Agenda packet — Yorba Linda City Council, October 21, 2025 (part 2 of 4)

estate interest (“Site Interest”), whether possessory or non-possessory, that will adversely affect Company’s ability to develop, construct, operate, maintain, and decommission any of Systems in accordance with the Solar Project Documents. Notwithstanding the foregoing, if Company or Financing Party discovers a Site Interest on one or more of the Sites that could reasonably be construed as prospectively adversely affecting Company’s ability to comply with the Solar Project Documents, Host will secure or otherwise cooperate with Company and Financing Party to secure any Waiver Documentation determined by Financing Party as necessary and appropriate to permit full compliance with the Solar Project Documents. l. [Appropriation Language, if applicable] Host confirms that it intends to fulfill its obligations under the Solar Project Documents, including ensuring that sufficient monies are appropriated in accordance with applicable law. m. Host and Company confirm as of the date hereof, no liquidated damages or other such payments are due and owing.

5. General.
a. Unless otherwise expressly specified or permitted by the terms hereof, all communications and notices provided for herein shall be in writing, and any such communication or notice shall become effective (i) upon personal delivery thereof, including, without limitation, by overnight mail or courier service; (ii) in the case of notice by United States mail, certified or registered, postage prepaid, return receipt requested, upon receipt thereof; or (iii) in the case of notice by email or facsimile, upon confirmation of receipt thereof in writing by the intended recipient, and provided such email or facsimile transmission is promptly further confirmed by any of the methods set forth in clauses (i) or (ii) above, in each case addressed to each party hereto at its address set forth below or, in the case of any such party hereto, at such other address as such party may from time to time designate by written notice to the other parties hereto:

If to Host:

If to Financing Party:

Construction Lender
Attn:

SLB Lessor
If to Company:

Clean Focus Yield LLC
127 Washington Avenue
West Bldg, Garden Level
North Haven, CT 06473

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Attn: Stanley Chin and General Counsel
b. This Consent may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute one and the same agreement. Delivery of an executed counterpart of a signature page to this Consent by facsimile or e-mail (including “pdf” format) or other electronic means shall be effective as delivery of an original executed counterpart of this Consent.
c. In case any provision of this Consent, or the obligations of any of the parties hereto, shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions, or the obligations of the other parties hereto, shall not in any way be affected or impaired thereby, and the parties hereto shall negotiate in good faith to replace such invalid, illegal or unenforceable provisions.
d. This Consent shall be binding upon and benefit the successors and assigns of Host, Company and their respective successors, transferees and assigns. No termination, amendment, variation or waiver of any provisions of this Consent shall be effective unless in writing and signed by Host and Company and consented to by Financing Party. e. Except as expressly modified by this Consent, all other terms and provisions of the Solar Project Documents are and remain in full force and effect. This Consent shall be governed by and construed in accordance with the laws of the State of New York. f. Each Power Purchase Agreement listed in Exhibit A constitutes a service contract and not a lease of property pursuant to Section 7701(e)(1) of the Internal Revenue Code, in accordance with Section 7701(e)(3) of the Internal Revenue Code. g. Host will from time to time, upon the written request of Financing Party, execute and deliver such further documents and do such other acts and things as Financing Party may reasonably request in order to effectuate more fully the purposes of this Consent. h. To the extent not prohibited by applicable law, the parties hereto hereby irrevocably waive all right to trial by jury in any action, proceeding or counterclaim (whether based on contract, tort or otherwise) arising out of or relating to this Consent. i. This Consent is the entire agreement pertaining to the matters discussed herein and shall supersede all oral and written representations and negotiations and prior agreements, if any, related to the subject matter hereof. [Signatures follow on next page.]

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Signature Page
IN WITNESS WHEREOF, the parties hereto by their officers thereunto duly authorized have duly executed this Consent as of the date first set forth above. [COMPANY]
By: ___________________________________
Name:
____________________________________
Title:__________________________________
____
[HOST]
By: ___________________________________
Name:
____________________________________
Title:__________________________________
____
Accepted: [Financing Party]
_____________
By: ___________________________________
Name: ________________________________
Title:__________________________________
By: ___________________________________
Name: ________________________________
Title:__________________________________

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Schedule A
Power Purchase Agreements (“PPAs”)
Site Control Agreements

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4817-1562-9220.1
Schedule B
Sites and Specifications
To be provided

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CONSENT TO ASSIGNMENT OF

PROJECT DOCUMENTS AND ACKNOWLEDGMENT
This Consent to Assignment of Project Documents and Acknowledgment, dated as of _____________, 2025 (this “Consent”), is made by City of Yorba Linda (“Purchaser”) and Greenskies Clean Energy LLC, a Delaware limited liability company (“GCE”) in connection with those certain power systems:
(a) to be built as noted in Exhibit A to this Consent (the “Systems”); (b) to be located at the sites identified and described in Exhibit A to this Consent (the “Sites”); and
(c) the associated agreements and documents associated with such Systems and Sites including without limitation those identified in Exhibit A to this Consent (collectively such agreements and documents, the “Project Documents”).

Capitalized terms used and not otherwise defined herein shall have the meanings ascribed thereto in the Project Documents.

1. Consent to Assignment and Change of Control.
a. An affiliate of GCE (the “GCE Owner”) will take over the development, design, procurement, construction, operation, maintenance and ownership of the Systems at the Sites by means of a purchase of all the rights, contracts and other assets related to such Systems (collectively, the “Transaction”) and GCE wishes that the Purchaser hereby gives its unconditional and irrevocable consent to the Transaction (the “Confirmation”) for the benefit of GCE and the GCE Owner and all of the their successors and assigns including their financing parties and future assignees. Effective as of the date of this Consent, the Purchaser hereby gives the Confirmation to GCE for the benefit of GCE and the GCE Owner and their successors and assigns including to the assignment of all of the Project Documents (the “Assignment”) to the GCE Owner. Purchaser acknowledges that upon Assignment, GCE Owner shall have all the rights of “Provider” under each Project Document, including to perform and enforce the respective obligations thereunder.

Purchaser’s Confirmation and consent to the Assignment waives any termination, acceleration, damages or similar rights that would otherwise result under any Project Document as a result of the Assignment or Transaction. Upon Assignment, GCE will be bound by and obligated to perform all of the obligations and duties of “Provider” under the Project Documents. b. Any provision for notices under any Project Document is hereby revised so that the Purchaser give notices as follows:

Greenskies Clean Energy LLC
127 Washington Avenue
West Bldg, Garden Level
North Haven, CT 06473
Attn: General Counsel

2. Representations and Warranties of Purchaser. Purchaser hereby represents and warrants to Provider, Assignee and GCE as follows:

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a. Purchaser is duly organized, validly existing and in good standing under the laws of the State of California and has all requisite power and authority to execute and deliver, and to perform its obligations under, the Project Documents and this Consent; b. the execution, delivery and performance by Purchaser of this Consent have been duly authorized by all necessary action and, as of the date hereof, do not require any further consents or approvals that have not been obtained;
c. the execution, delivery and performance by Purchaser of this Consent will not (i) violate any provision of any law, regulation, order, judgment, injunction or similar matters applicable to it; or (ii) conflict with, result in a breach of or violate any of the terms, conditions or provisions of Purchaser’s formation, constituent or governing documents; d. all representations made by Purchaser in the Project Documents were true and correct as of the date the same were made and as of the date hereof; e. this Consent and the Project Documents are legal, valid and binding obligations of Purchaser enforceable against Purchaser in accordance with their respective terms except as may be limited by bankruptcy, insolvency and other laws affecting creditors’ rights in general;
f. the Project Documents are in full force and effect and have not been amended except as explicitly indicated in Exhibit A, and there are no other agreements or representations of any kind between Purchaser and Provider other than the Project Documents listed in Exhibit A; and
g. as of the date hereof, no liquidated damages or other such payments are due and owing under any Project Document.

3. Acknowledgment and Confirmation. Purchaser confirms with respect to the Project Documents, Sites and the Systems as follows.
a. Pursuant to Section 7.1 of the Special Conditions, Provider hereby confirms as of the date hereof, that the interconnection application(s) for each System are currently in good standing such that each System is eligible for NEM 2.0 grandfathering. Purchaser acknowledges that the Local Electric Utility’s Schedule NEM-ST: Net Energy Metering Successor Tariff (the relevant sections attached hereto as Exhibit C) confirms that customers receiving service pursuant to such schedule are eligible to continue receiving service under such schedule for a period of 20 years from the date of such generating facility’s interconnection to the Local Electric Utility’s grid. Therefore, Purchaser hereby confirms that its termination rights set forth in Section 7.1 of the Special Conditions are waived unless the applicable System loses its NEM 2.0 grandfathering status due to Provider’s failure to keep the relevant interconnection application in good standing prior to the Commercial Operation Date.

4. FFP BTM Solar, LLC (“Provider”) is signing this Consent for purposes of confirming the following to Purchaser: As of the date hereof, the interconnection applications for each System are currently in good standing such that each System is eligible for NEM 2.0

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grandfathering pursuant to the relevant Local Electric Utility tariff.

5. General.
a. This Consent may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute one and the same agreement.

Delivery of an executed counterpart of a signature page to this Consent by facsimile or e-mail (including “pdf” format) or other electronic means shall be effective as delivery of an original executed counterpart of this Consent.
b. In case any provision of this Consent, or the obligations of any of the parties hereto, shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions, or the obligations of the other parties hereto, shall not in any way be affected or impaired thereby, and the parties hereto shall negotiate in good faith to replace such invalid, illegal or unenforceable provisions.
c. This Consent shall be binding upon and benefit the successors and assigns of Purchaser and GCE and their respective successors, transferees and assigns. No termination, amendment, variation or waiver of any provisions of this Consent shall be effective unless in writing and signed by Purchaser and GCE.
d. Except as expressly modified by this Consent, all other terms and provisions of the Project Documents are and remain in full force and effect. This Consent shall be governed by and construed in accordance with the laws of the State of California. [Signatures follow on next page.]

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Signature Page
IN WITNESS WHEREOF, the parties hereto by their officers thereunto duly authorized have duly executed this Consent as of the date first set forth above.

PURCHASER:

By: ___________________________________
Name:________________________________
Title:_________________________________
GCE:

By: ___________________________________
Name:________________________________
Title:_________________________________
PROVIDER (FOR PURPOSES OF SECTION 4):

By: ___________________________________
Name:________________________________
Title:_________________________________

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Exhibit A
Exhibit A
Project Documents
Energy Services Agreement – Solar dated September 20, 2023 for the Black Gold project located at 1 Black Gold Drive, Yorba Linda, CA 92886, as amended by that Upgrades, Scope and/or Schedule Change Acknowledgment dated October 22, 2024
Energy Services Agreement – Solar dated September 20, 2023 for the Community Center project located at 4501 Casa Loma Ave, Yorba Linda, CA 92886
Energy Services Agreement – Solar dated September 20, 2023 for the Library project located at 4852 Lakeview Ave., Yorba Linda, CA 92886
(collectively, the “Special Conditions”)
General Terms and Conditions of Energy Services Agreement dated July 18, 2023 (“General Terms and Conditions”).

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Exhibit B
Exhibit B
Not used.

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Exhibit C
Exhibit C
See Attached:

SCE Schedule NEM-ST: Net Energy Metering Successor Tariff

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Southern California Edison Revised Cal. PUC Sheet No. 87547-E Rosemead, California (U 338-E) Cancelling Revised Cal. PUC Sheet No. 85445-E

Schedule NEM-ST Sheet 1

NET ENERGY METERING

SUCCESSOR TARIFF
(Continued)
(To be inserted by utility) Issued by (To be inserted by Cal. PUC) Advice 5203-E Michael Backstrom Date Submitted Feb 12, 2024 Decision 23-11-068 Vice President Effective Feb 15, 2024 1C11 Resolution

APPLICABILITY
This Schedule is applicable to Eligible Customer-Generators (Customers) served on time-of-use (TOU) rates who elect to install a Renewable Electrical Generating Facility(ies) (Generating Facility(ies)) pursuant to California Public Utilities (PU) Code Section 2827.1 and California Public Utilities Commission (Commission) Decision (D.)16-01-044, subject to the additional terms and conditions contained herein and any other applicable state or federal laws.

This Schedule is closed to new Customers as of April 15, 2023, except NEM Aggregation (NEM-A) Customers subject to Special Condition 5. Customers who received service on this Schedule, or who had submitted all documentation necessary to receive service on this Schedule prior to April 15, 2023, are subject to the Legacy provisions pursuant to Special Condition 8 and the Sunset Date provisions pursuant to Special Condition 10 below.

This Schedule is closed to new NEM-A customers as of February 15, 2024. Customers who received service on this Schedule pursuant to Special Condition 5 will remain eligible for this Schedule.

Customers who participate in Direct Access (DA), Community Choice Aggregation (CCA) or Community Aggregation (CA) Service are eligible for service under this Schedule consistent with the NEM services that SCE provides to its Bundled Service Customers, except as otherwise provided herein, provided the Customer’s Electric Service Provider (ESP), Community Choice Aggregator or Community Aggregator offers a NEM tariff or program consistent with the provisions of this Schedule. DA, CCA or CA Service Customers must look to their ESP, Community Choice Aggregator or Community Aggregator for NEM services related to the generation charges and credits that result from receiving service under this Schedule.

This Schedule is also applicable to (a) eligible Customers who elect to participate in NEM Aggregation (NEM-A) (see Special Condition 5 below), (b) Customers who install eligible NEMPaired Storage Systems (see Special Condition 6 below), or (c) Customers whose Generating Facility(ies) meets the definition of a Multiple Tariff Generating Facility (see Special Condition 7 below).

NEM-ST Legacy Eligible Customer-Generators, as defined in Special Condition 8, who replace a Renewable Electrical Generating Facility due to impacts of a Natural Disaster will remain eligible under this Schedule pursuant to Special Condition 9.

TERRITORY
Within the entire territory served.
(T)
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(T)

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Southern California Edison Revised Cal. PUC Sheet No. 66518-E Rosemead, California (U 338-E) Cancelling Original Cal. PUC Sheet No. 58729-E

Schedule NEM-ST Sheet 2

NET ENERGY METERING

SUCCESSOR TARIFF
(Continued)
(Continued)
(To be inserted by utility) Issued by (To be inserted by Cal. PUC) Advice 3957-E R.O. Nichols Date Filed Feb 27, 2019
Decision 18-07-006 President Effective Mar 1, 2019
2C12 18-11-027 Resolution
RATES
All terms and conditions of the Customer’s Otherwise Applicable Tariff (OAT) apply, except as provided below.

1. Mandatory TOU Rates.
a. To be an Eligible Customer-Generator, the Customer must receive service on a TOU rate schedule (which is then considered the Customer’s OAT for the purpose of this Schedule), with no exceptions and no option to opt-out to an underlying rate option that is not time differentiated, at the time the Customer begins service on this Schedule, except as provided in 1.e below.
b. The default TOU rate for Residential Customers taking service under this Schedule is Schedule TOU-D, Option 4 to 9 p.m., though Residential Customers may elect another TOU rate option for which they are eligible.
c. Residential Customers who are served under this Schedule or who submit all documentation necessary to receive service under this Schedule prior to the implementation of default Residential TOU rates in SCE’s service territory (expected to be in 2019, subject to Commission direction) have the option to stay on the TOU rate that they are served on at that time for a period of five years from the date the Customer commenced service on that TOU rate.
d. Any Residential Customer who submits all necessary documentation for service under this Schedule after default Residential TOU rates have been implemented in SCE’s service territory (expected to be in 2019, subject to Commission direction) shall be put on the appropriate default TOU rate as a condition of receiving service under this Schedule. Such Customers may opt out of their default TOU rate, but must switch to another available TOU rate for which they are eligible in order to continue receiving service under this Schedule. e. Residential Customers for whom an eligible TOU rate option does not exist (e.g., including but not necessarily limited to customers served on Schedules DM, DMS-1, DMS-2 and DMS-3) are eligible for service on this Schedule while on a non-TOU rate but must begin receiving service on a TOU rate option for which they are eligible as soon as one becomes available in order to continue receiving service on this Schedule. (T)

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Southern California Edison Revised Cal. PUC Sheet No. 74879-E Rosemead, California (U 338-E) Cancelling Original Cal. PUC Sheet No. 58730-E

Schedule NEM-ST Sheet 3

NET ENERGY METERING

SUCCESSOR TARIFF
(Continued)
(Continued)
(To be inserted by utility) Issued by (To be inserted by Cal. PUC) Advice 4882-E-B Michael Backstrom Date Submitted Aug 9, 2023 Decision Vice President Effective Jul 27, 2023
3C11 Resolution
RATES (continued)

2. Nonbypassable Charges (NBCs).

For the purpose of this Schedule only, NBCs include the following rate components, as provided in the Customer’s OAT: (1) Public Purpose Programs Charge (PPPC), (2) Nuclear Decommissioning Charge (NDC), (3) Competition Transition Charge (CTC), and (4) Wildfire Fund Non-Bypassable Charge (WFC) .

As determined in each billing period, a Customer is responsible for NBCs, assessed on a $-perkilowatthour (kWh) basis using the NBC factors contained in the Customer’s OAT, for each kWh of electricity that is consumed/imported from the grid net of exports (i.e., net consumption) in each metered interval (e.g., one hour or 15-minute). For example, if a Customer consumes/imports 5 kWh from the grid in a metered interval and exports 3 kWh to the grid in that same metered interval, the Customer is assessed NBCs on 2 kWh for that metered interval.

If a Customer consumes/imports 2 kWh from the grid in a metered interval and exports 3 kWh in that same metered interval, the Customer is assessed NBCs on 0 kWh for that metered interval since there was no net consumption from the grid in that metered interval.

For DA, CCA or CA Service Customers, the CTC and WFC NBC components are based on the factors contained in Schedules DA-CRS and CCA-CRS, as applicable, and the PPPC and NDC NBC components are based on the factors contained within the Customer’s OAT. NBCs are assessed on a $-per kWh basis for each kWh of electricity that is consumed/imported from the grid net of exports (i.e., net consumption) in each metered interval (e.g., one hour or 15-minute).

NEM-A aggregated accounts are assessed NBCs on a $-per-kWh basis for each kWh of electricity that is consumed/imported from the grid in each metered interval.

For Residential Customers, the assessed NBCs will be used in the Minimum Charge calculation consistent with how these components are used in the Minimum Charge calculation for nonNEM Residential customers.

Customers who are enrolled in California Alternate Rates for Energy (CARE) or who receive a Medical Baseline Exemption are currently exempt from the WFC Charge. Therefore, the WFC component of the NBCs for these Customers under this Schedule is $0.00/kWh. (T)
(T)
(T)
(T)
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(T)

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Southern California Edison Revised Cal. PUC Sheet No. 65281-E Rosemead, California (U 338-E) Cancelling Original Cal. PUC Sheet No. 58731-E

Schedule NEM-ST Sheet 4

NET ENERGY METERING

SUCCESSOR TARIFF
(Continued)
(Continued)
(To be inserted by utility) Issued by (To be inserted by Cal. PUC) Advice 3915-E Caroline Choi Date Filed Dec 13, 2018
Decision Senior Vice President Effective Jan 1, 2019
4C9 Resolution
RATES (continued)

3. Monthly Energy (kWh) Charges and Credits.

As determined in each billing period, when a Customer is a net consumer of energy, ES is greater than EF, where ES is energy supplied by SCE and EF is energy generated by the Customer’s Generating Facility and exported onto SCE’s electrical system, the resulting net consumed energy will be used in the calculation of all applicable energy charges, with the exception of the NBCs as outlined above, calculated by (1) multiplying the Customer’s net consumed kWh by the applicable energy rate components of the Customer’s OAT, in each TOU period, for Bundled Service Customers, or (2)(a) multiplying the Customer’s net consumed kWh by the applicable Delivery Service rate components of the Customer’s OAT, in each TOU period, and (b) multiplying the Customer’s net consumed kWh by the applicable Cost Responsibility Surcharge (CRS) rate components (e.g., PCIA) of Schedules DA-CRS or CCA-CRS that are not defined as NBCs above, in each TOU period, for DA, CCA or CA Service Customers. The Customer’s ESP or Community Choice Aggregator/Community Aggregator is responsible for providing the generation-related energy charges. NBCs, as defined above, are not included as part of these calculations.

As determined in each billing period, when a Customer is a net producer of energy, EF is greater than ES, the resulting net produced energy will be used in the calculation of energy credits, calculated by (1) multiplying the Customer’s net produced kWh by the applicable energy rate components of the Customer’s OAT, in each TOU period, for Bundled Service Customers (though in no case can the calculation and application of these energy credits result in the reduction of the NBCs owed by the Customer), or (2)(a) multiplying the Customer’s net produced kWh by the applicable Delivery Service rate components of the Customer’s OAT, in each TOU period, and (b) multiplying the Customer’s net produced kWh by the applicable CRS rate components (e.g., PCIA) of Schedules DA-CRS or CCA-CRS that are not defined as NBCs above, in each TOU period, for DA, CCA or CA Service Customers (though in no case can the calculation and application of these energy credits result in the reduction of the NBCs owed by the Customer). The Customer’s ESP or Community Choice Aggregator/Community Aggregator is responsible for providing the generation-related energy credits. NBCs, as defined above, are not included as part of these calculations.
(D)

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Southern California Edison Revised Cal. PUC Sheet No. 69924-E Rosemead, California (U 338-E) Cancelling Revised Cal. PUC Sheet No. 60464-E

Schedule NEM-ST Sheet 5

NET ENERGY METERING

SUCCESSOR TARIFF
(Continued)
(Continued)
(To be inserted by utility) Issued by (To be inserted by Cal. PUC) Advice 4325-E Carla Peterman Date Submitted Oct 29, 2020 Decision Senior Vice President Effective Nov 28, 2020
5C14 Resolution
RATES (continued)

4. Net Surplus Compensation (NSC).

Net Surplus Compensation (NSC) is equal to the Net Surplus Compensation Rate (NSCR) multiplied by Net Surplus Energy. To calculate NSC, the kWh of Net Surplus Energy are multiplied by the NSCR. The NSCR is based on the default load aggregation point (DLAP) price, and is equal to the simple rolling average of SCE hourly $-per-kWh prices from the Hour Ending 08 through the Hour Ending 17 (7 a.m. to 5 p.m.) for each day of the 12-month period corresponding to the Customer’s 12-month Relevant Period. The rolling average is calculated on a monthly basis to be effective the first of each month and is applied to all Customers with a Relevant Period ending in that month. SCE uses a full 12 months (365 days, or 366 days for leap years) of DLAP prices, as published on the California Independent System Operator (California ISO) Open Access Same-time Information System (OASIS), ending the twentieth (20th) day of each month. SCE then calculates the NSCR within five days of the first of the month to allow the California ISO to finalize the day-ahead DLAP prices. The NSCR is applied to all eligible Net Surplus Generators, irrespective of their rate class. The NSCR is posted on SCE’s website and updated monthly. See Special Condition 4.i below for specific terms and provisions regarding NSC.

NSC Renewable Attribute Adder (RAA)
Pursuant to D.11-06-016, SCE will include a Renewable Attribute Adder (RAA) with the NSC rate if the eligible Customer or the Customer’s aggregator provides a completed Form 14-935 (see Special Condition 4.i.v below) verifying that the Customer: (1) has registered the Generating Facility at the Western Renewable Energy Generation Information System (WREGIS); (2) has obtained Renewables Portfolio Standard (RPS) ownership certification from the California Energy Commission (CEC) for the Customer’s Net Surplus Energy and provides this certification to SCE; and (3) allows for the ownership of the Renewable Energy Credits (RECs) associated with the Customer’s Net Surplus Energy to be transferred to SCE. For details on the CEC and WREGIS certification process, refer to the CEC’s RPS Eligibility Guidebook, which can be found at: http://www.energy.ca.gov/renewables/documents/#rps.

The RAA will be calculated using the most recent Western Electricity Coordinating Council (WECC) average renewable premium, based on United States Department of Energy (DOE) published data. The RAA will only be paid to those Net Surplus Generators who provide RECs to SCE.

