Yucaipa City Council
September 25, 2023

Agenda Item No.

CITY OF YUCAIPA

AGENDA REPORT
TO: Honorable Mayor and City Council
FROM: Fermin Preciado, Director of Development Services/City Engineer Todd Gutjahr, Public Works Analyst wi„ i G
FOR: City Council Meeting of September 25, 2023
SUBJECT: Award of Agreement - The Design and Development of Electric Vehicle (EV) Charging Stations at City -Owned Facilities Located in the City of Yucaipa RECOMMENDATIONS:

That the City Council award and authorize the City Manager to execute an agreement, and the City Manager or his designee to administer the terms of the agreement with OBE Power of Miami, Florida for the Design and Development of Electric Vehicle (EV) Charging Stations at City -Owned Facilities Located in the City of Yucaipa.

BACKGROUND/DISCUSSION:

There are at least 50,000 locations around the country that may be found on a searchable map of electric vehicle charging stations provided by the United States Department of Energy Alternative Fuels Data Center and that figure keeps rising.

Given current limits on the range of EVs, those drivers may be especially attuned to the availability of charging stations along their routes and will plan their stops accordingly. Given the significant time required even when using fast -charging infrastructure, EV drivers may also be inclined to combine their refueling stops with other activities, including visits to local stores, restaurants, parks, and attractions in the vicinity. Providing EV charging stations can enable rural communities (such as Yucaipa) to draw regional travelers driving EVs and to stay connected to the broader EV charging network, benefiting both residents and outside visitors, as well as bringing in revenue for local businesses.

In July 2018, staff applied for a grant through the South Coast Air Quality Management District Mobile Air Pollution Reduction Committee Local Government Partnership Program to design and install EV charging stations at certain City -owned facilities.

In October 2018, staff was notified of the approval of grant funding in the amount of $63,000 to design and install EV charging stations at certain City -owned facilities. If the charging stations are available to the public, 75% of the overall cost could be funded by grant funds. The $63,000 in grant funding would fund a portion of the actual cost, which would be determined at a future date.

Through this grant, the design, purchase, and installation of public EV charging stations would occur at three (3) City -owned facilities: City Hall, the Yucaipa Community Center, and the Yucaipa Performing Arts Center.

EV charging stations at City facilities can attract EV owners who are looking for places to charge their vehicles during leisure activities. This can increase facility usage and attract visitors who may stay longer or visit more often, benefiting the facility's overall popularity and revenue generation. EV charging stations at City -owned facilities also contribute to the growth of charging infrastructure within the city, providing more options for EV owners to charge their vehicles and encouraging further EV adoption.

To design and develop EV charging stations in the City, staff prepared a Request for Proposals/Qualifications (RFP/Q) for sustainable business models and partnership opportunities with third -party electric vehicle supply equipment (EVSE) providers who will design, install, operate, maintain, and own publicly accessible EVCS infrastructure on City -owned property at no cost to the City.

In August of 2023, staff distributed the RFP/Q. The RFP/Q responses were due on August 29, 2023, and the following two (2) firms responded:

Firm Office Location
Invisible Urban Charging Austin, TX
OBE Power Miami, FL
An evaluation panel comprised of Development Services, Building and Safety, and Finance staff reviewed and evaluated the submittals received based on the City's administrative qualifications - based review process. Upon completion of the evaluation process, the panel determined that OBE Power (OBE) to be the most qualified firm to provide the requested services. This determination is based on their qualifications, experience, the proposed scope of work, identification of any constraints, and solutions to address these constraints. As a result, staff recommends the City Council award an agreement for professional services to OBE for this effort.

FISCAL IMPACT:

The Professional Services Agreement with OBE calls for a zero cash outflow from the City.

Attachments:

1. Professional Services Agreement
Approved By:

ATTACHMENT 1

PROFESSIONAL SERVICES AGREEMENT

BY AND BETWEEN

THE CITY OF YUCAIPA

A CALIFORNIA MUNICIPAL CORPORATION
M1

OBE POWER NETWORKS I LLC

A FLORIDA CORPORATION

CITY OF
Form Approved 2/17/2023
00091740.2

PROFESSIONAL SERVICES AGREEMENT

FOR THE DESIGN AND DEVELOPMENT OF ELECTRIC VEHICLE (EV) CHARGING STATIONS AT

CITY -OWNED FACILITIES LOCATED IN THE CITY OF YUCAIPA
BETWEEN THE CITY OF YUCAIPA AND OBE POWER NETWORKS 1 LLC THIS PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and entered into this 251h day of September 2023 ("Effective Date"), by and between the CITY OF YUCAIPA ("City"), a California municipal corporation and OBE Power Networks 1 LLC, a Florida Corporation ("Consultant"). For the purposes of this Agreement, City and Consultant are sometimes hereinafter referred to as "Party" and hereinafter collectively referred to as the "Parties."

RECITALS

1. City has sought by Request for Qualifications/Proposals for the design and development of electric (EV) charging stations at City -owned facilies located in the City of Yucaipa defined and described particularly in Section 2, "Scope of Services and Schedule of Performance" of this Agreement.

2. Consultant was selected by City to perform those services.

3. Consultant was selected by City on the basis of Consultant's demonstrated competence and the professional qualifications necessary for the satisfactory performance of the services required.

4. City has authority to enter into this Agreement and the City Manager has authority to execute this Agreement.

5. The Parties desire to formalize the selection of Consultant for performance of those services defined and described particularly in Section 2 "Scope of Services" of this Agreement and desire that the terms of that performance be as particularly defined and described herein.

OPERATIVE PROVISIONS
NOW, THEREFORE, for and in consideration of the mutual promises and covenants made by the Parties and contained herein and other consideration, the value and adequacy of which are hereby acknowledged, the Parties agree as follows:

SECTION 1. TERM OF AGREEMENT
(a) Subject to the provisions of Section 21 "Termination of Agreement" of this Agreement, the Term of this Agreement is September 25, 2033, commencing on Effective Date, unless otherwise extended by written agreement of the Parties. 00091740.2 Page I 1

SECTION 2. SCOPE OF SERVICES
Subject to this Agreement, all addendums and exhibits attached and incorporated hereto, Consultant agrees to perform the services and tasks set forth in Exhibit "A," "Proposal/Qualifications" (hereinafter, the "Services"), and the City agrees to retain and does hereby retain Consultant for the Services.

SECTION 3. ADDITIONAL SERVICES
Consultant shall not be compensated for any work rendered in connection with its performance of this Agreement that are in addition to or outside of the Services unless such additional services are authorized in advance and in writing in accordance with Section 25 "Administration and Implementation" or Section 27 "Amendment" of this Agreement. If and when such additional work is authorized, such additional work shall be deemed to be part of the Services.

SECTION 4. COMPENSATION
(a) The total compensation, including reimbursement for actual expenses, shall be $0.00 ("Not to Exceed Amount"), unless additional compensation is approved in writing in accordance with Section 25 "Administration and Implementation" or Section 27 "Amendment" of this Agreement. If additional compensation is needed, City Council approval is needed pursuant to Yucaipa Municipal Code Section 2.24.012.

SECTION 5. METHOD OF PAYMENT AND INVOICING (IF APPLICABLE) (a) Payment shall be made in accordance with City's usual accounting procedures upon receipt and approval of an itemized invoice setting forth the services performed. The invoices shall be delivered to City at the address set forth in Section 23, "Notices" hereof. Under no circumstances shall the total amount paid to Consultant under this Agreement exceed the City Manager's authority without approval by the City Council. (b) Consultant shall submit within 30 days of the end of each month a complete and accurate written itemized invoice for services performed and/or goods provided. The invoice must be in a format approved by City. In order to receive payment, Consultant shall submit to City an itemized invoice, on a monthly basis, for services performed pursuant to this Agreement. Each itemized invoice shall identify at the top of the first page, the Not to Exceed Amount (as set by Section 4(a) above), the total amount billed to date, the services rendered during the billing period, and the amount due for the statement invoice for which reimbursement is sought in the statement invoice. The invoice shall detail charges by the following categories: labor (by sub -category), travel, materials, equipment, supplies, and sub consultant contracts. Sub consultant charges shall be detailed by the following categories: labor, travel, materials, equipment and supplies. If the compensation set forth 00091740.2 Page 12

in Section 4(a) and Exhibit `B" include payment of labor on an hourly basis (as opposed to labor and materials being paid as a lump sum), the labor category in each invoice shall include detailed descriptions of tasks performed and the amount of time incurred for or allocated to that task. City shall independently review each invoice submitted by the Consultant to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. In the event that no charges or expenses are disputed, the invoice shall be approved and paid according to the terms set forth in subsection (c). In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission. (c) Except as to any charges for work performed or expenses incurred by Consultant which are disputed by City, City will use its best efforts to cause Consultant to be paid within forty-five (45) days of receipt of Consultant's correct and undisputed invoice. (d) The Parties estimate that performance of this Agreement will be accomplished without an increase in the Not to Exceed Amount. Consultant shall notify the City in writing whenever it has reason to believe that the costs the Consultant expects to incur under this Agreement in the following sixty (60) days, when added to all costs previously incurred, will exceed eighty percent (80%) of the Not to Exceed Amount specified herein. As part of the notification, the Consultant shall provide the City with a revised estimate of the total cost of performing this Agreement.

