Agenda packet — Silicon Valley Clean Energy Board of Directors, October 8, 2025 (part 1 of 2)

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Pursuant to the Americans with Disabilities Act, if you need special assistance in this meeting, please contact the Clerk for the Authority at (408) 721-5301 x1005. Notification 48 hours prior to the meeting will enable the Authority to make reasonable arrangements to ensure accessibility to this meeting. (28 CFR 35.105 ADA Title II).

George Tyson, Chair
Town of Los Altos Hills
Larry Klein, Vice Chair
City of Sunnyvale
Elliot Scozzola
City of Campbell
J.R. Fruen
City of Cupertino
Zach Hilton
City of Gilroy
Sally Meadows
City of Los Altos
Rob Rennie
Town of Los Gatos
Garry Barbadillo
City of Milpitas
Bryan Mekechuk
City of Monte Sereno
Yvonne Martinez Beltran
City of Morgan Hill
Pat Showalter
City of Mountain View
Tina Walia
City of Saratoga
Otto Lee
County of Santa Clara
svcleanenergy.org
333 W El Camino Real
Suite 330
Sunnyvale, CA 94087
Silicon Valley Clean Energy Authority
Board of Directors Meeting
Wednesday, October 8, 2025
7:00 pm
Sunnyvale Civic Center
456 W. Olive Avenue
Sunnyvale, CA
Gilroy City Hall
Administration Conference Room
7351 Rosanna Street
Gilroy, CA
The Westin Long Beach
Lobby Area
333 East Ocean Boulevard
Long Beach, CA
Teleconference Meeting
Webinar:
https://svcleanenergy-org.zoom.us/j/81424710916
Telephone (Audio Only):

US: +1 669-219-2599
Webinar ID: 814 2471 0916
Members of the public may also attend this meeting in person, or observe this meeting electronically by accessing the meeting via instructions above. Public Comments can be sent in advance of the meeting via email up to three hours before the meeting begins to Board Clerk Andrea Pizano at [email protected] and will be distributed to the Board of Directors. The public will also have an opportunity to provide comments during the meeting. Members of the public participating remotely and using Zoom may comment during public comment or the applicable agenda item by using the Raise Hand feature and you will be recognized by the Chair. Those using the telephone (audio only) feature should press star 9 on your phones to initiate the “Raise Hand” function in Zoom. You will then be announced, unmuted, and your time to speak will begin.

The public may provide comments on any matter listed on the Agenda. Speakers are customarily limited to 3 minutes each, however, the Board Chair may increase or decrease the time allotted to each speaker based on the number of speakers, SILICON VALLEY <3/ CLEAN ENERGY

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If you are an individual with a disability and need a reasonable modification or accommodation pursuant to the Americans with Disabilities Act (“ADA”) please contact Board Clerk Andrea Pizano at [email protected] prior to the meeting for assistance.

AGENDA
Call to Order
Roll Call
Public Comment on Matters Not Listed on the Agenda
The public may provide comments on any matter not listed on the Agenda provided that it is within the subject matter jurisdiction of SVCE. Speakers are customarily limited to 3 minutes each, however, the Board Chair may increase or decrease the time allotted to each speaker based on the number of speakers, the length of the agenda and the complexity of the subject matter. Speaking time will not be decreased to less than one minute.

Consent Calendar (Action)
1a) Approve Minutes of the September 10, 2025, Board of Directors Meeting 1b) Receive August 2025 Treasurer Report
1c) Adopt Resolution Amending SVCE Conflict of Interest Code to Retitle Chief Financial Officer and Director of Administrative Services to Chief Financial Officer, Retitle Technology Services Manager to Manager of IT, Remove Senior Manager of IT & Administrative Services and Manager of Technology & Administrative Services, and Add Associate Financial Analyst and Director of Operations as Designated Positions for Filing Statements of Economic Interests
1d) Adopt Resolution Amending SVCE’s Operating Rules and Regulations 1e) Authorize the Chief Executive Officer to Execute Amendment to Agreement with EcoMetricx for Cyber Insurance Coverage
1f) Adopt Resolution Authorizing the Chief Executive Officer to Finalize Negotiations and Execute Master Agreement with TotalEnergies Gas & Power North America, Inc. to Enable the Execution of Energy Transactions
1g) Receive Additional Committees Report
SILICON VALLEY <3/ CLEAN ENERGY

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George Tyson, Chair
Town of Los Altos Hills
Larry Klein, Vice Chair
City of Sunnyvale
Elliot Scozzola
City of Campbell
J.R. Fruen
City of Cupertino
Zach Hilton
City of Gilroy
Sally Meadows
City of Los Altos
Rob Rennie
Town of Los Gatos
Garry Barbadillo
City of Milpitas
Bryan Mekechuk
City of Monte Sereno
Yvonne Martinez Beltran
City of Morgan Hill
Pat Showalter
City of Mountain View
Tina Walia
City of Saratoga
Otto Lee
County of Santa Clara
svcleanenergy.org
333 W El Camino Real
Suite 330
Sunnyvale, CA 94087
1h) Receive California Community Power Report
Regular Calendar
2) CEO Report (Informational)
3) Clean Pathways Progress Update (Discussion)
4) State Legislative Update (Informational)
5) Local Agency Action Planning (Informational)
Board Member Announcements and Direction on Future Agenda Items Public Comment on Closed Session
Closed Session
PUBLIC EMPLOYEE PERFORMANCE EVALUATION:

Title: Chief Executive Officer

CONFERENCE WITH LABOR NEGOTIATORS
Agency designated representatives: Director Tyson, Board Chair, and Director Klein, Board Vice Chair
Unrepresented employee: Chief Executive Officer
Report from Closed Session
Adjourn
SILICON VALLEY <3/ CLEAN ENERGY
Revised: February 7, 2024
1 SVCE

GLOSSARY OF TERMS
BTM – Behind the Meter – Customer-sited resources which connect to the distribution system on the customer’s side of the utility’s meter. See also “DER”.

C&I – Commercial and Industrial – Business customers
CAISO – California Independent System Operator – a non-profit independent system operator that oversees the operation of the California bulk electric power system, transmission lines and electricity market generated and transmitted by its members (~80% of California’s electric flow). Its stated mission is to “operate the grid reliably and efficiently, provide fair and open transmission access, promote environmental stewardship and facilitate effective markets and promote infrastructure development. CAISO is regulated by FERC and governed by a five-member governing board appointed by the governor.

CALCCA – California Community Choice Association – Association made up of Community Choice Aggregation (CCA) groups which represents the interests of California’s community choice electricity providers.

CARB – California Air Resources Board – The CARB is charged with protecting the public from the harmful effects of air pollution and developing programs and actions to fight climate change in California.

CARE – California Alternate Rates for Energy Program – A monthly discount of 20% or more on gas and electricity. Participants qualify through income guidelines or if enrolled in certain public assistance programs.

CEC – California Energy Commission
CCCFA – California Community Choice Financing Authority – The California Community Choice Financing Authority (CCCFA) was established in 2021 with the goal to reduce the cost of power purchases for member community choice aggregators (CCAs) through pre-payment structures. The founding members of CCCFA include Central Coast Community Energy, East Bay Community Energy, Marin Clean Energy, and Silicon Valley Clean Energy. CCCFA is a Joint Powers Authority which can help member CCAs save up to 10% or more on power purchase agreements, helping reduce costs for ratepayers and increase available funding for local programs.

CC Power – California Community Power – California Community Power is a Joint Powers Agency comprised of nine CCAs. CC Power allows its member CCAs to combine their buying power to procure new, cost-effective clean energy and reliability resources to continue advancing local and state climate goals.

CP – Compliance Period – Time period to become RPS compliant, set by the CPUC (California Public Utilities Commission)
DA – Direct Access – An option that allows eligible customers to purchase their electricity directly from third party providers known as Electric Service Providers (ESP).

Demand – The rate at which electric energy is delivered to or by a system or part of a system, generally expressed in kilowatts (kW), megawatts (MW), or gigawatts (GW), at a given instant or averaged over any designated interval of time. Demand should not be confused with Load or Energy.

DR – Demand Response – An opportunity for consumers to play a significant role in the operation of the electric grid by reducing or shifting their electricity usage during peak periods in response to time-based rates or other forms of financial incentives.
/T\ SILICON VALLEY <3/ CLEAN ENERGY
Silicon Valley Clean Energy Revised: February 7, 2024
2 DER – Distributed Energy Resource – A small-scale unit of power generation that operates locally and is connected to a larger power grid at the distribution level.

Distribution – The delivery of electricity to the retail customer’s home or business through low voltage distribution lines.
eHub – SVCE’s online customer resource center with the latest information on electric vehicles, home electrification, and solar and battery storage.

ERRA – Energy Resource Recovery Account – ERRA proceedings are used to determine fuel and purchased power costs which can be recovered in rates. The utilities do not earn a rate of return on these costs, and only recover actual costs. The costs are forecast for the year ahead. If the actual costs are lower than forecast, then the utility gives money back, and vice versa.

ESP – Energy Service Provider – An energy entity that provides service to a retail or end-use customer.

FERC – Federal Energy Regulatory Commission – Independent federal agency that regulates the interstate transmission of electricity, natural gas and oil. The CAISO is subject to FERC jurisdiction.

GHG – Greenhouse gas – water vapor, carbon dioxide, tropospheric ozone, nitrous oxide, methane, and chlorofluorocarbons (CFCs). A gas that causes the atmosphere to trap heat radiating from the earth. The most common GHG is Carbon Dioxide, though Methane and others have this effect as well.

GWh – Gigawatt-hour – The unit of energy equal to that expended in one hour at a rate of one billion watts. One GWh equals 1,000 megawatt-hours.

IOU – Investor-Owned Utility – A private electricity and natural gas provider.

IRA – Inflation Reduction Act
IRP – Integrated Resource Plan – A plan which outlines an electric utility’s resource needs in order to meet expected electricity demand long-term.
kW – Kilowatt – Measure of power where power (watts) = voltage (volts) x amperage (amps) and 1 kW = 1000 watts
kWh – Kilowatt-hour – This is a measure of consumption. It is the amount of electricity that is used over some period of time, typically a one-month period for billing purposes. Customers are charged a rate per kWh of electricity used.

LCR – Local (RA) Capacity Requirements – The amount of Resource Adequacy capacity required to be demonstrated in a specific location or zone.

LCFS – Low Carbon Fuel Standard – A CARB program designed to encourage the use of cleaner low-carbon fuels in California, encourage the production of those fuels, and therefore, reduce greenhouse gas emissions.

Load – An end use device or customer that receives power from an energy delivery system. Load should not be confused with Demand, which is the measure of power that a load receives or requires. See Demand.

LSE – Load-serving Entity – Entities that have been granted authority by state, local law or regulation to serve their own load directly through wholesale energy purchases and have chosen to exercise that authority.

Silicon Valley Clean Energy Revised: February 7, 2024
3 MMT – Million Metric Tonnes – Common unit of measurement in regulatory and policy space for California’s GHG emissions.

MAWG – Member Agency Working Group, a group of PIOs from SVCE’s member communities that gather monthly MW – Megawatt – measure of power. A megawatt equals 1,000 kilowatts or 1 million watts.

MWh – Megawatt-hour – measure of energy
NEM – Net Energy Metering – A program in which solar customers receive credit for excess electricity generated by solar panels. The main differences between NEM and FIT programs are the type of rate (flat vs. dependent on time-of-day generation), number of meters required (two vs. one), and flexibility (long-term contract vs. non-binding program enrollment).

PCC1 – RPS Portfolio Content Category 1 – Bundled renewables where the energy and REC are dynamically scheduled into a California Balancing Authority (CBA) such as the CAISO. Also known as “in-state” renewables PCC2 – RPS Portfolio Content Category 2 – Bundled renewables where the energy and REC are from out-of-state and not dynamically scheduled to a CBA.

PCC3 – RPS Portfolio Content Category 3 – Unbundled RECPSPS – Public Safety Power Shutoff – An event in which the IOUs purposely turn off segments of the grid due to high risk of ignition and wildfires.

PCIA or “exit fee” – Power Charge Indifference Adjustment (PCIA) is an “exit fee” based on stranded costs of utility generation set by the California Public Utilities Commission. It is calculated annually and assessed to customers of CCAs and paid to the IOU that lost those customers as a result of the formation of a CCA.

Power Content Label (PCL) – A user-friendly way of displaying information to California consumers about the energy resources used to generate the electricity they sell, as required by AB 162 (Statue of 2009) and Senate Bill 1305 (Statutes of 1997).

PPA – Power Purchase Agreement – A contract used to purchase the energy, capacity and attributes from a renewable resource project.

Prepay – payment in advance by a municipal utility for a number of years of contracted energy, and this prepayment with tax-exempt debt
RA – Resource Adequacy – Under its Resource Adequacy (RA) program, the California Public Utilities Commission (CPUC) requires load-serving entities—both independently owned utilities and electric service providers—to demonstrate in both monthly and annual filings that they have purchased capacity commitments to contribute their share of system reliability. Today LSEs must procure no less than 115% of the peak hour load. In 2023 and 2024, this will increase to 116% and 117% respectively. Beginning in 2025 a new RA program will be implemented requiring LSEs show capacity to meet their hourly reliability needs, the “PRM” adder is still undetermined.

RE – Renewable Energy – Energy from a source that is not depleted when used, such as wind or solar power.

REC – Renewable Energy Certificate – A REC is the property right to the environmental benefits associated with generating renewable electricity. For instance, homeowners who generate solar electricity are credited with 1 solar REC for every MWh of electricity they produce. Utilities obligated to fulfill an RPS requirement can purchase these RECs on the open market.

RPS – Renewable Portfolio Standard – Law that requires CA utilities and other load serving entities (including CCAs) to provide an escalating percentage of CA qualified renewable power (culminating at 33% by 2020) in their annual energy portfolio.

Silicon Valley Clean Energy Revised: February 7, 2024
4 SB 100 – California Senate Bill 100 established a landmark policy requiring renewable energy and zero-carbon resources supply 100 percent of electric retail sales to end-use customers by 2045.

SMUD – Sacramento Municipality Utility District
SCE – Southern California Edison
SDG&E – San Diego Gas & Electric
TOB – Tariff On-bill – Tariff On-Bill Financing is a model in which utilities use a tariff to enable customers to pay back the cost of a solar panel without credit or income level conditions.

TOU – Time-of-Use Rates – The pricing of delivered electricity based on the estimated cost of electricity during a particular time-block. Time-of-use rates are usually divided into three or four time-blocks per 24 hour period (on-peak, midpeak, off-peak and sometimes super off-peak) and by seasons of the year (summer and winter). Real time pricing differs from TOU rates in that it is based on actual (as opposed to forecasted) prices that may fluctuate many times a day and are weather sensitive, rather than varying with a fixed schedule.

Unbundled RECs – Renewable energy certificates that verify a purchase of a MWH unit of renewable power where the actual power and the certificate are “unbundled” and sold to different buyers.

VPP – Virtual Power Plant – A cloud-based energy supply made up of a collection of an aggregation of distributed energy resources (DERs), such as smart EV chargers, smart thermostats, building energy management systems, battery storage systems, solar PV and smart inverters.
24/7 – Goal of supplying consumer energy demand with 100% carbon-free energy at all hours of the day

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Silicon Valley Clean Energy Authority
Board of Directors Meeting
Wednesday, September 10, 2025
7:00 pm
Sunnyvale Civic Center
456 W. Olive Ave
Sunnyvale, CA

DRAFT MEETING MINUTES
Call to Order:

Chair Tyson called the meeting to order at 7:01 pm.

Roll Call

Present:

George Tyson (Chair), Los Altos Hills
Larry Klein (Vice Chair), Sunnyvale
Elliot Scozzola, Campbell
J.R. Fruen, Cupertino
Sally Meadows, Los Altos
Maria Ristow, Los Gatos
Bryan Mekechuk, Monte Sereno
Yvonne Martinez Beltran, Morgan Hill
Pat Showalter, Mountain View
Tina Walia, Saratoga
Otto Lee, Santa Clara County

Absent:

Zach Hilton, Gilroy
Garry Barbadillo, Milpitas
A quorum was present.

Public Comment on Matters Not Listed on the Agenda
No speakers.

Adopt Resolution Commending Hung Wei for her Dedicated Public Service to SVCE and to the Community
Chair Tyson recognized Hung Wei posthumously with a resolution on behalf of the Silicon Valley Clean Energy (SVCE) Board of Directors (“Board”) for her contributions while serving on the SVCE Board, and her contributions to the community.

Chair Tyson opened Public Comment.

No speakers.

Chair Tyson closed Public Comment.

Item 1a Draft Minutes: 9/10/25 Board of Directors Meeting SILICON VALLEY \3/ CLEAN ENERGY

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MOTION: Director Showalter moved and Director Fruen seconded the motion to adopt Resolution 2025-17 Commending Hung Wei for her promotion of community clean energy in Santa Clara County and her dedicated service on the Board of Directors of the Authority on behalf of the City of Cupertino.

The motion carried with Directors Hilton and Barbadillo absent.

Adopt Resolution Commending Don Bray for his Dedication in the Formation of Silicon Valley Clean Energy in 2016 and Tenure of Dedicated Service Concluding in 2025 Monica Padilla, Chief Executive Officer (CEO), presented Don Bray, formerly SVCE’s Director of Strategic Development, with a resolution on behalf of the Board of Directors and thanked him for his contributions in both forming SVCE and his work in the organization.

Mr. Bray thanked and expressed appreciation to the Board for their recognition of his commitment to SVCE and reflected on his time at the agency and what he is looking forward to in the future.

Board members provided supportive comments and acknowledged Mr. Bray for his dedication to SVCE.

Staff presented Mr. Bray with a resolution and gift for his service.

Chair Tyson opened Public Comment.

No speakers.

Chair Tyson closed Public Comment.

MOTION: Director Martinez Beltran moved and Director Mekechuk seconded the motion to adopt Resolution 2025-18 Commending Don Bray for his Dedication in the Formation of Silicon Valley Clean Energy Authority in 2016 and his Tenure of Dedicated Service Concluding in 2025.

The motion carried with Directors Hilton and Barbadillo absent.

Consent Calendar
There were no questions or comments from the Board; there were no requests from the public to speak on any matter on the Consent Calendar.
1a) Approve Minutes of the August 13, 2025, Board of Directors Meeting 1b) Receive July 2025 Treasurer Report
1c) Approve Distribution of 2022 Member Agency Grant Cycle Remaining Funds of $500,000 1d) Authorize the Chief Executive Officer to Enter into a Contract with Hueston Hennigan, LLP for Legal Services for a Success Fee or for a Total Amount Not-to-Exceed $2,500,000 1e) Authorize the Chief Executive Officer to Execute an Amendment with Sunnyvale Village Associates to Extend Lease of Current Office Space for Up to 12 Months 1f) Adopt Resolution Electing to Become Subject to the Uniform Public Construction Cost Accounting Act and Adopting Informal Bid Procedures
1g) Authorize the Chief Executive Officer to Execute a Fifth Agreement Amendment with Camus Energy to Transition Data Analytics Platform Services Adding $25,000 for a New Total Not-to-Exceed Amount of $733,000
1h) Authorize the Chief Executive Officer to Execute an Agreement with Citizen Group for Two Years with a Not-to-Exceed Amount of $626,205 for Communications, Marketing and Research Services 1i) Adopt the Fiscal Years 2025-2027 Strategic Focus Areas and Strategic Plan 1j) Receive 2025 Legislative Responses to Industry Transition Ad Hoc Committee Report 1k) Receive Executive Committee Report
1l) Receive Additional Committees Report
Item 1a Draft Minutes: 9/10/25 Board of Directors Meeting

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1m) Receive California Community Power Report
MOTION: Vice Chair Klein moved and Director Walia seconded the motion to approve the Consent Calendar, Items 1a through 1m.

The motion carried with Directors Hilton and Barbadillo absent.

Regular Calendar
2) CEO Report (Informational)
CEO Padilla addressed the following in her report:
1) Introduction of new employees:
a. Marvin Jiang, Associate Finance, Risk, and Data Analyst, b. Alison Maas, Community Grants Fellow,
c. Danika Miller, Community Outreach Fellow, and
d. Rio Neves, Programs Marketing Fellow
All provided brief welcome comments.
2) An update on reach codes from Zoe Elizabeth, Director of Decarbonization Policy and Community Strategies, who provided information on the passage of local member agency reach codes, upcoming initiatives, and an update on reach codes outside of SVCE’s service territory; and
3) An update on legislation from Bena Chang, Director of Government and Legislative Affairs, who provided information on Assembly Bill (AB) 825 and AB 1207, and Senate Bills (SB) 254 and SB 840.

Staff responded to questions and comments regarding San Jose Clean Energy’s reach code vote; negotiated packages between the assembly, the senate, and the governor; other major bills that the Board should be made aware of; and potential advocacy next steps.

Chair Tyson opened Public Comment.

No speakers.

Chair Tyson closed Public Comment.
3) Approve the Ad Hoc Committee’s Proposed Operating Rules and Regulations (ORR) Amendments and Recommend Changes to the ORR via a Future Resolution (Action) George Tyson, Chair, provided a presentation regarding the proposed amendments to SVCE’s Operating Rules and Regulations (ORR) from the Ad Hoc Committee (“ORR Committee”) formed by the Board of Directors on May 14, 2025 to review and propose amendments to SVCE’s ORR. The presentation included the following:
• Review of SVCE’s current Operating Rules and Regulations; • Review of the Ad Hoc Committee’s scope of work;
• Context of the purpose of reviewing SVCE’s ORRs;
• An overview of other CCA’s governance; and
• Highlights of the proposed changes, including processes.

Ad Hoc Committee members Director Showalter and Vice Chair Klein thanked Chair Tyson for his work on the Ad Hoc Committee and provided supportive comments on the proposed amendments.

Staff and Chair Tyson responded to questions and comments on the proposed ORR recommendations which included: history of close votes needing more than one round to achieve a majority vote; communication with local CCAs regarding processes, succession planning for continuity on the Board, Item 1a Draft Minutes: 9/10/25 Board of Directors Meeting

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the addition of a Nominating Ad Hoc Committee and what the recommendations process would entail, justification of removal of the regular meeting day and time from the ORR, the Board meeting regular schedule approval process, and the preference of randomized voting when performing roll call votes.

Chair Tyson opened Public Comment.

No speakers.

Chair Tyson closed Public Comment.

The Board discussed timing of approving the regular meeting schedule via resolution for the year, date certainty in the regular meeting schedule to remain as the second Wednesday of the month at 7:00 p.m., and flexibility when needing to change a meeting date, for example if the regular meeting date lands on a holiday.

MOTION: Director Mekechuk moved and Director Walia seconded the motion to approve the amended SVCE’s Operating Rules and Regulations as set forth by the Ad Hoc Committee via Resolution at a future Board meeting.

The motion carried by a randomized verbal roll call vote with Directors Hilton and Barbadillo absent.
4) Adopt the Fiscal Year 2025-26 Recommended Operating Budget, and the Recommendation to Maintain the Current Financial Reserves Targets and Policy (Action) Amrit Singh, Chief Financial Officer, presented a request for the Board to adopt the Fiscal Year 2025-26 (FY 26) recommended operating budget and maintain the current financial reserves targets and policy.

Highlights of the proposed budget included:
• A negative contribution to reserves of $40.1 million for FY 26; • Maintaining an average of four percent (4%) customer discount to comparable Pacific Gas and Electric (PG&E) rates through December 2025 and reduce it to one percent (1%) in January 2026;
• Continuing to provide additional monthly dollar bill credit to California Alternate Rates for Energy (CARE) and Family Electric Rate Assistance (FERA) customers, which in the aggregate is equivalent to a one percent (1%) discount for all customers; and • No proposed changes to the current financial reserves targets and policy Chair Tyson opened Public Comment.

No speakers.

Chair Tyson closed Public Comment.

CFO Singh responded to questions and comments regarding the timeline of the one-time customer bill credit rebate, and the importance of SVCE’s stress test and reserves.

MOTION: Director Walia moved and Director Scozzola seconded the motion to adopt Resolution 2025-20 approving the Fiscal Year 2025-26 Recommended Operating Budget, and the Recommendation to Maintain the Current Financial Reserves Targets and Policy.

The motion carried with Directors Hilton and Barbadillo absent. 5) Introduction to the Integrated Decarbonization Roadmap (Informational) Director of Decarbonization Policy and Community Strategies Elizabeth provided information regarding an update to the original 2018 Decarbonization Strategy & Programs Roadmap, referred to as the Integrated Decarbonization Roadmap. Information presented included the following:
• Key elements of the 2018 Decarbonization Strategy and Programs Roadmap; • Highlights of what the planned update will cover; and • Estimate timeline for completion
Item 1a Draft Minutes: 9/10/25 Board of Directors Meeting

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Staff responded to questions and comments regarding community outreach and incorporation of feedback received from stakeholder partners, staff’s engagement with Board member agencies and a recommendation to consider copying Board members and City Managers in correspondence with member agency staff, and creation of a potential program template to trac performance goals to be shared with other member agencies.

Chair Tyson opened Public Comment.

No speakers.

Chair Tyson closed Public Comment.

Board Member Announcements and Future Agenda Items
On behalf of former Alternate Director Javed Ellahie, Director Mekechuk expressed his gratitude to the Board and staff for the get well flowers.

Director Martinez Beltran provided a recommendation to the Board for a future agenda item on performance tracking related to the Integrated Decarbonization Roadmap.

Public Comment on Closed Session
No speakers.

Closed Session
The Board of Directors convened to Closed Session at 8:54 p.m.

PUBLIC EMPLOYEE PERFORMANCE EVALUATION: Title: Chief Executive Officer CONFERENCE WITH LABOR NEGOTIATORS Agency designated representatives: Director Tyson, Board Chair, and Director Klein, Board Vice Chair
Unrepresented employee: Chief Executive Officer
The Board of Directors reconvened from Closed Session at 9:54 p.m.

Report from Closed Session
Chair Tyson announced that the Board met in Closed Session and there was nothing to report.

Adjourn
Chair Tyson adjourned the meeting at 9:54 p.m.

ATTEST:
________________________
Andrea Pizano, Board Secretary
Item 1a Draft Minutes: 9/10/25 Board of Directors Meeting 1 TREASURER REPORT
Fiscal Year to Date
As of August 31, 2025
(Preliminary & Unaudited)
Issue Date: October 8, 2025
Table of Contents
Page
Summary 2-3
Statement of Net Position 4
Statement of Revenues, Expenses & Changes in Net Position 5 Statement of Cash Flows 6-7
Actuals to Budget Report 8-12
Monthly Change in Net Position 13
Investments Report 14
Customer Accounts and Aging Report 15
Certificate of Compliance 16
SVCE Managed Account & Security Transactions 17-29
Item 1b August 2025 Treasurer Report
©

SILICON VALLEY

CLEAN ENERGY
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Balance Sheet Highlights:
> SVCE operations resulted in a change in net position of $29.5 million for the month of August and $142.3 million for fiscal-year-to-date (FYTD). > Total Net Position increased further to $627.5 million. > SVCE is investing ~98.5% of available funds, recognizing interest/dividend income of $21M FYTD. *Does not yet recognize unspent program dollars
**For reconciliation purposes, budget numbers include actual program expenses and depreciation, excludes GASP 87 expenses.

SVCE Yield-bearing Accounts:

Combined Ending Balance* 578.9 M
Total Interest/Div. Earned FYTD 21.0 M
Average Yield to Maturity** 4.32%
* Includes River Bank accounts - Money Market, Collateral and ICS; CAMP; PFM Portfolio ** Average annualized yield for the current month. Investment yields are measured to maturity at market.

SILICON VALLEY CLEAN ENERGY AUTHORITY
Financial Statement Highlights ($ in millions)
August 31, 2025
*** Displays the starting fiscal year net position on Oct. 1, 2025, of $485M. 485.2 M
627.5 M
0 M
120 M
240 M
360 M
480 M
600 M
720 M
0 M
5 M
10 M
15 M
20 M
25 M
30 M
Oct*** Nov Dec Jan Feb Mar Apr May June July Aug Sept Net Position Change in Net Position Change in Net Position*
Net Position (Right Y-Axes) Mid-Year Budget (Left Y-Axis)** Actual (Left Y-Axes) 408 415 427 432 430 435 441 447 462 479 503
300 305 319 324 333 339 346 354 370 388 414
500
350
120
0 50
100
150
200
250
300
350
400
450
500
Oct Nov Dec Jan Feb Mar Apr May June July Aug Sept
Days Cash on Hand (DCOH)
DCOH Including Unspent Earmarked Funds* DCOH Excluding Unspent Earmarked Funds* Maximum Reserves Target Reserves
Minimum Reserves
$21.0 M

1.9 M

1.8 M 2.0 M

2.0 M

2.0 M 1.8 M 1.9 M

2.4 M

1.9 M

2.0 M 2.0 M

0.4 M

1.7 M 1.7 M

2.1 M

2.6 M

2.0 M

2.6 M

1.1 M

2.6 M

1.3 M

3.0 M

0.0 M

3.0 M

6.0 M

9.0 M

12.0 M

15.0 M

18.0 M

21.0 M
$ 0 K
$ 500 K
$ 1,000 K
$ 1,500 K
$ 2,000 K
$ 2,500 K
$ 3,000 K
$ 3,500 K
Oct Nov Dec Jan Feb Mar Apr May June July Aug Sept
Investment Income*
Actual Cumulative Mid-Year Budget Actual and Accrued Cash Basis Accounting Returns River City Bank
Accounts
5%
California Asset Management
Program (CAMP)
46%
PFM Asset Management Investment
Portfolio
49%
SVCE Accounts
* Earmarked funds are unspent SVCE program and the building funds.

October, 2024-January, 2025 results are updated per the Mid-Year budget revisions adopted in March 2025. * Accounting returns investment of income includes unrealized mark-to-market gain or loss of the total investment portfolio as per US GAAP, Actual and Accrued Cash Basis excludes mark-to-market gains (losses).

Item 1b August 2025 Treasurer Report
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Summary of Actual Results vs. Adopted Budget (includes allocated but unspent program dollars):
> Operating margin of $157.5 million (or 34.5%) increased above the Mid-Year Budget expectations of $152M (32.4%) operating margin for the fiscal year to date. > FYTD Power Supply costs are -6.1% below Mid-Year Budget. > Retail GWh sales FYTD landed -1.1% below Mid-Year Budget for the month of August and -2.9% YTD.

Variance Explanation:
$ in millions Actual MY Budget % Dif Actual MY Budget % Dif Main Drivers:

Revenue 62.9 M 54.4 M 15.6% 456.0 M 469.7 M -2.9%
Power Supply Cost 32.8 M 32.4 M 1.3% 298.5 M 317.8 M -6.1% Operating Margin 30.1 M 22.0 M 36.7% 157.5 M 152.0 M 3.6% Operating Expenses (ex Power) 2.4 M 3.6 M -33.0% 25.9 M 35.7 M -27.4% Other Non-Op. Expen. (Income) -3.0 M -1.8 M 68.5% -4.6 M 3.5 M -233.7% Net Increase in Available Fund
Balance 30.6 M 20.2 M 51.9% 136.2 M 112.8 M 20.8%
Customer Load Statistics:

Total Accounts 283,688
Opt-Out Accounts (Month) 28
Opt-Out Accounts (FYTD) 399
Opt-Up Accounts (Month) (5)
Opt-Up Accounts (FYTD) (73)
Program Funds:

General Program Fund
CRCR Fund*
Electrification Discount Fund
Nuclear & Hanford Prog. Funds
Building Fund
* Customer Relief and Community Resilience Fund
** The financial results in this report are preliminary and subject to change pending closing of the books for the fiscal year. Any potential changes are not expected to be significant. Lower YTD costs is mostly due to lower energy consumption and a decline in energy/attribute prices. Staffing vacancies, underrunning professional services, and lower marketing expenses Reflects budgetary transfers to program and other funds offset by investment income and bill credit trueups. Reflects budgetary transfers to program and other funds offset by investment income and bill credit trueups. $ 2,188,000 $ 7,696,000 $ 5,508,000 $ -
YTD Contributions YTD Expenditures
$ 9,159,383 $ 8,740,312 $ - $ 419,071

SILICON VALLEY CLEAN ENERGY AUTHORITY
Financial Statement Highlights** ($ in millions)
August 31, 2025
August Fiscal YTD
January -February - Weaker customer demand was offset by lower power supply cost, liquidated damage payments and reduced operating expenses. March - Customer demand was in-line with expectations while all components of operating expenses remained below MY budget.

April - Lower demand was offset by reduced power supply cost and other operating expenses, combined with higher investment May - Revenues increased more than power supply cost due to stronger demand, elevating SVCEs operating margin. Investment income came in below expectations reflecting MTM fluctuations.

June-July - Weaker summer demand due to colder average
temperature and slower than anticipated load growth decreased SVCE operating margin below MY budget level. Investment income for July was impacted by negative MTM adjustments.

August - Stronger on-peak/higher rate usage and liquidated demage payments, elevated SVCEs operating revenues. Higher investment income due to large MTM gains.
 Lower YTD customer demand and a negative true-up settlement, partly offset by liquidated damage payments.

Beginning Balance End Balance
$ 20,000,000 $ 8,226,195 $ - $ 11,661,623
$ 77,436,658 $ 78,814,900 $ 10,530,000 $ 9,151,758
$ 5,437,984 $ 5,396,831 $ 5,370,000 $ 5,411,153 -2 K
4 K
1,106 K-550 K
6,391 K
1,786 K
3,026 K
1,566 K-1,735 K -111 K
10,460 K
-4 M
-2 M
0 M
2 M
4 M
6 M
8 M
10 M
12 M
Oct Nov Dec Jan Feb Mar Apr May June July Aug Sept
Net Increase in Available Fund Balance
Comparing Actuals to Amended Budget
254,171
254,607
254,599
254,508
254,655
254,927
255,285
255,685
256,029
256,055
256,150
27,487
27,489
27,328
27,432
27,443
27,496
27,548
27,579
27,602
27,557
27,538

94.0%

94.5%

95.0%

95.5%

96.0%

96.5%

97.0%
-
50,000
100,000
150,000
200,000
250,000
300,000
Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep
Customer Accounts and Participation Rate
Res Accounts Com Accounts Customer Participation (Right Y-Axes) -12%
-9%
-6%
-3%
0%
3%
6%
9%
12%
270
290
310
330
350
370
Retail Sales - Actual vs Mid-Year Budget (GWh)
Retail Sales Actual (GWh) Retail Sales MY Budget (GWh)
Load deviation from the Budget (Right Y-Axes)
Power Supply

90.8%
Personnel

4.1% Contract
Services

4.0%
G & A

0.9%
Depreciation

0.2%
YTD Operating Expenses
Item 1b August 2025 Treasurer Report 1 1 1 1
4 Current Assets
Cash & Cash Equivalents* $ 314,125,813
Accounts Receivable, net of allowance 45,579,139
Investments 59,323,007
Accrued Revenue 34,807,207
Other Receivables 9,051,318
Prepaid Expenses 1,209,166
Deposits 744,048
Total Current Assets 464,839,698
Noncurrent assets
Capital assets, net of depreciation 12,250,260
Investments** 218,767,296
Total Noncurrent Assets 231,017,556
Total Assets 695,857,254
Current Liabilities
Accounts Payable 1,638,820
Accrued Cost of Electricity 54,084,410
Other accrued liabilities 2,438,025
User Taxes and Energy Surcharges due to other gov'ts 1,483,489 Supplier security deposits 225,000
Total Current Liabilities 59,869,744
Noncurrent Liabilities
Supplier security deposits 8,478,125
Total noncurrent liabilities 8,478,125
Total Liabilities 68,347,869
Net investment in capital assets 12,250,260
Unrestricted (deficit) 615,259,125
Total Net Position $ 627,509,385
* May not account for securities acquired towards the end of the month but not yet paid. ** May include securities acquired towards the end of the month but not yet paid.

