Agenda, regular meeting — Moreno Valley City Council, October 15, 2024 (part 2 of 2)

C. Notice to Proceed with Construction. After all preconstruction requirements are met and materials have been ordered (and estimated delivery dates of materials provided to the City) in accordance with the Notice to Proceed to Fulfill Preconstruction Requirements, the City shall issue the “Notice to Proceed with Construction,” at which time the Contractor shall diligently prosecute the Work, including corrective items of Work, day to day thereafter, within the remaining Contract Time.

6. LIQUIDATED DAMAGES AND CONTROL OF WORK.

6.1. Liquidated Damages. The Contractor and City (collectively, the “Parties”) have agreed to liquidate damages with respect to Contractor’s failure to complete the Work within the Contract Time, which includes the time necessary to fulfill preconstruction requirements and to complete construction of the Project (except as adjusted by subsequent Change Orders) in accordance with Article 5 above. The Parties intend for the liquidated damages set forth herein to apply to this Contract as set forth in Government Code Section 53069.85 and in Public Contract Code Section 7203. Contractor acknowledges and agrees that the liquidated damages are intended to compensate the City solely for Contractor’s failure to meet the deadlines for completion of the Work and will not excuse Contractor from liability from any other breach, including any failure of the Work to conform to the requirements of the Contract Documents.

In the event that Contractor fails to complete the Work within the Contract Time, Contractor agrees to pay the City $13,550.10 per Working Day that completion of the each such portion of the Work is delayed beyond the Contract Time. The Contractor will not be assessed liquidated damages for delays occasioned by the failure of the City or of the owner of a utility to provide for the removal or relocation of utility facilities.

The Contractor and City acknowledge and agree that the foregoing liquidated damages have been set based on an evaluation of damages that the City will incur in the event of late completion of portions of the Work. The Contractor and City acknowledge and agree that the amount of such damages are impossible to ascertain as of the date of execution hereof and have agreed to such liquidated damages to fix the City’s damages and to avoid later disputes. It is understood and agreed by Contractor that liquidated damages payable pursuant to this Agreement are not a penalty and that such amounts are not manifestly unreasonable under the circumstances existing as of the date of execution of this Agreement.

It is further mutually agreed that the City will have the right to deduct liquidated damages against progress payments or retainage and that the City will issue a Change Order or Construction Change Directive and reduce the Contract Price accordingly. In the event the remaining unpaid Contract Price is insufficient to cover the full amount of liquidated damages, Contractor shall pay the difference to the City.

Liquidated damages are owed automatically and without notice of any kind upon the accrual of each day of delay. City may at any time deduct liquidated damages as are payable hereunder from money due or to become due to Contractor, or pursue any other legal remedy to collect such liquidated damages from Contractor and/or its Surety. Neither the City's failure or delay in deducting liquidated damages from payments otherwise due Contractor, nor City's failure or 439
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delay in notifying Contractor of the accrual of liquidated damages, shall be deemed a waiver of City's right to liquidated damages.

City's rights under this Section shall not be interpreted as precluding or limiting: (1) any right or remedy of City arising from an event of Contractor default other than a failure to complete the Work within the Contract Time; or (2) City's right to order an acceleration, at Contractor's expense, of performance of the Work to overcome delay, including, without limitation, a delay for which City has the right to assess and/or accrue liquidated damages. The availability of liquidated damages shall not limit City's right to terminate the Contractor’s performance and accrual and/or assessment of liquidated damages does not constitute a waiver of such rights.

6.2. Owner is Exempt from Liability for Early Completion Delay Damages. While the Contractor may schedule completion of all of the Work, or portions thereof, earlier than the Contract Time, the Owner is exempt from liability for and the Contractor will not be entitled to an adjustment of the Contract Sum or to any additional costs, damages, including, but not limited to, claims for extended general conditions costs, home office overhead, jobsite overhead, and management or administrative costs, or compensation whatsoever, for use of float time or for Contractor’s inability to complete the Work earlier than the Contract Time for any reason whatsoever, including but not limited to, delay cause by Owner or other Excusable Compensable Delay. See Section 6-4 of the Standard Specifications and City Special Provisions regarding compensation for delays.

6.3. Any work completed by the Contractor after the issuance of a Stop Work Notice by the City shall be rejected and/or removed and replaced as specified in Section 3-5 of the City Special Provisions.

7. INSURANCE.

7.1. General. The Contractor shall procure and maintain at its sole expense and throughout the term of this Agreement, any extension thereof, Commercial General Liability, Automobile Liability, and Workers’ Compensation Insurance with such coverage limits as described herein.

7.2. Additional Insured Endorsements. The Contractor shall cause the insurance required by the Contract Document to include the City of Moreno Valley, the City Council and each member thereof, the Moreno Valley Housing Authority, and the Moreno Valley Community Services District and their respective officials, employees, commission members, officers, directors, agents, employees, volunteers and representatives as an additional insureds. For the Commercial General Liability coverage, said parties shall be named as additional insureds utilizing either:

1. Insurance Services Office (“ISO”) Additional Insured endorsement CG 20 10 (11/85); or

2. ISO Additional Insured endorsement CG 20 10 (10/01) and Additional Insured Completed Operations endorsement CG 20 37 (10/01); or

3. Substitute endorsements providing equivalent coverage, approved by the City.

The endorsements shall be signed by a person authorized by the insurer to bind coverage on its behalf. The coverage shall contain no special limitations on the scope of protection afforded to 440
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such additional insureds. Coverage for such additional insureds does not extend to liability to the extent prohibited by Insurance Code Section 11580.4.

7.3. Waivers of Subrogation. All policies of insurance required by the Contract Documents shall include or be endorsed to provide a waiver by the insurers of any rights of recovery or subrogation that the insurers may have at any time against the City of Moreno Valley, the City Council and each member thereof, the Moreno Valley Housing Authority, and the Moreno Valley Community Services District and their respective officials, employees, commission members, officers, directors, agents, employees, volunteers, and representatives.

7.4. Primary Coverage. All policies and endorsements shall stipulate that the Contractor’s (and the Subcontractors’) insurance coverage shall be primary insurance as respects the City of Moreno Valley, the City Council and each member thereof, the Moreno Valley Housing Authority, and the Moreno Valley Community Services District and their respective officials, employees, commission members, officers, directors, agents, employees, volunteers, and representatives, and shall be excess of the Contractor’s (and its Subcontractors’) insurance and shall not contribute with it.

7.5. Coverage Applies Separately to Each Insured and Additional Insured.

Coverage shall state that the Contractor’s (and its Subcontractors’) insurance shall apply separately to each insured or additional insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability. Coverage shall apply to any claim or suit brought by an additional insured against a named insured or other insured.

7.6. Self-Insurance. Any self-insurance (including deductibles or self-insured retention in excess of $50,000) in lieu of liability insurance must be declared by Contractor and approved by the City in writing prior to execution of the Agreement. The City’s approval of self- insurance, if any, is within the City’s sole discretion and is subject to the following conditions:

1. Contractor must, at all times during the term of the Agreement and for a period of at least one (1) year after completion of the Project and any extension of the one-year correction guarantee period in accordance with Section 3-13.3 of the City Special Provisions, maintain and upon Owner’s reasonable request provide evidence of:

(a) Contractor’s “net worth” (defined as “total assets” [defined as all items of value owned by the Contractor including tangible items such as cash, land, personal property, and equipment, and intangible items such as copyrights and business goodwill]) minus total outside liabilities must be reflected in a financial statement for the prior fiscal year reflecting sufficient income and budget for Contractor to afford at least one loss in an amount equal to the amount of self-insurance;

(b) Financial statements showing that Contractor has funds set aside/budgeted to finance the self-insured fund (i.e., Contractor has a program that fulfills functions that a primary insurer would fill); and

(c) A claims procedure that identifies how a claim is supposed to be tendered to reach the financing provided by the self-insured fund.

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2. If at any time after such self-insurance has been approved, the Contractor fails to meet the financial thresholds or otherwise fails to comply with the provisions set forth in this Paragraph 7, at the option of the City:

(a) The Contractor shall immediately obtain and thereafter maintain the third party insurance required under this Paragraph 7 and otherwise on the terms required above; or

(b) The insurer shall reduce or eliminate such deductibles or self- insured retention as respects the City, its officers, officials, employees, and volunteers; or

(c) The Contractor shall procure a bond guaranteeing payment of losses and related investigation, claim administration, and defense expenses.

7.7. Insurer Financial Rating. Insurance companies providing insurance hereunder shall be rated A-VII or better in Best's Insurance Rating Guide and shall be legally licensed and qualified to conduct insurance business in the State of California.

7.8. Notices to City of Cancellation or Changes. Each insurance policy described in this Paragraph 7 shall contain a provision or be endorsed to state that coverage will not be cancelled without thirty (30) days’ prior written notice by certified or registered mail to the City (this obligation may be satisfied in the alternative by requiring such notice to be provided by Contractor’s insurance broker and set forth on its Certificate of Insurance provided to the City), except that cancellation for non-payment of premium shall require (10) days prior written notice by certified or registered mail. If an insurance carrier cancels any policy or elects not to renew any policy required to be maintained by Contractor pursuant to the Contract Documents, Contractor agrees to give written notice to the City at the address indicated on the first page of the Agreement. Contractor agrees to provide the same notice of cancellation and non-renewal to the City that is required by such policy(ies) to be provided to the First Named Insured under such policy(ies). Contractor shall provide confirmation that the required policies have been renewed not less than seven (7) days prior to the expiration of existing coverages and shall deliver renewal or replacement policies, certificates and endorsements to the City Clerk within fourteen (14) days of the expiration of existing coverages. Contractor agrees that upon receipt of any notice of cancellation or alteration of the policies, Contractor shall procure within five (5) days, other policies of insurance similar in all respects to the policy or policies to be cancelled or altered. Contractor shall furnish to the City Clerk copies of any endorsements that are subsequently issued amending coverage or limits within fourteen (14) days of the amendment.

7.9. Commercial General Liability. Coverage shall be written on an ISO Commercial General Liability “occurrence” form CG 00 01 (10/01 or later edition) or equivalent form approved by the City for coverage on an occurrence basis. The insurance shall cover liability, including, but not limited to, that arising from premises operations, stop gap liability, independent contractors, products-completed operations, personal injury, advertising injury, and liability assumed under an insured contract. The policy shall be endorsed to provide the Aggregate Per Project Endorsement ISO form CG 25 03 (11/85). Coverage shall contain no contractors’ limitation or other endorsement limiting the scope of coverage for liability arising from pollution, explosion, collapse, or underground (x, c, u) property damage. Contractor shall provide Products/Completed Operations coverage to be maintained continuously for a minimum of one (1) year after Final 442
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Acceptance of the Work, and any extension of the one-year correction guarantee period in accordance with Section 3-13.3 of the City Special Provisions.

Contractor shall maintain Commercial General Liability insurance with the following minimum limits: $1,000,000 per occurrence / $2,000,000 aggregate / $2,000,000 products-completed operations.

7.10. Business Automobile Liability. Coverage shall be written on ISO form CA 00 01 (12/93 or later edition) or a substitute form providing equivalent coverage for owned, hired, leased and non-owned vehicles, whether scheduled or not, with $1,000,000 combined single limit per accident for bodily injury and property damage. If necessary, the policy shall be endorsed to provide contractual liability coverage.

7.11. Workers’ Compensation. Contractor shall comply with the applicable sections of the California Labor Code concerning workers’ compensation for injuries on the job. Compliance is accomplished in one of the following manners:

1. Provide copy of permissive self-insurance certificate approved by the State of California; or

2. Secure and maintain in force a policy of workers’ compensation insurance with statutory limits and Employer’s Liability Insurance with a minimal limit of $1,000,000 per accident; or

3. Provide a “waiver” form certifying that no employees subject to the Labor Code’s Workers’ Compensation provision will be used in performance of this Contract.

7.12. Subcontractors’ Insurance. The Contractor shall include all Subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each Subcontractor. All coverages for Subcontractors shall be subject to all of the requirements stated herein.

8. BONDS . The Contractor shall provide two surety bonds. The Contractor shall furnish a satisfactory Performance Bond meeting all statutory requirements of the State of California on the form provided by the City. The bond shall be furnished as a guarantee of the faithful performance of the requirements of the Contract Documents as may be amended from time to time, including, but not limited to, liability for delays and damages (both direct and consequential) to the City and the City’s Separate Contractors and consultants, warranties, guarantees, and indemnity obligations, in an amount that shall remain equal to one hundred percent (100%) of the Contract Price.

The Contractor shall furnish a separate satisfactory Labor and Materials Payment Bond meeting all statutory requirements of the State of California on the form provided by the City in an amount that shall remain equal to one hundred percent (100%) of the Contract Price to secure payment of all claims, demands, stop payment notices, or charges of the State of California, of material suppliers, mechanics, or laborers employed by the Contractor or by any Subcontractor, or any person, form, or entity eligible to file a stop payment notice with respect to the Work.

All bonds shall be executed by a California-admitted surety insurer. Bonds issued by a California- admitted surety insurer listed on the latest version of the U.S Department of Treasury Circular 570 shall be deemed accepted unless specifically rejected by the City. Bonds issued by sureties 443
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not listed in Treasury Circular 570 must be accompanied by all documents enumerated in California Code of Civil Procedure Section 995.660(a). The bonds shall bear the same date as the Contract. The attorney-in-fact who executes the required bonds on behalf of the surety shall affix thereto a certified and current copy of the power of attorney. In the event of changes that increase the Contract Price, the amount of each bond shall be deemed to increase and at all times remain equal to the Contract Price. The signatures shall be acknowledged by a notary public.

Every bond must display the surety’s bond number and incorporate the Contract for construction of the Work by reference. The terms of the bonds shall provide that the surety agrees that no change, extension of time, alteration, or modification of the Contract Documents or the Work to be performed thereunder shall in any way affect its obligations and shall waive notice of any such change, extension of time, alteration, or modification of the Contract Documents. The surety further agrees that it is obligated under the bonds to any successor, grantee, or assignee of the City.

Upon the request of any person or entity appearing to be a potential beneficiary of bonds covering payment of obligations arising under the Contract, the Contractor shall promptly furnish a copy of the bonds or shall authorize a copy to be furnished.

Should any bond become insufficient, or should any of the sureties, in the opinion of the City, become non-responsible or unacceptable, the Contractor shall, within ten (10) Calendar Days after receiving notice from the City, provide written documentation to the Satisfaction of the City that Contractor has secured new or additional sureties for the bonds; otherwise the Contractor shall be in default of the Contract. No further payments shall be deemed due or will be made under Contract until a new surety(ies) qualifies and is accepted by the City.

Contractor agrees that the Labor and Materials Payment Bond and Faithful Performance Bond attached to this Agreement are for reference purposes only, and shall not be considered a part of this Agreement. Contractor further agrees that said bonds are separate obligations of the Contractor and its Surety, and that any attorney’s fee provision contained in any payment bond or performance bond shall not apply to this Agreement. In the event there is any litigation between the parties arising from the breach of this Agreement, each party will bear its own attorneys’ fees in the litigation.

9. RECORDS. The Contractor and its Subcontractors shall maintain and keep books, payrolls, invoices of materials, and Project records current, and shall record all transactions pertaining to the Contract in accordance with generally acceptable accounting principles. Said books and records shall be made available to the City of Moreno Valley, Riverside County, the State of California, the Federal Government, and to any authorized representative thereof for purposes of audit and inspection at all reasonable times and places. All such books, payrolls, invoices of materials, and records shall be retained for at least five (5) years after Final Acceptance.

10. INDEMNIFICATION.

10.1. General. To the fullest extent permitted by law, the Contractor assumes liability for and agrees, at the Contractor’s sole cost and expense, to promptly and fully indemnify, protect, hold harmless and defend (even if the allegations are false, fraudulent, or groundless), the City of Moreno Valley, its City Council, the Moreno Valley Housing Authority, and the Moreno Valley Community Services District, and all of their respective officials, officers, directors, employees, commission members, representatives and agents (“Indemnitees”), from and against any and all claims, allegations, actions, suits, arbitrations, administrative proceedings, regulatory 444
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proceedings, or other legal proceeds, causes of action, demands, costs, judgments, liens, stop payment notices, penalties, liabilities, damages, losses, anticipated losses of revenues, and expenses (including, but not limited to, any fees of accountants, attorneys, experts or other professionals, or investigation expenses), or losses of any kind or nature whatsoever, whether actual, threatened or alleged, arising out of, resulting from, or in any way (either directly or indirectly), related to the Work, the Project or any breach of the Contract by Contractor or any of its officers, agents, employees, Subcontractors, Sub-subcontractors, or any person performing any of the Work, pursuant to a direct or indirect contract with the Contractor (“Indemnity Claims”).

Such Indemnity Claims include, but are not limited to, claims for:

A. Any activity on or use of the City’s premises or facilities; B. Any liability incurred due to Contractor acting outside the scope of its authority pursuant to the Contract, whether or not caused in part by an Indemnified Party;
C. The failure of Contractor or the Work to comply with any Applicable Law, permit or orders;
D. Any misrepresentation, misstatement or omission with respect to any statement made in the Contract Documents or any document furnished by the Contractor in connection therewith;
E. Any breach of any duty, obligation or requirement under the Contract Documents, including, but not limited to any breach of Contractor’s warranties, representations or agreements set forth in the Contract Documents;
F. Any failure to coordinate the Work with City’s Separate Contractors; G. Any failure to provide notice to any party as required under the Contract Documents;
H. Any failure to act in such a manner as to protect the Project from loss, cost, expense or liability;
I. Bodily or personal injury, emotional injury, sickness or disease, or death at any time to any persons including without limitation employees of Contractor;
J. Damage or injury to real property or personal property, equipment and materials (including, but without limitation, property under the care and custody of the Contractor or the City) sustained by any person or persons (including, but not limited to, companies, corporations, utility company or property owner, Contractor and its employees or agents, and members of the general public);
K. Any liability imposed by Applicable Law including, but not limited to criminal or civil fines or penalties;
L. Any dangerous, hazardous, unsafe or defective condition of, in or on the Site, of any nature whatsoever, which may exist by reason of any act, omission, neglect, or any use or occupation of the Site by Contractor, its officers, agents, employees, or Subcontractors;
M. Any operation conducted upon or any use or occupation of the Site by the Contractor, its officers, agents, employees, or Subcontractors under or pursuant to the provisions of the Contract or otherwise; N. Any acts, errors, omission or negligence of Contractor, its officers, agents, employees, or Subcontractors;
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O. Infringement of any patent rights, licenses, copyrights, or intellectual property which may be brought against the Contractor or Owner arising out of Contractor’s Work, for which the Contractor is responsible; and P. Any and all claims against the City seeking compensation for labor performed or materials used or furnished to be used in the Work or alleged to have been furnished on the Project, including all incidental or consequential damages resulting to the City from such claims.

10.2. Effect of Indemnitees’ Active Negligence. Contractor’s obligations to indemnify and hold the Indemnitees harmless exclude only such portion of any Indemnity Claim which is attributable to the active negligence or willful misconduct of the Indemnitee, provided such active negligence or willful misconduct is determined by agreement of the parties or by findings of a court of competent jurisdiction. In instances where an Indemnitee’s active negligence accounts for only a percentage of the liability for the Indemnity Claim involved, the obligation of Contractor will be for that entire percentage of liability for the Indemnity Claim not attributable to the active negligence or willful misconduct of the Indemnitee(s). Such obligation shall not be construed to negate, abridge or otherwise reduce any other right or obligation of indemnity which would otherwise exist as to any party or person described in this Paragraph 10. Subject to the limits set forth herein, the Contractor, at its own expense, shall satisfy any resulting judgment that may be rendered against any Indemnitee resulting from an Indemnity Claim. The Indemnitees shall be consulted with regard to any proposed settlement.

10.3. Independent Defense Obligation. The duty of the Contractor to indemnify and hold harmless the Indemnitees includes the separate and independent duty to defend the Indemnitees, which duty arises immediately upon receipt by Contractor of the tender of any Indemnity Claim from an Indemnitee. The Contractor’s obligation to defend the Indemnitee(s) shall be at Contractor’s sole expense, and not be excused because of the Contractor’s inability to evaluate liability or because the Contractor evaluates liability and determines that the Contractor is not liable. This duty to defend shall apply whether or not an Indemnity Claim has merit or is meritless, or which involves claims or allegations that any or all of the Indemnitees were actively, passively, or concurrently negligent, or which otherwise asserts that the Indemnitees are responsible, in whole or in part, for any Indemnity Claim. The Contractor shall respond within thirty (30) Calendar Days to the tender of any Indemnity Claim for defense and/or indemnity by an Indemnitee, unless the Indemnitee agrees in writing to an extension of this time. The defense provided to the Indemnitees by Contractor shall be by well qualified, adequately insured and experienced legal counsel acceptable to the City.

10.4. Intent of Parties Regarding Scope of Indemnity. It is the intent of the parties that the Contractor and its Subcontractors of all tiers shall provide the Indemnitees with the broadest defense and indemnity permitted by Applicable Law. In the event that any of the defense, indemnity, or hold harmless provisions in the Contract Documents are found to be ambiguous or in conflict with one another, it is the parties’ intent that the broadest and most expansive interpretation in favor of providing defense and/or indemnity to the Indemnitees be given effect.

10.5. Waiver of Indemnity Rights Against Indemnitees. With respect to third party claims against the Contractor, to the fullest extent permitted by law, the Contractor waives any and all rights to any type of express or implied indemnity against the Indemnitees.