SECTION 6. INSPECTION AND FINAL ACCEPTANCE
City may inspect and accept or reject any of Consultant's work under this Agreement, either during performance or when completed. City shall reject or finally accept Consultant's work within sixty (60) days after submitted to City. City shall reject work by a timely written explanation, otherwise Consultant's work shall be deemed to have been accepted. 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 of Consultant's work by City shall not constitute a waiver of any of the provisions of this Agreement including, but not limited to, Section 17 "Indemnification" and Section 18 "Insurance."
SECTION 7. OWNERSHIP OF DOCUMENTS
All original maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files and other documents prepared, developed or discovered by Consultant in the course of providing the Services pursuant to this Agreement shall become the sole property of City and may be used, reused or otherwise disposed of by City without the permission of the Consultant. Upon completion, expiration or termination of this Agreement, Consultant shall turn over to City all such original maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files and other documents.

If and to the extent that City utilizes for any purpose not related to this Agreement any maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer 00091740.2 Page 13

files, files or other documents prepared, developed or discovered by Consultant in the course of providing the Services pursuant to this Agreement, Consultant's guarantees and warranties in Section 11 "Standard of Performance" of this Agreement shall not extend to such use of the maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files or other documents.

SECTION 8. INTELLECTUAL PROPERTY RIGHTS ASSIGNMENT
For no additional compensation, Consultant hereby assigns to City all of Consultant's rights, title, and interest in and to the content of all deliverable materials created by Consultant or its employees, agents, or sub consultants, including copyrights, in connection with the Services performed under this Agreement. Consultant shall promptly execute and deliver, and shall cause its employees, agents, and sub consultants to promptly execute and deliver, upon request by the City or any of its successors or assigns at any time and without further compensation of any kind, any power of attorney, assignment, application for copyright, patent, trademark or other intellectual property right protection, or other papers or instruments which may be necessary or desirable to fully secure, perfect or otherwise protect to or for the City, its successors and assigns, all right, title and interest in and to the content of the deliverable materials. For purposes of this section deliverable materials includes all works, tangible or not, created under this Agreement including, without limitation, documents, material, data, reports, manuals, specifications, artwork, drawings, sketches, computer programs and databases, schematics, photographs, video and audiovisual recordings, sound recordings, marks, logos, graphic designs, notes, website, domain names, inventions, processes, formulas matters and combinations thereof, and all forms of intellectual property. The provisions of this paragraph are binding on the successors, assigns and heirs of Consultant and shall survive the termination of Consultant's Services under this Agreement.

SECTION 9. CONSULTANTas BOOKS AND RECORDS
(a) Consultant shall maintain any and all documents and records demonstrating or relating to Consultant's performance of the Services. Consultant shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, or other documents or records evidencing or relating to work, services, expenditures and disbursements charged to City pursuant to this Agreement. Any and all such documents or records shall be maintained in accordance with generally accepted accounting principles and shall be sufficiently complete and detailed so as to permit an accurate evaluation of the Services provided by Consultant pursuant to this Agreement. Any and all such documents or records shall be maintained for three (3) years from the date of execution of this Agreement and to the extent required by laws relating to audits of public agencies and their expenditures. (b) Any and all records or documents required to be maintained pursuant to this section shall be made available for inspection, audit and copying, at any time during regular business hours, upon request by City or its designated representative. Copies of such documents or records shall be provided directly to the City for inspection, audit and copying when it is 00091740.2 Page 14

practical to do so; otherwise, unless an alternative is mutually agreed upon, such documents and records shall be made available at Consultant's address indicated for receipt of notices, "Section 23," of this Agreement.
(c) Where City has reason to believe that any of the documents or records required to be maintained pursuant to this section may be lost or discarded due to dissolution or termination of Consultant's business, City may, by written request, require that custody of such documents or records be given to the City. Access to such documents and records shall be granted to City, as well as to its successors in interest and authorized representatives.

SECTION 10. INDEPENDENT CONTRACTOR
(a) Consultant is and shall at all times remain a wholly independent contractor and not an officer, employee or agent of City. Consultant shall have no authority to bind City in any manner, nor to incur any obligation, debt or liability of any kind on behalf of or against City, whether by contract or otherwise, unless such authority is expressly conferred under this Agreement or is otherwise expressly conferred in writing by City. (b) The personnel performing the Services under this Agreement on behalf of Consultant shall at all times be under Consultant's exclusive direction and control. Neither City, nor any elected or appointed boards, officers, officials, employees or agents of City, shall have control over the conduct of Consultant or any of Consultant's officers, employees, sub consultants or agents except as set forth in this Agreement. Consultant shall not at any time or in any manner represent that Consultant or any of Consultant's officers, employees, or agents are in any manner officials, officers, employees or agents of City. (c) Neither Consultant, nor any of Consultant's officers, employees or agents, shall obtain any rights to retirement, health care, workers' compensation, disability, or any other benefits which may otherwise accrue to City's employees. Consultant expressly waives any claim Consultant may have to any such rights.

SECTION 11. STANDARD OF PERFORMANCE
Consultant 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. Consultant shall at all times faithfully, competently and to the best of its ability, experience and talent, perform all Services. In meeting its obligations under this Agreement, Consultant shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing services similar to the Services required of Consultant under this Agreement, and shall use such skill, prudence, and diligence as other members of Consultant's profession commonly possess and exercise. In addition to the general standards of performance set forth this section, additional specific standards of performance and 00091740.2 Page 15

performance criteria may be set forth in Exhibit "A" "Scope of Services" that shall also be applicable to Consultant's work under this Agreement. Where there is a conflict between a general and a specific standard of performance or performance criteria, the specific standard or criteria shall prevail over the general.

SECTION 12. COMPLIANCE WITH APPLICABLE LAWS; PERMITS AND LICENSES Consultant shall keep itself informed of and comply with all applicable federal, state and local laws, statutes, codes, ordinances, regulations and rules in effect during the term of this Agreement. Consultant shall at all times observe and comply with all such laws, ordinances and regulations, and shall be solely responsible for any failure to comply with all applicable laws, ordinances and regulations. Consultant represents and warrants that Consultant has obtained or shall promptly obtain all necessary licenses to perform the Services set forth in this Agreement and that such licenses are in good standing, including but not limited to obtaining a City business license. Consultant further represents and warrants that the services provided herein shall conform to all ordinances, policies and practices of the City. Neither City, nor any elected or appointed boards, officers, officials, employees or agents of City, shall be liable, at law or in equity, as a result of any failure of Consultant to comply with this section.

SECTION 13. PREVAILING WAGE LAWS
Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on certain "public works" and "maintenance" projects. To the extent applicable, Consultant shall defend, indemnify, and hold the City, its elected officials, officers, employees, and agents free and harmless form any claim or liability arising out of any failure or alleged failure of Consultant to comply with the Prevailing Wage Laws.

