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Agreement - Silicon Valley Clean Energy Authority - Contract No. 24PW1292 - Community Resilience Program - Capital Projects Grant Agreement - Signed 2023-11-29
SILICON VALLEY CLEAN ENERGY COMMUNITY RESILIENCE PROGRAM – CAPITAL PROJECTS GRANT AGREEMENT THIS AGREEMENT is made and effective as of November 29, 2023 (“Effective Date”), by and between the SILICON VALLEY CLEAN ENERGY AUTHORITY ("SVCE"), an independent public agency, and The City of Gilroy, a municipal corporation (“Recipient”). In consideration of the covenants, conditions and undertakings set forth herein, the parties agree as follows: RECITALS. This Agreement is made with respect to the following facts and purposes which each of the parties acknowledge and agree are true and correct: SVCE’s community resilience program (“Program”) will provide $5M in grants to member jurisdictions to plan and develop resilience projects. The grant maximum for each jurisdiction is based on proportion of load as determined by SVCE. As a condition of eligibility to receive funding under the Program, projects must: (1) support a critical facility and/or provide community services during a power outage; (2) enable self-sufficient access to power during an outage, or decrease the risk of power outages; and (3) be zero carbon. Recipient submitted an application for Program funding, attached hereto and incorporated herein as Exhibit A, for installation of energy resilience infrastructure (“Project”). The scope and estimated budget for the Project are attached hereto and incorporated herein as Exhibit B. SVCE finds that the use of Grant Funds described herein furthers a public purpose and meets the goals and objectives established for the Program, and desires to award Recipient a one-time grant pursuant to the terms of this Agreement. GRANT. SVCE hereby agrees to provide funding to Recipient in an amount not to exceed $269,247, subject to the provisions of this Agreement (“Grant Funds”). Such Grant Funds shall be disbursed to Recipient on a reimbursement basis. It is agreed and understood that the Grant Amount is a ceiling and that SVCE will only reimburse the allowable cost of services actually rendered as authorized by SVCE at or below the Grant Amount established herein. REIMBURSEMENT OF GRANT FUNDS. Grant Funds shall be reimbursed pursuant to the following process: A.SVCE shall reimburse Recipient for its actual and reasonable costs of constructing the Project up to the agreed upon Grant Funds. B.Requests for payment submitted to SVCE shall include: 1) an itemized list of all expenditures; 2) supporting documentation that clearly identifies the expenditure(s) in relation to the scope of the Project set DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 forth in Exhibit B of this Agreement; and 3) the Job Impacts Data Collection Worksheet, attached hereto as Exhibit C. Payment requests should be aggregated and submitted no more often than once per month. C.SVCE shall process requests for payment and remit payment within 30 days. D.If, in SVCE’s sole discretion, the request for payment is incomplete, inadequate, or inaccurate, SVCE may dispute the invoice for reasonable cause and hold all or a portion of the payment request until all required information is received or corrected. Any penalties imposed on the Recipient by a contractor, or other consequence, because of delays in payment or other breach of the agreement between the Recipient and the contractor are the responsibility of the Recipient and are not reimbursable under this Agreement. E.Unless otherwise authorized by SVCE in writing, Recipient shall submit all documentation of Project completion, including a final request for payment, within sixty (60) days of Project completion. F.Final payment of remaining Grant Funds, including any amounts withheld from previous payments, shall be paid up to the total amount of the actual Project cost, not to exceed the Grant Funds amount set forth in this Agreement, upon completion of the Project, receipt of the final report and final request for payment from the Recipient in a form and content satisfactory to SVCE. USE OF GRANT FUNDS. Recipient shall use the Grant Funds to support the Program as set forth in Exhibits A and B. Any use(s) of Grant Funds not contemplated in this Agreement must be approved in writing by SVCE. This Agreement was awarded to Recipient based on the application submitted by Recipient with the intention that the awarded funds would be used to implement the Project as described in Exhibit A and Exhibit B.Any substantive deviation during Project implementation may require reevaluation or result in loss of funding. In no event shall Recipient’s Grant Funds or scope of work be increased. If Recipient knows or should have known that substantive changes to the Project will occur or have occurred, Recipient will immediately notify SVCE in writing. SVCE will