Value of RECs = Net Surplus kWh x RAA.

The RAA will be updated annually and is available at:
https://www.sce.com/regulatory/tariff-books/rates-pricing-choices/renewable-energy-credit At the conclusion of each Relevant Period, the eligible Customer will notify SCE that the Customer has transferred the RECs associated with the Net Surplus Energy in WREGIS by completing Form 14-935 and will send the CEC RPS certificate with the form to SCE. (T)

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Southern California Edison Revised Cal. PUC Sheet No. 61587-E Rosemead, California (U 338-E) Cancelling Original Cal. PUC Sheet No. 58733-E

Schedule NEM-ST Sheet 6

NET ENERGY METERING

SUCCESSOR TARIFF
(Continued)
(Continued)
(To be inserted by utility) Issued by (To be inserted by Cal. PUC) Advice 3351-E-A Caroline Choi Date Filed Apr 21, 2017
Decision Senior Vice President Effective Oct 13, 2017
6C13 Resolution E-4665
RATES (continued)

5. Standby and Customer Generation Departing Load Charges.

No additional Standby or Customer Generation Departing Load charges are currently applicable to Customers served under this Schedule, as provided in SCE’s Standby and Customer Generation Departing Load tariffs.

6. NEM-A Billing Services Charges.

NEM-A Customers served pursuant to Special Condition 5 below are subject to the following additional billing services charges:

Manually Billed Accounts –
a. Account Set-Up Fee: $25.00 per account in the NEM-A arrangement. Any account added to an NEM-A arrangement is subject to this one-time fee.
b. Monthly Billing Fee: $20.00 per month per account in the NEM-A arrangement.

Automated Billed Accounts –
a. Account Set-Up Fee: $16.00 per account in the NEM-A arrangement. Any account added to an NEM-A arrangement is subject to this one-time fee.

b. Monthly Billing Fee: $2.70 per month per account in the NEM-A arrangement. (N)
(D)
(I)

(N)
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Southern California Edison Revised Cal. PUC Sheet No. 67968-E Rosemead, California (U 338-E) Cancelling Revised Cal. PUC Sheet No. 65282-E

Schedule NEM-ST Sheet 7

NET ENERGY METERING

SUCCESSOR TARIFF
(Continued)
(Continued)
(To be inserted by utility) Issued by (To be inserted by Cal. PUC) Advice 4063-E Kevin Payne Date Submitted Aug 27, 2019
Decision 16-01-044 Chief Executive Officer Effective Aug 27, 2019 7C18 Resolution E-5078

SPECIAL CONDITIONS

1. Definitions: Except as otherwise defined in SCE’s Electric Rule 1, capitalized terms utilized in the context of this Schedule are defined below and applicable to Customers receiving service under this Schedule.
a. Eligible Customer-Generator (Customer).
i. A Residential, Small Commercial, commercial, industrial, agricultural, pumping or metered lighting customer served on a TOU rate who uses a Generating Facility, or a combination of those facilities, that is (A) located on the Customer’s Premises, (B) interconnected and operates in parallel with SCE’s electric system, and (C) intended primarily to offset part or all of the Customer’s own electrical requirements. (D)

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Southern California Edison Revised Cal. PUC Sheet No. 74398-E Rosemead, California (U 338-E) Cancelling Revised Cal. PUC Sheet No. 65283-E

Schedule NEM-ST Sheet 8

NET ENERGY METERING

SUCCESSOR TARIFF
(Continued)
(Continued)
(To be inserted by utility) Issued by (To be inserted by Cal. PUC) Advice 4849-E Michael Backstrom Date Submitted Aug 17, 2022 Decision 22-07-001 Vice President Effective Feb 28, 2023 8C7 Resolution
SPECIAL CONDITIONS (continued)

1. Definitions. (continued)
b. Renewable Electrical Generating Facility (Generating Facility). i. A facility that generates electricity from a renewable source listed below pursuant to paragraph (1) of subdivision (a) of Section 25741 of the Public Resources Code. These renewable sources are further defined in the CEC’s RPS Guidebook.i

Biomass, solar thermal, photovoltaic, wind, geothermal, fuel cells using renewable fuels, small hydroelectric generation, digester gas, municipal solid waste conversion, landfill gas, ocean wave, ocean thermal, or tidal current (Renewable Generator), and any additions or enhancements to the facility using that technology.

For certain technologies, Customers are required to sign an affidavit (Form 14-912) certifying that they are an Eligible Customer-Generator. Specifically, a Customer using municipal solid waste conversion, fuel cells using renewable fuel, or small hydroelectric generation will need to certify that the following technology specific criteria have been met:

A. For purposes of this Schedule, qualifying "municipal solid waste conversion" is as defined in Public Resources Code Section 25741(b).

B. For purposes of qualifying as a “fuel cell using renewable fuels” under this Schedule, the Customer’s fuel cell must be powered solely with renewable fuel.

C. For purposes of qualifying as a “small hydroelectric generation facility” under this Schedule, the Customer must certify that the facility will neither cause an adverse impact on instream beneficial uses nor cause a change in the volume or timing of streamflow.
ii. To be eligible for service under this Schedule, Generating Facilities must meet all applicable safety and performance standards established by the National Electrical Code, the Institute of Electrical and Electronics Engineers, and accredited testing laboratories such as Underwriters Laboratories and, where applicable, rules of the Commission regarding safety and reliability (i.e., SCE’s Electric Rule 21) or the California Independent System Operator (CAISO) Tariff, as applicable. All Generating Facilities must have a warranty of at least 10 years for all equipment and the associated installation from the system provider (not from SCE).ii Additionally, for Customers installing solar Generating Facilities, all major solar system components (including PV panels and other generation equipment, inverters and meters) must be on the verified equipment list maintained by the CEC. For all Generating Facilities, any other equipment, as determined by SCE, must be verified as having safety certification from a Nationally Recognized Testing Laboratory (NRTL).
(T)
(T)
i RPS Eligibility Guidebook: http://www.energy.ca.gov/renewables/documents/#rps. ii Warranties or service agreements conforming to requirements applicable to the Self-Generation Incentive Program (SGIP) may be used for technologies eligible for the SGIP. In appropriate circumstances conforming to industry practice, this requirement may also rely on and be satisfied by manufacturers’ warranties for equipment and separate contractors’ warranties for workmanship (i.e., installation).

Page 227 of 523 ends

Southern California Edison Revised Cal. PUC Sheet No. 85870-E Rosemead, California (U 338-E) Cancelling Revised Cal. PUC Sheet No. 65284-E

Schedule NEM-ST Sheet 9

NET ENERGY METERING

SUCCESSOR TARIFF
(Continued)
(Continued)
(To be inserted by utility) Issued by (To be inserted by Cal. PUC) Advice 4963-E-A Michael Backstrom Date Submitted Mar 27, 2023 Decision 22-12-056 Vice President Effective Mar 1, 2023 9C8 Resolution
SPECIAL CONDITIONS (continued)

1. Definitions. (continued)
b. Renewable Electrical Generating Facility (Generating Facility). (continued) iii. Sizing. Customer’s Generating Facilities must meet the sizing requirements outlined below in order to be eligible for service under this Schedule.

A. Sized to Load Requirement: To be eligible for NEM, a Generating Facility must be sized to offset part or all of the Customer’s own electrical requirements, and may not be oversized. This means that the estimated output of the Generating Facility, using the CEC-AC Nameplate rating for inverter-based Generating Facilities and the applicable technology-specific capacity factor as specified in SCE’s NEM Interconnection Handbook, must not exceed the Customer’s previous annual usage (in kWh), unless additional load verification or acknowledgment is provided to SCE, as required by SCE (this also applies where the Customer has less than 12 months of previous recorded usage data). For non-inverter-based Generating Facilities, this calculation is based on the AC nameplate rating of the Generating Facility.

B. Capacity: Except for the sized-to-load requirement specified above (and as provided in Special Conditions 1.a.ii and 1.a.iii above), there is no limit on the capacity of a Generating Facility served under this Schedule. However, primarily for the purposes of interconnection, cost responsibility (as outlined in SCE’s Electric Rule 21) and NSC eligibility (as outlined in Special Condition 4.i below), certain provisions apply differently to Generating Facilities served under this Schedule depending on whether they have a capacity of (1) 1 MW or less or (2) greater than 1 MW. Both the CEC-AC rating, as applicable, and the aggregate inverter capacity must not be greater than 1 MW for a Generating Facility to be considered 1 MW and smaller. The capacity of each generator will be determined by using the “System Size Limiting Factor” table within SCE’s Electric Rule 21, Section F, which, for solar systems, is the lesser of inverter name plate capacity (in kW) or the CEC-AC rating.

The aggregate nameplate capacity of the facility is calculated by adding the capacity of all generators located at the Customer’s Premises (including Integrated or Directly Connected Energy Storage Devices, if any).
c. NEM Eligible Generator. A Generating Facility (served under either this Schedule or Schedule NEM), or a generating facility served under Schedule FC-NEM or Schedule BG-NEM.
d. Group of NEM Eligible Generators. Generators qualifying for NEM service under the same NEM tariff provisions. Thus, Generating Facilities served under this Schedule would form one group, Generating Facilities served under Schedule NEM would form another group, biogas generators and fuel cell generators served under Schedules BG-NEM or FC-NEM without aggregated accounts would form a third group, and biogas generators and fuel cell generators served under Schedules BG-NEM or FC-NEM with aggregated accounts would form a fourth group.
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Page 228 of 523 ends

Southern California Edison Revised Cal. PUC Sheet No. 65285-E Rosemead, California (U 338-E) Cancelling Revised Cal. PUC Sheet No. 60467-E

Schedule NEM-ST Sheet 10 (T)

NET ENERGY METERING

1. Definitions. (continued)
e. Non-NEM Eligible Generator. An electrical generator that does not meet the definition of a Generating Facility in this Schedule or Schedule NEM, and/or an electrical generator that does meet the definition of an eligible generating facility in Schedules BG-NEM or FC-NEM. f. Multiple Tariff Generating Facility. A Generating Facility consisting of one or more NEM Eligible Generators served under this Schedule and one or more NEM Eligible Generators served under Schedules NEM, BG-NEM and/or FC-NEM, or consisting of one or more NEM Eligible Generators served under this Schedule and one or more Non-NEM Eligible Generators.
g. NEM-Paired Storage System. A Generating Facility that includes a Renewable Generator(s) and an Integrated or Directly Connected Energy Storage Device(s) behind the same SCE revenue meter and/or Service Account. Integrated or Directly Connected Energy Storage Devices are considered an addition or enhancement to the Renewable Generator and not a separate generating facility for the purposes of applying the cost exemptions specified in Special Condition 6 below when interconnecting at the same time as the Renewable Generator.

An energy storage device shall be considered an addition or enhancement to the Renewable Generator if the energy storage device is either:
i. Integrated into the Generating Facility, such that the energy storage device is capable of storing only energy produced by the Renewable Generator, either as an intermediary form of energy during the generation cycle or after electricity has been generated (Integrated Energy Storage Device); or,
ii. Directly connected to the Generating Facility, such that electricity is delivered from the Renewable Generator to the energy storage device behind the meter used for RPS purposes and any electricity from a source other than the Renewable Generator is included as an energy input to the Generating Facility; the energy storage device must be operated as part of the Generating Facility represented in the application and not in conjunction with any other facility, renewable or otherwise (Directly Connected Energy Storage Device). As such, a Directly Connected Energy Storage Device is not required to be charged exclusively from the Renewable Generator and may also be charged from the grid.
h. Large NEM-Paired Storage System: A NEM-Paired Storage System where the Integrated or Directly Connected Energy Storage Device(s) is sized larger than 10 kW (AC) (i.e., maximum aggregate discharge capacity) and that meets the applicable sizing and metering requirements included in Special Condition 6 below. i. Small NEM-Paired Storage System: A NEM-Paired Storage System where the Integrated or Directly Connected Energy Storage Device(s) is sized 10 kW (AC) or smaller (i.e., maximum aggregate discharge capacity) and that meets the applicable sizing and metering requirements included in Special Condition 6 below.

Page 229 of 523 ends

Southern California Edison Revised Cal. PUC Sheet No. 74399-E Rosemead, California (U 338-E) Cancelling Revised Cal. PUC Sheet No. 65286-E

Schedule NEM-ST Sheet 11

NET ENERGY METERING

1. Definitions. (continued)
j. Relevant Period.
i. A twelve-month period, or portion thereof, commencing on the anniversary Date of Parallel Operation of the Customer’s Generating Facility to SCE’s electric system and on every subsequent anniversary thereof. For Customers electing to receive service under this Schedule for a Generating Facility that is already interconnected to SCE’s electrical system, the Relevant Period will commence on the date that the Customer begins receiving service under this Schedule and on every subsequent anniversary thereof. If a Customer terminates service, or experiences a change from SCE Bundled Service to CCA/CA Service or DA Service or from CCA/CA Service or DA Service to SCE Bundled Service prior to the end of the 12-month period, the Relevant Period will consist of that period from the anniversary date until the effective date of the termination or change in service.
ii. The initial Relevant Period of an aggregated account added to an NEM-A arrangement, pursuant to Special Condition 5 below, during an arrangement’s ongoing Relevant Period may be less than 12 months to align with the other accounts in the NEM-A arrangement.
iii. Customers may elect to change the start date of their Relevant Period on a one-time prospective basis by completing and returning Form 14-936, NEM One-Time Relevant Period Change Request Form, or Form 16-345, Net Energy Metering Billing Option Change Request and One-Time Relevant Period Selection Form for Residential and Small Commercial Customers, to SCE. SCE must receive this form at least 60 days prior to the requested start date of the new Relevant Period. When the start date change is effectuated, it will cause a shortened existing Relevant Period and the new 12-month Relevant Period will begin. In no case will a Relevant Period extend beyond 12 months.
k. Date of Parallel Operation. The date that SCE and, if applicable, the CAISO provides the Customer with written approval (e.g., the Permission to Operate (PTO) notice) to commence parallel operation of the Generating Facility.
(T)
(T)

Page 230 of 523 ends

Southern California Edison Revised Cal. PUC Sheet No. 88774-E Rosemead, California (U 338-E) Cancelling Revised Cal. PUC Sheet No. 74400-E

Schedule NEM-ST Sheet 12

NET ENERGY METERING

SUCCESSOR TARIFF
(Continued)
(Continued)
(To be inserted by utility) Issued by (To be inserted by Cal. PUC) Advice 5353-E Michael Backstrom Date Submitted Aug 13, 2023 Decision 23-11-068 Vice President Effective
12C8 Resolution
SPECIAL CONDITIONS (continued)

1. Definitions. (continued)
l. Net Energy. The difference between the electric energy supplied and/or delivered through SCE, and the electric energy produced by the Customer’s Generating Facility and exported into SCE’s electric system, measured over the Relevant Period.

Net Energy = ES minus EF
m. Net Surplus Energy. All electricity generated by a Customer’s Generating Facility that is exported to SCE’s grid measured in kWh over the Relevant Period that exceeds the amount of electricity consumed by that Customer.iii
n. Net Surplus Generator. A Customer using a Generating Facility that generates and exports to SCE’s grid more electricity (in kWh) during a Relevant Period than is supplied by SCE to the Customer during that same Relevant Period.
o. Otherwise Applicable Tariff (OAT). The Customer’s regularly filed TOU rate schedule under which service is rendered.
p. Modular Home: Modular home, although better constructed, is like manufactured home (as defined in the California Health and Safety Code) where both are constructed offsite. Unlike manufactured home, modular home must meet the same local or state building codes as an on-site home. Modular home does not have the requirement to have a wheeled chassis permanently attached.
q. Modular Home Community: A community with two or more Modular Homes. (T)
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iii kWh subject to forfeit under the NEM-Paired Storage System estimation methodology provisions of Special Condition 6 (T) below are not considered EF for the purposes of determining Net Surplus Energy.

Page 231 of 523 ends

Southern California Edison Revised Cal. PUC Sheet No. 87548-E Rosemead, California (U 338-E) Cancelling Revised Cal. PUC Sheet No. 85446-E

Schedule NEM-ST Sheet 13

NET ENERGY METERING

SUCCESSOR TARIFF
(Continued)
(Continued)
(To be inserted by utility) Issued by (To be inserted by Cal. PUC) Advice 5203-E Michael Backstrom Date Submitted Feb 12, 2024 Decision 23-11-068 Vice President Effective Feb 15, 2024 13C11 Resolution
SPECIAL CONDITIONS (continued)

2. Required Application and Contracts for Interconnection. a. All Customers with Generating Facilities sized larger than 1 MW seeking interconnection with SCE’s Transmission System shall apply to the CAISO for interconnection and be subject to the CAISO Tariff, and must submit an executed CAISO interconnection agreement prior to receiving service under this Schedule. This requirement is not applicable to Generating Facilities with Permission to Operate (PTO) letters received as of May 6, 2022 or proposed Generating Facilities with materially complete interconnection applications submitted as of May 6, 2022. Such Customers shall also submit an online Net Energy Metering (NEM) Generating Facility Interconnection Application (Form 14-957) to SCE for the purpose of determining eligibility under this Schedule, but shall not be required to submit any fee in connection with Form 14-957.

To retain eligibility under this Schedule, Customers, except NEM-A Customers, must have submitted an interconnection request free of major deficiencies prior to April 15, 2023.

NEM-A Customers pursuant to Special Condition 5 must submit an interconnection request free of major deficiencies prior to February 15, 2024. This submittal shall include an online Net Energy Metering (NEM) Generating Facility Interconnection Application (Form 14-957), along with any applicable fees as specified in SCE’s Electric Rule 21, and a single-line diagram. Supplemental forms may be required depending on (1) the type of Generating Facility being installed and (2) the requirements of any specific provisions of this Schedule under which the Customer is electing to be served. The table below outlines the various Interconnection Agreements and forms that may be applicable to Customers requesting service under this Schedule.

Additionally, to retain eligibility under this Schedule, within three years from April 14, 2023, or February 14, 2024 for NEM-A, Customers must submit an executed CPUC jurisdictional NEM Interconnection Agreement and a final building permit sign off and electrical clearing by the authority having jurisdiction.
(T)
(T)
(T)
(T)
(T)
(L)

Page 232 of 523 ends

Southern California Edison Revised Cal. PUC Sheet No. 87549-E Rosemead, California (U 338-E) Cancelling Revised Cal. PUC Sheet No. 85446-E 74402-E
Schedule NEM-ST Sheet 14

NET ENERGY METERING

2. Required Application and Contracts for Interconnection. (continued) The following table outlines the various Interconnection Agreements and forms that may be applicable to Customers requesting service under this Schedule.

Applicable Interconnection Agreements (IAs)
Form 14-923 NBT or NEM IA for Generating Facilities Sized 10 kW and Smaller Form 16-344 NBT or NEM IA for Generating Facilities Sized 1 MW and Smaller Form 14-773 NEM Multiple Tariffs (NEM-MT) IA for Generating Facilities Sized 1 MW and Smaller (see Special Condition 7 below)
Form 14-974 NBT or NEM IA for Generating Facilities Sized Greater Than 1 MW Form 14-972 NBT (NBT-MT) or NEM Multiple Tariffs (NEM-MT) IA for Generating Facilities Sized Greater Than 1 MW (see Special Condition 7 below) Applicable NEM Forms
Form 14-912 Eligible Customer-Generator Warranty (see Special Condition 1.b.i above) Form 14-935 NSC RAA Compensation Form (see Special Condition 4.h.v) Form 14-936 NBT or NEM One-Time Relevant Period Change Request Form (see Special Condition 1.j.iii above)
Form 14-937 NEM-A Account Information (see Special Condition 5 below) Form 16-345 NEM Billing Option Change Request and One-Time Relevant Period Selection Form (see Special Condition 4.b below)
b. Except for Customers with Generating Facilities sized larger than 1 MW seeking interconnection with SCE’s Transmission System,iiiCustomers seeking to interconnect their Generating Facilities for the purpose of receiving service under this Schedule are subject to the interconnection requirements and interconnection cost responsibility provisions for NEMST Customers as established in SCE’s Electric Rule 21. These costs may include interconnection application fees, study costs and/or costs for upgrading the Distribution and/or Transmission Systems, depending on the Customer and the size of the Generating Facility. All Customers interconnecting under SCE’s Electric Rule 21 are responsible for the costs of any applicable Interconnection Facilities, as defined in SCE’s Electric Rule 21.

Customers with Generating Facilities sized larger than 1 MW seeking interconnection with SCE’s Transmission System shall be subject to applicable interconnection requirements and interconnection cost responsibility provisions set forth in the CAISO Tariff. (N)
(N)
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ii1
Generating Facilities with PTO letters received as of May 6, 2022 or proposed Generating Facilities with materially complete interconnection applications submitted as of May 6, 2022, will interconnect pursuant to SCE’s Electric Rule 21.

Page 233 of 523 ends

Southern California Edison Original Cal. PUC Sheet No. 87550-E Rosemead, California (U 338-E) Cancelling Revised Cal. PUC Sheet No. 74402-E

Schedule NEM-ST Sheet 15

NET ENERGY METERING

2. Required Applications and Contracts for Interconnection (Continued) c. A new Customer of Record or New Party In (NPI) who owns, rents or leases a Premises that includes a Generating Facility with a capacity of 30 kW or less, that was approved by SCE for Parallel Operation prior to the new Customer or NPI moving in and/or taking electric service with SCE will not have to submit a new Interconnection Agreement, will take service under this Schedule as long as the requirements of this Schedule, including Special Condition 8, are met. This provision also applies to Premises where the developer/contractor establishes the interconnection, so that the Customer who buys/rents/leases the Premises will not have to re-submit and sign a new Interconnection Agreement. To be eligible, the new Customer or NPI must (1) ensure that the Generating Facility is compliant with all applicable safety and performance standards as delineated in SCE’s Electric Rule 21 and other applicable tariffs; (2) keep in force the amount of property, commercial general liability and/or personal liability insurance the NPI or new Customer had in place at the time it initiated service under this Schedule; and (3) understand that SCE may from time to time release information to the Commission or CEC regarding the new Customer or NPI’s Generating Facility, including the NPI or new Customer’s name and the location, capacity and operational characteristics of the Generating Facility. SCE will provide the NPI or new Customer with (1) a copy of the Interconnection Agreement in effect and as signed by the previous Customer, which will remain unchanged, (2) a copy of the NEM fact sheet that explains NEM operation and billing, and (3) SCE’s website link where information on NEM can be found. A NPI or a new Customer may need to sign an affidavit certifying that it meets the requirement for an Eligible Customer-Generator and is utilizing an eligible Generating Facility pursuant to PU Code Section 2827.1(a).

A new Customer or NPI who owns, rents or leases a Premises that includes a Generating Facility with a capacity above 30 kW will need to sign a new Interconnection Agreement. If no changes are made to the interconnection or Generating Facility, the Interconnection Agreement will have identical terms and conditions as the ones approved for the previous Customer, subject to the provisions of Special Condition 8 below. (L)
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Page 234 of 523 ends

Southern California Edison Revised Cal. PUC Sheet No. 87551-E Rosemead, California (U 338-E) Cancelling Revised Cal. PUC Sheet No. 65289-E

Schedule NEM-ST Sheet 16 (T)

NET ENERGY METERING

3. Metering Requirements. Metering requirements for Customers served under this Schedule are as follows:
a. Net Energy shall be metered using a single TOU meter capable of separately registering the flow of energy in two directions, with one channel of the meter registering ES and a separate channel of the meter registering EF. If the Customer’s existing meter is not a TOU meter capable of separately registering the flow of energy in two directions, an appropriate TOU meter shall be provided at the expense of the Customer. Customers who refuse to allow the installation and use of a TOU meter capable of separately registering the flow of energy in two directions are not eligible for service under this Schedule.

b. SCE may elect to install an additional meter or meters, at SCE’s expense, with the Customer’s consent. Such additional metering shall be used only to provide the information necessary to accurately bill or credit the Customer. Where additional meters are required to accurately bill and/or credit the Customer, if authorization is not granted by the Customer, SCE shall have the right to refuse interconnection.
c. For NEM-A accounts receiving service pursuant to Special Condition 5 below, the account directly interconnected to the Generating Facility must have a single meter that is capable of separately registering the flow of energy in two directions in 15-minute intervals. If the Customer’s existing meter is not capable of separately registering the flow of energy in two directions at the 15-minute interval level or if the Customer’s existing meter is unable to separately register the amount of energy exported to the grid by the Generating Facility, an appropriate meter shall be provided at the Customer’s expense. All other NEM-A aggregated accounts must have a standard SCE TOU billing meter capable of registering the flow of energy (ES) in 15-minute intervals.
d. The specific metering requirements for Customers using a NEM-Paired Storage System or a Multiple Tariff Generating Facility are provided in Special Conditions 6 and 7, respectively, below.

