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General (4) Susana Barrios From: Dee Fox < Sent: Wednesday, July 31, 2024 11:54 PM To: idoan@westminster-ca.gov; pvazquez@stantonca.gov; mmorris@sanjuancapistrano.org; mbalsz@cityofrsm.org; wquintanar@cityoflosalamitos.org; iberglund@lakeforestca.gov; kimberlyk@cityoflapalma.org; cityhall@cityoflagunawoods.org; jlee@lagunahillsca.gov; citycouncil@lagunabeachcity.net; gharper@sealbeachca.gov; mbrown@yorbalindaca.gov; sfranks@villapark.org; administration@placentia.org; councilinfo@cityoforange.org; citycouncil@newportbeachca.gov; citycouncil@cityofmissionviejo.org; cityclerk@ggcity.org; rick.miller@fountainvalley.org; records@danapoint.org; adm@cypressca.org; clerk@ci.brea.ca.us; city- council@avcity.org; Theresa Bass <TBass@anaheim.net>; cityclerk@tustinca.org; council@cityoflagunaniguel.org; cityclerk@santa-ana.org; cityclerk@costamrsaca.gov; cityhall@san-clemente.org; cityhall@buenapark.com; cityclerksoffice@cityoffullerton.com Subject: \[EXTERNAL\] OCPA - ORANGE COUNTY POWER AUTHORITY You don't often get email from Learn why this is important Warning: This email originated from outside the City of Anaheim. Do not click links or open attachments unless you recognize the sender and are expecting the message. Please include this email for all council members and the attachments at your next city council meeting under non-agendized items. If this topic is on your agenda, then please place it in the appropriate place. - Thank you ORANGE COUNTY POWER AUTHORITY (OCPA) - INFORMATION FOR CITIES THAT ARE CONSIDERING JOINING THE POWER AUTHORITY _____________________________________________________________________________ OCPA RATE PLANS OCPA claims customers enrolled in their Smart Rate or 100% Renewable Plans are “choosing” to pay more every month for their electricity than SCE customers. The reason, according to Irvine City Council members and OCPA Board members, Tammy Kim and Kathleen Treseder, is to get the benefit of cleaner energy, and they do it for the benefit of everyone. That sounds so noble, but I don’t think their customers are actually seeing it that way. But it is all so pointless anyway, because the fossil-fuel based utility grid (SCE), where we ALL receive our power from, is at its maximum capacity for renewable energy. The grid supplies us ALL with approximately 35.8% of renewables, and integrating anymore presents challenges without a huge backup system. PURCHASE OF RENEWABLES So where is all that renewable energy going that OCPA customers are paying a premium for? Well, the OCPA is in the business of buying and selling power, for a profit, And because California has an over-abundance of renewables, and they are inexpensive, OCPA will go into a market where they can get sold for a profit, while simultaneously purchasing cheap fossil fuel to supply to the grid. With each purchase of renewable energy comes a receipt that is separate from the physical electricity, and these receipts can be bought and sold independently. OCPA hangs on to these receipts, also known as Renewable Energy Certificates (REC’s), and gives those to the State to offset their own energy consumption of fossil fuels, and claim that they are using renewable energy, even if they are still connected to a conventional grid like SCE. This process is known as greenwashing. Greenwashing is the practice of misleading the public by presenting a product or service as environmentally friendly or sustainable when it is not. 1 RESERVE FUND I find it extremely concerning that the OCPA has a huge reserve fund. Especially since they have the largest opt-out rate of all California Community Choice Energy (CCE) programs in California of 38%. The average is between 4% - 8%. Irvine City Council member and OCPA Board member, Kathleen Treseder used OCPA reserve funds to donate to Ayn Cracuin’s campaign for a seat on the Irvine City Council. Ayn Craciun is Treseders friend, and additional OCPA funds were given to Ayn Craciun/Climate Action Campaign, totaling $30,000! Also important to note; Craciun is Treseder’s Commissioner on the Irvine City Council. Then there is Irvine City Council member and OCPA Board member, Tammy Kim, who gives thousands of dollars to non- profit organizations overseas that help fund her campaign as she runs for the Mayor of Irvine. Other Board members give customer funds away to organizations of their liking, organizations that have nothing to do with clean energy projects. Some of these organizations get funding from their own cities as well. To say that the OCPA is being used as their own personal slush fund is an understatement. I have attached OCPA’s Financial Statements that include their check registers (on the very last pages) for you to decide. REASONS WHY OTHER CITIES GOT OUT OF THE POWER AUTHORITY • Lake Forest left during their grace period and before any energy was procured for their city. The reasons were multiple. They wanted the Joint Powers Agreement amended to give a term limit for the Board Chairperson. They also wanted the mentions of EMINENT DOMAIN in the Joint Powers Agreement to be taken out, completely. And they did not want Irvine to have two seats on the Board. All requests were denied. • The County of Orange gave notice after power was already procured for their customers, but prior to its delivery by SCE. They still walked away paying a hefty fine.The two main reasons the Board of Supervisors voted to get out was because the OCPA refused to show their power purchase contracts and agreements. They also felt that the CEO and their legal attorney was unable to properly address their overall concerns. • Huntington Beach and OCPA Board member, Casey McKeon, asked the OCPA for the California Independent System Operator Settlement Statements. The OCPA denied his request. McKeon stated that there was no reason not to release these documents, and by not doing so, confirms his belief that their entire operation is a fraud. He stated they were nothing but a “Shell“ company, and compared them to Enron. OCPA OPERATIONS Long-term power purchases are made a year in advance. And with OCPA’s unusually high opt-out rate, they need to secure new cities before their existing customers are saddled with paying the cost difference. This could financially bankrupt the organization. POWER CONTENT LABEL OCPA’s Power Content Label (PCL) only discloses what the OCPA has purchased, and not what they have sold off for profit. Misleading or deception, you decide. FEASIBILITY STUDY Recently at a Costa Mesa City Council Meeting, OCPA CEO, Joe Mosca stated that a Feasibility Study is done FOR the benefit of the OCPA. He claims that the study is to see if the city considering joining will benefit their organization. This is a bold face lie and I think the Costa Mesa Council saw this as a deception as well. The fact that OCPA is paying for this study, while the other cities had to pay for their own, but utilized OCPA’s recommended agency, and before the OCPA was up and running, says they want to control what the study will say about the organization now, because the report will be shared with the respective city. IMPORTANT FACTS TO REMEMBER • Cities that join are automatically removing their residents and businesses from SCE and placing them in the OCPA. • Whether enrolled in OCPA or SCE, everyone receives the same mix of energy, only difference is, OCPA customers pay more for Smart Choice and 100% renewable. • OCPA claims they are transparent, but refuses to show their settlement statements. • Until the loan to Irvine is paid back, Irvine will have two seats on the board. • Having substantial reserves with an unusually high opt-out rate is concerning as to how those reserves were collected. • Misuse of customer funds by board members, and mismanagement are serious concerns. Without an outside independent oversight review board, customers will have no idea what is going on behind the scenes. 2 • Long-term energy contracts can affect rates. OCPA needs to be transparent and keep customers informed of the pros and cons of these contracts. • The six-month notice requirement by the OCPA for customers to switch back to SCE is a significant consideration for a potential city that is considering signing on. • OCPA can change their rates AT ANY TIME, as they are not regulated by the State like SCE. • Cities do not have local control when the board votes are weighted by each cities load share, and Irvine gets two votes. • The Joint Powers Agreement (attached) should be reviewed by a legal attorney that specializes in energy contracts. Cities need to know what their outside liabilities are, and how eminent domain can become a real issue if the OCPA goes bankrupt and those long-term power contracts do not get paid. PAST HISTORY With all the public scrutiny and past audits, including by the City of Irvine, the OCPA has not changed how they are managed and operated. Management is still the same. They still employ the same legal firm and advisory consultants; the CEO is no better than the last CEO. In fact, they both have the same employment history of sitting on various boards, except Joe Mosca was the Mayor of Sierra Madre. However, as you will see from the attached article, the residents were not too happy about him, even describing his less than truthful ways. And to think the OCPA selected Joe, out of over 100 applicants, a person who was already employed at the OCPA, in the Communications Department, and was hired by the previous CEO. Both of whom, have no degree in the energy field, or experience in dealing with huge amounts of money in buying and selling of power. An obvious requirement for a CEO position in any energy organization, and mentioned in the audit reports. SUMMARY This organization gives the appearance that it is reducing carbon emissions by the procurement of renewables, and even worse is their customers are mislead into believing those renewables are going straight into their homes and businesses. Going 100% renewable means spending trillions of dollars to invest in battery storage and solar panels. But this would just add to environmental concerns down the road. Batteries and Solar Panels are toxic within themselves, and without a safe way to dispose of them when they have been used up is a major concern. The public needs to know what the long-term effects are by going 100% Green, instead of encouraging organizations like the Orange County Power Authority, which isn’t even doing that. LET US NOT TRY TO SOLVE ONE PROBLEM BY CREATING ANOTHER PROBLEM! Check Register Check Register Check Register Joint Powers Agreement Joe Mosca Please feel free to contact me if you need more information or documentation. Thank You. __________________ Dee Fox Irvine, CA 92604 3 1 ACCOUNTANTS’ COMPILATION REPORT Management Orange County Power Authority Management is responsible for the accompanying financial statements of Orange County Power Authority (a California Joint Powers Authority) which comprise the statement of net position as of March 31, 2024, and the related statement of revenues, expenses, and changes in net position, and the statement of cash flows for the period then ended in accordance with accounting principles generally accepted in the United States of America. We have performed a compilation engagement in accordance with Statements on Standards for Accounting and Review Services promulgated by the Accounting and Review Services Committee of the AICPA. We did not audit or review the accompanying statements nor were we required to perform any procedures to verify the accuracy or completeness of the information provided by management. Accordingly, we do not express an opinion, conclusion, nor provide any assurance on these financial statements. Management has elected to omit substantially all of the note disclosures required by accounting principles generally accepted in the United States of America in these interim financial statements. Orange County Power Authority’s annual audited financial statements include the note disclosures omitted from these interim statements. If the omitted disclosures were included in these financial statements, they might influence the user’s conclusions about the Authority’s financial position, results of operations, and cash flows. Accordingly, these financial statements are not designed for those who are not informed about such matters. We are not independent with respect to the Authority because we performed certain accounting services that impaired our independence. Maher Accountancy San Rafael, CA April 30, 2024 1101 Fifth Avenue, Suite 200 San Rafael, CA 94901 415 459 1249 mahercpa.com ASSETS Current assets Cash and cash equivalents - unrestricted 79,353,122$ Cash - restricted 600,000 Investments 19,950,557 Accounts receivable, net of allowance 25,014,338 Accrued revenue 18,516,771 Other receivables 1,656,176 Prepaid expenses 81,261 Deposits 295,268 Total current assets 145,467,493 Noncurrent assets Cash - restricted 5,000,000 Lease asset, net of amortization 918,417 Total noncurrent assets 5,918,417 Total assets 151,385,910 LIABILITIES Current liabilities Accrued cost of electricity 35,395,095 Accounts payable 782,147 Other accrued liabilities 892,792 User taxes and energy surcharges due to other governments 1,214,306 Lease liability 32,429 Total current liabilities 38,316,769 Noncurrent liabilities Loan payable 7,527,841 Accrued interest and financing costs 251,883 Lease liability 885,988 Total noncurrent liabilities 8,665,712 Total liabilities 46,982,481 NET POSITION Unrestricted 104,403,429 Total net position 104,403,429$ ORANGE COUNTY POWER AUTHORITY STATEMENT OF NET POSITION As of March 31, 2024 See accountants' compilation report. 2 OPERATING REVENUES Electricity sales, net 299,426,052$ OPERATING EXPENSES Cost of electricity 226,624,242 Contract services 5,640,286 Staff compensation 1,784,552 Other operating expenses 695,200 Total operating expenses 234,744,280 Operating income (loss) 64,681,772 NONOPERATING REVENUES (EXPENSES) Investment income 1,466,175 Interest and financing expense (281,111) Nonoperating revenues (expenses), net 1,185,064 CHANGE IN NET POSITION 65,866,836 Net position at beginning of period 38,536,593 Net position at end of period 104,403,429$ ORANGE COUNTY POWER AUTHORITY STATEMENT OF REVENUES, EXPENSES AND CHANGES IN NET POSITION Nine Months Ended March 31, 2024 See accountants' compilation report. 2 CASH FLOWS FROM OPERATING ACTIVITIES Receipts from customers 307,404,805$ Receipts from market settlements 3,636,435 Other operating receipts 1,466,303 Payments to suppliers for electricity (226,625,381) Payments for goods and services (6,264,194) Payments of staff compensation and benefits (1,710,528) Payments of taxes and energy surcharges to other governments (6,113,082) Net cash provided (used) by operating activities 71,794,358 CASH FLOWS FROM NON-CAPITAL FINANCING ACTIVITIES Payments of interest and related expenses (160,150) CASH FLOWS FROM INVESTING ACTIVITIES Interest income received 1,442,175 Purchase of investments (19,950,556) Net cash provided (used) by investing activities (18,508,381) Net change in cash 53,125,827 Cash and cash equivalents at beginning of period 31,827,295 Cash and cash equivalents at end of period 84,953,122$ Reconciliation to the Statement of Net Position Cash and cash equivalents (unrestricted) 79,353,122$ Restricted cash, current 600,000 Restricted cash, noncurrent 5,000,000 Total cash at end of period 84,953,122$ ORANGE COUNTY POWER AUTHORITY STATEMENT OF CASH FLOWS Nine Months Ended March 31, 2024 See accountants' compilation report. 2 RECONCILIATION OF OPERATING INCOME (LOSS) TO NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES Operating income (loss) 64,681,772$ Adjustments to reconcile operating income (loss) to net cash provided (used) by operating activities (Increase) decrease in: Accounts receivable (1,645,613) Other receivables 1,639,769 Accrued revenue 3,546,691 Prepaid expenses 11,275,298 Deposits 1,445,695 Increase (decrease) in: Accrued cost of electricity (9,344,524) Accounts payable 270,404 Other accrued liabilities (39,727) User taxes and energy surcharges due to other governments (35,407) Net cash provided (used) by operating activities 71,794,358$ ORANGE COUNTY POWER AUTHORITY STATEMENT OF CASH FLOWS (continued) Nine Months Ended March 31, 2024 See accountants' compilation report. 2 1 ACCOUNTANTS’ COMPILATION REPORT Board of Directors Orange County Power Authority Management is responsible for the operating fund and program fund budget comparison reports of Orange County Power Authority (OCPA), a California Joint Powers Authority, for the period ended March 31, 2024, and for determining that the budgetary basis of accounting is an acceptable financial reporting framework. We have performed a compilation engagement in accordance with Statements on Standards for Accounting and Review Services promulgated by the Accounting and Review Services Committee of the AICPA. We did not audit or review the accompanying statement nor were we required to perform any procedures to verify the accuracy or completeness of the information provided by management. Accordingly, we do not express an opinion, a conclusion, nor provide any assurance on this special purpose budgetary comparison statement. The special purpose statement is prepared in accordance with the budgetary basis of accounting, which is a basis of accounting other than accounting principles generally accepted in the United States of America. This report is intended for the information of the Board of Directors of OCPA. Management has elected to omit substantially all of the note disclosures required by accounting principles generally accepted in the United States of America in these interim financial statements. OCPA’s annual audited financial statements include the note disclosures omitted from these interim statements. If the omitted disclosures were included in these financial statements, they might influence the user’s conclusions about the Authority’s financial position, results of operations, and cash flows. Accordingly, these financial statements are not designed for those who are not informed about such matters. We are not independent with respect to OCPA because we performed certain accounting services that impaired our independence. Maher Accountancy San Rafael, CA April 30, 2024 1101 Fifth Avenue, Suite 200 San Rafael, CA 94901 415 459 1249 mahercpa.com YTD Actual YTD Amended Budget YTD Budget Variance (Under) Over YTD Actual as a Percent of Budget Annual Amended Budget Annual Amended Budget Variance OPERATING REVENUESElectricity Sales, net 299,426,052$ 297,783,571$ 1,642,481$ 100.6% 380,430,000$ (81,003,948)$ OPERATING EXPENSESCost of Energy 226,624,242 236,279,573 (9,655,331) 95.9% 296,657,000 (70,032,758) Data Manager 1,904,723 1,902,082 2,641 100.1% 2,539,000 (634,277) Utilities Service Fees 408,514 461,514 (53,000) 88.5% 606,000 (197,486) Staffing Costs 1,784,552 2,365,837 (581,285) 75.4% 3,980,000 (2,195,448) Contract Services 1,097,236 1,350,993 (253,757) 81.2% 1,716,000 (618,764) Legal Services 414,791 491,392 (76,601) 84.4% 675,000 (260,209) Marketing and Customer Enrollment 1,644,570 1,706,568 (61,998) 96.4% 2,246,000 (601,430) Other G&A 668,891 678,391 (9,500) 98.6% 967,000 (298,109) Energy Programs (Transfer to Programs Fund) 750,000 750,000 - 100.0% 750,000 - Total operating expenses235,297,519 245,986,350 (10,688,831) 310,136,000 (74,838,481) Operating income (loss) 64,128,533 51,797,221 12,331,312 70,294,000 (6,165,467) NONOPERATING REVENUES (EXPENSES)Investment and miscellaneous income 1,466,175 1,302,912 163,263 N/A 1,760,000 (293,825) Interest and financing expense (307,420) (333,741) 26,321 92.1% (495,000) 187,580 Capital Outlay - (25,000) 25,000 0.0% (100,000) 100,000 Nonoperating revenues (expenses), net 1,158,755 944,171 214,584 1,165,000 (6,245) CHANGE IN NET POSITION65,287,288$ 52,741,392$ 12,545,896$ 71,459,000$ (6,171,712)$ ORANGE COUNTY POWER AUTHORITYOPERATING BUDGET COMPARISON REPORTNine Months Ended March 31, 2024See accountants' compilation report. 2 YTD Actual YTD Budget YTD Budget Variance (Under) Over YTD Actual as a Percent of Budget Annual Budget Annual Budget Remaining REVENUE AND OTHER SOURCES Transfer in - from Operating Budget 750,000$ 750,000$ -$ 100.0% 750,000$ -$ EXPENDITURES AND OTHER USES Energy Program expenditures 170,452 750,000 (579,548) 22.7% 750,000 579,548 Net change in fund balance 579,548$ - Fund balance at beginning of period - Fund balance at end of period -$ ORANGE COUNTY POWER AUTHORITY PROGRAM BUDGET COMPARISON REPORT Nine Months Ended March 31, 2024 Budget Item Actual / Budget %Comment Electric Sales Revenue 100.6% Year-to-date energy sales are more than forecast by approx. $1.6M or 0.6%. Sales revenue includes revenues actually billed to customers as well as estimated customer usage during the reporting period that is not yet billed. Cost of Energy 95.9% The variance is affected by increased energy purchases required to provide for greater than expected customer load. Also affecting the variance is the timing difference between projected and actual delivery of Renewable Energy Certificates (RECs) and fluctuating market prices. Data Manager 100.1% These are Calpine fees charged on a per active account basis. Service Fees - SCE 88.5% These are SCE fees charged on a per customer basis. Personnel 75.4% Staffing expenses are under budget due to the timing delay of new hires. Professional Services 81.2% This category includes accounting and audit, rates and financial & planning analysis, portfolio management, scheduling coordinator, HR including recruitment services and compensation study, IT, and other consultants. Legal Costs 84.4% This category includes outside legal costs for general counsel, energy procurement transactional support, labor, clerk support, regulatory, member agency withdrawal, and RA appeal services. Marketing and customer enrollment 96.4% This category includes advertising, strategic marketing & communications, digital marketing and website development and hosting, collateral marketing, translation, sponsorships & memberships, promotional items, required customer notifications printing and mailing. Other General & Administrative 98.6% This category includes ordinary G&A including rent, CalCCA membership, general business insurance, small equipment and software, travel, business meals, professional development, and office supplies. Interest and financing expenses 92.1% This category includes interest and fees related to Letters of Credit posted for collateral on energy supply. ORANGE COUNTY POWER AUTHORITY BUDGETARY COMPARISON REPORT Nine Months Ended March 31, 2024 Return of InvestmentsYTDJulAugSepOctNovDecJanFebMarAprMayJunINVESTMENTSUS Bank - Treasury-indexed productsFunds Invested - Average Balancena na 27,689,609$ 45,574,510$ 41,915,584$ 46,939,592$ 52,852,658$ 62,382,708$ 75,991,168$ Gains/Losses/Interest1,399,797$ 108,278$ 184,174$ 163,955$ 189,715$ 213,592$ 235,807$ 304,276$ Average APY4.86% 4.86% 4.87% 4.86% 4.86% 4.86% 4.80%OTHER INTERESTInterest Earnings - checking and savings56,933$ 14,088$ 17,549$ 25,296$ -$ -$ -$ -$ -$ -$ Gains/Losses/Interest - Other9,445$ -$ -$ 458$ -$ -$ -$ -$ 8,987$ -$ Total1,466,175$ ORANGE COUNTY POWER AUTHORITYInvestment SummaryJuly 1, 2023 through March 31, 2024 CITY OF IRVINEOn January 2021, OCPA borrowed $2,500,000 from the City of Irvine for working capital costs associated with OCPA's pre-launch.On September 2021, OCPA borrowed $5,000,000 from the City of Irvine for cash collateral in the credit facility associated with OCPA'slaunch.The loan repayment date for the above is January 1, 2027. Interest is due on the loan in an amount based on the gross earnings for the respective quarter as reported in the City Treasurer's pooled investment portfolio report. Also included as a loan payable are formation related costs - $152,380 paid directly from the City to the vendors. OCPA will reimburse the City no later than January 1, 2027. Interest does not accrue on the formation costs advanced by the City. OCPA paid $124,538.70towards the outstanding principal on September 12, 2022.Principal Maturity Interest Rate Payments Outstanding Principal152,380$ January 2027 0.00% 124,539$ 27,841$ 7,500,000$ January 2027Variable - City Treasurer's report-$ 7,500,000$ US BANKCREDIT FACILITYOn September 2021, OCPA and US Bank (formerly MUFG Union Bank, N.A.) entered into a Revolving Credit Agreement for a $35 million credit facility, OCPA has outstanding borrowings of $0 as of March, 2024On May 2023, US Bank acquired MUFG Union Bank, N.A.US Bank (formerly MUFG Union Bank, N.A.) has also issued a $2,611,948 Letter of Credit to Pacific Gas & Electric; a $2,977,000 Letter of Credit to Southern California Edison Company; a $3,500,000 Letter of Credit to Shell; a $625,000 Letter of Credit to California ISO; a $2,597,157 Letter of Credit to Marsh Landing, and a $3,060,750 Letter of Credit to Nextera.Credit Facility Letter of Credit Borrowing Unused Credit35,000,000$ 15,371,855$ -$ 19,628,146$ ORANGE COUNTY POWER AUTHORITYSCHEDULE OF OUTSTANDING DEBT As of March 31, 2024 Date Vendor Description Amount 01/02/2024 California ISO (Settlement Invoices) CAISO CAISO CRR period for 12/08/23 - 12/13/23 13,557.01 01/02/2024 Calpine Energy Solutions November 2023 services {po:1003}211,223.41 01/02/2024 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 12/08/23 - 12/13/23 and 9/08/23-9/14/23 394,337.88 01/02/2024 US Bank Credit Card Zoom - Recording Services 318.90 01/02/2024 US Bank Credit Card Amazon - Office Supplies 18.27 01/02/2024 US Bank Credit Card Checkr - Employee background check 384.20 01/02/2024 US Bank Credit Card Go to Com - Phone Forwarding Service for Call Center 439.70 01/02/2024 US Bank Credit Card Vista Print - Staff Business Cards 188.58 01/02/2024 US Bank Credit Card Smith AI - Phone Forwarding Service For Call Center 235.00 01/02/2024 US Bank Credit Card Southwest Airline - airfare 257.59 01/02/2024 US Bank Credit Card Amazon - Office Supplies 41.12 01/02/2024 US Bank Credit Card Panini Kabob Grill Irvine - Board Lunch 160.00 01/02/2024 US Bank Credit Card Adobe - Software License 65.41 01/02/2024 US Bank Credit Card Adobe - Software License 65.41 01/02/2024 US Bank Credit Card Adobe - Software License 65.41 