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HomeMy WebLinkAboutRes 25-10 05/18/2010 RESOLUTION NO. 25 -10 A RESOLUTION AUTHORIZING THE VILLAGE MANAGER TO ENTER INTO ONE OR SEVERAL CONTRACTUAL AGREEMENTS TO SUPPLY ELECTICAL ENERGY TO THE VILLAGE FOR ANY PURPOSE RELATING TO MUNICIPAL SERVICES WHEREAS, the electrical energy supply market has been deregulated in the State of Illinois; and WHEREAS, under the aforementioned deregulation, Commonwealth Edison no longer generates electricity for its customers, but continues to provide electric power through its distribution system; and WHEREAS, the Village of Mount Prospect is now permitted to secure electrical energy from multiple supply sources; and WHEREAS, the Mayor and Board of Trustees have determined that it is in the best interests of the Village of Mount Prospect to enter into one or several contractual agreements to supply electrical energy for any purposes related to the Village's municipal operations through a competitive bidding process conducted by the Village or NIMEC. NOW THEREFORE, BE IT RESOLVED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF MOUNT PROSPECT, COOK COUNTY, ILLINOIS, ACTING PURSUANT TO ITS HOME RULE POWERS: SECTION 1: The Village Manager is authorized, at such times as it is in the best interests of the Village, and based upon competitive bids, to enter into one or several agreements for the supply of electrical energy for any purpose related to the Village's municipal operations. The Village Manager shall report each such agreement to the Village Board at the next meeting after entry into the Agreement. SECTION 2: That this Resolution shall be in full force and effect from and after its passage and approval in the manner provided by law. AYES: Hoefert, Juracek, Korn, Matuszak, Polit, Zadel NAYS: None ABSENT: None PASSED and APPROVED this 18 day of May, 2010. , , Exel n® Exelon Energy www.exelonenergy.com Energy 30o Exelon Way Kennett Square, PA 19348 May 14, 2010 Dear Customer: We appreciate your selection of Exelon Energy as your energy provider. Attached are fully executed agreements for your records. Exelon Energy is one of the largest unregulated suppliers of electricity and natural gas in the nation. We are positioned to deliver unparalleled value when it comes to energy and related services with our combined industry experience, product innovation and extensive geographic reach. With Exelon Energy, you can count on flexible energy products, competitive pricing, reliable supply and quality service. Exelon Energy looks forward to providing the savings and service you deserve. If you have any further questions about your new electric service, please call our Customer Care Department at 877 - 617 -8593. Thanks again for choosing Exelon Energy Services. Sincerely, Electric Customer Care enclosures Apr 15 2010 3:33PM EXELON ENERGY 8154687481 p.2 MASTER ELECTRICITY SALES AGREEMENT Exe Exelibn Energy's This Master Electricity Sales Agreement (the 'Agreement") effective as of April 15, 2010, (the "Effective Date ") is between Village of Mount Prospect ( "Customer') and Exelon Energy Company ( "EE ") (each a "Party" and EE together with Customer the "Parties'). This Agreement establishes the terms and conditions on which the Parties may, from time to lime, enter into a transaction confirmation (a "Transaction Confirmation" or 'TC") whereby EE shay arrange for the purchase, transmission and delivery on a firm basis of 100% of Customer's electricity requirements for each Facility Account Number ("FAN") set forth on such TC. 1. Services Provided by E. EE shall be authorized to (1) make all or stranded cost recovery charges, equipment rental charges, meter rate and tariff selections and execute all authorizations on behalf of service charges. monthly customer charges, decommissioning charges Customer with respell to the FAN, required to switch ele-tricky and franchise fees. EE shall not pay any LDC charges not related to suppliers as may be necessary to carry out the provisions of this EE's obligation to perform under this Agreement. Agreement, (i) make all necessary arrangements for the purchase and delivery of such electricity for the relevant FAN, including providing or TAXES - Customer Is responsible for any and alt federal, state and procuring the following services, as applicable: ancillary transmission local taxes and fees Imposed on or with respect to the provision of services, transmission, distribution, generation, balancing, forecasting, electricity, including any taxes enacted after the Effective Date of this scheduling, nominating and metering. (Ni) make