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20250916 Regular City Council Meeting - Packet
Regular City Council Meeting Agenda September 16, 2025 Page 1 of 5 Agenda City of Vernon Regular City Council Meeting Tuesday, September 16, 2025, 9:00 AM City Hall, Council Chamber 4305 Santa Fe Avenue, Vernon, California Leticia Lopez, Mayor Melissa Ybarra, Mayor Pro Tem Jesus Rivera, Council Member Crystal Larios, Council Member Judith Merlo, Council Member The public is encouraged to view the agenda and meeting at CityofVernonca.gov/publicmeetings. In the event of any technical difficulties you may view the live meeting at www.cityofvernonca.gov/LiveMeeting. You may address the Council in the Council Chambers, via mail or email to PublicComment@cityofvernonca.gov, include the meeting date and item number in the subject line (mail and/or email must be received at least two hours prior to the start of the meeting). CALL TO ORDER FLAG SALUTE ROLL CALL APPROVAL OF AGENDA PUBLIC COMMENT At this time the public is encouraged to address the City Council on any matter that is within the subject matter jurisdiction of the City Council. The public will also be given a chance to comment on matters which are on the posted agenda during City Council deliberation on those specific matters. PRESENTATIONS 1. Fiscal Year 2024-25 Vernon CommUNITY Fund Scholarship Grant Awards Recommendation: A. Receive and file the report on scholarship grants awarded by the Vernon CommUNITY Fund (VCF) Grant Committee for Fiscal Year (FY) 2024-25; and B. Recognize FY 2024-25 VCF Scholarship Grant Recipients for their outstanding academic performance, personal achievement, community involvement, and leadership. Regular City Council Meeting Agenda September 16, 2025 Page 2 of 5 CONSENT CALENDAR All matters listed on the Consent Calendar may be approved with one motion. Items may be removed from the Consent Calendar for individual consideration. Removed items will be considered immediately following the Consent Calendar. 2. Meeting Minutes Recommendation: Approve the September 2, 2025 Regular City Council Meeting Minutes. 3. Operating Account Warrant Register Recommendation: Approve Operating Account Warrant Register No. 157, for the period of August 3, 2025 through August 16, 2025, totaling $9,366,457.22 and consisting of ratification of electronic payments totaling $8,932,275.65 and ratification of the issuance of early checks totaling $434,181.57. 4. Redevelopment Agency Obligation Retirement Account Warrant Register Recommendation: Approve Redevelopment Agency Obligation Retirement Account Warrant Register No. 72, for the period of March 2, 2025 through August 16, 2025 and consisting of ratification of electronic payments totaling $2,250. 5. Fire Department Activity Report Recommendation: Receive and file the July 2025 Fire Department Activity Report. 6. Police Department Activity Report Recommendation: Receive and file the July 2025 Police Department Activity Report. 7. Zoning Code Amendments Recommendation: A. Find that the proposed action is exempt from California Environmental Quality Act (CEQA) because the adoption of this ordinance is not a “project” pursuant to CEQA Guidelines Section 15378; and B. Adopt Ordinance No. 1307 Amending Zoning Code to meet California Department of Housing and Community Development (HCD) Requirements. 8. Code Enforcement Update Recommendation: A. Find that the proposed action is not a project within the meaning of Section 15378 of the California Environmental Quality Act (“CEQA”) Guidelines because it has no potential for resulting in physical change in the environment, either directly or ultimately. In the event that the proposed Ordinance is found to be a project under CEQA, it is subject to the CEQA exemption contained in CEQA Guidelines Section 15061(b)(3) because it can be seen with certainty to have no possibility of a significant effect on the environment; and B. Adopt Ordinance No. 1308 Amending Certain Sections of Chapter 1.08 (Administrative Citations), 8.20 (Nuisances), and 10.16 (Parking Regulations) of the Vernon Municipal Code Regarding Public Nuisances, Administrative Citations, and Enforcement of Code Violations. Regular City Council Meeting Agenda September 16, 2025 Page 3 of 5 9. Report on Contract Extension with SDI Presence LLC Approved by the City Administrator Recommendation: Receive and file the report on Amendment No. 2 to the Agreement with SDI Presence LLC extending the agreement for one year at no additional cost, as approved by the City Administrator pursuant to Vernon Municipal Code Sections 3.32.220(B) and 3.32.110 (B)(3). 10. Microsoft Enterprise License Agreement (ELA) and Purchases from Insight Public Sector Recommendation: A. Approve a Microsoft Enterprise License Agreement (ELA) and associated purchases of Microsoft Licenses, in substantially the same form as submitted, from Insight Public Sector for Citywide information technology operations, for an amount not-to-exceed $718,399.23 for a three-year term; and B. Approve additional funds with Insight in the amount of $65,000 for additional purchases that may be necessary from this vendor during the 2025-26 Fiscal Year. 11. Services Agreement with Eagle Eye Demolition, Inc. for On-Call Nuisance Abatement Services Recommendation: Approve and authorize the City Administrator to execute a Services Agreement with Eagle Eye Demolition, Inc., in substantially the same form as submitted, for On-Call Nuisance Abatement Services for a total amount not-to-exceed $400,000, for a three (3) year term. 12. Amendment No. 2 to Labor and Materials Contract with Matheson Tri-Gas, Inc. Recommendation: Approve and authorize the City Administrator to execute Amendment No. 2 to the Labor and Materials Contract with Matheson Tri-Gas, Inc., in substantially the same form as submitted, to extend the term of the Contract by an additional five-month period, for a total amount not- to-exceed $15,000. 13. 2024 Power Source Disclosure Program Annual Report Recommendation: Ratify the submission to the California Energy Commission (CEC) of the attestation signed by Vernon Public Utilities’ General Manager of the veracity of the 2024 Power Source Disclosure Program Annual Report. NEW BUSINESS 14. Memorandum of Understanding Between the Cities of Commerce, Irwindale, Santa Fe Springs, Industry, and Vernon Recommendation: Approve and authorize the Mayor to execute a Memorandum of Understanding with the Cities of Commerce, Irwindale, Santa Fe Springs, and Industry, effective September 1, 2025, for the purpose of uniting efforts to advocate for, advance, and plan shared priorities to seek state and federal funding, and advocate for and advance legislative and administrative policies to address the unique needs and benefits that their industrial and commercial activities offer Los Angeles County and the State of California. Regular City Council Meeting Agenda September 16, 2025 Page 4 of 5 15. Confirmation Letter with BP Energy Company Recommendation: A. Find the action is not in reference to a “project” subject to the California Environmental Quality Act (CEQA) under Guidelines Section 15378 because it involves the continuing administrative activity of purchasing power and resource adequacy; and even if it were a “project” subject to CEQA, the approval requested is exempt in accordance with CEQA Guidelines Section 15061(b)(3), the general rule that CEQA only applies to projects that may have a significant effect on the environment, and any construction that may occur by a private party in the future in reliance on this approval would be subject to CEQA review by another governmental agency at the time when actual details of any physical proposal would be more than speculative; and B. Approve and authorize the City Administrator to execute the Confirmation Letter with BP Energy Company (BP Energy), in substantially the same form as submitted, for the Purchase of Portfolio Content Category Product 1 (PCC1) Energy in the amount-not-to exceed $74,018,950 for a 10-year term. ORAL REPORTS 16. City Administrator Reports on Activities and Other Announcements 17. Council Reports on Activities (including AB 1234), Announcements, or Directives to Staff CLOSED SESSION 18. Public Employee Performance Evaluation (Annual) Government Code Section 54957 Title: City Attorney CLOSED SESSION REPORT ADJOURNMENT On September 11, 2025, the foregoing agenda was posted in accordance with the applicable legal requirements. Regular and Adjourned Regular meeting agendas may be amended up to 72 hours and Special meeting agendas may be amended up to 24 hours in advance of the meeting. Regular City Council Meeting Agenda September 16, 2025 Page 5 of 5 Guide to City Council Proceedings Meetings of the City Council are held the first and third Tuesday of each month at 9:00 a.m. and are conducted in accordance with Rosenberg's Rules of Order (Vernon Municipal Code Section 2.04.020). Copies of all agenda items and back-up materials are available for review in the City Clerk Department, Vernon City Hall, 4305 Santa Fe Avenue, Vernon, California, and are available for public inspection during regular business hours, Monday through Thursday, 7:00 a.m. to 5:30 p.m. Agenda reports may be reviewed on the City's website at www.cityofvernonca.gov or copies may be purchased for $0.20 per page. Disability-related services are available to enable persons with a disability to participate in this meeting, consistent with the Americans with Disabilities Act (ADA). In compliance with ADA, if you need special assistance, please contact the City Clerk department at CityClerk@cityofvernonca.gov or (323) 583-8811 at least 48 hours prior to the meeting to assure arrangements can be made. The Public Comment portion of the agenda is for members of the public to present items, which are not listed on the agenda but are within the subject matter jurisdiction of the City Council. The City Council cannot take action on any item that is not on the agenda but matters raised under Public Comment may be referred to staff or scheduled on a future agenda. Comments are limited to three minutes per speaker unless a different time limit is announced. Speaker slips are available at the entrance to the Council Chamber. Public Hearings are legally noticed hearings. For hearings involving zoning matters, the applicant and appellant will be given 15 minutes to present their position to the City Council. Time may be set aside for rebuttal. All other testimony shall follow the rules as set for under Public Comment. If you challenge any City action in court, you may be limited to raising only those issues you or someone else raised during the public hearing, or in written correspondence delivered to the City Clerk at or prior to the public hearing. Consent Calendar items may be approved by a single motion. If a Council Member or the public wishes to discuss an item, it may be removed from the calendar for individual consideration. Council Members may indicate a negative or abstaining vote on any individual item by so declaring prior to the vote on the motion to adopt the Consent Calendar. Items excluded from the Consent Calendar will be taken up following action on the Consent Calendar. Public speakers shall follow the guidelines as set forth under Public Comment. New Business items are matters appearing before the Council for the first time for formal action. Those wishing to address the Council on New Business items shall follow the guidelines for Public Comment. Closed Session allows the Council to discuss specific matters pursuant to the Brown Act, Government Code Section 54956.9. Based on the advice of the City Attorney, discussion of these matters in open session would prejudice the position of the City. Following Closed Session, the City Attorney will provide an oral report on any reportable matters discussed and actions taken. At the conclusion of Closed Session, the Council may continue any item listed on the Closed Session agenda to the Open Session agenda for discussion or to take formal action as it deems appropriate. City Council Agenda Report Meeting Date:September 16, 2025 From:Brian Saeki, City Administrator Department:City Administration Submitted by:Diana Figueroa, Senior Management Analyst Subject Fiscal Year 2024-25 Vernon CommUNITY Fund Scholarship Grant Awards Recommendation A. Receive and file the report on scholarship grants awarded by the Vernon CommUNITY Fund (VCF) Grant Committee for Fiscal Year (FY) 2024-25; and B. Recognize FY 2024-25 VCF Scholarship Grant Recipients for their outstanding academic performance, personal achievement, community involvement, and leadership. Background On August 20, 2025, the Vernon CommUNITY Fund (VCF) Grant Committee (Grant Committee) held a Special meeting to determine VCF Scholarship Grant Recipients for the 2024-25 fiscal year. There were a total of 38 scholarship grant applicants recommended for award (listed below in alphabetical order), and all were approved by the Grant Committee for the amounts recommended, for a combined total of $50,000. Recipient Amount School 1 Solymar Acevedo $1,000 Maywood Center for Enriched Studies (MACES) 2 Casandra Aguilar $1,000 Huntington Park High 3 David Alvarez $1,000 Huntington Park High 4 Anna Baltazar $1,500 MACES 5 Jose Becerra $1,500 Huntington Park High 6 Sara Cabrales $1,000 MACES 7 Christian Castellanos $1,500 Mendez High 8 Briana Cervantes $1,000 Bell Senior High 9 Shaila Colin $1,500 Mendez High 10 Aliah Cruz $2,000 MACES 11 Estephanie Escobar $1,500 Bell Senior High 12 Estrella Flores $1,500 MACES 13 Claudia Gamino $1,000 MACES 14 Betsy Gaspar $1,000 Maywood Academy 15 Emily Gracian $1,500 MACES 16 Osmin Guerrero $1,500 MACES 17 Benjamin Hernandez $1,000 Bishop Mora Salesian 18 Leilani Hernandez $1,000 MACES 19 Raul Hernandez $1,500 MACES 20 Viviana Macias $1,500 MACES 21 Sammara Mendoza $2,000 MACES 22 Diego Monzon $1,000 MACES 23 Juan Moreno $1,000 MACES 24 Miguel Cruz Moreno $1,000 MACES 25 Marco Padilla $1,500 Huntington Park High 26 Marlon Perdomo $1,000 MACES. . Item 1 Page 1 of 3 27 Daniel Perez $1,000 MACES 28 Isael Perez $1,500 MACES 29 Jocelyn Piceno $1,500 MACES 30 Emmanuel Ramirez $1,500 MACES 31 Janely Reyes $1,500 MACES 32 Ingri Romero $1,500 Maywood Academy 33 Isabella Salgado $1,500 MACES 34 Erick Sanchez $1,500 MACES 35 Ricardo Santiago $1,500 MACES 36 Alondra Torres $1,500 Huntington Park High 37 Marcedes Williams $1,000 Don Bosco Technical Institute 38 Kimberly Zacarias $1,000 MACES Section 2.48.130(D) of the Vernon Municipal Code requires the Grant Committee Executive Director (City Administrator) provide the City Council a report of the grant related actions taken by the Grant Committee. Certificates will be presented to all VCF Scholarship Grant Recipients to acknowledge their awards. Fiscal Impact Sufficient funds for the total scholarship grants awarded of $50,000 were included in the General Fund, Community Promotion Department, Good Neighbor Account No. 011-010-140-529715 for FY 2024-25. Attachments None. . . Item 1 Page 2 of 3 City Council Agenda Report Meeting Date:September 16, 2025 From:Genoveva Rocha, City Clerk Department:City Clerk Submitted by:Sandra Dolson, City Clerk Specialist Subject Meeting Minutes Recommendation Approve the September 2, 2025 Regular City Council Meeting Minutes. Background Staff has prepared and submits the minutes for approval. Fiscal Impact There is no fiscal impact associated with this report. Attachments 1. September 2, 2025 Regular City Council Meeting Minutes . . Item 2 Page 1 of 8 MINUTES VERNON CITY COUNCIL REGULAR MEETING TUESDAY, SEPTEMBER 2, 2025 COUNCIL CHAMBER, 4305 SANTA FE AVENUE CALL TO ORDER Mayor Lopez called the meeting to order at 9:02 a.m. FLAG SALUTE Mayor Lopez led the Flag Salute. PRESENT: Leticia Lopez, Mayor Melissa Ybarra, Mayor Pro Tem Jesus Rivera, Council Member Judith Merlo, Council Member Crystal Larios, Council Member STAFF PRESENT: Brian Saeki, City Administrator Zaynah Moussa, City Attorney Genoveva Rocha, City Clerk Alice Hui, Finance Director/City Treasurer Fredrick Agyin, Health and Environmental Control Director Su Tan, Human Resources Director Robert Sousa, Police Chief Dan Wall, Public Works Director Todd Dusenberry, Public Utilities General Manager Mayor Lopez requested a consensus from the City Council to reorder the agenda and consider Item No. 12 - Closed Session prior to the regular meeting items. MOTION Council Member Larios moved and Council Member Rivera seconded a motion to convene into Closed Session to consider Item No. 12 prior to the regular meeting. The question was called and the motion carried unanimously. . . Item 2 Page 2 of 8 Regular City Council Meeting Minutes Page 2 of 7 September 2, 2025 RECESS At 9:03 a.m., Mayor Lopez recessed the meeting to Closed Session. CLOSED SESSION 12. Conference with Labor Negotiators Government Code Section 54957.6 Agency Designated Representative: Brian Saeki, City Administrator Employee Organizations: Teamsters Local 911, IBEW Local 47, Vernon Police Management Association, and Vernon Police Officers’ Benefit Association Unrepresented Employees: Confidential, Temporary, Unclassified, Mid-Management, Management, and Executive classifications RECONVENE At 9:12 a.m., Mayor Lopez adjourned the Closed Session and reconvened the regular meeting with all Council Members present. CLOSED SESSION REPORT City Attorney Moussa reported that the City Council met in Closed Session, provided direction on the item on the agenda, and took no reportable action. APPROVAL OF THE AGENDA MOTION Mayor Pro Tem Ybarra moved and Council Member Merlo seconded a motion to approve the agenda. The question was called and the motion carried unanimously. PUBLIC COMMENT None. Item No. 2 Public Hearing on Zoning Code Amendments was taken out of order and considered prior to Item No. 1 Presentations. . . Item 2 Page 3 of 8 Regular City Council Meeting Minutes Page 3 of 7 September 2, 2025 PUBLIC HEARINGS 2. Zoning Code Amendments Recommendation: A. Find that the proposed action is exempt from California Environmental Quality Act (CEQA) because the adoption of this ordinance is not a “project” pursuant to CEQA Guidelines Section 15378; B. Introduce, read by title only, and waive further reading of Ordinance No. 1307 Amending Zoning Code to meet California Department of Housing and Community Development (HCD) Requirements; and C. Direct staff to schedule the adoption for the September 16, 2025, Regular City Council Meeting. Public Works Director Wall presented the staff report. Mayor Pro Tem Ybarra inquired about the Regional Housing Needs Allocation (RHNA) impacts and enforcement requirements. Public Works Director Wall responded that RHNA applies to the City to implement policies and make code amendments to encourage the development. The requirement that impacts property owners is that there is a minimum density of 20 units per acre. Mayor Lopez opened the public hearing at 9:15 a.m. There being no speakers, Mayor Lopez closed the public hearing at 9:15 a.m. MOTION Council Member Rivera moved and Mayor Pro Tem Ybarra seconded a motion to approve recommendations A, B, and C. The question was called and the motion carried unanimously. PRESENTATIONS 1. Los Angeles Unified School District Resources Recommendation: No Action required by the City Council. This is a presentation only. City Administrator Saeki introduced Karla Griego. Karla Griego, Los Angeles Unified School District Board Member for District 5, shared immigration information and additional resources available to students and their families. She provided a “We Are One” pamphlet and stated their 24-hour hotline number is (323) 443-1300. CONSENT CALENDAR Mayor Lopez invited public comments. There being none, Mayor Lopez called for a motion. . . Item 2 Page 4 of 8 Regular City Council Meeting Minutes Page 4 of 7 September 2, 2025 MOTION Mayor Pro Tem Ybarra moved and Council Member Larios seconded a motion to approve the Consent Calendar. The question was called and the motion carried unanimously. The Consent Calendar consisted of the following items: 3. Meeting Minutes Recommendation: Approve the August 19, 2025 Regular City Council Meeting Minutes. 4. Operating Account Warrant Register Recommendation: Approve Operating Account Warrant Register No. 156, for the period of July 20, 2025 through August 2, 2025, totaling $14,946,772.11 and consisting of ratification of electronic payments totaling $14,408,067.06 and ratification of the issuance of early checks totaling $538,705.05. 5. Public Works Department Monthly Report Recommendation: Receive and file the July 2025 Building Report. NEW BUSINESS 6. Code Enforcement Update Recommendation: A. Find that the proposed action is not a project within the meaning of Section 15378 of the California Environmental Quality Act (“CEQA”) Guidelines because it has no potential for resulting in physical change in the environment, either directly or ultimately. In the event that the proposed Ordinance is found to be a project under CEQA, it is subject to the CEQA exemption contained in CEQA Guidelines Section 15061(b)(3) because it can be seen with certainty to have no possibility of a significant effect on the environment; B. Introduce, read by title only, and waive further reading of Ordinance No. 1308 Amending Certain Sections of Chapters 1.08 (Administrative Citations), 8.20 (Nuisances), and 10.16 (Parking Regulations) of the Vernon Municipal Code regarding Public Nuisances, Administrative Citations, and Enforcement of Code Violations; C. Direct staff to schedule the adoption for the September 16, 2025, Regular City Council Meeting; and D. Adopt Resolution No. 2025-021 adopting amended Administrative Citation and Civil Penalties Fee Schedules pursuant to the Vernon Municipal Code and repealing Resolution No. 2011-195. Public Works Director Wall presented the staff report. In response to a question from Mayor Pro Tem Ybarra about whether any feedback has been received from residents or businesses, Public Works Director Wall stated no feedback had been received. . . Item 2 Page 5 of 8 Regular City Council Meeting Minutes Page 5 of 7 September 2, 2025 Mayor Lopez invited public comments. There being none, Mayor Lopez called for a motion. MOTION Mayor Pro Tem Ybarra moved and Council Member Rivera seconded a motion to approve recommendations A, B, C, and D. The question was called and the motion carried unanimously. 7. Classification and Compensation Plan Recommendation: A. Approve new, retitled and revised job descriptions; and B. Adopt Resolution No. 2025-022 adopting the Classification and Compensation Plan in accordance with Government Code Section 20636(b)(1) and repealing Resolution No. 2024-12. City Administrator Saeki presented the staff report. Mayor Lopez invited public comments. There being none, Mayor Lopez called for a motion. MOTION Council Member Merlo moved and Council Member Rivera seconded a motion to: A. Approve new, retitled and revised job descriptions; and B. Adopt Resolution No. 2025-022 adopting the Classification and Compensation Plan in accordance with Government Code Section 20636(b)(1) and repealing Resolution No. 2024-12. The question was called and the motion carried unanimously. 8. Memoranda of Understanding – Labor Negotiations Recommendation: A. Adopt Resolution No. 2025-023 approving the 2025-2028 Memorandum of Understanding by and between the City of Vernon and the International Brotherhood of Electrical Workers, Local 47 (IBEW); B. Adopt Resolution No. 2025-024 to recognize Teamsters, Local 986 as an employee organization; and approve the 2025-2028 Memorandum of Understanding by and between the City of Vernon and Teamsters Local Union 986 (Teamsters); C. Adopt Resolution No. 2025-025 approving the 2025-2028 Memorandum of Understanding by and between the City of Vernon and the Vernon Police Management Association (VPMA); and D. Adopt Resolution No. 2025-026 approving the 2025-2028 Memorandum of Understanding by and between the City of Vernon and the Vernon Police Officers’ Benefit Association (VPOBA). Human Resources Director Tan presented the staff report. . . Item 2 Page 6 of 8 Regular City Council Meeting Minutes Page 6 of 7 September 2, 2025 Mayor Lopez invited public comments. There being none, Mayor Lopez called for a motion. MOTION Mayor Pro Tem Ybarra moved and Council Member Merlo seconded a motion to adopt Resolution No. 2025-023 approving the MOU with IBEW, Resolution No. 2025-024 recognizing Teamsters, Local 986 as an employee organization and approving the MOU with Teamsters, Resolution No. 2025-025 approving the MOU with the VPMA, and Resolution No. 2025-026 approving the MOU with the VPOBA. The question was called and the motion carried unanimously. 9. Citywide Fringe Benefits Policy Recommendation: Adopt Resolution No. 2025-027 adopting the Citywide Fringe Benefits Policy and repealing Resolution No. 2024-026. Human Resources Director Tan presented the staff report. Mayor Lopez invited public comments. There being none, Mayor Lopez called for a motion. MOTION Council Member Rivera moved and Mayor Pro Tem Ybarra seconded a motion to adopt Resolution No. 2025-027 adopting the Citywide Fringe Benefits Policy and repealing Resolution No. 2024-026. The question was called and the motion carried unanimously. ORAL REPORT 10. City Administrator Reports on Activities and Other Announcements City Administrator Saeki thanked and congratulated the City Council on another successful round of negotiations. He noted that City Council has held approximately 10-15 meetings over the past year discussing the Memorandums of Understanding that were memorialized and approved at today’s meeting. He invited the community to attend the Vernon Housing Commission Meeting which will convene to discuss housing needs on September 10, 2025, at 6 p.m. 11. Council Reports on Activities (including AB 1234), Announcements, or Directives to Staff None. . . Item 2 Page 7 of 8 Regular City Council Meeting Minutes Page 7 of 7 September 2, 2025 ADJOURNMENT Mayor Lopez adjourned the meeting at 9:58 a.m. _____________________________ LETICIA LOPEZ, Mayor ATTEST: ______________________________ GENOVEVA ROCHA, City Clerk . . Item 2 Page 8 of 8 City Council Agenda Report Meeting Date:September 16, 2025 From:Alice Hui, Director of Finance Department:Finance Submitted by:Kathryne Magana, Accountant Subject Operating Account Warrant Register Recommendation Approve Operating Account Warrant Register No. 157, for the period of August 3, 2025 through August 16, 2025, totaling $9,366,457.22 and consisting of ratification of electronic payments totaling $8,932,275.65 and ratification of the issuance of early checks totaling $434,181.57. Background Vernon Municipal Code Section 2.32.060 indicates the City Treasurer, or an authorized designee, shall prepare warrants covering claims or demands against the City which are to be presented to City Council for its audit and approval. Pursuant to the aforementioned code section, the City Treasurer has prepared Operating Account Warrant Register No. 157 covering claims and demands presented during the period of August 3, 2025 through August 16, 2025, drawn, or to be drawn, from East West Bank for City Council approval. Fiscal Impact The fiscal impact of approving Operating Account Warrant Register No. 157, totals $9,366,457.22. The Finance Department has determined that sufficient funds to pay such claims/demands, are available in the respective accounts referenced on Operating Account Warrant Register No. 157. Attachments 1. Operating Account Warrant Register No. 157 . . Item 3 Page 1 of 48 STAFF REPORT FINANCE DEPARTMENT DATE: September 3, 2025 TO: Honorable Mayor and City Council FROM: Alice Hui, City Treasurer RE: Operating Account Warrant Register for City Council Agenda of September 16, 2025 It is recommended that the attached Operating Account Warrant Register No. 157 be approved at the City Council meeting of September 16, 2025. Operating Account Warrant Register No. 157 totals $9,366,457.22, and covers claims and demands presented for August 3, 2025, to August 16, 2025, drawn or to be drawn, from East West Bank. The following list details the components of Operating Account Warrant Register No. 157: 1. Ratification of electronic payments totaling $8,932,275.65 2. Ratification of the issuance of early checks totaling $434,181.57 . . Item 3 Page 2 of 48 OPERATING ACCOUNT WARRANT REGISTER City of Vernon No.157 I hereby Certify: that claims or demands covered by the This is to certify that the claims or demands above listed warrants have been audited as to accuracy covered by the above listed warrants have been and availability of funds for payments thereof; and that audited by the City Council of the City of Vernon said claims or demands are accurate and that funds are and that all of said warrants are approved for pay- available for payments thereof.ments except Warrant Numbers: Alice Hui DATE City Treasurer DATE Date: Page 1 of 1 Operating Account Warrant Register Cover - 157 : Warrant 9/3/25 . . Item 3 Page 3 of 48 434,181.57 8/5/2025 500.00 Invoice Description Account PO or Contract Line Item Amount 080525 FACE PAINTING ARTISTS FOR NNO 011-010-160-525000 20260058 500.00 Invoice Total: 500.00 8/7/2025 5,970.00 Invoice Description Account PO or Contract Line Item Amount 34110 LANDSCAPE ARCHITECTURAL SERVICES 011-040-415-660000 20240265 5,970.00 Invoice Total: 5,970.00 8/7/2025 52.00 Invoice Description Account PO or Contract Line Item Amount 072825 LIVE SCAN REIMBURSEMENT 011-010-120-529215 52.00 Invoice Total: 52.00 8/7/2025 185.85 Invoice Description Account PO or Contract Line Item Amount 3725250806085 4 BATTERY 011-040-420-522000 260045 185.85 Invoice Total: 185.85 8/7/2025 8,000.00 Invoice Description Account PO or Contract Line Item Amount 25W26416 PERMIT APP RELOCATION OH SHOOFLY- FIBER OPTICS 011-595-430-660000 2,000.00 Invoice Total: 2,000.00 25W26417 PERMIT APP RELOCATION OH SHOOFLY- TELEPHONE WIRES 011-595-430-660000 2,000.00 Invoice Total: 2,000.00 25W26429 PERMIT APP RELOCATION OH FIBER OPTICS UG 011-595-430-660000 2,000.00 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 EARLY CHECKS TOTAL: VENDOR - 7878 - LIGHTCATS PRODUCTIONS PAYMENT # 615050 VENDOR - 7746 - ARCHITERRA, INC PAYMENT # 615051 VENDOR - 8189 - ASHLEY MEDEL PAYMENT # 615052 VENDOR - 4448 - BATTERY SYSTEMS, INC PAYMENT # 615053 VENDOR - 439 - BNSF RAILWAY COMPANY PAYMENT # 615054 Page 1 of 37 . . Item 3 Page 4 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 Invoice Total: 2,000.00 25W26430 PERMIT APP RELOCATION TELEPHONE WIRES UG 011-595-430-660000 2,000.00 Invoice Total: 2,000.00 8/7/2025 75.00 Invoice Description Account PO or Contract Line Item Amount 82346 ALIGNMENT 011-040-420-529000 260044 75.00 Invoice Total: 75.00 8/7/2025 1,017.34 Invoice Description Account PO or Contract Line Item Amount 126613 AUTO PARTS 011-040-420-522000 260046 899.43 Invoice Total: 899.43 126954 AUTO PARTS 011-040-420-522000 260046 117.91 Invoice Total: 117.91 8/7/2025 5,548.80 Invoice Description Account PO or Contract Line Item Amount 24280 INMATE HOUSING SERVICES 011-030-300-529220 20250124 5,548.80 Invoice Total: 5,548.80 8/7/2025 3,915.00 Invoice Description Account PO or Contract Line Item Amount 17072 PROFESSIONAL SERVICES 4/28/25 - 6/29/25 058-070-700-660000 20250234 3,915.00 Invoice Total: 3,915.00 8/7/2025 164.67 Invoice Description Account PO or Contract Line Item Amount 126695959 AUTO PARTS 011-040-420-522000 260066 164.67 Invoice Total: 164.67 VENDOR - 7605 - COATING SPECIALISTS & INSPECTION SERVICES, INC PAYMENT # 615058 VENDOR - 6696 - ELLIOTT AUTO SUPPLY CO, INC PAYMENT # 615059 VENDOR - 1973 - CALIFORNIA FRAME & AXLE INC PAYMENT # 615055 VENDOR - 818 - CAMINO REAL CHEVROLET PAYMENT # 615056 VENDOR - 3846 - CITY OF HUNTINGTON PARK PAYMENT # 615057 Page 2 of 37 . . Item 3 Page 5 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 8/7/2025 337.50 Invoice Description Account PO or Contract Line Item Amount 2507134 LABOR TO REMOVE WASTE OIL 011-040-420-529000 260127 337.50 Invoice Total: 337.50 8/7/2025 1,768.75 Invoice Description Account PO or Contract Line Item Amount SIN052823 PROPERTY TAX MANAGEMENT & PARCEL 25Q3 011-010-130-529215 20260010 1,768.75 Invoice Total: 1,768.75 8/7/2025 1,878.58 Invoice Description Account PO or Contract Line Item Amount 19814 REPAIR 011-040-420-522000 260126 106.08 19814 REPAIR 011-040-420-529000 260126 1,772.50 Invoice Total: 1,878.58 8/7/2025 250.00 Invoice Description Account PO or Contract Line Item Amount 25008VPD POLYGRAPH EXAMINATIONS 011-030-300-529215 20230053 250.00 Invoice Total: 250.00 8/7/2025 12,493.67 Invoice Description Account PO or Contract Line Item Amount 322017 HEALTH BENEFITS BROKERAGE 011-010-120-529220 20250357 12,493.67 Invoice Total: 12,493.67 8/7/2025 5,022.46 Invoice Description Account PO or Contract Line Item Amount 080525 PARTIAL TAX REFUND FY 24 PARCEL NO 6304-001-009 011-400-000-400900 5,022.46 Invoice Total: 5,022.46 VENDOR - 7135 - KEENAN & ASSOCIATES PAYMENT # 615064 VENDOR - 8186 - KNT II ENTERPRISES LLC PAYMENT # 615065 VENDOR - 7836 - JOE MAR POLYGRAPH PAYMENT # 615063 VENDOR - 414 - EXPRESS ENVIRONMENTAL CORP. PAYMENT # 615060 VENDOR - 3065 - HDL COREN & CONE PAYMENT # 615061 VENDOR - 3122 - J&H AUTO BODY PAYMENT # 615062 Page 3 of 37 . . Item 3 Page 6 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 8/7/2025 124.30 Invoice Description Account PO or Contract Line Item Amount 84877IN SAFETY BOOTS - OTTO 055-050-580-524000 250161 124.30 Invoice Total: 124.30 8/7/2025 8,499.15 Invoice Description Account PO or Contract Line Item Amount INVCOR112529 22 CORDICO WELNESS APP 011-030-300-529215 20250023 8,499.15 Invoice Total: 8,499.15 8/7/2025 217.80 Invoice Description Account PO or Contract Line Item Amount 280210 AUTO PARTS 011-040-420-522000 260053 120.12 Invoice Total: 120.12 281436 AUTO PARTS 011-040-420-522000 260053 97.68 Invoice Total: 97.68 8/7/2025 522.00 Invoice Description Account PO or Contract Line Item Amount 87543331 PRE-EMPLOYMENT PHYSICAL 011-010-120-529700 20250151 522.00 Invoice Total: 522.00 8/7/2025 5,025.38 Invoice Description Account PO or Contract Line Item Amount 41689 OCEAN BLUE ENVIRONMENTAL CLEAN UP 011-020-200-529225 HD-0053-1 5,025.38 Invoice Total: 5,025.38 8/7/2025 402.10 Invoice Description Account PO or Contract Line Item Amount 11712 TIRES 011-040-420-529000 260042 402.10 Invoice Total: 402.10 VENDOR - 3106 - OCEAN BLUE ENVIRONMENTAL SERVICES, INC PAYMENT # 615070 VENDOR - 3908 - RAFAEL A. LOPEZ PAYMENT # 615071 VENDOR - 309 - NAPA AUTO PARTS PAYMENT # 615068 VENDOR - 6586 - OCCUPATIONAL HEALTH CENTERS OF CA PAYMENT # 615069 VENDOR - 171 - L&M FOOTWEAR PAYMENT # 615066 VENDOR - 2732 - LEXIPOL, LLC PAYMENT # 615067 Page 4 of 37 . . Item 3 Page 7 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 8/7/2025 497.27 Invoice Description Account PO or Contract Line Item Amount ARV65315611 SHOP TOOLS 011-040-420-522000 260124 497.27 Invoice Total: 497.27 8/7/2025 24,028.82 Invoice Description Account PO or Contract Line Item Amount 6150006869 PERSONAL APPAREL (NEW LOGO) 011-010-150-525000 250536 20,861.89 Invoice Total: 20,861.89 6150006871 EMPLOYEE APPAREL CAPS NEW LOGO 011-010-150-525000 250548 3,166.93 Invoice Total: 3,166.93 8/7/2025 7,500.00 Invoice Description Account PO or Contract Line Item Amount 10509 2025 ECONOMIC FORECAST & IND UPDATE 011-010-150-525000 7,500.00 Invoice Total: 7,500.00 8/7/2025 2,995.03 Invoice Description Account PO or Contract Line Item Amount 689783 STORAGE SERVICES 011-010-125-529215 554.19 Invoice Total: 554.19 690211 STORAGE SERVICES 011-010-125-529215 2,440.84 Invoice Total: 2,440.84 8/12/2025 286.73 Invoice Description Account PO or Contract Line Item Amount 28744 FTB PAYMENT 2025-08-07 011-000-000-210260 286.73 Invoice Total: 286.73 8/13/2025 2,797.25 VENDOR - 4181 - FRANCHISE TAX BOARD PAYMENT # 615076 VENDOR - 6722 - MUNISERVICES, LLC PAYMENT # 615077 VENDOR - 5296 - SPECIALTY APPAREL PAYMENT # 615073 VENDOR - 545 - VERNON CHAMBER OF COMMERCE PAYMENT # 615074 VENDOR - 3584 - WILLIAMS SERVICE CORPORATION PAYMENT # 615075 VENDOR - 1960 - SNAP-ON INDUSTRIAL PAYMENT # 615072 Page 5 of 37 . . Item 3 Page 8 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 Invoice Description Account PO or Contract Line Item Amount INV06021173 UUT AUDITING SERVICES MAY 2021-APRIL 2024 011-010-130-529225 FI-0043 2,797.25 Invoice Total: 2,797.25 8/14/2025 14,562.00 Invoice Description Account PO or Contract Line Item Amount INV15779 SMARTBIDDER - LICENSE - BASIC (YEAR 2 - QTR 1) 055-050-590-529215 20250044 14,562.00 Invoice Total: 14,562.00 8/14/2025 1,727.24 Invoice Description Account PO or Contract Line Item Amount 5916545 RADIO EQUIPMENT MAINTENANCE 011-030-300-529000 20260019 863.62 Invoice Total: 863.62 5928232 RADIO EQUIPMENT MAINTENANCE 011-030-300-529000 20260019 863.62 Invoice Total: 863.62 8/14/2025 14,013.97 Invoice Description Account PO or Contract Line Item Amount 347307 LEGAL SERVICES 011-010-115-529200 20250410 6,966.32 Invoice Total: 6,966.32 347308 LEGAL SERVICES 011-010-115-529200 20250410 678.00 Invoice Total: 678.00 347309 LEGAL SERVICES 011-010-115-529200 20250410 3,716.65 Invoice Total: 3,716.65 347859 LEGAL SERVICES 011-010-115-529200 20250410 2,653.00 Invoice Total: 2,653.00 8/14/2025 110,143.00 Invoice Description Account PO or Contract Line Item Amount 26095 ANUUAL DUES FOR FY JULY 1, 2025 - JUNE 30, 2026 055-050-580-529550 110,143.00 VENDOR - 6054 - BEAR COMMUNICATIONS INC PAYMENT # 615079 VENDOR - 5078 - BURKE, WILLIAMS & SORENSEN, LLP PAYMENT # 615080 VENDOR - 1783 - CALIFORNIA MUNICIPAL UTILITIES ASSOC. PAYMENT # 615081 VENDOR - 7879 - ASCEND ANALYTICS, LLC PAYMENT # 615078 Page 6 of 37 . . Item 3 Page 9 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 Invoice Total: 110,143.00 8/14/2025 2,343.85 Invoice Description Account PO or Contract Line Item Amount 96846900 SACK AND SLURRY 058-070-700-529000 20260027 2,343.85 Invoice Total: 2,343.85 8/14/2025 1,475.53 Invoice Description Account PO or Contract Line Item Amount 62474 AUTO PARTS 011-040-420-522000 260048 442.82 Invoice Total: 442.82 62491 AUTO PARTS 011-040-420-522000 260048 332.12 Invoice Total: 332.12 62541 AUTO PARTS 011-040-420-522000 260048 125.25 Invoice Total: 125.25 62604 AUTO PARTS 011-040-420-522000 260048 135.20 Invoice Total: 135.20 62656 AUTO PARTS 011-040-420-522000 260048 440.14 Invoice Total: 440.14 8/14/2025 970.00 Invoice Description Account PO or Contract Line Item Amount 2501218VER01 SAMPLES 6/3/25 - 6/24/25 058-070-700-529225 20250011 970.00 Invoice Total: 970.00 8/14/2025 247.87 Invoice Description Account PO or Contract Line Item Amount 658575 WELDING SUPPLIES 011-040-435-522000 250079 220.58 Invoice Total: 220.58 659355 WELDING SUPPLIES 011-040-430-522000 250079 27.29 Invoice Total: 27.29 VENDOR - 310 - CRAIG WELDING SUPPLY, CO PAYMENT # 615085 VENDOR - 256 - CALPORTLAND COMPANY PAYMENT # 615082 VENDOR - 4163 - CENTRAL FORD AUTOMOTIVE, INC. PAYMENT # 615083 VENDOR - 3088 - CLINICAL LAB OF SAN BERNARDINO INC. PAYMENT # 615084 Page 7 of 37 . . Item 3 Page 10 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 8/14/2025 1,811.30 Invoice Description Account PO or Contract Line Item Amount 288719 MISC PARTS & SUPPLIES 011-040-415-522000 250089 77.90 Invoice Total: 77.90 288931 MISC PARTS & SUPPLIES 011-040-415-522000 250089 1,072.61 Invoice Total: 1,072.61 289032 10' CHNL- GALV 055-050-555-529000 250063 660.79 Invoice Total: 660.79 8/14/2025 5,000.00 Invoice Description Account PO or Contract Line Item Amount EB181301 QUARTERLY VIBRATION SERVICES 055-050-586-529000- 20250251 2,500.00 Invoice Total: 2,500.00 EB181302 QUARTERLY VIBRATION SERVICES 055-050-586-529000- 20250393 2,500.00 Invoice Total: 2,500.00 8/14/2025 193.82 Invoice Description Account PO or Contract Line Item Amount 1091053652` AUTO PARTS 011-040-420-522000 250043 193.82 Invoice Total: 193.82 8/14/2025 4,846.10 Invoice Description Account PO or Contract Line Item Amount 1227 DISPOSAL SERVICES - MAY 2025 011-040-430-529000 250108 799.20 Invoice Total: 799.20 1229 DISPOSAL SERVICES - JUNE 2025 056-060-600-529000 250159 4,046.90 Invoice Total: 4,046.90 8/14/2025 73,020.09 Invoice Description Account PO or Contract Line Item Amount VENDOR - 6696 - ELLIOTT AUTO SUPPLY CO, INC PAYMENT # 615088 VENDOR - 7877 - EXPRESS DISPOSAL, INC PAYMENT # 615089 VENDOR - 5421 - GATEWAY WATER MGMT AUTHORITY PAYMENT # 615090 VENDOR - 1336 - CURRENT WHOLESALE ELECTRIC SUPPLY PAYMENT # 615086 VENDOR - 7291 - ELECTRONIC BALANCING COMPANY, INC PAYMENT # 615087 Page 8 of 37 . . Item 3 Page 11 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 202625 GWMA FY2025-2026 ANNUAL MEMBERS DUES 011-020-200-529550 15,000.00 Invoice Total: 15,000.00 HTU2560 HARBOR TOXIC UPSTREAM FISCAL YEAR 2025-2026 011-020-200-529225 723.51 Invoice Total: 723.51 UR22507 LOS ANGELES RIVER UPPER REACH 2 FY2025-2026 011-020-200-529225 57,296.58 Invoice Total: 57,296.58 8/14/2025 26,852.97 Invoice Description Account PO or Contract Line Item Amount 080525 REFUND DUE TO FINAL BILLING OF 6" PE DROP SECTION 056-490-600-490910 26,852.97 Invoice Total: 26,852.97 8/14/2025 795.00 Invoice Description Account PO or Contract Line Item Amount SIN052981 24-25 ACFR STATISTICAL PACKAGE 011-010-130-529215 FI-0040 795.00 Invoice Total: 795.00 8/14/2025 24,995.76 Invoice Description Account PO or Contract Line Item Amount 20250610 2025 HONDA PIONEER DELUXE CREW 055-050-580-660000 260128 7.00 20250610 2025 HONDA PIONEER DELUXE CREW 055-050-580-660000 260128 23,124.50 20250610 2025 HONDA PIONEER DELUXE CREW 055-050-580-660000 260128 1,779.26 20250610 2025 HONDA PIONEER DELUXE CREW 055-050-580-660000 260128 85.00 Invoice Total: 24,995.76 8/14/2025 100.00 Invoice Description Account PO or Contract Line Item Amount 363530 FSA ADMINISTRATION 011-010-120-529220 20260054 100.00 Invoice Total: 100.00 VENDOR - 686 - IGOE & COMPANY INCORPORATED PAYMENT # 615094 VENDOR - 8188 - GOODMAN NORTH AMERICA PAYMENT # 615091 VENDOR - 3065 - HDL COREN & CONE PAYMENT # 615092 VENDOR - 8185 - HUNTINGTON BEACH MOTORSPORTS INC PAYMENT # 615093 Page 9 of 37 . . Item 3 Page 12 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 8/14/2025 3,949.81 Invoice Description Account PO or Contract Line Item Amount IN660219 PRESSURE TRANSMITTER 055-050-586-529012- 250518 3,949.81 Invoice Total: 3,949.81 8/14/2025 7,263.98 Invoice Description Account PO or Contract Line Item Amount 19828 REPAINT VEHICLE 011-040-420-522000 260131 2,253.98 19828 REPAINT VEHICLE 011-040-420-529000 260131 5,010.00 Invoice Total: 7,263.98 8/14/2025 20,650.60 Invoice Description Account PO or Contract Line Item Amount INVLEX112545 93 LEXIPOL SUBSCRIPTION 011-030-300-529215 20250023 20,650.60 Invoice Total: 20,650.60 8/14/2025 1,924.68 Invoice Description Account PO or Contract Line Item Amount CD2510011275 BOROSCOPE INSPECTION 055-050-586-529000- 20250323 1,924.68 Invoice Total: 1,924.68 8/14/2025 6,723.30 Invoice Description Account PO or Contract Line Item Amount 10004399200 54" GRAPHTEC PRINTER 011-040-430-660015 250437 6,723.30 Invoice Total: 6,723.30 8/14/2025 237.83 Invoice Description Account PO or Contract Line Item Amount 281778 AUTO PARTS 011-040-420-522000 260053 24.09 Invoice Total: 24.09 VENDOR - 309 - NAPA AUTO PARTS PAYMENT # 615100 VENDOR - 2732 - LEXIPOL, LLC PAYMENT # 615097 VENDOR - 4612 - MISTRAS GROUP INC PAYMENT # 615098 VENDOR - 7837 - MONTROY SUPPLY COMPANY, INC PAYMENT # 615099 VENDOR - 6075 - INSTRUMART LLC PAYMENT # 615095 VENDOR - 3122 - J&H AUTO BODY PAYMENT # 615096 Page 10 of 37 . . Item 3 Page 13 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 282417 AUTO PARTS 011-040-420-522000 260053 149.16 Invoice Total: 149.16 282427 AUTO PARTS 011-040-420-522000 260053 64.58 Invoice Total: 64.58 8/14/2025 100.00 Invoice Description Account PO or Contract Line Item Amount 11532 TIRE REPAIR 011-040-420-529000 260042 100.00 Invoice Total: 100.00 8/14/2025 1,193.70 Invoice Description Account PO or Contract Line Item Amount 1074257244 PRE-BOOKING PHYSICAL EXAMINATIONS 011-030-300-529215 20230054 1,193.70 Invoice Total: 1,193.70 8/14/2025 225.00 Invoice Description Account PO or Contract Line Item Amount 080125 HYDRANT ACCT 350.09 011-030-305-526000 225.00 Invoice Total: 225.00 8/14/2025 5,256.68 Invoice Description Account PO or Contract Line Item Amount I50001244212 ENVIRONMENTAL SERVICES 055-050-586-520232- 20250091 2,699.57 Invoice Total: 2,699.57 I50001250158 OILY WATER PUMP OUT 055-050-586-520232- 20250409 2,557.11 Invoice Total: 2,557.11 8/7/2025 3,482.04 Invoice Description Account PO or Contract Line Item Amount 080725 PAYROLL CHECKS 011-000-000-210110 3,482.04 Invoice Total: 3,482.04 VENDOR - 282 - TRI-CITY MUTUAL WATER COMPANY PAYMENT # 615103 VENDOR - 2308 - WORLD OIL ENVIRONMENTAL SERVICES PAYMENT # 615104 VENDOR - 3908 - RAFAEL A. LOPEZ PAYMENT # 615101 VENDOR - 380 - STACY MEDICAL CENTER PAYMENT # 615102 PAYROLL CHECKS Page 11 of 37 . . Item 3 Page 14 of 48 8,932,275.65 8/4/2025 534,289.19 Invoice Description Account PO or Contract Line Item Amount 2025072931- 71091936 REVISED CHARGES 04/25 055-050-590-520156- (3,872.09) 2025072931- 71091936 REVISED CHARGES 04/25 055-050-590-520190 (265.64) 2025072931- 71091936 REVISED CHARGES 04/25 055-050-590-520170 (624.72) 2025072931- 71091936 INITIAL CHARGES 07/25 055-050-590-520170 10,135.64 2025072931- 71091936 INITIAL CHARGES 07/25 055-050-590-520190 1,830.65 2025072931- 71091936 INITIAL CHARGES 07/25 055-050-590-520210 13,025.98 2025072931- 71091936 INITIAL CHARGES 07/25 055-050-590-520156- 514,059.37 Invoice Total: 534,289.19 8/6/2025 108,048.00 Invoice Description Account PO or Contract Line Item Amount 19212 SECURITY SERVICES - JUNE 2025 011-040-415-529215 20230234 11,830.00 Invoice Total: 11,830.00 19213 SECURITY SERVICES - JUNE 2025 055-050-555-529215 20230234 76,974.40 19213 SECURITY SERVICES - JUNE 2025 055-050-580-529215 20230234 19,243.60 Invoice Total: 96,218.00 8/6/2025 9,303.55 Invoice Description Account PO or Contract Line Item Amount 060125 PARTS & SUPPLIES 011-040-415-522000 25003620250019 3,666.12 060125 PARTS & SUPPLIES 011-040-430-522000 25003620250019 5,637.43 Invoice Total: 9,303.55 VENDOR - 6198 - S&S LABOR FORCE, INC PAYMENT # 20433 VENDOR - 1552 - HOME DEPOT CREDIT SERVICES PAYMENT # 20434 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 ELECTRONIC TOTAL: VENDOR - 2412 - CALIFORNIA ISO PAYMENT # 20430 Page 12 of 37 . . Item 3 Page 15 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 8/8/2025 4,750.00 Invoice Description Account PO or Contract Line Item Amount 080525 AUG 2025 OFF CYCLE EMPLOYER CONTRIBUTION 058-070-700-513030 1,750.00 080525 AUG 2025 OFF CYCLE EMPLOYER CONTRIBUTION 011-010-130-513030 1,000.00 080525 AUG 2025 OFF CYCLE EMPLOYER CONTRIBUTION 011-010-120-513030 1,000.00 080525 AUG 2025 OFF CYCLE EMPLOYER CONTRIBUTION 011-030-300-513030 1,000.00 Invoice Total: 4,750.00 8/8/2025 11,819.67 Invoice Description Account PO or Contract Line Item Amount 771474 AFLAC SUPLEMENTAL INS JULY 2025 011-000-000-210223 7,626.14 771474 AFLAC SUPLEMENTAL INS JULY 2025 055-000-000-210223 3,201.95 771474 AFLAC SUPLEMENTAL INS JULY 2025 056-000-000-210223 356.28 771474 AFLAC SUPLEMENTAL INS JULY 2025 058-000-000-210223 632.04 771474 AFLAC SUPLEMENTAL INS JULY 2025 059-000-000-210223 3.02 771474 AFLAC SUPLEMENTAL INS JULY 2025 011-010-130-523034 0.24 Invoice Total: 11,819.67 8/7/2025 5,237.24 Invoice Description Account PO or Contract Line Item Amount 7713647070120 4 COLONIAL SUPPLEMENTAL INS JULY 2025 011-000-000-210223 2,914.61 7713647070120 4 COLONIAL SUPPLEMENTAL INS JULY 2025 055-000-000-210223 1,419.73 7713647070120 4 COLONIAL SUPPLEMENTAL INS JULY 2025 056-000-000-210223 569.24 7713647070120 4 COLONIAL SUPPLEMENTAL INS JULY 2025 058-000-000-210223 331.56 7713647070120 4 COLONIAL SUPPLEMENTAL INS JULY 2025 059-000-000-210223 2.06 VENDOR - 3143 - AFLAC PAYMENT # 20436 VENDOR - 3142 - COLONIAL LIFE PAYMENT # 20437 VENDOR - 4239 - HSA BANK PAYMENT # 20435 Page 13 of 37 . . Item 3 Page 16 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 7713647070120 4 COLONIAL SUPPLEMENTAL INS JULY 2025 011-010-130-523034 0.04 Invoice Total: 5,237.24 8/8/2025 50.76 Invoice Description Account PO or Contract Line Item Amount 893474669 SHIPMENT 011-010-120-529905 50.76 Invoice Total: 50.76 8/8/2025 1,040.70 Invoice Description Account PO or Contract Line Item Amount 182158 VALVE 055-050-586-529000- 260008 1,040.70 Invoice Total: 1,040.70 8/8/2025 13,404.00 Invoice Description Account PO or Contract Line Item Amount 27319 TRAFFIC SIGNAL MAINTENANCE- RESPONSE 06/2025 011-040-430-529000 20240283 13,404.00 Invoice Total: 13,404.00 8/8/2025 4,442.00 Invoice Description Account PO or Contract Line Item Amount 1034710 LEGAL SERVICES 011-010-115-529200 20250356 875.00 Invoice Total: 875.00 1034711 LEGAL SERVICES 011-010-115-529200 20250356 2,972.00 Invoice Total: 2,972.00 1034712 LEGAL SERVICES 011-010-115-529200 20250356 595.00 Invoice Total: 595.00 8/8/2025 18,452.24 Invoice Description Account PO or Contract Line Item Amount VERJUN25 PURCHASED WATER - JUNE 2025 058-070-700-520130 4,727.16 VERJUN25 PURCHASED WATER - JUNE 2025 055-050-586-520135- 13,725.08 VENDOR - 1401 - CENTRAL BASIN MWD PAYMENT # 20442 VENDOR - 2177 - BASIN VALVE COMPANY PAYMENT # 20439 VENDOR - 7026 - BEAR ELECTRICAL SOLUTIONS, INC PAYMENT # 20440 VENDOR - 5506 - BEST BEST & KRIEGER, LLP PAYMENT # 20441 VENDOR - 249 - FEDERAL EXPRESS CORPORATION PAYMENT # 20438 Page 14 of 37 . . Item 3 Page 17 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 Invoice Total: 18,452.24 8/8/2025 2,901.73 Invoice Description Account PO or Contract Line Item Amount 4232870990 UNIFORM SERVICES 011-040-415-524000 20250113 74.03 4232870990 UNIFORM SERVICES 011-040-420-524000 20250113 39.03 4232870990 UNIFORM SERVICES 011-040-430-524000 20250113 172.35 4232870990 UNIFORM SERVICES 011-040-435-524000 20250113 17.75 Invoice Total: 303.16 4233609605 UNIFORM SERVICES 011-040-415-524000 20250113 74.03 4233609605 UNIFORM SERVICES 011-040-420-524000 20250113 39.03 4233609605 UNIFORM SERVICES 011-040-430-524000 20250113 173.55 4233609605 UNIFORM SERVICES 011-040-435-524000 20250113 17.75 Invoice Total: 304.36 4234340130 UNIFORM SERVICES 011-040-415-524000 20250113 74.12 4234340130 UNIFORM SERVICES 011-040-420-524000 20250113 39.17 4234340130 UNIFORM SERVICES 011-040-430-524000 20250113 172.76 4234340130 UNIFORM SERVICES 011-040-435-524000 20250113 17.78 Invoice Total: 303.83 4235043910 UNIFORM SERVICES 011-040-415-524000 20250113 124.08 4235043910 UNIFORM SERVICES 011-040-420-524000 20250113 39.42 4235043910 UNIFORM SERVICES 011-040-430-524000 20250113 173.87 4235043910 UNIFORM SERVICES 011-040-435-524000 20250113 34.51 Invoice Total: 371.88 4235744853 UNIFORM SERVICES 011-040-415-524000 20250113 93.71 4235744853 UNIFORM SERVICES 011-040-420-524000 20250113 45.44 4235744853 UNIFORM SERVICES 011-040-430-524000 20250113 177.53 Invoice Total: 316.68 4236542546 UNIFORM SERVICES 011-040-415-524000 20250113 112.83 4236542546 UNIFORM SERVICES 011-040-420-524000 20250113 45.52 4236542546 UNIFORM SERVICES 011-040-430-524000 20250113 175.42 Invoice Total: 333.77 VENDOR - 5490 - CINTAS CORPORATION NO. 2 PAYMENT # 20443 Page 15 of 37 . . Item 3 Page 18 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 4237270289 UNIFORM SERVICES 011-040-415-524000 20250113 96.03 4237270289 UNIFORM SERVICES 011-040-420-524000 20250113 51.84 4237270289 UNIFORM SERVICES 011-040-430-524000 20250113 175.42 Invoice Total: 323.29 4238012234 UNIFORM SERVICES 011-040-415-524000 20250113 96.03 4238012234 UNIFORM SERVICES 011-040-420-524000 20250113 56.34 4238012234 UNIFORM SERVICES 011-040-430-524000 20250113 175.42 Invoice Total: 327.79 4238651815 UNIFORM SERVICES 011-040-415-524000 20250113 96.03 4238651815 UNIFORM SERVICES 011-040-420-524000 20250113 45.52 4238651815 UNIFORM SERVICES 011-040-430-524000 20250113 175.42 Invoice Total: 316.97 8/8/2025 4,885.00 Invoice Description Account PO or Contract Line Item Amount 28277 2025 CATHODIC PROTECTION (CP) 055-050-586-529002- 20250314 4,885.00 Invoice Total: 4,885.00 8/8/2025 49,064.05 Invoice Description Account PO or Contract Line Item Amount 32607 SERVICES AGREEMENT 058-070-700-529000 LP-0688 49,064.05 Invoice Total: 49,064.05 8/8/2025 44,269.02 Invoice Description Account PO or Contract Line Item Amount 709254 ITRON 3 YR HARDWARE MAINTENANC 055-050-575-529210 20240180 14,227.28 Invoice Total: 14,227.28 709360 ITRON 3 YR HARDWARE MAINTENANC 055-050-575-529210 20240180 30,041.74 Invoice Total: 30,041.74 8/8/2025 787.50 Invoice Description Account PO or Contract Line Item Amount VENDOR - 147 - GENERAL PUMP COMPANY, INC PAYMENT # 20445 VENDOR - 195 - ITRON, INC PAYMENT # 20446 VENDOR - 7916 - KEVIN KO & ASSOCIATES PAYMENT # 20447 VENDOR - 2947 - FARWEST CORROSION CONTROL CO. PAYMENT # 20444 Page 16 of 37 . . Item 3 Page 19 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 2025032 ON-CALL CIVIL ENGINEERING SERVICES - 07/2025 011-040-430-529215 20250141 787.50 Invoice Total: 787.50 8/8/2025 288.51 Invoice Description Account PO or Contract Line Item Amount 137547 MISC PARTS 011-040-415-522000 250076 104.21 Invoice Total: 104.21 138323 MISC PARTS 011-040-415-522000 250076 184.30 Invoice Total: 184.30 8/8/2025 1,890.00 Invoice Description Account PO or Contract Line Item Amount 299260 LEGAL SERVICES 011-010-115-529200 20250386 405.00 Invoice Total: 405.00 299261 LEGAL SERVICES 011-010-115-529200 20250386 1,485.00 Invoice Total: 1,485.00 8/8/2025 3,200.00 Invoice Description Account PO or Contract Line Item Amount COV4829 SEMI ANNUAL UPS PM ONLY SERVICE 059-080-800-529000 20250354 1,400.00 Invoice Total: 1,400.00 COV4830 MAINTENANCE SERVICES 055-050-570-529000 20250316 1,800.00 Invoice Total: 1,800.00 8/8/2025 7,853.65 Invoice Description Account PO or Contract Line Item Amount 25001 BANDINI BLVD. STREET IMPROVEMENTS- JULY 2025 011-040-430-660000 20250337 7,853.65 Invoice Total: 7,853.65 8/8/2025 12,784.92 Invoice Description Account PO or Contract Line Item Amount VENDOR - 7254 - ONYX PAVING COMPANY, INC PAYMENT # 20451 VENDOR - 8087 - RAFTELIS FINANCIAL CONSULTANTS INC PAYMENT # 20452 VENDOR - 804 - LB JOHNSON INDUSTRIAL HARDWARE PAYMENT # 20448 VENDOR - 3604 - LIEBERT CASSIDY WHITMORE PAYMENT # 20449 VENDOR - 6248 - MILLENNIUM UPS, LLC PAYMENT # 20450 Page 17 of 37 . . Item 3 Page 20 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 40017 SOLID WASTE MANAGEMENT CONSULTING SERVICES 011-020-200-529225 20250379 4,314.92 Invoice Total: 4,314.92 40862 SOLID WASTE MANAGEMENT CONSULTING SERVICES 011-020-200-529225 20250379 8,470.00 Invoice Total: 8,470.00 8/8/2025 217.00 Invoice Description Account PO or Contract Line Item Amount 3095919369 SUBSCRIPTION (7/2025) 011-010-115-529600 LD-0045 217.00 Invoice Total: 217.00 8/8/2025 246.50 Invoice Description Account PO or Contract Line Item Amount 27896 NON-WINDOW ENVELOPES 058-070-700-522000 260004 246.50 Invoice Total: 246.50 8/8/2025 23,321.21 Invoice Description Account PO or Contract Line Item Amount 90787098 HIGH PRESSURE BOILER PUMP PARTS 055-050-586-529000- 250494 40.25 90787098 HIGH PRESSURE BOILER PUMP PARTS 055-050-586-529000- 250494 16,283.28 90787098 HIGH PRESSURE BOILER PUMP PARTS 055-050-586-529000- 250494 3,432.20 90787098 HIGH PRESSURE BOILER PUMP PARTS 055-050-586-529000- 250494 3,565.48 Invoice Total: 23,321.21 8/8/2025 1,098.59 Invoice Description Account PO or Contract Line Item Amount IN18448 FILTER ELEMENT 056-060-600-529000 250138 1,098.59 Invoice Total: 1,098.59 8/8/2025 1,649.50 Invoice Description Account PO or Contract Line Item Amount VENDOR - 3601 - UNITED SITE SERVICES OF CALIFORNIA, INC. PAYMENT # 20457 VENDOR - 3775 - STAPLEMAN MEDIA SERVICES, INC. PAYMENT # 20454 VENDOR - 7250 - SULZER PUMP SERVICES (US), INC PAYMENT # 20455 VENDOR - 4318 - TIMOTHY MARQUEZ PAYMENT # 20456 VENDOR - 6884 - RELX, INC PAYMENT # 20453 Page 18 of 37 . . Item 3 Page 21 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 11413907233 STANDARD RESTROOM W/SINK 8/1/24 - 8/28/24 058-070-700-529000 20250039 320.85 Invoice Total: 320.85 11413922339 STANDARD RESTROOM W/SINK 8/29/24 - 9/25/24 058-070-700-529000 20250039 265.73 Invoice Total: 265.73 11413939244 STANDARD RESTROOM W/SINK 9/26/24 - 10/23/24 058-070-700-529000 20250039 265.73 Invoice Total: 265.73 11413956445 STANDARD RESTROOM W/SINK 10/24/25 - 11/20/25 058-070-700-529000 20250039 265.73 Invoice Total: 265.73 11413973916 STANDARD RESTROOM W/SINK 11/21/25 - 12/18/25 058-070-700-529000 20250039 265.73 Invoice Total: 265.73 11413989424 STANDARD RESTROOM W/SINK 12/19/24 - 1/15/25 058-070-700-529000 20250039 265.73 Invoice Total: 265.73 8/8/2025 2,561.40 Invoice Description Account PO or Contract Line Item Amount 5747541 SODIUM HYPOCHLORITE 058-070-700-520140 20240032 337.03 Invoice Total: 337.03 5747542 SODIUM HYPOCHLORITE 058-070-700-520140 20240032 471.84 Invoice Total: 471.84 5747543 SODIUM HYPOCHLORITE 058-070-700-520140 20240032 674.05 Invoice Total: 674.05 5747544 SODIUM HYPOCHLORITE 058-070-700-520140 20240032 387.58 Invoice Total: 387.58 5747545 SODIUM HYPOCHLORITE 058-070-700-520140 20240032 438.13 Invoice Total: 438.13 5747547 SODIUM HYPOCHLORITE 058-070-700-520140 20240032 252.77 Invoice Total: 252.77 VENDOR - 7110 - WATERLINE TECHNOLOGIES, INC PAYMENT # 20458 Page 19 of 37 . . Item 3 Page 22 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 8/7/2025 1,805.82 Invoice Description Account PO or Contract Line Item Amount 28745 EE HSA CONTRIBUTIONS WARRANT 250807 011-000-000-210221 1,805.82 Invoice Total: 1,805.82 8/8/2025 40.32 Invoice Description Account PO or Contract Line Item Amount 071825 ACCT 700268089452 SVC ACCT 8002377932 6/27-7/17/25 055-050-555-526000 40.32 Invoice Total: 40.32 8/7/2025 257,413.70 Invoice Description Account PO or Contract Line Item Amount 28528 CALPERS RETIREMENT WARRANT 2025-07- 24 011-000-000-210240 171,769.61 28528 CALPERS RETIREMENT WARRANT 2025-07- 24 055-000-000-210240 71,714.02 28528 CALPERS RETIREMENT WARRANT 2025-07- 24 056-000-000-210240 4,095.44 28528 CALPERS RETIREMENT WARRANT 2025-07- 24 058-000-000-210240 10,947.12 28528 CALPERS RETIREMENT WARRANT 2025-07- 24 059-000-000-210240 94.08 28528 Payroll Run 1 - Warrant 250724-Rounding 011-010-120-512020 (0.03) 28528 CALPERS RETIREMENT WARRANT 2025-07- 24 011-040-415-512020 (1,206.54) Invoice Total: 257,413.70 8/11/2025 541,230.07 Invoice Description Account PO or Contract Line Item Amount 2025080531- 71399284 INITIAL CHARGES 07/2025 055-050-590-520156- 507,385.25 2025080531- 71399284 INITIAL CHARGES 07/2025 055-050-590-520170 16,279.93 VENDOR - 59 - SO CAL EDISON PAYMENT # 20460 VENDOR - 714 - CALPERS PAYMENT # 20461 VENDOR - 2412 - CALIFORNIA ISO PAYMENT # 20463 VENDOR - 4239 - HSA BANK PAYMENT # 20459 Page 20 of 37 . . Item 3 Page 23 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 2025080531- 71399284 INITIAL CHARGES 07/2025 055-050-590-520190 2,391.77 2025080531- 71399284 INITIAL CHARGES 07/2025 055-050-590-520210 12,382.81 2025080531- 71399284 REVISED CHARGES 08/2024 055-050-590-520170 674.56 2025080531- 71399284 REVISED CHARGES 08/2024 055-050-590-520190 (946.04) 2025080531- 71399284 REVISED CHARGES 08/2024 055-050-590-520156- 4,405.72 2025080531- 71399284 REVISED CHARGES 04/2025 055-050-590-520156- (826.29) 2025080531- 71399284 REVISED CHARGES 04/2025 055-050-590-520170 (355.88) 2025080531- 71399284 REVISED CHARGES 04/2025 055-050-590-520190 (161.76) Invoice Total: 541,230.07 8/13/2025 4,703.55 Invoice Description Account PO or Contract Line Item Amount 28747 UNION DUES 20250807 055-000-000-210250 4,206.47 28747 UNION DUES 20250807 056-000-000-210250 329.02 28747 UNION DUES 20250807 058-000-000-210250 168.06 Invoice Total: 4,703.55 8/13/2025 1,900.91 Invoice Description Account PO or Contract Line Item Amount 28742 EE UNION DUES PAYROLL WARRANT 250807 011-000-000-210250 1,900.91 Invoice Total: 1,900.91 8/12/2025 255,198.80 Invoice Description Account PO or Contract Line Item Amount 28736 CALPERS CONTRIBUTIONS PAYROLL WARRANT 250807 011-000-000-210240 167,854.75 VENDOR - 5323 - IBEW LOCAL 47 PAYMENT # 20464 VENDOR - 3407 - VERNON POLICE OFFICERS BENEFIT PAYMENT # 20465 VENDOR - 714 - CALPERS PAYMENT # 20468 Page 21 of 37 . . Item 3 Page 24 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 28736 CALPERS CONTRIBUTIONS PAYROLL WARRANT 250807 055-000-000-210240 72,759.10 28736 CALPERS CONTRIBUTIONS PAYROLL WARRANT 250807 056-000-000-210240 4,067.23 28736 CALPERS CONTRIBUTIONS PAYROLL WARRANT 250807 058-000-000-210240 10,417.53 28736 CALPERS CONTRIBUTIONS PAYROLL WARRANT 250807 059-000-000-210240 98.77 28736 Payroll Run 1 - Warrant 250807 EE 1355 SURV BEN 011-010-130-501010 0.93 28736 Payroll Run 1 - Warrant 250807 ROUNDING 011-010-120-512020 0.49 Invoice Total: 255,198.80 8/8/2025 51,072.85 Invoice Description Account PO or Contract Line Item Amount 28737 STATE TAXES- PAYROLL WARRANT 250807 011-000-000-210210 28,557.58 28737 STATE TAXES- PAYROLL WARRANT 250807 055-000-000-210210 19,538.11 28737 STATE TAXES- PAYROLL WARRANT 250807 056-000-000-210210 1,027.35 28737 STATE TAXES- PAYROLL WARRANT 250807 058-000-000-210210 1,920.61 28737 STATE TAXES- PAYROLL WARRANT 250807 059-000-000-210210 29.20 Invoice Total: 51,072.85 8/7/2025 1,374.81 Invoice Description Account PO or Contract Line Item Amount 28741 FSA AMOUNTS, PAYROLL WARRANT 250807 011-000-000-210231 1,374.81 Invoice Total: 1,374.81 8/8/2025 154,344.14 Invoice Description Account PO or Contract Line Item Amount 28743 FEDERAL TAXES-PR WARRANT 250807 011-000-000-210210 90,647.81 VENDOR - 1635 - EMPLOYMENT DEVELOPMENT DEPT PAYMENT # 20469 VENDOR - 3146 - CITY OF VERNON, FSA ACCOUNT PAYMENT # 20470 VENDOR - 4075 - THE DEPARTMENT OF THE TREASURY PAYMENT # 20471 Page 22 of 37 . . Item 3 Page 25 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 28743 FEDERAL TAXES-PR WARRANT 250807 055-000-000-210210 54,778.28 28743 FEDERAL TAXES-PR WARRANT 250807 056-000-000-210210 3,027.68 28743 FEDERAL TAXES-PR WARRANT 250807 058-000-000-210210 5,828.16 28743 FEDERAL TAXES-PR WARRANT 250807 059-000-000-210210 62.21 Invoice Total: 154,344.14 8/7/2025 34,392.61 Invoice Description Account PO or Contract Line Item Amount 28749 457 PLAN DEDUCTIONS - PAYROLL WARRAN 250807 011-000-000-210220 18,152.24 28749 457 PLAN DEDUCTIONS - PAYROLL WARRAN 250807 055-000-000-210220 14,536.25 28749 457 PLAN DEDUCTIONS - PAYROLL WARRAN 250807 056-000-000-210220 375.00 28749 457 PLAN DEDUCTIONS - PAYROLL WARRAN 250807 058-000-000-210220 1,279.12 28749 457 PLAN DEDUCTIONS - PAYROLL WARRAN 250807 059-000-000-210220 50.00 Invoice Total: 34,392.61 8/13/2025 116.99 Invoice Description Account PO or Contract Line Item Amount 072325 ACCT 0863577777 SERVICE 6/24/25-7/22/25 011-040-430-526000 116.99 Invoice Total: 116.99 8/13/2025 86.66 Invoice Description Account PO or Contract Line Item Amount 072325(1) ACCT 8369059794 SERVICE 6/24/25-7/22/25 011-040-415-526000 86.66 Invoice Total: 86.66 8/15/2025 556.68 Invoice Description Account PO or Contract Line Item Amount VENDOR - 59 - SO CAL EDISON PAYMENT # 20475 VENDOR - 7541 - MISSIONSQUARE RETIREMENT PAYMENT # 20472 VENDOR - 778 - CALIFORNIA WATER SERVICE CO PAYMENT # 20473 VENDOR - 778 - CALIFORNIA WATER SERVICE CO PAYMENT # 20474 Page 23 of 37 . . Item 3 Page 26 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 080125 ACCT 700356726234 SVC 8001154213 7/1/25- 7/31/25 055-050-590-526010 556.68 Invoice Total: 556.68 8/15/2025 25.85 Invoice Description Account PO or Contract Line Item Amount 424164826001 OFFICE SUPPLIES 011-030-300-522000 25.85 Invoice Total: 25.85 8/15/2025 922.42 Invoice Description Account PO or Contract Line Item Amount 798465 MATERIAL 056-060-600-529000 20240134 922.42 Invoice Total: 922.42 8/15/2025 6,940.00 Invoice Description Account PO or Contract Line Item Amount 18167 WORKERS COMPENSATION ADMINISTRATOR 011-010-120-529220 20250223 6,940.00 Invoice Total: 6,940.00 8/15/2025 76,655.77 Invoice Description Account PO or Contract Line Item Amount GR1710625 H79TI087013 - HEALTH SERVICES 011-595-200-523025- 20250143 76,655.77 Invoice Total: 76,655.77 8/15/2025 10,323.50 Invoice Description Account PO or Contract Line Item Amount 212053 DEED MEMBERSHIP 9/1/2025 - 8/31/2026 055-050-580-529550 10,323.50 Invoice Total: 10,323.50 8/15/2025 2,752.00 Invoice Description Account PO or Contract Line Item Amount 1036132 LEGAL SERVICES 011-010-115-529200 20250356 420.00 VENDOR - 5035 - AMERICAN PUBLIC POWER ASSOC PAYMENT # 20481 VENDOR - 5506 - BEST BEST & KRIEGER, LLP PAYMENT # 20482 VENDOR - 4840 - GENERAL ENGINEERING CONTRACTING INC. PAYMENT # 20478 VENDOR - 7976 - ADMINSURE INC PAYMENT # 20479 VENDOR - 6790 - ALTAMED HEALTH SERVICES CORPORATION PAYMENT # 20480 VENDOR - 2190 - OFFICE DEPOT PAYMENT # 20476 Page 24 of 37 . . Item 3 Page 27 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 Invoice Total: 420.00 1036133 LEGAL SERVICES 011-010-115-529200 20250356 512.00 Invoice Total: 512.00 1036134 LEGAL SERVICES 011-010-115-529200 20250356 1,820.00 Invoice Total: 1,820.00 8/15/2025 105.00 Invoice Description Account PO or Contract Line Item Amount 357249 ALARM MONITORING SERVICES 7/1/25 - 9/30/25 056-060-600-529215 260101 105.00 Invoice Total: 105.00 8/15/2025 266.73 Invoice Description Account PO or Contract Line Item Amount 258376AM MAINTENANCE SERVICES 6/16/25 055-050-550-529000 20250126 266.73 Invoice Total: 266.73 8/15/2025 58.72 Invoice Description Account PO or Contract Line Item Amount 5279520605 FIRST AID KIT REPLENISHMENTS 011-040-420-524000 20250113 58.72 Invoice Total: 58.72 8/15/2025 64,212.25 Invoice Description Account PO or Contract Line Item Amount 4219318090365 5129941 JULY 2025 055-050-590-520160 64,212.25 Invoice Total: 64,212.25 8/15/2025 1,496,315.67 Invoice Description Account PO or Contract Line Item Amount C0013489 FIRE PROTECTION SERVICES- SEPT 2025 011-030-305-529215 1,496,315.67 Invoice Total: 1,496,315.67 VENDOR - 1444 - COUNTY OF LOS ANGELES PAYMENT # 20487 VENDOR - 7667 - C&L REFRIGERATION CORPORATION PAYMENT # 20484 VENDOR - 5490 - CINTAS CORPORATION NO. 2 PAYMENT # 20485 VENDOR - 7262 - CITADEL ENERGY MARKETING, LLC PAYMENT # 20486 VENDOR - 7208 - BOYD & ASSOCIATES PAYMENT # 20483 Page 25 of 37 . . Item 3 Page 28 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 8/15/2025 665.00 Invoice Description Account PO or Contract Line Item Amount B3953989 PUBLICATION SERVICES 011-010-125-525000 250.00 Invoice Total: 250.00 B3953991 PUBLICATION SERVICES 011-010-125-525000 310.00 Invoice Total: 310.00 B3955417 PUBLICATION SERVICES 011-010-125-525000 105.00 Invoice Total: 105.00 8/15/2025 13,725.00 Invoice Description Account PO or Contract Line Item Amount 50394 PROFESSIONAL SERVICES THROUGH 6/30/25 055-050-580-529200 20250109 13,725.00 Invoice Total: 13,725.00 8/15/2025 69,297.50 Invoice Description Account PO or Contract Line Item Amount 4595106 JULY 2025 055-050-590-520160 69,297.50 Invoice Total: 69,297.50 8/15/2025 12,798.60 Invoice Description Account PO or Contract Line Item Amount 32502 SERVICES 5/1/25 - 5/31/25 058-070-700-529000 LP-0688 12,798.60 Invoice Total: 12,798.60 8/15/2025 1,250.00 Invoice Description Account PO or Contract Line Item Amount 0725001688006 JULY 2025 055-050-590-529215 87.50 Invoice Total: 87.50 0725001688088 JULY 2025 055-050-590-529215 1,162.50 VENDOR - 4116 - EDF, INC. PAYMENT # 20490 VENDOR - 147 - GENERAL PUMP COMPANY, INC PAYMENT # 20491 VENDOR - 4500 - ICE US OTC COMMODITY MARKETS, LLC PAYMENT # 20492 VENDOR - 947 - DAILY JOURNAL CORPORATION PAYMENT # 20488 VENDOR - 7145 - DUNCAN WEINBERG GENZER & PEMBROKE, P.C. PAYMENT # 20489 Page 26 of 37 . . Item 3 Page 29 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 Invoice Total: 1,162.50 8/15/2025 5,500.00 Invoice Description Account PO or Contract Line Item Amount JUL25 VERNON COMMUNITY FUND ADMINISTRATION 011-010-140-529215 20240111 5,500.00 Invoice Total: 5,500.00 8/15/2025 2,151.05 Invoice Description Account PO or Contract Line Item Amount 47266182 SWITCH OPERATING STICK 055-050-555-529020 250037 617.30 Invoice Total: 617.30 47269944 SWITCH OPERATING STICK 055-050-555-529020 250037 1,533.75 Invoice Total: 1,533.75 8/15/2025 1,991.13 Invoice Description Account PO or Contract Line Item Amount INV06021476 CLEARVIEW STARS Q1 2025 011-010-130-529215 FI-0042 1,991.13 Invoice Total: 1,991.13 8/15/2025 371.14 Invoice Description Account PO or Contract Line Item Amount 854299 PRESORTING MAIL SERVICES 011-010-130-522000 20260048 371.14 Invoice Total: 371.14 8/15/2025 72,461.25 Invoice Description Account PO or Contract Line Item Amount 1870 SERVICES AGREEMENT 058-070-700-660000 20240224 11,115.00 1870 SERVICES AGREEMENT 055-050-560-529000 20240224 19,950.00 1870 SERVICES AGREEMENT 055-050-560-660000 20240224 15,817.50 1870 SERVICES AGREEMENT 055-050-585-660000 20240224 22,158.75 1870 SERVICES AGREEMENT 058-070-700-529000 20240224 3,420.00 VENDOR - 6687 - NEXTDAY DELIVERY SERVICE, LLC PAYMENT # 20496 VENDOR - 5614 - NORTHWEST ELECTRICAL SERVICES, LLC PAYMENT # 20497 VENDOR - 5108 - JEMMOTT ROLLINS GROUP, INC PAYMENT # 20493 VENDOR - 1150 - MCMASTER-CARR SUPPLY COMPANY PAYMENT # 20494 VENDOR - 6722 - MUNISERVICES, LLC PAYMENT # 20495 Page 27 of 37 . . Item 3 Page 30 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 Invoice Total: 72,461.25 8/15/2025 132.00 Invoice Description Account PO or Contract Line Item Amount 1397 CAR WASHES 011-030-300-527000 260068 132.00 Invoice Total: 132.00 8/15/2025 387.86 Invoice Description Account PO or Contract Line Item Amount 115069 SHOP SUPPLIES (SPILL KITS) 011-040-420-522000 260151 387.86 Invoice Total: 387.86 8/15/2025 2,792,896.36 Invoice Description Account PO or Contract Line Item Amount 250407 CORESITE DATA CENTER 055-000-000-111100 LP-0761-1 67,755.63 250407 GOODMAN DATA CENTER #1 055-000-000-111100 LP-0761-1 164,675.69 250407 GOODMAN DATA CENTER #1 055-000-000-111100 LP-0761-1 21,491.92 250407 GOODMAN DATA CENTER #1 055-000-000-111100 LP-0761-1 41,363.25 250407 GOODMAN DATA CENTER #1 055-000-000-111100 LP-0761-1 183,887.33 250407 GOODMAN DATA CENTER #1 055-000-000-111100 LP-0761-1 28,805.00 250407 GOODMAN DATA CENTER #1 055-000-000-111100 LP-0761-1 592,297.96 250407 ELECTRIC SYSTEM MAINTENANCE 07/25 055-050-585-660000 LP-0761-1 446,620.32 250407 ELECTRIC SYSTEM MAINTENANCE 07/25 055-050-585-660000 LP-0761-1 21,557.40 250407 ELECTRIC SYSTEM MAINTENANCE 07/25 055-050-585-660000 LP-0761-1 110,989.90 250407 ELECTRIC SYSTEM MAINTENANCE 07/25 055-050-585-660000 LP-0761-1 63,549.12 250407 ELECTRIC SYSTEM MAINTENANCE 07/25 055-050-585-660000 LP-0761-1 16,879.36 250407 ELECTRIC SYSTEM MAINTENANCE 07/25 055-050-585-660000 LP-0761-1 2,983.28 250407 ELECTRIC SYSTEM MAINTENANCE 07/25 055-050-585-660000 LP-0761-1 29.50 250407 ELECTRIC SYSTEM MAINTENANCE 07/25 055-050-585-660000 LP-0761-1 103,701.20 250407 ELECTRIC SYSTEM MAINTENANCE 07/25 055-050-585-660000 LP-0761-1 91,285.59 250407 ELECTRIC SYSTEM MAINTENANCE 07/25 055-050-585-660000 LP-0761-1 21,355.98 250407 ELECTRIC SYSTEM MAINTENANCE 07/25 055-050-585-660000 LP-0761-1 50,818.26 VENDOR - 8126 - PEERLESS MATERIALS COMPANY PAYMENT # 20499 VENDOR - 3049 - PETRELLI ELECTRIC, INC PAYMENT # 20500 VENDOR - 870 - PARNASA TOV INC PAYMENT # 20498 Page 28 of 37 . . Item 3 Page 31 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 250407 ELECTRIC SYSTEM MAINTENANCE 07/25 055-050-585-660000 LP-0761-1 2,640.00 250407 ELECTRIC SYSTEM MAINTENANCE 07/25 055-050-550-660000 LP-0761-1 42,655.98 250407 ELECTRIC SYSTEM MAINTENANCE 07/25 055-050-555-660000 LP-0761-1 31,312.96 250407 ELECTRIC SYSTEM MAINTENANCE 07/25 059-080-800-660000 LP-0761-1 861.17 250407 ELECTRIC SYSTEM MAINTENANCE 07/25 011-040-415-660000 LP-0761-1 139,376.34 250407 ELECTRIC SYSTEM MAINTENANCE 07/25 056-060-605-529702 LP-0761-1 8,334.13 250407 ELECTRIC SYSTEM MAINTENANCE 07/25 055-050-565-529000 LP-0761-1 365,272.33 250407 ELECTRIC SYSTEM MAINTENANCE 07/25 058-070-700-529000 LP-0761-1 2,583.49 250407 ELECTRIC SYSTEM MAINTENANCE 07/25 055-050-550-529000 LP-0761-1 155,778.67 250407 ELECTRIC SYSTEM MAINTENANCE 07/25 011-040-415-529000 LP-0761-1 579.26 250407 ELECTRIC SYSTEM MAINTENANCE 07/25 055-050-570-529000 LP-0761-1 13,455.34 Invoice Total: 2,792,896.36 8/15/2025 4,093.85 Invoice Description Account PO or Contract Line Item Amount S100238894001 FIRE HYDRANT EXTENSION KITS 058-070-700-529000 250239 4,093.85 Invoice Total: 4,093.85 8/15/2025 348,461.00 Invoice Description Account PO or Contract Line Item Amount PV0825 AUGUST 2025 CAPACITY 055-050-590-520181 282,072.00 PV0825 JULY 2025 ENERGY 055-050-590-520151 56,389.00 PV0825 PSF 055-000-000-122100 10,000.00 Invoice Total: 348,461.00 8/15/2025 28,135.44 Invoice Description Account PO or Contract Line Item Amount DH0825 AUGUST 2025 055-050-590-520157- 28,135.44 Invoice Total: 28,135.44 8/15/2025 221,277.66 VENDOR - 2517 - SCPPA PAYMENT # 20502 VENDOR - 2517 - SCPPA PAYMENT # 20503 VENDOR - 7361 - SIEMENS ENERGY, INC PAYMENT # 20504 VENDOR - 6340 - S & J SUPPLY COMPANY, INC PAYMENT # 20501 Page 29 of 37 . . Item 3 Page 32 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 Invoice Description Account PO or Contract Line Item Amount 6019713 SUPPORT AGREEMENT 055-050-586-529225- 20240106 221,277.66 Invoice Total: 221,277.66 8/15/2025 24,669.00 Invoice Description Account PO or Contract Line Item Amount 7501886430 AUGUST 2025 055-050-590-520170 24,669.00 Invoice Total: 24,669.00 8/15/2025 62.79 Invoice Description Account PO or Contract Line Item Amount OE143244 NAME PLAT M OLEA 011-010-130-522000 260141 62.79 Invoice Total: 62.79 8/15/2025 12,334.50 Invoice Description Account PO or Contract Line Item Amount IN18455 INVENTORY PARTS 056-060-600-529000 250138 12,334.50 Invoice Total: 12,334.50 8/15/2025 4,703.30 Invoice Description Account PO or Contract Line Item Amount 11413908210 PORTABLE RESTROOM 8/6/24 - 8/7/24 011-040-415-529000 242.55 Invoice Total: 242.55 11413960343 PORTABLE RESTROOM 10/29/24 - 10/30/24 011-040-415-529000 595.35 Invoice Total: 595.35 11413983134 PORTABLE RESTROOM 12/05/24 - 12/06/24 011-040-415-529000 485.10 Invoice Total: 485.10 11414002429 STANDARD RESTROOM W/SINK 1/16/25 - 2/12/25 058-070-700-529000 20250039 265.73 Invoice Total: 265.73 VENDOR - 3601 - UNITED SITE SERVICES OF CALIFORNIA, INC. PAYMENT # 20508 VENDOR - 59 - SO CAL EDISON PAYMENT # 20505 VENDOR - 6780 - THE HITT COMPANIES, INC PAYMENT # 20506 VENDOR - 4318 - TIMOTHY MARQUEZ PAYMENT # 20507 Page 30 of 37 . . Item 3 Page 33 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 11414016857 STANDARD RESTROOM W/SINK 2/13/25 - 3/12/25 058-070-700-529000 20250039 265.73 Invoice Total: 265.73 11414030837 STANDARD RESTROOM W/SINK 3/13/25 - 4/9/25 058-070-700-529000 20250039 265.73 Invoice Total: 265.73 11414045348 STANDARD RESTROOM W/SINK 4/10/25 - 5/7/25 058-070-700-529000 20250039 265.80 Invoice Total: 265.80 11414060357 STANDARD RESTROOM W/SINK 5/8/25 - 6/4/25 058-070-700-529000 20250039 265.80 Invoice Total: 265.80 11414074228 STANDARD RESTROOM W/SINK 6/5/25 - 7/2/25 058-070-700-529000 20250039 265.80 Invoice Total: 265.80 INV4417492 PORTABLE RESTROOM 4/11/24 - 5/8/24 011-040-430-529000 111.59 Invoice Total: 111.59 INV4485339 PORTABLE RESTROOM 5/9/24 - 6/5/24 011-040-430-529000 111.59 Invoice Total: 111.59 INV4553130 PORTABLE RESTROOM 6/6/24 - 7/3/24 011-040-430-529000 111.59 Invoice Total: 111.59 INV4619880 PORTABLE RESTROOM 7/4/24 - 7/31/24 011-040-430-529000 111.59 Invoice Total: 111.59 INV4686724 PORTABLE RESTROOM 8/1/24 - 8/28/24 011-040-430-529000 111.59 Invoice Total: 111.59 INV4749470 PORTABLE RESTROOM 8/29/24 - 9/25/24 011-040-430-529000 111.59 Invoice Total: 111.59 INV4815260 PORTABLE RESTROOM 9/26/24 - 10/23/24 011-040-430-529000 111.59 Invoice Total: 111.59 INV4883026 PORTABLE RESTROOM 10/24/24 - 11/20/24 011-040-430-529000 111.59 Invoice Total: 111.59 INV4947247 PORTABLE RESTROOM 11/21/24 - 12/18/24 011-040-430-529000 111.59 Invoice Total: 111.59 Page 31 of 37 . . Item 3 Page 34 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 INV5008969 PORTABLE RESTROOM 12/19/24 - 1/15/25 011-040-430-529000 111.59 Invoice Total: 111.59 INV5069371 PORTABLE RESTROOM 1/16/25 - 2/12/25 011-040-430-529000 111.59 Invoice Total: 111.59 INV5128166 PORTABLE RESTROOM 2/13/25 - 3/12/25 011-040-430-529000 111.59 Invoice Total: 111.59 INV5188865 PORTABLE RESTROOM 3/13/25 - 4/9/25 011-040-430-529000 111.59 Invoice Total: 111.59 INV5251716 PORTABLE RESTROOM 4/10/25 - 5/7/25 011-040-430-529000 111.68 Invoice Total: 111.68 INV5315302 PORTABLE RESTROOM 5/8/25 - 6/4/25 011-040-430-529000 111.68 Invoice Total: 111.68 INV5378747 PORTABLE RESTROOM 6/5/25 - 7/2/25 011-040-430-529000 111.68 Invoice Total: 111.68 8/15/2025 56,646.77 Invoice Description Account PO or Contract Line Item Amount GG1766EI0625 JUNE 2025 055-050-590-520150 75.30 Invoice Total: 75.30 GG1766W0725 JULY 2025 CAPACITY 055-050-590-520183 33,180.97 GG1766W0725 JUNE 2025 ENERGY 055-050-590-520153 23,390.50 Invoice Total: 56,571.47 8/15/2025 17,577.73 Invoice Description Account PO or Contract Line Item Amount IN267154 INTERNET PROVIDER 059-080-800-520173 20240299 9,271.99 Invoice Total: 9,271.99 IN267164 INTERNET PROVIDER 059-080-800-520173 20240332 8,305.74 Invoice Total: 8,305.74 8/15/2025 168,756.29VENDOR - 1658 - WATER REPLENISHMENT DISTRICT PAYMENT # 20511 VENDOR - 2227 - US DEPARTMENT OF ENERGY PAYMENT # 20509 VENDOR - 7343 - USIPCOMMUNICATION, LLC PAYMENT # 20510 Page 32 of 37 . . Item 3 Page 35 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 Invoice Description Account PO or Contract Line Item Amount 063025 GROUNDWATER PRODUCTION & ASSESSMENT - JUNE 2025 058-070-700-520110 168,756.29 Invoice Total: 168,756.29 8/15/2025 46,459.35 Invoice Description Account PO or Contract Line Item Amount 202521 QUARTERLY PAYMENT - NO. 21 058-000-000-272010 34,883.72 Invoice Total: 34,883.72 CBWM250113 FY2025-2026 WATERMASTER CHARGES 058-070-700-520110 11,575.63 Invoice Total: 11,575.63 8/15/2025 7,860.72 Invoice Description Account PO or Contract Line Item Amount 8020 SEPTEMBER 2025 055-050-580-529215 LP-0463 7,860.72 Invoice Total: 7,860.72 8/15/2025 1,528.71 Invoice Description Account PO or Contract Line Item Amount 063025(1) SUPPLIES - JUNE 2025 056-060-600-529000 25005620250019 1,528.71 Invoice Total: 1,528.71 8/15/2025 430.89 Invoice Description Account PO or Contract Line Item Amount 063025 SUPPLIES - JUNE 2025 055-050-586-520231- 25007020250019 61.30 063025 SUPPLIES - JUNE 2025 055-050-586-522000- 25007020250019 80.46 063025 SUPPLIES - JUNE 2025 055-050-586-529000- 25007020250019 289.13 Invoice Total: 430.89 8/15/2025 2,521.89 Invoice Description Account PO or Contract Line Item Amount 063025(2) SUPPLIES - JUNE 2025 058-070-700-529000 25001820250019 2,521.89 VENDOR - 1552 - HOME DEPOT CREDIT SERVICES PAYMENT # 20514 VENDOR - 1552 - HOME DEPOT CREDIT SERVICES PAYMENT # 20515 VENDOR - 1552 - HOME DEPOT CREDIT SERVICES PAYMENT # 20516 VENDOR - 1658 - WATER REPLENISHMENT DISTRICT PAYMENT # 20512 VENDOR - 7918 - YES ENERGY LLC PAYMENT # 20513 Page 33 of 37 . . Item 3 Page 36 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 Invoice Total: 2,521.89 8/4/2025 2,066.67 Invoice Description Account PO or Contract Line Item Amount 28537 EE HSA CONTRIBUTIONS WARRANT 250724 011-000-000-210221 2,066.67 Invoice Total: 2,066.67 8/7/2025 792,629.50 Invoice Description Account PO or Contract Line Item Amount 080825 PAYROLL DIRECT DEPOSIT 011-000-000-210110 487,442.46 080825 PAYROLL DIRECT DEPOSIT 055-000-000-210110 247,486.28 080825 PAYROLL DIRECT DEPOSIT 056-000-000-210110 15,674.05 080825 PAYROLL DIRECT DEPOSIT 058-000-000-210110 41,743.80 080825 PAYROLL DIRECT DEPOSIT 059-000-000-210110 282.91 Invoice Total: 792,629.50 8/13/2025 281,041.43 Invoice Description Account PO or Contract Line Item Amount B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 011-000-000-210221 125,266.01 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 011-000-000-210222 14,416.46 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 011-000-000-210223 6,145.54 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 011-000-000-210230 2,668.05 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 011-010-105-529215 38.87 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 011-010-120-513035 152.14 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 011-010-120-513035 682.78 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 011-010-120-529215 6.76 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 011-010-120-529215 1,464.50 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 011-010-125-529215 3.38 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 011-010-130-523034 (3.85) B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 011-010-130-529215 20.28 VENDOR - 4239 - HSA BANK PAYMENT # 20393 PAYROLL DIRECT DEPOSIT VENDOR - 7703 - SELF INSURED SERVICES COMPANY PAYMENT # 20466 Page 34 of 37 . . Item 3 Page 37 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 011-020-200-529215 15.21 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 011-030-300-529215 99.71 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 011-040-400-529215 11.83 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 011-040-405-529215 10.14 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 011-040-415-529215 10.14 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 011-040-430-529215 32.11 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 055-000-000-210221 87,891.15 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 055-000-000-210222 6,275.95 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 055-000-000-210223 5,379.46 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 055-000-000-210230 973.70 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 055-050-555-529215 20.28 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 055-050-570-529215 1.69 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 055-050-575-529215 5.07 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 055-050-580-529215 11.83 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 055-050-585-529215 13.52 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 055-050-586-529215- 32.11 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 055-050-590-529215 10.14 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 055-050-595-529215 1.69 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 056-000-000-210221 4,600.00 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 056-000-000-210222 360.96 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 056-000-000-210223 424.35 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 056-000-000-210230 66.20 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 056-060-600-529215 5.07 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 058-000-000-210221 21,830.26 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 058-000-000-210222 1,126.52 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 058-000-000-210223 607.07 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 058-000-000-210230 302.62 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 058-070-700-529215 21.97 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 059-000-000-210221 34.96 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 059-000-000-210223 0.08 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 059-000-000-210230 1.50 B0JX64 ACTIVE MEDICAL PREMIUMS 08/2025 059-000-000-210222 3.22 Page 35 of 37 . . Item 3 Page 38 of 48 CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 Invoice Total: 281,041.43 8/13/2025 106,225.29 Invoice Description Account PO or Contract Line Item Amount B0JX65 RETIREE MEDICAL PREMIUM 08/2025 011-010-120-513035 73,629.50 B0JX65 RETIREE MEDICAL PREMIUM 08/2025 011-010-120-513035 23,338.79 B0JX65 RETIREE MEDICAL PREMIUM 08/2025 011-010-120-513035 8,347.23 B0JX65 RETIREE MEDICAL PREMIUM 08/2025 011-010-120-513035 34.77 B0JX65 RETIREE MEDICAL PREMIUM 08/2025 011-010-120-529215 875.00 Invoice Total: 106,225.29 8/12/2025 494.23 Invoice Description Account PO or Contract Line Item Amount 326220257 ONLINE BILL PAYMENT PROCESSING 055-050-580-529010 456.15 326220257 ONLINE BILL PAYMENT PROCESSING 056-060-600-529010- 18.14 326220257 ONLINE BILL PAYMENT PROCESSING 058-070-700-529010- 19.94 Invoice Total: 494.23 VENDOR - 7703 - SELF INSURED SERVICES COMPANY PAYMENT # 20467 VENDOR - 7365 - INVOICE CLOUD, INC PAYMENT # 20431 Page 36 of 37 . . Item 3 Page 39 of 48 EARLY CHECKS TOTAL ELECTRONIC TOTAL GRAND TOTAL 229,435.83 3,042,053.40 3,271,489.23 166,617.02 5,399,883.93 5,566,500.95 30,899.87 59,319.36 90,219.23 7,228.85 410,518.05 417,746.90 20,500.91 20,500.91 434,181.57 8,932,275.65 9,366,457.22 058 - WATER 059 - FIBER Total CITY OF VERNON OPERATING ACCOUNT WARRANT REGISTER NO. 157 DATE 09/16/2025 FUND 011 - GENERAL 055 - LIGHT & POWER 056 - NATURAL GAS Page 37 of 37 . . Item 3 Page 40 of 48 City Council Agenda Report Meeting Date:September 16, 2025 From:Alice Hui, Director of Finance Department:Finance Submitted by:Kathryne Magana, Accountant Subject Redevelopment Agency Obligation Retirement Account Warrant Register Recommendation Approve Redevelopment Agency Obligation Retirement Account Warrant Register No. 72, for the period of March 2, 2025 through August 16, 2025 and consisting of ratification of electronic payments totaling $2,250. Background Vernon Municipal Code Section 2.32.060 indicates the City Treasurer, or an authorized designee, shall prepare warrants covering claims or demands against the City which are to be presented to City Council for its audit and approval. Pursuant to the aforementioned code section, the City Treasurer has prepared Redevelopment Agency Obligation Retirement Account Warrant Register No. 72 covering claims and demands presented during the period of March 2, 2025 through August 16, 2025, drawn, or to be drawn, from East West Bank for City Council approval. Fiscal Impact The fiscal impact of approving Redevelopment Agency Obligation Retirement Account Warrant Register No. 72, totals $2,250. The Finance Department has determined that sufficient funds to pay such claims/demands, are available in the respective accounts referenced on RDA Obligation Retirement Account Warrant Register No. 72. Attachments 1. Redevelopment Agency Obligation Retirement Account Warrant Register No. 72 . . Item 4 Page 1 of 53 STAFF REPORT FINANCE/TREASURY DEPARTMENT DATE: September 3, 2025 TO: Honorable Mayor and City Council FROM: Alice Hui, City Treasurer RE: Redevelopment Agency Obligation Retirement Account Warrant Register for City Council Agenda of September 16, 2025 It is recommended that the attached Redevelopment Agency Obligation Retirement Account Warrant Register No. 72 be approved at the City Council meeting of September 16, 2025. Redevelopment Agency Obligation Retirement Account Warrant Register No. 72 totals $2,250.00, and covers claims and demands presented for March 2, 2025 to August 16, 2025, drawn or to be drawn, from East West Bank. The following list details the components of Redevelopment Agency Obligation Retirement Account Warrant Register No. 72: 1. Ratification of electronic payments totaling $2,250.00 . . Item 4 Page 2 of 53 RDA OBLIGATION RETIREMENT ACCOUNT City of Vernon No.72 I hereby Certify: that claims or demands covered by the This is to certify that the claims or demands above listed warrants have been audited as to accuracy covered by the above listed warrants have been and availability of funds for payments thereof; and that audited by the City Council of the City of Vernon said claims or demands are accurate and that funds are and that all of said warrants are approved for pay- available for payments thereof.ments except Warrant Numbers: Alice Hui DATE City Treasurer DATE Date:9/3/25 . . Item 4 Page 3 of 53 2,250.00 8/6/2025 2,250.00 Invoice Description Account PO or Contract Line Item Amount 252250048209 SUCCESSOR AGENCY BOND SERIES 2022A 090-090-900-529220 2,250.00 Invoice Total: 2,250.00 CITY OF VERNON RDA OBLIGATION RETIREMENT ACCOUNT WARRANT REGISTER NO. 72 DATE 09/16/2025 ELECTRONIC TOTAL: VENDOR - 2533 - BANK OF NEW YORK MELLON TRUST COMPANY NA PAYMENT # 20432 Page 1 of 2 . . Item 4 Page 4 of 53 EARLY CHECKS TOTAL ELECTRONIC TOTAL GRAND TOTAL 2,250.00 2,250.00 2,250.00 2,250.00 CITY OF VERNON RDA OBLIGATION RETIREMENT ACCOUNT WARRANT REGISTER NO. 72 DATE 09/16/2025 FUND 090 - RDA Total Page 2 of 2 . . Item 4 Page 5 of 53 City Council Agenda Report Meeting Date:September 16, 2025 From:Brian Saeki, City Administrator Department:City Administration Submitted by:Diana Figueroa, Senior Management Analyst Subject Fire Department Activity Report Recommendation Receive and file the July 2025 Fire Department Activity Report. Background Attached is a copy of a Fire Department Activity Report which covers the period of July 1 through July 31, 2025. The report is provided by Los Angeles County Fire and consists of incident details and a summary for the month. Fiscal Impact There is no fiscal impact associated with this report. Attachments 1. Fire Department Activity Report – July 2025 . . Item 5 Page 1 of 74 1 CITY OF VERNON FIRE STATISTICAL REPORT JULY 2025 AT-A-GLANCE: . . Item 5 Page 2 of 74 2 FIRES: Incident Date/Time Basic Incident Number (FD1) Basic Exposure (FD1.6) Basic Incident Full Address Basic Incident Type Code And Description (FD1.21) Basic Property Pre- Incident Value (FD1.37) Basic Property Losses (FD1.35) Basic Contents Pre- Incident Value (FD1.38) Basic Content Losses (FD1.36) Basic Primary Station Name (FD1.4) Basic Incident Address Favorite Address Postal Code (FD1.78) Basic Person Involved Postal Code (FD3.18) Basic Incident City Name (FD1.16): VERNON 07/04/2025 LAC25230952 0 South SANTA FE Avenue and E 28TH ST VERNON CA 90058 151 - Outside rubbish, trash or waste fire LAC052 07/07/2025 LAC25236363 0 4601 South SOTO ST #A VERNON CA 90058 111 - Building fire LAC052 07/12/2025 LAC25241641 0 25TH Street and S ALAMEDA ST VERNON CA 90058 100 - Fire, other LAC052 LAC25241806 0 South BOYLE Avenue and E SLAUSON AV VERNON CA 90058 118 - Trash or rubbish fire, contained LAC013 07/14/2025 LAC25245040 0 East 28TH Street and S SANTA FE AV VERNON CA 90058 150 - Outside rubbish fire, other LAC052 . . Item 5 Page 3 of 74 3 Incident Date/Time Basic Incident Number (FD1) Basic Exposure (FD1.6) Basic Incident Full Address Basic Incident Type Code And Description (FD1.21) Basic Property Pre- Incident Value (FD1.37) Basic Property Losses (FD1.35) Basic Contents Pre- Incident Value (FD1.38) Basic Content Losses (FD1.36) Basic Primary Station Name (FD1.4) Basic Incident Address Favorite Address Postal Code (FD1.78) Basic Person Involved Postal Code (FD3.18) 07/15/2025 LAC25245234 0 3855 South SANTA FE Avenue VERNON CA 90058 150 - Outside rubbish fire, other LAC052 07/28/2025 LAC25261606 0 East 26TH Street and S SANTA FE AV VERNON CA 90058 150 - Outside rubbish fire, other LAC052 Count: 7 TRANSPORTS: Disposition Incident Patient Disposition (eDisposition.12) Number of Incidents (ALS) Patient Treated, Transported 6 Canceled (Prior to Arrival At Scene) 2 Canceled on Scene (FD Not Needed) 12 Care Transferred to BLS 15 Dead Prior to Arrival (814 Sxn I) (DOA) 1 Patient Refusal (AMA) - (No Transport) 8 . . Item 5 Page 4 of 74 4 TYPES AND TOTALS: Cad Initial Cad Incident Type Description Fire Initial Cad Incident Type Description (FD1.86) Basic Incident Type Code And Description (FD1.21) Number of incidents Property Loss Content Loss Acres Burned Basic Incident Type Category (FD1.21): (None) Basic Incident City Name (FD1.16): VERNON ALRA ALRA 1 ALRWF ALRWF 1 ALRWFR ALRWFR 3 EMS EMS 2 MISC1 MISC1 1 RUB RUB 1 SZR SZR 1 Total: 10 Total: $0 Total: 0 Total: 0 Total: 10 Total: $0 Total: 0 Total: 0 Basic Incident Type Category (FD1.21): 1 - Fire Basic Incident City Name (FD1.16): VERNON ALRWF ALRWF 111 - Building fire 1 GRS GRS 150 - Outside rubbish fire, other 1 MISC1 MISC1 151 - Outside rubbish, trash or waste fire 1 RUB RUB 118 - Trash or rubbish fire, contained 1 RUB RUB 150 - Outside rubbish fire, other 1 STRC STRC 100 - Fire, other 1 TREE TREE 150 - Outside rubbish fire, other 1 Total: 7 Total: $0 Total: 0 Total: 0 Total: 7 Total: $0 Total: 0 Total: 0 CITY OF VERNON STATISTICS JULY 2025 INCIDENT SUMMARY . . Item 5 Page 5 of 74 5 Cad Initial Cad Incident Type Description Fire Initial Cad Incident Type Description (FD1.86) Basic Incident Type Code And Description (FD1.21) Number of incidents Property Loss Content Loss Acres Burned Basic Incident Type Category (FD1.21): 3 - Rescue & Emergency Medical Service Incident Basic Incident City Name (FD1.16): VERNON 911 911 300 - Rescue, EMS incident, other 1 ABDB ABDB 300 - Rescue, EMS incident, other 1 ASSLT ASSLT 300 - Rescue, EMS incident, other 1 ASSLT ASSLT 321 - EMS call, excluding vehicle accident with injury 3 BEHAVA BEHAVA 300 - Rescue, EMS incident, other 1 DB DB 321 - EMS call, excluding vehicle accident with injury 1 EMS EMS 321 - EMS call, excluding vehicle accident with injury 3 EXPOSA EXPOSA 321 - EMS call, excluding vehicle accident with injury 1 INJA INJA 321 - EMS call, excluding vehicle accident with injury 3 SICKA SICKA 321 - EMS call, excluding vehicle accident with injury 3 SICKB SICKB 321 - EMS call, excluding vehicle accident with injury 1 TCA TCA 322 - Motor vehicle accident with injuries 2 TCB TCB 300 - Rescue, EMS incident, other 4 TCB TCB 321 - EMS call, excluding vehicle accident with injury 1 TCB TCB 322 - Motor vehicle accident with injuries 1 CITY OF VERNON STATISTICS JULY 2025 INCIDENT SUMMARY . . Item 5 Page 6 of 74 6 Cad Initial Cad Incident Type Description Fire Initial Cad Incident Type Description (FD1.86) Basic Incident Type Code And Description (FD1.21) Number of incidents Property Loss Content Loss Acres Burned TCT TCT 321 - EMS call, excluding vehicle accident with injury 1 UNC UNC 300 - Rescue, EMS incident, other 1 UNC UNC 321 - EMS call, excluding vehicle accident with injury 1 Total: 30 Total: $0 Total: 0 Total: 0 Basic Incident City Name (FD1.16): VERNON CO EMS EMS 321 - EMS call, excluding vehicle accident with injury 1 Total: 1 Total: $0 Total: 0 Total: 0 Total: 31 Total: $0 Total: 0 Total: 0 Basic Incident Type Category (FD1.21): 6 - Good Intent Call Basic Incident City Name (FD1.16): VERNON ALRA ALRA 600 - Good intent call, other 3 ALRA ALRA 611 - Dispatched and cancelled en route 7 ALRAR ALRAR 600 - Good intent call, other 2 ALRMAN ALRMAN 611 - Dispatched and cancelled en route 1 ALRWF ALRWF 600 - Good intent call, other 2 ALRWF ALRWF 611 - Dispatched and cancelled en route 2 CP CP 600 - Good intent call, other 1 EMS EMS 600 - Good intent call, other 1 EMS EMS 611 - Dispatched and cancelled en route 1 INJA INJA 611 - Dispatched and cancelled en route 1 CITY OF VERNON STATISTICS JULY 2025 INCIDENT SUMMARY . . Item 5 Page 7 of 74 7 Cad Initial Cad Incident Type Description Fire Initial Cad Incident Type Description (FD1.86) Basic Incident Type Code And Description (FD1.21) Number of incidents Property Loss Content Loss Acres Burned INJB INJB 600 - Good intent call, other 1 INJB INJB 611 - Dispatched and cancelled en route 1 INVI INVI 600 - Good intent call, other 1 INVO INVO 600 - Good intent call, other 2 INVO INVO 611 - Dispatched and cancelled en route 1 MISC1 MISC1 600 - Good intent call, other 1 STRC STRC 600 - Good intent call, other 1 SZR SZR 611 - Dispatched and cancelled en route 1 TCB TCB 600 - Good intent call, other 2 TCB TCB 611 - Dispatched and cancelled en route 1 Total: 33 Total: $0 Total: 0 Total: 0 Total: 33 Total: $0 Total: 0 Total: 0 Basic Incident Type Category (FD1.21): 7 - False Alarm & False Call Basic Incident City Name (FD1.16): VERNON ALRA ALRA 700 - False alarm or false call, other 1 ALRWF ALRWF 700 - False alarm or false call, other 3 ALRWF ALRWF 745 - Alarm system activation, no fire - unintentional 1 ALRWFR ALRWFR 745 - Alarm system activation, no fire - unintentional 1 EMS EMS 700 - False alarm or false call, other 1 Total: 7 Total: $0 Total: 0 Total: 0 Total: 7 Total: $0 Total: 0 Total: 0 CITY OF VERNON STATISTICS JULY 2025 INCIDENT SUMMARY . . Item 5 Page 8 of 74 8 Cad Initial Cad Incident Type Description Fire Initial Cad Incident Type Description (FD1.86) Basic Incident Type Code And Description (FD1.21) Number of incidents Property Loss Content Loss Acres Burned Basic Incident Type Category (FD1.21): 8 - Severe Weather & Natural Disaster Basic Incident City Name (FD1.16): VERNON FLOOD FLOOD 812 - Flood assessment 1 Total: 1 Total: $0 Total: 0 Total: 0 Total: 1 Total: $0 Total: 0 Total: 0 Basic Incident Type Category (FD1.21): 9 - Special Incident Type Basic Incident City Name (FD1.16): VERNON INVI INVI 900 - Special type of incident, other 1 Total: 1 Total: $0 Total: 0 Total: 0 Total: 1 Total: $0 Total: 0 Total: 0 Total: 90 Total: $0 Total: 0 Total: 0 CITY DETAILS: Alarm Date Time Basic Incident Number (FD1) Cad Initial Cad Incident Type Description Incident Type Address Basic Incident Full Street Address Basic First Arrived At Scene Apparatus ID Basic Property Losses (FD1.35) Basic Content Losses (FD1.36) 07/01/25 LAC25228118 ALRA 611 - Dispatched and cancelled en route 5770 ANDERSON Street VERNON CA 90058 5770 ANDERSON Street E52 07/02/25 LAC25228626 ALRWF 600 - Good intent call, other 5800 South BOYLE Avenue VERNON CA 90058 5800 South BOYLE Avenue E13 07/02/25 LAC25229366 UNC 321 - EMS call, excluding vehicle accident with injury 4580 South PACIFIC Boulevard 4580 South PACIFIC Boulevard E52 CITY OF VERNON STATISTICS JULY 2025 INCIDENT SUMMARY CITY OF VERNON STATISTICS JULY 2025 CITY DETAILS . . Item 5 Page 9 of 74 9 Alarm Date Time Basic Incident Number (FD1) Cad Initial Cad Incident Type Description Incident Type Address Basic Incident Full Street Address Basic First Arrived At Scene Apparatus ID Basic Property Losses (FD1.35) Basic Content Losses (FD1.36) VERNON CA 90058 07/03/25 LAC25229862 ALRWF 611 - Dispatched and cancelled en route 4510 South ALAMEDA Street VERNON CA 90058 4510 South ALAMEDA Street 07/04/25 LAC25230952 MISC1 151 - Outside rubbish, trash or waste fire South SANTA FE Avenue and E 28TH ST VERNON CA 90058 South SANTA FE Avenue and E 28TH ST 07/04/25 LAC25231233 ALRA 600 - Good intent call, other 4575 DISTRICT Boulevard VERNON CA 90058 4575 DISTRICT Boulevard E13 07/04/25 LAC25232079 BEHAVA 300 - Rescue, EMS incident, other ANDERSON Street and S 2ND ST VERNON CA 90058 ANDERSON Street and S 2ND