NET POSITION

SILICON VALLEY CLEAN ENERGY AUTHORITY

STATEMENT OF NET POSITION
As of August 31, 2025
ASSETS

LIABILITIES
Item 1b August 2025 Treasurer Report
5 OPERATING REVENUES
Electricity Sales, Net $ 439,593,527
GreenPrime electricity premium 2,193,127
Liquidated damages 14,178,080
TOTAL OPERATING REVENUES 455,964,734

OPERATING EXPENSES
Cost of Electricity 298,488,586
Contract services 12,984,947
Staff compensation and benefits 13,468,519
Program incentives 6,018,209
Other operating expenses 3,091,429
Depreciation 612,509
TOTAL OPERATING EXPENSES 334,664,199
OPERATING INCOME(LOSS) 121,300,535

NONOPERATING REVENUES (EXPENSES)
Investment Income 21,022,299
Financing costs (10,323)
TOTAL NONOPERATING REVENUES (EXPENSES) 21,011,976
CHANGE IN NET POSITION 142,312,511
Net Position at beginning of period 485,196,874
Net Position at end of period $ 627,509,385

SILICON VALLEY CLEAN ENERGY AUTHORITY

STATEMENT OF REVENUES, EXPENSES
October 1, 2024 through August 31, 2025

AND CHANGES IN NET POSITION
Item 1b August 2025 Treasurer Report
6 CASH FLOWS FROM OPERATING ACTIVITIES
Receipts from customers $ 441,537,641
Receipts of liquidated damages 9,178,080
Receipts of security deposits 29,008,203
Payments to suppliers for electricity (319,258,398)
Payments of security deposits (12,450,000)
Payments for other goods and services (22,840,010)
Payments for staff compensation and benefits (13,178,805) Tax and surcharge payments to other governments (7,695,985) Net cash provided (used) by operating activities 104,300,726

CASH FLOWS FROM NON-CAPITAL FINANCING ACTIVITIES
Finance costs paid (6,769)
Net cash provided (used) by financing activities (6,769)

CASH FLOWS FROM CAPITAL AND RELATED

FINANCING ACTIVITIES
Payments of lease liability (406,293)
Acquisition of capital assets (11,805,242)
Net cash provided (used) by capital and related
financing activities (12,211,535)

CASH FLOWS FROM INVESTING ACTIVITIES
Investment income received 18,570,160
Proceeds from investment sales 135,486,894
Purchase of investments (193,487,535)
Net cash provided (used) by investing activities (39,430,481) Net change in cash and cash equivalents 52,651,941
Cash and cash equivalents at beginning of year 261,473,872 Cash and cash equivalents at end of period $ 314,125,813

NONCASH INVESTING ACTIVITIES
Unrealized appreciation (depreciation) and timing differences in investment income $ 2,452,139

SILICON VALLEY CLEAN ENERGY AUTHORITY

STATEMENT OF CASH FLOWS
October 1, 2024 through August 31, 2025
Item 1b August 2025 Treasurer Report
7 Operating Income (loss) $ 121,300,535
Adjustments to reconcile operating income to net cash
provided (used) by operating activities
Depreciation expense 612,509
(Increase) decrease in accounts receivable (2,517,692)
(Increase) decrease in accrued revenue (5,227,722)
(Increase) decrease in other receivables 7,979,736
(Increase) decrease in prepaid expenses (582,837)
(Increase) decrease in current deposits 35,419
Increase (decrease) in accrued cost of electricity (10,349,542) Increase (decrease) in accounts payable (210,795)
Increase (decrease) in accrued liabilities 431,951
Increase (decrease) in taxes and surcharges due to other governments (195,836) Increase (decrease) in supplier security deposits (6,975,000) Net cash provided (used) by operating activities $ 104,300,726

RECONCILIATION OF OPERATING INCOME (LOSS) TO NET

CASH PROVIDED (USED) BY OPERATING ACTIVITIES

SILICON VALLEY CLEAN ENERGY AUTHORITY
STATEMENT OF CASH FLOWS (Continued)
October 1, 2024 through August 31, 2025
Item 1b August 2025 Treasurer Report
8 FYTD FYTD FY 2024-25 FY 2024-25
OPERATING REVENUES Actual Mid-Year Budget $ % Mid-Year Budget Remaining Budget Energy Sales $439,593,527 $468,065,970 * $ (28,472,443) -6% $521,650,000 * $82,056,473 Green Prime Premium 2,193,127 1,667,823 * $525,304 31% $1,884,000 * (309,127) Other Income 14,178,080 * 14,178,080 n/a * (14,178,080) TOTAL OPERATING REVENUES 455,964,734 469,733,793 (13,769,059) -3% 523,534,000 67,569,266

ENERGY EXPENSES
Power Supply 298,488,586 317,769,991 (19,281,405) -6% 349,478,000 50,989,414 Operating Margin 157,476,148 151,963,802 5,512,346 4% 174,056,000 16,579,852

OPERATING EXPENSES
Data Management 3,147,766 3,244,829 (97,063) -3% 3,549,000 401,234 PG&E Fees 1,105,265 1,381,274 (276,009) -20% 1,516,000 410,735 Salaries & Benefits 13,468,519 17,136,642 (3,668,123) -21% 18,805,000 5,336,481 Professional Services 4,013,967 7,049,275 (3,035,308) -43% 7,797,000 3,783,033 Marketing & Promotions 785,622 1,693,003 (907,381) -54% 1,885,000 1,099,378 General & Administrative 3,391,665 5,197,455 (1,805,790) -35% 5,733,000 2,341,335 TOTAL OPERATING EXPENSES 25,912,804 35,702,478 (9,789,674) -27% 39,285,000 13,372,196 OPERATING INCOME/(LOSS) 131,563,344 116,261,324 15,302,020 13% 134,771,000 3,207,656

NON-OPERATING REVENUES
Investment Income 21,022,299 17,992,059 3,030,240 17% 19,756,000 (1,266,299) TOTAL NON-OPERATING REVENUES 21,022,299 17,992,059 3,030,240 17% 19,756,000 (1,266,299)

NON-OPERATING EXPENSES
Financing 6,770 11,273 (4,503) -40% 12,000 5,230

CAPITAL EXPENDITURES, TRANSFERS,
& OTHER
Capital Outlay 6,361 45,833 (39,472) -86% 50,000 43,639 One-Time Customer Bill Credit - - - n/a 35,000,000 35,000,000 Transfer to Programs Fund 10,530,000 10,530,000 - 0% 10,530,000 - Nuclear Allocation 3,708,000 3,708,000 - 0% 3,708,000 - Transfer to Hanford Emissions Mitigation Fund 1,800,000 1,800,000 1,800,000 Transfer to CRCR Fund 5,370,000 5,370,000 - 0% 5,370,000 - Transfer from Electrification Discount Fund (419,071) - (419,071) n/a - 419,071 Transfer from CRCR Fund - customer bill relief (4,624,023) - (4,624,023) n/a - 4,624,023 TOTAL OTHER USES 16,371,267 21,453,833 (5,082,566) -24% 56,458,000 40,086,733

NET INCREASE(DECREASE) IN AVAILABLE
FUND BALANCE $ 136,207,606 $ 112,788,277 $ 23,419,329 21% $98,057,000 -$38,150,606 * While the Total Operating Revenues were correctly modeled, the Mid-Year budget incorrectly included actual revenues from Oct-Dec 2024 of $0.6 million from Green Prime Premium and $2.8 million from Other Income in the Energy Sales category. The breakdown of the budgeted Total Operating Revenues among Energy Sales, Green Prime Premium, and Other Income is shown according to the approved Mid-Year budget.

Variance

SILICON VALLEY CLEAN ENERGY AUTHORITY

BUDGETARY COMPARISON SCHEDULE
October 1, 2024 through August 31, 2025
Item 1b August 2025 Treasurer Report
9 Net Increase (decrease) in available fund balance
per budgetary comparison schedule $ 136,207,606
Adjustments needed to reconcile to the changes
in net position in the Statement of Revenues,
Expenses and Changes in Net Position
Subtract depreciation expense (612,509)
Subract program expense not in operating budget (9,938,888) Add back portion of lease payment applied to reduce lease liability 397,217 Add back transfer to Program funds 16,252,724
Add back capital asset acquisition 6,361
Change in Net Position 142,312,511

SILICON VALLEY CLEAN ENERGY AUTHORITY

BUDGET RECONCILIATION TO STATEMENT OF

REVENUES, EXPENSES AND CHANGES IN NET POSITION
October 1, 2024 through August 31, 2025

OPERATING FUND
Item 1b August 2025 Treasurer Report
10 BUDGET ACTUAL/
REVENUE & OTHER SOURCES: ACTUAL REMAINING BUDGET
Transfers in - General Programs $ 10,530,000 $ 10,530,000 $ - 100.0% Total $ 10,530,000 $ 10,530,000 $ -
EXPENDITURES & OTHER USES:

Program expenditures 17,552,064 9,151,758 8,400,306 52.1% Net increase (decrease) in fund balance $ (7,022,064) $1,378,242 Fund balance at beginning of period 77,436,658
Fund balance at end of period $78,814,900

BUDGET ACTUAL/
REVENUE & OTHER SOURCES: ACTUAL REMAINING BUDGET
Transfer from Operating Fund $ 5,370,000 $ 5,370,000 $ - 100.0% EXPENDITURES & OTHER USES:

Customer bill relief credit 5,370,000 4,624,023 745,977 86.1% Other program expenditures 825,000 787,130 37,870 95.4% Total Program expenditures 6,195,000 5,411,153 783,847
Net increase (decrease) in fund balance $ (825,000) (41,153) Fund balance at beginning of period 5,437,984
Fund balance at end of period $5,396,831

SILICON VALLEY CLEAN ENERGY AUTHORITY

BUDGETARY COMPARISON SCHEDULE
October 1, 2024 through August 31, 2025

CUSTOMER RELIEF & COMMUNITY RESILIENCY FUND

GENERAL PROGRAM FUND

BUDGETARY COMPARISON SCHEDULE
October 1, 2024 through August 31, 2025
BUDGET
BUDGET
Item 1b August 2025 Treasurer Report
11 BUDGET ACTUAL/
REVENUE & OTHER SOURCES: BUDGET ACTUAL REMAINING BUDGET Transfer from Operating Fund $ - $ - $ - n/a
EXPENDITURES & OTHER USES:

Program expenditures 850,000 419,071 430,929 49.3%
Net increase (decrease) in fund balance $ (850,000) (419,071) Fund balance at beginning of period 9,159,383
Fund balance at end of period $8,740,312

BUDGET ACTUAL/
REVENUE & OTHER SOURCES: BUDGET ACTUAL REMAINING BUDGET Transfer from Operating Fund * $ - n/a
EXPENDITURES & OTHER USES:

Capital outlay - 11,661,623
Other program expenditures 112,182 (112,182)
11,773,805
Net increase (decrease) in fund balance $ - (11,773,805) Fund balance at beginning of period 20,000,000
Fund balance at end of period $8,226,195

BUILDING FUND

BUDGETARY COMPARISON SCHEDULE
October 1, 2024 through August 31, 2025

ELECTRIFICATION DISCOUNT FUND

BUDGETARY COMPARISON SCHEDULE
October 1, 2024 through August 31, 2025
Item 1b August 2025 Treasurer Report
12 BUDGET ACTUAL/
REVENUE & OTHER SOURCES: ACTUAL REMAINING BUDGET
Transfers in - Nuclear Allocation $ 3,708,000 $ 3,708,000 Transfer in - Hanford Emissions Mitigation Fund $ 1,800,000 $ 1,800,000 $ - 100.0% Total $ 5,508,000 $ 5,508,000 $ -
EXPENDITURES & OTHER USES:

Program expenditures - - -
Net increase (decrease) in fund balance $ 5,508,000 $5,508,000 Fund balance at beginning of period 2,188,000
Fund balance at end of period $7,696,000
BUDGET

NUCLEAR AND HANFORD PROGAM FUNDS

BUDGETARY COMPARISON SCHEDULE
October 1, 2024 through August 31, 2025
Item 1b August 2025 Treasurer Report
13 October November December January February March April May June July August September YTD

OPERATING REVENUES
Electricity sales, net $ 42,272,261 $ 36,066,964 $ 40,444,049 $ 37,228,673 $ 35,529,828 $ 34,904,798 $ 31,391,510 $ 34,317,024 $ 43,774,198 $ 47,602,905 $ 56,061,317 $ - $ 439,593,527 Green electricity premium $ 216,009 $ 177,897 $ 192,481 $ 188,052 $ 178,307 $ 193,727 $ 206,394 $ 187,690 $ 201,357 $ 229,732 $ 221,481 $ - 2,193,127 Liquidated damages $ 2,400,000 $ 404,610 $ - $ - $ 4,769,259 $ - $ - $ 7,335 $ 5,523 $ 88 $ 6,591,265 $ - 14,178,080 Total operating revenues 44,888,270 36,649,471 40,636,530 37,416,725 40,477,394 35,098,525 31,597,904 34,512,049 43,981,078 47,832,725 62,874,063 - 455,964,734

OPERATING EXPENSES
Cost of electricity 29,690,455 $ 23,435,665 $ 24,597,864 $ 30,250,162 $ 31,366,058 $ 27,919,533 $ 23,596,328 $ 24,645,113 $ 25,010,833 $ 25,157,503 $ 32,819,072 $ - 298,488,586 Staff compensation and benefits 1,153,708 $ 1,135,297 $ 1,503,015 $ 1,268,232 $ 1,111,324 $ 1,224,232 $ 1,176,748 $ 1,236,271 $ 1,148,872 $ 1,252,085 $ 1,258,735 $ - 13,468,519 Data manager 270,465 $ 270,551 $ 270,449 $ 271,060 $ 271,407 $ 297,492 $ 298,166 $ 299,318 $ 299,619 $ 299,620 $ 299,619 $ - 3,147,766 Service fees - PG&E 100,000 $ 96,085 $ 104,098 $ 99,430 $ 99,450 $ 99,963 $ 100,000 $ 103,680 $ 100,000 $ 100,880 $ 101,679 $ - 1,105,265 Consultants and other professional fees 806,956 $ 771,641 $ 713,688 $ 488,719 $ 758,117 $ 686,305 $ 1,228,117 $ 593,977 $ 732,144 $ 1,153,794 $ 798,458 $ - 8,731,916 Other operating expenses 462,895 $ 852,622 $ 1,008,087 $ 522,513 $ 628,025 $ 686,023 $ 840,532 $ 695,796 $ 1,071,290 $ 1,258,483 $ 1,083,372 $ - 9,109,638 Depreciation 53,537 $ 53,341 $ 65,816 $ 65,817 $ 65,679 $ 79,983 $ 79,788 $ 35,349 $ 64,577 $ 24,371 $ 24,251 $ - 612,509 Total operating expenses 32,538,016 26,615,202 28,263,017 32,965,933 34,300,060 30,993,531 27,319,679 27,609,504 28,427,335 29,246,736 36,385,186 - 334,664,199 Operating income (loss) 12,350,254 10,034,269 12,373,513 4,450,792 6,177,334 4,104,994 4,278,225 6,902,545 15,553,743 18,585,989 26,488,877 - 121,300,535

NONOPERATING REVENUES (EXPENSES)
Grant income - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - - Interest income 428,694 $ 1,712,666 $ 1,742,311 $ 2,102,525 $ 2,556,286 $ 2,024,762 $ 2,554,759 $ 1,112,698 $ 2,555,003 $ 1,264,969 $ 2,967,626 $ - 21,022,299 Financing costs (701) $ (625) $ (549) $ (472) $ (2,125) $ (308) $ (241) $ (164) $ (88) $ - $ (5,050) $ - (10,323) Total nonoperating revenues (expenses) 427,993 1,712,041 1,741,762 2,102,053 2,554,161 2,024,454 2,554,518 1,112,534 2,554,915 1,264,969 2,962,576 - 21,011,976 CHANGE IN NET POSITION $ 12,778,247 $ 11,746,310 $ 14,115,275 $ 6,552,845 $ 8,731,495 $ 6,129,448 $ 6,832,743 $ 8,015,079 $ 18,108,658 $ 19,850,958 $ 29,451,453 $ - $ 142,312,511

SILICON VALLEY CLEAN ENERGY AUTHORITY

STATEMENT OF REVENUES, EXPENSES

AND CHANGES IN NET POSITION
October 1, 2024 through August 31, 2025
Item 1b August 2025 Treasurer Report
14 Ending Balance of SVCE Accounts: Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep River City Bank Accounts $ 33,363,756 $ 28,561,690 $ 48,885,983 $ 23,794,276 $ 27,049,188 $ 42,937,816 $ 45,927,353 $ 32,564,164 $ 21,348,354 $ 29,484,354 $ 28,050,737 California Asset Management Program (CAMP) $ 206,767,899 $ 229,607,825 $ 216,507,939 $ 249,409,396 $ 240,227,528 $ 233,113,584 $ 233,966,069 $ 255,875,229 $ 260,768,773 $ 259,694,922 $ 286,663,863 PFM Asset Management Investment Portfolio $ 281,807,003 $ 270,469,593 $ 271,357,416 $ 273,147,693 $ 276,597,488 $ 275,221,074 $ 277,682,923 $ 277,661,144 $ 278,632,183 $ 279,442,298 $ 280,882,688 Total Ending Balance $ 521,938,658 $ 528,639,108 $ 536,751,338 $ 546,351,364 $ 543,874,204 $ 551,272,475 $ 557,576,345 $ 566,100,537 $ 560,749,310 $ 568,621,573 $ 595,597,289 Return On Investments:

Annual % Yield Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep River City Bank Accounts 4.58% 4.58% 4.55% 4.53% 4.42% 4.39% 4.36% 4.35% 4.33% 4.31% 4.25% California Asset Management Program (CAMP) 5.03% 4.87% 4.73% 4.55% 4.51% 4.47% 4.45% 4.42% 4.40% 4.41% 4.40% PFM Asset Management Investment Portfolio * 4.45% 4.45% 4.45% 4.40% 4.33% 4.25% 4.14% 4.30% 4.16% 4.01% 4.24% Average Return On Investments: 4.69% 4.64% 4.57% 4.47% 4.41% 4.35% 4.29% 4.36% 4.28% 4.21% 4.32% * Yield to Maturity at Market.

Accounting Returns Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep River City Bank Accounts $ 14,385 $ 26,036 $ 36,682 $ 38,759 $ 20,782 $ 21,676 $ 25,765 $ 47,976 $ 28,267 $ 26,096 $ 25,138 California Asset Management Program (CAMP) $ 908,552 $ 839,926 $ 900,114 $ 901,457 $ 818,132 $ 886,056 $ 852,485 $ 909,160 $ 893,544 $ 926,148 $ 968,942 Other Interest Income $ 4,447 $ 2,470 $ 2,313 $ 2,322 $ 2,242 $ 2,020 $ 2,181 $ 2,089 $ 2,151 $ 2,083 $ 2,165 PFM Asset Management Investment Portfolio * $ (498,690) $ 844,234 $ 803,202 $ 1,159,987 $ 1,715,130 $ 1,115,010 $ 1,674,328 $ 153,474 $ 1,631,039 $ 310,642 $ 1,971,381 Total Interest and Investment Gains $ 428,694 $ 1,712,666 $ 1,742,311 $ 2,102,525 $ 2,556,286 $ 2,024,762 $ 2,554,758 $ 1,112,699 $ 2,555,002 $ 1,264,969 $ 2,967,625 * Includes change in current market value (month over month), accrued interest and money market dividends (as per US GAAP).

Actual and Accrued Cash Basis Returns Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep River City Bank Accounts $ 14,385 $ 26,036 $ 36,682 $ 38,759 $ 20,782 $ 21,676 $ 25,765 $ 47,976 $ 28,267 $ 26,096 $ 25,138 Camp Pool Composition (based on market value): $ 908,552 $ 839,926 $ 900,114 $ 901,457 $ 818,132 $ 886,056 $ 852,485 $ 909,160 $ 893,544 $ 926,148 $ 968,942 Other Interest Income $ 4,447 $ 2,470 $ 2,313 $ 2,322 $ 2,242 $ 2,020 $ 2,181 $ 2,089 $ 2,151 $ 2,083 $ 2,165 PFM Asset Management Investment Portfolio * $ 945,927 $ 954,874 $ 1,046,439 $ 1,048,124 $ 1,144,192 $ 895,923 $ 1,043,886 $ 1,476,104 $ 952,095 $ 1,080,253 $ 1,030,810 Total Interest and Investment Gains $ 1,873,311 $ 1,823,305 $ 1,985,548 $ 1,990,662 $ 1,985,349 $ 1,805,676 $ 1,924,316 $ 2,435,329 $ 1,876,058 $ 2,034,580 $ 2,027,054 * Includes interest/dividends/coupons received, net realized gains/losses and monthly change in accrued interest.

CAMP Portfolio Statistics
As of August 31, 2025
Beginning of the Month Market Value $ 259,694,922
Ending of The Month Market Value $ 286,663,863
Monthly Distribution Yield 4.40% Weighted Average Maturity (days) 48 PFM Portfolio Statistics
As of August 31, 2025
Portfolio Par Value $ 277,909,408
Portfolio Market Value (icl. Accrued Interest) $ 280,882,688 Yield to Maturity at Cost 4.42%
Yield to Maturity at Market 4.01%
Benchmark Yield* 3.73%
Portfolio Effective Duration (years) 1.35 Weighted Average Maturity (days) 659 *ICE BofA 0-3 Year U.S. Treasury Index
SVCE Investment Policy:
https://svcleanenergy.org/wp-content/uploads/FP-08_Investments.pdf

SILICON VALLEY CLEAN ENERGY AUTHORITY
INVESTMENTS SUMMARY October 1, 2024 through August 31, 2025

9.19%

12.26%

38.67%

31.28%

4.00% 4.60%

0.00%
0%
5%
10%
15%
20%
25%
30%
35%
40%
45%
0 - 6 Months 6 - 12 Months 1 - 2 Years 2 - 3 Years 3 - 4 Years 4 - 5 Years Over 5 Years Maturity Distribution
U.S. Treasury
Bond / Note
Commercial 37%
Paper
4%
CAMP Pool
0%
Federal Agency Com MBS
8%
Supra-National
Agency
0%
Corp. & Bank Notes
27% Certificate of Deposit
5%
Asset-Backed
Security
19%
SVCE PFM Portfolio Investments
Repurchase
Agreements,

36.7%
Certificates of
Deposit, 29.3%
Commercial
Paper, 31.4%
Bank Note,

0.7%
Money Market
Funds, 0.1%
Corporate
Notes, 1.9%
Camp Pool Composition (based on market value)
Item 1b August 2025 Treasurer Report
15 October November December January February March April May June July August September YTD Retail Sales Actual (GWh) 338.0 306.3 334.6 341.1 312.1 329.2 305.1 315.8 303.8 309.1 344.9 3,540 Retail Sales MY Budget (GWh) 338.0 306.3 334.6 363.3 341.8 326.0 310.5 310.3 323.6 342.9 348.8 344.1 3,646 Load deviation from the Budget (Right Y-Axes)0.0% 0.0% 0.0% -6.1% -8.7% 1.0% -1.7% 1.8% -6.1% -9.9% -1.1% -2.9% Customer Participation Rate Res 96.1% 96.1% 96.2% 96.1% 96.2% 96.2% 96.2% 96.2% 96.2% 96.2% 96.2% Customer Participation Rate Com 96.5% 96.5% 96.4% 96.5% 96.2% 96.4% 96.5% 96.5% 96.5% 96.5% 96.5% Total Accounts 281,658 282,096 281,927 281,940 282,098 282,423 282,833 283,264 283,631 283,612 283,688 283,688 Opt-Out Accounts 41 25 31 66 42 40 50 24 21 31 28 399
Opt-Up Accounts -7 17 -23 -9 8 -11 -8 -11 -6 -18 -5 -73

0.09 33.10
SVCE Arrearager Total for customers 31+ days late and 120+ days late Age Summary (as of 9/1/2025) Date Amount
<30 days $41,469,701 High 11/29/2021 $7.99M
<60 days $1,492,158 Low 4/17/2020 $2.54M
<90 days $636,432 Current 9/1/2025 $6.0 M
<120 days $503,340
Older $3,371,183

August 2025 FYTD
Accounts Receivable Days
33 Days
$47,472,814

SILICON VALLEY CLEAN ENERGY AUTHORITY

RETAIL SALES, CUSTOMER ACCOUNTS AND AGING REPORT
Bad Debt % (Actual)

0.33%

TOTAL DUE
Bad Debt % (Budget )

0.75%
• Green arrow indicates
receipt of $1.3M in Federal
CAPP funds.
• An additional $717K in
CAPP funding provided in
Winter 2023.
• Growth at red arrow
indicates short-term PG&E
billing-hold issue in Fall
2022 that was quickly
resolved.
'17-'18 '18-'19 '19-'20 '20-'21 21-'22 22-'23 23-'24 24-'25 Total (L Axes) $308,552 $417,275 $415,187 $639,455 $885,995 $1,484,752 $1,539,437 $1,495,895 % Revenue 0.12% 0.14% 0.14% 0.25% 0.23% 0.33% 0.29% 0.33% Av./Month (R Axes) $25,713 $34,773 $34,599 $53,288 $73,833 $123,729 $128,286 $135,990 $-
$30,000
$60,000
$90,000
$120,000
$150,000
$180,000
$210,000
$240,000
$-
$200,000
$400,000
$600,000
$800,000
$1,000,000
$1,200,000
$1,400,000
$1,600,000
$1,800,000
SVCE Write-offsBy Fiscal Year
0 M
2 M
4 M
6 M
8 M
10 M
12 M
14 M
16 M
>120 Days 31+ Days
Item 1b August 2025 Treasurer Report
16 Item 1b August 2025 Treasurer Report
Silicon Valley Clean Energy August 31, 2025
Certificate of Compliance
During the reporting period for the month ended August 31, 2025, the account(s) managed by PFM Asset Management ("PFMAM") were incompliance with the applicable investment policy and guidelines as furnished to PFMAM.

Acknowledged: PFM Asset Management, a division of U.S. Bancorp Asset Management, Inc.

Note: Pre- and post-trade compliance for the account(s) managed by PFM Asset Management is provided via Bloomberg Financial LP Asset and Investment Management ("AIM"). 17 Item 1b August 2025 Treasurer Report
Managed Account Security Transactions & Interest For the Month Ending August 31, 2025 Silicon Valley Clean Energy - SVCE Investment Portfolio - 4025-002 - (12517950) Transaction Type
Security Description CUSIP Par
Principal
Proceeds
Accrued
Interest Total
Realized G/L
Cost
Realized G/L
Amort Cost
Sale
Trade Settle Method
BUY
07/29/25 08/06/25 TMUST 2025-2A A
DTD 08/06/2025 4.340% 04/22/2030
87268MAA3 515.000.00 (514,990.88) 0.00 (514,990.88)
08/01/25 08/06/25 US TREASURY N/B
DTD 07/15/2025 3.875% 07/15/2028
91282CNM9 2,000.000.00 (1,998.593.75) (4.633.15) (2,003,226.90) 08/05/25 08/12/25 HAROT 2025-3 A2A
DTD 08/12/2025 4.190% 03/21/2028
43813OAB5 1,595.000.00 (1.594,876.23) 0.00 (1,594.876.23) 08/05/25 08/13/25 WOART 2025-C A2A
DTD 08/13/2025 4.190% 10/16/2028
981936AB3 820.000.00 (819,928.09) 0.00 (819,928.09)
08/06/25 08/07/25 BNP PARIBAS NY BRANCH
DTD 08/07/2025 4.190% 08/06/2026
05593DJE4 4,000,000.00 (4,000,000.00) 0.00 (4,000,000.00) 08/06/25 08/11/25 BMW US CAPITAL LLC
DTD 08/11/2025 4.150% 08/11/2027
O5565EDAO 975,000.00 (974,171.25) 0.00 (974,171.25)
08/18/25 08/20/25 ELI LILLY & CO (CALLABLE)
DTD 08/20/2025 4.000% 10/15/2028
532457DB1 500,000.00 (499,755.00) 0.00 (499,755.00)
08/19/25 08/20/25 US TREASURY N/B
DTD 07/31/2025 3.875% 07/31/2027
91282CNP2 2,000,000.00 (2,004.375.00) (4.211.96) (2,008,586.96) 08/19/25 08/25/25 NATIONAL RURAL UTIL COOP
(CALLABLE)
DTD 08/25/2025 4.150% 08/25/2028
63743HFZ0 415,000.00 (414,535.20) 0.00 (414.535.20)
08/28/25 08/29/25 UBS AG STAMFORD CT
DTD 08/09/2021 1.250% 08/07/2026
22550L2G5 1,000,000.00 (973,170.00) (763.89) (973.933.89) Transaction Type Sub-Total 13,820,000.00 (13,794,395.40) (9,609.00) (13,804,004.40) CALL
08/29/25 08/29/25 CITIBANK NA (CALLABLE)
DTD 09/29/2023 5.864% 09/29/2025
17325FBA5 38O.OOO.OO 380,000.00 9,284.67 389.284.67 0.00 0.00 Transaction Type Sub-Total 380,000.00 380,000.00 9,284.67 389,284.67 0.00 0.00

INTEREST
08/01/25 08/01/25 INTER-AMERICAN DEVEL BK
DTD 12/12/2023 4.375% 02/01/2027
4581X0EM6 0.00 18,593.75 18,593.75
08/01/25 08/25/25 FHMS K054 A2
DTD 04/01/2016 2.745% 01/01/2026
3137BNGT5 0.00 2.208.32 2,208.32
PFM Asset Management, a division of
U.S. Bancorp Asset Manaqement, Inc.

Account 4025-002 Page 45
18 Item 1b August 2025 Treasurer Report
Managed Account Security Transactions & Interest For the Month Ending August 31, 2025 Silicon Valley Clean Energy - SVCE Investment Portfolio - 4025-002 - (12517950) Transaction Type Principal Accrued Realized G/L Realized G/L Sale Trade Settle Security Description CUSIP Par Proceeds Interest Total Cost Aniort Cost Method

INTEREST
08/01/25 08/25/25 FHMS K057 A2
DTD 09/01/2016 2.570% 07/01/2026
3137BROJ7 0.00 2.322.70 2,322.70
08/01/25 08/25/25 FNA 2024-M6 A2
DTD 11/01/2024 3.001% 07/01/2027
3136BTGM9 0.00 5.001.72 5,001.72
08/01/25 08/25/25 FNA 2018-M2 A2
DTD 02/01/2018 3.002% 01/01/2028
3136B0YM2 0.00 3,261.00 3,261.00
08/01/25 08/25/25 FHMS KJ28 A2
DTD 02/01/2020 2.308% 10/01/2027
3137FREE7 0.00 3.019.22 3.019.22
08/01/25 08/25/25 FHMS K076 A2
DTD 05/01/2018 3.900% 04/01/2028
3137FEZU7 0.00 3,900.00 3.900.00
08/01/25 08/25/25 FHMS K058 Al
DTD 11/01/2016 2.340% 07/01/2026
3137BSP64 0.00 451.89 451.89
08/01/25 08/25/25 FHMS K079 A2
DTD 08/01/2018 3.926% 06/01/2028
3137FGZT5 0.00 4,907.50 4,907.50
08/01/25 08/25/25 FHMS K075 A2
DTD 04/01/2018 3.650% 02/01/2028
3137F4X72 0.00 4,486.46 4,486.46
08/01/25 08/25/25 FHMS K074 A2
DTD 03/01/2018 3.600% 01/01/2028
3137F4D41 0.00 3,000.00 3.000.00
08/01/25 08/25/25 FHMS K733 A2
DTD 11/01/2018 3.750% 08/01/2025
3137FJXO7 0.00 426.53 426.53
08/01/25 08/25/25 FHMS K067 A2
DTD 09/01/2017 3.194% 07/01/2027
3137FAWS3 0.00 4.591.38 4.591.38
08/01/25 08/25/25 FHMS K739 A2
DTD 11/01/2020 1.336% 09/01/2027
3137F64P9 0.00 2.633.75 2.633.75
08/01/25 08/25/25 FHMS K065 Al
DTD 07/01/2017 2.864% 10/01/2026
3137F1G36 0.00 850.82 850.82
08/01/25 08/25/25 FHMS K737 A2
DTD 01/01/2020 2.525% 10/01/2026
3137FOXJ7 0.00 2.209.37 2.209.37
08/01/25 08/25/25 FHMS K063 A2
DTD 03/01/2017 3.430% 01/01/2027
3137BVZ82 0.00 6,359.79 6,359.79
08/01/25 08/25/25 FHMS K059 A2
DTD 11/01/2016 3.120% 09/01/2026
3137BSRE5 0.00 1,820.00 1,820.00
08/01/25 08/25/25 FHMS K066 A2
DTD 08/01/2017 3.117% 06/01/2027
3137F2U3 0.00 2,727.38 2,727.38
PPM Asset Management, a division of
U.S. Bancorp Asset Management. Inc.

Account 4025-002 Page 46
18 Item 1b August 2025 Treasurer Report
CAI Managed Account Security Transactions & Interest For the Month Ending August 31, 2025 Silicon Valley Clean Energy - SVCE Investment Portfolio - 4025-002 - (12517950) Transaction Type Principal Accrued Realized G/L Realized G/L Sale Trade Settle Security Description CUSIP Par Proceeds Interest Total Cost Ainort Cost Method 1 INTEREST
08/01/25 08/25/25 FHMS K069 A2
DTD 11/01/2017 3.187% 09/01/2027
3137FBU79 0.00 1,951.28 1,951.28
08/01/25 08/25/25 FHMS K068 A2
DTD 10/01/2017 3.244% 08/01/2027
3137FBBX3 0.00 2,297.83 2,297.83
08/01/25 08/25/25 FHMS K736 A2
DTD 09/01/2019 2.282% 07/01/2026
3137FNWX4 0.00 1,270.78 1,270.78
08/03/25 08/03/25 STATE STREET CORP (CALLABLE)
DTD 08/03/2023 5.272% 08/03/2026
857477CD3 0.00 10.544.00 10,544.00
08/05/25 08/05/25 NATIONAL RURAL UTIL COOP
(CALLABLE)
DTD 02/05/2024 4.800% 02/05/2027
63743HFM9 0.00 12.000.00 12,000.00
08/07/25 08/07/25 PEPSICO INC
DTD 02/07/2025 4.400% 02/07/2027
713448GD4 0.00 12,980.00 12,980.00
08/07/25 08/07/25 TOYOTA MOTOR CREDIT CORP
DTD 08/09/2024 4.550% 08/07/2026
89236TMJ1 0.00 2.843.75 2,843.75
08/08/25 08/08/25 TEXAS INSTRUMENTS INC (CALLABLE)
DTD 02/08/2024 4.600% 02/08/2027
882508CE2 0.00 11.500.00 11,500.00
08/09/25 08/09/25 ELI LILLY & CO (CALLABLE)
DTD 02/09/2024 4.500% 02/09/2027
53245705 0.00 12.487.50 12,487.50
08/11/25 08/11/25 BMW US CAPITAL LLC
DTD 08/11/2023 5.300% 08/11/2025
05565ECC7 0.00 13.250.00 13,250.00
08/12/25 08/12/25 UNILEVER CAPITAL CORP (CALLABLE)
DTD 08/12/2024 4.250% 08/12/2027
904764BU0 0.00 3.612.50 3,612.50
08/12/25 08/12/25 ELI LILLY & CO (CALLABLE)
DTD 02/12/2025 4.550% 02/12/2028
532457CU0 0.00 12.740.00 12,740.00
08/13/25 08/13/25 BMW US CAPITAL LLC
DTD 08/13/2024 4.650% 08/13/2026
05565ECP8 0.00 19,762.50 19,762.50
08/14/25 08/14/25 EU LILLY & CO (CALLABLE)
DTD 08/14/2024 4.150% 08/14/2027
532457CP1 0.00 6,640.00 6,640.00
08/15/25 08/15/25 HDMOT 2023-B A3
DTD 09/27/2023 5.690% 08/15/2028
41285YAC9 0.00 4,024.12 4,024.12
08/15/25 08/15/25 CARMX 2022-2 A3
DTD 04/28/2022 3.490% 02/16/2027
14317HAC5 0.00 294.95 294.95
PFM Asset Management, a division of
U.S. Bancorp Asset Management, Inc.

Account 4025-002 Page 47
19 Item 1b August 2025 Treasurer Report
Al Managed Account Security Transactions & Interest r ui liic i'iuiilii tliulne) Mllylisi ^-1/ zuZj silicon vaney uiean energy - svuc investment rortrono - 4025-002 - (12517950) Transaction Type Principal Accrued Realized G/L Realized G/L Sale Trade Settle Security Description CUSIP Par Proceeds Interest Total Cost Ainort Cost Method 1 INTEREST
08/15/25 08/15/25 FORDO 2023-C A3
DTD 11/21/2023 5.530% 09/15/2028
344940AD3 0.00 1.566.83 1,566.83
08/15/25 08/15/25 HART 2023-C A2A
DTD 11/13/2023 5.800% 01/15/2027
44918CAB8 0.00 250.14 250.14
08/15/25 08/15/25 FORDO 2024-C A2A
DTD 09/20/2024 4.320% 08/15/2027
34532UAB5 0.00 1.767.06 1.767.06
08/15/25 08/15/25 TAOT 2024-B A2A
DTD 04/30/2024 5.410% 03/15/2027
89237NAB3 0.00 860.44 860.44
08/15/25 08/15/25 CHAIT 2023-Al A
DTD 09/15/2023 5.160% 09/15/2028
161571HT4 0.00 3.461.50 3.461.50
08/15/25 08/15/25 USAOT 2024-A A2
DTD 07/30/2024 5.250% 03/15/2027
9O327VAB4 0.00 1,966.63 1,966.63
08/15/25 08/15/25 HART 2024-C A2A
DTD 10/16/2024 4.530% 09/15/2027
448976AB6 0.00 2,584.48 2,584.48
08/15/25 08/15/25 FORDO 2024-B A2A
DTD 06/24/2024 5.400% 04/15/2027
34531OAB5 0.00 3.607.23 3.607.23
08/15/25 08/15/25 KCOT 2025-2A A2
DTD 06/25/2025 4.480% 04/17/2028
50117LAB4 0.00 1.120.00 1.120.00
08/15/25 08/15/25 AMXCA 2023-3 A
DTD 09/19/2023 5.230% 09/15/2028
02582]KD1 0.00 3.595.62 3.595.62
08/15/25 08/15/25 HART 2024-B A2A
DTD 07/24/2024 5.150% 06/15/2027
44934OAB7 0.00 1,306.96 1,306.96
08/15/25 08/15/25 FORDO 2024-D A2A
DTD 11/22/2024 4.590% 10/15/2027
34535VABO 0.00 1,822.59 1,822.59
08/15/25 08/15/25 BACCT 2024-Al A
DTD 06/13/2024 4.930% 05/15/2029
05522RDJ4 0.00 4,231.58 4,231.58
08/15/25 08/15/25 WFCIT 2024-A2 A
DTD 10/24/2024 4.290% 10/15/2029
92970OAE5 0.00 2,341.63 2,341.63
08/15/25 08/15/25 HAROT 2024-4 A2
DTD 10/24/2024 4.560% 03/15/2027
43816DAB1 0.00 4,405.57 4,405.57
08/15/25 08/15/25 FORDO 2025-A A2A
DTD 03/25/2025 4.470% 12/15/2027
34535KAB4 0.00 7,748.00 7,748.00
08/15/25 08/15/25 HAROT 2024-1 A2
DTD 02/21/2024 5.360% 09/15/2026
437918AB1 0.00 697.01 697.01
PFM Asset Management, a division of
U.S. Bancorp Asset Management. Inc.

