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Home My WebLink About11-19-14 City Administration Committee Meeting Agenda xT1'qc CA Meeting DATE:November 19,2014 r �-'-=o_� TIME: 6:00 pm 5 i J .< LOCATION: 3`d Floor, z_411i City Administration Committee City Hall,Council Chambers AGENDA ITEMS Item Voting Presenter(s) Time Item? Allotted Chair, Deb Mohlenhoff 1. Call To Order *Note: We will review the number of 15 Min* 1.1 Agenda Review No cards received at the beginning of each 1.2 Review and Approval of Minutes Yes meeting and adjust time if needed. Approval of Ocotber 2014 Minutes 1.3 Statements from the Public No 1.4 Statements from Employees No 1.5 Council Response No (6:15 p.m.) 2. Standing Sub-Committee and Staff Reports 2.1 DAC -Presentation on Survey Results No Erin M. Sember-Chase 15 Min 2.2 Presentation from EnergizeNY No Jospeh Del Sindaco,EnergizeNY 20 Min 2.3 Report on Panhandling No Aaron Lavine, City Attorney 20 Min (7:10 p.m.) 3. City Administration,Human Resources, and Policy 3.1 One Year Extension Town-City Fire Contract Yes Aaron Lavine, City Attorney 10 Min 3.2 Power Purchase Agreement with Solar City for Yes Nick Goldsmith, Sustainability Coordinator Solar Farm 15 Min (7:35 p.m.) 4. Finance,Budget,and Appropriations 4.1 DPW—Request to Amend CP 791 Lake Street Yes Adisu Gebre,Bridge Engineer 15 Min Bridge at Fall Creek Reconstruction 4.2 DPW—Request to Modify Work Hours Yes Erik Whitney,Asst. Supt.—W&S 10 Min 4.3 Finance—Authorization to Cover Red Accounts Yes Steve Thayer, City Controller 5 Min 4.4 Finance—Request to Amend Budget to Yes Steve Thayer, City Controller Account for 2014 Tompkins County Celebrations Grants 5 Min (8:10 p.m.) 5. Performance Measures No Kevin Sutherland, Chief of Staff 5 Min (8:15 p.m.) 6. Meeting Wrap-up All 5 Min 6.1 Announcements No 6.2 Review Agenda Items for next meeting No 6.3 Adjourn Yes (8:20 p.m.) Committee Charge: The CA committee will: Review financial and administrative issues pertaining to the City,along with items relating to the City of Ithaca workforce environment,intergovernmental relations and human resources. If you have a disability that will require special arrangements to be made in order for you to fully participate in the meeting, please contact the City Controller's Office at 607-274-6576 at least 48 hours before the meeting. CA Item# 2.1 November 11, 2014 2013 Disability Advisory Committee (DAC) Survey Summary: Challenges and Recommendations Prepared For: Ithaca City Administration Survey and Summary Overview: This survey was advertised broadly throughout city in Fall, 2013. We had 85 people respond. We asked them to check off any of the listed challenges they believe an individual with a disability faces in Ithaca, with the option of checking "other" and writing in. They were then asked the open ended question, "What do you think could be done to remove these obstacles". Below is a summary of the trends in challenges cited, as well as recommendations offered by our community members. Challenges for people with disabilities, as cited by survey responders: • Nearly 60% cited poor snow and ice removal. • Nearly 3% said there was need for more effective communication methods to be provided via city website, while over 10% cited effective communication needs to be more present at city meetings. • 30% cited cars or other vehicles blocking/parking across sidewalks. • Nearly 50% cited trees and bushes obstructing pathways, sidewalks, or crosswalks. • Trends seen in open ended comments were: o Lack of accessible parking options and/or accessible parking spaces being taken by others without disabilities, including city employees/offices. o Other people, including city employees, lacking awareness, education, or appropriate attitudes toward individuals with disabilities and their needs. o More comments re/ manmade obstructions on sidewalks, such as tables and chairs on sidewalks, trees on curbs, providing little walking space between/around, etc. CA Item #2.1 November 11, 2014 Recommendations: • ENFORCEMENT AND EDUCATION: a majority of responders cited the need for widespread education on the above issues, as well as for the City and Police to hold property and business owners responsible/accountable. Specific suggestions include: o Stronger education and enforcement, such as through issuing fines, when owners don't keep sidewalks clear of obstructions and/or snow/ice o Ticketing people who violate accessible parking rules o Install signage where parking is restricted so as to not block accessible spaces or entrances o Educating TCAT drivers more about driving slower o Educating everyone more about disability issues and needs o Including information on city website about how to report problems like this as well as how to get ahold of the DAC. • FOCUS ON SNOW AND ICE REMOVAL/MAINTENANCE: City needs to prioritize this more. One person suggested that the City keep a registry of community members/volunteers who can shovel or who the City can hire to do snow removal, such as for elderly and disabled people. • FIX BROKEN SIDEWALKS AND CURB CUTS: this included fixing other barriers that exist, but primary emphasis was on sidewalks. • IMPROVE COMMUNICATION AT CITY MEETINGS: provide priority seating for people with visual/hearing disabilities; give information in multiple formats (i.e. Braille, electronically, etc). • INVOLVE PEOPLE WITH DISABILITIES IN PLANNING: A few people emphasized the need for incorporating accessibility improvements during construction and renovations and that citizens with disabilities should be sought out/consulted during the planning and review phases. CA Item#2.2 Energy Improvement Corporation (EIC) • MUNICIPAL MEMBERSHIP CRITERIA ENERGIZE NEW RK"' FINAL- 5/9/2013 oo A NYS Municipality desiring membership (the "Applicant") shall be a municipality of the State of New York with Tax Lien authority. oo The Applicant must apply to the EIC in writing through its chief executive officer or chief fiscal officer and must authorize its participation in the financing of a "Project" or "Projects" through the Corporation (as defined in NYS GENERAL MUNICIPAL Law-119-ff). 0o The Applicant must currently be rated no lower than "A" or "A.2" by any of the three rating agencies listed here: Moodys, Standard and Poors, and Fitch ratings service. oc The EIC BOARD must approve the Applicant. In addition, the Applicant must show completion of the following steps: 1) Pass the Energize NY Benefit Finance Local Law enabling the provision of Energize NY Benefit Financing to eligible residents of the Municipality, 2) Approve the EIC/Municipal Agreement, 3) Intent to participate in the Annual Meeting of the EIC to be held on or around March 31 or each year in order to elect the Board of Directors and discuss other matters of the corporation. A written letter from the EIC's Board of Directors to the Applicant will confirm membership. PRIVATE AND CONFIDENTIAL— NOT TO BE DISTRIBUTED CA Item#2.2 40w** ® � ADDING AN ENERGY IMPROVEMENT CHARGE TO THE v ENERGIZE MUNICIPAL TAX BILL OF A BENEFITED PROPERTY NEW YORK FINAL - 6/14/2012 Comfort and Savings for Your Home Assumptions: 1) Local Law has passed and EIC/Municipal Agreements and Resolutions joining EIC are in place enabling the provision of Energy Improvement financing and formalizing the relationship between EIC and Town. 2) Benefited property has cleared EIC financing criteria and has been improved. Steps: a) EIC provides list and other Agreement documentation of newly benefited properties ("Additions") to Municipal Clerk monthly or as needed i. List of newly approved Additions to include: i. PARCEL ID (SECTION, BLOCK LOT) ii. PARCEL ADDRESS iii. SWISS CODE (TOWN IDENTIFING CODE) iv. Origination date, v. Total notional of financing, vi. Annual payment. b) Municipal Clerk provides list to Municipal Board for approval to have an Energy Improvement Charge added to each benefited property's tax bill and add them to the tax roll. c) Monthly or as needed, Municipal Board to pass a resolution to add Energy Improvement Charge(s) to the tax rolls. d) EIC provides Annual Report to Municipal Assessor, Tax Receiver, Municipal Clerk and Comptroller three months before municipal taxes are due. i. List of newly approved benefited properties ("Additions") to add to Assessment rolls. Data to include: i. PARCEL ID (SECTION, BLOCK LOT) ii. PARCEL ADDRESS iii. SWISS CODE (TOWN IDENTIFING CODE) ii. List of existing benefited properties with i. PARCEL ID (SECTION, BLOCK LOT) ii. PARCEL ADDRESS iii. SWISS CODE (TOWN IDENTIFING CODE) iii. List of benefited properties that have satisfied the financing terms ("Satisfactions") and the satisfaction date, iv. Notice of satisfaction, PRIVATE AND CONFIDENTIAL— NOT TO BE DISTRIBUTED CA Item#2.2 v. Origination date, vi. Total notional of financing, vii. Total outstanding balance, viii.Annual payment, ix. Total annual Municipal collections due to EIC e) Municipal Board to pass a resolution to add any additional Energy Improvement Charge(s) to the tax rolls from the current year up until three months before municipal taxes are due. f) Approximately two and one half months before municipal taxes are due, Municipal Assessor creates the bucket (special "Move tax" code) and places it on the tax rolls. - NOTE: recommendation for one Code generation method: ("Energy Improvement Charge22" OR "EIC 22" = Charge with satisfaction date of 2022), i. TIP: put $ amount from EIC as per codes in text file form—imputs into Tax Program System (eg: RPS) g) Assessor/TR verifies deletions and additions (Two months before municipal taxes are due) h) Rolls are Imported into Tax Program System (One and one half months before municipal taxes are due) i) Tax Receiver to run verification report to compare EIC expectations of total revenue to Assessor expectations of revenue. (One and one half months before municipal taxes are due) j) Tax Bills Print and Mail (One month before municipal taxes are due) k) Tax Receiver receives Charge payments (Municipal tax due date) 1) EIC's Trustee receives Charge Payments (Within 30 days of Municipal Tax due date) PRIVATE AND CONFIDENTIAL—NOT TO BE DISTRIBUTED CA Item#2.2 ( r9) ENERGIZE- NEW YORK ENERGIZE NY BENEFIT FINANCING UNDERWRITING STANDARDS 0o Clear Title + Corporate/organizational documents in order oo Owner has not filed for bankruptcy for 7yrs oo There are no outstanding taxes or involuntary liens on the property in excess of $1000 oo Property is not in foreclosure and there have been no recent mortgage or other property-related debt defaults. oo Maximum total of existing loans relative to Appraised Value must be less or equal to 80% oo Maximum Energize Benefit Financing amount relative to Appraised Value less or equal to 10% oo Current on Mortgage 0o Property tax payment record is clear for 3yrs oo Property Location in EIC Member Municipality oo Savings Investment Ratio test > 1 oo Energy Improvements permanently affixed to property oo Required Assessment, Scope and Upgrade through NYSERDA HPwES or other NYSERDA approved upgrade program oo Must be existing structures that are benefited oo Energize Benefit Financing amount shall be repaid over a term not to exceed the weighted average of the useful life of such systems and improvements as determined by NYSERDA approved energy audit/assessment study oo Must show predicted positive cash flow > 1% of annual assessment payments. oo Energize Benefit Financing net of ALL non tax based incentives oo Building Owner sign off on the work being completed oo Maximum Financing: 0 1-4 Family Residential Buildings— $30,000 o Commercial and Large Multi-Family Buildings —Subject to 10% Max Value and 80% LTV rule oo Minimum Financing—$3,000 oo Must show existing lender consent (Commercial Property) PRIVATE AND CONFIDENTIAL/NOT TO BE DISTRIBUTED WITHOUT PRIOR APPROVAL FROM EIC BOARD ENERGY IMPROVEMENT CORPORATION MUNICIPAL AGREEMENT This Agreement made as of this _ day of , 20_ (the "Agreement"), by and between the (the "Municipality") and the Energy Improvement Corporation ("EIC") (both the Municipality and EIC may hereinafter be referred to individually as a "Party" and collectively as the "Parties"), sets forth the duties and obligations of each Parry in connection with the Municipality's participation in the Energize New York Benefit Finance Program (the "Program"). WHEREAS, EIC is a local development corporation duly formed under Section 1411 of the Not-For-Profit Corporation Law of the State of New York, for the purpose of promoting, facilitating and financing energy audits and renewable energy system feasibility studies, energy efficiency improvements and alternative or renewable energy generating systems (as such terms are defined in Section 119-ff of the General Municipal Law of the State of New York) (collectively, the "Energy Improvements") on properties within its Participating Municipalities (as defined below), thereby promoting the public good by reducing greenhouse gas emissions, mitigating the effect of global climate change and lessening the burdens of government; and WHEREAS, Participating Municipalities are those municipalities within the State of New York that have established by local law, pursuant to Article 5-L of the General Municipal Law of the State of New York, a sustainable energy loan program for the issuance of financing to the owners of real property located within the Participating Municipality to finance Energy Improvements, and have authorized EIC to act on behalf of the Participating Municipality to carry out the Program through, among other things, the issuance of financing to property owners within such Participating Municipality, and have met the minimum criteria established by EIC to admit new Participating Municipalities; and WHEREAS, the Municipality adopted Local Law on 20_, pursuant to Article 5-L of the General Municipal Law of the State of New York, which Local Law also authorized EIC to act on its behalf in carrying out its Program; Now, THEREFORE, in consideration of the mutual promises contained in this Agreement,the Parties agree as follows: 1. Duties of EIC It is understood by the Parties that EIC will be responsible for the performance of the following duties: 2/21/13 a) Receive and review applications submitted by property owners within the Municipality for financing of Energy Improvements ("Property Owner(s)"), and approve or disapprove such applications in accordance with underwriting procedures and requirements established by EIC. b) Review the applications, energy assessments and scopes of work prepared for and by the Property Owners to establish the amount of financings to be approved pursuant to the requirements of the Program. c) Execute finance agreements (the "Finance Agreement") by and between EIC (on behalf of the Municipality) and the Property Owners for financing of Energy Improvements, which shall set forth the terms and conditions for the disbursement and repayment of financing and the duties and obligations of each Property Owner and EIC with respect to the acquisition, construction and installation of Energy Improvements (upon execution of the Finance Agreement by the Property Owner and EIC, the property that is the subject of the Finance Agreement shall be deemed a "Benefited Property"). Copies of all executed Finance Agreements for all Benefited Properties within the Municipality shall be provided to the Municipality by EIC upon execution. d) Receive and review the certificates of completion submitted by the Property Owners of Benefited Properties (or the contractor hired by the owner of a Benefited Property) following installation or construction of Energy Improvements on such Benefited Property, and disburse funds to the Property Owner of the Benefited Property or his/her/its agent upon approval of such certificate in accordance with the terms of the Finance Agreement and the Program. e) Deliver to the Municipality an annual report (the "Annual Report") three months prior to when Municipal Taxes are due which shall contain information related to each Benefited Property within the Municipality through the end of the immediately preceding calendar year, including: i. A list of each newly approved Benefited Property for which the Property Owner or previous Property Owner of the Benefited Property executed a Finance Agreement within the annual time period covered by such report (for which a charge shall be added by the Municipality to its tax rolls in accordance with Paragraph 2b below). All Benefited Properties shall be identified in the Annual Report by address and Tax Map Identification (i.e. section, block and lot); ii. A list of each existing Benefited Property for which the Property Owner or previous Property Owner of such Benefited Property executed a Finance Agreement. All Benefited Properties shall be 2/21/13 2 identified in the Annual Report by address and Tax Map Identification (i.e. section, block and lot); iii. A list of each Benefited Property within the Municipality where all obligations under the Finance Agreement have been satisfied or paid in full during the calendar year including the satisfaction date and a copy of the notice of satisfaction; iv. For each non-satisfied Benefited Property (including each newly approved Benefited Property): a. the date of the Financing Agreement, b. the notional amount of the financing, c. the total principal balance and accrued interest outstanding, d. the annual payment due to EIC (which shall include principal and accrued interest) associated with such Benefited Property (including the amount of accrued interest on the initial payment, if different); v. the total annual payment due to EIC from all Benefited Properties in the Participating Municipality (which shall include principal and accrued interest), which shall be paid by the Municipality within thirty (30) days of the date upon which payment is due to the Municipality as part of the municipal tax bill in accordance with Paragraph 2(c) and the balance of any delinquent charge payment reported by the Municipality during the term of the Financing Agreement pursuant to Paragraph 2(d) and; vi. All other information EIC may deem to be relevant to each Benefited Property within the Municipality. f) Create an account (the "EIC Trust Account") held by a trustee that will accept payments from the Municipality made in accordance with Paragraph 2(d) below, and create a separate account (the "EIC Administrative Fee Account") to receive the transfer of those funds deposited within the EIC Trust Account that constitute payment of EIC administrative fees; g) Provide customer service by telephone to the Municipality during the hours of 9:00 a.m. through 5:00 p.m. Monday through Friday, Eastern Standard Time, excluding state and federal holidays; h) Upon EIC's receipt of payment in full under a particular Finance Agreement, send a letter of satisfaction by email to the Municipality notifying it that such Property Owner or subsequent owner of the Benefited Property has satisfied his/her/its obligations under the terms of the Financing Agreement; 2/21/13 3 2. Duties of the Municipality It is understood by the Parties that the Municipality will be responsible for the performance of the following duties: a) Maintain copies received from EIC of each Finance Agreement for a Benefited Property throughout the term of the Finance Agreement relating to such Benefited Property, which shall be maintained until all obligations of the owner of such Benefited Property that are set forth in the Finance Agreement have been satisfied. b) Within thirty (30) days of receipt of the Annual Report, add a charge to its tax rolls for each newly approved Benefited Property listed therein, and include such charge in the next ensuing tax levy so that such charge shall be included on and due in the same manner and at the same time and in the same installments as the municipal taxes on real property are due within the Municipality and shall become delinquent at the same times, shall bear the same penalties and interest after delinquency, and shall be subject to the same provisions for redemption and sale as the general municipal taxes on real property of the Municipality. c) Within thirty (30) days of the due date of the municipal taxes, including the charge pursuant to a Finance Agreement, remit payment to the EIC Trust Account in the amount equaling the total annual payments due to EIC from each Benefited Property within the Municipality, regardless of whether the Municipality actually has received such payments from the owner of the Benefited Property. Failure to deliver payments to EIC would be considered an event of default hereunder. d) Deliver to EIC an annual delinquency report (the "Delinquency Report") no later than (90) days after the due date for the municipal taxes, including the charge, which shall: (i) list each Benefited Property that is delinquent in charge payments owed for such Benefited Property, (ii) provide the amount owed to the Municipality by the owner of such Benefited Property (including penalties and interest on delinquent charge payments), and (iii) outline the steps taken or to be taken and progress made in recovering delinquent charge payments from the owner of such Benefited Property. e) Make all reasonable efforts to assist EIC in carrying out the Program within the Municipality. 3. Program Modification The Municipality may modify the Program by limiting the types of properties which may receive financing for Energy Improvements and/or the amount of financing available within the Municipality. The Municipality shall provide written notice to 2/21/13 4 EIC of such proposed modification. The proposed modification shall only become effective upon written approval from EIC provided to the Municipality, which shall not be unreasonably withheld. Such approval shall have no effect on the duties and obligations owed by each Party hereto in connection with this Agreement and any Benefited Property for which a Finance Agreement was executed prior thereto. 4. Non—Payment a) Failure of a Participating Municipality to deliver payments to EIC within thirty (30) days of when due shall be considered an event of default and EIC shall be entitled to pursue any one or more of the remedies set forth below. b) No Participating Municipality shall be responsible for the deficient payment of another Participating Municipality. 5. Terms of Membership The Municipality understands and agrees that membership in EIC is at the discretion of the Board of Directors of EIC and is conditional upon satisfying the membership criteria established by the EIC Board, as may be amended from time to time at the sole discretion of the Board, as well as compliance with the terms of the By-Laws of EIC. If a Participating Municipality's bond credit rating drops below "A" as rated by Standard and Poors and/or"A2" as rated by Moodys and/or "A" by Fitch Ratings Service, EIC will no longer provide financings to Properties within such Municipality. 6. Reserve Funds and Permanent Loss (a) EIC shall maintain one or more reserve funds (each a "Reserve Fund", collectively, the "Reserve Funds") to protect and compensate EIC, Participating Municipalities, lenders of funds to EIC, and other third parties approved by EIC against potential losses, including without limitation losses suffered by a Participating Municipality resulting from defaulted charge payments only in the event of a Permanent Loss (defined below) with respect to a Benefited Property. Certain Reserve Funds may be restricted in that they may only be used in conjunction with financings made to properties located within one or more designated Participating Municipalities. All Reserve Funds will be held at a bank or trust company located and authorized to do business in NYS. Reserve Funds will be invested in accordance with the investment guidelines approved by EIC (the "Investment Guidelines") as may be amended from time to time. (b) EIC reserves the right to refuse to make a financing to a property located within a Member Municipality in the event EIC determines, in its sole discretion, that there are inadequate reserve funds. (c) A loss shall not be deemed a permanent loss until the Participating Municipality has exhausted all remedies at law in an effort to collect the defaulted charge payments, including but not limited to the redemption and sale of the Benefited 2/21/13 5 Property where the proceeds are not sufficient to recover all amounts paid by the Municipality to EIC after the proceeds of such sale have been proportionately applied to all amounts owed to the Municipality at the time of such sale as a result of the non-payment of taxes ("Permanent Loss") . In order to collect from the Reserve Fund in the event of a Permanent Loss, the Municipality must provide EIC with all documentation as may be reasonably requested by EIC to document such Permanent Loss and must not be in default to EIC, including having made all payments to EIC when due. 7. Remedies Upon Default Should the Municipality default in any of its obligations hereunder, including but not limited to failure to make payments to EIC as required hereunder, EIC shall be entitled to any remedy it may have at law and as set forth below. EIC may utilize any one or all of these remedies at EIC's sole discretion. a) If the Municipality fails to make a required payment to EIC and the Municipality collects penalties or interest from the Property Owner for late payment, the Municipality shall pay to EIC all such penalties or interest attributable to the charge collected by the Municipality on behalf of EIC. b) EIC shall have the right to discontinue providing any new financings to Properties located within the Municipality. c) EIC may suspend the Municipality's membership in EIC. 8. Formation; Authority Each Parry represents and warrants to the other that it has complied with all laws and regulations concerning its organization, its existence and the transaction of its business and that all necessary steps have been taken to authorize it to execute, deliver and perform its respective obligations under this Agreement, and no consent or approval of any third party is required for either Party's execution of this Agreement or the performance of its obligations contained herein. The individual executing this Agreement on behalf of each Party has been and is duly authorized to bind his/her respective Party. 9 No Violation or Litigation The performance by each Party of its respective obligations contained in this Agreement will not and do not conflict with or result in a breach of or a default under any of the terms or provisions of any other agreement, contract, covenant or security instrument or any law, regulation or ordinance by which the Party is bound. There is no litigation, action, proceeding, investigation or other dispute pending or threatened against either Party which may impair its ability to perform its respective 2/21/13 6 duties and obligations hereunder. 10. Notices Any and all notices, demands, or other communications required or desired to be given hereunder by either Party shall be delivered electronically and in writing by certified mail, return receipt requested as follows: EIC: Thomas Bregman Energy Improvement Corporation 321 Bedford Rd, Bedford Hills,NY 10536 Joseph Del Sindaco Energy Improvement Corporation 321 Bedford Rd, Bedford Hills,NY 10536 Attention: Tom Bregman Joseph Del Sindaco E-mail: tom@energizeny.org Treasurer@energizeny.org With a copy to: James Staudt, Esq. McCullough, Goldberger& Staudt, LLP 1311 Mamaroneck Avenue, Suite 340 White Plains,N.Y. 10605 E-mail:jstaudt@mgslawyers.com MUNICIPALITY: With a copy to: 2/21/13 7 Either Party hereto may change its address for purposes of this paragraph by providing written notice to the other party in the manner provided above. 