ST E52 07/05/25 LAC25232600 TCA 322 - Motor vehicle accident with injuries South SOTO Street and FRUITLAND AV VERNON CA 90058 South SOTO Street and FRUITLAND AV E13 07/07/25 LAC25236363 ALRWF 111 - Building fire 4601 South SOTO ST #A VERNON CA 90058 4601 South SOTO ST #A E52 07/08/25 LAC25236585 INJA 321 - EMS call, excluding vehicle accident with injury 4580 South PACIFIC Boulevard VERNON CA 90058 4580 South PACIFIC Boulevard S164 CITY OF VERNON STATISTICS JULY 2025 CITY DETAILS . . Item 5 Page 10 of 74 10 Alarm Date Time Basic Incident Number (FD1) Cad Initial Cad Incident Type Description Incident Type Address Basic Incident Full Street Address Basic First Arrived At Scene Apparatus ID Basic Property Losses (FD1.35) Basic Content Losses (FD1.36) 07/08/25 LAC25236635 MISC1 600 - Good intent call, other 4601 South SOTO Street VERNON CA 90058 4601 South SOTO Street E52 07/09/25 LAC25237899 TCB 600 - Good intent call, other South DOWNEY Road and E VERNON AV VERNON CA 90058 South DOWNEY Road and E VERNON AV E13 07/09/25 LAC25238089 SICKA 321 - EMS call, excluding vehicle accident with injury 4580 South PACIFIC Boulevard VERNON CA 90058 4580 South PACIFIC Boulevard E52 07/09/25 LAC25238342 EXPOSA 321 - EMS call, excluding vehicle accident with injury 2901 FRUITLAND Avenue VERNON CA 90058 2901 FRUITLAND Avenue S13 07/09/25 LAC25238635 INVI 600 - Good intent call, other 4601 South SOTO Street VERNON CA 90058 4601 South SOTO Street E52 07/09/25 LAC25238663 TCA 322 - Motor vehicle accident with injuries Intersection DISTRICT Boulevard and GIFFORD AV VERNON CA 90058 Intersection DISTRICT Boulevard and GIFFORD AV S163 07/10/25 LAC25239084 INVO 611 - Dispatched and cancelled en route 4305 South SANTA FE Avenue VERNON CA 90058 4305 South SANTA FE Avenue E52 CITY OF VERNON STATISTICS JULY 2025 CITY DETAILS . . Item 5 Page 11 of 74 11 Alarm Date Time Basic Incident Number (FD1) Cad Initial Cad Incident Type Description Incident Type Address Basic Incident Full Street Address Basic First Arrived At Scene Apparatus ID Basic Property Losses (FD1.35) Basic Content Losses (FD1.36) 07/10/25 LAC25239529 SICKA 321 - EMS call, excluding vehicle accident with injury 2950 East LEONIS Boulevard VERNON CA 90058 2950 East LEONIS Boulevard S13 07/11/25 LAC25240188 TCB 321 - EMS call, excluding vehicle accident with injury South SANTA FE Avenue and E VERNON AV VERNON CA 90058 South SANTA FE Avenue and E VERNON AV E52 07/11/25 LAC25240503 INVI 900 - Special type of incident, other 4601 South SOTO Street VERNON CA 90058 4601 South SOTO Street E52 07/11/25 LAC25240717 SZR 611 - Dispatched and cancelled en route 2570 East 25TH Street VERNON CA 90058 2570 East 25TH Street E52 07/11/25 LAC25241110 STRC 600 - Good intent call, other 2700 East FRUITLAND Avenue and S PACIFIC BLVD VERNON CA 90058 2700 East FRUITLAND Avenue and S PACIFIC BLVD E13 07/11/25 LAC25241263 ALRWF 611 - Dispatched and cancelled en route 2445 South SANTA FE Avenue VERNON CA 90058 2445 South SANTA FE Avenue E52 07/12/25 LAC25241641 STRC 100 - Fire, other 25TH Street and S ALAMEDA ST VERNON CA 90058 25TH Street and S ALAMEDA ST E52 07/12/25 LAC25241806 RUB 118 - Trash or rubbish fire, contained South BOYLE Avenue and E SLAUSON AV South BOYLE Avenue and E SLAUSON AV E13 CITY OF VERNON STATISTICS JULY 2025 CITY DETAILS . . Item 5 Page 12 of 74 12 Alarm Date Time Basic Incident Number (FD1) Cad Initial Cad Incident Type Description Incident Type Address Basic Incident Full Street Address Basic First Arrived At Scene Apparatus ID Basic Property Losses (FD1.35) Basic Content Losses (FD1.36) VERNON CA 90058 07/12/25 LAC25242113 FLOOD 812 - Flood assessment 5325 South SOTO Street VERNON CA 90058 5325 South SOTO Street T13 07/12/25 LAC25242253 ALRA 700 - False alarm or false call, other 4623 MAYWOOD Avenue VERNON CA 90058 4623 MAYWOOD Avenue E13 07/12/25 LAC25242399 ALRAR 600 - Good intent call, other 3141 East 44TH Street VERNON CA 90058 3141 East 44TH Street E52 07/13/25 LAC25243098 ALRA 611 - Dispatched and cancelled en route 4623 MAYWOOD Avenue VERNON CA 90058 4623 MAYWOOD Avenue E13 07/13/25 LAC25243809 INJA 321 - EMS call, excluding vehicle accident with injury 2638 East VERNON Avenue VERNON CA 90058 2638 East VERNON Avenue E52 07/14/25 LAC25244318 INVO 600 - Good intent call, other 4927 South ALCOA Avenue VERNON CA 90058 4927 South ALCOA Avenue E13 07/14/25 LAC25244493 INJB 611 - Dispatched and cancelled en route 2807 South SANTA FE Avenue VERNON CA 90058 2807 South SANTA FE Avenue 07/14/25 LAC25244649 ALRWF 700 - False alarm or false call, other 2315 East 52ND Street VERNON CA 90058 2315 East 52ND Street E52 CITY OF VERNON STATISTICS JULY 2025 CITY DETAILS . . Item 5 Page 13 of 74 13 Alarm Date Time Basic Incident Number (FD1) Cad Initial Cad Incident Type Description Incident Type Address Basic Incident Full Street Address Basic First Arrived At Scene Apparatus ID Basic Property Losses (FD1.35) Basic Content Losses (FD1.36) 07/14/25 LAC25244709 ALRA 611 - Dispatched and cancelled en route 2445 South SANTA FE Avenue VERNON CA 90058 2445 South SANTA FE Avenue 07/14/25 LAC25245040 TREE 150 - Outside rubbish fire, other East 28TH Street and S SANTA FE AV VERNON CA 90058 East 28TH Street and S SANTA FE AV E52 07/15/25 LAC25245234 GRS 150 - Outside rubbish fire, other 3855 South SANTA FE Avenue VERNON CA 90058 3855 South SANTA FE Avenue E52 07/15/25 LAC25246165 CP 600 - Good intent call, other 3737 South SOTO Street VERNON CA 90058 3737 South SOTO Street E52 07/16/25 LAC25246791 ASSLT 321 - EMS call, excluding vehicle accident with injury ROSS Street and S ALAMEDA ST VERNON CA 90058 ROSS Street and S ALAMEDA ST E52 07/16/25 LAC25246812 SICKA 321 - EMS call, excluding vehicle accident with injury 3851 South SOTO Street VERNON CA 90058 3851 South SOTO Street S13 07/16/25 LAC25247247 ASSLT 321 - EMS call, excluding vehicle accident with injury 4608 East 50TH Street VERNON CA 90058 4608 East 50TH Street E13 07/17/25 LAC25247720 ALRWF 745 - Alarm system activation, no fire -unintentional 5801 South 2ND Street VERNON CA 90058 5801 South 2ND Street E52 CITY OF VERNON STATISTICS JULY 2025 CITY DETAILS . . Item 5 Page 14 of 74 14 Alarm Date Time Basic Incident Number (FD1) Cad Initial Cad Incident Type Description Incident Type Address Basic Incident Full Street Address Basic First Arrived At Scene Apparatus ID Basic Property Losses (FD1.35) Basic Content Losses (FD1.36) 07/17/25 LAC25247922 ALRA 600 - Good intent call, other 5383 South ALCOA Avenue VERNON CA 90058 5383 South ALCOA Avenue E13 07/17/25 LAC25248362 ASSLT 321 - EMS call, excluding vehicle accident with injury 2900 South SANTA FE Avenue VERNON CA 90058 2900 South SANTA FE Avenue E52 07/18/25 LAC25249275 ALRA 611 - Dispatched and cancelled en route 3200 East SLAUSON Avenue VERNON CA 90058 3200 East SLAUSON Avenue 07/18/25 LAC25249419 ALRA 611 - Dispatched and cancelled en route 4575 DISTRICT Boulevard VERNON CA 90058 4575 DISTRICT Boulevard E163 07/18/25 LAC25249551 ALRWFR 5383 South ALCOA Avenue VERNON CA 90058 5383 South ALCOA Avenue 07/18/25 LAC25249607 UNC 300 - Rescue, EMS incident, other 2761 FRUITLAND AV #888 VERNON CA 90058 2761 FRUITLAND AV #888 E52 07/18/25 LAC25249639 TCB 322 - Motor vehicle accident with injuries South ALCOA Avenue and FRUITLAND AV VERNON CA 90058 South ALCOA Avenue and FRUITLAND AV T13 07/18/25 LAC25250093 TCB 300 - Rescue, EMS incident, other 3737 South SOTO Street VERNON CA 90058 3737 South SOTO Street E52 CITY OF VERNON STATISTICS JULY 2025 CITY DETAILS . . Item 5 Page 15 of 74 15 Alarm Date Time Basic Incident Number (FD1) Cad Initial Cad Incident Type Description Incident Type Address Basic Incident Full Street Address Basic First Arrived At Scene Apparatus ID Basic Property Losses (FD1.35) Basic Content Losses (FD1.36) 07/18/25 LAC25250228 TCB 300 - Rescue, EMS incident, other 2619 East 37TH Street VERNON CA 90058 2619 East 37TH Street E52 07/19/25 LAC25250242 ABDB 300 - Rescue, EMS incident, other South PACIFIC Boulevard and FRUITLAND AV VERNON CA 90058 South PACIFIC Boulevard and FRUITLAND AV E52 07/19/25 LAC25250299 EMS 700 - False alarm or false call, other SB 710 AT BANDINI Boulevard VERNON CA 90058 SB 710 AT BANDINI Boulevard 07/19/25 LAC25250473 TCB 300 - Rescue, EMS incident, other South PACIFIC Boulevard and S SANTA FE AV VERNON CA 90058 South PACIFIC Boulevard and S SANTA FE AV E52 07/19/25 LAC25250476 911 300 - Rescue, EMS incident, other South ALAMEDA Street and E VERNON AV VERNON CA 90058 South ALAMEDA Street and E VERNON AV E52 07/20/25 LAC25252489 EMS 611 - Dispatched and cancelled en route South DOWNEY Road and E VERNON AV VERNON CA 90058 South DOWNEY Road and E VERNON AV S13 07/21/25 LAC25252858 INJA 321 - EMS call, excluding vehicle accident with injury 5801 South 2ND Street VERNON CA 90058 5801 South 2ND Street S164 CITY OF VERNON STATISTICS JULY 2025 CITY DETAILS . . Item 5 Page 16 of 74 16 Alarm Date Time Basic Incident Number (FD1) Cad Initial Cad Incident Type Description Incident Type Address Basic Incident Full Street Address Basic First Arrived At Scene Apparatus ID Basic Property Losses (FD1.35) Basic Content Losses (FD1.36) 07/21/25 LAC25253098 TCT 321 - EMS call, excluding vehicle accident with injury South SANTA FE Avenue and E VERNON AV VERNON CA 90058 South SANTA FE Avenue and E VERNON AV S164 07/21/25 LAC25253140 INVO 600 - Good intent call, other East SLAUSON Avenue and STATE ST VERNON CA 90058 East SLAUSON Avenue and STATE ST E57 07/21/25 LAC25253495 EMS 321 - EMS call, excluding vehicle accident with injury East EXCHANGE Avenue and S DOWNEY RD VERNON CO CA 90058 East EXCHANGE Avenue and S DOWNEY RD S13 07/22/25 LAC25254052 EMS 5831 South SANTA FE Avenue VERNON CA 90058 5831 South SANTA FE Avenue E52 07/22/25 LAC25254380 ALRWFR 745 - Alarm system activation, no fire -unintentional 5383 South ALCOA Avenue VERNON CA 90058 5383 South ALCOA Avenue E13 07/22/25 LAC25254601 SZR South ALAMEDA Street and 48TH PL VERNON CA 90058 South ALAMEDA Street and 48TH PL 07/22/25 LAC25254788 ALRWF 2300 East 48TH Street VERNON CA 90058 2300 East 48TH Street E52 CITY OF VERNON STATISTICS JULY 2025 CITY DETAILS . . Item 5 Page 17 of 74 17 Alarm Date Time Basic Incident Number (FD1) Cad Initial Cad Incident Type Description Incident Type Address Basic Incident Full Street Address Basic First Arrived At Scene Apparatus ID Basic Property Losses (FD1.35) Basic Content Losses (FD1.36) 07/23/25 LAC25255574 ALRWFR 2849 East LEONIS Boulevard VERNON CA 90058 2849 East LEONIS Boulevard E52 07/23/25 LAC25255799 ALRMAN 611 - Dispatched and cancelled en route 3250 East 44TH Street VERNON CA 90058 3250 East 44TH Street 07/24/25 LAC25256321 SICKB 321 - EMS call, excluding vehicle accident with injury 4433 South PACIFIC Boulevard VERNON CA 90058 4433 South PACIFIC Boulevard E52 07/24/25 LAC25256372 ALRA 611 - Dispatched and cancelled en route 5233 South ALCOA Avenue VERNON CA 90058 5233 South ALCOA Avenue 07/24/25 LAC25256412 INJB 600 - Good intent call, other 2610 East 37TH Street VERNON CA 90058 2610 East 37TH Street E52 07/24/25 LAC25256434 ALRAR 600 - Good intent call, other 2035 East VERNON Avenue VERNON CA 90058 2035 East VERNON Avenue E52 07/24/25 LAC25256445 DB 321 - EMS call, excluding vehicle accident with injury FRUITLAND Avenue and S PACIFIC BLVD VERNON CA 90058 FRUITLAND Avenue and S PACIFIC BLVD E52 07/24/25 LAC25256571 ALRWF 600 - Good intent call, other 3844 South SANTA FE Avenue VERNON CA 90058 3844 South SANTA FE Avenue E52 CITY OF VERNON STATISTICS JULY 2025 CITY DETAILS . . Item 5 Page 18 of 74 18 Alarm Date Time Basic Incident Number (FD1) Cad Initial Cad Incident Type Description Incident Type Address Basic Incident Full Street Address Basic First Arrived At Scene Apparatus ID Basic Property Losses (FD1.35) Basic Content Losses (FD1.36) 07/24/25 LAC25256714 EMS 321 - EMS call, excluding vehicle accident with injury 3737 South SOTO Street VERNON CA 90058 3737 South SOTO Street S164 07/24/25 LAC25256823 TCB 600 - Good intent call, other East 37TH Street and S SANTA FE AV VERNON CA 90058 East 37TH Street and S SANTA FE AV E52 07/24/25 LAC25257053 ALRA 600 - Good intent call, other 2300 East 48TH Street VERNON CA 90058 2300 East 48TH Street E52 07/25/25 LAC25257630 ALRA 611 - Dispatched and cancelled en route 3855 South SOTO Street VERNON CA 90058 3855 South SOTO Street 07/25/25 LAC25257913 INJA 611 - Dispatched and cancelled en route 5080 South ALAMEDA Street VERNON CA 90058 5080 South ALAMEDA Street S164 07/25/25 LAC25257986 TCB 611 - Dispatched and cancelled en route South SOTO Street and E VERNON AV VERNON CA 90058 South SOTO Street and E VERNON AV E52 07/25/25 LAC25258627 EMS 321 - EMS call, excluding vehicle accident with injury 1 East SLAUSON Avenue and S BOYLE AV VERNON CA 90058 1 East SLAUSON Avenue and S BOYLE AV E13 07/26/25 LAC25259054 ALRWF 700 - False alarm or false call, other 2602 East 37TH Street VERNON CA 90058 2602 East 37TH Street E52 CITY OF VERNON STATISTICS JULY 2025 CITY DETAILS . . Item 5 Page 19 of 74 19 Alarm Date Time Basic Incident Number (FD1) Cad Initial Cad Incident Type Description Incident Type Address Basic Incident Full Street Address Basic First Arrived At Scene Apparatus ID Basic Property Losses (FD1.35) Basic Content Losses (FD1.36) 07/27/25 LAC25259993 TCB 300 - Rescue, EMS incident, other East 57TH Street and ANDERSON ST VERNON CA 90058 East 57TH Street and ANDERSON ST E52 07/28/25 LAC25261201 EMS 321 - EMS call, excluding vehicle accident with injury South ALCOA Avenue and E SLAUSON AV VERNON CA 90058 South ALCOA Avenue and E SLAUSON AV S13 07/28/25 LAC25261380 ALRWFR 2730 East 37TH Street VERNON CA 90058 2730 East 37TH Street 07/28/25 LAC25261606 RUB 150 - Outside rubbish fire, other East 26TH Street and S SANTA FE AV VERNON CA 90058 East 26TH Street and S SANTA FE AV E52 07/28/25 LAC25261935 MISC1 South ALAMEDA Street and 25TH ST VERNON CA 90058 South ALAMEDA Street and 25TH ST E52 07/28/25 LAC25262058 EMS South SOTO Street and BANDINI BLVD VERNON CA 90058 South SOTO Street and BANDINI BLVD 07/28/25 LAC25262153 ASSLT 300 - Rescue, EMS incident, other 3737 South SOTO Street VERNON CA 90058 3737 South SOTO Street E52 07/29/25 LAC25262723 ALRA 3615 East VERNON Avenue VERNON CA 90058 3615 East VERNON Avenue E52 CITY OF VERNON STATISTICS JULY 2025 CITY DETAILS . . Item 5 Page 20 of 74 20 Alarm Date Time Basic Incident Number (FD1) Cad Initial Cad Incident Type Description Incident Type Address Basic Incident Full Street Address Basic First Arrived At Scene Apparatus ID Basic Property Losses (FD1.35) Basic Content Losses (FD1.36) 07/29/25 LAC25263188 RUB South ALAMEDA Street and 25TH ST VERNON CA 90058 South ALAMEDA Street and 25TH ST E52 07/30/25 LAC25264195 EMS 600 - Good intent call, other South ALAMEDA Street and E 37TH ST VERNON CA 90058 South ALAMEDA Street and E 37TH ST E52 07/30/25 LAC25264550 ALRWF 700 - False alarm or false call, other 4460 South PACIFIC Boulevard VERNON CA 90058 4460 South PACIFIC Boulevard E52 Count: 90 CITY OF VERNON STATISTICS JULY 2025 CITY DETAILS . . Item 5 Page 21 of 74 City Council Agenda Report Meeting Date:September 16, 2025 From:Robert Sousa, Chief of Police Department:Police Submitted by:Donna Aggers, Records Manager Subject Police Department Activity Report Recommendation Receive and file the July 2025 Police Department Activity Report. Background The Vernon Police Department’s activity report consists of activity during the specified reporting period, including a summary of calls for service, and statistical information regarding arrests, traffic collisions, stored and impounded vehicles, recovered stolen vehicles, the number of citations issued, and the number of reports filed. Fiscal Impact There is no fiscal impact associated with this report. Attachments 1. July 2025 Police Department Activity Report . . Item 6 Page 1 of 125 Page 1 of 3 Daily Activity Report (DAR) - Month/year Printed on August 18, 2025 Code : Description Totals 188 1 31 6 1 20 1 2 3 3 1 1 13 1 1 1 145 8 5 13 4 2 12 24 123 9 32 3 10 2 27 544 1 32 3 33 14 10-6 : 10-6 10-96C : CITY HALL SECURITY CHECK 1096H & AR COUNT : PICK UP THE JAIL PAPERWORK AND UPDATE THE AR LOG 140 : SUPPLEMENTAL REPORT 20001 : INJURY HIT & RUN ACCIDENT 20002 : NON INJURY HIT & RUN ACCIDENT 211 : ROBBERY 215 : CARJACKING 242 : BATTERY 245 : ASSAULT WITH A DEADLY WEAPON 273.5 : DOMESTIC VIOLENCE 314 : INDECENT EXPOSURE 415 : DISTURBING THE PEACE 417 : BRANDISHING A WEAPON 422 : THREATS 451 : ARSON 459A : AUDIBLE BURGLARY ALARM 459 : BURGLARY 459S : BURGLARY ALARM - SILENT 459V : BURGLARY TO A VEHICLE 476 : FRAUD 484 : PETTY THEFT 487 : GRAND THEFT 586E : PARKING ENFORCEMENT 586 : PARKING COMPLAINT 594 : VANDALISM 602 : TRESPASS 647F : INTOXICATED/DRUNK IN PUBLIC 909T : TRAFFIC HAZZARD 911 : 911 MISUSE / HANGUP 911A : CONTACT THE REPORTING PARTY 911NR : 911 CALL NO RESPONSE REQUIRED 917A : ABANDONED VEHICLE 925 : SUSPICIOUS - CIRCUMSTANCES/PERSON/VEHICLE 927 : UNKNOWN TROUBLE ACCIDENTAL : CFS OPENED IN ERROR ASSISTFD : ASSIST FIRE DEPARTMENT BOSIG : BROKEN TRAFFIC SIGNAL/LIGHT 1 . . Item 6 Page 2 of 125 Page 2 of 3 Code : Description Totals BOVEH : DISABLED VEHICLE 18 CITCK : TICKET/CITATION CHECK 2 CITY ALARMS : TESTING THE CITY HALL ALARMS 4 CIVIL : CIVIL MATTER 2 CODE 5 : SURVEILLANCE 3 DETAIL : DETAIL 9 DET INVEST : DETECTIVE INVESTIGATION 9 DPTAST : DEPARTMENTAL ASSIST 11 DUP : DUPLICATE CALL 71 FILING : OFFICERS IS 10-6 REPORT WRITING 125 FOUND : FOUND PROPERTY REPORT 2 FU : FOLLOW UP 13 GTA : GRAND THEFT AUTO 23 HBC : HAILED BY A CITIZEN 11 ILLDPG : ILLEGAL DUMPING 4 INCIDENT REPORT : INCIDENT REPORT 7 INDACC : INDUSTRIAL ACCIDENT 1 JAIL PANIC : TEST THE JAIL PANIC BUTTON 4 KTP : KEEP THE PEACE 35 LOCATE : LOCATED VERNON STOLEN VEHICLE/LICENSE PLATES 17 LOJACK : LOJACK HIT 3 LPR : LICENSE PLATE READER 5 MISPR : MISSING PERSON REPORT 1 OnLine report : ON-LINE REPORT 3 PANIC ALARM : PANIC/DURESS/HOLD UP ALARM 4 PAPD : PUBLIC ASSIST 18 PATCK : PATROL CHECK 366 PEDCK : PEDESTRIAN CHECK 26 PLATES : LOST/STOLEN/FOUND LICENSE PLATE REPORT 1 PRSTRAN : PRISONER TRANSPORT 8 RECKLESS DRV : RECKLESS DRIVING 23103 10 RECORDS ALARM : TEST THE RECORDS ALARM 4 REC : RECOVERED STOLEN VEHICLE IN THE FIELD 8 REPO : REPOSESSION 7 ROAD RAGE : ROAD RAGE 3 RR : RAIL ROAD PROBLEM 4 SPEED TRAILER : SPEED TRAILER DEPLOYMENT 2 TC : TRAFFIC ACCIDENT 47 TEST : TEST CALL 13 TRAFFIC : TRAFFIC STOP 352 UNATTACHED TRAILER : UNATTACHED TRAILER 10.16.30 4 VCK : VEHICLE CHECK 85 VEH RELEASE : VEHICLE RELEASE 13 VIDEO ALARM : VIDEO SURVEILLANCE ACTIVATION 4 VMC : VERNON MUNICIPAL CODE VIOLATION 9 WARRANT : WARRANT ARREST 2 . . Item 6 Page 3 of 125 Page 3 of 3 Code : Description Totals WELCK : WELFARE CHECK 14 Totals 2708 . . Item 6 Page 4 of 125 VERNON POLICE DEPARTMENT Police Activity Report Period Ending: 07/31/25 TRAFFIC COLLISIONS NO. PROPERTY RECOVERED TOTAL 33 VEHICLES: $678,203.00 NON-INJURY 18 INJURY 15 Persons Injured 30 Pedestrian 0 Fatalities 0 City Property Damage 8 Hit & Run (Felony) 1 Hit & Run (Misdemeanor) 12 VEHICLES STORED PROPERTY RECOVERED FOR Unlicensed Driver/Impounded Vehicle 18 OTHER DEPARTMENTS Unattached Trailer 3 VEHICLES: $63,001.00 Abandoned/Stored Vehicle 15 Traffic Hazard 0 CITATIONS Citations Iss (Prisoner Release) 25 Citations Iss (Other Violations) 0 Parking 156 Hazardous 133 Non-Hazardous 51 Citations Iss (Moving) 184 Citations Iss (Total) 340 CASES CLEARED BY ARREST CR25-0973 11364(A) HS CR25-1056 14601.2(A) VC CR25-0975 594(B)(1) PC CR25-1064 11350 HS CR25-0980 14601.2 VC CR25-1066 14601.2(A) VC CR25-0981 11377(A) HS CR25-1071 11364(A) HS CR25-0986 459 PC CR25-1081 11364(A) HS CR25-0986 459 PC CR25-1089 10851 VC CR25-0996 14601.2 VC CR25-1091 11364(A) HS CR25-1010 20002(A) VC CR25-1100 12500(A) VC CR25-1024 594(B)(1) PC CR25-1104 211 PC CR25-1330 530.5(A) PC CR25-1110 11364(A) HS CR25-1330 530.5(A) PC CR25-1124 14601.2(A) VC CR25-1041 30305(A)(1) PC CR25-1129 459 PC CR25-1051 21200.5 VC . . Item 6 Page 5 of 125 MALE FEMALE TOTAL ARSON ASSAULT BURGLARY (& ATTEMPTED)3 CONSPIRACY CORPORAL INJURY ON SPOUSE/COHABITANT CHILD ABUSE/CHILD ENDANGERMENT DRIVING UNDER THE INFLUENCE w/INJURY EMBEZZLEMENT EVADING GRAND THEFT: AUTO (& ATTEMPTED)1 GRAND THEFT: PROPERTY (& ATTEMPTED) HIT/RUN IDENTITY THEFT 2 POSSESSION OF CONTR SUBST FOR SALE POSSESSION OF STOLEN PROPERTY RESISTING/OBSTRUCTING ROBBERY 1 SEXUAL BATTERY TRANSPORT CONTROLLED SUSBSTANCE VANDALISM 2 WARRANT (VERNON) WARRANT (OUTSIDE AGENCY)1 1 WEAPONS TOTAL FELONY ARRESTS 10 1 11 MALE FEMALE TOTAL ARSON ASSAULT/BATTERY DISPLAY UNLAWFUL VEH REGISTRATION DRIVING WITH SUSPENDED LICENSE 5 DRUNK IN PUBLIC DUI 6 FAIL TO SIGN CITATION HIT/RUN 1 ILLEGAL DUMPING MUNICIPAL CODE - DRINKING IN PUBLIC OPERATE VEHICLE W/O INTERLOCK DEV POSSESSION OF AMMUNITION 1 POSSESSION OF NARCOTICS 2 POSSESSION OF PARAPHERNALIA 5 POSSESSION OF STOLEN PROPERTY POSSESSION OF SUBT SIMILAR TO TOLUENE RECKLESS DRIVING RESISTING/OBSTRUCTING SPEED CONTEST THREATS THROW SUBSTANCE AT VEHICLE TRESPASSING UNDETECTABLE FIREARM VANDALISM VEHICLE TAMPERING VIOLATE COURT ORDER WARRANT (OUTSIDE AGENCY) WARRANT (VERNON)3 WEAPONS TOTAL MISD. ARRESTS 23 0 23 MALE FEMALE TOTAL BURGLARY 0 CARRY LOADED FIREARM IN PUBLIC 0 ROBBERY 0 VANDALISM 0 WARRANT 0 TOTAL JUVENILES DET.0 0 0 75 183 2 260 TOTAL FELONY ARRESTS (ADULT) TO DATE: TOTAL MISDEMEANOR ARRESTS (ADULT) TO DATE: TOTAL JUVENILES DETAINED (FELONY AND MISDEMEANOR) TO DATE: TOTAL ARRESTS AND DETAINED JUVENILES (FELONY AND MISDEMEANOR) TO DATE: VERNON POLICE DEPARTMENT REPORT FOR PERSONS ARRESTED ADULT FELONY ARRESTS AND DISPOSITIONS PERIOD ENDING: 7/31/2025 ADULT MISDEMEANOR ARRESTS AND DISPOSITIONS JUVENILES DETAINED --- FELONY AND MISDEMEANOR . . Item 6 Page 6 of 125 Page 1 of 1 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250700010 07/01/25 06:12:15 07/01/25 06:16:23 CARJACKING AT&T MOBILITY Landa, Rafael, Madrigal, Alfonso, Silva, Bryan CR25-0962 07/01/25 06:14:30 07/01/25 07:54:40 RPT ; VREC 4730 E 26TH ST, ____________________________________________________________________________________________________________________________________________________________ Total Records: 1 . . Item 6 Page 7 of 125 Page 1 of 1 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250700101 07/02/25 05:18:40 07/02/25 05:20:58 BURGLARY TO A ADAM WATSON Hernandez, Miguel CR25-0963 07/02/25 05:20:31 07/02/25 06:04:31 RPT 6180 ALCOA AVE, ____________________________________________________________________________________________________________________________________________________________ CFS250700105 07/02/25 07:41:58 07/02/25 07:41:58 UNATTACHED Cerda, Paul CR25-0964 07/02/25 07:41:58 07/02/25 08:52:55 VI 2800 SIERRA PINE, ____________________________________________________________________________________________________________________________________________________________ CFS250700113 07/02/25 09:07:59 07/02/25 09:15:09 ARSON JASON Cerda, Eugenio, Cerda, Paul CR25-0965 07/02/25 09:14:24 07/02/25 09:46:55 RPT 3200 BANDINI BLVD, ____________________________________________________________________________________________________________________________________________________________ CFS250700116 07/02/25 09:51:21 07/02/25 09:51:21 PEDESTRIAN Cerda, Eugenio, Estrada, Ignacio, Maciel, Cynthia, Martinez, David, Martinez, Gabriel, Newton, Todd CR25-0966 07/02/25 09:51:21 07/02/25 13:57:36 RPT ; 1015 S DOWNEY RD / ____________________________________________________________________________________________________________________________________________________________ Total Records: 4 . . Item 6 Page 8 of 125 Page 1 of 1 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250700167 07/03/25 03:23:06 07/03/25 03:23:06 HAILED BY A JASKARAN SINGH Godoy, Raymond, Hernandez, Miguel, Landa, Rafael, Ramos, JoseCR25-0967 07/03/25 03:23:06 07/03/25 04:27:15 RPT 6180 ALCOA AVE, ____________________________________________________________________________________________________________________________________________________________ CFS250700206 07/03/25 15:16:19 07/03/25 15:31:21 BURGLARY TO A KISSIL KIM Cerda, Eugenio CR25-0968 07/03/25 15:23:27 07/03/25 16:52:58 RPT 4575 LOMA VISTA ____________________________________________________________________________________________________________________________________________________________ CFS250700209 07/03/25 15:44:03 07/03/25 16:00:57 GRAND THEFT MARTIN LOPEZ Cerda, Paul CR25-0969 07/03/25 16:00:57 07/03/25 17:42:00 RPT 3001 FRUITLAND AVE, ____________________________________________________________________________________________________________________________________________________________ CFS250700221 07/03/25 17:30:45 07/03/25 17:41:20 GRAND THEFT DANIEL Velasquez, Richard CR25-0970 07/03/25 17:37:01 07/03/25 18:49:45 RPT 4368 DISTRICT BLVD, ____________________________________________________________________________________________________________________________________________________________ CFS250700226 07/03/25 19:31:42 07/03/25 20:12:59 CONTACT THE Flores, Teresa, Godoy, Raymond CR25-0971 07/03/25 19:42:11 07/03/25 20:34:12 VOID S ATLANTIC BLVD / ____________________________________________________________________________________________________________________________________________________________ Total Records: 5 . . Item 6 Page 9 of 125 Page 1 of 1 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250700245 07/04/25 05:40:45 07/04/25 05:47:01 AUDIBLE Cerda, Eugenio, Godoy, Raymond, Landa, Rafael CR25-0972 07/04/25 05:44:08 07/04/25 07:31:08 RPT 2955 LEONIS BLVD, ____________________________________________________________________________________________________________________________________________________________ CFS250700250 07/04/25 08:24:49 07/04/25 08:33:23 GRAND THEFT RUBEN Cerda, Eugenio, Cerda, Paul, Maciel, Cynthia CR25-0973 07/04/25 08:27:26 07/04/25 10:42:11 RPT ; 1015 4321 S BOYLE AVE, ____________________________________________________________________________________________________________________________________________________________ CFS250700274 07/04/25 19:38:14 07/04/25 19:42:22 ASSAULT WITH T-MOBILE USA,Encinas, Anthony, Espinoza, Alejandro, Hernandez, Melissa, Rodriguez, Alan, Silva, Bryan CR25-0974 07/04/25 19:40:49 07/04/25 22:38:10 RPT ; VS E SLAUSON AVE / S ____________________________________________________________________________________________________________________________________________________________ CFS250700283 07/04/25 22:28:22 07/04/25 22:32:26 RECKLESS Encinas, Anthony, Espinoza, Alejandro, Hernandez, Melissa, Rodriguez, Alan, Silva, Bryan CR25-0975 07/04/25 22:30:14 07/05/25 00:28:02 1015; VI SEVILLE AVE / ____________________________________________________________________________________________________________________________________________________________ Total Records: 4 . . Item 6 Page 10 of 125 Page 1 of 1 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250700296 07/05/25 02:59:55 07/05/25 03:02:09 TRAFFIC AT&T MOBILITY Espinoza, Alejandro, Hernandez, Melissa, Rodriguez, Alan, Silva, BryanCR25-0976 07/05/25 03:02:09 07/05/25 04:24:00 RPT ; CPD; VS S SOTO ST / ____________________________________________________________________________________________________________________________________________________________ CFS250700304 07/05/25 06:01:33 07/05/25 06:15:45 GRAND THEFT Espinoza, Alejandro, Rodriguez, Alan, Silva, BryanCR25-0977 07/05/25 06:07:51 07/05/25 08:55:16 RPT 4755 E 49TH ST, ____________________________________________________________________________________________________________________________________________________________ CFS250700309 07/05/25 07:51:55 07/05/25 07:51:55 ABANDONED Sepulveda, Rafael CR25-0978 07/05/25 07:51:55 07/05/25 09:06:40 VS DISTRICT BLVD / S ____________________________________________________________________________________________________________________________________________________________ CFS250700345 07/05/25 19:30:29 07/05/25 19:35:14 TRAFFIC Espinoza, Alejandro, Flores, Teresa, Rodriguez, Alan, Silva, BryanCR25-0979 07/05/25 19:31:05 07/05/25 20:56:10 RPT ; OR S ATLANTIC BLVD / ____________________________________________________________________________________________________________________________________________________________ CFS250700353 07/05/25 21:28:06 07/05/25 21:28:06 TRAFFIC STOP Encinas, Anthony, Hernandez, Melissa CR25-0980 07/05/25 21:28:06 07/05/25 22:11:43 1015; RPT SOTO / FRUITLAND ____________________________________________________________________________________________________________________________________________________________ Total Records: 5 . . Item 6 Page 11 of 125 Page 1 of 1 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250700379 07/06/25 08:01:08 07/06/25 08:01:08 VEHICLE CHECK Diaz, Cerissa, Lee, Bonnie, Sepulveda, Rafael, Villegas, RichardCR25-0981,07/06/25 08:01:08 07/06/25 09:52:53 1015; RPT ; VS E 37TH ST / JEWEL ____________________________________________________________________________________________________________________________________________________________ CFS250700388 07/06/25 10:58:02 07/06/25 10:58:02 TRAFFIC STOP Lee, Bonnie, Sepulveda, Rafael CR25-0983 07/06/25 10:58:02 07/06/25 12:09:48 CITE; RPT ; VI S SOTO ST / E 50TH ____________________________________________________________________________________________________________________________________________________________ CFS250700402 07/06/25 14:30:31 07/06/25 14:30:31 RECOVERED Lee, Bonnie, Sepulveda, Rafael CR25-0984 07/06/25 14:30:31 07/06/25 16:12:36 VREC; RPT 2424 E 28TH ST, ____________________________________________________________________________________________________________________________________________________________ CFS250700413 07/06/25 16:57:26 07/06/25 16:57:26 TRAFFIC STOP Lee, Bonnie, Sepulveda, Rafael CR25-0985 07/06/25 16:57:26 07/06/25 17:51:06 VI; RPT BANDINI BLVD / S ____________________________________________________________________________________________________________________________________________________________ Total Records: 4 . . Item 6 Page 12 of 125 Page 1 of 2 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250700453 07/07/25 03:30:13 07/07/25 03:30:13 PATROL CHECK Espinoza, Alejandro, Lastra, Genevieve, Madrigal, Alfonso, Silva, BryanCR25-0986 07/07/25 03:30:13 07/07/25 06:15:36 RPT ; VI 6180 ALCOA AVE, ____________________________________________________________________________________________________________________________________________________________ CFS250700469 07/07/25 08:11:52 07/07/25 08:32:11 BURGLARY JUAN GONZALEZ Sepulveda, Rafael CR25-0987 07/07/25 08:32:11 07/07/25 08:57:42 RPT 2425 E 37TH ST, ____________________________________________________________________________________________________________________________________________________________ CFS250700490 07/07/25 10:51:49 07/07/25 11:00:47 VANDALISM JULIO HERNANDEZ Escobedo, Alexy, Sepulveda, Rafael CR25-0988 07/07/25 10:52:45 07/07/25 11:35:47 RPT 5508 S SANTA FE ____________________________________________________________________________________________________________________________________________________________ CFS250700518 07/07/25 15:06:12 07/07/25 15:11:03 NON INJURY HIT JENNIFER JIMENEZ Escobedo, Alexy, Sepulveda, Rafael, Villegas, RichardCR25-0989 07/07/25 15:08:45 07/07/25 15:43:54 RPT LEONIS BLVD / ____________________________________________________________________________________________________________________________________________________________ CFS250700532 07/07/25 19:37:03 07/07/25 20:10:25 GRAND THEFT OSCAR VEGA Lastra, Genevieve CR25-0990 07/07/25 19:50:31 07/07/25 21:06:35 RPT 2326 E VERNON AVE, ____________________________________________________________________________________________________________________________________________________________ . . Item 6 Page 13 of 125 Page 2 of 2 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250700543 07/07/25 22:56:21 07/07/25 23:04:20 BATTERY JULIN YAN Lastra, Genevieve CR25-0991 07/07/25 22:58:05 07/07/25 23:48:32 RPT 5215 S BOYLE AVE, ____________________________________________________________________________________________________________________________________________________________ Total Records: 6 . . Item 6 Page 14 of 125 Page 1 of 1 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250700591 07/08/25 10:44:37 07/08/25 10:54:29 BURGLARY TO A ROBERT LOPEZ Villegas, Richard CR25-0992 07/08/25 10:46:02 07/08/25 11:41:22 RPT 2111 E ANDERSON ____________________________________________________________________________________________________________________________________________________________ CFS250700595 07/08/25 11:01:35 07/08/25 11:10:08 ANTHONY Cedeno, Ruth CR25-0993 07/08/25 11:04:26 07/08/25 12:33:57 RPT 6063 MALBURG WAY, ____________________________________________________________________________________________________________________________________________________________ CFS250700611 07/08/25 13:28:12 07/08/25 13:57:33 NON INJURY HIT JUAN PEREZ Encinas, Anthony, Escobedo, Alexy CR25-0994 07/08/25 13:37:02 07/08/25 15:06:24 RPT 5641 DISTRICT BLVD, ____________________________________________________________________________________________________________________________________________________________ CFS250700625 07/08/25 14:40:40 07/08/25 14:51:37 NON INJURY HIT ABAD ANTONIO HERRERA Villegas, Richard CR25-0995 07/08/25 14:42:10 07/08/25 15:45:07 VOID 4339 FRUITLAND AVE, ____________________________________________________________________________________________________________________________________________________________ Total Records: 4 . . Item 6 Page 15 of 125 Page 1 of 2 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250700648 07/09/25 00:37:44 07/09/25 00:37:44 TRAFFIC STOP Flores, Teresa, Hernandez, Miguel, Madrigal, AlfonsoCR25-0996 07/09/25 00:37:44 07/09/25 01:23:54 1015; RPT E 55TH ST / HOLMES, ____________________________________________________________________________________________________________________________________________________________ CFS250700669 07/09/25 06:21:11 07/09/25 06:31:21 GRAND THEFT MANUEL RODRIGUEZ Flores, Teresa CR25-0997 07/09/25 06:31:21 07/09/25 08:01:57 RPT 2380 E 57TH ST, ____________________________________________________________________________________________________________________________________________________________ CFS250700677 07/09/25 08:52:45 07/09/25 08:55:53 TRAFFIC T-MOBILE USA Alfaro, Ivette, Cerda, Eugenio CR25-0998 07/09/25 08:53:48 07/09/25 10:11:32 RPT S DOWNEY RD / ____________________________________________________________________________________________________________________________________________________________ CFS250700704 07/09/25 12:33:45 07/09/25 12:49:31 GRAND THEFT NORMA Escobedo, Alexy, Martinez, David CR25-0999 07/09/25 12:34:19 07/09/25 13:33:59 RPT 2828 E 44TH ST, ____________________________________________________________________________________________________________________________________________________________ CFS250700710 07/09/25 13:25:10 07/09/25 13:47:38 RECOVERED MARIO CASTILLO Escobedo, Alexy, Martinez, David CR25-1001 07/09/25 13:36:18 07/09/25 14:51:40 VREC 1988 E 57TH ST, ____________________________________________________________________________________________________________________________________________________________ . . Item 6 Page 16 of 125 Page 2 of 2 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250700712 07/09/25 13:55:43 07/09/25 13:55:43 TRAFFIC Alfaro, Ivette, Cerda, Eugenio, Maciel, Cynthia CR25-1000 07/09/25 13:55:43 07/09/25 14:45:12 RPT S SOTO ST / LEONIS ____________________________________________________________________________________________________________________________________________________________ CFS250700736 07/09/25 19:31:00 07/09/25 19:40:19 TRAFFIC CATHERINE Flores, Teresa, Hernandez, Miguel CR25-1002 07/09/25 19:34:47 07/09/25 20:41:26 RPT 4737 DISTRICT BLVD, ____________________________________________________________________________________________________________________________________________________________ Total Records: 7 . . Item 6 Page 17 of 125 Page 1 of 2 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250700768 07/10/25 07:40:45 INCIDENT CR25-1003 07/10/25 07:51:44 RPT 4305 S SANTA FE ____________________________________________________________________________________________________________________________________________________________ CFS250700774 07/10/25 08:20:45 ON-LINE ANDY MEZA CR25-1004 07/10/25 09:02:17 RPT BANDINI BLVD / S ____________________________________________________________________________________________________________________________________________________________ CFS250700782 07/10/25 09:06:31 ON-LINE MANUEL SEGURA CR25-1005 07/10/25 09:27:07 RPT 3673 S DOWNEY RD, ____________________________________________________________________________________________________________________________________________________________ CFS250700790 07/10/25 10:36:43 REPOSESSION CR25-1006 07/10/25 13:32:21 RPT ; REPO 3870 SEVILLE AVE, ____________________________________________________________________________________________________________________________________________________________ CFS250700798 07/10/25 11:21:08 07/10/25 11:21:08 VEHICLE CHECK Alfaro, Ivette, Cerda, Eugenio, Cerda, Paul, Encinas, AnthonyCR25-1007 07/10/25 11:21:08 07/10/25 13:21:14 CKOK; VI GIFFORD AVE / ____________________________________________________________________________________________________________________________________________________________ . . Item 6 Page 18 of 125 Page 2 of 2 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250700803 07/10/25 12:33:49 CFS OPENED IN CR25-1008 07/10/25 12:52:17 VOID 2119 E 25TH, VERNON ____________________________________________________________________________________________________________________________________________________________ CFS250700832 07/10/25 19:25:50 07/10/25 19:45:08 CONTACT THE LEANDRO Silva, Bryan CR25-1009 07/10/25 19:28:04 07/10/25 21:14:05 VOID E VERNON AVE / S ____________________________________________________________________________________________________________________________________________________________ CFS250700843 07/10/25 23:11:35 07/10/25 23:33:18 NON INJURY HIT VERIZON WIREL Flores, Teresa, Godoy, Raymond, Rodriguez, AlanCR25-1010 07/10/25 23:15:12 07/10/25 23:44:16 RPT DISTRICT BLVD / S ____________________________________________________________________________________________________________________________________________________________ Total Records: 8 . . Item 6 Page 19 of 125 Page 1 of 1 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250700844 07/11/25 00:59:37 07/11/25 01:02:26 TRAFFIC AT&T MOBILITY Godoy, Raymond, Silva, Bryan CR25-1011 07/11/25 01:02:26 07/11/25 04:46:07 RPT ; CPD; VS E VERNON AVE / S ____________________________________________________________________________________________________________________________________________________________ CFS250700883 07/11/25 12:36:38 07/11/25 17:02:07 FRAUD SHEILA AZARI Cerda, Paul CR25-1014 07/11/25 12:40:39 07/11/25 18:26:45 RPT 4800 S SANTA FE ____________________________________________________________________________________________________________________________________________________________ CFS250700892 07/11/25 14:35:50 07/11/25 14:59:01 INCIDENT SGT ENCINAS Villegas, Richard CR25-1012 07/11/25 14:36:51 07/11/25 16:24:37 RPT 130 MALABAR RD, ____________________________________________________________________________________________________________________________________________________________ CFS250700902 07/11/25 16:47:45 07/11/25 16:47:45 CONTACT THE Cerda, Paul CR25-1013 07/11/25 16:47:45 07/11/25 17:01:57 VOID 4800 S SANTA FE ____________________________________________________________________________________________________________________________________________________________ CFS250700917 07/11/25 22:00:20 07/11/25 22:04:41 VANDALISM Hernandez, Melissa CR25-1015 07/11/25 22:00:55 07/11/25 22:54:44 RPT 2468 E 26TH ST, ____________________________________________________________________________________________________________________________________________________________ Total Records: 5 . . Item 6 Page 20 of 125 Page 1 of 1 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250700961 07/12/25 09:46:15 07/12/25 09:48:55 INCIDENT JOSE LUIS SOTO Cerda, Paul, Sepulveda, Rafael CR25-1017 07/12/25 09:48:55 07/12/25 12:47:35 RPT 4305 S SANTA FE ____________________________________________________________________________________________________________________________________________________________ CFS250700967 07/12/25 11:30:06 07/12/25 11:34:08 NON INJURY HIT SEC GUARD YUNG Cerda, Paul, Ourique, Carlos, Sepulveda, Rafael, Velasquez, RichardCR25-1016 07/12/25 11:33:36 07/12/25 12:43:46 RPT ; CPD 2639 S SOTO ST, ____________________________________________________________________________________________________________________________________________________________ CFS250700985 07/12/25 19:15:25 07/12/25 19:28:07 SUSPICIOUS -Espinoza, Alejandro, Flores, Teresa, Hernandez, Melissa, Lastra, Genevieve, Ramos, Jose CR25-1018 07/12/25 19:18:13 07/12/25 22:37:30 1015; RPT ; VI 2424 E 28TH ST, ____________________________________________________________________________________________________________________________________________________________ Total Records: 3 . . Item 6 Page 21 of 125 Page 1 of 1 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250701016 07/13/25 02:13:16 07/13/25 02:13:16 TRAFFIC STOP Espinoza, Alejandro, Flores, Teresa, Hernandez, MelissaCR25-1020 07/13/25 02:13:16 07/13/25 05:53:57 VI; RPT SANTA FE / 27TH, ____________________________________________________________________________________________________________________________________________________________ CFS250701017 07/13/25 02:27:41 07/13/25 02:33:01 NON INJURY HIT AT&T MOBILITY Lastra, Genevieve CR25-1019 07/13/25 02:29:42 07/13/25 03:21:35 RPT E 49TH ST / S SANTA ____________________________________________________________________________________________________________________________________________________________ CFS250701020 07/13/25 06:46:34 07/13/25 07:10:44 GRAND THEFT Hernandez, Melissa, Villegas, Richard CR25-1021 07/13/25 06:48:14 07/13/25 07:42:08 RPT 1890 E 25TH ST, ____________________________________________________________________________________________________________________________________________________________ CFS250701037 07/13/25 09:50:46 07/13/25 09:50:46 TRAFFIC STOP Sepulveda, Rafael CR25-1022 07/13/25 09:50:46 07/13/25 10:57:02 VI BANDINI BLVD / S ____________________________________________________________________________________________________________________________________________________________ CFS250701070 07/13/25 21:32:40 07/13/25 21:35:05 INDUSTRIAL LA COUNTY FIRE Espinoza, Alejandro, Lastra, Genevieve, Madrigal, Alfonso, Mannino, Nicholas, Newton, Todd, Onopa, CR25-1023 07/13/25 21:34:41 07/14/25 05:01:40 RPT 2638 E VERNON AVE, ____________________________________________________________________________________________________________________________________________________________ Total Records: 5 . . Item 6 Page 22 of 125 Page 1 of 1 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250701077 07/14/25 06:40:10 07/14/25 06:52:00 TRESPASS JOSE RUELAS Encinas, Anthony, Lastra, Genevieve, Madrigal, Alfonso, Martinez, David, Sepulveda, Rafael, CR25-1024 07/14/25 06:41:43 07/14/25 08:18:57 1015; RPT 2126 E 52ND ST, ____________________________________________________________________________________________________________________________________________________________ CFS250701099 07/14/25 10:54:07 07/14/25 11:12:26 SUSPICIOUS -MAX HURD Cerda, Eugenio, Encinas, Anthony, Martinez, David, Villegas, RichardCR25-1025 07/14/25 11:05:33 07/14/25 13:19:50 RPT ; OA 2050 E 52ND ST, ____________________________________________________________________________________________________________________________________________________________ CFS250701103 07/14/25 11:51:46 07/14/25 12:07:41 BURGLARY MARWY HIDALGO Sepulveda, Rafael CR25-1026 07/14/25 12:04:36 07/14/25 12:43:28 RPT 2501 S SANTA FE ____________________________________________________________________________________________________________________________________________________________ Total Records: 3 . . Item 6 Page 23 of 125 Page 1 of 2 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250701202 07/15/25 11:23:39 07/15/25 11:23:39 PATROL CHECK Alfaro, Ivette, Cerda, Eugenio CR25-1028 07/15/25 11:23:39 07/15/25 12:48:55 1015 S SOTO ST / E ____________________________________________________________________________________________________________________________________________________________ CFS250701203 07/15/25 11:29:36 REPOSESSION JESSE RODRIGUEZ - HT CR25-1027 07/15/25 11:37:51 REPO; RPT 3200 E WASHINGTON ____________________________________________________________________________________________________________________________________________________________ CFS250701230 07/15/25 17:06:17 07/15/25 17:13:46 GRAND THEFT MARIA VILLARREAL Alfaro, Ivette, Cerda, Eugenio, Sepulveda, RafaelCR25-1029 07/15/25 17:13:46 07/15/25 18:18:26 RPT 4150 BANDINI BLVD, ____________________________________________________________________________________________________________________________________________________________ CFS250701232 07/15/25 18:47:59 07/15/25 19:13:55 TRAFFIC JOSE MARTINEZ Hernandez, Melissa CR25-1030 07/15/25 19:13:55 07/15/25 20:13:52 RPT BANDINI BLVD / ____________________________________________________________________________________________________________________________________________________________ CFS250701235 07/15/25 20:14:30 07/15/25 20:20:16 GRAND THEFT Hernandez, Melissa CR25-1031 07/15/25 20:16:28 07/15/25 20:45:51 RPT LEONIS BLVD / ALCOA ____________________________________________________________________________________________________________________________________________________________ . . Item 6 Page 24 of 125 Page 2 of 2 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250701237 07/15/25 20:20:20 07/15/25 20:27:47 NON INJURY HIT BARBARA (PASSERBY)Hernandez, Melissa, Onopa, Daniel, Silva, BryanCR25-1032 07/15/25 20:22:07 07/16/25 00:53:39 VREC; RPT S ATLANTIC BLVD / ____________________________________________________________________________________________________________________________________________________________ Total Records: 6 . . Item 6 Page 25 of 125 Page 1 of 2 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250701258 07/16/25 06:28:31 VANDALISM ERNESTO DIAZ Cerda, Paul, Martinez, David CR25-1033 07/16/25 08:40:43 RPT 2340 E 52ND ST, ____________________________________________________________________________________________________________________________________________________________ CFS250701286 07/16/25 09:56:54 07/16/25 10:01:32 BATTERY JUAN Cerda, Paul, Estrada, Ignacio, Maciel, Cynthia, Martinez, DavidCR25-1034 07/16/25 09:58:44 07/16/25 10:44:35 RPT 2910 ROSS ST, ____________________________________________________________________________________________________________________________________________________________ CFS250701311 07/16/25 12:58:03 INCIDENT Maciel, Cynthia CR25-1035 07/16/25 12:58:37 RPT 6542 Miles Ave ____________________________________________________________________________________________________________________________________________________________ CFS250701314 07/16/25 13:03:31 07/16/25 13:03:31 PARKING Cedeno, Ruth CR25-1036 07/16/25 13:03:31 07/16/25 14:25:46 VI 2640 E 37TH ST, ____________________________________________________________________________________________________________________________________________________________ CFS250701319 07/16/25 14:01:55 07/16/25 14:23:49 THREATS ARMANDO GOMEZ Alfaro, Ivette, Cerda, Eugenio CR25-1037 07/16/25 14:04:47 07/16/25 15:32:04 RPT 2141 E 51ST ST, ____________________________________________________________________________________________________________________________________________________________ . . Item 6 Page 26 of 125 Page 2 of 2 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250701323 07/16/25 14:45:49 07/16/25 14:59:25 PETTY THEFT THANH Maciel, Cynthia CR25-1038 07/16/25 14:47:19 07/16/25 15:49:06 RPT 6099 MALBURG WAY, ____________________________________________________________________________________________________________________________________________________________ CFS250701326 07/16/25 14:53:49 07/16/25 14:53:49 PARKING Cedeno, Ruth CR25-1039 07/16/25 14:53:49 07/16/25 16:23:16 VI 5015 PACIFIC BLVD, ____________________________________________________________________________________________________________________________________________________________ CFS250701330 07/16/25 16:05:41 07/16/25 16:13:02 DISTURBING PATTY Alfaro, Ivette, Cerda, Eugenio, Cerda, Paul, Estrada, Ignacio, Maciel, Cynthia, Martinez, DavidCR25-1040 07/16/25 16:13:02 07/16/25 17:42:30 RPT CORONA AVE / E ____________________________________________________________________________________________________________________________________________________________ CFS250701343 07/16/25 22:10:27 07/16/25 22:10:27 TRAFFIC STOP Lastra, Genevieve, Madrigal, Alfonso CR25-1041 07/16/25 22:10:27 07/17/25 00:04:18 1015; VS DOWNEY / ____________________________________________________________________________________________________________________________________________________________ Total Records: 9 . . Item 6 Page 27 of 125 Page 1 of 1 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250701349 07/17/25 00:14:01 07/17/25 00:16:36 GRAND THEFT Flores, Teresa, Madrigal, Alfonso CR25-1042 07/17/25 00:15:50 07/17/25 04:04:57 RPT ; VREC 2468 E 26TH ST, ____________________________________________________________________________________________________________________________________________________________ CFS250701356 07/17/25 05:07:51 07/17/25 05:20:48 CARJACKING KRISTIAN CARDENAS Flores, Teresa, Lastra, Genevieve, Madrigal, AlfonsoCR25-1043 07/17/25 05:15:01 07/17/25 13:38:30 RPT ; VREC E 48TH ST / LOMA ____________________________________________________________________________________________________________________________________________________________ CFS250701399 07/17/25 12:42:31 07/17/25 12:51:46 GRAND THEFT JOSE LOPEZ Velasquez, Richard CR25-1044 07/17/25 12:51:40 07/17/25 17:13:32 RPT 2955 LEONIS BLVD, ____________________________________________________________________________________________________________________________________________________________ CFS250701407 07/17/25 14:22:22 07/17/25 14:29:06 ROBBERY T-MOBILE USA,Alfaro, Ivette, Cerda, Eugenio, Cerda, Paul, Estrada, Ignacio, Maciel, Cynthia, Velasquez, Richard CR25-1045 07/17/25 14:29:06 07/17/25 18:31:33 RPT 2900 S SANTA FE ____________________________________________________________________________________________________________________________________________________________ Total Records: 4 . . Item 6 Page 28 of 125 Page 1 of 2 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250701442 07/18/25 01:33:31 07/18/25 01:36:35 BURGLARY TO A VERIZON WIREL Flores, Teresa, Hernandez, Melissa, Rodriguez, Alan, Silva, BryanCR25-1046 07/18/25 01:35:42 07/18/25 02:55:25 RPT 3653 SIERRA PINE ____________________________________________________________________________________________________________________________________________________________ CFS250701473 07/18/25 10:19:48 07/18/25 10:25:30 TRAFFIC TOYOTA Cerda, Paul, Maciel, Cynthia, Velasquez, RichardCR25-1047 07/18/25 10:23:32 07/18/25 11:52:23 RPT 2973 S ATLANTIC ____________________________________________________________________________________________________________________________________________________________ CFS250701475 07/18/25 10:24:47 07/18/25 10:58:01 ASSIST FIRE AT&T MOBILITY Maciel, Cynthia CR25-1048 07/18/25 10:58:01 07/18/25 13:10:17 ASST S ATLANTIC BLVD / ____________________________________________________________________________________________________________________________________________________________ CFS250701499 07/18/25 14:37:29 07/18/25 14:40:11 TRAFFIC JOSE VEGA Maciel, Cynthia, Ourique, Carlos, Velasquez, RichardCR25-1049 07/18/25 14:40:11 07/18/25 15:52:16 RPT ; OR ALCOA AVE / ____________________________________________________________________________________________________________________________________________________________ CFS250701509 07/18/25 17:52:53 07/18/25 18:06:20 NON INJURY HIT MUHAMMED Cerda, Paul CR25-1050 07/18/25 17:56:07 07/18/25 19:05:11 RPT ; OR S ATLANTIC BLVD / ____________________________________________________________________________________________________________________________________________________________ . . Item 6 Page 29 of 125 Page 2 of 2 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250701523 07/18/25 21:14:04 07/18/25 21:14:04 TRAFFIC Encinas, Anthony, Flores, Teresa, Rodriguez, Alan, Sepulveda, Rafael, Silva, Bryan CR25-1051 07/18/25 21:14:04 07/19/25 00:42:19 RPT ; 1015 2500 E 37TH ST, ____________________________________________________________________________________________________________________________________________________________ CFS250701527 07/18/25 23:23:14 07/18/25 23:29:24 TRAFFIC AT&T MOBILITY Encinas, Anthony, Sepulveda, Rafael CR25-1052 07/18/25 23:25:33 07/19/25 00:16:07 CPD 2619 E 37TH ST, ____________________________________________________________________________________________________________________________________________________________ Total Records: 7 . . Item 6 Page 30 of 125 Page 1 of 1 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250701559 07/19/25 07:29:05 07/19/25 07:45:04 RECOVERED MIGUEL - PUBLIC WORKS Cerda, Paul, Lee, Bonnie CR25-1054 07/19/25 07:32:49 07/19/25 09:53:57 RPT ; OR 3030 S ATLANTIC ____________________________________________________________________________________________________________________________________________________________ CFS250701560 07/19/25 07:45:49 07/19/25 07:49:15 TRAFFIC RAYMOND - PASSERBY Cerda, Paul, Velasquez, Richard CR25-1053 07/19/25 07:49:15 07/19/25 08:48:17 RPT ; OR E VERNON AVE / ____________________________________________________________________________________________________________________________________________________________ Total Records: 2 . . Item 6 Page 31 of 125 Page 1 of 2 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250701625 07/20/25 00:22:20 07/20/25 00:22:20 TRAFFIC STOP Flores, Teresa, Hernandez, Melissa, Rodriguez, Alan, Silva, BryanCR25-1056 07/20/25 00:22:20 07/20/25 02:42:00 1015; RPT ; VS E 50TH ST / CORONA ____________________________________________________________________________________________________________________________________________________________ CFS250701627 07/20/25 00:28:28 07/20/25 00:32:28 BURGLARY TO A MIGUEL SALAZAR Flores, Teresa, Rodriguez, Alan CR25-1055 07/20/25 00:30:32 07/20/25 01:09:44 RPT 4903 EVERETT CT, ____________________________________________________________________________________________________________________________________________________________ CFS250701633 07/20/25 02:46:19 07/20/25 02:46:19 PEDESTRIAN Flores, Teresa, Hernandez, Melissa, Rodriguez, Alan, Silva, BryanCR25-1057 07/20/25 02:46:19 07/20/25 04:09:33 VS DISTRICT BLVD / E ____________________________________________________________________________________________________________________________________________________________ CFS250701639 07/20/25 05:43:15 07/20/25 05:43:15 UNATTACHED Flores, Teresa, Rodriguez, Alan CR25-1058 07/20/25 05:43:15 07/20/25 06:36:59 RPT ; VI PACIFIC BLVD / E ____________________________________________________________________________________________________________________________________________________________ CFS250701641 07/20/25 07:58:06 07/20/25 08:36:50 BURGLARY TO A KUMAR Sepulveda, Rafael CR25-1059 07/20/25 08:00:25 07/20/25 09:02:24 RPT 4505 BANDINI BLVD, ____________________________________________________________________________________________________________________________________________________________ . . Item 6 Page 32 of 125 Page 2 of 2 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250701658 07/20/25 10:55:26 07/20/25 11:03:34 GRAND THEFT IVAN NUNEZ Lee, Bonnie, Maciel, Cynthia CR25-1060,07/20/25 10:57:56 07/20/25 12:21:34 RPT 5000 PACIFIC BLVD, ____________________________________________________________________________________________________________________________________________________________ CFS250701669 07/20/25 14:45:23 07/20/25 14:46:13 GRAND THEFT JUAN Lee, Bonnie, Maciel, Cynthia CR25-1062,07/20/25 14:46:13 07/20/25 17:01:59 RPT 4444 AYERS AVE, ____________________________________________________________________________________________________________________________________________________________ Total Records: 7 . . Item 6 Page 33 of 125 Page 1 of 2 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250701697 07/21/25 01:14:13 07/21/25 01:14:13 TRAFFIC STOP Espinoza, Alejandro, Flores, Teresa, Silva, BryanCR25-1064 07/21/25 01:14:13 07/21/25 02:30:02 1015; RPT ; VS E VERNON AVE / S ____________________________________________________________________________________________________________________________________________________________ CFS250701709 07/21/25 03:50:43 REPOSESSION JOSE CR25-1065 07/21/25 04:17:41 REPO 3001 E 44TH ST, ____________________________________________________________________________________________________________________________________________________________ CFS250701745 07/21/25 09:15:22 07/21/25 09:15:22 TRAFFIC STOP Escobedo, Alexy, Martinez, David, Sepulveda, Rafael, Villegas, RichardCR25-1066 07/21/25 09:15:22 07/21/25 10:25:30 1015; CITE; RPT ;BANDINI BLVD / ____________________________________________________________________________________________________________________________________________________________ CFS250701753 07/21/25 11:04:21 07/21/25 11:05:34 TRAFFIC VERIZON WIREL Cedeno, Ruth, Encinas, Anthony, Escobedo, Alexy, Martinez, DavidCR25-1067 07/21/25 11:05:34 07/21/25 11:46:26 RPT ; OR S SANTA FE AVE / ____________________________________________________________________________________________________________________________________________________________ CFS250701770 07/21/25 13:58:08 07/21/25 14:00:25 TRAFFIC AT&T MOBILITY Escobedo, Alexy, Martinez, David, Sepulveda, Rafael, Villegas, RichardCR25-1068 07/21/25 13:58:47 07/21/25 15:15:39 RPT 4120 BANDINI BLVD, ____________________________________________________________________________________________________________________________________________________________ . . Item 6 Page 34 of 125 Page 2 of 2 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250701788 07/21/25 17:12:16 07/21/25 17:15:47 TRAFFIC CHP OPER 10847 Lee, Bonnie, Sepulveda, Rafael, Villegas, Richard CR25-1069 07/21/25 17:13:01 07/21/25 17:44:29 RPT S DOWNEY RD / ____________________________________________________________________________________________________________________________________________________________ CFS250701789 07/21/25 17:37:08 07/21/25 17:46:53 NON INJURY HIT JOSH SIGAL Escobedo, Alexy, Lee, Bonnie, Martinez, David CR25-1070 07/21/25 17:38:57 07/21/25 18:34:32 RPT E 25TH ST / S ____________________________________________________________________________________________________________________________________________________________ Total Records: 7 . . Item 6 Page 35 of 125 Page 1 of 2 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250701815 07/22/25 01:23:00 07/22/25 01:23:00 TRAFFIC STOP Espinoza, Alejandro, Hernandez, Miguel, Silva, BryanCR25-1071 07/22/25 01:23:00 07/22/25 02:09:07 1015; RPT ; VS S SANTA FE AVE / E ____________________________________________________________________________________________________________________________________________________________ CFS250701821 07/22/25 03:18:32 07/22/25 03:24:37 TRAFFIC RYAN CARRERA Espinoza, Alejandro, Hernandez, Miguel, Lastra, Genevieve, Silva, BryanCR25-1072 07/22/25 03:19:56 07/22/25 07:23:12 1015; RPT ; VI S ALAMEDA ST / E ____________________________________________________________________________________________________________________________________________________________ CFS250701861 07/22/25 11:05:42 07/22/25 11:05:42 PARKING Cedeno, Ruth CR25-1073 07/22/25 11:05:42 07/22/25 13:09:18 RPT 5637 DISTRICT BLVD, ____________________________________________________________________________________________________________________________________________________________ CFS250701887 07/22/25 13:40:40 07/22/25 13:45:44 GRAND THEFT JESUS Escobedo, Alexy, Martinez, David, Sepulveda, RafaelCR25-1075 07/22/25 13:41:10 07/22/25 15:58:04 RPT CORONA AVE / E ____________________________________________________________________________________________________________________________________________________________ CFS250701888 07/22/25 13:41:42 07/22/25 13:48:55 BURGLARY JUAN GONZALEZ Sepulveda, Rafael CR25-1074 07/22/25 13:45:52 07/22/25 14:25:45 RPT 2425 E 37TH ST, ____________________________________________________________________________________________________________________________________________________________ . . Item 6 Page 36 of 125 Page 2 of 2 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250701906 07/22/25 15:04:53 07/22/25 15:04:53 TRAFFIC STOP Escobedo, Alexy, Lee, Bonnie, Martinez, David CR25-1076 07/22/25 15:04:53 07/22/25 16:04:12 VI; CITE; RPT DISTRICT BLVD / S ____________________________________________________________________________________________________________________________________________________________ CFS250701909 07/22/25 15:50:59 07/22/25 15:55:19 SUSPICIOUS -BRIAN (ANONYMOUS)Sepulveda, Rafael, Villegas, Richard CR25-1077 07/22/25 15:52:26 07/22/25 19:31:25 VS E 25TH ST / S ____________________________________________________________________________________________________________________________________________________________ CFS250701914 07/22/25 16:30:01 07/22/25 16:38:56 TRAFFIC GASTON Escobedo, Alexy, Martinez, David CR25-1078 07/22/25 16:32:40 07/22/25 17:07:56 RPT S SOTO ST / E ____________________________________________________________________________________________________________________________________________________________ CFS250701918 07/22/25 17:08:25 REPOSESSION JESSE - HT RECOVERY CR25-1079 07/22/25 17:17:01 REPO; RPT 4545 PACIFIC BLVD, ____________________________________________________________________________________________________________________________________________________________ Total Records: 9 . . Item 6 Page 37 of 125 Page 1 of 1 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250701956 07/23/25 00:20:32 07/23/25 00:26:11 WELFARE RICK Hernandez, Melissa, Madrigal, Alfonso, Ourique, CarlosCR25-1080 07/23/25 00:24:30 07/23/25 02:14:48 RPT 4440 DISTRICT BLVD, ____________________________________________________________________________________________________________________________________________________________ CFS250701971 07/23/25 07:42:54 07/23/25 07:49:29 PARKING KEVIN HERNANDEZ Cedeno, Ruth, Cerda, Paul, Escobedo, Alexy, Lee, Bonnie, Martinez, DavidCR25-1081 07/23/25 07:47:16 07/23/25 10:34:24 RPT ; VS 4423 FRUITLAND AVE, ____________________________________________________________________________________________________________________________________________________________ CFS250701991 07/23/25 10:38:02 07/23/25 10:44:40 BATTERY JIMMY SANDOVAL Cedeno, Ruth, Cerda, Paul, Escobedo, Alexy, Martinez, DavidCR25-1082 07/23/25 10:42:01 07/23/25 12:10:01 RPT 5353 DOWNEY RD, ____________________________________________________________________________________________________________________________________________________________ CFS250701994 07/23/25 10:50:09 07/23/25 11:04:15 REPOSESSION RAQUEL ARAGON Cedeno, Ruth, Cerda, Paul CR25-1083 07/23/25 10:56:07 07/23/25 12:36:52 REPO 4250 S ALAMEDA ST, ____________________________________________________________________________________________________________________________________________________________ Total Records: 4 . . Item 6 Page 38 of 125 Page 1 of 2 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250702068 07/24/25 06:42:34 07/24/25 06:47:32 ASSAULT WITH PAULINA Flores, Teresa, Hernandez, Melissa, Hernandez, Miguel, Velasquez, RichardCR25-1084 07/24/25 06:46:21 07/24/25 08:50:37 RPT S SOTO ST / E 37TH ____________________________________________________________________________________________________________________________________________________________ CFS250702073 07/24/25 07:29:17 07/24/25 07:37:58 INCIDENT ARMANDO Cedeno, Ruth, Estrada, Ignacio, Velasquez, Richard, Villegas, RichardCR25-1085 07/24/25 07:33:44 07/24/25 09:13:42 RPT FRUITLAND AVE / ____________________________________________________________________________________________________________________________________________________________ CFS250702088 07/24/25 09:25:08 07/24/25 09:25:08 PARKING Cedeno, Ruth CR25-1086 07/24/25 09:25:08 07/24/25 11:22:02 RPT ; VI 5151 HELIOTROPE ____________________________________________________________________________________________________________________________________________________________ CFS250702092 07/24/25 09:50:32 07/24/25 09:50:32 GRAND THEFT GARY OLSEN - BARRIGO Cerda, Paul CR25-1087 07/24/25 09:50:32 07/24/25 12:51:39 RPT 4199 BANDINI BLVD, ____________________________________________________________________________________________________________________________________________________________ CFS250702130 07/24/25 13:52:42 07/24/25 13:55:40 TRAFFIC LA CO FIRE OP 120 Cedeno, Ruth, Velasquez, Richard, Villegas, RichardCR25-1088 07/24/25 13:55:22 07/24/25 14:36:50 RPT ; OR E 37TH ST / S SANTA ____________________________________________________________________________________________________________________________________________________________ . . Item 6 Page 39 of 125 Page 2 of 2 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250702136 07/24/25 15:44:54 07/24/25 15:48:32 LICENSE PLATE Cedeno, Ruth, Cerda, Paul, Estrada, Ignacio, Velasquez, Richard, Villegas, RichardCR25-1089 07/24/25 15:48:32 07/24/25 18:50:38 RPT ; 1015; VREC 3030 S ATLANTIC ____________________________________________________________________________________________________________________________________________________________ CFS250702138 07/24/25 16:07:04 07/24/25 16:26:59 GRAND THEFT SGT GAYTAN Velasquez, Richard CR25-1090 07/24/25 16:14:11 07/24/25 19:29:16 RPT 2050 E 38TH ST, ____________________________________________________________________________________________________________________________________________________________ CFS250702159 07/24/25 23:38:26 07/24/25 23:38:26 PEDESTRIAN Alfaro, Ivette, Flores, Teresa, Landa, Rafael, Lastra, GenevieveCR25-1091 07/24/25 23:38:26 07/25/25 01:47:12 1015; RPT 3275 E VERNON AVE, ____________________________________________________________________________________________________________________________________________________________ Total Records: 8 . . Item 6 Page 40 of 125 Page 1 of 2 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250702162 07/25/25 00:32:28 07/25/25 01:53:36 BURGLARY TO A HUA Alfaro, Ivette, Flores, Teresa, Landa, Rafael, Lastra, GenevieveCR25-1093 07/25/25 00:39:53 07/25/25 02:31:57 RPT 4593 E 49TH ST, ____________________________________________________________________________________________________________________________________________________________ CFS250702164 07/25/25 00:47:39 07/25/25 00:52:15 WELFARE PATRICIA (PASSERBY)Landa, Rafael, Lastra, Genevieve, Ramos, Jose CR25-1092 07/25/25 00:49:17 07/25/25 03:47:03 1015; RPT ; VI S SOTO ST / E 37TH ____________________________________________________________________________________________________________________________________________________________ CFS250702173 07/25/25 05:49:35 07/25/25 05:59:58 NON INJURY HIT LUIS LEIVA Alfaro, Ivette, Flores, Teresa, Landa, Rafael CR25-1094 07/25/25 05:51:36 07/25/25 06:24:14 RPT 4170 BANDINI BLVD, ____________________________________________________________________________________________________________________________________________________________ CFS250702174 07/25/25 06:01:10 07/25/25 06:26:18 GRAND THEFT JOSE ORTEGA Lastra, Genevieve CR25-1095 07/25/25 06:21:04 07/25/25 07:29:40 RPT 1890 E 25TH ST, ____________________________________________________________________________________________________________________________________________________________ CFS250702190 07/25/25 10:20:10 07/25/25 10:32:51 NON INJURY HIT CHANCE - CONTROL Villegas, Richard CR25-1096 07/25/25 10:25:56 07/25/25 12:11:09 RPT ; CPD S DOWNEY RD / ____________________________________________________________________________________________________________________________________________________________ . . Item 6 Page 41 of 125 Page 2 of 2 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250702195 07/25/25 11:39:58 07/25/25 11:53:22 GRAND THEFT GERMAN AT&T Villegas, Richard CR25-1097 07/25/25 11:42:58 07/25/25 12:56:37 RPT 4523 E 50TH ST, ____________________________________________________________________________________________________________________________________________________________ CFS250702197 07/25/25 12:31:27 07/25/25 12:34:17 TRAFFIC T-MOBILE USA Cerda, Paul, Velasquez, Richard, Villegas, RichardCR25-1098 07/25/25 12:34:17 07/25/25 13:06:29 RPT 3851 S SOTO ST, ____________________________________________________________________________________________________________________________________________________________ Total Records: 7 . . Item 6 Page 42 of 125 Page 1 of 1 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250702260 07/26/25 00:11:23 07/26/25 00:18:16 PETTY THEFT ZACH Rodriguez, Alan CR25-1099 07/26/25 00:14:03 07/26/25 00:53:26 RPT 4520 EVERETT AVE, ____________________________________________________________________________________________________________________________________________________________ CFS250702265 07/26/25 00:57:50 07/26/25 00:57:50 TRAFFIC STOP Godoy, Raymond, Madrigal, Alfonso CR25-1100 07/26/25 00:57:50 07/26/25 02:55:32 VI; 1015; RPT E VERNON AVE / ____________________________________________________________________________________________________________________________________________________________ CFS250702272 07/26/25 01:48:40 07/26/25 01:48:40 TRAFFIC STOP Alfaro, Ivette, Espinoza, Alejandro, Flores, Teresa, Rodriguez, Alan, Silva, BryanCR25-1101 07/26/25 01:48:40 07/26/25 04:00:37 1015; RPT ; VI E 48TH ST / ____________________________________________________________________________________________________________________________________________________________ CFS250702280 07/26/25 05:59:03 07/26/25 06:08:00 GRAND THEFT JORGE POLANCO Alfaro, Ivette, Espinoza, Alejandro, Flores, Teresa, Lee, Bonnie, Ourique, Carlos, Rodriguez, Alan, Silva, CR25-1102 07/26/25 06:01:40 07/26/25 10:20:04 RPT ; VI; VREC 4444 AYERS AVE, ____________________________________________________________________________________________________________________________________________________________ CFS250702293 07/26/25 11:47:35 07/26/25 11:57:01 GRAND THEFT PEDRO GIRON Cerda, Paul, Lee, Bonnie CR25-1103 07/26/25 11:53:42 07/26/25 14:33:09 RPT ; VREC 4528 BANDINI BLVD, ____________________________________________________________________________________________________________________________________________________________ Total Records: 5 . . Item 6 Page 43 of 125 Page 1 of 2 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250702334 07/27/25 00:52:41 07/27/25 00:56:56 INJURY HIT &ANDY NGUYEN Alfaro, Ivette, Espinoza, Alejandro, Flores, Teresa, Hernandez, Melissa, Silva, BryanCR25-1104 07/27/25 00:55:48 07/27/25 06:55:33 VI; 1015; RPT E 57TH ST / E ____________________________________________________________________________________________________________________________________________________________ CFS250702340 07/27/25 04:14:18 07/27/25 04:22:32 VIDEO BAY ALARM OP 191 Alfaro, Ivette, Espinoza, Alejandro, Flores, Teresa, Hernandez, Melissa, Silva, BryanCR25-1105 07/27/25 04:16:15 07/27/25 05:54:21 RPT 3121 E 26TH ST, ____________________________________________________________________________________________________________________________________________________________ CFS250702351 07/27/25 09:14:36 07/27/25 09:14:36 RECOVERED Escobedo, Alexy, Martinez, David CR25-1106 07/27/25 09:14:36 07/27/25 09:57:42 VREC 3540 E 26TH ST, ____________________________________________________________________________________________________________________________________________________________ CFS250702353 07/27/25 09:46:32 07/27/25 09:53:14 VANDALISM MIGUEL (PUBLIC WORKS)Lee, Bonnie CR25-1107 07/27/25 09:47:18 07/27/25 10:14:43 NAT S ALAMEDA ST / E ____________________________________________________________________________________________________________________________________________________________ CFS250702361 07/27/25 12:39:26 07/27/25 12:48:27 BURGLARY TO A JAVIER PUENTES Escobedo, Alexy, Martinez, David CR25-1108 07/27/25 12:41:36 07/27/25 13:14:06 RPT EXCHANGE AVE / ____________________________________________________________________________________________________________________________________________________________ . . Item 6 Page 44 of 125 Page 2 of 2 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250702362 07/27/25 12:53:25 07/27/25 13:15:25 BURGLARY TO A ANTHONY CURTIS Escobedo, Alexy, Martinez, David CR25-1109 07/27/25 13:14:32 07/27/25 13:40:04 RPT 4519 EVERETT AVE, ____________________________________________________________________________________________________________________________________________________________ Total Records: 6 . . Item 6 Page 45 of 125 Page 1 of 1 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250702400 07/28/25 01:50:42 07/28/25 01:51:18 PEDESTRIAN Espinoza, Alejandro, Lastra, Genevieve, Madrigal, Alfonso, Silva, BryanCR25-1110 07/28/25 01:51:18 07/28/25 04:18:04 1015; RPT E SLAUSON AVE / ____________________________________________________________________________________________________________________________________________________________ CFS250702439 07/28/25 10:20:30 ON-LINE AT&T CR25-1112 07/28/25 10:40:14 RPT 2910 S ALAMEDA ST, ____________________________________________________________________________________________________________________________________________________________ CFS250702440 07/28/25 10:21:52 07/28/25 10:22:21 INCIDENT Escobedo, Alexy, Martinez, David CR25-1111 07/28/25 10:22:21 07/28/25 10:42:56 RPT 4305 S SANTA FE ____________________________________________________________________________________________________________________________________________________________ CFS250702443 07/28/25 10:54:10 07/28/25 11:38:13 BURGLARY JOYCE CHEN Encinas, Anthony, Escobedo, Alexy, Lee, Bonnie, Martinez, DavidCR25-1113 07/28/25 11:38:13 07/28/25 15:46:40 RPT 5252 S ALAMEDA ST, ____________________________________________________________________________________________________________________________________________________________ Total Records: 4 . . Item 6 Page 46 of 125 Page 1 of 1 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250702521 07/29/25 11:04:58 07/29/25 11:10:09 TRAFFIC SERGIO Cedeno, Ruth, Cerda, Eugenio, Escobedo, Alexy, Martinez, David, Villegas, RichardCR25-1114 07/29/25 11:07:35 07/29/25 12:18:12 RPT ; CPD; OR E 26TH ST / SIERRA ____________________________________________________________________________________________________________________________________________________________ CFS250702522 07/29/25 11:14:53 07/29/25 11:24:37 GRAND THEFT ANTONIO Villegas, Richard CR25-1115 07/29/25 11:20:21 07/29/25 11:56:09 RPT 4453 SEVILLE AVE, ____________________________________________________________________________________________________________________________________________________________ CFS250702540 07/29/25 15:10:20 07/29/25 15:16:24 GRAND THEFT YAIR RAMOS Cerda, Eugenio CR25-1116 07/29/25 15:11:47 07/29/25 16:03:37 RPT 3338 E SLAUSON AVE, ____________________________________________________________________________________________________________________________________________________________ Total Records: 3 . . Item 6 Page 47 of 125 Page 1 of 2 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250702584 07/30/25 04:20:31 07/30/25 04:27:30 BURGLARY FERNANDO LLAMA Hernandez, Melissa, Madrigal, Alfonso, Ramos, Jose, Silva, BryanCR25-1117,07/30/25 04:23:20 07/30/25 07:02:47 RPT ; VI 5688 S BOYLE AVE, ____________________________________________________________________________________________________________________________________________________________ CFS250702588 07/30/25 07:33:19 07/30/25 07:41:47 NON INJURY HIT ROBERTO ESPINOSA Encinas, Anthony, Escobedo, Alexy, Estrada, Ignacio, Flores, Teresa, Martinez, DavidCR25-1120 07/30/25 07:41:47 07/30/25 08:37:39 RPT E SLAUSON AVE / ____________________________________________________________________________________________________________________________________________________________ CFS250702589 07/30/25 07:48:17 07/30/25 08:28:30 AUDIBLE ADT # CHERRY Escobedo, Alexy, Martinez, David CR25-1119 07/30/25 08:25:56 07/30/25 08:39:36 FA; VOID 5010 LOMA VISTA ____________________________________________________________________________________________________________________________________________________________ CFS250702592 07/30/25 08:52:33 07/30/25 08:52:33 RECOVERED Cedeno, Ruth CR25-1121 07/30/25 08:52:33 07/30/25 09:49:35 VREC 1930 E 51ST ST ____________________________________________________________________________________________________________________________________________________________ CFS250702614 07/30/25 14:05:34 07/30/25 14:13:43 CONTACT THE Escobedo, Alexy, Martinez, David CR25-1122 07/30/25 14:05:45 07/30/25 14:50:20 RPT 5151 ALCOA AVE, ____________________________________________________________________________________________________________________________________________________________ . . Item 6 Page 48 of 125 Page 2 of 2 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250702624 07/30/25 18:10:07 07/30/25 18:23:14 GRAND THEFT GURU DWEP Escobedo, Alexy, Flores, Teresa, Martinez, David CR25-1123 07/30/25 18:18:20 07/30/25 19:44:47 RPT 2435 E 37TH ST, ____________________________________________________________________________________________________________________________________________________________ Total Records: 6 . . Item 6 Page 49 of 125 Page 1 of 2 Daily Activity With Response Times Printed on August 18, 2025 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250702655 07/31/25 03:35:49 07/31/25 03:40:41 BURGLARY FERNANDO LLAMAS Hernandez, Melissa, Landa, Rafael, Madrigal, AlfonsoCR25-1125 07/31/25 03:37:03 07/31/25 04:53:47 RPT 5688 S BOYLE AVE, ____________________________________________________________________________________________________________________________________________________________ CFS250702677 07/31/25 11:19:44 07/31/25 11:28:08 GRAND THEFT CHRSTIAN ALTAMIRANO Cerda, Paul CR25-1126 07/31/25 11:28:08 07/31/25 13:26:01 RPT 4327 BANDINI BLVD, ____________________________________________________________________________________________________________________________________________________________ CFS250702694 07/31/25 16:22:52 07/31/25 16:29:52 FOUND OSCAR Cerda, Paul, Maciel, Cynthia CR25-1127 07/31/25 16:24:44 07/31/25 16:35:45 RPT LEONIS BLVD / ____________________________________________________________________________________________________________________________________________________________ CFS250702695 07/31/25 16:52:57 REPOSESSION STEVEN CR25-1128 07/31/25 17:09:51 REPO 2500 S ALAMEDA ST, ____________________________________________________________________________________________________________________________________________________________ CFS250702698 07/31/25 18:25:07 07/31/25 18:31:08 BURGLARY GUARD, SECURITY Cerda, Paul, Hernandez, Melissa, Maciel, Cynthia, Velasquez, RichardCR25-1129 07/31/25 18:28:18 07/31/25 20:36:58 1015; RPT 2435 E 37TH ST, VER ____________________________________________________________________________________________________________________________________________________________ . . Item 6 Page 50 of 125 Page 2 of 2 CFS #CFS Date/Time First On Scene Date/Time Complaint Type Person/Business Name Responder Personnel Case Number First Enroute Date/Time Completed Date/Time Dispo Address CFS250702702 07/31/25 20:42:27 07/31/25 20:54:57 NON INJURY HIT GILBERT MADRID Alfaro, Ivette, Flores, Teresa, Hernandez, Melissa, Landa, RafaelCR25-1130 07/31/25 20:44:20 07/31/25 22:19:18 RPT 4940 DISTRICT BLVD / ____________________________________________________________________________________________________________________________________________________________ CFS250702707 07/31/25 22:56:18 07/31/25 22:56:18 GRAND THEFT SALLY CAPUTO Alfaro, Ivette, Flores, Teresa CR25-1131 07/31/25 22:56:18 07/31/25 23:09:58 RPT 4305 S SANTA FE ____________________________________________________________________________________________________________________________________________________________ Total Records: 7 . . Item 6 Page 51 of 125 City Council Agenda Report Meeting Date:September 16, 2025 From:Genoveva Rocha, City Clerk Department:City Clerk Submitted by:Sandra Dolson, City Clerk Specialist Subject Zoning Code Amendments Recommendation A. Find that the proposed action is exempt from California Environmental Quality Act (CEQA) because the adoption of this ordinance is not a “project” pursuant to CEQA Guidelines Section 15378; and B. Adopt Ordinance No. 1307 Amending Zoning Code to meet California Department of Housing and Community Development (HCD) Requirements. Background During the Regular City Council Meeting on September 2, 2025, the City Council introduced by title and waived further reading of Ordinance No. 1307. This ordinance modifies the Zoning Code to ensure compliance with State Law requirements set by the HCD. The summary of the Ordinance was posted on the City’s website on September 2, 2025, and published on September 4, 2025, pursuant to legal requirements. Fiscal Impact The fiscal impact of publishing the Ordinance summary is estimated at $200. Sufficient funds are available in the General Fund, City Clerk Department, Advertisement/Promotion Account No. 011-010-125-525000 for the current fiscal year. Attachments 1. Ordinance No. 1307 2. Ordinance Summary Proof of Publication . . Item 7 Page 1 of 133 ORDINANCE NO. 1307 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF VERNON AMENDING TITLE 17 - ZONING TABLES 17.23.020(A), 17.24.020 (A) AND 17.25.020(A) OF THE VERNON MUNICIPAL CODE TO ENSURE COMPLIANCE WITH THE STATE HOUSING ELEMENT LAW, INCLUDING GOVERNMENT CODE SECTION 65583.2(h)-(i) SECTION 1. Recitals. A. The City of Vernon (City) is a municipal corporation and a chartered city of the State of California organized and existing under its charter and the Constitution of the State of California. B. Vernon Municipal Code Title 17 – Zoning (Zoning Code), establishes zoning regulations and provisions in the City and designates, regulates and restricts various matters of zoning and land use. C. Every eight years, the State of California requires local jurisdictions to update their Housing Element to plan for current and future housing needs. The California Department of Housing and Community Development (HCD) reviews each jurisdiction’s Housing Element and zoning code to determine compliance with State law. D. HCD has determined that minor modifications to the Zoning Code are required to comply with State law to ensure that multifamily housing developments on sites identified to accommodate a portion of the housing need for lower income housing in the General Plan Housing Element are permitted by right, pursuant to Government Code Section 65583.2(h) and (i). E. A duly-noticed public hearing has been held to consider the proposed Zoning Code changes, and public Testimony has been received and considered. THE CITY COUNCIL OF THE CITY OF VERNON HEREBY ORDAINS: SECTION 2. The City Council of the City of Vernon hereby finds and determines that the above recitals are true and correct and are a substantial part of this ordinance. SECTION 3. This ordinance was assessed in accordance with the authority and criteria contained in the California Environmental Quality Act (CEQA), the State CEQA Guidelines, and the environmental regulations of the City. The City Council finds that this ordinance is not subject to CEQA because the adoption of this ordinance is not a “project” pursuant to CEQA Guidelines Section 15378. SECTION 4. Title 17 - Zoning Table 17.23.020(A) of the Vernon Municipal Code is hereby amended to read as follows: . . Item 7 Page 2 of 133 Ordinance No. 1307 Page 2 of 6 _______________________ Table 17.23.020(A) Residential and Office Uses Land Use Use Control General Regulations & Notes Primarily Residential Uses Single-Family Dwelling Permitted of Right Development and design standards of this chapter do not apply; development standards are the following: Minimum front setback: 5 ft Maximum height: 3 stories/35 ft Multifamily Dwelling Permitted of Right All multifamily residential buildings greater than 20 units shall include 25% live/work units. All multifamily or live/ work buildings greater than 100 units shall be conditional. For sites identified to accommodate the lower-income regional housing need allocation, multifamily uses shall be a use by right and permitted without discretionary action for developments in which at least 20 percent of the units are affordable to lower income households and shall meet all requirements pursuant to Government Code section 65583.2, subdivisions (h) and (i), including but not limited to requiring minimum densities of 20 units per acre, allowing 100 percent residential use and require that residential use occupy at least 50 percent of the total floor area of a mixed-use project. For more information on eligible sites, please see the site inventory included in the City of Vernon Housing Element. Hotel Encouraged Residential Care Facilities Permitted of Right Live/Work Permitted of Right Must contain at least 200 sq ft per unit of designated work space. See Chapter 17.54 for detailed regulations. Trailer Park Prohibited Emergency Shelter Prohibited Primary Office Uses Office Manufacturing Permitted of Right Media Production Studios Permitted of Right Offices Permitted of Right . . Item 7 Page 3 of 133 Ordinance No. 1307 Page 3 of 6 _______________________ SECTION 5. Title 17 – Zoning Table 17.24.020(A) of the Vernon Municipal Code is hereby amended to read as follows: Table 17.24.020(A) Residential and Office Uses Land Use Use Control General Regulations & Notes Primarily Residential Uses Single-Family Dwelling Prohibited Multifamily Dwelling Permitted of Right All multifamily residential buildings greater than 20 units shall include 30% live/work units. All multifamily or live/work buildings greater than 100 units shall be conditional. For sites identified to accommodate the lower-income regional housing need allocation, multifamily uses shall be a use by right and permitted without discretionary action for developments in which at least 20 percent of the units are affordable to lower income households and shall meet all requirements pursuant to Government Code section 65583.2, subdivisions (h) and (i), including but not limited to requiring minimum densities of 20 units per acre, allowing 100 percent residential use and require that residential use occupy at least 50 percent of the total floor area of a mixed-use project. For more information on eligible sites, please see the site inventory included in the City of Vernon Housing Element. Hotel Encouraged Live/Work Permitted of Right Must contain at least 200 sq ft per unit of designated work space. See Chapter 17.54 for detailed regulations. Residential Care Facilities Permitted of Right Trailer Park Prohibited Emergency Shelter Prohibited Primary Office Uses Office Manufacturing Permitted of Right Media Production Studios Permitted of Right Offices Permitted of Right SECTION 6. Title 17 – Zoning Table 17.25.020(A) of the Vernon Municipal Code is hereby amended to read as follows: . . Item 7 Page 4 of 133 Ordinance No. 1307 Page 4 of 6 _______________________ Table 17.25.020(A) Residential and Office Uses Land Use Use Control General Regulations & Notes Primarily Residential Uses Single-Family Dwelling Prohibited Multifamily Dwelling Permitted of Right All multifamily residential buildings greater than 20 units shall include 30% live/work units. All multifamily or live/work buildings greater than 100 units shall be conditional. For sites identified to accommodate the lower-income regional housing need allocation, multifamily uses shall be a use by right and permitted without discretionary action for developments in which at least 20 percent of the units are affordable to lower income households and shall meet all requirements pursuant to Government Code section 65583.2, subdivisions (h) and (i), including but not limited to requiring minimum densities of 20 units per acre, allowing 100 percent residential use and require that residential use occupy at least 50 percent of the total floor area of a mixed-use project. For more information on eligible sites, please see the site inventory included in the City of Vernon Housing Element. Hotel Prohibited Live/Work Permitted of Right Must contain at least 200 sq ft per unit of designated work space. See Chapter 17.54 for detailed regulations. Residential Care Facilities Permitted of Right Trailer Park Prohibited Emergency Shelter Permitted of Right Primary Office Uses Office Manufacturing Encouraged Media Production Studios Permitted of Right Offices Permitted of Right SECTION 7. Any provision of the Vernon Municipal Code or appendices thereto inconsistent with the provisions of this ordinance, to the extent of such inconsistencies and no further, is repealed or modified to that extent necessary to affect the provisions of this ordinance. . . Item 7 Page 5 of 133 Ordinance No. 1307 Page 5 of 6 _______________________ SECTION 8. If any section, subsection, paragraph, sentence, clause, phrase, or portion thereof, of this ordinance is declared by a court of competent jurisdiction to be unconstitutional or otherwise invalid, such decision shall not affect the validity of the remaining portions of this ordinance. The City Council declares that it would have adopted this ordinance, and each section, subsection, paragraph, sentence, clause, phrase, or portion thereof, irrespective of the fact that any one or more sections, subsections, paragraphs, sentences, clauses, phrases, or portions thereof, be declared invalid or unconstitutional. To this end, the provisions of this ordinance are declared to be severable. SECTION 9. The City Clerk, or Deputy City Clerk, shall certify the adoption and publish this ordinance as required by law. SECTION 10. This ordinance shall become effective after the thirtieth day following its adoption. APPROVED AND ADOPTED SEPTEMBER 16, 2025. _____________________________ LETICIA LOPEZ, Mayor ATTEST: GENOVEVA ROCHA, City Clerk APPROVED AS TO FORM: ZAYNAH N. MOUSSA, City Attorney . . Item 7 Page 6 of 133 Ordinance No. 1307 Page 6 of 6 _______________________ CERTIFICATION STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) ss. CITY OF VERNON ) I do hereby certify that the attached is a true copy of Ordinance No. 1307 that was introduced by the City Council of the City of Vernon, California, at its Regular meeting of September 2, 2025, and adopted at its Regular Meeting of September 16, 2025, by the following vote: AYES: NOES: ABSENT: ABSTAIN: ________________________________ GENOVEVA ROCHA, City Clerk . . Item 7 Page 7 of 133 This space for filing stamp only OR #: O R A N G E C O U N T Y R E P O R T E R ~ SINCE 1921 ~ 600 W. Santa Ana Blvd., Suite 205, Santa Ana, California 92701-4542 Telephone (714) 543-2027 / Fax (714) 542-6841 PROOF OF PUBLICATION (2015.5 C.C.P.) State of Calif ornia ) County of Orange ) ss Notice Type: Ad Description: I am a citizen of the United States and a resident of the State of California; I am over the age of eighteen years, and not a party to or interested in the above entitled matter. I am the principal clerk of the printer and publisher of the ORANGE COUNTY REPORTER, a newspaper published in the English language in the City of Santa Ana, and adjudged a newspaper of general circulation as defined by the laws of the State of California by the Superior Court of the County of Orange, State of California, under date of June 2, 1922, Case No. 13,421. That the notice, of which the annexed is a printed copy, has been published in each regular and entire issue of said newspaper and not in any supplement thereof on the following dates, to-wit: Executed on: 10/10/2004 At Los Angeles, California I certify (or declare) under penalty of perjury that the foregoing is true and correct. Signature HUNTINGTON PARK BULLETIN 1007 N SEPULVEDA BLVD STE 1357, MANHATTAN BEACH, CA 90266 (323) 556-5720 (213) 835-0584 PRE 3964218 Genoveva Rocha CITY OF VERNON CITY CLERK 4305 SANTA FE AVE VERNON, CA - 90058 ORD - ORDINANCE PUBLICATION Ordinance 1307 - Introduction Summary I am a citizen of the United States and a resident of the State of California; I am over the age of eighteen years, and not a party to or interested in the above entitled matter. I am the principal clerk of the printer and publisher of the HUNTINGTON PARK BULLETIN, a newspaper published in the English language in the city of HUNTINGTON PARK, county of LOS ANGELES, and adjudged a newspaper of general circulation as defined by the laws of the State of California by the Superior Court of the County of LOS ANGELES, State of California, under date 06/14/1943, Case No. 485073. That the notice, of which the annexed is a printed copy, has been published in each regular and entire issue of said newspaper and not in any supplement thereof on the following dates, to-wit: 09/04/2025 09/04/2025 LOS ANGELES !A000007196792! Email INTRODUCTION SUMMARY OF ORDINANCE NO.1307 An Ordinance of the City Council of the City of Vernon Amending Title 17 -Zoning Tables 17.23.020(a),17.24.020 (a),and 17.25.020(a)of the Vernon Municipal Code to Ensure Compliance with the State Housing Element Law, including Government Code Section 65583.2(h)- (i). Ordinance No.1307 was introduced by the Vernon City Council at its regular meeting on September 2,2025.Second reading and adoption of the ordinance is scheduled for the Regular City Council Meeting on September 16, 2025,at City Hall,4305 Santa Fe Avenue, Vernon,California. The full text of Ordinance No.1307 is on file in the City Clerk Department and accessible on the City's website at www.cityofvernonca.gov. Posted:Tuesday,September 2,2025 9/4/25 PRE-3964218# HUNTINGTON PARK BULLETIN . . Item 7 Page 8 of 133 City Council Agenda Report Meeting Date:September 16, 2025 From:Genoveva Rocha, City Clerk Department:City Clerk Submitted by:Sandra Dolson, City Clerk Specialist Subject Code Enforcement Update Recommendation A. Find that the proposed action is not a project within the meaning of Section 15378 of the California Environmental Quality Act (“CEQA”) Guidelines because it has no potential for resulting in physical change in the environment, either directly or ultimately. In the event that the proposed Ordinance is found to be a project under CEQA, it is subject to the CEQA exemption contained in CEQA Guidelines Section 15061(b)(3) because it can be seen with certainty to have no possibility of a significant effect on the environment; and B. Adopt Ordinance No. 1308 Amending Certain Sections of Chapter 1.08 (Administrative Citations), 8.20 (Nuisances), and 10.16 (Parking Regulations) of the Vernon Municipal Code Regarding Public Nuisances, Administrative Citations, and Enforcement of Code Violations. Background During the Regular City Council Meeting on September 2, 2025, the City Council introduced by title and waived further reading of Ordinance No. 1308. This Ordinance amends certain sections of Chapter 1.08 (Administrative Citations), 8.20 (Nuisances,) and 10.16 (Parking Regulations) of the Vernon Municipal Code Regarding Public Nuisances, Administrative Citations, and Enforcement of Code Violations. The summary of the Ordinance was posted on the City’s website on September 2, 2025, and published on September 4, 2025, pursuant to legal requirements. Fiscal Impact The fiscal impact of publishing the Ordinance summary is estimated at $200. Sufficient funds are available in the General Fund, City Clerk Department, Advertisement/Promotion Account No. 011-010-125-525000 for the current fiscal year. Attachments 1. Ordinance No. 1308 2. Ordinance Summary Proof of Publication . . Item 8 Page 1 of 157 ORDINANCE NO. 1308 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF VERNON AMENDING CERTAIN SECTIONS OF CHAPTERS 1.08 (ADMINISTRATIVE CITATIONS), 8.20 (NUISANCES), AND 10.16 (PARKING REGULATIONS) OF THE VERNON MUNICIPAL CODE REGARDING PUBLIC NUISANCES, ADMINISTRATIVE CITATIONS, AND ENFORCEMENT OF CODE VIOLATIONS SECTION 1. Recitals. A. On November 15, 2011, the City Council of the City of Vernon adopted Ordinance No. 1189, establishing administrative enforcement provisions and nuisance abatement procedures and amending the Vernon Municipal Code (VMC) to allow for administrative compliance orders, administrative citations, civil penalties and nuisance abatement proceedings. B. On December 8, 2018, the City Council adopted Ordinance No. 1258 amending the VMC to establish parking rules for Furlong Place, a private City-owned street. C. Section VII of Article XI of the California Constitution provides that a city may make and enforce within its limits all local, police, sanitary, and other ordinances and regulations not in conflict with general laws. D. California Government Code sections 38771 and 38772, respectively, provide that legislative bodies of cities may declare what constitutes a nuisance and provide for the abatement of any nuisance. E. The City Council finds that nuisance conditions are offensive and/or annoying to the senses, detrimental to property values and community appearance, an obstruction to or interfere with the comfortable enjoyment of adjacent properties or premises (both public and private), and/or are hazardous or injurious to the health, safety, and/or welfare of the general public. F. The City Council desires to promote and sustain a high quality of life within the City and to protect the health, safety, and welfare of the City’s residents, business community, and guests by developing and utilizing regulations that promote the sound maintenance of property and that enhance the appearance, habitability, occupancy, use, and safety of all structures and premises in the City. G. The City Council wishes to update existing provisions and procedures to comply with applicable state law and to strengthen the City’s ability to abate nuisance conditions by amending existing Municipal Code provisions. H. Furlong Place in the City of Vernon is a privately owned and maintained road by the City of Vernon that is not dedicated to use by the public and is not generally open for public use by vehicular travel. . . Item 8 Page 2 of 157 Ordinance No. 1308 Page 2 of 22 _______________________ I. Notice of the public meeting and proposed ordinance was sent to all tenants on Furlong Place ten (10) days prior to the City Council’s consideration of this matter. THE CITY COUNCIL OF THE CITY OF VERNON HEREBY ORDAINS: SECTION 2. The City Council of the City of Vernon finds and determines that the above recitals are true and correct and are a substantial part of this ordinance. SECTION 3. Chapter 1.08 (Administrative Citations) is hereby retitled to “Code Enforcement.” SECTION 4. Vernon Municipal Code, Chapter 1.08, Section 1.08.010 is hereby amended to read as follows with amendments denoted by underline and deletions by strikethrough. 