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HomeMy WebLinkAboutAgreement A-25-243 Scarlet IV Reclamation Agreement.pdf Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Agreement No. 25-243 1 SCARLET IV PROJECT RECLAMATION AGREEMENT 2 3 This SCARLET IV PROJECT RECLAMATION AGREEMENT ("Agreement") is entered 4 into this 10t" day of June, 2025 ("Effective Date"), by and between the COUNTY OF FRESNO, 5 a political subdivision of the State of California ("COUNTY"), and RE SCARLET LLC, a 6 Delaware limited liability company registered in the State of California ("APPLICANT"), each 7 a "Party" and collectively, the "Parties." 8 RECITALS: g A. On September 19, 2024, pursuant to County Resolution No. 13059, subject to the 10 conditions, mitigation measures, and project notes listed therein, the COUNTY's 11 Planning Commission, under the California Environmental Quality Act (California Public 12 Resources Code, Division 13, section 21000 etseq.), including the implementing CEQA 13 Guidelines thereunder (Title 14, Division 6, Chapter 3, California Code of Regulations, 14 section 15000 et seq.), approved the addendum to Environmental Impact Report ("EIR") 15 No. 7230 for the "Scarlet Solar Energy Project" and approved and issued to 16 APPLICANT Unclassified Conditional Use Permit ("CUP") No. 3792, amending CUP 17 No. 3555. On March 27, 2025, the Planning Commission approved a modification to 18 CUP Nos. 3789 and 3792, permitting the relocation of electrical infrastructure. The 19 approved addendum to EIR No. 7230 and the approved and issued CUP No. 3792, as 20 amended on March 27, 2025, cover "Section IV" of the Scarlet Solar Energy Project 21 and are collectively referred to herein as the "Approvals." 22 B. The Approvals constitute an amendment to CUP No. 3555 and EIR No. 7230 ("Original 23 Approvals"), and do not supplant or amend the conditions, mitigation measures, and 24 project notes of the Original Approvals, for which COUNTY's Planning Commission 25 required APPLICANT's compliance with "the Draft Reclamation Plan as submitted to 26 the Planning Commission and prepared for the decommissioning of the facility when 27 operation ceases." The same condition of the Approvals allows APPLICANT to make 28 "[r]easonable modifications" to the submitted reclamation plan "to address changes of Scarlet IV Project Reclamation Agreement Page 1 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 scope and configuration of the final Site Plan and improvements," but requires that the 2 reclamation plan "be reviewed and approved as final by the County of Fresno, 3 Department of Public Works and Planning ["Department"] prior to the issuance of any 4 development permits." 5 C. APPLICANT's original October 2021 Reclamation Plan, along with the First Addendum 6 to the October 2021 Reclamation Plan, was incorporated by reference into that certain 7 Solar Project Reclamation Agreement by and between COUNTY and APPLICANT, 8 dated August 23, 2022. Said Solar Project Reclamation Agreement is a predecessor to 9 this Agreement, which supersedes said Solar Project Reclamation Agreement to the 10 extent that these agreements pertain to Section IV of the Scarlet Solar Energy Project. 11 A Second Addendum to October 2021 Reclamation Plan was incorporated by reference 12 into that certain Second Amendment to Solar Project Reclamation Agreement by and 13 between COUNTY and APPLICANT, dated August 22, 2023. Collectively, the foregoing 14 Solar Project Reclamation Agreement and First Amendment to Solar Project 15 Reclamation Agreement, are referred to herein as the "Scarlet I & II Agreement." Any 16 further amendments to the Scarlet I & II Agreement, including without limitation that 17 certain Third Amendment to Solar Project Reclamation Agreement by and between 18 COUNTY and APPLICANT, dated June 10, 2025, are not considered a predecessor to 19 this Agreement and are not included in the definition of Scarlet I & II Agreement. 20 D. On April 7, 2025, APPLICANT submitted a document entitled "Third Addendum to the 21 Reclamation Plan" to the Department. Said Third Addendum to the Reclamation Plan 22 was approved by the Director of the Department or the Director's designee (collectively 23 "Director") on April 10, 2025. Collectively, the October 2021 Reclamation Plan and all 24 three addenda thereto are the "Reclamation Plan," a true and correct copy of which is 25 attached hereto as Exhibit A. 26 E. The Approvals and Reclamation Plan for Section IV of the Scarlet Solar Energy Project 27 describe a project consisting of a "gen-tie" or transmission line, switching station, 28 electrical substation, and supporting electrical infrastructure (collectively, the "Project"). Scarlet IV Project Reclamation Agreement Page 2 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 APPLICANT represents to COUNTY that the Project is largely complete, and is in use; 2 the Project is to be expanded pursuant to the terms and conditions of this Agreement 3 to include additional electrical infrastructure to support the project approved as part of 4 the "Sonrisa Solar Project" (CUP No. 3677) ("Sonrisa Project"). 5 F. APPLICANT represents to COUNTY that the facilities comprising the Project described 6 herein are intended to function as facilities shared amongst the following solar 7 photovoltaic and/or battery storage projects: (1) Scarlet Section I (CUP No. 3789, 8 amending CUP No. 3555)) (2) Scarlet Section II (CUP No. 3790, amending CUP No. 9 3555), (3) Scarlet Section III (CUP No. 3792, amending CUP No. 3555), and (4) the 10 Sonrisa Project. APPLICANT understands, acknowledges, and agrees that each of the 11 foregoing projects enumerated as 1 through 4 each is or will be governed by a separate 12 reclamation agreement or agreements (collectively, "Third-Party Agreements"), to 13 which APPLICANT is not, and shall not be, an intended third-party beneficiary by virtue 14 of this Agreement or the Third-Party Agreements. APPLICANT represents and warrants 15 to COUNTY that the use of infrastructure governed by this Agreement by the Third- 16 Party Agreements is not at the direction or otherwise as a result of a decision by 17 COUNTY. 18 G. The Project will be situated on and within portions of multiple parcels consisting of 19 approximately 95 acres of land, identified in the Approvals, generally located 20 approximately 3.5 miles west-southwest of the community of Tranquility and 6.5 miles 21 east of Interstate 5 in unincorporated Fresno County, as more particularly shown on 22 Exhibit B, attached hereto and incorporated herein by reference solely for the purpose 23 of illustrating the approximate location of the Project. 24 H. Generally, the Reclamation Plan states that, at the end of its expected 35-year useful 25 life, the Project would be decommissioned and dismantled, and the Project site restored 26 to an agricultural use-ready condition in accordance with all applicable codes and 27 regulations. 28 Scarlet IV Project Reclamation Agreement Page 3 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 I. The Project will be situated on and within portions of multiple parcels commonly referred 2 to by Assessor's Parcel Numbers ("APNs") 028-071-34, 028-071-39, 028-071-47, 028- 3 111-01 , 028-111-10, 028-111-19, 028-111-17, 028-111-13, 028-111-07, 028-111-14, 4 028-111-15, 028-111-16, 028-101-74, and 028-101-72, as more particularly described 5 on Exhibit B-1, attached hereto and incorporated herein by reference. The property 6 described in Exhibit B-1 is referred to herein as the "Property." 7 J. APPLICANT represents to COUNTY that fee title to the Property (with the exception of 8 the portion of the Property lying on APNs 028-101-74 and 028-101-72) ("Scarlet 9 Property") was vested in RE Scarlet LLC, a Delaware Limited Liability Company, by 10 Grant Deed from Westlands Water District recorded in the Official Records of the 11 County of Fresno on October 1, 2021 at 2:29 PM as Instrument No. 2021-0161201. 12 APPLICANT further represents that fee title to COUNTY that fee title to the portion of 13 the Property lying on APNs 028-101-74 and 028-101-72 ("Clearway Property") was 14 vested in Luna Valley Land Holdings LLC, by Grant Deed from Westlands Water District 15 recorded in the Official Records of the County of Fresno on October 26, 2023 at 9:12 16 AM as Instrument No. 2023-0099567. Collectively the owners of the Scarlet Property 17 and the Clearway Property, past or present, are the "Property Owners." 18 K. APPLICANT's sole right to use the Clearway Property is by that certain Transmission 19 Easement ("Transmission Easement"), recorded against the Clearway Property in the 20 official records of the Fresno County Recorder, on October 1 , 2021, as of 2:29 PM as 21 Document No. 2021-0161202 22 L. Pursuant to the predecessor Scarlet I & II Agreement, APPLICANT caused to be 23 executed and delivered to COUNTY, and COUNTY recorded (1) that certain Grant of 24 Limited Access Easement by RE Scarlet LLC ("RE Scarlet LLC Easement"), recorded 25 in the official records of the Fresno County Recorder on September 7, 2022, as of 26 08:38:47 AM, as Document No. 2022-0111753, (2) that certain Grant of Limited Access 27 Easement from Westlands Water District (the prior owner of the Clearway Property) 28 ("Westlands/Clearway Easement"), recorded in the official records of the Fresno Scarlet IV Project Reclamation Agreement Page 4 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 County Recorder on September 7, 2022 at 08:38:47 AM, as Document No. 2022- 2 0111752, and (3) that certain Grant of Limited Access Easement from RE Scarlet LLC 3 ("RE Scarlet LLC Phase II Easement"), recorded in the official records of the Fresno 4 County Recorded on March 29, 2024, as of 2:16:46 PM, as Document No. 2024- 5 0029669. APPLICANT represents, covenants, and warrants to COUNTY that the 6 entirety of the Property lies within the footprint of the RE Scarlet LLC Easement, the 7 Westlands/Clearway Easement, and the RE Scarlet LLC Phase II Easement. 8 M. As a further condition of the Original Approvals, carried forth into the Approvals, the 9 Planning Commission required that, prior to the issuance of any further permit(s) for 10 grading or development (and the Parties agree that development includes construction 11 or building), relating to the Project (collectively, "Grading or Development Permits"), 12 APPLICANT must enter into a reclamation agreement with COUNTY to secure 13 APPLICANT's obligations to "(1) decommission, dismantle, and remove the project and 14 reclaim the site to its pre-project condition in accordance with the approved Reclamation 15 Plan, and (2) maintain a financial assurance to the County of Fresno, to secure the 16 project owner's obligations under the reclamation agreement, in an amount sufficient to 17 cover the costs of performing such obligations." 18 N. To secure APPLICANT's faithful performance of all of its obligations under the 19 Reclamation Plan, the Planning Commission further required APPLICANT to maintain 20 a financial assurance "in the form of cash and maintained through an escrow 21 arrangement acceptable to the County of Fresno." The amount of this Cash Security 22 (defined in Section 2(a) below) "shall (1) initially cover the project owner's cost of 23 performing its obligations under the reclamation agreement..., based on the final County 24 of Fresno-approved design of the project, which cost estimate shall be provided by the 25 project owner to the County of Fresno, and be subject to approval by the County of 26 Fresno, and (2) be automatically increased annually, due to increases in costs, using 27 the Engineering News-Record construction cost index." 28 Scarlet IV Project Reclamation Agreement Page 5 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 O. APPLICANT shall make the deposit of the Cash Security into an escrow account, as 2 required herein, which shall be (i) in the initial minimum amount equal to the licensed 3 professional engineer's written cost estimate, which is six hundred and twenty-five 4 thousand, nine hundred and fifty-one, and 22/100 dollars ($625,951.22) ("Initial 5 Minimum Deposit"), plus such annual increases reflecting increased construction 6 costs reflected in the Engineering News-Record ("ENR") construction cost index and 7 each such subsequent deposit by APPLICANT shall be without the requirement of any 8 demand or notice by COUNTY, (ii) subject to an Escrow Agreement (defined below), in 9 a form and substance satisfactory to COUNTY as provided in this Agreement, among 10 COUNTY, APPLICANT, and a financial institution having minimum Federal Deposit 11 Insurance Corporation (FDIC) insurance coverage under this Agreement, and (iii) the 12 initial amount of such deposit shall be in compliance with this Agreement and the 13 Escrow Agreement prior to COUNTY's issuance of any Grading or Development 14 Permits. 15 P. APPLICANT represents to COUNTY that APPLICANT intends to diligently undertake 16 and complete construction of the Project. 17 Q. The Parties agree that fairness and sound fiscal policy require that APPLICANT, as the 18 person or entity receiving the benefits of any land use approval, should also bear the 19 burden of the liability for decommission and dismantling the Project, and restoring the 20 Project site to an agricultural use-ready condition in accordance with all applicable 21 codes and regulations. 22 In consideration of the foregoing facts and circumstances, and for good and valuable 23 consideration, the sufficiency of which is acknowledged and as having been received, the 24 Parties hereby agree as follows: 25 1. APPLICANT'S OBLIGATIONS. 26 (a) Compliance with Reclamation Plan. 27 APPLICANT agrees that all of APPLICANT's activities set forth in the Reclamation Plan 28 with respect to the Project shall be deemed as requirements of APPLICANT under this Scarlet IV Project Reclamation Agreement Page 6 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 Agreement and are enforceable by COUNTY under the terms and conditions of this 2 Agreement. APPLICANT shall, at its own cost, fully perform and comply with all of the 3 provisions of the Reclamation Plan, including without limitation Section 5 (Decommissioning 4 and Restoration Process) and Section 6 (Decommissioning Costs and Financial Assurances) 5 thereof with respect to the Project, and decommission, dismantle, and remove the entire 6 Project, and reclaim all of the Property to its pre-Project condition as an agricultural use-ready 7 condition in accordance with all applicable codes and regulations pursuant to the Reclamation 8 Plan (collectively, "Reclamation") within twelve (12) months of the earliest to occur of any of 9 the following, as reasonably determined by the Director: (i) there has not been substantial 10 development of the Project within two (2) years following the COUNTY's Planning 11 Commission's approval of, and issuance to APPLICANT, CUP No. 3792; (ii) the Project, or a 12 substantial portion thereof, has not, following completion of construction of the Project, or any 13 phase thereof, conducted electricity for at least six (6) consecutive months within a twelve (12) 14 month period, or for three hundred sixty five (365) non-consecutive calendar days within any 15 twenty four (24) month period, during the term of this Agreement; (iii) the expiration or early 16 termination of CUP No. 3792, as amended; (iv) the decommissioning of the last of the projects 17 governed by the Third-Party Agreements; or (v) thirty-five (35) years from the commencement 18 of operation of the last of the projects governed by the Third-Party Agreements (each, an 19 "Event of Project Cessation"), provided that reference to the Third-Party Agreements in this 20 subsection 1(a) is subject to the terms and conditions of subsection 2(e). If there are any 21 inconsistencies between the terms and conditions of this Agreement (excluding the 22 Reclamation Plan) and the provisions of the Reclamation Plan with respect to the Project 23 and/or the Property, such inconsistencies shall be resolved by giving precedence to the terms 24 and conditions this Agreement (excluding the Reclamation Plan) over the provisions of the 25 Reclamation Plan with respect to the Project and/or the Property. 26 (b) Notice to COUNTY. 27 (i) APPLICANT shall, within thirty (30) calendar days following 28 completion of construction of the Project, provide written notice thereof to COUNTY pursuant Scarlet IV Project Reclamation Agreement Page 7 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 to Section 5 of this Agreement accompanied by a complete as-built site plan of the Project in 2 paper and digital Portable Document Format "PDF" or other format acceptable to COUNTY, 3 setting forth each location of the actually-constructed Project, provided however, 4 APPLICANT's failure to provide or delay in providing such notice, or as-built site plan to 5 COUNTY shall not prohibit COUNTY from exercising its rights and remedies under this 6 Agreement. 7 (ii) APPLICANT shall provide written notice to COUNTY pursuant to 8 Section 5 of this Agreement within ten (10) calendar days following the occurrence of any 9 Event of Project Cessation, provided however, the failure of APPLICANT to provide or delay 10 in providing such notice shall not prohibit COUNTY from exercising its rights and remedies 11 under this Agreement. 12 In addition to the foregoing paragraph, upon COUNTY's written request to APPLICANT, 13 which shall be made in the manner for providing notice pursuant to Section 5 of this 14 Agreement, concerning whether there is any Event of Project Cessation, APPLICANT shall, 15 not later than ten (10) calendars days after receipt of such request, provide written responsive 16 notice to COUNTY pursuant to Section 5 of this Agreement, which responsive notice shall be 17 accompanied by copies of, or electronic links to, the records, so requested by COUNTY, 18 concerning the status of the Project's development, and of the Project's operation and 19 electricity production. APPLICANT shall retain and maintain such records for a minimum of 20 five (5) years from their creation. 21 (c) Time is of the Essence. 22 It is understood that time is of the essence in the performance of all obligations under 23 this Agreement and the Reclamation Plan. Any reference in this Agreement to "business days" 24 shall mean COUNTY's business days. 25 (d) Pre-condition to Grading or Development Permits. 26 Prior to APPLICANT obtaining any further Grading or Development Permits from 27 COUNTY with respect to the Project, or any portion thereof, the following shall have occurred 28 to COUNTY's satisfaction: pursuant to subsection 2(b) of this Agreement, (1) APPLICANT, Scarlet IV Project Reclamation Agreement Page 8 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 COUNTY, and the Escrow Agent (as defined in subsection 2(a) of this Agreement), have 2 entered into an Escrow Agreement (as defined in subsection 2(a) of this Agreement), and 3 APPLICANT has delivered such fully-executed Escrow Agreement to COUNTY, and (2) by the 4 terms of the Escrow Agreement, APPLICANT has irrevocably delivered to the Escrow Agent 5 the initial amount of the Cash Security for the Escrow Agreement, which shall be in the amount 6 of the Initial Minimum Deposit (as defined in Recital O of this Agreement) for the Project, and, 7 the Escrow Agent has given COUNTY written confirmation of the Escrow Agent's receipt of 8 such Initial Minimum Deposit; and (ii) pursuant to Section 7 of this Agreement, the Recordation 9 of the Easements (as defined in Section 7 of this Agreement) has occurred, as provided by 10 and in compliance with Section 7 of this Agreement. 11 2. SECURITY FOR APPLICANT'S OBLIGATIONS. 12 (a) Definitions. 13 "Cash Security" means and includes all of the then-current amount of the cash, which 14 shall be in immediately available United States currency ("US Currency"), or any portion 15 thereof, including APPLICANT's initial deposit of the cash pursuant to Section 2 of this 16 Agreement, and any annual increases of such cash as a result of any interest income earned 17 on the Cash Security or as a result of any additional cash deposits required by this Agreement, 18 all as to be held on deposit by the Escrow Agent for the sole benefit of the County under the 19 Escrow Agreement, less any County drawings of the Cash Security under the Escrow 20 Agreement. 21 "Escrow Agent" means a financial institution, appointed jointly by APPLICANT and 22 COUNTY (or otherwise, if necessary, by a court of competent jurisdiction), that receives the 23 Cash Security from APPLICANT, and is authorized under the Escrow Agreement to hold the 24 Cash Security, and to disburse the Cash Security to COUNTY upon COUNTY's drawing 25 thereunder. APPLICANT and COUNTY propose to jointly appoint, United Security Bank N.A. 26 as the initial Escrow Agent. 27 "Escrow Agreement" means an agreement by and among APPLICANT, COUNTY, 28 and the Escrow Agent, which is the arrangement by which APPLICANT irrevocably deposits Scarlet IV Project Reclamation Agreement Page 9 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 the Cash Security with the Escrow Agent, and by which there are any annual increases of such 2 cash as a result of any interest income earned on the Cash Security or as a result of any 3 additional cash deposits required by this Agreement, and which such increases and additional 4 cash deposits are deemed irrevocable once increased or deposited, as applicable, for the sole 5 benefit of COUNTY, to enable APPLICANT to secure its faithful performance of all of its 6 obligations under this Agreement. 7 (b) Cash Security. 8 As security to COUNTY for APPLICANT's faithful performance of all of its obligations 9 to comply with the Reclamation Plan and the terms and conditions of this Agreement, 10 APPLICANT shall, and shall cause an Escrow Agent to, not later than five (5) business days 11 subsequent to the execution of this Agreement by the Parties, enter into an Escrow Agreement 12 among APPLICANT, COUNTY, and the Escrow Agent. Within three (3) business days 13 following APPLICANT's, COUNTY's, and the Escrow Agent's execution of such Escrow 14 Agreement, APPLICANT shall irrevocably deliver to the Escrow Agent the initial amount of the 15 Cash Security for the Escrow Agreement, which shall be in the amount of the Initial Minimum 16 Deposit (as defined in Recital O of this Agreement) for the Project. The amount of the Cash 17 Security is not a limitation on APPLICANT's obligations under this Agreement or the 18 Reclamation Plan. 19 Not later than December 1, 2025, and December 1 of each year following the Effective 20 Date hereof, APPLICANT shall, without the requirement of any demand or notice by COUNTY, 21 deposit additional cash necessary to cause the Cash Security to be increased by a percentage 22 equal to any annual increase in construction costs reflected in the ENR construction cost index 23 from October 1 of the previous year to October 1 of the then-current year. As of the Effective 24 Date, the ENR construction cost index is available at the following Web address: ENR.com 25 As an example, assuming there is an annual increase in construction costs for 2025 26 (i.e., the current year), if the ENR construction cost index for the period of October 1, 2024 27 (i.e., for the previous year) through October 1, 2025 (i.e., for the current year) reflects a 3.5% 28 increase in the cost of construction for 2025, APPLICANT would be required, by December 1, Scarlet IV Project Reclamation Agreement Page 10 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 2025, to deposit into the Cash Security an amount equal to 3.5% of the then total Cash 2 Security. Such calculations shall be made as if APPLICANT timely deposited the total amount 3 of the Initial Minimum Deposit (as defined in Recital O of this Agreement). 4 If the ENR construction cost index reflects a decline in construction costs for the one- 5 year period described above, the APPLICANT shall not be permitted to withdraw from the 6 Cash Security or to credit that decline against the Cash Security or any future increases in the 7 Cash Security. 8 APPLICANT shall notify COUNTY as provided in Section 5 of this Agreement, with a 9 report stating the amount by which APPLICANT increased the Cash Security, supported by 10 the calculation of such increase with reference to the ENR construction cost index, or no 11 change in the Cash Security, supported by the calculation of such decrease or no change with 12 reference to the ENR construction cost index, not later than January 15 of the year following 13 the increase or no change in the Cash Security, as applicable, provided however that, if such 14 construction cost information is not available, then APPLICANT shall provide notice of such 15 unavailability to COUNTY, including any reasonably-estimated date of such availability if such 16 estimated date is available to APPLICANT and continue to reasonably keep COUNTY so 17 informed if such information continues to be unavailable for more than fifteen (15) calendar 18 days after such notice, and in any event APPLICANT shall promptly provide such information 19 once it becomes available, provided further however, if such information is unavailable for 20 forty-five (45) more calendar days after such notice, and if the Director, in his or her sole and 21 absolute judgment, determines that the ENR construction cost index is no longer available 22 during the term of this Agreement, the Director may, in his or her sole and absolute discretion, 23 replace the ENR construction cost index with another, comparable construction cost index 24 retroactive to the last date that the ENR construction cost index was available, as the Director 25 may determine in his or her sole and absolute judgment, without necessity of any amendment 26 or modification to this Agreement, by notifying APPLICANT as provided in Section 5 of this 27 Agreement, and APPLICANT shall use such replacement comparable construction cost index 28 Scarlet IV Project Reclamation Agreement Page 11 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 for purposes of this subsection 2(b). The provisions of this paragraph shall apply to any 2 replacement construction cost index. 3 (c) Escrow Agreement. 4 The Escrow Agreement shall be in a form and substance acceptable to COUNTY. The 5 Escrow Agent shall be acceptable to COUNTY. Without limiting the generality of the foregoing 6 requirements of the Escrow Agreement and Escrow Agent, APPLICANT shall, and shall cause 7 the Escrow Agent to, enter into an Escrow Agreement among APPLICANT, COUNTY and the 8 Escrow Agent in compliance with the following major requirements of the Escrow Agreement, 9 which major requirements are not an exhaustive list of requirements for the Escrow 10 Agreement: 11 (1) As provided in subsection 2(b) of this Agreement, APPLICANT shall irrevocably deliver 12 to the Escrow Agent the Initial Minimum Deposit (as defined in Recital O of this 13 Agreement), in US Currency, as the initial Cash Security for the exclusive purposes of 14 the Escrow Agreement. The Escrow Agent shall receive, and upon receipt immediately 15 deposit, and hold the Cash Security only in a savings deposit account of the Escrow 16 Agent for the exclusive purposes of the Escrow Agreement. APPLICANT acknowledges 17 and agrees that a savings deposit account does not include a money market account, 18 a certificate of deposit, or any account which is not immediately liquid. The Escrow 19 Agent shall cause the Cash Security, while on deposit with the Escrow Agent under the 20 Escrow Agreement, to be (i) interest-bearing, at a savings deposit rate available to 21 members of the public, and (ii) fully insured by the FDIC up to the lesser of (1) the 22 amount of the Cash Security while on deposit with the Escrow Agent under the Escrow 23 Agreement, or (2) the then-current maximum FDIC insurance coverage available for an 24 FDIC-insured deposit account. The Cash Security shall be maintained by the Escrow 25 Agent as a separate savings deposit account with its own ownership classification as 26 being for the sole benefit of COUNTY, which savings deposit account shall be distinct 27 from any and all other accounts or funds of the APPLICANT that might be maintained 28 or held by the Escrow Agent or its parent or affiliates, to ensure that the maximum FDIC Scarlet IV Project Reclamation Agreement Page 12 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 insurance coverage available for an FDIC-insured deposit account shall apply to the 2 Cash Security. COUNTY shall not have any liability, either directly or indirectly, in 3 respect of any loss of any principal of, or any earnings on, the Cash Security, or any 4 failure of the Escrow Agent to obtain earnings on the Cash Security. 5 (2) Any annual increases of the Cash Security as a result of the additional cash deposits 6 required by this Agreement shall be US Currency for the exclusive purposes of the 7 Escrow Agreement. 8 (3) Any annual increases of the Cash Security as a result of any interest income earned on 9 the Cash Security or as a result of the additional cash deposits required by this 10 Agreement are deemed irrevocable once increased or deposited, as applicable. 11 (4) The Applicant, including its successors or assigns or anyone claiming through the 12 Applicant, shall not have any rights whatsoever to use, control, or access, either directly 13 or indirectly, or withdraw any funds from or borrow against the Cash Security, or to 14 make any other demand of the Escrow Agent or the County with respect to the Cash 15 Security. 16 (5) APPLICANT shall promise, covenant, and warrant to COUNTY and the Escrow Agent 17 that the Cash Security is not and shall not at any time be subject to any attachments, 18 seizures, garnishments, pledges, liens, encumbrances, levies, security interests, claims 19 of any creditors, or writs, or court orders, judgments or decrees, of threat of any of the 20 foregoing, all of which shall be of every nature whatsoever; and if any such conditions 21 occur or are threatened, APPLICANT shall, to COUNTY's and the Escrow Agent's 22 satisfaction, immediately remove, cure, or satisfy such conditions or threatened 23 conditions, which may include the APPLICANT's deposit of an equal amount thereof of 24 replacement funds into the Cash Security, which replacement funds shall satisfy the 25 requirements of this subsection 2(c)(5), and promptly give the COUNTY and the Escrow 26 Agent notice of such deposit. In the event of any such deposit of replacement funds by 27 the APPLICANT into the savings account for the Cash Security, and the APPLICANT's 28 prompt notice thereof, including the specific source of replacement funds and Scarlet IV Project Reclamation Agreement Page 13 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 assurance that such replacement funds satisfy this Agreement and the Escrow 2 Agreement, given to the COUNTY and the Escrow Agent, the COUNTY shall promptly 3 give notice to the APPLICANT and the Escrow Agent whether such replacement deposit 4 of funds is acceptable to the COUNTY, and the Escrow Agent shall promptly give notice 5 to the COUNTY and the APPLICANT whether such replacement deposit of funds is 6 acceptable to the Escrow Agent, and if both the COUNTY and the Escrow Agent so 7 accept, then the Escrow Agent shall promptly thereafter return to the APPLICANT the 8 funds so substituted, provided however, such notice given by the COUNTY shall not 9 preclude the COUNTY from enforcing the requirements of this Agreement and the 10 Escrow Agreement if such replacement deposit of funds is subsequently determined 11 not to satisfy this Agreement or the Escrow Agreement. 12 (6) Upon COUNTY's presentation of its instructions for drawing upon the Cash Security to 13 the Escrow Agent, under the Escrow Agreement, the Escrow Agent shall, solely by 14 examining the face of COUNTY's drawing instructions for compliance with the 15 requirements in the Escrow Agreement for making drawings, pay COUNTY according 16 to the terms of such COUNTY drawing in immediately available US Currency up to the 17 then-current amount of the Cash Security within three (3) business days of such 18 presentation to the Escrow Agent. The COUNTY's place of presentation of its written 19 instructions for drawing upon the Escrow Funds to the Escrow Agent shall be at a 20 location or locations reasonably accessible to COUNTY, one of which location shall be 21 in the City of Fresno. Partial and multiple drawings, or a single drawing, by COUNTY 22 upon the Cash Security, up to the then-current amount of the Cash Security, shall be 23 permitted under the Escrow Agreement. Within one (1) business day after COUNTY's 24 receipt of any drawing, COUNTY shall give written notice thereof to APPLICANT. 25 (7) APPLICANT shall promise, covenant, and warrant to COUNTY and the Escrow Agent 26 that if COUNTY attempts to draw upon, or draws upon, the Cash Security, APPLICANT 27 (including APPLICANT's successors or assigns, or anyone claiming through 28 APPLICANT, or any other persons, firms, or entities acting at the direction, or under the Scarlet IV Project Reclamation Agreement Page 14 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 authority, of APPLICANT) shall not in any way whatsoever, either directly or indirectly, 2 defeat, interfere with, obstruct, or cause delay to said right of COUNTY to do so, 3 including, without limitation, demanding the Escrow Agent not to honor or pay COUNTY 4 on any draw upon the Cash Security, or taking any legal action against COUNTY and/or 5 the Escrow Agent, including the Escrow Funds, to stay, enjoin, or prevent COUNTY 6 from drawing upon the Cash Security, or taking any legal action against the COUNTY 7 and/or the Escrow Agent, including the Escrow Funds, to seek to suspend, invalidate, 8 make unenforceable, or terminate the Escrow Agreement, provided however, nothing 9 in this subsection 2(c)(7) precludes APPLICANT from any subsequent legal action 10 against COUNTY, after COUNTY has made a drawing upon the Escrow Funds and 11 actually received the drawn funds, on the ground that such drawing violated the 12 Reclamation Agreement, provided further however, COUNTY shall not be precluded 13 from brining any cross-action against APPLICANT relating to same. 14 (8) The Escrow Agreement shall have requirements regarding APPLICANT's obligations 15 for indemnifying and defending COUNTY and the Escrow Agent, the Escrow Agent's 16 compensation which shall be payable solely and directly by APPLICANT with funds 17 other than the Cash Security, and COUNTY's right to receive and have immediate 18 access to reports of all account activities, including, without limitation, interest income 19 on, and disbursements of, the Cash Security, all of which requirements shall be 20 acceptable to COUNTY. 21 (9) COUNTY shall have the right, based upon its determination, to give the Escrow Agent 22 and APPLICANT notice that (i) all of the Cash Security has, according to the terms and 23 conditions of the Escrow Agreement, been paid to COUNTY, or (ii) the Cash Security 24 no longer is needed by COUNTY, and in the event that there is, to COUNTY's 25 knowledge, any remaining Cash Security at the time of such notice, COUNTY's notice 26 shall state that COUNTY releases its interest under the Escrow Agreement in such 27 remaining Cash Security. 28 /// Scarlet IV Project Reclamation Agreement Page 15 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 (d) Replacement Escrow Agreement. 2 If APPLICANT has not completed the performance of all obligations under this 3 Agreement, as determined by COUNTY, the termination of an Escrow Agreement, shall not, 4 by itself, be a limitation on or otherwise affect APPLICANT's obligations to maintain the Cash 5 Security under an Escrow Agreement, as required herein. APPLICANT shall always cause the 6 Cash Security to be maintained by the Escrow Agent under an Escrow Agreement, as provided 7 herein, or under any replacement Escrow Agreement to be maintained by any new Escrow 8 Agent, as provided herein, without interruption in coverage, so that APPLICANT's performance 9 of its obligations under this Agreement are continuously secured by a Cash Security with an 10 Escrow Agent or new Escrow Agent, either by an Escrow Agreement or a replacement Escrow 11 Agreement, respectively, during the term of this Agreement. The requirements under this 12 Agreement for an Escrow Agreement shall apply to any replacement Escrow Agreement, and 13 the requirements under this Agreement for the Escrow Agent shall apply to any new Escrow 14 Agent. In the event that there should be a need for a replacement Escrow Agreement, the 15 determination whether a proposed replacement Escrow Agreement is acceptable to COUNTY, 16 COUNTY may consider whether the proposed replacement Escrow Agreement complies 17 substantially with the form and substance of the then-current Escrow Agreement. 18 (e) APPLICANT Disinterested in Third-Party Agreements. 19 Except if and to the extent that APPLICANT is party to any of the Third-Party 20 Agreements (in which case APPLICANT's rights and remedies as to those of the Third-Party 21 Agreements are only those expressly stated therein), APPLICANT understands, 22 acknowledges, and agrees (1) that COUNTY is permitted to exercise all remedies under the 23 Third-Party Agreements without regard to any impact on APPLICANT, whether foreseeable or 24 not, (2) that APPLICANT has no rights under the Third-Party Agreements and is not an 25 intended third-party beneficiary thereof, (3) that APPLICANT cannot and shall not seek any 26 remedies with respect to COUNTY's actions taken pursuant to any of the Third-Party 27 Agreements, whether or not COUNTY is allegedly or actually in breach of those of the Third- 28 Party Agreements, (4)that COUNTY owes no duty or responsibility (including without limitation Scarlet IV Project Reclamation Agreement Page 16 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 a duty or responsibility to provide or forward notice), direct or indirect, to APPLICANT under 2 the Third-Party Agreements, and (5) that COUNTY is not responsible for ensuring consistency 3 between this Agreement and the Third-Party Agreements. APPLICANT expressly 4 acknowledges and agrees that APPLICANT shall have no rights or remedies under the Third- 5 Party Agreements, even where COUNTY's actions taken under any of the Scarlet Third-Party 6 Agreements cause an interruption the Project's connection with the grid, resulting directly in 7 an Event of Default (defined in Section 3 below) by APPLICANT, except where COUNTY acts 8 in violation of the terms of this Agreement, and only as provided by this Agreement, inclusive 9 of Section 4(c) below. Nothing in this subsection 2(e) shall be construed as prohibiting 10 APPLICANT from being made a party to or assignee of any of the Third-Party Agreements or 11 a successor agreement thereto, provided that all parties to those of the Third-Party 12 Agreements execute a written instrument to that effect in the manner provided for in those of 13 the Third-Party Agreements (including without limitation the provisions of the Third-Party 14 Agreements regarding assignment, transfer, and amendment). 15 3. DEFAULT. 16 For purposes of this Agreement, the occurrence of any one or more of the following 17 events shall constitute an "Event of Default" by APPLICANT under this Agreement: 18 (a) Any event occurring or information becoming known that makes untrue 19 any APPLICANT representation, covenant, or warranty to COUNTY under this Agreement; 20 (b) APPLICANT fails to enter into, or fails to cause the Escrow Agent to enter 21 into, and deliver to COUNTY an Escrow Agreement among APPLICANT, COUNTY, and 22 Escrow Agent as required under subsection 2(b) of this Agreement; 23 (c) APPLICANT fails to make the Initial Minimum Deposit of Cash Security 24 with the Escrow Agent, as required under subsection 2(b) of this Agreement; 25 (d) APPLICANT fails to create, retain, or maintain records concerning the 26 status of the Project's development, and of the Project's operation and electricity production 27 as required by subsection 1(b) of this Agreement; 28 (e) APPLICANT fails to timely pay any amount due or owed by APPLICANT Scarlet IV Project Reclamation Agreement Page 17 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 in connection with the Reclamation Plan or this Agreement or the Escrow Agreement; 2 (f) APPLICANT or the Transferee (defined in Section 6 of this Agreement), if 3 it is an entity, ceases to be an entity lawfully doing business in the United States, or if it is an 4 individual, ceases to be permanently and lawfully residing in the United States or dies, or in 5 either such case, if not subject to service of process in California, ceases having an agent for 6 service of process in California; 7 (g) APPLICANT fails to timely make the annual increase to the Cash Security 8 reflecting any increase in construction costs, as required under subsection 2(b) of this 9 Agreement; 10 (h) APPLICANT takes any action, including, without limitation, those 11 prohibited by subsection 2(c)(5) and subsection 4(c) of this Agreement, which prevents or 12 otherwise interferes with COUNTY's attempt to draw on the Cash Security; 13 (i) APPLICANT fails to, or fails to cause, a new Escrow Agent to timely enter 14 into and deliver to the COUNTY a replacement Escrow Agreement with COUNTY, as required 15 by Section 2 of this Agreement; 16 0) APPLICANT fails to observe or perform, in any material respect, any other 17 obligation under this Agreement or the Reclamation Plan, including without limitation 18 Reclamation, for a period of thirty (30) calendar days after COUNTY provides written notice to 19 APPLICANT pursuant to Section 5 of this Agreement, stating the obligation APPLICANT has 20 failed to perform, provided however, if the nature of the default is such that APPLICANT cannot 21 reasonably cure the default within thirty (30) calendar days, APPLICANT shall have an 22 additional reasonable time to cure, upon APPLICANT providing written notice thereof to 23 COUNTY pursuant to Section 5 of this Agreement stating the reason therefor, subject to 24 APPLICANT commencing to cure within the thirty (30) calendar day period and diligently 25 pursuing the cure to completion and completing the cure not later one hundred twenty (120) 26 calendar days from the date of such COUNTY notice of such failure to perform. 