11. Governing Law. This Agreement shall be construed and governed in accordance with the laws of the State of New York. Any legal action to be brought under this Agreement must be instituted in State or Federal Courts having jurisdiction located in Westchester County,New York. IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the day and year first written above. The Parties hereto agree that facsimile signatures shall be as effective as if originals. Date: , 20_ Energy Improvement Corporation By: PRINT NAME: Date: , 20_ Municipality Name: By: PRINT NAME: 2/21/13 8 2/22/13 FINAL LOCAL LAW NO. —2012 A LOCAL LAW TO ESTABLISH A SUSTAINABLE ENERGY LOAN PROGRAM IN THE Be it enacted by the of the County of as follows: Section 1. The Code of the is hereby amended by adding a new Chapter , entitled"Energize NY Benefit Financing Program,"to read as follows: ARTICLE I §1. Legislative findings, intent and purpose, authority. A. It is the policy of both the and the State of New York to achieve energy efficiency and renewable energy goals, reduce greenhouse gas emissions, mitigate the effect of global climate change, and advance a clean energy economy. The finds that it can fulfill this policy by providing property assessed clean energy financing to property owners for the installation of renewable energy systems and energy efficiency measures. This chapter establishes a program that will allow the Energy Improvement Corporation ("EIC"), a local development corporation, acting on behalf of the , to make funds available to qualified property owners that will be repaid by such property owners through charges on the real properties benefited by such funds, thereby fulfilling the purposes of this chapter and fulfilling an important public purpose. B. The is authorized to implement this Energize NY Benefit Financing Program pursuant to Article 5-L of the New York General Municipal Law. C. This chapter shall be known and may be cited as the "Energize NY Benefit Financing Program Law of the ". §2. Definitions For purposes of this chapter, and unless otherwise expressly stated or unless the context requires, the following terms shall have the meanings indicated: 2/22/13 FINAL Authority — The New York State Energy Research and Development Authority, as defined by subdivision two of section eighteen hundred fifty-one of the public authorities law, or its successor. EIC — the Energy Improvement Corporation, a local development corporation, duly organized under section fourteen hundred eleven of the Not-For-Profit Corporation Law, authorized hereby on behalf of the to implement the Energize NY Benefit Financing Program by providing funds to qualified property owners (as defined in this chapter) and providing for repayment of such funds from monies collected by the tax collector as a charge to be levied on the real property and collected in the same manner and same form as the taxes. Energy Audit — A formal evaluation or "assessment" of the energy consumption of a permanent building or structural improvement to real property, conducted by a contractor certified by the Authority, or certified by a certifying entity approved by the Authority, for the purpose of identifying appropriate energy efficiency improvements that could be made to the property. Energy Efficiency Improvement—Any renovation or retrofitting of a building to reduce energy consumption, such as window and door replacement, lighting, caulking, weatherstripping, air sealing, insulation, and heating and cooling system upgrades, and similar improvements, determined to be cost-effective pursuant to criteria established by the Authority, not including lighting measures or household appliances that are not permanently fixed to real property. Qualified Property Owner — An owner of residential or commercial real property located within the boundaries of the that is determined to be eligible to participate in the Energize NY Benefit Financing Program under the procedures for eligibility set forth under this chapter. Renewable Energy System—An energy generating system for the generation of electric or thermal energy, to be used primarily at such property, by means of solar thermal, solar photovoltaic, wind, geothermal, anaerobic digester gas-to-electricity systems, fuel cell technologies, or other renewable energy technology approved by the Authority not including the combustion or pyrolysis of solid waste. Renewable Energy System Feasibility Study — A written study, conducted by a contractor certified by the Authority, or certified by a certifying entity approved by the Authority, for the purpose of determining the feasibility of installing a renewable energy system. §3. Establishment of an Energize NY Benefit Financing Program A. An Energize NY Benefit Financing Program is hereby established by the , whereby EIC acting on its behalf, may provide funds to 2/22/13 FINAL Qualified Property Owners in accordance with the procedures set forth under this chapter, to finance the acquisition, construction and installation of Renewable Energy Systems and Energy Efficiency Improvements and the verification of the installation of such systems and improvements. B. The funds provided shall not exceed the lesser of ten percent of the appraised value of the real property where the Renewable Energy Systems and/or Energy Efficiency Improvements will be located, or the actual cost of installing the Renewable Energy Systems and/or Energy Efficiency Improvements, including the costs of necessary equipment, materials, and labor and the cost of verification of such systems and improvements. §4. Procedures for eligibility A. Any property owner in the may submit application to EIC on such forms as have been prepared by EIC and made available to property owners on the website of EIC and at the offices. B. Every application submitted by a property owner shall be reviewed by EIC acting on behalf of the , which shall make a positive or negative determination on such application based upon the criteria for making a financing enumerated in subsection A of section 5 of this chapter. EIC may also request further information from the property owner where necessary to aid in its determination. C. If a positive determination on an application is made by EIC acting on behalf of the , the property owner shall be deemed a Qualified Property Owner and shall be eligible to participate in the Energize NY Benefit Financing Program in accordance with the procedure set forth under section 6 of this chapter; provided that in no case shall a property owner that has received funds from another municipal corporation for the acquisition, construction and installation of Energy Efficiency Improvements and/or Renewable Energy Systems be deemed a Qualified Property Owner. §5. Application criteria A. Upon the submission of an application, EIC acting on behalf of the , shall make a positive or negative determination on such application based upon the following criteria for the making of a financing: 1. The proposed Energy Efficiency Improvements and/or Renewable Energy Systems are determined to be cost effective by the Authority; 2. The proposed Energy Efficiency Improvements and/or Renewable Energy Systems will generate an estimated annual cost savings greater than the annual charge payments; 2/22/13 FINAL 3. Sufficient funds are available to provide to the property owner; 4. The property owner is current in payments on any existing mortgage; 5. The property owner is current in payments on any existing real property taxes and has been current on real property taxes for the previous three years; and 6. Such additional criteria, not inconsistent with the criteria set forth above, as the , or EIC acting on its behalf, may set from time to time. §6. Opt-in, Energize Finance Agreement A. A Qualified Property Owner may participate in the Energize NY Benefit Financing Program through the execution of an Energize Finance Agreement made by and between the Qualified Property Owner and EIC, acting on the behalf of the B. Upon execution of the Energize Finance Agreement, the Qualified Property Owner shall be eligible to receive funds from EIC acting on behalf of , for the acquisition, construction, and installation of qualifying Renewable Energy Systems and Energy Efficiency Improvements; provided the requirements of section 7 of this chapter have been met. C. The Energize Finance Agreement shall include the terms and conditions of repayment set forth under section 8 of this chapter. §7. Energy audit, renewable energy system feasibility study A. No funds shall be made available for Energy Efficiency Improvements unless determined to be appropriate through an Energy Audit as defined in Section 2. B. No funds shall be made available for a Renewable Energy System unless determined to be feasible through a Renewable Energy System Feasibility Study as defined in Section 2. C. The cost of such Energy Audit and/or Renewable Energy System Feasibility Study shall be borne solely by the property owner but may be included in the financed amount if the work is approved. §8. Terms and conditions of repayment The Energize Finance Agreement between the Qualified Property Owner and EIC acting on behalf of the , shall set forth the terms and conditions of repayment in accordance with the following: A. The principal amount of the funds paid to the Qualified Property Owner hereunder, together with the interest thereon, shall be paid by the property owner as a charge on 2/22/13 FINAL their tax bill and shall be levied and collected at the same time and in the same manner as property taxes, provided that such charge shall be separately listed on the tax bill. The , shall make payment to EIC or its designee in the amount of all such separately listed charges within 30 days of the tax due date. B. The term of such repayment shall be determined at the time the Energize Finance Agreement is executed by the property owner and EIC, provided that in no case shall the term exceed the weighted average of the useful life of the systems and improvements as determined by EIC acting on behalf of the C. The rate of interest for the charge shall be fixed by EIC acting on behalf of the at the time the Energize Finance Agreement is executed by the property owner and EIC. D. The charge shall constitute a lien upon the real property benefited by the Energize NY Benefit Financing Program and shall run with the land. A transferee of title to the benefited real property shall be required to pay any future installments, including interest thereon. §9. Verification and report A. EIC shall be responsible for verifying and reporting to the on the installation and performance of Renewable Energy Systems and Energy Efficiency Improvements financed by such program. B. The shall verify and report on the installation and performance of Renewable Energy Systems and Energy Efficiency Improvements financed by the Energize NY Benefit Financing Program in such form and manner as the Authority may establish. Section 2. This local law shall take effect upon filing with the Secretary of State. 3. City Administration, Human Resources, and Policy .1 One-Year Extension of Town-City Fire Contract Pending Further Negotiations WHEREAS, the existing agreement between the Town of Ithaca and the City of Ithaca by which the Ithaca Fire Department provides service to the Town of Ithaca is set to expire on December 31, 2014; and WHEREAS, the City and the Town have commenced negotiations towards a renewal of this agreement; and WHEREAS, the negotiators for the City and the Town agree that these negotiations cannot realistically be completed before the expiration of the agreement; and WHEREAS, the City and the Town are desirous of continuing the existing arrangement until such time as the parties are able to conclude negotiations with a new agreement; now, therefore, be it RESOLVED, That the Mayor,upon review by the City Attorney, is hereby authorized to execute an agreement substantially as included herewith, extending by one year the term of service under the existing Town-City agreement. J:\DRedsicker\AGENDAS\City Admin Comm\2014\11/19/14 CA Agenda.docx 11/19/14 OF 17, CA Item#3.1 �a TOWN OF ITHACA -8 2� 215 N. Tioga Street, Ithaca, N.Y. 14850 www.town.ithaca.ny.us TOWN CLERK 273-1721 ENGINEERING 273-1747 PLANNING 273-1747 ZONING 273-1783 HIGHWAY (Roads, Parks, Trails, Water& Sewer) 273-1656 FAX(607)273-1704 or(607)273-5854 MEMORANDUM OF UNDERSTANDING This Memorandum of Understanding, executed on December 2014, sets forth the understanding of the parties as follows: A. Effective January 1, 2010, the City of Ithaca and Town of Ithaca entered into a renewed fire protection contract, for the provision of fire and emergency medical services for a portion of the Town of Ithaca; and B. That fire protection contract by its terms expires on December 31, 2014; and C. The provisions of said contract will continue in force through December 31, 2015, while negotiations on the terms and conditions of a new contract progress; and D. The Town's 12 monthly payments pursuant to Section 5 of said contract throughout 2015 shall be based upon an annual sum of $3,177,504 for 2015, and the "adjustment" to that annual sum, as described in Section 5(d) of said contract, shall be calculated, and paid on such a schedule, as specified in Section 5 of the Agreement, premised upon a termination date of December 31, 2015; and E. The terms and conditions, as amended by this Memorandum of Understanding, of the contract entered into between the parties effective January 1, 2010, shall be extended and continue in full force and effect through December 31, 2015, unless the parties mutually agree to different terms prior to such date. SO AGREED: CITY OF ITHACA TOWN OF ITHACA By: By: Svante L. Mayrick, Mayor Herb Engman, Supervisor 3. City Administration, Human Resources, and Policy .2 Power Purchase Agreement with Solar City for Solar Farm WHEREAS, The City of Ithaca Energy Action Plan 2012-2016 recommends exploring renewable energy options to power City facilities, and the City of Ithaca Renewable Energy Opportunities report identifies solar photovoltaic systems as one of the most feasible technologies, and WHEREAS, in 2006 the City of Ithaca Common Council adopted the Local Action Plan,which commits to reducing greenhouse gas (GHG) emissions from municipal operations by 20%below 2001 levels by 2016, and in 2013 Common Council adopted the City of Ithaca Energy Action Plan 2012-2016, which commits to reducing GHG emissions community-wide by 80%below 2010 levels by 2050, and WHEREAS, MEGA, the Municipal Electric and Gas Alliance, through its competitive bidding process selected Solar City as a preferred provider for solar procurement, and WHEREAS, Solar City has proposed developing, building, owning and maintaining a 2,400 kilowatt DC solar farm located on Tompkins County land near 766 Warren Road, Ithaca, and selling all of the generated electricity and renewable energy credits to the City under a 20-year Power Purchase Agreement(PPA), and WHEREAS, Tompkins County has agreed to host the solar farm on its land, and WHEREAS, the proposed two-megawatt solar farm will generate an estimated 2,763,805 kilowatt hours annually, enough GHG-emissions-free electricity to provide an estimated 30% of City government's 2010 electricity needs, and WHEREAS, for each kilowatt hour generated by the solar farm, the City will receive an estimated $0.105 (10.5 cents) credit from NYSEG, and pay an estimated $0.079 (7.9 cents) combined to Solar City and Tompkins County, and WHEREAS, Solar City applied for project funding on behalf of the City to NYSERDA under PON 2956, and in October 2014 was awarded$903,538, and WHEREAS, Solar City must provide NYSERDA with a copy of the fully executed PPA by January 15, 2015 to secure the funding, and WHEREAS, the PPA and associated documents, as well as an agreement with the County are currently under negotiation; now therefore be it RESOLVED, That Common Council is supportive of entering into the Power Purchase Agreement with Solar City provided that the City can come to mutually agreeable terms with the County and Solar City, and be it further J:\DRedsicker\AGENDAS\City Admin Comm\2014\11/17/14 CA Agenda.docx 11/17/14 RESOLVED, That the Mayor, subject to review by the City Attorney, City Controller, and Sustainability Coordinator, is hereby authorized to execute all necessary documents, including but not limited to the Solar Power Purchase Agreement, Performance Guarantee Agreement, Limited Warranty Agreement, and any agreement with the County for use of the land. J:\DRedsicker\AGENDAS\City Admin Comm\2014\11/17/14 CA Agenda.docx 11/17/14 CA Item#3.2 CITY OF ITHACA 108 East Green Street Ithaca, New York 14850-5690 MAYOR'S OFFICE a NICK GOLDSMITH,SUSTAINABILITY COORDINATOR e 8 Telephone: 607-274-6562 Email: ngoldsmith@cityofithaca.org Fax: 607-274-6558 November 10,2014 Memo to Common Council Re: Draft Resolution-Power Purchase Agreement with Solar City To Common Council: The Sustainability Coordinator,with support from the office of the Mayor,the City Attorney, the City Controller, and other City departments,is managing the Solar Farm project,through which the City would sign a Power Purchase Agreement with Solar City to buy the clean electricity generated by a 2,400 kilowatt solar farm located on County property near the airport,reducing GHG emissions and saving the City money. Because there are impending deadlines,but the PPA and related agreements are still under negotiation,we are collectively seeking Common Council approval of the attached resolution, which authorizes the Mayor to sign the necessary documents if and when all parties named in the resolution have given approval. Please review the attached resolution and PPA. There are two companion documents to the PPA: the Performance Guarantee Agreement,and the Limited Warranty Agreement. If you would like additional background information,you can review the application that Solar City submitted to NYSERDA on the City's behalf,which is also attached. Thank you for your consideration of the resolution for this exciting project. Sincerely, Nick Goldsmith Sustainability Coordinator City of Ithaca, NY Town of Ithaca, NY New York Sun Competitive PV Program Program Opportunity Notice (PON) 2956 Applicant Qualification Package City of Ithaca Round I — July 17, 2014 _ All Information is Proprietary and Confidential Contents Attachment A— Proposal Checklist...............................................................................................................3 Attachment B— Disclosure of Prior Findings on Non-Responsibility Form...................................................4 CoverLetter..................................................................................................................................................5 Members of Applicant's Team, Qualifications, Experience, & References...................................................6 ProjectTeam for City of Ithaca..................................................................................................................................6 TeamLeader.........................................................................................................................................................6 TeamMembers.....................................................................................................................................................6 OrganizationalChart.............................................................................................................................................7 Resumesof Key Personnel....................................................................................................................................8 SolarCityCompany Profile..................................................................................................................................10 Project Design and Installation Experience by Year................................................................................................11 Experience Building and Managing Large-Scale PV Projects...................................................................................12 .................................................................................................................................................................................13 Recent Project References......................................................................................................................................13 Quality Assurance Plan for City of Ithaca ...................................................................................................17 Procurement...........................................................................................................................................................17 Design......................................................................................................................................................................17 Installation...............................................................................................................................................................18 Post-Installation Follow Up.....................................................................................................................................18 WarrantyInformation.............................................................................................................................................19 Operations and Maintenance(0&M) Capabilities..................................................................................................19 Inverter Tests and Array Inspections..................................................................................................................20 SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 2 = Energy.Innovation.Solutions. ATTACHMENT A—PON No. 2966 PROPOSAL CHECKLIST(MANDATORY) Proposal Title City of Ithaca Due Date 7/17/2014 Primary Contact(Prime Contractor)Dan Leary Title Senior Project Development Manager Company SolarCity Corporation Phone 607-592-7046 Fax 650-240-1672 e-mail dleary@solarcity.com Address 3055 Clearview,Way City San Mateo State or Province CA Zip 94402 Secondary Contact Carissa Murray Title Commercial Incentives Specialist Company SolarCity Corporation Phone650-963-5100 ext.5888 Fax 650-240-1672 e-mail cmurray@solarcity.com Address 6671 S Las Vegas Blvd City Las Vegas State or Province NV Zip 89119 THE PRIME CONTRACTOR MUST SIGN THIS FORM BELOW and ANSWER THE FOLLOWING QUESTIONS: Do you accept all Terms&Conditions in the Sample Agreement?(If no,explain on separate page) —Yes X No (NYSERDA may or may not accept any of the listed exceptions;NYSERDA reserves the right to limit any negotiations to exceptions specifically identified herein.) Do you wish to have any information submitted in your proposal package treated as proprietary or confidential X Yes—No trade secret information?If yes,you must identify and label on each applicable page"confidential"or"proprietary" (For additional information regarding this,please refer to the section entitled"Proprietary Information"in the solicitation document). Have you been indicted/convicted for a felony within the past 5 years?(if yes,explain on separate pg) _Yes X No Are you a Minority or Women-Owned Business Enterprise? _Yes X No Does your proposal contain Minority or Women-Owned Business enterprises as subcontractors? _Yes X No Are you submitting the required number of copies? (See proposal instructions.) X Yes_No Is other public funding pending/awarded on this and/or very similar topic(prior and/or competing proposals)? —Yes X No (if yes,explain on separate page) ON WHAT PAGE IN YOUR PROPOSAL CAN THESE ITEMS BE FOUND? Cover Letter 6 Indictment/Conviction of Felony(if applicable) Applicant Qualification Packet 1 NYSERDA Contracts Awarded(if applicable) Project Site Package 26 Prior and/or Competing Proposals(if applicable) Letters of Reference 15 Exceptions to Terms&Conditions(if applicable) 23 Letter of Intent 34 Disclosure of Prior Findings of Non-responsibility Form 4 AUTHORIZED SIGNATURE&CERTIFICATION I certify that the above information,and all information submitted in connection with State Finance Law§1 39 j and§139-k,is complete,true,and accurate,that I have read and reviewed the Standard Terms and Conditions set forth in the attached Sample Agreement and that I accept all terms unless otherwise noted herein,and tha uirements noted have been completed and are enclosed. I affirm that I understand and will comply with NYSERDA's procedures er§139-j(3)an4§139-j(6)(b)of the State Finance Law. I understand that this proposal maybe disqualified if the solicAtion re uireme si ned, m authorized to commit my organization to this proposal. Signature Name Hayes Barnard Title 6ief 34enue Officer Organization SolarCity Corporation Phone 65 5103 NOTE: This completed form MUST be signed and attached to the front of all copies of your proposal. 3 All Information is Proprietary and Confidential ■► InOFvracion.Solutions. Disclosure of Prior Findings of Non-responsibility Form (Mandatory) Name of Individual or Entity seeking to enter the procurement contract: Solarcity Corporation Address: 3055 Clearview Way San Mateo, CA 94402 Date: 7/17/2014 Solicitation or Agreement Number: 2956 Name and Title of Person Submitting this Form: Has any Governmental Entity made a finding of non- Yes responsibility regarding the Individual or Entity seeking to enter the Procurement Contract in the last four years? X No (Please indicate with an "X") Was the basis for the finding of non-responsibility due to a Yes violation of§139 j of the State Finance Law? (Please indicate with an "X") x No Was the basis for the finding of non-responsibility due to the Yes intentional provision of false or incomplete information to a No Governmental Entity? (Please indicate with an"X") x If you answered yes to any of the above questions,please provide details regarding the finding of non-responsibility below. Government Agency or Authority: N/A Date of Finding of Non-responsibility: N/A Basis of Finding of Non-responsibility: (Add additional pages as necessary) N/A SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 4 All Information is Proprietary and Confidential Has any Governmental Entity or other governmental agency Yes terminated or withheld a Procurement Contract with the above-named Individual or Entity due to the intentional No provision of false or incomplete information? x (Please indicate with an"X") If you answered yes, please provide details below. Government Agency or Authority: N/A Date of Termination or Withholding of Contract: N/A Basis of Termination or Withholding: (Add additional pages as necessary) N/A Offerer certifies that all information provided to NYSERDA with respect-to State Finance Law §139-k is complete, tru}_uaci sux . By: — - -- Date: July 17,2014 Signature Name: Aes Barnard Title: Chief Revenue Officer Page 2 of 2 SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 5 All Information is Proprietary and Confidential Cover Letter July 14, 2014 Peter Savio, Program Manager, &Alison Neligan,Associate Project Manager NYS Energy Research and Development Authority -PON 2956 17 Columbia Circle-Albany, NY 12203-6399 On behalf of SolarCity, it is my pleasure to submit SolarCity's application for NYSERDA's PON 2956 . incentive for the installation of a photovoltaic system with the City of Ithaca. This project is in coordination with Tompkins County, who is leasing their airport land, and will be a model in the State of how multiple municipalities cooperating and partnering with private sector providers and benefit all. Both the City and County have provided letters of support for the application. SolarCity is a publicly traded firm (NASDAQ: SCTY) established in 2006 to provide clean and affordable Better EnergyTM to millions of homeowners, businesses, and governments. Through our turnkey solar solutions, tens of thousands of our customers have benefitted from our 6,000+ strong in-house custom design, engineering, construction, financing, ongoing system monitoring, and operations and maintenance personnel. As the nation's leading solar provider with over$4 Billion in project financing capacity, SolarCity eliminates all financial dependency risks and uncertainty for our customers—reducing financing costs and accelerating deployment upon NYSERDA award. With our expanding operations, which currently employ over 175 residents, SolarCity is committed to New York and the goals of Governor Cuomo's NY-Sun Initiative. With our three (3) operations centers, including Albany, Elmsford and Hauppauge, SolarCity is well positioned to handle all aspects of project implementation, as well as ongoing monitoring and maintenance, for solar projects throughout the state. With our size, experience and presence in New York state, and access to established project financing funds, SolarCity has a proven ability to execute on the proposed project upon NYSERDA award. Summary of SolarCity's Application Below is a brief summary of the Project Site Package included in this Applicant Qualification Package: • Load Zone: C • Utility: NYSEG • Project Site: Ithaca Tompkins Regional Airport • Project Description: Ground Mount • System Size(kW DC) 2,40540 • Remote Net Metered: Yes • Strategic Zone: No As a publicly traded company, we are required to request that all information provided in this proposal be treated as privileged and confidential. If any section of this application is to be released to the public, please inform SolarCity and allow us the opportunity to specify which information can potentially be made public and which information must remain privileged and confidential. We look forward to working RDA on this great project l y, rn rd ven a Officer y C rporation SolarCity Corporation-City of Ithaca Proposal-PON2956-July 17,2014 6 All Information is Proprietary and Confidential Members of Applicant's Team, Qualifications, Experience, & References Project Team for City of Ithaca Beginning local service in 2011, SolarCity has become one of the few solar companies in New York that has experience in municipal and residential markets. SolarCity proposes the following team to manage City of Ithaca's projects. This team collectively oversees system designers, installation crews and monitoring/maintenance personnel state-wide and is one of the most experienced in the industry. Our system design team will consist of senior design staff including Sharon Greenberg and Leo Wu, who are listed below, as well as several additional Designers. The install team will likely consist of Commercial Project Manager Elie Schecter and our local employee installers. Team Leader Dan Leary, Team Leader Senior Project Development Manager _ SolarCity Corporation 203 Ridgewood Drive f Elmsford, NY 10523 • w (607) 592-7046 dleary@solarcity.com Team Members Name Title Project Role Contact Information Dan Leary Senior Project Development Team leader 607.592.7046 Manager Main point of contact dleary@solarcity.com Commercial Project Manages project schedules, 914.924.6450 Elie Schecter Manager budgets and quality eschecter@solarcity.co m Responsible for project 508.951.6791 Jason Quinlan Construction Manager quality, safety, cost, and jquinlan@solarcity.com schedule. Sharon Commercial Engineering Oversees System Design 650.963.5100 x5488 Greenberg Manager Team sgreeenberg@solarcity. com Ben Liu Senior PV Design Engineer Professional Electrical 650.963.5820 Engineer bliu@solarcity.com Fiona Taylor Senior Director, Asset Utility interconnection 650.963.5693 Management Group agreements, rebate ftaylor@solarcity.com applications Jimmy Director of Operations and Oversees all maintenance 650.560.6462 Bergeron Maintenance and operations for installed jergeron@solarcity.co systems m SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 7 All Information is Proprietary and Confidential Organizational Chart The organizational chart below reflects the City of Ithaca project team and how each team member collaborates on commercial projects. The main point of contact for this project will initially be Dan Leary, who will help guide the City through the solar project process and the NYSERDA application process. There is a transitional period between the development and implementation phases, wherein the project will be primarily transferred to Elie Schecter, the Project Manager. Elie and Jason Quinlan will be managing the day- to-day of installation and will meet with the school regularly to provide progress updates. After the system is completely installed, passed inspection, and interconnected, the Monitoring team and the Operations and Maintenance (O&M)team, under Jimmy Bergeron's direction, will track system production and address any issues in accordance with warranty and O&M contract obligations. �-t'3 SCalarCity. Project Development Organizational Chart Project Development Project Implementation mmmm+ Project Operation I f Erik Fogel be rg Leon Keshishian Fiona Taylor Elie Schecter Quinlan F. is — I SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 8 All Information is Proprietary and Confidential Resumes of Key Personnel Dan Leary—Senior Protect Development Manager Dan Leary is a Senior Project Development Manager for SolarCity, responsible for sourcing and initiating commercial and industrial solar plant development projects in the tri-state area. Dan is currently developing an over 950 kW project for the City of New Haven after securing credits for the City in the 2012 Connecticut ZREC auction, which is very similar to the NYSERDA PON. Prior to joining SolarCity, Dan spent six years as a financial analyst and project developer with SunPower Corporation, including two years with PowerLight, the world's leading solar integrator that was acquired by SunPower in 2007. He successfully developed more than $125 million of solar projects in the Northeast and Mid-Atlantic states, including the nation's largest net-metered rooftop solar installation, a 9-MW project at Holt Logistics in Gloucester City, N.J. Leary holds a Bachelor of Science from Cornell University and completed post graduate work in finance and accounting at The Wharton School of the University of Pennsylvania. Elie Schecter—Commercial Project Manager Elie has been a solar industry professional since 2006, when he worked in a consultant role for the Natural Resources Defense Council, developing a policy toolkit for advancing the solar energy industry in New York State. He also led installations and managed crews on approximately 40 PV projects for an installation company in Nyack, New York, and led the installation of several solar projects for a recuperating New Orleans following Hurricane Katrina. He has been with SolarCity since 2008, when he began Elie Schecter, the designated commercial project manager for City as an engineer. Since then, he has of Ithaca's projects, was trusted to manage SolarCity's first Honda become a Senior PV Systems Designer installation in St. James, NY. and the Commercial Design Team Lead, eventually returning to Project Management. Elie is a NABCEP and NYSERDA certified installer, and because he has such an extensive background in policy, engineering, and project management, has a simultaneously thorough and holistic approach to managing commercial projects. Elie received a Bachelor of Arts, Cum Laude with Honors, from Middlebury College. Jason Quinlan—Construction Manager Jason Quinlan has been in the solar industry for 4 years and has built over 4 MW of solar PV systems all over the Northeast. Based in SolarCity's Marlborough, MA office, Jason has completed installations for notable projects such as the East Bridgewater ground mount(2,500kW in Massachusetts), Princeton Properties (700kW on dozens of apartment buildings across the region), Massachusetts Museum of Science (30 kW rooftop install to be incorporated into renewable energy attraction), Worcester State College (100 kW rooftop install), and Kirwan Surgical NY (135 kW rooftop install). He is NABCEP certified and holds several licenses including construction supervisor, hoisting engineer, hydraulics license, and OSHA 10+30. Sharon Greenberg—Commercial Engineering Manager Sharon has extensive engineering experience in the renewable energy space as well as with semiconductor and defense firms. At SolarCity, Sharon oversees the commercial engineering department, including staffing and resource allocation, productivity metrics and procedure implementation. In her prior role with SunLink Corporation, Sharon formed and ran the project management department and successfully improved communication between the sales and engineering teams. The result was a near 100% increase in engineering project throughput during her time there. SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 9 All Information is Proprietary and Confidential Additionally, she was the post-sale representative for the largest solar installation in SunLink's history, and managed the design and installation process for the project. Sharon holds a Bachelor's of Science in Mechanical Engineering from University of California, Los Angeles and an MBA from Georgetown University. Ben Liu—Commercial Design Team Lead Ben Liu has been with SolarCity for 7 years and is a NABCEP-certified CA C-10 electrical contractor with 10 years of experience on commercial solar projects. He has designed over 100 commercial projects, from elementary schools to U.S. Border or Naval Air Stations to enhancement of corporate environments. Ben's expertise combines practical and innovative solutions on a site-by-site basis. Ben has a BS in Mechanical Engineering from University of California San Diego. Fiona Taylor—Senior Director, Asset Management Group As the Director of the 120-member Asset Management Group (AMG) Fiona has an extensive knowledge of structured finance, credit analysis, contract administration, rebate management, interconnection, and grant administration. Holding varied positions ranging from an officer in the Royal Australian Air Force to the Vice President and Senior Business Leader of Visa, Inc., Fiona has a multitude of skills needed to hold this difficult role at SolarCity. She leads her team, unique in the solar industry, to ensure that SolarCity's relationship with all utilities is strong enough to ensure the customer an easy switch to clean energy. Altogether, she has led her team, and SolarCity itself, to interconnect with nearly 300 different utility companies in the nation. Fiona holds an Arts degree in Economics and Politics, an Officer Training certification in Military Studies, a Graduate Diploma in Business, and a Master of Business in Financial Law from the University of New AIM �711 + South Wales, the Australian Defence Force Academy, Victoria = I University, and the University of Southern Queensland. Jimmy Bergeron —Director, Operations and Maintenance ! As SolarCity's Director of ► '' ,� Operations and Maintenance, Jimmy Bergeron oversees SolarCity's O&M teams to ensure SolarCity's customers receive the highest quality of care throughouti9 the life of the system, while maximizing production. He manages the daily activities of the Fields Service and Systems Reliability team and is currently working to further expand West Los Angeles College's solar shade structure installation atop a SolarCity's support capabilities for parking garage, compliments of SolarCity. rapid and scalable growth. Jimmy is a NABCEP-certified PV installer and commercial and industrial electrician with seven years of experience managing large-scale commercial and utility-sized PV systems. Jimmy has constructed more than 150 residential and commercial projects for SolarCity. He has served as the principle Head Program Manager for 200 Walmart installations totaling 71 MW and managing a $96 million budget for installed jobs. He has developed policies, procedures, and estimating and data tracking tools for SolarCity's Commercial Construction Department. Jimmy has a Bachelor's degree from Villanova University. SolarCity Corporation-City of Ithaca Proposal-PON2956-July 17,2014 10 All Information is Proprietary and Confidential SolarCity Company Profile Uk1,,o SolarCity (NASDAQ: SCTY)was founded in June 2006 and built with the mission to protect P':� the environment from polluting power sources by providing affordable, renewable Better Ener TM. We have helped tens of thousands of homeowners, businesses, and academic institutions adopt clean power and reduce their environmental footprint. SolarCity's 6000+ employees are focused on providing high quality turnkey solar installation services throughout 15 states, DC, Puerto Rico, and parts of Canada. We operate out of 40+ national facilities; thereby providing our customers with unparalleled support and responsiveness for every project. We have provided the following table of information to summarize SolarCity's company profile in line with NYSERDA's requirements. We look forward to the opportunity to help City of Ithaca attain carbon neutrality through a full-service photovoltaic system in line with the City's dedication to limiting the environmental impacts of its activities. SolarCity Company • • Year Founded 2006 Status Public(NASDAQ: SCTY) Number of Employees over 6,000 as of June 9, 2014 States of Operations AZ, CA, CO, CT, DC, DE, HI, MA, MD, NJ, NV, NY, OR, PA, TX, WA Target Customers Commercial, Education, Government, Residential Location of Offices More than 40 facilities nationally, across the 15 states (& DC) listed above .• of • the State of • Albany,SolarCity currently has a staff Solar-A� of 175 across our three V4� operating centers in 99 9 9 Westchester, and Long Island • 4 SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 11 40 2 2 0 \ a o o J 0 ® e � o � £ § / a) � m 0 » G / - p § @ $ § \ / 5 ¥ r \ \ a) / / § \ \ ) $ e / 3 e 2 \ ® � 0 \ - £ a) 0 \ \ . = c 0 // 2 § q $ / N k \ k In ? 00 0 00 00 0 = % / k / / ? / 9 / \ \ \ \ 2 § E 3 2 > > \_ § ° R 4 N O \ k } \ O ~ 0 - a) (A \ E � ( / £ En 'E 3 _ 2 £ c \ / �7 e = m \ m& ■ ■ / / _ \ ƒ / E § \ } e e » o \ cu \ \ a_ = 7 = y2 ® % - = 333 - � ® % / a % / \ / } ƒp a) > ƒ� n / : > ° $ /\ , Ea) E5 t ® { 3 \ % E 4 / 0 ) 2 \ m / / < : \ 2 [ E2 \ G § % \ , \ § �_ / ° \ / ! < 0co 0 ) ® > 2 \ : _ % o & / ° E@ E R \t 0 @ / q 1 E 0'Fo � \ \ x \ \ k ) / ' � � ° o \ ° LU � 2dE= 2 \ > � = - m \ \@ .L 2 2 e \ \ 2 E _ _ ® = E R / o E e m / $ 0a) ® § = 5 a >¥?^ M 5 / 5 / E = = m > E / \ \ ) a) . . / ® � E \� m ' $ = _ _ _ £ . c ~ % £ £ c © • ® _ \ >) § _ / k \ o \ Q- - All Information is Proprietary and Confidential Experience Building and Managing Large-Scale PV Projects SolarCity has extensive experience and a strong track record of building ground mount PV systems with a minimum size of 1 MW for public and private sector clients. The aggregate size of large-scale and utility- scale projects that we have undertaken has provided SolarCity with a tremendous amount of experience and knowledge. We understand the tasks necessary to ensure the solar systems integrate seamlessly with the existing electrical system and that the system addresses the various requirements asked for by our clients. Aside from maximum efficiency, these requirements, which vary depending on the location and client, include environmental impact, glare, flooding, geotechnical considerations, and aesthetics. As of March 31, 2014, we've installed 63 ground mount projects with 23MW of combined capacity for government clients. The table below lists some of our past and ongoing experience with ground-mounted 1 MW systems throughout the US, demonstrating our capability to successfully execute and maintain projects similar to that proposed for City of Ithaca. Sample List of Large Scale Projects of SolarCity Project Name Project Size Installation . Location - Walmart 65,000 Roof and ground- Multiple locations, mount including East Coast Hawaiian Electric Company 15,000 Ground-mount Kapolei, HI Kauai Island Utility Cooperative 14,166 Ground-mount Koloa, HI Oregon University Systems 4,857 Ground-mount Oregon US Topco 3,993 Lancaster, CA Davis-Monthan Air Force Base 3,281 Ground-mount Davis-Monthan AFB, AZ Queen Anne's County 2,748 Ground-mount Centreville, MD Town of East Bridgewater, MA 2,446 Ground-mount East Bridgewater, MA Simi Valley Unified School Ground-mount and District 1,495 solar support Simi Valley, CA structures City of Sacramento— Fairbairn Water Treatment Plant& 11485 Ground-mount Sacramento, CA Sacramento Water Treatment Plant Casa Grande Elementary Ground-mount and School District 1,155 solar support Casa Grande, AZ structures Monterey Regional Water 1,116 Ground-mount Marina, CA Pollution Control Agency Intel Folsom 1,105 Ground-mount Folsom, CA South Central Connecticut 11053 Ground-mount Hamden, CT Regional Water Authority Town of Centreville, MD 1,001 Ground-mount Centreville, MD SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 13 All Information is Proprietary and Confidential AL The installation at the Town of East Bridgewater. Recent Project References For NYSERDA's benefit, we have provided a summary table below of customer and project references. Signed letters of reference from each customer are supplied following the summary table. We are happy to provide more references to help NYSERDA learn more about SolarCity's project experience. ProjectSolarCity - Electric Manheim Remarketing Inc. Customer SUNY Cortland Town of East Bridgewater (Cox) Name 38 Graham Ave, Cortland, E 230 Highland St.ast Bridgewater, MA 2000 Dealer Dr Address NY 13045 2333 Newburgh, NY12550-5067 Matthew Brubacker Energy Manager Eric Holder Contact Town Administrator Associate Facilities Program George ministrator Manager, Engineering and Coordinator Alternate Energy Information (607) 753-4370 (508) 378-1601 (678)645-4571 Matthew.brubaker@cortland. gsamia@ebmass.com Eric Holder@coxinc.com edu Name of SolarCity Corporation SolarCity Corporation SolarCity Corporation Installer 230 Highland St. Clifton Park & Newburgh, Site Location 32 Stratton Dr, East Bridgewater, MA NY Cortland, NY 13045 02333 San Diego, CA Kenly, NC System Ground mount and Ground mount and Description roof mount Ground mount roof mount Date 3/2014 7/2013 12/2013 and 3/2014 Installed System Capacity 1,063 kW 2,446 kW 1,582.7 kW Rating Statement of Overall ✓ ✓ ✓ Satisfaction SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 14 All Information is Proprietary and Confidential 66rtianct Campus Energy Management July 14,2014 SolarCity 3055 Clearview Way San Mateo,CA 94402 RE:SolarCity Recommendation Letter To Whom It May Concem, SUNY Cortland selected SolarCity in February 2013 to develop a large 1,063 kW solar array on our campus. This enabled our facility to greatly expand our capacity for solar and capitalize on NYSERDA funding available to such an opportunity. The project developed two 200.5 kW roof-mount systems and one large 661 kW ground-mount array. Installations began within the first quarter of 2014. All three sites are now awaiting permission to operate from National Grid (Niagara Mohawk). SolarCity provided us with turnkey solar services that included design, engineering, procurement, construction and installation, permitting and incentives application, utility interconnection, financing, and ongoing operations and maintenance. They provided our PV systems through a Power Purchase Agreement or PPA financing structure. The PPA is one of the first of this size for the State University of New York system. SolarCity's depth of knowledge about the contract process, incentive program and constant professionalism allowed the team to bring the project through all phases of review and implementation. The project incentive funding through NYSERDA required an extremely tight timeline for project implementation. SolarCity did a great job dealing with the tight timeline along with one of the harshest winters the Central New York region has seen in several years. We are pleased with the services of SolarCity and would choose them as our solar services provided in the future,if another opportunity arises. Sincerely, Matthew J.Brubaker,AIA LEED AP BD+C Campus Energy Manager Service Group Building•P.O.Box 2000•Cortland,NY 13045-0400 Phone:(607)753-2272+email: matthew.brubakerOcortland.edu SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 15 All Information is Proprietary and Confidential SolarCity i 3055 Clearview Way San Mateo, CA 94402 RE: solarCity Q--mtymjl tinn T,attar To Whom It May Concern, The Town of Bast Bridgewater decided to go solar with SolarCity in December, 2011. We have been pleased with our installation and recommend their clean energy services. Our project is 2.4 MW in size and consists of Ground Structure. The installation took place between December, 2011 and July, 2013. This project has a Power Purchase Agreement financing structure. SolarCity performed the following services for this project: Installation, repair and maintenance of solar equipment. Additional Comments: The Town of East Bridgewater was approached by several companies with offers of similar projects. It was felt by East Bridgewater Administration as well as legal counsel that Solar City had the most workable give and take formula amidst the lot Sincerely, �4jv� George Sarnia Town Administrator Town Of Bast Bridgewater 508-378-1601 gsamia@ebmass.com SolarCity Corporation-City of Ithaca Proposal-PON2956-July 17,2014 16 All Information is Proprietary and Confidential l M� Mar1heim July 9, 2014 SolarCity 3055 Clearview Way San Mateo,CA 94402 RE:SolarCity Recommendation Letter To Whom It May Concern, Manheim Remarketing Inc. (Cox Enterprises, Inc.) selected SolarCity in June 2013 to help us switch to clean energy. We have four systems installed by them, two of which are in the state of New York, Our 1,582.7 kW ground-mount and roof-mount PV systems were installed between October of 2013 and March of 2014. They are all operating and are interconnected with Central Hudson Gas& Electric, New York State Electric & Gas, San Diego Gas & Electric, and Duke Energy. SolarCity provided us with turnkey solar services that included design, engineering, procurement, construction and installation, permitting and incentives application and utility interconnection. They provided our PV systems through cash, design-build financing structure. We are pleased with the services of SolarCity and would choose them as our solar services provided in the future, if another opportunity arises. Sincerely, e"� q" Eric Holder Manager, Engineering&Alternate Energy Cox Enterprises, Inc 678-645-4571 Eric Holder@coxinc.com SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 17 All Information is Proprietary and Confidential Quality Assurance Plan for City of Ithaca Since 2008, SolarCity has conducted Quality Assurance Programs, resulting in constant improvement of internal safety, productivity and customer satisfaction scores. P I SolarCity's Executive and Customer Care teams meet on a monthly basis to review results of customer surveys and look for areas of improvement. From our initial * sourcing of high-quality panels and inverters, to designing the best possible layout for your space, to installing to your complete satisfaction, systemic integrity is an inherent part of our Quality Assurance Program. We are looking forward to working with City of Ithaca to evaluate and deploy the best-value and lowest-risk solar solution for their ground mount array. Procurement We have a well-developed process by which we can ascertain the quality of the products available on the market. SolarCity does not merely purchase the cheapest panels on the market without assessing their true value to the customer or our company. Here are a few of the evaluation criteria for system components and companies from which we purchase: • All modules are ISO-certified • All inverters are CEC-certified • All components meet UL-1741 and UL-2703 requirements • All manufacturing partners must perform and pass thermal cycling testing These requirements are standard in the solar industry to ensure operational, high-quality PV systems. As we own, operate, and maintain thousands of solar PV systems, it is in our best interest, as well as City of Ithaca's, to find the highest quality components possible for a project's needs in order to keep these systems running at high efficiency. Design - SolarCity exercises a stringent series of review processes in order for p our designs to pass from the hands of our Design and Engineering r teams to our installation crews out in the field. SolarCity takes great I pride in designing and installing systems that are pleasing to the eye, align closely to the existing lines of the building and meets the required power output. We will engage with all of our customers to verify the acceptability of all designs prior to construction. In general, ground mount systems shall meet these design criteria: SolarCity's engineers follow stringent protocols in order to generate the best possible design • Symmetrical and flat, despite undulations in the ground for our customers'systems. surface • Avoid direct shading on the PV modules from 9am to 5pm, especially during summer months • Inverters are placed in locations with good ventilation and shielded from exposure to rain • Straight wire runs that are aligned with module frames and racking system Once a system is designed, it is reviewed internally, and then reviewed by an external professional engineer. All systems are installed compliant with national codes and local ordinances. The final planset is stamped by a Professional Engineer, is provided to the Authority Having Jurisdiction (AHJ) and includes all aspects of the project such as: • NEC compliance • Life-safety issues SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 18 All Information is Proprietary and Confidential • Verification of the design assumptions made in the electrical and structural calculations • Determination of the appropriate equipment • Building code compliance • Finalization of structural calculations • Providing rack and module connection details (when necessary) Installation From the Project Managers to the crew members, SolarCity Operations is the key to our success. We incentivize our crew members to meet deadlines and install quality systems. We measure weekly, monthly and quarterly productivity improvements for all of our installation teams. For every project, crews are required to: • Upload digital photos of each stage of the installation into each customer's file on our central server • Torque all connections to the manufacturer-specified values • Label all current-carrying wires • Verify the functioning of SolarGuard monitoring to proactively address issues and meet our performance guarantees " • Add a laminated string diagram to the inside cover of each combiner box • Complete the "Job Closeout Sheet"to ensure that each step of the job was done to specification SolarCity's crew members are • Submit reports on the timeliness of each installation trained to the highest solar installation standards, seen here We have a dedicated Department of Field Engineering phone line, which installing a ground mount in is staffed at all hours for installation crews who may have questions on Delaware. safety, potential changes required mid-project or unexpected issues. This mitigates any delays that would typically accrue for a construction project by elevating overnight problems and addressing them more immediately than other solar or construction companies typically would. Post-Installation Follow Up After the installation is complete and the project is interconnected, we measure the quality of our installations in the form of customer satisfaction surveys with our customers. Any operations-based customer complaints from our surveys are examined, which allows for better installation practices in the future. SolarCity's Executive team, Customer Care, Operations, Sales and Brand teams meet on a monthly basis to review the results and look for areas of improvement. Additionally, our Installation Quality Manager releases an Operations Update every week, which features suggestions as to how to keep our customer's properties looking better than when we'd arrived, how to ensure proper mounting procedures are followed, and informs the Operations team about changes to process. We take pride in our installation speed, and based upon the vast majority of feedback, we are also great at maintaining the state of the property during the course of the installation and do not allow quality or safety to slide in favor of swiftness. SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 19 All Information is Proprietary and Confidential Warranty Information The chart below summarizes the warranty of the system components. SolarCity stands by its products and installations and will be available throughout the life of the system should any concerns arise. ComponentSystem Ground Mount Racking 20 years System Solar Modules 10 years product, 25 years linear power Inverters 5 years; 20 years extended service agreement Balance of System Components 5 years Monitoring 20 years Operations and Maintenance (O&M) Capabilities SolarCity's commitment to our customers extends beyond the point where their systems begin to produce energy. We understand that the ability to enjoy the benefits of clean energy depends on the ability of the solar system to perform at an �- optimum level. With that in mind, SolarCity has developed a comprehensive operations and maintenance plan (O&M)to ensure that all of our systems achieve the highest kWh output over their lifetime. SolarCity does not simply build a system and then walk away. Rather, we enter into partnerships with our customers that last for years, ensuring their success as well as our own. SolarCity's vans and trucks are branded so SolarCity's comprehensive O&M package is critical part of our customers can trust service crews protecting the City's solar performance and revolves around entering a private site. our ability to closely monitor system output 24 hours a day. PowerGuide, our in-house monitoring tool allows our monitoring team to determine when a system is performing below expectations or goes off-line. In the event that a system's performance is largely impaired, SolarCity will notify the customer and, if necessary, alert the appropriate Project Manager who will attempt to resolve the issue on-site. Operations and Maintenance crews for the proposed system at the City facilities will be based from our Albany warehouses and aim to respond in less than 48 hours. All O&M activity on the site will be performed in accordance with standard safety SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 20 All Information is Proprietary and Confidential procedures and applicable codes. Qualified technicians will perform comprehensive tests and inspections on an annual basis to ensure the proper operation of the system. SolarCity maintains a robust O&M program with which all of our installations teams are familiar. This program is described in our O&M manual, which covers the following: DescriptionActivity Frequency General Inspection -A full visual and physical inspection of all system components and their immediate surroundings carried out in accordance with inspection checklists Preventative Structure Maintenance- Necessary preventive maintenance Maintenance As Scheduled may be performed on system structural components to ensure continued safe and effective operation. Electrical System Testing -Troubleshooting of all electrical components will be performed through standard electrical test methods to isolate and verify performance of each component through voltage, current, resistance and continuity tests. Troubleshooting—Remote diagnostics to determine the symptoms or root cause of equipment failure. If on-site troubleshooting is required, SolarCity will dispatch team. Corrective Maintenance (Troubleshooting and As Necessary Solution Verification—SolarCity will test and confirm the Repair) solution is working to the specifications of the contract. Low Performance and Hardware Failure— Replacement of failed components based on workmanship or manufacturer's warranty Per Inspection Checklist—Ensures all aspects of the system are Inspection Occurrence in proper working order. Inverter Tests and Array Inspections Inverters are the by far the most complex and critical pieces of equipment for any solar system. A failed inverter prevents the solar modules from producing energy and t` presents the greatest downtime risk for any system. SolarCity takes great care in maintaining inverters according to manufacturer warranty requirements to ensure proper operation of the system. Inverter inspection is focused on five primary categories, covering power on and power off states: The solar array consists of many smaller components and is installed over a large physical area. Array components are typically simple in design and less prone to failure than inverters. Failure of these components is difficult to detect and usually results in incremental loss in production. SolarCity's O&M process is designed to identify and prevent failures that can occur over the long term operation of the system. SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 21 All Information is Proprietary and Confidential Activity Descriptionfor • • for Thorough visual inspection of the interior and Visual inspection of electrical equipment exterior of the inverter is performed to prevent wire runs, conduit, disconnects, fuses and issues related to wire management(ground combiners is performed. As with inverter faults, safety and electrical shock). Discolored visual checks, this precaution is taken to fuses, circuit boards, wiring and other prevent issues associated with wire components that show potential heat damage management (ground faults, safety and Visual Checks are tested and replaced as needed. The electrical shock). Combiner boxes are interior of the inverter is checked for moisture inspected for heat discoloration, moisture intrusions. The exterior of the inverter housing entry, rodent ingress, and continuity of is also evaluated for physical damage. The weatherproof seals. Racking is inspected inverter housing is repaired as required to for signs of corrosion, chipped paint and achieve the expected service life of the inverter. missing components. Any issues with racking fasteners (missing, loose)are corrected. All conductor terminations in the inverter are All conductor terminations in combiner physically checked for proper torque. This step boxes are physically checked for proper eliminates poor connectivity due to movement torque. This step eliminates poor Mechanical Checks cause by normal heat expansion and connectivity due to movement cause by contraction. normal heat expansion and contraction. Disconnects are tested to ensure proper operation. Random samples of module clamps are tested for torque. Infrared scans are performed to identify hot These checks prevent issues with spots and potential failure points of inverter performance and ensure overcurrent components. Low voltage power supplies are protection (fuses). Infrared scans are verified for proper operating parameters. These performed to identify hot spots and potential Electrical Checks tests ensure that individual components do not failure points in combiner boxes and cause premature failure of the inverter. disconnects. String level testing of current and voltage is performed to identify underperforming strings and modules. Ground continuity of system racking is verified. Inverter power ratings, input and output Due to the large number of modules on site, voltages are recorded to verify that the inverter a random sample set of modules is chosen is operating normally. for each module test. Modules are inspected for hot spots and blemishes on Operational Checks the PV cells. The backsheets of another sample set of modules is inspected for burn marks, blisters and discoloration. The junction boxes are also inspected to verify that seals are water tight and that connectors are in good condition. Fans are cleaned and filters are replaced to Areas of heavy soiling are identified and ensure that the inverter operates within design evaluated for possible cleaning. Rooftop Cleanliness temperature limits. Proper cooling is critical for arrays are checked for accumulated debris protecting the power electronics of the inverter. and roof damage in the array area. Ground mounted arrays are checked for vegetation growth in the array area. SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 22 All Information is Proprietary and Confidential Exceptions to NYSERDA Contract In previous rounds of NYSERDA PONs, SolarCity has worked with NYSERDA to integrate our comments to the standard contract. They are listed here for reference. As with our previous experiences, we will work with NYSERDA in creating a mutually agreeable contract for both parties. SolarCity Comments to NYSERDA PON 2956 Standard Performance Agreement for PV Section Issue Comments 2.6(Equipment and Meter requirements:--internet enabled SolarCity's proprietary and CEC- Components) --displays instantaneous AC power and approved monitoring/metering cumulative total AC energy production- system is in accordance with all specs -capable of(1) recording cumulative below except"stores for 7 days" total AC production on an hourly basis, (actually about 72hrs) and "revenue (2)stores info for 7 days, and (3) grade+/-0.2%accuracy'(our system transmits recorded readings 1/day to is at least 0.5%to 1%or better). NYSERDA --ANSI C12.20, revenue grade,with+/- 0.2%accuracy --includes battery backup to prevent data loss during power outages 2.6(Equipment and NYSERDA will make data collected from SolarCity would prefer any data Components) meters public shared publicly be aggregated and published in a non-site specific manner.Otherwise this should be okay,so long as our meters don't record total host customer energy usage(many hosts consider their total usage to be confidential information) 2.7(Site Inspection) Excerpt from Std Perf Agrmnt: SolarCity's Customer usually requires "NYSERDA may visit Project Site (i.e., advance notice before SolarCity or Host Site)with or without notice at any any third parties(including NYSERDA) time to inspect the system." are authorized to access the roof, Excerpt from Att-J (more reasonable): electrical room,or other'backstage' "Inspection/Reporting/Commissioning: areas.Since SolarCity owns the Contactor will allow NYSERDA, its System and manages all aspects of technical contractor,or Data Agent to ongoing service and support for conduct Site Inspections or remote Customer, NYSERDA will need to monitoring services. Contractor will notify SolarCity of the desire for a site obtain permission from the Customer visit and then SolarCity will secure site for NYSERDA, its technical contractor,or access authority from Customer. Data Agent to inspect the Installation SolarCity will commit to very location or perform remote monitoring fast/reasonable turnaround times for services.Contractor will arrange access any such site visit requests from to the Project Site upon requests by NYSERDA.We welcome the NYSERDA, its technical contractor,or inspection process, but must work Data Agent." though Customer protocols. SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 23 All Information is Proprietary and Confidential 2.8(Energy ASHRAE level walk-through energy SolarCity will need clarification on the Assessment) audit required logistics and costs associated with such an energy audit.As long as these are reasonable and do not impact the ability to execute the project we have no objection. 