Payment for Contract Services

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SCHEDULE "B"

PAYMENT FOR CONTRACT SERVICES

INDEX

ARTICLE1 - GENERAL 2

ARTICLE2 - INVOICING 2

ARTICLE3 - COMPENSATION 3

ARTICLE1- GENERAL

1.1  This is Schedule "B" - Payment for Contract Services referred in the Agreement made as of ______, 2011.

1.2  Capitalized terms used and not defined in this Schedule, shall have the same meaning as given in the Agreement where so defined. Any capitalized term or expression which is not defined in the Agreement shall have the ordinary meaning given to it.

1.3  As full and complete payment for the performance of the Contract Services and the discharge of all obligations of the Service Receiver under the Agreement, the Service Receiver shall pay the Service Provider the Compensation as set forth in Article 3 of this Schedule "B".

ARTICLE2- INVOICING

2.1  On or before the first Business Day of the month preceding the anniversary of the effective date of the Agreement, the Service Provider will send the Service Receiver an invoice for the amount of the Annual Retainer Fee, which amount is specified in Schedule “B” Section 3.1(a). Upon receipt of this invoice, the Service Receiver will remit payment to the Service Provider for the full invoice amount on or before the last Business Day of the month preceding the anniversary of the effective date of the Agreement.

2.2  Within two (2) Business Days of a Transaction being completed, the Service Provider will submit the Execution Price plus the applicable Transaction Fee included in Schedule “B” Article 3 Section 3.1 to the NGX clearing system. Upon confirmation by the Service Receiver of the Service Provider’s OTC Transaction request, NGX will process the OTC Transaction through the NGX clearing system. NGX will then invoice the Service Receiver for the Execution Price plus the applicable Transaction Fee, according to NGX’s regular invoicing protocols.

2.3 The original Annual Retainer Fee invoice described in Section 2.1 is to be submitted to:

EPCOR Energy Alberta Inc.

17th Floor, EPCOR Centre

10065 Jasper Avenue

Edmonton, Alberta T5J 3B1

ATTENTION: Accounts Payable

And a copy to:

EPCOR Energy Alberta Inc.

6th Floor, EPCOR Centre

10065 Jasper Avenue

Edmonton, Alberta T5J 3B1

ATTENTION: EPCOR Energy Alberta Inc. RRO Operations

E-Mail:

ARTICLE3- COMPENSATION

3.1  The Compensation payable under the Agreement is as follows:

(a)  The Service Receiver agrees to pay the Service Provider a fixed Annual Retainer Fee for the provision of Backstop Services. The Annual Retainer fee will be in the amount of CDN$[Insert Fee] / per annum and will be paid once during each year of the Term by the Service Receiver to the Service Provider whether or not the Service Receiver requests that the Service Provider to provide a Backstop Quantity during the year in which the Annual Retainer Fee is payable. The Annual Retainer Fee shall compensate the Service Provider for being on stand-by to procure the Backstop Quantity when requested by the Service Receiver.

(b)  In addition to the Annual Retainer Fee, for each OTC Transaction that is cleared through the NGX, the Service Receiver will pay to the Service Provider via the NGX a Transaction Fee that will be based on the Backstop Quantity required. The Transaction Fee will be payable by the Service Receiver along with the Execution Price associated with an OTC Transaction.

The Transaction Fee paid by the Service Receiver will either be the Flat Transaction Fee or the Peak Transaction Fee. The Flat Transaction Fee and Peak Transaction Fee are set out in Table 3.1 – 1 below. The Flat Transaction Fee and the Peak Transaction Fee are determined based on the Backstop Quantity of Lots the Service Provider is notified by the Service Receiver to supply for any month.

Table 3.1-1 Flat and Peak Transaction Fees for Increasing Backstop Quantity Ranges

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