Page 235 of 523 ends

Southern California Edison Revised Cal. PUC Sheet No. 87552-E Rosemead, California (U 338-E) Cancelling Revised Cal. PUC Sheet No. 65290-E

Schedule NEM-ST Sheet 17 (T)

NET ENERGY METERING

4. Billing. The following billing processes apply to Customers served under this Schedule. a. SCE will provide all Customers with net energy consumption information and/or net generation information with each monthly bill, on which the Customer’s monthly NEM energy charges and credits that are subject to true-up are billed – regardless of whether the customer is responsible for paying these charges on a monthly or annual basis (see Special Condition 4.b below).
b. For all Customers who meet the definition of a Residential or Small Commercial Customer, the monthly valued (in $) NEM energy-related charges and credits are accumulated until the end of a Relevant Period. This is referred to as the Annual Billing Option (ABO), and is the default billing option for Residential and Small Commercial Customers. However, upon a Customer’s request, SCE shall permit a Residential or Small Commercial Customer to be billed pursuant to the MBO described below. The request must be made by the Customer upon initiation of service under this Schedule or upon written notice to SCE using Form 16-345 no later than thirty (30) days prior to the end of a Relevant Period, whichever applies. For all Customers who do not meet the definition of a Residential or Small Commercial Customer, and for those customers participating in NEM Aggregation, it is mandatory to pay all applicable charges, both energy and non-energy related, on a monthly basis, in accordance with the Customer’s OAT. This is referred to as the Monthly Billing Option (MBO), and is the only billing option available to Customers who do not meet the definition of a Residential or Small Commercial Customer or those participating in NEM Aggregation.
c. For all Customers served under this Schedule, the value (in $) of NEM energy credits will be used to offset other TOU periods’ and/or other billing periods’ NEM energy related charges (in $) when they exist. However, at no time will NEM energy credits (in $) be applied towards any NBCs and/or non-energy related charges, and such NEM credits (in $) cannot be carried over to a new Relevant Period.
d. The energy charges and credits for Customers utilizing NEM-Paired Storage Systems are billed in accordance with the provisions of Special Condition 6 below.

Page 236 of 523 ends

Southern California Edison Revised Cal. PUC Sheet No. 87553-E Rosemead, California (U 338-E) Cancelling Revised Cal. PUC Sheet No. 66583-E

Schedule NEM-ST Sheet 18 (T)

NET ENERGY METERING

4. Billing. (continued)
e. At the end of each Relevant Period, SCE shall proceed as follows:
i. For all Customers who meet the definition of a Residential or Small Commercial Customer who did not elect the MBO, SCE will subtract all monthly valued accrued energy credits from all accrued energy charges. If this calculation results in monies owed to SCE, such energy charges shall be due and payable in accordance with the Customer’s OAT. However, if this calculation results in an excess energy credit, SCE shall neither pay the Customer for any unused energy credit nor carry forward any unused energy credit. The unused energy credit shall be zeroed out and a new Relevant Period shall commence. Eligible Customers electing NSC as provided in Special Condition 4.i below will be compensated as outlined therein pursuant to the Rates section of this Schedule. Additionally, Special Condition 4.j may apply to Residential Customers.
ii. For all Customers who do not meet the definition of a Residential or Small Commercial Customer, and all Residential and Small Commercial Customers who elected the MBO, an annual true-up of energy-related charges and credits occurs at the end of the Relevant Period. Upon completion of the annual true-up, any remaining energy credits will be zeroed out and a new Relevant Period will begin. Eligible Customers electing NSC as provided in Special Condition 4.i below will be compensated as outlined therein pursuant to the Rates section of this Schedule. Additionally, Special Condition 4.j may apply to Residential Customers.
iii. If any Customer terminates service under this Schedule prior to the end of a Relevant Period, Special Conditions 4.e.i and 4.e.ii above shall apply. Except for customers who opted out of CCA Service during the CCA’s Follow-up Notification Period in accordance with Rule 23 Section I, a Customer switching from CCA/CA Service or DA Service to Bundled Service or from Bundled Service to CCA/CA Service or DA Service during an ongoing Relevant Period shall be deemed as terminating service under this Schedule prior to the end of the current Relevant Period, and Special Conditions 4.e.i and 4.e.ii above shall apply. Upon switching, the Customer shall begin a new Relevant Period. f. For all Customers served under this Schedule, all NBCs, as defined in the Rates section above, Monthly Customer Charges, Minimum Charges, Demand Charges, and/or other nonenergy related charges, excluding any adjustments due to power factor provisions, as defined in the Customer’s OAT, apply, as applicable, regardless of the Customer’s monthly net energy consumption or export.

Page 237 of 523 ends

Southern California Edison Revised Cal. PUC Sheet No. 87554-E Rosemead, California (U 338-E) Cancelling Revised Cal. PUC Sheet No. 65292-E

Schedule NEM-ST Sheet 19 (T)

NET ENERGY METERING

4. Billing. (continued)
g. Billing Provisions Applicable to DA, CCA or CA Service Customers. i. For DA, CCA or CA Service Customers, SCE will provide the applicable Delivery Service and CRS charges and credits, and the Customer’s ESP, Community Choice Aggregator or Community Aggregator is responsible for timely providing the applicable generation charges and credits.
ii. For DA Customers served under the Consolidated SCE Billing option, as defined in SCE’s Electric Rule 22, the ESP is responsible for providing SCE with the generationrelated energy charges or credits applicable to those DA Customers. For CCA or CA Service Customers, the Community Choice Aggregator or Community Aggregator is responsible for providing SCE with the generation charges or credits applicable to the CCA or CA Service Customer.
iii. At the end of each Relevant Period, SCE and the ESP, Community Choice Aggregator or Community Aggregator shall proceed as follows:

1. For all Customers who meet the definition of a Residential or Small Commercial Customer who did not elect the MBO, SCE will subtract all monthly valued accrued Delivery Service energy credits from all accrued Delivery Service energy charges and/or all applicable (i.e., those not defined as NBCs) monthly valued CRS energy credits from all applicable accrued CRS energy charges. If this calculation results in monies owed to SCE, such energy charges shall be due and payable in accordance with the Customer’s OAT. However, if this calculation results in an excess energy credit, SCE shall neither pay the Customer for any unused energy credit nor carry forward any unused energy credit. Instead, the unused energy credit shall be zeroed out and a new Relevant Period shall commence. Additionally, Special Condition 4.j below may apply to Residential Customers. For DA Customers, separate annual true-ups of all energy charges and credits, consistent with the provisions set forth under this Schedule, will be calculated by SCE for the applicable SCE charges and credits, as outlined above, and by the ESP for the applicable ESP charges and credits. Any net balance related to generation charges that are collected from an eligible DA Customer will be paid annually by SCE to the ESP as set forth in SCE’s Electric Rule 22, Section L. For CCA/CA Service Customers, SCE and the Community Choice Aggregator/Community Aggregator shall complete an annual true-up of all energy charges and credits calculated monthly, consistent with the provisions set forth under this Schedule. Credits and charges related to the Community Choice Aggregator’s/Community Aggregator’s generation services shall be based on the information provided by the Community Choice Aggregator/Community Aggregator to SCE. Any net balance related to generation charges that are collected from a CCA/CA Customer will be paid annually by SCE to the Community Choice Aggregator/Community Aggregator as set forth in SCE’s Electric Rule 23, Section Q.

Page 238 of 523 ends

Southern California Edison Revised Cal. PUC Sheet No. 87555-E Rosemead, California (U 338-E) Cancelling Revised Cal. PUC Sheet No. 65293-E

Schedule NEM-ST Sheet 20 (T)

NET ENERGY METERING

4. Billing. (continued)
g. Billing Provisions Applicable to DA, CCA or CA Service Customers. (continued) iii. At the end of the Relevant Period. (continued)

2. For all Customers who do not meet the definition of a Residential or Small Commercial Customer, and all Residential and Small Commercial Customers who elected the MBO, separate annual true-ups of all energy charges and credits, consistent with the provisions set forth under this Schedule, will be calculated by SCE for the applicable SCE charges and credits, as outlined above, and by the ESP, Community Choice Aggregator or Community Aggregator for the applicable ESP, Community Choice Aggregator or Community Aggregator charges and credits. Any unused Delivery Service and/or CRS energy credits shall not be carried forward to the start of a new Relevant Period; rather, the unused Delivery Service and/or CRS energy credits shall be zeroed out and a new Relevant Period will commence. Additionally, Special Condition 4.j may apply to Residential Customers. DA, CCA or CA Service Customers should look to their ESP, Community Choice Aggregator or Community Aggregator for the treatment of unused generation energy credits.
iv. For DA, CCA or CA Service Customers, generation credits, if any, do not reduce the charges owed to SCE for energy supplied to such Customer, and Delivery Service and/or CRS credits, if any, do not reduce the charges owed to the ESP or Community Choice Aggregator/Community Aggregator for energy supplied to such Customer. v. ESP Charges: Where SCE provides metering and billing for a DA Customer, SCE may recover the incremental costs related to net energy metering and billing services from the Customer’s ESP, as set forth in Schedule ESP-DSF.

Page 239 of 523 ends

Southern California Edison Revised Cal. PUC Sheet No. 87556-E Rosemead, California (U 338-E) Cancelling Revised Cal. PUC Sheet No. 65294-E

Schedule NEM-ST Sheet 21 (T)

NET ENERGY METERING

4. Billing. (continued)
i. NSC Billing Provisions.
i. To be eligible for NSC, a Customer must meet the definition of an Eligible CustomerGenerator within PU Code Section 2827.1(a), including that its Generating Facility be intended primarily to offset part or all of the Customer’s own electrical requirements.

Generating Facilities that are sized larger than the Customer’s electrical requirements are not eligible for NEM and, therefore, are not eligible for NSC. ii. Except as provided in Special Condition 4.i.iv below, Bundled Service Customers are eligible to receive NSC if, at the conclusion of the Relevant Period, the true-up process indicates that the Customer is a Net Surplus Generator, and provided the Customer affirmatively elected to receive NSC and submitted any necessary documentation prior to SCE processing the final bill of the Relevant Period. NSC is applied to Customers’ future charges (i.e., Customer’s SCE account) as an on-bill credit, unless the Customer elects to receive payment via check (Customers may only modify this election once a year, and must do so prior to the conclusion of the existing Relevant Period for the new election to occur in that Relevant Period). For Customers electing to receive NSC via check, the amount of the check will be reduced by any amount that the Customer owes to SCE before a check is issued to the Customer. After the on-bill credit or check is issued to the Customer, Net Surplus Energy is set to zero at the start of the next Relevant Period.
iii. In order to be eligible to receive NSC from SCE, Bundled Service Customers with Generating Facilities sized greater than 1 MW must provide notice to SCE that the Customer self-certified its Generating Facility as a Qualifying Facility pursuant to the Public Utility Regulatory Policies Act of 1978 by properly completing and filing Federal Energy Regulatory Commission (FERC) Form No. 556 with the FERC and providing SCE with a copy of the certification.
iv. DA, CCA or CA Service Customers, Customers electing to participate in NEM-A are not eligible to receive NSC from SCE. However, if an NEM-A aggregated account that is not a generating account is separated from the NEM-A arrangement, and subsequently qualifies for service under this Schedule, that account is eligible to receive NSC on a going-forward basis, provided it meets all other NEM-ST eligibility criteria; but NEM-A generating accounts are permanently ineligible to receive NSC from SCE. v. In order to receive the NSC RAA, Form 14-935 must additionally be executed and submitted to SCE at the end of each Relevant Period.

Page 240 of 523 ends

Southern California Edison Revised Cal. PUC Sheet No. 87557-E Rosemead, California (U 338-E) Cancelling Revised Cal. PUC Sheet No. 65295-E

Schedule NEM-ST Sheet 22 (T)

NET ENERGY METERING

4. Billing. (continued)
j. California Climate Credit Cash-Out Provision for Residential Customers.

Customers receiving service on a Residential rate schedule receive a semi-annual California Climate Credit from the State of California. In the event that a portion or all of the dollar value of the California Climate Credit cannot be consumed by the end of the Customer’s Relevant Period, one of the following will occur: (1) for Residential Net Surplus Generators eligible to receive NSC via the separate check option – any remaining California Climate Credit balance will be added to the NSC owed the Customer and sent with the NSC check, or (2) for all other Residential Customers – any remaining California Climate Credit balance will be sent to the Customer via a separate check after the final billing statement for the current Relevant Period is issued.

Page 241 of 523 ends

Southern California Edison Revised Cal. PUC Sheet No. 87558-E Rosemead, California (U 338-E) Cancelling Revised Cal. PUC Sheet No. 65296-E

Schedule NEM-ST Sheet 23 (T)

NET ENERGY METERING

5. NEM Aggregation (NEM-A).

Pursuant to D.16-01-044, Customers served under this Schedule who have additional metered service accounts located on property where the Generating Facility is located and/or on property adjacent or contiguous to the property on which the Generating Facility is located, if those properties are all solely owned, leased, or rented by the Customer, may choose to have the electrical load (kWh) served by such meters aggregated for the purposes of determining if the Customer is a net consumer or a net producer of energy. For the purposes of NEM-A only, parcels that are divided by a street, highway, or public thoroughfare are considered contiguous, provided they are within an unbroken chain of otherwise contiguous parcels and are all solely owned, leased or rented by the Customer, as verified in Form 14-937. Customers are also eligible to participate in NEM-A where all meters in an NEM-A arrangement are located within an unbroken chain of contiguous parcels that are all solely owned, leased, or rented by the Customer. For example, if there are three parcels (A, B and C), all of which are solely owned, leased or rented by the Customer, where A contains the Generating Facility and abuts B, B abuts C, but A and C are separated by B, then the loads of all three parcels shall be eligible to participate in NEM-A. Refer to Diagram 1 (for illustrative purposes only). In addition, if there are five parcels (A, B, C, D and E) that form a cluster of contiguous parcels, where A contains the Generating Facility, and D and E are separated from A, B, and C by a street, highway or public thoroughfare, for the purposes of participating in NEM-A only, all five parcels are considered contiguous, provided they are otherwise contiguous and all solely owned, leased or rented by the Customer. Refer to Diagram 2 (for illustrative purposes only).

The Customer must provide SCE with a list of additional metered service accounts on Form 14-937 (subject to eligibility verification by SCE) that are to be included in the NEM-A arrangement, which consists of the account directly interconnected to and located on the same property as the Generating Facility (the generating account, which is also considered an aggregated account when allocated kWh) and all aggregated accounts. A Customer may have more than one NEM-A arrangement, but accounts may not be shared across multiple arrangements. Aggregated accounts may not have any other NEM Eligible Generators directly interconnected to them, but are permitted to have Non-NEM Eligible Generators directly interconnected to them. All accounts in an NEM-A arrangement must be (1) all Bundled Service accounts; or (2) all DA Service accounts served by the same ESP; or (3) all CCA or CA Service accounts served by the same Community Choice Aggregator or Community Aggregator.

Page 242 of 523 ends

Southern California Edison Revised Cal. PUC Sheet No. 87559-E Rosemead, California (U 338-E) Cancelling Revised Cal. PUC Sheet No. 65297-E

Schedule NEM-ST Sheet 24 (T)

NET ENERGY METERING

5. NEM Aggregation (NEM-A). (continued)
A Customer may elect to modify the aggregated accounts included in an NEM-A arrangement, provided a minimum of 60-days’ notice is provided to SCE prior to the change taking effect, and such change remains in effect for a minimum of 12 months and doesn’t result in the Generating Facility being oversized compared to the electrical requirements of the NEM-A arrangement.

Customers electing to participate in NEM-Aggregation are required to pay all applicable charges, including energy, non-energy and NBCs, on a monthly basis in accordance with their OAT, pursuant to the provisions of Special Condition 4.b. All accounts in an NEM-A arrangement will be placed on the same billing cycle, and will be billed individually pursuant to the Rates section and Special Condition 4 of this Schedule. The electrical consumption (kWh) registered on each account’s meter will be reduced, for purposes of billing monthly energy charges and credits as described in the Rates section, by a proportional allocation, at the 15- minute interval level, of the electricity generated by the Generating Facility that is exported to SCE’s grid. The proportional allocation is determined per billing period based on the cumulative consumption of each aggregated account compared to the cumulative consumption of the NEMA arrangement since the start of the Relevant Period, and the cumulative generation exported from the Generating Facility since the start of the Relevant Period. The Customer is required to designate one account in the NEM-A arrangement to receive any remaining kWh not allocated due to rounding after the proportional allocation methodology described above is completed. All accounts included in an NEM-A arrangement are ineligible to receive NSC from SCE. However, if an aggregated account that is not a generating account is separated from the NEM-A arrangement, and subsequently qualifies for service under this Schedule, that account is eligible to receive NSC on a going-forward basis, provided it meets all other NEM-ST eligibility criteria.

Aggregated accounts are eligible for the same demand response programs as other Customers served under this Schedule. All demand response programmatic elements (e.g., eligibility) and payments to aggregated accounts are based on the metered usage disregarding any contributions from kWh allocated to the aggregated accounts based on the proportional allocation methodology described above.

Customers electing to participate in NEM-A are not eligible to concurrently participate under the terms of Special Condition 7.a of this Schedule, as provided. Customers may dual participate under the terms of Special Condition 7.b of this Schedule, provided there is only one NEM-ST Generating Facility behind the same meter as the Non-NEM Eligible Generator(s).

Existing Customers served under this Schedule who elect to participate in NEM-A who also have existing executed NEM-ST Interconnection Agreements and who are making no modifications to their Generating Facilities other than electing NEM-A will not be required to complete new Interconnection Agreements, nor conduct new interconnection studies.

Page 243 of 523 ends

Southern California Edison Revised Cal. PUC Sheet No. 87560-E Rosemead, California (U 338-E) Cancelling Revised Cal. PUC Sheet No. 85447-E

Schedule NEM-ST Sheet 25

NET ENERGY METERING

SUCCESSOR TARIFF
(Continued)
(Continued)
(To be inserted by utility) Issued by (To be inserted by Cal. PUC) Advice 5203-E-A Michael Backstrom Date Submitted Mar 28, 2024 Decision 23-11-068 Vice President Effective Feb 15, 2024 25C15 Resolution
SPECIAL CONDITIONS (continued)

5. NEM Aggregation (NEM-A). (continued)
In lieu of interconnecting the Generating Facility to an existing metered service account, Customers electing to participate in NEM-A may request an additional service from SCE for the purposes of interconnecting the Generating Facility. This additional service and associated metering must be located on the same property as the Generating Facility at a location approved by SCE and must not result in adverse impacts to SCE’s electrical system, as determined by SCE. No additional load other than incidental load related to the inverters and support of the Generating Facility may be registered on this additional metered service. This additional service and associated metering are provided under the Added Facilities provisions of SCE’s Electric Rule 2.H and are at the Customer’s expense. The new service will be billed monthly for any charges of its OAT not already provided for under Added Facilities.

This Schedule will remain available for Customers submitting interconnection applications for NEM-A between April 15, 2023 and February 14, 2024, provided Customers demonstrate their NEM-A arrangement had at least two existing aggregated accounts as of December 15, 2022.

NEM-A Customers with an application date on or after April 15, 2023, will have a nine-year Transition Period on this Schedule pursuant to D.22-12-056 commencing on their original PTO.

NEM-A Sunset Date. The NEM-A sunset period begins November 16, 2023, and ends on February 14, 2024. Pursuant to D.23-11-068, customers who prior to February 15, 2024, submit all necessary documentation (i.e., a completed interconnection application free of major deficiencies) may receive service on this Schedule.

Consistent with the intent of D.23-11-068, Customers will have three years from February 14, 2024, to interconnect and submit final building permit sign off and electrical clearing by the authority having jurisdiction to remain eligible for this Schedule and the provisions contained within. SCE is granted the discretion to provide Schedule NEM-ST (i.e., NEM-A) tariff eligibility to a Customer if a delay in meeting the NEM-A Sunset Date (February 14, 2024) is caused by SCE. Similarly, SCE has the discretion to apply NEM-A eligibility to Customers who fail to submit the final building permit sign off and other necessary documentation within three years from February 14, 2024, if such failure is due to delays caused by SCE. NBT-A Customers submitting interconnection applications on or after February 15, 2024, referred to as NBT-A Transition Customers (as defined in Schedule NBT), will be billed on this Schedule temporarily and then subsequently transitioned to Schedule NBT-A once it is operational. Customers will be transitioned to Schedule NBT-A at the end of their Relevant Period following SCE’s implementation of Schedule NBT-A, with a nine-year Eligibility Period commencing the date of the Customer’s original PTO.
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Page 244 of 523 ends

Southern California Edison Revised Cal. PUC Sheet No. 87561-E Rosemead, California (U 338-E) Cancelling Original Cal. PUC Sheet No. 85448-E

Schedule NEM-ST Sheet 26 (T)

NET ENERGY METERING

6. NEM-Paired Storage Systems.

Pursuant to D.16-04-020, D.16-01-044 and D.14-05-033, where a Customer utilizes a NEMPaired Storage System (as defined in Special Condition 1.g), the applicable provisions of this Special Condition 6 shall apply. Additionally, where this Special Condition conflicts with any other Special Condition within this Schedule, the provisions contained in this Special Condition shall prevail. Customers with NEM-Paired Storage Systems who take service under this Special Condition are exempt from Supplemental Review fees, Detailed Study costs, and the costs associated with any Distribution or Network upgrades triggered by the Interconnection Request, provided the Renewable Generator is sized 1 MW or smaller.i Customers with NEM-Paired
Storage Systems who take service under this Special Condition are exempt from Standby charges.
a. Sizing Requirements. The size of the Integrated or Directly Connected Energy Storage Device is determined by the inverter alternating current (AC) nameplate rating. i. Small NEM-Paired Storage System: There are no additional sizing requirements for the Integrated or Directly Connected Energy Storage Device(s) relative to the size of the Renewable Generator.
ii. Large NEM-Paired Storage System: The maximum aggregate output capacity of the Integrated or Directly Connected Energy Storage Device(s) can be no greater than 150 percent of the Renewable Generator’s maximum output capacity. For example, if the maximum output capacity of the Renewable Generator is 15 kW, the maximum aggregate output capacity of the Integrated or Directly Connected Energy Storage Device(s) can be no greater than 22.5 kW. Pursuant to D.20-06-017, the maximum aggregate output capacity limitation shall not apply for a period of three years beginning August 16, 2020 and ending August 15, 2023.
iii. Direct Current-Coupled NEM-Paired Storage System: The system size shall be determined as the lesser of the shared inverter’s nameplate capacity and the storage device’s maximum continuous output rating. Continuous output of a storage device is determined by referring to the device’s technical specifications sheets. If that metric is not included, the inverter nameplate will be used.

i
In the event the Integrated or Directly Connected Energy Storage Device is added subsequent to the date that the Renewable Generator received Permission to Operate, the same interconnection cost categories applicable to the Renewable Generator shall apply to the Integrated or Directly Connected Energy Storage Device. Customers defined in Special Conditions 1.a.ii and 1.a.iii do not receive these cost exemptions.