then determine whether the Project is still consistent with the overall objectives of the Program and whether the changes would have negatively affected the Project ranking during the Grant evaluation process. SVCE reserves the right to have Grant Funds withheld from Recipient, or refunded to SVCE, due to Recipient’s failure to satisfactorily complete the Project or due to substantive changes to the Project. TERM. This Agreement shall commence on the Effective Date, and shall remain and continue in effect until the final Grant Funds are paid to Recipient, unless sooner terminated pursuant to the provisions of this Agreement. Projects must be complete no later than December 31, 2024. REPORTING AND RECORDS. Recipient agrees to cooperate with SVCE and provide requested information, if any, related to the use of Grant Funds and the Project, including for the purposes of SVCE’s evaluation, measurement, and verification activities for the Program. Recipient will cooperate in good faith with SVCE or its authorized representative in performing evaluation, measurement and verification (EM&V) of the Program. Information accessed for EM&V may include, but is not limited to, onsite verification of Project operation, Program compliance, and Project records, analysis of facility billing metered data, analysis of data collected from facility-owned submetering, and collection of supplementary metered data on-site. All information collected will be held confidentially and will be used by SVCE or its authorized representative for Program analysis purposes only. Recipient is responsible for ensuring, through a separate agreement between DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 Recipient and property owner, that property owner shall cooperate with SVCE to provide any documentation and assist in analysis and provide access to the Project site at reasonable times, during the construction of the Project and for a period of up to two (2) years from the completion of the Project. During the course of the Project and for three (3) years thereafter from the receipt of the final Grant Funds, the Recipient agrees to maintain, intact and readily accessible, all communications, data, documents, reports, records, contracts, and supporting materials relating to the Project, as SVCE may require. The Recipient agrees to have financial and compliance audits performed as SVCE may require. LEGAL RESPONSIBILITIES. Recipient shall keep itself informed of all local, State and Federal ordinances, laws and regulations which in any manner affect those employed by it or in any way affect the performance under this Agreement. Recipient shall at all times observe and comply with all such ordinances, laws and regulations. SVCE, and its officers and employees, shall not be liable at law or in equity occasioned by failure of Recipient to comply with this Section. PREVAILING WAGES. By accepting the Grant Funds, Recipient as a material term of this Agreement shall be fully responsible for complying with all California public works requirements including but not limited to payment of prevailing wage. Therefore, as a material term of this Agreement, to the extent required by California law, Recipient shall ensure that prevailing wages are paid, that the project budget for labor reflects these prevailing wage requirements, and that the project complies with all other requirements of prevailing wage law, including that Recipient’s subcontractors also comply with all applicable public works/prevailing wage requirements. PROCUREMENT. At minimum, Recipient shall solicit at least three bids and select the lowest bidder when procuring goods or services, where the costs are eligible for reimbursement under this Agreement. In the event the Recipient is required by statute or policy to solicit additional bids or follow a more stringent solicitation process, Recipient shall follow such process. Recipient may also procure goods and services through California Government Code section 4217.10. CALIFORNIA PUBLIC RECORDS ACT. Recipient acknowledges that SVCE is subject to the California Public Records Act (Gov. Code § 6250 et seq.). SVCE acknowledges that Recipient may submit information to SVCE that Recipient considers to be confidential, proprietary, or trade secret information. Only such information clearly designated in writing as “confidential” shall be deemed “Confidential Information.” Upon request or demand of any third person or entity (“Requestor”) for the production, inspection, and/or copying of Confidential Information, SVCE shall notify Recipient that such request has been made. Recipient shall be solely responsible for taking whatever legal steps are necessary to protect Confidential Information and to prevent its release to the Requestor. Without limiting SVCE’s right to disclose Confidential Information as may be required by law, if Recipient takes no such action after receiving the foregoing notice from