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Home My WebLink AboutSOUTHERN CALIFORNIA EDISON 45b - 2016A- 2016 -019 THIRD AMENDMENT A e,.o d° ft/ lY THIS THIRD AMENDMENT ( "'THIRD AMENDMENT ") TO THE AGREEMENT TO JOINTLY DELIVER THE 2010 -2012 ENERGY LEADER PARTNERSHIP PROGRAM dated January 1, 2010 (as amended, the "Agreement') is effective as of January 1, 2016 (the "'Third Amendment Effective Date ") by and between SOUTHERN CALIFORNIA EDISON COMPANY ( "SCE "), AND CITY OF SANTA ANA ( "CITY "). Terms not otherwise defined herein shall have the meaning ascribed to them in the Agreement. SCE may be referred to individually herein as the "Utility ". The Utility and the City may be referred to herein individually as a "Party" or collectively as the "Parties." RECITALS I WHEREAS, the Parties previously executed the Agreement effective January 1, 2010 and subsequently amended the Agreement twice to extend its term through December 31, 2015 in accordance with the applicable decisions of the California Public Utilities Commission ( "Commission "); WHEREAS, on October 24, 2014, the Commission issued its Decision 14 -10 -046 approving the 1%9 continuation of the Energy Efficiency Partnership Programs, consistent with the terms and conditions set forth in the Agreement, except as otherwise provided in this Third Amendment; and WHEREAS, the Parties desire to further amend the Agreement as necessary to provide an authorized budget for the 2016 Program and to update the Agreement as required to reflect the extended 2016 Program cycle. NOW THEREFORE, for valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows: 1. To the extent applicable, any reference in the Agreement, as amended, to the "2010 -2012 Program" shall also hereby include the 2016 . Program. 2. Section I I of the Agreement is hereby deleted in its entirety and replaced with the following: 11. END DATE FOR PROGRAM AND ADMINISTRATIVE ACTIVITIES Unless this Agreement is germinated pursuant to Section 25 below, or unless otherwise agreed to by the Parties or so ordered by the Commission, the Parties shall complete all Program Administrative activities (as defined in the PIP) and all reporting requirements by no later than March 31, 2017, and all Direct Implementation and Marketing & Outreach activities by no later than December 31, 2016. 3. Section 12 of the Agreement is hereby deleted in its entirety and replaced with the following: 12. FINAL INVOICES City of Santa Ana must submit final invoices to the Utility no later than March 31, 2017. SCI: CONFIDENTIAL I of 5 A- 2016 -019 THIRD AMENDMENT THIS THIRD AMENDMENT ( "THIRD AMENDMENT ") TO THE AGREEMENT TO JOINTLY DELIVER THE 2010 -2012 ENERGY LEADER PARTNERSHIP PROGRAM dated January 1, 2010 (as amended, the "Agreement') is effective as of January 1, 2016 (the "Third Amendment Effective Date ") by and between SOUTHERN CALIFORNIA EDISON COMPANY ( "SCE "), AND CITY OF SANTA ANA ( "CITY "). Terms not otherwise defined herein shall have the meaning ascribed to them in the Agreement. SCE may be referred to individually herein as the "Utility ". The Utility and the City may be referred to herein individually as a "Party" or collectively as the "Parties." RECITALS WHEREAS, the Parties previously executed the Agreement effective January 1, 2010 and subsequently amended the Agreement twice to extend its term through. December 31, 2015 in accordance with the applicable decisions of the California Public Utilities Commission ( "Commission "); WHEREAS, on October 24, 2014, the Commission issued its Decision 14 -10 -046 approving the continuation of the Energy Efficiency Partnership Programs, consistent with the terms and conditions set forth in the Agreement, except as otherwise provided in this Third Amendment; and WHEREAS, the Parties desire to further amend the Agreement as necessary to provide an authorized budget for the 2016 Program and to update the Agreement as required to reflect the extended 2016 Program cycle. NOW THEREFORE, for valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows: 1. To the extent applicable, any reference in the Agreement, as amended, to the "2010 -2012 Program" shall also hereby include the 2016 Program. 2. Section 11 of the Agreement is hereby deleted in its entirety and replaced with the following: 11. END DATE FOR PROGRAM AND ADMINISTRATIVE ACTIVITIES Unless this Agreement is terminated pursuant to Section 25 below, or unless otherwise agreed to by the Parties or so ordered by the Commission, the Parties shall complete all Program Administrative activities (as defined in the PIP) and all reporting requirements by no later than March 31, 2017, and all Direct Implementation and Marketing & Outreach activities by no later than December 31, 2016. 3. Section 12 of the Agreement is hereby deleted in its entirety and replaced with the following: 12. FINAL INVOICES City of Santa Ana must submit final invoices to the Utility no later than March 31, 2017. SCE CONFIDENTIAL I of 5 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 [SIGNATURES FOLLOW ON NEXT PAGE] SCE CONFIDENTIAL 3 of 5 IN WITNESS WHEREOF, the Parties hereto have caused this Third Amendment to be executed by their duly authorized representatives as of the Third Amendment Effective Date. CITY OF SANTA ANA PARTNERSHIP PROGRAM: ATTEST: By: Maria D. Huizar Clerk of the Council APPROVED AS TO FORM: Sonia R. Carvalho City =!�W By: Jose S oval Chief Wssistant City Attorney SCE: CITY OF SANTA ANA: G/ f. David -,vazos City Manager �q�1REC M ED F R APPROVAL: �N�' By: Fred 1 ousavipour Executive Director, Public Works Agency By: Name rinted: Marc Ulrich Title: Vice President, Customer Programs and Services Date: S 3 SCE CONFIDENTIAL 4 of 5 ENERGY LEADER PARTNERSHIP PROGRAM 2016 GOALS & PARTNER BUDGET FOR City of Santa Ana Partnership Program 2016 Program Year Budget Funding and Goals 2016 Partner Budget Budget Cate gory Maximum Partner Bud et for 2016 Administrative 0 Marketing & Outreach $ 15,000 Direct Implementation non - incentives $ 2,000 Total $ 17,000 In addition to the 2016 Partner Budget shown above, SCE will provide project incentives, technical assistance and strategic plan activities support to achieve program goals up to the funding levels shown below in the 2016 SCE Funding table. 2016 SCE Funding Budget Category Maximum SCE Bud et for 2016 Incentive $17,000 Technical Assistance $30,000 Strategic Plan(') TBD 2016 Ener gy Savings Goal Energy Savings (kWh) 102,590 Demand Reduction (kW) q Footnotes: (1) Strategic Plan funding will be determined in 2016 and communicated to Partner. SCE CONFIDENTIAL 5 of 5