SECTION 14. NONDISCRIMINATION
Consultant and subconsultants shall not unlawfully discriminate, harass, or allow harassment against any person because of sex, sexual orientation, gender, gender identity, gender expression, reproductive health decision -making, race, color, religious creed, marital status, ancestry, national origin, medical condition, genetic information, age, disability (mental and physical), or military or veteran status in connection with or related to the performance of this Agreement. Consultant and subconsultants shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code, § 12900 et seq.) and the applicable regulations promulgated thereunder. The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, § 12990 (a)-(f), are incorporated into this Agreement by reference and made a part hereof as set for in full. Consultant shall include the non- discrimination and compliance provisions of this section in all subcontracts to perform work under this Agreement.
000917402 Page 16

SECTION 15. CONFLICTS OF INTEREST
(a) Consultant covenants that neither it, nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in any way hinder Consultant's performance of the Services. Consultant further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of the City Manager. Consultant agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement. (b) City understands and acknowledges that Consultant is, as of the date of execution of this Agreement, independently involved in the performance of non -related services for other governmental agencies and private parties. Consultant is unaware of any stated position of City relative to such projects. Any future position of City on such projects shall not be considered a conflict of interest for purposes of this section. (c) City understands and acknowledges that Consultant will, perform non -related services for other governmental agencies and private parties following the completion of the Services under this Agreement. Any such future service shall not be considered a conflict of interest for purposes of this section.

SECTION 16. CONFIDENTIAL INFORMATION; RELEASE OF INFORMATION (a) All information gained or work product produced by Consultant in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Consultant. Consultant shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from the City Manager, except as may be required by law. (b) Consultant, its officers, employees, agents or sub consultants, shall not, without prior written authorization from the City Manager or unless requested by the City Attorney of City, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered "voluntary" provided Consultant gives City notice of such court order or subpoena. (c) If Consultant, or any officer, employee, agent or sub consultant of Consultant, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Consultant for any damages, costs and fees, including attorney's fees, caused by or incurred as a result of Consultant's conduct. 00091740.2 Page 17

(d) Consultant shall promptly notify City should Consultant, its officers, employees, agents or sub consultants be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder. City retains the right, but has no obligation, to represent Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, this right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response.

SECTION 17. INDEMNIFICATION
(a) To the fullest extent permitted by law, Consultant shall indemnify, protect, defend (with legal counsel reasonably selected by the City) and hold harmless City and any and all of its elected and appointed officials, officers, employees, representatives and agents ("Indemnified Parties") from and against any and all claims, actions and proceedings (whether at law or equity, administrative or judicial), demands, orders, judgments, losses, injuries (including, without limitation, injury to or death of an employee of Consultant or sub consultants), liabilities of every kind (including, without limitation, incidental and consequential damages, court costs, and litigation expenses, and fees of expert consultants or expert witnesses incurred in connection therewith and cost of investigation), damages, costs and expenses, including attorney's fees and costs, (collectively "Claims") that arise out of, pertain to, or relate to, directly or indirectly, in whole or in part, performance of Services by Consultant, its officers, agents, employees, representatives, sub consultants, anyone directly or indirectly employed by any of them, or anyone that they control.

Consultant's duty to indemnify, protect, defend and hold harmless Indemnified Parties, shall not include any Claims arising from the sole negligence or willful misconduct of the Indemnified Parties.
(b) Consultant agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this section from each and every sub consultant, subcontractor or any other person or entity involved by, for, with or on behalf of Consultant in the performance of this Agreement naming the Indemnified Parties as additional indemnitees.

In the event Consultant fails to obtain such indemnity obligations from others as required here, Consultant agrees to be fully responsible according to the terms of this section.

Failure of City to monitor compliance with these requirements imposes no additional obligations on City and will in no way act as a waiver of any rights hereunder. This obligation to indemnify and defend City as set forth herein is binding on the successors, assigns or heirs of Consultant and shall survive the termination of this Agreement and this section.

SECTION 18. INSURANCE
00091740.2 Page 18

Consultant agrees to obtain and maintain in full force and effect during the Term of this Agreement the insurance policies set forth in Exhibit "C" "Insurance" and made a part of this Agreement. All insurance policies shall be subject to approval by City as to form and content.

These requirements are subject to amendment or waiver if so approved in writing by the City Manager. Consultant agrees to provide City with copies of required policies upon request.

SECTION 19. ASSIGNMENT
The expertise and experience of Consultant are material considerations for this Agreement.

City has an interest in the qualifications and capability of the persons and entities who will fulfill the duties and obligations imposed upon Consultant under this Agreement. In recognition of that interest, Consultant shall not assign or transfer this Agreement or any portion of this Agreement or the performance of any of Consultant's duties or obligations under this Agreement without the prior written consent of the City, which may be given in the sole and absolute discretion of the City Manager. Any attempted assignment shall be ineffective, null and void, and shall constitute a material breach of this Agreement entitling City to any and all remedies at law or in equity, including termination of this Agreement pursuant to Section 21 "Termination of Agreement." City acknowledges, however, that Consultant, in the performance of its duties pursuant to this Agreement, may utilize sub consultants.

If in the performance of its duties Consultant utilizes sub consultants or subcontractors, Consultant covenants that subcontracts, if any, shall contain a provision making sub consultants or subcontractors subject to all provisions stipulated in this Agreement, including without limitation, the insurance obligations set forth in Section 18 "Insurance." The Consultant acknowledges and agrees that the City is an intended beneficiary of any work performedby any sub consultant or subcontractor for purposes of establishing a duty of care between any sub consultant or subcontractor and the City.

SECTION 20. CONTINUITY OF PERSONNEL
Consultant shall make every reasonable effort to maintain the stability and continuity of Consultant's staff and subcontractors / sub consultants, if any, assigned to perform the Services.

Consultant shall notify City of any changes in Consultant's staff and subcontractors/sub consultants, if any, assigned to perform the Services prior to and during any such performance.

SECTION 21. TERMINATION OF AGREEMENT
(a) City may terminate this Agreement in its sole and absolute discretion, with or without cause, at any time by giving written notice of termination to Consultant. In the event such notice is given, Consultant shall cease immediately all work in progress. (b) Consultant may terminate this Agreement for cause at any time upon thirty (30) days written notice of termination to City.
00091740.2 Page 19

(c) If either Consultant or City fail to perform any material obligation under this Agreement, then, in addition to any other remedies, either Consultant, or City may terminate this Agreement immediately upon written notice.
(d) Upon termination of this Agreement by either Consultant or City, all property belonging exclusively to City which is in Consultant's possession shall be returned to City. Consultant shall furnish to City a final invoice for work performed and expenses incurred by Consultant, prepared as set forth in Section 5 "Method of Payment and Invoicing" of this Agreement. This final invoice shall be reviewed and paid in the same manner as set forth in Section 5 "Method of Payment and Invoicing" of this Agreement. (e) Upon written notice, City may suspend all or any portion of Consultant's performance under this Agreement at its sole option and for its convenience for a reasonable period of time not to exceed six (6) months. City will pay to Consultant a sum equivalent to the reasonable value of the services satisfactorily provided up to the date of suspension. City may rescind the suspension prior to or at six (6) months by providing Consultant with written notice of the rescission, at which time Consultant would be required to resume performance in compliance with the terms and provisions of this Agreement. Consultant will be entitled to an extension of time to complete performance under this Agreement equal to the length of the suspension unless otherwise agreed to in writing by the Parties.

SECTION 22. EXCUSABLE DELAYS
Neither Party shall be liable for damages, including liquidated damages, if any, caused by delay in performance or failure to perform due to causes beyond the control of either Party. Such causes include, but are not limited to, acts of God, acts of the public enemy, acts of federal, state or local governments, acts of City, court orders, fires, floods, epidemics, strikes, embargoes, and unusually severe weather. The term and price of this Agreement shall be equitably adjusted for any delays due to such causes.

SECTION 23. NOTICES.

All notices required or permitted to be given under this Agreement shall be in writing and shall be personally delivered, or sent by telecopier or certified mail, postage prepaid and return receipt requested, addressed as follows:

To City:

City of Yucaipa
Attn: City Manager
34272 Yucaipa Blvd.

Yucaipa, CA 92399
00091740.2 Page 110

To Consultant: OBE Power Networks 1 LLC
Attn: Alejandro Burgana
1951 NW7 Ave. #600
Miami, FL 33136
Notice shall be deemed effective on the date personally delivered or transmitted by facsimile or, if mailed, three (3) days after deposit of the same in the custody of the United States Postal Service.

SECTION 24. AUTHORITY TO EXECUTE.

The person or persons executing this Agreement on behalf of Consultant represents and warrants that he/she/they has/have the authority to so execute this Agreement and to bind Consultant to the performance of its obligations hereunder.

SECTION 25. ADMINISTRATION AND IMPLEMENTATION.

