Agenda packet — Silicon Valley Clean Energy Board of Directors, October 9, 2024 (part 2 of 2)

Staff Report – Item 5
Item 5: 2023 Community-Wide Greenhouse Gas Emissions Update From: Monica Padilla, CEO
Prepared by: Justin Zagunis, Director of Decarbonization Programs and Policy Rebecca Fang, Manager of Data and Analytics
Colleen McCamy, Associate Data Scientist
Date: 10/9/2024

RECOMMENDATION
No action required. The Silicon Valley Clean Energy (SVCE) Board of Directors (Board) is receiving an update on the 2023 Greenhouse Gas (GHG) Inventory results.

BACKGROUND
The SVCE GHG Inventory was developed to track and report annual community-wide transportation and energy-related emissions. This work is critical to build an understanding of how the region is doing against emissions reduction targets identified for the area by SVCE and statewide goals. The inventory tool was designed by a third-party, DNV GL, in accordance with the U.S. Community Protocol for Accounting and Reporting Greenhouse Gas Emissions. The inventory provides a snapshot of annual community emissions from 2017-2023, using 2015 as the baseline year for comparisons.

The first year SVCE published the inventory was 2018 reporting on the GHG inventory for 2017. Over the years, the inputs have been revised and adjusted based on model updates and new best practices such as adjusting for impacts due to COVID shelter-in-place and including the latest regional transportation trends.

The inventory is also used by SVCE’s member agencies to complete their own emissions inventories for local Climate Action Plans and tracking of climate goals.

Last year, staff also provided emissions on a city-by-city basis to offer more granularity to the community on local trends. This information will be updated to include 2023 data after this item is received by the Board and will be available at: https://svcleanenergy.org/research-analysis/#emissions-reporting

ANALYSIS & DISCUSSION
An analysis of 2023 GHG emissions has been completed by staff. Slides summarizing the findings will be presented at the October 9, 2024 Board of Directors meeting. In addition to the presentation, additional information regarding the 2023 analysis is provided below.

The 2023 energy- and transportation-related emissions for the SVCE service territory was 2.92 million MT CO2e. The analysis shows that 2023 emissions are 27% lower than the 2015 base year’s emissions.

Changes in 2023 electricity emissions factors, vehicle efficiency, electric vehicle adoption, and an update to the methodology to calculate offroad transportation emissions have contributed to this 27% reduction in emissions. The offroad methodology update is part of a larger effort by staff to update SVCE’s GHG models and methods to provide more robust GHG modeling capabilities to track emissions trends more closely as SVCE continues to help the community decarbonize.

Item 5
SILICON VALLEY \3/ CLEAN ENERGY
Agenda Item: 5 Agenda Date: 10/9/2024

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Additional analysis and discussion will be addressed during the presentation to the Board.

STRATEGIC PLAN
The GHG Inventory supports SVCE’s 2024-2025 Strategic Plan Goal 9 of implementing industry best practices to enable data-driven decision making across the organization; enhance systems, standards and procedures to streamline business processes and improve operational effectiveness and reliability (aka SVCE 3.0).

Conducting the GHG Inventory allows for a greater understanding of where community emissions are in the context of GHG reduction targets and enables enhanced data-driven decisions for programs and policies.

ALTERNATIVE
Staff does not propose an alternative for this item.

FISCAL IMPACT
There is no fiscal impact associated with this item.

Item 5
Appendix A

Silicon Valley Clean Energy
Board of Directors Meeting
October 9, 2024
Appendix A
Power Resource Contracts Executed by CEO

SILICON VALLEY

CLEAN ENERGY
Docusign Envelope ID: 2EDC2FE5-FC96-43C0-851A-336F16B24777 Appendix A Powerex
Docusign Envelope ID: C39D4B06-F7BE-4D8D-A65B-A85B3AA6463B Powerex

CONFIRMATION BETWEEN
Powerex Corp, and Silicon Valley Clean Energy Authority Powerex Deal No. KIZ060/KIZ061/KIZ067
Seller: Powerex
Purchaser: SVCEA
Transaction:

Product:

Carbon Free Source: As defined in Schedule "A” hereto.

Contract Price:

WSPP Agreement Schedule C Firm Energy delivered from the Carbon Free Source (“Carbon Free Firm Energy”). The Product cannot be curtailed by Seller or Purchaser for economic reasons.

The Contract Price consists of thefollowing components, (i) a monthly fixed price payable for each Delivery Month of the Delivery Term (“Monthly Capacity Price”) and (ii) a price payable for each MWh of Carbon Free Firm Energy delivered to Purchaser (“Hourly Energy Price”), each as set forth below:

This Transaction is for Seller to sell and deliver and Purchaser to purchase and receive the Contract Quantity of Carbon Free Firm Energy at the Delivery Point each Delivery Hour during each of the Delivery Months in the Delivery Term, all as specified below and in accordance with the terms and conditions set forth in this Confirmation.

This confirmation letter (“Confirmation”) confirms the Transaction entered into on the Effective Date between Powerex Corp. (“Seller” or “Powerex”) and Silicon Valley Clean Energy Authority, a California joint powers authority (“Purchaser” or “SVCEA”) regarding the sale and purchase of the Product in accordance with the EEI Master Power Purchase and Sale Agreement dated as of November 28, 2016, together with any and all exhibits, schedules or supplements thereto or incorporated therein by reference, each in force and effect from time to time between the Parties (collectively, the “Master Agreement”) as amended and supplemented by this Confirmation under the following terms and conditions. Consistent with Section 2.2 of the Master Agreement, this Confirmation, together with all other transactions and confirmations between the Parties and the Master Agreement, form a single integrated agreement and are not separate contracts.

Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Master Agreement. Purchaser and Seller are each referred to as a “Party” and collectively, the “Parties”.

Docusign Envelope ID: 2EDC2FE5-FC96-43C0-851A-336F16B24777 Appendix A Powerex
Docusign Envelope ID: C39D4B06-F7BE-4D8D-A65B-A85B3AA6463B 2 Monthly Capacity Price: representing the
price for the forward capacity commitment supporting energy delivery from the BC Hydro System converted to $/MWh across all Delivery Hours in the Delivery Term, multiplied by total MWh of Carbon Free Firm Energy to be delivered in the Delivery Month (/.©., the Contract Quantity of Carbon Free Firm Energy in all Delivery Hours in the Delivery Month).

Hourly Energy Price:
(“Energy Price”) plus (“Carbon Free Price”) for each MWh of Carbon Free Firm Energy delivered to Purchaser.

The Monthly Capacity Price will be due and payable on the entire Contract Quantity of Carbon Free Firm Energy each Delivery Hour. The Hourly Energy Price will be due and payable only on the quantity of energy delivered to the Delivery Point in each hour. Notwithstanding and without limiting Section 4.2 of the Master Agreement, in determining the Sales Price there will be no obligation or requirement to attribute or include a value attributable to the capacity or the carbon free attributes.

Transmission and Agreed Transmission Path:

Under this Confirmation and pursuant to Section 10 of the WSPP Agreement, the Parties agree that the transmission path for deliveries to the Delivery Point is BC.US.BORDER to John Day (JOHNDAY) to COB (MALIN500) (the “Agreed Transmission Path”). In the event the Parties agree to an alternate delivery point without specifying a transmission path or Seller delivers Carbon Free Firm Energy from an alternative source as permitted hereby, the Agreed Transmission Path will be the path from BC.US.BORDER or alternate source(s) to the Delivery Point or alternate delivery point, as applicable, as e-tagged by Seller.

For the purposes of Section 10 of the WSPP Agreement, “firm transmission” means Firm Transmission (as defined herein).

Seller Transmission:

Seller will schedule and deliver Carbon Free Firm Energy from BC.US.BORDER to the Delivery Point using Firm Transmission. In the event Seller is unable to meet the priority requirements specified abovedue to transmission de-rates, curtailments outages affecting its conforming transmission service, or other action by the applicable transmission provider affecting the availability of Seller’s rights, Seller may use lesser priority transmission service on an interim basis, as necessary.

Purchaser Transmission:

For the purposes of scheduling and receiving Carbon Free Firm Energy at and from the Delivery Point, prior to the Preschedule Deadline Purchaser will provide Seller with transmission specifications for receipt of energy at and from the Delivery Point for all days being prescheduled, and such transmission service will either be Firm Transmission or Network transmission service (NERC Transmission Service Reservation Priority 6 or 7). In the event Purchaser is unable to meet the priority requirements specified above due to transmission de-rates, curtailments outages affecting its conforming transmission service, or other action by the applicable transmission provider affecting the availability of Purchaser’s Docusign Envelope ID: 2EDC2FE5-FC96-43C0-851A-336F16B24777 Appendix A Powerex
Docusign Envelope ID: C39D4B06-F7BE-4D8D-A65B-A85B3AA6463B transmission rights, Purchaser may use lesser priority transmission service on an interim basis, as necessary.

