Agenda packet — Fairfield City Council, September 16, 2025 (part 2 of 9)

BATTERY
MODULE

THERMAL

CABINET

INTERFACE
BAY
DC
AC
1600A/3P
DC
AC
DC
AC
DC
AC
COMM

BATTERY
MODULE

BATTERY
MODULE
DC
AC
DC
AC
DC
AC
DC
AC
M

TO TESLA CONTROLLER,
DATA AND 24VDC BACKUP
POWER ON WP601.4
EXOTHERMIC BOND (TYP)3/4" X 10' GROUNDING

ELECTRODES (TYP)

GROUND ROD

GROUND ROD
601.4A
TO SWGR.01

SEE DETAIL ON
WP601.3
LVA
TESLA MEGAPACK 2 XL (5.4.6.A/AB-448.8-1795.2)
480V, 448.8kW/1795.2kWh,
693kVA RATED, NEMA 3R

PAD MOUNTED AT EQUIPMENT YARD
STAMP:

PR
O
J
E
C
T
:
1301 Cap. O TX Hwy S #B315
Austin, TX 78746
www.holtrenewables.com
C:
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17 8
5 .
0 k
W

D
C

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29 0
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A

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9 5
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D
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123 4 56
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B
A

PERMITTING SET
HoltRenewables, 2025

AS NOTED
ANSI D - 22X34

0 8
/
1 3
/
2 0
2 5

0 5
/
0 5
/
2 0
2 5

1 1
/
2 2
/
2 0
2 4

0 7
/
2 6
/
2 0
2 4
SL
S
SL
S
SL
S
SL
S
IS
S
U
E
D

F
O
R

P
E
R
M
I
T
T
I
N
G
90 %

S
E
T
60 %

S
E
T
30 %

S
E
T
KM
B
JC EF
/
J
M
R
CH
CL
I
E
N
T
:

Allison D. Kimball

PROFESSIONAL ENGINEER
8/13/25CA LICENSE: E19765

ELECTRICAL SLD -
BESS
WP601.2
SCALE: NTS
ELECTRICAL SLD - BESSA1

GENERAL SHEET NOTES

SHEET KEYNOTES

1. EQUIPMENT SHALL BE INSTALLED AND LABELED IN

ACCORDANCE WITH THE CEC AND ALL APPLICABLE

REQUIREMENTS OF THE SERVING UTILITY COMPANY AND
LOCAL AUTHORITY HAVING JURISDICTION (AHJ).

2. DISCONNECTS MUST COMPLY WITH CEC 690.15 AND PROVIDE
WARNING SIGN PER CEC 690.13. FUSED DISCONNECT SWITCH
TO HAVE GROUND FAULT PROTECTION PER CEC 230.95 AND
ARC ENERGY REDUCTION PER CEC 240.67 INCLUDING
PERFORMANCE TESTING BY QUALIFIED PERSONALE.

3. LISTING AGENCY NAMES AND NUMBERS TO BE INDICATED ON
POWER INVERTER AND SOLAR MODULES PER CEC 110.3(B).

4. LABELED "PHOTOVOLTAIC SYSTEM AC COMBINER."

5. UTILITY METER LABELED "PHOTOVOLTAIC SYSTEM
MONITOR.” CT COMPARTMENT PER EUSERC 322, 330. METER
DOOR PER EUSERC 333. METER SOCKET IS 15J.

6. LABELED “PHOTOVOLTAIC SYSTEM UTILITY DISCONNECT”

SWITCH TO BE VISUAL OPEN AND ACCESSIBLE AND
CONFORM TO CEC 705.22.

7. LABELED “WARNING: THIS PANEL SUPPLIED BY MULTIPLE
SOURCES OF POWER: 1. UTILITY POWER, 2. PHOTOVOLTAIC
SYSTEM - DISCONNECT ALL SOURCES BEFORE SERVICING.”

8. POINT OF INTERCONNECTION SHALL BE IN ACCORDANCE
WITH CEC 705.11. SOLAR-READY BREAKER TO HAVE GROUND
FAULT PROTECTION PER CEC 215.10 AND ARC ENERGY
REDUCTION PER CEC 240.87.

9. PROVIDE IDENTIFICATION ALONG WITH POSITIVE & NEGATIVE CONDUCTORS PER CEC 210.5(C)(2).

10. MINIMUM BENDING RADIUS OF PHOTOVOLTAIC MODULE

LEADS SHALL CONFORM WITH MINIMUM BENDING RADIUS

SET FORTH BY THE MODULE MANUFACTURER OR ARTICLE
338.24, WHICHEVER IS MORE STRINGENT.

11. MATING CONNECTORS FOR PV SOURCE CIRCUITS, PV

JUMPER CABLES, AND MODULE LEVEL POWER ELECTRONICS

TO BE LISTED AND IDENTIFIED FOR INTERMATABILITY, AS
DESCRIBED IN MANUFACTURER'S INSTRUCTIONS. MATING

CONNECTORS THAT ARE NOT LISTED ARE NOT TO BE
UTILIZED FOR PROJECT.

12. AC POWER CONDUITS TO CONVEY (3) CURRENT CARRYING
CONDUCTORS AND AN EGC. NO NEUTRAL REQUIRED.

13. ALL INVERTERS ARE TO HAVE THE MAX 250kW AC OUTPUT
OPTION SELECTED. REFER TO INVERTER DATA SHEET ON
SHEET WK801.

1. CONDUIT ABOVE GRADE SHALL BE EMT. ALL CONDUIT BELOW
GRADE SHALL BE PVC OR HDPE WITH RMC RISER. USE
SCHEDULE 40 FOR BELOW GRADE CONDUIT RUN UNDER
GRASSY AREAS.

2. ALL COPPER (CU) CONDUCTORS IN CONDUIT SHALL BE
THWN-2 OR XLPE. ALL EXPOSED CONDUCTORS SHALL BE
PVWIRE. ALL ALUMINUM (AL) CONDUCTORS IN CONDUIT
SHALL BE XHHW-2, OR XLPE.

3. ALUMINUM CONDUCTORS SHALL BE BRUSHED AND TREATED
WITH ANTIOXIDANT COMPOUND AT TERMINAL POINTS.

4. TORQUE: ALL CONDUCTORS LANDING IN SCREW

CONNECTIONS MUST BE PROPERLY TIGHTENED TO THE
MANUFACTURER'S TORQUE REQUIREMENTS. ALL BOLTED

CONDUCTOR TERMINATIONS MUST BE TORQUED TO THEIR
RATED VALUE. IT IS THE SUBCONTRACTOR'S

RESPONSIBILITY TO ENSURE ALL CONDUCTORS WITH

TORQUE REQUIREMENTS HAVE BEEN MARKED WITH A PAINT

PEN OR PERMANENT MARKER AT THE TIME THAT THE
TORQUE TEST WAS DONE.

5. SOLAR ENERGY PRODUCTION MONITORING SHALL BE
INSTALLED AT PV & BESS SWITCHGEAR.

6. IMPACT DRIVERS ARE NOT APPROVED FOR USE ON
INVERTERS OR WIRE BOXES.

7. THE BESS WILL BE CONFIGURED TO ENSURE IT IS 100%

CHARGED FROM THE SOLAR PV SYSTEM WITH NO CHARGING
FROM THE UTILITY GRID. THIS WILL BE ACCOMPLISHED WITH

THE GELI ENERGY MANAGEMENT SYSTEM AND THE TESLA
SITE CONTROLLER SERVING AS A POWER CONTROL SYSTEM.

PRO F E S S I O N A L EN
G
I
N
E
E
RE19765

Page 167 of 1141 ends

800V 480V

PV TRANSFORMER
1500kVA, NEMA 3R, D-YG, DRY-TYPE
Z = 5.75%, X/R = 7.5

PAD MOUNTED
PVXFMR.01
480V (300 MCOV)

LIGHTNING ARRESTOR
#4/0 Cu BOND TO

GROUND RING (TYP)EXOTHERMIC BOND (TYP)
(1) 3/4" X 10' GROUNDING

ELECTRODES (TYP OF ALL

GROUND RODS)

GROUND ROD

GROUND ROD
992.5AK
MAIN

BREAKER
3000AF, 3000AT,

ELECTRONIC TRIP,
480V, 65kAIC

GFP PER
CEC 215.10,

ARC ENERGY

REDUCTION PER
CEC 240.87
SECTION 1 - MAIN
BREAKER MCB.01
2500AS
2500AF
3P
(WITH

VIEWING

WINDOW IF

REQUIRED

BY AHJ)
SECTION 4 -

PV SERVICE
FUSED

DISCONNECT
1654.9AL

TO PV SWITCHGEAR,
SEE SHEET WP601.01

UTILITY

SERVICE
480V
480VAC, 3PH, 4W
4000A BUS, 4000A MAIN (EXST)
7 MSB

EXISTING
LOADS
(EXST)

EXISTING

PG&E METER M
8 UTILITY TRANSFORMER

INTERCONNECTION
- 3000A, 480VAC, 3ɸ
- LINE-SIDE

CONNECTION VIA

SOLAR READY

BREAKER SECTION
- PER CEC 705.11
3000AF
3000AT
3PP
2500AF
2000AT
3P
MTSTO EXISTING 1250kW GENERATOR
(KOHLER POWER SYSTEMS
MODEL: KD1250-4)

PV UTILITY DISCONNECT

EATON PRINGLE BOLTED PRESSURE
SWITCH CB-30-3-4-B-120-480-G, OAE
480V, 3000A FUSIBLE W/ 3000A FUSES,
NEMA 3R, 3P, 4W, VIEWABLE, LOCKABLE,
GFP PER CEC 230.95 W/

PERFORMANCE TESTING,

PAD MOUNTED
2 6
3000A
ACD.01
PV & BESS SWITCHGEAR (SWGR.01)
480V, 3500A BUS (OAE), NEMA 3R, 3ɸ, 4W , 65 KAIC
PER CEC 705.12(B)(3)(3), SERVICE ENTRY RATED, PAD MOUNTED 7 4000AF
4000AT
3P
N
2256.3A
LSIG
2256.3A
SECTION 2 -

BESS SERVICE

BREAKERS
800AF
800AT
3P
601.4A
M

TO BESS,

SEE SHEET
WP601.2
2500AS
2500AF
3P
M
NGOM

PER PG&E
SPECS
SECTION 3 -

PV METER
480V, 2500A, 3ɸ
5 PHOTOVOLTAIC ARRAY
(3000) QCELLS Q.PEAK DUO XL-G11S.3/BFG 595, 595W MODULES, OAE (120) STRINGS OF (25) MODULES
(5) CHINT CPS SCH275KTL-DO/US-800-36 INVERTERS - 250KW AC SELECTED RACKING SHALL BE UL 2703 LISTED AS AN EGC
BARE 6 AWG EGC ATTACHED TO RAIL ENDS WITH WEEB LUGS
1500V PV WIRE FOR ALL SOURCE WIRING

BATTERY ENERGY STORAGE SYSTEM
(1) TESLA MEGAPACK 2 XL 4HR (448.8kW/1795.2kWh)

MAIN BREAKER FOR

OVERALL SITE

SERVICE
2 2
100AF
100AT
3P
(3H, 1G, 1N)
#2 THWN-2 IN
1-1/4" PVC40, ~25'
M (3) CT TWISTED PAIR IN
3/4" EMT, APPROX. 20'
TO AUX. POWER

PANELBOARD,
SEE SHEET WP601.4
SEL-735

BESS METER
M
SEL-735

PV METER
(1) CAT5E/6 IN 1" PVC40 ~30' (DATA)

TO GELI EMS,
SEE SHEET WP601.4
(2) CAT5E/6 IN 1" PVC40 ~275' (DATA)
(1) CAT5E/6 IN 1"
PVC40 ~25' (DATA)
M

TO ALSOENERGY DAS,
SEE SHEET WP601.1
RS-485 TWISTED PAIR IN
1" PVC40 ~725' (DATA)
LO
C
A
T
E
D

N
E
A
R

P
O
C
LO
C
A
T
E
D

A
T

E
Q
U
I
P
M
E
N
T

Y
A
R
D

TO GELI EMS,
SEE SHEET WP601.4
M (3) CT TWISTED PAIR IN
3/4" PVC40, APPROX. 20'
SEL-735 NEW

OVERALL SITE

METER FOR BESS

CONTROLLER
SEL-735 OVERALL
OUTPUT METER STAMP:

PR
O
J
E
C
T
:
1301 Cap. O TX Hwy S #B315
Austin, TX 78746
www.holtrenewables.com
C:
\
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3 2

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S
L
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d
w
g

8 /
1 3
/
2 5

3 :
3 6
p
m
CI
T
Y

O
F

F
A
I
R
F
I
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L
D
WA
T
E
R
M
A
N

T
R
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A
T
M
E
N
T

P
L
A
N
T

S
O
L
A
R

P
R
O
J
E
C
T
17 8
5 .
0 k
W

D
C

S
T
C

R
A
T
I
N
G
29 0
0 V
I
S
T
A

G
R
A
N
D
E

C
I
R
C
L
E
FA
I
R
F
I
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L
D
,

C
A

9 5
4 3
4 123 4 56
E
D
C
B
A
123 4 56
E
D
C
B
A

PERMITTING SET
HoltRenewables, 2025

AS NOTED
ANSI D - 22X34

0 8
/
1 3
/
2 0
2 5

0 5
/
0 5
/
2 0
2 5

1 1
/
2 2
/
2 0
2 4

0 7
/
2 6
/
2 0
2 4
SL
S
SL
S
SL
S
SL
S
IS
S
U
E
D

F
O
R

P
E
R
M
I
T
T
I
N
G
90 %

S
E
T
60 %

S
E
T
30 %

S
E
T
KM
B
JC EF
/
J
M
R
CH
CL
I
E
N
T
:

Allison D. Kimball

PROFESSIONAL ENGINEER
8/13/25CA LICENSE: E19765

ELECTRICAL SLD -
POI
WP601.3
SCALE: NTS
ELECTRICAL SLD - POIA1

GENERAL SHEET NOTES

SHEET KEYNOTES

1. CONDUIT ABOVE GRADE SHALL BE EMT. ALL CONDUIT BELOW
GRADE SHALL BE PVC OR HDPE WITH RMC RISER. USE
SCHEDULE 40 FOR BELOW GRADE CONDUIT RUN UNDER
GRASSY AREAS.

2. ALL COPPER (CU) CONDUCTORS IN CONDUIT SHALL BE
THWN-2 OR XLPE. ALL EXPOSED CONDUCTORS SHALL BE
PVWIRE. ALL ALUMINUM (AL) CONDUCTORS IN CONDUIT
SHALL BE XHHW-2, OR XLPE.

3. ALUMINUM CONDUCTORS SHALL BE BRUSHED AND TREATED
WITH ANTIOXIDANT COMPOUND AT TERMINAL POINTS.

4. TORQUE: ALL CONDUCTORS LANDING IN SCREW

CONNECTIONS MUST BE PROPERLY TIGHTENED TO THE
MANUFACTURER'S TORQUE REQUIREMENTS. ALL BOLTED

CONDUCTOR TERMINATIONS MUST BE TORQUED TO THEIR
RATED VALUE. IT IS THE SUBCONTRACTOR'S

RESPONSIBILITY TO ENSURE ALL CONDUCTORS WITH

TORQUE REQUIREMENTS HAVE BEEN MARKED WITH A PAINT

PEN OR PERMANENT MARKER AT THE TIME THAT THE
TORQUE TEST WAS DONE.

5. SOLAR ENERGY PRODUCTION MONITORING SHALL BE
INSTALLED AT PV & BESS SWITCHGEAR.

6. IMPACT DRIVERS ARE NOT APPROVED FOR USE ON
INVERTERS OR WIRE BOXES.

7. THE BESS WILL BE CONFIGURED TO ENSURE IT IS 100%

CHARGED FROM THE SOLAR PV SYSTEM WITH NO CHARGING
FROM THE UTILITY GRID. THIS WILL BE ACCOMPLISHED WITH

THE GELI ENERGY MANAGEMENT SYSTEM AND THE TESLA
SITE CONTROLLER SERVING AS A POWER CONTROL SYSTEM.

1. EQUIPMENT SHALL BE INSTALLED AND LABELED IN

ACCORDANCE WITH THE CEC AND ALL APPLICABLE

REQUIREMENTS OF THE SERVING UTILITY COMPANY AND
LOCAL AUTHORITY HAVING JURISDICTION (AHJ).

3. LISTING AGENCY NAMES AND NUMBERS TO BE INDICATED ON
POWER INVERTER AND SOLAR MODULES PER CEC 110.3(B).

4. LABELED "PHOTOVOLTAIC SYSTEM AC COMBINER."

5. UTILITY METER LABELED "PHOTOVOLTAIC SYSTEM
MONITOR.” CT COMPARTMENT PER EUSERC 322, 330. METER
DOOR PER EUSERC 333. METER SOCKET IS 15J.

6. LABELED “PHOTOVOLTAIC SYSTEM UTILITY DISCONNECT”

SWITCH TO BE VISUAL OPEN AND ACCESSIBLE AND
CONFORM TO CEC 705.22.

7. LABELED “WARNING: THIS PANEL SUPPLIED BY MULTIPLE
SOURCES OF POWER: 1. UTILITY POWER, 2. PHOTOVOLTAIC
SYSTEM - DISCONNECT ALL SOURCES BEFORE SERVICING.”

8. POINT OF INTERCONNECTION SHALL BE IN ACCORDANCE
WITH CEC 705.11. SOLAR-READY BREAKER TO HAVE GROUND
FAULT PROTECTION PER CEC 215.10 AND ARC ENERGY
REDUCTION PER CEC 240.87.

9. PROVIDE IDENTIFICATION ALONG WITH POSITIVE & NEGATIVE CONDUCTORS PER CEC 210.5(C)(2).

10. MINIMUM BENDING RADIUS OF PHOTOVOLTAIC MODULE

LEADS SHALL CONFORM WITH MINIMUM BENDING RADIUS

SET FORTH BY THE MODULE MANUFACTURER OR ARTICLE
338.24, WHICHEVER IS MORE STRINGENT.

11. MATING CONNECTORS FOR PV SOURCE CIRCUITS, PV

JUMPER CABLES, AND MODULE LEVEL POWER ELECTRONICS

TO BE LISTED AND IDENTIFIED FOR INTERMATABILITY, AS
DESCRIBED IN MANUFACTURER'S INSTRUCTIONS. MATING

CONNECTORS THAT ARE NOT LISTED ARE NOT TO BE
UTILIZED FOR PROJECT.

12. AC POWER CONDUITS TO CONVEY (3) CURRENT CARRYING
CONDUCTORS AND AN EGC. NO NEUTRAL REQUIRED.

13. ALL INVERTERS ARE TO HAVE THE MAX 250kW AC OUTPUT
OPTION SELECTED. REFER TO INVERTER DATA SHEET ON
SHEET WK801.

PRO F E S S I O N A L EN
G
I
N
E
E
RE19765

Page 168 of 1141 ends

20A/1P
20A/3P
20A/1P
AUX. POWER PANELBOARD
480V, 100A BUS,
NEMA 3R,
CEC 705.12(B)(3)(3)

RACK MOUNTED AT EQUIPMENT YARD
20A/3P
SURGE

ARRESTOR
TO SWGR.01
SEE SHEET WP601.3
(3+G) #12AWG Cu THWN-2,
IN 1" EMT ~ 10'
(3+G) #12AWG THWN-2,
IN 1" EMT ~ 15'
(4+G) #2 THWN-2, #2 Cu GROUND
IN 1 1/4" PVC40 ~ 25'
15A/2P
15A/2P

GELI ENERGY

MANAGEMENT
SYSTEM

TESLA SITE

CONTROLLER
LAN2
LAN1
(1) CAT5E/6 IN 1"
EMT ~10' (DATA)
(1) CAT5E/6 IN 1" PVC40 ~25' (DATA)
BACKUP 24VDC TO
TERMINAL 5 IN CUSTOMER

INTERFACE BOARD IN
BESS.01 ON WP601.2
BESS.01 COMM.

BOARD ON WP601.2
SHIELDED CAT5E/6,
(1) #14AWG IN 1" PVC40
~50' (DATA, 24VDC)

PV METER

BESS METER

SITE METER/

OVERALL

OUTPUT METER
(1) CAT5E/6 IN 1" PVC40 ~30' (DATA)
(2) CAT5E/6 IN 1" PVC40 ~275' (DATA)
(2+G) #12AWG Cu THWN-2,
IN 1" EMT ~ 10'

ALSO ENERGY
REMOTE

ENCLOSURE

FOR BESS
(1) CAT5E/6 IN 1"
EMT ~10' (DATA)
STAMP:

PR
O
J
E
C
T
:
1301 Cap. O TX Hwy S #B315
Austin, TX 78746
www.holtrenewables.com
C:
\
U
s
e
r
s
\
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8 /
1 3
/
2 5

3 :
3 6
p
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CI
T
Y

O
F

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A
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F
I
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L
D
WA
T
E
R
M
A
N

T
R
E
A
T
M
E
N
T

P
L
A
N
T

S
O
L
A
R

P
R
O
J
E
C
T
17 8
5 .
0 k
W

D
C

S
T
C

R
A
T
I
N
G
29 0
0 V
I
S
T
A

G
R
A
N
D
E

C
I
R
C
L
E
FA
I
R
F
I
E
L
D
,

C
A

9 5
4 3
4 123 4 56
E
D
C
B
A
123 4 56
E
D
C
B
A

PERMITTING SET
HoltRenewables, 2025

AS NOTED
ANSI D - 22X34

0 8
/
1 3
/
2 0
2 5

0 5
/
0 5
/
2 0
2 5

1 1
/
2 2
/
2 0
2 4

0 7
/
2 6
/
2 0
2 4
SL
S
SL
S
SL
S
SL
S
IS
S
U
E
D

F
O
R

P
E
R
M
I
T
T
I
N
G
90 %

S
E
T
60 %

S
E
T
30 %

S
E
T
KM
B
JC EF
/
J
M
R
CH
CL
I
E
N
T
:

Allison D. Kimball

PROFESSIONAL ENGINEER
8/13/25CA LICENSE: E19765

ELECTRICAL SLD -
LV
WP601.4
SCALE: NTS
ELECTRICAL SLD - LVA1

GENERAL SHEET NOTES

SHEET KEYNOTES

1. EQUIPMENT SHALL BE INSTALLED AND LABELED IN

ACCORDANCE WITH THE CEC AND ALL APPLICABLE

REQUIREMENTS OF THE SERVING UTILITY COMPANY AND
LOCAL AUTHORITY HAVING JURISDICTION (AHJ).

3. LISTING AGENCY NAMES AND NUMBERS TO BE INDICATED ON
POWER INVERTER AND SOLAR MODULES PER CEC 110.3(B).

4. LABELED "PHOTOVOLTAIC SYSTEM AC COMBINER."

5. UTILITY METER LABELED "PHOTOVOLTAIC SYSTEM
MONITOR.” CT COMPARTMENT PER EUSERC 322, 330. METER
DOOR PER EUSERC 333. METER SOCKET IS 15J.

6. LABELED “PHOTOVOLTAIC SYSTEM UTILITY DISCONNECT”

SWITCH TO BE VISUAL OPEN AND ACCESSIBLE AND
CONFORM TO CEC 705.22.

7. LABELED “WARNING: THIS PANEL SUPPLIED BY MULTIPLE
SOURCES OF POWER: 1. UTILITY POWER, 2. PHOTOVOLTAIC
SYSTEM - DISCONNECT ALL SOURCES BEFORE SERVICING.”

8. POINT OF INTERCONNECTION SHALL BE IN ACCORDANCE
WITH CEC 705.11. SOLAR-READY BREAKER TO HAVE GROUND
FAULT PROTECTION PER CEC 215.10 AND ARC ENERGY
REDUCTION PER CEC 240.87.

9. PROVIDE IDENTIFICATION ALONG WITH POSITIVE & NEGATIVE CONDUCTORS PER CEC 210.5(C)(2).

10. MINIMUM BENDING RADIUS OF PHOTOVOLTAIC MODULE

LEADS SHALL CONFORM WITH MINIMUM BENDING RADIUS

SET FORTH BY THE MODULE MANUFACTURER OR ARTICLE
338.24, WHICHEVER IS MORE STRINGENT.

11. MATING CONNECTORS FOR PV SOURCE CIRCUITS, PV

JUMPER CABLES, AND MODULE LEVEL POWER ELECTRONICS

TO BE LISTED AND IDENTIFIED FOR INTERMATABILITY, AS
DESCRIBED IN MANUFACTURER'S INSTRUCTIONS. MATING

CONNECTORS THAT ARE NOT LISTED ARE NOT TO BE
UTILIZED FOR PROJECT.

12. AC POWER CONDUITS TO CONVEY (3) CURRENT CARRYING
CONDUCTORS AND AN EGC. NO NEUTRAL REQUIRED.

13. ALL INVERTERS ARE TO HAVE THE MAX 250kW AC OUTPUT
OPTION SELECTED. REFER TO INVERTER DATA SHEET ON
SHEET WK801.

1. CONDUIT ABOVE GRADE SHALL BE EMT. ALL CONDUIT BELOW
GRADE SHALL BE PVC OR HDPE WITH RMC RISER. USE
SCHEDULE 40 FOR BELOW GRADE CONDUIT RUN UNDER
GRASSY AREAS.

2. ALL COPPER (CU) CONDUCTORS IN CONDUIT SHALL BE
THWN-2 OR XLPE. ALL EXPOSED CONDUCTORS SHALL BE
PVWIRE. ALL ALUMINUM (AL) CONDUCTORS IN CONDUIT
SHALL BE XHHW-2, OR XLPE.

3. ALUMINUM CONDUCTORS SHALL BE BRUSHED AND TREATED
WITH ANTIOXIDANT COMPOUND AT TERMINAL POINTS.

4. TORQUE: ALL CONDUCTORS LANDING IN SCREW

CONNECTIONS MUST BE PROPERLY TIGHTENED TO THE
MANUFACTURER'S TORQUE REQUIREMENTS. ALL BOLTED

CONDUCTOR TERMINATIONS MUST BE TORQUED TO THEIR
RATED VALUE. IT IS THE SUBCONTRACTOR'S

RESPONSIBILITY TO ENSURE ALL CONDUCTORS WITH

TORQUE REQUIREMENTS HAVE BEEN MARKED WITH A PAINT

PEN OR PERMANENT MARKER AT THE TIME THAT THE
TORQUE TEST WAS DONE.

5. SOLAR ENERGY PRODUCTION MONITORING SHALL BE
INSTALLED AT PV & BESS SWITCHGEAR.

6. IMPACT DRIVERS ARE NOT APPROVED FOR USE ON
INVERTERS OR WIRE BOXES.

7. THE BESS WILL BE CONFIGURED TO ENSURE IT IS 100%

CHARGED FROM THE SOLAR PV SYSTEM WITH NO CHARGING
FROM THE UTILITY GRID. THIS WILL BE ACCOMPLISHED WITH

THE GELI ENERGY MANAGEMENT SYSTEM AND THE TESLA
SITE CONTROLLER SERVING AS A POWER CONTROL SYSTEM.

PRO F E S S I O N A L EN
G
I
N
E
E
RE19765

Page 169 of 1141 ends

DC
AC
_+_
+++
__

18.8A
198.5A
TO ACC.XX
COMM
TO INV.XX
(CAT6)
ɸ1
ɸ2
ɸ3
G
TO INV.XX
(CAT6)
A
G
XX
MPPT11225+
_
_+_
+++
__
MPPT2+
_
_+_
+++
__
MPPT3+
_
25A
12 25

18.8A1225
12 25

18.8A1225
12 25
_+_
+++
__

18.8A
A
MPPT41225+
_
_+_
+++
__
MPPT5+
_
_+_
+++
__
MPPT6+
_
25A
12 25

18.8A1225
12 25

18.8A1225
12 25
_+_
+++
__

18.8A
A
MPPT71225+
_
_+_
+++
__
MPPT8+
_
_+_
+++
__
MPPT9+
_
25A
12 25

18.8A1225
12 25

18.8A1225
12 25
_+_
+++
__

18.8A
A
MPPT101225+
_
_+_
+++
__
MPPT11+
_
_+_
+++
__
MPPT12+
_
25A
12 25

18.8A1225
12 25

18.8A1225
12 25
CHINT SCA275KTL-DO/US-800-36
800V 3PH-3W-198.5A AC OUTPUT,

DC & AC SURGE ARRESTORS,
AFCI - RACK MOUNTED INV.01 - INV.05
1 3 13
1 3 9 10 11
12 ɸ1 ɸ2 ɸ3 G
ɸ1
ɸ2
ɸ3
G
TO INV.01
198.5AB
ɸ1
ɸ2
ɸ3
G
TO INV.02
198.5AC
250A/3P
250A/3P
G397.0A
AC COMBINER (ACC.01)
800V, 1000A BUS (OAE)
NEMA 3R, 3W,
(2) 250A 100% RATED BREAKERS
CEC 705.12(B)(3)(3)
RACK MOUNTED 4 7
ɸ1 ɸ2 ɸ3 G
ɸ1
ɸ2
ɸ3
G
TO INV.03
198.5AD
ɸ1
ɸ2
ɸ3
G
TO INV.04
198.5AE
ɸ1
ɸ2
ɸ3
G
TO INV.05
198.5AF
250A/3P
250A/3P
250A/3P
H595.5A
AC COMBINER (ACC.02)
800V, 1000A BUS (OAE)
NEMA 3R, 3W,
(3) 250A 100% RATED BREAKERS
CEC 705.12(B)(3)(3)
RACK MOUNTED 4 7
TO ACRC.01,

REFER TO
SHEET WP602.2
TO ACRC.01,

REFER TO
SHEET WP602.2
STAMP:

PR
O
J
E
C
T
:
1301 Cap. O TX Hwy S #B315
Austin, TX 78746
www.holtrenewables.com
C:
\
U
s
e
r
s
\
s
a
m
u
e
l
.
s
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r
m
a
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e
d
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i
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e

h
o
l
t

g
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k
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\
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y

o
f

f
a
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l
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,

c
a
\
0 3

d
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i
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3 d
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a
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3 2

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6 0
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AL

3 L
D
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w
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8 /
1 3
/
2 5

3 :
3 7
p
m
CI
T
Y

O
F

F
A
I
R
F
I
E
L
D
WA
T
E
R
M
A
N

T
R
E
A
T
M
E
N
T

P
L
A
N
T

S
O
L
A
R

P
R
O
J
E
C
T
17 8
5 .
0 k
W

D
C

S
T
C

R
A
T
I
N
G
29 0
0 V
I
S
T
A

G
R
A
N
D
E

C
I
R
C
L
E
FA
I
R
F
I
E
L
D
,

C
A

9 5
4 3
4 123 4 56
E
D
C
B
A
123 4 56
E
D
C
B
A

PERMITTING SET
HoltRenewables, 2025

AS NOTED
ANSI D - 22X34

0 8
/
1 3
/
2 0
2 5

0 5
/
0 5
/
2 0
2 5

1 1
/
2 2
/
2 0
2 4

0 7
/
2 6
/
2 0
2 4
SL
S
SL
S
SL
S
SL
S
IS
S
U
E
D

F
O
R

P
E
R
M
I
T
T
I
N
G
90 %

S
E
T
60 %

S
E
T
30 %

S
E
T
KM
B
JC EF
/
J
M
R
CH
CL
I
E
N
T
:

Allison D. Kimball

PROFESSIONAL ENGINEER
8/13/25CA LICENSE: E19765
ELECTRICAL 3LD
WP602.1
ELECTRICAL 3LD
WP602.1
Scale: NTS
ELECTRICAL 3LD - INVERTERSA1

GENERAL SHEET NOTES

SHEET KEYNOTES

WIRE LEGEND
CONDUCTOR 277/480V, 3PH, 4W 120/208V, 3PH, 4W 120/240V, 3PH, 3W AC ɸ1 BROWN BLACK BLACK
AC ɸ2 ORANGE/PURPLE RED ORANGE
AC ɸ3 YELLOW BLUE BLUE

AC NEUTRAL GRAY WHITE WHITE

DC POSITIVE RED RED RED

DC NEGATIVE BLACK BLACK BLACK

GROUND GREEN GREEN GREEN
NOTE: AC WIRE INSULATION COLORS SHALL MATCH THE EXISTING BUILDING(S) AND COMPLY WITH THE LATEST VERSION OF THE CEC ELECTRICAL CODE.

1. EQUIPMENT SHALL BE INSTALLED AND LABELED IN

ACCORDANCE WITH THE CEC AND ALL APPLICABLE

REQUIREMENTS OF THE SERVING UTILITY COMPANY AND
LOCAL AUTHORITY HAVING JURISDICTION (AHJ).

2. DISCONNECTS MUST COMPLY WITH CEC 690.15 AND PROVIDE
WARNING SIGN PER CEC 690.13. FUSED DISCONNECT SWITCH
TO HAVE GROUND FAULT PROTECTION PER CEC 230.95 AND
ARC ENERGY REDUCTION PER CEC 240.67.

3. LISTING AGENCY NAMES AND NUMBERS TO BE INDICATED ON
POWER INVERTER AND SOLAR MODULES PER CEC 110.3(B).

4. LABELED "PHOTOVOLTAIC SYSTEM AC COMBINER."

5. UTILITY METER LABELED "PHOTOVOLTAIC SYSTEM
MONITOR.” CT COMPARTMENT PER EUSERC 322, 330. METER
DOOR PER EUSERC 333. METER SOCKET IS 15J.