27 Notwithstanding anything to the contrary in this Agreement, such additional reasonable time 28 for APPLICANT to cure a default under this subsection 30) shall not apply to any of Scarlet IV Project Reclamation Agreement Page 18 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 APPLICANT's obligations under Section 2 (Security for Applicant's Obligations) and/or Section 2 8 (Satisfaction of Reclamation Plan) of this Agreement; 3 (k) Bankruptcy, reorganization, liquidation, arrangement, insolvency, 4 receivership or conservatorship proceedings, or other proceedings for relief under any 5 bankruptcy or similar law or laws for the relief of debtors, are instituted by or against 6 APPLICANT, and are not dismissed within ninety (90) calendar days of institution, or there is 7 an assignment by APPLICANT for the benefit of creditors, or any similar action taken by or 8 against APPLICANT, or APPLICANT is insolvent; 9 (1) The failure of APPLICANT to pay, or cause to be paid, when due, all 10 property taxes and assessments, and any penalties or interest thereon, that are a lien on the 11 Property; 12 (m) The failure of the Escrow Agent or APPLICANT to observe or perform, in 13 any material respect, any obligation of the Escrow Agent or APPLICANT, respectively, under 14 the Escrow Agreement; 15 (n) The failure of any new Escrow Agent or APPLICANT, to observe or 16 perform, in any material respect, any obligation of any new Escrow Agent or APPLICANT, 17 respectively, under any replacement Escrow Agreement; 18 (o) Any failure of the Easements (as defined in Section 7 of this Agreement), 19 which are required and provided under Section 7 of this Agreement, to remain in full force and 20 effect according to its terms and conditions and recorded against the Property, in the official 21 records of the Fresno County Recorder; 22 (p) Any breach or default by APPLICANT, including any event occurring or 23 information becoming known that makes untrue any representation, covenant, or warranty to 24 COUNTY, by APPLICANT or the Property Owner, including any event occurring or information 25 becoming known that makes untrue any Property representation, covenant, or warranty to 26 COUNTY under the Easements (as defined in Section 7 of this Agreement), which Easements 27 (as defined in Section 7 of this Agreement) are required and provided under Section 7 of this 28 Agreement; Scarlet IV Project Reclamation Agreement Page 19 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 (q) The inability of COUNTY to access the Property, or any part thereof 2 necessary (in the sole and absolute discretion of the Director) to reclaim the Project under this 3 agreement, due to the inaccuracy or deficiency of any representation, covenant, or warranty 4 to COUNTY, by APPLICANT or the Property Owners under the Easements (as defined in 5 Section 7 of this Agreement), which Easements (as defined in Section 7 of this Agreement) 6 are required and provided under Section 7 of this Agreement; 7 (r) Any person or entity creating or asserting any claim to any right, title, or 8 interest in or to the Property, or any portion thereof, that unreasonably interferes or would 9 unreasonably interfere with COUNTY's rights under this Agreement and/or rights granted 10 under the Easements (which are provided and required under Section 7 of this Agreement) 11 and the rights granted therein. So long as APPLICANT is not concurrently in default under 12 another subsection of Section 3 of this Agreement, APPLICANT shall be allowed a period of 13 sixty (60) calendar days to cure such default under this subsection 3(r) after COUNTY provides 14 written notice to APPLICANT pursuant to Section 5 of this Agreement that APPLICANT is in 15 default under this subsection 3(r), provided further however, and so long as APPLICANT is 16 not in concurrently in default under another subsection of Section 3 of this Agreement, if the 17 nature of the default is such that APPLICANT cannot reasonably cure the default within sixty 18 (60) calendar days, APPLICANT shall have an additional reasonable time to cure, upon 19 APPLICANT providing written notice thereof to COUNTY pursuant to Section 5 of this 20 Agreement stating the reason therefor, subject to APPLICANT commencing to cure within the 21 sixty (60) calendar day period and diligently pursuing the cure to completion and completing 22 the cure not later than one hundred twenty (120) calendar days, or such later number of days 23 as agreed in writing between the Director and APPLICANT before the expiration of such one 24 hundred twenty (120) calendar day period, from the date of such COUNTY notice to 25 APPLICANT pursuant to Section 5 of this Agreement that APPLICANT is in default under this 26 subsection 3(r); 27 (s) Except if and to the extent that APPLICANT is party to any of the Third- 28 Party Agreements (in which case APPLICANT's rights and remedies as to those of the Third- Scarlet IV Project Reclamation Agreement Page 20 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 Party Agreements are only those expressly stated therein), APPLICANT attempts to assert 2 any right or remedy under any of the Third-Party Agreements, or otherwise interferes with the 3 COUNTY's execution of COUNTY's rights and remedies under any of the Third-Party 4 Agreements. 5 4. COUNTY'S REMEDIES. 6 (a) Draws Upon Cash Security. 7 Upon the determination of COUNTY's Board of Supervisors, by an official action, that 8 an Event of Default has occurred, COUNTY's Board of Supervisors shall have the right to 9 declare that APPLICANT is in material breach of this Agreement, and COUNTY thereupon 10 shall be entitled under the Escrow Agreement to immediately draw upon the Cash Security, or 11 from time to time immediately make partial draws upon the Cash Security, which partial draws 12 shall permanently reduce the total amount of the Cash Security pursuant to Section 2 of this 13 Agreement. COUNTY will provide APPLICANT at least twenty-one (21) calendar days' 14 advance written notice pursuant to Section 5 of this Agreement of the date, time and place of 15 the public meeting at which COUNTY's Board of Supervisors will consider and determine 16 whether APPLICANT is in material breach of this Agreement. Notwithstanding anything to the 17 contrary in this Agreement, in the event that there is an Event of Default under subsection 3(f), 18 subsection 3(i), subsection 30), subsection 3(k), and/or subsection 3(q) of this Agreement, or 19 there are any circumstances beyond COUNTY's (including COUNTY's Board of Supervisors') 20 control that would frustrate COUNTY's ability to provide such notice, then (i) such notice shall 21 not be required to be provided by COUNTY to APPLICANT, (ii) such action by COUNTY's 22 Board of Supervisors shall not be required, (iii) the Director shall have the right to determine 23 that an Event of Default has occurred, (iv) the Director shall have the right to declare that 24 APPLICANT is in material breach of this Agreement, (v) COUNTY, through the Director, 25 thereupon shall be entitled to immediately draw upon the Cash Security, or from time to time 26 immediately make partial draws upon the Cash Security, which partial draws shall permanently 27 reduce the total amount of the Cash Security pursuant to Section 2 of this Agreement. 28 Scarlet IV Project Reclamation Agreement Page 21 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 Notwithstanding anything to the contrary in this Agreement, if the Director determines, 2 in his or her sole and absolute discretion, that there is a potential for a lapse of an Escrow 3 Agreement (or any replacement Escrow Agreement) without the Parties having first entered 4 into a replacement Escrow Agreement that will provide continuous deposit in escrow of the 5 Cash Security, COUNTY may, through the Director and without action of COUNTY's Board of 6 Supervisors, provide notice thereof to APPLICANT (unless there are any circumstances 7 beyond the Director's control that would frustrate the Director's ability to provide such notice, 8 then such notice shall not be required to be provided by the Director to APPLICANT), and 9 immediately draw on the Cash Security, and hold it with COUNTY's Auditor- 10 Controller/Treasurer-Tax Collector, to be deposited with a new Escrow Agent, on behalf of 11 APPLICANT, upon APPLICANT's delivery and the Parties' and the new Escrow Agent's 12 execution of a replacement Escrow Agreement. Any Cash Security held by COUNTY's 13 Auditor-Controller/Treasurer-Tax Collector need not be held in an interest-bearing account, 14 and the COUNTY's Auditor-Controller/Treasurer-Tax Collector is under no obligation to obtain 15 interest on the amount so held. Nothing in this subsection 4(a) prohibits or otherwise limits 16 COUNTY from using the Cash Security under this Agreement, and any references herein to 17 COUNTY's draw upon the Cash Security shall instead be accomplished by the Director's draw 18 upon the COUNTY's Auditor-Controller/Treasurer-Tax Collector. Nothing in this paragraph 19 relieves or otherwise limits APPLICANT's obligations under subsection 2(b) of this Agreement 20 to make annual increases to the Cash Security, and in the event that the Cash Security is 21 being held by COUNTY's Auditor-Controller/Treasurer-Tax Collector when APPLICANT shall 22 make any such annual increase, APPLICANT shall deliver such annual increase to the 23 COUNTY's Auditor-Controller/Treasurer-Tax Collector, and provide notice thereof to the 24 Director in the same manner as required by subsection 2(b) of this Agreement. 25 (b) Use of Cash Security. 26 This Agreement, including the Easements (which is provided and required under 27 Section 7 of this Agreement), does not impose any obligation, either express or implied, upon 28 COUNTY to carry out any of the Reclamation, or any portion thereof, under this Agreement. Scarlet IV Project Reclamation Agreement Page 22 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 If COUNTY draws upon the Cash Security, COUNTY, including its contractors, officers, 2 agents, employees, and representatives (collectively, "COUNTY PARTIES"), shall use the 3 proceeds thereof solely to perform the Reclamation in substantial conformity with the 4 Reclamation Plan pursuant to this Agreement; provided however, any such act by any 5 COUNTY PARTIES shall not obligate COUNTY to continue performance under, or to 6 complete, such Reclamation Plan, beyond the amount of such funds so drawn from the Cash 7 Security. Subject to the limitation of COUNTY's obligations (but not the COUNTY's rights) in 8 the foregoing sentence, COUNTY may, as COUNTY deems necessary, also use a portion of 9 such funds drawn from the Cash Security for COUNTY's reasonable administrative and 10 overhead costs in connection with the Reclamation, or any portion thereof, pursuant to the 11 Reclamation Plan, and for COUNTY's reasonable costs, if any, that any of COUNTY PARTIES 12 need to incur to obtain immediate, reasonable access to the Project and/or the Property, or 13 any portion of the Project and/or the Property (including, without limitation, COUNTY's 14 reasonable costs (including without limitation, legal fees and costs) of eliminating or obtaining 15 any modifications of any interferences with the Easements and the rights granted therein, 16 which Easements are required and provided under Section 7 of this Agreement), due to any 17 Event of Default under subsection 3(o), subsection 3(p) and/or subsection 3(q) of this 18 Agreement. COUNTY shall maintain records, for a period of one (1) year following the final 19 use of any funds drawn from the Cash Security, documenting the use of those funds, and such 20 records shall be made available to APPLICANT, within ten (10) calendar days following written 21 request thereof by APPLICANT. 22 (c) APPLICANT Shall Not Interfere. 23 APPLICANT promises, covenants, and warrants that that if COUNTY attempts to draw 24 upon, or draws upon, the Cash Security, APPLICANT (including APPLICANT's successors or 25 assigns, or anyone claiming through APPLICANT, or any other persons, firms, or entities 26 acting at the direction, or under the authority, of APPLICANT) shall not in any way whatsoever, 27 either directly or indirectly, defeat, interfere with, obstruct, or cause delay to said right of 28 COUNTY to do so, including, without limitation, demanding the Escrow Agent not to honor or Scarlet IV Project Reclamation Agreement Page 23 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 pay COUNTY on any draw upon the Cash Security, or taking any legal action against 2 COUNTY, COUNTY PARTIES, and/or the Escrow Agent, including the Escrow Funds, to stay, 3 enjoin, or prevent COUNTY from drawing upon the Cash Security, or taking any legal action 4 against COUNTY, COUNTY PARTIES, and/or the Escrow Agent, including the Escrow Funds, 5 to seek to suspend, invalidate, make unenforceable, or terminate the Escrow Agreement, 6 provided however, nothing in this subsection 4(c) precludes APPLICANT from any subsequent 7 legal action against COUNTY, after COUNTY has made a drawing upon the Escrow Funds, 8 on the ground that such drawing violated the Reclamation Agreement, provided further 9 however, COUNTY shall not be precluded from brining any cross-action against APPLICANT 10 relating to same. 11 (d) Other Remedies. 12 Notwithstanding anything to the contrary in Section 4 of this Agreement, the occurrence 13 of an Event of Default shall entitle COUNTY to all any and all remedies available under this 14 Agreement and under the law, including without limitation, specific performance and damages. 15 5. NOTICES. 16 All notices, consents, approvals, requests, correspondence, documents, reports, 17 demands and other communications (collectively, "notice") which the Parties are required or 18 desire to serve upon or deliver to one another shall be in writing and shall be sent by any of 19 the following methods: (a) personal delivery, in which case notice is effective upon delivery; 20 (b) certified or registered United States mail, return receipt requested, in which case notice 21 shall be deemed delivered upon receipt if delivery is confirmed by a return receipt; or (c) 22 nationally recognized overnight courier (e.g., Fed Ex Corporation ("FedEx"), or United Parcel 23 Service (UPS)), with charges prepaid or charged to the sender's account, in which case notice 24 is effective on delivery to the recipient Party if delivery is confirmed by the delivery service 25 addressed in the appropriate manner for the method of service, as set forth below: 26 27 28 Scarlet IV Project Reclamation Agreement Page 24 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 COUNTY: APPLICANT: 2 If sent in any manner pursuant to this Attn: Chief Legal Officer Section 5: 1501 McKinney, Suite 1300 3 Houston, Texas 77010 Director of Public Works and Planning 4 County of Fresno 2220 Tulare Street, Eighth Floor 5 Fresno, CA 93721 6 With Copies sent in the same manner, pursuant to this Section 5, to: 7 Fresno County Counsel 8 Attn: Deputy County Counsel Assigned to Land Use Matters 9 2220 Tulare Street, Fifth Floor Fresno, CA 93721 10 County Administrative Officer 11 Attn: Public Works and Planning Analyst County of Fresno 12 Hall of Records 2281 Tulare Street, Room 304 13 Fresno, CA 93721 14 For all claims arising out of or related to this Agreement, nothing in this Section 5 15 establishes, waives, or modifies any claims presentation requirements or procedures provided 16 by law, including without limitation the Government Claims Act (Division 3.6 of Title 1 of the 17 California Government Code, beginning with section 810). 18 6. ASSIGNMENT. 19 (a) Conditions to Assignment. 20 Unless there is an Event of Default, APPLICANT may, upon consent of the COUNTY 21 Board of Supervisors, transfer this Agreement, but only in its entirety, to any entity lawfully 22 doing business in the United States, or any individual permanently and lawfully residing in the 23 United States, and in either such case either subject to service of process in California or 24 having an agent for service of process in California, which simultaneously becomes the sole 25 permittee under the Approvals ("Transferee"). 26 (b) APPLICANT Obligations Upon Assignment. 27 Notwithstanding the foregoing, but still subject to the foregoing condition that there is 28 not an Event of Default, such assignment shall not be effective unless and until, not later than Scarlet IV Project Reclamation Agreement Page 25 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 thirty (30) calendar days after the assignment, APPLICANT shall (i) provide written notice of 2 the assignment to COUNTY, together with the contact information for the Transferee's duly 3 authorized representative for purposes of receiving and giving notices under Section 5 of this 4 Agreement, (ii) cause Transferee to execute an assignment and assumption agreement, in a 5 form and substance reasonably satisfactory to COUNTY, expressly assuming the obligations 6 of the APPLICANT under this Agreement, (iii) provide evidence reasonably satisfactory to 7 COUNTY that the Transferee is, or shall become, the sole permittee under the Approvals, and 8 (iv) at least forty-five (45) days before the date upon which the assignment and assumption 9 agreement is presented to the Board of Supervisors for approval and execution, provide to the 10 Department payment for the COUNTY's actual costs, including staff and attorney time, in the 11 processing of the assignment to that date in addition to five-thousand dollars and no/100 cents 12 ($5,000.00) as a deposit for COUNTY's costs following that date and until the execution of the 13 assignment and assumption agreement by COUNTY. The Department shall, within sixty (60) 14 days following the execution of the assignment and assumption agreement by COUNTY, 15 return any unused amount of the five-thousand-dollar deposit collected pursuant to subsection 16 6(c)(iv) herein to APPLICANT. COUNTY shall only advance the assignment and assumption 17 agreement to the Board of Supervisors for approval and execution upon timely payment of the 18 full amount described subsection 6(c)(iv) herein. 19 (c) Effect of Assignment. 20 Upon such satisfaction of the above conditions, APPLICANT shall be relieved from all 21 obligations under this Agreement, save and except those obligations that, by their express 22 language, survive such an assignment and transfer. In the event that APPLICANT assigns this 23 Agreement as provided in Section 6 of this Agreement, COUNTY shall continue to have all of 24 the rights under the Escrow Agreement, or any replacement Escrow Agreement, as applicable, 25 held by COUNTY, unless and until COUNTY enters into a replacement Escrow Agreement 26 among the new Escrow Agent, COUNTY, and the Transferee, upon terms and conditions 27 acceptable to COUNTY, for the Transferee pursuant to Section 6 of this Agreement. 28 Notwithstanding the foregoing provisions of this subsection 6(c), the existing Escrow Scarlet IV Project Reclamation Agreement Page 26 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 Agreement may continue in effect according to its terms and conditions, if Transferee becomes 2 the sole APPLICANT under the Escrow Agreement. 3 7. RECORDATION OF EASEMENTS. 4 To enable COUNTY PARTIES to immediate, reasonable access the Property for the 5 Reclamation purposes contemplated by this Agreement, APPLICANT shall (if APPLICANT 6 owns any portion of the Property), and shall cause each of the Property Owners, including any 7 portion thereof or any rights, title, or interests therein, to grant to COUNTY irrevocable and 8 non-exclusive reclamation easements over, under, on, and across each parcel of real property 9 constituting the Property ("Easements"), regardless of whether APPLICANT or any other party 10 is record owner of any part of the Property, including any rights, title, or interests therein. To 11 that end, APPLICANT promises, covenants, and warrants to COUNTY that, as of the Effective 12 Date, the Property is composed of properties owned only by the Property Owners. Such 13 Easements shall, in the sole and absolute discretion of COUNTY, be sufficient in its scope, 14 form, substance, and legal description to allow COUNTY PARTIES to undertake and complete 15 the Reclamation of the entire Project and all of the Property as provided in this Agreement. 16 Any reference to "Encumbrances" in the Easements shall mean, in their context, liens, 17 encumbrances, covenants, conditions, restrictions, reservations, contracts, leases, licenses, 18 easements, rights of way, rights of possession or occupancy, or any third-party interests, of 19 any kind. 20 The Parties acknowledge and agree that the Easements provide, among other things, 21 that each of the Easements is subject only to all superior matters of title on the Property, which 22 have been recorded against the Property in the official records of the Fresno County Recorder 23 prior to the Effective Time and Date (as defined in the Easements), including without limitation 24 any and all Encumbrances so recorded prior to the Effective Time and Date (as defined in the 25 Easements), provided however, that APPLICANT causes the Property Owners to represent, 26 covenant, and warrant to COUNTY therein, notwithstanding anything to the contrary in the 27 Easements, that (i) as of the Record Title Date and Time (as defined in the Easements), the 28 Property was free and clear from any and all agreements, instruments, or documents, whether Scarlet IV Project Reclamation Agreement Page 27 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 unrecorded or recorded against the Property in the official records of the Fresno County 2 Recorder, that allow, grant, confer, convey, ratify, confirm (or otherwise promise or agree to 3 any of the foregoing), or create or assert any claim to any right, title, or interest in or to the 4 Property, or any portion thereof, including without limitation any and all Encumbrances 5 (including without limitation the Transmission Easement), that unreasonably interfere or would 6 unreasonably interfere with the Easements, and the rights granted therein, (ii) each of Property 7 Owners has not, since the Record Title Date and Time (as defined in the Easements), allowed, 8 granted, conferred, conveyed, ratified, confirmed (or otherwise promised or agreed to any of 9 the foregoing), will not allow, grant, confer, convey, ratify, confirm (or otherwise promise or 10 agree to any of the foregoing), and will prohibit any person or entity from creating or asserting 11 any claim to, any right, title, or interest in or to, the Property, or any portion thereof, including 12 without limitation any and all Encumbrances, that unreasonably interfere or would 13 unreasonably interfere with the Easements, and the rights granted therein, and (iii) in the event 14 of such unreasonable interference, Property Owners shall, at their own cost, promptly, to the 15 extent reasonably necessary, eliminate or modify such unreasonable interference to the 16 reasonable satisfaction of COUNTY, so that such interference is only a reasonable 17 interference with the Easements, and the rights granted therein; provided however, COUNTY 18 acknowledges that Property Owners may not disallow or prohibit a governmental authority 19 from exercising its sovereign right of eminent domain, and therefore, no representation, 20 covenant, or warranty is given in the Easements as to the disallowance or prohibition of such 21 governmental authority's exercise of such right. 22 Within two (2) business days following the Parties' execution of this Agreement, 23 COUNTY shall provide APPLICANT with execution-ready forms of the Easement in the scope, 24 form, substance, and legal description required of the Easement, under this Section 7, and 25 following receipt thereof, APPLICANT shall promptly, but not later than five (5) business days 26 from delivery of the execution-ready form of the Easement, deliver to COUNTY such 27 Easement, executed by Property Owner, in recordable form, and upon COUNTY's receipt 28 thereof, COUNTY is authorized to immediately record, and shall promptly record, the Scarlet IV Project Reclamation Agreement Page 28 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 Easement against the Property in the official records of the Fresno County Recorder, and the 2 latest date of such recordation of such Easement shall be deemed to be the completion of the 3 recordation of the Easement (the last of which to occur is the "Recordation of the 4 Easements"). COUNTY shall promptly provide APPLICANT a copy of the receipt of such 5 Recordation of the Easements. 6 APPLICANT represents, covenants, and warrants to COUNTY that, as of the Effective 7 Date, (a) all of the representations, covenants, and warranties to COUNTY under the RE 8 Scarlet LLC Easement, the Westlands/Clearway Easement, and RE Scarlet LLC Phase II 9 Easement, true and correct recorded copies of which are attached hereto as Exhibit C and 10 are incorporated herein by this reference, continue to be true as to every parcel within the 11 scope of the Project, (b) there is no occurrence of any Event of Default under this Agreement, 12 and (c) there is no occurrence of, and APPLICANT does not expect the occurrence of any, 13 Event of Project Cessation (as defined in Section 1(a) of this Agreement) with respect to the 14 Project. In light of the foregoing representations, covenants, and warranties of APPLICANT, 15 the Parties agree (a) that the previously recorded RE Scarlet LLC Easement, the 16 Westlands/Clearway Easement, and the RE Scarlet LLC Phase II Easement satisfy the 17 requirements for the Easements under this Section 7 and (b) that the Recordation of the 18 Easements has already occurred as of the recordation of the RE Scarlet Phase II Easement, 19 provided that APPLICANT represents, covenants, and warrants that APPLICANT will abide by 20 every term and condition of this Section 7. 21 8. SATISFACTION OF RECLAMATION PLAN. 22 Upon APPLICANT's determination, in its sole discretion, that it has satisfied each of the 23 provisions of the Reclamation Plan, APPLICANT shall submit written notification to the 24 COUNTY of such determination, which notice shall be prominently entitled "Satisfaction Notice 25 under Reclamation Agreement" ("Satisfaction Notice"). 26 The Director shall have sixty (60) calendar days to determine, in his or her sole 27 discretion, whether APPLICANT has failed to satisfy any of the provisions of the Reclamation 28 Plan. The Director shall provide written notice to APPLICANT pursuant to Section 5 of this Scarlet IV Project Reclamation Agreement Page 29 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 Agreement of the determination that COUNTY either accepts the Satisfaction Notice, in which 2 case COUNTY's notice shall be prominently entitled either "Notice of Acceptance under the 3 Reclamation Agreement" ("Notice of Acceptance of Satisfaction"), or that COUNTY is 4 dissatisfied with the Satisfaction Notice, in which case COUNTY's notice shall identify what 5 provisions of the Reclamation Plan remain unsatisfied, and may, in COUNTY's discretion be 6 accompanied by supporting written information, if any, for the reasons for the notice, and such 7 notice shall be prominently entitled "Notice of Dissatisfaction Under Reclamation Agreement" 8 ("Notice of Dissatisfaction"), as applicable. 9 Within sixty (60) calendar days of receipt of a Notice of Dissatisfaction, APPLICANT 10 shall satisfy those provisions of the Reclamation Plan identified in the Notice of Dissatisfaction, 11 except in those instances where such compliance shall take longer than sixty (60) calendar 12 days, APPLICANT shall have such time as is reasonably necessary as long as APPLICANT 13 has begun such compliance and diligently continues to pursue such compliance to completion, 14 provided however that all such compliance actions shall be finalized within one hundred and 15 eighty (180) calendar days of APPLICANT's receipt of the first Notice of Dissatisfaction. 16 APPLICANT shall provide COUNTY written notice pursuant to Section 5 of this Agreement 17 upon completion of the actions set forth in the Notice of Dissatisfaction. APPLICANT's 18 completion of the actions set forth in the Notice of Satisfaction shall, upon COUNTY's 19 determination, in its sole discretion, within forty (45) calendar days thereof, and notice thereof, 20 which shall be given to APPLICANT pursuant to Section 5 of this Agreement within fifteen (15) 21 calendar days following such determination, be deemed APPLICANT's satisfaction of its 22 obligations under the Reclamation Plan and this Agreement. 23 Within ten (10) calendar days following such notice satisfaction being given by 24 COUNTY to APPLICANT, the Director shall terminate the Escrow Agreement as provided 25 therein and instruct the Escrow Agent to return the then-current amount of the Cash Security 26 to the APPLICANT. Upon the return of the then-current amount of the Cash Security to the 27 APPLICANT as provided by this Section 8, this Agreement shall terminate, and the rights and 28 obligations herein shall be of no further force or effect. Scarlet IV Project Reclamation Agreement Page 30 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 9. GOVERNING LAW; VENUE. 2 This Agreement is made and entered into in the State of California and shall be deemed 3 to have been executed and delivered within the State of California, and the rights and 4 obligations of the parties hereunder shall be governed by, and construed, and enforced in 5 accordance with the laws of the State of California. Any suits brought pursuant to this 6 Agreement shall be filed and heard in courts having jurisdiction and located in the Fresno 7 County, State of California. 8 10. CONSTRUCTION OF AGREEMENT. 9 The Parties hereby acknowledge that they and their respective counsel have 10 cooperated in the drafting and preparation of this Agreement, for which reason this Agreement 11 shall not be construed against any Party as the drafter hereof. 12 11. SEVERABILITY. 13 If any provision of this Agreement is determined to be illegal, invalid, void, or 14 unenforceable in a final judgment by a court of competent jurisdiction, each and every other 15 provision hereof shall remain in full force and effect. 16 12. HEADINGS. 17 The headings contained in this Agreement are for reference purposes only and shall 18 not affect in any way the meaning or interpretation of this Agreement. 19 13. THIRD-PARTY BENEFICIARIES. 20 Notwithstanding anything else to the contrary herein, the Parties acknowledge and 21 agree that no other person (including any individual, firm, corporation, or entity [including 22 without limitation any "APPLICANT" under the Third-Party Agreements]) shall be deemed an 23 intended third-party beneficiary of this Agreement. 24 14. INDEPENDENT CAPACITY. 25 The Parties agree that APPLICANT, its agents, officers, and employees act in an 26 independent capacity from COUNTY, and not as agents of COUNTY. 27 28 Scarlet IV Project Reclamation Agreement Page 31 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 15. LEGAL AUTHORITY. 2 Each Party represents and warrants to the other Party that such Party is duly authorized 3 and empowered to execute, enter into, and perform its obligations set forth in this Agreement, 4 and that the person (including an individual) or entity signing this Agreement on behalf of such 5 Party has been duly authorized to execute this Agreement on behalf of such Party, and will, 6 by signing this Agreement on such Party's behalf, legally bind such Party to the terms, 7 covenants, and conditions of this Agreement. Each Party further represents and warrants to 8 the other Party that no other person (including an individual) or entity is required to give its 9 approval or consent to this Agreement in order for such Party to authorize, enter into, and 10 perform its obligations under this Agreement, or that if such approval or consent to this 11 Agreement is required, that such approval or consent has been obtained. 12 16. APPLICANT'S AGENT FOR SERVICE OF PROCESS. 13 APPLICANT represents to COUNTY that APPLICANT's agent for service of process in 14 California, and that such agent's address for receiving such service of process in California, 15 which information APPLICANT shall maintain with the office of the California Secretary of 16 State, is as follows: 17 CSC - Lawyers Incorporating Service 2710 Gateway Oaks Drive, 18 Sacramento, CA 95833 19 APPLICANT further represents to COUNTY that if APPLICANT changes its agent for 20 service of process in California, or APPLICANT's agent for service of process in California 21 changes its address for receiving such service of process in California, which changed 22 information APPLICANT shall maintain with the office of the California Secretary of State, 23 APPLICANT shall give COUNTY written notice thereof within five (5) calendar days thereof 24 pursuant to Section 5 of this Agreement. 25 17. COUNTERPARTS. 26 This Agreement may be executed in one or more original counterparts, all of which 27 together shall constitute one and the same agreement. 28 Scarlet IV Project Reclamation Agreement Page 32 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 18. AMENDMENT. 2 Any provision of this Agreement may be amended from time to time, but only upon the 3 written consent of the Parties. 4 19. ENTIRE AGREEMENT. 5 This Agreement constitutes the entire agreement between APPLICANT and COUNTY 6 with respect to the subject matter hereof and the Project and supersedes all previous 7 agreements, negotiations, proposals, commitments, writings, advertisements, publications, 8 and understanding of any nature whatsoever unless expressly included in this Agreement. 9 This Agreement amends and restates, and supersedes the Scarlet I & II Agreement to the 10 extent that the Scarlet I & I I Agreement addresses the Project, namely the shared transmission 11 facilities approved under CUP No. 3792. 12 In the event of any inconsistency in interpreting the documents which constitute this 13 Agreement, the inconsistency shall be resolved by giving precedence in the following order of 14 priority: 15 (1) First, the Recorded Easements (Exhibit C), 16 (2) Second, the text of this Agreement (excluding Exhibit A, Exhibit B, Exhibit B-1 , and 17 Exhibit C), 18 (3) Third, the Legal Descriptions of the Property (Exhibit B-1), 19 (4) Fourth, the Third Addendum to the Reclamation Plan (Exhibit A), 20 (5) Fifth, the balance of the Reclamation Plan, including the first and third addenda 21 (Exhibit A), and 22 (6) Sixth, the Map of Property (Exhibit B). 23 20. ELECTRONIC SIGNATURES. 24 The Parties agree that this Agreement may be executed by electronic signature as 25 provided in this Section 20. 26 (a) An "electronic signature" means any symbol or process intended by an individual 27 signing this Agreement to represent their signature, including without limitation (1) a digital 28 Scarlet IV Project Reclamation Agreement Page 33 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 signature; (2) a faxed version of an original handwritten signature; or (3) an electronically 2 scanned and transmitted (for example by PDF document) of a handwritten signature. 3 (b) Each electronic signature affixed or attached to this Agreement (1) is deemed 4 equivalent to a valid original handwritten signature of the person signing this Agreement for all 5 purposes, including without limitation evidentiary proof in any administrative or judicial 6 proceeding, and (2) has the same force and effect as the valid original handwritten signature 7 of that person. 8 (c) The provisions of this section satisfy the requirements of California Civil Code 9 section 1633.5, subdivision (b), in the Uniform Electronic Transaction Act (California Civil 10 Code, Division 3, Part 2, Title 2.5, beginning with section 1633.1). 11 (d) Each party using a digital signature represents that it has undertaken and 12 satisfied the requirements of California Government Code section 16.5, subdivision (a), 13 paragraphs (1) through (5), and agrees that each other party may rely upon that 14 representation. 15 (e) This Agreement is not conditioned upon the parties conducting the transactions 16 under it by electronic means and either party may sign this Agreement with an original 17 handwritten signature. 18 (Signature page follows.) 19 20 21 22 23 24 25 26 27 28 Scarlet IV Project Reclamation Agreement Page 34 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 IN WITNESS WHEREOF, APPLICANT and COUNTY hereby execute this Agreement 2 as of the date first written above. 3 APPLICANT: COUNTY: 4 RE Scarlet LLC, COUNTY OF FRESNO, 5 a Delaware limited liability company a political subdivision of the State of California 6 I Docu3 ned by: � 25999993184947E... _ 7 By: Sandhya Ganapathy By: Ernest"Buddy" Wndes, Chairman of the Chief Executive Officer and Executive Board of Supervisors of the County of 8 Vice President Fresno 9 May 19, 2025 Date: Date: 10 Signed by: 11 r q.4 ATTEST: BERNICE E. SEIDEL, Clerk of the Board of 12 By: Gabriel Yamal Supervisors, County of Fresno, State of Executive Vice President, Western and California 13 Central Regions, Mexico and Energy Storage 14 By: 15 Deputy May 19, 2025 16 Date: 17 18 19 20 21 22 23 24 25 26 DS 27 28 Scarlet IV Project Reclamation Agreement Page 35 of 35 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 EXHIBIT A 2 Reclamation Plan 3 [See Attached] 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Scarlet IV Project Reclamation Agreement A-1 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Reviewed and Accepted 10/28/21 Fresno County Public Works and Planning c� David Randall,Senior Planner Scarlet Solar Energy Project Reclamation Plan Prepared for Fresno County Department of Public Works and Planning Development Services Division 2220 Tulare Street, 6th Floor Fresno, CA 93721 Prepared by HELIX Environmental Planning, Inc. 1 1 Natoma Street, Suite 155 Folsom, CA 95630 October 2021 1 03062.00001 .001 A-2 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B This page intentionally left blank A-3 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B TABLE OF CONTENTS Section Page 1.0 INTRODUCTION................................................................................................................................ 1 1.1 Purpose of the Plan............................................................................................................. 1 1.2 Fresno County Solar Facility Guidelines.............................................................................. 1 1.3 Project Location and Overview........................................................................................... 1 2.0 RECLAMATION PLAN CONTENT....................................................................................................... 3 3.0 BASELINE CONDITIONS.................................................................................................................... 5 3.1 Soil Conditions .................................................................................................................... 5 3.2 Historical Agricultural Use .................................................................................................. 5 4.0 PROJECT FACILITY AND EQUIPMENT............................................................................................... 6 4.1 Foundations........................................................................................................................ 6 4.2 Solar PV Arrays and Racking ............................................................................................... 6 4.3 Energy Storage System ....................................................................................................... 6 4.4 Electrical Collection, Inverters, and Transformers.............................................................. 7 4.5 Substation and Gen-Tie Transmission Lines....................................................................... 7 4.6 Support Facilities................................................................................................................. 7 4.7 Fencing............................................................................................................................... .8 4.8 Driveways............................................................................................................................ 8 5.0 DECOMMISSIONING AND RESTORATION PROCESS......................................................................... 8 5.1 Decommissioning Procedures and Timing.......................................................................... 8 5.2 Site Preparation Activities................................................................................................... 9 5.3 Removal of Facilities........................................................................................................... 9 5.4 Debris Management, Disposal, and Recycling.................................................................. 10 5.5 Hazardous Waste.............................................................................................................. 10 5.6 Site Restoration ................................................................................................................ 11 6.0 DECOMMISSIONING COSTS AND FINANCIAL ASSURANCES .......................................................... 11 6.1 Estimated cost and Salvage Values................................................................................... 11 6.2 Financial Guarantees for Decommissioning..................................................................... 11 7.0 REFERENCES...................................................................................................................................13 LIST OF APPENDICES A Figures (Phase II Site Layout is Pending) B Engineer Estimate Report (Phase I Only—Battery Energy Storage System and Phase II are Pending) i A-4 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B TABLE OF CONTENTS (cont.) LIST OF TABLES No. Title Page 1 Project Site Soils Land Capability Classification and Storie Index Scores ........................................5 H A-5 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B ACRONYMS AND ABBREVIATIONS AC alternating current CDA Community Development Agency County County of Fresno CUP Conditional Use Permit DC direct current dS/m decisiemens per meter EC electrical conductivity ESP exchangeable sodium percentage gen-tie generation intertie MMRP Mitigation, Monitoring and Reporting Program NAS Lemoore Naval Air Station Lemoore O&M Operations and Maintenance PG&E Pacific Gas& Electric Company Plan Scarlet Solar Energy Project Reclamation Plan PV photovoltaic SCADA supervisory control and data acquisition iii A-6 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B This page intentionally left blank iv A-7 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Reclamation Plan for the Scarlet Solar Energy Project I October 2021 1 .0 INTRODUCTION 1 .1 PURPOSE OF THE PLAN The Scarlet Solar Energy Project Reclamation Plan (Plan) outlines a framework for decommissioning and post-operational restoration of the Scarlet Solar Energy Project (project).This Plan is submitted to fulfill the requirements of the Fresno County Solar Facility Guidelines (Fresno County 2017) and mitigation measures related to post-operational site reclamation. The purpose of this Plan is to outline a framework for the removal of the installed power generation equipment and to return the project site to a condition as close to a pre-construction state as possible. The project energy generation equipment is expected to have a life of up to 35 years.At the end of the useful life of the project, the project owner or operator will prepare the project site such that it may be re-used or sold, or will provide the County of Fresno (County) with the financial assurances to conduct such work in the event that the owner or operator is incapable of performing such work.The procedures outlined in this Plan will ensure that the project owner, operator, and contractors protect public health and safety, provide environmental protection, and comply with applicable regulations.Additionally, should the facility not be reused this Plan describes methods to decommission the facility and restore the site to pre-development conditions. Should the site be recommissioned rather than decommissioned, it will be done so in accordance with County permitting requirements. 1 .2 FRESNO COUNTY SOLAR FACILITY GUIDELINES The Fresno County Solar Facility Guidelines (Fresno County 2017) requires that as part of the application review process,the applicant will provide a Reclamation Plan detailing the lease life,timeline for removal of the improvements and specific measures to return the site to the agricultural capability prior to installation of solar improvements.The Guidelines also include detailed guidance for the minimum content of Reclamation Plans (addressed in Section 2 of this Plan). 