HomeMy WebLinkAboutItem 01 - Electrical PurchaseMEMO TO: HONORABLE MAYOR AND MEMBERS OF HE CITY COUNCIL
FROM: ROGER NELSON, CITY MANAGER
MEETING DATE: NOVEMBER 6, 2001
SUBJECT: APPROVAL OF AN ELECTRICAL PURCHASE AGREEMENT
RECOMMENDATION:
City Council to consider approval a Resolution authorizing execution of a "Supply
Agreement" with TXU, approving initial proposal pricing, and authorize the City Manager
or Assistant City Manager as signatory and take any necessary action.
BACKGROUND:
The 76th Texas Legislature enacted Senate Bill 7 that deregulated the purchase of
electrical power for most consumers in Texas with an effective date of January 1, 2002.
Electricity will become a commodity subject to market fluctuations influenced by supply
and demand. Grapevine purchases $1,000,000 of electrical power annually and must
determine the most cost-effective method of procurement under the new guidelines.
Cities and other large users are entering into contracts with electric providers for
purchase under numerous methods. Grapevine's electrical demand typically cannot be
deferred because of the critical nature of the service we provide so a fixed price contract
with a defined term is the most advantageous.
There are three methods of procurement:
• Grapevine can do nothing and continue with TXU as a provider at market
price or the 6% reduction under the price to beat scenario. This method is
subject to seasonal fluctuations, and in other states, has resulted in
tremendously high electric bills.
• Grapevine solicited pricing and contract terms independently from the various
electric providers.
• Grapevine joined with a group of electrical users, "aggregators", to pool their
electrical profiles and solicit bids for electric purchase working under the
premise that an economy of scale exists that would result in a better unit price.
November 6, 2001 (1:42PM)
Grapevine entered into an alliance for aggregate purchase of electrical power with other
water and sewer agencies such as the Trinity River Authority under the umbrella of the
Texas Water Conservation Association. Bids were solicited and the "aggregation" did
not receive a responsive proposal. The group decided to dissolve and seek alternative
methods of electrical purchase. Prior to the dissolution of the Texas Water Conservation
Association group, Grapevine joined the Houston -Galveston Area Council aggregation
as a fall back position.
Grapevine has a long history of utilizing the Houston -Galveston Area Council (H -GAC)
for cooperative purchases and has saved many thousand of dollars doing so. Many of
our fleet vehicles and construction equipment have been purchased through this
organization. They procure equipment and services for public entities across the State
and provide a respected professional staff.
H -GAC solicited bids from electric providers and selected TXU as the lowest and best
bidder. TXU offered the following price, terms and conditions:
1. Price not to exceed $0.0514244/kWh
2. 25% swing (Swing is defined as the amount of electrical usage over or under
the predicted consumption before the purchaser is subject to market pricing.)
3. $5.00 monthly minimum/account
4. 30 day pay period (Most providers require a 16 day pay provision. Failure to
meet the deadline will subject the purchaser to market pricing.)
Staff solicited bids for Grapevine as a stand-alone entity and the H -GAC proposal is far
superior in price, terms and conditions. (See attached bid tabulation) The H-GAC/TXU
bid results in a 19% reduction in energy costs based on the past year's experience. The
recommended contract term is 2 years and will result in $382,000 savings.
TXU will refresh their bid on November 13. Their price can not go higher but depending
on the number of entities that participate with H -GAC and market conditions the price
may go down. Staff must execute the TXU "Offer Sheet" and return it to H -GAC prior to
5:00 p.m., November 14. The volatility of the energy market requires the quick turn
around.
The City Attorney and the attorney representing H -GAC has reviewed the contract and
found it to be equitable.
Staff and the Council Utility Committee recommends approval of the H -GAC Resolution
authorizing execution of a "Supply Agreement" with TXU for a 2 -year term and
authorizes the City Manager or Assistant City Manager as signatory.
MS/ms
November 6, 2001 (1:42PM)
Cost Analysis*
Y
AES New Energy
First Choice Power
% Swing (+/-)
r
10%
No Swing'��
Period
Seasonal
N/A�
Acquisition Fee on
„ x , k
(3 )
7�
None
°`' rwati
Over Consumption
Actual Charges
Over Consumption
��r `
(3)
Charge
Actual Charges
None
t`
Re-sellingFee on
��
Actual Charges (3)
,
None`�u"�,
Under Consumption
Under Consumption
(3)
Actual Charges
1
Norte
��, 4 .
Credits
Over Capacity Charge
,
$0$0
) �
Aggregation Fee
N/A
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N/A
�3
,
�
Set Monthly Charge
$0
$12
1 ux
Transmission &
Distribution Charges
Pass Thru
Pass Thru
1,t,-
Price All Accounts
Not Quoted
a
$0.0466 per kwh (6)
Price Large Accounts
$0.04277 per kwh (2)
z
$0.0465 per kwh
x
ix
Price Small Accounts
Not Quoted$0.0464
per kwh
Price Street Lights
,ate .ayk ,,
h t p `ax's RW. � 'g z
, Ayr q } x W,r�
#�,
Not Quoted
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Not Quoted'
k
*All values based on a two-year term contract.
(1) Estimate 1.8 cent per kwh
(2) Used two part pricing (average price shown)
(3) City of Grapevine makes AES whole on consumption outside of band
(4) Quoted large and small accounts together
(5) Only applicable if large and small accounts are included
(6) Excludes streetlights
City of Grapevine
November 2001
RESOLUTION NO.