Account 4025-002 Page 48
21 Item 1b August 2025 Treasurer Report
Managed Account Security Transactions & Interest For the Month Ending August 31, 2025 Silicon Valley Clean Energy - SVCE Investment Portfolio - 4025-002 - (12517950) Transaction Type
Security Description CUSIP Par
Principal
Proceeds
Accrued
Interest Total
Realized G/L
Cost
Realized G/L
Amort Cost
Sale
Trade Settle Method

INTEREST
08/15/25 08/15/25 BAAT 2023-2A A3
DTD 11/21/2023 5.740% 06/15/2028
06054YAC1 0.00 3,803.23 3,803.23
08/15/25 08/15/25 US TREASURY N/B
DTD 08/15/2023 4.375% 08/15/2026
91282CHU8 0.00 37,187.50 37,187.50
08/15/25 08/15/25 TAOT 2024-A A3
DTD 01/30/2024 4.830% 10/16/2028
89238DAD0 0.00 1,348.38 1,348.38
08/15/25 08/15/25 HART 2025-A A3
DTD 03/12/2025 4.320% 10/15/2029
44935CAD3 0.00 6,102.00 6,102.00
08/15/25 08/15/25 WOART 2024-C A2A
DTD 08/20/2024 4.780% 01/18/2028
98164NAB1 0.00 2.217.00 2,217.00
08/15/25 08/15/25 COMET 2024-Al A
DTD 09/24/2024 3.920% 09/15/2029
14041NGE5 0.00 4,736.67 4,736.67
08/15/25 08/15/25 TAOT 2023-D A3
DTD 11/14/2023 5.540% 08/15/2028
89239FAD4 0.00 1.108.00 1,108.00
08/15/25 08/15/25 AMXCA 2025-4 A
DTD 07/22/2025 4.300% 07/15/2030
025821KV1 0.00 2,252.72 2,252.72
08/15/25 08/15/25 AMXCA 2025-2 A
DTD 05/13/2025 4.280% 04/15/2030
025821KP4 0.00 3,727.17 3,727.17
08/15/25 08/15/25 AMXCA 2025-1 A
DTD 02/11/2025 4.560% 12/15/2029
025821KM1 0.00 6,137.00 6,137.00
08/15/25 08/15/25 NAROT 2025-A A3
DTD 05/27/2025 4.490% 12/17/2029
65481GAD7 0.00 4,620.96 4,620.96
08/15/25 08/15/25 WOART 2024-A A2A
DTD 02/14/2024 5.050% 04/15/2027
98164RAB2 0.00 222.24 222.24
08/15/25 08/15/25 KCOT 2024-2A A2
DTD 06/25/2024 5.450% 04/15/2027
50117DAB2 0.00 979.63 979.63
08/15/25 08/15/25 WOART 2024-B A2A
DTD 05/22/2024 5.480% 09/15/2027
98164HAB4 0.00 533.89 533.89
08/15/25 08/15/25 COPAR 2024-1 A2A
DTD 11/26/2024 4.610% 10/15/2027
14O43NAB5 0.00 1,094.40 1,094.40
08/15/25 08/15/25 BAAT 2024-1A A3
DTD 05/22/2024 5.350% 11/15/2028
09709AAC6 0.00 557.29 557.29
08/15/25 08/15/25 AMXCA 2024-1 A
DTD 04/23/2024 5.230% 04/16/2029
025821KH2 0.00 3,116.21 3,116.21
PFM Asset Management, a division of
U.S. Bancorp Asset Management, Inc.

Account 4025-002 Page 49
21 Item 1b August 2025 Treasurer Report
Managed Account Security Transactions & Interest For the Month Ending August 31, 2025 Silicon Valley Clean Energy - SVCE Investment Portfolio - 4025-002 - (12517950) Transaction Type
Security Description CUSIP
Principal
Par Proceeds
Accrued
Interest Total
Realized G/L
Cost
Realized G/L
Ainort Cost
Sale
Trade Settle Method

INTEREST
08/15/25 08/15/25 KCOT 2024-1A A2
DTD 02/21/2024 5.390% 01/15/2027
50117BAB6 0.00 1,591.61 1,591.61
08/15/25 08/15/25 TAOT 2024-C A2A
DTD 07/30/2024 5.160% 05/17/2027
892370AB6 0.00 729.28 729.28
08/15/25 08/15/25 ALLYA 2024-1 A3
DTD 03/13/2024 5.080% 12/15/2028
02008FAC8 0.00 1,629.83 1,629.83
08/15/25 08/15/25 WFOT 2024-Al A
DTD 03/01/2024 4.940% 02/15/2029
929700AA3 0.00 3,807.92 3,807.92
08/15/25 08/15/25 NAROT 2024-A A2A
DTD 05/22/2024 5.470% 12/15/2026
65479UAB4 0.00 1.112.52 1.112.52
08/15/25 08/15/25 KCOT 2025-1A A2
DTD 02/19/2025 4.610% 12/15/2027
50117FAB7 0.00 2,439.46 2,439.46
08/15/25 08/15/25 HART 2022-C A3
DTD 11/09/2022 5.390% 06/15/2027
44933DAD3 0.00 962.51 962.51
08/15/25 08/15/25 DCENT 2023-Al A
DTD 04/11/2023 4.310% 03/15/2028
254683CY9 0.00 4,669.17 4,669.17
08/15/25 08/15/25 ALLYA 2023-1 A3
DTD 07/19/2023 5.460% 05/15/2028
02007WAC2 0.00 1,818.54 1.818.54
08/15/25 08/15/25 WOART 2023-D A2A
DTD 11/08/2023 5.910% 02/16/2027
981640AB3 0.00 96.34 96.34
08/15/25 08/15/25 TAOT 2024-D A2A
DTD 10/17/2024 4.550% 08/16/2027
89239TAB8 0.00 1,564.46 1.564.46
08/15/25 08/15/25 FORDO 2024-A A2A
DTD 03/19/2024 5.320% 01/15/2027
34535EAB8 0.00 480.37 480.37
08/15/25 08/15/25 CHAIT 2024-Al A
DTD 01/31/2024 4.600% 01/15/2029
161571HV9 0.00 2.664.17 2.664.17
08/15/25 08/15/25 BACCT 2023-A2 A2
DTD 12/14/2023 4.980% 11/15/2028
05522RDH8 0.00 1.473.25 1,473.25
08/15/25 08/15/25 TAOT 2025-A A2A
DTD 01/29/2025 4.480% 11/15/2027
89240JAB7 0.00 6.350.04 6,350.04
08/15/25 08/15/25 MBART 2025-1 A2A
DTD 01/23/2025 4.500% 02/15/2028
58773DAB0 0.00 6.465.39 6.465.39
08/15/25 08/15/25 WOART 2025-A A2A
DTD 01/29/2025 4.490% 04/17/2028
98164YAB7 0.00 4,267.61 4,267.61
PPM Asset Management, a division of
U.S. Bancorp Asset Management, Inc.

Account 4025-002 Page 50
22 Item 1b August 2025 Treasurer Report
। A
Managed Account Security Transactions & Interest ror me rionin cnainq august ji.

Silicon Valley Clean Energy - SVCE Investment Portfolio - 4025-002 - (12517950) Transaction Type Principal Accrued Realized G/L Realized G/L Sale Trade Settle Security Description CUSIP Par Proceeds Interest Total Cost Amort Cost Method 1 INTEREST
08/15/25 08/15/25 ALPHABET INC (CALLABLE)
DTD 08/09/2016 1.998% 08/15/2026
02079KAC1 0.00 19.980.00 19.980.00
08/15/25 08/15/25 US TREASURY N/B
DTD 08/15/2024 3.750% 08/15/2027
91282CLG4 0.00 65,625.00 65,625.00
08/15/25 08/15/25 WFCIT 2025-Al A
DTD 06/10/2025 4.340% 05/15/2030
92970OA34 0.00 4.068.75 4.068.75
08/15/25 08/15/25 NAROT 2024-B A2A
DTD 10/23/2024 4.510% 06/15/2027
65479WAB0 0.00 3,196.29 3.196.29
08/15/25 08/15/25 ALLYA 2024-2 A3
DTD 09/27/2024 4.140% 07/16/2029
02007NAC2 0.00 2.277.00 2.277.00
08/16/25 08/16/25 GMCAR 2024-4 A2A
DTD 10/16/2024 4.530% 10/18/2027
38014AAB7 0.00 1,704.13 1,704.13
08/16/25 08/16/25 GMCAR 2024-3 A2A
DTD 07/10/2024 5.350% 06/16/2027
38013KAB6 0.00 1,377.46 1,377.46
08/16/25 08/16/25 GMCAR 2024-2 A2A
DTD 04/10/2024 5.330% 03/16/2027
379931AB4 0.00 273.42 273.42
08/16/25 08/16/25 GMCAR 2025-1 A2A
DTD 01/15/2025 4.440% 01/18/2028
362955AB2 0.00 4,782.61 4.782.61
08/16/25 08/16/25 GMCAR 2023-4 A3
DTD 10/11/2023 5.780% 08/16/2028
379930AD2 0.00 2,245.82 2,245.82
08/16/25 08/16/25 GMCAR 2024-1 A3
DTD 01/17/2024 4.850% 12/18/2028
36268GAD7 0.00 444.58 444.58
08/20/25 08/20/25 BAAT 2025-1A A3
DTD 05/12/2025 4.350% 11/20/2029
05594BAD8 0.00 1,015.00 1,015.00
08/20/25 08/20/25 VALET 2025-1 A2A
DTD 03/25/2025 4.510% 01/20/2028
92868MAB5 0.00 6.765.00 6,765.00
08/20/25 08/20/25 VALET 2024-1 A2A
DTD 11/26/2024 4.650% 11/22/2027
92868RAB4 0.00 4.365.00 4,365.00
08/20/25 08/20/25 PILOT 2025-1A A3
DTD 05/21/2025 4.610% 10/20/2028
73329KAD8 0.00 1,383.00 1,383.00
08/20/25 08/20/25 BRISTOL-MYERS SQUIBB CO
DTD 02/22/2024 4.950% 02/20/2026
110122ED6 0.00 5.692.50 5.692.50
08/20/25 08/20/25 VALET 2023-2 A2A
DTD 11/21/2023 5.720% 03/22/2027
92867YAB0 0.00 457.33 457.33
PFM Asset Management, a division of
U.S. Bancorp Asset Management, Inc.

Account 4025-002 Page 51
24 Item 1b August 2025 Treasurer Report
k/ \ 3 )
U_l
Managed Account Security Transactions & Interest For the Month Ending August 31, 2025 Silicon Valley Clean Energy - SVCE Investment Portfolio - 4025-002 - (12517950) Transaction Type Principal Accrued Realized G/L Realized G/L Sale Trade Settle Security Description CUSIP Par Proceeds Interest Total Cost Amort Cost Method 1 INTEREST
08/20/25 08/20/25 VZMT 2025-3 A1A
DTD 03/31/2025 4.510% 03/20/2030
92348KDY6 0.00 5.675.08 5.675.08
08/21/25 08/21/25 HAROT 2025-1A2
DTD 02/11/2025 4.530% 08/23/2027
43814VAB3 0.00 10,192.50 10,192.50
08/21/25 08/21/25 HAROT 2024-3 A2
DTD 08/21/2024 4.890% 02/22/2027
43813YAB8 0.00 1,991.04 1,991.04
08/21/25 08/21/25 HAROT 2023-4 A3
DTD 11/08/2023 5.670% 06/21/2028
438123AC5 0.00 921.38 921.38
08/22/25 08/22/25 PFAST 2024-1A A2A
DTD 12/13/2024 4.450% 01/24/2028
73328EAB7 0.00 1,317.55 1,317.55
08/22/25 08/22/25 AMAZON.COM INC (CALLABLE)
DTD 06/06/2018 3.150% 08/22/2027
023135BC9 0.00 9,450.00 9,450.00
08/24/25 08/24/25 CISCO SYSTEMS INC (CALLABLE)
DTD 02/24/2025 4.550% 02/24/2028
17275RBW1 0.00 7,052.50 7,052.50
08/24/25 08/24/25 HERSHEY COMPANY (CALLABLE)
DTD 02/24/2025 4.550% 02/24/2028
427866BK3 0.00 9,327.50 9,327.50
08/25/25 08/25/25 BMWOT 2025-A A2A
DTD 02/12/2025 4.430% 10/25/2027
096924AB1 0.00 3.328.07 3,328.07
08/25/25 08/25/25 GOLDMAN SACHS GROUP INC
(CALLABLE)
DTD 02/25/2016 3.750% 02/25/2026
38143U8H7 0.00 7.500.00 7,500.00
08/25/25 08/25/25 CHAOT 2024-1A A2
DTD 03/27/2024 5.480% 04/26/2027
16144BAB4 0.00 108.59 108.59
08/25/25 08/25/25 CHAOT 2024-2A A2
DTD 04/25/2024 5.660% 05/26/2027
16144CAB2 0.00 641.07 641.07
08/25/25 08/25/25 CHAOT 2024-4A A2
DTD 07/30/2024 5.250% 09/27/2027
16144YAB4 0.00 962.40 962.40
08/25/25 08/25/25 CHAOT 2024-3A A2
DTD 06/27/2024 5.530% 09/27/2027
16144LAB2 0.00 1.371.72 1.371.72
08/25/25 08/25/25 CHAOT 2024-5A A2
DTD 09/24/2024 4.400% 11/26/2027
16144QAB1 0.00 615.49 615.49
08/25/25 08/25/25 CHAOT 2025-1A A3
DTD 07/30/2025 4.290% 06/25/2030
16145NAC5 0.00 2,264.17 2.264.17
PFM Asset Management a division of
U.S. Bancorp Asset Management, Inc.

Account 4025-002 Page 52
24 Item 1b August 2025 Treasurer Report
Managed Account Security Transactions & For the Month Ending August 31, 2025 Interest PFM Asset Management, a division of Account 4025-002 Page 53 U.S. Bancorp Asset Management, Inc.

Silicon Valley Clean Energy - SVCE Investment Portfolio - 4025-002 - (12517950) Transaction Type
Security Description CUSIP Par
Principal
Proceeds
Accrued
Interest Total
Realized G/L
Cost
Realized G/L
Amort Cost
Sale
Trade Settle Method

INTEREST
08/25/25 08/25/25 BMWLT 2025-1 A3
DTD 06/10/2025 4.430% 06/26/2028
096912AD2 0.00 1.827.38 1,827.38
08/25/25 08/25/25 BMWOT 2024-A A3
DTD 06/11/2024 5.180% 02/26/2029
096919AD7 0.00 3,086.42 3,086.42
08/26/25 08/26/25 CISCO SYSTEMS INC
DTD 02/26/2024 4.900% 02/26/2026
17275RBP6 0.00 8,452.50 8,452.50
08/26/25 08/26/25 ASTRAZENECA FINANCE LLC
(CALLABLE)
DTD 02/26/2024 4.800% 02/26/2027
04636NAK9 0.00 9,480.00 9,480.00
08/31/25 08/31/25 US TREASURY N/B
DTD 09/03/2024 3.750% 08/31/2026
91282CLH2 0.00 37,500.00 37,500.00
08/31/25 08/31/25 US TREASURY N/B
DTD 02/28/2022 1.875% 02/28/2027
91282CEC1 0.00 46,875.00 46,875.00
Transaction Type Sub-Total 0.00 661,764.07 661,764.07

MATURITY
08/11/25 08/11/25 BMW US CAPITAL LLC
DTD 08/11/2023 5.300% 08/11/2025
05565ECC7 500,000.00 500,000.00 0.00 500,000.00 2,605.00 0.00 Transaction Type Sub-Total 500,000.00 500,000.00 0.00 500,000.00 2,605.00 0.00

PAYDOWNS
08/01/25 08/25/25 FHMS K069 A2
DTD 11/01/2017 3.187% 09/01/2027
3137FBU79 1,232.06 1,232.06 0.00 1,232.06 59.58 40.42
08/01/25 08/25/25 FHMS K065 Al
DTD 07/01/2017 2.864% 10/01/2026
3137F1G36 22,486.46 22,486.46 0.00 22,486.46 970.60 418.90 08/01/25 08/25/25 FHMS K736 A2
DTD 09/01/2019 2.282% 07/01/2026
3137FNWX4 1,046.15 1,046.15 0.00 1,046.15 75.48 26.61
08/01/25 08/25/25 FHMS KJ28 A2
DTD 02/01/2020 2.308% 10/01/2027
3137FREE7 144,395.54 144,395.54 0.00 144,395.54 5,318.90 4.408.57 08/01/25 08/25/25 FHMS K733 A2
DTD 11/01/2018 3.750% 08/01/2025
3137FJXO7 136,489.80 136,489.80 0.00 136,489.80 4,489.23 162.02 08/01/25 08/25/25 FHMS K739 A2
DTD 11/01/2020 1.336% 09/01/2027
3137F64P9 2,467.68 2,467.68 0.00 2,467.68 189.41 143.25 26 Item 1b August 2025 Treasurer Report
Managed Account Security Transactions & Interest For the Month Ending August 31, 2025 Silicon Valley Clean Energy - SVCE Investment Portfolio - 4025-002 - (12517950) Transaction Type Principal Accrued Realized G/L Realized G/L Sale Trade Settle Seenrity Description CUSIP Par Proceeds Interest Total Cost Amort Cost Method

PAYDOWNS
DTD 10/23/2024 4.510% 06/15/2027
08/01/25 08/25/25 FNA 2018-M2 A2
DTD 02/01/2018 3.002% 01/01/2028
3136BOYM2 1,731.86 1,731.86 0.00 1,731.86 49.12 43.91
08/01/25 08/25/25 FHMS K058 Al
DTD 11/01/2016 2.340% 07/01/2026
3137BSP64 13,923.70 13,923.70 0.00 13,923.70 713.59 241.97 08/01/25 08/25/25 FHMS K054 A2
DTD 04/01/2016 2.745% 01/01/2026
3137BNGT5 1,907.17 1,907.17 0.00 1,907.17 96.48 21.20
08/01/25 08/25/25 FHMS K057 A2
DTD 09/01/2016 2.570% 07/01/2026
3137BROJ7 2,756.32 2,756.32 0.00 2,756.32 179.48 65.50
08/15/25 08/15/25 WOART 2024-A A2A
DTD 02/14/2024 5.050% 04/15/2027
98164RAB2 24,080.68 24,080.68 0.00 24,080.68 1.88 1.00
08/15/25 08/15/25 WOART 2025-A A2A
DTD 01/29/2025 4.490% 04/17/2028
98164YAB7 108,226.81 108,226.81 0.00 108,226.81 3.01 2.45 08/15/25 08/15/25 WOART 2023-D A2A
DTD 11/08/2023 5.910% 02/16/2027
98164DAB3 19,561.88 19,561.89 0.00 19,561.89 1.65 0.79
08/15/25 08/15/25 ALLYA 2023-1 A3
DTD 07/19/2023 5.460% 05/15/2028
02007WAC2 27,521.87 27,521.87 0.00 27,521.87 197.82 119.49 08/15/25 08/15/25 WOART 2024-C A2A
DTD 08/20/2024 4.780% 01/18/2028
98164NAB1 71,552.76 71,552.76 0.00 71,552.76 1.52 0.98
08/15/25 08/15/25 FORDO 2024-A A2A
DTD 03/19/2024 5.320% 01/15/2027
34535EAB8 30,155.50 30,155.50 0.00 30,155.50 1.06 0.53
08/15/25 08/15/25 WOART 2024-B A2A
DTD 05/22/2024 5.480% 09/15/2027
98164HAB4 30,952.64 30,952.64 0.00 30,952.64 3.11 2.01
08/15/25 08/15/25 FORDO 2023-C A3
DTD 11/21/2023 5.530% 09/15/2028
344940AD3 17,487.83 17,487.83 0.00 17,487.83 3.76 2.47
08/15/25 08/15/25 CARMX 2022-2 A3
DTD 04/28/2022 3.490% 02/16/2027
14317HAC5 27,787.17 27,787.17 0.00 27,787.17 721.82 313.16 08/15/25 08/15/25 COPAR 2024-1 A2A
DTD 11/26/2024 4.610% 10/15/2027
14O43NAB5 33,368.11 33,368.11 0.00 33,368.11 1.40 1.03
08/15/25 08/15/25 HART 2024-C A2A
DTD 10/16/2024 4.530% 09/15/2027
448976AB6 66,633.38 66,633.38 0.00 66,633.38 4.04 2.91
08/15/25 08/15/25 HART 2024-B A2A
DTD 07/24/2024 5.150% 06/15/2027
44934OAB7 41,674.67 41,674.67 0.00 41,674.67 1.68 1.09
08/15/25 08/15/25 NAROT 2024-B A2A 65479WAB0 105,359.77 105,359.77 0.00 105,359.77 8.40 5.92 PPM Asset Management, a division of
U.S. Bancorp Asset Management, Inc.

Account 4025-002 Page 54
26 Item 1b August 2025 Treasurer Report
Managed Account Security Transactions & Interest For the Month Ending August 31, 2025 Silicon Valley Clean Energy - SVCE Investment Portfolio - 4025-002 - (12517950) Transaction Type Principal Accrued Realized G/L Realized G/L Sale DTD 09/27/2023 5.690% 08/15/2028
Trade Settle Security Description CUSIP Par Proceeds Interest Total Cost Amort Cost Method

PAYDOWNS
08/15/25 08/15/25 FORDO 2024-C A2A
DTD 09/20/2024 4.320% 08/15/2027
34532UAB5 50,485.21 50,485.21 0.00 50,485.21 2.02 1.35
08/15/25 08/15/25 KCOT 2024-1A A2
DTD 02/21/2024 5.390% 01/15/2027
50117BAB6 54,734.88 54,734.88 0.00 54,734.88 0.72 0.30
08/15/25 08/15/25 TAOT 2024-C A2A
DTD 07/30/2024 5.160% 05/17/2027
89237OAB6 25,499.61 25,499.61 0.00 25,499.61 0.25 0.13
08/15/25 08/15/25 TAOT 2025-A A2A
DTD 01/29/2025 4.480% 11/15/2027
89240JAB7 155,370.48 155,370.48 0.00 155,370.48 7.21 5.65 08/15/25 08/15/25 TAOT 2024-D A2A
DTD 10/17/2024 4.550% 08/16/2027
89239TAB8 45,480.92 45,480.92 0.00 45,480.92 2.96 2.09
08/15/25 08/15/25 USAOT 2024-A A2
DTD 07/30/2024 5.250% 03/15/2027
90327VAB4 104,447.40 104,447.40 0.00 104,447.40 6.76 4.12 08/15/25 08/15/25 FORDO 2024-D A2A
DTD 11/22/2024 4.590% 10/15/2027
34535VAB0 42,785.94 42,785.94 0.00 42,785.94 2.09 1.59
08/15/25 08/15/25 HART 2022-C A3
DTD 11/09/2022 5.390% 06/15/2027
44933DAD3 27,650.68 27,650.68 0.00 27,650.68 212.78 107.28 08/15/25 08/15/25 BAAT2023-2AA3
DTD 11/21/2023 5.740% 06/15/2028
06054YAC1 54,734.82 54,734.82 0.00 54,734.82 0.99 0.57
08/15/25 08/15/25 FORDO 2024-B A2A
DTD 06/24/2024 5.400% 04/15/2027
34531OAB5 119,911.98 119,911.98 0.00 119,911.98 8.97 5.34 08/15/25 08/15/25 NAROT 2024-A A2A
DTD 05/22/2024 5.470% 12/15/2026
65479UAB4 58,720.76 58,720.76 0.00 58,720.76 0.61 0.30
08/15/25 08/15/25 ALLYA 2024-1 A3
DTD 03/13/2024 5.080% 12/15/2028
02008FAC8 14,904.12 14,904.12 0.00 14,904.12 2.16 1.55
08/15/25 08/15/25 HART 2023-C A2A
DTD 11/13/2023 5.800% 01/15/2027
44918CAB8 39,208.82 39,208.82 0.00 39,208.82 1.83 0.85
08/15/25 08/15/25 KCOT 2024-2A A2
DTD 06/25/2024 5.450% 04/15/2027
50117DAB2 21,119.52 21,119.52 0.00 21,119.52 2.40 1.45
08/15/25 08/15/25 MBART 2025-1 A2A
DTD 01/23/2025 4.500% 02/15/2028
58773DAB0 165,029.22 165,029.22 0.00 165,029.22 3.97 3.11 08/15/25 08/15/25 HAROT 2024-4 A2
DTD 10/24/2024 4.560% 03/15/2027
43816DAB1 149,241.04 149,241.04 0.00 149,241.04 10.18 6.83 08/15/25 08/15/25 HDMOT 2023-B A3 41285YAC9 58,604.83 58,604.83 0.00 58,604.83 13.25 80.42 PPM Asset Management, a division of
U.S. Bancorp Asset Management, Inc.

Account 4025-002 Page 55
27 Item 1b August 2025 Treasurer Report
Managed Account Security Transactions & Interest For the Month Ending August 31, 2025 Silicon Valley Clean Energy - SVCE Investment Portfolio - 4025-002 - (12517950) Transaction Type
Security Description CUSIP Par
Principal
Proceeds
Accrued
Interest Total
Realized G/L
Cost
Realized G/L
Amort Cost
Sale
Trade Settle Method

PAYDOWNS
08/15/25 08/15/25 TAOT 2024-B A2A
DTD 04/30/2024 5.410% 03/15/2027
89237NAB3 42,201.02 42,201.02 0.00 42,201.02 3.04 1.73
08/15/25 08/15/25 HAROT 2024-1 A2
DTD 02/21/2024 5.360% 09/15/2026
437918AB1 84,049.20 84,049.20 0.00 84,049.20 7.76 3.35
08/16/25 08/16/25 GMCAR 2024-3 A2A
DTD 07/10/2024 5.350% 06/16/2027
38013KAB6 57,592.46 57,592.46 0.00 57,592.46 0.14 0.00
08/16/25 08/16/25 GMCAR 2024-2 A2A
DTD 04/10/2024 5.330% 03/16/2027
379931AB4 18,324.41 18,324.41 0.00 18,324.41 1.22 0.67
08/16/25 08/16/25 GMCAR 2024-4 A2A
DTD 10/16/2024 4.530% 10/18/2027
38014AAB7 52,578.44 52,578.44 0.00 52,578.44 2.19 1.52
08/16/25 08/16/25 GMCAR 2023-4 A3
DTD 10/11/2023 5.780% 08/16/2028
379930AD2 26,867.96 26,867.96 0.00 26,867.96 5.52 3.54
08/16/25 08/16/25 GMCAR 2025-1 A2A
DTD 01/15/2025 4.440% 01/18/2028
362955AB2 135,150.44 135,150.44 0.00 135,150.44 12.88 10.23 08/20/25 08/20/25 VALET 2024-1 A2A
DTD 11/26/2024 4.650% 11/22/2027
92868RAB4 98,870.14 98,870.14 0.00 98,870.14 1.58 1.05
08/20/25 08/20/25 VALET 2023-2 A2A
DTD 11/21/2023 5.720% 03/22/2027
92867YAB0 27,535.60 27,535.60 0.00 27,535.60 1.60 0.79
08/21/25 08/21/25 HAROT 2024-3 A2
DTD 08/21/2024 4.890% 02/22/2027
43813YAB8 73,097.64 73,097.64 0.00 73,097.64 5.72 3.49
08/21/25 08/21/25 HAROT 2023-4 A3
DTD 11/08/2023 5.670% 06/21/2028
438123AC5 12,251.97 12,251.97 0.00 12,251.97 2.16 1.38
08/22/25 08/22/25 PFAST 2024-1A A2A
DTD 12/13/2024 4.450% 01/24/2028
73328EAB7 74,168.10 74,168.10 0.00 74,168.10 6.33 4.93
08/25/25 08/25/25 CHAOT 2024-2A A2
DTD 04/25/2024 5.660% 05/26/2027
16144CAB2 48,520.72 48,520.72 0.00 48,520.72 1.75 1.75
08/25/25 08/25/25 BMWOT 2025-A A2A
DTD 02/12/2025 4.430% 10/25/2027
096924AB1 88,650.99 88,650.99 0.00 88,650.99 6.78 5.48
08/25/25 08/25/25 CHAOT 2024-4A A2
DTD 07/30/2024 5.250% 09/27/2027
16144YAB4 39,059.95 39,059.95 0.00 39,059.95 3.65 2.47
08/25/25 08/25/25 CHAOT 2024-3A A2
DTD 06/27/2024 5.530% 09/27/2027
16144LAB2 58,901.30 58,901.30 0.00 58,901.30 0.51 0.24
08/25/25 08/25/25 CHAOT 2024-1A A2
DTD 03/27/2024 5.480% 04/26/2027
16144BAB4 13,541.03 13,541.03 0.00 13,541.03 1.14 0.62
PFM Asset Management, a division of
U.S. Bancorp Asset Management. Inc.

Account 4025-002 Page 56
28 Item 1b August 2025 Treasurer Report
Managed Account Security Transactions & Interest For the Month Ending August 31, 2025 Silicon Valley Clean Energy - SVCE Investment Portfolio - 4025-002 - (12517950) Transaction Type
Security Description CUSIP Par
Principal
Proceeds
Accrued
Interest Total
Realized G/L
Cost
Realized G/L
Ainort Cost
Sale
Trade Settle Method

PAYDOWNS
08/25/25 08/25/25 CHAOT 2024-5A A2
DTD 09/24/2024 4.400% 11/26/2027
16144QAB1 22,885.76 22,885.76 0.00 22,885.76 2.03 1.47
Transaction Type Sub-Total 3,094,977.17 3,094,977.18 0.00 3,094,977.18 13,438.17 6,293.82 SELL
08/04/25 08/06/25 US TREASURY N/B
DTD 03/15/2023 4.625% 03/15/2026
91282CGR6 1,450,000.00 1,455,550.78 26,241.85 1,481,792.63 8,269.53 6,397.04 FIFO 08/04/25 08/06/25 US TREASURY N/B
DTD 02/15/2023 4.000% 02/15/2026
91282CGL9 825,000.00 824,355.47 15,679.56 840,035.03 15,694.34 2,890.67 FIFO 08/06/25 08/07/25 US TREASURY N/B
DTD 03/15/2023 4.625% 03/15/2026
91282CGR6 50,000.00 50,175.78 911.18 51,086.96 269.53 204.83 FIFO 08/06/25 08/07/25 WELLS FARGO BANK NA (CALLABLE)
DTD 01/23/2024 4.811% 01/15/2026
94988J6H5 1,000,000.00 1,001,230.00 2,940.06 1,004,170.06 1,230.00 1,230.00 FIFO 08/06/25 08/07/25 US TREASURY N/B
DTD 04/01/2024 4.500% 03/31/2026
91282CKH3 3,000,000.00 3,007,617.19 47,581.97 3,055,199.16 26,953.13 14,533.92 FIFO 08/08/25 08/11/25 US TREASURY N/B
DTD 04/01/2024 4.500% 03/31/2026
91282CKH3 300,000.00 300,785.16 4,905.74 305,690.90 2,718.75 1,465.37 FIFO 08/11/25 08/12/25 US TREASURY N/B
DTD 04/01/2024 4.500% 03/31/2026
91282CKH3 1,700,000.00 1,704,250.00 28,008.19 1,732,258.19 15,207.03 8,088.32 FIFO 08/11/25 08/12/25 US TREASURY N/B
DTD 04/01/2024 4.500% 03/31/2026
91282CKH3 700,000.00 701,750.00 11,532.79 713,282.79 7,464.84 3,773.19 FIFO 08/28/25 08/29/25 US TREASURY N/B
DTD 04/01/2024 4.500% 03/31/2026
91282CKH3 275,000.00 275,762.70 5,105.53 280,868.23 3,007.82 1,500.40 FIFO Transaction Type Sub-Total 9,300,000.00 9,321,477.08 142,906.87 9,464,383.95 80,814.97 40,083.74 Managed Account Sub-Total (497,941.14) 804,346.61 306,405.47 96,858.14 46,377.56 Total Security Transactions ($497,941.14) $804,346.61 $306,405.47 $96,858.14 $46,377.56 PFM Asset Management, a division of
U.S. Bancorp Asset Management, Inc.

Account 4025-002 Page 57

Page 1 of 3 ends

Staff Report – Item 1c
Item 1c: Adopt Resolution Amending SVCE Conflict of Interest Code to Retitle Chief Financial Officer and Director of Administrative Services to Chief Financial Officer, Retitle Technology Services Manager to Manager of IT, Remove Senior Manager of IT & Administrative Services and Manager of Technology & Administrative Services, and Add Associate Financial Analyst and Director of Operations as Designated Positions for Filing Statements of Economic Interests
From: Monica Padilla, CEO
Prepared by: Gia Ilole, Director of Human Resources
Michael Callahan, General Counsel
Andrea Pizano, Sr. Executive Assistant and Board Clerk
Date: 10/8/2025

RECOMMENDATION
Adopt Resolution 2025-21 amending the Silicon Valley Clean Energy (SVCE) Conflict of Interest Code (Code) to change the title of “Chief Financial Officer and Director of Administrative Services” to only reflect “Chief Financial Officer”, change the title of “Technology Services Manager” to “Manager of IT”, remove “Senior Manager of IT & Administrative Services” and “Manager of Technology& Administrative Services”, and add “Associate Financial Analyst” and “Director of Operations” positions.

BACKGROUND
Shortly after the formation of SVCE, the Board of Directors adopted a Code as required by the Political Reform Act, commencing at Government Code Section 81000. The Code lists the positions within the Authority that are required to file statements of economic interests (Form 700). As a joint powers authority with members located entirely within Santa Clara County, the County Board of Supervisors is the conflict code reviewing body that is required to approve all changes to the conflict-of-interest code. County Counsel has advised that when positions are added or removed from the conflict code, a new resolution must be adopted approving a new conflict of interest code with the amended, added or removed position(s).

At the September 8, 2021 Board meeting, the Board of Directors adopted Resolution 2021-22 approving the creation of a personnel system to insure equitable and uniform policies and procedures for administering personnel matters in compliance with applicable laws; designating the Chief Executive Officer (CEO) as Personnel Officer; and delegating authority to the CEO to carry out all duties necessary to implement the personnel system.

The last Code amendment was approved at the May 2025 Board of Directors meeting to remove and retitle Decarbonization Programs and Policy positions and add the following positions: “Senior Regulatory Analyst & Associate General Counsel”, and “Senior Data Engineer”.

ANALYSIS & DISCUSSION
Nik Zanotto, formerly the Senior Manager of Information Technology and Administrative Services, was promoted to Director of Operations in July 2025. With this promotion, the administrative functions from the former Finance and Administration department were reorganized to fall under the new Operations Department. The Director of Operations position is new, and needs to be added to the Code.

Item 1c
SILICON VALLEY \3/ CLEAN ENERGY
Agenda Item: 1c Agenda Date: 10/8/2025

Page 2 of 3 ends

SVCE is currently recruiting for a Manager of IT. This position had a placeholder in the Code as Technology Services Manager, however the Manager of IT title better reflects the role. There is no longer a need for a Senior Manager of IT and Administrative Services or Manager of Technology & Administrative Services, so staff is proposing to remove it from the Code.

Amrit Singh, formerly the Chief Financial Officer and Director of Administrative Services, leads several critical functions including finance, risk management, and analytics. Staff is proposing to drop the “Administrative Services” piece of his title since these administrative functions now reside under Director of Operations Zanotto.

SVCE recently hired an Associate Finance, Risk, & Data Analyst. This position falls within the Financial Analyst position group, which currently does not include “Associate Financial Analyst” in the Code. Staff would like to add this position, as the role will require recommendations based on the data analysis performed.

In summary, SVCE staff feel the following positions should be added, removed, and/or have title changes:

The following position are proposed to be added to the Conflict of Interest Code:

Designated Position Assigned Disclosure Category
Associate Financial Analyst 2
Director of Operations 2
The following positions are proposed to be removed from the Conflict of Interest Code:

Designated Position
Senior Manager of IT and Administrative Services
Manager of Technology & Administrative Services
The following position titles are proposed to be changed in the Conflict of Interest Code:

Existing Designated Position Proposed New Position
Chief Financial Officer and Director of Administrative
Services
Chief Financial Officer
Technology Services Manager Manager of IT
In accordance with the requirements of the Political Reform Act and the County of Santa Clara, a new conflict of interest code must be adopted by resolution which includes the newly created or identified positions as well as any changes to the existing Conflict of Interest Code. The attached resolution amends Appendix A to SVCE’s Code to reflect the addition of “Associate Financial Analyst” and “Director of Operations”, and changes the titles of “Chief Financial Officer and Director of Administrative Services” to “Chief Financial Officer”, and “Technology Servies Manager” to “Manager of IT”.

STRATEGIC PLAN
Not applicable.

ALTERNATIVES
None.

FISCAL IMPACT
There is no fiscal impact as a result of adding positions to SVCE’s Conflict of Interest Code.

ATTACHMENT

1. Resolution 2025-21 Amending the Authority’s Conflict of Interest Code to Retitle Chief Financial Officer and Director of Administrative Services to Chief Financial Officer, Retitle Technology Services Manager to Item 1c
Agenda Item: 1c Agenda Date: 10/8/2025

Page 3 of 3 ends

Manager of IT, Remove Senior Manager of IT & Administrative Services and Manager of Technology & Administrative Services, and Add Associate Financial Analyst and Director of Operations as Designated Positions for Filing Statements of Economic Interests
Item 1c
Resolution 2025-21 -1-
RESOLUTION NO. 2025-21

A RESOLUTION OF THE BOARD OF DIRECTORS OF THE SILICON VALLEY CLEAN ENERGY AUTHORITY AMENDING THE AUTHORITY’S CONFLICT OF INTEREST

CODE TO RETITLE CHIEF FINANCIAL OFFICER AND ADMINISTRATIVE SERVICES

TO CHIEF FINANCIAL OFFICER, RETITLE TECHNOLOGY SERVICES MANAGER TO

MANAGER OF IT, REMOVE SENIOR MANAGER OF IT & ADMINISTRATIVE

SERVICES AND MANAGER OF TECHNOLOGY & ADMINISTRATIVE SERVICES,

AND ADD ASSOCIATE FINANCIAL ANALYST AND DIRECTOR OF OPERATIONS AS

DESIGNATED POSITIONS FOR FILING STATEMENTS OF ECONOMIC INTERESTS WHEREAS, the Silicon Valley Clean Energy Authority (“Authority”) was formed on March 31, 2016 pursuant to a Joint Powers Agreement to study, promote, develop, conduct, operate, and manage energy programs in Santa Clara County; and WHEREAS, the Political Reform Act, Government Code Section 81000, et seq., (the “Political Reform Act”) requires each public agency in California, including the Authority, to adopt and promulgate a conflict of interest code; and WHEREAS, Government Code Section 87306 requires each public agency in California to amend its conflict of interest code when change is necessitated by a change in circumstances, including the creation of new positions and relevant changes to the duties assigned to existing positions; and
WHEREAS, the Board of Directors of the Authority has adopted a conflict of interest code, and has amended this code as appropriate due to changed circumstances, with the most recent code adopted by Resolution 2025-10; and WHEREAS, the Board of Directors, after consultation with the County of Santa Clara as its code reviewing body, desires to amend the list of designated positions in Appendix A by retitling Chief Financial Officer and Director of Administrative Services to reflect only Chief Financial Officer, retitling Technology Services Manager to Manager of IT, removing Senior Manager of IT & Administrative Services and Manager of Technology & Administrative Services, and adding Associate Financial Analyst and Director of Operations.