1.08.010 General penalty—Continuing violations. Misdemeanors, infractions, and public nuisances. A. Misdemeanors. It is unlawful for any person to violate or fail to comply with any of the requirements or provisions of this Code. Any person failing to comply with any of the requirements of this Code or violating any of its provisions shall be guilty of a misdemeanor, unless that failure or violation is declared to be an infraction in this Code. Infractions shall be tried and punished pursuant to Section 19.6 of the California Penal Code. For every Every offense that is prosecuted as a misdemeanor, the penalty for which is not otherwise prescribed by ordinance or in this Code, shall be punished by a fine of not more than $1,000 or by imprisonment in the County Jail for not more than six months, or by both such fine and imprisonment. B. Any violation of this Code designated to be a misdemeanor may be charged as a misdemeanor or infraction by the prosecuting agency, when such reduction is deemed to be in the best interests of the City and of justice. C. Each person shall be guilty of a separate offense for each and every day, or portion thereof, for any violation or provision of this Code that is committed. D. Infractions. Every violation determined to be an infraction is punishable by: (1) a fine not exceeding $100.00 for a first violation; (2) a fine not exceeding $200.00 for a second violation of the same ordinance within one year; (3) a fine not exceeding $500.00 for each additional violation of the same ordinance within one year. E. Notwithstanding any other provisions of law, a violation of local building and safety codes determined to be an infraction is punishable by: (1) a fine not exceeding $1,000.00130.00 for a first violation; (2) a fine not exceeding $5,000.00700.00 for a . . Item 8 Page 3 of 157 Ordinance No. 1308 Page 3 of 22 _______________________ second violation of the same ordinance within one year; (3) a fine not exceeding $10,000.001,300.00 for each additional violation of the same ordinance within one year of the first violation; and (4) a fine not exceeding $2,500 for each additional violation of the same ordinance within two years of the first violation if the property is a commercial property that has an existing building at the time of the violation and the violation is due to failure by the owner to remove visible refuse or failure to prohibit unauthorized use of the property. F. Pursuant to California Penal Code Section 836.5, City code enforcement officers are authorized to issue criminal citations following the procedures set forth in California Penal Code Sections 853.5 through 853.6a, or such other procedures as the State of California may subsequently enact. G. Pursuant to California Government Code Section 36900, the City Attorney may prosecute any violation of this Code in the name of the People of the State of California. H. Whenever in this Code any act or omission is made unlawful, it includes causing, permitting, aiding, abetting, maintaining, suffering or concealing the fact of such act or omission. I. In addition to the penalties provided in this section, any condition caused or permitted to exist in violation of this Code is deemed a public nuisance and may be abated as such by the city in any manner provided by law or in this Code for the abatement of a nuisance. J. The owner of any property, building or structure within the City has the responsibility for keeping such property, building or structure free of violations related to its use or condition. The owner of such property, building or structure is separately liable for violations committed by tenants or occupants related to the use or condition of the property. K. Land use permit or approval violations. (1) Each person or the successor of each person who holds a land use permit, approval, or license issued by the City shall comply with each provision of the permit, approval, or license and with each term that is imposed as a condition to the exercise of the permit, approval, or license. (2) Each person who violates paragraph (1) of this subsection is guilty of a misdemeanor and may be punished as provided in this section. The penalty provided in this section is in addition to other provisions of this Code that provide for revocation of the permit, approval, or license or authorize the imposition of a civil fine or penalty. L. The City Attorney, at the direction of the City Council, may institute an action in any court of competent jurisdiction to restrain, enjoin or abate any condition found to be . . Item 8 Page 4 of 157 Ordinance No. 1308 Page 4 of 22 _______________________ in violation of this Code or any approval, order, rule or regulation issued by any duly authorized officer or agent of the City in the manner provided by law. M. Pursuant to Government Code section 38773.5, in any action, administrative proceeding, or special proceeding brought to abate a public nuisance, the prevailing party will be entitled to recover attorneys’ fees, provided that attorneys’ fees will only be available in those actions or proceedings in which the City has provided notice at the commencement of such action or proceeding that it intends to seek and recover its own attorneys’ fees. In no action or proceeding shall an award of attorneys’ fees exceed the amount of reasonable attorneys’ fees incurred by the City in the action or proceeding. SECTION 5. Vernon Municipal Code, Chapter 1.08, Section 1.08.020 is hereby amended to read as follows with amendments denoted by underline and deletions by strikethrough. 1.08.020. Scope. Sections 1.08.050 through 1.08.080 and Chapter 8.20 provide for administrative remedies in addition to Sections 5.04.320 through 5.04.340, 5.40.200 through 5.40.250; for violations of certain provisions of this Code, except that with respect to the provisions set forth in Sections 6.04.110 through 6.04.130, 8.12.020, 8.28.070, 8.32.200, 8.40.180, 8.40.190, 13.20.090, 13.24.220 through 13.24.270, and Chapters 2.36, 5.12 through 5.36, 8.04, and 8.24 or any other existing provision of the Vernon City Code in conflict with this section, t The Director, or appropriate enforcement official, may elect to, at its discretion, proceed either under this chapter or under any other applicable Municipal Code provisions (or both) and/or pursue any legal remedy available under the law to abate public nuisances and enforce the Vernon Municipal Code and municipal permits, licenses, and approvals.so long as not inconsistent. Administrative remedies may be pursued in lieu of, or in combination with (either concurrently or in any sequence), any other legal remedy, criminal or civil, which may be pursued by the City to address any violation of this Code. The City may elect to pursue any legal remedy, criminal or civil, in lieu of pursuing administrative remedies to address any violation of this Code. The City Attorney, City Prosecutor, or any Assistant City Attorney or Assistant City Prosecutor, or designated special counsel, has sole discretion to determine whether a violation will be prosecuted criminally. If a violation is not criminally prosecuted, the City may pursue administrative enforcement of this Code pursuant to Sections 1.08.050 through 1.08.080 and Chapter 8.20 of this Code. SECTION 6. Vernon Municipal Code Chapter 1.08, Section 1.08.030 is hereby amended to read as follows with amendments denoted by underline and deletions by strikethrough. 1.08.030. Definitions. For purposes of Sections 1.08.050 through 1.08.080 Chapter 1.08 and Chapter . . Item 8 Page 5 of 157 Ordinance No. 1308 Page 5 of 22 _______________________ 8.20, the following words and phrases shall have the following meanings and provide the following procedures, unless the context otherwise requires: "Designee" means a person authorized by a responsible entity or party, or by the director or enforcement official, to act on its behalf for purposes of administrative enforcement. "Director" means each of the Director of Public Works, the General Manager of Public Utilities, the Director of Health and Environmental Control, the Chief of the Fire Department and the Chief of the Police Department, individually. "Enforcement official" means any person authorized to enforce the provisions of the Vernon City Code, including, but not limited to, City Attorney, City Police, fire officials, employees of the Public Works Department, employees of the Public Utilities Department, employees of the Health and Environmental Control Department, Code enforcement officers, and any other person authorized by the City Attorney. "Legal interest" means any interest that is represented by a deed, deed of trust, lease, rental agreement, judgment lien, tax or assessment lien, mechanic's lien or other similar instrument that is recorded with the County Recorder, including, but not limited to, the County Tax Assessor's roll. "Responsible person" or "entity" means any person or entity whom the Director or enforcement official determines is responsible for causing or maintaining a violation of this Code. The term "responsible person" includes, but is not limited to, a property owner, tenant, occupant, person with another legal interest in real property, person in possession of real property, or a designated legal representative. The pronoun "it" shall include male and female genders. "Service" means the delivery of a compliance order, administrative citation, civil penalty notice and order, or notice to abate as follows: 1. If the responsible person is a corporation, the Director or enforcement official, or their designee, may personally serve any one of the following individuals, and shall attempt to obtain the signature of that individual on any compliance order, administrative citation, civil penalty notice and order, or notice to abate:, the president or other officer of the corporation, a general manager, or an agent authorized by the corporation to receive service of process in a civil action. In the alternative, if the office address of any of the above-listed individuals is known to the City, the compliance order, administrative citation, civil penalty notice and order, or notice to abate, may be mailed to that address by certified mail, return receipt requested, and also delivery by first class mail. Notwithstanding that if delivery by certified mail is refused or returned unsigned, such notice by regular mail shall be deemed sufficient for purposes of this definition. 2. If the responsible person is a limited liability company, the Director or . . Item 8 Page 6 of 157 Ordinance No. 1308 Page 6 of 22 _______________________ enforcement official, or their designee, may personally serve the managing member, or other manager of the business, or an agent authorized by the limited liability company to receive service of process in a civil action, and shall attempt to obtain the signature of that individual on any compliance order, administrative citation, civil penalty notice and order, or notice to abate, the president or other officer of the corporation, a general manager, or an agent authorized by the corporation to receive service of process in a civil action. In the alternative, if the office address of any of the above-listed individuals is known to the City, the compliance order, administrative citation, civil penalty notice and order, or notice to abate, may be mailed to that address by certified mail, return receipt requested, and also delivery by first class mail. Notwithstanding that if delivery by certified mail is refused or returned unsigned, such notice by regular mail shall be deemed sufficient for purposes of this definition. 3. If the responsible person is a business other than a corporation, or limited liability company, the Director or enforcement official, or their designee, may personally serve the general partner, if a partnership, or business owner or manager of the business, and shall attempt to obtain the signature of that individual on any compliance order, administrative citation, civil penalty notice and order, or notice to abate. In the alternative, the compliance order, administrative citation, civil penalty notice and order, or notice to abate shall be mailed to the business address by certified mail, return receipt requested, and also by first class mail. Notwithstanding that if delivery by certified mail is refused or returned unsigned, such notice by regular mail shall be deemed sufficient for purposes of this definition. 4. If the responsible person is an individual or doing business as an individual, the Director or enforcement official, or their designee, may personally serve that individual, or manager of the business, and shall attempt to obtain the signature of the recipient on any compliance order, administrative citation, civil penalty notice and order, or notice to abate. In the alternative, the compliance order, administrative citation, civil penalty notice and order, or notice to abatement shall be mailed by certified mail, return receipt requested, and also by first class mail. Notwithstanding that if delivery by certified mail is refused or returned unsigned, such notice by regular mail shall be deemed sufficient for purposes of this definition. 5. If a responsible person or person served refuses or fails to sign the compliance order, administrative citation, civil penalty notice and order, or notice of abatement, the failure or refusal to sign shall not affect the validity of the compliance order, administrative citation, civil penalty notice and order, or notice to abate, or of subsequent proceedings. 6. If the Director or enforcement official, or their designee, does not succeed in serving the responsible person by any of the methods detailed above, the Director or enforcement official, or their designee, shall post the compliance order, administrative citation, civil penalty notice and order, or notice of abatement on any real property within the City in which the City has knowledge that the responsible person has a legal interest, and such posting shall be deemed effective service. If the City has no knowledge that the . . Item 8 Page 7 of 157 Ordinance No. 1308 Page 7 of 22 _______________________ responsible person has a legal interest in any real property within the City, the Director or enforcement official, or their designee, shall cause the compliance order, administrative citation, civil penalty notice and order, or notice of abatement to be published for four successive weeks in the City's a newspaper designated of general circulation within the City used for publishing public notices, which shall be deemed effective service. SECTION 7. Ver non Municipal Code, Chapter 1.08 Section 1.08.040(B) is hereby amended to read as follows with amendments denoted by underline and deletions by strikethrough. Advance Deposit Hardship Waiver Deposit. A responsible person, or their designee, which requests a hearing to contest a compliance order, administrative citation, or civil penalty notice and order and who whose business entity is financially unable to deposit the administrative citation amount or civil penalty amount as required in this section may file a request for an advance deposit hardship waiver. The request shall be filed with the Department of Finance on an advance deposit hardship waiver application form, available from the Department of Finance, no later than 30 days after service of the compliance order, administrative citation, or civil penalty notice and order. The Director of Finance Director may issue an advance deposit hardship waiver only if the responsible person requesting the waiver submits to the Finance Director a sworn affidavit, together with any supporting documents, demonstrating to the satisfaction of the Finance Director the responsible person’s business entity's financial inability to deposit with the City the full amount of any citation amount or civil penalty amount in advance of the hearing. The Finance Director shall issue a written decision granting or denying the request for the waiver within 15 calendar days after receiving the application for the waiver. Any decision to deny the waiver application shall specify the reasons for the denial. The decision shall be served upon the person requesting the waiver by certified mail, return receipt requested. If the Finance Director denies the application for the waiver, the responsible person, or their designee, shall remit the full amount of any citation or civil penalty to the City within 10 days of receipt of the Finance Director's written decision. Failure to submit the full amount of any citation or civil penalty within the 10-day period shall invalidate the request for administrative hearing. Should a request for an advance deposit hardship waiver be denied, the applicant may appeal that decision to the City Administrator for a final determination. The appeal must be in writing and received by the City Clerk within 15 days from the denial. The appeal must include a copy of the advance deposit hardship waiver request, the reason for the denial, and detailed information on why the applicant believes the appeal should be granted. The City Administrator will review the information submitted by the applicant as soon as practicable. For all appeals, the decision of the City Administrator is final. SECTION 8. Ver non Municipal Code, Chapter 1.08, Section 1.08.040(D) is hereby amended to read as follows with amendments denoted by underline and deletions by strikethrough. Request for Continuance of Hearing. The responsible person, or their designee, . . Item 8 Page 8 of 157 Ordinance No. 1308 Page 8 of 22 _______________________ may request one continuance, but in no event may the hearing begin later than 90 days after the request for hearing form is filed, and the citation amount or civil penalty amount is deposited or an advance deposit hardship waiver if is issued, with the City. SECTION 9. Ver non Municipal Code, Chapter 1.08, Section 1.08.040(E) is hereby amended to read as follows with amendments denoted by underline and deletions by strikethrough. Appointment of Administrative Hearing Officer or Local Appeals Board. 1. The City Attorney, or their designee, shall establish procedures for the selection of an administrative hearing officer for appeals of compliance orders, administrative citations, and/or civil penalties that do not arise from violations of Title 15 of this Code and the codes adopted in Title 15. Administrative hearing officers shall be selected in a manner that avoids the potential for pecuniary or other bias. In no event shall the administrative hearing officer be the Director or the enforcement official who issued the compliance order, administrative citation, or civil penalty notice and order. The compensation, if any, of the administrative hearing officer shall be paid by the City. Compensation shall not be directly or indirectly conditioned upon whether or not the compliance order, administrative citations, or civil penalty notice and order is sustained by the administrative hearing officer. 2. The Local Appeals Board shall hear appeals of compliance orders, administrative citations, and/or civil penalties arising from violations of Title 15 of this Code and the codes adopted in Title 15. The Local Appeals Board shall consist of three members appointed by the City Council. The members of the Local Appeals Board shall not be employees of the City and shall be knowledgeable in the applicable building codes, regulations, and ordinances as determined by the City Council. If the Local Appeals Board is not established as set forth above, the City Council shall serve as the Local Appeals Board. When the appeal of a compliance order, administrative citation, and/or civil penalty involves violations of Title 15 of this Code, including the codes adopted in Title 15, and any other provision of this Code, the entire appeal shall be heard by the Local Appeals Board. SECTION 10. Ver non Municipal Code, Chapter 1.08, Section 1.08.040(F) is hereby amended to read as follows with amendments denoted by underline and deletions by strikethrough. Procedures at Administrative Hearing. In the event that the Director or enforcement official will seek fines in excess of $100,000 then the California Administrative Procedures Act will apply. Otherwise, administrative hearings are informal, and formal rules of evidence and discovery do not apply. Each party shall have the opportunity to present evidence in support of its case, to cross-examine witnesses and to argue its position. The City bears the burden of proof at an administrative hearing to establish a violation of the City Code. The compliance order, administrative citation, or civil penalty notice and order, and any additional reports submitted by the Director or enforcement official shall . . Item 8 Page 9 of 157 Ordinance No. 1308 Page 9 of 22 _______________________ constitute prima facie evidence of the facts contained in those documents. The administrative hearing officer or Local Appeals Board must use preponderance of evidence as the standard of evidence in deciding the issues. SECTION 11. Ver non Municipal Code, Chapter 1.08, Section 1.08.040(H) is hereby amended to read as follows with amendments denoted by underline and deletions by strikethrough. Decision of Administrative Hearing Officer. No later than 30 days after the date on which the administrative hearing concludes the administrative hearing officer or Local Appeals Board shall issue a written decision to uphold or cancel the compliance order, administrative citation, or civil penalty notice and order. The administrative hearing officer or Local Appeals Board shall set forth the findings supporting the decision. The decision shall be served upon the responsible person, or their designee, by certified mail, return receipt requested, at the address designated on the request for hearing form. If the administrative hearing officer or Local Appeals Board sustains the compliance order, administrative citation, or civil penalty notice and order, the City shall retain any applicable citation amount or civil penalty amount deposited by the responsible person. If the administrative hearing officer or Local Appeals Board sustains the compliance order, administrative citation, or civil penalty notice and order, and any applicable citation amount or civil penalty amount has not been deposited pursuant to an advance deposit hardship waiver, the administrative hearing officer or Local Appeals Board shall specify in the decision a payment schedule for any applicable citation amount or civil penalty amount. If the administrative hearing officer or Local Appeals Board quashes the compliance order, administrative citation, or civil penalty notice and order, any applicable citation amount or civil penalty amount deposited with the City shall be promptly refunded. The administrative hearing officer's or Local Appeals Board’s written decision is final and conclusive, and notice of the decision shall also inform the responsible person of its right to appeal, as provided in subsection J. SECTION 12. Ver non Municipal Code, Chapter 1.08, Section 1.08.040(I) is hereby amended to read as follows with amendments denoted by underline and deletions by strikethrough. Administrative Costs. The administrative hearing officer or Local Appeals Board shall assess against the cited responsible person entity administrative costs for any compliance order, administrative citation, or civil penalty notice and order that is upheld. The administrative costs include any and all costs incurred by the City in connection with investigating the violation for which the compliance order, administrative citation, or civil penalty notice and order was issued, and issuing and processing the compliance order, administrative citation, or civil penalty notice and order, including, but not limited to, investigative costs, staffing costs for preparing and conducting the administrative hearing and the cost of the administrative hearing officer, as established by City Council resolution. The decision upholding the compliance order, administrative citation, or civil penalty notice and order shall specify the amount of administrative costs and the date by . . Item 8 Page 10 of 157 Ordinance No. 1308 Page 10 of 22 _______________________ which the costs must be paid to the City. SECTION 13. Vernon Municipal Code, Chapter 1.08, Section 1.08.040(J) is hereby deleted in its entirety. SECTION 14. Vernon Municipal Code, Chapter 1.08, Section 1.08.070(B) is hereby amended to read as follows with amendments denoted by underline and deletions by strikethrough. Payment of Administrative Fine. The administrative fine shall be paid to the City within 30 days from the date of service of the administrative citation. If, after a hearing requested pursuant to subsection C, the hearing officer or Local Appeals Board determines that the administrative citation should be cancelled, the administrative fine shall be refunded in accordance with Section 1.08.040(H). SECTION 15. Vernon Municipal Code, Chapter 1.08, Section 1.08.070(D) is hereby amended to read as follows with amendments denoted by underline and deletions by strikethrough. Late Payment Charges. Any person who fails to pay to the City on or before the due date for any administrative fine imposed pursuant to this Code or any administrative costs imposed by an administrative hearing officer or Local Appeals Board, shall be liable for the payment of any applicable late payment charges set forth in the administrative citation schedule established by resolution of the City Council. Failure to pay such fine or administrative costs shall be a violation of this Code. SECTION 16. Vernon Municipal Code, Chapter 1.08, Section 1.08.080(C)(6) is hereby amended to read as follows with amendments denoted by underline and deletions by strikethrough. The notice and order shall identify a date when the civil penalties began accruing, impose an ongoing assessment of penalties for continuing violations until the violations are corrected, and shall establish a date by which the civil penalty must be paid. If, after a hearing pursuant to subsection F, the hearing officer or Local Appeals Board determines that the civil penalty should be cancelled, the payment shall be refunded in accordance with Section 1.08.040(H) of this Code. SECTION 17. Vernon Municipal Code, Chapter 1.08, Section 1.08.080(G) is hereby amended to read as follows with amendments denoted by underline and deletions by strikethrough. Late Payment Charges. Any responsible person, or entity, who fails to pay to the City on or before the due date any civil penalty imposed pursuant to this Code or any administrative costs imposed by an administrative hearing officer or Local Appeals Board, shall be liable for the payment of any applicable late payment charges set forth in the . . Item 8 Page 11 of 157 Ordinance No. 1308 Page 11 of 22 _______________________ penalty schedule established by resolution of the City Council. Failure to pay such civil penalty or administrative costs shall be a violation of this Code. SECTION 18. Vernon Municipal Code, Chapter 1.08, Section 1.08.090 is hereby added to read as follows. 1.08.090 Citation and Civil Penalty Payment Plans. A. Purpose. The purpose of this section is to provide qualifying individuals that have received administrative citations or civil penalties payment options related to their specific case and citations or penalties. B. Responsibility. Eligibility for an administrative citation or civil penalty payment plan is determined by the Director of Public Works. C. Scope. Fee payment plans only apply to administrative citations, civil penalties, vacant building monitoring fees and multifamily inspection program ordinance fees. D. Payment Plan Application Procedures. 1. Fee payment plans may only be applied for by parties that have a minimum of $100.00 in fees due to the City. Payment plans may only be applied for when the applicable code violation is abated or the applicable party has submitted a plan of abatement including a date of abatement compliance in writing to the code enforcement division. The plan of abatement shall be approved by the code enforcement division and abatement commenced per the abatement plan prior to approval of the fee payment plan. If the abatement plan is not followed at any time the payment plan agreement will become void. 2. Fee payment plans shall be applied for in writing with the administrative citation and/or civil penalty fee payment plan application accompanied by any other needed material to support the need for the payment plan. 3. Fee payment plan applications shall be submitted to the City Clerk to distribute to the Director of Public Works. If the application is reviewed and approved by the Director of Public Works for initiation of a payment plan, a payment plan agreement shall be completed. The fee payment plan agreement shall be signed by the responsible party and the Director of Public Works. 4. Submittal of an administrative citation fee and/or civil penalty payment plan application does not delay or stop any future code enforcement notices, citations and/or fees from being issued. 5. The first payment due per the fee payment plan agreement shall be received within 30 days from signing of the agreement. Payment plans may be valid for up to a . . Item 8 Page 12 of 157 Ordinance No. 1308 Page 12 of 22 _______________________ two-year period and all applicable fees shall be paid within the approved period. Payments shall be completed with regular monthly installments. 6. If, at any time, a payment is not received as required by the payment plan agreement without prior notice and approval, it will be a breach of the agreement and the City may pursue any available legal remedy. 7. All payments shall be submitted directly to the Finance Department for recordation. A copy of payment receipt shall be given to the code enforcement division for tracking purposes. E. Financial Hardship. An example of parties that may be granted approval for fee payment plans are as follows. This is not an all-inclusive list but includes examples of possible qualifying parties: 1. The requesting party is a non-profit organization; 2. Parties receiving government issued unemployment compensation; 3. Low income classified parties; 4. Parties participating in federal public housing/Section 8 programs; 5. Persons participating in food stamp programs; 6. Seniors (65 or older); 7. Parties receiving Medicaid or Supplemental Security Income (SSI); 8. Parties on active military duty; or 9. Parties who have claimed the Earned Income Tax Credit (EIC) on their state or federal income tax returns in the current year. F. Appeal of Denied Payment Plan Application. Should a request for the fee payment plan be denied by the Director of Public Works, the applicant may appeal that decision to the City Administrator for a final determination. The appeal must be in writing and received by the City Clerk within 15 days from the denial. The appeal must include a copy of the fee payment plan application, the reason provided for the denial and detailed information on why the applicant believes the appeal should be granted. The City Administrator will review the information submitted by the applicant as soon as practicable. For all appeals, the decision of the City Administrator is final. SECTION 19. Vernon Municipal Code, Chapter 8.20, Section 8.20.010(F) is hereby amended to read as follows with amendments denoted by underline and deletions . . Item 8 Page 13 of 157 Ordinance No. 1308 Page 13 of 22 _______________________ by strikethrough. Any overgrown, dead, decaying or hazardous vegetation that: (1) may harbor rats, vermin or other disease carriers; (2) constitutes an obstruction to the vision of motorists or a hazardous condition to pedestrians or vehicular traffic; (3) constitutes an unsightly appearance; or (4) creates a dangerous condition or an attractive nuisance to the public; SECTION 20. Vernon Municipal Code, Chapter 8.20, Section 8.20.010(H) is hereby amended to read as follows with amendments denoted by underline and deletions by strikethrough. Construction debris storage bins for the property which are stored in excess of 15 consecutive days in any front or side yard setback area without the express written approval of the City Engineer; SECTION 21. Vernon Municipal Code, Chapter 8.20, Section 8.20.020(E) is hereby amended to read as follows with amendments denoted by underline and deletions by strikethrough. If it is determined that the conditions on the property constitute a public nuisance, the following abatement action may be taken by the City may abate the public nuisance if the owner has not abated the nuisance within five business days the time set forth in the hearing officer's or Local Appeals Board’s determination. SECTION 22. Vernon Municipal Code, Chapter 8.20, Section 8.20.020(F) is hereby amended to read as follows with amendments denoted by underline and deletions by strikethrough. If the abatement action is taken by the City, all costs of the abatement will be assessed against the property involved, and will attach as a lien until paid. All persons having an interest in this matter may attend the hearing and give testimony and evidence, which will be given due consideration by the hearing officer or Local Appeals Board. SECTION 23. Vernon Municipal Code, Chapter 8.20, Section 8.20.030 is hereby amended to read as follows with amendments denoted by underline and deletions by strikethrough. A. Appointment of Administrative Hearing Officer. For all alleged public nuisances other than those that are based on violations of Title 15 of this Code and the codes adopted in Title 15, The the hearing to determine whether a public nuisance exists shall be conducted by an administrative hearing officer. The Director City Attorney, or their designee, shall establish procedures for the selection of an administrative hearing officer. Administrative hearing officers shall be selected in a manner that avoids the potential for pecuniary or other bias. The compensation, if any, of the administrative hearing officer shall be paid by the City. Compensation shall not be directly or indirectly conditioned upon . . Item 8 Page 14 of 157 Ordinance No. 1308 Page 14 of 22 _______________________ whether or not a public nuisance is found to exist by the administrative hearing officer. B. The hearing to determine whether a public nuisance exists based on violations of Title 15 of this Code and the codes adopted in Title 15 shall be conducted by the Local Appeals Board, as set forth under Section 1.08.040(E)(2). If the Local Appeals Board is not established as set forth under Section 1.08.040(E)(2), the City Council shall serve as the Local Appeals Board. When the alleged public nuisance conditions involve violations of Title 15 of this Code, including the codes adopted in Title 15, and any other provision of this Code, the entire hearing shall be conducted by the Local Appeals Board. C. Procedures at Administrative Hearing. Administrative hearings are informal, and formal rules of evidence and discovery do not apply. The administrative hearing officer or Local Appeals Board is authorized to take testimony and in the course of so doing, is authorized to administer oaths or affirmations pursuant to California Code of Civil Procedure Section 2903(a). At the hearing, the administrative hearing officer or Local Appeals Board shall consider all relevant evidence, including, but not limited to, applicable staff reports. The administrative hearing officer or Local Appeals Board shall give any interested person the reasonable opportunity to be heard in conjunction therewith. Based upon the evidence so presented, the administrative hearing officer or Local Appeals Board shall determine whether a public nuisance exists. SECTION 24. Vernon Municipal Code, Chapter 8.20, Section 8.20.040 is hereby amended to read as follows with amendments denoted by underline and deletions by strikethrough. The decision of the administrative hearing officer or Local Appeals Board shall be final and conclusive in the absence of appeal as provided in this chapter. The administrative hearing officer or Local Appeals Board shall, within 10 business days of the date of the hearing, cause to be sent a copy of the written notice of decision by certified mail to the responsible person, or entity, of the involved property, all other persons and entities who received notice of the original hearing, and to any other person, or entity, requesting the same. The notice shall contain an order of abatement, if a public nuisance is determined to exist, directed to the responsible person, or entity, in of the involved property, and any other responsible person, and shall set forth the nature of the nuisance, its location and the time and manner for its abatement. Where an appeal is filed as provided in this chapter, the order of abatement shall be suspended pending the appeal of the order in the manner set forth in this chapter. SECTION 25. Vernon Municipal Code, Chapter 8.20, Section 8.20.050(F) is hereby deleted in its entirety. SECTION 26. Vernon Municipal Code, Chapter 8.20, Section 8.20.060 is hereby amended to read as follows with amendments denoted by underline and deletions by strikethrough. . . Item 8 Page 15 of 157 Ordinance No. 1308 Page 15 of 22 _______________________ 8.20.060 Abatement by the City. If the nuisance is not completely abated by the date specified in the administrative hearing officer’s or Local Appeals Board’s order, or in the City Council’s decision, as appropriate, the City Administrator, or their designee, may immediately abate the nuisance in any manner allowed by law. The responsible person of the involved property, or the business entity, including the property owner, shall be liable to the City for all costs of such abatement., including inspection and reinspection fees and attorneys’ fees under section 1.08.010(M). SECTION 27. Vernon Municipal Code, Chapter 8.20, Section 8.20.070 is hereby amended to read as follows with amendments denoted by underline and deletions by strikethrough. 8.20.070 Cost Accounting. A. Notification. City personnel, or any private contractor authorized to abate the nuisance, shall keep an account of the cost, including incidental expenses, of all abatement work performed on each separate lot or parcel of land where work is done and shall render an itemized report in writing to the Director of Public Works showing the total cost of abatement, including any salvage value relating thereto. A copy of the report shall be available in the office of the City Clerk for at least five days before it is considered by the City Council and notice of the availability shall be posted at City Hall or any other location designated for posting City notices. Proof of posting shall be made by affidavit of the City Clerk or Deputy City Clerk. The term “incidental expenses” includes, but is not limited to, all actual expenses and costs of the City in the commencement of abatement proceedings, including personnel costs, preparation of notices, specifications and contracts, inspection of the work, the cost of printing and mailings required under this section, the costs of experts or consultants, the costs involved with any claims against the City arising as a consequence of the nuisance, any attorney fees expended in the abatement of the nuisance through civil action or otherwise, and any other costs involved with obtaining compliance with or enforcing the law. The City Attorney shall be responsible for keeping an accounting of attorney fees and costs and for transmitting the same to the Director. B. The prevailing party in any proceeding to abate a public nuisance under this Chapter is entitled to recover attorneys’ fees as set forth in Section 1.08.010(M). The City Attorney is responsible for keeping an accounting of attorney’s fees and costs and for transmitting the same to the Director of Public Works. CB. Assessment. Costs shall be assessed at the conclusion of the abatement; in the case of an abatement by any method which takes more than six months, costs may be assessed at any time after six months, but in no event more than two times a year. Costs involved in abating the nuisance, or in attempting to abate the nuisance may also be recovered in an appropriate civil action. . . Item 8 Page 16 of 157 Ordinance No. 1308 Page 16 of 22 _______________________ DC. Itemized Statement. The Director of Public Works, or their designee, shall submit his or her itemized statement of costs to the City Council and shall request that the City Clerk set the same for a hearing before the City Council. ED. Hearing. The Director of Public Works, or their designee, shall cause notice of the time and place of the hearing to be given to the responsible person and owner of the involved property upon which the costs will be assessed, and to any other interested person requesting notice. Such notice shall be served at least 10 business days before the hearing pursuant to the procedures for service set forth in Section 1.08.030. At the hearing, the City Council shall hear and consider testimony and all other evidence by the code enforcement officer and the responsible person and owner of the property relating to the cost of the abatement. At the conclusion of the hearing, the Council shall, based upon all the evidence presented at the hearing, establish the cost to the City of the nuisance abatement. F. Following the hearing before the City Council, the code enforcement officer shall send the responsible person and owner of the property, by first class USPS mail, notice of the determination of the Council. The responsible person and/or owner of the property shall be given 30 days from the date of mailing the notice of determination of the City Council to pay to the City the full amount of the cost of abatement unless a longer period has been granted by the Council, for good cause shown. Such payment shall be by cash or cashier check. SECTION 28. Vernon Municipal Code, Chapter 8.20, Section 8.20.080 is hereby amended to read as follows with amendments denoted by underline and deletions by strikethrough. 8.20.080 Assessment—Lien. A. The total cost for abatement of the nuisance, as confirmed by the City Council, shall constitute a special assessment against the lot or parcel of land on which the nuisance was abated, and upon recordation in the office of the County Recorder of a notice of lien, shall constitute a lien on the property for the amount of the assessment. Special Assessment. The City may cause a special assessment to be made upon real property upon which a public nuisance was abated pursuant to Government Code Section 38773.5, and future amendments thereto, in the event a statement of abatement costs or a confirmed statement of abatement costs is not paid in a timely manner. 1. A notice of special assessment shall be sent to the responsible person and owner(s) of the subject real property by certified mail at the time the assessment is imposed which shall contain the following recitals: The property may be sold after three years by the tax collector for unpaid delinquent assessments. The tax collector’s power of sale shall not be affected by the failure of the property owner to receive notice. The assessment may be collected at the same time and . . Item 8 Page 17 of 157 Ordinance No. 1308 Page 17 of 22 _______________________ in the same manner as ordinary municipal taxes are collected and shall be subject to the same penalties and the same procedure and sale in case of delinquency as provided for ordinary municipal taxes. All laws applicable to the levy, collection and enforcement of municipal taxes shall be applicable to the special assessment. However, if any real property to which the cost of abatement relates has been transferred or conveyed to a bona fide purchaser for value, or if a lien of a bona fide encumbrancer for value has been created and attaches thereon, prior to the date on which the first installment of the taxes would become delinquent, then the cost of abatement shall not result in a lien against the real property but instead shall be transferred to the unsecured roll for collection. 2. The City Attorney or City prosecutor shall establish the notice of special assessment form for use, or consideration by, the tax collector in collecting a special assessment. 3. The notice of special assessment shall be entitled to recordation with the Los Angeles County Recorder’s Office. The amount of a special assessment shall also constitute a personal obligation of the property owners of land upon which the nuisance was abated. B. Notice of Lien. After confirmation and recordation, a copy of the notice of lien may be turned over to the tax collector to add the amounts of the assessments to the next regular tax bill levied against the respective lots and parcels of land. Thereafter the assessment amounts shall be collected at the same time and in the same manner as ordinary property taxes are collected and shall be subject to the same penalties and the same procedure for foreclosure and sale in case of delinquency as provided for ordinary property taxes. After recordation, the lien may be foreclosed by judicial or other sale in the manner and means provided by law. The notice of lien for recordation shall be in a form substantially as follows: NOTICE OF LIEN Claim of the City of Vernon Pursuant to the authority vested by Chapter 8.20 of the Vernon City Code, the administrative hearing officer [City Council] did on or about the_____day of_____, 20_____, cause the property hereinafter described to be declared a public nuisance and order the same abated. The City Council of the City of Vernon, did on the_____ day of_____ , 20____ , assess the cost of such abatement upon the property and the same has not been paid nor any part thereof. The City of Vernon does hereby claim a lien for such abatement in the amount of the assessment, in the sum of $_____ , and the same shall constitute a lien upon the described real property until paid in full and discharged of record. The real property hereinabove mentioned, and upon which a lien is claimed, is that certain parcel of land lying and being entirely within the City of Vernon, County of Los Angeles, State of California, particularly described as follows: (legal description) . . Item 8 Page 18 of 157 Ordinance No. 1308 Page 18 of 22 _______________________ Dated: This_____ day of_____ , 20______ . ____________________ City Administrator CITY OF VERNON Nuisance Abatement Lien. As an alternative to a special assessment, the City may cause a nuisance abatement lien to be recorded upon real property upon which a public nuisance was abated pursuant to Government Code Section 38773.1, and future amendments thereto, in the event a statement of abatement costs or a confirmed statement of abatement costs is not paid in a timely manner. 1. A lien shall not be recorded prior to serving the owner of record of the parcel of land on which the public nuisance is maintained with a notice. This document shall be served in the same manner as a summons in a civil action in accordance with Article 3 (commencing with Section 415.10) of Chapter 4 of Title 5 of Part 2 of the Code of Civil Procedure. If the owner of record, after diligent search, cannot be found, the notice may be served by posting a copy thereof in a conspicuous place upon the property for a period of 10 days and publication thereof in a newspaper of general circulation published in Los Angeles County pursuant to Section 6062 of the Government Code. 2. The nuisance abatement lien shall be recorded in the Los Angeles County Recorder’s Office in the county in which the parcel of land is located and from the date of recording shall have the force, effect, and priority of a judgment lien. 3. A nuisance abatement lien authorized by this section shall specify the amount of the lien for the City of Vernon, the name of the City department or division on whose behalf the lien is imposed, the date of the abatement actions, the street address, legal description and assessor’s parcel number of the parcel on which the lien is imposed, and the name and address of the recorded owner of the parcel. 4. In the event that the lien is discharged, released, or satisfied, either through payment or foreclosure, notice of the discharge containing the information specified in subsection (D) of this section shall be recorded by the City. A nuisance abatement lien and the release of the lien shall be indexed in the grantor-grantee index. 5. A nuisance abatement lien may be foreclosed by an action brought by the City for a money judgment. The City may recover from the property owner any costs incurred regarding the processing and recording of the lien and providing notice to the property owner as part of its foreclosure action to enforce the lien. 6. The amount of a nuisance abatement lien shall also constitute a personal obligation of the property owners of land upon which the nuisance was abated. SECTION 29. Vernon Municipal Code, Chapter 8.20, Section 8.20.090 is hereby amended to read as follows with amendments denoted by underline and deletions by strikethrough. . . Item 8 Page 19 of 157 Ordinance No. 1308 Page 19 of 22 _______________________ 8.20.090 Emergency Abatement. A. Notwithstanding any other provision of this chapter, whenever the Director of Public Works, or their designee, determines that any real property or any building, structure or condition thereon constitutes an immediate threat to public health or safety, the City may, without being required to comply with the procedures of this chapter, immediately cause such public nuisance to be abated. Prior to abating a nuisance that creates an imminent hazard, the City shall attempt to notify a responsible person by telephone or in writing of the imminent hazard and request its abatement by said person; provided, however, that the City may dispense with any attempt at prior notification of a responsible person if, in the sole discretion of the City, the nature or severity of the hazard does not reasonably allow for such prior notification. If notice has been so given, but, in the sole discretion of the City, the responsible person(s) fail(s) to take immediate and meaningful steps to abate the imminent hazard, the City may abate the nuisance without further notice, and charge the costs and fees thereof to the responsible person(s). B. Within 10 business days following emergency action of the City to abate an imminent hazard, the City shall serve any responsible person with notice of emergency abatement by City personnel of an imminent hazard by first class mail. Notice to a property owner shall be mailed to the mailing address set forth in the last equalized assessment roll of the Los Angeles County Assessor’s Office. Failure of any responsible person to receive a properly addressed notice of emergency abatement by City of an imminent hazard by mail shall not invalidate any action or proceeding pursuant to this chapter. A notice of emergency abatement by City of an imminent hazard shall contain the following: 1. The name of all known responsible persons who are being served with the notice of emergency abatement by City of an imminent hazard and the address of the real property on which the imminent hazard was present. 2. A brief description of the condition(s) and reasons why it constituted an imminent hazard. 3. A brief description of the law prohibiting or pertaining to the imminent hazard. 4. A brief description of the actions City took to abate the imminent hazard. Omission of any of the foregoing provisions in a notice of emergency abatement by City of an imminent hazard, whether in whole or in part, or the failure of a responsible person to receive said notice, or the failure of the City to issue said notice in a timely fashion, shall not render it defective or render any proceeding or action pursuant to this chapter invalid. . . Item 8 Page 20 of 157 Ordinance No. 1308 Page 20 of 22 _______________________ The responsible person or property owner may appeal the notice of emergency abatement by requesting an appeal hearing as set forth in Section 8.20.020(C) by submitting a written request for a hearing to the City Clerk within 10 days of the service of the notice of emergency abatement. The City shall be entitled to recover its fees, costs, and expenses (incidental or otherwise) for the abatement of an imminent hazard, including inspection and reinspection fees and attorneys’ fees under Section 1.08.010(M). In such instances, the City shall follow the procedures set forth in this chapter. C. Nothing in this chapter shall be deemed to prevent the City from commencing a civil or criminal proceeding to abate a public nuisance or from pursuing any other means available to it under provisions of applicable ordinances or State law to correct or enjoin hazards, deficiencies or violations of law in real property in addition to or as alternatives to the proceedings set forth in this chapter. SECTION 30. Vernon Municipal Code, Chapter 10.16, Section 10.16.060 is hereby amended to read as follows with amendments denoted by underline and deletions by strikethrough. 10.16.060 City-owned parking area on Furlong Place. A. Furlong Place is a private residential street owned by the City of Vernon. No person, except as provided for below, shall park a vehicle on Furlong Place: 1. A parking space on Furlong Place shall be assigned to each residence on Furlong Place. Only vehicles displaying a valid parking permit for the assigned space are authorized to park in that space. 2. Guest parking spaces have been reserved for the use of the guests of the residents of Furlong Place. Only vehicles displaying a valid guest-parking permit are authorized to park in a guest parking space for a period not to exceed 24 hours. B. A peace officer or any regularly employed and salaried employee who is engaged in directing traffic or enforcing parking laws and regulations may issue a citation in accordance with Vernon City Code Chapter 1.08 and with penalties set by resolution pursuant to Section 10.16.110 and Members of the Police Department are is hereby authorized to remove any vehicle from Furlong Place, which is in violation of this section, to the nearest garage or other place of safety or to a garage designated or maintained by the Police Department. The police officer or employee removing and storing such vehicle shall comply with the procedure set forth in Division 11, Chapter 10, Article 2, of the California Vehicle Code. C. Every violation of this section is hereby declared to be a public nuisance and a misdemeanor, punishable as set forth in this Code. D. Pursuant to California Vehicle Code section 21107.7, the California Vehicle . . Item 8 Page 21 of 157 Ordinance No. 1308 Page 21 of 22 _______________________ Code shall be applied to Furlong Place in the City of Vernon. SECTION 31. Any provision of the Vernon Municipal Code or appendices thereto inconsistent with the provisions of this ordinance, to the extent of such inconsistencies and no further, is repealed or modified to that extent necessary to affect the provisions of this ordinance. SECTION 32. If any section, subsection, paragraph, sentence, clause, phrase, or portion thereof, of this ordinance is declared by a court of competent jurisdiction to be unconstitutional or otherwise invalid, such decision shall not affect the validity of the remaining portions of this ordinance. The City Council declares that it would have adopted this ordinance, and each section, subsection, paragraph, sentence, clause, phrase, or portion thereof, irrespective of the fact that any one or more sections, subsections, paragraphs, sentences, clauses, phrases, or portions thereof, be declared invalid or unconstitutional. To this end, the provisions of this ordinance are declared to be severable. SECTION 33. The City Clerk, or Deputy City Clerk, shall certify the adoption and publish this ordinance as required by law. SECTION 34. This Ordinance is not a project within the meaning of section 15378 of the California Environmental Quality Act (“CEQA”) Guidelines because it has no potential for resulting in physical change in the environment, either directly or ultimately. In the event that this Ordinance is found to be a project under CEQA, it is subject to the CEQA exemption contained in CEQA Guidelines section 15061(b)(3) because it can be seen with certainty to have no possibility of a significant effect on the environment. SECTION 35. This ordinance shall become effective after the thirtieth day following its adoption. APPROVED AND ADOPTED SEPTEMBER 16, 2025. _____________________________ LETICIA LOPEZ, Mayor ATTEST: GENOVEVA ROCHA, City Clerk APPROVED AS TO FORM: ZAYNAH N. MOUSSA, City Attorney . . Item 8 Page 22 of 157 Ordinance No. 1308 Page 22 of 22 _______________________ CERTIFICATION STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) ss. CITY OF VERNON ) I do hereby certify that the attached is a true copy of Ordinance No. 1308 that was introduced by the City Council of the City of Vernon, California, at its Regular meeting of September 2, 2025, and adopted at its Regular Meeting of September 16, 2025, by the following vote: AYES: NOES: ABSENT: ABSTAIN: ________________________________ GENOVEVA ROCHA, City Clerk . . Item 8 Page 23 of 157 This space for filing stamp only OR #: O R A N G E C O U N T Y R E P O R T E R ~ SINCE 1921 ~ 600 W. Santa Ana Blvd., Suite 205, Santa Ana, California 92701-4542 Telephone (714) 543-2027 / Fax (714) 542-6841 PROOF OF PUBLICATION (2015.5 C.C.P.) State of Calif ornia ) County of Orange ) ss Notice Type: Ad Description: I am a citizen of the United States and a resident of the State of California; I am over the age of eighteen years, and not a party to or interested in the above entitled matter. I am the principal clerk of the printer and publisher of the ORANGE COUNTY REPORTER, a newspaper published in the English language in the City of Santa Ana, and adjudged a newspaper of general circulation as defined by the laws of the State of California by the Superior Court of the County of Orange, State of California, under date of June 2, 1922, Case No. 13,421. That the notice, of which the annexed is a printed copy, has been published in each regular and entire issue of said newspaper and not in any supplement thereof on the following dates, to-wit: Executed on: 10/10/2004 At Los Angeles, California I certify (or declare) under penalty of perjury that the foregoing is true and correct. Signature HUNTINGTON PARK BULLETIN 1007 N SEPULVEDA BLVD STE 1357, MANHATTAN BEACH, CA 90266 (323) 556-5720 (213) 835-0584 PRE 3964219 Genoveva Rocha CITY OF VERNON CITY CLERK 4305 SANTA FE AVE VERNON, CA - 90058 ORD - ORDINANCE PUBLICATION Ordinance 1308 - Introduction Summary I am a citizen of the United States and a resident of the State of California; I am over the age of eighteen years, and not a party to or interested in the above entitled matter. I am the principal clerk of the printer and publisher of the HUNTINGTON PARK BULLETIN, a newspaper published in the English language in the city of HUNTINGTON PARK, county of LOS ANGELES, and adjudged a newspaper of general circulation as defined by the laws of the State of California by the Superior Court of the County of LOS ANGELES, State of California, under date 06/14/1943, Case No. 485073. That the notice, of which the annexed is a printed copy, has been published in each regular and entire issue of said newspaper and not in any supplement thereof on the following dates, to-wit: 09/04/2025 09/04/2025 LOS ANGELES !A000007196793! Email INTRODUCTION SUMMARY OF ORDINANCE NO.1308 An Ordinance of the City Council of the City of Vernon Amending Certain Sections of Chapters 1.08 (Administrative Citations),8.20 (Nuisances), and 10.16 (Parking Regulations)of the Vernon Municipal Code regarding Public Nuisances, Administrative Citations,and Enforcement of Code Violations. Ordinance No.1308 was introduced by the Vernon City Council at its regular meeting on September 2,2025.Second reading and adoption of the ordinance is scheduled for the Regular City Council Meeting on September 16, 2025,at City Hall,4305 Santa Fe Avenue, Vernon,California. The full text of Ordinance No.1308 is on file in the City Clerk Department and accessible on the City's website at www.cityofvernonca.gov. Posted:Tuesday,September 2,2025 9/4/25 PRE-3964219# HUNTINGTON PARK BULLETIN . . Item 8 Page 24 of 157 City Council Agenda Report Meeting Date:September 16, 2025 From:Brian Saeki, City Administrator Department:City Administration Submitted by:Lilia Hernandez, Assistant to the City Administrator Subject Report on Contract Extension with SDI Presence LLC Approved by the City Administrator Recommendation Receive and file the report on Amendment No. 2 to the Agreement with SDI Presence LLC extending the agreement for one year at no additional cost, as approved by the City Administrator pursuant to Vernon Municipal Code Sections 3.32.220(B) and 3.32.110 (B)(3). Background On April 20, 2021, City Council approved a Services Agreement with SDI Presence LLC (SDI) for project management services for Enterprise Resource Planning (ERP) system implementation in an amount of $819,000 for three years, and on August 1, 2023, approved Amendment No.1 to the Agreement with SDI extending the agreement through August 19, 2025 for an additional $224,437.50. Upon a request from the Finance Department, on July 28, 2025, the City Administrator approved Amendment No. 2 with SDI to extend the agreement for one additional year through August 18, 2026 at no additional cost. The contract extension increased the total term of the agreement with SDI to five years. Section 3.32.220 of the Vernon Municipal Code (VMC) provides for special good governance reform contract terms and procedures indicating that professional service contracts be rebid every three years unless found commercially unreasonable to do so. Consistent with the authority established by VMC Section 3.32.110 (B)(3), the City Administrator approved Amendment No. 2 with SDI, finding that it would be commercially unreasonable to rebid the contract. Pursuant to the aforementioned VMC Section, the City Administrator is to provide a written report to City Council detailing the reasons for making such findings. The City Administrator’s determination was based on the ERP system implementation having been a significant and ongoing project necessitating continuity together with SDI’s assistance for ERP implementations through completion of the project. Currently, SDI is supporting the implementation of the Environmental Health (EH) module which is expected to be completed by the end of the calendar year. Additionally, SDI’s services will be needed for the implementation of the General Revenues – Accounts Receivable/General Billing (AR/GB) module and may be needed for implementation of a Utility Billing (UB) module. Fiscal Impact There is no fiscal impact associated with this report as Amendment No. 2 extended the agreement at no additional cost. Attachments None. . . Item 9 Page 1 of 158 City Council Agenda Report Meeting Date:September 16, 2025 From:Brian Saeki, City Administrator Department:City Administration Submitted by:Sara Sandoval, Senior Administrative Assistant Subject Microsoft Enterprise License Agreement (ELA) and Purchases from Insight Public Sector Recommendation A. Approve a Microsoft Enterprise License Agreement (ELA) and associated purchases of Microsoft Licenses, in substantially the same form as submitted, from Insight Public Sector for Citywide information technology operations, for an amount not-to-exceed $718,399.23 for a three-year term; and B. Approve additional funds with Insight in the amount of $65,000 for additional purchases that may be necessary from this vendor during the 2025-26 Fiscal Year. Background The Information Technology (IT) Division is responsible for Citywide information technology operations and support services in several key areas: applications, enterprise computing, Geographic Information Systems (GIS), network and wireless, program and project management, telecommunications, phone, and field support. At the core of IT operations is a host of applications and products that are used by every employee of the City, many of which are provided by Microsoft. Microsoft products used by the City include: Exchange Server for all email services; Windows Server for all enterprise operating systems; and SQL Server for all application databases. Additionally, the Microsoft Windows desktop operating systems are installed on all employee desktop computers and laptops and include the full Microsoft Office Suite of products (Outlook, Word, Excel, PowerPoint, Access, and Visio). The proposed Microsoft Enterprise License Agreement (ELA) will allow staff to continue to use the various Microsoft applications and products that are essential to the City’s daily operations. In addition, it will facilitate the transition of the City’s Microsoft 365 G3 license to a G5 license, with advanced security and compliance features. On December 20, 2022, the City Council approved an Enterprise License Agreement with Microsoft for a coverage period of three years from October 1, 2022, to September 30, 2025. With the current agreement's expiration forthcoming, staff is seeking approval to enter into a new ELA for three years. For service continuity, the contract coverage is proposed from October 1, 2025, through September 30, 2028. Microsoft software is provided by third-party vendors and cannot be acquired directly from Microsoft. As such, the licenses associated with the ELA would be purchased from Insight Public Sector (Insight). The County of Riverside issued a Request for Proposals in 2024 for Microsoft products and services and selected Insight as the company with the most competitive pricing and best suited to provide Microsoft software licenses, software license upgrades, and license tracking services. Under the terms of the RFP and resulting contract, similar pricing is also offered to other government agencies in the State of California. Staff recommends approval of a Vernon contract with Insight based upon the terms and conditions offered to the County of Riverside (ITARC- 930). Pursuant to Vernon Municipal Code (VMC) Section 3.32.110(A)(5), the agreement with Microsoft and associated purchases from Insight requested herein are exempt from competitive bidding and competitive selection as the City's Finance Director is in agreement that the proposed . . Item 10 Page 1 of 236 agreement with Microsoft and purchases via Insight would be piggybacking on the County of Riverside's agreement referenced above. Based on the products needed, Insight has quoted an annual price of $239,466.41 for a total of $718,399.23. The quote will be provided to the City Council under separate cover and will not be included in the public Agenda Packet as it contains confidential information. As a reseller of various software and equipment utilized by IT that consistently provides competitive pricing and/or offers government pricing, it is very likely that IT may need to make future purchases from Insight. Accordingly, staff is requesting approval of $65,000 in funds to be used for such purchases with Insight. Any purchases made in this manner would be procured in compliance with the City's established purchasing processes. Pursuant to VMC Section 3.32.030(B), City Council approval is required if, in the 12 months preceding the effective date of the proposed new, renewed or otherwise amended contract, the City has paid or awarded the proposed vendor more than $100,000 pursuant to contract(s) with the vendor. In the last 12 months, the City has paid Insight approximately $217,619.18. The attached Enterprise License Agreement and all related forms have been reviewed and approved as to form by the City Attorney's Office. Fiscal Impact The total fiscal impact of purchases from Insight is $783,399.23. Sufficient funds in the amount of $718,399.23 for Microsoft licenses is available in the General Fund, Information Technology Division, Repair and Maintenance Account No. 011-010-110-529110 in Fiscal Year 2025-26 and will be budgeted in subsequent Fiscal Years. Purchases made utilizing the additional funds approved of $65,000 will be allocated to the appropriate IT or VPU Enterprise Account Number. Attachments 1. Microsoft Enterprise Agreement 2. Riverside County Insight Agreement ITARC-00930 . . Item 10 Page 2 of 236 EA20241AgrGov(US)SLG(ENG)(Oct2023) Page 1 of 11 Document X20-10211 Enterprise Agreement State and Local Not for Use with Microsoft Business Agreement or Microsoft Business and Services Agreement This Microsoft Enterprise Agreement (“Agreement”) is entered into between the entities identified on the signature form. Effective date. The effective date of this Agreement is the earliest effective date of any Enrollment entered into under this Agreement or the date Microsoft accepts this Agreement, whichever is earlier. This Agreement consists of (1) these Agreement terms and conditions, including any amendments and the signature form and all attachments identified therein, (2) the Product Terms applicable to Products licensed under this Agreement, (3) any Affiliate Enrollment entered into under this Agreement, and (4) any order submitted under this Agreement. Please note: Documents referenced in this Agreement but not attached to the signature form may be found at http://www.microsoft.com/licensing/contracts and are incorporated in this Agreement by reference, including the Product Terms and Use Rights. These documents may contain additional terms and conditions for Products licensed under this Agreement and may be changed from time to time. Customer should review such documents carefully, both at the time of signing and periodically thereafter, and fully understand all terms and conditions applicable to Products licensed. Terms and Conditions 1.Definitions. “Affiliate” means a.with regard to Customer, (i)any government agency, department, office, instrumentality, division, unit or other entity of the state or local government that is supervised by or is part of Customer, or which supervises Customer or of which Customer is a part, or which is under common supervision with Customer; (ii)any county, borough, commonwealth, city, municipality, town, township, special purpose district, or other similar type of governmental instrumentality established by the laws of Customer’s state and located within Customer’s state jurisdiction and geographic boundaries; and (iii)any other entity in Customer’s state expressly authorized by the laws of Customer’s state to purchase under state contracts; provided that a state and its Affiliates shall not, for purposes of this definition, be considered to be Affiliates of the federal government and its Affiliates; and b.with regard to Microsoft, any legal entity that Microsoft owns, that owns Microsoft, or that is under common ownership with Microsoft. “Customer” means the legal entity that has entered into this Agreement with Microsoft. “Customer Data” means all data, including all text, sound, software, image, or video files that are provided to Microsoft by, or on behalf of, an Enrolled Affiliate and its Affiliates through use of Online Services. "day" means a calendar day, except for references that specify “business day”. “Enrolled Affiliate” means an entity, either Customer or any one of Customer’s Affiliates that has entered into an Enrollment under this Agreement. Legal Review. . Item 10 Page 3 of 236 EA20241AgrGov(US)SLG(ENG)(Oct2023) Page 2 of 11 Document X20-10211 “Enrollment” means the document that an Enrolled Affiliate submits under this Agreement to place orders for Products. “Enterprise” means an Enrolled Affiliate and the Affiliates for which it is responsible and chooses on its Enrollment to include in its enterprise. “Fixes” means Product fixes, modifications or enhancements, or their derivatives, that Microsoft either releases generally (such as Product service packs) or provides to Customer to address a specific issue. “License” means the right to download, install, access and use a Product. For certain Products, a License may be available on a fixed term or subscription basis (“Subscription License”). Licenses for Online Services will be considered Subscription Licenses. “Microsoft” means the Microsoft Affiliate that has entered into this Agreement or an Enrollment and its Affiliates, as appropriate. “Online Services” means the Microsoft-hosted services identified as Online Services in the Product Terms. “Product” means all products identified in the Product Terms, such as all Software, Online Services and other web-based services, including pre-release or beta versions. “Product Terms” means the document that provides information about Microsoft Products and Professional Services available through volume licensing. The Product Terms document is published on the Volume Licensing Site and is updated from time to time. “SLA” means Service Level Agreement, which specifies the minimum service level for Online Services and is published on the Volume Licensing Site. “Software” means licensed copies of Microsoft software identified on the Product Terms. Software does not include Online Services, but Software may be part of an Online Service. “Software Assurance” is an offering by Microsoft that provides new version rights and other benefits for Products as further described in the Product Terms. “Trade Secret” means information that is not generally known or readily ascertainable to the public, has economic value as a result, and has been subject to reasonable steps under the circumstances to maintain its secrecy. “use” or “run” means to copy, install, use, access, display, run or otherwise interact. “Use Rights” means, with respect to any licensing program, the use rights or terms of service for each Product and version published for that licensing program at the Volume Licensing Site and updated from time to time. The Use Rights include the Product-Specific License Terms, the License Model terms, the Universal License Terms, the Data Protection Terms, and the Other Legal Terms. The Use Rights supersede the terms of any end user license agreement (on-screen or otherwise) that accompanies a Product. “Volume Licensing Site” means http://www.microsoft.com/licensing/contracts or a successor site. 2. How the Enterprise program works. a. General. The Enterprise program consists of the terms and conditions on which an Enrolled Affiliate may acquire Product Licenses. Under the Enterprise program, Customer and its Affiliates may order Licenses for Products by entering into Enrollments. b. Enrollments. The Enterprise program gives Customer and/or its Affiliates the ability to enter into one or more Enrollments to order Products. Subscription Enrollments may be available for some of these Enrollments. Notwithstanding any other provision of this Agreement, only Enrolled Affiliates identified in an Enrollment will be responsible for complying with the terms of that Enrollment, including the terms of this Agreement incorporated by reference in that Enrollment. Legal Review. . Item 10 Page 4 of 236 EA20241AgrGov(US)SLG(ENG)(Oct2023) Page 3 of 11 Document X20-10211 c. Licenses. The types of Licenses available are (1) Licenses obtained under Software Assurance (L&SA), and (2) Subscription Licenses. These License types, as well as additional License Types, are further described in the Product List. 3. Licenses for Products. a. License Grant. Microsoft grants the Enterprise a non-exclusive, worldwide and limited right to download, install and use software Products, and to access and use the Online Services, each in the quantity ordered under an Enrollment. The rights granted are subject to the terms of this Agreement, the Use Rights and the Product Terms. Microsoft reserves all rights not expressly granted in this Agreement. b. Duration of Licenses. Subscription Licenses and most Software Assurance rights are temporary and expire when the applicable Enrollment is terminated or expires, unless the Enrolled Affiliate exercises a buy-out option, which is available for some Subscription Licenses. Except as otherwise noted in the applicable Enrollment or Use Rights, all other Licenses become perpetual only when all payments for that License have been made and the initial Enrollment term has expired. c. Applicable Use Rights. The latest Use Rights as updated from time to time, apply to the use of all Products, subject to the following exceptions. (i) For products with metered usage-based pricing (e.g. metered Microsoft Azure Services) Material adverse changes published after the start of a calendar month will apply beginning the following month. (ii) For Versioned Software. Material adverse changes published after the date a Product is first licensed will not apply to any licenses for that Product acquired during the applicable Enrollment term unless the changes are published with the release of a new version and Customer chooses to update to that version. Renewal of Software Assurance does not change which Use Rights apply to perpetual Licenses acquired during a previous term or Enrollment (iii) For all other Products (e.g. Office 365 services). Material adverse changes published after the start of the subscription term will not apply to any licenses for that Product acquired during the applicable Enrollment term. (iv) For use rights granted through Software Assurance. Material adverse changes published after the date a Product is first licensed will not apply to any licenses for that Product during the applicable enrollment term unless the changes are published with the release of a new version and Customer chooses to update to that version. d. Downgrade rights. Enrolled Affiliate may use an earlier version of a Product other than Online Services than the version that is current on the effective date of the Enrollment. For Licenses acquired in the current Enrollment term, the Use Rights for the current version apply to the use of the earlier version. If the earlier Product version includes features that are not in the new version, then the Use Rights applicable to the earlier version apply with respect to those features. e. New Version Rights under Software Assurance. Enrolled Affiliate must order and maintain continuous Software Assurance coverage for each License ordered. With Software Assurance coverage, Enterprise automatically has the right to use a new version of a licensed Product as soon as it is released, even if Enrolled Affiliate chooses not to use the new version immediately. (i) Except as otherwise permitted under an Enrollment, use of the new version will be subject to the new version’s Use Rights. (ii) If the License for the earlier version of the Product is perpetual at the time the new version is released, the License for the new version will also be perpetual. Perpetual Licenses Legal Review. . Item 10 Page 5 of 236 EA20241AgrGov(US)SLG(ENG)(Oct2023) Page 4 of 11 Document X20-10211 obtained through Software Assurance replace any perpetual Licenses for the earlier version. f. License confirmation. This Agreement, the applicable Enrollment, Enrolled Affiliate’s order confirmation, and any documentation evidencing transfers of perpetual Licenses, together with proof of payment, will be Enrolled Affiliate’s evidence of all Licenses obtained under an Enrollment. g. Reorganizations, consolidations and privatizations. If the number of Licenses covered by an Enrollment changes by more than ten percent as a result of (1) a reorganization, consolidation or privatization of an entity or an operating division, (2) a privatization of an Affiliate or an operating division of Enrolled Affiliate or any of its Affiliates, or (3) a consolidation including a merger with a third party that has an existing agreement or Enrollment, Microsoft will work with Enrolled Affiliate in good faith to determine how to accommodate its changed circumstances in the context of this Agreement. 4. Making copies of Products and re-imaging rights. a. General. Enrolled Affiliate may make as many copies of Products, as it needs to distribute them within the Enterprise. Copies must be true and complete (including copyright and trademark notices) from master copies obtained from a Microsoft approved fulfillment source. Enrolled Affiliate may use a third party to make these copies, but Enrolled Affiliate agrees it will be responsible for any third party’s actions. Enrolled Affiliate agrees to make reasonable efforts to notify its employees, agents, and any other individuals who use the Products that the Products are licensed from Microsoft and subject to the terms of this Agreement. b. Copies for training/evaluation and back-up. For all Products other than Online Services, Enrolled Affiliate may: (1) use up to 20 complimentary copies of any licensed Product in a dedicated training facility on its premises for purposes of training on that particular Product, (2) use up to 10 complimentary copies of any Products for a 60-day evaluation period, and (3) use one complimentary copy of any licensed Product for back-up or archival purposes for each of its distinct geographic locations. Trials for Online Services may be available if specified in the Use Rights. c. Right to re-image. In certain cases, re-imaging is permitted using the Product media. If the Microsoft Product is licensed (1) from an original equipment manufacturer (OEM), (2) as a full packaged Product through a retail source, or (3) under another Microsoft program, then media provided under this Agreement may generally be used to create images for use in place of copies provided through that separate source. This right is conditional upon the following: (i) Separate Licenses must be acquired from the separate source for each Product that is re- imaged. (ii) The Product, language, version, and components of the copies made must be identical to the Product, language, version, and all components of the copies they replace, and the number of copies or instances of the re-imaged Product permitted remains the same. (iii) Except for copies of an operating system and copies of Products licensed under another Microsoft program, the Product type (e.g., Upgrade or full License) re-imaged must be identical to the Product type licensed from the separate source. (iv) Enrolled Affiliate must adhere to any Product-specific processes or requirements for re- imaging identified in the Product Terms. Re-imaged Products remain subject to the terms and use rights of the License acquired from the separate source. This subsection does not create or extend any Microsoft warranty or support obligation. Legal Review. . Item 10 Page 6 of 236 EA20241AgrGov(US)SLG(ENG)(Oct2023) Page 5 of 11 Document X20-10211 5. Transferring and reassigning Licenses. a. License transfers. License transfers are not permitted, except that Customer or an Enrolled Affiliate may transfer only fully paid perpetual Licenses to: (i) an Affiliate, or (ii) a third party solely in connection with the transfer of hardware or employees to whom the Licenses have been assigned as part of (1) a privatization of an Affiliate or agency or of an operating division of Enrolled Affiliate or an Affiliate, (2) a reorganization, or (3) a consolidation. Upon such transfer, Customer or Enrolled Affiliate must uninstall and discontinue using the licensed Product and render any copies unusable. b. Notification of License Transfer. Enrolled Affiliate must notify Microsoft of a License transfer by completing a license transfer form, which can be obtained from http://www.microsoft.com/licensing/contracts and sending the completed form to Microsoft before the License transfer. No License transfer will be valid unless Enrolled Affiliate provides to the transferee, and the transferee accepts in writing, documents sufficient to enable the transferee to ascertain the scope, purpose and limitations of the rights granted by Microsoft under the licenses being transferred (includingthe applicable Use Rights, use and transfer restrictions, warranties and limitations of liability). Any License transfer not made in compliance with this section will be void. c. Internal Assignment of Licenses and Software Assurance. Licenses and Software Assurance must be assigned to a single user or device within the Enterprise. Licenses and Software Assurance may be reassigned within the Enterprise as described in the Use Rights. 6. Term and termination. a. Term. The term of this Agreement will remain in effect unless terminated by either party as described below. Each Enrollment will have the term provided in that Enrollment. b. Termination without cause. Either party may terminate this Agreement, without cause, upon 60 days’ written notice. In the event of termination, new Enrollments will not be accepted, but any existing Enrollment will continue for the term of such Enrollment and will continue to be governed by this Agreement. c. Mid-term termination for non-appropriation of Funds. Enrolled Affiliate may terminate this Agreement or an Enrollment without liability, penalty or further obligation to make payments if funds to make payments under the Agreement or Enrollment are not appropriated or allocated by the Enrolled Affiliate for such purpose. d. Termination for cause. Without limiting any other remedies it may have, either party may terminate an Enrollment if the other party materially breaches its obligations under this Agreement, including any obligation to submit orders or pay invoices. Except where the breach is by its nature not curable within 30 days, the terminating party must give the other party 30 days’ notice of its intent to terminate and an opportunity to cure the breach. If Microsoft gives such notice to an Enrolled Affiliate, Microsoft also will give Customer a copy of that notice and Customer agrees to help resolve the breach. If the breach affects other Enrollments and cannot be resolved between Microsoft and Enrolled Affiliate, together with Customer’s help, within a reasonable period of time, Microsoft may terminate this Agreement and all Enrollments under it. If an Enrolled Affiliate ceases to be Customer’s Affiliate, it must promptly notify Microsoft, and Microsoft may terminate the former Affiliate’s Enrollment. If an Enrolled Affiliate terminates its Enrollment as a result of a breach by Microsoft, or if Microsoft terminates an Enrollment because Enrolled Affiliate ceases to be Customer’s Affiliate, then Enrolled Affiliate will have the early termination rights described in the Enrollment. Legal Review. . Item 10 Page 7 of 236 EA20241AgrGov(US)SLG(ENG)(Oct2023) Page 6 of 11 Document X20-10211 e. Early termination. If (1) an Enrolled Affiliate terminates its Enrollment as a result of a breach by Microsoft, or (2) if Microsoft terminates an Enrollment because the Enrolled Affiliate has ceased to be an Affiliate of Customer, or (3) Enrolled Affiliate terminates an Enrollment for non- appropriation of funds, or (4) Microsoft terminates an Enrollment for non-payment due to non- appropriation of funds, then the Enrolled Affiliate will have the following options: (i) It may immediately pay the total remaining amount due, including all installments, in which case, the Enrolled Affiliate will have perpetual rights for all Licenses it has ordered; or (ii) It may pay only amounts due as of the termination date, in which case the Enrolled Affiliate will have perpetual Licenses for: 1) all copies of Products (including the latest version of Products ordered under SA coverage in the current term) for which payment has been made in full, and 2) the number of copies of Products it has ordered (including the latest version of Products ordered under Software Assurance coverage in current term) that is proportional to the total of installment payments paid versus total amounts due (paid and payable) if the early termination had not occurred. (iii) In the case of early termination under subscription Enrollments, Enrolled Affiliate will have the following options: 1) For eligible Products, Enrolled Affiliate may obtain perpetual Licenses as described in the section of the Enrollment titled “Buy-out option,” provided that Microsoft receives the buy-out order for those Licenses within 60 days after Enrolled Affiliate provides notice of termination. 2) In the event of a breach by Microsoft, if Customer chooses not to exercise a buy-out option, Microsoft will issue Enrolled Affiliate a credit for any amount paid in advance for Subscription Licenses that the Enterprise will not be able to use to do the termination of the Enrollment. Nothing in this section shall affect perpetual License rights acquired either in a separate agreement or in a prior term of the terminated Enrollment. f. Effect of termination or expiration. When an Enrollment expires or is terminated, (i) Enrolled Affiliate must order Licenses for all copies of Products it has run for which it has not previously submitted an order. Any and all unpaid payments for any order of any kind remain due and payable. Except as provided in the subsection titled “Early termination,” all unpaid payments for Licenses immediately become due and payable. (ii) Enrolled Affiliate’s right to Software Assurance benefits under this Agreement ends if it does not renew Software Assurance. g. Modification or termination of an Online Service for regulatory reasons. Microsoft may modify or terminate an Online Service where there is any current or future government requirement or obligation that: (1) subjects Microsoft to any regulation or requirement not generally applicable to businesses operating in the jurisdiction; (2) presents a hardship for Microsoft to continue operating the Online Service without modification; and/or (3) causes Microsoft to believe these terms or the Online Service may conflict with any such requirement or obligation. h. Program updates. Microsoft may make changes to this program that will make it necessary for Customer and its Enrolled Affiliates to enter into new agreements and Enrollments at the time of an Enrollment renewal. Legal Review. . Item 10 Page 8 of 236 EA20241AgrGov(US)SLG(ENG)(Oct2023) Page 7 of 11 Document X20-10211 7. Use, ownership, rights, and restrictions. a. Products. Unless otherwise specified in a supplemental agreement, use of any Product is governed by the Use Rights specific to each Product and version and by the terms of the applicable supplemental agreement. b. Fixes. Each Fix is licensed under the same terms as the Product to which it applies. If a Fix is not provided for a specific Product, any use rights Microsoft provides with the Fix will apply. c. Non-Microsoft software and technology. Enrolled Affiliate is solely responsible for any non- Microsoft software or technology that it installs or uses with the Products or Fixes. d. Restrictions. Enrolled Affiliate must not (and is not licensed to) (1) reverse engineer, decompile, or disassemble any Product or Fix; (2) install or use non-Microsoft software or technology in any way that would subject Microsoft’s intellectual property or technology to any other license terms; or (3) work around any technical limitations in a Product or Fix or restrictions in Product documentation. Customer must not (and is not licensed to) (1) separate and run parts of a Product or Fix on more than one device, upgrade or downgrade parts of a Product or Fix at different times, or transfer parts of a Product or Fix separately; or (2) distribute, sublicense, rent, lease, lend any Products or Fixes, in whole or in part, or use them to offer hosting services to a third party. e. Reservation of rights. Products and Fixes are protected by copyright and other intellectual property rights laws and international treaties. Microsoft reserves all rights not expressly granted in this agreement. No rights will be granted or implied by waiver or estoppel. Rights to access or use Software on a device do not give Customer any right to implement Microsoft patents or other Microsoft intellectual property in the device itself or in any other software or devices. 8. Confidentiality. “Confidential Information” is non-public information that is designated “confidential” or that a reasonable person should understand is confidential, including Customer Data. Confidential Information does not include information that (1) becomes publicly available without a breach of this agreement, (2) the receiving party received lawfully from another source without a confidentiality obligation, (3) is independently developed, or (4) is a comment or suggestion volunteered about the other party’s business, products or services. Each party will take reasonable steps to protect the other’s Confidential Information and will use the other party’s Confidential Information only for purposes of the parties’ business relationship. Neither party will disclose that Confidential Information to third parties, except to its employees, Affiliates, contractors, advisors and consultants (“Representatives”) and then only on a need-to-know basis under nondisclosure obligations at least as protective as this agreement. Each party remains responsible for the use of the Confidential Information by its Representatives and, in the event of discovery of any unauthorized use or disclosure, must promptly notify the other party. A party may disclose the other’s Confidential Information if required by law; but only after it notifies the other party (if legally permissible) to enable the other party to seek a protective order. Neither party is required to restrict work assignments of its Representatives who have had access to Confidential Information. Each party agrees that the use of information retained in Representatives’ unaided memories in the development or deployment of the parties’ respective products or services does not create liability under this Agreement or trade secret law, and each party agrees to limit what it discloses to the other accordingly. These obligations apply (1) for Customer Data until it is deleted from the Online Services, and (2) for all other Confidential Information, for a period of five years after a party receives the Confidential Information. Legal Review. . Item 10 Page 9 of 236 EA20241AgrGov(US)SLG(ENG)(Oct2023) Page 8 of 11 Document X20-10211 9. Privacy and compliance with laws. a. Enrolled Affiliate consents to the processing of personal information by Microsoft and its agents to facilitate the subject matter of this Agreement. Enrolled Affiliate will obtain all required consents from third parties under applicable privacy and data protection law before providing personal information to Microsoft. b. Personal information collected under this agreement (1) may be transferred, stored and processed in the United States or any other country in which Microsoft or its service providers maintain facilities and (2) will be subject to the privacy terms specified in the Use Rights. Microsoft will abide by the requirements of European Economic Area and Swiss data protection law regarding the collection, use, transfer, retention, and other processing of personal data from the European Economic Area and Switzerland. c. U.S. export. Products and Fixes are subject to U.S. export jurisdiction. Enrolled Affiliate must comply with all applicable international and national laws, including the U.S. Export Administration Regulations and International Traffic in Arms Regulations, and end-user, end use and destination restrictions issued by U.S. and other governments related to Microsoft products, services and technologies. 10. Warranties. a. Limited warranties and remedies. (i) Software. Microsoft warrants that each version of the Software will perform substantially as described in the applicable Product documentation for one year from the date the Enterprise is first licensed for that version. If it does not and the Enterprise notifies Microsoft within the warranty term, then Microsoft will, at its option (1) return the price Enrolled Affiliate paid for the Software license, or (2) repair or replace the Software. (ii) Online Services. Microsoft warrants that each Online Service will perform in accordance with the applicable SLA during the Enterprise’s use. The Enterprise’s remedies for breach of this warranty are in the SLA. The remedies above are the Enterprise’s sole remedies for breach of the warranties in this section. Customer waives any breach of warranty claims not made during the warranty period. b. Exclusions. The warranties in this agreement do not apply to problems caused by accident, abuse, or use in a manner inconsistent with this Agreement, including failure to meet minimum system requirements. These warranties do not apply to free, trial, pre-release, or beta products, or to components of Products that Enrolled Affiliate is permitted to redistribute. c. Disclaimer. Except for the limited warranties above, Microsoft provides no other warranties or conditions and disclaims any other express, implied, or statutory warranties, including warranties of quality, title, non-infringement, merchantability, and fitness for a particular purpose. 