Page 245 of 523 ends

Southern California Edison Revised Cal. PUC Sheet No. 87562-E Rosemead, California (U 338-E) Cancelling Revised Cal. PUC Sheet No. 66672-E

Schedule NEM-ST Sheet 27 (T)

NET ENERGY METERING

6. NEM-Paired Storage Systems. (continued)
b. Metering Requirements.
i. Small NEM-Paired Storage Systems.

A. Solar Photovoltaic (PV): Where the Renewable Generator(s) utilizes solar PV only, an estimation methodology, as described in Section 6.c below, shall apply in lieu of additional metering. As an alternative option, at the start of a new Relevant Period, a Customer may elect to adhere to the metering and billing requirements applicable to Large NEM-Paired Storage Systems. Customers who elect this option shall not be subject to the estimation methodology so long as they adhere to the necessary metering requirements. The cost of the metering required under this option shall not exceed $600, unless Complex Metering, as described below, is required. For Small NEM-Paired Storage Systems that are unable to meet the metering requirements of Large NEM-Paired Storage Systems, the estimation methodology shall apply. Where the Small NEM-Paired Storage System is combined in a Multiple Tariff Generating Facility pursuant to Special Condition 7 of this Schedule and the Renewable Generator(s) utilizes NGOM, the billing provisions of Special Condition 7 will apply and not the estimation methodology described in Section 6.c below.

B. Non-Solar PV: Where the Renewable Generator(s) utilizes a technology other than only solar PV, the Customer must adhere to the metering and billing requirements applicable to Large NEM-Paired Storage Systems. The cost of the metering required under this provision shall not exceed $600, unless Complex Metering, as described below, is required.
ii. Large NEM-Paired Storage Systems.

A. The Customer must adhere to the metering and billing requirements contained within Special Condition 7.b of this Schedule or use power control-based options described below. For metering and billing purposes only, the Integrated or Directly Connected Energy Storage Device is treated as the Non-NEM Eligible Generator when applying the provisions of Special Condition 7.b. The cost of the metering required under this provision shall not exceed $600, unless Complex Metering, as described below, is required. Generating Facilities that are unable to meet the metering requirements of Special Condition 7.b are ineligible for service under this Schedule as a NEM-Paired Storage System.

B. Power control-based firmware or software options shall be certified to a national standard. Power control-based options include using equipment that prevents electricity to be exported from the storage device to the grid, and using equipment that prevents electricity imported from the grid to charge the storage device. Open loop response time outlined in the control technical specification documentation must not be greater than 10 seconds.

Page 246 of 523 ends

Southern California Edison Revised Cal. PUC Sheet No. 87563-E Rosemead, California (U 338-E) Cancelling Revised Cal. PUC Sheet No. 65300-E

Schedule NEM-ST Sheet 28 (T)

NET ENERGY METERING

6. NEM-Paired Storage Systems. (continued)
c. Estimation Methodology for Small NEM-Paired Storage Systems (where storage is < or = 10 kW rated capacity).

Small NEM-Paired Storage billing uses an “estimation method” that caps maximum allowable NEM bill credits based on solar photovoltaic (PV) generation estimates. The approach used to develop the generation estimates applied to NEM-Paired Storage billing is as follows:
i. SCE has established a maximum cap for NEM‐eligible exports by California Energy Commission (CEC) Climate Zone for each calendar month based on standardized monthly estimates that are scaled for a given NEM customer based on the size of the customer’s solar system.
ii. To develop the generation estimates, SCE used the California Solar Initiative Expected Performance-Based Buydown (CSI EPBB) calculator to produce a single, scalable, production factor table. This table captures the estimated amount of kWh generated per installed kW of solar PV capacity (kWh/kW production factor) for each calendar month and each of the nine CEC Climate Zones in SCE’s service area.

Climate Zones are referred to as Baseline Regions in SCE’s tariffs. iii. For a given NEM-Paired Storage customer, the NEM-eligible cap on exports is calculated by multiplying the Customer-appropriate production factor for a given month and Climate Zone (based on billing period and location) and scaling the kWh by the customer’s PV installed capacity (in kW).
iv. The solar PV configuration assumptions used in the CSI EPBB calculator to generate the scalable production factor table are the following:
• Tilt: If Optimal Tilt as defined by the EPBB Calculator was <20 degrees for a given Climate Zone, then 20 degree tilt was used, otherwise Optimal Tilt as defined by the EPBB Calculator was used • Azimuth: 180 degrees
• For each climate zone, identified the three zip codes with the most residential PV installations; chose the zip code with the highest generation estimate per the EPBB calculator
• Panel: SunPower.SPR-327NE-WHT-D
• Inverter: SPR-X20-327-C-AC (240V) or any other micro-inverter designed to match the panels.
o As a reference, inverter efficiency is 96%. • Mounting Method: > 6 “ average standoff (EPBB default) • Shade: Minimal (EPBB default)

Page 247 of 523 ends

Southern California Edison Revised Cal. PUC Sheet No. 87564-E Rosemead, California (U 338-E) Cancelling Revised Cal. PUC Sheet No. 74403-E

Schedule NEM-ST Sheet 29 (T)

NET ENERGY METERING

6. NEM-Paired Storage Systems. (continued)
c. Estimation Methodology for Small NEM-Paired Storage Systems…(Continued) v. Once implemented in SCE’s billing system, Customers subject to this provision shall have a maximum monthly generation output cap established for each calendar month based on the “production factor table.”
vi. In all cases, the first day of the Customer’s Billing Period determines which calendar month cap is used for that Billing Period. For example, if the Customer’s Billing Period starts on January 15 and ends on February 15, the January cap is used. vii. Any export (EF) registered on SCE’s revenue meter(s) that exceeds the monthly cap is not eligible for credit as outlined in the Rates section above and is forfeited by the Customer. For example, if a Customer’s monthly cap amount for January is 500 kWh and the Customer exports 525 kWh for that monthly Billing Period, 25 kWh are not eligible for NEM credit and are forfeited. The forfeited kWh are assumed to have occurred during the Customer’s highest priced TOU period, regardless of when the energy was actually exported. If the amount of forfeited kWh for a Billing Period exceeds the amount of EF registered during the Customer’s highest priced TOU period, the remaining kWh subject to forfeit are then removed from the next highest priced TOU period and so on until all kWh subject to forfeit are accounted for. For example, if a Customer has a July monthly cap amount of 700 kWh and exports 1,000 kWh, 300 kWh must be forfeited. If the Customer exported 200 kWh in the Summer On-peak period and 800 kWh in the Summer Mid-Peak period, 200 kWh of the forfeited 300 kWh are removed from the Summer On-Peak period (so the Customer’s EF during the Summer On-Peak period is billed at zero); the remaining 100 kWh of the forfeited 300 kWh are removed from the Summer Mid-Peak period (so the Customer’s EF during the Summer Mid-Peak period is billed at 700 kWh). Forfeited kWh are not eligible for NSC.
d. Interconnection and Safety Requirements. NEM-Paired Storage Systems must meet the technical and safety standards required for interconnection under Rule 21 or the CAISO Tariff, as applicable. This includes evaluation under the same technical interconnection standards currently applied to Generating Facilities that are not paired with energy storage devices.
e. NEM Transition Provisions. NEM-Paired Storage Systems are subject to the transition provisions included in Special Condition 8 below. In regards to Special Condition 8.b, NEM-Paired Storage Systems shall remain eligible for service under this Schedule provided the capacity of the Integrated or Directly Connected Energy Storage Device(s) is not increased by more than 10 percent of its original maximum aggregate output capacity.

Page 248 of 523 ends

Southern California Edison Revised Cal. PUC Sheet No. 87565-E Rosemead, California (U 338-E) Cancelling Revised Cal. PUC Sheet No. 65302-E

Schedule NEM-ST Sheet 30 (T)

NET ENERGY METERING

7. Customers with a Multiple Tariff Generating Facility (NEM-MT).

Where a Customer utilizes a Multiple Tariff Generating Facility (as defined in Special Condition 1), the applicable provisions of this Special Condition 7 shall apply. Additionally, where this Special Condition conflicts with any other Special Condition contained herein, the provisions contained in this Special Condition shall prevail. Customers served pursuant to this Special Condition are responsible for paying NBCs, as defined in the Rates section above, on each kWh of electricity that is consumed from the grid net of exports (i.e., net consumption) in each metered interval as recorded on the TOU revenue meter at the Point of Common Coupling (PCC). Multiple Tariff Generating Facilities consisting of generating facilities served under Schedules FC-NEM or BG-NEM that receive service pursuant to Special Condition 7.a below are not eligible to concurrently participate in an NEM-A arrangement pursuant to Special Condition 5 above. For purposes of tariff administration, other metering configurations than those outlined below may be allowed at SCE’s discretion. a. A Customer utilizing a Multiple Tariff Generating Facility consisting of all NEM Eligible Generating Facilities, with at least one NEM-ST Generating Facility, shall adhere to the following:
i. Where a Customer chooses not to install separate Net Generation Output Metering (NGOM) on each group of NEM Eligible Generators (as defined in Special Condition 1 above), all energy exported to SCE’s system from any group of NEM Eligible Generators shall receive only the generation component energy credits per the Customer’s OAT. The NEM credits will not include any portion of the Delivery Service energy rate components, or any other component of the Customer’s OAT, unless separate NGOMs are installed on each group of NEM Eligible Generators. A Customer with a Multiple Tariff Generating Facility that includes a Renewable Electrical Generating Facility served under this Schedule shall be responsible for all nonbypassable charges as specified herein.
ii. Where a Customer chooses to install NGOM on a group of NEM Eligible Generators, the NGOM must conform to the requirements set forth in SCE’s Electric Rule 21, Section J. The total energy exported to SCE’s system, as determined at the PCC meter (SCE billing meter) will be allocated to each group based on its NGOM reading to the total of all NGOM readings. For example, if the SCE billing meter registered 900 kWh of energy exported to SCE’s system, and during that same time period a group of NEM Eligible Generators (group 1) had an NGOM registration of 2,000 kWh, while another group of NEM Eligible Generators (group 2) had an NGOM registration of 4,000 kWh, then group 1 would be allocated 300 kWh and group 2 would be allocated 600 kWh, for NEM crediting purpose.

Page 249 of 523 ends

Southern California Edison Revised Cal. PUC Sheet No. 87566-E Rosemead, California (U 338-E) Cancelling Revised Cal. PUC Sheet No. 65303-E

Schedule NEM-ST Sheet 31 (T)

NET ENERGY METERING

7. Customers with a Multiple Tariff Generating Facility (NEM-MT). (continued) b. A Customer with a Multiple Tariff Generating Facility consisting of one or more NEM Eligible Generators served under this Schedule and one or more Non-NEM Eligible Generators (defined in Special Condition 1 above) shall adhere to the following:
i. Where all Non-NEM Eligible Generators have a non-export relay (reverse or minimum power protection), per SCE’s Electric Rule 21, Section G.1.i, Screen 2 (option 1 or 2), thus assuring no export to SCE’s system from any Non-NEM Eligible Generator, the Customer is not required to install NGOM on their NEM Eligible Generator(s). However, where a Customer’s Multiple Tariff Generating Facility includes more than one group of NEM Eligible Generators, NGOM in accordance with Special Condition 7.a.ii above must be installed to determine which percentage of the measured excess energy exported to SCE’s system will receive NEM energy credits at the bundled rate (Delivery Service plus generation) and which percentage of the measured excess energy exported to SCE’s system will receive NEM energy credits at the generation rate component only. Otherwise, unallocated NEM-eligible excess energy exported to SCE’s system will be subject to the provisions of Special Condition 7.a.i above. ii. Where one or more of the Customer’s Non-NEM Eligible Generators does not have a non-export relay, and where each group of the NEM Eligible Generators does not have NGOM installed in accordance with Special Condition 7.a.ii above, NEM credits will only be applicable on the NEM Eligible Generators that do have NGOM. Monthly valued NEM credits for each of the NEM-Eligible Generator groups with NGOM will be the lesser of (A) its proportion of the NGOM reading to the total of all NEM Eligible Generators’ NGOM readings multiplied at the PCC, or (N) its NGOM reading. iii. The value of energy credits will be applied consistent with the appropriate NEM tariff as follows, including the requirement that Customers with a Multiple Tariff Generating Facility that includes a Renewable Electrical Generating Facility served under this Schedule shall be responsible for all nonbypassable charges as specified herein:

A. First, apply BG-NEM and/or FC-NEM generation rate component credits (if any) to generation rate component charges on any aggregated account served by the Generating Facility.

B. Second, apply any remaining BG-NEM and/or FC-NEM credits from (A) above to the remainder of generation rate component charges on the account served by the Generating Facility.

C. Third, apply NEM-ST energy (generation and delivery service rate component) credits to any remaining energy charges of the accounts that are served by the Generating Facility.

D. Fourth, apply NEM energy (generation and delivery service rate component) credits to any remaining energy charges of the accounts that are served by the Generating Facility.

Page 250 of 523 ends

Southern California Edison Revised Cal. PUC Sheet No. 87567-E Rosemead, California (U 338-E) Cancelling Revised Cal. PUC Sheet No. 85449-E

Schedule NEM-ST Sheet 32 (T)

NET ENERGY METERING

8. NEM-ST Legacy Provisions. This Special Condition is applicable to all Customers receiving service on this Schedule and to all Customers who have submitted an interconnection application free of all major deficiencies by April 14, 2023. a. 20-Year Transition Period.

Pursuant to D.16-01-044, Customers who are receiving service on this Schedule, or who have submitted all documentation necessary to receive service on this Schedule, are eligible to continue receiving service on this Schedule for a period of 20 years from the original year in which their Generating Facility was interconnected to SCE’s grid, indicated by and measured from the date on which the Customer originally received permission to operate (PTO) the Generating Facility from SCE and ending at the conclusion of the Customer’s applicable Relevant Period that ends immediately on or after the 20th anniversary of the original PTO date. For example, if a Customer initially received PTO on April 1, 2018, the Customer is eligible to continue receiving service on this Schedule through the conclusion of the Relevant Period ending immediately on or after March 31, 2038. b. Modifications.

Generating Facilities eligible for the 20-year transition period outlined above that are modified and/or repaired shall remain eligible for the remainder of their 20-year transition period as long as the modifications and/or repairs do not increase the Generating Facility by more than the greater of (1) 10 percent of the Generating Facility’s nameplate rating capacity, as established when the Generating Facility was originally interconnected, or (2) 1 kW; and provided the modifications and/or repairs do not result in the Generating Facility exceeding the Customer’s annual onsite load. Customers making modifications and/or additions to their Generating Facilities that exceed the 10 percent or 1 kW limit referenced above have the option of either (a) interconnecting the additions and/or modifications separately under a Rule 21 Non-Export agreement (so long as they demonstrate that the expansion uses a non-export relay, or any other control system, to prevent the expansion from exporting to the grid) without losing its 20-year NEM eligible period, or (b) having the entire Generating Facility served under another eligible tariff, subject to the terms and conditions contained therein.

This provision is only applicable if, at the time of the customer request for an expansion above the threshold described above, an eligible successor tariff is available and applicable to the Generating Facility. Otherwise, the legacy period for the Generating Facility will not be affected by the proposed modification.
(T)

Page 251 of 523 ends

Southern California Edison Revised Cal. PUC Sheet No. 89085-E Rosemead, California (U 338-E) Cancelling Revised Cal. PUC Sheet No. 87568-E

Schedule NEM-ST Sheet 33

NET ENERGY METERING

SUCCESSOR TARIFF
(Continued)
(Continued)
(To be inserted by utility) Issued by (To be inserted by Cal. PUC) Advice 5394-E Michael Backstrom Date Submitted Oct 25, 2024 Decision 24-03-071 Vice President Effective Oct 25, 2024 33C8 Resolution
SPECIAL CONDITIONS (continued)

8. NEM-ST Legacy Provisions. (continued)
c. Transferability.

Generating Facilities eligible for the 20-year transition period shall not lose their eligibility if transferred to a new owner, operator, or SCE account, provided the Generating Facility remains at its original location.i
The transfer of an existing Generating Facility to a new location is considered a new installation requiring a new Interconnection Agreement that is subject to the applicable tariffs in place at the time the new Interconnection Request is completed.
d. Integrated or Directly Connected Energy Storage Devices.

Integrated or Directly Connected Energy Storage Devices shall be treated in the same way, and be subject to the same transition period, as the Renewable Generator to which they are connected. Pursuant to D.22-12-056. Customers adding only energy storage to their existing Generating Facility shall remain eligible for the remainder of their 20-year Transition Period of this Schedule; however, customers adding storage to their existing Generating Facility through participation in the Self-Generation Incentive Program (SGIP) will be required to transition to the Net Billing Tariff pursuant to D.24-03-071 if they apply and have a reservation accepted on or after June 4, 2024. Customers participating in the following SGIP budget categories, as defined in D.24-03-071, are exempt from this requirement:

Residential Solar and Storage Equity, low-income qualified Equity Resiliency residential, and San Joaquin Valley Residential.

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i The Generating Facility must at all times serve an Eligible Customer-Generator as defined in Special Condition 1.a above.

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Schedule NEM-ST Sheet 34 (T)

NET ENERGY METERING

9. Natural Disaster (Disaster): This Special Condition is applicable to NEM-ST Legacy Eligible Customer-Generators impacted by an event in affected area declared in a state of emergencyi and included in either the California Governor’s Proclamation of a State of Emergency or the President of the United States’. Disaster impacted customers will retain their original permission to operate (PTO) date. The original 20-Year Transition Period will remain in effect under this Schedule as defined in Special Condition 8.

Disaster impacted Eligible Customer-Generators must:
a. Submit a new Interconnection Request with a replacement Renewable Electrical Generating Facility sized to generate no more than 12 months of historic, or estimated, usage (kWh), and
b. Submit proof of destruction of the Renewable Electrical Generating Facility, if requested by SCE.
c. If the Renewable Electrical Generating Facility needs to be replaced due to a Disaster, SCE will true-up all charges and credits pursuant to Special Condition 4.e up to the date of the Disaster, unless the Eligible Customer-Generator requests that SCE continue to bill through the end of the Relevant Period.
d. The period from destruction of the Renewable Electrical Generating Facility to PTO of the replacement Renewable Electrical Generating Facility must not exceed four years, unless reasonable documentation acceptable to SCE is provided showing that a new Interconnection Request has been submitted. The new Interconnection Request must be completed by the same Customer of Record who was taking service under Schedule NEM-ST prior to the Disaster. If the Renewable Electrical Generating Facility is not replaced by the Customer, but the property is sold to a new Customer after the destruction of the Renewable Electrical Generating Facility, this provision does not extend to the new Customer of Record or New Party In.
e. Customers impacted by a Disaster who meet the requirements included in this Special Condition and whose replacement system is sized no greater than 1 megawatt (MW) are exempt from the interconnection application fee when submitting a new Interconnection Request.

i Government Code 8558(b) - https://leginfo.legislature.ca.gov/faces/codes_displaySection.xhtml?lawCode=GOV&sectionNum=8558

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Schedule NEM-ST Sheet 35

NET ENERGY METERING

SUCCESSOR TARIFF
(Continued)

(To be inserted by utility) Issued by (To be inserted by Cal. PUC) Advice 5203-E-B Michael Backstrom Date Submitted Jul 25, 2024 Decision 23-11-068 Vice President Effective Feb 15, 2024 35C15 Resolution
SPECIAL CONDITIONS (continued)

10. NEM-ST Sunset Date. The NEM-ST Sunset Period begins on December 15, 2022 and ends on April 15, 2023, except for NEM-A customers pursuant to Special Condition 5. Pursuant to D.22-12-056, Customers who prior to April 15, 2023, submit all necessary documentation (i.e., a completed interconnection application free of major deficiencies) may receive service on this Schedule.

Consistent with the intent of D.22-12-056, all Customers will have three years from April 14, 2023 to interconnect and submit final building permit sign off and electrical clearing by the authority having jurisdiction to remain eligible for this Schedule and the provisions contained within. SCE is granted the discretion to provide Schedule NEM-ST tariff eligibility to a Customer if a delay in meeting the NEM-ST Sunset Date (April 14, 2023) is caused by SCE.

Similarly, SCE has the discretion to apply NEM-ST eligibility to Customers who fail to submit the final building permit sign off and other necessary documentation within three years from April 14, 2023 if such failure is due to delays caused by SCE.

NBT Customers submitting interconnection applications on or after April 15, 2023, referred to as NBT Transition Customers (as defined in Schedule NBT), will be billed on this Schedule temporarily, will be billed on the monthly billing option which is consistent with Schedule NBT, and then subsequently transitioned to Schedule NBT once it is operational. Customers will be transitioned to Schedule NBT at the end of their Relevant Period following SCE’s implementation of Schedule NBT, with a nine-year Eligibility Period commencing the date of the Customer’s original PTO.

This Schedule will remain available for Customers submitting interconnection applications for NEM-A between April 15, 2023, and February 14. 2024, provided Customers demonstrate their NEM-A arrangement had at least two existing aggregated accounts as of December 15, 2022. NEM-A Customers with an application date on or after April 15, 2023, will have a nineyear Transition Period on this Schedule pursuant to D.22-12-056 commencing on their original PTO.

REQUIRED DISCLOSURE
Interconnection Requests submitted pursuant to SCE’s Rule 21 are subject to SCE’s Rule 21 protocols including the Confidentiality provisions (Section D.7) and the “Required Disclosure” (Section D.7.d). As a condition of taking service under this Schedule, pursuant to CPUC Decisions (D.)14-11-001 and D.21-06-026, SCE is required to provide certain data, including, but not limited to, confidential customer information, to the CPUC, its contractors, the California Department of Consumer Affairs Contractors State License Board, and the California Department of Financial Protection & Innovation. Customer authorizes SCE to release any and all information contained in the application for interconnection to the entities identified above without further notification or consent. (T)
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Southern California Edison Original Cal. PUC Sheet No. 88775-E Rosemead, California (U 338-E) Cancelling Cal. PUC Sheet No.

Schedule NEM-ST Sheet 36

NET ENERGY METERING

11. Prevailing Wage
California Public Utilities (PU) Code Section 769.2 requires a contractor that installs a Renewable Electrical Generation Facility or associated battery storage to comply with prevailing wage requirements in order for the facility to participate in a tariff developed pursuant to PU Code Section 2827 or 2827.1. These requirements are stated in PU Code Section 769.2 and in case of any discrepancy between tariff language and the PU Code, the language in the PU Code prevails.

The requirements are:
(1) The contractor shall pay each construction worker employed, at minimum, the general prevailing rate of per diem wages, except that an apprentice registered in a program approved by the Chief of the Division of Apprenticeship Standards shall be paid, at minimum, the applicable apprentice prevailing rate.
(2) The contractor shall maintain and verify payroll records pursuant to Section 1776 of the Labor Code and make those records available for inspection and copying as provided in that Section. The contractor shall not be required to provide copies of certified payroll records to any entity other than the Department of Industrial Relations or the California Public Utilities Commission (Commission).viii (3) The contractor shall biannually, on July 1 and December 31 of each year, submit to the Commission digital copies of its certified payroll records for projects.ixii The contractor’s submission of payroll records is a condition to access tariffs developed pursuant to PU Code Section 2827 or 2827.1 for a Customer’s Renewable Electrical Generating Facility subject to PU Code Section 769.2.
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viii Pursuant to Decision 23-11-068 the contractor may also be required to provide these records to any entity that the Commission designates to act on its behalf to implement this requirement. ixiiContractors may submit their records on a voluntary basis more often than the biannual requirement stated in the PU Code 769.2.
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Schedule NEM-ST Sheet 37

NET ENERGY METERING

11. Prevailing Wage (Continued)
The requirements of PU Code Section 769.2 do not apply to projects with a complete interconnection application submission date before January 1, 2024.xi All projects with an
interconnection application submission date on or after January 1, 2024, including applications to modify an existing Renewable Electrical Generating Facility, are subject to the PU Code Section 769.2 requirements with the following exceptions:
(1) A residential Renewable Electrical Generating Facility that has a maximum generating capacity of 15 kilowatts or less of electricity.
(2) A residential Renewable Electrical Generating Facility that is installed on a singlefamily home. (3) A project that is a public work, as defined in Section 1720 of the Labor Code, and that is subject to Article 2 (commencing with Section 1770) of Chapter 1 of Part 7 of Division 2 of the Labor Code.
(4) A Renewable Electrical Generating Facility that serves only a Modular Home, a Modular Home Community, or multiunit housing that has two or fewer stories.