6. LABELED “PHOTOVOLTAIC SYSTEM UTILITY DISCONNECT”

SWITCH TO BE VISUAL OPEN AND ACCESSIBLE AND
CONFORM TO CEC 705.22.

7. LABELED “WARNING: THIS PANEL SUPPLIED BY MULTIPLE
SOURCES OF POWER: 1. UTILITY POWER, 2. PHOTOVOLTAIC
SYSTEM - DISCONNECT ALL SOURCES BEFORE SERVICING.”

8. POINT OF INTERCONNECTION SHALL BE IN ACCORDANCE
WITH CEC 705.11. SOLAR-READY BREAKER TO HAVE GROUND
FAULT PROTECTION PER CEC 215.10 AND ARC ENERGY
REDUCTION PER CEC 240.87.

9. PROVIDE IDENTIFICATION ALONG WITH POSITIVE & NEGATIVE CONDUCTORS PER CEC 210.5(C)(2).

10. MINIMUM BENDING RADIUS OF PHOTOVOLTAIC MODULE

LEADS SHALL CONFORM WITH MINIMUM BENDING RADIUS

SET FORTH BY THE MODULE MANUFACTURER OR ARTICLE
338.24, WHICHEVER IS MORE STRINGENT.

11. MINIMUM CONNECTORS FOR PV SOURCE CIRCUITS, PV

JUMPER CABLES, AND MODULE LEVEL POWER ELECTRONICS

TO BE LISTED AND IDENTIFIED FOR INTERMATABILITY, AS
DESCRIBED IN MANUFACTURER'S INSTRUCTIONS. MATING

CONNECTORS THAT ARE NOT LISTED ARE NOT TO BE
UTILIZED FOR PROJECT.

12. AC POWER CONDUITS TO CONVEY (3) CURRENT CARRYING
CONDUCTORS AND AN EGC. NO NEUTRAL REQUIRED.

13. ALL INVERTERS ARE TO HAVE THE MAX 250kW AC OUTPUT
OPTION SELECTED. REFER TO INVERTER DATA SHEET ON
WK801.Scale: NTS
ELECTRICAL 3LD - AC COMBINERSA3

1. CONDUIT ABOVE GRADE SHALL BE EMT. ALL CONDUIT BELOW
GRADE SHALL BE PVC OR HDPE WITH RMC RISER. USE
SCHEDULE 40 FOR BELOW GRADE CONDUIT RUN UNDER
GRASSY AREAS.

2. ALL COPPER (CU) CONDUCTORS IN CONDUIT SHALL BE
THWN-2 OR XLPE. ALL EXPOSED CONDUCTORS SHALL BE
PVWIRE. ALL ALUMINUM (AL) CONDUCTORS IN CONDUIT
SHALL BE XHHW-2, OR XLPE.

3. ALUMINUM CONDUCTORS SHALL BE BRUSHED AND TREATED
WITH ANTIOXIDANT COMPOUND AT TERMINAL POINTS.

4. TORQUE: ALL CONDUCTORS LANDING IN SCREW

CONNECTIONS MUST BE PROPERLY TIGHTENED TO THE
MANUFACTURER'S TORQUE REQUIREMENTS. ALL BOLTED

CONDUCTOR TERMINATIONS MUST BE TORQUED TO THEIR
RATED VALUE. IT IS THE SUBCONTRACTOR'S

RESPONSIBILITY TO ENSURE ALL CONDUCTORS WITH

TORQUE REQUIREMENTS HAVE BEEN MARKED WITH A PAINT

PEN OR PERMANENT MARKER AT THE TIME THAT THE
TORQUE TEST WAS DONE.

5. SOLAR ENERGY PRODUCTION MONITORING SHALL BE
INSTALLED AT PV & BESS SWITCHGEAR.

6. IMPACT DRIVERS ARE NOT APPROVED FOR USE ON
INVERTERS OR WIRE BOXES.

7. THE BESS WILL BE CONFIGURED TO ENSURE IT IS 100%

CHARGED FROM THE SOLAR PV SYSTEM WITH NO CHARGING
FROM THE UTILITY GRID. THIS WILL BE ACCOMPLISHED WITH

THE GELI ENERGY MANAGEMENT SYSTEM AND THE TESLA
SITE CONTROLLER SERVING AS A POWER CONTROL SYSTEM.

PRO F E S S I O N A L EN
G
I
N
E
E
RE19765

Page 170 of 1141 ends

SECTION 2 - ACRC
(1) 750A, 3P BREAKER
(1) 500A, 3P BREAKER
(2) 20A, 3P BREAKERS
(1) 20A, 2P BREAKER
SECTION 1 - SERVICE
DISCONNECT ACD.02
GFP PER CEC 215.10,

ARC ENERGY REDUCTION
PER CEC 240.87
ɸ1 ɸ2 ɸ3 G
500A/3P
750A/3P
(1) 3/4" X 10' GROUNDING

ELECTRODES (TYP OF ALL

GROUND RODS)

GROUND ROD EXOTHERMIC BOND (TYP)

GROUND ROD
GROUND
ROD
TO ACC.01,

REFER TO SHEET
WP602.1
G 397.0A
H
TO ACC.02,

REFER TO SHEET
WP602.1
595.A
PV SWITCHGEAR (SWGR.02)
800V, 1400A BUS (OAE),
NEMA 3R, 3ɸ, 3W , 65 KAIC
PER CEC 705.12(B)(3)(3)

SERVICE ENTRY RATED

PAD MOUNTED
74 20A/3P
SPD
24DC/120V
DATA
LOGGER

ALSO ENERGY

MONITORING BOX
(COMM.01)

GSM CELL
MODEM
(1) SHIELDED CAT6,
APPROX 10' IN 3/4" EMT
RS-485 TWISTED PAIR/24V,
(2) BELDEN 3106A OAE,
APPROX 65' IN 3/4" PVC40
RS-485 IN 1" EMT/PVC40 ~315'TO INV.01 - INV.02
RS-485 IN 1" EMT/PVC40 ~80'TO INV.03 - INV.05
(2H, 1G) #14 THWN-2
IN 3/4" PVC40, APPROX. 10'
24DC/120V
800V/120V

CPS-AC-PLC
FLEX

GATEWAY

CHINT PLC

ENCLOSURE
01 (PLC.01)
NEMA 3R
120V SERVICE
OUTLET
ɸ1 ɸ2 ɸ3 G
ɸ1 N G
5KVA, 800V
TO 120V XFMR
20A/1P
20A/1P

AUXILIARY

POWER PANEL
20A/2P
20A/3P
(3H, 1G) #10 THWN-2
IN 3/4" PVC40, APPROX. 10'
(1H, 1N, 1G) #10 THWN-2
IN 3/4" EMT, APPROX. 10'
(1H, 1N, 1G) #10 THWN-2
IN 3/4" EMT, APPROX. 10'(1H, 1N, 1G) #10 THWN-2
IN 3/4" EMT, APPROX. 10'
#4/0 Cu BOND TO

GROUND RING (TYP)

GROUND ROD

TO PV XFMR,

REFER TO
SHEET WP602.4
K992.5A 12
FROM SEL-735 PV METER
SEE SHEET WP602.4
RS-485 TWISTED PAIR
IN 1" PVC40 ~725' (DATA)

WEATHER

STATION
(MOUNTED AT

ARRAY B)
IGHI
IBOM
TAMB.

VWIND
POA SENSOR (Si-RS485TC-2T-v-MB)
AND T-BOM SENSOR (Tmodul-Si) TO

MATCH THE TILT AND ORIENTATION

OF THE MODULES
1600AF
1350AT
3P
STAMP:

PR
O
J
E
C
T
:
1301 Cap. O TX Hwy S #B315
Austin, TX 78746
www.holtrenewables.com
C:
\
U
s
e
r
s
\
s
a
m
u
e
l
.
s
h
e
r
m
a
n
\
o
n
e
d
r
i
v
e

h
o
l
t

g
r
o
u
p
\
D
e
s
k
t
o
p
\
c
i
t
y

o
f

f
a
i
r
f
i
e
l
d
,

c
a
\
0 3

d
e
s
i
g
n
\
3 .
3 d
r
a
w
i
n
g
s
\
3 .
3 2

S
h
e
e
t
s
\
W
P
6 0
2 E
L
E
C
T
R
I
C
AL

3 L
D
.
d
w
g

8 /
1 3
/
2 5

3 :
3 7
p
m
CI
T
Y

O
F

F
A
I
R
F
I
E
L
D
WA
T
E
R
M
A
N

T
R
E
A
T
M
E
N
T

P
L
A
N
T

S
O
L
A
R

P
R
O
J
E
C
T
17 8
5 .
0 k
W

D
C

S
T
C

R
A
T
I
N
G
29 0
0 V
I
S
T
A

G
R
A
N
D
E

C
I
R
C
L
E
FA
I
R
F
I
E
L
D
,

C
A

9 5
4 3
4 123 4 56
E
D
C
B
A
123 4 56
E
D
C
B
A

PERMITTING SET
HoltRenewables, 2025

AS NOTED
ANSI D - 22X34

0 8
/
1 3
/
2 0
2 5

0 5
/
0 5
/
2 0
2 5

1 1
/
2 2
/
2 0
2 4

0 7
/
2 6
/
2 0
2 4
SL
S
SL
S
SL
S
SL
S
IS
S
U
E
D

F
O
R

P
E
R
M
I
T
T
I
N
G
90 %

S
E
T
60 %

S
E
T
30 %

S
E
T
KM
B
JC EF
/
J
M
R
CH
CL
I
E
N
T
:

Allison D. Kimball

PROFESSIONAL ENGINEER
8/13/25CA LICENSE: E19765
ELECTRICAL 3LD
WP602.2
ELECTRICAL 3LD
WP602.2
Scale: NTS
ELECTRICAL 3LD - PV SWITCHGEARA1

GENERAL SHEET NOTES

SHEET KEYNOTES

WIRE LEGEND
CONDUCTOR 277/480V, 3PH, 4W 120/208V, 3PH, 4W 120/240V, 3PH, 3W AC ɸ1 BROWN BLACK BLACK
AC ɸ2 ORANGE/PURPLE RED ORANGE
AC ɸ3 YELLOW BLUE BLUE

AC NEUTRAL GRAY WHITE WHITE

DC POSITIVE RED RED RED

DC NEGATIVE BLACK BLACK BLACK

GROUND GREEN GREEN GREEN
NOTE: AC WIRE INSULATION COLORS SHALL MATCH THE EXISTING BUILDING(S) AND COMPLY WITH THE LATEST VERSION OF THE CEC ELECTRICAL CODE.

1. EQUIPMENT SHALL BE INSTALLED AND LABELED IN

ACCORDANCE WITH THE CEC AND ALL APPLICABLE

REQUIREMENTS OF THE SERVING UTILITY COMPANY AND
LOCAL AUTHORITY HAVING JURISDICTION (AHJ).

2. DISCONNECTS MUST COMPLY WITH CEC 690.15 AND PROVIDE
WARNING SIGN PER CEC 690.13. FUSED DISCONNECT SWITCH
TO HAVE GROUND FAULT PROTECTION PER CEC 230.95 AND
ARC ENERGY REDUCTION PER CEC 240.67.

3. LISTING AGENCY NAMES AND NUMBERS TO BE INDICATED ON
POWER INVERTER AND SOLAR MODULES PER CEC 110.3(B).

4. LABELED "PHOTOVOLTAIC SYSTEM AC COMBINER."

5. UTILITY METER LABELED "PHOTOVOLTAIC SYSTEM
MONITOR.” CT COMPARTMENT PER EUSERC 322, 330. METER
DOOR PER EUSERC 333. METER SOCKET IS 15J.

6. LABELED “PHOTOVOLTAIC SYSTEM UTILITY DISCONNECT”

SWITCH TO BE VISUAL OPEN AND ACCESSIBLE AND
CONFORM TO CEC 705.22.

7. LABELED “WARNING: THIS PANEL SUPPLIED BY MULTIPLE
SOURCES OF POWER: 1. UTILITY POWER, 2. PHOTOVOLTAIC
SYSTEM - DISCONNECT ALL SOURCES BEFORE SERVICING.”

8. POINT OF INTERCONNECTION SHALL BE IN ACCORDANCE
WITH CEC 705.11. SOLAR-READY BREAKER TO HAVE GROUND
FAULT PROTECTION PER CEC 215.10 AND ARC ENERGY
REDUCTION PER CEC 240.87.

9. PROVIDE IDENTIFICATION ALONG WITH POSITIVE & NEGATIVE CONDUCTORS PER CEC 210.5(C)(2).

10. MINIMUM BENDING RADIUS OF PHOTOVOLTAIC MODULE

LEADS SHALL CONFORM WITH MINIMUM BENDING RADIUS

SET FORTH BY THE MODULE MANUFACTURER OR ARTICLE
338.24, WHICHEVER IS MORE STRINGENT.

11. MINIMUM CONNECTORS FOR PV SOURCE CIRCUITS, PV

JUMPER CABLES, AND MODULE LEVEL POWER ELECTRONICS

TO BE LISTED AND IDENTIFIED FOR INTERMATABILITY, AS
DESCRIBED IN MANUFACTURER'S INSTRUCTIONS. MATING

CONNECTORS THAT ARE NOT LISTED ARE NOT TO BE
UTILIZED FOR PROJECT.

12. AC POWER CONDUITS TO CONVEY (3) CURRENT CARRYING
CONDUCTORS AND AN EGC. NO NEUTRAL REQUIRED.

13. ALL INVERTERS ARE TO HAVE THE MAX 250kW AC OUTPUT
OPTION SELECTED. REFER TO INVERTER DATA SHEET ON
WK801.

1. CONDUIT ABOVE GRADE SHALL BE EMT. ALL CONDUIT BELOW
GRADE SHALL BE PVC OR HDPE WITH RMC RISER. USE
SCHEDULE 40 FOR BELOW GRADE CONDUIT RUN UNDER
GRASSY AREAS.

2. ALL COPPER (CU) CONDUCTORS IN CONDUIT SHALL BE
THWN-2 OR XLPE. ALL EXPOSED CONDUCTORS SHALL BE
PVWIRE. ALL ALUMINUM (AL) CONDUCTORS IN CONDUIT
SHALL BE XHHW-2, OR XLPE.

3. ALUMINUM CONDUCTORS SHALL BE BRUSHED AND TREATED
WITH ANTIOXIDANT COMPOUND AT TERMINAL POINTS.

4. TORQUE: ALL CONDUCTORS LANDING IN SCREW

CONNECTIONS MUST BE PROPERLY TIGHTENED TO THE
MANUFACTURER'S TORQUE REQUIREMENTS. ALL BOLTED

CONDUCTOR TERMINATIONS MUST BE TORQUED TO THEIR
RATED VALUE. IT IS THE SUBCONTRACTOR'S

RESPONSIBILITY TO ENSURE ALL CONDUCTORS WITH

TORQUE REQUIREMENTS HAVE BEEN MARKED WITH A PAINT

PEN OR PERMANENT MARKER AT THE TIME THAT THE
TORQUE TEST WAS DONE.

5. SOLAR ENERGY PRODUCTION MONITORING SHALL BE
INSTALLED AT PV & BESS SWITCHGEAR.

6. IMPACT DRIVERS ARE NOT APPROVED FOR USE ON
INVERTERS OR WIRE BOXES.

7. THE BESS WILL BE CONFIGURED TO ENSURE IT IS 100%

CHARGED FROM THE SOLAR PV SYSTEM WITH NO CHARGING
FROM THE UTILITY GRID. THIS WILL BE ACCOMPLISHED WITH

THE GELI ENERGY MANAGEMENT SYSTEM AND THE TESLA
SITE CONTROLLER SERVING AS A POWER CONTROL SYSTEM.

PRO F E S S I O N A L EN
G
I
N
E
E
RE19765

Page 171 of 1141 ends

BATTERY
MODULE

THERMAL

CABINET

INTERFACE
BAY
DC
AC
DC
AC
DC
AC
DC
AC
COMM

BATTERY
MODULE

BATTERY
MODULE
DC
AC
DC
AC
DC
AC
DC
AC
EXOTHERMIC BOND (TYP)3/4" X 10' GROUNDING

ELECTRODES (TYP)GROUND ROD

GROUND ROD
604.1A
LVA
TESLA MEGAPACK 2 XL (5.4.6.A/AB-448.8-1795.2)
480V, 448.8kW/1795.2kWh,
693kVA RATED, NEMA 3R

PAD MOUNTED
1600A/3P ɸ1
ɸ2
ɸ3
TO SWGR.01,

REFER TO
SHEET WP602.4
M
ɸ1 ɸ2 ɸ3 N G
15A/2P
20A/3P
15A/2P
SPD
AUX. POWER PANELBOARD
480V, 100A BUS,
NEMA 3R, CEC
705.12(B)(3)(3)

GELI ENERGY

MANAGEMENT
SYSTEM

TESLA SITE

CONTROLLER
LAN2
20A/3P
SPARE
20A/1P
20A/1P
SPARE
(4+G) #2 THWN-2, #2 Cu GROUND
IN 1 1/4" PVC40 ~ 25'
TO SWGR.01,

REFER TO
SHEET WP602.4
SHIELDED CAT5E/6,
(1) #14AWG IN 1" PVC40
~50' (DATA, 24VDC)
LAN1
(1) CAT5E/6 IN 1" EMT ~10' (DATA)

PV METER

BESS METER

SITE METER/

OVERALL

OUTPUT METER

ALSO ENERGY
REMOTE

ENCLOSURE

FOR BESS
(1) CAT5E/6 IN 1" EMT ~10' (DATA)
(1) CAT5E/6 IN 1" PVC40 ~25' (DATA)
(1) CAT5E/6 IN 1" PVC40 ~30' (DATA)
(2) CAT5E/6 IN 1" PVC40 ~275' (DATA)
STAMP:

PR
O
J
E
C
T
:
1301 Cap. O TX Hwy S #B315
Austin, TX 78746
www.holtrenewables.com
C:
\
U
s
e
r
s
\
s
a
m
u
e
l
.
s
h
e
r
m
a
n
\
o
n
e
d
r
i
v
e

h
o
l
t

g
r
o
u
p
\
D
e
s
k
t
o
p
\
c
i
t
y

o
f

f
a
i
r
f
i
e
l
d
,

c
a
\
0 3

d
e
s
i
g
n
\
3 .
3 d
r
a
w
i
n
g
s
\
3 .
3 2

S
h
e
e
t
s
\
W
P
6 0
2 E
L
E
C
T
R
I
C
AL

3 L
D
.
d
w
g

8 /
1 3
/
2 5

3 :
3 7
p
m
CI
T
Y

O
F

F
A
I
R
F
I
E
L
D
WA
T
E
R
M
A
N

T
R
E
A
T
M
E
N
T

P
L
A
N
T

S
O
L
A
R

P
R
O
J
E
C
T
17 8
5 .
0 k
W

D
C

S
T
C

R
A
T
I
N
G
29 0
0 V
I
S
T
A

G
R
A
N
D
E

C
I
R
C
L
E
FA
I
R
F
I
E
L
D
,

C
A

9 5
4 3
4 123 4 56
E
D
C
B
A
123 4 56
E
D
C
B

A PERMITTING SET
HoltRenewables, 2025

AS NOTED
ANSI D - 22X34

0 8
/
1 3
/
2 0
2 5

0 5
/
0 5
/
2 0
2 5

1 1
/
2 2
/
2 0
2 4

0 7
/
2 6
/
2 0
2 4
SL
S
SL
S
SL
S
SL
S
IS
S
U
E
D

F
O
R

P
E
R
M
I
T
T
I
N
G
90 %

S
E
T
60 %

S
E
T
30 %

S
E
T
KM
B
JC EF
/
J
M
R
CH
CL
I
E
N
T
:

Allison D. Kimball

PROFESSIONAL ENGINEER
8/13/25CA LICENSE: E19765
ELECTRICAL 3LD
WP602.3
ELECTRICAL 3LD
WP602.3
Scale: NTS
ELECTRICAL 3LD - BESSA1

GENERAL SHEET NOTES

SHEET KEYNOTES

WIRE LEGEND
CONDUCTOR 277/480V, 3PH, 4W 120/208V, 3PH, 4W 120/240V, 3PH, 3W AC ɸ1 BROWN BLACK BLACK
AC ɸ2 ORANGE/PURPLE RED ORANGE
AC ɸ3 YELLOW BLUE BLUE

AC NEUTRAL GRAY WHITE WHITE

DC POSITIVE RED RED RED

DC NEGATIVE BLACK BLACK BLACK

GROUND GREEN GREEN GREEN
NOTE: AC WIRE INSULATION COLORS SHALL MATCH THE EXISTING BUILDING(S) AND COMPLY WITH THE LATEST VERSION OF THE CEC ELECTRICAL CODE.

1. EQUIPMENT SHALL BE INSTALLED AND LABELED IN

ACCORDANCE WITH THE CEC AND ALL APPLICABLE

REQUIREMENTS OF THE SERVING UTILITY COMPANY AND
LOCAL AUTHORITY HAVING JURISDICTION (AHJ).

2. DISCONNECTS MUST COMPLY WITH CEC 690.15 AND PROVIDE
WARNING SIGN PER CEC 690.13. FUSED DISCONNECT SWITCH
TO HAVE GROUND FAULT PROTECTION PER CEC 230.95 AND
ARC ENERGY REDUCTION PER CEC 240.67.

3. LISTING AGENCY NAMES AND NUMBERS TO BE INDICATED ON
POWER INVERTER AND SOLAR MODULES PER CEC 110.3(B).

4. LABELED "PHOTOVOLTAIC SYSTEM AC COMBINER."

5. UTILITY METER LABELED "PHOTOVOLTAIC SYSTEM
MONITOR.” CT COMPARTMENT PER EUSERC 322, 330. METER
DOOR PER EUSERC 333. METER SOCKET IS 15J.

6. LABELED “PHOTOVOLTAIC SYSTEM UTILITY DISCONNECT”

SWITCH TO BE VISUAL OPEN AND ACCESSIBLE AND
CONFORM TO CEC 705.22.

7. LABELED “WARNING: THIS PANEL SUPPLIED BY MULTIPLE
SOURCES OF POWER: 1. UTILITY POWER, 2. PHOTOVOLTAIC
SYSTEM - DISCONNECT ALL SOURCES BEFORE SERVICING.”

8. POINT OF INTERCONNECTION SHALL BE IN ACCORDANCE
WITH CEC 705.11. SOLAR-READY BREAKER TO HAVE GROUND
FAULT PROTECTION PER CEC 215.10 AND ARC ENERGY
REDUCTION PER CEC 240.87.

9. PROVIDE IDENTIFICATION ALONG WITH POSITIVE & NEGATIVE CONDUCTORS PER CEC 210.5(C)(2).

10. MINIMUM BENDING RADIUS OF PHOTOVOLTAIC MODULE

LEADS SHALL CONFORM WITH MINIMUM BENDING RADIUS

SET FORTH BY THE MODULE MANUFACTURER OR ARTICLE
338.24, WHICHEVER IS MORE STRINGENT.

11. MINIMUM CONNECTORS FOR PV SOURCE CIRCUITS, PV

JUMPER CABLES, AND MODULE LEVEL POWER ELECTRONICS

TO BE LISTED AND IDENTIFIED FOR INTERMATABILITY, AS
DESCRIBED IN MANUFACTURER'S INSTRUCTIONS. MATING

CONNECTORS THAT ARE NOT LISTED ARE NOT TO BE
UTILIZED FOR PROJECT.

12. AC POWER CONDUITS TO CONVEY (3) CURRENT CARRYING
CONDUCTORS AND AN EGC. NO NEUTRAL REQUIRED.

13. ALL INVERTERS ARE TO HAVE THE MAX 250kW AC OUTPUT
OPTION SELECTED. REFER TO INVERTER DATA SHEET ON
WK801.

1. CONDUIT ABOVE GRADE SHALL BE EMT. ALL CONDUIT BELOW
GRADE SHALL BE PVC OR HDPE WITH RMC RISER. USE
SCHEDULE 40 FOR BELOW GRADE CONDUIT RUN UNDER
GRASSY AREAS.

2. ALL COPPER (CU) CONDUCTORS IN CONDUIT SHALL BE
THWN-2 OR XLPE. ALL EXPOSED CONDUCTORS SHALL BE
PVWIRE. ALL ALUMINUM (AL) CONDUCTORS IN CONDUIT
SHALL BE XHHW-2, OR XLPE.

3. ALUMINUM CONDUCTORS SHALL BE BRUSHED AND TREATED
WITH ANTIOXIDANT COMPOUND AT TERMINAL POINTS.

4. TORQUE: ALL CONDUCTORS LANDING IN SCREW

CONNECTIONS MUST BE PROPERLY TIGHTENED TO THE
MANUFACTURER'S TORQUE REQUIREMENTS. ALL BOLTED

CONDUCTOR TERMINATIONS MUST BE TORQUED TO THEIR
RATED VALUE. IT IS THE SUBCONTRACTOR'S

RESPONSIBILITY TO ENSURE ALL CONDUCTORS WITH

TORQUE REQUIREMENTS HAVE BEEN MARKED WITH A PAINT

PEN OR PERMANENT MARKER AT THE TIME THAT THE
TORQUE TEST WAS DONE.

5. SOLAR ENERGY PRODUCTION MONITORING SHALL BE
INSTALLED AT PV & BESS SWITCHGEAR.

6. IMPACT DRIVERS ARE NOT APPROVED FOR USE ON
INVERTERS OR WIRE BOXES.

7. THE BESS WILL BE CONFIGURED TO ENSURE IT IS 100%

CHARGED FROM THE SOLAR PV SYSTEM WITH NO CHARGING
FROM THE UTILITY GRID. THIS WILL BE ACCOMPLISHED WITH

THE GELI ENERGY MANAGEMENT SYSTEM AND THE TESLA
SITE CONTROLLER SERVING AS A POWER CONTROL SYSTEM.

PRO F E S S I O N A L EN
G
I
N
E
E
RE19765

Page 172 of 1141 ends

ɸ1 ɸ2 ɸ3 N G
SECTION 4 -

PV SERVICE
FUSED

DISCONNECT
2500AS
2500AF
3P
(WITH

VIEWING

WINDOW IF

REQUIRED

BY AHJ)
2 SECTION 3 -

PV METER
480V, 2500A, 3ɸ
2500AS
2500AF
3P
2 NGOM

PER PG&E
SPECS
M
800AF
800AT
3P
601.4A

TO BESS,

REFER TO
SHEET WP602.3
M
100AF
100AT
3P
SECTION 2 -

BESS SERVICE

BREAKERS
MAIN

BREAKER
3000AF, 3000AT,

ELECTRONIC TRIP,
480V, 65kAIC

GFP PER
CEC 215.10,

ARC ENERGY

REDUCTION PER
CEC 240.87
SECTION 1 - MAIN

BREAKER

PV TRANSFORMER
1500kVA, NEMA 3R, D-YG,
DRY-TYPE Z = 5.75%, X/R = 7.5

PAD MOUNTED
K
ɸ1
ɸ2
ɸ3
N
G
1500KVA
800V 480V 1654.9A
480V (300 MCOV)

LIGHTNING ARRESTOR
992.5A

TO PV SWITCHGEAR,
SEE SHEET WP602.2
L
TO ACD.01,

REFER TO
SHEET WP602.5
N2256.3A

EXOTHERMIC BOND (TYP)
(1) 3/4" X 10' GROUNDING

ELECTRODES (TYP OF ALL

GROUND RODS)

GROUND ROD

GROUND ROD
#4/0 Cu BOND TO

GROUND RING (TYP)
PV & BESS SWITCHGEAR (SWGR.01)
480V, 3500A BUS (OAE),
NEMA 3R, 3ɸ, 4W , 65 KAIC
PER CEC 705.12(B)(3)(3)

SERVICE ENTRY RATED

PAD MOUNTED
7 M
(3H, 1G, 1N) #2 THWN-2 IN 1-1/4" PVC40, ~25'
TO AUX. POWER

PANELBOARD,
SEE SHEET WP602.3
SEL-735

PV METER

TO GELI EMS,
SEE SHEET WP601.4
(1) CAT5E/6 IN 1"
PVC40 ~25' (DATA)

TO ALSOENERGY DAS,
SEE SHEET WP602.2
RS-485 TWISTED PAIR IN
1" PVC40 ~725' (DATA)
M
SEL-735

BESS METER

TO GELI EMS,
SEE SHEET WP601.4
(1) CAT5E/6 IN 1" PVC40 ~30' (DATA)
5 STAMP:

PR
O
J
E
C
T
:
1301 Cap. O TX Hwy S #B315
Austin, TX 78746
www.holtrenewables.com
C:
\
U
s
e
r
s
\
s
a
m
u
e
l
.
s
h
e
r
m
a
n
\
o
n
e
d
r
i
v
e

h
o
l
t

g
r
o
u
p
\
D
e
s
k
t
o
p
\
c
i
t
y

o
f

f
a
i
r
f
i
e
l
d
,

c
a
\
0 3

d
e
s
i
g
n
\
3 .
3 d
r
a
w
i
n
g
s
\
3 .
3 2

S
h
e
e
t
s
\
W
P
6 0
2 E
L
E
C
T
R
I
C
AL

3 L
D
.
d
w
g

8 /
1 3
/
2 5

3 :
3 7
p
m
CI
T
Y

O
F

F
A
I
R
F
I
E
L
D
WA
T
E
R
M
A
N

T
R
E
A
T
M
E
N
T

P
L
A
N
T

S
O
L
A
R

P
R
O
J
E
C
T
17 8
5 .
0 k
W

D
C

S
T
C

R
A
T
I
N
G
29 0
0 V
I
S
T
A

G
R
A
N
D
E

C
I
R
C
L
E
FA
I
R
F
I
E
L
D
,

C
A

9 5
4 3
4 123 4 56
E
D
C
B
A
123 4 56
E
D
C
B
A

PERMITTING SET
HoltRenewables, 2025

AS NOTED
ANSI D - 22X34

0 8
/
1 3
/
2 0
2 5

0 5
/
0 5
/
2 0
2 5

1 1
/
2 2
/
2 0
2 4

0 7
/
2 6
/
2 0
2 4
SL
S
SL
S
SL
S
SL
S
IS
S
U
E
D

F
O
R

P
E
R
M
I
T
T
I
N
G
90 %

S
E
T
60 %

S
E
T
30 %

S
E
T
KM
B
JC EF
/
J
M
R
CH
CL
I
E
N
T
:

Allison D. Kimball

PROFESSIONAL ENGINEER
8/13/25CA LICENSE: E19765
ELECTRICAL 3LD
WP602.4
ELECTRICAL 3LD
WP602.4
Scale: NTS
ELECTRICAL 3LD - PV & BESS SWITCHGEARA1

GENERAL SHEET NOTES

SHEET KEYNOTES

WIRE LEGEND
CONDUCTOR 277/480V, 3PH, 4W 120/208V, 3PH, 4W 120/240V, 3PH, 3W AC ɸ1 BROWN BLACK BLACK
AC ɸ2 ORANGE/PURPLE RED ORANGE
AC ɸ3 YELLOW BLUE BLUE

AC NEUTRAL GRAY WHITE WHITE

DC POSITIVE RED RED RED

DC NEGATIVE BLACK BLACK BLACK

GROUND GREEN GREEN GREEN
NOTE: AC WIRE INSULATION COLORS SHALL MATCH THE EXISTING BUILDING(S) AND COMPLY WITH THE LATEST VERSION OF THE CEC ELECTRICAL CODE.

1. EQUIPMENT SHALL BE INSTALLED AND LABELED IN

ACCORDANCE WITH THE CEC AND ALL APPLICABLE

REQUIREMENTS OF THE SERVING UTILITY COMPANY AND
LOCAL AUTHORITY HAVING JURISDICTION (AHJ).

2. DISCONNECTS MUST COMPLY WITH CEC 690.15 AND PROVIDE
WARNING SIGN PER CEC 690.13. FUSED DISCONNECT SWITCH
TO HAVE GROUND FAULT PROTECTION PER CEC 230.95 AND
ARC ENERGY REDUCTION PER CEC 240.67.

3. LISTING AGENCY NAMES AND NUMBERS TO BE INDICATED ON
POWER INVERTER AND SOLAR MODULES PER CEC 110.3(B).

4. LABELED "PHOTOVOLTAIC SYSTEM AC COMBINER."

5. UTILITY METER LABELED "PHOTOVOLTAIC SYSTEM
MONITOR.” CT COMPARTMENT PER EUSERC 322, 330. METER
DOOR PER EUSERC 333. METER SOCKET IS 15J.

6. LABELED “PHOTOVOLTAIC SYSTEM UTILITY DISCONNECT”

SWITCH TO BE VISUAL OPEN AND ACCESSIBLE AND
CONFORM TO CEC 705.22.

7. LABELED “WARNING: THIS PANEL SUPPLIED BY MULTIPLE
SOURCES OF POWER: 1. UTILITY POWER, 2. PHOTOVOLTAIC
SYSTEM - DISCONNECT ALL SOURCES BEFORE SERVICING.”