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10.6. Subcontractor Requirements. In addition to the requirements set forth hereinabove, Contractor shall ensure, by written subcontract agreement, that each of Contractor’s Subcontractors of every tier shall protect, defend, indemnify and hold harmless the Indemnitees with respect to Indemnity Claims arising out of, in connection with, or in any way related to each such Subcontractors’ Work on the Project in the same manner in which Contractor is required to protect, defend, indemnify and hold the Indemnitees harmless. In the event Contractor fails to obtain such defense and indemnity obligations from others as required herein, Contractor agrees to be fully responsible to the Indemnitees according to the terms of this Paragraph 10. Contractor further agrees to ensure that each subcontractor will execute a separate Letter of Assent to the terms of the CWA if the total project cost is $1,000,000 or more and will fully indemnify the City for any claims or losses which result from a Subcontractor’s failure to adhere to the terms of the CWA on this project.

10.7. No Limitation or Waiver of Rights. Contractor’s obligations under this Paragraph 10 are in addition to any other rights or remedies which the Indemnitees may have under the law or under the Contract Documents. Contractor’s indemnification and defense obligations set forth in this Paragraph 10 are separate and independent from the insurance provisions set forth in the Contract Documents, and do not limit, in any way, the applicability, scope, or obligations set forth in such insurance provisions. The purchase of insurance by the Contractor with respect to the obligations required herein shall in no event be construed as fulfillment or discharge of such obligations. In any and all claims against the Indemnitees by any employee of the Contractor, any Subcontractor, any supplier of the Contractor or Subcontractors, anyone directly or indirectly employed by any of them, or anyone for whose acts any of them may be liable, the obligations under this Paragraph 10 shall not be limited in any way by any limitation on the amount or type of damages, compensation or benefits payable by or for the Contractor or any Subcontractor or any supplier of either of them, under workers’ or workmen’s compensation acts, disability benefit acts or other employee benefit acts. Failure of the City to monitor compliance with these requirements imposes no additional obligations on the City and will in no way act as a waiver of any rights hereunder.

10.8. Withholding to Secure Obligations. In the event an Indemnity Claim arises prior to final payment to Contractor, the City may, in its sole discretion, reserve, retain or apply any monies due Contractor for the purpose of resolving such Indemnity Claims; provided, however, the City may release such funds if the Contractor provides the City with reasonable assurances of protection of the Indemnitees’ interests. The City shall, in its sole discretion, determine whether such assurances are reasonable.

10.9. Survival of Indemnity Obligations. Contractor’s obligations under this Paragraph 10 are binding on Contractor’s and its Subcontractors’ successors, heirs, and assigns and shall survive the completion of the Work or termination of the Contractor’s performance of the Work.

11. SUCCESSORS AND ASSIGNS. The Parties bind themselves, their heirs, executors, administrators, successors and assigns the covenants, agreements and obligations contained in the Contract Documents. The Contractor shall not, either voluntarily or by action of law, assign any right or obligation of the Contractor under the Contract Documents without prior written consent of the City.

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(SIGNATURE PAGE FOLLOWS)
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CITY OF MORENO VALLEY, a Municipal Corporation (NAME OF CONTRACTOR)

BY: License No./
Mike Lee, City Manager Classification:

DATE: Expiration Date:

Federal I.D. No.:

PRINT NAME:

SIGNATURE:

TITLE:

DATE:

PRINT NAME:

SIGNATURE:

TITLE:

DATE:

SIGNING INSTRUCTIONS TO THE CONTRACTOR:

Signature(s) must be accompanied by a completed notary certificate of acknowledgement attached hereto. A general partner must sign on behalf of a partnership. Two (2) corporate officers must sign on behalf of a corporation unless the corporation has a corporate resolution that allows one person to sign on behalf of the corporation; if applicable, said resolution must be attached hereto. The corporate seal may be affixed hereto.

INTERNAL USE ONLY

APPROVED AS TO LEGAL FORM:

City Attorney

Date

RECOMMENDED FOR APPROVAL:

Public Works Director/City Engineer

Date

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2246371.3

CALIFORNIA ALL-PURPOSE

CERTIFICATE OF ACKNOWLEDGMENT
State of California
SAMPLE

County of ______________________

On _________________ before me, _____________________________________________________, (Here insert name and title of the officer) personally appeared __________________________________________________________________,

who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledgement to me that he/she they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

___________________________________ (Notary Seal)
Signature of Notary Public
ADDITIONAL OPTIONAL INFORMATION INSTRUCTIONS FOR COMPLETING THIS FORM Any acknowledgment completed in California must contain verbiage exactly appears above in the notary section or a separate acknowledgment form must property completed and attached to that document. The only exception is if a document is recorded outside of California. In such instances, any alternative acknowledgment verbiage as may be printed on such a document so long as the verbiage does not require the notary to do something that is illegal for a notary in California (i.e. certifying the authorized capacity of the signer).

Please check the document carefully for proper notarial wording and attach this form if required.
 State and County information must be the State and County where the document signer(s) personally appeared before the notary public for acknowledgment.
 Date of notarization must be the date that the signer(s) personally appeared which must also be the same date the acknowledgment is completed.  The notary public must print his or her name as it appears within his or her commission followed by a comma and then your title (notary public).  Print the name(s) of document signer(s) who personally appear at the time of notarization.
 Indicate the correct singular or plural forms by crossing off incorrect forms (i.e. he/she/they, is/are) or circling the correct forms. Failure to correctly indicate this information may lead to rejection of document recording.  The notary seal impression must be clear and photographically reproducible. Impression must not cover text or lines. If seal impression smudges, re-seal if a sufficient area permits, otherwise complete a different acknowledgment form.
 Signature of the notary public must match the signature on file with the office of the county clerk.
 Additional information is not required but could help to ensure this acknowledgment is not misused or attached to a different document.  Indicate title or type of attached document, number of pages and date.  Indicate the capacity claimed by the signer. If the claimed capacity is a corporate officer, indicate the title (i.e. CEO, CFO, Secretary).  Securely attach this document to the signed document.

DESCRIPTION OF THE ATTACHED DOCUMENT

AGREEMENT SIGNATURE PAGE
(Title or description of attached document)

___________________________________________
(Title or description of attached document continued)

Number of Pages _______

Document Date _______________

_____________________________________________
Additional Information

CAPACITY CLAIMED BY THE SIGNER

 Individual(s)
 Corporate Officer
_____________________________ (Title)  Partner (s)
 Attorney-in-Fact
 Other __________________________________

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____________________________________________________________________________________ Contractor’s Bond
00600

CONTRACTOR’S BONDS
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00601-1

BOND No.

PREMIUM $ FAITHFUL PERFORMANCE BOND (100% of Total Contract Price)

PROJECT NO. 805 0067

NASON STREET LOOP TIE FROM IRIS AVENUE TO CACTUS AVENUE

KNOW ALL MEN AND WOMEN BY THESE PRESENTS:

THAT WHEREAS, the City Council of the City of Moreno Valley, State of California, known as "City," has awarded to , as Principal hereinafter designated as "Contractor" and have entered into an Agreement whereby the Contractor agrees to construct or install and complete certain designated public improvements, which said Agreement, effective on the date signed by the City of Moreno Valley, and identified as Project No. 805 0067, and all Contract Documents are hereby referred to and made a part hereof; and

WHEREAS, said Contractor under the terms of said Contract Documents is required to furnish a bond guaranteeing the faithful performance of said Agreement;

NOW THEREFORE, we the undersigned Contractor and , as Surety, are held and firmly bound unto the City of Moreno Valley, County of Riverside in the penal sum of dollars, ($ ), lawful money of the United States, to be paid to the said City or its certain attorney, its successors and assigns; for which payment, well and truly to be made, we bind ourselves, our heirs, executors and administrators, successors, and assigns, jointly and severally liable (CCP 995.320 (a)(1)), firmly by these presents.

THE CONDITION OF THIS OBLIGATION IS SUCH, that if the above bound Contractor, his or her or its heirs, executors, administrators, successors, or assigns, shall in all things stand to and abide by, and well and truly keep and perform the covenants, conditions, and provisions in said Contract Documents and any alterations thereof made as therein provided, on his or her or their part, to be kept and performed at the time and in the manner therein specified, and in all respects according to their true intent and meaning, and shall indemnify and save harmless the City of Moreno Valley, its officers, agents, and employees, as therein stipulated, then this obligation shall become null and void; otherwise it shall be and remain in full force and effect. In the event suit is brought upon this bond by the City and judgement is recovered, the Surety shall pay all costs incurred by the City in such suit, including a reasonable attorney fee to be fixed by the court.

Contractor and Surety agree that this Faithful Performance Bond shall not be considered a part of this Agreement between Contractor and the City (“Agreement”). Contractor and Surety further agree that this Faithful Performance Bond is a separate obligation of the Contractor and its Surety, and that any attorney’s fee provision contained in this Faithful Performance Bond shall not apply to the Agreement. In the event there is any litigation between the parties arising from the breach of the Agreement, each party will bear its own attorneys’ fees in the litigation.

The Surety hereby stipulates and agrees that no change, extension of time, alteration, or addition to the terms of the Contract Documents or to the Work to be performed thereunder, or the Provisions accompanying the same shall in any way affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration, or addition to the terms of the Contract Documents or to the Work or the Provisions.

(SIGNATURE PAGE FOLLOWS)
452
City of Moreno Valley
Project No. 805 0067

Faithful Performance Bond
00601-2

BOND No. __________

IN WITNESS WHEREOF, we have hereunto set our hands, and seals on this day of 20___.

CONTRACTOR (Principal) SURETY

Contractor Name: Name:

Address: Address:

Telephone No.: Telephone No.:

Print Name: Print Name:

Attorney-in-Fact

Signature: Signature:

Approved as to Form this

day of 20_____

City Attorney
City of Moreno Valley

NOTE:

 The bond shall be executed by a California admitted surety insurer (CCP 995.311).  The bond shall include an attached Notary Certificate for the Attorney-in-Fact.  The bond shall include an attached Notary Certificate for the Contractor.  The bond shall include an attached original Power of Attorney only authorizing the Attorney- in-Fact to act for the Surety.
 The bond shall include the address at which the Principal (Contractor) and Surety may be served with notices, papers and other documents.
 The Contractor’s and Surety’s corporate seal may be affixed hereto. 453
City of Moreno Valley
Project No. 801 0105

CALIFORNIA ALL-PURPOSE

CERTIFICATE OF ACKNOWLEDGMENT
State of California
SAMPLE

County of ______________________

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

DESCRIPTION OF THE ATTACHED DOCUMENT

PERFORMANCE BOND SIGNATURE PAGE
(Title or description of attached document)

___________________________________________
(Title or description of attached document continued)

Number of Pages _______

Document Date _______________

_____________________________________________
Additional Information

CAPACITY CLAIMED BY THE SIGNER

 Individual(s)
 Corporate Officer
_____________________________ (Title)  Partner (s)
 Attorney-in-Fact
 Other __________________________________

454
City of Moreno Valley
Project No. 805 0067

BOND No.

PREMIUM $

LABOR AND MATERIALS PAYMENT BOND
(100% of Total Contract Amount)

PROJECT NO. 805 0067

NASON STREET LOOP TIE FROM IRIS AVENUE TO CACTUS AVENUE

KNOW ALL MEN AND WOMEN BY THESE PRESENTS:

THAT WHEREAS, the City Council of the City of Moreno Valley, State of California, known as "City", has awarded to , as Principal hereinafter designated as "Contractor" and have entered into an Agreement whereby the Contractor agrees to construct or install and complete certain designated public improvements, which said Agreement, effective on the date signed by the City of Moreno Valley, and identified as Project No. 805 0067, and Contract Documents are hereby referred to and made a part hereof; and

WHEREAS, said Contractor under the terms of said Contract Documents is required to furnish a bond to secure the payment of claims of laborers, mechanics, materialmen, and other persons, as provided by law;

NOW, THEREFORE, we the undersigned Contractor and , as Surety are held and firmly bound unto the City of Moreno Valley, County of Riverside, in the penal sum of dollars, ($ ), lawful money of the United States, for which payment, well and truly to be made, we bind ourselves, our heirs, executors and administrators, successors, and assigns, jointly and severally liable (CCP 995.320 (a)(1)), firmly by these presents.

THE CONDITION OF THIS OBLIGATION IS SUCH, that if said Contractor, his or her or its heirs, executors, administrator, successors, or assigns, or subcontractors, shall fail to pay any of the persons described in the State of California Civil Code, Section 9100, or amounts due under the Unemployment Insurance Code with respect to work or labor performed by any such claimant, or any amounts required to be deducted, withheld, and paid over to the Franchise Tax Board from the wages of employees of the Contractor and his or her subcontractors, pursuant to Section 13020, of the Unemployment Insurance Code, with respect to such work and labor, that the Surety or Sureties herein will pay for the same in an amount not exceeding the sum specified in this bond, otherwise the above obligation shall be void. In the event suit is brought upon this bond by the City or other person entitled to bring such an action and judgement is recovered, the Surety shall pay all costs incurred by the City in such suit, including a reasonable attorney fee to be fixed by the court.

Contractor and Surety agree that this Labor and Materials Payment Bond shall not be considered a part of this Agreement between Contractor and the City (“Agreement”). Contractor and Surety further agree that this Labor and Materials Payment Bond is a separate obligation of the Contractor and its Surety, and that any attorney’s fee provision contained in this Labor and Materials Payment Bond shall not apply to the Agreement. In the event there is any litigation between the parties arising from the breach of the Agreement, each party will bear its own attorneys’ fees in the litigation.

This bond shall inure to the benefit of any of the persons described in the State of California Civil Code Section9100, to give a right of action to such persons or their assigns in any suit brought upon this bond.

(SIGNATURE PAGE FOLLOWS)
455
City of Moreno Valley
Project No. 805 0067

BOND No. ___________

IN WITNESS WHEREOF, we have hereunto set our hands, and seals on this day of 20____.

CONTRACTOR (Principal) SURETY

Contractor Name: Name:

Address: Address:

Telephone No.: Telephone No.:

Print Name: Print Name:

Attorney-in-Fact

Signature: Signature:

Approved as to Form this

day of 20

City Attorney
City of Moreno Valley

NOTE:

CALIFORNIA ALL-PURPOSE

CERTIFICATE OF ACKNOWLEDGMENT
State of California
SAMPLE

County of ______________________

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

DESCRIPTION OF THE ATTACHED DOCUMENT

PAYMENT BOND SIGNATURE PAGE
(Title or description of attached document)

___________________________________________
(Title or description of attached document continued)

Number of Pages _______

Document Date _______________

_____________________________________________
Additional Information

CAPACITY CLAIMED BY THE SIGNER

 Individual(s)
 Corporate Officer
_____________________________ (Title)  Partner (s)
 Attorney-in-Fact
 Other __________________________________

457

458
459

Report to City Council

ID: 24-0593 Page 1

TO: Mayor and City Council

FROM: Melissa Walker, Public Works Director/City Engineer

AGENDA DATE: October 15, 2024

TITLE: WHOLESALE DISTRIBUTION SERVICE BETWEEN

THE CITY OF MORENO VALLEY AND SOUTHERN
CALIFORNIA EDISON (REPORT OF: PUBLIC WORKS)

TITLE SUMMARY: Approve an Amendment to the Interconnection Facilities Agreement and Service Agreement for Wholesale
Distribution Service Between the City of Moreno Valley and Southern California Edison Company

Recommendation(s)

That the City Council:

1. Approve an amendment to the Interconnection Facilities Agreement a nd Service Agreement for Wholesale Distribution Service Between the City of Moreno Valley and Southern California Edison Company.

2. Authorize the City Manager to execute any subsequent Amendments to the Interconnection Facilities Agreement and Service Ag reement for Wholesale Distribution Service Between the City of Moreno Valley and Southern California Edison Company in accordance with the terms of the Agreement, subject to the approval of the City Attorney

SUMMARY
Moreno Valley Utility (MVU) uses a portion of Southern California Edison Company’s (SCE) transmission and distribution system to bring power to and serve MVU customers.

The Interconnection Facilities Agreement and Service Agreement for Wholesale Distribution Service describes the terms and conditions under which MVU can connect to SCE’s system. An approved Agreement is required at each point that MVU’s system connects to SCE’s system. MVU is currently connected to SCE at multiple locations in 460

ID: 24-0593 Page 2
the City; this Agreement is for the Moreno Valley Substation, located in the east portion of the City. This report recommends approval of the Amendment to the Service Agreement for Wholesale Distribution Service.

DISCUSSION
The rapid growth of large commercial projects in the eastern area of the City and residential projects throughout the City has created the need to expand capacity by constructing an expansion to the existing 115kV Moreno Valley Substation. The Moreno Valley Upgrade Project was approved by the City Cou ncil in the FY2023/24 and FY2024/25 Capital Improvement Plan . The Moreno Valley Substation Expansion is funded through MVU’s capital budget.

MVU applied for increased capacity at its 115kV interconnection to SCE’s system at the Moreno Valley Substation on September 2, 2023. Two agreements with SCE are required to complete an interconnection to SCE’s system - an Interconnection Facilities Agreement (IFA) and a Service Agreement (SA) for Wholesale Distribution Service. The Agreements are prepared after a stud y is completed by SCE that analyzes the impact of an interconnection on their system. The IFA provides the terms and conditions for SCE to design, purchase, construct, own, operate, and maintain the facilities necessary for MVU to connect to SCE’s system.

The Service Agreement for Wholesale Distribution Service describes the terms and conditions to allow MVU to connect to SCE’s system at 115kV.

ALTERNATIVES

1. Approve and authorize the recommended action as presented in this staff report.

This alternative wi ll provide for the necessary capacity to energize the new expansion of the Moreno Valley Substation and is critical to meet projected electrical demand in the eastern half of the City.

2. Do not approve and authorize the recommended actions as presented in this staff report. This alternative will impair the utility’s ability to efficiently and reliably serve customers in the eastern half of the City.

FISCAL IMPACT
Funds in the amount of $1,000,000 are available in account 6010 -70-80-45510-710114 for the monthly charge, which is anticipated to begin in October 2024. There is no impact to the general fund.

NOTIFICATION
Publication of the Agenda

PREPARATION OF STAFF REPORT
Prepared By: Department Head Approval:
461

ID: 24-0593 Page 3
Kamran Aladross, P.E. Melissa Walker, P.E.

Electric Utility Assistant Manager Public Works Director/City Engineer Concurred By:

Jason Niccoli, P.E.

Electric Utility Division Manager

CITY COUNCIL GOALS

Public Facilities and Capital Projects: Ensure that needed public facilities, roadway improvements, and other infrastructure improvements are constructed and maintained.

CITY COUNCIL STRATEGIC PRIORITIES

1. Economic Development

2. Public Safety

3. Library

4. Infrastructure

5. Beautification, Community Engagement, and Quality of Life

6. Youth Programs

Objective 1.1: Proactively attract high-quality businesses.

Objective 1.4: Promote the development of the Medical Corridor along Nason Street to meet health care demands for resid ents of Moreno Valley and the region, bring quality jobs, and create business opportunities for ancillary support businesses in the health care industry.

Objective 1.6: Establish Moreno Valley as the worldwide model in logistics development.

462

ID: 24-0593 Page 4
Report Approval Details
Document Title: STAFFREPORT_24-0593_PW_MVU_WDAT.docx
Attachments: - Agreement Amendment (ALA).pdf
Final Approval Date: Oct 8, 2024

This report and all of its attachments were approved and signed as outlined below:

Melissa Walker
Sean Kelleher
Natalia Lopez
Launa Jimenez
Brian Mohan
Mike Lee
Patty Rodriguez
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AMENDMENT TO THE

INTERCONNECTION FACILITIES AGREEMENT

AND

SERVICE AGREEMENT FOR WHOLESALE DISTRIBUTION SERVICE

BETWEEN

CITY OF MORENO VALLEY

AND

SOUTHERN CALIFORNIA EDISON COMPANY

This Amendment (“Amendment”) is entered into by and among City of Moreno Valley (“Interconnection Customer”) and Southern California Edison Company (“Distribution Provider”). Interconnection Customer and Distribution Provider may be referred to individually as a “Party” and collectively as the “Parties.”

RECITALS

A. WHEREAS, Distribution Provider and Interconnection Customer are parties to the 115 kV Interconnection Project Wholesale Distribution Load Interconnection Facilities Agreement, Service Agreement No. 149 under the Distribution Provider’s WDAT (“IFA”). The IFA provides, among other things, that the Distribution Provider will engineer, procure, and construct the Distribution Provider’s Interconnection Facilities required to interconnect the Interconnection Customer’s 115 kV Interconnection Project Wholesale Distribution Load;

B. WHEREAS, Distribution Provider and Interconnection Customer are parties to the 115 kV Interconnection Project Service Agreement for Wholesale Distribution Service, Service Agreement No. 150 under the Distribution Provider’s WDAT (“DSA”). The DSA provides, among other things, for the receipt of capacity and energy from the 464

2 | P a g e

CAISO Grid to the Point of Interconnection for delivery to the Interconnection Customer;

C. WHEREAS, Interconnection Customer submitted to Distribution Provider a request on September 2, 2023 for additional service of up to 66,200 kW by 2028. Such service is proposed to be provided from the existing 115 kV Interconnection Project by expanding the Interconnection Facilities (115 kV Interconnection Project Expansion);

D. WHEREAS, Distribution Provider and Interconnection Customer now desire to amend the IFA and DSA to account for the September 2, 2023 service request, to identify the estimated Interconnection Facilities required to provide service to the 115 kV Interconnection Project Expansion, to document the Distribution Provider’s estimated engineering procurement and construction schedule, to document the estimated cost, and for the Interconnection Customer to pay for the 115 kV Interconnection Facilities Project Expansion Interconnection Facilities.