all payments as Agreement and during the term of all TCs under this Agreement. invoiced by the transmission, distribution and electricity providers, Customer shall pay. and shall Indemnity and hold harmless EE including the receipt and payment of Customer's Local Distribution against, all such sales, use, VAT, excise, gross receipts, and similar Company ( "LDC) invoice. taxes (other than Income taxes on payments made by Customer to EE under this Agreement) and related charges that may be imposed or 2. Customer Obllaations. In addition to the obligations set forth In assessed at any time by any governmental entity or other taxing the relevant TC Customer will execute any and all agreement(s) as authority with respect to the provision of electricity. In the event that required by the LDC: (I) for the purpose of providing distribution Customer is exempt from the payment of any taxes, Customer shall services to Customer, (ii) to enable customer to take service from an provide evidence of such exemption from the particular tax to EE for Alternative Retail Energy Supplier ( "ARES"), and (iii) as required for each FAN prior to the issue date of Customer's first invoice. Customer and EE to fulfill their respective obligations under this Agreement and related TCs. Customer agrees to reimburse EE for all Both Parties recognize that components of the Customer's bill may payments (including disputed payments) made on Customer's behalf include electric transmission and distribution tariff charges that are by EE. Imposed by the LDC and/or RTO and authorized by state and federal regulatory bodies. Unless otherwise fixed by an applicable TC, any 3. Price. Pricing terms for each FAN for a specified period (a changes (increase or decrease) to such tariff charges, (including, but "Pricing Period ") will be set forth in one or more TC's for each FAN. not limited to, any new charge(s) imposed by the LDC or RTO) Customer and EE shall negotiate the pricing terms that apply to each subsequent to the execution date of this Agreement and any FAN for subsequent Pricing Periods. If an agreement is reached, the subsequent TC hereto shah be charged to the Customer by a Parties shall execute one or more TC's to reflect such terms for each corresponding change in the applicable portion of its bill. Such change FAN. will take effect on the first available bNI after the effective date of the change and may be pro -rated to accommodate an effective date that 4. Billing. Alter receiving Customer's meter readings from the does not colndde with Customer s billing cycle. relevant LDC, EE shall promptly provide Customer a bill for each of the USE OF ESTIMATES: DUE TO DELAYS IN RECEIVING BILLING FAN(s). DETERMINANTS FROM THE LDC, RTO AND OTHER THIRD The Bill Format shall be selected on the individual TC. PARTIES, EE MAY ESTIMATE CHARGES AND CREDITS FOR A BILLING PERIOD (AS DEFINED IN THE RELEVANT TC) AND 5. Payment Customer will pay EE's invoice in accordance with the RECONCILE THE ESTIMATE AGAINST ACTUAL USAGE IN A payment term set forth in the relevant TC. A late payment charge FUTURE. INVOICE(S). SUCH CHARGES AND CREDITS MAY INCLUDE BUT NOT BE LIMITED TO: LDC CHARGES. RTO equal to the lower of one and one -half percent (1 per month or the maximum lawful interest rate shall be unposed on arty past due CHARGES. COSTS AND CREDITS WILL BE APPLIED TO THE CUSTOMER INVOICES ISSUED FOR ELECTRICITY AND balance. In the event that Customer disputes the charges on its SERVICES ONLY DURING THE TIME THEY ARE UNDER Invoice, Customer shall pay all undisputed amounts. Upon CONTRACT AND WILL MOT BE RECONCILED FOR PERIODS reconciliation of any such dispute, Customer shall pay any remaining AFTER THE TERM OF THE RELEVANT TC OR ADJUSTED TO amount due on the bill within ten (10) days of the resolution. Customer Is responsible for all account balances with the LDC for billing periods ACCOUNT FOR DELAYS IN RECEIVING COSTS AND CREDITS. THE USE OF ESTIMATES AND THE METHOD OF prior to the effective date of the Pricing Period for each FAN. RECONCILIATION WILL RESULT IN THE APPLICATION OF Customer shall pay EE the following charges/taxes, consistent +Hith the CREDITS AND CHARGES 1'O USAGE REFLECTED IN THE Bill Format selected on the individual TC: INVOICE CONTAINING THE ADJUSTMENTS AND NOT THE USAGE AT THE TIME THE CREDITS OR CHARGES WERE INCURRED. ENERGY ant. CiES - as provided in one or more TCs to this S. Term. This Agreement shah become effective upon the Effective Date. RTO CHARGES - as provided in one or TCs to this Agreement. Upon effectiveness, EE's services shall commence as of the Beginning Such charges