HomeMy WebLinkAboutC2013-385 - 12/17/2013 - Approved Commercial Energy
Sales Agreement
CHAMPION
ENERGY SERVICES'
This Commercial Energy Sales Agreement,together with all exhibits,addenda and/or schedules attached hereto or incorporated by reference
(collectively, the"Agreement") is entered Into and made by and between Champion Energy Services, LLC, (or its affiliate,Champion Energy,
LLC)and the buyer of retail electricity(identified herein as"Buyer").Seller and Buyer may hereinafter be referred to individually as"Party"or
collectively as"Parties".Regional requirements and terms,if applicable and capitalized herein will have the meaning ascribed to them herein
or in any addendum or exhibit attached hereto.
The Parties hereby agree as follows:
1. Purchase,Sale and Delivery of Electricity:Subject to the terms and described in Exhibit "C' will be passed-through to Buyer without
conditions set forth herein, Seller, a licensed retail electricity markup and Buyer shall pay Seller for such costs and taxes.If Buyer's
supplier ("RES"), shall sell and Buyer shall purchase and receive monthly aggregated Usage materially changes by greater or less than
electricity for Buyer's Accounts and Meters as specified In Exhibit twenty-five percent(25%)from the Contract Quantities specified in
"0" ("Buyer's Delivery Point(s)") at the price(s) per kilowatt hour Exhibit"A"or the Profile(as defined in Addendum A)assigned by the
(kWh)specified on Exhibit"A"("Contract Price").The electricity will EDC to Buyer's Accounts and Meters changes, Seller may charge
be delivered by Seller's supplier to the specific zone on the Buyer for all excess and under Usage as specified herein To the
transmission system ("Point of Delivery") as identified by the extent that Buyer's monthly aggregated Actual Usage exceeds the
electric distribution company ("EDC" as further defined in Contract Quantity by more than 25%,Seller may Invoice,and Buyer
Addendum 'A") operated by the Independent system operator shall pay,the difference between the actual Usage and the Contract
("ISO" as further defined in Addendum "A"). Delivery of the Quantity at the Applicable Market Rate (as defined in Addendum
electricity from the Point of Delivery within the zone for the "A"),plus retail margin,the costs identified on Exhibit"B",the costs
appropriate Accounts and Meters corresponding to each Buyer identified on Exhibit "C"and any other similar charges incurred by
Delivery Point will be made by the EDC. Exhibit A will also specify Seller To the extent that Buyer's monthly aggregated actual Usage Is
those services, including without limitation scheduling less than the Contract Quantity by more than 25%, Seller may
coordination, transmission, and ancillary services, if any, provided invoice,and Buyer shall pay,the difference between the actual Usage
by Seller in connection with the supply of electricity to Buyer and the Contract Quantity,multiplied by the difference between the
2. Metering:All electricity delivered hereunder("Usage')shall be and Contract Price and the Applicable Market Rate (as defined in
Addendum
can only be, measured by the EDC at the meters located at each "A") If applicable,any change in Peak Load Contribution
Buyer Delivery Point. Actual Usage shall be the primary method of ("PLC")Values,as determined by the EDC and specified in Exhibit"A",
calculating the monthly charges for Buyer However,Seller may use resulting in an increase in transmission and capacty charges to Seller
estimated Usage if measurements of actual Usage are not received during the Term of this Agreement will be passed through to Buyer at
timely from the EDC, in which case Seller will make appropriate cost, without markup. For Buyer's Usage that is for a time period
adjustments upon receipt of actual Usage.Seller may adjust Invoices outside to of the Term,Buyer will pay Seller in accordance with the Hold
for any Usage measurement errors in accordance with EDC rules Over Rate terms of Paragraph 7 below.If a broker or consultant was
Seller cannot guarantee that the switch of Buyer's account(s)to Seller involved in this transaction, the fee or commission associated with
will occur by a specific date and Seller shall not be liable for delays in such broker or consultant may be included in the Contract Price
this process caused by the ISO, EDC or the Buyer.The Service Start charged to Buyer
Date shall be the date upon which a particular Account and Meter is S. Billing&Payment:Buyer will make payment in accordance with the
switched to Seller The Service Start Date is typically the first Billing and Payment terms specified in Addendum "A". Where dual
scheduled read date that occurs on or after the Start Date specified in billing is applicable,Buyer will receive a separate invoice from Buyer's
Exhibit"A," unless an alternate date has been requested by Buyer EDC, and Buyer shall be solely responsible for payment of such
and agreed to by Seller If the EDC requires Buyer to install additional invoice,
metering and/or related equipment at any service address,Buyer will 6. Blend and Extend Rate Adjustment and Term Modification Request:
be solely responsible for all charges and arrangements required by At any time during the Term of this Agreement, Buyer may request
the EDC that the Term be extended or shortened and the Contract Price then
3. Term: This Agreement shall be effective as of signing of this in effect be modified to support this request. Upon receipt,if Buyer's
Agreement by Buyer ("Effective Date") and shall continue in effect request Is approved by Seller,Seller will use commercially reasonable
thereafter as to each Buyer Delivery Point for the total number of efforts to present a blend and extend offer to Buyer reflecting a
months (the "Term") specified in Exhibit "A" unless sooner revised new Term and Contract Price("Blend&Extend Offer"). Buyer
terminated as otherwise provided in this Agreement. Seller is will be under no obligation to accept the Blend & Extend Offer
obligated to begin flowing power on the first scheduled meter read presented by Seller. If Buyer rejects the Blend & Extend Offer, all
date on or after the Start Date in Exhibit 'A terms, conditions and pricing as originally agreed upon under this
4. Pricing: Buyer acknowledges that the Contract Price (Exhibit "Al Agreement will remain in effect for the remainder of the Term. If
offered under this Agreement is based upon Buyer's Usage data for Buyer and Seller mutually agree on the Blend&Extend Offer made,
its Accounts and Meters as shown on Exhibit A (the "Contract an amendment detailing the new Term and Contract Price will be
Quantities") Buyer will pay the Contract Price times the Usage.The drafted and executed by authorized representatives of the parties
Contract Price per kWh includes electricity commodity charges and prior to becoming effective.
the costs identified on Exhibit"B".The costs and all applicable taxes
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2013-385
12/17/13
M2013-183
Champion Energy Services INDEXED
7. Hold Over Rate:Hold Over Rate:For periods in which Usage occurs ISO,as applicable and as approved by the FERC,shalt be considered a
outside of the Term Seller may charge Buyer the cost or value of Regulatory Event
providing electricity to Buyer,based on the Applicable Market Rate
12 Confidentiality: either Party defined in Addendum"A")plus retail adder,the costs Identified on N rH shall disclose, unless authorized in
Exhibit"B",if applicable,and any other similar charges incurred by writing by the other Party,the terms of this Agreement to a third
Seller The Applicable Market Rate excludes Exhibit"C"items,which party(other than the Party's affiliates,employees,lenders,counsel,
will be invoiced to Buyer at cost. Appropriate adjustments to the consultants,accountants and other parties who have agreed to keep
foregoing amounts will be made for partial months. In the event such terms confidential),except in order to comply with applicable
services extend beyond the Term,Buyer's Accounts and Meters will law, order or regulation. Each Party shall notify the other Party
continue to be served under this Agreement except for any rate immediately in writing of any proceeding of which it Is aware which
differential per the above Hold Over Rate terms. may result in disclosure.The Parties shall be entitled to all remedies
