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5.3 Arranging delivery of RNG and resolving RNG imbalances, gas storage, and all other operational transactions with the appropriate utility or distribution provider for subsequent redelivery to Pleasanton when physical deliveries are contemplated; and 5.4 Arranging for payment of bills by Pleasanton for RNG and/or Compliance Credits, transportation and other utility, distribution provider or credit clearinghouse charges in accordance with the terms of each Transaction Confirmation. 6. Title. Title to all RNG and/or Compliance Credits will vest in the name of Pleasanton in. accordance with the requirements of each Transaction Confirmation. 7. Term. The term of this Agreement shall be for a period of three (3) years, which will automatically be extended on July 1 of each year for one (1) additional year unless earlier terminated in accordance with this Agreement or notice of non-renewal is given by Pleasanton or ABAG POWER no later than May 31 of each year. 8. Fees. Participation in the RNG Program will be subject to the payment of annual fees to reimburse ABAG POWER for the cost of providing the RNG Program and the services contemplated herein. Such fees will be set each year by the ABAG POWER Executive Committee and will be invoiced on a monthly basis. The fees for RNG Program for the year following the Effective Date are attached hereto as Exhibit`B"("Service Fees"). 9. Payment. 9.1 On a monthly basis,unless otherwise approved by Pleasanton,ABAG POWER will provide, or cause to be provided, to Pleasanton an invoice for amounts payable pursuant to each Transaction Confirmation (unless Pleasanton is required by a bilateral Transaction Confirmation to pay such amounts directly), fees imposed by any utility, distribution provider or credit clearinghouse and any ABAG POWER Service Fees. Invoices will be directed to, and payment is to be made directly by, Pleasanton to the escrow account designated pursuant to Article 10 of this Agreement. Payment is due within thirty (30) days of receipt of the invoice. Late payment charges at the rate of one percent (1.0%) per month calculated daily on the outstanding balance will be imposed commencing on the thirty-first (31 st) day after the mailing date of the invoice. 9.2 Upon execution of each Transaction Confirmation, if ABAG POWER will be handling payment and invoicing as the counterparty,then Pleasanton shall pay ABAG POWER a working capital deposit equal to two (2)months of payments for RNG and/or Compliance Credits. This deposit is refundable when a Transaction Confirmation terminates. Attached as"Exhibit C"is the calculation of the working capital deposit based on the projected quantity of compliance credits to be purchased by Pleasanton during the initial term. 9.3 In the event Pleasanton fails to make timely payment of any invoice from ABAG POWER, in addition to any other remedy it may have hereunder and notwithstanding the existence of any late payment penalty, ABAG POWER may declare Pleasanton to be in default and terminate this ABAG POWER Renewable Natural Gas Program Member Agreement Page 6 of 12