SOUTHERN CALIFORNIA EDISON 45b - 2016

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4. Section 25.1 of the Agreement is hereby deleted in its entirety and replaced with the following: 25.1 Term. This Agreement shall be effective as of the Effective Date. Subject to Section 37, the Agreement shall continue in effect until March 31, 2017 unless otherwise terminated in accordance with this Agreement, as amended. 5. Exhibit B -1 (ENERGY LEADER PARTNERSHIP PROGRAM 2015 GOALS & PARTNER BUDGET) of the Agreement is hereby deleted in its entirety and replaced with the version of Exhibit B -1 (ENERGY LEADER PARTNERSHIP PROGRAM 2016 GOALS & PARTNER BUDGET FOR THE CITY OF SANTA ANA) attached to this Third Amendment, which attached versions are incorporated herein by reference and made a part of the Agreement. 6. Section 26 of the Agreement is hereby deleted in its entirety and replaced with the following: 26. WRITTEN NOTICES Any written notice, demand or request required or authorized in connection with this Agreement, shall be deemed properly given if delivered in person or sent by facsimile, nationally recognized overnight courier, or first class mail, postage prepaid, to the address specified below, or to another address specified in writing by a Party as follows: The City: City of Santa Ana Executive Director, Public Works Agency 20 Civic Center Plaza Santa Ana, CA 92701 Phone: (714) 647 -5654 Fax: (714) 647 -5622 SCE: Southern California Edison Company Irfan Parekh, Program Manager 1515 Walnut Grove Avenue Rosemead, CA 91770 Phone: (626) 302 -0666 Fax: (626) 302-6134 Notices shall be deemed received (a) if personally or hand- delivered, upon the date of delivery to the address of the person to receive such notice if delivered before 5:00 p.m. PST (or PDT, as applicable), or otherwise on the Business Day following personal delivery; (b) if mailed, three (3) Business Days after the date the notice is postmarked; (c) if by facsimile, upon electronic confirmation of transmission, followed by telephone notification of transmission by the noticing Party; or (d) if by overnight courier, on the Business Day following delivery to the overnight courier within the time limits set by that courier for next -day delivery. 7. This Third Amendment may be executed in one or more counterparts and delivered by electronic means, each of which shall be deemed to be an original, but all of which together shall be deemed to be one and the same instrument. 8. General. From and after the Third Amendment Effective Date, any reference to the Agreement contained in any notice, request, certificate or other instrument, document or agreement shall be deemed to mean the Agreement, as amended by any prior amendments to the Agreement, and this Third Amendment. In the event of any conflict between the Agreement, as amended, and this Third Amendment, this Third Amendment shall prevail. All remaining provisions of the Agreement shall remain unchanged and in full force and effect. Each party is fully responsible for ensuring that the person signing this Third Amendment on that party's behalf has the requisite legal authority to do so. SCE CONFIDENTIAL 2 of 5