available at law or in equity to enforce,or seek relief In connection
8. Disputed Amounts: If there is a good faith dispute regarding any with this Paragraph 12.
Invoice,Buyer will pay the lesser of either the undisputed amount of 13.Event of Default:The occurrence of any of the following shall be
any invoice or the prior month's invoice in accordance with the Billing deemed an "Event of Default" under this Agreement: a) e a
and Payment terms and along with its payment,provide Seller with
representation or warranty made by a Party to this reement
documentation to support the amount disputed. The Parties will proves to have been false or misleading in any material respect
attempt to expeditiously resolve the dispute and upon determination when made or ceases to remain true during the Term (excluding
of the correct amount,any amount owed by Buyer to Seller shall be the Buyer-only representations and warranties in Paragraph 22,
paid within ten(10)business days of resolution of the dispute with subsections (a), (b) and (c) regarding Contract Quantities and
interest at the Interest Rate(as defined in Addendum A).All invoices Usage,which the Parties agree will not be a basis for an Event of
are presumed final and accurate unless such invoices are objected to Default, if such representation was materially true and accurate
by Buyer with written notice,including an adequate explanation and when made);(b)the failure of a Party to perform any covenant set
supporting documentation of such dispute,being provided to Seller forth in this Agreement which is not excused by Force Majeure or
within twenty four(24)months from the date that such invoice was
delivered to Buyer In no event shall the disputed portion include a cured within ten(10)business days after written notice of such is
dispute for any items set forth in Exhibit"C",including Taxes, provided; (c) Buyer is late in the payment of two (2) or more
invoices in any six(6)month period that is not cured within ten(10)
9. Performance Assurance:At Seller's request Buyer agrees to provide business days after notice thereof; (d) the failure of Buyer to
Seller with required information, Including pertinent financial provide Performance Assurance in accordance with Paragraph 9;(e)
Information necessary for Seller to assess Buyer's financial position. the failure of Buyer to utilize Seller as its sole supplier of electricity
If,at any time during the Term of this Agreement,Seller determines for the Accounts and Meters specified on Exhibit"D"at any time
in its reasonable discretion that Buyer's creditworthiness or ability to during the Term (including but not limited to a switch of Buyers
perform under this Agreement has become unsatisfactory(inducting electric service to another retail electric provider resulting in an
but not limited to,Buyer's late payment of any amounts due under early termination of this Agreement); (f) a Party makes an
this Agreement two or more times in any six month period),Seller assignment or any general arrangement for the benefit of creditors
may require that Buyer provide collateral for its obligations In the or otherwise becomes bankrupt or insolvent; or (g) the EDC
form of cash, letter(s) of credit, deposit, corporate or personal disconnects service to one or more of Buyer's Accounts and Meters
guarantees or other security in a form and an amount reasonably as a result of Buyer's non-performance.Upon the occurrence of an
acceptable to Seller ("Performance Assurance"). If Buyer fails to Event of Default, the Party not committing the Event of Default
provide Performance Assurance within three (3) business days of ("Non-Defaulting Party") shall have the right to terminate this
receipt of such notice by Seller,an Event of Default shall be deemed Agreement in accordance with the terms of Paragraph 14,
to have occurred and Seller shall be entitled to any and all remedies Termination and Remedies in the Event of Default,in addition to all
set forth in this Agreement other rights and remedies available hereunder.
10.Assignment and Binding Effect: Neither Party may assign this 14.Termination and Remedies in the Event of Default: Where there
Agreement or any of its rights or obligations under this Agreement exists an Event of Default,the Non-Defaulting Party shall have the
without the express written consent of the other Party, which right to terminate this Agreement upon written notice being
consent shall not be unreasonably withheld. Notwithstanding the provided to the Defaulting Party(a"Termination"). In the event of
above, Seller may, without the consent of Buyer, (a) assign this such Termination, the Non-Defaulting Party shall be entitled to
Agreement to any affiliate or to any party succeeding to a substantial receive an amount (the "Settlement Amount") equal to the
portion of the assets of Seller,or(b)pledge or otherwise collaterally Replacement Value (as defined below) of this Agreement. For
assign its rights under this Agreement to any entity providing purposes hereof,: (a) "Replacement Value" for Seller (as Non-
extensions of credit to Seder.Any successor or assignee of the rights Defaulting Party) shall mean (Contract Value plus Costs) minus
of either Party shall be subject to all the provisions and conditions of Market Value,so tong as the Contract Value plus Costs is greater than
this Agreement to the same extent as though such successor or Market Value and"Replacement Value"for Buyer(as Non-Defaulting
assignee were the original Party under this Agreement. Any Party)shall mean the positive amount,if any,by which the Market
assignment in violation of this Paragraph 10 shall be void. Value plus Costs exceeds the Contract Value; (b) "Contract Value"
11.Regulatory Events: If there is a change in law, administrative means the price for the Remaining Volume as set forth in the
regulation, tariff, rule, ISO design or structure or other event, applicable Exhibit; (c) Market Value" means the amount, as
including but not limited to an order,judicial decision,statute,or a determined by the Non-Defaulting Party as of the effective date of
change In an interpretation or application of any of the foregoing the termination in accordance with this Section 14 that a bona fide
(collectively,a"Regulatory Event")and such Regulatory Event causes third party would pay for the Remaining Volume at current market
Seller to Incur any capital, operating, commodity or other costs,
prices; (d) "Remaining Volume" shall mean the remaining plica le
induding,but not limited to increased Taxes,relating to the provision unpurcor Buyer's quantity of electricity through the end of the applicable
of services contemplated herein, Seller shall be permitted to pass Term for Buyer's Amounts and Meters corresponding to Buyer's
through the economic effects of such Regulatory Event to Buyer at Delivery Point(s) serviced under this Agreement and nd ex ed on
cost and without markup.For the avoidance of doubt,an Increase in Exhibit"Cr; and (e) "Costs" mean traruactiN costs and expenses
the rate for Network Integration Transmission Service by the EDC or reasonably Incurred by,or on behalf of the Non-Defaulting Party in
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•
terminating,liquidating,or obtaining any arrangement pursuant to out of any event,circumstance,act or incident occurring or existing
which it has hedged its obligations, or, in which it must secure with respect to the energy provided pursuant to this Agreement,
alternative electricity supply, including attorneys' fees, reasonable while control and title to the energy is vested in the indemnifying
expenses and costs,if any,incurred in connection with enforcing its Party. This provision survives the termination or expiration of this
rights under this Agreement. In determining "Market Value", the Agreement.
