% of
Total AIR 10
9 Costs Incurred Equal 90% of
Total AIR 10
10 Costs Incurred Equal 100% of
Total AIR or MOA Appendix
XI-B – “CMET Project
Islanding Operation Date
Confirmation Letter” is
received and approved by
PG&E 10
Totals:
(Total PDP
Cost)
[Amount
Awarded] 100%
Costs Incurred Equal 80% of
Total AIR
28 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] MIP Incentive Payment Milestones
Milestone*Description
Proposed
Completion
Date*
Estimated
Cost to
Complete*
Estimated
MIP
Incentive
Request**
% of
MIP
Award Comments
1 Project Engineering Design
2 Project Site Acquisition &
Permitting
3 Project Site Preparation
4 Project Resource/s Delivered
to Site
5 Project Resources Installed
w/PTO Received
6 Microgrid Balance of System
Installed
7 Islanding Operation Date
Confirmation Letter issued
Totals:
(Total PDP
Cost)
[Amount
Awarded] 100%
*Milestones based on MIP Project Development Plan tasks, schedule and estimated costs to complete ** Estimated MIP incentive payment request at each milestone based on MIP Project Development Plan Illustrative Example of an Incentive Milestone Payment Schedule – Alternative B 29 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] APPENDIX IV – INCENTIVE PAYMENT REQUEST COVER SHEET
Pursuant to Section 2.3 of the Grant Agreement dated as of (insert date) between the Awardee and the PG&E, Awardee hereby submits an Incentive Payment Request as follows:

Incentive Milestone Number (per Appendix III): _________ Incentive Payment Request: $
Total Incentive Requests to Date: $
MIP Incentive Award (per Section 2.1): $
Incentive Award Amount Remaining: $___________
Awardee certifies that:

A. To the best of their knowledge and belief, all payments requested are correct, accurate, and complete, that payment therefore has not been received and that all amounts requested are for the appropriate purposes and in accordance with this Agreement.

B. After giving effect to the disbursement requested pursuant to this Incentive Payment Request, the total Incentive Payments disbursed will not exceed the maximum amount set forth in Section 2.1.

C. The representations and warranties made in the Agreement are true and correct in all material respects as if made on the date hereof.

D. No Event of Default has occurred and is continuing under the Agreement [or the MOA] E. The undersigned is authorized to execute this Incentive Payment Request on behalf of Awardee.

Signature of Authorized Requestor
Title
Date
30 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] payment and the status of the activity. If the activity and related cost element is not complete, the estimated cost to complete shall be provided.

Task
*
Cost Element
&
Description**
Incentive
Amount
Requested
MIP
Eligible
Cost
(Y/N)
Activity
Complete
(Y/N)
Estimated
Cost to
Complete**
*
Comment
s
Total:
* MIP Project Development Plan tasks identified in the Project Development Plan at Work Breakdown Structure (WBS) Level 2.
** Identify the specific cost element associated with a task for which an incentive payment is requested. *** Only needs to be filled in if task is not fully completed at the Milestone APPENDIX V – SCHEDULE 1 TO INCENTIVE PAYMENT REQUEST

COVER SHEET
The following sample schedule shall be used to support the Incentive Payment Request. This sample schedule should be used to itemize the Eligible Project Costs associated with the Milestone tasks associated with an Incentive Payment Request. Awardee shall verify that costs are eligible for incentive 31 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] APPENDIX VI – ELIGIBLE PROJECT COSTS
Eligible Project Costs include the following:
• The costs for purchasing IFOM MIP Project Resources and their grid-forming and grid-following inverters. To be eligible, none of these resources can be part of an Interconnection Agreement with PG&E executed before the close of the Application Window used for your Microgrid Application.
• The costs for purchasing IFOM MIP Project Resource’s controller, protection, and communications equipment.
• Permitting and licensing expenses incurred for IFOM MIP Project Resource(s) and Balance of System prior to a microgrid’s Islanding Operation Date. • Expenses related to reconfiguring behind-the-meter (BTM) electric service equipment so specific customer or facility loads can be isolated and served when the microgrid is in Island Mode.
• Project management costs, including costs related to engineering, studies, system integration, and construction activities for IFOM MIP Project Resource and Balance of System. Includes site preparation, civil, electrical, and mechanical work. • Expenses associated with purchasing or leasing property for the IFOM MIP Project Resources and Balance of Systems Leasing property expenses should reflect the present value of the lease for the property needed for the IFOM MIP Project Resources and Balance of System.
• Costs related to community outreach activities conducted for the microgrid. • Costs associated with developing a microgrid proposal and MIP Application, to the extent not covered in the optional MIP Application Development Grant. • Related legal costs.
• Taxes to the extent applicable on any of the above.
• Costs related to providing a Letter of Credit as Development Performance Assurance, provided that such costs do not exceed five percent (5%) of the total amount of the AIR.

Costs that are not eligible for MIP incentive award include but may not be limited to:
• Costs related to behind-the-meter resources associated with a MIP Project, including interconnection studies and distribution upgrades as may be applicable. • Expenses associated with the operation and maintenance of the MIP Project. • Other ineligible costs as identified in the CPUC’s Decision 23-04-034, as may from time to time be modified by the CPUC.
32 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] APPENDIX VII – MIP PROJECT REPORTING FORM
MIP Project Reports shall include a summary description of project development status, including a discussion of any actual and forecast schedule and cost variances, and corrective actions being undertaken to address variances. MIP Project Reports shall also include supporting project status detail in a similar form to the sample table below. 33 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] APPENDIX VIII – LIMITED WAIVER OF SOVEREIGN IMMUNITY
(a) The Parties acknowledge that Awardee is a sovereign Tribe, and that, as such, Awardee, its officers, agents and assigns possess sovereign immunity from unconsented suits and other legal proceedings. Nothing in this Agreement shall be deemed to be a waiver of Awardee’s sovereign immunity, except as expressly provided in this Appendix VIII.

PG&E and Awardee agree that this Agreement is fully enforceable between the Parties.

Therefore, Awardee hereby provides this limited express waiver of Awardee’s sovereign immunity, for the limited purpose of enforcing this Agreement (including each and all of the terms and conditions of this Agreement), and in accordance with, and as limited by, the express terms of this Agreement. Awardee provides this limited waiver of its sovereign immunity solely for disputes arising between the parties under this Agreement pursuant to Article 11. This limited waiver shall not apply to any other party or to disputes that do not arise out of this Agreement. PG&E hereby agrees that this limited waiver of sovereign immunity provided by Awardee shall be strictly and narrowly construed in favor of Awardee.
(b) With respect to all actions, suits, claims, proceedings or counterclaims (each, a “Claim”), Awardee and each of its officers, agents and assigns hereby expressly waives its sovereign immunity, and all defenses based thereon, from any Claim brought to enforce or interpret this Agreement, to resolve any controversy arising from this Agreement, or otherwise related to this Agreement, in each case of any nature, whether such Claim is brought in or arises under law, equity, contract, tort or statute (inclusive of Claims for equitable or provisional relief and to compel arbitration, and whether through service of notice, attachment prior to judgment, exercise of contempt powers, or otherwise) (an “Action”), for the limited purpose of resolving Claims and the judicial enforcement thereof, to resolve any controversy arising from this Agreement, to enforce or interpret the express terms and conditions of this Agreement, or otherwise related to this Agreement, as provided for in this Agreement.
(c) Awardee expressly waives sovereign immunity, solely in connection with any Claim brought to enforce or interpret this Agreement, to resolve any controversy arising from this Agreement, or otherwise related to this Agreement and all defenses based thereon as provided for herein for the enforcement of any arbitration award, or judgment to enforce such an award, any form of relief, or order related thereto. Awardee further consents to the jurisdiction of the arbitrators and/or specified courts described in Article 11 of this Agreement, including each Party’s consent to be bound by a lawful order or judgment, to the extent provided for herein.
34 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] (d) With respect to any Action between PG&E and Awardee, each of the Parties expressly consents and agrees to the dispute resolution provisions set forth in Article 11 of this Agreement, and Awardee hereby agrees that the limited waivers of sovereign immunity described in this Appendix VIII apply and waive Awardee’s sovereign immunity (to the extent described in this Appendix VIII) in connection with any arbitration under Article 11 of this Agreement and any judgment or award described in Article 11 of this Agreement. Awardee specifically expressly waives sovereign immunity for the limited jurisdictional purposes set forth in this Appendix VIII and in Article 11 of this Agreement. The Parties specifically agree that the arbitrators and courts set forth in Article 11 of this Agreement shall have jurisdiction to enter judgments enforcing rights and remedies provided for in this Agreement, which shall be binding and enforceable on each Party. Awardee shall not contest jurisdiction or venue to the extent selected in accordance with Article 11 of this Agreement. Awardee hereby waives any argument that a tribal forum has jurisdiction over the limited waiver of sovereign immunity and this Agreement, that it shall not plead or invoke the doctrine of exhaustion of tribal or other administrative or tribal judicial remedies, defenses of tribal immunity or that Awardee is an indispensable party, and Awardee hereby waives any and all such requirements.
(e) Awardee hereby consents to injunctive relief, where the standards for such relief are proven, in the forums enumerated in Section 12.8 of this Agreement should Awardee ever attempt to revoke, limit or restrict the limited waiver of sovereign immunity, where the legal standards for such relief are satisfied.
(f) In any Action as to which Awardee has waived its sovereign immunity as provided herein, Awardee consents and agrees that process against Awardee shall be effective if served by sending a copy of the process in accordance with the notice provisions set forth in Section 13.1 of this Agreement.
35 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] ---------------------------------------------------- END ---------------------------------------------------- 456162.1
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 on September 17, 2026, by the following roll call vote:

Ayes:

Noes:

Absent:

Signed and approved by me after its passage.
______________________________
Chair of the Governing Board
Attest:
_______________________
Secretary
WHEREAS, a strategic goal of Pioneer Community Energy (“Pioneer”) is to be a community partner; and
WHEREAS, some of Pioneer’s communities suffer from frequent power outages that place critical facilities in danger of not having power; and
WHEREAS, through Senate Bill 1339, Pacific Gas & Electric Company (“PG&E”) was allocated $87.2 million to implement the Microgrid Incentive Program (“MIP”); and WHEREAS, MIP is designed to support the development of clean community microgrids in disadvantaged and vulnerable communities; and
WHEREAS, Pioneer submitted a MIP application for a microgrid project in Foresthill (the “Foresthill Microgrid Project”); and
WHEREAS, the Foresthill Microgrid Project is the recipient of a MIP grant award; and WHEREAS, execution of a grant agreement with PG&E for the Foresthill Microgrid Project is needed to move forward.