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
GRAPEVINE, TEXAS APPROVING AND AUTHORIZING
EXECUTION OF A "SUPPLY AGREEMENT" WITH A
RETAIL ELECTRIC PROVIDER, APPROVING INITIAL
PROPOSAL PRICING, APPOINTING AUTHORIZED
REPRESENTATIVE(S) AND PROVIDING AN EFFECTIVE
DATE
WHEREAS, Houston -Galveston Area Council Purchasing Corporation (the
"Corporation") is a non-profit political subdivision corporation, as defined in Chapter 303
of the Texas Local Government Code (to be codified effective September 1, 2001 as
Chapter 304); and
WHEREAS, the Corporation is authorized to negotiate on behalf of its members
for the purchase of electricity, make contracts for the purchase of electricity, purchase
electricity, and take any other action necessary to purchase electricity for use in the
public facilities of the political subdivisions represented by it; and
WHEREAS, the City of Grapevine has adopted a resolution authorizing
participation in the Corporation; and
WHEREAS, the Corporation has negotiated and contracted with various Retail
Electric Providers (each a "REP") and has entered into a contract with the REP
referenced in the Supply Agreement attached as Exhibit "A"; and
WHEREAS, the City of Grapevine, a Buyer, has selected the REP referenced in
the attached Supply Agreement; and
WHEREAS, the Corporation has received and distributed to its members the
initial proposal pricing ("$0.0514244/kWh") of the REP and the Political Subdivision has
reviewed the Initial Pricing, which is incorporated herein by reference; and
WHEREAS, the Political Subdivision acknowledges that the Initial Pricing is not
binding on the REP but will be updated during a subsequent time period to be
announced by the Corporation, at which time final closing pricing (the "Final Pricing")
will be announced; and
WHEREAS, the Political Subdivision has reviewed a Supply Agreement with the
selected REP (the "Supply Agreement"), a copy of which is presented with this
Resolution as Exhibit "A" and is incorporated herein by reference, and wishes to enter
into such agreement provided that the Final Pricing does not exceed the Initial Proposal
Pricing;
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF GRAPEVINE, TEXAS:
Section 1. That the Supply Agreement attached as Exhibit "A" with the Initial
Proposal Pricing made a part thereof is hereby approved and adopted.
Section 2. That the following officers, officials or employees of the Political
Subdivision are hereby designated as "Authorized Representatives," with full power and
authority to execute the Supply Agreement, so long as the Final Pricing is less than or
equal to the Initial Proposal Pricing, exclusive of any regulated rates subject to change,
which the Political Subdivision has elected, and take all other actions deemed
necessary or appropriate to consummate the transaction authorized by this Resolution.
Roger Nelson City Manager
Bruno Rumbelow Assistant City Manager
Section 3. That this resolution shall take effect from and after the date of its
passage.
PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF
GRAPEVINE, TEXAS on this the 6th day of November, 2001.
MAWJJWB• �
FWAVAIMM
RES. NO. 2
SUPPLY AGREEMENT
November 5, 2001
TXU Energy Services
TERMS AND CONDITIONS FOR SUPPLY OF ELECTRICITY
These Terms and Conditions for the Supply of Electricity ("Terms"), together with any
Offer for Supply of Electricity ("Offer") and any other attachments, exhibits or appendices (including, as
appropriate, one or more Price Sheets) as may be hereafter agreed to by Buyer (the term Buyer includes its
employees and/or agents as appropriate), and Seller (the term Seller includes its assignees and/or as
appropriate its employees, agents and/or subcontractors), shall constitute the "Agreement" for the supply of
electricity to the Premise(s) of Buyer set forth in Exhibit "A" attached hereto. Seller and Buyer may
hereinafter be referred to individually as a "Party" and collectively as the "Parties". "Premise(s)" herein
shall mean the designated (in Exhibit "A") property or facilities and associated metered account(s) identified
by an Electric Service Identifier ("ESI"), which is a unique and permanent identifier assigned to each
Premise(s). A "Price Sheet(s)" is a document(s) containing a description of the method for determining
charges payable by Buyer to Seller for electricity supplied pursuant to this Agreement, for specified
Premises and shall contain the Offer Price. A condition precedent for the effectiveness of the Agreement
shall be the execution of a separate Offer, and agreement by the Parties on the terms contained in Exhibit
"A" and the appropriate Price Sheet(s).
1. SUBJECT MATTER AND QUANTITY. Seller shall sell and cause delivery, and Buyer shall purchase and
receive at the Point of Delivery, for use only at the Premise(s), Buyer's non-residential electricity requirements
set forth on Exhibit "A" attached hereto. "TDSP" herein shall mean a transmission and/or distribution provider
under the jurisdiction of the Public Utility Commission of Texas ("PUCT") that owns and maintains a
transmission or distribution system for the delivery of energy; including a Municipally owned utility or Rural
Electric Cooperative. "Point of Delivery" herein shall mean the point where TDSP's conductors are
connected to Buyer's conductors at or near Buyer's Premises.
II. [This Section has been deleted intentionally.]
III. TERM. The "Agreement Term" shall be the time period, as referred to in the Offer, during which the
prices contained in the Price Sheets are and shall remain in force.
IV. AGREEMENT RENEWAL/PRICE RENEGOTIATION. If Buyer and Seller have not agreed to new
pricing and terms prior to thirty calendar days before the expiration of the then current Offer, and Buyer has
not arranged for electricity from another supplier prior to the expiration of such Offer, then, effective upon
expiration of the Offer and until Buyer arranges for electricity with another supplier or under a new Offer with
Seller, Seller agrees to sell and deliver and Buyer agrees to purchase and receive electricity under terms
and prices of Seller's then current Standard List Price Offer applicable to businesses of same or similar
nature as Buyer. "Standard List Price Offer" herein shall mean the Seller's price charged to customer's
purchasing electricity without a valid Offer for the Supply of Electricity. The Standard List Price Offer may
change from time to time at the discretion of Seller.
V. CALCULATION AND PAYMENT OF CHARGES.
5.1 Seller will invoice Buyer for electricity delivered to the Premise(s) during each monthly billing cycle of the
Agreement Term, and for any other amounts due from Buyer to Seller hereunder, in accordance with the
applicable Price Sheet, provided, however, in the event Buyer is a water district, a municipal utility district, a
public utility district, a water control improvement district, all other types of special districts, or has at the time
this Agreement is entered into, twenty five percent (25.0%) or more of its total electric load is attributable to
water pumping load, and (a) takes total quantities of electricity (attributable to all Premise(s) hereunder) in any
month that are in excess of one hundred twenty-five percent (125.0%) of the aggregated quantities listed in
Exhibit "A", thenSeller shall have the option to price such excess quantities at 105.0% of the then current retail
market value or (b) takes quantities of electricity in a month that are less than seventy five percent (75.0°/x) of
the aggregated quantities listed in Exhibit "A" (provided such is not the result of a force majeure event) then, in
H -GAC Energy Purchasing Corporation Page 1 of 13
addition to paying for those quantities actually taken in accordance with the applicable Price Sheet, Buyer
agrees to pay Seller the positive amount, if any, calculated as follows: (75.0% of the aggregated quantities on
Exhibit "A" for the applicable month minus the aggregated quantities actually used by Buyer during the month,
the "Shortfall Quantity") multiplied by (the contracted price from the applicable Price Sheet minus 95.0% of the
then current retail market price for the Shortfall Quantity). "Retail Market Price" for purposes of this paragraph
5.1 only shall be: the weighted average of the ERCOT market clearing price for energy for each congestion
zone in the applicable month; plus (a) all charges associated with (i) Ancillary Services, (ii) Line Losses, (iii)
Unaccounted for Energy, and (iv) ERCOT administration fees; and (b) any new charges established by the
Independent System Operator that load serving Qualified Scheduling Entities are required to pay.