11. Defense of third party claims. The parties will defend each other against the third-party claims described in this section and will pay the amount of any resulting adverse final judgment or approved settlement, but only if the defending party is promptly notified in writing of the claim and has the right to control the defense and any settlement of it. The party being defended must provide the defending party with all requested assistance, information, authority, and must take all reasonable action to mitigate its losses arising from the third-party claim. The defending party will reimburse the other party for reasonable out-of-pocket expenses it incurs in providing assistance. This section describes the parties’ sole remedies and entire liability for such claims. a. By Microsoft. Microsoft will defend Enrolled Affiliate against any third-party claim to the extent it alleges that a Product or Fix made available by Microsoft for a fee and used within the scope Legal Review. . Item 10 Page 10 of 236 EA20241AgrGov(US)SLG(ENG)(Oct2023) Page 9 of 11 Document X20-10211 of the license granted (unmodified from the form provided by Microsoft and not combined with anything else) misappropriates a trade secret or directly infringes a patent, copyright, trademark or other proprietary right of a third party. If Microsoft is unable to resolve a claim of infringement under commercially reasonable terms, it may, at its option, either (1) modify or replace the Product or Fix with a functional equivalent; or (2) terminate Enrolled Affiliate’s license and refund any prepaid license fees (less depreciation on a five-year, straight-line basis) for perpetual licenses and any amount paid for Online Services for any usage period after the termination date. Microsoft will not be liable for any claims or damages due to Enrolled Affiliate’s continued use of a Product or Fix after being notified to stop due to a third-party claim. b. By Enrolled Affiliate. To the extent permitted by applicable law, Enrolled Affiliate will defend Microsoft against any third-party claim to the extent it alleges that: (1) any Customer Data or non-Microsoft software hosted in an Online Service by Microsoft on Enrolled Affiliate's behalf misappropriates a trade secret or directly infringes a patent, copyright, trademark, or other proprietary right of a third party; or (2) Enrolled Affiliate’s use of any Product or Fix, alone or in combination with anything else, violates the law or damages a third party. 12. Limitation of liability. For each Product, each party’s maximum, aggregate liability to the other under this Agreement is limited to direct damages finally awarded in an amount not to exceed the amounts Enrolled Affiliate paid for the applicable Products during the term of this Agreement, subject to the following: a. Online Services. For Online Services, Microsoft’s maximum liability to Enrolled Affiliate for any incident giving rise to a claim will not exceed the amount Enrolled Affiliate paid for the Online Service during the 12 months before the incident. b. Free Products and Distributable Code. For Products provided free of charge and code that Enrolled Affiliate is authorized to redistribute to third parties without separate payment to Microsoft, Microsoft’s liability is limited to direct damages finally awarded up to US$5,000. c. Exclusions. In no event will either party be liable for indirect, incidental, special, punitive, or consequential damages, or for loss of use, loss of business information, loss of revenue, or interruption of business, however caused or on any theory of liability. d. Exceptions. No limitation or exclusions will apply to liability arising out of either party’s (1) confidentiality obligations (except for all liability related to Customer Data, which will remain subject to the limitations and exclusions above); (2) defense obligations; or (3) violation of the other party’s intellectual property rights. 13. Verifying compliance. a. Right to verify compliance. Enrolled Affiliate must keep records relating to all use and distribution of Products by Enrolled Affiliate and its Affiliates. Microsoft has the right, at its expense, to the extent permitted by applicable law, to verify such compliance with the Product’s license terms. Microsoft will engage an independent auditor and Enrolled Affiliate must provide the independent auditor with any information the auditor reasonably requests in furtherance of the verification, including visible access to systems running the Products and evidence of Licenses for Products Enrolled Affiliate hosts, sublicenses, or distributes to third parties. Enrolled Affiliate must provide, without undue delay, the foregoing information and access upon request of the independent auditor b. Verification process. Microsoft will notify Enrolled Affiliate at least 30 calendar days in advance of its intent to verify Enrolled Affiliate’s compliance with the license terms for the Products Enrolled Affiliate use or distribute. The independent auditor is subject to a confidentiality obligation sufficient to cover the auditor’s engagement with Enrolled Affiliate for the verification process. Enrolled Affiliate may, at its discretion, also require a mutually agreeable confidentiality agreement with the independent auditor for access to premises, data Legal Review. . Item 10 Page 11 of 236 EA20241AgrGov(US)SLG(ENG)(Oct2023) Page 10 of 11 Document X20-10211 and systems. Such confidentiality agreement between Enrolled Affiliate and auditor must be completed within fourteen (14) days of such request, and shall not restrict the ability for the independent auditor to accurately verify compliance and share the resulting information with Microsoft. Any information collected will be used solely for purposes of determining Enrolled Affiliate’s compliance. This verification will take place during normal business hours and the auditor will make best efforts not to interfere with Enrolled Affiliate’s operations during the course of the audit. c. Remedies for non-compliance. If verification reveals any use of Products without applicable license rights, then within 30 days Enrolled Affiliate must order sufficient licenses to cover its use, and, if such use or distribution is determined to be in excess of Enrolled Affiliate’s existing licenses by 5% or more of the audited environment(s) in aggregate, then Enrolled Affiliate must reimburse Microsoft for the costs Microsoft incurred in obtaining the verification and acquire the necessary additional licenses. Such licenses will be obtained at 125% of the price, based on the then-current price list. The use percentage is based on the total number of Products used without applicable liscense rights (as described above) compared to the total Product use. If it is verified that Product use is sufficiently licensed, Microsoft will not require the Enterprise to engage in another verification for at least one year. By exercising the rights and procedures described above, Microsoft does not waive its rights to enforce its rights under these Additional Use Rights and Restrictions or to protect its intellectual property by any other legal or contractual means. 14. Miscellaneous. a. Use of contractors. Microsoft may use contractors to perform services but will be responsible for their performance subject to the terms of this Agreement. b. Microsoft as independent contractor. The parties are independent contractors. Enrolled Affiliate and Microsoft each may develop products independently without using the other’s Confidential Information. c. Notices. Notices to Microsoft must be sent to the address on the signature form. Notices must be in writing and will be treated as delivered on the date shown on the return receipt or on the courier or fax confirmation of delivery. Microsoft may provide information to Enrolled Affiliate about upcoming ordering deadlines, services, and subscription information in electronic form, including by email to contacts provided by Enrolled Affiliate. Emails will be treated as delivered on the transmission date. d. Agreement not exclusive. Customer is free to enter into agreements to license, use or promote non-Microsoft products. e. Amendments. Any amendment to this Agreement must be executed by both parties, except that Microsoft may change the Product Terms and the Use Rights from time to time in accordance with the terms of this Agreement. Any conflicting terms and conditions contained in an Enrolled Affiliate’s purchase order will not apply. Microsoft may require Customer to sign a new agreement or an amendment before an Enrolled Affiliate enters into an Enrollment under this agreement. f. Assignment. Either party may assign this Agreement to an Affiliate but must notify the other party in writing of the assignment. Any other proposed assignment must be approved by the non-assigning party in writing. Assignment will not relieve the assigning party of its obligations under the assigned agreement. Any attempted assignment without required approval will be void. g. Applicable law; dispute resolution. The terms of this Agreement will be governed by the laws of Customer’s state, without giving effect to its conflict of laws. Disputes relating to this Agreement will be subject to applicable dispute resolution laws of Customer’s state. Legal Review. . Item 10 Page 12 of 236 EA20241AgrGov(US)SLG(ENG)(Oct2023) Page 11 of 11 Document X20-10211 h. Severability. If any provision in this agreement is held to be unenforceable, the balance of the agreement will remain in full force and effect. i. Waiver. Failure to enforce any provision of this agreement will not constitute a waiver. Any waiver must be in writing and signed by the waiving party. j. No third-party beneficiaries. This Agreement does not create any third-party beneficiary rights. k. Survival. All provisions survive termination or expiration of this Agreement except those requiring performance only during the term of the Agreement. l. Management and Reporting. Customer and/or Enrolled Affiliate may manage account details (e.g., contacts, orders, Licenses, software downloads) at: https://www.microsoft.com/licensing/servicecenter (or a successor site). Upon the effective date of this Agreement and any Enrollments, the contact(s) identified for this purpose will be provided access to this site and may authorize additional users and contacts. m. Order of precedence. In the case of a conflict between any documents in this Agreement that is not expressly resolved in those documents, their terms will control in the following order from highest to lowest priority: (1) this Enterprise Agreement, (2) any Enrollment, (3) the Product Terms, (4) orders submitted under this Agreement, and (5) any other documents in this Agreement. Terms in an amendment control over the amended document and any prior amendments concerning the same subject matter. n. Free Products. It is Microsoft's intent that the terms of this Agreement and the Use Rights be in compliance with all applicable federal law and regulations. Any free Product provided to Enrolled Affiliate is for the sole use and benefit of the Enrolled Affiliate and is not provided for use by or personal benefit of any specific government employee. o. Voluntary Product Accessibility Templates. Microsoft supports the government’s obligation to provide accessible technologies to its citizens with disabilities as required by Section 508 of the Rehabilitation Act of 1973, and its state law counterparts. The Voluntary Product Accessibility Templates (“VPATs”) for the Microsoft technologies used in providing the Online Services can be found at Microsoft’s VPAT page. Further information regarding Microsoft’s commitment to accessibility can be found at http://www.microsoft.com/enable. p. Natural disaster. In the event of a “natural disaster,” Microsoft may provide additional assistance or rights by posting them on http://www.microsoft.com at such time. q. Copyright violation. Except as set forth in the section above entitled “Transferring and reassigning Licenses”, the Enrolled Affiliate agrees to pay for, and comply with the terms of this Agreement and the Use Rights, for the Products it uses. Except to the extent Enrolled Affiliate is licensed under this Agreement, it will be responsible for its breach of this contract and violation of Microsoft’s copyright in the Products, including payment of License fees specified in this Agreement for unlicensed use. Legal Review. . Item 10 Page 13 of 236 EA20241EnrGov(US)SLG(ENG)(Oct2023) Page 1 of 10 Document X20-10636 Enterprise Enrollment State and Local Enterprise Enrollment number (Microsoft to complete) Framework ID (if applicable) Previous Enrollment number (Reseller to complete) This Enrollment must be attached to a signature form to be valid. This Microsoft Enterprise Enrollment is entered into between the entities as identified in the signature form as of the effective date. Enrolled Affiliate represents and warrants it is the same Customer, or an Affiliate of the Customer, that entered into the Enterprise Agreement identified on the program signature form. This Enrollment consists of: (1) these terms and conditions, (2) the terms of the Enterprise Agreement identified on the signature form, (3) the Product Selection Form, (4) the Product Terms, (5) any Supplemental Contact Information Form, Previous Agreement/Enrollment form, and other forms that may be required, and (6) any order submitted under this Enrollment. This Enrollment may only be entered into under a 2011 or later Enterprise Agreement. By entering into this Enrollment, Enrolled Affiliate agrees to be bound by the terms and conditions of the Enterprise Agreement. All terms used but not defined are located at http://www.microsoft.com/licensing/contracts. In the event of any conflict the terms of this Agreement control. Effective date. If Enrolled Affiliate is renewing Software Assurance or Subscription Licenses from one or more previous Enrollments or agreements, then the effective date will be the day after the first prior Enrollment or agreement expires or terminates. If this Enrollment is renewed, the effective date of the renewal term will be the day after the Expiration Date of the initial term. Otherwise, the effective date will be the date this Enrollment is accepted by Microsoft. Any reference to “anniversary date” refers to the anniversary of the effective date of the applicable initial or renewal term for each year this Enrollment is in effect. Term. The initial term of this Enrollment will expire on the last day of the month, 36 full calendar months from the effective date of the initial term. The renewal term will expire 36 full calendar months after the effective date of the renewal term. Terms and Conditions 1.Definitions. Terms used but not defined in this Enrollment will have the definition in the Enterprise Agreement. The following definitions are used in this Enrollment: “Additional Product” means any Product identified as such in the Product Terms and chosen by Enrolled Affiliate under this Enrollment. “Community” means the community consisting of one or more of the following: (1) a Government, (2) an Enrolled Affiliate using eligible Government Community Cloud Services to provide solutions to a Government or a qualified member of the Community, or (3) a Customer with Customer Data that is subject to Government regulations for which Customer determines and Microsoft agrees that the use of Government Community Cloud Services is appropriate to meet Customer’s regulatory requirements. Legal Review. . Item 10 Page 14 of 236 EA20241EnrGov(US)SLG(ENG)(Oct2023) Page 2 of 10 Document X20-10636 Membership in the Community is ultimately at Microsoft’s discretion, which may vary by Government Community Cloud Service. “Enterprise Online Service” means any Online Service designated as an Enterprise Online Service in the Product Terms and chosen by Enrolled Affiliate under this Enrollment. Enterprise Online Services are treated as Online Services, except as noted. “Enterprise Product” means any Desktop Platform Product that Microsoft designates as an Enterprise Product in the Product Terms and chosen by Enrolled Affiliate under this Enrollment. Enterprise Products must be licensed for all Qualified Devices and Qualified Users on an Enterprise-wide basis under this program. “Expiration Date” means the date upon which the Enrollment expires. “Federal Agency” means a bureau, office, agency, department or other entity of the United States Government. “Government” means a Federal Agency, State/Local Entity, or Tribal Entity acting in its governmental capacity. “Government Community Cloud Services” means Microsoft Online Services that are provisioned in Microsoft’s multi-tenant data centers for exclusive use by or for the Community and offered in accordance with the National Institute of Standards and Technology (NIST) Special Publication 800-145. Microsoft Online Services that are Government Community Cloud Services are designated as such in the Use Rights and Product Terms. “Industry Device” (also known as line of business device) means any device that: (1) is not useable in its deployed configuration as a general purpose personal computing device (such as a personal computer), a multi-function server, or a commercially viable substitute for one of these systems; and (2) only employs an industry or task-specific software program (e.g. a computer-aided design program used by an architect or a point of sale program) (“Industry Program”). The device may include features and functions derived from Microsoft software or third-party software. If the device performs desktop functions (such as email, word processing, spreadsheets, database, network or Internet browsing, or scheduling, or personal finance), then the desktop functions: (1) may only be used for the purpose of supporting the Industry Program functionality; and (2) must be technically integrated with the Industry Program or employ technically enforced policies or architecture to operate only when used with the Industry Program functionality. “Managed Device” means any device on which any Affiliate in the Enterprise directly or indirectly controls one or more operating system environments. Examples of Managed Devices can be found in the Product Terms. “Qualified Device” means any device that is used by or for the benefit of Enrolled Affiliate’s Enterprise and is: (1) a personal desktop computer, portable computer, workstation, or similar device capable of running Windows Pro locally (in a physical or virtual operating system environment), or (2) a device used to access a virtual desktop infrastructure (“VDI”). Qualified Devices do not include any device that is: (1) designated as a server and not used as a personal computer, (2) an Industry Device, or (3) not a Managed Device. At its option, the Enrolled Affiliate may designate any device excluded above (e.g., Industry Device) that is used by or for the benefit of the Enrolled Affiliate’s Enterprise as a Qualified Device for all or a subset of Enterprise Products or Online Services the Enrolled Affiliate has selected. “Qualified User” means a person (e.g., employee, consultant, contingent staff) who: (1) is a user of a Qualified Device, or (2) accesses any server software requiring an Enterprise Product Client Access License or any Enterprise Online Service. It does not include a person who accesses server software or an Online Service solely under a License identified in the Qualified User exemptions in the Product Terms. “Reseller” means an entity authorized by Microsoft to resell Licenses under this program and engaged by an Enrolled Affiliate to provide pre- and post-transaction assistance related to this agreement; “Reserved License” means for an Online Service identified as eligible for true-ups in the Product Terms, the License reserved by Enrolled Affiliate prior to use and for which Microsoft will make the Online Service available for activation. Legal Review. . Item 10 Page 15 of 236 EA20241EnrGov(US)SLG(ENG)(Oct2023) Page 3 of 10 Document X20-10636 "State/Local Entity" means (1) any agency of a state or local government in the United States, or (2) any United States county, borough, commonwealth, city, municipality, town, township, special purpose district, or other similar type of governmental instrumentality established by the laws of Customer’s state and located within Customer’s state’s jurisdiction and geographic boundaries. “Tribal Entity” means a federally recognized tribal entity performing tribal governmental functions and eligible for funding and services from the U.S. Department of Interior by virtue of its status as an Indian tribe. “Use Rights” means, with respect to any licensing program, the use rights or terms of service for each Product and version published for that licensing program at the Volume Licensing Site and updated from time to time. The Use Rights include the Product-Specific License Terms, the License Model terms, the Universal License Terms, the Data Protection Terms, and the Other Legal Terms. The Use Rights supersede the terms of any end user license agreement (on-screen or otherwise) that accompanies a Product. “Volume Licensing Site” means http://www.microsoft.com/licensing/contracts or a successor site. 2. Order requirements. a. Minimum order requirements. Enrolled Affiliate’s Enterprise must have a minimum of 250 Qualified Users or Qualified Devices. The initial order must include at least 250 Licenses for Enterprise Products or Enterprise Online Services. (i) Enterprise commitment. Enrolled Affiliate must order enough Licenses to cover all Qualified Users or Qualified Devices, depending on the License Type, with one or more Enterprise Products or a mix of Enterprise Products and the corresponding Enterprise Online Services (as long as all Qualified Devices not covered by a License are only used by users covered with a user License). (ii) Enterprise Online Services only. If no Enterprise Product is ordered, then Enrolled Affiliate need only maintain at least 250 Subscription Licenses for Enterprise Online Services. b. Additional Products. Upon satisfying the minimum order requirements above, Enrolled Affiliate may order Additional Products. c. Use Rights for Enterprise Products. For Enterprise Products, if a new Product version has more restrictive use rights than the version that is current at the start of the applicable initial or renewal term of the Enrollment, those more restrictive use rights will not apply to Enrolled Affiliate’s use of that Product during that term. d. Country of usage. Enrolled Affiliate must specify the countries where Licenses will be used on its initial order and on any additional orders. e. Resellers. Enrolled Affiliate must choose and maintain a Reseller authorized in the United States. Enrolled Affiliate will acquire its Licenses through its chosen Reseller. Orders must be submitted to the Reseller who will transmit the order to Microsoft. The Reseller and Enrolled Affiliate determine pricing and payment terms as between them, and Microsoft will invoice the Reseller based on those terms. Throughout this Agreement the term “price” refers to reference price. Resellers and other third parties do not have authority to bind or impose any obligation or liability on Microsoft. f. Adding Products. (i) Adding new Products not previously ordered. New Enterprise Products or Enterprise Online Services may be added at any time by contacting a Microsoft Account Manager or Reseller. New Additional Products, other than Online Services, may be used if an order is placed in the month the Product is first used. For Additional Products that are Online Services, an initial order for the Online Service is required prior to use. Legal Review. . Item 10 Page 16 of 236 EA20241EnrGov(US)SLG(ENG)(Oct2023) Page 4 of 10 Document X20-10636 (ii) Adding Licenses for previously ordered Products. Additional Licenses for previously ordered Products other than Online Services may be added at any time but must be included in the next true-up order. Additional Licenses for Online Services must be ordered prior to use, unless the Online Services are (1) identified as eligible for true-up in the Product Terms or (2) included as part of other Licenses. g. True-up requirements. Enrolled Affiliate must submit an annual true-up order that accounts for any changes since the initial order or last order. If there are no changes, then an update statement must be submitted instead of a true-up order. (i) Enterprise Products. For Enterprise Products, Enrolled Affiliate must determine the number of Qualified Devices and Qualified Users (if ordering user-based Licenses) at the time the true-up order is placed and must order additional Licenses for all Qualified Devices and Qualified Users that are not already covered by existing Licenses, including any Enterprise Online Services. (ii) Additional Products. For Additional Products that have been previously ordered under this Enrollment, Enrolled Affiliate must determine the maximum number of Additional Products used since the latter of the initial order, the last true-up order, or the prior anniversary date and submit a true-up order that accounts for any increase. (iii) Online Services. For Online Services identified as eligible for true-up in the Product Terms, Enrolled Affiliate may place a reservation order for the additional Licenses prior to use and payment may be deferred until the next true-up order. Microsoft will provide a report of Reserved Licenses ordered but not yet invoiced to Enrolled Affiliate and its Reseller. Reserved Licenses will be invoiced retrospectively to the month in which they were ordered. (iv) Subscription License reductions. Enrolled Affiliate may reduce the quantity of Subscription Licenses at the Enrollment anniversary date on a prospective basis if permitted in the Product Terms, as follows: 1) For Subscription Licenses that are part of an Enterprise-wide purchase, Licenses may be reduced if the total quantity of Licenses and Software Assurance for an applicable group meets or exceeds the quantity of Qualified Devices and Qualified Users (if ordering user-based Licenses) identified on the Product Selection Form, and includes any additional Qualified Devices and Qualified Users added in any prior true-up orders. Step-up Licenses do not count towards this total count. 2) For Enterprise Online Services in a given Product pool that are not a part of an Enterprise-wide purchase, Licenses can be reduced as long as (a) the initial order minimum requirements are maintained and (b) all then-active users of each Online Service are included the total quantity of Licenses remaining after the reduction. An Enrolled Affiliate may reduce Licenses for Online Services on or before the Enrollment anniversary date and place a reservation order for such licenses within 90 days after the anniversary date; however, any licenses ordered as described in this section will be invoiced to the Enrolled Affiliate for the time period the licenses were made available. 3) For Additional Products available as Subscription Licenses, Enrolled Affiliate may reduce the Licenses. If the License count is reduced to zero, then Enrolled Affiliate’s use of the applicable Subscription License will be cancelled. Invoices will be adjusted to reflect any reductions in Subscription Licenses at the true-up order Enrollment anniversary date and effective as of such date. (v) Update statement. An update statement must be submitted instead of a true-up order if, since the initial order or last true-up order, Enrolled Affiliate’s Enterprise: (1) has not changed the number of Qualified Devices and Qualified Users licensed with Enterprise Products or Enterprise Online Services; and (2) has not increased its usage of Additional Legal Review. . Item 10 Page 17 of 236 EA20241EnrGov(US)SLG(ENG)(Oct2023) Page 5 of 10 Document X20-10636 Products. This update statement must be signed by Enrolled Affiliate’s authorized representative. (vi) True-up order period. The true-up order or update statement must be received by Microsoft between 60 and 30 days prior to each Enrollment anniversary date. The third- year true-up order or update statement is due within 30 days prior to the Expiration Date, and any license reservations within this 30 day period will not be accepted. Enrolled Affiliate may submit true-up orders more often to account for increases in Product usage, but an annual true-up order or update statement must still be submitted during the annual order period. (vii) Late true-up order. If the true-up order or update statement is not received when due, Microsoft may invoice Reseller for all Reserved Licenses not previously invoiced and Subscription License reductions cannot be reported until the following Enrollment anniversary date (or at Enrollment renewal, as applicable). h. Step-up Licenses. For Licenses eligible for a step-up under this Enrollment, Enrolled Affiliate may step-up to a higher edition or suite as follows: (i) For step-up Licenses included on an initial order, Enrolled Affiliate may order according to the true-up process. (ii) If step-up Licenses are not included on an initial order, Enrolled Affiliate may step-up initially by following the process described in the Section titled “Adding new Products not previously ordered,” then for additional step-up Licenses, by following the true-up order process. i. Clerical errors. Microsoft may correct clerical errors in this Enrollment, and any documents submitted with or under this Enrollment, by providing notice by email and a reasonable opportunity for Enrolled Affiliate to object to the correction. Clerical errors include minor mistakes, unintentional additions and omissions. This provision does not apply to material terms, such as the identity, quantity or price of a Product ordered. j. Verifying compliance. Microsoft may, in its discretion and at its expense, verify compliance with this Enrollment as set forth in the Enterprise Agreement. 3. Pricing. a. Price Levels. For both the initial and any renewal term Enrolled Affiliate’s Price Level for all Products ordered under this Enrollment will be Level “D” throughout the term of the Enrollment. b. Setting Prices. Unless otherwise expressly agreed to by the parties and except for Online Services designated in the Product Terms as being exempt from fixed pricing, Enrolled Affiliate’s prices for each Product or Service will be established by its Reseller. As long as Enrolled Affiliate continues to qualify for the same price level, Microsoft’s prices for Resellers for each Product or Service ordered will be fixed throughout the applicable initial or renewal Enrollment term. Microsoft’s prices to Resellers are reestablished at the beginning of the renewal term. 4. Payment terms. For the initial or renewal order, Microsoft will invoice Enrolled Affiliate’s Reseller in three equal annual installments. The first installment will be invoiced upon Microsoft’s acceptance of this Enrollment and remaining installments will be invoiced on each subsequent Enrollment anniversary date. Subsequent orders are invoiced upon acceptance of the order and Enrolled Affiliate may elect to pay annually or upfront for Online Services and upfront for all other Licenses. Legal Review. . Item 10 Page 18 of 236 EA20241EnrGov(US)SLG(ENG)(Oct2023) Page 6 of 10 Document X20-10636 5. End of Enrollment term and termination. a. General. At the Expiration Date, Enrolled Affiliate must immediately order and pay for Licenses for Products it has used but has not previously submitted an order, except as otherwis e provided in this Enrollment. b. Renewal option. At the Expiration Date of the initial term, Enrolled Affiliate can renew Products by renewing this Enrollment for one additional 36-month term or by signing a new Enrollment. Microsoft must receive a Renewal Form, Product Selection Form, and renewal order prior to or at the Expiration Date. Microsoft will not unreasonably reject any renewal. Microsoft may make changes to this program that will make it necessary for Customer and its Enrolled Affiliates to enter into new agreements and Enrollments at renewal. c. If Enrolled Affiliate elects not to renew. (i) Software Assurance. If Enrolled Affiliate elects not to renew Software Assurance for any Product under its Enrollment, then Enrolled Affiliate will not be permitted to order Software Assurance later without first acquiring a new License with Software Assurance. (ii) Online Services eligible for an Extended Term. For Online Services identified as eligible for an Extended Term in the Product Terms, the following options are available at the end of the Enrollment initial or renewal term. 1) Extended Term. Licenses for Online Services will automatically expire in accordance with the terms of the Enrollment. An extended term option that allows Online Services to continue month-to-month (“Extended Term”) is available. During the Extended Term, Online Services will be invoiced monthly at the then-current published price as of the Expiration Date plus a 3% administrative fee for up to one year. If Enrolled Affiliate wants an Extended Term, Enrolled Affiliate must submit a request to Microsoft at least 30 days prior to the Expiration Date. 2) Cancellation during Extended Term. At any time during the first twelve months of the Extended Term, Enrolled Affiliate may terminate the Extended Term by submitting a notice of cancellation to Microsoft for each Online Service. Thereafter, Microsoft may condition the continued use of each Online Service on the acceptance of new terms by the Enrolled Affiliate. Enrolled Affiliate will be notified in writing of any new terms at least 60 days before any such changes take effect. Enrolled Affiliate acknowledges and agrees that after the notice described in this section, its continued use of each Online Service after the effective date provided in the notice will constitute its acceptance of the new terms. If Enrolled Affiliate does not agree to the new terms, it must stop using the Online Services and terminate the Extended Term as provided in this section. Enrolled Affiliate’s termination under this section will be effective at the end of the month following 30 days after Microsoft has received the notice. (iii) Subscription Licenses and Online Services not eligible for an Extended Term. If Enrolled Affiliate elects not to renew, the Licenses will be cancelled and will terminate as of the Expiration Date. Any associated media must be uninstalled and destroyed and Enrolled Affiliate’s Enterprise must discontinue use. Microsoft may request written certification to verify compliance. d. Termination for cause. Any termination for cause of this Enrollment will be subject to the “Termination for cause” section of the Agreement. In addition, it shall be a breach of this Enrollment if Enrolled Affiliate or any Affiliate in the Enterprise that uses Government Community Cloud Services fails to meet and maintain the conditions of membership in the definition of Community. e. Early termination. Any early termination of this Enrollment will be subject to the “Early Termination” Section of the Enterprise Agreement. Legal Review. . Item 10 Page 19 of 236 EA20241EnrGov(US)SLG(ENG)(Oct2023) Page 7 of 10 Document X20-10636 For Subscription Licenses, in the event of a breach by Microsoft, or if Microsoft terminates an Online Service for regulatory reasons, Microsoft will issue Reseller a credit for any amount paid in advance for the period after termination. 6. Government Community Cloud. a. Community requirements. If Enrolled Affiliate purchases Government Community Cloud Services, Enrolled Affiliate certifies that it is a member of the Community and agrees to use Government Community Cloud Services solely in its capacity as a member of the Community and, for eligible Government Community Cloud Services, for the benefit of end users that are members of the Community. Use of Government Community Cloud Services by an entity that is not a member of the Community or to provide services to non-Community members is strictly prohibited and could result in termination of Enrolled Affiliate’s license(s) for Government Community Cloud Services without notice. Enrolled Affiliate acknowledges that only Community members may use Government Community Cloud Services. b. All terms and conditions applicable to non-Government Community Cloud Services also apply to their corresponding Government Community Cloud Services, except as otherwise noted in the Use Rights, Product Terms, and this Enrollment. c. Enrolled Affiliate may not deploy or use Government Community Cloud Services and corresponding non-Government Community Cloud Services in the same domain. d. Use Rights for Government Community Cloud Services. For Government Community Cloud Services, notwithstanding anything to the contrary in the Use Rights: (i) Government Community Cloud Services will be offered only within the United States. (ii) Additional European Terms, as set forth in the Use Rights, will not apply. (iii) References to geographic areas in the Use Rights with respect to the location of Customer Data at rest, as set forth in the Use Rights, refer only to the United States. Legal Review. . Item 10 Page 20 of 236 EA20241EnrGov(US)SLG(ENG)(Oct2023) Page 8 of 10 Document X20-10636 Enrollment Details 1. Enrolled Affiliate’s Enterprise. Identify which Agency Affiliates are included in the Enterprise. (Required) Enrolled Affiliate’s Enterprise must consist of entire offices, bureaus, agencies, departments or other entities of Enrolled Affiliate, not partial offices, bureaus, agencies, or departments, or other partial entities. Check only one box in this section. If no boxes are checked, Microsoft will deem the Enterprise to include the Enrolled Affiliate only. If more than one box is checked, Microsoft will deem the Enterprise to include the largest number of Affiliates: Enrolled Affiliate only Enrolled Affiliate and the following Affiliate(s): Unless specifically identified above, all Affiliates of Customer, either existing at the execution of this Enrollment or created or acquired after the execution of this Enrollment, will be excluded from the Enterprise. To request that an additional Affiliate be included in Customer’s Enterprise, Customer must identify an Affiliate to Microsoft in writing and provide any required documentation. Microsoft will reasonably review requests under this paragraph and may approve the inclusion of an Affiliate in Customer‘s Enterprise in its sole discretion. 1. Contact information. Each party will notify the other in writing if any of the information in the following contact information page(s) changes. The asterisks (*) indicate required fields. By providing contact information, Enrolled Affiliate consents to its use for purposes of administering this Enrollment by Microsoft, its Affiliates, and other parties that help administer this Enrollment. The personal information provided in connection with this Enrollment will be used and protected in accordance with the privacy statement available at https://www.microsoft.com/licensing/servicecenter. a. Primary contact. This contact is the primary contact for the Enrollment from within Enrolled Affiliate’s Enterprise. This contact is also an Online Administrator for the Volume Licensing Service Center and may grant online access to others. The primary contact will be the default contact for all purposes unless separate contacts are identified for specific purposes Name of entity (must be legal entity name)* Contact name: First* Middle Last* Contact email address* Street address* City* State* Postal code* - (Please provide the zip + 4, e.g. xxxxx-xxxx) Country* Phone* Tax ID * indicates required fields Legal Review. . Item 10 Page 21 of 236 EA20241EnrGov(US)SLG(ENG)(Oct2023) Page 9 of 10 Document X20-10636 b. Notices contact and Online Administrator. This contact (1) receives the contractual notices, (2) is the Online Administrator for the Volume Licensing Service Center and may grant online access to others, and (3) is authorized to order Reserved Licenses for eligible Online Servies, including adding or reassigning Licenses and stepping-up prior to a true-up order. Same as primary contact (default if no information is provided below, even if the box is not checked). Contact name: First* Middle Last* Contact email address* Street address* City* State* Postal code* - (Please provide the zip + 4, e.g. xxxxx-xxxx) Country* Phone* Language preference. Choose the language for notices. English This contact is a third party (not the Enrolled Affiliate). Warning: This contact receives personally identifiable information of the Customer and its Affiliates. * indicates required fields c. Online Services Manager. This contact is authorized to manage the Online Services ordered under the Enrollment and (for applicable Online Services) to add or reassign Licenses and step-up prior to a true-up order. Same as notices contact and Online Administrator (default if no information is provided below, even if box is not checked) Contact name: First* Middle Last* Contact email address* Phone* This contact is from a third party organization (not the entity). Warning: This contact receives personally identifiable information of the entity. * indicates required fields d. Reseller information. Reseller contact for this Enrollment is: Reseller company name* Street address (PO boxes will not be accepted)* City* State* Postal code* Country* Contact name* Phone* Contact email address* * indicates required fields By signing below, the Reseller identified above confirms that all information provided in this Enrollment is correct. Signature* Printed name* Printed title* Date* * indicates required fields Legal Review. . Item 10 Page 22 of 236 EA20241EnrGov(US)SLG(ENG)(Oct2023) Page 10 of 10 Document X20-10636 Changing a Reseller. If Microsoft or the Reseller chooses to discontinue doing business with each other, Enrolled Affiliate must choose a replacement Reseller. If Enrolled Affiliate or the Reseller intends to terminate their relationship, the initiating party must notify Microsoft and the other party using a form provided by Microsoft at least 90 days prior to the date on which the change is to take effect. e. If Enrolled Affiliate requires a separate contact for any of the following, attach the Supplemental Contact Information form. Otherwise, the notices contact and Online Administrator remains the default. (i) Additional notices contact (ii) Software Assurance manager (iii) Subscriptions manager (iv) Customer Support Manager (CSM) contact 1. Financing elections. Is a purchase under this Enrollment being financed through MS Financing? Yes, No. If a purchase under this Enrollment is financed through MS Financing, and Enrolled Affiliate chooses not to finance any associated taxes, it must pay these taxes directly to Microsoft. Legal Review. . Item 10 Page 23 of 236 EA-EASProdSelForm(WW)(ENG)(Oct2023) Page 1 of 3 Document X20-12940 Enterprise and Enterprise Subscription Enrollment Product Selection Form Enrollment Number Microsoft to complete for initial term. Reseller or Software Advisor to complete for renewal or with prior qualifying Enrollment/Agreement Step 1. Enter all fields in the table below (Required). Profile Qualified Devices Qualified Users Enterprise Product Platform Licensing Model Enterprise Choose One Choose One Device Profile (e.g. Call Center) Choose One Choose One Step 2. Select the Products and Quantities Enrolled Affiliate is ordering on its initial Enrollment Order. Quantity may not include any Licenses which Enrolled Affiliate has selected for optional future use, or to which it is stepping-up within Enrollment term. Products Enterprise Quantity Device Profile (e.g. Call Center) Microsoft 365 Microsoft 365 E3 USL Microsoft 365 E3 Add-on Microsoft 365 E5 USL Microsoft 365 E5 Add-on Office Professional Plus/Microsoft 365 Apps for enterprise Office Professional Plus Microsoft 365 Apps for enterprise Office 365 Plans Office 365 Plan E1 USL Office 365 Plan E3 USL Office 365 Plan E5 USL Office 365 Plan E1 Add-on Office 365 Plan E3 Add-on Office 365 Plan E5 Add-on Office 365 Plan E3 without Apps for enterprise Add-on Client Access License (CAL) Choose Core CAL or Enterprise CAL: <Choose One> <Choose One> Core CAL or Enterprise CAL Bridge for Office 365 Bridge for Enterprise Mobility Suite Legal Review. . Item 10 Page 24 of 236 EA-EASProdSelForm(WW)(ENG)(Oct2023) Page 2 of 3 Document X20-12940 Products Enterprise Quantity Device Profile (e.g. Call Center) Windows Desktop Windows Enterprise E3 and LTSB Upgrade per Device Windows Enterprise E5 per Device SL Windows Enterprise E3 per User SL Windows Enterprise E3 per User Add-on SL Windows Enterprise E5 per User SL Windows Enterprise E5 per User Add-on SL Windows Enterprise E5 per Device Add-on SL Windows VDA Windows VDA per User SL Enterprise Mobility + Security Enterprise Mobility + Security E3 USL Enterprise Mobility + Security E3 Add-on Enterprise Mobility + Security E5 USL Enterprise Mobility + Security E5 Add-on Step 3. Establish the Enrolled Affiliate’s price level. Unless otherwise indicated in the associated contract documents, the price level for each Product offering/pool is set based upon the quantity to price level mapping. DO NOT INCLUDE BRIDGE CALs OR ADD-ONs. Price Group 1 2 3 4 Enterprise Products Office Professional Plus + Microsoft 365 Apps for enterprise + Office 365 (Plans E3 and E5) + Microsoft 365 USL Client Access License + Office 365 (Plans E1, E3, and E5) + Microsoft 365 USL Client Access License + Enterprise Mobility and Security USL + Microsoft 365 USL Windows Enterprise E3 and LTSB Upgrade+ Windows Enterprise E5 + Win E3/E5 USL + Win E3/E5 per Device + Windows VDA + Windows Enterprise E3 per User SL + Windows Enterprise E5 per User SL + Windows VDA per User USL + Microsoft 365 USL Quantity Product Offering / Pool Price Level Enterprise Products and Enterprise Online Services USLs: Unless otherwise indicated in associated contract documents, Price Level is set using the highest quantity from Groups 1 through 4. Additional Product Application Pool: Unless otherwise indicated in associated contract documents, Price Level is set using quantity from Group 1. Additional Product Server Pool: Unless otherwise indicated in associated contract documents, Price Level is set using the highest quantity from Group 2 or 3. Additional Product Systems Pool: Unless otherwise indicated in associated contract documents, Price Level is set using quantity from Group 4. Legal Review. . Item 10 Page 25 of 236 EA-EASProdSelForm(WW)(ENG)(Oct2023) Page 3 of 3 Document X20-12940 Quantity of Licenses and Software Assurance to Price Level Mapping: Quantity of Licenses and Software Assurance Price Level 2,399 and below A 2,400 to 5,999 B 6,000 to 14,999 C 15,000 and above D Notes: 1. Enterprise Online Services may not be available in all locations. Please see the Product Terms for a list of locations where these may be purchased. 2. If Enrolled Affiliate does not order an Enterprise Product or Enterprise Online Service associated with an applicable Product pool, the price level for Additional Products in the same pool will be price level “A” throughout the term of the Enrollment. 3. Unless otherwise indicated in the associated Agreement documents, the CAL selection must be the same across the Enterprise for each Profile. This form must be attached to a signature form to be valid. Legal Review. . Item 10 Page 26 of 236 PrevEnrAgrForm(WW)(ENG)(Oct2019) Page 1 of 1 Document X20-12873 Previous Enrollment(s)/Agreement(s) Form Entity Name: Contract that this form is attached to: <choose> For the purposes of this form, “entity” can mean the signing entity, Customer, Enrolled Affiliate, Government Partner, Institution, or other party entering into a volume licensing program agreement. Please provide a description of the previous Enrollment(s), Agreement(s), Purchasing Account(s), and/or Affiliate Registration(s) being renewed or consolidated into the new contract identified above. a. Entity may select below any previous contract(s) from which to transfer MSDN subscribers to this new contract. Entity shall ensure that each MSDN subscriber transferred is either properly licensed under the new contract or is removed. b. Entity may select below only one previous contract from which to transfer the Software Assurance (SA) Benefit contact details, i.e., benefits contact (not the SA manager) and the program codes, to this new contract. c. An Open License cannot be used to transfer either the SA Benefit details or MSDN subscribers. d. The date of the earliest expiring Enrollment/Agreement that contains SA or Online Services will be the effective date of the new contract (or SA coverage period for Select Plus). e. Please insert the number of the earliest expiring Enrollment/Agreement with SA or Online Services in the appropriate fields of the new contract. Enrollment/Agreement/ Purchasing Account/Affiliate Registration Description Enrollment/Agreement/ Purchasing Account/Affiliate Registration Public Customer Number Transfer SA Benefit Contact Transfer MSDN Subscribers Legal Review. . Item 10 Page 27 of 236 ProgramSignForm(MSSign)(NA,LatAm)ExBRA,MLI(ENG)(May2020) Page 1 of 2 Document X20-12883 Program Signature Form MBA/MBSA number Proposal ID Agreement number Note: Enter the applicable active numbers associated with the documents below. Microsoft requires the associated active number be indicated here, or listed below as new. For the purposes of this form, “Customer” can mean the signing entity, Enrolled Affiliate, Government Partner, Institution, or other party entering into a volume licensing program agreement. This signature form and all contract documents identified in the table below are entered into between the Customer and the Microsoft Affiliate signing, as of the effective date identified below. Contract Document Number or Code <Choose Agreement> Document Number or Code <Choose Agreement> Document Number or Code <Choose Agreement> Document Number or Code <Choose Agreement> Document Number or Code <Choose Agreement> Document Number or Code <Choose Enrollment/Registration> Document Number or Code <Choose Enrollment/Registration> Document Number or Code <Choose Enrollment/Registration> Document Number or Code <Choose Enrollment/Registration> Document Number or Code <Choose Enrollment/Registration> Document Number or Code Document Description Document Number or Code Document Description Document Number or Code Document Description Document Number or Code Document Description Document Number or Code Document Description Document Number or Code By signing below, Customer and the Microsoft Affiliate agree that both parties (1) have received, read and understand the above contract documents, including any websites or documents incorporated by reference and any amendments and (2) agree to be bound by the terms of all such documents. Customer Name of Entity (must be legal entity name)* Signature* Printed First and Last Name* Printed Title Signature Date* Tax ID *indicates required field Legal Review. . Item 10 Page 28 of 236 ProgramSignForm(MSSign)(NA,LatAm)ExBRA,MLI(ENG)(May2020) Page 2 of 2 Document X20-12883 Microsoft Affiliate Microsoft Corporation Signature Printed First and Last Name Printed Title Signature Date (date Microsoft Affiliate countersigns) Agreement Effective Date (may be different than Microsoft’s signature date) Optional 2nd Customer signature or Outsourcer signature (if applicable) Customer Name of Entity (must be legal entity name)* Signature* Printed First and Last Name* Printed Title Signature Date* * indicates required field Outsourcer Name of Entity (must be legal entity name)* Signature* Printed First and Last Name* Printed Title Signature Date* * indicates required field If Customer requires additional contacts or is reporting multiple previous Enrollments, include the appropriate form(s) with this signature form. After this signature form is signed by the Customer, send it and the Contract Documents to Customer’s channel partner or Microsoft account manager, who must submit them to the following address. When the signature form is fully executed by Microsoft, Customer will receive a confirmation copy. Microsoft Corporation Dept. 551, Volume Licensing 6880 Sierra Center Parkway Reno, Nevada 89511 USA Legal Review. . Item 10 Page 29 of 236 QualifyingGovEntityAddendum(WW)ExEMEA(ENG)(Oct2019) Page 1 of 2 Document X20-12104 Qualifying Government Entity Addendum This Qualifying Government Entity Addendum modifies the terms of the Select or Select Plus (“Agreement”) or Enterprise or Enterprise Subscription Agreement (“Agreement”) as follows: 1.The following definition is added: “Eligible Entity” means a public sector entity that meets the criteria set out at http://www.microsoft.com/licensing/contracts in the document entitled “Microsoft Government Eligibility Definition.” 2.The definitions of “Customer” and “Affiliate” are amended as follows: When used in this Agreement or Enrollment, as applicable, “Customer” refers to the Eligible Entity that signs this Agreement/Enrollment with Microsoft, and the definition of “Affiliate”, as set forth in the Master Agreement, is modified to include only Eligible Entities located in the same country as the Eligible Entity signing this Agreement/Enrollment, as applicable, with Microsoft. 3.The Minimum Order requirements section of the Agreement is amended as follows: Notwithstanding anything to the contrary in the Agreement, an Eligible Entity’s Enterprise must have a minimum of 250 Qualified Users or Qualified Devices, and its initial order must include at least 250 Licenses in a single Product pool for Enterprise Products or Enterprise Online Services. If no Enterprise Product is ordered, an Eligible Entity need only maintain at least 250 Subscription Licenses for Enterprise Online Services. 4.The following pricing provision is added: Customer represents that Customer and Customer’s Affiliates are Eligible Entities. As an Eligible Entity, Customer may receive price level D for all Products and pools under this Agreement/Enrollment, as applicable. 5.The following “Mid-term Cancellation for Non-appropriation of Funds” provision is added: Termination of Enrollment – non-appropriation of funds. Subject to the provisions in the Section titled “Effect of termination or expiration,” a Customer or an Enrolled Affiliate may terminate an Agreement or Enrollment without liability, penalty or further obligation to make payments if funds to make payments under the Agreement or Enrollment are not appropriated or allocated for such purpose. Effect of termination. Upon termination of any Enrollment, the Enrolled Affiliate must order Licenses for all copies of Products it or its Affiliates have run under its Enrollment for which the Enrolled Affiliate has not previously submitted an order. Except as provided in the next paragraph, in the event of termination, all unpaid installments of the purchase price for any Licenses will immediately become due and payable, and the Enrolled Affiliate will be entitled to perpetual Licenses only after all such payments have been made. Early termination. If Customer or Enrolled Affiliate terminates an Enrollment for non-appropriation of funds, or Microsoft terminates an Enrollment for non-payment due to non-appropriation of funds of Customer or Enrolled Affiliate, then Customer or the Enrolled Affiliate will have the following options: a.It may immediately pay the total remaining amount due, including all installments, in which case the Enrolled Affiliate will have perpetual Licenses for all copies of the Products it has ordered, or Legal Review. . Item 10 Page 30 of 236 QualifyingGovEntityAddendum(WW)ExEMEA(ENG)(Ot2019) Page 2 of 2 Document X20-12104 b. It may pay only amounts due as of the termination date, in which case the Enrolled Affiliate will have perpetual Licenses for (1) all copies of all Products for which payment has been made in full, and (2) the number of copies of Products it has ordered (including the latest version of Products ordered under SA coverage in an initial or renewal term) for which payment has been made in installments that is proportional to the total of payments made versus total amounts due if the early termination had not occurred. 6. Where “Extended Term” is available for eligible Online Services, the following is added: Enrolled Affiliate will not automatically have an Extended Term. If Enrolled Affiliate wants an Extended Term, Enrolled Affiliate may submit a request to Microsoft. Microsoft must receive the request not less than 30 days prior to the Expiration Date. 7. The following provision is added: Natural Disaster. In the event of a natural disaster, Microsoft may provide additional assistance or rights by posting them on http://www.microsoft.com at such time. 8. The following “Over-assignment provision” is amended: The Over-assignment provision does not apply to Government customers. Legal Review. . Item 10 Page 31 of 236 SupContactInfoForm(US)SLG(ENG)(Oct2010) Page 1 of 3 Supplemental Contact Information Form State and Local This form can be used in combination with Agreement and Enrollment/Registration. However, a separate form must be submitted for each Enrollment/Registration, when more than one is submitted on a signature form. For the purposes of this form, “Entity” can mean the signing Entity, Customer, Enrolled Affiliate, Government Partner, Institution, or other party entering into a Volume Licensing program agreement. Primary and Notices contacts in this form will not apply to Enrollments or Registrations. This form applies to: Agreement Enrollment/Affiliate Registration Form Insert primary entity name if more than one Enrollment/Registration Form is submitted Contact information. Each party will notify the other in writing if any of the information in the following contact information page(s) changes. The asterisks (*) indicate required fields; if the Entity chooses to designate other contact types, the same required fields must be completed for each section. By providing contact information, entity consents to its use for purposes of administering the Enrollment by Microsoft and other parties that help Microsoft administer this Enrollment. The personal information provided in connection with this agreement will be used and protected according to the privacy statement available at https://licensing.microsoft.com. 1. Additional notices contact. This contact receives all notices that are sent from Microsoft. No online access is granted to this individual. Name of Entity* Contact name*: First Last Contact email* Street address* City* State* Postal code* Country* Phone* Fax This contact is a third party (not the Entity). Warning: This contact receives personally identifiable information of the Entity. 2. Software Assurance manager. This contact will receive online permissions to manage the Software Assurance benefits under the Enrollment or Registration. Name of Entity* Contact name*: First Last Contact email* Street address* City* State* Postal code* Country* Phone* Fax Legal Review. . Item 10 Page 32 of 236 SupContactInfoForm(US)SLG(ENG)(Oct2010) Page 2 of 3 This contact is a third party (not the Entity). Warning: This contact receives personally identifiable information of the Entity. 3. Subscriptions manager. This contact will assign MSDN, Expression, and TechNet Plus subscription licenses to the individual subscribers under this Enrollment or Registration. Assignment of the subscription licenses is necessary for access to any of the online benefits, such as subscription downloads. This contact will also manage any complimentary or additional media purchases related to these subscriptions. Name of Entity* Contact name*: First Last Contact email* Street address* City* State* Postal code* Country* Phone* Fax This contact is a third party (not the Entity). Warning: This contact receives personally identifiable information of the Entity. 4. Online Services manager. This contact will be provided online permissions to manage the Online Services ordered under the Enrollment or Registration. Name of Entity* Contact name*: First Last Contact email* Street address* City* State* Postal code* Country* Phone* Fax This contact is a third party (not the Entity). Warning: This contact receives personally identifiable information of the Entity. 5. Customer Support Manager (CSM): This person is designated as the Customer Support Manager (CSM) for support-related activities. Name of Entity* Contact name*: First Last Contact email* Street address* City* State* Postal code* Country* Phone* Fax This contact is a third party (not the Entity). Warning: This contact receives personally identifiable information of the Entity. 6. Primary contact information: An individual from inside the organization must serve as the primary contact. This contact receives online administrator permissions and may grant online access to others. This contact also receives all notices unless Microsoft is provided written notice of a change. Name of Entity* Contact name*: First Last Legal Review. . Item 10 Page 33 of 236 SupContactInfoForm(US)SLG(ENG)(Oct2010) Page 3 of 3 Contact email* Street address* City* State* Postal code* Country*: Phone* Fax 7. Notices contact and online administrator information: This individual receives online administrator permissions and may grant online access to others. This contact also receives all notices. Same as primary contact Name of Entity* Contact name*: First Last Contact email* Street address* City* State* Postal code* Country*: Phone* Fax This contact is a third party (not the Entity). Warning: This contact receives personally identifiable information of the Entity. Legal Review. . Item 10 Page 34 of 236 . . Item 10Page 35 of 236 . . Item 10Page 36 of 236 . . Item 10Page 37 of 236 . . Item 10Page 38 of 236 . . Item 10Page 39 of 236 . . Item 10Page 40 of 236 . . Item 10Page 41 of 236 . . Item 10Page 42 of 236 . . Item 10Page 43 of 236 . . Item 10Page 44 of 236 . . Item 10Page 45 of 236 . . Item 10Page 46 of 236 . . Item 10Page 47 of 236 . . Item 10Page 48 of 236 . . Item 10Page 49 of 236 . . Item 10Page 50 of 236 . . Item 10Page 51 of 236 . . Item 10Page 52 of 236 . . 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Find that the proposed action is categorically exempt from California Environmental Quality Act (CEQA) review, in accordance with CEQA Guidelines Section 15301, because the project consists of the maintenance, repair or minor alteration of existing facilities and involves negligible or no expansion of an existing use; and B. Approve and authorize the City Administrator to execute a Services Agreement with Eagle Eye Demolition, Inc., in substantially the same form as submitted, for On-Call Nuisance Abatement Services for a total amount not-to-exceed $400,000, for a three (3) year term. Background The Public Works Department is in the process of retaining a qualified contractor to provide on- call abatement services. These services are intended to address and mitigate conditions that pose risks to public health and safety, cause property damage, or interfere with the reasonable enjoyment of life and property. Such conditions often result in public nuisances or significant inconvenience to the community. The scope of work includes, but is not limited to: the cleanup and disposal of large bulky items; hazardous and non-hazardous trash and debris; removal of abandoned trailers and recreational vehicles; demolition of nuisance structures; and other abatement-related tasks as directed by the City. All services will be provided on an as-needed basis and initiated through individual work orders issued by the City. Contractors are expected to complete all assigned tasks in a timely and efficient manner. Pursuant to Vernon Municipal Code (VMC) Section 3.32.080, the Public Works Department issued a Request for Proposals (RFP) to select a firm that could provide the desired services. The RFP for On-Call Nuisance Abatement Services was issued on April 23, 2025, via the PlanetBids online portal with responses due by May 8, 2025. One firm submitted a proposal in response to the RFP by the specified deadline. After reviewing the proposal and conducting reference checks, it was determined that Eagle Eye Demolition, Inc. will meet the needs of the Department based on their responsiveness to the RFP, professional qualifications, and experience. Pursuant to VMC Section 3.32.030 (A), all contracts over $100,000 require City Council approval. The proposed Services Agreement with Eagle Eye Demolition, Inc., is not-to-exceed $400,000. Therefore, it is recommended that City Council approve and authorize the City Administrator to execute a services agreement with Eagle Eye Demolition, Inc. The proposed services agreement has been reviewed and approved as to form by the City Attorney’s Office. Fiscal Impact The fiscal impact is not-to-exceed $400,000 for the three (3) year term of the Services Agreement. Sufficient funds are available in General Fund, Public Works Department, . . Item 11 Page 1 of 270 Administration-Engineering-Planning, Professional Services - Account No. 011-040-400-529215 for the current fiscal year and will be budgeted in subsequent years. Attachments 1. Services Agreement with Eagle Eye Demolition, Inc. . . Item 11 Page 2 of 270 SERVICES AGREEMENT BETWEEN THE CITY OF VERNON AND EAGLE EYE DEMOLITION, INC. FOR ON-CALL NUISANCE ABATEMENT SERVICES COVER PAGE Contractor: Eagle Eye Demolition, Inc. Responsible Principal of Contractor: Julio Pineda, CEO Notice Information - Contractor: Julio Pineda 1070 Mildred St. La Verne, CA 91750 Attention: Julio Pineda, CEO Telephone: (909) 767- 8695 Notice Information - City: City of Vernon 4305 Santa Fe Avenue Vernon, CA 90058 Attention: Daniel S. Wall, P.E. Director of Public Works Telephone: (323) 583-8811 ext. 305 Commencement Date: October 1, 2025 Termination Date: September 30, 2028 Consideration: Total not to exceed $400,000 (includes all applicable sales tax); and more particularly described in Exhibit B Records Retention Period Three (3) years, pursuant to Section 11.20 . . Item 11 Page 3 of 270 Eagle Eye Demolition, Inc. Services Agreement Page 2 of 21 ______________________ SERVICES AGREEMENT BETWEEN THE CITY OF VERNON AND EAGLE EYE DEMOLITION, INC. FOR ON-CALL NUISANCE ABATEMENT SERVICES This Agreement is made between the City of Vernon, a California charter City and California municipal corporation (“City”), and Eagle Eye Demolition, Inc., a California corporation (“Contractor”). The City and Contractor agree as follows: 1.0 EMPLOYMENT OF CONTRACTOR. City agrees to engage Contractor to perform the services as hereinafter set forth as authorized by the City Council on September 16, 2025. 2.0 SCOPE OF SERVICES. 2.1 Contractor shall perform all work necessary to complete the services set forth in the City’s Request for Proposals issued on or about April 23, 2025, and titled RFP for On-Call Nuisance Abatement Services, and Contractor's proposal to the City ("Proposal") dated May 8, 2025, Exhibit “A”, a copy which is attached to and incorporated into this Agreement by reference. 2.2 All services shall be performed to the satisfaction of City. 2.3 All services shall be performed in a competent, professional, and satisfactory manner in accordance with the prevailing industry standards for such services. 3.0 PERSONNEL. 3.1 Contractor represents that it employs, or will employ, at its own expense, all personnel required to perform the services under this Agreement. 3.2 Contractor shall not subcontract any services to be performed by it under this Agreement without prior written approval of City. 3.3 All of the services required hereunder will be performed by Contractor or by City approved subcontractors. Contractor, and all personnel engaged in the work, shall be fully qualified and authorized or permitted under State and local law to perform such services and shall be subject to approval by the City. . . Item 11 Page 4 of 270 Eagle Eye Demolition, Inc. Services Agreement Page 3 of 21 ______________________ 4.0 TERM. The term of this Agreement shall commence on October 1. 2025, and it shall continue until September 30, 2028, unless terminated at an earlier date pursuant to the provisions thereof. 5.0 COMPENSATION AND FEES. 5.1 Contractor has established rates for the City of Vernon which are comparable to and do not exceed the best rates offered to other governmental entities in and around Los Angeles County for the same services. For satisfactory and timely performance of the services, the City will pay Contractor in accordance with the payment schedule set forth in Exhibit “B” attached hereto and incorporated herein by reference. 5.2 Contractor's grand total compensation for the entire term of this Agreement, shall not exceed $400,000 without the prior authorization of the City, as appropriate, and written amendment of this Agreement. 5.3 Contractor shall, at its sole cost and expense, furnish all necessary and incidental labor, material, supplies, facilities, equipment, and transportation which may be required for furnishing services pursuant to this Agreement. Materials shall be of the highest quality. The above Agreement fee shall include all staff time and all clerical, administrative, overhead, insurance, reproduction, telephone, air travel, auto rental, subsistence, and all related costs and expenses. 5.4 City shall reimburse Contractor only for those costs or expenses specifically approved in this Agreement, or specifically approved in writing in advance by City. Unless otherwise approved, such costs shall be limited and include nothing more than the following costs incurred by Contractor: 5.4.1 The actual costs of subcontractors for performance of any of the services that Contractor agrees to render pursuant to this Agreement, which have been approved in advance by City and awarded in accordance with this Agreement. 5.4.2 Approved reproduction charges. . . Item 11 Page 5 of 270 Eagle Eye Demolition, Inc. Services Agreement Page 4 of 21 ______________________ 5.4.3 Actual costs and/or other costs and/or payments specifically authorized in advance in writing and incurred by Contractor in the performance of this Agreement. 5.5 Contractor shall not receive any compensation for extra work performed without the prior written authorization of City. As used herein, “extra work” means any work that is determined by City to be necessary for the proper completion of the Project, but which is not included within the Scope of Services and which the parties did not reasonably anticipate would be necessary at the time of execution of this Agreement. Compensation for any authorized extra work shall be paid in accordance with the payment schedule as set forth in Exhibit “B,” if the extra work has been approved by the City. 5.6 Licenses, Permits, Fees, and Assessments. Contractor shall obtain, at Contractor’s sole cost and expense, such licenses, permits, and approvals as may be required by law for the performance of the services required by this Agreement. Contractor shall have the sole obligation to pay for any fees, assessments, and taxes, plus applicable penalties and interest, which may be imposed by law and which arise from or are necessary for the performance of the Services by this Agreement. 6.0 PAYMENT. 6.1 As scheduled services are completed, Contractor shall submit to the City an invoice for the services completed, authorized expenses, and authorized extra work actually performed or incurred according to said schedule. 6.2 Each such invoice shall state the basis for the amount invoiced, including a detailed description of the services completed, the number of hours spent, reimbursable expenses incurred and any extra work performed. 6.3 Contractor shall also submit a progress report with each invoice that describes in reasonable detail the services and the extra work, if any, performed in the immediately preceding calendar month. 6.4 Contractor understands and agrees that invoices which lack sufficient detail to measure performance will be returned and not processed for payment. . . Item 11 Page 6 of 270 Eagle Eye Demolition, Inc. Services Agreement Page 5 of 21 ______________________ 6.5 City will pay Contractor the amount invoiced within thirty (30) days after the City approves the invoice. 6.6 Payment of such invoices shall be payment in full for all services, authorized costs, and authorized extra work covered by that invoice. 7.0 CITY'S RESPONSIBILITY. City shall cooperate with Contractor as may be reasonably necessary for Contractor to perform its services; and will give any required decisions as promptly as practicable so as to avoid unreasonable delay in the progress of Contractor's services. 8.0 COORDINATION OF SERVICES. Contractor agrees to work closely with City staff in the performance of Services and shall be available to City’s staff, consultants, and other staff at all reasonable times. 9.0 INDEMNITY. Contractor agrees to indemnify City, its officers, elected officials, employees and agents against, and will hold and save each of them harmless from, any and all actions, suits, claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities (herein “claims or liabilities”), including but not limited to professional negligence, that may be asserted or claimed by any person, firm or entity arising out of or in connection with the work, operations or activities of Contractor, its agents, employees, subcontractors, or invitees, provided for herein, or arising from the acts or omissions of Contractor hereunder, or arising from Contractor’s performance of or failure to perform any term, provision, covenant or condition of this Agreement, except to the extent such claims or liabilities arise from the gross negligence or willful misconduct of City, its officers, elected officials, agents or employees. 10.0 INSURANCE. Contractor shall procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damage to property that may arise from or in connection with the performance of the work hereunder by the Contractor, its agents, representative, or employees. The policies shall state that they afford primary coverage. 10.1 Automobile Liability Insurance – Primary insurance coverage shall be written on ISO Business Auto coverage form for all owned, hired, and non-owned automobiles or any auto. The policy shall have a combined single limit of not less than one million dollars ($1,000,000). If . . Item 11 Page 7 of 270 Eagle Eye Demolition, Inc. Services Agreement Page 6 of 21 ______________________ Contractor is transporting one or more non-employee passengers in the performance of the services, the automobile liability policy shall have a combined single limit of two million dollars ($2,000,000). If Contractor owns no autos, a hired, non-owned auto endorsement to the General Liability policy is acceptable. 10.1.1 Contractor agrees to subrogate automobile liability resulting from performance under this agreement by agreeing to defend, indemnify, and hold harmless, the City, and its respective employees, agents, and City Council from and against all claims, liabilities, suits, losses, damages, injuries and expenses, including all costs and reasonable attorney’s fees (“Claims”), which are attributable to any act or omission by the Contractor under the performance of the services. The City of Vernon, its directors, commissioners, officers, employees, agents, and volunteers must be endorsed on the policy as additional insureds and, under the Contractors’ policy, there shall be a waiver of subrogation, and the policy shall be primary and non-contributory and will not seek contribution from the City’s insurance. 10.2 Commercial General Liability Insurance – Contractor shall carry General Liability Insurance covering all operations performed by or on behalf of the Contractor providing coverage for bodily injury and property damage with a single limit of not less than two million dollars ($2,000,000) per occurrence and four million dollars ($4,000,000) general aggregate limit written on an Insurance Services Office (ISO) Comprehensive General Liability "occurrence" Form CG 00 01 or its equivalent for coverage on an occurrence basis. The City of Vernon, its directors, commissioners, officers, employees, agents, and volunteers must be endorsed on the policy as additional insureds with respect to liability arising out of the Contractor's performance of this Agreement. The additional insured coverage under the Contractor’s policy shall be primary and non-contributory and will not seek contribution from the City’s insurance. The policy shall be endorsed to include a waiver of subrogation. 10.2.1 If Contractor intends to employ other contractors as part of the services rendered, the City must approve and will establish the appropriate insurance requirements. 10.2.2 Contractor agrees to subrogate General Liability resulting from performance under this agreement by agreeing to defend, indemnify, and . . Item 11 Page 8 of 270 Eagle Eye Demolition, Inc. Services Agreement Page 7 of 21 ______________________ hold harmless, the City, and its respective employees, agents, and City Council from and against all claims, liabilities, suits, losses, damages, injuries and expenses, including all costs and reasonable attorney’s fees (“Claims”), which are attributable to any act or omission by the Contractor under the performance of the services. 10.3 Environmental Pollution Liability – The policy limit shall provide coverage of no less than $1,000,000 per claim and in the aggregate. Coverage shall apply to bodily injury; property damage, including loss of use of damaged property or of property that has not been physically injured; cleanup costs; and costs of defense, including costs and expenses incurred in the investigation, defense, or settlement of claims. 10.3.1 Contractor shall obtain, pay for, and maintain for the duration of the Contract EPL insurance that provides coverage for liability caused by pollution conditions arising out of the operations of the Contractor. Coverage shall be included on behalf of the insured for covered claims arising out of the actions of independent contractors. If the insured is using Subcontractors, the policy must include work performed “by or on behalf” of the insured. 10.3.2 All activities contemplated in the Contract shall be specifically scheduled on the EPL policy as “covered operation.” In addition, the policy shall provide coverage for the hauling of waste from the Project site to the final disposal location, including non-owned disposal sites. 10.3.3 The policy shall specifically provide for a duty to defend on the part of the insurer. The City of Vernon, its officers, employees and agents shall be added to the policy as additional insureds by endorsement. 10.4 Umbrella Liability Insurance – An umbrella (over primary) may be used to comply with limits or other primary coverage requirements. When used, the umbrella policy shall apply to bodily injury/property damage and personal injury/advertising injury and shall include a “dropdown” provision providing primary coverage for any liability not covered by the primary policy. The umbrella policy shall have no additional exclusion or coverage difference from the primary policy. The coverage shall also apply to automobile liability. 10.5 Workers’ Compensation/Employers Liability - Contractor shall comply with the applicable sections of the California Labor Code concerning workers' compensation for injuries . . Item 11 Page 9 of 270 Eagle Eye Demolition, Inc. Services Agreement Page 8 of 21 ______________________ on the job. Compliance is accomplished in one of the following manners: 10.5.1 Provide a copy of the permissive self-insurance certificate approved by the State of California; or 10.5.2 Secure and maintain in force a policy of workers' compensation insurance with statutory limits and Employer's Liability Insurance with a limit of one million dollars ($1,000,000) per accident. The policy shall be endorsed to waive all rights of subrogation against City, its directors, commissioners, officers, employees, and volunteers for losses arising from performance of this Agreement or 10.5.3 If Contractor has no employees, it may certify or warrant to the City that it does not currently have any employees or individuals who are defined as “employees” under the Labor Code, and the requirement for Workers’ Compensation coverage will be waived by completing the waiver form provided by the City. 10.6 If Contractor maintains broader coverage and/or higher limits than the minimums shown above, City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. 10.7 Each insurance policy included in this clause shall be endorsed to state that coverage shall not be cancelled except after thirty (30) days prior written notice to City. 10.8 Insurance shall be placed with insurers with an A.M. Best rating of no less than A-VIII. Any self-insured retention or deductible in excess of $25,000 must be approved in advance by the City. Any policies written on a claims-based basis must include a minimum of a 3-year tail. 10.9 Prior to the commencement of performance, Contractor shall furnish City with a certificate of insurance for each policy. Each certificate is to be signed by a person authorized by that insurer to evidence coverage on its behalf. The certificate(s) must be in a form approved by City. City may require complete, certified copies of any or all policies upon request. 10.10 Failure to maintain required insurance at all times shall constitute a default and material breach. In such event, Contractor shall immediately notify City and cease all performance under this Agreement until further directed by the City. In the absence of satisfactory insurance coverage, City may, at its option: (a) procure insurance with collection . . Item 11 Page 10 of 270 Eagle Eye Demolition, Inc. Services Agreement Page 9 of 21 ______________________ rights for premiums, attorney's fees, and costs against Contractor by way of set-off or recoupment from sums due to Contractor, at City's option; (b) immediately terminate this Agreement and seek damages from the Agreement resulting from said breach; or (c) self-insure the risk, with all damages and costs incurred, by judgment, settlement or otherwise, including attorney's fees and costs, being collectible from Contractor, by way of set-off or recoupment from any sums due to Contractor. 11.0 GENERAL TERMS AND CONDITIONS. 11.1 INDEPENDENT CONTRACTOR. 11.1.1 It is understood that in the performance of the services herein provided for, Contractor shall be, and is, an independent contractor, and is not an agent, officer or employee of City and shall furnish such services in its own manner and method except as required by this Agreement, or any applicable statute, rule, or regulation. Further, Contractor has and shall retain the right to exercise full control over the employment, direction, compensation and discharge of all persons employed by Contractor in the performance of the services hereunder. City assumes no liability for Contractor’s actions and performance, nor assumes responsibility for taxes, bonds, payments, or other commitments, implied or explicit, by or for Contractor. Contractor shall be solely responsible for, and shall indemnify, defend and save City harmless from all matters relating to the payment of its employees, subcontractors and independent contractors, including compliance with social security, withholding and all other wages, salaries, benefits, taxes, exactions, and regulations of any nature whatsoever. 11.1.2 Contractor acknowledges that Contractor and any subcontractors, agents or employees employed by Contractor shall not, under any circumstances, be considered employees of the City, and that they shall not be entitled to any of the benefits or rights afforded employees of City, including, but not limited to, sick leave, vacation leave, holiday pay, Public Employees Retirement System benefits, or health, life, dental, long-term disability or workers' compensation insurance benefits. 11.2 CONTRACTOR NOT AGENT. Except as the City may authorize in writing, Contractor and its subcontractors shall have no authority, express or implied, to act on behalf of or bind the City in any capacity whatsoever as agents or otherwise. . . Item 11 Page 11 of 270 Eagle Eye Demolition, Inc. Services Agreement Page 10 of 21 ______________________ 11.3 OWNERSHIP OF WORK. All documents and materials furnished by the City to Contractor shall remain the property of the City and shall be returned to the City upon termination of this Agreement. All reports, drawings, plans, specifications, computer tapes, floppy disks and printouts, studies, memoranda, computation sheets, and other documents prepared by Contractor in furtherance of the work shall be the sole property of City and shall be delivered to City whenever requested at no additional cost to the City. Contractor shall keep such documents and materials on file and available for audit by the City for at least three (3) years after completion or earlier termination of this Agreement. Contractor may make duplicate copies of such materials and documents for its own files or for such other purposes as may be authorized in writing by the City. 11.4 CORRECTION OF WORK. Contractor shall promptly correct any defective, inaccurate or incomplete tasks, deliverables, goods, services and other work, without additional cost to the City. The performance or acceptance of services furnished by Contractor shall not relieve the Contractor from the obligation to correct subsequently discovered defects, inaccuracy, or incompleteness. 11.5 RESPONSIBILITY FOR ERRORS. Contractor shall be responsible for its work and results under this Agreement. Contractor, when requested, shall furnish clarification and/or explanation as may be required by the City, regarding any services rendered under this Agreement at no additional cost to City. In the event that an error or omission attributable to Contractor occurs, then Contractor shall, at no cost to City, provide all necessary design drawings, estimates and other Contractor professional services necessary to rectify and correct the matter to the sole satisfaction of City and to participate in any meeting required with regard to the correction. 11.6 WAIVER. The City's waiver of any term, condition, breach, or default of this Agreement shall not be considered to be a waiver of any other term, condition, default or breach, nor of a subsequent breach of the one waived. The delay or failure of either party at any time to require performance or compliance by the other of any of its obligations or agreements shall in no way be deemed a waiver of those rights to require such performance or compliance. No waiver of any provision of this . . Item 11 Page 12 of 270 Eagle Eye Demolition, Inc. Services Agreement Page 11 of 21 ______________________ Agreement shall be effective unless in writing and executed by a duly authorized representative of the party against whom enforcement of a waiver is sought. 11.7 SUCCESSORS. This Agreement shall inure to the benefit of, and shall be binding upon, the parties hereto and their respective heirs, successors, and/or assigns. 11.8 NO ASSIGNMENT. Contractor shall not assign or transfer this Agreement or any rights hereunder without the prior written consent of the City and approval by the City Attorney, which may be withheld in the City's sole discretion. Any unauthorized assignment or transfer shall be null and void and shall constitute a material breach by the Contractor of its obligations under this Agreement. No assignment shall release the original parties from their obligations or otherwise constitute a novation. 11.9 COMPLIANCE WITH LAWS. Contractor shall comply with all Federal, State, County and City laws, ordinances, rules and regulations, which are, as amended from time to time, incorporated herein and applicable to the performance hereof. Violation of any law material to performance of this Agreement shall entitle the City to terminate the Agreement and otherwise pursue its remedies. Further, if the Contractor performs any work knowing it to be contrary to such laws, rules, and regulations Contractor shall be solely responsible for all costs arising therefrom. Contractor shall comply with all applicable local and state laws and regulations regarding the removal of homeless encampments, including the proper handling and disposal of their personal belongings. Furthermore, the contractor will coordinate with local law enforcement and the Public Works Department whenever a homeless-related issue arises. 11.10 ATTORNEY'S FEES. If any action at law or in equity is brought to enforce or interpret the terms of this Agreement, the prevailing party shall be entitled to reasonable attorney's fees, costs, and necessary disbursements in addition to any other relief to which such party may be entitled. 11.11 INTERPRETATION. . . Item 11 Page 13 of 270 Eagle Eye Demolition, Inc. Services Agreement Page 12 of 21 ______________________ 11.11.1 Applicable Law. This Agreement shall be deemed an agreement and shall be governed by and construed in accordance with the laws of the State of California. Contractor agrees that the State and Federal courts which sit in the State of California shall have exclusive jurisdiction over all controversies and disputes arising hereunder, and submits to the jurisdiction thereof. 11.11.2 Entire Agreement. This Agreement, including any exhibits attached hereto, constitutes the entire agreement and understanding between the parties regarding its subject matter and supersedes all prior or contemporaneous negotiations, representations, understandings, correspondence, documentation, and agreements (written or oral). 11.11.3 Written Amendment. This Agreement may only be changed by written amendment executed by Contractor and the City Administrator or other authorized representative of the City, subject to any requisite authorization by the City Council. Any oral representations or modifications concerning this Agreement shall be of no force or effect. 11.11.4 Severability. If any provision in this Agreement is held by any court of competent jurisdiction to be invalid, illegal, void, or unenforceable, such portion shall be deemed severed from this Agreement, and the remaining provisions shall nevertheless continue in full force and effect as fully as though such invalid, illegal, or unenforceable portion had never been part of this Agreement. 11.11.5 Order of Precedence. In case of conflict between the terms of this Agreement and the terms contained in any document attached as an Exhibit or otherwise incorporated by reference, the terms of this Agreement shall strictly prevail. The terms of the City’s Request for Proposals shall control over the Contractor’s Proposal. 11.11.6 Construction. In the event an ambiguity or question of intent or interpretation arises with respect to this Agreement, this Agreement shall be construed as if drafted jointly by the parties and in accordance with its fair meaning. There shall be no presumption or burden of proof favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement. . . Item 11 Page 14 of 270 Eagle Eye Demolition, Inc. Services Agreement Page 13 of 21 ______________________ 11.12 TIME OF ESSENCE. Time is strictly of the essence of this agreement and each and every covenant, term, and provision hereof. 11.13 AUTHORITY OF CONTRACTOR. The Contractor hereby represents and warrants to the City that the Contractor has the right, power, legal capacity, and authority to enter into and perform its obligations under this Agreement, and its execution of this Agreement has been duly authorized. 11.14 ARBITRATION OF DISPUTES. Any dispute for under $25,000 arising out of or relating to the negotiation, construction, performance, non-performance, breach, or any other aspect of this Agreement, shall be settled by binding arbitration in accordance with the Commercial Rules of the American Arbitration Association at Los Angeles, California and judgment upon the award rendered by the Arbitrators may be entered in any court having jurisdiction thereof. The City does not waive its right to object to the timeliness or sufficiency of any claim filed or required to be filed against the City and reserves the right to conduct full discovery. 11.15 NOTICES. Any notice or demand to be given by one party to the other must be given in writing and by personal delivery or prepaid first-class, registered or certified mail, addressed as follows. Notice simply to the City of Vernon or any other City department is not adequate notice. If to the City: City of Vernon Attention: Daniel S. Wall, P.E., Director of Public Works 4305 Santa Fe Avenue Vernon, CA 90058 If to the Contractor: Eagle Eye Demolition, Inc. Attention: Julio Pineda, CEO 1070 Mildred St. La Verne, CA 91750 Any such notice shall be deemed to have been given upon delivery, if personally delivered, or, if mailed, upon receipt, or upon expiration of three (3) business . . Item 11 Page 15 of 270 Eagle Eye Demolition, Inc. Services Agreement Page 14 of 21 ______________________ days from the date of posting, whichever is earlier. Either party may change the address at which it desires to receive notice upon giving written notice of such request to the other party. 11.16 NO THIRD PARTY RIGHTS. This Agreement is entered into for the sole benefit of City and Contractor and no other parties are intended to be direct or incidental beneficiaries of this Agreement and no third party shall have any right or remedy in, under, or to this Agreement. 11.17 TERMINATION FOR CONVENIENCE (Without Cause). City may terminate this Agreement in whole or in part at any time, for any cause or without cause, upon fifteen (15) calendar days' written notice to Contractor. If the Agreement is thus terminated by City for reasons other than Contractor's failure to perform its obligations, City shall pay Contractor a prorated amount based on the services satisfactorily completed and accepted prior to the effective date of termination. Such payment shall be Contractor's exclusive remedy for termination without cause. 11.18 DEFAULT. In the event either party materially defaults in its obligations hereunder, the other party may declare a default and terminate this Agreement by written notice to the defaulting party. The notice shall specify the basis for the default. The Agreement shall terminate unless such default is cured before the effective date of termination stated in such notice, which date shall be no sooner than ten (10) days after the date of the notice. In case of default by Contractor, the City reserves the right to procure the goods or services from other sources and to hold the Contractor responsible for any excess costs occasioned to the City thereby. Contractor shall not be held accountable for additional costs incurred due to delay or default as a result of Force Majeure. Contractor must notify the City immediately upon knowing that non-performance or delay will apply to this Agreement as a result of Force Majeure. At that time Contractor is to submit in writing a Recovery Plan for this Agreement. If the Recovery Plan is not acceptable to the City or not received within 10 days of the necessary notification of Force Majeure default, then the City may cancel this order in its entirety at no cost to the City, owing only for goods and services completed to that point. . . Item 11 Page 16 of 270 Eagle Eye Demolition, Inc. Services Agreement Page 15 of 21 ______________________ 11.19 TERMINATION FOR CAUSE. Termination for cause shall relieve the terminating party of further liability or responsibility under this Agreement, including the payment of money, except for payment for services satisfactorily and timely performed prior to the service of the notice of termination, and except for reimbursement of (1) any payments made by the City for service not subsequently performed in a timely and satisfactory manner, and (2) costs incurred by the City in obtaining substitute performance. If this Agreement is terminated as provided herein, City may require, at no additional cost to City, that Contractor provide all finished or unfinished documents, data, and other information of any kind prepared by Contractor in connection with the performance of Services under this Agreement. Contractor shall be required to provide such document and other information within fifteen (15) days of the request. 11.19.1 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. 