In the matter of:

RESOLUTION APPROVING AND AUTHORIZING

THE CHIEF EXECUTIVE OFFICER TO EXECUTE A

MICROGRID INCENTIVE PROGRAM GRANT

AGREEMENT WITH PACIFIC GAS & ELECTRIC

COMPANY FOR THE FORESTHILL MICROGRID
PROJECT.

Resolution 2026-__
September 17, 2026
2 456162.1
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 authorizes the Chief Executive Officer to execute a Microgrid Incentive Program Grant Agreement with Pacific Gas & Electric Company for the Foresthill Microgrid Project in form attached hereto.

3. This Resolution shall take effect immediately upon its adoption.

Exhibit A: MIP Grant Agreement – Local and Tribal Government [FORM FOR USE ONLY WITH LOCAL OR TRIBAL
GOVERNMENT MIP AWARDEES]
1 MICROGRID INCENTIVE PROGRAM GRANT AGREEMENT
between

PACIFIC GAS AND ELECTRIC COMPANY
and
________________________________
Dated:
________________________________
2 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES]

TABLE OF CONTENTS
RECITALS.................................................................................................................................... 3 AGREEMENT .............................................................................................................................. 4 1 TERM................................................................................................................................... 4 2 INCENTIVE AWARD........................................................................................................ 4 3 ALLOWANCES.................................................................................................................. 5 4 PERFORMANCE REQUIREMENTS ............................................................................. 6 5 PROJECT REPORTING AND AUDITING.................................................................... 6 6 LIABILITY, INDEMNITY, CONSEQUENTIAL DAMAGES, AND INSURANCE.. 7 7 EVENTS OF DEFAULT AND TERMINATION............................................................ 9 8 GOVERNMENTAL CHANGES..................................................................................... 11 9 COVENANTS.................................................................................................................... 11 10 ASSIGNMENT.................................................................................................................. 12 11 DISPUTE RESOLUTION................................................................................................ 13 12 GENERAL PROVISIONS ............................................................................................... 14 13 NOTICES........................................................................................................................... 17 14 SIGNATURE..................................................................................................................... 17 APPENDIX I-A – ACRONYMS................................................................................................ 18 APPENDIX I-B – GENERAL DEFINITIONS ........................................................................ 19 APPENDIX II – APPLICATION INCENTIVE REQUEST (AIR)....................................... 25 APPENDIX III – INCENTIVE MILESTONES...................................................................... 26 APPENDIX IV – INCENTIVE PAYMENT REQUEST COVER SHEET........................... 29 APPENDIX V – SCHEDULE 1 TO INCENTIVE PAYMENT REQUEST COVER SHEET ....................................................................................................................................................... 29 APPENDIX VI – ELIGIBLE PROJECT COSTS ................................................................... 31 APPENDIX VII – MIP PROJECT REPORTING FORM..................................................... 32 APPENDIX VIII – LIMITED WAIVER OF SOVEREIGN IMMUNITY ........................... 33 3 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES]

MICROGRID INCENTIVE PROGRAM GRANT AGREEMENT
This Microgrid Incentive Program (MIP) Grant Agreement (this “Agreement”) is made by and between Pacific Gas and Electric Company, a California corporation (“PG&E”), with its principal place of business at 300 Lakeside Drive, Oakland, CA 94612 and ____________________________________________ (“Awardee”) is a ___________________________________________, with its principal place of business at _____________________________________________________________________________ as of _________________ (“the Execution Date”). A w a r d e e and PG&E are referred to individually as “Party” or collectively as “Parties.” PG&E and Awardee hereby agree to the following:

RECITALS
A. Whereas PG&E is a public utility providing both wholesale and retail electric power and energy sales and transmission in northern and central California and which owns an extensive electric transmission and distribution system within that area; B. Whereas the Awardee is a ____________________________________, that intends to develop and operate a community microgrid project under PG&E’s Microgrid Incentive Program (“MIP”);
C. Whereas, pursuant to the MIP, Awardee is eligible for an Incentive Award for MIP Project Resources and Balance of System [of up to $14M], an Allowance for Interconnection Upgrades and Facilities [of up to $1M], and an Allowance for Microgrid Special Facilities [of up to $3M];
D. Whereas the MIP Project is governed by PG&E’s Community Microgrid Enablement Tariff (“CMET”), which was approved by the California Public Utilities Commission (“CPUC”), and existing rules and tariffs;
E. Whereas, under the MIP, the MIP Project will require the following: 1) Interconnection Agreement for MIP Project Resources; 2) Microgrid Islanding Study to determine the MIP Project Balance of System and operational requirements; 3) PG&E Microgrid Special Facilities Agreement; and 4) PG&E Microgrid Operating Agreement (“MOA”) to govern the development and operation of the MIP Project; and, F. Now, therefore, Awardee wishes to enter into this Agreement with PG&E to govern the issuance of, conditions related to, and accounting for the incentives and allowances provided to the MIP Project.
4 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES]

AGREEMENT
This Agreement shall be binding as of the Effective Date. 1 TERM

1.1 Term
The term of this agreement commences on the Effective Date and shall remain in effect until the earliest of (i) award of the final milestone-based Incentive Payment, pursuant to Section 2.3 of this Agreement, (ii) a period not to exceed two (2) years from execution of MOA, or (iii) five (5) years from the Effective Date, unless sooner terminated in accordance with Section 7.4(A) of this Agreement (the “Term”).

Notwithstanding the foregoing, the terms and conditions of this Agreement shall thereafter remain in effect until both Parties have fulfilled all obligations arising under this Agreement.
2 INCENTIVE AWARD

2.1 Incentive Award
The maximum total Incentive Award payable by PG&E to Awardee for development of the MIP Project under this Agreement, shall be $_________, as identified in the approved Application Incentive Request (“AIR”) and attached as Appendix II to this Agreement.

Awardee agrees that MIP Project development costs that exceed this amount shall be Awardee’s responsibility.

2.2 Eligible Project Costs
Awardee agrees that Incentive Award may be applied exclusively to Eligible Project Costs in accordance with (i) applicable provisions of the law, (ii) the CPUC MIP Order1, and (iii) as identified in Appendix III, consistent with the AIR and Incentive Milestones.

2.3 Incentive Milestones
Subject to this Section 2.3, PG&E shall disburse to the Awardee the Incentive Award on the schedule and in the amounts set forth in the Incentive Milestones identified in Appendix III of this Agreement.

A. All disbursements shall be contingent upon the Awardee first satisfying the requisite requirements for the Incentive Milestone.

B. When Awardee has satisfied the requirements for an Incentive Milestone, Awardee shall provide an Incentive Payment Request using the form as provided in Appendix IV identifying Eligible Project Costs with supporting documentation associated with the Milestone activity in form and substance reasonably satisfactory to PG&E. If such documentation is insufficient to confirm Awardee’s satisfaction of such requirements, 1 See CPUC Decision 23-04-034 Adopting Implementation Rules For The Microgrid Incentive Program 5 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] PG&E will provide Notice to Awardee describing such insufficiencies, and Awardee will have [thirty (30) days] from receipt of such Notice to remedy such insufficiencies to PG&E’s reasonable satisfaction. Once a complete Incentive Payment Request is received by PG&E, PG&E shall issue the payment due according to the amount set forth in Appendix III within 45 days.

C. If Awardee fails to satisfy the requirements for an Incentive Milestone (including a failure to remedy an insufficient Incentive Payment Request, as provided in Section

2.3(B), or anticipates that it will be unable to meet an Incentive Milestone for any reason: PG&E may declare an Awardee’s Event of Default as provided in Section 7.1 of this Agreement, and Awardee may be required to develop a cure or be subject to termination of this Agreement pursuant to Section 7.4.
3 ALLOWANCES

3.1 Microgrid Special Facility Allowance
PG&E shall provide a Microgrid Special Facilities Allowance not to exceed three (3) million dollars as a credit against Awardee’s responsibility for PG&E’s costs to study and enable the safe islanding of a Community Microgrid as identified in the Microgrid Special Facility Agreement attached to the MOA, subject to this Section 3.1. PG&E’s Microgrid Special Facilities Allowance costs may include, but are not limited to, a Microgrid Islanding Study (MIS), isolation devices, fault protection devices, utility microgrid controller, and distribution system hardening, as described in Appendix VI. PG&E rules and procedures for special facilities, as may be modified by the CPUC from time to time, shall apply to MIP projects. At the time the Generator Interconnection Agreement is negotiated for this MIP Project, Awardee shall ensure that the up-front “One-time payment” option for the cost of ownership is selected to be eligible for the Microgrid Special Facilities Allowance; if this option is not selected, Awardee will not be eligible for the Microgrid Special Facilities Allowance. In no event shall Awardee be required to reimburse PG&E for any Microgrid Special Facilities Allowance received pursuant to this Section 3.1.