5.2 If Buyer has more than one Premise, the monthly billing cycle may vary for different Premises, and may
not coincide with a calendar month. In the event that an interval demand recorder ("IDR") must be installed at
any Premise, if such IDR has not been installed prior to the commencement of the Agreement Term, Seller
reserves the right to calculate prices based upon the appropriate deemed load profile, as obtained by Seller
from the PUCT, until such IDR can be installed.
5.3 Buyer shall pay the invoiced amount on or before the due date specified in the Offer, and/or notify Seller
within ten business days of the invoice date if Buyer disputes any part of the invoice together with Buyer's
reasons for disputing the invoice (however, Buyer's payment of an invoice and/or failure to dispute an invoice
by the due date, in and of itself, shall not constitute a waiver by Buyer of Buyer's right to contest later the
correctness of such invoice), but the undisputed part shall remain due and payable. In the event that Buyer
gives notice of such dispute, the Parties shall, for a period of thirty calendar days following Seller's receipt of
that notice, pursue diligent, good faith efforts to resolve the dispute. If the Parties are unable to resolve a
disputed invoice during that thirty day period, Seller may require, in the event it is subsequently determined that
Buyer should pay Seller all or part of the disputed amount, that Buyer pay interest on such amount , at a rate
equal to (i) one percent (1 %) per month or (ii) the highest rate allowed by law, whichever is the lesser, from the
date such payment was originally due until the same is paid. Following resolution of the dispute, any amount
found payable (including interest) shall be paid within thirty calendar days. if Buyer fails to pay any amount due
(including any disputed amount withheld which is subsequently found to have been payable), Seller may, at its
option, pursue any or all of the following actions or remedies: (a) accrue interest on the unpaid portion at a rate
equal to that described earlier in this paragraph, from the date such payment is due until the same is paid, or
(b) transfer Buyer to the provider of last resort ("POLR"). POLR shall be defined as a retail electric provider that
has been designated by the PUCT to provide a basic, standard retail service package to requesting or
defaulting customers.
5.4 If Buyer notifies Seller in writing of a justifiable concern regarding the accuracy of an invoice hereunder,
Seller shall make available to Buyer during normal business hours the records in Seller's possession
reasonably necessary for Buyer to verify the accuracy of its bill. Provided, however, neither Party may request
any adjustment or correction of any statement or payment unless written notice of such request for adjustment
or correction is furnished within twenty-four (24) months of the date of the statement or payment for which such
adjustment or correction is requested.
5.5 If this Agreement is terminated for any reason (including where Buyer terminates in accordance with
Section VII) and Buyer does not arrange for a new electricity supply agreement with Seller or another supplier,
Seller, until Buyer arranges for a new electric supply agreement with Seller or another supplier, may (in
addition to other remedies) charge Buyer for any electricity used at the Premise(s) after the effective date of the
termination, and subject to these Terms, at Seller's then current Standard List Price Offer applicable to
businesses of same or similar nature as Buyer. This sub -clause shall survive termination of this Agreement.
5.6 Payments may be made by check, wire transfer, direct debit or electronic data interchange (on terms
reasonably acceptable to both Parties), and notwithstanding anything to the contrary contained herein, must
be received by the receiving Party on or before the dates specified in Article 11 of the Offer. The address to
which payments are to be made shall be as set forth in the Offer. For Buyer to pay Seller other than by
check, Buyer needs to obtain required information / agreements with Seller. If Buyer fails to pay the invoiced
amount to Seller by the Due Date, and such amount is not disputed as provided in Section 5.3 the undisputed
invoiced amount will accrue interest at the rate of 12% per year, and, in addition, Seller may pursue, but is not
required to pursue, available legal remedies for collection of the unpaid invoice and late -payment interest
charges, including termination of the Agreement in accordance with the procedures set forth in Article VII.
5.7 In the event Buyer ever takes electricity exceeding the Maximum kW for each Premise(s), each time it
does so Buyer shall pay the Over Capacity Charges as stated in the applicable Price Sheet. "Maximum
kW" for each Premise is set forth on Exhibit "A", and shall be recorded at the TDSP Point of Delivery.
H -GAC Energy Purchasing Corporation Page 2 of 13
5.8 Buyer agrees that it shall abide and be bound by the Agreement through the end of the Agreement Term
and shall not, during the Agreement Term, claim any right to pricing based upon the Price to Beat. "Price to
Beat" shall mean a price for electricity, as determined pursuant to the Public Utility Regulatory Act, Section
39.202, charged by an affiliated retail electric provider to eligible customers.
VI. METERING EQUIPMENT.
6.1 The supply of electricity to Buyer at the TDSP Delivery Point(s) shall be measured by Metering
Equipment. "Metering Equipment" herein shall mean any and all equipment required for the measurement
of demand, energy, reactive demand or reactive energy and the times during which said demand or energy
is consumed. Unless the accuracy of the Metering Equipment is disputed by notice given by either Party to
the other the Metering Equipment shall be deemed to be accurate. If notice is given (unless otherwise
agreed) the Metering Equipment shall be examined within a reasonable period by the TDSP in accordance
with the applicable Substantive Rules of the PUCT. If such test finds that the inaccuracy of the registration
of kWh or kW at normal loads exceeds that allowed by ANSI standard C.12, suitable adjustment shall be
made in the accounts rendered by Seller, and, within a reasonable period following that determination, the
Metering Equipment shall be re -calibrated or replaced by the entity that installs, validates, registers, and
maintains the physical meter required on a Premise to measure customer usage. If such test finds the
Metering Equipment to be accurate within the said limits, the Metering Equipment shall be deemed to be
accurate and the cost of moving, testing, and replacing the Metering Equipment shall be paid by the Party
who issued the notice. If it is discovered that any reading of the Metering Equipment or translation of the
readings into charges have been incorrect then the amount of money due to and from Seller shall be paid
forthwith.