NOW, THEREFORE, In consideration of promises and mutual agreements contained herein, the Parties agree as follows:

AMENDMENT

1. All terms and conditions of the IFA and the DSA shall remain in effect and in full force except where expressly amended by this Amendment, and the parties hereto expressly agree to be bound by those terms. Unless otherwise defined herein, all capitalized terms shall have the meaning ascribed to them in the IFA, DSA or Distribution Provider’s Wholesale Distribution Access Tariff (“WDAT”).

2. The Parties amend the IFA and DSA as specifically identified in Exhibits A and B, respectively, which are attached hereto.

3. The Effective Date as defined and used in the IFA shall remain July 22, 2006, and the Effective Date as defined and used in the DSA shall also remain July 22, 2006.

4. This Amendment shall become effective as of the date established by FERC as the effective date of the amended IFA and DSA.

5. This Amendment may be executed in one of more counterparts at different times, each of which shall be deemed an original and all of which, taken together, shall constitute one and the same Amendment.
465

3 | P a g e

6. The signatories hereto warrant and represent that they have been appropriately authorized to enter into this Amendment on behalf of the Party for whom they sign and to bind their respective principals.

IN WITNESS WHEREOF, the Parties have executed this Amendment to the GIA and DSA in multiple originals, each of which shall constitute an original effective agreement among the Parties.

Southern California Edison Company

By: ___________________________

Name: Jim Buerkle

Title: Managing Director, Grid Contracts, Engineering, and Major Projects

Date: _____________

City of Moreno Valley

By: ____________________

Name: Mike Lee

Title: City Manager

Date: ____________

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Exhibit A
Amendment Revisions to the IFA and DSA in Red-Line Format

467

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IFA

468
Title Page

Southern California Edison Company FERC FPA Electric Tariff Tariff Title: Wholesale Distribution Access Tariff
Tariff Record Title: First Revised Service Agreement No. 149

115 KV INTERCONNECTION PROJECT WHOLESALE DISTRIBUTION LOAD

INTERCONNECTION FACILITIES AGREEMENT

BETWEEN

CITY OF MORENO VALLEY

AND

SOUTHERN CALIFORNIA EDISON COMPANY

Contract Effective Date: 07/22/2006 Tariff Record Proposed Effective Date:
09/01/202405/01/2019
905.149.5 Version Number: 15.0.0
WDT168 Option Code: A
469
Page No. 1
115 kV INTERCONNECTION PROJECT WHOLESALE DISTRIBUTION LOAD

INTERCONNECTION FACILITIES AGREEMENT BETWEEN

CITY OF MORENO VALLEY
AND

SOUTHERN CALIFORNIA EDISON COMPANY

TABLE OF CONTENTS

1. Parties: ..........................................................................................................................................2

2. Recitals: .........................................................................................................................................2

3. Agreement:..................................................................................................................................32

4. Definitions: ....................................................................................................................................3

5. Effective Date And Term: .........................................................................................................65

6. Agreement Pursuant To The WDAT: ......................................................................................65

7. Creditworthiness: .........................................................................................................................6

8. Interconnection Facilities: .........................................................................................................87

9. Capital Additions: ......................................................................................................................98

10. Removal Of Interconnection Facilities: ...................................................................................109

11. Other Taxes: ...............................................................................................................................109

12. Charges: ......................................................................................................................................109

13. Billing And Payment: .................................................................................................................119

14. Addresses For Billing And Payment: .....................................................................................1312

15. Disputes: ....................................................................................................................................1413

16. Audits: .......................................................................................................................................1413

17. Operating Representatives: .....................................................................................................1413

18. Regulatory Authority: .............................................................................................................1413

19. No Dedication Of Facilities: ....................................................................................................1514

20. No Third Party Rights: ............................................................................................................1514

21. Relationship Of Parties: ..........................................................................................................1514

22. Waivers: ....................................................................................................................................1514

23. Governing Law: ........................................................................................................................1614

24. Notices: ......................................................................................................................................1615

25. Severability: ..............................................................................................................................1615

26. Entire Agreement: ....................................................................................................................1615

27. Ambiguities: ..............................................................................................................................1615

28. Signature Clause: .....................................................................................................................1716 Exhibit A Interconnection Facilities Description ......................................................................1817 Exhibit B Interconnection Facilities Cost ..................................................................................2120 Exhibit C Engineering and Construction Payment Schedule ...................................................2422 Exhibit D One-Line Diagram Moval Substation ......................................................................2723

470
Page No. 2
115 kV INTERCONNECTION PROJECT WHOLESALE DISTRIBUTION LOAD

INTERCONNECTION FACILITIES AGREEMENT BETWEEN

CITY OF MORENO VALLEY
AND

SOUTHERN CALIFORNIA EDISON COMPANY

1. Parties:

The Parties to this Interconnection Facilities Agreement are the City of Moreno Valley, (“Moreno Valley”), a municipality in the State of California, and Southern California Edison Company (“SCE”), a California corporation, hereinafter sometimes referred to individually as “Party” and collectively as “Parties.”

2. Recitals:

This Agreement is made with reference to the following facts, among others:

2.1. SCE is a California public utility engaged in the business of generating and transmitting electric energy in the States of Arizona, California, Nevada, and New Mexico. SCE is further engaged in the business of distributing such energy in the State of California.

2.2. Moreno Valley is a municipality in the state of California.

2.3. Moreno Valley submitted an interconnection request in 2005 to SCE for interconnection and wholesale Distribution Service from the ISO Grid to a new SCE- owned 115 kV substation at Moreno Valley owned property located in Moreno Valley.

Moreno Valley requested that SCE loop the Valley-Moreno-Vista 115 kV transmission line into the new SCE-owned 115 kV substation and proposed that Moreno Valley construct and own a new 115/12 kV substation, interconnect the 115/12 kV substation to SCE’s new 115 kV substation and transfer the existing Wholesale Distribution Loads currently served under Moreno Valley’s Laselle Street, Cactus Avenue, Eucalyptus Avenue and Cottonwood Avenue interconnection facilities agreements and WDAT service agreements. The amount of Distribution Service requested is 12,000 kW for 2006, 15,600 kW for 2007, 18,800 kW for 2008, 22,000 kW for 2009 and 24,200 kW for 2010.

2.4. The Parties desire to enter into this Agreement and the Service Agreement to specify the terms for SCE to provide interconnection; for SCE to engineer, design, construct, install, own, operate and maintain the Interconnection Facilities; and for Moreno Valley to pay for such facilities.

2.5 SCE and Moreno Valley executed a WDAT Service Agreement in connection with this Agreement to implement wholesale Distribution Service under SCE's WDAT.

2.52.6 Moreno Valley submitted to SCE a request on September 2, 2023 for additional service of up to 66,200 kW by 2028. Such service is proposed to be provided from the SCE-owned Moval 115 kV substation by converting the existing three-element ring- bus at Moval to a four-element ring-bus and utilizing the new ring-bus position to support the requested new 115 kV service.
471
Page No. 3

3. Agreement:

In consideration of the proemises and the mutual covenants and agreements contained herein, the Parties agree as follows:

4. Definitions:

All terms with initial capitalization not otherwise defined herein shall have the meanings assigned to them in SCE’s WDAT as that Tariff may be amended from time to time. The following terms, when used herein with initial capitalization, whether in the singular or the plural, shall have the meanings specified:

4.1. Accounting Practice: Generally accepted accounting principles and practices applicable to electric utility operations.

4.2. Agreement: This 115 kV Interconnection Project Interconnection Facilities Agreement between the City of Moreno Valley and Southern California Edison Company.

4.2.4.3. Amendment Letter Agreement: The agreement between the City of Moreno Valley and Southern California Edison Company to amend the 115 kV Interconnection Project Wholesale Distribution Load Interconnection Facilities Agreement, between City of Moreno Valley and Southern California Edison Company, Service Agreement No. 149 and the the Service Agreement for Wholesale Distribution Service Agreement between City of Moreno Valley and Southern California Edison Company Service Agreement No. 150, for the purpose of adding the required provisins to provide for the 115 kV Interconnection Project Expansion.

4.3.4.4. Capital Additions: Any Units of Property which are added to the Interconnection Facilities; the enlargement, modification or betterment of any Units of Property constituting a part of the Interconnection Facilities; or the replacement of any Units of Property constituting a part of the Interconnection Facilities, irrespective of whether such replacement constitutes an enlargement, modification or betterment of that which it replaces; the costs of which additions, enlargements, modifications, betterments or replacements in accordance with Accounting Practice would be capitalized and have not previously been included in the Interconnection Facilities Cost.

4.4.4.5. Capital Additions Cost: All costs, excluding ITCC and One-Time Cost, determined by SCE to be associated with the design, engineering, procurement, construction and installation of Capital Additions.

4.5.4.6. Capital Additions Payment: The sum of the Capital Additions Cost, associated ITCC and associated One-Time Cost.

4.6.4.7. CPUC: The California Public Utilities Commission, or its regulatory successor.

4.7.4.8. Credit Provider: Provider of any Credit Support.

4.8.4.9. Credit Support: Parent guarantee, letter of credit, surety bond, or other security meeting the requirements of Section 7.2.

4.9.4.10. Customer-Financed Monthly Rate for Non-ISO-Controlled Facilities: The rate most recently adopted by the CPUC for application to SCE’s retail electric customers for customer-financed added facilities, which does not compensate SCE for replacement of added facilities. The Customer-Financed Monthly Rate for Non-ISO- Controlled Facilities is as provided in Attachment J of the WDAT.

4.10.4.11. FERC: Federal Energy Regulatory Commission, or its regulatory successor. 472
Page No. 4

4.11.4.12. Interconnection Facilities: Facilities, as specified in Exhibit A, owned by SCE to interconnect Moreno Valley distribution systems serving Moreno Valley’s Wholesale Distribution Loads at the Laselle Street, Cactus Avenue, Eucalyptus Avenue, and Cottonwood Avenue Developments (see new definitions) to the Distribution System, as such facilities may be modified during the term of this Agreement.

4.12.4.13. Interconnection Facilities Charge: The monthly charge to Moreno Valley to recover the revenue requirements for the Interconnection Facilities, calculated as the product of the Customer-Financed Monthly Rate for Non-ISO-Controlled Facilities and the Interconnection Facilities Cost. The Interconnection Facilities Charge is provided in Exhibit B.

4.13.4.14. Interconnection Facilities Cost: All costs, excluding ITCC and One-Time Cost, determined by SCE to be associated with the design, engineering, procurement, construction and installation of the Interconnection Facilities. The Interconnection Facilities Cost is provided in Exhibit B.

4.14.4.15. Interconnection Facilities In-Service Date: The date upon which the construction of the Interconnection Facilities is complete and such facilities are successfully tested and ready for service.

4.15.4.16. Interconnection Facilities Payment: The sum of the Interconnection Facilities Cost, associated with those Interconnection Facilities constructed by SCE, and ITCC and One-Time Cost associated with the Interconnection Facilities. The Interconnection Facilities Payment is provided in Exhibit B.

4.17. ITCC: The Income Tax Component of Contribution specified in the Preliminary Statement, Part M of SCE’s tariff on file with the CPUC, applicable to the Interconnection Facilities Cost and the Capital Additions Cost. The ITCC applicable to the Interconnection Facilities Cost is provided in Exhibit B.

4.16.4.18. Lakewiew Substation: SCE’s 115/12 kV Substation located at West of Reservior Ave and 10th Street, Lakeview, Californa.

4.17.4.19. Moreno Valley Cactus Avenue: All equipment and facilities comprising Moreno Valley’s distribution system serving the end-use customers’ loads at the Moreno Valley Cactus Avenue development, as described by Moreno Valley in its WDAT application and as installed by Moreno Valley located on Cactus Avenue, near Moreno Beach Drive in the City of Moreno Valley.

4.18.4.20. Moreno Valley Cottonwood Avenue: All equipment and facilities comprising Moreno Valley’s distribution system serving the End-Use Customers’ loads at the Moreno Valley Cottonwood Avenue development, as described by Moreno Valley in its WDAT application and as installed by Moreno Valley located on the southwest corner of Cottonwood Avenue and Redlands Boulevard in the city of Moreno Valley.

4.19.4.21. Moreno Valley Eucalyptus Avenue: All equipment and facilities comprising Moreno Valley’s distribution system serving the end-use customers’ loads at the Moreno Valley Eucalyptus Avenue development, as described by Moreno Valley in its WDAT application and as installed by Moreno Valley located on Eucalyptus Avenue, near Moreno Beach in the City of Moreno Valley.

4.22. Moreno Valley Lasselle Street: All equipment and facilities comprising Moreno Valley’s distribution system serving the end-use customers’ loads at the Moreno Valley Lasselle Street development, as described by Moreno Valley in its WDAT application and as installed by Moreno Valley located on Lasselle Street, nearYanez 473
Page No. 5
Trail in the City of Moreno Valley.

4.23. Moval-City of Moreno Valley No. 1 115 kV Line: The existing 115 kV service that terminates at the SCE Moval 115 kV Substation, installed pursuant to the 2005 115 kV interconnection request.

4.20.4.24. Moval-City of Moreno Valley No. 2 115 kV Line: The 115 kV service that will terminate at the SCE Moval 115 kV Substation following conversion of the existing Moval three-element ring-bus to a four-element ring-bus and pursuant to the 2023 interconnection request.

4.21.4.25. One-Time Cost: All costs determined by SCE to be associated with the installation of Interconnection Facilities or Capital Additions which are not capitalized. The Interconnection Facilities One-Time Cost is provided in Exhibit B.

4.26. 115 kV Interconnection Project : All equipment and facilities comprising the project, as disclosed by Moreno Valley in its 115 kV Interconnection Request, including but not limited to Moreno Valley constructing a new 115 kV substation, deeding the ownership of the 115 kV substation to SCE, SCE looping the Valley-Moreno-Vista 115 kV transmission line into the new SCE owned 115 kV substation, Moreno Valley constructing and owning a new 115/12 kV substation interconnecting the 115/12 kV substation to the new SCE owned115 kV substation and transferring the existing Wholesale Distribution Loads from Moreno Valley’s Laselle Street, Cactus Avenue, Eucalyptus Avenue and Cottonwood Avenue interconnection facilities agreements and WDAT Service Agreements.

4.27. 115 kV Interconnection Project Expansion: All equipment and facilities comprising Moreno Valley’s request of September 2, 2023 for additional Wholesale Load service upto 66,200 kW by 2028 and the request for the installation of a Moval – City of Moreno Valley No. 2 115 kV Line (Note: The Valley-Moval 115 kV line has since been looped into SCE’s Lakeview substation resulting in the creation of the Valley- Lakeview and Lakeview-Moval 115kV lines).

4.28. 115 kV Interconnection Project Expansion In-Service Date: The date upon which the construction of the 115 kV Interconnection Project Expansion is complete and such facilities are successfully tested and ready for service.

4.22. 4.23.4.29. Removal Cost: The actual cost SCE incurs for the removal of the Interconnection Facilities, which is calculated as the amount, if positive, of the costs of removal minus the salvage value of the Interconnection Facilities.

4.24.4.30. Service Agreement: The Service Agreement For Wholesale Distribution Service between the Parties executed concurrently herewith.

4.25.4.31. Units of Property: As described in FERC's “List of Units of Property for Use in Connection with Uniform System of Accounts Prescribed for Public Utilities and Licensees” in effect as of the date of this Agreement, and as such list may be amended from time to time.

4.26.4.32. Valley Substation: SCE's 500/115 kV Substation located at 26125 Menifee Rd, Romoland, CA, 92380.

4.27.4.33. Vista Substation: SCE's 220/115 kV Substation located at 22200 Newport Avenue, Grand Terrace, CA 92324.

4.28.4.34. WDAT: SCE's Wholesale Distribution Access Tariff. 474
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5. Effective Date And Term:

5.1. This Agreement shall become effective upon the effective date ordered by FERC (“Effective Date”).

5.2. This Agreement shall terminate on the earliest of (i) the termination date of the Service Agreement, (ii) the date specified by Moreno Valley upon one hundred eighty (180) calendar days advance written notice to SCE if the notice of termination is received by SCE on or after the Interconnection Facilities In-Service Date (iii) the date specified by Moreno Valley upon thirty (30) calendar days advance written notice to SCE if the notice of termination is received by SCE before the Interconnection Facilities In- Service Date (iv) the date specified by SCE pursuant to Sections 8.8 or 13.4.

5.3. Any obligations of one Party to the other, including payment obligations, as a result of this Agreement, which accrued prior to or as a result of termination of this Agreement, shall survive termination.

5.4. If Moreno Valley has given notice of termination and a filing with FERC is required to terminate this Agreement, Moreno Valley shall support such filing before the FERC if requested by SCE.

5.5. Upon termination of this Agreement, Moreno Valley shall pay SCE any remaining balance owed for SCE’s costs incurred or irrevocably committed to be incurred pursuant to this Agreement as of the effective date of termination within sixty (60) calendar days following receipt of a billing from SCE requiring such payment. Such billing shall reflect all payments received by SCE, which shall be credited against the amount of SCE's costs and expenses incurred or irrevocably committed to be incurred in accordance with this Agreement.

6. Agreement Pursuant To The WDAT:

This Agreement provides terms regarding Interconnection Facilities, Delivery Upgrades, Distribution System Facilities and Reliability Upgrades associated with wholesale Distribution Service pursuant to the WDAT. Accordingly, the rights and obligations of the Parties pursuant to this Agreement are subject to applicable provisions of the WDAT, including without limitation its provisions regarding indemnification and Uncontrollable Force, in addition to the provisions of this Agreement. In case of a conflict in the terms contained in this Agreement and the terms in the WDAT, the terms of the WDAT shall apply. Moreno Valley has read and is familiar with the terms of the WDAT.

7. Creditworthiness:

7.1. Upon the Effective Date and until all payment obligations of Moreno Valley to SCE under this Agreement and the Service Agreement, including any obligation to pay the Removal Cost in accordance with Section 12.1, have been finally and irrevocably paid after the termination date pursuant to Section 5, Moreno Valley shall either maintain an unsecured long-term debt rating of A2 or higher from Moody’s Investor Service, Inc. (“Moody’s”) or A or higher from Standard and Poor’s Corporation (“S&P”) or provide and maintain additional security as described in Section 7.2 clauses (b) through (e).
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7.2. Upon the Effective Date, Moreno Valley shall provide to SCE, in a form that is acceptable to SCE in its sole discretion, (a) evidence that Moreno Valley has one of the ratings specified in Section 7.1; (b) an unconditional and irrevocable guarantee of Moreno Valley’s obligations from a parent company of Moreno Valley that has an unsecured long-term debt rating of A2 or higher from Moody’s or A or higher from S&P, together with evidence of one of such ratings; (c) an unconditional and irrevocable letter of credit in US dollars from a depository institution organized under the laws of the United States of America or any State (or any domestic branch of a foreign bank), which (i) has either (A) a long-term unsecured debt rating of A or higher by S&P or A2 or higher by Moody’s or (B) a certificate of deposit rating of A- 1+ by S&P and P-1 by Moody’s, and (ii) whose deposits are insured by FDIC, together with evidence of such ratings; (d) an unconditional and irrevocable surety bond in US dollars issued by an insurance company that has and maintains an Insurance Financial Strength rating of A2 or higher from Moody’s or A or higher from S&P, and is rated no less than A- (with a minimum size rating of VIII) by Best’s Insurance Guide and Key Ratings, together with evidence of such ratings or (e) other security that is acceptable to SCE in its sole discretion.

7.3. Until all payment obligations of Moreno Valley to SCE under this Agreement and the Service Agreement, including any obligation to pay the Removal Cost in accordance with Sections 10.2, 12.1 and 13.2, have been finally and irrevocably paid after the termination date pursuant to Section 5, Moreno Valley shall provide to SCE, within ten (10) calendar days after June 30 and December 31 of each year, evidence of the then current applicable ratings of Moreno Valley or the Credit Provider of any Credit Support being maintained for the benefit of SCE hereunder; and if any such applicable rating is reduced at any time, Moreno Valley shall notify SCE in writing within five (5) calendar days after such reduction.

7.4. Any Credit Support provided hereunder shall be payable in at least the amount specified in Section 7.5, and shall be issued in favor of or for the benefit of SCE and its successors and assignees, and shall state that it may be drawn upon in whole or in part by SCE or its successors or assignees at any time (i) if a substitute Credit Support meeting the requirements of Section 7.2 is not provided within ten (10) calendar days after any reduction in the applicable rating of the Credit Provider meeting the requirements of Section 7.2 below the level specified herein; (ii) if a substitute Credit Support has not been provided at least thirty (30) calendar days before any expiration of the Credit Support; or (iii) upon any failure by Moreno Valley to make any payment required by this Agreement and the Service Agreement when due and following the expiration of any applicable cure period, pursuant to Section 13.4.

7.5. The amount available to be drawn under any Credit Support shall be equal to $101,792. $2,389,933. The disposition of any released Credit Support shall be directed by Moreno Valley.

7.6. In addition to the provisions described above, any Credit Support provided hereunder shall contain such terms, conditions, waivers, representations, covenants, and other provisions as may be customary for similar instruments delivered in the State of California, as approved by SCE in its reasonable discretion.