3.2 MIP Interconnection Allowance
PG&E shall provide a MIP Interconnection Allowance not to exceed one (1) million dollars as a credit against Awardee’s responsibility for PG&E’s costs for Interconnection Study deposits or fees for eligible In Front of the Meter (IFOM) MIP Project Resources, and for required Interconnection Facilities and Distribution Upgrades identified in the Interconnection Study attached with MOA, subject to this Section 3.2. PG&E rules and procedures for interconnection, as may be modified by the CAISO and/or CPUC from time to time, shall apply to MIP projects. At the time the Generator Interconnection Agreement is negotiated for this MIP Project, Awardee shall ensure that the up-front “One-time payment” option for the cost of ownership is selected to be eligible for the Interconnection Allowance; if this option is not selected, Awardee will not be eligible for the Interconnection Allowance. In no event shall Awardee be required to reimburse PG&E for any MIP Interconnection Allowance received pursuant to this Section 3.2. 6 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] 4 PERFORMANCE REQUIREMENTS

4.1 MIP Project Operating Performance Requirements
Awardee, directly or through its contractors and Community Microgrid Aggregator (CMG Aggregator) it engages to satisfy some or all of the performance obligations on its behalf, shall ensure that the MIP Project is designed and constructed to satisfy the following MIP Project Operating Performance Requirements (collectively, the “Operating Performance Requirements”) during commissioning testing to receive Islanding Operation Date (IOD):

A. The MIP Project resources shall be sized and operated to serve a minimum of 24 consecutive hours of energy in Island Mode as determined by a typical load profile within the Microgrid Boundary as identified in the Microgrid Islanding Study attached with MOA.

B. The MIP Project Resources must comply with the emissions standards adopted by the California Air Resources Board (CARB), pursuant to the distributed generation certification program requirements of Section 94203 of Title 17 of the California Code of Regulations, or any successor regulation.

C. The MIP Project, when operating in Island Mode, shall not produce aggregate emissions from MIP Project Resources and non-Project Resources greater than the equivalent emissions from grid power.

D. The MIP Project must successfully meet the Operating Performance Requirements as specified in Appendix XII of the MOA.

If the MIP Project fails to satisfy all of the Operating Performance Requirements as set forth in this Section 4.1, then PG&E may declare an Awardee’s Event of Default as provided in Section 7.1 of this Agreement, and Awardee may be required to develop a cure or be subject to termination of this Agreement pursuant to Section 7.4 of this Agreement.

4.2 MIP Project Development Contractor Performance Bonding Requirement For contracts or subcontracts related to the development of the MIP Project, the Awardee shall require a Performance Bond of its contractors and CMG Aggregator for 100 percent of the total dollar amount of each contract, or the sum of all dollar amounts contracts with the same entity for the same MIP Project, if said contract or sum of contracts is equal to or in excess of $100,000.
5 PROJECT REPORTING AND AUDITING
During the Term, the Awardee shall furnish to PG&E a MIP Project Progress Report using the form as provided in Appendix VII with supporting documentation in form and substance reasonably satisfactory to PG&E. Progress Reports shall indicate whether Awardee is on target to meet Incentive Milestones, including if Awardee anticipates that it will be unable to meet an Incentive Milestone for any reason. Awardee shall promptly give such other relevant information as may be required by PG&E and/or the CPUC.

5.1 Project Reporting Frequency
7 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] A. Within fifteen (15) days after the close of each quarter from the first quarter following the Execution Date, until the Island Operation Date, provide to PG&E a quarterly Progress Report and agree to regularly scheduled meetings between representatives of PG&E and Awardee to review such quarterly reports and discuss Awardee’s development progress.

B. Within fifteen (15) days after the close of each month following the execution of the MOA until the Island Operation Date, provide to PG&E a monthly Progress Report and agree to regularly scheduled meetings between representatives of PG&E and Awardee to review such monthly reports and discuss Awardee’s development progress.

5.2 CPUC Regulatory Reporting
The Awardee shall comply with all CPUC regulatory reporting requirements (without limitation thereto) by providing PG&E with all required data in a format suitable for submittal to the CPUC as may be reasonably requested by PG&E from time to time. The regulatory reports shall contain all information and be in a format as may be required and/or modified by the CPUC from time to time.

5.3 Audit
PG&E has the right, at its sole expense and during normal working hours, after reasonable Notice, to examine the records of the Awardee to the extent reasonably necessary to verify the accuracy of any invoice, Project Report, or computation made pursuant to this Agreement. If any such examination reveals any inaccuracy in any invoice, the necessary adjustments in such invoice and in the associated Incentive Payment or future Incentive Payment, including return of any incentive overpayments, shall be made as determined by PG&E. The provisions of this Section 5.3 will survive termination of this Agreement.

PG&E will have the right to implement the provisions of this section, and the Awardee shall have the obligation to preserve all relevant documentation, for three years following the date of termination of this Agreement.

5.4 Final Project Report
The Awardee shall deliver a final Project Report to PG&E at the conclusion of the MIP Project as directed by PG&E no later than 6 (six) months after IOD. The final Project Report shall, at a minimum, provide a discussion addressing each of the following sub-topics:
a. MIP Project Overview (including total project cost, duration, and any variances); b. Summary of MIP Project Accomplishments;
c. Description of Challenges or Other Issues
d. MIP Program Improvement Recommendations; and
e. Other items requested by PG&E.
6 LIABILITY, INDEMNITY, CONSEQUENTIAL DAMAGES, AND

INSURANCE
8 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES]

6.1 Limitation of Remedies, Liability and Damages

THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF

DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN

EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS

REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN

SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN

EQUITY ARE WAIVED UNLESS THE PROVISION IN QUESTION PROVIDES

THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE

LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL

DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER

REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED UNLESS EXPRESSLY HEREIN PROVIDED. NEITHER PARTY SHALL BE LIABLE FOR

CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, OR INDIRECT

DAMAGES, LOST PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES,

BY STATUTE, IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION (OTHER THAN IN SECTION 6.2) OR OTHERWISE EXCEPT TO THE EXTENT PART OF AN EXPRESS REMEDY OR MEASURE OF DAMAGES HEREIN.

UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT TO THE PROVISIONS OF SECTION 6.2, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS

HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE

WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETO,

INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH
NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO

THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE

LIQUIDATED THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE

DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN

ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED

HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSS.

6.2 Indemnity
A. Awardee shall indemnify, protect, defend, and hold harmless PG&E from liability incurred to third parties as a result of carrying out the provisions of this Agreement as applicable to the MIP Project, except in cases of gross negligence or intentional wrongdoing by PG&E. Liability under this provision is exempt from the general limitations on liability found in Section 6.1.

B. Awardee shall at all times indemnify, defend, and hold PG&E harmless from, any and all damages, losses, claims, including claims and actions relating to injury to or death of any person or damage to property, demand, suits, recoveries, costs and expenses, court costs, attorney fees, and all other obligations by or to third parties, arising out of or resulting from the Awardee's action or failure to meet its obligations under this 9 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] Agreement, except in cases of gross negligence or intentional wrongdoing by PG&E.

C. If PG&E is entitled to indemnification under this Section 6.2 as a result of a claim by a third party, and Awardee fails, after notice and reasonable opportunity to proceed under this Section 6.2, to assume the defense of such claim, PG&E may at the expense of the Awardee contest, settle or consent to the entry of any judgment with respect to, or pay in full, such claim.

D. If Awardee is obligated to indemnify and hold PG&E harmless under this Section 6.2, the amount owing to PG&E shall be the amount of PG&E's actual loss, net of any insurance or other recovery.

Promptly after receipt by PG&E of any claim or notice of the commencement of any action or administrative or legal proceeding or investigation as to which the indemnity provided for in this Article 6 may apply; PG&E shall notify the Awardee of such fact. Any failure of or delay in such notification shall not affect the Awardee’s indemnification obligation unless such failure or delay is materially prejudicial to the Awardee. 7 EVENTS OF DEFAULT AND TERMINATION

7.1 Events of Default
A. Awardee: The Awardee will be deemed a “Defaulting Party" upon the occurrence of any of the following (each an “Event of Default”):
(a) Any false statement, representation contained in this Agreement, in the Application Incentive Request, or in any other document submitted to PG&E under this Agreement is found by PG&E to be false or misleading.
(b) The Awardee fails to satisfy the requirements for an Incentive Milestone as set forth in Section 2.3(C) of this Agreement.
(c) Withdrawal of the request for a Microgrid Islanding Study or an interconnection request for the MIP Project.
(d) Lack of execution of an MOA for the MIP Project within ninety (90) days of execution of the latter of any application Interconnection or Special Facilities Agreements as required by the CMET.
(e) Termination of the MOA for the MIP Project, or of any other agreement required for the development and operation of the MIP Project, including, but not limited to the MIP Project Resource Interconnection Agreement.
(f) Failure of the MIP Project Resource to achieve commercial operations pursuant to its Interconnection Agreement.
(g) Failure of the MIP Project to satisfy all the Operating Performance Requirements as set forth in Section 4.1 of this Agreement.
(h) Non-conformance of the MIP Project with the eligibility requirements set forth in the CMET.