8. POINT OF INTERCONNECTION SHALL BE IN ACCORDANCE
WITH CEC 705.11. SOLAR-READY BREAKER TO HAVE GROUND
FAULT PROTECTION PER CEC 215.10 AND ARC ENERGY
REDUCTION PER CEC 240.87.

9. PROVIDE IDENTIFICATION ALONG WITH POSITIVE & NEGATIVE CONDUCTORS PER CEC 210.5(C)(2).

10. MINIMUM BENDING RADIUS OF PHOTOVOLTAIC MODULE

LEADS SHALL CONFORM WITH MINIMUM BENDING RADIUS

SET FORTH BY THE MODULE MANUFACTURER OR ARTICLE
338.24, WHICHEVER IS MORE STRINGENT.

11. MINIMUM CONNECTORS FOR PV SOURCE CIRCUITS, PV

JUMPER CABLES, AND MODULE LEVEL POWER ELECTRONICS

TO BE LISTED AND IDENTIFIED FOR INTERMATABILITY, AS
DESCRIBED IN MANUFACTURER'S INSTRUCTIONS. MATING

CONNECTORS THAT ARE NOT LISTED ARE NOT TO BE
UTILIZED FOR PROJECT.

12. AC POWER CONDUITS TO CONVEY (3) CURRENT CARRYING
CONDUCTORS AND AN EGC. NO NEUTRAL REQUIRED.

13. ALL INVERTERS ARE TO HAVE THE MAX 250kW AC OUTPUT
OPTION SELECTED. REFER TO INVERTER DATA SHEET ON
WK801.

1. CONDUIT ABOVE GRADE SHALL BE EMT. ALL CONDUIT BELOW
GRADE SHALL BE PVC OR HDPE WITH RMC RISER. USE
SCHEDULE 40 FOR BELOW GRADE CONDUIT RUN UNDER
GRASSY AREAS.

2. ALL COPPER (CU) CONDUCTORS IN CONDUIT SHALL BE
THWN-2 OR XLPE. ALL EXPOSED CONDUCTORS SHALL BE
PVWIRE. ALL ALUMINUM (AL) CONDUCTORS IN CONDUIT
SHALL BE XHHW-2, OR XLPE.

3. ALUMINUM CONDUCTORS SHALL BE BRUSHED AND TREATED
WITH ANTIOXIDANT COMPOUND AT TERMINAL POINTS.

4. TORQUE: ALL CONDUCTORS LANDING IN SCREW

CONNECTIONS MUST BE PROPERLY TIGHTENED TO THE
MANUFACTURER'S TORQUE REQUIREMENTS. ALL BOLTED

CONDUCTOR TERMINATIONS MUST BE TORQUED TO THEIR
RATED VALUE. IT IS THE SUBCONTRACTOR'S

RESPONSIBILITY TO ENSURE ALL CONDUCTORS WITH

TORQUE REQUIREMENTS HAVE BEEN MARKED WITH A PAINT

PEN OR PERMANENT MARKER AT THE TIME THAT THE
TORQUE TEST WAS DONE.

5. SOLAR ENERGY PRODUCTION MONITORING SHALL BE
INSTALLED AT PV & BESS SWITCHGEAR.

6. IMPACT DRIVERS ARE NOT APPROVED FOR USE ON
INVERTERS OR WIRE BOXES.

7. THE BESS WILL BE CONFIGURED TO ENSURE IT IS 100%

CHARGED FROM THE SOLAR PV SYSTEM WITH NO CHARGING
FROM THE UTILITY GRID. THIS WILL BE ACCOMPLISHED WITH

THE GELI ENERGY MANAGEMENT SYSTEM AND THE TESLA
SITE CONTROLLER SERVING AS A POWER CONTROL SYSTEM.

PRO F E S S I O N A L EN
G
I
N
E
E
RE19765

Page 173 of 1141 ends

EXISTING
LOADS

TO UTILITY

TRANSFORMER
M
8 MSB
7 TO

EXISTING
LOADS
MTS
2500AF
2000AT
3P
480VAC, 3PH, 4W
4000A BUS, 4000A MAIN (EXST)
4000AF
4000AT
3P

EXISTING

PG&E METER
3000AF
3000AT
3P
LSIG

INTERCONNECTION
- 3000A, 480VAC, 3ɸ
- LINE-SIDE

CONNECTION VIA

SOLAR READY

BREAKER SECTION
- PER CEC 705.11

MAIN BREAKER FOR

OVERALL SITE

SERVICE
TO EXISTING 1250kW

GENERATOR

PV UTILITY DISCONNECT

EATON PRINGLE BOLTED PRESSURE
SWITCH CB-30-3-4-B-120-480-G, OAE
480V, 3000A FUSIBLE W/ 3000A FUSES,
NEMA 3R, 3P, 4W, VIEWABLE, LOCKABLE,

PAD MOUNTED
2256.3A
P
ACD.01
3000A FUSIBLE W/
3000A FUSES

BOLTED PRESSURE
SWITCH

ARC ENERGY

REDUCTION
PER CEC 240.67
GFP PER CEC 230.95
(WITH VIEWING

WINDOW)
ɸ1 ɸ2 ɸ3 N G
62 TO SWGR.01,

REFER TO
SHEET WP602.4
2256.3A
N
M
SEL-735

NEW OVERALL SITE

METER FOR BESS
CONTROLLER (3) CT TWISTED PAIR IN
3/4" EMT, APPROX. 20'
M
SEL-735

OVERALL OUTPUT
METER(3) CT TWISTED PAIR IN
3/4" PVC40, APPROX. 20'

TO GELI EMS
REFER TO SHEET WP602.3
(2) CAT5E/6 IN 1" PVC40 ~275' (DATA)
(1) CAT5E/6 IN 1" EMT ~5' (DATA)
STAMP:

PR
O
J
E
C
T
:
1301 Cap. O TX Hwy S #B315
Austin, TX 78746
www.holtrenewables.com
C:
\
U
s
e
r
s
\
s
a
m
u
e
l
.
s
h
e
r
m
a
n
\
o
n
e
d
r
i
v
e

h
o
l
t

g
r
o
u
p
\
D
e
s
k
t
o
p
\
c
i
t
y

o
f

f
a
i
r
f
i
e
l
d
,

c
a
\
0 3

d
e
s
i
g
n
\
3 .
3 d
r
a
w
i
n
g
s
\
3 .
3 2

S
h
e
e
t
s
\
W
P
6 0
2 E
L
E
C
T
R
I
C
AL

3 L
D
.
d
w
g

8 /
1 3
/
2 5

3 :
3 7
p
m
CI
T
Y

O
F

F
A
I
R
F
I
E
L
D
WA
T
E
R
M
A
N

T
R
E
A
T
M
E
N
T

P
L
A
N
T

S
O
L
A
R

P
R
O
J
E
C
T
17 8
5 .
0 k
W

D
C

S
T
C

R
A
T
I
N
G
29 0
0 V
I
S
T
A

G
R
A
N
D
E

C
I
R
C
L
E
FA
I
R
F
I
E
L
D
,

C
A

9 5
4 3
4 123 4 56
E
D
C
B
A
123 4 56
E
D
C
B

A PERMITTING SET
HoltRenewables, 2025

AS NOTED
ANSI D - 22X34

0 8
/
1 3
/
2 0
2 5

0 5
/
0 5
/
2 0
2 5

1 1
/
2 2
/
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Allison D. Kimball

PROFESSIONAL ENGINEER
8/13/25CA LICENSE: E19765
ELECTRICAL 3LD
WP602.5
ELECTRICAL 3LD
WP602.5
Scale: NTS
ELECTRICAL 3LD - INTERCONNECTIONA1

GENERAL SHEET NOTES

SHEET KEYNOTES

WIRE LEGEND
CONDUCTOR 277/480V, 3PH, 4W 120/208V, 3PH, 4W 120/240V, 3PH, 3W AC ɸ1 BROWN BLACK BLACK
AC ɸ2 ORANGE/PURPLE RED ORANGE
AC ɸ3 YELLOW BLUE BLUE

AC NEUTRAL GRAY WHITE WHITE

DC POSITIVE RED RED RED

DC NEGATIVE BLACK BLACK BLACK

GROUND GREEN GREEN GREEN
NOTE: AC WIRE INSULATION COLORS SHALL MATCH THE EXISTING BUILDING(S) AND COMPLY WITH THE LATEST VERSION OF THE CEC ELECTRICAL CODE.

1. EQUIPMENT SHALL BE INSTALLED AND LABELED IN

ACCORDANCE WITH THE CEC AND ALL APPLICABLE

REQUIREMENTS OF THE SERVING UTILITY COMPANY AND
LOCAL AUTHORITY HAVING JURISDICTION (AHJ).

2. DISCONNECTS MUST COMPLY WITH CEC 690.15 AND PROVIDE
WARNING SIGN PER CEC 690.13. FUSED DISCONNECT SWITCH
TO HAVE GROUND FAULT PROTECTION PER CEC 230.95 AND
ARC ENERGY REDUCTION PER CEC 240.67.

3. LISTING AGENCY NAMES AND NUMBERS TO BE INDICATED ON
POWER INVERTER AND SOLAR MODULES PER CEC 110.3(B).

4. LABELED "PHOTOVOLTAIC SYSTEM AC COMBINER."

5. UTILITY METER LABELED "PHOTOVOLTAIC SYSTEM
MONITOR.” CT COMPARTMENT PER EUSERC 322, 330. METER
DOOR PER EUSERC 333. METER SOCKET IS 15J.

6. LABELED “PHOTOVOLTAIC SYSTEM UTILITY DISCONNECT”

SWITCH TO BE VISUAL OPEN AND ACCESSIBLE AND
CONFORM TO CEC 705.22.

7. LABELED “WARNING: THIS PANEL SUPPLIED BY MULTIPLE
SOURCES OF POWER: 1. UTILITY POWER, 2. PHOTOVOLTAIC
SYSTEM - DISCONNECT ALL SOURCES BEFORE SERVICING.”

8. POINT OF INTERCONNECTION SHALL BE IN ACCORDANCE
WITH CEC 705.11. SOLAR-READY BREAKER TO HAVE GROUND
FAULT PROTECTION PER CEC 215.10 AND ARC ENERGY
REDUCTION PER CEC 240.87.

9. PROVIDE IDENTIFICATION ALONG WITH POSITIVE & NEGATIVE CONDUCTORS PER CEC 210.5(C)(2).

10. MINIMUM BENDING RADIUS OF PHOTOVOLTAIC MODULE

LEADS SHALL CONFORM WITH MINIMUM BENDING RADIUS

SET FORTH BY THE MODULE MANUFACTURER OR ARTICLE
338.24, WHICHEVER IS MORE STRINGENT.

11. MINIMUM CONNECTORS FOR PV SOURCE CIRCUITS, PV

JUMPER CABLES, AND MODULE LEVEL POWER ELECTRONICS

TO BE LISTED AND IDENTIFIED FOR INTERMATABILITY, AS
DESCRIBED IN MANUFACTURER'S INSTRUCTIONS. MATING

CONNECTORS THAT ARE NOT LISTED ARE NOT TO BE
UTILIZED FOR PROJECT.

12. AC POWER CONDUITS TO CONVEY (3) CURRENT CARRYING
CONDUCTORS AND AN EGC. NO NEUTRAL REQUIRED.

13. ALL INVERTERS ARE TO HAVE THE MAX 250kW AC OUTPUT
OPTION SELECTED. REFER TO INVERTER DATA SHEET ON
WK801.

1. CONDUIT ABOVE GRADE SHALL BE EMT. ALL CONDUIT BELOW
GRADE SHALL BE PVC OR HDPE WITH RMC RISER. USE
SCHEDULE 40 FOR BELOW GRADE CONDUIT RUN UNDER
GRASSY AREAS.

2. ALL COPPER (CU) CONDUCTORS IN CONDUIT SHALL BE
THWN-2 OR XLPE. ALL EXPOSED CONDUCTORS SHALL BE
PVWIRE. ALL ALUMINUM (AL) CONDUCTORS IN CONDUIT
SHALL BE XHHW-2, OR XLPE.

3. ALUMINUM CONDUCTORS SHALL BE BRUSHED AND TREATED
WITH ANTIOXIDANT COMPOUND AT TERMINAL POINTS.

4. TORQUE: ALL CONDUCTORS LANDING IN SCREW

CONNECTIONS MUST BE PROPERLY TIGHTENED TO THE
MANUFACTURER'S TORQUE REQUIREMENTS. ALL BOLTED

CONDUCTOR TERMINATIONS MUST BE TORQUED TO THEIR
RATED VALUE. IT IS THE SUBCONTRACTOR'S

RESPONSIBILITY TO ENSURE ALL CONDUCTORS WITH

TORQUE REQUIREMENTS HAVE BEEN MARKED WITH A PAINT

PEN OR PERMANENT MARKER AT THE TIME THAT THE
TORQUE TEST WAS DONE.

5. SOLAR ENERGY PRODUCTION MONITORING SHALL BE
INSTALLED AT PV & BESS SWITCHGEAR.

6. IMPACT DRIVERS ARE NOT APPROVED FOR USE ON
INVERTERS OR WIRE BOXES.

7. THE BESS WILL BE CONFIGURED TO ENSURE IT IS 100%

CHARGED FROM THE SOLAR PV SYSTEM WITH NO CHARGING
FROM THE UTILITY GRID. THIS WILL BE ACCOMPLISHED WITH

THE GELI ENERGY MANAGEMENT SYSTEM AND THE TESLA
SITE CONTROLLER SERVING AS A POWER CONTROL SYSTEM.

PRO F E S S I O N A L EN
G
I
N
E
E
RE19765

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ATTACHMENT 2
EXHIBIT F – General Conditions and Technical Specifications, ATTACHMENT B – Site Assessment Table

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Contractor: Onyx / HOLT Under 40% ITC Scenario
Section 1: Site and System Information
Site Name Waterman Treatment Plant
Site Designator A
Service Account ID 7605929944
Meter Number 1010078883
Service Address 0
Site Address 2900 Vista Grande Circle, Fairfield, CA 95434 Solar Facility Target "Annual Production Estimate"
(kWh)3050675
Target Battery System Size (kW)448
Target Battery System Size (kWh)1795

NEM-A (Y/N)N
NEM-A SAIDs N/A
Annual Meter Consumption (kWh)3659981
Annual Ex-Solar Meter Consumption (kWh)3659981
Meter Max Demand (kW)768
Ex-Solar Max Demand (kW)768
Current Rate Schedule B-19
Post Construction Rate Schedule B-19-S
Interconnection Point Rating (Volts / Amps)480V
Distribution Utility Transformer Size (kVA)TBD
Existing Other Generation Back-up Generation
Section 2: Solar Facility
Array Structure OEM TerraSmart
Installation Type (GM, SS, RM etc.)Fixed Tilt GM
Azimuth (°)180
Tilt (°)20
Minimum Clearance Height (ft)3
Solar PV Panel OEM Hanwha Qcells
Solar PV Model #QCELLS Q.PEAK DUO XL-G11S
Solar PV Panel Rating (W)595
Solar PV Panel Quantity (#)3010
Solar PV Panels Per String (#)120 Strings of 25 Modules Solar Facility Capacity (kWSTC-DC)1,785.00
Inverter OEM Chint Power
Inverter Model #Chint SCH275KLT-DO/US-800-36 250W AC output Inverter Quantity 5
Total Inverter Capacity (kW-AC)250.00
DC/AC Ratio 7.14
AC Inverter voltage (V)800
Solar Facility Transformer Size (kVA)1500
Year 1 "Annual Production Estimate" (kWh)3,053,635
Solar PV Production Annual Degradation (%)0.5%
Percentage of Year 1 Annual Production Estimate to Target "Annual Production Estimate"1.000970343 Section 3: Battery System
Battery System Size (kWh)1,795.0
Battery System Inverter Size (kW-AC)448.0
Duration (hrs.)4.0
Battery OEM Tesla
Battery System Inverter OEM Tesla

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Battery System Round Trip Efficiency (%)86.00%
Additional System De-rate (%)2.00%
Anticipated Annual Full Discharges (Yr. 1 #)356
Battery System Transformer Size (kVA)200 / 250
Capable of Exporting for NEM Credits (Y/N)N/A
Battery System Warranty Term (YRS)15.00
Section 4: EVCS
# of Future L1 EV Chargers Planned N/A
# of Future L2 EV Chargers Planned N/A
# of Conduits Needed for Future Installation of L1 EV Chargers N/A # of Conduits Needed for Future Installation of L2 EV Chargers N/A Section 5: System Offer Costs
Total "Development Costs" included in "Power Price" ($)385,000.00$ Anticipated ADA Upgrade Costs Included in "Power Price" ($)-$ Anticipated ADA Upgrade Costs Included in "Contract Sum" ($)-$ Anticipated Site Electrical System Upgrade Costs included in "Power Price" ($)-$ Anticipated Site Electrical System Upgrade Costs Included in "Contract Sum" ($)-$ Anticipated Distribution Utility Upgrade Costs included in "Power Price" ($)4,000.00$ Anticipated Distribution Utility Upgrade Costs ($)4,000.00$ Change to "Power Price" per $10,000 change in Distribution Upgrade Costs ($/kWh)0.0005$ Incentive Amount ($)N/A
Incentive Program N/A
ITC Percentage (%)40%
Solar Facility Cost ($)Bundled in PPA
Battery System Cost ($)Bundled in PPA
PPA Term (YRS)25
Solar Facility "Power Price" ($/kWh) - 40% ITC Scenario 0.1210$ Solar Facility "Power Price" Annual Escalator (%)0.0%
"Battery System Services Rate" ($/month)N/A
"Battery System Services Rate" Annual Escalator (%)0.0% System "Termination Value" (Yr 1 $)11,300,685$
System "Termination Value" (Yr 6 $)4,812,914$
Increase to Solar Facility "Power Price" due to XXX ($/kWh)N/A Incremental Cost for Solar Facility Extended Inverter Warranty ($)N/A Incremental Cost to use all Copper Wiring ($)N/A
Incremental Cost to add Backup Power Solution ($)N/A
Incremental Cost to add XXXXX ($)N/A
Section 6: Utility Billing (assume 0% escalation for rates) YR 0 Existing Utility Bill ($)$10,864,161
YR 0 Existing Utility Bill Demand Charges ($)$423,265
YR 0 Existing Utility Bill Energy Charges ($)$604,907
YR 1 Total Utility Bill ($)Please reference Savings Analysis Report Utility Bill Energy Charges Post-Solar PV ($)Please reference Savings Analysis Report Utility Bill Demand Charges Post-Solar PV ($)Please reference Savings Analysis Report Utility Bill Energy Charges Post-Battery System ($)Please reference Savings Analysis Report Utility Bill Demand Charges Post-Battery System ($)Please reference Savings Analysis Report YR 1 Utility Bill Demand Charge Savings ($)Please reference Savings Analysis Report YR 1 Utility Bill Energy Savings ($)Please reference Savings Analysis Report YR 1 Total Utility Bill Savings ($)Please reference Savings Analysis Report

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Section 7: Other Cost Savings (assume 0% escalation for rates) Demand Response Revenue (YR 1 $)Please reference Savings Analysis Report Other
Section 8: Performance Guarantee Under NEM 2.0
Solar Facility "Output Guarantee Rate" (YR 1 $/kWh)0.027 Solar Facility Output Guarantee Rate (YR 1 $/kWh)0.027
Solar Facility "Output Guarantee Rate" Annual Escalation (%) 0.0% Solar Facility Output Guarantee Rate" Annual Escalation (%) Solar Facility "Output Guarantee" (YR 1 kWh)0
Solar Facility Output Guarantee (YR 1 kWh)0
"Battery System Guarantee Rate" ($/hr) $40/Cycle
Battery System Guarantee Rate (INSERT UNITS)$40/Cycle
"Battery System Guarantee Rate" Annual Escalation (%)0.0% Battery System Guarantee Rate Annual Escalation (%)0.0% Battery System "Guaranteed Cycles" (YR 1 #)320
Battery System Guaranteed Cycles (YR 1 #)320
Battery System "Guaranteed Cycles" Annual Change (%)See Tesla Spec Sheet for degredation curve Battery System Guaranteed Cycles Annual Change (%)See Tesla Spec Sheet for degredation curve "Battery System Guarantee" (YR 1 kWh) 1615.5
Battery System Guarantee Cost ($)

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ATTACHMENT 3
EXHIBIT F – General Conditions and Technical Specifications, ATTACHMENT C – Project Schedule

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ID Task
Mode
Task Name Duration Start Finish Predecessors Successors % Complete Resource Names 1 City of Fairfield 1785.0 kW DC Fixed-Tilt Ground Mount Milestones 1682 days Thu 12/5/19 Fri 6/5/26 0% 34 City of Fairfield 1785.0 kW DC Fixed-Tilt Ground Mount 666 days Wed 11/8/23 Fri 6/5/26 0% 35 Contract 123 days Wed 11/8/23 Mon 4/29/24 0%
36 Proposal Submission 1 day Wed 11/8/23 Wed 11/8/23 37 0% 37 Contract Execution 105 days Thu 11/30/23 Wed 4/24/24 36 2 0% 38 Engineering Notice to Proceed 0 days Mon 4/29/24 Mon 4/29/24 3,49,42 0% 39 Pre-Construction 469 days Mon 4/29/24 Fri 2/20/26 0% 40 Design & Engineering 317 days Mon 4/29/24 Tue 7/22/25 11 0% 41 Site Prep/Analysis 242 days Mon 4/29/24 Fri 4/4/25 45,46,47,58 0% 42 Environmental Studies 65 days Mon 4/29/24 Tue 7/30/24 38 5,43FS+4 days0%Onyx 43 Geotech study and report 173 days Tue 8/6/24 Fri 4/4/25 42FS+4 days 4 0% 44 Civil engineering (grading, roads, drainage, SWPPP) 15 days Mon 4/7/25 Fri 4/25/25 0% 45 Topo Report 15 days Mon 4/7/25 Fri 4/25/25 41 0%
46 SWPP Reports/Anyalsis 15 days Mon 4/7/25 Fri 4/25/25 41 6 0% 47 Grading, Roads, Equipment pads 15 days Mon 4/7/25 Fri 4/25/25 41 0% 48 Electrical Design 274 days Mon 4/29/24 Tue 5/20/25 0% 49 60% Design Drawings due to Site Host 25 days Mon 4/29/24 Mon 6/3/24 38 50,4 0% 50 60% Drawings Site Host Review 5 days Tue 6/4/24 Mon 6/10/24 49 51,5 0% 51 90% Design Drawings due to Site Host 205 days Tue 6/11/24 Wed 3/26/25 50 52,6,53 0% 52 90% Drawings Site Host Review 10 days Thu 3/27/25 Wed 4/9/25 51 54,7,78FS+10 days,74,75,76,77,79,80,820% 53 Execution of Holt/Onyx Contract 10 days Thu 3/27/25 Wed 4/9/25 51 54 0% 54 100% Design Drawings due to Site Host 14 days Thu 4/10/25 Tue 4/29/25 52,53 55,8 0% 55 100% drawings Site Host Review 10 days Wed 4/30/25 Tue 5/13/25 54 56,9 0% 56 IFC Stamped Drawings 5 days Wed 5/14/25 Tue 5/20/25 55 10,67 0% 57 Structural Design 75 days Mon 4/7/25 Tue 7/22/25 0%
58 50% Design Drawings due to Site Host 15 days Mon 4/7/25 Fri 4/25/25 41 59,5 0% 59 50% Drawings Site Host Review 10 days Mon 4/28/25 Fri 5/9/25 58 60,6 0% 60 90% Design Drawings 15 days Mon 5/12/25 Mon 6/2/25 59 61,7 0% 61 90% Drawings Site Host Review 10 days Tue 6/3/25 Mon 6/16/25 60 62,8 0% 62 100% Design Drawings due to Site Host 10 days Tue 6/17/25 Mon 6/30/25 61 63,9 0% 63 100% drawings Site Host Review 10 days Tue 7/1/25 Tue 7/15/25 62 64,10,65 0% 64 IFC Stamped Drawings 5 days Wed 7/16/25 Tue 7/22/25 63 0% 65 Procurement & Pemiting Notice to Proceed 0 days Tue 7/15/25 Tue 7/15/25 63 69,70,71 0% 66 Permits & Interconnection 98 days Wed 5/21/25 Wed 10/8/25 13 0% 67 Utility Interconnection Application and Initial Review 70 days Wed 5/21/25 Thu 8/28/25 56 12,81 0% 68 AHJ Permitting and Approvals 60 days Wed 7/16/25 Wed 10/8/25 0% 69 Site Permit 60 days Wed 7/16/25 Wed 10/8/25 65 0%
70 Building Permit 60 days Wed 7/16/25 Wed 10/8/25 65 0% 71 Electrical Permit 60 days Wed 7/16/25 Wed 10/8/25 65 121FS+30 days,830% 72 Procurement Major Equipment Ordered (After Approved Submittal)224 days Thu 4/10/25 Fri 2/20/26 15,14SS 0% 73 Solar Modules Provided by Onyx 50 days Wed 8/13/25 Wed 10/22/25 83SS-40 days 0%Onyx 74 Inverters 40 days Thu 4/10/25 Thu 6/5/25 52 17 0%
75 Racking 45 days Thu 4/10/25 Thu 6/12/25 52 92,16,85FS+30 days0% 76 AC COMBINER 100 days Thu 4/10/25 Fri 8/29/25 52 0%
77 PV SWITCHGEAR 25 wks Thu 4/10/25 Mon 10/6/25 52 19 0% 78 Telsa Battery provided by Onyx 150 days Thu 4/24/25 Mon 11/24/25 52FS+10 days 109FS+10 days0%Onyx 79 PV TRANSFORMER 25 wks Thu 4/10/25 Mon 10/6/25 52 18 0% 80 PV & BESS SWITCHGEAR 30 wks Thu 4/10/25 Mon 11/10/25 52 108FS+5 days,1010% 81 PV UTILITY DISCONNECT 25 wks Fri 8/29/25 Fri 2/20/26 67 107FS+5 days0% 82 Data MONITORING System "DAS"40 days Thu 4/10/25 Thu 6/5/25 52 20 0% 83 Construction Notice to Proceed (Permit Approved)1 day Wed 9/17/25 Wed 9/17/25 71 86,73SS-40 days0% 84 Construction 149 days Wed 9/17/25 Tue 4/21/26 23SS 0% 85 Site Preparation 149 days Wed 9/17/25 Tue 4/21/26 75FS+30 days 22,21SS 0% 86 SWPPP 3 days Wed 9/17/25 Mon 9/22/25 83 87,90 0%
87 Temp Fencing 5 days Mon 9/22/25 Mon 9/22/25 86 88 0% 88 Tree Removal 5 days Wed 10/22/25 Tue 10/28/25 87 102 0% 89 Mechanical Installation 38 days Wed 10/15/25 Fri 12/5/25 24 0% 90 Survey and Layout 3 days Wed 10/15/25 Fri 10/17/25 86 91 0%

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ID Task
Mode
Task Name Duration Start Finish Predecessors Successors % Complete Resource Names 91 Install Piles 15 days Mon 10/20/25 Fri 11/7/25 90 92SS+5 days 0% 92 Install Racking 20 days Mon 10/27/25 Fri 11/21/25 75,91SS+5 days 93SS+5 days 0% 93 Install Modules 20 days Mon 11/3/25 Fri 11/28/25 92SS+5 days 94 0% 94 Mechanical QA/QC Final Inspections 5 days Mon 12/1/25 Fri 12/5/25 93 0% 95 Electrical Installation 125 days Wed 10/29/25 Tue 4/21/26 25 0% 96 DC Equipment 17 days Wed 12/3/25 Thu 12/25/25 0%
97 Inverter 7 days Wed 12/3/25 Thu 12/11/25 103 98 0%
98 DC Wiring Modules to Inverters 10 days Fri 12/12/25 Thu 12/25/25 97 0% 99 Electrical QA/QC Final Inspections 10 days Wed 4/8/26 Tue 4/21/26 100 0% 100 AC Equiqment 115 days Wed 10/29/25 Tue 4/7/26 99 0% 101 High Lift Project Deadline 1 day Mon 3/30/26 Mon 3/30/26 0% 102 Boring Trenching Underground Conduit (Work Near Facility)15 days Wed 10/29/25 Tue 11/18/25 88 103,105FS-5 days,106FS-5 days,104FS-5 days0% 103 Equitment Pad & Racks & Bollards (Work Near Facility)10 days Wed 11/19/25 Tue 12/2/25 102 97 0% 104 AC COMBINER 7 days Wed 11/12/25 Thu 11/20/25 102FS-5 days 0% 105 PV SWITCHGEAR (Work Near Facility)10 days Wed 11/12/25 Tue 11/25/25 102FS-5 days 0% 106 PV TRANSFORMER (Work Near Facility)10 days Wed 11/12/25 Tue 11/25/25 102FS-5 days 0% 107 PV UTILITY DISCONNECT (Work Near Facility)10 days Mon 3/2/26 Fri 3/13/26 81FS+5 days 111FS+2 days,110FS+2 days0% 108 PV & BESS SWITCHGEAR (Work Near Facility)10 days Tue 11/18/25 Mon 12/1/25 80FS+5 days 0% 109 Tesla Battery (Work Near Facility)15 days Tue 12/9/25 Mon 12/29/25 78FS+10 days 112FS+13 days0% 110 AC Wiring Installation 15 days Wed 3/18/26 Tue 4/7/26 107FS+2 days 0% 111 MV Wire Installation (Work Near Facility)15 days Wed 3/18/26 Tue 4/7/26 107FS+2 days 115FS-15 days0% 112 BESS Wire Installation (Work Near Facility)15 days Fri 1/16/26 Thu 2/5/26 109FS+13 days 113 0% 113 DAS equipment 4 days Fri 2/6/26 Wed 2/11/26 112 114 0% 114 DAS Wiring 6 days Thu 2/12/26 Thu 2/19/26 113 0%
115 INTERCONNECTION (Work Near Facility)1 day Wed 3/18/26 Wed 3/18/26 111FS-15 days 26,117,116FS+15 days0% 116 PV Mechanical Completion 1 day Thu 4/9/26 Thu 4/9/26 115FS+15 days 27,118,119 0% 117 AHJ & Utility Inspections 18 days Thu 3/19/26 Mon 4/13/26 115 0% 118 Building Inspection 2 days Fri 4/10/26 Mon 4/13/26 116 0% 119 Electrical Inspection 2 days Fri 4/10/26 Mon 4/13/26 116 122 0% 120 Submission of Final Electrical Clearance to PG&E 1 day Mon 4/13/26 Mon 4/13/26 0% 121 Submit PPI Docs to PG&E (BESS Requirement)70 days Thu 11/20/25 Wed 2/25/26 71FS+30 days 0% 122 Utility Inspection/Permission to Operate (PTO)9 days Tue 4/14/26 Fri 4/24/26 119 29,124,125,1260% 123 Testing & Commissioning 10 days Mon 4/27/26 Fri 5/8/26 129FS+1 day,30,1270% 124 DC Commissioning 10 days Mon 4/27/26 Fri 5/8/26 122 0% 125 AC Gear Commissioning 10 days Mon 4/27/26 Fri 5/8/26 122 0% 126 DAS Commissioning 10 days Mon 4/27/26 Fri 5/8/26 122 0% 127 Commercial Operation Date 1 day Mon 5/11/26 Mon 5/11/26 123 31 0% 128 Post-Construction (Close Out) 17 days Tue 5/12/26 Thu 6/4/26 135 0% 129 Project Walkthrough/ Punchlist 2 days Tue 5/12/26 Wed 5/13/26 123FS+1 day 130,131,132,133,1340% 130 Prepare As Built Plans 15 days Thu 5/14/26 Thu 6/4/26 129 0% 131 Deliver O&M Manuals 15 days Thu 5/14/26 Thu 6/4/26 129 0% 132 Owner/Operator Training 15 days Thu 5/14/26 Thu 6/4/26 129 0% 133 Punch List Signoff 15 days Thu 5/14/26 Thu 6/4/26 129 0% 134 Deliver Final Submittals 15 days Thu 5/14/26 Thu 6/4/26 129 0% 135 Final Completion 1 day Fri 6/5/26 Fri 6/5/26 128 33 0%

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ATTACHMENT 4
EXHIBIT F – General Conditions and Technical Specifications, ATTACHMENT D – Commissioning Schedule

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ATTACHMENT 5
EXHIBIT F – General Conditions and Technical Specifications, ATTACHMENT F – Major Equipment

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DAS System Hardware
Overview
AlsoEnergy wants to make it as easy as possible for you to plan and install your monitoring system hardware. That’s why we provide your core hardware devices conveniently mounted and pre-wired in a weatherproof enclosure.

DAS Assembly
•Complete with all necessary DAS
system hardware
•Preconfi gured for plug-and-play
capability with the PowerTrack
Platform
•Hardware mounted and pre-wired
•NEMA 4 rated enclosures for exterior
mounting
•Indoor mounting hardware included
•Built to your specifi cations
•ETL listed
End-to-end DAS systems from AlsoEnergy
are tested, confi gured, assembled, and wired
in our ETL listed facility in Boulder, CO.

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Hardware Components
AlsoEnergy Data Logger
Pre-confi gured for use with PowerTrack
Accepts data from RS-485, RS-232, or
Ethernet connected devices.