SVCE, SVCE shall be permitted to release information it deems subject to disclosure. DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 NOTICES. Any notices provided under this Agreement must be in writing and may be given either by mail or e-mail to the following addresses: SVCE:Silicon Valley Clean Energy Authority 333 W. El Camino Real #330 Sunnyvale, CA 94087 Attention: invoices@svcleanenergy.org RECIPIENT: City of Gilroy 7351 Rosanna St, Gilroy, CA 95020 Attention: Michael Lewis INDEPENDENT CONTRACTOR. Recipient shall at all times remain as to the SVCE a wholly independent contractor. The personnel performing the services under this Agreement on behalf of Recipient shall at all times be under Recipient's exclusive direction and control. Neither SVCE nor any of its officers, employees, agents, or volunteers shall have control over the conduct of Recipient or any of Recipient's officers, employees, or agents except as set forth in this Agreement. Recipient shall not at any time or in any manner represent that it or any of its officers, employees or agents are in any manner officers, employees or agents of the SVCE. Recipient shall not incur or have the power to incur any debt, obligation or liability whatever against SVCE, or bind SVCE in any manner. No employee benefits shall be available to Recipient in connection with the performance of this Agreement. Except for the fees paid to Recipient as provided in the Agreement, SVCE shall not pay salaries, wages, or other compensation to Recipient for performing services hereunder for SVCE. SVCE shall not be liable for compensation or indemnification to Recipient for injury or sickness arising out of performing services hereunder. INDEMNIFICATION. Recipient shall indemnify, protect, defend and hold harmless SVCE, its elected officials, officers, employees, volunteers, and representatives from any and all suits, claims, demands, losses, defense costs or expenses, actions, liability or damages of whatsoever kind and nature which SVCE, its officers, agents and employees may sustain or incur or which may be imposed upon them for injury to or death of persons, or damage to property arising out of Recipient’s acts or omissions arising out of or in any way related to the performance or non-performance of this Agreement. INSURANCE. On or before the commencement of the term of this Agreement, Recipient shall furnish SVCE with certificates showing the type, amount, class of operations covered, effective dates, and dates of expiration of insurance coverage in compliance with the requirements in this Section. Recipient shall maintain such coverage in full force at all times for the duration of this Agreement, at its sole cost and expense. Nothing herein shall be construed as a limitation on Recipient indemnification obligations under this Agreement. DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 Recipient shall maintain the following minimum insurance coverages: Workers’ compensation, as required by the State of California; Commercial general liability coverage with minimum limits of $1,000,000 per occurrence and $2,000,000 aggregate for bodily injury and property damage. ISO occurrence Form CG 0001 or equivalent is required; Comprehensive automotive liability coverage with minimum limits of $1,000,000 per accident for bodily injury and property damage. ISO Form CA 0001 or equivalent is required. Such coverages shall be issued by an insurer(s) licensed to conduct business in the State of California, with a minimum A.M. Best’s Insurance Rating of A:VII unless otherwise approved in writing as satisfactory to SVCE. The insurance limits required by SVCE are not represented as being sufficient to protect Consultant. Recipient is advised to confer with its insurance broker to determine adequate coverage for Recipient. DEFAULT AND TERMINATION. Should an Event of Default occur, SVCE shall provide a notice of default to Recipient and shall give Recipient at least fifteen (15) calendar days from the date the notice is sent to cure the Event of Default. If Recipient fails to cure the Event of Default within the time prescribed, SVCE may, at SVCE’s sole discretion, withhold Grant Funds not yet disbursed hereunder, require the return or repayment of Grant Funds already disbursed, and/or terminate this Agreement by written notice which shall be effective upon receipt by Recipient. “Event of Default” shall mean the occurrence of any one or more of the following events by Recipient: (a) any false statement, representation, or warranty contained in this Agreement, the Application, or any other document submitted to SVCE; (b) failure to comply with applicable laws; (c) a failure to maintain in effect any policy of insurance required under this Agreement; or (d) a material breach of this Agreement. NON-APPROPRIATION. Recipient acknowledges that SVCE is a public agency. In the event that sufficient funds for the performance of this Agreement