If PU Code Section 769.2 applies, the Customer must execute the “Prevailing Wage Disclosure Form” and submit the form with their interconnection application, and Customer’s contractor shall confirm to SCE that it is up to date with their past required submittals of payroll records.

If Customer's contractor has been found to have willfully violated PU Code Section 769.2 in connection with the construction of Customer's Renewable Electrical Generating Facility, that facility shall not be eligible to receive service pursuant to a tariff developed based on PU Code Sections 2827 or 2827.1. Only in the case of multi-tariff configuration, where there is more than one renewable generator behind the same utility billing meter, SCE will treat all the generators as one system and therefore none of the renewable generators will be served on tariffs developed based on PU Code Section 2827 or 2827.1, and those renewable generators will be compensated based on PURPA compliant tariff, regardless which facility is subject to the violation of PU Code 769.2. (N)
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ix
If a Customer or contractor provides documentation confirming that the facility that they are applying for was built on or before December 31, 2023, the prevailing wage requirements will not apply to that project. (N)
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Schedule NEM-ST Sheet 38

NET ENERGY METERING

11. Prevailing Wage (Continued)
If a willful wage violation is alleged, the Customer’s Renewable Electrical Generating Facility will remain on the tariff until the Department of Industrial Relations (Department) or a court completes their assessment and makes a final determination. At that time, if the contractor is found in willful violation, then SCE will be required to remove the Customer’s Renewable Electrical Generating Facility implicated by the violation from this Schedule and transition the Customer to the PURPA compliant tariff on the next billing cycle (after the required 30/60-day notification). While on the PURPA compliant tariff, the Renewable Electrical Generating Facility will be compensated based on that tariff and the Renewable Electrical Generating Facility shall be subject to SCE Schedule Customer Generation Departing Load Cost Responsibility Surcharge and SCE Schedule Standby charges as the Renewable Electrical Generating Facility is no longer eligible to be served on tariffs developed pursuant to PU Code Section 2827 or 2827.1. The Customer’s Renewable Electrical Generating Facility billing meter will be trued up at the end of the billing cycle (after the required 30/60-day notification) before transitioning to the PURPA compliant tariff and any credits remaining after the true-up (including all benefitting/ aggregated accounts) will be forfeited.

If the violation occurs on a single generating account and there are no benefitting/aggregated account(s), SCE will notify the Customer at least 30-days in advance of automatically transitioning the Customer's Renewable Electrical Generating Facility on their next billing cycle to a PURPA compliant tariff.

If the violation occurs on a single generating with benefitting/aggregated accounts SCE will notify the Customer(s) at least 60-days in advance of automatically transitioning the Customer's Renewable Electrical Generating Facility on their next billing cycle to a PURPA compliant tariff.

If a willful wage violation is reversed or nullified by the determining body and the generation account holder or Customer/property owner provides documentation to the utility evidencing such reversal/nullification, then the Renewable Electrical Generating Facility (or the whole system for multi-tariff) will be able to regain access to the applicable NEM/NBT tariff as of the next billing cycle or within 30-days after receiving the notification of the reversal of the willful wage violation.

Beginning January 1, 2025, contractors who have been found in willful violation of the prevailing wage rule in PU Code Section 769.2 will not be permitted to apply to interconnect facilities utilizing tariffs established pursuant to PU Code Sections 2827 or 2827.1. (N)
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Schedule NEM-ST Sheet 39

NET ENERGY METERING

REQUIRED DISCLOSURE
All customers must: Accept that SCE may release to the California Energy Commission, the California Public Utilities Commission, and/or other state agencies, information regarding the Customer’s facility, including such Customer’s name and Renewable Electrical Generating Facility location, capacity, and operational characteristics. Pursuant to CPUC Decisions 14-11- 001, 21-06-026, and 23-11-068, SCE is required to provide certain data, including, but not limited to, confidential Customer information, to the CPUC, its contractors, the California Department of Consumer Affairs Contractors State License Board, the California Department of Financial Protection & Innovation, and the California Department of Industrial Relations. As a condition of receiving service under this tariff, the eligible customer authorizes SCE to release any and all information provided in the Interconnection Request to the entities identified above without further notification or consent. For Renewable Electrical Generating Facilities that are subject to Pub. Util. Code § 769.2, in addition to consenting to SCE sharing the data or information with those regulatory entities, Customer also consents to those entities making that information publicly available.
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PARKS AND RECREATION DEPARTMENT
DATE: OCTOBER 21, 2025
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: MIKE KUDRON, DIRECTOR OF PARKS AND RECREATION
PREPARED BY: BRAD SKEENE, PARKS AND FACILITIES

SUPERINTENDENT
SUBJECT: AWARD OF CONTRACT – BLACK GOLD GOLF CLUB, CLUBHOUSE

HVAC DUCT REPLACEMENT PROJECT

RECOMMENDATION
It is recommended that the City Council take the following actions:
• Approve plans and specifications for the Black Gold Golf Club, Clubhouse HVAC Duct Replacement Project; and
• Award the contract for construction of the Black Gold Golf Club, Clubhouse HVAC Duct Replacement Project to A. O. Reed & Co., LLC. of Irwindale, CA in the amount of $174,896 and reject all other bids, and
• Upon receipt of appropriate documents, authorize the City Manager to execute the contract and approve contingency increases in an amount not to exceed fifteen percent (15%) of the approved agreement amount, and related actions.

BACKGROUND
Replacement of the HVAC system at Black Gold Golf Club was completed in 2021. At that time the duct system was determined to be in good shape and not in need of replacement.

However, over the past few years the new HVAC system has not been functioning properly, prompting a thorough review of the entire system. After the analysis, it was determined that the duct system is not working efficiently and in need of replacement.

DISCUSSION
In accordance with the City’s informal competitive purchasing policy, staff solicited bids and requested proposals from qualified firms to propose on the required scope of work indicated in the Request for Quotation.

Quotations were received on September 19, 2025. Potential firms submitted proposals for the project with the following results:

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AWARD OF CONTRACT – BLACK GOLD GOLF CLUB, CLUBHOUSE HVAC DUCT

REPLACEMENT PROJECT
P a g e | 2
Bidder City Amount of Bid

1. A. O. Reed & Co., LLC. Irwindale, CA $ 174,896.00

2. Procon Development Los Alamitos, CA $ 353,685.00

3. Linwood Engineering, Inc Irvine, CA Non-responsive

4. Russell Sigler, Inc Brea, CA Non-responsive

5. M3 Mechanical Anaheim, CA Non-responsive
Staff examined the bids received and determined the lowest responsive bidder is A. O. Reed & Co., LLC. The licenses, references and all other documents are in order.

FISCAL IMPACT
The construction contract of $174,896 and a 15% contingency of $26,234 will bring the anticipated project total to $201,130. During the City Council meeting of October 7, 2025, the funding was appropriated into a capital account (4010050-461660) for this project.

ALTERNATIVES
Reject all bids received for the Black Gold Golf Club, Clubhouse HVAC Duct Replacement Project and provide direction to staff.

ATTACHMENTS

1. BGGC Ductwork bid set 6-23-25

2. Agreement AO Reed 10-25

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Quote Due
July 30, 2025, 9:00AM

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Request for Quotation INSTRUCTIONS
CITY OF YORBA LINDA Quote must be on this form
Form must be completed and signed
4845 Casa Loma Ave. Quote must be received by date and time Yorba Linda, CA 92886 requested
You may return this form via FAX 714-572-3762
You may return this form via email [email protected] You may return this form via mail
Payment is net 30 from receipt of invoice
Prices shall be FOB delivered

BLACK GOLD GOLF CLUB

CLUBHOUSE HVAC DUCT REPLACEMENT PROJECT
Contractor to provide all labor, equipment, and materials necessary to perform necessary modifications and replacement of the existing HVAC duct work in the clubhouse. The location of the project is at the Black Gold Golf Club Clubhouse, 1 Black Gold Drive, Yorba Linda, CA, 92886.

A job site inspection has been scheduled for Wednesday, July 9, 2025, at 9:00 a.m. at the job site.

It is the responsibility of the bidder to inspect the site and fully familiarize themselves with the existing conditions and limitations prior to bidding. Any measurements given within this Request for Quotation are provided as an estimated quantity and it is the bidder’s responsibility to verify all measurement quantities prior to bidding. Contact the requestor listed below for clarification of technical issues.

As a condition of this contract, the contractor shall obtain and maintain throughout the term of the contract, insurance as listed in the sample contract agreement. Shall contract be $25,000.00, or more, bonding will be required as listed in the sample contract agreement.

Total Cost $ ____________________________
Requestor: Brad Skeene/714-984-4491
THE CITY RESERVES THE RIGHT TO AWARD ALL, PART OR NONE OF THIS CONTRACT.

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Quote Due
July 30, 2025, 9:00AM

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BIDDER’S STATEMENT:”I have read and agree to the terms and conditions of this request for quote. Upon request, I will transfer and deliver goods to the City of Yorba Linda in accordance with said terms and conditions.” Name of Company Phone and Fax numbers
Address City/State Zip
Signature and printed Name and Title of Authorized Agent Federal Tax ID Number
State Contractors License Number
DIR Registration Number

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Contract
Services
Agreement

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2905/009410-1001
19412635.3 a06/23/25
Contract Services Agreement | 1

CONTRACT SERVICES AGREEMENT

BLACK GOLD GOLF CLUB

CLUBHOUSE HVAC DUCT REPLACEMENT PROJECT
THIS CONTRACT SERVICES AGREEMENT (“Agreement”) is made and effective this _________ day of ___________, 2025 by and between the CITY OF YORBA LINDA, a California municipal corporation, (“City”) and «Contractor», a «Entity_Type» (“Contractor”). City and Contractor are sometimes hereinafter individually referred to as “Party” and hereinafter collectively referred to as the “Parties”.

City sought, by issuance of a Request for Proposals or Invitation for Bids, for the performance of the services defined and described particularly in this Agreement.

Contractor, following submission of a proposal or bid for the performance of the services defined and described particularly in this Agreement, was selected by City to perform those services. The Parties desire to formalize the selection of Contractor for performance of those services defined and described particularly in this Agreement and desire that the terms of that performance be as particularly defined and described herein.

SECTION 1. SERVICES.

1.1 Scope of Services. Subject to the terms and conditions set forth in this Agreement, Contractor shall provide to City the services described in the Scope of Services, attached hereto as Exhibit A, “Scope of Services” and incorporated herein by this reference (the “Services”). Contractor will perform subsequent task orders as requested by the Contract Administrator (as defined below), in accordance with the Scope of Services. The Scope of Services incorporates Contractor’s scope of work or bid for the Services. In the event of a conflict in or inconsistency between the terms of this Agreement and Exhibit A, this Agreement shall prevail.

1.2 Term of Services. The term of this Agreement shall begin on «Term_of_Contract_Beginning». Unless earlier terminated in accordance with Section 8 of this Agreement, this Agreement shall continue in full force and effect until final written approval and acceptance of the work performed under this Agreement by the Contract Administrator. The time provided to Contractor to complete the Services required by this Agreement shall not affect City’s right to terminate this Agreement, as provided for in Section 8.

1.3 Standard of Performance.
a. Quality of Work. As a material inducement to City entering into this Agreement, Contractor represents and warrants that it has the qualifications, experience, and facilities necessary to properly perform the Services required under this Agreement in a thorough, competent, and professional manner, and is experienced in performing the

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Services contemplated herein. Contractor shall at all times faithfully, competently, and to the best of its ability, experience, and talent, perform all Services described herein.

Contractor covenants that it shall follow the highest professional standards in performing the Services required hereunder and that all materials will be of good quality, fit for the purpose intended. For purposes of this Agreement, the phrase “highest professional standards” shall mean those standards of practice recognized by one or more first-class firms performing similar work under similar circumstances, and to the sole satisfaction of the Contract Administrator.
b. Care of Work. Contractor shall adopt reasonable methods during the term of this Agreement to furnish continuous protection to the Services, and the equipment, materials, papers, documents, plans, studies, and/or other components thereof to prevent losses or damages, and shall be responsible for all such damages, to persons or property, until acceptance of the Services by City, except such losses or damages as may be caused by City’s own negligence.
c. Safety. Contractor shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out the Services, Contractor shall at all times be in compliance with all applicable local, state, and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to:
(A) adequate life protection and life saving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures. d. Warranty. Contractor warrants all work under this Agreement (which for purposes of this Subsection 1.3 shall be deemed to include unauthorized work which has not been removed and any non-conforming materials incorporated into the work) to be of good quality and free from any defective or faulty material and workmanship.

Contractor agrees that for a period of one (1) year (or the period of time specified elsewhere in this Agreement or in any guarantee or warranty provided by any manufacturer or supplier of equipment or materials incorporated into the work, whichever is later) after the date of final acceptance, Contractor shall within ten (10) days after being notified in writing by City of any defect in the work or non-conformance of the work to this Agreement, commence and prosecute with due diligence all work necessary to fulfill the terms of the warranty at Contractor’s sole cost and expense. Contractor shall act sooner as requested by City in response to an emergency. In addition, Contractor shall, at its sole cost and expense, repair and replace any portions of the work (or work of other contractors) damaged by Contractor’s defective work or which becomes damaged in the course of repairing or replacing defective work. For any work so corrected, Contractor’s obligation hereunder to correct defective work shall be reinstated for an additional one (1)

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Contract Services Agreement | 3
year period, commencing with the date of acceptance of such corrected work. Contractor shall perform such tests as City may require to verify that any corrective actions, including, without limitation, redesign, repairs, and replacements comply with the requirements of this Agreement. All costs associated with such corrective actions and testing, including the removal, replacement, and reinstitution of equipment and materials necessary to gain access, shall be the sole responsibility of Contractor. All warranties and guarantees of subcontractors, suppliers, and manufacturers with respect to any portion of the work, whether express or implied, are deemed to be obtained by Contractor for the benefit of City, regardless of whether or not such warranties and guarantees have been transferred or assigned to City by separate agreement and Contractor agrees to enforce such warranties and guarantees, if necessary, on behalf of City. In the event that Contractor fails to perform its obligations under this Section, or under any other warranty or guaranty under this Agreement, to the reasonable satisfaction of City, City shall have the right to correct and replace any defective or non-conforming work and any work damaged by such work or the replacement or correction thereof at Contractor’s sole expense.

Contractor shall be obligated to fully reimburse City for any expenses incurred hereunder upon demand.
e. Skilled and Trained Workforce. Contractor, for itself and its subcontractors at every tier, hereby provides an enforceable commitment to comply with California Public Contract Code section 2600 et seq., which requires use of a skilled and trained workforce to perform all work on the agreements that fall within an apprenticeable occupation in the building and construction trades.
f. Inspection and Final Acceptance. The Services shall be performed to the satisfaction of City. City may inspect and accept or reject any of Contractor’s work under this Agreement, during performance and/or when completed. City shall reject or finally accept Contractor’s work within forty five (45) days after submitted to City. City shall accept work by a timely written acceptance, otherwise work shall be deemed to have been rejected. City’s acceptance shall be conclusive as to such work except with respect to latent defects, fraud, and such gross mistakes as amount to fraud. Acceptance of any work by City shall not constitute a waiver of any of the provisions of this Agreement including, but not limited to, Section 4 and Section 5, pertaining to insurance and indemnification, respectively.

1.4 Assignment of Personnel. Contractor shall assign only competent personnel to perform the Services. Contractor shall make every reasonable effort to maintain the stability and continuity of Contractor’s staff and subcontractors, if any, assigned to perform the Services. Contractor shall notify City of any changes in Contractor’s staff and subcontractors, if any, assigned to perform the Services, prior to and during any such performance. In the event that City, in its sole discretion, at any time during the term of this Agreement, desires the reassignment of any such persons, Contractor shall, immediately upon receiving notice from City of such desire of City, reassign such person or persons.

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1.5 Time. Time is of the essence in the performance of this Agreement.

Contractor shall devote such time to the performance of the Services pursuant to this Agreement as may be reasonably necessary to satisfy Contractor’s obligations hereunder. Contractor shall commence the Services pursuant to this Agreement upon receipt of a written notice to proceed and shall perform all Services within the time period(s) established in the Scope of Services. When requested by Contractor, extensions to the time period(s) specified in the Scope of Services may be approved in writing by the Contract Administrator but not shall not exceed one hundred eighty (180) days cumulatively.

1.6 Force Majeure. The time period(s) specified in the Scope of Services for performance of the Services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of Contractor, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including City, if Contractor shall within ten (10) days of the commencement of such delay notify the Contract Administrator in writing of the causes of the delay. The Contract Administrator shall ascertain the facts and the extent of delay, and extend the time for performing the Services for the period of the enforced delay when and if in the sole judgment of the Contract Administrator such delay is justified. The Contract Administrator’s determination shall be final and conclusive upon the Parties to this Agreement. In no event shall Contractor be entitled to recover damages against City for any delay in the performance of this Agreement, however caused, Contractor’s sole remedy being extension of this Agreement pursuant to this Section.

1.7 Suspension of Services. The City Engineer of City (“Engineer”) shall have the authority to suspend the Services, wholly or in part, for such period as the Engineer may deem necessary, due to unsuitable weather or to such other conditions as are considered unfavorable for the suitable prosecution of the Services, or for such time as the Engineer may deem necessary due to the failure on the part of Contractor to carry out orders given or to perform any provisions of the Services. Contractor shall immediately comply with the written order of the Engineer to suspend the Services wholly or in part and shall not resume the Services until ordered to do so in writing by the Engineer. Such suspension shall be without liability to Contractor on the part of City. In the event a suspension of work is ordered because of failure on the part of Contractor to carry out orders given or to perform any provisions of the Services, such suspension of the Services shall not relieve Contractor of responsibility to complete the Services within the time limit set forth herein and shall not be considered cause for extension of the time for completion and, further, such suspension of the Services shall not entitle Contractor to any additional compensation.

1.8 Familiarity with Work and Worksite. By executing this Agreement, Contractor warrants that Contractor (i) has thoroughly investigated and considered the Services, (ii) has carefully considered how the Services should be performed, and (iii)

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fully understands the facilities, difficulties, and restrictions attending performance of the Services. If the Services involve work upon any site, Contractor warrants that Contractor has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of the Services hereunder. Should Contractor discover any latent or unknown conditions, which will materially affect the performance of the Services hereunder, Contractor shall immediately inform City of such fact and shall not proceed until written instructions are received from the Contract Administrator.

1.9 Further Responsibilities of the Parties. Both Parties agree to use reasonable care and diligence to perform their respective obligations under this Agreement. Both Parties agree to act in good faith to execute all instruments, prepare all documents, and take all actions as may be reasonably necessary to carry out the purposes of this Agreement. Unless otherwise specified in this Agreement, neither Party shall be responsible for the service of the other.

SECTION 2. COMPENSATION.

2.1 Contract Amount. City hereby agrees to pay Contractor a sum not to exceed «CONTRACT_AMOUNT_SPELLED_OUT» («Contract_Amount») notwithstanding any contrary indications that may be contained in Contractor’s proposal or bid, for the Services to be performed and reimbursable costs incurred under this Agreement. This compensation may be administratively adjusted pursuant to Section 8.4 herein. In the event of a conflict between this Agreement and Exhibit A, regarding the amount of compensation, this Agreement shall prevail. City shall pay Contractor for the Services rendered pursuant to this Agreement at the time and in the manner set forth herein. The payments specified in this Section 2 shall be the only payments from City to Contractor for the Services rendered pursuant to this Agreement. Contractor shall submit all invoices to City in the manner specified herein.

2.2 Method of Compensation. The method of compensation may include: (i) a lump sum payment upon completion, (ii) payment in accordance with specified tasks or the percentage of completion of the Services, (iii) payment for time and materials based upon Contractor’s rates as specified in the Scope of Services, provided that time estimates are provided for the performance of subtasks, or (iv) such other methods as may be specified in the Scope of Services. In no event shall compensation exceed the amount set forth in Subsection 2.1.

2.3 Invoices. Contractor shall submit invoices monthly during the term of this Agreement, based on the cost for the Services performed and reimbursable costs incurred prior to the invoice date. The invoice shall detail charges for all necessary and actual expenses by the following categories: labor (by sub-category), travel, materials, equipment, supplies, and sub-contractor contracts. Subcontractor charges shall also be detailed by such categories. Invoices shall contain:

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a. Serial identifications of progress bills; i.e., Progress Bill No. 1 for the first invoice, etc.;
b. The beginning and ending dates of the billing period; c. A “Task Summary” containing the original contract amount, the amount of prior billings, the total due this period, the balance available under this Agreement, and the percentage of completion;
d. At City’s option, for each item in each task, a copy of the applicable time entries or time sheets shall be submitted showing the name of the person performing the Services, the hours spent by each person, a brief description of the Services, and each reimbursable expense;
e. The total number of hours of work performed under this Agreement by Contractor and each employee, agent, and subcontractor of Contractor performing the Services hereunder necessary to complete the Services described in Exhibit A; f. Receipts for expenses to be reimbursed;
g. The Principals’ signatures.

Invoices shall be submitted to:

City of Yorba Linda
Attn: Accounts Payable
4845 Casa Loma Ave
Yorba Linda, CA 92886

2.4 City Payment of Invoices. City shall independently review each invoice submitted by Contractor to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. City will use its best efforts to cause Contractor to be paid within thirty (30) days of receipt of Contractor’s correct and undisputed invoice. In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Contractor for correction and resubmission.

Pursuant to California Public Contract Code Section 20104.50, Contractor is notified that for public works Services, City’s failure to pay undisputed and properly submitted invoices within thirty (30) days shall be subject to interest at the legal rate set forth in Code of Civil Procedure Section 685.010. Any invoice for public works Services determined not to be a proper invoice suitable for payment shall be returned to the Contractor as soon as practicable, but not later than seven (7) days, after receipt. An invoice returned pursuant to the foregoing shall be accompanied by a writing stating the reasons why the invoice is not proper.

2.5 Retention of Funds, Final Payment.

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a. Contractor hereby authorizes City, in the sole discretion of the Contract Administrator, to retain and deduct from any amount payable to Contractor not exceeding five percent (5%) of the total compensation The retained funds shall be paid to Contractor within sixty (60) days after final acceptance of the Services by the City and after Contractor has furnished City with full release of all undisputed payments under this Agreement. In the event there are any claims specifically excluded by Contractor from the operation of the release, City may retain proceeds of up to one hundred fifty percent (150%) of the amount in dispute. The failure of City to exercise such right to deduct or to withhold shall not, however, affect the obligations of Contractor to insure, indemnify, and protect City as provided in this Agreement. b. Notwithstanding Paragraph a, California Public Contract Code Section 22300 permits the substitution of securities for any retention monies withheld by City for public works Services. At the request and expense of Contractor, securities equivalent to the monies withheld shall be deposited with City, or with a state or federally chartered bank in California as the escrow agent, who shall then pay such monies to Contractor. City retains the sole discretion to approve the bank selected by Contractor to serve as escrow agent. Upon satisfactory completion of the Services, the securities shall be returned to Contractor. Securities eligible for investment shall include those listed in Government Code Section 16430. Contractor shall be the beneficial owner of any securities substituted for monies withheld and shall receive any interest thereon. In the alternative, under California Public Contract Code Section 22300, Contractor may request City to make payment of earned retention monies directly to the escrow agent at the expense of Contractor. Also at Contractor’s expense, Contractor may direct investment of the payments into securities, and Contractor shall receive interest earned on such investment upon the same conditions as provided for securities deposited by Contractor.

Upon satisfactory completion of the Services, Contractor shall receive from the escrow agent all securities, interest and payments received by escrow agent from City pursuant to the terms of California Public Contract Code Section 22300.

2.6 Total Payment. City shall not pay any additional sum for any expense or cost whatsoever incurred by Contractor in rendering the Services pursuant to this Agreement. City shall make no payment for any extra, further, or additional service pursuant to this Agreement. In no event shall Contractor submit any invoice for an amount in excess of the maximum amount of compensation provided above either for a task or for the entirety of the Services performed pursuant to this Agreement, unless this Agreement is modified in writing prior to the submission of such an invoice.