This Agreement shall be administered and executed by the City Manager or his or her designated representative. The City Manager shall have the authority to issue interpretations and to make amendments to this Agreement, including amendments that commit additional funds, consistent with Section 27 "Amendment" and the City Manager's contracting authority under the Yucaipa Municipal Code.

SECTION 26. BINDING EFFECT.

This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the Parties.

SECTION 27. AMENDMENT.

No amendment to or modification of this Agreement shall be valid unless made in writing and approved by Consultant and by City. The City Manager shall have the authority to approve any amendment to this Agreement if the total compensation under this Agreement, as amended, would not exceed the City Manager's contracting authority. All other amendments shall be approved by the City Council. The Parties agree that the requirement for written modifications cannot be waived and that any attempted waiver shall be void.

SECTION 28. WAIVER.

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 nor a waiver of any subsequent breach or violation of any provision of this Agreement.

Acceptance by City of any work or services by Consultant shall not constitute a waiver of any of the provisions of this Agreement.
00091740.2 Page 111

SECTION 29. LAW TO GOVERN; VENUE.

This Agreement shall be interpreted, construed and governed according to the laws of the State of California. In the event of litigation between the Parties, venue in state trial courts shall lie exclusively in the San Bernardino Superior Court. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in Riverside.

SECTION 30. ATTORNEYcs FEES, COSTS AND EXPENSES.

In the event litigation or other proceeding is required to enforce or interpret any provision of this Agreement, the prevailing Party in such litigation or other proceeding shall be entitled to an award of reasonable attorney's fees, costs and expenses, in addition to any other relief to which it may be entitled.

SECTION 31. ENTIRE AGREEMENT.

This Agreement, including the attached exhibits and addendums, along with any amendments thereto, is the entire, complete, final and exclusive expression of the Parties with respect to the matters addressed therein and supersedes all other agreements or understandings, whether oral or written, or entered into between Consultant and City prior to the execution of this Agreement. No statements, representations or other agreements, whether oral or written, made by any Party which are not embodied herein shall be valid and binding.

SECTION 32. SEVERABILITY.

If any term, condition or covenant of this Agreement is declared or determined by any court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Agreement shall not be affected thereby and the Agreement shall be read and construed without the invalid, void or unenforceable provision(s).

SECTION 33. INCORPORATION AND CONFLICTING TERMS.
(a) The following documents are incorporated and made part of this Agreement by this reference:
00091740.2 Page 112

1. All exhibits and addendums

2. All amendments

3. Consultant's proposal, if any

4. Any laws, regulations, requirements, or restrictions, applicable to the funding source used by City to pay Consultant for any portion of work done under Agreement ("Funding Restrictions")
(b) The documents listed above shall be referred to collectively as the "Agreement Documents." The Agreement Documents are intended to be complementary, and a requirement in one Document is effective as if it appeared in all the Documents. In the event of a conflict between any of the Agreement Documents, the Documents shall be given effect in the following order: Funding Restrictions, Amendments (most recent first), this Agreement, Insurance requirements, exhibits and addendums, and Consultant's proposal. Where the requirements of one Document are more stringent then another the more stringent shall govern.

SECTION 34. TIME OF THE ESSENCE.

Time is of the essence for each and every provision of this Agreement. 00091740.2 Page 113

PROFESSIONAL SERVICES AGREEMENT

FOR THE DESIGN AND DEVELOPMENT OF ELECTRIC VEHICLE (EV) CHARGING STATIONS AT

CITY -OWNED FACILITIES LOCATED IN THE CITY OF YUCAIPA
BETWEEN THE CITY OF YUCAIPA AND OBE POWER NETWORKS 1 LLC IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date and year first -above written.

CITY OF YUCAIPA
Chris Mann
City Manager
ATTEST:

CITY CLERK
:

APPROVED AS TO FORM:

CITY ATTORNEY

CONSULTANT
No
Its:
00091740.2
Signature Page

EXHIBIT "A

SCOPE OF SERVICES
00091740.2
Exhibit A — Scope of Services

OBE (POWER

CITY OF

REQUEST FOR PROPOSAL / QUALIFICATION (RFP/Q)
The Design and Developinent of Electric Vehicle (EV) Charging Stations at City Owned Facilities Located in the City of Yucaipa.

Submitted by: OBE Power Networks 1 LLC
Address: 1951 NW 7 Ave, Suite 600, Miami, FL 33136
Contact: Alejandro Burgana, Managing Director
Telephone: (305) 546-5407
Email: :ihur; ananohcpn��cr.r�irn
https://obepower.com
00091740.2
Exhibit A — Scope of Services

OBE (POWER
Cover Letter
Founded in 2017, OBE Power is dedicated to accelerating the transition into clean and efficient E-mobility. The company is actively building a smart distributed ecosystem of EV charging stations and related services, and it stands out by providing both property hosts and EV drivers the best user experience with its proprietary EV Charging as a Service solution (EV CaaS). OBE Power's multi -sided digital platform is built to be at the intersection of infrastructure, smart -city technology, clean renewable energy and efficiency.

OBE Power owns and operates hundreds of EV charging points spread across municipalities, workplaces, multifamily condominiums, entertainment destinations, mixed use, health care facilities and educational locations. World -class host customers include City of Miami, The Miami Parking Authority, Miami -Dade County, Palm Beach County, City of Fort Worth, City of New Orleans, Carnival Cruise Lines, Royal Caribbean, Marlins Park, Jackson Memorial Hospital, Related Group, Cushman and Wakefield, Property Markets Group, FirstService Residential and Nova Southeastern University, among others. At a pace of adding a new charging port every 4 days, OBE Power has demonstrated ability to scale to multiple locations and execute concurrently.

OBE Power's role is to offset the risk, responsibility, and management of the EV charging as a service (EV CaaS) from our hosts: municipalities, real estate developers, property managers, parking operators, hospitals, universities and commercial properties. This in turn accelerates EV infrastructure adoption by hosts, and with that EV adoption. We are then able to scale with our hosts to various sites, as adoption grows.

OBE Power offers the expertise of its dedicated management team with deep knowledge and experience in the areas of renewable energy, e-mobility, open technology platforms, data management, asset management, user experience maximization and branding & advertising, to ensure the success of the EV charging project at the City of Yucaipa owned and managed locations.

For this proposal to the City of Yucaipa, OBE Power is selecting the newest level 2 commercial charging solution CP6000 from ChargePoint, with a power output up to 250% higher than the traditional CT4000 model that has proven its reliability across North America over the last ten years. ChargePoint has designed, engineered, and manufactured this product with over a decade of data in order to provide the most serviceable level 2 charging solution on the market. We also include the ChargePoint Assure warranty and service offering for the complete term of the agreement, in order to provide the City of Yucaipa with complete peace of mind and maximum station uptime at designated City's owned and managed locations.

Our technology partner ChargePoint (https: is the world's first publicly traded global EV (Electric Vehicle) charging network with over 15 years of EV charging experience, ChargePoint is the solution of choice for over 5,000 commercial customers including many cities and municipalities, workplaces, public garages and more. 00091740.2
Exhibit A — Scope of Services

OBE (POWER
For execution, OBE Power is engaging the local services of Baker Electric (httl)s://%vvvw.baker-electric.cnnr) based on their extensive and demonstrated experience installing Char-gePoint EV charging stations in California. In full alignment with OBE Power, their mission is also to simplify the energy transition - the shift away from fossil fuels to a more sustainable, resilient, electric -powered future. This local, licensed, electrical contractors adheres to a strict code of conduct to ensure all projects are completed safely and to code.

For financial resources, OBE Power is leveraging on the strategic funding facility closed in 2022 with Susi Partners (wavw.susi partners.coml. Susi Partners is a Swiss -based investment manager specialized in sustainable energy infrastructure investments with EUR

1.9 billion in capital commitments from institutional investors. The firm's strategy focuses on sustainable and scalable projects across the energy transition spectrum. The strategic funding facility with OBE Power is designed to accelerate the company's aggressive nationwide expansion plans of its owned & operated EV charging network over the next ten years.

With more than 140,000 EV charging sessions registered to date across a portfolio of host partners, OBE Power has managed to save more than 1,700 metric tons of Greenhouse gases GHG from the environment, generating positive Net Charging Revenue Share for our host partners. OBE Power brings a wealth of experience as the leading provider of EV Charging a Service solutions in the United States.