are not appropriated by the SVCE Board of Directors in any fiscal year covered by this Agreement, this Agreement may be terminated by SVCE, without penalty, by giving notice to Recipient of such facts and of SVCE’s intention to terminate. NON-WAIVER. Failure to exercise any right the SVCE may have or be entitled to, in the event of default hereunder, shall not constitute a waiver of such right or any other right in the event of a subsequent default. AMENDMENT OF AGREEMENT. No modification, rescission, waiver, release or amendment of any provision of this Agreement shall be made except by a written agreement executed by the Recipient and the SVCE. ASSIGNMENT PROHIBITED. In no event shall the Recipient assign or transfer any portion of this Agreement. GOVERNING LAW. This Agreement shall be governed by the laws of the State of California. Any legal action brought under this Agreement must be instituted in the Superior Court of the County of Santa Clara, State of California. DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 NO THIRD-PARTY BENEFIT. The provisions of this Agreement are for the sole benefit of the parties hereto and confer no rights, benefits, or claims upon any person or entity not a party hereto. SEVERABILITY. If any provision of this Agreement is held to be invalid or unenforceable for any reason, the remaining provisions will continue in full force without being impaired or invalidated in any way. The parties agree to replace any invalid provision with a valid provision that most closely approximates the intent and economic effect of the invalid provision. RECIPIENT'S AUTHORITY. Recipient represents and warrants that (a) it has the power and authority to enter into this Agreement and to perform its obligations hereunder; (b) the person who executes this Agreement on its behalf has the necessary authority to bind Recipient; and (c) neither the execution and delivery of this Agreement nor the performance of its obligations hereunder will constitute a violation of, a default under, or conflict with any term of any governance documents or other agreements to which it is bound. COUNTERPARTS. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original and all of which shall be taken together and deemed to be one instrument. Faxed and PDF counterpart signatures are sufficient to make this Agreement effective. ENTIRE AGREEMENT. This Agreement contains the entire understanding between the parties relating to the obligations of the parties described in this Agreement. All prior or contemporaneous agreements, understandings, representations and statements, oral or written, are merged into this Agreement and shall be of no further force or effect. Each party is entering into this Agreement based solely upon the representations set forth herein and upon each party's own independent investigation of any and all facts such party deems material. DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above written. SILICON VALLEY CLEAN ENERGY AUTHORITY _____________________________________ Girish Balachandran, Chief Executive Officer APPROVED AS TO FORM: ________________________________ Trisha Ortiz, General Counsel CITY OF GILROY By: _____________________________ Name: Jimmy Forbis Title: City Administrator By: _____________________________ Name: Thai Pham Title: City Clerk [*Note: Signatures of two corporate officers are required for corporations – First signature must be one of the following: 1) the chairman of the board; 2) the president; or 3) any vice president. The second corporate signature must be one of the following: 1) the secretary; 2) any assistant secretary; 3) the chief financial officer; or 4) any assistant treasurer. Signature of City Manager is required for cities.] DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 EXHIBIT A [attach Application] DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 Community Resilience Program – Capital Projects Grant Application – Phase 1 About Silicon Valley Clean Energy Silicon Valley Clean Energy (SVCE), a community choice energy agency, is redefining the local electricity market and providing our residents and businesses with new clean energy choices — renewable and carbon–free electricity at competitive rates. SVCE was formed as a Joint Powers Authority in 2016, and now serves approximately 270,000 residential and commercial electricity customers across a service area comprised of the following thirteen communities: Campbell, Cupertino, Gilroy, Los Altos, Los Altos Hills, Los Gatos, Milpitas, Monte Sereno, Morgan Hill, Mountain View, Saratoga, Sunnyvale and Unincorporated Santa Clara County. 