01/02/2024 US Bank Credit Card Perimeter 81 LLC - Network 56.14 01/02/2024 US Bank Credit Card IHOP - Staff breakfast 129.28 01/02/2024 US Bank Credit Card Google Suite 12.00 01/02/2024 US Bank Credit Card Zoom - Recording Services 318.90 01/02/2024 US Bank Credit Card Ellies Table - Coffee With LOCC Staff C. Medina 11.64 01/02/2024 US Bank Credit Card Herb & Ranch - Coffee with Irvine City Staff Member 3.40 01/02/2024 US Bank Credit Card Huntington Beach Chamber - Tickets State of City Event 110.00 01/02/2024 US Bank Credit Card Southwest Airline - airfare 294.80 01/02/2024 US Bank Credit Card Ralphs - Food 14.84 01/02/2024 US Bank Interest and Service Charges October - December interest payment on credit line account 9,844.94 01/02/2024 US Bank Interest and Service Charges Letter of Credit - Southern California Edison 563.50 01/02/2024 US Bank Interest and Service Charges Letter of Credit - California Independent System 3,800.00 01/02/2024 US Bank Interest and Service Charges Letter of Credit - Marsh Landing LLC 9,955.77 01/02/2024 US Bank Interest and Service Charges Letter of Credit - Southern California Edison 10,848.33 01/02/2024 US Bank Interest and Service Charges Letter of Credit - Pacific Gas and Electric 10,012.47 01/02/2024 US Bank Interest and Service Charges Letter of Credit - Grace Orchard Energy Center 11,732.88 01/02/2024 US Bank Interest and Service Charges Letter of Credit - Shell Energy North America 13,416.67 01/03/2024 Halligan Steven Mileage reimbursement 55.15 01/03/2024 Orange County Printing Company Orange County Letters {po: 1007}1,098.89 01/03/2024 The Woman's Club of Fullerton 2023 Women's Leadership Forum - Silver Sponsor 500.00 01/03/2024 United Language Group, Inc.Huntington Beach Notice Translations 2,349.49 01/08/2024 American Express AMEX - Adjustment to reconcile account, prior month bank service fees (52.25) 01/08/2024 American Express Amtrak Transportation - Owen Lee - Salinas to San Luis Obispo 119.00 01/08/2024 American Express Uber trip - Transportation 20.97 01/08/2024 American Express Lyft - Transportation 44.72 01/08/2024 American Express Amtrak - Transportation - Owen Lee - Santa Ana to San Luis Obispo 119.00 01/08/2024 American Express Uber trip - Transportation 15.19 01/08/2024 American Express Uber trip - Transportation 14.99 01/08/2024 American Express Sonesta - Hotel - Owen Lee 655.78 01/08/2024 American Express Uber trip - Transportation 41.94 01/08/2024 American Express AC Hotel - Hotel - Gabriele Friedman 840.29 01/08/2024 American Express Hawaiian Airlines - Flight - Gabriele Friedman 475.15 01/08/2024 American Express Starbucks - Board Meeting Refreshments 97.15 01/08/2024 American Express AMEX - Cashback Program Fee - 9 Months 90.00 01/08/2024 American Express AMEX - New Membership Fee - 9 Months 26.25 01/08/2024 California ISO (Settlement Invoices) CAISO CAISO CRR period for 12/14/23 - 12/19/23 3,887.02 01/08/2024 Orange County Printing Company Huntington Beach Notification Postcards {po: 1007}10,625.70 01/08/2024 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 12/14/23 - 12/19/23 and 9/15/23-9/21/23 113,306.11 01/10/2024 Lincoln Financial Group 1/10/24 Retirement debit 401A 16,724.90 01/10/2024 Lincoln Financial Group 1/10/24 Retirement debit 457B 5,191.95 01/11/2024 Clean Peaks Energy Services, LLC Consultant services - November 2023 -- {po:1027}19,160.00 01/12/2024 Stericycle, Inc.Paper shredding service 349.53 01/16/2024 ABM Industry Groups, LLC January Parking 660.00 01/16/2024 California ISO (Settlement Invoices) CAISO CAISO CRR period for 12/20/23 - 12/27/23 25,054.85 01/16/2024 LBA IV-PPI, LLC January 2024 Rent 19,000.00 01/16/2024 METHOD TECHNOLOGIES (INC)Support Options - Laptop setup {po: 1017}246.00 01/16/2024 METHOD TECHNOLOGIES (INC)Support Options - MS Suite and other software {po: 1022}1,997.95 01/16/2024 Pisenti & Brinker LLP Final Progress bill for audit ended June 30, 2023 {po: 1018}12,000.00 01/16/2024 Reveille Inc.December 2023 OCPA FY Marketing and PR Budget-- {po: 1025}71,762.30 01/16/2024 SDRMA February employee benefit charges 15,201.92 01/16/2024 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 12/20/23 - 12/27/23 , 9/22/23-9/28/23 and 1/1/23 - 1/31/23 78,202.90 01/16/2024 US Bank Interest and Service Charges US Bank - Analysis Service Charge 3,880.69 01/19/2024 Best Best & Krieger December 2023 - Regulatory - CPUC {po: 1002}20,761.50 01/19/2024 Best Best & Krieger December 2023 - Financial/Power Procurement {po: 1002}5,806.50 01/19/2024 Best Best & Krieger December 2023 - Public Records Requests {po: 1002}6,662.50 01/19/2024 Best Best & Krieger December 2023 - Huntington Beach Withdrawal {po: 1002}4,020.00 01/19/2024 Best Best & Krieger December 2023 - County Withdrawal {po: 1002}1,106.00 01/19/2024 Best Best & Krieger December 2023 - Special Counsel{po: 1002}1,817.00 01/19/2024 Best Best & Krieger December 2023 - General Counsel {po: 1002}13,646.60 01/19/2024 CITY OF BUENA PARK - UUT December Utility User Tax 87,001.85 01/19/2024 CITY OF HUNTINGON BEACH - UUT December Utility User Tax 299,000.51 01/19/2024 CITY OF IRVINE - UUT December Utility User Tax 126,891.12 01/19/2024 Igoe (Med-iBank)Medical and/or Dependent Care FSA Monthly Participation Fee 183.79 01/19/2024 Karbone Inc.Brokerage fees - Townsite Solar, LLC 168,750.00 01/19/2024 Maher Accountancy January 2024 - Treasurer and Accounting Services {PO:1031}21,000.00 01/19/2024 Maher Accountancy October-December 2023 Pass-Through Bill.com fees { {PO:1005}482.08 01/19/2024 NewGen Strategies & Solutions, LLC December 2023 - Financial & Economic Consulting services {po: 1028}4,851.25 01/19/2024 Orange County Printing Company Buena Park Letter {po: 1007}984.57 01/19/2024 Orange County Printing Company HB Notification Post Cards {po: 1007}12,304.65 01/19/2024 Orange County Printing Company Buena Park Letter {po: 1007}634.74 01/19/2024 Orange County Printing Company Buena Park Letter {po: 1007}684.36 01/19/2024 Southern California Edison December Capacity 485,562.30 01/19/2024 Tullett Prebon Americas Corp.Broker Fees - Tenaska Power Services Co.3,445.00 01/19/2024 Zodiac Solutions, LLC December 2023 Fees {po: 1012}1,800.00 01/22/2024 AES December 2023 capacity purchases 562,500.00 01/22/2024 California ISO (Settlement Invoices) CAISO CAISO CRR period for 12/01/23 - 12/31/23 3,279.86 01/22/2024 Golden Communications Inc Sustaining Professional Services and Consulting Fees, Monthly Managed Web Services, and Additional Labor - December 2023 {po: 1004}2,199.00 01/22/2024 Marsh Landing, LLC December Capacity Purchases 705,250.00 Orange County Power Authority PAYMENTS ISSUED JANUARY 1, 2024 THROUGH MARCH 31, 2024 Orange County Power Authority PAYMENTS ISSUED JANUARY 1, 2024 THROUGH MARCH 31, 2024 01/22/2024 Pacific Energy Advisors Inc.December 2023 - Monthly Services {po: 1008}42,531.60 01/22/2024 San Diego Gas & Electric December 2023 RECs 18,998.10 01/22/2024 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 12/28/23 - 1/03/24 255,298.12 01/22/2024 US Bank Interest and Service Charges Letter of Credit - California Independent System 150.00 01/23/2024 California Community Choice Association CALCCA January - March 2024 membership dues 98,635.50 01/23/2024 Calpine Energy Services L.P.December capacity 722,250.00 01/23/2024 Calpine Energy Services L.P.August 2023 RECs 4,850.00 01/23/2024 Constellation Energy Generation, LLC November energy purchases 4,024,323.50 01/23/2024 Morgan Stanley Capital Group December Energy Purchases 2,157,769.20 01/23/2024 Morgan Stanley Capital Group September 2023 RECs 357,085.15 01/23/2024 Shell Energy North America November Energy Purchases 4,283,064.00 01/23/2024 Shell Energy North America November Capacity Purchases 504,500.00 01/23/2024 Sunrise Power Company LLC December capacity purchase 1,906,250.00 01/23/2024 Transalta Energy Marketing Us Inc.November Energy Purchases 1,095,125.40 01/24/2024 Lincoln Financial Group 1/24/24 Retirement debit 401A 19,108.60 01/24/2024 Lincoln Financial Group 1/24/24 Retirement debit 457B 6,033.18 01/24/2024 The Energy Authority Inc. (Service Fees)December Resource Management Monthly Fees {PO:1011}14,620.00 01/29/2024 Igoe (Med-iBank)Medical and/or Dependent Care FSA Monthly Participation Fee 103.00 01/29/2024 Powerex January Energy Purchases 79,166.67 01/29/2024 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 1/04/23 - 1/10/24 194,318.06 01/30/2024 California Public Utilities Commission September 2022 - Adequacy compliance filing violation 415,406.40 01/30/2024 California Public Utilities Commission CPUC Citation - August 2023 Deficiency 147,408.00 01/30/2024 Igoe (Med-iBank)Medical and/or Dependent Care FSA Monthly Participation Fee 100.00 01/30/2024 Igoe (Med-iBank)Medical and/or Dependent Care FSA Monthly Participation Fee 1,017.55 01/30/2024 Littler Mendelson, PC December legal services {po: 1016}187.50 01/30/2024 Orange County Business Council OCBC - Annual Dinner & Board Installation 2,750.00 01/30/2024 Orange County Printing Company Buena Park Letter {po: 1007}644.17 01/30/2024 Orange County Printing Company Buena Park Letter {po: 1007}925.24 01/31/2024 California Department of Tax and Fee Administration October-December 2023 Electric Energy Surcharge 198,113.00 02/01/2024 Kantola Training Solutions Llc Harassment Training Sessions 750.00 02/01/2024 US Bank Credit Card Checkr - Employee background check 66.61 02/01/2024 US Bank Credit Card Amazon - Office Supplies 43.09 02/01/2024 US Bank Credit Card Go to Com - Phone Forwarding Service for Call Center 290.51 02/01/2024 US Bank Credit Card Amazon - Office Supplies 15.99 02/01/2024 US Bank Credit Card Amazon - Office Supplies 4.39 02/01/2024 US Bank Credit Card Amazon - Office Supplies 28.23 02/01/2024 US Bank Credit Card Amazon - Office Supplies 20.46 02/01/2024 US Bank Credit Card Smith AI - Phone Forwarding Service For Call Center 235.00 02/01/2024 US Bank Credit Card Google Suite - Social Media/YouTube account 12.00 02/01/2024 US Bank Credit Card Starbucks - Holiday Gift Cards 261.00 02/01/2024 US Bank Credit Card World Market - Holiday Gifts for Staff 283.41 02/01/2024 US Bank Credit Card Costco - Snacks for Board & Committee Meetings 86.43 02/01/2024 US Bank Credit Card Bear Coast Coffee - Business Meeting 5.00 02/01/2024 US Bank Credit Card Bear Coast Coffee - Business Meeting 10.25 02/01/2024 US Bank Credit Card Paul Martin's - Staff Holiday Dinner 2,472.95 02/01/2024 US Bank Credit Card North Italia - Business Lunch 26.95 02/01/2024 US Bank Credit Card Puestos - Board Holiday Lunch 650.61 02/02/2024 Calpine Energy Solutions December 2023 services {po:1003}212,356.46 02/02/2024 Igoe (Med-iBank)Medical and/or Dependent Care FSA Monthly Participation Fee 140.00 02/05/2024 ABM Industry Groups, LLC November 13 nightly billing 300.00 02/05/2024 ABM Industry Groups, LLC February Parking 660.00 02/05/2024 Association of California Cities Sponsorship - 2024 Affiliate Membership 5,000.00 02/05/2024 California ISO (Settlement Invoices) CAISO CAISO CRR period for 1/11/24 - 1/18/24 165,631.99 02/05/2024 Energy Development & Construction Corporation November RECs purchases 21,312.00 02/05/2024 Friedman, Gabriele December expense reimbursement 152.09 02/05/2024 Integrated Impressions Multiple items 23,324.63 02/05/2024 LBA IV-PPI, LLC February 2024 Rent 19,000.00 02/05/2024 Miss Fountain Valley Scholarship Foundation, Inc 2024 Silver Sponsorship 1,500.00 02/05/2024 Southern California Edison (Non-Energy)Mass enrollment fee & monthly service fees through December 2023 {po: 1020}163,587.18 02/05/2024 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 1/11/24-1/18/24 & 10/06/23-10/12/23 1,306,619.35 02/06/2024 American Express AMEX - Cash back credit (35.76) 02/06/2024 American Express Uber trip - Transportation 34.20 02/06/2024 American Express Uber trip - Transportation 5.00 02/06/2024 American Express Uber trip - Transportation 68.99 02/06/2024 American Express Uber trip - Transportation 9.91 02/06/2024 American Express Uber trip - Transportation 17.98 02/06/2024 American Express Uber trip - Transportation 9.90 02/06/2024 American Express Sonesta - Hotel - Owen Lee 705.30 02/06/2024 American Express Uber trip - Transportation 34.91 02/06/2024 American Express Uber trip - Transportation 74.26 02/06/2024 American Express Amtrak Train - Transportation 77.00 02/06/2024 American Express Amtrak Train - Transportation 120.00 02/06/2024 American Express Uber trip - Transportation 14.85 02/06/2024 American Express Sonesta - Hotel - Gabriele Friedman 889.14 02/06/2024 American Express Uber trip - Transportation 4.00 02/06/2024 American Express Panini Kabob- Board meeting and team building lunch 300.00 02/06/2024 American Express From Your Flowers - Flowers - staff anniversary 63.55 02/06/2024 American Express From Your Flowers - Flowers - staff anniversary 63.55 02/06/2024 American Express Southwest Airlines - Lobby days - Sacramento - Jung 299.96 02/06/2024 American Express Southwest Airlines - Lobby days - Sacramento - Treseder 319.96 02/06/2024 American Express Southwest Airlines - Lobby days - Sacramento - Sonne 357.96 02/06/2024 American Express Southwest Airlines - Lobby days - Sacramento - Kim 427.96 02/06/2024 American Express VistaPrint - staff business cards 114.73 02/06/2024 American Express OCBC - member full registration 1,480.00 02/06/2024 American Express Southwest Airlines - SCBC advocacy day - Sacramento - Gabe Dima-Smith 269.97 02/07/2024 Lincoln Financial Group 2/05/24 Retirement debit 457B 5,807.54 02/07/2024 Lincoln Financial Group 2/05/24 Retirement debit 401A 17,425.00 02/08/2024 ABM Industry Groups, LLC February parking 120.00 02/08/2024 ABM Industry Groups, LLC January parking 60.00 02/08/2024 Little Saigon TV Network, Inc.Bronze Sponsorship - Little Saigon TV New Year Celebration 1,000.00 02/08/2024 NewGen Strategies & Solutions, LLC January 2024 - Financial & Economic Consulting services {po: 1028}14,957.50 02/08/2024 Orange County Printing Company 2023 Year in Review Infographic{po: 1007}439.62 02/08/2024 Orange County Printing Company Consumer Brochure {po: 1007}3,082.73 02/08/2024 Orange County Printing Company 2023 Year in Review Posters {po: 1007}367.43 Orange County Power Authority PAYMENTS ISSUED JANUARY 1, 2024 THROUGH MARCH 31, 2024 02/08/2024 Orange County Printing Company Buena Park Letter{po: 1007}687.05 02/08/2024 The Energy Federation Inc.Marketplace - Rebates {po:1026}12,936.00 02/08/2024 The Energy Federation Inc.Marketplace - Rebates {po:1026}6,724.00 02/08/2024 The Energy Federation Inc.Phone support for Marketplace {po:1026}349.06 02/09/2024 CITY OF BUENA PARK - UUT January Utility User Tax 90,915.10 02/09/2024 CITY OF HUNTINGON BEACH - UUT January Utility User Tax 315,090.73 02/09/2024 CITY OF IRVINE - UUT January Utility User Tax 114,897.90 02/12/2024 California ISO (Settlement Invoices) CAISO CAISO CRR period for 1/19/24 - 1/25/24 686.15 02/12/2024 Igoe (Med-iBank)Medical and/or Dependent Care FSA Monthly Participation Fee 394.58 02/12/2024 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 1/19/24-1/25/24 & 10/13/23-10/19/23 201,678.64 02/14/2024 Clean Peaks Energy Services, LLC Consultant services - December 2023 -- {po:1027}14,617.50 02/14/2024 US Bank Interest and Service Charges February 2024 Monthly Analysis Charge 5,412.11 02/16/2024 Lincoln Financial Group Retirement fees 889.36 02/16/2024 Lincoln Financial Group Retirement fees 1,557.39 02/20/2024 California ISO (Settlement Invoices) CAISO CAISO CRR period for 1/01/24 - 1/31/24 and 2/1/24 7,843.14 02/20/2024 High Desert Power Project LLC January Capacity 625,000.00 02/20/2024 Marsh Landing, LLC January Capacity Purchases 703,587.50 02/20/2024 Powerex January Rec's 121,396.74 02/20/2024 Powerex February Energy Purchases 79,166.67 02/20/2024 Southern California Edison January Capacity 514,621.70 02/21/2024 Igoe (Med-iBank)Medical and/or Dependent Care FSA Monthly Participation Fee 206.37 02/21/2024 Lincoln Financial Group 2/20/24 Retirement debit 401A 21,227.60 02/21/2024 Lincoln Financial Group 2/20/24 Retirement debit 457B 6,812.60 02/22/2024 Golden Communications Inc Sustaining Professional Services and Consulting Fees, Monthly Managed Web Services, and Additional Labor - January 2024 {po: 1004}2,199.00 02/23/2024 Best Best & Krieger January 2024 - Regulatory - CPUC{po: 1002}2,265.00 02/23/2024 Best Best & Krieger January 2024 - Huntington Beach Withdrawal {po: 1002}581.00 02/23/2024 Best Best & Krieger January 2024 - County Withdrawal{po: 1002}41.50 02/23/2024 Best Best & Krieger January 2024 - Public Records Requests {po: 1002}756.00 02/23/2024 Best Best & Krieger January 2024 - Financial/Power Procurement {po: 1002}4,938.50 02/23/2024 Best Best & Krieger January 2024 - Special Counsel {po: 1002}3,735.00 02/23/2024 Best Best & Krieger January 2024 - General Counsel {po: 1002}7,615.00 02/23/2024 Best Best & Krieger January 2024 - Investigation {po: 1002}44,937.00 02/23/2024 Calpine Energy Services L.P.January Capacity 309,750.00 02/23/2024 Constellation Energy Generation, LLC December energy purchases 4,737,358.65 02/23/2024 Morgan Stanley Capital Group October 2023 RECs 53,651.25 02/23/2024 Pacific Energy Advisors Inc.January 2024 - Monthly Services {po: 1008}39,610.62 02/23/2024 Shell Energy North America December Capacity Purchases 504,500.00 02/23/2024 Shell Energy North America December Energy Purchases 4,409,337.60 02/23/2024 Sunrise Power Company LLC January capacity purchase 1,906,250.00 02/23/2024 Transalta Energy Marketing Us Inc.December Energy Purchases 1,156,049.10 02/23/2024 Tullett Prebon Americas Corp.Broker Fees - Commercial Energy of Montana Inc.28,350.00 02/26/2024 California ISO (Settlement Invoices) CAISO CAISO CRR period for 2/2/24 - 2/07/24 24,959.20 02/26/2024 City of Buena Park Candy Caneland - Sponsorship 250.00 02/26/2024 Friedman, Gabriele January expense reimbursement 161.18 02/26/2024 Grammarly, Inc.Grammarly for business - annual subscription 2,610.00 02/26/2024 Hawaii State Tax Collector Letter ID # L1333617792 322.29 02/26/2024 Maher Accountancy February 2024 - Treasurer and Accounting Services{ {PO:1031}21,000.00 02/26/2024 Orange County Printing Company 3% less envelopes {po: 1007}3,066.00 02/26/2024 Reveille Inc.January 2024 OCPA FY Marketing and PR Budget-- {po: 1025}64,810.84 02/26/2024 SDRMA March employee benefit charges 13,773.97 02/26/2024 The Assn of Women in Water, Energy, Environ Membership application. Level: Individual Membership (Nonprofit/Govt/Not Affiliated) for Linda Kraemer 135.00 02/26/2024 The Energy Federation Inc.Rebate {po:1026}349.96 02/28/2024 Igoe (Med-iBank)Medical and/or Dependent Care FSA Monthly Participation Fee 100.00 02/29/2024 Energy Development & Construction Corporation December RECs purchases 10,476.00 02/29/2024 Southern California Edison (Non-Energy)Mass enrollment fee & monthly service fees through December 2023 outstanding amount {po: 1020}63,555.90 03/01/2024 US Bank Credit Card Zoom - Recording services 338.90 03/01/2024 US Bank Credit Card Stericycle - Shredding services 349.53 03/01/2024 US Bank Credit Card Go to Com - Phone Forwarding Service for Call Center 337.02 03/01/2024 US Bank Credit Card Dell - Wireless keyboards x 5 457.88 03/01/2024 US Bank Credit Card Panini Kabob - Lunch with Barbara Delgleize 65.98 03/01/2024 US Bank Credit Card Zoom - Recording Services 338.90 03/01/2024 US Bank Credit Card Baekjeong Korean - OCPA goals lunch with chair 96.01 03/01/2024 US Bank Credit Card Smith AI - Phone Forwarding Service For Call Center 235.00 03/01/2024 US Bank Credit Card Google Suite - Social Media/YouTube account 12.00 03/01/2024 US Bank Credit Card Paris Baguette - Board meeting 60.05 03/04/2024 ABM Industry Groups, LLC March parking 780.00 03/04/2024 California ISO (Settlement Invoices) CAISO CAISO CRR period for 2/8/24 - 2/14/24 25,431.89 03/04/2024 Clean Peaks Energy Services, LLC Consultant services - January 2024 - {po:1027}16,515.00 03/04/2024 Fullerton Mayor's Prayer Breakfast Fullerton Mayor's Prayer Breakfast 1,000.00 03/04/2024 Jung, Fred Expense reimbursement - Parking and cab expenses 72.00 03/04/2024 LBA IV-PPI, LLC March 2024 Rent {PO:1030}19,000.00 03/04/2024 Lee, Owen Expense reimbursement from February 2023 to July 2023 2,763.80 03/04/2024 Maher Accountancy Audit Assistance for Reporting period 2022/23 { {PO:1005}15,000.00 03/04/2024 METHOD TECHNOLOGIES (INC)Support Options - MS Suite and other software {po: 1022}2,114.43 03/04/2024 Orange County Printing Company County letters {po: 1007}679.09 03/04/2024 Orange County Printing Company Missing mailers {po:1007}1,291.61 03/04/2024 Orange County Printing Company County letters {po:1007}1,003.75 03/05/2024 Calpine Energy Solutions December 2023 services {po:1003}213,587.26 03/07/2024 American Express AMEX - Cash back credit (24.44) 03/07/2024 American Express Hawaiian Airlines - Transportation - February Board Meeting- Gabriele 676.17 03/07/2024 American Express Uber Trip - Transportation 70.08 03/07/2024 American Express Uber Trip - Transportation 38.93 03/07/2024 American Express Amtrak Train - Transportation 119.00 03/07/2024 American Express Lyft Trip - Transportation 85.00 03/07/2024 American Express Uber Trip - Transportation 11.34 03/07/2024 American Express Amtrak Train - Transportation 109.00 03/07/2024 American Express Uber Trip - Transportation 18.88 03/07/2024 American Express Sonesta - Hotel - Owen Lee 520.79 03/07/2024 American Express Uber Trip - Transportation 41.94 03/07/2024 American Express Uber Trip - Transportation 53.75 03/07/2024 American Express Uber Trip - Transportation 8.06 03/07/2024 American Express Sonesta - Hotel - Gabriele 848.50 03/07/2024 American Express Hawaiian Airlines - Transportation - March Board Meeting- Gabriele 764.61 03/07/2024 American Express Southwest Airlines - Transportation - Airticket to San Jose (From Santa Ana) - Leyna 365.97 Orange County Power Authority PAYMENTS ISSUED JANUARY 1, 2024 THROUGH MARCH 31, 2024 03/07/2024 American Express Southwest Airlines - Transportation - Airticket to San Jose (From Santa Ana) - Agustin 365.97 03/07/2024 American Express Southwest Airlines - Transportation - Airticket to San Jose (From San Diego) - Michelle 253.96 03/07/2024 American Express Paris Baguette Irvine - Team Meeting - Breakfast 60.06 03/07/2024 American Express Sheraton Grand Hotel Sacramento - Hotel - Lobby Days - Sacramento 324.48 03/07/2024 American Express Paris Baguette Irvine - Team Meeting - Breakfast - Credit (60.06) 03/07/2024 American Express Ralph's - Snacks - CAC Meeting 72.10 03/07/2024 American Express Southwest Airlines - Transportation - Flight Change 141.00 03/07/2024 American Express Sheraton Grand Hotel Sacramento - Hotel 602.43 03/07/2024 American Express Sheraton Grand Hotel Sacramento - Hotel 672.21 03/07/2024 American Express Starbucks - Breakfast - Board Meeting 95.35 03/07/2024 American Express Pizza Supreme Being - Lunch 127.06 03/07/2024 American Express Syllabusx - Climate Change Preparedness Conference 2,570.00 03/07/2024 American Express Signia San Jose - Hotel 14,684.00 03/07/2024 American Express Sheraton Grand Hotel Sacramento - Hotel - Credit (301.21) 03/07/2024 American Express Georgie's Donuts - Breakfast - L&R and M&C Committee Meetings 34.40 03/07/2024 American Express Amazon - Office Supplies 41.96 03/07/2024 American Express Amazon - Office Supplies 26.93 03/07/2024 American Express Amazon - Office Supplies 26.93 03/07/2024 American Express Amazon - Office Supplies 264.86 03/07/2024 Igoe (Med-iBank)Medical and/or Dependent Care FSA Monthly Participation Fee 14.85 03/07/2024 Lincoln Financial Group 3/7/24 Retirement debit 457B 5,722.41 03/07/2024 Lincoln Financial Group 3/7/24 Retirement debit 401A 18,530.42 03/11/2024 California ISO (Settlement Invoices) CAISO CAISO CRR period for 2/15/24 - 2/22/24 & 3/1/23 - 3/31/23 16,527.63 03/13/2024 Best Best & Krieger February 2024 - County withdrawal {po: 1002}2,080.50 03/13/2024 Best Best & Krieger February 2024 - Financial/power procurement {po: 1002}1,743.00 03/13/2024 Best Best & Krieger February 2024 - Special counsel {po: 1002}2,988.00 03/13/2024 Best Best & Krieger February 2024 - Huntington Beach withdrawal {po: 1002}996.00 03/13/2024 Best Best & Krieger February 2024 - General counsel {po: 1002}10,774.00 03/13/2024 Best Best & Krieger February 2024 - Regulatory CPUC {po: 1002}6,950.00 03/13/2024 CITY OF BUENA PARK - UUT February Utility User Tax 88,594.27 03/13/2024 CITY OF HUNTINGON BEACH - UUT February Utility User Tax 295,765.57 03/13/2024 CITY OF IRVINE - UUT February Utility User Tax 164,710.65 03/13/2024 Clean Peaks Energy Services, LLC Consultant services - February 2024 - {po:1027}11,287.50 03/13/2024 NewGen Strategies & Solutions, LLC February 2024 - Financial & Economic Consulting services {po: 1028}6,408.75 03/13/2024 North Orange County Chamber 2024 Fullerton State of the City Address & Luncheon 1,500.00 03/13/2024 Orange County Printing Company County Letter mailing {po:1007}34.57 03/13/2024 Orange County Printing Company County Letter mailing {po:1007}26.81 03/13/2024 Orange County Printing Company Post enrolment envelopes {po:1007}62.98 03/13/2024 Orange County Printing Company County Letter mailing {po:1007}894.45 03/13/2024 Orange County Printing Company 100% Renewable Letter mailing {po:1007}27,906.00 03/13/2024 Orange County Public Affairs Association Sponsorship Table of 8 600.00 03/13/2024 United States Postal Services (Trust/EPS Account)Postage added to USPS Account 25,000.00 03/14/2024 SDRMA April employee benefit charges 19,863.81 03/14/2024 US Bank Interest and Service Charges March 2024 Monthly Analysis Charge 5,244.78 03/15/2024 Igoe (Med-iBank)Medical and/or Dependent Care FSA Monthly Participation Fee 12.31 03/15/2024 Igoe (Med-iBank)Medical and/or Dependent Care FSA Monthly Participation Fee 210.00 03/18/2024 California ISO (Settlement Invoices) CAISO CAISO CRR period for 2/01/24 - 2/29/24 117,197.42 03/18/2024 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 2/23/24-2/29/24 & 11/22/23-11/30/23 65,432.48 03/20/2024 CPS HR Consulting 24-01 Orange County Power Authority-Chief Exec Officer Phases I - III - {po:1029}30,000.00 03/20/2024 Marsh Landing, LLC February Capacity Purchases 701,750.00 03/20/2024 Powerex March Rec's 79,166.67 03/20/2024 Powerex February Rec's 160,402.20 03/20/2024 Southern California Edison February Capacity 514,621.70 