Non-Defaulting Party may consider,among other things,quotations 18.Umitation of Remedies, Liability, Damages & Disclaimer of
from leading dealers in the wholesale energy Industry, the Non-
Defaulting Party's internally developed forward price valuations,and warranties: ED BREACH OF ANY PROVISION FOR WHICH AN
other bona fide offers from either third parties or Affiliates of the EXPRESS REMEDY IS PROVIDED,SUCH EXPRESS REMEDY WILL BE THE
Non-Defaulting Party, all as commercially available to the Non- SOLE AND EXCLUSIVE REMEDY.IF NO EXPRESS REMEDY IS PROVIDED,
Defaulting Party and adjusted for the length of the remaining Term A PARTY'S LIABILITY WILL BE LIMITED TO DIRECT ACTUAL DAMAGES
and differences in transmissions costs,volume,and other factors,as ONLY. NEITHER PARTY WILL BE LIABLE FOR CONSEQUENTIAL
the Non-Defaulting Party reasonably determines. Payment shall be INCIDENTAL, PUNITIVE, EXEMPLARY OR INDIRECT DAMAGES, LOST
due from the Defaulting Party within five(5)days of receipt of Invoice PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY
from the Non-Defaulting Party. The Parties hereby agree that they STATUTE, IN TORT OR CONTRACT UNDER ANY INDEMNITY
shall discharge mutual debts and payment obligations due and owing PROVISION OR OTHERWISE. THE PARTIES INTEND THAT THE
to each other arising from this Agreement through netting,in which LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF
case all amounts owed by each Party to the other Party shall be DAMAGES BE WITHOUT REGARD TO THE CAUSES R HETH THERETO
netted so that only the excess amount remaining due shall be paid by INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH
the owing Party.The Parties expressly acknowledge that upon an NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR
Event of Default, damages would be difficult to ascertain and PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID
quantify and agree that this provision for calculating damages is HEREUNDER ARE CHARACTERIZED OR DEEMED TO BE LIQUIDATED
reasonable in light of the anticipated or actual harm and is not a DAMAGES,THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE
penalty, DIFFICULT OR IMPOSSIBLE TO DETERMINE, OBTAINING AN
ADEQUATE REMEDY IS INCONVENIENT AND THE LIQUIDATED
15.Force Majeure: Except with regard to a party's obligation to make DAMAGES CONSTITUTE A REASONABLE APPROXIMATION OF THE
payment due hereunder,if either Party is rendered unable,wholly or HARM OR LOSS. EXCEPT FOR THE REPRESENTATIONS AND
in part, to perform its physical obligations under this Agreement WARRANTIES SET FORTH IN PARAGRAPH 22, SELLEREXPRESSLY
(including but not limited to the delivery or receipt of electricity DISCLAIMS AND MAKES NO WARRANTIES, WHETHER WRITTEN OR
hereunder)due to Force Majeure,the obligations of each Party will ORAL, WITH RESPECT TO THE ELECTRICITY SUPPLIED UNDER THIS
be suspended for the duration of any inability to perform for up to AGREEMENT, INCLUDING EXPRESS, IMPLIED OR STATUTORY
twenty(20) consecutive days.A Party claiming Force Majeure (the WARRANTIES OF MERCHANTABIUTY OR FITNESS FOR A PARTICULAR
"Claiming Party")will notify the other Party("Non-Claiming Party") PURPOSE. NOTWITHSTANDING ANYTHING TO THE CONTRARY
by written confirmation as soon as practicable,describing the nature, CONTAINED IN THIS AGREEMENT,THE LIMITATIONS SET FORTH IN
and estimated duration of such inability to perform.The cause of THIS PARAGRAPH SHALL SURVIVE THE EXPIRATION OR EARLY
such inability to perform will be remedied with all reasonable TERMINATION OF THIS AGREEMENT. FURTHER, IT 15 UNDERSTOOD
dispatch."Force Majeure"means any event or occurrence(including, THAT SELLER SHALL NOT BE LIABLE FOR MATTERS WiTHIN THE
•but not limited to"Acts of God")that is beyond the control of a Party CONTROL OF THE EDC OR THE ISO,WHICH MAY RESULT FROM THE
and that:(a)is not the result of the negligence of the Claiming Party; MAINTENANCE OR OPERATION OF ELECTRIC LINES AND SYSTEMS.
and(b)which,by the exercise of due diligence,the Claiming Party is 19.No Third Party Beneficiaries;Relationship of the Parties:There are
unable to avoid or cause to be avoided.Force Majeure shall Include,a no third party beneficiaries to this Agreement.Seller and Buyer agree
condition resulting in the curtailment or disruption of firm electricity that nothing in this Agreement shall be construed to constitute or
supply or the transmission on the electric transmission and/or imply a joint venture,partnership or association or the creation or
distribution system,including a Force Majeure event experienced by existence of any fiduciary duty, or similar obligation or liability
any utility, EDC, ISO or governmental agency. A claim of Force
Majeure may not be based on:(a) Buyer's inability to economically between Seller and the Buyer.Seller will not provide,and nothing
use electricity purchased under this Agreement;(b)Buyer's election herein will be construed as the provssco of, advice regarding the
to close,sell,abandon or materially curtail or discontinue operation value or the advisability of trading in"commodity interests"which
of Buyer's facilities due to any economic circumstance;(c)a Party's would cause Seller or an affiliate to be considered a commodity
Inability to acquire electricity at a particular price; or (d) Seller's trading advisor under the Commodity Exchange Act,7 U.S.0 §§1-25,
ability to sell electricity at a price above the Contract Price. Force et seq.,as amended.
Majeure shall not excuse Buyer's failure to make payments In a 20.Taxes:Buyer will be responsible for,pay,and indemnify Seller for all
timely manner for electricity supplied by Seller before a Force Taxes,whether imposed on Buyer or Seiler with respect to the sale,
Majeure event or during a Force Ma)eure event provided the delivery and purchase of electricity. Seller may collect such Taxes
electricity Is delivered and received pursuant to the terms of this from Buyer by invoicing Buyer for the amount of such Taxes. If
Agreement and any effective Exhibit, applicable,Buyer will provide all requested sales and use exemption
16.Forward Contract The Parties acknowledge and agree that this certificates and information and until provided, Seller will not
Agreement and the transaction(s) contemplated under this recognize any exemption."Taxes"shall mean without limitation,all
Agreement constitute a"forward contract"within the meaning of the ad valorem, property,occupation, utility, gross receipts, sales, use,
United States Bankruptcy Code,and the Parties further acknowledge franchise, assessment fees, excise and other taxes, governmental
and agree that each Party Is a"forward contract merchant"within the charges, emission allowance costs, licenses, permits and
meaning of the United States Bankruptcy Code assessments,and any such similar taxes other than taxes levied on
net income,net worth or Seller's real or personal property.
17.Indemnification: To the extent allowed by law, each Party will 21.UCC:Except as otherwise provided In the Agreement,the Uniform
indemnify, defend and hold harmless the other Party, its officers, Commercial Code ("UCC") or such similar collection of statutory
agents,and employees from any claims,damages and actions of any
kind arising from personal Injury(including without limitation,death), provisions as may have been adopted and are in effect In the Delivery
State(as de
tangible property damage or loss and/or lost profits arising from or defined In Addendum"A")shall apply to this Agreement and
electricity shall be a"good"for purposes of the UCC.
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22.Representations and Warranties: As of the Effective Date hereof, 27.Notices: All notices required or permitted to be given under this
each Party represents and warrants to the other that: (a)It is duly Agreement shall be in writing and may be sent by facsimile or
organized, validly existing and in good standing both in the mutually acceptable electronic means, overnight courier, first class
Jurisdiction of its formation and in the )urisdiction where the mail or hand delivered.The addresses of the Parties for such notices
facility(ies)receiving electricity under this Agreement are located;(b) are set forth in Addendum A".
it has all regulatory authorizations,permits and licenses necessary for
it to legally perform its obligations under this Agreement,(c)It has 28.Authorization of Data:Buyer shah,if necessary and as appropriate,
not filed, does not plan to file, or had any bankruptcy proceeding designate Seller to the ISO and/or EDC as an authorized recipient of
filed against it;(d)It has reviewed and understands this Agreement Buyer's current and historical electricity billing and usage data.
and the execution,delivery and performance of this Agreement has 29.Requirements Service:To the extent that Buyer operates health care
been duly authorized and Is a valid and enforceable obligation;and or other facilities for which it maintains emergency generators,use of
(e)It is not a party to or sub)ect to any commitment that may restrict such generators in an outage or Force Ma)eure situation or for
or interfere with the delivery or receipt of electricity under this required testing purposes for limited periods is allowed.
Agreement Buyer further represents to Seiler during the Term that
(a)it intends to operate its business in substantially the same manner Non-Appropriation: Buyer intends to make all required contrail
as it has in the previous 12 months and that the Contract Quantities payments for the full term of this Agreement, however, Buyer and
and, If applicable, its current PLC Values or peak load reasonably Seller agree that if Buyer's governing body Is not able to appropriate
reflect Buyer's anticipated consumption;(b)it understands Seller is sufficient funds and has no other legally available funds to continue
relying on this representation to purchase products and services(in the purchase of electricity covered by the Agreement, Buyer may
quantities that closely resemble Buyer's consumption pattern of the terminate this Agreement at the end of Buyer's fiscal year affected
previous 12 months)from third parties to serve Buyer's electricity thereby,by giving written notice to Seller to that effect,and as of
requirements for the Term of this Agreement;(c)it understands that Buyer's termination date,Seller shall have no further duty to supply
electricity to Buyer.It operates its meter(s) inconsistent with its usual and customary r. Buyer agrees to notify Seller in writing of such
manner it may cause material detrimental financial impact to Seller non-appropriation at the earliest practicable time subsequent to the
and that Seller will pass along the impact of such changed failure to appropriate.
consumption to Buyer; (d)the information provided concerning its
Accounts and Meters Is true and correct,(e)any transactions entered
into by Buyer related to this Agreement are understood by Buyer and
made at Buyer's sole election in the exercise of independent
Judgment and Buyer assumes any risk associated with them;and(f)it
is purchasing commercial energy strictly for its own use and
throughout the term of this Agreement that no Accounts and Meters
at Buyer's Delivery Point(s) listed on Exhibit "D" are or will be
classified by the applicable Public Utility Commission as a residential
or small business account
23.Governing Law;Counterparts:This Agreement will be Interpreted
In accordance with the substantive and procedural laws of the State
of Texas without giving effect to laws and rules governing conflicts
of laws.This Agreement may be executed in counterparts,each of
which shall be deemed an original,but all of which together shall
constitute one and the same instrument.This Agreement may be
executed and be deemed binding through the use of facsimile
signatures.