At OBE Power, we are honored and excited for the opportunity to submit our proposal to the City of Yucaipa for consideration. We believe our EV CaaS proposal meets and exceeds the City's plans to get a fully funded, designed, permitted, installed, operated, properly maintained, serviced and managed network of electric vehicle charging stations for internal and external use, at zero "out-of-pocket" AND zero operating costs. Better yet, this proposal will also generate Carbon Credit Income and Branding & Advertising Revenue Share to the City, among other additional benefits such as the Preferred Fleet Account.

Sincerely,
Alejandro Burgana
Cofounder & Managing Director
OBE Power
(305) 546-5407
ahur��ana(wobcpower.corrr
00091740.2
Exhibit A — Scope of Services

OBE (POWER
Scope of Work
A Charging as a Service proposal from OBE Power to the City of Yucaipa will cover the costs of electrical make-ready, capital equipment, installation, networks services, energy, operations and maintenance for 12 new EV charging points to the deployed at the following three City owned and operated locations:

Location
Total Charging Points
Yucaipa Performing Arts Center
4 Yucaipa City Hall
4 Yucaipa Community/Park Center
4 Total Charging Points
12 OBE Power will implement both a very competitive EV charging rate for regular users, currently 25% cheaper than gas, and a Preferred EV Fleet charging account for the City, with additional discounts and benefits. For qualifying projects, OBE Power will work with the City to apply for grant funds from the federal government and other utility -derived incentives available that could reduce installation costs and result in lower charging fees for the EV drivers and the City's fleet of electric vehicles.

Building out EV infrastructure in an already built environment means overcoming significant retrofit challenges: finding available power, finding available paths to get that power to parking spaces and navigating permitting where building departments are often unfamiliar with this new technology. It also means advising the City on the development of simple, effective policies that ensure EV charging spaces are respected and not blocked by cars that are not charging.

The initial milestone is property assessment: working with each locations' onsite management to understand stakeholder needs, selecting best specific location for EV spaces and developing electrical make ready plan with our recommended local licensed electrical contractor partner.

NEXT is internal review/acceptance of infrastructure work plan then creating engineering drawings to file with permit applications. Once applications are submitted to the City, the next critical milestone is permit approval, in compliance with City standards, City building codes, Caltrans and Public Works standards. Similar to our other successful municipality charger projects, since the client is the City, typical delays can be worked out through friendly interdepartmental communications.

Once permits are approved, typical projects are started & completed within 5-6 weeks culminating with station programming/activation, staff training and then opening the EV charger to the public. At this point, we will advise and collaborate with the specific location team and with City leadership on both internal and external PR and marketing. This will be a proud moment for the City and we want everyone in the region to know they can charge their EV at City of Yucaipa's owned or managed locations.

OBEWOWER
Based on information from Appendix A, OBE Power assumes there is access to electric power within a moderate distance from the preselected locations. The final specific location of the EV charging stations will be based on final site surveys per site.

OBE Power proposes to provide, install and operate, at no cost to the City, ChargePoint CP6000 EV charging stations at the designated locations. With a power output up to 16.6 kWh, the recommend CP6000 EV charging station has been designed to be aesthetically pleasing with clean, modern lines, user-friendly and interactive displays, LED status lighting, and ergonomically designed cable management. The cable management system
keeps the cables off the ground at all time. ChargePoint's AC chargers are designed with some of the smallest footprints in the EV charging industry to maximize valuable customer's parking at City's parking lot and facilities.

The CP6000 is designed based on a more modular architecture which allows for a greater number of sub -components to be monitored and then easily replaced in the field. Since you are identifying issues with and only replacing a specific sub- component, this reduces the cost to support the product on an ongoing basis. Furthermore, ChargePoint has incorporated lessons learned from our many years of experience into the design of the CP6000 and utilized our Advanced Test Facility to further increase reliability of the product.

ChargePoint leads the industry in innovation and new product development. The recommended CP6000 charging stations are designed with intelligent networking capability and automated over -the -air station software upgrades to support new features and enhancements to ensure your investment is future -proofed.

As new software features are developed and introduced for general availability, station software upgrades are automatically downloaded over -the -air to our installed base of commercial charging stations. The ChargePoint cloud -based services are also updated on an ongoing basis via sprint releases to support new features and integrated solutions. These ongoing innovations and software upgrades are included with the network services provided by OBE Power at no extra cost to the City.

There recommended CP6000 charging stations from ChargePoint come standard with interactive screen and charging ports that are no higher than 48" from the ground, in order to meet with ADA requirements for EV charger accessibility. For additional specs, please refer to the ChargePoint CP6000 Commercial Data Sheet brochure.

OBE (POWER
We do not recommend setting up an ADA-restricted EV charging space. There is no current legal mandate to do so. However, properties should make at least one EV charger ADA- accessible (instead of ADA exclusive). To accomplish this, an ADA space can be located immediately adjacent to a regular EV charging space so that the charger can be used by either a non-ADA driver OR an ADA driver. The placement of the EV charger station in the regular parking stall should be set up so that there is adequate space for a person in a wheelchair to roll up to the station and access both screen and charging port dispenser. See example in photo below:

OBE Power completes every single EV charging project with the proper striping and signage for EV charging only. This final M
touch is essential not only to elevate the customer experience �= CHARGING
but also to prevent ICEing, that is when regular internal

STATION
combustion vehicles park at spaces designated from EV

PARKING '
charging and limit the right of those who drive electric to

ONLY WHILE

CHARGING
charge their vehicles of needed. A picture of the real sign g P� tYP� g
n
placed in front of designated parking spaces is shown in the left.

OBE Power has developed an open architecture technology platform that allows for the seamless integration of multiple hardware configurations from both Open Charge Point Interface (OCPI) and Open Charging Point Protocols (OCPP), from the most trusted brands in the EV market, including of course ChargePoint, as presented below:

OBE (POWER
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Another advantage of the open architecture technology platform is that is allows for the integration with other e-Mobility platforms, such as scooter and a -bikes charging solutions, as well as EV sharing services.

The City of Yucaipa will be provided a customized, real-time host portal that clearly organizes all EV charging related data on easy -to -read graphs that include the following information:
• Charging Ports, organized by City location
• Charging Station Status: (available, charging, watch list, needs service) • Number of Charging
Sessions 1
• Energy Utilization
• Financials:
o Energy Reimbursement
o Carbon Credit Income
• Environmental Impact;
o GHG savings
o Gallons of fuel displaced
o Gas Free Miles
o Trees Planted.

In addition, this Host Reporting Portal will allow the City to generate and export additional reports for more detailed usage data. Energy Reimbursements, Net revenue Share and Branding R Advertising Revenue Share. This information is presented for the entire portfolio first and later organized by site.

The typical projected timeline per new location in 12-14 weeks. The wildcard variable is usually the permit processing and coordination with City standards, City building codes, Caltrans and Public Works standards, which in this case we assume to be 2-4 weeks per site. Site's general project schedule can be detailed as follows:

OBE (POWER
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MMMMMMMMMMMMMM

MMMMMMMMMMMMMM
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MMMMMMMMMMMMM
Based on similar projects with cities or municipalities that involve multiple locations, OBE Power projects to kick-off a new project -location every other week. In example, for three locations, a total completion schedule would be 18 weeks. In other words, the first location will be activated in week #14, and then a new location will be activated every other week.

For the Term of the Agreement, EV charging stations will be covered with warranty that covers Parts and Labor. The proposed smart, universal charging stations are continuously and proactively monitored via cloud -based network.

OBE (POWER
Planning Budget & EV Charging as a Service Proposal
For the New Sites Deployment of 12 new smart & universal L2EV charging points from Charge Point, OBE Power proposes to supply & install all the EV charging stations, including striping & signage AND Operation & Maintenance (including repairs and/or replacements) at NO COST to the City of Yucaipa and for the entire Term of the Host Agreement.

For transparency and clarity, the complete approved budget for the entire project is as follows:

Item
Amount
EV Charging Hardware - 12 CP6000 EV char in points from Char ePoint $63,300
5 years prepaid of Network Services - 12 ports
$24,650
5 years prepaid of Assure Warranty - parts & labor
$12,000
Shipping
$1,200
Engineering & Permit Processing
$6,000
Electrical Materials - transformers, panels, breakers, conduits, cables $24,000
Labor - electrical make ready eroject
$9,000
Installation, Validation & Activation
$9,000
Striping & Si na e
$7,600
Subtotal
S156,950
Taxes - 0% Tax Exempt
s0
Total
S356,950
Covered by OBE Power 100%
$156,950
Balance due - City of Yucai a 0%
So
For added peace of mind, all the EV charging stations owned and operated by OBE Power will be covered by the company's property insurance policy with coverage for the cases of accidents, vandalism and natural disasters.