1 .3 PROJECT LOCATION AND OVERVIEW The project site is an approximately 4,089-acre site located in unincorporated Fresno County, approximately 3.5 miles west-southwest of the community of Tranquillity and approximately 6.5 miles east of Interstate 5 (1-5). The existing Pacific Gas and Electric Company's (PG&E)Tranquillity Solar Generating Facility is approximately 0.75 mile west of the project site.The project site would encompass up to 33 parcels'generally located south of West South Avenue, north of West Dinuba Avenue, east of South Ohio Avenue and State Route (SR) 33 (South Derrick Avenue), and west of South San Mateo Avenue.All of the parcels, except for four(Assessor Parcel Numbers [APN] 028-11-113, 028-10-081, The project would be constructed on any or all of parcels with the following APNs:028-07-134,028-07-139,028-07-140,028-07-141,028- 07-143,028-07-144,028-07-145,028-07-147,028-07-148,028-07-149,028-08-166,028-11-101,028-11-102,028-11-104,028-11-106,028- 11-107,028-11-109,028-11-110,028-11-112,028-11-113,028-11-114,028-11-115,028-11-116,028-11-117,028-11-119,028-11-120,028- 12-061,028-12-062,028-10-074,028-10-072,028-10-082,028-10-081,and 028-101-755. HELIX Brw onrnental Planning- A-8 1 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Reclamation Plan for the Scarlet Solar Energy Project I October 2021 028-10-082, and 028-101-75S), are currently owned by Westlands Water District.z Refer to Figure 1 in Appendix A for the project site in the region, and Figure 2 for an aerial image of the project site. The project is proposed to construct, operate, maintain, and decommission a 400-megawatt (MW) solar photovoltaic (PV) electricity generating facility, energy storage system, and associated infrastructure. The project would provide solar power to utility customers by interconnecting to the regional electricity grid at PG&E Tranquillity Switching Station. The proposed facility is intended to operate year-round. The project would operate year-round to generate solar electricity during daylight hours and would store and dispatch power to the energy storage system during both daylight and non-daylight hours. The project is anticipated to be constructed in continuous phases, with the first phase beginning in late- 2021.The exact timing of the last phase is dependent on opportunities in the solar market, but it is currently anticipated to be online as early as late 2023. Refer to Figure 2 for the phases shown. Components of the project would include the following, which are further described below: • Groups of solar arrays(arrays include PV modules and steel support structures, electrical inverters,transformers, cabling, and other infrastructure); • One electrical substation; • A switchyard, including one high-voltage 230 kV utility switchyard,telecommunications infrastructure, and two 65-foot high dead-end structures; • Approximately 3.5 miles of 230 kV generation intertie (gen-tie)transmission line (from the substation and the project 230 kV switchyard)to connect to the existing PG&E Tranquillity Switching Station; • Improvements to PG&E electrical infrastructure, including a minor expansion of PG&E's Tranquillity Switching Station and approximately 1,900 feet of PG&E 230 kV transmission line to connect the 230 kV gen-tie line to the Tranquillity Switching Station; • A 400 MW energy storage system, consisting of battery or flywheel enclosures and electrical cabling; and • Other necessary infrastructure, including one permanent operations and maintenance (O&M) building, a septic system and leach field, a supervisory control and data acquisition (SCADA) system, a meteorological data system, buried conduit for electrical wires, overhead collector lines, on-site access roads, a shared busbar,3 lighting, and wildlife-friendly security fencing. z The Westlands Water District acquired these properties as part of the following settlements:(1)the September 3,2002 settlement agreement reached among the United States,Westlands Water District,and others in the Sumner Peck Ranch etal.v.Bureau of Reclamation et al.lawsuit;(2)the Britz settlement(a separate action executed on September 3,2002);and(3)the 2002 settlement agreement reached in the Sagouspe et al.v.Westlands Water District et al.lawsuit. 3 A busbar is a system of electrical conductors in a generating or receiving station on which power is concentrated for distribution to several electrical circuits. HELIX Enwronrnental Planning- A-9 2 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Reclamation Plan for the Scarlet Solar Energy Project I October 2021 This project is anticipated to remain in operation for up to 35 years from completion of construction. Figure 3 in Appendix A shows the location of the components of the proposed project and associated facilities for Phase I. The Phase II layout is pending. 2.0 RECLAMATION PLAN CONTENT The County Solar Facility Guidelines include guidelines for preparing a Reclamation Plan (Fresno County 2020). Each of the requirements is addressed individually below. 1. Description of present use of the site; The existing land use of the project site is primarily dry-farmed agriculture. For the past 10 years,the project site intermittently has been in low-yield agricultural production (tilled, seeded, and harvested for winter wheat); intermittently irrigated (drip or sprinkler) and harvested for alfalfa seed or other crops; or disked twice a year and left fallow. Some of the parcels in the project footprint are part of Westlands Water District settlements that require a non-irrigation covenant upon transfer of ownership (refer to Figure 4 in Appendix A). 2. Describe the proposed alternative use of the land (all equipment to be installed above and underground, structures,fencing, etc.); Section 1.3 includes a description of the proposed project facilities.The PV modules will be installed on steel posts supported by piles. Inverters,transformers, substations, electrical storage system containers, and the 0&M building will be installed on concrete pads.The collection system will be installed overhead and/or underground.Additional facilities include the 230 kV utility switchyard, telecommunications infrastructure, two 65-foot high dead-end structures, SCADA system, meteorological data system, septic system with leach field, and wildlife-friendly security fencing. 3. Duration of the alternative use of the property (specify termination date); The proposed facility is expected to be in commercial operation for approximately 35 years from the commencement of operations. Extension of use would be in accordance with County permitting requirements. 4. Address ownership of the property(lease or sale); The majority of the project site is presently owned by Westlands Water District, with the exception of four parcels (APN 028-11-113, 028-10-081, 028-10-082, and 028-101-75S). Westlands Water District has executed an option agreement for purchase and sale with RE Scarlet LLC, a wholly owned subsidiary of EDP Renewables North America LLC. Consequently, RE Scarlet LLC would become the owner of the real property at commencement of construction of the project. Approximately 76 acres of federally owned land are surrounded by the project site but are not proposed to be included in the project. HELIX Enwronrnental Plannigj A-10 3 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Reclamation Plan for the Scarlet Solar Energy Project I October 2021 5. Describe how the subject property will be reclaimed to its previous agricultural condition (if applicable), specifically: a. Timeline for completion of reclamation after solar facility lease has terminated (identify phasing if needed); b. Handling of any hazardous chemicals/materials to be removed; c. Removal of all equipment, structures, buildings, and improvements at and above grade; d. Removal of any below-grade foundations; e. Removal of any below-grade infrastructure (cables/lines, etc.) that are no longer deemed necessary by the local public utility company; f. Detail any grading necessary to return the site to original grade; g. Type of crops to be planted; and h. Irrigation system details to be used (existing wells, pumps, etc. should remain throughout the solar facility use); Procedures to remove the facility and restore the project back to pre-project conditions are included in Section 3 of this Plan. It should be noted that although the property has been historically used for agricultural production, a number of the parcels no longer have rights to water delivery from the Westlands Water District, the present property owner. In consideration of these restrictions,this Plan contemplates decommissioning the project, stabilizing the site, but does not propose additional actions to restore agricultural capacity to the property beyond its present condition on those parcels. 6. A Site Plan shall be submitted along with the text of the Reclamation Plan showing the location of equipment, structures, above and underground utilities, fencing, buffer area, reclamation phasing, etc.; A Site Plan is included in Appendix A. 7. An engineering cost estimate of reclaiming the site to its previous agricultural condition shall be submitted for review and approval; Per the Solar Facility Guidelines for a Final Reclamation Plan, the engineer cost estimate to implement the Reclamation Plan will be provided following project approval and will be included in this Plan as Appendix B. 8. Financial assurances equal to the cost of reclaiming the land to its previous agricultural condition shall be submitted to ensure the reclamation is performed according to the approved plan. Financial assurances will be made to the County of Fresno in the form of cash and maintained through an escrow arrangement or other form of security acceptable at the discretion of the Board of Supervisors Financial assurances will be provided based on the engineer cost estimate noted under item 7, above. 9. Evidence that all owners of record have been notified of the proposed Reclamation Plan. HELIX Enwronrnental Planning- A-11 4 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Reclamation Plan for the Scarlet Solar Energy Project I October 2021 As discussed under item 4, above, RE Scarlet LLC, a wholly-owned subsidiary of EDP Renewables North America LLC, will be purchasing the real property from the current property owner(Westlands Water District) prior to the start of construction. Given that the current property owner will no longer have an ownership interest in the real property once construction commences,there will be no need to notify Westlands Water District of the Plan. 3.0 BASELINE CONDITIONS 3.1 SOIL CONDITIONS Table 1 describes the project's soil classifications according to various systems used in California. Refer to Figure 5 in Appendix A for the distribution of soils on the project site.The majority of the site consists of the Tranquillity clay and Ciervo clay as only 390 square feet of Calfax clay soil exists on-site. Table 1 PROJECT SITE SOILS LAND CAPABILITY CLASSIFICATION AND STORIE INDEX SCORES Map Proportion LCC LCC Rating Storie Index Symbol Mapping Unit Acres project Site Rating Value Rating Class 286 Tranquility clay(Irrigated) 1,783 .43 Illw 60 Grade 4- Poor Tranquility clay 286 930 .23 Vllw 10 Grade 4-Poor (Nonirrigated) 461 Ciervo clay(Irrigated) 850 .21 Ills 60 Grade 4- Poor 461 Ciervo clay(Nonirrigated) 526 .13 Vlls 10 Grade 4- Poor 482 Calfax clay(Irrigated) 0 0 Ills 60 Grade 2-Good 482 Calfax clay(Nonirrigated) 0.01 0 Vlls 10 Grade 2- Poor TOTAL 4,089 1.00 -- -- -- Source: NRCS 2019 Notes:LCC—Land Capability Classification. Land Capability Classification (LCC) demonstrates the suitability of soils for growing field crops. Based on LCC,the site's LCC non-irrigated soil rating is Class 7 and its irrigated soil rating is Class 3. Class 3 soils have severe limitations that reduce the choice of plants or require special conservation practices, or both. Class 7 soils have very severe limitations that make them unsuitable for cultivation and that restrict their use mainly to grazing,forestland, or wildlife habitat. The Storie Index Rating provides a numeric rating(based on a 100-point scale) of the relative degree of suitability or value of a given soil for intensive agriculture use. This rating is based upon soil characteristics only. 3.2 HISTORICAL AGRICULTURAL USE The project site is primarily dry-farmed agriculture that has been intermittently irrigated. For the past 10 years,the project site has been in low-yield agricultural production (tilled, seeded, and harvested for winter wheat); intermittently irrigated (drip or sprinkler) and harvested for alfalfa seed or other crops; or disced twice a year and left fallow.The site is subject to high levels of selenium and a water table that does not provide for sufficient drainage for most commercially irrigated crops. Furthermore, some of HELIX Bmronrnental Planning- A-12 5 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Reclamation Plan for the Scarlet Solar Energy Project I October 2021 the parcels in the project footprint are part of Westlands Water District settlements that require a non- irrigation covenant upon transfer of ownership (refer to Figure 4 in Appendix A). For the portion of the project site that is cultivated without the benefit of irrigation, the productivity of these crops depends entirely on rainfall. When the unirrigated crops fail to mature to harvest, the land is grazed as rangeland grasses. 4.0 PROJECT FACILITY AND EQUIPMENT The project would be comprised of solar panels, inverters, access roads, an O&M building, septic system and leach field, and electrical equipment including substations, battery storage enclosures, and wiring. The site would be secured by an up to 8-foot-high chain link perimeter fence, topped with three-strand barbed wire,through which multiple points of ingress/egress would be accessed by locked gates. 4.1 FOUNDATIONS Concrete foundations (equipment pads) will be required for energy storage containers, substation dead- end structures, project inverters,transformers, and switchgear.The O&M building will be constructed on a concrete foundation. Foundations will vary in depth based on micro-siting of these elements, but will range from approximately 6 inches to 36 inches. PV arrays will be supported by steel piles that are driven directly into the substrate and will not require concrete foundations. 4.2 SOLAR PV ARRAYS AND RACKING The PV modules will be manufactured at an off-site location and then transported to the Project site. The PV modules will be mounted on a galvanized metal racking system (that would include a metal single-axis utility-scale tracker or a fixed-tilt racking system) and would be connected to inverter- transformer stations.The modules will be made of a semiconductor material covered by a tempered glass pane or otherwise sealed for long-term outdoor durability. PV modules would be dark colored, highly absorptive, and minimally reflective.As previously mentioned,the structures supporting the PV modules consist of steel piles, driven into the substrate. 4.3 ENERGY STORAGE SYSTEM The project could include, at the applicant's option, a battery or flywheel storage system capable of storing up to 400 MW of electricity and conducting energy to the regional electricity grid. If provided, the storage system would consist of battery or flywheel banks housed in electrical enclosures and buried electrical conduit.The project could use one of a number of commercially available energy storage technologies, including but not limited to Lithium-ion (Li-ion), flow batteries, sodium sulfur or mechanical fly wheels.The energy storage system will either be dispersed throughout the project site, connected to the PV array via direct current ("DC-coupled"); or concentrated in one location on the site, connected to the PV array via alternating current ("AC-coupled"). HELIX Enwronrnental Planning- A-13 6 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Reclamation Plan for the Scarlet Solar Energy Project I October 2021 4.4 ELECTRICAL COLLECTION, INVERTERS, AND TRANSFORMERS Panels would be electrically connected into panel strings using wiring attached to the panel racking system. Panel strings would be electrically connected to one other via overhead and/or underground wiring installed from the panel strings to combiner boxes located throughout the PV arrays. Wire depths would be in accordance with local, state, and federal codes, and would likely be buried at a minimum of 18 inches below grade by excavating a trench wide enough to accommodate the cables.To accommodate the cables, a polyvinyl chloride (PVC) conduit may be installed in the trench, or, alternatively, cable rated for direct burial would be installed. Where used, overhead cables would be installed on wood poles up to 50 feet in height. Each 2 MW block of the project would include an inverter-transformer station. Each inverter- transformer station would be construction on a concrete pad or steel skid measuring approximately 40 feet by 25 feet; however,the final size would depend on available technology and market conditions. Each inverter and transformer station would contain a DC combiner(which would collect DC electrical power from the PV modules), up to four inverters, a transformer, an auxiliary power transformer, and a switchboard approximately eight to 11 feet high. If required based on site meteorological conditions, an inverter shade structure would be installed at each pad. The shade structure would consist of wood or metal supports and a durable outdoor material shade structure (metal,vinyl, or similar).The shade structure would extend up to 10 feet above the top of the inverter pad. 4.5 SUBSTATION AND GEN-TIE TRANSMISSION LINES The project would include one substation.The substation would occupy an approximately 27,000-square-foot (150 feet by 180 feet) area enclosed by an approximately 8-foot-high chain link fence topped with one foot of barbed wire. Structural components in the substation area would include transformers,footings, control buildings, metering stand, capacitor bank, circuit breaker and air disconnect switches,fiber optic telecommunications infrastructure, lighting mast, dead-end structure, and equipment storage containers.The substation area would be graded and compacted, and the equipment placed on concrete pads. Because the substation transformers would contain oil as an insulating fluid, the substation would be designed to accommodate an accidental spill of transformer fluid using containment-style mounting. Each of the dead-end structures would require foundations excavated to a depth of 20 feet or more. The gen-tie structures would include tubular steel poles and H-frame structures with foundations excavated to a depth of 20 feet or more.The overhead gen-tie line would be up to approximately 3.5 miles long and consist of up to 30 structures. The structures could be up to 150 feet tall, although most would likely be no more than 110 feet. 4.6 SUPPORT FACILITIES Support facilities include the 700-square-foot 0&M building, SCADA system, and the meteorological data collection system.The 0&M building will be located on a concrete foundation and would include plumbing, a septic system and leach field. HELIX Enwronrnental Planning- A-14 7 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Reclamation Plan for the Scarlet Solar Energy Project I October 2021 The SCADA system will include buried fiber optic cables, and the SCADA system cabinet would be located in the control buildings in the substation facility.Telecommunication systems associated with the SCADA system will interconnect at PG&E's Tranquillity Switching Station. 4.7 FENCING A dual purpose security and wildlife fence will be constructed around the project and will enclose all operational areas throughout the lifetime of the project through decommissioning. The fence design will reach up to 8 feet high and would consist of approximately 6-foot-high chain-link galvanized metal fence topped by three strands of barbed wire approximately one foot high. 4.8 DRIVEWAYS The perimeter road and main access roads would be approximately 20 to 30 feet wide and constructed to be consistent with facility maintenance requirements and Fresno County Fire Department standards. These roads would be surfaced with gravel, compacted dirt, or another commercially available surface. Internal roads would have permeable surfaces and be approximately 12 to 20 feet in width or as otherwise required by Fresno County Fire Department standards.They would be treated to create a durable, dustless surface for use during construction and operation.This would likely involve surfacing with gravel, compacted native soil, or a dust palliative. 5.0 DECOMMISSIONING AND RESTORATION PROCESS Decommissioning of the project is assumed to begin approximately 35 years after operation of the project is initiated. Project decommissioning may incorporate sale and/or recycling of some components; however,this Reclamation Plan assumes that all equipment and facilities within and associated with the facility will be removed. 5.1 DECOMMISSIONING PROCEDURES AND TIMING All decommissioning, reclamation, and restoration activities will adhere to the requirements of appropriate governing authorities, and will be in accordance with all applicable federal, provincial, and local permits.The reclamation and restoration process comprises removal of above ground structures; removal of below ground foundations and infrastructure; and restoration of topsoil, re-vegetation, and seeding. Appropriate temporary(construction-related) erosion and sedimentation control best management practices (BMP) will be used during the reclamation phase of the project. The BMPs will be inspected on a regular basis to ensure their function. Reclamation of the project will occur within 24 months of either: (i) the expiration of the project's CUP or(ii)the abandonment of the project without the project owner making efforts to cure a disruption of electricity production, whichever occurs first. HELIX Enwronrnental Plannigj A-15 8 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Reclamation Plan for the Scarlet Solar Energy Project I October 2021 5.2 SITE PREPARATION ACTIVITIES The project site will be prepared prior to commencement of decommissioning and salvage activities (including removal of facilities, Section 5.3, and site restoration, Section 5.6).These preparatory measures will include electrical inspections as well as inspections of any water tanks on site, access routes, drainage crossings, security fences, and gates to ensure all such components are safe and functional. Following these inspections, preparatory measures may be required including, but not limited to, electrical improvements, road improvements, as-needed vegetation clearing, fencing and gate repair, and removal and disposal of materials generated from the above-listed activities. Creation of temporary work area(s)to provide sufficient area for the lay-down of the disassembled project components and loading onto trucks will be required. 5.3 REMOVAL OF FACILITIES This section describes the materials and other equipment that will require removal or salvage during the decommissioning process. Prior to, during, and after removal, project equipment and component will be inspected to ensure all components are safe and functional. The equipment will generally be removed in reverse order of the installation, as follows: 1. Solar Array and Rack Disassembly a. The solar facility will be disconnected from the utility power grid. b. PV modules will be disconnected, collected, and either shipped to another project, salvaged, or submitted to a collection and recycling or disposal program. During decommissioning, PV panels will be de-energized and dismantled from the torque tubes by sliding the panels off the mounting saddles once the connector clips are removed. Next, the PV solar panels and rack supports will be removed in their entirety from the site.The panels will be carefully removed by hand and the rack supports will be removed by excavators with attachments, or other similar equipment.The panels will be placed on pallets and transported off-site. c. Above-ground and underground electrical interconnection and distribution cables that are no longer deemed necessary by the local public utility company will be removed and disposed of or recycled off-site by an approved recycling facility. d. PV module racking systems will be removed and may be recycled off-site by a metals recycler. The racking structure supporting the PV panels will be unbolted and disassembled using standard hand tools.The vertical steel piles, poles, and posts supporting the racks and all steel support piles will be completely removed and transported off-site for salvage or reuse. Other equipment and/or material will be removed from the site for resale, scrap value, recycled, or disposal depending on market conditions. 2. Pier and Foundation Removal 3. The larger slab-on-grade concrete foundations and support pads will be broken up by mechanical equipment (such as a backhoe-hydraulic hammer/shovel, or jackhammer), loaded HELIX Enwronrnental Plannigj A-16 9 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Reclamation Plan for the Scarlet Solar Energy Project I October 2021 onto trucks, and removed from the site. Concrete pads will be recycled or reused as clean fill at another location. 4. Electrical Demolition a. Electrical demolition includes the electrical equipment and infrastructure. DC combiner boxes, power aggregation wiring, Power Conversion Stations (DID recombiner/inverter/ transformer modular units), sensors, weather stations, the gen-tie line connecting to the substation. Power Conversion Stations will be removed by cutting and removing the conduit and using a crane to place the unit in a salvage truck. All additional above ground cables would be cut and removed, including above ground conductors and grounding cable, and overhead lines. Decommissioning will require dismantling and removal of all above-ground and below-ground electrical equipment. Removal of substation equipment includes transformers,switches, structures, overhead lines, equipment pads, and grounding grid. Underground equipment to be removed consists of underground cables, conduit, and electrical lines. Equipment will be de-energized prior to removal; salvaged (where possible); placed in appropriate shipping containers; and secured in a truck transport trailer for transport off-site.All conductors are assumed to be removed and aggregated for recycling.All subterranean conduit, Power Conversion Stations, and other electrical equipment will be removed for off-site recycling or disposal. All decommissioning, recycling, and disposal of electrical devices, equipment and wiring/cabling will be conducted in accordance with applicable local, state, and federal standards and guidelines. b. The gen-tie to the PG&E Tranquillity Switching Station will be removed. Overhead electrical lines and poles will be removed and recycled, reused, or disposed of in accordance with regulatory requirements at the time of decommissioning, and holes from pole removal will be filled with clean fill. 5. Civil Site Reclamation a. The septic system and leach field will be removed. b. Fencing will be removed and will be recycled off-site by an approved recycler. c. Interior driveways and pre-fabricated bridges can either remain on-site for future use or be removed. Gravel will be repurposed either on-or off-site. 5.4 DEBRIS MANAGEMENT, DISPOSAL, AND RECYCLING During the demolition process, removed materials and demolition debris will be placed in designated locations within the project site.The stockpiles will then be transported to an off-site recycling center, used equipment market for resale, or an approved landfill depending on the material being disposed of. Equipment will be salvaged or recycled wherever possible. 5.5 HAZARDOUS WASTE Relatively small quantities of hazardous materials would be used during decommissioning. Disposal and transportation of hazardous wastes will be conducted in compliance with appropriate state and federal laws, ordinances, regulations, and standards. HELIX Bmronrnental Planning- A-17 10 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Reclamation Plan for the Scarlet Solar Energy Project I October 2021 5.6 SITE RESTORATION Soils will be restored to pre-project topographic conditions to prepare the site for the continuation of agricultural land uses. APNs with a non-irrigation covenant will be restored using a rangeland seed mix of grasses and forage crops, and areas planned for crop production within 12 months following decommissioning will be left unplanted. All driveways and other areas compacted during original construction or by equipment used in the decommissioning will be tilled in a manner adequate to restore the sub-grade material to the proper density and depth consistent with adjacent properties. Holes and low areas resulting from the removal of project features such as piles, poles, and foundations will be filled with clean, compatible sub-grade material resulting from on-site decommissioning activities.After proper sub-grade depth is established, locally-sourced topsoil would be placed to a depth and density consistent with adjacent properties. As previously mentioned, areas that will be revegetated may be limited to areas disturbed during decommissioning activities and that won't be used for crop production within 12 months following decommissioning. Areas planned for revegetation restoration will be prepared as followed: 1) Mow area; 2) Disk area; 3) Hydraulic seeding project site using a rangeland seed mix of grasses and forage crops. 6.0 DECOMMISSIONING COSTS AND FINANCIAL ASSURANCES 6.1 ESTIMATED COST AND SALVAGE VALUES Dudek, an established engineering and environmental services firm, prepared the decommissioning budget for the project.The estimated budget presents a probable cost, in present value, for the decommissioning based on the assumption that the solar modules, module support structures, racking, electrical system, interconnection facilities, and other project components may be disassembled and recycled and disposed of following completion of the solar electric power system.The decommissioning costs by task are presented by phase in Appendix B (Phase I only- Battery Energy Storage System and Phase II are pending). The cost estimates are applicable for a five-year period from the date of submission. 6.2 FINANCIAL GUARANTEES FOR DECOMMISSIONING In accordance with Conditional Use Permit CUP 3555 condition of approval 5, prior to the issuance of the grading permit,the project owner will provide financial assurance in an amount sufficient to reclaim the site to its previous conditions in accordance with the approved Reclamation Plan. Financial assurances will be made to the County of Fresno in the form of cash and maintained through an escrow arrangement or other form of security acceptable at the discretion of the Board of Supervisors. The financial assurance under the agreement shall (1) initially cover the project owner's cost of performing its obligations under the reclamation agreement, as stated above, based on the final County- approved design of the project, which cost estimate shall be provided by the project owner to the county and be subject to approval by the County, and (2) be automatically increased annually, due to HELIX Enwronrnental Planning- A-18 11 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Reclamation Plan for the Scarlet Solar Energy Project I October 2021 increases in costs, using the Engineering News-Record construction cost index.This estimate will consider any project components that are expected to be left in place at the request of and for the benefit of the subsequent landowner(e.g., access roads, electrical lines, O&M building). HELIX Enwronrnental Planning- A-19 12 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Reclamation Plan for the Scarlet Solar Energy Project I October 2021 7.0 REFERENCES Fresno, County of(Fresno County). 2020. Guidelines for Preparing a Solar Electrical Generation Facility Reclamation Plan. Accessed June 2020. Available at: https://www.co.fresno.ca.us/departments/public-works-planning/divisions-of-public-works- and-planning/development-services-division/planning-and-land-use/photovoltaic-facilities-p- 3106. 2017. Solar Facility Guidelines. Revised by the Board of Supervisors on December 12.Available at: https://www.co.fresno.ca.us/departments/public-works-planning/divisions-of-public-works- and-planning/development-services-division/planning-and-land-use/photovoltaic-facilities-p- 1621. Natural Resource Conservation Service, United States Department of Agriculture (NRCS). 2019. Custom Soil Resource Report for RE Scarlett LESA.Accessed on March 13, 2019 at https://websoilsurvey.sc.egov.usda.gov/App/WebSoilSurveV.aspx. HELIX Enwronrnental Planning- A-20 13 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Reclamation Plan for the Scarlet Solar Energy Project I October 2021 This page intentionally left blank HELIX Enwronrnental Planning A-21 14 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Attachment A Figures A-22 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Scarlet Solar Energy Project h AVENUE 7TH NBISHOP AVE AVENUE 7TH MONO MARIPOSA MERGED MADERA INYO MADERA COUNTY FRESNO is( TULARE Mendota KINGS MO NTE R EY STATE HWY 180 180 SAN LUIS OBISPO �11111FORNIAAVE KERN s o a AVEe � W NORTH E I �� O ti W AMERICAN AVE WJEFFERSON AVE E - 0?1' O 0 > Q x `oh 1Q I o ANNIN6 AVE �� San Joaquin WMANNING AVE v 0 I °iI Sr0 3 O,p9 LL °09G 5 CO, 9 W KAMM AVE 269 FRESNO COUNTY a � I I p i V W $ I WHARIAN AVE a � 1 � _•�' I'��.. �'�1 t'�' (Ff1 �\ r a -- WMTWHITNEY AVE 14-5 o � �y��• �.r r w S '4Ir may' .� ,�' WOAKIAND AVE 0 5 Miles Source: USGS,NGA,NASA HELIX Regional Location Environmental Planning A-23 Figure 1 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Scarlet Solar Energy Project OProject Boundary INCOLN w, QZ: O CLAYTO ' ADAMS O � w Q U � SOUTH Q 4 I LU o- m N w = z Phase I Phase 11 I MANNING I D i I � O i z DINUBA ME u d W m� _ _ h FLORMM.t = _ J � � O O r O Wo N[ AS NEBRASKA C + � 0 4,000 Feet Source: DigitalGlobe 4/3/2020 HELIX Site Location Map Environmental Planning A-24 Figure 2 0 0 0 Scarlet Solar Energy Project 3 3 41 5 161 r 1 S 9 1 10 1 11 1 13 1 13 1 14 1 15 U ,6 m L— ARRAYs < E°SAD,• m '.Dqc o III 'AC 0 III II DE,VDC,. m p'I II II rvDT III V II II Dr m4 .` n ill I$ III 0 a rvm.,ate,.III -n III I n ezST ry > RDNSPADIrvD,Nm: a.a.a III II V I RaDIarvDRDTA„Drv,a�P�. �RDDrvDDDDERR Ta ... .V 6Dn➢aRLE AREA II II ,� N�LLL EaDDDE 0 ENE E U3. 17) ADNER LIMIT TD2— a N LEGEND: D ———— OFFSET OD O DR poi IsurvD N INVERTER A raslEs N —LLp — W iNIE TER cn T11III W III Nrsso� a R�� 777 Er-S05 I - III s"noow FRDu ws II �_TRArvsN DD DN rowER irvP, a NDE,°D II a P��e v II v - III LI It �___ _ -- LRANSMIssION Qi _— _ LINE o TRArvsNlsslory owes � T(TTPI N 6 0 o OVEL SITE PLAN �OF0�RAL O&�JG o 6W 325• 0 650 13w Fam• SCALE:r-66a GO a Dare scA1E SCARLETT PHASE 1 H 07/39 DRAWN ER FRESNO COUNTY,C4 w Fast-rid" oT/39 'e` eD El ELECTRICAL v m/3s a N.— EE OVERALL SITE PLAN A w O VER. DATE MODIFICATION PAGES MODIFIED VER. DATE MODIFICATION PAGES MODIFIED FOFina[ANSI D Ne;230060.30 Da 1_ _1 oC 1 3 3 4 S fi1 T 1 T 1 110 11 1 13 14 1S 16 a ti HELIX Phase I Site Plan Environmental Planning A-25 Figure 4 0 0 0 Scarlet Solar Energy Project N. cQ CD _F -•a t 3 Project Site ,., �» ,t Land With Access to Irrigation v - o - Non-Irrigation Covenant m � A — -n n T 0 1��11ii,n �i N uu D a i 11� 111A; _ °° 0 3 11�111 II I l l v o W 0 s W Q w I Y h 3� w wi +sr� N O O W C a - 6 �illilfll�l •� ., I 0 2,500 Feet Source:Sacramento County, Esri 2017 HELIX Water Availability Environmental Planning A-26 Figure 4 0 0 0 c Scarlet Solar Energy Project N. OProject Site Soil Type - - e Calflax clay loam, saline-sodic, wet, 0 -1% slopes — A Ciervo clay, saline-sodic, wet, 0-1% slopes n - Tranquillity clay, saline-sodic, wet, 0-1% slopes j+ N M o W South T l�Yllll'IA� 4�� -' 2 -4 111111 �111till 11 W 286 = 1r�rrlll,y�l C Co PG&E Tranquillity Ln ►1�yV�ll�ll Switching Station/ Switching Station Y 3 Expansion Manning w Proposed PG&E — a Transmission Line/ w Existing Overhead Transmission Lines 'r ? 461 0 If) w -V— w I fill 11 t W I� 41 I) .—.Il lull lllll,l �4 o ! 1 �1 1 Itltlpt�iTh111111��1III �� d 1111 i 1111111111 � I 0 3,000 Feet Source:ESRI,USDA,USGS,Soil(USDA NRCS) HELIX Soils Environmental Planning A-27 Figure 5 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DUDEK 1701 WESTWIND DRIVE,SUITE 227 BAKERSFIELD,CALIFORNIA 93301 T 661.208.4127 Mr. Ejaz Ahmad, Planner October 14, 2021 County of Fresno Development Services Division 220 Tulare Street,Sixth Floor Fresno, California 93721 Subject: Scarlet Phase 1 Solar Project Decommissioning Cost Estimate Dear Mr.Ahmad, At the request of Ryan Schalk of EDPR, I have reviewed the attached cost estimate. Quantities and costs appear appropriate based on the Project Decommissioning Plan provided and based on decommissioning and reclamation plans previously approved by Fresno County. I find this cost estimate to be reasonable based on current pricing standards of the construction industry. Please do not hesitate to contact me at 760.685.0735, or at cgreely@dudek.com should you have any questions. Sincerely, pFESS/p �i0 Eg H. G Ne Charles Greely, PE, L AP, QSD CD Principal EngineerI'll J ND.SM M DIP,06-W22 cP,, C 1 V It ��! Att.: Decommissioning Cost Estimate 'PF OF clkoFQ DUDEK.COM • Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Appendix A Scarlet Phase I Solar Project Decommissioning Cost Estimate A-29 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B TABLE 7.1:DECOMMISSIONING COST ESTIMATE Costs Labor Equipment Reclamation Item Total Employees Hours Labor Rate Subtotal Type Hours Rates Subtotal Onsite oils and lubricants removed $ 19,582 2 342 $ 50.00 $ 17,082 Container 2 $1,250.00 $ 2,500.00 Substation components removed $ 49,458 4 628 $ 75.00 $ 47,064.33 Low bed truck 68 $ 35.00 $ 2,393.50 Electrical conduit removed $ 291,830 9 3,708 $ 75.00 $ 278,081.87 Flat bed truck 393 $ 35.00 $ 13,748.21 PV modules removed and recycled $ 271,745 10 5,059 $ 50.00 $ 252,943.47 Flat bed truck 537 $ _35.00 $ 18,801.71 PV module support H-beams $ 303,998 10 4,434 $ 50.00 $ 221,723.20 Backhoe_ 470 $ 175.00 $ 82,274.38 Electrical and electronic devices $ 113,017 5 968 $ 75.00 $ 72,631.58 Backhoe/crane 101 $ 400.00 $ 40,385.85 Fencing,gates removed $ 171,605 4 1,447 $ 40.00 $ 57,896.11 Backhoe 650 $ 175.00 $ 113,708.78 Roads,pathways,and other $ 69,289 4 676 $ 40.00 $ 27,039.79 CAT/backhoe 211 $ 200.00 $ 42,249.68 Site disced for revegetation $ 94,222 4 573 $ 40.00 $ 22,925.62 CAT/watertruck 475 $ 150.00 $ 71,296.33 TOTAL $ 1,394,746 Labor total $ 997,388 Equipment total $ 387,358 A-30 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Reviewed and Accepted 6/30/22 Fresno County Public Works and Planning avia-Randall,Senior Planner Scarlet Solar Energy Project Addendum to Reclamation Plan Prepared for Fresno County Department of Public Works and Planning Development Services Division 2220 Tulare Street, 6th Floor Fresno, CA 93721 Prepared by HELIX Environmental Planning, Inc. 11 Natoma Street, Suite 155 Folsom, CA 95630 June 2022 1 03062.00001.001 A-31 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B TABLE OF CONTENTS Page 1. SCARLET PHASE I SOLAR PROJECT DECOMISSIONING COST ESTIMATE (Revised June 1, 2022) ....1 2. SCARLET PHASE I SOLAR PROJECT CROSSING MAPS ......................................................................4 3. SCARLET PHASE I SOLAR PROJECT CROSSING TABLE ................................................................... 10 i A-32 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DUDEK 1701 WESTWIND DRIVE,SUITE 227 BAKERSFIELD,CALIFORNIA 93301 T 661.208.4127 Mr. Ejaz Ahmad, Planner June 1, 2022 County of Fresno Development Services Division 220 Tulare Street, Sixth Floor Fresno, California 93721 Subject: Scarlet Phase I Solar Project Decommissioning Cost Estimate Dear Mr.Ahmad, At the request of Ryan Schalk of EDPR, I have reviewed the attached cost estimate. Quantities and costs appear appropriate based on the Project Decommissioning Plan provided and based on decommissioning and reclamation plans previously approved by Fresno County. I find this cost estimate to be reasonable based on current pricing standards of the construction industry. Please do not hesitate to contact me at 760.685.0735, or at cgreely@dudek.com should you have any questions. Sincerely, pFESS/p �i0 Eg H. G �F0' y� Charles Greely, PE, L AP, QSD CD Principal Engineer oc Nm6M yt DV.W315-22 `r> C1VI%. �! Att.: Decommissioning Cost Estimate 4?" OF C!►UF'3�� 1 of 1 1 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Appendix A Scarlet Phase I Solar Project Decommissioning Cost Estimate A-34 2of11 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B h In 7o -n m v v m In O „ o rD G G (D S n 3 3 s 00 ° � O O M. n* m O 0 c � v O 0. 0_ _ �, r. 7 in O r) ni rD m r� �a 0- 3 a c 3 m < cu n O O o D 5. rD rhII o Q < O x Q 3rD n 0 rrtO Q - v O j 3 to ,rt, rr m 7 < O m 3 O- m N rD 3 rD -< O O to n m < rD Q m O- O {n- {n- V/- {n- LU N � n W In w M V O V lN0 A F, O V N A lD W W lD lD Ln r,j Ln� O N ONO O w W Ln 0000 M O N W In �I 00 W O 00 N m 3 0 m m F m F� A A A In O O W A N x 0 C F� P. In W r O J � m W w O N P. 0 O W Ol �I 00 4�- W 00 00 N 01 i/1 iA to i/1 on O O Ln O O O In O O In In O O O O O O O O O O O m {/} V/ V)- V). Vn vi- in• vi- vi- V)- -V� In C CT s! N N v V N IN-� N W J O- A In l0 O 00 m �I l0 O O N lD O N W l0 W N A 00 01 �I 00 O Cn lD Ql F-� W W F-� A O 00 O m J N w N -P� 00 W 00 00 O N lD 00 O V V W N n r) r) 'a a s v m n� 0 0 0 m m m — °,�' n m m m Q- Q- Q O m m o r) 3 3 m E' � m x 0 O A In W m V I� In O -I W W M -0 Cn I--` O N O �I W 00 N C. cu f+ IP m O Cn O V O W W W Cn _ CD O lJ7 O Ln U'I lJl U'I ll1 O O O O O O O O O O O O O O O O O O O C N O N N r► W `I--� N W O N 00 W N N 00 N N �I W N W 4 W Ln V P lDD OOO CPn t- W O Ln W p 00 W 0000 OVO w 00 00 w N N O O A-35 3of11 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 36.36.20" 36-36.30" 36.36.40.. 36-36.50" 36.37. 36°7'0. 36°37.20. Ej Omn - v N O IVq - _ O �iv � a . oa tiN i O i u 0 N i0 CTP 0 I 1 0 o _ w _ _ m - 3 0 N III � N 0 w m o - tn 36°34" 36.35' 3615'30" 36°3s 16 36 36°37'10" 36'37'20" � IIIa E a � 1 1111 l Z N m m 3 v m a0.3.v a m nN 3v v O cn a n0; 90 O 0 `L iy g: 3. n p a a s a es c nl 3 3 3 5. n (D N o V) 4 of H Docusign Envelope ID:AC43FA66-24B6-42OA-8OC2-F4752OB9359B 36°36'50" 36"36'S5" 1 . ON ----------------------------------------------------------------------- M a r I 0 I I I I I I I p I � I I W �c�' I N �Nl1 N I I _ I' I" I GI N - V - N- ' Ni - N I' I Q to o r Io A - 36'Si 36°36'20" 36°36'35" 11,36'45" 36°36'50" 91 m m v m w v rn nv v ? O c n0 O 3. a y 8. n a R. o n ? o F m nl 3 3 �- n a CJ of l l Docusign Envelope ID:AC43FA66-24B6-42OA-8OC2-F4752OB9359B IV - N.a �yu N A S s i i i i It - i 36'36']0" U-3VW 36-3620" 36-36'35" 36-36130" W361' D � IIIa � E a � 1 1111 1 Z w . `n nv v _2 O c 3. a y� 8. n � H 91 Tn a m fD N ae a n m n E m Cnl 3 3 ' C n a CJ 6 of I I Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 36.36'5. 36.36-. I �o b i r o_ Y I I I I r I I d I I I I 91 ' , I ' I I � IIIa � f a � 1 1111 1 Z m m _a, m a v `n nyv v O c n0 O `Ln 3. a 8. n a 3 fD a a a a c T n a m fD N ae a n m n E m CnCl 3 3 ' C n a G) 7otII Docusign Envelope ID:AC43FA66-24B6-42OA-8OC2-F4752OB9359B I I I I ' I � I I I , I I I , I+ I I m A __ • I I o V I I I I I , I I I I - I p I I I I F+ L- � I I - I I I „ W I I I I I I - I I p N I V _ I � _ I o I - N , r o ' u to 0 W ^ O _ Z' 0 36-35'30" 36°35'35" W6 5''30" 36-35'35" 36.35V" 36-35'45" 36- 36 35'S5' m m v m a v m n v v O c n 0 `L ° n 3. a y 8. n a 91 a a c n 1 Tn a a n n o n ? o a m fD N ae a n m n E m CnCl 0. 