7.7.Within thirty (30) calendar days of the Amendment Letter Agreement Effective Date, Effective Date, Moreno Valley shall provide to SCE , in a form that is acceptable to SCE 476
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in its sole discretion, security that is acceptable to sCE pursuant to Section 7.1 of the Agreement, and Section 7.5 of the Agreement, to provide for the 115 kV Interconnection Project Expansion.

7.6. 8. Interconnection Facilities:

8.1. Moreno Valley is responsible for engineering and constructing Moval Substation, at its cost, as set forth in Exhibit A hereof under the caption Moval Substation – Scope of Work by Moreno Valley.

8.2. Moreno Valley shall make all necessary arrangements for easements required in order for SCE to comply with its obligations under this Agreement. SCE shall provide forms of easement agreements for execution by affected property owners.

Notwithstanding any other provision of this Agreement, SCE shall have no obligation to install the Interconnection Facilities prior to the effective date of such easement agreements.

8.3. Moreno Valley shall perform the environmental, licensing, and permitting activies for the 115 kV Interconnection Project Expansion as set forth in Exhibit E Section 2. make all necessary arrangements for easements required in order for SCE to comply with its obligations under this Agreement. SCE shall provide forms of easement agreements for execution by affected property owners. Notwithstanding any other provision of this Agreement, SCE shall have no obligation to install the Interconnection Facilities prior to the effective date of such easement agreements.

8.2.8.4. 8.5. SCE is responsible for performing the Scope of Work by SCE as set forth in Exhibit A pursuant to Good Utility Practice and apply for any regulatory approvals necessary for the construction, operation and maintenance of the Interconnection Facilities.

8.6.SCE is responsible for performing the Scope of Work by SCE for the 115 kV Interconnection Project Expansion as set forth in Exhibit E Section 1 pursuant to Good Utility Practice and apply for any regulatory approvals necessary for the construction, operation and maintenance of the 115 kV Interconnection Project Expansion.

8.3. 8.7. SCE shall use commercially reasonable efforts to complete the Scope of Work by SCE as set forth in Exhibit A hereof, successfully test and declare ready for service the described facilities on or before eight months from the Effective Date. However, Moreno Valley understands and acknowledges that such dates are only estimates and that equipment and material lead times, labor availability, outage coordination, regulatory approvals, or other unforeseen events could delay the actual in-service date(s) beyond those specified. SCE’s efforts to complete the Scope of Work by SCE is contingent upon Moreno Valley’s timely completion of the work required to be performed by it in accordance with Section 8.1; thus, any delay by Moreno Valley in performing Work To Be Performed By Moreno Valley as described in Exhibit A may cause delay in completion of the Scope of Work by SCE.

8.8.SCE shall use commercially reasonable efforts to complete the Scope of Work by SCE as set forth in Exhibit E Section 1. For the 115 kV Interconnection Project Expansion, successfully test and declare ready for service the described facilities on or before fifty- 477
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one (51) months from the Amendment Letter Agreement effective date. However, Moreno Valley understands and acknowledges that such dates are only estimates and that equipment and material lead times, labor availability, outage coordination, regulatory approvals, or other unforeseen events could delay the actual in-service date(s) beyond those specified. SCE’s efforts to complete the Scope of Work by SCE is contingent upon Moreno Valley’s timely completion of the work required to be performed by it in accordance with Exhibit E Section 2; thus, any delay by Moreno Valley in performing Work To Be Performed By Moreno Valley may cause delay in completion of the Scope of Work by SCE.

8.4. 8.5.8.9. SCE shall own, operate and maintain the Interconnection Facilities.

8.6.8.10. Moreno Valley shall transfer the ownership of Moval Substation as described in Exhibit A, hereof, to SCE within forty five (45) days following completion of the Moval Substation. SCE will not energize the facilities necessary to provide interconnection to Moreno Valley until Moreno Valley transfers the ownership of Moval Substation to SCE.

8.7.8.11. The maximum capacity of the Interconnection Facilities made available by SCE to Moreno Valley for the purpose of interconnecting and delivering energy and other services from the ISO under this Agreement shall be 66,20024.2 MWkW. Moreno Valley acknowledges that if Moreno Valley wishes to increase the amount of Distribution Service provided pursuant to this Agreement and the Service Agreement, Moreno Valley shall be required to submit a new application for Distribution Service in accordance with the terms and conditions of the WDAT.

8.8.8.12. Moreno Valley shall not cause it’s distribution systems serving the Wholesale Distribution Loads at the Laselle Street, Cactus Avenue, Eucalyptus Avenue, and Cottonwood Avenue Developments to operate in parallel with or to interconnect to any other electrical facilities, which facilities shall include, but not be limited to, Moreno Valley’s distribution systems served under other WDAT interconnection facilities agreements or service agreements, any generating facilities, other SCE facilities, or any facilities served by other electric utilities without receiving prior review and authorization from SCE. If Moreno Valley fails to comply with the requirements set forth in this Section 8.8, then SCE shall have the right to terminate this Agreement, subject to FERC acceptance or approval.

8.9.8.13. Moreno Valley shall cause its electrical facilities to be a balanced system across all three phases.

8.10.8.14. This Agreement governs the facilities required to interconnect Moreno Valley’s distribution systems serving the Moreno Valley, Laselle Street, Cactus Avenue, Eucalyptus Avenue and Cottonwood Avenue developments to SCE’s electrical system pursuant to the WDAT and as described herein. Moreno Valley shall be responsible for making all necessary operational arrangements with the ISO, including, without limitation, arrangements for obtaining transmission service from the ISO, and for scheduling delivery of energy and other services from the ISO Grid.

9. Capital Additions:

9.1. SCE shall engineer, design, construct, install, own, operate and maintain all Capital 478
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Additions pursuant to Good Utility Practice.

9.2. Except as otherwise provided in Section 9.3, whenever Capital Additions are required by SCE pursuant to Good Utility Practice (which may include compliance with system or regulatory requirements), Moreno Valley shall pay all charges associated with such Capital Additions in accordance with Section 13.

9.3. In the event that Capital Additions are required in order to benefit SCE, or because of damage caused by negligence or willful misconduct of SCE, Moreno Valley shall not bear cost responsibility for such Capital Additions. No adjustment will be made to the Interconnection Facilities Cost and no Capital Additions Cost, ITCC, or One-Time Cost will be charged to Moreno Valley for such Capital Additions.

10. Removal Of Interconnection Facilities:

10.1. Following termination of this Agreement, SCE will remove the Interconnection Facilities from service to Moreno Valley.

10.2. On or before the date one year following termination of this Agreement, SCE shall notify Moreno Valley whether SCE intends to physically remove the Interconnection Facilities or any part thereof. If SCE intends to physically remove the Interconnection Facilities or any part thereof, then SCE shall physically remove such facilities within two years from the date of notification of intent, and Moreno Valley shall pay the Removal Cost in accordance with Sections 12.1 and 13.2. If SCE does not intend to physically remove the Interconnection Facilities or any part thereof, then Moreno Valley shall have no obligation to pay such Removal Cost.

11. Other Taxes:

Moreno Valley shall be solely responsible for any taxes (including, but not limited to, property tax, sales and use tax, excise tax, and document transfer tax) that are asserted against any payments or asset transfers made by Moreno Valley to SCE under this Agreement for Interconnection Facilities and Capital Additions. SCE and Moreno Valley shall cooperate in good faith to appeal, protest, seek abatement of, or otherwise contest other taxes associated against payments or asset transfers made by Moreno Valley to SCE under this Agreement for Interconnection Facilities and Capital Additions.

12. Charges:

12.1. Moreno Valley shall pay to SCE the following charges in accordance with this Agreement: (a) Interconnection Facilities Payment; (b) Interconnection Facilities Charge; (c) Capital Additions Payment; (d) any reimbursable FERC fees pursuant to Section 18.3; (e) Removal Cost pursuant to Section 13.2; (f) other taxes pursuant to Section 11; and (g) termination charges pursuant to Section 5.5.

12.2. The Interconnection Facilities Cost, Capital Additions Cost, One-Time Cost, ITCC and Removal Cost shall be compiled in accordance with Accounting Practice.

12.3. If, during the term of this Agreement, SCE executes an agreement to provide service to another entity (other than retail load) which contributes to the need for the Interconnection Facilities, the charges due hereunder may be adjusted to appropriately 479
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reflect such service based on SCE’s cost allocation principles in effect at such time and shall be subject to FERC approval.

13. Billing And Payment:

13.1. Billing Procedure.

13.1.1. Except as otherwise specifically provided herein, commencing on or following the Effective Date, SCE will render bills to Moreno Valley for charges under this Agreement, and Moreno Valley shall pay such bills, in accordance with the Billing and Payment provisions of the WDAT.

13.1.2. Moreno Valley shall make payments to SCE for the Interconnection Facilities Payment according to the payment schedules shown in Exhibit C.

The amount of such Interconnection Facilities Payment is based on SCE’s cost estimates and shall be subject to later adjustment pursuant to Sections

13.1.9.3 and 13.1.9.4.

13.1.3. Commencing on or following the Interconnection Facilities In-Service Date, each month SCE will render bills to Moreno Valley for the Interconnection Facilities Charge. The Interconnection Facilities Charge payments shall initially be based on the estimated Interconnection Facilities Cost and such payments shall be subject to later adjustment pursuant to Sections 13.1.9.3 and 13.1.9.4. The Interconnection Facilities Charge for the first and last month of service hereunder shall be pro-rated based on the number of days in which service was provided during said months.

13.1.4. SCE will bill Moreno Valley for the Capital Additions Payment prior to commencing any work on any Capital Additions in accordance with Section

9.2; provided that, at SCE’s sole discretion, SCE may bill Moreno Valley for the Capital Additions Payment after commencing such work if SCE determines that Capital Additions are required in accordance with safety or regulatory requirements or to preserve system integrity or reliability. Such billing shall initially be based on SCE's cost estimates and shall be subject to later adjustment pursuant to Sections 13.1.9.1 and 13.1.9.2.

13.1.5. Except as otherwise provided in Section 9.3, if certain Interconnection Facilities are removed to accommodate such Capital Additions and such removal results in a change in the Interconnection Facilities Cost, the Interconnection Facilities Charge shall be adjusted as of the in-service date of such Capital Additions to reflect the change in the Interconnection Facilities Cost.

13.1.6. Except as otherwise provided in Section 9.3, if such Capital Additions result in an increase in the Interconnection Facilities Cost, then the Interconnection Facilities Charge, shall be adjusted as of the in-service date of such Capital Additions to reflect the change in such costs.

13.1.7. Commencing on the Effective Date, SCE will render bills to Moreno Valley for any reimbursable FERC fees in accordance with Section 18.3. Such billing shall be for any reimbursable FERC fees or costs incurred since the preceding billing.

13.1.8. Within twelve (12) months following the earlier of 1) the date Moreno Valley 480
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transfers ownership of Moval Substation to SCE, or 2) the Moval Substation in-service date, Moreno Valley shall determine the actual recorded cost of Moval Substation, and provide SCE with a final accounting.

13.1.9. Within twelve (12) months following the Interconnection Facilities In- Service Date, the 115 kV Interconnection Project Expansion In-Service Date, or the in-service date of any Capital Additions, as the case may be, SCE shall determine the actual recorded Interconnection Facilities Cost or the Capital Additions Cost, including the associated One-Time Cost and ITCC, and provide Moreno Valley with a final invoice.

13.1.9.1. If the amounts paid for the estimated Interconnection Facilities Payment, or the Capital Additions Payment are less than the amounts due for the Interconnection Facilities Payment, or the Capital Additions Payment as determined from the actual recorded Interconnection Facilities Cost or the Capital Additions Cost, including the associated One-Time Cost and ITCC, SCE will bill Moreno Valley for the difference between the amounts previously paid by Moreno Valley and the actual recorded costs, without interest, within twenty (20) calendar days of the date of such invoice.

13.1.9.2. If the amounts paid for the estimated Interconnection Facilities Payment or the Capital Additions Payment are greater than the amounts due for the Interconnection Facilities Payment or the Capital Additions Payment as determined from the actual recorded Interconnection Facilities Cost or the Capital Additions Cost, including the associated One-Time Cost and ITCC, SCE will refund Moreno Valley the difference between the amounts previously paid by Moreno Valley and the actual recorded costs, without interest, within twenty (20) calendar days of the date of such invoice.

13.1.9.3. If the amounts paid for the Interconnection Facilities Charge are less than the amounts due for the Interconnection Facilities Charge as determined from the actual recorded Interconnection Facilities Cost, SCE will bill Moreno Valley for the difference between the amounts previously paid by Moreno Valley and the amounts which would have been paid based on actual recorded costs, without interest, on the next regular billing.

13.1.9.4. If the amounts paid for the Interconnection Facilities Charge are greater than the amounts due for the Interconnection Facilities Charge as determined from the actual recorded Interconnection Facilities Cost, SCE will credit Moreno Valley the difference between the amounts previously paid by Moreno Valley and the amounts which would have been paid based on actual recorded costs, without interest, on the next regular billing.

13.1.10. Charges for payments upon termination shall be billed and paid as provided in Section 5.

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13.2. Removal Cost.

13.2.1. If, in accordance with Section 10.2, SCE decides to physically remove the Interconnection Facilities, SCE shall render a bill to Moreno Valley for the Removal Cost. Moreno Valley shall pay the Removal Cost in accordance with Section 12.1. Such billing shall be initially based on SCE’s estimate of the Removal Cost. Within 12 months following the removal of the Interconnection Facilities, SCE shall determine the recorded Removal Cost and provide Moreno Valley with a final invoice.

13.2.2. If the amount paid for the Removal Cost is less than the amount due for the Removal Cost as determined from the actual recorded Removal Cost, SCE will bill Moreno Valley for the difference between the amount previously paid by Moreno Valley and the amount which would have been paid based on actual recorded costs, without interest, within twenty (20) calendar days of the date of such invoice.

13.2.3. If the amount paid for the Removal Cost is greater than the amount due for the Removal Cost as determined from the actual recorded Removal Cost, SCE will refund Moreno Valley the difference between the amount previously paid by Moreno Valley and the amount which would have been paid based on actual recorded costs, without interest, within twenty (20) calendar days of the date of such invoice.

13.3. Interest On Unpaid Balances.

Interest on any unpaid amounts shall be calculated in accordance with the methodology specified in the Interest on Unpaid Balances provision of the WDAT.

13.4. Default And Billing Dispute.

Any default or billing dispute shall be handled in accordance with the methodology specified in the Customer Default provision of the WDAT, including, without limitation, the provision for termination upon default, subject to FERC approval.

14. Addresses For Billing And Payment:

14.1. All payments to be made by Moreno Valley to SCE shall be sent to:

Southern California Edison Company
Accounts Receivable
Box 600
Rosemead, California 91770-0600

SCE may, at any time, by written notice to Moreno Valley pursuant to Section 6 of the Service Agreement for Wholesale Distribution Service, change the address to which payments will be sent.

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14.2. All billings to be presented by SCE to Moreno Valley shall be sent to:

City of Moreno Valley
City Manager’s Office
Attn: City Manager
14177 Frederick Street
Moreno Valley, CA 92552-0805

Moreno Valley may, at any time, by written notice to SCE pursuant to Section 6 of the Service Agreement for Wholesale Distribution Service, change the address to which billings will be sent.

15. Disputes:

With the exception of any billing dispute as provided pursuant to Section 13.4 herein, or as otherwise limited by law, the Dispute Resolution Procedures set forth in the WDAT shall apply to all disputes between Moreno Valley and SCE which arise under this Agreement; provided, however, that the Dispute Resolution Procedures set forth in the WDAT shall not apply as to disputes regarding whether rates and charges set forth in this Agreement are just and reasonable under the Federal Power Act.

16. Audits:

16.1. SCE will maintain records and accounts of all costs incurred in sufficient detail to allow verification of all costs incurred, including, but not limited to, labor and associated labor burden, material and supplies, outside services, and administrative and general expenses.

16.2. Moreno Valley shall have the right, upon reasonable notice, at a reasonable time at SCE's offices and at its own expense, to audit SCE’s records and accounts as necessary and as appropriate in order to verify costs incurred by SCE. Any audit requested by Moreno Valley shall be limited to the costs reflected in the final invoice as set forth in Sections 13.1.8 or 13.2.1, and shall be completed, and written notice of any audit dispute provided to SCE pursuant to Section 6 of the Service Agreement, within one hundred eighty (180) calendar days following receipt by Moreno Valley of such final invoice.

17. Operating Representatives:

The responsibilities assigned to the Operating Representatives appointed pursuant to Section 3 of Attachment B to the Tariff shall extend to the activities required under this Agreement.

18. Regulatory Authority:

18.1. No later than thirty (30) calendar days following the execution of this Agreement, SCE shall tender this Agreement for filing with FERC with a request that it be made effective upon acceptance without suspension, and Moreno Valley shall support SCE 483
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in obtaining all necessary authorizations and approvals for this Agreement.

18.2. Nothing contained herein shall be construed as affecting in any way: (i) the right of SCE to unilaterally make application to the FERC for a change in rates, charges, classification, or service, or any rule, regulation, or contract relating thereto, under Section 205 of the Federal Power Act and pursuant to the Rules and Regulations promulgated by FERC thereunder; (ii) the right of Moreno Valley to oppose such changes under Section 205 of the Federal Power Act; (iii) the right of Moreno Valley to file a complaint requesting a change in rates, charges, classification, or service, or any rule, regulation or contract relating thereto, or rate methodology or design relating to services provided hereunder, under Section 206 of the Federal Power Act and pursuant to the rules and regulations promulgated by the FERC thereunder; or (iv) the right of SCE to oppose such complaint by Moreno Valley under Section 206 of the Federal Power Act. Any change shall become effective pursuant to Section 205 of the Federal Power Act.

18.3. Moreno Valley shall reimburse SCE for all fees and charges imposed on SCE by the FERC attributable to the service provided under this Agreement and the Service Agreement, or any amendments thereto.

19. No Dedication Of Facilities:

Any undertaking by one Party to the other Party under this Agreement shall not constitute the dedication of the electrical system or any portion thereof of the undertaking Party to the public or to the other Party, and it is understood and agreed that any such undertaking by a Party shall cease upon the termination of its obligations hereunder.

20. No Third Party Rights:

Unless otherwise specifically provided in this Agreement, the Parties do not intend to create rights in or grant remedies to any third party as a beneficiary of this Agreement or of any duty, covenant, obligation, or undertaking established hereunder.

21. Relationship Of Parties:

The covenants, obligations, and liabilities of the Parties are intended to be several and not joint or collective, and nothing contained in this Agreement shall ever be construed to create an association, joint venture, trust, or partnership, or to impose a trust or partnership covenant, obligation, or liability on or with regard to either Party. Each Party shall be individually responsible for its own covenants, obligations, and liabilities as provided in this Agreement. Neither Party shall be under the control of or shall be deemed to control the other Party. Neither Party shall be the agent of or have a right or power to bind the other Party without such other Party's express written consent.

22. Waivers:

Any waiver at any time by either Party of its rights with respect to a default under this Agreement, or with respect to any other matter arising in connection with this Agreement, 484
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shall not be deemed a waiver with respect to any other or subsequent default or other matter arising in connection therewith. Any delay, short of any statutory period of limitation, in asserting or enforcing any right, shall not be deemed a waiver of such right.

23. Governing Law:

Except as otherwise provided by federal law, this Agreement shall be governed by and construed in accordance with, the laws of the state of California.

24. Notices:

Any notice, demand, or request provided in this Agreement, or served, given, or made in connection with it, shall be made in accordance with Section 6 of the Service Agreement.

25. Severability:

In the event that any term, provision, covenant, or condition of this Agreement or the application of any such term, covenant, or condition shall be held invalid as to any person, entity, or circumstance by any court, arbitration, or regulatory authority having jurisdiction, the invalidity of such term, covenant or condition shall not affect the validity of any other term, provision, condition or covenant and such term, provision, covenant or condition shall remain in force and effect as applied to this Agreement to the maximum extent permitted by law. The Parties hereto further agree to negotiate in good faith to establish new and valid terms, conditions and covenants to replace any found invalid so as to place each Party as nearly as possible in the position contemplated by this Agreement.

26. Entire Agreement:

This Agreement and the Service Agreement constitute the complete and final expression of the agreement between the Parties and are intended as a complete and exclusive statement of the terms of their agreement which supersedes all prior and contemporaneous offers, promises, representations, negotiations, discussions, communications, and other agreements which may have been made in connection with the subject matter of this Agreement and the Service Agreement.

27. Ambiguities:

Ambiguities or uncertainties in the wording of this Agreement shall not be construed for or against any Party, but will be construed in the manner that most accurately reflects the Parties’ intent as of the date they executed this Agreement. 485
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28. Signature Clause:

The signatories hereto represent that they are authorized to enter into this Agreement on behalf of the Party for whom they sign. This Agreement is hereby executed as of the _12th day of __July , 2006.

SOUTHERN CALIFORNIA EDISON COMPANY

By: ___/s/ Ronald L. Litzinger________
Name: Ronald L. Litzinger
Title: Senior Vice President

CITY OF MORENO VALLEY

By: ____/s/ Bonnie Flickinger___________
Name: Bonnie Flickinger
Title: Mayor
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Exhibit A

Interconnection Facilities Description – 115 kV Interconnection Project

A. Substation:

1A. Moval Substation – Scope of Work by Moreno Valley
Engineer and construct a 115kV interconnection facility, arranged in a three-element ring-bus configuration to provide service to interconnect one 115 kV customer owned transmission line from Moreno Valley.