B. Either Party: Either Party will be deemed a “Defaulting Party” if a Party fails to perform any of its material obligations or covenants under this Agreement not otherwise 10 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] addressed in this Section 7.1 when and as required (each an “Event of Default”).

7.2 Default Notice & Remedy
A. Upon the occurrence of an Event of Default, the non-defaulting Party shall give written Notice of such default to the Defaulting Party. For Events of Default the Defaulting Party shall otherwise have sixty (60) Calendar Days from receipt of the Default Notice within which to cure such Event of Default; provided however, if such Event of Default is not capable of cure within sixty (60) Calendar Days, the Defaulting Party shall commence such cure within twenty (20) Calendar Days after notice and continuously and diligently complete such cure within six (6) months from receipt of the Event of Default Notice; and, if cured within such time, the Default specified in such Notice shall cease to exist.

B. If an Event of Default is not cured as provided in this Section 7.2 and is ongoing, the non-Defaulting Party shall have the right to terminate this Agreement by written notice at any time and to be relieved of any further obligation hereunder. Further, whether or not the non-Defaulting Party terminates this Agreement, the non-Defaulting Party shall have the right to recover from the Defaulting Party all amounts due hereunder, plus all other damages and remedies to which the non-Defaulting Party is entitled under this Agreement at law or in equity. The provisions of this Section 7.2.(B) will survive termination of this Agreement.

C. In the event of early termination of this Agreement prior to completion of the MIP Project, any amounts associated with MIP Incentive Award funds that are recovered by the Awardee in connection with the exercise of Awardee’s rights under contracts and associated Performance Bonds with its contractors and CMG Aggregator, less any costs or expenses incurred by Awardee in connection with such recovery, shall be returned by Awardee to PG&E, and shall be PG&E’s sole remedy for such early termination pursuant to Section 7.4(A), and if such early termination is pursuant to Section 7.2(B), shall be PG&E’s sole remedy for such early termination with regard to such funds, except in cases of bad faith, willful misconduct, or fraud. Nothing in this paragraph shall limit PG&E’s rights pursuant to Section 5.3, including but not limited to PG&E’s right to audit and to seek any return of incentive overpayments that were the result of inaccuracies in any invoice submitted by Awardee.

7.3 Waiver
A. The failure of a Party to this Agreement to insist, on any occasion, upon strict performance of any provision of this Agreement will not be considered a waiver of any obligation, right, or duty of, or imposed upon, such Party.

B. Any waiver at any time by either Party of its rights with respect to this Agreement shall not be deemed a continuing waiver or a waiver with respect to any other failure to comply with any other obligation, right, duty of this Agreement. Any waiver of this Agreement shall, if requested, be provided in writing.

7.4 Termination
A. If the Awardee or CMG Aggregator determines in good faith that the MIP Project has become infeasible and elects not to continue development, Awardee may terminate this 11 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] Agreement upon notice to PG&E, and such termination will be effective as of the date designated in writing by the Awardee, at its sole discretion. In the event of a termination pursuant to this Section 7.4(A), PG&E’s sole remedy shall be the return of any recovered funds pursuant to Section 7.2(C).

B. In the event of a termination of this Grant Agreement pursuant to Section 7.1 ,such termination will be effective as of the date designated in writing by the non-Defaulting Party, at its sole discretion, provided that any termination pursuant to an Order from the CPUC or other Regulatory Authority with jurisdiction over either of the Parties that the Agreement or the MIP Project be terminated will be effective on a date consistent with said Order.
8 GOVERNMENTAL CHANGES

8.1 Cooperation
Each Party shall use reasonable efforts to implement the provisions of and to administer this Agreement in accordance with the intent of the Parties to minimize all taxes, so long as neither Party is materially adversely affected by such efforts.

8.2 Governmental Charges
Awardee shall pay or cause to be paid all taxes or fees imposed by any Governmental Authority (Governmental Charges) on or with respect to the MIP Project, by reason of the execution, delivery, performance or enforcement of this Agreement; provided, PG&E shall pay or cause to be paid all such taxes or fees for which it is responsible under applicable law and consistent with CPUC tariffs. Nothing shall obligate or cause a Party to pay or be liable to pay any Governmental Charges for which it is exempt under Law. 9 COVENANTS

9.1 General Covenants
Each Party covenants throughout the Term of this Agreement as follows:

A. [It shall continue to be duly organized, validly existing and in good standing under the Laws of the jurisdiction of its formation and qualified to conduct business in the State of California and in all jurisdictions where ownership of its properties or its operations require such qualifications, except where the failure to do so would not have a material adverse effect on its financial condition, its ability to own its properties or transact its business, or to carry out the transactions contemplated hereby][ may be modified by mutual agreements with Tribal Government counterparties]; B. It shall maintain (or obtain from time to time as required, including through renewal, as applicable) all Governmental Approvals necessary for it to legally perform its obligations under this Agreement;
C. It shall perform its obligations under this Agreement in a manner that does not violate any of the terms and conditions in its governing documents, any contracts to which it is a party or any Law applicable to it;
12 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] D. It shall follow all rules, orders and tariffs approved or established by the CPUC and the CAISO with respect to the MIP Project development and operation, provided that if Awardee is not the CMG Aggregator for the MIP Project, Awardee will ensure that CMG Aggregator shall follow all such rules, orders and tariffs.

9.2 Covenants of Awardee
Awardee covenants to and for the benefit of PG&E throughout the Term:

A. It shall apply the MIP Incentive Award funds solely towards Eligible Project Costs, in accordance with the requirements of the Incentive Milestones, and B. It shall comply, and shall ensure that CMG Aggregator complies, with all applicable Laws, Applicable Rules and Standards, and to the Utility Distribution Company requirements applicable to the MIP Project.
10 ASSIGNMENT

10.1 General Assignment
Neither Party will assign this Agreement or its rights hereunder without the prior written consent of the other Party, which consent will not be unreasonably conditioned, delayed, or withheld so long as (a) the assignee assumes the transferring Party’s performance obligations under this Agreement, (b) the assignee agrees in writing to be bound by the terms and conditions hereof, (c) the transferring Party delivers evidence satisfactory to the non-transferring Party of the proposed assignee’s technical and financial capability to fulfill the assigning Party’s obligations hereunder, (d) the transferring Party delivers such tax and enforceability assurance as the other Party may reasonably request, and (e) in the case of Awardee as the transferring Party with a transfer to an assignee that will have operational control of the MIP Project, Awardee delivers to PG&E, upon PG&E’s request, documentation to demonstrate the assignee is capable of satisfying and complying with all provisions of this Agreement.

10.2 Assignment in Connection with a Change in Control
Any direct change of control of Awardee or Awardee’s Parent (whether voluntary or by operation of Law) is deemed an assignment and shall require the prior written consent of PG&E which consent shall not be unreasonably conditioned, delayed or withheld, provided that the requirements identified in Section 10.1(a) through (e) are met. Awardee shall use commercially reasonable efforts to provide PG&E (a) Notice at least ten (10) days prior to the effectiveness of any indirect change in control, and shall in any event provide such Notice no later than ten (10) Business Days after the indirect change in control, and (b) such other information as PG&E may reasonably request in connection with such change in control.

10.3 Unauthorized Assignment
Any attempted assignment that violates this Article 10 is void and ineffective. Assignment shall not relieve a Party of its obligations, nor shall a Party's obligations be enlarged, in 13 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] whole or in part, by reason thereof. An assignee is responsible for meeting the same financial, credit, and insurance obligations as the Awardee. Where required, consent to assignment will not be unreasonably withheld, conditioned or delayed. 11 DISPUTE RESOLUTION
The Parties agree to attempt to resolve all disputes associated with this Agreement according to the provisions of this Article 11.

11.1 Notification and Negotiation
A. In the event of a dispute, the dispute shall be documented in a written Notice by the aggrieved Party to the other Party containing the relevant known facts pertaining to the dispute, the specific dispute and the relief sought, and express Notice by the aggrieved Party that it is invoking the procedures under this Article 11. The Notice shall be sent to the Party’s email address and physical address set forth under Notices in Article 13.

A copy of the Notice shall also be sent to the Energy Division, Office of the Director, at the CPUC. The receiving Party shall acknowledge the notice within five (5) Calendar Days of its receipt.

B. Upon the aggrieved Party notifying the other Party of the dispute, each Party must designate a representative with the authority to make decisions for its respective Party to review the dispute within seven (7) Calendar Days.

C. Upon receipt of Notice, receiving Party shall provide the aggrieved Party with all relevant regulatory and/or technical details and analysis regarding the MIP Project under dispute within twenty-one (21) Calendar Days.

D. Within forty-five (45) Calendar Days of the date of the Notice, the Parties’ Authorized Representatives will be required to meet and confer to try to resolve the dispute. Parties are expected to operate in good faith and use best efforts to resolve the dispute.