6.1 (E) Events of default ... "assignment of Due to blind pool portfolio all or part of the Contractor's financing structure, SolarCity obligations required under this needs allowances for assignment Agreement without NYSERDA's prior of the PPA to tax equity investment written permission" entities utilized by investors, without limitations of consent from NYSERDA. 8.1(Indemnification) SolarCity must indemnify,defend and (1) Please insert"third-party" hold harmless NYSERDA and NYS between "all"and "liabilities" in the second line of the provision. (2) Add "("Losses") immediately following"(including,without limitation,attorneys'fees and expenses)" in the third line. (3) Add the following immediately following the final sentence of the provision: "Notwithstanding the forgoing,Contractor shall not be required to indemnify NYSERDA or New York State for any Losses to the extent such Losses are due to or caused by the negligence or willful misconduct of either NYSERDA or New York State." 9.1(Maintenance of This section requires that we make (1) Generally, it's not possible to Insurance; Policy Provisions) NYSERDA and NYS additional insured on add anyone as an additional the specified policies and that policies insured to workers comp, must provide at least 30 days' notice in employers liability or disability case of cancellation or modification. policies.Suggest modifying Section 9.1(A) by adding, "With respect to the Commercial General Liability Policy,"to the beginning. (2) Most policies(including ours)do not allow for notice of cancellation for non-payment of premium more than 10 days in advance.Suggest modifying Section 9.1(B) to add"(ten(10) days'for non- payment of premium)" immediately following"thirty (30)calendar days SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 24 All Information is Proprietary and Confidential 9.3(Delivery of Policies; (1) In case a policy will expire prior to (1) This should be modified to Insurance Certificates) termination of NYSERDA contract, require provision of certificates Contractor must deliver certificates of of insurance evidencing renewal insurance to NYSERDA evidencing "as soon as reasonably renewal of policies. possible". It is almost impossible (2) NYSERDA can require Contractor to to get evidence of renewal 30 provide certified copies of each policy. days in advance because policies are generally being renegotiated right up until expiration. (2) Suggest striking—most contractors will not/cannot divulge actual policies. 12.3 Contractor shall not use NYSERDA's Suggest revising as follows, "Neither name, logo, etc without NYSERDA's party shall use the corporate name, prior written consent. logo, identity or any affiliation of the other or of the Customer[the host] without the prior written consent of the other or the Customer,as applicable." Exhibit B(Standard Terms and If the project is considered a "public Note: Neither typical SolarCity/ Conditions for all NYSERDA work"or a "building services Customer contracts, nor the actual Agreements),Section 2(Wage agreement",we must pay prevailing projects qualify as either a "public and Hour Provisions) wage. work"or a "building services agreement." Should the project be considered "public work"or"building services agreement"we will comply with all applicable rules. SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 25 All Information is Proprietary SolarCity -Y ===mom New York Sun Competitive PV Program Program Opportunity Notice (PON) 2956 Project Site Package City of Ithaca Tompkins Airport Round I — July 17, 2014 -- All Information is Proprietary and Confidential Project Description — City of Ithaca Tompkins Airport The proposed City of Ithaca Tompkins Airport project will consist of a 2405.4kWocsolar PV array, located near 766 Warren Road, Ithaca, NY 14850.This is not within a strategic location. SolarCity will sell electricity to the City of Ithaca, the electric customer of record for the proposed satellite accounts, under a Power Purchase Agreement (PPA). New service and a new meter will be built for the Remote Net Metered facility (under City of Ithaca as the customer of record), with credits serving onsite load, and remaining credits being applied to other City of Ithaca facilities. Specifically,we intend to send Remote Net Meter credits to the following satellite meters: Account# Meter# Name on Service Address Utility Annual Utility Bill Zone usage (kWh) Satellite 10010796141 NGE0O55439226 City of 245 Pier RD, Ithaca, C 390000 Meter 1 Ithaca NY 14850-3246 Satellite 10012456355 NABOO1O192412 City of 523 2RD St, Ithaca, C 2310868 Meter 2 Ithaca NY 14850-3208 Satellite 10010342896 NABOO13692975 City of 245 Pier RD, Ithaca, C 308960 Meter 3 Ithaca NY 14850-3246 SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 27 All Information is Proprietary and Confidential Dan Leary From: Kauffman, Richard <RAKauffman@nyseg.com> Sent: Monday, July 14, 2014 10:37 AM To: Dan Leary Cc: Nate Bell; Chier, Mark Subject: RE: City of Ithaca_SolarCity: solar notice for NYSERDA PON 2956 Dan - From the Distribution Planner: Based on the information below, the closest interconnection point would be about 0.5 miles north of L-362, P-90A on Ithaca's Etna Tap#523 34.5kV distribution circuit (there is presently no distribution there now). Based on the customer's location,the Boxier limitation would be the two (2) spans of 3P_1/OACSR phase conductors serving the customer(Boxier Limit 2.850 MW). There is no other existing non-residential generation on the circuit, and it looks like we should be able to accommodate the total proposed 1.926 MW of generation at this point on Etna Tap#523. If the customer is primary-metered, we may need a three-phase line recioser on our side of the primary meter. *�oRGhE Richard A. Kauffman Electric Transmission Services 18 Link Drive, PO Box 5224, Binghamton, NY 13902-5224 Telephone 607-762-7606 Cell 607-427-8693 Fax 607-762-8666 rakauffman(abnyseg.com In the interest of the environment, iplease print only if necessary and recycle. This document may contain electric transmission or electric customer information and,pursuant to the Standards of Conduct requirements of FERC Order 2004,is not to be shared,disclosed,or otherwise made available to any staff associated with the Company's energy affiliates,wholesale sales and marketing,or generation functions. From: Dan Leary [mailto:dleary@solarcity.com] Sent: Thursday, June 26, 2014 4:25 PM To: Kauffman, Richard Cc: Nate Bell; Chier, Mark Subject: RE: City of Ithaca_SolarCity: solar notice for NYSERDA PON 2956 Thank you for the feedback Rick.The proposed AC size is in the third column below under"Notes".This will be consistent with all proposed project emaiis. For the City of Ithaca the AC size is 1,926-kWac. 1 SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 28 All Information is Proprietary and Confidential I understand there is a large volume of requests at this time and appreciate any feedback you can provide—complete or partial. Dan Leary 1607.592.7046 1 www.solarcity.com From: Kauffman, Richard [mailto:RAKauffman@nyseg.com] Sent: Thursday, June 26, 2014 4:20 PM To: Dan Leary Cc: Nate Bell; Chier, Mark Subject: Re: City of Ithaca_SolarCity: solar notice for NYSERDA PON 2956 Please give me the proposed AC size. I will forward this to the appropriate distribution planner for them to do a high level analysis of the viability of this interconnection and email you the results. You can then take the results and plug them into the Form L if you so desire. Also, I need to advise you that due to the extremely high volume of requests we are getting for these high level analyses, I cannot guarantee you that we will be able to supply you with the results by the NYSERDA July 17 deadline. Thanks- Rick From: Dan Leary [mailto:dleary@solarcity.com] Sent: Thursday, June 26, 2014 03:58 PM To: Kauffman, Richard Cc: Nate Bell <nbell@solarcity.com> Subject: City of Ithaca—SolarCity: solar notice for NYSERDA PON 2956 Hi Rick, The City of Ithaca and SolarCity are planning on submitting a proposal to NYSERDA's NY-Sun Competitive PV Program with proposals due on July 17, 2014. NYSERDA is requesting that we make initial contact with the Utility, in order to receive a high-level assessment of potential effects of our proposed project on the distribution system serving our customer's location(s). Please find below the required information that NYSERDA is requesting us to provide to you, along with a letter of authorization signed by The City of Ithaca. We are aware that if we do not submit this form within 10 business days of the closing of the PON,we may not receive a response. Attached is a copy of NYSERDA"Attachment L"to the NY-SUN proposal.The information is also listed below. Included on page 2 of the attachment is the recommended high-level feasibility information. Please contact me with any questions or comments.Again we hope to have your feedback and high-level feasibility assessment at your earliest convenience so that we can file it with our NYSERDA proposal. Notes Customer Name (as it appears on utility bill) City of Ithaca Street Location Near 766 Warren Road, Ithaca, NY Across Wz 14850 Morse TE( Host Utility Account Number New Service Request Remote-N Proposed Project Size (kW) 2,405.40 kW-DC 1,926 kW- Proposed Project Interconnect voltage 12.5kV Or local di Proposed Project will be net-metered? (Yes, No) Yes 2 SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 29 All Information is Proprietary and Confidential Proposed Project will be utilizing remote net metering (Yes, No) Yes City of Ithaca: If yes, provide all account names and account numbers that will be used. 1001-2456-355 1001-0796-141 1001-0342-896 Is project within Strategic Solar Location? (Yes, No) No Requesting most recent 12 month usage? (Yes, No) Yes Thank you - Dan Dan Leary I Senior Project Development Manager I SolarCity 1607.592.7046 1 dlearyCcDsolarcity.com I www.solarcity.com 3 SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 30 All Information is Proprietary and Confidential Dan Leary From: Dan Leary Sent: Thursday, June 26, 2014 3:58 PM To: Irakauffman@nyseg.com' Cc: Nate Bell Subject: City of Ithaca_SolarCity: solar notice for NYSERDA PON 2956 Attachments: City of Ithaca - Signed Letter of Authorization for Solar City.pdf, City of Ithaca-PON 2956 att L-Developer Utility Request.pdf Hi Rick, The City of Ithaca and SolarCity are planning on submitting a proposal to NYSERDA's NY-Sun Competitive PV Program with proposals due on July 17, 2014. NYSERDA is requesting that we make initial contact with the Utility, in order to receive a high-level assessment of potential effects of our proposed project on the distribution system serving our customer's location(s). Please find below the required information that NYSERDA is requesting us to provide to you, along with a letter of authorization signed by The City of Ithaca. We are aware that if we do not submit this form within 10 business days of the closing of the PON,we may not receive a response. Attached is a copy of NYSERDA"Attachment L"to the NY-SUN proposal.The information is also listed below. Included on page 2 of the attachment is the recommended high-level feasibility information. Please contact me with any questions or comments.Again we hope to have your feedback and high-level feasibility assessment at your earliest convenience so that we can file it with our NYSERDA proposal. Notes Customer Name (as it appears on utility bill) City of Ithaca Street Location Near 766 Warren Road, Ithaca, NY Across We 14850 Morse TE( Host Utility Account Number New Service Request Remote-N Proposed Project Size (kW) 2,405.40 kW-DC 1,926 kW- Proposed Project Interconnect voltage 12.5kV Or local di Proposed Project will be net-metered? (Yes, No) Yes Proposed Project will be utilizing remote net metering (Yes, No) Yes City of Ithaca: If yes, provide all account names and account numbers that will be used. 1001-2456-355 1001-0796-141 1001-0342-896 Is project within Strategic Solar Location? (Yes, No) No Requesting most recent 12 month usage? (Yes, No) Yes Thank you - Dan Dan Leary I Senior Project Development Manager I SolarCity 1607.592.7046 1 dleary cDsolarcity.com I www.solarcity.com t SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 31 All Information is Proprietary and Confidential CITY OF ITHAC A ti 108 East Green Street Ithaca,New York 14850-+690 N1AYOIVS 0FFICE i �+ WAN FIE I, MYRICK.MAYOR ` ...... I cler hone: 607-274-650 1 Email: mayorCcycityofithaca.org Fax: 607-274-6526 June 25, 2014 NYSEG- Electric Transmission Services 18 Link Drive Binghamton, NY 13904 Attention: R. Kauffman/ M. Chier Authority to Act as an Agent To: New York State Electric and Gas Corporation, I, Svante Myrick,hereby authorize SolarCity Corporation to act as my Agent as permitted in the New York State Standardized Interconnection Requirements with respect to the Account Name and associated Accounts listed below. I further authorize you to release to SolarCity Corporation my account information for the prior twelve (12)months, including electrical usage and demand history. SolarCity Corporation Agrees to keep this information confidential and use it only for the purposes of designing and installing my photovoltaic system,obtaining NYSERDA funding incentives on my behalf,and establishing utility interconnection agreements, proper metering, and approvals. Account Name: City of Ithaca Account Numbers: 1001-2456-355 1001-0796-141 1001-034-2896 Sincerely, Svante L. Myrick Mayor City of Ithaca SolarCity Corporation-City of Ithaca Proposal-PON2956-July 17,2014 32 All Information is Proprietary and Confidential Attachment L 06/26/2014 NYSEG-Electric Transmission Services To Whom it May Concern: SolarCity Corporation is planning on submitting a proposal to NYSERDA's NY-Sun Competitive PV Program with proposals due on July 17, 2014. NYSERDA is requesting that we make initial contact with the Utility, in order to receive a high-level assessment of potential effects of our proposed project on the distribution system serving our customer's location(s). Please find below the required information that NYSERDA is requesting us to provide to you, along with a letter of authorization signed by the customer. We are aware that if we do not submit this form within 10 business days of the closing of the PON,we may not receive a response. Customer Name City of Ithaca Street Location Near 766 Warren Road,Ithaca,NY 14850 Host Utility Account Number New Service Request Proposed Project Size (kW) 2,405.400 Proposed Project will be net-metered? Yes Proposed Project will be utilizing remote net metering(Yes,No) Yes Proposed Project Interconnect voltage 12.5kV If yes,provide all account names and account City of Ithaca: numbers that will be used. 1001-2456-355 1001-0796-141 1001-0342-896 Is project within Strategic Solar Location? INo Requesting most recent 12 month usage? I Yes Sincerely, L Dan Leary SolarCity Corporation 607-592-7046 dleary@solarcity.com SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 33 All Information is Proprietary and Confidential FITiTt CITY OF ITHACA .. Q .._ I08 East Creep Street Ithaca, New York 14850-5690 MAYOR'S OIL V ICE �r e SVANI`E L.MYRICK,MAYOR Ill BAN a Tclephone: 607-274-6501 Email: mayov�(Jcityo[ithaca,.org AV Fax:Fax: 607-274-6526 July 9,2014 RE, Letter of Intent for New York Energy Research and Development Authority (NYSERDA) application for funding under PON 2956. This letter of intent dated July 8,2014 between SolarCity and the City of Ithaca affirms our mutual intent to develop a Solar PV project located near the Ithaca Tompkins Regional Airport at approximately 766 Warren Road, Ithaca, NY 14850. The Applicant proposes to install a 2,405.40- kW ground system and will be requesting remote net-metering.The system will be interconnected with New York State Electric & Gas Corporation and is not located in a utility designated Strategic Location. The City of Ithaca acknowledges that this letter of intent is for purposes of seeking funding under PON 2956, NYSERDA's NY SUN Competitive PV Program, and that such funding application for the project at this site is exclusively through SolarCity. If selected under the Program,SolarCity and the City of Ithaca intend to enter into a Power Purchase Agreement ("PPA") to develop and install this PV project at this site. As required by NYSERDA, this Letter of Intent is provided in support of SolarCity's use of the NYSERDA incentives to discount the price of solar electricity for the City of Ithaca. This Letter shall he non-buiding upon the City of Ithaca and therefore, our contractual relationship would. result later, if and when we enter into a PPA. �Svante Myrick. Mayor City of Ithaca July 9,2014 The property to be used for this project is owned by Tompkins County and will be]eased to SolarCity.Tompkins County is aware of this proposed ,project between the City of Ithaca and SolarCity and acknowledges its participation as land owner, --I Tompkins County I{dy 9,2014 v SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 34 All Information is Proprietary and Confidential PON 2956 NY Sun Competitive PV Program Project Site Package Checklist Applicant Name: SolarCity Corporation Site Name: City of Ithaca Tompkins Airport Technology Type: Photovoltaic(Fixed) Required information as part of the Proposal Yes/No/Not Identify page number Applicable in this package. Completed Project Site Information Yes 36 Electric Utility Information Yes 37 Copy of the customer's most recent 12 months of electric usage Provided Yes b the utility. 43 Copy of customer's bill(s)showing payment into RPS No 38 Signed Letter of Intent on the Customer's Letterhead Yes 34 Have you provided a list of all required permits and approval from the Yes 53 authority have jurisdiction? Have you provided a signed and completed page 1 Short Environmental Yes Assessment Form SE RA ? 48 Correspondance with Utility regarding proposed project Yes 28 For sites with electric generation systems,have you described in detail Not Applicable the current system on site,where it is located,when it was interconnected,and how the current generation will impact net metering? For PV Systems,is any part of the system located on the roof of a Not Applicable building? For PV systems,have you included aerial photos of the site location? Does the aerial photo include the location of the equipment? 46 Yes For biogas Systems,have you identified the electric generation system Not Applicable type,manufacturer,and model? SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 35 PON 2956 Competitive PV Program Project Site Information Confidential Information Applicant Name SolarCity Corporation Customer Name City of Ithaca Site Name City of Ithaca Tompkins Airport Site Street Address Near 766 Warren Road Site City,State,Zip Code Ithaca,NY 14850 Site County Tompkins Customer Contact Name Nick Goldsmith Customer Contact Phone 607-274-6550 Customer Contact e-mail ngoldsmith(-Ocityofithaca.org NYISO Zone C Utility NYSEG Strategic Location No Customer Purchase Agreement Type Power Purchase Agreement System kW DC Rating 2405.4 Site Estimated Annual Energy Production(kWh) 2,823,555 System Description Ground Mount(Fixed) Shading and Loss Information -1.81% 12 month Historical Electrical Usage 3010947.233 Percentage of system offset 94% Energy Efficiency Assessment Completed No Energy Efficiency Measures to be Installed No Battery Storage to be Installed No Estimated Price of Equipment $ 2,894,057.00 Estimated Price of Labor,Installation,Permits $ 1,558,338.00 Estimated Total Installed Price $ 4,452,395.00 Does this site already have or have plans to install an electric generation system(e.g.baseload CHP or No renewables)? If so,please identify the size(kW)of the system. Do you have any pending applications for this project under any other NYSERDA Program? If so,please list those programs and the current status of the application/contract. No *CONFIDENTIAL* Incentive Bid($/kWh) 0.160 Initial Incentive $ 903,537.52 Strategic Location Bonus 0.00 Energy Efficiency Bonus 0.00 Battery Storage Bonus 0.00 Total Incentive $ 903,537.52 Note:Maximum Installation Site Incentive is calculated based on an assigned capacity factor of 13.4%for Fixed PV, 17.5%for Tracking PV and 75%for Renewable Biogas installations.NYSERDA will add 25%to this amount if the Installation site is in a Strategic Location,. NYSERDA will only accept bid prices up to 3 decimal places. The Identified I(W DC Rating and Incentive Bid price that is listed on this printed and signed form will be used in the selection of awards. The Applicant is responsible for the accu a�o�Tse-fnfarmation provided on this form. Applicant Signature: _ - - _ Date: 7-15-2014 I y s Barnard-CRO ti N � 000 O O ti N Cl) A 3 0d. eoe}} 0 �n U m o a a o c m N C y � T � T 'O o0 0 y� � •y ti � N N W �O s« � o o➢ .M. o 0 oN 0 y� eo•O. � a N O V G « F W o I (6 0A •� � � � 5 a N � M �' `° 6 C c i N m« Z O o A: Tz N o N l ' `o a v a d N > I c y R O N N �. •�" i. � c e } Q g y a ti N N Z O N _ Q d r c O � �3 c w V co Nd N Z �_-• 7 o C y N V b O c c C N m O 0 d o � Q O d U n 'a N o � O ai z zN N z� c o _ o � eo 0 0 o Q- o � z p p a U U U U rn � a z z z w z s e a O u a` 8 0 o r u z �• w � d m Y All Information is Proprietary and Confidential CITY OF ITHACA N y Account Number: 1001-0342-896Ll w Statement Date: June 10,2014 Amount Due: $962.69 Service Address: 108 E GREEN ST,ITHACA NY 14850 Page 1 of 4 Next Scheduled Read Date: On or about July 09, 2014 Account Summary Previous invoice $751.14 Payments received as of 06/09/14 -751.14 Municipal Balance forward 0.00 Energy charges 961.96 See details beginning Miscellaneous charges 0.73 on page 3 Payment due upon receipt. $962.69 See messages on page 2 To avoid a 1.5% late payment charge, please ensure payment is received by the date displayed below. Think of the minutes,money and natural resources you'll save by doing business online or by phone 24/7. Visit nyseg.com to: •View and pay your bill online •Submit and view meter readings •Enroll and manage budget billing •Enroll in Autopay Call our self-service line at 1.800.600.2275 for billing information, provide a meter reading and to pay by phone. Add$1,$2,or$5 to your payment to make a tax-deductible donation to NYSEG and RG&E Project SHARE Heating Fund. Learn more at nyseg.com. Please return bottom portion with your payment.Make checks payable to NYSEG. Account Number 10010342896 Late Fee After 07/03/14 NYSEG P.O. BOX 11745 Due Upon Receipt NEWARK, NJ 07101-4745 $962.69 Amount Paid CITY OF ITHACA ITHACA CITY HALL C/O CITY CLRK STS&FA 245 PIER RD ITHACA NY 14850-3246 Pie se do not write below this line. eviar6ie�eoipvraeioii 6iiwfiih9eeRiepe9dl P6Pd�956 dd1�1iL�9,. 38 701001034289600000962690000096269 CITY OF ITHACA All Information is Proprietary and CoriftLeAgnt Number: 1001-0342-896 Statement Date: June 10, 2014 Service Address: 108 E GREEN ST, ITHACA NY 14850 Page 3 of 4 NYSEG DETAILED ACCOUNT ACTIVITY (�) Electricity Service - Nonresidential Service from: 05109114 - 06109114 �# Electricity Rate - 12002 ESCO Supply Service PoD ID: N01000005011960 Meter Current Meter Read Previous Meter Read Reading Meter Billed Billing Number Date Reading Date Reading Difference Multr Usage Period 13692975 06/09/14 7694 A 05/09/14 7308 A 386 80 30880 kwh 32 days 13692975 06/09/14 19.32 A 05/09/14 18.44 A 0.88 80 70.40 kw 32 days Type of read:A-Actual, E- Estimate, C-Customer, R- Remote and N- No read Electricity Delivery Charges Basic service charge 5.37 Meter charge 1.68 Meter service charge 8.48 Meter data service charge 2.08 Demand charge 70.4000 kw 8.31 585.02 Delivery charge 30880 kwh 0.00339 104.68 Transition charge 30880 kwh -0.00943803 -291.45 Revenue decoupling mech 30880 kwh 0.000916 28.29 Reliability support svcs. chg. 70.4000 kw 0.66 46.46 NY state assessment 30880 kwh 0.001121 34.62 SBC/RPS charge 30880 kwh 0.005891 181.91 Subtotal Electricity Delivery $707.14 Total Electricity Cost $707.14 Gas Service-Nonresidential Service from: 05109114 - 06109114 Gas Rate -08814A Aggregation PoD ID: N02000000157792 Meter Current Meter Read Previous Meter Read Reading Meter Billed Billing Number Date Reading Date Reading Difference Multr Usage Period 00880299 06/09/14 32605 A 05/09/14 31881 A 724 1.0100 731 ccf 32 da s Type of read:A-Actual, E- Estimate, C-Customer, R- Remote and N- No read Natural Gas Delivery Charges Natural gas used (ccf) 731 Energy content factor x 1.026400 Natural gas used (therm) 750.5 Basic service charge 23.60 Included in Basic service chg 3.0 therm @ 0.00 0.00 Delivery charge 497.0 therm 0.3378 167.89 Delivery charge 250.5 therm 0.1946 48.75 Weather adjustment 62.624 therm 0.19449412 12.18 Research&development charge 750.5 therm 0.00145 1.09 Transition surcharge 750.5 therm 0.01281844 9.62 Revenue decoupling mech 750.5 therm -0.036442 -27.35 NY state assessment 750.5 therm 0.0132 9.91 SBC charge 750.5 therm 0.012166 9.13 Subtotal Natural Gas Delivery $254.82 Total Natural Gas Cost $254.82 Total Energy Charges $961.96 Miscellaneous Charges 06/10/14 Payment&billing svcs charge 0.73 Total Miscellaneous Charges SolarCity Corporation-City of Ithaca Proposal-PON2956-July 17,2014 39 All Information is Proprietary and Confidential CITY OF ITHACA w Account Number: 1001-0796-141� Statement Date: June 16,2014 Amount Due: $535.01 Service Address: SENECA&TIOGA ST,ITHACA NY 14850 Page 1 of 4 Next Scheduled Read Date: On or about July 16, 2014 Account Summary Previous invoice $489.81 Payments received as of 06/13/14 -489.81 Municipal Balance forward 0.00 Energy charges 534.28 See details beginning Miscellaneous charges 0.73 on page 3 Payment due upon receipt. $535.01 See messages on page 2 To avoid a 1.5% late payment charge, please ensure payment is received by the date displayed below. Think of the minutes,money and natural resources you'll save by doing business online or by phone 24/7. Visit nyseg.com to: •View and pay your bill online •Submit and view meter readings •Enroll and manage budget billing •Enroll in Autopay Call our self-service line at 1.800.600.2275 for billing information, provide a meter reading and to pay by phone. Add$1,$2,or$5 to your payment to make a tax-deductible donation to NYSEG and RG&E Project SHARE Heating Fund. Learn more at nyseg.com. Please return bottom portion with your payment.Make checks payable to NYSEG. Account Number 10010796141 Late Fee After 07/09/14 NYSEG P.O. BOX 11745 Due Upon Receipt NEWARK, NJ 07101-4745 $535.01 Amount Paid CITY OF ITHACA C/O CITY CLRK STS&FAC 245 PIER RD ITHACA NY 14850 Pie 91+f �9 se do not write below this line. eviar6ie�eoipvraeioii 6iiwfieh9eeRiepe9dl P6Pd�956 dd1�1iL� 301001079614100000535010000053501 CITY OF ITHACA All Information is Proprietary and CoriftLeAgnt Number: 1001-0796-141 Statement Date: June 16, 2014 Service Address: SENECA&TIOGA ST, ITHACA NY 14850 Page 3 of 4 NYSEG DETAILED ACCOUNT ACTIVITY (�) Electricity Service - Nonresidential Service from: 05115114 - 06113114 �# Electricity Rate - 12002 ESCO Supply Service PoD ID: N01000000093989 Meter Current Meter Read Previous Meter Read Reading Meter Billed Billing Number Date Reading Date Reading Difference Multr Usage Period 55439226 06/13/14 59001 A 05/15/14 58579 A 422 60 25320 kwh 30 days 55439226 06/13/14 109.98 A 05/15/14 109.13 A 0.85 60 51.00 kw 30 days Type of read:A-Actual, E- Estimate, C-Customer, R- Remote and N- No read Electricity Delivery Charges Basic service charge 5.37 Meter charge 1.68 Meter service charge 8.48 Meter data service charge 2.08 Demand charge 51.0000 kw 8.31 423.81 Delivery charge 25320 kwh 0.00339 85.83 Transition charge 25320 kwh -0.0089795 -227.36 Revenue decoupling mech 25320 kwh 0.000916 23.19 Reliability support svcs. chg. 51.0000 kw 0.66 33.66 NY state assessment 25320 kwh 0.001121 28.38 SBC/RPS charge 25320 kwh 0.005891 149.16 Subtotal Electricity Delivery $534.28 Total Electricity Cost $534.28 Total Energy Charges $534.28 Miscellaneous Charges 06/16/14 Payment&billing svcs charge 0.73 Total Miscellaneous Charges $0.73 SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 41 inivir rGA•OUI"LIJ'04JJ Jul 0 LU14 UMOu9l ruuuUUL 1" ,:di Ir'11d-1- 1NYSEG All Information is Praplr Serrrice Ad&ess: 525 THIRD ST EXT 8,rTHACA Ny 14850 Page.7 NXSEG 1a14,'t,9ILED ACCOIJ1vT r1.C2YV12'Y Electricity Service- Nont>~.5idendal Time-of-Use Service from' 0.4123114_OW II14 Electricity Rate- 120072,ESCO Hourly Pricing Poo ID: NOIOO0000212381 On Peak 86748 kWh 29 days On Peak 825.84 kW 2.9 days Off Peak 86317 kWh 29 days Off Peak 473.04 kW 29 days. Reactive 182400 rkvah 29 days Power Factor_ 68.8% electricity Defivery Charges 3asic service charge 8 Vleter charge 371.998 iAeter se►vie charge 41 24.9 Vloter data service charge 86 b 7.3 burly meter chargo 7. 