11.20 MAINTENANCE AND INSPECTION OF RECORDS. The City, or its authorized auditors or representatives, shall have access to and the right to audit and reproduce any of the Contractor's records to the extent the City deems necessary to insure it is receiving all money to which it is entitled under the Agreement and/or is paying only the amounts to which Contractor is properly entitled under the Agreement or for other purposes relating to the Agreement. The Contractor shall maintain and preserve all such records for a period of at least three (3) years after termination of the Agreement. The Contractor shall maintain all such records in the City of Vernon. If not, the Contractor shall, upon request, promptly deliver the records to the City of Vernon or reimburse the City for all reasonable and extra costs incurred in conducting the audit at a location other than the City of Vernon, including, but not limited to, such additional (out of the City) expenses for personnel, salaries, private auditors, travel, lodging, meals, and overhead. . . Item 11 Page 17 of 270 Eagle Eye Demolition, Inc. Services Agreement Page 16 of 21 ______________________ 11.21 CONFLICT. Contractor hereby represents, warrants, and certifies that no member, officer, or employee of the Contractor is a director, officer, or employee of the City of Vernon, or a member of any of its boards, commissions, or committees, except to the extent permitted by law. 11.22 HEADINGS. Paragraphs and subparagraph headings contained in this Agreement are included solely for convenience and are not intended to modify, explain or to be a full or accurate description of the content thereof and shall not in any way affect the meaning or interpretation of this Agreement. 11.23 ENFORCEMENT OF WAGE AND HOUR LAWS. Eight hours labor constitutes a legal day's work. The Contractor, or subcontractor, if any, shall forfeit twenty-five dollars ($25) for each worker employed in the execution of this Agreement by the respective Contractor or subcontractor for each calendar day during which the worker is required or permitted to work more than 8 hours in any one calendar day and 40 hours in any one calendar week in violation of the provisions of Sections 1810 through 1815 of the California Labor Code as a penalty paid to the City; provided, however, work performed by employees of contractors in excess of 8 hours per day, and 40 hours during any one week, shall be permitted upon compensation for all hours worked in excess of 8 hours per day at not less than 1½ times the basic rate of pay. 11.24 PREVAILING WAGES. The provisions of California Labor Code 1770, et seq., regarding the payment of prevailing wages on public works, and related regulations, apply to all City agreements. In addition, the selected consultant and/or any subcontractor must be currently registered and qualified (including payment of any required fee) with the State Department of Industrial Relations pursuant to Labor Code section 1725.5. This project is subject to compliance monitoring and enforcement by the State Department of Industrial Relations. 11.25 EQUAL EMPLOYMENT OPPORTUNITY PRACTICES. Contractor certifies and represents that, during the performance of this Agreement, it and any other parties with whom it may subcontract shall adhere to equal employment opportunity practices to assure that applicants, employees and recipients of service are treated equally and are not discriminated against because of their race, religion, color, national . . Item 11 Page 18 of 270 Eagle Eye Demolition, Inc. Services Agreement Page 17 of 21 ______________________ origin, ancestry, disability, sex, age, medical condition, sexual orientation or marital status. Contractor further certifies that it will not maintain any segregated facilities. Contractor further agrees to comply with The Equal Employment Opportunity Practices provisions as set forth in Exhibit “C”. [Signatures Begin on Next Page]. . . Item 11 Page 19 of 270 Eagle Eye Demolition, Inc. Services Agreement Page 18 of 21 ______________________ IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Commencement Date stated on the cover page. City of Vernon, a California charter City and California municipal corporation By: ____________________________ Brian Saeki, City Administrator Eagle Eye Demolition, Inc. , a California corporation By: Name: Title: ATTEST: _______________________________ Genoveva Rocha, City Clerk By: Name: Title: APPROVED AS TO FORM: _______________________________ Zaynah N. Moussa, City Attorney President LETICIA TOVAR CEO JULIO PINEDA . . Item 11 Page 20 of 270 Eagle Eye Demolition, Inc. Services Agreement Page 19 of 21 ______________________ EXHIBIT A CONTRACTOR'S PROPOSAL . . Item 11 Page 21 of 270 EAGLE EYE DEMOLITION, INC. 1070 Mildred St. La Verne, CA 91750 909-767-8695 CITY OF VERNON REQUEST FOR PROPOSAL On-Call Nuisance Abatement Services City of Vernon Attention: Carlos Velazquez, Engineering Aide 4305 Santa Fe Avenue Vernon, CA 90058 Responding Contractor Eagle Eye Demolition, Inc 223 W. 45th St., Los Angeles, CA 90037 (909)767-8695 Julio Pineda May 6, 2025 . . Item 11 Page 22 of 270 EAGLE EYE DEMOLITION, INC. 1070 Mildred St. La Verne, CA 91750 909-767-8695 May 6, 2025 City of Vernon Public Works Department 4305 Santa Fe Avenue Vernon, CA 90058 Attention: Request for Proposals (RFP) On-Call Nuisance Abatement Services My name is Julio Pineda and I represent Eagle Eye Demolition, Inc. (EED) I am responding to your Request for Proposals (RFP) On-Call Nuisance Abatement Services for general abatement work throughout the City of Vernon. I have reviewed the RFP and am confident that we at EED can efficiently meet your abatement needs. EED is a California State Licensed demolition and land clearing business that specializes in all aspects of new construction site preparation and general rubbish removal and disposal. As such, we are well versed with federal, state, and local laws and ordinances regulating rubbish removal and disposal. In the accompanying proposal, you will find a brief description of our qualifications and experience assisting other local municipalities deal with emergency clean up and regular maintenance clean-ups. Also included is a list of other important services that you will find useful in maintaining the aesthetics of the City of Vernon. I bring over 40 years of construction experience and along with my crew, have assisted several municipal code enforcement departments resolve blight and illegal dumping cases. I will be available to oversee each project and can be reached at 909-767-8695. I am also the contact person for any questions related to this RFP. This proposal is valid for a period of 90 days from the day it is received. Respectfully, Julio Pineda Julio Pineda, CEO Eagle Eye Demolition, Inc 909-767-8695 juliopineda2@aol.com . . Item 11 Page 23 of 270 EAGLE EYE DEMOLITION, INC. 1070 Mildred St. La Verne, CA 91750 909-767-8695 COMPANY INFORMATION 1. Name of Company Eagle Eye Demolition, Inc 2 Company address 223 W. 45th St., Los Angeles, CA 90037 3 Company Mailing Address 1070 Mildred St., La Verne, CA 91750 4 Name of Principal Officer Leticia Tovar - President 5 Web URL None 6 Business Entity & Corporation (Corp) Number: S-Corp- #4846098 Status: Active 7 Business contact information Primary contact for this RFP Name: Julio Pineda Title: Chief Executive Officer Email: Juliopineda2@aol.com Telephone: 909-767-8695 7.9 8 8 License: Demolition & land clearing Type C-21 No. 1094560 Exp. Date: 7/31/26 9 Financial Status: Eagle Eye Demolition, Inc (EED) was established in February 2022 and although it is a relatively a new business, it maintains solvency and has an “exceptional” credit rating. EED is quickly building assets and has no outstanding debt. . . Item 11 Page 24 of 270 EAGLE EYE DEMOLITION, INC. 1070 Mildred St. La Verne, CA 91750 909-767-8695 INTRODUCTION Eagle Eye Demolition, Inc (EED) in response to this request for proposal is excited to introduce ourselves. As a small, woman, minority owned business we are state licensed C-21 (demolition and land clearing) and in good standing. We are also HAZWOPER certified and certified with CalRecycle as a waste tire hauler. We have the manpower, tools, equipment and, most importantly, the experience to perform the required work in a timely and economical manner. EED has provided quality and cost-effective similar services to City of Los Angeles and City of San Bernardino for the past 3 years. Since we are already providing the same services to neighboring cities, we can start providing the required services to City of Vernon from day one of the approved contract. EED has a fleet of trucks and tractors equipment of varying sizes to dispatch and handle any project. We also have a stockpile of materials for board up projects that can be dispatched at any hour of day or night to respond to emergency calls. Most importantly, we have a local crew of experienced workers that have responded to most every kind of board up calls and have the knowledge and expertise to deal with any kind of emergency service call. Whether it is a simple vagrant trespass removal and board up, or a vehicle into a building, which may require a shore up and stabilization of a structure prior to board up, we have the experience, tools, materials, and experience to get the job done. We also provide trash and debris abatement, weed abatement, total demolition of structures, pool pumping, tire disposal, and bio-waste removal and disposal. We are also flexible and can accommodate requests for other types of work requests that may arise such as fence repair or installation, fill in pits or excavations, clear felled trees, and respond to eminent collapse emergencies. . . Item 11 Page 25 of 270 EAGLE EYE DEMOLITION, INC. 1070 Mildred St. La Verne, CA 91750 909-767-8695 GENERAL SCOPE OF WORK Eagle Eye Demolition, Inc (EED) understands the growing concern every community has with the negative effects of blighted conditions and more importantly the effect on their property values. Therefore, it is important to deal with those conditions the moment they are identified and not allow them to grow. While there are could be multiple causes that result in blight their effect are similar. Some main causes could be the growing homeless population, illegal dumping of trash, irresponsible property owners or unfortunate accidents. EED has worked with multiple local cities to assist with the growing problems of blight. We are called upon respond to various government departments to assist with unsafe conditions. From fire department’s calls for weed abatement, to health department’s calls to pump out stagnant water from pools, to police and code enforcement department’s calls for board ups and nuisance trash abatements, we are always ready to assist. EED owns and operates several trucks and construction equipment and is always ready to respond for call for service. We have an office in the south-central Los Angeles area and are less that 10 miles away from the western boarder of City of Vernon. (Will allow for a shorten response time) We can either schedule a work order for a future date or respond to an emergency call for service with the appropriate tools, equipment, and personnel. Whether it is for a board up, nuisance trash abatement, weed abatement, or structural demolition, we will conduct the required research and prepare an appropriate response. Also, if the need arises, we will stabilize and secure the area while a more coordinated response is prepared. EED will establish a clear path of communication with the assigned City representatives to assure the work orders and assignments are understood. If questions or concerns should arise, we will have the ability to reach out and get clarification. We will also collect “before and after” photos to document the conditions of the area at the conclusion of our work. . . Item 11 Page 26 of 270 EAGLE EYE DEMOLITION, INC. 1070 Mildred St. La Verne, CA 91750 909-767-8695 WORK PLAN During each call for service Eagle Eye Demolition, Inc generally likes to conduct a pre-work inspection of the area in order to ascertain the specifics of the work that needs to be performed and find if there will be a need for any special accommodations. Some projects may require specific tools, manpower, confined space considerations, traffic concerns, or coordination with law enforcement or other government agencies to assist with unruly or uncooperative persons. Most of the time we want to confirm that the work order issued to us corresponds to the specific conditions found at the work site and/ or clarify any questions we may have with the city official. The following is a list of specific services performed by EED. Debris abatement- load trash by hand or use of wheel loader into trucks or trailers and transport to landfill or recycling facility. Separate materials that can be recycled and process before transporting to recycling facility. Demolish nuisance structures- demolish by hand or tractor and load debris into truck or trailer for transport into landfill. Separate materials that can be recycled and process before transporting to recycling facility. Demolish RV or trailers- utilize excavator and manpower to demolish and separate trash from recyclable materials. Load trash for transport to landfill and recyclables to recycling facility. Gas torches and cutting grinders will be used to cut metal frames to manageable sizes. Weed abatement- tractors will be used on lots larger than half acre and weed eaters will be used on tight or confined spaces. Any trash and mowed weeds will be collected and hauled to landfill. Board ups- crew with all required materials such as ¾ inch plywood, carriage bolts and hardware, wood screws, 2X4s and required tools will respond to calls for service. HUD standards will be utilized whenever possible, otherwise crew will determine other practical methods of board ups and securement. At the completion of every service call the crew supervisor will call the assigned city representative for inspection and approval of the work performed. As with every work order EED will collect “before and after” photos to include with the invoice that will be timely submitted to the appropriate city department. . . Item 11 Page 27 of 270 EAGLE EYE DEMOLITION, INC. 1070 Mildred St. La Verne, CA 91750 909-767-8695 ABILITY TO PERFORM Eagle Eye Demolition, Inc (EED) was established in February 2022, and brings decades of demolition and construction experience. Julio Pineda is the qualifying officer and holds a C-21 demolition/ land clearing license from the California State Contractor’s License Board. He has worked in the demolition industry, on and off, for the past 40 years. Throughout that time, Julio has worked with several demolition contactors on Federal, State, and local government demolition projects. Some noteworthy projects have included demolition of 400 military homes at China Lake Naval Base, a four-story hospital structure at Port Hueneme Naval Base, 200 residential and commercial structures along I-5 widening project for State of California Department of Transportation, and many other similar projects. Leticia Tovar provides administrative services for EED and has worked as an administrator for the University of Southern California (USC) for the past 36 years. She has promoted up the ranks to become Director of Health Plans for USC. Eagle Eye Demolition, Inc employs a combination of hand deconstruction and heavy construction equipment to remove unwanted structures and clear land for new construction projects. EED’s environmentally friendly approach includes the recycling of much of the structures it is tasked with removing. EED strives to reach a 90% recycle rate for every project it takes on. This approach requires a great deal of coordinating, but over the years EED has established a network of recyclers to assist with the responsible disposal of the unwanted materials. For the past three years EED has provided BOARD UP AND AFTER-HOURS SECUREMENT AND NUISANCE ABATEMENT services to the City of San Bernardino and NUISANCE ABATEMENT services to City of Los Angeles. We work closely with police officers, code enforcement personnel, and fire department personnel when called upon to abate nuisance and/ or remove substandard structures that pose immediate danger to public safety. We have also had the opportunity to become familiarized with administrative procedures used by the various city’s finance and procurement departments. EDD has a fleet of trucks, mechanized equipment, and trained personnel ready to respond to on-call emergency clean-up requests or provide scheduled maintenance services. EDD staff have participated in several large, multi-acre homeless camp clean-ups, hoarder home clean-ups, as well as abandoned lots with overgrown vegetation and illegal dumpsites. EDD supervisor will take “before” and “after” photos to document the work identified in the work order and will contact the city representative in the event a change order may be required. Invoicing will be submitted for each work order that has been completed and will include vendor identifying information as well as corresponding information tying it to a specific work order. EED staff is experienced in recognizing hazardous materials such as hypodermic needles, pesticides, waste oils, and other items regularly found at illegal dumpsites. EDD is also registered with Cal-Recycle as a waste tire hauler and can legally haul away and dispose of abandoned waste tires, which are so often found at illegal dumpsites. . . Item 11 Page 28 of 270 EAGLE EYE DEMOLITION, INC. 1070 Mildred St. La Verne, CA 91750 909-767-8695 In addition to emergency response to board up and securement, nuisance abatement, and substandard structure abatements EED also provides pool/ stagnant water pumping, waste tires disposal, and graffiti abatement services. REFERENCES Reference #1 City of San Bernardino Jake Romo-- Code Enforcement Officer II, romo_ja@sbcity.org, 909-384-5205 On Call board up, Securement and Abatements Annual Contract Amount: $200,000.00 Provide emergency response to board up and secure abandoned/ substandard structures, provide abatement of trash and debris, demolition of substandard structures. Reference #2 City of San Bernardino Joshua Stringer-- Code Enforcement Officer II, stringer_jo@sbcity.org, 909-384-5050 On Call board up, Securement and Abatements Annual Contract Amount: $200,000.00 Provide emergency response to board up and secure abandoned/ substandard structures, provide abatement of trash and debris, demolition of substandard structures. Reference #3 City of Los Angeles Gabriel Herrera- Code Enforcement Inspector II, gabriel.herrera@lacity.org, 213-482- 6887 Nuisance abatement Annual Contract Amount: $300,000.00 Provide nuisance abatement services, overgrown vegetation & trash abatement, demolition of substandard structures. . . Item 11 Page 29 of 270 EAGLE EYE DEMOLITION, INC. 1070 Mildred St. La Verne, CA 91750 909-767-8695 The following are photos of recent projects. . . Item 11 Page 30 of 270 March 2013 AFFIDAVIT OF NON-COLLUSION BY CONTRACTOR STATE OF CALIFORNIA ) ) ss COUNTY OF LOS ANGELES ) _______________________________________________________________, being first duly sworn deposes and says that he/she is ______________________________________________________________________ (Insert "Sole Owner", "Partner", "President, "Secretary", or other proper title) of______________________________________________________________________________________ (Insert name of bidder) who submits herewith to the City of Vernon a bid/proposal; That all statements of fact in such bid/proposal are true; That such bid/proposal was not made in the interest of or on behalf of any undisclosed person, partnership, company, association, organization or corporation; That such bid/proposal is genuine and not collusive or sham; That said bidder has not, directly or indirectly by agreement, communication or conference with anyone attempted to induce action prejudicial to the interest of the City of Vernon, or of any other bidder or anyone else interested in the proposed contract; and further That prior to the public opening and reading of bids/proposals, said bidder: a.Did not directly or indirectly, induce or solicit anyone else to submit a false or sham bid/proposal; b.Did not directly or indirectly, collude, conspire, connive or agree with anyone else that said bidder or anyone else would submit a false or sham bid/proposal, or that anyone should refrain from bidding or withdraw his/her bid/proposal; c.Did not, in any manner, directly or indirectly seek by agreement, communication or conference with anyone to raise or fix the bid/proposal price of said bidder or of anyone else, or to raise or fix any overhead, profit or cost element of his/her bid/proposal price, or of that of anyone else; d.Did not, directly or indirectly, submit his/her bid/proposal price or any breakdown thereof, or the contents thereof, or divulge information or data relative thereto, to any corporation, partnership, company, association, organization, bid depository, or to any member or agent thereof, or to any individual or group of individuals, except the City of Vernon, or to any person or persons who have a partnership or other financial interest with said bidder in his/her business. I certify under penalty of perjury that the above information is correct By:______________________________________ Title:________________________________ Date:____________________________________ Eagle Eye Demolition, Inc Julio Pineda Chief Executive Officer Julio Pineda CEO 5/6/25 . . Item 11 Page 31 of 270 Eagle Eye Demolition, Inc. Services Agreement Page 20 of 21 ______________________ EXHIBIT B SCHEDULE . . Item 11 Page 32 of 270 EAGLE EYE DEMOLITION, INC. 1070 Mildred St. La Verne, CA 91750 909-767-8695 FEES AND COSTS ITEM DESCRIPTION UNIT COST YEAR 2 YEAR 3 1 Board up any opening- plywood $18/ sq ft $19/ sq ft $20/ sq ft 2 Board up any opening- polycarbonate $20/ sq ft $20/ sq ft $20/ sq ft 3 2X4s used to secure board ups $25/each $25/each $25/each 4 Resecure/ Reboard up- plywood $18/ sq ft $19/ sq ft $20/ sq ft 5 Resecure/ Reboard up- polycarbonate $20/ sq ft $20/ sq ft $20/ sq ft 6 6’ high chain link fence $26/ linear ft $26/ linear ft $26/ linear ft 7 6’ tall fence posts- installed $100/ each $100/ each $100/ each 8 Padlock- Master or similar $25/each $25/each $25/each 9 Chain to secure a gate $13/ linear foot $13/ linear foot $13/ linear foot 10 Trash/ debris collect and dispose $85/ cubic yard $90/ cubic yard $95/ cubic yard 11 Weed abatement $85/ cubic yard $85/ cubic yard $85/ cubic yard 12 Concrete removal/ disposal $100/cubic yard $100/cubic yard $100/cubic yard 13 Pool/ Stagnant water pump out $300/ 10K gal. $325/ 10K gal. $350/ 10K gal. 14 Waste tire disposal $10/ each- car size $12/ each- car size $15/ each- car size 15 Other work- site cleanup, etc $75/ hour $75/ hour $75/ hour 16 Shore up damaged structure $150/ hr +materials $150/hr +materials $150/ hr +materials 17 Structure demolition $12/ sq ft $13/ sq ft $14/ sq ft 18 After hour response fee $200/ each $200/ each $200/ each 19 Cancellation fee $200/ each $200/ each $200/ each * Prices are valid for ninety (90) days from the date of the bid being submitted. . . Item 11 Page 33 of 270 Eagle Eye Demolition, Inc. Services Agreement Page 21 of 21 ______________________ EXHIBIT C EQUAL EMPLOYMENT OPPORTUNITY PRACTICES PROVISIONS A. Contractor certifies and represents that, during the performance of this Agreement, the contractor and each subcontractor shall adhere to equal opportunity employment practices to assure that applicants and employees are treated equally and are not discriminated against because of their race, religious creed, color, national origin, ancestry, handicap, sex, or age. Contractor further certifies that it will not maintain any segregated facilities. B. Contractor agrees that it shall, in all solicitations or advertisements for applicants for employment placed by or on behalf of Contractor, state that it is an "Equal Opportunity Employer" or that all qualified applicants will receive consideration for employment without regard to their race, religious creed, color, national origin, ancestry, handicap, sex or age. C. Contractor agrees that it shall, if requested to do so by the City, certify that it has not, in the performance of this Agreement, discriminated against applicants or employees because of their membership in a protected class. D. Contractor agrees to provide the City with access to, and, if requested to do so by City, through its awarding authority, provide copies of all of its records pertaining or relating to its employment practices, except to the extent such records or portions of such records are confidential or privileged under state or federal law. E. Nothing contained in this Agreement shall be construed in any manner as to require or permit any act which is prohibited by law. . . Item 11 Page 34 of 270 City Council Agenda Report Meeting Date:September 16, 2025 From:Todd Dusenberry, General Manager of Public Utilities Department:Public Utilities Submitted by:Adriana Ramos, Senior Management Analyst Subject Amendment No. 2 to Labor and Materials Contract with Matheson Tri-Gas, Inc. Recommendation Approve and authorize the City Administrator to execute Amendment No. 2 to the Labor and Materials Contract with Matheson Tri-Gas, Inc., in substantially the same form as submitted, to extend the term of the Contract by an additional five-month period, for a total amount not-to- exceed $15,000. Background The Malburg Generating Station (MGS) is a 139-Megawatt (MW) 2x1 combined cycle generating station comprised of two Siemens SGT-800 Combustion Turbines. MGS requires various specialty gases for its daily operations. To comply with the Environmental Protection Agency (EPA) rules and regulations, MGS uses a Continuous Emission Monitoring System (CEMS) to monitor and record emissions data from the power plant. Calibration gas, a type of specialty gas, is essential for the operations of the CEMS. These gases are carefully selected to meet strict guidelines and serve as a known source for the calibration of the CEMS, ensuring compliance with EPA regulations. Vernon Public Utilities (VPU) must procure the necessary calibration gases to operate within the permitted regulations. Accordingly, following a Request for Bid (RFB) process, on September 15, 2022, the City Administrator approved a Labor and Materials Contract with Matheson Tri-Gas, Inc. (Matheson Tri-Gas) for the purchase of specialty gases in the amount of $80,000 for a term of three years. Subsequently, on April 2, 2024, the City Council approved Amendment No. 1 to increase the contract amount by $90,000 due to the optimization of the MGS operating profile, which led to a rise in nitrogen usage. The current agreement is set to expire on September 14, 2025. As per Vernon Municipal Code (VMC) Section 3.32.070, on July 24, 2025, staff issued an RFB to solicit bids for the supply of specialty gases for MGS. The RFB was advertised on the City’s Planetbids platform and in the local newspaper. However, only one bid was received during this process. Upon review, staff determined that the bid did not meet the city’s requirements due to concerns about product availability, reliability, and pricing as well as relevant experience. As a result, the City exercised its right to reject the bid in accordance with VMC Section 3.32.170. To ensure the continuity of service and allow sufficient time to reissue the RFB and assess new bids, VPU staff recommends the City Council approve the proposed Amendment No. 2 to extend the term of the contract by an additional five (5) month period and increase the not-to-exceed amount by $15,000, bringing the total contract amount to $185,000. Pursuant to VMC Section 3.32.030(A), City Council Approval is required for the proposed amendment as the total value of the contract exceeds $100,000. Amendment No. 2 has been reviewed and approved as to form by the City Attorney’s Office. Fiscal Impact. . Item 12 Page 1 of 274 The fiscal impact is not-to-exceed $15,000. Sufficient funds are available in the Electric Fund, Malburg Generating Station, Repairs & Maintenance, Account No. 055-050-586-529000 for the current fiscal year. Attachments 1. Amendment No. 2 – Matheson Tri-Gas, Inc. . . Item 12 Page 2 of 274 AMENDMENT NO. 2 TO THE LABOR AND MATERIALS CONTRACT BETWEEN THE CITY OF VERNON AND MATHESON TRI-GAS, INC. FOR THE PURCHASE OF SPECIALTY GASES This Amendment No. 2 (Amendment) to the Contract for the purchase of specialty gases dated September 15, 2022, (Agreement), is made as of September 16, 2025, by and between the City of Vernon, a California charter City and California municipal corporation (City), and Matheson Tri-Gas, Inc., (Contractor), a Delaware corporation. The City and Contractor agree as follows: RECITALS A. The City and Contractor are parties to a written Agreement, as amended, dated September 15, 2022, under which Contractor provides specialty gases. B. The City and Contractor desire to amend the Agreement to extend the Agreement for an additional five (5) month period, effective September 16, 2025, for a total amount not to exceed $15,000. NOW, THEREFORE, the parties to this Amendment agree as follows: 1. The Agreement has been renewed for an additional five (5) month period, and the Termination Date listed on the Cover Page of the Agreement is changed to February 14, 2026. 2. Contractor’s grand total consideration for the renewal term of this Amendment, from September 16, 2025 to February 14, 2026, shall not exceed the amount of fifteen thousand dollars ($15,000), without prior City Council approval and written amendment of the Agreement. 3. Except as expressly modified by this Amendment, all provisions of the Agreement shall remain in full force and effect. 4. The provisions of this Amendment shall constitute the entire agreement of the parties with respect to the subject matter included in this Amendment and shall supersede any other agreement, understanding, or arrangement, whether written or oral, between the parties with respect to the subject matter of this Amendment. 5. The person or persons executing this Amendment on behalf of each of the parties warrants and represents that he or she has the authority to execute this Amendment on behalf of that party and has the authority to bind that party to the performance of its obligations hereunder. [Signatures Begin on Next Page]. . . Item 12 Page 3 of 274 Matheson Tri-Gas, Inc Amendment No. 2 Page 2 of 2 _______________________ IN WITNESS WHEREOF, the parties have executed this Amendment as of the date stated in the introductory clause. City of Vernon, a California Charter City and California municipal corporation _______________________________ Brian Saeki, City Administrator ATTEST: ________________________________ Genoveva Rocha, City Clerk APPROVED AS TO FORM: _______________________________ Zaynah N. Moussa, City Attorney Matheson Tri-Gas, Inc, a Delaware corporation By: Name: Title: By: Name: Title: . . Item 12 Page 4 of 274 City Council Agenda Report Meeting Date:September 16, 2025 From:Todd Dusenberry, General Manager of Public Utilities Department:Public Utilities Submitted by:Adriana Ramos, Senior Management Analyst Subject 2024 Power Source Disclosure Program Annual Report Recommendation Ratify the submission to the California Energy Commission (CEC) of the attestation signed by Vernon Public Utilities’ General Manager of the veracity of the 2024 Power Source Disclosure Program Annual Report. Background In 1997, the California Legislature adopted Senate Bill 1305, adding Article 5, titled “Electricity Generation Source Disclosure” (Article 5) to the California Code of Regulations. Under state law (Public Utilities Code Sections 398.4 and 398.5), retail suppliers of electricity must annually: (1) disclose to their end-use customers the electricity sources for their sales to those customers in the form of a Power Content Label; and (2) report this same information, together with supporting documentation in verified form, to the CEC, in the form of a Power Source Disclosure Annual Report. In 2009, Senate Bill 1305 Article 5 and Assembly Bill 162 (Stats. 2009. Ch. 313) were tied together, requiring the information used to calculate the Power Content Label for each calendar year to be sent to the CEC as a Power Source Disclosure Annual report by June 1st and independently audited by October 1st. In lieu of an independent audit, an authorized agent of the City must submit to the CEC, under penalty of perjury, attesting to the accuracy of the annual Power Source Disclosure Report. Vernon Public Utilities submitted the 2024 Public Source Disclosure Program Annual Report and the Power Content calculations to the CEC on May 29, 2025, with the staff attestation. Todd Dusenberry, General Manager of Vernon Public Utilities, is the authorized agent who has verified that the information submitted to the CEC was true and correct to his best knowledge. Effective May 5, 2020, the CEC requires an authorized agent verification and City Council approval of the Power Source Disclosure Program Annual Report (Attachment 1) at a public meeting. The 2024 Power Source Disclosure Program Annual Report has been reviewed and approved as to form by the City Attorney’s Office. Upon the City Council's approval of the Power Source Disclosure Program Annual Report, staff will submit the approval to the CEC. In addition, upon receiving the “Power Content Label” from the CEC, staff will share this information with customers by posting it on the City’s website (www.cityofvernonca.gov). Fiscal Impact There is no fiscal impact associated with this report. Attachments 1. 2024 Power Source Disclosure Program Annual Report. . Item 13 Page 1 of 280 Version: April 2025 Submit the Annual Report and signed Attestation in PDF format with the Excel version of the Annual Report to PSDprogram@energy.ca.gov. Remember to complete the Retail Supplier Name and contact information above. NOTE: Information submitted in this report is not automatically held confidential. If your company wishes the information submitted to be considered confidential an authorized representative must submit an application for confidential designation California Energy Commission's website. If you have questions, contact Power Source Disclosure (PSD) staff at PSDprogram@energy.ca.gov or (916) 639-0573. EMAIL tdusenberry@cityofvernonca.gov WEBSITE URL FOR PCL POSTING www.cityofvernon.org MAILING 4305 Santa Fe Ave. CITY, STATE, ZIP Vernon, CA 90058 PHONE (323) 583-8811 ext 579 TITLE General Manager of Vernon Public Utilities 2024 POWER SOURCE DISCLOSURE ANNUAL REPORT For the Year Ending December 31, 2024 Retail suppliers are required to use the posted template and are not allowed to make edits to this format. Please complete all requested information. GENERAL INSTRUCTIONS RETAIL SUPPLIER NAME City of Vernon: Vernon Public Utilities CONTACT INFORMATION NAME Todd Dusenberry . . Item 13 Page 2 of 280 Annual DataVPU General Power Mix Portfolio Totals PCL DataInstructions:Retail Sales10256361. Enter the electricity portfolio name in cell O25 and additional electricity portfolio names as needed in cells P25-V25.Total Specified9312852. Enter information about all power procurements and retail sales. Insert additional rows as needed. All fields in white should be filled out. Fields in grey auto-populate as needed and should not be filled out.Biomass & Biogas355673%3. For all specified purchases, enter the facility name, fuel type, state or province, WREGIS ID of REC source, RPS ID of REC source, EIA ID of delivered energy, gross MWhs procured, and specified resales MWhs.Geothermal00%4. For firmed-&-shaped procurements specifically, enter all fields from step 3. Additionally, enter the EIA ID of the substitute power in the "EIA ID of delivered energy" field and select "Yes" in the "Firmed-&-Shaped Resource?" field. If the associated GHG emissions are eligible for firmed-&-shaped grandfathering, select "Yes" in the relevant field.Eligible Hydroelectric00%5. Proxy EIA IDs for unspecified power and specified system mixes from asset-controlling suppliers have been provided. Enter "Unspecified Power", "BPA", or "Tacoma Power" as applicable. Solar41586641%6. Proxy EIA IDs for aggregated reporting of WAPA CVP or PCIA resoures; Enter "CVP", "PCIA Solar", "PCIA Wind", "PCIA Eligible Hydro", or "PCIA Large Hydro" as applicable.Wind00%7. Procurements of unspecified power must not be entered as line items below; unspecified power will be calculated automatically in the individual electricity portfolio tables to the right after all specified resources have been allocated.Large Hydroelectric180032%8. Allocate net MWhs procured to each electricity portfolio until the loads are balanced across each portfolio. If the total Net MWhs Procured exceeds the total retail sales of all portfolios, allocate only enough MWh to meet the retail sales of each portfolio. Nuclear939609%Emerging Technologies00%Other00%Natural Gas36788836%Coal & Petroleum00%Unspecified Power - ACS0Unspecified Power - Spot Market94351Unspecified Power - Total943519%Over allocation check✓Total PCL GHGs (MT CO2e)203820.1Under allocation check✓Emissions intensity (MT CO2e/MWh)0.199Coal check✓PCL GHG Intensity (lbs CO2e/MWh)438Negative oversupply check✓Unbundled REC %3%Retail Sales1025636Unmet Load94351 0 0 0 0 0 0 0VPU General Power MixFacility Name Fuel TypeState or ProvinceWREGIS ID of REC sourceRPS ID of REC sourceEIA ID of delivered energyGross MWhs ProcuredSpecified Resales MWhsNet MWhs ProcuredFirmed & Shaped Resource?Eligible for Firmed & Shaped Grandfathering?Total EF (MT CO2e/MWh)Total GHGsPCL EF(MT CO2e/MWh)VPU General Power MixElectricity Portfolio #2 NameElectricity Portfolio #3 NameElectricity Portfolio #4 NameElectricity Portfolio #5 NameElectricity Portfolio #6 NameElectricity Portfolio #7 NameElectricity Portfolio #8 NameRemainder/OversupplyFacility Name Fuel Type Net ProcurementAnnual PCL GHGs (MT CO2e)Antelope DSR1 - Antelope DSR1 Solar California W5083 63125A 60186 57797 57797 0.0000 0.0000 57797Antelope DSR1 - Antelope DSR1 Solar 57797.1736 0RE Astoria 2 - Astoria 2 Solar California W4931 62691A 59977 63440 63440 0.0000 0.0000 63440RE Astoria 2 - Astoria 2 Solar 63440 0Puente Hills Biomass & Biogas California W448 60290A 10472 35567 35567 0.6253 22240 0.0034 35567Puente Hills Biomass & Biogas 35567.30388 120.9288Desert Harvest 2 - Desert Harvest 2 Solar California W10627 64329A 64103 28020 28020 0.0000 0.0000 28020Desert Harvest 2 - Desert Harvest 2 Solar 28020 0Daggett Solar Power 2 LLC Solar California W16038 63974A 64851 181179 181179 0.0000 0.0000 181179Daggett Solar Power 2 LLC Solar 181179 0Malburg Generating Station Natural Gas California 56041 367706 367706 0.4438 163188 0.4438 367706Malburg Generating Station Natural Gas 367706.2008 163188Gonzales Natural Gas California 56039 182 182 0.7076 129 0.7076 182Gonzales Natural Gas 181.9249897 128.7301Palo Verde Nuclear Arizona 6008 93960 93960 0.0000 0.0000 93960Palo Verde Nuclear 93960 0Hoover Large Hydroelectric Nevada 154 18003 18003 0.0000 0.0000 18003Hoover Large Hydroelectric 18003 0Baldy Mesa Solar Solar California W15593 64012A 66598 24836 24836 0.0000 0.0000 24836Baldy Mesa Solar Solar 24836 0McFarland Solar B Solar Arizona W18995 65151A 66637 60594 60594 0.0000 0.0000 60594McFarland Solar B Solar 60594 0. . Item 13Page 3 of 280 32,000 RETIRED UNBUNDLED RECS Facility Name Fuel Type State or Province RPS ID Total Retired (in MWh) Sierra Pacific Burney Facility Biomass California 60087A 752 Sierra Pacific Ind. (Lincoln) Biomass California 60088A 1343 Sierra Pacific Ind. (Quincy) Biomass California 60089A 1411 Sierra Pacific Sonora Biomass California 60576A 576 South Peak Wind LLC Wind Montana 64598A 12000 SPI Anderson 2 Onsite Load Biomass California 61146A 918 Weed Cogen - Weed Powerhouse Onsite LoaBiomass California 60501A 15000 Total Retired Unbundled RECs VPU General Power Mix . . Item 13 Page 4 of 280 Net MWh Procured N/A Resource Type Resource Mix Factors Resource-Specific Procurements from ACS Biomass & biogas - Geothermal - Eligible hydroelectric - Solar - Wind - Coal - Large hydroelectric 0.84 - Natural gas - Nuclear 0.11 - Other 0.01 - Unspecified Power 0.04 - Net MWh Procured N/A Resource Type Resource Mix Factors Resource-Specific Procurements from ACS Biomass & biogas - Geothermal - Eligible hydroelectric - Solar - Wind - Coal - Large hydroelectric 0.89 - Natural gas - Nuclear 0.06 - Other - Unspecified Power 0.06 - ASSET CONTROLLING SUPPLIER RESOURCE MIX CALCULATOR Bonneville Power Administration Tacoma Power Instructions: Enter total net specified procurement of ACS system resources into cell A8 or A23. In Column E, the calculator will determine quantities of resource-specific net procurement for entry on Schedule 1. . . Item 13 Page 5 of 280 2024 POWER SOURCE DISCLOSURE ANNUAL REPORT ATTESTATION FORM For the Year Ending December 31, 2024 City of Vernon: Vernon Public Utilities I, Todd Dusenberry, General Manager of Public Utilities, City of Vernon, declare under penalty of perjury, that the information provided in this report is true and correct and that I, as an authorized agent of , City of Vernon, have authority to submit this report on the retail supplier's behalf. I further declare that all of the electricity claimed as specified purchases as shown in this report was sold once and only once to retail customers. Name: Todd Dusenberry Representing (Retail Supplier): City of Vernon Signature: __________________________________________________________ Dated: ___May 29, 2025 Executed at: __Vernon, CA . . Item 13 Page 6 of 280 City Council Agenda Report Meeting Date:September 16, 2025 From:Brian Saeki, City Administrator Department:City Administration Submitted by:Brian Saeki, City Administrator Subject Memorandum of Understanding Between the Cities of Commerce, Irwindale, Santa Fe Springs, Industry, and Vernon Recommendation Approve and authorize the Mayor to execute a Memorandum of Understanding with the Cities of Commerce, Irwindale, Santa Fe Springs, and Industry, effective September 1, 2025, for the purpose of uniting efforts to advocate for, advance, and plan shared priorities to seek state and federal funding, and advocate for and advance legislative and administrative policies to address the unique needs and benefits that their industrial and commercial activities offer Los Angeles County and the State of California. Background The Cities of Commerce, Industry, Irwindale, Santa Fe Springs, and Vernon are located in Los Angeles County and form one of the most significant industrial and commercial corridors in California. Together, these five cities support approximately 500,000 employees across key economic sectors, including manufacturing, wholesale and distribution, transportation and logistics, and e-commerce. These sectors are vital not only to the regional economy but also to the fiscal health of the State of California, contributing substantial revenues through property, sales, and other taxes. Despite their critical economic contributions, these cities are consistently underfunded when it comes to state and federal infrastructure investment, particularly for road and street improvements, which are commonly allocated on a per capita basis. With relatively low residential populations but large daytime working populations and heavy industrial activity, these cities face disproportionate wear on infrastructure without receiving the commensurate share of funding. For example, the City of Vernon—despite serving as a major hub for industrial and commercial activity—faces significant funding challenges when it comes to maintaining its heavily utilized infrastructure. Ideally, Vernon should be able to rely on dedicated transportation funding sources such as SB 1 (Road Repair and Accountability Act), the Highway Users Tax Account (HUTA), and other state and federal programs specifically designed to support road and infrastructure maintenance. However, because these funds are typically distributed based on residential population, Vernon receives disproportionately low allocations, despite supporting a daytime population of approximately 55,000 workers and experiencing substantial wear and tear on its roads due to heavy industrial and freight traffic. As a result, the City is often forced to use General Fund dollars—intended for core services and community needs—to backfill infrastructure costs that should be covered by transportation- specific revenues. This structural funding inequity places a significant fiscal burden on Vernon and other similarly situated industrial cities and underscores the need for a revised funding approach that accounts for daytime population, employment density, and economic output.. . Item 14 Page 1 of 8 Recognizing this inequity and the shared challenges they face, the Cities of Commerce, Industry, Irwindale, Santa Fe Springs, and Vernon have agreed to formalize their collaboration through a Memorandum of Understanding (MOU). The MOU outlines a unified strategy to advocate for fair and equitable distribution of infrastructure and capital improvement funding, as well as for legislative and administrative policies that recognize and support the unique role of industrial and commercial cities. This coordinated effort seeks to secure state and federal capital investments that reflect the true usage and economic impact of these cities—not just their residential populations. It also aims to preserve local fiscal control and ensure the sustainability of infrastructure that supports not only local industry but the broader California economy. The MOU is effective from September 1, 2025, through August 31, 2030 and allows any City to terminate its participation with 45 days’ written notice. While the MOU creates a multijurisdictional coalition, the Cities agree it is not a separate legal entity and would not have the powers of a decision-making legislative body. The MOU specifies there are no dues required for participation in the MOU and confirms that each participating city will be responsible for their own respective costs related to any activities related to the MOU. The MOU has been reviewed and approved as to form by the City Attorney. Fiscal Impact There is no fiscal impact associated with this report. Attachments 1. MOU Between Cities of Commerce, Industry, Irwindale, Santa Fe Springs, and Vernon . . Item 14 Page 2 of 8 MEMORANDUM OF UNDERSTANDING BETWEEN THE CITIES OF COMMERCE, INDUSTRY, IRWINDALE, SANTA FE SPRINGS AND VERNON This Memorandum of Understanding (“MOU”) is dated as of August __, 2025, (“Effective Date”) and is entered into by and between the City of Commerce, a municipal corporation, (“Commerce”), City of Industry, a municipal corporation, (“Industry”), City of Irwindale, a municipal corporation, (“Irwindale”), City of Santa Fe Springs, a municipal corporation, (“Santa Fe Springs”), and City of Vernon, a municipal corporation, (“Vernon”). Commerce, Industry, Irwindale, Santa Fe Springs, and Vernon are hereinafter sometimes individually referred to as “City” and collectively referred to as “Cities.” RECITALS WHEREAS, each of the Cities is located in Los Angeles County and each offers extensive industrial and commercial zones boasting countless businesses employing approximately 500,000 people, focused on manufacturing, wholesale and distribution, transportation and logistics, and e- commerce; and WHEREAS, the working population of the Cities importantly contributes to the property and sales tax base of the Cities and the State of California; and WHEREAS, the Cities, through this Memorandum of Understanding, desire to create a unified effort advocating, advancing, and planning their shared priorities seeking state and federal capital investment, as well as legislative and administrative policies to address the unique needs and benefits that their industrial and commercial activities offer Los Angeles County and the State of California. NOW, THEREFORE, for and in consideration of the mutual covenants and conditions herein contained, the Cities agree as follows: 1. ROLES AND RESPONSIBILTIES. Under this MOU, the Cities agree to work together to: A. On or before November 15 of each year, develop a joint legislative agenda for Sacramento and Washington, DC, that focuses on the preservation of industrial and commercial activities, infrastructure funding, regulatory reform and, importantly, local land use control; B. Engage state and federal legislators as well as local and statewide advocacy organizations with a unified voice seeking support for this MOU’s priorities; C. Develop and distribute information about the Cities, including, but not limited to, advocating for state and federal capital investment dollars for freight infrastructure modernization, environmental mitigation for industrial zones, industrial space redevelopment, and workforce development facilities; . . Item 14 Page 3 of 8 D. Monitor state and federal grants that may assist one or all of the Cities to promote the purpose of this MOU and the industrial, manufacturing, and commercial activities of each respective City; E. Monitor state and federal legislation affecting industrial, manufacturing, and commercial zones, warehouse emission regulations, local tax authority and fiscal tools and labor and workforce mandates. Each of the Cities will coordinate these efforts with their respective state and federal legislative advocates at their own respective cost; F. Create a state and federal legislative affairs working group made up with staff members, consultants, legislative advocates, contractors or agents of each of the Cities to track legislation, coordinate shared positions on legislation, and/or to visit either Sacramento or Washington, DC; G. Draft, as necessary, a unified report highlighting the economic impact and investment needs for and contributions of each of the Cities; H. The Cities agree that this MOU merely creates a multijurisdictional coalition that is not a separate legal entity and does not have the powers of a decision-making legislative body; I. The Cities look forward to aligning with key organizations throughout the region, including, but not limited to, the Los Angeles County Economic Development Corporation, the Southern California Association of Governments, the California and local Chambers of Commerce, the California State Association of Counties and the Southern California Leadership Council; J. The Cities will identify and prioritize shovel-ready capital projects for inclusion in state bond measures, California Climate Investment funding projects, and any federal, state or local economic development infrastructure funding measures; K. The Cities, when appropriate, will support the preservation of local fiscal control efforts, protecting revenue generating tools such as utility user taxes, business license fees and local sales and use transaction taxes. In addition, when necessary, the Cities will oppose those state mandates that reduce city revenues without a corresponding funding increase elsewhere to assist local governments to avoid revenue decreases; and L. The Cities will draft and issue a legislative impact report outlining federal or state investments secured for the region; legislative wins or losses; policy priorities, and the economic contributions of the Cities to California’s GDP. 2. TERM & TERMINATION This MOU is effective as of September 1, 2025, and shall expire on August 31, 2030, unless the Cities agree otherwise. Any City may terminate its participation in this MOU upon 45-days written notice to the other Cities. . . Item 14 Page 4 of 8 3. FINANCIAL RESPONSIBILITES Each City shall be responsible for their own respective costs related to any and all activities that are a part of this MOU. There are no dues related to the Cities’ participation in this MOU. 4. LIABILITY AND INDEMNIFICATION Each City shall indemnify, protect, hold harmless and defend, with counsel selected by the affected City, the other Cities and any agency or instrumentality thereof, and/or any of its elected or appointed officials, officers, employees and agents from any and all claims, actions, or proceedings against the Cities, to attack, set aside, void, annul, seek monetary damages arising from this MOU. Any of the Cities shall promptly notify the other Cities of any claim, action, or proceeding to which this provision may be applicable and shall further cooperate fully in the defense of the action. Each City reserves its right to take any and all action the City deems to be in the best interest of the City and its citizens in regard to such defense. 5. MISCELLANEOUS PROVISIONS. 5.1 The captions appearing at the commencement of the sections hereof, and in any paragraph thereof, are descriptive only and shall have no significance in the interpretation of this MOU. 5.2 The waiver by any of the Cities of any breach of any term, covenant or condition herein contained shall not be deemed to be a waiver of such term, covenant or condition or of any subsequent breach of the same or any other term, covenant or condition herein contained. No term, covenant or condition of this MOU shall be deemed to have been waived by any of the Cities unless in writing. 5.3 Each right, power and remedy provided for herein or now or hereafter existing at law, in equity, by statute, or otherwise shall be cumulative and shall be in addition to every other right, power, or remedy provided for herein or now or hereafter existing at law, in equity, by statute, or otherwise. The exercise, the commencement of the exercise, or the forbearance of the exercise by any Party of any one or more of such rights, powers or remedies shall not preclude the simultaneous or later exercise by such Party of any of all of such other rights, powers or remedies. 5.4 If any action at law or suit in equity is brought to enforce or interpret the provisions of this MOU, or arising out of or relating to this MOU, the prevailing party shall be entitled to reasonable attorneys' fees and all related costs, including costs of expert witnesses and consultants, as well as costs on appeal, in addition to any other relief to which it may be entitled. The venue for any litigation shall be Los Angeles County, California or in the United States District Court for Central District of California. 5.5 If any term or provision of this MOU or the application thereof to any person or circumstance shall, to any extent, be invalid or unenforceable, then such term or provision shall be amended to, and solely to, the extent necessary to cure such invalidity or unenforceability, and in its amended form shall be enforceable. In such event, the remainder of this MOU, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby, and each term and provision of this MOU shall be . . Item 14 Page 5 of 8 valid and be enforced to the fullest extent permitted by law. 5.6 This MOU shall be governed and construed in accordance with the laws of the State of California without regard to principles of conflicts of laws. 5.7 The Parties represent and warrant that they have had advice of counsel of their own choosing in the negotiations for and the preparation of this MOU, and that they have read this MOU, or had the same read to them by counsel, and that they have had this MOU fully explained to them by their counsel, and they are fully aware of the MOU's legal effect. This MOU is to be construed fairly and not in favor of or against any City, regardless of which City or Cities drafted or participated in the drafting of its terms. 5.8 This instrument contains the entire MOU between the Cities with respect to the purpose and function of the MOU. No other prior oral or written agreement(s) are binding upon the Cities. Amendments hereto or deviations herefrom shall be effective and binding only if made in writing and executed by each City. 5.9 The terms of this MOU shall bind and inure to the benefit of each of the Cities, and each of their respective elected and appointed officials, officers, employees, and agents. 5.10 This MOU may be executed in multiple counterparts, each of which shall be deemed an original, but all of which taken together shall constitute one and the same instrument. 5.11 Each person executing this MOU hereby represents and warrants (i) their authority to do so, and (ii) that such authority has been duly and validly conferred. IN WITNESS WHEREOF, the Parties have executed this MOU as of the Effective Date. CITY OF COMMERCE By:________________________________ Ivan Altamirano, Mayor Attest: By:______________________________ Lena Shumway, City Clerk Approved as to form: By: . . Item 14 Page 6 of 8 Noel Tapia, City Attorney CITY OF INDUSTRY By:________________________________ Cory C. Moss, Mayor Attest: By:______________________________ Julie Gutierrez-Robles, City Clerk Approved as to form: By: James M. Casso, City Attorney CITY OF IRWINDALE By:________________________________ Larry G. Burrola, Mayor Attest: By:______________________________ Laura Nieto, Chief Deputy Clerk Approved as to form: By: Adrian Guerra, City Attorney CITY OF SANTA FE SPRINGS By:________________________________ William K. Rounds, Mayor . . Item 14 Page 7 of 8 Attest: By:______________________________ Fernando N. Munoz, City Clerk Approved as to form: By: Rick R. Olivarez, City Attorney CITY OF VERNON By:________________________________ Leticia Lopez, Mayor Attest: By:______________________________ Genoveva Rocha, City Clerk Approved as to form: By: Zaynah Moussa, City Attorney . . Item 14 Page 8 of 8 City Council Agenda Report Meeting Date:September 16, 2025 From:Todd Dusenberry, General Manager of Public Utilities Department:Public Utilities Submitted by:Adriana Ramos, Senior Management Analyst Subject Confirmation Letter with BP Energy Company Recommendation A. Find the action is not in reference to a “project” subject to the California Environmental Quality Act (CEQA) under Guidelines Section 15378 because it involves the continuing administrative activity of purchasing power and resource adequacy; and even if it were a “project” subject to CEQA, the approval requested is exempt in accordance with CEQA Guidelines Section 15061(b)(3), the general rule that CEQA only applies to projects that may have a significant effect on the environment, and any construction that may occur by a private party in the future in reliance on this approval would be subject to CEQA review by another governmental agency at the time when actual details of any physical proposal would be more than speculative; and B. Approve and authorize the City Administrator to execute the Confirmation Letter with BP Energy Company (BP Energy), in substantially the same form as submitted, for the Purchase of Portfolio Content Category Product 1 (PCC1) Energy in the amount-not-to exceed $74,018,950 for a 10-year term. Background State regulations require that load-serving entities (utilities) obtain a percentage of their generation from renewable power sources to offset traditional (fossil fuel) energy generation. In addition to, or as an alternative to, procuring power from renewable sources, in order to meet state-mandated renewable requirements, utilities can also purchase Renewable Energy Credits (RECs). RECs demonstrate that electricity was generated from an eligible renewable energy resource and are purchased or sold by eligible entities. The Renewable Portfolio Standard (RPS) is a regulatory mandate to increase the generation of energy from renewable sources. VPU is responsible for implementing an RPS program that reflects the Legislature’s intent to encourage the use of energy from renewable resources, while considering impacts on system reliability, financial resources, environmental goals, and affordability. VPU is making progress toward meeting the goals set by Senate Bill 350 (SB 350), Senate Bill 100 (SB 100), and Senate Bill 1020 (SB 1020). These laws collectively mandate that 100% of electric retail sales originate from renewable and zero-carbon sources by 2045. Starting with Compliance Period 4 (CP4) in 2021, the California Energy Commission (CEC) implemented the RPS Long-Term Procurement Requirement for Publicly Owned Utilities (POUs), as specified by SB 350. This requirement mandates that at least 65% of renewable energy procurement must come from contracts lasting 10 years or longer. Currently, VPU staff are encountering challenges due to delays and cancellations of renewable energy projects caused by: 1. Interconnection and transmission constraints; 2. Tariffs imposed on solar panels and battery energy storage system (BESS) equipment; and 3. The phase-out of federal tax credits under the recently signed “H.R. 1 - One Big Beautiful Bill Act,” which were previously available through the Inflation Reduction Act, has negatively . . Item 15 Page 1 of 231 impacted renewable development projects in California. Despite these challenges, VPU staff have successfully negotiated a 10-year long-term agreement in order to meet its interim RPS compliance targets. On February 14, 1994, the City Council passed Resolution No. 6388, which authorized the execution of the Western Systems Power Pool (WSPP) Agreement with various entities. This agreement, approved by the Federal Energy Regulatory Commission, provides a standardized contract for utilities to manage the purchase and sale of wholesale electricity, including Renewable Energy Certificates (RECs). The WSPP Agreement standardizes the terms and conditions for power purchasing, selling, and trading among its members. Historically, the City has acquired RECs from BP Energy Company (BP Energy) in accordance with the general terms of the WSPP Agreement. Currently, VPU has a short-term agreement with BP Energy under the same WSPP framework. VPU is now seeking approval to continue purchasing RECs from BP Energy through a long-term contract, adhering to the general terms and conditions of the WSPP Agreement. Approving a 10-year Confirmation Letter for the Purchase of Portfolio Content Category Product 1 (PCC1) Energy with BP Energy would be beneficial to the City and serve the best interests of its customers. This agreement will help the City meet its renewable energy requirements, with terms and conditions governed by the WSPP Agreement. The Confirmation Letter outlines the general terms and conditions of the agreement between the City and BP Energy. These terms are subject to the WSPP Agreement dated October 21, 2024. In the event of any conflict between the terms in the Confirmation Letter and those in the WSPP Agreement, the terms in the Confirmation Letter will govern. The expected duration of the Confirmation Letter for purchasing RECs from BP Energy is through the calendar year 2035. It is beneficial to the City, and it is the industry standard to enter into Master and Enabling Agreements that deal with buying and selling power, including RECs. The City will benefit from competitive pricing by purchasing RECs from BP Energy by entering into this transaction. The key objectives of the Confirmation Letter with BP Energy include: • Expanding VPU’s credit counterparty pool • Creating an opportunity for better pricing, especially for RECs • Maximizing trading capability • Ensuring that VPU meets state-mandated RPS compliance targets Vernon Municipal Code (VMC) Section 3.32.110(A)(6) exempts contracts for the acquisition, sale or transmission of electrical power from competitive bidding requirements where it is commercially unreasonable to comply with standard procurement procedures and dictates that all such procurements shall be made pursuant to a resolution of the City Council which establishes a process for procurement. On November 15, 2022, the City Council adopted Resolution No. 2022-40 approving and adopting an Energy Risk Management Policy (ERMP) to establish a process and procedures for the purchase and sale of energy and natural gas which are commercially reasonable, and intended to prevent fraud and collusion, and to ensure that the City receives optimum value in its procurements. On August 25, 2025, the Energy Risk Management Committee discussed and approved the Confirmation Letter between BP Energy and the City of Vernon. Thus, pursuant to VMC Sections 3.32.110(A)(6) and 3.32.110(B)(1), the proposed Confirmation Letter is exempt from competitive bidding and competitive selection as this contract will be used for the purchase of electricity, including RECs, it is commercially unreasonable to comply with standard procurement procedures, and the contract complies with . . Item 15 Page 2 of 231 the process and procedures established by the ERMP. The proposed Confirmation Letter outlines the details of the 10-year term agreement with BP Energy. Staff recommends that the City Council approve the Confirmation Letter with BP Energy for the purchase of PCC1. The annual average cost is $7,401,895, resulting in a total amount not to exceed $74,018,950 over a 10-year term. This estimate is based on projected usage of 1,947,867 MWh at a contract price of $38 per MWh. The Confirmation Letter has been reviewed and approved as to form by the City Attorney’s Office. Fiscal Impact The fiscal impact is not to exceed $74,018,950. Sufficient funds are available in Electric Fund, Resource Management, Renewable Energy Credit, Account Number 055-050-590-520154, for the current fiscal year and will be budgeted in subsequent years. Attachments 1. Confirmation Letter with BP Energy Company 2. WSPP Master Power Purchase and Sale Agreement . . Item 15 Page 3 of 231 EXECUTABLE 1 CONFIRMATION LETTER BETWEEN BP ENERGY COMPANY AND CITY OF VERNON This confirmation letter (“Confirmation”) confirms the transaction between BP Energy Company (“BP”) and City of Vernon (“City of Vernon”), each individually a “Party” and together the “Parties,” dated as of September 16, 2025 (“Effective Date”). This transaction shall be governed by the WSPP Agreement effective October 21, 2024, including but not limited to Service Schedule R, as amended from time to time (the “WSPP Agreement”). If there is any conflict between the terms set forth in this Confirmation and the WSPP Agreement, the terms set forth in this Confirmation shall govern. The WSPP Agreement, supplemented by this Confirmation (collectively, the “Agreement”), constitutes the complete and final agreement between the Parties concerning the purchase and sale of the Product. For greater clarity, references to Service Schedule R appear, for example, as “Section R- 2.3.2”. Additional definitions are included under the Definitions section below. Purchaser/Buyer City of Vernon Seller BP Energy Company Broker N/A Product Other (specify): Firm Project Energy bundled with the associated Renewable Energy Credits (“RECs”) delivered on an hourly, sub- hourly or real time basis, without substituting energy from another source to the Delivery Points (“PCC 1 Product”) In accordance with PUC 399.16 (b)(1) and Section 3203 (a)(1) of the Enforcement Procedures for the Renewables Portfolio Standard for Local Publicly Owned Electric Utilities, as adopted by the California Energy Commission on December 22, 2020 and effective on July 12, 2021 Project Energy and the associated RECs may be generated from the Eligible Renewable Energy Resources listed below. Portfolio Content Category 1 □ Firm REC □ Firm Bundled REC □ Resource Contingent REC □ Resource Contingent Bundled REC □ Facility As-Run REC □ Facility As-Run Bundled REC □ Firm Bundled REC + Resource Contingent Bundled REC . . Item 15 Page 4 of 231 EXECUTABLE 2 Applicable Program State of California Renewables Portfolio Standard Program Delivery Term / Transfer Date Seller shall transfer WREGIS Certificates from its WREGIS account to Purchaser’s WREGIS account no later than May 15th following the end of each Reporting Year or Vintage Year. Generation Period The generation period for Project Energy begins on January 1 of the relevant year and continues through the date that all Project Energy transacted under this Confirmation has been delivered in accordance with this Confirmation, but in any case no later than December 31 of the relevant year as detailed below (the “Generation Period”). CAL Generation Period 2026 January 1, 2026 – December 31, 2026 2027 January 1, 2027 – December 31, 2027 2028 January 1, 2028 – December 31, 2028 2029 January 1, 2029 – December 31, 2029 2030 January 1, 2030 – December 31, 2030 2031 January 1, 2031 – December 31, 2031 2032 January 1, 2032 – December 31, 2032 2033 January 1, 2033 – December 31, 2033 2034 January 1, 2034 – December 31, 2034 2035 January 1, 2035 – December 31, 2035 Generating Facilities: The Product shall be produced by one or more of the energy generating facilities listed in Exhibit A, each of which is: (i) certified as an ERR for the California Renewable Portfolio Standard (“RPS”) and registered with WREGIS, and (ii) from which Seller is entitled, pursuant to its agreements, to the output of the Energy and associated RECs, and such output is used to source the Product delivered hereunder during the Delivery Term (each, a “Generating Facility” and collectively, the “Generating Facilities”). In addition, each Generating Facility has: (i) a first point of interconnection with a California balancing authority; (ii) its first point of interconnection with distribution facilities used to serve end users within a California balancing authority area; . . Item 15 Page 5 of 231 EXECUTABLE 3 (iii) its generation scheduled into a California balancing authority without substituting electricity from any other source, provided that, if another source provides real-time ancillary services required to maintain an hourly or subhourly import schedule into the California balancing authority, then only the fraction of the schedule actually generated by the Generating Facility from which the electricity is procured may count toward this Product; or (iv) its generation is scheduled into a California balancing authority pursuant to a dynamic transfer agreement between the balancing authority where the Generating Facility is located and the California balancing authority into which the generation is scheduled. Seller may add additional Generating Facilities to Exhibit A by providing written notice of such addition(s) to Buyer at least ten (10) Business Days prior to any generation being produced by such additional generating facilities. Any eligible renewable energy resources added to or substituted in Exhibit A shall be owned by Seller or subject to a long-term contract in its original term or an extension that has a remaining duration of at least 10 continuous years." Contemporaneous with such written notification, such generating facilities shall automatically become a Generating Facility(ies) hereunder provided that such generation facility satisfy on the clauses (i) through (iv) above. The Parties acknowledge and agree that Seller, in its sole discretion, may utilize one or more of the Generating Facility(ies) in order to satisfy its obligations hereunder. Contract Quantity CAL Total Volume (RECs) Firm (RECs) Unit Contingent (RECs) 2026 205,000 140,000 65,000 2027 202,700 140,000 62,700 2028 200,412 140,000 60,412 2029 198,134 140,000 58,134 2030 195,869 140,000 55,869 2031 193,614 140,000 53,614 2032 191,371 140,000 51,371 2033 189,139 140,000 49,139 2034 186,919 140,000 46,919 . . Item 15 Page 6 of 231 EXECUTABLE 4 2035 184,709 140,000 44,709 Total 1,947,867 1,400,000 547,867 Delivery Term CAL Delivery Term VY 2026 January 1, 2026 – December 31, 2026 VY 2027 January 1, 2027 – December 31, 2027 VY 2028 January 1, 2028 – December 31, 2028 VY 2029 January 1, 2029 – December 31, 2029 VY 2030 January 1, 2030 – December 31, 2030 VY 2031 January 1, 2031 – December 31, 2031 VY 2032 January 1, 2032 – December 31, 2032 VY 2033 January 1, 2033 – December 31, 2033 VY 2034 January 1, 2034 – December 31, 2034 VY 2035 January 1, 2035 – December 31, 2035 Delivery Point The Delivery Point(s) shall be the nodes on the CAISO system where Eligible Renewable Energy Resources inject energy onto the CAISO system. Contract Price The Contract Price for each MWh of PCC1 Product delivered to Buyer shall consist of the Energy Price and the REC Price, calculated as follows: Contract Price = Energy Price – CAISO Credit + REC Price Where: “Energy Price” is the applicable day-ahead or real-time LMP at the Delivery Point for the Project per MWh; “CAISO Credit” is the Energy Price paid directly to Seller by the CAISO at the Delivery Point for the Project Energy; and “REC Price” is $38.00 per MWh (i.e., per REC) for the PCC1 Product conveyed to Buyer in accordance with the terms of this Agreement. The Contract Price for each MWh of Project Energy is the sum of (a) Energy Price minus the CAISO Credit, which shall equal zero dollars ($0.00) and (b) the REC Price. . . Item 15 Page 7 of 231 EXECUTABLE 5 §13 Scheduling Seller will perform all scheduling and if applicable, NERC e-tagging requirements for this Transaction. All scheduling shall be performed consistent with all applicable NERC, CAISO and WECC scheduling protocols. The Project Energy shall only be sourced from the Projects. For any Product that requires a NERC e-Tag (“e-Tag”), each e-Tag shall have a Project as the source of energy, sink inside California and contain the Projects’ CEC RPS IDs (noted in table above) on the Buyer’s Designee line of the physical path in the Miscellaneous Information field. Buyer will be copied on all e-Tags and all e-Tags will be matched with RECs in WREGIS before such RECs are transferred to Buyer. Seller shall provide necessary supporting documentation, as required by the California Public Utilities Commission and the California Energy Commission (CEC), to Buyer for purposes of supporting product eligibility claims under California’s – such materials may include the Hourly Meter and e- Tag Reconciliation reporting template and the Hourly e-Tag Summary reporting template, as may be applicable for certain Product. Seller shall be the electricity importer for purposes of California Global Warming Solutions Act, California Cap on Greenhouse Gas Emissions and Market-Based Compliance Mechanisms, also referred to as Cap-and-Trade Regulations. If the source of the Project Energy is from a facility located in California, these Scheduling provisions shall be modified to reflect such facility characteristics. For Projects that require a NERC e-Tag, Buyer agrees, by May 15 following the end of each Calendar Year covered in the Term of this Confirmation, to provide Seller with a WREGIS event log, providing a detailed breakdown of the total quantity of WREGIS Certificates transferred under this Confirmation associated with the PCC 1 Product that have been placed in a WREGIS retirement subaccount and those that remain in a WREGIS active subaccount and the name of each such account. The detailed breakdown should include REC serial numbers, vintage year and month by quantity and WREGIS Generating Unit ID, as well additional information, to the extent such information is available in WREGIS, that may be necessary for Seller to meet the California Air Resources Board Mandatory Reporting Requirements Section 95111 (g)(1)(M)(3). §15 Settlement and Payment (a) Project Energy. Seller shall receive CAISO Credit directly from the CAISO for Project Energy delivered under this Confirmation. Seller shall invoice, and Purchaser shall pay for, Project Energy delivered to the Delivery Points at the Energy Price less the CAISO Credit, which shall equal out to zero dollars ($0.00), pursuant to Article 9 of the WSPP Agreement. (b) RECs. Payments of amounts owed by Purchaser to Seller hereunder shall be due and payable after the WREGIS Certificates . . Item 15 Page 8 of 231 EXECUTABLE 6 for the RECs have been transferred to Purchaser’s WREGIS account. Purchaser shall pay for the invoice no later than ten (10) days following receipt of Seller’s invoice subsequent to the transfer of the RECs, pursuant to Article 9 of the WSPP Agreement. 17 Collateral Section 27 of the WSPP Agreement is deleted in its entirety and replaced with the following: Should a Party's creditworthiness, financial responsibility, or performance viability become unsatisfactory to the other Party in such other Party's reasonably exercised discretion with regard to any transaction pursuant to this Agreement and any Confirmation, the dissatisfied Party (the "First Party") may require the other Party (the "Second Party") to provide, at the Second Party's option (but subject to the First Party's acceptance based upon reasonably exercised discretion), either (1) the posting of a Letter of Credit, (2) a cash prepayment, (3) the posting of other acceptable collateral or security by the Second Party, (4) a Guarantee Agreement executed by a creditworthy entity; or (5) some other mutually agreeable method of satisfying the First Party. The Second Party’s obligations under this Section 27 shall be limited to a reasonable estimate of the damages to the First Party (consistent with Section 22.3 of this Agreement) if the Second Party were to fail to perform its obligations. Events which may trigger the First Party questioning the Second Party's creditworthiness, financial responsibility, or performance viability are limited to, the following: the Second Party, or its guarantor, (or any successor thereto) fails to maintain a Credit Rating of at least Baa3 by Moody’s or BBB- by S&P. "Credit Rating" means, with respect to a party (or its guarantor, as the case may be) the lower of the respective rating then assigned by S&P or Moody’s, as the case may be, to the lower of either the issuer rating or the unsecured, senior long-term debt obligations, as the case may be. “Interest Rate” is as defined in Section 9.3 of the WSPP agreement. "S&P" means Standard & Poor's, a division of The McGraw-Hill Companies, Inc. or any successor thereto. “Moody’s” means Moody’s Investors Service (or any successor thereto). If the Second Party fails to provide such reasonably satisfactory assurances of its ability to perform a transaction hereunder within three (3) Business Days of demand therefore, that will be considered an Event of Default under Section 22 of this Agreement and the First Party shall have the right to exercise any of the remedies provided for under that Section 22. Nothing contained in this Section 27 shall affect any credit agreement or arrangement, if any, between the Parties. . . Item 15 Page 9 of 231 EXECUTABLE 7 §18 Governing Law Governing Law: This Agreement and the rights and duties of the parties hereunder shall be governed by and construed, enforced and performed in accordance with the laws of the state of California, without regard to principles of conflicts of law. To the extent enforceable at such time, each party waives its respective right to any jury trial with respect to any litigation arising under or in connection with this Agreement. [STC 17, Non-Modifiable. D.11- 01-025] §19 Representations and Warranties Eligibility: Seller, and, if applicable, its successors, represents and warrants that throughout the Delivery Term of this Agreement that: (i) the Project qualifies and is certified by the CEC as an Eligible Renewable Energy Resource (“ERR”) as such term is defined in Public Utilities Code Section 399.12 or Section 399.16; and (ii) the Project’s output delivered to Buyer qualifies under the requirements of the California Renewables Portfolio Standard. To the extent a change in law occurs after execution of this Agreement that causes this representation and warranty to be materially false or misleading, it shall not be an Event of Default if Seller has used commercially reasonable efforts to comply with such change in law. [STC 6, Non-Modifiable. (Source: D.07-11-025, Attachment A.) D.08-04-009] Transfer of Renewable Energy Credits: Seller and, if applicable, its successors, represents and warrants that throughout the Delivery Term of this Agreement the Renewable Energy Credits transferred to Buyer conform to the definition and attributes required for compliance with the California Renewables Portfolio Standard, as set forth in California Public Utilities Commission Decision 08-08- 028, and as may be modified by subsequent decision of the California Public Utilities Commission or by subsequent legislation. To the extent a change in law occurs after execution of this Agreement that causes this representation and warranty to be materially false or misleading, it shall not be an Event of Default if Seller has used commercially reasonable efforts to comply with such change in law. [STC REC-1, Non-modifiable. D.11-01-025] Seller hereby provides and conveys all Green Attributes associated with all electricity generation from the Project to Buyer as part of the Product being delivered. Seller represents and warrants that Seller holds the rights to all Green Attributes from the Project, and Seller agrees to convey and hereby conveys all such Green Attributes to Buyer as included in the delivery of the Product from the Project. [STC 2] Project Energy is available for sale to Purchaser, and Seller will not sell the Energy produced by the Project(s) back to the Project(s) that produced the Energy, and the initial date of generation of the Project Energy will be after the date of this Confirmation. Seller further represents and warrants that Seller has not sold the Product, including the RECs associated with the Product, to any other person or entity. . . Item 15 Page 10 of 231 EXECUTABLE 8 For the purposes of STC REC-1 and STC 6, “commercially reasonable efforts” shall not require Seller to incur more than $10,000 (the “Compliance Cap”) in aggregate direct or indirect costs, including lost profits and out-of-pocket costs and expenses to comply with such change in law to the Applicable Program. Where any other section of this Confirmation requires a Party to use “commercially reasonable efforts”, such efforts shall likewise not require Seller to expend more than $10,000 in aggregate direct or indirect costs, including lost profits and out-of-pocket costs and expenses to comply with such “commercially reasonable efforts” obligation. If Seller has met or exceeded the Compliance Cap or the Parties have not agreed amendments to this Confirmation within sixty (60) days after the change referred to in the preceding sentence, then in either case either Party may by giving written notice to the other terminate this Confirmation. In the event of any such termination, neither Party shall have any liability to the other as a result of such termination nor any further liability or payment or performance obligations hereunder; provided, however, that the Parties shall remain liable for any payments due for, and all other obligations that may lawfully be performed respecting, delivery and receipt of Product prior to such termination. If and to the extent that the Products sold by Seller is a resale of part or all of a contract between Seller and one or more third parties, Seller represents, warrants and covenants that the resale complies with the following conditions in (i) through (v) below as of the Effective Date and throughout the Generation Period: (i) The original upstream third-party contract(s) meets the criteria of California Public Utilities Code Section 399.16(b)(1) or Section 399.16(b)(2), as applicable; (ii) This Agreement transfers only Electric Energy and Green Attributes that have not yet been generated prior to the commencement of the Energy Delivery Period; (iii) The Delivered Energy transferred hereunder is transferred to Purchaser in real time (iv) If the Project has an agreement to dynamically transfer electricity to a California balancing authority, the transactions implemented under this Agreement are not contrary to any condition imposed by a balancing authority participating in the dynamic transfer arrangement; and (v) THE EXPRESS WARRANTIES SET FORTH IN THIS CONFIRMATION ARE EXCLUSIVE, AND SELLER MAKES NO OTHER WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE RECS DELIVERED AND TRANSFERRED OR RETIRED, WHETHER AS TO MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR ANY OTHER MATTER. This Section shall survive the expiration or termination of this Confirmation. . . Item 15 Page 11 of 231 EXECUTABLE 9 §20 RECs Tracking Obligations Seller shall use Western Renewable Energy Generation Information System (WREGIS) to transfer RECs to Purchaser and conform to the definition and attributes required for compliance with the RPS, as set forth in CPUC D.08-08-028, and as may be modified by subsequent decision of the CPUC or by subsequent legislation, but in no event shall RECs be transferred that do not contain the California RPS Certification Number. Tracking of RECs in WREGIS: Seller warrants that all necessary steps to allow the Renewable Energy Credits transferred to Buyer to be tracked in the Western Renewable Energy Generation Information System will be taken prior to the first delivery under the contract. [STC REC-2, Non-modifiable. D.11-01-025] The transfer of RECs to Purchaser under WREGIS shall be deemed to transfer all of the Green Attributes associated with the Project Energy hereunder. If available, Seller shall match RECs with e-tags in WREGIS before transferring to Purchaser. In the event a future edition of the CEC Eligibility Guidebook or WREGIS Operating Rules establishes or eliminates a delivery, matching and/or transfer process for the RECs or their attributes, such as e- tags and the WREGIS e-Tag Summary report, Seller shall be responsible for meeting such requirements so that the transferred RECs contain all attributes of the Product before being transferred to Purchaser. Purchaser’s WREGIS Account: #257 Sub-account with SCPPA Seller’s WREGIS ID: BP Energy Company (#390) §24 Definitions Capitalized terms not otherwise defined in this §24 shall have the meaning set forth in the WSPP Agreement unless otherwise noted herein. The following words and terms used in this Confirmation shall have the following meanings: “CAISO Balancing Authority” means the CAISO Balancing Authority as identified in section 3.5.1.1.1. of CPUC Decision 11-12-052. “CAISO Tariff” means the applicable tariff and protocol provisions of the CAISO (as amended from time to time). “California Balancing Authorities” means all of the California Balancing Authorities as identified in section 3.5.1.1.1 of CPUC Decision 11-12-052. “California RPS Program” means the “California Renewables Portfolio Standard” program jointly administered by the CEC, the California Public Utilities Commission and the California Air Resources Board, as such program exists as of the Effective Date, including without limitation all applicable eligibility criteria and requirements thereof in force and effect as of the Effective Date. . . Item 15 Page 12 of 231 EXECUTABLE 10 “Eligibility Requirements” means and includes any applicable criteria or requirements of the California RPS Program in force and effect as of the Effective Date respecting the eligibility or qualification of the Product, this Agreement or the Transaction confirmed hereby for the California RPS Program, including without limitation any eligibility criteria applicable to an out-of- state resource. “Energy Commission” or “CEC” means the California Energy Resources Conservation and Development Commission. “Green Attributes” means any and all credits, benefits, emissions reductions, offsets, and allowances, howsoever entitled, attributable to the generation from the Project, and its avoided emission of pollutants. Green Attributes include but are not limited to Renewable Energy Credits, as well as: (1) any avoided emission of pollutants to the air, soil or water such as sulfur oxides (SOx), nitrogen oxides (NOx), carbon monoxide (CO) and other pollutants; (2) any avoided emissions of carbon dioxide (CO2), methane (CH4), nitrous oxide, hydrofluorocarbons, perfluorocarbons, sulfur hexafluoride and other greenhouse gases (GHGs) that have been determined by the United Nations Intergovernmental Panel on Climate Change, or otherwise by law, to contribute to the actual or potential threat of altering the Earth’s climate by trapping heat in the atmosphere;1 (3) the reporting rights to these avoided emissions, such as Green Tag Reporting Rights. Green Tag Reporting Rights are the right of a Green Tag Purchaser to report the ownership of accumulated Green Tags in compliance with federal or state law, if applicable, and to a federal or state agency or any other party at the Green Tag Purchaser’s discretion, and include without limitation those Green Tag Reporting Rights accruing under Section 1605(b) of The Energy Policy Act of 1992 and any present or future federal, state, or local law, regulation or bill, and international or foreign emissions trading program. Green Tags are accumulated on a MWh basis and one Green Tag represents the Green Attributes associated with one (1) MWh of Energy. Green Attributes do not include (i) any energy, capacity, reliability or other power attributes from the Project, (ii) production tax credits associated with the construction or operation of the Project and other financial incentives in the form of credits, reductions, or allowances associated with the project that are applicable to a state or federal income taxation obligation, (iii) fuel-related subsidies or “tipping fees” that may be paid to Seller to accept certain fuels, or local subsidies received by the generator for the destruction of particular preexisting pollutants or the promotion of local environmental benefits, or (iv) emission reduction credits encumbered or used by the Project for compliance with local, 1 Avoided emissions may or may not have any value for GHG compliance purposes. Although avoided emissions are included in the list of Green Attributes, this inclusion does not create any right to use those avoided emissions to comply with any GHG regu latory program. . . Item 15 Page 13 of 231 EXECUTABLE 11 state, or federal operating and/or air quality permits. If the Project is a biomass or biogas facility and Seller receives any tradable Green Attributes based on the greenhouse gas reduction benefits or other emission offsets attributed to its fuel usage, it shall provide Buyer with sufficient Green Attributes to ensure that there are zero net emissions associated with the production of electricity from the Project. [STC 2] “Green Tag” and “Green Tag Reporting Rights” have the meanings set forth in the definition of “Green Attributes”, and for the purposes of this Transaction, “Green Tag Purchaser” means Purchaser.“ “Renewable Energy Credit” or “REC” has the meaning set forth in California Public Utilities Code Section 399.12(h) and CPUC Decision D.08-08-028, as applicable to the specific RECs transferred hereunder. “WREGIS” means the Western Renewable Energy Generation Information System or any successor renewable energy tracking program. “WREGIS Certificate” means a “Certificate” as defined by WREGIS in the WREGIS Operating Rules and designated by law as eligible for complying with the California Renewables Portfolio Standard and for evidencing the Green Attributes associated with the Product. “WREGIS Operating Rules” means the operating rules and requirement adopted by WREGIS, as amended from time to time §25 Confidentiality Notwithstanding Section 30.1 of the WSPP Agreement: (a) (i) Purchaser may disclose information to the CAISO, the CPUC or a Governmental Body of competent jurisdiction as necessary in order to support its Compliance Showings or otherwise show it has met its Compliance Obligations; (ii) Seller may disclose information as necessary to a Shown Unit’s SC or as necessary for its Supply Plans; (iii) each Party may disclose information as necessary to the independent evaluator or other administrator of any competitive solicitation process of Purchaser, which in turn may disclose such information as necessary to CAISO or any Governmental Body; and (iv) Purchaser may disclose information to any Subsequent Purchaser as necessary for such Subsequent Purchaser to benefit from the Product and meet its Compliance Obligations. (b) Seller acknowledges that Buyer is a public agency subject to the requirements of the California Public Records Act (Cal. Gov. Code section 7920 et seq.) and that Seller may be required to make public this Confirmation (which may be partially redacted by Seller) in connection with the process of seeking approval from its board of directors for the execution of this Confirmation. Seller may submit information to Purchaser that Seller considers . . Item 15 Page 14 of 231 EXECUTABLE 12 confidential, proprietary, or trade secret information pursuant the Uniform Trade Secrets Act (Cal. Civ. Code section 3426 et seq.), or otherwise protected from disclosure pursuant to an exemption to the California Public Records Act. Seller acknowledges that Purchaser may submit to Seller information that Purchaser considers confidential or proprietary or protected from disclosure pursuant to exemptions to the California Public Records Act. Upon request or demand of any third person or entity not a party to this Confirmation (“Requestor”) pursuant to the California Public Records Act for production, inspection and/or copying of this Confirmation or any information designated by a disclosing Party as confidential, the receiving Party as soon as practical shall notify the disclosing Party that such request has been made, by telephone call, letter sent via electronic mail, and/or by overnight carrier to the address, or email address listed at the end of this Confirmation. The disclosing Party shall be solely responsible for taking whatever legal steps are necessary to protect information deemed by it to be confidential information and to prevent release of information to the Requestor by the receiving Party. If the disclosing Party takes no such action within ten (10) days, after receiving the foregoing notice from the receiving Party, the receiving Party shall be permitted to comply with the Requestor’s demand and is not required to defend against it. Notwithstanding the foregoing, Purchaser may release confidential information without notice to or over the objection of Seller if Purchaser’s legal counsel advises Purchaser that Purchaser is required by law to release such confidential information. §26 Other WSPP Agreement Changes For this Transaction, the WSPP Agreement shall be amended as follows: (a) Section 9.4 is deleted in its entirety and replaced with the following: “In the event an invoice or portion thereof, or any other claim or adjustment arising hereunder, is disputed, payment of the undisputed portion of the invoice shall be required to be made when due, with notice of the objection given to the other Party. Any invoice dispute or invoice adjustment shall be in writing and shall state the basis for the dispute or adjustment. Payment of the disputed amount shall not be required until the dispute is resolved. Upon resolution of the dispute, any required payment shall be made within five (5) Business Days of such resolution. Inadvertent overpayments shall be returned upon request or deducted by the Party receiving such overpayment from subsequent payments,. Any dispute with respect to an invoice is waived unless the other Party is notified in writing within twelve (12) months after the invoice is rendered or any specific adjustment to the invoice is made. If an invoice is not . . Item 15 Page 15 of 231 EXECUTABLE 13 rendered within twelve (12) months after the close of the month during which performance of a Transaction occurred, the right to payment for such performance is waived.” (b) Section 14 is deleted and replaced with the following: neither Party shall be entitled to assign this Agreement or assign, delegate or transfer all or any portion of its rights or obligations hereunder without the prior written consent of the non-assigning Party, which consent shall not be unreasonably conditioned, delayed or withheld. Any purported assignment made without the prior written consent of the non-assigning Party shall be deemed void ab initio. (c) Section 22.1 is modified by inserting the following new text at the end thereof: “(f) the failure of the Defaulting Party to pay its debts generally as they become due or the Defaulting Party’s admission in a writing that is unable to pay its debts generally as they become due; (g) the institution, by the Defaulting Party, of a general assignment for the benefit of its creditors; or (h) the application for, consent to, or acquiescence to, by the Defaulting Party, the appointment of a receiver, custodian, trustee, liquidator, or similar official for all or a substantial portion of its assets.” (d) Section 22.2(a) is deleted in its entirety replaced with the following: “If an Event of Default shall have occurred and be continuing, the Non- Defaulting Party, upon written notice to the Defaulting Party, shall have the right to (i) suspend performance under any or all transactions under this Agreement; provided, however, in no event shall any such suspension continue for longer than ten (10) Business Days with respect to any single transaction, and (ii) exercise any remedy available at law or equity.” (e) Section 22.2(b) is amended by inserting “and is continuing” after “Event of Default occurs” in the first line thereof and deleting the second sentence therein. (f) Section 22.3(c) is amended by deleting the third sentence thereof and replacing it with the following: “If the Non-Defaulting Party’s aggregate Gains exceed its aggregate Losses and Costs, if any, resulting from the termination of this Agreement or a Confirmation, the Termination Payment for all such Terminated Transactions shall be zero, notwithstanding any provision in this Section or Agreement to the contrary.” (g) Section 22.3(e) is deleted in its entirety and replaced with the following: “[Intentionally omitted]” . . Item 15 Page 16 of 231 EXECUTABLE 14 (h) Section 22.3(f) is deleted in its entirety and replaced with the following: “If the Defaulting Party disagrees with the calculation of the Termination Payment and the Parties cannot otherwise resolve their differences, and provided that the Defaulting Party has paid the undisputed part of the Termination Payment to the Non-Defaulting Party as provided under Section 22.3(c), and that any amounts disputed by the Defaulting Party are disputed in good faith, then the Defaulting Party may submit the calculation issue to dispute resolution pursuant to Section 34.” (i) Section 24, for purposes of this Confirmation, is deleted in their entirety and replaced with the following: “ “THIS AGREEMENT AND THE RIGHTS AND DUTIES OF THE PARTIES HEREUNDER SHALL BE GOVERNED BY AND CONSTRUED, ENFORCED AND PERFORMED IN ACCORDANCE WITH THE LAWS OF THE STATE OF CALIFORNIA, WITHOUT REGARD TO PRINCIPLES OF CONFLICTS OF LAW. TO THE EXTENT ENFORCEABLE AT SUCH TIME, EACH PARTY WAIVES ITS RESPECTIVE RIGHT TO ANY JURY TRIAL WITH RESPECT TO ANY LITIGATION ARISING UNDER OR IN CONNECTION WITH THIS AGREEMENT. “ (j) Section 28.1 is applicable and the Parties shall net monthly payments in accordance with Exhibit A of the WSPP. Both Parties intend for the netting provisions of Exhibit A to the WSPP Agreement to be effective on the Effective Date. (k) Section 30.1(4) is amended by inserting “or requested” after the word “required” and by adding the following at the end of the first sentence: “; or (8) to the Party’s and such Party’s affiliates’ lenders, counsel, accountants, advisors and agents who have a need to know such information and have agreed to keep such terms confidential”. (l) Subsections 34.1 and 34.2 are deleted and replaced with the following: “34.1 DISPUTE RESOLUTION IN THE EVENT OF ANY DISPUTE ARISING UNDER THE AGREEMENT WITH RESPECT TO THIS TRANSACTION, WITHIN TEN (10) DAYS FOLLOWING THE RECEIPT OF A WRITTEN NOTICE FROM EITHER PARTY IDENTIFYING SUCH DISPUTE, THE PARTIES SHALL MEET, NEGOTIATE AND ATTEMPT, IN GOOD FAITH, TO RESOLVE THE DISPUTE QUICKLY, INFORMALLY AND INEXPENSIVELY. IF THE PARTIES ARE UNABLE TO RESOLVE A DISPUTE ARISING HEREUNDER WITHIN THIRTY (30) DAYS AFTER RECEIPT OF SUCH NOTICE, THEN EITHER PARTY MAY SEEK ANY AND ALL REMEDIES AVAILABLE TO IT AT LAW OR IN EQUITY, . . Item 15 Page 17 of 231 EXECUTABLE 15 SUBJECT TO THE LIMITATIONS SET FORTH IN THE AGREEMENT.” “34.2 EXCLUSIVE JURISDICTION EACH PARTY SUBMITS TO THE EXCLUSIVE JURISDICTION OF THE STATE OR FEDERAL COURTS LOCATED IN THE COUNTY OF ORANGE, CALIFORNIA, FOR ANY ACTION OR PROCEEDING RELATING TO THIS AGREEMENT OR ANY TRANSACTION, AND EXPRESSLY WAIVES ANY OBJECTION IT MAY HAVE TO SUCH JURISDICTION OR THE CONVENIENCE OF SUCH FORUM.” (m) In Section 34.4, the phrase “arbitration or” is deleted from the first line. (n) The following shall be inserted as a new Section 34.5: “34.5 LIMITATION OF DAMAGES EXCEPT AS OTHERWISE SPECIFIED IN ANY CONFIRMATION, FOR BREACH OF ANY PROVISION OF THIS AGREEMENT FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, THE EXPRESS REMEDY OR MEASURE OF DAMAGES PROVIDED IS THE SOLE AND EXCLUSIVE REMEDY UNDER THIS AGREEMENT AND LIABILITY FOR THE BREACH IS LIMITED AS SET FORTH IN THE PROVISION AND ALL OTHER REMEDIES FOR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. EXCEPT AS OTHERWISE SPECIFIED IN ANY CONFIRMATION, IF NO EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED IN THIS AGREEMENT FOR A PARTICULAR BREACH, LIABILITY FOR THE BREACH IS LIMITED TO DIRECT DAMAGES ONLY, THE DIRECT DAMAGES ARE THE SOLE AND EXCLUSIVE REMEDY UNDER THIS AGREEMENT FOR THE BREACH, AND ALL OTHER REMEDIES FOR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. EXCEPT AS OTHERWISE SPECIFIED IN ANY CONFIRMATION, NEITHER PARTY IS LIABLE FOR ANY OTHER TYPE OF DAMAGE, INCLUDING INCIDENTAL, PUNITIVE, EXEMPLARY, CONSEQUENTIAL, SPECIAL OR INDIRECT DAMAGES OF ANY NATURE (INCLUDING DAMAGES ASSOCIATED WITH LOST PROFITS, BUSINESS INTERRUPTION AND LOSS OF GOODWILL) ARISING AT ANY TIME, WHETHER IN TORT (INCLUDING THE SOLE OR CONTRIBUTORY NEGLIGENCE OF EITHER PARTY OR ANY RELATED PERSON), WARRANTY, STRICT LIABILITY, CONTRACT OR STATUTE, UNDER ANY INDEMNITY PROVISION, OR OTHERWISE.” (o) Section 37 is amended by inserting the following in the beginning thereof: “On the date of entering into this Confirmation,”. . . Item 15 Page 18 of 231 EXECUTABLE 16 (p) Section 41 “Witness” shall become Section 42 and the following “Standard of Review” Section shall be substituted in its place: “The Parties agree as follows: From the date of entering into a Transaction under this Agreement and throughout the term of such Transaction, the Parties each warrant and covenant as follows: (i) Absent the agreement of all Parties to the proposed change, the standard of review for changes to any section of this Agreement (including all Transactions and/or Confirmations) specifying the rate(s) or other material economic terms and conditions agreed to by the Parties herein, whether proposed by a Party, a non-party or FERC acting sua sponte, shall be the “public interest” standard of review set forth in United Gas Pipe Line Co. v. Mobile Gas Service Corp., 350 U.S. 332 (1956) and Federal Power Commission v. Sierra Pacific Power Co., 350 U.S. 348 (1956)( the “Mobile-Sierra” doctrine) and clarified in Morgan Stanley Capital Group, Inc. v. Public Util. Dist. No. 1 of Snohomish 554 U.S. 527 (2008) and NRG Power Marketing LLC v. Maine Pub. Util. Comm’n, 558 U.S. 165 (2010). (ii) The Parties, for themselves and their successors and assigns, (i) agree that this “public interest” standard shall apply to any proposed changes in any other documents, instruments or other agreements executed or entered into by the Parties in connection with this Agreement and (ii) hereby expressly and irrevocably waive any rights they can or may have to the application of any other standard of review, including the “just and reasonable” standard.” (q) The Parties agree to the following modifications to Schedule R for this Transaction. 