NOW, THEREFORE, BE IT RESOLVED that the Board of Directors of the Authority rescinds Resolution No. 2025-10 and adopts the following attached Conflict of Interest Code including its Appendices of Designated Positions and Disclosure Categories.

BE IT FURTHER RESOLVED that The Board of Directors of the Authority hereby directs the Secretary of the Board to coordinate the preparation of a revised Conflict of Interest Code in succeeding even-numbered years following notice and instructions from the County of Santa Clara as the code-reviewing body for the Authority, in accordance with the requirements of Government Code Sections 87306 and 87306.5. Future revisions to the Conflict of Interest Code should reflect changes in employee or official Item 1c
Attachment 1
Resolution 2025-21 -2-
designations. If no revisions to the Code are required, the Authority shall submit a response as indicated in the instructions provided by the County of Santa Clara no later than October 1st of the same year, stating that amendments to the Authority’s Conflict of Interest Code are not required.

ADOPTED AND APPROVED this 8
th day of October 2025, by the following vote:

JURISDICTION NAME AYE NO ABSTAIN ABSENT
City of Campbell Director Scozzola
City of Cupertino Director Fruen
City of Gilroy Director Hilton
City of Los Altos Director Meadows
Town of Los Altos Hills Director Tyson
Town of Los Gatos Director Rennie
City of Milpitas Director Barbadillo
City of Monte Sereno Director Mekechuk
City of Morgan Hill Director Martinez Beltran
City of Mountain View Director Showalter
County of Santa Clara Director Lee
City of Saratoga Director Walia
City of Sunnyvale Director Klein
Chair
ATTEST:

Clerk
Item 1c
Attachment 1
Resolution 2025-21 -3-

SILICON VALLEY CLEAN ENERGY AUTHORITY

CONFLICT OF INTEREST CODE
The Political Reform Act (Government Code § 81000, et seq., hereinafter referred to as the Act) requires state and local government agencies to adopt and promulgate conflict of interest codes. The Fair Political Practices Commission (“FPPC”) has adopted a regulation (2 California Code of Regulations § 18730) which contains the terms of a standard conflict of interest code, which can be incorporated by reference in an agency’s code. After public notice and hearing, the standard code may be amended by the FPPC to conform to amendments in the Act. Therefore, the terms of 2 California Code of Regulations § 18730 and any amendments to it duly adopted by the FPPC are hereby incorporated by reference.

This regulation and the text here designating positions and establishing disclosure categories shall constitute the conflict of interest code of the Silicon Valley Clean Energy Authority (“Authority”).

The most current version of 2 Cal. Code of Regs. Section 18730 is available on the website of the Fair Political Practices Commission (https://www.fppc.ca.gov).

Individuals holding a designated position shall file their Statements of Economic Interests with the Authority’s Filing Official, which will make the Statements available for public inspection and reproduction subject to Government Code section 81008. If Statements are received in signed paper format, the Authority’s Filing Official shall make and retain a copy and forward the original Statements to the Filing Officer, the County of Santa Clara Clerk of the Board of Supervisors. If Statements are electronically filed using the County of Santa Clara’s Form 700 e-filing system, both the Authority’s Filing Official and the County of Santa Clara Clerk of the Board of Supervisors will receive access to the e-filed Statements simultaneously.

Item 1c
Attachment 1
Resolution 2025-21 -4-

SILICON VALLEY CLEAN ENERGY AUTHORITY

CONFLICT OF INTEREST CODE
APPENDIX "A"

DESIGNATED POSITIONS
Designated Position Assigned Disclosure Category
Member of Board of Directors 1
Alternate Member of Board of Directors 1
Audit Committee Member 2
Chief Executive Officer 1
Chief Financial Officer & Director of Administrative Services 1 Finance and Administration Committee Member 2
General Counsel 1
Administrative Services Manager 2
Associate Financial Analyst 2
Associate Legislative Analyst 2
Associate Manager of Decarbonization Programs 2
Associate Power Analyst 1
Associate Power Resources Planner 1
Communications Manager 2
Deputy Director of Administrative Services 2
Deputy Director of Marketing and Communications 2
Deputy Director of Power Resources 1
Director of Customer Success 2
Director of Decarbonization Policy and Community Strategies 2 Director of Energy Services & Community Relations 2
Item 1c
Attachment 1
Resolution 2025-21 -5-
Director of Government and Legislative Affairs 2
Director of Human Resources 2
Director of Operations 2
Director of Power Resources 1
Director of Regulatory & Legislative Policy 2
Director of Regulatory, Policy and Planning 2
Director of Risk Management and Analytics 1
Director of Strategic Development 2
Energy Services Manager 2
Energy Trading Planner 1
Financial Analyst 2
Human Resources Generalist 2
Management Analyst 2
Manager of Data and Analytics 2
Manager of Decarbonization Programs 2
Technology Services Manager Manager of IT 2
Manager of Finance 2
Manager of Technology & Administrative Services 2
Policy Analyst 2
Power Analyst 1
Power Data Analyst 1
Power Resources Manager 1
Power Resources Planner 1
Power Contracts & Settlements Manager 1
Power Settlements & Compliance Analyst 1
Power Settlements Planner 1
Item 1c
Attachment 1
Resolution 2025-21 -6-
Principal Policy Analyst 2
Principal Power Analyst 1
Programs Marketing Manager 2
Rates Manager 2
Regulatory Analyst 2
Regulatory and Compliance Manager 2
Risk Controls Project Manager 2
Senior Data Analyst 2
Senior Data Engineer 2
Senior Financial Analyst 2
Senior Government Affairs Manager 2
Senior Management Analyst 2
Senior Manager of Communications 2
Senior Manager of Energy Policy and Regulatory Analysis 2 Senior Manager of IT and Administrative Services 2
Senior Manager of Decarbonization Programs 2
Senior Manager of Power Resources 1
Senior Manager of Public Sector Services 2
Senior Policy Analyst 2
Senior Power Analyst 1
Senior Power Resources Planner 1
Senior Quantitative Analyst 2
Senior Rates Analyst 2
Senior Regulatory Analyst 2
Senior Regulatory Analyst & Associate General Counsel 1 Senior Risk Manager 2
Item 1c
Attachment 1
Resolution 2025-21 -7-
Wholesale Energy Markets Manager 1
Wholesale Energy Markets Planner 1
Consultant 3
Newly Created Position *
* Newly Created Position
A newly created position that makes or participates in the making of governmental decisions that may foreseeably have a material effect on any financial interest of the position-holder, and which specific position title is not yet listed in the Authority’s conflict of interest code is included in the list of designated positions and shall disclose pursuant to the broadest disclosure category in the code, subject to the following limitation: The Chief Executive Officer of the Authority may determine in writing that a particular newly created position, although a “designated position,” is hired to perform a range of duties that are limited in scope and thus is not required to fully comply with the broadest disclosure requirements, but instead must comply with more tailored disclosure requirements specific to that newly created position. Such written determination shall include a description of the newly created position's duties and, based upon that description, a statement of the extent of disclosure requirements. The Chief Executive Officer’s determination is a public record and shall be retained for public inspection in the same manner and location as this conflict-of-interest code. (Gov. Code Section 81008.) As soon as the Authority has a newly created position that must file Statements of Economic Interests, the Authority’s Filing Official shall contact the County of Santa Clara Clerk of the Board of Supervisors Form 700 division to notify it of the new position title to be added in the County’s electronic Form 700 record management system, known as eDisclosure. Upon this notification, the Clerk’s office shall enter the actual position title of the newly created position into eDisclosure and the Authority’s Filing Official shall ensure that the name of any individual(s) holding the newly created position is entered under that position title in eDisclosure.

Additionally, within 90 days of the creation of a newly created position that must file Statements of Economic Interests, the Authority shall update this conflict-of-interest code to add the actual position title in its list of designated positions and submit the amended conflict of interest code to the County of Santa Clara Office of the County Counsel for code-reviewing body approval by the County Board of Supervisors. (Gov. Code Section 87306.)
Item 1c
Attachment 1
Resolution 2025-21 -8-

SILICON VALLEY CLEAN ENERGY AUTHORITY

CONFLICT OF INTEREST CODE
APPENDIX "B"

DISCLOSURE CATEGORIES
Designated positions must report financial interests in accordance with the assigned disclosure categories.

Category 1: Persons in this category shall disclose:
(a) investments and business positions in business entities, and income (including gifts, loans, and travel payments) from sources that contract with the Authority, or that provide, plan to provide, or have provided during the previous two years, facilities, goods, technology, equipment, vehicles, machinery, or services, including training or consulting services, of the type utilized by the Authority; and (b) all interests in real property located: in whole or in part within the jurisdiction of the Silicon Valley Clean Energy Authority, or within two miles of the borders of any of the parties to the Joint Powers Agreement for the Authority, or within two miles of any land owned or used by the Authority.

Category 2: Persons in this category shall disclose investments and business positions in business entities, and income (including gifts, loans, and travel payments) from sources that contract with the Authority, or that provide, plan to provide, or have provided during the previous two years, facilities, goods, technology, equipment, vehicles, machinery, or services, including training or consulting services, of the type utilized by the Authority.

Category 3: Each Consultant, as defined for purposes of the Political Reform Act and applicable regulations1, shall disclose pursuant to the broadest disclosure category in the Authority’s conflict of interest code subject to the following limitation: The Chief Executive Officer of the Authority may determine in writing that a particular consultant, although a "designated position," is hired to perform a range of duties that are limited in scope and thus is not required to comply fully with the disclosure requirements of the broadest 1 As defined in FPPC Regulation 18700.3, “consultant” means an individual who (1) makes governmental decisions, such as whether to approve a rate, rule, or regulation; to issue, deny, suspend, or revoke any permit, license, application, certificate or similar authorization; to adopt or approve a plan, design, report, study; or to adopt or approve policies, standards, or guidelines for the Authority; (2) serves in a staff capacity with the Authority, and in that capacity participates in making governmental decisions by providing information, an opinion, or a recommendation for the purpose of affecting the decision without significant intervening substantive review; or (3) performs the same or substantially all the same duties for the Authority that would otherwise be performed by an individual holding a designated position in this Code.

Item 1c
Attachment 1
Resolution 2025-21 -9-
disclosure category, but instead must comply with more tailored disclosure requirements specific to that consultant. Such a written determination shall include a description of the consultant's duties and, based upon that description, a statement of the extent of disclosure requirements. The Chief Executive Officer’s written determination is a public record and shall be retained for public inspection in the same manner and location as this Conflict of Interest Code.

Item 1c
Attachment 1

Page 1 of 2 ends

Staff Report – Item 1d
Item 1d: Adopt Resolution Approving Amendments to SVCE’s Operating Rules and Regulations From:

Prepared by:

Monica Padilla, CEO
Andrea Pizano, Sr. Executive Assistant and Board Clerk
Date: 10/8/2025

RECOMMENDATION
Staff recommends the Silicon Valley Clean Energy (SVCE) Board of Directors (“Board”) adopt Resolution 2025- 22 approving amendments to SVCE’s Operating Rules and Regulations (ORR) as presented and supported by the Board of Directors at the September 10, 2025 Board of Directors meeting. A notification of the amendments was emailed to all Directors and Alternate Directors on September 26, 2025 per the ORR amendment process.

EXECUTIVE COMMITTEE RECOMMENDATION and BOARD REVIEW
The Executive Committee met August 29, 2025 and considered the proposed amendments to the ORR as presented by the Ad Hoc Committee. Three areas of discussion were regarding the removal of the location, date and time of the regular meeting schedule from the Operating Rules and Regulations by staff, the proposal to create an annual Nominating Ad Hoc Committee, and the language regarding Removal of Officers. The Executive Committee voted unanimously to support the proposed amendments, and encouraged further discussion at the Board level.

The proposed amendments were presented at the September 10, 2025 Board of Directors meeting. The Board discussed the three areas mentioned above in more detail, and the Board voted unanimously to support the amendments as proposed.

BACKGROUND
SVCE’s ORR were first adopted in June 2016 as the Authority was in its infancy with the intent that they can be expanded as the board further addressed its operations and policies. Since then, the ORR has been amended numerous times with minor amendments, enhancements, and clarifications with the most recent amendment occurring in May 2023 to amend language that the Executive Committee membership can be up to six Board members.

In May 2025, the SVCE Board approved the formation of an Ad Hoc Committee to review SVCE’s Operating Rules and Regulations to propose amendments for adoption by the Board of Directors. Membership included Board Chair George Tyson, Board Vice Chair Larry Klein, and Director Pat Showalter. The scope of the Committee included the following:
• Review SVCE’s current ORR;
• Research neighboring CCA bylaws, best practices and operations; • Identify potential amendments to the ORR;
• Combine with staff-recommended changes and jointly prepare a draft with staff; • Present a recommendation to the Executive Committee and final to the Board for approval Item 1d
SILICON VALLEY \3/ CLEAN ENERGY
Agenda Item: 1d Agenda Date: 10/8/2025

Page 2 of 2 ends

ANALYSIS & DISCUSSION
Since the formation of the ORR Committee, members met with other neighboring CCAs on best practices, worked with staff on suggested amendments, and met numerous times as a committee. As a result of the review, the following amendments were suggested:

Suggested Administrative Amendments from Staff:
• Purposes section has been reworded to elaborate on SVCE’s mission to provide clean energy for residents and businesses within SVCE’s jurisdiction at a fair price; • Meeting location details have been removed given the most recent need to change venues and the future location change to SVCE’s new headquarters;
• Details added to the Finance and Administration Committee and Audit Committee purpose and scope; and
• Addition of parliamentary procedure followed (Rosenburg’s Rules of Order).

Suggested Process Changes from Ad Hoc Committee and Staff (high-level):
• Creation of a Nominating Ad Hoc Committee, consisting of three Directors nominated by the Vice Chair to receive proposals for the roles of Officers including the Board Chair, Vice Chair and Executive Committee membership and to recommend candidates for those roles to the Board; • Implementing randomized votes for any contested positions; • Addition of Board of Directors Best Practices;
• Board Chair and Vice Chair would be offered automatic positions on the Executive Committee; • Introduction of a removal process for committee members due to absences from three meetings in a 12-month period; and
• Minimum experience in serving on SVCE’s Board for the role of Chair (two years experience), Vice Chair (one year experience), and Executive Committee (one year experience).

These amendments were highlighted at the September 10, 2025 Board of Directors meeting.

STRATEGIC PLAN
Reviewing and amending SVCE’s Operating Rules and Regulations supports Goal 9 of SVCE’s Strategic Plan to, “Implement 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).”

ALTERNATIVES
The Board can propose alternative or additional amendments to the Operating Rules and Regulations.

FISCAL IMPACT
No anticipated fiscal impact as a result of amending the Operating Rules and Regulations.

ATTACHMENTS

1. Resolution 2025-22 Amending the Operating Rules and Regulations

2. Proposed Amendments to SVCE’s Operating Rules and Regulations (redline) Item 1d
RESOLUTION NO. 2025-22

A RESOLUTION OF THE BOARD OF DIRECTORS OF THE SILICON VALLEY CLEAN

ENERGY AUTHORITY AMENDING THE OPERATING RULES AND REGULATIONS WHEREAS, the Silicon Valley Clean Energy Authority (“Authority”) was formed on March 31, 2016 pursuant to a Joint Powers Agreement to study, promote, develop, conduct, operate, and manage energy programs in Santa Clara County; and WHEREAS, Section 2.5.11 of the Joint Powers Agreement provides for adoption by the Board of Directors of Operating Rules and Regulations; and WHEREAS, the Board of Directors adopted Resolution No. 2016-04 on June 8, 2016 approving the initial Operating Rules and Regulations for the Authority; and WHEREAS, the Board of Directors most recently adopted Resolution 2023-08 amending the Authority’s Operating Rules and Regulations to expand Executive Committee membership to up to six Board members; and
WHEREAS, on May 14, 2025, the Authority approved the formation of an Ad Hoc Committee to review the Authority’s Operating Rules and Regulations to propose amendments for adoption by the Board of Directors; and
WHEREAS, those proposed amendments were presented and supported by the Board of Directors at the September 10, 2025 Board of Directors meeting.

NOW, THEREFORE, THE BOARD OF DIRECTORS OF THE SILICON VALLEY

CLEAN ENERGY AUTHORITY DOES HEREBY RESOLVE, DETERMINE, AND ORDER AS FOLLOWS:

The Board of Directors hereby approves and adopts the amended Operating Rules and Regulations, as set forth in Exhibit A.

ADOPTED AND APPROVED this 8th day of October, 2025, by the following vote:

JURISDICTION NAME AYE NO ABSTAIN ABSENT
City of Mountain View Director Showalter
County of Santa Clara Director Lee
City of Saratoga Director Walia
City of Sunnyvale Director Klein
Chair
ATTEST:

Clerk
Exhibit A: SVCE Operating Rules and Regulations
Item 1d
Attachment 1
1 12660-0002\1961754v32.doc
Proposed Amendments: 10/8/25

SILICON VALLEY CLEAN ENERGY AUTHORITY

OPERATING RULES AND REGULATIONS

ARTICLE I

FORMATION
The Silicon Valley Clean Energy Authority (the “Authority”) was established on March 31, 2016 pursuant to the execution of the Silicon Valley Clean Energy Authority Joint Powers Agreement (the “Agreement”) by the County of Santa Clara, the Cities of Campbell, Cupertino, Gilroy, Los Altos, Monte Sereno, Morgan Hill, Mountain View, Saratoga and Sunnyvale and the Towns of Los Altos Hills and Los Gatos. The City of Milpitas joined the Agreement on November 27, 2017. The members of the Authority are referred to as Party or Parties in these Operating Rules and Regulations. As defined by the Agreement, these Operating Rules and Regulations consist of rules, regulations, policies, bylaws and procedures governing the operation of the Authority.

ARTICLE II

PURPOSES
The Authority is formed to provide clean energy for our communities at a fair price. This includes study, promote, develop, conduct, operate, procure energy resources and related products and services and manage energy and energy-related climate change programs for all residents and businesses within its jurisdiction, and to exercise all other powers necessary and incidental to accomplishing this purpose. These programs include but are not limited to the establishment of a Community Choice Aggregation Program known as Silicon Valley Clean Energy in accordance with the terms of the Agreement.

ARTICLE III

NOMINATING COMMITTEE
In December, the Vice Chair may designate three Directors to serve on an Ad-hoc Nominating Committee (“Nominating Committee”) to gather interest in serving as the Board Chair and Vice Chair or on the Executive Committee (“Officers”). Directors seeking to be selected for the positions of Chair, Vice Chair, and Executive Committee will submit their names to the Nominating Committee, along with any supporting documents they choose. The Nominating Committee shall consider qualifications such as meeting attendance, engagement, leadership, city size, geography, professional background and present a recommendation for appointments to the Executive Committee to the Board for consideration. The Nominating Committee shall consider it a best practice to recommend the Board Vice Chair to serve as the Chair of the Executive Committee. Final Nomination Committee recommendation for Chair, Vice Chair and Executive Committee shall be provided to the Board Clerk for consideration at the following January Board meeting. Additionally, nominations for Chair, Vice Chair, and Committees will also be permitted from the floor during the meetings in which those appointments are agendized.

Item 1d
Attachment 2
2 12660-0002\1961754v32.doc
Proposed Amendments: 10/8/25

ARTICLE IVII

BOARD OF DIRECTORS
Section 1. Appointment of Chair and Vice-Chair. The Board shall appoint from among themselves by majority vote a Chair and Vice-Chair. The Chair and Vice-Chair shall be appointed for one-year terms expiring at the annual meeting held in January of each year. In the event of a contested election for the Chair or Vice-Chair, Directors will vote in a randomized order, with randomization performed for each new vote. Minimum Board service shall be two years for Chair, and one year for Vice Chair. As provided by the Agreement, there are no limits on the number of terms that a Board member may serve as Chair or Vice-Chair.

Section 2. Appointment of Secretary and Treasurer. The Secretary and Treasurer shall be appointed by the Board for one-year terms expiring at the annual meeting held in January of each year.

Section 3. Extension of Term of Office. If for any reason, the appointment of a Board Oofficer is not made in January of any year, such Oofficer shall continue to serve in his or her position until an appointment is made at a meeting of the Board.

Section 4. Removal of Officers. An Oofficer of the Bboard shall be subject to removal as an Oofficer of the Bboard or a Ccommittee thereof at any time for any reason by a majority vote of the entire Board or the Ccommittee respectively.

Section 5. Removal of Board Members for Cause. A Director may be removed by the Board or a Committee thereof for cause. Cause shall be defined for the purposes of this section as follows:
a. For removal from the Board, Uunexcused absences from three consecutive Board meetings. Board members shall make every effort to notify the Chair and/or Board Clerk no later than 24 hours prior to any regular meeting of his/hertheir absence. The failure to give such notice shall be deemed an unexcused absence unless the failure to give timely notice was due to emergency circumstances.
a.b.For removal from a Committee, absences from three meetings of that Committee in a 12-month period regardless of whether they are excused or consecutive. b.c.For removal from any governing body of the Agency, Uunauthorized disclosure of confidential information or documents from a closed session or the unauthorized disclosure of information or documents provided to the Director on a confidential basis and whose public disclosure may be harmful to the interests of the Authority. d. For removal from any governing body of the Agency, Ffailure to comply with SVCE’s Code of Ethics Policy.

Item 1d
Attachment 2
3 12660-0002\1961754v32.doc
Proposed Amendments: 10/8/25
Written notice shall be provided to the Director proposed for removal and the governing body that appointed such Director at least thirty days prior to the meeting at which the proposed removal will be considered by the Board. The notice shall state the grounds for removal, a brief summary of the supporting facts, and the date of the scheduled hearing on the removal. The Director proposed for removal shall be given an opportunity to be heard at the removal hearing and to submit any supporting oral or written evidence. A Director shall not be removed for cause from the Board unless two-thirds of all Directors on the Board (excluding the Director subject to removal) vote in favor of the removal. A simple majority of members of a Committee may remove another member of their Committee for cause (excluding the Director subject to removal).

Following any removal of a Director from the Board, their Alternate, may serve in their place until the governing body of the subject Director appoints a replacement. Following any removal of a Committee member, the Chair will work with the Board Clerk to agendize the appointment of a replacement Committee member by the Board of Directors at a regular or special meeting.

Section 6. Reimbursement of Expenses. Directors may be reimbursed for travel and meeting expenses in the same manner as Authority staff. The Chief Executive Officer (“CEO”) shall be responsible for authorizing all Director reimbursements.

Section 7. Board of Directors Best Practices. The following best practices are provided to support the efficient and effective operation of the Board of Directors and the Authority:
a. Directors and Alternates treat Authority staff, fellow Directors, and the public with respect and courtesy.
b. Director and Alternate requests for information or support from the staff are directed to and managed by the CEO.
c. The CEO will inform the Board Chair of any concerns with a Director’s or Alternate’s actions or requests.
d. Directors and Alternates are well-prepared for meetings, taking care to review materials and develop a working understanding of the proposals ahead of the meeting. The CEO will be available to support Directors and Alternates with their preparation.
e. Directors and Alternates communicate as early as possible, ideally two weeks prior to the meeting, regarding attendance at Board meetings., This includes arranging for and supporting the preparation of their Alternates to participate as substitutes and communicating any expected absences or, necessary alternative meeting locations (e.g. remote participation) to the Board Clerk. f. In appointing Directors and Alternates, member communities are encouraged to appoint their representatives to serve for consecutive years. This will help the Board of Directors retain expertise related to the highly technical nature of the Authority’s work.

Item 1d
Attachment 2
4 12660-0002\1961754v32.doc
Proposed Amendments: 10/8/25

ARTICLE IV

COMMITTEES
Section 1. Establishment of Committees. The Executive Committee and all other Committees of the Board shall be selected as provided by Sections 4.6 and 4.7 of the Agreement. Each duly established Committee may establish any Standing or Ad Hoc Committees determined to be appropriate or necessary. The duties and authority of all Committees shall be subject to the approval and direction of the Board. The term of office for each Committee established by the Board shall be one year. Directors serving as Committee Chairs are expected to attend a high percentage of planned meetings in person.

The Executive Committee members shall be appointed at the annual meeting in January in accordance with Section 2 with all other standing Committee members appointed in February. In the event of a contested election for Committee appointments, Directors will vote in a randomized order, with randomization performed for each new vote. There are no limits on the number of terms that a Director may serve on a Committee. If for any reason, the appointment of standing Committee members is not made at either the January or February meeting of the Board in any year as provided above, such Committee members shall continue to serve in their positions until an appointment is made at a meeting of the Board. An alternate Director may not attend a Committee meeting on behalf of an absent regular Director. Except for the Executive Committee, alternate Directors may be appointed by the Board to Committees. However, for each Committee, not more than one Committee member shall represent a particular member agency.

Section 2. Executive Committee. There shall be an Executive Committee consisting of up to six Board members. The Board Chair and Vice Chair shall be offered membership on the Executive Committee. Minimum Board service prior to serving on the Executive Committee shall be one year, except when there are fewer than five qualified and willing Directors. The duties of the Executive Committee shall be to review and provide advice to the Chief Executive Officer and the entire Board on policy, operational and organizational matters and perform such other responsibilities, tasks or activities as delegated to it by the Board.

Section 3. Finance and Administration Committee.

The Board of Directors appoints the Finance and Administration Committee to primarily provide financial oversight for SVCE and recommend to the Board the approval of budgets, financial plans, reserve policies and certain financial, accounting, internal controls and accountability, administrative and information technology related policies and plans, monitoring adherence to the budget, and present financial reports to the Board of Director. Specific task areas will include budgeting and financial planning, financial reporting and the creation and monitoring of internal controls and accounting policies and investments.

The Finance and Administration Committee shall consist of no fewer than three members and no greater than six members, appointed annually by the Board of Directors. Eligible Members shall be Board members, Alternate Board members, and Member Agency Staff. Committee Item 1d
Attachment 2
5 12660-0002\1961754v32.doc
Proposed Amendments: 10/8/25
Membership shall prohibit the appointment of Alternate Finance and Administration Committee Members. No more than one eligible Committee Member shall represent their respective Member Agency. The Finance and Administration Committee shall designate a chairperson. It is a best practice for new Directors to serve on the Finance and Administration Committee.

The Finance and Administration Committee shall meet no fewer than three times per year. The Finance and Administration Committee will be a Brown-Acted meeting.

Section 4. Audit Committee.

The Board of Directors appoints the Audit Committee to, among other things, select an independent auditor, oversee and review the accounting and financial reporting process and the audit of the Agency’s financial statements by the independent auditor, recommend the results of the audit for approval by the Board of Directors, and review the annual report for consistency with the audited financial statements,; and monitor compliance with SVCE’s Conflict of Interest Code. Each member shall be free of any relationship that, in the opinion of the Board of Directors, would interfere with his or her individual exercise of independent judgement.

The Audit Committee shall consist of no fewer than three members and no greater than six members, appointed annually by the Board of Directors. Eligible Members shall be Board members, Alternate Board members, and Member Agency Staff. Committee Membership shall prohibit the appointment of Alternate Audit Committee Members. No more than one eligible Audit Committee Member shall represent their respective Member Agency. The Audit Committee shall designate the chairperson.

The Audit Committee shall meet as often as it determines necessary or appropriate to fulfill its responsibilities, but no fewer than twice annually – once to review the audit plan and once to review the audited financials, and related documents, and to review the audit engagement, special investigations, financial irregularities and internal control failures. The Audit Committee will be a Brown-Acted meeting.

The Audit Committee is not responsible for planning or conducting audits. The independent auditor is responsible for planning and conducting audits. Neither is the Audit Committee responsible for preparing and presenting SVCE’s financial statements in accordance with generally accepted accounting principles; maintaining effective internal control over financial reporting; nor ensuring SVCE is in compliance with applicable laws, regulations, and other requirements. These are responsibilities of the Authority, and the independent auditor and the Audit Committee have independent and complementary oversight responsibilities for determining that the related objectives of management’s responsibilities, as described, are achieved.

Item 1d
Attachment 2
6 12660-0002\1961754v32.doc
Proposed Amendments: 10/8/25

ARTICLE VI

MEETINGS
Section 1. Regular Meetings. The regular meetings of the Board of Directors of Authority shall be fixed by resolution or ordinance of the Boardheld on the second Wednesday of each month at the hour of 7 p.m. at the Cupertino Community Hall, located at 10350 Torre Avenue, in Cupertino, California. In the event that the regular meeting location Cupertino Community Hall is not available for a regular or adjourned regular meeting, the Chair of the Board may designate an alternative meeting place within the jurisdiction of the Authority after consultation with the Chief Executive OfficerCEO and Board Clerk on available meeting locations.

Section 2. Special Meetings. Special meetings of the Board may be called at any time and may be held in any location within the jurisdiction of the Authority as provided by the notice for the special meeting.

Section 3. Annual Meeting. The Board shall hold an annual meeting in January of each year at which time it will appoint Board Oofficers and Executive Committee members.

Section 4. Open Meeting Requirements. The meetings of the Board, the Executive Committee and all other committees established by the Board shall be governed by the provisions of the Ralph M. Brown Act (Government Code Section 54950 et seq.). The Authority will follow Rosenburg’s Rules of Order for parliamentary procedure.

Section 5. Chair and Vice Chair Vacancies. At any meeting of the Board or a committee where the Chair and Vice Chair are not present, the previous Chair of that body will serve as Interim Chair. If that person is not present, the longest serving member of that body will serve as Interim Chair. If it is a new committee, members will draw lots to determine who will serve as Interim Chair.

ARTICLE VII

AMENDMENTS
These Operating Rules and Regulations may be amended by a majority vote of the full membership of the Board but only after such amendment has been proposed at a regular meeting and acted upon at the next or later regular meeting of the Board for final adoption. The proposed amendment shall not be finally acted upon unless each member of the Board has received written notice of the amendment at least 10 days prior to the date of the meeting at which final action on the amendment is to be taken. The notice shall include the full text of the proposed amendment.

Item 1d
Attachment 2

Page 1 of 2 ends

Staff Report – Item 1e
Item 1e: Authorize the Chief Executive Officer to Execute Amendment to Agreement with EcoMetricx for Cyber Insurance Coverage
From: Monica Padilla, CEO
Prepared by: Scott Wrigglesworth, Director of Risk Management & Analytics Date: 10/8/20205

RECOMMENDATION
Staff recommends that the Silicon Valley Clean Energy (SVCE) Board of Directors (“Board”) approve the proposed Amendment to the terms and conditions for cyber insurance coverage with EcoMetricx.

BACKGROUND
In August, the Board approved an agreement with EcoMetricx for three years with a not to exceed amount of $800,000 (SVCE Board of Directors Meeting, Aug. 13, 2025, Item 1c). The agreement is for Cloud Infrastructure Implementation to support our Repository for Analytics, Data, and Reporting (RADaR) project.

In that agreement the cyber insurance requirement was $5,000,000. Upon agreement execution, EcoMetricx immediately sought to procure the coverage. However, due to the agreement size being only $800,000, and due to increased reluctance by insurance companies to write policies for cyber insurance, EcoMetricx has only been able to obtain a quote for $1,000,000 in coverage. This agreement amendment modifies the required coverage from $5,000,000 to $1,000,000 until March 31,2026, at which time we will revisit the matter with the vendor.

ANALYSIS & DISCUSSION
EcoMetricx has conveyed to SVCE all their efforts to attempt to procure the $5,000,000 coverage. SVCE has assisted them by providing them names of companies SVCE obtained quotes from in the past for its own coverages. We also connected them with the insurance broker through whom we have obtained quotes. One company agreed to offer them $1,000,000 in coverage, others were non-responsive or would not agree to cover an $800,000 contract with $5,000,000 in coverage. EcoMetricx will continue to pursue additional insurance, but staff and EcoMetricx believe it is prudent for SVCE to modify agreement terms to a requirement of $1,000,000 in coverage, and extend more time for EcoMetricx to seek an insurance company willing to offer greater coverage. The $5,000,000 is the default agreement terms. EcoMetricx did not object during agreement negotiation, but also did not expect the difficulty in acquiring it. It is worth noting that EcoMetricx will not have access to any SVCE confidential data or customer personally identifiable information (PII) data.

Given the restriction on access to confidential or PII data, EcoMetricx’s insurance acquisition challenges unrelated to their efforts, staff believes it is prudent to make this amendment to the contract with the vendor.

STRATEGIC PLAN
Approval of the attached amendment is in direct support of the Board-approved Strategic Plan as follows:

Goal 9, “Implement 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).”
Item 1e
SILICON VALLEY \3/ CLEAN ENERGY
Agenda Item: 1e Agenda Date: 10/8/20205

Page 2 of 2 ends

ALTERNATIVE
SVCE could waive the insurance requirement fully, but that is not recommended. Alternatively, SVCE could force the vendor to be in violation of the agreement over its inability to acquire required cyber insurance per the existing terms, however it would be imprudent for SVCE to cancel the contract when it is likely that other vendors will face similar challenges. Such an approach would also set back the project.

FISCAL IMPACT
There is no change to the cost of the agreement to SVCE. In the event of a cyber incident from the vendor’s actions, the vendor will only have $1,000,000 instead of $5,000,000 in cyber insurance coverage, which could hinder SVCE’s ability to recover funds from the vendor if these damages were to exceed $1,000,000.

ATTACHMENTS

1. Draft Agreement Amendment with EcoMetricx

2. Agreement with EcoMetricx
Item 1e
1/2024 Version 1.0

FIRST AMENDMENT TO AGREEMENT WITH ECOMETRICX, LLC
WHEREAS, the SILICON VALLEY CLEAN ENERGY AUTHORITY, an independent public agency (“Authority”), and ECOMETRICX, LLC (“Consultant”) entered into that certain agreement entitled AGREEMENT BETWEEN THE SILICON VALLEY CLEAN ENERGY

AUTHORITY AND ECOMETRICX, LLC FOR CLOUD INFRASTRUCTURE
IMPLEMENTATION SERVICES, effective on August 14, 2025, hereinafter referred to as “Original Agreement”; and
WHEREAS, Authority and Consultant have determined it is in their mutual interest to amend certain terms of the Original Agreement.

NOW, THEREFORE, FOR VALUABLE CONSIDERATION, THE PARTIES AGREE AS FOLLOWS:

1. Exhibit D of Original Agreement shall be amended to add the following to Section (4):

Notwithstanding the above, Consultant shall be required to maintain privacy and cybersecurity liability insurance in the amount of only $1,000,000 through March 31, 2026.

From April 1, 2026, on, Consultant shall maintain cybersecurity liability insurance in the amount of $5,000,000 as described above, unless an alternate amount is mutually agreed to between the Parties.

2. This Amendment shall be effective on ________________, 2025.

3. Except as expressly modified herein, all of the provisions of the Original Agreement shall remain in full force and effect. In the case of any inconsistencies between the Original Agreement and this Amendment, the terms of this Amendment shall control.

4. This Amendment may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

IN WITNESS WHEREOF, the parties have caused this Amendment to be executed as of the dates set forth besides their signatures below.

RECOMMENDED FOR APPROVAL
_____________________________________________________
_____________, Director of _______________________
Item 1e
Attachment 1
1/2025 Version 1.0
APPROVED AS TO FORM:
_______________________
Counsel for Authority

ECOMETRICX, LLC
By: __________________________
Name: ________________________
Title: _________________________
Date: __________________________

SILICON VALLEY CLEAN ENERGY

AUTHORITY
A Joint Powers Authority
By: ___________________________
Name: Monica Padilla
Title: Chief Executive Officer
Date: __________________________
Item 1e
Attachment 1
1 AGREEMENT BETWEEN THE SILICON VALLEY CLEAN ENERGY AUTHORITY AND

ECOMETRICX, LLC
FOR

CLOUD INFRASTRUCTURE IMPLEMENTATION SERVICES
THIS AGREEMENT (“Agreement”), is entered into this 14 day of AUGUST, 2025, by and between the SILICON VALLEY CLEAN ENERGY AUTHORITY, an independent public agency, ("Authority"), and ECOMETRICX, LLC, a California limited liability company (hereinafter referred to as "Consultant") (collectively referred to as the “Parties” and individually as a “Party”).

RECITALS:

A. Authority is an independent public agency duly organized under the provisions of the Joint Exercise of Powers Act of the State of California (Government Code Section 6500 et seq.) (“Act”) with the power to conduct its business and enter into agreements.

B. Consultant possesses the skill, experience, ability, background, certification and knowledge to provide the services described in this Agreement pursuant to the terms and conditions described herein.

C. Authority and Consultant desire to enter into an agreement for Cloud Infrastructure Implementation services upon the terms and conditions herein.

NOW, THEREFORE, the Parties mutually agree as follows:

1. TERM
The term of this Agreement shall commence on August 18, 2025, and shall terminate on August 17, 2028, unless terminated earlier as set forth herein.

DocusignEnvelopeID:7073FC18-466F-48D6-877F-F5AA1ADB11A0 Item 1e
Attachment 2
Agreement with EcoMetricx
2 2. SERVICES TO BE PERFORMED
Consultant shall perform each and every service set forth in Exhibit "A" pursuant to the schedule of performance set forth in Exhibit "B," both of which are attached hereto and incorporated herein by this reference.