03/21/2024 High Desert Power Project LLC February Capacity 625,000.00 03/21/2024 Lincoln Financial Group 3/21/24 Retirement debit 457B 5,766.30 03/21/2024 Lincoln Financial Group 3/21/24 Retirement debit 401A 18,664.02 03/22/2024 Friedman, Gabriele February expense reimbursement 172.74 03/22/2024 Maher Accountancy March 2024 - Treasurer and Accounting Services { {PO:1031}21,000.00 03/22/2024 OneOC BP Collaborative Annual Membership 1,000.00 03/22/2024 Orange County Printing Company Post enrolment envelopes {po:1007}604.57 03/22/2024 Pacific Energy Advisors Inc.February 2024 - Monthly Services {po: 1008}40,160.68 03/22/2024 The Fullerton Collaborative Membership - Fullerton Collaborative 1,450.00 03/25/2024 3PR Trading Inc.Vintage 2023 RECS purchase 895,000.00 03/25/2024 Calpine Energy Services L.P.February Capacity 309,750.00 03/25/2024 Constellation Energy Generation, LLC January energy purchases 7,923,196.30 03/25/2024 Morgan Stanley Capital Group November 2023 RECs 400,655.00 03/25/2024 Orange County Printing Company Postage on county letters {po:1007}673.94 03/25/2024 Orange County Printing Company Sales tax on county letters {po:1007}421.96 03/25/2024 Reveille Inc.February 2024 OCPA FY Marketing and PR Budget-- {po: 1025}65,286.14 03/25/2024 Shell Energy North America January capacity purchases 504,500.00 03/25/2024 Shell Energy North America January energy purchases 5,633,251.26 03/25/2024 Sunrise Power Company LLC February capacity purchase 1,906,250.00 03/25/2024 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 3/01/24-3/07/24 & 12/01/23-12/07/23 339,749.16 03/25/2024 United Language Group, Inc.OCPA Post-Enrollment Letters | Multiple Languages translation service 4,400.65 03/26/2024 Fullerton Museum Center Association Fullerton Museum Center Punk Exhibit & Mike Ness Day EventSponsorship 5,000.00 03/26/2024 Igoe (Med-iBank)Medical and/or Dependent Care FSA Monthly Participation Fee 9.79 03/27/2024 ABM Industry Groups, LLC April parking 780.00 03/27/2024 BRAUN BLAISING & WYNNE, P.C.February - Fractional share of the Joint CCA BioMAT Invoice 982.46 03/27/2024 LBA IV-PPI, LLC April 2024 Rent {PO:1030}19,000.00 03/27/2024 Orange County Business Council Bronze Level Annual Investment - (02/24 to 01/25)2,500.00 03/27/2024 Orange County Printing Company HB 60 day NEM return notices {po:1007}2,838.13 03/27/2024 The Energy Federation Inc.February Rebate {po:1026}93.00 03/28/2024 Igoe (Med-iBank)Medical and/or Dependent Care FSA Monthly Participation Fee 100.00 03/29/2024 Energy Development & Construction Corporation January 2024 RECs purchases 14,166.00 03/29/2024 Igoe (Med-iBank)Medical and/or Dependent Care FSA Monthly Participation Fee 1.35 SUBTOTAL 59,876,314.56 1/4/2024 December 16 - 31 -Paychex Service Fee 221.10 1/4/2024 December 16 - 31 - Payroll Taxes 19,402.99 1/4/2024 December 16 - 31 -Salaries, Wages, Fringe Benefits 56,404.62 1/19/2024 January 1 - 15 - Payroll Taxes 22,569.18 1/19/2024 January 1 - 15 -Paychex (Futa Payroll Taxes)846.71 1/19/2024 January 1 - 15 -Salaries, Wages, Fringe Benefits 67,508.64 Orange County Power Authority PAYMENTS ISSUED JANUARY 1, 2024 THROUGH MARCH 31, 2024 2/5/2024 January 16-31 - Payroll Taxes 17,359.13 2/5/2024 January 16-31 - Paychex Service Fee 259.30 2/5/2024 January 16-31 -Salaries, Wages, Fringe Benefits 58,495.23 2/20/2024 February 1-15 -Paychex Service Fee 433.25 2/20/2024 February 1-15 - Payroll Taxes 25,120.98 2/20/2024 February 1-15 -Salaries, Wages, Fringe Benefits 73,068.75 3/5/2024 February 16-29 -Salaries, Wages, Fringe Benefits 62,171.08 3/5/2024 February 16-29 - Payroll Taxes 18,504.77 3/5/2024 February 16-29 -Paychex Service Fee 193.50 3/19/2024 March 1 - 15 -Paychex Service Fee 379.35 3/19/2024 March 1 - 15 - Payroll Taxes 22,338.14 3/19/2024 March 1 - 15 -Salaries, Wages, Fringe Benefits 72,216.62 SUBTOTAL 517,493.34 1 ACCOUNTANTS’ COMPILATION REPORT Management Orange County Power Authority Management is responsible for the accompanying financial statements of Orange County Power Authority (a California Joint Powers Authority) which comprise the statement of net position as of September 30, 2023, and the related statement of revenues, expenses, and changes in net position, and the statement of cash flows for the period then ended in accordance with accounting principles generally accepted in the United States of America. We have performed a compilation engagement in accordance with Statements on Standards for Accounting and Review Services promulgated by the Accounting and Review Services Committee of the AICPA. We did not audit or review the accompanying statements nor were we required to perform any procedures to verify the accuracy or completeness of the information provided by management. Accordingly, we do not express an opinion, conclusion, nor provide any assurance on these financial statements. Management has elected to omit substantially all of the note disclosures required by accounting principles generally accepted in the United States of America in these interim financial statements. Orange County Power Authority’s annual audited financial statements include the note disclosures omitted from these interim statements. If the omitted disclosures were included in these financial statements, they might influence the user’s conclusions about the Authority’s financial position, results of operations, and cash flows. Accordingly, these financial statements are not designed for those who are not informed about such matters. We are not independent with respect to the Authority because we performed certain accounting services that impaired our independence. Maher Accountancy San Rafael, CA October 26, 2023 1101 Fifth Avenue, Suite 200 San Rafael, CA 94901 415 459 1249 mahercpa.com ASSETS Current assets Cash - unrestricted 67,400,266$ Cash - restricted 5,800,000 Accounts receivable, net of allowance 37,050,890 Accrued revenue 28,583,180 Other receivables 4,287,420 Prepaid expenses 2,557,463 Deposits 1,570,304 Total current assets 147,249,523 LIABILITIES Current liabilities Accrued cost of electricity 64,068,325 Accounts payable 476,874 Other accrued liabilities 893,703 User taxes and energy surcharges due to other governments 1,676,852 Accrued interest and financing costs 9,927 Total current liabilities 67,125,681 Noncurrent liabilities Loan payable 7,527,841 Accrued interest and financing costs 163,516 Total noncurrent liabilities 7,691,357 Total liabilities 74,817,038 NET POSITION Unrestricted 72,432,485 Total net position 72,432,485$ ORANGE COUNTY POWER AUTHORITY STATEMENT OF NET POSITION As of September 30, 2023 See accountants' compilation report. 2 OPERATING REVENUES Electricity sales, net 134,021,892$ OPERATING EXPENSES Cost of electricity 97,666,454 Contract services 1,894,493 Staff compensation 469,414 Other operating expenses 206,957 Total operating expenses 100,237,318 Operating income (loss) 33,784,574 NONOPERATING REVENUES (EXPENSES) Investment income 165,669 Interest and financing expense (54,351) Nonoperating revenues (expenses), net 111,318 CHANGE IN NET POSITION 33,895,892 Net position at beginning of period 38,536,593 Net position at end of period 72,432,485$ ORANGE COUNTY POWER AUTHORITY STATEMENT OF REVENUES, EXPENSES AND CHANGES IN NET POSITION Three Months Ended September 30, 2023 See accountants' compilation report. 2 CASH FLOWS FROM OPERATING ACTIVITIES Receipts from customers 116,284,097$ Receipts from market settlements 2,196,863 Other operating receipts 228,000 Payments to suppliers for electricity (72,573,564) Payments for goods and services (2,312,275) Payments of staff compensation and benefits (482,411) Payments of taxes and energy surcharges to other governments (2,036,949) Net cash provided (used) by operating activities 41,303,760 CASH FLOWS FROM NON-CAPITAL FINANCING ACTIVITIES Payments of interest and related expenses (11,830) CASH FLOWS FROM INVESTING ACTIVITIES Interest income received 81,041 Net change in cash 41,372,971 Cash at beginning of period 31,827,295 Cash at end of period 73,200,266$ Reconciliation to the Statement of Net Position Cash (unrestricted) 67,400,266$ Restricted cash 5,800,000 Total cash at end of period 73,200,266$ ORANGE COUNTY POWER AUTHORITY STATEMENT OF CASH FLOWS Three Months Ended September 30, 2023 See accountants' compilation report. 2 RECONCILIATION OF OPERATING INCOME (LOSS) TO NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES Operating income (loss) 33,784,574$ Adjustments to reconcile operating income (loss) to net cash provided (used) by operating activities (Increase) decrease in: Accounts receivable (13,682,165) Other receivables (930,847) Accrued revenue (6,519,718) Prepaid expenses 8,799,096 Deposits 170,659 Increase (decrease) in: Accrued cost of electricity 19,328,707 Accounts payable (34,869) Other accrued liabilities (38,816) User taxes and energy surcharges due to other governments 427,139 Net cash provided (used) by operating activities 41,303,760$ ORANGE COUNTY POWER AUTHORITY STATEMENT OF CASH FLOWS (continued) Three Months Ended September 30, 2023 See accountants' compilation report. 2 1 ACCOUNTANTS’ COMPILATION REPORT Board of Directors Orange County Power Authority Management is responsible for the operating fund and program fund budgetary comparison reports of Orange County Power Authority (OCPA), a California Joint Powers Authority, for the period ended September 30, 2023, and for determining that the budgetary basis of accounting is an acceptable financial reporting framework. We have performed a compilation engagement in accordance with Statements on Standards for Accounting and Review Services promulgated by the Accounting and Review Services Committee of the AICPA. We did not audit or review the accompanying statement nor were we required to perform any procedures to verify the accuracy or completeness of the information provided by management. Accordingly, we do not express an opinion, a conclusion, nor provide any assurance on this special purpose budgetary comparison statement. The special purpose statement is prepared in accordance with the budgetary basis of accounting, which is a basis of accounting other than accounting principles generally accepted in the United States of America. This report is intended for the information of the Board of Directors of OCPA. Management has elected to omit substantially all of the note disclosures required by accounting principles generally accepted in the United States of America in these interim financial statements. OCPA’s annual audited financial statements include the note disclosures omitted from these interim statements. If the omitted disclosures were included in these financial statements, they might influence the user’s conclusions about the Authority’s financial position, results of operations, and cash flows. Accordingly, these financial statements are not designed for those who are not informed about such matters. We are not independent with respect to OCPA because we performed certain accounting services that impaired our independence. Maher Accountancy San Rafael, CA October 26, 2023 1101 Fifth Avenue, Suite 200 San Rafael, CA 94901 415 459 1249 mahercpa.com YTD Actual YTD Budget YTD Budget Variance (Under) Over YTD Actual as a Percent of Budget Annual Budget Annual Budget Remaining OPERATING REVENUES Electricity Sales, net 134,021,892$ 127,429,433$ 6,592,459$ 105.2% 329,175,000$ (195,153,108)$ OPERATING EXPENSES Cost of Energy 97,666,454 95,993,655 1,672,799 101.7% 271,934,000 (174,267,546) Data Manager 628,247 584,733 43,514 107.4% 2,345,000 (1,716,753) Utilities Service Fees 149,307 90,704 58,603 164.6% 372,000 (222,693) Staffing Costs 469,414 1,503,337 (1,033,923) 31.2% 6,346,000 (5,876,586) Contract Services 338,019 430,910 (92,891) 78.4% 1,721,000 (1,382,981) Legal Services 148,970 170,000 (21,030) 87.6% 675,000 (526,030) Marketing and Customer Enrollment 559,950 592,199 (32,249) 94.6% 2,304,000 (1,744,050) Other G&A 206,957 266,416 (59,459) 77.7% 1,086,000 (879,043) Energy Programs (Transfer to Programs Fund) 750,000 750,000 - 100.0% 750,000 - Total operating expenses 100,917,318 100,381,954 535,364 287,533,000 (186,615,682) Operating income (loss) 33,104,574 27,047,479 6,057,095 41,642,000 (8,537,426) NONOPERATING REVENUES (EXPENSES) Investment and miscellaneous income 165,669 - 165,669 N/A - 165,669 Interest and financing expense (54,351) (70,071) 15,720 77.6% (382,000) 327,649 Capital Outlay - (25,000) 25,000 0.0% (125,000) 125,000 Nonoperating revenues (expenses), net 111,318 (95,071) 206,389 (507,000) 618,318 CHANGE IN NET POSITION33,215,892$ 26,952,408$ 6,263,484$ 41,135,000$ (7,919,108)$ ORANGE COUNTY POWER AUTHORITYOPERATING BUDGET COMPARISON REPORTThree Months Ended September 30, 2023See accountants' compilation report. 2 YTD Actual YTD Budget YTD Budget Variance (Under) Over YTD Actual as a Percent of Budget Annual Budget Annual Budget Remaining REVENUE AND OTHER SOURCES Transfer in - from Operating Budget 750,000$ 750,000$ -$ 100.0% 750,000$ -$ EXPENDITURES AND OTHER USES Energy Program expenditures 70,000 290,000 (220,000) 24.1% 750,000 Net change in fund balance 680,000$ 460,000 Fund balance at beginning of period 500,000 Fund balance at end of period 960,000$ ORANGE COUNTY POWER AUTHORITY PROGRAM BUDGET COMPARISON REPORT Three Months Ended September 30, 2023 Budget Item Actual / Budget %Comment Electric Sales Revenue 105.2% Year-to-date energy sales are slightly more than forecast by approx. $6.6M or 5.2%. Sales revenue includes revenues actually billed to customers as well as estimated customer usage during the reporting period that is not yet billed. Cost of Energy 101.7% The variance is primarily due to the timing difference between projected and actual delivery of Renewable Energy Certificates (RECs) and fluctuating market prices. Data Manager 107.4% These are Calpine fees charged on a per active account basis. The discrepancy related to Calpine's service fees was higher than expected due to the bi-monthly enrollment of Net Energy Metering (NEM) accounts, which were not accounted for in the original budget. By October 2023, all NEM accounts had been enrolled into the OCPA service, contributing to the increased fees. Staff plans to update the service fee projections in the mid-year FY23/24 budget review in March 2024. Service Fees - SCE 164.6% These are SCE fees charged on a per customer basis. The discrepancy arose because the actual service fees charged by SCE for were higher than initially projected by SCE. This resulted in a budget shortfall. Staff plans to update the SCE service fee projections during the mid-year FY23/24 budget review in March 2024 to align with the actual costs. Personnel 31.2% Staffing expenses are under budget due to the timing delay of new hires. Professional Services 78.4% This category includes accounting and audit, rates and financial & planning analysis, portfolio management, scheduling coordinator, HR including recruitment services and compensation study, IT, and other consultants. Legal Costs 87.6% This category includes outside legal costs for general counsel, energy procurement transactional support, labor, clerk support, regulatory, member agency withdrawal, and RA appeal services. Marketing and customer enrollment 94.6% This category includes advertising, strategic marketing & communications, digital marketing and website development and hosting, collateral marketing, translation, sponsorships & memberships, promotional items, required customer notifications printing and mailing. Other General & Administrative 77.7% This category includes ordinary G&A including rent, CalCCA membership, general business insurance, small equipment and software, travel, business meals, professional development, and office supplies. Interest and financing expenses 77.6% This category includes interest and fees related to Letters of Credit posted for collateral on energy supply. ORANGE COUNTY POWER AUTHORITY BUDGETARY COMPARISON REPORT Three Months Ended September 30, 2023 CITY OF IRVINEOn January 2021, OCPA borrowed $2,500,000 from the City of Irvine for working capital costs associated with OCPA's pre-launch.On September 2021, OCPA borrowed $5,000,000 from the City of Irvine for cash collateral in the credit facility associated with OCPA'slaunch.The loan repayment date for the above is January 1, 2027. Interest is due on the loan in an amount based on the gross earnings for the respective quarter as reported in the City Treasurer's pooled investment portfolio report. Also included as a loan payable are formation related costs - $152,380 paid directly from the City to the vendors. OCPA will reimburse the City no later than January 1, 2027. Interest does not accrue on the formation costs advanced by the City. OCPA paid $124,538.70towards the outstanding principal and interest on September 12, 2022.Original Principal Maturity Interest Rate Payments Outstanding Principal152,380$ January 2027 0.00% 124,539$ 27,841$ 7,500,000$ January 2027Variable - City Treasurer's report-$ 7,500,000$ US BANK ( formerly MUFG UNION BANK, N.A.) CREDIT FACILITYOn September 2021, OCPA and US Bank (formerly MUFG Union Bank, N.A.) entered into a Revolving Credit Agreement for a $35 million credit facility OCPA has outstanding borrowings of $0 as of September, 2023.On May 2023, US Bank acquired MUFG Union Bank, N.A.US Bank (formerly MUFG Union Bank, N.A.) has also issued a $2,611,948 Letter of Credit to Pacific Gas & Electric; a $2,977,000 Letter of Credit to Southern California Edison Company; a $3,500,000 Letter of Credit to Shell; a $400,000 Letter of Credit to California ISO; a $2,597,157 Letter of Credit to Marsh Landing, and a $3,060,750 Letter of Credit to Nextera.Credit Facility Letter of Credit Borrowing Unused Credit35,000,000$ 15,146,855$ -$ 19,853,146$ ORANGE COUNTY POWER AUTHORITYSCHEDULE OF OUTSTANDING DEBT As of September 30, 2023 Return of InvestmentsYTDJulAugSepOctNovDecJanFebMarAprMayJunINVESTMENTSUS Bank - Treasury-indexed productsFunds Invested - Average Balancena na 27,689,609$ Gains/Losses/Interest108,278$ 108,278 Average APY4.86%OTHER INTERESTInterest Earnings - checking and savings56,933$ 14,088$ 17,549$ 25,296$ Gains/Losses/Interest - Other458$ 458 Total165,669$ ORANGE COUNTY POWER AUTHORITYInvestment SummaryJuly 1, 2023 through June 30, 2024 Date Vendor Description Amount 07/03/2023 ARTHUR J. GALLAGHER & CO. INSURANCE, INC Cyber, Directors & Officers, Commercial Package Insurance - 6/3/23 - 6/3/24 74,380.60 07/03/2023 Black Chamber of Orange County Banquet & Support Sponsorship 2,500.00 07/03/2023 Cruz, Patricia expense reimbursement - airfare from SFO to SNA and back 541.80 07/03/2023 Lisa Gordon Facilitation Services - OCPA Goal Setting & Team Building Workshop 12,174.49 07/03/2023 Littler Mendelson, PC May legal services {po: 1016}24,753.50 07/03/2023 OCCACC Corporate Annual membership 1,500.00 07/03/2023 Orange County Printing Company Post-Enrollment Notice {po: 1007}906.46 07/03/2023 Orange County Printing Company Courtesy letters {po: 1007}3,780.59 07/03/2023 Orange County Printing Company Post-Enrollment Notice {po: 1007}393.80 07/03/2023 Pretend City Children's Museum Playbuilder Sponsorship 2,500.00 07/03/2023 US Bank Interest and Service Charges Remaining interest on paid off loan in March 11,829.99 07/05/2023 3349 Michelson Drive Irvine LLC Parking {po: 1015}160.00 07/10/2023 Balance Public Relations Inc.Consulting and lobby services {po: 1014}13,500.00 07/10/2023 Best Best & Krieger April 2023 - General Counsel {po: 1002}2,507.50 07/10/2023 Lincoln Financial Group 7/10/23 Retirement debit 457B 5,366.34 07/10/2023 Lincoln Financial Group 7/10/23 Retirement debit 401A 13,553.82 07/11/2023 LBA IV-PPI, LLC July Rent 19,000.00 07/11/2023 NewGen Strategies & Solutions, LLC June 2023 - Financial & Economic Consulting services {po: 1006}9,951.25 07/11/2023 OCIACC Execuitve Membership 950.00 07/11/2023 Orange County Hispanic Chamber of Commerce Membership Dues 1,500.00 07/11/2023 Orange County Printing Company Buena Park Letter {po: 1007}717.34 07/11/2023 Orange County Printing Company Pre-Enrollment Notices {po: 1007}254.73 07/11/2023 Orange County Printing Company Pre-Enrollment Notices {po: 1007}3,742.66 07/11/2023 Reveille Inc.July 2023 EMC Quantitative Research -- {po: 1010}66,850.00 07/11/2023 Warner Andrea May Expense Reimbursement 127.99 07/12/2023 METHOD TECHNOLOGIES (INC)Support Options - MS Suite and other software {po: 1017}1,801.95 07/14/2023 CITY OF BUENA PARK - UUT June Utility User Tax 91,974.48 07/14/2023 CITY OF HUNTINGON BEACH - UUT June Utility User Tax 325,294.60 07/14/2023 CITY OF IRVINE - UUT June Utility User Tax 120,838.04 07/14/2023 SDRMA August employee benefit charges 6,191.04 07/17/2023 Southern California Edison March Recs and Carbon purchases 1,034,561.19 07/20/2023 AES June 2023 capacity purchases 562,500.00 07/20/2023 Baker Tilly US, LLP, formerly Management Partne June 2023 - Management Services {po: 1013}455.00 07/20/2023 Best Best & Krieger June 2023 - Labor and Employment {po: 1002}1,449.00 07/20/2023 Best Best & Krieger June 2023 - Public Records Requests {po: 1002}2,180.00 07/20/2023 Best Best & Krieger June 2023 - Fiancial/Power Procurement {po: 1002}5,648.50 07/20/2023 Best Best & Krieger June 2023 - Huntington Beach Withdrawal {po: 1002}10,411.69 07/20/2023 Best Best & Krieger June 2023 - General Counsel {po: 1002}17,092.56 07/20/2023 Best Best & Krieger June 2023 - County Withdrawal {po: 1002}395.00 07/20/2023 Best Best & Krieger June 2023 - Regulatory CPUC {po: 1002}15,981.00 07/20/2023 Halligan Steven Supplies from Costco 128.15 07/20/2023 Marsh Landing, LLC June Capacity Purchases 671,562.50 07/20/2023 Orange County Printing Company Post Enrollment Notice {po: 1007}383.91 07/20/2023 Orange County Printing Company Buena Park Letter {po: 1007}934.10 07/20/2023 Powerex July Energy Purchases 79,166.67 07/20/2023 San Diego Gas & Electric June 2023 RECs 11,758.33 07/20/2023 San Diego Gas & Electric March 2023 RECs 732.54 07/20/2023 San Diego Gas & Electric April 2023 RECs 921.99 07/20/2023 San Diego Gas & Electric May 2023 RECs 580.98 07/20/2023 San Diego Gas & Electric June 2023 RECs 593.61 07/20/2023 Southern California Edison June Capacity Purchases 176,029.80 07/21/2023 California Community Choice Association CALCCA July-September 2023 membership dues 98,635.50 07/21/2023 Golden Communications Inc Sustaining Professional Services and Consulting Fees, Monthly Managed Web Services, and Additional Labor - June'23 {po: 1004 9,249.00 07/21/2023 Pacific Energy Advisors Inc.June 2023 - Monthly Services {po: 1008}42,062.50 07/21/2023 Reveille Inc.OCPA Professional Services through June 30, 2023 -- {po: 1010}68,295.43 07/24/2023 Calpine Energy Services L.P.June Capacity Purchases 204,750.00 07/24/2023 Constellation Energy Generation, LLC June energy purchases 4,832,415.80 07/24/2023 Filipino American Chamber of Commerce of OC Basic Corporate Sponsorship 2,500.00 07/24/2023 Fullerton Heritage Theatre Foundation Day of Music Sponsorship 2,500.00 07/24/2023 Greater Irvine Chamber of Commerce Annual Membership Investment 675.00 07/24/2023 Morgan Stanley Capital Group June Energy Purchases 2,247,260.40 07/24/2023 Orange County Printing Company Post-Enrollment Notice {po: 1007}255.16 07/24/2023 Orange County Printing Company Buena Park Letter {po: 1007}565.25 07/24/2023 Shell Energy North America May Energy Purchases 5,598,129.60 07/24/2023 Shell Energy North America May Capacity Purchases 4,500.00 07/24/2023 Sunrise Power Company LLC June capacity purchase 1,906,250.00 07/24/2023 The Energy Authority Inc. (Service Fees)June- Resource Management Monthly Fees {PO:1011}14,620.00 07/24/2023 Transalta Energy Marketing Us Inc.June Energy Purchases 1,547,987.40 07/24/2023 Zodiac Solutions, LLC June 2023 Fees {po: 1012}7,875.00 07/25/2023 Climate Action Campaign Nexus Champion Sponsorship 10,000.00 07/27/2023 Lincoln Financial Group 7/27/23 Retirement debit 401A 14,897.54 07/27/2023 Lincoln Financial Group 7/27/23 Retirement debit 457B 5,885.24 07/28/2023 California Department of Tax and Fee Administra April-June 2023 Electric Energy Surcharge 176,171.00 07/28/2023 Igoe (Med-iBank)Medical and/or Dependent Care FSA Monthly Participation Fee 100.00 07/28/2023 Union Bank (Credit Card)California Board of Accountancy - CPA renewal 280.00 07/28/2023 Union Bank (Credit Card)Doubletree Hotels - Board workshop 275.00 07/28/2023 Union Bank (Credit Card)Huntington Beach Chamber 20.00 07/28/2023 Union Bank (Credit Card)Checkr Inc.54.99 Orange County Power Authority PAYMENTS ISSUED JULY 1, 2023 THROUGH SEPTEMBER 30, 2023 07/28/2023 Union Bank (Credit Card)Marriott Marquis San Diego Marina - CalCCA conference 708.04 07/28/2023 Union Bank (Credit Card)Marriott Marquis San Diego Marina - CalCCA conference 708.04 07/28/2023 Union Bank (Credit Card)Marriott Marquis San Diego Marina - CalCCA conference 708.04 07/28/2023 Union Bank (Credit Card)Marriott Marquis San Diego Marina - CalCCA conference 708.04 07/28/2023 Union Bank (Credit Card)Marriott Marquis San Diego Marina - CalCCA conference 708.04 07/28/2023 Union Bank (Credit Card)Marriott Marquis San Diego Marina - CalCCA conference 708.04 07/28/2023 Union Bank (Credit Card)Marriott Marquis San Diego Marina - CalCCA conference 708.04 07/28/2023 Union Bank (Credit Card)Marriott Marquis San Diego Marina - CalCCA conference 708.04 07/28/2023 Union Bank (Credit Card)Marriott Marquis San Diego Marina - CalCCA conference 708.04 07/28/2023 Union Bank (Credit Card)Union Kitchen & Tap - CalCCA Conference dinner for OCPA attendees 723.88 07/28/2023 Union Bank (Credit Card)Marriott Marquis San Diego Marina - CalCCA conference 60.00 07/28/2023 Union Bank (Credit Card)Marriott Marquis San Diego Marina - CalCCA conference 20.64 07/28/2023 Union Bank (Credit Card)Marriott Marquis San Diego Marina - CalCCA conference 79.38 07/28/2023 Union Bank (Credit Card)Marriott Marquis San Diego Marina - CalCCA conference 20.64 07/28/2023 Union Bank (Credit Card)Marriott Marquis San Diego Marina - CalCCA conference 99.38 07/28/2023 Union Bank (Credit Card)Simple Truths - Board workshop book 336.18 07/28/2023 Union Bank (Credit Card)Smith.AI - answering service 220.00 07/28/2023 Union Bank (Credit Card)Ten Sushi & Cocktail Bar - OCPA team lunch 330.85 07/28/2023 Union Bank (Credit Card)Park PL Center - conference room rental 450.00 