Special Conditions

1. Definitions. In this Confirmation:
“Applicable Law” means all laws, statutes, rules, regulations, ordinances, codes, treaties, judgments, judicial precedent, orders, decrees, or pronouncements of a Governmental Authority having the effect of law or regulation and applicable to a Party hereto, the performance by a Party of its obligations hereunder or the subject matter of this Confirmation.
“Balancing Authority” and "Balancing Authority Area” have the meanings ascribed thereto in the Glossary of Terms Used in NERC Reliability Standards (NERC Glossary), as updated December 1, 2023.
“BC Hydro System” means the integrated and coordinated system of generating resources owned or contracted for by British Columbia Hydro and Power Authority (“BC Hydro”).
“Buyer”, as used in the Master Agreement, means Purchaser. “CAISO NP 15 LMP Index” means, for any day of delivery of the Product, the day-ahead hourly Locational Marginal Price (“LMP”) (as defined in the CAISO Tariff) at TH_NP15_GEN-APND (or any successor Aggregated Pricing Node (as defined in the CAISO Tariff) for NP 15) (“NP 15 Trading Hub”) for the applicable hours of delivery as published by the CAISO. In the event the CAISO fails to publish the LMP for the NP 15 Trading Hub, such failure shall be addressed by the Parties in a manner consistent with the [WSPP/Master] Agreement provisions applicable to Market Disruption Events. In the event the CAISO subsequently corrects the LMP for the NP15 Trading Hub, such correction shall be addressed by the Parties in a manner consistent with the [WSPP/Master] Agreement provisions applicable to price corrections. Notwithstanding any other provision of this Confirmation or the [WSPP/Master] Agreement, the LMP Index shall not be revised as a result of a correction to the LMP for the NP 15 Trading Hub made any time after 6 months from the end of the Delivery Term. “CAISO Tariff1 means the applicable tariff and protocol provisions of the California Independent System Operator (“CAISO”) (as amended from time to time). “Change in Law or Market Design” means any (i) addition, amendment, decision, ruling, order, or bindinginterpretation to or regardingany Applicable Law by or of a Governmental Authority having jurisdiction or authority, (ii) amendment or modification of or to a transmission provider's open access transmission tariff (OATT) or a Regional Organized Market tariff, including all protocols, policies, procedures and business practices applicable thereto established by the transmission provider or the market operator, but excluding amendments or modifications solely tothe costs andcharges imposed pursuant to the OATT or tariff, and (iii) to the extent not covered in (i) through (ii) above, material structural change in the wholesale energy markets in the WECC area, that, in any of the circumstances referred to in (i) through (iii), occurs after the Effective Date. A decision by Docusign Envelope ID: 2EDC2FE5-FC96-43C0-851A-336F16B24777 Appendix A Powerex
Docusign Envelope ID: C39D4B06-F7BE-4D8D-A65B-A85B3AA6463B 4 a Party to join or participate in a Regional Organized Market does not constitute a Change in Law or Market Event.
“Effective Date” means the date on which both Parties have executed and delivered this Confirmation.
“Firm Transmission” means NERC Transmission Service Reservation Priority 7-F (firm point-to-point transmission), and includes conditional firm point-to-point transmission. “Generally Accepted Industry Practice” means a practice established by the Western Electricity Coordinating Council ("WECC") or any successor regional reliability council, as such practice may be revised from time to time, or if no practice is so established, means a practice otherwise generally accepted in the WECC region. “Governmental Authority” means any national, state, provincial or local government, any political subdivision thereof, or any other governmental, regulatory, quasi-governmental, judicial, public or statutory instrumentality, authority, body, agency, department, bureau, or entity with authority to bind a Party at law or over the subject matter of this Confirmation. “NERC Holiday” means any day designated as a holiday by NERC. “Preschedule Deadline” means the WECC preschedule deadline as determined in accordance with the then applicable WECC Scheduling Calendar and Generally Accepted Industry Practice.
“Reference Date” means the date on which Seller has executed this Confirmation. “Regional Organized Market” means a FERC-approved organized real-time and day-ahead wholesale energy market operated by a regional transmission organization, independent system operator or other FERC-approved market operator and providing for the centralized dispatch and transmission of energy within or between one or more Balancing Authority Areas in the Western Interconnection.

2. Generally Accepted Industry Practice. All scheduling and tagging shall be in accordance with Generally Accepted Industry Practice.

3. Carbon Free Source/Allocated Generation/Alternate Source. (a) The large hydroelectric facilities comprising the Carbon Free Source are owned and operated by BC Hydro. BC Hydro remains responsible at all times for the physical operation of its system and makes all dispatch decisions with respect to generation from any particular generation resource(s). Purchaser acknowledges and agrees that this Confirmation does not constitute a right tocall upon or request dispatch of any particular hydroelectric facility comprising the Carbon Free Source, but rather constitutes a firm obligation of Seller to deliver Carbon Free Firm Energy from one or more of theparticular facilities comprising the Carbon Free Source, as dispatched by BC Hydro in its sole discretion, and subject at all times to such limitations and exceptions as expressly set forth herein. (b) The quantity of Carbon Free Firm Energy delivered to Purchaser in any hour will equal the lesser of the hourly aggregate allocated generation quantity of the Carbon Free Source or the hourly e-Tag (the “Lesser of Calculation”). Seller will provide a report that includes allocated generation from the Carbon Free Source demonstrating the Lesser of Calculation as part of the monthly invoicing and settlement process. Allocated generation for any hour may not represent the entire metered output of the facility(ies) to which generation is allocated in that hour but Docusign Envelope ID: 2EDC2FE5-FC96-43C0-851A-336F16B24777 Appendix A Powerex
Docusign Envelope ID: C39D4B06-F7BE-4D8D-A65B-A85B3AA6463B 5 shall be based on meter data representing actual generation by such facility(ies) that has been allocated and delivered to Purchaser. Seller may update a report (and Lesser of Calculation) provided pursuant hereto in the event of any subsequent corrections to meter data or allocated generation by third parties, with any settlements impacts addressed in the next regular invoice. Seller’s reports containing the Lesser of Calculation shall at all times be held confidentially by Purchaser and not disclosed except with the consent of Seller or as expressly permitted pursuant to written confidentiality agreement(s) between Seller and Purchaser (which may include confidentiality provisions of the Master Agreement). (c) Inthe event of unforeseen physical or operational limitations that are outside of the Seller’s reasonable control (including curtailments or de-rate of transmission service from the BC Hydro Balancing Authority Area or significant or wide-spread loss of generation within the BC Hydro Balancing Authority Area), Seller may deliver energy from an alternate source or group of resources, provided any such alternate source or group of resources is external to the CAISO Balancing Authority Area.

4. Carbon Adjustment. In the event that:
(a) the Lesser of Calculation demonstrates that the hourly aggregate allocated generation quantity of the Carbon Free Source for any hour of delivery is less than the quantity for that hour based on the e-Tag, or
(b) energy is delivered from an alternate source or group of resources in accordance with Section 3(c) of this Confirmation,
then the difference (in MWh) between the hourly allocated generation quantity and the e-Tag quantity or the quantity of energy (in MWh) delivered from any such alternate sources or group of resources, as the case may be, will be considered a delivery of energy other than from the Carbon Free Source and Purchaser's sole and exclusive remedy shall be a reduction in the Contract Price by the Carbon Free Price (“Carbon Adjustment”) for any such energy delivered and all other remedies are hereby waived.

5. Uncontrollable Force. The Parties agree that the Carbon Free Firm Energy shall be subject to Uncontrollable Force. For the purposes of Section 10 of the WSPP Agreement:
(a) Any limitation, interruption or curtailment of Firm Transmission on the Agreed Transmission Path or at the Delivery Point by the transmission provider pursuant to the applicable OATT or transmission service contract, by or at the direction of WECC or any applicable NERC-recognized regional reliability coordinator, including for unscheduled flow mitigation, planned outage(s) and full or partial de-rate(s), whether or not knownor anticipated as of the Reference Date, (collectively, “Curtailment") will be considered Uncontrollable Force. (b) Failure by Purchaser to receive a market award as the result of an Economic Bid (as defined in the CAISO Tariff) is not considered Uncontrollable Force. (c) Notwithstanding Section 10 of the WSPP Agreement, Powerex shall have no obligation to provide noticeof Uncontrollable Forceto Purchaser inconnection with any Curtailment as Purchaser (or its designated scheduling agent) will be included on all E-Tags.

Docusign Envelope ID: 2EDC2FE5-FC96-43C0-851A-336F16B24777 Appendix A Powerex
Docusign Envelope ID: C39D4B06-F7BE-4D8D-A65B-A85B3AA6463B 6 6. Capacity/Resource Adequacy.
(a) The Carbon Free Source is a sub-set of generating resources comprising the BC Hydro System. Carbon Free Firm Energy is supported by the Contract Quantity of physical capacity from the BC Hydro System necessary to deliver Carbon Free Firm Energy from the Carbon Free Source. No capacity e-Tags will be created. (b) Purchaser may use Carbon Free Firm Energy for resource adequacy purposes and has the exclusive right to count the Contract Quantity for such purposes, however Purchaser acknowledges that Seller makes no representation or warranty that the Carbon Free Firm Energy will meet, satisfy or otherwise be eligible for any mandatory or voluntary state, multi-state or multi-jurisdictional resource adequacy program. Purchaser is solely responsible for ensuring the Carbon Free Firm Energy is eligible for any applicable resource adequacy program and satisfying or complying with all requirements (including all planning, contracting, transmission, scheduling and bidding requirements) of any such resource adequacy program.