In consideration for the upfront investment in electrical infrastructure, smart EV charging hardware and supporting technology platform, the OBE Power requires to execute a Host Agreement with the City of Yucaipa for a Term of ten years, starting with the activation of each EV charging point, with bi-annual renewals after the completion of the Term.

Additional benefits included in the proposal from OBE Power are as follows:
1) Billing Policy to general EV Drivers (City employees, staff and visitors):

OBE Power shall have the right and discretion to establish a fair market rate billing policies and retain all payments directly from EV Drivers for connection sessions at the EV charging stations. This billing policy will be adjusted from time to time to meet EV driver's needs and to remain competitive. Any adjustment to billing policy will be notified to the City thirty days in advance, granting the City the opportunity for comments.

OBE (POWER
For reference, our current billing policy is
$0.35/kWh while charging
+ 30 min of grace period after vehicle fully charged (free) + $2.40/hr idle time after the grace period (maximizes availability of chargers) When expressed as average cost per mile, we can show below how our charging rates compares with regular fueling costs (gasoline) and other EV charging networks:

Best Value for EV Drivers
Convenience, Reliability and Affordability
Cost per Mile
�. f0.107mfM
S0.12hnile
SO.0 tulle
1�
$0.14/mile
S0.15/mile

50.141mi1e
0 00 0
2) Preferred Fleet Account to the City of Yucaipa:

Based on the progressive conversion of the City's fleet vehicles to emission -free electric cars/trucks, OBE Power proposes to implement the Preferred Fleet Account as follows with 25% discount rates over its commercial charging rates.

For reference, the current Preferred Fleet Account for the City is:
$0.28/kWh while charging -> EQUIVALENT TO $0.08 PER MILE + 60 min of grace period after vehicle is fully charged (free) + $1.8/hr idle time after the grace period (maximizes availability of chargers) When expressed as average cost per mile, this Preferred EV Fleet account is only $0.08 per mile, representing 75% savings in fuel costs over the gasoline, as shown below:

OBE' POWER
Preferred Fleet Account for the City
20% additional discount on charging rates
SOAOrmde
�Q
..... _.; SO.O8lmile
$0.tumdo
Q
3) Full Reimbursements of Energy Costs:

On a quarterly basis, OBE Power will reimburse the City for the direct cost of electricity associated to the EV charging activity based on (i) the electrical consumption data obtained from the EV Charging Portal reports, multiplied by (ii) the City's property's electrical rate for such period. In order to obtain this rate per location, a designated representative from the City should upload the electric bills to the City's EV Charging Portal.

Please note this Reimbursement of Energy Costs is equivalent to approximately 30% of the charging revenue. The selected smart EV charging stations have digital meters built-in that can accurately report energy consumption in real time which precludes the need to install separate meters.
4) Carbon Credit Income for the City:

OBE Power agrees to pay the City of Yucaipa, the amount of fifteen dollars for every metric ton of GHG saved from the environment ($15/mt GHG) as a direct result of the operation of the EV charging stations at the selected locations. GHG savings to be obtained from the EV Charging Portal Reports. Carbon Credit Income payments shall be processed quarterly.

OBE (POWER
S) Branding and Advertising revenue share for the City:

OBE Power shall have the right and discretion to sell or commercialize branding and video advertising to be displayed on the charging station(s) and related signage provided to the City by OBE Power.

The branding & advertising revenue -share is 20% for the entire ten-year Term and any renewal term.

Branding and advertising content excludes alcohol & tobacco products, adult content, massage parlors, pawn shops, tattoo parlors, check cashing stores, political ads and any other material that is discriminatory, libelous, lascivious, or obscene. 6) Location -based exclusivity:

The City shall prohibit any EV charging services at the selected locations that could directly or indirectly compete with the EV Charging Services provided to the City by OBE Power, to the extent permitted by applicable laws and regulations. 7) Spaces designated for EV Charging Only:

Please note that in the State of California, it is unlawful for a person to stop, stand, or park a vehicle that is not capable of using an electrical recharging station within any parking space specifically designated for charging an electric vehicle. OBE Power expects the City to enforce EV Charging only restrictions to designated spaces. 8) Buyout option and Transfer of ownership:

OBE Power EV CaaS proposal to the City establishes an Early Termination Fee Schedule for the City with the option to terminate the Agreement for no cause and to purchase, own and operate the EV Charging Assets during the Term of the Agreement.

This Early Termination Fee Schedule is calculated using the total investment in the deployment of the City's EV Charging solution (hardware, software, warranty, design & engineering, project costs, shipping and commissioning), the cost of capital, depreciation schedule and projected utilization of the EV chargers.

Should the City choose this option during the Term if the Agreement, following the payment of the Early Termination Fee and the transfer of the EV charging assets, the City would be responsible for annual costs associated to the network services, warranties, operation, maintenance and repair of the EV charging stations.

OBE (POWER
Finally, After the Term or any Renewal Term of the contract, if the City elects to keep the EV charging station(s), then the City has the option to do so by paying the corresponding Final Transfer Fee that has been pre -established in the contract. Upon City's payment of the appropriate Final Transfer Fee, OBE Power shall transfer ownership of the EV charging stations to the City, and the City shall then have the right to collect payments directly from EV Drivers and be responsible for network services, maintenance and repairs of the EV charging stations.
9) Data Driven Organic Growth:

After the completion ofthe I st phase lbr twelve EV charging points at the three designated Cite o%%ned and managed locations, OBE- Po%%cr acknowledges and agrees that the number of dual port EV charging stations and/or their power output may be increased during the Term of the Agreement in order to satisfy City's growing EV charging needs. OBE1 will gradually increase either the number of EV charging points or their power output, through mutual written agreement between the parties, provided that i) the average utilization of the existing EV charging points exceeds 20% over three consecutive months and ii) there is enough power capacity in place to support the increase in either the number of charging points or their power output. If both conditions are met, OBE1 will either add new EV charging points or increase their power output at no cost to the City.

OBE;POWER
Background & Work Experience
- A list of all communities within San Bernardino/Riverside Counties in which the provider has provided and maintained publicly available EVSE during the last three years, if applicable. Please list agencies with active EVSE and communities where EVSE has been removed. Also, include the following information for each community:

To date, OBE Power hasn't worked with any community within San Bernardino/Riversides Counties.
- A list of additional communities in the United States in which the provider has provided and maintained publicly available EVSE during the last five years, if applicable. Include all of the information identified in the previous bullet.

OBE Power has designed, installed, owns and operates over 386 EV charging points spread across municipalities, workplaces, multifamily condominiums, entertainment destinations, mixed use, health care and educational locations. The company is following an aggressive IOX expansion plan to surpass 3,500 owned and operated EV charging points in the US over the next three years.

OBE Power has executed the following EV Charging as a Service (EV CaaS) projects with public -private partnerships:

Name
Charging
Points
EV CaaS
Status
Activation
Date
Miami -Dade Courthouse
4 Active
5/21/19
Miami -Dade College
2 Active
8/14/19
MPA Knight Center
2 Active
9/8/19
Marlins Park 3rd Base Garage
4 Active
9/17/19
Marlins Park Home Plate Garage
2 Active
9/22/19
Marlins Park 1st Base Garage
2 Active
9/30/19
MPA Jackson Memorial Hospital
4 Active
9/24/20
City of North Miami
2 Active
12/22/20
Miami -Dade West Lot Garage
4 Active
6/30/21
Miami -Dade Hickman Garage
4 Active
7/2/21
Palm Beach Government Center Garage
6 Active
8/25/21
Miami -Dade Cultural Center Garage
2 Active
9/22/21
Miami -Dade Overtown Transit Village North
4 Active
1/26/22
MPA Jackson West Hospital
4 Active
3/25/22
MPA Regatta Harbour Garage
4 Active
4/19/23

OBEfPOWER
Palm Beach County Tax Authority Green Acres
2 Active
7/25/23
MPA Jackson Galiano ER
2 Construction
City of Fort Worth, TX - City Hall
4 Construction
City of Fort Worth, TX - Riverside City Hall
4 Proj Meetings
City of Fort Worth, TX - Botanic Gardens
2 Construction
City of Fort Worth, TX - Crockett & Foch
2 Construction
City of Fort Worth, TX - 2nd & Jones
2 Construction
City of Fort Worth, TX - East 3rd & Main
2 Construction
City of Fort Worth, TX - 8th & Terrell
2 Construction
Palm Beach County Tax Authority Westlakes
2 Construction
MPA Jackson Health - Yellow Garage
4 Construction
MPA Jackson Health - Blue Garage
4 Construction
City of Fort Worth, TX - Meachan Airport
4 Permit App
City of Fort Worth, TX - Houston Garage
4 Permit App
City of New Orleans - City Hall Garage
4 Contract Neg.