07/28/2023 Union Bank (Credit Card)Park PL Center - food for committee meetings 382.64 07/28/2023 Union Bank (Credit Card)Freemius - WP activity log 149.00 07/28/2023 Union Bank (Credit Card)Eventbrite - Director Kim's registration for CalCCA conference 850.00 07/28/2023 Union Bank (Credit Card)Zoom.com - subscription 350.88 07/28/2023 Union Bank (Credit Card)Costco - office supplies 129.63 07/28/2023 Union Bank (Credit Card)Park PL Center - conference room rental 450.00 07/28/2023 Union Bank (Credit Card)Park PL Center - food for committee meetings 227.25 07/28/2023 Union Bank (Credit Card)Pretend City - sponsorship 2,500.00 07/28/2023 Union Bank (Credit Card)Alaska Air - Patty Cruz's Flight 386.88 07/28/2023 Union Bank (Credit Card)Goto Communications - business account for call center 372.75 07/28/2023 Union Bank (Credit Card)Amazo - office supplies 161.61 07/28/2023 Union Bank (Credit Card)Marriott Marquis San Diego Marina - CalCCA conference 708.04 07/28/2023 Union Bank (Credit Card)Marriott Marquis San Diego Marina - CalCCA conference 708.04 07/28/2023 Union Bank (Credit Card)Marriott Marquis San Diego Marina - CalCCA conference 708.04 07/28/2023 Union Bank (Credit Card)Marriott Marquis San Diego Marina - CalCCA conference 708.04 07/28/2023 Union Bank (Credit Card)Marriott Marquis San Diego Marina - CalCCA conference 708.04 07/28/2023 Union Bank (Credit Card)Marriott Marquis San Diego Marina - CalCCA conference 708.04 07/28/2023 Union Bank (Credit Card)Marriott Marquis San Diego Marina - CalCCA conference 78.76 07/28/2023 Union Bank (Credit Card)Uber 7.43 07/28/2023 Union Bank (Credit Card)Marriott Marquis San Diego Marina - CalCCA conference 40.00 07/28/2023 Union Bank (Credit Card)Home Depot - office supplies 32.31 07/28/2023 Union Bank (Credit Card)credit card fees (961.78) 07/31/2023 ABM Industry Groups, LLC July Parking 480.00 07/31/2023 ABM Industry Groups, LLC May Parking 620.00 07/31/2023 ABM Industry Groups, LLC June Parking 560.00 07/31/2023 Davison Susan April travel reimbursements 68.58 07/31/2023 Davison Susan May travel reimbursements 34.26 07/31/2023 Davison Susan June travel reimbursements 68.58 07/31/2023 Energy Development & Construction Corporation May RECs purchases 73,458.00 07/31/2023 Orange County Printing Company Post enrollment notice {po: 1007}652.84 07/31/2023 Orange County Printing Company Buena Park Letter {po: 1007}729.44 07/31/2023 Orange County Printing Company Postage{po: 1007}607.38 07/31/2023 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 7/07/23-7/13/23 & period 4/7/13-4/13/23 122,446.65 07/31/2023 United Language Group, Inc.Translation of residential notices into 8 languages 4,952.81 08/01/2023 Daroo Korean Performing Arts and Culture Daroo's 2023 Korean Day - Title Sponsorship 4,000.00 08/01/2023 US Bank Credit Card Goto Communications - business account for call center 420.32 08/01/2023 US Bank Credit Card Wahoo's Fish Taco 26.92 08/01/2023 US Bank Credit Card SGT Pepperoni's Pizza 6.00 08/01/2023 US Bank Credit Card Smith.AI - answering service 220.00 08/01/2023 US Bank Credit Card Adobe 145.25 08/01/2023 US Bank Credit Card Puesto Park Place - staff lunch 259.91 08/01/2023 US Bank Credit Card Alaska Air - Steven Halligan's Flight 262.80 08/01/2023 US Bank Credit Card Zoom.com - subscription 350.88 08/01/2023 US Bank Credit Card Smith.AI - answering service 15.00 08/01/2023 US Bank Credit Card credit card fees (663.87) 08/01/2023 US Bank Credit Card ezCater - staffers luncheon 352.12 08/01/2023 US Bank Credit Card Zoom.com - subscription 350.88 08/01/2023 US Bank Credit Card Office Depot - office supplies 79.11 08/01/2023 US Bank Credit Card Vietnamese American Chamber of Commerce - sponsorship 2,500.00 08/01/2023 US Bank Credit Card Asian Business Association of Orange County - corporate advisory board membership 1,000.00 08/01/2023 US Bank Credit Card Korean American Chamber of Commerce - sponsorship 1,500.00 08/01/2023 US Bank Credit Card Office Depot - office supplies 32.31 08/01/2023 US Bank Credit Card Office Depot - office supplies 162.99 08/01/2023 US Bank Credit Card Double Tree Hotels - Lisa Gordon 170.16 08/01/2023 US Bank Credit Card Double Tree Hotels - food for guests 1,130.66 08/01/2023 US Bank Credit Card Park PL Center - conference room rental 450.00 08/01/2023 US Bank Credit Card Park PL Center - food for committee meetings 350.87 08/01/2023 US Bank Credit Card credit card fees 80.00 08/01/2023 US Bank Credit Card cash rewards redemption (1,800.00) 08/01/2023 US Bank Credit Card credit card fees 921.78 08/01/2023 US Bank Credit Card EIG Constant Contact 410.20 08/01/2023 US Bank Credit Card Goto Communications - business account for call center 393.87 08/01/2023 US Bank Credit Card Sustainibility jobs 695.00 08/01/2023 US Bank Credit Card Perimeter 81 - subscription 1,344.00 08/01/2023 US Bank Credit Card Smith.AI - answering service 235.00 08/01/2023 US Bank Credit Card Google LLC 1.55 08/01/2023 US Bank Credit Card Simply Vegan Project - sponsorship 3,500.00 08/01/2023 US Bank Credit Card The Cottage - business lunch 59.84 08/01/2023 US Bank Credit Card Southwest Airlines - Joe Mosca - flight to Oakland for CalCCA conference 227.97 08/01/2023 US Bank Credit Card Southwest Airlines - Joe Mosca - flight to Sacramento for Advocacy & Education Meetings regarding state audit 267.97 08/01/2023 US Bank Credit Card Payment to be applied to Sep 2023 purchases 1,302.51 08/02/2023 Calpine Energy Solutions June 2023 services {po:1003}204,407.26 08/03/2023 Constellation Energy Generation, LLC June energy purchases 4,832,415.80 08/03/2023 Davison Susan March travel reimbursements 68.58 08/03/2023 Davison Susan May travel reimbursements - Cal CCA Conference 135.65 08/03/2023 LBA IV-PPI, LLC August Rent 19,000.00 08/07/2023 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 7/14/23-7/20/23 & period 4/14/13-4/20/23 478,528.44 08/08/2023 Lincoln Financial Group 8/8/23 Retirement debit 401A 14,060.70 08/08/2023 Lincoln Financial Group 8/8/23 Retirement debit 457B 5,668.75 08/10/2023 Igoe (Med-iBank)Medical and/or Dependent Care FSA Monthly Participation Fee 2,275.08 08/11/2023 ARTHUR J. GALLAGHER & CO. INSURANCE, INC Crime Insurance - 8/1/23 - 8/1/24 1,691.00 08/11/2023 Baker Tilly US, LLP, formerly Management Partne July 2023 - Management Services {po: 1013}7,762.50 08/11/2023 Balance Public Relations Inc.Consulting and lobby services {po: 1014}13,500.00 08/11/2023 City of Buena Park Super Senior Saturday Resource Fair 150.00 08/11/2023 CITY OF BUENA PARK - UUT July Utility User Tax 92,416.64 08/11/2023 CITY OF HUNTINGON BEACH - UUT July Utility User Tax 300,497.73 08/11/2023 CITY OF IRVINE - UUT July Utility User Tax 146,715.51 08/11/2023 Davison Susan July shipment reimbursement 228.60 08/11/2023 Di Giovanna, Andrew 2023 Celebrate Irvine - Greater Irvine Chamber 465.00 08/11/2023 Fullerton Junior All American Fullerton Bears Junior All American Football - Sponsorship 4,000.00 08/11/2023 Jacquez-Nares, Pat Expense reimbursments 98.17 08/11/2023 Joe Mosca July Team Lunch 223.05 08/11/2023 Littler Mendelson, PC June legal services {po: 1016}2,761.00 08/11/2023 Littler Mendelson, PC July legal services {po: 1016}1,423.50 08/11/2023 North Orange County Chamber NOC - Chamber Membership - Corporate 875.00 08/11/2023 Orange County Printing Company Buena Park Letter {po: 1007}615.86 08/11/2023 Orange County Printing Company Postage{po: 1007}519.34 08/11/2023 Orange County Printing Company October Notice #1 Postcard {po: 1007}1,195.43 08/14/2023 METHOD TECHNOLOGIES (INC)Support Options - MS Suite and other software {po: 1017}1,894.95 08/14/2023 Orange County Printing Company Post-Enrollment Notice {po: 1007}428.74 08/14/2023 Orange County Printing Company Buena Park Letter {po: 1007}597.54 08/14/2023 SDRMA September employee benefit charges 11,768.80 08/14/2023 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 7/21/23-7/27/23 period 4/14/13-4/20/23 and 8/1/22-8/31/22 2,080,562.94 08/14/2023 The Energy Federation Inc.Marketplace Set Up Fee for FY 23/24 {po:1026}50,000.00 08/17/2023 Wregis Transferred RECs 108.80 08/18/2023 Maher Accountancy August 2023 - Treasurer and Accounting Services {PO:1005}18,000.00 08/18/2023 Reveille Inc.OCPA Professional Services through July 31, 2023 -- {po: 1010}67,205.10 08/18/2023 United States Postal Services (Trust/EPS Account)Postage added to USPS Account 75,000.00 08/21/2023 AES July 2023 capacity purchases 562,500.00 08/21/2023 Lincoln Financial Group retirement fees 722.83 08/21/2023 Marsh Landing, LLC July Capacity Purchases 667,800.00 08/21/2023 Powerex August Energy Purchases 79,166.67 08/21/2023 San Diego Gas & Electric July 2023 RECs 13,716.18 08/21/2023 Southern California Edison July Capacity Purchases 1,976,029.80 08/21/2023 Southern California Edison April RECs 1,215,586.98 08/21/2023 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 7/28/23-8/03/23 and period 4/28/23-5/04/23 1,001,556.30 08/22/2023 Calpine Energy Solutions July 2023 services {po:1003}206,511.01 08/22/2023 CPS HR Consulting 23-01 Orange Co Power Authority Resources Director 9,000.00 08/22/2023 Golden Communications Inc Sustaining Professional Services and Consulting Fees, Monthly Managed Web Services, and Additional Labor - July'23 {po: 1004}18,549.00 08/22/2023 Igoe (Med-iBank)Medical and/or Dependent Care FSA Monthly Participation Fee 878.96 08/22/2023 Pacific Energy Advisors Inc.July 2023 - Monthly Services {po: 1008}31,909.95 08/23/2023 ABM Industry Groups, LLC August Parking 480.00 08/23/2023 Calpine Energy Services L.P.July Capacity Purchases 204,750.00 08/23/2023 Calpine Energy Services L.P.April RECs purchased 1,689,800.00 08/23/2023 Cruz, Patricia July expense reimbursements 600.00 08/23/2023 Morgan Stanley Capital Group July Energy Purchases 3,094,072.50 08/23/2023 Orange County Printing Company Post-Enrollment Notice {po: 1007}549.27 08/23/2023 Shell Energy North America June Capacity Purchases 504,500.00 08/23/2023 Shell Energy North America June Energy Purchases 5,868,878.40 08/23/2023 Sunrise Power Company LLC July capacity purchase 1,906,250.00 08/23/2023 Z Armstrong, Marshall NSC Payout 257.71 08/24/2023 Lincoln Financial Group 8/24/23 Retirement debit 457B 4,641.04 08/24/2023 Lincoln Financial Group 8/24/23 Retirement debit 401A 11,607.40 08/24/2023 The Energy Authority Inc. (Service Fees)July- Resource Management Monthly Fees {PO:1011}14,620.00 08/28/2023 Energy Development & Construction Corporation June RECs purchases 84,744.00 08/28/2023 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 8/04/23-8/10/23 and period 5/05/23-5/11/23 673,781.36 08/30/2023 ABM Industry Groups, LLC August Parking 60.00 08/30/2023 Best Best & Krieger July 2023 - General Counsel {po: 1002}13,412.10 08/30/2023 Best Best & Krieger July 2023 - Regulatory CPUC {po: 1002}32,040.60 08/30/2023 Best Best & Krieger July 2023 - County Withdrawal {po: 1002}3,160.00 08/30/2023 Best Best & Krieger July 2023 - Financial/Power Procurement {po: 1002}6,162.00 08/30/2023 Best Best & Krieger July 2023 - Hunting Beach Withdrawal {po: 1002}4,508.95 08/30/2023 Best Best & Krieger July 2023 - Public Records Requests {po: 1002}2,410.00 08/30/2023 Daroo Korean Performing Arts and Culture Daroo's 2023 Korean Day - Title Sponsorship 4,000.00 08/30/2023 Igoe (Med-iBank)Medical and/or Dependent Care FSA Monthly Participation Fee 100.00 08/30/2023 LBA IV-PPI, LLC September Rent 19,000.00 08/30/2023 Maher Accountancy Bill.com cloud based accounts payable and document management system June & July 2023 {PO:1005}296.12 08/30/2023 Maher Accountancy July 2023 - Treasurer and Accounting Services {PO:1005}18,000.00 08/30/2023 Orange County Printing Company OCPA Consumer Brochure {po: 1007}1,048.41 08/30/2023 Orange County Printing Company Buena Park Letter {po: 1007}673.61 08/30/2023 Reveille Inc.One-Year Anniversary Paid Media - Invoice 1 of 2 -- {po: 1010}50,000.00 08/30/2023 Southern California Edison (Non-Energy)Mass enrollment fee & monthly service fees through July 2023 {po: 1020}556,703.60 08/30/2023 Wregis Retired RECs 5,427.28 08/31/2023 Lincoln Financial Group retirement fees 1,091.99 09/05/2023 ABM Industry Groups, LLC September Parking 420.00 09/05/2023 Orange County Printing Company Buena Park Letter {po: 1007}1,014.71 09/05/2023 Orange County Printing Company Joint Rate Mailer {po: 1007}41,255.79 09/05/2023 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 8/11/23-8/17/23 and period 5/12/23-5/17/23 2,535,315.68 09/05/2023 United Language Group, Inc.Translation of residential notices into 8 languages 4,962.81 09/06/2023 TGP Energy Management, LLC June RECs 1,223,436.00 09/07/2023 Balance Public Relations Inc.Consulting and lobby services {po: 1014}13,500.00 09/07/2023 Southern California Edison May RECs 1,402,233.12 09/08/2023 City of Buena Park Christmas Tree Lighting Sponsorship 1,000.00 09/08/2023 City of Santa Clara (Silicon Valley Power)2023 September - December Recs Installment 1 of 3 1,625,000.00 09/08/2023 Lincoln Financial Group 9/8/23 Retirement debit 457B 4,641.04 09/08/2023 Lincoln Financial Group 9/8/23 Retirement debit 401A 11,640.80 09/08/2023 Orange County Printing Company Courtesy letters {po: 1007}1,478.45 09/08/2023 Orange County Printing Company Post-Enrollment {po: 1007}396.86 09/08/2023 Orange County Printing Company Post Enrollment Notice {po: 1007}319.79 09/08/2023 Orange County Printing Company Buena Park Letter {po: 1007}1,164.96 09/08/2023 Tullett Prebon Americas Corp.Broker Fees - The Energy Authority 19,775.00 09/11/2023 Powerex September Energy Purchases 79,166.67 09/11/2023 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 8/18/23-8/23/23, 5/18/23-5/24/23 and 9/1/22 & 9/30/22 617,254.33 09/12/2023 City of Irvine City of Irvine - Fiesta Latina Community Sponsor 1,001.00 09/12/2023 Equus Energy Group LLC August broker fees - Counter Party Silicon Valley Power 46,312.50 09/12/2023 METHOD TECHNOLOGIES (INC)Support Options - MS Suite and other software {po: 1017}1,883.08 09/12/2023 Orange County Printing Company Buena Park Letters {po: 1007}557.55 09/12/2023 Orange County Printing Company Post-Enrollment Notice {po: 1007}343.06 09/12/2023 Orange County Printing Company Pre-Enrollment Notice {po: 1007}1,370.58 09/12/2023 Reveille Inc.September 2023 EMC Quantitative Research -- {po: 1025}66,850.00 09/12/2023 Tullett Prebon Americas Corp.Broker Fees - Calpine Energy Services LP 7,304.00 09/14/2023 Igoe (Med-iBank)Medical and/or Dependent Care FSA Monthly Participation Fee 25.75 09/15/2023 Baker Tilly US, LLP, formerly Management Partne August 2023 - Management Services {po: 1024}5,287.50 09/15/2023 City of Santa Clara (Silicon Valley Power)2023 September - December Recs Installment 2 of 3 1,625,000.00 09/15/2023 Climate Action Campaign Climate Action Campaign Program 20,000.00 09/15/2023 Integrated Impressions Multiple items 10,822.38 09/15/2023 SDRMA October employee benefit charges 5,493.23 09/18/2023 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 8/24/23-8/30/23, 5/25/23-6/01/23 1,116,964.11 09/20/2023 AES August 2023 capacity purchases 562,500.00 09/20/2023 Marsh Landing, LLC August Capacity Purchases 666,137.50 09/20/2023 Powerex August Rec's 92,172.01 09/20/2023 San Diego Gas & Electric August 2023 RECs 10,217.67 09/20/2023 Southern California Edison August Capacity 249,708.10 09/21/2023 Golden Communications Inc Sustaining Professional Services and Consulting Fees, Monthly Managed Web Services, and Additional Labor - Aug'23 {po: 1004}10,899.00 09/22/2023 California Community Choice Association Quarterly invoice for SCE Case Management Special Assessment (August 2023 - December 2023)7,200.00 09/22/2023 City of Buena Park Youth Poster Exhibition Sponsorship 500.00 09/22/2023 CITY OF BUENA PARK - UUT August Utility User Tax 156,758.02 09/22/2023 CITY OF HUNTINGON BEACH - UUT August Utility User Tax 429,674.43 09/22/2023 CITY OF IRVINE - UUT August Utility User Tax 196,608.35 09/22/2023 Lee, Owen Expense reimbursement 283.82 09/22/2023 Lee, Owen Expense reimbursement from June 2022 to December 2022 3,735.10 09/22/2023 Littler Mendelson, PC August legal services {po: 1016}414.00 09/22/2023 NewGen Strategies & Solutions, LLC August 2023 - Financial & Economic Consulting services {po: 1028}6,118.75 09/22/2023 Pacific Energy Advisors Inc.August 2023 - Monthly Services {po: 1008}42,111.80 09/22/2023 Reveille Inc.August 2023 Marketing Services -- {po: 1025}86,019.29 09/22/2023 United States Postal Services (Trust/EPS Account)Postage added to USPS Account 45,000.00 09/25/2023 Calpine Energy Services L.P.August capacity purchases 204,750.00 09/25/2023 Constellation Energy Generation, LLC July energy purchases 6,877,012.20 09/25/2023 Energy Development & Construction Corporation July RECs purchases 44,982.00 09/25/2023 Maher Accountancy September 2023 - Treasurer and Accounting Services {PO:1005}18,000.00 09/25/2023 Morgan Stanley Capital Group August Energy Purchases 4,114,761.20 09/25/2023 OCIACC Mehregan Fall Festival Community Sponsorship 2,500.00 09/25/2023 Orange County Printing Company Pre-Enrollment Notice {po: 1007}383.67 09/25/2023 Orange County Printing Company Buena Park Letter {po: 1007}840.00 09/25/2023 Reveille Inc.One Year Anniversary Paid Media -- {po: 1025}64,883.00 09/25/2023 Shell Energy North America July Capacity Purchases 504,500.00 09/25/2023 Shell Energy North America July Energy Purchases 5,204,520.00 09/25/2023 Sunrise Power Company LLC August capacity purchase 1,906,250.00 09/25/2023 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 8/31/23-9/07/23, 6/02/23-6/08/23 608,118.01 09/25/2023 Transalta Energy Marketing Us Inc.July Energy Purchases 1,356,772.05 09/26/2023 Lincoln Financial Group 9/26/23 Retirement debit 401A 11,563.40 09/26/2023 Lincoln Financial Group 9/26/23 Retirement debit 457B 4,641.04 09/28/2023 Calpine Energy Solutions August 2023 services {po:1003}210,365.76 09/28/2023 Clean Peaks Energy Services, LLC Consultant services - August 2023 -- {po 1027}8,090.00 09/28/2023 Dell Marketing L.P.5 Computer stations plus 10 monitors 9,538.48 09/28/2023 The Energy Authority Inc. (Service Fees)August- Resource Management Monthly Fees {PO:1011}14,620.00 09/29/2023 Igoe (Med-iBank)Medical and/or Dependent Care FSA Monthly Participation Fee 100.00 SUBTOTAL 83,678,037.63 07/05/2023 June 16 - June 30 - Payroll Taxes 12,657.38 07/05/2023 June 16 - June 30 -Salaries, Wages, Fringe Benefits 45,346.83 07/05/2023 June 16 - June 30 -Paychex Service Fee 172.50 07/19/2023 July 1 - July 15 -Paychex Service Fee 319.80 07/19/2023 July 1 - July 15 - Payroll Taxes 15,714.96 07/19/2023 July 1 - July 15 -Salaries, Wages, Fringe Benefits 52,636.94 08/03/2023 July 16 - July 31 -Paychex Service Fee 168.30 08/03/2023 July 16 - July 31 - Payroll Taxes 14,507.02 08/03/2023 July 16 - July 31 -Salaries, Wages, Fringe Benefits 45,811.77 08/17/2023 August 1 - 15 - Payroll Taxes 12,366.57 08/17/2023 August 1 - 15 -Paychex Service Fee 315.60 08/17/2023 August 1 - 15 -Salaries, Wages, Fringe Benefits 42,283.82 09/05/2023 August 16 - 31 -Salaries, Wages, Fringe Benefits 38,434.29 09/05/2023 August 16 - 31 - Payroll Taxes 11,421.43 09/05/2023 August 16 - 31 -Paychex Service Fee 224.10 09/05/2023 Employee net paycheck for 8/17/23-8/22/23 1,843.46 09/19/2023 September 1 - 15 -Paychex Service Fee 309.90 09/19/2023 September 1 - 15 - Payroll Taxes 11,739.13 09/19/2023 September 1 - 15 -Salaries, Wages, Fringe Benefits 40,088.54 SUBTOTAL 346,362.34 1 ACCOUNTANTS’ COMPILATION REPORT Management Orange County Power Authority Management is responsible for the accompanying financial statements of Orange County Power Authority (a California Joint Powers Authority) which comprise the statement of net position as of December 31, 2023, and the related statement of revenues, expenses, and changes in net position, and the statement of cash flows for the period then ended in accordance with accounting principles generally accepted in the United States of America. We have performed a compilation engagement in accordance with Statements on Standards for Accounting and Review Services promulgated by the Accounting and Review Services Committee of the AICPA. We did not audit or review the accompanying statements nor were we required to perform any procedures to verify the accuracy or completeness of the information provided by management. Accordingly, we do not express an opinion, conclusion, nor provide any assurance on these financial statements. Management has elected to omit substantially all of the note disclosures required by accounting principles generally accepted in the United States of America in these interim financial statements. Orange County Power Authority’s annual audited financial statements include the note disclosures omitted from these interim statements. If the omitted disclosures were included in these financial statements, they might influence the user’s conclusions about the Authority’s financial position, results of operations, and cash flows. Accordingly, these financial statements are not designed for those who are not informed about such matters. We are not independent with respect to the Authority because we performed certain accounting services that impaired our independence. Maher Accountancy San Rafael, CA January 31, 2024 1101 Fifth Avenue, Suite 200 San Rafael, CA 94901 415 459 1249 mahercpa.com ASSETS Current assets Cash - unrestricted 65,587,681$ Cash - restricted 800,000 Accounts receivable, net of allowance 29,268,787 Accrued revenue 20,278,757 Other receivables 926,563 Prepaid expenses 91,577 Deposits 1,512,807 Total current assets 118,466,172 Noncurrent assets Cash - restricted 5,000,000 Total assets 123,466,172 LIABILITIES Current liabilities Accrued cost of electricity 31,664,305 Accounts payable 1,069,442 Other accrued liabilities 541,071 User taxes and energy surcharges due to other governments 1,270,269 Total current liabilities 34,545,087 Noncurrent liabilities Loan payable 7,527,841 Accrued interest and financing costs 207,941 Total noncurrent liabilities 7,735,782 Total liabilities 42,280,869 NET POSITION Unrestricted 81,185,303 Total net position 81,185,303$ ORANGE COUNTY POWER AUTHORITY STATEMENT OF NET POSITION As of December 31, 2023 See accountants' compilation report. 2 OPERATING REVENUES Electricity sales, net 218,558,881$ OPERATING EXPENSES Cost of electricity 170,890,793 Contract services 4,077,185 Staff compensation 1,040,044 Other operating expenses 438,828 Total operating expenses 176,446,850 Operating income (loss) 42,112,031 NONOPERATING REVENUES (EXPENSES) Investment income 703,513 Interest and financing expense (166,834) Nonoperating revenues (expenses), net 536,679 CHANGE IN NET POSITION 42,648,710 Net position at beginning of period 38,536,593 Net position at end of period 81,185,303$ ORANGE COUNTY POWER AUTHORITY STATEMENT OF REVENUES, EXPENSES AND CHANGES IN NET POSITION Six Months Ended December 31, 2023 See accountants' compilation report. 2 CASH FLOWS FROM OPERATING ACTIVITIES Receipts from customers 218,796,181$ Receipts from market settlements 2,449,791 Other operating receipts 228,000 Payments to suppliers for electricity (172,739,821) Payments for goods and services (4,462,083) Payments of staff compensation and benefits (993,279) Payments of taxes and energy surcharges to other governments (4,332,101) Net cash provided (used) by operating activities 38,946,688 CASH FLOWS FROM NON-CAPITAL FINANCING ACTIVITIES Payments of interest and related expenses (89,815) CASH FLOWS FROM INVESTING ACTIVITIES Interest income received 703,513 Net change in cash 39,560,386 Cash at beginning of period 31,827,295 Cash at end of period 71,387,681$ Reconciliation to the Statement of Net Position Cash (unrestricted) 65,587,681$ Restricted cash, current 800,000 Restricted cash, noncurrent 5,000,000 Total cash at end of period 71,387,681$ ORANGE COUNTY POWER AUTHORITY STATEMENT OF CASH FLOWS Six Months Ended December 31, 2023 See accountants' compilation report. 2 RECONCILIATION OF OPERATING INCOME (LOSS) TO NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES Operating income (loss) 42,112,031$ Adjustments to reconcile operating income (loss) to net cash provided (used) by operating activities (Increase) decrease in: Accounts receivable (5,900,062) Other receivables 2,345,382 Accrued revenue 1,784,705 Prepaid expenses 11,264,983 Deposits 228,156 Increase (decrease) in: Accrued cost of electricity (13,075,314) Accounts payable 557,699 Other accrued liabilities (391,448) User taxes and energy surcharges due to other governments 20,556 Net cash provided (used) by operating activities 38,946,688$ ORANGE COUNTY POWER AUTHORITY STATEMENT OF CASH FLOWS (continued) Six Months Ended December 31, 2023 See accountants' compilation report. 