97% of electricity customers in SVCE’s service area receive their electricity from SVCE. For more information on SVCE, please visit: https://www.svcleanenergy.org/. Community Resilience Program Overview Funding Levels and Deadlines SVCE’s community resilience program will provide $5M in grants to member jurisdictions to plan and develop resilience projects. The grant maximum for each jurisdiction is based on proportion of load as determined by SVCE. See chart below for the each jurisdiction’s grant maximum. Applications will be accepted and reviewed on a rolling basis. Projects must be complete by December 31, 2024. Allocated Budget by Jurisdiction Jurisdiction % of Total Load (2019) Planning Allocation Capex Support Allocation Total Allocation SUNNYVALE 28.25% $ 221,280 $ 1,106,400 $ 1,327,680 MILPITAS 14.91% $ 116,784 $ 583,918 $ 700,702 MOUNTAIN VIEW 13.54% $ 106,061 $ 530,304 $ 636,365 UNINCORPORATE 8.78% $ 68,792 $ 343,959 $ 412,751 GILROY 6.68% $ 52,339 $ 261,693 $ 314,031 CUPERTINO 5.44% $ 42,633 $ 213,165 $ 255,798 MORGAN HILL 5.18% $ 40,540 $ 202,701 $ 243,241 CAMPBELL 5.05% $ 39,594 $ 197,972 $ 237,566 LOS GATOS 4.55% $ 35,640 $ 178,202 $ 213,842 LOS ALTOS 3.18% $ 24,920 $ 124,601 $ 149,521 SARATOGA 2.97% $ 23,241 $ 116,204 $ 139,444 LOS ALTOS HILLS 1.08% $ 8,430 $ 42,152 $ 50,582 MONTE SERENO 0.39% $ 3,079 $ 15,396 $ 18,475 Grand Total 100.00% $ 783,333 $ 3,916,667 $ 4,700,000 DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 Capital Project Requirements – Phase 1 To be eligible for these funds, projects must: Support a critical facility and/or provide community services during a power outage Enable self-sufficient access to power during an outage, or decrease the risk of power outages Be zero carbon In addition, for this phase, SVCE has identified two project types that are eligible by default: 1) islandable solar + storage systems designed to increase energy resilience and 2) portable battery systems use to support critical services or support vulnerable communities (such as medically fragile customers) during a power outage. Note that eligibility of a project does not guarantee funding. Energy resilience is defined as the ability to mitigate, withstand or recover quickly from disruptions in the availability of energy via centralized energy infrastructure. SVCE reserves the right to consider factors other than those specified above and to request additional information as a part of the selection process. DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 Application Questions Date of Application: November 17, 2023 Name of Organization: City of Gilroy Contact Person/Title: Michael Lewis/Management Analyst Address: 7351 Rosanna St Gilroy, CA 95020 Email: michael.lewis@cityofgilroy.org Project Name: Corporation Yard EV and EV Charging Is this project an islandable solar plus storage installation? Yes No Is this project a portable battery project? Yes No Is this project zero-carbon? Yes No Project Site: (please describe why this site was chosen and what benefits it provides the community) As the City of Gilroy’s main fleet and facilities hub, the Corporation Yard was chosen to serve as a model to foster change. The installation of an EV charger encourages the adoption of electric vehicles, which are more environmentally friendly compared to gas powered vehicles. By providing an infrastructure for EV Charging, the Corporation Yard supports the reduction of greenhouse gas emissions and contributes to a cleaner and healthier environment. With an EV charger, the City can start the process of the acquisition of cleaner vehicle technologies. Installing an EV charger also showcases the City’s commitment to sustainability and environmentally responsible practices. It sets an example for other businesses and community members, encouraging them to consider their own ecological footprint and move towards adopting cleaner transportation options. Project Description: (please provide a brief description of the project and the technologies used) A Paired Power PairTree PT42.4 Solar Charger with two charge ports will be installed at the NW corner of the City’s Corp Yard located at 613 Old Gilroy. In addition to the charger, two (2) Ford F- 150 Lightning trucks will be purchased. To further fit the resilience mold, the F-150 PROs with “Pro Power Onboard” will also be used to power Public Works equipment in the event of an outage, such as handsaws, drills, battery chargers, and work lights. City staff will also develop a staff procedural document (i.e. memo, handbook, or outline) on how they plan to use the F-150 during power outages. Decarbonization Benefits: (please describe how this project supports SVCE’s decarbonization mission) DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 This project will reduce greenhouse gas emissions. EV’s produce zero tailpipe emissions and by transitioning from internal combustion engine vehicles to electric vehicles, the City will contribute to the significant reduction in the amount of CO2 and other harmful emissions that contribute to air pollution. Resilience Benefits: (please describe the resilience benefits of this project) The Ford F-150 Lightning Pro offers V2L capacity. The Lightning Pro comes with a “Mega Power Frunk” that