7 )emand charge 825.8400 kw 7.18 5,929.53 rransidon charge 173063 kwh -0.01219993 -2,111.36 Revenue decouping meth 825.8400 kw 0.47 388.14 Reactive charge 139134 rkvah 0,00078 108,52 Re]iabtity support sves_chg_ 825.8400 kw 0.99 817.58 W Mate assessment 173083 kwh 0.000795 137.59 3BC/RPS charge 173063 kwh 0.005091 1,019.51 • Subtotal Electricfl Del!My $6,705.69 �ti./-°::+(. �! 7 > r'M P+i"' •••'P ''f•:;• r3r::yN7L;•J! .......... ... . ....... .: ..•1�......:: ='a.:' '� .<.y. ! 'y"'.d �'. Yw ' +�.. 'dui�f-..�l��a i"r.��,:.'nla4.h��!�, tY;faFl •:%+71Ri '':;]:•_ z''+-''++it.^^S: i.• {,,`,f•',ir:.:-„•: ;`,iw:•r!'.'..::F�.r,' :.r-R".•SAi`:r""'i:'41ilm Nt.a":.`,r_,; x!,M1':. �'/�a:•y:a..�. . Miscellaneous Ctoarges )5/29/2014 Payment&burring svcs charge 0.73 '• _• •Jw I•�`n,..x n�.�.F •yr.1h _ _ •i.�1;�L'a:rrlp..YNK':'yY „` ��! �.. ,�, x ��.""-: .S•r;;=�;r.:.;,.;:'• .^w.r.:;.... ;y,;•.:.;.J�'A•'.:Y,,.�. .:._�;;. x;�ff:¢�:.:- rz,;n >w4,_�.� FA .•,.. I_1r � 1( .L�.Vs�a•' i' .•.'.J`" »-:nx. .r :r�y�` ', •y�,,';'L' ,`f'.'.`?j".•' �".- ."$`,Y. �-! c SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 42 All Information is Proprietary and Confidential Search� Y�1 NYSE Your Account Your Home Your Business Usage and Safety Outage Central Giving Back For Suppliers and Partners I Our Company s - PoD ID:N01000000093989 Electric Meter#:NGE0055439226 Service Address Account Mailing Address CITY OF ITHACA CITY OF ITHACA •• SENECA&TIOGA ST 245 PIER RD ITHACA NY 14850 ITHACA NY 14850-3246 • : - ► Energy Use History ur Current Rate Category:NED0200E00 ESCOs--- Future Rate Category: Revenue Class:Municipal •.•. . Profile:33 Grid:NE CEN_SE Tax Jurisdiction:NY1485000 Tax District:0022 Read Cycle:10 Critical Care:No CAP:56.5211028 MHP:No Electricity Use History Read Read kwh kw Total Total Tax Date Type 06/13/2014 NYSEG 25320 51.0 $534.28 $0.00 05/14/2014 NYSEG 29040 61.2 $489.08 $0.00 04/14/2014 39060 85.8 $812.61 $0.00 03/14/2014 NYSEG 41580 88.8 $1,062.54 $0.00 02/14/2014 NYSEG 46860 88.8 $1,115.75 $0.00 01/15/2014 44280 88.2 $1,184.76 $0.00 12/16/2013 NYSEG 43680 87.6 $1,197.52 $0.00 11/15/2013 NYSEG 33420 76.8 $1,014.95 $0.00 10/14/2013 22020 52.8 $733.54 $0.00 09/17/2013 NYSEG 21540 51.6 $713.59 $0.00 08/14/2013 NYSEG 21120 42.0 $619.66 $0.00 07/16/2013 22080 33.6 $565.83 $0.00 06/14/2013 NYSEG 23640 51.0 $592.77 $0.00 05/14/2013 NYSEG 31020 55.2 $611.60 $0.00 04/12/2013 37860 80.4 $1,053.77 $0.00 03/14/2013 NYSEG 41040 81.0 $1,141.98 $0.00 02/13/2013 NYSEG 42000 81.6 $1,189.67 $0.00 01/16/2013 49560 87.0 $1,304.05 $0.00 12/14/2012 NYSEG 36840 78.0 $1,050.44 $0.00 11/16/2012 NYSEG 35460 79.2 $1,056.19 $0.00 10/12/2012 660 40.8 $363.80 $0.00 09/14/2012 Estimated 29700 63.0 $828.01 $0.00 08/15/2012 Estimated 25320 41.4 $615.47 $0.00 07/17/2012 NYSEG 28800 41.4 $665.47 $0.00 OBERDROLA Home I Emergency Contact I Contact Us I Site Map I Legal Disclaimer USA SolarCity Corporation-City of Ithaca Proposal-PON2956-July 17,2014 43 All Information is Proprietary and Confidential NYSEG Search© ' . Your Account Your Home Your Business Usage and Safety Outage Central Giving Back For Suppliers and Partners Our Company 2896 PoD ID:N01000005011960 • • Electric Meter#: NAB0013692975 Service Address Account Mailing Address CITY OF ITHACA CITY OF ITHACA •• 108 E GREEN ST 245 PIER RD ITHACA NY 14850 ITHACA NY 14850-3246 • : - Energy Use History a ra aS Current Rate Category: NED0200E00 Future Rate Category: Natural gas Revenue Class:Municipal transportation Profile:33 manual Grid: NE CEN_SE Tax Jurisdiction:NY1485000 Pricing&tariffs • Tax District:0022 natural gas Read Cycle:06 SrnarTracTM Critical Care:No ICAP:81.9056594 MHP:No Electricity Use History Read Read kwh kw Total Total Tax Date Type 06/09/2014 NYSEG 30880 70.4 $707.14 $0.00 05/08/2014 NYSEG 23760 55.2 $416.38 $0.00 04/08/2014 NYSEG 21520 55.2 $571.92 $0.00 03/10/2014 23840 56.8 $668.89 $0.00 02/07/2014 NYSEG 22720 59.2 $699.04 $0.00 01/09/2014 NYSEG 23040 57.6 $743.67 $0.00 12/10/2013 24400 54.4 $713.91 $0.00 11/07/2013 NYSEG 20960 52.8 $696.94 $0.00 10/08/2013 NYSEG 23760 72.8 $937.50 $0.00 09/10/2013 32640 67.2 $964.06 $0.00 O8/08/2013 NYSEG 31520 74.4 $1,028.63 $0.00 07/09/2013 NYSEG 29920 67.2 $952.17 $0.00 06/10/2013 30080 68.0 $727.79 $0.00 05/08/2013 NYSEG 23280 60.8 $658.17 $0.00 04/08/2013 NYSEG 22400 51.2 $679.03 $0.00 03/08/2013 23600 54.4 $725.40 $0.00 02/07/2013 NYSEG 22720 60.0 $795.11 $0.00 01/10/2013 NYSEG 23760 53.6 $722.12 $0.00 12/10/2012 24480 60.8 $783.11 $0.00 11/07/2012 NYSEG 22960 58.4 $747.63 $0.00 10/09/2012 NYSEG 24480 64.8 $803.74 $0.00 09/10/2012 34240 67.2 $904.69 $0.00 08/06/2012 NYSEG 31120 68.8 $908.01 $0.00 07/10/2012 NYSEG 28400 72.8 $912.71 $0.00 Home Emergency Contact I Contact Us Site Map Legal Disclaimer SolarCity Corporation-City of Ithaca Proposal-PON2956-July 17,2014 44 All Information is Proprietary and Confidential y Search© ' _ NYSEG 4 Your Account Your Home Your Business Usage and Safety Outage Central Giving Back For Suppliers and Partners Our Company ti 1 PoD ID:N01000000212381 • • Electric Meter#: NAB0010192412 Service Address Account Mailing Address CITY OF ITHACA CITY OF ITHACA •• 525 THIRD ST EXT& 525 3RD ST ITHACA NY 14850 ITHACA NY 14850-3208 • - �' Energy Use History Nat`ura a Current Rate Category: NED0720E00 Future Rate Category: •. Revenue Class:Municipal .• . Profile:40 Grid: NE CEN_PR Tax Jurisdiction:NY1485000 • Tax District:0022 Read Cycle:15 Critical Care:No ICAP:9.432 MHP:Yes Electricity Use History Read Read kwh on kwh off kw on kw off rkvah Total Total Tax Date Type 05/21/2014 NYSEG 86746 86317 825.84 473.04 321534 $6,705.69 $0.00 Hourly Data(.csv file format) 04/22/2014 91025 113635 516.24 510.48 280035 $3,573.57 $0.00 Hourly Data(.csv file format) 03/21/2014 75203 88302 511.2 460.8 247124 $5,138.83 $0.00 Hourly Data(.csv file format) 02/21/2014 76615 84594 444.24 388.8 228498 $4,568.12 $0.00 Hourly Data(.csv file format) 01/22/2014 89392 115836 466.56 414.0 231893 $5,119.87 $0.00 Hourly Data(.csv file format) 12/23/2013 89230 126106 432.0 523.44 286966 $5,250.39 $0.00 Hourly Data(.csv file format) 11/21/2013 97549 112301 488.16 446.4 269137 $5,408.07 $0.00 Hourly Data(.csv file format) 10/22/2013 98390 108239 457.92 390.96 260343 $5,321.67 $0.00 Hourly Data(.csv file format) 09/23/2013 94690 119442 455.04 426.96 272867 $5,491.78 $0.00 Hourly Data(.csv file format) 08/22/2013 97522 99028 890.64 424.08 248462 $8,744.56 $0.00 Hourly Data(.csv file format) 07/23/2013 90386 116703 516.24 488.88 279428 $6,029.30 $0.00 Hourly Data(.csv file format) 06/21/2013 69292 84325 426.24 380.88 268796 $4,413.16 $0.00 Hourly Data(.csv file format) 05/22/2013 87123 93541 493.2 429.12 266834 $3,909.24 $0.00 Hourly Data(.csv file format) 04/22/2013 89039 107568 516.24 483.12 282048 $5,145.91 $0.00 Hourly Data(.csv file format) 03/21/2013 104313 112726 559.44 519.12 243340 $6,102.50 $0.00 Hourly Data(.csv file format) 02/21/2013 145582 167323 566.64 534.96 228974 $6,590.66 $0.00 Hourly Data(.csv file format) 01/23/2013 141977 200541 547.92 538.56 250370 $6,951.12 $0.00 Hourly Data(.csv file format) 12/21/2012 153210 165437 667.44 582.48 237138 $7,059.59 $0.00 Hourly Data(.csv file format) 11/21/2012 144986 148679 617.04 532.8 233784 $6,872.55 $0.00 Hourly Data(.csv file format) 10/23/2012 120808 146860 437.76 421.2 225883 $5,625.51 $0.00 Hourly Data(.csv file format) 09/21/2012 115281 1 136745 460.8 414.0 224993 1 $5,586.83 $0.00 Hourly Data(.csv file format) 08/22/2012 NYSEG 117148 1 124281 t 439.92 399.6 218043 1 $5,465.30 $0.00 Hourly Data(.csv file format) IBERDRUW Home I Emergency Contact I Contact Us Site Map Legal Disclaimer USA SolarCity Corporation-City of Ithaca Proposal-PON2956-July 17,2014 45 �1 0 O F Z 3^ ig &i z w a^ 8 E€ o >- 00 0 �,=4 a Tom E N ,n d a ¢ ° ggwg Wogs Z a"T � � z Z °m o ui w a ¢ � a w u ¢ z Es .s �a V o0 > oa a N C) N i T 3 I mo CD LO m m ° N z 0 - - a c m m O n m ° a` Q co - 0 m n co - w- c O o _ U - I o c O Q °` a `° ALI `m 0 U) All Information is Proprietary and Confidential Estimated System Losses City of Ithaca Tompkins Airport System Size(kWDC) 2,405.40 Per kW Total System Ideal Actual Actual Unshaded AC Unshaded Unshaded AC Ideal Unshaded AC Energy("as built") AC Energy Energy('as Energy built" Tilt 30 42.6 30 42.6 Azimuth 180 180 180 180 Derate 0.7055 0.7055 0.7055 0.7055 Production 1 1,048 1,030 2,520,859 2,477,562 System Losses -1.72% ** Source: PVWatts2 **SolarCity's methodology for determining shading losses from NREL's PVWatts2 compares the production output(in kWh/kW)of the actual system design relative to that of the"ideal system" as defined by NREL. Of particular note for the negative losses quantified above is PVWatts2's anticipated ideal tilt"The default value is a tilt angle equal to the station's latitude.This normally maximizes annual energy production. Increasing the tilt angle favors energy production in the winter,and decreasing the tilt angle favors energy production in the summer." The above is an example of when latitude is not the ideal tilt, because greater summer production (resulting from a lower tilt when the sun is higher in the sky)outweighs winter production.Consequently,the actual system design will produce more than the ideal baseline. Below are PVWatts 2 outputs for the actual, ideal, and maximum outputs. In any case,the actual proposed system would have minimal losses, maximizing the value of NYSERDA's funds for this project. ACTUAL IDEAL PVAD :\['fi.megr :1C Energy �y/ P�� Y♦Cl��s cell saiimp: ♦YC311 ca.r sasin�s Station identification Results Station Identification Results Cd m e163956 5� Al M— 3� Fs Ced nS-. a253)55 pw5acm = _- NmW IlaAuim AC Em®' we ew Ymk rer �SY Val e6Y - _ ha'T'm M1 hv,2i 01 r.51 59 5.5F L®.adr. 56 W _ 351 ;_ L.& 766°W .11 35 seo PV System Specifications 3 1 +5? - —1 PV System Specifications 3 4. 1. DC Rm I.W kW J 510 n9A' DC Rs ,. I.Ln kW I 11t 101 II A3 DC+o AC DevaCe PxCor. —s ! 5!+ sC+ I35o p[m ACO ,a F-- a7W 5 11, 105 II88 c. p'I k3v 6 _.,5 II] t29fi, AC Rvug 5.]1kW 5 — lel II�3 Am Typc F'wMII > 58] 1190 q,Rq Type FBcedII 'e 3.45 105 1189 ArsryII ll1.U- i 2 l�SJ' os Cr3+ AmyII {S.b' s 5.3i Iw 11- Anm-AmrvWc IrP.O` ! 9 J?5 112 10 i1 Energy Speeif—tions �375 ]s 1. Energy SpectSeatlions 3 9] ss 9 xe Cua dileem✓.r. Ili e,kNk II 212 a4 355 Cep of Elrc¢idry 113 ehWh 11 355 53 600 . _.C_ a! 509 I] li9 J9 !SS Yar b 13 1010 115. SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 47 All Information is Proprietary and Confidential 617.20 Appendix B Sh ort En viron m en tal Assessm en t Form Instructions for Completing Part 1-Project Information. The applicant or project sponsor is responsible for the completion of Part 1. Responses become part of the application for approval or funding,are subject to public review,and may be subject to further verification. Complete Part 1 based on information currently available. If additional research or investigation would be needed to fully respond to any item,please answer as thoroughly as possible based on current information. Complete all items in Part 1. You may also provide any additional information which you believe will be needed by or useful to the lead agency;attach additional pages as necessary to supplement any item. Part 1-Project and Sponsor Information SolarCity Corporation Name of Action or Project: City of Ithaca Tompkins Airport Project Location(describe,and attach a location map): Municipality:Ithaca County:Tompkins Street Address:Near 766 Warren Road Brief Description of Proposed Action: Installation of a 2,405.4 kW solar PV system on Tompkins County land.The solar PV system will be a ground mount.Total project will include approximately 140,000 square feet of panel footprint. Name of Applicant or Sponsor: Telephone: 650-963-5100 SolarCity Corporation E-Mail: Bleary@solarcity.com Address: 3055 Clearview Way City/PO: State: Zip Code: San Mateo CA 94402 1.Does the proposed action only involve the legislative adoption of a plan,local law,ordinance, NO YES administrative rule,or regulation? If Yes,attach a narrative description of the intent of the proposed action and the environmental resources that ❑✓ ❑ may be affected in the municipality and proceed to Part 2. If no,continue to question 2. 2. Does the proposed action require a permit,approval or funding from any other governmental Agency? NO YES If Yes,list agency(s)name and permit or approval: ❑ ❑ Funding:PON 2956 incentive,Agency:NYSERDA Building Permit—AHJ Funding:Federal ITC,Agency:Federal—IRS Notice to Proceed—NYSERDA 3.a.Total acreage of the site of the proposed action? 3 acres b.Total acreage to be physically disturbed? 3 acres c.Total acreage(project site and any contiguous properties)owned or controlled by the applicant or project sponsor? 3 acres 4. Check all land uses that occur on,adjoining and near the proposed action. ❑Urban ❑Rural(non-agriculture) ❑Industrial m Commercial ❑Residential(suburban) ❑Forest ❑Agriculture El Aquatic El Other(specify): ❑Parkland Page 1 of 4 SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 48 All Information is Proprietary and Confidential 5. Is the proposed action, NO YES N/A a.A permitted use under the zoning regulations? ❑ ❑✓ ❑ b. Consistent with the adopted comprehensive plan? ❑ ❑✓ ❑ 6. Is the proposed action consistent with the predominant character of the existing built or natural NO YES landscape? ❑ ❑✓ 7. Is the site of the proposed action located in,or does it adjoin,a state listed Critical Environmental Area? NO YES If Yes,identify: ❑✓ ❑ 8. a.Will the proposed action result in a substantial increase in traffic above present levels? NO YES ❑✓ ❑ b.Are public transportation service(s)available at or near the site of the proposed action? ❑✓ ❑ c.Are any pedestrian accommodations or bicycle routes available on or near site of the proposed action? ❑✓ ❑ 9.Does the proposed action meet or exceed the state energy code requirements? NO YES If the proposed action will exceed requirements,describe design features and technologies: 10. Will the proposed action connect to an existing public/private water supply? NO YES If No,describe method for providing potable water: ❑✓ ❑ No water is required to operate or maintain the solar system. 11.Will the proposed action connect to existing wastewater utilities? NO YES If No,describe method for providing wastewater treatment: ❑✓ ❑ No wasterwater will be generated by the project. 12. a.Does the site contain a structure that is listed on either the State or National Register of Historic NO YES Places? ❑✓ ❑ b.Is the proposed action located in an archeological sensitive area? ❑✓ ❑ 13. a.Does any portion of the site of the proposed action,or lands adjoining the proposed action,contain NO YES wetlands or other waterbodies regulated by a federal,state or local agency? ✓❑ ❑ b.Would the proposed action physically alter,or encroach into,any existing wetland or waterbody? ❑ ❑ If Yes,identify the wetland or waterbody and extent of alterations in square feet or acres: 14. Identify the typical habitat types that occur on,or are likely to be found on the project site. Check all that apply: ❑Shoreline ❑Forest ❑Agricultural/grasslands ❑Early mid-successional ❑ Wetland ❑Urban m Suburban 15.Does the site of the proposed action contain any species of animal,or associated habitats,listed NO YES by the State or Federal government as threatened or endangered? ❑✓ ❑ 16.Is the project site located in the 100 year flood plain? NO YES 17.Will the proposed action create storm water discharge,either from point or non-point sources? NO YES If Yes, a.Will storm water discharges flow to adjacent properties? W]NO ❑YES ❑✓ ❑ b.Will storm water discharges be directed to established conveyance systems(runoff and storm drains)? If Yes,briefly describe: W]NO ❑YES Page 2 of 4 SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 49 All Information is Proprietary and Confidential 18.Does the proposed action include construction or other activities that result in the impoundment of NO YES water or other liquids(e.g.retention pond,waste lagoon,dam)? If Yes,explain purpose and size: 19.Has the site of the proposed action or an adjoining property been the location of an active or closed NO YES solid waste management facility? If Yes,describe: l- ! ❑ 20.Has the site of the proposed action or an adjoining property been the subject of remediation(ongoing or NO YES completed)for hazardous waste? If Yes,describe: I AFFIRM THAT THE INFORMATION PROVIDED ABOVE IS TRUE AND ACCURATE TO THE BEST OF MY KNOWLEDGE Applicant/sponsor n SolarC tr.Nayes Barnard-CRO Date: 7-15-2014 Signature: Part 2-Impact Al ent. The Lead Agency is responsible for the completion of Part 2. Answer all of the following questions in Part 2 using the information contained in Part 1 and other materials submitted by the project sponsor or otherwise available to the reviewer. When answering the questions the reviewer should be guided by the concept"Have my responses been reasonable considering the scale and context of the proposed action?" No,or Moderate small to large impact impact may may occur occur 1. Will the proposed action create a material conflict with an adopted land use plan or zoning regulations? 2. Will the proposed action result in a change in the use or intensity of use of land? 3. Will the proposed action impair the character or quality of the existing community? 0 4. Will the proposed action have an impact on the environmental characteristics that caused the establishment of a Critical Environmental Area(CEA)? 5. Will the proposed action result in an adverse change in the existing level of traffic or 0 affect existing infrastructure for mass transit,biking or walkway? 6. Will the proposed action cause an increase in the use of energy and it fails to incorporate ❑ reasonably available energy conservation or renewable energy opportunities? 7. Will the proposed action impact existing: a.public/private water supplies? b.public/private wastewater treatment utilities? 8. Will the proposed action impair the character or quality of important historic,archaeological, architectural or aesthetic resources? 9. Will the proposed action result in an adverse change to natural resources(e.g.,wetlands, waterbodies,groundwater,air quality,flora and fauna)? El Page 3 of 4 SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 All Information is Proprietary and Confidential No,or Moderate small to large impact impact may may occur occur 10. Will the proposed action result in an increase in the potential for erosion,flooding or drainage ❑ ❑ problems? 11. Will the proposed action create a hazard to environmental resources or human health? ❑ ❑ Part 3-Determination of significance. The Lead Agency is responsible for the completion of Part 3. For every question in Part 2 that was answered"moderate to large impact may occur",or if there is a need to explain why a particular element of the proposed action may or will not result in a significant adverse environmental impact,please complete Part 3. Part 3 should,in sufficient detail,identify the impact,including any measures or design elements that have been included by the project sponsor to avoid or reduce impacts. Part 3 should also explain how the lead agency determined that the impact may or will not be significant.Each potential impact should be assessed considering its setting,probability of occurring, duration,irreversibility,geographic scope and magnitude. Also consider the potential for short-term,long-term and cumulative impacts. Check this box if you have determined,based on the information and analysis above,and any supporting documentation, that the proposed action may result in one or more potentially large or significant adverse impacts and an environmental impact statement is required. Check this box if you have determined,based on the information and analysis above,and any supporting documentation, that the proposed action will not result in any significant adverse environmental impacts. Name of Lead Agency Date Print or Type Name of Responsible Officer in Lead Agency Title of Responsible Officer Signature of Responsible Officer in Lead Agency Signature of Preparer(if different from Responsible Officer) PRINT Page 4 of 4 SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 51 @ - \ } w mo _ \ ƒ § 0 $ < \ ƒ \ 3 2 _ cc \ � � � ƒ 0 \_ Iz, J., 3 \ § 0 J J ! < } ig 21 rm — § All Information is Proprietary and Confidential Applicant: SolarCity Corporation NYSERDA PON 2956 City of Ithaca Tompkins Airport Required Permits and Approvals Permit/Approval Approving Party Timing Building Permit Authority Having Jurisdiction April 2015 Certificate of Compliance with building Authority Having Jurisdiction April 2015 permit Electrical Certificate of Compliance 3rd Party Electrical Inspection May 2015 with NFPA 70-2008 Agency Preliminary Approval/Permission to Electric Utility April 2015 Install Permission to Operate Electric Utility July 2015 NYSERDA Notice to Proceed NYSERDA November 2014 SolarCity Corporation—City of Ithaca Proposal—PON2956—July 17,2014 53 { SolarCity Solar Power Purchase Agreement(Commercial NY) This Solar Power Purchase Agreement(this"Agreement")is entered into by the parties listed below(each a"Party" and collectively the"Parties")as of the date signed by Seller below(the"Effective Date"). Purchaser: Seller: Name and Address City of Ithaca Name and Address SolarCity Corporation 108 East Green Street 3055 Clearview Way Ithaca,NY 14850 San Mateo,CA 94402 Attention: Nick Goldsmith, Sustainability Attention: Legal Department Coordinator Phone (607)274-6550 Phone (650)638-1028 Fax Fax (650)560-6460 E-mail ngoldsmith@cityofithaca.org E-mail Contracts@solarcity.com Facility Ownership Purchaser leases the Facility Contractor's License Numbers NY:No State License Required Project Name City of Ithaca,Tompkins Airport This Agreement sets forth the terms and conditions of the purchase and sale of solar generated electric energy from the solar panel system described in Exhibit 2 (the"System")and installed at the Purchaser's facility described in Exhibit 2 (the"Facility"). The exhibits listed below are incorporated by reference and made part of this Agreement. Exhibit 1 Pricing Attachment Exhibit 2 System Description,Delivery Point and Premises Exhibit 3 Credit Information Exhibit 4 General Terms and Conditions(Revised January 17, 2013) City of Ithaca SolarCity Corporation Signature: Signature: Printed Name: Printed Name: Title: Title: Date: Date: Solar Power Purchase Agreement(Commercial NY) 20130117 (CE) 2014-PPA-000319 Exhibit 1 Pricing Attachment 1. Term: Twenty(20)years,beginning on the Commercial Operation Date. 2. Additional Terms: Up to two(2)Additional Terms of five(5)years each. 3. Environmental Incentives and Environment Attributes Accrue to Seller. 4. Contract Price: Contract Year $/kWh 1 $0.0790 2 $0.0790 3 $0.0790 4 $0.0790 5 $0.0790 6 $0.0790 7 $0.0790 8 $0.0790 9 $0.0790 10 $0.0790 11 $0.0790 12 $0.0790 13 $0.0790 14 $0.0790 15 $0.0790 16 $0.0790 17 $0.0790 18 A $0.0790 19 $0.0790 20 $0.0790 Includes ACH invoicing. If manual invoicing is required,a$25 handling charge will be added to each invoice. 5. Condition Satisfaction Date: 180 days after the Effective Date 6. Anticipated Commercial Operation Date: 270 days after the Effective Date 7. Outside Commercial Operation Date: 365 days after the Effective Date 8. Rebate Variance: All prices in this Agreement are calculated based on an upfront rebate of$0.160/kWh. If the actual rebate is lower than calculated,prices will be adjusted pro-rata to reflect the actual rebate received. Solar Power Purchase Agreement—Exhibit 1 (Commercial NY) 20130117 (CE) Exhibit 2 System Description,Delivery Point and Premises 1. System Location: Near 766 Warren Road,Ithaca,New York 14850 2. System Size(DC kW): 2,405.40 3. Expected First Year Energy Production(kWh): 2,763,805 4. Expected Structure: Ground Mount 5. Expected Module(s): Manufacturer/Model Quanti Trina TSM-300PA14 8,018 6. Expected Inverter(s): Manufacturer/Model Quanti SolarMax: SM 18MT3A 103 7. Includes: SolarCity Limited Warranty, installation of a solar energy system(includes: design, engineering,permitting, installation, monitoring, rebate application and paperwork processing for solar energy system). Pricing includes design and construction of an access road(if necessary),general site preparation allowance of$40,000,utility interconnection study and cost allowance of$225,000. 8. Excludes: Unforeseen groundwork(including,but not limited to, excavation/circumvention of underground obstacles),upgrades or repair to customer or utility electrical infrastructure beyond allowance stated above in item 7, payment bonds, performance bonds, tree removal, tree trimming, the payment of prevailing wages (i.e. prevailing wages not required), sales taxes, and property taxes. Pricing excludes maintenance of access road to array area or maintenance of grass or undergrowth within the array area(Purchaser is expected to maintain grass or undergrowth of area- SolarCity will plant low growth seed mix). 9. Delivery Point and Premises: SolarCity shall attach a schematic that contains the: (i) Facility; (ii) array; (iii) Delivery Point;and (iv) access points needed to install and service System(bldg access,electrical room,stairs etc.) Solar Power Purchase Agreement—Exhibit 2 (Commercial NY) 20130117 (CE) Solar Power Purchase Agreement—Exhibit 2 (Commercial NY) 20130117 (CE) Exhibit 3 Credit Information Promptly following the execution of this Agreement Purchaser shall supply SolarCity with the following credit information: APPLICANT'S INFORMATION EnEff- Name Tax ID City of Ithaca Previous&Other Names Website Corporate Address 108 East Green Street City,State,Zip Code Ithaca,New York 14850 Phone Number Fax Number 607-274-6550 Entity Type S-Corp C-Corp Partnership Sole Prop LLC LLP Other Check One: Property Address for Solar Installation State Zip Code Owner Occupied? Near 766 Warren Road,Ithaca New York 14850 No Property Type Insurance Agent Name Agent's Phone Name of Landlord if Not Owner Occupied Information Requested:Please submit the information required below via electronic format tnp!!!�= o commercialeredit*solarcity.com Corporate Records ❑ Copy of Articles of Incorporation,Partnership Agreement,Fictitious Name Statement or Organizational Formation Documents(if applicable). Financial Statements ❑ Last three(3)years of CPA audited,reviewed,compiled statements(Balance Sheet,Income Statement,Cash Flow). SolarCity may request that you provide additional documentation to complete the credit evaluation process. SolarCity will notify you if additional information is required. The above information and any information attached is furnished to SolarCity and its affiliates("Lender")in connection with the Application of credit for which you may apply or credit you may guarantee. You acknowledge and understand that the Lender is relying on this information in deciding to grant or continue credit or to accept a guarantee of credit.You represent,warranty and certify that the information provided herein is true,correct and complete. The Lender is authorized to make all inquires deemed necessary to verify the accuracy of the information contained herein and to determine your creditworthiness. You authorize any person or consumer-reporting agency to give the Lender any information it may have about you. You authorize the Lender to answer questions about its credit experience with you. Subject to any non-disclosure agreement between you and Lender,this form and any other information given to the Lender shall be the Lender's property. If your application for business credit is denied you have the right to a written statement of the specific reason for the denial. To obtain the statement,please contact SolarCity at(650) 638-1028, San Mateo, CA 94402. You must contact us within 60 days from date you are notified of our decision. We will send you a written statement of reasons for the denial within 30 days of receiving your request. NOTICE: The Federal Equal Opportunity Act prohibits creditors from discriminating against credit applicants on the basis of race,color,religion,national origin,sex, marital status or age(provided the applicant has the capacity to enter into a binding contract);because all or part of the applicant's income derives from any public assistance programs; or because the applicant has in good faith exercised any right under the Consumer Credit Protection Act. The federal agency that administers compliance with this law concerning this creditor is the Office of the Comptroller of the Currency, Customer Assistance Unit, 1301 McKinney Street, Suite 3450, Houston,Texas 77010-9050. SolarCity is an equal opportunity lender. Signature Title Date Solar Power Purchase Agreement—Exhibit 3 (Commercial NY) 20130117 (CE) Exhibit 4 Solar Power Purchase Agreement General Terms and Conditions Revised January 17,2013 1. Definitions and Interpretation: Unless otherwise defined or required by the context in which any term appears: (a) the singular includes the plural and vice versa; (b) the words "herein," "hereof' and "hereunder" refer to this Agreement as a whole and not to any particular section or subsection of this Agreement; (c) references to any agreement, document or instrument mean such agreement, document or instrument as amended, modified, supplemented or replaced from time to time; and (d) the words "include," "includes" and "including" mean include, includes and including "without limitation." The captions or headings in this Agreement are strictly for convenience and shall not be considered in interpreting this Agreement. 