1. Clarification Regarding Acceptance of RECs. The following is added to the end of Section R-3.1.2 of Service Schedule R: "Purchaser shall not be entitled to reject or refuse to Accept any RECs Delivered which comply with the requirements of a Confirmation pursuant to which they are Delivered. Purchaser's rejection of or failure to Accept any conforming RECs Delivered in accordance with this Agreement and the applicable Confirmation shall be subject to Section R9.1.1 or R-9.1.2 of Service Schedule R, as the case may be, as modified by a Confirmation." 2. Clarification Regarding Issuance of RECs. The first sentence of Section R-3.3.2 is deleted up to the semicolon and replaced with the following: "Seller is responsible for ensuring the transfer and issuance of RECs by the Tracking System;". . . Item 15 Page 19 of 231 EXECUTABLE 17 3. Definition of "Change in Law". The first sentence of Section R-5.2.2(a) is deleted and replaced with the following: "(a) "Change in Law" means any addition, amendment, decision, ruling, order, binding interpretation, determination, guideline, policy or guidance by or of a Governmental Authority, to or regarding any laws, rules, regulations, orders, or judicial precedent, that applies to an Applicable Program designated in the Confirmation, that is enacted, issued or becomes effective after the Reference Date and materially affects the Applicable Program or compliance of the REC with the Applicable Program.” 4. Damages. For purposes of this Agreement, Schedule R 9 is deleted in its entirety and replaced with the following: “if Purchaser refuses or fails to Accept Delivery of RECs or Energy in accordance with this Confirmation, then Purchaser will pay Seller the Contract Price for the quantity of RECs and Energy Purchaser refused or failed to Accept. If Seller fails to Deliver RECs to Purchaser in accordance with this Confirmation, then Seller shall be liable to Purchaser for the product of (i) and (ii) where (i) is the amount, if any, by which the Replacement Price exceeded the Contract Price and (ii) is the amount by which the quantity of RECs Seller Delivered was less than the Contract Quantity, subject to any limitations stated in the Confirmation. In no event will Seller be liable for any compliance penalties, costs or other damages in any form with respect to its failure to delivery of Product to Purchaser hereunder.” 5. Uncontrollable Force. For purposes of this Transaction, the performance of the Parties' obligations under the WSPP Agreement and the Confirmation shall be subject to Uncontrollable Force and Section 10 of the WSPP Agreement shall apply such that either Party will be relieved of its obligations to sell and Deliver or purchase and Accept the Product without liability to the extent that, and for the period during which such performance is prevented by Uncontrollable Force. The following is added at the end of subparagraph (ii) of Section 10 of the WSPP Agreement as set out in Section R-8: ", except to the extent such supply is itself subject to Uncontrollable Force." The addition to the second paragraph of Section 10 of the WSPP Agreement in Section R-8 is deleted. . . Item 15 Page 20 of 231 EXECUTABLE 18 6. Replacement Price and Resale Price. The words "for Energy" are deleted from the seventh line of Section R- 10.1.4 and from the fifth line of Section R-10.1.5. §26 Counterparts This Confirmation may be signed in any number of counterparts with the same effect as if the signatures to the counterparts were upon a single instrument. The Parties may rely on electronic, or scanned signatures as originals under this Confirmation. Delivery of an executed signature page of this Confirmation as a PDF attachment to an email shall be the same as delivery of a manually executed signature page. §27 Entire Agreement; No Oral Agreements or Modifications This Confirmation sets forth the terms of the Transaction into which the Parties have entered and shall constitute the entire agreement between the Parties relating to the contemplated purchase and sale of the Product. Notwithstanding any other provision of the Agreement, this Transaction may be confirmed only through a Documentary Writing executed by both Parties, and no amendment or modification to this Transaction shall be enforceable except through a Documentary Writing executed by both Parties. §28 Invoice Requirements Each invoice shall provide Buyer (a) records of metered data, including metering and CAISO transaction data sufficient to document and verify the amount of Delivered Energy by the Generating Facility(ies) for each Settlement Period during the applicable month, including the amount of Delivered Energy as set forth in the first CAISO settlement statement for the applicable month that includes meter data from the CAISO-approved meter; (b) the applicable Contract Price; (c) a reconciliation in .xlsx format of hourly meter data, E-Tag data and associated calculations, including the lesser of each by hour in the format set forth in Form of Hourly Meter and E-Tag Reconciliation Report (also known as the “lesser of workbook”) or as otherwise reasonably requested by Buyer, plus any additional data as may be reasonably required by Buyer for compliance with CPUC reporting obligations, including pursuant to the CPUC’s Energy Division Portfolio Content Category Classification Review Handbook (or successor publication); (d) a statement of the quantity of WREGIS Certificates transferred during the prior month that have been matched with E-Tags associated with the Dynamic Schedules, and (e) any additional information reasonably requested by Purchaser. Seller shall provide Purchaser reasonable access to any records, including invoices or settlement data from the CAISO, necessary to verify the accuracy of any amount included by Seller on an invoice. Each invoice shall be in an electronic format reasonably specified by Purchaser (e.g., PDF, .xlsx). §29 Assignment Notwithstanding any other provisions restricting assignments, Seller agrees that Buyer may make an assignment in connection with a municipal prepayment transaction without the consent of Seller and such assignment may include the assignment of all or a portion of Buyer’s rights to receive certain Products and Buyer’s obligations to make payments for such Product under this . . Item 15 Page 21 of 231 EXECUTABLE 19 Agreement to the Seller; provided that such assignment is made to a Permitted Transferee. “Permitted Transferee” means, in respect of any assignment made pursuant to this provision, any person, who: (i) is at least as creditworthy (taking into account any credit support provided by such person) as Buyer on the date of such transfer as reasonably determined by Seller and (ii) prior to such assignment, has agreed in writing to be bound by the terms and conditions hereof and has provided to Seller, to the extent requested, satisfactory documentation and other information required by Seller to meet its applicable “know your customer” requirements. Signature Page Follows . . Item 15 Page 22 of 231 EXECUTABLE 20 ACKNOWLEDGED AND AGREED BY THE PARTIES AS OF THE EFFECTIVE DATE: BP Energy Company Signature: ___________________________________ Name (print): ___________________________________ Title: ___________________________________ Signature: ___________________________________ Name (print): ___________________________________ Title: ___________________________________ City of Vernon Signature: ___________________________________ Name (print): ___________________________________ Title: ___________________________________ Attest: ______________________ Genoveva Rocha, City Clerk Approved as to Form: ______________________ Zaynah Moussa, City Attorney . . Item 15 Page 23 of 231 EXECUTABLE 21 APPENDIX A DESIGNATED FACILITY(S) Seller Designated Facility(s): Name of Facility Resource CEC RPS ID Host Balancing Authority Harquahala Sun I Solar PV 64824C CAISO Additional generating facilities may be added by Seller pursuant to the process set forth herein (together with the Generating Facility set forth in the table above, the “Generating Facilities”). Seller may add additional generating facilities by providing notice of such addition to Buyer at least ten (10) Business Days prior to delivering Product from such additional generating facilities, and such generating facilities shall automatically become Designated Facility hereunder. Seller will, in its sole discretion, utilize any one or more of the Designated Facilities in order to satisfy its obligations hereunder. . . Item 15 Page 24 of 231 WSPP Agreement Changes Effective October 21, 2024 This version includes all revisions approved by the Federal Energy Regulatory Commission (FERC) in orders issued through December 13, 2024. The most recent revisions are to update the the List of Members within the Agreement, per the FERC’s unpublished letter order dated December 13, 2024 (Docket No. ER25-178-000). The FERC accepted the revisions effective October 21, 2024 for the metadata and, for each change in the Member List, on the applicable date of the change as stated in its order. This version of the WSPP Agreement is prepared for the convenience of WSPP Members. The WSPP Agreement as filed with the FERC is available at www.FERC.gov and specifically http://etariff.ferc.gov/TariffList.aspx. This explanatory page is not part of the WSPP Agreement and is not filed with the FERC. . . Item 15 Page 25 of 231 WSPP AGREEMENT WSPP INC. FIRST REVISED RATE SCHEDULE FERC NO. 6 Superseding Rate Schedule FERC No. 6 © WSPP Inc. 2003 All rights reserved . . Item 15 Page 26 of 231 TABLE OF CONTENTS 1. PARTIES 2. RECITALS 3. AGREEMENT 4. DEFINITIONS 5. TERM, TERMINATION AND WITHDRAWAL 6. SERVICE SCHEDULES AND WSPP DEFAULT TRANSMISSION TARIFF 7. ADMINISTRATION 8. EXECUTIVE AND OPERATING COMMITTEES 9. PAYMENTS 10. UNCONTROLLABLE FORCES 11. WAIVERS 12. NOTICES 13. APPROVALS AND EFFECTIVENESS 14. TRANSFER OF INTEREST IN AGREEMENT 15. SEVERABILITY 16. MEMBERSHIP 17. RELATIONSHIP OF PARTIES 18. NO DEDICATION OF FACILITIES 19. NO RETAIL SERVICES 20. THIRD PARTY BENEFICIARIES 21. LIABILITY AND DAMAGES 22. DEFAULT OF TRANSACTIONS UNDER THIS AGREEMENT AND CONFIRMATIONS . . Item 15 Page 27 of 231 22A. DEFAULT IN PAYMENT OF WSPP OPERATING COSTS 23. OTHER AGREEMENTS 24. GOVERNING LAW 25. JUDGMENTS AND DETERMINATIONS 26. COMPLETE AGREEMENT 27. CREDITWORTHINESS 28. NETTING 29. TAXES 30. CONFIDENTIALITY 31. TRANSMISSION TARIFF 32. TRANSACTION SPECIFIC TERMS AND ORAL AGREEMENTS 33. PERFORMANCE, TITLE, AND WARRANTIES FOR TRANSACTIONS UNDER SERVICE SCHEDULES 34. DISPUTE RESOLUTION 35. FORWARD CONTRACTS 36. TRADE OPTION EXEMPTION 37. ADDITIONAL REPRESENTATIONS AND WARRANTIES 38. FLOATING PRICES 39. AMENDMENT 40. EXECUTION BY COUNTERPARTS 41. WITNESS EXHIBIT A: NETTING EXHIBIT B: FORM OF COUNTERPARTY GUARANTEE AGREEMENT . . Item 15 Page 28 of 231 EXHIBIT C: SAMPLE FORM FOR CONFIRMATION EXHIBIT D: WSPP MEDIATION AND ARBITRATION PROCEDURES SERVICE SCHEDULES A. ECONOMY ENERGY SERVICE B. UNIT COMMITMENT SERVICE C. FIRM CAPACITY/ENERGY SALE OR EXCHANGE SERVICE D. OPERATING RESERVE – SPINNING AND OPERATING RESERVE – SUPPLEMENTAL E. ENERGY IMBALANCE AND GENERATOR IMBALANCE POWER R. RENEWABLE ENERGY CERTIFICATE TRANSACTIONS WITH AND WITHOUT ENERGY SCHEDULE Q: FERC ACCEPTED SELLER-SPECIFIC COST-BASED RATE SCHEDULES LIST OF MEMBERS . . Item 15 Page 29 of 231 1. PARTIES: The Parties to this WSPP Agreement (hereinafter referred to as "Agreement") are those entities that have executed this Agreement, hereinafter sometimes referred to individually as "Party" and collectively as "Parties," but excluding any such entity that withdraws its participation in the Agreement. An entity shall become a Party on the date specified in Section 16.6. . . Item 15 Page 30 of 231 2. RECITALS 2.1 Through this Agreement, the WSPP administers a multi-lateral, standardized agreement applicable to capacity and/or energy transactions between members and is available to entities (which qualify for membership under Section 16) throughout the entire continental United States, Canada, and Mexico. 2.2 This Agreement serves two functions. First, it sets out the rules applicable to the operation of the WSPP. Second, it sets out the terms for the standardized agreement used for capacity and/or energy transactions between members. 2.3 This Agreement facilitates physical transactions in capacity and/or energy under a FERC accepted or approved rate schedule (this Rate Schedule FERC No. 6). 2.4 Through the standardization of terms for transactions in capacity and/or energy which facilitates such transactions, the public interest has been and will continue to be served. . . Item 15 Page 31 of 231 3. AGREEMENT: In consideration of the mutual covenants and promises herein set forth, the Parties agree as follows: . . Item 15 Page 32 of 231 4. DEFINITIONS: The following terms, when used herein with initial capitalization, whether in the singular or in the plural, shall have the meanings specified: Agreement: This WSPP Agreement, including the Service Schedules and Exhibits attached hereto, as amended; provided, however, that Confirmation(s) are not included within this definition. Administrative Committee: A sub-committee of the Executive Committee in accordance with Section 8.1.2. Broker: An entity or person that arranges trades or brings together Purchasers and Sellers without taking title to the power. Business Day(s): Any day other than a Saturday or Sunday or a national (United States or Canadian, whichever is applicable) holiday. United States holidays shall be holidays observed by Federal Reserve member banks in New York City. Where both the Seller and the Purchaser have their principal place of business in the United States, Canadian holidays shall not apply. Similarly, where both the Seller and the Purchaser have their principal places of business in Canada, Canadian holidays shall apply and United States holidays shall not apply. In situations where one Party has its principal place of business within the United States and the other Party's principal place of business is within Canada, both United States and Canadian holidays shall apply. California ISO: The California Independent System Operator Corporation or any successor organization. . . Item 15 Page 33 of 231 Confirmation(s): The confirmations for transactions developed and made effective in accordance with Section 32 or Electronic Platform Confirmations. Contract Price: The price agreed to between the Seller and the Purchaser for a transaction under the Agreement and Confirmation. Contract Quantity: The amount of capacity and/or energy to be supplied for a transaction under the Agreement. Control Area: An electric system capable of regulating its generation in order to maintain its interchange schedule with other electric systems and to contribute its frequency bias obligation to the interconnection as specified in the North American Electric Reliability Council (NERC) Operating Guidelines. Costs: As defined in Section 22.3 of this Agreement. Damages Settlement Transaction: A transaction where, after non-performance under a Confirmation, the Parties enter into a second transaction for the purpose of finally settling damages incurred by the Performing Party due to non-performance of such Confirmation. Dealer: An entity or person that buys or sells power and takes title to the power at some point. Demand Response: A reduction in the consumption of electric energy by customers from their expected consumption in response to an increase in the price of electric energy or to incentive payments designed to induce lower consumption of electric energy. Demand Response Entity: An entity or lawful association which is not an Electric Utility, Qualifying Facility, or Retail Entity, which sells or otherwise provides Demand Response through wholesale transactions. . . Item 15 Page 34 of 231 Defaulting Party: As defined in Section 22.1 of this Agreement. Determination Period: As defined in Section 38.2 of this Agreement. Documentary Writing: A document which is physically delivered by courier or U.S. mail, or a copy of which is transmitted by telefacsimile or other electronic means. Economy Energy Service: Non-firm energy transaction whereby the Seller has agreed to sell or exchange and the Purchaser has agreed to buy or exchange energy that is subject to immediate interruption upon notification, in accordance with the Agreement, including Service Schedule A, and any applicable Confirmation. Electric Utility: An entity or lawful association which (i) is a public utility, Independent Power Producer, or Power Marketer regulated under applicable state law or the Federal Power Act, or (ii) is exempted from such regulation under the Federal Power Act because it is the United States, a State or any political subdivision thereof or an agency of any of the foregoing, or a Rural Utilities Service cooperative, or (iii) is a public utility, Independent Power Producer, or Power Marketer located in Canada or Mexico that is similarly regulated. Electronic Platform Confirmation: agreed terms and conditions of a transaction, which agreement (a) was made through electronic entry of information and terms on, and in a manner that complies with the procedures of, the applicable electronic trading platform or exchange, (b) includes, at a minimum, the Standard Confirmation Provisions, and (c) is available to either Party for retrieval from the applicable electronic trading platform or exchange in printable or electronic form. Electronic Writing: (1) Recorded oral conversation; or . . Item 15 Page 35 of 231 (2) electronic communications, including but not limited to e-mail, if the Parties to the transaction use such method to create an electronic writing for the Confirmation for such transaction and, except with respect to e-mail, specifically agree to the method of electronic communication. Electronic Writings shall not include the transmittal of a copy of a document by electronic means, which is considered a Documentary Writing. ERCOT: Electric Reliability Council of Texas, Inc., and any successor organization. Event of Default: As defined in Section 22.1 of this Agreement. Executive Committee: The committee established pursuant to Section 8 of this Agreement. FERC: The Federal Energy Regulatory Commission or its regulatory successor. Firm Capacity/Energy Sale or Exchange Service: Firm capacity and/or energy transaction whereby the Seller has agreed to sell or exchange and the Purchaser has agreed to buy or exchange for a specified period available capacity with or without associated energy which may include a Physically-Settled Option and a capacity transaction in accordance with the Agreement, including Service Schedule C, and any applicable Confirmation. First Party: As defined in Section 27 of this Agreement. Floating Price: As defined in Section 38.1 of this Agreement. Gains: As defined in Section 22.3 of this Agreement. Guarantee Agreement: An agreement providing a guarantee issued by a parent company or another entity guaranteeing responsibility for obligations arising under this Agreement and Confirmation. A sample form of Guarantee Agreement is provided in Exhibit B. . . Item 15 Page 36 of 231 Guarantor: The entity providing a guarantee pursuant to a Guarantee Agreement. Hub: An electronic communication center that functions as a central point to electronically receive and assemble data for offers to buy or sell power or transmission service from each Party and make that data electronically available concurrently to all Parties. Incremental Cost: The forecasted expense incurred by the Seller in providing an additional increment of energy or capacity during a given hour. Independent Power Producer: An entity which is a non-traditional public utility that produces and sells electricity but which does not have a retail service franchise. Letter of Credit: An irrevocable, transferable, standby letter of credit, issued by an issuer acceptable to the Party requiring the Letter of Credit. Losses: As defined in Section 22.3 of this Agreement. Market Disruption Event: As defined in Section 38.2 of this Agreement. NERC: North American Electric Reliability Council or any successor organization. Non-Defaulting Party: As defined in Section 22.1(a) of this Agreement. Non-Performing Party: As defined in Section 21.3(a) of this Agreement. Non-Standard Confirmation Provisions: Provisions other than Standard Confirmation Provisions. NYMEX: New York Mercantile Exchange and any successor organization. Operating Agent: An agent of the WSPP as may be designated by the Executive Committee from time to time. Operating Committee: That committee established pursuant to Section 8 of this Agreement. . . Item 15 Page 37 of 231 Party or Parties: As defined in Section 1 of this Agreement. Performing Party: As defined in Section 21.3(a) of this Agreement. Power Marketer: An entity which buys, sells, and takes title to electric energy, transmission and/or other services from traditional utilities and other suppliers. Physically-Settled Option: Includes (i) a call option which is the right, but not the obligation, to buy an underlying power product as defined under Service Schedules B or C according to the price and exercise terms set forth in the Confirmation; and (ii) a put option which is the right, but not the obligation, to sell an underlying power product as defined under Service Schedules B or C according to the price and exercise terms set forth in the Confirmation. Premium: The amount paid by the Purchaser of a Physically-Settled Option to the Seller of such option by the date agreed to by the Parties in the Confirmation. Present Value Rate: As defined in Section 22.3(b) of this Agreement. Purchaser: Any Party which agrees to buy or receive from one or more of the other Parties any service pursuant to the Agreement and any applicable Confirmation. Qualifying Facility: A facility which is a qualifying small power production facility or a qualifying cogeneration facility as these terms are defined in Federal Power Act Sections 3(17)(A), 3(17)(C), 3(18)(A), and 3(18)(B); which meets the requirements set forth in 18 C.F.R. §§ 292.203-292.209; or a facility in Canada or Mexico that complies with similar requirements. Replacement Price: The price at which the Purchaser, acting in a commercially reasonable manner, effects a purchase of substitute capacity and/or energy in place of the capacity and/or energy not delivered (for energy) or made available (for capacity . . Item 15 Page 38 of 231 only) by the Seller or, absent such a purchase, the market price for such quantity of capacity and/or energy, as determined by the Purchaser in a commercially reasonable manner, at the delivery point specified for the transaction in the Confirmation. Resale Price: The price at which the Seller, acting in a commercially reasonable manner, effects a resale of the capacity and/or energy not received by the Purchaser or, absent such a resale, the market price for such quantity of capacity and/or energy, as determined by the Seller in a commercially reasonable manner at the delivery point specified for the transaction in a Confirmation. Retail Entity: A retail aggregator or supplier or retail customer; provided, however, only those Retail Entities eligible for transmission service under the FERC’s pro forma open access transmission tariff are eligible to become members of the WSPP. Second Party: As defined in Section 27 of this Agreement. Seller: Any Party which agrees to sell or provide to one or more of the other Parties any service pursuant to the Agreement and the applicable Confirmation. Service Schedule: A schedule of services established pursuant to Section 6 of this Agreement on file with FERC as part of this Agreement. Standard Confirmation Provisions: Provisions setting forth: Seller, Purchaser, period of delivery, schedule, delivery rate, delivery points, type of service (e.g. Service Schedule A, B, C or other), contract quantity, price, transmission path (if any), date, and certain additional information for physically settled options (option type, option style, exercise date or period, premium, premium payout date, and method for providing notice of exercise). . . Item 15 Page 39 of 231 Successor in Operation: The successor entity which takes over the wholesale electric trading operations of the first entity either through a merger or restructuring. A Successor in Operation shall not include an entity which merely acquires power sales contracts from the first entity either through a purchase or other means without taking over the wholesale electric trading operations of the first entity. Terminated Transaction: As defined in Section 22.2 of this Agreement. Termination Payment: As defined in Section 22.2 of this Agreement. Trading Day: As defined in Section 38.2 of this Agreement. Uncontrollable Forces: As defined in Section 10 of this Agreement or in a Confirmation. Unit Commitment Service: A capacity and/or associated scheduled energy transaction or a Physically-Settled Option under which the Seller has agreed to sell and the Purchaser has agreed to buy from a specified unit(s) for a specified period, in accordance with the Agreement, including Service Schedule B, and any applicable Confirmation. WSPP: WSPP Inc., a corporation organized in 1995 and duly existing under the Utah Revised Nonprofit Corporation Act. WSPP Default Transmission Tariff: The transmission tariff filed on behalf of WSPP members with FERC as it may be amended from time to time. WSPP Homepage: WSPP’s internet web site, www.wspp.org. . . Item 15 Page 40 of 231 5. TERM, TERMINATION AND WITHDRAWAL: 5.1 This Agreement shall remain in effect until the Executive Committee, consistent with the voting provisions of Section 8.3, votes to terminate this Agreement and FERC accepts that termination, or FERC otherwise terminates the Agreement. 5.2 Any Party may withdraw its participation as a member of the WSPP and as a Party to this Agreement by providing thirty (30) days prior written notice to the Operating Agent and to the WSPP Homepage, and to all of its counterparties to outstanding transactions. As of the effective date of any withdrawal, the withdrawing Party shall have no further rights or obligations under this Agreement or as a member of the WSPP, except with respect to each outstanding Confirmation, all outstanding rights and obligations arising under any such Confirmation and this Agreement shall remain in full force and effect as if the withdrawal had not occurred. No Party shall oppose, before any court or regulatory agencies having jurisdiction, any other Party's withdrawal as provided in this Section. 5.3 Except as provided for in Section 5.2, after termination, or withdrawal with respect to the withdrawing Party, all rights to services provided under this Agreement shall cease, and no Party shall claim or assert any continuing right to such services thereunder. Except as provided in Section 5.2, no Party shall be required to provide services based in whole or in part on the existence of this Agreement or on the provision of services under this Agreement beyond the termination date, or date of withdrawal with respect to the withdrawing Party. If the Parties have entered into a master confirmation agreement only for WSPP transactions as that term is defined in Section 32.10, the withdrawing Party shall have no further rights under that . . Item 15 Page 41 of 231 master confirmation agreement except for transactions that were outstanding at the time of the withdrawal. 5.4 The Parties subject to FERC jurisdiction under the Federal Power Act shall have the right to terminate their participation as a Member of the WSPP and as Party to this Agreement and any Confirmation without the necessity of filing with or approval by FERC, provided that such Parties comply with the requirements of Section 5.2. . . Item 15 Page 42 of 231 6. SERVICE SCHEDULES AND WSPP DEFAULT TRANSMISSION TARIFF: 6.1 The Parties contemplate that they may, from time to time, add or remove Service Schedules under this Agreement. The attached Service Schedules A through E for Economy Energy Service, Unit Commitment Service, Firm Capacity/Energy Sale or Exchange Service, Operating Reserve – Spinning and Operating Reserve – Supplemental, and Energy Imbalance and Generator Imbalance Power, and Service Schedule R for Renewable Energy Certificate Transactions With And Without Energy, are incorporated into and made a part of this Agreement. Nothing contained herein shall be construed as affecting in any way the right of the Parties to jointly make application to FERC for a change in the rates and charges, classification, service, terms, or conditions affecting WSPP transactions under Section 205 of the Federal Power Act and pursuant to FERC rules and regulations promulgated thereunder. Additional Service Schedules or amendments to existing Service Schedules, if any, shall be adopted only by amendment of this Agreement approved by the Executive Committee pursuant to Section 8.3 and shall become effective on the effective date allowed or accepted by FERC consistent with Section 39. 6.2 [RESERVED] 6.3 When the WSPP Default Transmission Tariff applies as specified in the preamble to such Default Transmission Tariff, Transmission Service under it shall be available both to Parties and non-Parties under this Agreement; provided, however, each Party or non-Party must be an eligible customer under the WSPP Default Transmission Tariff in order to receive service. . . Item 15 Page 43 of 231 7. ADMINISTRATION: 7.1 The WSPP shall perform the administrative tasks necessary and appropriate to implement this Agreement. All authority to direct, manage and administer the WSPP shall reside in the Executive Committee. All duties assigned under this Agreement, or otherwise, to the Operating Committee, sub-committees, officers, Administrative Committee, or Operating Agent, are delegated powers of the Executive Committee and are subject to the Executive Committee’s direction and control. The WSPP may engage the services of an Operating Agent, from time to time, to perform tasks in furtherance of this Agreement. 7.2 At least sixty (60) days prior to each calendar year that this Agreement is in effect, the Administrative Committee shall submit a budget for said year of operation to the Operating Committee for review. The proposed budget shall then be submitted, with the Operating Committee’s recommendations, to the Executive Committee. The Executive Committee may approve the budget as submitted or with revisions. The Administrative Committee, Operating Committee, and Executive Committee shall address any appropriate revisions of the budget in the same manner. 7.3 The WSPP shall, as necessary, bill the Parties for costs incurred under this Agreement on an estimated basis reasonably in advance of when due, and such billings shall be paid by the Parties when due. Such billings shall be adjusted in the following month(s) to reflect recorded costs. Billing and payment of WSPP costs shall otherwise be implemented in accordance with the provisions of Section 9. . . Item 15 Page 44 of 231 7.4 The WSPP shall maintain the WSPP Homepage and, as it deems appropriate, may engage a contractor for this purpose. 7.5 Each Party shall maintain a link to the WSPP Homepage and shall be responsible for expenses related thereto. 7.6 The WSPP, at reasonable times and places, shall make available its books of account, and records and documentation supporting expenditures under this Agreement, for the inspection of any Party for a period of time not to exceed two (2) years from the time such expenditures were incurred. A Party requesting review of the WSPP’s records shall give the WSPP sufficient notice of its intent, but in no event less than thirty (30) days. The requesting Party may perform this review using personnel from its own staff or designate a certified public accounting firm for the purpose of this review. All costs incurred to perform this review shall be at the requesting Party's own expense. The Party performing the review shall not voluntarily release the WSPP’s records or disclose any information contained therein to any third party unless the written consent of the WSPP and the Executive Committee has been obtained, except as required by law. 7.7 Upon the termination of this Agreement, in accordance with applicable law, the WSPP shall dispose of any and all of its assets and wind up its affairs as the Executive Committee may direct. . . Item 15 Page 45 of 231 8. EXECUTIVE AND OPERATING COMMITTEES: As a means of securing effective and timely cooperation within the activities hereunder and as a means of dealing on a prompt and orderly basis with various problems which may arise in connection with system coordination and operation under changing conditions, the Parties hereby establish an Executive Committee and an Operating Committee. 8.1 Executive Committee: The Executive Committee shall consist of one representative and an alternate from each Party designated pursuant to Section 8.5 herein. The responsibilities of the Executive Committee are as follows: 8.1.1 To establish and amend bylaws of the WSPP consistent with this Agreement and to serve as the Board of Directors of the WSPP in accordance with applicable law. 8.1.2 To establish standing or ad hoc sub-committees as it may from time to time deem necessary or appropriate and appoint or elect members thereto. Such sub-committees shall include an Administrative Committee, as a standing committee, to administer the affairs of the WSPP as the Executive Committee may direct or approve. The Administrative Committee shall be comprised of the Chairman, Vice-Chairman, Secretary and Treasurer of the WSPP and the Chairman, and Vice-Chairman, and Secretary of the Operating Committee. 8.1.3 To review at least annually the service activities hereunder to ensure that such activities are consistent with the spirit and intent of this Agreement. . . Item 15 Page 46 of 231 8.1.4 To review any unresolved issues which may arise hereunder and endeavor to resolve the issues. 8.1.5 To review and approve the WSPP’s annual budget under this Agreement, and any revision thereto, in accordance with Section 7.2 of this Agreement or otherwise as the Executive Committee deems necessary or appropriate. 8.1.6 To amend this Agreement, from time to time, provided that no such amendment or restatement shall be effective unless approved or accepted by the FERC and subject to terms and conditions of such approval or acceptance. The effectiveness of any amendment also shall be consistent with Section 39. 8.1.7 To review and act on the application of an entity to become a Party to this Agreement, or to delegate such authority as the Executive Committee deems appropriate. 8.1.8 To do such other things and carry out such duties as specifically required or authorized by this Agreement. 8.1.9 To notify any Party of the rescission of its interest in this Agreement due to its failure to continue to meet the requirements of Section 16.1, or to delegate such authority to the Chairman of the Executive Committee, the Chairman of the Operating Committee, or the Administrative Committee. 8.1.10 To arrange for legal representation of the WSPP. 8.2 Operating Committee: The Operating Committee shall consist of one representative and an alternate from each Party designated pursuant to Section 8.5. The responsibilities of the Operating Committee are as follows: . . Item 15 Page 47 of 231 8.2.1 To establish, review, approve, or modify procedures and standard practices, consistent with the provisions hereof, for the guidance of operating employees in the Parties' electric systems as to matters affecting transactions under this Agreement. 8.2.2 To submit to the Executive Committee any proposed revisions to the Service Schedules or proposed additional Service Schedules. 8.2.3 To submit to the Executive Committee proposed amendments to this Agreement, provided that the Operating Committee shall have no authority to amend this Agreement, and further provided that the Executive Committee may amend this Agreement under Section 8.1.6 without having first received recommendations from the Operating Committee. 8.2.4 To establish, review, approve, or modify any scheduling or operating procedures required in connection with transactions under this Agreement. 8.2.5 To review and make recommendations to the Executive Committee for approval of the annual budget of the WSPP under this Agreement, including any proposed revisions thereto. 8.2.6 To review and recommend as necessary the types and arrangement of equipment for intersystem communication facilities to enhance transactions and benefits under this Agreement. 8.2.7 To monitor the administration and costs of the WSPP Homepage. 8.2.8 If the Executive Committee so directs, to review new member applications for membership in the WSPP under this Agreement and make . . Item 15 Page 48 of 231 recommendations on said applications to the Executive Committee, or to delegate such authority as the Operating Committee deems appropriate. 8.2.9 To establish standing or ad hoc sub-committees and appoint or elect members of the Operating Committee thereto, provided that such sub- committees shall make recommendations to the Operating Committee and shall not be authorized to take any action or exercise any power reserved to the Operating Committee. Each sub-committee may elect a chairman, vice chairman, and secretary as it deems appropriate. 8.2.10 To do such other things and carry out such duties as specifically required or authorized by this Agreement or as directed by the Executive Committee; provided, however, that the Operating Committee shall have no authority to amend this Agreement. 8.3 All matters which require Operating Committee or Executive Committee approval as provided in this Agreement shall be by no less than ninety percent (90%) affirmative agreement of the committee members present or voting by proxy. 8.4 Unless otherwise agreed by all committee members of the Executive Committee or Operating Committee, as applicable, the Chairman of the Executive Committee and the Chairman of the Operating Committee shall cause all members of the applicable committee to receive notice of a committee meeting at least ten (10) Business Days prior to the date of the meeting. Such notice shall include an agenda of matters to be discussed and voted on at the meeting. All material issues to be submitted to a vote of the committee shall appear on the agenda. . . Item 15 Page 49 of 231 8.5 In accordance with Section 16.5.1, each Party shall give notice to the WSPP of the name of its designated representative and alternate representative (to act in the absence of the designated representative) on each of the Executive Committee and Operating Committee, and of any changes thereto, and WSPP shall publish a listing of all such representatives on the WSPP Homepage. Each Party's designated representatives shall be authorized to act on its behalf with respect to votes taken of members of each committee and other activities of the committee. 8.6 The Executive Committee shall meet no less than once annually and otherwise as determined by its Chairman in his discretion. The Operating Committee shall meet as necessary, as determined by its Chairman in his discretion. A Chairman shall call a meeting of such committee upon the written request of not less than ten (10) members of the applicable committee. 8.7 The Executive Committee shall elect a Chairman, Vice-Chairman, Secretary and Treasurer. The Operating Committee shall elect a Chairman, Vice-Chairman, and Secretary. These officers shall serve terms of two-years duration, which terms shall commence on January 1 of the year following the election and expire on December 31 of the subsequent year, provided, that despite the expiration of an officer's term, the officer shall continue to serve until the officer's successor is elected and commences to serve, and further provided that with or without cause, the Executive Committee or Operating Committee, as applicable, may elect a substitute officer prior to the expiration of a term. 8.7.1 The Chairman of the Executive Committee shall be the Chairman of the WSPP. The Chairman shall preside over meetings of the Executive . . Item 15 Page 50 of 231 Committee and, when the Executive Committee is not in session, exercise day to day management and control of the business and affairs of the WSPP, subject at all times to this Agreement and the direction of the Executive Committee. 8.7.2 The Vice-Chairman of the Executive Committee shall be the Vice-Chairman of the WSPP. The Vice-Chairman, in the absence or disability of the Chairman, shall exercise the powers and perform the duties of the Chairman and such other duties as the Executive Committee or the Chairman may prescribe, subject at all times to this Agreement and the direction of the Executive Committee. 8.7.3 The Secretary of the Executve Committee shall be the Secretary of the WSPP. The Secretary, or his designee, shall record minutes of meetings and actions of the Executive Committee, perform the customary duties of a secretary of a non-profit corporation, and attend to the giving and serving of all notices required by law or under this Agreement as the Chairman may direct. 8.7.4 The Treasurer of the Executive Committee shall be the Treasurer of the WSPP. The Treasurer shall have custody of all funds, securities, and evidences of indebtedness of the Corporation. The Treasurer shall receive and give receipts for moneys paid in on account of the Corporation and shall pay out of the funds on hand any bills, payrolls and other just debts of the Corporation of whatever nature upon maturity. The Treasurer shall maintain full and accurate accounts of all moneys received and paid out on account of the Corporation. The Treasurer shall deposit all moneys and other valuables . . Item 15 Page 51 of 231 in the name and to the credit of the Corporation in such depositories as may be designated by the Executive Committee. The Treasurer shall adhere to budgets determined by the Executive Committee, including the annual budget under section 8.1.4 of this Agreement, and shall perform such other duties as are customary for a treasurer of a non-profit corporation. 8.7.5. The Chairman of the Operating Committee shall preside over Operating Committee meetings. The Vice Chairman of the Operating Committee shall serve in the absence of the Chairman and perform such other duties as the Operating Committee may assign. The Secretary of the Operating Committee, or his designee, shall record minutes of meetings and actions of the Operating Committee, and shall give notice of meetings as the Chairman may direct. . . Item 15 Page 52 of 231 9. PAYMENTS: 9.1 The accounting and billing period for transactions under this Agreement shall be one (1) calendar month. Bills sent to any Party shall be sent to the appropriate billing address as set forth on the WSPP homepage or as otherwise specified by such Party. 9.2 Payments for amounts billed under this Agreement and any Confirmation shall be received by the Party to be paid on the 20th day of the month in which the invoice was received or the tenth (10) day after receipt of the bill, whichever is later. Notwithstanding the foregoing, Premiums shall be paid within three (3) Business Days of receipt of the invoice. Payment shall be made at the location designated by the Party to which payment is due. Payment shall be considered received when payment is received by the Party to which Payment is due at the location designated by that Party. If the due date falls on a non-Business Day of either Party, then the payment shall be due on the next following Business Day. 9.3 Amounts not paid on or before the due date shall be payable with interest calculated daily, at a rate equal to 200 basis points above the per annum Prime Rate reported daily in the Wall Street Journal for the period beginning on the day after the due date and ending on the day of payment, provided that such interest shall not exceed the amount permitted by law. 9.4 In order to dispute a bill in whole or in part, a Party must provide written notice of the dispute to the other Party to the transaction. Such written notice shall specify the amount in dispute and state the basis for the dispute. In case any portion of any bill is in dispute, the entire bill shall be paid when due. Any excess amount of bills . . Item 15 Page 53 of 231 which, through inadvertent errors or as a result of a dispute, may have been overpaid shall be returned by the owing Party upon determination of the correct amount, with interest calculated in the manner set forth in Section 9.3. A Party shall have the right to dispute the accuracy of any bill or payment only for a period of two (2) years from the date on which the bill was initially delivered. 9.5 If a Party’s records reveal that a bill was not delivered, then the Party may deliver to the appropriate Party a bill within two (2) years from the date on which the bill would have been delivered under Section 9.1 of this Agreement. The right to payment is waived with respect to any amounts not billed within such two (2) year period. 9.6 Each Party, or any third party representative of a Party, shall keep complete and accurate records, and shall maintain such data as may be necessary for the purpose of ascertaining the accuracy of all relevant data, estimates, or statements of charges submitted hereunder for a period of two (2) years from the date the bill was delivered under this Agreement and/or Confirmation. Within a two (2) year period from the date on which the bill was initially delivered, any Party to the applicable transaction may request in writing copies of the records of the other Party for that transaction to the extent reasonably necessary to verify the accuracy of any statement or charge. The Party from which documents or data has been requested shall provide all reasonably requested documents and data within a reasonable time period. . . Item 15 Page 54 of 231 10. UNCONTROLLABLE FORCES: No Party shall be considered to be in breach of this Agreement or any applicable Confirmation to the extent that a failure to perform its obligations under this Agreement or any such Confirmation is due to an Uncontrollable Force. The term "Uncontrollable Force" means an event or circumstance which prevents one Party from performing its obligations under one or more transactions, which event or circumstance is not within the reasonable control of, or the result of the negligence of, the claiming Party, and which by the exercise of due diligence the claiming Party is unable to avoid, cause to be avoided, or overcome. So long as the requirements of the preceding sentence are met, an “Uncontrollable Force” may include and is not restricted to flood, drought, earthquake, storm, fire, lightning, epidemic, war, riot, act of terrorism, civil disturbance or disobedience, labor dispute, labor or material shortage, sabotage, restraint by court order or public authority, and action or nonaction by, or failure to obtain the necessary authorizations or approvals from, any governmental agency or authority. The following shall not be considered “Uncontrollable Forces”: (i) Seller’s cost of obtaining capacity and/or energy; or (ii) Purchaser’s inability due to the price of the capacity and/or energy, to use or resell such capacity and/or energy. No Party shall, however, be relieved of liability for failure of performance to the extent that such failure is due to causes arising out of its own negligence or due to removable or remediable causes which it fails to remove or remedy within a reasonable time period. Nothing contained herein shall be construed to require a Party to settle any strike or labor dispute in which it may be involved. Any Party rendered unable to fulfill any of its obligations by reason of an Uncontrollable Force shall give prompt notice of such fact and shall exercise due . . Item 15 Page 55 of 231 diligence, as provided above, to remove such inability within a reasonable time period. If oral notice is provided, it shall be promptly followed by written notice. Where the entity providing transmission services for transactions under this Agreement and Confirmation interrupts such transmission service, the interruption in transmission service shall be considered an Uncontrollable Force under this Section 10 only in the following two sets of circumstances: (1) An interruption in transmission service shall be considered an Uncontrollable Force if (a) the Parties agreed on a transmission path for that transaction in the Confirmation (b) firm transmission involving that transmission path was obtained pursuant to a transmission tariff or contract to effectuate the transaction under this Agreement and Confirmation, and (c) the entity providing transmission service curtailed or interrupted such firm transmission pursuant to the applicable transmission tariff or contract. There shall be no due diligence obligation associated with interruptions under this subparagraph (1). (2) If the Parties did not agree on the transmission path for a transaction in the Confirmation, an interruption in transmission service shall be considered an Uncontrollable Force only if (a) the Party contracting for transmission services shall have made arrangements with the entity providing transmission service for firm transmission to effectuate the transaction under the Agreement and Confirmation, (b) the entity providing transmission service curtailed or interrupted such transmission service, and (c) the Party which contracted for such firm transmission services could not obtain alternate energy at the delivery point, alternate . . Item 15 Page 56 of 231 transmission services, or alternate means of delivering energy after exercising due diligence. No Party shall be relieved by operation of this Section 10 of any liability to pay for power delivered to the Purchaser or to make payments then due or which the Party is obligated to make with respect to performance which occurred prior to the Uncontrollable Force. . . Item 15 Page 57 of 231 11. WAIVERS: Any waiver at any time by any Party of its rights with respect to a default under this Agreement or any Confirmation, or any other matter under this Agreement, shall not be deemed a waiver with respect to any subsequent default of the same or any other matter. . . Item 15 Page 58 of 231 12. NOTICES: 12.1 Except for the oral notice provided for in Section 10 of this Agreement, any formal notice, demand or request provided for in this Agreement shall be in writing and shall be deemed properly served, given or made if delivered in person, or sent by either registered or certified mail (postage prepaid), prepaid telegram, fax, or overnight delivery (with record of receipt). 12.2 Notices and requests of a routine nature applicable to delivery or receipt of capacity and/or energy shall be given in such manner as the Parties to a transaction shall prescribe in a Confirmation or otherwise; provided, however, if the Parties have not prescribed a method of providing such routine notices, then the procedures in Section 12.1 shall apply. . . Item 15 Page 59 of 231 13. EFFECT OF APPROVALS: 13.1 This Agreement and all Confirmations are subject to valid laws, orders, rules and regulations of duly constituted authorities having jurisdiction. Nothing contained in this Agreement or any Confirmation shall give FERC jurisdiction over those Parties not otherwise subject to such jurisdiction or be construed as a grant of jurisdiction over any Party by any state or federal agency not otherwise having jurisdiction by law. 13.2 Nothing in this Agreement or any Confirmation is intended to restrict the authority of the Bonneville Power Administration (BPA) pursuant to applicable statutory authority to use its existing wholesale power and transmission rates or to adopt new rates, rate schedules, or general rate schedule provisions for application under this Agreement and obtain interim or final approval of those rates from FERC pursuant to Section 7 of the Pacific Northwest Electric Power Planning and Conservation Act, 16 U.S.C. Sec. 839e, provided such rates do not exceed the maximum rates in the applicable Service Schedule and are consistent with the terms and conditions of said Service Schedule. 13.3 Nothing contained in this Agreement or any Confirmation shall be construed to establish any precedent for any other agreement or to grant any rights to or impose any obligations on any Party beyond the scope and term of this Agreement or any Confirmation. . . Item 15 Page 60 of 231 14. TRANSFER OF INTEREST IN AGREEMENT: No Party shall voluntarily transfer its membership in the WSPP under this Agreement without the written consent and approval of all other Parties except to a Successor in Operation of such Party. With regard to the transfer of the rights and obligations of any Party associated with transactions under this Agreement and Confirmation(s), neither Party to such transactions may assign such rights or obligations unless (a) the other Party provides its prior written consent which shall not be unreasonably withheld; or (b) the assignment is to a Successor in Operation which provides reasonable creditworthiness assurances (see Section 27 for examples of such assurances) if required by the non-assigning Party based upon its reasonably exercised discretion. Any successor or assignee of the rights of any Party, whether by voluntary transfer, judicial or foreclosure sale or otherwise, shall be subject to all the provisions and conditions of this Agreement and Confirmation(s) (where applicable) to the same extent as though such successor or assignee were the original Party under this Agreement or the Confirmation(s), and no assignment or transfer of any rights under this Agreement or any Confirmation(s) shall be effective unless and until the assignee or transferee agrees in writing to assume all of the obligations of the assignor or transferor and to be bound by all of the provisions and conditions of this Agreement and any Confirmation(s) (where applicable). The execution of a mortgage or trust deed or a judicial or foreclosure sale made thereunder shall not be deemed a voluntary transfer within the meaning of this Section 14. . . Item 15 Page 61 of 231 15. SEVERABILITY: In the event that any of the terms, covenants or conditions of this Agreement or any Confirmation, or the application of any such term, covenant or condition, shall be held invalid as to any person or circumstance by any court, regulatory agency, or other regulatory body having jurisdiction, all other terms, covenants or conditions of this Agreement and the Confirmation and their application shall not be affected thereby, but shall remain in force and effect unless a court, regulatory agency, or other regulatory body holds that the provisions are not separable from all other provisions of this Agreement or such Confirmation(s). . . Item 15 Page 62 of 231 16. MEMBERSHIP: 16.1 Any Electric Utility, Retail Entity, Qualifying Facility, or Demand Response Entity may become a Party to this Agreement. The Executive Committee shall notify such Electric Utility, Retail Entity, Qualifying Facility, or Demand Response Entity of its decision within sixty (60) days of a request to become a Party to this Agreement, and any acceptable entity shall become a Party hereto by the execution of this Agreement or a counterpart hereof, payment of costs pursuant to Section 16.4, and concluding any necessary acceptance or approval referred to in Section 13. Any such Party, if it is subject to the ratemaking jurisdiction of FERC, shall be responsible for any FERC filing necessary for it to implement its performance under this Agreement. 16.2 Each Party shall continue to meet the requirements of Section 16.1 in order to remain a Party to this Agreement 16.3 Being a Party to this Agreement shall not serve as a substitute for contractual arrangements that may be needed between any Party which operates a Control Area and any other Party which operates within that Control Area. 16.4 Any entity that becomes a Party to this Agreement which was not a party to the experimental Western Systems Power Pool Agreement shall pay a one time fee of $25,000 under this Agreement in recognition of prior efforts and costs incurred by the parties to the experimental Western Systems Power Pool Agreement, which efforts greatly facilitated development of this Agreement. Such fee shall be credited to future costs of the WSPP incurred hereunder. . . Item 15 Page 63 of 231 16.5 In addition to requirements set forth elsewhere in this Agreement imposed on Parties as part of their membership in the WSPP, each Party shall abide by the following requirements: 16.5.1 Each Party shall maintain updated information regarding its Executive Committee and Operating Committee representatives on the WSPP Homepage and shall submit changes within a reasonable time period. 16.5.2 With regard to disputes involving transactions under this Agreement or other agreements, no Party shall seek to conduct discovery of the WSPP or issue or seek to obtain the issuance of any subpoena to the WSPP or WSPP officers acting in their capacities as officers of the WSPP or of the WSPP’s attorneys or consultants with regard to their work for the WSPP or their opinions regarding the construction or interpretation of any clause of the Agreement, provided that the foregoing prohibition shall not apply in proceedings brought against the WSPP. In the event a Party seeks to compel discovery or testimony in violation of this Section, that Party shall be deemed to have consented to the quashing of the subpoena or other process providing therefor. Notwithstanding any other provision in this Agreement, a Party that seeks to conduct discovery or issue or seek to obtain the issuance of any subpoena in breach of this provision shall compensate the WSPP and its officers, attorneys, and consultants, as applicable, for all out- of-pocket costs incurred. 16.6 An entity shall become a Party to this Agreement and a member of the WSPP upon satisfaction of the requirements in this Section 16 and on the date allowed by FERC . . Item 15 Page 64 of 231 if it is a FERC public utility or upon the date of satisfaction of the requirements in this Section 16 if it is not a FERC public utility. . . Item 15 Page 65 of 231 17. RELATIONSHIP OF PARTIES: 17.1 Nothing contained in this Agreement or in any Confirmation shall be construed to create an association, joint venture, trust, or partnership, or agency relationship between or among the Parties, or to impose a trust or partnership covenant, obligation, or liability on or with regard to any of the Parties. Each Party shall be individually responsible for its own covenants, obligations, and liabilities under this Agreement and under any applicable Confirmation. 17.2 All rights and obligations of the Parties under this Agreement are several and are not joint. . . Item 15 Page 66 of 231 18. NO DEDICATION OF FACILITIES: Any undertaking by one Party to another Party under any provision of this Agreement shall not constitute the dedication of the electric system or any portion thereof of the undertaking Party to the public or to the other Party, and it is understood and agreed that any such undertaking under any provision of this Agreement by a Party shall cease upon the termination of such Party's obligations under this Agreement. . . Item 15 Page 67 of 231 19. NO RETAIL SERVICES: Nothing contained in this Agreement shall grant any rights to or obligate any Party to provide any services hereunder directly to or for retail customers of any Party. . . Item 15 Page 68 of 231 20. THIRD PARTY BENEFICIARIES: This Agreement shall not be construed to create rights, in, or to grant remedies to, any third party as a beneficiary of this Agreement or of any duty, obligation or undertaking established herein except as provided for in Section 14. . . Item 15 Page 69 of 231 21. LIABILITY AND DAMAGES: 21.1 This Agreement contains express remedies and measures of damages in Sections 21.3 and 22 for non-performance or default. This Agreement also contains additional remedies to enforce payment of monies due and to enforce terms of the Agreement and applicable Confirmations in Section 21.2. ALL OTHER DAMAGES OR REMEDIES ARE HEREBY WAIVED. Therefore, except as provided in Sections 21.3 and 22, no Party or its directors, members of its governing bodies, officers or employees shall be liable to any other Party or Parties for any loss or damage to property, loss of earnings, or revenues, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non- performance of this Agreement (including any applicable Confirmation), including any negligence arising hereunder. Any liability or damages incurred by an officer or employee of a Federal agency or by that agency that would result from the operation of this provision shall not be inconsistent with Federal law. 21.2 Any Party due monies under this Agreement, the amounts of which are not in dispute or if disputed have been the subject of a decision awarding monies, (i) shall have the right to seek payment of such monies in any forum having competent jurisdiction and (ii) shall possess the right to seek relief directly from that forum without first utilizing the mediation or arbitration provisions of this Agreement and without exercising termination and liquidation rights under Section 22. In addition, each Party shall possess the right to seek specific performance (injunctive relief) of the non-delivery related terms of this Agreement and any . . Item 15 Page 70 of 231 Confirmation in any forum having competent jurisdiction. In seeking to enforce the terms of this Agreement, however, consistent with Section 21.1, no Party is entitled to receive or recover monetary damages except as provided in Sections 21.3 and 22. 21.3 The following damages provision shall apply to all transactions under this Agreement. For transactions under Service Schedule A, however, this damages provision or some other damages provision will apply only if such a damages provision is agreed to through a Confirmation. The damages under this Section 21.3 apply to a Party's failure to deliver or receive (or make available in the case of capacity) capacity and/or energy in violation of the terms of the Agreement and any Confirmation. The Contract Quantity and Contract Price referred to in this Section 21.3 are part of the agreement between the Parties for which damages are being calculated under this Section. (a) If either Party fails to deliver or receive (or make available in the case of capacity), as the case may be, the quantities of capacity and/or energy due under the Agreement and any Confirmation (thereby becoming a "Non- Performing Party" for the purposes of this Section 21.3), the other party (the "Performing Party") shall be entitled to receive from the Non-Performing Party an amount calculated as follows (unless performance is excused by Uncontrollable Forces as provided in Section 10, the applicable Service Schedule, or by the Performing Party): (1) If the amount the Purchaser scheduled or received in any hour is less than the applicable hourly Contract Quantity, then the Purchaser . . Item 15 Page 71 of 231 shall be liable for (a) the product of the amount (whether positive or negative), if any, by which the Contract Price differed from the Resale Price (Contract Price - Resale Price) and the amount by which the quantity provided to the Purchaser was less than the hourly Contract Quantity; plus (b) the amount of transmission charge(s), if any, for firm transmission service upstream of the delivery point, which the Seller incurred to achieve the Resale Price, less the reduction, if any, in transmission charge(s) achieved as a result of the reduction in the Purchaser's schedule or receipt of electric energy (based on Seller's reasonable commercial efforts to achieve such reduction). If the total amounts for all hours calculated under this paragraph (1) are negative, then neither the Purchaser nor the Seller shall pay any amount under this Section 21.3(a)(1). (2) If the amount the Seller scheduled or delivered (or made available in the case of capacity) in any hour is less than the applicable hourly Contract Quantity, then the Seller shall be liable for (a) the product of the amount (whether positive or negative), if any, by which the Replacement Price differed from the Contract Price (Replacement Price - Contract Price) and the amount by which the quantity provided by the Seller was less than the hourly Contract Quantity; plus (b) the amount of transmission charge(s), if any, for firm transmission service downstream of the delivery point, which the Purchaser incurred to achieve the Replacement Price, less the . . Item 15 Page 72 of 231 reduction, if any, in transmission charge(s) achieved as a result of the reduction in the Seller's schedule or delivery (based on Purchaser's reasonable commercial effort to achieve such reduction). If the total amounts for all hours calculated under this paragraph (2) are negative, then neither the Purchaser nor the Seller shall pay any amount under this Section 21.3(a)(2). (3) The Non-Performing Party also shall reimburse the Performing Party for any charges imposed on the Performing Party under open access transmission or FERC accepted or approved tariffs for regional organizations due to the non-performance. (4) The Non-Performing Party shall pay any amount due from it under this section within the billing period as specified in Section 9 of this Agreement or agreed to in the applicable Confirmation if the Parties agreed to revise the billing period in Section 9. (5) In the event (a) two Parties entered into two or more Confirmations in which the same Party is the Purchaser and the other Party is the Seller, (b) deliveries under two or more of such Confirmations are to occur, in whole or in part, on the same date and hour, and at the same delivery point, and (c) as to such date, hour, and delivery point, and with respect to one or more of such Confirmations, a Party is a Non-Performing Party (for purposes of this Section 21.3(a)(5), each such instance of non-performance, a “non-performed transaction”), then, as set out in this Section 21.3(a)(5), each non-performed . . Item 15 Page 73 of 231 transaction shall be identified to a Confirmation, and the Contract Price of the Confirmation to which the non-performed transaction is identified, and the Contract Quantity of the non-performed transaction, shall be applied to the calculation of amounts due under Section 21.3(a)(1) through (3), as applicable. The Parties in good faith shall seek to agree to the identification of each non-performed transaction to a Confirmation. Each non-performed transaction not identified to a Confirmation by agreement, and any megawatt hours that are not fully accounted for by such identification, shall be identified to Confirmation(s) as follows: (i) The Performing Party in good faith shall determine whether each Confirmation is real-time, day-ahead, or forward; all Confirmations that are not real-time or day-ahead shall be deemed forward Confirmations. (ii) The Performing Party in good faith shall determine whether each non-performed transaction is real-time, day-ahead, or forward; all non-performed transactions that are not real-time or day-ahead shall be deemed forward non-performed transactions. (iii) The Performing Party shall: (x) identify real-time non-performed transactions to real-time Confirmations, provided, that if the megawatt hours of real-time non-performed transactions exceed the . . Item 15 Page 74 of 231 megawatt hours of real-time Confirmations, then such excess megawatt hours shall be identified to day-ahead Confirmations and any excess megawatt hours remaining after such identification to day-ahead Confirmations shall be identified to forward Confirmations. (y) identify day-ahead non-performed transactions to day-ahead Confirmations, provided, that if the megawatt hours of day-ahead non-performed transactions exceed the megawatt hours of day-ahead Confirmations, then such excess megawatt hours shall be identified to forward Confirmations. (z) identify all remaining non-performed transactions to forward Confirmations. The Performing Party, in its billing for amounts due under Section 21.3(a)(1) through (3), shall set out a detailed explanation of each applicable determination under parts (i), (ii), and (iii) of this Section 21.3(a)(5), and state the resulting Contract Quantity and Contract Price, and any amounts associated with each such determination under Section 21.3(a)(3). (b) The Parties agree that the amounts recoverable under this Section 21.3 are a reasonable estimate of loss and not a penalty, and represent the sole and exclusive remedy for the Performing Party. Such amounts are payable for the loss of bargain and the loss of protection against future risks. . . Item 15 Page 75 of 231 (c) Each Party agrees that it has a duty to mitigate damages in a commercially reasonable manner to minimize any damages it may incur as a result of the other Party's performance or non-performance of this Agreement. (d) In the event the Non-Performing Party disputes the calculation of the damages under this Section 21.3, the Non-Performing Party shall pay the full amount of the damages as required by Section 9 of this Agreement to the Performing Party. After informal dispute resolution as required by Section 34.1, any remaining dispute involving the calculation of the damages shall be referred to binding dispute resolution as provided by Section 34.2 of this Agreement. If resolution or agreement results in refunds or the need for refunds to the Non-Performing Party, such refunds shall be calculated in accordance with Section 9.4 of this Agreement. (e) In the event non-performance of a transaction is accounted for by means of a Damages Settlement Transaction and the Damages Settlement Transaction is performed, then no damages shall be calculated or due under § 21.3(a) with respect to the non-performed transaction. Neither Party shall be required to enter into a Damages Settlement Transaction. . . Item 15 Page 76 of 231 22. DEFAULT OF TRANSACTIONS UNDER THIS AGREEMENT AND CONFIRMATIONS: 22.1 EVENTS OF DEFAULT An "Event of Default" shall mean with respect to a Party ("Defaulting Party"): (a) the failure by the Defaulting Party to make, when due, any payment required pursuant to this Agreement or Confirmation if such failure is not remedied within two (2) Business Days after written notice of such failure is given to the Defaulting Party by the other Party ("the Non-Defaulting Party"). The Non-Defaulting Party shall provide the notice by facsimile to the designated contact person for the Defaulting Party and also shall send the notice by overnight delivery to such contact person; or (b) the failure by the Defaulting Party to provide clear and good title as required by Section 33.3, or to have made accurate representations and warranties as required by Section 37 and such failure is not cured within five (5) Business Days after written notice thereof to the Defaulting Party; or (c) The institution, with respect to the Defaulting Party, by the Defaulting Party or by another person or entity of a bankruptcy, reorganization, moratorium, liquidation or similar insolvency proceeding or other relief under any bankruptcy or insolvency law affecting creditor's rights or a petition is presented or instituted for its winding-up or liquidation; or (d) The failure by the Defaulting Party to provide adequate assurances of its ability to perform all of its outstanding material obligations to the Non- Defaulting Party under the Agreement or any Confirmation pursuant to . . Item 15 Page 77 of 231 Section 27 of this Agreement or any substitute or modified provision in any Confirmation. (e) With respect to its Guarantor, if any: (i) if a material representation or warranty made by a Guarantor in connection with this Agreement, or any transaction entered into hereunder, is false or misleading in any material respect when made or when deemed made or repeated; or (ii) the failure of a Guarantor to make any payment required or to perform any other material covenant or obligation in any guarantee made in connection with this Agreement, including any transaction entered into hereunder, and such failure shall not be remedied within three (3) Business Days after written notice; or (iii) the institution, with respect to the Guarantor, by the Guarantor or by another person or entity of a bankruptcy, reorganization, moratorium, liquidation or similar insolvency proceeding or other relief under any bankruptcy or insolvency law affecting creditor’s rights or a petition is presented or instituted for its winding-up or liquidation; or (iv) the failure, without written consent of the other Party, of a Guarantor’s guarantee to be in full force and effect for purposes of this Agreement (other than in accordance with its terms) prior to the satisfaction of all obligations of such Party under each transaction to which such guarantee shall relate; or . . Item 15 Page 78 of 231 (v) a Guarantor shall repudiate, disaffirm, disclaim, or reject, in whole or in part, or challenge the validity of, any guarantee. 22.2 REMEDIES FOR EVENTS OF DEFAULT 22.2(a) If an Event of Default shall have occurred and be continuing, the Non- Defaulting Party, upon written notice to the Defaulting Party, shall have the right (i) to suspend performance of transactions under this Agreement; provided, however, (i) in no event shall any such suspension continue for longer than ten (10) Business Days; (ii) such suspension must include all transactions under this Agreement in effect as of the date of the suspension between the Defaulting Party and the Non-Defaulting Party; and (iii) such suspension is available only once for each default. This ten (10) day suspension period shall not affect in any way the thirty (30) day period for exercising a right of termination under Section 22.2(b). The Non- Defaulting Party shall have the unilateral right to exercise its rights under this Agreement including its termination rights at any time within the suspension period. The Defaulting Party shall have no suspension rights. In no event shall the suspension continue beyond the cure of or waiver by the Non-Defaulting Party of the applicable Event of Default. If the Non- Defaulting Party seeks to terminate the suspension period such that the suspension shall be terminated prior to the end of the ten (10) Business Day period specified above, it may do so only by providing at least twenty-four (24) hours written notice to the Defaulting Party before the suspension may be terminated. . . Item 15 Page 79 of 231 22.2(b) If an Event of Default occurs, the Non-Defaulting Party shall possess the right to terminate all transactions between the Parties under this Agreement upon written notice (by facsimile or other reasonable means) to the Defaulting Party, such notice of termination to be effective immediately upon receipt. If the Non-Defaulting Party fails to exercise this right of termination within thirty (30) days following the time when the Event of Default becomes known (or more than thirty days if the Non-Defaulting and Defaulting Parties agree to an extension), then such right of termination shall no longer be available to the Non-Defaulting Party as a remedy for the Event(s) of Default; provided, however, this thirty day requirement for exercising termination rights shall not apply to defaults pursuant to Sections 22.1(c) and 22.1(e)(iii). The Non-Defaulting Party terminating transaction(s) under this Section 22.2 may do so without making a filing at FERC. If the Non-Defaulting Party elects to terminate under this Section, it shall be required to terminate all transactions between the Parties under the Agreement at the same time. Upon termination, the Non-Defaulting Party shall liquidate all transactions as soon as practicable, provided that in no event will the Non-Defaulting Party be allowed to liquidate Service Schedule A transactions. The payment associated with termination ("Termination Payment") shall be calculated in accordance with this Section 22.2 and Section 22.3. The Termination Payment shall be the sole and exclusive remedy for the Non-Defaulting Party for each terminated . . Item 15 Page 80 of 231 transaction ("Terminated Transaction") for the time period beginning at the time notice of termination under this Section 22 is received. Prior to receipt of such notice of termination by the Defaulting Party, the Non-Defaulting Party may exercise any remedies available to it under Section 21.3 of this Agreement or Confirmation(s), and any other remedies available to it at law or otherwise. Upon termination, the Non-Defaulting Party may withhold any payments it owes the Defaulting Party for any obligations incurred prior to termination under this Agreement or Confirmation(s) until the Defaulting Party pays the Termination Payment to the Non-Defaulting Party. The Non-Defaulting Party shall possess the right to set-off the amount due it under this Section 22 by any such payments due the Defaulting Party as provided in Section 22.3(d). 22.3 LIQUIDATION CALCULATION OPTIONS The Non-Defaulting Party shall calculate the Termination Payment as follows: (a) The Gains and Losses shall be determined by comparing the value of the remaining term, transaction quantities, and transaction prices under each Terminated Transaction had it not been terminated to the equivalent quantities and relevant market prices for the remaining term either quoted by a bona fide third-party offer or which are reasonably expected to be available in the market under a replacement contract for each Terminated Transaction. To ascertain the market prices of a replacement contract, the Non-Defaulting Party may consider, among other valuations, quotations . . Item 15 Page 81 of 231 from Dealers in energy contracts, any or all of the settlement prices of the NYMEX power futures contracts (or NYMEX power options contracts in the case of Physically-Settled Options) and other bona fide third party offers, all adjusted for the length of the remaining term and differences in transmission. It is expressly agreed that the Non-Defaulting Party shall not be required to enter into replacement transactions in order to determine the Termination Payment. (b) The Gains and Losses calculated under paragraph (a) shall be discounted to present value using the Present Value Rate as of the time of termination (to take account to the period between the time notice of termination was effective and when such amount would have otherwise been due pursuant to the relevant transaction). The "Present Value Rate" shall mean the sum of 0.50% plus the yield reported on page "USD" of the Bloomberg Financial Markets Services Screen (or, if not available, any other nationally recognized trading screen reporting on-line intraday trading in United States government securities) at 11:00 a.m. (New York City, New York time) for the United States government securities having a maturity that matches the average remaining term of the Terminated Transactions; and (c) The Non-Defaulting Party shall set off or aggregate, as appropriate, the Gains and Losses (as calculated in Section 22.3(a)) and Costs and notify the Defaulting Party. If the Non-Defaulting Party's aggregate Losses and Costs exceed its aggregate Gains, the Defaulting Party shall, within three (3) Business Days of receipt of such notice, pay the Termination Payment to . . Item 15 Page 82 of 231 the Non-Defaulting Party, which amount shall bear interest at the Present Value rate from the time notice of termination was received until paid. If the Non-Defaulting Party's aggregate Gains exceed its aggregate Losses and Costs, the Non-Defaulting Party, after any set-off as provided in paragraph (d), shall pay the remaining amount to the Defaulting Party within three (3) Business Days of the date notice of termination was received including interest at the Present Value from the time notice of termination was received until the Defaulting Party receives payment. (d) The Non-Defaulting Party shall aggregate or set off, as appropriate, at its election, any or all other amounts owing between the Parties (discounted at the Present Value Rate) under this Agreement and any Confirmation against the Termination Payment so that all such amounts are aggregated and/or netted to a single liquidated amount. The net amount due from any such liquidation shall be paid within three (3) Business Days following the date notice of termination is received. (e) (i) If the Non-Defaulting Party owes the Defaulting Party monies under this Section 22.3, then notwithstanding the three Business Day payment requirement detailed above, the Non-Defaulting Party may elect to pay the Defaulting Party the monies owed under this Section 22.3 over the remaining life of the contract(s) being terminated. The Non-Defaulting Party may make this election by providing written notice to the Defaulting Party within three Business Days of the notice being provided to terminate and liquidate under this Section . . Item 15 Page 83 of 231 22.3. The Non-Defaulting Party shall provide the Defaulting Party with the details on the method for recovering the monies owed over the remaining life of the contract(s). That method shall ensure that the Defaulting Party receives a payment each month through the end of the term of each contract which allows it to receive the monies which would have been due it under Sections 22.3(c) and (d) in total (to be recovered over the term of the contract(s) to replicate as closely as possible the payment streams under such contract(s)) provided that the discounting using the Present Value Rate referenced in Section 22.3 (b) shall not be reflected in determining the amounts to be recovered under this provision. Any disputes as to the methodology shall be resolved pursuant to the dispute resolution procedures in Section 34, with binding arbitration pursuant to Section 34.2 required for disputes as to the methodology if mediation is unsuccessful. (ii) This Section 22.3(e) and the rights and obligations under it shall survive termination of any applicable transactions or agreements. (iii) The Party owed monies under this Section 22.3(e) shall have the right to request credit assurances consistent with Section 27 even after termination of any contract or transaction. (iv) If the Party owing money defaults on its payment obligations consistent with Section 22.1(a) or defaults with regard to providing credit assurances consistent with Section 22.1(d), then the other . . Item 15 Page 84 of 231 Party shall have the right (by written notice) at any time after the Party owing money defaults to require that Party to pay all monies owed under all of the contracts subject to this Section 22.3(e) within three Business Days of receipt of the written notice. The monies to be paid under this accelerated payment provision shall be the remaining amounts to be paid under the contract(s) reflecting a discount using the Present Value Rate from the date of the written notice. (f) If the Defaulting Party disagrees with the calculation of the Termination Payment and the Parties cannot otherwise resolve their differences, the calculation issue shall be submitted to informal dispute resolution as provided in Section 34.1 of this Agreement and thereafter binding dispute resolution pursuant to Section 34.2 if the informal dispute resolution does not succeed in resolving the dispute. Pending resolution of the dispute, the Defaulting Party shall pay the full amount of the Termination Payment calculated by the Non-Defaulting Party within three (3) Business Days (except if the option under 22.3(e) has been invoked in which case the payment times in that provision would apply) of receipt of notice as set forth in Sections 22.3(c) and (d) subject to the Non-Defaulting Party refunding, with interest, pursuant to Section 9.4, any amounts determined to have been overpaid. (g) For purposes of this Section 22.3: . . Item 15 Page 85 of 231 (i) "Gains" means the economic benefit (exclusive of Costs), if any, resulting from the termination of the Terminated Transactions, determined in a commercially reasonable manner as calculated in accordance with this Section 22.3; (ii) "Losses" means the economic loss (exclusive of Costs), if any, resulting from the termination of the Terminated Transactions, determined in a commercially reasonable manner as calculated in accordance with this Section 22.3; (iii) "Costs" means brokerage fees, commissions and other similar transaction costs and expenses reasonably incurred in terminating any specifically related arrangements which replace a Terminated Transaction, transmission and ancillary service costs associated with Terminated Transactions, and reasonable attorneys' fees, if any, incurred in connection with the Non-Defaulting Party enforcing its rights with regard to the Terminated Transactions. The Non- Defaulting Party shall use reasonable efforts to mitigate or eliminate these Costs. (iv) In no event, however, shall a Party's Gains, Losses or Costs include any penalties or similar charges imposed by the Non-Defaulting Party. . . Item 15 Page 86 of 231 22A. DEFAULT IN PAYMENT OF WSPP OPERATING COSTS: 22A.1 A Party shall be deemed to be in default in payment of its share of WSPP operating costs pursuant to Section 7 of this Agreement, if any, when payment is not received within ten (10) days after receipt of written notice. A default by any Party in such payment obligations shall be cured by payment of all overdue amounts together with interest accrued at the rate of one percent (1%) per month, or the maximum interest rate permitted by law, if any, whichever is less, prorated by days from the due date to the date the payment curing the default is made unless and until the Executive Committee shall determine another rate. 22A.2 A defaulting Party, which is in default under Section 22.A1, shall be liable for all costs, including costs of collection and reasonable attorney fees, plus interest as provided in Section 22.A1 hereof. 22A.3 The rights under this Agreement of a Party which is in default of its obligation to pay operating costs under this Agreement for a period of three (3) months or more may be revoked by a vote of the non-defaulting Parties' representatives on the Executive Committee consistent with Section 8.3. The defaulting Party's rights shall not be revoked, however, unless said Party has received at least thirty (30) days written notice of the non-defaulting Parties' intent to revoke such rights. Said notice shall state the date on which the revocation of rights shall become effective if the default is not cured and shall state all actions which must be taken or amounts which must be paid to cure the default. This provision allowing the non-defaulting Parties to revoke such rights is in addition to any other remedies provided in this Agreement or at law and shall in no way limit the non-defaulting Parties' ability to . . Item 15 Page 87 of 231 seek judicial enforcement of the defaulting Party's obligations to pay its share of the operating costs under this Agreement. Upon the effective date of such revocation of rights, the defaulting party shall not be allowed to enter into any new transactions under this Agreement. The defaulting party under the Agreement and Confirmation(s) shall be required to carry out all obligations that existed prior to the effective date of such revocation. If a defaulting Party's rights under this Agreement have been revoked, the Executive Committee may restore that Party's rights upon the defaulting Party paying all amounts due and owing under this Agreement. 22A.4 Upon revocation of the rights of a defaulting Party under this Agreement, costs of the WSPP hereunder shall be equally shared among the remaining Parties. Cost allocation adjustments shall be retroactive to the date of the default. . . Item 15 Page 88 of 231 23. OTHER AGREEMENTS: No provision of this Agreement shall preclude any Party from entering into other agreements or conducting transactions under existing agreements with other Parties or third parties. This Agreement shall not be deemed to modify or change any rights or obligations under any prior contracts or agreements between or among any of the Parties. . . Item 15 Page 89 of 231 24. GOVERNING LAW: This Agreement and any Confirmation shall be governed by and construed in accordance with the laws of the State of Utah, without regard to the conflicts of laws rules thereof. The foregoing notwithstanding, (1) if both the Seller and Purchaser are organized under the laws of Canada, then the laws of the province of the Seller shall govern, or (2) if the Seller or Purchaser is an agency of or part of the United States Government, then the laws of the United States of America shall govern. . . Item 15 Page 90 of 231 25. JUDGMENTS AND DETERMINATIONS: Whenever it is provided in this Agreement that a Party shall be the sole judge of whether, to what extent, or under what conditions it will provide a given service, its exercise of its judgment shall be final and not subject to challenge. Whenever it is provided that (i) a service under a given transaction may be curtailed under certain conditions or circumstances, the existence of which are determined by or in the judgment of a Party, or (ii) the existence of qualifications for membership shall be determined by the Executive Committee pursuant to Section 16, that Party's or the Executive Committee's determination or exercise of judgment shall be final and not subject to challenge if it is made in good faith and not made arbitrarily or capriciously. . . Item 15 Page 91 of 231 26. COMPLETE AGREEMENT: This Agreement and the Confirmation(s), shall constitute the full and complete agreement of the Parties with respect to a transaction, except as provided under Section 32.4. . . Item 15 Page 92 of 231 27. CREDITWORTHINESS: Should a Party's creditworthiness, financial responsibility, or performance viability become unsatisfactory to the other Party in such other Party's reasonably exercised discretion with regard to any transaction pursuant to this Agreement and any Confirmation, the dissatisfied Party (the "First Party") may require the other Party (the "Second Party") to provide, at the Second Party's option (but subject to the First Party's acceptance based upon reasonably exercised discretion), either (1) the posting of a Letter of Credit, (2) a cash prepayment, (3) the posting of other acceptable collateral or security by the Second Party, (4) a Guarantee Agreement executed by a creditworthy entity; or (5) some other mutually agreeable method of satisfying the First Party. The Second Party’s obligations under this Section 27 shall be limited to a reasonable estimate of the damages to the First Party (consistent with Section 22.3 of this Agreement) if the Second Party were to fail to perform its obligations. Events which may trigger the First Party questioning the Second Party's creditworthiness, financial responsibility, or performance viability include, but are not limited to, the following: (1) The First Party has knowledge that the Second Party (or its Guarantor if applicable) are failing to perform or defaulting under other contracts. (2) The Second Party has exceeded any credit or trading limit set out in any Confirmation or other agreement between the Parties. (3) The Second Party or its Guarantor has debt which is rated as investment grade and that debt falls below the investment grade rating by at least one rating agency or is below investment grade and the rating of that debt is downgraded further by at least one rating agency. . . Item 15 Page 93 of 231 (4) Other material adverse changes in the Second Party's financial condition occur. (5) Substantial changes in market prices which materially and adversely impact the Second Party's ability to perform under this Agreement or any Confirmation occur. If the Second Party fails to provide such reasonably satisfactory assurances of its ability to perform a transaction hereunder within three (3) Business Days of demand therefore, that will be considered an Event of Default under Section 22 of this Agreement and the First Party shall have the right to exercise any of the remedies provided for under that Section 22. Nothing contained in this Section 27 shall affect any credit agreement or arrangement, if any, between the Parties. . . Item 15 Page 94 of 231 28. NETTING: 28.1 Parties shall net payments (associated with transactions under this Agreement and Confirmation(s)) in accordance with Exhibit A, if such Parties have executed the form attached as Exhibit A. The Parties’ obligations to net shall include the netting of all payments received by the Parties in the same calendar month. Parties that have executed Exhibit A shall provide a signed copy of Exhibit A to a representative of the WSPP and to any Party that requests a copy and indicate on the WSPP Homepage that they have executed Exhibit A. If a Party indicated its election to net payments on the WSPP Homepage and that Party desires to withdraw its agreement to net, that Party shall provide at least 30 days notice on the WSPP Homepage of the change in its election to net and also shall provide, concurrent with its withdrawal notice, written notice to all Parties with which it has ongoing transactions or with which it has committed to future transactions under the Agreement at the time of the notice. Any such changes in netting status shall apply beginning at least 30 days after notice required by this Section 28.2 is provided and only shall apply to transactions agreed to beginning on or after the date the change in netting status becomes effective. 