7. Change in Law and Market Design.
(a) If a Party becomes aware that there has occurred or is reasonably likely to occur a Change in Law or Market Design that prohibits, prevents, or materially impedes a Party from performing its obligations under this Confirmation, such Party shall notify the other Party of such Change in Law or Market Design. Promptly following any such notice, the Parties will negotiate in good faith amendments to or a replacement of this Confirmation that will result in substantially the same allocation of rights, benefits, and risks as this Confirmation as of the Effective Date. If such good faith negotiations do not result in such an amendment to or replacement of this Confirmation within a period of 90 days following the start of such negotiations (or any longer time period to which the Parties may agree) or if the nature of the Change in Law or Market Design is such that amendment to or replacement of this Confirmation cannot reasonably be expected to provide the same allocation of rights, benefits, and risks, either Party may, effective upon not less than 60 days’ prior written notice to the other Party, terminate this Confirmation at the commencement of or any time while such Change in Law or Market Design has occurred and is continuing, without any penalty or liability of either Party to the other Party; provided, however, that in no event will any such termination excuse any obligation to make payments due or becoming due under this Confirmation for performance rendered prior to such termination. Unless and until any such termination of this Confirmation, each Party shall continueto perform its obligations under this Agreement to the fullest extent not actually prohibited, prevented, or impeded by such Change in Law or Market Design.
(b) To the extent a Change in Law or Market Design occurs that directly prohibits, prevents, or materially impedes either Party from performing its obligations under this Confirmation and the Parties are unable to follow the procedures set forth in paragraph (a) above, such Change in Law or Market Design will be treated as Uncontrollable Force and the affected Party will be entitled to relief therefor in accordance with this Confirmation and the WSPP Agreement. (c) For purposes of this Section of the Confirmation, “materially” means a level of significance that would, as of the Effective Date, have been reasonably likely to have affected any decision of a reasonable person in the applicable Party’s position regarding whether or not to enter into this Confirmation or consummate the transaction(s) contemplated in this Confirmation on the terms and conditions thereof.

Docusign Envelope ID: 2EDC2FE5-FC96-43C0-851A-336F16B24777 Appendix A Powerex
Docusign Envelope ID: C39D4B06-F7BE-4D8D-A65B-A85B3AA6463B 7 8. Environmental Attributes. Purchaser has the right to identify that the Carbon Free Firm Energy was generated by and attributable to the applicable hydroelectric generating facility comprising the Carbon Free Source from which it was delivered, as identified by the allocated generation data provided to Purchaser by Seller, including any applicable non-power attributes and source emissions factor associated with hydroelectric generation.

9. Electricity Importer. Purchaser will be the electricity importer into California for purposes of the Mandatory Greenhouse Gas Emissions Reporting and California Cap on Greenhouse Gas Emissions and Market-Based Compliance Mechanisms regulations (California Code of Regulations Title 17, Subchapter 10, Articles 2 and 5 respectively) (“Cap and Trade Regulations”) for the Carbon Free Firm Energy delivered pursuant to this Confirmation and will be solely responsible for satisfying the Compliance Obligation (as defined in the Cap and Trade Regulations), if any, associated with the energy that is scheduled and imported into California pursuant to this Confirmation.

10. Mobile-Sierra. The Parties hereby agree that, absent the agreement of both Parties to the proposed changes, the standard of review for changes to this Agreement proposed by a Party, a non-party or FERC acting sua sponte, shall be the "public interest" standard of review set forth in United Gas Pipe Line Co. v. Mobile Gas Service Corp., 350 U.S. 332 (1956) and Federal Power Commission v. Sierra Pacific Power Co., 350 U.S. 348 (1956) (the "Mobile Sierra" doctrine) affirmed by Morgan Stanley Capital Group, Inc. v. Public Utility District No. 1 of Snohomish County, 128 S. Ct. 2733 (2008) and NRG Power Marketing LLC v. Maine Public Utility Commission, 558 U.S. 165 (2010).

11. Severability. The invalidity, illegality or unenforceability of one or more phrases, sentences, clauses, or sections contained in this Confirmation or the Master Agreement will not affect the validity, legality or enforceability of the remaining portions of this Confirmation or the Master Agreement so long as the material purposes of this Confirmation can be determined and effectuated by such remaining portions.

12. No Waiver. The failure of either Party to enforce or insist upon compliance with or strict performance of any of the terms or conditions hereof, or to take advantage of any of its rights hereunder, shall not constitute a waiver, relinquishment or modification of any such terms, conditions or rights, and the same shall be and remain at all times in full force and effect.

13. Counterparts/Electronic Execution. This Confirmation may be signed inany number of counterparts with the same effect as if the signatures to the counterparts were upon a single instrument, and the Parties may rely on electronic or scanned signatures as originals. Delivery of an executed signature page of this Confirmation by electronic mail transmission (in portable document format (PDF) or other format agreed by the Parties) shall be the same as delivery of a manually executed signature page. [Signature page follows]
Docusign Envelope ID: 2EDC2FE5-FC96-43C0-851A-336F16B24777 Appendix A Powerex
Doousign Envelope ID: C39D4B06-F7BE-4D8D-A65B-A85B3AA6463B 8 ACKNOWLEDGED AND AGREED TO:

Powerex Corp.

By: By:

Monica Padilla
Name: Name:

CEO
Title: Title:
9/19/2024
Date: September 20, 2024 Date:

Powerex Corp., doing business in California as Powerex Energy Corp.

Silicon Valley Clean Energy Authority, a
California joint powers authority
The Parties agree it is their intention that the Transaction provided for in this Confirmation is not capable of being agreed to orally and shall only become binding on the Parties when this Confirmation is executed by both Parties.
z DocuSigned by:
57?FrifMiinR4cn
Docusign Envelope ID: 2EDC2FE5-FC96-43C0-851A-336F16B24777 Appendix A Powerex
Docusign Envelope ID: C39D4B06-F7BE-4D8D-A65B-A85B3AA6463B 9 Schedule “A”
In any delivery hour, the energy will be generated by any one or more of the following large hydro generating facilities listed below (in aggregate, the “Carbon Free Source”).

The NERC Source for the Carbon Free Source is BCH.AGC.HYDRO. The host Balancing Authority for the Carbon Free Source is British Columbia Hydro and Power Authority.

CONFIRMATION BETWEEN
Powerex Corp, and Silicon Valley Clean Energy Authority Powerex Deal No. KIZ070/KIZ071/KIZ075
This confirmation letter (“Confirmation”) confirms the Transaction entered into on the Effective Date between Powerex Corp. (“Seller” or “Powerex”) and Silicon Valley Clean Energy Authority, a California joint powers authority (“Purchaser” or “SVCEA”) regarding the sale and purchase of the Product in accordance with the EEI Master Power Purchase and Sale Agreement dated as of November 28, 2016, together with any and all exhibits, schedules or supplements thereto or incorporated therein by reference, each in force and effect from time to time between the Parties (collectively, the “Master Agreement”) as amended and supplemented by this Confirmation under the following terms and conditions. Consistent with Section 2.2 of the Master Agreement, this Confirmation, together with all other transactions and confirmations between the Parties and the Master Agreement, form a single integrated agreement and are not separate contracts.

Seller: Powerex
Purchaser: SVCEA
Transaction:

Product:

WSPP Agreement Schedule C Firm Energy delivered from the Carbon Free Source (“Carbon Free Firm Energy”). The Product cannot be curtailed by Seller or Purchaser for economic reasons.

Carbon Free Source: As defined in Schedule “A” hereto.

Delivery Term:

Delivery Months:

Delivery Hours:

Contract Quantity:

Delivery Point:

Contract Price: The Contract Price consists of thefollowing components, (i) a monthly fixed price payable for each Delivery Month of the Delivery Term (“Monthly Capacity Price”) and (ii) a price payable for each MWh of Carbon Free Firm Energy delivered to Purchaser (“Hourly Energy Price”), each as set forth below:

Docusign Envelope ID: 2EDC2FE5-FC96-43C0-851A-336F16B24777 Appendix A Powerex
Docusign Envelope ID: C39D4B06-F7BE-4D8D-A65B-A85B3AA6463B 2 Monthly Capacity Price: representing the
price for the forward capacity commitment supporting energy delivery from the BC Hydro System converted to $/MWh across all Delivery Hours in the Delivery Term, multiplied by total MWh of Carbon Free Firm Energy to be delivered in the Delivery Month (i.e., the Contract Quantity of Carbon Free Firm Energy in all Delivery Hours in the Delivery Month). (“Carbon Free Price”) for each MWh
of Carbon Free Firm Energy delivered to Purchaser.

Transmission and Agreed Transmission Path:

For the purposes of Section 10 of the WSPP Agreement, “firm transmission” means Firm Transmission (as defined herein).

Seller Transmission:

Seller will schedule and deliver Carbon Free Firm Energy from BC.US.BORDER to the Delivery Point using Firm Transmission. In the event Seller is unableto meet the priority requirements specified abovedue to transmission de-rates, curtailments outages affecting its conforming transmission service, or other action by the applicable transmission provider affecting the availability of Seller's rights, Seller may use lesser priority transmission service on an interim basis, as necessary.