2. Purchase and Sale of Electricity. Purchaser shall purchase from Seller,and Seller shall sell to Purchaser,all of the electric energy generated by the System during the Initial Term and any Additional Term(as defined in Exhibit 1, and collectively the "Term"). Electric energy generated by the System will be delivered to Purchaser at the delivery point identified on Exhibit 2 (the "Delivery Point"). Purchaser shall take title to the electric energy generated by the System at the Delivery Point, and risk of loss will pass from Seller to Purchaser at the Delivery Point. Purchaser may purchase electric energy for the Facility from other sources if the Purchaser's electric requirements at the Facility exceed the output of the System. 3. Term and Termination. a. Initial Term. The initial term("Initial Term") of this Agreement shall commence on the Commercial Operation Date (as defined below) and continue for the length of time specified in Exhibit 1, unless earlier terminated as provided for in this Agreement. The "Commercial Operation Date" is the date Seller gives Purchaser written notice that the System is mechanically complete and capable of providing electric energy to the Delivery Point. Upon Purchaser's request, Seller will give Purchaser copies of certificates of completion or similar documentation from Seller's contractor and the interconnection or similar agreement with the Utility. This Agreement is effective as of the Effective Date and Purchaser's failure to enable Seller to provide the electric energy by preventing it from installing the System or otherwise not performing shall not excuse Purchaser's obligations to make payments that otherwise would have been due under this Agreement. b. Additional Terms. If Purchaser has not exercised its option to purchase the System by the end of the Initial Term, either Party may give the other Party written notice of its desire to extend this Agreement on the terms and conditions set forth herein for the number and length of additional periods specified in Exhibit 1 (each an "Additional Term"). Such notice shall be given,if at all,not more than one hundred twenty(120)and not less than sixty(60) days before the last day of the Initial Term or the then current Additional Term, as applicable. The Party receiving the notice requesting an Additional Term shall respond positively or negatively to that request in writing within thirty (30) days after receipt of the request. Failure to respond within such thirty (30) day period shall be deemed a rejection of the offer for an Additional Term. If both Parties agree to an Additional Term, the Additional Term shall begin immediately upon the conclusion of the Initial Term or the then current term on the same terms and conditions as set forth in this Agreement. If the Party receiving the request for an Additional Term rejects or is deemed to reject the first Party's offer,this Agreement shall terminate at the end of the Initial Term(if the same has not been extended)or the then current Additional Term. 4. Billing and Payment. a. Monthly Charges. Purchaser shall pay Seller monthly for the electric energy generated by the System and delivered to the Delivery Point at the$/kWh rate shown in Exhibit 1 (the"Contract Price"). The monthly payment for such energy will be equal to the applicable$/kWh rate multiplied by the number of kWh of energy generated during the applicable month,as measured by the System meter. b. Monthly Invoices. Seller shall invoice Purchaser monthly, either manually or through ACH. Such monthly invoices shall state(i)the amount of electric energy produced by the System and delivered to the Delivery Point,(ii) the rates applicable to, and charges incurred by,Purchaser under this Agreement and(iii)the total amount due from Purchaser. C. Taxes. Purchaser shall either pay or reimburse Seller for any and all taxes assessed on the generation, sale, delivery or consumption of electric energy produced by the System or the interconnection of the System to the Utility's electric distribution system, including property taxes on the System; provided, however, Purchaser will not be required to pay or reimburse Seller for any taxes during periods when Seller fails to deliver electric energy to Purchaser due to the action or omission of Seller. For purposes of this Section 4(d), "Taxes" means any federal, state and local ad valorem, property, occupation, generation, privilege, sales, use, consumption, excise, transaction, and other taxes, regulatory fees, surcharges or other similar charges, but shall not include any income taxes or similar taxes imposed on Seller's revenues due to the sale of energy under this Agreement, which shall be Seller's responsibility. d. Payment Terms. All amounts due under this Agreement shall be due and payable net thirty(30)days from receipt of invoice.For any undisputed portion of the invoice amount not paid within the thirty(30)day period,late payments and interest due shall be computed in accordance with the Prompt Payment Provisions of Section 179 of the New York State Finance Law. 5. Environmental Attributes and Environmental Incentives. Unless otherwise specified on Exhibit 1, Seller is the owner of all Environmental Attributes and Environmental Incentives and is entitled to the benefit of all Tax Credits, and Purchaser's purchase of electricity under this Agreement does not include Environmental Attributes, Environmental Incentives or the right to Tax Credits or any other attributes of ownership and operation of the System, all of which shall be retained by Seller. Purchaser shall cooperate with Seller in obtaining, securing and transferring all Environmental Attributes and Environmental Incentives and the benefit of all Tax Credits, including by using the electric energy generated by the System in a manner necessary to qualify for such available Environmental Attributes, Environmental Incentives and Tax Credits. Purchaser shall not be obligated to incur any out—of—pocket costs or expenses in connection with such actions unless reimbursed by Seller. If any Environmental Incentives are paid directly to Purchaser, Purchaser shall immediately pay such amounts over to Seller. To avoid any conflicts with fair trade rules regarding claims of solar or renewable energy use,Purchaser,if engaged in commerce and/or trade,shall submit to Seller for approval any press releases regarding Purchaser's use of solar or renewable energy and shall not submit for publication any such releases without the written approval of Seller. Approval shall not be unreasonably withheld, and Seller's review and approval shall be made in a timely manner to permit Purchaser's timely publication. "Environmental Attributes" means any and all credits, benefits, emissions reductions, offsets, and allowances, howsoever entitled, attributable to the System,the production of electrical energy from the System and its displacement of conventional energy generation, including (1)any avoided emissions of pollutants to the air, soil or water such as sulfur oxides (SOx), nitrogen oxides (NOx), carbon monoxide (CO) and other pollutants; (2) any avoided emissions of carbon dioxide (CO2), methane (CH4), nitrous oxide, hydrofluorocarbons, perfluorocarbons, sulfur hexafluoride and other greenhouse gases (GHGs)that have been determined by the United Nations Intergovernmental Panel on Climate Change, or otherwise by law, to contribute to the actual or potential threat of altering the Earth's climate by trapping heat in the atmosphere; and (3) the reporting rights related to these avoided emissions, such as Green Tag Reporting Rights and Renewable Energy Credits. Green Tag Reporting Rights are the right of a party to report the ownership of accumulated Green Tags in compliance with federal or state law,if applicable,and to a federal or state agency or any other party,and include Green Tag Reporting Rights accruing under Section 1605(b) of The Energy Policy Act of 1992 and any present or future federal, state, or local law, regulation or bill, and international or foreign emissions trading program. Environmental Attributes do not include Environmental Incentives and Tax Credits. Purchaser and Seller shall file all tax returns in a manner consistent with this Section 5. Without limiting the generality of the foregoing, Environmental Attributes include carbon trading credits, renewable energy credits or certificates, emissions reduction credits, investment credits, emissions allowances, green tags, tradeable renewable credits and Green-e®products. "Environmental Incentives" means any and all credits, rebates, subsidies,payments or other incentives that relate to self— generation of electricity, the use of technology incorporated into the System, environmental benefits of using the System, or other similar programs available from the Utility, any other regulated entity, the manufacturer of any part of the System or any Governmental Authority. "Governmental Authority" means any national, state or local government (whether domestic or foreign), any political subdivision thereof or any other governmental, quasi-governmental,judicial, public or statutory instrumentality, authority, body, agency,bureau or entity(including the Federal Energy Regulatory Commission or the New York State Public Service Commission),or any arbitrator with authority to bind a party at law. "Tax Credits" means any and all(i) investment tax credits, (ii) production tax credits and (iii) similar tax credits or grants under federal,state or local law relating to the construction,ownership or production of energy from the System. 6. Conditions to Obligations. a. Conditions to Seller's Obligations. Seller's obligations under this Agreement are conditioned on the completion of the following conditions to Seller's reasonable satisfaction on or before the Condition Satisfaction Date: i. Completion of a physical inspection of the Facility and the property upon which the Facility is located(the "Premises") including, if applicable, geotechnical work, and real estate due diligence to confirm the suitability of the Facility and the Premises for the System; ii. Approval of(A) this Agreement and (B) the Construction Agreement (if any) for the System by Seller's Financing Parties. "Construction Agreement" as used in this subsection means an agreement between SolarCity and a subcontractor to install the System; iii. Confirmation that Seller will obtain all applicable Environmental Incentives and Tax Credits; iv. Receipt of all necessary zoning,land use and building permits; V. Execution of all necessary agreements with the Utility for interconnection of the System to the Utility's electric distribution system;and vi. Prior to Seller commencing construction and installation of the System,Purchaser shall give Seller proof of insurance for all insurance required to be maintained by Purchaser under this Agreement. b. Conditions to Purchaser's Obligations. i. Purchaser's obligations under this Agreement are conditioned on the occurrence of the Commercial Operation Date for the System on or before the Outside Commercial Operation Date(See Exhibit 1). C. Failure of Conditions. If any of the conditions listed in subsections a or b above are not satisfied by the applicable dates specified in those subsections, the Parties will attempt in good faith to negotiate new dates for the satisfaction of the failed conditions. If the parties are unable to negotiate new dates then the Party that has not failed to meet an obligation may terminate this Agreement upon ten(10) days written notice to the other Party without liability for costs or damages or triggering a default under this Agreement. 7. Seller's Rights and Obligations. a. Permits and Approvals. Seller,with Purchaser's reasonable cooperation,shall use commercially reasonable efforts to obtain,at its sole cost and expense: i. any zoning,land use and building permits required to construct,install and operate the System;and ii. any agreements and approvals from the Utility necessary in order to interconnect the System to the Utility's electric distribution system. Purchaser shall cooperate with Seller's reasonable requests to assist Seller in obtaining such agreements,permits and approvals. b. Standard System Repair and Maintenance. Seller shall construct and install the System at the Facility. During the Term, Seller will operate and perform all routine and emergency repairs to,and maintenance of,the System at its sole cost and expense, except for any repairs or maintenance resulting from Purchaser's negligence, willful misconduct or breach of this Agreement or the Site Lease (if applicable). Seller shall not be responsible for any work done by others on any part of the System unless Seller authorizes that work in advance in writing. Seller shall not be responsible for any loss, damage, cost or expense arising out of or resulting from improper environmental controls or improper operation or maintenance of the System by anyone other than Seller or Seller's contractors. If the System requires repairs for which Purchaser is responsible, Purchaser shall pay Seller for diagnosing and correcting the problem at Seller or Seller's contractors' then current standard rates. Seller shall provide Purchaser with reasonable notice prior to accessing the Facility to make standard repairs. C. Non-Standard System Repair and Maintenance. If Seller incurs incremental costs to maintain the System due to conditions at the Facility or due to the inaccuracy of any information provided by Purchaser and relied upon by Seller, the pricing, schedule and other terms of this Agreement will be equitably adjusted to compensate for any work in excess of normally expected work required to be performed by Seller. In such event, the Parties will negotiate such equitable adjustment in good faith. d. Breakdown Notice. Seller shall notify Purchaser within twenty-four(24) hours following Seller's discovery of(i) any material malfunction in the operation of the System or(ii)an interruption in the supply of electrical energy from the System. Purchaser and Seller shall each designate personnel and establish procedures such that each Party may provide notice of such conditions requiring Seller's repair or alteration at all times, twenty-four(24)hours per day, including weekends and holidays. Purchaser shall notify Seller immediately upon the discovery of an emergency condition affecting the System. e. Suspension. Notwithstanding anything to the contrary herein, Seller shall be entitled to suspend delivery of electricity from the System to the Delivery Point for the purpose of maintaining and repairing the System and such suspension of service shall not constitute a breach of this Agreement; provided, that Seller shall use commercially reasonable efforts to minimize any interruption in service to the Purchaser. f. Use of Contractors and Subcontractors. Seller shall be permitted to use contractors and subcontractors to perform its obligations under this Agreement. However, Seller shall continue to be responsible for the quality of the work performed by its contractors and subcontractors. If a list of pre-approved contractors and subcontractors is desired, such list shall be scheduled on an appendix to this Exhibit. All contractors and subcontractors, other than those that may be scheduled on an appendix to this Exhibit, shall be subject to Purchaser's prior written consent, not to be unreasonably withheld. g. Liens and Payment of Contractors and Suppliers. Seller shall pay when due all valid charges from all contractors, subcontractors and suppliers supplying goods or services to Seller under this Agreement and shall keep the Facility free and clear of any liens related to such charges,except for those liens which Seller is permitted by law to place on the Facility following non-payment by Purchaser of amounts due under this Agreement. Seller shall indemnify Purchaser for all claims, losses, damages, liabilities and expenses resulting from any liens filed against the Facility or the Premises in connection with such charges; provided, however, that Seller shall have the right to contest any such lien, so long as it provides a statutory bond or other reasonable assurances of payment that either remove such lien from title to the Facility and the Premises or that assure that any adverse judgment with respect to such lien will be paid without affecting title to the Facility and the Premises. h. Separate Warranty. i. The Limited Warranty that SolarCity will provide to Purchaser is a separate contract from this Agreement. No rights provided to Purchaser by the Limited Warranty may be asserted under this Agreement. No warranty is made in this Agreement. Therefore, any warranty claim must be made independently of this Agreement under the Limited Warranty and will not affect Purchaser's obligations under this Agreement. ii. NO WARRANTY OR REMEDY, WHETHER STATUTORY, WRITTEN, ORAL, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, OR WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE SHALL APPLY UNDER THIS AGREEMENT. The remedies set forth in this Agreement shall be Purchaser's sole and exclusive remedies for any claim or liability arising out of or in connection with this Agreement,whether arising in contract, tort (including negligence), strict liability or otherwise. S. Purchaser's Rights and Obligations. a. Facility Access Rights. Purchaser grants to Seller and to Seller's agents, employees and contractors an irrevocable non-exclusive license running with the Premises (the "License") for access to, on, over, under and across the Premises for the purposes of(a) installing, constructing, operating, owning, maintaining, accessing, removing and replacing the System; (b)performing all of Seller's obligations and enforcing all of Seller's rights set forth in this Agreement; and (c) installing, using and maintaining electric lines and equipment, including inverters and meters, necessary to interconnect the System to Purchaser's electric system at the Facility and/or to the Utility's electric distribution system or that otherwise may from time to time be useful or necessary in connection with the construction, installation, operation, maintenance or repair of the System. Seller shall notify Purchaser prior to entering the Facility except in situations where there is imminent risk of damage to persons or property. The term of the License shall continue until the date that is one hundred and twenty(120) days following the date of expiration or termination of this Agreement (the "License Term"). During the License Term, Purchaser shall ensure that Seller's rights under the License and Seller's access to the Premises are preserved and protected and shall not interfere with or permit any third parties to interfere with such rights or access. The grant of the License shall survive termination of this agreement by either Party. Purchaser agrees that Seller,upon request to Purchaser,may record a memorandum of license in the land records respecting the License in form and substance reasonably acceptable to the Parties. b. OSHA Compliance. Both parties shall ensure that all Occupational Safety and Health Act (OSHA) requirements and other similar applicable safety laws or codes are adhered to in their performance under this Agreement. C. Maintenance of Facility. Purchaser shall, at its sole cost and expense, maintain the Facility in good condition and repair. Purchaser will ensure that the Facility remains interconnected to the local utility grid at all times and will not permit cessation of electric service to the Facility from the local utility. Purchaser is fully responsible for the maintenance and repair of the Facility's electrical system and of all of Purchaser's equipment that utilizes the System's outputs. Purchaser shall properly maintain in full working order all of Purchaser's electric supply or generation equipment that Purchaser may shut down while utilizing the System. Purchaser shall promptly notify Seller of any matters of which it is aware pertaining to any damage to or loss of use of the System or that could reasonably be expected to adversely affect the System. d. No Alteration of Facility. Purchaser shall not make any alterations or repairs to the Facility which may adversely affect the operation and maintenance of the System without Seller's prior written consent. If Purchaser wishes to make such alterations or repairs, Purchaser shall give prior written notice to Seller, setting forth the work to be undertaken (except for emergency repairs, for which notice may be given by telephone), and give Seller the opportunity to advise Purchaser in making such alterations or repairs in a manner that avoids damage to the System, but, notwithstanding any such advice, Purchaser shall be responsible for all damage to the System caused by Purchaser or its contractors. To the extent that temporary disconnection or removal of the System is necessary to perform such alterations or repairs, such work and any replacement of the System after completion of Purchaser's alterations and repairs, shall be done by Seller or its contractors at Purchaser's cost. All of Purchaser's alterations and repairs will be done in a good and workmanlike manner and in compliance with all applicable laws, codes and permits. e. Outages. Purchaser shall be permitted to be off line for a total of forty-eight (48) day light hours (each, a "Scheduled Outage") per calendar year during the Term, during which days Purchaser shall not be obligated to accept or pay for electricity from the System; provided, however, that Purchaser must notify Seller in writing of each such Scheduled Outage at least forty-eight(48)hours in advance of the commencement of a Scheduled Outage. In the event that Scheduled Outages exceed a total of forty-eight(48) day light hours per calendar year or there are unscheduled outages,in each case for a reason other than a Force Majeure event, Seller shall reasonably estimate the amount of electricity that would have been delivered to Purchaser during such excess Scheduled Outages or unscheduled outages and shall invoice Purchaser for such amount and any associated lost or recaptured Environmental Incentives and lost sales (and penalties payments associated with the same) of associated Environmental Attributes in accordance with Section 4. For avoidance of doubt, the forty-eight (48) hour period shall include all Scheduled Outage hours allowed under any of the terms of this Agreement, including those undertaken pursuant to Section 8(d). f. Liens. Purchaser shall not directly or indirectly cause,create,incur,assume or allow to exist any mortgage,pledge, lien, charge, security interest, encumbrance or other claim of any nature on or with respect to the System or any interest therein. Purchaser shall immediately notify Seller in writing of the existence of any such mortgage,pledge, lien, charge, security interest, encumbrance or other claim, shall promptly cause the same to be discharged and released of record without cost to Seller, and shall indemnify Seller against all costs and expenses (including reasonable attorneys' fees) incurred in discharging and releasing any such mortgage, pledge, lien, charge, security interest,encumbrance or other claim. g. Security. Purchaser shall be responsible for using commercially reasonable efforts to maintain the physical security of the Facility and the System against known risks and risks that should have been known by Purchaser. Purchaser will not conduct activities on, in or about the Premises or the Facility that have a reasonable likelihood of causing damage,impairment or otherwise adversely affecting the System. h. Insolation. Purchaser understands that unobstructed access to sunlight ("Insolation") is essential to Seller's performance of its obligations and a material term of this Agreement. Purchaser shall not in any way cause and, where possible, shall not in any way permit any interference with the System's Insolation. If Purchaser becomes aware of any activity or condition that could diminish the Insolation of the System, Purchaser shall notify Seller immediately and shall cooperate with Seller in preserving the System's existing Insolation levels. The Parties agree that reducing Insolation would irreparably injure Seller, that such injury may not be adequately compensated by an award of money damages, and that Seller is entitled to seek specific enforcement of this Section 8(h) against Purchaser. i. Breakdown Notice. Purchaser shall notify Seller within twen.-four(24)hours following the discovery by it of(A) any material malfunction in the operation of the System; or (B) any occurrences that could reasonably be expected to adversely affect the System. Purchaser shall notify Seller immediately upon(A) an interruption in the supply of electrical energy from the System;or(B)the discovery of an emergency condition respecting the System. Purchaser and Seller shall each designate personnel and establish procedures such that each Party may provide notice of such conditions requiring Seller's repair or alteration at all times,twenty-four(24)hours per day,including weekends and holidays. 9. Change in Law. "Change in Law" means (i) the enactment, adoption, promulgation, modification or repeal after the Effective Date of any applicable law or regulation; (ii) the imposition of any material conditions on the issuance or renewal of any applicable permit after the Effective Date of this Agreement (notwithstanding the general requirements contained in any applicable Permit at the time of application or issue to comply with future laws, ordinances, codes, rules, regulations or similar legislation), or(iii) a change in any utility rate schedule or tariff approved by any Governmental Authority which in the case of any of (i), (ii) or (iii), establishes requirements affecting owning, supplying, constructing, installing, operating or maintaining the System, or other performance of the Seller's obligations hereunder and which has a material adverse effect on the cost to Seller of performing such obligations;provided,that a change in federal,state,county or any other tax law after the Effective Date of this Agreement shall not be a Change in Law pursuant to this Agreement. If any Change in Law occurs that has a material adverse effect on the cost to Seller of performing its obligations under this Agreement,then the Parties shall,within thirty(30)days following receipt by Purchaser from Seller of notice of such Change in Law, meet and attempt in good faith to negotiate amendments to this Agreement as are reasonably necessary to preserve the economic value of this Agreement to both Parties. If the Parties are unable to agree upon such amendments within such thirty (30) day period, then Seller shall have the right to terminate this Agreement without further liability to either Parry except with respect to payment of amounts accrued prior to termination. 10. Relocation of System. If Purchaser ceases to conduct business operations at and/or vacates the Facility or is prevented from operating the System at the Facility prior to the expiration of the Term, Purchaser shall have the option to provide Seller with a mutually agreeable substitute premises located within the same Utility district as the terminated System or in a location with similar Utility rates and Insolation. Purchaser shall provide written notice at least sixty (60) days but not more than one hundred eighty (180) days prior to the date that it wants to make this substitution. In connection with such substitution,Purchaser shall execute an amended agreement that shall have all of the same terms as this Agreement except for the (i) Effective Date; (ii) License, which will be amended to grant rights in the real property where the System relocated to; and (iii) Term, which will be the remainder of the Term of this Agreement and such amended agreement shall be deemed to be a continuation of this Agreement without termination. Purchaser shall also provide any new Purchaser, owner, lessor or mortgagee consents or releases required by Seller or Seller's Financing Parties in connection with the substitute facility. Purchaser shall pay all costs associated with relocation of the System, including all costs and expenses incurred by or on behalf of Seller in connection with removal of the System from the Facility and installation and testing of the System at the substitute facility and all applicable interconnection fees and expenses at the substitute facility, as well as costs of new title search and other out-of-pocket expenses connected to preserving and refiling the security interests of Seller's Financing Parties in the System. Seller shall reasonably estimate the amount of electricity that would have been delivered to Purchaser during the period of time the System is not in operation due to the relocation and shall invoice Purchaser for such amount and any associated lost or recaptured Environmental Incentives and lost sales (and penalties payments associated with the same) of associated Environmental Attributes in accordance with Section 4. Seller shall remove the System from the vacated Facility prior to the termination of Purchaser's ownership, lease or other rights to use such Facility. Seller will not be required to restore the Facility to its prior condition but shall promptly pay Purchaser for any damage caused by Seller during removal of the System,but not for normal wear and tear. If the substitute facility has inferior Insolation as compared to the original Facility, Seller shall have the right to make an adjustment to Exhibit 1 such that Purchaser's payments to Seller are the same as if the System were located at the original Facility. If Purchaser is unable to provide such substitute facility and to relocate the System as provided,any early termination will be treated as a default by Purchaser. 