2.7 Hourly Fees. Fees for the Services performed by Contractor on an hourly basis shall not exceed the amounts shown on Exhibit A.

2.8 Reimbursable Expenses. Reimbursable expenses are included within the maximum amount of this Agreement. Reimbursable expenses not listed in Exhibit A must be approved in advance by the Contract Administrator, in his or her sole discretion.

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Contractor shall not be entitled to any additional compensation for the attendance of meetings reasonably deemed necessary by City for the execution of the Services.

2.9 Payment of Taxes. Contractor is solely responsible for the payment of employment taxes incurred under this Agreement and any federal or state taxes.

2.10 Payment upon Termination. In the event that City or Contractor terminates this Agreement pursuant to Section 8, City shall compensate Contractor for all outstanding costs and reimbursable expenses incurred for Services satisfactorily completed and for reimbursable expenses as of the date of written notice of termination.

Contractor shall maintain adequate logs and timesheets in order to verify costs and reimbursable expenses incurred to that date.

2.11 No Waiver. Payment to Contractor for Services performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Contractor.

SECTION 3. FACILITIES AND EQUIPMENT.

3.1 Contractor Provides Facilities and Equipment. Except as otherwise provided, Contractor shall, at its sole cost and expense, provide all facilities and equipment necessary to perform the services required by this Agreement. In no event shall City be required to furnish any facility or equipment that may involve incurring any direct expense.

3.2 Utility Relocation. Where applicable, pursuant to California Government Code Section 4215, City is responsible for removal, relocation, or protection of existing main or trunkline utilities to the extent such utilities were not identified in the invitation for bids or specifications. City shall reimburse Contractor for any costs incurred in locating, repairing damage not caused by Contractor, and removing or relocating such unidentified utility facilities. Contractor shall not be assessed liquidated damages for delay arising from the removal or relocation of such unidentified utility facilities.

3.3 Trenches or Excavations. Pursuant to California Public Contract Code Sections 6705 and 7104, in the event the work included in this Agreement requires excavations more than four (4) feet in depth, the following shall apply. a. Contractor shall promptly, and before the following conditions are disturbed, notify City, in writing, of any: (1) material that Contractor believes may be material that is hazardous waste, as defined in Section 25117 of the Health and Safety Code, that is required to be removed to a Class I, Class II, or Class III disposal site in accordance with provisions of existing law; (2) subsurface or latent physical conditions at the site different from those indicated by information about the site made available to bidders prior to the deadline for submitting bids; or (3) unknown physical conditions at the site of any unusual nature, different materially from those ordinarily encountered and generally recognized as inherent in work of the character provided for in this Agreement.

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b. If the Services involve an estimated expenditure in excess of TwentyFive Thousand Dollars ($25,000) for the excavation of any trench or trenches five (5) feet or more in depth, Contractor shall submit for acceptance by the City Engineer, in advance of excavation, a detailed plan showing the design of shoring, bracing, sloping, or other provisions to be made for worker protection from the hazard of caving ground during the excavation of such trench or trenches. If such plan varies from the shoring system standards, the plan shall be prepared by a registered civil or structural engineer. c. City shall promptly investigate the conditions, and if it finds that the conditions do materially so differ, or do involve hazardous waste, and cause a decrease or increase in Contractor’s cost of, or the time required for, performance of any part of the work shall issue an order or amendment for additional services pursuant to Subsection

8.4 or 8.5 of this Agreement.
d. If a dispute arises between City and Contractor whether the conditions materially differ, or involve hazardous waste, or cause a decrease or increase in Contractor’s cost of, or time required for, performance of any part of the work, Contractor shall not be excused from any scheduled completion date provided for by this Agreement, but shall proceed with all work to be performed under this Agreement.

Contractor shall retain any and all rights provided either by contract or by law which pertain to the resolution of disputes and protests between the Parties.

SECTION 4. INSURANCE AND BOND REQUIREMENTS.

Before beginning any work under this Agreement, Contractor, at its own cost and expense, shall procure the types and amounts of insurance listed below and provide certified copies of insurance policies and original endorsements, indicating that Contractor has obtained or currently maintains insurance that meets the requirements of this Section and which is satisfactory, in all respects, to City. Contractor shall also deliver the payment and performance bonds required by this Section 4 with City. Contractor shall maintain the insurance policies required by this Section throughout the term of this Agreement. The cost of such insurance shall be included in Contractor’s compensation.

Contractor shall not allow any subcontractor, Contractor or other agent to commence work on any subcontract until Contractor has obtained all insurance required herein for the subcontractor(s) and provided evidence thereof to City, and has delivered the required bonds to City. Verification of the required insurance shall be submitted and made part of this Agreement prior to execution. Contractor acknowledges the insurance policy must cover inter-insured suits between City and other insureds. Contractor agrees that the requirement to provide insurance shall not be construed as limiting in any way the extent to which Contractor may be held responsible for the payment of damages to any persons or property resulting from Contractor’s activities or the activities of any person or persons for which Contractor is otherwise responsible nor shall it limit Contractor’s indemnification liabilities as provided in Section 5. Insurance or bonds required by this Agreement shall be satisfactory only if issued by companies qualified to do business in California, rated “A” or better in the most recent edition of Best Rating Guide, The Key Rating Guide, or in

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the Federal Register, and only if they are of a financial category Class VII or better, unless such requirements are waived by the Contract Administrator in the Contract Administrator’s sole discretion. If this Agreement continues for more than three (3) years duration, or in the event the Contract Administrator determines that the Services to be performed under this Agreement creates an increased or decreased risk of loss to City, Contractor agrees that the minimum limits of the insurance policies and the performance bond required by Section 4 may be changed accordingly upon receipt of written notice from the Contract Administrator; provided that Contractor shall have the right to appeal a determination of increased coverage by the Contract Administrator to the City Council of City within ten (10) days of receipt of notice from the Contract Administrator.

4.1 Workers’ Compensation. Contractor shall, at its sole cost and expense, maintain Statutory Workers’ Compensation Insurance and Employer’s Liability Insurance for any and all persons employed directly or indirectly by Contractor pursuant to the provisions of the California Labor Code. Statutory Workers’ Compensation Insurance and Employer’s Liability Insurance shall be provided with limits of not less than ONE MILLION DOLLARS ($1,000,000.00) per accident, ONE MILLION DOLLARS ($1,000,000.00) disease per employee, and ONE MILLION DOLLARS ($1,000,000.00) disease per policy.

In the alternative, Contractor may rely on a self-insurance program to meet those requirements, but only if the program of self-insurance complies fully with the provisions of the California Labor Code. Determination of whether a self-insurance program meets the standards of the California Labor Code shall be solely in the discretion of the Contract Administrator. The insurer, if insurance is provided, or Contractor, if a program of selfinsurance is provided, shall waive all rights of subrogation against City and its officers, officials, employees, and authorized volunteers for loss arising from the Services performed under this Agreement. Pursuant to California Labor Code Section 1860, Contractor is required to secure the payment of compensation to Contractor’s employees.

Pursuant to California Labor Code Section 1861, Contractor hereby submits to City the following:

I am aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.

Contractor Initial: _______

4.2 Commercial General and Automobile Liability Insurance. a. General Requirements. General Requirements. Contractor, at its own cost and expense, shall maintain commercial general and automobile liability insurance for the term of this Agreement in an amount not less than TWO MILLION DOLLARS ($2,000,000.00) per occurrence, combined single limit coverage, for risks associated with the Services contemplated by this Agreement, TWO MILLION DOLLARS

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($2,000,000.00) general aggregate, and TWO MILLION DOLLARS ($2,000,000.00) products/completed operations aggregate. If a Commercial General Liability Insurance or an Automobile Liability Insurance form or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the Services to be performed under this Agreement or the general aggregate limit shall be at least twice the required occurrence limit. Such coverage shall include but shall not be limited to, protection against claims arising from bodily and personal injury, including death resulting therefrom, and damage to property resulting from the Services contemplated under this Agreement, including the use of hired, owned, leased, and non-owned automobiles. b. Minimum Scope of Coverage. Commercial general coverage shall be at least as broad as Insurance Services Office Commercial General Liability occurrence form CG 0001. Automobile coverage shall be at least as broad as Insurance Services Office Automobile Liability form CA 0001 Code 2, 8, and 9 including “any auto” and endorsement CA 0025 or equivalent). No endorsement shall be attached limiting the coverage.
c. Additional Requirements. Each of the following shall be included in the insurance coverage or added as a certified endorsement to the policy:
(i) The insurance shall cover on an occurrence or an accident basis, and not on a claims-made basis.
(ii) The policy must cover inter-insured suits and include a “Separation of Insureds” or “severability” clause which treats each insured separately. (iii) The insurance must be maintained for at least one (1) year following the completion of the Services or the expiration or termination of this Agreement. (iv) Any failure of Contractor to comply with reporting provisions of the policy shall not affect coverage provided to City and its officers, employees, agents, and volunteers.

4.3 Professional Liability Insurance.
a. General Requirements. Contractor, at its own expense, shall maintain professional liability insurance appropriate to Contractor’s profession. This coverage may be written on a “claims made” basis, and must include coverage for contractual liability. The professional liability insurance required by this Agreement must be endorsed to be applicable to claims based upon, arising out of, or related to the Services performed under this Agreement. The insurance must be maintained for at least five (5) consecutive years following the completion of the Services or the expiration or termination of this Agreement. During this additional five (5)-year period, Contractor shall annually and upon request of City submit written evidence of this continuous coverage.

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b. Claims-Made Limitations. The following provisions shall apply if the professional liability coverage is written on a claims-made form:
(i) The retroactive date of the policy must be shown and must be no later than the commencement of the Services.
(ii) If coverage is canceled or not renewed and it is not replaced with another claims-made policy form with a retroactive date that precedes the Effective Date of this Agreement, Contractor must provide extended reporting coverage for a minimum of five (5) years after the expiration or termination of this Agreement or the completion of the Services. Such continuation coverage may be provided by one of the following: (1) renewal of the existing policy; (2) an extended reporting period endorsement; or (3) replacement insurance with a retroactive date no later than the commencement of the Services under this Agreement. City shall have the right to exercise, at Contractor’s sole cost and expense, any extended reporting provisions of the policy, if Contractor cancels or does not renew the coverage. (iii) A copy of the claim reporting requirements must be submitted to City prior to the commencement of the Services under this Agreement.

4.4 Pollution Liability Insurance. Contractor, at its own expense, shall maintain pollution liability insurance written on a per occurrence for bodily injury, personal injury and property damage. The policy of insurance shall be in an amount not less than ONE MILLION DOLLARS ($1,000,000.00) per pollution incident and ONE MILLION DOLLARS ($1,000,000.00) in the general aggregate. The policy shall apply to any incidents at or from any location on which Contractor performs the Services under this Agreement. The insurance must be maintained for at least one (1) year following the completion of Contractor’s services or the expiration or termination of this Agreement.

4.5 All Policies Requirements.
a. Verification of Coverage. Prior to beginning the Services under this Agreement, Contractor shall furnish City with certificates of insurance, additional insured endorsement or policy language granting additional insured status complete certified copies of all policies, including complete certified copies of all endorsements. All copies of policies and certified endorsements shall show the signature of a person authorized by that insurer to bind coverage on its behalf. The certificate of insurance must include the following reference: «Contract_Title». The name and address for additional insured endorsements, certificates of insurance and notice of cancellation is: City of Yorba Linda, 4845 Casa Loma Ave, Yorba Linda, CA 92886. City must be endorsed as an additional insured for liability arising out of ongoing and completed operations by or on behalf of Contractor.
b. Notice of Reduction in or Cancellation of Coverage. Contractor shall provide written notice to City within ten (10) working days if: (1) any of the required

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insurance policies is terminated; (2) the limits of any of the required polices are reduced; or (3) the deductible or self insured retention is increased. In the event any of said policies of insurance are cancelled, Contractor shall, prior to the cancellation date, submit new evidence of insurance in conformance with this Section 4 to the Contract Administrator. c. Additional Insured; Primary Insurance. City and its officers, employees, agents, and authorized volunteers shall be covered as additional insureds with respect to each of the following: liability arising out of the Services performed by or on behalf of Contractor, including the insured’s general supervision of Contractor; products and completed operations of Contractor, as applicable; premises owned, occupied, or used by Contractor; and automobiles owned, leased, or used by Contractor in the course of providing the Services pursuant to this Agreement. The coverage shall contain no special limitations on the scope of protection afforded to City or its officers, employees, agents, or authorized volunteers. The insurance provided to City as an additional insured must apply on a primary and non-contributory basis with respect to any insurance or self-insurance program maintained by City. Additional insured status shall continue for one (1) year after the expiration or termination of this Agreement or completion of the Services.

A certified endorsement must be attached to all policies stating that coverage is primary insurance with respect to City and its officers, officials, employees, and volunteers, and that no insurance or self-insurance maintained by City shall be called upon to contribute to a loss under the coverage. The insurer is deemed hereof to waive all rights of subrogation and contribution it may have against City, its officers, employees, agents, authorized volunteers, and their respective insurers. d. Deductibles and Self-Insured Retentions. Contractor shall obtain the written approval of City for the self-insured retentions and deductibles before beginning any of the Services. During the term of this Agreement, only upon the prior express written authorization of the Contract Administrator, Contractor may increase such deductibles or self-insured retentions with respect to City, its officers, employees, agents, and volunteers. The Contract Administrator may condition approval of an increase in deductible or self-insured retention levels with a requirement that Contractor procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses that is satisfactory in all respects to each of them. e. Subcontractors. Contractor shall include all subcontractors as insureds under its policies or shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein.
f. Variation. The Contract Administrator may, but is not required to, approve in writing a variation in the foregoing insurance requirements, upon a determination that the coverage, scope, limits, and forms of such insurance are either not commercially available, or that City’s interests are otherwise fully protected.

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4.6 Payment and Performance Bonds. Concurrently with execution of this Agreement, Contractor shall deliver to City a payment (labor and materials) bond and a performance bond, each in the sum of the amount of this Agreement, in the forms provided by the City Clerk, which secure the faithful performance of this Agreement. The bonds shall contain the original notarized signature of an authorized officer of the surety and affixed thereto shall be a certified and current copy of his power of attorney. The bonds shall be unconditional and remain in force during the entire term of this Agreement and shall be null and void only if Contractor promptly and faithfully performs all terms and conditions of this Agreement. Payment and performance bonds shall be secured from a surety company rated Grade “A” or better in the most recent edition of Best Rating Guide, The Key Rating Guide, or in the Federal Register, and only if they are of a financial category Class VII or better, unless such requirements are waived by the Contract Administrator due to unique circumstances, and shall be authorized to write such bonds in the State of California. Contractor shall pay all bond premiums, costs, and incidentals.

Pursuant to California Public Contract Code Section 22300, substitution of eligible equivalent securities for any moneys withheld to ensure performance under this Agreement may be permitted at the request and expense of Contractor. Without limiting the foregoing, Contractor understands that Civil Code Section 9550 requires a payment bond for all public works contracts involving an expenditure of more than Twenty-Five Thousand Dollars ($25,000).

4.7 Remedies. In addition to any other remedies at law or equity City may have if Contractor fails to provide or maintain any insurance policies or policy endorsements to the extent and within the time herein required, City may, at its sole option, exercise any of the following remedies, which are alternatives to other remedies City may have and are not the exclusive remedy for Contractor’s breach:
a. Obtain such insurance and deduct and retain the amount of the premiums for such insurance from any sums due under this Agreement; b. Order Contractor to stop work under this Agreement or withhold any payment that becomes due to Contractor hereunder, or both stop work and withhold any payment, until Contractor demonstrates compliance with the requirements hereof; and/or c. Terminate this Agreement.

SECTION 5. INDEMNIFICATION.

5.1 Indemnification for Professional Liability. Where the law establishes a professional standard of care for performance of the Services, to the fullest extent permitted by law, Contractor shall indemnify, protect, defend (with counsel selected by City), and hold harmless City and any and all of its officers, employees, officials, volunteers, and agents from and against any and all claims, losses, costs, damages, expenses, liabilities, liens, actions, causes of action (whether in tort, contract, under statute, at law, in equity, or otherwise) charges, awards, assessments, fines, or penalties

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of any kind (including costs and expenses incurred by City and reasonable consultant and expert fees and expenses of investigation, costs of whatever kind and nature and, if Contractor fails to provide a defense for City, the legal costs of counsel retained by City) and any judgment (collectively, “Claims”) to the extent same are caused in whole or in part by any negligent or wrongful act, error, or omission of Contractor, its officers, agents, employees, or subcontractors (or any entity or individual that Contractor shall bear the legal liability thereof) in the performance of professional services under this Agreement.

5.2 Indemnification for Other than Professional Liability. Other than in the performance of professional services and to the full extent permitted by law, Contractor shall indemnify, protect, defend (with counsel selected by City), and hold harmless City, and any and all of its officers, employees, officials, volunteers, and agents from and against any and all Claims, where the same arise out of, are a consequence of, or are in any way attributable to, in whole or in part, the performance of this Agreement by Contractor or by any individual or entity for which Contractor is legally liable, including but not limited to officers, agents, employees or subcontractors of Contractor. Contractor will promptly pay any judgment rendered against City, its officers, agents, or employees for any such Claims arising out of or in connection with the performance of or failure to perform such Services, operations or activities of Contractor hereunder.

5.3 Subcontractors. Contractor shall incorporate similar indemnity agreements with its subcontractors. Contractor shall be fully responsible to indemnify City, and failure of City to monitor compliance with these provisions shall not be a waiver hereof.

5.4 Limitation of Indemnification. The provisions of this Section 5 do not apply to claims occurring as a result of City’s sole or active negligence. The provisions of this Section 5 shall not release City from liability arising from gross negligence or willful acts or omissions of City or any and all of its officers, officials, employees, and agents acting in an official capacity. In the event any applicable law contains a limitation on indemnification under this Agreement, such limitation shall supersede the provisions herein only to the extent required by said law.

SECTION 6. INDEPENDENT CONTRACTOR.

At all times during the term of this Agreement, Contractor shall be an independent contractor and shall not be an employee of City. City shall have the right to control Contractor only insofar as the results of the Services rendered pursuant to this Agreement and assignment of personnel pursuant to Subsection 1.4; however, otherwise City shall not have the right to control the means by which Contractor accomplishes the Services rendered pursuant to this Agreement. The personnel performing the Services under this Agreement on behalf of Contractor shall at all times be under Contractor’s exclusive direction and control. Contractor shall not at any time or in any manner represent that it is or any of its officers, employees, or agents are in any manner officers, officials, employees, or agents of City. Contractor shall not incur or have the power to incur any debt, obligation, or liability whatever against City, or bind City in any manner. Except for

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the fees paid to Contractor as provided in this Agreement, City shall not pay salaries, wages, or other compensation to Contractor for performing the Services hereunder for City. City shall not be liable for compensation or indemnification to Contractor for injury or sickness arising out of performing the Services hereunder. Notwithstanding any other City, state, or federal policy, rule, regulation, law, or ordinance to the contrary, Contractor and any of its employees, agents, and subcontractors providing services under this Agreement shall not qualify for or become entitled to any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in the California Public Employees Retirement System (“PERS”) as an employee of City and entitlement to any contribution to be paid by City for employer contributions and/or employee contributions for PERS benefits. Contractor shall perform all Services required herein as an independent contractor of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role.

City shall not in any way or for any purpose become or be deemed to be a partner of Contractor in its business or otherwise or a joint venturer or a member of any joint enterprise with Contractor.

SECTION 7. LEGAL REQUIREMENTS.

7.1 Governing Law. The laws of the State of California shall govern this Agreement.

7.2 Compliance with Applicable Laws. Contractor and any subcontractor shall comply with all applicable local, state, and federal laws and regulations applicable to the performance of the work hereunder. Contractor shall not hire or employ any person to perform work within City or allow any person to perform the Services required under this Agreement unless such person is properly documented and legally entitled to be employed within the United States. Contractor acknowledges and agrees that it shall be independently responsible for reviewing the applicable laws and regulations and effectuating compliance with such laws. Contractor shall require the same of all subcontractors.

7.3 Prevailing Wages. Contractor acknowledges and agrees that it shall be independently responsible for reviewing the applicable prevailing wage laws and regulations and effectuating compliance with such laws, including, but not limited to the prevailing wage and related requirements set forth in this Subsection 7.3. Contractor shall bear all risks of payment or non-payment of prevailing wages under California law and/or the implementation of California Labor Code Section 1781, as the same may be amended from time to time, and/or any other similar law. a. Public Work. Contractor hereby expressly acknowledges and agrees that City has never previously affirmatively represented to Contractor, its employees or agents in writing or otherwise that the Services are not a “public work,” as defined in Section 1720 of the California Labor Code. It is agreed by the Parties that, in connection with the development, construction (as defined by applicable law) and

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operation of the Services, including, without limitation, any public work (as defined by applicable law), if any, Contractor shall bear all risks of payment or non-payment of state and/or federal prevailing wages and/or the implementation of California Labor Code Sections 1726 and 1781, as the same may be enacted, adopted or amended from time to time, and/or any other provision of law. To the extent applicable, City will enforce all penalties required by law for Contractor’s failure to pay prevailing wages. b. California Labor Code. The Contractor’s attention is directed to Division 2, Part 7, Chapter 1 of the California Labor Code and especially to Article 2 (Wages); and Article 3 (Working Hours), thereof.
(i) In accordance with Sections 1773 and 1773.2 of the California Labor Code, City has found and determined the general prevailing rates of wages in the locality in which the public work is to be performed are those determined by the Director of Industrial Relations and available at https://www.dir.ca.gov/OPRL/2022- 1/PWD/Southern.html. Copies of the prevailing rates of wages are maintained with City’s principal office and are available to any interested party on request. Contractor shall post a copy of the prevailing rate of per diem wages at each job site. (ii) Contractor is aware of and will comply with the provisions of California Labor Code Section 1776, including the keeping of payroll records and furnishing certified copies thereof in accordance with said Section. Pursuant to California Labor Code Section 1771.4, Contractor must submit certified payroll records to the Labor Commissioner using the Department of Industrial Relations’ electronic certified payroll reporting (eCPR) system.
(iii) Pursuant to California Labor Code Section 1810, it is stipulated hereby that eight (8) hours labor constitutes a legal day’s work hereunder. (iv) Pursuant to California Labor Code Section 1815, work performed by employees of contractors in excess of eight (8) hours per day, and 40 hours during any one week, shall be permitted upon public work upon compensation for all hours worked in excess of eight (8) hours per day at not less than 1 ½ times the basic rate of pay.
(v) Pursuant to California Labor Code Section 1813, it is stipulated hereby that Contractor shall, as a penalty to City, forfeit twenty-five dollars ($25) for each worker employed in the execution of this Agreement by Contractor or by any subcontractor hereunder for each calendar day during which such worker is required or permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any one (1) calendar week in violation of the provisions of Article 3 (commencing with Section 1810), Chapter 1, Part 7, Division 2 of the California Labor Code. (vi) Contractor is aware of and will comply with the provisions of California Labor Code Sections 1777.5 and 1777.6 with respect to the employment of

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apprentices. Pursuant to Section 1777.5 it is hereby stipulated that Contractor will be responsible for obtaining compliance therewith on the part of any and all sub-consultants or subcontractors employed by Contractor in connection with this Agreement. (vii) Pursuant to California Labor Code Section 1775, it is hereby stipulated that Contractor shall, as a penalty to City, forfeit not more than two-hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the Director of Industrial Relations for the work or craft in which the worker is employed for the Services by Contractor or any sub-consultant or subcontractor.
c. Bidding Eligibility. Pursuant to California Labor Code Section 1771.1, no contractor or subcontractor (or consultant or subconsultant) may be listed on a bid proposal for a public works project unless registered with the Department of Industrial Relations. Pursuant to California Public Contract Code Section 6109, Contractor may not perform any Services hereunder with a subcontractor who is ineligible to perform the Services pursuant to Section 1777.1 or 1777.7 of the California Labor Code.
d. DIR Monitoring. Pursuant to California Labor Code Section 1771.4, Contractor is hereby notified that this project is subject to compliance monitoring and enforcement by the Department of Industrial Relations.
e. Indemnification Related to Prevailing Wages. Section 5, Indemnification, specifically encompasses Claims arising from or related to (i) the noncompliance by Contractor or any party performing the Services of any applicable local, state, and/or federal law, including, without limitation, any applicable federal and/or state labor laws (including, without limitation, the requirement to pay state prevailing wages and hire apprentices); (ii) the implementation of California Labor Code Sections 1726 and 1781, as the same may be amended from time to time, or any other similar law; and/or (iii) failure by Contractor or any party performing the Services to provide any required disclosure or identification as required by California Labor Code Section 1781, as the same may be amended from time to time, and/or any other similar law.