28.2 The Parties may by separate agreement either through a Confirmation or some other agreement set out specific terms relating to the implementation of the netting in addition to or in lieu of Exhibit A. 28.3 Each Party reserves to itself all rights, set offs, counterclaims, and other remedies and defenses (to the extent not expressly herein waived or denied) which such Party . . Item 15 Page 95 of 231 has or may be entitled to arising from or out of this Agreement and any applicable Confirmation. . . Item 15 Page 96 of 231 29. TAXES: The Contract Price for all transactions under this Agreement shall include full reimbursement for, and the Seller is liable for and shall pay, or cause to be paid, or reimburse the Purchaser for if the Purchaser has paid, all taxes applicable to a transaction that arise prior to the delivery point. If the Purchaser is required to remit such tax, the amount shall be deducted from any sums due to the Seller. The Seller shall indemnify, defend, and hold harmless the Purchaser from any claims for such taxes. The Contract Price does not include reimbursement for, and the Purchaser is liable for and shall pay, cause to be paid, or reimburse the Seller for if the Seller has paid, all taxes applicable to a transaction arising at and from the delivery point, including any taxes imposed or collected by a taxing authority with jurisdiction over the Purchaser. The Purchaser shall indemnify, defend, and hold harmless the Seller from any claims for such taxes. Either Party, upon written request of the other Party, shall provide a certificate of exemption or other reasonably satisfactory evidence of exemption if either Party is exempt from taxes, and shall use reasonable efforts to obtain and cooperate with the other Party in obtaining any exemption from or reduction of any tax. Taxes are any amounts imposed by a taxing authority associated with the transaction. . . Item 15 Page 97 of 231 30. CONFIDENTIALITY: 30.1 The terms of any transaction under this Agreement or any other information exchanged by the Purchaser and Seller relating to the transaction shall not be disclosed to any person not employed or retained by the Purchaser or the Seller or their affiliates, except to the extent disclosure is (1) required by law, (2) reasonably deemed by the disclosing Party to be required to be disclosed in connection with a dispute between or among the Parties, or the defense of any litigation or dispute, (3) otherwise permitted by consent of the other Party, which consent shall not be unreasonably withheld, (4) required to be made in connection with regulatory proceedings (including proceedings relating to FERC, the United States Securities and Exchange Commission or any other federal, state or provincial regulatory agency); (5) required to comply with North American Electric Reliability Organization, regional reliability council, or successor organization requirements; (6) necessary to obtain transmission service; or (7) to a developer of an index of electric power prices in accordance with Section 30.2. In the event disclosure is made pursuant to this provision, the Parties shall use reasonable efforts to minimize the scope of any disclosure and have the recipients maintain the confidentiality of any documents or confidential information covered by this provision, including, if appropriate, seeking a protective order or similar mechanism in connection with any disclosure. This provision shall not apply to any information that was or is hereafter in the public domain (except as a result of a breach of this provision). 30.2 A Party may disclose the terms of transactions under this Agreement, excluding the identities of parties, to any developer of any index of electric power prices without . . Item 15 Page 98 of 231 violation of the confidentiality obligations under Section 30.1 if: (1) the disclosing Party and the index developer have entered into a written agreement, prior to the disclosure, under which the developer has agreed to use the information solely for the development of an index of electric power prices for publication and not for any other purpose; and (2) the index with respect to which disclosure is made is an aggregation of terms of transactions and does not identify terms of single transactions or the identities of parties to transactions. . . Item 15 Page 99 of 231 31. TRANSMISSION TARIFF: Pursuant to FERC Order No. 888, issued on April 24, 1996, and FERC orders where applicable, the WSPP Default Transmission Tariff has been filed and has become effective. The Parties agree to be bound by the terms of that Tariff for so long as they are WSPP members. . . Item 15 Page 100 of 231 32. TRANSACTION SPECIFIC TERMS AND ORAL AGREEMENTS: 32.1 General 32.1.1 A Confirmation shall include, at a minimum, the Standard Confirmation Provisions. (See Exhibit C for a sample). Subject to the limitations in Section 32.2 (Standard Confirmation Provisions) and Section 32.3 (Non- Standard Confirmation Provisions), the Confirmation shall be made in writing by a Documentary Writing or an Electronic Writing, or shall be an Electronic Platform Confirmation. 32.1.2 Pursuant to the provisions of this Section 32, the Parties to a transaction under this Agreement may agree to modify any term of this Agreement (other than provisions regarding the operation of the WSPP as an organization including Sections 7 and 8) which applies to such transaction, such agreement to be stated in a Confirmation or Confirmations. 32.1.3 Sections 32.2 and 32.3 shall not apply to an Electronic Platform Confirmation. Parties may amend an Electronic Platform Confirmation in accordance with the procedures, if any, of the applicable platform or exchange or in any other manner this Agreement permits. Each Electronic Platform Confirmation between WSPP members shall be subject to this Agreement, unless the transaction specified in the Electronic Platform Confirmation is subject to another agreement between the Parties other than a master Confirmation applicable to the Parties’ WSPP Confirmations. 32.2 Process For Confirming Standard Confirmation Provisions. . . Item 15 Page 101 of 231 32.2.1 Confirmation of Standard Confirmation Provisions For Transactions of Less Than One Week in Duration. Confirmation for Standard Confirmation Provisions applicable to transactions of less than one week in duration may be through: (i) a Documentary Writing (including a Confirmation which is not executed by both Parties but which is binding under Section 32.2.3) or (ii) an Electronic Writing. Notwithstanding the foregoing sentence, with respect to a transaction of less than one week in duration as agreed in an Electronic Writing and that is to commence within one week of that agreement, a subsequent proposed confirming Documentary Writing under Section 32.2.3 shall not vary the terms of the Electronic Writing unless the Documentary Writing is executed by both Parties. 32.2.2 Standard Confirmation Provisions For Transactions of One Week or More in Duration. Written confirmation shall be required for all Standard Confirmation Provisions for transactions of one week or more in duration. Such written confirmation may be made by a Documentary Writing executed by both Parties or a Documentary Writing not executed by both Parties but which is binding under Section 32.2.3. 32.2.3 Written Confirmation Process for Standard Confirmation Provisions. . . Item 15 Page 102 of 231 The Seller shall provide a proposed Documentary Writing containing the proposed Standard Confirmation Provisions which must be received by the Purchaser within five Business Days of the date of the agreement to the transaction. The Purchaser shall have five Business Days from date of receipt to accept or propose modifications to the proposed Documentary Writing. If the Purchaser does not respond within that time period, the Seller’s proposed Documentary Writing shall be considered as accepted and shall be the final Confirmation. If the Seller fails to provide a proposed Documentary Writing within the five Business Days period, then, within the immediately subsequent five Business Days, the Purchaser may submit a proposed Documentary Writing to the Seller. The Seller shall then have five Business Days from date of receipt to accept or propose modifications to the proposed Documentary Writing. If the Seller does not respond within that time period, the Purchaser’s proposed Documentary Writing shall be considered as accepted and shall be the final Confirmation. 32.3 Process for Confirming Non-Standard Confirmation Provisions. 32.3.1 Non-Standard Confirmation Provisions for Transactions of Less Than One Week in Duration. Confirmation for Non-Standard Confirmation Provisions for a transaction of less than one week in duration only may be through: (i) an Electronic Writing; or (ii) in a Documentary Writing executed by both Parties. 32.3.2 Non-Standard Confirmation Provisions for Transactions of One Week or More in Duration. Confirmation for Non-Standard Confirmation . . Item 15 Page 103 of 231 Provisions for transactions of one week or more only shall be through a Documentary Writing executed by both Parties. 32.3.3 WSPP Agreement is a Default Agreement. If the Parties to a transaction (i) do not reach agreement on any proposed Non-Standard Confirmation Provision and (ii) do not confirm it under Section 32.3.1 or 32.3.2, as applicable, then the term or terms of the Agreement, which the Parties could not reach agreement to modify or change or which are not considered modified pursuant to this Section 32.3, shall apply to the transaction. 32.4 Prior Discussions And Statements 32.4.1 A Confirmation under Section 32.2 and/or 32.3, shall, together with this Agreement, be an integrated contract with respect to the transaction, shall supersede all discussions and negotiations with respect thereto, and are intended by the Parties as a final expression of their agreement with respect to such terms as are included therein and may not be contradicted by evidence of any prior agreement unless there is clear and convincing evidence of a mutual mistake in the Confirmation. 32.4.2 Notwithstanding any provision in this Agreement (including Sections 32.3.2 and 32.4.1), until the Confirmation has become final in accordance with Sections 32.2 and/or 32.3 for a transaction, any oral agreement or electronic communication establishing agreement of the Parties relating to such transaction shall remain valid and binding. . . Item 15 Page 104 of 231 32.5 The Parties agree not to contest, or assert any defense with respect to, the validity or enforceability of any agreement to the terms concerning a specific transaction, on the basis that documentation of such terms fails to comply with the requirements of any statute that agreements be written or signed. Each Party consents to the recording by the other Party, without any further notice, of telephone conversations between representatives of the Parties, which contain agreements to or discussion concerning the terms of a specific transaction. All such recordings may be introduced and admitted into evidence for the purpose of proving agreements to terms, and any objection to such introduction or admission for such purpose is hereby expressly waived. 32.6 In the event of a conflict between a binding and effective Confirmation and this Agreement, the Confirmation shall govern. 32.7 The Seller shall not be required to file any Confirmation with FERC except as provided in the Service Schedules. 32.8 Other Products and Service Levels: The Parties may apply this Agreement and make a Confirmation with respect to a product/service level defined under any other document or form of agreement (e.g., the California ISO tariff, the ERCOT agreement or the EEI agreement). The confirmation process set forth in Section 32.3 shall apply to any such Confirmation. Unless the Parties expressly state and agree that all the terms and conditions of such other agreement will apply to any such transaction consistent with Section 32.3, the transaction shall be subject to all the terms of this Agreement, except that (1) all service level/product definitions, (2) force majeure/uncontrollable force definitions, and (3) other terms as mutually . . Item 15 Page 105 of 231 agreed shall have the meaning ascribed to them in the different agreement or in the applicable Confirmation. 32.9 Reserved. 32.10 The Parties may agree to modify terms of this Agreement for more than one transaction pursuant to a separate written agreement (a “master confirmation agreement”), which agreement shall be considered part of each Confirmation between the Parties and shall apply to all transactions entered into between the two Parties unless the Parties specifically agree to override such changes for a particular transaction consistent with the procedure in Section 32.2 or 32.3, whichever is applicable. . . Item 15 Page 106 of 231 33. PERFORMANCE, TITLE, AND WARRANTIES FOR TRANSACTIONS UNDER SERVICE SCHEDULES: 33.1 Performance 33.1.1 The Seller shall deliver to the delivery point(s) as agreed to in the applicable Confirmation and sell to the Purchaser in accordance with the terms of the Agreement and such Confirmation. 33.1.2 The Purchaser shall receive and purchase the Contract Quantity, as agreed to by the Parties in the applicable Confirmation, at the delivery point(s) and purchase from the Seller in accordance with the terms of the Agreement and such Confirmation. 33.2 Title and Risk of Loss Title to and risk of loss of the electric energy shall pass from the Seller to the Purchaser at the delivery point agreed to in the Confirmation; provided, however, with regard to federal agencies or parts of the United States Government, title to and risk of loss shall pass to Purchaser to the extent permitted by and consistent with applicable law. 33.3 Warranties The Seller warrants that it will transfer to the Purchaser good title to the electric energy sold under the Agreement and any Confirmation, free and clear of all liens, claims, and encumbrances arising or attaching prior to the delivery point and that Seller's sale is in compliance with all applicable laws and regulations. THE SELLER HEREBY DISCLAIMS ALL OTHER WARRANTIES, . . Item 15 Page 107 of 231 EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. . . Item 15 Page 108 of 231 34. DISPUTE RESOLUTION: 34.1 INFORMAL DISPUTE RESOLUTION Before binding dispute resolution or any other form of litigation may proceed, any dispute between the Parties to a transaction under this Agreement first shall be referred to nonbinding mediation except for actions taken pursuant to Section 21.2. The Parties shall attempt to agree upon a mediator from a list of ten (10) candidates provided by the Chairman of the WSPP Operating Committee or his or her designee. If the Parties are unable to agree, then the Chairman or the designee shall appoint a mediator for the dispute. Neither the mediator nor the person involved on behalf of the WSPP in developing a list of mediators for the Parties to choose from or in selecting the mediator (if the Parties are unable to do so) shall possess a direct or indirect interest in either Party or the subject matter of the mediation. The WSPP shall establish procedures for the appointment of mediators and the conduct of mediation and those procedures shall apply to the mediation. 34.2 BINDING DISPUTE RESOLUTION The Parties to a dispute may elect binding dispute resolution using the following process unless binding arbitration of certain disputes is required under this Agreement in which event the Parties shall use the process set forth in this Section 34.2 to resolve such disputes, unless the Parties otherwise agree: (a) WSPP Dispute Resolution: A Party to a dispute (if binding dispute resolution is required) or all Parties to a dispute (if agreement of the Parties is required for binding dispute resolution) may initiate binding dispute . . Item 15 Page 109 of 231 resolution under WSPP procedures by notifying the Chairman of the WSPP Operating Committee or his or her designee. The Chairman or his or her designee shall provide the Parties with a list of ten (10) eligible arbitrators. Within ten (10) days of receiving the list, the Parties shall agree on a single arbitrator from the list to conduct the arbitration, or notify the Chairman of the Operating Committee or the designee of their inability to reach agreement. If notified of the Parties inability to reach agreement, then the Chairman or the designee shall choose the arbitrator from the list within five (5) days. Neither the arbitrator nor the person involved on behalf of the WSPP in developing a list of arbitrators for the Parties to choose from or in selecting the arbitrator (if the Parties are unable to do so) shall possess a direct or indirect interest in either Party or the subject matter of the arbitration. The Procedures to be used for this arbitration shall follow the arbitration procedures which shall be developed and maintained by the WSPP and the procedures will be generally consistent with the commercial arbitration rules of the American Arbitration Association though not involving the Association. If the Parties agree to binding dispute resolution under this Section 34.2, each Party understands that it will not be able to bring a lawsuit concerning any dispute that may arise which is covered by this arbitration provision. Notwithstanding the foregoing, nothing herein is intended to waive any provision of the Federal Arbitration Act, 9 U.S.C. § 1, et. seq., or any right under state statute . . Item 15 Page 110 of 231 or common law to challenge an arbitration award or to prevent any action to enforce any arbitration award. A Party's liability and damages under any arbitration award resulting from the process set forth in this Section 34.2 shall be limited as provided in this Agreement or in any Confirmation. 34.3 COSTS Each Party shall be responsible for its own costs and those of its counsel and representatives. The Parties shall equally divide the costs of the arbitrator or mediator and the hearing. 34.4 CONFIDENTIALITY Any arbitration or mediation under this Section 34 shall be conducted on a confidential basis and not disclosed, including any documents or results which shall be considered confidential, unless the Parties otherwise agree or such disclosure is required by law. . . Item 15 Page 111 of 231 35. FORWARD CONTRACTS: The Parties acknowledge and agree that all transactions under the Agreement and Confirmation(s) are forward contracts and that the Parties are forward contract merchants, as those terms are used in the United States Bankruptcy Code. The Parties acknowledge and agree that all of their transactions, together with this Agreement and the related Confirmation(s) form a single, integrated agreement, and agreements and transactions are entered into in reliance on the fact that the agreements and each transaction form a single agreement between the Parties. . . Item 15 Page 112 of 231 36. TRADE OPTION EXEMPTION The Parties intend that any Physically Settled Option under this Agreement shall qualify under the trade option exemption, 17 C.F.R. § 32.3. Accordingly, each Party buying or selling a Physically Settled Option agrees and warrants that any such option shall be offered only to a provider, user, or merchant and that the entities entering into the options are doing so solely for purposes related to their business. . . Item 15 Page 113 of 231 37. ADDITIONAL REPRESENTATIONS AND WARRANTIES: Each Party warrants and represents to the other(s) that it possesses the necessary corporate, governmental and legal authority, right and power to enter into and agree to the applicable Confirmation for a transaction or transactions and to perform each and every duty imposed, and that the Parties' agreement to buy and sell power under this Agreement and the Confirmation represents a contract. Each Party also warrants and represents to the other(s) that each of its representatives executing or agreeing through a Confirmation to a transaction under this Agreement is authorized to act on its behalf. Each Party further warrants and represents that entering into this Agreement and any applicable Confirmation does not violate or conflict with its Charter, By-laws or comparable constituent document, any law applicable to it, any order or judgment of any court or other agency of government applicable to it or any agreement to which it is a party and that this Agreement and applicable Confirmation, constitute a legal, valid and binding obligation enforceable against such Party in accordance with the terms of such agreements. Each Party also represents that it is solvent and that on each delivery this representation shall be deemed renewed unless notice to the contrary is given in writing by the Purchaser to the Seller before delivery. . . Item 15 Page 114 of 231 38. FLOATING PRICES: 38.1 In the event the Parties intend that the price for a transaction is to be based on an index, exchange or any other kind of variable reference price (such price being a “Floating Price”), the Parties shall specify the “Floating Price” to be used to calculate the amounts in a Confirmation due Seller for that transaction. 38.2 Market Disruption. If a Market Disruption Event has occurred and is continuing during the Determination Period, the Floating Price for the affected Trading Day shall be determined as follows. The Parties shall negotiate in good faith to agree on a Floating Price (or a method for determining a Floating Price) for the affected Trading Day. If the Parties have not so agreed on or before the twelfth Business Day following the first Trading Day on which the Market Disruption Event occurred or existed, then the Floating Price shall be determined in good faith by the Parties based upon (1) quotes from Dealers in energy contracts; and/or (2) quotes from Brokers in energy contracts. Each Party may obtain up to a maximum of four quotes which must be provided to the other Party no later than twenty-two Business Days following the first Business Day on which the Market Disruption Event occurred or existed. These quotes shall reflect transacted prices. The Floating Price for the affected Trading Day shall equal a simple average of the quotes obtained and provided by the Parties consistent with the provisions of this Section 38. Each Party providing quote(s) to the other Party also shall identify to that other Party the Dealer(s) and/or the Broker(s) who provided each of the quotes to allow verification. . . Item 15 Page 115 of 231 “Determination Period” means each calendar month during the term of the relevant transaction; provided that if the term of the transaction is less than one calendar month the Determination Period shall be the term of the transaction. “Market Disruption Event” means, with respect to an index, any of the following events (the existence of which shall be determined in good faith by the Parties): (a) the failure of the index to announce or publish information necessary for determining the Floating Price; (b) the failure of trading to commence or the permanent discontinuation or material suspension of trading in the relevant options contract or commodity on the exchange or market acting as the index; (c) the temporary or permanent discontinuance or unavailability of the index; (d) the temporary or permanent closing of any exchange acting as the index; or (e) a material change in the formula for or the method of determining the Floating Price. “Trading Day” means a day in respect of which the relevant price source published the relevant price or would have published the relevant price but for the Market Disruption Event. 38.3 Calculation of Floating Price. For the purposes of the calculation of a Floating Price, all numbers shall be rounded to three (3) decimal places. If the fourth (4th) decimal number is five (5) or greater, then the third (3rd) decimal number shall be increased by one (1), and if the fourth (4th) decimal number is less than five (5), then the third (3rd) decimal number shall remain unchanged. 38.4 Corrections. For the purposes of determining the relevant prices for any day, if the price published or announced on a given day and used or to be used to determine the relevant price is subsequently corrected and the correction is published or announced by the person responsible for that publication or announcement, either . . Item 15 Page 116 of 231 Party may notify the other Party of (i) that correction and (ii) the amount (if any) that is payable as a result of that correction. If a Party gives notice that an amount is so payable, the Party that originally either received or retained such amount will pay such amount consistent with the provisions of this Section 38.4. The amount that is payable as a result of the correction shall be included in the billing cycle in which the notice of the correction is provided. . . Item 15 Page 117 of 231 39. AMENDMENT: 39.1 This Agreement may be amended upon the submission to FERC and acceptance by FERC of that amendment. The effective date of the amendment shall be the date on which FERC allows the amendment to become effective; provided, however, if the FERC orders a hearing on a filing under Section 205 of the Federal Power Act proposing an amendment to this Agreement, the amendment as it may be revised by the FERC shall not become effective until the FERC issues its final order (i.e. its order on rehearing before any judicial review) on the amendment. The Parties through the Executive Committee shall direct the filing of any amendments. The Parties to this Agreement agree to bound by this Agreement as it may be amended, provided that the Parties possess the right to challenge any amendments at FERC and to exercise any applicable withdrawal rights under this Agreement. 39.2 Unless otherwise stated in the amendment, all amendments shall apply only to new transactions entered into or agreed to on or after the effective date of the amendment. Preexisting agreements and transactions shall operate under the version of the WSPP Agreement effective at the time of the agreement for the transaction unless the Parties to a transaction or transactions mutually agree otherwise. 39.3 An agreement modifying this Agreement or a Confirmation for a transaction needs no consideration to be binding. . . Item 15 Page 118 of 231 40. EXECUTION BY COUNTERPARTS: This Agreement may be executed in any number of counterparts, and upon execution by all Parties, each executed counterpart shall have the same force and effect as an original instrument and as if all Parties had signed the same instrument. Any signature page of this Agreement may be detached from any counterpart of this Agreement without impairing the legal effect of any signatures thereon, and may be attached to another counterpart of this Agreement identical in form hereto but having attached to it one or more signature pages. . . Item 15 Page 119 of 231 41. WITNESS: IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed by their duly authorized representative as of the 27th day of July, 1991 (or as of the date of execution of this Agreement by each Party's duly authorized representation, in the case of any Party that becomes a signatory to this Agreement subsequent to July 27, 1991). By:________________________________ Name of signing official: Title: Name of Member: Date: . . Item 15 Page 120 of 231 EXHIBIT A NETTING Each Party that executes this Exhibit A to the Agreement agrees to net payments for transactions under the WSPP Agreement and the applicable Confirmation(s) with any other Party or Parties which also have agreed to net payments by executing a copy of this Exhibit A. The Party executing this Exhibit A shall indicate below when it desires that its agreement to net becomes effective. A Party agreeing to net under this Exhibit A shall comply with the provisions of Section 28.2 of the Agreement. Defined terms used herein are as defined in the WSPP Agreement. Netting shall be done in accordance with the following provision: If the Purchaser and Seller are each required to pay an amount on the payment due date in the same month for transactions under the Agreement and Confirmation(s), then such amounts with respect to each Party will be aggregated and the Parties will discharge their obligations to pay through netting, in which case the Party owing the greater aggregate amount will pay to the other party the difference between the amounts owed consistent with the payment times in Section 9.2 of the Agreement, unless the Parties have otherwise agreed to a different payment time as allowed by the Agreement. Each Party reserves to itself all rights, set-offs, counterclaims and other remedies and/or defenses to which it is or may be entitled, arising from or out of the Agreement. All outstanding payments between the Parties which are to be netted pursuant to this Exhibit A for transactions under WSPP Agreement and the applicable Confirmation(s) shall be offset against each other or set off or recouped therefrom. __________________________________ __________________________ Name of Authorized Representative Effective Date for Netting __________________________________ Name of WSPP Member __________________________________ __________________________ Signature of Authorized Date of Execution Representative . . Item 15 Page 121 of 231 [WSPP SAMPLE FORM – PARTIES ARE FREE TO USE THIS OR DISREGARD IT.] EXHIBIT B FORM OF COUNTERPARTY GUARANTEE AGREEMENT This Guarantee Agreement (this “Guarantee”), dated, as of [__________], 199[__], is made and entered into by [_____________], a [__________] corporation (“Guarantor”). WITNESSETH: WHEREAS, [___________________] (the “Company”) may enter into transactions involving power sales under the WSPP Agreement (“WSPP Agreement”) and related Confirmation(s)1 (collectively “Agreements”) with [Company Name] (“Guaranteed Party”); and WHEREAS, Guarantor will directly or indirectly benefit from the Agreements. NOW THEREFORE, in consideration of the Guaranteed Party agreeing to conduct business with Company, Guarantor hereby covenants and agrees as follows: 1. GUARANTY. Subject to the provisions hereof, Guarantor hereby irrevocably and unconditionally guarantees the timely payment when due of the obligations of Company (the “Obligations”) to the Guaranteed Party in accordance with the Agreements. If Company fails to pay any Obligations, Guarantor shall promptly pay to the Guaranteed Party no later than the next Business Day (as defined in the WSPP Agreement), after notification, the amount due in the same currency and manner provided for in the Agreements. This Guarantee shall constitute a guarantee of payment and not of collection. Guarantor shall have no right of subrogation with respect to any payments it makes under this Guarantee until all of the Obligations of Company to the Guaranteed Party are paid in full. The liability of Guarantor under the Guarantee shall be subject to the following: (a) Guarantor’s liability hereunder shall be and is specifically limited to payments expressly required to be made in accordance with the Agreements (even if such payments are deemed to be damages) and, except to the extent specifically provided in the Agreements, in no event shall Guarantor be subject hereunder to consequential, exemplary, equitable, loss of profits, punitive, tort, or any other even if such fees together with the payments exceed the cap in Section 1(b), damages, costs, except that Guarantor shall be required to pay reasonable attorney fees. (b) The aggregate liability of the Guarantor shall not exceed [_____] Million U.S. Dollars [___________]. 2. DEMANDS AND NOTICE. If Company fails or refuses to pay any Obligations, the Guaranteed Party may make a demand upon Guarantor (hereinafter referred to as a “Payment 1 . . Item 15 Page 122 of 231 Demand”). A Payment Demand shall be in writing and shall reasonably and briefly specify in what manner and what amount Company has failed to pay and an explanation of why such payment is due, with a specific statement that the Guaranteed Party is calling upon Guarantor to pay under this Guarantee. A Payment Demand satisfying the foregoing requirements shall be deemed sufficient notice to Guarantor that it must pay the Obligations. A single written Payment Demand shall be effective as to any specific default during the continuance of such default, until Company or Guarantor has cured such default, and additional Payment Demands concerning such default shall not be required until such default is cured. 3. REPRESENTATIONS AND WARRANTIES. Guarantor represents and warrants that: (a) it is a corporation duly organized and validly existing under the laws of the State of [_____________] and has the corporate power and authority to execute, deliver and carry out the terms and provisions of this Guarantee; (b) no authorization, approval, consent or order of, or registration or filing with, any court or other governmental body having jurisdiction over Guarantor is required on the part of Guarantor for the execution and delivery of this Guarantee; and (c) this Guarantee constitutes a valid and legally binding agreement of Guarantor enforceable against Guarantor in accordance with its terms, except as the enforceability of this Guarantee may be limited by the effect of any applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting creditors’ rights generally and by general principles of equity. 4. EFFECT OF BANKRUPTCY BY COMPANY. The Guarantor’s obligation to pay under this Guarantee shall not be affected in any way by the institution with respect to the Company of a bankruptcy, reorganization, moratorium or similar insolvency proceeding or other relief under any bankruptcy or insolvency law affecting creditor’s rights or a petition for the Company’s winding-up or liquidation. 5. AMENDMENT. No term or provision of this Guarantee shall be amended, modified, altered, waived, or supplemented except in a writing signed by the Guarantor and Guaranteed Party hereto. 6. WAIVERS. Guarantor hereby waives (a) notice of acceptance of this Guarantee; (b) presentment and demand concerning the liabilities of Guarantor, except as expressly hereinabove set forth; and (c) any right to require that any action or proceeding be brought against Company or any other person, or except as expressly hereinabove set forth, to require that the Guaranteed Party seek enforcement of any performance against Company or any other person, prior to any action against Guarantor under the terms hereof. Except as to applicable statutes of limitation, no delay of the Guaranteed Party in the exercise of, or failure to exercise, any rights hereunder shall operate as a waiver of such rights, a waiver of any other rights or a release of Guarantor from any obligations hereunder. . . Item 15 Page 123 of 231 Guarantor consents to the renewal, compromise, extension, acceleration or other changes in the time of payment of or other changes in the terms of the Obligations, or any part thereof or any changes or modifications to the terms of the Agreements. Guarantor may terminate this Guarantee by providing written notice of such termination to the Guaranteed Party and upon the effectiveness of such termination, Guarantor shall have no further liability hereunder, except as provided in the last sentence of this paragraph. No such termination shall be effective until fifteen (15) Business Days after receipt by the Guaranteed Party of such termination notice. No such termination shall affect Guarantor’s liability with respect to any obligations arising under any transaction entered into prior to the time the termination is effective, which transaction shall remain guaranteed pursuant to the terms of this Guarantee. 7. ASSIGNMENT. The Guarantor shall not assign this Guarantee without the express written consent of the Guaranteed Party. The Guaranteed Party shall be entitled to assign its rights under this Agreement in its sole discretion. . . Item 15 Page 124 of 231 8. NOTICE. Any Payment Demand, to the Guaranteed Party or the Guarantor notice, request, instruction, correspondence or other document to be given hereunder by any party to another (herein collectively called “Notice”) shall be in writing and delivered personally or mailed by certified mail, postage prepaid and return receipt requested, or by telegram or telecopier, as follows: To [Name of Guaranteed Party] ____________________________ ____________________________ ____________________________ Attn: _______________________ Fax No.: (___) ________________ To Guarantor: ____________________________ ____________________________ ____________________________ Attn: _______________________ Fax No.: (___) ________________ Notice given by personal delivery or mail shall be effective upon actual receipt. Notice given by telegram or telecopier shall be effective upon actual receipt if received during the recipient’s normal business hours, or at the beginning of the recipient’s next business day after receipt if not received during the recipient’s normal business hours. All Notices by telegram or telecopier shall be confirmed promptly after transmission in writing by certified mail or personal delivery. Any party may change any address to which Notice is to be given to it by giving notice as provided above of such change of address. 8. MISCELLANEOUS. THIS GUARANTEE SHALL IN ALL RESPECTS BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF [State], WITHOUT REGARD TO PRINCIPLES OF CONFLICTS OF LAWS. This Guarantee shall be binding upon Guarantor, its successors and assigns and inure to the benefit of and be enforceable by the Guaranteed Party, its successors and assigns. The Guarantee embodies the entire agreement and understanding between Guarantor and the Guaranteed Party and supersedes all prior agreements and understandings relating to the subject matter hereof. The headings in this Guarantee are for purposes of reference only, and shall not affect the meaning hereof. This Guarantee may be executed in any number of counterparts, each of which shall be an original, but all of which together shall constitute one instrument. EXECUTED as of the day and year first above written. [___________________________] By: ________________________ Name: ______________________ Title: _______________________ . . Item 15 Page 125 of 231 EXHIBIT C SAMPLE FORM FOR CONFIRMATION 1. Transaction Specific Agreements The undersigned Parties agree to sell and purchase electric energy, or a Physically- Settled Option, pursuant to the WSPP Agreement as it is supplemented and modified below: (a) Seller: __________________________________ (b) Purchaser: __________________________________ (c) Period of Delivery: From __\__\__ To __\__\__ (d) Schedule (Days and Hours): __________________ (e) Delivery Rate:________________________________ (f) Delivery Point(s): __________________________ (g) Type of Service (Check as Applicable) Service Schedule A _________ Service Schedule B _________ Service Schedule C _________ Physically-Settled Option Service Schedule B ______ Physically-Settled Option Service Schedule C ______ Other products per Section 32.6 _________________ [Describe Product] (h) Contract Quantity: ________ Total MWhrs. (i) Contract or Strike Price: _____________________ (j) Transmission Path for the Transaction (If Applicable): (k) Date of Agreement if different: _____________ (l) Additional Information for Physically-Settled Options (i) Option Type: Put __________Call______________ (ii) Option Style: __________ (iii) Exercise Date or Period: __________ (iv) Premium: __________ (v) Premium Payment Date: _________ (vi) Method for providing notice of exercise ________________________ (m) Special Terms and Exceptions: See Attachment A [Special Terms and Exceptions shall be shown on an Attachment to this Confirmation.] ___________________________ ___________________________ Name of Trader for Purchaser Name of Trader for Seller ___________________________ ___________________________ Authorized Signature Authorized Signature for Purchaser for Seller . . Item 15 Page 126 of 231 ___________________________ ___________________________ Date Date . . Item 15 Page 127 of 231 EXHIBIT D WSPP MEDIATION AND ARBITRATION PROCEDURES I. MEDIATION A.Informal Mediation. WSPP members with a dispute or a potential dispute involving transactions under the WSPP Agreement may request non-binding, informal mediation by contacting the WSPP’s General Counsel and by providing a brief explanation in writing of the dispute and the remedy being sought. All parties to the dispute must request this Informal Mediation for it to become effective. After this contact, a telephonic conference call will be arranged among the affected WSPP members and the WSPP’s General Counsel, the Chairman of the Operating Committee, and/or some other independent and knowledgeable person requested by the Chairman of the Operating Committee to participate. The purpose of the conference call will be to discuss the issues and to have an independent person or persons state their views. Best efforts will be made to set up this conference call within five Business Days after the WSPP’s General Counsel is contacted subject to accommodating the schedules of all involved. This Informal Mediation shall be considered as satisfying the Mediation requirements of Section 34.1 of the WSPP Agreement. B.Initiating Formal Mediation. A WSPP member which believes that it possesses a claim against another WSPP member relating to a WSPP transaction, which is unable to resolve the dispute through agreement with the other member to the transaction, and which desires to pursue that claim shall initiate non-binding formal mediation pursuant to Section 34.1 of the WSPP Agreement. The member . . Item 15 Page 128 of 231 initiating such mediation shall do so by Serving written notice to the Chairman of the WSPP Operating Committee, the WSPP’s General Counsel, and the other members against which the claim is directed. Such notice shall state the nature of the dispute, the remedy sought, and support the claim. C.Response to Document Initiating Formal Mediation. Within eight days, the member or members against which the claim is directed may provide a response to the notice which shall be Served on the member which initiated the Mediation, the Chairman of the WSPP’s Operating Committee, and the WSPP’s General Counsel. D.Choosing the Mediator. The Mediator shall be chosen in accordance with the procedures set forth in Section 34.1 of the WSPP Agreement. Each Party may suggest persons to be included on the list of Mediators to be presented to the Parties provided that these suggested persons shall be provided to the WSPP Representative together with relevant personal histories within two Business Days of the date by which time the list of Mediators is to be sent out. The WSPP Representative shall allow at least one person suggested by each Party to be added to the list of Mediators. A brief personal history of each person on the list of potential mediators shall be provided to the Parties, with that history showing the person’s employment over the last five years and any other relevant facts. The WSPP Representative shall provide the Parties with the list of Mediators within five days of receipt of notice of the dispute. The Parties then shall have five days in which to reach agreement on a Mediator or inform the WSPP Representative that they were unable to reach agreement in which event the WSPP Representative shall appoint the Mediator consistent with Section 34.1 of the WSPP Agreement. Upon . . Item 15 Page 129 of 231 request of the Parties for expedition, the WSPP Representative shall use best efforts to expedite this process. E.Location for the Formal Mediation. The Parties shall agree on a location for the Mediation. If the Parties fail to reach agreement, then the WSPP Representative shall set the location which shall be convenient for the Parties and the Mediator. F.Time for the Formal Mediation. The Parties shall agree on the time for the Mediation after consultation with the Mediator if one has been appointed. If the Parties fail to reach agreement, then the WSPP Representative shall set the time which shall not be more than twenty-one days after the notice initiating the Mediation is received after consultation with the Parties and any Mediator. G.Conduct of the Formal Mediation. The Mediator shall have the ability to conduct the Mediation in any manner which the Mediator believes is appropriate to facilitate resolution of the dispute. Each Party shall have at least one representative with the authority to settle the dispute present at the Mediation. The Mediation shall be private and confidential and the Mediator shall have the authority to exclude any person not directly involved unless the Parties agree otherwise in writing. At the Mediation, each Party shall have the right to make a brief presentation of its case and to question the other Party. Each Party also may be represented by counsel. H.Replacement of the Mediator. If the Mediator resigns, withdraws or is no longer able to serve, then the Parties shall have two Business Days in which to agree on a new Mediator. If the Parties are unable to agree within such time, the WSPP Representative shall appoint a replacement Mediator from the list used to select the first Mediator within two Business Days after being notified that the Parties are . . Item 15 Page 130 of 231 unable to agree. The dates and deadlines in this section may require modification if the mediator is replaced. Any extensions shall be as limited as possible. II. ARBITRATION A.Initiating Arbitration. A WSPP member which initiates Arbitration pursuant to Section 34.2 of the WSPP Agreement shall do so by Serving the Chairman of the WSPP Operating Committee, the WSPP General Counsel and the members against which the claim is directed with written notice of its demand for arbitration. Such notice shall state the nature of the dispute, the remedy sought, and support the claim. B.Response. Within ten days of receipt of the notice, any member or members against which the claim is directed may provide a response to the notice. Such response must include any counterclaims which the member believes are appropriate. If a counterclaim is submitted, then the member which submitted the notice may respond to the counterclaim within ten days of receipt. All such responses shall be Served on the Parties, the Chairman of the WSPP Operating Committee, and the WSPP General Counsel. C.Choosing the Arbitrator. The Arbitrator shall be chosen in accordance with the procedures set forth in Section 34.2 of the WSPP Agreement. Each Party may suggest persons to be included on the list of Arbitrators to be presented to the Parties provided that these suggested persons are provided to the WSPP Representative together with relevant personal histories within two business days of the date by which time the list of Arbitrators is to be sent out. The WSPP Representative shall allow at least one person suggested by each Party to be added to the list of potential Arbitrators. A brief personal history of each person on the list of potential . . Item 15 Page 131 of 231 Arbitrators shall be provided to the Parties, with that history showing the person’s employment over the last five years and any other relevant facts. The WSPP Representative shall provide the Parties with the list of Arbitrators within seven days of receipt of notice of the request for Arbitration. The Parties then shall have ten days in which to reach agreement on the Arbitrator or to inform the WSPP Representative that they were unable to reach agreement in which event the WSPP Representative shall appoint the Arbitrator consistent with Section 34.2 of the Agreement. Upon request of the Parties for expedition, the WSPP Representative shall use best efforts to cause this process to be expedited. D.Location for the Arbitration. The Parties shall agree on a location for the Arbitration. If the Parties fail to reach agreement, then the WSPP Representative shall set the location which shall be convenient for the Parties and the Arbitrator. E.Time for the Arbitration. The Parties shall agree on the time for the Arbitration and coordinate that time with the Arbitrator if one has been agreed to or appointed. If the Parties fail to reach agreement, then the WSPP Representative shall set the time which shall not be more than 60 days after the notice is received. The WSPP Representative shall set a time after consultation with the Parties and the Arbitrator to check their schedules. F.Discovery. After appointment of the Arbitrator, each Party shall be entitled to obtain relevant documents from the other Parties and to take depositions. Each Party shall respond to such a document request within seven days of receipt of the request and make its employees or consultants available for depositions to the extent that the employee or consultant possesses knowledge and information . . Item 15 Page 132 of 231 relevant to the dispute. Each Party shall disclose documents that are confidential or commercially sensitive subject to a reasonable protective order. Any disputes concerning discovery shall be promptly referred to the Arbitrator who shall have authority to resolve such disputes, including the authority to require attendance of witnesses at depositions. The Federal Rules of Civil Procedure shall apply to discovery under these procedures. G.Conduct of Arbitration if the Parties Agree to Waive an Oral Hearing. If the Parties agree to waive an oral hearing, then the Parties shall Serve Initial Briefs no later than 35 days after the notice is received or notify the Arbitrator that they do not wish to submit any additional documents. Parties shall Serve any Reply Briefs no later than ten days after the date for Service of Initial Briefs. H.Conduct of the Arbitration Hearing. No later than fifteen days before any hearing, any Party may Serve an Initial Brief or notify the Arbitrator that they do not wish to submit any additional documents. A Party shall Serve any Reply Brief no later than five Business Days before any hearing. The Arbitrator shall preside over any hearing and rule on all objections including objections as to the admissibility of evidence or whether the questioning is proper. All testimony shall be submitted under oath. The Arbitrator is not bound to follow any particular rules governing the conduct of the proceeding. The Arbitrator may rely on legal advice provided through the WSPP. The Arbitrator may require any person employed by a Party to attend and testify at the hearing. Each Party shall possess the right to present evidence, including witnesses, and to cross-examine other Parties’ witnesses. The Arbitration shall be private and the Arbitrator shall have the . . Item 15 Page 133 of 231 authority to exclude any person not directly involved unless the Parties otherwise agree. Each Party may be represented by counsel. A stenographic record of the Arbitration shall be kept. I.Decision. Within ten Business Days after the end of the Arbitration hearing, the Arbitrator shall issue his award in writing. If the Parties waived the right to an oral hearing, then the Arbitrator shall issue the award within ten Business Days of the last date Briefs were to be submitted. The Arbitrator is not limited in the remedies he may order so long as any arbitration award is consistent with the provisions and limitations of the WSPP Agreement and any applicable Confirmation with respect to the liability and damages of any Party; provided, however, upon agreement of the Parties to the dispute, the Arbitrator’s choice of remedies may be limited. J.Replacement of the Arbitrator. If the Arbitrator resigns, withdraws, or is no longer able to serve then the Parties shall have two Business Days in which to agree on a new Arbitrator. If the Parties are unable to agree within such time, the WSPP Representative shall appoint a replacement Arbitrator from the list used to select the first Arbitrator within two Business Days after being notified that the Parties are unable to agree. The dates and deadlines in this section may require modification if the mediator is replaced. Any extensions shall be as limited as possible. III. MISCELLANEOUS A.Confidentiality. Any Arbitration or Mediation shall be confidential as provided in Section 34.4 of the WSPP Agreement. . . Item 15 Page 134 of 231 B.Costs. Costs shall be borne by Parties as provided in Section 34.3 of the WSPP Agreement. C.Restrictions on Lawsuits. Each Party shall be subject to the restrictions provided in Section 34.2 of the WSPP Agreement. D.Attorney-Client/Attorney Workproduct. The Arbitrator or Mediator shall not take any action which would result in disclosure of information in violation of the attorney-client privilege or attorney workproduct doctrine. IV. DEFINITIONS A.Arbitrator or Arbitration. The Arbitrator appointed pursuant to these procedures and Section 34.2 of the WSPP Agreement and the Arbitration pursuant to these procedures and the WSPP Agreement. B.Initial or Reply Briefs. Written documents submitted by the Parties to support their positions and respond to each others positions. Such documents shall be limited to 25 pages. C.Business Days. Defined as in the WSPP Agreement. D.Mediator or Mediation. The Mediator appointed pursuant to these procedures and Section 34.1 of the WSPP Agreement and the Mediation pursuant to these procedures and the WSPP Agreement. E.Parties. The WSPP members involved in the Mediation or Arbitration which have a direct interest in the dispute. F.Service, Serving, or Served. The method of service shall be by fax, unless impracticable because of the size of the document. In all events, the document should be delivered to the Party by overnight mail. Parties also should attempt to . . Item 15 Page 135 of 231 send the document out by email if possible. Service will be accomplished to a Party if sent to the Party’s contact person for the disputed transaction. If there are multiple contact persons for one Party, service to one such person shall suffice. Service shall be to those individuals or entities specified in this procedures, but must include service to the Parties, the Mediator or Arbitrator (if either has been appointed), and to the WSPP General Counsel. G.WSPP Representative. The Chairman of the WSPP Operating Committee or his or her designee for the purposes of the Arbitration or Mediation. . . Item 15 Page 136 of 231 SERVICE SCHEDULE A ECONOMY ENERGY SERVICE A-1 PARTIES: This Service Schedule is agreed upon as a part of this Agreement by the Parties. A-2 PURPOSE: The purpose of this Service Schedule is to define additional specific procedures, terms and conditions for requesting and providing Economy Energy Service. A-3 TERMS: A-3.1 A Party may schedule Economy Energy Service from another Party by mutual agreement; provided, however, that each Party shall be the sole judge as to the extent to and the conditions under which it is willing to provide or receive such service hereunder consistent with statutory requirements and contractual commitments including the Agreement and any applicable Confirmation. A-3.2 Scheduling of Economy Energy Service hereunder shall be a responsibility of the Parties involved. A-3.3 Each Seller/Purchaser may prepare a daily estimate of the amount of Economy Energy Service that it is willing and able to sell/buy each hour and the associated hourly sale/purchase price for the next Business Day, plus the weekend and holidays, and communicate this information to all other Parties via the Hub. A-3.4 Purchasers shall arrange purchases directly with Sellers, and shall be responsible for transmission arrangements. A-3.5 Unless otherwise mutually agreed between the Purchaser and the Seller, all Economy Energy Service transactions shall be pre-scheduled, and billings shall be based on . . Item 15 Page 137 of 231 amounts and prices agreed to in advance by schedulers, subject to Paragraphs A-3.6 and 3.7 and subject to change by mutual agreement between dispatchers or schedulers due to system changes. A-3.6 The price for Economy Energy Service shall be mutually agreed to in advance between Seller and Purchaser and shall not be subject to the rate caps specified in Section A-3.7 in either of the following two circumstances: (1) where the Seller is a FERC regulated public utility and that Seller has been authorized to sell power like that provided for under this Service Schedule at market-based rates; or (2) where the Seller is not a FERC regulated public utility. A Party is a FERC regulated public utility if it is a "public utility" as defined in Section 201(e) of the Federal Power Act, 16 U.S.C. § 824(e). A-3.7 Except as provided for in Section A-3.6, the price shall not exceed the Seller's forecasted Incremental Cost plus up to: $7.32/kW/ month; $1.68/kW/week; 33.78¢/kW/day; 14.07 mills/kWh; or 21.11 mills/kWh for service of sixteen (16) hours or less per day. The hourly rate is capped at the Seller's forecasted Incremental Cost plus 33.78¢/kW/ day. The total demand charge revenues in any consecutive seven-day period shall not exceed the product of the weekly rate and the highest demand experienced on any day in the seven-day period. In lieu of payment, such Parties may mutually agree to exchange economy energy at a ratio not to exceed that ratio provided for in Section C-3.6 of Service Schedule C. The Seller's forecasted Incremental Cost discussed above also may include any transmission and/or ancillary service costs associated with the sale, including the cost of any transmission and/or . . Item 15 Page 138 of 231 ancillary services that the Seller must take on its own system. Any such transmission and/or ancillary services charges shall be separately identified by the Seller to the Purchaser for transactions under this Schedule including the exchange of economy energy. The transmission and ancillary service rate ceilings shall be available through the WSPP's Hub or homepage. Any such transmission services (and ancillary service provided in conjunction with such transmission service) by Seller shall be provided pursuant to any applicable transmission tariff or agreement, and the rates therefore shall be consistent with such tariff or agreement. The foregoing hourly rate caps (i) are subject to the submission of cost justification by the applicable Seller to the FERC, and acceptance by FERC thereof, under Western Systems Power Pool, 122 FERC ¶ 61,139 (2008), or (ii) are inapplicable, in the event that the Seller has filed with FERC, and FERC has accepted, a rate schedule applicable solely to such Seller, which rate schedule has been, upon the request of the applicable Seller, incorporated into this Agreement at Schedule “Q” hereof (such incorporation to occur upon Seller’s request without approval of the WSPP Executive Committee). A-3.8 Unless otherwise agreed, the Purchaser shall be responsible for maintaining operating reserve requirements as back-up for Economy Energy Service purchased and the Seller shall not be required to maintain such operating reserve. A-3.9 Each Party that is a FERC regulated public utility as defined in A-3.6 shall file the Confirmation with FERC for each transaction under this Service Schedule with a term in excess of one year no later than 30 days after service begins if that Party would have been required to file such Confirmation or similar agreements with FERC under an applicable FERC accepted market based rate schedule. . . Item 15 Page 139 of 231 SERVICE SCHEDULE B UNIT COMMITMENT SERVICE B-1 PARTIES: This Service Schedule is agreed upon as part of this Agreement by the Parties. B-2 PURPOSE: The purpose of this Service Schedule is to define additional specific procedures, terms, and conditions for requesting and providing Unit Commitment Service. B-3 TERMS: B-3.1 A Party may schedule Unit Commitment Service from another Party by mutual agreement; provided, however, that each Party shall be the sole judge as to the extent to and the conditions under which it is willing to provide or receive such service hereunder consistent with statutory requirements and contractual commitments including the Agreement and any applicable Confirmation. Once an agreement is reached, then the obligation for Unit Commitment Service becomes a firm commitment, for both Parties, for the agreed capacity and terms. B-3.2 Unless otherwise mutually agreed by the Parties involved in a Unit Commitment Service transaction, the terms set forth in this Service Schedule B shall govern such transaction. B-3.3 Unless otherwise agreed between the Purchaser and the Seller, all transactions shall be prescheduled, subject to any conditions agreed to by schedulers, for a specified unit for a specified period of time. B-3.4 Purchasers shall arrange purchases directly with Sellers. B-3.5 The price for Unit Commitment Service shall be mutually agreed to in advance between Seller and Purchaser and shall not be subject to the rate caps specified in . . Item 15 Page 140 of 231 Section B-3.6 in either of the following two circumstances: (1) where the Seller is a FERC regulated public utility and that Seller has been authorized to sell power like that provided for under this Service Schedule at market-based rates; or (2) where the Seller is not a FERC regulated public utility. A Party is a FERC regulated public utility if it is a "public utility" as defined in Section 201(e) of the Federal Power Act, 16 U.S.C. § 824(e). B-3.6 Except as provided for in Section B-3.5, the price shall not exceed the Seller's forecasted Incremental Cost plus up to: $7.32/kW/month; $1.68/kW/week; 33.78¢/kW/day; 14.07 mills/kWh; or 21.11 mills/kWh for service of sixteen (16) hours or less per day. The hourly rate is capped at the Seller's forecasted Incremental Cost plus 33.78¢/kW/day. The total demand charge revenues in any consecutive seven-day period shall not exceed the product of the weekly rate and the highest demand experienced on any day in the seven-day period. The Seller's forecasted Incremental Cost discussed above also may include any transmission and/or ancillary service costs associated with the sale, including the cost of any transmission and/or ancillary services that the Seller must take on its own system. Any such transmission and/or ancillary service charges shall be separately identified by the Seller to the Purchaser. The transmission and ancillary service rate ceilings shall be available through the WSPP's Hub or homepage. The foregoing hourly rate caps (i) are subject to the submission of cost justification by the applicable Seller to the FERC, and acceptance by FERC thereof, under Western Systems Power Pool, 122 FERC ¶ 61,139 (2008), or (ii) are inapplicable, in the event that the Seller has filed with FERC, . . Item 15 Page 141 of 231 and FERC has accepted, a rate schedule applicable solely to such Seller, which rate schedule has been, upon the request of the applicable Seller, incorporated into this Agreement at Schedule “Q” hereof (such incorporation to occur upon Seller’s request without approval of the WSPP Executive Committee). B-3.7 Start-up costs and no-load costs if included by the Seller shall be stated separately in the price. B-3.8 Energy schedules for the Purchaser's share of a unit may be modified by the Purchaser with not less than a thirty (30) minute notice before the hour in which the change is to take place, unless otherwise mutually agreed or unforeseen system operating conditions occur. B-3.9 Unit Commitment Service is intended to have assured availability; however, scheduled energy deliveries may be interrupted or curtailed as follows: (a) By the Seller by giving proper recall notice to the Purchaser if the Seller and the Purchaser have mutually agreed to recall provisions, (b) By the Seller when all or a portion of the output of the unit is unavailable, by an amount in proportion to the amount of the reduction in the output of the unit, unless otherwise agreed by the schedulers, (c) By the Seller to prevent system separation during an emergency, provided the Seller has exercised all prudent operating alternatives prior to the interruption or curtailment, (d) Where applicable, by the Seller to meet its public utility or statutory obligations to its customers, or (e) By either the Seller or the Purchaser due to the unavailability of transmission . . Item 15 Page 142 of 231 capacity necessary for the delivery of scheduled energy. B-3.10 Each Party that is a FERC regulated public utility as defined above in B-3.5 shall file the Confirmation with FERC for each transaction under this Service Schedule with a term in excess of one year no later than 30 days after service begins if that Party would have been required to file such Confirmation or similar agreements with FERC under an applicable FERC accepted market based rate schedule. B-4 BILLING AND PAYMENT PROVISIONS: B-4.1 Except as provided in Sections B-4.2 and B-5, billing for Unit Commitment Service shall be computed based upon the agreed upon prices. B-4.2 In the event the Seller requests recall of Unit Commitment Service in a shorter time frame than was mutually agreed pursuant to Section B-3.9(a) and the Purchaser agrees to allow such recall, the Purchaser shall be relieved of any obligation to pay start-up costs. B-5 TERMINATION PROVISION: In the event Unit Commitment Service is curtailed or interrupted except as provided in Section B-3.9(a), the Purchaser shall have the option to cancel the Unit Commitment Service at any time by paying the Seller for (i) all energy deliveries scheduled up to the notice of termination and (ii) all separately stated start-up and no-load costs. . . Item 15 Page 143 of 231 SERVICE SCHEDULE C FIRM CAPACITY/ENERGY SALE OR EXCHANGE SERVICE C-1 PARTIES: This Service Schedule is agreed upon as a part of this Agreement by the Parties. C-2 PURPOSE: The purpose of this Service Schedule is to define additional specific procedures, terms, and conditions for requesting and providing Firm Capacity/Energy Sale or Exchange Service. C-3 TERMS: C-3.1 A Party may schedule Firm Capacity/Energy Sale or Exchange Service from another Party by mutual agreement; provided, however, that each Party shall be the sole judge as to the extent to and the conditions under which it is willing to provide or receive such service hereunder consistent with statutory requirements and contractual commitments including the Agreement and any applicable Confirmation. Once an agreement is reached, then the obligation for Firm Capacity/Energy Sale or Exchange Service becomes a firm commitment, for both Parties, for the agreed service and terms. C-3.2 Unless otherwise agreed between the Purchaser and the Seller, all transactions shall be prescheduled, subject to any conditions agreed to by schedulers. C-3.3 Firm capacity transactions shall include buying, selling, or exchanging capacity between Parties with or without associated energy. A firm capacity sale or exchange is a commitment, in accordance with the terms and conditions specified in the Confirmation, of capacity resources. C-3.4 Firm energy transactions shall include buying, selling, or exchanging firm energy . . Item 15 Page 144 of 231 between Parties in accordance with the terms and conditions specified in the Confirmation. C-3.5 The price for Firm Capacity/Energy Sale or Exchange Service shall be mutually agreed to in advance between Seller and Purchaser and shall not be subject to the rate caps specified in Section C-3.6 in either of the following two circumstances: (1) where the Seller is a FERC regulated public utility and that Seller has been authorized to sell power like that provided for under this Service Schedule at market-based rates; or (2) where the Seller is not a FERC regulated public utility. A Party is a FERC regulated public utility if it is a "public utility" as defined in Section 201(e) of the Federal Power Act, 16 U.S.C. § 824(e). C-3.6 Except as provided for in Section C-3.5, the price shall not exceed the Seller's forecasted Incremental Cost plus up to: $7.32/kW/month; $1.68/kW/week; 33.78¢/kW/day; 14.07 mills/kWh; or 21.11 mills/kWh for service of sixteen (16) hours or less per day. The hourly rate is capped at the Seller's forecasted Incremental Cost plus 33.78¢/kW/day. The total demand charge revenues in any consecutive seven-day period shall not exceed the product of the weekly rate and the highest demand experienced on any day in the seven-day period. Exchange ratios among such Parties shall be as mutually agreed between the Purchaser and the Seller, but shall not exceed the ratio of 1.5 to 1.0. The Seller's forecasted Incremental Cost discussed above also may include any transmission and/or ancillary service costs associated with the sale, including the cost of any transmission and/or ancillary services that the Seller must take on its own system. Any such transmission and/or ancillary service charges . . Item 15 Page 145 of 231 shall be separately identified by the Seller to the Purchaser for transactions under this Schedule including exchanges. The transmission and ancillary service rate ceiling shall be available through the WSPP's Hub or homepage. Any such transmission service (and ancillary services provided in conjunction with such transmission service) by Seller shall be provided pursuant to any applicable transmission tariff or agreement, and the rates therefore shall be consistent with such tariff or agreement. The foregoing hourly rate caps (i) are subject to the submission of cost justification by the applicable Seller to the FERC, and acceptance by FERC thereof, under Western Systems Power Pool, 122 FERC ¶ 61,139 (2008), or (ii) are inapplicable, in the event that the Seller has filed with FERC, and FERC has accepted, a rate schedule applicable solely to such Seller, which rate schedule has been, upon the request of the applicable Seller, incorporated into this Agreement at Schedule “Q” hereof (such incorporation to occur upon Seller’s request without approval of the WSPP Executive Committee). C-3.7 Firm Capacity/Energy Sale or Exchange Service shall be interruptible only if the interruption is: (a) within any recall time or allowed by other applicable provisions governing interruptions of service under this Service Schedule, as may be mutually agreed to by the Seller and the Purchaser, (b) due to an Uncontrollable Force as provided in Section 10 of this Agreement; or (c) where applicable, to meet Seller’s public utility or statutory obligations to its customers; provided, however, this paragraph (c) shall not be used to allow interruptions for reasons other than reliability of service to native load. If service under this Service Schedule is interrupted under Section C-3.7(a) or (b), neither Seller nor Purchaser shall be obligated to pay any damages under this Agreement or Confirmation. If service under . . Item 15 Page 146 of 231 this Service Schedule is interrupted for any reason other than pursuant to Section C- 3.7(a) or (b), the Non-Performing Party shall be responsible for payment of damages as provided in Section 21.3 of this Agreement or in any Confirmation. C-3.8 Each Party that is a FERC regulated public utility as defined in Section C-3.5 shall file the Confirmation with FERC for each transaction under this Service Schedule with a term in excess of one year no later than 30 days after service begins if that Party would have been required to file such Confirmation or similar agreements with FERC under an applicable FERC accepted market based rate schedule. C-3.9 Seller shall be responsible for ensuring that Service Schedule C transactions are scheduled as firm power consistent with the most recent rules adopted by the applicable NERC regional reliability council. . . Item 15 Page 147 of 231 SERVICE SCHEDULE D OPERATING RESERVE – SPINNING AND OPERATING RESERVE –SUPPLEMENTAL D-1 PURPOSE This Service Schedule specifies procedures, terms and conditions pursuant to which the Seller provides Operating Reserve – Spinning and/or Operating Reserve – Supplemental, as specified in the Confirmation, to enable the Designated Authority to meet a reserve obligation or to resell as ancillary services under an OATT. D-2 DEFINITIONS AND RULES ABOUT THIS SERVICE SCHEDULE D-2.1 Terms used in this Service Schedule with initial capitalization which are not defined in the Agreement or this Service Schedule shall have the meanings given to them in the NERC Glossary and Applicable Standards. In addition to the definitions specified in Section 4 of the Agreement, the following definitions apply to this Service Schedule. D-2.1.1 “Applicable Standards” means the NERC Reliability Standards and the respective reliability standards and criteria of NERC, and of any Regional Reliability Organization, Balancing Authority, and Reserve Sharing Group applicable to the Seller’s provision and the Designated Authority’s use of Operating Reserve – Spinning or Operating Reserve – Supplemental, in force as of the date of the Confirmation. D-2.1.2 “Demand Response Resource(s)” has the meaning given in 18 C.F.R. §35.28(b)(5). D-2.1.3 “Designated Authority” means the Regional Reliability Organization, Balancing Authority, Reserve Sharing Group or other entity designated in the Confirmation, . . Item 15 Page 148 of 231 which shall have a right to apply the applicable Reserve to the quantity of Reserve it is required to maintain, and to use such Reserve in accordance with the Applicable Standards. The Designated Authority and the Purchaser may be the same entity or two different entities. If the Designated Authority and the Purchaser are the same entity, then the Designated Authority shall also be the Purchaser for all purposes under the Agreement. D-2.1.4 “Good Utility Practice” means any of the practices, methods, and acts engaged in or approved by a significant portion of the electric utility industry during the applicable time period in the applicable region, or any of the practices, methods and acts which, in the exercise of reasonable judgment in light of the facts known at the time the decision in question was made, could have been expected to accomplish the desired result in a manner that: (a) is consistent with the Applicable Standards; (b) gives due consideration to reliability, safety and protection of equipment and the public welfare; and (c) is consistent with good business practices, reliability, safety, and expedition. Good Utility Practice is not intended to be limited to the optimum practice, method or act, or the exclusion of all other practices, but rather to be a range of acceptable practices, methods, or acts generally accepted in the region. D-2.1.5 “NERC Glossary” means the NERC Glossary of Terms Used in Reliability Standards. D-2.1.6 “Non-Performance” with respect to Seller shall have the meaning given in Section D-4.1, and with respect to Purchaser, the meaning given in Section D-4.2. D-2.1.7 “OATT” refers to the Open Access Transmission Tariff of the Designated . . Item 15 Page 149 of 231 Authority or, if the Designated Authority has no OATT, the pro forma Open Access Transmission Tariff of the FERC. D-2.1.8 “OATT Schedule” refers to schedule 5 or 6 of the OATT for sale of ancillary services, or any other schedule under an OATT for sale of Operating Reserve – Spinning or Operating Reserve – Supplemental. D-2.1.9 “Operating Reserve – Spinning” shall have the meaning given in the NERC Glossary of Terms and the Applicable Standards, and is the product transacted under schedule 5 or similar schedule under an OATT. D-2.1.10 “Operating Reserve – Supplemental” shall have the meaning given in the NERC Glossary of Terms and the Applicable Standards, and is the product transacted under schedule 6 or similar schedule under an OATT. D-2.2 The following rules apply to this Service Schedule. D-2.2.1 In the event of inconsistency between the definition in the NERC Glossary of Terms and the Applicable Standards, the Applicable Standards shall control. D-2.2.2 No product sold or transferred under this Service Schedule D shall include reactive supply and voltage control service, or Regulation and Frequency Response service. D-2.2.3 The OATT, OATT Schedules, regulations of the FERC, the NERC Glossary, and Applicable Standards shall be applied in their forms as of the date of the Confirmation. D-3 TERMS OF SERVICE D-3.1 Each Confirmation entered into under this Service Schedule shall contain the following information, and may contain other terms and conditions to which the Parties agree: . . Item 15 Page 150 of 231 (a) A prominent designation of the service, Operating Reserve – Spinning and/or Operating Reserve – Supplemental, to which the Confirmation applies; (b) Identification of the Designated Authority and if the Designated Authority is not a Regional Reliability Organization, the Regional Reliability Organization within which the Designated Authority is electrically located; (c) The Standard Confirmation Provisions, as applicable; (d) Any additional attributes of the Operating Reserve – Spinning or Operating Reserve – Supplemental, as the Parties may agree; (e) The means by which requests for energy required to be delivered under the Service Schedule shall be communicated; and (f) Any conditions to the effectiveness of the Confirmation, including, for example, the completion of any arrangements or agreements between the Seller and the Designated Authority or among the Seller, Designated Authority, and Purchaser. D-3.2 Contract Price. The Contract Price may include separately stated charges for capacity and energy, and any agreements concerning transmission arrangements and payment obligations. D-3.3 Seller shall provide Operating Reserve – Spinning or Operating Reserve – Supplemental, as applicable, to the Designated Authority in conformity with the Applicable Standards and any additional attributes specified in the Confirmation as are consistent with the Applicable Standards. Seller shall provide such service from one or more generation resources or Demand Response Resources. Such resources must be physically and operationally available to respond within the time periods, and in conformance with other technical and operational criteria, prescribed by, the Applicable Standards for the applicable service, and . . Item 15 Page 151 of 231 as required to conform to any additional attributes stated in the Confirmation. D-3.4 Obligations Concerning Capacity and Requests for and Delivery of Energy D-3.4.1 Seller shall provide capacity and deliver energy associated with Operating Reserve – Spinning or Operating Reserve – Supplemental, in quantities up to the applicable capacity(ies) specified in the Confirmation for the applicable hour(s), as and when the Designated Authority requests such delivery in the manner of request specified in the Confirmation and in accordance with Section D-3.4.2. D-3.4.2 The Designated Authority shall use the capacity and energy provided by Seller under this Service Schedule for the sole purpose of satisfying the Designated Authority’s own obligations pertaining to Operating Reserve – Spinning and Operating Reserve – Supplemental, as specified in the Applicable Standards or the Confirmation. Purchaser shall ensure that the Designated Authority shall not require Seller to deliver energy under this Service Schedule except as and when the Designated Authority determines, in its good faith discretion reasonably exercised in accordance with Good Utility Practice or such other criteria as may be stated in the Confirmation, that such energy is required to enable it to respond to a contingency or other event for which the service specified in the Confirmation is permitted to be utilized under the Applicable Standards or as otherwise stated in the Confirmation. D-3.5 Inspection and Audit. The Purchaser and Designated Authority shall have the right, to conduct such inspections and audits of Seller’s records as are reasonable to assure that the Seller’s provision of services under this Service Schedule and Confirmation conforms to the Applicable Standards and the Confirmation. The Seller shall have the right to conduct . . Item 15 Page 152 of 231 inspections and audits of the Designated Authority’s records as reasonably required to assure that any use by the Designated Authority of the services under this Service Schedule and Confirmation conformed to Section D-3.4.2 and the Confirmation. The Parties may state further details and conditions in the Confirmation concerning these rights, including, for example, provisions concerning confidentiality or limiting inspection to an agreed third-party auditor. D-3.6 Regulatory Matters – Rate Caps D-3.6.1 The price for Operating Reserve – Spinning or Operating Reserve – Supplemental shall not be subject to the rate caps specified in Section D-3.6.2 in either of the following two circumstances: (1) where the Seller is a FERC regulated public utility and that Seller has been authorized to sell power like that provided for under this Service Schedule at market-based rates; or (2) where the Seller is not a FERC regulated public utility. A Party is a FERC regulated public utility if it is a "public utility" as defined in Section 201(e) of the Federal Power Act, 16 U.S.C. § 824(e). D-3.6.2 Except as provided for in Section D-3.6.1, the price shall not exceed the Seller's forecasted Incremental Cost plus up to: $7.32/kW/month; $1.68/kW/week; 33.78¢/kW/day; 14.07 mills/kWh; or 21.11 mills/kWh for service of sixteen (16) hours or less per day. The hourly rate is capped at the Seller's forecasted Incremental Cost plus 33.78¢/kW/day. The total demand charge revenues in any consecutive seven-day period shall not exceed the product of the weekly rate and the highest demand experienced on any day in the seven-day period. Exchange . . Item 15 Page 153 of 231 ratios among such Parties shall be as mutually agreed between the Purchaser and the Seller, but shall not exceed the ratio of 1.5 to 1.0. The Seller's forecasted Incremental Cost discussed above also may include any transmission and/or ancillary service costs associated with the sale, including the cost of any transmission and/or ancillary services that the Seller must take on its own system. Any such transmission and/or ancillary service charges shall be separately identified by the Seller to the Purchaser for transactions under this Schedule including exchanges. The transmission and ancillary service rate ceiling shall be available through the WSPP's Hub or homepage. Any such transmission service (and ancillary services provided in conjunction with such transmission service) by Seller shall be provided pursuant to any applicable transmission tariff or agreement, and the rates therefore shall be consistent with such tariff or agreement. The foregoing hourly rate caps (i) are subject to the submission of cost justification by the applicable Seller to the FERC, and acceptance by FERC thereof, under Western Systems Power Pool, 122 FERC ¶ 61,139 (2008), or (ii) are inapplicable, in the event that the Seller has filed with FERC, and FERC has accepted, a rate schedule applicable solely to such Seller, which rate schedule has been, upon the request of the applicable Seller, incorporated into this Agreement at Schedule “Q” hereof (such incorporation to occur upon Seller’s request without approval of the WSPP Executive Committee). D-4 NON-PERFORMANCE, DAMAGES AND TERMINATION D-4.1 Seller Non-Performance. “Non-Performance” with respect to Seller means Seller’s failure to provide capacity or deliver energy to the Designated Authority as this Service Schedule . . Item 15 Page 154 of 231 and the Confirmation require. D-4.1.1 Purchaser Entitlement to Damages. In the event of Non-Performance by Seller, Seller shall pay damages to Purchaser calculated in accordance with Section 21.3 of the Agreement. D-4.1.2 Purchaser Option to Terminate. Purchaser shall have an option to declare any instance of Seller’s Non-Performance under Section D-4.2 an Event of Default under the Agreement and the remedies for an Event of Default under Section 22.2(b) of the Agreement shall apply (excluding Section 22.2(a)), provided, that the right to terminate transactions for such Non-Performance shall be limited to transactions under this Service Schedule D. Exercise of the termination option under this Section D-4.1.2 shall not diminish the performing Party’s rights to collect damages for such Non-Performance under Section D-4.1.1, or to avail itself of remedies for other Events of Default. D-4.2 Purchaser Non-Performance. “Non-Performance” with respect to the Purchaser means the Designated Authority’s failure to receive capacity and/or energy, or the Designated Authority’s use of capacity and/or energy under this Service Schedule which use does not conform to Section D-3.4.2 (such capacity and/or energy, the “unauthorized energy”). D-4.2.1 Seller Entitlement to Damages. In the event of Non-Performance by Purchaser, Purchaser shall compensate Seller in an amount equal to the quantity of unauthorized energy Seller was required to deliver during each hour, multiplied by the energy charge for the applicable hour. D-4.2.2 Seller Option to Terminate. Seller shall have an option to declare any instance of Purchaser’s Non-Performance under Section D-4.2 an Event of Default under the . . Item 15 Page 155 of 231 Agreement and the remedies for an Event of Default under Section 22.2(b) of the Agreement shall apply (but not Section 22.2(a)), provided that the right to terminate all transactions for such Non-Performance shall be limited to transactions under this Service Schedule D. Exercise of the termination option under this Section D-4.2.2 shall not diminish the performing Party’s rights to collect damages for such Non-Performance under Section D-4.2.1, or to avail itself of remedies for other Events of Default under the Agreement. D-4.3 Termination under Section D-4.1.2 or D-4.4.2 shall become effective immediately upon receipt by the non-performing Party of the Performing Party’s written notice thereof, which notice shall specify the Non-Performance. If the Performing Party fails to exercise its termination option arising from an instance of Non-Performance under Section D-4.1.2 or D-4.2.2 within thirty (30) days following the date the option to terminate arose, then solely with respect to that instance of Non-Performance, the termination option shall cease to be available to the Performing Party. D-4.4 Nothing in this Service Schedule shall restrict the right of either Party to avail itself of other remedies provided in the Agreement. . . Item 15 Page 156 of 231 SERVICE SCHEDULE E ENERGY IMBALANCE AND GENERATOR IMBALANCE POWER E-1 PURPOSE This Service Schedule states procedures, terms and conditions pursuant to which the Seller provides Energy Imbalance Power and Generation Imbalance Power to the Purchaser, as specified in the Confirmation, and the Purchaser receives such service to meet a reliability obligation or to resell as ancillary services under an OATT. E-2 DEFINITIONS AND RULES ABOUT THIS SERVICE SCHEDULE E-2.1 In addition to the definitions specified in Section 4 of the Agreement, the following definitions apply to this Service Schedule E. E-2.1.1 “Balancing Power” means a service or product that can be resold as Energy Imbalance Power or Generator Imbalance Power under Schedules 4 and 9, respectively, of the OATT or other schedule under an OATT for sale of imbalance power. E-2.1.2 “Demand Response Resource(s)” has the meaning given in 18 C.F.R. §35.28(b)(5). E-2.1.3 “Non-Performance” with respect to Seller shall have the meaning given in Section E-4.1 and with respect to Purchaser the meaning given in Section E-4.2. E-2.1.4 “OATT” refers to the Purchaser’s Open Access Transmission Tariff approved by the FERC or, if the Purchaser has no OATT, the pro forma Open Access Transmission Tariff of the FERC. E-2.1.5 “OATT Schedule” refers to schedule 4 or 9 of the OATT for sale of ancillary services, or any other schedule for sale of imbalance power under an OATT. E-2.2 The following rules apply to this Service Schedule. . . Item 15 Page 157 of 231 E-2.2.1 No product sold or transferred under this Service Schedule E shall include reactive supply and voltage control service, or Regulation and Frequency Response service. E-2.2.2 The OATT and OATT Schedules shall be applied in their forms as of the date of the Confirmation. E-3 TERMS OF SERVICE E-3.1 Each Confirmation entered into under this Service Schedule shall contain the following information, and may contain other terms and conditions to which the Parties agree: (a) A prominent designation of the service, Energy Imbalance and Generator Imbalance Power, to which the Confirmation applies; (b) The Standard Confirmation Provisions, as applicable; (c) Any additional attributes of the Balancing Power, as the Parties may agree; (d) The means by which requests for energy required to be delivered under the Service Schedule shall be communicated; and (e) Any conditions to the effectiveness of the Confirmation. E-3.2 Contract Price. The Contract Price may include separately stated charges for capacity and energy, and any agreements concerning transmission arrangements and payment obligations. E-3.3 Seller shall provide Balancing Power from one or more generation resources or Demand Response Resources. Such resources must be physically and operationally available to respond within the time periods, and in conformance with other technical and operational criteria, as may be stated in the Confirmation. E-3.4 Obligations Concerning Capacity and Requests for and Delivery of Energy . . Item 15 Page 158 of 231 E-3.4.1 Upon the requests of the Purchaser, Seller shall provide capacity and deliver energy associated with Balancing Power to the Purchaser at any rate of flow up to and including the applicable capacity(ies) and at such intervals as are specified in the Confirmation for the applicable hour(s). E-3.4.2 Transmission must be available intra-hour, and may be arranged and scheduled in any manner that meets the requirements of the Parties. E-3.5 Regulatory Matters – Rate Caps E-3.5.1 The price for Balancing Power shall not be subject to the rate caps specified in Section E-3.5.2 in either of the following two circumstances: (1) where the Seller is a FERC regulated public utility and that Seller has been authorized to sell power like that provided for under this Service Schedule at market-based rates; or (2) where the Seller is not a FERC regulated public utility. A Party is a FERC regulated public utility if it is a "public utility" as defined in Section 201(e) of the Federal Power Act, 16 U.S.C. § 824(e). E-3.5.2 Except as provided for in Section E-3.5.1, the price shall not exceed the Seller's forecasted Incremental Cost plus up to: $7.32/kW/month; $1.68/kW/week; 33.78¢/kW/day; 14.07 mills/kWh; or 21.11 mills/kWh for service of sixteen (16) hours or less per day. The hourly rate is capped at the Seller's forecasted Incremental Cost plus 33.78¢/kW/day. The total demand charge revenues in any consecutive seven-day period shall not exceed the product of the weekly rate and the highest demand experienced on any day in the seven-day period. Exchange ratios among such Parties shall be as mutually agreed between the Purchaser and . . Item 15 Page 159 of 231 the Seller, but shall not exceed the ratio of 1.5 to 1.0. The Seller's forecasted Incremental Cost discussed above also may include any transmission and/or ancillary service costs associated with the sale, including the cost of any transmission and/or ancillary services that the Seller must take on its own system. Any such transmission and/or ancillary service charges shall be separately identified by the Seller to the Purchaser for transactions under this Schedule including exchanges. The transmission and ancillary service rate ceiling shall be available through the WSPP's Hub or homepage. Any such transmission service (and ancillary services provided in conjunction with such transmission service) by Seller shall be provided pursuant to any applicable transmission tariff or agreement, and the rates therefore shall be consistent with such tariff or agreement. The foregoing hourly rate caps (i) are subject to the submission of cost justification by the applicable Seller to the FERC, and acceptance by FERC thereof, under Western Systems Power Pool, 122 FERC ¶ 61,139 (2008), or (ii) are inapplicable, in the event that the Seller has filed with FERC, and FERC has accepted, a rate schedule applicable solely to such Seller, which rate schedule has been, upon the request of the applicable Seller, incorporated into this Agreement at Schedule “Q” hereof (such incorporation to occur upon Seller’s request without approval of the WSPP Executive Committee). E-4 NON-PERFORMANCE, DAMAGES AND TERMINATION E-4.1 Seller Non-Performance. “Non-Performance” with respect to Seller means Seller’s failure to provide capacity or deliver energy to the Purchaser as this Service Schedule and the Confirmation require. . . Item 15 Page 160 of 231 E-4.1.1 Purchaser Entitlement to Damages. In the event of Non- Performance by Seller, Seller shall pay damages to Purchaser calculated in accordance with Section 21.3 of the Agreement. E-4.1.2 Purchaser Option to Terminate. Purchaser shall have an option to declare any instance of Seller’s Non-Performance under Section E-4.1 an Event of Default under the Agreement and the remedies for an Event of Default under Section 22.2(b) of the Agreement shall apply (excluding Section 22.2(a)), provided that the right to terminate transactions for such Non-Performance shall be limited to transactions under this Service Schedule E. Exercise of the termination option under this Section E-4.1.2 shall not diminish the performing Party’s rights to collect damages for such Non-Performance under Section E-4.1.1, or to avail itself of remedies for other Events of Default. E-4.2 Purchaser Non-Performance. “Non-Performance” with respect to Purchaser means Purchaser’s failure to receive energy that it had scheduled for receipt under this Service Schedule and the Confirmation. E-4.2.1 Seller Entitlement to Damages. In the event of Non-Performance by Purchaser, Purchaser shall pay damages to Purchaser calculated in accordance with Section 21.3 of the Agreement. E-4.2.2 Seller Option to Terminate. Seller shall have an option to declare any instance of Purchaser’s Non-Performance under Section E-4.2 an Event of Default under the Agreement and the remedies for an Event of Default under Section 22.2(b) of the Agreement shall apply (excluding Section 22.2(a)), provided that the right to terminate transactions for such Non-Performance shall be limited to transactions . . Item 15 Page 161 of 231 under this Service Schedule E. Exercise of the termination option under this Section E-4.2.2 shall not diminish the performing Party’s rights to collect damages for such Non-Performance under Section E-4.2.1, or to avail itself of remedies for other Events of Default. E-4.3 Termination under Section E-4.1.2 or E-4.2.2 shall become effective immediately upon receipt by the non-performing Party of the Performing Party’s written notice thereof, which notice shall specify the Non-Performance. If the Performing Party fails to exercise its termination option arising from an instance of Non-Performance under Section E-4.1.2 or E-4.2.2 within thirty (30) days following the date the option to terminate arose, then solely with respect to that instance of Non-Performance, the termination option shall cease to be available to the Performing Party. E-4.4 Nothing in this Service Schedule shall restrict the right of either Party to avail itself of other remedies provided in the Agreement. . . Item 15 Page 162 of 231 SERVICE SCHEDULE R RENEWABLE ENERGY CERTIFICATE TRANSACTIONS WITH AND WITHOUT ENERGY R-1 Introduction; Transaction Documentation; and Rules of Construction. This Service Schedule R states terms and conditions applicable to REC Transactions entered into by Parties under the Agreement. R-1.1 Documentation. Each REC Transaction shall be documented in a Confirmation. Annex 2 is a Confirmation template, which the Parties may modify and make subject to any other agreement between them. A Confirmation for a REC Transaction will be given legal effect only if a Documentary Writing. R-1.2 Contract Documents. The Agreement, Service Schedule R, and the fully executed Confirmation comprise a contract for a REC Transaction. Any conflicts between or among the Agreement, Service Schedule R, and the Confirmation shall be resolved in the following order of control: first, the Confirmation; second, Service Schedule R; and third, the Agreement. R-1.3 Definitions. Definitions contained in the Agreement and Annex 1 apply to this Service Schedule R. Any conflicts among definitions contained in these documents shall be resolved in accordance with Section R-1.2. R-1.4 Rules of Construction. R-1.4.1 The Annexes of Service Schedule R are incorporated into and made a part of this Service Schedule R, as though set forth fully herein. R-1.4.2 The word “including” shall mean “including but not limited to.” Unless otherwise specified, the word “Section” refers to a section of this Service Schedule R and includes all subparts of the specified section. . . Item 15 