may be billed on a demand and/or energy basis. Meter Reading set forth in the relevant TC for the Pricing Period. This ENERGY LINE LOSS CHARGES - as provided in one or more, TCs to Agreement shall automatically renew for successive terms of this Agreement. twelve (12) months provided that either Party may terminate this Agreement upon thirty (30) days prior written notice to the other Party LDC CHARGES - LDC Charges shall mean those distribution - related of such termination. charges as defined by the relevant LDC and any applicable delivery NOTWITHSTANDING EITHER THE TERMINATION OR EXPIRATION service tariffs. The LDC Charges shall also include customer transition EE Sales Rep: Dan Rudin Page l of 4 MESA v20091002 Apr 15 2010 3:33PM EXELON ENERGY 8154687481 p.3 Exek.n Energy' OF THIS AGREEMENT, THIS AGREEMENT WILL REMAIN IN FANs as provided above Customer shall reimburse EE for any costs it EFFECT FOR THE TERM OF ANY THEN EFFECTIVE incurs from (t) any resulting adjustment. termination or unwind of any: TRANSACTION CONFIRMATION. wholesale electricity supply contracts, transmission and delivery arrangements, capacity costs, associated hedging instruments This Agreement will terminate as to a particular FAN if Customer and (including, but not limited to: administrative costs, odd block premiums) EE are unable to reach an agreement as to the pricing terms that are and any lost margin over the remaining term of the Agreement or any to apply to that FAN by a date prior to the end of the current Pricing or all TCs or individual FANs, as the case may be; and (I) efforts to Period reasonably sufficient for EE to comply with the applicable LDC collect amounts Customer owes EE under this Agreement and related notification requirements for returning Customer to LDC service. Under TCs (including reasonable attameys' fees, expenses and court casts). such circumstances, EE will drop the relevant FAN from its service, The Parties agree that the termination payment determined in and may place or cause such FAN to be placed on the applicable LDC accordance with the foregoing is a reasonable approximation of harm tariff at the end of the relevant Pricing Period in accordance with the or loss, and Is not a penalty or punitive in any respect. LDC's tariffs, rules or procedures. If more than one tariff option is available to Customer, EE will choose an option for Customer In Its EE may, at its option, keep the energy associated with the contract sole discretion, unless Customer submits a request directly to the LDC unwind for Customer within its existing portfolio and value such energy and provides EE with timely, prior written notice of such request. If and based on current market conditions for purposes of determining to the extent the Pricing Period for a FAN expires and such FAN is not unwind and termination costs, if any. Customer will not be entitled to switched from EE supply for any reason Customer agrees to purchase any profit resulting from the aforementioned unwind or termination of the energy delivered to Customer's FAN at the following price: the real Customer's contract time index for the relevant LDC zone plus Customers allocated portion of any related RTO Charge, energy line losses, Taxes, costs and Each Party hereby acknowledges that the price and terms of this administrative fees. Agreement and related TCs are predicated on timely commencement of service, and that EE has entered or will enter into such supply 7. Force Msieure. Neither Party shall be considered to be in default arrangements as it deems necessary to deliver electricity hereunder in the performance of its obligations under this Agreement (except for after the relevant FAN is LDC 'site ready." Should the transactions the obigation to pay money), if its failure to perform or delay in contemplated in this Agreement and related TCs not occur on the performing was caused by or results, directly or indirectly. from Force effective date of the relevant TO due to actions or inactions of the Majeure. Force Majeure' means causes beyond the reasonable LDC, including, but not limited to, LDC meter installation, telephone control of the Party claiming Force Majeure that delay or prevent that line connection or LDC site ready status, the Parties shall use Party from performing Its obligations. For purposes of this Agreement, commercially reasonable efforts to renegotiate this Agreement and Force Majeure shall include, without limitation: declaration by the LDC, relevant TCs, as applicable ( ncluding any damages sustained by EE a control area, transmission operator or reliability council of the electric