11. Removal of System at Expiration. Upon the expiration or earlier termination of this Agreement (provided Purchaser does not exercise its purchase option), Seller shall, at its expense, remove all of its tangible property comprising the System from the Facility on a mutually convenient date, but in no event later than ninety (90) days after the expiration of the Term. Excluding ordinary wear and tear, the Facility shall be returned to its original condition including the removal of System mounting pads or other support structures. In no case shall Seller's removal of the System affect the integrity of Purchaser's roof, which shall be as leak proof as it was prior to removal of the System and shall be flashed and/or patched to existing roof specifications. Seller shall leave the Facility in neat and clean order. If Seller fails to remove or commence substantial efforts to remove the System by such agreed upon date, Purchaser shall have the right, at its option, to remove the System to a public warehouse and restore the Facility to its original condition (other than ordinary wear and tear) at Seller's cost. Purchaser shall provide sufficient space for the temporary storage and staging of tools, materials and equipment and for the parking of construction crew vehicles and temporary construction trailers and facilities reasonably necessary during System removal. 12. Measurement. Electricity delivered to the Facility shall be measured by the SolarGuard monitoring system installed and maintained by Seller as part of the System. 13. Default,Remedies and Damages. a. Default. Any Party that fails to perform its responsibilities as listed below or experiences any of the circumstances listed below shall be deemed a"Defaulting Party"and each event of default shall be a"Default Event": (1) failure of a Party to pay any amount due and payable under this Agreement, other than an amount that is subject to a good faith dispute,within ten(10)days following receipt of written notice from the other Party(the"Non-Defaulting Party")of such failure to pay("Payment Default"); (2) failure of a Party to substantially perform any other material obligation under this Agreement within thirty (30) days following receipt of written notice from the Non-Defaulting Party demanding such cure; provided, that such thirty (30) day cure period shall be extended (but not beyond ninety(90) days)if and to the extent reasonably necessary to cure the Default Event,if(i) the Defaulting Party initiates such cure with the thirty(30) day period and continues such cure to completion and(ii)there is no material adverse affect on the Non-Defaulting Party resulting from the failure to cure the Default Event; (3) if any representation or warranty of a Party proves at any time to have been incorrect in any material respect when made and is material to the transactions contemplated hereby, if the effect of such incorrectness is not cured within thirty (30) days following receipt of written notice from the Non-Defaulting Party demanding such cure; (4) Purchaser loses its rights to occupy and enjoy the Premises; (5) a Party, or its guarantor, becomes insolvent or is a party to a bankruptcy, reorganization, insolvency, liquidation, receivership, dissolution, winding-up or relief of debtors, or any general assignment for the benefit of creditors or other similar arrangement or any event occurs or proceedings are taken in any jurisdiction with respect to the Party which has a similar effect(or,if any such actions are initiated by a third party, such action(s) is(are) not dismissed within ninety (90)days);or (6) Purchaser prevents Seller from installing the System or otherwise failing to perform in a way that prevents the delivery of electric energy from the System. Such Default Event shall not excuse Purchaser's obligations to make payments that otherwise would have been due under this Agreement. b. Remedies. (1) Remedies for Payment Default. If a Payment Default occurs, the Non-Defaulting Party may suspend performance of its obligations under this Agreement. Further, the Non-Defaulting Party may pursue any remedy under this Agreement,at law or in equity,including an action for damages and termination of this Agreement,upon five (5) days prior written notice to the Defaulting Party following the Payment Default. (2) Remedies for Other Defaults. On the occurrence of a Default Event other than a Payment Default, the Non-Defaulting Party may pursue any remedy under this Agreement, at law or in equity, including an action for damages and termination of this Agreement or suspension of performance of its obligations under this Agreement, upon five (5) days prior written notice to the Defaulting Party following the occurrence of the Default Event. Nothing herein shall limit either Party's right to collect damages upon the occurrence of a breach or a default by the other Party that does not become a Default Event. If Purchaser terminates this contract without cause prior to System Installation a $5,000 design cancellation fee shall also apply in addition to any other remedy available to Seller. (3) Damages Upon Termination by Default. Upon a termination of this Agreement by the Non- Defaulting Party as a result of a Default Event by the Defaulting Party,the Defaulting Party shall pay a Termination Payment to the Non-Defaulting Party determined as follows(the"Termination Payment"): A. Purchaser.If Purchaser is the Defaulting Party and Seller terminates this Agreement,the Termination Payment to Seller shall be equal to the sum of(i)reasonable compensation, on a net after tax basis assuming a tax rate of 35%,for the loss or recapture of(A)the investment tax credit equal to thirty percent(30%)of the System value;and(B)MACRS accelerated depreciation equal to eighty five percent(85%)of the System value,(C)loss of any Environmental Attributes or Environmental Incentives that accrue or are otherwise assigned to Seller pursuant to the terms of this Agreement(Seller shall furnish Purchaser with a detailed calculation of such compensation if such a claim is made),(D)other financing and associated costs not included in(A),(B)and(C),(ii)the net present value of the projected payments(using a discount rate of 9%)over the Term post-termination, had the Term remained effective for the full Initial Term,(iii)removal costs as provided in Section 13(b)(3)(C)and(iv)any and all other amounts previously accrued under this Agreement and then owed by Purchaser to Seller. The Parties agree that actual damages to Seller in the event this Agreement terminates prior to the expiration of the Term as the result of a Default Event by Purchaser would be difficult to ascertain,and the applicable Termination Payment is a reasonable approximation of the damages suffered by Seller as a result of early termination of this Agreement. The Termination Payment shall not be less than zero. B. Seller. If Seller is the Defaulting Party and Purchaser terminates this Agreement, the Termination Payment to Purchaser shall be equal to the sum of (i) the present value (using a discount rate of 9%) of the excess, if any, of the reasonably expected cost of electric energy from the Utility over the Contract Price for the reasonably expected production of the System for the remainder of the Initial Term or the then current Additional Term, as applicable; (ii) all costs reasonably incurred by Purchaser in re- converting its electric supply to service from the Utility; (iii) any removal costs incurred by Purchaser, and (iv) any and all other amounts previously accrued under this Agreement and then owed by Seller to Purchaser. The Termination Payment shall not be less than zero. C. Obligations Following Termination. If a Non-Defaulting Party terminates this Agreement pursuant to this Section 13(b1 then following such termination, Seller shall, at the sole cost and expense of the Defaulting Party, remove the equipment (except for mounting pads and support structures) constituting the System. The Non-Defaulting Party shall take all commercially reasonable efforts to mitigate its damages as the result of a Default Event. 14. Representations and Warranties. a. General Representations and Warranties. Each Party represents and warrants to the other the following: (1) Such Party is duly organized, validly existing and in good standing under the laws of the jurisdiction of its formation; the execution, delivery and performance by such Party of this Agreement have been duly authorized by all necessary corporate, partnership or limited liability company action, as applicable, and do not and shall not violate any law; and this Agreement is valid obligation of such Party, enforceable against such Party in accordance with its terms (except as may be limited by applicable bankruptcy, insolvency, reorganization, moratorium and other similar laws now or hereafter in effect relating to creditors'rights generally). (2) Such Party has obtained all licenses, authorizations, consents and approvals required by any Governmental Authority or other third party and necessary for such Party to own its assets, carry on its business and to execute and deliver this Agreement; and such Party is in compliance with all laws that relate to this Agreement in all material respects. b. Purchaser's Representations and Warranties. Purchaser represents and warrants to Seller the following: (1) License. Purchaser has title to or a leasehold or other property interest in the Premises. Purchaser has the full right,power and authority to grant the License contained in Section 8(a). Such grant of the License does not violate any law, ordinance, rule or other governmental restriction applicable to Purchaser or the Facility and is not inconsistent with and will not result in a breach or default under any agreement by which Purchaser is bound or that affects the Facility. If Purchaser does not own the Premises or Facility, Purchaser has obtained all required consents from the owner of the Premises and/or Facility to grant the License and enter into and perform its obligations under this Agreement. (2) Other Agreements. Neither the execution and delivery of this Agreement by Purchaser nor the performance by Purchaser of any of its obligations under this Agreement conflicts with or will result in a breach or default under any agreement or obligation to which Purchaser is a party or by which Purchaser or the Facility is bound. (3) Accuracy of Information. All information provided by Purchaser to Seller, as it pertains to the Facility's physical configuration, Purchaser's planned use of the Facility, and Purchaser's estimated electricity requirements,is accurate in all material respects. (4) Purchaser Status. Purchaser is not a public utility or a public utility holding company and is not subject to regulation as a public utility or a public utility holding company. (5) No Pool Use. No electricity generated by the System will be used to heat a swimming pool. 15. System and Facility Damage and Insurance. a. System and Facility Damage. _ (1) Seller's Obligations. If the System is damaged or destroyed other than by Purchaser's gross negligence or willful misconduct, Seller shall promptly repair and restore the System to its pre- existing condition; provided, however, that if more than fifty percent (50%) of the System is destroyed during the last five (5) years of the Initial Term or during any Additional Term, Seller shall not be required to restore the System, but may instead terminate this Agreement, unless Purchaser agrees (i) to pay for the cost of such restoration of the System or (ii) to purchase the System"AS-IS"at the greater of(A)then current fair market value of the System and(B)the sum of the amounts described in Section 13.b(3)A)(i) (using the date of purchase to determine the appropriate Contract Year)and Section 13.b(3 A)(iii). (2) Purchaser's Obligations. If the Facility is damaged or destroyed by casualty of any kind or any other occurrence other than Seller's gross negligence or willful misconduct, such that the operation of the System and/or Purchaser's ability to accept the electric energy produced by the System are materially impaired or prevented, Purchaser shall promptly repair and restore the Facility to its pre-existing condition; provided, however, that if more than 50% of the Facility is destroyed during the last five years of the Initial Term or during any Additional Term, Purchaser may elect either(i)to restore the Facility or(ii)to pay the Termination Payment and all other costs previously accrued but unpaid under this Agreement and thereupon terminate this Agreement. b. Insurance Coverage. At all times during the Term, Seller and Purchaser shall maintain the following insurance: i. Seller's Insurance. Seller shall maintain (i) property insurance on the System for the replacement cost thereof, (ii) commercial general liability insurance with coverage of at least$1,000,000 per occurrence and $2,000,000 annual aggregate, (iii) employer's liability insurance with coverage of at least $1,000,000 and (iv)workers' compensation insurance as required by law. ii. Purchaser's Insurance. Purchaser shall maintain commercial general liability insurance with coverage of at least$1,000,000 per occurrence and$2,000,000 annual aggregate. C. Policy Provisions. All insurance policies provided hereunder,except where municipalities are self-insured,shall(i) contain a provision whereby the insurer agrees to give the party not providing the insurance thirty(30)days(ten(10) days in the event of non-payment of premiums) written notice before the insurance is cancelled, or terminated, (ii) be written on an occurrence basis, iii) be maintained with companies either rated no less than A-VII as to Policy Holder's Rating in the current edition of A.M. Best's Insurance Guide or otherwise reasonably acceptable to the other party. d. Certificates. Upon the other Party's request each Party shall deliver the other Party certificates of insurance evidencing the above required coverage. A Party's receipt, review or acceptance of such certificate shall in no way limit or relieve the other Party of the duties and responsibilities to maintain insurance as set forth in this Agreement. e. Deductibles. Unless and to the extent that a claim is covered by an indemnity set forth in this Agreement, each Party shall be responsible for the payment of its own deductibles. 16. Ownership; Option to Purchase. a. Ownership of System. Throughout the Term, Seller shall be the legal and beneficial owner of the System at all times, including all Environmental Attributes, and the System shall remain the personal property of Seller and shall not attach to or be deemed a part of, or fixture to, the Facility or the Premises. Each of the Seller and Purchaser agree that the Seller is the tax owner of the System and all tax filings and reports will be filed in a manner consistent with this Agreement. The System shall at all times retain the legal status of personal property as defined under Article 9 of the Uniform Commercial Code. Purchaser covenants that it will use commercially reasonable efforts to place all parties having an interest in or a mortgage, pledge, lien, charge, security interest, encumbrance or other claim of any nature on the Facility or the Premises on notice of the ownership of the System and the legal status or classification of the System as personal property. If there is any mortgage or fixture filing against the Premises which could reasonably be construed as prospectively attaching to the System as a fixture of the Premises,Purchaser shall provide a disclaimer or release from such lienholder. If Purchaser is the fee owner of the Premises,Purchaser consents to the filing of a disclaimer of the System as a fixture of the Premises in the office where real estate records are customarily filed in the jurisdiction where the Facility is located. If Purchaser is not the fee owner, Purchaser will obtain such consent from such owner. For the avoidance of doubt, in either circumstance Seller shall file such disclaimer. Upon request, Purchaser agrees to deliver to Seller a non-disturbance agreement in a form reasonably acceptable to Seller from the owner of the Facility(if the Facility is leased by Purchaser), any mortgagee with a lien on the Premises, and other Persons holding a similar interest in the Premises. To the extent that Purchaser does not own the Premises or Facility, Purchaser shall provide to Seller immediate written notice of receipt of notice of eviction from the Premises or Facility or termination of Purchaser's lease of the Premises and/or Facility. b. Option to Purchase. At the end of the sixth(6th)and tenth(10th)Contract Years and at the end of the Initial Term and each Additional Term, so long as Purchaser is not in default under this Agreement,Purchaser may purchase the System from Seller on any such date for a purchase price equal to the Fair Market Value of the System. The"Fair Market Value"of the System shall be determined by mutual agreement of Purchaser and Seller;provided,however, if Purchaser and Seller cannot agree to a Fair Market Value within thirty(30) days after Purchaser has exercised its option, the Parties shall select a nationally recognized independent appraiser with experience and expertise in the solar photovoltaic industry to determine the Fair Market Value of the System. Such appraiser shall act reasonably and in good faith to determine the Fair Market Value of the System on an installed basis and shall set forth such determination in a written opinion delivered to the Parties;provided that in no event shall the Fair Market Value be less than the aggregate of the amounts calculated under Sections 13(b)(3)(A)(ii) and (iv) as of the date of System title transfer. The valuation made by the appraiser shall be binding upon the Parties in the absence of fraud or manifest error. The costs of the appraisal shall be borne by the Parties equally. Purchaser must provide a notification to Seller of its intent to purchase at least ninety(90) days and not more than one hundred eighty(180) days prior to the end of the applicable Contract Year or the Initial Term or Additional Term, as applicable, and the purchase shall be complete prior to the end of the applicable Contract Year or the Initial Term or Additional Term, as applicable. Upon purchase of the System, Purchaser will assume complete responsibility for the operation and maintenance of the System and liability for the performance of the System,and Seller shall have no further liabilities or obligations hereunder. 17. Indemnification and Limitations of Liability. a. General. Each Party(the"Indemnifying Party")shall defend,indemnify and hold harmless the other Party and the directors, officers, shareholders, partners, members, agents and employees of such other Parry, and the respective affiliates of each thereof(collectively, the "Indemnified Parties"), from and against all loss, damage, expense, liability and other claims, including court costs and reasonable attorneys' fees (collectively, "Liabilities")resulting from any third party actions relating to the breach of any representation or warranty set forth in Section 14 and from injury to or death of persons,and damage to or loss of property to the extent caused by or arising out of the negligent acts or omissions of,or the willful misconduct of,the Indemnifying Party(or its contractors,agents or employees)in connection with this Agreement; provided, however, that nothing herein shall require the Indemnifying Party to indemnify the Indemnified Party for any Liabilities to the extent caused by or arising out of the negligent acts or omissions of, or the willful misconduct of, the Indemnified Party. This Section 17(a)however, shall not apply to liability arising from any form of hazardous substances or other environmental contamination, such matters being addressed exclusively by Section 17(c). b. Notice and Participation in Third Party Claims. The Indemnified Party shall give the Indemnifying Party written notice with respect to any Liability asserted by a third party (a "Claim"), as soon as possible upon the receipt of information of any possible Claim or of the commencement of such Claim. The Indemnifying Party may assume the defense of any Claim, at its sole cost and expense, with counsel designated by the Indemnifying Party and reasonably satisfactory to the Indemnified Party. The Indemnified Party may, however, select separate counsel if both Parties are defendants in the Claim and such defense or other form of participation is not reasonably available to the Indemnifying Party. The Indemnifying Party shall pay the reasonable attorneys' fees incurred by such separate counsel until such time as the need for separate counsel expires. The Indemnified Party may also, at the sole cost and expense of the Indemnifying Party, assume the defense of any Claim if the Indemnifying Party fails to assume the defense of the Claim within a reasonable time. Neither Party shall settle any Claim covered by this Section 17(b) unless it has obtained the prior written consent of the other Party, which consent shall not be unreasonably withheld or delayed. The Indemnifying Party shall have no liability under this Section 17(b)for any Claim for which such notice is not provided if that the failure to give notice prejudices the Indemnifying Party. C. Environmental Indemnification. Seller shall indemnify, defend and hold harmless all of Purchaser's Indemnified Parties from and against all Liabilities arising out of or relating to the existence at, on, above, below or near the Premises of any Hazardous Substance (as defined in Section 17(c)(i)) to the extent deposited, spilled or otherwise caused by Seller or any of its contractors or agents. Purchaser shall indemnify, defend and hold harmless all of Seller's Indemnified Parties from and against all Liabilities arising out of or relating to the existence at, on, above, below or near the Premises of any Hazardous Substance, except to the extent deposited, spilled or otherwise caused by Seller or any of its contractors or agents. Each Party shall promptly notify the other Party if it becomes aware of any Hazardous Substance on or about the Premises generally or any deposit, spill or release of any Hazardous Substance. i. "Hazardous Substance" means any chemical, waste or other substance (a) which now or hereafter becomes defined as or included in the definition of "hazardous substances," "hazardous wastes," "hazardous materials," "extremely hazardous wastes," "restricted hazardous wastes," "toxic substances," "toxic pollutants," "pollution," "pollutants," "regulated substances," or words of similar import under any laws pertaining to the environment, health, safety or welfare, (b)which is declared to be hazardous, toxic, or polluting by any Governmental Authority, (c) exposure to which is now or hereafter prohibited, limited or regulated by any Governmental Authority, (d)the storage,use, handling, disposal or release of which is restricted or regulated by any Governmental Authority, or(e) for which remediation or cleanup is required by any Governmental Authority. d. Limitations on Liability. i. No Consequential Damages. Neither Party nor its directors, officers, shareholders, partners, members, agents and employees subcontractors or suppliers shall be liable for any indirect, special, incidental, exemplary, or consequential loss or damage of any nature arising out of their performance or non- performance hereunder even if advised of such. ii. Actual Damages. Seller's aggregate liability under this Agreement arising out of or in connection with the performance or non-performance of this Agreement shall not exceed the total payments made (or, as applicable, projected to be made) by Purchaser under this Agreement. The provisions of this Section "(d ii shall apply whether such liability arises in contract,tort(including negligence), strict liability or otherwise. iii. Any action by either party against the other must be brought within one (1) year after the cause of action accrues. 18. Force Majeure. a. "Force Majeure" means any event or circumstances beyond the reasonable control of and without the fault or negligence of the Party claiming Force Majeure. It shall include, without limitation, failure or interruption of the production, delivery or acceptance of electricity due to: an act of God;war(declared or undeclared); sabotage; riot; insurrection; civil unrest or disturbance; military or guerilla action; terrorism; economic sanction or embargo; civil strike,work stoppage, slow-down, or lock-out;explosion; fire;earthquake; abnormal weather condition or actions of the elements;hurricane; flood;lightning;wind;drought;the binding order of any Governmental Authority(provided that such order has been resisted in good faith by all reasonable legal means); the failure to act on the part of any Governmental Authority(provided that such action has been timely requested and diligently pursued);unavailability of electricity from the utility grid,equipment, supplies or products(but not to the extent that any such availability of any of the foregoing results from the failure of the Party claiming Force Majeure to have exercised reasonable diligence);and failure of equipment not utilized by or under the control of the Party claiming Force Majeure. b. Except as otherwise expressly provided to the contrary in this Agreement,if either Party is rendered wholly or partly unable to timely perform its obligations under this Agreement because of a Force Majeure event,that Party shall be excused from the performance affected by the Force Majeure event(but only to the extent so affected) and the time for performing such excused obligations shall be extended as reasonably necessary; provided, that: (i) the Party affected by such Force Majeure event,as soon as reasonably practicable after obtaining knowledge of the occurrence of the claimed Force Majeure event, gives the other Party prompt oral notice, followed by a written notice reasonably describing the event; (ii) the suspension of or extension of time for performance is of no greater scope and of no longer duration than is required by the Force Majeure event; and (iii) the Party affected by such Force Majeure event uses all reasonable efforts to mitigate or remedy its inability to perform as soon as reasonably possible. The Term shall be extended day for day for each day performance is suspended due to a Force Majeure event. C. Notwithstanding anything herein to the contrary, the obligation to make any payment due under this Agreement shall not be excused by a Force Majeure event that impacts Purchaser's ability to make payment. d. If a Force Majeure event continues for a period of one hundred (180) days or more within a twelve (12) month period and prevents a material part of the performance by a Party hereunder, the Party not claiming the Force Majeure shall have the right to terminate this Agreement without fault or further liability to either Party(except for amounts accrued but unpaid). 19. AssiEnment and Financing. a. Assiunment. This Agreement may not be assigned in whole or in part by either Party without the prior written consent of the other Party, which consent shall not be unreasonably withheld or delayed. Notwithstanding the foregoing, Seller may, without the prior written consent of Purchaser, (i) assign, mortgage, pledge or otherwise collaterally assign its interests in this Agreement to any Financing Party, (ii) directly or indirectly assign this Agreement to an affiliate of Seller, (iii) assign this Agreement to any entity through which Seller is obtaining financing or capital for the System and(iv)assign this Agreement to any person succeeding to all or substantially all of the assets of Seller (provided that Seller shall be released from liability hereunder as a result of any of the foregoing permitted assignments only upon assumption of Seller's obligations hereunder by the assignee). Purchaser's consent to any other assignment shall not be unreasonably withheld if Purchaser has been provided with reasonable proof that the proposed assignee (x) has comparable experience in operating and maintaining photovoltaic solar systems comparable to the System and providing services comparable to those contemplated by this Agreement and(y)has the financial capability to maintain the System and provide the services contemplated by this Agreement in the manner required by this Agreement. This Agreement shall be binding on and inure to the benefit of the successors and permitted assignees. b. Financinu. The Parties acknowledge that Seller may obtain construction and long-term financing or other credit support from lenders or third parties(including tax equity or similar investors)("Financing Parties") in connection with the installation, construction, ownership, operation and maintenance of the System. Both Parties agree in good faith to consider and to negotiate changes or additions to this Agreement that may be reasonably requested by the Financing Parties;provided,that such changes do not alter the fundamental economic terms of this Agreement. The Parties also agree that Seller may assign this Agreement to the Financing Parties as collateral, and in connection with any such assignment, Purchaser agrees to execute a consent to assignment in customary form and reasonably acceptable to the Financing Parties. 