Page 163 of 231 R-1.4.3 Subject to any legal restrictions applicable to a Party, the Parties to a REC Transaction may vary any term or condition of this Service Schedule R for that REC Transaction. Provisions in this Service Schedule R concerning such variance of terms, such as “unless otherwise agreed,” shall not prejudice the generality of the preceding sentence, provided, that the Parties shall not vary Section C-3.6 of Service Schedule C, Section B-3.6 of Service Schedule B, and Section A-3.7 of Service Schedule A. R-1.4.4 An Applicable Program shall be applicable to a REC Transaction only if designated expressly in the Confirmation. No rule of contract construction or interpretation, and no inference or implication, shall cause an Applicable Program that is not designated expressly in the Confirmation to be applicable to a REC Transaction. R-2 Confirmations; REC Products. R-2.1 REC Transaction. A “REC Transaction” is a purchase and sale of a REC separately from or bundled with Energy. A REC Transaction may be for the purchase and sale of any REC Product defined in Section R-2.3 or another REC Product the Parties may define. R-2.2 Confirmations. In addition to other terms and conditions to which the Parties may agree, the Confirmation: R-2.2.1 must include the following terms: REC Product, Contract Quantity, Contract Price, Vintage, and Transfer Date, and whether the Environmental Attributes covered by the REC are All Attributes, Program Attributes, or other coverage the Parties may specify; . . Item 15 Page 164 of 231 R-2.2.2 for a bundled REC Transaction (Firm Bundled REC, Resource Contingent Bundled REC, or Facility As-Run Bundled REC), may include a single Contract Price which may be allocated between the REC and the Energy; R-2.2.3 must identify the Renewable Energy Facility or Renewable Energy Source if the REC Transaction is All Attributes (Section R-2.4.1) or Program Attributes (Section R-2.4.2), if a designated Applicable Program requires such identification, or if the REC Product is Resource Contingent Bundled REC or Facility As-Run Bundled REC; R-2.2.4 must designate an Applicable Program if the REC Transaction is Program Attributes, the Seller is to assure compliance with an Applicable Program (Sections R-5.2.1, 6.3, and 6.4), or to recover penalties and alternative compliance payments (Section R-9.1), and if the REC Transaction is All Attributes, may designate an Applicable Program (Section 2.4.1). R-2.3 REC Products. A “REC Product” is any of the following defined products or other product specified in the Confirmation. R-2.3.1 Firm REC. A “Firm REC” is a REC purchased and sold in a transaction that does not include the sale or purchase of energy. The Seller has a firm obligation to Deliver the REC pursuant to the Confirmation. A remedy for non-performance is available under Section R-9, except in the event and to the extent of Uncontrollable Force. R-2.3.2 Firm Bundled REC. A “Firm Bundled REC” is a REC purchased and sold in a transaction that includes the purchase and sale of Energy. The . . Item 15 Page 165 of 231 Seller has a firm obligation to Deliver the REC and Energy pursuant to the Confirmation. A remedy for non-performance is available under Section R-9, except in the event and to the extent of Uncontrollable Force. The terms and conditions of Service Schedule C apply to the purchase and sale of Energy associated with a Firm Bundled REC as the Parties may modify such terms and conditions in the Confirmation, subject to the proviso stated in Section R-1.4.3. The hourly rate caps identified in Section C-3.6 of Service Schedule C shall apply, except (1) where the Seller is a FERC regulated “public utility” as defined in Section 201(e) of the Federal Power Act, 16 U.S.C. § 824(e), and that Seller has been authorized to sell power like that provided for in Service Schedule C at market-based rates; or (2) where the Seller is not such a FERC regulated “public utility.” When such hourly rate caps apply, (a) if the Contract Price is allocated between the REC and the Energy, the hourly rate caps shall apply to the Contract Price for the Energy and not the REC; and (b) if the Contract Price is not allocated between the REC and the Energy, the hourly rate caps shall apply to the bundled Contract Price. R-2.3.3 Resource Contingent REC. A “Resource Contingent REC” is a REC purchased and sold in a transaction that does not include the sale or purchase of Energy. The Seller has a resource contingent obligation to Deliver the REC pursuant to the Confirmation. A remedy for non- performance is available under Section R-9, except in the event and to the extent: (i) of Uncontrollable Force; (ii) the Renewable Energy . . Item 15 Page 166 of 231 Facility identified in the Confirmation was not on line to produce energy required for the REC due to Forced Outage, Scheduled Maintenance, or Fuel Impediment; or (iii) of the occurrence of such other circumstances to which the Parties may have agreed in the Confirmation, resulting in a reduction of output or unavailability to produce energy required for the REC. In the event and to the extent of an outage under (ii) or, if applicable, (iii), the resulting reduction in output for the applicable hour shall be allocated among all purchasers of RECs from the Renewable Energy Facility who are identified in the Confirmation (including purchasers identified under any provisions in the Confirmation allowing for subsequent identification) in accordance with any priorities or shares stated in the Confirmation, and if no priorities or shares are stated in the Confirmation, then proportionately in accordance with such purchasers’ contract quantities under contracts with Seller. R-2.3.4 Resource Contingent Bundled REC. (a) A “Resource Contingent Bundled REC” is a REC purchased and sold in a transaction that includes the purchase and sale of Energy. The Seller has a resource contingent obligation to Deliver the REC and Energy pursuant to the Confirmation. A remedy for non-performance is available under Section R-9, except in the event and to the extent: (i) of Uncontrollable Force; (ii) the Renewable Energy Facility identified in the Confirmation was not on line to produce energy required for the REC or Delivery, due to Forced Outage, Scheduled . . Item 15 Page 167 of 231 Maintenance, or Fuel Impediment; or (iii) of the occurrence of such other circumstances to which the Parties agreed in the Confirmation, resulting in a reduction of output or unavailability to produce energy required for the REC or Delivery. In the event and to the extent of an outage under (ii) or, if applicable, (iii), the resulting reduction in output for the applicable hour shall be allocated among all purchasers of RECs and energy from the Renewable Energy Facility who are identified in the Confirmation (including purchasers identified under any provisions in the Confirmation allowing for subsequent identification) in accordance with any priorities or shares stated in the Confirmation, and if no priorities or shares are stated in the Confirmation, then proportionately in accordance with such purchasers’ contract quantities under contracts with Seller. (b) The terms and conditions of Service Schedule B apply to the purchase and sale of Energy associated with a Resource Contingent Bundled REC as modified herein and as may be modified in the Confirmation, subject to the proviso stated in Section R-1.4.3. The hourly rate caps identified in Section B- 3.6 of Service Schedule B shall apply, except (1) where the Seller is a FERC regulated “public utility” as defined in Section 201(e) of the Federal Power Act, 16 U.S.C. § 824(e), and that Seller has been authorized to sell power like that provided for in Service Schedule B at market-based rates; or (2) where the Seller . . Item 15 Page 168 of 231 is not such a FERC regulated “public utility.” When such hourly rate caps apply, (a) if the Contract Price is allocated between the REC and the Energy, the hourly rate caps shall apply to the Contract Price for the Energy and not the REC; and (b) if the Contract Price is not allocated between the REC and the Energy, the hourly rate caps shall apply to the bundled Contract Price. Service Schedule B Section B-3.8 is modified to state the following: Energy schedules for the Purchaser's share of a Renewable Energy Facility may be modified by the Purchaser with not less than a thirty (30) minute notice before the hour in which the modification is to occur, unless otherwise agreed or unforeseen system operating conditions occur, or as otherwise required by, or pursuant to customary practice in, the applicable regional reliability council. A reduction in the energy schedule shall be made commensurately for the REC requirement for the applicable hour. Seller shall notify Purchaser of volumes to be delivered no later than thirty (30) minutes before the hour in which delivery is to occur unless otherwise agreed or such notification is infeasible due to unforeseen system operating conditions. Seller shall timely notify the Purchaser of Scheduled Maintenance. The following is added at the end of Section B-3.9: . . Item 15 Page 169 of 231 (f) By the Seller when all or a portion of the unit is unavailable due to Fuel Impediment, unless otherwise agreed by the schedulers. R-2.3.5 Facility As-Run REC. A “Facility As-Run REC” is a REC purchased and sold in a transaction that does not include the sale or purchase of Energy. The Seller is obligated to Deliver the REC pursuant to the Confirmation. A remedy for non-performance is available under Section R-9, except in the event and to the extent that, for any reason or no reason, the Renewable Energy Facility identified in the Confirmation was not on line to produce energy required for the REC. If the Renewable Energy Facility designated in the Confirmation is not operated, the resulting reduction in output for the applicable hour shall be allocated among all purchasers of RECs from the Renewable Energy Facility who are identified in the Confirmation (including purchasers identified under any provisions in the Confirmation allowing for subsequent identification) in accordance with any priorities or shares stated in the Confirmation, and if no priorities or shares are stated in the Confirmation, then proportionately in accordance with such purchasers’ contract quantities under contracts with Seller. R-2.3.6 Facility As-Run Bundled REC. (a) A “Facility As-Run Bundled REC” is a REC purchased and sold in a transaction that includes the purchase and sale of Energy. The Seller has an obligation to Deliver the REC and Energy pursuant to the Confirmation. A remedy for non-performance is . . Item 15 Page 170 of 231 available under Section R-9, except in the event and to the extent that, for any reason or no reason, the Renewable Energy Facility identified in the Confirmation was not on line to produce energy required for the REC or Delivery. If the Renewable Energy Facility designated in the Confirmation is not operated, the resulting reduction in output for the applicable hour shall be allocated among all purchasers of RECs and energy from the Renewable Energy Facility who are identified in the Confirmation (including purchasers identified under any provisions in the Confirmation allowing for subsequent identification) in accordance with any priorities or shares stated in the Confirmation, and if no priorities or shares are stated in the Confirmation, then proportionately in accordance with such purchasers’ contract quantities under contracts with Seller. (b) The terms and conditions of Service Schedule A apply to the purchase and sale of Energy associated with a Facility As-Run Bundled REC as modified herein and as may be modified in the Confirmation, subject to the proviso stated in Section R-1.4.3. The hourly rate caps identified in Section A-3.7 of Service Schedule A shall apply, except (1) where the Seller is a FERC regulated “public utility” as defined in Section 201(e) of the Federal Power Act, 16 U.S.C. § 824(e), and that Seller has been authorized to sell power like that provided for in Service Schedule A at market-based rates; or (2) where the Seller is not . . Item 15 Page 171 of 231 such a FERC regulated “public utility.” When such hourly rate caps apply, (a) if the Contract Price is allocated between the REC and the Energy, the hourly rate caps shall apply to the Contract Price for the Energy and not the REC; and (b) if the Contract Price is not allocated between the REC and the Energy, the hourly rate caps shall apply to the bundled Contract Price. Service Schedule A Section A-3.3 is modified to state the following: Energy schedules may be modified by the Purchaser or Seller with not less than a thirty (30) minute notice before the hour in which the modification is to occur, unless otherwise agreed or unforeseen system operating conditions occur, or as otherwise required by, or pursuant to customary practice in, the applicable regional reliability council. A reduction in the energy schedule shall be made commensurately for the REC requirement for the applicable hour. Seller shall notify Purchaser of volumes to be delivered no later than thirty (30) minutes before the hour in which delivery is to occur unless otherwise agreed or such notification is infeasible due to unforeseen system operating conditions. R-2.4 Environmental Attributes Contained In The REC. The Confirmation may describe the Environmental Attributes covered by the REC as All Attributes, Program Attributes, or as the Parties otherwise may agree. If the Confirmation does . . Item 15 Page 172 of 231 not designate a REC Transaction as Program Attributes or otherwise limit the Environmental Attributes conveyed, and if a Renewable Energy Facility or Renewable Energy Source is specified, the REC Transaction shall be All Attributes. A designation of All Attributes will not be effective unless a Renewable Energy Facility or Renewable Energy Source is designated in the Confirmation. R-2.4.1 All Attributes. An “All Attributes” REC conveys all of the Environmental Attributes the Renewable Energy Facility or Renewable Energy Source designated in the Confirmation is capable of producing, whether known or unknown on the Effective Date, including, at a minimum, all Environmental Attributes required by any Applicable Program designated in the Confirmation. Seller disclaims any warranty that Environmental Attributes other than those required by an Applicable Program designated in the Confirmation fulfill the requirements of any other Applicable Program. To establish the Environmental Attributes conveyed, the Confirmation may include a specification thereof. R-2.4.2 Program Attributes. A “Program Attributes” REC conveys the Environmental Attributes required by an Applicable Program designated in the Confirmation. It conveys no other Environmental Attributes, the rights to which are retained by the Seller. The Parties should verify that a designated Tracking System will recognize a Program Attributes REC. (Note, WREGIS does not recognize a Program Attributes limitation upon conveyed Environmental Attributes.) . . Item 15 Page 173 of 231 R-3 Delivery and Title. R-3.1 Unbundled REC Transactions. This Section R-3.1 applies if the REC Product is a Firm REC, Resource Contingent REC, or Facility As-Run REC. R-3.1.1 Delivery. “Deliver(y)(ed)” occurs upon completion of Seller’s transfer of the Contract Quantity to Purchaser. If a Tracking System is designated in the Confirmation, Seller shall cause transfer in accordance with the rules and procedures of the Tracking System. If the Tracking System does not state such rules or procedures, then Delivery shall occur upon the Tracking System’s transfer of the REC into Purchaser’s account. If a Tracking System is not designated in the Confirmation, Delivery is completed upon Seller’s delivery to Purchaser of an Attestation. R-3.1.2 Acceptance. “Accept(ance)(ed)” means Purchaser’s receipt of Delivery of the REC from Seller, without Purchaser’s rejection. If a Tracking System is designated in the Confirmation, Purchaser shall receive a transfer in accordance with the rules and procedures of the Tracking System, and Acceptance (or rejection) shall be made within five (5) Business Days following the date the Tracking System gives electronic notice to Purchaser that it has initiated transfer (this deadline applies regardless of any different period stated in the Tracking System’s rules and procedures) and if timely rejection is not made, then the Delivery is Accepted. If a Tracking System is not designated in the Confirmation, Acceptance occurs upon Purchaser’s Acceptance, . . Item 15 Page 174 of 231 without rejection within five (5) Business Days of delivery, of the Attestation delivered by Seller. R-3.1.3 Passage of Title. Title to the REC shall pass from Seller to Purchaser upon Delivery and Acceptance. R-3.2 Bundled REC Transactions. This Section R-3.2 applies if the REC Product is a Firm Bundled REC, Resource Contingent Bundled REC, or Facility As-Run Bundled REC. R-3.2.1 Delivery. “Delivery(y)(ed)” occurs upon completion of Seller’s transfer to Purchaser of the Contract Quantity of the REC and the Contract Quantity of the Energy. Delivery of the REC shall be completed in accordance with Section R-3.1.1. Delivery of Energy shall be completed in accordance with the terms and conditions of the Confirmation and the Agreement. R-3.2.2 Acceptance. “Acceptance” of the REC occurs in the manner specified in Section R-3.1.2, and of the Energy upon receipt at the delivery point in accordance with the Confirmation. R-3.2.3 Passage of Title. If the Vintage of the REC is prior to the Effective Date, title to the REC passes from Seller to Purchaser on the Effective Date or other date to which the Parties agree. If the REC is to be generated on or after the Effective Date, title to the REC passes upon the generation of each megawatt hour of energy required for production of the REC, and Seller shall hold the REC in trust for Purchaser until Delivery. Passage of title to Energy occurs pursuant to the Agreement. R-3.3 Actions Required of Parties to Assure Delivery. . . Item 15 Page 175 of 231 R-3.3.1 Provision of Generation Information; Required Actions. No less than monthly, Seller shall provide Purchaser with a written statement setting forth for applicable periods the quantities of Seller’s generation of energy for production of the REC. Seller shall promptly take all actions and do all things necessary and appropriate to cause the designated Tracking System, if any, to transfer the REC to Purchaser, including promptly providing all required information and documents in the required forms, and paying any and all fees the Tracking System imposes on Seller. If the Confirmation provides for a designated Tracking System to expedite issuance of certificates (for example, forward transfer certificates in WREGIS), Seller shall promptly take all actions required to cause such expedition. If no Tracking System is designated in the Confirmation, then upon creation of the REC Seller shall promptly deliver the Attestation to Purchaser. R-3.3.2 Failure to Issue REC. Seller is responsible for transfer and issuance of RECs by the Tracking System; Purchaser’s sole responsibilities are maintenance of an account with the Tracking System and Acceptance of conforming RECs pursuant to Section R-3.1.2. Without prejudice to the immediately preceding sentence, in the event a Tracking System designated in the Confirmation declines to issue an electronic credit or physical certificate to document the attempted transfer, Delivery, or Acceptance of a REC, each Party will provide the other Party with all documents, communications, and information sent to or received from the Tracking System that pertain thereto. The Parties will cooperate, . . Item 15 Page 176 of 231 and each Party will complete any uncompleted items for which it is responsible, each at its own expense. If following such efforts, and due to no failure of Seller to take all required actions, the Tracking System does not issue the electronic credit or physical certificate to document the attempted transfer, Delivery, or Acceptance of the REC, Seller may, upon Purchaser’s agreement (which Purchaser may decline in its discretion), provide an Attestation to Purchaser to effect Delivery. The obligations under this Section R-3.3.2 shall not be construed to diminish the Seller or the Purchaser’s respective rights and obligations under the Agreement, Service Schedule R, and the Confirmation. R-3.4 Conveyance and Transfer. As of both Delivery and passage of title, Seller shall transfer and convey to Purchaser all right, title, and interest in and to the REC and all Environmental Attributes underlying the REC pursuant to the Confirmation, and the exclusive right to any and all Reporting Rights Seller may have in or to the REC and the Environmental Attributes, free and clear of any liens, security interests, or other encumbrances. R-4 Charges; Credit. The charge shall be an amount equal to the Contract Price multiplied by the Delivered and Accepted quantity, without prejudice to the right to recover damages owed in accordance with Section R-9. The Parties may state any credit terms and conditions to which they agree in the Confirmation; Section 27 of the Agreement applies unless otherwise agreed. R-5 Governing Law; Change in Law. R-5.1 Governing Law. Section 24 of the Agreement applies except as follows. If an Applicable Program is designated in the Confirmation, all performance obligations . . Item 15 Page 177 of 231 pursuant to the REC Transaction concerning the creation, issuance, transfer, tracking and retirement of the REC shall be governed as follows: R-5.1.1 If the Applicable Program was created by the laws of a Governmental Authority, then by the laws, rules, regulations, orders, and judicial precedent of such Governmental Authority; R-5.1.2 If the Applicable Program was not created by the laws of a Governmental Authority, but is a voluntary program, then Section 24 of the Agreement applies without modification, and the Parties shall be bound contractually to comply with the standards and criteria of the voluntary Applicable Program. R-5.2 Change in Law. R-5.2.1 Applicability. Section R-5.2 applies only to REC Transactions for which an Applicable Program is designated in the Confirmation. In a REC Transaction for which no Applicable Program is designated, Seller makes no representation or warranty concerning compliance with any particular Applicable Program and any such representation or warranty is expressly disclaimed. R-5.2.2 Definitions. (a) “Change in Law” means any addition or amendment, by a Governmental Authority, to any laws, rules, regulations, orders, or judicial precedent, that applies to an Applicable Program designated in the Confirmation, that is enacted or issued after the Effective Date and nullifies compliance of the REC with the Applicable Program. An addition or amendment that is enacted . . Item 15 Page 178 of 231 or issued before the Effective Date but effective on or after the Effective Date is not a Change in Law. (b) “Regulatorily Continuing” means a REC Transaction in which the REC and Environmental Attributes conform to the requirements of an Applicable Program designated in the Confirmation as such requirements exist on the Effective Date and the Transfer Date, including requirements modified or added by a Change in Law. (c) “Not Regulatorily Continuing” means a REC Transaction in which the REC and Environmental Attributes conform to the requirements of an Applicable Program designated in the Confirmation as such requirements exist on the Effective Date only, and the REC and Environmental Attributes are not required to conform to requirements modified or added by a Change in Law. R-5.2.3 Default Designation as Regulatorily Continuing. A REC Transaction as to which an Applicable Program is designated in the Confirmation shall be Regulatorily Continuing unless the Parties specify in the Confirmation that the REC Transaction is Not Regulatorily Continuing. R-5.2.4 Effect of Change In Law in Regulatorily Continuing REC Transaction. (a) If a Change in Law occurs in a Regulatorily Continuing REC Transaction, Seller shall be obligated to make reasonable efforts to attain compliance with the designated Applicable Program, . . Item 15 Page 179 of 231 the costs of which shall not be required to exceed any cost cap specified in the Confirmation. If despite such efforts to attain compliance, including reasonable expenditures, Seller cannot obtain compliance and Purchaser refuses to accept Delivery of the REC due to the Change in Law, Seller shall not be liable for damages under Section R-9. (b) In the event Purchaser refuses to accept Delivery of the REC under Section 5.2.4(a), and Seller has Delivered energy to Purchaser in the REC Transaction, Purchaser shall not be relieved of its obligation to pay for such energy, which payment shall be either at the price allocated to energy in the Confirmation, if any, and if no allocation is made, then at an amount equal to the Replacement Price. R-5.2.5 Amendment to Address Change In Law. Nothing in this Section R- 5.2 shall be construed to preclude the Parties from agreeing to amend the Confirmation to permit a Seller to perform its obligations in a REC Transaction as to which a Change in Law has occurred. R-6 Seller Representations and Warranties. In each REC Transaction, Seller represents and warrants to Purchaser the following: R-6.1 As of both Delivery and passage of title, Seller has and conveys to Purchaser all right, title, interest in and to the REC and all Environmental Attributes underlying the REC as required by the Confirmation, and the exclusive right to any and all Reporting Rights Seller may have in or to the REC and Environmental Attributes, free and clear of any liens, security interests, or other encumbrances. . . Item 15 Page 180 of 231 R-6.2 As of both Delivery and passage of title, the REC and Environmental Attributes conform to the requirements of the REC Transaction. R-6.3 If the REC Transaction is Regulatorily Continuing (and an Applicable Program is designated in the Confirmation), subject to any limits upon Seller’s obligations under Section R-5.2.4, as of both Delivery and passage of title, that the REC and Environmental Attributes conform to the requirements of the designated Applicable Program as such requirements exist on the Effective Date and the Transfer Date. R-6.4 If the REC Transaction is Not Regulatorily Continuing (and an Applicable Program is designated in the Confirmation), as of both Delivery and passage of title, that the REC and Environmental Attributes conform to the requirements of the designated Applicable Program as such requirements exist on the Effective Date. R-6.5 With respect to deliveries of Energy in REC Transactions for Firm Bundled REC, Contingent Resource Bundled REC, and Facility As-Run Bundled REC, that Seller has complied with the representations and warranties stated in Section 33 of the Agreement. SELLER DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. R-7 Records; Confidentiality R-7.1 Correction of Records. If any statement, charge or computation concerning a REC Transaction is inaccurate, the Parties promptly shall make any adjustments to records as reasonably necessary to correct such inaccuracy, and make any adjustment of payments required to correspond to the corrected records, provided, . . Item 15 Page 181 of 231 that Purchaser shall not be required to pay a higher Contract Price or accept a lower Contract Quantity than the Confirmation requires. R-7.2 Exception to Confidentiality. Purchaser has the right to disclose to any Governmental Authority having jurisdiction over Purchaser, or to any voluntary Applicable Program and the person or entity specified by the rules of procedures of the voluntary Applicable Program to perform certification, any information necessary to demonstrate Purchaser’s compliance with an Applicable Program (whether or not designated in the Confirmation); provided, however, that Purchaser shall use reasonable efforts to minimize the scope of any such disclosure and shall require, as may be feasible, that the recipient maintain the confidentiality of any documents or confidential information governed by the provisions of Section 30.1 of the Agreement, including, if permitted under applicable procedures of the Governmental Authority or such administrator, and subject to any applicable public records laws, seeking a protective order or similar protective mechanism in connection with any disclosure. With respect to a REC, Purchaser also has the right to disclose the following to any customer or affiliate of Purchaser that is participating in any voluntary or mandatory Applicable Program: the Renewable Energy Source, the location of any Renewable Energy Facility designated in the Confirmation, and monthly generation quantities of energy underlying the REC. R-8 Uncontrollable Force. The following is substituted for the first sentence of the second paragraph of Section 10 of the Agreement: The following shall not be considered “Uncontrollable Forces”: (i) Seller’s cost of producing or obtaining the REC or energy (or ability to sell the REC or energy at a price exceeding the Contract Price); (ii) the loss or failure of Seller’s supply, . . Item 15 Page 182 of 231 including materials or equipment; or (iii) Purchaser’s inability economically to use or resell the REC or energy. The following is added at the end of the second paragraph of Section 10 of the Agreement: If production of energy at a Renewable Energy Facility designated in the Confirmation is curtailed due to an Uncontrollable Force, any production during the period of such curtailment shall be allocated as follows: first, among all purchasers of Firm RECs, Firm Bundled RECs, Resource Contingent RECs, Resource Contingent Bundled RECs, and energy purchased under Service Schedules B and C, proportionately to such purchasers’ contract quantities under contracts with Seller during such period and subject to any priorities or shares stated in the Confirmation, and second, to all purchasers of Facility As-Run RECs, Facility As-Run Bundled RECs and energy purchased under Service Schedule A, proportionately to such purchasers’ contract quantities under contracts with Seller during such period and subject to any priorities or shares stated in the Confirmation. R-9 Remedies for Non-Performance. R-9.1 Damages. Section 21.3 of the Agreement, as modified in this Section 9, applies to REC Transactions. R-9.1.1 Failure to Receive or Deliver in Unbundled REC Transactions. This Section R-9.1.1 applies to REC Transactions for Firm REC, Resource Contingent REC, and Facility As-Run REC. Section 21.3(a)(3) and (5) of the Agreement are inapplicable. Section 21.3(a)(1) of the Agreement is modified as follows: If Purchaser refuses to Accept Delivery of RECs Delivered by Seller in accordance with the Confirmation, then Purchaser shall . . Item 15 Page 183 of 231 be liable to Seller for the product of (i) and (ii) where (i) is the amount, if any, by which the Contract Price exceeded the Resale Price and (ii) is the amount by which the quantity of RECs Purchaser refused to Accept was less than the Contract Quantity, subject to any limitations stated in the Confirmation. 21.3(a)(2) is modified as follows: If Seller fails to Deliver RECs to Purchaser in accordance with the Confirmation, then Seller shall be liable to Purchaser for: (a) the product of (i) and (ii) where (i) is the amount, if any, by which the Replacement Price exceeded the Contract Price and (ii) is the amount by which the quantity of RECs Seller Delivered was less than the Contract Quantity; plus (b) if an Applicable Program is specified, the amount, if any, of penalties and alternative compliance payments a Governmental Authority required Purchaser to pay due to Seller’s non-performance, and which penalties or alternative compliance payments are no longer subject to judicial review, subject to any limitations stated in the Confirmation. R-9.1.2 Failure to Receive or Deliver in Bundled REC Transactions. (a) Price Not Allocated between REC and Energy. This Section R-9.1.2(a) applies to REC Transactions for Firm Bundled REC, Resource Contingent Bundled REC, and Facility As-Run Bundled REC, and in which the Confirmation does not allocate . . Item 15 Page 184 of 231 the Contract Price between the REC and Energy. Section 21.3(a)(1) of the Agreement is modified as follows: If Purchaser refuses to Accept Delivery from Seller in accordance with the Confirmation, then Purchaser shall be liable to Seller for: (a) the product of (i) and (ii) where (i) is the amount, if any, by which the Contract Price exceeded the Resale Price, and (ii) is the amount by which the quantity of RECs and Energy Purchaser refused to Accept was less than the Contract Quantity, plus (b) the amount of transmission charge(s), if any, for firm transmission service upstream of the delivery point, which Seller incurred to achieve the Resale Price, less the reduction, if any, in transmission charge(s) achieved as a result of the reduction in Purchaser’s schedule or receipt of Energy (based on Seller’s commercially reasonable efforts to achieve such reduction), subject to any limitations stated in the Confirmation. If the Purchaser refused to Accept Delivery of RECs but Accepted Delivery of Energy, then Purchaser shall pay Seller for such received Energy at the Resale Price of the Energy; if the Purchaser refused to Accept Delivery of Energy but Accepted Delivery of RECs, the Purchaser shall pay Seller for Accepted RECs at an amount equal to the Contract Price less the Resale Price of the Energy. Section 21.3(a)(2) of the Agreement is modified as follows: . . Item 15 Page 185 of 231 If Seller fails to Deliver to Purchaser in accordance with the Confirmation, then Seller shall be liable to the Purchaser for: (a) the product of (i) and (ii) where (i) is the amount, if any, by which the Replacement Price exceeded the Contract Price, and (ii) is the amount by which the quantity of RECs and Energy Delivered was less than the Contract Quantity; plus (b) the amount of transmission charge(s), if any, for firm transmission service downstream of the delivery point, which Purchaser incurred to achieve the Replacement Price, less the reduction, if any, in transmission charge(s) achieved as a result of the reduction in Seller’s schedule or delivery of Energy (based on Purchaser’s commercially reasonable efforts to achieve such reduction), plus (c) if an Applicable Program is specified, the amount, if any, of penalties and alternative compliance payments a Governmental Authority required Purchaser to pay due to Seller’s non-performance, and which penalties or alternative compliance payments are no longer subject to judicial review, subject to any limitations on such amounts stated in the Confirmation. In the event Seller Delivers Energy but not RECs, and regardless of Purchaser’s receipt of Energy, Purchaser shall not be required to pay Seller for such Energy. (b) Price Allocated between REC and Energy. This Section R- 9.1.2(b) applies to REC Transactions for Firm Bundled REC, . . Item 15 Page 186 of 231 Resource Contingent Bundled REC, and Facility As-Run Bundled REC, in which the Confirmation sets forth an allocation of the Contract Price between the REC and energy. (i) If Purchaser refuses to Accept Delivery of RECs in accordance with the Confirmation, then Purchaser shall be liable to Seller as set forth in Section R-9.1.1. (ii) Subject to part (v) of this Section, if Seller fails to Deliver RECs in accordance with the Confirmation, then the Seller shall be liable to Purchaser as set forth in Section R-9.1.1. (iii) If Purchaser refuses to receive Delivery of Energy in accordance with the Confirmation, then Section 21.3(a) of the Agreement shall apply as set forth in the Agreement without modification by this Service Schedule R. (iv) If Seller fails to Deliver Energy in accordance with the Confirmation, then Section 21.3(a) of the Agreement shall apply as set forth in the Agreement without modification by this Service Schedule R. (v) In the event Seller Delivers Energy but fails to Deliver RECs, and regardless of Purchaser’s receipt of Energy, Purchaser shall not be required to pay Seller for such Energy. R-10 Other Modifications of the Agreement for REC Transactions. . . Item 15 Page 187 of 231 R-10.1Revised Agreement Definitions. For purposes of REC Transactions, the following revisions to definitions contained in Section 4 of the Agreement shall apply: R-10.1.1 Contract Quantity: The amount of RECs and, if applicable, Energy, to be supplied for a transaction under the Agreement. R-10.1.2 Power Marketer: An entity which buys, sells, and takes title to RECS, electric energy, transmission and/or other services from traditional utilities and other suppliers. R-10.1.3 Physically Settled Option: Includes (i) a call option which is the right, but not the obligation, to buy an underlying REC and/or power product as defined under Service Schedule R according to the price and exercise terms set forth in the Confirmation; and (ii) a put option which is the right, but not the obligation, to sell an underlying REC or power product as defined under Service Schedule R according to the price and exercise terms set forth in the Confirmation. R-10.1.4 Replacement Price: The price at which the Purchaser, acting in a commercially reasonable manner, effects a purchase of substitute REC(s), capacity and/or energy in place of the REC(s), capacity and/or energy not Delivered (for REC(s) and/or energy) or made available (for capacity only) by the Seller or, absent such a purchase, the market price for such quantity of REC(s), capacity and/or energy, as determined by the Purchaser in a commercially reasonable manner, for Energy at the delivery point specified in the Confirmation. Substitute REC(s) must . . Item 15 Page 188 of 231 be similar in all material respects to the REC(s) specified in the Confirmation. R-10.1.5 Resale Price: The price at which the Seller, acting in a commercially reasonable manner, effects a resale of the REC(s), capacity and/or energy not received by the Purchaser or, absent such a resale, the market price for such quantity of REC(s), capacity and/or energy, as determined by the Seller in a commercially reasonable manner, for Energy at the delivery point specified for the transaction in a Confirmation. R-10.2Notices. Section 12.2 of the Agreement is revised by inserting “RECs or” before the phrase “capacity and/or energy.” . . Item 15 Page 189 of 231 SERVICE SCHEDULE R ANNEX 1 - DEFINITIONS “Acceptance” has the meaning given in Sections R-3.1.2 or R-3.2.2, as applicable. “All Attributes” has the meaning given in Section R-2.4.1. “Applicable Program” means (a) a program adopted by a Governmental Authority that requires the sale, purchase, or use of energy generated or produced by a facility that converts renewable natural resources such as wind, sunlight, rain, tides, geothermal heat, hydro, or biomass into electric energy, including any Renewable Portfolio Standard (RPS) adopted by a Governmental Authority and all Governing Law that pertains thereto, or (b) a voluntary program for reporting, crediting or attributing RECs and all rules, standards and procedures adopted by the administering organization that pertain thereto. “Attestation” means (a) the Seller’s written statement, certified as true and correct by an authorized officer of Seller, that the REC is Delivered and title to the REC has been transferred to the Purchaser, and that the Seller has taken all steps to effect transfer of the REC required by any Tracking System designated in the Confirmation, and (b) that satisfies the requirements of any Applicable Program designated in the Confirmation or is a generation information system record of ownership transfer. Annex 2 Exhibit 1 is a template for use of the Parties; an agreed form of Attestation should be included as a part of the Confirmation, and the agreed form will suffice as an Attestation regardless of whether or not it meets the criteria of this definition. “Change in Law” has the meaning given in Section R-5.2.2(a). “Deliver” has the meaning given in Sections R-3.1.1 or 3.2.1, as applicable. “Effective Date” means the date both Parties have executed the Confirmation, or which the Parties otherwise specify in the Confirmation. “Environmental Attribute” means the following, unless a Tracking System is designated in the Confirmation, and such Tracking System defines “Environmental Attribute,” in which case the Tracking System’s definition of “Environmental Attribute” shall control: a characteristic concerning or affecting the environment created by or resulting from the generation of electric energy by a Renewable Energy Source, and which capable of measurement, verification, or calculation. The term does not include tax credits or other tax benefits under any law or other direct third-party subsidies for generation of electric energy by a Renewable Energy Source. The term includes “non-energy attributes” under Oregon law and “non-power attributes” under Washington law. By way of example, the term may include the following: avoided emissions of CO2 or other gases, or avoided water use (but not water or other rights or credits required under an Applicable Program to site and develop the Renewable Energy Facility itself). “Facility As-Run REC” has the meaning given in Section R-2.3.5. “Facility As-Run Bundled REC” has the meaning given in Section R-2.3.6(a). . . Item 15 Page 190 of 231 “Firm Bundled REC” has the meaning given in Section R-2.3.2. “Energy” in the case of a Firm Bundled REC refers to Firm Capacity/Energy Sale or Exchange Service under Service Schedule C as may be modified by Service Schedule R, in the case of a Resource Contingent Bundled REC refers to Unit Commitment Service under Service Schedule B as may be modified by Service Schedule R, and in the case of Facility As-Run Bundled REC refers to Economy Energy Service under Service Schedule A as may be modified by Service Schedule R. “Firm REC” has the meaning given in Section R-2.3.1. “Fuel Impediment” means the reduction or lack of wind or sunlight, excessive wind, or other insufficiency or excess of a Renewable Energy Source (excluding biomass), that causes a reduction or cessation of generation of electric energy by a Renewable Energy Facility. “Forced Outage” means the removal from service availability of a generating unit, transmission line, or other facility for emergency reasons, or the condition in which the equipment is unavailable due to unanticipated failure (such unanticipated failure does not include a Fuel Impediment). “Governing Law” has the meaning given in Section 24 of the Agreement as that Section may be modified by Section R-5.1. “Governmental Authority” means the United States, a State thereof, any political subdivision or governmental body thereof, including any department or agency, with jurisdiction over a Party or an Applicable Program. “Not Regulatorily Continuing” has the meaning given in Section R-5.2.2(b). “Program Attributes” has the meaning given in Section R-2.4.2. “Regulatorily Continuing” has the meaning given in Section R-5.2.2(a). “REC” refers to a renewable energy certificate and means a credit or certificate representing Environmental Attributes created by or resulting from the generation of one (1) megawatt hour of electric energy by a Renewable Energy Source, subject to the terms and conditions stated in the Confirmation. “REC Product” has the meaning given in Section R-2.2. “REC Transaction” has the meaning given in Section R-2.1. “Resource Contingent REC” has the meaning given in Section R-2.3.3. “Resource Contingent Bundled REC” has the meaning given in Section R-2.3.4(a). . . Item 15 Page 191 of 231 “Renewable Energy Facility” means an electric generation unit or other facility or installation capable of producing or emitting electric energy using a Renewable Energy Source. “Renewable Energy Source” means (a) a resource that is recognized as a renewable energy source under an Applicable Program designated in the Confirmation, or (b) if no Applicable Program is designated in the Confirmation, a natural resource from or through which electric energy can be generated, including wind, solar, geothermal, landfill gas, wave, tidal, thermal ocean technologies, and hydroelectric power, and excluding fossil carbon-based, non-renewable, or radioactive fuel. “Reporting Rights” means the right to report and register the exclusive ownership of the REC or Environmental Attributes under Governing Law or any other laws, regulations, orders or judicial precedents of the government of the United States of America or any department or agency thereof, or any State or political subdivision thereof, including mandatory and voluntary reporting, and including reporting under section 1605(b) of the Energy Policy Act of 1992 and any foreign or international emissions trading or reporting program. “Scheduled Maintenance” means an outage or partial outage scheduled to perform the necessary normal maintenance on a generating unit, transmission line, or other facility to preserve the reliability of the unit or overall system reliability, including scheduled outages for such maintenance. “Tracking System” means the entity, if any, the Parties designated in the Confirmation that will perform REC tracking and accounting functions, including receiving evidence of generation of the REC and crediting the resulting REC to the Purchaser’s account. “Transfer Date” means the date specified in the Confirmation, no later than which Seller must make Delivery as defined in Sections R-3.1.1 or R-3.2.1, as applicable. “Vintage” means the period in which the REC was or will be created. . . Item 15 Page 192 of 231 SERVICE SCHEDULE R ANNEX 2 FORM OF REC TRANSACTION CONFIRMATION IDENTIFICATION OF PARTIES Name of Seller: Name of Purchaser: _______________________________ ____________________________________ Seller Information: Purchaser Information: _______________________________ _______________________________ Contact Contact Tel (O): _____________________ Tel (O): ___________________ Tel (Cell): _____________________ Tel (Cell): ___________________ E-mail: ________________________ E-mail: ________________________ Fax: ________________________ Fax: ________________________ Contact information is subject to change by notice. ADDRESSES FOR FORMAL NOTCES: Purchaser: Seller _____________________________ _____________________________ _____________________________ _____________________________ _____________________________ _____________________________ _____________________________ _____________________________ INCORPORATED DOCUMENTATION (any “long form” or other bilateral agreements between the Parties applicable to this Confirmation and incorporated herein) ________________________________________________________________ REC TRANSACTION TERMS REC Product (e.g., Firm REC, Firm Bundled REC, etc.) (see Section R-2.3): __________________________________________________________ . . Item 15 Page 193 of 231 Vintage of REC already created or period of generation for REC to be created (mm/yyyy) __________________________________________________________ Contract Quantity (stated either on a megawatt hour basis or percentage of output of a designated Renewable Energy Facility) ____________________ Transfer Date (generally the Effective Date of this Confirmation for REC that already exists, and future date for REC to be generated after Effective Date) ____________________ Contract Price: ___________________ Allocation, if agreed: REC: _________________________ Energy: _________________________ Environmental Attributes (Check One) □ All Attributes (this designation is effective only if a Renewable Energy Source or Renewable Energy Facility is designated below) □ Program Attributes (this designation is effective only if an Applicable Program is identified below) (Note: WREGIS and possibly other Tracking Systems will not recognize a Program Attributes REC, or may treat it as an All Attributes REC) Applicable Program (required for Program Attributes; not required for All Attributes, but designation establishes the minimum Environmental Attributes required by a designated Applicable Program). Also required for recovery of penalties and alternative compliance payments (Section R-9.1). Designation should include detailed information, including any applicable legal citations, to assure adequate description of the program. ______________________________________________________________ Designation of Renewable Energy Source or Renewable Energy Facility (required for All Attributes). . . Item 15 Page 194 of 231 Renewable Energy Source: ___________________________________________ Renewable Energy Facility Name: _______________________ Location: ___________________________________ Generation Information System number: _________________ Tracking System number: ________________________ Fuel (wind, solar, etc.: __________________ Change in Law Provisions (Check One) □ Regulatorily Continuing (Section R-5.2.2(b), requiring that Seller make commercial reasonable efforts to obtain compliance with Changes in Law in the designated Applicable Program. If checked, state any agreed maximum costs of such efforts (if no maximum is stated, then no maximum applies): $______________ □ Not Regulatorily Continuing (Section R-5.2.2(c)). Tracking System(s) if any: (if none specified, then Delivery occurs by Attestation and not by Tracking System crediting) Damages. Damages include reimbursement for penalties and alternative compliance payments, subject to any agreed cap on this damages component, which can be zero (Section R-9.1): $ __________________ Any agreements concerning forward certificates in WREGIS or other Tracking System Expedition ) (Section R-3.3.1): _______________________________________________________________ TERMS APPLICABLE TO ENERGY IF INCLUDED IN REC PRODUCT Period (Schedule) of Delivery: From __\__\__ To __\__\__ Schedule (Days and Hours): __________________ Delivery Rate:________________________________ Delivery Point(s): __________________________ Contract Quantity (specify all details): _______________ . . Item 15 Page 195 of 231 Transmission Path for the Transaction (If Applicable):__________________ EFFECTIVE DATE AND OTHER PROVISIONS Effective Date (no earlier than mutual execution of this Confirmation) ______________________________ Other provisions: ________________________________________________ [generally stated in attachment to the Confirmation] The Parties agree to the REC Transaction set forth herein as of the Effective Date Seller Purchaser Signed: __________________________ Name: ___________________________ Signed: ____________________________ Name: ____________________________ Date: _______________________ Date: _____________________ . . Item 15 Page 196 of 231 ANNEX 2, Exhibit 1 Form of Attestation To Be Included As Exhibit To Confirmation Attestation Of [Seller] (“REC Generator”) Of Sale, Transfer, and Delivery Of Renewable Energy Certificate to [Purchaser] “Purchaser” Party and Contact Information: [Insert names and addresses of Parties, address, and contact information] Attestation: I, [name of attesting officer], the [title] of Seller, declare and certify that Seller sold and delivered Elect one: ___ Environmental Attributes Only ___ Bundled with electricity to Purchaser, and further, that 1. Was generated by the Renewable Energy Facility (“REF”) designated below and sold, transferred and delivered, subject to receipt of payment, to Purchaser. 2. Is associated with electricity delivered into the [insert delivery area] in compliance with applicable energy delivery rules. REF Generator Name and Number Technology Type Fuel Type (Renewable Energy Source) Generation Period (mm/yy) Generator First Day of Operation The above statements are true and correct to the best of my knowledge, and based on my duly diligent inquiry. This Attestation may serve as a Bill of Sale to document, in accordance with the Confirmation, the transfer from Generator to Purchaser of all of Seller’s right, title and interest in and to the REC and environmental attributes it represents, as set forth above. Either Party may disclose this Attestation to others, including a Tracking System, public utility commissions and other regulatory bodies having jurisdiction over Purchaser, and administrators of voluntary green energy programs, to substantiate and verify the accuracy of the Parties’ compliance, advertising and public claims. Signature: ___________________________ Date ____________________ Print Name: ___________________________ . . Item 15 Page 197 of 231 SCHEDULE Q FERC ACCEPTED SELLER-SPECIFIC COST-BASED RATE SCHEDULES Note: Each rate schedule included in this Schedule Q is applicable solely to the Member which submitted that rate schedule to FERC, and not to any other Member. INDEX Name of Member FERC Order Re Underlying Rate Schedule Arizona Public Service Company Letter Order, Docket No. ER16-1877-000 (July 15, 2016) Nevada Power Company Letter Order, Docket No. ER11-1832-000 (Nov. 23, 2010) PacifiCorp Letter Order, Docket No. ER16-1964-000 (Aug. 16, 2016) Public Service Company Letter Order, Docket No. ER15-678-000 (Feb. 4, 2015) of Colorado Sierra Pacific Power Company Letter Order, Docket No. ER14-1420-000 (Apr. 15, 2014) Southwestern Public Service Letter Order, Docket No. ER08-857-001 (Aug. 28, 2008) Company Westar Energy, Inc. Letter Order, Docket No. ER11-3233-000 (May 26, 2011) . . Item 15 Page 198 of 231 WSPP AGREEMENT SCHEDULE Q FOR ARIZONA PUBLIC SERVICE COMPANY Determination of Ceiling Rates Applicable to Sales Made by Arizona Public Service Company Under the WSPP Agreement I.DEFINITIONS The following terms shall have the specified meaning when used in any Transaction between Arizona Public Service Company (“APS”) and any Customer pursuant to this Cost-Based Tariff (“Tariff”): 1.APS: Arizona Public Service Company or any successor-in-interest to Arizona Public Service Company. 2.Commission: The Federal Energy Regulatory Commission, or any successor federal agency having jurisdiction over this tariff. 3.Customer: Any entity entering into a Transaction with APS under this Tariff. 4.System Incremental Cost: (“SIC”) System Incremental Cost means, with respect to a Transaction, all reasonably forecasted incremental generation, power purchase, and other, related costs that APS would not otherwise incur if such Transaction is not entered into. System Incremental Cost shall include, but not be limited to, costs associated with fuel, labor, variable operation and maintenance, start-up, shut- down, fuel handling, regulatory commission charges, emission allowance and other environmental compliance costs, transmission losses, wheeling charges, any applicable taxes or assessments based on the revenues received or quantities sold under the Transaction, and with respect to capacity and energy purchased from a third party, the total forecasted amount that would be paid for that capacity and energy by APS. For purchases of energy and capacity by APS, System Incremental Cost will also include, but not be limited to, regulatory commission charges, emission allowances, transmission losses, wheeling charges and taxes. 5.Tariff: This Cost-Based Tariff, as it may be amended and/or superseded from time to time. 6.Transaction: An individual transaction scheduled pursuant to this Tariff. 7.Party: References to a Party shall mean either APS or the Customer, who collectively shall be referred to as “Parties.” II.AVAILABILITY Service under this Tariff shall be available to Customers for Transactions that have a duration as agreed to by the Parties under the Service Agreement. III.SALES OF ELECTRIC CAPACITY AND/OR ENERGY APS and Customers may enter into Transactions under this Tariff from time-to-time. All . . Item 15 Page 199 of 231 such Transactions shall be voluntary on the part of APS and the Customer(s). APS at its sole discretion will determine the amounts of and times that electric capacity and/or energy is to be made available under this Tariff prior to entering into a Transaction. IV.RATES 1. A Transaction will be priced at rates established by agreement between Seller and Buyer, provided that the sum of all charges with respect to each Transaction may be up to but shall not exceed the sum of: a) A demand charge, equal to, as appropriate: i. $9,233 /MW/month; ii. $2,131 /MW/week; iii. $426 /MW/day, provided the total demand charge in any week, pursuant to a sale of daily electric power, shall not exceed the weekly rate times the highest amount in megawatts of purchased electric power in any day during such week; or iv. $26.63 /MW/hour, provided that the total demand charge in any day, pursuant to a sale of hourly electric power, shall not exceed the daily rate times the highest amount in megawatts of purchased electric power in any hour during such day, and the total demand charges in any week, pursuant to a sale of hourly or daily electric power, shall not exceed the weekly rate times the highest amount in megawatts of purchased electric power in any such week; and b) The System Incremental Cost, forecasted at the time the Transaction is executed, plus 10% of the forecasted System Incremental Cost; and c) The cost of transmission service and any ancillary services purchased by APS and resold to Customer, as known or forecasted at the time the Transaction is executed. V.EXPANSION OF FACILITIES APS will have no obligation under this Tariff to plan its system or modify its facilities in order to provide service hereunder. VI.OTHER TERMS AND CONDITIONS Except to the extent otherwise specifically agreed to by the Parties, all Transactions under APS’s Schedule Q shall be governed by the terms and conditions set forth in the WSPP Agreement. . . Item 15 Page 200 of 231 COST-BASED RATE SCHEDULE FOR PACIFICORP Determination of Ceiling Rates Applicable to Cost-Based Sales Made by PacifiCorp 1. The following rates shall be applicable to any cost-based sale of power and/or energy made by PacifiCorp (1) pursuant to the applicable terms and conditions of the WSPP Agreement, including under Service Schedule A (Economy Energy Service), Service Schedule B (Unit Commitment Service), and Service Schedule C (Firm Capacity/Energy Sale or Exchange Service), and (2) for a term of less than one year. 2. The rates for any cost-based power and/or energy sale made by PacifiCorp pursuant to the applicable terms and conditions of the WSPP Agreement from PacifiCorp’s generating resources shall not exceed the following: (i) Maximum Demand Charge: The Maximum Demand Charge shall be capped using the following methodology: Units Most Likely To Participate Methodology Monthly Up to $11,317/MW Weekly Up to $2,612/MW Daily Up to $522/MW, provided, however, that the Daily rate of $522/MW shall not exceed the product of the number of kilowatts sold for a week multiplied by the maximum weekly demand charge of $2,612/MW. Hourly Up to $32.64/MW, provided, however, that the hourly rate of $32.64/MW shall not exceed the product of the number of kilowatts sold for a day multiplied by the maximum daily demand charge of $522/MW, and also not exceed the product of the number of kilowatts sold for a week multiplied by the maximum weekly demand charge of $2,612/MW. (ii) Energy Charge of 100% of SIC, plus up to 10% of SIC; and (iii) All charges incurred for transmission service, ancillary services, and transmission losses. 3. If PacifiCorp enters into a purchased power transaction specifically for the purpose of reselling such power hereunder, the rates shall not exceed the sum of the following: . . Item 15 Page 201 of 231 (i) PacifiCorp’s out-of-pocket costs of purchasing such capacity and/or energy, including all related charges incurred for transmission service, ancillary services, transmission losses and any applicable taxes or other similar governmental impositions; and (ii) $1.00 per megawatt-hour multiplied by the total megawatt-hours scheduled. 4. System Incremental Costs (“SIC”) means all reasonably forecasted costs of such power and/or energy and which otherwise would not have been incurred by PacifiCorp including, but not limited to, costs associated with fuel, labor, variable operation and maintenance, start-up, shut-down, fuel handling, taxes or other similar governmental impositions, regulatory commission charges, emission allowances and other environmental compliance costs. 5. Purchasers in cost-based transactions shall also be responsible for any taxes, purchased power costs, and for any other costs incurred by PacifiCorp in fulfilling its obligations for the provision of power and/or energy under the WSPP Agreement, which cost would otherwise not have been incurred, had such service not been provided. . . Item 15 Page 202 of 231 WSPP AGREEMENT SCHEDULE Q FOR NEVADA POWER COMPANY Determination of Ceiling Rates Applicable to Cost-Based Sales Made by Nevada Power Company 1. The following rates shall be applicable to any cost-based sale of power and/or energy made by Nevada Power Company, d/b/a NV Energy (“Nevada Power”) (1) pursuant to the applicable terms and conditions of the WSPP Agreement, including under Service Schedule A (Economy Energy Service), Service Schedule B (Unit Commitment Service), and Service Schedule C (Firm Capacity/Energy Sale or Exchange Service), (2) at a delivery point located within the Nevada Power balancing authority area, and (3) for a term of less than one year. 2. The rates for any cost-based power and/or energy sale made by Nevada Power pursuant to the applicable terms and conditions of the WSPP Agreement from Nevada Power’s generating resources shall not exceed the following: (i) Maximum Demand Charge: The Maximum Demand Charge shall be capped using the following methodology: Units Most Likely To Participate Methodology Monthly Up to $8,390/MW Weekly Up to $1,940/MW Daily Up to $390/MW, provided, however, that the Daily rate of $390/MW shall not exceed the product of the number of kilowatts sold for a week multiplied by the maximum weekly demand charge of $1,940/MW. Hourly Up to $24.40/MW, provided, however, that the hourly rate of $24.40/MW shall not exceed the product of the number of kilowatts sold for a day multiplied by the maximum daily demand charge of $390/MW, and also not exceed the product of the number of kilowatts sold for a week multiplied by the maximum weekly demand charge of $1,940/MW. (ii) Energy Charge of 100% of SIC, plus up to 10% of SIC; and (iii) All charges incurred for transmission service, ancillary services, and transmission losses. 3. If Nevada Power enters into a purchased power transaction specifically for the purpose of reselling such power hereunder, the rates shall not exceed the sum of the following: (i) Nevada Power’s out-of-pocket costs of purchasing such capacity and/or energy, including all related charges incurred for transmission service, ancillary services, transmission losses and any applicable taxes or other similar governmental impositions; and (ii) $1.00 per megawatt-hour multiplied by the total megawatt-hours scheduled.. . Item 15 Page 203 of 231 4. System Incremental Costs (“SIC”) means all reasonably forecasted costs of such power and/or energy and which otherwise would not have been incurred by Nevada Power including, but not limited to, costs associated with fuel, labor, variable operation and maintenance, start-up, shut-down, fuel handling, taxes or other similar governmental impositions, regulatory commission charges, emission allowances and other environmental compliance costs. 5. Purchasers in cost-based transactions shall also be responsible for any taxes, purchased power costs, and for any other costs incurred by Nevada Power Company in fulfilling its obligations for the provision of power and/or energy under the WSPP Agreement, which cost would otherwise not have been incurred, had such service not been provided. . . Item 15 Page 204 of 231 WSPP AGREEMENT SCHEDULE Q FOR PUBLIC SERVICE COMPANY OF COLORADO Determination of Ceiling Rates Applicable to Sales Made by Public Service Company of Colorado under the WSPP Agreement 1. The following rates shall be applicable to any cost-based sale of power and/or energy made by Public Service Company of Colorado (“Public Service”) (1) pursuant to the WSPP Agreement, including under Service Schedule A (Economy Energy Service), Service Schedule B (Unit Commitment Service), and Service Schedule C (Firm Capacity/Energy Sale or Exchange Service) and (2) at a delivery point located within the Public Service balancing authority area. 2. The rates for any cost-based power and/or energy sale made pursuant to the WSPP Agreement from certain Public Service generation resources shall not exceed the following: Maximum Demand Charge: The Maximum Demand Charge shall be capped at either of the following methodologies: Units Most Likely to Participate Methodology Annual $123.73/kW Monthly $10.62/kW Weekly $2.45/kW Daily $0.49/kW, provided, however, that the Daily rate of $0.49/kW shall not exceed the product of the number of kilowatts sold for a week multiplied by the maximum weekly demand charge of $2.45/kW. Hourly $0.0306/kW, provided, however, that the hourly rate of $0.0306/kW shall not exceed the product of the number of kilowatts sold for a day multiplied by the maximum daily demand charge of $0.49/kW, and also not exceed the product of the number of kilowatts sold for a week multiplied by the maximum weekly demand charge of $2.45/kW. Unit Revenue Constraint Methodology Annual $265.72/kW Monthly $22.14/kW Weekly $5.11/kW Daily $1.02/kW, provided, however, that the Daily rate of $1.02/kW shall not exceed the product of the number of kilowatts sold for a week multiplied by the maximum weekly demand charge of $5.11/kW. Hourly $0.0639/kW, provided, however, that the hourly rate of $0.0639/kW . . Item 15 Page 205 of 231 shall not exceed the product of the number of kilowatts sold for a day multiplied by the maximum daily demand charge of 1.02/kW, and also not exceed the product of the number of kilowatts sold for a week multiplied by the maximum weekly demand charge of $5.11/kW. Note: The total amount of Power available for cost-based sales by Public Service based on the costs of Comanche 3 under the WSPP Agreement and under other Public Service tariffs and arrangements, for which the agreed upon demand charge is determined based on Comanche 3, is limited to 500 MWs on an hourly basis. Plus: Energy Charge: (a) no less than 100% of Public Service’s System Incremental Costs (SIC); plus (b) up to 10% of SIC, provided, however, that whenever the SIC for an hour is based on purchased power, the 10% mark up shall be limited to one mill/kWh. Note: The total charges for any sale by Public Service using the Maximum Demand Charge as determined based on the Unit Revenue Constraint Methodology shall not exceed (1) the product of the requested demand (kW) multiplied by the applicable Maximum Demand Charge using the Unit Revenue Constraint Methodology as specified above, plus the variable costs of Comanche 3 (based on the most recent historical month where Comanche 3 was operational at least 80 percent of the time), and (2) be lower than a floor equal to 100% of Public Service’s System Incremental Cost. 3. When a cost-based sale of power and/or energy made by Public Service under the WSPP Agreement is conditioned upon Public Service acquiring purchased power, Purchaser shall pay the following amounts to Public Service for power and energy: (a) Public Service’s actual purchased power costs; plus (b) a one mill adder for transactions of less than one year in duration. 4. Purchasers in cost-based transactions shall also be responsible for any taxes, purchased power costs, and for any other costs incurred by Public Service in fulfilling its obligations for the provision of power and/or energy under the WSPP Agreement, which otherwise would not have been incurred, had such service not been provided. 5. For purposes of this Schedule Q, “Purchased Power” means the Power and Energy purchased from a third party by Public Service and shall consist of the total amount paid therefor by Public Service associated with such purchase, plus any cost which otherwise . . Item 15 Page 206 of 231 would not have been incurred, including, but not limited to, regulatory commission charges, transmission losses, third-party transmission charges, and taxes, fees or assessments related to such transactions. Tax expenses shall include the expenses that are incurred as taxes either in connection with the sale or production of such Power and Energy. The term Purchased Power shall not apply to long-term purchases that are secured to supply Public Service’s obligation load requirements as a system resource or to meet other regulatory requirements. 6. For purposes of this Schedule Q, System Incremental Costs (“SIC”)1 shall be determined as follows: SIC are any costs forecasted to be incurred by Public Service solely by reason of its provision of an incremental amount of coordination-type energy to supply to another company, including but not limited to, costs for fuel, reactant, labor, operation, maintenance, start-up, fuel handling, taxes, emission allowances, and services provided by RTOs, ISOs, or other transmission providers such as transmission and ancillary services and losses. Such costs may also include costs paid to third parties where Public Service has an existing contractual entitlement to purchase energy. For intraday (real-time) transactions, incremental cost is determined through a review of hourly system characteristics. For non-intraday transactions, incremental cost is determined by using a resource optimization model such as, but not limited to ProSym or GenTrader. The forecasted incremental cost represents the relative increase in total variable cost, in comparison to the previously determined base variable cost. Public Service forecasts incremental costs on a monthly, daily and hourly basis in order to evaluate whether it would be economic to engage in a wholesale sale of coordination energy.2 In order for Public Service to transact, and sell power to another entity, the purchaser must be willing to pay no less than the forecasted incremental cost for the period during which the energy is sold. It is necessary to use forecasted costs because transactions are entered into in the market in advance. The forecast incremental costs for Public Service utilize its unique portfolio resources, applicable fuel costs and generation characteristics. Monthly forecasted incremental variable costs are developed utilizing an optimization and unit commitment model. Generation characteristics such as forecasted fuel prices, effective heat rates, system penalty factors, start-up costs, unit parameters (e.g., minimum run time, dispatch minimum, dispatch maximum), variable O&M, and tolling costs are utilized in the model to establish the base cost to serve a forecasted amount of obligation (load and the net of applicable firm purchase and sales transactions). Planned and forced outages are also considered in the model. Additional obligations are added to the model (consistent with blocks traded in the market), and the optimized costs are returned. The difference in costs between the first and second run, i.e., with and without an incremental transaction or load addition, will represent the incremental cost to serve the additional obligation. The . . Item 15 Page 207 of 231 forecasted incremental cost to serve the additional obligation will establish the minimum price required in order to engage in a sale of similar energy volume. Daily forecasted incremental costs are developed utilizing a unit commitment and optimization program. The best available generation characteristics are utilized in the model to forecast the base cost to serve the next-day obligation. Additional obligations are applied and system costs evaluated to establish the forecasted cost to serve a potential incremental sale. On an hourly basis, the system operator forecasts the incremental cost to serve an additional obligation by evaluating current and short-term forecast system conditions and the resources that are not previously allocated to meet established obligations. If additional portfolio resources are available (not allocated for native load requirements), the system operator will evaluate the comprehensive cost to produce the quantity of energy needed for an incremental sale. If the Parties to a transaction under this WSPP Agreement expressly agree in a transaction agreement, incremental costs may be determined in the same manner as specified above, but on an after-the-fact, actual basis. Note 1: The Commission previously accepted this incremental rate methodology in Xcel Energy Services, Inc., et al., 117 FERC ¶ 61,180, at PP 45-49 (2006). Note 2: The Commission has found this approach to be acceptable. See, e.g., Western Systems Power Pool, 55 FERC ¶ 61,495, at 62,718 (1991) (noting that incremental cost “may be forecasted hourly, weekly, or monthly”). . . Item 15 Page 208 of 231 WSPP AGREEMENT SCHEDULE Q FOR SIERRA PACIFIC POWER COMPANY Determination of Ceiling Rates Applicable to Cost-Based Sales Made by Sierra Pacific Power Company 1. The following rates shall be applicable to any cost-based sale of power and/or energy made by Sierra Pacific Power Company, d/b/a NV Energy (“Sierra”) (1) pursuant to the applicable terms and conditions of the WSPP Agreement, including under Service Schedule A (Economy Energy Service), Service Schedule B (Unit Commitment Service), and Service Schedule C (Firm Capacity/Energy Sale or Exchange Service), (2) at a delivery point located within the Nevada Power Company balancing authority area (“NEVP”), and (3) for a term of less than one year. 2. The rates for any cost-based power and/or energy sale made by Sierra pursuant to the applicable terms and conditions of the WSPP Agreement from Sierra’s generating resources shall not exceed the following: (i) Maximum Demand Charge: The Maximum Demand Charge shall be capped using the following methodology: Units Most Likely To Participate Methodology Monthly Up to $9,810/MW Weekly Up to $2,260/MW Daily Up to $450/MW, provided, however, that the Daily rate of $450/MW shall not exceed the product of the number of kilowatts sold for a week multiplied by the maximum weekly demand charge of $2,260/MW. Hourly Up to $28.10/MW, provided, however, that the hourly rate of $28.10/MW shall not exceed the product of the number of kilowatts sold for a day multiplied by the maximum daily demand charge of $450/MW, and also not exceed the product of the number of kilowatts sold for a week multiplied by the maximum weekly demand charge of $2,260/MW. (ii) Energy Charge of 100% of SIC, plus up to 10% of SIC; and (iii) All charges incurred for transmission service, ancillary services, and transmission losses. 3. If Sierra enters into purchased power transaction specifically for the purpose of reselling such power hereunder, the rates shall not exceed the sum of the following: (i) Sierra’s out-of-pocket costs of purchasing such capacity and/or energy, including all related charges incurred for transmission service, ancillary services, transmission losses and any applicable taxes or other similar governmental . . Item 15 Page 209 of 231 impositions; and (ii) $1.00 per megawatt-hour multiplied by the total megawatt-hours scheduled. 4. System Incremental Costs (“SIC”) means all reasonably forecasted costs of such power and/or energy and which otherwise would not have been incurred by Sierra including, but not limited to, costs associated with fuel, labor, variable operation and maintenance, start- up, shut-down, fuel handling, taxes or other similar governmental impositions, regulatory commission charges, emission allowances and other environmental compliance costs. 5. Purchasers in cost-based transactions shall also be responsible for any taxes, purchased power costs, and for any other costs incurred by Nevada Power Company in fulfilling its obligations for the provision of power and/or energy under the WSPP Agreement, which cost would otherwise not have been incurred, had such service not been provided. . . Item 15 Page 210 of 231 WSPP AGREEMENT SCHEDULE Q FOR SOUTHWESTERN PUBLIC SERVICE COMPANY Determination of Ceiling Rates Applicable to Sales Made by Southwestern Public Service Company under the WSPP Agreement 1. The following rates shall be applicable to any cost-based sale of power and/or energy made by Southwestern Public Service Company (“SPS”) (1) pursuant to the WSPP Agreement, including under Service Schedule A (Economy Energy Service), Service Schedule B (Unit Commitment Service), and Service Schedule C (Firm Capacity/Energy Sale or Exchange Service and (2) at a delivery point located within the SPS balancing authority area. 2. The rates for any cost-based power and/or energy sale made pursuant to the WSPP Agreement from SPS generation resources shall not exceed the following: Maximum Demand Charge: Monthly $ 7.56/kW Weekly $ 1.745/kW Daily (On-peak) $ 0.349/kW, provided, however, that the Total Weekly charges for a customer paying the Daily rate of $0.349/kW (on-peak) or $0.249 (off-peak) shall not exceed the product of the number of kilowatts sold for a week multiplied by the maximum Weekly demand charge of $1.745/kW. Daily (Off-peak) $ 0.249/kW Hourly $ 21.813/MW, provided, however, that the Total Daily charges for a customer paying the Hourly rate of $21.813/MW shall not exceed the product of the number of kilowatts sold for a day multiplied by the maximum Daily (on-peak) demand charge, and total Weekly charges for such a customer shall not exceed the product of the number of kilowatts sold for a week multiplied by the maximum Weekly demand charge of $1.745/kW. plus Energy Charge: (a) no less than 100% of SPS’s System Incremental Costs (SIC); plus (b) up to 10% of SIC, provided, however, that whenever the SIC for an hour is based on purchased power, the 10% mark up shall be limited to one mill/kWh. Note A: The total charges for any cost-based sale under the WSPP Agreement shall not exceed the product of the requested demand (kW) multiplied by the applicable Maximum Demand Charge in this Section 1, plus the variable costs of Lea Power Partners (based on the second previous month’s cost data), and not withstanding . . Item 15 Page 211 of 231 the foregoing, a floor equal to 100% of SPS’s System Incremental Cost. Note B: The total amount of Power available for cost-based sales by SPS under the WSPP Agreement and under other SPS tariffs and agreements for which the agreed upon demand charge is determined based on Lea Power Partners is limited to 600 MWs on an hourly basis. 3. When a cost-based sale of power and/or energy made by SPS under the WSPP Agreement is conditioned upon SPS acquiring Purchased Power, Purchaser shall pay the following amounts to SPS for power and energy: (a) SPS’s actual Purchased Power costs; plus (b) a one mill adder for transactions of less than one year in duration. 4. Purchasers in cost-based transactions shall also be responsible for any taxes, purchased power costs, and for any other costs incurred by SPS in fulfilling its obligations for the provision of power and/or energy under the WSPP Agreement, which otherwise would not have been incurred, had such service not been provided. 5. For purposes of the WSPP Agreement, System Incremental Costs (“SIC”) shall be determined as follows: SIC are any costs forecasted to be incurred by SPS solely by reason of its provision of an incremental amount of coordination-type energy to supply to another company, including but not limited to costs for fuel, reactant, labor, operation, maintenance, start-up, fuel handling, taxes, emission allowances, and services provided by RTOs, ISOs, or other transmission providers such as transmission and ancillary services and losses. Such costs may also include costs paid to third parties where the SPS has an existing contractual entitlement to purchase energy. For intraday (real-time) transactions, incremental cost is determined through a review of hourly system characteristics. For non-intraday transactions, incremental cost is determined by using a resource optimization model such as, but not limited to ProSym, Couger or GenTrader. The forecasted incremental cost represents the relative increase in total variable cost, in comparison to the previously determined base variable cost. SPS forecasts incremental costs on a monthly, daily and hourly basis in order to evaluate whether it would be economic to engage in a wholesale sale of energy.2 In order for SPS to transact, and sell power to another entity, the purchaser must be willing to pay no less than the forecasted incremental cost for the period during which the energy is sold. It is necessary to use forecasted costs because transactions are entered into in the market in advance. The forecast incremental costs for SPS 2 The Commission has found this approach to be acceptable. See, e.g., Western Systems Power Pool, 55 FERC ¶ 61,495 at 62,718 (1991) (noting that incremental cost “may be forecasted hourly, weekly, or monthly”). . . Item 15 Page 212 of 231 utilize its unique portfolio resources, applicable fuel costs and generation characteristics. Monthly forecasted incremental variable costs are developed utilizing an optimization and unit commitment model. Generation characteristics such as forecasted fuel prices, effective heat rates, system penalty factors, start-up costs, unit parameters (e.g., minimum run time, dispatch minimum, dispatch maximum), variable O&M, and tolling costs are utilized in the model to establish the base cost to serve a forecasted amount of obligation (load and the net of applicable firm purchase and sales transactions). Planned and forced outages are also considered in the model. Additional obligations are added to the model (consistent with blocks traded in the market), and the optimized costs are returned. The difference in costs between the first and second run, i.e., with and without an incremental transaction or load addition, will represent the incremental cost to serve the additional obligation. The forecasted incremental cost to serve the additional obligation will establish the minimum price required in order to engage in a sale of similar energy volume. Daily forecasted incremental costs are developed utilizing a unit commitment and optimization program. The best available generation characteristics are utilized in the model to forecast the base cost to serve the next-day obligation. Additional obligations are applied and system costs evaluated to establish the forecasted cost to serve a potential incremental sale. On an hourly basis, the system operator forecasts the incremental cost to serve an additional obligation by evaluating current system conditions and the resources that are not previously allocated to meet established obligations. If additional portfolio resources are available (not allocated for native load requirements), the system operator will evaluate the comprehensive cost to produce the quantity of energy needed for an incremental sale. . . Item 15 Page 213 of 231 WSPP AGREEMENT SCHEDULE Q FOR WESTAR ENERGY Determination of Ceiling Rates Applicable to Cost-Based Sales Made by Westar Energy under the WSPP Agreement 1. The following rates shall be applicable to any cost-based sale of power and/or energy made by Westar Energy (“Westar”) (1) pursuant to the applicable terms and conditions of the WSPP Agreement, including under Service Schedule A (Economy Energy Service), Service Schedule B (Unit Commitment Service), and Service Schedule C (Firm Capacity/Energy Sale or Exchange Service) and (2) at a delivery point located within the Westar Energy balancing authority area. 2. The rates for any cost-based power and/or energy sale made by Westar Energy pursuant to the applicable terms and conditions of the WSPP Agreement from Westar Energy's generating resources shall not exceed the following: (i) Maximum Demand Charge: The Maximum Demand Charge shall be capped at either of the following methodologies: Units Most Likely To Participate Methodology Monthly Up to $13,520/MW Weekly Up to $3,120/MW Daily Up to $624/MW, provided, however, that the Daily rate of $624/MW shall not exceed the product of the number of kilowatts sold for a week multiplied by the maximum weekly demand charge of $3,120/MW. Hourly Up to $39.00/MW, provided, however, that the hourly rate of $39.00/MW shall not exceed the product of the number of kilowatts sold for a day multiplied by the maximum daily demand charge of $624/MW, and also not exceed the product of the number of kilowatts sold for a week multiplied by the maximum weekly demand charge of $3,120/MW. (ii) Energy Charge of no less than 100% of SIC, plus up to 10% of SIC; and (iii) All charges incurred for transmission service, ancillary services, and transmission losses. 3. If Westar Energy enters into a purchased power transaction specifically for the purpose of reselling such power hereunder, the rates shall not exceed the sum of the following: . . Item 15 Page 214 of 231 (i) Westar Energy's out-of-pocket costs of purchasing such capacity and/or energy, including all related charges incurred for transmission service, ancillary services, transmission losses and any applicable taxes or other similar governmental impositions; and (ii) $1.00 per megawatt-hour multiplied by the total megawatt-hours scheduled. 4. System Incremental Costs (“SIC”) means all reasonably forecasted costs of such power and/or energy and which otherwise would not have been incurred by Westar Energy including, but not limited to, costs associated with fuel, labor, variable operation and maintenance, start-up, shut-down, fuel handling, taxes or other similar governmental impositions, regulatory commission charges, emission allowances and other environmental compliance costs. 5. Purchasers in cost-based transactions shall also be responsible for any taxes, purchased power costs, and for any other costs incurred by Westar Energy in fulfilling its obligations for the provision of power and/or energy under the WSPP Agreement, which cost would otherwise not have been incurred, had such service not been provided. . . Item 15 Page 215 of 231 LIST OF MEMBERS 26SB 8me LLC 45MG 8me LLC 90FI 8me LLC 92JT 8me LLC 100RD 8me LLC 3 Phases Renewables Inc. 3PR Trading, Inc. AEP Energy Partners, Inc. AES Marketing and Trading, LLC AES Redondo Beach, LLC Aha Macav Power Service Alameda Municipal Power AlbertaEX, L.P. Albertsons Companies, Inc. Alcoa Power Marketing LLC AltaGas Ripon Energy Inc. Altop Energy Trading LLC American Electric Power Service Corporation as agent for Indiana Michigan Power Company American Electric Power Service Corporation as agent for Public Service Company of Oklahoma and Southwestern Electric Power Company Anahau Energy, LLC Arizona Electric Power Cooperative, Inc. Arizona Public Service Company Arkansas Electric Cooperative Corp. Associated Electric Cooperative, Inc. ATNV Energy, LP Ava Community Energy Authority Avangrid Renewables, LLC Avista Corporation Basin Electric Power Cooperative Bear Valley Electric Service, Inc. BigBeau Solar, LLC Black Hills Colorado Electric LLC Black Hills Power Inc. Black Hills Wyoming, Inc. Blythe Energy Inc. Bolt Energy Marketing, LLC Bonneville Power Administration Boston Energy Trading and Marketing LLC BP Energy Company bp Energy Retail Company California LLC Brookfield Renewable Trading and Marketing LP California Choice Energy Authority California Department of Water Resources California Power Holdings, LLC CalPeak Power LLC Calpine Energy Services, L.P. Calpine Energy Solutions, LLC . . Item 15 Page 216 of 231 Cargill Power Markets, LLC Castanea Project, LLC Castleton Commodities Merchant Trading L.P. Central Arizona Water Conservation District Central Coast Community Energy CFE International LLC Chevron Power Holdings Inc. Cheyenne Light, Fuel and Power Citadel Energy Marketing LLC Citigroup Energy Inc. City and County of San Francisco City of Anaheim, Public Utilities Dept. City of Azusa, California City of Banning, California City of Burbank, California City of Cerritos (Cerritos Electric Utility) City of Colton, California City of Corona Utilities Department City of Farmington, New Mexico City of Gillette City of Glendale, California City of Independence, Missouri City of Industry City of Iola, Kansas City of Lancaster City of Lodi Electric Utility City of Mesa, Arizona City of Moreno Valley, California City of Palo Alto, California City of Pasadena, California City of Rancho Cucamonga, California City of Redding, California City of Riverside, California City of Roseville, California City of San José City of Shasta Lake City of Sikeston, Board of Municipal Utilities City of St. George Energy Service Department City of Vernon, California City of Wathena, Kansas Clatskanie People’s Utility District Clean Energy Alliance Clean Power Alliance of Southern California Cleco Power LLC Coast Mountain Hydro Limited Partnership Colorado River Commission of Nevada Colorado Springs Utilities Colton Power L.P. Columbia Power Corporation Comision Federal de Electricidad Commercial Energy of Montana Inc. . . Item 15 Page 217 of 231 Condon Wind Power, LLC ConocoPhillips Company Constellation Energy Generation, LLC Constellation NewEnergy, Inc. Cooperative Energy, a Mississippi electric cooperative CORE Electric Coop Coso Geothermal Power Holdings, LLC Covanta Energy Marketing, LLC CP Energy Marketing (US) Inc. Credit Suisse Energy LLC CWP Energy, Inc. CXA La Paloma, LLC Deseret G&T Desert Harvest II, LLC Direct Energy Business, LLC DTE Energy Trading, Inc. Dynasty Power Inc. Dynegy Marketing and Trade, LLC Dynegy Power Marketing, LLC East Bay Municipal Utility District East Texas Electric Cooperative, Inc. EDF Renewable Windfarm V, Inc. EDF Trading North America, LLC Electrical District No. 3 of Pinal County, Arizona El Paso Electric Company Elk Hills Power, LLC Empire District Electric Company Enel Trading North America, LLC Energy Development & Construction Corporation Energy Keepers, Inc. Energy Unlimited, Inc. Enersponse Inc. Engelhart CTP (US) LLC ENGIE Energy Marketing NA, Inc. ENMAX Energy Corporation ENMAX Energy Marketing Inc. Entergy Services, Inc. (also Entergy Arkansas, Inc., Entergy Louisiana, LLC, Entergy Mississippi, Inc., Entergy New Orleans, Inc., Entergy Texas, Inc.) ETC Endure Energy L.L.C. Eugene Water & Electric Board Evergy Kansas Central, Inc. Evergy Metro, Inc. Evergy Missouri West, Inc. Evolugen Trading and Marketing LP Florida Power & Light Company FortisBC Inc. Freepoint Commodities LLC Freeport-McMoRan Cooper & Gold Energy Services, LLC GenOn Energy Management, LLC Geysers Power Company, LLC Goal Line, LP . . Item 15 Page 218 of 231 Golden Spread Electric Cooperative, Inc. Goldman Sachs Renewable Power Marketing LLC Gonzaga Ridge Wind Farm, LLC Goose Prairie Solar LLC Grand River Dam Authority Grays Harbor Energy LLC Great River Energy Greenleaf Energy Unit 2, LLC Gunvor USA LLC Guzman Energy Partners LLC Guzman Energy, LLC Harquahala Sun 1, LLC Hartree Partners, LP Heartland Generation Ltd. Hermiston Generating Company, L.P. High Desert Power Project, LLC Hinson Power Company, Inc. Holy Cross Electric Association d/b/a Holy Cross Energy Idaho Falls Power Idaho Power Company Illinois Power Marketing Company Imperial Irrigation District Indigo Generation LLC Inland Empire Energy Center LLC J. Aron & Company J.P. Morgan Ventures Energy Corporation Jonesboro City Water and Light Just Energy Solutions Inc. Kansas City Board of Public Utilities Kansas Power Pool Karbone Energy LLC Kiowa Power Partners, LLC Lafayette Utilities System Las Vegas Power Company, LLC Leapfrog Power, Inc. Lehi City, d/b/a/ Lehi City Corporation Lincoln Electric System Los Alamos County Los Angeles Department of Water and Power Louisiana Energy and Power Authority Louisville Gas & Electric Company Luminant Energy Company LLC Macquarie Energy LLC MAG Energy Solutions Inc. Malaga Power, LLC Manitoba Hydro Marin Clean Energy Mariposa Energy, LLC Maverick Solar 4, LLC Maverick Solar 7, LLC McMinnville Water & Light . . Item 15 Page 219 of 231 Merced Irrigation District Mercuria Energy America, LLC Merrill Lynch Commodities, Inc. Mesquite Power, LLC Metropolitan Water District of Southern California MidAmerican Energy Company Midway Peaking, LLC Midwest Energy, Inc. Missouri Joint Municipal Electric Utility Comm. Modesto Irrigation District Mohave Electric Cooperative, Inc. Morgan Stanley Capital Group, Inc. MRP San Joaquin Energy LLC M-S-R Public Power Agency Municipal Energy Agency of Nebraska NaturEner Power Watch, LLC Navajo Tribal Utility Authority Nebraska Public Power District Nevada Cogeneration Associates No. 2 Nevada Power Company New Harquahala Generating Company, LLC New-Indy Ontario LLC New-Indy Oxnard LLC New West Energy Newmont Nevada Energy Investments Nexen Energy Marketing U.S.A. Inc. NextEra Energy Marketing, LLC NG Renewables Energy Marketing, LLC Noble Americas Gas & Power Corp. Northern California Power Agency Northern States Power Company Northern Wasco County People’s Utility District NorthPoint Energy Solutions Inc. NorthWestern Corporation dba NorthWestern Energy NRG Business Marketing LLC Occidental Power Services, Inc. Oklahoma Gas & Electric Company Oklahoma Municipal Power Authority Omaha Public Power District Ontario Power Generation Inc. Orange County Power Authority Otter Tail Power Company Pacific Gas & Electric Company Pacific Summit Energy LLC PacifiCorp Pattern Energy Management Services LLC Patua Acquisition Company, LLC Peninsula Clean Energy Authority Phillips 66 Energy Trading LLC Pilot Power Group, Inc. Pioneer Community Energy . . Item 15 Page 220 of 231 Pittsburg Power Company Placer County Water Agency Platte River Power Authority Plumas-Sierra Rural Electric Cooperative PNGC Power Port of Oakland Portland General Electric Power and Water Resources Pooling Authority Power Company of America, L.P. Power Resources Cooperative Powerex Corp. Public Service Company of Colorado Public Service Company of New Mexico Public Utility District No. 1 of Benton County Public Utility District No. 1 of Chelan County Public Utility District No. 1 of Clark County Public Utility District No. 1 of Cowlitz County Public Utility District No. 1 of Douglas County Public Utility District No. 1 of Franklin County Public Utility District No. 1 of Grays Harbor County Public Utility District No. 1 of Klickitat County Public Utility District No. 1 of Lewis County Public Utility District No. 1 of Okanogan County Public Utility District No. 1 of Pend Oreille County Public Utility District No. 1 of Snohomish County Public Utility District No. 2 of Grant County Public Utility District No. 3 of Mason County Puget Sound Energy Quintessence, LLC Rainbow Energy Marketing Corporation Renewable Power Strategies LLC dba RPS Advisors Resi Station, LLC REV Energy Marketing, LLC Rising Tree Wind Farm LLC Royal Bank of Canada RWE Trading Americas Inc. Saavi Energy Solutions, LLC Sacramento Municipal Utility District Saguaro Power Company Salt River Project Agricultural Improvement and Power District Salton Sea Power L.L.C. San Diego Community Power San Diego Gas & Electric Co. San Gorgonio Farms, Inc. Seattle City Light Second Foundation US Trading, LLC Sempra Gas & Power Marketing LLC Sentinel Energy Center, LLC Shell Energy North America (US), L.P. Sierra Pacific Power Co. Silicon Valley Clean Energy Authority . . Item 15 Page 221 of 231 Silicon Valley Power Silver State Energy Association Skylar Energy Resources, LLC Skylar Power Marketing, LLC Skylar Resources, LP Solar of Alamosa LLC Sonoma Clean Power Authority Southern Calif. Edison Co. Southern California Public Power Authority Southern Company Services, Inc., as agent for: Alabama Power Company, Georgia Power Company, Gulf Power Company, Mississippi Power Company and Southern Power Company Southern Energy Solution Group LLC Southern Illinois Power Cooperative Southern Nevada Water Authority Southwest Public Power Agency, Inc. Southwestern Power Administration Southwestern Public Service Company Sulphur Springs Valley Electric Cooperative, Inc. Sunrise Power Company, LLC Sun Streams 2, LLC Suncor Energy Marketing Inc. Sunflower Electric Power Corp. Switched On, LLC Tacoma Power Talen Energy Marketing, LLC Talen Montana, LLC TC Energy Marketing Inc. TEC Energy, Inc. Teck Metals Ltd. Tenaska Gateway Partners, LTD Tenaska Power Services Co. Tennessee Valley Authority Tesoro Refining & Marketing Company, LLC TGP Energy Management, LLC The Energy Authority, Inc. The Regents of the University of California Tidal Energy Marketing (U.S.) L.L.C. TotalEnergies Gas & Power North America, Inc. Town of Apple Valley Townsite Solar, LLC Trafigura Trading LLC TransAlta Energy Marketing (US) Inc. TransCanada Energy Sales Ltd. Trico Electric Cooperative, Inc. Triolith Energy Fund, LP Tri-State Generation and Transmission Association, Inc. Tucson Electric Power Company Turlock Irrigation District Twin Eagle Resource Management, LLC Umatilla Electric Cooperative Union Electric Company d/b/a Ameren Missouri . . Item 15 Page 222 of 231 Union Power Partners, L.P. Uniper Global Commodities North America LLC United Power, Inc. UNS Electric Inc. Utah Associated Municipal Power Systems Utah Municipal Power Agency Valley Electric Association, Inc. Vantage Wind Energy LLC Victorville Municipal Utility Services Vitol Inc. WAPA-Colorado River Storage Project WAPA-Desert Southwest Region WAPA – Rocky Mountain Region (LAP) WAPA-Sierra Nevada Region WAPA-Upper Great Plains Region Watson Cogeneration Company LLC Wellhead Power EXchange, LLC Western Community Energy Western Farmers Electric Coop. Western Power and Steam II, LLC Western Power Services, Inc. Westlands Grape, LLC Westlands Solar Blue (OZ) Owner, LLC WGP Redwood Holdings, LLC WTMPA/City of Lubbock (Lubbock Power & Light) Yuba County Water Agency . . Item 15 Page 223 of 231