24.Severability:If any provision of this Agreement is held to be invalid,
its invalidity shall not affect the validity of any other provision of
the Agreement.
25.Survival of Obigations: All confidentiality, indemnity, liability
limitation,disclaimer provisions and the rights and obligations that,
by their nature, would continue beyond the termination,
cancellation, or expiration of this Agreement, shall survive such
termination,cancellation or expiration.
26.Entirety of Agreement;Modification:It is the intention of the Parties
that this Agreement, together with all exhibits, addenda and/or
schedules attached hereto or incorporated by reference(collectively,
the"Agreement")shall contain all terms,conditions and protections
in any way related to or arising out of,the sale and purchase of the
electricity, and supersedes, for the Term, all prior agreements
between the Parties, whether written or oral, as to the terms
specified herein.This Agreement may not be modified or amended
except in a written form that is subsequently duly executed by the
Parties hereto.No amendment or modification shall be made to this
Agreement by course of performance, course of dealing or
consumption of trade, or by the failure of a Party to object to a
deviation from the terms of this Agreement.
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Buyer understands that by executing this Agreement,Seller will be provided certain basic information about Buyer by the EDC,including,but not
limited to,account number, data about meter readings,rate class and electric usage, Buyer's address(es)and telephone number and whether or
not Buyer is on a budget billing plan or payment arrangement.
Each party to this Agreement represents and warrants that it has full and complete authority to enter into and perform this Agreement and that
such party will be bound thereby. This Agreement, including all Exhibits and Addenda attached hereto and referenced herein, sets forth all
understandings between the parties with respect to the purchase and sale of electricity and any prior agreements,contracts,understandings and
representations,whether oral or written,relating to the purchase and sale of electricity are merged into and superseded by this Agreement.This
Agreement may be amended only by a written document executed by authorized representatives of both parties to this Agreement.
IN WITNESS WHEREOF,the Parties,by their respective duly authorized representatives,have executed this Agreement effective as of the Effective
Date.This Agreement will not become effective as to either Party unless and until executed by both Parties.
Seller:Champion Energy Services, LLC(or its affiliate,
buyer:Cit orpus C Champion Energy LLC)
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_ 12 12/17/2013 12/17/2013
(Signature) I (Date t (Signature) (Date)
Ron Olson
(Name) (Name)
City Manager Authorized Signatory
(Title) (Title)
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Buyer understands that by executing this Agreement,Seller will be provided certain basic information about Buyer by the EDC,including,but not
limited to,account number,data about meter readings,rate class and electric usage,Buyer's address(es)and telephone number and whether or
not Buyer is on a budget billing plan or payment arrangement.
Each party to this Agreement represents and warrants that it has full and complete authority to enter into and perform this Agreement and that
such party wiN be bound thereby.This Agreement, including all Exhibits and Addenda attached hereto and referenced herein,sets forth all
understandings between the parties with respect to the purchase and sale of electricity and any prior agreements,contracts,understandings and
representations,whether oral or written,relating to the purchase and sale of electricity are merged into and superseded by this Agreement.This
Agreement may be amended only by a written document executed by authorized representatives of both parties to this Agreement.
IN WITNESS WHEREOF,the Parties,by their respective duly authorized representatives,have executed this Agreement effective as of the Effective
Date.This Agreement will not become effective as to either Party unless and until executed by both Parties.
''r) Seller:Champion Energy Services,LLC(or its affiliate,
Buyer: •rpus • Champion Energy LLC) (t/f a"�j1
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Version:Champlon CESA T%State Package-052013 Page 6 of 9
Cis Commercial Energy
CHAMPION Sales Agreement—Addendum A
ENERGY SERVICES' Texas
Champion Energy Services,LLC
1500 Rankin Road,Suite 200
Houston,Texas 77073
Addendum A
to the Commercial Energy Sales Agreement dated as of 12/3/2013, between
Champion Energy Services, LLC("Seller"), and ("Buyer").
Part 1. Definitions:
The following terms shall have the meanings set forth below when used in the
Agreement or in this Addendum.
"Accounts and Meters"means Buyer's Electric Service Identifier(s)or ESI ID(s)which is a unique number In the ERCOT market given to a
Buyer's Delivery Point(s).
"Applicable Market Rate"means ERCOT's applicable Real rime Nodal Load Zone LMP Price
"Delivery Point Change Criteria"means the Forecasted Usage of Buyer or the profile or area/zone that served as the basis for Seller's
determination of the initial Contract Price.
"Delivery State"means the State of Texas.
"EOC"means the applicable local transmission and distribution service provider('TDU")
"ISO"means the Electric Reliability Council of Texas("ERCOT").
"Profile"means load profile.
"PUC"means the Public Utility Commission of Texas("PUCE").
"RES"means a retail electric provider.
Part 2. Additional Terms:
(a) Metering:Seller may adjust invoices for any Usage measurement errors in accordance with TDU rules,
(b) Pricing:A Contract Price specified on Exhibit"A"as a Real Time IMP Rate shall mean the Buyer's price per kWh will be the weighted
average Nodal as published by ERCOT for the billing period plus the LMP Adder.The LMP Adder is inclusive of all non-utility charges
including ancillary services,congestion,losses,unaccounted for energy,qualified scheduling entity("OSE")fees and other ERCOT ISO
charges or administrative fees incurred in connection with the delivery of energy
(c) Billing&Payment:Seller will invoice Buyer the total amount due for electricity delivered to Buyer during each month according to
Seller's regular billing cycle.Such invoice shall also include all applicable Taxes,TDU Charges and other charges allowed pursuant to this
Agreement.Payment shall be due within sixteen(16)days after the applicable invoice date.All past due invoices will incur a late payment
charge of 5%of the Invoice amount and the outstanding balance will accrue interest at the lesser of 1%per month or the maximum
amount allowable by law(the"Interest Rate").Seller charges$25.00 for each returned check or each ACH.Buyer shall be responsible for
any and all costs,attorney and legal fees incurred by Seller for the collection of any outstanding balance owed by Buyer.
(d) Repair Services:Seller consents to Buyer directly instructing the TDU to perform repair services and Seller shall invoice Buyer for the
actual costs billed to Seller by the IOU for the performance of such repair services.
(e) Buyer Protection Rules:Buyer and Seller acknowledge and agree that the Buyer Protection Rules enacted by the PUC(Substantive Rules,
Section 25,Subchapter R),that were written to protect residential and very small commercial consumers,do not apply to this
Agreement.If there is any conflict between the Buyer Protection Rules and this Agreement,the Parties acknowledge that this Agreement
will control
Version:Champion-CESA-TX State Package-052013 Page 7 of 9
(f) No On-Site Buyer Generation:The Contract Price for the Term specified herein is conditioned on Buyer's warranty that,as to the Buyer's
Delivery Point(s(at the Service Address(es1 listed on Exhibit D,(i)Buyer does not own any on-site generation(except for emergency back-
up generation used when the EDC is not capable of delivering energy)or thermal storage capabilities("On-Site Energy Generation")and
(ii)if Buyer,at any time during the Term of this Agreement,intends to purchase On-Site Energy Generation equipment or commence
operations in furtherance of On-Site Energy Generation and related services,Buyer will provide Champion with a minimum of sixty(60)
days prior written notice. Buyer acknowledges and understands that the use of On-Site Energy Generation during the Term of this
Agreement will materially impact both the historical consumption data relied upon by Seller in entering into this Agreement and Buyer's
Usage for the remainder of the Term and therefore,use of such On-Site Energy Generation without Seller's written consent is a material
breach of this Agreement.
