ASSOCIATION OF BAY AREA GOVERNMENTS DIRECT ACCESS ELECTRIC AGGREGATION

ABAG is negotiating contracts for the provision of scheduling and billing services. Transmission and distribution services will be provided to Public Agency through regulated tariffs. Hourly Metering options and the method for selecting the means of providing Hourly Metering is described in Paragraph 4. 9. Agency Relationship: Public Agency authorizes ABAG to act as its exclusive agent to implement the Electric Program for the Accounts and does hereby constitute and appoint an authorized officer or agent of ABAG to act on its behalf as its lawful agent for the implementation of the Electric Program. This authorization will include the right to do and perform all acts, with full power to execute all documents requisite and necessary to be done in all matters relating to the purchase; sale, scheduling, transmission, distribution, metering and billing of electricity for the Electric Program, including without limitation, the power to release Public Agency's historic and current electric usage data to third party vendors and service .suppliers. 10. Notification of Changes in Accounts: Public Agency will notify ABAG of changes in Public Agency's facilities or operations, which are reasonably expected to increase or decrease the consumption of electricity by more than ten percent (10%) as compared to historical levels. Public Agency may add accounts to Exhibit A upon prior written notice to ABAG and the submission of the appropriate form required by the CPUC or the Utility. Public Agency may delete accounts from Exhibit A only upon written consent of ABAG, which consent will not be unreasonably withheld; except that Public Agency may. delete accounts without ABAG's consent if Public Agency abandons the facility or transfers the facility to another entity. 11. Rate Schedule: As soon as practicable after ABAG has fixed the costs of the Contracted Supply, scheduling, transmission, distribution, billing, and, if applicable, Hourly Metering services, ABAG will establish up to ten (10) rates, each expressed as $x.xx/kWh and will allocate each Account to a rate (Rate Schedule). In addition to the costs identified in the preceding sentence, the Rate Schedule will include an estimated. cost for Spot Supply plus ABAG's fees for services rendered under this Agreement. 12. Invoiced Amounts: ABAG will invoice Public Agency, and Public Agency will pay, monthly in advance an amount based on ABAG's estimate of Public Agency's anticipated usage of electricity based on the Rate Schedule for each Account (Invoiced Amounts). 13. Continaencv Reserve: Based on the size of the aggregation, ABAG will establish a prudent Contingency Reserve for the purpose of paying contingent transmission and/or distribution charges (e.g. imbalance charges and congestion management charges) (Contingent Charges) plus an amount to cover ABAG's prudent cash flow requirements based on ABAG's reasonable estimates of late or delinquent payments from Participants. Public Agency will pay a portion of the Contingency Reserve in a ratio in which the numerator is the total estimated usage for all its Accounts and the denominator is the total estimated usage for all accounts in the aggregation (Contingency Reserve Surcharge). The timing of the Contingency Reserve Surcharge payment(s) (e.g. up front lump sum or staggered even or uneven monthly amounts) will be determined by ABAG.