E. If a resolution is not reached in forty-five (45) Calendar Days from the date of the notice, either 1) a Party may request to continue negotiations for an additional forty-five (45) Calendar Days or 2) the Parties may by mutual agreement make a written request for mediation to the Alternative Dispute Resolution (ADR) Coordinator in the CPUC’s Administrative Law Judge (ALJ) Division. The request may be submitted by electronic mail to [email protected]. Alternatively, both Parties by mutual agreement may request mediation from an outside third-party mediator with costs to be shared equally between the Parties.

F. At any time, either Party may file a formal complaint before the CPUC pursuant to California PUC section 1702 and Article 4 of the CPUC’s Rules of Practice and Procedure. Nothing in this section shall be construed to limit the rights of any Party to exercise rights and remedies under California law.

11.2 Performance During Dispute
A. Pending resolution of any dispute under this Article 11, the Parties shall proceed diligently with the performance of their respective obligations under this Agreement 14 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] unless this Agreement has been terminated.

B. If a dispute for which a Party has provided a Notice pursuant to this Article 11 remains unresolved to the satisfaction of either Party more than sixty (60) days following receipt of the Notice, then either Party may exercise whatever rights and remedies it may have in equity or law consistent with the terms of this Agreement. 12 GENERAL PROVISIONS

12.1 General
All attached Appendices are hereby incorporated by reference and are made part of this Agreement. This Agreement shall be considered for all purposes as prepared through the joint efforts of the Parties and shall not be construed against one Party or the other as a result of the preparation, substitution, submission, or other event of negotiation, drafting or execution hereof. No amendment or modification to this Agreement shall be enforceable unless reduced to a writing signed by all Parties. This Agreement shall not impart any rights enforceable by any third party (other than a permitted successor or assignee bound to this Agreement). The headings used herein are for convenience and reference purposes only.

12.2 Severability
If any provision in this Agreement is determined to be invalid, void or unenforceable by any court having jurisdiction, such determination shall not invalidate, void, or make unenforceable any other provision, agreement or covenant of this Agreement and the Parties shall use their best efforts to modify this Agreement to give effect to the original intention of the Parties.

12.3 Counterparts
This Agreement may be executed in one or more counterparts each of which shall be deemed an original and all of which shall be deemed one and the same Agreement.

Delivery of an executed counterpart of this Agreement by e-mail will be deemed as effective as delivery of an originally executed counterpart. Any Party delivering an executed counterpart of this Agreement by e-mail will also deliver an originally executed counterpart, but the failure of any Party to deliver an originally executed counterpart of this Agreement will not affect the validity or effectiveness of this Agreement.

12.4 Interpretation
The following rules of interpretation apply:

A. The term “including” means “including without limitation”; the terms “year” and “calendar year” mean the period of months from January 1 through and including December 31; the term “month” means a calendar month unless otherwise indicated, and a “day” means a 24-hour period beginning at 12:00:01 a.m. and ending at 12:00:00 midnight; provided that a “day” may be 23 or 25 hours on those days on which daylight-saving time begins or ends, respectively.
15 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] B. Unless otherwise specified herein, where the consent of a Party is required, such consent shall not be unreasonably withheld, unreasonably conditioned or unreasonably delayed.

C. Unless otherwise specified herein, all references herein to any Order, tariff, agreement, or other document of any description shall be construed to give effect to amendments, supplements, modifications or any superseding Order, tariff, agreement or document as then exist at the applicable time to which such construction applies unless otherwise specified.

D. In the event of any conflict between the terms and conditions of this Agreement and any of the following agreements, the terms and conditions of the following agreements will control: the MOA, any MIP Project Interconnection Agreements under PG&E’s Electric Rule 21 or PG&E’s Wholesale Distribution Tariff, PG&E’s Electric Rule 2, and any Microgrid Special Facilities Agreements.

E. Capitalized terms used in this Agreement, including the appendices hereto, have the meaning set forth in Appendix I-B, unless otherwise specified.

F. References in the singular include references in the plural and vice versa, pronouns having masculine or feminine gender will be deemed to include the other, and words denoting natural persons include partnerships, firms, companies, corporations, limited liability companies, joint ventures, trusts, associations, organizations or other entities (whether or not having a separate legal personality). Other grammatical forms of defined words or phrases have corresponding meanings.

G. Words not otherwise defined herein that have well known and generally accepted technical or trade meanings are used herein in accordance with such recognized meanings. Words referring to market rules, activities and practice have the meaning generally ascribed to such words in California.

H. References to a particular section, subsection, paragraph, subparagraph, appendix, or attachment will, unless specified otherwise, be a reference to that section, subsection, paragraph, subparagraph, appendix, or attachment in or to this Agreement.

I. Any reference in this Agreement to any natural person, Governmental Authority, corporation, limited liability company, partnership or other legal entity includes its permitted successors and assigns or to any natural person, Governmental Authority, corporation, limited liability company, partnership or other legal entity succeeding to its functions.

J. All references to dollars or “$” are to U.S. dollars.

K. When an action is required to be completed on a Business Day, such action must be completed prior to 5:00 p.m. on such day, Pacific prevailing time, and actions occurring after 5:00 p.m. (such as the delivery of a Notice) will be deemed to have occurred on the following Business Day.

12.5 Recordings
No conversation between the Parties may be recorded by a Party without the express consent of the other Party.
16 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES]

12.6 Authorized Representatives
Each Party shall provide Notice to the other Party of the persons authorized to make or receive other Notices on behalf of such Party or to represent a Party (“Authorized Representative”) and in connection with such Notices and specify the scope of their individual authority and responsibilities. Either Party may change its designation of such persons and the scope of their individual authorities and responsibilities from time to time in its sole discretion by providing Notice.

12.7 No Dedication
Nothing in this Agreement shall be construed to create any duty to, any standard of care with reference to, or any liability to any Person not a Party to this Agreement. No undertaking by one Party to the other Party under any provision of this Agreement shall constitute the dedication of that Party’s system or any portion thereof to the other Party or the public, nor affect the status of PG&E as an independent public utility corporation or Awardee as an independent individual or entity.

12.8 Governing Law

THIS AGREEMENT AND THE RIGHTS AND DUTIES OF THE PARTIES

HEREUNDER SHALL BE GOVERNED BY AND CONSTRUED, ENFORCED AND

PERFORMED IN ACCORDANCE WITH THE LAWS OF THE STATE OF
CALIFORNIA, WITHOUT REGARD TO PRINCIPLES OF CONFLICTS OF LAW. TO

THE EXTENT ENFORCEABLE AT SUCH TIME, EACH PARTY WAIVES ITS

RESPECTIVE RIGHT TO ANY JURY TRIAL WITH RESPECT TO ANY LITIGATION ARISING UNDER OR IN CONNECTION WITH THIS AGREEMENT.

12.9 Taxes
A. The Parties agree to follow all applicable tax laws and regulations.

B. Each Party shall cooperate with the other to maintain the other Party's tax status.

Nothing in this Agreement is intended to adversely affect PG&E's tax-exempt status with respect to the issuance of bonds including, but not limited to, local furnishing bonds.

12.10Regulatory Oversight
The Agreement shall be subject to changes or modifications by the California Public Utilities Commission, as said Commission may, from time to time, direct in the exercise of its jurisdiction.
[Note: Section 12.11 applicable solely if Awardee is a sovereign Indian tribe]

12.11Limited Waiver of Sovereign Immunity
Awardee agrees to provide a limited waiver of sovereign immunity as set forth in Appendix VIII. In the event of a conflict between Appendix VIII and any other waivers set forth in this Agreement, Appendix VIII shall control. 17 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] 13 NOTICES

13.1 Notices
Whenever this Agreement requires or permits delivery of a Notice (or requires a Party to “Notify”), the Party with such right or obligation shall provide a written communication in the manner specified below. Notices may be sent by overnight mail or courier or e-mail.

Invoices may be sent by e-mail. A Notice sent by e-mail will be recognized and shall be deemed received on the Business Day on which such Notice was transmitted if received before 5 p.m. Pacific prevailing time (and if received after 5 p.m., on the next Business Day) and a Notice by overnight mail or courier shall be deemed to have been received two (2) Business Days after it was sent or such earlier time as is confirmed by the receiving Party. Notices shall be addressed as follows:

PG&E:
(Name)
(Title)
(Address)
(email)
(phone)
Awardee:
(Name)
(Title)
(Address)
(email)
(phone)
14 SIGNATURE
Agreement Execution
In WITNESS WHEREOF, each Party has caused this Agreement to be duly executed by its Authorized Representative as of the dates provided below:
_____________________________________
_____________________________________,
a ____________________________________

PACIFIC GAS AND ELECTRIC
COMPANY, a California corporation
Signature: Signature:

Name: Name:

Title: Title:

Date: Date:
18 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] APPENDIX I-A – ACRONYMS
ADR – Alternative Dispute Resolution
AIR – Application Incentive Request
ALJ – Administrative Law Judge
CAISO - California Independent System Operator
CARB – California Air Resource Board
CMET - Community Microgrid Enablement Tariff
CMG - Community Microgrid
CPUC - California Public Utilities Commission
IFOM – In Front of the Meter
IOD - Islanding Operation Date
MIP – Microgrid Incentive Program
MIS – Microgrid Islanding Study
MOA - Microgrid Operating Agreement
PG&E - Pacific Gas and Electric Company
19 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] APPENDIX I-B – GENERAL DEFINITIONS

1. Affiliate. Affiliate of a Person means any other Person that (a) directly or indirectly controls the specified Person; (b) is controlled by or is under direct or indirect common control with the specified Person; or (c) is an officer, director, employee, representative or agent or subsidiary of the Person. For the purposes of this definition, “control,” when used with respect to any specified Person, means the power to direct the management or policies of the specified Person, directly or indirectly, through one or more intermediaries, whether through the ownership of voting securities, partnership or limited liability company interests, by contract or otherwise.