6.2 If appropriate meter reading personnel cannot gain access to read the Metering Equipment, or the
Metering Equipment fails to register correctly the amount of electricity supplied, or the readings are not
communicated to Seller in time for whatever reason, Seller shall reasonably estimate the quantity of the
electricity consumed and Buyer shall pay the charges for the estimated amounts subject to any adjustments
which may be necessary following the reading. Buyer shall notify Seller of any dispute or query regarding the
Metering Equipment made by the TDSP. Seller is not responsible for damage to the Metering Equipment
unless caused by Seller's negligence.
VII. TERMINATION OF AGREEMENT.
7.1 A material breach of this Agreement includes: (a) the failure of either Party to make any payment due to
the other Party pursuant to the terms hereof, provided, however, that notwithstanding the foregoing or
anything else to the contrary in this Agreement, Supplier may not terminate this Agreement for non-payment
by Buyer of an undisputed invoiced amount unless the undisputed invoiced amount remains unpaid for thirty
(30) days after the due date; (b) the failure of a Party to comply with any other material term of this
Agreement; (c) a Party becomes or declares that it is insolvent or bankrupt, or becomes or declares that it is
the subject of any proceedings, or is taking any action whatsoever, relating to its bankruptcy, liquidation or
insolvency, or is not generally paying its debts as they become due, (d) a Party fails to comply with any
federal, state or local law, regulation, rule or order that causes a material adverse affect upon this
Agreement, either Party or either Party's performance of its obligations described in this Agreement; (e) if
Buyer enters into another electricity supply agreement for any Premise(s) with another retail energy provider
that covers any period during the Agreement Term; or (f)i if Buyer, except as provided in paragraphs 7.2 and
14.3 below, sells, leases, closes or otherwise conveys or assigns any Premise(s) in which the electricity
sold hereunder is utilized. If either Party commits a material breach of this Agreement, the non -breaching
Party shall give written notice to the breaching Party that describes the breach in reasonable detail
("Original Notice"). The non -breaching Party may, in its sole discretion, and without prejudice to any other
right under this Agreement, at law, or in equity, terminate this Agreement (i) by providing an additional notice
if the breaching Party does not pay all amounts due and owing set forth in the Original Notice within ten
calendar days of the date of the Original Notice, or (ii) effective immediately in the Original Notice in the
event the breach pertains to (c), (e), or (f) in this paragraph above, or (iii) by providing an additional notice if
the breaching Party fails to cure any breach other than one related to (a), (c), (e), or (f) in this paragraph
above within thirty calendar days of the date of the Original Notice.
7.2 (a) In the event Buyer sells, closes, or leases a particular Premise, without selling, closing, or
leasing all of the Premises, Buyer shall have the right to delete that particular Premise and the quantities of
electricity attributable to that Premise through the end of the Agreement Term (the "Liquidated Quantities")
from this Agreement without terminating the Agreement (a "Premise Buyout Option"). If Buyer desires to
exercise a Premise Buyout Option with regard to a Premise, Buyer shall notify Seller in writing at least thirty
H -GAC Energy Purchasing Corporation Page 3 of 13
calendar days prior to the effective date. Upon the exercise of a Premise Buyout Option, in the event a new
owner of the applicable Premise (i) is willing to sign a new contract with Seller upon the same terms and
conditions as Buyer's contract, (ii) is deemed creditworthy by Seller, and (iii) the new owner and Seller can
legally enter into such a contract in accordance with the rules and regulations of the PUCT, then the
Premise will be deleted from this Agreement and neither Party will owe any compensation to the other. In
the event that the new owner (i) is unwilling to sign a contract with Seller upon the same terms and
conditions, (ii) is not reasonably deemed creditworthy by Seller, or (iii) the new owner and Seller cannot
legally enter into the contract, then Buyer agrees to pay Seiler the positive amount, if any, calculated as
follows: the Liquidated Quantities multiplied by (the price that Buyer would have paid for the Liquidated
Quantities through the end of the Agreement Term according to the applicable Price Sheet, minus 95.0% of
the then current retail market price). Buyer shall pay such amount, if any, to Seller within twenty days of the
date of liquidation. Exhibit "A" shall be modified to reflect the deletion of such Premise and its Liquidated
Quantities, and all other terms and conditions of this Agreement shall remain in full force and effect with
respect to the remaining Premises.
(b) In the event Buyer reduces its operations at a Premise, Buyer shall have the right to delete
the quantities of electricity attributable to the reduction in operations at such Premise from the effective date
of the reduction through the end of the Agreement Term (the "Reduced Operations Liquidated Quantities")
from this Agreement without terminating the Agreement. If Buyer desires to exercise such right with regard
to a Premise, Buyer shall notify Seller in writing at least thirty calendar days prior to the effective date. Upon
the exercise of such right, Buyer agrees to pay Seiler the positive amount, if any, calculated as follows: the
Reduced Operations Liquidated Quantities multiplied by (the price that Buyer would have paid for the
Reduced Operations Liquidated Quantities through the end of the Agreement Term according to the
applicable Price Sheet, minus 95.0% of the then current retail market price for the liquidated quantities). Buyer
shall pay such amount, if any, to Seller within twenty days of the date of liquidation. Exhibit "A" shall be
modified to reflect the deletion of the liquidated quantities, and all other terms and conditions of this
Agreement shall remain in full force and effect.
(c) Both Parties will work in good faith during the Agreement Term to reasonably accommodate and
assist Buyer with the management of its electricity needs at the Premises. Since it is not possible to foresee
the evolution of the deregulated power industry in Texas, various reasonable options for Buyer to achieve
this are evolving and under development by Seller. For example, if Buyer desires to contract for additional
electricity, both Parties will work in good faith to mutually agree upon the terms and conditions that are
economically viable to both Parties. However, notwithstanding the previous language, nothing contained
herein shall be construed as to deny or diminish the economic benefit of this Agreement to either Party, and
neither Party shall be under any obligation whatsoever to agree to a modification that would have such
result.