3. COMPENSATION TO CONSULTANT
Consultant shall be compensated for services performed pursuant to this Agreement in a total amount not to exceed Eight Hundred Thousand dollars ($800,0000) based on the rates and terms set forth in Exhibit "C," which is attached hereto and incorporated herein by this reference.

4. AGREEMENT PERFORMANCE
Consultant and Authority agree that the timeline of performance of the Agreement by Consultant shall be in accordance with the schedule set forth in “Exhibit B.” Notwithstanding the above, the Parties may mutually agree to revise the timeline for performance.

5. STANDARD OF CARE
Consultant agrees to perform all services required by this Agreement in a manner commensurate with the prevailing standards of specially trained professionals in the San Francisco Bay Area under similar circumstances and in a manner reasonably satisfactory to Authority and agrees that all services shall be performed by qualified and experienced personnel. Consultant shall be responsible to Authority for any errors or omissions in the performance of work pursuant to this Agreement. Should any errors caused by Consultant be found in such services or products, Consultant shall correct the errors at no additional charge to Authority by redoing the professional work and/or revising the work product(s) called for in the Scope of Services to eliminate the errors. Should Consultant fail to make such correction in a reasonably timely manner, such correction may be made by Authority, and the reasonable cost thereof shall be charged to Consultant. In addition to all other available remedies, Authority may deduct the reasonable cost of such correction from any retention amount held by Authority or may withhold payment otherwise owed Consultant under this Agreement up to the amount of the reasonable cost of correction.

6. INDEPENDENT PARTIES
Authority and Consultant intend that the relationship between them created by this Agreement is that of an independent contractor. The manner and means of conducting the work are under the control of Consultant, except to the extent they are limited by statute, rule or regulation and the express terms of this Agreement. No civil service status or other right of employment will be acquired by virtue of Consultant's services. None of the benefits provided by Authority to its employees, including but not limited to, unemployment insurance, workers’ compensation plans, vacation and sick leave are available from Authority to Consultant, its employees or agents. Deductions shall not be made for any state or federal taxes, FICA payments, PERS payments, or other purposes normally associated with an employer-employee relationship from any fees due Consultant. Payments of the above items, if required, are the responsibility of Consultant. Consultant shall indemnify and hold harmless Authority and its elected officials, officers, employees, servants, designated volunteers, and agents serving as independent DocusignEnvelopeID:7073FC18-466F-48D6-877F-F5AA1ADB11A0 Item 1e
Attachment 2
Agreement with EcoMetricx
3 contractors in the role of Authority officials, from any and all liability, damages, claims, costs and expenses of any nature to the extent arising from Consultant’s personnel practices. Authority shall have the right to offset against the amount of any fees due to Consultant under this Agreement any amount due to Authority from Consultant as a result of Consultant’s failure to promptly pay to Authority any reimbursement or indemnification arising under this section.

7. NO RECOURSE AGAINST CONSTITUENT MEMBERS OF AUTHORITY Authority is organized as a Joint Powers Authority in accordance with the Joint Powers Act of the State of California (Government Code Section 6500 et seq.) pursuant to a Joint Powers Agreement dated March 31, 2016, and is a public entity separate from its constituent members. Authority shall solely be responsible for all debts, obligations and liabilities accruing and arising out of this Agreement. Consultant shall have no rights and shall not make any claims, take any actions or assert any remedies against any of Authority’s constituent members in connection with this Agreement.

8. NON-DISCRIMINATION
In the performance of this Agreement, Consultant, and any subconsultant under the Consultant, shall not discriminate against any employee, subcontractor or applicant for employment because of race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information, sexual orientation, military or veteran status, or other basis prohibited by law, except as provided in Government Code section 12940. Consultant shall have responsibility for compliance with this Section.

9. HOLD HARMLESS AND INDEMNIFICATION
A. General Indemnification. To the fullest extent permitted by law, Consultant shall, at its sole cost and expense, defend, hold harmless and indemnify Authority and its elected officials, officers, attorneys, agents, employees, designated volunteers, successors, assigns and those Authority agents serving as independent contractors in the role of Authority officials (collectively “Indemnitees”), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, expenses, judgments, penalties, liens, and losses of any nature whatsoever, including fees of accountants, attorneys, or other professionals and all costs associated therewith and the payment of all consequential damages (collectively “Liabilities”), in law or equity, whether actual, alleged or threatened, which arise out of, are claimed to arise out of, pertain to, or relate to the errors, omissions or willful misconduct of Consultant, its officers, agents, servants, employees, subcontractors, materialmen, consultants or their officers, agents, servants or employees (or any entity or individual that Consultant shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees’ active or passive negligence, except for Liabilities arising from the sole negligence or willful misconduct of the Indemnitees as determined by court decision or by the agreement of the Parties. Consultant shall defend the Indemnitees in any action or actions filed in connection with any Liabilities with counsel of the Indemnitees’ choice, and shall pay all costs and expenses, including all reasonable attorneys’ fees and experts’ costs actually incurred in connection with such defense. Consultant shall reimburse the Indemnitees for any and all reasonable legal expenses and costs incurred by Indemnitees in connection therewith.

DocusignEnvelopeID:7073FC18-466F-48D6-877F-F5AA1ADB11A0 Item 1e
Attachment 2
Agreement with EcoMetricx
4 B. Intellectual Property Indemnification. Consultant hereby certifies that it owns, controls, or licenses and retains all right, title, and interest in and to any intellectual property it uses in relation to this Agreement, including the design, look, feel, features, source code, content, and other technology relating to any part of the services and including all related patents, inventions, trademarks, and copyrights, all applications therefor, and all trade names, service marks, know how, and trade secrets (collectively referred to as “IP Rights”), except as otherwise expressly provided by this Agreement. Consultant warrants that the services to be provided pursuant to this Agreement do not infringe, violate, trespass, or constitute the unauthorized use or misappropriation of any U.S. IP Rights of any third party. Consultant shall indemnify, defend, and hold Indemnitees, harmless from and against any Liabilities by a third party that the services to be provided pursuant to this Agreement infringe or violate any third-party’s IP Rights, provided any such right is enforceable in the United States. Such costs and expenses shall include reasonable attorneys’ fees of counsel of Authority’s choice, expert fees and all other costs and fees of litigation.

C. The acceptance of the services by Authority shall not operate as a waiver of these rights of indemnification. The hold harmless and indemnification provisions of this Section shall apply regardless of whether or not any insurance policies are determined to be applicable to the Liability.

D. Consultant’s indemnifications and obligations under this section shall survive the expiration or termination of this Agreement.

10. INSURANCE
A. General Requirements. On or before the commencement of the term of this Agreement, Consultant shall furnish Authority with certificates showing the type, amount, class of operations covered, effective dates and dates of expiration of insurance coverage in compliance with the requirements listed in Exhibit "D," which is attached hereto and incorporated herein by this reference. Such insurance and certificates, which do not limit Consultant’s indemnification obligations under this Agreement, shall also contain substantially the following statement: "Should any of the above insurance covered by this certificate be canceled or coverage reduced before the expiration date thereof, the insurer affording coverage shall provide thirty (30) days’ advance written notice to the Authority by certified mail, Attention: Chief Executive Officer." Consultant shall maintain in force at all times during the performance of this Agreement all appropriate coverage of insurance required by this Agreement with an insurance company that is acceptable to Authority and licensed to do insurance business in the State of California.

Endorsements naming the Authority as additional insured shall be submitted with the insurance certificates.

D. Subrogation Waiver. Consultant agrees that in the event of loss due to any of the perils for which he/she has agreed to provide comprehensive general and automotive liability insurance, Consultant shall look solely to his/her/its insurance for recovery. Consultant hereby grants to Authority, on behalf of any insurer providing comprehensive general and automotive liability insurance to either Consultant or Authority with respect to the services of Consultant herein, a waiver of any right to subrogation which any such insurer of Consultant may acquire against Authority by virtue of the payment of any loss under such insurance.

E. Failure to Secure or Maintain Insurance. If Consultant at any time during the term hereof should fail to secure or maintain the foregoing insurance, Authority shall be permitted to obtain such insurance in the Consultant's name or as an agent of the Consultant and shall be compensated by the DocusignEnvelopeID:7073FC18-466F-48D6-877F-F5AA1ADB11A0 Item 1e
Attachment 2
Agreement with EcoMetricx
5 Consultant for the costs of the insurance premiums at the maximum rate permitted by law and computed from the date written notice is received that the premiums have not been paid.

F. Additional Insured. Authority, its members, officers, employees and volunteers shall be named as additional insureds under all insurance coverages, except any professional liability insurance, required by this Agreement. The naming of an additional insured shall not affect any recovery to which such additional insured would be entitled under this policy if not named as such additional insured. An additional insured named herein shall not be held liable for any premium, deductible portion of any loss, or expense of any nature on this policy or any extension thereof. Any other insurance held by an additional insured shall not be required to contribute anything toward any loss or expense covered by the insurance provided by this policy.

G. Sufficiency of Insurance. The insurance limits required by Authority are not represented as being sufficient to protect Consultant. Consultant is advised to confer with Consultant's insurance broker to determine adequate coverage for Consultant.

H. Maximum Coverage and Limits. It shall be a requirement under this Agreement that any available insurance proceeds broader than or in excess of the specified minimum Insurance coverage requirements and/or limits shall be available to the additional insureds. Furthermore, the requirements for coverage and limits shall be the minimum coverage and limits specified in this Agreement, or the broader coverage and maximum limits of coverage of any insurance policy or proceeds available to the named insured, whichever is greater.

11. CONFLICT OF INTEREST
Consultant warrants that it, its officers, employees, associates and subcontractors, presently have no interest, and will not acquire any interest, direct or indirect, financial or otherwise, that would conflict in any way with the performance of this Agreement, and that it, its officers, employees, associates and subcontractors, will not employ any person having such an interest. Consultant and its officers, employees, associates and subcontractors, if any, shall comply with all conflict of interest statutes of the State of California applicable to Consultant’s services under this Agreement, including the Political Reform Act (Gov.

Code § 81000, et seq.) and Government Code Section 1090. During the term of this Agreement, Consultant may perform similar services for other clients, but Consultant and its officers, employees, associates and subcontractors shall not, without the Authority Representative’s prior written approval, perform work for another person or entity for whom Consultant is not currently performing work that would require Consultant or one of its officers, employees, associates or subcontractors to abstain from a decision under this Agreement pursuant to a conflict of interest statute. Consultant shall incorporate a clause substantially similar to this section into any subcontract that Consultant executes in connection with the performance of this Agreement. Consultant understands that it may be required to fill out a conflict of interest form if the services provided under this Agreement require Consultant to make certain governmental decisions or serve in a staff Authority, as defined in Title 2, Division 6, Section 18700 of the California Code of Regulations.

DocusignEnvelopeID:7073FC18-466F-48D6-877F-F5AA1ADB11A0 Item 1e
Attachment 2
Agreement with EcoMetricx
6 12. PROHIBITION AGAINST TRANSFERS
Consultant shall not assign, sublease, hypothecate, or transfer this Agreement, or any interest therein, directly or indirectly, by operation of law or otherwise, without prior written consent of Authority.

Any attempt to do so without such consent shall be null and void, and any assignee, sublessee, pledgee, or transferee shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. However, claims for money by Consultant from Authority under this Agreement may be assigned to a bank, trust company or other financial institution and Consultant may also assign this Agreement in the context of a LLC conversion, re-incorporation or re-organization, third party merger or sale of business or sale of all or substantially all of Consultant’s assets provided the third party assignee assumes all of the responsibilities and liabilities of the Agreement that were agreed to by Consultant and notice is provided to Authority within thirty days of assignment, without prior written consent. Written notice of such assignments shall be promptly furnished to Authority by Consultant.

The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Consultant, or of the interest of any general partner or joint venturer or syndicate member or cotenant, if Consultant is a partnership or joint venture or syndicate or cotenancy, which shall result in changing the control of Consultant, shall be construed as an assignment of this Agreement. Control means fifty percent (50%) or more of the voting power of the corporation.

13. SUBCONTRACTOR APPROVAL
Unless prior written consent from Authority is obtained, only those persons and subcontractors whose names are attached to this Agreement shall be used in the performance of this Agreement.

In the event that Consultant employs subcontractors, such subcontractors shall be required to furnish proof of workers’ compensation insurance and shall also be required to carry general, automobile and professional liability insurance in substantial conformity to the insurance carried by Consultant. In addition, any work or services subcontracted hereunder shall be subject to each provision of this Agreement.

Consultant agrees to include within their subcontract(s) with any and all subcontractors the same requirements and provisions of this Agreement, including the indemnity and insurance requirements, to the extent they apply to the scope of the subcontractor’s work. Subcontractors hired by Consultant shall agree to be bound to Consultant and Authority in the same manner and to the same extent as Consultant is bound to Authority under this Agreement. Subcontractors shall agree to include these same provisions within any sub-subcontract. Consultant shall provide a copy of the Indemnity and Insurance provisions of this Agreement to any subcontractor. Consultant shall require all subcontractors to provide valid certificates of insurance and the required endorsements prior to commencement of any work and will provide proof of compliance to Authority.

DocusignEnvelopeID:7073FC18-466F-48D6-877F-F5AA1ADB11A0 Item 1e
Attachment 2
Agreement with EcoMetricx
7 14. REPORTS
A. Each and every report, draft, work product, map, record and other document, hereinafter collectively referred to as "Report", reproduced, prepared or caused to be prepared by Consultant pursuant to or in connection with this Agreement, shall be the exclusive property of Authority. Consultant shall not copyright any Report required by this Agreement and shall execute appropriate documents to assign to Authority the copyright to Reports created pursuant to this Agreement. Any Report, information and data acquired or required by this Agreement shall become the property of Authority, and all publication rights are reserved to Authority. Consultant may retain a copy of any Report furnished to the Authority pursuant to this Agreement.

B. All Reports prepared by Consultant may be used by Authority in execution or implementation of: (1) The original project for which Consultant was hired; (2) Completion of the original project by others; (3) Subsequent additions to the original project; and/or (4) Other Authority projects as Authority deems appropriate in its sole discretion.

C. Consultant shall, at such time and in such form as Authority may require, furnish reports concerning the status of services required under this Agreement.

D. All Reports shall also be provided in electronic format, both in the original file format (e.g., Microsoft Word) and in PDF format.

E. No Report, information or other data given to or prepared or assembled by Consultant pursuant to this Agreement that has not been publicly released shall be made available to any individual or organization by Consultant without prior approval by Authority.

F. Authority shall be the owner of and shall be entitled upon request to immediate possession of accurate reproducible copies of Reports or other pertinent data and information gathered or computed by Consultant prior to termination of this Agreement or upon completion of the work pursuant to this Agreement.

15. RECORDS
Consultant shall maintain complete and accurate records with respect to costs, expenses, receipts and other such information required by Authority that relate to the performance of services under this Agreement, in sufficient detail to permit an evaluation of the services and costs. All such records shall be clearly identified and readily accessible. Consultant shall provide free access to such books and records to the representatives of Authority or its designees at all proper times upon reasonable advance written notice from Authority, and gives Authority the right to reasonably examine and audit same, and to make transcripts therefrom as necessary, and to allow reasonable inspection of all work, data, documents, proceedings and activities related to this Agreement. Such records, together with supporting documents, shall be maintained for a minimum period of five (5) years after Consultant receives final payment from Authority for all services required under this agreement.

DocusignEnvelopeID:7073FC18-466F-48D6-877F-F5AA1ADB11A0 Item 1e
Attachment 2
Agreement with EcoMetricx
8 16. PARTY REPRESENTATIVES
The Chief Executive Officer (“Authority Representative”) shall represent the Authority in all matters pertaining to the services to be performed under this Agreement. The Chief Operating Officer (Consultant Representative”) shall represent Consultant in all matters pertaining to the services to be performed under this Agreement.

17. CONFIDENTIAL INFORMATION AND DOCUMENTS
A. Consultant covenants that all data, reports, documents, discussion, or other information (collectively “Data”) developed or received by Consultant or provided for performance of this Agreement are deemed confidential and shall not be disclosed or released by Consultant without prior written authorization by Authority. Authority represents that all Data received by Consultant from Authority or to which Consultant was provided access to by Authority will not contain any trade secrets or proprietary property of any third party without the need for any third party consent or approvals not yet obtained or that providing such Data to Consultant violates the privacy rights of any third party Authority shall grant such authorization if applicable law requires disclosure. Consultant, its officers, employees, agents, or subcontractors shall not without written authorization from the Authority Representative or unless requested in writing by the Authority’s General Counsel, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement or relating to any project or property located within the Authority.

Response to a subpoena or court order shall not be considered “voluntary,” provided Consultant gives Authority notice of such court order or subpoena. Consultant shall obtain and maintain SOC II, Type II certification no later than September 17, 2026.

B. Consultant shall promptly notify Authority should Consultant, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder or with respect to any project or property located within the Authority. Authority may, but has no obligation to, represent Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with Authority and to provide Authority with the opportunity to review any response to discovery requests provided by Consultant. However, Authority’s right to review any such response does not imply or mean the right by Authority to control, direct or rewrite the response.

C. It is understood that Authority is subject to the California Public Records Act (Gov. Code § 7920.000 et seq.). If a request under the California Public Records Act is made to view any documents Consultant provided to Authority, Authority shall notify Consultant of the request and the date that such records will be released to the requester unless Consultant obtains a court order enjoining that disclosure.

If Consultant fails to obtain a court order enjoining that disclosure, Authority will release the requested information on the date specified.

D. In the event Authority gives Consultant written notice of a “litigation hold” or request under the Public Records Act, then as to all data identified in such notice or request, Consultant shall, at no additional cost to Authority, isolate and preserve all such data pending receipt of further direction from the Authority.

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9 E. Consultant warrants it shall NOT ever have access (or require access) to personally identifiable information or confidential data to fulfill the terms of this Agreement, and Consultant shall provide the Python scripts SVCE will require to anonymize any data.

F. Consultant’s covenants under this section shall survive the expiration or termination of this Agreement.

18. NOTICES
Any notice, consent, request, demand, bill, invoice, report or other communication required or permitted under this Agreement shall be in writing and conclusively deemed effective: (a) on personal delivery, (b) on confirmed delivery by courier service during Consultant’s and Authority’s regular business hours, or (c) three Business Days after deposit in the United States mail, by first class mail, postage prepaid, and addressed to the Party to be notified as set forth below:

NOTICES TO AUTHORITY:
333 W. El Camino Real
Suite 330
Sunnyvale CA 94087
Attention: Chief Executive Officer
INVOICES TO AUTHORITY:
[email protected]
TO CONSULTANT:

EcoMetricx, LLC
591 Rockefeller
Irvine CA 92612
Attention: Chief Operating Officer

19. TERMINATION
Except in the case of a Force Majeure Event, in the event either party fails or refuses to perform any of the provisions pertaining to that party’s obligations at the time and in the manner required hereunder, upon written notice received from the non-breaching party, the party alleged to have breached the Agreement shall be deemed in default in the performance of this Agreement. If the alleged breaching party fails to cure the default within the time specified (which shall be determined by the non-DocusignEnvelopeID:7073FC18-466F-48D6-877F-F5AA1ADB11A0 Item 1e
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10 breaching party but shall be not less than 10 days) and according to the requirements set forth in the non-breaching party’s written notice of default, and in addition to any other remedy available to the non-breaching party by law, the non-breaching party Representative may terminate the Agreement by giving the alleged breaching party written notice thereof, which shall be effective immediately. Each party Representative shall also have the option, at its sole discretion and without cause, of terminating this Agreement by giving seven (7) calendar days' prior written notice to the other party as provided herein. Upon receipt of any notice of termination, the party receiving notice of termination shall immediately discontinue performance.

In the event of Authority’s termination of this Agreement due to no fault or failure of performance by Consultant, Authority shall pay Consultant for services satisfactorily performed up to the effective date of termination. Upon termination, Consultant shall immediately deliver to the Authority any and all copies of studies, sketches, drawings, computations, and other material or products, whether or not completed, prepared by Consultant or given to Consultant, in connection with this Agreement. Such materials shall become the property of Authority. Consultant shall have no other claim against Authority by reason of such termination, including any claim for compensation.

20. COMPLIANCE WITH LAWS
Each party shall keep itself informed of and shall comply with all applicable federal, state and local laws, ordinances, codes, regulations and requirements which may, in any manner, affect those employed by either party or in any way affect the performance of Consultant’s services pursuant to this Agreement.

Consultant shall, at all times, observe and comply with all such laws and regulations, including, but not limited to the Americans with Disabilities Act, the Stored Communications Act, 18 U.S.C. Section 2701, et seq., California Civil Code Sections 1798.80 through 1798.84, and the California Consumer Privacy Act, Civil Code Section 1798.100 et seq. Authority, and its officers and employees, shall not be liable at law or in equity by reason of the failure of the Consultant to comply with this paragraph.

Consultant represents and agrees that all personnel engaged by Consultant in performing services are and shall be fully qualified and are authorized or permitted under state and local law to perform such services. Consultant represents and warrants to Authority that it has all licenses, permits, certificates, qualifications, and approvals required by law to provide the services and work required to perform services under this Agreement, including a business license. Consultant further represents and warrants that it shall keep in effect all such licenses, permits, and other approvals during the term of this Agreement.

21. CONFLICT OF LAW
This Agreement shall be interpreted under, and enforced by the laws of the State of California.

The Agreement and obligations of the Parties are subject to all valid laws, orders, rules, and regulations of the authorities having jurisdiction over this Agreement (or the successors of those authorities). Any suits brought pursuant to this Agreement shall be filed with the Superior Court of the County of Santa Clara, State of California.

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11 22. ADVERTISEMENT
Consultant shall not post, exhibit, display or allow to be posted, exhibited, displayed any signs, advertising, show bills, lithographs, posters or cards of any kind pertaining to the services performed under this Agreement unless prior written approval has been secured from Authority to do otherwise.

23. WAIVER
A waiver by either Party of any breach of any term, covenant, or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained herein, whether of the same or a different character.

24. AUTHORITY
The individual(s) executing this Agreement represent and warrant that they have the legal Authority and authority to do so on behalf of their respective legal entities.

25. INSERTED PROVISIONS
Each provision and clause required by law to be inserted into the Agreement shall be deemed to be enacted herein, and the Agreement shall be read and enforced as though each were included herein. If through mistake or otherwise, any such provision is not inserted or is not correctly inserted, the Agreement shall be amended to make such insertion on application by either Party.

26. CAPTIONS AND TERMS
The captions in this Agreement are for convenience only, are not a part of the Agreement and in no way affect, limit or amplify the terms or provisions of this Agreement.

27. AUTHORITY’S RIGHTS TO EMPLOY OTHER CONSULTANTS
Authority reserves the right to employ other consultants in connection with the subject matter of the Scope of Services.

28. EXHIBITS
The Exhibits referenced in this Agreement are attached hereto and incorporated herein by this reference as though set forth in full in the Agreement. If any inconsistency exists or arises between a provision of this Agreement and a provision of any exhibit, or between a provision of this Agreement and a provision of Consultant’s proposal, the provisions of this Agreement shall control.

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12 29. FORCE MAJEURE
Consultant shall not be liable for any failure to perform its obligations under this Agreement if Consultant presents acceptable credible evidence that such failure was due to acts of God, embargoes, inability to obtain labor or materials or reasonable substitutes for labor or materials, governmental restrictions, governmental regulations, governmental controls, judicial orders, enemy or hostile governmental action, civil commotion, fire or other casualty, or other causes beyond Consultant’s reasonable control and not due to any act by Consultant.

30. FINAL PAYMENT ACCEPTANCE CONSTITUTES RELEASE
The acceptance by Consultant of the final payment made under this Agreement shall operate as and be a release of Authority from all claims and liabilities for compensation to Consultant for anything done, furnished or relating to Consultant’s work or services. Acceptance of payment shall be any negotiation of Authority’s check or the failure to make a written extra compensation claim within ten calendar days of the receipt of that check. However, approval or payment by Authority shall not constitute, nor be deemed, a release of the responsibility and liability of Consultant, its employees, subcontractors and agents for the accuracy and competency of the information provided and/or work performed; nor shall such approval or payment be deemed to be an assumption of such responsibility or liability by Authority for any defect or error in the work prepared by Consultant, its employees, subcontractors and agents.

31. ATTORNEY FEES
In any litigation or other proceeding by which a Party seeks to enforce its rights under this Agreement (whether in contract, tort or both) or seeks a declaration of any rights or obligations under this Agreement, the prevailing Party shall be entitled to recover all reasonable attorneys’ fees, experts’ fees, and other costs actually incurred in connection with such litigation or other proceeding, in addition to all other relief to which that Party may be entitled.

32. SEVERABILITY
If any provision in this Agreement is held by a court of competent jurisdiction to be illegal, invalid, void, or unenforceable, the remaining provisions will nevertheless continue in full force without being impaired or invalidated in any way.

33. SUCCESSORS AND ASSIGNS
The terms and conditions of this Agreement shall be binding on the successors and assigns of the Parties to this Agreement.

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13 34. NO THIRD PARTY BENEFICIARIES INTENDED
This Agreement is made solely for the benefit of the Parties to this Agreement and their respective successors and assigns, and no other person or entity may have or acquire a right by virtue of this Agreement.

35. COUNTERPARTS; FACSIMILE/PDF/ELECTRONIC SIGNATURE
This Agreement may be executed in multiple counterparts, all of which shall be deemed an original, and all of which will constitute one and the same instrument. The Parties agree that a facsimile, PDF or electronic signature may substitute for and have the same legal effect as the original signature.

36. DRAFTING PARTY
This Agreement shall be construed without regard to the Party that drafted it. Any ambiguity shall not be interpreted against either Party and shall, instead, be resolved in accordance with other applicable rules concerning the interpretation of contracts.

37. ENTIRE AGREEMENT
This Agreement (including any Exhibits referenced herein) is the final, complete and exclusive agreement between the parties with respect to the subject matter hereof and supersedes and merges all prior contemporaneous representations, discussions, proposals, negotiations, conditions, communications and agreements, whether written or oral, between the parties relating to the subject matter hereof and all past course of dealing or industry custom. Any modification of this Agreement will be effective only by a written document signed by both Authority and Consultant.

38. ACCEPTANCE OF DELIVERABLES.

After User Acceptance Testing is complete, if there are any deliverables identified in the Agreement that are to be developed for and delivered to Authority in connection with the performance of services by Consultant under this Agreement, Authority shall have ten (10) business days from its receipt of any deliverable developed by Consultant and delivered for use by Authority in performance of the services (“Deliverable”) to review and evaluate such Deliverable to determine whether the Deliverable meets the written expectations or requirements (collectively “Specifications”) for that Deliverable as set forth in the Agreement. If no written rejection is given to Consultant by Authority within ten (10) business days following Authority’s receipt of such Deliverable, such Deliverable shall be deemed accepted. If Authority does not accept such Deliverable, Authority shall provide Consultant with a detailed written description of the inaccuracies, inadequacies, inconsistencies, defects, deficiencies or other problems in the Deliverable that led to the rejection. Consultant shall use commercially reasonable efforts to correct any such rejected Deliverable. Consultant shall not be responsible for any delays in the delivery schedule identified in the Agreement (“Delivery Schedule”) that are caused by Authority. Deliverables submitted prior to User Acceptance Testing are not subject to the review process described above.

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14 39. WARRANTY DISCLAIMER

EXCEPT FOR THE WARRANTIES EXPRESSLY SET FORTH IN THE AGREEMENT, CONSULTANT

MAKES NO OTHER WARRANTIES, EITHER EXPRESS OR IMPLIED, UNDER THE AGREEMENT, INCLUDING

WITHOUT LIMITATION, THE CONDITION OF THE SERVICES, WORK PRODUCT OR DELIVERABLES

PROVIDED THEREIN, AND EXCEPT AS EXPRESSLY STATED IN THE AGREEMENT, CONSULTANT EXPRESSLY

DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE,

ANY WARRANTIES OF NEED, TITLE OR ACCURACY AND ALL WARRANTIES OF NON-INFRINGEMENT OR

OTHER VIOLATION OF THIRD PARTY RIGHTS INCLUDING ANY WARRANTY THAT MAY ARISE FROM THE COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE.

40. LIMITATION OF LIABILITY.

To the extent permitted by applicable law, in no event will either Party be liable to the other Party under any legal theory for any special, indirect, consequential, exemplary or incidental damages, however caused, arising from or relating to the Agreement, even if such Party has been advised of the possibility of such damages. In addition, except for Consultant’s indemnification obligations expressly set forth in the Agreement, Consultant’s liability under the Agreement shall not exceed the total amounts of insurance required to be maintained by Consultant under the Agreement. Consultant shall not be liable for any deficiency in performing the services if such deficiency results from a failure by Authority to reasonably cooperate with Consultant or failure of Authority to provide reasonable access to its relevant systems so that Consultant can perform the services. Each Party acknowledges that the limitations of liability herein are a fundamental part of the basis of the bargain hereunder, and neither Party would have entered into this Agreement absent such limitations.

IN WITNESS WHEREOF, the Parties have caused the Agreement to be executed as of the date set forth above.

RECOMMENDED FOR APPROVAL
Scott Wrigglesworth, Director, Risk Management & Analytics

CONSULTANT NAME

ECOMETRICX, LLC
By: __________________________
Name: MARTYN FRICKER
Title: CHIEF OPERATING OFFICER
Date:

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> Signed by:

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> Signed by:
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15 SILICON VALLEY CLEAN ENERGY

AUTHORITY
A Joint Powers Authority
By: _________________
Name: Monica Padilla
Title: Chief Executive Officer
Date:

APPROVED AS TO FORM:

Counsel for Authority
ATTEST:

Authority Clerk
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x DocuSigned by:
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x DocuSigned by:
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x DocuSigned by:
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16 Exhibit A
Scope of Services
This Statement of Work is entered into as of this 14th day of AUGUST, 2025, by and between EcoMetricx, LLC (“Consultant”) and the Silicon Valley Clean Energy Authority (“Authority”) under the terms and conditions of that certain Authority’s Standard Consultant Agreement dated 14 AUGUST, 2025 by and between Consultant and Authority (“Agreement”). Any term that is not defined herein shall have the meaning set forth in the Agreement.

Description of the Requirement
Below are the Authority’s requirements for the services. A full description of these requirements can be found in the Cloud Infrastructure Implementation Partner RFP document.

The Authority seeks services to implement and maintain data architecture which centralizes its data warehousing, data analytics, and reporting needs across the organization. Specifically, the Authority intends to integrate its existing data systems into a central repository hosted in Google Cloud Platform (GCP), to be referred to internally as RADaR.

Current State
Demand-side data systems: DAISY, or svce-demand, is the Authority’s existing data platform hosted in GCP. DAISY contains 4 core GCS buckets, one BQ project, and dashboards within Looker Studio. Permissions to the GCP project are managed using tiered Google Groups, where a subset of Authority staff (Power Users) have access to directly querying and developing in the project. DAISY is currently being developed in partnership with a vendor through September 2025, at which point it will be transitioned over to the Authority.

Supply-side data systems: The organization of data in the supply side consists of a contract management software (Adapt2), a risk and portfolio modeling software (Ascend: PowerSIMM), a load forecasting software (Itron), in-house models, and a range of disparate Excel scripts. There is limited DocusignEnvelopeID:7073FC18-466F-48D6-877F-F5AA1ADB11A0 Item 1e
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CURRENT - SVCE Core Data System Architecture - Simplified Illustration 17 automation among these platforms and most data transfers are manual. The contract management software serves as a source of truth for contracts, counterparty credit ratings, their historical data, and settlements/ associated meter data. The modeling software uses contract data, including historical performance of a contract, and provides modeled outputs of financial scenarios. See tables below for more detailed information on supply-side workflows.

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18 Workflows Inputs Outputs
Dependent Processes
Process Medium
Update Frequency Priority
Risk Oversight Committee Reporting 8 2 0 Excel Daily 1Budget Formation 6 1 0 Excel Daily 1Load Forecasting 6 1 5 Itron
Software Quarterly 1
Internal Analytics Engine 5 0 1 Python Daily 1Renewable Portfolio Standard Compliance 5 3 0 Ascend
Software Quarterly 1
External Portfolio Modeling 4 6 5 Excel Bi-Weekly 1Internal Net Revenue Modeling 4 1 2 Excel Daily 1Organization Financial Stress Testing 3 3 0 Excel Daily 1Projected vs Actuals Clean Energy Position 14 1 0 Excel Daily 2Bilateral Settlements with Contract Counterparty 10 2 0 Excel Monthly 2Resource Adequacy Report 4 1 0 Excel Monthly 2RA Obligation Report 4 4 0 Excel Monthly 2Renewable Contract Report 4 1 0 Excel Quarterly 2CAISO Shadow Settlements 3 1 0 Adapt2
Software Daily 2
Counter Party Credit Report 3 2 1 Excel Daily 3Slice of Day Resource Adequacy (RA) Unknown Unknown Unknown Excel Daily 3Climate Registry Information System 4 1 0 Excel Quarterly 4Historic Customer Data Report 3 1 0 Excel Ad-Hoc 4RA Contract Report 2 1 0 Excel Ad-Hoc 4Retail Sales Report 1 1 0 Excel Ad-Hoc 4Number of Unique Inputs 66Business Process Data Workflow Input Count Input Data Source Repository Format Process Medium Output Data Settlements CAISO Shadow Settlements Prices CAISO Adapt2 SQL Database Adapt2 Settled CAISO Data DocusignEnvelopeID:7073FC18-466F-48D6-877F-F5AA1ADB11A0 Item 1e
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19 CAISO
Shadow
Settlements
CAISO Shadow
Settlements Meter Data CAISO Adapt2 SQL Database
CAISO Shadow
Settlements
CAISO Settlements CAISO Adapt2 SQL Database
Bilateral
Settlements
with
Contract
Counterparty
Bilateral Settlements
with Contract
Counterparty
Prices CAISO Adapt2 SQL Database
Excel
Settled Contract Data
Bilateral Settlements
with Contract
Counterparty
Meter Data CAISO Adapt2 SQL Database Supplier Invoices
Bilateral Settlements
with Contract
Counterparty
CAISO Settlements CAISO Adapt2 SQL Database
Bilateral Settlements
with Contract
Counterparty
Outage Data CAISO Adapt2 SQL Database
Bilateral Settlements
with Contract
Counterparty
RECs WREGIS Adapt2 SQL Database
Bilateral Settlements
with Contract
Counterparty
Contracted Products Adapt2 Adapt2 SQL Database
Bilateral Settlements
with Contract
Counterparty
RA Invoice Supplier Box Excel File
Bilateral Settlements
with Contract
Counterparty
IST Invoice Supplier Box Excel File
Bilateral Settlements
with Contract
Counterparty
Carbon Free Invoice Supplier Box Excel File
Bilateral Settlements
with Contract
Counterparty
REC Invoice Supplier Box Excel File
Un-Integrated Un-Integrated Telemetry CAISO None None Un-Integrated Schedules CAISO None None Financial
Modeling
External Portfolio
Modeling
External Portfolio
Modeling
Contracted Products Adapt2 Adapt2 SQL Database Ascend Ascend Prices External Portfolio Modeling Broker Quotes Various; Email Box Excel File Ascend Hourly Power Position DocusignEnvelopeID:7073FC18-466F-48D6-877F-F5AA1ADB11A0 Item 1e
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20 External Portfolio
Modeling
NP-15 Monthly Forward Energy Prices
CAISO Box CSV Ascend Hourly RA Position
External Portfolio
Modeling Load Forecast Load Forecasting Box Excel File
Ascend Stochastic ForwardsBESS Net Revenue OptimizationMin Margin of Over Procurement Internal
Analytics
Engine
Internal Analytics Engine Contracted Products Adapt2 Adapt2 SQL Database Internal
Python
Model
IAE Analysis
Internal Analytics Engine Consultant Built Revenue Model Consultants Box Excel FileInternal Analytics Engine NP-15 Monthly Forward Energy Prices
CAISO Box CSV
Internal Analytics Engine Load Forecast Load Forecasting Box Excel FileInternal Analytics Engine Ascend Stochastic Forwards External Portfolio Modeling Box Excel File Risk
Oversight
Committee
Reporting
Risk Oversight
Committee Reporting
Credit Guidance Limits Unsure
Excel
Weekly Risk Oversight Committee Report
Risk Oversight
Committee Reporting
Contract Credit Limits Adapt2 Adapt2 SQL Database
Monthly Risk Oversight Committee Report
Risk Oversight
Committee Reporting
Internal Credit Limit Policies (ERMP)
Board Approved Document Adapt2 SQL Database
Risk Oversight
Committee Reporting Credit Ratings Moody's Adapt2 SQL Database Risk Oversight
Committee Reporting Ascend Prices External Portfolio Modeling Box Excel File Risk Oversight
Committee Reporting
Ascend Hourly Power Position
External Portfolio Modeling Box Excel File
Risk Oversight
Committee Reporting
Internal Net Revenue Model
Internal Net Revenue Modeling Box Excel File
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21 Risk Oversight
Committee Reporting
Hedge Percentages
Load Resource Balance Box Excel File
Internal Net
Revenue
Modeling
Internal Net Revenue
Modeling
BESS Net Revenue Optimization
External Portfolio Modeling Box Excel File
Excel
Internal Net Revenue Model
Internal Net Revenue
Modeling IAE Analysis Internal Analytics Engine Box CSV Internal Net Revenue
Modeling Investments MTM Unknown Box Excel File
Internal Net Revenue
Modeling POLR CPUC Box Excel File
Counter
Party Credit
Report
Counter Party Credit
Report
Contract Credit Limits Adapt2 Adap2 SQL Database
Adapt2
Counter Party Credit Report
Counter Party Credit
Report
Internal Credit Limit Policies (ERMP)
Board Approved Document Adapt2 SQL Database Counter Party Credit Outflow Counter Party Credit
Report Credit Ratings Moody's Adapt2 SQL Database
Organization
Financial
Stress
Testing
Organization Financial
Stress Testing
Ascend Stochastic Forwards Ascend Box Excel File
Excel
Days Cash on Hand
Organization Financial
Stress Testing
Counter Party Credit Outflow
Counter Party Credit Report Box Excel File Reserve Predictions Organization Financial
Stress Testing
Net Revenue at Scenario
Budget
Formation
Budget Formation Days Cash on Hand Stress Testing Box Excel File Excel
Budget
Budget Formation Reserve Projections Stress Testing Box Excel FileBudget Formation Net Revenue at Scenario Stress Testing Box Excel FileBudget Formation Internal Net Revenue Model Internal Net Revenue Modeling Box CSVBudget Formation Operating Expenses Operational Data Box Excel FileBudget Formation Program Spending Operational Data Box Excel File Positions Load Forecasting Load Forecasting Historical Customer Sales by Class Demand Side DAISY Data DAISY Big Query Table Itron Load Forecast DocusignEnvelopeID:7073FC18-466F-48D6-877F-F5AA1ADB11A0 Item 1e
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22 Load Forecasting
Historical Customer Counts by Class
Demand Side DAISY Data DAISY Big Query Table
Load Forecasting
Historic Energy Technology Adoption
Demand Side DAISY Data DAISY Big Query Table
Load Forecasting
Forecasted Energy Technology Adoption
Regulator Provided Data Box Excel
Load Forecasting Historic Load (Google) Demand Side DAISY Data DAISY Big Query TableLoad Forecasting Historic Weather Data Demand Side DAISY Data/R Package DAISY Big Query Table Slice of Day Resource Adequacy (RA)
Slice of Day Resource Adequacy (RA)
Slice of Day RA Position
Projected vs
Actuals
Clean
Energy
Position
Projected vs Actuals
Clean Energy Position Contract Data Adapt2 Adapt2 SQL Database Excel
Clean Position
Projected vs Actuals
Clean Energy Position
RPS Compliant Contract Compliance Process Box Excel
Projected vs Actuals
Clean Energy Position
Generation Forecast Box Excel
Projected vs Actuals
Clean Energy Position Meter Data CAISO Adapt2 SQL Database Projected vs Actuals
Clean Energy Position WREGIS RECs WREGIS Adapt2 SQL Database Projected vs Actuals
Clean Energy Position
Contracted Generation Box Excel
Projected vs Actuals
Clean Energy Position Supplier Invoices Bilateral Settlements Box Excel Projected vs Actuals
Clean Energy Position
Settled CAISO Data
Shadow Settlements Box Excel
Projected vs Actuals
Clean Energy Position
Settled Contract Data
Bilateral Settlements Box Excel
Projected vs Actuals
Clean Energy Position
T+52/70 Estimated Load Calpine Box Excel
Projected vs Actuals
Clean Energy Position
T+7/9 Estimated Load CAISO Box Excel
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23 Projected vs Actuals
Clean Energy Position Load Forecast Load Forecasting Box Excel Projected vs Actuals
Clean Energy Position Retail Sales Demand Side DAISY Data DAISY Big Query Table Projected vs Actuals
Clean Energy Position Clean Target Board Approved Document Box Excel Compliance
Resource
Adequacy
Report
Resource Adequacy Report
RA Load Forecast Template CPUC Box Excel
Excel
PS-23 Report
Resource Adequacy Report
Historic Month Hour Peak Load CAISO Box Excel
Resource Adequacy Report RA Load Forecast Itron Box ExcelResource Adequacy Report Historic Load Demand Side DAISY Data DAISY Big Query Table Historic
Customer
Data Report
Historic Customer Data Report Historic Load Demand Side DAISY Data DAISY Big Query Table Excel
PS-21 Report
Historic Customer Data Report DA Data Demand Side DAISY Data DAISY Big Query TableHistoric Customer Data Report Customer Count Data
Demand Side DAISY Data DAISY Big Query Table
RA
Obligation
Report
RA Obligation Report RA Contract Data Adapt2 Adapt2 SQL Database Excel
PS-24 Report CAISO
RA Obligation Report RA Year Ahead Template CPUC Box Excel PS-24 Report CPUCRA Obligation Report RA Month Ahead Template` CPUC Box Excel PS-25 Report CAISORA Obligation Report Counter Party Obligation Confirm
Email Box Excel PS-25 Report CPUC
RA Contract
Report
RA Contract Report RA Contract Data Adapt2 Adapt2 SQL Database Excel PS-11 ReportRA Contract Report Non-RPS Deals Adapt2 Adapt2 SQL Database Renewable
Contract
Report
Renewable Contract Report Load Forecast Load Forecasting Box Excel Excel
PS-17 Report
Renewable Contract Report Contract Data Adapt2 Adapt2 SQL DatabaseRenewable Contract Report REC + Term WREGIS Adapt2 SQL DatabaseRenewable Contract Report Retail Sales Demand Side DAISY Data DAISY Big Query Table DocusignEnvelopeID:7073FC18-466F-48D6-877F-F5AA1ADB11A0 Item 1e
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24 Retail Sales Report Retail Sales Report Retail Sales Demand Side DAISY Data DAISY Big Query Table Cal- EGGRT PCL Report Climate
Registry
Information
System
Climate Registry Information System Retail Sales Demand Side DAISY Data DAISY Big Query Table Excel
PS-03 Report
Climate Registry Information System Contract Data Adapt2 Adapt2 SQL DatabaseClimate Registry Information System Supplier Invoices Bilateral Settlements Box ExcelClimate Registry Information System Green Prime/ Green Start Internal Tracker Box Excel
Renewable
Portfolio
Standard
Compliance
Renewable Portfolio Standard Compliance
Min Margin of Over Procurement
External Portfolio Modeling Box Excel File
Excel
IRP Remediation Plan Data
Renewable Portfolio Standard Compliance Load Forecast Load Forecasting Box Excel RPS Compliance Report
Renewable Portfolio Standard Compliance Retail Sales Demand Side DAISY Data DAISY Big Query Table RPS Portfolio %Renewable Portfolio Standard Compliance WREGIS RECs WREGIS Adapt2 SQL DatabaseRenewable Portfolio Standard Compliance Contract Data Adapt2 Adapt2 SQL Database DocusignEnvelopeID:7073FC18-466F-48D6-877F-F5AA1ADB11A0 Item 1e
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25 Other tools and applications: In addition to the data systems above, the Authority leverages box for file storage, Excel/Python/R for data analysis, ArcGIS Pro for mapping and spatial analysis, Github for version control, and is transitioning to PowerBI for reports and dashboards.