(g) Texas Prompt Payment Act Terms:in accordance with the Texas Prompt Payment Act,if Buyer qualifies as a governmental entity(See
Texas Government Code,Chapter 2251),payment is due Champion thirty(30)days from the date the electricity is delivered or a correct
invoice is received,whichever is the tater of the two.If Buyer,in good faith,disputes a payment,Buyer must notify Champion of an error
in an invoice submitted for payment by Champion not later than the 21st day after the date Buyer receives the invoice.If the dispute is
resolved in favor of Champion,then Champion is entitled to receive interest on the unpaid balance of the invoice beginning on the date
the payment for the invoice is overdue.A payment is considered overdue beginning the 31st day(from the date the electricity was
delivered or a correct invoice is received,whichever is the later of the two).If the dispute is resolved in favor of the Buyer,Champion
shall submit a corrected invoice that must be paid in accordance with Section 2251.021.
The unpaid balance accrues interest as provided by this chapter if the corrected invoke is not paid by the appropriate date.The rate of
interest used to calculate the interest amount due,is the rate in effect on September 1st of the fiscal year in which the payment becomes
overdue.The interest calculation is one percentage point higher than the prime rate published in the Wall Street Journal on the first
business day of July of the preceding fiscal year.
(h) Champion Energy Services,LLC is licensed by the Public Utility Commission of Texas,license number 10098.
Part 3. Notices
Buyer's Notice--Addendum Champion Energy Notices
Contract Issues invoicing
Attention: Tom Tagliabue,Director, Kimberly Galan-Flores,Accounts Contract Manager
Intergovernmental Relations Manager
Address: P.O.Box 9277 P.O.Box 9277 1500 Rankin Road,
Suite 200
City,State,Zip: Corpus Christi,TX 78469-9277 Corpus Christi,TX 78469-9277 Houston,Texas 77073
Telephone: 361.826.3850 361.826.3645 281.653.5090
Facsimile: 361.826.3845 361.826.3647 281.653.1810
E-mail: tomtag@cctexas.com kimberly@cctexas.com Please e-mail your Champion Energy
Sales Representative
Federal Tax ID: 74-6000574 74-6000574 20-1466960
Invoice Type: ®One summary bill to be sent to the Billing Address.
0 Individual bills per account,to be sent to the Billing Address.
0 Individual bills per account,to be sent to the Respective Service Address.
Invoice Delivery Method: ®E-mail bill delivery 0 Mail bill delivery
Tax Exemption Notice:If Seller does not receive the proper tax exemption documentation within thirty(30)days of enrollment date,Buyer must
petition the Delivery State for any tax refunds due.
B s Delivery Points are not tax exempt
pnitials)
uyer's Delivery Points are tax exempt
(Initials)
Version:Champion-CESA-TX State Package-052013 Page 8 of 9
IN WITNESS WHEREOF,the Parties,by their respective duly authorized representatives,have executed this Agreement effective as of the Effective
Date.This Agreement will not become effective as to either Party unless and until executed by both Parties.
Buyer:City OCtirpus Chris '+� I Seller:Champion Energy Services, LL
17/2013
(Signature) l (Date) (Signature) (Date)
Ron Olson
(Name) (Name)
City Manager Authorized Signato
(Title) (Title)
Contact Information
Champion Energy Services,LLC
1500 Rankin Road,Suite 200
Houston,TX 77073
Phone: 281.653.5090
Toil-free:877.653.5090
Website:www.championenergyservices.com
E-mail: support@championenergyservices.com
Champion Energy is licensed by the Texas Public Utility Commission as a REP to offer and supply electric generation services In Texas.Champion
Energy's license number is 10098.
Public Utility Commission of Texas
PO Box 13326
Austin,Texas 78711-3326
Toll Free:1.888.782.8477
Fax: 512.936.7003
TTY: 512.936.7136
E-mail: customer @puc.state tx.us
Website:www.puc.state.tx.us
Customer Protection Division:512.936.7120
For Emergencies,Outages and Equipment Service,call your respective TDU ("Poles&Wires"company) below.
CenterPoint Energy,Inc.
Houston and surrounding areas
Service: 800.332.7143
Outages:800.332.7143
Website:www.centerpointenerey.com
Oncor TNMP
Dallas—Fort Worth and West Texas South Central Coast,Far West and North Texas
Service: 888.313.6862 Service: 888.866.7456
Outages:888.313.4747 Outages:888.866.7456
Website: www.oncor.com Website:www.tnmp.com
AEP Texas
Central,South and West Texas
Service: 877.373.4858
Outages:866.223.8508
Website:www.aeptexas.com
Version:Champlon-CESA-TX State Package-052013 Page 9 of 9
•
•
IN WITNESS WHEREOF,the Parties,by their respective duly authorized representatives,have executed this Agreement effective as of the Effective
Date.This Agreement wiN not become effective as to either Party unless and until executed by both Parties.
Buyer.City - • Ch
rpus ri i /',
p „ Seller.Champion Energy Services,LLC
Aid Mslannunl 4 FF/#/ ,� -_ 17/2013 y� /
Maul l ,refit i�a�U /�// J s J
Ron Olson (ate
Monti rctrin lc— (44,4(4
(Name]
City Manager Authorized Signatory
(7kM)
(7+r1.1
Contact Information
Champion Energy Services,LLC
1500 Rankin Road,Suite 200
Houston,TX 77073
Phone: 281.653.5090
ToUree:877.653.5090
Webeke:www.champlonenergyservices.com
E-mail: support#champlonenergyservk:es.cor
Champion Energy is licensed by the Texas Public Utility Commission as a REP to offer and supply electric generation services In Texas.Champion
Energy's license number is 10098.
Public Utility Commission of Texas
PO Box 13326
Austin,Texas 78711-3326
Tog Free:1.888.782.8477
Fax: 512936.7003
TTY: 512.936.7136
E-mail: customerllaaucstate.tx_us
*Asks:www.ouc.state.txyf
Customer Protection Division:512336.7120
For Emergendes,Outages and Equipment Service,call your respective TOU("Poles&Wires"company)below.
CenterPokit Energy,Inc-
Houston and surrounding areas
Service: 800.332.7143
Outages:800.332.7143
Webske:www.centeroointenerev.com
Oncor 'PIMP
Dallas-Fort Worth and West Texas South Central Coast,For West and North Texas
Service: 888.313.6862 Service: 888.866.7456
Outage=888.313.4747 Outages:888.866.7456
Webske:www.oncor.com • Website:www.tnmo.conl
AEP Texas
Central,South and West Texas
Service: 877.373.4858
Outages:866.223.8508
Webeke:www.seotexas.cont
Version:Champlon-CESA•TX State Package-052013 Page 9 of 9
•
. o w n I C#7•14..... ..,..)nti ,e 1 I Ta3nspion Indials
, • , T l' • RETAIL • SAL 5c, )15'-.i 'A 0 AU 1■:- n,2010 BETWEEN CHAIN'• G RV ES,LLC AND COIL
CHRISTI,CITY OF TO RENEW CURRENT AGREEMENT FOR THE PRICE AND TERM BELOW.
Cestoser: CORPUS CHRISTI,CITY OF
Contract Dote: Awns 24,2010
Ann:adman Date: Decanber 17.2013
r EXHIBIT"0"-Coallnued
Delvery Point(.)