7.3 (a) In the event that this Agreement is terminated by Seller pursuant to Section 7.1Lthe Parties
agree, that in addition to all amounts Buyer may owe Seller prior to the termination, Seller's damages shall be
the positive amount, if any, calculated as follows: (all remaining unpurchased quantities of electricity reflected
on Exhibit "A" through the end of the Agreement Term) multiplied by (the price that Buyer would have paid
for the unpurchased quantities through the end of the Agreement Term according to the applicable Price
Sheet, minus the current retail market price for the unpurchased quantities at the time of termination) plus (all
reasonable costs and expenses incurred by Seller). Such amount shall be immediately due and payable within
thirty calendar days following such termination. The current retail market price in this instance shall mean the
price that Seller would reasonably be able to obtain from a bona -fide third party if entering into a contract
with another customer for the unpurchased quantities, and for the remaining term after the Early Termination
Date through the end of the Agreement Term. Seller shall have a duty to use commercially reasonable
efforts to mitigate its damages.
(b) in the event that this Agreement is terminated by Buyer pursuant to Section 7.1Lthe Parties
agree, that in addition to all amounts Seller may owe Buyer prior to the termination, Buyer's damages shall be
the positive amount, if any, calculated as follows: (all remaining unpurchased quantities of electricity reflected
on Exhibit "A" through the end of the Agreement Term) multiplied by (the current retail market price for the
unpurchased quantities at the time of termination, minus the price that Buyer would have paid for the
unpurchased quantities through the end of the Agreement Term according to the applicable Price Sheet)
plus (all reasonable costs and expenses incurred by Buyer). Such amount shall be immediately due and
payable within thirty calendar days following such termination. The current retail market price in this instance
shall mean the price Buyer would have to pay if entering into a contract with another Retail Electric Provider
("REP") for the same quantities, and for the remaining term after the Early Termination Date through the end
of the Agreement Term. The price offered by the POLR, or any REP's Standard List Price Offer, shall not be
H -GAC Energy Purchasing Corporation Page 4 of 13
used to calculate Buyer's damages. Buyer shall have a duty to use commercially reasonable efforts to
mitigate its damages.
7.4 Buyer may terminate this Agreement, on a prospective basis, in the event of non -appropriation of
funding for this Agreement by Buyer's Governing Body. Buyer agrees, to the full extent allowed by Texas
law, that if any funds are appropriated for electricity costs, such funds shall be applied first to the cost of
electricity provided pursuant to this Agreement. Buyer agrees to notify the REP in writing of such non -
appropriation at the earliest practicable time subsequent to the failure to appropriate, and as of Buyer's
termination date, Seller shall have no further duty to supply Electricity to Buyer and shall move service for
the Accounts to the POLR as established by the PUCT on the date of termination for non -appropriation.
Vill . FORCE MAJEURE. If either Party is unable to perform its obligations in whole or in part due to an
event of force majeure as defined herein, then the obligations of the affected Party shall be suspended to
the extent made necessary by such event. The term "force majeure" means any cause not within the
control of the Party claiming relief, including, but not limited to, Acts of God, including magnetic disturbances
but not including extremes of temperature alone; arrests, orders, directives, restraints and requirements of
the government and governmental agencies, either federal or state (excluding Buyer), civil or military; civil
disorder; strikes or labor disputes; failure, repair or change of or obstruction in electric power lines,
equipment or machinery; the failure of the TDSP to receive, transport, or deliver, or otherwise perform,
unless due to the failure of the Party claiming force majeure to perform such Party's obligations hereunder;
an event of force majeure of Seller's supplier(s) or with Buyer's electrical equipment at Buyer's Premises; or
any other cause which by the exercise of reasonable diligence such Party could not have prevented or is
unable to overcome. Any such event of force majeure shall, so far as possible, be remedied with all
reasonable dispatch. It is understood and agreed that the settlement of strikes or lockouts will be entirely
within the discretion of the Party having the difficulty, and that the above requirement of the use of diligence
in restoring normal operating conditions will not require the settlement of strikes or lockouts by acceding to
the terms of the opposing party when such course is inadvisable in the discretion of the Party having the
difficulty. Neither financial distress nor the inability of either Party to make a profit or avoid a financial loss
shall be deemed a force majeure event, nor shall (i) changes in the market prices of fuel, energy, or
electricity, or (ii) a Party's financial inability to perform its obligations under this Agreement, constitute an
event of Force Majeure hereunder.
IX. WARRANTIES AND LIMITATIONS OF LIABILITIES.
9.1 Seller hereby warrants to Buyer that at the time of delivery of electricity hereunder it will have good title
and/or the right to sell such electricity, and that such electricity will be free and clear of all liens and adverse
claims. Title will pass to Buyer at the TDSP Point of Delivery. EXCEPT AS PROVIDED FOR IN THE FIRST
SENTENCE OF THIS PARAGRAPH, SELLER EXPRESSLY DISCLAIMS AND MAKES NO WARRANTIES,
WHETHER WRITTEN OR VERBAL, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING,
WITHOUT LIMITATION, ANY EXPRESS, IMPLIED, OR STATUTORY WARRANTIES OF
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
9.2 Unless otherwise expressly provided herein, any liability under this Agreement will be limited to direct
actual damages as the sole and exclusive remedy, and all other remedies or damages at law or in equity are
waived. Neither Party will be liable for consequential, incidental, punitive, exemplary or indirect damages,
including lost profits or other business interruption damages, whether in tort or contract, under any indemnity
provisions or otherwise in connection with this Agreement. The limitations imposed on remedies and
damage measurement will be without regard to cause, including negligence of any Party, whether sole, joint,
concurrent, active or passive; provided no such limitation shall apply to damages resulting from the willful
misconduct or gross negligence of any Party.
X . NOTICES. All notices required or permitted under this Agreement shall be in writing and shall be
deemed to be delivered when deposited in the United States mail (first class, registered or certified),
postage prepaid, when deposited with an overnight delivery service, prepaid to the applicable Buyer's
address shown in the attached Exhibit "A", and Seller's address as shown in the Offer, or to such address as
either Party may from time to time designate as the address, or in the case of hand delivery, when delivered
to a representative of either Party by a representative of the other Party; provided, however, except for
payments of amounts due hereunder, either Party may provide such items hereunder by electronic mail or
facsimile to the other Party at the applicable telephone number shown on the current Offer, and further
provided, the original copy of such item shall be sent to the other Party within three business days
thereafter.