resulting from the failure to commence service hereunder). If the transmission or distribution system of an emergency condition Parties are unable to reach such an agreement or resolution within requiring curtailment of power supply or interruption or curtailment of thirty (30) days after the effective date of the relevant TC, EE may required firm transmission on the electric transmission or distribution terrrdnete this Agreement and/or related TCs upon five (5) days prior system; flood; earthquake; storm; drought; fire; pestilence; lightning; written notice to Customer and Customer shall be subject to Early other natural catastrophes; epidemic; war; riot; civil disturbance or Termination damages as set forth above. disobedience; strike; labor dispute; labor or material shortage; sabotage; government priorities; restraint by court order, and action or 10. Event of Default. The occurrence and continuance of any one or non - action by, or inabiity to obtain necessary authorizations or more of the following events shall constitute an 'Event of Default": approvals from, any government agency or authority; provided, however, that a general change in market conditions shall not in and of (a) The failure by Customer to make any payment in full when required itself constitute Force Majeure. Any Force Majeure declared under the under this Agreement and any related TCs if such failure is not tariff of a electric transmission or distribution provider, or by a remedied within three (3) business days after written notice; (b) any wholesale supplier or generation company used by EE to provide representation or warranty made by Customer herein is false or services under this Agreement shall constitute Force Majeure for misleading in any material respect when made or when deemed made purposes of this Agreement. A Party that is delayed in performing or or repeated; (0) the failure to perform any material covenant or rendered unable to fulfill any of its obligations under this Agreement by obligation sel forth in this Agreement and any related TCs if such Force Majeure shall notify the other Party in writing as soon as failure is not remedied within fifteen (15) business days after written possible and shall exercise due diligence to attempt to remove such notice; (d) a Party becomes bankrupt (e) the failure of Customer to inability with al reasonable dispatch. Nothing contained In this Section satisfy the creditworthiness requirements of EE; (f) a Party shall be construed so as to require a Party to settle any strike or tabor consolidates or merges into or transfers an or substantially all of its dispute in which it may be involved. assets to another entity and that the resulting entity fails to assume all obligations of such Party under this Agreement and any related TCs; or 8. Adsauete Assurance. If EE determines that Customers (g) Customer fails to provide Adequate Assurance of performance as creditworthiness becomes unsatisfactory, EE may request adequate required in Section 8 of this Agreement. assurance of performance from Customer ( "Adequate Assurance " Adequate Assurance may consist of cash prepayment, letter of credit EE RESERVES THE RIGHT, IN ITS SOLE DISCRETION, TO or parental guaranty satisfactory to EE. Such Adequate Assurance TERMINATE THIS AGREEMENT (INCLUDING ANY THEN must be delivered to EE within live (5) days of such request. EFFECTIVE TC) AT ANY TIME WITHOUT PRIOR NOTICE IF Additionally, EE may suspend deliveries under this Agreement upon CUSTOMER DOES NOT MAKE PAYMENTS AS REQUIRED twenty (20) days notice until Customer provides security for future HEREUNDER. deliveries satisfactory to EE, 11. Telephone & Meter Equipment Chances. Customer agrees to 9. Early Termination. Upon the occurrence of any one or more reimburse EE for any and all reasonable costs associated with the Events of Default as provided in Section 10, EE may at its election installation and maintenance of telephone and/or equipment as may be terminate this Agreement or any or all TCs or individual FANs prior to necessary to serve Customer and fulfill its obligations under this the end of their current term or relevant Pricing Period, as the case Agreement. Customer agrees to provide access to its facilities as may may be. If EE terminates this Agreement or any or all TCs or individual be necessary by EE, the LDC and /or any subcontractor to install any EE Sales Rep: Dan Rudin Page 2 of 4 MESA_v20(191002 Apr 15 2010 3:34PM EXELON ENERGY 8154687481 , p.4 Exekn Energy' telephone and/or metering equipment necessary to serve Customer expenses (including attorneys fees), damages, suits, causes of action under this Agreement. and judgments of any kind related to EE's obligations hereunder, the delivery of electricity and Customers use of such electricity. 