0 3Off 3 ' C n a T CJ 8 of l l Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B ss.,o.. N \ ---------------------- 21 91 JA . r I w I � I I I I I I y I I I I I I I I I I I 1 I I I 1 I I I - I I I I I I 0 I I U I N ' I I 1 , I I ! T 1 1 I I 1 i I I 1 I I I i I I I I I I I I I I 1 ' I I ---__-_- --- -_-_-_ - _._--- I I I I I I I i I I I I I I I I I I I I - I I I 1 � I I I I I W O I I , � I I I �z I I I I, m nv c c n H g Ta a a ,a = sv = Tn N = n A n 3 N C CJ 9of11 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Crossing Number APN Scarlet Improvements Easement/Rights Holder Easement Width Easement/Document Purpose Exclusivity Recording Information 1 028-111-01 Overhead Transmission State of California (Relinquished abutter's rights) Road Conveyance Instrument No.9195;Book 4339,Page 272 1 028-111-01 Overhead Transmission Westlands Water District 30' Water Pipelines Non-exclusive Instrument No.2021-0161203 Instrument No.41453;Book 2 028-111-01 Underground Collection PG&E 75' Transmission Line Non-exclusive 3047,Page 193; re-recorded as Instrument No. 61112;Book 3090,Page 537 Instrument No.54601;Book 3 028-111-01 Project Road State of California (Relinquished abutter's rights) Road Conveyance 5339,Page 404 Instrument No.54602;Book 5339,Page 408 United States of America 3 028-111-01 Project Road (handled by the 25' Water Pipeline Non-exclusive Instrument No.89652;Book u5 Bureau of Reclamation 7341,Page 845 ["USBR"] 3 028-111-01 Project Road Westlands Water District 30' Water Pipeline Non-exclusive Instrument No.2021-0161203 4 028-111-01 Project Road Westlands Water District 30' Water Pipeline Non-exclusive Instrument No.2021-0161203 4 028-111-01 Project Road United States of America(USBR) 45' Water Pipeline Non-exclusive Instrument No.63387;Book 5352,Page 261 5 028-111-01 Underground Collection United States of America(USBR) 25' Water Pipeline Non-exclusive Instrument No.89652;Book 7341,page 845 5 028-111-01 Underground Collection Westlands Water District 30' Water Pipeline Non-exclusive Instrument No.2021-0161203 6 028-111-02 Underground Collection United States of America(USBR) 85, Water Lines Non-exclusive Instrument No.59051;Book 7289,Page 755 7 028-111-02 Project Road United States of America(USBR) 85' Water Lines Non-exclusive Instrument No.59051;Book 7289,Page 755 RE Tranquility 8 Azul LandCo LLC; Instrument No.2016-0118436; RE Tranquility 8 Azul LLC; Instrument No.2017-0014677 7 028-111-02 Project Road RE Tranquility 8 LLC; 100, Road Access Non-exclusive Instrument No.2017-0075203; RE Tranquility 8 Rojo LLC; Instrument No.2017-0075204 RE Tranquility 8 Verde LLC Instrument No.2017-0077891; Instrument No.2017-0077934 8 028-111-01 Project Road United States of America(USBR) 85' Water Pipeline Non-exclusive Instrument No.89652;Book 7341,Page 845 RE Tranquility 8 Azul LandCo LLC; Instrument No.2016-0118436; RE Tranquility 8 Azul LLC; 2017-0014677 8 028-111-01 Project Road RE Tranquility 8 LLC; 100, Road Access Non-exclusive Instrument No.2017-0075203; RE Tranquility 8 Rojo LLC; Instrument No.2017-0075204 RE Tranquility 8 Verde LLC Instrument No.2017-0077891; Instrument No.2017-0077934 9 028-111-01 Overhead Transmission United States of America(USBR) 85' Water Pipeline Non-exclusive Instrument No.89652;Book 7341,Page 845 RE Tranquility 8 Azul LandCo LLC; Instrument No.2016-0118436; RE Tranquility 8 Azul LLC; Instrument No.2017-0014677 9 028-111-01 Overhead Transmission RE Tranquility 8 LLC; 100' Road Access Non-exclusive Instrument No.2017-0075203; RE Tranquility 8 Rojo LLC; Instrument No.2017-0075204 RE Tranquility 8 Verde LLC Instrument No.2017-0077891; Instrument No.2017-0077934 10 028-111-01 Project Road United States of America(USBR) 85' Water Pipeline Non-exclusive Instrument No.89652;Book 7341,Page 845 RE Tranquility 8 Azul LandCo LLC; Instrument No.2016-0118436; RE Tranquility 8 Azul LLC; Instrument No.2017-0014677 10 028-111-01 Project Road RE Tranquility 8 LLC; 100' Road Access Non-exclusive Instrument No.2017-0075203; RE Tranquility 8 Rojo LLC; Instrument No.2017-0075204 RE Tranquility 8 Verde LLC Instrument No.2017-0077891; Instrument No.2017-0077934 Instrument No.41453;Book 11 028-111-07 Underground Collection PG&E 75' Transmission Line Non-exclusive 3047,Page 193; re-recorded as Instrument No. 61112;Book 3090,Page 537 12 028-111-07 Project Road Westlands Water District 30' Water Pipeline Non-exclusive Instrument No.2021-0161203 13 028-111-09 Overhead Collection Westlands Water District 30' Water Pipeline Non-exclusive Instrument No.2021-0161203 13 028-111-09 Overhead Collection Westlands Water District 65' Water Pipeline Non-exclusive Instrument No.43285 13 028-111-09 Overhead Collection County ROW 100, Public Road Non-exclusive 13 028-111-09 Overhead Collection United States of America(USBR) 70' Water Pipeline Non-exclusive Instrument No.64838,Book 5721,Pa a 656 14 028-111-09 Underground Collection Westlands Water District 30' Water Pipeline Non-exclusive Instrument No.2021-0161203 14 028-111-09 Underground Collection Westlands Water District 70' Water Pipeline Non-exclusive Instrument No.64839,Book 7053,Page 876 14 028-111-10 Underground Collection United States of America(USBR) 50, Water Pipeline Non-exclusive Instrument No.64142,Book 5353,Pa a 307 15 028-111-09 Underground Collection Westlands Water District 30' Water Pipeline Non-exclusive Instrument No.2021-0161203 15 028-111-09 Underground Collection Westlands Water District 70' Water Pipeline Non-exclusive Instrument No.64839,Book 7053,Page 876 15 028-111-10 Underground Collection United States of America(USBR) 50' Water Pipeline Non-exclusive Instrument No.64142,Book 5353,Page 307 16 028-111-07 Overhead Transmission Westlands Water District 30' Water Pipeline Non-exclusive Instrument No.2021-0161203 17 028-111-10 Overhead Collection Westlands Water District 30' Water Pipeline Non-exclusive Instrument No.2021-0161203 17 028-111-10 Overhead Collection United States of America(USBR) 85' Water Pipeline Non-exclusive Instrument No.59050,Book 7289,Page 753 17 028-111-10 Project Road Westlands Water District 30' Water Pipeline Non-exclusive Instrument No.2021-0161203 17 028-111-10 Project Road United States of America(USBR) 85' Water Pipeline Non-exclusive Instrument No.59050,Book 7289,Page 753 18 028-111-10 Overhead Transmission Westlands Water District 30' Water Pipeline Non-exclusive Instrument No.2021-0161203 18 028-111-10 Overhead Transmission United States of America(USBR) 85' Water Pipeline Non-exclusive Instrument No.59050,Book 7289,Page 753 19 028-071-34 Project Road Westlands Water District 30' Water Pipeline Non-exclusive Instrument No.2021-0161203 19 028-071-34 Project Road Westlands Water District 65 Water Pipeline Non-exclusive Instrument No.43285 19 028-071-341 Project Road County ROW 1 50, Public Road Non-exclusive A-42 10 of 11 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 19 028-071-34 Project Road United States of America(USBR) 85' Water Pipeline Non-exclusive Instrument No.59050,Book 7289,Page 753 20 028-071-34 Underground Collection United States of America(USBR) 70' Water Pipeline Non-exclusive Instrument No.64839,Book 7053,Pa a 876 20 028-071-39 Underground Collection Westlands Water District 30' Water Pipeline Non-exclusive Instrument No.2021-0161203 21 028-071-39 Underground Collection United States of America(USBR) 130' Water Pipeline Non-exclusive Instrument No.89652,Book 7341,Pa a 845 21 028-071-39 Underground Collection Westlands Water District 30' Water Pipeline Non-exclusive Instrument No.2021-0161203 22 028-071-39 Overhead Transmission United States of America(USBR) 130' Water Pipeline Non-exclusive Instrument No.89652,Book 7341,Page 845 22 028-071-39 Overhead Transmission Westlands Water District 30' Water Pipeline Non-exclusive Instrument No.2021-0161203 23 028-071-47 Project Road United States of America(USBR) 85' Water Pipeline Non-exclusive Instrument No.47626,Book 5329,Pa a 46 24 028-071-47 Project Road United States of America(USBR) 85, Water Pipeline Non-exclusive Instrument No.47626,Book 5329,Page 46 A-43 11 of 11 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Scarlet Solar Energy Project Second Addendum to Reclamation Plan Prepared for Fresno County Department of Public Works and Planning Development Services Division 2220 Tulare Street, 6th Floor Fresno, CA 93721 Prepared by HELIX Environmental Planning, Inc. 11 Natoma Street, Suite 155 Folsom, CA 95630 July 20231 03062.00001,001 A-44 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B This page intentionally left blank A-45 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B TABLE OF CONTENTS Page 1. AMENDED NOTES..........................................................................................................................1 2. SCARLET SOLAR PROJECT DECOMISSIONING COST ESTIMATE (Revised June 23, 2023) ............2 3. SCARLET PHASE II SOLAR PROJECT CROSSING MAPS.................................................................1 1 4. SCARLET PHASE II SOLAR PROJECT CROSSING TABLE.................................................................16 A-46 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 .0 AMENDED NOTES The Reclamation Plan,accepted on October 28, 2021, may be revised to state that a majority of the project site is presently owned by RE Scarlet LLC,a wholly owned subsidiary of EDP Renewables North America LLC. The Reclamation Plan may also be revised to state that the decommissioning costs by task are presented in Appendix B for solar, battery storage, and associated facility development, referred to as Phase I and Phase II of the project. A-47 1 of 17 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DUDEK 1701 WESTWIND DRIVE,SUITE 227 BAKERSFIELD,CALIFORNIA 93301 T 661.208.4127 Mr. Ejaz Ahmad, Planner June 23, 2023 County of Fresno Development Services Division 220 Tulare Street, Sixth Floor Fresno, California 93721 Subject: Scarlet Phase I+ 11 Solar Project Decommissioning Cost Estimate Dear Mr.Ahmad, At the request of Madison Novak of EDPR, I have reviewed the attached cost estimate. Methodologies for determining quantities and costs appear appropriate based on the Project Decommissioning Plan provided and based on the Fresno County Reclamation Plan Cost Estimate Guide. I find this cost estimate to be reasonable based on current pricing standards of the construction industry. Please do not hesitate to contact me at 760.685.0735, or at cgreely@dudek.com should you have any questions. Sincerely, ___—__- = p�F-SS—-0* Charles Greely, PE, LE07AP, QSD „':4��',rt' Fes'. Gam`;,•, Principal Engineer lII w No.ON% r M Att.: Decommissioning Cost Estimate (P Excel Spreadsheet :;X Cl V 1V 2of17 DUDEK.COM Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Appendix A Scarlet Phase I + II Solar Project Decommissioning Cost Estimate A-49 3 of 17 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Table 1:Decommissioning Cost Summary Table Dismantling Civil Components Labor Cost Major Equipmem Co t Amount of Personnel I Total$/Hr ROte' Toru HowsA-WAll Personnel Total E ui meM Delivery $/Month Months Total Labor+Major Equipment Cost Solar PhoWnWhaic Modules/Panels' $ 1,234,11-00 $ 66,970.00 Ele-loan deenergizes circuits and dlsmnnects module 6 $ 66.17 6000 $ 398,820.00 - $ 1,301,910.00 General laborer dismounts modules and palletiez.(Jorshipping) 6 $ 61.31 7" $ 429,170.00 Equipmentopermprutilizes for>�(to transfer onto transport truck) 4 1$ 81.39 1 5" $ 406,950.00 4 $250.00 $2,085.00 8 $ 66,970.00 Battery Modules+Containers' $ 70,179.80 Eleaddon/BE55 technic,,deenergizes circuits,disconnects BESS containers from distribution system,and ensures safe rod secone,container oval 4 $ 66.47 240 $ 15,952.80 Geneml Whom,performs mechanical disconnection,f es BE55 container $ 77,055.80 from grade beams,ondperforms demolition ofgrade beam support structures 6 $ 61.31 300 $ 18,393.00 Equipmentoperatorutilizes crone 2 $ 91.53 200 $ 18,306.00 1 $ 250.00 $ 4,316.W 1 $ 9,566.00 Equipment operator otilizes gOdlgedgt 2 $ 8764 200 $ 1],528.00 2 $ 250.00 $ 1,030 2,.W 1 $ 330.00 Solar Racking Structure $ 23,832.00 $ 1,310.00 General laborer unbolts and dissassembles 6 $ 61.31 160 $ 9,809.60 $ 26,142.00 Equipmentoperatorutilizes endl.de, 2 $ 8769 160 $ 14,022.40 2 $ 250.00 $ 1,030.00 1 $ 2,330.W Steel Piles $ 87,221.00 $ 9,250.00 Geneml laborerpeforms removal 7 $ 61.31 3000 $ 61,310.00 $ 96,471.00 Equipmentoperair-ilizes vibmtwv oierexna 1 $ 86.37 1 300 $ 25,911.00 1 $250.00 $4,500.00 2 $ 9,2W.00 Fencing $ 14,895.00 $ 2,330.00 General,borerd,W,hesfence andaggregotes 9 $ 61.31 300 $ 6,131.00 $ 17,20S.00 Equipmentoperatorutilizes bockhoe(topollond Oodfenceposts) 9 1$ 8769 I 300 $ S,764.00 4 $ 250.00 $ 1,030.00 0.5 $ 2,310.00 Roads - $ 14,022.40 - $ 4,370.00 $ 28,392.40 Equipmentoperatorutilizes ad.wAu 4 $ 87.64 160 $ 14,022.40 4 $ 250.00 $ 1,030.00 1 $ 4,370.00 Support Facilities/Buildings(including O&M building) $ 11,916.00 $ 765.00 General too-,,,fo-demolition 6 1$ 61.31 1 80 $ 4,904.80 $ 12,01.00 Equipmentoperatorutilizes ndf 1 1$ 8769 1 80 $ 7,011.20 1 $ 250.00 $ 1,030.00 0.5 $ 765.00 Substation(tramformen,switches,structures,equipment pads,and grounding gold,control building and electdcal cabinets) $ 40,360.20 $ 6,724.00 Equipment Operator utilizes c_forcontrol building andotherelectriml items(indodingstrom 1 1 $ 91.53 1 240 $ 21,967.20 1 $ 250.00 $ 4,316.W 1.5 $ 6,724.00 $ 47,089.20 Generallabarer removes ails frwn tmnformer,utilizesjack-and-slide mechanism for moving main power transformer,gathers cable,and disassembles metalstrocture 6 $ 61.31 300 $ 18,393.00 Concrete Foundations(including PM,transformer,substaion structure,battery container,and O&M building support) - $ 12,916.00 $ 765.00 $ 12,681.00 GeneWiloborerperdarms demolition 4 $ 61.31 80 $ 4,9W.80 Equipmentoperatorutilizes endloader 1 $ 8764 80 $ 7,,011.20 1 $ 250.00 $ 1,030.00 0.5 $ 765.00 Tramribelon Line Poles $ 71,094.00 $ 11,192.00 G-miloborerperfarmsdemolition 4 $ 61.31 300 $ 18,393.00 men Equiptoperatorutilizes enWfwd,, 1 $ 8764 300 $ 26,292.00 1 $ 250.00 $ 1,030.00 2 $ 2,310.00 $ 82,286.00 Equipmentopemtorutilizesc_toliftthepoles outoftheground 1 $ gg,03 300 $ 26,409.00 1 $ 250.00 $ 4,316.00 2 $ 8,882.00 Dismantling Electrical Components Labor DOst Mojor Egaipmem Cost Amount of Personnel Total$/Hr Rare' TrNal HowsAmorg All Personnel Total EW M Delivery $/Month Months iotW Labor+Major Equipment fort Underground Conductors and Communications Cables $ 14,001.00 $ 2,734.50 Genemilobarerpulls wire 2 $ 61.31 60 $ 3,679..60 Equipmentoperatorutilizes forklift 1 $ 81.39 60 $ 4,983.40 1 $ 250.M $ 2,085.00 0.5 $ 1,292.50 $ 16,735.50 Equipmentoperatorutilizes exmvator 1 $ 90.65 60 $ 5,439.00 3 $ 250.00 $ 2,384.00 1 0.5 $ 1,442.00 Aboveground Conductors and Messenger Support Cables $ 13,820.40 $ 2,057.50 Generallabarer removes conductorsfmm[rackerstructures 2 $ 61.31 60 $ 3,679..60 $ 15,8]].90 Equipmentoperatorutilizes forklift 1 $ 81.39 60 $ 4,983.40 1 $ 250.00 $ 2,085.00 0.5 $ 1,292.50 Equipmentoperatorutilizes endloader 1 $ 8764 60 $ 5,259..40 1 $ 210.00 $ 1,030.00 0.5 $ 765.00 Power Conversion Stations(recombiner/inverter/trsnsformerunits) $ 21,581.00 $ 4,566.00 EI-idon de-energizes circuits andremoves terminations 2 $ 66.47 1 300 $ 6,64J.00 $ 26,147M General laborer cuts and removes conduit 2 $ 61.31 300 $ 6,131.00 Equipment operator utilizes S g toplace in track 1 $ 88.03 300 $ 8,803.00 3 $ 250.00 $ 4316.00 1 $ 4,566.00 Load Break Disconnect Switches $ 12,925.20 $ 765.00 Electrician de-energizes circuits andremoves terminations 2 $ 66.41 60 $ 3,989..20 - $ 13,690.20 Generalloborercutsconduit/wire 2 $ 61.31 60 $ 3,679..60 Equipmentoperatorutilizes endloader 1 1$ 8760 60 $ 5,259..40 1 1$ 250.00 $ 1,030.00 0.5 $ 765.00 Additional Electrical Equipment(including sensors and weather stations) $ 12,925.20 $ 250A0 Electrician de-e-gizescircuits and removes terminations 2 $ 66.41 60 $ 3,989..20 $ 13,11620 General laborer cuts mrd.it/wire 2 $ 61.31 60 $ 3,679..60 Equipmentoperatorutilizes endloader 1 1$ 8764 60 $ 5,258.40 1 1$ 250.00 $ 1,030.00 0.5 $ 25000 MV Underground Collection cabling(34.5 kV) $ 19,259A0 $ 3,499.50 General laborerdecouplesandlonds onforklN 2 $ 61.31 60$ 3,678.60 Equipmentoperatorutilizes fro kliR 1 $ 81.39 60 $ 4,883.40 1 1$ 250.00 $ 2,085.00 0.5 $ 1,292.50 $ 22,7S8.90 Equipmentoperatorutilizes endloader 1 $ 8764 60 $ 5,258.40 1 $ 250.00 $ 1,030.00 0.5 $ 765.00 Equipmentoperatorutilizes exmvamr 1 $ 90.65 60 $ 5,439.00 1 1$ 250.01$ 2,384.00 1 0.5 1$ 1,442.00 Aboveground Cables(Including project transmission line) $ 1],"'W $ 3".0.,. Electrician oft-nectscables 2 $ 66.47 60 $ 3,988.10 Equipment operator utilizes crone to lower cable to the ground 1 $ 88.03 60 $ 5,281.80 1 $ 250.00 $ 4,316.00 0.5 $ 2,408.00 $ 21,532.50 G-miloborercoilscable 2 $ 61.31 60 $ 3,678.60 Equipmentopemtorutilizes forkfi Wplacecobleontmck 1 $ 81.39 60 $ 4,883.40 1 $ 250.00 $ 1,085.00 0.5 $ 1,191.50 Site Final Restoration Labor Cast MojorEquipment- Amount of Personnel Total$/Hr Rater TomlH-Among All Personnel rowl EWmeM Deaver, $/Month Man Ms Total Labor+Major Equipment Cart Re-Gading of Site(after excavation and removal of underground materials and foundations) $ 6,131.00 $ 4,324.00 $ 10,455.00 General operator utilizes grader 2 $ 61.31 300 $ 6,131.00 1 $ 400.00 $ 3,924.00 1 $ 4,324.00 She Rehabilitation(Including seeding)' - $ 6,231.00 $ 105,292.75 $ 111,422.75 Geneml laborer mows/disks area with seedina 6 $ 61.31 100 $ 6,131.00 $ 105,291.75 Hauling and Disposal/Recycling Hauling Cast Disposal/Reryrlirrg Cost Costlxr Truck Disposal/Re wIWg Rate($/tool Per OaY Weight imsper Truck PIP,per Day Total Weight(roj Total Total Hauling+Dispose/Costs General Refuses $ 1,650.W 75,445.30 1 29 9 $1,296,712.68 $ 26.75 1 75,445.10 1$ Z018,156471$ 3,314,869.15 Other Waite` $ 1,650.00 45051,77 241 2 $1,54S,fi54.531$ 50.00 1 45,051.77 1$ 2,151,588.40 $ 3,801,242.93 Project Administrative Fees County Adminstrative Costs(including legal services,preparation of bid plans and specs,contact development and awarding,project management and monitoring 20,000.00 ors) SUBTOTAL $ 9,079,815.43 Contingency(15%) $ 1,361,972.31 TOTAL S 10,441,787.74 1. Estimate reflects use of prevailing wage scales. 2. Estimate assumes opproximatdy 5.2t,Wi,,larpan.I dismantling labor hours per approximate so/n,none)impact acreage`approximately l WWI,,W,I,nel dismantling Won, !now per.W,on-1). 3. Estimate assumes approximately 94WWI battery dismantling labor hours per approximate battery impact n,eng,(approxmerely 3.2 total battery dismantling labor hours per battery container). 4. Estimate assumes that around 5%ofth,ke(opproximately 4,089 acre)will require seeding with o seeding material cost of.A,,WinWt,)y$515/acre. S. Thegenemldisi, 11recycling site address assumedfor this estimate is located at 18950 WAmerimn Avenue,Kerman,CA 93630.The p,,kasiw address,30750 Manning Ave,ContuaCreek,CA 93608.Weight is broken out in Table 2.Using recent tronsportation rotes to transport material to the project site,the estimated cost to ship per trockper day is$1,650 and estimated tons per truck is 24 tons.The trip is approximately 175 milesfrom the project site to thefocllity(approximately 20 mino-J.It is assumed that 4 trips will be made perdoy.Disposal/Reycling rate is bused on public County off-fees effective July 2022. 6. The disposal/recycling site address ass,,edf,,this estimate is located of 32435 East Avenue,Fra,oCA93725.The projectsite address is 30750 Manning Ave,Con-Creek,CA 93608.Weight a broken out in Table 2.Using recent transportation rotes to-port matedol to the project site,the estimated cost to ship per truck per day is$1,650 and estimated tons per track is 24 tons.The trip is approximately 375 miles from the project site to the facility(approximately 45 minutes).It is assumed that 2 trips will be made per day.Disposal/Reycling rate is based on estimations receivedfroo,recycling centers. General Note:No salvage value of materials is assumed in the estimate either as o direct credit or m o reduce unit cost. A-50 4 of 17 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Table 2:Material Estimated Weight Summary Table Total Weight of General Refuse(ton) 75,445.10 Total Weight of Distribution Medium Voltage Overhead Poles(ton) 50.00 Total Weight of Distribution Poles(lb) 100,000.00 Weight of each Distribution Pole(lb) 10,000.00 Number of Distribution Poles 10.00 Total Weight of Transmission Line Poles(ton) 131.10 Total Weight of Transmission Line Poles(Ib) 262,200.00 Pole 1A Weight(lb) I 300.4, 00 + 300. 0 Pole 1B Weight(lb) 4,350.00 ---------------------------------------------------------------------------------------- Pole 1C Weight(lb) 4,300.00 ------------------- -------------------------------------------------------------------a--------------------- Pole 2A Weight(lb) = 3,750.00 ---------------------------------------------------------------------- ------- Pole 2B Weight(lb) I 3,750.00 Pole 2C Weight(lb) 5,450.00 --------------------------------------------- Pole 3 Weight(lb) 12,600.00 -------------- - -------------------------------------------------------------------+---------------------- Pole 4 Weight(lb) i 11,900.00 -------------------------------------------------------------------?---------------------- Pole 5 Weight(lb) 12,600.00 -------------- - ------------------------------------------ Pole 6 Weight(lb) 11,900.00 -------------------------------------------------------------------'---------------------- Pole 7A Weight(lb) 3,750.00 -------------- ----------------------- --------------- ------------------------------------------- Pole 7B Weight(lb) I 3,750.00 ---------------------------------------------------------------------+---------------------- Pole 7C Weight(lb) 5,500.00 -------------------- ----------------------------------------------------------------------------------------- Pole 8 Weight(lb) 13,230.00 -------------------------------------------------------------------a---------------------- Pole 9 Weight(lb) 13,230.00 --------------------- -------------------------------------------------------------------=- Pole 10 Weight(Ib) I 13,230.00 Pole 11 Weight Ib 12,600.00 -------------------- -------------------------------------------------------------------4---------------------- Pole 12 Weight(IbJ 13,230.00 -------------------------------------------------------------------+-; ----------- Pole 13 Weight(IbJ 13,230.00 -------------- ----------------------------------------------------------------------------------------- Pole 14 Weight(Ib) 12,600.00 Pole 15 Weight(lb) 12,600.00 -------------- -------------------------------------------------------------------'---------------------- Pole 16 Weight(lb) 12,600.00 -------------------------------------------------------------------+---------------------- Pole 17 Weight(Ib) I 12,600.00 Pole 18A Weight(lb) 6,000.00 -------------------------------------------------------------------------------------- Pole 18B Weight(Ib) 7,950.00 -------------------- -------------------------------------------------------------------a Pole 18C Weight(lb) i 6,000.00 -------------------------------------------------------------------= ---------- Pole 19 Weight(Ib) I 12,600.00 Pole 20 Weight(Ib) 12,600.00 Total Weight of O&M Building(ton) 21.50 Total Weight of O&M Building(lb) 43,000.00 Total Weight of Control Building(ton) 33.08 Total Weight of Control Building(lb) 66,152.00 Total Weight of Piles(ton) 12,701.97 Total Weight of Piles(lb) 25,403,939.20 Total Weight of Pile Type W6x2511.5'(Ib) 1,046,500.00 Number of Pile Type W6x2511.5' 3,640.00 Total Weight of Pile Type W6x2511.5'(Ib) 287.50 87.50 Total Weight of Pile Type W6x1510.5'(Ib) 7,117,110.00 Number of Pile Type W6x1510.5' 45,188.00 ------------------- -------- Weight of Pile Type W6x1510.5'(Ib) 157.50 ---------------------- Total Weight of Pile Type W6x2012.5'(Ib) 1,783,750.00 Number of Pile Type W6x2012.5' 7,135.00 Total Weight of Pile Type W6x2012.5'(IbJ 250.00 ---------- Total Weight of Pile Type W6x8.511'(Ib) 20,570.00 Weight of Pile Type W6x8.511'(Ib) 93.50 Number of Pile Type W6x8.511' 220.00 ---------------- - ------------------------------------------------------------------------------------ Total Weight of Pile Type W6x1512'(Ib) 143,280.00 Weight of Pile Type W6x1512'(Ib) 180.00 Number of Pile Type W6x1512' I 796.00 -----------------------------------------------------------------+-------------- ------ Total Weight of Pile Type W6x1511'(Ib) I 66,660.00 Weight of Pile Type W6x1511'(Ib) i 165.00 Number of Pile Type W6x1511' 404.00 ------------------ -----------------------------------------------------------------?---------------------- Total Weight of Pile Type W6x1210.5'(Ib) i 874,944.00 Weight of Pile Type W6x1210.5'(Ib) 126.00 Number of Pile Type W6x121as' 6,944.00 ---------------- ---------------------------------------------------------- Total Weight of Pile Type W6x1212.5'(Ib) 5,400.00 Weight of Pile Type W6x1211.5'(Ib) 150.00 Number of Pile Type W6x1211.5' 36.00 Total Weight of Pile Type W6x8.510.5'(Ib) 35,343.00 Weight of Pile Type W6x8.510.5'(Ib) 89.25 A-51 5 of 17 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Number of Pile Type W6x8.510.5' 396.00 --------------- ------------------------------------------------------------------a---------------------- Total Weight of Pile Type W6x1213'(Ib) 2,808.00 Weight of Pile Type W6x1113'(Ib) 156.00 Number of Pile Type W6x1213' 18.00 --------------- -----------------------------------------------------------------4---------------------- Total Weight of Pile Type W6x1212'(Ib) 42,768.00 Weight of Pile Type W6x1112'(Ib) 144.00 Number of Pile Type W6x1212' 29700 ----------------------------------------------------------------------------------- Total Weight of Pile Type W6x1211'(Ib) 375,540.00 Weight of Pile Type W6x1111'(Ib) 132.00 Number of Pile Type W6x1211' I 2,845.00 ------------------------------------------------------------f------- Total Weight of Pile Type W6x2013'(Ib) i 99,840.00 Weight of Pile Type W6x2013'(Ib) 260.00 Number of Pile Type W6x2013' 384.00 ------------------- -----------------------------------------------------------------;---------------------- Total Weight of Pile Type W6x2012'(Ib) 971,760.00 Weight of Pile Type W6x2012'(Ib) 240.00 Number of Pile Type W6x2011' 4,049.00 Total Weight of Pile Type W6x2011.5'(Ib) 131,790.00 Weight of Pile Type W6x2011.5'(Ib) 230.00 Number of Pile Type W6x2011.5' 573.00 ------------------ -----------------------------------------------------------------'---------------------- Total Weight of Pile Type W6X10.411.5'(Ib) 933,660.00 Weight of Pile Type W6X10.411.5'(Ib) 130.00 Number of Pile Type W6X10.412.5' 7,182.00 ---------------- - ------------------------------------------------------------- Total Weight of Pile Type W6X1213.17'(Ib) 2,786,245.20 Weight of Pile Type W6X1213.17'(Ib) 158.04 Number of Pile Type W6X1213.17' I 17,630.00 - ----------------------------------------------------------f------------ Total Weight of Pile Type W6X1214'(Ib) i 699,216.00 Weight of Pile Type W6X1214'(Ib) 168.00 Number of Pile Type W6X1214' 4,162.00 ------------------- ---------------------------------------------------------------- Total Weight of Pile Type W6X1512.25'(Ib) 3,757,68750 Weight of Pile Type W6X1512.25'(Ib) 183.75 Number of Pile Type W6XI512.25' 20,450.00 ---------------- - ---------------------------------------------------------- Total Weight of Pile Type W6X1515.33'(Ib) 1,172,745.00 Weight of Pile Type W6X1515.33'(Ib) i 229.95 Number of Pile Type W6XI515.33' 5,100.00 ---------------- - -----------------------------------------------------------a---------------------- Total Weight of Pile Type W6X2012.75'(Ib) 949,365.00 Weight of Pile Type W6X2012.75'(Ib) 255.00 Number of Pile Type W6X2012.75' 3,723.00 ------------------ -----------------------------------------------------------------' Total Weight of Pile Type W6X2016.25'(Ib) 1,463,800.00 Weight of Pile Type W6X2016.25'(Ib) 325.00 Number of Pile Type W6X2016_25' I 4,504,00 -------------------------------------------------------- Total Weight of Pile Type W6X2518.67'(Ib) 508,757.50 Weight of Pile Type W6X2518.67'(Ib) 466.75 Number of Pile Type W6X2518_67' 1,090.00 ---------------------------------------------------------f--- Total Weight of Pile Type W6X2517.92'(Ib) i 414,400.00 Weight of Pile Type W6X2517.92'(Ib) 448.00 Number of Pile Type W6X2517.92' 925.00 Total Weight of Inverters(ton) 2,501.42 Total Weight of Inverters(Ib) 5,002,833.00 Total Weight of each Inverter type A(lb) 3,426,015.00 Weight of each Inverter type A(Ib) 30,865.00 Number of Inverter type A 111.00 --------------- ----------------------------------------- Total Weight of each Inverter type B(Ib) 1,576,818.00 Weight of each Inverter type B(lb) 30,918.00 Number of Inverter type B 51.00 Total Weight of High Voltage Breakers(ton) 17.10 Total Weight of High Voltage Breakers(Ib) 34,200.00 Weight of each High Voltage Breaker(lb) 11,400.00 Number of High Voltage Breakers 3.00 Total Weight of Low Voltage Breakers and Capacitor Banks(ton) 45.90 Total Weight of Low Voltage Breakers and Capacitor Banks(Ib) 91,800.00 Weight of each Low Voltage Breaker and Capacitor Bank(lb) 5,400.00 Number of Low Voltage Breakers and Capacitor Banks i 17.00 Total Weight of Cabling(ton) 1,872.41 Total Weight of Cabling(lb) 3,744,822.31 Total Weight of 350kCMIL DC Cabling(lb) 51,446.64 Weight of one Foot of 350kCMIL DC Cabling(Ib/ft) 0.45 Feet of 350kCMIL DC Cabling(ft) 113,820.00 --------------------------- Total Weight of 500kCMIL DC Cabling(lb) 146,610.92 Weight of one Foot of 500kCM1L DC Cabling(Ib/ft) 0.61 A-52 6 of 17 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Feet of 500kCMlL DC Cabling(ft) 238,780.00 -------------------------------------------a---------------------- Total Weight of 750kCMIL DC Cabling(lb) 2,420,473.70 Weight of one Foot of 750kCMIL DC Cabling(Ib/ft) 0.90 Feet of 750kCMIL DC Cabling(ft) 2,683,452.00 ---------------------------------------------- Total Weight of 1/3"400 AC Cabling(lb) 118,011.18 Weight of one Foot of 1/3"400 AC Cabling(lb/ft) 0.88 Feet of 113"400 AC Cabling(ft) i 133,648.00 ------------------------------------------------------------------- Total Weight of 1/6"500 AC Cabling(lb) 285,377.96 Weight of one Foot of 1/6"500 AC Cabling(lb/ft) 1.41 Feet of 1/6"500 AC Cabling(ft) I 201,966.00 ----------------------------------------------f- Total Weight of 1/6"750 AC Cabling(lb) i 112,371.48 Weight of one Foot of 1/6"750 AC Cabling(lb/ft) 1.85 Feet of 1/6"750 AC Cabling(ft) 60,840.00 ----------------------------------------------=--------------------- Total Weight of 1/12"1000 AC Cabling(lb) 610,530.42 Weight of one Foot of 1/12"1000 AC Cabling(Ib/ft) 2.17 Feet of 1/12"1000 AC Cabling(ft) 281,870.00 Total Weight of Steelton) 171.14 Total Weight of Steel(lb) 342,275.00 Total 230KV H-Frame Deadend Structure Weight(Ib) 18,094.00 230KV H-Frame Deadend Structure Weight(Ib) 18,094.00 Number of 230KV H-Frame Deadend Structures I 1.00 ------------------------------------------------f--------------------- Total230KV 10 Low Bus Support A Weight(lb) I 7,665.00 230KV 10 Low Bus Support A Weight(lb) 511.00 Number of 130KV 10 Low Bus SupportA 15.00 ------------------- ---------------------------------------------;---------------------- Total230KV 10 Low Bus Support B Weight(Ib) 23,445.00 230KV 10 Low Bus Support B Weight(lb) 521.00 Number of 230KV 10 Low Bus Support B 45.00 ------------- ---------------------------------------------+---------------------- Total230KV 10 High Bus Support A Weight(Ib) 23,868.00 230KV 10 High Bus Support A Weight(lb) i 1,326.00 Number of 230KV 10 High Bus B Supports 18.00 ------------------- ------------------------------------------------------------------ Total 230KV 10 High Bus Support B Weight(lb) 23,886.00 230KV 10 High Bus Support B Weight(Ib) 1,32700 Number of 230KV 10 High Bus Support A 18.00 ------------ ----------------------------------------------------------------- Total 230KV 30 Low Switch Stand A Weight(lb) 13,926.00 130KV 3O Low Switch StandA Weight(lb) 2,321,00 Number of 230KV 30 Low Switch Stand A I 6.00 -----------------------------------------------------------f Total230KV 30 Low Switch Stand B Weight(lb) I 19,656.00 230KV 30 Low Switch Stand B Weight(Ib) 2,184.00 Number of 130KV 30 Low Switch Stand 8 9.00 ------------------- ----------------------------------------------------------------------------------- Total 230KV 10 Current Transformer Stand A Weight(lb) 2,214.00 230KV 10 Current Transformer Stand A Weight(Ib) 738.00 Number of 230KV 10 Current Transformer Stand A 3.00 ------------ -------------------------------------------- Total 230KV 10 Current Transformer Stand B Weight(lb) 2,208.00 230KV 10 Current Transformer Stand B Weight(lb) i 736.00 Number of 230KV 10 Current Transformer Stand B 3.00 ------------ --------------------------------------------- Total 230KV 30 PG&E Metering Stand A Weight(lb) 12,626.00 230KV 30 PG&E Metering Stand A Weight(lb) 6,313.00 Number of 230KV 30 PG&E Metering Stand A 2.00 ------------ -------------------------------------------'--------------------- Total230KV 30 PG&E Metering Stand B Weight(lb) 6,873.00 230KV 30 PG&E Metering Stand B Weight(lb) 6,873.00 Number of 230KV 30 PG&E Metering Stand B I 1.00 ------------ ---------------------------------------------------------------- Total 230KV 10 Voltage Transformer Stand A Weight(lb) 4,107.00 230KV 10 Voltage Transformer Stand A Weight(lb) 1,369.00 Number of 230KV 10 Voltage Transformer Stand A 3.00 ---------------------f--------------------- Total230KV 10 Voltage Transformer Stand B Weight(lb) i 4,470.00 230KV 10 Voltage Transformer Stand B Weight(lb) 745.00 Number of 230KV 10 Voltage Transformer Stand B 6.00 ------------------- ---------------------;--------------------- Total34.5KV 3 Bay Distribution Structure Weight(lb) 26,436.00 34.5KV 3 Bay Distribution Structure Weight(lb) i 8,812.00 Number of 34.5KV 3 Bay Distribution Structures 3.00 ------------- --------------------------------------------+---------------------- Total 34.5KV 1¢Neutral Grounding Resistor Stand A Weight(lb) 811.00 34.5KV 10 Neutral Grounding Resistor Stand A Weight(lb) 811.00 Number of 34.5KV 10 Neutral Grounding Resistor Stand A 1.00 ------------ ------------------------------------------------------------- Total 34.5KV 1¢Neutral Grounding Resistor Stand B Weight(lb) 817.00 34.5KV 10 Neutral Grounding Resistor Stand B Weight(lb) 817.00 Number of 34.5KV 10 Neutral Grounding Resistor Stand B 1.00 ------------ ------------------------------------------------------------ Total 34.5KV 3¢Potential Transformer&Station Service Voltage Transformer Stand A Weight(14 1,822.00 34.5KV 30 Potential Transformer&Station Service Voltage Transformer Stand A Weight(Ib) 1,822.00 Number of 34_5KV 30 Potential Transformer&Station Service Voltage Transformer Stand A 1.00 A-53 7 of 17 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Total 34.5KV 30 Potential Transformer&Station Service Voltage Transformer Stand B Weight fly 1,842.00 34.5KV 30 Potential Transformer&Station Service Voltage Transformer Stand B Weight(lb) i 1,842.00 Number of 34.5KV 30 Potential Transformer&Station Service Voltage Transformer Stand B f 1.00 Total 34.5KV 30 Bus Support Stand A Weight(Ib) 848.00 34.5KV 30 Bus Support Stand A Weight(Ib) 848.00 Number of 34.5KV 3p1 Bus Support Stand A 1.00 -------------------- ------------------------------------------------------------------- Total 34.5KV 30 Bus Support Stand B Weight(Ib) i 840.00 34.5KV Bus Support Stand B Weight(lb) 840.00 Number of 34.5KV Bus Support Stand B 1.00 ------------ --------------------------------------------+---------------------- Total 34.5KV 3 Bay Terminator Stand A Weight(lb) 10,572.00 34.5KV 3 Bay Terminator Stand A Weight(lb) i 5,286.00 Number of 34.5KV 3 Bay Terminator StandA 2.00 ------------------- ---------------------------------------------a---------------------- Total 34.5KV 3 Bay Terminator Stand B Weight(Ib) 9,133.00 34.5KV 3 Bay Terminator Stand B Weight(lb) 9,133.00 Number of 34.5KV 3 Bay Terminator Stand B 1.00 ------------ ---------------------------------------------'---------------------- Total SOFT Static Pole A Weight(lb) 19,752.00 SOFT Static Pole A Weight(lb) 6,584.00 Number of SOFT Static Pole A 3.00 ------------------- ---------------------------------------------------------------------------------------- Total 8OFT Static Pole B Weight(Ib) 13,972.00 SOFT Static Pole B Weight(lb) 6,986.00 Number of SOFT Static Pole B I 2.00 ------------- --------------------f---------------------- Total Control Building&Transformer PIT Stairs Weight(Ib) i 2,353.00 Control Building&Transformer PIT Stairs Weight(lb) 2,353.00 Number of Control Building&Transformer PIT Stairs 1.00 ------------- ---------------------;---------------------- Total 34.5KV Distribution Structure A Weight(lb) 11,547.00 34.5KV Distribution Structure A Weight(lb) i 11,547.00 Number of 34.5KV Distribution Structure A 1.00 ------------- ------------------------------------------------------+---------------------- Total34.5KV Distribution Structure B Weight(Ib) 9,709.00 34.5KV Distribution Structure B Weight(lb) 9,709.00 Number of 34.5KV Distribution Structure B 1.00 ------------------- -----------------------------------------------------------------'---------------------- Total34.5KV Distribution Structure C Weight(lb) i 9,005.00 34.5KV Distribution Structure C Weight(lb) i i 9,005.00 Number of 34.5KV Distribution Structure C 1.00 ------------------- -----------------------------------------------------------------i---------------------- Total230KV Light Bracket Weight(lb) 210.00 230KV Light Bracket Weight(lb) 30.00 Number of 230KV Light Brackets I 7.00 ------------------- -----------------------------------------------------------------f--------------------- Total 34.5KV 4-Bay Terminator Stand Weight(lb) i 13,650.00 34.5KV 4-Bay Terminator Stand Weight(lb) 13,650.00 Number of 34.5KV 4-Bay Terminator Stands 1.00 ------------------- -------------------------------------------------------------------- Total 34.5KV 3-Phase Riser Structure Weight(lb) 4,445.00 34.5KV 3-Phase Riser Structure Weight(Ib) 4,445.00 Number of 34.5KV 3-Phase Riser Structures 1.00 ------------- ----------------------------------------------------+--------------------- Total34.5KV H-Frame Deadend Structure Weight(lb) 39,602.00 34.5KV H-Frame Deadend Structure Weight(lb) i 19,801.00 Number of 34.5KV H-Fram Deadend Structures 2.00 ------------------- ------------------------------------------------------------------------------------ Total Transformer Platform Weight(lb) 1,871.00 Transformer Platform Weight(lb) 1,871.00 Number of Transformer Platforms 1.00 Total Weight of Trackers(ton) 12,897.39 Total Weight of Trackers(Ib) 25,794,789.16 Total Torque Tube Weight(lb) i 21,631,181.85 Torque Tube Weight(lb) 165.15 Number of Torque Tubes 130,979.00 ------------------- -------------------------------------------------------------------+- Total Bearing Housing Assembly Weight(lb) i 2,021,209.71 Bearing Housing Assembly Weight(lb) 16.09 Number of Bearing Housing Assemblies 125,619.00 ------------- --------------------------------------------- Total Slew Gear Weight(lb) 2,142,397.60 Slew Gear Weight(Ib) 151.90 Number of Slew Gears 14,104.00 Total Weight of Concrete(ton) 4,888.44 Weight of Substation Concrete Foundations(ton) 3,619.61 Volume of Substation Concrete Foundations(cubic yards) 1,849.57 Weight of 1 cubic yard of Concrete(ton) 1.96 ......................................................................................................................................................................................................................................................i.................................................. Weight of Inverter Concrete Beam Foundations(ton) 1,248.68 Number of Inverter Concrete Beam Foundations 122.00 Volume of each Inverter Concrete Beam Foundation(cubic yards) 5.22 Weight of 1 cubic yard of Concrete(ton) 1.96 .......................................................................................................................................................................................................................................................................... Weight of BESS Auxiliary Concrete Pads(ton) 20.14 Volume of BESS Auxiliary Concrete Pads(cubic yards) 10.28 A-54 8 of 17 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Weight of 1 cubic yard of Concrete(ton) 1.96 Total Weight of Aggregate(ton) 38,113.66 Weight of Engineering Fill for Inverters(ton) 1,976.80 Volume of Engineering Fill for Inverters(cubic yards) 1,412.00 Weight of 1 cubic yard of Aggregate(ton) 1.40 ......................................................................................................................................................................................................................................................i.................................................. Weight of Scarlet I BESS&Substation Support(ton) 15,087.89 Volume of Scarlet 1 BESS&Substation Support(cubic yards) 10,777.07 Weight of 1 cubic yard of Aggregate(ton) 1.40 ......................................................................................................................................................................................................................................................i.................................................. Weight of Scarlet 11 BESS Support(ton) 21,048.97 Volume of Scarlet 11 BESS Support(cubic yards) 15,034.98 Weight of I cubic yard of Aggregate(ton) 1.40 Total Weight of Miscellaneous Waste(ton) 2,000.00 Total Weight of Other Waste(ton) 45,051.77 Weight of Solar Panels(ton) 36,346.37 Weight of Intact Solar Panels(lb) 72,692,736.03 Weight of each Panel(lb) I 67.53 Number of Panels i 1,076,451 Total Weight of Battery Containers(ton) 8,349.60 Total Weight of Battery Containers(lb) 16,699,200.00 Weight per Battery Container(Ib) I 56,800.00 --------------------------------------------- Number of Battery Containers 294.00 Total Weight of Substation Transformer(ton) 282.30 Total Weight of Substation Transformer(lb) 564,600.00 Weight of each Substation Transformer(Ib) I 282,300.00 ----------------------------------------- Number of Substation Transformers 2.00 Total Weight of Battery Auxiliary Transformer(ton) 73.S0 Total Weight of Battery Auxiliary Transformer(lb) 147,000.00 Weight of each Battery Auxiliary Transformer(Ib) i 24,500.00 y -------------------------------------------- -------------------- Number of Batter Auxiliary Transformers 6.00 A-55 9 of 17 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Additional Input Data Labor Cost Data (from Prevailing Wage Data) Profession Total $/hr Electrician $ 66.47 General Laborer $ 61.31 Forklift Operator $ 81.39 Crane Operator(45 tons and under) $ 88.03 Crane Operator(100 tons and over) $ 91.53 End Loader Operator/ Backhoe Operator $ 87.64 Excavator Operator $ 90.65 Piledriver Operator $ 86.37 Major Equipment Cost Data Equipment Monthly Rate Delivery Forklift $ 2,085.00 $ 250.00 Crane $ 4,316.00 $ 250.00 Grader $ 3,924.00 $ 400.00 Backhoe-Loader $ 1,030.00 $ 250.00 Vibratory Pile Extractor $ 4,500.00 $ 250.00 Excavator 2,384.00 $ 250.00 A-56 10 of 17 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B I�`ram N O -- ��� __N _Co- i w tV I W i fl'�W i i i i i i r z j Q S S a m O S o a N yo N z G N 11 of 17 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B N 1 1 1 - I - 1 i I 00 � N 1� I N=fV I rn=v �I I I I I I I I I I I :pro I rl I _ I 0 N a n 3 z D s� u a IE ti N 12 of 17 