Purchaser Transmission:

For the purposes of scheduling and receiving Carbon Free Firm Energy at and from the Delivery Point, prior to the Preschedule Deadline Purchaser will provide Seller with transmission specifications for receipt of energy at and from the Delivery Point for all days being prescheduled, and such transmission service will either be Firm Transmission or Network transmission service (NERC Transmission Service Reservation Priority 6 or 7). In the event Purchaser is unable to meet the priority requirements specified above due to transmission de-rates, curtailments outages affecting its conforming transmission service, or other action by the applicable transmission provider affecting the availability of Purchaser’s Docusign Envelope ID: 2EDC2FE5-FC96-43C0-851A-336F16B24777 Appendix A Powerex
Docusign Envelope ID: C39D4B06-F7BE-4D8D-A65B-A85B3AA6463B 3 transmissionrights, Purchaser may use lesser priority transmission service on an interim basis, as necessary.

Special Conditions

1. Definitions. In this Confirmation:
“Applicable Law” means all laws, statutes, rules, regulations, ordinances, codes, treaties, judgments, judicial precedent, orders, decrees, or pronouncements of a Governmental Authority having the effect of law or regulation and applicable to a Party hereto, the performance by a Party of its obligations hereunder or the subject matter of this Confirmation.
"Balancing Authority” and “Balancing Authority Area” have the meanings ascribed thereto in the Glossary of Terms Used in NERC Reliability Standards (NERC Glossary), as updated December 1, 2023.
“BC Hydro System” means the integrated and coordinated system of generating resources owned or contracted for by British Columbia Hydro and Power Authority (“BC Hydro”).
“Buyer”, as used in the Master Agreement, means Purchaser. “CAISO NP 15 LMP Index” means, for any day of delivery of the Product, the day-ahead hourly Locational Marginal Price (“LMP”) (as defined in the CAISO Tariff) at TH_NP15_GEN-APND (or any successor Aggregated Pricing Node (as defined in the CAISO Tariff) for NP 15) (“NP 15 Trading Hub”) for the applicable hours of delivery as published by the CAISO. In the event the CAISO fails to publish the LMP for the NP 15 Trading Hub, such failure shall be addressed by the Parties in a manner consistent with the [WSPP/Master] Agreement provisions applicable to Market Disruption Events. In the event the CAISO subsequently corrects the LMP for the NP15 Trading Hub, such correction shall be addressed by the Parties in a manner consistent with the [WSPP/Master] Agreement provisions applicable to price corrections. Notwithstanding any other provision of this Confirmation or the [WSPP/Master] Agreement, the LMP Index shall not berevised as a result of a correction to the LMP for the NP 15 Trading Hub made any time after 6 months from the end of the Delivery Term. “CAISO Tariff’ means the applicable tariff and protocol provisions of the California Independent System Operator (“CAISO”) (as amended from time to time). “Change in Law or Market Design” means any (i) addition, amendment, decision, ruling, order, or binding interpretationto or regarding any Applicable Law by or of a Governmental Authority having jurisdiction or authority, (ii) amendment or modification of or to a transmission provider’s open access transmission tariff (OATT) or a Regional Organized Market tariff, including all protocols, policies, procedures and business practices applicable thereto established by the transmission provider or the market operator, but excluding amendments or modifications solely to the costs and charges imposed pursuant to the OATT or tariff, and (iii) to the extent not covered in (i) through (ii) above, material structural change in the wholesale energy markets in the WECC area, that, in any of the circumstances referred to in (i) through (iii), occurs after the Effective Date. A decision by Docusign Envelope ID: 2EDC2FE5-FC96-43C0-851A-336F16B24777 Appendix A Powerex
Docusign Envelope ID: C39D4B06-F7BE-4D8D-A65B-A85B3AA6463B 4 a Party to join or participate in a Regional Organized Market does not constitute a Change in Law or Market Event.
"Effective Date” means the date on which both Parties have executed and delivered this Confirmation.
“Firm Transmission” means NERC Transmission Service Reservation Priority 7-F (firm point-to-point transmission), and includes conditional firm point-to-point transmission. "Generally Accepted Industry Practice” means a practice established by the Western Electricity Coordinating Council ("WECC") or any successor regional reliability council, as such practice may be revised from time to time, or if no practice is so established, means a practice otherwise generally accepted in the WECC region. "Governmental Authority” means any national, state, provincial or local government, any political subdivision thereof, or any other governmental, regulatory, quasi-governmental, judicial, public or statutory instrumentality, authority, body, agency, department, bureau, or entity with authority to bind a Party at law or over the subject matter of this Confirmation. "NERC Holiday” means any day designated as a holiday by NERC. “Preschedule Deadline” means the WECC preschedule deadline as determined in accordance with thethen applicable WECC Scheduling Calendar and Generally Accepted Industry Practice.
"Reference Date” means the date on which Seller has executed this Confirmation. “Regional Organized Market” means a FERC-approved organized real-time and day-ahead wholesale energy market operated by a regional transmission organization, independent system operator or other FERC-approved market operator and providing for the centralized dispatch and transmission of energy within or between one or more Balancing Authority Areas in the Western Interconnection.

2. Generally Accepted Industry Practice. All scheduling and tagging shall be in accordance with Generally Accepted Industry Practice.

3. Carbon Free Source/Allocated Generation/Alternate Source. (a) The large hydroelectric facilities comprising the Carbon Free Source are owned and operated by BC Hydro. BC Hydro remains responsible at all times for the physical operation of its system and makes all dispatch decisions with respect to generation from any particular generation resource(s). Purchaser acknowledges and agrees that this Confirmation does not constitute a right to call upon or request dispatch of any particular hydroelectric facility comprising the Carbon Free Source, but rather constitutes a firm obligation of Seller to deliver Carbon Free Firm Energy from one or more of the particular facilities comprising the Carbon Free Source, as dispatched by BC Hydro in its sole discretion, and subject at all times to such limitations and exceptions as expressly set forth herein. (b) The quantity of Carbon Free Firm Energy delivered to Purchaser in any hour will equal the lesser of the hourly aggregate allocated generation quantity of the Carbon Free Source or the hourly e-Tag (the “Lesser of Calculation”). Seller will provide a report that includes allocated generation from the Carbon Free Source demonstrating the Lesser of Calculation as part of the monthly invoicing and settlement process. Allocated generation for any hour may not represent the entire metered output of the facility(ies) to which generation is allocated in that hour but Docusign Envelope ID: 2EDC2FE5-FC96-43C0-851A-336F16B24777 Appendix A Powerex
Docusign Envelope ID: C39D4B06-F7BE-4D8D-A65B-A85B3AA6463B 5 shall be based on meter data representing actual generation by such facility(ies) that has been allocated and delivered to Purchaser. Seller may update a report (and Lesser of Calculation) provided pursuant hereto in the event of any subsequent corrections to meter data or allocated generation by third parties, with any settlements impacts addressed in the next regular invoice. Seller’s reports containing the Lesser of Calculation shall at all times be held confidentially by Purchaser and not disclosed except with the consent of Seller or as expressly permitted pursuant to written confidentiality agreement(s) between Seller and Purchaser (which may include confidentiality provisions of the Master Agreement). (c) Inthe event of unforeseen physical or operational limitations that are outside of the Seller’s reasonable control (including curtailments or de-rate of transmission service from the BC Hydro Balancing Authority Area or significant or wide-spread loss of generation within the BC Hydro Balancing Authority Area), Seller may deliver energy from an alternate source or group of resources, provided any such alternate source or group of resources is external to the CAISO Balancing Authority Area.

4. Carbon Adjustment. In the event that:
(a) the Lesser of Calculation demonstrates that the hourly aggregate allocated generation quantity of the Carbon Free Source for any hour of delivery is less than the quantity for that hour based on the e-Tag, or
(b) energy is delivered from an alternate source or group of resources in accordance with Section 3(c) of this Confirmation,
then the difference (in MWh) between the hourly allocated generation quantity and the e-Tag quantity or the quantity of energy (in MWh) delivered from any such alternate sources or group of resources, as the case may be, will be considered a delivery of energy other than from the Carbon Free Source and Purchaser’s sole and exclusive remedy shall be a reduction in the Contract Price by the Carbon Free Price ("Carbon Adjustment”) for any such energy delivered and all other remedies are hereby waived.

5. Uncontrollable Force. The Parties agree that the Carbon Free Firm Energy shall be subject to Uncontrollable Force. For the purposes of Section 10 of the WSPP Agreement:
(a) Any limitation, interruption or curtailment of Firm Transmission on the Agreed Transmission Path or at the Delivery Point by the transmission provider pursuant to the applicable OATT or transmission service contract, by or at the direction of WECC or any applicable NERC-recognized regional reliability coordinator, including for unscheduled flow mitigation, planned outage(s) and full or partial de-rate(s), whether or not known or anticipated as of the Reference Date, (collectively, “Curtailment”) will be considered Uncontrollable Force. (b) Failure by Purchaser to receive a market award as the result of an Economic Bid (as defined in the CAISO Tariff) is not considered Uncontrollable Force. (c) Notwithstanding Section 10 of the WSPP Agreement, Powerex shall have no obligation to provide notice of Uncontrollable Forceto Purchaser inconnection with any Curtailment as Purchaser (or its designated scheduling agent) will be included on all E-Tags.