12. Agslunment. Either Party may assign this Agreement and any related TCs with the written consent of the other Party which consent 17. Chancres in Law. Market Structure. or Classifications. EE's may not be unreasonably withheld, delayed and/or conditioned. Such charges include tariff charges that are authorized by the applicable assignment must be executed in writing by both Parties and In a form RTO, FERC, or other goveming body or of operators of the acceptable to EE. Customer must provide at least forty -five ele) days transmission or distribution lines used by EE to deliver electricity to prior written notice of the effective date of any such assignment as may Customer. EE may pass through or allocate, as the case may be, at be necessary to process a seamless transition to the assignee as cost without markup, to Customer (i) any increase or decrease in such required by the LDC. Customer must provide EE with at necessary charges or (ii) other increase or decrease in EE's cost to provide documentation and coordinate with the LDC as required to effectuate electric power that result from implementation of new laws, regulations, such assignment. If a seamless transition does not occur due to or other requirements of an LDC, RTO, FERC or other transmission reasons beyond EE's control or is otherwise not available pursuant to providers as applicable or a change in or changes in administration or the LDC's tariffs, rules or procedures, the assigning Party shall be Interpretation of current tariffs. laws, regulations, or other requirements responsible for any costs associated with such assignment, including of an LDC, RTO, FERC or other transmission providers as applicable. the unwind or termination of any hedging instruments for the period Any such addition or Increase In costs shall be Customer's obligation. during which the assignee is unable to take delivery of the power purchased by EE to fulfill its obligations under this Agreement and any 18. Jmaaed Agreement. Any original executed Agreement, TCs or related TCs. other related documents may be digitally copied, photocopied, or stored on computer tapes and disks (the "Imaged Agreement "). The 13. Confidentiality. Customer agrees not to disclose any terms of Imaged Agreement, If introduced as evidence on paper, In automated this Agreement or any related TCs to any third -party except as facsimile form, and all computer records of the foregoing, if introduced necessary for Customer to perform its obligations herein or to comply as evidence in printed format, in any judicial, arbitration, mediation or with any applicable law, order, regulation or rule. Customer may administrative proceedings will be admissible as between the Parties disdose this Agreement or any related TCs internally to Its lenders, to the same extent and under the same conditions as if it was the legal counsel, accountants or auditors who are subject to a binding original executed Agreement, TC or other related documents and /or obligation to treat this Agreement or any related TCs In a confidential TCs. Neither Party shall object to the admissibility of any imaged nature. In the event Customer is required to disclose any information Agreement on the basis that such were not originated or maintained in regarding this Agreement or any related TCs, Customer shall promptly documentary toms. However, nothing herein shall be construed as a notify EE of such request so that EE may seek an appropriate waiver of any other objection to the admissibility of such evidence. protective order or other relief. If required by existing law, EE shall file this Agreement or any related TCs with any regulatory body having 19. Authorization to Obtain information. CUSTOMER HEREBY jurisdiction over the Parties to this Agreement. CONFIRMS ITS DECISION TO SWITCH SUPPLIERS TO EE. Unless otherwise specified, at electric power and capacity associated with the 14. Limitation of Liability. THERE IS NO WARRANTY OF FAN(s) specified in the TC will be switched to EE. Customer hereby MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, agrees and authorizes EE (1) to receive Customer's historical and AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMED. ongoing usage Information from the LDC (collectively, "Usage NEITHER EE NOR CUSTOMER SHALL BE LIABLE UNDER ANY Information") and (il) to complete any necessary documentation CIRCUMSTANCE FOR SPECIAL. INDIRECT, EXEMPLARY, required by