Future State – RADaR
RADaR will consist of three GCP projects: svce-demand, svce-supply, and svce-core. • svce-demand: Also known as DAISY, this is the Authority’s existing GCP project containing primarily demand-side data. Includes Google Cloud Storage (GCS) buckets, BigQuery tables, ETL systems, pre-made queries and routines, and documentation. • svce-supply: This will be a new GCP project containing data for the Authority’s “supply-side”3 business functions such as deal capture, energy trading and risk management, portfolio management, compliance. Vendor will develop ETL systems to ingest data from various software into GCS and BigQuery.
• svce-core: This will be a new GCP project that brings together summarized data from svce-demand and svce-supply for reporting and analytics across the two sides of business. It will also house data that are utilized by both sides of the business (e.g. settlement-quality load data, weather data, rates data).

Goals
Broadly speaking, the Authority seeks to build RADaR to unify data, analytics, and reporting across the demand- and supply-sides of its business. This will ensure a single source of truth for common datasets such as electricity load, enhance the Authority’s analytics capabilities, and set organization-wide standards for documentation, version control, user permissions, and data security.

The goal of this project is to develop a solution that the Authority can manage and develop internally with a lean maintenance effort. In order for the Authority to quickly transition to internal management and development, the Authority would like to be a passenger to the development carried out by the Consultant.

With these goals in mind, the Authority seeks an implementation partner that is flexible in order to adapt to existing and new data architecture standards, as well as communicative and transparent throughout the development process. The Authority will be given full ownership over the code developed during this project.

Minimum Functionality Requirements
Below are elements that the Authority considers to be essential to RADaR implementation:

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FUTURE - SVCE Core Data System Architecture - Simplified Illustration 26 Version Control. The combined architecture system should be considered a production-level operational system. As such, all production processes should be subject to version control using a tool or application such as Github. Every piece of code or logic that performs a production-level function should be protected through version control, and the various previous versions should be tracked. This will ensure a level of disaster recovery, along with the ability to debug and recover from failures quickly and efficiently.

Data Versioning. Given the nature of CCA operations and the variable nature of load data, tracking the version of various datasets and outputs is critical. The solution should support tracking of data versioning.

Logs and Tracking. Production processes should be coded to provide minimum logging of events and checkpoints to facilitate debugging. The logging can be in the form of log files stored in Compute Engines, logs stored in Big Query or even logs that use the native GCP logging function, or a combination of the above (depending on the complexity and level of logging required).

Access Control and Permissions. Ensure proper access control and permissions, particularly for access of Personally Identifiable Information (PII) stored in its systems.

The solutions should utilize the Authority’s single sign-on authentication. A least privileged approach will be taken for direct database access with controls for each level of the architecture, such as:
• GCP projects to segregate data across business functions. • GCP buckets to further segregate different data sets in GCS. • Access control policies in BQ that support dataset, and even row and column level access policies, as necessary.

There should be user groups for specific business roles making it easy for the Authority to manage their access control internally.

Data Protection
• Security/Compliance:
o The Authority must adhere to:
▪ California Consumer Privacy Act (CCPA, https://oag.ca.gov/privacy/ccpa) for Customer Data.
▪ North American Electric Reliability Corporation (NERC, https://www.nerc.com/pa/Stand/Pages/default.aspx) in dissemination and display of market information.
▪ Publicly shared data must adhere to the CPUC 15 x15 privacy rule. o SOC2 compliance is required subject to the terms and conditions in the agreement. • Encryption at rest and in-transit.
• Disaster Recovery
o Recovery Point Objective (RPO): <1 day data loss, or other recommended option from the Authority’s original Request for Proposal (RFP).
o Recovery Time Objective (RTO): hours, or other recommended option from the Authority’s original RFP.

Documentation. A key aspect of an easily maintainable system will be documentation. An intranet of information about the system, architecture diagrams, table structures, naming conventions, FAQs, in-built functions, etc. will help the Authority operate and understand the built solution. Similarly rich code documentation can be part of the co-development process to facilitate a stable understanding of the code base. Documentation should be considered an evolving process, with requirements documents leading to design specifications leading to user documentation. If the documentation is DocusignEnvelopeID:7073FC18-466F-48D6-877F-F5AA1ADB11A0 Item 1e
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Agreement with EcoMetricx
27 developed in this manner, and not relegated to the end, or developed in silos, then it makes the documentation effort much more manageable.

Co-Development. A consistent schedule of code walkthroughs during development both before and after implementation will allow the Authority to be educated and familiar with the code base. The Authority will take responsibility on some development pipelines, adapting code developed by the Consultant. A high-fidelity understanding of and participation in development will allow for a smooth transition to internal management and development of the built solution.

Proposed high-level scope of work
The proposed work for RADaR is organized into the following two tasks:

Task 1: Implementation.

Task 2 (Optional): Ongoing Services.

Each of these tasks, their anticipated deliverables and services, and target schedule are described below. (Note that Exhibit B sets out timescales for Consultant delivery of Task 1).

Task 1: RADaR Implementation

1. Authority data systems review
a. Review existing systems, including:
i. svce-demand (DAISY) project in GCP
ii. Github repository
iii. PowerSIMM
iv. Adapt2
v. Internal Analytics Engine (IAE)1
b. Meet with Authority staff to discuss questions

2. Implementation of svce-supply data architecture according to RADaR specifications (Attachments B and C)
a. GCP account/project setup
i. Establish tiered permissions
ii. Create documentation on tiered permissions
iii. Train Authority staff on GCP project management
b. GCS development
i. Set up file structure
ii. Develop pipelines from data systems (e.g. box, Adapt2, PowerSIMM), versioned in Github
iii. Code review and acceptance by Authority staff
iv. Pipe data into GCS
v. Create documentation on each pipeline and GCS bucket, folder, and subfolder vi. Train Authority staff on GCS structure and pipelines c. BigQuery development
i. Develop ETL pipelines from GCS to BigQuery, versioned in Github ii. Code review and acceptance by Authority staff
iii. Load data into BigQuery tables
iv. Create documentation for each pipeline and BigQuery table, including sample queries
v. Train Authority staff on BigQuery pipelines and tables d. Handoff to Authority
i. Provide all documentation produced in the tasks above ii. Provide User Guide
iii. Provide live and recorded trainings
1 Authority’s internal Python model for post-processing, cash flow modeling, reporting DocusignEnvelopeID:7073FC18-466F-48D6-877F-F5AA1ADB11A0 Item 1e
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Agreement with EcoMetricx
28 3. Implementation of svce-core data architecture according to RADaR specifications a. GCP account/project setup
i. Establish tiered permissions
ii. Create documentation on tiered permissions
iii. Train Authority staff on GCP project management
b. BigQuery development
i. Support development of pipelines from svce-demand to svce-core, versioned in Github
ii. Develop pipelines from svce-supply to svce-core, versioned in Github iii. Code review and acceptance by Authority staff
iv. Load data into BigQuery tables
v. Create documentation for each pipeline and BigQuery table, including sample queries
vi. Train Authority staff on BigQuery pipelines and tables

4. RADaR launch
a. Launch proof of concept report in PowerBI
Task 2 (Optional): Ongoing Services
Ongoing services (up to a 3-year contract term) for RADaR may include, but are not limited to, the following.
• Provide collaborative system administration services to RADaR on GCP • Develop and maintain ETL pipelines
• Enhance and/or create pipelines for new/updated sources of data from Authority, PG&E, Calpine, Adapt2, PowerSIMM, and other sources (e.g. weather data) on an ongoing basis. Data formats can change for existing data sources.
• Develop new integrated tools (e.g. manual data entry UI) • Maintain and enhance existing integrated tools (e.g. IAE) • Develop and manage core tables, dashboards, reports
• Provide ongoing support to Power Users2, e.g. query troubleshooting, answering questions related to data, tools, and documentation
Innovative Components
Authority has an organizational focus on leveraging innovative ideas and strategies to pursue our goals. Responses to this RFP are encouraged to include components beyond those mentioned in the RFP if the Bidder believes that they would serve Authority’s goals. Innovative components could include applications and tools outside of what is scoped in the RFP, streamlining of Authority data processes, integration of other high-impact public or third-party datasets, or something else not yet considered by Authority.

Description of work to meet the Task 1 (RADaR Implementation) Requirement Below is the Consultant’s proposed work plan to meet the Authority’s requirements.

The Consultant’s proposed work plan for the RADaR project employs a phased approach with overlapping activities to maintain momentum while managing risk.

Phase 1. Project Kickoff and Planning; and
2 Power Users are a subset of Authority staff who have access to directly querying and developing in GCP projects. There are currently 15 Power Users and this number is expected to remain stable once RADaR is implemented.

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Agreement with EcoMetricx
29 Phase 2. Requirements Gathering & Design
The Consultant will:
• Conduct workshops with the Authority’s Risk, Analytics, and Data and IT teams to confirm data sources, analytics use cases, and privacy/security requirements. • Perform an in-depth review of the Authority’s current data landscape, examining the DAISY BigQuery project (demand-side warehouse) to understand its schema and pipelines, reviewing the Authority’s existing codebase for DAISY, and analyzing the supply-side tools in use: Ascend PowerSIMM for risk modeling, Adapt2 for contract management, the Internal Analytics Engine (Python-based), and data feeds such as Itron load forecasts. • Meet with Authority staff to discuss these systems and clarify any questions. • Perform an in-depth review of the Authority’s RADaR Requirements document, meet with Authority staff to discuss these requirements, and make best practice recommendations for topics which require Consultant input
• Use insights from this review to inform the RADaR design – ensuring appropriate integration or transition of these systems, and ensuring that tables are designed to 1) enable efficient querying by relevant Authority staff and 2) be reporting-ready.

Deliverables at the end of these Phases will be:
1a) Authority and Consultant sign-off following project kick-off meeting. 2a) Solution Design Document (data model, architecture diagram, integration plan). 2b) Project charter.
2c) Finalized project plan.
2d) Roles/responsibilities matrix.
2e) Finalized fixed cost for Task 1 (Implementation)
Phase 3. Environment Setup
For all 3 RADaR projects (svce-demand, svce-supply, svce-core), the Consultant will:
• Set up the GCP environments, configuring projects, networks, security controls, and enabling relevant APIs.
• Implement required VPC Service Controls or firewall rules to isolate the data environment. • Implement a tiered permission model (e.g., separate roles for admins, power users, read-only users) as agreed upon by Authority and Consultant.
• Produce a brief Permission Architecture document.
• Conduct a training session for the Authority’s Data and IT staff on managing the GCP project (such as how to add users, monitor IAM roles, etc.) to ensure the Authority can administer the cloud environment confidently.

Deliverables at the end of this Phase will be:
3a) Cloud infrastructure ready with necessary networks, permissions, and tools configured for all 3 GCP projects.
3b) Permission Architecture Document
3c) Recorded training session
Phase 4. Implementation – Data Pipeline Development
The Consultant will, in accordance with the RADaR Specifications and Solution Design Documents:

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Agreement with EcoMetricx
30 • Develop Python scripts and documentation to generate mock datasets for each dataset to be ingested into RADaR
• Engage Authority’s Data staff to review and run the Python scripts, such that all work performed by Consultant leverages only mock data and does not require PII/confidential data.

Consultant will not access PII or confidential data during this project. • Develop ETL pipelines for each data source, building Dataflow jobs or Cloud Functions to periodically pull data (for example, daily smart meter data files, monthly billing data, program enrollment updates) and loading it into BigQuery.
• Address and design data validation steps and error handling for each pipeline. • Create data models (tables, partitions, views) in BigQuery to organize the ingested data. • Develop automated ETL pipelines for each major supply-side data source identified (e.g., Adapt2 contract data, Ascend PowerSIMM outputs, Box file exports of settlements, etc.). • Run each pipeline on a schedule (daily, monthly, as needed) to pull data via the appropriate interface (API, SFTP, or file sync) into GCS.
• Store all pipeline code in GitHub.
• Engage the Authority’s Data Engineering team to participate in code reviews for these pipelines to ensure transparency, knowledge transfer, and approval of code. • Organize GCS buckets with a clear nomenclature (e.g., svce-supply/raw/adapt2/…) • Document each pipeline’s function and GCS directory structure. • Set up automated monitors and alerts (using GCP’s Cloud Monitoring suite) to track daily ETL job runs, data latency, and system errors.
• Train Authority staff on how data is ingested and where to find it in Cloud Storage.

Assist Authority staff in running the ETL pipelines on real data, including debugging and iterating on code if needed.
• Train Authority staff on how monitors and alerts were set up and how to manage them.

Deliverables at the end of this Phase will be:
4a) ETL scripts/code, BigQuery tables and schemas created, approved by Authority 4b) Test mock data loaded for initial sources (to be jointly defined by Authority and Consultant).
4c) Code documentation
4d) Monitors and alerts set up, recorded trainings and documentation Phase 5. Preliminary Analytics and Feedback
The Consultant will:
• Work with Authority to design a proof-of-concept PowerBI dashboard to demonstrate the repository’s value early and ensure that the data is structured appropriately for end-use. • Based on the above, create sample analyses and dashboards, as data becomes available in the warehouse such as a set of standard reports (e.g., load shape analysis, GHG inventory, program uptake metrics) in PowerBI.
• Support Authority staff in troubleshooting data queries and initial report creation • Hold a mid-project review with the Authority to demonstrate interim results and gather feedback.

Deliverables at the end of this Phase will be:
5a) The Authority validating that the proof-of-concept report (e.g., sample load curve or program participation report) meets expectations.

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Agreement with EcoMetricx
31 Phase 6. System Integration Testing; and
Phase 7. User Acceptance Testing
The Consultant will:
• Perform thorough testing: unit tests for pipeline code, integration testing for end-to-end data flow, and user acceptance testing with Authority staff on sample reports. • Work with Authority staff to validate data accuracy against source records. • Ensure that all privacy controls (like aggregation thresholds or anonymity checks) function correctly.

Deliverables at the end of this Phase will be:
6a) Test report documenting test cases, results, and issue resolutions.

Phase 8. Deployment and Training; and
Phase 9. Project Closeout
The Consultant will:
• Deploy the pipelines to production schedules.
• Finalize documentation and engage Authority staff for review and acceptance • Conduct live training sessions for the Authority’s team, covering:
o How to run and monitor the system.
o How to use the analytics tools to extract insights.
• Provide recorded video tutorials for key tasks (so new Authority staff in the future can get up to speed).
• Deliver an Operations Manual and a Data Dictionary for the repository • Support Authority users (data analysts, program managers) in their system testing. • Facilitate UAT sessions for the dashboards and analytics queries, ensuring the system meets business needs.
• Promptly address UAT feedback.
• Hand over full ownership all deliverables, including code, to Authority Deliverables at the end of this Phase will be:
8a) Formal UAT sign-off by the Authority, indicating the solution is ready for production. 9a) Final Authority sign-off that the solution can be deployed into production.

Description of work to meet the Task 2 (Ongoing Services) Requirement Below is the Consultant’s proposed work plan to meet the Authority’s requirements.

The Consultant will provide comprehensive ongoing support for the RADaR platform to ensure it continues to operate smoothly and deliver value over time. The Consultant’s support proposal covers maintenance of the data pipelines and infrastructure, regular updates and enhancements, user support, and performance optimization, all under a robust service framework.

The Consultant will establish or support processes to continuously monitor and maintain the RADaR system:

Pipeline Monitoring: The Consultant will set up automated monitors and alerts (using GCP’s Cloud Monitoring suite) to track daily ETL job runs, data latency, and system errors. The Consultant’s team will proactively address data pipeline failures or anomalies, ensuring data freshness and accuracy in the repository.

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Agreement with EcoMetricx
32 Bug Fixes and Updates: As data sources or requirements evolve, the Consultant will update pipeline code and configurations, adjusting to format changes in source data files, incorporating new data fields, or optimizing queries. Bug fixes will be addressed with defined SLAs (e.g., critical issues resolved within 1 business day).

Infrastructure Management: The Consultant will manage the GCP resources (e.g., scheduling Dataflow jobs, managing BigQuery storage and partitioning, cost monitoring). Regular maintenance tasks like upgrading pipeline runtime versions, rotating service account keys, and applying security patches will be performed to keep the environment secure and efficient.

On IAE: Upon request by Authority, the Consultant’s team will maintain and enhance the Authority’s Internal Analytics Engine (IAE), ensuring it continues to function smoothly with the new data repository. If new tools are needed (for example, a manual data entry interface for certain workflows), the Consultant can develop those as part of ongoing services.

The Consultant’s team will be available as an ongoing resource to Authority staff who use the RADaR platform:

On-Demand Support: The Consultant will provide services during business hours to answer questions, assist with data pulls or analyses, and troubleshoot Authority user issues with accessing dashboards or data.

Power User Support: The Consultant will provide on-call support to the Authority’s ‘Power Users’ (those staff who directly query or develop on the GCP data platform), answering data questions, assisting with complex query optimization, and ensuring they understand the documentation and tools available. The Consultant can set up a support channel (email or Slack) for quick Q&A, as well as periodic check-ins to address Authority user issues.

Quarterly Training and Onboarding: As the Authority hires new staff or as features are added, the Consultant will conduct periodic training sessions. This ensures Authority users remain proficient in using the data tools (e.g., constructing queries in BigQuery or building visualizations). The Consultant can also offer “office hours” style consultations for advanced analytics questions from the Authority’s analysts.

Usage Reports and Reviews: The Consultant will provide the Authority with quarterly reports on system usage, data volumes, and performance metrics. In joint review meetings, the Consultant will discuss any observed issues, Authority user feedback, or potential improvements. This keeps communication open, and the system aligned with the Authority’s evolving needs.

The Consultant recognizes that the Authority’s needs will grow and change. Under Task 2, the Consultant highlights provision for continuous improvement:

Adding New Data Sources: If the Authority launches new programs or obtains new data streams (for example, EV charger data or customer survey data), the Consultant’s team will integrate those into RADaR. The Consultant will design new pipelines and extend the data schema as needed, ensuring the repository remains comprehensive.

Feature Enhancements: The Consultant will iteratively enhance the analytics capabilities of RADaR.

Potential enhancements include developing new dashboard features, implementing predictive analytics modules (e.g., load forecasting models or customer segmentation analysis), and refining data aggregation logic to support additional use cases.

Performance Tuning: Over time, as data volume grows, the Consultant will optimize system performance. This may involve partitioning or clustering BigQuery tables for faster queries, archiving or summarizing older data to control costs, and right-sizing compute resources for ETL jobs. The Consultant will ensure the platform remains cost-effective and responsive.

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Agreement with EcoMetricx
33 Under the ongoing support agreement, the Consultant will work as an extension of the Authority’s team, proactively keeping the RADaR platform reliable, secure, and up to date. The Consultant’s goal is to ensure the Authority realizes the full long-term benefits of the RADaR investment without needing to worry about the underlying technical upkeep.

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Agreement with EcoMetricx
34 Exhibit B
Schedule of Performance
This Schedule of Performance by and between EcoMetricx, LLC (“Consultant”) and the Silicon Valley Clean Energy Authority (“Authority”) shall be interpreted and construed in accordance with the terms and conditions of that certain Authority’s Standard Consultant Agreement dated _________, 2025 by and between Consultant and Authority (“Agreement”). Any term that is not defined herein shall have the meaning set forth in the Agreement.

Task Begin Complete
Authority Board Approval Aug 13, 2025 Aug 13, 2025
Task 1, Phase 1. Project Kickoff and Planning Aug 18, 2025 Aug 22, 2025 Task 1, Phase 2. Requirements Gathering & Design Aug 25, 2025 Sep 12, 2025 Task 1, Phase 3. Environment Setup Sep 01, 2025 Sep 19, 2025 Task 1, Phase 4. Implementation – Data Pipeline
Development
Sep 19, 2025 Dec 05, 2025
Task 1, Phase 5. Preliminary Analytics and Feedback Oct 06, 2025 Dec 05, 2025 <THANKSGIVING WEEK> Nov 24, 2025 Nov 28, 2025
Task 1, Phase 6. System Integration Testing Part 1 Dec 08, 2025 Dec 19, 2025 <CHRISTMAS/NEW YEAR WEEKS> Dec 22, 2025 Jan 09, 2026
Task 1, Phase 6a. System Integration Testing Part 2 Jan 12, 2026 Jan 30, 2026 Task 1, Phase 7. User Acceptance Testing Jan 19, 2026 Feb 06, 2026 Task 1, Phase 8. Deployment and Training Feb 02, 2026 Feb 20, 2026 Task 1, Phase 9. Project Closeout 1 (w/o lag) Feb 23, 2026 Feb 27, 2026 Task 1, Phase 9. Project Closeout 2 (with lag for minor delays, extended UAT)
Mar 20, 2026 Apr 03, 2026
Task 2, Year 1 Ongoing Services Aug 18, 2025 Aug 17, 2026 Task 2, Year 2 Ongoing Services Aug 18, 2026 Aug 17, 2027 Task 2, Year 3 Ongoing Services Aug 18, 2027 Aug 17, 2028 Here is Consultant’s estimate of Task 1 hours of support required of Authority staff:

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Agreement with EcoMetricx
35 These schedules may be modified with the written approval and mutual agreement of the Authority and the Consultant.

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Agreement with EcoMetricx
RaDAR project- standard schedule Estimated Estimated
Project phase Start Date Duration End Date SVCE Staff SVCE Hours <SVCE Board Approval* Wed, Aug 13 N/A Wed, Aug 13 N/A N/A

1. Project Kickoff and Planning Mon, Aug18 Weekl Fri, Aug 22 10 15

2. Requirements Gathering & Design Mon, Aug 25 Weeks 2-4 Fri, Sepl2 10 20

3. Environment Setup Mon, SepOl Weeks 3-5 Fri,Sepl9 3 15

4. Implementation-Data Pipeline Development Mon, Sep08 ‘Weeks 4-12 Fri, Dec05 3 15

5. Preliminary Analytics and Feedback Mon, Oct06 ‘Weeks 8-12 Fri, Dec05 5 10 THANKSGIVING WEEK* Mon, Nov24 N/A Fri, Nov28 N/A N/A

6. System IntegrationTesting Part1 Mon, Dec08 ‘Weeks 13-15 Fri, Decl9 3 15 <CHRISTMAS/NEW YEAR WEEKS* Mon, Dec22 N/A Fri, Jan09 N/A N/A 6a. System IntegrationTesting Part2 Mon, Janl2 ‘Weeks 13-15 Fri, Jan30 3 6

7. User Acceptance Testing Mon,Janl9 ‘Weeks 14-16 Fri, Feb06 10 50

8. Deployment and Training Mon, Feb02 ‘Weeks 16-18 Fri, Feb20 10 40

9. Project Closeout1(w/o lag) Mon, Feb23 ‘Week 19 Fri, Feb27 N/A N/A 9a.Project Closeout 2 (with lag for minor delays, extended UA Mon, Mar30 ‘Week 24 Fri, Apr03 10 10 TOTAL 196
Year1Support (Aug'25) AugOl N/A Aug31 3 0
|Year 1Support (Sep'25) SepOl N/A Sep30 3 0
Year 1Support (Oct’25) OctOl N/A Oct31 3 0
Year1Support (Nov’25) NovOl N/A Nov30 3 0
Year1Support (Dec'25) DecOl N/A Dec31 3 0
Year 1Support (Jan'26) JanOl N/A Jan31 3 0
Year1Support (Feb'26) FebOl N/A Feb28 3 0
Year1Support (Mar'26) MarOl N/A Mar31 3 0
Year1Support (Apr'26) AprOl N/A Apr30 10 25
Year1Support (May’26) MayOl N/A May31 10 25
Year1Support (Jun'26) JunOl N/A Jun30 10 25
Year1Support (Jul'26) JulOl N/A Jul31 10 25
TOTAL 100
GRAND TOTAL 296
1 36
Exhibit C
Schedule of Compensation
Authority shall compensate Consultant for professional services in accordance with the terms and conditions of this Agreement based on the rates and compensation schedule set forth below.

Compensation shall be calculated based on the hourly rates set forth below up to the not to exceed budget amount set forth below.

The compensation to be paid to Consultant under this Agreement for all services described in Exhibit “A” and reimbursable expenses shall not exceed a total of eight hundred thousand dollars (USD 800,000), as set forth below. Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to Authority unless previously approved in writing by Authority.

Task Budget Budget Total
Upfront Payment $80,000
TOTAL UPFRONT PAYMENT $80,000
Task 1, Phase 1. Project Kickoff and Planning $30,000
Task 1, Phase 2. Requirements Gathering & Design $30,000 Task 1, Phase 3. Environment Setup $30,000
Task 1, Phase 4. Implementation – Data Pipeline
Development
$30,000
Task 1, Phase 5. Preliminary Analytics and Feedback $30,000 Task 1, Phase 6. System Integration Testing Part 1 $15,000 Task 1, Phase 6a. System Integration Testing Part 2 $15,000 Task 1, Phase 7. User Acceptance Testing $30,000
Task 1, Phase 8. Deployment and Training $30,000
Task 1, Phase 9. Project Closeout $30,000
TOTAL FOR TASK 1 $270,000
Task 2, Year 1 Ongoing Services (For Authority-Specified Task 1 Requirements)
Included in Task 1 Budgets
Task 2, Year 1 Ongoing Services (For New Authority
Requirements, Not Specified at Agreement Execution Date) $500/Hour
Task 2, Year 2 & Task 2, Year 3 Ongoing Services $400/Hour for up to 187.5 Hours, $500/Hour above 187.5 Hours
Note. The charges above represent a nearshore Consultant option selected by the Authority team because the Consultant’s solution avoids access to PII information for the Authority’s customers.

Invoices. Consultant shall date and submit invoice for the Upfront Payment on the date the Agreement between the Authority and the Consultant is fully executed. This invoice will be payable immediately.

Consultant shall submit invoices for the amounts set out in the table above for Task 1 and Task 2 activities.
- Task 1 invoices will confirm the description of the task per the table above, and Consultant completed deliverables for the task (per Exhibit A). The Authority will pay each Task 1 invoice within thirty (30) calendar days of the date of each Task 1 invoice.

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Attachment 2
Agreement with EcoMetricx
37 - Task 2 invoices will reference the Contract Year, the applicable rate per hour according to the table above, and the applicable charges. Each invoice will also include a summary of the work performed and the Authority order or instruction for such work to be performed. The Authority will pay each Task 2 invoice within thirty (30) calendar days of the date of each Task 2 invoice.

Authority may dispute a Consultant invoice within thirty (30) days of the date of such invoice. Any invoice not disputed within this thirty (30) day period shall be considered final.

Invoices not paid within thirty (30) days of their due date shall be assessed a 1.5% late fee each month, or the maximum amount allowed by law each month, whichever is less, on the total amount past due.

Reimbursable Expenses. Administrative, overhead, secretarial time or overtime, word processing, photocopying, in-house printing, insurance, and other ordinary business expenses are included within the scope of payment for services and are not reimbursable expenses. Travel & travel-related expenses must be authorized in advance in writing by Authority.

Additional Services. Consultant shall provide additional services outside of the services identified in Exhibit A only by advance written authorization from Authority Representative prior to commencement of any additional services. Consultant shall submit, at the Authority Representative’s request, a detailed written proposal including a description of the scope of additional services, schedule, and proposed maximum compensation. Any changes mutually agreed upon by the Parties, and any increase or decrease in compensation, shall be incorporated by written amendments to this Agreement.

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Attachment 2
Agreement with EcoMetricx
38 Exhibit D
Insurance Requirements and Proof of Insurance
Consultant shall maintain the following minimum insurance coverage:
(1) Workers' Compensation:

Statutory coverage as required by the State of California. (2) Liability:

Commercial general liability coverage with minimum limits of $1,000,000 per occurrence and $2,000,000 aggregate for bodily injury and property damage.

ISO occurrence Form CG 0001 or equivalent is required.
(3) Professional Liability
Professional liability insurance which includes coverage for the professional acts, errors and omissions of Consultant in the amount of at least $1,000,000. (4) Privacy and Cybersecurity Liability
Privacy and cybersecurity liability (including costs arising from data destruction, hacking or intentional breaches, crisis management activity related to data breaches, and legal claims for security breach, privacy violations, and notification costs of at least $5,000,000 US per occurrence.

DocusignEnvelopeID:7073FC18-466F-48D6-877F-F5AA1ADB11A0 Item 1e
Attachment 2
Agreement with EcoMetricx

Page 1 of 2 ends

Staff Report – Item 1f
Item 1f: Adopt Resolution Authorizing the Chief Executive Officer to Finalize Negotiations and Execute Master Agreement with TotalEnergies Gas & Power North America, Inc. to Enable the Execution of Energy Transactions
From: Monica Padilla, CEO
Prepared by: Zak Liske, Deputy Director of Power Resources Date: 10/8/2025

RECOMMENDATION
Staff recommends the Silicon Valley Clean Energy (SVCE) Board of Directors (Board) adopt Resolution 2025- 23 (Attachment 1) delegating authority to the Chief Executive Officer (CEO) to finalize negotiations and execute a Master Agreement (as defined below) with TotalEnergies Gas & Power North America, Inc. (“TGPNA”).

Specifically, the CEO requests authority to execute the Master Agreement as provided for in Attachment 2, which contains the proposed terms under the Cover Sheet and Collateral Annex Paragraph 10.

BACKGROUND
SVCE bases its power supply agreements on the industry-standard Edison Electric Institute (EEI) master power purchase and sale agreement (“Master Agreement”). The Master Agreement is a widely used standard form agreement containing general terms and conditions for electric power transactions. The SVCE Board of Directors (“Board”) via resolution and/or minute action, has authorized the CEO to execute Master Agreements with multiple counterparties and has delegated authority to transact under the Master Agreements contingent on limits related to term, price and/or products such as renewable energy and resource adequacy capacity. To date, SVCE has executed EEI agreements with 21 counterparties, most recently with J. Aron & Company LLC in August 2025.

The Board-approved Energy Risk Management Policy (“ERM Policy”) establishes limits for the types of transactions the CEO, or her designee, may execute along with limits on authority related to term, volume and dollars and necessary oversight. The Board most recently approved a revised ERM Policy in May 2025. The Master Agreements are intended to work within the parameters of the ERM Policy.

Over the course of several years finishing in September 2025, TGPNA and SVCE negotiated an EEI Master Agreement. The two parties have negotiated certain terms and provisions as defined in the attached EEI Cover and Collateral Annex, which have been reviewed and approved by SVCE’s counsel and are consistent with the terms approved by the Board under existing Master Agreements.

ANALYSIS & DISCUSSION
The Master Agreements does not itself obligate SVCE to execute transactions but rather enables parties to transact various types of energy and related services such as renewable energy resources to meet Renewable Portfolio Standards (RPS); carbon-free resources; system energy at fixed and/or index prices and resource adequacy capacity products. The Master Agreement between SVCE and each counterparty includes standard, boilerplate terms and conditions, with modifications negotiated by the parties via a “Cover Sheet” as well as certain global credit provisions. Enhancement of credit and/or collateral requirements are memorialized through the execution of a Collateral Annex. Energy transactions are made through competitive solicitations and memorialized via written “Confirmations” setting forth the specifics of the purchase such as term, product, volume, and price.

Item 1f
SILICON VALLEY \3/ CLEAN ENERGY
Agenda Item: 1f Agenda Date: 10/8/2025

Page 2 of 2 ends

34910991v1
The Board may either execute Master Agreements and subsequent Confirmations or delegate such authority to the CEO, which the Board has done subject to certain limitations and adherence to the Board-approved Energy Risk Management Policy.

TGPNA Master Agreement
TGPNA is a wholly-owned affiliate of TotalEnergies SE, a French energy and petroleum company. The proposed Master Agreement would enable SVCE to enter transactions with TGPNA which will add a new counterparty when SVCE makes wholesale purchases, providing additional depth to SVCE’s power procurement activities.