includes four 120V outlets for a total of 2.4 kW to power electronics and appliances, an upgrade (Pro Power Onboard) is available to increase the kW to 9.6 for fee of $1,200. This feature could be used to charge phones, tablets, and other devices in case of an emergency. The Paired Power PairTree PT42.4 Solar Charger operates completely off-grid. How would this project make a good case study for other jurisdictions? What do you expect to learn from this project? The City’s EV project could make a good case study for other jurisdictions by presenting a comprehensive case study. This case study would include the benefits, challenges, solutions, economic considerations, collaboration strategies, and policy implicati ons that other jurisdictions could gain valuable insights from. This would inspire other jurisdictions to take part in their own EV charger installations. It can serve as a roadmap and encourage the replications of successful initiatives. Grant Amount Requested: (Please specify the total amount you are requesting and a breakdown of the project budget. Indicate any co-funding that is contributing to the project budget, such as in-kind resources or additional grant funding) Initial Total Allocation (Including Planning Grant Funds) - $314,031.00 Remaining Planning Grant Funds - $7,554.00 Remaining CAPEX Funds Available - $261,693 Remaining Total Funds Available - $269,247 Ford F-150 Projected Cost – $128,780 ($64,390 per truck) Paired Power PairTree Solar Charger Projected Cost – $80,748 SVCE Funding Total - $209,528 DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 No additional grant of co-funding will be provided. The remaining funds for the projects will be City-funded. Beginning and Ending Dates of the Project: 12/1/23-6/30/24 DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 Page 1 of 6 Application Terms and Conditions All parties acknowledge that SVCE is a public agency subject to the requirements of the California Public Records Act, Cal. Gov. Code section 6250 et seq. Applications submitted are public records subject to public review. The submission of an application shall be deemed a representation and certification by the applicant that it: Has read, understands and agrees to the information and requirements set forth in this application. Has the capability to complete the responsibilities and obligations of the application being submitted. Represents that all information contained in the application is true and correct. Did not, in any way, collude, conspire to agree, directly or indirectly, with any person, firm, or corporation in regard to the amount, terms or conditions of this application. Acknowledges that SVCE has the right to make any inquiry it deems appropriate to substantiate or supplement information supplied by applicant, and applicant hereby grants SVCE permission to make these inquiries. Will provide any and all documentation related to the application in a timely manner. Has disclosed any conflicts of interest. This application does not commit SVCE to enter into a contract or disburse any grant funds, nor does it obligate SVCE to pay for any costs incurred in the preparation and submission of applications or in anticipation of a contract. SVCE reserves the right to: Make the selection based on its sole discretion. Reject any and all applications in its sole discretion. Issue subsequent applications. Postpone opening for its own convenience. Remedy technical errors in the process. Negotiate with any, all or none of the applicants. Waive informalities and irregularities in the applications. The person signing below hereby represents and warrants that s/he is signing with full and complete authority to bind the party on whose behalf of whom s/he is signing. DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 Page 1 of 6 EXHIBIT B Scope of Work Off-Grid Solar Charging Station and Electric Vehicle (EV) Trucks (Ford F-150 Lightning) Scope of Work Statement: The following Scope describes the work that will be completed by December 31, 2024. After a Feasibility Study was conducted, it was decided the City of Gilroy would use its CAPEX funds to acquire two Ford F-150 Lightning PRO EVs with Pro Power Onboard that includes four 120V outlets for a total of 2.4kW to power electronics and appliances. An upgrade to increase the kW to 9.6 will be explored. The truck purchase will be coupled with one (1) PairTree PT Level 2 Charger with two (2) Charging Ports. The acquisition of the Ford F-150 Electric Vehicles and off-grid charger satisfy the resilience requirements that Silicon Valley Clean Energy (SVCE) has put forth. Stakeholders: Silicon Valley Clean Energy (SVCE) City of Gilroy, Public Works Department Location of Project: Project work will be performed at the NW corner of the Corporation Yard, located at 613 Old Gilroy. Deliverables: Acquire two (2) Ford F-150 Lightning PROs and one (1) PairTree PT Level 2 charger with two charging