the relevant LDC in order for EE to obtain such Usage CONSEQUENTIAL, INCIDENTAL, PUNITIVE DAMAGES, LOST Information. PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY STATUTE, IN TORT OR CONTRACT. EE HAS NO CONTROL OR 20. Miscellaneous. This Agreement, including any TCs, constitutes LIABIU IY FOR MATTERS WITHIN THE CONTROL OF THE LDC OR the entire agreement of the Parties for the provision of electricity with RTO CONTROLLED GRID, WHICH INCLUDE MAINTENANCE OR respect to the relevant FAN. It may be amended onfy by a written OPERATION OF ELECTRIC LINES AND SYSTEMS, SERVICE agreement signed by both Parties. In the event of a conflict between INTERRUPTIONS, LOSS OR TERMINATION OF SERVICE, this Agreement and the TC, the TC shall control. This Agreement shall DETERIORATION OF ELECTRIC SERVICES, OR METER be governed by, and construed and enforced in accordance with, the READINGS. laws of the State In which the relevant FAN is located without regard to its conflict of laws principles. This Agreement shall not be construed 15. f4otices. Except as otherwise provided herein, any notice, against a Party by reason of who prepared it. Any waiver of any terms request, demand. statement, bit or payment provided for in this of this Agreement must be in writing and shall not diminish the future Agreement, or any notice which a Party may desire to give to the other. enforceability of this Agreement_ Each Party represents and warrants shall be in writing and shall be considered duly delivered when that the person signing this Agreement is authorized to do so and that received if sent by facsimile. or next day delivery service, or as of the this Agreement Is a valid and banding obligation of such Party. third business day after the postmark date when mailed by ordinary Customer hereby authorizes the use by EE of a signature stamp on mail to the other Party at the address set forth in the relevant TC. this Agreement and related TCs. The authorized signatory for EE may authorize a person to affix a stamp of their signature to this Agreement 16. Transfer of Title. Title to and risk of loss related to the electricity and related TCs and that such delegation and authorization shows the to be sold hereunder shall transfer from EE to Customer at the point at approval of such authorized signatory and EE to be bound by a which the energy leaves the federally regulated transmission system document executed in such manner. This Agreement may be signed and enters the relevant LDG distribution system. EE hereby warrants in any number of Counter parts with the same effect as if the signatures to Customer that at the time of delivery of electricity to the relevant to each counterpart were upon a single Instrument and is intended to LDC distribution system it will have good title and/or the right to sell be binding when each Party has delivered its signature to the other such electricity, and that such electricity will be free and clear of all Party. All counterparts shall be deemed an original of this Agreement. liens and adverse claims. From and after the point at which the LDC delivers the electricity to Customers facilities, Customer will defend, indemnify and hold EE harmless from any and all claims (including claims for personal injury, death. or property damage), losses, EE Sales Rep; Dan Rudin MESA v20091002 Page 3 of4 epr 15 2010 3:35PM EXELON ENERGY 8154687481 p.5 Exekn iN WITNESS WHEREOF, THE PARTIES HERETO HAVE EXECUTED THIS AGREEMENT ON THE DATES INDICATED BELOW THEIR RESPECTIVE SIGNATURES. EE Sales Rep: Dan Rudin Pege4 of 4 MESA_v20091002 Apr 15 2010 3:35PM EXELON ENERGY 8154687481 p.6 TRANSACTION CONFIRMATION - FULL REQUIREMENTS ELECTRIC - ATC Exec g> Energy° Customer Name: VILLAGE OF MOUNT PROSPECT Facility Account Number: See Schedule 1 TERM OF TRANSACTION CONFIRMATION. This Transaction Confirmation is part of and incorporates the terms and conditions of the Master Electricity Sales Agreement ( "Agreement") between the Customer identified above ("Customer ") and Exelon Energy Company ( "Exelon Energy "). This Transaction Confirmation for the Facility Account Numbers set forth on Schedule 1 attached hereto shall become effective on or about the relevant Beginning Meter Reading and continue through on or about the Customer's relevant Ending Meter Reading as set forth in such Schedule 1. This Transaction Confirmation for the Facility Account Numbers set forth in Schedule 1 shall supersede any prior Transaction Confirmation covering the relevant Pricing Period as defined herein. PURCHASE OBLIGATION. Customer agrees to purchase from Exelon Energy on a firm basis one