H -GAC Energy Purchasing Corporation Page 5 of 13
XI. APPLICABLE LAW AND REGULATIONS.
11.1 This Agreement is subject to all applicable laws, regulations, rules and orders.
11.2 In the event a judicial decision, order, new law or regulation, or a change in any law or regulation,
requires a change in the method by which prices are calculated under this Agreement, or materially and
directly affects a Party's ability to perform its obligations hereunder, then the Party that is negatively affected
shall have the right to notify the other Party, within thirty calendar days after becoming aware of such
detrimental change. The Parties shall attempt to negotiate a modification to the terms of this Agreement so
as to mitigate the impact of the event. If, after twenty calendar days beyond the date of notice, the Parties
have been unable to negotiate a mutually satisfactory modification to the terms of this Agreement, either
Party shall have the right to terminate this Agreement upon ten calendar days prior written notice to the
other Party. If such right to terminate is not exercised within forty-five calendar days after the date of the
original notice hereunder, then the right to terminate this Agreement shall be waived with respect to the
particular event.
11.3 Seller agrees to maintain all necessary certifications and comply with all necessary PUCT and/or
ERCOT requirements in order to perform its obligations under this Agreement.
11.4 Notwithstanding anything contained in this Agreement, Buyer shall not attempt to utilize, under the
provisions of this Section XI or Section VIII, or in any other manner, its inherent powers as a political
subdivision of the State of Texas in order to circumvent in any way the terms and provisions of this
Agreement or the intent of this Agreement.
X11. FAILURE OR TEMPORARY DISCONTINUANCE OF SUPPLY.
12.1 The supply of electricity may be disconnected in the event of Force Majeure in respect of this
Agreement; or if at TDSP's discretion it is necessary to do so for any of the following reasons: (a) to avoid
danger; or because failure to disconnect the supply of electricity would or might involve TDSP being in
breach of applicable regulations or laws; or to avoid interference with the supply of electricity to another
person which TDSP reasonably believes may be caused or result from Buyer's equipment or device used at
the Premise(s); or to enable TDSP or TDSP's representatives to inspect, maintain or repair any part of the
equipment or the Distribution System; or in case of accident or other emergency affecting or likely to affect
the Distribution System or any other system through which (directly or indirectly) Seller or TDSP receives or
supplies electricity; or (b) because Buyer's electric connections or systems are deemed by TDSP to present
a hazard.
12.2 In the event that the supply of electricity to Buyer's Premises is interrupted due to the material breach
by Seller of its contractual obligations under this Agreement and not due to (i) a force majeure event, (ii) as
provided in paragraph 12.1 above, or (iii) the failure of Buyer to comply with its obligations under this
Agreement, then, in the event Buyer is required to purchase replacement electricity from a third party during
such interruption, Seller shall be liable for the positive amount, if any, calculated as follows: the quantities so
interrupted by Seller multiplied by [the then current retail market price (or the POLR price if Buyer was unable
to purchase electricity from another retail electricity provider) minus the contracted price from the applicable
Price Sheet].
X111. RESPONSIBILITY.
13.1 Buyer Responsibility, Buyer assumes full responsibility for electric energy furnished to Buyer at and on
Buyer's side of the Point of Delivery, and agrees, to the full extent allowed by law, to hold harmless Seller,
its parent company and all of its affiliates, and all of their respective officers, directors, shareholders,
associates, employees, servants, and agents (hereinafter collectively referred to as "Seller Group"), from
and against all claims, losses, expenses, damages, demands, judgments, causes of action, and suits of any
kind (hereinafter collectively referred to "Claims"), including Claims for personal injury, death, or damages to
property occurring on Buyer's side of the Point of Delivery and upon the Premise(s), arising out of or related
to the electric power and energy and/or Buyer's performance under the Agreement.
13.2 Seller Responsibility. Buyer acknowledges and understands that (i) Seller never obtains physical
possession or control of the electricity, (ii) Seller does not own nor have control of the electric transmission
wires and equipment, and that they are owned and/or controlled by the TDSP, (iii) all meter reading, and
repair services will be provided by employees or agents of the TDSP, (iv) all responsibilities and liabilities of
the TDSP are set forth in the tariff regulations as approved by the PUCT, and (v) the employees and agents
of the TDSP are not employees or agents of Seller. Seller shall not have any obligation whatsoever to
indemnify, defend, nor hold harmless Buyer, its parent company and all of its affiliates, and all of their
respective officers, directors, shareholders, associates, employees, servants, and agents (hereinafter
H -GAC Energy Purchasing Corporation Page 6 of 13
collectively referred hoao"Buyer Grnup").egoinstanyC|oima.onoitheraidoof1hoRointofDoiveg\ahning
out of or in any way related to the electricity and/or the delivery thereof, including, without limitation, the
actions of the TDSP and its employees and agento, except in the oven\, and only in the event that uoh
Claims are the direct muuKofthe sole negligence an�orintnnUonaUywmn�b|e��ofanmmp|oye'-' or agent
undorthoexduo�euontm|.ofSe||or. :
XIV. MISCELLANEOUS.
14.1 TDSPs. Buyer and Seller agree 0oall terms and conditions (adopted pursuant
to statutes,
regulationsor other lawful authority) of the TDSPs that provide electricity delivery services to the Premise(s) orotherBuyertaci|itiea.whiohmayhnmtimotoUmeboomondod.ommade partofthis Agreement.
14.2 THIS AGREEMENT SHALL BE CONSTRUED AND ENFORCED IN
ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS WITHOUT GIVING EFFECT TO ANY
CONFLICTS OFLAW PRINCIPLES WHICH OTHERWISE MIGHT BEAPPLICABLE.
14,3 Assignment. |nthe event that Buyer conveys legal title toall of� the Pemioeahu�.the same
�entity,
~Buyer
may request from Seller the right to assign its rights and obligations under the Agreement to the new owner
of the Premises, and in such overd. Seller shall not unreasonably withhold its consent. Any purported
assignment without Sellers prior written consent shall be null and void. Buyer shall not have any right
whatsoever to assign this Agreement to any party that iu not the owner of all of the r/e"mev` andanypurported assignment shall be null and voidSeller may assign this Agreement to another pa`' with the
prior written consent ofBuyer, which consent shall not beunreasonably withheld. purported assignment
without Buyer's prior written consent shall benull and void. This Agreement shall inure manduebinding
upon the Parties hereto, andtheirnmpeotiveauoc0000mandausig
14.4
Entirety of Agreement, K is the intention of the PorUoo that the Agreement shall contain all 0erme,
conditions, and protections in any way related to, or arising out of, the sale and purchase of the electricity,
«`—-��~termn of service different than those that would otherwise apply under the Substantive Rules of the PublicUtility Commission of Texas "Customer Protection Rules for Retail Electric Service", Sections 25'47125.485. and 25.491 - 25.492. The Parties expressly acknowledge that certain V*nna, conditions, and
protections addressed in such sections 25472 -25485. and 25.431 - 25.492 may n� be pmvid--'ro
r
referred to in this Agreement, and, in such event, d is the intent of the Parties that such terms, conditions,and protections are not applicable to the Parties. Neither Party may aoao� any claim that any term,condition, and/or protection contained in Sections 25.472 - 25.485� and 25.491 - 5.*92 the Rules i~inoonoiatertwithanyherm.cnndi�on.an�orpro�otioncontainedinthoAgneemontand.therefore,opp|ieu to
the This Agreement may not bemod�oduramended except in writing, duly dbytheParbonhereto. Buyer warrants that the information supplied by it pursuant to this Agreementio
true and shall
remain oothroughout the term ofthe Agreement unless varied byagreement.