No. ES!ID Servicc Address City.State and ZIP Congestion Zone
8 1013113000081026 WOLF CNC/CLEAR FORK DR CORPUS CHRISTI,7X 71410 SOUTH
9 101503000090042 WOLF CREEK cf mobs dHRISTI,TX 78416 ittrhi
10 161363oodstos6 RED RIVER/OLM61111Uilt CORPUS&Juni.TX 78410 SOUTH
II 101313166681067 amok RIVER tr carol cHluill.W164 to SOUTH
12 1013110000111075 PEAtil CREEK CT L'OEPUS CARISTI.TX 78410 SOUTH
13 lei ith000si 083 RED RIVER/PEACh Clut CT COMS L`HRISTI,TX 78410 EOLITH
14 101383000081091 RCS RIVEIVPETRONHA ax cokivs Gaunt,TX 78410 SOUTH
15 1013836611611(09 WodblilliiilitO RIvka DR CORPUS C1RIWI:161/8410 SOUTH
16 1613136604117 coWietkliniefix Cr cokiviectiftn:iit 11410 *Wm
17 101383600081125 CTOWHOUSE CRIC/RED RIVER CtitYdAZHRISTI,TX 78469 SOUtu
18 101383000081133 PETRONILA ditElbal CORPUS CHRISTI,TX'846 SOUTH
19 101383600081141 PeTRONILA CREEK CT CORPUS CHRISTI.W'8469 SOUTH
20 louid00ddift511 CLAAR tONC cr dant Cifitlit.1)1 h4 to SOUTH
21 101383000081166 CLEAR FK CT/CLEAR FK DR COEPL1E CHRISTI,TX 78410 161rfn
22 101383000081174 PECAN BAS et CORPUS CHRISTI,TX 78410 soufH
23 101383000081182 LAVACA R1VE)UCLEAR WOR CORPUS Daum.tV711:110 SOUTH
24 101313000081190 CLEAR FORK DR CORPUS CHRISTI.i7C 78410 SOUTH
25 toil1i6iddif2as wait)Rivtuveedos RIVER e6 )1.11efilii .TX 78410 Miff
26 101183000011324 WOOD RIVER DR CORPUS CHRIST!,TX 72410 SOUTH
27 101383600081232 WOOD RIVER/CALAVERAS ak CORPUS crousr051 Nu lo SOUTH
28 101383000081240 SPRIdalidUAtTOAC DR CORPUS CHRIS'S'',TX 78410 SOUTH
29 1613136000ifif7 iiiiillaiducALAmtnr DR caRli-etiall.TX 78410 MINH
30 161311006601265 kritoio eREEICAlt.AL DR cOkitlinkteri,rc 78410 dOliffi
31 101383000083114 WASTESTATION/BEALISPRIN CORPUS CHRISTI,TX 78410 SOUTH
32 1013830000113196 RED RIVEifddIFEEWLI. CORPUS Oman.W11416 SOUTH
33 161383000013204 BLACK BAYOU CORPUS dam.TX 71410 SOUTH
34 161313006613212 RED ROleit DR cokrai CHEISTI.TX 78410 Mr!
35 1013130001183238 RIVER H1LUSHAWNEETRAIL CORPUS CHRISTI.TX 78410 SOUTH
36 101183000083213 swEerWAitli rink CORPUS CHRISTI.17C WO SOUTH
37 161383000083295 swEETwAttli MEEK coRpu§eidurn.ill 70410 SOUTH
38 101383000083329 SWEENATER CREEK CORlidE CHEIETI.TX 78410 SOUTH
39 101313000683341 SV/EttIVATER CRIC/REDENEit CORPUS CHRISTI,T7C 78410 SOUTH
40 101383000083378 RED RIVER/SHAWNEE%RAIL CORPUS CHRISTI,TX 71410 SOUTH
41 101183000083394 RET)ItiVEli/EWITITAtElt CK CORPUS ciatisivnt 78410 SOUTH
42 101383000083410 CLEAR FORK OR CORPUE CHEISTI.TX 78410 SOUTH
43 101383000083428 CLEAlt tORIURED RIVER DR CORPUS emusri,TX 71410 soutt
44 10138300001134.11 MEDINA SPRINGS CORPUS CHRISTI,TX 78410 SOUTH
45 101313000083417 MEbO4A 1PRING/PRAIRIECK CORPUS CHRISTI,TX 71410 SOUTH
46 folitf0000dkif PRAIRIE cREW bR CORPUS atufn.ix 78410 SOUTH
47 101383000083618 PRAIRIE CRK/RED RIVER CORPUS oaten.Yg 78410 SOUTH
48 101313000084707 ttEAk PORIC DR COWIE O1kI111.TX 71410 doom
49 101383000127618 FM 624/RIVER HILL DR CORPUS CHRISTI.TX 78410 SOUTH
50 101E11660130658 MELEX DE/MOOREHEAD COIIPUS CHRIST!,'di,E410 SOUTH
51 101383000130666 SPAULDINGVEIVER HILL DR CORPUS eMIUSTI.'17C 78410 SOUTH
52 101383000130674 REAGOVRIVER HILL DR CORPUS CHRISTI.W 15410 SOUTH
53 101383000130682 1•001ELL/PINNACLE DR CORPUS CHRIS-1,D(78410 sotrni
54 101383000130690 NORTHWEST EST/PARK CORPUS CHRISM TX 78410 101.111H
55 101313066(30100 FM 624nomAa.dlik CORPUS CHRIETI,Yx 4410 SOUTH
56 101183000130716 )0WELLJEEAGAN DR CORPUS&Nen.W 78410 SOUTH
5, 101511/000130724 REAdA11/141dIOLS DR L51111.16'efiliNCrx 71410 sount
58 101313000130732 POWELL/NICHOLS DR CORPUS eHRISTI,TX 78410 socrtH
59 101383060136140 MOORHEADSPAULDINO ok CORPUS CHRIST!,Tg 7344 SOUTH
60 10131130001*e slmuunNomicitots t* CORPUS CHRISTI,TX 78410 SOUTH
61 101313000f31365 MOORHEAD/kW/ELL DR CORPUS CHRISTI.TX 78410 SOUTH
61 io 130366172113 WOOOWIVii Af4D CLEAR FORK CORPUS CHRIETCW NI410 SOUTH
63 101383000179986 'ER1NtfY RIV DR AND FM 624 CORPUS cidusrvrx 78410 SOUTH
64 101383000139994 MVP?RIVER DRIVE (WIRE CIdUSTI.TX 78410 gotifH
65 101383000180000 TRINITY RIVER DRIVE CORPUS CHRIST!,TX 78410 SOUTH
66 101113066188018 TRINITY DE Ai4D WOODRIVIIE CORPUS aousn.151'fikno soot H
CH
. mama Champion Initials
I C7e hc,. .,,itials (3 er
{AMENDMENT TO RETAIL POWER SALES AGRUMERrbATED AUGUST 24,2010 BETWEEN CHAMPION ENERGY SERVICES,LLC AND CORPUS
CHRISTI.CITY OF.TO RENEW CURRENT AGREEMENT FOR THE PRICE AND TERM BELOW.