City of New Orleans - Washington Square Park
1 Contract Neg.

City of New Orleans - NOPD, 334 Royal St
2 Contract Neg.

City of New Orleans - Old VA Parking Garage
4 Contract Neg.

Sub -Total Municipalities & Government
Agencies
101
T
OBE Power EV Charging as a Service (EV CaaS) projects with workplaces:

Name
Charging
Points
EV CaaS
Status
Activation
Date
Aventura Optima Plaza
4 Active
2/3/17
Carnival Cruise Line
8 Active
5/18/17
University of Miami Life Science and Tech
2 Active
4/2/18
Royal Caribbean Cruise Line
6 Active
4/23/18
PFR Doral
2 Active
2/1/19
Plaza at Las Olas
4 Active
9/30/19
Nation Safe Drivers
4 Active
2/24/23
Optima Onyx
4 Active
3/3/23
Doral Concourse
4 Permit Filing
Sub -Total Workplaces
38 OBE Power EV Charging as a Service (EV CaaS) projects with Multifamily Condominiums and Rental Communities:

Name
Charging
Points
EV CaaS
Status
Activation
Date
Icon Las Olas
4 Active
12/20/17
Nine at Mary Brickell Village
2 Active
5/17/18
Mystic Pointe
4 Active
8/19/18

OBEWOWER
Riverview Tower
2 Active
11/6/18
One Miami
4 Active
12/10/18
2000 Williams Island
2 Active
12/21/18
One Fifty One Biscayne
4 Active
2/1/19
Biscayne Beach
4 Active
6/24/19
Turnberry Towers
4 Active
8/23/19
Atlantic III
4 Active
9/10/19
Icon Bay
4 Active
10/11/19
Hyde Beach House
2 Active
3/2/20
Brickell Town House
2 Active
5/18/20
Society Las Olas
6 Active
7/9/20
MB Station
2 Active
7/16/20
Two Midtown Condominium
2 Active
8/14/20
Peloro Condominium
2 Active
10/4/20
Skyline on Brickell
2 Active
10/19/20
Blue Lagoon Condominium
2 Active
11/9/20
1010 Brickell
2 Active
2/2/21
Graham 6600 Main
2 Active
3/20/21
Residences at Lakehouse
2 Active
6/22/21
Eden House
2 Active
711 //21
Ten Aragon
2 Active
8/18/21
RiverLandin - Level 0
4 Active
11/29/21
Graham 6600 Main - Level 2
2 Active
12/13/21
Stellar at Emerald Hills
2 Active
1/13/22
Altaira at The Colony
2 Active
4/ 1/22
Sorrento
2 Active
4/1/22
Casata Austin
2 Active
5/11/22
Ponte Verde Condominium
2 Active
8/12/22
Sayan Condominium
2 Active
8/24/22
The Palace at Brickell
4 Active
8/25/22
Society Biscayne
8 Active
9/30/22
Shoma Village
2 Active
10/14/22
Florencia at The Colony
2 Active
10/21/22
Golden Lakes Villages
2 Active
10/21/22
Envy Pompano
4 Active
11/2/22
1000 Venetian
2 Active
12/2/22
The Palms at Weston
2 Active
2/24/23
Bank Lofts
2 Active
3/24/23
Towers of Key Biscayne
4 Active
4/3/23
Costa Brava Condominium
4 Avtive
6/23/23
Countyline Apartments
2 Permit Filing
Natura Terra
4 Construction
Pavillion Condominium
2 Permit Filing
Society Orlando
8 Construction
Solemar Pompano Beach
2 Permit Filing
Palm Bay Condominium
1 Permit Filing

OBEWOWER
Society Atlanta
10 Permit Filing
Metro Edgewater
6 Construction
Nordica
2 Permit Filing
Brickell Heights
4 Permit Filing
Sub -Total Multifamily Condominiums and
Rental Communities
163
OBE Power EV Charging as a Service (EV CaaS) projects with colleges and universities:

Name
Charging
Points
EV CaaS
Status
Activation
Date
Nova Southeastern University Library Garage
4 Active
2/1/19
Nova Southeastern University HPD Garage
4 Active
2/1/19
Nova Southeastern University Clearwater
2 Active
7/29/19
Nova Southeastern University Residence Hall
2 Active
10/15/20
Nova Southeastern University West Parking
2 Active
3/4/22
Sub -Total Colleges and Universities
14 OBE Power EV Charging as a Service (EV CaaS) projects with multi dwelling and mixed - use properties:

Name
Charging
Points
EV CaaS
Status
Activation
Date
Graham 6621 Main Street
2 Active
12/17/18
W nwood Garage
4 Active
10/24/19
Paseo de la Riviera
14 Active
7/6/20
River Landing
10 Active
12/27/20
The Main Las Olas
12 Active
12/31/20
Sanctuary at Doral - Shoma
2 Active
3/11/21
Ivory 214
4 Active
4/9/21
The Warehouse District
2 Active
9/26/21
Aventura Parks uare
4 Active
12/21/21
Com son Place, 1500 Gateway Blvd
2 Active
3/9/22
Com son Place N Congress Avenue
2 Active
8/2/22
RiverLandin - L10
2 Active
10/28/22
RiverLandin - Upper Levels
6 Installation
1212 Aventura
4 Installation
Sub -Total Multi Dwelling and Mixed -Use
Properties
70 Total EV CaaS Charging Points Under
Contract
386

OBE (POWER
The typical Term of the Agreement is between eight and fifteen years with annual renewals after that.
- A list of the Consultant's three recent projects with the public sector with a short description of the scope of work. List organizations, contact names, and phone numbers of persons providing the reference.

The following five references are for similar projects with both public and private partnerships:
1) Miami Parking Authority (City of Miami)
Anna Parekh, Procurement Administrator
40 NW 3rd St, Suite 1113, Miami, FL 33128
aparckhC�miamiharkinp.coni
(305) 373-6789 ext 297
Contract amount. $ 0 cost to MPA; $340,000 value/investment by OBE Power Service dates: Feb 2018 - open ended (new 5-year terms added as locations added) Renewal/extensions: 7 locations have been subsequently added to original contract Scope of work: Design, consulting, permitted electrical make-ready work to bring power to designated EV charging parking spaces, installation, activation, management, network administration, maintenance, software, electronic payment management for public access to smart, universal, Level 2 EV charging stations - 38 ports across 12 properties in Miami. 2) Miami -Dade County
Doris McPherson, Revenue Development Coordinator
Miami-Dacle County office of Management and Budget (OMB) 111 NW First Street, 22na Floor, Miami, FL 33128
Dorls_hiarPherson a Iniamidade.gov
Mobile (786) 514-4396
Office (305) 375-5143
Contract amount: $0 cost to Miami -Dade; $210,000 value/investment by OBE Power Service date: Ian 2021 - 2036 (new 15 year terms added as locations added) Scope of work: Design, consulting, permitted electrical make-ready work to bring power to designated EV charging parking spaces, installation, activation, management, network administration, maintenance, software, electronic payment management for public access to smart, universal, Level 2 EV charging stations - 14 ports across 4 properties in downtown center of County.