14.5 Waiver of Rights. A waiver by either Party of any breach of this Ageomend, or the failure of either
Party to enforce any of the terms and provisions of this Agreement, will not in any way affect, limit or waive
that Party's right to enforce and compel strict compliance with the same or other terms or provisions of this
Agreement.
14.6 Third Paqy Rights. Nothing in this Agreement uhe|| umato, or be construed as creating, any express
orimplied rights inany person orentity other than the Parties.
14.7 Survival. No termination or cancellation of this Agreement will relieve either Party of any obligations
under this Agreement that bytheir nature survive such termination or cancellation, inc|uding, but not limited
to, all warranties and obligations ofindemnity.
14.8 Further Assurances. Buyer and Seller agree to provide such infonnadinn, execute and deliver any
instruments and documents and to take such other actions as may be necessary or reasonably requested
by the other Party which are not inconsistent with the provisions of this Agreement and which do not involve
the assumptions of obligations other than those provided for in this Agreement, in order to give full effect to
this Agreement and tocarry out the intent ufthis Agreement.
14.0 Distribution System. Distribution System herein shall mean any system for the distribution of electricity
through which the electricity to be provided by Seller to Buyer is provided or passed to the Promioe(o)
Go||e�uobligations under this Agreement are nu�e��tothe maximum oapocih/and any other design feature
`
of Buyer's Premise or Connection. Buyer ohshalloontacontactSeller in oocondonno with all applicable legal
H-GACBnergy Purchasing Corporation Page 7 of 13
requirements, and otherwise reasonably in advance, if Buyer proposes to make any significant change to
Buyer's connection, electric lines or electrical equipment, install or operate generating equipment or do
anything else that could affect the Distribution System or require alterations to Buyer's Connection. Each of
the Parties undertakes to comply with Buyer's TDSP's Tariff for Distribution Service.
14.10 Delivery of Electricity. Seller does not guarantee against irregularities or interruptions, it being
understood that occasional irregularities and interruptions by the TDSP may occur. Buyer is responsible for
installing and maintaining protective devices as recommended or required by the then current edition of the
National Electric Code and other such devices as are necessary to protect equipment or process during
irregular or interrupted service including, but not limited to voltage and wave form irregularities.
14.11 Confidentiality. Seller acknowledges that Buyer is a governmental body that is subject to public
information laws, including Chapter 552 of the Texas Government Code, which requires Buyer to release
any information that is defined as or deemed to be public (the "Public Information Statutes"). Subject to
any Public Information Statute or related order, rule or regulation requiring disclosure, Seller and Buyer
agree to keep all terms and provisions of this Agreement confidential and not to disclose the terms of the
same to any third parties; provided, however, each Party shall have the right to make such disclosures, if
any, to governmental agencies and to its own agents, attorneys, auditors, accountants and shareholders as
may be reasonably necessary. If disclosure is sought through process of a court, or a state or federal
regulatory agency, the Party from whom the disclosure is sought shall resist disclosure through all
reasonable means and shall immediately notify the other Party to allow it the opportunity to participate in
such proceedings.
14.12 Resale of Seller's Electric Service. Buyer may not use supply of electricity provided by Seller except
for the purpose specified in the Price Sheet under which Buyer receives supply of electricity, Buyer may not
resell or otherwise dispose of supply of electricity unless as provided by statute or as specifically provided
for in the Price Sheet.
14.13 Authorization. At such time as executed Offer and Price Sheet(s) are attached hereto, Buyer
authorizes Seller to become Buyer's new retail electric provider in place of Buyer's current retail electric
provider for the duration of the Agreement Term set forth in the Offer. Buyer authorizes Seller to act as
Buyer's agent to effect the change, and Buyer directs its current retail electric provider to work with Seller to
make this change happen. Buyer represents to Seller that Buyer is legally authorized to change the retail
electric provider for all of the Premises.
14.14 Severability. If any portion of this Agreement, or application thereof to any person or circumstance,
shall be held legally invalid, the remainder shall not be affected and shall be valid and enforced to the fullest
extent permitted by law or equity.
14.15 Aggregator Fees. Seller shall bill and collect from Buyer for HGAC Energy Purchasing Corporation
("HGAC") Aggregation Fees with respect to the purchase of Electricity under these Terms and Conditions
("Aggregation Fees"). Seller shall remit all Aggregation Fee collections received during each calendar
month to HGAC on or before the twentieth (20`h) Business Day of the following calendar month. Payments
received from Buyer shall be deemed to be payments of Seller and TDSP charges then due, then of the
Aggregation Fee.
14.16 Aggregator Review. Buyer understands and acknowledges that any deviations from the standard
Terms and Conditions for Supply of Electricity negotiated by HGAC on behalf of Buyer shall be subject to
the prior review and consent of the HGAC.
14.17 Buyer is a Member of the HGAC Energy Purchasing Corporation. Seller is basing the indicative price
on the attached price sheet upon assumptions as to the aggregated load and associated load factor of all
Members of the Corporation. A condition precedent to the effectiveness of this Agreement is satisfaction of
certain load and load factor criteria as agreed to between Seller and the HGAC Energy Purchasing
Corporation. In the event that such criteria, as established in Section 1.b of the Agreement between H -GAC
Energy Purchasing Corporation and TXU Energy Services, are not satisfied, then Seller shall not sign this
Agreement and it shall be null and void ab initio.
14.18 Buyer shall notify seller of any ESIs that have any significant load shifting capabilities so Seller may
offer multipart pricing for that Premise.