2. Applicable Rules and Standards. Electric Rule 2, PG&E’s Wholesale Distribution Tariff, CMET and Electric Rule 21.

3. Application Incentive Request (AIR). The amount of funding, excluding the MIP Application Development Grant, requested by the MIP Applicant.

4. Authorized Representative. As defined in Section 12.6.

5. Awardee. The entity that is counterparty to this Grant Agreement.

6. Balance of System. All of the MIP Project tangible and non-tangible assets, facilities, and equipment owned or controlled by the CMG Aggregator, other than the MIP Project Resources and Non-Project Resources, necessary to meet the requirements of the MIP Project as identified in the Microgrid Islanding Study and listed in Appendix V - MIP Project Resources and Balance of System Facilities of MOA.

7. Blue Sky Mode. The normal mode of operation when the Community Microgrid is interconnected to and operating in parallel with the Distribution System, is not operating in Island Mode, and PG&E maintains operational coordination of the delivery of electric service.

8. Business Day. Monday through Friday, excluding Federal Holidays and the Friday after Thanksgiving

9. CAISO. The California Independent System Operator Corporation or any successor entity performing similar functions.

10. Calendar Day. Any day, including Saturday, Sunday or a Federal and State Holiday

11. California Public Utility Commission or Commission or CPUC. The Public Utilities Commission of the State of California

12. Community Microgrid (CMG). As defined in PG&E’s Community Microgrid Enablement Tariff.

13. Community Microgrid Aggregator (CMG Aggregator). The entity that is counterparty 20 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] to the MOA. The CMG Aggregator coordinates control of MIP Project Resources consistent with relevant provisions of PG&E’s Electric Rule 2, PG&E’s Wholesale Distribution Tariff Generator Interconnection Procedures, and PG&E’s Electric Rule 21 including frequency and voltage and other power quality requirements within PG&E established control parameters to enable the MIP Project to operate in Island Mode.

14. Contractor. The engineering, procurement, and construction contractor and its subcontractors, as well as Awardee or Awardee’s Affiliates and their subcontractors if any such entities are developing, constructing, operating or maintaining the MIP Project during the Term, and any entity or person under contract with Awardee or Awardee’s Affiliates for the purpose of developing, constructing, operating or maintaining the MIP Project during the Term.

15. Defaulting Party. The Party that is subject to an Event of Default

16. Distribution Provider. PG&E, which owns, controls, and operates facilities used to provide Distribution Service to the customers within the Microgrid Boundary under this MIP.

17. Distribution System. PG&E’s distribution system broadly consists of the stepdown transformation with substations, the primary distribution circuits, and the secondary distribution system. The secondary distribution system consists of the line transformers that step the primary voltage down to a secondary voltage, and the secondary conductors including service drops and meters.

18. Distribution Upgrades. The additions, modifications, and upgrades to PG&E’s Distribution System necessary to facilitate construction and microgrid operation of the MIP Project. Distribution Upgrades do not include the CMG Aggregator’s Project Balance of System.

19. Effective Date. The date upon which both Parties have executed this Agreement.

20. Eligible Project Cost. All necessary, reasonable, and directly attributable costs incurred in the execution and completion of the MIP Project, as approved by PG&E in Appendix VI.

Any costs incurred outside the parameters set forth in this Agreement or deemed non-essential, extravagant, or unrelated to the Project’s primary objectives shall be excluded from the definition of “Eligible Project Cost”. The determination of eligibility for any cost shall be at the sole discretion of PG&E, and such determination shall be final here.

21. Event of Default. The failure of a Defaulting Party to cure a default under this Agreement.

22. Final Project Report. Is a document submitted by the Awardee to PG&E within six months after the Initial Operation Date (IOD) providing an overview of the project, summarizes accomplishments, recommends improvements, describes challenges, and includes any additional information requested by PG&E.
21 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES]

23. Governmental Authorities. Any federal, State, local or municipal government, governmental department, commission, board, bureau, agency, or instrumentality, or any judicial, regulatory, or administrative body, having jurisdiction as to the matter in question.

24. Grid Forming Project Resource(s). Is a MIP Project Resource that, among other features, has the ability to (i) black start the MIP Project when in Island Mode and deenergized, and (ii) provide voltage and frequency stability and control within a range acceptable to PG&E during Island Mode operation.

25. Incentive Award. An Incentive Award is the amount of MIP incentive funding allocated to a MIP project by PG&E at its sole discretion. The Incentive Award amount is based on an MIP Applicant’s AIR, subject to availability of MIP funds and MIP program requirements per the MIP Handbook.

26. Incentive Milestone. The Incentive Award shall be paid to the Awardee through a series of Incentive Payments associated with a successive set of project milestones based on key development activities during the Term. The milestones must be agreed upon completion dates required for the development and operation of the MIP Project and subsequent payment of incentives as set forth in Appendix III of this Agreement.

27. Incentive Payment. Incentive Payment refers to the portion of the MIP Incentive Award, allocated to a specific MIP project by PG&E.

28. Interconnection Agreement. The agreement and associated documents or any successor agreement and associated documentation governing the terms and conditions of the interconnection of the MIP Project Resource(s) with PG&E’s grid, including any description of the plan for interconnecting the MIP Project Resource(s) to the grid.

29. Interconnection Allowance. An amount funded by utility ratepayers in addition to the MIP Incentive Award, the MIP Application Development Grant, and the Microgrid Special Facilities Allowance that covers all or a portion of the costs of Interconnection Studies, Interconnection Facility Upgrades, and Distribution Upgrades identified per the applicable interconnection tariff for eligible Project Resources.

30. Interconnection Facilities. The electrical wires, switches and related equipment that are required in addition to the facilities required to provide electric Distribution Service to a Customer to allow Interconnection. Interconnection Facilities may be located on either side of the Point of Common Coupling as appropriate to their purpose and design.

Interconnection Facilities may be integral to a Generating Facility or provided separately.

Interconnection Facilities may be owned by either Producer or PG&E.

31. Interconnection Study. A study to establish the requirements for interconnection of a Generating Facility to PG&E’s Distribution System or Transmission System, pursuant to WDAT or Electric Rule 21, as applicable.

32. Island Mode. Operation of the Microgrid by the Distribution Provider when a Microgrid 22 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] that normally operates in “Blue Sky” Mode (parallel mode) is disconnected from the Distribution System at the Microgrid Islanding Point. The Distribution Provider will operate the Microgrid in Island Mode by (i) direct dispatch of MIP Project Resources within the Microgrid Boundary, and/or (ii) by authorizing MIP Project Resources to operate within parameters specified by the Distribution Provider for voltage, frequency, and power quality.

33. Islanding Operation Date (IOD). Means the date stated in the "CMET Project Islanding Operation Date Confirmation Letter" attached as Appendix XI-B has been mutually executed and the CMET Project is placed into service for the purposes of providing energy resiliency for end use customers.

34. Law. Any statute, law, treaty, rule, regulation, ordinance, code, Permit, enactment, injunction, order, writ, decision, authorization, judgment, decree or other legal or regulatory determination or restriction by a court or Governmental Authority of competent jurisdiction, including any of the foregoing that are enacted, amended, or issued after the Effective Date, and which become effective during the Term; or any binding interpretation of the foregoing.

35. Local Governmental Authority. A California city, county, or other joint powers authority, such as a Community Choice Aggregator.

36. Microgrid. An interconnected system of loads and energy resources, including, but not limited to, distributed energy resources, energy storage, demand response tools, or other management, forecasting, and analytical tools, appropriately sized to meet customer needs, within a clearly defined microgrid boundary that can act as a single, controllable entity, and can connect to, disconnect from, or run in parallel (Blue Sky Mode) with, larger portions of the electrical grid, or can be managed and isolated to withstand larger disturbances and maintain electrical supply to connected critical infrastructure.

37. Microgrid Incentive Program (MIP). A Program to enable community-proposed microgrids that provide enhanced resilience for vulnerable customer groups and/or critical facilities pursuant to California Public Utilities Commission (CPUC) Decision (D.) 21-01- 018 in Track 2.

38. Microgrid Islanding Study (MIS). An engineering study conducted by PG&E or its agents of the microgrid operation in an Island Mode and operating mode transitions. The study shall determine the required modifications to the PG&E’s Distribution Facilities and associated cost required to support Island Mode operation and microgrid transitions while maintaining voltage, frequency, and power quality within PG&E control parameters in accordance with PG&E’s Electric Rule 2.

39. Microgrid Operating Agreement (MOA). An agreement between the PG&E and the MIP Community Microgrid Aggregator that governs MIP Project development and testing, and commercial operations to ensure safety and service quality in compliance with applicable 23 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] PG&E rules.

40. Microgrid Special Facilities. Modifications to the PG&E’s Distribution Facilities required to operationalize the Microgrid Boundary and Island Mode such that the Microgrid is capable of maintaining voltage, frequency, and power quality within the PG&E’s control parameters in accordance with Electric Rule 2.