Includes internal storage capacity and a
touch screen LCD display.

Energy Meter
Get revenue grade accuracy,
as required by many clients.

Accepts single phase, split phase, and
three phase loads.

Includes LCD display.

Weather Stations and Environmental Sensors
Our high quality weather stations can accommodate any solar or wind metric requirements.

Weather stations can fi t into the main monitoring communications enclosure or have their own dedicated enclosure.
• Anemometers
• Pyranometers (Hukseflux, Apogee,
Kipp and Zonen)
• Ambient temperature sensors
• Module Temperatures Sensors
• Basic and full weather station packages
• High temperature weather stations
• Remote and portable stations
Cellular Modem
• 4G network
• Low power consumption
• Remote management and confi guration
• Works with most major North American cellular providers Wireless Communications
• Ethernet radio
• Suitable for outdoor mounting
• Intra site communication
• Integrated antenna
• Remote oversight

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Datasheet
CHINT POWER SYSTEMS AMERICA 2023/05-MKT NA Chint Power Systems America 1380 Presidential Drive, Suite 100, Richardson, TX 75081Tel: 855-584-7168 Mail: [email protected] Web: www.chintpowersystems.com 800 Vac 3:1 AC Combiner Solution for CPS Inverters
Internal View of AC Combiner Box
The CPS 800 Vac 3:1 AC Combiner Box is designed for CPS 250/275 kW three-phase string inverters to optimize system design, installation, and wire management. The units combine the output of (3) CPS 250/275 kW inverters allowing a cost-effective solution for simplifying system designs and minimizing AC wire losses. This solution enables savings on labor and material costs by reducing the amount of wires needed to connect CPS string inverters to the grid.

Solutions Supplier
CPS can supply inverter and BOS equipment for 1500 V applications, which enables advantages for project logistics, shipment, and warranty management.

Decreased Wiring Costs
Combining CPS inverters with an AC Combiner Box reduces the amount of wires needed to connect the PV system to the grid.

Optimized Design
The AC Combiner Box is designed specifically for use with CPS 250/275 kW inverters.

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Technical Data
Model Name
Number of input circuits
OCPD type
Disconnect
Compatible inverter(s)
Rated voltage
Rated input current
Input conductor size
Input conduit knockout size
Rated output current
Output conductor size
Output conduit knockout size
Interrupting capacity
Disconnect rating
Output fuse rating
Dimensions (H x W x D)
Weight
Padlockable enclosure (LOTO)
Grounding busbar
Breather vent
Enclosure protection degree
Operating temperature range
Operating humidity
Operating altitude
Certifications and standards
Standard
CPS DPA03-800V/US
Yes
Warranty
2 years
UL 1741, CSA C22.2 NO.107.1-16
Removable bottom plate
Safety
Environment
0% to 95%, non-condensing
8202 ft / 2500 m (no derating)
NEMA Type 3R
-22°F to +140°F / - 30°C to +60°C (derating from +104°F / +40°C) 600 A
Removable bottom plate
Yes
Mechanical
Output Parameters
Input Parameters
3 264 lbs / 120 kg
Yes
CPS SCH275KTL-DO/US-800
300-500 kcmil CU/AL (1 or 2 sets)
55 x 36.2 x 14.75 in (1400 x 920 x 375 mm)
1000 A
65 kA
800 Vac
600 A
Fuse
Yes
600-750 kcmil CU/AL (up to 4 sets)
800 A

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Datasheet
CHINT POWER SYSTEMS AMERICA 2023/01-MKT NA Chint Power Systems America 1380 Presidential Drive, Suite 100, Richardson, TX 75081Tel: 855-584-7168 Mail: [email protected] Web: www.chintpowersystems.com In-Line Cluster Mounting Bracket
The CPS In-Line Cluster Mounting Bracket is designed to provide a simple, low-cost mounting solution for CPS 250/275 kW inverters and CPS 800 Vac 3:1 AC Combiners. (3) CPS 250/275 kW and (1) 800 Vac AC Combiner can be mounted onto piles to easily install the equipment for ground mount PV applications. This solution enables savings on labor and material costs for system designs and installation.

Key Features
CPS In-Line Cluster Mounting Bracket
Designed for CPS 250/275 kW Inverters & 800 Vac AC Combiners Easily mount (3) 250/275 kW inverters and (1) 800 Vac AC Combiner Simplifies Inverter and Combiner installation
Cost-efficient mounting solution
Includes mounting bracket for CPS 800 Vac AC Combiner
In-line design to allow efficient working space

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Technical Data
Cluster Components
Item No.Component Name Quantity
1 Equipment installation vertical beam 8
2 Beam 4
3 Vertical beam 6
4 Pile connector 3
5 Pile 3 (user supplied)
Model Name
Material
Dimensions (H x W x D)
Dimensions of total Cluster Mounting Bracket including
(3) 250/275 kW Inverters + (1) 800 Vac AC Combiner
Total weight of Cluster Rack
Compatible inverters
Compatible combiner
Installation method
Standard
CPS In-Line Cluster Mounting Bracket
Mounted to 3 piles (piles not included)
Warranty
2 years
CPS DPA03-800V/US
Mechanical
264 lbs / 120 kg
CPS SCH275KTL-DO/US-800
DC51D-ZM180 steel

46.3 x 231.4 x 6.8 in (1,175 x 5,877 x 172 mm)

55.1 x 231.4 x 23.3 in (1,400 x 5,877 x 643 mm)

Page 191 of 1141 ends

250/275kW V2, 1500Vdc String Inverters for North America Datasheet
CPS SCH275KTL-DO/US-800 V2
The 250/275kW high power CPS three phase string inverters are designed for ground mount applications. The units are high performance, advanced and reliable inverters designed specifically for the North American environment and grid.

High efficiencies, wide operating voltages, broad temperature ranges and NEMA Type 4X enclosure enable this inverter platform to operate at high performance across many applications. The SCH275KTL inverters include a selectable Active Power of either 250kW or 275kW (factory default) with 12 MPPTs and are available with either 36 fused PV string inputs or 24 unfused PV string inputs. The CPS FlexOM solution enables communication, controls and remote product upgrades.

Key Features
CHINT POWER SYSTEMS AMERICA 2023/10-MKT NA Chint Power Systems America1380 Presidential Drive, Suite 100, Richardson, TX 7508Tel: 855-584-7168 Mail: [email protected] Web: www.chintpowersystems.com ◼Anti-PID function◼Reactive Power at Night function◼CPS FlexOM Gateway enables remote FW upgrades◼Integrated DC disconnect switches◼Protection functions for enhanced reliability and safety◼Selectable Max AC Active Power of 250kW or 275kW◼UL 1741-SA certified to CA Rule 21, including SA14-18 ◼12 MPPTs with 36 fused inputs or 24 unfused inputs ◼Copper and Aluminum compatible AC connections◼NEMA Type 4X outdoor rated, tough tested enclosure◼Full power capacity up to 42°C◼Standard 5 year warranty with extensions to 20 years◼Supported comm protocols (Modbus RTU, TCP/IP, PLC, CAN)◼UL 1741-SB and IEEE 1547-2018 certified

Page 192 of 1141 ends

Model Name CPS SCH275KTL-DO/US-800-36 V2 CPS SCH275KTL-DO/US-800-24 V2 Max. DC Input Voltage
Operating DC Input Voltage Range
Start-up DC Input Voltage / Power
MPPT Voltage Range @ PF>0.991
Number of MPP Trackers 12 12
Max. PV Input Current 30A per MPPT 30A per MPPT
Max. PV Short-Circuit Current 600A, 50A per MPPT 600A, 50A per MPPT Number of DC Inputs 36 Fused Inputs, 3 per MPPT 24 Non-Fused Inputs DC Disconnection Type
DC Surge Protection
Max AC Output Power (Selectable) @ PF>0.99
Max. AC Apparent Power
Rated Output Voltage
Output Voltage Range 2
Grid Connection Type
Max. AC Output Current @800Vac
Rated Output Frequency
Output Frequency Range 2
Power Factor
Current THD @ Rated Load
Max. Fault Current Contribution (1 Cycle RMS)
Max. OCPD Rating
AC Surge Protection
Max. Efficiency
CEC Efficiency
Stand-by / Night Consumption
Enclosure Protection Degree
Cooling Method
Operating Temperature Range 3
Operating Humidity
Operating Altitude
Audible Noise
User Interface and Display
Inverter Monitoring
Site Level Monitoring
Modbus Data Mapping
Remote Diagnostics / FW Upgrade Functions
Dimensions (HxWxD)
Weight
Mounting / Installation Angle
AC Termination
DC Termination
Fused String Inputs (3 per MPPT)6
Certifications and Standards
Selectable Grid Standard
Smart-Grid Features
Reactive Power at Night
Anti-PID function
Insulation Resistance Monitoring
Onboard Fault Oscillography
PV MPPT Current Monitoring
Residual Current Monitoring
Output Overcurrent Protection
Output Short-Circuit Protection
Output Overvoltage Protection
Standard
Extended Terms
1) See user manual for further information regarding MPPT Voltage Range when operating at non-unity PF 2) The "Output Voltage Range" and "Output Frequency Range" may differ according to the specific grid standard. 3) See user manual for further requirements regarding non-operating conditions. 4)CPS AC-PLC Kit required for AC PLC communication.

Approx. 262lbs / 119kg
Type II
Environment
System and Performance

98.5%
5W

99.0%
0 to 100%
8202ft / 2500m (no derating)
CPS FlexOM (1 per 32 inverters)
NEMA Type 4X
Modbus RS485 / PLC4 / CAN
Variable speed cooling fans
-22°F to +140°F / -30°C to +60°C (derating from +107°F / +42°C) Display and Communication
25A fuses provided (Fuse values up to 30A acceptable)
SunSpec / CPS
Standard / (with FlexOM Gateway)
10, 15 and 20 years
Warranty
Volt-RideThru, Freq-RideThru, Ramp-Rate, Specified-PF, Volt-Var, Freq-Watt, Volt-Watt 5 Years
UL1741-SA/SB Ed. 3, CSA-22.2 NO.107.1-16, IEEE1547a-2014, IEEE1547-2018, FCC PART15 IEEE 1547a-2014, IEEE 1547-2018, CA Rule 21, ISO-NE

27.2 x 41.3 x 15.7in (690 x 1050 x 400mm)
Vertical installation
Safety
Stud Type Terminal (Wire range: 4/0AWG – 750kcmil AL/CU, lugs not supplied) 36 Fused Input: Screw Clamp Fuse Holder (Wire range: #14 - #8 AWG CU) 24 Non-Fused Input: Screw Clamp Terminal (Wire range: #14 - #8 and #6 - #4 AWG CU)5 Mechanical
Yes
LED indicators, WiFi + APP

0.99 (±0.8 adjustable)
57 - 63Hz
60Hz
250kW / 275kW
275kVA
198.5A
AC Output
DC Input
500-1450Vdc
1500V
550Vdc / 500W
Load-rated DC switches
900-1300Vdc
Type II
Protection Functions
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Technical Data
5) One threaded hole per MPPT for connecting #6 - #4 AWG CU 6) Fused string inputs only applicable to the SCH275KTL 36-input model.Page 193 of 1141

www.terrasmart.com | [email protected]
Benefits
·Less hardware for faster installation and reduced
labor hours
·Simplified hardware featuring 2-piece bolt stacks and
only two types of hardware
·Adapts to steep slopes
·Foundations for any terrain
·Included wire management
Module orientation Portrait or Landscape
Module mounting Bottom mount / Integrated electrical bonding Tilt angle 5°- 35°
Wire management Incorporated in structure – NEC compliant Configuration Portrait: up to 3 high x 12 wide / Landscape: up to 4 high x 6 wide Slopes East or West facing, up to 30% / North or South facing, up to 36% Load capacities Project specific: up to 170 MPH wind speed and 100 PSF ground snow load Foundations Ground screws / Driven piles
Warranty 20 year limited warranty
Certifications UL2703, edition 1; CPP wind tunnel tested Portrait up to 3 high x 12 wide Landscape up to 4 high x 6 wide Bifacial compatible
Specifications
GLIDE Agile
Our adjustable and durable frame features less hardware, integrated electrical bonding, and included wire management resulting in reduced labor hours. Installation times are shortened by up to 36% through simplified connections, agile parts, and seasoned field teams. Foundation consultation from an unbiased partner, based on your unique project site. No matter the terrain or weather, we’ll provide the right solution. Our versatile design enables numerous configurations allowing us to meet your unique needs and bring solar to more fields.
·Lighter, stiffer components for less freight costs
·Versatile with numerous configurations
·Durable, tolerating up to 170 MPH winds and 100 PSF
ground snow loads
·Landscape orientation is bifacial compatible to maximize potential backside power yield

Page 194 of 1141 ends

Q.PEAK DUO XL-G11S.3 / BFG
Q.PEAK DUO XL-G11S
SERIES
MODEL
585-600 Wp | 156 Cells

21.5 % Maximum Module Efficiency

TOP BRAND PV

MODULES
USA
2022
The ideal solution for:

Ground-mounted
solar power plants
1 See data sheet on rear for further information.
² APT test conditions according to IEC / TS 62804-1:2015 method B (−1500 V, 168 h) including post treatment according to IEC 61215-1-1 Ed. 2.0 (CD) High-tech aluminum alloy frame protects from damage,
enables use of a wide range of mounting structures and is certified regarding IEC for high snow (5400 Pa) and wind loads (2400 Pa).

Frame for versatile mounting options
Q.ANTUM DUO technology with optimized module layout to
boost module power and improve LCOE.

Low electricity generation costs
Double glass module design enables extended lifetime with 12-year product warranty and improved 30-year performance warranty1.

A reliable investment
Innovative all-weather technology
Optimal yields, whatever the weather with
excellent low-light and temperature behavior.

Bifacial Q.ANTUM solar cells make efficient use of light shining on the module rear-side for radically improved LCOE.

Bifacial energy yield gain of up to 21 %
Long-term yield security with Anti LID and Anti PID
Technology2, Hot-Spot Protect.

Enduring high performance

Page 195 of 1141 ends

Mechanical Specification

44.6"(1134 mm)

55.1" (1400 mm)

96.9" (2462 mm)

1.38" (35 mm)
4 × Mounting slots (DETAIL A)
Frame

43.0"
(1092 mm)
NA
Label
4 × Grounding holes,Ø 0.18" (4.5 mm)

15.7" (400 mm)
8 × Mounting slots system Tracker (DETAIL B)
DETAIL A 0.63" (16 mm)

0.33" (8.5 mm)0.83" (21 mm)
DETAIL B 0.39" (10 mm)

0.28" (7 mm)0.87" (22 mm)

42.9"
(1090 mm)

31.1" (790 mm)

13.8" (350 mm)

29.5" (750 mm)

20.9" (531mm)
8 × Drainage holes0.12 × 0.24" (3 × 6 mm)
Tracker slot Mounting
slots
Format 96.9 in × 44.6 in × 1.38 in (including frame)
(2462 mm × 1134 mm × 35 mm)
Weight 76.9 lbs (34.9kg)
Front Cover 0.08 in (2.0 mm) thermally pre-stressed glass with anti-reflection technology
Back Cover 0.08 in (2.0 mm) semi-tempered glass
Frame Anodised aluminium
Cell 6 × 26 monocrystalline Q.ANTUM solar half cells
Junction box 2.09-3.98 × 1.26-2.36 × 0.59-0.71 in (53-101 mm × 32-60 mm × 15-18 mm), Protection class IP67, with bypass diodes
Cable 4 mm² Solar cable; (+) ≥ 29.5 in (750 mm), (−) ≥ 13.8 in (350 mm) Connector Stäubli MC4; Stäubli MC4-Evo2; - IP68
Q.PEAK DUO XL-G11S SERIES
Qcells pursues minimizing paper output in consideration of the global environment.

Note: Installation instructions must be followed. Contact our technical service for further information on approved installation of this product.

Hanwha Q CELLS America Inc. 400 Spectrum Center Drive, Suite 1400, Irvine, CA 92618, USA | TEL +1 949 748 59 96 | EMAIL [email protected] | WEB www.qcells.com Contact your Qcells Sales Representative for details regarding the module’s eligibility to be Buy American Act (BAA) compliant.

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Properties for System Design
Maximum System Voltage VSYS [V]1500 PV module classification Class II Maximum Series Fuse Rating [A DC]30 Fire Rating based on ANSI / UL 61730 TYPE 294 Max. Design Load, Push / Pull3 [lbs / ft2]75 (3600 Pa) / 33 (1600 Pa)Permitted Module Temperature on Continuous Duty
−40 °F up to +185 °F
(−40 °C up to +85 °C)Max. Test Load, Push / Pull3 [lbs / ft2]113 (5400 Pa) / 50 (2400 Pa) 3 See Installation Manual 4 New Type is similar to Type 3 but with metallic frame UL 61730, CE-compliant,
IEC 61215:2016,
IEC 61730:2016,
U.S. Patent No. 9,893,215
(solar cells)
Qualifications and Certificates
Electrical Characteristics

TEMPERATURE COEFFICIENTS
Temperature Coefficient of ISC α [% / K]+0.04 Temperature Coefficient of VOC β [% / K]−0.27 Temperature Coefficient of PMPP γ [% / K]−0.34 Nominal Module Operating Temperature NMOT [°F]108 ± 5.4 (42 ± 3 °C)
POWER CLASS 585 590 595 600
MINIMUM PERFORMANCE AT STANDARD TEST CONDITIONS, STC1 (POWER TOLERANCE +5 W / −0 W) BSTC*BSTC*BSTC*BSTC*
Mi
n
i
m
u
m
Power at MPP1 PMPP [W]585 639.9 590 645.4 595 650.8 600 656.3 Short Circuit Current1 ISC [A]13.72 15.01 13.74 15.04 13.77 15.07 13.80 15.10 Open Circuit Voltage1 VOC [V]53.57 53.76 53.60 53.79 53.63 53.82 53.66 53.85 Current at MPP IMPP [A]13.07 14.30 13.12 14.36 13.17 14.41 13.22 14.46 Voltage at MPP VMPP [V]44.75 44.74 44.96 44.95 45.18 45.17 45.39 45.38 Efficiency1 η [%]≥ 21.0 ≥ 21.1 ≥ 21.3 ≥ 21.5
Bifaciality of PMPP and ISC 70 % ± 5 % • Bifaciality given for rear side irradiation on top of STC (front side) • According to IEC 60904-1-2 1 Measurement tolerances PMPP ± 3 %; ISC, VOC ± 5 % at STC: 1000 W/m²; *at BSTC: 1000 W/m² + φ × 135 W/m², φ = 70 % ± 5 %, 25 ± 2 °C, AM 1.5 according to IEC 60904-3 MINIMUM PERFORMANCE AT NORMAL OPERATING CONDITIONS, NMOT2 Mi
n
i
m
u
m
Power at MPP PMPP [W]440.5 444.2 448.0 451.8
Short Circuit Current ISC [A]11.05 11.07 11.09 11.11
Open Circuit Voltage VOC [V]50.67 50.69 50.72 50.75
Current at MPP IMPP [A]10.30 10.34 10.38 10.42
Voltage at MPP VMPP [V]42.79 42.97 43.15 43.34
1Measurement tolerances PMPP ± 3 %; ISC; VOC ± 5 % at STC: 1000 W/m2, 25 ± 2 °C, AM 1.5 according to IEC 60904-3 • ²800 W/m2, NMOT, spectrum AM 1.5 200 400 600 800 1000
90 100
80 110
10 30251520005

84.95 98
95 80
100
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[
%
]
Qcells PERFORMANCE WARRANTY PERFORMANCE AT LOW IRRADIANCE At least 98 % of nominal power
during first year. Thereafter max.

0.45 % degradation per year. At
least 93.95 % of nominal power
up to 10 years. At least 84.95 % of
nominal power up to 30 years.

All data within measurement
tolerances. Full warranties in
accordance with the warranty
terms of the Qcells sales
organisation of your respective
country.

Typical module performance under low irradiance conditions in comparison to STC conditions (25 °C, 1000 W/m2).

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[%
]
YEARS IRRADIANCE [W/m²]
Qcells
Industry standard of p-mono*
*Standard terms of guarantee for the 5 PV companies with the highest production capacity in 2021 (February 2021)

Page 196 of 1141 ends

TESLA.COM/MEGAPACK

MECHANICAL AND MOUNTING
Ingress Ratings IP66/NEMA 3R (Main Enclosure)IP20 (Thermal System) Enclosure Dimensions
+/- 13 mm (½ in)
Width: 8800 mm (346 ½ in)Depth: 1650 mm (65 in)
Height: 2785 mm (110 in)
Maximum Weight 38,100 kg (84,000 lb)
Operating Ambient
Temperature
–30°C to 50°C (–22°F to 122°F)

REGULATORY
System is designed to be compliant to grid codes and safety standards of all major markets.

System NRTL listed to UL 1973, UL 9540, UL 9540A, UL 1741 SB, IEC 62619, IEEE 1547 Cells NRTL listed to UL 1642

PART NUMBER
1848844-XX-Y Where X is a number between 0-9 and Y is a letter

WARRANTY
Coverage All-inclusive, equipment and energy retention
Term 15 years standard, extendable to 20 years
MEGAPACK 2 XL DATASHEET - REV. 1.8 - December 2, 2024. © Copyright Tesla, Inc, 2024. All Rights Reserved.

POWER AND ENERGY
Megapack is configurable. Standard configurations are 2-Hour cell option C010, 4-Hour cell option C010, and 4-Hour cell option C012.

Nominal energy is specified at 25°C (77°F).

AC Power
per Megapack
Energy
per Megapack
2-Hour C010 1927 kW 3854 kWh
4-Hour C010 979 kW 3916 kWh
4-Hour C012 1042 kW 4170 kWh

ELECTRICAL
Nominal AC Voltage 480 V AC 3-phase
Nominal Frequency 50 or 60 Hz
Inverter Power
per Megapack1 2-Hour C010 Max: 2400 kVA
4-Hour C010 Max: 1320 kVA
4-Hour C012 Max: 1320 kVA
Round-Trip Efficiency2 2-Hour C010: 91.7%4-Hour C010: 93.7% 4-Hour C012: 91.8%
1 Scalable from 400 kVA minimum in increments of 50 kVA 2 Full-depth cycle including all power conversion and thermal system losses, at 25°C (77°F)
MEGAPACK 2 XL DATASHEET
Grid transformation for the world's largest energy projects • Best-in-class energy density and round-trip efficiency • Industry-leading power electronics and thermal system performance • Rapid and cost-effective deployment with factory-assembled and pre- tested solution
Scaled and rigorously tested product safety and reliability • Comprehensive in-house reliability testing by the leading experts in the industry
• Engineered for safety and performance at every level
• Continuous improvement based on large-scale operational experience Designed with flexibility and configurability in mind
• Modular architecture that allows for a range of configurations across multiple applications and industry-first Archetypes
• Industry experts available to identify site-specific needs • Integrated solution that allows for battery augmentation over time

CONTROLS AND COMMUNICATIONS
Protocols Modbus TCP / DNP3
Archetypes
Advanced control functions and unique design requirements based on the project's electrical topology:
•Utility Battery Only
•Utility Co-Located Plant (Battery Only)
•Utility Hybrid
•Battery Dispatch Only
•Grid-Connected Only
•Backup
•Off-Grid Microgrid
•Grid-Connected Microgrid

Page 197 of 1141 ends

Exhibit J: Warranty

Page 198 of 1141 ends

Tesla, Inc., 1 Tesla Road, Austin, TX 78725
email: [email protected]
MEGAPACK 2 MANUFACTURER’S LIMITED WARRANTY (USA)
Effective Date: December 23, 2022

1. What Is Covered?
This Limited Warranty applies to the “Megapack System” comprised of one or more Tesla Megapack 2 battery energy storage units (each, a “Megapack”) that is supplied by Tesla, Inc. (“Tesla”) or one of our affiliates and installed in the United States of America. The agreement under which Tesla originally sold the Megapack System is the “Megapack Sales Agreement.”

1.1 Tesla warrants that the Megapack System will be free from defects in design, engineering, fabrication, manufacture or workmanship (each, a “Defect”, and “Defective” has a corollary meaning).

1.2 The batteries within the Megapack System, like all lithium-ion batteries, will experience gradual energy capacity loss with time and use. Tesla warrants that the Megapack System (but not any one or more Megapacks individually) will retain energy capacity in an amount equal to or greater than the “Minimum Energy Retention Percentage” as defined in Exhibit 1 (the “Energy Retention Warranty”).

2. Items Not Covered
This Limited Warranty does not cover claims to the extent they result from any one or more of the issues listed below, except to the extent the issue was caused by a breach of a Related Contract by Tesla or its affiliate. A “Related Contract” means any agreement related to the Megapack System executed by Tesla and the original buyer or current owner of the Megapack System.

2.1 Normal wear and tear, or superficial imperfections, dents or marks that do not impact Megapack System performance;

2.2 vibration that does not impact Megapack System performance;

2.3 damage that occurs during shipping or transportation (other than shipping or transportation by or on behalf of Tesla);

2.4 any Defect that could not have been detected, prevented, limited or mitigated because Tesla couldn’t remotely access or monitor the Megapack System or data generated by the Megapack System;

2.5 any other damage or failures not caused by the manufacture of the Megapack System or its components, including damage or failures resulting from:

2.5.1 the maintenance or repair of the Megapack System by you or any third party other than Tesla or someone authorized by Tesla;

2.5.2 any failure to maintain the Megapack System in accordance with the applicable Tesla manuals;

2.5.3 failure to connect and begin use and operation of the Megapack System within the time specified in the Transportation and Storage Guidelines, or

2.5.4 the Megapack System reaching 0% state of charge and not being re-charged for more than 30 days;

2.6 failing to follow the specific instructions and recommendations regarding the use and operation of the Megapack System provided in the applicable Tesla manuals;

2.7 failing to install software updates within a reasonable time after notification by Tesla that there is an update available; or

2.8 operation of the Megapack System in a manner that violates the Energy Retention Warranty.

Page 199 of 1141 ends

Tesla, Inc., 1 Tesla Road, Austin, TX 78725
email: [email protected]
Additionally, you must arrange to have preventative maintenance performed by Tesla or an authorized Tesla maintenance provider. If such maintenance is not performed for more than a year, this Limited Warranty will be voided.

3. Who can make claims under this Limited Warranty?
The owner of the Megapack System can make claims under this Limited Warranty.

4. When does the Limited Warranty Period begin and end?

4.1 The “Start Date” for this Limited Warranty is the earlier of (i) when Tesla issues its certificate of commissioning completion in accordance with the Megapack Sales Agreement (or if no certificate is issued, when Tesla completes commissioning); and (ii) the date falling 180 days after the date when title transfers to the original buyer under the Megapack Sales Agreement.

4.2 This Limited Warranty expires on the earlier of (i) the 15th anniversary of the Start Date, and (ii) the time when the Total Throughput (as defined in Exhibit 1) exceeds the Total Throughput Limitation indicated for Warranty Year 15.

4.3 The period between the Start Date and the expiration date set forth in Section 4.2 is the “Limited Warranty Period.”

5. What warranty applies to parts repaired or replaced under this warranty? Parts of the Megapack System repaired or replaced under this Limited Warranty are covered under this Limited Warranty until the Limited Warranty Period ends. For warranty claims specific to the Energy Retention Warranty, the replacement parts will be in a condition sufficient to achieve or exceed the minimum energy retention of the original Megapack parts, for the remainder of the Limited Warranty Period.

6. Obtaining warranty service

6.1 To obtain warranty service, you must notify Tesla of your warranty claim at the email address below within the Limited Warranty Period. When contacting Tesla, please provide proof of purchase, the Megapack serial number, original sale date and a description of the issue. For a warranty claim with respect to the Energy Retention Warranty, you must run a standard capacity test in accordance with Exhibit 1, and you must include the results of that test with your claim.

6.2 You must make the Megapack available to Tesla for inspection and service. If you make a claim under the Energy Retention Warranty, Tesla can perform one or more capacity tests in accordance with Tesla’s standard practices upon 24 hours’ prior notice. If we dispute or deny a warranty claim, we will provide our reasoning.

6.3 If you submit a valid claim under this Limited Warranty, Tesla will repair the Defective Megapack or component or replace it with an equivalent component within a reasonable time after Tesla’s validation of the claim. As part of its remedy, Tesla may elect to do any of the following in its sole discretion, among other activities: (i) repair parts (including removing such parts and reinstalling the same after repair); and/or (ii) use (A) remanufactured or refurbished parts to the extent such parts have remaining lives equivalent to the remaining life of the part replaced; or (B) equivalent or improved versions of Tesla products, features or options. Tesla will pay for disassembly of the Megapack, transportation, re-assembly and re-installation of the Megapack or components, as applicable to the warranty service.

7. Remote Monitoring
In order to for Tesla to provide this Limited Warranty, Tesla requires the ability to remotely monitor the performance of the Megapack System, and provide remote firmware and software upgrades to the Megapack System.

7.1 You hereby consent to Tesla performing remote monitoring of the Megapack System at any time without further notice or consent.

Page 200 of 1141 ends

Tesla, Inc., 1 Tesla Road, Austin, TX 78725
email: [email protected]

7.2 You hereby consent to Tesla’s providing such software upgrades as Tesla reasonably deems appropriate, in each case subject to your approval, provided that you may impose reasonable limitations and requirements as a condition to such approval (including, a reasonable description of the modifications made by such upgrade, reasonable assurances regarding compatibility and testing of such upgrade, and your prior agreement to the scheduling of such upgrade), among other reasonable requirements. Noncompliance with rules administered by the North American Electric Reliability Corporation and other applicable cybersecurity requirements and applicable law shall be a reasonable basis for withholding or conditioning approval.

7.3 If you withhold consent (other than as permitted in Section 7.2), impose additional requirements or fail to provide timely access for software upgrades, Tesla shall be entitled to recover its reasonable, documented, out of pocket costs arising from such withholding or additional requirements, plus 20%.

7.4 To the extent that you fail to provide Tesla with timely access to the Megapack System in accordance with this Section 7 and the Megapack System is damaged or degrades in performance as a result of such failure, you will be responsible for all resulting damage and degradation to the Megapack System and Tesla will not have any liability for such damage under this Limited Warranty or any Related Contracts.

7.5 Any information obtained by Tesla through remote monitoring of the Megapack System that falls within the parameters stated to be made available to customers in the Tesla Controls and Communication Manual, shall be owned by you. Any information obtained by Tesla through remote monitoring of the Megapack System that falls outside the parameters stated to be made available to customers in the Controls and Communication Manual shall be owned by Tesla and shall be confidential information of Tesla. Tesla shall not be required to make such information available to you.

8. Exclusive Remedies

8.1 THIS LIMITED WARRANTY IS THE ONLY EXPRESS WARRANTY MADE IN CONNECTION WITH THE

MEGAPACK SYSTEM, OTHER THAN ANY EXPRESS WARRANTIES MADE TO YOU UNDER ANY RELATED CONTRACT DIRECTLY INVOLVING THE MEGAPACK SYSTEM. ALL OTHER IMPLIED OR

EXPRESS WARRANTIES, INCLUDING ANY STATUTORY WARRANTY RIGHTS ARISING FROM LOCAL LAWS, ARE DISCLAIMED TO THE FULLEST EXTENT ALLOWED BY THE LAW. THE WARRANTIES TESLA

DISCLAIMS INCLUDE, BUT ARE NOT LIMITED TO, IMPLIED WARRANTIES AND CONDITIONS OF

MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, DURABILITY, OR THOSE ARISING OUT OF A COURSE OF DEALING OR USAGE OF TRADE.

8.2 The performance of repairs and replacement by Tesla as set forth in Section 6.3 is your exclusive remedy under this Limited Warranty. Tesla does not authorize any person or entity to create for it any other obligations or liability in connection with this Limited Warranty.

9. Limitation of Liability
Tesla disclaims any and all indirect, incidental, special and consequential damages arising out of or relating to Defects in the Megapack System. Tesla shall not be liable for any direct damages in excess of the original purchase price for the Megapack System.

10. Limitation on Medical Use

THE MEGAPACK SYSTEM IS NOT INTENDED FOR USE AS A PRIMARY OR BACK-UP POWER SOURCE FOR LIFE-SUPPORT OR OTHER MEDICAL EQUIPMENT. TESLA DISCLAIMS ANY LIABILITY ARISING OUT OF ANY SUCH USE OF THE MEGAPACK SYSTEM.

11. Governing Law; Dispute Resolution; Venue
This Limited Warranty will be governed by and interpreted under Texas law. Any dispute arising from or relating to this Limited Warranty must first be promptly referred to senior level management for resolution.

If the dispute is not resolved within 20 days after referral, then you or Tesla may take such dispute to binding

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Tesla, Inc., 1 Tesla Road, Austin, TX 78725
email: [email protected]
arbitration in accordance with the then-current Streamlined Arbitration Rules of the Judicial Arbitration and Mediation Services (“JAMS”). The existence, content and result of the arbitration shall be held in confidence by each of us, our representatives, any other participants and the arbitrator. The arbitration will be conducted by a single arbitrator selected by mutual agreement or if we can’t agree, appointed in accordance with the JAMS Rules. The arbitration will be conducted in English and in Austin, Texas. We will each bear our own expenses in the arbitration and share equally the costs of the arbitration, unless the arbitrator assigns costs to one of us. Judgment upon the award rendered in the arbitration may be entered in any court of competent jurisdiction.