All work to be performed according to SCE engineering, design, layout, materials and construction Standards.
1B. Moval Substation – Scope of Work by SCE
Review the complete engineering and design drawings and bills of materials submitted by Moreno Valley to verify their compliance with the SCE engineering and design standards.

Install one set of 115kV revenue metering equipment, one metering cabinets, one Mechanical-Electrical Equipment Room (MEER) and one Remote Terminal Unit (RTU).

Inspect the site during construction to verify compliance with SCE Materials and Construction Standards.

Test the substation prior to energization.

2. Valley Substation – Scope of Work by SCE
Upgrade the line protection relays on the Moreno – Vista 115kV Line Position No.12- N. This line will become the new Moval 115kV Line.

Remove 1-LCB II, 3-CO-8, 1-JBCG 99, 1-KD10 and 3-SC Relays and install new SEL-311L Line Current Differential and G.E. D60 Line Distance Relays.

3. Moreno Substation – Scope of Work by SCE
Upgrade the line protection relays on the Valley – Vista 115kV Line Position No.3.

This line will become the new Moval – Vista 115kV Line.

Remove 1-LCB II, 3-IBC54, 1-JBCG 99, 1-KD10 and 3-SC Relays and install new SEL-311L Line Current Differential and G.E. D60 Line Distance Relays.

4. Vista Substation – Scope of Work by SCE
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Upgrade the line protection relays on the Valley – Moreno 115kV Line Position No.5.

This line will become the new Moreno – Moval 115kV Line.

Remove 1-LCB II, 3-GCY, 1-JBCG and 1-RPM Relays and install new SEL-311L Line Current Differential and G.E. D60 Line Distance Relays.

B. Sub-Transmission – Scope of Work by SCE:

Valley – Lakeview - Moreno – Vista 115kV Line
Loop the line into Moval Substation and form the two new Valley – Lakeview – Moval 115 kV Line Moval and the Lakeview Vista – Moreno – Moval 115kV Lines.

This work requires the removal of one 70-Ft. wood pole and the installation of two new 70- Ft. Tubular Steel Poles and two 300-Ft. spans of new 653.9KCMIL ACSR Conductors from the new poles to Moval Substation.

C. Telecommunications – Scope of Work by SCE:

Line Protection:

Install a new SONET terminal and digital multiplexer at Moval Substation and incorporate into the existing SCE SONET Transport Ring to support the line protection relays. Also install new digital multiplexer and telecommunication equipment at Valley, Moreno and Vista Substations.

Remote Terminal Unit (RTU) – Scope of Work by SCE:

Use the same digital multiplexer installed for line protection to transmit RTU data to Valley Substation. Also install new digital channel modules to the existing digital system between Valley and Mira Loma Substations to transmit RTU Data to the Mira Loma Regional Control Center (RCC).

D. Metering Services Organization – Scope of Work by SCE:

Engineer and prepare all required documentation to furnish, install and test two sets of revenue meters.

E. Power System Control – Scope of work by SCE:

Install a full size real-time RTU to monitor and control as follows:
 MW and MVAR on the incoming SCE Lines
 MW and MVAR on the outgoing City Lines
 Bus Voltage
 Circuit Breaker Status
 Circuit Beaker Control
 Protection Relays Status
 Alarms Status

F. Corporate Real Estate – Scope of Work by SCE
488
Page No. 20
Acquire necessary easements to loop the existing Valley – Moreno – Vista 115kV line into Moval Substation and for the new substation site.

1. 489
Page No. 21

Exhibit B

Interconnection Facilities Cost

I. Estimated Interconnection Facilities Payment - – 115 kV Interconnection Project

Element

Interconnection
Facilities Cost

ITCC

Total Cost
SCE-Constructed
Interconnection Facilities

 Moval Substation $ 650,000 $ 228,000 $ 878,000  Valley Substation $ 215,000 $ 75,000 $ 290,000  Vista Substation $ 215,000 $ 75,000 $ 290,000  Moreno Substation $ 215,000 $ 75,000 $ 290,000  Sub-Transmission
Line (Loop into Moval
Sub.)
$ 268,000 $ 94,000 $ 362,000  Telecommunications –
Line Protection &
RTU
$ 436,000 $ 153,000 $ 589,000  Metering $ 19,000 $ 7,000 $ 26,000  Power System Control $ 80,000 $ 28,000 $ 108,000  Corporate Real Estate $ 19,000 $ 7,000 $ 26,000 Subtotal $ 2,117,000 $ 742,000 $ 2,859,000 Moreno Valley-
Constructed
Interconnection Facilities

 Deeded Facilities
(Moval Substation)
$ 1,481,481 $ 518,519 $ 2,000,00 Subtotal $ 1,481,481 $ 518,519 $ 2,000,000 Total $ 3,598,481 $ 1,260,519 $ 4,859,000

Estimated Removal Cost: $73,000
Estimated Interconnection Facilities Payment = (SCE-Constructed Interconnection Facilities Costs + ITCC associated with SCE-Constructed Interconnection Facilities + ITCC associated with Moreno Valley Constructed Moval Substation) = $2,859,000 + $518,519 = $3,377,519

490
Page No. 22

II. Actual Interconnection Facilities Payment - 115 kV Interconnection Project

Element

Interconnection
Facilities Cost

ITCC

One-Time Cost

Total Cost
SCE-Constructed
Interconnection Facilities

 Interconnection
Facilities
$1,556,823.96 $423,947.68 $0 $1,980,771.64
Moreno Valley-
Constructed
Interconnection Facilities

 Deeded Facilities
(Moval Substation)
$2,166,000.00 $476,520.00 $0 $2,642,520.00

1 Actual Interconnection Facilities Payment = (SCE-Constructed Interconnection Facilities Costs + ITCC + One- Time Cost)
2 As of the Amendment Letter Agreement effective date, the Actual Interconnection Facilities Payment has been received by SCE.

III. Estimated Interconnection Facilities Payment - 115 kV Interconnection Project Expansion

Element Interconnection
Facilities Cost
One Time
Cost
ITCC Total Cost
Substation $1,491,596 $11,902 $357,983 $1,861,481
Subtransmission $24,917 $5,980 $30,897
Power System
Controls $84,692 $30,936 $20,326 $135,954
Metering Services $49,217 $11,812 $61,029
Environmental
Services $130,792 $31,390 $162,182
Telecommunications $488,696 $117,287 $605,983
Real Properties $77,185 $18,524 $95,709
Total $2,347,095 $42,838 $563,303 $2,953,236
Estimated Removal Cost: Too be determined
Estimated Interconnection Facilities Payment = (SCE-Constructed Interconnection Facilities Costs + ITCC associated with SCE-Constructed Interconnection Facilities) = $2,389,933 + $563,303 = $2,953,236

IV. Actual Interconnection Facilities Payment - 115 kV Interconnection Project Expansion

Element Interconnection
Facilities Cost
One Time
Cost ITCC Total Cost
Substation
Subtransmission
Power System
Controls
Metering Services
Environmental
Services
491
Page No. 23
Telecommunications
Real Properties
Total

3 Actual Interconnection Facilities Payment = (SCE-Constructed Interconnection Facilities Costs + ITCC + One- Time Cost)

II.V. Monthly Charges:

Estimated Interconnection Facilities Cost – 115 kV Interconnection Project : = Estimated Cost of Moreno Valley constructed Moval Substation plus Estimated Cost of SCE constructed Interconnection Facilities = $1,481,481 + $2,117,000 = $3,598,481
Actual Interconnection Facilities Cost – 115 kV Interconnection Project = Actual Cost of Moreno Valley constructed Moval Substation plus Actual Cost of SCE constructed Interconnection Facilities = $2,166,000 + $1,556,823.96 = $3,722,823.96
Estimated Interconnection Facilities Cost – 115 kV Interconnection Expansion Project = Estimated Cost of Interconnection Facilities = $2,347,095+$42,838 = 2,389,933

Effective Date
Customer-
Financed
Monthly
Rate for
Non-ISO-
Controlled
Facilities

Estimated
Interconnection
Facilities Cost
Interconnection
Facilities Charge
Based on Estimated
Cost

Actual
Interconnection
Facilities Cost
Interconnection
Facilities Charge
Based on
Actual Cost
Interconnection
Facilities In-
Service Date:
08/30/07 –
Present

See Section

4.1 of
Attachment J
to the
WDAT*

$3,598,481

Customer-Financed
Monthly Rate for
Non-ISO-
Controlled
Facilities x
Interconnection
Facilities Cost $3,722,823.96
Customer-Financed
Monthly Rate for
Non-ISO-
Controlled
Facilities x
Interconnection
Facilities Cost
As of the
Moval-City of
Moreno Valley
No. 2 115 kV
Line In-Service
Date
See Section

4.1 of
Attachment J
to the
WDAT*

$6,112,756.96
($3,722,823.96
+ $2,389,933)
Customer-Financed
Monthly Rate for
Non-ISO-
Controlled
Facilities x
Interconnection
Facilities Cost
*Attachment J to the WDAT is available at the following link: https://www.sce.com/openaccess

492
Page No. 24
Exhibit C

Engineering And Construction
Payment Schedules
Payment Schedule 115 kV Interconnection Project

Payment
Payment
Period

1. Interconnection
Facilities Cost

ITCC
One-Time
Cost
Project
Payment
Due Date
Paid1 $604,857.14 $212,000 $0.0 $816,857.14 Ten days from following
Effective Date
(est. 5/20/06)
Paid2 $302,428.57 $106,000 $0.0 $408,428.57 6/20/06
3Paid $302,428.57 $106,000 $0.0 $408,428.57 7/20/06
Paid4 $302,428.57 $106,000 $0.0 $408,428.57 8/20/06
Paid5 $302,428.57 $106,000 $0.0 $408,428.57 9/20/06
Paid6 $302,428.58 $106,000 $0.0 $408,428.58 10/20/06
Paid7 $0.0 $518,518 $0.0 $518,518.00 Ten days
following
transfer of
ownership of
Moval
Substation
from Moreno
Valley to SCE
Total $2,117,000 $1,260,518 $0.0 $3,377,518
Payment Schedule - 115 kV Interconnection Project Expansion

Payment
Number Due Date Interconnection
Facilities Cost
One
Time
Cost
ITCC Total
Payment
1 10/1/2024 $8,192 $150 $1,966 $10,308
2 11/1/2024 $9,531 $174 $2,287 $11,992
3 12/1/2024 $11,076 $202 $2,658 $13,936
4 1/1/2025 $12,933 $236 $3,104 $16,273
5 2/1/2025 $14,983 $273 $3,596 $18,852
6 3/1/2025 $17,323 $316 $4,158 $21,797
7 4/1/2025 $19,984 $364 $4,796 $25,144
8 5/1/2025 $22,995 $420 $5,519 $28,934
9 6/1/2025 $26,381 $482 $6,331 $33,194
493
Page No. 25
10 7/1/2025 $30,160 $551 $7,238 $37,949
11 8/1/2025 $34,347 $627 $8,243 $43,217
12 9/1/2025 $38,942 $710 $9,346 $48,998
13 10/1/2025 $43,928 $802 $10,543 $55,273
14 11/1/2025 $49,271 $899 $11,825 $61,995
15 12/1/2025 $54,913 $1,002 $13,179 $69,094
16 1/1/2026 $60,480 $1,104 $14,515 $76,099
17 2/1/2026 $66,403 $1,212 $15,937 $83,552
18 3/1/2026 $72,278 $1,320 $17,347 $90,945
19 4/1/2026 $77,935 $1,422 $18,704 $98,061
20 5/1/2026 $83,190 $1,519 $19,966 $104,675
21 6/1/2026 $87,844 $1,603 $21,083 $110,530
22 7/1/2026 $91,705 $1,674 $22,009 $115,388
23 8/1/2026 $94,602 $1,727 $22,704 $119,033
24 9/1/2026 $96,397 $1,760 $23,135 $121,292
25 10/1/2026 $97,007 $1,771 $23,282 $122,060
26 11/1/2026 $96,397 $1,760 $23,135 $121,292
27 12/1/2026 $94,602 $1,727 $22,704 $119,033
28 1/1/2027 $91,045 $1,662 $21,851 $114,558
29 2/1/2027 $87,213 $1,592 $20,931 $109,736
30 3/1/2027 $82,592 $1,508 $19,822 $103,922
31 4/1/2027 $77,376 $1,412 $18,570 $97,358
32 5/1/2027 $71,759 $1,310 $17,222 $90,291
33 6/1/2027 $65,926 $1,203 $15,822 $82,951
34 7/1/2027 $60,046 $1,095 $14,411 $75,552
35 8/1/2027 $54,262 $990 $13,023 $68,275
36 9/1/2027 $48,687 $889 $11,685 $61,261
37 10/1/2027 $43,407 $792 $10,418 $54,617
38 11/1/2027 $38,481 $702 $9,235 $48,418
39 12/1/2027 $33,941 $619 $8,146 $42,706
40 1/1/2028 $29,784 $544 $7,148 $37,476
41 2/1/2028 $26,052 $475 $6,252 $32,779
42 3/1/2028 $22,707 $414 $5,450 $28,571
43 4/1/2028 $19,736 $360 $4,737 $24,833
44 5/1/2028 $17,108 $312 $4,106 $21,526
45 6/1/2028 $14,796 $270 $3,551 $18,617
46 7/1/2028 $12,772 $233 $3,065 $16,070
47 8/1/2028 $11,006 $201 $2,641 $13,848
48 9/1/2028 $9,472 $173 $2,273 $11,918
49 10/1/2028 $8,140 $148 $1,954 $10,242
50 11/1/2028 $6,988 $127 $1,677 $8,792
Total $2,953,236 $42,838 $563,303 $2,347,095

494
Page No. 26

495
Page No. 27
Exhibit D

One Line Diagram – 115 kV Interconnection Project Plan of Service

496
Page No. 28
One-Line Diagram Moval Substation – SCE’s side
497
Page No. 29

498
Page No. 30
One-Line Diagram Moval Substation – Moreno Valley’s side

499
Page No. 31
Exhibit E
Interconnection Facilities Description – 115 kV Interconnection Project Expansion

1. SCE Scope of Work
A. Environmental, licensing, and permits activities.

Perform all environmental studies and prepare draft environmental permit applications related to the installation of the Moval-City of Moreno Valley No. 2 115 kV Line related to SCE internal substation activities and facilities. Perform and/or coordinate the required environmental activities and obtain required licensing and permits for the installation of SCE’s Interconnection Facilities, including any associated telecommunication equipment, if applicable. SCE will act as the lead for regulatory agency communication for permits issued to SCE covering such SCE facilities.

B. Moval Substation

1. Rewire and retest existing relays to protect the new 115kV line position.

2. Install facilities for 1 additional line to customer’s facilities:
a. Three (3) sets of 115 kV disconnect switches, including steel structure and foundations.
b. One (1) 115 kV circuit breaker including foundation. c. Three (3) metering voltage transformers, including steel structure and foundations.
d. Three (3) metering current transformers, including steel structure and foundations.
e. One (1) roto-switch at the interface cabinet.

C. Telecommunications

1. Install all required lightwave, channel banks, and associated equipment (including terminal equipment), supporting line protection at Moval Substation at the customer’s facilities.

2. Extend the customer’s diverse fiber optic cable from POCO into Moval MEER.

D. Metering - Scope of Work
Install meters required to meter the retail load at the City of Moreno Valley.

Notwithstanding that the meters will be located on the Interconnection Customer’s side of the Point of Change of Ownership, SCE shall own, operate and maintain such facilities as part of the SCE’s Interconnection Facilities.

E. Power System Controls.

1. Install one (1) RTU at the City of Moreno Valley facilities to monitor typical elements such as MW, MVAR, terminal voltage and circuit breaker status, plant auxiliary load, and transmit the information received thereby to the SCE’s Grid Control Center. Notwithstanding that the RTU will be located on the customer’s side of the Point of Change of Ownership, SCE shall own, operate, and maintain the RTU as part of the Interconnection Facilities.

2. Add points to existing RTU at Moval Substation to include points for new 500
Page No. 32
protection relay/status/alarm/control.

F. Real Properties.

Obtain easements and/or acquire land for the installation of SCE’s Interconnection Facilities.

2. Moreno Valley Scope of Work
Environmental activities, licensing, and permits
Perform all environmental studies and prepare draft environmental permit applications related to the installation of the Moval-City of Moreno Valley No. 2 115 kV Line, except for the SCE internal substation activities.

501

6 | P a g e

DSA

502
Southern California Edison Company
FERC Electric Tariff, First Revised Volume No. 5
Service Agreement No. 150 Original Sheet No. 1
Issued by: James A. Cuillier,
Manager, FERC Rates & Regulation
Issued on: Effective:
1 2
SERVICE AGREEMENT FOR WHOLESALE DISTRIBUTION SERVICE 3
4 1. This Service Agreement, dated as of the date executed by the Distribution Customer, is 5 entered into, by and between Southern California Edison Company ("Distribution Provider"), 6 and the City of Moreno Valley ("Distribution Customer"). 7

2. The Distribution Customer has been determined by the Distribution Provider to have a 8 Completed Application for Distribution Service under the Tariff. 9

3. The Distribution Customer has provided to the Distribution Provider an Application 10 deposit in the amount of $ 48,400, in accordance with the provisions of Section 15.2 of the 11 Tariff. 12

4. Service under this Service Agreement shall commence on the later of (1) 13 eight months following the effective date of the 115 kV Interconnection Project Wholesale 14 Distribution Load Interconnection Facilities Agreement between Distribution Provider and 15 Distribution Customer executed concurrently herewith, or (2) the date on which construction of 16 any Direct Assignment Facilities and/or Distribution System Upgrades specified in Sections 7.0 17 and 8.0 of the attached Specifications For Wholesale Distribution Service are completed and all 18 additional requirements are met pursuant to Section 13.5 of the Tariff, or (3) such other date as it 19 is permitted to become effective by the Commission. Service under this Service Agreement shall 20 terminate on the earliest of the following to occur: (1) 30 years from the commencement date of 21 Distribution Service under this Service Agreement, or (2) the termination date of the 115 kV 22 Interconnection Project Wholesale Distribution Load Interconnection Facilities Agreement 23 503
Southern California Edison Company
FERC Electric Tariff, First Revised Volume No. 5
Service Agreement No. 150 Original Sheet No. 2
Issued by: James A. Cuillier,
Manager, FERC Rates & Regulation
Issued on: Effective:
between Distribution Provider and Distribution Customer executed concurrently herewith 1 (“Interconnection Agreement”), or (3) the date on which Distribution Provider terminates service 2 at Distribution Provider’s option, upon failure by Distribution Customer to provide advance 3 notice to Distribution Provider of changes in Wholesale Distribution Load in accordance with 4 Section 2.3 of Attachment B to the Tariff and subject to FERC acceptance. After the 5 Interconnection Facilities In-Service Date, Distribution Customer shall provide Distribution 6 Provider advance notice prior to making any changes (other than maintenance) to the power 7 transformation facilities and equipment which comprise the Distribution Customer’s distribution 8 systems serving the Laselle Street, Cactus Avenue, Eucalyptus Avenue and Cottonwood Avenue 9 developments, as defined in the Interconnection Agreement. Distribution Customer shall notify 10 Distribution Provider within a reasonable time prior to the date when any such changes are 11 planned to be placed in service so that the Distribution Provider can evaluate any potential 12 system impacts which may occur as a result of such changes and whether such changes will 13 require a new Application pursuant to the Tariff. If Distribution Customer fails to provide 14 Distribution Provider advance notice of changes to the Distribution Customer’s power 15 transformation equipment and related facilities and any such change does or may cause adverse 16 system impacts or is or may be materially inconsistent with the service provided pursuant to this 17 Service Agreement, Distribution Provider shall have the right to terminate this Service 18 Agreement subject to Commission acceptance or approval. Distribution Customer shall not 19 cause the 115 kV Interconnection Project, as defined in the Interconnection Agreement, to 20 operate in parallel with or to interconnect to any other electrical facilities, which facilities shall 21 include, but not be limited to, Distribution Customer’s distribution systems served under other 22 WDAT interconnection facilities agreements or service agreements, any generating facilities, 23 504
Southern California Edison Company
FERC Electric Tariff, First Revised Volume No. 5
Service Agreement No. 150 Original Sheet No. 3
Issued by: James A. Cuillier,
Manager, FERC Rates & Regulation
Issued on: Effective:
other Distribution Provider facilities, or any facilities served by other electric utilities without 1 receiving prior review and authorization from Distribution Provider. If Distribution Customer 2 fails to comply with the requirements set forth in this Section 4, then, Distribution Provider shall 3 have the right to terminate this Agreement, subject to Commission acceptance or approval. 4

5. The Distribution Provider agrees to provide and the Distribution Customer agrees to take 5 and pay for Distribution Service in accordance with the provisions of the Tariff and this Service 6 Agreement. 7

6. Any notice or request made to or by either Party regarding this Service Agreement shall 8 be made to the representative of the other Party as indicated below. 9 Distribution Provider: 10
Southern California Edison Company 11
Director of Grid Contracts 12
P. O. Box 800 13
2244 Walnut Grove Avenue 14
Rosemead, California 91770 15
Telefax No. (626) 302-9292 16
Telephone No. (626) 302-1771 17
18 Distribution Customer: 19
City of Moreno Valley 20
City Manager’s Office 21
Attn: City Manager 22
14177 Frederick Street 23
Moreno Valley, CA 92552-0805 24
Telefax No. (909) 413-3000 25
Telephone No. (909) 413-3750 26
27 505
Southern California Edison Company
FERC Electric Tariff, First Revised Volume No. 5
Service Agreement No. 150 Original Sheet No. 4
Issued by: James A. Cuillier,
Manager, FERC Rates & Regulation
Issued on: Effective:

7. The Tariff and attached Specifications For Wholesale Distribution Service are 1 incorporated herein and made a part hereof. 2
506
Southern California Edison Company
FERC Electric Tariff, First Revised Volume No. 5
Service Agreement No. 150 Original Sheet No. 5
Issued by: James A. Cuillier,
Manager, FERC Rates & Regulation
Issued on: Effective:

IN WITNESS WHEREOF, the Parties have caused this Service Agreement to be executed by 1 their respective authorized officials. 2
3 Distribution Provider: 4
5 /S/ Sr. Vice President 5/8/06 6
By: _______________________________ __________________ ______________ 7 Ronald L. LitzingerName Title Date 8
9 10
Distribution Customer: 11
12 /S/ Mayor 7/12/06 13
By:________________________________ __________________________ ______________ 14 Bonnie FlickingerName Title Date 15
16 507
Southern California Edison Company
FERC Electric Tariff, First Revised Volume No. 5
Service Agreement No. 150 Original Sheet No. 6
Issued by: James A. Cuillier,
Manager, FERC Rates & Regulation
Issued on: Effective:

SPECIFICATIONS FOR WHOLESALE DISTRIBUTION SERVICE 1
2 l. Term of Transaction: See Section 4 of the Service Agreement 3 Service Commencement Date: See Section 4 of the Service Agreement 4 Termination Date: See Section 4 of the Service Agreement 5

2. For a Resource connected to the Distribution Provider’s Distribution System, a 6 description of capacity and energy to be transmitted by Distribution Provider and a five year 7 forecast of monthly Generation: Not Applicable. 8

3. Point of Receipt: The ISO Grid at Distribution Provider’s Valley Substation, 500 kV bus. 9 Point of Delivery: The Distribution Provider’s interconnection with the Distribution 10 Customer as described in the 115 kV Interconnection Project Wholesale Distribution Load 11 Interconnection Facilities Agreement between Distribution Provider and the Distribution 12 Customer executed concurrently herewith. 13
Receiving Party: Distribution Customer. 14

4. Description of Wholesale Distribution Load at the Point of Delivery (including a five 15 year forecast of monthly load requirements): Electric energy delivered by the Distribution 16 Provider at 115 kV for use to serve Distribution Customer’s Wholesale Distribution Loads 17 connected to the Distribution Customer’s 115/12 kV Substation as defined in the 115 kV 18 Interconnection Project Wholesale Distribution Load Interconnection Facilities Agreement 19 between Distribution Provider and the Distribution Customer executed concurrently herewith. 20

5. Interruptible Load amount (summer and winter), location and conditions/limitations (five 21 year forecast): None. 22
508
Southern California Edison Company
FERC Electric Tariff, First Revised Volume No. 5
Service Agreement No. 150 Original Sheet No. 7
Issued by: James A. Cuillier,
Manager, FERC Rates & Regulation
Issued on: Effective:

6. For Resources, the maximum amount of capacity and energy to be transmitted. For 1 Wholesale Distribution Load, the estimated peak load for informational purposes only: 2 Contract Demand 3
Year Prior to 2025 2025 2026 2027 2028 and beyond
Capacity 12,000 kW 24,200 kW 30,200 kW 48,200 kW 66,200 kW 4 12,000 kW for 2006, 15,600 kW for 2007, 18,800 kW for 2008, 22,000 kW for 2009 and 24,200 5 kW for 2010. The contract demand is 12,000 kW and is subject to increase based on increases 6 to Distribution Customer’s Wholesale Distribution Load. 7

7. Direct Assignment Facilities: The Interconnection Facilities described in the 115 kV 8 Interconnection Project Wholesale Distribution Load Interconnection Facilities Agreement 9 between Distribution Provider and Distribution Customer executed concurrently herewith. 10

8. Distribution System Upgrades required prior to the commencement of service: None 11

9. Real Power Loss Factors: 0.43% 12

10. Power Factor: The Distribution Customer is required to maintain its power factor within 13 a range of 0.95 lagging to 0.95 leading (or, if so specified in the Service Agreement, a greater 14 range), pursuant to Good Utility Practice. This provision recognizes that a Distribution 15 Customer may provide reactive power support in accordance with Section 12.10 (Self Provision 16 of Ancillary Services), of this Tariff. 17

11. Distribution Service under this Agreement will be subject to the charges detailed below. 18

11.1 Customer Charge: $ 7.31/month. 19

11.2 Demand Charge: The Demand Charge is the product of the Demand Rate 20 expressed as $/kW-mo and the monthly Billing Demand expressed in kW. 21

11.2.1 The Demand Rate is $ 0.87/kW per month 22
509
Southern California Edison Company
FERC Electric Tariff, First Revised Volume No. 5
Service Agreement No. 150 Original Sheet No. 8
Issued by: James A. Cuillier,
Manager, FERC Rates & Regulation
Issued on: Effective:

11.2.2 Billing Demand is the higher of the metered demand or the contract 1 demand. The metered demand is the hourly demand averaged over 15 or 2 5-minute intervals, summed for a month and expressed in kilowatts. The 3 metered demand is rounded to the nearest kW. The Distribution Provider 4 will meter the Distribution Customer's demand using a 15-minute interval 5 under normal conditions. If such demand is intermittent or subject to 6 violent fluctuations, a 5-minute interval may be used. The contract 7 demand is as set forth in Section 6 above. 8

11.3 Facilities Charge: The charges as provided in the 115 kV Interconnection 9 Project Wholesale Distribution Load Interconnection Facilities Agreement 10 between Distribution Provider and Distribution Customer executed 11 concurrently herewith. 12

11.4 System Impact and/or Facilities Study Charge(s): None 13

12. Letter of credit or alternative form of security to be provided and maintained by 14 Distribution Customer pursuant to Sections 8 and 16.4 of the Tariff: Provided for in the 115 kV 15 Interconnection Project Wholesale Distribution Load Interconnection Facilities Agreement 16 between Distribution Provider and Distribution Customer executed concurrently herewith. 17 510

7 | P a g e

Exhibit B
Amendment Revisions to the IFA and DSA with Changes Accepted

511

8 | P a g e

IFA

512
Title Page

Southern California Edison Company FERC FPA Electric Tariff Tariff Title: Wholesale Distribution Access Tariff
Tariff Record Title: First Revised Service Agreement No. 149

115 KV INTERCONNECTION PROJECT WHOLESALE DISTRIBUTION LOAD

INTERCONNECTION FACILITIES AGREEMENT

BETWEEN

CITY OF MORENO VALLEY

AND

SOUTHERN CALIFORNIA EDISON COMPANY

Contract Effective Date: 07/22/2006 Tariff Record Proposed Effective Date: 09/01/2024 905.149.5 Version Number: 15.0.0
WDT168 Option Code: A
513
Page No. 1
115 kV INTERCONNECTION PROJECT WHOLESALE DISTRIBUTION LOAD

INTERCONNECTION FACILITIES AGREEMENT BETWEEN

CITY OF MORENO VALLEY
AND

SOUTHERN CALIFORNIA EDISON COMPANY

TABLE OF CONTENTS

1. Parties: ..........................................................................................................................................2

2. Recitals: .........................................................................................................................................2

3. Agreement:....................................................................................................................................3

4. Definitions: ....................................................................................................................................3

5. Effective Date And Term: ...........................................................................................................6

6. Agreement Pursuant To The WDAT: ........................................................................................6

7. Creditworthiness: .........................................................................................................................6

8. Interconnection Facilities: ...........................................................................................................8

9. Capital Additions: ........................................................................................................................9

10. Removal Of Interconnection Facilities: .....................................................................................10

11. Other Taxes: .................................................................................................................................10

12. Charges: ........................................................................................................................................10

13. Billing And Payment: ...................................................................................................................11

14. Addresses For Billing And Payment: .........................................................................................13

15. Disputes: ........................................................................................................................................14

16. Audits: ...........................................................................................................................................14

17. Operating Representatives: .........................................................................................................14

18. Regulatory Authority: .................................................................................................................14

19. No Dedication Of Facilities: ........................................................................................................15

20. No Third Party Rights: ................................................................................................................15

21. Relationship Of Parties: ..............................................................................................................15

22. Waivers: ........................................................................................................................................15

23. Governing Law: ............................................................................................................................16

24. Notices: ..........................................................................................................................................16

25. Severability: ..................................................................................................................................16

26. Entire Agreement: ........................................................................................................................16

27. Ambiguities: ..................................................................................................................................16

28. Signature Clause: .........................................................................................................................17 Exhibit A .............................................................................................................................................18 Exhibit B .............................................................................................................................................20 Exhibit C .............................................................................................................................................23 Payment Schedule - 115 kV Interconnection Project Expansion .......................................................23 Exhibit D .............................................................................................................................................25

514
Page No. 2
115 kV INTERCONNECTION PROJECT WHOLESALE DISTRIBUTION LOAD

INTERCONNECTION FACILITIES AGREEMENT BETWEEN

CITY OF MORENO VALLEY
AND

SOUTHERN CALIFORNIA EDISON COMPANY

1. Parties:

2. Recitals:

This Agreement is made with reference to the following facts, among others:

2.2. Moreno Valley is a municipality in the state of California.

2.5 SCE and Moreno Valley executed a WDAT Service Agreement in connection with this Agreement to implement wholesale Distribution Service under SCE's WDAT.

2.6 Moreno Valley submitted to SCE a request on September 2, 2023 for additional service of up to 66,200 kW by 2028. Such service is proposed to be provided from the SCE-owned Moval 115 kV substation by converting the existing three-element ring- bus at Moval to a four-element ring-bus and utilizing the new ring-bus position to support the requested new 115 kV service.
515
Page No. 3

3. Agreement:

In consideration of the promises and the mutual covenants and agreements contained herein, the Parties agree as follows:

4. Definitions:

4.1. Accounting Practice: Generally accepted accounting principles and practices applicable to electric utility operations.

4.2. Agreement: This 115 kV Interconnection Project Interconnection Facilities Agreement between the City of Moreno Valley and Southern California Edison Company.

4.3. Amendment Letter Agreement: The agreement between the City of Moreno Valley and Southern California Edison Company to amend the 115 kV Interconnection Project Wholesale Distribution Load Interconnection Facilities Agreement, between City of Moreno Valley and Southern California Edison Company, Service Agreement No. 149 and the the Service Agreement for Wholesale Distribution Service Agreement between City of Moreno Valley and Southern California Edison Company Service Agreement No. 150, for the purpose of adding the required provisins to provide for the 115 kV Interconnection Project Expansion.

4.4. Capital Additions: Any Units of Property which are added to the Interconnection Facilities; the enlargement, modification or betterment of any Units of Property constituting a part of the Interconnection Facilities; or the replacement of any Units of Property constituting a part of the Interconnection Facilities, irrespective of whether such replacement constitutes an enlargement, modification or betterment of that which it replaces; the costs of which additions, enlargements, modifications, betterments or replacements in accordance with Accounting Practice would be capitalized and have not previously been included in the Interconnection Facilities Cost.

4.5. Capital Additions Cost: All costs, excluding ITCC and One-Time Cost, determined by SCE to be associated with the design, engineering, procurement, construction and installation of Capital Additions.

4.6. Capital Additions Payment: The sum of the Capital Additions Cost, associated ITCC and associated One-Time Cost.

4.7. CPUC: The California Public Utilities Commission, or its regulatory successor.

4.8. Credit Provider: Provider of any Credit Support.

4.9. Credit Support: Parent guarantee, letter of credit, surety bond, or other security meeting the requirements of Section 7.2.

4.10. Customer-Financed Monthly Rate for Non-ISO-Controlled Facilities: The rate most recently adopted by the CPUC for application to SCE’s retail electric customers for customer-financed added facilities, which does not compensate SCE for replacement of added facilities. The Customer-Financed Monthly Rate for Non-ISO-Controlled Facilities is as provided in Attachment J of the WDAT.

4.11. FERC: Federal Energy Regulatory Commission, or its regulatory successor. 516
Page No. 4

4.12. Interconnection Facilities: Facilities, as specified in Exhibit A, owned by SCE to interconnect Moreno Valley distribution systems serving Moreno Valley’s Wholesale Distribution Loads at the Laselle Street, Cactus Avenue, Eucalyptus Avenue, and Cottonwood Avenue Developments (see new definitions) to the Distribution System, as such facilities may be modified during the term of this Agreement.

4.13. Interconnection Facilities Charge: The monthly charge to Moreno Valley to recover the revenue requirements for the Interconnection Facilities, calculated as the product of the Customer-Financed Monthly Rate for Non-ISO-Controlled Facilities and the Interconnection Facilities Cost. The Interconnection Facilities Charge is provided in Exhibit B.

4.14. Interconnection Facilities Cost: All costs, excluding ITCC and One-Time Cost, determined by SCE to be associated with the design, engineering, procurement, construction and installation of the Interconnection Facilities. The Interconnection Facilities Cost is provided in Exhibit B.

4.15. Interconnection Facilities In-Service Date: The date upon which the construction of the Interconnection Facilities is complete and such facilities are successfully tested and ready for service.

4.16. Interconnection Facilities Payment: The sum of the Interconnection Facilities Cost, associated with those Interconnection Facilities constructed by SCE, and ITCC and One-Time Cost associated with the Interconnection Facilities. The Interconnection Facilities Payment is provided in Exhibit B.

4.18. Lakewiew Substation: SCE’s 115/12 kV Substation located at West of Reservior Ave and 10th Street, Lakeview, Californa.

4.19. Moreno Valley Cactus Avenue: All equipment and facilities comprising Moreno Valley’s distribution system serving the end-use customers’ loads at the Moreno Valley Cactus Avenue development, as described by Moreno Valley in its WDAT application and as installed by Moreno Valley located on Cactus Avenue, near Moreno Beach Drive in the City of Moreno Valley.

4.20. Moreno Valley Cottonwood Avenue: All equipment and facilities comprising Moreno Valley’s distribution system serving the End-Use Customers’ loads at the Moreno Valley Cottonwood Avenue development, as described by Moreno Valley in its WDAT application and as installed by Moreno Valley located on the southwest corner of Cottonwood Avenue and Redlands Boulevard in the city of Moreno Valley.

4.21. Moreno Valley Eucalyptus Avenue: All equipment and facilities comprising Moreno Valley’s distribution system serving the end-use customers’ loads at the Moreno Valley Eucalyptus Avenue development, as described by Moreno Valley in its WDAT application and as installed by Moreno Valley located on Eucalyptus Avenue, near Moreno Beach in the City of Moreno Valley.

4.23. Moval-City of Moreno Valley No. 1 115 kV Line: The existing 115 kV service that terminates at the SCE Moval 115 kV Substation, installed pursuant to the 2005 115 kV interconnection request.

4.24. Moval-City of Moreno Valley No. 2 115 kV Line: The 115 kV service that will terminate at the SCE Moval 115 kV Substation following conversion of the existing Moval three-element ring-bus to a four-element ring-bus and pursuant to the 2023 interconnection request.

4.25. One-Time Cost: All costs determined by SCE to be associated with the installation of Interconnection Facilities or Capital Additions which are not capitalized. The Interconnection Facilities One-Time Cost is provided in Exhibit B.

4.29. Removal Cost: The actual cost SCE incurs for the removal of the Interconnection Facilities, which is calculated as the amount, if positive, of the costs of removal minus the salvage value of the Interconnection Facilities.

4.30. Service Agreement: The Service Agreement For Wholesale Distribution Service between the Parties executed concurrently herewith.

4.31. Units of Property: As described in FERC's “List of Units of Property for Use in Connection with Uniform System of Accounts Prescribed for Public Utilities and Licensees” in effect as of the date of this Agreement, and as such list may be amended from time to time.

4.32. Valley Substation: SCE's 500/115 kV Substation located at 26125 Menifee Rd, Romoland, CA, 92380.

4.33. Vista Substation: SCE's 220/115 kV Substation located at 22200 Newport Avenue, Grand Terrace, CA 92324.

4.34. WDAT: SCE's Wholesale Distribution Access Tariff. 518
Page No. 6

5. Effective Date And Term:

5.1. This Agreement shall become effective upon the effective date ordered by FERC (“Effective Date”).

5.4. If Moreno Valley has given notice of termination and a filing with FERC is required to terminate this Agreement, Moreno Valley shall support such filing before the FERC if requested by SCE.

6. Agreement Pursuant To The WDAT:

7. Creditworthiness:

7.5. The amount available to be drawn under any Credit Support shall be equal to $2,389,933. The disposition of any released Credit Support shall be directed by Moreno Valley.

7.7.Within thirty (30) calendar days of the Amendment Letter Agreement Effective Date, Effective Date, Moreno Valley shall provide to SCE , in a form that is acceptable to SCE 520
Page No. 8
in its sole discretion, security that is acceptable to sCE pursuant to Section 7.1 of the Agreement, and Section 7.5 of the Agreement, to provide for the 115 kV Interconnection Project Expansion.

8. Interconnection Facilities:

Notwithstanding any other provision of this Agreement, SCE shall have no obligation to install the Interconnection Facilities prior to the effective date of such easement agreements.

8.4. 8.5. SCE is responsible for performing the Scope of Work by SCE as set forth in Exhibit A pursuant to Good Utility Practice and apply for any regulatory approvals necessary for the construction, operation and maintenance of the Interconnection Facilities.

8.7. SCE shall use commercially reasonable efforts to complete the Scope of Work by SCE as set forth in Exhibit A hereof, successfully test and declare ready for service the described facilities on or before eight months from the Effective Date. However, Moreno Valley understands and acknowledges that such dates are only estimates and that equipment and material lead times, labor availability, outage coordination, regulatory approvals, or other unforeseen events could delay the actual in-service date(s) beyond those specified. SCE’s efforts to complete the Scope of Work by SCE is contingent upon Moreno Valley’s timely completion of the work required to be performed by it in accordance with Section 8.1; thus, any delay by Moreno Valley in performing Work To Be Performed By Moreno Valley as described in Exhibit A may cause delay in completion of the Scope of Work by SCE.

8.8.SCE shall use commercially reasonable efforts to complete the Scope of Work by SCE as set forth in Exhibit E Section 1. For the 115 kV Interconnection Project Expansion, successfully test and declare ready for service the described facilities on or before fifty- 521
Page No. 9
one (51) months from the Amendment Letter Agreement effective date. However, Moreno Valley understands and acknowledges that such dates are only estimates and that equipment and material lead times, labor availability, outage coordination, regulatory approvals, or other unforeseen events could delay the actual in-service date(s) beyond those specified. SCE’s efforts to complete the Scope of Work by SCE is contingent upon Moreno Valley’s timely completion of the work required to be performed by it in accordance with Exhibit E Section 2; thus, any delay by Moreno Valley in performing Work To Be Performed By Moreno Valley may cause delay in completion of the Scope of Work by SCE.

8.9. SCE shall own, operate and maintain the Interconnection Facilities.

8.10. Moreno Valley shall transfer the ownership of Moval Substation as described in Exhibit A, hereof, to SCE within forty five (45) days following completion of the Moval Substation. SCE will not energize the facilities necessary to provide interconnection to Moreno Valley until Moreno Valley transfers the ownership of Moval Substation to SCE.

8.11. The maximum capacity of the Interconnection Facilities made available by SCE to Moreno Valley for the purpose of interconnecting and delivering energy and other services from the ISO under this Agreement shall be 66,200kW. Moreno Valley acknowledges that if Moreno Valley wishes to increase the amount of Distribution Service provided pursuant to this Agreement and the Service Agreement, Moreno Valley shall be required to submit a new application for Distribution Service in accordance with the terms and conditions of the WDAT.

8.12. Moreno Valley shall not cause it’s distribution systems serving the Wholesale Distribution Loads at the Laselle Street, Cactus Avenue, Eucalyptus Avenue, and Cottonwood Avenue Developments to operate in parallel with or to interconnect to any other electrical facilities, which facilities shall include, but not be limited to, Moreno Valley’s distribution systems served under other WDAT interconnection facilities agreements or service agreements, any generating facilities, other SCE facilities, or any facilities served by other electric utilities without receiving prior review and authorization from SCE. If Moreno Valley fails to comply with the requirements set forth in this Section 8.8, then SCE shall have the right to terminate this Agreement, subject to FERC acceptance or approval.

8.13. Moreno Valley shall cause its electrical facilities to be a balanced system across all three phases.

8.14. This Agreement governs the facilities required to interconnect Moreno Valley’s distribution systems serving the Moreno Valley, Laselle Street, Cactus Avenue, Eucalyptus Avenue and Cottonwood Avenue developments to SCE’s electrical system pursuant to the WDAT and as described herein. Moreno Valley shall be responsible for making all necessary operational arrangements with the ISO, including, without limitation, arrangements for obtaining transmission service from the ISO, and for scheduling delivery of energy and other services from the ISO Grid.

9. Capital Additions:

9.1. SCE shall engineer, design, construct, install, own, operate and maintain all Capital 522
Page No. 10
Additions pursuant to Good Utility Practice.

10. Removal Of Interconnection Facilities:

10.1. Following termination of this Agreement, SCE will remove the Interconnection Facilities from service to Moreno Valley.