hundred percent (100 %) of Customer's electricity requirements for the relevant Pricing Periods for the Facility Account Numbers set forth in Schedule 1. DEFINITIONS. All capitalized terms used but not defined in this Transaction Confirmation shall have the meaning ascribed to them in the Agreement "Actual Usage' shall mean Customer's energy usage at the meter(s). "Billing Period" shall mean the period of time between successive LDC meter readings. "Energy Charge" shall be the sum of the Hourly Energy Charges for the applicable Billing Period. "Energy Line Loss Charge° shall be the product of the Energy Charges as provided for in this Transaction Confirmation and the Line Loss Percentage for the applicable Billing Period. "Hourly Energy Charge shall mean the product of the Actual Usage in that hour and the applicable Energy Price as set forth below. "Pricing Period' shalt mean the period from the Beginning Meter Reading through the Ending Meter Reading. 'RTO Charge" shall be the product of the Fixed RTO Price as set forth below and Customers Actual Usage for the applicable Billing Period. The RTO charge covers the Customer's capacity, network service, ancillary services. and PJM administrative fees as defined by the PJM Interconnect, LLC. BILL FORMAT. Exelon Energy Single Bill Billing. Such invoice will include: Energy Charges, RTO Charges, Energy Line Loss Charges, LDC Charges, and Taxes as specified in the Agreement and herein. Notwithstanding Customer's election to receive a single invoice Exelon Energy may switch Customer to an invoice which shall not include the LDC Charge if Customer owes any amounts to the LOC prior to the commencement of service by Exelon Energy to Customer under this Transaction Confirmation or failure to perform any covenant or obligation set forth in the Agreement and any related Transaction Confirmations. PAYMENT. Customer will pay Exelon Energy's bills within the number of days set forth in Schedule 1 (Payment Term) from their date of issue. Sales Rep Name: Dan Rudin EPH OFFR- 003901 -09 -0 Page 1 of 2 • Rpr 15 2010 3:3GPM EXELON ENERGY 8154687481 p.7 TRANSACTION CONFIRMATION - FULL REQUIREMENTS ELECTRIC - ATC Exelcn Energy' NO1ICES. EXELON ENERGY COMPANY CUSTOMER NOTICHs AND CORRESPONDENCE, PARCEL DELIVERJES: NOTICES AND CORRESPONDENCE, PARCEL DELIVERIES: Exelon Energy Company VILLAGE OF MOUNT PROSPECT Attn: Contract Administrator 50 S. Emerson Street, 30C Exelon Way Mount Prospect. IL 60056 Kennett Square, PA 19348 With a copy to: Exelon Business Services Company Attn: Legal Department 300 Exelon Way Kennett Square, PA 19348 BILLINGS AND STATEMENTS(IF DIFFERENT): BILLINGS AND STATEMENTS(IF DIFFERENT): (as indicated on invoice) VILLAGE OF MOUNT PROSPECT 50 S. Emerson Street. Attn: Accounts Payable Mount Prospect, IL 60056 ENERGY CHARGE. Customer shall pay Exelon Energy the Energy Charge as defined above. The Fixed Energy Prices set forth in Schedule 1 shall be used to determine the Energy Charge. FIXED RTO CHARGE. Customer shall pay Exelon Energy the RTO Charge as defined above. The Fixed RTO Price set forth in Schedule 1 shall be used to determine the RTO Charge. ENERGY LINE LOSS CHARGE. Customer shall pay Exelon Energy the Energy Line Loss Charge as defined above. The Fixed Line Loss Percentage set forth in Schedule 1 shall be used to determine the Energy Line Loss Charge. AUTHORITY. Each party represents and warrants that the person signing this Transaction Confirmation is authorized to do so and that this Transaction Confirmation is a valid and binding obligation of such party. The parties agree that fax copies of executed original copies of this Transaction Confirmation shall be sufficient and admissible evidence of the content and existence of the agreements set forth herein to the same extent as the originally executed copy or copies (if executed in counterpart). IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the dates indicated below their respective signatures. THIS AGREEMENT SHALL BEC E EFFECTIVE UPON EXECUTION OF THIS DOCUMENT BY BOTH PARTIES. - • Sales Rep Name: Dan Rudtn E PH IO: O FF R- 003901 -09 -0 Page 2 of 2 . ' Apr 15 2010 3:36PM EXELON ENERGY 8154687481 p.8 m aR ae aQ ' e ° e e ga e C N N N N N N N N N N N e J r r r r r r r r r r r C rl F v v �d v' v er • 4 .4 a 4- x o. LL St4 : : N z M .... d co M m 2 M co M co M c M O W OF . co co 2 co _m co"' co ao m 0 1 0 1 0 Q.' m O O O 5 5 5 5 5 O O O m a o 0 0 0 0 0 0 0 ci cs o X FT_ K UJ 1 a n- C � c� co 2 co 0, 2 co" co m a c� A M co M co co M M A co O O O O O O O O O O e 0 G ci O O C C 0 O C 0 a. 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