OBE�POWER
Press releases and media references:

The Miami Herald:
https:,(/ www.miamihcraldxontf news!local/cnvironmcnt/orticic"254623897.html WSVN Channel 7:
hops://wsvn.comf neaysjlocaljmiami lade unveil. public electric car char; inp pro; ram/ CBS 4 News:
httos:f fnrianti.cbslocal.coal/2021/09/30fown-an-electric-vehicle-mianti-clack-county- launches-public-cv-charine-oroerant/
Biscayne Bay Tribune: (reposted in Aventura News and South Miami News) https://cnnIII till it n�papers.comfhiscayne hayfmavor Levine cava dips the >witrh-nn- coun ys-public-cv-chargin}�-pro; r,nn-by-partnering-with-obey 012 <v<t•j El Nuevo Herald:
httxtS://wwrv.elnucvoherald.com/noticiasjsur-tic-la-tlorida/article254617077.html 3) City of Fort Worth, Texas
Aziz Rahman, P.E., P.T.O.E., Engineering Manager,
Transportation and Public Works Department
200 Texas Street, Fort Worth, TX 76102
Aziz.rahman Pa fortworthtexas.gov
(817) 392-8653
Contract amount: $0 cost to the City; $520,000 value/investment by OBE Power Service Agreement has been fully revised and is currently in execution round. Expected to be fully executed by September 30th 2023.

Service dates: Q1 2023 - 2030 (7-year term with annual renewals) Scope of work: Design, consulting, permitted electrical make-ready work to bring power to designated EV charging parking spaces, installation, activation, management, network administration, maintenance, software, electronic payment management for public access to smart, universal, Level 2 EV charging stations - 18 EV charging ports across 7 on -street and off-street City's owned or operated locations in Fort Worth. -Please list any public agencies that have chosen to cancel or not renew EVSE contracts with your firm during the last five years.

Alter successfully winning the public RFP process and being awarded by the Cite of New Orleans. the cite recently decided to cancel the process due to changes being made in its scope of work. The cite of New Orleans still hopes that OBE Power will continue considering doing business %N ith the city through future opportunities.

-if available, identify sub -contractors and the specific requirements of this RFP/Q for which each proposed sub -contractor will perform services.

For execution, OBE Power is engaging the local services of Baker Electric (IIttnSI/ www.I)aker-electrir.cum) based on their extensive and demonstrated experience installing ChargePoint EV charging stations in California. In full alignment with OBE Power, their mission is also to simplify the energy transition - the shift away from fossil fuels to a more sustainable, resilient, electric -powered future. This local, licensed, electrical contractors adheres to a strict code of conduct to ensure all projects are completed safely and to code.

Baker Electric has been in business since 1938 and is a fourth generation, full service electrical contractor. They have successfully completed projects throughout Southern California, acting as both a prime contractor and subcontractor. Baker's successful 84-year history is a confirmation of their mandate for excellence. From design/build and pre - construction to our comprehensive portfolio of electrical contracting and renewable energy services, Baker's meets and exceeds their customers' needs in the ever -changing and demanding construction environment.

Baker Electric has EVITP (Electric Vehicle Infrastructure Training Program) Certified Installers. The EVITP program provides the most comprehensive training for the installation of EVSE equipment in North America today. Core training is supplemented with local requirements where applicable. Installers are certified upon completion of the course and passing both written and hands-on lab testing. Baker Electric has installed various brands and models of EV Chargers over the years. Some of the more notable brands are:

Chargepoint, EV Box, Clipper Creek and others. Baker Electric installers are familiar with installation requirements and are approved by most.

Baker Electric State's Contractor License Number is 161756, with expiration on 05/31/2024.

—chargepoin+
ChargePoint, Inc.
240 East Haclenda Avenue � Campbell, CA 95008 USA
+1.408.841.4500 or US toll-free+1.877.370.3802
chargepoint.com
August 26, 2023
Mr. Fermin Preciado, P.E.,
Director of Development Services/City Engineer
City of Yucaipa
34272 Yucaipa Boulevard
Yucaipa, CA 92399
Subject: ChargePoint Letter of Support for OBE Power
Dear Mr. Preciado,
ChargePoint is pleased to support OBE Power with their application in response to the RFP "The Design and Development of Electric Vehicle (EV) Charging Stations at City Owned Facilities in the City of Yucaipa ChargePoint applauds OBE Power's efforts to take the lead in removing barriers to electric transportation. One of the largest obstacles to the adoption of electric vehicles is access to publicly accessible charging stations.

ChargePoint supports and encourages economic and community development through Investments of this kind. EV Infrastructure is necessary for the City of Yucaipa's residents, businesses, and employees, making it easier to choose the electric alternative. Investments that drive EV adoption are expected to have economic and environmental benefits for consumers in Yucaipa and surrounding areas. These investments will help improve the environment through lower vehicle emissions and drive economic development through local investments in fuel generation, infrastructure, and next -generation manufacturing jobs.

In support of this proposal and the commitment that ChargePoint has made to support transportation electrification with one of the largest and most reliable charging infrastructure networks in the world, please accept this letter of support for OBE Power's proposal. ChargePoint has been in the business of providing EV charging solutions for over 15 years and currently supports over 8,500 EV chargers within 50 mi of Yucaipa alone. ChargePoint applauds the vision of the City to install EV charging at you properties and to enable electric transportation in the region.

If you have any questions, please do not hesitate to reach out to me at the contact information listed below.

Thank you.

Sincerely,
Brendan O'Donnell
Public Sector Sales Director— North America ChargePoint 949-521-3386

EXHIBIT "B"

COMPENSATION
Compensation for the Services shall not exceed $0.00 ("Not to Exceed Amount")

EXHIBIT "C"

INSURANCE
(A) INSURANCE REQUIREMENTS. Consultant shall provide and maintain insurance, acceptable to the City, in full force and effect throughout the Term of this Agreement, against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Services by Consultant, its agents, representatives or employees.

Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII. Consultant shall provide the following scope and limits of insurance:

1. MINIMUM SCOPE OF INSURANCE. Consultant shall maintain the following types and limits of insurance.

2. MINIMUM LIMITS OF INSURANCE.

GENERAL LIABILITY INSURANCE. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $5,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.

AUTOMOBILE LIABILITY INSURANCE. Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto), or if Consultant has no owned autos, Code 8 (hired) and 9 (non -owned), with limit no less than $1,000,000 per accident for bodily injury and property damage.

PROFESSIONAL LIABILITY (ERRORS & OMISSIONS) INSURANCE. Professional Liability (Errors and Omissions) Insurance appropriates to the Consultant's profession, with limit no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. Insurance must be maintained, and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. If coverage is canceled or non -renewed, and not replaced with another claims -made policy form with a Retroactive Date prior to the contract effective date, the Consultant must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. A copy of the claims reporting requirements must be submitted to the Entity for review.

WORKERSOCCOMPENSATION INSURANCE. Workers' Compensation insurance as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease.

If the Consultant maintains broader coverage and/or higher limits than the minimums shown above, the Entity requires and shall be entitled to the broader coverage and/or higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the Entity. (B) OTHER PROVISIONS. The insurance policies are to contain, or be endorsed to contain, the following provisions:

The Entity, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Consultant including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Consultant's insurance (at least as broad as ISO Form CG 20 10 11 85 or both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if later revisions used).

Primary Coverage
For any claims related to this contract, the Consultant's insurance coverage shall be primary insurance coverage at least as broad as ISO CG 20 0104 13 as respects the Entity, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the Entity, its officers, officials, employees, or volunteers shall be excess of the Consultant's insurance and shall not contribute with it.

Notice of Cancellation
Consultant shall provide immediate written notice if (1) any of the required insurance policies is terminated; (2) the limits of any of the required polices are reduced; (3) or the deductible or self -insured retention is increased. In the event of any cancellation or reduction in coverage or limits of any insurance, Consultant shall forthwith obtain and submit proof of substitute insurance.

Waiver of Subrogation
Consultant hereby grants to Entity a waiver of any right to subrogation which any insurer of said Consultant may acquire against the Entity by virtue of the payment of any loss under such insurance. Consultant agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the Entity has received a waiver of subrogation endorsement from the insurer.

However, the Workers' Compensation policy shall be endorsed with a waiver of subrogation in favor of the Entity for all work performed by the Contractor, its employees, agents and subcontractors.

Self -Insured Retentions
Self -insured retentions must be declared to and approved by the Entity. The Entity may require the Consultant to provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language

shall provide, or be endorsed to provide, that the self -insured retention may be satisfied by either the named insured or Entity.

Acceptability of Insurers
Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than ANII, unless otherwise acceptable to the Entity.

Verification of Coverage
Consultant shall furnish the Entity with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to Entity before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Consultant's obligation to provide them. The Entity reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time.

Subcontractors
Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that Entity is an additional insured on insurance required from subcontractors.

Special Risks or Circumstances
Entity reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.