32. COMMISSION AUTHORITY TO MODIFY/REGULATORY REVIEW

32.1 This Agreement is entered into in furtherance of D.01-11-066, D. 2-03-056 D.02-05-046, and D.02-06-026 and shall at all times be subject to such changes or modifications by the CPUC as it may from time to time direct in the exercise of its jurisdiction.

32.2 This Agreement is conditioned upon, and shall not be effective, until five (5) business days after the assigned ALJ issues a decision or ruling that in terms satisfactory to both Implementer and Utility approves the reasonableness of this Agreement. The terms shall be considered to be satisfactory to a Party if that Party does not file a written objection within 5 business days of issuance of the ALJ decision or ruling.

33. COMPLETE AGREEMENT

This Agreement, as defined herein, constitutes the complete and entire agreement between the Parties and supersedes any previous communications, representations or agreements, whether oral or written, with respect to the subject matter hereof. There are no additions to, or deletions from, or changes in, any of the provisions hereof, and no understandings, representations or agreements concerning any of the same, which are not expressed herein, unless stated below. Neither Party has relied upon any representation, warranty, projection, estimate or other communication from the other not specifically identified in this Agreement.

The Parties hereby agree that no trade usage, prior course of dealing or course of performance under this Agreement shall be a part of this Agreement or shall be used in the interpretation or construction of this Agreement.