11. Other Taxes:

12. Charges:

12.2. The Interconnection Facilities Cost, Capital Additions Cost, One-Time Cost, ITCC and Removal Cost shall be compiled in accordance with Accounting Practice.

12.3. If, during the term of this Agreement, SCE executes an agreement to provide service to another entity (other than retail load) which contributes to the need for the Interconnection Facilities, the charges due hereunder may be adjusted to appropriately 523
Page No. 11
reflect such service based on SCE’s cost allocation principles in effect at such time and shall be subject to FERC approval.

13. Billing And Payment:

13.1. Billing Procedure.

13.1.2. Moreno Valley shall make payments to SCE for the Interconnection Facilities Payment according to the payment schedules shown in Exhibit C.

The amount of such Interconnection Facilities Payment is based on SCE’s cost estimates and shall be subject to later adjustment pursuant to Sections

13.1.9.3 and 13.1.9.4.

13.1.4. SCE will bill Moreno Valley for the Capital Additions Payment prior to commencing any work on any Capital Additions in accordance with Section

13.1.8. Within twelve (12) months following the earlier of 1) the date Moreno Valley 524
Page No. 12
transfers ownership of Moval Substation to SCE, or 2) the Moval Substation in-service date, Moreno Valley shall determine the actual recorded cost of Moval Substation, and provide SCE with a final accounting.

13.1.10. Charges for payments upon termination shall be billed and paid as provided in Section 5.

525
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13.2. Removal Cost.

13.3. Interest On Unpaid Balances.

Interest on any unpaid amounts shall be calculated in accordance with the methodology specified in the Interest on Unpaid Balances provision of the WDAT.

13.4. Default And Billing Dispute.

14. Addresses For Billing And Payment:

14.1. All payments to be made by Moreno Valley to SCE shall be sent to:

Southern California Edison Company
Accounts Receivable
Box 600
Rosemead, California 91770-0600

SCE may, at any time, by written notice to Moreno Valley pursuant to Section 6 of the Service Agreement for Wholesale Distribution Service, change the address to which payments will be sent.

526
Page No. 14

14.2. All billings to be presented by SCE to Moreno Valley shall be sent to:

City of Moreno Valley
City Manager’s Office
Attn: City Manager
14177 Frederick Street
Moreno Valley, CA 92552-0805

Moreno Valley may, at any time, by written notice to SCE pursuant to Section 6 of the Service Agreement for Wholesale Distribution Service, change the address to which billings will be sent.

15. Disputes:

16. Audits:

17. Operating Representatives:

The responsibilities assigned to the Operating Representatives appointed pursuant to Section 3 of Attachment B to the Tariff shall extend to the activities required under this Agreement.

18. Regulatory Authority:

18.1. No later than thirty (30) calendar days following the execution of this Agreement, SCE shall tender this Agreement for filing with FERC with a request that it be made effective upon acceptance without suspension, and Moreno Valley shall support SCE 527
Page No. 15
in obtaining all necessary authorizations and approvals for this Agreement.

19. No Dedication Of Facilities:

20. No Third Party Rights:

21. Relationship Of Parties:

22. Waivers:

Any waiver at any time by either Party of its rights with respect to a default under this Agreement, or with respect to any other matter arising in connection with this Agreement, 528
Page No. 16
shall not be deemed a waiver with respect to any other or subsequent default or other matter arising in connection therewith. Any delay, short of any statutory period of limitation, in asserting or enforcing any right, shall not be deemed a waiver of such right.

23. Governing Law:

Except as otherwise provided by federal law, this Agreement shall be governed by and construed in accordance with, the laws of the state of California.

24. Notices:

Any notice, demand, or request provided in this Agreement, or served, given, or made in connection with it, shall be made in accordance with Section 6 of the Service Agreement.

25. Severability:

26. Entire Agreement:

27. Ambiguities:

28. Signature Clause:

SOUTHERN CALIFORNIA EDISON COMPANY

By: ___/s/ Ronald L. Litzinger________
Name: Ronald L. Litzinger
Title: Senior Vice President

CITY OF MORENO VALLEY

By: ____/s/ Bonnie Flickinger___________
Name: Bonnie Flickinger
Title: Mayor
530
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Exhibit A

Interconnection Facilities Description – 115 kV Interconnection Project

A. Substation:

All work to be performed according to SCE engineering, design, layout, materials and construction Standards. 1B. Moval Substation – Scope of Work by SCE Review the complete engineering and design drawings and bills of materials submitted by Moreno Valley to verify their compliance with the SCE engineering and design standards.

Install one set of 115kV revenue metering equipment, one metering cabinets, one Mechanical-Electrical Equipment Room (MEER) and one Remote Terminal Unit (RTU).

Inspect the site during construction to verify compliance with SCE Materials and Construction Standards.

Test the substation prior to energization.

2. Valley Substation – Scope of Work by SCE
Upgrade the line protection relays on the Moreno – Vista 115kV Line Position No.12- N. This line will become the new Moval 115kV Line.

Remove 1-LCB II, 3-CO-8, 1-JBCG 99, 1-KD10 and 3-SC Relays and install new SEL-311L Line Current Differential and G.E. D60 Line Distance Relays.

3. Moreno Substation – Scope of Work by SCE
Upgrade the line protection relays on the Valley – Vista 115kV Line Position No.3.

This line will become the new Moval – Vista 115kV Line.

Remove 1-LCB II, 3-IBC54, 1-JBCG 99, 1-KD10 and 3-SC Relays and install new SEL-311L Line Current Differential and G.E. D60 Line Distance Relays.

4. Vista Substation – Scope of Work by SCE
Upgrade the line protection relays on the Valley – Moreno 115kV Line Position No.5.

This line will become the new Moreno – Moval 115kV Line. 531
Page No. 19
Remove 1-LCB II, 3-GCY, 1-JBCG and 1-RPM Relays and install new SEL-311L Line Current Differential and G.E. D60 Line Distance Relays.

B. Sub-Transmission – Scope of Work by SCE:

Valley – Lakeview - Moreno – Vista 115kV Line
Loop the line into Moval Substation and form the two new Valley – Lakeview – Moval 115 kV Line and the Lakeview – Moval 115kV Lines.

C. Telecommunications – Scope of Work by SCE:

Line Protection:

Remote Terminal Unit (RTU) – Scope of Work by SCE:

D. Metering Services Organization – Scope of Work by SCE:

Engineer and prepare all required documentation to furnish, install and test two sets of revenue meters.

E. Power System Control – Scope of work by SCE:

F. Corporate Real Estate – Scope of Work by SCE
Acquire necessary easements to loop the existing Valley – Moreno – Vista 115kV line into Moval Substation and for the new substation site.
532
Page No. 20

Exhibit B

Interconnection Facilities Cost

I. Estimated Interconnection Facilities Payment - – 115 kV Interconnection Project

Element

Interconnection
Facilities Cost

ITCC

Total Cost
SCE-Constructed
Interconnection Facilities

 Deeded Facilities
(Moval Substation)
$ 1,481,481 $ 518,519 $ 2,000,00 Subtotal $ 1,481,481 $ 518,519 $ 2,000,000 Total $ 3,598,481 $ 1,260,519 $ 4,859,000

533
Page No. 21

II. Actual Interconnection Facilities Payment - 115 kV Interconnection Project

Element

Interconnection
Facilities Cost

ITCC

One-Time Cost

Total Cost
SCE-Constructed
Interconnection Facilities

 Interconnection
Facilities
$1,556,823.96 $423,947.68 $0 $1,980,771.64
Moreno Valley-
Constructed
Interconnection Facilities

 Deeded Facilities
(Moval Substation)
$2,166,000.00 $476,520.00 $0 $2,642,520.00

III. Estimated Interconnection Facilities Payment - 115 kV Interconnection Project Expansion

IV. Actual Interconnection Facilities Payment - 115 kV Interconnection Project Expansion

Element Interconnection
Facilities Cost
One Time
Cost ITCC Total Cost
Substation
Subtransmission
Power System
Controls
Metering Services
Environmental
Services
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Page No. 22
Telecommunications
Real Properties
Total

3 Actual Interconnection Facilities Payment = (SCE-Constructed Interconnection Facilities Costs + ITCC + One- Time Cost)

V. Monthly Charges:

Estimated Interconnection Facilities Cost – 115 kV Interconnection Project = Estimated Cost of Moreno Valley constructed Moval Substation plus Estimated Cost of SCE constructed Interconnection Facilities = $1,481,481 + $2,117,000 = $3,598,481
Actual Interconnection Facilities Cost – 115 kV Interconnection Project = Actual Cost of Moreno Valley constructed Moval Substation plus Actual Cost of SCE constructed Interconnection Facilities = $2,166,000 + $1,556,823.96 = $3,722,823.96
Estimated Interconnection Facilities Cost – 115 kV Interconnection Expansion Project = Estimated Cost of Interconnection Facilities = $2,347,095+$42,838 = 2,389,933

Effective Date
Customer-
Financed
Monthly
Rate for
Non-ISO-
Controlled
Facilities

Estimated
Interconnection
Facilities Cost
Interconnection
Facilities Charge
Based on Estimated
Cost

Actual
Interconnection
Facilities Cost
Interconnection
Facilities Charge
Based on
Actual Cost
Interconnection
Facilities In-
Service Date:
08/30/07 –
Present

See Section

4.1 of
Attachment J
to the
WDAT*

$3,598,481

4.1 of
Attachment J
to the
WDAT*

535
Page No. 23
Exhibit C

Engineering And Construction
Payment Schedules
Payment Schedule 115 kV Interconnection Project

Payment
Payment
Period

1. Interconnection
Facilities Cost

ITCC
One-Time
Cost
Project
Payment
Due Date
Paid $604,857.14 $212,000 $0.0 $816,857.14 Ten days from following
Effective Date
(est. 5/20/06)
Paid $302,428.57 $106,000 $0.0 $408,428.57 6/20/06
Paid $302,428.57 $106,000 $0.0 $408,428.57 7/20/06
Paid $302,428.57 $106,000 $0.0 $408,428.57 8/20/06
Paid $302,428.57 $106,000 $0.0 $408,428.57 9/20/06
Paid $302,428.58 $106,000 $0.0 $408,428.58 10/20/06
Paid $0.0 $518,518 $0.0 $518,518.00 Ten days
following
transfer of
ownership of
Moval
Substation
from Moreno
Valley to SCE
Total $2,117,000 $1,260,518 $0.0 $3,377,518
Payment Schedule - 115 kV Interconnection Project Expansion

Payment
Number Due Date Interconnection
Facilities Cost
One
Time
Cost
ITCC Total
Payment
1 10/1/2024 $8,192 $150 $1,966 $10,308
2 11/1/2024 $9,531 $174 $2,287 $11,992
3 12/1/2024 $11,076 $202 $2,658 $13,936
4 1/1/2025 $12,933 $236 $3,104 $16,273
5 2/1/2025 $14,983 $273 $3,596 $18,852
6 3/1/2025 $17,323 $316 $4,158 $21,797
7 4/1/2025 $19,984 $364 $4,796 $25,144
8 5/1/2025 $22,995 $420 $5,519 $28,934
9 6/1/2025 $26,381 $482 $6,331 $33,194
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10 7/1/2025 $30,160 $551 $7,238 $37,949
11 8/1/2025 $34,347 $627 $8,243 $43,217
12 9/1/2025 $38,942 $710 $9,346 $48,998
13 10/1/2025 $43,928 $802 $10,543 $55,273
14 11/1/2025 $49,271 $899 $11,825 $61,995
15 12/1/2025 $54,913 $1,002 $13,179 $69,094
16 1/1/2026 $60,480 $1,104 $14,515 $76,099
17 2/1/2026 $66,403 $1,212 $15,937 $83,552
18 3/1/2026 $72,278 $1,320 $17,347 $90,945
19 4/1/2026 $77,935 $1,422 $18,704 $98,061
20 5/1/2026 $83,190 $1,519 $19,966 $104,675
21 6/1/2026 $87,844 $1,603 $21,083 $110,530
22 7/1/2026 $91,705 $1,674 $22,009 $115,388
23 8/1/2026 $94,602 $1,727 $22,704 $119,033
24 9/1/2026 $96,397 $1,760 $23,135 $121,292
25 10/1/2026 $97,007 $1,771 $23,282 $122,060
26 11/1/2026 $96,397 $1,760 $23,135 $121,292
27 12/1/2026 $94,602 $1,727 $22,704 $119,033
28 1/1/2027 $91,045 $1,662 $21,851 $114,558
29 2/1/2027 $87,213 $1,592 $20,931 $109,736
30 3/1/2027 $82,592 $1,508 $19,822 $103,922
31 4/1/2027 $77,376 $1,412 $18,570 $97,358
32 5/1/2027 $71,759 $1,310 $17,222 $90,291
33 6/1/2027 $65,926 $1,203 $15,822 $82,951
34 7/1/2027 $60,046 $1,095 $14,411 $75,552
35 8/1/2027 $54,262 $990 $13,023 $68,275
36 9/1/2027 $48,687 $889 $11,685 $61,261
37 10/1/2027 $43,407 $792 $10,418 $54,617
38 11/1/2027 $38,481 $702 $9,235 $48,418
39 12/1/2027 $33,941 $619 $8,146 $42,706
40 1/1/2028 $29,784 $544 $7,148 $37,476
41 2/1/2028 $26,052 $475 $6,252 $32,779
42 3/1/2028 $22,707 $414 $5,450 $28,571
43 4/1/2028 $19,736 $360 $4,737 $24,833
44 5/1/2028 $17,108 $312 $4,106 $21,526
45 6/1/2028 $14,796 $270 $3,551 $18,617
46 7/1/2028 $12,772 $233 $3,065 $16,070
47 8/1/2028 $11,006 $201 $2,641 $13,848
48 9/1/2028 $9,472 $173 $2,273 $11,918
49 10/1/2028 $8,140 $148 $1,954 $10,242
50 11/1/2028 $6,988 $127 $1,677 $8,792
Total $2,953,236 $42,838 $563,303 $2,347,095

537
Page No. 25
Exhibit D

One Line Diagram – 115 kV Interconnection Project Plan of Service

538
Page No. 26
One-Line Diagram Moval Substation – SCE’s side

539
Page No. 27

One-Line Diagram Moval Substation – Moreno Valley’s side

540
Page No. 28

Exhibit E
Interconnection Facilities Description – 115 kV Interconnection Project Expansion

1. SCE Scope of Work
A. Environmental, licensing, and permits activities.

B. Moval Substation

1. Rewire and retest existing relays to protect the new 115kV line position.

C. Telecommunications

1. Install all required lightwave, channel banks, and associated equipment (including terminal equipment), supporting line protection at Moval Substation at the customer’s facilities.

2. Extend the customer’s diverse fiber optic cable from POCO into Moval MEER.

D. Metering - Scope of Work
Install meters required to meter the retail load at the City of Moreno Valley.

E. Power System Controls.

2. Add points to existing RTU at Moval Substation to include points for new protection relay/status/alarm/control.

F. Real Properties.

Obtain easements and/or acquire land for the installation of SCE’s Interconnection Facilities.

542

9 | P a g e

DSA
543
Southern California Edison Company
FERC Electric Tariff, First Revised Volume No. 5
Service Agreement No. 150 Original Sheet No. 1
Issued by: James A. Cuillier,
Manager, FERC Rates & Regulation
Issued on: Effective:
1 2
SERVICE AGREEMENT FOR WHOLESALE DISTRIBUTION SERVICE 3
4 1. This Service Agreement, dated as of the date executed by the Distribution Customer, is 5 entered into, by and between Southern California Edison Company ("Distribution Provider"), 6 and the City of Moreno Valley ("Distribution Customer"). 7

2. The Distribution Customer has been determined by the Distribution Provider to have a 8 Completed Application for Distribution Service under the Tariff. 9

3. The Distribution Customer has provided to the Distribution Provider an Application 10 deposit in the amount of $ 48,400, in accordance with the provisions of Section 15.2 of the 11 Tariff. 12

4. Service under this Service Agreement shall commence on the later of (1) 13 eight months following the effective date of the 115 kV Interconnection Project Wholesale 14 Distribution Load Interconnection Facilities Agreement between Distribution Provider and 15 Distribution Customer executed concurrently herewith, or (2) the date on which construction of 16 any Direct Assignment Facilities and/or Distribution System Upgrades specified in Sections 7.0 17 and 8.0 of the attached Specifications For Wholesale Distribution Service are completed and all 18 additional requirements are met pursuant to Section 13.5 of the Tariff, or (3) such other date as it 19 is permitted to become effective by the Commission. Service under this Service Agreement shall 20 terminate on the earliest of the following to occur: (1) 30 years from the commencement date of 21 Distribution Service under this Service Agreement, or (2) the termination date of the 115 kV 22 Interconnection Project Wholesale Distribution Load Interconnection Facilities Agreement 23 544
Southern California Edison Company
FERC Electric Tariff, First Revised Volume No. 5
Service Agreement No. 150 Original Sheet No. 2
Issued by: James A. Cuillier,
Manager, FERC Rates & Regulation
Issued on: Effective:
between Distribution Provider and Distribution Customer executed concurrently herewith 1 (“Interconnection Agreement”), or (3) the date on which Distribution Provider terminates service 2 at Distribution Provider’s option, upon failure by Distribution Customer to provide advance 3 notice to Distribution Provider of changes in Wholesale Distribution Load in accordance with 4 Section 2.3 of Attachment B to the Tariff and subject to FERC acceptance. After the 5 Interconnection Facilities In-Service Date, Distribution Customer shall provide Distribution 6 Provider advance notice prior to making any changes (other than maintenance) to the power 7 transformation facilities and equipment which comprise the Distribution Customer’s distribution 8 systems serving the Laselle Street, Cactus Avenue, Eucalyptus Avenue and Cottonwood Avenue 9 developments, as defined in the Interconnection Agreement. Distribution Customer shall notify 10 Distribution Provider within a reasonable time prior to the date when any such changes are 11 planned to be placed in service so that the Distribution Provider can evaluate any potential 12 system impacts which may occur as a result of such changes and whether such changes will 13 require a new Application pursuant to the Tariff. If Distribution Customer fails to provide 14 Distribution Provider advance notice of changes to the Distribution Customer’s power 15 transformation equipment and related facilities and any such change does or may cause adverse 16 system impacts or is or may be materially inconsistent with the service provided pursuant to this 17 Service Agreement, Distribution Provider shall have the right to terminate this Service 18 Agreement subject to Commission acceptance or approval. Distribution Customer shall not 19 cause the 115 kV Interconnection Project, as defined in the Interconnection Agreement, to 20 operate in parallel with or to interconnect to any other electrical facilities, which facilities shall 21 include, but not be limited to, Distribution Customer’s distribution systems served under other 22 WDAT interconnection facilities agreements or service agreements, any generating facilities, 23 545
Southern California Edison Company
FERC Electric Tariff, First Revised Volume No. 5
Service Agreement No. 150 Original Sheet No. 3
Issued by: James A. Cuillier,
Manager, FERC Rates & Regulation
Issued on: Effective:
other Distribution Provider facilities, or any facilities served by other electric utilities without 1 receiving prior review and authorization from Distribution Provider. If Distribution Customer 2 fails to comply with the requirements set forth in this Section 4, then, Distribution Provider shall 3 have the right to terminate this Agreement, subject to Commission acceptance or approval. 4

6. Any notice or request made to or by either Party regarding this Service Agreement shall 8 be made to the representative of the other Party as indicated below. 9 Distribution Provider: 10
Southern California Edison Company 11
Director of Grid Contracts 12
P. O. Box 800 13
2244 Walnut Grove Avenue 14
Rosemead, California 91770 15
Telefax No. (626) 302-9292 16
Telephone No. (626) 302-1771 17
18 Distribution Customer: 19
City of Moreno Valley 20
City Manager’s Office 21
Attn: City Manager 22
14177 Frederick Street 23
Moreno Valley, CA 92552-0805 24
Telefax No. (909) 413-3000 25
Telephone No. (909) 413-3750 26
27 546
Southern California Edison Company
FERC Electric Tariff, First Revised Volume No. 5
Service Agreement No. 150 Original Sheet No. 4
Issued by: James A. Cuillier,
Manager, FERC Rates & Regulation
Issued on: Effective:

7. The Tariff and attached Specifications For Wholesale Distribution Service are 1 incorporated herein and made a part hereof. 2
547
Southern California Edison Company
FERC Electric Tariff, First Revised Volume No. 5
Service Agreement No. 150 Original Sheet No. 5
Issued by: James A. Cuillier,
Manager, FERC Rates & Regulation
Issued on: Effective:

IN WITNESS WHEREOF, the Parties have caused this Service Agreement to be executed by 1 their respective authorized officials. 2
3 Distribution Provider: 4
5 /S/ Sr. Vice President 5/8/06 6
By: _______________________________ __________________ ______________ 7 Ronald L. Litzinger Title Date 8
9 10
Distribution Customer: 11
12 /S/ Mayor 7/12/06 13
By:________________________________ __________________________ ______________ 14 Bonnie Flickinger Title Date 15
16 548
Southern California Edison Company
FERC Electric Tariff, First Revised Volume No. 5
Service Agreement No. 150 Original Sheet No. 6
Issued by: James A. Cuillier,
Manager, FERC Rates & Regulation
Issued on: Effective:

5. Interruptible Load amount (summer and winter), location and conditions/limitations (five 21 year forecast): None. 22
549
Southern California Edison Company
FERC Electric Tariff, First Revised Volume No. 5
Service Agreement No. 150 Original Sheet No. 7
Issued by: James A. Cuillier,
Manager, FERC Rates & Regulation
Issued on: Effective:

6. For Resources, the maximum amount of capacity and energy to be transmitted. For 1 Wholesale Distribution Load, the estimated peak load for informational purposes only: 2 Contract Demand 3
Year Prior to 2025 2025 2026 2027 2028 and beyond
Capacity 12,000 kW 24,200 kW 30,200 kW 48,200 kW 66,200 kW 4 The contract demand is 12,000 kW and is subject to increase based on increases to Distribution 5 Customer’s Wholesale Distribution Load. 6

7. Direct Assignment Facilities: The Interconnection Facilities described in the 115 kV 7 Interconnection Project Wholesale Distribution Load Interconnection Facilities Agreement 8 between Distribution Provider and Distribution Customer executed concurrently herewith. 9

8. Distribution System Upgrades required prior to the commencement of service: None 10

9. Real Power Loss Factors: 0.43% 11

10. Power Factor: The Distribution Customer is required to maintain its power factor within 12 a range of 0.95 lagging to 0.95 leading (or, if so specified in the Service Agreement, a greater 13 range), pursuant to Good Utility Practice. This provision recognizes that a Distribution 14 Customer may provide reactive power support in accordance with Section 12.10 (Self Provision 15 of Ancillary Services), of this Tariff. 16

11. Distribution Service under this Agreement will be subject to the charges detailed below. 17

11.1 Customer Charge: $ 7.31/month. 18

11.2 Demand Charge: The Demand Charge is the product of the Demand Rate 19 expressed as $/kW-mo and the monthly Billing Demand expressed in kW. 20

11.2.1 The Demand Rate is $ 0.87/kW per month 21
550
Southern California Edison Company
FERC Electric Tariff, First Revised Volume No. 5
Service Agreement No. 150 Original Sheet No. 8
Issued by: James A. Cuillier,
Manager, FERC Rates & Regulation
Issued on: Effective:

11.4 System Impact and/or Facilities Study Charge(s): None 13

Report to City Council

ID: 24-0602 Page 1

TO: Mayor and City Council

FROM: Steve Quintanilla, City Attorney

AGENDA DATE: October 15, 2024

TITLE: DISCUSSION REGARDING POSSIBLY

RESCHEDULING THE STARTING TIME OF THE

REGULAR CITY COUNCIL MEETINGS, REGULAR

CLOSED SESSIONS AND SPECIAL PRESENTATIONS
(REPORT OF: CITY ATTORNEY)

TITLE SUMMARY: Discussion Regarding Possibly Rescheduling the Starting Time of The Regular City Council Meetings, Regular Closed Sessions and Special Presentations

Recommendation(s)

That the City Council:

1. Provide direction to the City Attorney regarding whether to produce a Resolution t hat changes the scheduling of the City Council Regular Meetings, Regular Closed Sessions and/or Special Presentations.