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B i I �===o�--� jai • W 1;t� 1 'w �fV 1 I I 1 I I I I Iw v w J'� 1 I i I � i i i � I I I 1 1 i I i 1 � I i I m Ej 0 rt o oC 0 C m n n O • `V o N 13 of 17 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 , Go � 1 , , 1 , I , I 1 1 , 1 I I t I , � r .A W , I I , PI 1 I � I , , i 1 1 1 1 i 1 , I , I , I , 1 I 1 _ = o = ' tea A o m 'e ;ryy S n VN 14 of 17 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B N R_J u^' O� �G , ■G i I� kM i i i i i i I '<sr i• ' "� 1 ? ICAO 1 m m r) m ` Q � N N m N 15 of 17 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Crossing Number APN Scarlet Improvement Easement/Rights Holder Easement Width Easement/Document Purpose Exclusivity Recording Information 24 028-071-47 Project Road United States of America(USBR) 70' Water Pipeline Non-exclusive Instrument No.47626,Book 5329, Page 46 Instrument No.53848 in Book 7035, 24 028-071-47 Project Road Westlands Water District 15' Water Pipeline Non-exclusive Page 16 Instrument No.47626,Book 5329, 24 028-071-47 Overhead Collection United States of America(USBR) 70' Water Pipeline Non-exclusive Page 46 Instrument No.53848 in Book 7035, 24 028-071-47 Overhead Collection Westlands Water District 15' Water Pipeline Non-exclusive Page 16 24 028-111-20 Overhead Collection County ROW 50' Public Road Non-exclusive 24 028-111-20 Overhead Collection Westlands Water District 65' Water Pipeline Non-exclusive Instrument No.43285,in Book 7017, Page 349 25 028-071-47 Overhead Collection United States of America(USBR) 70' Water Pipeline Non-exclusive Instrument No.47626,Book 5329, Page 46 25 028-071-47 Overhead Collection Westlands Water District 15, Water Pipeline Non-exclusive Instrument No.53848 in Book 7035, Page 16 26 028-071-47 Underground Collection Westlands Water District 55' Water Pipeline Non-exclusive Instrument No.53848 in Book 7035, Page 16 Instrument No.54340 in Book 7035, 26 028-071-47 Underground Collection Westlands Water District 75' Water Pipeline Non-exclusive Page 857 27 028-071-47 Project Road Westlands Water District 55' Water Pipeline Non-exclusive Instrument No.53848 in Book 7035,Page 16 Instrument No.54340 in Book 7035, 27 028-071-47 Project Road Westlands Water District 75' Water Pipeline Non-exclusive Page 857 Instrument No.53848 in Book 7035, 28 028-071-47 Underground Collection Westlands Water District 55' Water Pipeline Non-exclusive Page 16 28 028-071-47 Underground Collection Westlands Water District 75' Water Pipeline Non-exclusive Instrument No.54340 in Book 7035, Page 857 29 028-071-47 Underground Collection Westlands Water District 55' Water Pipeline Non-exclusive Instrument No.53848 in Book 7035, Page 16 29 028-071-47 Underground Collection Westlands Water District 75' Water Pipeline Non-exclusive Instrument No.54340 in Book 7035, Page 857 30 028-071-48 Underground Collection PG&E 50' Transmission Line Non-exclusive Instrument No.56945 in Book 2292, Page 448 Instrument No.43285 in Book 7017, 31 028-081-66 Project Road Westlands Water District 60' Water Pipeline Non-exclusive Page 349 Instrument No.43285 in Book 7017, 31 028-081-66 Underground Collection Westlands Water District 60' Water Pipeline Non-exclusive Page 349 Instrument No.56945 in Book 2292, 32 028-081-66 Underground Collection PG&E 50, Transmission Line Non-exclusive Page 448 Instrument No.43285 in Book 7017, 33 028-081-66 Underground Collection Westlands Water District 60' Water Pipeline Non-exclusive Page 349 34 028-081-66 Underground Collection Westlands Water District 75' Water Pipeline Non-exclusive Instrument No.43285 in Book 7017, Page 349 35 028-081-66 Underground Collection Westlands Water District 75' Water Pipeline Non-exclusive Instrument No.43285 in Book 7017, Page 349 36 028-081-66 Project Road Westlands Water District 60' Water Pipeline Non-exclusive Instrument No.43285 in Book 7017, Page 349 Crossing Number APN Scarlet Improvement Easement/Rights Holder Easement Width Easement/Document Purpose Exclusivity Recording Information Instrument No.24736 in Book 5294, 37 028-081-66 Project Road Westlands Water District 85, Water Pipeline Non-exclusive Page 400 (Relinquished Instrument No.55947 in Book 5341, 37 028-081-66 Project Road State of California abutter's rights) Road Conveyance Non-exclusive Page 497 Instrument No.24736 in Book 5294, 38 028-081-66 Overhead Collection Westlands Water District 85, Water Pipeline Non-exclusive Page 400 38 028-081-66 Overhead Collection State of California (Relinquished abutter's rights) Road Conveyance Non-exclusive Instrument No.55947 in Book 5341, Page 497 39 028-120-62 Underground Collection State of California (Relinquished abutter's rights) Road Conveyance Non-exclusive Instrument No.34599 in Book 5570, Page 217 39 028-120-62 Underground Collection Westlands Water District 55' Water Pipeline Non-exclusive Instrument No.63163 in Book 7297, Page 10 (Relinquished Instrument No.34599 in Book 5570, 40 028-120-62 Project Road State of California abutter's rights) Road Conveyance Non-exclusive Page 217 Instrument No.63163 in Book 7297, 40 028-120-62 Project Road Westlands Water District 55, Water Pipeline Non-exclusive Page 10 Instrument No.63163 in Book 7297, 41 028-120-62 Project Road Westlands Water District 75' Water Pipeline Non-exclusive Page 10 41 028-120-62 Project Road Westlands Water District 30' Water Pipeline Non-exclusive Instrument No.2021-0161203 Instrument No.63163 in Book 7297, 42 028-120-62 Underground Collection Westlands Water District 75' Water Pipeline Non-exclusive Page 10 42 028-120-62 Underground Collection Westlands Water District 30' Water Pipeline Non-exclusive Instrument No.2021-0161203 43 028-120-61 Project Road PG&E 75' Transmission Line Non-exclusive Instrument No.59942 in Book 3088, Page 121 44 028-120-61 Underground Collection PG&E 75' Transmission Line Non-exclusive Instrument No.59942 in Book 3088, Page 121 45 028-120-61 Project Road PG&E 75' Transmission Line Non-exclusive Instrument No.59942 in Book 3088, Page 121 Instrument No.59942 in Book 3088, 45 028-120-61 Underground Collection PG&E 75' Transmission Line Non-exclusive Page 121 Instrument No.43285,in Book 7017, 46 028-120-62 Project Road Westlands Water District 75' Water Pipeline Non-exclusive Page 349 46 028-120-62 Project Road Westlands Water District 55' Water Pipeline Non-exclusive Instrument No.43681 in Book 5323,Page 284 A-62 16 of 17 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 46 028-120-62 Project Road Westlands Water District 30' Water Pipeline Non-exclusive Instrument No.2021-0161203 47 028-120-62 Underground Collection Westlands Water District 75' Water Pipeline Non-exclusive Instrument No.43285,in Book 7017, Page 349 Instrument No.43681 in Book 5323, 47 028-120-62 Underground Collection Westlands Water District 55, Water Pipeline Non-exclusive Page 294 47 028-120-62 Underground Collection Westlands Water District 30' Water Pipeline Non-exclusive Instrument No.2021-0161203 Instrument No.43285,in Book 7017, 48 028-111-20 Project Road Westlands Water District 115, Water Pipeline Non-exclusive Page 349 48 028-111-20 Project Road Westlands Water District 30' Water Pipeline Non-exclusive Instrument No.2021-0161203 (Relinquished Instrument No.55947,in Book 5341, 48 028-111-20 Project Road State of California abutter's rights) Road Conveyance Non-exclusive Page 497 Crossing Number APN Scarlet Improvement Easement/Rights Holder Easement Width Easement/Document Purpose Exclusivity Recording Information 49 028-111-20 Project Road Westlands Water District 75' Water Pipeline Non-exclusive Instrument No.43285,in Book 7017, Page 349 Instrument No.43285,in Book 7017, 49 028-111-20 Underground Collection Westlands Water District 75' Water Pipeline Non-exclusive Page 349 50 028-111-20 Underground Collection Westlands Water District 75' Water Pipeline Non-exclusive Instrument No.43285,in Book 7017,Page 349 50 028-111-20 Underground Collection Westlands Water District 30' Water Pipeline Non-exclusive Instrument No.2021-0161203 A-63 17 of 17 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Reviewed and Accepted April 9, 2025 Fresno County Department of Public Works and Planning i A. Randall,Senior Planner Scarlet Solar Energy Project Third Addendum to Reclamation Plan Prepared for Fresno County Department of Public Works and Planning Development Services Division 2220 Tulare Street, 6th Floor Fresno, CA 93721 Prepared by HELIX Environmental Planning, Inc. 1 180 Iron Point Road, Suite 130 Folsom, CA 95630 April 2025 1 03062.00001 .001 A-64 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B This page intentionally left blank A-65 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B TABLE OF CONTENTS Section Paxe 1.0 INTRODUCTION................................................................................................................................1 1.1 Purpose of the Plan............................................................................................................. 1 1.2 Previous Addenda............................................................................................................... 1 1.3 Third Addendum...................................................................................................... ......1 1.4 Fresno County Solar Facility Guidelines............................................ ................................2 1.5 Project Location and Overview...........................................................................................2 2.0 RECLAMATION PLAN CONTENT.......................................................................................................3 3.0 BASELINE CONDITIONS....................................................................................................................5 3.1 Soil Conditions ....................................................................................................................5 3.2 Historical Agricultural Use ..................................................................................................6 4.0 PROJECT FACILITY AND EQUIPMENT...............................................................................................6 4.1 Foundations........................................................................................................................6 4.2 Solar PV Arrays and Racking...............................................................................................6 4.3 Energy Storage System .......................................................................................................7 4.4 Electrical Collection, Inverters, and Transformers..............................................................7 4.5 Substation and Gen-Tie Transmission Lines.......................................................................7 4.6 Support Facilities.................................................................................................................8 4.7 Fencing. ..............................................................................................................................8 4.8 Driveways............................................................................................................................8 5.0 DECOMMISSIONING AND RESTORATION PROCESS.........................................................................8 5.1 Site Preparation Activities...................................................................................................9 5.2 Removal of Facilities.........................................................................................................10 5.3 Debris Management, Disposal,and Recycling..................................................................11 5.4 Hazardous Waste..............................................................................................................11 5.5 Site Restoration ................................................................................................................11 6.0 DECOMMISSIONING COSTS AND FINANCIAL ASSURANCES..........................................................12 6.1 Estimated Cost and Salvage Values ..................................................................................12 6.2 Financial Guarantees for Decommissioning.....................................................................12 7.0 REFERENCES...................................................................................................................................13 i A-66 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B TABLE OF CONTENTS (cont.) LIST OF TABLES No. Title Fagg 1 Project Site Soils Land Capability Classification and Storie Index Scores........................................5 LIST OF APPENDICES A Figures B Engineer Estimate Report(to be provided at a future date) li A-67 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B ACRONYMS AND ABBREVIATIONS AC alternating current CDA Community Development Agency County County of Fresno CUP Conditional Use Permit DC direct current dS/m decisiemens per meter EC electrical conductivity ESP exchangeable sodium percentage gen-tie generation intertie MMRP Mitigation, Monitoring and Reporting Program NAS Lemoore Naval Air Station Lemoore O&M Operations and Maintenance PG&E Pacific Gas& Electric Company Plan Scarlet Solar Energy Project Reclamation Plan PV photovoltaic SCADA supervisory control and data acquisition iii A-68 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B This page intentionally left blank Iv A-69 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Third Addendum to Reclamation Plan for the Scarlet Solar Energy Project I April 2025 1 .0 INTRODUCTION 1 .1 PURPOSE OF THE PLAN The Scarlet Solar Energy Project Reclamation Plan(Plan) outlines a framework for decommissioning and post-operational restoration of the Scarlet Solar Energy Project (project).This Plan is submitted to fulfill the requirements of the Fresno County Solar Facility Guidelines(Fresno County 2017) and mitigation measures related to post-operational site reclamation. The purpose of this Plan is to outline a framework for the removal of the installed power generation equipment and to return the project site to a condition as close to a pre-construction state as possible. The project energy generation equipment is expected to have a life of up to 35 years.At the end of the useful life of the project, the project owner or operator will prepare the project site such that it may be re-used or sold or will provide the County of Fresno (County)with the financial assurances to conduct such work in the event that the owner or operator is incapable of performing such work. The procedures outlined in this Plan will ensure that the project owner, operator, and contractors protect public health and safety, provide environmental protection, and comply with applicable regulations. Additionally, should the facility not be reused,this Plan describes methods to decommission the facility and restore the site to pre-development conditions. Should the site be recommissioned rather than decommissioned, it will be done so in accordance with County permitting requirements. A Final Reclamation Plan will be prepared and finalized in the months prior to decommissioning which will address the approved project, proposed land uses of the site post-decommissioning, and the applicable rules and regulations in place at that time. 1 .2 PREVIOUS ADDENDA The Scarlet Reclamation Plan was initially accepted by the Fresno County Public Works and Planning Department on October 28, 2021. Since October 2021, the Plan has been revised,first in June 2022 to include project decommissioning costs, and subsequently in July 2023 to note that the project site is now entirely owned by RE Scarlet LLC, a wholly owned subsidiary of EDP Renewables North America LLC, and update project decommissioning costs. The revision to the Plan in July 2024, adds a description of Phase I, Phase 11, Phase III,and Phase IV of future project decommissioning and post-operational restoration of the Scarlet Solar Energy Project site. The addendum was precipitated by an amendment to the original Conditional Use Permit (CUP) No. 3555 which divided the single entitled project into four separate entitlements that allows the individual phases to perform reclamation independently,and to allow the corresponding financial sureties to be released independently. 1.3 THIRD ADDENDUM This Plan is the third addendum to the Scarlet Reclamation plan and amends Reclamation Section I (CUP No. 3789), and Reclamation Section IV (CUP No. 3792) to reflect a minor boundary change to allow for optimal location of common improvements for transmission lines within the overall project to connect to the Sonrisa CUP No. 3677,which is contiguous to the project. HELIX Envuonmonlal Planning 1 A-70 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Third Addendum to Reclamation Plan for the Scarlet Solar Energy Project I April 2025 1 .4 FRESNO COUNTY SOLAR FACILITY GUIDELINES The Fresno County Solar Facility Guidelines (Fresno County 2017) requires that as part of the application review process,the applicant will provide a Reclamation Plan detailing the lease life,timeline for removal of the improvements and specific measures to return the site to the agricultural capability prior to installation of solar improvements.The Guidelines also include detailed guidance for the minimum content of Reclamation Plans (addressed in Section 2 of this Plan). 1 .5 PROJECT LOCATION AND OVERVIEW The project site is an approximately 3,766-acre site located in unincorporated Fresno County, approximately 3.5 miles west-southwest of the community of Tranquillity and approximately 6.5 miles east of Interstate 5 (1-5), The existing Pacific Gas and Electric Company's (PG&E)Tranquillity Solar Generating Facility is approximately 0.75 mile west of the project site.The project site would encompass 11 parcels'generally located south of West South Avenue, north of West Dinuba Avenue, east of South Ohio Avenue and State Route (SR)33 (South Derrick Avenue), and west of South San Mateo Avenue. Some of the parcels originally described in the EIR have since been re-numbered after EDP Renewables North America LLC purchased the land from Westlands Water District. All of the parcels in the project site are currently owned by EDP Renewables North America LLC. Prior to EDP Renewables North America LLC purchasing the land, the project site encompassed 24 parcels', as outlined in the Scarlet Solar Project EIR (County 2021). The project is anticipated to be constructed in three continuous phases. Of the 11 parcels, Phase I would encompass 2 entire parcels and a portion of another parcel, Phase II would encompass 6 entire parcels and a portion of another parcel, and Phase III as well as shared facilities across all phases would encompass at least 2 parcels. Portions of parcel 028-111-71 would be used for both Phase I and Phase II. Refer to Figure 1, Regional Location Map, in Appendix A for the project site in the region, and Figure 2, Site Location Map,for an aerial image of the project site. The project is proposed to construct,operate, maintain, and decommission a 400-megawatt(MW)solar photovoltaic(PV)electricity generating facility, energy storage system, and associated infrastructure. The project would provide solar power to utility customers by interconnecting to the regional electricity grid at PG&E Tranquillity Switching Station. The project would operate year-round to generate solar electricity during daylight hours and would store and dispatch power to the energy storage system during both daylight and non-daylight hours. The project is anticipated to be constructed in four phases. Phase I and Phase IV are currently under construction,and construction of Phase II began in October of 2023. Construction of Phase III is anticipated to start in late 2024 or early 2025. Refer to Figure 2 in Appendix A for an aerial image of the four phases. Components of the project would include the following, which are further described below: ' The current project parcels include:028.071.47(Shared Facility),028-071-48,028-071-49,028-071.56,028-081.66,028.101-84(Shared Facility;Portion),028.111-20(Portion),028.111-71,028-111-72,028-120-61,and 028-120-62. ' The project parcels as described in the 2021 EIR Include:028-071-34,028-071-39,028.071-47(Shared Facility),028-071-48,028-071.49,028- 081-66,028.101.72(Shared Facility;Portion),028-101-74(Shared Facility;Portion),028-111-01,028-111.02(Portion),028.111.04,028.111- 06,028.111-07,028.111-09,028-111-10,028-111-13,028-111-14,028.111-15,028.111-16(Portion),028.111.17,028-111-19(Portion),028- 111-20(Portion),028-120-61,and 028-120-62. HELIX Environmental Planning 2 A-71 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Third Addendum to Reclamation Plan for the Scarlet Solar Energy Project I April 2025 • Groups of solar arrays (arrays include PV modules and steel support structures, electrical inverters,transformers, cabling, and other infrastructure); • One electrical substation; • A switchyard, including one high-voltage 230 kV utility switchyard,telecommunications infrastructure, and two 65-foot high dead-end structures; • Approximately 3.5 miles of 230 kV generation intertie (gen-tie)transmission line (from the substation and the project 230 kV switchyard)to connect to the existing PG&E Tranquillity Switching Station; • Improvements to PG&E electrical infrastructure, including a minor expansion of PG&E's Tranquillity Switching Station and approximately 1,900 feet of PG&E 230 kV transmission line to connect the 230 kV gen-tie line to the Tranquillity Switching Station; • Up to 400 MW energy storage system, consisting of battery or flywheel enclosures and electrical cabling; and • Other necessary infrastructure, including one permanent operations and maintenance (O&M) building, a septic system and leach field, a supervisory control and data acquisition (SCADA) system, a meteorological data system, buried conduit for electrical wires,overhead collector lines, on-site access roads, a shared busbar,3 lighting, and wildlife-friendly security fencing. This project is anticipated to remain in operation for up to 35 years from completion of construction. Figure 3,Site Plan, in Appendix A shows the location of the components of the proposed project and associated facilities for all four phases. 2.0 RECLAMATION PLAN CONTENT The County Solar Facility Guidelines include guidelines for preparing a Reclamation Plan (Fresno County 2020). Each of the requirements is addressed individually below. 1. Description of present use of the site; The existing land use of the project site is primarily dry-farmed agriculture. For the past 10 years,the project site intermittently has been in low-yield agricultural production (tilled,seeded, and harvested for winter wheat); intermittently irrigated (drip or sprinkler) and harvested for alfalfa seed or other crops; or disked twice a year and left fallow. 2. Describe the proposed alternative use of the land (all equipment to be installed above and underground,structures,fencing, etc.); Section 1.3 includes a description of the proposed project facilities.The PV modules will be installed on steel posts supported by piles. Inverters,transformers, substations, electrical storage system containers, s A busbar is a system of electrical conductors Ina generating or receiving station on which power Is concentrated for distribution to several electrical circuits. HELIX Envirunmantal nnft 3 A-72 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Third Addendum to Reclamation Plan for the Scarlet Solar Energy Project I April 2025 and the 0&M building will be installed on concrete pads. The collection system will be installed overhead and/or underground. Additional facilities include the 230 kV utility switchyard, telecommunications infrastructure, two 65-foot-high dead-end structures, SCADA system, meteorological data system, septic system with leach field, and wildlife-friendly security fencing. 3. Duration of the alternative use of the property(specify termination date); The proposed facility is expected to be in commercial operation for approximately 35 years from the commencement of operations. Extension of use would be in accordance with County permitting requirements. 4. Address ownership of the property(lease or sale); The entire project site is presently owned by RE Scarlet LLC, a wholly-owned subsidiary of EDP Renewables North America LLC,Approximately 76 acres of federally owned land are surrounded by the project site but are not proposed to be included in the project. 5. Describe how the subject property will be reclaimed to its previous agricultural condition (if applicable), specifically: a. Timeline for completion of reclamation after solar facility lease has terminated (identify phasing if needed); b. Handling of any hazardous chemicals/materials to be removed; c. Removal of all equipment, structures, buildings, and improvements at and above grade; d. Removal of any below-grade foundations; e. Removal of any below-grade infrastructure (cables/lines, etc.)that are no longer deemed necessary by the local public utility company; f. Detail any grading necessary to return the site to original grade; g. Type of crops to be planted; and h. Irrigation system details to be used (existing wells, pumps, etc. should remain throughout the solar facility use); Procedures to remove the facility and restore the project back to pre-project conditions are included in Section 3 of this Plan. In consideration of these restrictions,this Plan contemplates decommissioning the project and stabilizing the site but does not propose additional actions to restore agricultural capacity to the property beyond its present condition on those parcels. 6. A Site Plan shall be submitted along with the text of the Reclamation Plan showing the location of equipment,structures, above and underground utilities, fencing, buffer area, reclamation phasing, etc.; A Site Plan is included in Appendix A. 7. An engineering cost estimate of reclaiming the site to its previous agricultural condition shall be submitted for review and approval; HELIX nning 4 A-73 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Third Addendum to Reclamation Plan for the Scarlet Solar Energy Project I April 2025 Per the Solar Facility Guidelines for a Final Reclamation Plan, the engineer cost estimate to implement the Reclamation Plan for each Phase of the Reclamation is included in this Plan as Appendix B. 8. Financial assurances equal to the cost of reclaiming the land to its previous agricultural condition shall be submitted to ensure the reclamation is performed according to the approved plan. Financial assurances shall be made to the County of Fresno and may take the form of a cash or escrow deposit that complies with Section 66499 of the California Government Code, et seq.; Financial assurances will be provided based on the engineer cost estimate noted under item 7, above. 9. Evidence that all owners of record have been notified of the proposed Reclamation Plan. As discussed under item 4, above, RE Scarlet LLC, a wholly-owned subsidiary of EDP Renewables North America LLC, owns the entire project site. 3.0 BASELINE CONDITIONS 3.1 SOIL CONDITIONS Table 1, Project Site Soils Land Capability Classification and Storie Index Scores, describes the project's soil classifications according to various systems used in California. Refer to Figure 4,Soils Map, in Appendix A for the distribution of soils on the project site. The majority of the site consists of the Tranquillity clay and Ciervo clay as only 0.01 acre of Calfax clay soil exists on-site. Table 1 PROJECT SITE SOILS LAND CAPABILITY CLASSIFICATION AND STORIE INDEX SCORES Proportion LCC Map LCC Storie Index Storie Index Mapping Unit Acres Project Rating Symbol Rating Value Rating Rating Class Site 286 Tranquility clay, 2,394.6 0.64 Illw 60 5 Grade 5- saline-sodic,wet Poor 461 Ciervo clay, saline- 1,371.6 0.36 Ills 60 26 Grade 4- sodic,wet Poor 482 Calfax clay loam, 0.01 0.00 Ills 60 39 Grade 4- saline-sodic,wet Poor TOTAL 3,766.21 1.00 - - Source:NRCS 2023 Notes,LCC-Land Capability Classification. Land Capability Classification (LCC)demonstrates the suitability of soils for growing field crops. Based on LCC,the site's LCC soil rating is Class 3. Class 3 soils have severe limitations that reduce the choice of plants or require special conservation practices, or both. The letter"s" shows that the soil is limited mainly because it is shallow, droughty, or stony, and the letter"w"shows that water in or on the soil interferes with plant growth or cultivation (in some soils the wetness can be partly corrected by artificial drainage). HELIX Emuonmenlal Planning 5 A-74 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Third Addendum to Reclamation Plan for the Scarlet Solar Energy Project I April 2025 The Storie Index Rating provides a numeric rating (based on a 100-point scale)of the relative degree of suitability or value of a given soil for intensive agriculture use. This rating is based upon soil characteristics only. Named components are assigned grades according to their suitability for general intensive agriculture as shown by their Storie index ratings.The six grades and their range in index ratings are: Grade 1-80 to 100;Grade 2-60 to 79;Grade 3-40 to 59; Grade 4-20 to 39; Grade 5-10 to 19; and Grade 6—less than 10(USDA 2006). The LCC rating for each soil type and the Storie Index rating was determined based on the Soil Survey for Fresno County (USDA 2006). 3.2 HISTORICAL AGRICULTURAL USE The project site is primarily dry-farmed agriculture that has been intermittently irrigated. For the past 10 years,the project site has been in low-yield agricultural production (tilled,seeded, and harvested for winter wheat); intermittently irrigated (drip or sprinkler) and harvested for alfalfa seed or other crops; or disced twice a year and left fallow.The site is subject to high levels of selenium and a water table that does not provide sufficient drainage for most commercially irrigated crops. For the portion of the project site that is cultivated without the benefit of irrigation, the productivity of these crops depends entirely on rainfall. When the unirrigated crops fail to mature to harvest, the land is grazed as rangeland grasses. 4.0 PROJECT FACILITY AND EQUIPMENT The project will be comprised of solar panels, inverters, access roads,an 0&M building, septic system and leach field,and electrical equipment including substations, battery storage enclosures,and wiring. The site will be secured by an up to 8-foot-high chain link perimeter fence, topped with three-strand barbed wire, through which multiple points of ingress/egress would be accessed by locked gates. 4.1 FOUNDATIONS Concrete foundations (equipment pads) will be required for energy storage containers,substation dead- end structures, project inverters,transformers,and switchgear.The C&M building will be constructed on a concrete foundation. Foundations will vary in depth based on micro-siting of these elements but will range from approximately 6 inches to 36 inches. PV arrays will be supported by steel piles that are driven directly into the substrate and will not require concrete foundations. 4.2 SOLAR PV ARRAYS AND RACKING The PV modules will be manufactured at an off-site location and then transported to the Project site. The PV modules will be mounted on a galvanized metal racking system (that would include a metal single-axis utility-scale tracker or a fixed-tilt racking system) and would be connected to inverter- transformer stations. The modules will be made of a semiconductor material covered by a tempered glass pane or otherwise sealed for long-term outdoor durability. PV modules would be dark colored, highly absorptive, and minimally reflective. As previously mentioned,the structures supporting the PV modules consist of steel piles, driven into the substrate. HELIXX n Planing 6 A-75 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Third Addendum to Reclamation Plan for the Scarlet Solar Energy Project I April 2025 4.3 ENERGY STORAGE SYSTEM The project will include a battery storage system capable of storing up to 400 MW of electricity and conducting energy to the regional electricity grid.The battery storage system will be located in the southwestern portion of parcel 028-071-47.The storage system will consist of battery banks housed in electrical enclosures and buried electrical conduit. The project will use one of a number of commercially available energy storage technologies, including but not limited to Lithium-ion (Li-ion) or flow batteries. The energy storage system will be concentrated in one location on the site, connected to the PV array via alternating current ("AC-coupled"). 4.4 ELECTRICAL COLLECTION, INVERTERS, AND TRANSFORMERS Panels will be electrically connected into panel strings using wiring attached to the panel racking system. Panel strings will be electrically connected to one other via overhead and/or underground wiring installed from the panel strings to combiner boxes located throughout the PV arrays. Wire depths will be in accordance with local, state, and federal codes, and will likely be buried at a minimum of 18 inches below grade by excavating a trench wide enough to accommodate the cables.To accommodate the cables, a polyvinyl chloride(PVC)conduit may be installed in the trench,or,alternatively, cable rated for direct burial would be installed. Where used,overhead cables will be installed on wood poles up to SO feet in height. Each 2 MW block of the project will include an inverter-transformer station. Each inverter-transformer station will be constructed on a concrete pad or steel skid measuring approximately 40 feet by 25 feet; however,the final size will depend on available technology and market conditions. Each inverter and transformer station will contain a DC combiner(which will collect DC electrical power from the PV modules), up to four inverters, a transformer, an auxiliary power transformer, and a switchboard approximately eight to 11 feet high. If required based on site meteorological conditions, an inverter shade structure will be installed at each pad. The shade structure would consist of wood or metal supports and a durable outdoor material shade structure (metal,vinyl,or similar). The shade structure would extend up to 10 feet above the top of the inverter pad. 4.5 SUBSTATION AND GEN-TIE TRANSMISSION LINES The project will include one substation. The substation will occupy an approximately 27,000-square-foot (150 feet by 180 feet) area enclosed by an approximately 8-foot-high chain link fence topped with one foot of barbed wire. The substation is anticipated to be shared with the proposed Sonrisa Solar Energy Project and will be located in the southwestern portion of parcel 028-071-47. Structural components in the substation area will include transformers, footings,control buildings, metering stand, capacitor bank, circuit breaker and air disconnect switches,fiber optic telecommunications infrastructure, lighting mast, dead-end structure, and equipment storage containers. The substation area will be graded and compacted, and the equipment placed on concrete pads. Because the substation transformers will contain oil as an insulating fluid, the substation will be designed to accommodate an accidental spill of transformer fluid using containment-style mounting. Each of the dead-end structures will require foundations excavated to a depth of 20 feet or more. HELIX Environmonlal Planning 7 A-76 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Third Addendum to Reclamation Plan for the Scarlet Solar Energy Project I April 2025 The gen-tie structures will include tubular steel poles and H-frame structures with foundations excavated to a depth of 20 feet or more.The overhead gen-tie line will be up to approximately 3.5 miles long and consist of up to 30 structures.The structures could be up to 150 feet tall, although most would likely be no more than 110 feet.Overhead gen-tie lines are anticipated to be shared with the proposed Sonrisa Solar Energy Project and would be located on parcel 028-101-84. 4.6 SUPPORT FACILITIES Support facilities include the 700-square-foot O&M building,SCADA systern, and the meteorological data collection system. The O&M building will be located on a concrete foundation and will include plumbing, a septic system and leach field. The O&M building is anticipated to be shared with the proposed Sonrisa Solar Energy Project and will be located in the southwestern portion of parcel 028- 071-47. The SCADA system will include buried fiber optic cables,and the SCADA system cabinet will be located in the control buildings in the substation facility. Telecommunication systems associated with the SCADA system will interconnect at PG&E's Tranquillity Switching Station. 4.7 FENCING A dual purpose security and wildlife fence will be constructed around the project and will enclose all operational areas throughout the lifetime of the project through decommissioning.The fence design will reach up to 8 feet high and will consist of approximately 6-foot-high chain-link galvanized metal fence topped by three strands of barbed wire approximately one foot high. 4.8 DRIVEWAYS The perimeter road and main access roads will be approximately 20 to 30 feet wide and constructed to be consistent with facility maintenance requirements and Fresno County Fire Department standards. These roads will be surfaced with gravel, compacted dirt, or another commercially available surface. Internal roads will have permeable surfaces and be approximately 12 to 20 feet in width or as otherwise required by Fresno County Fire Department standards. They will be treated to create a durable, dustless surface for use during construction and operation. This will likely involve surfacing with gravel, compacted native soil, or a dust palliative. 5.0 DECOMMISSIONING AND RESTORATION PROCESS Decommissioning of the project is assumed to begin approximately 35 years after operation of the project is initiated. Project decommissioning may incorporate sale and/or recycling of some components; however, this Draft Reclamation Plan assumes that all equipment and facilities within and associated with the facility will be removed. All decommissioning, reclamation, and restoration activities will adhere to the requirements of appropriate governing authorities, and will be in accordance with all applicable federal, provincial,and local permits. The reclamation and restoration process comprises removal of above ground structures; HELIX Envitonmonlal Planning 8 A-77 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Third Addendum to Reclamation Plan for the Scarlet Solar Energy Project I April 2025 removal of below ground foundations and infrastructure;and restoration of topsoil, re-vegetation, and seeding. Appropriate temporary (construction-related) erosion and sedimentation control best management practices (BMP)will be used during the reclamation phase of the project. The BMPs will be inspected on a regular basis to ensure their function. Reclamation of the project will occur within 24 months of either: (i)the expiration of the project's CUP or(ii) the abandonment of the project without the project owner making efforts to cure a disruption of electricity production,whichever occurs first. Construction of the Scarlet Solar Energy Project will occur in four phases. Construction of Phases I and II is complete, with Phase IV mostly complete. Construction of Phase III is anticipated to start in late 2025. Phase IV will include the construction of energy facilities that will be shared by the Scarlet Solar Energy Project and the proposed Sonrisa Solar Energy Project. The shared facilities will be located on parcels 028-071-47, 028-101-84,028-071-39, 028-071-34,028-111-01,028-111-07,028-111-10, 028-111-13, 028-111-14, 028-111-15,028-111-16, 028-111-17,and 028-111-19. Phase IV is shown on Figure 2 in Appendix A. Note that Phase IV boundaries are approximate at this time and legal descriptions would be provided to support any Reclamation Agreement. It is anticipated that the Scarlet Solar Energy Project and the proposed Sonrisa Energy Project will share a general substation and 0&M facility and parking area located in the southwestern portion of parcel 028-071-47. Additionally,shared transmission lines will be located on portions of parcels 028-101-84, 028-071-39,028-111-01, 028-111-07, 028-111-10, 028-111-13,028-111-14, 028-111-15,028-111-16, 028-111-17, and 028-111-19. Similar to the construction of the project, decommissioning of the project will occur in four phases. Infrastructure that solely support Phase I, Phase II, and Phase III will be decommissioned at the end of the useful life of each phase. The decommissioning of any of Phases I through IV infrastructure could occur independently of the other phase and would not need to be decommissioned in a particular order. All infrastructure that will be shared across phases(Phase IV) as well as across projects (Scarlet Solar Energy Project and proposed Sonrisa Solar Energy Project)will be decommissioned at the end of the last phase that utilizes that infrastructure. In other words, reclamation of the infrastructure that would be shared across projects will occur within 24 months of either: (i)the later of the expiration of the Sonrisa Solar Energy Project or the Scarlet Solar Energy Project's CUP or(ii)the abandonment of both the Sonrisa Solar Energy Project and the Scarlet Solar Energy Project without the project owner making efforts to cure a disruption of electricity production, whichever occurs first. 5.1 SITE PREPARATION ACTIVITIES The project site will be prepared prior to commencement of decommissioning and salvage activities (including removal of facilities,Section 5.3, and site restoration, Section 5.5).These preparatory measures will include electrical inspections as well as inspections of any water tanks on site,access routes, drainage crossings,security fences, and gates to ensure all such components are safe and functional. Following these inspections, preparatory measures may be required including, but not limited to, electrical improvements, road improvements, as-needed vegetation clearing,fencing and gate repair,and removal and disposal of materials generated from the above-listed activities. Creation of temporary work area(s)to provide sufficient area for the lay-down of the disassembled project components and loading onto trucks will be required. HELIX Environmonkil Vlannlrp 9 A-78 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Third Addendum to Reclamation Plan for the Scarlet Solar Energy Project I April 2025 5.2 REMOVAL OF FACILITIES This section describes the materials and other equipment that will require removal or salvage during the decommissioning process. Prior to, during, and after removal, project equipment and components will be inspected to ensure all components are safe and functional. The equipment will generally be removed in reverse order of the installation, as follows: 1. Solar Array and Rack Disassembly a. The solar facility will be disconnected from the utility power grid. b. PV modules will be disconnected,collected, and either shipped to another project, salvaged, or submitted to a collection and recycling or disposal program. During decommissioning, PV panels will be de-energized and dismantled from the torque tubes by sliding the panels off the mounting saddles once the connector clips are removed. Next, the PV solar panels and rack supports will be removed in their entirety from the site.The panels will be carefully removed by hand and the rack supports will be removed by excavators with attachments, or other similar equipment. The panels will be placed on pallets and transported off-site. c. Aboveground and underground electrical interconnection and distribution cables that are no longer deemed necessary by the local public utility company will be removed to approximately three feet below ground surface and disposed of or recycled off-site by an approved recycling facility. d. PV module racking systems will be removed and may be recycled off-site by a metals recycler. The racking structure supporting the PV panels will be unbolted and disassembled using standard hand tools.The vertical steel piles, poles, and posts supporting the racks and all steel support piles will be completely removed and transported off-site for salvage or reuse.Other equipment and/or material will be removed from the site for resale, scrap value, recycled, or disposal depending on market conditions. 