Docusign Envelope ID: 2EDC2FE5-FC96-43C0-851A-336F16B24777 Appendix A Powerex
Docusign Envelope ID: C39D4B06-F7BE-4D8D-A65B-A85B3AA6463B 6 6. Capacity/Resource Adequacy.
(a) The Carbon Free Source is a sub-set of generating resources comprising the BC Hydro System. Carbon Free Firm Energy is supported by the Contract Quantity of physical capacity from the BC Hydro System necessary to deliver Carbon Free Firm Energy from the Carbon Free Source. No capacity e-Tags will be created. (b) Purchaser may use Carbon Free Firm Energy for resource adequacy purposes and has the exclusive right to count the Contract Quantity for such purposes, however Purchaser acknowledges that Seller makes no representationor warranty that the Carbon Free Firm Energy will meet, satisfy or otherwise be eligible for any mandatory or voluntary state, multi-state or multi-jurisdictional resource adequacy program. Purchaser is solely responsible for ensuring the Carbon Free Firm Energy is eligible for any applicable resource adequacy program and satisfying or complying with all requirements (including all planning, contracting, transmission, scheduling and bidding requirements) of any such resource adequacy program.

7. Change in Law and Market Design.
(a) If a Party becomes aware that there has occurred or is reasonably likely to occur a Change in Law or Market Design that prohibits, prevents, or materially impedes a Party from performing its obligations under this Confirmation, such Party shall notify the other Party of such Change in Law or Market Design. Promptly following any such notice, the Parties will negotiate in good faith amendments to or a replacement of this Confirmation that will result in substantially the same allocation of rights, benefits, and risks as this Confirmation as of the Effective Date. If such good faith negotiations do not result in such an amendment to or replacement of this Confirmation within a period of 90 days following the start of such negotiations (or any longer time period to which the Parties may agree) or if the nature of the Change in Law or Market Design is such that amendment to or replacement of this Confirmation cannot reasonably be expected to provide the same allocation of rights, benefits, and risks, either Party may, effective upon not less than 60 days’ prior written notice to the other Party, terminate this Confirmation at the commencement of or any time while such Change in Law or Market Design has occurred and is continuing, without any penalty or liability of either Party to the other Party; provided, however, that in no event will any such termination excuse any obligation to make payments due or becoming due under this Confirmation for performance rendered prior to such termination. Unless and until any such terminationof this Confirmation, each Party shall continue to perform its obligations under this Agreement to the fullest extent not actually prohibited, prevented, or impeded by such Change in Law or Market Design.
(b) To the extent a Change in Law or Market Design occurs that directly prohibits, prevents, or materially impedes either Party from performing its obligations under this Confirmation and the Parties are unable to follow the procedures set forth in paragraph (a) above, such Change in Law or Market Design will be treated as Uncontrollable Force and the affected Party will be entitled to relief therefor in accordance with this Confirmation and the WSPP Agreement. (c) For purposes of this Section of the Confirmation, ''materially" means a level of significance that would, as of the Effective Date, have been reasonably likely to have affected any decision of a reasonable person in the applicable Party’s position regarding whether or not to enter into this Confirmation or consummate the transaction(s) contemplated in this Confirmation on the terms and conditions thereof.

13. Counterparts/Electronic Execution. This Confirmation may be signed inany number of counterparts with the same effect as if the signatures to the counterparts were upon a single instrument, and the Parties may rely on electronic or scanned signatures as originals. Delivery of an executed signature page of this Confirmation by electronic mail transmission (in portable document format (PDF) or other format agreed by the Parties) shall be the same as delivery of a manually executed signature page. [Signature page follows]
Docusign Envelope ID: 2EDC2FE5-FC96-43C0-851A-336F16B24777 Appendix A Powerex
Docusign Envelope ID: C39D4B06-F7BE-4D8D-A65B-A85B3AA6463B The Parties agree it is their intention that the Transaction provided for in this Confirmation is not capable of being agreed to orally and shall only become binding on the Parties when this Confirmation is executed by both Parties.

ACKNOWLEDGED AND AGREED TO:

Powerex Corp. * Silicon Valley Clean Energy Authority, a California joint powers authority
C
—DocuSigned by:
—673RC1Od11OB4CQ^
Monica Padilla
Name:

Title: CE0
9/19/2024 Date:
* Powerex Corp., doing business in California as Powerex Energy Corp.

Docusign Envelope ID: 2EDC2FE5-FC96-43C0-851A-336F16B24777 Appendix A Powerex
Docusign Envelope ID: C39D4B06-F7BE-4D8D-A65B-A85B3AA6463B 9 Schedule “A”
In any delivery hour, the energy will be generated by any one or more of the following large hydro generating facilities listed below (in aggregate, the “Carbon Free Source”).

The NERC Source for the Carbon Free Source is BCH.AGC.HYDRO. The host Balancing Authority for the Carbon Free Source is British Columbia Hydro and Power Authority.

Facility and Unit Name Technology Location CARB ID
Bridge River 1 Hydroelectric Generation Facility (CAN) Hydro British Columbia 501022
Bridge River 2 Hydroelectric Generation Facility (CAN) Hydro British Columbia 501023
Cheakamus Hydroelectric Generation Facility (CAN) Hydro British Columbia 501024
G.M. Shrum Hydroelectric Generation Facility (CAN) Hydro British Columbia 501028
Kootenay Canal Hydroelectric Generation Facility (CAN) Hydro British Columbia 501031
Mica Hydroelectric Generation Facility (CAN) Hydro British Columbia 501035
Peace Canyon Hydroelectric Generation Facility (CAN) Hydro British Columbia 501036
Revelstoke Hydroelectric Generation Facility (CAN) Hydro British Columbia 501038
Seven Mile Hydroelectric Generation Facility (CAN) Hydro British Columbia 501041
1 WSPP RESOURCE ADEQUACY CONFIRMATION
This Confirmation under the WSPP Agreement confirms the transaction between CITY OF RIVERSIDE, a California municipality (“Seller”) and Silicon Valley Clean Energy, a California joint powers authority (“Buyer”), each individually a “Party” and together the “Parties”, dated as of the last dated signature on the signature page hereto (the “Effective Date”),, by which Seller agrees to sell and deliver, and Purchaser agrees to purchase and receive, the Product (the “Transaction”). This Transaction is governed by the WSPP Agreement effective as of September 11, 2023, along with any annexes and amendments thereto (collectively, the “WSPP Agreement”). Any conflicts between the WSPP Agreement and the Confirmation shall be resolved in the following order of control: first, the Confirmation; and second, the WSPP Agreement.

Capitalized terms not otherwise defined in this Confirmation or the WSPP Agreement are defined in the Tariff.

ARTICLE 1

TRANSACTION TERMS
Purchaser: Silicon Valley Clean Energy
Seller: City of Riverside
Product, Delivery Period, Contract Quantity, Contract Price and other specifics of the Product are in Appendix B. Appendices A, B and C are incorporated into this Confirmation.

ARTICLE 2

DELIVERY OBLIGATIONS AND ADJUSTMENTS

2.1 Sale and Delivery of Product
(a) For each Showing Month of the Delivery Period, Seller will sell and deliver to Purchaser, and Purchaser will purchase and receive from Seller, the Contract Quantity of the Product from the Shown Unit(s).
(b) Seller will deliver the Contract Quantity by submitting to CAISO in its Supply Plan the Shown Unit and the characteristics of the Shown Unit and Product for Purchaser, as further specified in Appendix B, all in compliance with this Confirmation.
(c) Seller will cause all Supply Plans to meet and be filed in conformance with the requirements of the CPUC and the Tariff. Seller will submit, or cause the Shown Unit’s SC to submit, on a timely basis with respect to each applicable Showing Month, Supply Plans in accordance with the Tariff and CPUC requirements and no later than the Compliance Showing Deadline for such Showing Month, to identify and confirm the Product delivered to Purchaser for each Showing Month of the DocusignEnvelopeID:21A2563F-3E3C-44E0-8947-20866BA85133 DocusignEnvelopeID:088150DC-8D18-4EBB-A592-BA497A85FF6A Appendix A City of Riverside
2 Delivery Period. The total amount of Product identified and confirmed for each day of such Showing Month will equal the Contract Quantity, less any excused reductions to the Contract Quantity in accordance with Section 2.2(a) and Section

2.2(b).
(d) Seller shall sell and deliver Product from a Shown Unit that meets the requirements set forth in Appendix B, including the Resource Category and, if applicable, the Flexible Capacity Category. In no event shall a Shown Unit utilize coal or coal materials as a source of fuel. A Shown Unit must be a specific resource that is connected directly to the CAISO controlled grid or be under the operational control of CAISO. A Shown Unit may not be an unspecified import. Seller will identify the Shown Unit(s) and Contract Quantity by providing Purchaser with the specific Unit information contemplated in Appendix B no later than the Notification Deadline for the relevant Showing Month.
(e) If CAISO rejects either the Supply Plan or the Resource Adequacy Plan with respect to any part of the Contract Quantity for the Shown Unit in any Showing Month, the Parties will confer, make such corrections as are necessary for acceptance, and resubmit the corrected Supply Plan or Resource Adequacy Plan for validation before the applicable deadline for the Showing Month. (f) The Product is delivered and received when the CIRA Tool shows the Supply Plan accepted for the Product from the Shown Unit by CAISO or Seller complies with Purchaser’s instruction to withhold all or part of the Contract Quantity from Seller’s Supply Plan for any Showing Month during the Delivery Period. Seller has failed to deliver the Product if (i) Purchaser has elected to submit the Product from the Shown Unit in its Resource Adequacy Plan and such submission is accepted by the CPUC and the CAISO but the Supply Plan and Resource Adequacy Plan are not matched in the CIRA Tool and are rejected by CAISO notwithstanding performance of Section 2.1(e) or (ii) Seller fails to submit the volume of Contract Quantity for any Showing Month in such amount as instructed by Purchaser for the applicable Showing Month. Purchaser will have received the Contract Quantity if (i) Seller’s Supply Plan is accepted by the CAISO for the applicable Showing Month or (ii) Seller complies with Purchaser’s instruction to withhold all or part of the Contract Quantity from Seller’s Supply Plan for the applicable Showing Month.