2 1 ACCOUNTANTS’ COMPILATION REPORT Board of Directors Orange County Power Authority Management is responsible for the operating fund and program fund budgetary comparison reports of Orange County Power Authority (OCPA), a California Joint Powers Authority, for the period ended December 31, 2023, and for determining that the budgetary basis of accounting is an acceptable financial reporting framework. We have performed a compilation engagement in accordance with Statements on Standards for Accounting and Review Services promulgated by the Accounting and Review Services Committee of the AICPA. We did not audit or review the accompanying statement nor were we required to perform any procedures to verify the accuracy or completeness of the information provided by management. Accordingly, we do not express an opinion, a conclusion, nor provide any assurance on this special purpose budgetary comparison statement. The special purpose statement is prepared in accordance with the budgetary basis of accounting, which is a basis of accounting other than accounting principles generally accepted in the United States of America. This report is intended for the information of the Board of Directors of OCPA. Management has elected to omit substantially all of the note disclosures required by accounting principles generally accepted in the United States of America in these interim financial statements. OCPA’s annual audited financial statements include the note disclosures omitted from these interim statements. If the omitted disclosures were included in these financial statements, they might influence the user’s conclusions about the Authority’s financial position, results of operations, and cash flows. Accordingly, these financial statements are not designed for those who are not informed about such matters. We are not independent with respect to OCPA because we performed certain accounting services that impaired our independence. Maher Accountancy San Rafael, CA January 31, 2024 1101 Fifth Avenue, Suite 200 San Rafael, CA 94901 415 459 1249 mahercpa.com YTD Actual YTD Budget YTD Budget Variance (Under) Over YTD Actual as a Percent of Budget Annual Budget Annual Budget Remaining OPERATING REVENUES Electricity Sales, net 218,558,881$ 206,602,662$ 11,956,219$ 105.8% 329,175,000$ (110,616,119)$ OPERATING EXPENSES Cost of Energy 170,890,793 159,673,638 11,217,155 107.0% 271,934,000 (101,043,207) Data Manager 1,263,777 1,169,466 94,311 108.1% 2,345,000 (1,081,223) Utilities Service Fees 271,526 185,009 86,517 146.8% 372,000 (100,474) Staffing Costs 1,040,044 3,117,611 (2,077,567) 33.4% 6,346,000 (5,305,956) Contract Services 742,664 958,319 (215,655) 77.5% 1,721,000 (978,336) Legal Services 306,118 340,000 (33,882) 90.0% 675,000 (368,882) Marketing and Customer Enrollment 1,338,440 1,202,775 135,665 111.3% 2,304,000 (965,560) Other G&A 438,828 529,540 (90,712) 82.9% 1,086,000 (647,172) Energy Programs (Transfer to Programs Fund) 750,000 750,000 - 100.0% 750,000 - Total operating expenses 177,042,190 167,926,358 9,115,832 287,533,000 (110,490,810) Operating income (loss) 41,516,691 38,676,304 2,840,387 41,642,000 (125,309) NONOPERATING REVENUES (EXPENSES) Investment and miscellaneous income 703,513 - 703,513 N/A - 703,513 Interest and financing expense (166,834) (145,142) (21,692) 114.9% (382,000) 215,166 Capital Outlay - (65,000) 65,000 0.0% (125,000) 125,000 Nonoperating revenues (expenses), net 536,679 (210,142) 746,821 (507,000) 1,043,679 CHANGE IN NET POSITION42,053,370$ 38,466,162$ 3,587,208$ 41,135,000$ 918,370$ ORANGE COUNTY POWER AUTHORITYOPERATING BUDGET COMPARISON REPORTSix Months Ended December 31, 2023See accountants' compilation report. 2 YTD Actual YTD Budget YTD Budget Variance (Under) Over YTD Actual as a Percent of Budget Annual Budget Annual Budget Remaining REVENUE AND OTHER SOURCES Transfer in - from Operating Budget 750,000$ 750,000$ -$ 100.0% 750,000$ -$ EXPENDITURES AND OTHER USES Energy Program expenditures 154,660 470,000 (315,340) 32.9% 750,000 595,340 Net change in fund balance 595,340$ 280,000 Fund balance at beginning of period - Fund balance at end of period 280,000$ ORANGE COUNTY POWER AUTHORITY PROGRAM BUDGET COMPARISON REPORT Six Months Ended December 31, 2023 Budget Item Actual / Budget %Comment Electric Sales Revenue 105.8% Year-to-date energy sales are slightly more than forecast by approx. $12.0M or 5.8%. Sales revenue includes revenues actually billed to customers as well as estimated customer usage during the reporting period that is not yet billed. Cost of Energy 107.0% The variance is affected by increased energy purchases required to provide for greater than expected customer load. Also affecting the variance is the timing difference between projected and actual delivery of Renewable Energy Certificates (RECs) and fluctuating market prices. Data Manager 108.1% These are Calpine fees charged on a per active account basis. The discrepancy related to Calpine's service fees was higher than expected due to the bi-monthly enrollment of Net Energy Metering (NEM) accounts, which were not accounted for in the original budget. By October 2023, all NEM accounts had been enrolled into the OCPA service, contributing to the increased fees. Staff plans to update the service fee projections in the mid-year FY23/24 budget review in March 2024. Service Fees - SCE 146.8% These are SCE fees charged on a per customer basis. The discrepancy arose because the actual service fees charged by SCE for were higher than initially projected by SCE. This resulted in a budget shortfall. Staff plans to update the SCE service fee projections during the mid-year FY23/24 budget review in March 2024 to align with the actual costs. Personnel 33.4% Staffing expenses are under budget due to the timing delay of new hires. Professional Services 77.5% This category includes accounting and audit, rates and financial & planning analysis, portfolio management, scheduling coordinator, HR including recruitment services and compensation study, IT, and other consultants. Legal Costs 90.0% This category includes outside legal costs for general counsel, energy procurement transactional support, labor, clerk support, regulatory, member agency withdrawal, and RA appeal services. Marketing and customer enrollment 111.3% This category includes advertising, strategic marketing & communications, digital marketing and website development and hosting, collateral marketing, translation, sponsorships & memberships, promotional items, required customer notifications printing and mailing. Actual expenses were greater than the budget by $136k. This was due to timing, as the OCPA's anniversary campaign and related media and communication initiatives were incurred in October 2023. Staff expects less expenses to be incurred in 2024. Other General & Administrative 82.9% This category includes ordinary G&A including rent, CalCCA membership, general business insurance, small equipment and software, travel, business meals, professional development, and office supplies. Interest and financing expenses 114.9% This category includes interest and fees related to Letters of Credit posted for collateral on energy supply. ORANGE COUNTY POWER AUTHORITY BUDGETARY COMPARISON REPORT Six Months Ended December 31, 2023 Return of InvestmentsYTDJulAugSepOctNovDecJanFebMarAprMayJunINVESTMENTSUS Bank - Treasury-indexed productsFunds Invested - Average Balancena na 27,689,609$ 45,574,510$ 41,915,584$ 46,939,592$ Gains/Losses/Interest646,122$ 108,278$ 184,174$ 163,955$ 189,715$ Average APY4.86% 4.86% 4.87% 4.86%OTHER INTERESTInterest Earnings - checking and savings56,933$ 14,088$ 17,549$ 25,296$ -$ -$ -$ Gains/Losses/Interest - Other458$ -$ -$ 458$ -$ -$ -$ Total703,513$ ORANGE COUNTY POWER AUTHORITYInvestment SummaryJuly 1, 2023 through June 30, 2024 CITY OF IRVINEOn January 2021, OCPA borrowed $2,500,000 from the City of Irvine for working capital costs associated with OCPA's pre-launch.On September 2021, OCPA borrowed $5,000,000 from the City of Irvine for cash collateral in the credit facility associated with OCPA'slaunch.The loan repayment date for the above is January 1, 2027. Interest is due on the loan in an amount based on the gross earnings for the respective quarter as reported in the City Treasurer's pooled investment portfolio report. Also included as a loan payable are formation related costs - $152,380 paid directly from the City to the vendors. OCPA will reimburse the City no later than January 1, 2027. Interest does not accrue on the formation costs advanced by the City. OCPA paid $124,538.70towards the outstanding principal on September 12, 2022.Principal Maturity Interest Rate Payments Outstanding Principal152,380$ January 2027 0.00% 124,539$ 27,841$ 7,500,000$ January 2027Variable - City Treasurer's report-$ 7,500,000$ US BANKCREDIT FACILITYOn September 2021, OCPA and US Bank (formerly MUFG Union Bank, N.A.) entered into a Revolving Credit Agreement for a $35 million credit facility OCPA has outstanding borrowings of $0 as of December, 2023.On May 2023, US Bank acquired MUFG Union Bank, N.A.US Bank (formerly MUFG Union Bank, N.A.) has also issued a $2,611,948 Letter of Credit to Pacific Gas & Electric; a $2,977,000 Letter of Credit to Southern California Edison Company; a $3,500,000 Letter of Credit to Shell; a $1,200,000 Letter of Credit to California ISO; a $2,597,157 Letter of Credit to Marsh Landing, and a $3,060,750 Letter of Credit to Nextera.Credit Facility Letter of Credit Borrowing Unused Credit35,000,000$ 15,946,855$ -$ 19,053,146$ ORANGE COUNTY POWER AUTHORITYSCHEDULE OF OUTSTANDING DEBT As of December 31, 2023 Date Vendor Description Amount 10/02/2023 ABM Industry Groups, LLC September Parking 500.00 10/02/2023 Best Best & Krieger August 2023 - Financial/Power Procurement {po: 1002}4,621.50 10/02/2023 Best Best & Krieger August 2023 - Regulatory/CPUC {po: 1002}10,882.25 10/02/2023 Best Best & Krieger August 2023 - Huntington Beach Withdrawal {po: 1002}4,266.00 10/02/2023 Best Best & Krieger August 2023 - County Withdrawal {po: 1002}118.50 10/02/2023 Best Best & Krieger August 2023 - General Counsel {po: 1002}6,350.00 10/02/2023 Best Best & Krieger August 2023 - Public Records Requests {po: 1002}2,355.00 10/02/2023 LBA IV-PPI, LLC October Rent 19,000.00 10/02/2023 Orange County Printing Company Post-Enrollment Notice {po: 1007}363.50 10/02/2023 Orange County Printing Company Buena Park Letter {po: 1007}761.52 10/02/2023 Orange County Printing Company Buena Park Letter {po: 1007}1,008.67 10/02/2023 Orange County Printing Company Post-Enrollment Notice {po: 1007}338.24 10/02/2023 Southern California Edison Vintage 2023 RECs 1,456,175.85 10/02/2023 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 9/08/23-9/14/23, 6/09/23-6/15/23 744,781.05 10/02/2023 US Bank Credit Card Zoom.com - subscription 318.90 10/02/2023 US Bank Credit Card Southwest Airlines - Pat Jacquez Nares ticket to Sacramento 311.97 10/02/2023 US Bank Credit Card Southwest Airlines - Fred Jung ticket to Sacramento 311.97 10/02/2023 US Bank Credit Card Southwest Airlines - Steve Halligan ticket to Sacramento 311.97 10/02/2023 US Bank Credit Card Southwest Airlines - Andrew Giovanna ticket to Sacramento 311.97 10/02/2023 US Bank Credit Card Goto Communications - business account for call center 583.05 10/02/2023 US Bank Credit Card Linkedin 88.84 10/02/2023 US Bank Credit Card Venmo-subscription 900.00 10/02/2023 US Bank Credit Card Uber 56.77 10/02/2023 US Bank Credit Card Uber 15.94 10/02/2023 US Bank Credit Card Linkedin 51.16 10/02/2023 US Bank Credit Card Smith.AI - answering service 235.00 10/02/2023 US Bank Credit Card Uber 67.43 10/02/2023 US Bank Credit Card Chez Maman - business meals 39.60 10/02/2023 US Bank Credit Card Courtyard San Francisco - Steve Halligan 516.44 10/02/2023 US Bank Credit Card Courtyard San Francisco - Agustin Lee 474.52 10/02/2023 US Bank Credit Card Uber 20.99 10/02/2023 US Bank Credit Card Vista Print - business cards 737.43 10/02/2023 US Bank Credit Card Civic Ctr Santa Ana - parking 20.00 10/02/2023 US Bank Credit Card Civic Ctr Santa Ana - parking 14.00 10/02/2023 US Bank Credit Card Google LLC 12.00 10/02/2023 US Bank Credit Card Zoom.com - subscription 318.90 10/02/2023 US Bank Credit Card USPS - postage 28.75 10/02/2023 US Bank Credit Card Southwest Airlines - Joe Mosca ticket to Sacramento 217.96 10/02/2023 US Bank Credit Card Irvine Global Village - City of Irvine event booth 2,000.00 10/02/2023 US Bank Credit Card Jan' Health Bar - lunch with staff 42.61 10/02/2023 US Bank Credit Card Jan' Health Bar - lunch with staff 46.96 10/02/2023 US Bank Interest and Service Charges September interest payment on credit line account 9,926.57 10/02/2023 US Bank Interest and Service Charges Letter of Credit - California Independent System 563.50 10/02/2023 US Bank Interest and Service Charges Letter of Credit - Southern California Edison 1,533.33 10/02/2023 US Bank Interest and Service Charges Letter of Credit - Marsh Landing LLC 9,955.77 10/02/2023 US Bank Interest and Service Charges Letter of Credit - Pacific Gas and Electric Company 10,012.47 10/02/2023 US Bank Interest and Service Charges Letter of Credit - Southern California Edison 10,848.33 10/02/2023 US Bank Interest and Service Charges Letter of Credit - Grace Orchard Energy Center 11,732.88 10/02/2023 US Bank Interest and Service Charges Letter of Credit - Shell Energy North America 13,416.67 10/04/2023 Balance Public Relations Inc.Consulting and lobby services {po: 1014}13,500.00 10/05/2023 Climate Action Campaign OC Round Table Event 15,000.00 10/05/2023 Halligan Steven Mileage reimbursement 62.88 10/05/2023 Jung, Fred Expense reimbursement - Amtrack 51.40 10/05/2023 North Orange County Chamber She Influences Conference 150.00 10/05/2023 Orange County Printing Company Streetlight Pre-Enrollment {po: 1007}732.91 10/05/2023 Orange County Printing Company NEM Postcard {po: 1007}2,800.39 10/05/2023 Sustain Southern California Gold Sponsor - Four Event Registration 3,800.00 10/10/2023 California ISO (Settlement Invoices) CAISO CAISO CRR period 9/15/23-9/21/23 41,749.29 10/10/2023 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 9/15/23-9/21/23, 6/16/23-6/21/23 483,660.13 10/11/2023 Baker Tilly US, LLP, formerly Management Partners Inc September 2023 - Management Services {po: 1024}13,443.75 10/11/2023 Lincoln Financial Group 10/11/23 Retirement debit 457B 4,641.04 10/11/2023 Lincoln Financial Group 10/11/23 Retirement debit 401A 12,073.88 10/11/2023 NewGen Strategies & Solutions, LLC September 2023 - Financial & Economic Consulting services {po: 1028}8,321.25 10/11/2023 Orange County Printing Company Orange County Letters {po: 1007}715.93 10/11/2023 Orange County Printing Company Pop Up Banner {po: 1007}278.00 10/12/2023 CITY OF BUENA PARK - UUT September Utility User Tax 142,547.85 10/12/2023 CITY OF HUNTINGON BEACH - UUT September Utility User Tax 400,406.63 10/12/2023 CITY OF IRVINE - UUT September Utility User Tax 196,013.17 10/12/2023 METHOD TECHNOLOGIES (INC)Support Options - MS Suite and other software {po: 1017}1,917.84 10/13/2023 Littler Mendelson, PC September legal services {po: 1016}414.00 10/13/2023 SDRMA November employee benefit charges 9,683.29 10/16/2023 California ISO (Settlement Invoices) CAISO CAISO CRR period 9/22/23-9/28/23 31,059.63 10/16/2023 Southern California Edison September Capacity 1,885,261.70 10/16/2023 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 9/22/23-9/28/23, 6/22/23-6/28/23 and 10/1/22-10/31/22 514,073.36 10/16/2023 US Bank Interest and Service Charges Analysis Service Charge 2,538.12 10/17/2023 City of Fullerton Fullerton Park and Recreation Department - Memorial Tree and Plaque 1,400.00 10/18/2023 City of Fullerton Tommy Lasorda Day Festival - Sponsorship 5,000.00 10/18/2023 United Language Group, Inc.Localization - Subtitling 829.40 10/20/2023 AES September 2023 capacity purchases 562,500.00 10/20/2023 Best Best & Krieger September 2023 - General Counsel {po: 1002}11,618.57 10/20/2023 Best Best & Krieger September 2023 - Financial/Power Procurement {po: 1002}2,488.50 10/20/2023 Best Best & Krieger September 2023 - County Withdrawal {po: 1002}118.50 10/20/2023 Best Best & Krieger September 2023 - Huntington Beach Withdrawal {po: 1002}23,144.88 10/20/2023 Best Best & Krieger September 2023 - Regulatory {po: 1002}18,605.70 10/20/2023 Best Best & Krieger September 2023 - Public Records Requests {po: 1002}1,372.50 10/20/2023 Marsh Landing, LLC September Capacity Purchases 671,825.00 10/20/2023 Pacific Energy Advisors Inc.September 2023 - Monthly Services {po: 1008}48,991.51 10/20/2023 Powerex October Rec's 79,166.67 10/20/2023 San Diego Gas & Electric September 2023 RECs 24,664.20 10/23/2023 2023 WKBC Organizing Committee World Korean Business Convention - Basic Package 2,500.00 10/23/2023 3PR Trading Inc.September capacity Purchases 3,150,000.00 10/23/2023 960 CoolOC Bright Futures Outreach Grant Program 10,000.00 10/23/2023 California Community Choice Association CALCCA October-December 2023 membership dues 98,635.50 10/23/2023 Calpine Energy Services L.P.September capacity purchases 722,250.00 10/23/2023 Calpine Energy Services L.P.June RECs 1,184,300.00 10/23/2023 Calpine Energy Services L.P.May RECs 2,121,050.00 10/23/2023 Constellation Energy Generation, LLC August energy purchases 8,326,995.40 10/23/2023 Di Giovanna, Andrew September reimbursement expenses 413.95 10/23/2023 Morgan Stanley Capital Group September Energy Purchases 3,063,280.00 10/23/2023 Morgan Stanley Capital Group September RECs 476,460.75 10/23/2023 Morgan Stanley Capital Group Vintage 2023 RECs 82,892.75 10/23/2023 OC Goes Solar Bright Futures Outreach Grant Program 20,000.00 10/23/2023 Orange County Printing Company Post Enrollment Notice {po: 1007}539.45 10/23/2023 Orange County Printing Company Orange County Letters {po: 1007}509.76 10/23/2023 Orange County Printing Company Orange County Letters {po: 1007}1,702.86 10/23/2023 Pretend City Children's Museum Bright Futures Outreach Grant Program 20,000.00 10/23/2023 Shell Energy North America August Energy Purchases 5,543,524.80 10/23/2023 Shell Energy North America August Capacity Purchases 504,500.00 10/23/2023 Sunrise Power Company LLC September capacity purchase 1,906,250.00 10/23/2023 Sustain Southern California Sustain SoCal Annual Membership - Government 10/23 - 10/24 1,000.00 10/23/2023 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 9/29/23-10/05/23 and 6/29/23-7/06/23 899,439.25 10/23/2023 Transalta Energy Marketing Us Inc.August Energy Purchases 1,438,900.20 10/23/2023 Tullett Prebon Americas Corp.Broker Fees - Calpine Energy Services LP 6,806.00 10/23/2023 Tullett Prebon Americas Corp.Broker Fees - Calpine Energy Services LP 4,731.00 Orange County Power Authority PAYMENTS ISSUED OCTOBER 1, 2023 THROUGH DECEMBER 31, 2023 Date Vendor Description Amount Orange County Power Authority PAYMENTS ISSUED OCTOBER 1, 2023 THROUGH DECEMBER 31, 2023 10/23/2023 Tullett Prebon Americas Corp.Broker Fees - Constellation Energy & Generation LLC 13,000.00 10/23/2023 Tullett Prebon Americas Corp.Broker Fees - Peninsula Clean Energy 3,600.00 10/23/2023 Tullett Prebon Americas Corp.Broker Fees - Pilot Power Group LLC 6,392.00 10/23/2023 Zodiac Solutions, LLC September 2023 Fees {po: 1012}5,700.00 10/24/2023 Lincoln Financial Group 10/24/23 Retirement debit 401A 10,796.94 10/24/2023 Lincoln Financial Group 10/24/23 Retirement debit 457B 4,668.72 10/24/2023 Maher Accountancy October 2023 - Treasurer and Accounting Services {PO:1005}18,000.00 10/24/2023 The Energy Authority Inc. (Service Fees)September Resource Management Monthly Fees {PO:1011}14,620.00 10/25/2023 California Department of Tax and Fee Administration July-September 2023 Electric Energy Surcharge 226,477.00 10/25/2023 US Bank Interest and Service Charges Letter of Credit - California Independent System 150.00 10/26/2023 Buena Park Noon Lions Club Inc.Silverado days - Commercial Booth 500.00 10/26/2023 Golden Communications Inc Sustaining Professional Services and Consulting Fees, Monthly Managed Web Services, and Additional Labor - September 2023 {po: 1004}8,949.00 10/26/2023 OC Goes Solar Workshop - Expo Table 250.00 10/26/2023 Orange County Printing Company Buena Park Letter {po: 1007}1,493.23 10/26/2023 Orange County Printing Company Power Content Label Maker {po: 1007}43,979.99 10/27/2023 METHOD TECHNOLOGIES (INC)Support Options - computer installation, move or reload of operating system {po: 1017}300.00 10/30/2023 American Express AMEX - Cashback Program Fee 90.00 10/30/2023 American Express AMEX - Annual Membership Fee 35.00 10/30/2023 American Express AMEX - Annual Membership Fee 35.00 10/30/2023 American Express AMEX - Cashback Program Fee 90.00 10/30/2023 American Express AMEX - Annual Membership Fee 35.00 10/30/2023 American Express AMEX - Cashback Program Fee 90.00 10/30/2023 American Express AMEX - Expedited Fee 15.00 10/30/2023 American Express AMEX - Annual Membership Fee 35.00 10/30/2023 American Express AMEX - Cashback Program Fee 90.00 10/30/2023 American Express AMEX - Annual Membership Fee 35.00 10/30/2023 American Express AMEX - Cashback Program Fee 90.00 10/30/2023 American Express Peet's - Coffee 8.69 10/30/2023 American Express SDIA Airport - Parking in San Diego 76.00 10/30/2023 American Express Fox Rent-A-Car - Car Rental in Oakland 164.58 10/30/2023 American Express Chevron - Fuel for Car Rental 28.21 10/30/2023 City of Santa Clara (Silicon Valley Power)2023 September - December Recs 1,625,000.00 10/30/2023 Energy Development & Construction Corporation August RECs purchases 34,236.00 10/30/2023 Igoe (Med-iBank)Medical and/or Dependent Care FSA Monthly Participation Fee 100.00 10/30/2023 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 10/06/23-10/12/23 and 7/07/23-7/13/23 1,261,835.83 10/31/2023 Ektaa Center Ektaa Diwali Fest 2023 - Events/Arts Partner Sponsorship 1,500.00 10/31/2023 LBA IV-PPI, LLC November Rent 19,000.00 10/31/2023 Orange County Printing Company Buena Park Letter {po: 1007}1,236.46 11/01/2023 Calpine Energy Solutions September 2023 services {po:1003}211,370.46 11/01/2023 US Bank Credit Card San Peets Coffee - Coffee 10.58 11/01/2023 US Bank Credit Card Sell & Family Sacramento - Dinner at Ella in Sacramento 3,851.10 11/01/2023 US Bank Credit Card Starbucks - Committee Meeting Food & Coffee 74.40 11/01/2023 US Bank Credit Card Starbuck - Food & Coffee for Board Meeting 105.55 11/01/2023 US Bank Credit Card Mothers Market - Food 6.19 11/01/2023 US Bank Credit Card SDIA Airport Parking - Parking in San Diego 2.95 11/01/2023 US Bank Credit Card Office Depot - Office Supplies 89.86 11/01/2023 US Bank Credit Card Go to Com - Phone Forwarding Service for Call Center 713.16 11/01/2023 US Bank Credit Card Smith AI - Phone Forwarding Servcie For Call Center 235.00 11/01/2023 US Bank Credit Card Google LLC Gsuite 12.00 11/01/2023 US Bank Credit Card Southwest Airlines - Airline Tickets to Sacramento F. Jung 33.00 11/01/2023 US Bank Credit Card Southwest Airlines - Airline Tickets to Sacramento S. Halligan 10/10/23 249.96 11/01/2023 US Bank Credit Card Uber Trip - Transportation 25.14 11/01/2023 US Bank Credit Card Uber Trip - Transportation 27.48 11/01/2023 US Bank Credit Card Amtrak - Train Fare to San Diego 40.40 11/01/2023 US Bank Credit Card Uber Trip - Transportation 28.74 11/01/2023 US Bank Credit Card Hotel E - Room in Santa Rosa 188.15 11/01/2023 US Bank Credit Card Hilton Garden Inn - Room at Sacramento 246.52 11/01/2023 US Bank Credit Card Hilton Garden Inn - Room at Sacramento 246.52 11/01/2023 US Bank Credit Card Hilton Garden Inn - Room at Sacramento 246.52 11/01/2023 US Bank Credit Card Hilton Garden Inn - Room at Sacramento 246.52 11/01/2023 US Bank Credit Card Alamo Rent-A-Car - Car Rental in Sacramento 112.28 11/01/2023 US Bank Credit Card Uber Trip - Transportation 33.42 11/01/2023 US Bank Credit Card Arco - Gas for Rental 14.19 11/01/2023 US Bank Credit Card Parking Meter - Parking in Santa Rosa 1.25 11/01/2023 US Bank Credit Card SDIA Airport Parking - Parking in San Diego 76.00 11/01/2023 US Bank Credit Card UCSD Parking Mobile - Parking 31.50 11/01/2023 US Bank Credit Card Laz Parking - Parking in San Diego 2.00 11/01/2023 US Bank Credit Card John Wayne Airport - Parking 34.00 11/01/2023 US Bank Credit Card Checkr - Employee background check 61.61 11/01/2023 US Bank Credit Card Indeed Jobs - Advertisement 80.00 11/06/2023 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 10/13/23-10/19/23 and 7/14/23-7/20/23 2,319,770.55 11/06/2023 TMI Trust Company (INC)Annual Fee: TMI Trust Company Annual Administration Fee for period October 29 2023 to October 28 2024 12,500.00 11/07/2023 Lincoln Financial Group 11/7/23 Retirement debit 401A 11,842.16 11/07/2023 Lincoln Financial Group 11/7/23 Retirement debit 457B 4,696.40 11/08/2023 United Language Group, Inc.Translation Charges 980.00 11/09/2023 Southern California Edison January - July 2023 RECs Purchases 13,206,960.81 11/10/2023 ABM Industry Groups, LLC October Parking 420.00 11/10/2023 Jung, Fred Expense reimbursement - Business meal 198.52 11/10/2023 Lincoln Financial Group Retirement fees 1,304.77 11/10/2023 Lincoln Financial Group Retirement fees 807.73 11/10/2023 Maher Accountancy Bill.com cloud based accounts payable and document management system August & September 2023 {PO:1005}296.13 11/10/2023 Orange County Printing Company Streetlight Pre-Enrollment {po: 1007}732.89 11/10/2023 Orange County Printing Company Buena Park Letter {po: 1007}918.09 11/13/2023 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 10/20/23-10/26/23v 7/21/23-7/28/23 and 11/1/22-11/30/22 2,201,018.80 11/14/2023 Baker Tilly US, LLP, formerly Management Partners Inc October 2023 - Management Services {po: 1024}5,118.75 11/14/2023 California ISO (Settlement Invoices) CAISO CAISO CRR period 10/20/23-10/26/23 and 11/1/23-11/30/23 1,925.93 11/14/2023 CITY OF BUENA PARK - UUT October Utility User Tax 149,547.51 11/14/2023 CITY OF HUNTINGON BEACH - UUT October Utility User Tax 440,471.29 11/14/2023 CITY OF IRVINE - UUT October Utility User Tax 191,473.09 11/14/2023 Littler Mendelson, PC October legal services {po: 1016}3,928.50 11/14/2023 METHOD TECHNOLOGIES (INC)Support Options - computer installation, move or reload of operating system {po: 1017}2,057.78 11/14/2023 Reveille Inc.September 2023 Marketing Services -- {po: 1025}100,541.69 11/14/2023 Reveille Inc.October 2023 EMC Qualitative Research and Focus Groups -- {po: 1025}22,500.00 11/14/2023 SDRMA December employee benefit charges 6,693.94 11/14/2023 TGP Energy Management, LLC August RECs 66,736.00 11/14/2023 TGP Energy Management, LLC Vintage 2023 RECs 860,301.00 11/14/2023 The Energy Federation Inc.Marketplace - Annual Management 9/26/23-9/25/24 {po:1026}60,000.00 11/14/2023 United States Postal Services (Trust/EPS Account)Postage added to USPS Account 50,000.00 11/15/2023 American Express AMEX - Adjustment to reconcile account, prior month bank service fees (15.00) 11/15/2023 American Express Pannini Kabob Grill Irvine - Lunch with Brenda Deely 47.81 11/15/2023 American Express Puesto Park Place - Lunch with Daily Post 68.98 11/15/2023 American Express Benihana Newport - Team Building Luncheon 587.43 11/15/2023 American Express North Italia - Team Lunch 310.87 11/15/2023 American Express Starbucks - Board Meeting 105.55 11/15/2023 American Express Starfish Restaurant Fountain Valley 108.24 11/15/2023 American Express Mimi's Cafe - Lunch Team Building 187.35 11/15/2023 American Express Sam's Club - Meeting Snacks 66.93 11/15/2023 American Express Sweet Elle Café Huntington Beach 16.80 11/15/2023 American Express BRAINYACTZSOCAL.COM IRVINE - Team Building 286.55 11/15/2023 American Express Uber - Transportation Owen Lee 16.49 11/15/2023 American Express Uber - Transportation Owen Lee 46.71 11/15/2023 American Express Uber - Transportation Owen Lee 52.68 11/15/2023 American Express Amtrak - Train Owen Lee 73.00 