2. Pier and Foundation Removal The larger slab-on-grade concrete foundations and support pads will be broken up by mechanical equipment (such as a backhoe-hydraulic hammer/shovel, orjackhammer), loaded onto trucks, and removed from the site. Concrete pads will be recycled or reused as clean fill at another location. 3. Electrical Demolition a. Electrical demolition includes the electrical equipment and infrastructure. DC combiner boxes, power aggregation wiring, Power Conversion Stations(DD recombiner/inverter/ transformer modular units), sensors, weather stations,the gen-tie line connecting to the substation. Power Conversion Stations will be removed by cutting and removing the conduit and using a crane to place the unit in a salvage truck.All additional above ground cables would be cut and removed, including above ground conductors and grounding cable, and overhead lines. Decommissioning will require dismantling and HELIX ia nning 10 A-79 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Third Addendum to Reclamation Plan for the Scarlet Solar Energy Project I April 2025 removal of all aboveground electrical equipment and conduit or improvements placed above or below ground. Removal of substation equipment includes transformers, switches,structures, overhead lines, equipment pads,and grounding grid. Underground equipment to be removed consists of underground cables, conduit, and electrical lines. Equipment will be de-energized prior to removal; salvaged (where possible); placed in appropriate shipping containers; and secured in a truck transport trailer for transport off-site.All conductors are assumed to be removed and aggregated for recycling. All subterranean conduit, Power Conversion Stations, and other electrical equipment will be removed for off-site recycling or disposal. All decommissioning, recycling, and disposal of electrical devices, equipment and wiring/cabling will be conducted in accordance with applicable local, state, and federal standards and guidelines. b. The gen-tie to the PG&E Tranquillity Switching Station will be removed. Overhead electrical lines and poles will be removed and recycled, reused,or disposed of in accordance with regulatory requirements at the time of decommissioning, and holes from pole removal will be filled with clean fill. 4. Civil Site Reclamation a. The septic system and leach field will be removed. b. Fencing will be removed and will be recycled off-site by an approved recycler. c. Interior driveways and pre-fabricated bridges can either remain on-site for future use or be removed. Gravel will be repurposed either on-or off-site. 5.3 DEBRIS MANAGEMENT, DISPOSAL, AND RECYCLING During the demolition process, removed materials and demolition debris will be placed in designated locations within the project site.The stockpiles will then be transported to an off-site recycling center, used equipment market for resale, or an approved landfill depending on the material being disposed of. Equipment will be salvaged or recycled wherever possible. 5.4 HAZARDOUS WASTE Relatively small quantities of hazardous materials would be used during decommissioning. Disposal and transportation of hazardous waste will be conducted in compliance with appropriate state and federal laws, ordinances, regulations, and standards. 5.5 SITE RESTORATION Soils will be restored to pre-project topographic conditions to prepare the site for the continuation of agricultural land uses, Areas planned for crop production within 12 months following decommissioning will be left unplanted. All driveways and other areas compacted during original construction or by equipment used in the decommissioning will be tilled in a manner adequate to restore the sub-grade material to the proper density and depth consistent with adjacent properties. Holes and low areas resulting from the removal of project features such as piles, poles, and foundations will be filled with clean,compatible sub-grade HELIX Environmental Planning 11 A-80 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Third Addendum to Reclamation Plan for the Scarlet Solar Energy Project I April 2025 material resulting from on-site decommissioning activities. After proper sub-grade depth is established, locally-sourced topsoil would be placed to a depth and density consistent with adjacent properties. As previously mentioned, areas that will be revegetated may be limited to areas disturbed during decommissioning activities and that won't be used for crop production within 12 months following decommissioning. Areas planned for revegetation restoration will be prepared as followed: 1) Mow area; 2) Disk area;3) Hydraulic seeding project site using a rangeland seed mix of grasses and forage crops. 6.0 DECOMMISSIONING COSTS AND FINANCIAL ASSURANCES 6.1 ESTIMATED COST AND SALVAGE VALUES The estimated budget will present a probable cost, in present value,for the decommissioning based on the assumption that the solar modules, module support structures, racking, electrical system, interconnection facilities,and other project components may be disassembled and recycled and disposed of following completion of the solar electric power system. Per the Solar Facility Guidelines for a Final Reclamation Plan,the engineer cost estimate to implement the Reclamation Plan will be provided following project approval and will be included in this Plan as Appendix B.The cost estimates are applicable for a five-year period from the date of submission. 6.2 FINANCIAL GUARANTEES FOR DECOMMISSIONING In accordance with CUP No. 3555 Condition of Approval 5, prior to the issuance of the grading permit, the project owner will provide financial assurance in an amount sufficient to reclaim the site to its previous conditions in accordance with the approved Reclamation Plan. Financial assurances will be made to the County of Fresno and maintained through a cash or escrow deposit. The financial assurance under the agreement shall (1) initially cover the project owner's cost of performing its obligations under the reclamation agreement, as stated above, based on the final County- approved design of the project,which cost estimate shall be provided by the project owner to the county and be subject to approval by the County, and (2) be automatically increased annually, due to increases in costs, using the Engineering News-Record construction cost index.This estimate will consider any project components that are expected to be left in place at the request of and for the benefit of the subsequent landowner(e.g., access roads, electrical lines, 0&M building). HELIX EnWronmanlal Planning 12 A-81 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Third Addendum to Reclamation Plan for the Scarlet Solar Energy Project I April 2025 7.0 REFERENCES Fresno, County of(Fresno County). 2021. Scarlet Solar Energy Project EIR.Accessed July 25, 2023 at: https://ceganet.opr.ca.gov/2018091022/2 2020. Guidelines for Preparing a Solar Electrical Generation Facility Reclamation Plan. Accessed June 2020. Available at: https://www.co.fresno.ca.us/departments/public-works- planning/divisions-of-public-works-and-planning/development-services-division/planning-and- land-use/photovolta ic-facilities-p-3106. 2017. Solar Facility Guidelines. Revised by the Board of Supervisors on December 12.Available at: littps://www.co.fresno.ca.us/departments/public-works-planning/divisions-of-public-works- and-planning;/development-services-division/planning-and-land-use/photovoltaic-facilities-p- 1621. Natural Resource Conservation Service, United States Department of Agriculture(NRCS). 2023. Custom Soil Resource Report for Scarlet Solar Energy Project.Accessed on July 26, 2023 at littps://websoilsurvey.sc.egov.usda.gov/App/WebSoilSurvey.aspx. United States Department of Agriculture (USDA). 2006. Soil Survey for Fresno County, California. May. Available at: https://www.waterboards.ca.pov/waterrigfits/water issues/programs/bay delta/california wat erfix/exhibits/does/dd iardins/part2/ddi 264.pdf HELIX Enviranweniai nning 13 A-82 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Third Addendum to Reclamation Plan for the Scarlet Solar Energy Project I April 2025 This page intentionally left blank HELIX Environmental Ptanning 14 A-83 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Appendix A Figures A-84 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Scarlet Solar Energy Pro•ect -_RlPperclan Ave n Merced Madera � t \ Mendota Pool Fresno San 8enila I\ Whitesbrid�e Avc.- Kings Monterey 33 W W�Incoln Ave 0 O V1 I � a Q \ O \ 0 C A LL N �dN1 r 3, W Kamm Ave frrh• Cantua W Clarkson Ave w`r Creek W Elkhorn Ave -j•, 15 W Cerini A 1' rf• i n.� ve c N I 1i h 1 USGS 7.5 Min. Levis& Cantua Creek Quad Township'15S, Range 15E, Section 20-23&27-30 Township-15S,;Range 14E, Section 25 ApproximatefLocation:, -120.3485217 36.60471706 NAD 1983 State Plane'bA Zone IV-(US Feet) ?ri Approximate Acreage*t3,766.26 Acres 0 5 Miles } Source: Base Map Layers(Esrl,USGS,NGA,NASA) HELIX Regional Location Map Environmental Planning Figure 1 A-85 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B E - — y N v v c v y :3 v C N 0- m g a so 7D g V / , J Vf cm �! p aC/ 0 p f tY r �47�-0�0© t7(tzafhiflto(Sn ©¢lffi.7xpbbo C! tt --�=C14aY�TX)fj�uufl7pr-ylfJ----�74X�7fl �— — ---6�C1R'b�719 -- d o W ppuf%6o5tot sarogduopmgruo) I A-86 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B E H rn v = `1 v .2 O � v 40 iL- u C ry� N Q = ❑ < c LL a N � a��cmaacoe emeaa-00 I cmauavjm© a � QutzDCcA �C7G�Cl0 � ' cnquMoamo aocmcsncoo ©wAbm= ra � L 7 _ W PPuI'9LEOSLOt tuoU37S uopowopo�'EQy�dopy�osuuoSpuV7�(+o�SIZ9OF0 fDl9o^��°+HdO313151NfONdVI A-87 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B FIGURE 3-2 Phase I Phase II _ _ _ _ _ rApproximate acreage _ _ _ Phase III of Modifcation is 35.648 acres Phase IV Length of Modification L� `a— — —1. miles _ — _ _ — I Phase IV i Nidth of Modification) /.ApUgx a Z2 LPet_ J ICI PV,BLOCKS FENCELINE I i PROJECT SUBSTATION I 1 ! DRIVEWA BESS DRIB OEM FACILITY = ---- [AYDOW N YARD= i PARKING DRIVEWAY I -_ DRIVEWAY �rDRIVEW. -AREA II - -- � � A-88 Docusign Envelope ID:AC43FA66-24B6-42OA-80C2-F4752OB9359B iq O N a � a any ojuVU UV5, \ � n � Il N W o H N r •� O O ul � a E N 4 N O N Z W u any i �.n GI rJ N 00 n Q J lD 00 N (u N t-i u1 Q �O a) O cf ❑. N Z, O cu 01 71 Q O _ ei � 0 ♦✓ Q1 -10 J..i 3 a u v) a a) u lei v ° 3 0 Q GJ u v' N •-i; O _C lD 0 FO tD 6J �n O '� m y 4JIJJaQ S u1 U _r > >= > f ru m J-+ N U U O X 0 � M > • � L C -p a V IU IV l.1 Fes- � 0L1i u5 O A-89 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Table 1:Sarlat I Decommissioning Cost Summary Table DI,..,W.g Clrll Com.,.m. lob,GM rf NI ,nf GM rol.Nwn rerel S/Hr Amon@All Ameunf e/ lebar[Ma/er INronnol AN., InwnMl W.1 (eulPmrnf DOWN Ovetce. MouMr refN J u�pmrnr te.r Solon PMlen1.11 Modd.lf l.ed. S f171f0.00 t I171e00 flrcnk/an dra ,Ouzo,d,H,hs and dnnma.modal, A S AR17 low I1f,110.ao OmsrNN rrr Nlmwnu madu fond Nnm1 or,hpq'rrol 6 S iJ.11 IS00 f JJI,SIA00 f 6SS,JJu.oO w m nrewrorw ulWw, pnro eronroprt rnf 1 f ILl1 1l00 5 JO7A)00 A S JS0.00 1 S 1085.00 1 4.3 5 f7,7A0.00 SNso MMus,CoetNeell S1f 71).N t NtAO Ehmh IfSS ndmkNnA-aleol W.Nk disco. JIfJl wn -from /hlnhWnJlunm oa 1n 1 wfoaa,-DMroNMr n...1 A IH.N GMnINYwapfwml mrdeNnitli,eunM[Ibn,Jw.[pfJf mnrvM[rfrem prop 3 L,NSi. Moml and o ,m!drme6reno ,oe.ee.m,u rmnr 1 S fLfJ 1! S AM.fI e rMnf vpsrowI.fl w, T 11S! U S IWJ@ S noco S 1,3J6.00 0S is 2.408.00 ad rmnf M1nr w111e, f7dd AJ S N0.11 l MOD f 1 J.-mmi 0,5 is 1.2mm "Isr AK .Ssrv[nur• 3 11S11A0 f !lmw Qm, boor unYNH end dmanmYla 1 j •Il.l1 Id 1SO.N f 1L711.s0 EquMmonl eponlar unpfsr J 7 f7.N IA 7l6171 J S JS000 S 1.0f0.00 as 7.710.w oel►.1 D 1fLA0 j 4730.00 O,M1N f n,pr rrr, S ALIAt.1m Is.Nlmsnlparotw uM/hasag= 1 N.I7 1f0 1 77a10 1 Is JScAD S alswcol 1 is 1,730 m0 ton,l.f 7141.60 l Lf10,oD ralap[Aa ome IJ.fJ N S LNLN S /,,ff.10 qulAm,nrapnfw wlNlr, e o n WloM NoOfrm W.I f f7.f1 1 11 S 4.206.72 A T JSD.00 S I,OJO fq O! S J,lla.w n•• f /n7.71 f Sim" (aw nr roles unYw! A S Use 7l f §,"7.72 1 now S I'mom o7 S J,l10.00 f 5,707.7t aIIMe Z511 Mm 1ndull.11 m inmbI ►..prod leelNna f 1.N 0.5 f 741N 0ovro am pr/omv NmNNien J S sill 10 f 615.10 S I,2f1.S0 FW brMnlowM1rer unhu, 1 @7.N I If1.10 IS Isom I S topowl 0.l 76f 00 ON-mum ON-mung[lewkal Com .tots (ow Co., M yfeuf nl C.rl rwN Moun tfpl S/N. Arne„9All Amvunto/ IpbrrMNw Noon.,! folor IsrwnnN real (w.monf D,Ilwry Sl~h M..h /onl foubmrnl Gar VMerpwn Gnluwan•el Gmmunlut n!foY r! f 7 A S,11.s0 Oswrolborer hWr J f 61J1 JO 8l/.l0 (oWMNM1l ep,rofw wNN, r 1 S Il.f l0 S A1,." 1 S J!000 S 0. L7N.10 t 9,7fS.00 fOurPmrnlaprolw S -As M S 11f.10 1 1 71 !N. of S 1.441.00 A wpw Carl u[,enu when aS.Nettc h , f 9130. S7.s0 Qo,nrol wo,nmaw,sandurnn rom na rrinwsoro! J AJJI l0 S La1f./0 - oubmrnrvwmrp,ul 70 S J.N1.M S 25a 00 .0I100 O.J S 1T1J.>0 f 0,967.70 Iwbmsnle ronrof n 1 I7N N S LRJ1.70 1 3000 I.OJD,Oa 0.3 S 76500 fswN wnnn fta0pel ro[w.NMr Innner Iron11om1M enbel f 6e74 LmAO wfMen eYM ws[Mw w,1,rminNMn, few !0 f IN.10 OsrNnl 0warrbeMnmmlvoMulf nil w $ I819J0 S S,Smaci fqullenrnfA odfM , ropfon In Dud 1 -0! J. S Lid0/0 1 210.00 I,JJA.W as S ;,OA. UN Muh ObroMeAlWIoM! S N1.N 761A0 011.obrl d.. ldreWn see rom Alan--! J 3 66.17 l0 S L99410 Ormrol bberortub NMWf win J S Al.11I JO f 1/l./0 f 7.177.60 NWemrn10Mro1N unw, 1 If.N 1 JI!l.JO 1 9 0 W 0S Fes .ddi,i-.j S •eN. ZRZ �l N,CO [M[bn yM 4•I DKNb eM M1mOWIfwmNNINn1 J fe.1 !0 1 f0AJ0 f 7,J77.N erw[srb wMW Mn J J a0 LW All /ovsmmrpp,odror WWnf 67. 70 S LIJD.70 1 1 00 1.000) P S 76100 AP Vn. ,eon eeCAll N.l S /W. I,N1.10 OrmM1l 6oror dnroupNraM bo0l an a I J.11 10 S I.IJD,10 fw m nrowronrullAn! Y 1 /L l9 f0 S 2.441.70 f 730.00 1 7.011.00 01 f J.J9t.f0 f 11,119.10 (IuhN.onropnro,uuNo, 1 s /7A1 !0 7.AJ/.70 1 Jso 00 s 1.0J0,00 0.! S MAO fqulpmtnf GMroraY ulDw1 1 S NAS f0 S 1711.50 1 11 210.001 f 1JN 00 Is S J,111, Aeewpwnd WM, A71. f %70030 ffs[nkNn hoennsNl.611, 1 1 NA7 I f 331.7/ fgwP l.w.Ww M1 to lowfr[oONnIM uM 1 S 11.01 S Md.N J Jl000 S d,l 0 10/.00 j f,07S.10 OrMM1 I dJJI @ ! Ism1i aw mrnfowrotwun w ro hpn,talk 1 S l.11 I NJ.IJ I 5 JS000 I 1 4041001 di IS Lari.30 Site Hod R.statutbIs What Co.. M ,4W m,nr[me Ienl Neon en rwNf/Mr Amp All Am@unra/ MMsr Myer P,ne.nN fen P-..l resod! f u snf Or S/Mwfh se-h. tf.l e N nr Corr fo OnAlnf sl fist s.rr r.nrrlNn enA remwN .,A. ...d roNabb..A @ 1.4111.57 17 i1« f s f,71 r,l7 wrelowram wd,nt l f fl Jl e7 S AYJ.S7 ! f 10000 s 1.W1.00 0.J JJ6J00 Usr bhMllln.on hnrluu./ndl^/I 7N1.S7 / N 7.ff f tl,Qto7 0rrwnl blwnr maw,Airy,enu wPh d S Atli 4? f IS1.37 j dI,lI7.3 Wul M1 end 0I#P*WfR.W1lnE Owln G,s Olrp0al/Ar[yH1 Grr [mr w,rwtY D/rPe[YI/Ar[plln@ Apo rsrN Ha Wlnp w,Do, W, hl len r n.w,nun IHm rD,Y 7rre1 (S/ron Wrl Ar len ,reel D.pelpl GSH r,olbM,• 1 1.!!aw lll3l.Oa N , f f90,JJJA! S 1673 f1,3l e,01 ! 91f.07J.S1 S 1.sOf,N/.17 O,h.,W,rn S l,el0.00 lfloO fl 11 l f I7J O7f.9f f $0001 J9,3@0,Si Is o sfm,1 Is 1632105.40 Pro Kt Adminbinbve fees Csunll AAmin.snUvv Ctrs,pmUdN@.(N arN<a,prrpo'oUa.e Yn p.m end rorn, a•drwlepmrns and,worAMR 9rol,d memwmonl and rnen.adn ,l ronsrp[nlr S 30,00000 1U..YA3 $ /,015,904.17 c....,...V111x) S 606.885.62 MTAY $ 6,652,759.79 7 fllNnan n/Irrn u,r NPM1wwnp wep,,nb,. 7 4rArorro.vm„eF9rorYMntyf.7rololl,brpanrl d.menrOrq laser Aoun wrePwwlm,rnlplc,ponrllmpart anefpr(plPro[hnPlNYl rotellNwpnrlllrmanrinO hYw mmuM Mr[abr poMll J f11ATaM1O.vma alPnohnerohf6larol bartoryNwmnrhnpbier Mon wr opgvWnelf be nory Import omolr(opprprlmN,ly 31 n./6.rsnd/lmandhq Also,howl en 6e1111-re/naf fNhwn auwna Ihvr waved l.�'eJIM rNo(.PlNervn.WY 17JO:s,l MIlnwNn-dbpw ha sssd,nf nrorwW rouya0prerun,NfY Isis/._ ! 1M prnrro/dupwel/neleAnp tlrr add",.w .r d fw W.o r nmafrll Alcor,/a r![ISO W Amerhon A ww,,N.em CA 936J0.Do We,-11,.6dn 111 JOJSO wnnmp A-CG .C..*,GoplN6.WNphI N DroYl.our l�ts.J U"m n ..nan,ponenon Is 1, to Iran,Aerfinelmv/1p 01r wpN[fNN,rh. limond[ -NAM,_.kN1 do,ll fl.[lOaManmaled ronlwrOucRn 7,tool tr lrlp r,sppronmaMY17l mdafromlMOreNcf plr to lM fl<dlry(spp,eNmantylOm NWlal.llh euwnrd rAer,lnw wxl Yr mph wrapy O.pa1p1/Aoy[Nnpnb.bvwdp P.M,County at Hares/oo of/omwline 2011 i Ts dupolrUn[M/np un MOM1n wrumsl fwfMl alhMlru hnndat lllf SEurAwnu,,Fana,G fl fJl thr prpJret I'll odd-,Is101"Mom Np Avr,GnWaCM1eA.G916N.wkht4 b,osmourm robb J.umaum"Al MDn,Pwfvrion row,rolnnlPrrr merrNal ro rM pelo,lsM,rhr an d-,f tod.,•,f-*wrd.,aS1,650enda.mprod IMIw,-A.J,tool.fAo Inp r,al,prwNnenty l7,)mlNr/rorn IM pel,d Hfe to tM/edNry laperoeNnafNYlsmmunrl..hd„umrd IAaIJInes wN hs mod,w,dey 0h6orul/b/eMpmre,1 Mod on anmanen,rrnMd from,eMNnp wnnn OrMrol rrsle:ND rohNOr whm ymaHrlel,h a,wmod b rM afmtets N,Mr er o,hn[I ondA or w p,Wuw un11 fe,l A-90 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Table 2:Scarlet II Decommhllonln,Ca It Summary Table, DIS-111n CIYII Comp.nl, te6.1 Coll Mel ,3 d At tf lelN N.un h,wnnrl oNlf/Nrlhn Amn/All WIA-A r P.-.4 C..h-/ Men1A bow. 7e1d Cwr J.br Ph-hr4 M•dulnf fend[ $17 470.00 a tl 61"0 4cukbnN rMNYr,dl,Yln en ttonnr,U mrduY 1 5 61.47 load 11,11,•J0.00 f 611,010,Op arnrro rune mo on wl den •r,h! n0! e f bill JSUO f III S/S.Oo au;rm.nr oprroror.0a.,trAW1 to. rnN tron,.rn lnKbl 1 f aJ.lf i ism 3 70J,Nl.00 • f 450.00 S 7.N5.00 . S U.61o.Go 1rn•ry MNul-coo........ S 1111.462.1111 ! 6171A0 7/1•M1Khn Ii3S 11 mtlan dvlN,pNrltllPrR,.duonn,a.a SS Wnroblro/!om annbufmnlwrom,rnf rmunl roMlrcwr WnrolMr nmowl 1 S N.17 l/f S 12.581111, a.nrro rlr pel/•rmlmrt rnlrol AYNnneewlA ron lLfJ nnlelMlfrem OreN f 1z171.0 e..m4 rndpr?wm,d.mahrbnef prMl bNm„IIY1rn,rrunall. 1 f /L!1 !!7 S 4SS0.17 FOulpm.m eprrotw WW,n 7 t /l7J J!1 1416J.74 J S JSG00 S I,J1I.Oo J S 1,56&w [wbmonlaMnror vlalr, 2 S 17.N Ise S Jfa17.12 J 2ra.00 S 1.0ra.00 1 1 1S LJ10.00 Woo RHk,IINa,W 11.12DIO f I,uaro O.nlnl I.W-.nboln eAddh,-. 1, s S /f,/] 76 s I8".56 f l;laa.la fubm.nr vprro-M.. 2 f !LN 7f S 6660,N 2 1$ Isom S 1.030.00 1 as LJro.00 S1 hn f IIfx1.10 { 4750N G-01. np r nmowl 61.)J sodS k"S 70 f 16v171.10 nl. nlw W J S I6.f7 1. S !1 NJlO 1 Is IS0o0 S okw.0 I J I730.00 NMIn { 7 N7./0 f ] 10.00 WMrol Ybollr O.nrM,frnro and 1pOnOun • S I1JJ ra 3 J.O6f.l0 f 1,757,b WJ.-AI tom 101a unhro, (I.pvll•nd Yue•n[ Ao,nl • S 17N $0 $ S/J.vO • I S Mavis 4010.00 i as f J.II0.00 I.N. f 7174.11 f 7,f 1010 14.0-Al egrotN unlu, A S 1744 1)S 717A.11 • f 150.00 f 1.030,00 0,5 l,JJ0.00 f f,{M.1a 6rnW1•Ieon H n1 Y In ,Irrn,rormn,bm• •nlrwNl I 11.50 ! 7d7.00 QIMrof Nrq rm mo don 2 S 11.JJ 10 S dJJ.JO S L3N.f0 fw Ao.. rora,N'n I i S IJ.N 1 10 S 176.IO J I S JS000 5 I,aw.od I OS 13 Y6100 Dba-11f.j U.Whbl Co,nanent, Look.,fb,1 M wr u! ..'Col, IHN Nsun Io,vl S/NI A-0 All Amwnrrf NNrr Male, ".A,.$ RNr� hnennN MIN !rY mrnl 0,11r.r S/M.nlh MenrM Isfel [evbmmfGnR Un ITeun n v[ter,en Cemmun.H t 7000 1,I!•.Jo Orrvrro/bbw,rawh wvo J S Is" ra S JI!l.JO 19WI+m.nregro,.r wf ro, 1 3 IL JO S LIIJ.Id 1 S lSO.00 S ),Nf.w 0 $ 1.1D7.l0 S 1,7ff.00 !aw rmnroMrolN wi6Nr I JO S Ins 10 1 S Is0.0a S t,l oo as 5L..2. A ewf.oundGm6unor,rM N4rnn11rfYrDrrt Crlrot 1 S J.Of Jo C.-A.4,...r rcm.wrNMYrlen/rom rlH,.,mwNro, N.JI JO S I,IH.JO fa.rpmmrvplroler vnh-11WA 1 01.10 !o 1 NII M 1 J. L00 0. Id/1.0 1 1,►0.J0 fwlpmrnt alwrvlw unAro, 1 S a.e1 !0 S Le7f.J0 ) .00 J.a70.00 Of 77Sa0 fawn,flnwnhn f,nlrn.nwm Hnn Nrrnn'-d-n unn. f 6474 J.101A0 Fln,rkbn do.n.rofnl dnmlU and rcmern lNminetbn, 1 f!•7 ra $ /N.la Orn.nl bbel.r..nld,.mew.Nn wl J S 6L.1 M S 1/3/.30 $ 1J111.10 SpvKvn,n<eplefer Nl or ro dud 1 S ►a.Us I JO S N0.l6 1 250.00 /,)I/00 0.5 S 7,IN.00 Wood bnl*I.wnnnf I... a - ! 71fa0 N-k-do.nf I.n MYWnr OrMrolb rwn.P n wP f owlnmA.M. 2 f .6.17 S fl1J6 1 flii 10 S 111D.ra f l,Jxi.b J6Yrpm.nl./.role,ur/kor ! I f.bd I ra s AAJAJO J is 2 .tl0 F 1 pra00 16. I Nlllrnr Arlo quMmrnr ro u In1Nmm.nd w.H ,oWn. 1.U. .W JhcM.i•n N1 Nr.tlrMnrnf nmlw.rormwrblu RI 10 J.M.JO amMIY onefYN l,Nf bill !0 S J.OJMO f 1,7J2.6o feu/pmrnl"pent.un 1 /7.N 1 ra S J.6JI.ra 1 L a MOO MY Vndrll-1.G M..I .5 eY) S 161►.7 )IN3a OInM nr N<awY.• m NAb/. 7 fl.t! M S L!l/,J0 lwbminr role/Wowt J Il.lf ra S AM M 1 1 25!00z01 Oa a. 5 zJOJ." S IJAMA0 wbm.nt aprrorer u,n J 1761 )0 f -.lO 1 3f0.00 Ill-w" .1S .1.w mrnfoWrelnr ullNN, 1 S ".as JO 5 JJ/70 J 00 I f zf4aa 1 .1 1 f 1,Nzw Meer and Crl..Im1_v-�InC rroYn U.n,ml„Nnlrn•1 f 7f73 / 1,700./0 1lol,10 n dI..nn.,o co0h, 7 1 N•7 Jai S Ida f Ypmrnf•wrorw unerol la/Iwrr Nblrro M.Oround 1 S Ol J!j S f!MMI 1 t MA0 I S Ill/.d) 0, ,,61 { 6,572.SO a•nlrol bber•r Nar.64 J 61.)l JO S IJIII) Fru nrowrerw Wale, I.poll Nb4 en lone 1 IJ 11 JO S I13l0 l S Jf0.00 S J.0JS00 a 5Re 11n.1 Rrstomilon UhN 6,f M Nr W rn,CHI M1rol Noun 7alr/S/Nr ATO11AII A-of Lob.rn AMlw hronnol Rrnl hrMnnfl TMN 5 YJNn,N DIN.• S M•nlh M-M, INN !uhm.nr Cart R..cl. n .SII•.nN rrwnu.... r undaprun mnoblu^d S I061.10 f 3,34I.00 f l,12r.f0 errors Oprarol Wdur, 7 3 61.11 ra JO6f.S0 1 S IOO.W S J,DJI.00 01 S I.17.7 OO Ilu MAJlpulbn IIMIvdInl.r.dlnll { !01a.10 f 461.1.00 Onwn/bean,Nr. dul.Nn Aa . S IJ.JI SO S I. ra 5 1 Nlm f •1,111f0 NaNlln and DR NI R lln Nwlb CeN Dl, I • Ill Cpn Go,Prr IrvrA IINI N.WMI per Or Ar ten r-,M,hucb 111 r ,O., W. U f/11 N Raro f/NP Wr hr la Mel 01 [s,n MM MW,e S 1,af0.00 ILJ11.1J 21 41 5 701,17570 $ 2675 ♦1J31.11 rrllMorPM1 t 1,107,II6.f6 ,h.,W.N. S J,I50.00 1 JIf►l.i1 2.1 21 S IfI•.61! S good JI,JPI is ,wrpMroNPr S 1MV004.16 e[t m n Hnl k1 Fetl ,pA romtr.11rr[nt.o,Wdln/rpl,rrrlN,,.rrrNHlvnr bN flrnr rnf.s.r,, r n.Inotd•wlrmrMMd.w.rdln,rraNn,nrnlp•m•nlrM mrnllNrof Pf NnlnrlN,) f ��'� SUBTOTAL 4,903,292.10 .nnneenrr llS% $ 720493.01 TOTAL S 523 7D5.91 1. nnmrN roMmYNWINrwurp wee mh, 2 brlmrtrHomN epl,N+b,nnJr SJrelN,eYrpanddrunonwnp heel nounw•apPrwlmon,aor panty lmpo[rpcnepr lYppro[inuUNJlnpl,r4r P.nadnmpnnbo beer mmm.pr roa.wn.p, ! a1Nmall eoumneppro<Ime1111 JN I-fb-,M-N/WptA ou.,hrs pal oprroruroro6,mry,mpartnnerrlappedmnn(y1.21n bie ol boo-Y dr-1/mO r Aoun orbenrryronlan ) 31,Ynar1 Hrvmn Mat o,wn/!%of rho,Ile(a/pa....... 179d onll wNl npuw ordWp vri,h a,r,dfryl mohNel N,1 aopprwlmololY 517!/oleo I rhf o.n.rolduper.1/-hAg✓to rddrnlr-d1l,I...11mrorr Ulen,rd.1IWO WAm,n<vnA--,K.-,FAMO.rho ploN[<Mr oddnrl to MYSO Ma-vAmClnrwC,.,A,U116M Wrlphr1,bmJ,,wr In NO,2.Vaw--rrronlpunel'Pnron,re ,rpnlpOrt manNol la 1M Wool,Nr.!M1.r/malyd Nuro Mrpprrrwhp,NYIl SL 650 sod nrhnelld fcN MIM1VN Ir H lens.fM INpIl.ppowmvnfY17.5rmlr,/rom Ilw proNn,rl.II rhf/rrdlry(rpprwimsfr/Y 70 minNnJ.If1,onumed IAer1rnV,wdl6.madep.rd., ',peoV RIwRIP nro 1,prod rn Pv6lk CounlY a/halos Jon offrmw IW72021 Tle fupa,el/n<yMnO un abno eounUd/a,MN nr/mn.a bNNd er lN!S[Hf AonYv,lnlrw,G 6J7J1,rho Nollcl,nl odh.n a S0750 Me-g Am Cpn We CnrACA f160a.W.IVAr h probon evS In fa6Y 1.Uunp onne rron,peTarpn nnl ro Nanpnrt maolfd 1. r proNrl,l,r,dKr,l/mel•fN,r1.,Alp p.rfrv[Aprdovu 7L6T0 and r,NmvNdlam q.nvc6n Nronr no 1-1, J73mlh.h.-P.wa/rnUn1.lhf/Hlnry(rpprorunerlJY•Smmulrrl.•urnum.d Marl rnP,wNlll med.prldeY.011Perol/IIKIIrq nrrN benders nelmenen,nmwelram rnWlna[.nun. do-ot)Non!Ab to"a.wW of me..Ibh 11 eovm.dln tool,nrbnlro flfMr to r drnrt<ndl,a al a,.dun-N-1 A-91 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Table 3:Sarkt III Decommissioning Cost Summary Table W.-Ilhl GV11 COn OMnt. layer 4lr M.Jar feufpm.nf Cmr T.I.I Nwn Tenl S/N. Im,n1 AO Amount M,.nnrl Ael,' P.nenn.l Will lNNmmf DNhr f/MenrA MenM. 1e,N f.vlM.nf bll a.1nrV MrdulK.Cew(NKrI 3 71)aa.00 f 40,0N.00 fl.fnkwn iffSn.Anlpvnarn.rplee,n-u,dlNOnn,ee,aflfmnWanSr.m dl,In0uronlwlrm.pM.nvwnr.Mnwn ronn/mr mmewl 1 S 61.+7 210 5 17Nd.10 Qm,nlleDenrpr/,rm,mKMnke/Jlxam.rN,n,/nK lfifrmlNnn P d. 1 af,A61.00 Mom,,eM Jxr)erm,d.mehfmn a/«nd,Iwm,u ,t lb.nwe, / S i1.Sl JSS (4ubm,.,eprnnr unN«, J 3 14JM.a/ 5 aiSl JJS I0.fN.ls I 5 1]O.W s 1,ldW is S f/f1.66 fau mrnr elwrol«wwn, J S exe1 !tf S 12,130.00 1 t 150.W 3 Low W I 1 3 3 1,1+a.W 11 661JS 1, oa0 rnro rrrW1«M,mwAndP n of Eiji / S JIl.9! S 7,7f6.11 eu/pmrnf.Pnle.wYn, le I.M N./,rk•ee,nl s a7N I J S Is 110.00 11 1010.0D I O.S I JL 10. A..I SSiJa IYSS.00 J10.00 J.050.00 1 S1M.10 1 1 S fl.Jl l0 611,10 S 1 17.64 JO /7/.10 1 51f000 5 emoa 0.5 DI.minding Electrical CarllpaneM. bb«Ce.r alYnmml CKI r«NNew. /NNT✓Nr Amene All A-1 nMr♦M.J.r Nrwnnrl Ran' ft-l-I T«N ( .nt OrQw S/MonrA M.nrAl M1nl f.uNm,nl M.f VMKenune Gneun.n.nd Cm-mlwtI-C.IMI S 700.0f yIJ1.f0 Gm.ro/bl.rrl lw➢.aunt 1 S S S ]U sf COWmrntegrole.u11Yn1 1 S JJ ! 1 111.17 1 00 J,OI.W 0.! S J.791,30 S 3,42455 OUlpmrnl0y.nl,r vr,nr 1 lll.9S 1 .W • v.pwn M ua r n f 6/1.OJ 1,0i1J0 Q.Mn ...nmpw,m n;IpIn MK«,nlxfwY, 7 S fill 9 S 1fl.9J - f nm,nt oprnr,rurl•n. f . S 1 . lS 1,0 03NJ! . s aJ1 I" mnt-ra J O.W S 1.0saf1e JW MV U.e.r/r.un C..ft16n C.HIA911.5 NVI 6 /,301. 1.11030 O.«nlbew.rdr..0 4,end ba,one 1 ! S )0 5 W.JO r[.ubnnfep.nl.r WYx, 1 1 S 111 f0 1 S .W as i S 1.71J.10 f 6,709.40 fau/pmrnlaWrolcr wlpn, 1 I. 10 S a7/.10 1 J"M J.01000 I as 1 5 76f.W fAWpmrnl,Mr,l«wIMn1 • 1 /O1J 10 3 JO6.S0 1 I a IstIM I S 1,7M,W 1 0.5 1 5 1,117W wp,V C.In In u 1 .mOU.n Iny lAaa f l,iW.f fhrrrkNn oYlnnnnb n►hl 1 t N+7 ➢ S f9/.79 [0u m,nl r«unA'w re A. tell.I. .pmuM 1 11OS J S 111]) s 1JOW s I,Ilado ,1OJ.W t f,f 1s J0 c.mn/be..Kmd.na'. 1 t uf] J ON' eubmmfol,.nror vl r 1,pkrrrn5 NJ, al SN1 fin.l flaNaratl- Is or b,t My«(ONmnmf C«f ,ellnun Terel f/IN Am,np AN Ain.wre/ I.Iror•Alatp hrronn.l Rrn' P.rr.nnrl hf./ feYnm.nt 0./n. S Al-h M-1h. Tent f1W mf OW un/Nlm, S slat Gm.ro„ryralw ulNaK 7 f sill 1 1 S fill 1 S eW.W 15 1,9J1.W ] f I.7N.W f /,fif.el in. R.Mllbnnn p.UWlq melnf) f a1Jl i 9W.t0 { 611J1 wI f /1 7 1 f 61.51 U030 Hauling and DNp-l/eegnling N.ulfn C..f ONpanl rrKNn Can COI Or It1. Dl,r.,.I AKKAnO Relr n1N lh An,. Rr.D. IVr Af IM iontom,hud h , IN TOW S e W� AI Trnl Onfanl brb fi..-I MMI. S ism.00 2,271.0 7+ / 1 17a7R.I1 J 7t.17 77i iSn 6 J/.W1.J1 f /6,111.W Olh.l Wr.r. S J'030,00 1 1,1971 t, 7S J2*7q.7 S 50.00 1 S 1fS.it f I71ff7.f0 I 1 1.51f0.1T Mlftt AdMMI.IrEtt"F.. C.untr n,tr.l.rCKt1 n, Ilnf,1... .,.rl.P,r.1Me P,n..n rp«., n/wlapm.nund.wueMf.Peen m.n.pmml.nd msnnenn6.r w.tnrn.,J s 2o,oW.00 SUOTOTAL $ 1,034,016.27 enH.M,,(11%I $ 155,102.44 TOTAL $ 1,189,118.71 1. f,Nmvf.nllrm lnr NpnwNnp wapr,mfrr 1. I,nmaN wnm.r./„Io.ImrlNy 11,1 level benrryeNm.nlirp N Wr Aaw7 prr.pponmeu eett,rylmlwn acn.pr(,pprp.rmK.ly J.7 rprN/.eery hNnenfMO bDer Aeon pr mrrrrr mnta,rvrJ J. hnmN.nrom..Mgr..wnafNo/rn.nn(opproarwlrryll«n,lwrRr.avo.nrdMlmMen.Nrpm.nnelmlyd.PPre,lm.nrrfsls/w•. .. IA.pfnnldr.penV-KfmP Mfr.ednuurumrd/.nM.Kflm.n/1 Nlel.del MPS0WAmrrk,n A—R.rm•,CA Vjfj0.n Jn Un ehhmu J07SO M-naAw.C--r1r.1r,a 11601 M.001 ir.hnauf rn 11.141,U1Mp.... rnmpemlienrobe, N.n,WnmennNnlM pre/rcr lln,rM KnniobdwN ro MO«rbu,i lxrdeYh 51f70 end•,rlm.n0 M_olrY lr in rml The Wo nap«e.Irnenryl7.SmN.,Jnm rA.proJrrf In,re IN fpnNIY(opprellm01r1y 10 wnunrf.It 1,pn d rhor4 IrM,will Df mod,nr My wwpnV R.yMnp rpn n Ipna.n p.eur aunry el rn,ro/..,./hem.ml7 rou. S Th.dNpe,sl/nrY9Nlq un sd*..-um•d/w'Au.rrGnen N bralyd.r$1/J5for Awnur,hrnp,G➢J775.TMm,",,rcrddn,b$073ohkmLVAw,C,,N-CwkCAV]f01 WKpnlu lro/pn.ufM riW 1.U,Ilp nnnt tnn,peRSNen roN,nrnnlpott mpnnN re M,prohcr N,.,M.r,tlmend n,rra,Alp OrrInc/O.r deYh 51,610 OM.,IIm,neto n,p.rlrvrlhIfIW1.lAe IIM 11 apnMlmenlYJ7.S mint Jrnl1tM wehn IIn 1,fM/oMryIaPPro+finenlr I1 minvfr,f n1, -mJflat l Illp,,wNM maM pr deY.aNWl.r/e,KJupronII Dewd en„Nrnefbru nnlwe/nm nllNinp noun nrro/Nch Ma.Mp.will.fm«KlohNDownW/nIh•Kfwntf NMIIel a dlnl-dll w.1 andwr uMlcon A-92 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Table C:Sorlet IV Docommliflaning Cort Swnmary Table Dllm•nllln c'M Comp MIf 1•fw u Me or[Julpnwnr Curl level Wooer M1M S/Irr Amery Af AMeunl•S laberr A4y« I•rwnnrl Rewr hrwnrwl M1M ( rrrfAl M•nM I M•nMr M1M [ m•n/hrf 1•Klre 197.110 LII0.m Owrro •yprwerN M.11 J 1 I111 S 7.107" [awpmmrJperul ax n�r NAu s •pM I tlJ,kY l S f7Stt 1 S tS0.m J 10J0.00 0.S 1,I11AW .mraprolNw { Ism Y1 w tJu4 17A4 1 1fL97 a f 1k1O0 S 1,01 L11010.m f L{Ilft {uyr.n/.runl.y dAlderP dK1 bd0\MW nn11 f 11,114m Mw pw•r91 dwnpAYbn f S dill p J a,1Pl.m S HAM.m puAm.nl oxwofer uldhr J Is H."IjIs 000-15 LawAul as AIM fibn In RMk .NutUN, •m•Kp •N Iryp,wr poldl •nr dwWUlMMnwrl f 40f010 S 6.774.00 flwpxrrl Opr.vrurwA«r(;,Q_nC JNrpn ItsD .'hI, rN<ellrrmr InrA.Ano rlrw/erNl 1 f f. )JO S ILl"I"N 1 S j5dw I S a,t1a&I 14 S 0.7NA0 S /1101.to anr.elbeem rnrio.•r eN,Ir.rn rronr/«mN urwnrJNYaN We mNNnlxnpr m•w pawerrram(«m«,polY«r[abh,andNwurnlWrrmlal ftrwrurr tl fIJ! Jm S 1l Jflm CeKr•Ir IrWrlwM lhklualry 9[S,Inm1Nm•r,w4rUd•n<nurw•,•N AM Au tllry wpewi (irwrN bbnr«pn n A W QJI H S RmH1.m J Nf.m S I1'mm 9uAmwnr sprrol«xWm 'A 1 H S R1JC.b J f0.m Ltl]000 0.5 f I- irmumbdenurr• • 11 a.m Il,lfl m m pr/Nnr bn [l.11 IOd !I,lwm EVWlmrmrve«ersN rn p.f.1 Im J 7QJfJm 1 Is JJOm S LOMm t 411 4 fJ.Tf6.W flwemwl•pmtNxrAnr w 1• w1 f ! S YO )m f 2"000 1 lf0 S 4/1500 ! YYIm DI-Oln Mdrk,l Cam ananb I•Nr Corr •rfew),-,C., fehl Neon IawIS/Nr Ame+y AA Arrrmml e( (eYer•Afyv< hw•nn•I Raw Armnnfl I•M [ulpmrN 0•R S/AffAM AweMf 7eM ( Km14rf Grwruen Sl•rbm lr«emNn./hrv•rIN/4•nlamwr nNul f 9,711.a S LaORm [Acrrkbn ManN Yn utWrendr«mrrr MmAWlenr t S 1647 IS S /,9Y1.13 S 1/Iln 1'• anNNwbomlwr wd wnwwr randuN J f 11.1I d5 S 1./L f5 [oulpnrnl•pnrK werw rspb<•In lluN l J Mel IS f J,H1.35 J S 7um S 'JI&W dS 9 Le00.m r po trarlrnrw n 11 [bnn n•rhro Y LrfR.o E wlnrrrnl epnelK uubn JIDO[ro 1•M•frou 1 tl Wil S ),fJ1H 1 mm 1.11mal cis is 2 3 ue•A Gr.«al WrN< Hebb J 6171wl 1 1.41210 IrMmm�vywolw wlWr ro 1 II.H I.J51ml I s aidOO J.OMm 1 AS 15 I'm.uI qta llnfl Mne n IaOar Cerf Maf•.tnw mmr cNr Iolvl f/14 Amontl Atl Anre,wle( lubarr Mywr Nw•nnrl Mwr Yrrwrmrl M1M to,* er Monts I AI•NM T-1 /pubmrN Can NW any•l lnr•wrw•wl ••nrwa• wY mN M•dNlaro f 1al.ff S LNLm Gn<mlpp«Neru/✓inr Is RIJJ 1 10].9) 1 is WWI$ 19Jtlm 1 Cf $ ;latm 3 ;MS 1t flu RN.muden lbf[IuMry rats a Wmr h reeve Mr S M.'s 3 LYa.Jf 0 as it I ) S lrl.YJ J 7M{1S f 1,iw 11 NauRn and Olr n••1 RauyANn NNrY Orr Mr ewVAn< Car hnpr M1M New4"r Mr WN 1 row /M revel rap, Ve, r Of wIH Mr Wrr Ar reel IeM 1N 6r4 I b/w S I.11000 f,011H 241 1 S IJO.fM.>! f M/S /,Ole is J 11r,)Jfpl S 101,1)R.m M<WMU ! IASOm HL10 N :Is t,*.Nl J WWI J91Jo S 11115.0.) S LIAM. mn IrMlw CewAY IMra w u1w1690Y•rxlm,prp«atlen bW• K AM4 nNMl drwl••m•nt•N r.«Cb peNrlmrrwlmer.lyd m«ItNbryelmnl.ww,I S "Amm lufrOM s•SRsos.Ao CerwreNNY11{%) $ RI,RRS.fl ore $ 675,951.72 1 nrmwN ryern we9fnr.wlrny rr.9ruab,_ 1 Irlbwr•Nrumrr eppeYmNrN JJ lerpl robe ppnrl AwwnlNp b Wr xvvrr Mr eYYronmwlr rebrpen•1 w9w«n<ne7r(aWmurmrrrE 1 wlal rW r pnrlNmandwp bb«mnule Pr pbr pK1J. / trlNrwwalrlxnrr ypwdnwlNY 9lwwl Wllerydrxn•MJpbYd AeunpN eypenmvh bvllrry hryIXr K/Nfr(•prKlmaNY llydd Wllrrydhn.nUnp bbNAvwl l«b•Nrry mrl•brrl If IhMv alrwMr rNl ereurd 9Y y Its 1M•IepprcnmarNr ff mh11 wd rNuh•wrWn f wxA a<r•dwpmohnpl tau a/opppmmrrlr SSlflNre f fMaMrwl AlywwyhrinlbOYNaddhrlwrunnl/«rNlNprmhr�Yxorrd erJr950WM.rh•n Axenue.Jrmwn.UfJAtl MrpwJ«IrNrwldnuN Mlld MwnbyAW,C lua l:rret G9JfOtl.Wrl9Ntlf 4�eam aurh rpA4l.UrbyrNmrrrunrpwlvlmKhr rolKnµurt n•r«clro lAr pq«frYe rMrrrhn•Ird rNrrJ rbp p«mAlp«doeASLaSOendn Nmeld lwl prhKYhNhn<lAr rrk�h•Ipw«w1A111 Snrkr lronrMpgrrA rrin le rbr bfAlr(eprwlrmrrlr JO mmurrrl IlAaumed lhnrarep m/l br nude prdeY drpl•(7 Ar1<Agm/ r bated N Juan[pwrrry7nwahrAr(1Y11A•rlulr H7J, R JM flrpew4'rwwYny rNrffbdhNMwmrdforlhArrlwWrlrbl•hde1171JS[errA«nw.lrrrry GfJ7Jf 7M pn/rrrxNo4lrrnirt07fOMrarmr A.e,(pnrue UrM.U9JbOL INeAllr gehn wlb rn6w1.IhbOrrtwrnpnrWhrgn rnrr brwnyerl merMerra l/r rmyNr r,Me Op rfrYrwlyd<e re Mrpprnwl-40h7LRfReN•rlYrwrN rpm prlrwllr NrMxlts rNueW.•-"/'VS-Aef-1111-011 rnr w/N/NYN](efwmrmvrrl aS mwrrll N A NwmwI 1M1 J In Y pr euNY medrp«der drpd/Arlrfrrl roh h wdN wfbnr r«eMdp•m r•r]wYq fwa.x GmN•I N•M�Ab wAnrr wbr ynwr«blf it euunrfdln Mr rrr«wrr nrMar a Nhrr rrNn a er a rrdw•uMl wfl A-93 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Tables:Material Fsllmated weight Su marV Table Scarletl Scarlet Scarlet Scarlet Tot.l W.Iht ar a.'—I PAN"(1n NI51a 41.115.11 L171.e1 7aLN T.1.IW.NM.l grtrlbolrn MMMnI V.Ire.a..rh..ar.l.r Ilan m_ W, p. 0. aw ww7Mn drva.lrn rdn lnl .amain .4.mm Kamm wr.prd.wn onrnhnnw PowfAN 1n,aJnW ,OAlmm la.amm sm Ta.l Nplrht.l Tr.....1.U..P.W.(.-I am am HLI (i.nl wr dlr.n�m�nnW Wr rlVer .W.Jmm ru4,A Nw nr ll .)bpm WNNr Nbl r,l10 m rMr I( I n h.4 d NU a win se4 H nJ lTiam Ior x W4Nn1Inl ;.Min M1W l Wr ArN JLsmm Po41 WrpnraN Jr.N4ar vapl Ww nr/q hr.wr' IN jL—w tL lmm Aiw,A WA,PI) ;TMm rN,l la,g,W Nl LAam 11r1r r[wr IIU ; m .w 1 Ww Ne ».lAm row.w.pnr Nl 1l.lJ0.m bl.112 ,bl ITdAm 11ow 1J IIw !Lamm Ia4 Jl 1 I)JAm Pow»WN a. lLJNm Ibr N Nw.N M Jiamm bb If ll.emm wpla Wl r 1L.m I.1l lr wr r J;.mm 1b4Itl tAkrr NN amain N41tl J,rlam Io4lKwnelraAl amam IW.Jr ,Ibl ,Jemm ,AWN Ar aw fLNom I 1 Mar do I.n 0. a r.W r OaM/w N .lamm Trt 1prl GIW er1An a= am 0.01 WIN TNN ww , c«,w l.na ro um ia1N W1. aIN1 1 /f.l tl1,71 0. am hr, Ian 11A.I,m 11,111.I1{i) ryWlwNArdlh ps.Wkl71J.3•Inl Jd4lorm AW WrpAr.s Rlr"P~s rif(.) !I,fa Nwnlr.dw/rtr.wr7!JJ 1' -- _....____.----__._.__.__...—.__._. "Hain /.W lw7hr d Ih hr.Whll N f'Nl 1.11 zI Nm W4Mfd Ih lyp Wale Jal'N1 Lsl.la Nwrin we wMlf lo!' al1Ym r.WW#*Vq h/r1.11e.N ll s'N1 is;am.m hW WeN.I d/N ryrr wMlalJ.s'N1 lfam NwNw dIM rya.W Jalzr l.mam rvrI WwNA,dw.rwr Warn l!'fr! 'T•.— - :lumen 11wM,dlh hlr Wa.e s„'NU PiM prrr.. h4r wra117 now ,sW wrMld lh r.1,Wares»rol „l,tlm Iwl.Iir d/J.hP wb11»'N1 law nA.rrr. h4 rll.wa.ls lr Tram I.W NwrArd lM ryM wMli l!'fnl tliQam wrpMdNlryrrN IJll'NJ ifsm Nrrner w.(wr WWrlf Il' .01 m RMWrM,dIJr III.W612 N6'16l a,aN.m WyMrdlh ryle Np.»ms'NW »am MwnWala. WMIJ I4P Wm r.W W.yrdNr,FI.w1.»lixt", WAM,dIN rp.WT4U JI V U Js Nam MM h4 WYIJ ILf' Naa ,.ql wpA,dM.it.N6/!Y!'NJ slNlm W4NMglIh M,MIA s Je!'IU Nis 1W.rr..r Ilr WMIslor loam 7srlw.N.l glw.rrPN J!17/Wl ze,am "W,dw.7s7. Jsam A. 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JJALRTI04 *7. 31NWryln.pr«M gl/arrnrl«a 0enl L•lAAo team Near.dlaMraWlrAMln«nor Rx�a rrdl Lallm 1.Ilam _wMM/ylrrsi(rI.JAp(rr�err lNw;_ __T_ __ 1N I.IO YWplrl yG•rNII NJ1l3W INAm L.Ivr(IMI ISWlI• NArrrr yfrrl.l r I(ss a 2a—farravr(car—,I) IA))70i 3WIM1 yfmrlrinl(Si fyMrr(ronl lIAIR•) YYAMn/yfor3/IN IrII3Nprhullr frnl If d3LY IMrwd:YA�,�rrl;n henlr,--- I l.m �W+Mry%dNM1[9Ly/rl Orrl ANYN wbnrr d1Yr/n nl Am L-1 Irxrr Mrdll ILO11 ft r 1nAle r(w•I Lm TRW WN/MN MWb.rrlw.Wvn•(1•• 1Oo0 ;, L ysN WN 1NO1•r WqA IM 1111510.51 IKMA Wa [Nr hn.11 M 3T 7A 31AL31 JAM SON lyn r MIrIAWrroMr N.PI•,vlC b] IS Yl.)10.1 .rn roan Pll a),Il f731 N.nb•xlhr4 S7l,1N flS.N TaW VWI/MI N la«al Conlabrr Irrl l,lm fYJ10 a A-96 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B rob,Iw r Iwr..Y�^rb^^•r*, url.aom „�„osm u,...mem rprNmnlmiMrw.Sn� f1.RMm r0.3mm S.Imm M.rib. bxr.rrfennMwr Km „)m llpm iwu INS r4IM0 fi.mM1mwr rwr 0, 0. LL Yowtw r rwr,.twr rwv nr. se.,m,au Ifi rM.A SYnMb.Irrwi mr ,r,,m0u Orntw•]ub,.rNn IrM i.ul W.►IN Y11.r��Jltx ir.m,amw r S $LIS n l.rol Na.rr.rY...tlwYlanrp.v.(bJ ^ Asmm „2300m tl,,Smm 4V. r q#4rM .�rlw)I�w�iJpmw llG N.Smm SLimm N,mm Kwtw•0-0—A M1w,Aww«r —Imi Solsnt A-97 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 EXHIBIT B 2 Map of Property 3 4 � � F 5 -- ' a5 6 g a � 7 z z w 2 8 avow 9 10 ° 11 - 12 m 5 z 13 14 - 15 1 16 - ' --------=--- :a r ---- ae 12M L _ �J 17 1 s 1 ° 18 19 20 y 21 ° 22 w • , 23 24 v E U 'C Ln 25 D ro o < 26 'X v O m M of f " M t 0 27 Qa a a a a zQ 28 Scarlet IV Project Reclamation Agreement B-1 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 EXHIBIT B-1 2 Legal Descriptions of the Property 3 SUBSTATION: 4 FEE OWNER: RE SCARLET LLC, A DELAWARE LIMITED LIABILITY COMPANY 5 THAT PORTION OF THE SOUTHWEST QUARTER OF SECTION 21, TOWNSHIP 15 SOUTH, RANGE 15 EAST, MT. DIABLO BASE &MERIDIAN, ALL SITUATED IN THE COUNTY OF 6 FRESNO, STATE OF CALIFORNIA, BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: 7 BEGINNING AT THE NORTHWEST CORNER OF THE SOUTHWEST QUARTER OF THE SOUTHWEST QUARTER OF SAID SECTION 21, SAID POINT BEING SOUTH 01 DEGREES 02 8 MINUTES 49 SECONDS WEST, A DISTANCE OF 1,325.64 FEET FROM THE QUARTER CORNER COMMON TO SECTIONS 20 AND 21; THENCE SOUTH 88 DEGREES 57 MINUTES 9 32 SECONDS EAST, A DISTANCE OF 665.35 FEET; THENCE SOUTH 01 DEGREES 03 MINUTES 29 SECONDS WEST, A DISTANCE OF 502.75 10 FEET; THENCE SOUTH 89 DEGREES 26 MINUTES 42 SECONDS EAST, A DISTANCE OF 665.28 11 FEET; THENCE SOUTH 01 DEGREES 04 MINUTES 09 SECONDS WEST, A DISTANCE OF 778.99 12 FEET TO A POINT ON THE NORTH MARGIN OF THE W. MANNING AVE R.O.W. THENCE NORTH 88 DEGREES 56 MINUTES 21 SECONDS WEST ALONG SAID NORTH 13 R.O.W. MARGIN, A DISTANCE OF 1,330.20 FEET TO THE INTERSECTION OF SAID NORTH R.O.W. MARGIN AND THE WEST LINE OF SAID SECTION 21; 14 THENCE NORTH 01 DEGREES 02 MINUTES 49 SECONDS EAST ALONG SAID WEST LINE 15 OF SECTION 21, A DISTANCE OF 1,275.64 FEET TO THE POINT OF BEGINNING. A Portion of 028-071-47 16 17 18 19 20 21 22 23 24 25 26 27 28 Scarlet IV Project Reclamation Agreement B-1-1 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 TRANSMISSION EASEMENT: FEE OWNER: RE SCARLET LLC, A DELAWARE LIMITED LIABILITY COMPANY 2 Parcel 1 3 A PROPOSED EASEMENT LYING IN THE EAST HALF OF SECTION 20, TOWNSHIP 15 4 SOUTH, RANGE 15 EAST, MOUNT DIABLO MERIDIAN, BEING A PART OF A PARCEL OF 5 LAND, CALLED ALL OF SECTION 20 EXCEPT THE SOUTH 50 FEET THEREOF, SAID EASEMENT BEING DESCRIBED BY METES AND BOUNDS AS FOLLOWS: 6 COMMENCING AT THE NORTH 1/4 CORNER OF SAID SECTION 20, BEING A FOUND 1/2" 7 IRON ROD (TEE TYPE); THENCE SOUTH 88041'01" EAST, A DISTANCE OF 2655.45 FEET TO THE NORTHEAST 8 CORNER OF SAID SECTION 20, FOR THE POINT OF BEGINNING; 9 THENCE ALONG THE EAST LINE OF SAID SECTION 20, SOUTH 01°02'29"WEST, A DISTANCE OF 2651.13 TO THE EAST 1/4 CORNER OF SAID SECTION 20; 10 THENCE ALONG THE EAST LING OF SAID SECTION 20, SOUTH 01°02'49"WEST, A DISTANCE OF 1968.47 FEET; 11 THENCE OVER AND ACROSS SAID PARCEL 1 THE FOLLOWING FOUR(4) COURSES AND DISTANCES. 12 1. SOUTH 89039'15"WEST 207.33 FEET; 13 2. NORTH 00000'00"EAST 273.53 FEET; 3. NORTH 90000'00"WEST 90.76 FEET; 14 4. NORTH 00001'35"WEST 4355.39 FEET, TO THE NORTH LINE OF SAID SECTION 20; 15 THENCE ALONG THE NORTH LINE OF SAID SECTION 20, SOUTH 88041'01"EAST 384.33 16 FEET TO THE POINT OF BEGINNING; 17 SAID EASEMENT BEING A TOTAL OF 35.648 ACRES (1552841 SQ. FT.) MORE OR LESS 18 Parcel 19 METES AND BOUNDS DESCRIPTION FOR A GENTIE EASEMENT (PART 1), DESCRIBED HEREIN, LOCATED IN SECTION 20, TOWNSHIP 15 SOUTH, RANGE 15 EAST, MOUNT 20 DIABLO BASE & MERIDIAN, BEING THE PARCEL MORE PARTICULARLY DESCRIBED AS FOLLOWS: 21 COMMENCING at the Southeast corner of Section 20, THENCE,North 55007'03" West, a distance of 90.29 feet, to a calculated point on the North Right Of Way line of W. Manning Ave., and the 22 POINT OF BEGINNING. THENCE,North 88041'46" West, along said North Right Of Way line of W. Manning Ave., a 23 distance of 180.66 feet to a calculated point; THENCE,North 01°16'16" East, a distance of 351.84 feet to a calculated point; 24 THENCE,North 76039'44"East, a distance of 262.56 feet to a calculated point on the East boundary of section 20; 25 THENCE, South 01002'49" West, along the East boundary of section 20, a distance of 154.87 feet to a calculated point; 26 THENCE, South 76039'43"West, a distance of 77.43 feet to a calculated point; THENCE, South 01 002'49"West, a distance of 223.76 feet to a calculated point; 27 THENCE, South 01°1015 West, a distance of 20.01 feet to the POINT OF BEGINNING. 28 Described permanent easement being a total area of 1.82 acres (79,149 sq. ft.). Scarlet IV Project Reclamation Agreement B-1-2 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 Parcel 3 2 METES AND BOUNDS DESCRIPTION FOR A GENTIE EASEMENT (PART 2), DESCRIBED 3 HEREIN, LOCATED IN SECTION 29 AND 30, TOWNSHIP 15 SOUTH, RANGE 15 EAST, MOUNT DIABLO BASE & MERIDIAN, BEING THE PARCEL MORE PARTICULARLY 4 DESCRIBED AS FOLLOWS: COMMENCING at the Northeast corner of Section 29, THENCE, South 57°35'56" West, a distance 5 of 90.20 feet to a calculated point on the South Right Of Way boundary of W. Manning Ave., and the POINT OF BEGINNING. 6 THENCE, South 01°10'15" West, a distance of 95.01 feet to a calculated point; THENCE, South 01°13'53" West, a distance of 3,950.82 feet to a calculated point; 7 THENCE,North 88°56'39"West, a distance of 1,252.94 feet to a calculated point; THENCE,North 88°53'55"West, a distance of 571.77 feet to a calculated point; 8 THENCE,North 88°54'49"West, a distance of 92.24 feet to a calculated point; THENCE,North 88°54'49"West, a distance of 907.97 feet to a calculated point; 9 THENCE,North 88°54'53"West, a distance of 2,147.23 feet to a calculated point; THENCE,North 86°53'56"West, a distance of 3,500.09 feet to a calculated point; 10 THENCE,North 86°53'58"West, a distance of 1,099.81 feet to a calculated point; THENCE,North 88°55'38"West, a distance of 1,009.65 feet to a calculated point to a point on the 11 East line of the Highway 33 Right Of Way; THENCE,North 01°18'44" East, along said Right Of Way boundary, a distance of 205.92 feet to a 12 calculated point; THENCE, South 88°52'47" East, a distance of 1,004.85 feet to a calculated point; 13 THENCE, South 86°53'52" East, a distance of 4,618.12 feet to a calculated point; THENCE, South 89°15'48" East, a distance of 4,725.03 feet to a calculated point; 14 THENCE,North 01°16'16" East, a distance of 3,814.07 feet to a calculated point on the South Right Of Way boundary of W. Manning Ave.; 15 THENCE, South 88°42'00" East, along the South Right Of Way boundary of W. Manning Ave, a distance of 230.84 feet to the POINT OF BEGINNING. 16 Described permanent easement being a total area of 71.76 acres (3,125,682 sq. ft.) 17 18 TRANSMISSION EASEMENT: 19 FEE OWNER: LUNA VALLEY LAND HOLDINGS, LLC 20 ALL THAT PORTION OF THE SOUTHEAST QUARTER OF SECTION 25, TOWNSHIP 15 21 SOUTH, RANGE 14 EAST,M.D.B.&M., COUNTY OF FRESNO, CALIFORNIA,DESCRIBED AS FOLLOWS: 22 23 THE SOUTH 200 FEET OF THE NORTH HALF OF THE SOUTHEAST QUARTER OF SAID SECTION 25. 24 25 EXCEPTING THEREFROM THE EAST 30 FEET OF SECTION 25 LYING WITHIN STATE HIGHWAY 33 AS DESCRIBED IN GRANT DEED RECORDED AUGUST 4, 1958 IN BOOK 4097, 26 PAGE 371 OF OFFICIAL RECORDS. 27 28 Scarlet IV Project Reclamation Agreement B-1-3 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 COLLECTION EASEMENT: 2 FEE OWNER: RE SCARLET LLC, A DELAWARE LIMITED LIABILITY COMPANY A PROPOSED EASEMENT LYING IN THE EAST HALF OF SECTION 20. TOWNSHIP 15 SOUTH, RANGE 15 3 EAST, MOUNT DIABLO MERIDIAN, BEING A PART OF A PARCEL OF LAND, CALLED ALL OF SECTION 20 EXCEPT THE SOUTH 50 FEET THEREOF. SAID EASEMENT BEING DESCRIBED BY METES AND BOUNDS 4 AS FOLLOWS: 5 COMMENCING AT THE NORTH 1/4 CORNER OF SAID SECTION 20, BEING A FOUND 1/2" IRON ROD (TEE TYPE), THENCE SOUTH 88"41'01" EAST, A DISTANCE OF 2655.45 FEET TO THE NORTHEAST CORNER OF SAID 6 SECTION 20, FOR THE POINT OF BEGINNING: THENCE ALONG THE EAST LINE OF SAID SECTION 20, SOUTH 01°02'29"WEST, A DISTANCE OF 2651.13 TO 7 THE EAST 1/4 CORNER OF SAID SECTION 20; THENCE ALONG THE EAST LING OF SAID SECTION 20, SOUTH 01'02'49" WEST, A DISTANCE OF 1968.47 8 FEET; THENCE OVER AND ACROSS SAID PARCEL 1 THE FOLLOWING FOUR (4)COURSES AND DISTANCES. 9 1. SOUTH 89'39'15"WEST 207.33 FEET; 2. NORTH 00"00'00" EAST 273.53 FEET; 10 3. NORTH 90"00'00" WEST 90.76 FEET: 4. NORTH 00"01'35" WEST 4355.39 FEET, TO THE NORTH LINE OF SAID SECTION 20. 