Seller will not have failed to deliver the Contract Quantity if Purchaser fails or chooses not to submit the Shown Unit and the Product in its Resource Adequacy Plan with the CPUC or CAISO.
(g) The Shown Unit must not have characteristics that would trigger the need for Purchaser or Seller to file an advice letter or other request for authorization with the CPUC or for Purchaser to make a compliance filing pursuant to California Public Utilities Code Section 380.1

1 For example, contracts with Once-Through Cooling resources that terminate one year or less before the State Water Resources Control Board compliance deadline require an advice letter filing under CPUC Decision 12-04-046 DocusignEnvelopeID:21A2563F-3E3C-44E0-8947-20866BA85133 DocusignEnvelopeID:088150DC-8D18-4EBB-A592-BA497A85FF6A Appendix A City of Riverside
3 2.2 Reductions in Contract Quantity
(a) Excused Reductions in Unit NQC/EFC or Uncontrollable Forces: Seller’s obligation to deliver the applicable Contract Quantity for any Showing Month may be reduced if the Unit experiences a reduction in Unit NQC and/or EFC as determined by the CAISO, or for Uncontrollable Forces. If the Unit experiences such a reduction in Unit NQC and/or Unit EFC, then Seller had the option, but not the obligation, upon written notice to Purchaser by the Notification Deadline, to provide Alternative Capacity for any Showing Month from a generation unit other than the Unit (a “Replacement Unit”). If seller forgoes option to provide Alternative Capacity, then
In the case of reduction in the Unit EFC or Unit NQC, such reduction shall be calculated in accordance with the following formulas:

In the case of reduction in the Unit EFC:

Amount of reduction in the Unit EFC * Prorated Percentage of Unit Flexible Factor
In the case of reduction in the Unit NQC:

Amount of reduction in the Unit NQC * Prorated Percentage of Unit Factor (b) Planned Outage Reduction in Non-Summer Month: If during any Non-Summer Month the Shown Unit described on Appendix B is not available to provide the full amount of the Contract Quantity as a result of any Planned Outage of the Unit, then (i) Seller shall notify Purchaser in writing, by the Notification Deadline of the amount, if any, of the Contract Quantity that Seller will not sell and deliver (the “Planned Outage Reduction”), or will sell and deliver from a different Shown Unit that meets requirements of this Confirmation, and (ii) Seller will be excused from providing the Contract Quantity in an amount equal to the Planned Outage Reduction, and Seller will not be liable to Purchaser for any penalties or damages associated with such Planned Outage Reduction. For the avoidance of doubts, Planned Outages shall not be excused during Summer Months, and any notices claiming Planned Outage Reductions provided by Seller to Purchaser after the Notification Deadline shall be deemed null and void.

2.3 Purchaser’s Remedies for Seller’s Failure to Deliver Contract Quantity (a) If Seller fails to deliver any part of the Contract Quantity as required herein for any Showing Month, Seller (i) shall refund to Purchaser an amount equal to the product of (A) the amount of Contract Quantity as to which Purchaser pre-paid under Section 3.1 but that was not delivered and (B) the Contract Price (in $/kW-month) for Contract Month, and (ii) is liable for damages pursuant to Section 21.3 of the WSPP Agreement, without reference to the word “hourly” therein.

DocusignEnvelopeID:21A2563F-3E3C-44E0-8947-20866BA85133 DocusignEnvelopeID:088150DC-8D18-4EBB-A592-BA497A85FF6A Appendix A City of Riverside
4 (b) Seller agrees to indemnify, defend and hold harmless Purchaser from any penalties, fines or costs, including Environmental Costs, assessed against Purchaser by the CPUC, CAISO or other Governmental Body resulting from Seller’s failure to deliver the Product. The Parties will use commercially reasonable efforts to minimize such penalties, fines or costs; provided, that in no event will Purchaser be required to use or change its utilization of its owned or controlled assets or market positions to minimize these penalties, fines or costs. If Seller fails to pay the foregoing penalties, fines or costs, or fails to reimburse Purchaser for those penalties, fines or costs, then, without prejudice to its other rights and remedies, Purchaser may setoff and recoup those penalties, fines or costs against any future amounts it may owe to Seller under this Confirmation or the WSPP Agreement.

2.4 Purchaser’s Re-Sale of Product
(a) Purchaser may re-sell all or part of the Product; provided that any such re-sale must not increase Seller’s obligations hereunder other than as set forth in this Section

2.4(a). For any such a resale, Resource Adequacy Plan of Purchaser as used herein will refer to the Resource Adequacy Plan of Subsequent Purchaser. Seller will, or will cause the Unit’s SC, to follow Purchaser’s instructions with respect to providing such resold Product to Subsequent Purchasers, to the extent such instructions are consistent with Seller’s obligations under this Confirmation. Seller will, and will cause the Unit’s SC, to take all commercially reasonable actions and execute all documents or instruments reasonably necessary to allow such Subsequent Purchasers to use such resold Product in a manner consistent with Purchaser’s rights under this Confirmation. If Purchaser incurs any liability to a Subsequent Purchaser due to the failure of Seller or the Unit’s SC to comply with this Confirmation, Seller will be liable to Purchaser for the same amounts Seller would have owed Purchaser under this Confirmation if Purchaser had not resold the Product.
(b) Purchaser will notify Seller in writing of any resale of Product and the Subsequent Purchaser no later than the Notification Deadline for the Showing Month. (c) If a centralized capacity market develops within the CAISO region beyond the current central procurement entity structure, into which capacity may be offered or submitted, Purchaser will have exclusive rights to offer, bid, or otherwise submit the applicable Contract Quantity of Product for each day of each Showing Month provided to Purchaser pursuant to this Confirmation for re-sale in such market, and retain and receive any and all related revenues. For purposes of this paragraph, the Competitive Solicitation Processes framework in Section 43A.4 of the CAISO Tariff does not constitute a centralized capacity market and any rights granted under this paragraph do not apply to the CAISO’s Competitive Solicitation Processes.

During the Term, because of limitations in the CAISO’s system relative to the Competitive Solicitation Processes that prohibit multiple bidders for the same DocusignEnvelopeID:21A2563F-3E3C-44E0-8947-20866BA85133 DocusignEnvelopeID:088150DC-8D18-4EBB-A592-BA497A85FF6A Appendix A City of Riverside
5 resource, Purchaser may not submit a bid into the Competitive Solicitation Processes for the Product, provided that if during the Term the CAISO should change its rules for the Competitive Solicitation Processes to allow multiple bidders for a single resource, then the Purchaser and Seller shall coordinate compliance with the CAISO’s requirements for such participation.

DocusignEnvelopeID:21A2563F-3E3C-44E0-8947-20866BA85133 DocusignEnvelopeID:088150DC-8D18-4EBB-A592-BA497A85FF6A Appendix A City of Riverside
6 ARTICLE 3

PAYMENTS

3.1 Payment
After Seller has delivered the Contract Quantity in accordance with Section 2.1 and issued its invoice, Purchaser must pay for the Product as provided in Article 9 of the WSPP Agreement.

The Monthly RA Capacity Payment shall equal the product of (a) the applicable Contract Price for that Showing Month, (b) the Contract Quantity for the Showing Month and (c) 1,000, rounded to the nearest penny (i.e., two decimal places).

The Payment is calculated as follows:

Payment = Σni(Ai × Bi × 1000)
where:

A = Contract Price (in $/kW-month) for Contract Month i B = Contract Quantity (in MW) transferred by Seller for Contract Month i i = Each Contract Month
n = number of Contract Months
The Payment calculation shall be rounded to two decimal place.