20. Confidentiality and Publicity. a. Confidentiality. If either Party provides confidential information, including business plans, strategies, financial information, proprietary, patented, licensed, copyrighted or trademarked information, and/or technical information regarding the design, operation and maintenance of the System or of Purchaser's business ("Confidential Information") to the other or, if in the course of performing under this Agreement or negotiating this Agreement a Party learns Confidential Information regarding the facilities or plans of the other, the receiving Party shall (a) protect the Confidential Information from disclosure to third parties with the same degree of care accorded its own confidential and proprietary information, and (b) refrain from using such Confidential Information, except in the negotiation and performance of this Agreement. Notwithstanding the above, a Party may provide such Confidential Information to its, officers, directors, members, managers, employees, agents, contractors and consultants (collectively, "Representatives"), and affiliates, lenders, and potential assignees of this Agreement (provided and on condition that such potential assignees be bound by a written agreement or legal obligation restricting use and disclosure of Confidential Information), in each case whose access is reasonably necessary to the negotiation and performance of this Agreement. Each such recipient of Confidential Information shall be informed by the Party disclosing Confidential Information of its confidential nature and shall be directed to treat such information confidentially and shall agree to abide by these provisions. In any event, each Party shall be liable (with respect to the other Party) for any breach of this provision by any entity to whom that Party improperly discloses Confidential Information. The terms of this Agreement (but not its execution or existence) shall be considered Confidential Information for purposes of this Section 20(a), except as set forth in Section 20(b). All Confidential Information shall remain the property of the disclosing Party and shall be returned to the disclosing Party or destroyed after the receiving Party's need for it has expired or upon the request of the disclosing Party. Each Party agrees that the disclosing Party would be irreparably injured by a breach of this Section 20(a) by the receiving Party or its Representatives or other person to whom the receiving Party discloses Confidential Information of the disclosing Party and that the disclosing Party may be entitled to equitable relief, including injunctive relief and specific performance, in the event of a breach of the provision of this Section 20(a). To the fullest extent permitted by applicable law, such remedies shall not be deemed to be the exclusive remedies for a breach of this Section 20(a), but shall be in addition to all other remedies available at law or in equity. b. Permitted Disclosures. Notwithstanding any other provision in this Agreement, neither Party shall be required to hold confidential any information that (i) becomes publicly available other than through the receiving Party, (ii) is required to be disclosed to or by a Governmental Authority under applicable law or pursuant to a validly issued subpoena(but a receiving Party subject to any such requirement shall promptly notify the disclosing Party of such requirement to the extent permitted by applicable law),(iii)is independently developed by the receiving Party or(iv) becomes available to the receiving Party without restriction from a third party under no obligation of confidentiality. If disclosure of information is required by a Governmental Authority, the disclosing Party shall, to the extent permitted by applicable law, notify the other Party of such required disclosure promptly upon becoming aware of such required disclosure and shall cooperate with the other Party in efforts to limit the disclosure to the maximum extent permitted by law. 21. Goodwill and Publicity. Neither Party shall use any name, trade name, service mark or trademark of the other Party in any promotional or advertising material without the prior written consent of such other Party. The Parties shall coordinate and cooperate with each other when making public announcements related to the execution and existence of this Agreement, and each Party shall have the right to promptly review, comment upon and approve any publicity materials, press releases or other public statements by the other Party that refer to, or that describe any aspect of, this Agreement. Neither Party shall make any press release or public announcement of the specific terms of this Agreement(except for filings or other statements or releases as may be required by applicable law) without the specific prior written consent of the other Party. Without limiting the generality of the foregoing, all public statements must accurately reflect the rights and obligations of the Parties under this Agreement, including the ownership of Environmental Attributes and Environmental Incentives and any related reporting rights. 22. General Provisions a. Choice of Law. The law of the state where the System is located shall govern this Agreement without giving effect to conflict of laws principles. b. Arbitration and Attorneys' Fees. Any dispute arising from or relating to this Agreement shall be arbitrated in New York State. The arbitration shall be administered by JAMS in accordance with its Comprehensive Arbitration Rules and Procedures, and judgment on any award may be entered in any court of competent jurisdiction. If the Parties agree,a mediator may be consulted prior to arbitration. The prevailing party in any dispute arising out of this Agreement shall be entitled to reasonable attorneys' fees and costs. C. Notices. All notices under this Agreement shall be in writing and shall be by personal delivery, facsimile transmission,electronic mail,overnight courier,or regular,certified,or registered mail,return receipt requested, and deemed received upon personal delivery, acknowledgment of receipt of electronic transmission, the promised delivery date after deposit with overnight courier, or five(5) days after deposit in the mail. Notices shall be sent to the person identified in this Agreement at the addresses set forth in this Agreement or such other address as either party may specify in writing. Each party shall deem a document faxed, emailed or electronically sent in PDF form to it as an original document. d. Survival. Provisions of this Agreement that should reasonably be considered to survive termination of this Agreement shall survive. For the avoidance of doubt, surviving provisions shall include,without limitation, Section 4 (Representations and Warranties), Section 7(h) (No Warranty), Section 15(b) (Insurance Coverage), Section 17 (Indemnification and Limits of Liability), Section 20(Confidentiality and Publicity), Section 22(a)(Choice of Law), Section 22 (b) (Arbitration and Attorneys' Fees), Section 22(c) (Notices), Section 22 (g)(Comparative Negligence), Section 22(h) (Non-Dedication of Facilities), Section 220) (Service Contract), Section 22(k) (No Partnership) Section 22(1) (Full Agreement,Modification, Invalidity, Counterparts, Captions) and Section 22(n) (No Third Party Beneficiaries). e. Further Assurances. Each of the Parties hereto agree to provide such information, execute and deliver any instruments and documents and to take such other actions as may be necessary or reasonably requested by the other Party which are not inconsistent with the provisions of this Agreement and which do not involve the assumptions of obligations other than those provided for in this Agreement,to give full effect to this Agreement and to carry out the intent of this Agreement. f. Right of Waiver. Each Party, in its sole discretion, shall have the right to waive, defer or reduce any of the requirements to which the other Party is subject under this Agreement at any time; provided, however that neither Party shall be deemed to have waived, deferred or reduced any such requirements unless such action is in writing and signed by the waiving Party. No waiver will be implied by any usage of trade, course of dealing or course of performance. A Party's exercise of any rights hereunder shall apply only to such requirements and on such occasions as such Party may specify and shall in no event relieve the other Party of any requirements or other obligations not so specified. No failure of either Party to enforce any term of this Agreement will be deemed to be a waiver. No exercise of any right or remedy under this Agreement by Purchaser or Seller shall constitute a waiver of any other right or remedy contained or provided by law. Any delay or failure of a Party to exercise, or any partial exercise of,its rights and remedies under this Agreement shall not operate to limit or otherwise affect such rights or remedies. Any waiver of performance under this Agreement shall be limited to the specific performance waived and shall not, unless otherwise expressly stated in writing, constitute a continuous waiver or a waiver of future performance. g. Comparative Negligence. It is the intent of the Parties that where negligence is determined to have been joint, contributory or concurrent,each Party shall bear the proportionate cost of any Liability. h. Non-Dedication of Facilities. Nothing herein shall be construed as the dedication by either Party of its facilities or equipment to the public or any part thereof. Neither Party shall knowingly take any action that would subject the other Party, or other Party's facilities or equipment, to the jurisdiction of any Governmental Authority as a public utility or similar regulated entity. Neither Party shall assert in any proceeding before a court or regulatory body that the other Party is a public utility by virtue of such other Party's performance under this agreement. If Seller is reasonably likely to become subject to regulation as a public utility, then the Parties shall use all reasonable efforts to restructure their relationship under this Agreement in a manner that preserves their relative economic interests while ensuring that Seller does not become subject to any such regulation. If the Parties are unable to agree upon such restructuring, Seller shall have the right to terminate this Agreement without further liability, and Seller shall remove the System in accordance with Section 11 of this Agreement. i. Estoppel. Either Party hereto,without charge,at any time and from time to time,within five(5)business days after receipt of a written request by the other party hereto, shall deliver a written instrument, duly executed, certifying to such requesting party,or any other person specified by such requesting Party: (i)that this Agreement is unmodified and in full force and effect, or if there has been any modification, that the same is in full force and effect as so modified, and identifying any such modification; (ii) whether or not to the knowledge of any such party there are then existing any offsets or defenses in favor of such party against enforcement of any of the terms, covenants and conditions of this Agreement and,if so, specifying the same and also whether or not to the knowledge of such party the other party has observed and performed all of the terms, covenants and conditions on its part to be observed and performed, and if not, specifying the same; and(iii) such other information as may be reasonably requested by the requesting Party. Any written instrument given hereunder may be relied upon by the recipient of such instrument, except to the extent the recipient has actual knowledge of facts contained in the certificate. j. Service Contract. The Parties intend this Agreement to be a "service contract" within the meaning of Section 7701(e)(3) of the Internal Revenue Code of 1986. Purchaser will not take the position on any tax return or in any other filings suggesting that it is anything other than a purchase of electricity from the System. k. No Partnership. No provision of this Agreement shall be construed or represented as creating a partnership,trust, joint venture,fiduciary or any similar relationship between the Parties. No Party is authorized to act on behalf of the other Party,and neither shall be considered the agent of the other. 1. Full Agreement,Modification,Invalidity,Counterparts,Captions. This Agreement,together with any Exhibits, completely and exclusively states the agreement of the parties regarding its subject matter and supersedes all prior proposals, agreements, or other communications between the parties, oral or written, regarding its subject matter. This Agreement may be modified only by a writing signed by both Parties. If any provision of this Agreement is found unenforceable or invalid, such unenforceability or invalidity shall not render this Agreement unenforceable or invalid as a whole. In such event, such provision shall be changed and interpreted so as to best accomplish the objectives of such unenforceable or invalid provision within the limits of applicable law. This Agreement may be executed in any number of separate counterparts and each counterpart shall be considered an original and together shall comprise the same Agreement. The captions or headings in this Agreement are strictly for convenience and shall not be considered in interpreting this Agreement. M. Forward Contract. The transaction contemplated under this Agreement constitutes a"forward contract"within the meaning of the United States Bankruptcy Code, and the Parties further acknowledge and agree that each Party is a "forward contract merchant"within the meaning of the United States Bankruptcy Code. n. No Third Party Beneficiaries. Except as otherwise expressly provided herein, this Agreement and all rights hereunder are intended for the sole benefit of the Parties hereto and shall not imply or create any rights on the part of,or obligations to,any other Person. o. Bonds. Notwithstanding any language to the contrary in this Agreement and solely to the extent a performance and/or payment bond is being issued to Purchaser: i. Performance bond liability. Any performance bond issued for a site or system will cease one (1)year from the completion of construction. If a warranty or guarantee is provided under the terms of this Agreement,the balance of any warranty or guarantee beyond one year term of the applicable performance bond shall continue to be guaranteed solely by Seller under the terms of this Agreement. The performance bond does not guarantee any property restorative requirements. ii. Payment bond liability. Any payment bond issued will cease at the termination of any time required by law. iii. Performance Guarantee.Neither payment bonds, whether for labor or materials, nor performance bonds are applicable to any specified performance guarantee. End of Exhibit 4 4. Finance,Budget, and Appropriations .1 Lake Street Public Park Enhancements-Resolution WHEREAS, Currently, the City of Ithaca Department of Public Works has undertaken a project to rehabilitate Lake Street Bridge over Fall Creek, and WHEREAS, the project for the rehabilitation of the Lake Street Bridge Over Six Mile Creek, P.I.N. 375534("the Project") is eligible for funding under Title 23 U.S. Code as administered by the Federal Highway Administration(FHWA) that provides for reimbursement of up to 80% of expenditures incurred by the City for rehabilitation of the bridge, and WHEREAS, the City of Ithaca established Capital Project#791 for the Project in the amount of $1,464,250, and WHEREAS, Department of Public Works Staff recommends Lake Street Public Park safety improvements and aesthetic enhancements(the "Enhancements")to the existing public park located at Southeast corner of Lake Street Bridge over Fall Creek, and WHEREAS, the Enhancements are not included in the project budget and is not eligible for reimbursement by the FHWA, and WHEREAS, the estimated additional cost to implement the Enhancements is $195,000, and WHEREAS, the Enhancements will be eligible for funding from various sources, and WHEREAS, the Department of Public Works has received approval for$30,000 in the matching funds from Ithaca Urban Renewal Agency-Community Development Block Grant, and WHEREAS, the Department of Public Works can charge a portion of eligible cost against the City's Sidewalk Program, and WHEREAS, the Enhancements will be eligible to apply for funding from Tompkins County Tourism Capital Grant program in 2015, now therefore be it RESOLVED, That, Common Council Authorizes Public Works Staff to undertake said enhancements as part of Lake Street Bridge Rehabilitation Project, and therefore be it further RESOLVED, That, Common Council here by approves an increase of Capital Project#791, Lake Street Bridge Rehabilitation Project by an amount not to exceed $195,000, for a total project authorization of$1,659,250, and be it further RESOLVED, That funds needed for said amendment shall be derived from $30,000 in 11URA block grants, sidewalk program funds,possible tourism capital grant and the issuance of Serial Bonds. J:\DRedsicker\AGENDAS\City Admin Comm\2014\11/17/14 CA Agenda.docx 11/17/14 CA Item#4.1 o sr CITY OF ITHACA ,.., 9 108 East Green Street, Ithaca,New York 14850-6590 OFFICE OF THE CITY ENGINEER Telephone: 607/274-6530 Fax: 607/274-6587 .�� Po PAT MEMORANDUM TO: City Administration Committee (CA) FROM: Addisu Gebre-Bridge System Engineer DATE: November 19, 2014 RE: Lake Street Public Park Enhancements This memo is intended to provide information regarding proposed Lake Street Public Park Enhancements. Lake Street Public Park Enhancements ("the Enhancements")proposes safety improvements and aesthetic enhancements to Lake St. Bridge Public Park including safe pedestrian trail and stairs to adjacent Fall Creek-Ithaca Falls. Currently, the City of Ithaca Department of Public Works has undertaken a project to rehabilitate Lake Street Bridge over Fall Creek and the Enhancements will be coordinated with Lake St. Bridge Rehabilitation Project(CP#791- Federal-Aid Project). The Enhancements will likely include the following components: • New stairway construction down to Fall Creek; • Plaza Landscape Enhancement; • Bike racks installation; • Ornamental steel picket fence extension; • Construction of a new section of sidewalk; • Interpretive signage installation; • Addition of plantings; • Installation of Landscape Bollards; and • Construction of new streetscape features at Lake Street intersection such as crosswalks and handicap access ramps. Expected Benefits to Results from the Enhancements are: • Safety improvements in the area; • Increase in number of visitors/end-users; • Contribution to the local economy; and • Achieving local/State/Federal Environmental and Public Park Standards; CA Item#4.1 Project Costs and Funding: The total estimated project cost is $195,000 and project funding will be derived from Ithaca Urban Renewal Agency(1URA)-Community Development Block Grant and City of Ithaca serial bond financing. (With possible additional funding from City of Ithaca Sidewalk Program and Tompkins County Tourism Capital Grant Program). IURA-Community Development Block Grant provides $30,000 in the matching funds and $165,000 is expected from City of Ithaca serial bond financing. Implementation Schedule: Data Collection & Analysis: January,2015 Preliminary Design: February, 2015 Detail Design:April,2015 Construction: September,2015 If you have any questions,please contact me at(607) 274-6530 or agebrencityofithaca.org s, y '�,1.i� •Sri' # 'f � ..-_.y •-.•..�....�C"s'�.'.�.��' � r ��j sue- �_. {�, t��r � S r ' �-;may. ' �•` .4 '. `, a: 1"r I` •S T. I r 3 111 tt4,&` K i • .'y�LL��` �y��`. .ray S ' �, .. _�i�(}�i.�"� .mac.. - 1• . v- +.� �' ''r'9F' r -.� oa.:'Y.�r. rim "�+'ds;�vlSti-� •r�yr,�,: . V wW •QVI.. A�'� - ;a l , k , 1I 1 ' d = a' r• ;S ■ r J W 4 �' r I}f r •M A 1 r � �° .,r u � - �'`� a '•� x A .. P �,. i A' i 1 A i Fr `".�. - --o-tu► �. _ P '�r.1-�NAB:.1 f ' 'fir, , I t - �, 1 A rl�f.•,�e +I " R 7 e C+r 1 f� 'ti r 4 rA dw gTN x . .t Y L. 4 <+1 M ■ I Ithaca ■ M Urban IE I Renewal M ■ Agency 108 East Green Street Ithaca, New York 14850 (607) 774-6559 October-23, 2014 Mr. Torn West City of Ithaca, Engineering Department 108 E. Green Street Ithaca,NY 14850 Re: Ithaca Urban Renewal.Agency—CDBG Funding Commitment 2014 Entitlement Program Project# 11 —Lake Street Bridge Public Plaza Enhancements Dear Mr. West: The Ithaca Urban Renewal Agency (hereinafter the "Grantor") is pleased to inform you that it has received approval of the Ithaca Common Council and the U.S. Department of Housing and Urban Development which includes Community Development Block Grant(CDBG) Program funding for your Lake Street Bridge Public Plaza Enhancements project. The IURA hereby offers to commit such grant funding subject to the following ,general terms and conditions: 1_ Grantee: City of Ithaca (hereinafter the "Grantee"). 2. Amount: $30,000 funded from the Community Development Block Grant(CDBG) program fielding source(hereinafter the "Grant"). 3. Program Goal and Use of Entitlement Grant Proceeds: The foal of this program is the installation of safety and accessibility improvements to an existing public access point to a recreational area located adjacent to the Lake Street bridge over fall Creek, west of Ithaca Falls, in the City of Ithaca. Project will include replacement of an existing;stair down to Fall Creek, landscape enhancements, bike rack installation„ornamental safety fence at an existing stone wall, construction of a new section of sidewalk, interpretive signage, landscape bollards, and new streetscape features including,crosswalks and ADA access ramps. 4. Tenn and Payments: Grant funds will be made available for reimbursement of eligible expenses upon submission of a voucher with supporting invoices and canceled checks. 5. Acceptance Date: Not later than December 31,2014. Page 1 of 6. Closing Date/Signing Date for the Agreement: Not later than February 27,2015, unless waived at the discretion of the IURA. 7. Other Conditions: submission of the following with the countersigned commitment letter: 1) An updated statement of the sources of all funding which will be used to directly implement this project and the use of these fiends, including documentation of the availability of matching, funds in the amount of 165,000.00.. 2) An updated project schedule with quarterly milestones identified_ 8. Funding Documents: The terms of the grant will be described in a Memorandum of Understanding which will be developed following receipt of acceptance of this offer to commit and the documentation above. 9. Termination of Obligations: At Grantor election, any obligation Grantor may have following the acceptance of this offer to commit shall terminate if any of the following shall occur: (a) Grantor in good faith believes that there has been any material adverse change in the capacity of the Grantee to implement the activity between the date of this offer to commit and the Closing/Signing Date; (b) Grantor in goad faith believes that the funding assistance would represent an ineligible or inappropriate use of program income from the Community Development Block Grant (CDBG) program based upon laws and regulations; or (c) Information provided to Grantor by Grantee pursuant to Grantee's funding,request is determined to be false or inaccurate in any material respect. Enclosed are the original and a copy of this letter. If you accept the terms of this offer to commit, please sign and return the original to the IURA at the address listed above along with all other required documents. This offer to commit will expire if Grantor has not received your written acceptance on or before the date specified above. RespectfW ly, l LynTr'C. Truame Community Development Planner. Page 2.of tourism amenities at Ithaca Falls! "Thomas Knipe" <tknipe@tompkins-co.org> Sent:Friday, March 28, 2014 i 1:47 AM To. Addisu Gebre[agebre@dtyofkhaca,org] Cc: Bruce CVB[Bruce @ViiskIthaca.corn];lean McPheeters[Jean@torrpkinschamber.org]; Martha Armstrong[Fria rthaa@lightlink.com]; [twest@cityof Ithaca.org] Hi Addisu, It was great to bump into you and Tom West in City Hall yesterday and learn of your plans for improving access and attractiveness of Ithaca Falls through the Lake Avenue bridge project! I'm Icing Jean McPheeters and Martha Armstrong - Jean in her role as President of the Chamber and Director of our County Beautification, Signage and Public Art Program; and Martha in her role as grant administrator for the County's Tourism Capital Grant Program. If I understood, you're aiming to complete design work in 2014 and to rebuild the bridge in 2015, and that in addition to work on the actual bridge (which will include a new pedestrian viewing platform - yeah! ) , the project site will include the small park area at the entry to the natural area and you are exploring additional opportunities to be able to have the project also significantly improve the landscaping features, fencing and access. I also took from our conversation that although it is not currently part of the project site, you might consider including improvements to the parking area on the South of the site (East side of lake street) , funding and interest allowing. Ithaca Falls is a known visitor attraction and beloved, local resource whose physical appearance and access probably haven't matched its importance as a community asset, so I think that the work that you are planning will be very exciting to folks involved with tourism in Ithaca and Tompkins County. I hope that you' ll keep us in the loop as plans progress. As I mentioned, I would also encourage you to reach out directly to Martha about a possible fit with the Tourism Capital Grant Program. The next funding round will most likely be in early 2015,. but its never too early to at least get a sense of eligibility/fit and start planning an application. I'd also love to think more with you about the idea of including some interpretive signage about the industrial and geologic (mills and glaciers! ) history of Ithaca as Part of this project. This would fit well with the Wayfinding and Interpretive Signage Plan the Chamber of Commerce is leading right now, and also with the STPB's interest in Heritage Tourism. Thanks for chatting with me and looking forward to hearing more. :Best, Tom Tom Knipe Senior Planner / Tourism Coordinator Tompkins County Office: 607-274-5575 tknipe@tompkins-co.org Website: www.Lom3akinscountyny.00v/tourism Sign up ( hztv: //egr>url .com/DmCcD) to receive 'Tompkins Tourism Partner e--updates! 4. Finance,Budget, and Appropriations .2 Department of Public Works -Amendment to Personnel Roster—Modification of Work Hours for a Position in the Ithaca Area Wastewater Treatment Facility(IAWWTF) WHEREAS, to provide adequate administrative support to the Ithaca Area Wastewater Treatment Facility(IAWWTF) the Water and Sewer Division of the City of Ithaca Department of Public Works requested and received an increase in the workweek of an Administrative Coordinator from twenty(20) hours/week to thirty(30) hours/week. This was accomplished by resolution of item 8.5 of the Common Council Agenda on September 5, 2012, and WHEREAS, the IAWWTF the Water and Sewer Division of the City of Ithaca Department of Public Works again requested and received an increase in the workweek of an Administrative Coordinator from thirty(30)hours/week to thirty five (35)hours/week. This was accomplished by resolution of item 8.3 of the Common Council Agenda on February 12, 2014, and WHEREAS, it is again our experience over the time period of February 19, 2014, to date that this position demands no less than forty(40) hours/week, and WHEREAS, this short fall in Administrative support stems from the fact that prior to August 11, 2012, the Water& Sewer Division had four(4) administrative personnel funded on our roster including 1-Administrative Coordinator(20-hrs/wk), 1-Administrative Assistant(40-hrs/wk), and 2-Financial Management Assistants (40-hrs/wk each). Subsequent to August 11, 2012, we have only the Administrative Coordinator, and 2-Financial Management Assistants. With the budget constraints for 2013 we opted to increase the hours of the Administrative Coordinator rather than fill the vacant Administrative Assistant position, and WHEREAS, to allow the Water& Sewer Division the personnel time resources to cover the administrative needs of the IAWWTF, our Water Treatment Plant, and the Water& Sewer Division's main office now therefore,be it RESOLVED, That the workweek of one Administrative Coordinator position in the Water and Sewer Division of the Department of Public Works be and hereby is increased from thirty five (35)hours/week to forty(40)hours/week starting January 1, 2015, and be it further RESOLVED, That for the sole purpose of determining days worked reportable to the New York State and Local Employees' Retirement System, the standard workday for this position shall be established at eight (8)hours per day(forty(40) hours per week), and be it further RESOLVED, That said roster amendment has been funded for within the 2015 Authorized Budget for both the Water and Sewer and IAWWTF. J:\DRedsicker\AGENDAS\City Admin Comm\2014\11/17/14 CA Agenda.docx 11/17/14 4. Finance,Budget, and Appropriations .3 Finance—Authorization to Cover Red Accounts RESOLVED,that the City Controller be empowered to make transfers within the 2014 Budget appropriations, as needed, for the remainder of the 2014 Fiscal Year. J:\DRedsicker\AGENDAS\City Admin Comm\2014\11/17/14 CA Agenda.docx 11/17/14 4. Finance,Budget, and Appropriations .4 Controller—Request to Amend Budget to Account for 2014 Tompkins County Celebrations Grant WHEREAS, during 2014, the City of Ithaca received $26,500 in funds from Tompkins County to support 15 local Community Celebrations, and WHEREAS, the City acts as a pass through for these Community Service Grants and needs to amend the 2014 Budget to account for the grants; now, therefore be it RESOLVED, That Common Council hereby amends the 2014 authorized budget as follows to account for various Community Service Celebrations grants received from Tompkins County: Increase Revenue Account: A1012-2379 Community Celebrations $26,500 Increase Appropriation Account: A1012-5435 Celebration Contracts $26,500 J:\DRedsicker\AGENDAS\City Admin Comm\2014\11/17/14 CA Agenda.docx 11/17/14