TGPNA is a highly rated entity with an A+ S&P rating and an Aa3 Moody’s rating.

ALTERNATIVE
SVCE could choose to not execute the Master Agreement with TGPNA, and only transact with existing counterparties enabled under Master Agreements, thus limiting counterparties and increasing the potential for counterparty concentration and credit risk.

STRATEGIC PLAN
SVCE’s Strategic Plan, Goal 4, directs staff to acquire power supply resources in a cost-effective manner to meet legislative and regulatory obligations, Board directives and customer specific products.

FISCAL IMPACT
There is no expected fiscal impact as a result of approving this Master Agreement with TGPNA. Any future transactions with TGPNA would be made within SVCE’s approved budget at the time.

ATTACHMENTS

1. Resolution No. 2025-23 Delegating Authority to the Chief Executive Officer to Finalize Negotiations and Execute a Master Agreement with TotalEnergies Gas & Power North America, Inc.

2. Master Power Purchase and Sale Agreement with TotalEnergies Gas & Power North America, Inc. – Cover Sheet and Collateral Annex Paragraph 10
Item 1f
1 RESOLUTION NO. 2025-23

RESOLUTION OF THE BOARD OF DIRECTORS OF SILICON VALLEY CLEAN

ENERGY AUTHORITY DELEGATING AUTHORITY TO THE CHIEF EXECUTIVE

OFFICER TO FINALIZE NEGOTIATIONS AND EXECUTE A MASTER AGREEMENT WITH TOTALENERGIES GAS & POWER NORTH AMERICA, INC.

THE BOARD OF DIRECTORS OF THE SILICON VALLEY CLEAN ENERGY AUTHORITY HEREBY RESOLVES AS FOLLOWS:

WHEREAS, the Silicon Valley Clean Energy Authority (“Silicon Valley Clean Energy”) was formed on March 31, 2016;
WHEREAS, Silicon Valley Clean Energy launched service under a community choice aggregation program on April 3, 2017;
WHEREAS, to provide such service, Silicon Valley Clean Energy purchases energy, renewable energy, carbon free energy, resource adequacy and related products and services (the “Product”) from energy generating sources that are cleaner and have a higher percentage of renewable energy than that provided by the incumbent utility and at competitive prices;
WHEREAS, the EEI Master Agreement (“Master Agreement”) is an industry standard framework agreement used for the purchase of Product that establishes certain terms and conditions for the contractual relationship between an energy purchaser and energy supplier, but which does not require a purchaser to purchase or a supplier to supply the Product without further written agreements executed in accordance with the terms and conditions of a Master Agreement (“Confirmations”);
WHEREAS, the following Suppliers are currently parties to an Approved Master Agreement:
3 Phases Renewables Inc.

BP Energy Company
Boston Energy Trading and Marketing LLC
Calpine Energy Services, L.P.

Citadel Energy Marketing LLC
City of Palo Alto
Constellation Energy Generation, LLC
DTE Energy Trading, Inc.

Dynasty Power Inc.

J. Aron & Company LLC
Item 1f
Attachment 1
Resolution 2025-23
2 Mariposa Energy, LLC
Morgan Stanley Capital Group, Inc.

NextEra Energy Marketing, LLC
NRG Business Marketing LLC
Pacific Gas and Electric Company
Powerex Corp.

Shell Energy North America (US), L.P.

Southern California Edison Company
TransAlta Energy Marketing (US) Inc.

Wellhead Power Exchange, LLC
WHEREAS, the Board continues to reserve to itself the authority to authorize new Approved Master Agreements; and
WHEREAS, Board Resolution 2019-03 provides authority to the Chief Executive Officer to execute confirmations and amendments thereto, from time to time consistent with and subject to the limits, requirements, oversight and authority under the Energy Risk Management Policy, with suppliers that are parties to an Approved Master Agreement; WHEREAS, Silicon Valley Clean Energy desires to enter into a Master Agreement with TotalEnergies Gas & Power North America, Inc. to transact Product and has negotiated terms and conditions consistent with Approved Master Agreements.

NOW, THEREFORE, IT IS HEREBY DETERMINED AND ORDERED that the Board delegates authority to the Chief Executive Officer to:

1. Finalize negotiations and execute a Master Agreement with TotalEnergies Gas & Power North America, Inc. with terms consistent with the form of agreement presented to the Board of Directors, with any non-material changes, additions, variations or deletions (“Changes”) which following such execution by both parties, shall become an Approved Master Agreement.

Item 1f
Attachment 1
Resolution 2025-23
3 ADOPTED AND APPROVED this 8
th day of October 2025, by the following vote:

Secretary
Item 1f
Attachment 1
Resolution 2025-23

EXECUTION VERSION
1 MASTER POWER PURCHASE AND SALE AGREEMENT

COVER SHEET
This Master Power Purchase and Sale Agreement (“Master Agreement”) is made as of the following date:
________, 2025 (“Effective Date”). The Master Agreement, together with the exhibits, schedules and any written supplements hereto, the Party A Tariff, if any, the Party B Tariff, if any, any designated collateral, credit support or margin agreement or similar arrangement between the Parties and all Transactions shall be referred to as the “Agreement.” The Parties to this Master Agreement are the following:

Name: TotalEnergies Gas & Power North America,
Inc. (“TGPNA” or “Party A”)
Name: Silicon Valley Clean Energy Authority, a
California joint powers authority (“SVCE” or “Party
B”)
All Notices:

Address: 1201 Louisiana St., Suite 1400
Houston, TX 77002
Attn: Contract Administration
Phone:

Email:

Duns:

Federal Tax ID Number:

All Notices:
333 W. El Camino Real, Suite 330
Sunnyvale, California 94087
Attn: Monica Padilla, CEO and Kris VanVactor,
Director of Power Resources
Phone: (408) 721-5301
Email and
Duns:

Federal Tax ID Number:

Invoices:

Attn: Back Office – Power Accounting
Phone:

Email:

Invoices:

Attn: Power Supply Group
Phone: (408) 721-5301
Email:

Scheduling:

Attn: Power Operations
Phone:

Email:

Scheduling:

Attn: Tenaska
Team Email:

Attn: 24x7 Operations Desk
Phone:

Email:

Attn: Adam Cochran, Manager, Operations
Phone:

Email:

Attn: Paul Messmann, Senior System Operator
Phone:

Email:

Outage information:

Resource testing information:

Item 1f
Attachment 2

EXECUTION VERSION
2 Payments:

Attn: Back Office – Power Accounting
Phone:

Email:

Payments:

Attn: Finance Group
Phone: (408) 721-5301
Email:

Wire Transfer:

BNK: JP Morgan Chase Bank
ABA:

ACCT:

Wire Transfer:

BNK: River City Bank
ABA:

ACCT:

Credit and Collections:

Attn: Credit Department
Phone:

Email:

Credit and Collections:

Attn: Finance Group
Phone: (408) 721-5301
Email:

With additional Notices of an Event of Default or
Potential Event of Default to:

Attn: Contract Administration
Phone:

Email:

With additional Notices of an Event of Default or
Potential Event of Default to:

Hall Energy Law PC
Attn: Stephen Hall
Phone:

Email:
and to:

Kris VanVactor, Director of Power Resources
Email:
and to:

Amrit Singh, Chief Financial Officer/Director of
Administrative Services
Email:

Item 1f
Attachment 2

EXECUTION VERSION
3 The Parties hereby agree that the General Terms and Conditions are incorporated herein, and to the following provisions as provided for in the General Terms and Conditions:

Party A Tariff: FERC Market-Based Rate Tariff Dated: May 8, 2017 Docket Number: ER17-1217-000 Party B Tariff: N/A
Article Two
Transaction Terms and
Conditions
■ Optional provision in Section 2.4. If not checked, inapplicable.

Article Four
Remedies for Failure to
Deliver or Receive
■ Accelerated Payment of Damages. If not checked, inapplicable.

Article Five ■ Cross Default for Party A:

Events of Default;
Remedies
□ Party A: Cross Default Amount: $
■ Other Entity: Party A’s
Guarantor
Cross Default Amount:
of Party A’s Guarantor’s
stockholder’s equity
■ Cross Default for Party B:
■ Party B: SVCE Cross Default Amount: $
□ Other Entity: Cross Default Amount: $_________

5.6 Closeout Setoff
■ Option A (Applicable if no other selection is made.)
□ Option B – Affiliates shall have the meaning set forth in the Agreement unless otherwise specified as follows:
□ Option C (No Setoff)
Article Eight 8.1 Party A Credit Protection:

Credit and Collateral
Requirements
(a) Financial Information:
□ Option A
□ Option B Specify:
■ Option C Specify:
(1) The annual report containing audited consolidated
financial statements for such fiscal year of Party B prepared in accordance with generally accepted accounting principles as soon as practicable after demand, but in no event later than 180 days after the end of each annual period and such request will be deemed to have been filled if such financial statements are available at https://www.svcleanenergy.org, and (2) Item 1f
Attachment 2

EXECUTION VERSION
4 quarterly unaudited financial statements for Party B for the first three quarters of its fiscal year as soon as practicable upon demand, but in no event later than 90 days after the applicable quarter. Should any such statements not be available on a timely basis due to a delay in preparation or certification, such delay shall not be an Event of Default so long as the relevant entity diligently pursues the preparation, certification and delivery of the statements. The first quarterly unaudited statement will be provided within 90 days after the fiscal quarter during which Party A begins deliveries under a
Transaction.
(b) Credit Assurances:
■ Not Applicable
□ Applicable
(c) Collateral Threshold:
□ Not Applicable
■ Applicable
If applicable, the provisions of Section 8.1(c) of the Master Agreement shall be replaced by the provisions of the
Collateral Annex attached hereto.
(d) Downgrade Event:
■ Not Applicable
□ Applicable
If applicable, complete the following:
□ It shall be a Downgrade Event for Party B if Party B’s Credit Rating falls below BBB- from S&P or Baa3
from Moody’s or if Party B is not rated by either S&P
or Moody’s.
□ Other, specify:____________________________
(e) Guarantor for Party B: N/A
Guarantee Amount: N/A

8.2 Party B Credit Protection:
(a) Financial Information:
□ Option A
□ Option B - Specify:
■ Option C - Specify:

Upon request, Party A shall provide the annual report
containing audited consolidated financial statements for such fiscal year of Party A’s Guarantor as soon as practicable after demand, but in no event later than 180 days after the end of each annual period of Party A’s Guarantor. The statements shall be for the most recent accounting period and shall be prepared in accordance with generally accepted accounting Item 1f
Attachment 2

EXECUTION VERSION
5 principles or international financial reporting standards; provided, however, that should any such statements not be available on a timely basis due to a delay in preparation or certification, such delay shall not be an Event of Default so long as the relevant entity diligently pursues the preparation, certification and delivery of the statements.
(b) Credit Assurances:
■ Not Applicable
□ Applicable
(c) Collateral Threshold:
□ Not Applicable
■ Applicable
If applicable, complete the following:

If applicable, the provisions of Section 8.2(c) of the Master Agreement shall be replaced by the provisions of the
Collateral Annex attached hereto.
(d) Downgrade Event:
■ Not Applicable
□ Applicable
If applicable, complete the following:
□ It shall be a Downgrade Event for Party A if Party A’s Credit Rating falls below BBB- from S&P or Baa3
from Moody’s or if Party A is not rated by either S&P
or Moody’s.
□ Other: It shall be a Downgrade Event for Party A if
Party A’s Guarantor’s Credit Rating falls below BBB-from S&P or Baa3 from Moody’s or if Party A’s Guarantor is not rated by either S&P or Moody’s.
(e) Guarantor for Party A: TotalEnergies Holdings USA, Inc.

Guarantee Amount:

Article Ten
Confidentiality ■ Confidentiality Applicable If not checked, inapplicable.

Schedule M □ Party A is a Governmental Entity or Public Power System ■ Party B is a Governmental Entity or Public Power System ■ Add Section 3.6. If not checked, inapplicable
■ Add Section 8.4. If not checked, inapplicable.

Other Changes The following changes shall apply:

Item 1f
Attachment 2

EXECUTION VERSION
6 This Master Power Purchase and Sale Agreement incorporates by this reference the changes published in the EEI Errata, Version 1.1, dated July 18, 2007.

ARTICLE ONE: GENERAL DEFINITIONS.

1. “Affiliate”: Section 1.1 is amended by adding the following sentence at the end of the definition:
“Notwithstanding the foregoing, the Parties hereby agree and acknowledge that with respect to Party B, Party B has no “Affiliates, and without limiting the foregoing, the public entities designated as members or participants under the Joint Powers Agreement creating Party B shall not constitute or otherwise be deemed an “Affiliate” for the purposes of this Master Agreement or any Confirmation executed in connection therewith.”

2. “Bankrupt”: Section 1.3 is amended by (a) adding at the end of clause (i) the words: “and in respect of such involuntary bankruptcy, such proceeding is not dismissed, discharged, stayed or restrained within fifteen days of its filing”, (b) deleting “or” before clause “(v)”, and (c) adding at the end of the section the words: “or, in the case of Party B, (A) there shall be appointed or designated with respect to it, an entity such as an organization, board, commission, authority, agency or body to monitor, review, oversee, recommend or declare a financial emergency or similar state of financial distress with respect to it or (B) there shall be declared or introduced or proposed for consideration by it or by any legislative or regulatory body with competent jurisdiction over it, the existence of a state of financial emergency or similar state of financial distress in respect of it.”

3. “Business Day”: Section 1.4 is amended by replacing “Party from whom” with the phrase “Party to whom” and by deleting the first sentence and replacing it to read as follows: ““Business Day” means any day except a Saturday, Sunday, the Friday immediately following the Thanksgiving holiday or a Federal Reserve Holiday.”

4. “Force Majeure”: Section 1.23 shall be amended by inserting in the thirteenth line of this Subsection before the phrase “foregoing factors” the word “two.”

5. “Gains”: Section 1.24 is amended by adding at the end thereof:

6. “Letters of Credit”: Section 1.27 is amended by deleting the phrase “or a foreign bank with a U.S. branch” and replacing it with the phrase “or a U.S. branch of a foreign bank.”

7. “Losses”: Section 1.28 is amended by adding to the end thereof:

8. “Replacement Price”: Section 1.51 is amended by adding “for delivery” immediately before “at the Delivery Point” in the second line and replacing “at Buyer’s option” with “absent a purchase” in the fifth line.

9. “S&P”: Section 1.52 is amended by replacing “Standard & Poor’s Rating Group (a division of McGraw Hill, Inc.) with “S&P Global Ratings”.

10. “Sales Price”: Section 1.53 is amended by (i) deleting “at the Delivery Point” from the second line; (ii) replacing “at Seller’s option” in the fifth line with “absent a sale”; and (iii) inserting “; provided, Item 1f
Attachment 2

EXECUTION VERSION
7 however if Seller is unable after using commercially reasonable efforts to resell all or a portion of the Product not received by Buyer, the Sales Price with respect to such unsold Product shall be deemed no greater than zero (0)” after “commercially reasonable manner” in the sixth line.

11. “Settlement Amount”: Section 1.56 is amended by deleting the words “pursuant to Section 5.2” and by adding before the period at the end thereof the following: “, as determined in accordance with Section 5.2.”

12. “Transaction”: Section 1.60 is amended by inserting the words “in writing” immediately following the words “agreed to”.

13. The following new definitions are added to Article 1:
“1.26A “Joint Powers Agreement” means the Joint Powers Agreement, effective as of March 31, 2016, as amended, providing for the formation of Party B, as such agreement may be further amended or amended and restated.

1.62 “Specified Transaction” means any transaction or agreement now existing or hereafter entered into between one Party to this Agreement, or its Guarantor, and the other Party to this Agreement, or its Guarantor.”
ARTICLE TWO: TRANSACTION TERMS AND CONDITIONS.

1. Section 2.1 is deleted in its entirety and replaced with the following:
“A Transaction, or an amendment, modification or supplement thereto, shall be entered into only upon a writing signed by both Parties. Each Party agrees not to contest, or assert any defense to, the validity or enforceability of the Transaction entered into in accordance with this Master Agreement based on any lack of authority of the Party or any lack of authority of any employee of the Party to enter into a Transaction.”

2. Section 2.3 is hereby deleted in its entirety and replaced with the following:
“2.3 Confirmation. A Transaction shall be entered into only by a written confirmation in a form mutually agreeable to both Parties and signed by both Parties (“Confirmation”). Notwithstanding anything to the contrary in this Master Agreement, the Master Agreement and any and all Confirmations may not be amended or modified except by an instrument in writing signed by both Parties.”

3. Section 2.4 is hereby amended by deleting the words “either orally or” in the sixth line and adding “a” before the word “writing”.

4. Section 2.5 is hereby amended by replace the last two sentences thereof with the following: “Upon full execution of a Confirmation, such Confirmation (absent manifest error) shall control in the event of any conflict with the terms of a Recording, or in the event of any conflict with the terms of this Master Agreement.”
ARTICLE THREE: OBLIGATIONS AND DELIVERIES
Item 1f
Attachment 2

EXECUTION VERSION
8 1. Section 3.2 is hereby amended by adding the following to the end of the Section: “Product deliveries shall be scheduled in accordance with the then-current applicable tariffs, protocols, operating procedures and scheduling practices for the relevant region.”

2. Article Three is amended by adding the following new Section 3.4 at the end:
“3.4 Market Redesign. In the event the current definition of the Delivery Point set forth in a Transaction is modified, redefined, replaced or eliminated in the transmission provider’s or other applicable tariff, the parties agree to promptly negotiate in good faith to designate an alternate Delivery Point that reasonably approximates the characteristics of the originally designated Delivery Point so that the parties shall be in the same economic position after such designation as they were at the time the parties entered into such Transaction, or as mutually agreed to by the parties. If a Transaction spans multiple years, only the Delivery Point(s) in the year(s) the market redesign is effective may be renegotiated. Failure of the parties to so agree shall constitute a Market Disruption Event.”
ARTICLE FIVE: EVENTS OF DEFAULT; REMEDIES

1. In Section 5.1(c), change “three (3) Business Days” to “ten (10) Business Days”.

2. In Section 5.1(f), add “or its Guarantor” immediately after the word “Party” on the first line and change “of such Party under this Agreement” to “of such entity with respect to this Agreement” in line five.

3. In Section 5.1(g), delete the phrase “or becoming capable at such time of being declared,” on the eighth line of the Section, and add the following at the end of the Section:
“provided, however, that no default or Event of Default shall be deemed to have occurred under this Section 5.1(g) to the extent that any applicable cure period or grace period is available;”

4. In Section 5.1(h)(v), add “made in connection with this Agreement” after “any guaranty”.

5. Section 5.1 is further amended by replacing the period at the end of subsection (h) with a semicolon, and adding new subsections which read as follows:
“(i) the Defaulting Party’s audited or unaudited financial statements are not a presentation of the financial condition of the Party in accordance with generally accepted accounting principles or the international financial reporting standards, consistently applied; (j) revocation or suspension by the Federal Energy Regulatory Commission of Party A’s authorization to make sales at market-based rates, and Party A is unable to reinstate such authorization within one hundred and eighty (180) days; (k) a default by a Party or its Guarantor under a Specified Transaction; (l) with respect to a Party or a Party’s Guarantor, such party consolidates or amalgamates with, or merges into or with, or transfers substantially all of its assets to another entity and, at the time of such consolidation, amalgamation, merger or transfer, the resulting entity’s creditworthiness is Materially Weaker than that of such Party or Guarantor immediately prior to such action. “Materially Weaker” shall mean (i) the long-term, senior unsecured debt of (a) the relevant Party or its Guarantor subject to the consolidation, amalgamation, merger or transfer (in each case, “X”), Item 1f
Attachment 2

EXECUTION VERSION
9 or (b) the successor, surviving or transferee entity of X, in either case of (a) or (b), is rated less than investment grade by either S&P or Moody’s, or (ii) if no such ratings exist, the Policies (as defined below) in effect at the time, of the Non-Defaulting Party, would lead such Non-Defaulting Party, solely as a result of a change in the nature, character, identity or condition of X from its state (as a Party or Guarantor to the Agreement) prior to such consolidation, amalgamation, merger or transfer, to decline to make an extension of credit to, or enter into a Transaction with, the successor, surviving or transferee entity of X. For purposes of this definition, “Policies” means a Party’s (1) internal credit limits applicable to individual entities, (2) other limits on doing business with entities domiciled in certain jurisdictions or engaging in certain activities, or (3) internal restrictions on doing business with entities with whom such Party has had prior adverse business relations.”

6. Section 5.2 is deleted in its entirety and replaced with the following:
“5.2 Effect of Event of Default.

7. Section 5.3 is amended by inserting

8. The following is added to the end of Section 5.4:

Item 1f
Attachment 2

EXECUTION VERSION
10 9. Section 5.7 shall be amended by replacing the word “early” with “Early” in the sixth line.

10. Article Five is amended by adding the following new Section 5.8:
“5.8 Termination of Specified Transactions. The occurrence or designation of an Early Termination Date on account of an Event of Default with respect to a Party hereto (“Y”) may constitute a material breach and event of default (howsoever described) under all Specified Transactions to which Y is a Party, whereupon the Non-Defaulting Party (“X”) shall have the right but not the obligation to terminate, liquidate and otherwise close out any such Specified Transactions (and Y shall be liable for any damages suffered by X as a result thereof).” ARTICLE SEVEN: LIMITATIONS

1. Section 7.1 shall be amended by:
(i) adding “SET FORTH IN THIS AGREEMENT” after “INDEMNITY PROVISION” and before “OR OTHERWISE,” in the fifth sentence;
(ii) deleting “UNLESS EXPRESSLY HEREIN PROVIDED” in the fifteenth and sixteenth lines;
(iii) adding in the nineteenth line the words “PROVIDED, HOWEVER, NOTHING IN THIS

SECTION SHALL AFFECT THE ENFORCEABILITY OF THE REMEDIES FOR FAILURE TO DELIVER/RECEIVE IN SECTIONS 4.1 AND 4.2, AND

CALCULATION AND PAYMENT OF THE TERMINATION PAYMENT IN
SECTIONS 5.2 AND 5.3.” immediately after the words “ANY INDEMNITY PROVISIONS SET FORTH IN THIS AGREEMENT OR OTHERWISE”; and (iv) adding at the end of the last sentence the words “AND ARE NOT PENALTIES.”

2. The following Section 7.2 is added to the end of Article Seven:
“7.2. UCC/Disclaimer of Warranties. Whether or not the provisions of the applicable Uniform Commercial Code (“UCC”) are found to apply to Transactions hereunder, and a Product or energy is found to be a “good” for the purposes of the UCC or otherwise, PARTY A AND PARTY B

EACH ACKNOWLEDGES THAT IT HAS ENTERED INTO THIS AGREEMENT AND IS Item 1f
Attachment 2

EXECUTION VERSION
11 CONTRACTING FOR THE ENERGY TO BE SUPPLIED BASED SOLELY UPON THE

EXPRESS REPRESENTATIONS AND WARRANTIES HEREIN AND, SUBJECT THERETO, ACCEPTS SUCH ENERGY “AS-IS” AND “WITH ALL FAULTS”. PARTY A AND PARTY B

EACH EXPRESSLY DISCLAIMS ANY OTHER REPRESENTATION OR WARRANTY,

WRITTEN OR ORAL, EXPRESS OR IMPLIED, RELATING TO SUCH ENERGY,

INCLUDING, WITHOUT LIMITATION, ANY REPRESENTATION OR WARRANTY WITH

RESPECT TO CONFORMITY TO MODELS OR SAMPLES, MERCHANTABILITY, OR FITNESS FOR ANY PARTICULAR PURPOSE.”
ARTICLE EIGHT: CREDIT AND COLLATERAL REQUIREMENTS

1. In Sections 8.1(b) and 8.2(b), changing the words each place they appear to

2. Section 8.3(i) is amended by replacing “Secured Party” in the twelfth and thirteenth lines with “secured party”.

ARTICLE TEN: MISCELLANEOUS

1. In Section 10.2(viii), add the following to the end of the subsection: “; information and explanations of the terms and conditions of each such Transaction shall not be considered investment or trading advice or a recommendation to enter into that Transaction; no communication (written or oral) received from the other Party shall be deemed to be an assurance or guarantee as to the expected results of that Transaction; and the other Party is not acting as a fiduciary for or an adviser to it in respect of that Transaction;”;

2. Section 10.2(ix) is deleted in its entirety and replaced with “[Reserved.]”.

3. Section 10.2 is further amended by replacing the period at the end of 10.2(xii) with a semicolon and adding the following after Section 10.2(xii):
“(xiii) each Transaction that is not executed or traded on a trading facility, as defined in the Commodity Exchange Act, is subject to individual negotiation by the Parties; (xvii) it is an “eligible commercial entity” within the meaning of Section 1a (17) of the Commodity Exchange Act, as amended (the “Commodity Exchange Act”); (xiii) it is an “eligible contract participant” as defined in Section 1a(18) of the Commodity Exchange Act, 7 U.S.C. § 1a(18);
(xiv) in connection with this Agreement and the performance thereof, it will comply with any laws, regulations, rules, decrees and/or official government orders applicable to such party relating to anti-bribery or anti-money laundering, including but not limited to the OECD Convention on Combating Bribery of Foreign Public Officials in International Business Transactions 1997, the US Foreign Corrupt Practices Act, the UK Bribery Act 2010, the Money Laundering Regulation 2007, the UK Proceeds of Crime Act 2002 and Directive 2015/849/EC of the European Parliament and of the Council of European Communities, and any other applicable laws; and (xv) it shall not, directly or indirectly pay, offer, give or promise to pay or authorize the payment of, any monies or gifts or other benefits of value to: (a) a government official or an officer or employee of a government or any department or agency of any government; (b) an officer or Item 1f
Attachment 2

EXECUTION VERSION
12 employee of a public international organization; (c) any person acting in an official capacity for or on behalf of any government or department or agency of such government or of any public international organization; (d) any political party or official thereof, or any candidate for political office; or (e) any other person, individual or entity at the suggestion, request or direction or for the benefit of any of the above described persons and entities.”

4. Section 10.2.1 is added:
“10.2.1 Safe Harbor. Each Party intends that (a) it is a “forward contract merchant” within the meaning of the Title 11 of the United States Code, as amended (the “Bankruptcy Code”), (b) Transaction(s) hereunder constitute “forward contracts” within the meaning of the Bankruptcy Code, all payments made or to be made by one Party to the other Party pursuant to this Agreement constitute a “settlement payment” or a “transfer” within the meaning of the Bankruptcy Code, (d) all transfers of credit support by one Party to the other Party under this Agreement constitute a “margin payment” or “transfer” within the meaning of the Bankruptcy Code, (e) under Section 5.1, each Party shall have the “contractual right” to terminate, liquidate, accelerate, or offset the transaction as a “master netting agreement participant” within the meaning of the Bankruptcy Code, (f) this Agreement constitutes a “master netting agreement” within the meaning of the Bankruptcy Code and each Party is deemed a “master netting agreement participant” within the meaning of the Bankruptcy Code, (g) electricity delivered hereunder constitutes a “good” under Section 503(b)(9) of the Bankruptcy Code, and (h) the Parties are entities entitled to the rights and remedies, as set forth in this Agreement, in accordance with the safe harbor provisions of the Bankruptcy Code, including without limitation those in Sections 362, 546, 548, 553, 556, 560, 561 and 562.”

5. Section 10.5 shall be amended by replacing the word “affiliate” with the defined term “Affiliate” and deleting the words from the beginning of clause (ii) through the words prior to “provided, however” and replacing them with:
“(ii) transfer or assign this Agreement to an Affiliate of such Party so long as (x) such Affiliate’s creditworthiness is equal to or higher than that of such Party or the Guarantor, if any, for such Party, or (y) the obligations of such Affiliate are guaranteed by such Party or its Guarantor, if any, in accordance with a guaranty agreement in form and substance satisfactory to the other Party, and (iii) transfer or assign this Agreement to any person or entity succeeding to all or substantially all of the assets of such Party whose creditworthiness is equal to or higher than that of such Party or its Guarantor, if any”

6. Section 10.6 shall be amended by (i) replacing “NEW YORK” with “CALIFORNIA” and (ii) replacing the last sentence with the following: “With respect to any suit, action or proceedings relating to any dispute arising out of or in connection with this Agreement, each party submits to the exclusive jurisdiction of the United States District Court located in Orange County, California.”

7. Section 10.7 shall be deleted in its entirety and replaced with the following:
“10.7 Notices. All notices, requests, statements or payments shall be made as specified in the Cover Sheet. Notices (other than scheduling requests) shall, unless otherwise specified herein, be in writing and may be delivered by hand delivery, United States mail, overnight courier service or email. Notice given by email or hand delivery shall be effective upon actual receipt if received during the recipient’s normal business hours, or at the beginning of the recipient’s next Business Day after receipt if not received during the recipient’s normal business hours. Notice by overnight United States mail or courier shall be effective on the next Business Day after it was sent. A Party may change its addresses by providing notice of same in accordance herewith; provided, however, Item 1f
Attachment 2

EXECUTION VERSION
13 that changes to invoice, payment, wire transfer and other banking information on the Cover Sheet must be made in writing and delivered via certified mail and shall include contact information for an authorized person who is available by telephone to verify the authenticity of such requested changes to the Cover Sheet.”

8. Section 10.8 shall be amended by adding the following to the end thereof: “This Master Agreement may be signed in any number of counterparts with the same effect as if the signatures to counterparty were upon a single instrument. Delivery of an executed signature page of this Master Agreement and any Confirmation by electronic mail transmission shall be the same as delivery of a manually executed signature page.”

9. In Section 10.9 insert the words “copies of” after the word “examine” in line 2.

10. Section 10.10 is amended by inserting “are intended to” after “Transactions”.

11. Section 10.11 shall be amended by adding the following:
(i) the phrase “or the completed Cover Sheet to this Master Agreement” immediately before the phrase “to a third party” in line three;
(ii) “or the Party’s Affiliates” immediately after “(other than the Party’s”; (iii) “, credit rating agencies” after “accountants” in line four; (iv) the phrase “, or any such representatives of a Party’s Affiliates,” immediately after the phrase “counsel, accountants, or advisors” in line four; (v) in the seventh line thereof, between the word “proceeding” and the semi-colon, which immediately follows, the words “applicable to such Party or any of its Affiliates or by a regulatory authority”; and
(vi) the following at the end of the last sentence: “Party A and Party B acknowledge and agree that the Master Agreement and any Confirmations executed in connection therewith are subject to the requirements of the California Public Records Act (Government Code Section 6250 et seq.). Party B acknowledges that Party A may submit information to Party B that the other party considers confidential, proprietary, or trade secret information pursuant to the Uniform Trade Secrets Act (Cal. Civ. Code section 3426 et seq.), or otherwise protected from disclosure pursuant to an exemption to the California Public Records Act (Government Code Sections 6254 and 6255). Party A acknowledges that Party B may submit to Party A information that Party B considers confidential or proprietary or protected from disclosure pursuant to exemptions to the California Public Records Act (Government Code sections 6254 and 6255). In order to designate information as confidential, the disclosing party must clearly stamp and identify the specific portion of the material designated with the word “Confidential”; provided, however, that Party A financial statements will be treated as confidential by Party B without the requirement of being stamped or otherwise identified as “Confidential.” Upon request or demand of any third person or entity not a party to this Agreement (“Requestor”) for production, inspection and/or copying of information designated by a Party as confidential information (such designated information, the “Confidential Information” and the disclosing Party, the “Disclosing Party”), the Party receiving such request (the “Receiving Party”) as soon as practical, shall notify the Disclosing Party that such request has been made so that Disclosing Party, at its sole expense, may seek an appropriate protective order or other appropriate remedy. The Disclosing Party shall be solely responsible, at its sole expense, for taking whatever legal steps are necessary to protect information deemed by it to be Confidential Information and to prevent release of information to the Requestor by the Receiving Party. If the Disclosing Party takes no such Item 1f
Attachment 2

EXECUTION VERSION
14 action after receiving the foregoing notice from the Receiving Party, the Receiving Party shall be permitted to comply with the Requestor’s demand and is not required to defend against it. With respect to information provided with respect to this Agreement, the obligations in this Section 10.11 shall survive for a period of one year following the expiration or termination of this Agreement.”

12. The following new Section shall be added as a new Section 10.12:
“10.12 Physical Transactions. The Parties understand and agree that the Transactions under this Agreement are physical transactions for deferred delivery, or a “customary commercial arrangement,” as California Resource Adequacy transactions are described in Commodity Futures Trading Commission, Proposed Guidance, Certain Natural Gas and Electric Power Contracts, 81 Fed. Reg. 20583 at 20584-86 (Jun. 22, 2015), and that the Parties contemplate making or taking physical delivery of electric energy. Party B is a commercial entity engaged in the business of delivering electric energy to its retail load and routinely makes or takes delivery of electric energy in order to provide service to its retail electric customers.”

13. The following new Section shall be added as Section 10.13:
“10.13 Imaged Agreement. Any original executed Agreement, Confirmation or other related document may be photocopied and stored on computer tapes and disks (the “Imaged Agreement”).

The Imaged Agreement, if introduced as evidenced on paper, the Confirmation, and all computer records of the foregoing, if introduced as evidence in printed format, in any judicial, arbitration, mediation or administrative proceedings, will be admissible as between the Parties to the same extent and under the same conditions as other business records originated and maintained in documentary form. Neither Party shall object to the admissibility of the Confirmation or the Imaged Agreement (or photocopies of the Confirmation or the Imaged Agreement) on the basis that such were not originated or maintained in documentary form under the hearsay rule, the best evidence rule or other rule of evidence.”

14. The following new Section shall be added as Section 10.14:
“10.14 Index Transactions.

If the Contract Price for a Transaction is determined by reference to a third-party information source, then the following provisions shall be applicable to such Transaction:
(i) Market Disruption. If a Market Disruption Event occurs during a Determination Period, the Parties shall negotiate in good faith to agree on a Floating Price (or a method for determining a Floating Price), and if the Parties have not so agreed on or before the fifth (5th) Business Day following the affected day, then the Floating Price shall be determined by reference to any delayed publication or announcement of the Floating Price by the index or the RTO provided that if no such price is determined within the next two (2) following Business Days, the Floating Price will be determined by each Party obtaining, in good faith by taking the average of two dealer quotes for prices of Product for the affected day of a similar quality and quantity in the geographical location closest in proximity to the Delivery Point obtained from non-affiliated dealers in the relevant market of the highest credit standing which satisfy all the criteria that the Seller applies generally at the time in deciding to offer or to make an extension of credit. Once the Parties obtain the quotes, the following methodology shall be used to determine the replacement Contract Price for the Floating Price: (i) if each Party obtains two quotes, the arithmetic mean of the quotations, excluding the highest and lowest values, shall be utilized; (ii) if one Party obtains two quotes and the other Party only obtains one quote, the highest and lowest values shall be excluded and the remaining Item 1f
Attachment 2

EXECUTION VERSION
15 quotation shall be utilized; (iii) if both Parties each obtain one quote, the arithmetic mean of the quotations shall be utilized; (iv) if one Party obtains two quotes and the other Party is unable to obtain any quotes, the arithmetic mean of the quotations shall be utilized; or (v) if only one Party is able to obtain one quote, the obtained quotation shall be utilized. For purposes of the foregoing sentence, if more than one quotation is the same as another quotation, and such quotations are the highest and/or lowest values, only one of the quotations shall be excluded. For the avoidance of doubt, if the Parties have determined a Floating Price pursuant to this Sub-Section (i) and at a later date the responsible Price Source announces or publishes the relevant Floating Price, the Floating Price pursuant to this Sub-Section (i) shall be treated as the Floating Price. “Determination Period” means each calendar month, a part or all of which, is within the Delivery Period of a Transaction.
“Exchange” means, in respect of a Transaction, the exchange or principal trading market specified in the relevant Transaction.
“Floating Price” means a Contract Price specified in a Transaction that is based upon a Price Source.
“Market Disruption Event” means, with respect to any Price Source, any of the following events:
(a) the failure of the Price Source to announce or publish the specified Floating Price or information necessary for determining the Floating Price; (b) the failure of trading to commence or the permanent discontinuation or material suspension of trading in the relevant options contract or commodity on the Exchange or in the market specified for determining a Floating Price; (c) the temporary or permanent discontinuance or unavailability of the Price Source; (d) the temporary or permanent closing of any Exchange or RTO specified for determining a Floating Price; or (e) both Parties agree that a material change in the formula for or the method of determining the Floating Price has occurred.
“Price Source” means, in respect of a Transaction, the publication (or such other origin of reference, including an Exchange) containing (or reporting) the specified price (or prices from which the specified price is calculated) specified in the relevant Transaction or if the Transaction is based on pricing provided by a regional transmission operator or independent system operator (“RTO”) the RTO’s price.
“Trading Day” means a day in respect of which the relevant Price Source published the Floating Price.
(ii) Corrections to Published Prices. For purposes of determining a Floating Price for any day, if the price published or announced on a given day and used or to be used to determine a relevant price is subsequently corrected by the relevant index or RTO (i) within 30 days of the original publication, announcement or availability, or (ii) in the case of RTO Transactions only, within such longer time period as is consistent with the RTO’s procedures and guidelines, either Party may notify the other Party of (i) that correction and (ii) the amount (if any) that is payable as a result of that correction. If, not later than thirty (30) days after publication or announcement of that correction, a Party gives notice that an amount is so payable, the Party that originally either received or retained such amount will, not later than three (3) Business Days after the effectiveness of that notice, pay, subject to any applicable conditions precedent, to the other Party that amount, together with interest at the Interest Rate for the period from and including the day on which payment originally was (or was not) made to but excluding the day of payment of the refund or payment resulting from that correction. Notwithstanding the foregoing, corrections shall not be made to any Item 1f
Attachment 2

EXECUTION VERSION
16 Floating Prices agreed upon by the Parties or determined based on quotations pursuant to paragraph (a) above unless the Parties expressly agree otherwise. (iii) Calculation of Floating Price. For purposes of calculating a Floating Price, all numbers shall be rounded to three (3) decimal places. If the fourth (4th) decimal number is five (5) or greater, then the third (3rd) decimal number shall be increased by one (1), and if the fourth(4th) decimal number is less than five (5), then the third (3rd) decimal number shall remain unchanged.”