41. Microgrid Special Facilities Agreement or “Microgrid SFA.” The agreement that describes the upgrades on the Distribution System, and at the MIP Project Site to be installed under the terms and conditions regarding Microgrid Special Facilities (or added facilities) on file with the CPUC, pursuant to PG&E’s Electric Rule 2, and incorporated in Appendix IV-B of MOA.

42. Microgrid Special Facilities Allowance. An amount funded by utility ratepayers in addition to the MIP Incentive Award, the MIP Application Development Grant, and the Interconnection Allowance to cover all or a portion of the costs of the Microgrid Special Facilities cost and the MIS.

43. MIP Application Development Grant. A one-time, optional, limited, MIP-funded grant to MIP Applicants who submit an eligible MIP application and request such reimbursement.

44. MIP Project. Tangible and non-tangible assets, facilities, and equipment needed to create and operate a Community Microgrid, including the MIP Project Resources, Microgrid Special Facilities, MIP Project Balance of System, contract rights, easements, rights of way, licenses and other interests or rights in real estate reasonably necessary for the construction, operation, and maintenance of the Community Microgrid subject to the CMET.

45. MIP Project Resource(s). Electric generation, storage technology, and/or load management technology that the CMG Aggregator has control over consistent with relevant provisions in the MOA to enable the MIP Project to safely and reliably operate in Island Mode. The CMG Aggregator must have at least one Grid-Forming Project Resource that has a resource controller and has grid-forming capability sufficient to allow acceptable frequency and voltage during Island Mode operation. Project Resources must comply with the emissions standards adopted by the State Air Resources Board pursuant to the distributed generation certification program requirements of Section 94203 of Title 17 of the California Code of Regulations, or any successor regulation, and must be interconnected to the Distribution System within the Microgrid Boundary (either directly as front-of-the-meter Project Resources or indirectly as behind-the-meter Project Resources) pursuant to the Wholesale Distribution Tariff or PG&E’s Electric Rule 21.

46. Notice. Unless otherwise specified in this Agreement, means a written communication which is delivered by overnight mail or courier service or electronic messaging (email), and in the manner required by Section 13, as applicable to a given communication. 24 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES]

47. Operating Performance Requirements or OPA. As defined in Section 4.1 of this Agreement.

48. Operating Term Performance Assurance. As defined in the MOA.

49. Performance Bond. A bond posted by a contractor in connection with a contract with Awardee to secure fulfillment of all the contractor’s obligations under such contract with Awardee.

50. Permit. Any waiver, exemption, variance, franchise, permit, authorization, consent, ruling, certification, license, or similar order of or from, or filing or registration with, or notice to, any Governmental Authority that authorizes, approves, limits, or imposes conditions upon a specified activity.

51. State. The State of California

52. Term. As defined in Section 1.1 of the Agreement

53. Tribal Governmental Authority. The governing authority, having jurisdiction as to the matter in question, for a group identified as a “California Native American tribe”, meaning a Native American tribe located in California that is on the contact list maintained by the Native American Heritage Commission for the purposes of Chapter 905 of the Statutes of 2004. See Cal. Pub. Res. Code § 21073. California Native American tribes include both federally recognized tribes and tribes that are not recognized by the federal government. 25 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] APPENDIX II – APPLICATION INCENTIVE REQUEST (AIR)
The Awardee’s AIR with proposed Project Development Plan including proposed scheduled and estimated costs will be appended here.
26 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] APPENDIX III – INCENTIVE MILESTONES
An Incentive Milestone Payment schedule as illustrated below shall be completed for each MIP Project. There are two methods available for determining the timing and amounts for the Incentive Milestone Payments. The Awardee may elect either of the two methods, at the Awardee’s discretion.

Alternative A: The first method is to recover the total AIR awarded in equal increments of ten percent. As eligible project costs are accrued, the Awardee shall be able to submit them for reimbursement once the total cost submitted for reimbursement is equal to ten percent of AIR.

Estimated completion dates for each ten percent tranche will be included in the schedule form. If the project is completed without spending the full award amount, the final reimbursement payment will be made upon PG&E’s receipt of confirmation of the commencement of operations of the microgrid in the form of MOA Appendix XI-B – “CMET Project Islanding Operation Date Confirmation Letter”. Proof of costs for reimbursement will still apply to this payment as it does to the others.

Alternative B: The second method would involve creating a customized Incentive Milestone Payment schedule based upon the estimated project milestones and costs in the Awardee’s Project Development Plan and the total amount of incentive awarded. In this case, the Incentive Milestone schedule will describe each such milestone, the proposed completion date, total estimated cost to complete, the estimated Incentive Request anticipated for each Milestone, and the percentage each milestone payment is in relation to the total MIP Award. These milestones shall be developed jointly between the Awardee and PG&E.

In the event that Awardee selects Alternative B but Awardee and PG&E are not able to finalize the milestones [within [time period] of execution of this Agreement, then the AIR will be reimbursed pursuant to Alternative A. The final Incentive Milestone Payment Schedule for this Agreement shall be inserted in this Appendix and replace this language and the following illustrations.
27 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] Illustrative Example of an Incentive Milestone Payment Schedule – Alternative A MIP Incentive Payment Milestones
Milestone Description
Proposed
Completion
Date
Estimated
Cost to
Complete
Estimated
MIP
Incentive
Request
% of
MIP
Award Comments
1 Costs Incurred Equal 10% of
Total AIR 10
2 Costs Incurred Equal 20% of
Total AIR 10
3 Costs Incurred Equal 30% of
Total AIR 10
4 Costs Incurred Equal 40% of
Total AIR 10
5 Costs Incurred Equal 50% of
Total AIR 10
6 Costs Incurred Equal 60% of
Total AIR 10
7 Costs Incurred Equal 70% of
Total AIR 10
8 Costs Incurred Equal 80% of
Total AIR 10
9 Costs Incurred Equal 90% of
Total AIR 10
10 Costs Incurred Equal 100% of
Total AIR or MOA Appendix
XI-B – “CMET Project
Islanding Operation Date
Confirmation Letter” is
received and approved by
PG&E 10
Totals:
(Total PDP
Cost)
[Amount
Awarded] 100%
Costs Incurred Equal 80% of
Total AIR
28 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] MIP Incentive Payment Milestones
Milestone*Description
Proposed
Completion
Date*
Estimated
Cost to
Complete*
Estimated
MIP
Incentive
Request**
% of
MIP
Award Comments
1 Project Engineering Design
2 Project Site Acquisition &
Permitting
3 Project Site Preparation
4 Project Resource/s Delivered
to Site
5 Project Resources Installed
w/PTO Received
6 Microgrid Balance of System
Installed
7 Islanding Operation Date
Confirmation Letter issued
Totals:
(Total PDP
Cost)
[Amount
Awarded] 100%
*Milestones based on MIP Project Development Plan tasks, schedule and estimated costs to complete ** Estimated MIP incentive payment request at each milestone based on MIP Project Development Plan Illustrative Example of an Incentive Milestone Payment Schedule – Alternative B 29 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] APPENDIX IV – INCENTIVE PAYMENT REQUEST COVER SHEET
Pursuant to Section 2.3 of the Grant Agreement dated as of (insert date) between the Awardee and the PG&E, Awardee hereby submits an Incentive Payment Request as follows:

Incentive Milestone Number (per Appendix III): _________ Incentive Payment Request: $
Total Incentive Requests to Date: $
MIP Incentive Award (per Section 2.1): $
Incentive Award Amount Remaining: $___________
Awardee certifies that:

A. To the best of their knowledge and belief, all payments requested are correct, accurate, and complete, that payment therefore has not been received and that all amounts requested are for the appropriate purposes and in accordance with this Agreement.

B. After giving effect to the disbursement requested pursuant to this Incentive Payment Request, the total Incentive Payments disbursed will not exceed the maximum amount set forth in Section 2.1.

C. The representations and warranties made in the Agreement are true and correct in all material respects as if made on the date hereof.

D. No Event of Default has occurred and is continuing under the Agreement [or the MOA] E. The undersigned is authorized to execute this Incentive Payment Request on behalf of Awardee.

Signature of Authorized Requestor
Title
Date
30 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] payment and the status of the activity. If the activity and related cost element is not complete, the estimated cost to complete shall be provided.

Task
*
Cost Element
&
Description**
Incentive
Amount
Requested
MIP
Eligible
Cost
(Y/N)
Activity
Complete
(Y/N)
Estimated
Cost to
Complete**
*
Comment
s
Total:
* MIP Project Development Plan tasks identified in the Project Development Plan at Work Breakdown Structure (WBS) Level 2.
** Identify the specific cost element associated with a task for which an incentive payment is requested. *** Only needs to be filled in if task is not fully completed at the Milestone APPENDIX V – SCHEDULE 1 TO INCENTIVE PAYMENT REQUEST

COVER SHEET
The following sample schedule shall be used to support the Incentive Payment Request. This sample schedule should be used to itemize the Eligible Project Costs associated with the Milestone tasks associated with an Incentive Payment Request. Awardee shall verify that costs are eligible for incentive 31 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] APPENDIX VI – ELIGIBLE PROJECT COSTS
Eligible Project Costs include the following:
• The costs for purchasing IFOM MIP Project Resources and their grid-forming and grid-following inverters. To be eligible, none of these resources can be part of an Interconnection Agreement with PG&E executed before the close of the Application Window used for your Microgrid Application.
• The costs for purchasing IFOM MIP Project Resource’s controller, protection, and communications equipment.
• Permitting and licensing expenses incurred for IFOM MIP Project Resource(s) and Balance of System prior to a microgrid’s Islanding Operation Date. • Expenses related to reconfiguring behind-the-meter (BTM) electric service equipment so specific customer or facility loads can be isolated and served when the microgrid is in Island Mode.
• Project management costs, including costs related to engineering, studies, system integration, and construction activities for IFOM MIP Project Resource and Balance of System. Includes site preparation, civil, electrical, and mechanical work. • Expenses associated with purchasing or leasing property for the IFOM MIP Project Resources and Balance of Systems Leasing property expenses should reflect the present value of the lease for the property needed for the IFOM MIP Project Resources and Balance of System.
• Costs related to community outreach activities conducted for the microgrid. • Costs associated with developing a microgrid proposal and MIP Application, to the extent not covered in the optional MIP Application Development Grant. • Related legal costs.
• Taxes to the extent applicable on any of the above.
• Costs related to providing a Letter of Credit as Development Performance Assurance, provided that such costs do not exceed five percent (5%) of the total amount of the AIR.