3.2 Allocation of Other Payments and Costs
(a) Seller will receive any revenues from, and must pay all costs charged by, CAISO or any other third party with respect to the Unit for (i) start-up, shutdown, and minimum load costs, (ii) capacity for ancillary services, (iii) energy sales, (iv) flexible ramping product, or (v) black start or reactive power services. Purchaser must promptly report receipt of any such revenues to Seller. Purchaser must pay to Seller any such amounts described in this Section 3.2(a) received by Purchaser or a Subsequent Purchaser. Without prejudice to its other rights and remedies, Seller may setoff and recoup any such amounts that are not paid to it against any amounts owed to Purchaser under the WSPP Agreement.
(b) Purchaser is to receive and retain all revenues associated with the Contract Quantity of Product during the Delivery Period, including any capacity and availability revenues from the Capacity Procurement Mechanism, or its successor, RUC Availability Payments, or its successor, but excluding payments described in Section 3.2(a)(i)-(v) or 3.2(d). Seller must promptly report receipt of any such revenues to Purchaser. Seller must pay to Purchaser any such amounts received by Seller, or a Unit’s SC, owner, or operator. Without prejudice to its other rights, Purchaser may set off and recoup any such amounts that are not paid to it against amounts owed to Seller under the WSPP Agreement.

DocusignEnvelopeID:21A2563F-3E3C-44E0-8947-20866BA85133 DocusignEnvelopeID:088150DC-8D18-4EBB-A592-BA497A85FF6A Appendix A City of Riverside
7 (c) If CAISO designates any part of the Contract Quantity as Capacity Procurement Mechanism Capacity, then Seller will, or will cause the Unit’s SC to, within one Business Day of the time Seller receives notification from CAISO, notify Purchaser and not accept any such designation by CAISO unless and until Purchaser has agreed to accept such designation.
(d) Any Availability Incentive Payments or Non-Availability Charges are for Seller to receive and pay.

ARTICLE 4

OTHER PURCHASER AND SELLER COVENANTS

4.1 CAISO Requirements
Seller must schedule or cause the Unit’s SC to schedule or make available to CAISO the Contract Quantity of the Product during the Delivery Period, in compliance with the Tariff, and perform all, or cause the Unit’s SC, owner, or operator to perform all, obligations under applicable law and the Tariff relating to the Product. Purchaser is not liable for, and Seller will indemnify and hold Purchaser harmless from, the failure of Seller or the Unit’s SC, owner, or operator to comply with the Tariff, and for any penalties, fines or costs imposed on Seller or the Unit’s SC, owner, or operator for noncompliance.

4.2 Seller’s and Purchaser’s Duties to Take Actions to Allow Product Utilization Throughout the Delivery Period, Purchaser and Seller will take all commercially reasonable actions and execute all documents or instruments reasonably necessary to ensure Purchaser’s rights to the Contract Quantity for the sole benefit of Purchaser or any Subsequent Purchaser. If necessary, the Parties further agree to negotiate in good faith to amend this Confirmation to conform this Transaction to subsequent clarifications, revisions, or decisions rendered by CAISO or an applicable Governmental Body to maintain the benefits of the Transaction.

4.3 Seller’s Representations and Warranties
Seller represents and warrants to Purchaser throughout the Delivery Period that:
(a) no part of the Contract Quantity during the Delivery Period has been committed by Seller to any third party to satisfy Compliance Obligations or analogous obligations in any CAISO or non-CAISO markets;
(b) the Unit qualifies under the Tariff for the Product, and the Unit and Seller are capable of delivering the Product;
(c) the aggregation of all amounts of Capacity Attributes that Seller has sold, assigned, or transferred for the Unit during the Delivery Period does not exceed the Unit NQC and, if applicable, the Unit EFC, for that Unit;
DocusignEnvelopeID:21A2563F-3E3C-44E0-8947-20866BA85133 DocusignEnvelopeID:088150DC-8D18-4EBB-A592-BA497A85FF6A Appendix A City of Riverside
8 (d) if applicable, Seller has notified either the Unit’s SC or the entity from which Seller purchased the Product that Seller has transferred the Contract Quantity of Product for the Delivery Period to Purchaser; and
(e) Seller has notified or will notify the Unit’s SC that Purchaser is entitled to the revenues set forth in Section 3.2(b), and such SC is obligated to promptly deliver those revenues to Purchaser, along with appropriate documentation supporting the amount of those revenues.

ARTICLE 5
ADDITIONAL WSPP AGREEMENT AMENDMENTS; GENERAL PROVISIONS

5.1 Termination Payment
For this Transaction, the following is inserted as a penultimate paragraph in Section 22.2(b) of the WSPP Agreement:
“If Purchaser is the Non-Defaulting Party and Purchaser reasonably expects to incur or be liable for any penalties, fines or costs from CAISO, or any Governmental Body, because Purchaser or a Subsequent Purchaser is not able to include the applicable Contract Quantity in a Compliance Showing due to Seller’s Event of Default, then Purchaser may, in good faith, estimate the amount of those penalties, fines or costs and include the estimate in its determination of the Termination Payment, subject to accounting to Seller when those penalties, fines or costs are finally ascertained. If this accounting establishes that Purchaser’s estimate exceeds the actual amount of penalties, fines or costs, Purchaser must promptly remit to Seller the excess amount with interest in accordance with Section 9.3 of the WSPP Agreement. The rights and obligations with respect to determining and paying any Termination Payment, and any dispute resolution provisions with respect thereto, survive the termination of this Transaction and continue until after those penalties, fines or costs are finally ascertained.”

5.2 Payment Netting
Section 28.1 of the WSPP Agreement shall be applicable and the Parties shall net monthly payments in accordance with Exhibit A of the WSPP.

5.3 Confidentiality
Notwithstanding Section 30.1 of the WSPP Agreement, (i) Purchaser may disclose information in order to support its Compliance Showings or otherwise show it has met its Compliance Obligations; (ii) Seller may disclose to a Unit’s SC or as necessary for Supply Plans; (iii) each Party may disclose information to the independent evaluator or other administrator of any competitive solicitation process of Purchaser, which in turn may disclose such information to CAISO or any Governmental Body; and (iv) Purchaser may disclose information to any Subsequent Purchaser. Each Party recognizes that this Confirmation is subject to the requirements of the California Public Records Act (Government Code Section 6250 et seq.).

DocusignEnvelopeID:21A2563F-3E3C-44E0-8947-20866BA85133 DocusignEnvelopeID:088150DC-8D18-4EBB-A592-BA497A85FF6A Appendix A City of Riverside
9 5.4 Dodd-Frank Act
The Parties intend this Transaction to be a “customary commercial arrangement” as described in Section II.A.1 of Commodity Futures Trading Commission, Proposed Guidance, Certain Natural Gas and Electric Power Contracts, 81 Fed. Reg. 20583 at 20586 (Apr. 8, 2016) and a “Forward Capacity Transaction” within the meaning of Commodity Futures Trading Commission, Final Order in Response to a Petition From Certain Independent System Operators and Regional Transmission Organizations To Exempt Specified Transactions Authorized by a Tariff or Protocol Approved by the Federal Energy Regulatory Commission, 78 Fed. Reg. 19,880 (Apr. 2, 2013).

5.5 Governing Law
Notwithstanding any other provision of the WSPP Agreement, this Confirmation 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.

5.6 Credit Requirements
Notwithstanding any provision in the WSPP Agreement to the contrary, including Section 27, neither Party shall be required to post collateral or other security for this Transaction.

5.7 Counterparts
This Confirmation may be signed in any number of counterparts with the same effect as if the signatures to the counterparts were upon a single instrument. The Parties may rely on electronic, facsimile or scanned signatures as originals under this Confirmation. Delivery of an executed signature page of this Confirmation by facsimile or electronic mail transmission (including PDF) shall be the same as delivery of a manually executed signature page.

5.8 Entire Agreement; No Oral Agreements or Modifications This Confirmation sets forth the terms of the Transaction into which the Parties have entered and shall constitute the entire agreement between the Parties relating to the contemplated purchase and sale of the Product. Notwithstanding any other provision of the Agreement, this Transaction may be confirmed only through a Documentary Writing executed by both Parties, and no amendment or modification to this Transaction shall be enforceable except through a Documentary Writing executed by both Parties.
[Signatures appear on the following page.]
DocusignEnvelopeID:21A2563F-3E3C-44E0-8947-20866BA85133 DocusignEnvelopeID:088150DC-8D18-4EBB-A592-BA497A85FF6A Appendix A City of Riverside
10 AGREED AS OF THE EFFECTIVE DATE:

Silicon Valley Clean Energy, a
California joint powers authority
CITY OF RIVERSIDE, a California
municipality
By:

Name: ____________________________
Title: ____________________________
Date: _____________________________
By:

Name: Jennine Camara
Title: Power Resources Manager
Date: _____________________________
DocusignEnvelopeID:21A2563F-3E3C-44E0-8947-20866BA85133 9/20/2024
CEO
MonicaPadilla
Jennine K Camara (Sep 23, 2024 11:01 PDT)
Jennine K Camara
Sep 23, 2024
DocusignEnvelopeID:088150DC-8D18-4EBB-A592-BA497A85FF6A Appendix A City of Riverside
x DocuSigned by:
573FC104110B4C0...
11 APPENDIX A