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Exhibit 1
Energy Retention Warranty
Years 1 through 15 following Start Date:

Per Section 1.2 above, Tesla warrants that during the Warranty Year specified below, as applicable, the Actual Energy Retention Percentage for the Megapack System for such Warranty Year shall be equal to or greater than the applicable Minimum Energy Retention Percentage (below) until the Warranty Year expires or (if earlier) the Total Throughput exceeds the below Total Throughput Limitation for that Warranty Year.

Actual Energy Retention Percentage means the energy discharged by the Megapack System as a whole, as measured at the Point of Measurement defined in the Megapack Sales Agreement (“POM”) at Standard Test Conditions, expressed as a percentage of the Guaranteed Energy Capacity.

Guaranteed Energy Capacity means the kWh energy capacity of the Megapack System set out in the Megapack Sales Agreement.

Total Throughput means the total discharge throughput of the Megapack System (as measured at the POM) in kWh per kWh of Guaranteed Energy Capacity.

Warranty Year means each consecutive 365-day period commencing on the Start Date and each anniversary of that date, as applicable.

Period (Warranty
Years following
Start Date)
Total Throughput
Limitation (2 Hour
Megapacks)
Minimum Energy
Retention
Percentage (2 Hour
Megapacks)
Total Throughput
Limitation (4 Hour
Megapacks)
Minimum Energy
Retention
Percentage (4
Hour Megapacks)
1 339 93.0%341 93.5%
2 662 88.5%669 90.0%
3 976 86.0%990 88.0%
4 1,282 84.0%1,304 86.0%
5 1,584 82.5%1,613 84.5%
6 1,879 81.0%1,914 82.5%
7 2,169 79.5%2,208 80.5%
8 2,454 78.0%2,496 79.0%
9 2,733 76.5%2,779 77.5%
10 3,007 75.0%3,056 76.0%
11 3,275 73.5%3,328 74.5%
12 3,538 72.0%3,595 73.0%
13 3,796 70.5%3,858 72.0%
14 4,047 69.0%4,117 71.0%
15 4,294 67.5%4,372 70.0%
Standard Test Conditions
When measuring the Actual Energy Retention Percentage, (a) the Megapack System must be fully charged to 100% state of energy and then fully and continuously discharged at the Guaranteed Power Capacity (as defined in the Megapack Sales Agreement) to a 0% state of energy, (b) the ambient temperature at the Megapack System location and the initial hourly average ambient temperatures at the Megapack System location recorded during the charge and discharge cycle of the Megapack System of all battery modules must be 25°C ±5°C, and (c) the hourly average ambient temperatures at the Megapack System location recorded during the charge and discharge cycle of the Megapack System must be 25°C ±5°C. Tesla, Inc., 1 Tesla Road, Austin, TX 78725
email: [email protected]

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EXHIBIT A
Powe r Purchase Agreement Between the City of Fairfield and Onyx Development Group LLC., Dated August 26, 2024

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Execution Date: 21.1Z'Z
Close Date: A s
Retention Schedu e:`'
Destruction Date: "r2e

POWER PURCHASE AGREEMENT
by and between
Onyx Development Group LLC
and
City of Fairfield, California

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TABLE OF CONTENTS
TABLEOF CONTENTS..............................................................................................................II RECITALS....................................................................................................................................1 AGREEMENT.............................................................................................................................. 2

1. DEFINITIONS........................................................................................................................2

2. TERM................................................................................................................................... 2

3. REMOVAL OF SYSTEM.......................................................................................................... 2

4. PURCHASE AND SALE OF OUTPUT AND BATTERY SYSTEMS SERVICES ................................. 3

5. DESIGN, CONSTRUCTION, OPERATION & MAINTENANCE.................................................... 7

6. COMMERCIAL OPERATION DATE; CONDITIONS PRECEDENT; NOTICE TO PROCEED........... 15

7. OWNERSHIP OF SYSTEM, OUTPUT, GREEN ATTRIBUTES AND ENVIRONMENTAL FINANCIAL INCENTIVES........................................................................................................................ 20

8. PAYMENT............................................................................................................................20

9. PURCHASE OPTION............................................................................................................ 21

10. EARLY TERMINATION........................................................................................................ 22

11. DELIVERY; RISK OF LOSS; RELOCATION............................................................................ 22

12. METERING......................................................................................................................... 25

13. REPRESENTATIONS, WARRANTIES AND COVENANTS......................................................... 26

14. DEFAULT AND REMEDIES................................................................................................... 27

15. DISPUTE RESOLUTION........................................................................................................ 28

16. TAXES; LIENS.................................................................................................................... 29

17. LIABILITY AND INDEMNITY; INSURANCE........................................................................... 29

18. EASEMENT......................................................................................................................... 31

19. ASSIGNMENT; COOPERATION WITH FINANCING................................................................. 32

20. CONFIDENTIALITY; PUBLICITY........................................................................................... 33

21. LEGAL EFFECT AND STATUS OF AGREEMENT.................................................................... 34

22. MISCELLANEOUS............................................................................................................... 35 11Page 206 of 1141

EXHIBITA - DEFINITIONS............................................................................................................ 40 EXHIBIT B - POWER PRICE AND OUTPUT GUARANTEE RATE .................................................... 46 EXHIBIT C - BATTERY SYSTEMS GUARANTEE RATE......................................................I........... 49 EXHIBIT D - TERMINATION VALUES........................................................................................... 50 EXHIBIT E - PROJECT DEVELOPMENT SCOPE RESPONSIBILITY................................................ 51 EXHIBIT F - GENERAL CONDITIONS AND TECHNICAL SPECIFICATIONS ................................... 52 iiiPage 207 of 1141

POWER PURCHASE AGREEMENT
This Power Purchase Agreement ("Agreement" or "PPA") is made and entered into as of AV%sl— 06, ?"'Zi , ("Effective Date"), between Onyx Development Group LLC (" vider" or "Installer"), and the City of Fairfield, California ("City" or "Site Host").

City and Provider are collectively referred to herein as "Parties" and individually as "Party."

RECITALS
WHEREAS, Provider is in the business of installing and operating solar photovoltaic and battery energy storage facilities and selling electric energy generated from such facilities; WHEREAS, Government Code section 4217.10 et seq. provides that public agencies may enter into agreements, including but not limited to, lease agreements, for real property upon which alternative energy facilities may be constructed so that the public agency may purchase the energy generated from the facilities constructed on the real property under a power purchase agreement; and
WHEREAS, the governing body of City has made those findings required by Section 4217.12 of the Government Code that: (i) the anticipated cost to City for electrical energy services provided by the solar photovoltaic and battery energy storage system under this Agreement will be less than the anticipated marginal cost to City of electrical energy that would have been consumed by City in the absence of those purchases and (ii) the difference, if any, between the fair market value of the right to access and occupy the real property subject to this Agreement and related payments under this Agreement, if any, is anticipated to be offset by below -market energy purchases or other benefits provided under this Agreement; and WHEREAS, City desires to reduce its energy costs as well as its dependence on fossil fuel electric generating resources and to promote the generation and storage of electricity from solar photovoltaic and battery energy storage facilities; and WHEREAS, Provider desires to design, install, own, maintain, and operate a solar photovoltaic system including all solar photovoltaic panels and equipment components (the "Solar Facility") and- the battery energy storage system and all equipment components (the "Battery System" or the "Battery Systems") and collectively the "System" or the "Systems" on the real property (the "Site") owned by the City as described in Schedule 1 attached hereto, and Provider shall sell all Output from the Solar Facility and provide services from the Battery Systems to City at those rates set forth herein (collectively the "Project"); and WHEREAS, Provider has developed an ownership and financing structure for the System, which facilitates the use of certain tax incentives, and accelerated depreciation to reduce the expected investment returns of its investors, and which benefits City by offering a competitive Power Price, as defined herein; and
WHEREAS, City desires to provide Provider an easement for the sole purpose of accessing City's property to install, operate, maintain and repair the System; and

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WHEREAS, as part of this PPA and in consideration of the easement, Provider and City intend that Provider would obtain title, an ownership interest, and retain all financial incentives and tax benefits generated by the System and associated with the development of the System, including the installation, ownership and operation of the System and the sale of energy and services from the System to City.

NOW, THEREFORE, in consideration of the promises and the mutual benefits from the covenants hereinafter set forth, the receipt and sufficiency of which are hereby acknowledged, and intending to be legally bound, Provider and City hereby agree as follows:

AGREEMENT

1. Definitions.

Capitalized terms used in this Agreement shall have the meanings ascribed to them herein or in the attached Exhibit A.

2. Term.

A. Term. The Term of this Agreement shall commence upon the Effective Date and terminate automatically on the Expiration Date ("Initial Term"), unless terminated earlier as provided herein. City may renew this Agreement for up to two (2) five-year renewal terms Renewal Term"). The Initial Term and all subsequent Renewal Terms are referred to collectively as "Term." This Agreement shall terminate automatically and concurrently with any termination of the Site easement provided by this Agreement.

3. Removal of System.

A. Removal of System. Within one hundred eighty (180) Days of the expiration or any termination of this Agreement (unless City has: (i) purchased the System under the terms of this Agreement, including, without limitation, all applicable requirements under Article 5, below; or (ii) otherwise consented in writing to allowing the System to remain installed on the Site), Provider shall, in coordination with City and at Provider's sole cost and expense, remove the System from the Site. Provider shall bear the cost of any required storage of the System, if necessary, during Provider's removal of the System.

B. Removal and Site Restoration. Removal of the System shall include all installed equipment, including, but not limited to, the System and all tangible and structural support materials, as well as all appurtenant equipment, above and below ground (except for empty conduits). Provider shall additionally restore the Site to a condition substantially similar to the pre - installation condition of the Site, excluding ordinary wear and tear, through reasonable efforts.

Provider's restoration of the Site shall include, but is not limited to, any refinishing, landscaping, hardscaping, painting or other finish work, and cleaning. Provider shall undertake any repairs necessary as a result of such removal and restoration. The Parties shall reasonably coordinate all such removal, restoration, storage and transportation activities and dates. 2

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C. Failure to Remove. If Provider fails to comply with this Section 3 and remove the System and restore the Site as required within such one -hundred and eighty (180) day period, City shall have the right, but not the obligation, to remove the System and restore the Site and charge Provider for the cost incurred by City, which cost shall include a twelve and one-half percent

12.5%) administrative fee. The Parties shall reasonably coordinate all such removal and pick-up activities. In the event that the Provider does not remove the System as specified herein, City shall also have the option of continuing to receive Output from the Solar Facility and Battery Systems Services at no cost to City, including, without limitation, no obligation to compensate Provider for the Power Price or other consideration, until the System is removed by either Provider or City.

This Section shall not be interpreted to limit City's other available lawful remedies.

4. Purchase and Sale of Output and Battery Systems Services.

A. Purchase and Sale of Output. Beginning on the Commercial Operation Date and through the remainder of the Term, Provider agrees to sell and City agrees to buy all Output from the Solar Facility (the "Solar Facility Output") and Output from the Battery Systems (the Battery Systems Output") at the applicable Power Price as set forth in Exhibit B. City shall have no obligation to pay for Solar Facility Output or Battery Systems Output delivered after the expiration date of this Agreement or the early termination thereof.

B. Cost Reimbursement. The Parties acknowledge that City will incur costs associated with this Project including amounts payable by City to third -party engineers, consultants, legal counsel, and inspectors ("Development Costs"). The Power Price set forth in Exhibit B includes consideration for reimbursement of Development Costs which shall be paid by Provider to City based on the following schedule:
1) 50% of the Development Costs within 15 days of the Effective Date of this Agreement (the "Effective Date Milestone");
2) 25% of the Development Costs within 15 days of the date on which City issues Provider a Notice to Proceed to construction; and
3) 25% of the Development Costs within 15 days of the Commercial Operation Date.

C. Adjustment to Power Price; Distribution UtilityUpgrades. The Parties acknowledge that the Power Price set forth in Exhibit B is based on certain assumptions, and that the Power Price may, if (and only if) the assumptions provided in this Section 4(C) are inaccurate, require an adjustment to the Power Price following the Effective Date with thirty (30) days' prior written notice to City as follows:
1) Provider assumed that the total cost to be paid to the Distribution Utility in connection with the Distribution Utility Upgrades as stated in Exhibit B. 2) Provider assumed there shall not be material additional costs to re -design, construct, install or maintain the System due to unforeseen conditions or groundwork at the Site (including but not limited to excavation/circumvention of underground obstacles).
3) Provider assumed there are no Hazardous Substances at the Site.

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4) The City shall procure, at no material cost to Provider, all planning and zoning permits required for the installation, construction, operation and maintenance of the Solar Facility and Battery Systems by September 30, 2024. 5) The City shall by September 30, 2024, either (i) procure, at no material cost to Provider, an exemption for the Solar Facility and Battery Systems from the California Environmental Quality Act ("CEQA") or (ii) complete CEQA review and obtain approvals for the Solar Facility and Battery Systems as -designed as of the Effective Date.
6) Provider assumed any information provided by City and relied upon by Provider is accurate.
7) Provider assumed that the Project qualifies for the Statistical Area Category of the Energy Communities ITC Adder as outlined in Notice 2024-30. Power Price under this assumption is listed in Exhibit 2 labeled "1) 10% ITC Adder Scenario". In the event Provider determines that the Project does not qualify for the Statistical Area Category of the Energy Communities ITC Adder as outlined in Notice 2024-30, Power Pricing shall be automatically adjusted to the table within Exhibit 2 labeled 2) Standard 30% ITC. Scenario".

D. Provider's Solar Facility Output Guarantee. Commencing with the second (2nd) Contract Year after the Commercial Operation Date of the System, and for each Contract Year thereafter during the Initial Term, the aggregate metered Solar Facility Output for the previous Contract Year (the "Measurement Period") shall be at least ninety percent (90%) of the Annual Production Estimate for such Measurement Period for the Solar Facility as defined in Exhibit B Output Guarantee"); provided, the Annual Production Estimate is adjusted for actual weather conditions experienced at the Site, and the Output Guarantee for any Measurement Period will be reduced by the estimated generation of the Solar Facility that would have been generated during such Measurement Period, but was not generated, due to one or more of the following causes: (i) Outage; (ii) the actions or omissions of the Distribution Utility or the request or direction of the Distribution Utility; (iii) a Force Majeure event; (iv) buildings or structures constructed after the Commercial Operation Date overshadowing or otherwise blocking access or sunlight to the Solar Facility on or at the Site; (v) a breach of this Agreement by City; (vi) any action or inaction by City that directly causes such reduction in generation (including but not limited to, pursuant to Sections 5.F, 1 LC and I LD below); or (v) a temporary outage pursuant to Section 11.E below.

If the Solar Facility Output during any Measurement Period does not equal or exceed the Output Guarantee for such Measurement Period, Provider shall include in its next invoice to City and in the final invoice for any credit owed for the final Contract Year) a credit for the Energy Shortfall Amount. Alternatively, City has the option to request that the Energy Shortfall Amount be paid by check independently of an invoice.

E. Provider's Battery Systems Guarantee. Commencing with the first (1st) Contract Year after the Commercial Operation Date of the System, and for each Contract Year until the end of the tenth (101h) Contract Year of the Initial Term (the "Battery Guarantee Term"), the percentage of real time, measured and reported cumulatively by the supervisory control and data acquisition system, that one hundred percent (100%) of the nameplate power capacity of the Battery Systems (the "Battery Availability") is available for the previous Contract Year (the 0Page 211 of 1141

Measurement Period) shall be equivalent to at least ninety percent (90%) of the total real time for such Measurement Period (8760 hours) ("Battery Systems Guarantee"); provided that, the Parties acknowledge and agree that the Battery Availability shall be reduced each Contract Year to account for the normal and expected degradation of the Battery System in accordance with manufacturer specifications; and provided further that the Battery Systems Guarantee for any Measurement Period will be reduced by the estimated real time that the Battery Systems would have been available during such Measurement Period, but was not available, due to one or more of the following causes: (i) an Outage; (ii) the actions or omissions of the Distribution Utility or the request or direction of the Distribution Utility; (iii) a Force Majeure event; (iv) a breach of this Agreement by City, (v) any action or inaction by City that directly causes such reduction in generation (including but not limited to, pursuant to Sections 51, 11.0 and I LD below); or (vi) a temporary outage pursuant to Section 11.E below. Real time shall be measured in increments of hours. Provider additionally guarantees that during the Battery Guarantee Term, the Battery Systems will be available to provide at least the number of cycles per Contract Year ("Guaranteed Cycles") indicated in Exhibit C when using the full Battery Systems kWh Rating. The Battery Systems shall be cycled in accordance with standard industry practices to maximize electricity cost savings to the City. For the absence of doubt, the Parties acknowledge and agree that the Battery Guarantee Term shall terminate at the end of the tenth (1 Oth) Contract Year, and that beginning on the eleventh (I I th) Contract Year neither the Battery Systems Guarantee nor the Guaranteed Cycles shall apply. Provider shall either replace or augment the Battery Systems at the end of the tenth loth) Contract Year to mitigate the degradation of the Battery Systems. At least thirty (30) days prior to the tenth (loth) anniversary of the Commercial Operation Date, the Parties shall meet and endeavor in good faith to negotiate a Battery Systems Guarantee for the remaining fifteen (15) Contract Years of the Agreement to preserve the economic value of the Agreement to both Parties.

During the Battery Guarantee Term, if the percentage of real time, measured and reported cumulatively by the supervisory control and data acquisition system, that one hundred percent 100%) of the nameplate power capacity of the Battery Systems is available during any Measurement Period does not equal or exceed the Battery Systems Guarantee for such Measurement Period (each of the Battery Availability and the Battery Systems Guarantee as shall be adjusted in accordance with Section 4.E above), Provider shall include in its next invoice to City a credit for the Battery Systems Energy Shortfall Amount. Alternatively, City has the option to request that the Battery Systems Energy Shortfall Amount be paid by check independently of an invoice.

F. Resale of Output. If at any time during the term of this Agreement, the City reduces its consumption requirements for Solar Facility Output or Battery Systems Output and the Parties determine that the Distribution Utility is willing to purchase Solar Facility Output or Battery Systems Output pursuant to any current or future program of the Distribution Utility for net metering, energy credit, offsets or revenue, City, at its option, may sell Solar Facility Output or Battery Systems Output to the Distribution Utility pursuant to such program and in accordance with Section 4(G) below. If applicable and required by law, City may also request that Provider use reasonable efforts to cooperate with the City and the Distribution Utility, provided that nothing in the foregoing shall permit the City to sell Solar Facility Output or Battery Systems Output to the Distribution Utility if such sale would limit Provider's rights and interests in and to this Agreement.
5Page 212 of 1141

G. Net Metering, Credits and Storage of Output. Nothing in this Agreement shall limit City's ability during the term of this Agreement to participate in or otherwise take advantage of any current or future program which may enable City to store Output or Battery Systems Output at any Site or to export Solar Facility Output or Battery Systems Output to any other site or to the Distribution Utility for any available energy credits, offsets, or revenue. City will give reasonable notice to Provider of its intention to undertake any such project or program and will coordinate with the Provider to ensure that the System, the terms and conditions of this Agreement and all associated warranties and guarantees are preserved, provided that City shall reimburse Provider for any documented and reasonable costs and expenses associated with such project or program including, if applicable, reimbursement of. lost revenue at City Suspension Rate, loss of any Environmental Financial Incentives, and/or costs associated with any modification, removal, relocation, or temporary or permanent deactivation of the System or any portion thereof).

H. Grid Services Programs. From time to time, Provider or City may identify demand response or similar grid services programs, whereby the Battery Systems can help meet demands of the electrical grid, or improve its reliability, by charging or discharging the Battery Systems (or agreeing to make the Battery Systems available for charging or discharging) for which the Provider is eligible to participate (collectively, a "Grid Services Program"). Provider shall only enroll the Battery Systems in any Grid Services Program upon written agreement from City. Nothing in this paragraph shall prohibit City from undertaking participation in Grid Services Programs directly when eligible and Provider shall cooperate with City in ensuring that the Battery Systems operates to maximize revenue in relation to any Grid Services Program participation in accordance with Section I I (B), provided that City shall reimburse Provider for any documented and reasonable costs and expenses associated with such project or program (including, if applicable, reimbursement of. lost revenue at City Suspension Rate, loss of any Environmental Financial Incentives, and/or costs associated with any modification, removal, relocation, or temporary or permanent deactivation of the System or any portion thereof.

I. Outages. Provider may suspend delivery of Solar Facility Output or Battery Systems Output as reasonably necessary for testing, maintaining, replacing and repairing the System, or in response to any Distribution Utility directive or dispatch order (an "Outage").

Provider shall take all steps necessary to minimize the duration and scope of any such Outage. In the event that an Outage is caused or prolonged by Provider's negligent act or omission, Provider shall compensate City for the difference between the total electricity cost to the City for the applicable period of outage caused or prolonged by Provider's negligent act or omission and the Power Price for each 15 minute interval that the Power Price is less than the electricity cost to the City. In such event, City shall provide Provider with evidence of the pricing for such applicable periods in the form of Distribution Utility bills during the outage period, and Provider shall provide the calculation and supporting documentation for determining these amounts, to the reasonable satisfaction of City. Except as set forth herein, City waives claims related to City's costs of purchasing energy to replace what would have been produced by the System but for such Outages, along within any associated net metering, or similar, benefits.

If an Outage occurs under this Section and a payment is due from Provider to City, Provider shall include in its next invoice(s) to City (and in the final invoice for any credit owed for the final

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Contract Year) a credit for the difference between the electricity cost to the City for the applicable period.

J. Distribution Utility Electric Service. City may take parallel energy services from Distribution Utility.

5. Design, Construction, Operation & Maintenance.

A. All Provisions in this Article 5 shall apply to all activities of Provider undertaken in relation to the design, construction, installation, maintenance, repair, and operation of the System(s) throughout the Term of this Agreement (each provision as applies to the construction or installation of the System, the "Construction Provisions").

B. Provider's Contractor and Consultants. Provider shall ensure that any party contracting with Provider for any engineering, procurement, design, installation or construction of the System shall possess sufficient knowledge, experience, expertise, licensing, registration, and financial capacity and creditworthiness necessary for satisfactory completion of Provider's obligations under this Agreement. The contractor performing the construction work on the Project shall possess a Class B or C-10 California Contractor State License, be a registered public works contractor in accordance pursuant to Labor Code Section 1725.5, and all other required licenses for performing work under this Agreement, prior to performing any work on the Project. Provider represents and warrants that it has the financial capacity, creditworthiness and bonding sufficient to satisfy all of Provider's obligations under this Agreement, including, but not limited to, any instance of default or other failure by Provider's contractor(s) to complete the work required to satisfy Provider's obligations in this Agreement. Prior to contracting with any such party, Provider shall obtain and review the qualification of such party and complete any necessary background check or fingerprinting required by law or City. Provider shall further procure from the contractor performance and payment bonds and any other assurances as Provider deems reasonably necessary to secure contractor's timely completion of the Project.

C. Permits. Provider shall be solely responsible for ensuring that the System is constructed in compliance with all applicable laws, regulations and Permits, and in accordance with the standards set by any governmental program providing funding for the System. Provider shall fully include and incorporate into any and all designs and engineering for the System, all improvements, conditions and mitigation measures required for compliance with the CEQA and where applicable the Americans with Disabilities Act ("ADA"). The City shall, at the City's sole cost and expense, obtain (i) all necessary approvals demonstrating that the Systems are in compliance with CEQA as designed, provided that the City shall use best efforts to obtain written confirmation from CEQA, in form and substance reasonably acceptable to Provider, that the System is exempt from compliance with CEQA requirements, and (ii) all planning, zoning, and electrical permits and/or exemptions from Governmental Authorities having jurisdiction over the Project required for the installation, operation and maintenance of the System (clauses (i) and (ii) together, the "City Permits" and such City Permits as set forth in Exhibit E attached hereto).

Provider shall, at Provider's sole cost and expense, obtain from all Governmental Authorities having jurisdiction over the Project, all other necessary Governmental Approvals and other Permits and approvals required for the installation, operation and maintenance of the System, including, but not limited to fire safety, California Occupational Safety and Health Administration 7Page 214 of 1141

Cal/OSHA"), utility interconnection, right-of-way permits, easement agreements and other related requirements (the "Provider Permits" and such Provider Permits as set forth in Exhibit E attached hereto).

Without limiting the City's obligations with respect to the City Permits, to the extent action is required by City, City shall, upon the request of Provider, use reasonable efforts to assist Provider in obtaining and retaining Provider Permits, licenses, releases and other approvals necessary for the design, construction, engineering, installation, operation and maintenance of the System. Provider shall reimburse City for reasonable and documented costs incurred by City in assisting the Provider under this Section. Provider shall be responsible for all costs, expenses and improvements to the extent required to obtain or comply with any permits, Government Approvals or other requirement under state or federal law made necessary as a result of the System installation, operation and maintenance, except for the City Permits which shall be the sole cost and obligation of the City. Specifically, the Provider is required to obtain and submit all documents to closeout the Project with the Governmental Authorities having jurisdiction over the Project. In addition to stamped and approved plans, Provider shall provide any required installation compliance confirmation letter(s) to any applicable Governmental Authorities.

Provider shall, upon the request of City, use reasonable efforts to assist the City in obtaining and retaining the City Permits, provided that the City shall reimburse Provider for reasonable and documented costs incurred by Provider in assisting the City under this Section.

D. Inspections. Provider and City shall work together reasonably to mutually select any company that performs inspections of the materials and equipment for the design, engineering, procurement, construction or installation of the Systems, including, but not limited to, any inspections to verify the Systems' compliance with the Applicable Law.

E. Notice of Output Interruptions. Each Party shall notify the other Party as soon as reasonably practicable following its discovery of any material malfunction of any System or interruption in the supply of electricity from any System. Each Party shall designate and advise the other Party of personnel to be notified in the event of such a malfunction or interruption.

Provider shall correct, or cause to be corrected, the conditions that caused the malfunction or interruption as soon as reasonably practicable. However, in no event shall Provider's response to investigate the problem and initiate appropriate corrective action be greater than forty-eight (48) hours following receipt of notice or upon discovery of such malfunction or interruption. In addition, Provider shall remotely monitor the System on a daily basis for the presence of alarm conditions and general performance utilizing the data acquisition systems and monitoring systems installed by the Provider at the Site, as described in Exhibit F.

F. Site Operations. In order to prevent any unreasonable disturbance or interruption of City activities, Provider shall accommodate the City's normal operations schedule and scope of activities conducted on the Site during construction and on -going operation of the System pursuant to this Agreement. In the event Provider's accommodation of the City's normal operations schedule results in a delay to the Project Schedule (as defined below), such Project Schedule and the Commercial Operation Deadline (if applicable) shall be automatically and equitably extended. 8Page 215 of 1141

G. Operation and Maintenance of System. Provider shall be responsible for all operations, maintenance, and repair of the System, except to the extent that any maintenance or repair is made necessary by the negligent acts or omissions or willful misconduct of City. All maintenance, repairs and operations, shall be conducted in the manner set forth in this Agreement, and Provider shall reasonably accommodate and cooperate with City to ensure the City's activities, facility uses, and scheduling requirements are not unreasonably impeded. Provider's repair work responsibilities shall include, but are not limited to, any repair required as a result of damage caused by the Provider or its contractors, subcontractors or vendors, to the City's facilities within a period of five (5) years following the date the damage was discovered or reasonably should have been discovered by the City. Provider is responsible for repairs and/or replacement of system components that are damaged from vandalism, theft or criminal activity. Provider shall provide grass cutting services at the Site at least once per calendar year following the Commercial Operation Date for purposes of weed abatement and vegetation control, provided that Provider shall not cut grass or otherwise provide vegetation control services on any day on which the National Weather Service has issued a Red Flag Warning as applicable to the Site.

H. Prevailing Wages. This Project is subject to compliance with the prevailing wage provisions of the California Labor Code and the prevailing wage rate determinations of the Department of Industrial Relations. These rates are on file at City's main office or may be obtained online at http// www.dir.ca.g6v/dlsr . A copy of these rates shall be posted at the job site by Provider. Provider and all contractors and subcontractor(s) under it, shall comply with all applicable Labor Code provisions, which include, but are not limited to the payment of not less than the required prevailing rates to all workers employed by them in the execution of this PPA and the employment of apprentices. Provider hereby agrees to indemnify and hold harmless City, their officials, officers, agents, employees and authorized volunteers from and against any and all claims, demands, losses or liabilities of any kind or nature which City, their officials, officers, agents, employees and authorized volunteers may sustain or incur for noncompliance with any applicable Labor Code provisions arising out of or in connection with the Project. 1) Wages.
a. Pursuant to the provisions of Article 2 (commencing at Section 1770), Chapter 1, Part 7, Division 2 of the Labor Code of California, the governing body of City has ascertained the general prevailing rate of per diem wages in the locality in which this public work is to be performed for each craft, classification, or type of workmen needed to execute the Agreement.
b. Per Diem wages shall be deemed to include employer payments for health and welfare, pension, vacation, travel time and subsistence pay as provided in Labor Code § 1773.1 apprenticeship or other training programs authorized by Labor Code § 3093, and similar purposes when the term "per diem wages" is used herein.
c. Each worker needed to execute the work must be paid travel and subsistence payments as defined in the applicable collective bargaining agreements in accordance with Labor Code § 1773.1.
9Page 216 of 1141

d. Holiday and overtime work when permitted by law shall be paid for at a rate of at least one and one-half times the above specified rate of per diem wages, unless otherwise specified.
e. Each worker in work on the System on City's Property shall be paid not less than the prevailing wage rate, regardless of any contractual relationship which may be alleged to exist between Provider, or any subcontractors of Provider, and such workers.
f. Provider shall, as a penalty to the City, forfeit an amount as determined by the Labor Commissioner pursuant to Labor Code § 1775 for each calendar day, or portion thereof, for each worker paid less than the prevailing rate as determined by the director for such work or craft in which such worker is employed for any public work done under the contract by him or by any subcontractor under him.

The difference between such prevailing wage rate and the amount paid to each worker for each calendar day or portion thereof, for which each worker was paid less than the prevailing wage rate, shall be paid to each worker by Provider. g. Any worker employed to perform work on the System which is not covered by any classification available in the City office, shall be paid not less than the minimum rate of wages specified for the classification which most nearly corresponds with work to be performed by him, and that minimum wage rate shall be retroactive to the time of initial employment of the person in the classification.
2) Record of Wages Paid: Inspection. Pursuant to Labor Code § 1776, Provider stipulates to the following:
a. Provider and each subcontractor shall keep an accurate payroll record, showing the name, address, social security number, work classification, straight time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by him or her in connection with the Project. Such records shall be on forms provided by the Division of Labor Standards Enforcement or shall contain the same information of such forms. The payroll records may consist of payroll data that are maintained as computer records, if printouts contain the same information as the forms provided by the division and the printouts are verified as specified in subdivision (a) of Labor Code § 1776.
b. The payroll records enumerated under subdivision (a) shall be certified and shall be available for inspection at all reasonable hours at the principal office of Provider, or Provider's subcontractors, on the following basis:
c. A certified copy of an employee's payroll record shall be made available for inspection or furnished to such employee or his or her authorized representative. 10Page 217 of 1141

d. A certified copy of all payroll records enumerated in subdivision (a) shall be made available for inspection or furnished to a representative of the City, and to the Division of Labor Standards Enforcement, and Division of Apprenticeship Standards of the Department of Industrial Relations.

A certified copy of all payroll records enumerated in subdivision (a) shall be made available to the public for inspection or copies thereof, subject in all respects to subclause (g) below. However, a request by the public shall be made through either the City, the Division of Apprenticeship Standards, or the Division of Labor Standards Enforcement. If the requested payroll records have not been provided pursuant to the above, the requesting party shall, prior to being provided the records, reimburse the costs of preparation by Provider, subcontractors, and the entity through which the request was made. The public shall not be given access to such records at the principal office of Provider or Provider's subcontractors.
f. Provider shall file, or caused to be filed, a certified copy of the records enumerated in subdivision (a) with the entity that requested such records within ten (10) days after receipt of the written request.
g. Any copy of records made available for inspection as copies and furnished upon request to the public or any public agency, by the City, the Division of Apprenticeship Standards, or the Division of Labor Standards Enforcement shall be marked or obliterated in such a manner as to prevent disclosure of an individual's name, address and social security number. The name and address of Provider or subcontractors performing the work shall not be marked or obliterated. Any copy of records made available for inspection by, or furnished to, a joint labor-management committee established pursuant to the federal Labor Management Cooperation Act of 1978 (Section 175a of Title 29 of the United States Code) shall be marked or obliterated only to prevent disclosure of an individual's name and social security number. Notwithstanding any other provision of law, agencies that are included in the Joint Enforcement Strike Force on the Underground Economy established pursuant to Section 329 of the Unemployment Insurance Code and other law enforcement agencies investigating violations of law shall, upon request, be provided non -redacted copies of certified payroll records.
h. Provider shall inform the City of the location of the records enumerated under subdivision (a), including the street address, city, and county, and shall, within five (5) working days, provide a notice of a change of location and address.