11/15/2023 American Express Transportation - Gabriele Friedman 71.19 Date Vendor Description Amount Orange County Power Authority PAYMENTS ISSUED OCTOBER 1, 2023 THROUGH DECEMBER 31, 2023 11/15/2023 American Express Uber - Transportation Owen Lee 26.28 11/15/2023 American Express Transportation - Gabriele Friedman 10.00 11/15/2023 American Express Hawaiian Airlines - Air Fare - Gabriele Friedman 736.43 11/15/2023 American Express BOOKING.COM B.V. AMSTERDAM - Hotel - Gabriele Friedman 865.95 11/15/2023 American Express Uber - Transportation Owen Lee 11.56 11/15/2023 American Express Amtrak - Train Owen Lee 81.00 11/15/2023 American Express Uber - Transportation Owen Lee 9.45 11/15/2023 American Express Uber - Transportation Owen Lee 10.71 11/15/2023 American Express Uber - Transportation Owen Lee 9.16 11/15/2023 American Express Uber - Transportation Owen Lee 11.35 11/15/2023 American Express Hawaiian Airlines - Air Fare - Gabriele Friedman 568.37 11/15/2023 American Express Uber - Transportation Owen Lee 9.96 11/15/2023 American Express Uber - Transportation Owen Lee 40.70 11/15/2023 American Express Amtrak - Train Owen Lee 81.00 11/15/2023 American Express BOOKING.COM B.V. AMSTERDAM - Hotel Owen Lee 690.08 11/15/2023 American Express Uber - Transportation Owen Lee 16.93 11/15/2023 United Language Group, Inc.Translation Charges 270.00 11/16/2023 ABM Industry Groups, LLC November Parking 360.00 11/16/2023 Clean Peaks Energy Services, LLC Consultant services - September 2023 -- {po 1027}19,725.00 11/17/2023 Friedman, Gabriele October expense reimbursements 275.78 11/20/2023 AES October 2023 capacity purchases 562,500.00 11/20/2023 California ISO (Settlement Invoices) CAISO CAISO CRR period10/01/23-10/31/23 and 11/1/23-11/02/23 130,839.06 11/20/2023 Maher Accountancy November 2023 - Treasurer and Accounting Services { {PO:1005}18,000.00 11/20/2023 Marsh Landing, LLC October Capacity Purchases 689,587.50 11/20/2023 NewGen Strategies & Solutions, LLC October 2023 - Financial & Economic Consulting services {po: 1028}17,853.75 11/20/2023 Powerex November Rec's 79,166.67 11/20/2023 Powerex October Rec's 102,533.34 11/20/2023 San Diego Gas & Electric October 2023 RECs 121,273.44 11/20/2023 Southern California Edison October Capacity 485,562.30 11/20/2023 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 10/27/23-11/02/23 7/28/23-8/03/23 1,020,746.68 11/21/2023 Equus Energy Group LLC October broker fees - Counter Party BP Energy Company 106,875.00 11/21/2023 Golden Communications Inc Sustaining Professional Services and Consulting Fees, Monthly Managed Web Services, and Additional Labor - October 2023 {po: 1004}2,349.00 11/21/2023 Pacific Energy Advisors Inc.October 2023 - Monthly Services {po: 1008}42,270.17 11/22/2023 Best Best & Krieger October 2023 - Huntington Beach Withdrawal {po: 1002}10,337.00 11/22/2023 Best Best & Krieger October 2023 - County Withdrawal {po: 1002}2,050.00 11/22/2023 Best Best & Krieger October 2023 - Public Records Requests {po: 1002}1,397.50 11/22/2023 Best Best & Krieger October 2023 - Labor and Employment {po: 1002}158.00 11/22/2023 Best Best & Krieger October 2023 - General Counsel {po: 1002}13,472.75 11/22/2023 Best Best & Krieger October 2023 - Regulatory - CPUC {po: 1002}7,083.00 11/22/2023 Best Best & Krieger October 2023 - Financial/Power Procurement {po: 1002}6,359.50 11/22/2023 Dell Marketing L.P.1 Wireless Keyboard & Mouse, 1 Thunderbolt and 2 Dell Monitors 554.40 11/22/2023 The Energy Authority Inc. (Service Fees)October Resource Management Monthly Fees {PO:1011}14,620.00 11/22/2023 Zodiac Solutions, LLC October 2023 Fees {po: 1012}3,600.00 11/24/2023 Calpine Energy Services L.P.October capacity 722,250.00 11/24/2023 Constellation Energy Generation, LLC September energy purchases 7,028,398.00 11/24/2023 Friedman, Gabriele October & November expense reimbursements 242.59 11/24/2023 Lincoln Financial Group 11/24/23 Retirement debit 401A 14,568.98 11/24/2023 Lincoln Financial Group 11/24/23 Retirement debit 457B 4,696.40 11/24/2023 Morgan Stanley Capital Group October Energy Purchases 2,203,495.80 11/24/2023 Morgan Stanley Capital Group July Rec's 478,330.70 11/24/2023 Orange County Printing Company Buena Park Letter {po: 1007}1,338.96 11/24/2023 Orange County Printing Company Buena Park Letter {po: 1007}627.78 11/24/2023 Shell Energy North America September Capacity Purchases 504,500.00 11/24/2023 Shell Energy North America September Energy Purchases 5,369,472.00 11/24/2023 Sunrise Power Company LLC October capacity purchase 1,906,250.00 11/24/2023 Transalta Energy Marketing Us Inc.September Energy Purchases 1,392,988.50 11/24/2023 United States Postal Services (Trust/EPS Account)Postage added to USPS Account 10,000.00 11/28/2023 Dell Marketing L.P.2 Dell Latitude 5540 3,378.47 11/28/2023 Orange County Printing Company January Streetlight Notice {po: 1007}1,346.74 11/28/2023 Orange County Printing Company Fullerton Letter {po: 1007}1,479.00 11/29/2023 California ISO (Settlement Invoices) CAISO CAISO CRR period 11/03/23 - 11/09/23 431,376.15 11/29/2023 Energy Development & Construction Corporation September RECs purchases 46,710.00 11/29/2023 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 11/03/23-11/09/23 & 8/04/23-8/10/23 942,591.55 12/01/2023 Filipino American Chamber of Commerce of OC Table Sponsorship Filipino American Chamber of Commerce Gala 750.00 12/01/2023 Igoe (Med-iBank)Medical and/or Dependent Care FSA Monthly Participation Fee 100.00 12/01/2023 US Bank Credit Card Google Suite - Advertising 12.00 12/01/2023 US Bank Credit Card Kodiako Ramen & B - Food 30.87 12/01/2023 US Bank Credit Card Amazon - Office Supplies 169.06 12/01/2023 US Bank Credit Card USPS - Postage 28.50 12/01/2023 US Bank Credit Card Amazon - Office Supplies 118.10 12/01/2023 US Bank Credit Card Amazon - Office Supplies 75.35 12/01/2023 US Bank Credit Card Amazon - Office Supplies 119.10 12/01/2023 US Bank Credit Card Amazon - Office Supplies 75.42 12/01/2023 US Bank Credit Card Amazon - Office Supplies 31.26 12/01/2023 US Bank Credit Card Zoom - Recording Services 318.90 12/01/2023 US Bank Credit Card Adobe - Additional License for New Staff 79.21 12/01/2023 US Bank Credit Card Adobe - Additional License for New Staff 158.42 12/01/2023 US Bank Credit Card Smith AI - Phone Forwarding Service For Call Center 235.00 12/01/2023 US Bank Credit Card Go to Com - Phone Forwarding Service for Call Center 669.29 12/01/2023 US Bank Credit Card Courtyard by Marriott - Hotel 224.50 12/01/2023 US Bank Credit Card John Wayne Airport - Parking 40.00 12/01/2023 US Bank Credit Card Uber Trip - Transportation 13.98 12/01/2023 US Bank Credit Card Uber Trip - Transportation 13.99 12/01/2023 US Bank Credit Card Checkr - Employee background check 166.98 12/04/2023 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 11/10/23-11/14/23 & 8/11/23-8/17/23 520,726.85 12/05/2023 ABM Industry Groups, LLC December Parking 540.00 12/05/2023 Calpine Energy Solutions October 2023 services {po:1003}211,950.16 12/05/2023 Charitable Ventures Orange County Sustainability Decathalon Sponsorship 6,550.00 12/05/2023 LBA IV-PPI, LLC December 2023 Rent 19,000.00 12/05/2023 Orange County Business Council Supporter Sponsor - Turning Red Tape into Red Carpet and Holiday Reception 2,000.00 12/05/2023 Orange County Division League of CA Cities Orange County Division Meeting (09/21/23)60.00 12/05/2023 Pisenti & Brinker LLP First Progress bill for audit ended June 30, 2023 {po: 1018}17,000.00 12/06/2023 American Express AMEX - Adjustment to reconcile account, prior month bank service fees (2.78) 12/06/2023 American Express Starbucks - Board Meeting Food 88.95 12/06/2023 American Express Uber Eats - Food (96.80) 12/06/2023 American Express Uber Eats - Food 96.80 12/06/2023 American Express Night Owl - Coffee Fulleton Council Member Ahamad Zahra 6.01 12/06/2023 American Express Puesto Park Place - Team Lunch 278.10 12/06/2023 American Express Starbucks - Board Meeting Food 85.10 12/06/2023 American Express Starbucks - Board Meeting Food 89.60 12/06/2023 American Express FYF From Your Flowers - Flowers 50.08 12/06/2023 American Express FYF From Your Flowers - Flowers 49.53 12/06/2023 American Express Sonesta - Hotel - Owen Lee 1,253.58 12/06/2023 American Express Uber Trip - Transportation 17.68 12/06/2023 American Express Sonesta - Hotel - Owen Lee 157.69 12/06/2023 American Express Uber Trip - Transportation 35.91 12/06/2023 American Express Amtrak Train - Owen Lee 119.00 12/06/2023 American Express Hawaiian Airlines - Airfare - Gabriele Friedman 567.14 12/06/2023 American Express Uber trip - Transportation 16.90 12/06/2023 American Express Sonesta - Hotel - Gabriele Friedman 649.60 12/06/2023 American Express Uber trip - Transportation 7.71 12/06/2023 American Express Uber trip - Transportation 51.41 12/06/2023 American Express Uber trip - Transportation 9.90 12/06/2023 American Express Uber Trip - Transportation 7.18 Date Vendor Description Amount Orange County Power Authority PAYMENTS ISSUED OCTOBER 1, 2023 THROUGH DECEMBER 31, 2023 12/06/2023 American Express Uber trip - Transportation 9.91 12/06/2023 American Express Uber trip - Transportation 12.90 12/06/2023 American Express Uber trip - Transportation 9.94 12/07/2023 Clean Peaks Energy Services, LLC Consultant services - October 2023 -- {po 1027}12,115.00 12/08/2023 Lincoln Financial Group 12/08/23 Retirement debit 401A 14,741.38 12/08/2023 Lincoln Financial Group 12/08/23 Retirement debit 457B 4,758.46 12/11/2023 California ISO (Settlement Invoices) CAISO CAISO CRR period 12/01/22-12/31/22 & 11/15/23 - 11/21/23 24,633.39 12/11/2023 Halligan Steven Mileage reimbursement 75.59 12/11/2023 Orange County Division League of CA Cities Sponsorship for Orange County Division (10/1/23 - 9/30/24)2,500.00 12/11/2023 Orange County Printing Company Buena Park Letter {po: 1007}1,129.14 12/11/2023 Reveille Inc.October 2023 OCPA FY Marketing and PR Budget-- {po: 1025}135,676.91 12/11/2023 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 11/15/23-11/21/23, 8/18/23-8/23/23 and 12/1/22-12/31/22 553,014.95 12/14/2023 US Bank Interest and Service Charges US Bank - Analysis Service Charge 2,665.46 12/15/2023 Best Best & Krieger November 2023 - Public Records Requests {po: 1002}3,807.50 12/15/2023 Best Best & Krieger November 2023 - Huntington Beach Withdrawal {po: 1002}7,581.49 12/15/2023 Best Best & Krieger November 2023 - Financial/Power Procurement {po: 1002}4,740.00 12/15/2023 Best Best & Krieger November 2023 - County Withdrawal {po: 1002}3,067.30 12/15/2023 Best Best & Krieger November 2023 - General Counsel {po: 1002}21,815.60 12/15/2023 Best Best & Krieger November 2023 - Regulatory - CPUC {po: 1002}17,044.50 12/18/2023 California ISO (Settlement Invoices) CAISO CAISO CRR period for 11/1/23-11/30/23 51,918.74 12/18/2023 City of Buena Park Christmas Tree Lighting Sponsorship - Inflatable Globe 1,000.00 12/18/2023 CITY OF BUENA PARK - UUT November Utility User Tax 104,177.31 12/18/2023 City of Fullerton City of Fullerton Tree Lighting Sponsorship 3,000.00 12/18/2023 CITY OF HUNTINGON BEACH - UUT November Utility User Tax 311,239.19 12/18/2023 City of Irvine Illuminate Irvine - Community Sponsor 1,000.00 12/18/2023 CITY OF IRVINE - UUT November Utility User Tax 132,799.50 12/18/2023 Maher Accountancy December 2023 - Treasurer and Accounting Services { {PO:1005}18,000.00 12/18/2023 METHOD TECHNOLOGIES (INC)Support Options - MS Suite and other software {po: 1017}300.00 12/18/2023 METHOD TECHNOLOGIES (INC)Support Options - MS Suite and other software {po: 1017}2,343.65 12/18/2023 METHOD TECHNOLOGIES (INC)Support Options - Laptop setup {po: 1017}300.00 12/18/2023 Orange County Printing Company Buena Park Letter {po: 1007}1,034.27 12/18/2023 Orange County Printing Company Buena Park Letter {po: 1007}794.17 12/18/2023 Reveille Inc.November 2023 OCPA FY Marketing and PR Budget-- {po: 1025}107,316.93 12/18/2023 SDRMA January employee benefit charges 15,584.68 12/18/2023 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 11/22/23-11/30/23 and 8/24/23-8/30/23, NERC January 2022 Charges 862,986.07 12/18/2023 Tullett Prebon Americas Corp.Broker Fees - Morgan Stanley Capital Group Inc.12,500.00 12/18/2023 United States Postal Services (Trust/EPS Account)Postage added to USPS Account 10,000.00 12/18/2023 Waymakers Light a Light of Love - Sponsorship 500.00 12/20/2023 AES November 2023 capacity purchases 562,500.00 12/20/2023 Marsh Landing, LLC November Capacity Purchases 694,137.50 12/20/2023 Powerex December Energy Purchases 79,166.67 12/20/2023 Powerex California PRS PCC1 REC Sales 125,663.16 12/20/2023 San Diego Gas & Electric November 2023 RECs 23,058.30 12/20/2023 Southern California Edison November Capacity 485,562.30 12/21/2023 ABM Industry Groups, LLC December Parking 120.00 12/21/2023 California Community Choice Association Quarterly invoice for SCE Case Management Special Assessment (January 2024 - March 2024)7,200.00 12/21/2023 City of Fullerton City of Fullerton - First Night Sponsorship - Gold Tier 2,500.00 12/21/2023 CPS HR Consulting 23-01 Orange Co Power Authority Resources Director for period 10/1/23-10/28/23 9,000.00 12/21/2023 Golden Communications Inc Sustaining Professional Services and Consulting Fees, Monthly Managed Web Services, and Additional Labor - November 2023 {po: 1004}2,649.00 12/21/2023 Lincoln Financial Group 12/21/23 Retirement debit 401A 16,633.26 12/21/2023 Lincoln Financial Group 12/21/23 Retirement debit 457B 4,706.32 12/21/2023 Littler Mendelson, PC November legal services {po: 1016}298.00 12/21/2023 NewGen Strategies & Solutions, LLC November 2023 - Financial & Economic Consulting services {po: 1028}8,148.75 12/21/2023 Orange County Printing Company Orange County Letters {po: 1007}597.30 12/21/2023 Pacific Energy Advisors Inc.November 2023 - Monthly Services {po: 1008}43,029.60 12/21/2023 The Energy Authority Inc. (Service Fees)November Resource Management Monthly Fees {PO:1011}14,620.00 12/22/2023 California ISO (Settlement Invoices) CAISO CAISO CRR period for 12/01/23 - 12/07/23 52,107.87 12/22/2023 Energy Development & Construction Corporation October RECs purchases 31,284.00 12/22/2023 METHOD TECHNOLOGIES (INC)Support Options - Laptop setup {po: 1017}600.00 12/22/2023 Portland General Electric Co June 2022 PCC1 REC Sale 387,598.75 12/22/2023 Portland General Electric Co July 2022 PCC1 REC Sale 737,161.25 12/22/2023 Portland General Electric Co PCC1 REC Sale 2,250,000.00 12/22/2023 The Energy Authority Inc. (CAISO and ENERGY)CAISO period 12/01/23 - 12/07/23 and 8/31/23-9/07/23 369,257.08 12/23/2023 Igoe (Med-iBank)Medical and/or Dependent Care FSA Monthly Participation Fee 100.00 12/26/2023 Calpine Energy Services L.P.November capacity 4,750.00 12/26/2023 Constellation Energy Generation, LLC October energy purchases 4,657,287.00 12/26/2023 Morgan Stanley Capital Group November Energy Purchases 1,974,742.50 12/26/2023 Morgan Stanley Capital Group August Recs 545,347.70 12/26/2023 Shell Energy North America October Energy Purchases 4,757,443.20 12/26/2023 Shell Energy North America October Capacity Purchases 504,500.00 12/26/2023 Sunrise Power Company LLC November capacity purchase 1,906,250.00 12/26/2023 Transalta Energy Marketing Us Inc.October Energy Purchases 1,233,048.15 SUBTOTAL 109,646,940.49 10/4/2023 September 16 - 30 -Salaries, Wages, Fringe Benefits 39,698.95 10/4/2023 September 16 - 30 -Paychex Service Fee 164.10 10/4/2023 September 16 - 30 - Payroll Taxes 12,137.11 10/19/2023 October 1 - 15 -Paychex Service Fee 308.90 10/19/2023 October 1 - 15 - Payroll Taxes 11,406.61 10/19/2023 October 1 - 15 -Salaries, Wages, Fringe Benefits 39,547.30 11/3/2023 October 16 - 31 -Salaries, Wages, Fringe Benefits 39,065.83 11/3/2023 October 16 - 31 - Payroll Taxes 11,401.28 11/3/2023 October 16 - 31 -Paychex Service Fee 224.10 11/14/2023 Analysis Service Charge 6,831.51 11/17/2023 November 1 - 15 -Salaries, Wages, Fringe Benefits 53,362.84 11/17/2023 November 1 - 15 -Paychex Service Fee 325.70 11/17/2023 November 1 - 15 - Payroll Taxes 16,414.76 12/4/2023 November 16 - 30 - Payroll Taxes 15,117.15 12/4/2023 November 16 - 30 -Salaries, Wages, Fringe Benefits 49,323.61 12/4/2023 November 16 - 30 -Paychex Service Fee 176.70 12/20/2023 December 1 - 15 -Paychex Service Fee 398.10 12/20/2023 December 1 - 15 - Payroll Taxes 18,396.39 12/20/2023 December 1 - 15 -Salaries, Wages, Fringe Benefits 61,853.60 SUBTOTAL 376,154.54 55695.00001\33485367.1 1 ORANGE COUNTY POWER AUTHORITY JOINT POWERS AGREEMENT This Joint Powers Agreement (“Agreement”), effective as of the date specified in Section 1.2, below, which is November 20, 2020 (“Effective Date”) is made and entered into pursuant to the Joint Exercise of Powers Act (California Government Code § 6500 et seq.) relating to the joint exercise of powers among the parties set forth in Exhibit A. All parties that execute this Agreement prior to December 31, 2020 shall be designated individually as “Founding Party” and collectively as “Founding Parties”. All cities, counties, or other public agencies added as parties to this agreement after December 31, 2020 shall be designated individually as “Additional Party” and collectively “Additional Parties”. The term “Party” refers individually to any Founding Party or Additional Party, and the term “Parties” refers collectively to the Founding Parties and the Additional Parties. RECITALS A. In 2002, Assembly Bill 117 (Stat. 2002, Ch. 838, codified at Public Utilities Code Sections 218.3, 366, 394, 394.25, 331.1 366.2, and 381.1) was signed into law allowing customers to aggregate their electrical loads as members of their local community with public agencies designated as community choice aggregators, and allowing such public agencies to aggregate the electrical load of interested consumers within their jurisdictional boundaries and purchase electricity on behalf of those consumers. B. In 2006, Assembly Bill 32 (Stat. 2006, Ch. 488, codified at Health and Safety Code Sections 38500 et seq.), known as the Global Warming Solutions Act, was signed into law, mandating a reduction in greenhouse gas emissions to 1990 levels by 2020. C. In 2015, Senate Bill 350 (Stat. 2015, Ch. 547, codified at Health and Safety Code Section 44258.5; Labor Code Section 1720; Public Resources Code Sections 25302.2, 25310, 25327 and 25943; and Public Utilities Code Sections 237.5, 337, 352, 359, 365.2, 366.3, 399.4, 399.11, 399.12, 399.13, 399.15, 399.16, 399.18, 399.21, 399.30, 454.51, 454.52, 454.55, 454.56, 701.1, 740.8, 740.12, 9505, 9620, 9621, 9622, and Article 17 (commencing with Public Utilities Code Section 400)) was signed into law, mandating a reduction in greenhouse gas emissions to 40 percent below 1990 levels by 2030 and to 80 percent below 1990 levels by 2050. D. In 2018, Senate Bill 10 (Stat.f 2018, Ch. 312, codified at Public Utilities Code sections 399.11, 399.15, 399.30, and 454.53) was signed into law, directing that the Renewables Portfolio Standard to be increased to 60 percent renewables by 2030 and establishing a policy for eligible renewable energy resources and zero-carbon resources to supply 100 percent of electricity retail sales to California end-use customers by 2045. E. The Parties each hold various powers under California law, including, but not limited to, the power to purchase, supply, and aggregate electricity for themselves and customers within their jurisdictions in accordance with Public Utilities Code Sections 333.1 and 366.2; they are therefore properly empowered to enter into this Agreement under the Joint Exercise of Powers Act (Government Code Section 6500 et seq., the “Act”). 55695.00001\33485367.1 2 F. The purposes for entering into this Agreement are more fully specified in subsection 1.4 below, but principally consist of the study, promotion, development, funding, financing, purchasing, conduct, operation, and management of energy, energy efficiency and conservation, and other energy-related and community choice aggregation programs (the “CCA Program”), through which the following objectives may be advanced: (a) reducing greenhouse gas emissions related to the use of power throughout the Parties’ jurisdictions and neighboring regions; (b) providing electric power and other forms of energy to customers at a competitive cost; (c) carrying out programs for ratepayers of all income levels to reduce energy consumption; (d) stimulating and sustaining the local economy by developing local jobs in renewable and conventional energy; and (e) promoting long-term electric rate stability, energy security and reliability for residents through local control of electric generation resources. G. The Founding Parties desire to establish a separate public agency, known as the Orange County Power Authority (“Authority”), under the Act and consistent with Assembly Bill 117, in order to collectively implement the CCA Program, and to exercise any powers common to the Authority’s members to further these purposes. H. The Parties have each adopted an ordinance electing to participate as a group in a community choice aggregation program through the Authority, as authorized by California Public Utilities Code § 366.2(a)(12)(B). AGREEMENT NOW, THEREFORE, in consideration of the mutual promises, covenants, and conditions hereinafter set forth, it is agreed by and among the Parties as follows: SECTION 1. FORMATION OF AUTHORITY 1.1 Creation of Agency. Pursuant to the Act there is hereby created a public entity to be known as The Orange County Power Authority. Pursuant to Section 6507 of the Act, the Authority is a public agency separate from the Parties. The jurisdiction of the Authority shall be all territory within the geographic boundaries of the Parties; however, the Authority may, as authorized under applicable law, undertake any action outside such geographic boundaries as is necessary to accomplish its purpose. 1.2 Effective Date and Term. This Agreement shall become effective and the Authority shall exist as a separate public agency on the date this Agreement is executed by at least two Parties. The Authority shall continue to exist, and this Agreement shall be effective, until this Agreement is terminated in accordance with this Agreement, subject to the rights of a Party to withdraw from the Authority. 1.3 Parties. The names, particular capacities, and addresses of the Parties are shown on Exhibit A, as it may be amended from time to time. 1.4 Purpose. The purpose of this Agreement is to establish an independent public agency in order to exercise powers common to each Party to implement the CCA Program, and to 55695.00001\33485367.1 3 exercise all other powers necessary and incidental to accomplishing this purpose. This Agreement authorizes the Authority to provide opportunities by which the Parties can work cooperatively to create economies of scale and implement sustainable energy initiatives that reduce energy demand, increase energy efficiency, provide consumer choice and cost savings, and advance the use of clean, efficient, and renewable resources in the region for the benefit of all the Parties and their constituents, including, but not limited to, establishing and operating a CCA Program (collectively, the “Purpose”). The Parties intend for this Agreement to be used as a contractual mechanism by which they are authorized to participate in the CCA Program and achieve the Purpose. The Parties intend that other agreements shall define the terms and conditions associated with the implementation of the CCA Program and any energy programs approved by the Authority. SECTION 2. POWERS OF AUTHORITY 2.1 Powers. The Authority shall have all powers common to the Parties and such additional powers accorded to it by law. The Authority is authorized, in its own name, to exercise all powers and do all acts necessary and proper to carry out the provisions of this Agreement and fulfill its Purpose, including, but not limited to, each of the following powers: 2.1.1 Serve as a forum for the consideration, study, and recommendation of energy services for the CCA Program; 2.1.2 To make and enter into any and all contracts to effectuate the purpose of this Agreement, including, but not limited to, those relating to the purchase or sale of electrical energy or attributes thereof, and related service agreements; 2.1.3 To employ agents and employees, including, but not limited to, engineers, attorneys, planners, financial consultants, and separate and apart therefrom to employ such other persons, as it deems necessary; 2.1.4 To acquire, contract, manage, maintain, and operate any buildings, works, or improvements, including, but not limited to, electric generation resources; 2.1.5 To acquire property by eminent domain, or otherwise, except as limited by Section 6508 of the Act, and to hold or dispose of property; 2.1.6 To lease or license any property; 2.1.7 To sue and be sued in its own name; 2.1.8 To incur debts, liabilities, and obligations, including, but not limited to, loans from private lending sources pursuant to its temporary borrowing powers, such as California Government Code § 53850 et seq. and authority under the Act; 2.1.9 To form subsidiary or independent corporations or entities, if appropriate, to carry out energy supply and energy conservation programs, or to take advantage of legislative or regulatory changes; 55695.00001\33485367.1 4 2.1.10 To issue revenue bonds and other forms of indebtedness; 2.1.11 To apply for, accept, and receive all licenses, permits, grants, loans, or other assistance from any federal, state, or local agency; 2.1.12 To submit documentation and notices, register, and comply with orders, tariffs, and agreements for the establishment and implementation of the CCA Program and other energy and climate change programs; 2.1.13 To adopt rules, regulations, policies, bylaws, and procedures governing the operation of the Authority; 2.1.14 To receive loans, gifts, contributions, and donations of property, funds, services, and other forms of financial assistance from persons, firms, corporations, and any governmental entity; 2.1.15 To make and enter into service agreements relating to the provision of services necessary to plan, implement, operate and administer the CCA Program and other energy programs, including the acquisition of electric power supply and the provision of retail and regulatory support services; 2.1.16 To receive revenues from sale of electricity and other energy-related programs; 2.1.17 To partner or otherwise work cooperatively with other CCAs on the acquisition of electric resources, joint programs, advocacy and other efforts in the interests of the Authority; and 2.1.18 To the extent not specifically provided in this Agreement, to exercise any powers authorized by the member agencies to achieve the Authority’s objectives and such further powers not specifically mentioned herein, but common to Parties, and authorized by the California Government Code. 2.2 Additional Powers to be Exercised. In addition to those powers common to each of the Parties, the Authority shall have those powers that may be conferred upon it by law and by subsequently enacted legislation. 