Costs that are not eligible for MIP incentive award include but may not be limited to:
• Costs related to behind-the-meter resources associated with a MIP Project, including interconnection studies and distribution upgrades as may be applicable. • Expenses associated with the operation and maintenance of the MIP Project. • Other ineligible costs as identified in the CPUC’s Decision 23-04-034, as may from time to time be modified by the CPUC.
32 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] APPENDIX VII – MIP PROJECT REPORTING FORM
MIP Project Reports shall include a summary description of project development status, including a discussion of any actual and forecast schedule and cost variances, and corrective actions being undertaken to address variances. MIP Project Reports shall also include supporting project status detail in a similar form to the sample table below.

Project Tasks Project Schedule Project Costs ($K) Planned Forecast Actual Schedule Start Completion Start Completion Start Completion Variance Actual Forecast to Cost Task• Description Date Date Date Date Date Date (days) Planned to Date Completion Variance 1 2
3 4
s
6 7
8 9
Totals:
33 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] APPENDIX VIII – LIMITED WAIVER OF SOVEREIGN IMMUNITY
(a) The Parties acknowledge that Awardee is a sovereign Tribe, and that, as such, Awardee, its officers, agents and assigns possess sovereign immunity from unconsented suits and other legal proceedings. Nothing in this Agreement shall be deemed to be a waiver of Awardee’s sovereign immunity, except as expressly provided in this Appendix VIII.

PG&E and Awardee agree that this Agreement is fully enforceable between the Parties.

Therefore, Awardee hereby provides this limited express waiver of Awardee’s sovereign immunity, for the limited purpose of enforcing this Agreement (including each and all of the terms and conditions of this Agreement), and in accordance with, and as limited by, the express terms of this Agreement. Awardee provides this limited waiver of its sovereign immunity solely for disputes arising between the parties under this Agreement pursuant to Article 11. This limited waiver shall not apply to any other party or to disputes that do not arise out of this Agreement. PG&E hereby agrees that this limited waiver of sovereign immunity provided by Awardee shall be strictly and narrowly construed in favor of Awardee.
(b) With respect to all actions, suits, claims, proceedings or counterclaims (each, a “Claim”), Awardee and each of its officers, agents and assigns hereby expressly waives its sovereign immunity, and all defenses based thereon, from any Claim brought to enforce or interpret this Agreement, to resolve any controversy arising from this Agreement, or otherwise related to this Agreement, in each case of any nature, whether such Claim is brought in or arises under law, equity, contract, tort or statute (inclusive of Claims for equitable or provisional relief and to compel arbitration, and whether through service of notice, attachment prior to judgment, exercise of contempt powers, or otherwise) (an “Action”), for the limited purpose of resolving Claims and the judicial enforcement thereof, to resolve any controversy arising from this Agreement, to enforce or interpret the express terms and conditions of this Agreement, or otherwise related to this Agreement, as provided for in this Agreement.
(c) Awardee expressly waives sovereign immunity, solely in connection with any Claim brought to enforce or interpret this Agreement, to resolve any controversy arising from this Agreement, or otherwise related to this Agreement and all defenses based thereon as provided for herein for the enforcement of any arbitration award, or judgment to enforce such an award, any form of relief, or order related thereto. Awardee further consents to the jurisdiction of the arbitrators and/or specified courts described in Article 11 of this Agreement, including each Party’s consent to be bound by a lawful order or judgment, to the extent provided for herein.
34 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] (d) With respect to any Action between PG&E and Awardee, each of the Parties expressly consents and agrees to the dispute resolution provisions set forth in Article 11 of this Agreement, and Awardee hereby agrees that the limited waivers of sovereign immunity described in this Appendix VIII apply and waive Awardee’s sovereign immunity (to the extent described in this Appendix VIII) in connection with any arbitration under Article 11 of this Agreement and any judgment or award described in Article 11 of this Agreement. Awardee specifically expressly waives sovereign immunity for the limited jurisdictional purposes set forth in this Appendix VIII and in Article 11 of this Agreement. The Parties specifically agree that the arbitrators and courts set forth in Article 11 of this Agreement shall have jurisdiction to enter judgments enforcing rights and remedies provided for in this Agreement, which shall be binding and enforceable on each Party. Awardee shall not contest jurisdiction or venue to the extent selected in accordance with Article 11 of this Agreement. Awardee hereby waives any argument that a tribal forum has jurisdiction over the limited waiver of sovereign immunity and this Agreement, that it shall not plead or invoke the doctrine of exhaustion of tribal or other administrative or tribal judicial remedies, defenses of tribal immunity or that Awardee is an indispensable party, and Awardee hereby waives any and all such requirements.
(e) Awardee hereby consents to injunctive relief, where the standards for such relief are proven, in the forums enumerated in Section 12.8 of this Agreement should Awardee ever attempt to revoke, limit or restrict the limited waiver of sovereign immunity, where the legal standards for such relief are satisfied.
(f) In any Action as to which Awardee has waived its sovereign immunity as provided herein, Awardee consents and agrees that process against Awardee shall be effective if served by sending a copy of the process in accordance with the notice provisions set forth in Section 13.1 of this Agreement.
35 [FORM FOR USE ONLY WITH LOCAL OR TRIBAL GOVERNMENT MIP AWARDEES] ---------------------------------------------------- END ---------------------------------------------------- Plf)NEER

COMMUNITY ENERGY
Committee Members
Gary Petersen
Chair
Richard Pearl
Vice Chair
City of Colfax
Sean Lomen
Kim Douglass, Alternate
City of Lincoln
Richard Pearl
John Reedy, Alternate
Town of Loomis
David Ring
Danny Cartwright, Alternate
City of Nevada City
Gary Petersen
Lou Ceci, Alternate
City of Rocklin
Greg Janda
David Bass, Alternate
Pioneer Community Energy
Audit & Finance Committee

SUMMARY REPORT
The Audit & Finance Committee met on July 13, 2026.

The Committee approved the meeting minutes of May 11, 2026, as presented.
(The Committee) received presentation of an Economic Development Incentive, discussed the incentive and provided feedback to staff regarding presentation for consideration by the Board of Directors. (The Committee) also received and discussed presentation of a Commercial & lnrtw.:;trial Strntf'lgir, Fnergy Management Program with incentivized energy savings; and agreed to move the proposed program for consideration by the Board of Directors.

Plf)NEEA

COMMUNITY ENEAGY
Committee Members
Gary Petersen
Chair
Richard Pearl
Vice Chair
City of Colfax
Sean Lomen
Kim Douglass, Alternate
City of Lincoln
Richard Pearl
John Reedy, Alternate
Town of Loomis
David Ring
Danny Cartwright, Alternate
City of Nevada City
Gary Petersen
Lou Ceci, Alternate
City of Rocklin
Greg Janda
David Bass, Alternate
Pioneer Community Energy
Audit & Finance Committee

SUMMARY REPORT
As Chair of the Audit & Finance Committee, I met with the independent auditor on August 25, 2026, regarding the audit kick-off.

Due to the nature of the conversation, the meeting remained private without staff or the public in attendance.

A meeting of the Audit & Finance Committee will be scheduled to discuss the completed Financial Audit.

Plf)NEER

COMMUNITY ENERGY
Committee Members
Board of Directors
Chair
Alice Dowdin Calvillo
Board of Directors
Vice Chair
Greg Janda
Audit & Finance Committee
Committee Chair
Gary Petersen
Energy Procurement
Review ad hoc Committee
Committee Chair
Ryan Carter
Expansion
ad hoc Committee
Committee Chair
Alice Dowdin Calvillo
■
Pioneer Co,mmunity Energy
Governance Committee

SUMMARY REPORT
On August 6, 2026, the Governance Committee convened
with all members present.
■ The Committee approved the June 15, 2026, meeting
minutes as presented.
■ The Committee discussed and provided direction to staff regarding Administrative Considerations to meet the challenge of a large Governing Board in 2027.
■ CEO Eckert informed the Committee that staff expect the September 17 Board of Directors meeting to convene in the new boardroom.
■ CEO Eckert also reported that Pioneer had signed a Non-Disclosure Agreement with Liberty Utilities regarding power supply issues for City of South Lake Tahoe; expect next steps to include conducting an Impact Assessment and if all goes well, an Implementation Plan could be filed by end of year.
■ This Committee will be meeting again in late September/ early October for further discussion and recommendations related to administrative amendments.

Page 1 of 4 ends
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