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SECOND AMENDMENT <br />THIS SECOND AMENDMENT ( "SECOND AMENDMENT ") TO THE AGREEMENT TO JOINTLY <br />DELIVER THE 2010 -2012 ENERGY LEADER PARTNERSHIP PROGRAM dated January 1, 2010 <br />(the "Agreement ") is effective as of January 1, 2015 (the "Second Amendment Effective Date ") by and <br />between SOUTHERN CALIFORNIA EDISON COMPANY ( "SCE ") AND THE CITY OF SANTA <br />ANA. Terms not otherwise defined herein shall have the meaning ascribed to them in the Agreement. <br />SCE may be referred to individually herein as the "Utility ". SCE and The City of Santa Ana may be <br />referred to herein individually as a "Party" or collectively as the "Parties." <br />RECITALS <br />WHEREAS, the Parties previously executed the Agreement effective January 1, 2010 and <br />subsequently amended the Agreement to extend its term through December 31, 2014 in accordance with <br />the applicable decisions of the California Public Utilities Commission ( "Commission "); <br />WHEREAS, on November 14, 2013, the Utility submitted its application ( "2015 Application ") <br />for the implementation of energy efficiency programs to be delivered to California utility customers for <br />the years 2015, which included the a continuation of The City of Santa Ana Partnership Program through <br />2015( "2015 Program "); <br />WHEREAS, on October 24, 2014, the Commission issued its Decision D. 14 -10 -046. approving <br />the continuation of the Energy Efficiency Partnership Programs, which includes the 2015 Program, and <br />the Parties desire to extend the Agreement through 2015 under the terms and conditions set forth in the <br />Agreement, except as otherwise provided in this Second Amendment; and <br />WHEREAS, the Parties desire to further amend the Agreement as necessary to provide an <br />authorized budget for the 2015 Program and to update the Agreement as required to reflect the extended <br />2015 Program cycle. <br />NOW THEREFORE, for valuable consideration, the receipt and sufficiency of which is hereby <br />acknowledged, the Parties agree as follows: <br />1. To the extent applicable, any reference in the Agreement, as amended, to the "2010 -2012 Program" <br />shall also hereby include the 2015 Program, <br />SCE CONFIDENTIAL <br />PTO <br />1 of 6 <br />