2.3 Manner of Exercising Powers. The powers specified in subsections 2.1 and 2.2 shall be exercised by the Board (as defined in subsection 3.1, below), unless otherwise delegated to a committee of the Board or the Chief Executive Officer of the Authority in accordance with a Board adopted policy or action. All such powers shall be exercised in the manner set forth in this Agreement. 2.4 Limitation on Exercise of Powers: The powers of the Authority are subject to the restrictions upon the manner of exercising power possessed by the City of Irvine, California and 55695.00001\33485367.1 5 any other restrictions on exercising the powers of the Authority that may be adopted by the Authority’s Board of Directors. SECTION 3: GOVERNANCE 3.1 General Governance; Board of Directors. The governing body of the Authority shall be a Board of Directors (“Board”) consisting of one director for each Party appointed in accordance with subsection 3.2, except the City of Irvine whose governing body shall appoint two directors (the “Irvine Directors”). Notwithstanding the foregoing, the governing body of the City of Irvine shall appoint one director upon the full satisfaction and repayment of the Capital Loan, as defined in subsection 5.5. 3.2 Appointment of Directors. The governing body of each Party shall appoint and designate in writing the Director(s) who shall be authorized to act for and on behalf of the Party on matters within the powers of the Authority. The governing body of each Party shall also appoint and designate in writing an alternate Director(s) who may vote in matters when the regular Director is absent from a Board meeting. The governing bodies of the Founding Parties may, in their sole discretion, elect to appoint their respective Director(s) prior to the Effective Date, in which case such appointment(s) to the Board shall take effect on the Effective Date. The persons appointed and designated as the regular Director and the alternate Director shall be a member of the governing body of the Party when appointed. 3.3 Terms of Office. Each regular and alternate Director shall serve a term of four years. If at any time a vacancy occurs on the Board, a replacement shall be appointed by the governing body to fill the position of the previous Director within ninety (90) days of the date that such position becomes vacant. Replacement Directors shall serve until the scheduled expiration of the four year term of the Board member that they replace. 3.4 Quorum. A majority of the Directors of the entire Board shall constitute, and is necessary to constitute, a quorum, except that less than a quorum may adjourn a meeting from time to time in accordance with law. 3.5 Powers of the Board of Directors. The Board may exercise all the powers enumerated in this Agreement and shall conduct all business and activities of the Authority consistent with this Agreement and any bylaws, operating procedures, and applicable law. 3.6 Executive Committee. The Board shall establish an executive committee consisting of a smaller number of Directors upon the Authority’s membership consisting of nine or more members. The initial members of the executive committee shall be the Directors of the Founding Members with the chair of the Board serving as chair of the Executive Committee. 3.7 Committees. The Board may establish committees as the Board deems appropriate to assist the Board in carrying out its functions and implementing the purposes of this Agreement. In accordance with subsection 2.3, the Board may delegate to any committees that consist solely of Board members any of the powers specified in subsection 2.1, except for the power to acquire property by eminent domain specified in subsection 2.1.5. Committees that include or consist of non-Board members shall be advisory only. 55695.00001\33485367.1 6 3.8 Director Compensation. The Board shall adopt policies establishing compensation attendance at Board and Committee meetings and work performed by each Director on behalf of the Authority as well as policies for the reimbursement of expenses incurred by each Director; provided that in no instance shall the per meeting or per day compensation be less than the compensation provided to directors of the Orange County Sanitation District. 3.9 Voting by the Board of Directors. 3.9.1 Equal Vote.Each Director or participating alternate shall have one vote. Except as provided for in Sections 3.9.2, 3.9.3 and 3.9.4, action of the Board on all matters shall require an affirmative vote of a majority of all Directors who are present at the subject meeting (“Equal Vote”). 3.9.2 Voting Shares Vote.Immediately after (and during the same Board Meeting as) an affirmative or tie Equal Vote, two or more Directors shall have the right to request and conduct a Voting Shares Vote (defined below) to reconsider that action approved by the Equal Vote. In the event of a Voting Shares Vote where the City of Irvine appoints two Directors to the Board and one or more Irvine Directors requests a Voting Shares Vote, a Party other than the City of Irvine must constitute the second Director for purposes of having the right to request and conduct a Voting Shares Vote. A “yes” vote on the Voting Shares Vote shall be a vote to reverse and reject the Equal Vote; a “no” vote on the Voting Shares Vote shall be a vote to affirm the Equal Vote. For Voting Shares Votes, votes shall be weighted as described in subsection 3.9.3. A “yes” vote on a Voting Shares Vote shall require (i) for votes requiring a majority under subsection 3.9.1, more than fifty percent (50%) of the voting shares of all Directors voting; (ii) for votes requiring a supermajority of two-thirds under this Agreement, sixty-seven percent (67%) or more of the voting shares of all Directors voting; and (iii) for votes requiring a supermajority of three quarters under this Agreement more than seventy-five percent (75%) of the voting shares of all Directors voting. All votes taken pursuant to this subsection 3.9.2 shall be referred to as a “Voting Shares Vote.” If a Voting Shares Vote yields a “no” vote, the legal effect is to affirm the Equal Vote with respect to which the Voting Shares Vote was taken. If the Voting Shares Vote succeeds, the legal effect is to nullify the Equal Vote with respect to which the Voting Shares Vote was taken. If the underlying Equal Vote was a tie, the Voting Shares Vote replaces that tie vote. No action may be taken solely by a Voting Shares Vote without first having taken an Equal Vote. 3.9.3 Voting Shares Formula.When a Voting Shares Vote is requested by two or more Directors, voting shares of each Director shall be determined by the following formula: (Annual Energy Use/Total Annual Energy) x 100 For purposes of this formula (a) “Annual Energy Use” means (i) for the first two years following the Effective Date, the annual electricity usage, expressed in kilowatt hours (“kWh”), within the jurisdiction of the Party appointing the Director(s) and (ii) following the second anniversary of the Effective Date, the annual electricity usage, expressed in kWh, of accounts within the jurisdiction of the Party appointing the Director(s) that are served by the Authority, and (b) “Total Annual Energy” means the sum of all Parties’ Annual Energy Use. The initial values for Annual Energy 55695.00001\33485367.1 7 use are designated in Exhibit B and the initial voting shares are designated in Exhibit C. Both Exhibit B and Exhibit C shall be adjusted annually as soon as reasonably practicable after January 1 of each year, but no later than March 1 of each year, subject to the approval of the Board. Voting shares attributable to Irvine shall be divided equally between the Irvine Directors. 3.9.4 Special Voting. 3.9.4.1 Two-Thirds Supermajority Votes. An affirmative vote of two-thirds of the Directors of the entire Board shall be required to take any action on the following (i) issuing or repayment of bonds loans or other forms of debt; (ii) adding or removing Parties on or after January 1, 2021; (iii) amending or terminating this Agreement or adopting or amending the bylaws of the Authority; and (iv) terminating the CCA Program. 3.9.4.2 Three-Fourths Supermajority Votes. An affirmative vote of three-fourths of the Directors of the Board shall be required to initiate any action for eminent domain and no eminent domain action shall be approved within the jurisdiction of a Party without the affirmative vote of such Party’s Director (or both Irvine Directors, if applicable, in the case of eminent domain action within the City of Irvine). 3.9.4.3 Advance Notice of Special Voting. At least thirty (30) days advance written notice to the Parties shall be provided for all special voting items under subsection 3.9.4.1 and/or subsection 3.9.4.2. Such notice shall include a copy of all substantive documents necessary to meaningfully deliberate and consider the proposed vote (e.g., any proposed amendment to this Agreement or the bylaws of the Authority). The Authority shall also provide prompt written notice to all Parties of the action taken, which shall include any resolution, ordinance, rule, policy, agreement, filing or other operative document (if any) adopted or approved by the Board. 3.10 Officers. 3.10.1 Chair and Vice Chair. The Directors shall select from among themselves a Chair and a Vice-Chair. The Chair shall be the presiding officer of all Board meetings. The Vice-Chair shall serve in the absence of the Chair. The term of office of the Chair and Vice-Chair shall continue until the expiration of the office of the Directors serving in such positions. There shall be no limit on the number of terms held by the Chair and the Vice- Chair. The office of either the Chair or Vice-Chair shall be declared vacant and a new selection shall be made if: (i) the person serving dies, resigns, or becomes legally unable to fulfill his or her duties, or (b) the Party that appointed the Chair or Vice-Chair withdraws from the Authority pursuant to the provisions of this Agreement. 3.10.2 Secretary. The Secretary shall be responsible for keeping the minutes of all meetings of the Board and all other official records of the Authority. 3.10.3 Treasurer/Auditor. In accordance with California Government Code § 6505.5, the Board shall appoint a qualified person to act as the Treasurer and a qualified person to act as the Auditor, neither of whom need be members of the Board. The Treasurer 55695.00001\33485367.1 8 and the Auditor shall possess the powers of, and shall perform those functions required of them by California Government Code §§ 6505, 6505.5, and 6505.6, and by all other applicable laws and regulations and amendments thereto. 3.11 Meetings. The Board shall provide for its regular meetings, the date, hour, and place of which shall be fixed by resolution of the Board. Regular, adjourned, and special meetings shall be called and conducted in accordance with the provisions of the Ralph M. Brown Act, California Government Code § 54950 et seq. 3.12 Chief Executive Officer. The Board shall appoint a Chief Executive Officer. The Chief Executive Officer shall be the chief administrative officer of the Authority, and shall be Secretary of the Board. The powers and duties of the Chief Executive Officer shall be those delegated and/or assigned to the Chief Executive Officer by duly adopted action of the Board. 3.13 Additional Officers and Employees. The Board shall have the power to authorize such additional officers and assistants as may be necessary and appropriate, including retaining one or more administrative service providers for planning, implementing, and administering the CCA Program. Such officers and employees may also be, but are not required to be, officers and employees of the Parties. 3.14 Bonding Requirement. The officers or persons who have charge of, handle, or have access to any property of the Authority shall be the members of the Board, the Treasurer, the Executive Director, and any such officers or persons to be designated or empowered by the Board. Each such officer or person shall be required to file an official bond with the Authority in an amount which shall be established by the Board. Should the existing bond or bonds of any such officer be extended to cover the obligations provided herein, said bond shall be the official bond required herein. The premiums on any such bond attributable to the coverage required herein shall be the appropriate expenses of the Authority. 3.15 Audit. The records and accounts of the Authority shall be audited annually by an independent certified public accountant with the final audit completed within six months of the fiscal year end,and copies of such audit report shall be filed with the State Controller, and each Party no later than fifteen (15) days after receipt of said audit by the Board. 3.16 Privileges and Immunities from Liability.All of the privileges and immunities from liability, exemption from laws, ordinances and rules, all pension, relief, disability, workers’ compensation, and other benefits which apply to the activities of officers, agents, or employees of a public agency when performing their respective functions shall apply to the officers, agents, or employees of the Authority to the same degree and extent while engaged in the performance of any of the functions and other duties of such officers, agents, or employees under this Agreement. None of the officers, agents, or employees directly employed by the Authority shall be deemed, by reason of such employment to be employed by the Parties (or any of them). 55695.00001\33485367.1 9 SECTION 4: ADDITIONAL PARTIES AND IMPLEMENTATION OF CCA PROGRAM 4.1 Additional Parties. An incorporated city or county, or other public agency as authorized by California Public Utilities Code § 331.1, may become a member of the Authority and a Party to this Agreement upon satisfaction of the following: 4.1.1 Adoption of a resolution by the governing body of the proposed additional party approving the Agreement, and requesting participation and an intent to join the Authority; 4.1.2 Adoption by the Board of a resolution authorizing participation of the proposed additional party; 4.1.3 Satisfaction of any additional conditions as established by the Board or applicable laws or regulations; and 4.1.4 Execution of the Agreement by the proposed additional party. 4.2 Continuing Participation. The Parties acknowledge that participation in the CCA Program may change by the addition or withdrawal or termination of a Party. The Parties agree to participate in good faith with additional members as may later be added. The Parties also agree that the withdrawal or termination of a Party shall not affect the enforceability of this Agreement as to the remaining Parties, or the remaining Parties’ continuing obligations under this Agreement. 4.3 Implementation of CCA Program. The Authority shall cause to be prepared an implementation plan meeting the requirements of California Public Utilities Code § 366.2 (“Implementation Plan”) and any applicable regulations of the California Public Utilities Commission (“CPUC”). The Board shall approve the Implementation Plan prior to it being filed with the CPUC. The Authority, acting by and through the Board, shall take all such steps as are necessary and appropriate to implement the Implementation Plan and the CCA Program in a manner consistent with this Agreement. 4.4 Power Supply. The Board will establish power supply options for the Authority. The Authority’s power supply options will include, but not be limited to, renewable and GHG-free base product that is equivalent to the minimum required by law. Each Party may select its power supply base product for the ratepayers in its jurisdiction. Each Party shall also have the flexibility to achieve its climate goals without impeding any other Party from doing the same. 4.4 Authority Documents. The Parties acknowledge and agree that the operations of the Authority will be implemented through various program documents and regulatory filings duly adopted by the Board, including, but not limited to, bylaws, an annual budget, and plans and policies related to the CCA Program. The Parties agree to abide by and comply with the terms and conditions of all such Authority documents that may be approved or adopted by the Board. 4.5 Termination of CCA Program. Nothing contained in this Agreement shall be construed to limit the discretion of the Authority to terminate the implementation or operation of 55695.00001\33485367.1 10 the CCA Program at any time, so long as such termination is in accordance with any applicable requirements of state law and the voting procedures specified in subsection 3.9.4.1, above. SECTION 5: FINANCIAL PROVISIONS 5.1 Fiscal Year. The Authority’s fiscal year shall be twelve (12) months commencing July 1 of each year and ending June 30 of the succeeding year. 5.2 Treasurer. The Treasurer for the Authority shall be the depository for the Authority. The Treasurer of the Authority shall have custody of all funds and shall provide for strict accountability thereof in accordance with California Government Code § 6505.5 and other applicable laws. The Treasurer shall perform all of the duties required in California Government Code § 6505 et seq. and all other such duties as may be prescribed by the Board. 5.3 Depository & Accounting. All funds of the Authority shall be held in separate accounts in the name of the Authority and not commingled with the funds of any Party or any other person or entity. Disbursement of such funds during the term of this Agreement shall be accounted for in accordance with generally accepted accounting principles applicable to governmental entities and pursuant to California Government Code § 6505 et seq. and other applicable laws. There shall be a strict accountability of all funds. All revenues and expenditures shall be reported regularly to the Board. The books and records of the Authority shall be promptly open to inspection by the Parties at all reasonable times. 5.4 Budget. The Board shall establish the budget for the Authority, and may from time to time amend the budget to incorporate additional income and disbursements that might become available to the Authority for its purposes during a fiscal year. 5.5 City of Irvine Initial Funding of Authority. The Authority shall, concurrent with the execution of this Agreement, enter into an agreement that covers repayment to the City of Irvine of (i) funding and collateral provided by the City of Irvine to the Authority to facilitate start- up and launch costs for the Authority and the CCA Program, and (ii) costs incurred by the City (including staff, consultant, and legal expenses, and associated allocated overhead and administrative expenses) in connection with the study and analysis of the CCA, the formation of the Authority, and the creation of the Implementation Plan (the “Capital Loan Agreement” or the “Capital Loan”). The Capital Loan shall be repaid from customer charges for electrical services to the extent permitted by law when the CCA Program becomes operational. The form of the Capital Loan Agreement is attached hereto as Exhibit D. The Authority shall enter into the Capital Loan Agreement so long as its final form is substantially consistent with the form attached as Exhibit D. 5.6 No Requirement for Contributions or Payments.Except as otherwise specified herein, the Parties are not required under this Agreement to make any financial contributions or payments to the Authority, and the Authority shall have no right to require such a contribution or payment. 5.6.1 Notwithstanding subsection 5.6, the Board may adopt a membership fee to be paid by Additional Parties upon entering into the Agreement, which 55695.00001\33485367.1 11 membership fee shall be established (if at all) by the Board and may cover a reasonable estimate of the transactional and other costs incurred by the Authority in processing the addition of the Additional Party to the Authority. 5.6.2 Notwithstanding subsection 5.6, the Authority and a Party may mutually and voluntarily enter into an agreement to provide the following: (i) contributions of public funds for the purposes set forth in this Agreement; (ii) advances of public funds for the purposes set forth in this Agreement, such advances to be repaid as provided by such written agreement; or (iii) its personnel, equipment or property. 5.6.3 For the avoidance of doubt, nothing in this Agreement requires, nor shall the Authority for any reason ever require, that any Party adopt any local tax, assessment, fee or charge for the benefit of the Authority. 5.7 Obligations of the Authority. Unless otherwise agreed by the Parties, the debts, liabilities, and obligations of the agency shall not be the debts, liabilities, and obligations, either jointly or severally, of the members of the agency. A Party may, in its sole discretion, agree to assume one or more of the debts, liabilities, and obligations of the Authority if, and only if, such Party, with the approval of its governing body, agrees in writing to assume any such debts, liabilities, or obligation of the Authority. SECTION 6: WITHDRAWAL AND TERMINATION 6.1 Right to Withdraw. 6.1.1 Right to Withdraw Prior to March 1, 2021. Except for the City of Irvine, a Party may withdraw from the Authority for any reason and without liability or cost prior to March 1, 2021 upon providing the Authority fifteen (15) days advance written notice. 6.1.2 Right to Withdraw After March 1, 2021. Except for the withdrawal provided for in Section 6.1.1, a Party may withdraw its membership in the Authority, effective as of the beginning of the Authority’s fiscal year, by giving no less than one hundred eighty (180) days advance written notice of its election to do so, which notice shall be given to the Authority and each Party. Withdrawal of a Party shall require an affirmative vote of the Party’s governing board. A Party that withdraws from the Authority pursuant to this subsection may be subject to certain continuing liabilities as described in this Agreement. The withdrawing Party and the Authority shall execute and deliver all further instruments and documents, and take any further actions as may be reasonably necessary to effectuate the orderly withdrawal of such Party. 6.2 Involuntary Termination. This Agreement may be terminated with respect to a Party for material non-compliance with provisions of this Agreement upon a two-thirds vote of the entire Board (excluding the vote of the Party subject to possible termination) taken in accordance with subsection 3.9.4.1. Prior to any vote to terminate this Agreement with respect to a Party, written notice of the proposed termination and the reason(s) for such termination shall be delivered 55695.00001\33485367.1 12 to the Party whose termination is proposed at least thirty (30) days prior to the regular Board meeting at which such matter shall first be discussed as an agenda item. The written notice of proposed termination shall specify the particular provisions of this Agreement that the Party has allegedly violated with supporting documentation. The Party subject to possible termination shall have the opportunity at the next regular Board meeting following the expiration of the thirty-day (30) day notice period to respond to any reasons and allegations that may be cited as a basis for termination. The Party’s response shall be evaluated at a public meeting prior to a vote regarding termination. A Party that has had its membership in the Authority terminated may be subject to certain continuing liabilities, as described in subsection 6.3. If the Board votes to terminate a Party’s membership in the Authority, the effective date of the termination shall be scheduled by the Board, in its reasonable discretion, to ensure adequate time for the transition of the terminated Party’s CCA Program customers to another electricity provider. The Parties expressly intend, agree and acknowledge that a Board action to terminate a Party’s membership in the Authority shall be upheld so long as it is not arbitrary and capricious, and is supported by substantial evidence. 