ports. Deploy PairTree PT Level 2 charger. Collect charging session data and solar panel electricity generation for analysis. Analyze data to determine if the current specifications of the Off-Grid Mobile Solar Charging Station design can meet the daily duty cycle needs of an additional EV in the future, if desired. Generate a project completion report for SVCE and the County that includes the following components: Deliverable results Analysis of electricity production versus consumption data. Operational and functional lessons learned. Provide presentation to SVCE MAWG regarding project learnings and potential challenges other jurisdictions may face during their own projects. Tasks and Schedule: Task 1 – Purchase PairTree Level 2 Charger – Delivery by 3/1/2024 Task 2 – Purchase and delivery of Ford F-150 Lightning PROs - Delivery by 3/1/2024 Task 3 – Deployment and full use of EV equipment to NE corner of Corporation Yard Task 4 – Collection of solar panel electricity production and charging session date – remaining 2024. Task 5 - Analysis of data collected – By end of 2024 Task 6 – Creation of a project completion report and submission to stakeholders – By end of 2024. DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 Page 1 of 6 Estimated Project Costs Silicon Valley Clean Energy Funding 2 Ford F-150 PROs (per Sourcewell quote) $128,780 64,390 each 1 PairTree Level 2 Charger $80,748.00 SVCE Funding Total $209,528 DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 Page 1 of 6 Sales Quote Customer Details Project Details Michael Lewis Date August 28, 2023 City of Gilroy, DPW Quote Number BK082223-02 613 Old Gilroy St, Project Name City of Gilroy Gilroy, CA 95020 Expected Delivery Q4 2023 Unit Description Qty Price Total Price PairTree PT42.4+2EV 1 $73,478 $73,478 Includes PairTree with 2 EV Charging Ports Includes 42.4kWh BESS Sales/Use Tax TBD TBD Total Equipment Cost $73,478 Installation Set Up Fees 1 $7000 $7000 Est. Shipping & Delivery Fees 0 INCL PairTree Total Purchase Option* $80,748 Unit Network and Support Fees** Qty Price Total Price EV Connect Optimize Level 2 5-year License 2 $1640.00 $3280.00 * Lighting and bollards are included in this quote. Does not include site prep work such as paving, tree removal, lighting removal, landscaping, irrigation, or fire sprinklers if required. In addition, this quote does not include parking striping o r signage or other parking configuration changes if required. ** Paired Power’s SunStation Annual Network and Payment Solution Fees are based on price per port and billed annually, and includes operational costs of network connectivity, monitoring, and remote diagnostics. Pricing subject to change based on security requirements 1 PV bifacial modules are rated at 4.6kW but have the effective solar energy production rate of a 5kW monofacial canopy. Any equipment add-ons and services will be quoted separately. Prepared By Email Date Brett Klynn brett.klynn@pairedpower.com 8/28/2023 Pricing Reflects Purchasing Collective Agreement Valid for 90 days DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 PairTree Warranty or Support Item Standard* PairTree Solar Modules 25 years1 PairTree Solar Structure 5 years PairTree Batteries & Enclosure 10 years1 PairTree EV Charger(s) & Control System 18 months EV Mobile Web-App Access Customer Call Support Repair and Replacement of EV Charge Cords T&M* Equipment Cleaning Services T&M* 1 Coverage under manufacturer’s limited and standard warranty policies * Customer will be invoiced for Time & Materials on any equipment repairs and replacements not covered under Paired Power’s Limited Warranty or manufacturer’s warranty coverage. Paired Power, Inc. warrants to the Customer that, subject to proper use, operation, and maintenance of the Equipment and Materials in accordance with the Documentation, the Equipment and Materials upon installation will be free from defects in hardware materials and workmanship as stated above. Paired Power, Inc. 1624 Dell Avenue Campbell, CA 95008 info@pairedpower.com 650.701.PAIR (7247) pairedpower.com Paired Power develops and delivers innovative products that pair solar energy with EV charging, energy storage, and the grid. Our patented technology delivers 100% clean solar power directly into electric vehicles. ©2022 Paired Power, Inc. All rights reserved. Page 2 of 6 w w w . p a i r e d p o w e r . c o m DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 Page 3 of 32 Quick to Insta ll. Fast to Cha rge! PairTree is the fastest-to-install, transportable EV charging product delivering ultraclean solar power. PairTree is the perfect alternative to grid dependent EV infrastructure and can be deployed quickly without heavy construction costs. Each PairTree can integrate with the innovative and patented SunStation EV charging technology to deliver resilient solar charging free of utility energy and demand charges. Experience the next generation of EV