7.4 Licenses and Permits, Fees, and Assessments. Contractor represents, warrants, and covenants to City that Contractor and its employees, agents, and any subcontractors have all licenses, permits, qualifications, and approvals of whatsoever nature that are legally required to practice their respective professions, and perform the Services. Contractor represents, warrants, and covenants to City that Contractor and its employees, agents, and subcontractors shall, at their sole cost and expense, keep in effect at all times during the term of this Agreement any licenses, permits, and approvals that are legally required to practice their respective professions, and perform the Services.

In addition to the foregoing, Contractor and any subcontractors shall obtain and maintain during the term of this Agreement valid business licenses from City. Contractor shall have the sole obligation to pay for any fees, assessments, and taxes, plus applicable penalties

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and interest, which may be imposed by law and arise from or are necessary for Contractor’s performance of the Services, and shall indemnify, defend and hold harmless City, its officers, employees or agents of City, against any such fees, assessments, taxes, penalties or interest levied, assessed, or imposed against City hereunder.

7.5 Conflicts of Interest. Contractor represents, warrants, and covenants that Contractor presently has no interest, direct or indirect, which would interfere with or impair in any manner or degree the performance of Contractor’s obligations and responsibilities under this Agreement. Contractor further agrees that while this Agreement is in effect, Contractor shall not acquire or otherwise obtain any interest, direct or indirect, that would interfere with or impair in any manner or degree the performance of Contractor’s obligations and responsibilities under this Agreement.

7.6 Unfair Business Practices Claims. In entering into this Agreement, Contractor offers and agrees to assign to City all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. § 15) or under the Cartwright Act (Chapter 2, (commencing with Section 16700) of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of goods, services, or materials related to this Agreement. This assignment shall be made and become effective at the time City renders final payment to Contractor without further acknowledgment of the Parties.

7.7 Annual Appropriation of Funding. In accord with Article 16 Section 18 of the California Constitution, payment of compensation under this Agreement is contingent upon annual appropriation of funds by City for that purpose. Contractor acknowledges and agrees that to the extent that the Services extend beyond one (1) fiscal year, payment for such Services is expressly conditioned on City’s annual appropriation of funds for such Services for each year. If no funds are appropriated then this Agreement shall be terminated. City pledges and agrees to process such appropriation requests annually and in good faith. Nothing in this Subsection shall be construed to limit the right of either Party to terminate this Agreement as provided herein.

7.8 Liquidated Damages. Since the determination of actual damages for any delay in performance of this Agreement would be extremely difficult or impractical to determine in the event of a breach of this Agreement, Contractor and its sureties shall be liable for and shall pay to City the sum of FIVE HUNDRED DOLLARS ($500.00) as liquidated damages for each working day of delay in the performance of any of the Services. City may withhold from any monies payable on account of the Services performed by Contractor any accrued liquidated damages.

SECTION 8. TERMINATION AND MODIFICATION.

8.1 Termination. City may terminate this Agreement at any time and without cause upon thirty (30) days’ written notification to Contractor. City may also terminate this Agreement pursuant to Subsection 8.8.

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8.2 Termination by Contractor. Contractor may terminate this Agreement upon sixty (60) days’ written notice to City.

8.3 Consequences of Termination. In the event of termination, Contractor shall be entitled to compensation for the Services satisfactorily performed up to the date of termination; City, however, may condition payment of such compensation upon Contractor delivering to City any or all materials provided to Contractor or prepared by or for Contractor or City in connection with this Agreement. Upon receipt of any notice of termination, Contractor shall immediately cease all Services hereunder except such as may be specifically approved by the Contract Administrator.

8.4 Administrative Change Orders. City shall have the right at any time during the performance of the Services, without invalidating this Agreement, to order extra work beyond that specified in the Scope of Services or make changes by altering, adding to, or deducting from said work. No such extra work may be undertaken unless a written change order is first given by the Contract Administrator to Contractor, incorporating therein any adjustment in (i) the total compensation, and/or (ii) the time to perform this Agreement, which said adjustments are subject to the written approval of Contractor. Any increase in compensation of up to five percent (5%) of the total compensation or TWENTY-FIVE THOUSAND DOLLARS ($25,000), whichever is less; or in the time to perform of up to one hundred eighty (180) days may be approved in writing by the Contract Administrator. Contractor understands and agrees that, if City grants an extension in time without additional work, City shall have no obligation to provide Contractor with compensation beyond the maximum amount provided for in this Agreement. Similarly, unless authorized by the Contract Administrator, City shall have no obligation to reimburse Contractor for any otherwise reimbursable expenses incurred during the extension period. All other extensions or modifications to this Agreement shall require a written amendment pursuant to Subsection 8.5.

8.5 Amendments. The Parties may amend this Agreement only by a writing signed by all the Parties. The Contract Administrator shall have the authority to execute amendments to this Agreement which do not materially change the terms hereof, in the Contract Administrator’s discretion, to the extent permitted by applicable federal, state, and local law. The Contract Administrator may refer any proposed amendment to the City Council for review and approval.

8.6 Assignment and Subcontracting. City and Contractor recognize and agree that this Agreement contemplates personal performance by Contractor and is based upon a determination of Contractor’s unique personal competence, experience, and specialized personal knowledge. Moreover, a substantial inducement to City for entering into this Agreement was and is the professional reputation and competence of Contractor.

Contractor may not assign this Agreement or any interest therein without the prior written approval of the Contract Administrator. Contractor shall not subcontract any portion of the performance contemplated and provided for herein, other than to the subcontractors noted in the Scope of Services, without prior written approval of the Contract

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Administrator. In the event of any unapproved assignment, including in connection with any bankruptcy proceeding, this Agreement shall be void. No approved assignment shall release Contractor or any surety of Contractor of any liability hereunder without the express consent of City.

8.7 Survival. All obligations arising prior to the expiration or termination of this Agreement and all provisions of this Agreement allocating liability between City and Contractor shall survive the expiration or termination of this Agreement.

8.8 Disputes, Default. In the event that Contractor is in default under the terms of this Agreement, City shall not have any obligation or duty to continue compensating Contractor for any of the Services performed after the date of default. Instead, City may give notice to Contractor of the default and the reasons for the default. The notice shall include the timeframe in which Contractor may cure the default. This timeframe is presumptively thirty (30) days, but may be extended, though not reduced, in the sole discretion of the Contract Administrator. During the period of time that Contractor is in default, City shall hold all invoices and shall, when the default is cured, proceed with payment on the invoices. In the alternative, City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. If Contractor does not cure the default, City's remedies shall include, but not be limited to, any or all of the following:
a. Immediately terminate this Agreement;
b. Retain the plans, specifications, drawings, reports, design documents, and any other work product prepared by Contractor pursuant to this Agreement;
c. Retain a different contractor to complete the Services; and/or d. Charge Contractor the difference between the cost to complete the Services that is unfinished at the time of breach and the amount that City would have paid Contractor pursuant to Section 2 if Contractor had completed the Services.

Any failure on the part of City to give notice of Contractor’s default shall not be deemed to result in a waiver of City’s legal rights or any rights arising out of any provision of this Agreement.

8.9 Claims by Contractor. Claims, as that term is defined in California Public Contract Code Section 9204, by Contractor and, where applicable, any subcontractor, in connection with a public works project shall by subject to the mediation procedure in California Public Contract Code Section 9204.

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SECTION 9. KEEPING AND STATUS OF RECORDS.

9.1 Documents and Data. All drawings, specifications, maps, designs, photographs, studies, surveys, data, notes, computer files, reports, records, documents, and other materials plans, drawings, estimates, test data, survey results, models, renderings, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings, digital renderings, or data stored digitally, magnetically, or in any other medium (the “Documents and Materials”) prepared or caused to be prepared by Contractor, its employees, subcontractors, and agents in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of the Contract Administrator or upon the expiration or termination of this Agreement, and Contractor shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership use, reuse, or assignment of the Documents and Materials hereunder. Any use, reuse or assignment of such completed Documents and Materials for other projects and/or use of uncompleted documents without specific written authorization by Contractor will be at City’s sole risk and without liability to Contractor, and Contractor’s guarantee and warranties shall not extend to such use, revise, or assignment. Contractor may retain copies of such Documents and Materials for its own use. Contractor shall have an unrestricted right to use the concepts embodied therein. All subcontractors shall provide for assignment to City of any Documents and Materials prepared by them, and in the event Contractor fails to secure such assignment, Contractor shall indemnify City for all damages resulting therefrom.

9.2 Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, rights of reproduction, and other intellectual property embodied in the Documents and Materials. Contractor shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for the Documents and Materials the subcontractor prepares under this Agreement. Contractor represents and warrants that Contractor has the legal right to license any and all of the Documents and Materials. Contractor makes no such representation and warranty in regard to the Documents and Materials which were prepared by design professionals other than Contractor or provided to Contractor by City. City shall not be limited in any way in its use of the Documents and Materials at any time, provided that any such use not within the purposes intended by this Agreement shall be at City’s sole risk.

9.3 Records. Contractor shall keep, and require subcontractors to keep, such ledgers books of accounts, invoices, vouchers, canceled checks, reports (including but not limited to payroll reports), studies, or other documents relating to the disbursements charged to City and the Services performed hereunder (the “Books and Records”), as shall be necessary to perform the Services required by this Agreement and enable the Contract Administrator to evaluate the performance of such Services. Any and all such Books and Records shall be maintained in accordance with generally accepted accounting principles and shall be complete and detailed. The Contract Administrator

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shall have full and free access to such Books and Records at all times during normal business hours of City, including the right to inspect, copy, audit, and make records and transcripts from such Books and Records. Such Books and Records shall be maintained for a period of three (3) years following completion of the Services hereunder, and City shall have access to such Books and Records in the event any audit is required. In the event of dissolution of Contractor’s business, custody of the Books and Records may be given to City, and access shall be provided by Contractor’s successor in interest. Under California Government Code Section 8546.7, if the amount of public funds expended under this Agreement exceeds TEN THOUSAND DOLLARS ($10,000.00), this Agreement shall be subject to the examination and audit of the State Auditor, at the request of City or as part of any audit of City, for a period of three (3) years after final payment under this Agreement.

9.4 Reports. Contractor shall periodically prepare and submit to the Contract Administrator such reports concerning the performance of the Services required by this Agreement as the Contract Administrator shall require. Contractor hereby acknowledges that City is greatly concerned about the cost of the Services to be performed pursuant to this Agreement. For this reason, Contractor agrees that if Contractor becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the Services contemplated herein or, if Contractor is providing design services, the cost of the project being designed, Contractor shall promptly notify the Contract Administrator of said fact, circumstance, technique, or event and the estimated increased or decreased cost related thereto and, if Contractor is providing design services, the estimated increased or decreased cost estimate for the project being designed.

9.5 Confidentiality. City and Contractor agree that, until final approval by City, all data, plans, specifications, reports, and other documents are confidential and will not be released to third parties without prior written consent of both Parties unless required by law. Contractor, its officers, employees, agents, or subcontractors, shall not, without prior written authorization from the Contract Administrator or unless requested by the City Attorney, voluntarily provide documents, declarations, letters of support, testimony at depositions, response to interrogatories, or other information concerning the work performed under this Agreement. If Contractor, or any officer, employee, agent, or subcontractor of Contractor, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Contractor for any Claims caused by or incurred as a result of Contractor’s conduct.

Contractor shall promptly notify City should Contractor, its officers, employees, agents, or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions, or other discovery request, court order, or subpoena from any party regarding this Agreement and the Services performed thereunder. City retains the right, but has no obligation, to represent Contractor or be present at any deposition, hearing, or similar proceeding. Contractor agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Contractor. However, this right to review any

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such response does not imply or mean the right by City to control, direct, or rewrite said response. Response to a subpoena or court order shall not be considered a voluntary disclosure so long as Contractor gives City notice of such court order or subpoena as provided herein. Contractor understands and agrees that it may be required to provide documents to the City to be produced in response to a Public Records Act request.

SECTION 10. MISCELLANEOUS PROVISIONS.

10.1 Attorneys’ Fees. If either Party to this Agreement brings any action, including an action for declaratory relief, to enforce or interpret the provision of this Agreement, the prevailing Party shall be entitled to reasonable attorneys’ fees and expenses including costs, in addition to any other relief to which that Party may be entitled; provided, however, that the attorneys’ fees awarded pursuant to this Subsection shall not exceed the hourly rate paid by City for legal services multiplied by the reasonable number of hours spent by the prevailing Party in the conduct of the litigation. The court may set such fees in the same action or in a separate action brought for that purpose.

10.2 Venue. In the event that either Party brings any action against the other under this Agreement, the Parties agree that trial of such action shall be vested exclusively in Riverside County.

10.3 Severability. If any provision of this Agreement is held invalid, the remainder of this Agreement shall not be affected thereby and all other parts of this Agreement shall nevertheless be in full force and effect.

10.4 Section Headings and Subheadings. The section headings and subheadings contained in this Agreement are included for convenience only and shall not limit or otherwise affect the terms of this Agreement.

10.5 No Implied Waiver of Breach. Waiver by any Party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any Party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision or a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or services by Contractor shall not constitute a waiver of any of the provisions of this Agreement. No delay or omission in the exercise of any right or remedy by a nondefaulting Party on any default shall impair such right or remedy or be construed as a waiver. Any waiver by either Party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement.

10.6 Successors and Assigns. The provisions of this Agreement shall inure to the benefit of and shall apply to and bind the successors and assigns of the Parties.

10.7 Contractor Principals and Representatives. The following principals of Contractor (“Principals”) are hereby designated as being the principals and

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representatives of Contractor authorized to act in its behalf with respect to the work specified herein and make all decisions in connection therewith:
(Name) (Title)
(Name) (Title)
(Name) (Title)
It is expressly understood that the experience, knowledge, capability, and reputation of the Principals were a substantial inducement for City to enter into this Agreement. Therefore, the Principals shall be responsible during the term of this Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the Services hereunder. All personnel of Contractor, and any authorized agents, shall at all times be under the exclusive direction and control of the Principals. For purposes of this Agreement, the Principals may not be replaced nor may their responsibilities be substantially reduced by Contractor without the express written approval of City.

10.8 City Contract Administration. This Agreement shall be administered by a City employee, Brad Skeene, Parks and Facilities Superintendent (“Contract Administrator”). All correspondence shall be directed to or through the Contract Administrator or his designee. It shall be Contractor’s responsibility to assure that the Contract Administrator is kept informed of the progress of the performance of the Services and Contractor shall refer any decisions which must be made by City to the Contract Administrator. Unless otherwise provided by applicable law, the Contract Administrator shall have the power to act on behalf of City for all purposes under this Agreement.

Unless otherwise provided in this Agreement, Contractor shall not accept direction or orders from any person other than the Contract Administrator or his designee.

10.9 Notices. Any written notice to Contractor shall be sent to:
«Contractor»
Attn: «Contractor_Contact»
«Address»
«City», «State» «Zip_Code»
Any written notice to City shall be sent to the Contract Administrator at:

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City of Yorba Linda
4845 Casa Loma Ave
Yorba Linda, CA 92886
Attn: Brad Skeene, Parks and Facilities Superintendent
with a copy to:

City Clerk
City of Yorba Linda
4845 Casa Loma Ave
Yorba Linda, CA 92886
Any notice, demand, request, document, consent, approval, or communication either Party desires or is required to give to the other Party or any other person shall be in writing and either served personally or sent by prepaid, first-class mail. Either Party may change its address by notifying the other Party of the change of address in writing. Notice shall be deemed communicated at the time personally delivered or in seventy-two (72) hours from the time of mailing if mailed as provided in this Section.

10.10 Rights and Remedies. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the Parties are cumulative and the exercise by either Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other Party.

10.11 Integration, Interpretation. This Agreement, including Exhibits A and B, represents the entire and integrated agreement between City and Contractor and supersedes all prior negotiations, representations, or agreements, either written or oral.

The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either Party by reason of the authorship of this Agreement or any other rule of construction which might otherwise apply.

10.12 Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be an original and all of which together shall constitute one agreement.

10.13 Execution of Contract. The persons executing this Agreement on behalf of each of the Parties hereto represent and warrant that (i) such Party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said Party, (iii) by so executing this Agreement, such Party is formally bound to the provisions of this Agreement, and (iv) that entering into this Agreement does not violate any provision of any other agreement to which said Party is bound.

10.14 Nondiscrimination. Contractor covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that in the

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performance of this Agreement there shall be no discrimination against or segregation of, any person or group of persons on account of any impermissible classification including, but not limited to, race, color, creed, religion, sex, marital status, sexual orientation, national origin, or ancestry. Contractor shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, marital status, sexual orientation, national origin, or ancestry.

10.15 No Third Party Beneficiaries. There are no intended third-party beneficiaries under this Agreement and no such other third parties shall have any rights or obligations hereunder.

10.16 Nonliability of City Officers and Employees. No officer, official, employee, agent, representative, or volunteer of City shall be personally liable to Contractor, or any successor in interest, in the event of any default or breach by City or for any amount which may become due to Contractor or to its successor, or for breach of any obligation of the terms of this Agreement.

10.17 No Undue Influence. Contractor declares and warrants that no undue influence or pressure is used against or in concert with any officer or employee of City in connection with the award, terms or implementation of this Agreement, including any method of coercion, confidential financial arrangement, or financial inducement. No officer or employee of City shall receive compensation, directly or indirectly, from Contractor, or from any officer, employee, or agent of Contractor, in connection with the award of this Agreement or any work to be conducted as a result of this Agreement.

10.18 No Benefit to Arise to City Employees. No member, officer, or employee of City, or their designees or agents, and no public official who exercises authority over or has responsibilities with respect to this Agreement during his/her tenure or for one (1) year thereafter, shall have any interest, direct or indirect, in any agreement or subagreement, or the proceeds thereof, for the Services to be performed under this Agreement.
[Signatures on Following Page]

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IN WITNESS WHEREOF, the Parties hereto have executed and entered into this Agreement as of the Effective Date.

CITY OF YORBA LINDA
«City_Signature»
Attest:

Marcia Brown, City Clerk
Approved as to Form:

Todd Litfin, City Attorney

CONTRACTOR
By:

Name:

Title:

By:

Name:

Title:

[Note: 2 officer’s signatures required if
Contractor is a corporation, unless
provided with a certificate of secretary inlieu]

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EXHIBIT A

SCOPE OF SERVICES
Services shall include Black Gold Golf Club Clubhouse HVAC Duct Replacement Project services, including labor, materials, services and equipment is the total amount of all lump sum items and of all unit price sums, determined by multiplying the unit price for each item times the actual quantity of each such item, in the amount not to exceed «CONTRACT_AMOUNT_SPELLED_OUT» («Contract_Amount») as further detailed in the attached pages (if any). If the Services include Services pursuant to a request for proposals or bid, the Services shall include the work contemplated by the entire “Bid Package” or “Request for Proposals” for the Services, including all plans, addenda, documentation, and specifications attached thereto. A copy of the Bid Package and/or Request for Proposals, as applicable shall be retained with a copy of this Agreement.

Contractor shall keep a copy of the same for at least three (3) years following termination of this Agreement.
[ATTACH BID PACKAGE / SCOPE OF WORK]

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(PAGE 1 OF 2)

CITY OF YORBA LINDA

FAITHFUL PERFORMANCE BOND
FOR

BLACK GOLD GOLF CLUB

CLUBHOUSE HVAC DUCT REPLACEMENT PROJECT
KNOW ALL MEN BY THESE PRESENTS that, Insert Contractors Name, as CONTRACTOR, and,___________________________________________________as SURETY, are held and firmly bound unto the City of Yorba Linda, as AGENCY, in the penal sum of Insert Written Dollar amount Dollars ($.00), which is one hundred (100%) of the total contract amount for the above stated project, for the payment of which sums, CONTRACTOR and SURETY agree to be bound, jointly and severally, firmly by these presents.

THE CONDITIONS OF THIS OBLIGATION ARE SUCH that, whereas CONTRACTOR has been awarded and is about to enter into the annexed Contract Agreement with AGENCY for the above stated project, if CONTRACTOR faithfully performs and fulfills all obligations under the contract documents in the manner and time specified therein, then this obligation shall be null and void, otherwise it shall remain in full force and effect in favor of AGENCY; provided that any alterations in the obligations or time for completion made pursuant to the terms of the contract documents shall not in any way release either CONTRACTOR or SURETY, and notice of such alterations is hereby waived by SURETY.

WITNESS our hands this ________ day of _____________, 2025.

CONTRACTOR (CORPORATION-TYPE)
(SEAL) By
President
By
Secretary/Treasurer

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FAITHFUL PERFORMANCE BOND
(PAGE 2 OF 2)
______________________________

SURETY'S NAME-TYPE
______________________________

MAILING ADDRESS (SURETY)
BY:

Name
(SEAL)
Title
NOTE: SIGNATURES OF CORPORATE OFFICIALS AND SURETY MUST BE NOTARIZED, ATTACH JURAT.

BOND APPROVED AS TO FORM:

CITY ATTORNEY - CITY OF YORBA LINDA

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(PAGE 1 OF 2)

CITY OF YORBA LINDA

MATERIAL AND LABOR BOND
FOR

BLACK GOLD GOLF CLUB

THE CONDITIONS OF THIS OBLIGATION ARE SUCH that, whereas CONTRACTOR has been awarded and is about to enter into the annexed Contract Agreement with AGENCY for the above stated project, if CONTRACTOR or any subcontractor fails to pay for any labor or material of any kind used in the performance of the work to be done under said contract, or fails to submit amounts due under the State Unemployment Insurance Act with respect to said labor, SURETY will pay for the same in an amount not exceeding the sum set forth above, which amount shall insure to be the benefit of all persons entitled to file claims under the State Code of Civil Procedures; provided that any alterations in the work to be done, materials to be furnished, or time for completion made pursuant to the terms of the contract documents shall not in any way release either CONTRACTOR or SURETY, and notice of said alterations is hereby waived by SURETY.

WITNESS our hands this ________ day of _____________, 2025.

CONTRACTOR (CORPORATION-TYPE)

By___________________________
President
(SEAL) By __________________________
Secretary/Treasurer

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MATERIAL AND LABOR BOND
(PAGE 2 OF 2)

SURETY'S NAME-TYPE

MAILING ADDRESS (SURETY)
BY:

Name
(SEAL)
Title
NOTE: SIGNATURES OF CORPORATE OFFICIALS AND SURETY MUST BE NOTARIZED, ATTACH JURAT.

BOND APPROVED AS TO FORM:

CITY ATTORNEY - CITY OF YORBA LINDA

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1 BLACK GOLD DRIVE

CITY OF YORBA LINDA

BLACK GOLD GOLF CLUB HOUSE

DUCT REPLACEMENT
YORBA LINDA, CA 92886
PocockDesignSolutions Inc.

GENERALG-0.00 PROJECT TITLE SHEET
MECHANICALM-0.01 MECHANICAL LEGEND AND GENERAL NOTESM-1.01 MECHANICAL CLUBHOUSE UPPER DEMO PLANM-2.01 MECHANICAL CLUBHOUSE UPPER FLOOR PLANM-5.01 MECHANICAL DETAILSM-6.01 TITLE 24 COMPLIANCE FORMS

MECHANICAL ENGINEER

POCOCK DESIGN SOLUTIONS
14451 CHAMBERS ROAD, SUITE 210
TUSTIN, CA 92780
(949)417-3903
YL-0079426
REPLACE DUCT WORK THROUGHOUT BLACK GOLD CLUBHOUSE. NO FEE PERMIT. 5/12/2025
YL-0079426

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1 BLACK GOLD DRIVE

CITY OF YORBA LINDA

BLACK GOLD GOLF CLUB HOUSE

DUCT REPLACEMENT
YORBA LINDA, CA 92886
PocockDesignSolutions Inc.