Customer: CORPUS CHRISTI.CITY Of
Contract Date: Assust 24,2010
Amendment Dale: December 17.2013
EXHIBIT"W'-Condoned
barmy Pangs)
N . LSI ID Service Address Citz.Seam and ZIP Cenpo-stion Zone
67 10131130001=26 WOODRIVER DR ENTRANCE CORPUS CHRISTL TIC 78410 SOUTH
68 1013836001mA RIVER PARK AND BEAL DR alelaus adorn.75118410 soufu
69 101383000180042 GUADALUPE RIVER DR ColIPUS CHRISTI,TX 78410 Mum
70 101315606180059 RIVE*PARK DR/PARIZ CORPUS CHRISTI.ix 78410 SOUTH
71 la iiiii300180067 WbObitIViRAUADALUPE(UV CORPUS CHRISii.tX B410 SOUTH
72 10138500440015 WOODRIVER AND RIVER PARK eol1FORIN1111:t3C 71410 SOUTH
73 101383000110083 SPRING CREEIUBUTVES DR Colt-FUS CHRISTI,TX 71410 soltru
74 101343004180091 mutt ditifixatokli tut CORPUS CHRISTI,TX 78410 Meru
75 Wiliam 86109 E klitiiV/DRYCRIC DR CORPUS autisti.TX 78410 SOUTH
76 1013830001110117 DRY CREEK AND RAPIDS DR CORPUS CHRISTI.IN 78410 SOUTH
77 101313000180121 PECAN BAYOUXLEAR Rik CORFOleillUSTI,TX 78410 tount
78 101383000192716 RIVERWAY AND RIVER RUN CORPUS CHRISTI.TX 78410 SOUTH
79 161583000191724 klIFIlkWAY AND CO RD 69 CORPUS C'IMISTI.TX*10 SOUTH
80 101383000192732 RIVER ROCK AND CO RD 69 CORPUS mufti.'Of 78410 SOUTH
81 101383000142740 RIVER ROCK AND R1VEk RUN CORPUS CHRISTI.TX 71410 gam
82 101383000192757 RIVER ROCK AND RIVERSIDE afititls CHRISTI.TX 78410 seem
83 101313000192765 RIVERWAY AND RIVERSIDt CORPUS CHRISTI.TX 78410 sewn
B4 161511666164084 biaff6VAc coRiftWegiati:tit Isuo SOUTH
85 101383000194092 SUBUTTES CORPUS CHRISTI,TX 78410 SOUTH
86 101313000194100 SUICEEGANANDLAVACA RV Cr doillicls&ESTI,TX 78410 stoliffi
17 101313000194118 SUICEEGAN CORPUS CHRISTI,TX 78410 SOUTH
88 161111656194886 MIDI7d OF PECOS RV DR CORPUS L`HRIIYI;W 78410 SOUTH
89 10138100014NQ PECOS AND SHOSHONE DR cokrus moan tx 18410 SOUTH
90 1013113000194902 END OF SHOSHONE I* ColuldS CHRISTI,TX 78410 scum
91 101383000194910 PECOS ANA PLAYfilVIIIk ORM damn,Tx 784th gelffu
92 101313000194928 MIDbLE OP PLATTE RV DR CORPUS CHRLfill,TX 78410 SOUTH
93 1613106604936 ENb OVRAWE RV DR CORPUS dumb.TX 78410 SOUTH
94 101383000197131 SL/RIVERWAYANDEAST DR Colthit CHRISTI,TX 78410 SOUTH
95 101183000195116 SL/R1VER EAstAututbat 15k e6Dus eHRISTI,TX 78410 RANH
96 101583060243872s surim1A dilitiCall coifialcilius-rCiil 18410 SOUTH
97 101313000211169 SIGNAL 1.11111T CORPUS CHRISTI,tit)8410 SOUTH
911 10138300021117f 624-CO ilD 73 dolutittfnutil,rx 784109277 SOUTH
99 101383000212464 51./SEAL CORPUS olitISTI,TX 78410 SOUTH
100 161381000249359 SlIGA6 MMJNOLIA/CAAVERAi CORPUS CHRISTI,TX 70410 SOUTH
101 101383000250654 SOAR MAGNOLIA CORPUS CHRISTI.TX 18410 SOUTH
102 161313000253765 klidfiWOOD/PM 624 etieFOrdiftli:IN'18410 SOUTH
103 101383000266825 SANTA GERTRUD1S DR CORPUA&num TX 78410 SOUTH
104 10013000267690 BEAL DR/THOREAU DR CORPUS CHRISTI,TX 78410 SOUTH
WI 101311616541188 BEAUWOODItIVER DR CORPUS CHRISTI.'TX 71410 SOUfitl
106 101313000267716 LONGFELLOV/S GLEN DR CORPUS CHRISTI,TX 78410 SOUTH
107 161383000217115 BdAi.bIONGfEELOWS CaitPUI CHIUSTI.Tg 78410 SOUTH
IN 161313000269126 THOREAU DR CORPUS CHRISTI,TX 78410 SOUTH
100 lo thiddoita id SANtA chirrRubegMeAL coliftli CHRISTI.tx 78410 SOUTH
110 101313000269589 SANTA GERTRUbIS CORPUS CHRIST!,TX 78410 SOUTH
I 1 1 101313000270140 TEAL DR CORPUS CHRISTI.TX 78410 SOUTH
112 101383000270157 1.11/11AWALK CORPUS CHlertl.i7C 78410 SOUTH
113 101313000270165 RAPIDS DR CORPUI CHRISTI,TX 78410 SOUTH
114 i6Li13666150113 TRINITY RIVER/RIVERINALK dokYus eulusrt TX 71410 SOUTH
III 101383000270462 RAPIDS DR CORPUS emusn.ix 711410 SOUTH
116 101313000270819 RPhli WALICAND CORPUS anulii:11c 78410 sat'
117 101313000271243 E lUVERVIEW/GERCINIMO DR CORPUS CHRISFL TX 71410 SOUTH
111 1613830062112.i4 GMONIMO DR/GUADALUPE ColtY0t(*MIST!.ix 78410 SOUTH
119 16083606271246 M4flitMAN CIR/GUAOALUPE COMICRWIITI,TX 70410 sOUf ii
120 101383000251248 WHITMAN C1R dORPUS CIIRISTI,TX 71410 SOUTH
if 1 101311000211249 GUADALUPE filittbALLARD CORPUS CHRISIT,TX 7i410 SOUTH
122 1013113000271250 GUADALUPE IliV/WORbSWORT CORPUS etIRISIT,ix/8410 SOUTH
123 101343066272400 BOIltbaCJEA.4T RIVERVIEW CORPUS amen./5118410 SOUTH
124 101313000272411 BEDROCK/BIG CYPRUS MVO CORPUS el1RISTI.17C 71410 SOUTH
115 101383066272412 BIG CYPRUS bAVOU CORPUS cultism DC 71410 Muni
. cm"AIN I Cusionter Initials I Champion latish
PIM SAWN
pT
AMENDMENT TO RETAIL POWER SALES AGREEMENT DATED AUGUST 24,2011 BETWEEN CHAMPION ENERGY SERVICES.LLC AND CORPUS
1
!CHRISTI,CITY OF.TO RENEW CURRENT AGREEMENT FOR THE PRICE AND TERM BELOW.