DEFINED TERMS
“CAISO” means the California ISO.
“Capacity Attributes” means attributes of the Unit that may be counted toward Compliance Obligations, including: flexibility, dispatchability, physical location or point of electrical interconnection of the Unit; Unit ability to generate at a given capacity level, provide ancillary services, or ramp up or down at a given rate; any current or future defined characteristics, certificates, tags, credits, or accounting constructs of the Unit, howsoever entitled, identified from time to time by the CAISO or a Governmental Body having jurisdiction over Compliance Obligations.
“CIRA Tool” means the CAISO Customer Interface for Resource Adequacy. “Compliance Obligations” means, as applicable, RAR, Local RAR and FCR. “Compliance Showings” means the applicable LSE’s compliance with the resource adequacy requirements of the CPUC for an applicable Showing Month. “CPUC Decisions” means any currently effective or future decisions, resolutions, or rulings related to resource adequacy.
“Environmental Costs” means (i) costs incurred in connection with acquiring and maintaining all environmental permits and licenses for the Product, (ii) the Product’s compliance with all applicable environmental laws, rules, and regulations, including capital costs for pollution mitigation or installation of emissions control equipment required to permit or license the Product, (iii) all operating and maintenance costs for operation of pollution mitigation or control equipment, (iv) costs of permit maintenance fees and emission fees as applicable, (v) the costs of all emission reductions that have been authorized by a local air pollution control district or emissions trading credits or units pursuant to the California Health & Safety Code, market based incentive programs such as the South Coast Air Quality Management District’s Regional Clean Air Incentives Market, authorizations to emit sulfur dioxide and oxides of nitrogen by the Environmental Protection Agency, and any costs related to greenhouse gas emissions required by any applicable environmental laws, rules, regulations, or permits to operate, and (vi) costs associated with the disposal, clean-up, decontamination or remediation, on or off site, of hazardous substances. “FCR” means the Flexible Capacity requirements established for LSEs by the CPUC pursuant to the CPUC Decisions, the CAISO pursuant to the Tariff, or other Governmental Body having jurisdiction over Compliance Obligations and includes any non-binding advisory showing which an LSE is required to make with respect to flexible capacity. “FCR Attributes” means, with respect to a Unit, any and all resource adequacy attributes of the Unit, as may be identified from time to time by the CPUC, CAISO, or other Governmental Body having jurisdiction over Compliance Obligations, that can be counted toward an LSE’s FCR.

DocusignEnvelopeID:21A2563F-3E3C-44E0-8947-20866BA85133 DocusignEnvelopeID:088150DC-8D18-4EBB-A592-BA497A85FF6A Appendix A City of Riverside
12 “Governmental Body” means any federal, state, local, municipal or other government; any governmental, regulatory or administrative agency, commission or other authority lawfully exercising or entitled to exercise any administrative, executive, judicial, legislative, police, regulatory or taxing authority or power; and any court or governmental tribunal. “Local RAR” means the local resource adequacy requirements established for LSEs by the CPUC pursuant to the CPUC Decisions, by CAISO pursuant to the Tariff, or by any other Governmental Body having jurisdiction over Compliance Obligations.
“LSE” means “Load Serving Entity” as such term is used in Section 40.9 of the Tariff. “MW” means megawatt.
“Non-Summer Month” is months of January, February, March, April, November, or December. “Notification Deadline” is fifteen (15) Business Days before the relevant deadlines for the corresponding Compliance Showings applicable to the relevant Showing Month. “Planned Outage” means, subject to and as further described in the CPUC Decisions, a CAISO-approved, planned or scheduled disconnection, separation or reduction in capacity of the Unit that is conducted for the purposes of carrying out routine repair or maintenance of such Unit, or for the purposes of new construction work for such Unit.
“Product” means RAR, Local RAR and FCR, for the Delivery Period, Unit, Contract Quantity, Contract Price and other specifications contained in Appendix B. “Prorated Percentage of Unit Factor” means the percentage, as specified in Appendix B, of the Unit NQC as of the Effective Date that is dedicated to Purchaser under this Transaction. “Prorated Percentage of Unit Flexible Factor” means the percentage, as specified in Appendix B, of the Unit EFC as of the Effective Date that is dedicated to Purchaser under this Transaction. “RAR” means the resource adequacy requirements established for LSEs by the CPUC pursuant to the CPUC Decisions, by CAISO pursuant to the Tariff, or by any other Governmental Body having jurisdiction over Compliance Obligations.
“SC” means Scheduling Coordinator as defined in the Tariff. “Showing Month” means the calendar month of the Delivery Period that is the subject of the related Compliance Showing.
“Shown Unit” means a Unit specified by Seller in a Supply Plan, but not necessarily identified by Seller to Purchaser on the Effective Date.
“Summer Month” is months of May, June, July, August, September, or October.

DocusignEnvelopeID:21A2563F-3E3C-44E0-8947-20866BA85133 DocusignEnvelopeID:088150DC-8D18-4EBB-A592-BA497A85FF6A Appendix A City of Riverside
13 “Subsequent Purchaser” means the purchaser of Product from Purchaser in a re-sale of Product by Purchaser.
“Tariff” means the CAISO Tariff, including any current CAISO-published “Operating Procedures” and “Business Practice Manuals,” in each case as amended or supplemented from time to time.
“Uncontrollable Forces” shall have the meaning set forth in the WSPP Agreement, except that notwithstanding Section 10 of the WSPP Agreement, a Party’s failure to perform shall not be excused as an Uncontrollable Force due to “drought” or a “failure to obtain the necessary authorizations and approvals from, any governmental agency or authority.” “Unit” means the generation unit described in Appendix B and any Shown Unit. A Unit may not be a nuclear or coal-fired generating facility.
“Unit EFC” means Unit Effective Capacity and is the lesser of that of the Unit as set by CAISO as of the Effective Date and that of the Unit on a subsequent date of determination. “Unit NQC” means Unit Net Qualifying Capacity and is the lesser of that of the Unit as set by CAISO as of the Effective Date and that of the Unit on a subsequent date of determination.

DocusignEnvelopeID:21A2563F-3E3C-44E0-8947-20866BA85133 DocusignEnvelopeID:088150DC-8D18-4EBB-A592-BA497A85FF6A Appendix A City of Riverside
14 APPENDIX B

PRODUCT AND UNIT INFORMATION
Product:

RAR Local RAR FCR Attributes
Delivery Period: .

Contract Quantity and Contract Price:

Showing
Month and
Year
Contract Quantity
(MW)
SYCAMR_2_
UNIT 2
SYCAMR_2_
UNIT 3
VESTAL_2_W
ELLHD
Contract Price
($/kW-mo)
Unit Information:

Unit Specific Information
Resource Name Kern River Cogen Facility
CAISO Resource ID SYCAMR_2_UNIT 2
SCID of Resource TS12
Unit NQC by month 74
Unit EFC by month N/A
Resource Type Gas
Minimum Qualified Flexible Capacity
Category
N/A
TAC Area SCE
Capacity Area CAISO System
Resource Category as defined by the CPUC 4
Unit Specific Information
Resource Name Kern River Cogen Facility
CAISO Resource ID SYCAMR_2_UNIT 3
SCID of Resource TS12
Unit NQC by month 74
Unit EFC by month N/A
Resource Type Gas
Minimum Qualified Flexible Capacity
Category
N/A
TAC Area SCE
Capacity Area CAISO System
Resource Category as defined by the CPUC 4
Unit Specific Information
DocusignEnvelopeID:21A2563F-3E3C-44E0-8947-20866BA85133 DocusignEnvelopeID:088150DC-8D18-4EBB-A592-BA497A85FF6A Appendix A City of Riverside
15 Resource Name VESTAL 2 WELLHD
CAISO Resource ID VESTAL_2_WELLHD
SCID of Resource WPX1
Unit NQC by month 49
Unit EFC by month 49
Resource Type Gas
Minimum Qualified Flexible Capacity
Category
1 TAC Area SCE
Capacity Area Big Creek-Ventura
Resource Category as defined by the CPUC 4

DocusignEnvelopeID:21A2563F-3E3C-44E0-8947-20866BA85133 DocusignEnvelopeID:088150DC-8D18-4EBB-A592-BA497A85FF6A Appendix A City of Riverside
16 APPENDIX C

NOTICE INFORMATION
Buyer: Silicon Valley Clean, a California joint
powers authority
Seller: City of Riverside

DocusignEnvelopeID:21A2563F-3E3C-44E0-8947-20866BA85133 DocusignEnvelopeID:088150DC-8D18-4EBB-A592-BA497A85FF6A Appendix A City of Riverside
17 DocusignEnvelopeID:21A2563F-3E3C-44E0-8947-20866BA85133 DocusignEnvelopeID:088150DC-8D18-4EBB-A592-BA497A85FF6A Appendix A City of Riverside
ConfirmRVSDSelltoSVCE-28MWJUN2025
SystemPE
FinalAuditReport 2024-09-23
Created: 2024-09-23
By:

Status: Signed
TransactionID:
"ConfirmRVSDSelltoSVCE-28MWJUN2025SystemPE"Hist
ory
Appendix A
Q
City of Riverside
Adobe Acrobat Sign

Silicon Valley Clean Energy Board of DirectorsOctober 9, 2024

Silicon Valley Clean Energy Board of Directors
October 9, 2024