In the event of noncompliance with the requirements of this Section, Provider shall have ten (10) days in which to comply subsequent to receipt of written notice specifying in what respects Provider must comply with this Section.

Should noncompliance still be evident after such 10-day period, Provider shall 11Page 218 of 1141

pay a penalty in the amount prescribed by statute to the City for each calendar day, or portion thereof, for each worker, until strict compliance is effectuated.

Upon the request of the Division of Apprenticeship Standards or the Division of Labor Standards Enforcement, such penalties shall be withheld from the progress payment then due.
j. The responsibility for compliance with this Section shall rest upon Provider. 3) Hours of Work.
a. As provided in Article 3 (commencing at Section 1810), Chapter 1, Part 7, Division 2 of the Labor Code, Provider stipulates that eight (8) hours of labor shall constitute a legal day's work. The time of service of any worker employed at any time by Provider or by the work or upon any part of the work contemplated by this contract is limited and restricted to eight (8) hours during any one calendar day and forty (40) hours during any one calendar week, except as hereinafter provided. Notwithstanding the provisions herein, work performed on the City's Property by employees of Provider or employees of any subcontractors of Provider in excess of eight (8) hours per day and forty (40) hours during any one week upon this public work shall be permitted provided that compensation for such employee of all hours worked in excess of eight (8) hours per day is not less than one and one-half times the basic rate of pay. b. Provider shall pay to the City a penalty in the amount prescribed by statute for each worker employed in the execution of these Construction Provisions by Provider or by any Subcontractor for each calendar day during which such workman is required or permitted to work more than eight (8) hours in any calendar day and forty (40) hours in any one calendar week in violation of the provisions of Article 3 (commencing at Section 1810), Chapter 1, Part 7, Division 2 of the Labor Code, unless compensation to the worker so employed by Provider is not less than one and one-half (1-1/2) times the basic rate of pay for all hours worked in excess of eight (8) hours per day. c. Any work necessary to be performed after regular working hours, or on Sundays or other holidays shall be performed without additional expense to City, unless otherwise agreed to by the parties.
d. Construction work under the Construction Provisions shall be accomplished on a schedule consistent with the normal and reasonable practices of Provider and in compliance with applicable ordinances.
4) Apprentices.
a. All apprentices employed by Provider to perform services under these Construction Provisions shall be paid the standard wage paid to apprentices under the regulation of the craft or trade at which that apprentice is employed, 12Page 219 of 1141

and shall be employed only at the work of the craft or trade in which that apprentice is registered. Only apprentices, as defined in Labor Code § 3077, who are in training under apprenticeship standards and written apprenticeship agreements under Chapter 4 (commencing at Section 3070), Division 3 of the Labor Code, are eligible to be employed under these Construction Provisions.

The employment and training of each apprentice shall be in accordance with the provisions of the apprenticeship standards and apprenticeship agreements under which that apprentice is training.
b. When Provider to whom the work under these Construction Provisions is awarded by the City or any Subcontractor under Provider, in performing any of the work under the Construction Provisions, employs workers in any apprenticeable craft or trade, Provider and Subcontractor shall apply to the joint apprenticeship committee administering the apprenticeship standards of the craft or trade in the area of the Site of the public work, for a certificate approving Provider or Subcontractor under the apprenticeship standards for the employment and training of apprentices in the area or industry affected.

However, approval as established by the joint apprenticeship committee or committees shall be subject to the approval of the Administrator of Apprenticeship. Provider or subcontractors shall not ' be required to submit individual applications for approval to local joint apprenticeship committees provided they are already covered by the local apprenticeship standards. The ratio of work performed by apprentices to journeymen, who shall be employed in the craft or trade on the public work, may be the ratio stipulated in the apprenticeship standards under which the joint apprenticeship committee operates, but in no case shall the ratio be less than one hour of apprentice work for each five (5) hours of labor performed by a journeyman, except as otherwise provided in Section 1777.5 of the Labor Code. However, the minimum ratio for the land surveyor classification shall not be less than one apprentice for each five journeymen.
c. "Apprenticeable craft or trade" as used in Labor Code § 1777.5 and this Article, means a craft or trade determined as an apprenticeable occupation in accordance with rules and regulations prescribed by the Apprenticeship Council. d. Provider, or any Subcontractor which, in performing any of the work under this contract, employs journeymen or apprentices in any apprenticeable craft or trade and which is not contributing to a fund or funds to administer and conduct the apprenticeship programming of any craft or trade in the area of the Site of the public work, to which fund or funds other Providers in the area of the Site of the public work are contributing, shall contribute to the fund or funds in each craft or trade in which that Provider employs journeymen or apprentices on the public work in the same amount or upon the same basis and in the same manner as other Providers do, but where the trust fund administrators are unable to accept the funds, Providers not signatory to the trust agreement shall pay like amount to the California Apprenticeship Council. Provider or Subcontractor 13Page 220 of 1141

may add the amount of such contributions in computing their bid for the contract. The Division of Labor Standards Enforcement is authorized to enforce the payment of the contributions to the fund or funds as set forth in Labor Code § 227.The responsibility of compliance with Labor Code § 1777.5 and this Article for all apprenticeable occupations is with Provider. e. The interpretation and enforcement of Sections 1777.5 and 1777.7 of the Labor Code shall be in accordance with the rules and procedures of the California Apprenticeship Council.

I. Safety Precautions and Programs. Provider shall ensure that its contractor and subcontractors performing work on the Site comply with the following safety precautions. 1) Provider's contractor shall be responsible for initiating, maintaining and supervising all safety, precautions and programs in connection with the construction and installation of the Systems, for maintaining all safety and health conditions on each site and for ensuring against and/or correcting any hazardous conditions on the site. 2) Certain work may be ongoing during City's working hours; therefore, Provider's contractor shall take precautions to prevent injury and in accordance with the City's guidelines for onsite safety. Material storage and vehicle access and parking shall be subject to City approval. In the event City's failure to approve or failure to timely approve results in a delay to the Project Schedule (as defined below) or otherwise delays Provider's satisfaction of any obligations hereunder, the Project Schedule, the Commercial Operation Deadline (if applicable), and any other applicable schedule of Provider shall be automatically and equitably extended and the City shall reimburse Provider for any reasonable or documented costs and expenses incurred in finding alternative locations.
3) The use of alcohol, drugs, or tobacco will not be permitted on City property.

Workers employed by Provider's contractor or subcontractors. All workers will present themselves with appropriate language,. actions and work wear while on construction site and follow requirements from City for interaction with City's stakeholders.
4) Provider's contractor shall designate a responsible member of its organization at the Site whose duty shall be the prevention of accidents and overall jobsite safety for contractor/subcontractor employees and visitors.

J. Conduct of Project Construction, . Installation, Alteration, Operation, Repair, Maintenance and Removal. Throughout the Term of this Agreement, all work of construction, installation, alteration, operation, repair, maintenance and removal of the Projects shall conform with the following:
1) Provider shall not leave debris under, in, or about the Site, but shall promptly remove same from the Site and dispose of it in a lawful manner. 14Page 221 of 1141

2) Provider shall promptly remove all rubbish and debris left by Provider or Subcontractor during the period of its active activities at the Site. 3) When performing activities at a Site, Provider shall enclose the working area with temporary fencing. If the Site is operated by a school, the fencing shall be adequate to keep students out of the work area and physically segregated from any and all workers on or about the Site. Provider shall coordinate with City's designated contact to develop a mutually agreeable schedule for any activity at the Site to mitigate any inconvenience to or disruption of students, faculty, and staff in their regular activities and to otherwise eliminate any substantial interference with normal operations of the Site.
4) Provide fencing and/or demarcations around any shrubs or trees indicated to be preserved, provided that such indication is provided in writing by City to Provider prior to initiation of any installation or construction work by Provider, sufficient to protect such foliage from substantial damage that might ordinarily occur during activities of the kind undertaken by Provider at the Site. 5) Deliver personnel, tools, equipment and materials to the work area over route(s) reasonably designated by the City, provided that City ensures that Provider shall have all access rights necessary to use such designated routes. 6) Take commercially reasonable measures to mitigate objectionable dust, noise, or other disturbances as necessary to ensure Provider's activities do not result in substantial interference with or disruption of regular Site activities and normal operations of the Site.
7) Confine apparatus, the storage of materials, and the operations of workers to limits indicated by law, ordinances, permits or the reasonable directions of the City, not unreasonably encumber Site or overload any structure with materials, enforce all reasonable instructions of the City regarding signs, advertising, fires, and smoking and require that all workers comply with all City's regulations while on the Site. 8) Upon completion of activities on the Site, Provider shall remove temporary utilities, fencing, barricades, planking, sanitary facilities and all similar temporary facilities from Site.
9) Provider shall remain strictly liable to City for all damages to City's property caused or contributed to by Provider, its employees and/or agents and shall, upon written demand by City, restore all City property damaged by Provider, its employees and/or agents to substantially the condition in which it was prior to said damage occurring at the sole cost and expense of Provider, excepting ordinary wear and tear.

6. Commercial Operation Date; Conditions Precedent; Notice ;to Proceed. 15Page 222 of 1141

A. City Conditions Precedent to Construction. City's obligations under this Agreement -are conditioned on the completion of the following pre -construction activities relating to the System ("City Conditions Precedent"), or the City's written waiver of such conditions, within one hundred and eighty (180) days after the Effective Date ("Conditions Precedent Deadline"):
1) Provider shall have completed all design and engineering of the Systems) in accordance with the requirements of Article 5, above, including, without limitation, having obtained all necessary approvals, Provider Permits and entitlements precedent to construction or installation.
2) Provider shall submit to City certificates of insurance and endorsements demonstrating compliance with the requirements defined in Section 17 of this Agreement and carriage of workers' compensation insurance. 3) Provider shall submit to City the certificates in a form provided by City regarding compliance with statutory student safety (if applicable), tobacco use and drug use. 4) Provider shall submit to City a fully executed copy of any and all contracts entered into for the engineering, procurement and/or construction of the System, provided Provider may redact confidential and commercial information. 5) Provider shall submit to City for approval a 90% completed design of the System, a detailed construction and installation schedule (such schedule as may be updated or amended, the "Project Schedule") and a detailed project safety plan. Provider's construction and installation schedule shall include start and completion dates for all categories of work on the Site, including but not limited to pre -construction activities, installation of major equipment and anticipated Site deliveries and all required submittal and procurement documentation.
6) Provider shall confirm to City that Provider has obtained and secured sufficient financing to fund Provider's obligations under this Agreement.

B. Provider Conditions Precedent to Construction. Subject to Provider's commercially reasonable efforts, Provider's obligations under this Agreement are conditioned on the completion of the following conditions ("Provider Conditions Precedent") to Provider's reasonable satisfaction, or Provider's written waiver of such conditions, on or before the Conditions Precedent Deadline:
7) The City shall submit evidence to Provider, in form and substance reasonably acceptable to Provider, that the City has obtained or caused to be obtained all City Permits.
8) Provider has determined, in accordance with standard industry practices, that there do not exist site conditions (including environmental conditions) or construction requirements that were not known as of the Effective Date and that could 16Page 223 of 1141

reasonably be expected to materially increase the cost of installation, operation and maintenance of the Solar Facility or Battery System or would adversely affect the sale and delivery of Solar Facility Output and Battery Systems Output to the City as designed.
9) Provider has determined, in accordance with standard industry practices, that the Site, as is, is sufficient to accommodate the System and suitable for construction and operation of the Solar Facility and Battery System. 10) The City shall transfer the Distribution Utility's approved interconnection application to the Provider and Provider has determined, in accordance with standard industry practices, that interconnection services will be available with respect to energy generated by the Solar Facility. Provider shall take over the responsibility of managing the interconnection application originally submitted by the City to the Distribution Utility and undertake all commercially reasonable efforts to assess the capacity of the Distribution Utility facilities, including, but not limited to, the applicable transformer(s) and conductor(s) and provide a written assessment of such to City.
11) Provider has determined, in accordance with standard industry practices, that there has not occurred a material adverse change in the regulatory environment, incentive program or federal or state tax code that could reasonably be expected to adversely affect the economics of the installation for Provider.
12) Provider and the City shall have executed such documents as reasonably required to protect Provider's rights in and use of the Site in accordance with Section 18 hereof.

C. Completion of Condition Precedent to Construction; Termination. If Provider is unable to timely complete any of the City Conditions Precedent by the Conditions Precedent Deadline, City may, but is not required to, either (i) waive or extend such requirements in a written notice to Provider; or (ii) terminate this Agreement without triggering .the default provisions of this Agreement, including, but not limited to any default provision requiring the payment of the Termination Value, nor shall any such termination subject City to any other liability. If Provider is unable to complete or confirm, as applicable, any of the Provider Conditions Precedent by the Conditions Precedent Deadline, Provider may, but is not required to, either (i) waive such requirement in a written notice to City; or (ii) terminate this Agreement without triggering the default provisions of this Agreement and receive a reimbursement of fifty percent (50%) of the Development Cost paid by Provider to City as of such termination date. Upon the satisfaction of all City Conditions Precedent and Provider Conditions Precedent, and written confirmation from Provider of the same, City shall issue a notice to proceed to Provider ("Notice to Proceed") within ten (10) business days, informing Provider that it may commence the construction of the System on the Site. Provider shall not proceed with construction of the System until it has received the Notice to Proceed. Upon City's reasonable request, Provider shall promptly provide City with copies of any requested forms, documents and communications received or generated by Provider in connection with this Agreement.
17Page 224 of 1141

D. Construction; Commercial Operation. Promptly upon receipt of the Notice to Proceed to construction from City, Provider shall commence construction of the System, and shall cause the submission of final electrical clearance to the Distribution Utility prior to the net energy metering (NEM) deadline which is set for April 15, 2026 (the "NEM Submission Deadline").

Provider shall cause complete installation and start-up of Commercial Operation thereof on or before the date as indicated in Attachment C in Exhibit F (the "Commercial Operation Deadline"). The Commercial Operation Deadline shall be on or prior to June 15, 2026. Prior to declaring Commercial Operation, Provider shall achieve the following:
1) Effect the execution, in coordination with City, of all agreements required for interconnection of the System with the Distribution Utility, including, without limitation, the Interconnection Agreement and net metering agreement if applicable; and
2) Ensure that all necessary connections and equipment are installed in compliance with all applicable codes and standards, and that Provider has procured or caused the complete installation of all necessary equipment and protection devices to enable delivery of Solar Facility Output and the Battery Systems Output from the Delivery Point to City's facilities.
3) Obtain or cause to be obtained all necessary Permits, entitlements, contracts and agreements required for the operation and maintenance of the System and the sale and delivery of Solar Facility Output and the Battery Systems Output to City. 4) Provide written confirmation that (i) all required commissioning has been completed; (ii) City and its agents have been provided access to the monitoring data for the System at the level required by this Agreement; and (iii) all closeout activities outlined in Section 7 of Exhibit F have been completed.

E. Commercial Operation: The "Commercial Operation Date" shall be the date on which Provider accurately notifies City of the fact that the System is mechanically and electrically complete and operational and providing Solar Facility Output and Battery Systems Output through the Meter(s) to the Delivery Point under approved and executed Distribution Utility Interconnection Agreement and that Provider has met all of the requirements in Section 6(D) above. Provider shall cause the Commercial Operation Date to occur on or before the Commercial Operation Deadline.

The City shall be solely liable for any delays caused by the City or the City's contractor(s).

Any delay caused by the City or the City's contractor(s) shall result in a day -for -day push of the Project Schedule. The City shall be solely liable for any demobilization and remobilization costs incurred due to any delay caused by the City or the City's contractor(s). For the absence of doubt, if the City has not completed the High Lift upgrade project (PM#35228024) on or before March 29, 2026, both the NEM Submission Deadline and the Commercial Operation Deadline shall be automatically extended to provide for the delays to Provider and Provider's contractor(s) in completing the work. Provider shall deliver to City a revised Project Schedule, and any Delay Liquidated Damages shall be assessed solely based on such revised Project Schedule.

Page 225 of 1141 ends

Provider shall be solely liable to City for any delay by Provider or Provider's contractor(s) in completing the work, including any costs of City associated with impacts to the Site or a delay in the Commercial Operation Date.

If Commercial Operation has not commenced on or before the thirtieth (30th) day following the Commercial Operation Deadline (as may be extended as provided herein), City may, but shall not be required to, assess Delay Liquidated Damages against Provider in an amount equal to $300 per Day. If Commercial Operation has not commenced on or before the ninetieth (90th) day following the Commercial Operation Deadline, City may, but shall not be required to, terminate this Agreement without triggering the default provisions of this Agreement as to City or any other City liability, including any default provision which would otherwise require payment of the Termination Value, provided that the City shall not terminate this Agreement if the City determines, in its reasonable discretion, that Provider continues to diligently pursue, using commercially reasonable efforts, the achievement of Commercial Operation. If submission of final electrical clearance to the Distribution Utility has not occurred on or before the NEM Submission Deadline, City may, but shall not be required to, assess Delay Liquidated Damages against Provider in an amount equal to $300 per Day.

The cost to City for administration, inspection, mileage, and other similar items would be extremely difficult to determine. For that reason, additional liquidated damages, known as Administrative Delay Liquidated Damages may also be applied to compensate City for undue delays in the completion of punch list items, Final Binder (as defined in the General Conditions and Technical Specifications attached hereto as Exhibit F), site clean-up, and demobilization, after Commercial Operation has been achieved. Provider shall complete site clean-up and demobilization within thirty (30) days of Commercial Operation Date. At any time after the expiration of such 30-day period, the City shall provide written notice to Provider of any outstanding work the City reasonably determines Provider must complete. If Provider has not cured such issues within fifteen (15) days of receipt of such notice (as shall be extended by an additional fifteen (15) days if Provider is diligently pursuing such cure), Administrative Delay Liquidated Damages shall be imposed in the amount of $250 per day. Charges will be assessed until City reasonably agrees that all outstanding work has been completed.

F. Extension of Commercial Operation Deadline. Provider may request in writing an extension of the Commercial Operation Deadline. At the time of the request, Provider shall present City in writing with the reason for delay, confirmation that Commercial Operation shall commence within the requested extension time as well as evidence demonstrating that the delay in achieving the Commercial Operation Deadline could not have been reasonably avoided by Provider.

Provider's written request must also state the date on which Provider reasonably believes Commercial Operation will be achieved following such extension. The approval of the request will be at the sole discretion of City and if approved by City, Provider shall pay to City a non-refundable extension fee of $350 for each request, provided that no extension fee shall be payable and the Commercial Operation Deadline shall automatically be extended by one day for each day of delay caused by: (i) a Force Majeure event, (ii) any action of the City that directly caused such delay including but not limited to pursuant to Sections 5.17 and 5_I above), or (iii) any delay by City in 19Page 226 of 1141

obtaining the City Permits before September 30, 2024. To the extent that Provider fails to meet the Commercial Operation Deadline as automatically extended or extended by City pursuant to this Section, City shall have the options to terminate or assess liquidated damages as set forth in subsection E above.

7. Ownership of System, Output, Green Attributes and Environmental Financial Incentives.

A. Ownership of System. Title to the System shall remain with Provider during the Term unless and until City exercises its option to purchase the System as set forth herein. None of the System, including, but not limited to any components thereof may be sold, leased, assigned, mortgaged, pledged or otherwise alienated or encumbered by City. City shall not cause or permit the System or any part thereof to become subject to any lien, encumbrance, pledge, levy or attachment arising by, under or through City. If there is any mortgage or fixture filing against the Site which could reasonably be construed as attaching to the System as a fixture of the Site, City shall provide or procure, at Provider's request,. a disclaimer, release or subordination and non - disturbance agreement from such lien holder. City shall not unreasonably withhold consents to the filing by Provider, on behalf of City, of a disclaimer of the System as a fixture of the Site in the office where real estate records are customarily filed in the jurisdiction of the Site. Provider shall bear all risk of loss with respect to the System, except for losses arising from the negligence or willful acts or omissions by City, or their agents or -employees. Provider shall be solely responsible for the System operation and maintenance in compliance with all applicable laws, regulations and Permits. Provider shall not be responsible for the cost or expense of any maintenance required as a direct result of City's negligence or willful misconduct.

B. Ownership of Output, Green Attributes and Environmental Financial Incentives.

Provider is the exclusive owner of any Environmental Financial Incentives associated with the construction, ownership and operation of the System. City will assign its interest (if any) in all such credits and other financial incentives to Provider. City is the exclusive owner of, and may assign or sell in its sole discretion, all Green Attributes, including, but not limited to, Renewable Energy Certificates ("REC"), and REC Reporting Rights, attributable to the System and the Solar Facility Output or Battery Systems Output therefrom. Without additional charge to City, Provider shall take and bear the costs of all steps necessary to secure and perfect City's interest in the Green Attributes, including, but not limited to, registering the RECs with WREGIS. The Parties agree to subsequently negotiate in good faith the ownership of any additional benefit or incentive associated with this Agreement which did not exist at the time this Agreement was entered into.

8. Payment.

A. Monthly Invoices. Provider shall provide an invoice for the System to City on a monthly basis, by the 15th day of each calendar month following the Commercial Operation Date of the System. Each invoice will set forth (i) the Solar Facility Output and/or Battery Systems Output delivered in the preceding month, (ii) the Power Price for such month, (iii) the total amount to be paid by City to Provider for Solar Facility Output and/or Battery Systems Output delivered in the preceding month, (iv) the year and month of the PPA term, (v) Annual Production Estimate for the relevant year as set forth in Exhibit B, (vi) running total of Annual Production Estimate for the relevant year as set forth in Exhibit B versus cumulated actual Output for the relevant year, 20Page 227 of 1141

vii) running total of Battery Systems Guarantee for the relevant year as set forth in Exhibit C versus cumulated actual Battery Systems Output for the relevant year (viii) and any applicable offsets or credits to such invoice amounts.

B. Due Date. All payment of invoices shall be in U.S. Dollars and paid by wire transfer, check, or automated- check handling (ACH) payment delivered to Provider at the address specified herein within forty-five (45) Days of the date the invoice is received by City ("Due Date"). If the Due Date is a weekend or a bank holiday, payment will be due the next following business day.

C. Payment Disputes. In the event a Party disputes all or a portion of an invoice, or any other claim or adjustment arises, such disputes shall be resolved pursuant to Section 15.

9. Purchase Option.

A. Purchase of System. Unless City is in default of its obligations under this Agreement, City shall have the option to purchase all of Provider's right, title, and interest in and to the System on (i) the seventh (7th) anniversary of the Commercial Operation Date and on each anniversary of the Commercial Operation Date thereafter, (ii) upon expiration of the Term hereof, or (iii) as otherwise provided herein ("Purchase Option"). If City wishes to exercise its Purchase Option, it must provide notice to Provider at least ninety (90) Days in advance of any such anniversary or the expiration of the Term. The purchase price shall be the greater of (i) the Fair Market Value, as defined under this Agreement, of the System as of the applicable anniversary date or the expiration of the Term or (ii) the Termination Value for the year in which the Purchase Option is exercised (the "Purchase Price"). Upon the exercise of the Purchase Option and Provider's receipt of all amounts then owing by City under this Agreement, including any incentive or depreciation recapture, the Parties will execute all documents necessary for the purchase and sale of the System, including but not limited to, the delivery of the Purchase Price, the transfer of title to the System, and to the extent transferable, the remaining period, if any, on all warranties and Green Attributes for the System to City. Provider shall remove any encumbrances placed or allowed on the System by Provider. On the date on which Provider transfers title to the System to City in accordance with this Section, this Agreement shall terminate without default or penalty to City.

B. Fair Market Value.. The "Fair Market Value" of the System shall be the value thereof as determined by a nationally recognized independent appraiser selected by the Parties, with experience and expertise in the solar photovoltaic and battery energy storage industry to value such equipment. The Fair Market Value of the System shall be based upon its fair market value in continued use for the Term, taking into account, among other things, the age, condition and performance of the System and advances in solar technology, provided that installed equipment shall be valued on an installed basis, shall not be valued as scrap if it is functioning and in good condition and costs of removal from a current location shall not be a deduction from the valuation, taking into account the present value of all associated future income streams expected to arise from the operation of the System for the remaining useful life of the System, including but not limited to the expected price of electricity. The appraiser will consider the loss of all Environmental Financial Incentives or any other tax benefits related to the System, and including the costs of removal, shipping and reinstallation, as a cost credit against the value of the System. The valuation 21Page 228 of 1141

made by the appraiser shall be binding on the Parties in the absence of fraud or manifest error.

The costs of the appraisal shall be borne by the Parties equally. If the Parties are unable to agree on the selection of an appraiser, such appraiser shall be selected by the two appraiser firms proposed by each Party.

10. Early Termination.

A. Provider's Early Termination Rights. Provider shall have the right, but not the obligation, to terminate this Agreement without triggering the default provisions of this Agreement or any liability under this Agreement prior to expiration of its. Term upon the occurrence of:
1) An unstayed order of a court or administrative agency, or a change in state or federal law or regulation (a "Change in Law"), imposing a material cost, regulation or other requirement upon the sale of Solar Facility Output or Battery Systems Output which precludes the Provider from providing Solar Facility Output or Battery Systems Output pursuant to this Agreement. Provider shall notify City of any such Change in Law, and within thirty (30) days following receipt by City of such notice, the Parties shall meet and attempt in good faith to negotiate such amendments to this Agreement as are reasonably necessary to preserve the economic value of this Agreement to both Parties. If the Parties are unable to agree upon such amendments within such 30-day period, then either Party may terminate this Agreement. 2) Condemnation, destruction, or other material damage to the Site that results in the termination of the easement to such Site.

In the event Provider exercises its right under this Section, City may elect to either (i) purchase the System pursuant to Section 9 as of the time of Provider's notice; or (ii) require Provider to remove the System within one hundred eighty (180) days at Provider's sole cost and expense and restore the Site as required in Section 3.

B. Ci . 's Early Termination Rights. If City ceases to conduct operations at or vacates a Site, City may, upon payment to Provider of the Termination Value and of all amounts then owing by City under this Agreement, net of amounts or receivables then owed to City by Provider, without further penalty hereunder, terminate this Agreement. Provider shall remove the System at the Site in accordance with Section 3.

11. Delivery; Risk of Loss; Relocation.

A. Output Specifications. Provider shall ensure that all energy generated and / or discharged by the System conforms to Distribution Utility specifications for energy being generated and / or discharged and delivered to the electric distribution systems of the Site, which shall include the installation of proper power conditioning and safety equipment, submittal of necessary specifications, coordination of Distribution Utility testing and verification, and all related costs.
22Page 229 of 1141

B. Transfer of Output. Provider shall be responsible for the delivery of Solar Facility Output and Battery Systems Output to the Delivery Point. Provider shall undertake all commercially reasonable efforts to assess the capacity of the Distribution Utility transformer(s) and conductor(s). To the extent any subsequent upgrade to such facilities is required and not performed and funded by the Distribution Utility, the Provider shall cause such upgrades to be completed at its sole cost and expense, subject to adjustment of the Power Price as contemplated by Exhibit B. Title and risk of loss of the Solar Facility Output and Battery Systems Output shall pass from Provider to City upon delivery of the Solar Facility Output and Battery Systems Output to the Delivery Point. To the extent applicable to the Project, prior to the start of construction of the System, Provider shall use commercially reasonable efforts to assist with City's selection of equipment installations on City's side of any Delivery Point.

C. Relocation. On or after the seventh (7th) anniversary of the Commercial Operation Date, City may, at its option, require that the System be permanently relocated, either on the existing Site or to another site of City's choosing, at a location with at least equal insolation to the existing Site and reasonably acceptable to both Parties (the "Relocation Site"). City shall give Provider at least sixty (60) calendar Days' notice of City's need to move or relocate the System.

Following agreement on a Relocation Site, the Parties will amend this Agreement to memorialize the required changes in the definition of "Site."
City shall pay the reasonable costs arising in connection with the relocation of the System, including removal costs, necessary storage costs, re -installation, re -commissioning costs, and any applicable interconnection fees, provided that Provider provides City with information detailed herein below in a timely manner. City shall additionally compensate. Provider for any revenue during the period in which energy cannot be generated and delivered to City from the System being relocated, at City Suspension Rate, as defined below, prorated as needed to apply on a daily basis.

City shall also execute such consents or releases reasonably required by Provider or Provider's financing Parties in connection with the relocation. Within thirty (30) Days of agreement on a Relocation Site, Provider will provide City with a calculation of the estimated time required for such relocation, and the total anticipated amount of lost revenues and additional costs to be incurred by Provider as a result of such relocation. City will have twenty (20) Days to review the calculation and make, in writing, any objections to the calculation. Provider shall make all commercially reasonable efforts to achieve the relocation of the System in the estimated time and for the estimated cost provided to City. All additional time and / or costs shall require advance written approval of City.

If an acceptable Relocation Site cannot be located, this Agreement shall terminate with respect to the Site, upon Provider's thirty (30) Days' written notice. In the event that an acceptable Relocation Site cannot be agreed upon, City shall pay Provider an amount equal to the Termination Value. In the event of a termination occurring under this Section, Provider shall remove the System and restore the Site in accordance with Section 3, at no additional cost to City.

D. TemporarSuspension by City. Notwithstanding any other provision of this Agreement, City shall have the right, upon written notice to Provider, to temporarily suspend operations and Solar Facility Output and/or Battery Systems Output for any reason. City shall have the right, upon written notice to Provider, to temporarily render the System non -operational for up 23Page 230 of 1141

to forty-eight (48) hours per year without penalty or charge by Provider. If City requires temporary suspension of the System for more than forty-eight (48) hours in a given year, City shall pay to Provider an amount, prorated as necessary, equal to the amount of the monthly payment for power purchased pursuant to this Agreement for the same month(s) (or portion thereof) in the preceding twelve (12) months, or for the average of the entire period the System has been in Commercial Operation if less than twelve (12) months, for the period of time during which the System is not in Commercial Operation in excess of forty-eight (48) hours ("City Suspension Rate") due to the temporary suspension by City.

E. Temporary Suspension by Provider. Provider shall have the right, upon written notice to. City, to temporarily render the System non -operational for up to forty-eight (48) hours per year without penalty or charge by City. If Provider renders the System non -operational for a period in excess of forty-eight (48) hours, Provider shall pay to City a monthly payment (prorated as needed) equal to the difference between 'the cost to the City of purchasing energy for the combined services of the Distribution Utility and City during the System's period of non -operation and the average monthly cost of power purchased under this Agreement for the preceding twelve 12) months, or for the entire period the System have been in Commercial Operation if less than twelve (12) months, for the period of time during which the System are non -operational.

If an Outage occurs under this Section and a payment is due from Provider to City, Provider shall include in its next invoice(s) to City (and in the final invoice for any credit owed for the final Contract Year) a credit for the difference between the electricity cost as provided by the Distribution Utility to City for the applicable period.

F. FRESERVED]
G. Change in Conditions. If City requests an increase in the Solar Facility Output or Battery Systems Output delivered to the Delivery Point, the Parties agree to use good faith efforts to increase such capacity and to negotiate such amendments to this Agreement as are reasonably necessary to reflect the economic value of such increased capacity. If Provider and City are not able to reach an agreement for such additional Solar Facility Output or Battery Systems Output, City may, at its sole discretion, obtain the services of a third party for such purposes, provided that such additional third party provided services and any site easement shall not interfere with Provider's right, title and interest in the System under this Agreement.

H. Performance and Payment Bonds. Provider shall deliver to City evidence that the prime contractor performing the construction and installation services of the Systems maintains payment and performance bonding in favor of the Provider and meeting the following requirements, which shall be provided to the City prior to the commencement of construction on any Site:
a. Performance Bond. A bond issued by a corporate surety authorized to issue surety insurance in California, in a form commonly used for such purposes, in an amount equal to one hundred percent (100%) of the Provider's construction contract price payable under the contract securing the faithful performance of the contractor of its contract with Provider; and
24Page 231 of 1141

b. Payment Bond. A bond issued by a corporate surety authorized to issue surety insurance in California, in a form commonly used for such purposes, in an amount equal to one hundred percent (100%) of Provider's construction contract payable under the contract securing the payment of all claims for the performance of labor or services on, or the furnishing of materials for, the performance of the contract.

All bonds shall be provided by a corporate surety authorized and admitted to transact business in California and shall be in the form provided by City.

I. Provider shall make no alteration to the System after the Commercial Operation Date intended or reasonably anticipated to permanently increase the nameplate capacity, Solar Facility, or Battery Systems Output of the System without express written approval by City. Notwithstanding the foregoing, Provider may alter the System's nameplate capacity on a temporary basis when performing maintenance and repair activities provided that Provider returns the System's nameplate capacity to that as of the Effective Date upon the completion of such activities.

12. Metering.

A. Meter. Provider shall provide and maintain standard revenue grade meters and an electronic data acquisition system at the Delivery Point (each a "Meter", collectively "Meters") to individually measure the actual amount of electricity supplied to City by each of the Solar Facility and the Battery Systems on a continuous basis. Meters shall be installed and maintained at Provider's sole expense and shall be located in close proximity to the Delivery Point and in all cases on the Provider side of all Provider owned transformers and other electrical losses.