15. The following new Section shall be added as Section 10.15:
“10.15 Federal Power Act Waiver; FERC Standard of Review. (a) Absent the agreement of all Parties to the proposed change, the standard of review for changes to any rate, charge, classification, term or condition of this Agreement, whether proposed by a Party (to the extent that any waiver in subsection (b) below is unenforceable or ineffective as to such Party), a non-party or FERC acting sua sponte, shall solely be the “public interest” application of the “just and reasonable” 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) and clarified by Morgan Stanley Capital Group, Inc. v. Public Util. Dist. No. 1 of Snohomish County, 554 U.S. 527, 545 (2008), and refined in NRG Power Marketing LLC v. Maine Pub. Util.

Comm’n, 558 U.S. 165 (2010) ( the “Mobile-Sierra” doctrine). (b) In addition, and notwithstanding the foregoing subsection (a), to the fullest extent permitted by applicable law, each Party, for itself and its successors and assigns, hereby expressly and irrevocably waives any rights it can or may have, now or in the future, whether under §§ 205 and/or 206 of the Federal Power Act or otherwise, to seek to obtain from FERC by any means, directly or indirectly (through complaint, investigation or otherwise), and each hereby covenants and agrees not at any time to seek to so obtain, an order from FERC changing any section of this Agreement specifying the rate, charge, classification, or other term or condition agreed to by the Parties, it being the express intent of the Parties that, to the fullest extent permitted by applicable law, neither Party shall unilaterally seek to obtain from FERC any relief changing the rate, charge, classification, or other term or condition of this Agreement, notwithstanding any subsequent changes in applicable law or market conditions that may occur. In the event it were to be determined that applicable law precludes the Parties from waiving their rights to seek changes from FERC to their market-based power sales contracts (including entering into covenants not to do so) then this subsection (b) shall not apply, provided that, consistent with the foregoing subsection (a), neither Party shall seek any such changes except solely under the "public interest" application of the "just and reasonable" standard of review and otherwise as set forth in the foregoing section (a).
(c) The Parties agree that in the event that any portion of this Section 10.15 is determined to be invalid, illegal or unenforceable for any reason, the provisions of subsections (a) and (b) shall be unaffected and unimpaired thereby, and shall remain in full force and effect, to the fullest extent permitted by applicable law.”

16. The following new Section shall be added as Section 10.16:
“10.16 Waiver of Section 366. Each Party agrees that it will not assert, and hereby waives any right to assert, that the other Party performing hereunder is not doing so as a “utility” as such term Item 1f
Attachment 2

EXECUTION VERSION
17 is used in 11 U.S.C. Section 366. Further each Party hereby waives and agrees not to assert that 11 U.S.C. Section 366 applies to this Agreement or any Transaction hereunder in any bankruptcy proceeding. In any such proceeding, each Party further waives the right to assert and agrees that it will not assert that the other Party is a provider of last resort with respect to this Agreement or any Transaction hereunder. Without limiting the binding nature of any other provision of this Agreement on permitted successors and assigns, this provision is intended to be binding upon all successors and assigns of the Parties, including judgement lien creditors, receivers, estates in possession, and trustees thereof.”

17. The following new Section shall be added as Section 10.17:
“10.17 No Waiver of Rights. Unless otherwise provided herein, a failure or delay of either Party to exercise any right or remedy under this Agreement shall not operate to impair, limit, preclude, cancel, waive or otherwise affect such right or remedy.”

18. The following new Section shall be added as Section 10.18:
“10.18 Generally Accepted Accounting Principles. Any reference to “generally accepted accounting principles” shall mean, with respect to an entity and its financial statements, generally accepted accounting principles, consistently applied, adopted or used in the jurisdiction of the entity whose financial statements are being considered for the purposes of this Agreement.”

19. The following new Section shall be added as Section 10.19:
“10.19 No Recourse Against Constituent Members of Party B. Party B is organized as a Joint Powers Authority in accordance with the Joint Exercise of Powers Act of the State of California (Government Code Section 6500, et seq.) and is a public entity separate from its constituent members. Party B will solely be responsible for all debts, obligations and liabilities accruing and arising out of this Agreement in accordance with the Security Agreements. Party A will have no rights and will not make any claims, take any actions or assert any remedies against any of Party B’s constituent members, or the officers, directors, advisors, contractors, consultants or employees of Party B or Party B’s constituent members, in connection with this Agreement.” SCHEDULE M: GOVERNMENTAL ENTITY OR PUBLIC POWER SYSTEMS Schedule M is hereby deleted in its entirety and replaced with the following:

1. The Parties agree to add the following definitions to Article One:
“Act” means the Joint Exercise of Powers Act of California (Government Code Section 6500 et seq.).

2. The following sentence shall be added to the end of the definition of “Force Majeure” in Article One:
“If the Claiming Party is a Governmental Entity or Public Power System, Force Majeure does not include any action taken by the Governmental Entity or Public Power System in its governmental capacity.”

3. The Parties agree to add the following sections to Article Three:

Item 1f
Attachment 2

EXECUTION VERSION
18 “Section 3.4 Party B’s Deliveries. Upon request by Party A, Party B shall provide Party A (a) certified copies of all ordinances, resolutions, public notices and other documents evidencing the necessary authorizations with respect to the execution, delivery and performance by Party B of this Master Agreement and (b) the incumbency and signatures of the signatories of Party B executing this Master Agreement and any Confirmations executed in connection herewith, and setting forth the name and signatures of employees of Party B with authority to act on behalf of Party B.

Section 3.5 No Immunity Claim. Party B warrants and covenants that with respect to its contractual obligations hereunder and performance thereof, it will not claim immunity on the grounds of sovereignty or similar grounds with respect to the Secured Account, this Master Agreement or any credit support provided with respect to this Master Agreement of the Collateral from (a) suit, (b) jurisdiction of court (provided that such court is located within a venue permitted under the Agreement), (c) relief by way of injunction, order for specific performance or recovery of property, (d) attachment of assets, or (e) execution or enforcement of any judgment; provided, however, that nothing in this Agreement shall waive the obligations and/or rights set forth in the California Government Claims Act (Government Code Section 810 et seq.).”

4. The Parties agree to add the following representations and warranties to Section 10.2:
“Further and with respect to a Party that is a Governmental Entity or Public Power System, such Governmental Entity or Public Power System represents and warrants to the other Party continuing throughout the term of this Master Agreement, with respect to this Master Agreement and each Transaction, as follows: (i) all acts necessary to the valid execution, delivery and performance of this Master Agreement, including without limitation, competitive bidding, public notice, election, referendum, prior appropriation or other required procedures has or will be taken and performed as required under the Act and the Public Power System’s ordinances, bylaws or other regulations, (ii) all persons making up the governing body of Governmental Entity or Public Power System are the duly elected or appointed incumbents in their positions and hold such positions in good standing in accordance with the Act and other applicable law, (iii) entry into and performance of this Master Agreement by Governmental Entity or Public Power System are for a proper public purpose within the meaning of the Act and all other relevant constitutional, organic or other governing documents and applicable law, (iv) the term of this Master Agreement does not extend beyond any applicable limitation imposed by the Act or other relevant constitutional, organic or other governing documents and applicable law, (v) the Public Power System’s obligations to make payments hereunder are unsubordinated obligations and such payments are (a) operating and maintenance costs (or similar designation) which enjoy first priority of payment at all times under any and all bond ordinances or indentures to which it is a party, the Act and all other relevant constitutional, organic or other governing documents and applicable law or (b) otherwise not subject to any prior claim under any and all bond ordinances or indentures to which it is a party, the Act and all other relevant constitutional, organic or other governing documents and applicable law and are available without limitation or deduction to satisfy all Governmental Entity or Public Power System’ obligations hereunder and under each Transaction or (c) are to be made solely from a Special Fund, (vi) entry into and performance of this Master Agreement and each Transaction by the Governmental Entity or Public Power System will not adversely affect the exclusion from gross income for federal income tax purposes of interest on any obligation of Governmental Entity or Public Power System otherwise entitled to such exclusion, (vii) obligations of Party B to make payments to Party A hereunder do not (1) constitute any kind of indebtedness of Party B or (2) create any kind of lien on, or security interest in, any property or revenues of Party B which, in either case of (1) or (2), is proscribed by any provision of the Act or any other relevant constitutional, organic or other governing documents and applicable law, any order or judgment of any court or other agency of government applicable to it or its assets, or any contractual restriction Item 1f
Attachment 2

EXECUTION VERSION
19 binding on or affecting it or any of its assets, and (viii) the individual(s) executing and delivering this Agreement and any other documentation relating to this Agreement to which it is a party or that it is required to deliver are duly empowered and authorized to do so, and it has duly executed and delivered this Agreement.”

5. The Parties agree to add the following sentence at the end of Section 10.6 - Governing Law:
“IN RESPECT OF THE APPLICABILITY OF THE ACT AS HEREIN PROVIDED, THE LAWS OF THE STATE OF CALIFORNIA SHALL APPLY.”
SCHEDULE P: PRODUCTS AND RELATED DEFINITIONS

1. The Parties agree to add the following definitions to Schedule P:
““CAISO Energy” means with respect to a Transaction, a Product under which the Seller shall sell and the Buyer shall purchase a quantity of energy equal to the hourly quantity without Ancillary Services (as defined in the California Independent System Operator (“CAISO”) Tariff) that is or will be scheduled as a schedule coordinator to schedule coordinator transaction pursuant to the applicable tariff and protocol provisions of the CAISO tariff, as amended from time to time for which the only excuse for failure to deliver or receive is an “Uncontrollable Force” as defined in the CAISO Tariff.
“West Firm” or “WSPPC-Firm” or “WSPP Schedule C Firm” means with respect to a Transaction, a Product defined by the WSPP Agreement as amended, in Service Schedule C as Firm Capacity/Energy Sale or Exchange Service.
“WSPP Agreement” means the WSPP as amended from time to time.”

2. The Parties agree to add the following new Section 7 to Schedule P:
“Other Products and Service Levels: If the Parties agree to a service level defined by a different agreement (e.g., the WSPP Agreement, the California Independent System Operator tariff, etc.) for a particular Transaction, then, unless the Parties expressly state and agree that all the terms and conditions of such other agreement will apply, such reference to a service level/product shall be defined by such other agreement, including, if applicable, the regional reliability requirements and guidelines as well as the excuses for performance, Force Majeure, Uncontrollable Forces, or other such excuses applicable to such other agreement, to the extent inconsistent with the terms of this Agreement, but all other terms and conditions of this Agreement shall remain applicable including, without limitation, Section 2.2.”

3. The Parties may from time to time by notice to each other mutually agree to adopt product definitions, delivery point language and definitions, and conversion conventions, that are posted by the Edison Electric Institute to its website as optional language for the Master Power Purchase and Sale Agreement.
[Signatures appear on the following page.]
Item 1f
Attachment 2
SVCE Pro Forma EEI Template
2 February 2022
IN WITNESS WHEREOF, the Parties have caused this Master Agreement to be duly executed as of the Effective Date.

TOTALENERGIES GAS & POWER NORTH SILICON VALLEY CLEAN ENERGY AMERICA, INC. AUTHORITY, a California joint powers
authority
By: By:

Name: Simon Binet Name: Monica Padilla
Title: Vice President Trading US Gas & Power Title: CEO DISCLAIMER: This Master Power Purchase and Sale Agreement was prepared by a committee of representatives of Edison Electric Institute (“EEI”) and National Energy Marketers Association (“NEM”) member companies to facilitate orderly trading in and development of wholesale power markets. Neither EEI nor NEM nor any member company nor any of their agents, representatives or attorneys shall be responsible for its use, or any damages resulting therefrom. By providing this Agreement EEI and NEM do not offer legal advice and all users are urged to consult their own legal counsel to ensure that their commercial objectives will be achieved and their legal interests are adequately protected.

Item 1f
Attachment 2
1 EXECUTION VERSION
PARAGRAPH 10
to the

COLLATERAL ANNEX
to the

EEI MASTER POWER PURCHASE AND SALE AGREEMENT
Between
TotalEnergies Gas & Power North America, Inc.
(“Party A”)
and
Silicon Valley Clean Energy Authority (“Party B”)

CREDIT ELECTIONS COVER SHEET
The terms of the EEI Collateral Annex, Version 1.0 (2/21/02) are incorporated by reference herein.

Paragraph 10. Elections and Variables
I. Collateral Threshold.

A. Party A Collateral Threshold.
 The “Threshold Amount” means the lesser of (a) the amount of any guaranty of Party A’s obligations under this Agreement provided to Party B by Party A’s Guarantor and (b) the amount set forth under the heading “Party A Collateral Threshold” opposite the lowest Credit Rating assigned by S&P and Moody’s to Party A’s Guarantor or the Credit Rating assigned by S&P or Moody’s if Party A’s Guarantor is not rated by both rating agencies; provided, however, notwithstanding the foregoing, Party A’s Threshold Amount shall be zero ($0.00) if either (x) on the relevant date of determination, any Party A Guarantor does not have a Credit Rating from S&P or Moody’s or (y) an Event of Default with respect to Party A has occurred and is continuing.

Party A
Collateral Threshold
S&P
Credit Rating
Moody’s
Credit Rating
B. Party B Collateral Threshold.
 The “Threshold Amount” means the lesser of: (a) the amount set forth below under the heading “PartyBCollateral Threshold” opposite the lowest CreditRating assigned by S&P andMoody’s to Party B or the Credit Rating assigned by S&P or Moody’s if Party B is not rated by both rating agencies on the relevant date of determination, or (b) zero if on the relevant date of determination Party B does not have a Credit Rating from S&P or Moody’s or an Event of Default with respect to Party B has occurred and is continuing.

Party B
Collateral Threshold
S&P
Credit Rating
Moody’s
Credit Rating
Item 1f
Attachment 2
2 EXECUTION VERSION
The amount of the Guaranty Agreement dated from , as amended from time to time but in no event shall Party B’s Collateral Threshold be greater than $ .

Other – see attached threshold terms
II. Eligible Collateral and Valuation Percentage.

The following items will qualify as “Eligible Collateral” for the Party specified:

Party A Party B Valuation Percentage
(A) Cash [X] [X] 100%
(B) Letters of
Credit
[X] [X] 100% unless a Letter of Credit Default
shall have occurred and be continuing
with respect to such Letter of Credit in
which case the Valuation Percentage
shall be zero (0).
(C) Other [ ] [ ] %
III. Independent Amount.

A. Party A Independent Amount.
 Party A shall have a Fixed Independent Amount of $0 (zero). If the Fixed Independent Amount option is selected for Party A, then Party A (which shall be a Pledging Party with respect to the Fixed IA Performance Assurance) will be required to Transfer or cause to be Transferred to Party B (which shall be a Secured Party with respect to the Fixed IA Performance Assurance) Performance Assurance with a Collateral Value equal to the amount of such Independent Amount (the “Fixed IA Performance Assurance”). The Fixed IA Performance Assurance shall not be reduced for so long as there are any outstanding obligations between the Parties as a result of the Agreement, and shall not be taken into account when calculating Party A’s Collateral Requirement pursuant to the Collateral Annex. Except as expressly set forth above, the Fixed IA Performance Assurance shall be held and maintained in accordance with, and otherwise be subject to, Paragraphs 2, 5(b), 5(c), 6, 7 and 9 of the Collateral Annex.

Item 1f
Attachment 2
3 EXECUTION VERSION
 Party A shall have a Full Floating Independent Amount of $ . If the Full Floating Independent Amount option is selected for Party A, then for purposes of calculating Party A’s Collateral Requirement pursuant to Paragraph 3 of the Collateral Annex, such Full Floating Independent Amount for Party A shall be added by Party B to its Exposure Amount for purposes of determining Net Exposure pursuant to Paragraph 3(a) of the Collateral Annex.
 Party A shall have a Partial Floating Independent Amount of $ . If the Partial Floating Independent Amount option is selected for Party A, then Party A will be required to Transfer or cause to be Transferred to Party B Performance Assurance with a Collateral Value equal to the amount of such Independent Amount (the “Partial Floating IA Performance Assurance”) if at any time Party A otherwise has a Collateral Requirement (not taking into consideration the Partial Floating Independent Amount) pursuant to Paragraph 3 of the Collateral Annex. The Partial Floating IA Performance Assurance shall not be reduced so long as Party A has a Collateral Requirement (not taking into consideration the Partial Floating Independent Amount). The Partial Floating Independent Amount shall not be taken into account when calculating a Party’s Collateral Requirements pursuant to the Collateral Annex. Except as expressly set forth above, the Partial Floating Independent Amount shall be held and maintained in accordance with, and otherwise be subject to, the Collateral Annex.
 Not Applicable
B. Party B Independent Amount.
 Party B shall have a Fixed Independent Amount of $0 (zero). If the Fixed Independent Amount Option is selected for Party B, then Party B (which shall be a Pledging Party with respect to the Fixed IA Performance Assurance) will be required to Transfer or cause to be Transferred to Party A (which shall be a Secured Party with respect to the Fixed IA Performance Assurance) Performance Assurance with a Collateral Value equal to the amount of such Independent Amount (the “Fixed IA Performance Assurance”). The Fixed IA Performance Assurance shall not be reduced for so long as there are any outstanding obligations between the Parties as a result of the Agreement, and shall not be taken into account when calculating Party B’s Collateral Requirement pursuant to the Collateral Annex. Except as expressly set forth above, the Fixed IA Performance Assurance shall be held and maintained in accordance with, and otherwise be subject to, Paragraphs 2, 5(b), 5(c), 6, 7 and 9 of the Collateral Annex.
 Party B shall have a Full Floating Independent Amount of $ . If the Full Floating Independent Amount Option is selected for Party B then for purposes of calculating Party B’s Collateral Requirement pursuant to Paragraph 3 of the Collateral Annex, such Full Floating Independent Amount for Party B shall be added by Party A to its Exposure Amount for purposes of determining Net Exposure pursuant to Paragraph 3(a) of the Collateral Annex.
 Party B shall have a Partial Floating Independent Amount of $ . If the Partial Floating Independent Amount option is selected for Party B, then Party B will be required to Transfer or cause to be Transferred to Party A Performance Assurance with a Collateral Value equal to the amount of such Independent Amount (the “Partial Floating IA Performance Assurance”) if at any time Party B otherwise has a Collateral Requirement (not taking into consideration the Partial Floating Independent Amount) pursuant to Paragraph 3 of the Collateral Annex. The Partial Floating IA Performance Assurance shall not be reduced for so long as Party B has a Collateral Requirement (not taking into consideration the Partial Floating Independent Amount). The Partial Floating Independent Amount shall not be taken into account when calculating a Party’s Collateral Requirements pursuant to the Collateral Annex. Except as expressly set forth above, the Partial Floating Independent Amount shall be held and maintained in accordance with, and otherwise be subject to, the Collateral Annex.

Item 1f
Attachment 2
4 EXECUTION VERSION
 Not Applicable
IV. Minimum Transfer Amount.

A. Party A Minimum Transfer Amount:

B. Party B Minimum Transfer Amount:

V. Rounding Amount.

A. Party A Rounding Amount:

B. Party B Rounding Amount:

VI. Administration of Cash Collateral.

A. Party A Eligibility to Hold Cash.
 Party A shall not be entitled to hold Performance Assurance in the form of Cash.

Performance Assurance in the form of Cash shall be held in a Qualified Institution in accordance with the provisions of Paragraph 6(a)(ii)(B) of the Collateral Annex. Party A shall pay to Party B in accordance with the terms of the Collateral Annex the amount of interest it receives from the Qualified Institution on any Performance Assurance in the form of Cash posted by Party B.
 Party A or Party A’s Custodian shall be entitled to hold Performance Assurance in the form of Cash provided that the following conditions are satisfied: (1) it is not subject to an Event of Default; (2) Party A’s Custodian, if any, is a Qualified Institution; and (3) Cash shall be held only in any jurisdiction within the United States. To the extent Party A is entitled to hold Cash, the Interest Rate payable to Party B on Cash shall be as selected below:

Party A Interest Rate.

B. Party B Eligibility to Hold Cash.
 Party B shall not be entitled to hold Performance Assurance in the form of Cash.

Performance Assurance in the form of Cash shall be held in a Qualified Institution in accordance with the provisions of Paragraph 6(a)(ii)(B) of the Collateral Annex. Party B shall pay to Party A in accordance with the terms of the Collateral Annex the amount of interest it receives from the Qualified Institution on any Performance Assurance in the form of Cash posted by Party A.

Item 1f
Attachment 2
5 EXECUTION VERSION
 Party B or Party B’s Custodian shall be entitled to hold Performance Assurance in the form of Cash provided that the following conditions are satisfied: (1) it is not subject to an Event of Default; (2) Party B’s Custodian, if any, is a Qualified Institution; and (3) Cash shall be held only in any jurisdiction within the United States. To the extent Party B is entitled to hold Cash, the Interest Rate payable to Party A on Cash shall be as selected below:

Party B Interest Rate.

VII. Notification Time.
 Other - 10:00 a.m. Pacific Prevailing Time on a Local Business Day VIII. Demands and Notices.

All demands, specifications and notices to Party A under this Collateral Annex will be as set forth on the Cover Sheet to the Master Agreement.

All demands, specifications and notices to Party B under this Collateral Annex will be as set forth on the Cover Sheet to the Master Agreement.

IX. General.

Amendment to Introductory Paragraph:
(i) The first paragraph of the introduction shall be amended to read as follows:
“This Collateral Annex, together with the Paragraph 10 Cover Sheet, (the “Collateral Annex”) supplements, forms a part of, and is subject to the EEI Master Power Purchase and Sale Agreement dated as of ___________ between TotalEnergies Gas & Power North America, Inc. (“Party A”) and Silicon Valley Clean Energy Authority, a California joint powers authority (“Party B”) (as amended and supplemented from time to time, the “Agreement”). Capitalized terms used in this Collateral Annex but not defined herein shall have the meanings given to such terms in the Agreement.” Amendments to Definitions:
(i) The definition of “Credit Rating” is amended and restated in its entirety as follows:

Item 1f
Attachment 2
6 EXECUTION VERSION
““Credit Rating” shall mean, with respect to an entity on any date of determination, the respective rating then assigned to its unsecured and senior, long-term debt or deposit obligations (not supported by third party credit enhancement) by S&P or Moody’s.”
(ii) “Credit Rating Event” shall be amended by replacing “6(a)(iii)” with “6(a)(ii)”. (iii) “Downgraded Party” shall be amended by replacing “6(a)(i)” with “6(a)(ii)”. (iv) The definition of “Letter of Credit” shall be deleted from both the Master Agreement, as amended by the Cover Sheet thereto, and the Collateral Annex and replaced with the following:
“Letter(s) of Credit” shall mean an irrevocable, standby Letter of Credit, issued by an issuer or confirming entity, as applicable, that is a Qualified Institution, substantially in the form attached hereto as Schedule 1 to this Paragraph 10 to the Collateral Annex or in such other form as may be reasonably acceptable to the beneficiary thereof, in each case, with such changes to the terms in that form as the issuing bank may require and as may be reasonably acceptable to the beneficiary thereof.”
(v) “Letter of Credit Default” shall be amended as follows:
a. Clause (a) shall be deleted and replaced with the following phrase: “(a) the issuer of such Letter of Credit shall fail to be a Qualified Institution”; and b. A new clause (f) shall be added after the existing clause (e) and immediately before the phrase “provided, however” as follows:
“(f) the Pledgor fails to extend or replace such Letter of Credit at least twenty (20) Local Business Days prior to its expiration” ; and
c. The following is added after the last sentence:
“Notwithstanding the foregoing, references to the “issuer” in this definition shall mean, for each Letter of Credit that was confirmed by a Qualified Institution, the confirming entity.” (vi) “Local Business Day” shall be amended by replacing the word “day” with “Business Day”. (vii) “Notification Time” shall be amended by replacing “11:00, New York time” with “10:00 a.m.

Pacific Prevailing Time on a Local Business Day.”
(viii) “Performance Assurance” shall be amended by replacing “6(a)(iv)” with “6(a)(iii)”. (ix) “Qualified Institution” shall be amended to read as follows:
““Qualified Institution” means a commercial bank or trust company organized under the laws of the United States or a political subdivision thereof, (a)
”
(x) “Reference Market-maker” is amended by adding “which is not an Affiliate of either Party” after the words “leading dealer” in the first line thereof.
(xi) “Secured Party” shall be amended by replacing “3(b)” with “3(a)”.

Amendments to Paragraph 4:
(i) The second to lastsentence of Paragraph 4, “Delivery of Performance Assurance”, shall be amended to read as follows:

Item 1f
Attachment 2
7 EXECUTION VERSION
“
”
Amendments to Paragraph 5:
(i) Paragraph 5(a) shall be amended by inserting “so long as the amount of the requested reduction is equal to or greater than the Minimum Transfer Amount” after “the Pledging Party for the benefit of the Secured Party” in the fourth line thereof.
(ii) Paragraph 5(a) shall be further amended by deleting “before the Notification Time on a Business Day” and replacing it with “before the Notification Time on a Local Business Day”.

Amendments to Paragraph 6:
(i) Paragraph 6(a)(ii)(A) shall be amended by inserting “(other than subparagraph (B) below)” after “the provisions of this Paragraph 6(a)(ii)” in the first line thereof. (ii) Paragraph 6(a)(ii)(B) shall be amended by deleting “to perfect the security interest of the non-Downgraded Party” and replacing it with “to perfect the security interest of the Pledging Party”. (iii) Paragraphs 6(b)(iii) and 6(b)(iv) are deleted and replaced in their entirety as follows:
“(iii) Upon the occurrence of a Letter of Credit Default, the Pledging Party agrees to Transfer to the Secured Party either a substitute Letter of Credit or other Eligible Collateral, in each case on or before the after the occurrence thereof (
after the occurrence thereof if only clause (a) under the definition of Letter of Credit Default applies).
(iv) Notwithstanding anything herein to the contrary, (A) upon or at any time after the occurrence and during the continuation of an Event of Default with respect to the Pledging Party or (B) if an Early Termination Date has occurred or been designated and there exist any unsatisfied payment Obligations, then the Secured Party may draw on any outstanding Letter of Credit in an amount (up to the face amount for which the Letter of Credit has been issued) that is equal to all amounts that are due and owing from the Pledging Party but have not been paid to the Secured Party within the time allowed for such payments under this Agreement (including any related notice or grace period or both). If a Letter of Credit Default exists with respect to any Letter of Credit provided by or on behalf of the Pledging Party, then the Secured Party may draw on the Letter of Credit subject to such Letter of Credit Default in an amount equal to the entire, undrawn portion of such Letter of Credit. Draws on outstanding Letters of Credit shall be made upon submission to the bank issuing such Letter(s) of Credit of one or more certificates specifying the amounts due and owing to the Secured Party in accordance with the specific requirements of the Letter of Credit. Cash proceeds received from drawing upon any Letter of Credit shall be deemed Performance Assurance as security for the Pledging Party’s obligations to the Secured Party and the Secured Party shall have the rights and remedies set forth in Paragraph 7 with respect to such cash proceeds. Notwithstanding the Secured Party’s receipt of Cash proceeds of a drawing under the Letter of Credit, the Pledging Party shall remain liable (y) for any failure to Transfer sufficient Performance Assurance or (z) for any amounts owing to the Secured Party and remaining unpaid after the application of the amounts so drawn by the Secured Party.”
Item 1f
Attachment 2
8 EXECUTION VERSION
Amendments to Paragraph 7:
(i) Paragraph 7(b) shall be amended by deleting it in its entirety and inserting the words “Intentionally Omitted.”
(ii) Paragraph 7(d) is amended and restated in its entirety as follows (with deleted text crossed-out (e.g., crossed-out) and added text double underlined (e.g., double underlined) showing changes made to Paragraph 7(d)):
(d) In addition to the provisions of Paragraph 7(a), if at any time (i) an Event of Default with respect to the Secured Party has occurred and is continuing or (ii) an Early Termination Date has occurred or been designated as a result of an Event of Default with respect to the Secured Party (other than an Early Termination Date relating to less than all Transactions where the Secured Party has paid in full all of its obligations that are then due under the Agreement), then:
(1) the Secured Party will be obligated immediately to Transfer all Performance Assurance (including other than any Letter of Credit) and the Interest Amount, if any, to the Pledging Party; and
(2) the Pledging Party may do any one or more of the following: (x) exercise any of the rights and remedies of a pledgor with respect to the Performance Assurance (other than any Letter of Credit), including any such rights and remedies under law then in effect; and (y) to the extent that the Performance Assurance (other than any Letter of Credit) or the Interest Amount is not Transferred to the Pledging Party as required in (1) above, setoff amounts payable to the Secured Party against the Performance Assurance (other than Letters of Credit) held by the Secured Party or to the extent its rights to setoff are not exercised, withhold payment of any remaining amounts payable by the Pledging Party, up to the value of any remaining Performance Assurance (other than any Letter of Credit) held by the Secured Party, until the Performance Assurance is Transferred to the Pledging Party.; and (z) exercise rights and remedies available to the Pledging Party under the terms of any Letter of Credit; and
(3) the Secured Party shall be prohibited from drawing on any Letter of Credit that has been posted by the Pledging Party for its benefit.
(iii) A new Paragraph 7(e) and a new Paragraph 7(f) are added as follows:
“(e) The Secured Party will transfer to the Pledging Party any proceeds and Performance Assurance remaining after liquidation, set-off and/or application under Paragraphs 7(a) and 7(d) after satisfaction in full of all amounts payable by the Pledging Party with respect to any Obligations; the Pledging Party will in all events remain liable for any amounts unpaid after liquidation, set-off and/or application under Paragraphs 7(a) and 7(d).
(f) When no amounts are or thereafter may become payable by the Pledging Party with respect to any Obligations, the Secured Party will Transfer to the Pledging Party all Performance Assurance and the Interest Amount, if any.”
Amendments to Paragraph 8:
(i) Paragraphs 8(a) and 8(b) are both amended by adding after the third sentence of each paragraph the following sentence: “If the Parties are unable to obtain any quotations for the Secured Party’s Net Exposure, the Parties will appoint a mutually acceptable leading market participant in the relevant market to make such calculation and such expense will be shared equally by the Parties.” (ii) Paragraph 8 is amended by inserting the following new subparagraph 8(c) at the end thereof:
“(c) Each quotation from a Reference Market-maker will be for an amount, if any, that would be paid to the Party requesting the quotation (expressed as a negative number) or by the Party requesting the quotation (expressed as a positive number) in consideration of an agreement between such Party (taking into account this Collateral Annex and the existence of any Guarantor with Item 1f
Attachment 2
9 EXECUTION VERSION
respect to the obligations of such Party) and the quoting Reference Market-maker to enter into a transaction that would have the effect of preserving for the Party requesting the quotation the economic equivalent of any payment or delivery (whether the underlying obligation was absolute or contingent and assuming the satisfaction of each applicable condition precedent) by the Parties in respect of such Transaction or group of Transactions. The costs of retaining Reference Market-makers for the purposes of this Paragraph 8 shall be borne equally by the Secured Party and the Pledging Party. The determination made by such Reference Market-makers shall be binding and conclusive on the Parties absent manifest error.”
Amendments to Paragraph 10:
(i) Schedule 1 to the Collateral Annex is deleted in its entirety and replaced with the form of Letter of Credit attached as Schedule 1 to this Paragraph 10 to the Collateral Annex.

Item 1f
Attachment 2
10 EXECUTION VERSION
IN WITNESS WHEREOF, the Parties have caused this Paragraph 10 to the Collateral Annex to be duly executed as of the Effective Date of the EEI Master Power Purchase and Sale Agreement between the Parties.

TOTALENERGIES GAS & POWER
NORTH AMERICA, INC.

By:

SILICON VALLEY CLEAN ENERGY AUTHORITY
By: By:

Name:

Simon Binet
Name: Monica Padilla
Title: Vice President Trading US Gas & Power Title: CEO Item 1f
Attachment 2
Schedule 1 - 1
SCHEDULE 1

FORM OF LETTER OF CREDIT
[Issuing Bank Letterhead and Address]
IRREVOCABLE STANDBY LETTER OF CREDIT NO. [XXXXXXX]
Date:

Bank Ref.:

Amount: US$[XXXXXXXX]
Expiration Date:

Beneficiary:
[ ]
Ladies and Gentlemen:

By the order of (“Applicant”), we, [insert bank name and address] (“Issuer”) hereby issue our Irrevocable Standby Letter of Credit No. [XXXXXXX] (the “Letter of Credit”) in favor [insert Beneficiary name] (“Beneficiary”), for an amount not to exceed the aggregate sum of U.S. $[XXXXXX] (United States Dollars [XXXXX] and 00/100), pursuant to that certain EEI Master Power Purchase and Sale Agreement, together with the Cover Sheet, the Collateral Annex and Paragraph 10 to the Collateral Annex dated as of [insert date] and as amended or otherwise modified from time to time between Applicant and Beneficiary (the “Master Agreement”). This Letter of Credit shall become effective immediately and shall expire on [insert date], or any expiration date extended in accordance with the terms hereof (the “Expiration Date”).

Funds under this Letter of Credit are available to Beneficiary by presentation on or before the Expiration Date of a dated statement purportedly signed by your duly authorized representative, in the form substantially similar to the form attached hereto as Exhibit A, referencing our Letter of Credit No. [XXXXXXX] (“Drawing Certificate”).

The Drawing Certificate may be presented by (a) U.S. mail, (b) overnight courier or (c) as a PDF attachment to an e-mail to [bank email address]. Transmittal by email shall be deemed delivered when received.

The original of this Letter of Credit (and all amendments, if any), or any copy thereof, is not required to be presented in connection with any presentment of a Drawing Certificate by Beneficiary hereunder in order to receive payment.

We hereby agree with the Beneficiary that all documents presented under and in compliance with the terms of this Letter of Credit, that such drafts will be duly honored upon presentation to the Issuer on or before the Expiration Date.

All payments made under this Letter of Credit shall be made with Issuer’s own immediately available funds by means of wire transfer in immediately available United States dollars to Beneficiary’s account as indicated by Beneficiary in its Drawing Certificate or in a communication accompanying its Drawing Certificate.

Partial draws are permitted under this Letter of Credit, and this Letter of Credit shall remain in full force and effect with respect to any continuing balance.

It is a condition of this Letter of Credit that the Expiration Date shall be deemed automatically extended without an amendment for a one year period beginning on the present Expiration Date hereof and upon each anniversary for such date, unless at least one hundred twenty (120) days prior to any such Expiration Date we have sent to you written notice by overnight courier service that we elect not to extend this Letter of Credit, in which case it will expire on the date specified in such notice. No presentation made under this Letter of Credit after such Expiration Date will be honored.

Item 1f
Attachment 2
Schedule 1 - 2
Notwithstanding any reference in this Letter of Credit to any other documents, instruments or agreements, this Letter of Credit contains the entire agreement between Beneficiary and Issuer relating to the obligations of Issuer hereunder. [This Letter of Credit isissued subject to the rules of the ‘International Standby Practices 1998’, International Chamber of Commerce Publication No. 590 (“ISP98”) and, as to matters not addressed by ISP98, shall be governed and construed in accordance with the laws of state of California.]1 Please address all correspondence regarding this Letter of Credit to the attention of the Letter of Credit Department at [insert bank address information], referring specifically to Issuer’s Letter of Credit No. [XXXXXXX]. For telephone assistance, please contact Issuer’s Standby Letter of Credit Department at [XXX-XXX-XXXX] and have this Letter of Credit available.
[All notices to Beneficiary shall be in writing and are required to be sent by certified letter, overnight courier, or delivered in person to: [insert Beneficiary Notice Information]. Only notices to Beneficiary meeting the requirements of this paragraph shall be considered valid. Any notice to Beneficiary which is not in accordance with this paragraph shall be void and of no force or effect.]2
[Bank Name]
[Insert officer name]
[Insert officer title]
Item 1f
Attachment 2
Schedule 1 - 3

EXHIBIT A

DRAWING CERTIFICATE
(DRAW REQUEST SHOULD BE ON BENEFICIARY’S LETTERHEAD)
Drawing Certificate
[Insert Bank Name and Address]
The undersigned, a duly authorized representative of [insert Beneficiary name], as beneficiary (the “Beneficiary”) of the Irrevocable Letter of Credit No. [XXXXXXX] (the “Letter of Credit”) issued by [insert bank name] (the “Bank”) by order of (the “Applicant”), hereby certifies to the Bank as follows:

1. Applicant and Beneficiary are party to that certain EEI Master Power Purchase and Sale Agreement, together with the Cover Sheet, the Collateral Annex and Paragraph 10 to the Collateral Annex dated as of [insert date] and as amended or otherwise modified from time to time (the “Master Agreement”).

2. An Event of Default (as defined in the Master Agreement) has occurred and is continuing with respect to Applicant under the Master Agreement or an Early Termination Date has occurred or been designated.

Wherefore, the undersigned does hereby demand payment in an amount equal to all amounts due and owing of $[ ].

OR
Beneficiary is making a drawing under this Letter of Credit in the amount of U.S. $ , which equals the full available amount under the Letter of Credit, because Applicant is required to maintain the Letter of Credit in force and effect beyond the Expiration Date of the Letter of Credit but has failed to provide Beneficiary with a replacement Letter of Credit or other acceptable instrument within twenty (20) Business Days prior to such Expiration Date or a Letter of Credit Default (as defined in the Master Agreement) exists.

3. The undersigned is a duly authorized representative of [insert Beneficiary name] and is authorized to execute and deliver this Drawing Certificate on behalf of Beneficiary.

You are hereby directed to make payment of the requested amount to [insert Beneficiary name] by wire transfer in immediately available funds to the following account:
[specify account information]
[insert Beneficiary name]
[name and title of authorized representative]
Date
Item 1f
Attachment 2

Page 1 of 1 ends

Silicon Valley Clean Energy Board of DirectorsOctober 8, 2025

Silicon Valley Clean Energy Board of Directors
October 8, 2025