11 THENCE ALONG THE NORTH LINE OF SAID SECTION 20, SOUTH 88"41'01" EAST 384.33 FEET TO THE POINT OF BEGINNING, 12 SAID EASEMENT BEING A TOTAL OF 35.648 ACRES (1552841 SQ. FT.) MORE OR LESS 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Scarlet IV Project Reclamation Agreement B-1-4 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 EXHIBIT C. 2 Recorded Easements 3 [See Attached] 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Scarlet IV Project Reclamation Agreement C-1 Docusign Envelope ID:AC43FA66-24B6-42OA-80C2-F47520B9359B Iq mill Kroll"A 1110',0lwhAm Il wrw ilkm 2022-0111753 RECORDING REQUESTED BY: FRESNO County Recorder Paul Dictos, CPA STEVEN E. WHITE, DIRECTOR Wednesday, Sep 07, 2022 08:3 PUBLIC WORKS AND PLANNING Titles: 1 Pages: DEPARTMENT, COUNTY OF FRESNO Fees: CA SB2 Fee: ,00 2220 Tulare Street, Sixth Floor Taxes: Total: Fresno, California 93721 FRESNO COUNTY PUBLIC �ORK40S-r i AND WHEN RECORDED MAH, TO: DAVID RANDALL, SENIOR PLANNER PUBLIC WORKS AND PLANNING � DEPARTMENT, COUNTY OF FRESNO Development Services and Capital Projects Division 2220 Tulare Street, Sixth Floor Fresno, California 93721 ^� RECORDED FOR THE BENEFIT OF THE COUNTY OF FRESNO COUNTY,Exempt from Recording Fees; Gov. Code§§ 6103,27383,and 27388.1 THIS.SPACE FOR RECORDER'S USE ONLY GRANT OF11MEMI�&QOESS EASEMENT S rl r]6erLpy Pro•ect arlet LLC) l THIS GRANT OF LIMITED CESS EASEMENT is made this 7j/9f day of 2022, by RE Sret , a Delaware limited liability company (together with its designees, successo /or assigns, "GRANTOR"), in favor of the County of Fresno, a political subdivision of the Sta f I is("COUNTY"). I. RECITALS A. n Septem'at 9, 2021, pursuant to COUNTY Resolution No. 12905, subject to the condition , a ' n easures, and project notes listed therein, COUNTY's Planning Commission, u er t e Califo is Environmental Quality Act (California Public Resources Code, Division 13, sects seq.), including the implementing CEQA Guidelines thereunder (Title 14, Division ) , California Code of Regulations, section 15000 et seq.), certified Environmental Impact R o No. 7230 for an approximately 400-megawatt photovoltaic energy generating facility on 2187146.3 1 C-2 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-0111753 Page 2 of 19 approximately 4,089 acres, adopted findings relating thereto, and approved and issued to GRAN Unclassified Conditional Use Permit("CUP")No.3555. GRANTOR intends that the Project(de in Recital I.B. hereof) represents the first phase of the project described in CUP No. 355 o v , neither the Reclamation Agreement (defined in Recital I.E. hereof), as provide in sibs c ' n ) thereof, nor this Easement (defined in Section II.1 hereof), obligates CO (, either el essly or impliedly, to take any actions or to give any approvals necessary for any subsequent phase of such project described in CUP No. 3555 beyond the scope of the Project. B. GRANTOR proposes to construct and operate an approximately 200-megawatt solar photovoltaic generation facility, 40-MW / 160 megawatt hour energy storage sy�tem, substation, and transmission lines, to be known as Scarlet Solar(collectively, the�Scarlet�Solar Energy Project or the "Project'), located on an approximately 2,070-acres site in unincorporated Fresno County (the "Project Site"), which Project Site consists of the Grantor Property;(defined in Recital I.C. hereof), and the property (the "Westlands Property")that is owned by Westlands Water District,a California water district("WESTLANDS"), all as more particularly described in Exhibit A, attached hereto and incorporated by this reference. C. GRANTOR represents, c n ./an warrants to COUNTY that GRANTOR, under that certain Grant Deed from WESTL N S ("G> nt Deed"), recorded in the official records of the Fresno County Recorder, on �tober 1�:ole \ 21 at 2:29 PM, as Document No. 2021-0161201 (the uir fee ownershi to and remains the sole fee owner ofRecord Title Date and Time :) acqp , the portion of the Project Site covered by this Easement (defined in Section II.1. hereof), the legal description of which 'is set�fbrth-in Exhibit B. attached hereto and incorporated by this reference (the "Grantor Property"): GRANTOR further represents to COUNTY that GRANTOR granted to WESTLTthat ce roundwater easement agreement over the Grantor Property to ratify and confirm eraun., isting easements and to grant certain additional groundwater easements to WESTL `Groundwater Easement"), and such groundwater easement agreement has been r o e a ins e Grantor Property in the official records of the Fresno County Recorder, on be , *1021, as of 2:29 PM, as Document No. 2021-0161203 (the "Groundwater Easement 2187146.3 2 C-3 Z Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-0111753 Page 3 of 19 Record Date and Time"),which was subsequent to such recordation of the Grant Deed in the off records of the Fresno County Recorder. D. COUNTY's Planning Commission conditioned approval of CUP No. 355 ,a o g other things, GRANTOR's compliance with a reclamation plan, prescribi o ss r decommissioning, dismantling, and removal of the entire Project, and reclamat'o of all o h Project Site to its pre-project condition pursuant to the reclamation plan. Pursuant to a ondi ' of such approval and the Reclamation Agreement (defined in Recital I.E. he PROJECT OWNER and COUNTY agreed to certain modifications to such reclamation plan (Called' , such reclamation plan together with such modifications are the "Reclamation Plan"). E. GRANTOR will eventually decommission, dis tl , remove the entire Project, and reclaim all of the Project Site to its pre-project con i �o rs e Reclamation Plan. F. In order to secure GRANTOR's f o e of all of its obligations under the Reclamation Plan, GRANTOR and CO v en d into that certain Solar Project Reclamation Agreement, dated August 23, t eclamation Agreement") by which GRANTOR covenants to, among other thing lly comply with all of the provisions of the Reclamation Plan, and provide and main r s f these obligations in the form of cash deposits (the "Security"). A true and co e co y t Reclamation Plan is attached to the Reclamation Agreement, and incorporated t rein by r e enccee as Exhibit A thereto. G. The term of C o. 35 5 for the Project is thirty-five (35) years after its effective date, which COUNTY may extend in its sole discretion, unless earlier terminated in accordance with the provisions of ap e H. ThetRc ation Plan, and more specifically, the Reclamation Agreement, including subsection a) thereof, e uire GRANTOR to decommission, dismantle, and remove the entire Project,and the all of Project Site to its pre-project condition pursuant to the Reclamation Plan (collecti ` cla ation") within twelve (12) months of the earliest to occur of any of the in rep onably determined by COUNTY's Director of Public Works and Planning or such recto 's esignee: (i)there has not been substantial development of the Project within two (2) years owing COUNTY's Planning Commission's approval of, and issuance to GRANTOR, CUP No. 2187146.3 3 C-4 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-0111753 Page 4 of 19 3555; (ii) the Project, or a substantial portion thereof, has not, following completion of constru of the Project, produced electricity for at least six (6) consecutive months within a twelve (12) period, or for three hundred sixty five (365) non-consecutive calendar days within any en o r (24) month period, during the term of the Reclamation Agreement; (iv) the x i atio y termination of CUP No. 3555; or (v) thirty-five (35) years from the commen a ent of o e tion of the Project, in its entirety. I. GRANTOR is providing the Security to COUNTY to s e GRANTOR's (including any Transferee's, as defined in Section 6 of, and as provided under, mation Agreement) faithful performance of all of its obligations under the Reclamati ent. In the event GRANTOR (including any Transferee as defined in Section as provided under, the Reclamation Agreement) defaults under the Reclama 'o� ee e LINTY may draw on the Security and use the proceeds thereof to carry out atb f the Project Site, including the Grantor Property, in substantial conformity with eI ati Plan, pursuant to the Reclamation Agreement. J. In the event COUNTY elects, i i sole discretion, to carry out the Reclamation of the Project and the Project Site, includ' or Property, in substantial conformity with Reclamation Plan, pursuant to e ec m i Agreement, COUNTY must have the right to immediate, reasonable access t Grantor r perty. K. Any reference ` ncu rances" in this Easement shall mean, in their context, liens, encumbrances, covenants, conditions, restrictions, reservations, contracts, leases, licenses, easements, rights o 1 f ossession or occupancy,or any third party interests, of any kind. II. GRANT OF L ED ACCESS EASEMENT 1. GRANT hereby irrevocably establishes in favor of, and grants to COUNTY, including its ctors, officers, agents, employees, and representatives (collectively, "COUNTY PART n ne clusive access easement over, under, on, and across the Grantor Property (this m " ,s y for accessing the Grantor Property for the limited purpose of, in COUNTY's sole retl arrying out the Reclamation of the Project, to the extent that the Project is located on the ntor Property, and the Grantor Property, in substantial conformity with the Reclamation Plan, 2187146.3 4 C-5 LI Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-0111753 Page 5 of 19 pursuant to the Reclamation Agreement, and for no other purpose, unless and until this Easeme terminated only pursuant to Section II.5. hereof,provided however, (i) COUNTY agrees that an u Reclamation by any of COUNTY PARTIES on the Grantor Property shall not destroy, a r endanger any of the water pipelines, or other third party infrastructure, including e to s, ev'c s and appurtenances for such water pipelines and/or such other third party infr cture (c I ctively, the "Water Pipelines and Third Party Infrastructure"), which are or will be o ted in in any of the areas covered by any third party easement and/or the Groundwater Easement within the Grantor Property, as reflected in the Reclamation Plan, provided that for any s a Pipelines and Third Party Infrastructure that are or will be below the surface of the earth, s Iu at ipelines and Third Party Infrastructure shall, at the time of such Reclamation on the perty by any of COUNTY PARTIES, be located at a reasonably-safe depth below �s c of-t arth,and (ii)this Easement does not impose any obligation, either express orpl po UNTY to carry out any of the Reclamation of the Project or the Grantor Pro ion of the Project or the Grantor Property, under the Reclamation Agreement or w' ct t the Reclamation Plan. 2 No act, delay in acting, failure t, or particular or partial exercise of any rights, under this Easement, and the rights grant e e , b OUNTY and/or any of the other COUNTY PARTIES shall be deemed to(i)pons itute n ba nment, surrender,termination,waiver, or release of, or limitation on,this Easeme't, and th r ht granted herein, or(ii) impair,terminate, or otherwise affect the validity or effectivene s this ement, and the right granted herein.Nonuse, limited use, or intermittent use of this Easement, an the rights granted herein, for any duration shall not preclude or otherwise limit a r of the entire scope of this Easement, and the rights granted herein, in the event the same is d s' ed or needed, unless and until this Easement is terminated only pursuant to Section II.5. ereof. 3. TOR expressly reserves for itself, its successors and its assigns,the right to use the Gran r to grant other licenses or easements on the Grantor Property, so long as such u do unr onably interfere with this Easement, and the rights granted herein, provided howev e provisions of this Section II.3. are subject to the provisions of subsection II.11.(c)hereof. 218714-6.3 5 C-6 S Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-0111753 Page 6 of 19 4. This Easement shall be effective upon recordation of this Easement against Grantor Property in the official records of the Fresno County Recorder("Effective Time and D Y Y Y P 5. This Easement may only be terminated b COUNTY, upon COUNTY's or of COUNTY's release against the Grantor Property in the official records of e res o CO ' Recorder, expressly releasing this Easement, and the rights granted herein, bac o GRAN R either due to the termination of the Reclamation Agreement pursuant to Section 8 th e (Sa ' ction of Reclamation Plan) or to COUNTY's issuance of written notice to GRA OR that COUNTY will not undertake or complete Reclamation of the Project, to the extent that o. ct is located on the Grantor Property,and the Grantor Property,or otherwise in the COUN of iscretion. COUNTY shall undertake such recordation of such COUNTY's release in r as timely manner following such termination of the Reclamation Agreement or ce of written notice to GRANTOR that COUNTY will not undertake or c7p e ec nation of the Project, to the extent that the Project is located on the Grantor Pro e cantor Property, or that COUNTY otherwise, in its sole discretion, desires such re , as licable. 6. This Easement is subject only t superior matters of title on the Grantor Property, which have been recorded against the Gr or e in the official records of the Fresno County Recorder prior to the Effective T' e;ad in ding without limitation any and all Encumbrances so recorded prior to the Effec i e Tie a Date, provided however, the provisions of this Section II.6. are subject to the provision sse t' n II.I L(c) hereof. 7. This Easement shall not be modified except upon a written amendment approved by COUNTY and G s Easement shall bind and inure to the benefit of the designees, successors, and/or assi the parties hereto. However, nothing contained herein shall be deemed to grant to e ublic an r' ht of access to the Grantor Property or to grant any rights in any third party, excep ovided in this Easement with respect to any COUNTY PARTIES (other than COUNT r a ugh COUNTY under this Easement. ,T is Easement may be executed in original counterparts,which taken together,shall stitu e e and the same instrument. 2187146.3 6 C-7 W Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-0111753 Page 7 of 19 9. This Easement, and the rights granted herein, shall be interpreted in accordance the laws of the State of California. Any suits brought pursuant to this Easement shall be file heard in courts having jurisdiction and located in the Fresno County, State of California. 10. Upon GRANTOR's execution and delivery of this Ease nt o , GRANTOR agrees to COUNTY's immediate recordation of this Easeme against a Grantor Property in the official records of the Fresno County Recorder. 11. GRANTOR represents, covenants, and warrants to TY that (a) the person executing this Easement on behalf of GRANTOR has full power and a r' execute and deliver this Easement to COUNTY; (b) GRANTOR has full power and autho ' o orize COUNTY to record this Easement against the Grantor Property in the off al ds of the Fresno County Recorder, as provided herein; and (c) notwithstanding a i ary in this Easement, (i) as of the Record Title Date and Time, the Grantor<PPro w e and clear from any and all agreements, instruments,or documents, whether i or rded against the Grantor Property in the official records of the Fresno County Recor a 1 , grant, confer, convey,ratify, confirm (or otherwise promise or agree to any of the fore i ), or create or assert any claim to any right,title, or interest in or to the Grantor Property, ny io thereof, including without limitation any and all Encumbrances, that unreaso to er o ould unreasonably interfere with this Easement, and the rights granted herein, (i )the Grou ater Easement, as recorded in the official records of the Fresno County Recorder on the r ndw a Easement Record Date and Time, does not allow, grant, confer, convey, ratify, confirm (or otherwise promise or agree to any of the foregoing), or create or assert any claim to or interest in or to the Grantor Property, or any portion thereof,that unreasonably interfere ould unreasonably interfere with this Easement, and the rights granted herein, (iii)the easements d crossings reflected in the Reclamation Plan with respect to the Grantor Property are ly rights, title, or interests in or to the Grantor Property that may impact this Easemen , t ri is granted herein, provided however, such easements and crossings do not u e on b in ere and would not unreasonably interfere with any of COUNTY PARTIES' imme i e, easonable access to the Grantor Property, including any portion thereof, in accordance h the limited purpose of Section II.1 hereof, and (iv) GRANTOR has not, since the Record Title 21 V 146.3 7 C-8 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-0111753 Page 8 of 19 Date and Time, allowed, granted, conferred, conveyed, ratified, confirmed (or otherwise promis agreed to any of the foregoing), will not, allow, grant, confer, convey, ratify, confirm (or othe i promise or agree to any of the foregoing), and will prohibit any person or entity from eati r asserting any claim to, any right,title, or interest in or to,the Grantor Property, or n orti rrthe , including without limitation any and all Encumbrances, that unreasonabl interfere o would unreasonably interfere with this Easement, and the rights granted herein, and ' e ev of such unreasonable interference, GRANTOR shall, at its own cost, prom to the extent reasonably necessary, eliminate or modify such unreasonable interference to able satisfaction of COUNTY, so that such interference is only a reasonable interference i Easement, and the rights granted herein;provided however, COUNTY acknowledg th NTOR may not disallow or prohibit a governmental authority from exercising 1 t of eminent domain, and therefore, no representation, covenant, or warrant"" a in ection II.11(c)(i), (ii), and (iv) hereof as to the disallowance or prohibition of su v en uthority's exercise of such right. 12 The title of and section headi e i is Easement are for the purpose of convenience only, and neither the title hereof no section heading hereof shall modify or be used to interpret the provisions of this Easeme 13, The Recitals ab e a e i o d herein by reference as though fully set forth herein. [S TU ON FOLLOWING PAGE) 2187146.3 8 C-9 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-0111753 Page 9 of 19 IN WITNESS WHEREOF,the undersigned have caused this Grant of Limited Access Eas to be executed and accepted the date hereinabove written. GRANTEE: GRANTOR: County of Fresno RE Scarlet LLC ACCEPTED BY Steven E. White, PE, P , Director By Department of Public rks and Planning Kris Cheney, Execu ' c President, West, C tral, an B Y Environmental A rs Mailing Address- APPROVED AS TO LEGAL FORM RE Scarlet LLC Daniel C. Cederborg c/o EDP Re o America LLC Fresno County Counsel Attn: Chie e icer P. ox 8 o s e s 53 By. D 2187146.3 9 C-10 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-01 1 1 753 Page 10 of 19 ACKNOWLEDGEMENT STATE OF TEXAS ) ss: COUNTY OF This instrument was acknowledged before on (k� y Kris Cheney, Executive Vice President, West, Central an En in I Scarlet LLC, a Delaware limited liability company, on ha of said liro m t is ' ' company. • !!ue�;,; LAURA D SKUCHKO Notary Public,State of Tex / tary Pll lie Ow. Comm.Expires 11.03.2025 j Notary ID 1098334-0 f� 0 D C-11 Jo Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-0111753 Page 11 of 19 CALIFORNIA CERTIFICATE OF ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached,and not the truthfulness,accuracy,or validity of that document. State of California ) County of On � I before me, Vt e (here insert name and thl o .e o ce personally appeared who proved to me on the basis of satisfactory evidence to be the person(}w s name(g) is/apO subscribed to the within instrument and acknowledged to me that he/side/thy ex to a same i his/l*r/trr authorized capacity(idA, and that by his/ho/th�4'r signature(4�on the inst u ent t erson( , or the entity upon behalf of which the person(s) acted,executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and PAIGE M. AME C COMM. #2397911 z Notary Public -California WITNESS my hand and official seal. 0 Z Fresno County Comm,Expires Mar,21,2Q26 Signature (Seal) (, �rauclulent formation Although the information in this section is not requir a ,it cou rev removal and reattachment of this acknowledgment to an unauthorized document and may prove useful to pe,s ns relying o e attached document. Description of Attached Document The preceding Certificate of Acknowledgment ' ed to a document Method of Signer Identification titled/for the purpose of, Proved to me on the basis of satisfactory evidence: 0 form(s)of identification 0 credible witnesses) Notarial event is detailed in notary journal on: containing pages,and d to Page# Entry# The signer(s) capacit thority is e as: Notary contact: ❑ Individual(s) Other El Attorney-in-Fact ❑ AdditionalS)gner(s) ❑ Sig ner(s)Thtmbprint(s) ❑ Corporate Offic r( T tie s) ❑ ❑ Guardian/C se ator artn a al u e(s) ❑ Oth representing: Name(%)of Person(s)or Entity(jes)Signer is Representing C-12 Copyr ght 20 7 2018 Notary Rotary,PO Box 41400 De M nes IA 50111.0507 Al Rights Re erred. tern Number 101772. Please contact your Authorized Rese lei to purchase cop es of th form Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-0111753 Page 12 of 19 Exhibit A Scarlet Solar Project Site Phase I 12 FF ? ' �8 9 0 I � I 13 18 1.7 , 16 15 ]J± II � 15S 15E ` ' I I 22 24 19 0 2-1 I I I I 25 30 27 29 28 FLI 36 31 32 33 34 I I ❑ F n Parcels I INCH : 0.75 MILES Scarlet I Solar N Project ranto roperty W E estlands Property $ ------------- Miles 0 0.5 1 Fresno County, CA C-13 IZ Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-0111753 Page 13 of 19 EXHIBIT B RE Scarlet LLC—Grantor Property LEGAL DESCRIPTION Real property in the imincorporated area'of the County of Fresno, State of a ' ornia, 'bed as follows: PARCEL 1: :ALL OF SECTION 20, TOWNSHIP 15 SOUTH, RANGE 15 EAS DIABLO BASE. AND MERIDIAN,ACCORDING T,07HE OFFICIAL PLAT OF. CEPTING THEREFROM THE SOUTHEAST QUARTER OF SAID SEC ? O EXCEPTING THEREFROM THE SOUTH 50 FEET OF SAID SECTION Together with, THE SOUTHEAST QUARTER OF SECTION T 5 SOUTH, RANGE 15 EAST,, MOUNT DIABL:O BASE AND MERIDIAN, C O THE OFFICIAL PLAT THEREOF. EXCEPT THE SOUTH 50 FEE SGRANTED TO THE COUNTY OF FRESNO, APN: 028-071-34 and 028-071-39 LANDs � w TYL TRU! P 0.9607 EW 03-31-2023 S RVEYING AN APPING,LLC. A y412022 �9r£ Or c;,0F04��v D 2187146.3 B-1 C-14 � 3 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-0111753 Page 14 of 19 PARCEL 2: THE NORTHEAST QUARTER OF SECTION 29, TOWNSHIP 15 SOUTH,RANGE 15 MOUNT DIABLO BASE AND MERIDIAN,ACCORDING TO THE OFFICIAL PLA THEREOF_ EXCEPTING THEREFROM THE EAST HALF OF THE SOLA.S'T AR OF THE NOR=-AST QUARTER THEREOF. ALSO EXCEPTING I TTi 50 FEET OF THE NORTHEAST QUARTER DEEDED TO THE COUNTS FRB DEED RECORDED DEC24BE,R 16, 1994. AS DOCU,\MgT NO. 941897 4 OF OFFI RECORDS. Together with, THE SOUT MIST QUARTER OF SECTION 29.TOWNSHIP 15 UTTI; GE 15 EAST, MOUNT DIABLO BASE AND M RID►LkN.ACCORDING TO FFI PLAT THEREOF. Together with- THE NORTHWEST QUARTER OF SECTION 29, 5 SOUTH,RANGE 15,EAST, MOUNT DIABLO BASE AND MFRIDIAN,A TO OFFICIAL PLAT THEREOF; EXCEPTING THEREFROM 0 T THEREOF. Togethef with_ THE SOUTH HALF OF THE NO Q TER OF THE NORTHEAST QUARTER OF THE FRACTIONAL SECTION 30.TO 1 OUTH,RANGE 15 EAST,MOUNT DIABLO BASE AND NL IERIDIANZ ,A TO THE OFFICIAL,PLAT THEREOF. Together l;nth, THE FORTH HALF OF OR T QUARTER OF THE NORTHEAST QUARTER OF FRACTIONAL SECTION 30, 15 SOUTH,RANGE 15 EAST,MOUNT DIABLO BASE AND]+MERIDIAN,ACCORDING TO THE OFFICIAL PLAT THEREOF, EXCE=G THEREFROM TH 50 FEET THEREOF. Tog�ethff with. THE NORTH HALF SOUTHEAST QUARTER OF THE NORTHEAST QUARTER OF SECTIOL TOWN 15 SOUTH,RANGE 15 EAST, MOUNT DLABLO BASE AND MERID CORDING TO THE OFFICIAL PLAT THEREOF. 2187146.3 B-2 C-15 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC#2022-0111753 Page 15 of 19 Together with, FRACTIONAL SECTION 30, TOWNSHIP 15 SOUTK RANGE 15 EAST,MOUNT DIAB BASE AND NIERIDIA-N� ACCORDING TO THE OFFICIAL PLAT THEREOF,EX 1-H REFROM THE EAST 1. 2 OF THE NORTHEAST 114; ALSO CEPTINC OM PQ THAT PORTION OF THE WEST D OF SAID SECTION 30 AS CONVEYEDT OF CALIFORNTA IN THE DEED RECORDED FEBRUARY 05. 1960 IN B 4339.P 2 A.S DOCUX=NO. 9195 OF OFFICIAL RECORDS,DESCRIBED AS FO OWS: BEGINNING AT THE SOIPIT3'VEST CORNER OF SAID SECTION,SAID CORNER BEING AT COORDINATES Y=460,000.220 FEET AND X=159257 ; THENCE(1)ALONG THE WEST LINE OF SAID SECTION, NOR 1° 18'31"EAST, 5307.60 FEET TO THE NORTH LINE OF SAID SECTION;THENCE(2)ALOE_ AID NORTH LINE, SOUTH 88"37' 3 7" EAST. 141.64 FEET;THENCE (3) SOUTH 61� 1 1 T, 82 72 FEET TO THE EAST LINE OF THE WEST 70 FEET OF SAID SECTION; CE (4 ONG SAID EAST LINE, SOUTH 01° 18'3 1" WEST, 5224.71 FEET; THEN 5) 580 41'29" EAST, 82.72 FEET TO THE SOUTH LINE OF SAID SECTION: ONG SAID SOUTH LINE,NORTH 88° 41'39" WEST, 141.64 FEET TO O INNING. ALSO EXCEPTING THEREFROM THAT PORTIO COUNTY OF FRESNO BY DEEDS RECORDED DULY 22. 1966 , GES 404 THROUGH 407 AND 408 THROUGH 410, AS DOCUMENT NOS5 02 OF OFFICIAL RECORDS, DESCRIBED AS FOLLOWS: THE NORTH 5 FE F SECTION 30, EXCEPTING 1HEREFROM THE NORTHEAST 14 OF 4;ALSO EXCEPTING THEREFROM THE F0LLOIITIh7G: BE OR=TEST CORNER OF SAID SECTION 30, SAID N'OR=TST CO IN OORDINATES Y=465306.068 AND K 1592699.352 FEET: THENCE (1)EAS , ONG THE NORTH LINE OF SAID SECTION 30, SOUTH 38°3 T 3 7"EAST E OF 141.64 FEET;THENCE (2) SOUTHI�VESTERLY. SOUTH 61" 18'3 ' % A ISTANCE OF 82.72 FEET, THENCE (3) SOUTHERLY,SOUTH 01° 18' '--- .I D r" ACE OF 8.56 FEET;THENCE(4) 'V�TESTERI_Y,NORTH 830 37 f ANCE OF 70 FEET; THENCE(5) NORTHERLY,ALONG `EST OF SAID SECTION 30,NORTH 0V 18'31- EAST, A DISTANCE OF 50 FEET T PO F BEGINNING_ AND ALSO EXCEPTTNG THEREFROM THAT FORTI 0 TO THE COUNTY OF FRESNO BY DEED RECORDED JUNE 01, 1994 AS NO. 94091739 OF OFFICIAL RECORDS,AND DESCRIBED AS FOLLOWS: COI AE NCING AT THE NOR=TEST CORNER OF SAID SECTION 30; TERLY ALONG'TIE NORTH LIME OF SAID SECTION, SOUTH 890 38'32"EAST, O A POINT ON THE EAST RIGHT-OF-QUAY LINE OF STATE ROUTE 33 (DF.RRI :THENCE SOUTH 010 18' 10"WEST, 50.00 FEET. TO A POINT ON A LINE 5 SOUTMERLY OF AND PARALLEL TO THE NORTH FINE OF SAID SE N, SAID LNT BEING THE TRUE POINT OF BEGINNING;THENCE SOUTH 460 18' 10 ST. 1013 FEET TO A POINT ON A LINE 70 FEET EASTERLY OF AND P WEST LINE OF SAID SECTION, SAID LINE ALSO BEING THE EAST RIGHT OF STATE ROUTE 33 (DERRICK Ate); THENCE ALONG SAID RIGHT OF 'LINE.NORTH 010 18' 10"EAST,71.71 FEET;THENCE ALONG ALINE 50 T I Y OF AND PARA T= TO THE NORTH LINE OF SAID SECTION,SOUTH 8$ '32" T_ 71.64 FEET, TO THE TRUE POINT OF BEGINNING. 2187146.3 B-3 C-16 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-0111753 Page 16 of 19 Together with- :A�� THE SOUTH HALF OF THE SOUTHEAST QUARTER OF THE NORTHEAST QUARTER OF SECTION 30,TOWNSHIP 15 SOUTH,RANGE 15 EAST,MOUNT DIABLO BASE M=LkN,ACCORDINCT TO THE OFFICIAL PLAT THEREOF_ Together wi$i THE EAST HALF OF THE SOUTHEAST QUARTER OF THE NORTHEASTL�RTER SECTION 29, TOWNSHIP 15 SOUTH,RANGE 15 EAST,MOUNT DIABLONMUDLAN,ACCORDING TO TH TE E UNID STATES GOII ERAih�TOT APPROVED BY THE SURVEYOR GENTERAL ON JANUARY 31. 1835, Together with_ THE SOUTH HALF OF THE NORTHWEST QUARTER AND T QUARTER- OF THE NORTHEAST QUARTER OF SECTION 28, TOWNS :s� RANGE 15 EAST, MOUNT DLABLO BASE AND ME=IAN,ACCORD O I W.1I ED STATES GOVERNMENT TOWNSHIP PLAT APPRO'%ED GENERAL ON JANUARY 31. 185 5. O APN: 0 8-111-10, 028-111-07. 028-11I-09; 028 1 1S- 04,028-111-01, 029-111-06 and 028-111-19 L AND I)'Lt� -.TRUJ P C). -lw7 DF W n. 5 1R%'EYING AND MAPPINIC}, .I. � 2 � 5 q r� ci0 21871463 B-4 C-17 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-0111753 Page 17 of 19 PARCEL 3: THE SOUTH HALF OF THE SOUTHEAST QUARTER OF THE SOUTHEA7BASE TS SECTION 29.TOWNSHIP 15 SOUTH,RANGE 15 EAST,MOUNT DIABLOMERIDIAN, ACCORDING TO THE OFFICIAL PLAT THEREOF. Together,with, THE'NORTHHALF OF THE SOUTHEAST QUARTER OF THE SOLITHEAST,QUART ,P,OF SECTION 29,TOWNSHIP 15.SOUTH,RANGE 15 EAST,MOUNT DIABLO BASE AND MERIDLkN.ACCORDING TO THE OFFICIAL PLAT THEREOF. Together with, ' I ` THE SOUTH HALF OF THE NORTHWEST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 29,TOWNSHIP 15 SOUTH. RANGE 15 EAST,MOUNT DIABLO BASE AND MERIDIAN. ACCORDING TO THE-OFFICIAL PLAT.THEREOF. Together-with, THE EAST HALF OF THE SOUTHWEST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 29. TOWNSHIP 15 SOUTH, RANGE 15 EAST,MOUNT DIABLO BASE AND 11 RIDLAN.ACCORDING TO THE OFFICIAL PLAT THEREOF. Together with, THE WEST HALF OF THE SOUTHWEST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 29.TOWNSHIP 15 SQUT'H,', GE'f5 EAST,MOUNT-DIABLO BASE AND MERIDIAN,ACCORDING TTHt, OFFItIAL PLAT THEREOF. Together with- THE � \ QUARTER OF- SOUTHEAST QUARTER OF SECTION 29 TOWNSHIP NORTHEAST QU Q } 15 SOUTH. RANGE 15 EAST.MOUNT DIABLO BASE AND.MERIDIAN.ACCORDING TO THE OFFICL4LP APN: 028-111-16, 02$-1.1113, 028-111-15,028-111-14, and 028-111-17 LAND V' TYL TR J . +� LYP. 43-34-2Q23 S Yl AND MAPPING,LLC. * 214120 � CaL1F�`��6 2187146.3 B-5 C-18 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-0111753 Page 18 of 19 PARCEL 4: THAT PORTION OF THE SOUTHWEST QUARTER-OF'SECTION 21.TOWNSHIP 4SH.RANGE 15 EAST, MT. DIABLO BASE &NDMIDIAN,ALL SI UAI Fl IN THE�CO FRESNO, STATE OF CALIFORNIA, BEING MORE PARTICULARLY DESCRIBED AND BOUNDS AS FOLLOWS: BEGINNINGAT THE NORTHWEST CORNER OF THE SOUTHWEST Q TER O . SOUTHWEST QUARTER OF S AID SECTION 21. SAID POINT BEING SO 0100 11 NEST,A DISTANCE OF 1,325.64 FEET FROM THE QUARTER CORNER C TO SECTIONS 20 AND 21; THENCE SOUTH'88°5T32" EAST,A DIS TCE OF 665.35 FEET: THENCE SOUTH 01003'29"WEST. A DISTANCE OF 502.75 FEET:THENCE SOUTH 8V2642" EAST.A.DISTANCE OF 66$.28 FEET; THENCE SOUTH O1 04'09" DISTANCE OF 77899 FEET TO A POINT ON THE NORTH MARGIN OF THEW., AVE.RO.W.; THENCE NORTH 88056'21"WEST ALONG SAID NORTH R. ,A DISTANCE OF. 1,330.20 FEET TO THE INTERSECTION OF SAID NORTH` GIN AND THE WEST LIME OF SAID SECTION.?1: THENCE NORTH 0100 9" G SAID WEST LINE OF SECTION 21,A DISTANCE OF 1,275.64 FEET TO GINNING. CONTAINING 31.33 ACRES (1.364.871 SQ. FTOF OR LESS, APN: PORTION OF 028-07147 'CYL .TRUJ - P 0, 9607 9607 UP, 03-N-2023 RVEYING AND MAPPTNG, * .2141= serf OP Ca014�=,v D 2187146.3 B-6 C-19 I l Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-01 1 1 753 Page 19 of 19 Certificate of Acceptance Pursuant to CA Government Code § 27281 This is to certify that the interest in real property conveyed by the Grant of Lim d Access Easement dated August 31, 2022, from RE Scarlet LLC to Th o Fresno, a governmental agency, is hereby accepted by order of the t ven E. , PE, PLS, Director of Fresno County Department of Public Works an tanning August 23, 2022, pursuant to authority conferred by Consent Agenda . 40 o e Fresno County Board of Supervisors adopted on September 9, 2022, a rantee consents to recordation thereof by its duly authorized officer. Dated August 31, 2022. Steven E. White, PE, PLS irector Department of Public W s and Planning By: D C_20 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 1 � RECORDING REQUESTED BY: 001"IdIL10 WINW , STEVEN E. WHITE, DIRECTOR 2022-0111752 PUBLIC WORKS AND PLANNING FRESNO County Recorder DEPARTMENT, COUNTY OF FRESNO Paul D 1 ctos, CPA 2220 Tulare Street, Sixth Floor Wednesday, Sep 07, 2022 08:3 . Fresno, California 93721 Titles: 1 Pages: 15 Fees: t•®0 CA SB2 Fee: 0. AND WHEN RECORDED MAIL TO: Taxes: 0.00 Total: FRESNO COUNTY PUBLIC WORKS DAVID RANDALL, SENIOR PLANNER PUBLIC WORKS AND PLANNING DEPARTMENT, COUNTY OF FRESNO Development Services and Capital Projects Division 2220 Tulare Street, Sixth Floor 0 Fresno, California 93721 RECORDED FOR THE BENEFIT OF THE COUNTY OF FRESNO COUNTY,Exempt from Recording Fees;Gov. Code §§ 6103,27383, and 27388.1 TH ACE FOR RECORDER'S USE ONLY arl t r 6ergy Pro'ect (Wes n ater District) THIS GRANT OF LIM D ACC S EASEMENT is made this day of AXllA- 2022, by Westlands Water District, ornia water district (together with its designees, successors, and/or assigns,"G R"), in favor of the County of Fresno, a political subdivision of the State of California("Co I. RECITALS A. n Septem er 9, 2021, pursuant to COUNTY Resolution No. 12905, subject to the condition , ml • a ' n easures, and project notes listed therein, COUNTY's Planning Commission, u er t e Cali is Environmental Quality Act (California Public Resources Code, Division 13, secti 0 seq.), including the implementing CEQA Guidelines thereunder (Title 14, Division 6, ,-California Code of Regulations, section 15000 et seq.) (collectively, the California E 1 ental Quality Act, including such CEQA Guidelines thereunder, are "CEQA") certified 2187146.14 1 C-21 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-0111752 Page 2 of 15 Environmental Impact Report No. 7230 for an approximately 400-megawatt photovoltaic e generating facility on approximately 4,089 acres, adopted findings relating thereto, and approve d issued to PROJECT OWNER (defined in Recital I.C. hereof) Unclassified Conditional se it ("CUP") No. 3555. GRANTOR served as a responsible agency (as defined 'n lifo is Resources Code section 21069 and under CEQA Guidelines, section 15 81) in ��UNTY's environmental review process, under CEQA,for the project described in CUP No_A555, atid; on April 5, 2022, GRANTOR filed its notice of determination, under CEQA, with the County Clerk, reflecting GRANTOR's review of EIR No. 7230 and approval of the project described in CUP No. 3555. B. COUNTY represents to GRANTOR, and GRANTOR OR acknowledges, that the PROJECT OWNER intends that the Project (defined in Recital 4.C. het represents the first phase of the project described in CUP No. 3555, however, COUNTY further represents that COUNTY and PROJECT OWNER agree, and GRANTOR acknowledges, that neither the Reclamation Agreement (defined in Recital I.H. hereof), as provided in subsection I(e)'thereof, nor this Easement (defined in Section 11.1 hereof), obligates COUNTY, either e)�pro s lYnpliedly, to take any actions or to give any approvals necessary for any subsequent pha such project described in CUP No. 3555 beyond the scope of the Project. C. RE Scarlet LLC a"be�laware f i� liability company (the "PROJECT OWNER"), proposes to construct and o e�ate an ap oximately 200-megawatt solar photovoltaic generation facility, 40-MW / 160 megawatt\\.hour en e storage system, substation, and transmission lines, to be known as Scarlet Solar (collectively, the Scarlet Solar Energy Project or the "Project"), located on an approximately 2,070 ze_ i nincorporated Fresno County(the"Project Site"),which Project Site consists of the Granto roperty (defined in Recital I.E. hereof) and the property that is owned by PROJECT R (the roject Owner Property"), all as more particularly described in Exhibit A, attached h o d incorporated by this reference. connection with the Project, GRANTOR represents to COUNTY, and COUNTY a wl s, GRANTOR granted to PROJECT OWNER that certain transmission easement(the " ns ion Easement") over the Grantor Property for placement of certain Project facilities, and t the Transmission Easement has been recorded against the Grantor Property in the official records 2187146.14 2 C-22 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-0111752 Page 3 of 15 of the Fresno County Recorder, on October 1, 2021, as of 2:29 PM, as Document No. 2021-016 (the "Transmission Easement Recordation Date and Time"). E. GRANTOR represents, covenants, and warrants to COUNTY that G s e sole fee owner of the portion of the Project Site covered by this Easement (deftnedin e o .1. hereof), the legal description of which is set forth in Exhibit B, attached her�`�and inc6�orated by this reference (the "Grantor Property"). F. The COUNTY's Planning Commission conditioned approval of CUP No. 3555 on, among other things,PROJECT OWNER'S compliance with a reclamation plan,prescribing the process I for decommissioning, dismantling, and removal of the entire Project,''and reclamation of all of the Project Site to its pre-project condition pursuant to the reclamatiori plan. COUNTY represents to GRANTOR, and GRANTOR acknowledges, that pursuant to a`conditio J of such approval and the Reclamation Agreement(defined in Recital I.H. hereof), PROJECT OWNER and COUNTY agreed to certain modifications to such reclamation plan (c l�ectively, such;reclamation plan together with such modifications are the "Reclamation Plan"). G. PROJECT OWNER will even 1 decommission, dismantle, and remove the entire Project, and reclaim all of the Project Site its ro' ct condition pursuant to the Reclamation Plan. H. In order to secure PRO O R's faithful performance of all of its obligations under the Reclamation Plan, P OJECT R and COUNTY have entered into that certain Solar Project Reclamation A reemen dated st 23 2022 the "Reclamation Agreement") b which J g � � , ( g ) Y PROJECT OWNER covenants to, among other things, fully comply with all of the provisions of the Reclamation Plan, a -pr_o nd maintain security for these obligations in the form of cash deposits (the "Security"). CO represents to GRANTOR, and GRANTOR acknowledges, that a true and complete c Zn f the Re e as Ex ation Plan is attached to the Reclamation Agreement, and incorporated therein by re Exhibit A thereto. I e rm of CUP No. 3555 for the Project is thirty-five (35) years after its effective t , wh'c CO TY may extend in its sole discretion, unless earlier terminated in accordance with the ro 's' ns of applicable law. 2187146,14 3 C-23 3 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-0111752 Page 4 of 15 J. COUNTY represents to GRANTOR, and GRANTOR acknowledges, tha Reclamation Plan, and more specifically, the Reclamation Agreement, including subsectio thereof, require PROJECT OWNER to decommission, dismantle, and remove the entire o.e reclaim all of the Project Site to its pre-project condition pursuant to the Reclamxan at' 7the ( ctiv y, "Reclamation") within twelve (12) months of the earliest to occur of an o f I wing, as reasonably determined by COUNTY's Director of Public Works and Planni u irector's designee: (i) there has not been substantial development of the Project. ' hin two (2) years following COUNTY's Planning Commission's approval of, and issuance to PRO R, CUP No. 3555; (ii) the Project, or a substantial portion thereof, has not, following co io f construction of the Project,produced electricity for at least six (6) consecutive mon w' 1 twelve (12) month period, or for three hundred sixty five (365) non-consecutive c �d a any twenty four(24) month period, during the term of the Reclamation Agreem7t; e e i tion or early termination of CUP No. 3555; or (v) thirty-five (35) years from th e em of operation of the Project, in its entirety. K. PROJECT OWNER is provi he Security to COUNTY to secure PROJECT OWNER's (including any Transferee's, s d in Section 6 of, and as provided under, the Reclamation Agreement) faith o ace all of its obligations under the Reclamation Agreement. L. In the event PR CT O R(including any Transferee, as defined in Section 6 of, and as provided under, the Reclamation Agreement) defaults under the Reclamation Agreement, COUNTY may dra e rity and use the proceeds thereof to carry out the Reclamation of the Project Site, including t rantor Property, in substantial conformity with the Reclamation Plan, pursuant to e :%he lamati n greement. M. ent COUNTY elects, in its sole discretion, to carry out the Reclamation of the Project ite, including the Grantor Property,insubstantial conformity with Reclamation n, u t t t e Reclamation Agreement, COUNTY must have the right to immediate, reasonable ccess a rantor Property. 2187146.14 4 C-24 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-0111752 Page 5 of 15 N. Any reference to "Encumbrances" in this Easement shall mean, in their context, i , encumbrances, covenants, conditions, restrictions, reservations, contracts, leases, licenses, ease , rights of way, rights of possession or occupancy, or any third party interests, of any kind. II. GRANT OF LEMTED ACCESS EASEMENT 1. GRANTOR hereby irrevocably establishes in favor of, an rants to OUNTY, including its contractors, officers, agents, employees, and representatives (col c 'vely OUNTY PARTIES"), a nonexclusive access easement over, under, on, and a the Grantor Property (this "Easement"), solely for accessing the Grantor Property for the limited , in COUNTY's sole discretion, carrying out the Reclamation of the Project, to the extent th t e P ject is located on the Grantor Property, in substantial conformity with the Reclamati P , rsuant to the Reclamation Agreement, and for no other purpose, unless and unti t I e e erminated only pursuant to Section 11.7. hereof, provided however, this Easem7ent d s of i se any obligation, either express or implied, upon COUNTY to carry out any of th ion the Project or the Grantor Property, or any portion of the Project or the Grantor Prope a eclamation Agreement or with respect to the Reclamation Plan. 2 No act, delay in acting, - u ct, or particular or partial exercise of any rights, under this Easement, and the ri ant r , by COUNTY and/or any of the other COUNTY PARTIES shall be deemed to ( ) constitut ' a abandonment, surrender,termination, waiver, or release of, or limitation on, this Easem t, nd ght granted herein, or (ii) impair, terminate, or otherwise affect the validity or effectiveness of this Easement, and the right granted herein. Nonuse, limited use, or intermittent use o ent, and the rights granted herein, for any duration shall not preclude or otherwise limit any use of the entire scope of this Easement, and the rights granted herein, in the event th same is desi a or needed, unless and until this Easement is terminated only pursuant to Section I1.7'�erebf. 3 .GRANTOR represents to COUNTY, and COUNTY acknowledges that, (i) only owns the Project, (ii) GRANTOR does not have any rights, title, or interest in or he t or any portion thereof, and (iii) GRANTOR's only obligations with respect to the Project a under this Easement and the Transmission Easement. Based on such representations, COUNTY 2187146.14 5 C-25 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-0111752 Page 6 of 15 acknowledges that any obligations of PROJECT OWNER under the Reclamation Plan or Reclam Agreement are not binding on GRANTOR as long as GRANTOR does not have any rights, ti r interest in or to the Project or any portion thereof, or have any obligations with re ct e management, operation, or Reclamation of the Project, or have any rights or obli ion (i additi to the obligations under this Easement and the Transmission Easement) with res e t to the e lamation Plan, or the Reclamation Agreement, including as a Transferee, as defined i ction f, and as provided, under the Reclamation Agreement, and therefore so long as all of such circumstances in this Section II.3. exist, COUNTY shall not have any rights to,and represents'and-agrees that it will not, file a suit, charge, complaint, demand, action or otherwise assert any claims'4gainst GRANTOR due solely to any actions taken by PROJECT OWNER with regard to the PROJECT,and PROJECT OWNER's obligations under the Reclamation Plan or Reclamation Agreement, except as may be necessary for COUNTY, in its determination, to join or name GRANTOR,as sole fee owner of the Grantor Property (or as owner of any portion of any right, title, or i terest in or to,the Grantor Property if GRANTOR is not then the sole fee owner of the Grantor Prope 7nder g'of any suit,charge,complaint,demand, or action,or in the assertion of any claim,involy' and PROJECT OWNER(including any Transferee,as defined in Section 6 of,and pr , he Reclamation Agreement)with respect to the Project, the Reclamation Agreemen eclamation Plan. This Easement does not impose any obligation, liability, or resp�nsibility n GRANTOR to carry out or fund any Reclamation on the Grantor Property. 