B. Meter Testing. Provider shall arrange for all Meters to be tested prior to Commercial Operation and once per year after Commercial Operation within thirty (30) days of the anniversary of the Commercial Operation Date. The tests shall be conducted by independent third parties who lare qualified to conduct such tests. Provider shall bear all costs and expenses associated with annual Meter testing. City shall be notified ten (10) Days in advance of such tests and shall have a right to be present during such tests. Provider shall provide City with the detailed results of all Meter tests.
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In addition, the Meters shall be inspected and tested for accuracy at such other times as City may reasonably request, but in no event more than once every six (6) month period. CityshallbearthecoshoftheadditionallyrequestedMetertesting, unless such test shows that a Meter was inaccurate by more than two percent (2%), in which case the Provider shall bear the Meter testing costs.

I
C. Cost of Meter Repair. If the Meter testing demonstrates that a Meter was operating outside of its allowable calibration (+/- 2%), then the Provider will pay for the cost of the repairs, or replacement, necessary to restore a Meter to proper working order. If a Meter is found to be inaccurate by more than two percent (2%), Invoices from the prior six (6) months, or from the last time such Meter was registering accurately, whichever is less, shall be adjusted in. accordance with Section 8, except that City shall not be obligated to pay interest on any amount found to be due because Meter was operating outside of its allowable calibration (+/- 2%). Provider shall submit 25Page 232 of 1141

any request for an adjustment to City no later than two (2) months after Meter testing had been performed, and City shall not be obligated to pay any adjustment for a prior fiscal year that was not submitted to City within two months after Meter testing was performed. City may withhold payments to Provider if a Meter has registered production in excess of 2% of the Solar Facility Output or Battery Systems Output delivered to City and Provider fails to provide City with the appropriate payment pursuant to Section 8 for the amount which City overpaid to Provider as a result of the Meter being outside of the established calibration range.

D. Meter Data. Provider shall gather and maintain the data from a Meter, including but not limited to interval data registered at least once every fifteen (15) minutes (the "Meter Data") and shall make such Meter Data available to City or maintain the Meter Data such that City can access the Meter Data remotely through a secure internet site or such other remote access as the Parties mutually agree to.

E. Meter Data Audit. City shall have the right to audit the Invoices and/or the Meter Data once per calendar year. If the audit reveals that City has been overcharged by more than two percent (2%), Provider shall bear the cost of such audit, but in all other cases City shall bear the cost of such audit.

F. Maintenance of Meter Data. The Parties shall maintain all records related to Invoices and Meter Data for a period of the greater of (i) forty-eight (48) months from the date of such Invoice or Meter Data, or (ii) as otherwise required by law. Such records shall be available for audit as described above.

13. Representations, Warranties and Covenants.

A. Authorization and Enforceability. Each Party represents to the other Party as of the Effective Date that: (i) such Party is duly organized, validly existing and in good standing under the laws of the state of its formation; (ii) the execution and delivery by such Party of, and the performance of its obligations under, this Agreement has been duly authorized by all necessary action, does not and will not require any further consent or approval of any other Person, and does not contravene any provision of, or constitute a default under such Party's organizational documents, any indenture, mortgage or other material agreement binding on such Party or any valid order of any court, or regulatory agency or other body having authority to which such Party is subject; and (iii) this Agreement constitutes the legal and valid obligation of such Party, enforceable against such Party in accordance with its terms, except as may be limited by bankruptcy, reorganization, insolvency, bank moratorium or similar laws relating to or affecting creditors' rights generally and general principles of equity, whether such enforceability is considered in a proceeding in equity or at law.

B. Insolation. City agrees that access to sunlight ("Insolation") is essential to Provider's ability to provide the projected Solar Facility Output and is a material inducement to Provider in entering into this Agreement. Accordingly, City shall not permit any interference with Insolation available to the System. If City becomes aware of any potential development, foliage or trees, or other activity on adjacent or nearby properties that will diminish the Insolation to the System, City shall advise Provider of such information and reasonably cooperate with Provider in 26

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reasonable measures taken by Provider in an attempt to preserve existing levels of Insolation upon the System.

C. Notice of Damage. Each Party shall promptly notify the other Party of any matters it is aware of pertaining to any damage to or loss of the use of the System or that could reasonably be expected to adversely affect the System.

D. Site Owner. The City represents and warrants to Provider that the City is the sole owner of the Site and holds fee title to the Site.

14. Default and Remedies.

A. Events of Default. In the event of a Party's breach of any performance obligation hereunder or breach of any representation, warranty, covenant or term of this Agreement, the non - defaulting Party shall provide the defaulting Party with written notice of the default, which notice shall describe the default in reasonable detail. Following the date of receipt of written notice of default, the defaulting Party shall have thirty (30) Days to cure any payment default and forty-five 45) days to cure any other breach or default described in this Agreement; provided, however, that with respect to non-payment defaults, the cure period shall be extended by the number of days (not to exceed an additional ninety (90) Day period) during which an event of Force Majeure is occurring or during which the defaulting Party has begun corrective action and continues to diligently pursue, !using commercially reasonable efforts, the completion of such corrective action.

B. Event of Default. In addition to the foregoing, with respect to a Party, there shall be an event of default (each an "Event of Default") if:
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1) solely with respect to the City, the City terminates, amends, suspends or there is otlierwise a change to the right, title and interest of Provider in the Easement; 2) such Party fails to timely pay any amount due;
3) such Party concedes in writing to its inability to pay its debts generally as they become due;
4) such Party files a petition seeking reorganization or arrangement under the federal bankruptcy laws or any other applicable law or statute of the United States of America or any State, City or territory thereof,
5) such Party makes an assignment for the benefit of creditors in connection with bankruptcy proceedings;
6) such Party consents to the appointment of a receiver of the whole or any substantial part of its assets;
7) such. Party has a petition in bankruptcy filed against it, and such petition is not dismissed within sixty (60) Days after the filing thereof; i
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27Page 234 of 1141

8) a court of competent jurisdiction enters an order, judgment, or decree appointing a receiver of the whole or any substantial part of such Party's assets, and such order, judgment or decree is not vacated or set aside or stayed within sixty (60) Days from the date of entry thereof,
9) under the provisions of any other law for the relief or aid of debtors, any court of competent jurisdiction shall assume custody or control of the whole or any substantial part of such Party's assets and such custody or control is not terminated or stayed within sixty (60) Days from the date of assumption of such custody or control;
10) such Party ceased its legal existence or ceases doing business or otherwise dissolves; or
11) such Party breaches a material term of this Agreement.

C. Provider Remedies. If an event of default by City under Sections 14(A) or 14(B) has occurred and is continuing, then following the expiration of any applicable cure period, Provider may at its discretion: (i) suspend performance under this Agreement, (ii) seek specific performance from a court of appropriate jurisdiction pursuant, and/or (iii) terminate this Agreement, and as Provider's sole and exclusive remedy in connection with such termination, require City to pay to Provider as liquidated damages, and not as a penalty, the Termination Value for the System, and any and all amounts then owed Provider for Solar Facility Output or Battery Systems Output delivered to City as of the date of such termination pursuant to this Agreement.

In the event of such termination, Provider shall remove the System in accordance with Section 3, at Provider's sole cost and expense.

D. City Remedies. If an event of default by Provider under Sections 14(A) or 14(B) has occurred and is continuing, then following the expiration of any applicable cure period, City may at its discretion: (i) suspend performance under this Agreement, (ii) seek damages or specific performance from a court of appropriate jurisdiction, and/or (iii) terminate this Agreement. In the event that City terminates this Agreement pursuant to this Section, City may elect to either (i) purchase the System pursuant to Section 9 as of the time of the event of default; or (ii) require Provider to remove the System within one hundred eighty (180) Days at Provider's sole cost and expense and restore the Site as required in Section 3.

15. Dispute Resolution.

The Parties agree to make a good faith attempt to resolve any and all controversies, claims, disagreements, or disputes between the Parties arising out of or related to this. Agreement Dispute"). In the event of any Dispute, either Party may give notice of the dispute to the other Party. In the event a Party Disputes all or a portion of an invoice or other payment, the disputing Party shall timely pay any undisputed portion of such amount due. The Parties shall first use good faith, reasonable, diligent efforts to resolve the dispute within ninety (90) Days from the date of such notice. If the Parties do not resolve their dispute within ninety (90) Days of notice, then the Parties may, upon mutual agreement, submit to mediation before a mutually agreed upon mediator.

In the event the dispute is not resolved through mediation, the Parties may pursue their legal rights

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through any other legally permissible means. If a Dispute, or any portion thereof, remains unresolved after applicable dispute resolution requirements, the Provider shall comply with all claims presentation requirements as provided in Chapter 1 (commencing with section 900) and Chapter 2 (commencing with section 910) of Part 3 of Division 3.6 of Title 1 of Government Code as a condition precedent to the Provider's right to bring a civil action against City. For purposes of those provisions, the running of the time within which a claim must be presented to City shall be tolled from the time the Provider submits its written Dispute until the time the Dispute is denied, including any time utilized by any applicable meet and confer process. Pending resolution of the dispute, Provider and its subcontractors shall continue to perform the work under the Agreement and shall not cause a delay of the work during any dispute, claim, negotiation, mediation, or arbitration proceeding, except by written agreement of City.

16. Taxes; Liens.

A. Taxes. Provider shall pay any income taxes imposed on Provider due to the sale of energy under this Agreement. City shall pay all real property taxes and assessments applicable to the Site. This Agreement may result in the creation of a possessory interest (Rev. & Tax. Code § 107.6). If such a possessory interest is vested in Provider, Provider may be subjected to the payment of personal property taxes levied on such interest in the System. Provider shall be responsible for the payment of, and shall pay before becoming delinquent, all taxes, assessments, fees, or other charges assessed or levied upon Provider, the Project and the System. Provider further agrees to prevent such taxes, assessments, fees, or other charges from giving rise to any lien against the Site or any improvement located on or within the Site. Nothing herein contained shall be deemed to prevent or prohibit Provider from contesting the validity or amount of any such tax, assessment, or fee in the manner authorized by law. Provider shall be responsible for payment of any personal property taxes, possessory interest taxes, permit fees, business license fees and any and all fees and charges of any nature levied against the System and operations of Provider at any time. If bills for taxes on the System are received by City, City shall remit such bills to Provider.

B. Liens. Provider shall not directly or indirectly cause, create, incur, assume or suffer to exist any liens on or with respect to the Site or City's interest therein. If Provider breaches its obligations under this Section, it shall immediately notify City in writing, shall promptly cause such lien to be discharged and released of record without cost to City, and shall defend and indemnify City against all costs and expenses (including reasonable attorneys' fees and court costs at trial and on appeal) incurred in discharging and releasing such lien.

17. Liability and Indemnity; Insurance.

A. Indemnity. To the fullest extent provided for by law, each Party ("Indemnifying Party") agrees to indemnify, defend and hold harmless the other Party, its directors, officers, employees, and agents (each, an "Indemnified Party") from and against any and all claims, whether or not involving a third -party claim, including demands, actions, damages, loss, costs, expenses, and attorney's fees (collectively, "Indemnity Claims"), arising out of or resulting from any breach, negligent act, error or omission or intentional misconduct by the Indemnifying Party or its trustees, directors, officers, employees, contractors, subcontractors or agents under the terms of this Agreement; provided, however, that the Indemnifying Party will not have any obligation to indemnify the Indemnified Party from or against any Indemnity Claims to the extent caused by, 29Page 236 of 1141

resulting from, relating to or arising out of the negligence or intentional misconduct of an Indemnified Party or any of its directors, officers, employees or agents.

If an Indemnified Party determines that it is entitled to defense and indemnification under this Section, such Indemnified Party shall promptly notify the Indemnifying Party in writing of the Indemnity Claim and provide all reasonably necessary or useful information, and authority to settle and/or defend Indemnity Claim. Defense and indemnification provided by the Indemnifying Party under this Section shall be provided with legal counsel reasonably agreed to by the Identified Party.

No settlement that would impose costs or expense upon the Indemnified Party shall be made without such Parry's written consent.

B. Insurance.
1) Provider Insurance. At all times during the term of the PPA, and any necessary extension thereof for removal of the System from the Site, Provider and all subcontractors, shall obtain, maintain and keep in full force and effect the following insurance for coverage of all obligations and associated activities under this Agreement, including but not limited to the use and occupancy of the Site, the business operated by the City thereon, and the construction, installation, operation, maintenance and repair of the System, in the amounts, and with the conditions required, as set forth herein, provided that the limits set forth herein may be satisfied through a combination of primary and excess policies. Each policy required in b)(c)(d) below shall include an additional insured endorsement in favor of City with an additional insured endorsement for both ongoing and completed operations as it pertains to (b) and shall include an endorsement specifying that such coverage is primary and non-contributory as to any other coverage available to the additional insured. Provider shall, within thirty (30) days of the Effective Date of this Agreement and annually thereafter or as requested by City, provide certificates of insurance and endorsements demonstrating compliance with the requirements of this Section.
a. Workers' Compensation Insurance for Provider's employees to the extent of statutory limits and Occupational Disease and Employer's Liability Insurance for not less than $1,000,000 per occurrence.
b. Commercial General Liability Insurance with a $2,000,000 per occurrence and $5,000,000 aggregate limit of liability for Bodily Injury, Personal and Advertising Injury and Property Damage Liability, including coverage for Contractual Liability and Products and Completed Operations Liability.

C. Automobile Liability Insurance with limits not less than: Bodily Injury coverage at $2,000,000 each accident, and Property Damage coverage at 2,000,000 each accident.
d. Excess Liability Insurance in an aggregate amount of not less than 5,000,000 providing greater limits of insurance to Provider's Employer's Liability, Commercial General Liability and Automobile Liability Insurance which also shall not be more restrictive than coverage provided by these policies.
30Page 237 of 1141

e. Builder's Risk/Installation Floater Insurance in a sufficient amount to protect Provider's property, materials, tools and other financial interests on the Project.
f. Professional Liability Insurance with limits not less than $1,000,000 per claim, with a two-year tail, solely to the extent and for such time as Provider or any Subcontractor is actively engaged in work with professional liability exposure.
2) City Insurance. City shall maintain and covenants that it shall maintain during the Term (i) insurance sufficient to insure it against loss or destruction of the Site, including losses occasioned by operation of the System, and (ii) general liability insurance including bodily injury, property damage, contractual and personal injury. Notwithstanding the foregoing, City reserves the right to self -insure. 3) Waiver of Subrogation. Provider shall cause each insurance policy obtained by them to include a waiver of subrogation or waiver of the transfer of rights of recovery against City by the insurer in connection with any damage covered by any policy of Provider. City reserves the right to request copies of any insurer endorsements that may be necessary to affect this waiver of subrogation. 4) Subcontractor Insurance. Provider shall require and verify that all of its subcontractors maintain insurance meeting all of the requirements stated herein.

18. Easement.

City hereby grants to Provider an easement for the sole purpose of access to, on, over, under and across the Site and containing all the rights necessary for Provider to use and occupy portions of the Site for the purposes of undertaking the work required by Provider under this Agreement, including: installing, constructing, inspecting, operating, owning, maintaining, accessing, repairing, removing and replacing the System, and including ingress and egress rights to the Site for Seller and its employees, contractors and subcontractors and access to electrical panels and conduits to interconnect or disconnect the System with the Site's electrical wiring (the Site Easement"). During the period of time between and including the date of the Notice to Proceed and the Commercial Operation Date, the Site Easement shall include, subject to the scheduling and activity needs of City, the reasonably necessary use of City's Site for the reasonably necessary construction and installation activities under this Agreement, including, but not limited to, staging areas. City shall have no liability whatsoever in connection with property or equipment of Provider or Provider's contractor(s), subcontractors or vendors, provided that the City and the City's employees, affiliates, agents, subcontractors, lessees, licensees and invitees shall not interfere or handle any property (including but not limited to the System) or equipment of Provider or Provider's contractor(s), subcontractors or vendors without written.authorization from Provider.

The Site Easement term shall commence on the Effective Date and shall continue until the date that is one hundred eighty (180) days following the date of expiration or termination of this Agreement. The City hereby covenants that Provider shall have access to the Site and System during the Site Easement term. Provider shall notify City prior to entering the Site except in situations where there is imminent risk of damage to persons or property. City acknowledges and agrees that the Site Easement and other rights conferred by and the benefits and burdens arising 31Page 238 of 1141

under this Section 18 of this Agreement are intended to, and do hereby, constitute covenants that run with the land and shall inure to the benefit of and be binding upon City and its successors and assigns during the duration of the Site Easement term. City agrees to cooperate with Provider in executing any documents reasonably requested by Provider to protect Provider's rights in or use of the Site, including recording such documents in the public records.

19. Assignment; Cooperation with Financing.

A. Assignment by Provider. Except as expressly provided in this Agreement, Provider may not sell, transfer, or assign its rights under this Agreement or any right, interest, or obligation therein (collectively, an "Assignment"), until at least twenty four (24) months have expired following the Commercial Operation Date, and only upon the prior written consent of City, which consent may not be unreasonably withheld, conditioned or delayed, provided that any assignee possesses all required skills, knowledge, expertise, experience, and financial capacity and creditworthiness necessary to perform Provider's obligations under this Agreement, and assumes in writing the obligations of Provider under this Agreement. Provider shall provide City with no less than sixty (60) Days' notice of the request to transfer ownership of the Project. Notice shall identify the party purchasing the Project and provide sufficient detail of the proposed owner for City to evaluate the new owner. Notice shall include, but not be limited to, the following details of the proposed owner: Experience with PPAs and current portfolio; Past two years of financials; Proof of insurance, meeting City requirements and naming City; Confirmation of operations and maintenance provider and outline of operations and maintenance program if different from existing; Details and example of annual report and invoicing; and Confirmation that all terms under this Agreement and any related documents and agreements will be performed. Notwithstanding the foregoing, Provider may, without the prior written consent of City, (i) assign, mortgage, pledge or otherwise collaterally assign its interests in this Agreement to any Secured Party in connection with any financing for the ownership, acquisition, construction, operation or use of the System as set forth in subsection B, or (ii) assign its rights, interests and obligations in this Agreement to an affiliate of Provider which is controlled by Provider or under common control with Provider. This Agreement shall be binding on and inure to the benefit of the successors and permitted assignees.

B. Collateral Assignment by Provider for Financing Purposes. a. In the event Provider assigns its rights under this Agreement as security in connection with any financing transaction entered into by Provider, Provider may mortgage or grant a first priority perfected security interest in this Agreement and the System, and may collaterally assign this Agreement and the System to any mortgagees or holders of security interests, including their successors or assigns (hereinafter collectively referred to as "Secured Parties"), provided that any such collateral assignment of this Agreement by Provider shall not release Provider from its obligations or liabilities under this Agreement. City agrees to not unreasonably withhold, condition or delay its compliance with any reasonable request that City execute any consent, estoppel agreement or other documents related to such financing transaction as may reasonably be required by such Secured Parties, provided that Provider will reimburse City for the reasonably and documented legal fees and costs incurred by such assignment. 32

Page 239 of 1141 ends

C. Assignment by City. Except as otherwise provided in this Agreement, City may assign its rights under this Agreement only upon the prior written consent of Provider, which consent may not be unreasonably withheld, conditioned or delayed; provided that any such assignee (i) is of equal or greater creditworthiness than City and (ii) assumes in writing the obligations of City under this Agreement. Notwithstanding the foregoing, City may assign its rights under this Agreement without Provider's consent to any Person succeeding to all or substantially all of the assets of City of equal or greater creditworthiness than City, and provided, further, that any such transferee or assignee assumes in writing the obligations of City under this Agreement.

20. Confidentiality; Publicity.

A. Confidential Information. Any financial, statistical, personal, technical and other data and information relating to a Party's operations which are made available to the other Party in order to carry out this Agreement shall be reasonably protected by such other Party from unauthorized use, except to the extent that disclosure thereof is required to comply with applicable law, including but not limited to the California Public Records Act and the Brown Act. The disclosing Party shall identify all confidential data and information at the time it is provided in writing, including by conspicuously marking each such document as "Confidential." Confidentiality does not apply to information, which is known to a receiving Party from other sources, which is otherwise publicly available, or which is required to be disclosed pursuant to an order or requirements of a regulatory body or a court.
1) Confidential Information shall comprise that which Provider identifies as confidential in accordance Applicable Law, including the California Public Records Act, California Government Code § 7920 et seq ("CPRA"), such as, for example only, trade secrets.
2) The Parties agree and acknowledge that this Agreement, and each document incorporated herein, is a public record subject to public disclosure, and shall be publicly disclosed in conjunction with any actions by City's Governing Board related to approval or ratification hereof, including, without limitation, consideration during a public hearing as required under Government Code section 4217.12.
3) City shall not be liable to Provider for any disclosure made it its reasonable determination and in good faith compliance with applicable provisions of the CPRA, and Provider will be solely responsible for and shall solely bear all costs and expenses related to or arising from litigation costs if Provider chooses to pursue enforcement of its rights under the CPRA, and shall reimburse City for all reasonable costs and expenses related to or arising from litigation related to this Article 20 in which City is reasonably compelled to engage B. Disclosure. Other than under the REC Reporting Rights and except as may be required by applicable law, including but not limited to, the California Public Records Act, the Brown Act, or as otherwise identified above, neither Party shall make any disclosure of any 33Page 240 of 1141

designated confidential information related to this Agreement without the specific prior written approval from the other of the content to be disclosed and the form in which it is disclosed, except for such disclosures to the Parties' financing sources, creditors, beneficiaries, partners, members, officers, employees, agents, consultants, attorneys, accountants and exchange facilitators as may be necessary to permit each Party to perform its obligations hereunder and as required to comply with applicable laws or rules of any exchange upon which a Party's shares may be traded.

Notwithstanding the foregoing, nothing contained herein shall be deemed to restrict or prohibit City from complying with applicable law regarding disclosure of information, including but not limited to the California Public Records Act and the Brown Act.

C. Publicity. The Parties share a common desire to generate favorable publicity regarding the System and their association with it. The Parties agree that they may, from time to time, issue press releases regarding the System and that they shall reasonably cooperate with each other in connection with the issuance of such releases. Each Party agrees that it shall not issue any press release regarding the System without the prior written approval from the other of the content to be disclosed and the form in which it is disclosed, and each Party agrees not to unduly withhold, condition or delay any such approval. In addition, the Parties hereby agree that (i) the City may publicize that it is serving as a "solar host" for the System; (ii) Provider may publicize that it is serving as the developer, owner and/or operator of the System; and (iii) City, and Provider may display photographs of the System and disclose the nameplate capacity rating of the as -built System in its advertising and promotional materials, provided that any such materials identify the City as the solar host, and Provider as the owner, operator and developer, of the System and all information shall be consistent with this Agreement. Without limitation of the foregoing, Provider agrees to share with City, in digital format, any photographs and other schematics taken by Provider of the Site and the System,. and further agrees that City may use such photographs and other schematics for the purpose of marketing and promoting their operations.

Nothing herein shall limit in any way, to any extent the right of individual persons, including, without limitation, members of City's Governing Board, from exercising their right to free speech in relation to this Agreement and any subject matter hereof, within the constraints of Applicable Law. Nothing herein shall compel either Party to make statements beyond its sole, reasonable, good faith discretion.

21. Legal Effect and Status of Agreement.

A.. City Not Operator. Neither City nor any Party related to City shall have the right or be deemed to operate the System for purposes of Section 7701(e)(4)(A)(i) of the Internal Revenue Code.

B. Burdens/Benefits of System Ownership. Notwithstanding any provision to the contrary under this Agreement, neither City nor any Party related to City shall (i) bear or be deemed to bear any significant financial burden if there is nonperformance by Provider under this Agreement, as the phrase "any significant financial burden if there is nonperformance" is used in Section 770 1 (e)(4)(A)(ii) of the Internal Revenue Code; or (ii) be deemed to receive any significant financial benefit if the operating costs of the System are less than the standard of performance and/or operation set forth in this Agreement, as the phrase "significant financial benefit if the 910Page 241 of 1141

operating costs of such facility are less than the standards of performance or operation" is used in Section 7701(e)(4)(A)(iii) of the Internal Revenue Code.

C. No Capital Lease: Forward Contract. The Parties acknowledge and agree that for accounting or tax purposes, this Agreement is not and shall not be construed as a capital lease and, pursuant to Section 7701(e)(3) of the Internal Revenue Code, this Agreement is and shall be treated by each Party as a service contract for the sale to City of electric energy produced at an alternative energy System. Each of the Parties agrees that it will not dispute that (i) the transaction contemplated by this Agreement constitutes a "forward contract" within the meaning of the United States Bankruptcy Code and (ii) each Party is a "forward contract merchant" within the meaning of the United States Bankruptcy Code.

22. Miscellaneous.

A. Amendments. This Agreement may be amended only in a writing signed by both Provider and City or their respective successors in interest.

B. Notices. Any notice required or permitted to be given in writing under this Agreement shall be mailed by certified mail, postage prepaid, return receipt requested, or sent by overnight courier service, or personally delivered to a representative of the receiving Party, or sent by facsimile or email (provided an identical notice is also sent simultaneously by mail, overnight courier, or personal delivery as otherwise provided in this Section). All such communications shall be mailed, sent or delivered, addressed to the Party for whom it is intended, at its address set forth below. A Party may change its address by providing written notice to the other Party in accordance with this Section.

If to Ci : If to Provider:

City of Fairfield Onyx Development Group LLC
Attention: Public Works/Utilities Attention: Legal
1000 Webster Street 3rd Floor 505 5th Ave, 14th Floor
Fairfield, CA, 94533 New York, NY 10017
Phone: 707-428-7485 Email: [email protected]
Facsimile: 707-428-7607
Email: fmu-notices 2fairfield.ca.gov
C. Non -Waiver. The failure, delay or forbearance by either Party to exercise any of its rights or remedies under this Agreement or to provide written notice of any default to a defaulting Party, will not constitute a waiver of such rights or remedies. No Party will be deemed to have waived any right or remedy unless it has made such waiver specifically in writing. The waiver by either Party of any default or breach of any term, condition or provision herein contained 35Page 242 of 1141

shall not be deemed to be a waiver of any subsequent breach of the same term, condition or provision, or any other term, condition or provision contained herein.

D. No Set -Off. Except as otherwise set forth herein, each Party hereby waives all rights to set -offs of amounts due hereunder. The Parties agree that all amounts due hereunder are independent obligations and shall be made without set-off for other amounts due or owed hereunder.

E. Intellectual Property. Nothing in this Agreement shall be construed to convey to.

City a license or other right to trademarks, copyrights, technology or other intellectual property of Provider.

F. Severability. Should any provision of this Agreement for any reason be declared invalid or unenforceable by final and non_appealable order of any court or regulatory body having jurisdiction, such decision shall not affect the validity of the remaining portions, and the remaining portions shall remain in full force and effect as if this Agreement had been executed without the invalid portion.

G. Survival. Any provision of this Agreement that expressly or by implication comes into or remains in full force following the termination or expiration of this Agreement shall survive the termination or expiration of this Agreement.

H. Headings. The headings in this Agreement are solely for convenience and ease of reference and shall have no effect in interpreting the meaning. -of any provision of this Agreement.

I. Choice of Law. This Agreement shall be construed in accordance with the laws of the State of California (without regard to its conflict of laws principles). The venue for any dispute arising out of or relating to this Agreement shall be in the California County in which the System is located.

J. BindingEffect. This Agreement and its rights, privileges, duties and obligations shall inure to the benefit of and be binding upon each of the Parties hereto, together with their respective successors and permitted assigns.

K. No Partnership. This Agreement is not intended, and shall not be construed, to create any association, joint venture, agency relationship or partnership between the Parties or to impose any such obligation or liability upon either Party. Neither Party shall have any right, power or authority to enter into any agreement or undertaking for, or act as or be an agent or representative of, or otherwise bind, the other Party.

L. No Third -Party Beneficiaries. This Agreement is solely for the benefit of the Parties hereto and no right or cause of action shall accrue by reason hereof for the benefit of any third party not a party hereto, other than the Indemnitees and any Secured Parties.

Page 243 of 1141 ends

M. Counterparts. This Agreement may be executed in counterparts, which shall together constitute one and the same agreement. Electronic, facsimile or copies of signature pages shall have the same force and effect as originals.

N. , Further Assurances. Upon the receipt of a written request from a Party, each Party shall execute or cause to be executed such additional documents, instruments, estoppels and assurances, and take such additional actions, as are reasonably necessary and desirable to carry out the terms and intent hereof, including but not limited to an Interconnection Agreement. Neither Party shall unreasonably withhold, condition or delay its compliance with any reasonable request made pursuant to this Section.

O. Entire Agreement. This instrument and the documents referenced herein represent the full and complete agreement between the Parties hereto with respect to the subject matter contained herein and supersedes all prior written or oral agreements between said Parties with respect to said subject matter.

IN WITNESS WHEREOF, the Parties have executed this Agreement on the Effective Date.

City:

City of
By:

Name:

Title: G VVY Y` ANArLtim—
PROVIDER:

Onyx Dev pment Group LLC
By: By:

Name: Patricia L. Rollin Name:

Title: Authorized Signatory Title:

PROVIDER NAME]
37Page 244 of 1141

Schedule 1— System and Premises Description
A.. Premises.

Physical Address: Waterman Treatment Plant
Parcel Number: 2900 Vista Grande Circle, Fairfield, CA 95434 Site diagram attached as Attachment A:

Name of Mortgagee (lender):

Gross acreage of Premises:

Acreage to be used for System:

B. Description of'Solar System
Type:

Solar System Size:

Module:

Inverter:

Mounting System:

OX Yes No
Not Applicable
Refer to Site diagram
Fixed -Tilt Ground Mount Solar PV System
paired with a Battery Energy Storage System
BESS)
1,785 kW (DC) (this is an estimate (and not a
guarantee) of the System size; Seller may update
the System Size prior to the Commercial
Operation Date.)
The installation consists of (3000) QCells,
595W Photovoltaic Modules
Chint SCH275KLT-DO/US-800-36 250W AC
output, UL1741 listed,
grid tied inverters
Fixed -Tilt Terrasmart Racking
The above System Description is based on known conditions as of the Effective Date. The final System Description may vary from the initial description set forth above and, following final completion of the System, the above details may be updated to reflect the System Description of the as -built System
38Page 245 of 1141

Exhibit A — Definitions

1. "Annual Production Estimate" shall mean, for the Solar Facility, the estimated energy production for a Contract Year as set forth in Exhibit B.

2. "Applicable Law" shall mean, with respect to any person, any law, statute, rule, regulation, ordinance, treaty, order, decree, judgment, decision, holding, injunction, registration, license, guideline, Governmental Approval, consent or requirement of any Governmental Authority having jurisdiction over such person or its property, as any of the foregoing may be amended from time -to -time, and any corresponding provisions of any successor to the foregoing, together any rules or regulations promulgated under such successor.

3. "Assignment" shall have the meaning as defined in Section 19(A).

4. "Authorities Having Jurisdiction" shall mean the governmental organization, office or individual responsible for approving equipment, an installation or a procedure.

5. `Battery Energy Storage System" (or "Battery Systems") shall mean an energy storage system with the minimum nameplate power and energy capacity as shown in Exhibit F.

6. "Battery Systems Energy Shortfall Amount" shall mean an amount equal to the product o£ (i) the Battery Systems Guarantee Rate, multiplied by (ii) the number of hours that one hundred percent (100%) of the nameplate power capacity of the Battery Systems was not available during the Measurement Period.

7. "Battery Systems Output" shall mean the total quantity of all actual electrical energy discharged by the Battery Systems as measured in kWhac by a Meter installed in close proximity to the Delivery Point. Output does not include the Green Attributes, Environmental Financial Incentives, RECs or REC Reporting Rights.

8. "Battery Systems Services" shall mean generating electricity bill cost savings for City through storage and discharge of electrical energy on and from the Battery Systems in accordance with Section 11(B).

9. "Battery Systems Guarantee Rate" means as defined in Exhibit C.

10. "City Conditions Precedent" shall have that meaning as set forth in Section 6(A) of the Agreement.

11. "City Permits" shall have that meaning as set forth in Section 5(C) of the Agreement.

12. "Conditions Precedent Deadline" shall have that meaning as set forth in Section 6(C) of the Agreement.

13. "Contract Year" shall mean a period of twelve (12) consecutive months (except in the case of the first Contract Year which may be longer) with the first Contract Year commencing on the NPage 246 of 1141

Commercial Operation Date and each subsequent Contract Year commencing on the anniversary of the first day of the first month following the Commercial Operation Date.

14. "Commercial Operation" shall mean that (i) the Project is operating and able to produce and deliver Energy to City pursuant to the terms of this Agreement; (ii) Provider has received all local, state and federal Permits and other approvals as may be required by Law for the construction, operation and maintenance of the Project, including approvals, if any, required under the California Environmental Quality Act for the Project and related interconnection facilities.

15. "Commercial Operation Date" shall mean the date on which Provider achieves Commercial Operation for the Project.

16. "Commercial Operation Deadline" shall have that meaning as set forth in Section 6(D) of this Agreement.

17. "Days" shall mean calendar days, unless otherwise specified.

18. "Delay Liquidated Damages" shall mean the daily rate payable by the Provider to City for unexcused delays past the Commercial Operation Deadline or if submission of final electrical clearance has not occurred on or before April 14, 2026, in each case as outlined in Section 6(E).

19. "Deliverer" shall mean the Energy delivery point within Site's electrical system on City's side of the Site's Distribution Utility meter, as designated by the physical interface of the System with the Site's electrical system.

