Richard - I am looking for answers to questions below - I would think Tracy's replacement could give answers to the cost questions in blue -  what assumptions and parameters were used,etc - do you agree? Thank you so much for your help!

Master Electric Energy Services and Sales Agreement

1.1	 General Description - " You agree to obtain your full energy requirements for all applicable Accounts exclusively through this Agreement for the duration of the applicable Transaction Term." - are there exceptions?

1.2	 Term  no questions


1.3	 Transactions - "but we will not be responsible for any delays resulting from Utility inaction, and the applicable Transaction term will not commence until such steps have been taken by the Utility and will not be extended if such steps are completed after the specified commencement date." - is this extended end date or start date? could we pay twice (if start date)?

1.4	 Usage Adjustments - no questions

1.5	 Utility Invoices - Is the payment to be included? If we pay late there are penalties.

1.6	 Energy Supply Options - no questions

1.7	Other Services - "We may provide additional services - voluntary curtailment and energy metering - is this included? wouldn't it save money?

2.1 Information and Designations - No questions

2.2	Limited Agency - "You agree not to engage in any of the activities for which we are your limited agent without our prior consent." What are these services?

2.3	 Energy Delivery - "you are in control (and responsible for damages or injury) at and from the delivery point?we fail to deliver all or part of an Account energy requirements, we will pay any Energy Imbalance Charges on account of such failure except? No failure to deliver on our part will excuse you from timely paying our invoices in full. - what does this mean?


2.4	Notice of Operational Changes - "advise us of impacts to energy usage - 25% of actual usage during same cycle last year or 2 MW - or you will reimburse an Energy Imbalance Charge - how much is that? How do we know?

2.5	Utility Curtailment Notice - You agree to notify us all curtailment orders or interruption orders or you pay Energy Imbalance Charges - how much? How do we know?

2.6	Force Majeure - how would this work? Is this just utilities or could it be force majeure on supply as well?

2.7	Utility Non-Performance - "If the Utility fails to perform (including obligations to pay amounts owed) we may terminate any transaction affected with 30 days prior notice to you? we will calculate our early termination payment as if we were the non-defaulting party - how would this work?

2.8	Billing and Payment - Received on the day sent due within ten days - Utility Invoice Credits "green power" we will be entitled to the credit -  if the credit relates to an element not included in the EESI Energy Price, you will be entitled to such Utility Invoice Credit.

2.9	Netting - No questions

2.10	- Taxes - No questions

2.11	 End of Term Arrangements - No questions

Section 3 Default, etc - Will we need some changes per our current financial situation?

Definitions - Special Utility Charges - do we have any?

General Terms and Conditions - Will we need some changes per our current financial situation?

Exhibit A - Confirmation

Transaction Term - Do the prices vary per term? Are rates expected to increase? Any reason not to get longest term per rates?

Price: Where can I see total costs?

Excess and Deficiency Usage Charges - What parameters are being used for estimates? How complete are our estimates?  Do we have flexibility here?

Special Terms and Conditions - Change Wind to Renewable - probably need two options here (with and without Renewable - given that renewal is additional cost)