SUMMARY

At the September 17, 2024, Regular Meeting of the City Council, staff was directed to bring back a s a future agenda item for the City Council’s consideration, a proposed change in the scheduling of the starting times of the City Council Regular Meetings and Closed Sessions and/or Special Presentations, that routinely take place on the same days of Regular Meetings of the City Council.

552

ID: 24-0602 Page 2

DISCUSSION

Regular Meeting Schedule

The Brown Act provides that a legislative body (i.e., City Council) must take formal action to establish a time and place for holding its “Regular Meetings.” This simply means that Regular Meetings of the City Council must be set by Ordinance or Resolution. Pursuant to sections 2.04.010 (Time of City Council Meetings) and 2.04.020 (Place of City Council Meetings) of the Moreno Valley Municipal Code, as set forth below, the time and p lace Regular Meetings of the City Council must be set by Resolution.

Moreno Valley Municipal Code
Section 2.04.010 Time of city council meetings.

Commencing with the first regular meeting or study session after the effective date of this chapter, whichever first occurs, the meeting schedule of the city council shall be as set by resolution of the council.

Moreno Valley Municipal Code
Section 2.04.020 Place of city council meetings.

Locations of the meetings of the city council shall be as set by resolution of the council.

In light of the above, Regular Meetings of the City Council have been established by Resolution and placed and referenced in the City’s Rules of Procedure for Coun cil Meetings and Related Functions and Activities (“Rules of Procedure”), as set forth below.

As you can see, Regular Meetings of the City Council are currently scheduled for the 1 st and 3rd Tuesdays of each month, commencing at 6:00 p.m.

1. MEETINGS

1.1. REGULAR MEETINGS

1.1.1. TIME AND PLACE.

1.1.1.1. REGULAR TIME AND PLACE.

Regular meetings of the City Council shall be held on the first and third Tuesdays of each month at 6:00 p.m. in the City Council Chambers of City Hall or such other time and place as shall be specified by resolution of the City Council.

As such, to change the scheduling of Regular Meetings of the City Council, the City Council must adopt a Resolution making any necessary changes to the Rules of Procedure. It should be noted t hat when the City Council goes “dark” in July, it must “cancel” the July City Council Regular Meetings in advance so that the City Clerk can prepare, post, and publish a Notice of Cancellation in the same manner as Regular Meeting agendas. However, the City Council may formalize (via a Resolution) its Regular Meeting schedule to exclude Regular Meetings for the month of July; this would not prelude the City Council from holding Special Meetings instead during July.

553

ID: 24-0602 Page 3

Closed Session Schedule

Although the City Council Regular Meetings are set to commence at 6:00 p.m., the Rules of Procedure provide that Regular Closed Sessions shall commence at 4:30 p.m. on the same day of City Council Regular Meetings, as set forth below.

1. MEETINGS

1.7. CLOSED SESSIONS.

1.7.1. REGULAR CLOSED SESSIONS.

Regular closed sessions shall be held at 4:30 p.m. in advance of Regular City Council Meetings and Study Sessions, unless no closed session items are scheduled for that meeting.

Just like changing the scheduling of Regular Meetings of the City council, to change the scheduling of Regular Closed Sessions of the City Council, the City Council must adopt a Resolution making any necessary changes to the Rules of Procedure.

Special Presentations Schedule

The Rules of Procedure further set Special Presentations to commence at 5:30 p.m., as set forth below, during Regular Meetings of the City Council, which again commence at 6:00 p.m.

1. MEETINGS

1.2. SPECIAL PRESENTATIONS.

In order to promote efficiency in handling the business of the City and to provide for proper recognition of those making a contribution to the community, the City Council shall, from time to time, absent special circumstances such as scheduling issues precluding a recipient from attending at that time, convene at 5:30 p.m. prior to a regular City Council Meeting for ceremonial purposes. Such a session shall be posted on the agenda for the regular Council Meeting as “Special Presentations”. Agenda items for a Special Presentations session shall include only ceremonial matters, including but not limited to, giving or receiving of gifts and awards, proclamations or previously adopted resolutions.

Again, just like changing the scheduling of Regular Meetings and R egular Closed Sessions of the City council, to change the scheduling of Special Presentations, the City Council must adopt a Resolution making any necessary changes to the Rules of Procedure.

Proposed Resolution

If the City Council decides to change the scheduling of its Regular Meetings, Regular Closed Sessions and/or Special Presentations, the City Attorney will prepare the requisite Resolution to implement any such changes, which can be presented at a subsequent City Council meeting as a Consent Item, unless pulled for further discussion and deliberation at that 554

ID: 24-0602 Page 4
subsequent meeting. In addition to making specific changes in the scheduling of any of the above, the Resolution will also include amendments to any other provisions of the Rules of Procedure that reference the respective schedules, such as those set forth in section 1.1.2.1 (Order of Business) of the Rules of Procedure which references the time that Closed Session, Special Presentations and Call to Order of the Regular Meeting should commence.

ALTERNATIVES

1. Do not make any changes to the scheduling of City Council Regular Meetings, Regular Closed Sessions, and/or Special Presentations. (Staff has no preference.)

2. Make changes to the scheduling of City Council Regular Meetings, Regular Closed Sessions and/or Special Presentations, and direct the City Attorney to prepare the requisite Resolution for consideration at a subsequent City Council meeting as a Consent item, unless pulled at the time for further discussion or deliberation at the respective subsequent City Council meeting. (Staff has no preference.)

FISCAL IMPACT

Any changes to the scheduling of City Council Regular Meetings, Regular Closed Sessions and/or Special Presentations should not have any fiscal impact since any changes to the scheduling of City Council Regular Meetings, Regular Closed Sessions or Special Presentations will not require any additional time or resources to simply change the time of such meetings.

NOTIFICATION

Public notice of this item has been provided at least 72 hours in advance of the October 15, 2024, City Council Regular Meeting pursuant to the Brown Act, and no changes will be officially made until after the item appears again in the context of a Resolution that will be placed on a future Consent Calendar which will be noticed within 72 hours of the respective subsequent City Council meeting.

PREPARATION OF STAFF REPORT

Prepared By: Department Head Approval:

Steven B. Quintanilla Steven B. Quintanilla
City Attorney City Attorney

555

ID: 24-0602 Page 5

CITY COUNCIL GOALS

Advocacy: Develop cooperative intergovernmental relationships and be a forceful advocate of City policies, objectives, and goals to appropriate external governments, agencies and corporations.

Community Image, Neighborhood Pride and Cleanliness: Promote a sense of community pride and foster an excellent image about our City by developing and executing programs which will result in quality development, enhanced neighborhood preservation efforts, including home rehabilitation and neighborhood restoration.

Positive Environment: Create a positive environment for the development of Moreno Valley's future.

Public Facilities and Capital Projects: Ensure that needed public facilities, roadway improvements, and other infrastructure improvements are constructed and maintained.

Public Safety: Provide a safe and secure environment for people and property in the community, control the number and severity of fire and hazardous material incidents, and provide protection for citizens who live, work and visit the City of Moreno Valley.

Revenue Diversification and Preservation: Develop a variety of City revenue sources and policies to create a stable revenue base and fiscal policies to support essential City services, regardless of economic climate.

CITY COUNCIL STRATEGIC PRIORITIES

1. Economic Development

2. Public Safety

3. Library

4. Infrastructure

5. Beautification, Community Engagement, and Quality of Life

6. Youth Programs

556

ID: 24-0602 Page 6
Report Approval Details
Document Title: STAFFREPORT_CITYCOUNCILMEETINGTIMES.docx Attachments:

Final Approval
Date:

Oct 8, 2024

This report and all of its attachments were approved and signed as outlined below:

Patty Rodriguez
Natalia Lopez
Launa Jimenez
Brian Mohan
Mike Lee
Patty Rodriguez
557

Report to City Council

ID: 24-0603 Page 1

TO: Mayor and City Council

FROM: Patty Rodriguez, Acting Manager of the Office of Mayor and City Council/City Clerk
Steve Quintanilla, City Attorney

AGENDA DATE: October 15, 2024

TITLE: ORDINANCE ESTABLISHING FREQUENCY OF

REGULAR MEETINGS OF THE ENVIRONMENTAL AND
HISTORICAL PRESERVATION BOARD (REPORT OF:

CITY ATTORNEY)

TITLE SUMMARY: Ordinance Establishing Frequency of Regular Meetings of the Environmental and Historical Preservation Board

Recommendation(s)

That the City Council:

1. Introduce and subsequently adopt the attached ordinance settin g the frequency of regular meetings of the Environmental and Historical Preservation Board at one time per month.

SUMMARY

At the September 17, 2024, Regular Meeting of the City Council, staff was directed to bring back as a future agenda item for the City Council’s consideration, an ordinance that sets the frequency of regular meetings of the Environmental and Historical Preservation Board at one time per month with an effective date of January 1, 2025.

DISCUSSION

558

ID: 24-0603 Page 2
Regular Meeting Schedule

Currently, Section 2.21.050 (Meetings and Rules of Procedure) of Chapter 2.21 (Environmental and Historical Preservation Board) of Title 2 (Administration and Personnel) of the Moreno Valley Municipal Code does not reference how often the Environmental and Historical Preservation Board shall meet on a regular basis (“Regular Meetings”). The proposed ordinance would require the Environmental and Historical Preservation Board to meet one time per month.

Proposed Ordinance
The proposed ordinance is set forth below as follows:

AMENDMENT TO CHAPTER 2.21 ENVIRONMENTAL AND HISTORICAL

PRESERVATION BOARD
Section 2.21.050 (Meetings and Rules of Procedure) of Chapter 2.21 (Environmental and Historical Preservation Board) of Title 2 (Administr ation and Personnel) of the Moreno Valley Municipal Code shall be amended as follows:

2.21.050 Meetings and rules of procedure.

The board shall hold regular meetings at least one time per month and the board shall designate the times, dates and places therefor for its regular meetings. All meetings of the board and each of its subcommittees shall be open to the public.

Special meetings may be called by the chairperson or by a majority of the board, provided that notice of such special meetings is given to each member of the board at least 48 hours prior to the time of the meeting. Three or more voting members of the board shall constitute a quorum for the conduct of business, and the affirmative votes of a majority of such quorum shall be necessary for the conduct of business. The board shall adopt rules for the transaction of its business. The board shall keep a public record of its actions. Promptly after approval thereof by the board, the original minutes of board meetings shall be filed with the community development department.

ALTERNATIVES

1. Do not introduce and subsequently adopt the proposed ordinance and permit the Environmental and Historical Preservation Board to establish the frequency of their regular meetings. (Staff has no preference.)

2. Introduce and subsequently adopt the proposed ordinance that sets forth the frequency of the regular meetings of the Environmental and Historical Preservation Board at one time per month. (Staff has no preference.)

559

ID: 24-0603 Page 3

FISCAL IMPACT

Currently, the Environmental and Historical Preservation Board has been meeting a lot less than one time per month; as such, the fiscal impact of having regular meetings at least one time per month will require the expenditure of general fund monies for staff time and resources as sociated with preparing for and conducting regular meetings of the Environmental and Historical Preservation Board on a monthly basis.

NOTIFICATION

Public notice of this item has been provided at least 72 hours in advance of the October 15, 2024, City Council Regular Meeting pursuant to the Brown Act.

PREPARATION OF STAFF REPORT

Prepared By: Department Head Approval:

Steven B. Quintanilla Patty Rodriguez
City Attorney Acting Manager of the Office of Mayor and City Council/City Clerk

CITY COUNCIL GOALS

Advocacy: Develop cooperative intergovernmental relationships and be a forceful advocate of City policies, objectives, and goals to appropriate external governments, agencies and corporations.

Positive Environment: Create a positive environment for the development of Moreno Valley's future.

Public Facilities and Capital Projects: Ensure that needed public facilities, roadway improvements, and other infrastructure improvements are constructed and maintained.

560

ID: 24-0603 Page 4

CITY COUNCIL STRATEGIC PRIORITIES

1. Economic Development

2. Public Safety

3. Library

4. Infrastructure

5. Beautification, Community Engagement, and Quality of Life

6. Youth Programs

561

ID: 24-0603 Page 5
Report Approval Details
Document Title: STAFFREPORT_EHPB_ORDINANCE.docx
Attachments: - ATT 1- EHPB REGULAR MEETINGS ORDINANCE.doc Final Approval
Date:

Oct 10, 2024

This report and all of its attachments were approved and signed as outlined below:

Patty Rodriguez
Natalia Lopez
Launa Jimenez
Brian Mohan
Mike Lee
Patty Rodriguez
562

ORDINANCE NO. _____

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF MORENO
VALLEY, CALIFORNIA, AMENDING CHAPTER 2.21 ENVIRONMENTAL

AND HISTORICAL PRESERVATION BOARD TO SET FORTH THE

FREQUENCY OF REGULAR MEETINGS OF THE ENVIRONMENTAL AND

HISTORICAL PRESERVATION BOARD
WHEREAS, the City of Moreno Valley (“City”) is a general law city and a municipal corporation of the State of California, and
WHEREAS, the City Council intends to establish the frequency of the regular meetings of the City’s Environmental and Historical Preservation Board.

NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF MORENO VALLEY DOES ORDAIN AS FOLLOWS:

Section 1. RECITALS
That the above recitals are true and correct and are incorporated herein as though set forth at length herein.

Section 2. AMENDMENT TO CHAPTER 2.21 ENVIRONMENTAL AND

HISTORICAL PRESERVATION BOARD
Section 2.21.050 ( Meetings and Rules of Procedure) of Chapter 2.21 (Environmental and Historical Preservation Board) of Title 2 (Administration and Personnel) of the Moreno Valley Municipal Code shall be amended as follows:

2.21.050 Meetings and rules of procedure.

The board shall hold regular meetings at least one time per month and the board shall designate the times, dates and places therefor for its regular meetings . All meetings of the board and each of its subcommittees shall be open to the public.

The board shall adopt rules for the transaction of its business. The board shall keep a public record of its actions. Promptly after approval thereof by the board, the original minutes of board meetings shall be filed with the community development department.

563

Section 3. SEVERABILITY
That the City Council declares that, should any provision, section, paragraph, sentence, or word of this Ordinance be rendered or declared invalid by any final court action in a court of competent jurisdiction or by reason of any pr eemptive legislation, the remaining provisions, sections, paragraphs, sentences or words of this Ordinance as hereby adopted shall remain in full force and effect.

Section 4. REPEAL OF CONFLICTING PROVISIONS
That all the provisions of the Municipal Co de as heretofore adopted by the City of Moreno Valley that are in conflict with the provisions of this Ordinance are hereby repealed.

Section 5. EFFECTIVE DATE
That this Ordinance shall take effect January 1, 2025.

Section 6. CERTIFICATION
That t he City Clerk shall certify to the passage and adoption of this Ordinance, enter the same in the book for original ordinances of the City, and make a minute of passage and adoption thereof in the records of the proceedings of the City Council, in the minutes of the meeting at which this Ordinance is passed and adopted.

INTRODUCED at a regular meeting of the City Council on October 15, 2024 , and PASSED, APPROVED, and ADOPTED by the City Council on November 5, 2024, by the following vote:

________________________________
Ulises Cabrera, Mayor
City of Moreno Valley

ATTEST:

___________________________________
M. Patricia Rodriguez, Acting City Clerk

APPROVED AS TO FORM:

___________________________________
Steven B. Quintanilla, City Attorney
564

Report to City Council

ID: 24-0594 Page 1

TO: Mayor and City Council

FROM: Patty Rodriguez, Manager of the Office of Mayor and City Council/City Clerk

AGENDA DATE: October 15, 2024

TITLE: CONSIDER CANCELLATION OF THE NOVEMBER 5,
2024 REGULAR CITY COUNCIL MEETING AND

MEETINGS OF THE ANCILLARY GOVERNING BODIES

OF THE CITY DUE TO ELECTION DAY ON THE SAME
DAY (REPORT OF: CITY CLERK)

TITLE SUMMARY: Cancel November 5, 2024 Regular City Council Meeting

Recommendation(s)

That the City Council:

1. Direct the City Clerk to cancel the November 5, 2024, Regular Meeting of the City Council and Meetings of the Ancillary Governing Bodies of the City: or

2. Provide alternate direction to the City Clerk not to cancel the November 5, 2024 Regular Meeting.

SUMMARY

This report provides an opportunity for the City Council to determine whether or not the Regular Meeting of the City Council and the Ancillary Governing Bodies of the City will be cancelled due to the meeting date falling on the day of the City’s General Municipal Election of November 5, 2024.

DISCUSSION

The City’s General Municipal Election will be on November 5, 2024 for the purpose of electing the Mayor and Councilmembers to District 1 and District 3. 565

ID: 24-0594 Page 2

In addition, Measure “U”, Moreno Valley Essential Services Reauthorization of the proposed one-cent (1₵) Transaction and Use Tax ordinance, is on the same ballot.

Over the past ten years, the City Council has cancelled the Council meeting when it is fallen on Election Day, as evidenced by the chart below.

Year Meeting Date Election Date Results
2024 November 5 November 5
2022 November 1 November 8 Meeting Held
2020 November 3 November 3 Meeting Cancelled
2018 November 6 November 6 Meeting Cancelled
2016 November 1 November 8 Meeting Held
2014 November 4 November 4 Meeting Cancelled

While some surrounding cities cancel their regular meetings held on the same day as the election, others do not.

ALTERNATIVES

1. Authorize the City Clerk to publish the notice of cancelation of the November 5, 2024 Regular meetings of the governing bodies of the City.

2. Provide an alternate direction or no direction, resulting in the City Clerk noticing the Regular meeting on November 5, 2024.

FISCAL IMPACT

There is no fiscal impact associated with this action.

NOTIFICATION

Publication of agenda.

PREPARATION OF STAFF REPORT

Prepared By: Department Head Approval:

Patty Rodriguez Patty Rodriguez
Acting Manager of the Office of Mayor and City Council/City Clerk Acting Manager of the Office of Mayor and City Council/City Clerk

CITY COUNCIL STRATEGIC PRIORITIES

1. Beautification, Community Engagement, and Quality of Life

566

ID: 24-0594 Page 3

567

ID: 24-0594 Page 4
Report Approval Details
Document
Title:

STAFFREPORT_CANCELLINGNOVEMBER52024MEETING_.docx
Attachments:

Final
Approval
Date:

Oct 7, 2024

This report and all of its attachments were approved and signed as outlined below:

Patty Rodriguez
Natalia Lopez
Launa Jimenez
Brian Mohan
Mike Lee
Patty Rodriguez
568

Moreno Valley City CouncilOctober 15, 2024

Moreno Valley City Council
October 15, 2024