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SOUTHERN CALIFORNIA EDISON <br />CALIFORNIA ENERGY EFFICIENCY STRATEGIC PLAN IMPLEMENTATION <br />CONTRACT <br />Santa Ana Strategic Plan Activities <br />THIS CONTRACT FOR SERVICES ("Contract") is by and between SOUTHERN <br />CALIFORNIA EDISON ("SCE") and City of Santa Ana] ("Implementer"), which Contract shall <br />be effective as of , 2011 ("Effective Date"). SCE and Implementer may be <br />referred to herein individually as a "Party" and collectively as the "Parties. <br />WHEREAS, on October 11 2009 in Decision 09-09-47, the California Public Utilities <br />Commission ("Commission") authorized certain energy efficiency programs, including the <br />Energy Leader Partnership Program for the 2010-12 program cycle; <br />WHEREAS, in Decision 09-09-047, the Commission further authorized SCE to <br />conduct a solicitation for certain energy efficiency strategic planning activities in <br />connection with, and to support, its approved Energy Leader Partnership Programs and <br />local governments generally; <br />WHEREAS, SCE has selected the Implementer to implement the Santa Ana <br />Strategic Plan Strategy (referred to hereinafter as the "Program"), promoting long-term <br />energy efficiency and climate action activities; <br />WHEREAS, the Implementer shall implement the Program for the benefit of certain <br />participating governmental jurisdictions and their constituents; <br />WHEREAS, the Parties desire to enter into an agreement that supersedes any and <br />all previous agreements relating to the Strategic Plan Strategies approved for funding, and <br />sets forth the terms and conditions under which the Program shall be implemented with <br />respect to the Parties; and <br />NOW THEREFORE, for valuable consideration, the receipt and sufficiency of which <br />is hereby acknowledged, the Parties agree as follows: <br />1.0 DEFINITIONS: <br />All terms used in the singular will be deemed to include the plural, and vice versa. The <br />words "herein," "hereto," and "hereunder" and words of similar import refer to this <br />Contract as a whole, including all exhibits or other attachments to this Contract, as the <br />same may from time to time be amended or supplemented, and not to any particular <br />subdivision contained in this Contract, except as the context clearly requires otherwise. <br />"Includes" or "including" when used herein is not intended to be exclusive, or to limit the <br />generality of the preceding words, and means "including without limitation." The word <br />"or" is not exclusive. <br />20B-3