H -GAC Energy Purchasing Corporation Page 8 of 13
The Parties have signed this Terms and Conditions for Supply of Electricity document,
acknowledging their agreement to its provisions as of , 200_
TXU ENERGY SERVICES COMPANY
By:
By:
Name:
Name:
Title:
Title:
Date:
Date:
"Buyer" "Seller"
H -GAC Energy Purchasing Corporation Page 9 of 13
Exhibit A
List of Member Buyers' Accounts
H -GAC Energy Purchasing Corporation Page 10 of 13
Exhibit B
Pricing Sheet
TXU Energy Services
Price Sheet
Terms and Conditions for Supply of Electricity #
This Price Sheet is only valid in association with and shall remain subject to the Terms and Conditions for
Supply of Electricity ("Terms") and Offer for Supply of Electricity referenced above and is contingent
upon Customer's acceptance of the Offer prior to the Offer Expiration Date. This Price Sheet is applicable
to the Customer ESI number(s) identified on Exhibit A of the Terms.
Monthly Prices shall equal the sum of (i) the Monthly Standing Charge set forth below; plus (ii) the
applicable per kWh charges set forth below for the electricity; plus (iii) all costs and expenses of any nature
whatsoever that are charged by the Transmission and Distribution Service Provider ("TDSP") for the
transmission and/or distribution of the electricity, as well as any other charges of the TDSP that are
attributable to the Customer Account numbers, including, without limitation, charges for reactive power;
plus (iv) all other tariffs, rates, riders, fees, and charges, charged by the TDSP or another party, that are
mandated, levied, assessed, allowed, or approved by the Texas Public Utility Commission and all other
governmental or regulatory authorities, on or with respect to the acquisition, sale, delivery, and purchase of
the electricity; plus (v) all federal, state, and local taxes, of any nature whatsoever, imposed by all
govermnental and regulatory authorities, on or with respect to the acquisition, sale, delivery, and purchase
of the electricity, including Seller's Texas Gross Receipts Tax on the sale of electricity to Buyer; plus (vi)
the Over Capacity Charge set forth below, if applicable; plus (vii) an aggregation fee of $0.00045 per kWh
actually consumed by Buyer collected by Seller on behalf of and paid to HGAC Energy Purchasing
Corporation.
Charge
Amount
Monthly Standing Charge
$ 5 per service point
All kWh
$0. per kWh
TDSP Delivery Charges
$0. per kWh for delivery, excluding
reactive power, based upon current estimate*;
Monthly price will be based upon actual charges.
Tariffs, rates, riders, fees, and charges other than
those included in TDSP delivery charges above
To be determined; varies by service point
All applicable taxes
To be determined, varies by jurisdiction
Over Capacity Charge
$ -0- per kW
Buyer shall notify seller of any FSIs that have any significant load shifting capabilities so Seller may
offer multipart pricing for that Premise.
The costs and expenses charged by the TDSP for delivery services may fluctuate during the Agreement
Term, as will other applicable taxes, tariffs, riders, fees, and charges.
* For reference purposes only. This is the current estimate of the average TDSP standard
delivery costs, excluding charges for reactive power, special metering, or other
miscellaneous TDSP charges.
H -GAC Energy Purchasing Corporation Page 11 of 13
Exhibit C
OFFER FOR THE SUPPLY OF ELECTRICITY
Contract/Plan #:
BUYER:
SELLER: TXU Energy Services Company
1601 Bryan Street, 71h Floor
Dallas, Texas 75201
Phone:
Phone: (214) 875-1000
Fax:
Fax: (214) 875-1001
L
The Primary Term for each Premise, identified in Exhibit A, shall
CONTRACT TERM
commence upon the date of the first reading of the meter(s) on each
respective Premise by the TDSP after or as soon thereafter as
practicable, and shall end for each Premise upon the date of the first reading
of the respective Premise meter(s) by the TDSP after
IT
PAYMENT TERMS
Net 30 days.
III
DEPOSIT AMOUNT
No initial deposit required.
IV.
BILL PRESENTMENT METHOD
V.
PAYMENT METHOD
VI.
Toll free number (800)725-7920 for 24 hour emergency outage and
STANDARD SERVICES
customer service, available 7 a.m. to 7 p.m. on normal business days;
Assigned customer service representative, billing analyst, and assigned
professional account manager.
VII.
CUSTOMSERVICES
Not Applicable
VIIL
SPECIAL PROVISIONS
Not Applicable
IX.
AVERAGE COST PER KWH*
$ per kWh
X. TERMS AND CONDITIONS
THIS OFFER FOR THE SUPPLY OF ELECTRICITY INCLUDES
THE TERMS AND CONDITIONS FOR THE SUPPLY OF
ELECTRICITY, WHICH SHALL BE SEPARATELY EXECUTED BY
BUYER AND SELLER AND WILL BE PART OF THIS CONTRACT.
BY SIGNING BELOW, BOTH PARTIES HEREBY ACKNOWLEDGE ACCEPTANCE OF THIS
OFFER FOT THE SUPPLY OF ELECTRICITY.
Buyer Signature:
Seller Signature:
Name (Please print):
Name (Please print):
Kevin Bohn
Position:
Position:
Vice President
Date:
Date:
* Estimated. Actual cost will vary with actual delivery charges from your transmission and distribution
provider and actual consumption patterns. This cost does not include applicable taxes.
H -GAC Energy Purchasing Corporation Page 12 of 13
Exhibit D
FORM LETTER - AUTHORIZATION FOR RELEASE OF ELECTRIC UTILITY DATA
TO BE SIGNED BY MEMBER BUYER ON ITS LETTER HEAD
[Date]
TXU Energy Services Company
1601 Bryan Street
Dallas, Texas 75201
Re: Account Data for Accounts listed in Attachment
[Attach relevant portion of Exhibit A for description of Accounts]
This letter is to serve as authorization to release to , or H -GAC Energy
Purchasing Corporation all information relative to our account(s) listed in the attachment,
including but not limited to service, load history, load profiles, rates, payment history,
billing data and billing determinants. This request for release is valid for one (2) years
from the date of this letter with respect to and five (5) years from the date of this
letter with respect to H -GAC.
Very truly yours,
[Member Buyer Representative Signature]
[Title of Member Buyer's Representative]
H -GAC Energy Purchasing Corporation Page 13 of 13