Mid Market Power Form/ENA Changes

Carol:

I have attempted to incorporate the changes that Jim has incorporated in our
long form power agreement which ENA has suggested to date into the short
form. Attached please find a sample short form (for the Con Ed market) for
your review.

Please note the following as you review:

1. The short forms do not contain the optionality relating to our performing
billing services -- all of our midmarket forms anticipate that we will act
as customer's billing agent and that we will collect all amounts due related
to T&D and the like from the customer (and reflect same on our invoice) and
pass those amounts on to the customer's utility.
2. I did not include a "Setoff" provision in this draft, mainly because the
vast majority of the time, we will not, nor will an affiliate, have another
agreement in place with these customers. If you feel strongly about our
including a setoff provision, we will do so.
3. The change in law provision reads a bit differently from the long form --
the thinking here is that the long form language is very lengthy and rather
harsh (and we've had great difficulty selling it in the past). Taking into
consideration this class of customer, we decided to include certain items,
including our inability to cover our costs due to a change in law, rules or
practices as a "force majeure event" in an effort to soften the approach (see
the GTCs). Also we do not address calculation of a termination payment in
the event of a change in law as the long form does -- again, more in the
interest of "saving space" than anything else...

Let us know your thoughts on this document and if you are comfortable with
our using this until such time as the hybrid form is launched. If you are
comfortable, we will drive these changes into our other midmarket power forms.

Thanks again for your help with this project,

Marianne

P.S. Please be sure to copy Sarah Dietrich and Jennifer Hillegonds on your
response -- they will be taking this project during my "hiatus" -- I am
moving to PA on Friday of this week, and will be out of pocket through
approximately 7/16. I will start up again in mid-July...