6.3 Continuing Liability; Refund. Upon a withdrawal of a Party under subsection 6.1.2 or involuntary termination of a Party under subsection 6.2, the Party shall be responsible for any claims, demands, damages, or liabilities attributable to the Party through the effective date of its withdrawal or involuntary termination. Such Party also shall be responsible liable to the Authority for (a) any damages, losses, or costs incurred by the Authority which result directly from the Party’s withdrawal or termination, including, but not limited to, costs arising from the resale of capacity, electricity, or any attribute thereof no longer needed to serve such Party’s load, and removal of customers from the CCA Program resulting from the withdrawal or termination of the Party; and (b) any costs or obligations associated with the Party’s participation in any program in accordance with the program’s terms, provided such costs or obligations were incurred prior to the withdrawal of the Party. Except as otherwise specified, such Party shall not be responsible for any claims, demands, damages, or liabilities commencing or arising after the effective date of the Party’s withdrawal or involuntary termination. From and after the date a Party provides notice of its withdrawal or is terminated, the Authority shall reasonably and in good faith seek to mitigate any costs and obligations to be incurred by the withdrawing or terminated Party under this subsection through measures reasonable under the circumstances; provided, however, that this obligation to mitigate does not impose any obligation on the Authority to transfer any cost or obligation directly attributable to the membership and withdrawal or termination of the withdrawing or terminated Party to the ratepayers of the remaining Parties. Further the liability of the withdrawing or terminated Party shall be based on actual costs or damages incurred by the Authority and shall not include any penalties or punitive charges imposed by the Authority. The Authority may withhold funds otherwise owing to the Party or may require the Party to deposit sufficient funds with the Authority, as reasonably determined by the Authority, to cover the Party’s liability for the costs described above. The withdrawing or terminated Party agrees to pay any such deposit determined by the Authority in consultation with a third party audit firm. Any amount of the withdrawing or terminated Party’s funds held on deposit with the Authority above that which is required to pay any liabilities or obligations shall be returned to that Party. In the implementation of this subsection 6.3, the Parties intend, to the maximum extent possible, without compromising the viability of ongoing Authority operations, that any claims, demands, damages, or liabilities covered hereunder, be funded from the rates paid by CCA Program customers located within the 55695.00001\33485367.1 13 service territory of the withdrawing Party, and not from the general fund of the withdrawing Party itself. The liability of a withdrawing Party under this subsection shall be only to the Authority and not to any other Party. 6.4 Termination of Agreement. This Agreement may be terminated by vote of the Board in accordance with subsection 3.9.4.1, or by mutual agreement of all the Parties approved by majority votes of their respective governing bodies. provided, however, that this subsection shall not be construed as limiting the rights of a Party to withdraw in accordance with Section 6. 6.5 Disposition of Authority Assets Upon Termination of Agreement. Upon termination of this Agreement, any surplus money or assets in possession of the Authority for use under this Agreement, after payment of all liabilities, costs, expenses, and charges incurred by the Authority, shall be returned to the then-existing Parties in proportion to the contributions made by each. SECTION 7: MISCELLANEOUS PROVISIONS 7.1 Dispute Resolution. The Parties and Authority shall make efforts to settle all disputes arising out of or in connection with this Agreement. Before exercising any remedy provided by law, a Party or Parties and the Authority shall engage in nonbinding mediation in the manner agreed to by the Party or Parties and the Authority. In the event that nonbinding mediation does not resolve a dispute within one hundred twenty (120) days after the demand for mediation is made, any Party or the Authority may pursue any all remedies provided by law. 7.2 Liability of Directors, Officers, and Employees. The Directors, officers, and employees of the Authority shall use ordinary care and reasonable diligence in the exercise of their powers and in the performance of their duties pursuant to this Agreement. No current or former Director, officer, or employee will be responsible for any act or omission by another Director, officer, or employee. The Authority shall defend, indemnify, and hold harmless the individual current and former Directors, officers, and employees for any acts or omissions in the scope of their employment or duties in the manner provided by California Government Code § 995 et seq. Nothing in this subsection shall be construed to limit the defenses available under the law to the Parties, the Authority, or its Directors, officers, or employees. 7.3 Indemnification. The Authority shall acquire such insurance coverage as the Board deems necessary to protect the interests of the Authority, the Parties, and the Authority’s ratepayers. The Authority shall indemnify, defend, and hold harmless the Parties and each of their respective board members or council members, officers, agents, and employees, from any and all claims, losses, damages, costs, injuries, and liabilities of every kind to the extent arising directly or indirectly from the conduct, activities, operations, acts, and omissions of the Authority under this Agreement. 7.4 Assignment. The rights and duties of a Party may not be assigned or delegated without the advance written consent of all other Parties. Any attempt to assign or delegate such rights or duties without express written consent of all other Parties shall be null and void. This Agreement shall inure to the benefit of, and shall be binding upon, the successors and assigns of the Parties. This subsection does not prohibit a Party from entering into an independent agreement 55695.00001\33485367.1 14 with another entity regarding the financing of that Party’s contributions to the Authority (if any), or the disposition of proceeds which that Party receives under this Agreement, so long as such independent agreement does not affect, or purport to affect, the rights and duties of the Authority or the Parties under this Agreement. 7.5 Severability. If any part of this Agreement is held, determined, or adjudicated to be illegal, void, or unenforceable by a court of competent jurisdiction, the remainder of this Agreement shall be given effect to the fullest extent reasonably possible. 7.6 Further Assurances. Each Party agrees to execute and deliver all further instruments and documents, and take any further action that may be reasonably necessary to effectuate the purposes of this Agreement. 7.7 Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute but one and the same instrument. 7.8 Notices. Any notice authorized or required to be given pursuant to this Agreement shall be validly given if served in writing either personally, by deposit in the United States mail, first class postage prepaid with return receipt requested, or by a recognized courier service to the addresses specified on Exhibit A. Notices given (a) personally or by courier service shall be conclusively deemed received at the time of delivery and receipt and (b) by mail shall be conclusively deemed given 48 hours after the deposit thereof (excluding Saturdays, Sundays and holidays) if the sender receives the return receipt. All notices shall be addressed to the office of the clerk or secretary of the Authority or Party, as the case may be, or such other person designated in writing by the Authority or Party. Notices given to one Party shall be copied to all other Parties. Notices given to the Authority shall be copied to all Parties. [Signature to Follow on Next Page] IN WITNESS WHEREOF, the parties hereto have executed this Agreement as evidenced by the signatures below MEMBER AGENCY: CITY OF IRVINE By: Itto,riamlut kartistuv4i.. Name: Marianna Marysheva Title:Interim City Manager 11/20/2020 Dated: , 2020 Approved as to Form: ,may Attaikl City Attorney Approved as to Form: baron. Special Counsel CITY OF FULLERTON By: Name: Title: Dated: , 2020 Approved as to Form: City Attorney CITY OT.B41 NA PARK By: ame: Aaron France Title: Interim City Manager Dated: December 15, 2020 Approved as to Form: City Attorney 15 ATTEST: ADRIA M. JIMENEZ, M CITY CLERK U 11 55695.0000103485367.1 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as evidenced by the signatures below MEMBER AGENCY: CITY OF IRVINE By: Name: Title: Dated: , 2020 Approved as to Form: City Attorney Approved as to Form: Special Counsel Name: ke.In e,1-1.1 Omer Title: C.,11. Wt 721 Dated: I , 2020 15 55695.00001 \33485367.1 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as evidenced by the signatures below MEMBER AGENCY: CITY OF IRVINE CITY OF HUNTINGTON BEACH By: Name: Title: Dated: , 2020 Approved as to Form: City Attorney Approved as to Form: Special Counsel CITY OF FULLERTON By: Name: Title: Dated: , 2020 Approved as to Form: City Attorney 15 55695.00001\33485367.1 City Manager Approves, as to Form City Attorney CITY OF LAKE FOREST EXHIBIT A LIST OF PARTIES Founding Members: City of Irvine City of Fullerton 1 Civic Center Plaza 303 W. Commonwealth Ave. Irvine, CA 92606 Fullerton, CA 92832 City of Huntington Beach City of Buena Park 2000 Main Street 6650 Beach Blvd. Huntington Beach, CA 92648 Buena Park, CA 90622 City of Lake Forest 25550 Commercentre Dr. Suite 100 Lake Forest, CA 92630 EXHIBIT B ANNUAL ENERGY USAGE BY JURISDICTION 2019 Annual Load GWh1 City of Buena Park2 450 City of Fullerton 676 City of Huntington Beach 1,046 City of Irvine 1,937 City of Lake Forest 459 Total 4,569 1. Annual energy usage is preliminary data and has not been validated by Southern California Edison (SCE) at the time of execution of the Agreement. This Exhibit will be updated without requiring an amendment of the Agreement upon SCE validation of the data. 2. City's 2019 annual load is an estimated value that may change pending preliminary and validated data from SCE. 55695.00001\33526896.1 EXHIBIT C PARTY VOTING SHARES Estimated Voting Share' City of Buena Park 9.8% City of Fullerton 14.8% City of Huntington Beach 22.9% City of Irvine 42.4% City of Lake Forest 10.0% Total 100.0% 1. Estimated Voting Share is based on Exhibit B (Annual Energy Usage by Jurisdiction). Annual energy usage is preliminary data and has not been validated by Southern California Edison (SCE) at the time of execution of the Agreement. This Exhibit will be updated without requiring an amendment of the Agreement upon SCE validation of the data. 55695.00001\33526896.1 DocuSign Envelope ID: E6953DE9-EDE5-471C-AC16-82834D472329 EXHIBIT D FORM OF CAPITAL LOAN AGREEMENT AGREEMENT BETWEEN THE CITY OF IRVINE AND THE ORANGE COUNTY POWER AUTHORITY FOR THE ADVANCE OF FUNDS FOR IMPLEMENTATION OF A COMMUNITY CHOICE ENERGY PROGRAM This Agreement, effective ("Effective Date"), is by and between the CITY OF IRVINE, a municipal corporation and charter city ("City"), and the ORANGE COUNTY POWER AUTHORITY, a California joint powers authority ("Authority"), for the purpose of stating the terms for an advance of funds from the City to be repaid to City by the Authority as provided herein. City and Authority shall be referred to individually as a "Party" collectively as the "Parties." RECITALS A. On , the Authority was formed by participating Orange County cities, including the City, to administer a community choice aggregation ("CCA") program within the jurisdictional boundaries of its members in Orange County. B. Prior to formation of the Authority, the City funded a feasibility study, peer review, and other activities necessary to evaluate the feasibility and implementation of a CCA program. The City also funded certain costs to form the Authority and implement the CCA program for itself and the Authority's founding members. C. As expressly stated in that certain document entitled, Orange County Power Authority Joint Powers Agreement, at Section 5.5, which is incorporated herein by this reference, it was agreed upon by the parties thereto that the City would be reimbursed by the Authority for all costs regarding the feasibility and implementation of the CCA program, contingent upon the Authority's launch of the CCA program. D. The City estimates that its costs to study, form and implement the Authority are $250,000, which include, but are not limited to, costs for its feasibility study, peer review, City staffing, legal costs, member and stakeholder outreach, and formation of the Authority ("Formation Costs"). E. The City estimates that the Authority will need approximately $2,500,000 for working capital to pay for implementation costs through a projected launch of the CCA program in 2022 ("Pre-Launch Costs"). F. The City further estimates that the Authority will need up to an additional $8,000,000 to $20,000,000 in the form of a credit facility for operational support and power procurement as well as other cash fl ow needs, and that any such credit facility may require cash collateral from an Authority member between $2,000,000 to $5,000,000 ("Launch Costs"). 19 55695.00001\33485367.1 DocuSign Envelope ID: E6953DE9-EDE5-471C-AC16-82834D472329 G. The Parties desire to enter into this Agreement to document the Authority's repayment obligations to the City for all such funds expended on behalf of, or in support of, the formation of the Authority and implementation of the CCA program. AGREEMENT NOW THEREFORE, in consideration of their mutual promises and obligations, the Parties hereby agree as follows: 1. City Loan to the Authority. 1.1. Formation Costs. The Authority acknowledges that the City has expended certain City funds toward Formation Costs and agrees to reimburse the City for such costs in an amount not to exceed $250,000 dollars, subject to the repayment provisions herein. 1.2. Pre-Launch Costs. The City agrees to loan the Authority Pre-Launch Costs in the amount of $2,500,000 by January 1, 2021, which shall be used by the Authority for working capital costs associated with the Authority's launch, anticipated in 2022. 1.3 Launch Costs. The City agrees to post the necessary cash collateral, not to exceed $5,000,000, in order for the Authority to secure a credit facility for its Launch Costs for additional working capital associated with power procurement and operational support ("Credit Agreement"). The City will also provide a loan for Launch Costs if needed by the Authority should a Credit Agreement be unavailable or insufficient to cover the Authority's working capital needs. The terms and conditions of any City loan to the Authority for Launch Costs (excluding the cash collateral requirement above) shall be negotiated and agreed upon in an amendment to this Agreement, subject to the reasonable approval of the Parties. The Authority shall provide the City with the Authority's pro forma demonstrating the amount needed for the aforementioned City loan. 1.4. City Loan Amount. Formation Costs, Pre-Launch Costs, and Launch Costs shall be collectively referred to herein as "City Loan Amount." 2. Repayment; Interest. 2.1 Repayment Date. The Authority shall repay the City Loan Amount to City, plus interest, no later than the repayment date, which shall be January 1, 2027. The Parties acknowledge that they may modify the Repayment Date for the Launch Costs in an amendment to this Agreement depending on the terms and conditions of the Credit Agreement. 2.2 Interest Rate. In accordance with subsection 2.3, interest shall be paid on all outstanding portions of the City Loan Amount that bear interest. The interest rate on any outstanding amount shall be calculated according to the sum of the following calculation of each respective quarter: 20 55695.00001133485367.1 DocuSign Envelope ID: E6953DE9-EDE5-471C-AC16-82834D472329 Principal x Quarterly Interest Rate x (No. of Days in Quarter/No. of Days in Year) Where "Principal" is the relevant funding of the City Loan Amount as described herein; "Quarterly Interest Rate" is the gross earnings for the respective quarter as reported in the City of Irvine Treasurer's monthly investment report found on the Treasurer's website https://www.cityofirvine.org/administrative-services-department/investment-policies-and-reports "No. of Days in Quarter" is the sum of days of each month that make up each respective quarter; and "No. of Days in Year" is 365, except in leap years, in which the number of days in the year shall be 366. The City Loan Amount shall bear interest as follows: a. Formation Costs shall bear no interest whatsoever and shall be repaid to City as reimbursement for out-of-pocket expenses by the Repayment Date. b. Pre-Launch Costs shall bear interest beginning January 1, 2021 through the Repayment Date as estimated and set forth on Exhibit A, attached hereto. c. Launch Costs for the City's collateral associated with the Credit Agreement shall bear interest beginning on the effective date of the Credit Agreement. Launch Costs for amendment to this Agreement, as set forth in subsection 1.3, through the Repayment Date. In the event the City Loan Amount, along with any and all interest owed pursuant to this Section 2, are not repaid by the Repayment Date, any such amounts that remain outstanding shall accrue interest at the rate specified by law for prejudgment interest. 3. City Liability; Hold Harmless; Indemnification. 3.1 City Liability. The Authority acknowledges and agrees that by lending said funds to the Authority, the City does not assume any debt, liability, obligation, or duty whatsoever with respect to the Authority's operations, liabilities, business, or transactions. 3.2. Hold Harmless/Indemnification. The Authority shall hold harmless, indemnify and defend the City, its elected officials, officers, employees, and agents from and against any and all claims, suits or actions of every kind which arise out of the performance or nonperformance of the Authority's covenants, responsibilities, and obligations under this Agreement, and which result from the negligent or wrongful acts of the Authority or its board members, officers, employees, or agents. City shall hold harmless, indemnify and defend the Authority, its board members, officers, employees and agents from and against any and all claims, suits or actions of any kind which arise out of the performance or non-performance of the City's covenants, responsibilities and obligations under this Agreement and which result from the negligent or wrongful acts of the City or its elected officials, officers, employees or agents. In the event of concurrent negligence of the City, its officer or employees, and the Authority, its officers and employees, the liability for any and all claims for injuries or damages to persons 21 55695.00001 \ 33485367.1 DocuSign Envelope ID: E6953DE9-EDE5-471C-AC16-82834D472329 and/or property or any other loss or costs which arise out of the terms, conditions, covenants or responsibilities of this Agreement shall be apportioned according to the California theory of comparative negligence. 4. General Provisions. 4.1. Audit. Prior to January 1, 2023, the City may audit the Authority's expenditure of Pre-Launch Costs to confirm that such expenditures have been made consistent with the purposes of this Agreement. 4.2 Waiver. The waiver by City or Authority of any term, covenant, or condition herein contained shall not be deemed to a waiver of such term, covenant, or condition or any subsequent breach of the same or any other term, covenant, or condition herein contained. 4.2. Successors and Assigns/Assignment. The terms of this Agreement shall apply and bind the heirs, successors, executors, administrators and assigns of the Parties. No Party may assign this Agreement without the express written consent of the other Party, which shall not be unreasonably withheld. 4.3. Entirety/Amendment. This Agreement contains the entire understanding between the Parties relating to the obligations of the Parties described herein. No provision of this Agreement may be amended or added to except by an agreement in writing signed by the Parties or their respective successors in interest. This Agreement shall not be effective or binding until fully executed by both Parties. 4.4. Venue & Choice of Law. This Agreement shall be governed by and construed under the laws of the State of California. In the event of any legal action to enforce or interpret this Agreement, the sole and exclusive venue shall be a court of competent jurisdiction located in Orange County, California. 4.5. Independent Entities. This Agreement is by and between two independent entities and is not intended to and shall not be construed to create the relationship of agent, servant, employee, partnership, joint venture, joint employer, or association. 4.6. Authority to Execute Agreement. The Parties each warrant that they have the authority to execute this Agreement and that all actions have occurred, and all necessary approvals or consents have been obtained to allow each party to enter into this Agreement. 4.7. Notices. All notices provided for herein shall be in writing and shall be delivered to the appropriate parties as provided below: For City: Attn: City Manager City of Irvine 1 Civic Center Plaza Irvine, CA 92606 22 55695.00001133485367.1 DocuSign Envelope ID: E6953DE9-EDE5-471C-AC16-82834D472329 For Authority: TBD 23 55695.00001'33485367.1 DocuSign Envelope ID: E6953DE9-EDE5-471C-AC16-82834D472329 IN WITNESS WHEREOF, Authority and City have executed this Agreement on the date set forth below. CITY OF IRVINE Date: 11/20/2020 By: at 4 4114jitjA4 4144114"." Title: Interim City Manager Approved as to Form: Yffrui Attitiut4 City Attorney ORANGE COUNTY POWER AUTHORITY Date: By: Title: Approved as to Form: General Counsel 24 55695.00001133485367.1 DocuSign Envelope ID: E6953DE9-EDE5-471C-AC16-82834D472329 EXHIBIT A PRE-LAUNCH COSTS INTEREST SCHEDULE Loan Borrower Orange County Power Authority Loan Amount/Pre-Launch $2,500,000 Loan Start Date 1/1/2021 Loan Maturity Date 1/1/2027 Estimated Interest Rate 1.75% See Note on Interest Rate Period Interest Cumulative Interest 3/31/2021 10,787.67 $10,787.67 6/30/2021 10,907.53 21,695.21 9/30/2021 11,027.40 32,722.60 12/31/2021 11,027.40 43,750.00 3/31/2022 10,787.67 54,537.67 6/30/2022 10,907.53 65,445.21 9/30/2022 11,027.40 76,472.60 12/31/2022 11,027.40 87,500.00 3/31/2023 10,787.67 98,287.67 6/30/2023 10,907.53 109,195.21 9/30/2023 11,027.40 120,222.60 12/31/2023 11,027.40 131,250.00 3/31/2024 10,877.73 142,127.73 6/30/2024 10,877.73 153,005.46 9/30/2024 10,997.27 164,002.73 12/31/2024 10,997.27 175,000.00 3/31/2025 10,787.67 185,787.67 6/30/2025 10,907.53 196,695.21 9/30/2025 11,027.40 207,722.60 12/31/2025 11,027.40 218,750.00 3/31/2026 10,787.67 229,537.67 6/30/2026 10,907.53 240,445.21 9/30/2026 11,027.40 251,472.60 12/31/2026 11,027.40 $262,500.00 Pre-Launch Loan $2,500,000.00 Total Due 1/1/2027 $2,762,500.00 Note: Interest Rate is based on the average of last six months of interest earned on the City's investment portfolio. 25 55695.00001133485367.1 Page 1 of 1 Sierra Madre: Joe Mosca’s political career goes south John Crawford •May 7, 2022 at 12:15 p.m. Encinitas if famed for its flower farms and perhaps also for its politics of development. (AP 11/12/23, 11:16 PMPage 1 of 4 Photo/Lenny Ignelzi) While more recent arrivals in town may be unaware of this fellow’s significance, veteran Sierra Madreanos are likely to remember Joe Mosca. The one-time mayor of Sierra Madre first arrived in town in late 2005, only to run for City Council less than a year later. Obviously he was a young man in a hurry. One of splendid gifts and much promise all were assured by his handlers. Running as a preservationist opposed to a clunky mixed-use nightmare known as the “Downtown Specific Plan,” Joe rode to elective glory upon a wave of local revulsion at the city’s fraudulent proto-development political establishment. When his election gave slow-growthers a clear City Council majority, many declared the town’s troubles over. Alas, no. As often happens with local baby-kissers, Mosca quickly flipped on everything he’d previously promised. He became an aggressive supporter of the very project he’d opposed when running for office. Something that led to a successful resident land use revolt called Measure V, an unsuccessful recall, general civic mayhem, plus some annoying blogs. Then, for reasons remaining unclear to this day, in 2011 Joe suddenly resigned his office. This only months after he’d won re-election with a campaign vowing his eternal love of Sierra Madre. Some credited Chris Holden for effortlessly crushing Mosca’s state Assembly ambitions, leaving him with little reason to stay. Others pointed to his physician husband being awarded a lucrative job in San Diego, bread winner’s needs carrying the day. Shortly after landing in the San Diego County surf and sand suburb of Encinitas, Mosca somehow managed to get himself appointed to an open 11/12/23, 11:16 PMPage 2 of 4 seat on that City Council. This despite the many other hopeful applicants who’d lived there for more than a hot minute. When he actually needed to run for that seat a few years later, he barely eked out a victory over an 80- year-old resident who rarely left the house due to his ailments. The ad spots run by his opponent’s campaign featured footage of Mosca acting up at Sierra Madre City Council meetings. If you’ve ever lived in Sierra Madre you should go to the March 20 entry of The Tattler and check one out. You might be in it. Which leads us to the present, and a story that ran in several Encinitas weeklies. Apparently they all share the same reporter. “Mosca announces he won’t run again for Encinitas City Council: Encinitas City Councilman Joe Mosca will not seek another term in office, he announced at the March 16 council meeting.” Deja vu? Again? I asked a politically connected Encinitas resident what’s up with this. The reply:  “Mosca certainly would have encountered an absolutely brutal campaign going up against a respected Planning Commissioner, someone who knows the code and fights for residents. Joe’s reputation in Encinitas, and especially in his district, is one of favoring over-development. Specifically burdening his district, mostly horse country having wildfire evacuation issues already, with the high-density 283-unit Goodson project, which spawned the citizens group Encinitas RRD.” Joe and his development issues. They follow him wherever he may roam. My poetic informant then added this: “Joe never stops talking. The endless thanking of city staff (who often get things wrong at resident expense) is mind-blowing. His revisions of history are outright lies and he has no shame telling them, straight-faced, to people 11/12/23, 11:16 PMPage 3 of 4 knowing better.” Can it be that Mosca has simply worn everybody in Encinitas out? Certainly this wouldn’t be the first time. But is it really the end of Joe? Is there going to be a third town? As one prognosticator on my site opined, “My guess is he will move to El Centro, and run for their City Council as Jose Mosca.” John Crawford publishes the Sierra Madre Tattler. 11/12/23, 11:16 PMPage 4 of 4