4. COUNTY shall indemnify, defend, and hold GRANTOR harmless from and against any and all costs, cl i a es, losses, or liabilities (including; without limitation, court costs and reasonable attorneys fee ising out of or connected in any manner with the use of this Easement by COUNTY d its agents, ployees, and contractors, except to the extent such loss or damage which was caused b e egligence or willful misconduct of GRANTOR. 5 TOR expressly reserves for itself, its successors and its assigns, the right to use an o roe or to grant other licenses or easements on the Grantor Property, so long as such s do o nreasonably interfere with this Easement,and the rights granted herein,provided however, provisions of this Section II.5. are subject to the provisions of Section 11.13.(c) hereof. 2187146.14 6 C-26 LO Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-0111752 Page 7 of 15 6. This Easement shall be effective upon recordation of this Easement against the Gr Property in the official records of the Fresno County Recorder ("Effective Time and Date"). 7. This Easement may only be terminated by COUNTY, upon COUNTY's r cor on of COUNTY's release against the Grantor Property in the official records o e Fre C ty Recorder, expressly releasing this Easement, and the rights granted herein, ba to GRAN�?R either due to the termination of the Reclamation Agreement pursuant to Section 8 ther of(Satisfaction of Reclamation Plan) or to COUNTY's issuance of written notice to GRANTOR that COUNTY will not undertake or complete Reclamation of the Project,to the extent that the Project.is located on the Grantor Property, and the Grantor Property, or otherwise in the COUNTY's sole,discretion. COUNTY shall undertake such recordation of such COUNTY's release in a reasoriably,titriely manner following such termination of the Reclamation Agreement or COUN'Y's issuance of written notice to GRANTOR that COUNTY will not undertake or complete Reclamation of the Project, to the extent that the Project is located on the Grantor Property, and the Gran o Property, orihat COUNTY otherwise, in its sole discretion, desires such recordation, as applicabl . � 8. This Easement is subject only t a superior matters of title on the Grantor Property, which have been recorded against the G to e in the official records of the Fresno County prior rior to the Effective Tjme--And 0,_in ding without limitation any and all Encumbrances so recorded prior to the Effecti Time and ate,provided however,the provisions of this Section II.8. are subject to the provisions of ection III .(c) hereof. 9. This Easement shall not be modified except upon a written amendment approved by COUNTY and G (ibR-. is Easement shall bind and inure to the benefit of the designees, successors, and/or assi n f the parties hereto. However,nothing contained herein shall be deemed to grant to the ub is any ri of access to the Grantor Property or to grant any rights in any third party, except as pr a in this Easement with respect to any COUNTY PARTIES (other than COUNT acting t g Y under this Easement. 1 is Easement may be executed in original counterparts, which taken together, shall _c- no sti e one and the same instrument. 2187146.14 7 C-27 7 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-0111752 Page 8 of 15 11. This Easement, and the rights granted herein, shall be interpreted in accordance% . ' the laws of the State of California. Any suits brought pursuant to this Easement shall be filed an d in courts having jurisdiction and located in the Fresno County, State of California. 12 Upon GRANTOR's execution and delivery of this Ease e to , GRANTOR agrees to COUNTY's immediate recordation of this Easement aga' s the Gran Property in the official records of the Fresno County Recorder. 13. GRANTOR represents, covenants, and warrants to UNTY that (a) the person executing this Easement on behalf of GRANTOR has full power and o ' o execute and deliver this Easement to COUNTY; (b) GRANTOR has full power and authori to thorize COUNTY to record this Easement against the Grantor Property in the official r or e Fresno County Recorder, as provided herein; and (c) notwithstanding anything n is Easement, (i) as of the Transmission Easement Recordation Date and Time the for p erty was free and clear from any and all agreements, instruments, or documents, ec ed or recorded against the Grantor Property in the official records of the Fresno Cou c d , at allow, grant, confer, convey, ratify, confirm (or otherwise promise or agree to any foregoing), or create or assert any claim to any right, title, or interest in or to the Grantor r p r y portion thereof, including without limitation an and all Encumbrances, tha nr aso rfere or would unreasonably interfere with this Y Y� Y Easement, and the rights gran a herein, ii the Transmission Easement, as recorded in the official records of the Fresno County der e Transmission Easement Recordation Date and Time, does not allow, grant, confer, convey, ratify, confirm (or otherwise promise or agree to any of the foregoing), or creat a claim to any right, title, or interest in or to the Grantor Property, or an onion thereof, theasonabl interferes or would unreasonably interfere with this Easement any Y Y and the ri is granted herein, (iii) the Transmission Easement, and crossing reflected in the Reclamation ith respect to the Grantor Property, are the only rights, title, or interests in or to the Grantor r at-may impact this Easement, and the rights granted herein,provided however, such T mi I s ment and crossing do not unreasonably interfere and would not unreasonably interfe th any of COUNTY PARTIES' immediate, reasonable access to the Grantor Property, i luding any portion thereof, in accordance with the limited purpose of Section II.1 hereof, and (iv) 2187146.14 8 C-28 q Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-0111752 Page 9 of 15 GRANTOR has not, since the Transmission Easement Recordation Date and Time, allowed, gr , conferred,conveyed, ratified,confirmed (or otherwise promised or agreed to any of the foregoin ll not,allow,grant, confer, convey,ratify,confirm(or otherwise promise or agree to any of th re 1 ), and will prohibit any person or entity from creating or asserting any claim to,an titl in st in or to, the Grantor Property, or any portion thereof, including without 1' itation n and all Encumbrances, that unreasonably interfere or would unreasonably interfere w is E ent, and the rights granted herein, and in the event of such unreasonable interf r ce, GRANTOR shall, at its own cost, promptly, to the extent reasonably necessary, eliminate such unreasonable interference to the reasonable satisfaction of COUNTY, so that such in a ere is only a reasonable interference with this Easement, and the rights granted h in- r ided however, COUNTY acknowledges that GRANTOR may not disallow or pr �it o al authority from exercising its sovereign right of eminent domain, and therefor"0 sen tl , covenant, or warranty is given in subsection II.13(c)(i), (ii), and (iv) as to the i c o prohibition of such governmental authority's exercise of such right. 14. The title of and section hea ' used in this Easement are for the purpose of convenience only, and neither the title he �o y ection heading hereof shall modify or be used to interpret the provisions of this se en 15. The Recitals 'bove are i rporated herein by reference as though fully set forth herein. [SIGN S ON FOLLOWING PAGE) D N187146. 9 C-29 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-0111752 Pagel 0 of 15 IN WITNESS WHEREOF,the undersigned have caused this Grant of Limited Access Eas e to be executed and accepted the date hereinabove written. GRANTEE: GRANTOR: County of Fresno Westlands Water District ACCEPTED BY Steven E. White, PE, PLS, D' e or B Department of Public Wor d Planning y Jose utie Chi Ope By Mailing Address: P.O. Box 6056 Fresno, CA 9370 APPROVED AS TO LEGAL FORM Daniel C. Cederborg Fresno County Couns 0 B O ty D 2187146.14 10 C-30 l� Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-0111752 Page 11 of 15 Exhibit A Scarlet Solar Project Site Phase I 12 7 ' 8 1 9 0 I r 13 18 17 , -15 16 r r 15S 15E r , I r ° 22 24 119 0 21 I 0/4 I I I 25 30 27 29 28 r 36 31 ; 32 33 -34 I ❑ 1 INCH : 0.75 MILES n Parcels N Scarlet I Solar Project roject ner Property w rantor Property 6 ------------- Miles 0 0.5 1 Fresno County, CA C-31 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-0111752 Page 12 of 15 EXHIBIT B Westlands Water District—Grantor Property LEGAL DESCRIPTION Real property in the unincorporated area of the County of Fresno, State of C rnia,des as follows: ALL THAT PORTION OF THE SOUTHEAST QUARTER OF SE N 25, TOWNSHIP 15 SOUTH,RANGE 14 EAST,MD.B_&M., COUNTY OF FRESNO, G ORNIA, DESCRIBED AS FOLLOWS: THE SOUTH 200 FEET OF THE NORTH HALF UTHEAST QUARTER OF SAID SECTION 25- EXCEPTING THFRFFROI�I EA 30 FEET OF SECTION 25 LYhNG WITHIN STATE HIGHWAY 33 AS D RANT DEED RECORDED AUGUST 4, 1958 IN BOOK 4097, PAGE 371 ( 0 RECORDS. APN: PORTION OF 028-101-72 and PORTION OF 8- - FYL . .TRUJ P D.9(fU7 P 01-31-1021 S RVEYING AND MAPPING,LLC. yq ••s .a D 2187146.14 B-1 C-32 /2 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-0111752 Page 13 of 15 ACKNOWLEDGEMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached,and not the truthfu , accuracy, or validity of that document. STATE OF CALIFORNIA ) ss. COUNTY OF rrGSno ) G� On before me,-5 Si-(- S X�a e ert me and title of the officer), persona y appeared Gvti-iefr.L2 (insert nam ( i e ho proved to me on the basis of satisfactory evidence to be the person(s)whose n e(s i s 'bed to the within instrument and acknowledged to me that he/she/they executed the se ' the' authorized capacity(ies), and that by his/her/their signature(s)on the instrument the p s ,o e ty upon behalf of which the person(s) acted,executed the instrument. I certify under PENALTY OF PERJURY and a laws the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official t JESSIE S. X10NG Comas.#238NOI N NOTARY cOCN MM FREWU Signature (Seal) wCow.EXP. +.4, C-33 l� Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-0111752 Page 14 of 15 CALIFORNIA CERTIFICATE OF ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached,and not the truthfulness,accuracy,or validity of that document. State of California ) County of �'�j/� ) On before me, 1 AV 1 /2' 0 'Vin G) here insert name and tit l o e o cer) personally appeared J who proved to me on the basis of satisfactory evidence to be the person*w nameM is/aft—,subscribed to the within instrument and acknowledged to me that he/spfe/th4 ex e same in his/hV/thoi, authorized capacity(iW, and that by hys/hW/tl er signature(% on the inst u ent t erson(,K or the entity upon behalf of which the person(s)acted,executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and PAIGE MM DRANE COMM. #2397911 Z Notary Public - California z Z Fresno County WITNESS my hand and official seal. 0 Comm, Tres Mar 21 2o26 Signature (Seal) O I formation Although the information in this section is not requir it cou r raudulent removal and reattachment of this acknowledgment to an unauthorized document and may prove useful to pe s s relying on e ched document. Description of Attached Document The preceding Certificate of Acknowledgment ed to a document Method of Signer Identification titled/for the purpose of Proved to me on the basis of satisfactory evidence: 0 form(s)of)deritification O credible witness(es) Cyr .w 0-4 Notarial event is detailed in notary journal on: containing pages,and d to Page# Entry# The signer(s) capacit thority is as: Notary contact- ❑ Individual(s) Other ❑ Attorney-in-Fact ❑ AdditionalSlgner(s) ❑ Signer(s)Thumbprint(s) ❑ Corporate Offic Title(s) ❑ ❑ Guard an/ se ator e ral ru e(s) ❑ Oth : representing: Name(s)of Person(s)or Entlty(ie)Signer s Representing C-34 Copyr ght 2 7 2 18 N tary R tary PO B x 41400 es Mo ne A 5 31 1 0 7. A Right Reserved. Item Number 1 1772, P ease onia t your Authorized Resel er to pu.rcha a cop eS of th s form Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B DOC #2022-0111752 Page 15 of 15 Certificate of Acceptance Pursuant to CA Government Code § 27281 This is to certify that the interest in real property conveyed by the Grant of Limited Access Easement dated August 31, 2022, from Westlands Water DisE c C i rni water district, to the County of Fresno, a governmental agency, is her y acre order of the Steven E. White, PE, PLS, Director of Fresno County D ' artment Public Works and Planning on August 23, 2022, pursuant to authority confe by C ent Agenda No. 40 of the Fresno County Board of Supervisors adopted on er 9, 2022, and the grantee consents to recordation thereof by its d'ul authorized officer. Dated August 31, 2022. Steven E. White, PE, PLS, Director Department of Public Work Planning 0 By: D C-35 Docusign Envelope ID:AC43FA66-24B6-42OA-80C2-F4752OB9359B RECORDING REQUESTED BY: STEVEN E. WHITE. DIRECTOR PUBLIC WORKS AND PLANNING 'IIIf�ii �r r���Jll � 14'1 11'i'III�Y.N�iw1��P� II III DEPARTMENT, COUNTY OF FRESNO 2220 Tulare Street, Sixth Floor 2024-0029669 Fresno. California 93721 FRESNO County Recorder Paul Dict.os, CPA AND WHEN RECORDED MAIL TO: Friday, Mar 29, 2024 02:16:46 PM DAVID RANDALL, SENIOR PLANNER Fees:Titles: 1 Pages ages 18 0.00 PUBLIC WORKS AND PLANNING CA ss2 Fee: 0.00 Taxes, 0.00 DEPARTMENT, COUNTY OF FRESNO Total: 10.00 Development Services and Capital Projects Division FRESNO COUNTY PUBLIC WORKS 2220 Tulare Street, Sixth Floor Fresno, California 93721 RECORDED FOR THE BENEFIT OF THE COUNTY OF FRESNO COUNTY,Exempt from Recording Fees;Gov. Code§§6103,27383,and27338.1 1't11S SPACE FOR RECORDER'S USE ONLY GRANT OF MITE Ak.-CE -S EASEMENT Scarlet Solar Enerav Phase 11 Prniect (RE Scarlet LLC) THIS GRANT OF LIMITED ACCESS EASEMENT is made this�� � day of r 1,14 2023, by RE Scarlet LLC, a Delaware limited liability company (together with its designees, successors, and/or assigns, "GRANTOR"), in favor of the County of Fresno, a political subdivision of the State of California("COUNTY"). 1. RECITALS A. On September 9, 2021, pursuant to COUNTY Resolution No. 12905, subject to the conditions, mitigation measures, and project notes listed therein, COUNTY`s Planning Commission, under the California Environmental Quality Act (California Public Resources Code, Division 13, section 21000 et seq.), including the implementing CEQA Guidelines thereunder(Title 14, Division 6, Chapter 3, California Cade of Regulations, section 15000 et seq.), certified Environmental Impact Report No. 7230 for an approximately 400-megawatt photovoltaic energy generating Facility on 1 C-36 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B approximately 4,089 acres,adopted findings relating thereto, and approved and issued to GRANTOR Unclassified Conditional Use Permit("CUP")No. 3555. GRANTOR intends that the Phase 11 Project (defined in Recital I.B. hereof) represents the second phase of the project described in CUP No.3555, however,neither the Reclamation Agreement(defined in Recital I.F.hereof),as provided in subsection (e)thereof, nor this Easement (defined in Section 1I.1 hereof), obligates COUNTY, either expressly or impliedly, to take any actions or to five any approvals necessary for any prior or subsequent phase of such project described in CUP No. 3555 beyond the scope of the Phase I1 Project. B. GRANTOR proposes to construct and operate "Phase 11"of the Scarlet Solar Energy Proiect, consisting of an approximately 200-megawatt("MW")solar photovoltaic generation facility, 150-MW 1600 MW hour energy storage system, substation, and transmission lines (collectively, the Scarlet Solar Energy Phase 11 Project or the"Phase II Project"), located on an approximately I.850- acre site in unincorporated Fresno County(the "Phase II Project Site"), which Phase 11 Project Site consists of the Grantor Property (defined in Recital I.C. hereof) as more particularly described in Exhibit A,attached hereto and incorporated by this reference. C. GRANTOR represents..covenants. and warrants to COUNTY that GRANTOR, under that certain Grant Deed from Westlands Water District("Westlands"),recorded in the official records of the Fresno County Recorder,on October 1, 2021 at 2:29 PM (the"Record Title Date and Time"), as Document No. 2021-0161201 ("Grant Deed"), acquired sole fee ownership to, and remains the sole fee owner of, the Phase 11 Project Site covered by this Easement(defined in Section 11.1. hereof), the legal description of which is set forth in Exhihit 13, attached hereto and incorporated by this reference (the "Grantor Property"). GRANTOR further represents to COUNTY that GRANTOR granted to Westlands that certain groundwater easement agreement over the Grantor Property to ratify and confirm certain existing easements and to grant certain additional groundwater easements to Westlands ("Groundwater Easement"'), and such groundwater easement agreement has been recorded against the Grantor Property in the official records of the Fresno County Recorder, on October 1. 2021, as of 2:29 PM, as Document No. 2021-0161203 (the "Groundwater Easement Record Date and Time"),which was subsequent to such recordation of the Grant Deed in the official records c f the Fresno County Recorder. 2 C-37 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B D. COUNTY's Planning Commission conditioned approval of CUP No. 3555 on,among other things. GRANTOR's compliance with a reclamation plan, prescribing the process for decommissioning, dismantling, and removal of the entire Project, including the Phase 11 Project, and reclamation of all of the Project Site, including the Phase II Project Site, to its pre-project condition pursuant to the reclamation plan. Pursuant to a condition of such approval and the Reclamation Agreement (defined in Recital I.F. hereof). GRANTOR, as the owner of the Project. including the Phase lI Project, and COUNTY agreed to certain modifications to such reclamation plan in the form of an Addendum to the October 2021 Reclamation Plan and the Second Addendum to the October 2021 Reclamation Plan (collectively, such reclamation plan together with such modifications are the "Reclamation Plan"). E. GRANTOR will eventually decommission, dismantle, and remove the entire Project, including the Phase II Project, and reclaim all of the Project Site, including the Phase li Project Site, to its pre-project condition pursuant to the Reclamation Plan. F. In order to secure GRANTOR's faithful performance of all of its obligations under the Reclamation Plan,GRANTOR and COUNTY entered into a Solar Project Reclamation Agreement dated August 23, 2022. In order to further secure GRANTOR's faithful performance of all of its obligations under the Reclamation Plan, GRANTOR and COUNTY entered into a First Amendment to Solar Project Reclamation Agreement, dated August 22, 2023, amending the Solar Project Reclamation Agreement to include the Phase 11 Project (collectively, the First Amendment to Solar Project Reclamation Agreement and the Solar Project Reclamation Agreement are the "Reclamation Agreement") by which GRANTOR covenants to, among ether things, fully comply with all of the provisions of the Reclamation Plan,and provide and maintain security for these obligations in the form of cash deposits(the"Security").A true and complete copy of the Reclamation Plan is attached to the Reclamation Agreement. G. The term of CUP No. 3555 for the Phase II Project is thirty-five (35) years after its effective date, which COUNTY may extend in its sole discretion, unless earlier terminated in accordance with the provisions of applicable law. 3 C-38 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B N. The Reclamation Plan, and more specifically, the Reclamation Agreement, including subsection I(a)thereof, and the First Amendment to Solar Project Reclamation Agreement, including section 5(a) thereof, require GRANTOR to decommission, dismantle, and remove the entire Project, including the entire Phase 11 Project, and reclaim the all of the Project Site, including the Phase II Project Site, to its pre-project condition pursuant to the Reclamation Plan (collectively, "Reclamation") within twelve (12) months of the earliest to occur of any of the following, as reasonably determined by COUNTY's Director of Public Works and Planning or such Director's designee.with respect to the Phase 11 Project and Phase 11 Project Site:(i)there has not been substantial development of the Phase II Project within two (2) years following COUNTY's Planning Commission's approval of,and issuance to GRANTOR, CUP No. 3555; (ii)the Phase II Project,or a substantial portion thereof, has not, following completion of construction of the Phase 11 Project, produced electricity for at least six (6) consecutive months within a twelve (12) month period,or for three hundred sixty five (365) non-consecutive calendar days within any twenty four (24) month period,during the term of the Reclamation Agreement; (iv)the expiration or early termination of CUP No. 3555;or(v)thirty-five(35)years from the commencement of operation of the Phase 11 Project, in its entirety. I. GRANTOR is providing the Security to COUNTY to secure GRANTOR's(including any Transferee's, as defined in Section 6 of, and as provided under, the Reclamation Agreement) faithful performance of all of its obligations under the Reclamation Agreement. In the event GRANTOR (including any Transferee as defined in Section 6 of, and as provided under, the Reclamation Agreement) defaults under the Reclamation Agreement, COUNTY may draw on the Security and use the proceeds thereof to carry out the Reclamation of the Project, including the Phase 11 Project, and the Project Site, including Phase II Project Site, including the Grantor Property, in substantial conformity with the Reclamation Plan, pursuant to the Reclamation Agreement. J. In the event COUNTY elects, in its sole discretion, to carry out the Reclamation of the Phase II Project and the Phase 11 Project Site, including the Grantor Property, in substantial conformity with Reclamation Plan,pursuant to the Reclamation Agreement,COUNTY must have the right to immediate, reasonable access the Grantor Property. 4 C-39 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B K. Any reference to "Encumbrances" in this Easement shall mean, in their context, liens, encumbrances, covenants, conditions, restrictions. reservations, contracts, leases, licenses. easements, rights of way, rights of-possession or occupancy,or any third party interests, of any kind. 11. GRANT OF LIMITED ACCESS EASEMENT I. GRANTOR hereby irrevocably establishes in favor of, and grants to COUNTY. including its contractors, officers, agents, employees. and representatives (collectively, `COUNTY PARTIES"), a nonexclusive access easement over, under, on, and across the Grantor Property (this "Easement''),solely for accessing the Grantor Property for the limited purpose of, in COUNTY's sole discretion. carrying out the Reclamation of the Phase 11 Project, to the extent that the Phase 11 Project is located on the Grantor Property, and the Grantor Property, in substantial conformity with the Reclamation Plan, pursuant to the Reclamation Agreement, and for no other purpose, unless and until this Easement is terminated only pursuant to Section U.S. hereof, provided however, (i) COUNTY agrees that any such Reclamation by any of COUNTY PARTIES on the Grantor Property shall not destroy, damage, or endanger any of the water pipelines, or other third party infrastructure, including the fixtures, devices and appurtenances for such water pipelines and/or such other third party infrastructure (collectively, the "Water Pipelines and Third Party Infrastructure"), which are or will be located within in anv of the areas covered by any third party easement and/or the Groundwater Easement within the Grantor Property,as reflected in the Reclamation Plan,provided that for any such Water Pipelines and Third Party Infrastructure that are or will be below the surface of the earth, such Water Pipelines and Third Party Infrastructure shall, at the time of such Reclamation on the Grantor Property by any of COUNTY PARTIES, be located at a reasonably-safe depth below the surface of the earth, and (ii) this Easement does not impose any obligation. either express or implied, upon COUNTY to carry out any of the Reclamation of the Phase II Project or the Grantor Property, or any portion of the Phase II Project or the Grantor Property, under the Reclamation Agreement or with respect to the Reclamation Plan. ? No act, delay in acting. failure to act, or particular or partial exercise of any rights, under this Easement, and the rights granted herein. by COUNTY and/or any of the other COUNTY PARTIES shall be deemed to (i)constitute an abandonment.surrender,termination,waiver,or release C-40 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B of,or limitation on, this Easement, and the right granted herein, or(ii) impair, terminate,or otherwise affect the validity or effectiveness of this Easement,and the right granted herein. Nonuse, limited use, or intermittent use of this Easement, and the rights granted herein, for any duration shall not preclude or otherwise limit any fixture use of the entire scope of this Easement. and the rights granted herein, in the event the same is desired or needed_ unless and until this Easement is terminated only pursuant to Section 11.5. hereof. 3. GRANTOR expressly reserves for itself, its successors and its assigns,the right to use the Grantor Property or to grant other licenses or easements on the Grantor Property, so long as such uses do not unreasonably interfere with this Easement, and the rights granted herein, provided however,the provisions of this Section 11.3.are subject to the provisions of subsection 11.1 L(c)hereof. 4 This Easement shall be effective upon recordation of this Easement against the Grantor Property in the official records of the Fresno County Recorder("Effective Time and Date"). 3. This Easement may only be terminated by COUNTY, upon COUNTY's recordation of COUNTY's release against the Grantor Property in the official records of the Fresno County Recorder, expressly releasing this Easement and the rights granted herein. back to GRANTOR either due to the termination of the Reclamation Agreement pursuant to Section 8 thereof(Satisfaction of Reclamation Plan)or to COUNTY's issuance of written notice to GRANTOR that COUNTY will not undertake or complete Reclamation of the Phase I1 Project, to the extent that the Phase 11 Project is located on the Grantor Property, and the Grantor Property, or otherwise in the COUNTY's sole discretion. COUNTY shall undertake such recordation of such COUNTY's release in a reasonably timely manner following such termination of the Reclamation Agreement or COUNTY's issuance of written notice to GRANTOR that COUNTY will not undertake or complete Reclamation of the Phase H Project, to the extent that the Phase 11 Project is located on the Grantor Property. and the Grantor Property,or that COUNTY otherwise, in its sole discretion.desires such recordation, as applicable. 6. This Easement is subject only to all superior matters of title on the Grantor Property, which have been recorded against the Grantor Property in the official records of the Fresno County Recorder prior to the Effective Time and Date., including without limitation any and all Encumbrances 6 C-41 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B so recorded prior to the Effective Time and Date, provided however, the provisions of this Section 11.6. are subject to the provisions of subsection II.I L(c)hereof. 7. This Easement shall not be modified except upon a written amendment approved by COUNTY and GRANTOR. This Easement shall bind and inure to the benefit of the designees., successors, and/or assigns of the parties hereto. However, nothing contained herein shall be deemed to grant to the public any right of access to the Grantor Property or to grant any rights in any third party, except as provided in this Easement with respect to any COUNTY PARTIES (other than COUNTY) acting through COUNTY under this Easement. & This Easement may be executed in original counterparts,which taken together,shall constitute one and the same instrument. 9 This Easement, and the rights granted herein, shall be interpreted in accordance with the laws of the State of California. Any suits brought pursuant to this Easement shall be filed and heard in courts having jurisdiction and located in the Fresno County,State of California. 10 Upon GRANTOR's execution and delivery of this Easement to COUNTY. GRANTOR agrees to COUNTY's immediate recordation of this Easement against the Grantor Property in the official records of the Fresno County Recorder. U. GRANTOR represents, covenants, and warrants to COUNTY that (a) the person executing this Easement on behalf of GRANTOR has full power and authority to execute and deliver this Easement to COUNTY; (b) GRANTOR has full power and authority to authorize COUNTY to record this Easement against the Grantor Property in the official records of the Fresno County Recorder,as provided herein;and(c)notwithstanding anything to the contrary in this Easement,(i)as of the Record Title Date and Time, the Grantor Property was free and clear from any and all agreements. instruments,or documents, whether unrecorded or recorded against the Grantor Property in the official records of the Fresno County Recorder. that allow,grant,confer.convey. ratify,confirm (or otherwise promise or agree to any of the foregoing),or create or assert any claim to any right,title. or interest in or to the Grantor Property, or any portion thereof, including without limitation any and all Encumbrances, that unreasonably interfere or would unreasonably interfere with this Easement, and the rights granted herein.(ii)the Groundwater Easement,as recorded in the official records of the 7 C-42 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Fresno County Recorder on the Groundwater Easement Record Date and Time, does not allow,grant, confer, convey, ratify, confirm (or otherwise promise or agree to any of the foregoing), or create or assert any claim to any right,title,or interest in or to the Grantor Property,or any portion thereof,that unreasonably interferes or would unreasonably interfere with this Easement, and the rights granted herein,(iii)the easements and crossings reflected in the Reclamation Plan with respect to the Grantor Property are the only rights. title, or interests in or to the Grantor Property that may impact this Easement, and the rights ranted herein, provided however, such easements and crossings do not unreasonably interfere and would not unreasonably interfere with any of COUNTY PARTIES' immediate, reasonable access to the Grantor Property. including any portion thereof, in accordance with the limited purpose of Section I1.1 hereof, and (iv) GRANTOR has not. since the Record Title Date and Time,allowed, granted, conferred, conveyed, ratified, confirmed (or otherwise promised or agreed to any of the foregoing), will not, allow, grant, confer. convey, ratify, confirm (or otherwise promise or agree to any of the foregoing). and will prohibit any person or entity from creating or asserting any claim to, any right,title,or interest in or to. the Grantor Property, or any portion thereof. including without limitation any and all Encumbrances, that unreasonably interfere or would unreasonably interfere with this Easement, and the rights granted herein, and in the event of such unreasonable interference, GRANTOR shall, at its own cost, promptly, to the extent reasonably necessary, eliminate or modify such unreasonable interference to the reasonable satisfaction of COUNTY, so that such interference is only a reasonable interference with this Easement, and the rights granted herein: provided however, COUNTY acknowledges that GRANTOR may not disallow or prohibit a governmental authority from exercising its sovereign right of eminent domain, and therefore, no representation, covenant, or warranty is given in subsection 11.1 l(c)(i), (ii), and (iv) hereof as to the disallowance or prohibition of such governmental authority's exercise of such right. 12 The title of and section headings used in this Easement are for the purpose of convenience only, and neither the title hereof nor any section heading hereof shall modify or be used to interpret the provisions of this.Easement. ll1 8 C-43 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B 13, The Recitals above are incorporated herein by reference as though fully set forth herein. [SIGNATURES ON FOLLOWING PAGE] 9 C-44 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B IN WITNESS WHEREOF,the undersigned have caused this Grant of Limited Access Easement to be executed and accepted the date hereinabove written. GRANTEE: GRANTOR: County of Fresno RE Scarlet LLC ACCEPTED BY Steven E. White, PE, PL rector By Department of Public W s and Planning Kris Cheney, Executive ee President, West, Central, and By Environmental Affairs Mailing Address: APPROVED AS TO LEGAL FORM RE Scarlet LLC Daniel C. Cederborg c/o EDP Renewables North America LLC Fresno County Counsel Attn: Chief Legal Officer P.O. Box 3827 Houston,Texas 77253 By: Deputy 10 t7KR C-45 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B ACKNOWLEDGEMENT STATE OF O1'@ O to ) ss COUNTY OF Mult(1OMOLL-)) The forgoing instrument was acknowledged before me this tP day of SF-F+?-fnb4-r 20 23,by Kris Cheney,Executive Vice President,West,Central,and Environmental Affairs of RE Scarlet LLC, a Delaware limited liability company, on behalf of the limited liability company. My Commission expires: �tJq, uS�, wz? 4 Notary Public OFFICIAL STAMP Sarah Anahfta Salvatore NOTARY PUBLIC-OREGON COWSSION NO.1038993 MY COMMISSION EXPIRES August 16.2027 THIS INSTRUMENT WAS DRAFTED BY: Destinee Roman, Esq. RE Scarlet LLC P.O. Box 3827 Houston,Texas 77253 (713)265-0350 C-46 I I Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B EXHIBIT A Scarlet Solar Energy Project Phase II Project Site 17 16 15 14 I 20 , 21 22 : 23 f i J 29 28 27 ., 26 32 33 34 35 1 INCII : 0.5 MILES Fresno County Parcels Scarlet 11 M ® Grantor Property Solar Project nr e s Miles 0 0.325 0.65 ------------ Fresno County, CA A-1 C-47 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B EXHIBIT B RE Scarlet LLC—Grantor Property LEGAL DESCRIPTION (See Attached) B-I C-48 I n�7 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B REAL PROPERTY IN THE UNINCORPORATED AREA OF THE COUNTY OF FRESNO, STATE OF CALIFORNIA, DESCRIBED AS FOLLOWS PARCEL 1: THE NORTH HALF OF THE SOUTHEAST QUARTER OF SECTION 21, TOWNSHIP 15 SOUTH, RANGE 15 EAST, MOUNT DIABLO BASE AND MERIDIAN, ACCORDING TO THE OFFICIAL PLAT THEREOF, EXCEPTING THEREFROM ALL OIL, GAS, MINERALS AND OTHER HYDROCARBON SUBSTANCES AS RESERVED !N GRANT DEED RECORDED JANUARY 2, 2004 AS INSTRUMENT NO. 2004-000020S OF OFFICIAL RECORDS. APN:028-071-48 PARCEL 2: THE SOUTH HALF OF THE SOUTHEAST QUARTER OF SECTION 21, TOWNSHIP 15 SOUTH, RANGE 15 EAS7, MOUNT DIABLO BASE AND MERIDIAN, ACCORDING TO THE OFFICIAL PLAT THEREOF. EXCEPTING THEREFROM THE SOUTH 50 FEET OF SAID SOUTHEAST QUARTER EXCEPTING THEREFROM ALL OIL, GAS, MINERALS AND OTHER HYDROCARBON SUBSTANCES AS RESERVED IN GRANT DEED RECORDED JANUARY 2, 2004 AS INSTRUMENT NO. 2004-0000205 OF OFFICIAL RECORDS, APN 028-071-49 PARCEL 3: THE SOUTHWEST QUARTER OF SECTION 21, TOWNSHIP 15 SOUTH, RANGE 15 EAST, MOUNT DIABLO BASE AND MERIDIAN,ACCORDING TO THE OFFICIAL PLAT THEREOF, EXCEPTING THEREFROM THE SOUTH 50 FEET OF SAID SOUTHWEST QUARTER EXCEPTING THEREFROM ALL OIL, GAS; MINERALS AND OTHER HYDROCARBON SUBSTANCES AS RESERVED IN GRANT DEED RECORDED JANUARY 2, 2004 AS INSTRUMENT NO. 2004-0000205 OF OFFICIAL RECORDS. APN:028-071-47 I+ e-�-49 ` I Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B PARCEL 4: THE EAST HALF OF THE NORTHEAST QUARTER AND THE EAST HALF OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 28, TOWNSHIP 15 SOUTH, RANGE 15 EAST, MOUNT DIABLO BASE AND MERIDIAN,ACCORDING TO THE OFFICIAL PLAT THEREOF. EXCEPTING THEREFROM THE FOLLOWING DESCRIBED PARCEL OF LAND: BEGINNING AT THE NORTHEAST CORNER OF SAID SECTION 28;THENCE(1)WESTERLY ALONG THE NORTH BOUNDARY OF SAID SECTION 28 TO THE NORTHWEST CORNER OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SAID SECTION 28; THENCE(2) SOUTHERLY ALONG THE WEST BOUNDARY OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 28, TO A POINT 50 FEET SOUTH OF THE NORTH BOUNDARY OF SAID SECTION 28(MEASURED AT RIGHT ANGLES);THENCE (3) EASTERLY, PARALLEL WITH SAID NORTH BOUNDARY TO A POINT WHICH IS 1120.31 FEET WESTERLY OF THE NORTHEAST CORNER OF SAID SECTION 28, (MEASURED ALONG SAID NORTH BOUNDARY), THENCE (4) SOUTHEASTERLY TO A POINT ON THE EAST BOUNDARY OF SAID SECTION 28, SAID POINT BEING 66 FEET SOUTH OF THE NORTH BOUNDARY OF SAID SECTION 28;THENCE (5) NORTHERLY ALONG SAID EAST BOUNDARY TO THE NORTHEAST CORNER OF SAID SECTION 28;THE POINT OF BEGINNING. ALSO EXCEPT ALL OIL, GAS AND ASPHALTUM AND OTHER CARBON SUBSTANCES AND MINERAL RIGHTS OF WHATSOEVER KIND AND CHARACTER IN AND TO OR UNDER SAID REAL PROPERTY, TOGETHER WITH THE RIGHT TO ENTER UPON SAID PROPERTY AND TO USE THE SAME FOR THE PURPOSE OF EXPLORING AND DEVELOPING AND REMOVING THEREFROM ALL SAID GAS, OIL,ASPHALTUM AND OTHER CARBON SUBSTANCES AND OTHER MINERALS OF EVERY KIND AND CHARACTER,AN UNDIVIDED ONE-HALF INTEREST THEREOF BEING RESERVED IN THE DEED FROM HOTCHKISS ESTATE COMPANY, A CORPORATION,TO D.J. CANTY ESTATE, A CORPORATION. DATED DECEMBER 30, 1947 FILED FOR RECORD JANUARY 19, 1948 AS DOCUMENT NO. 2679 IN BOOK 2612, PAGE 1 OF OFFICIAL RECORDS, AND AN UNDIVIDED ONE-HALF INTEREST BEING RESERVED IN THE DEED FROM D- J CANTY ESTATE, A CORPORATION, TO H. C REECE AND TOM REECE,DATED JANUARY 20, 1948 FILED FOR RECORD MAY 19, 1948 AS DOCUMENT NO. 24532 IN BOOK 2644, PAGE 214 OF OFFICIAL RECORDS. ALSO EXCEPTING THEREFROM UNTO THE GRANTORS THEREIN ALL REMAINING OIL, GAS, ASPHALTUM AND OTHER CARBON SUBSTANCES AND MINERA_ RIGHTS OF WHATSOEVER KIND AND CHARACTER IN AND TO OR UNDER THE PROPERTY DESCRIBED AS RESERVED BY H C_ REECE, ET UX, IN DEED RECORDED FEBRUARY 14, 1986 AS DOCUMENT NO. 86015999 OF OFFICIAL RECORDS. APN:PORTION OF 028-111-20 E-t-50 1 I Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B PARCELS: THE WEST HALF OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER AND THE NORTH HALF OF THE NORTHWEST QUARTER OF SECTION 28, TOWNSHIP 15 SOUTH, RANGE 15 EAST, MOUNT DIABLO BASE AND MERIDIAN, ACCORDING TO THE OFFICIAL PLAT THEREOF. EXCEPTING THEREFROM THE NORTH 50 FEET THEREOF, ALSD EXCEPTING THEREFROM UNTO THE GRANTORS THEREIN ALL REMAINING OIL,GAS, ASPHALTUM AND OTHER CARBON SUBSTANCES AND MINERAL RIGHTS OF WHATSCEVER KIND AND CHARACTER IN AND TO OR UNDER THE PROPERTY DESCRIBED AS RESERVED BY H. C. REECE, ET UX, IN DEED RECORDED FEBRUARY 14, 1986 AS DOCUMENT NO. 86015999 OF OFFICIAL RECORDS, APN- PORTION OF 028-111-20 PARCEL 6: ALL OF SECTION 22, TOWNSHIP 1S SOUTH, RANGE 15 EAST, MOUNT DIABLO BASE AND MERIDIAN, ACCORDING TO THE OFFICIAL PLAT THEREOF; EXCEPTING THEREFROM AN UNDIVIDED ONE-HALF OF ALL OF THE OIL,GAS AND OTHER HYDROCARBONS IN AND UNDER SAID LAND OR PRODUCED OR SAVED THEREFROM;TOGETHER WITH THE RIGHT AND POWER IN GRANTORS, THEIR SUCCESSORS OR ASSIGNS, IN PERSON OR THROUGH THE AGENCY OF ANY LESSEE, OPERATOR, INDEPENDENT CONTRACTOR OR OTHERWISE,TO MINE FOR, DRILL FOR, PRODUCE, EXTRACT, TAKE AND REMOVE AN UNDIVIDED ONE-HALF OF ALL OF SAID SUBSTANCES (AND WATER FOR GRANTORS'SAID OPERATIONS ON SAID LAND) FROM, AND TO STORE THE SAME UPON, THE SAID LAND WITH THE RIGHT OF ENTRY THEREON AT ALL TIMES FOR SAID PURPOSES; TOGETHER WITH THE RIGHT TO MINE OR DRILL WELLS THEREON, FOR SAID PURPOSES AND TO CONSTRUCT, ERECT, MAINTAIN,OPERATE, USE, REPAIR AND REPLACE'HEREON AND REMOVE THEREFROM ALL PIPELINES,TELEPHONE AND TELEGRAPH LINES, DERRICKS, TANKS, MACHINERY, BUILDINGS AND OTHER STRUCTURES WHICH GRANTORS, THEIR SUCCESSORS OR ASSIGNS, MAY DESIRE IN CARRYING ON ANY SUCH OPERATION, INCLUDING ALL RIGHTS NECESSARY OR CONVENIENT THERETO, TOGETHER WITH THE RIGHTS OF WAY FOR PASSAGE OVER; UPON AND ACROSS,AND INGF.ESS AND EGRESS TO AND FROM SAID LAND FOR SUCH PURPOSES,AS RESERVED IN THE DEED FROM JOHN B.1AGO, ET AL, DATED DECEMBER 24, 1946, RECORDED FEBRUARY 03, 1947 AS DOCUMENT NO. 6655 OF OFFICIAL RECORDS. ALSO EXCEPTING THEREFROM THAT PORTION CONVEYED TO THE COUNTY OF FRESNO BY DEED RECORDED JULY 28, 1966 IN BOOK 5341, PAGE 497 AS DOCUMENT NO.55947 OF OFFICIAL RECORDS. AND ALSO EXCEPTING THEREFROM THAT PORTION CONVEYED TO THE COUNTY OF FRESNO BY DEED RECORDED JANUARY 06, 1995 AS DOCUMENT NO. 95002091 OF OFFICIAL RECORDS. AND ALSO EXCEPTING THEREFROM ALL OF GRANTOR'S RIGHT, TITLE AND INTEREST IN AND TO ALL OIL, GAS, MINERALS AND OTHER HYDROCARBON SUBSTANCES IN AND UNDER SAID LAND, AS RESERVED IN THE DEED RECORDED JULY 29, 1999, AS DOCUMENT NO. 1999-0111576 OF OFFICIAL RECORDS, APN:028-081-66 B-t-51 Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B PARCEL 7: THE NORTHEAST QUARTER AND THE SOUTH HALF OF THE NORTHWEST QUARTER OF SECTION 27, TOWNSHIP 15 SOUTH, RANGE 15 EAST, MOUNT DIABLO BASE AND MERIDIAN, ACCORDING TO THE OFFICIAL PLAT THEREOF, EXCEPTING THEREFROM ALL OF THE MINERALS AND MINERAL ORES CF EVERY KIND AND CHARACTER NOW KNOWN TO EXIST OR HEREAFTER DISCOVERED UPON, WITHIN OR UNDERLYING THE HEFEINABOVE DESCRIBED PROPERTY OR THAT MAY BE PRODUCED THEREFROM, INCLUDING, WITHOUT LIMITED THE GENERALITY OF THE FOREGOING, ALL OIL, NATURAL GAS AND HYDROCARBON SUBSTANCES, GEOTHERMAL STEAM, BRINES AND MINERALS iN SOLUTION,AND SAND, GRAVE_ANC AGGREGATES,AND PRODUCTS DERIVED THEREFROM, AS GRANTED TO BRAVO OIL COMPANY IN DEED RECORDED DECEMBER 29, 1965,AS DOCUMENT NO. 104217 OF OFFICIAL RECORDS. APN:028-120-62 PARCEL 8: THE SOUTH HALF OF SFCTION 27, TOWNSHIP 1S SOUTH, RANGE 15 EAST, MOUNT DIABLO BASE AND MERIDIAN, ACCORDING TO THE OFFICIAL PLAT THEREOF. EXCEPTING THEREFROM ALL OF THE MINERALS AND MINERAL ORES OF EVERY KIND AND CHARACTER NOW KNOWN TO EXIST OR HEREAFTER DISCOVERED UPON, WITHIN OR UNDERLYING THE HEREINABOVE DESCRIBED PROPERTY OR THAT MAY BE PRODUCED THEREFROM, INCLUDING, WITHOUT LIMITING THE GENERALITY OF THE FOREGOING,ALL OIL, NATURAL GAS AND HYDROCARBON SUBSTANCES, GEOTHERMAL STEAM, BRINES AND MINERALS IN SOLUTION,AND SAND, GRAVEL AND AGGREGATES, AND PRODUCTS DERIVED THEREFROM, AS GRANTED TO BRAVO OiL COMPANY IN DEED RECORDED DECEMBER 29, 1965,AS DOCUMENT NO, 104217 OF OFFICIAL RECORDS, APN:028.120.61 PARCEL 9: THE SOUTH HALF OF THE NORTHWEST QUARTER AND THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 28,TOWNSHIP 15 SOUTH, RANGE 15 EAST, MOUNT DIABLO BASE AND MERIDIAN, ACCORDIN 3 TO THE UNTIED STATES GOVERNMENT TOWNSHIP PLAT APPROVED BY THE SURVEYOR GENERAL ON JANUARY 31, 1855. PORTION OF APN:028-111-19 C4 L.srijD c`l - s . NO 960% _W� /iLltrhl2`_ * 11l2=22 r Docusign Envelope ID:AC43FA66-24B6-420A-80C2-F47520B9359B Certificate of Acceptance Pursuant to CA Government Code § 27281 This is to certify that the interest in real property conveyed by the Grant of Limited Access Easement dated September 5, 2023. from RE Sca,lett LLC to The County of Fresno, a governmental agency is hereby accepted by order of the Steven E. White, PE, PLS, Director of Fresno County Department of Public Works and Planning on October 13. 2023, pursuant to authority conferred by Board Agenda Item No. 21-1261 of the Fresno County Board of Supervisors on August 23, 2023. and the grantee consents to recordation thereof by its duly authorized officer. Dated October 13, 2023. Steven E White, PE, PLS, Director Department of Public \ and Planning By: — Steven E. White, PE, PLS, Director Department of Public Works and Planning C-53