Customer: CORPUS CHRISTI.CITY OF
Contract Dole: August 24,2010
Aseendmest Dote: December 17.2013
EXHIBIT"D"•Costkised
I
Limy Poltit(s)
No. ES!ID Service Address City.. State ond ZIP Congenial Zone
126 101313000272483 THOREAU CIRCLE HMI!,TX 78410 SOUTH
III iiii1i0oo212196 SANTA GERTRUOIS caws eniukii,i'x/8410 SOUTH
121 161385000273446 IRON RIVEFURIVER PARK coleus cilium,TX 71410 SOUTH
129 101313600273447 IIION RIVER °IOUS CHRISTI,TX 78410 SOUTH
130 1013830017153441 IRON RNEMANTA GERTRU caltrus CHRIST!TX 78410 SOUTH
131 101503000280544 klVER HILLItHANTILLY catikii citkilitIN'84699217 SOUTH
132 101313000280545 CHANTILLY DR C6RPUS CHIUSTI,TX 784699277 SOUTH
133 101383666510546 eliARTILLYDR/CIRCLE CORPUS CHRISTI,TX 7846941/3 SOUTH
134 10131300021054f CHAbliiaViCROSS RIVER CORPUS CHRISTI.TX 784691)27/ SOUTH
135 101385000280548 CROSS RIVER CORPUS CHRISTI,TX/84699277 SOUTH
136 101183060280549 CROSS RIVER/PETRIDG E deleitNefktsti:%V 784699277 SOUTH
137 101383000210550 PENTRIDGE DR CORPOS eHRISTI.TX 714699277 SOUTH
138 1013830062865h PEN1itlfidE/BENNWILLE COR/VS CHRISTI,TX 784641/7 SOUTH
139 101313000280552 BEPINYVILLEJGREENBRIAR CORPUS citnisn,ti?h4io SOUTH
140 101383000280353 BENNYVILLE/GREENBR1ER donrOs eHRISTI.TX 784699277 SOUTH
141 101383000210554 GREENBRIAR DR COiIPUS&RIM,TX 784699277 SOUTH
142 101383000280555 GREENBRIAR/CROSS RIVER CORPUS CHRISTI.TX 784699277 SOUTH
143 ic1Ji5666liffi3 IV& caws eHRIen,IX/8416 sothit
144 101383000212378 2397 CR 20/CREW BLDG CORPUS&ken.bt 784699277 SOUTH
145 101383000282379 2397 CR 20/ADMIN BLDG alk1PUS dHIUSTI,TX 784039277 SOUTH
146 1013130002123SO 2397 CR 20/MA1NT BLDG CORPUS ctnusn,TX 784039217 SOON
147 101513666212381 2397 e110/LECIIAit PUMP CORPUS amen,TX 78403927/ MINH
148 16156640282613 3614 FM 1816 ROBSTOWN.T7C 78380 SOUTH
149 101383000212693 RIVER PARK/SANTA GERTRU CORPUS&USTI.ix 784699277 SOUTH
150 101163000212694 SANTA GETRUDII/C1B6L0 alk111.116bkISTI,TX 7&4699277 sotif H
151 101383000282695 mow DRIVE CORPUS CHRISTI,TX 784699277 SOUP
152 101383600282/57 2391 CR/MA114151YRMICT CORPUS CHRISTI,1,11i436277 SOUTH
153 101383000213426 BALLARD TREEAVORDSWORTH CORPUS CHRISTI.fix 784699277 SOUTH
154 1oril5400513421 WORDSWORTH COokwernotit TX 784699277 SOUTH
155 101383000283921 LAKE KEMP Cr cOltlat'Man,Tx mewl Miff A
156 101383000283922 LAKE KEMP LT/LAKE MEAD CORPUS CHRISTI,TX 78469e7 t SOUTH
157 101383600543923 LAICYMOQUEENEY CORPUS CHRISIT,TX 7846192/7 SOUTH
158 101383000284455 LAKE MEAD/LAKE MCQUEENE CORPUS&RIM.it 78410 SOUTH
159 101585600284456 LAKE HAWKINS CORPUS CHRISTI,TX 714699277 SollfH
160 10138311110214457 LAKE HAWKINS/CAKE MEAD CORPUS CHRISTI,TX 714699277 SOUTH
161 101313000284458 lAkiiialielititicrion COitPUS CHRIS11.151114011// KIM'
162 101383000284459 LAKE GRANDE CORPUS&Rel.1)C 71410 SOUTH
163 101383060284114 WRIVER/LAKE MEAD CORPUS CHIUSil,I5C 784699277 SOUTH
144 io115566144616 W RIVER DR Coithli CHRISTI.TX 784699271 SOUTH
165 1013/3000284617 PERFECTION/LAKE ATHENS CORPUS CHRISTI,TX 784699211 SOUTH
166 161385300214618 LAW Allitid CORPUS&MI,IX/84699277 SOUTH
167 101313000214619 LAKE PALESTINE CORPUS cnturn.IX 784699277 SOUTH
id nii36ii6d5al2O LAKE ATI1ENS/LAKE CHAMPA eoleYeldfdiffillit 784699277 SOUTH
169 101383000284621 LAKE CHAMPAGNE CORPUS CHRISTI.TX 784699277 SOUTH
I fo 101313000214622 LAKE TEXOMA/LAKE AMENS CORPUS CHRISTI,TX 714699271 SOUTH
151 1011156602s4623 LAKFtbtaiKetiOier CORPUS Cf1RISTI,TX 784699177 RANH
172 101313000284624 SILVEk LAkE/LAKE ATHENS CORPUS cunien,151 784699277 SOUTH
1/3 Miiiideditilif sil.Wililed COURT editirOldtieirri:be"mown SOUTH
174 101313000214626 PERFECTION LAKE CallOS.CHRISTI,DC 714699277 SOUTH
05 101381000584627 PERFECTION LAICFJLAKGRAN CORPUS CHRISTI,TX 784699277 MINH
176 101383000284886 RIVER HiLf/Niv BLVD CORPUS CHRISTI,T51184699277 Kern
177 101313000214955 I9iVtitIfolffr6248A69 cams Mail Tx 784699277 SOUTH
178 101385006113132 ilbliffkirifkitEsT km eoltpui erditkli7t51111410 SOUTH
179 101383000215175 2397 CR 20/VALENZULA LF DISIZY.17C*343927) SOUTH
146 1011156611535519 FM 624/CR 73A/Fl.W11/ cams CHRISTI,TX 73410 SOUTH
III 10131500=5561 FM 624/E RIVERVIEW CORPUS CHRISTI,TX 78410 ROM
182 101381060265569 FM iii/Itlitit/kAfL CORPUS CHRIST;tit'78410 SOLffli
183 101383000215577 FM 624/TRINIIV RIVER CORPUS CHRISTI,TX/8410 SOUTH
184 101313000213578 FM 6244/00DRIVER altYcli cnktsn.TIC 71410 SOUTH
C ma Champion Inhlals I
CHAMPION
awe.see.ce I t5
AMENDMENT TO RETAIL POWEIFSALES AGREEMENT DATED AUGUST 24,2010 BETWEEN CHAMPION ENERGY SERVICES,LLC AND CORPUS
CHRISTI,CITY OF.TO RENEW CURRENT AGREEMENT FOR THE PRICE AND TERM BELOW.
Amer: CORPUS CHRISTI.CITY OF Contract Date: August 24,2010
Amendment Date: December 17,2013
ibeihrery EXHIBIT"D"-Continued
Mlat(s)
No. ES1 ID Service Address City.State and ZIP Congestion Zone
183 101383000286281 FM 624 CORPUS CHRISTI,TX 784699277 SOUTH
186 16fii{lblf61114.11 I i m 6Yl Votpus Cftit'di,'13t'1g4d9937/ §d(!'f'ff
187 101713000286412 Street light Fm 624 Corpus Christi,TX 784699277 SOUTH
188 1613i3006286413 Soeet Light Fm 624 Corpus Christi,TX 784699277 SOUTH
189 101383000286414 Street 1.41ttt I'm 624 Corpus Christi,TX 784699277 SOLhT1
190 101383000286415 STREET LIGHT FM 624 Corpus Christi,TX 78410 SOUTH
191 101383000286416 Street Lights On Fm 624 Corpus Christi.TX 784699277 kOLITH
192 101383000286417 Street Light Fm 624 Corpus Christi,Ti h4699277 SOUTH
193 101383000216418 Street Light Fin 624 Corpus Chriad,TX 784649277 SOUTH
194 101383000289321 Street Ligts Wood Oaks By The River Caps Christi,TX 78410 SOUTH
For Emergencies.Outages and Equipment Service,call your respective TDSP('wires'company)below. Emergency
TDSP Service Area ESI ID hells Service Houston R surrounding mss 1008901 (800)
333=7143 (800)332-7143
TXUED(aka Oneor) North and West Tacos inehding DFW 1044372 (888)313.4747 (1881313.6862 _
AEP-CP&UWT11 Central.Squab and West Taus 1003278.1020404 (866)223.8508 (877)373-4858
TNMP S.Central Coast.Far West and North TX 1040051 (188)166.7456 (188)866-7456
IN WITNESS WHEREOF,the Parties,by their respective duly authorized representatives.have aecuted this Agreement effective as of the Effective Date. -
This agreement will not become effective as to either Party unless and umil executed by both Patties.
CORPUS CHRISTI. • Champloa Energy Services,LLC
•
BY. der�?..I, '/� �` BY: 13-TrGP-.e .��Lti natw e)
Name:Rao Olson Name: I 1.7,44, 1E-- (a JL�c,
Title:City Manager Title: ///
Date:December 17,2013 Date:
(9-7/f(ed P