CA GREEN BUILDING STANDARDS NOTES LEGEND
5/12/2025
5/12/2025
YL-0079426

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1 BLACK GOLD DRIVE

CITY OF YORBA LINDA

BLACK GOLD GOLF CLUB HOUSE

DUCT REPLACEMENT
YORBA LINDA, CA 92886
PocockDesignSolutions Inc.

EXISTING TO REMAIN - FAN COIL UNIT SCHEDULE
FC
1 SYM MFR & MODEL # AREA SERVICED CFM OSA CFM ESP (IN. WG) FAN BHP FILTER EFFICIENCY V

ELECTRICAL

REMARKS

PH MCA MOCP
CARRIER MAIN FOYER 2,800 700 0.9 0.34 MERV 13 208 1 7.4 15 1 FC
2 MOTOR
TYPE
DIRECT

NOMINAL
TONS

8.0 WEIGHT
(LBS)
220

COOLING
EAT
(°F DB/WB)
LAT
(°F DB/WB)
80/67 54.1

HEATING
EAT
(°F DB/WB)
LAT
(°F DB/WB)
68/56.8 106.7
FC
3 BAR / GRILL
FC
4 FC
5 FC
6 FC
8 FC
9 FC
10 1. PROVIDED WITH PROGRAMMABLE THERMOSTAT, CONDENSATE PUMP W/ OVERFLOW SWITCH, FIELD-FABRICATED MERV 13 FILTER BANK, AND DUCT-MOUNTED SMOKE DETECTOR.

MMD-AP0966HP
1 PRO SHOP 2,200 700 0.9 6.0 DIRECT 80/67 54.1 68/56.8 106.7 MERV 13 208 1 5.7 15 1 200

KITCHEN
MMD-AP0726HP
1 BANQUET 1BANQUET 1
ADMIN 1,200 150 0.8 3.0 DIRECT 80/67 54.1 68/56.8 106.7 MERV 13 208 1 4.5 15 1 200 MMD-AP0360VHG CONFERENCE 1

4.0 1,600 - 0.8 DIRECT 80/67 54.1 68/56.8 106.7 MERV 13 208 1 7.5 15 1 200 MMD-AP0480VHG

0.340.34
ELECTRICAL 0.34
CARRIERCARRIERCARRIERCARRIER 8.0 2,800 700 0.9 0.34 MERV 13 208 1 7.4 15 DIRECT 80/67 54.1 68/56.8 106.7 220 MMD-AP0966HP CARRIER 8.0 2,800 1,140 0.9 0.34 MERV 13 208 1 7.4 15 DIRECT 80/67 54.1 68/56.8 106.7 220 MMD-AP0966HP CARRIER 8.0 2,800 700 0.9 0.34 MERV 13 208 1 7.4 15 DIRECT 80/67 54.1 68/56.8 106.7 220 MMD-AP0966HP CARRIER 8.0 2,800 700 0.9 0.34 MERV 13 208 1 7.4 15 DIRECT 80/67 54.1 68/56.8 106.7 220 MMD-AP0966HP

3.0 1,200 400 0.8 DIRECT 80/67 54.1 68/56.8 106.7 MERV 13 208 1 4.5 15 200 MMD-AP0360VHG 0.34 CARRIER 5/12/2025
YL-0079426

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1 BLACK GOLD DRIVE

CITY OF YORBA LINDA

BLACK GOLD GOLF CLUB HOUSE

DUCT REPLACEMENT
YORBA LINDA, CA 92886
PocockDesignSolutions Inc.

YL-0079426
5/12/2025

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1 BLACK GOLD DRIVE

CITY OF YORBA LINDA

BLACK GOLD GOLF CLUB HOUSE

DUCT REPLACEMENT
YORBA LINDA, CA 92886
PocockDesignSolutions Inc.

YL-0079426
5/12/2025

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1 BLACK GOLD DRIVE

CITY OF YORBA LINDA

BLACK GOLD GOLF CLUB HOUSE

DUCT REPLACEMENT
YORBA LINDA, CA 92886
PocockDesignSolutions Inc.
1"
45°
3"
1"X 16 GA.
1"X 20 GA.
1"X 18 GA.

RECTANGULAR DUCT
P/2 =120
P/2 =72
P/2 =96
37" TO 50" (2)1"X 20 GA.

UP TO 24"
25" TO 36"
700320420
1"X 22 GA.
1"X 20 GA.

ROUND DUCT
320260320
D"Ø
1D"
X" x Y"
D" Ø
2 D" Ø
2 1 D" Ø
2 D" Ø
1D"
3 D" Ø
1 3
1 D" Ø
45° LATERAL
D" Ø
D" Ø
D"ØD"Ø
X" x Y"X" x Y"

RECTANGULAR DUCT
2 D" Ø
2 D" Ø
1 1
D" Ø
D" Ø

RECTANGULAR DUCT

SUPPORT STRAP SIZES

SQUARE NECK

CEILING
45°
4" WIDE SHEET METAL STRAP

ROUND TO SQUARE ADAPTOR

LINED PLENUM
45°

SUPPORT STRAP SIZES
1/2"Ø BOLT (TYP.)
STRAP
5/12/2025

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1 BLACK GOLD DRIVE

CITY OF YORBA LINDA

BLACK GOLD GOLF CLUB HOUSE

DUCT REPLACEMENT
YORBA LINDA, CA 92886
PocockDesignSolutions Inc.
5/12/2025

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Contract
Services
Agreement

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CONTRACT SERVICES AGREEMENT

BLACK GOLD GOLF CLUB

CLUBHOUSE HVAC DUCT REPLACEMENT PROJECT
THIS CONTRACT SERVICES AGREEMENT (“Agreement”) is made and effective this 21st day of October 2025 by and between the CITY OF YORBA LINDA, a California municipal corporation, (“City”) and A. O. Reed & Co., LLC a Limited Liability Company (“Contractor”). City and Contractor are sometimes hereinafter individually referred to as “Party” and hereinafter collectively referred to as the “Parties”.

City sought, by issuance of a Request for Proposals or Invitation for Bids, for the performance of the services defined and described particularly in this Agreement.

SECTION 1. SERVICES.

1.2 Term of Services. The term of this Agreement shall begin on October 21, 2025. Unless earlier terminated in accordance with Section 8 of this Agreement, this Agreement shall continue in full force and effect until final written approval and acceptance of the work performed under this Agreement by the Contract Administrator.

The time provided to Contractor to complete the Services required by this Agreement shall not affect City’s right to terminate this Agreement, as provided for in Section 8.

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the best of its ability, experience, and talent, perform all Services described herein.

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shall perform such tests as City may require to verify that any corrective actions, including, without limitation, redesign, repairs, and replacements comply with the requirements of this Agreement. All costs associated with such corrective actions and testing, including the removal, replacement, and reinstitution of equipment and materials necessary to gain access, shall be the sole responsibility of Contractor. All warranties and guarantees of subcontractors, suppliers, and manufacturers with respect to any portion of the work, whether express or implied, are deemed to be obtained by Contractor for the benefit of City, regardless of whether or not such warranties and guarantees have been transferred or assigned to City by separate agreement and Contractor agrees to enforce such warranties and guarantees, if necessary, on behalf of City. In the event that Contractor fails to perform its obligations under this Section, or under any other warranty or guaranty under this Agreement, to the reasonable satisfaction of City, City shall have the right to correct and replace any defective or non-conforming work and any work damaged by such work or the replacement or correction thereof at Contractor’s sole expense.

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1.5 Time. Time is of the essence in the performance of this Agreement.

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fully understands the facilities, difficulties, and restrictions attending performance of the Services. If the Services involve work upon any site, Contractor warrants that Contractor has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of the Services hereunder. Should Contractor discover any latent or unknown conditions, which will materially affect the performance of the Services hereunder, Contractor shall immediately inform City of such fact and shall not proceed until written instructions are received from the Contract Administrator.

SECTION 2. COMPENSATION.

2.1 Contract Amount. City hereby agrees to pay Contractor a sum not to exceed One Hundred Seventy Four Thousand Eight Hundred Ninety Six Dollars ($174,896) notwithstanding any contrary indications that may be contained in Contractor’s proposal or bid, for the Services to be performed and reimbursable costs incurred under this Agreement. This compensation may be administratively adjusted pursuant to Section 8.4 herein. In the event of a conflict between this Agreement and Exhibit A, regarding the amount of compensation, this Agreement shall prevail. City shall pay Contractor for the Services rendered pursuant to this Agreement at the time and in the manner set forth herein. The payments specified in this Section 2 shall be the only payments from City to Contractor for the Services rendered pursuant to this Agreement.

Contractor shall submit all invoices to City in the manner specified herein.

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a. Serial identifications of progress bills; i.e., Progress Bill No. 1 for the first invoice, etc.;
b. The beginning and ending dates of the billing period; c. A “Task Summary” containing the original contract amount, the amount of prior billings, the total due this period, the balance available under this Agreement, and the percentage of completion;
d. At City’s option, for each item in each task, a copy of the applicable time entries or time sheets shall be submitted showing the name of the person performing the Services, the hours spent by each person, a brief description of the Services, and each reimbursable expense;
e. The total number of hours of work performed under this Agreement by Contractor and each employee, agent, and subcontractor of Contractor performing the Services hereunder necessary to complete the Services described in Exhibit A; f. Receipts for expenses to be reimbursed;
g. The Principals’ signatures.

Invoices shall be submitted to:

City of Yorba Linda
Attn: Accounts Payable
4845 Casa Loma Ave
Yorba Linda, CA 92886

2.5 Retention of Funds, Final Payment.

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a. Contractor hereby authorizes City, in the sole discretion of the Contract Administrator, to retain and deduct from any amount payable to Contractor not exceeding five percent (5%) of the total compensation The retained funds shall be paid to Contractor within sixty (60) days after final acceptance of the Services by the City and after Contractor has furnished City with full release of all undisputed payments under this Agreement. In the event there are any claims specifically excluded by Contractor from the operation of the release, City may retain proceeds of up to one hundred fifty percent (150%) of the amount in dispute. The failure of City to exercise such right to deduct or to withhold shall not, however, affect the obligations of Contractor to insure, indemnify, and protect City as provided in this Agreement. b. Notwithstanding Paragraph a, California Public Contract Code Section 22300 permits the substitution of securities for any retention monies withheld by City for public works Services. At the request and expense of Contractor, securities equivalent to the monies withheld shall be deposited with City, or with a state or federally chartered bank in California as the escrow agent, who shall then pay such monies to Contractor. City retains the sole discretion to approve the bank selected by Contractor to serve as escrow agent. Upon satisfactory completion of the Services, the securities shall be returned to Contractor. Securities eligible for investment shall include those listed in Government Code Section 16430. Contractor shall be the beneficial owner of any securities substituted for monies withheld and shall receive any interest thereon. In the alternative, under California Public Contract Code Section 22300, Contractor may request City to make payment of earned retention monies directly to the escrow agent at the expense of Contractor. Also at Contractor’s expense, Contractor may direct investment of the payments into securities, and Contractor shall receive interest earned on such investment upon the same conditions as provided for securities deposited by Contractor.

2.7 Hourly Fees. Fees for the Services performed by Contractor on an hourly basis shall not exceed the amounts shown on Exhibit A.

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Contractor shall not be entitled to any additional compensation for the attendance of meetings reasonably deemed necessary by City for the execution of the Services.

2.9 Payment of Taxes. Contractor is solely responsible for the payment of employment taxes incurred under this Agreement and any federal or state taxes.

Contractor shall maintain adequate logs and timesheets in order to verify costs and reimbursable expenses incurred to that date.

2.11 No Waiver. Payment to Contractor for Services performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Contractor.

SECTION 3. FACILITIES AND EQUIPMENT.

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b. If the Services involve an estimated expenditure in excess of TwentyFive Thousand Dollars ($25,000) for the excavation of any trench or trenches five (5) feet or more in depth, Contractor shall submit for acceptance by the City Engineer, in advance of excavation, a detailed plan showing the design of shoring, bracing, sloping, or other provisions to be made for worker protection from the hazard of caving ground during the excavation of such trench or trenches. If such plan varies from the shoring system standards, the plan shall be prepared by a registered civil or structural engineer. c. City shall promptly investigate the conditions, and if it finds that the conditions do materially so differ, or do involve hazardous waste, and cause a decrease or increase in Contractor’s cost of, or the time required for, performance of any part of the work shall issue an order or amendment for additional services pursuant to Subsection

Contractor shall retain any and all rights provided either by contract or by law which pertain to the resolution of disputes and protests between the Parties.

SECTION 4. INSURANCE AND BOND REQUIREMENTS.

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the Federal Register, and only if they are of a financial category Class VII or better, unless such requirements are waived by the Contract Administrator in the Contract Administrator’s sole discretion. If this Agreement continues for more than three (3) years duration, or in the event the Contract Administrator determines that the Services to be performed under this Agreement creates an increased or decreased risk of loss to City, Contractor agrees that the minimum limits of the insurance policies and the performance bond required by Section 4 may be changed accordingly upon receipt of written notice from the Contract Administrator; provided that Contractor shall have the right to appeal a determination of increased coverage by the Contract Administrator to the City Council of City within ten (10) days of receipt of notice from the Contract Administrator.

Pursuant to California Labor Code Section 1861, Contractor hereby submits to City the following:

Contractor Initial: _______

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($2,000,000.00) general aggregate, and TWO MILLION DOLLARS ($2,000,000.00) products/completed operations aggregate. If a Commercial General Liability Insurance or an Automobile Liability Insurance form or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the Services to be performed under this Agreement or the general aggregate limit shall be at least twice the required occurrence limit. Such coverage shall include but shall not be limited to, protection against claims arising from bodily and personal injury, including death resulting therefrom, and damage to property resulting from the Services contemplated under this Agreement, including the use of hired, owned, leased, and non-owned automobiles. b. Minimum Scope of Coverage. Commercial general coverage shall be at least as broad as Insurance Services Office Commercial General Liability occurrence form CG 0001. Automobile coverage shall be at least as broad as Insurance Services Office Automobile Liability form CA 0001 Code 2, 8, and 9 including “any auto” and endorsement CA 0025 or equivalent). No endorsement shall be attached limiting the coverage.
c. Additional Requirements. Each of the following shall be included in the insurance coverage or added as a certified endorsement to the policy:
(i) The insurance shall cover on an occurrence or an accident basis, and not on a claims-made basis.
(ii) The policy must cover inter-insured suits and include a “Separation of Insureds” or “severability” clause which treats each insured separately. (iii) The insurance must be maintained for at least one (1) year following the completion of the Services or the expiration or termination of this Agreement. (iv) Any failure of Contractor to comply with reporting provisions of the policy shall not affect coverage provided to City and its officers, employees, agents, and volunteers.

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b. Claims-Made Limitations. The following provisions shall apply if the professional liability coverage is written on a claims-made form:
(i) The retroactive date of the policy must be shown and must be no later than the commencement of the Services.
(ii) If coverage is canceled or not renewed and it is not replaced with another claims-made policy form with a retroactive date that precedes the Effective Date of this Agreement, Contractor must provide extended reporting coverage for a minimum of five (5) years after the expiration or termination of this Agreement or the completion of the Services. Such continuation coverage may be provided by one of the following: (1) renewal of the existing policy; (2) an extended reporting period endorsement; or (3) replacement insurance with a retroactive date no later than the commencement of the Services under this Agreement. City shall have the right to exercise, at Contractor’s sole cost and expense, any extended reporting provisions of the policy, if Contractor cancels or does not renew the coverage. (iii) A copy of the claim reporting requirements must be submitted to City prior to the commencement of the Services under this Agreement.

4.5 All Policies Requirements.
a. Verification of Coverage. Prior to beginning the Services under this Agreement, Contractor shall furnish City with certificates of insurance, additional insured endorsement or policy language granting additional insured status complete certified copies of all policies, including complete certified copies of all endorsements. All copies of policies and certified endorsements shall show the signature of a person authorized by that insurer to bind coverage on its behalf. The certificate of insurance must include the following reference: Black Gold Golf Club, Clubhouse HVAC Duct Replacement Project. The name and address for additional insured endorsements, certificates of insurance and notice of cancellation is: City of Yorba Linda, 4845 Casa Loma Ave, Yorba Linda, CA 92886. City must be endorsed as an additional insured for liability arising out of ongoing and completed operations by or on behalf of Contractor. b. Notice of Reduction in or Cancellation of Coverage. Contractor shall provide written notice to City within ten (10) working days if: (1) any of the required

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insurance policies is terminated; (2) the limits of any of the required polices are reduced; or (3) the deductible or self insured retention is increased. In the event any of said policies of insurance are cancelled, Contractor shall, prior to the cancellation date, submit new evidence of insurance in conformance with this Section 4 to the Contract Administrator. c. Additional Insured; Primary Insurance. City and its officers, employees, agents, and authorized volunteers shall be covered as additional insureds with respect to each of the following: liability arising out of the Services performed by or on behalf of Contractor, including the insured’s general supervision of Contractor; products and completed operations of Contractor, as applicable; premises owned, occupied, or used by Contractor; and automobiles owned, leased, or used by Contractor in the course of providing the Services pursuant to this Agreement. The coverage shall contain no special limitations on the scope of protection afforded to City or its officers, employees, agents, or authorized volunteers. The insurance provided to City as an additional insured must apply on a primary and non-contributory basis with respect to any insurance or self-insurance program maintained by City. Additional insured status shall continue for one (1) year after the expiration or termination of this Agreement or completion of the Services.

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SECTION 5. INDEMNIFICATION.

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of any kind (including costs and expenses incurred by City and reasonable consultant and expert fees and expenses of investigation, costs of whatever kind and nature and, if Contractor fails to provide a defense for City, the legal costs of counsel retained by City) and any judgment (collectively, “Claims”) to the extent same are caused in whole or in part by any negligent or wrongful act, error, or omission of Contractor, its officers, agents, employees, or subcontractors (or any entity or individual that Contractor shall bear the legal liability thereof) in the performance of professional services under this Agreement.

SECTION 6. INDEPENDENT CONTRACTOR.

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the fees paid to Contractor as provided in this Agreement, City shall not pay salaries, wages, or other compensation to Contractor for performing the Services hereunder for City. City shall not be liable for compensation or indemnification to Contractor for injury or sickness arising out of performing the Services hereunder. Notwithstanding any other City, state, or federal policy, rule, regulation, law, or ordinance to the contrary, Contractor and any of its employees, agents, and subcontractors providing services under this Agreement shall not qualify for or become entitled to any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in the California Public Employees Retirement System (“PERS”) as an employee of City and entitlement to any contribution to be paid by City for employer contributions and/or employee contributions for PERS benefits. Contractor shall perform all Services required herein as an independent contractor of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role.

City shall not in any way or for any purpose become or be deemed to be a partner of Contractor in its business or otherwise or a joint venturer or a member of any joint enterprise with Contractor.

SECTION 7. LEGAL REQUIREMENTS.

7.1 Governing Law. The laws of the State of California shall govern this Agreement.

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operation of the Services, including, without limitation, any public work (as defined by applicable law), if any, Contractor shall bear all risks of payment or non-payment of state and/or federal prevailing wages and/or the implementation of California Labor Code Sections 1726 and 1781, as the same may be enacted, adopted or amended from time to time, and/or any other provision of law. To the extent applicable, City will enforce all penalties required by law for Contractor’s failure to pay prevailing wages. b. California Labor Code. The Contractor’s attention is directed to Division 2, Part 7, Chapter 1 of the California Labor Code and especially to Article 2 (Wages); and Article 3 (Working Hours), thereof.
(i) In accordance with Sections 1773 and 1773.2 of the California Labor Code, City has found and determined the general prevailing rates of wages in the locality in which the public work is to be performed are those determined by the Director of Industrial Relations and available at https://www.dir.ca.gov/OPRL/2022- 1/PWD/Southern.html. Copies of the prevailing rates of wages are maintained with City’s principal office and are available to any interested party on request. Contractor shall post a copy of the prevailing rate of per diem wages at each job site. (ii) Contractor is aware of and will comply with the provisions of California Labor Code Section 1776, including the keeping of payroll records and furnishing certified copies thereof in accordance with said Section. Pursuant to California Labor Code Section 1771.4, Contractor must submit certified payroll records to the Labor Commissioner using the Department of Industrial Relations’ electronic certified payroll reporting (eCPR) system.
(iii) Pursuant to California Labor Code Section 1810, it is stipulated hereby that eight (8) hours labor constitutes a legal day’s work hereunder. (iv) Pursuant to California Labor Code Section 1815, work performed by employees of contractors in excess of eight (8) hours per day, and 40 hours during any one week, shall be permitted upon public work upon compensation for all hours worked in excess of eight (8) hours per day at not less than 1 ½ times the basic rate of pay.
(v) Pursuant to California Labor Code Section 1813, it is stipulated hereby that Contractor shall, as a penalty to City, forfeit twenty-five dollars ($25) for each worker employed in the execution of this Agreement by Contractor or by any subcontractor hereunder for each calendar day during which such worker is required or permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any one (1) calendar week in violation of the provisions of Article 3 (commencing with Section 1810), Chapter 1, Part 7, Division 2 of the California Labor Code. (vi) Contractor is aware of and will comply with the provisions of California Labor Code Sections 1777.5 and 1777.6 with respect to the employment of

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apprentices. Pursuant to Section 1777.5 it is hereby stipulated that Contractor will be responsible for obtaining compliance therewith on the part of any and all sub-consultants or subcontractors employed by Contractor in connection with this Agreement. (vii) Pursuant to California Labor Code Section 1775, it is hereby stipulated that Contractor shall, as a penalty to City, forfeit not more than two-hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the Director of Industrial Relations for the work or craft in which the worker is employed for the Services by Contractor or any sub-consultant or subcontractor.
c. Bidding Eligibility. Pursuant to California Labor Code Section 1771.1, no contractor or subcontractor (or consultant or subconsultant) may be listed on a bid proposal for a public works project unless registered with the Department of Industrial Relations. Pursuant to California Public Contract Code Section 6109, Contractor may not perform any Services hereunder with a subcontractor who is ineligible to perform the Services pursuant to Section 1777.1 or 1777.7 of the California Labor Code.
d. DIR Monitoring. Pursuant to California Labor Code Section 1771.4, Contractor is hereby notified that this project is subject to compliance monitoring and enforcement by the Department of Industrial Relations.
e. Indemnification Related to Prevailing Wages. Section 5, Indemnification, specifically encompasses Claims arising from or related to (i) the noncompliance by Contractor or any party performing the Services of any applicable local, state, and/or federal law, including, without limitation, any applicable federal and/or state labor laws (including, without limitation, the requirement to pay state prevailing wages and hire apprentices); (ii) the implementation of California Labor Code Sections 1726 and 1781, as the same may be amended from time to time, or any other similar law; and/or (iii) failure by Contractor or any party performing the Services to provide any required disclosure or identification as required by California Labor Code Section 1781, as the same may be amended from time to time, and/or any other similar law.

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and interest, which may be imposed by law and arise from or are necessary for Contractor’s performance of the Services, and shall indemnify, defend and hold harmless City, its officers, employees or agents of City, against any such fees, assessments, taxes, penalties or interest levied, assessed, or imposed against City hereunder.

SECTION 8. TERMINATION AND MODIFICATION.

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8.2 Termination by Contractor. Contractor may terminate this Agreement upon sixty (60) days’ written notice to City.

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Administrator. In the event of any unapproved assignment, including in connection with any bankruptcy proceeding, this Agreement shall be void. No approved assignment shall release Contractor or any surety of Contractor of any liability hereunder without the express consent of City.

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Yorba Linda City CouncilOctober 21, 2025

Yorba Linda City Council
October 21, 2025