charging technology proudly made in the U.S.A. Standard Features PV canopy uses bifacial PV modules for higher energy yield Supports both single and dual port Level 2 SunStations Supports universal SAE J1772 charging interface Software app for full charging control via smartphone Flexible payment and reservation options Remote monitoring and energy management services included Available 240 VAC grid- connection option Installs in hours w without heavy construction Instant energy bill sa vings Delivers 24 / 7 off- grid renew able power Ava ilable grid - connection option Pa ir Tree DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 Page 4 of 32 TECHNICAL SPECIFICATIONS* PAIRTREE SOLAR CANOPY ARRAY Dimensions Height Width Depth 3.2 m (10.5 ft.) overall 5.2 m (17 ft.) | Base fits standard parking space 3.7 m (14 ft.) PV Capacity Rate Power Capacity PV Module Type 4.6 kW Bifacial SUNSTATION CHARGER (L2) L2 Charger Output Max Voltage Operating Current Range Rated Output Power Battery Storage Capacity Charger Cords L2 Cable/Cords Cable Length Emergency Power Panel Option Grid Connect Option Environment Installation Placement Enclosure Operating Temperature Range Elevation Operational Noise Level Compliance Standards L2 Charging Cords for Electric Vehicles *Specifications may change without notice 240 VAC 0 to 33 A Up to 8 kW Up to 42.4 kWh Single Port | Dual Port SAE J1772 3.7 m (12 ft.) 120/240 VAC 240 VAC Outdoors Rain Proof / NEMA 3R -20° F to 120° F <1524 m (5,000 ft.) <50 db SAE J1772; FCC Part 15 Class B, NEC 625 compliant; OCPP 1.6J compliant Paired Power, Inc. 1624 Dell Avenue Campbell, CA 95008 info@pairedpower.com 650.701.PAIR (7247) pairedpower.com Paired Power develops and delivers innovative products that pair solar energy with EV charging, energy storage, and the grid. Our patented technology delivers ultraclean solar power directly into electric vehicles. ©2023 Paired Power, Inc. All rights reserved. DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 Page 5 of 32 Recommended Federal Incentive programs for PairTree Federal Incentives Value Notes Federal Solar Investment Tax Credit Solar ITC Baseline Value 30% Bonus - Domestic Content 10% PairTree is eligible Bonus - Low-income Community 10% Census Tract dependent Modified Accelerated Cost Recovery System (MACRS) Depreciation of Solar Property (Owner is able to deduct 85 percent tax basis) 85% Taken after the Solar ITC is applied. Federal EV Charging Tax Credit Alternative Fuel Vehicle Refueling Property Credit 6-30% Requires prevailing wage + low- income census tract or rural area to obtain full credit Note: Paired Power cannot provide legal advice on incentive programs. All potential applicants should consult a tax professional prior to applying. DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 Page 6 of 32 Potential Purchasing Channels Federal GSA MAS Aviate Enterprises (HUBZone, DVBE) Ameresco Federal (BPA) California DGS CMAS Aviate Enterprises (HUBZone, DVBE) Sourcewell EV Connect (contract 042221-EVC) DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 Page 7 of 32 DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 Page 8 of 32 DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 Page 9 of 32 DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 Page 10 of 32 DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 Page 11 of 32 DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 Page 12 of 32 DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 Page 13 of 32 DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 Page 14 of 32 DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 -15- 12955-0001\2487827v1.doc DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125 -16- 12955-0001\2487827v1.doc EXHIBIT C Job Impacts Data Collection Worksheet Silicon Valley Clean Energy Community Resilience Program Job Impacts Data Collection Worksheet Instructions: The form should be completed and submitted with each invoice. Each contractor and subcontractor should complete a separate form. The information will be used by SVCE to better understand the economic impacts of program investments and will have no impact on payment or performance evaluation of the grantee or contractors. Please be as accurate and complete as possible. Position Title [Type of Worker] Total Employees in Position* Average Hourly Wage Total Hours Worked** Employer- Sponsored Health Benefits? Y/N [Type 1] [Type 2] [Add Additional Rows as Needed] *Sum of all individual employees with at least (1) labor hour during the invoice period **Sum of all the hours of all employees at this title/wage for the invoice period ***Add rows as need for additional employees Note: If this reporting system does not align with the funding source of your project, please contact SVCE to discuss possible reporting alternatives. DocuSign Envelope ID: E66201CC-FA5A-4DDB-B235-02E210CD727FDocuSign Envelope ID: 9605CB8B-5742-40FA-939B-CE33689FA125