20. "Distribution Utility" shall mean the investor owned, public, or private utility or electric utility having jurisdiction over the interconnection of the Systems.

21. "Distribution Utility Upgrades" shall mean that scope of work and associated costs that the Distribution Utility requires on the Distribution Utility side of the Distribution Utility meter in order for the System to interconnect to the Distribution Utility system.

22. "Energy" shall mean electrical energy measured in kWhac.

23. "Energy Shortfall Amount" shall mean an amount equal to the product of. (i) the Output Guarantee Rate, multiplied by (ii) the difference between the delivered Output for such Measurement Period and the Output Guarantee for such Measurement Period.

24. "Environmental Financial Incentives" shall mean each of the following financial rebates and incentives that is in effect as of the Effective Date: (i) investment tax credits associated with the development, construction, ownership or operation of the System, accelerated depreciation, and other financial incentives in the form of credits, reductions or allowances associated with the System that may be applied to reduce any state or federal income taxation obligation, and ii) the right to claim federal income tax credits under Sections 26 or 48 of the Internal Revenue 41Page 247 of 1141

Code or any state tax law or income tax deductions with respect to the System under the Internal Revenue Code or any state tax law. Environmental Financial Incentives do not include Green Attributes.

25. "Expiration Date" shall mean the last day of the month that follows the twenty-fifth '(25th) annual anniversary of the Commercial Operation Date.

26. "Force Majeure" shall mean any event or circumstances beyond the reasonable control of and without the fault or negligence of the Party,claiming Force Majeure, which cannot reasonably be avoided, mitigated or cured through the reasonable and diligent efforts of the Party claiming Force Majeure. It shall include, without limitation, interruption or delay of the construction of the System or failure or interruption of the production, delivery or acceptance of electricity due to: (i) natural phenomena, such as storms, hurricanes, floods, lightning, volcanic eruptions and earthquakes; (ii) explosions or fires arising from lightning or other causes unrelated to the acts or omissions of the Party seeking to be excused from performance; (iii) acts of war or public disorders, civil disturbances or riots, insurrection, sabotage, epidemic, terrorist acts, or rebellion; (iv) action by a Governmental Authority resulting in a moratorium on the activities related to this Agreement; and (v) the inability of one of the Parties, despite its reasonable efforts, to obtain, in a timely manner, any Permit necessary to enable the affected Party to fulfill its obligations in accordance with this Agreement, provided that the delay or non - obtaining of such Permit is not attributable to the Party in question and that such Party has exercised due diligence to obtain such Permit. Force Majeure will not be based on (i) City's inability to use Energy purchased hereunder, (ii) Provider's ability to sell Energy at a price greater than the price of Energy under this Agreement, or (iii) City's voluntary or involuntary shutting down or closing of the facilities located at the Property. Economic hardship of either Party shall not constitute Force Majeure.

27. "Governmental Authofity" shall mean the government of the United States of America, any other nation or any political subdivision thereof, whether state or local, and any agency, authority, instrumentality, regulatory body, court, central bank or other entity exercising executive, legislative, judicial, taxing, regulatory or administrative powers or functions of or pertaining to government (including any supra -national body exercising such powers or functions, such as the European Union or the European Central Bank).

28. "Governmental Approvals" shall mean any notices to, reports or other filings to be made with, or any, consents, registrations, permits or authorizations to be obtained from, any Governmental Authority.

29. "Green Attributes" shall mean any and all credits, benefits, emissions reductions, offsets and allowances, howsoever entitled, attributable to the generation of Output from the System, and its displacement of conventional energy generation, that is in effect as of the Effective Date or may come into effect in the future. Green Attributes include but are not limited to Renewable Energy Certificates, as well as: (i) any avoided emissions of pollutants to the air, soil or water such as sulfur oxides (SOx), nitrogen oxides (NOx), carbon monoxide (CO) and other pollutants; (ii) any avoided emissions of carbon dioxide (CO2), methane (CH4), nitrous oxide, hydrofluorocarbons, perfluorocarbons, sulfur hexafluoride and other greenhouse gases 42

Page 248 of 1141 ends

GHGs) that have been determined by the United Nations Intergovernmental Panel on Climate Change, or otherwise by law, to contribute to the actual or potential threat of altering the Earth's climate by trapping heat in the atmosphere; and (iii) the reporting rights to these avoided emissions, such as REC Reporting Rights. Green Attributes do not include (i) any energy, capacity, reliability or other power attributes from the System, (ii) Environmental Financial Incentives, (iii) fuel -related subsidies or "tipping fees" that may be paid to Provider to accept certain fuels, or local subsidies received by the generator for the destruction of particular preexisting pollutants or the promotion of local environmental benefits or (iv) emission reduction credits encumbered or used by the System for compliance with local, state or federal operating and/or air quality Permits.

30. "Hazardous Materials" means any hazardous or toxic material, substance or waste, including petroleum, petroleum hydrocarbons or petroleum products, petroleum by-products, radioactive materials, asbestos or asbestos -containing materials, gasoline, diesel fuel, pesticides, radon, urea formaldehyde, mold, lead or lead -containing materials, polychlorinated biphenyls; and any other chemicals, materials, substances or wastes in any amount or concentration which are regulated under or for which liability can be imposed under any Applicable Law.

31. "Insolation" shall mean the amount of solar energy measured in watts per square meter (W/mz) falling on a particular location during a specific time, as published by the National Renewable Energy Laboratory.

32. "Interconnection Agreement" shall mean an agreement entered into by and between Cityand the Distribution Utility which. agreement shall provide for (i) each System to be interconnected with the Distribution Utility's electricity distribution system, (ii) for energy to flow from each System to such system and (iii) for energy to flow from such system to the Site, as applicable, under the provisions of all applicable Distribution Utility's tariffs. 33. " Internal Revenue Code" shall mean the Internal Revenue Code of 1986, as amended. 34. " kWac" shall mean kilowatt alternating current. 35. "
kWdc" shall mean kilowatt direct current. 36. '
Whac" shall mean kilowatt-hour alternating current. 37. " Notice to Proceed" shall mean as defined in Section 6(C). 38. " Outage" shall mean as defined in Section 4(F) 39. "
Output" or "Solar Facility Output" shall mean the total quantity of all actual electrical power generated by the Solar Facilities as measured by a Meter in close proximity to the Delivery Point measured in kWhac. Output does not include the Green Attributes, Environmental Financial Incentives, RECs or REC Reporting Rights. 40. "
Output Guarantee Rate" shall mean as defined in Exhibit B. 43

Page 249 of 1141 ends

41. "Parallel Energy Services" shall mean to remain interconnected to and receive grid services.

42. "Permits" shall mean all government permits and approvals, regulatory or otherwise required for the construction, installation, completion and operation of the System.

43. "Person" shall mean any individual, corporation, partnership, joint venture, association, joint stock company, trust, trustee, estate, limited liability company, unincorporated organization, real estate investment trust, government or any agency or political subdivision thereof, or any other form of entity.

44. "Power Price" shall mean the per kWhac rate(s) as set forth on Exhibit B

45. "Project" shall have that meaning as set forth in the Recitals of this Agreement.

46. "Provider Conditions Precedent" shall have that meaning as set forth in Section 6(B) of the Agreement.

47. "Provider Permits" shall have that meaning as set forth in Section 5(C) of the Agreement.

48. "RECs" or "Renewable Energy Certificates" shall mean renewable energy certificates related to and representing Green Attributes (also known as green tags, renewable energy credits, or tradable renewable certificates), which are tradable environmental commodities in the United States and represent 1 megawatt -hour (MWh) of electricity generated from an eligible renewable energy resource. These certificates can be sold and traded and the owner of the REC can claim to have purchased renewable energy.

49. "REC Reporting Rights" shall mean the right of a REC purchaser to report the ownership of accumulated RECs in compliance with federal or state law, if applicable, and to a federal or state agency or any other Party at the REC purchaser's discretion, and include without limitation those REC Reporting Rights accruing under Section 1605(b) of the Energy Policy Act of 1992 and any present or future federal, state, or local law, regulation or bill, and international or foreign emissions trading program.

50. "Supervisory Control and Data Acquisition" or "SCADA" shall mean the system that monitors, communicates with, and controls devices throughout the System.

51. "Site" shall mean the portion of City's real property on which a System is to be located pursuant to this Agreement, as described in Schedule 1 attached hereto.

52. "Solar Facility" means each solar photovoltaic generation plant, together with all necessary inverters, ancillary equipment with a target installation size expressed in kWdc and Mac as shown in Exhibit F to be installed at the Site and as described in Schedule 1 attached hereto.

53. "Termination Value" shall equal the amount shown in Exhibit D for each Contract Year.

Page 250 of 1141 ends

Exhibit B - Power Price and Output Guarantee Rate
11 10% ITC Adder Scenario
Contract
Period,
Months
Contract
year
Power Price
Annual
Production
Estimate
kWh
Output Guarantee
Rate
1-12 1 0.121 kWh Grace period
13-24 2 0.121 kWh 3,050,675 0.027 kWh
25-36 3 0.121 kWh 3,035,422 0.027 kWh
37-48 4 0.121 kWh 35020,245 0.027 kWh
49-60 5 0.121 kWh 3,005,144 0.027 kWh
61-72 6 0.121 kWh 2,990,118 0.027 kWh
73-84 7 0.121 kWh 2,975,167 0.027 kWh
85-96 8 0.121 kWh 2,960,291 0.027 kWh
97-108 9 0.121 kWh 2,945,490 0.027 kWh
109-120 10 0.121 kWh 2,930,762 0.027 kWh
121-132 11 0.121 kWh 2,916,109 0.027 kWh
133-144 12 0.121 kWh 2,901,528 0.027 kWh
145-156 13 0.121 kWh 2,887,020 0.027 kWh
157-168 14 0.121 kWh 2,872,585 0.027 kWh
169-180 15 0.121 kWh 2,858,222 0.027 kWh
181-192 16 0.121 kWh 2,843,931 0.027 kWh
193-204 17 0.121 kWh 2,829,712 0.027 kWh
205-216 18 0.121 kWh 2,815,563 0.027 kWh
217-228 19 0.121 kWh 2,801,485 0.027 kWh
229-240 20 0.121 kWh 2,787,478 0.027 kWh
241-252 21 0.121 kWh 2,773,540 0.027 kWh
253-264 22 0.121 kWh 2,759,673 0.027 kWh
265-276 23 0.121 kWh 2,745,874 0.027 kWh
277-288 24 0.121 kWh 2,732,145 0.027 kWh
289-300 25 0.121 kWh 2,718,484 0.027 kWh
21 Standard 30% ITC Scenario
Contract
Annual
Period,
Contract
Power Price
Production Output Guarantee
year Estimate Rate
Months
kWh)
1-12 1 0.1416 kWh Grace period
13-24 2 0.1416 kWh 3,050,675 0.027 kWh
25-36 3 0.1416 kWh 3,035,422 0.027 kWh
37-48 4 0.1416 kWh 3,020,245 0.027 kWh
49-60 5 0.1416 kWh 3,005,144 0.027 kWh

Page 251 of 1141 ends

61-72 6 0.1416 kWh 2,990,118 0.027 kWh
73-84 7 0.1416 kWh 2,975,167 0.027 kWh
85-96 8 0.1416 kWh 2,960,291 0.027 kWh
97-108 9 0.1416 kWh 2,945,490 0.027 kWh
109-120 10 0.1416 kWh 2,930,762 0.027 kWh
121-132 11 0.1416 kWh 2,916,109 0.027 kWh
133-144 12 0.1416 kWh 2,901,528 0.027 kWh
145-156 13 0.1416 kWh 2,887,020 0.027 kWh
157-168 14 0.1416 kWh 2,872,585 0.027 kWh
169-180 15 0.1416 kWh 2,858,222 0.027 kWh
181-192 16 0.1416 kWh 2,843,931 0.027 kWh
193-204 17 0.1416 kWh 2,829,712 0.027 kWh
205-216 18 0.1416 kWh 2,815,563 0.027 kWh
217-228 19 0.1416 kWh 2,801,485 0.027 kWh
229-240 20 0.1416 kWh 2,787,478 0.027 kWh
241-252 21 0.1416 kWh 2,773,540 0.027 kWh
253-264 22 0.1416 kWh 2,759,673 0.027 kWh
265-276 23 0.1416 kWh 2,745,874 0.027 kWh
277-288 24 0.1416 kWh 2,732,145 0.027 kWh
289-300 25 0.1416 kWh 2,718,484 0.027 kWh
The Power Price set forth in Exhibit B(1) and (2) includes consideration for reimbursement of Development Costs in the amount of $385,000.

The City shall, at the City's sole cost and expense, install a new service transformer in connection with the Distribution Utility Upgrades as per the Supplemental Review of the Interconnection Agreement for the High Lift upgrade project (PM435228024) with an estimated cost to be paid to the Distribution Utility of $213,528 (the "Transformer Cost"). The City shall reimburse Provider, at cost, for any amounts paid by Provider to the Distribution Utility for the Transformer Cost.

Provider assumed that the total cost to be paid to the Distribution Utility in connection with the Distribution Utility Upgrades would be $4,000. If the actual cost reasonably incurred by Provider for Distribution Utility Upgrades exceeds $4,000, then Provider shall be entitled to a proportionate increase of the Power Price in an amount of $0.0005/kWh for each additional 10,000 increase in cost. If the actual cost reasonably incurred by Provider for Distribution Utility Upgrades is less than $4,000, City shall be entitled to a proportionate decrease of the Power Price in an amount of $0.0005/kWh per $10,000 decrease in cost. Provider shall work diligently with City to minimize the costs for Distribution Utility Upgrades at all points of the Project.

The Power Price set forth in this Exhibit B is based on certain assumptions set forth in Section 4(C) of the Agreement, and the Parties acknowledge that the Power Price may, if (and only if) the assumptions provided in Section 4(C) are inaccurate, require an adjustment. Provider 47Page 252 of 1141

shall deliver to City reasonable evidence of any increases in cost incurred by Provider to re -design, construct, install or maintain the System as a result of such assumptions being inaccurate, provided that City and Provider acknowledge and agree that an executed change order delivered by Provider to a contractor or subcontractor shall constitute reasonable evidence of such cost increase. The Power Price shall be adjusted as follows:

1. If such cost increase is due to unforeseen conditions or groundwork at the Site including but not limited to excavation/circumvention of underground obstacles), and such cost increases were not mitigated by the City, then Provider shall be entitled to a proportionate increase of the Power Price in an amount of $0.0005/kWh for each additional $10,000 increase in cost.

2. If Hazardous Substances are discovered at the Site, and such cost increases were not mitigated by the City, then Provider shall be entitled to a proportionate increase of the Power Price in an amount of $0.0005/kWh for each additional $10,000 increase in cost to Provider to re -design, construct, install or maintain the System.

3. If such cost increase is due to the failure by City to obtain the City Permits by September 30, 2024, assuming timely delivery of documents needed from the Provider to the City as agreed upon in the project schedule, then Provider shall be entitled to a proportionate increase of the Power Price in an amount of

0.0005/kWh for each additional $10,000 increase in cost to Provider to redesign, construct, install or maintain the System.

4. If such cost increase is due to the inaccuracy of any information provided by City and relied upon by Provider, then Provider shall be entitled to a proportionate increase of the Power Price in an amount of $0.0005/kWh for each additional $10,000 increase in cost to Provider to re -design, construct, install or maintain the System.

Page 253 of 1141 ends

Exhibit C — Battery Systems Guarantee Rate
Contract
Period,
Months
Contract
Year
Guaranteed
Cycles Battery Systems Guarantee Rate
1-12 1 296 53 cycle
13-24 2 282 53 cycle
25-36 3 274 53 cycle
37-48 4 269 53 cycle
49-60 5 264 53 cycle
61-72 6 259 53 cycle
73-84 7 256 53 cycle
85-96 8 252 53 cycle
97-108 9 248 53 cycle
109-120 10 245 53 cycle
MEPage 254 of 1141

Exhibit D — Termination Values
Contract Period,
Months
Contract Year Termination Value
1-12 1 10,986,736.61
13-24 2 9,749,821.45
25-3 6 3 8,293,035.51
37-48 4 7,030,421.31
49-60 5 5,881,460.65
61-72 6 4,721,702.17
73-84 7 4,457,828.16
85-96 8 4,283,377.04
97-108 9 4,102,748.09
109-120 10 3,917,604.01
121-132 11 3,726,796.12
133-144 12 3,530,089.17
145-156 13 3,326,298.28
157-168 14 3,117,011.97
169-180 15 2,901,061.60
181-192 16 2,678,172.06
193-204 17 2,447,135.70
205-216 18 2,209,461.38
217-228 19 1,963,953.59
229-240 20 1,710,290.60
241-252 21 1,447,234.60
253-264 22 1,177,069.30
265-276 23 897,737.65
277-288 24 608,864.82
289-300 25 309,175.61
50Page 255 of 1141

Exhibit E — Project Development Scope Responsibility
City of Fairfield Permits and Project
Development Scope
Provider Permits and Project Development
Scope
Building, zoning, electrical Geotech
CEQA Exemption SWPPP
Title/Deed for Ownership Civil Engineering
51Page 256 of 1141

Exhibit F — General Conditions and Technical Specifications ATTACHED BEHIND THIS COVER PAGE]

Page 257 of 1141 ends

GENERAL CONDITIONS AND TECHNICAL SPECIFICATIONS
Table of Contents
GENERAL CONDITIONS AND TECHNICAL SPECIFICATIONS...................................................................I l. PROJECT OVERVIEW...................................................................................................................................2

2. GENERAL REQUIREMENTS........................................................................................................................2

3. ENGINEERING AND DESIGN REQUIREMENTS.......................................................................................9

4. EQUIPMENT................................................................................................................................................. 18

5. COMMUNICATIONS AND MONITORING SYSTEMS.............................................................................23

6. CONSTRUCTION.........................................................................................................................................26

7. FINAL PROJECT CLOSEOUT.....................................................................................................................32

8. OPERATIONS AND MAINTENANCE........................................................................................................34 ATTACHMENT A - PRELIMINARY ENGINEERING DESIGN PACKAGE.....................................................35 ATTACHMENT B - SITE ASSESSMENT TABLE...............................................................................................36 ATTACHMENT C - PROJECT SCHEDULE.........................................................................................................37 ATTACHMENT D - COMMISSIONING SCHEDULE.........................................................................................38 ATTACHMENT E - OPERATIONAL OBJECTIVES..........................................................................................39 ATTACHMENT F - MAJOR EQUIPMENT..........................................................................................................40

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1. PROJECT OVERVIEW
Installer shall be solely responsible for all work required to complete the Project including but not limited to: (a) project management including design, engineering, submittals, construction, interconnection, commissioning and Distribution Utility sign off, (b) procurement of all materials and equipment; (c) design and engineering including civil, structural, electrical, seismic and wind loading requirements and fire protection requirements; (d) permitting and environmental compliance with the current version of all applicable codes and standards; (e) Distribution Utility interconnection requirements compliance; (f) site preparations including but not limited to grubbing, clearing, grading, roads, dust control, drainage requirements, construction wastewater and storm water disposal, removing excess debris, all final site preparation, and all other requirements set forth in the Agreement; (g) meters, monitoring, and SCADA system and weather station; (h) production analysis and performance guarantee for the Systems; (i) conformance to manufacturers' installation requirements and warranty terms; 0) acceptance testing, commissioning, interconnection signoff and Permission to Operate by the Distribution Utility; (k) construction closeout including punch list, as -built drawings and documents package, site cleanup, and cleaning of the Systems; (1) operation and maintenance, if required in the Agreement (m) site security requirements; (n) safety plans and measures per Site Host approval. In addition to these general responsibilities, Installer shall be responsible for all additional requirements as set forth in the Agreement and all exhibits and attachments, including but not limited to this General Conditions and Technical Specifications.

Installer shall also be responsible for providing Site Host with copies of relevant Operations and Maintenance manuals, testing reports, start-up procedures, warranties, guarantees, and commissioning reports corresponding to the work. Installer shall execute all of its obligations in a manner which reasonably minimizes interference and inconvenience to Site Host. Installer shall regularly report status of Installer's execution of its obligations under the Agreement to Site Host.

2. GENERAL REQUIREMENTS
Project Management
Installer shall act as the general contractor and is responsible for overall safety on each Project Site.

Installer shall conduct all project management activities required to complete the Project, including coordination efforts with Site Host's representative, the Distribution Utility, inspectors, permitting agencies, suppliers, subcontractors, Installer's office, field Project staff and any other third parties that are involved in or impacted by the Project. The installation must be "turn -key," requiring a minimum level of supervision and project management by the Site Host, including all materials, equipment and labor, completed and commissioned per the specifications and general conditions contained herein. All Distribution Utility related interconnection work, fees, and installations necessary to make the Systems operational will be the sole responsibility of the Installer in accordance with any requirements of the Distribution Utility.

Project Schedule
Installer will develop, with input from Site Host, a Project Schedule using Microsoft® Project or equivalent and submit the Project Schedule to Site Host. Site Host will establish a weekly construction meeting at which time the work of the previous week will be reviewed, and a three-week look -ahead schedule will be coordinated. The three-week look -ahead schedule shall be created in MS Excel® or equivalent and present the list of activities occurring at each Site on a daily basis. 2

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The work on the Project shall be completed on or before the Commercial Operation Deadline in accordance with the Project Schedule set forth below and as may be reasonably amended from time to time during the Agreement Term but in no case extending beyond the Commercial Operation Deadline.

The Project Schedule shall only be modified upon the written approval of Site Host. Any modified schedule approved by Site Host shall replace the existing Project Schedule set forth below.

Deadlines dictated by any and all incentive programs, including the Investment Tax Credit, must be accounted for in the Project Schedule.

The Project Schedule shall include, at a minimum, the following milestones and shall become a part of the Agreement upon approval of Site Host:

Milestone
50% drawings due to Site Host
90% drawings due to Site Host
100% drawings due to Site Host
Site Host review of 50% drawings
Site Host review of 90% drawings
Site Host review of 100% drawings
Permit Approval
Major Equipment Order Date
Site Preparation Start
Site Preparation Completion
Construction Start
Electrical & Mechanical Completion
Interconnection Sign -off
Testing & Commissioning Completion
Utility Meter and Rate Switch Submittal
Permission to Operate Date
Commercial Operation Date
Commercial Operation Deadline
Final Project Completion Date
The Project Schedule shall indicate the beginning and completion dates of all phases of construction and shall use the critical path method for the planning and scheduling of all work required. The schedule will separately identify those milestones or events that must be completed before other portions of the work can be accomplished. The Project Schedule shall incorporate float for inclement weather and resulting muddy site conditions due to rain and shall also include any potential acceleration paths. Scheduled float for non -working rain -related days and resulting muddy site conditions shall be based upon the latest and nearest available data from acceptable data issued from the National Weather Service.

A monthly project schedule update shall be provided to accurately indicate the actual progress of the work against the baseline Project Schedule for the prior month, and the remaining planned completion of the work.

The scheduling is necessary for Site Host's adequate monitoring of the progress of the work. Site Host may disapprove such a schedule and require modification to it if, in the opinion of Site Host, adherence to the progress schedule will cause the work not to be completed in accordance with the Agreement.

Installer shall adhere to any such modifications required by Site Host. Between the monthly schedule

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updates, it is the obligation of Installer to monitor the progress of the work against the current construction schedule activities, and to notify Site Host in writing of all changed activity start dates and finish dates.

Installer will exchange scheduling information with subcontractors and suppliers. Installer will order work, equipment and materials with sufficient lead time to avoid interruption of the work.

Installer shall also, if requested by Site Host, provide revised schedules within fifteen (15) days if, at any time, Site Host considers the Commercial Operation Deadline to be in jeopardy. The revised schedule shall be designed to show how Installer intends to accomplish the work to meet the original Commercial Operation Deadline. The form and method employed by Installer shall be the same as for the original progress schedule. Installer shall modify any portions of the schedule that become infeasible because of "activities behind schedule" or for any other valid reason. Installer will provide documents and justification for any schedule changes. An activity that cannot be completed by its original Commercial Operation Deadline shall be deemed to be behind schedule.

IF INSTALLER SUBMITS A REVISED SCHEDULE SHOWING AN EARLIER COMMERCIAL

OPERATION DATE FOR THE PROJECT, SITE HOST'S ACCEPTANCE OF THIS REVISED

SCHEDULE SHALL NOT ENTITLE INSTALLER TO ANY ADDITIONAL COMPENSATION OR CLAIM DUE TO ANY SUCH REVISED SCHEDULE UNLESS OTHERWISE AGREED.

Site Host Project Objectives
Site Host requires that Installer perform each of the following in accordance with the Agreement:

A. Prepare and submit all relevant incentive and funding applications on a timely manner to provide the best opportunity for the Project Sites to receive incentives and funding.

B. Ensure that construction activities and Project installation and operation are performed safely, comply with all applicable laws, and do not result in any adverse effect on Site Host staff, surrounding persons and property, existing facilities, local power quality, local data systems or daily operations at any Project Site throughout the life cycle of the installation.

Manage construction and operation activities so that they minimally disrupt the calendar of operations at each Project Site.

C. Define a scope of work and create a schedule for the Project and manage the entire Project, including but not limited to contracts, design, engineering, permitting, approvals, procurement, pre -construction, Distribution Utility interconnection, installation, testing, and commissioning. Ensure work is completed when needed to meet Project deadlines.

D. Design and implement the Systems to obtain maximum projected net savings and cash flow over the term of the Agreement using proven technology that complies with the terms and conditions of the Agreement and complies with all relevant codes and regulations.

E. Design and implement the Systems as defined in the Site Assessment Table and conceptually defined in the Preliminary Engineering Design Package.

F. Design and implement the Systems to meet the Operational Objectives. 4

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G. Design and implement the Systems sized in compliance with the Distribution Utility's applicable rate structure, energy consumption, and load profiles for each Project Site, and in compliance with all applicable Distribution Utility requirements. Ensure that all Systems are designed and installed mitigate the need for Distribution Utility upgrades and facilitate ensuring that such costs are minimized throughout the entire Project.

H. Ensure that the Project meets all financial and environmental incentive requirements and deadlines.

I. Ensure that all Project design and construction activities are coordinated with Site Host operations and/or construction activities and are in compliance with written work rules, safety requirements, and specifications provided by the Site Host at all times.

Communication Protocol
Throughout the entire Project timeline, the representative selected by Site Host will be Installer's main source of contact regarding any and all Project related issues. At all times, Installer shall include Site Host's representative in all communications with the Site Host.

Unless otherwise stated in the Agreement and subject to change by the Site Host, the Parties shall meet once every two weeks during the design phase of the Project and weekly during the construction phase of the Project to, among other things, review work performed to date and to be performed. Installer shall organize the meeting, prepare, and distribute meeting notes. Meeting minutes shall be based on a mutually agreed to meeting minutes template, and shall include a three-week look -ahead schedule, request for information log, change order log and submittals log with three week look -ahead priority list. Meeting minutes shall be updated during the meeting and distributed at the end of the meeting. Site Host shall have five business days after receipt of such minutes to object to them in writing and provide corrections in writing. A quorum of meeting attendees will be named at the first meeting but may be modified as necessary by the Site Host. The named quorum shall be in attendance at all Project meetings. A pre -construction meeting shall be held prior to any work being performed on the site with all required parties.

Sizing of the Systems
Installer is responsible for the sizing of the Systems to meet the Operational Objectives of the Project at each Site.

Incentives
Unless specifically stated otherwise in other Agreement, Installer shall prepare and submit to all applicable agencies, on behalf of Site Host, or assist Site Host in doing so directly, all applications, proof of progress submittals, and claim forms and documentation necessary for any environmental or financial incentives and rebates, provided that Site Host shall have the opportunity to review, comment on, and approve all such applications and documentation prior to submission by Installer. If the Site Host decides to prepare and submit such documents, Installer will coordinate and provide Site Host promptly upon Site Host's written request all documents reasonably necessary for Site Host to do so.

Installer shall not charge any additional fee for its services. Unless stated otherwise in other Agreement, Site Host shall pay for all fees required to file the applications. All rebates or incentives available in connection with the Systems are owned by the Site Host.

Physical Site Investigation & Project Feasibility Assessment

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Installer shall read and become knowledgeable with all documentation available concerning the Project and visit the Sites to assess its conditions and logistics, including but not limited to all Distribution Utility interconnection related requirements. Installer shall conduct feasibility and configuration assessments, environmental assessments, and all other inspections of the Sites to determine that the Sites can support the installation and interconnection of the Systems. Installer must visit the Sites to ascertain site conditions, accuracy of provided drawings and feasibility of design. Installer shall be soleresponsible to ensure that each Site's soil conditions and terrains are favorable for the Project.

Although Site Host may provide historical information regarding the Sites, Site Host makes no representation as to the accuracy of the information about the Sites provided in the request for proposals package or otherwise, including data, drawings and reports developed by third parties. Except as otherwise provided in the Agreement with respect to information provided by Site Host, Installer shall rely solely on its own due diligence to discover and confirm existing conditions at the Sites. However, Installer shall not be liable for hidden or latent defects in the site conditions. Installer shall report any discovered and previously unknown site conditions of a substantial nature to Site Host within five (5) days of discovery.

Installer shall be solely responsible for ensuring the existing electrical distribution equipment at the Sits, including but not limited to the main service switchgear and Distribution Utility transformer, will support the interconnection of the Systems. Installer is responsible for all scope, costs and designs relating to upgrades to the existing electrical system required to accommodate the Systems installation and interconnection, and has included these upgrades in its scope, costs and design drawings.

Installer shall confirm that the Systems will be interconnected to the correct meter at each Site by validating the meter and service account identification numbers ("SAID") with the Distribution Utility.

Installer is responsible for any upgrades to the existing structures and/or structural blocking required to accommodate the loads imposed and mechanical attachments required by the Systems and has included those changes in their scope, costs and design drawings.

Site Host operates under several environmental permits issued by various agencies. To the extent that Site Host has provided such a permit to Installer in advance of the Effective Date of the Agreement, and due to an action, inaction, or negligence by Installer, Site Host becomes subject to non-compliance penalties, the cost of such penalties shall be borne by Installer.

Installer shall identify if any third -party site assessments are required and be responsible for obtaining all required studies at their sole cost and expense. Installer shall assume any and all costs and risks associated with physical Site conditions, real estate constraints and environmental site assessment as mutually agreed between the parties. Reports which may be required to be obtained by Installer at Installer's judgment (unless otherwise noted below) and at the Installer's sole cost include, but are not limited to:

Structural Report
Geotechnical Report
Title Reports and/or American Land Title Association ("ALTA") Surveys Boundary Surveys
Topographic Surveys
Underground Utility Survey
Glint and Glare Study (where applicable)
Arc Flash Study / Coordination Study

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Site Electrical Service Assessments
Environmental Studies
These reports must be obtained when requested by Site Host or any other Governmental Authority having jurisdiction.

Permitting, Codes, Regulatory Compliance
Installer shall obtain, oversee and adhere to all required permissions for Project construction and operation by obtaining approvals from all Governmental Authority having jurisdiction over the Project, including, but not limited to the Distribution Utility, incentive authorities, the California Energy Commission ("CEC"), fire safety, California Occupational Safety and Health Administration ("Cal OSHA"), right-of-way permits, easement agreements and other codes and best practices. Specifically, Installer shall obtain and submit all documents to achieve and maintain Permission to Operate with all required Governmental Authorities. In addition to stamped and approved plans, Installer shall provide Site Host with installation compliance confirmation letters from all authorities having jurisdiction within five (5) days of receipt.

In addition, for Sites on public schools, Installer shall be solely responsible for ensuring that the System is constructed in compliance with all applicable laws, regulations, and in accordance with the standards set by any governmental program providing funding for the System, including, but not limited to, where applicable all permits and approvals required by the Division of the State Architect ("DSA") in any way related to the design, installation, construction and operation of the Systems, including but not limited to any exterior improvements and/or exterior upgrades the DSA may require of the Provider in order for the Systems to comply the Field Act (Education Code 4417280-17317) and American with Disabilities Act ("ADA"). Compliance with The California Environmental Ouality Act ("CEQA")
Installer agrees to coordinate its work with that of any CEQA consultant(s) retained by Site Host, to provide any reasonably available information such as current elevations and schematic drawings for use in CEQA compliance documents, and to incorporate any mitigation measures adopted by Site Host into the Project design.

Procurement
Installer shall procure all equipment and services required for Project design, construction, commissioning, system monitoring, warranties, operation and maintenance, as described in the Agreement and as shown in Site Host -approved final design engineering drawings, specifications and data sheets. Any proposed changes or substitutions must be presented to Site Host in standard submittal format with detailed explanations and instructions for review, comment and approval. Site Host approval of any of the submittals provided by Installer, including drawings, does not excuse Installer from their responsibility to meet all safety requirements, applicable codes and standards requirements, requirements of all Governmental Authorities and the requirements of the Agreement including this General Conditions and Technical Specifications.

Construction
Installer shall conduct all construction and construction management work for the Project, as well as schedule management per the requirements of the Agreement. Any proposed changes that represent a deviation from scope or schedule must immediately be brought to Site Host's attention for review. All 7

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Fairfield City CouncilSeptember 16, 2025

Fairfield City Council
September 16, 2025