ASSOCIATION OF BAY AREA GOVERNMENTS CORE NATURAL GAS SALES

• • 9.4 .After the,end of each fiscal year, ABAG POWER will perform a "true-up" by calculating the difference between the Invoiced Amounts and the Actual Charges. Any difference in these amounts will be debited or credited (as appropriate) to the Public Agency in equal installments over the remaining program year's invoices. 9.5 In accordance with the terms of Paragraph 10, ABAG POWER will first apply the Invoiced Amounts to the payment of Actual Charges. Public Agency acknowledges that during the term of this Agreement ABAG POWER has the right to use working capital deposits to pay Actual Charges incurred by other Participants in the Program as such Actual Charges become due. Such use of the monies will not be a dehrit against the working capital deposit and will not obviate, .eliminate or modify ABAG POWER's obligation to pay Public Agency the working capital deposit amount pursuant to Paragraph 13.3. ABAG' POWER retains the right to modify Invoiced Amounts to increase the sum of working capital deposits, in the Program in order to timely pay Actual Charges as they become due. 9.6 The initial invoice will be dated N/A and must be paid by N/A (Start Date), or this Agreement terminates on N/A Upon prior written notice to Public Agency, ABAG POWER may delay the Start Date to accommodate Program requirements. 9.7 In the ev',ent Public Agency fails to make timely payment consistent with the terms employed by ABAG POWER, in addition to any other remedy it may have hereunder and notwithstanding the existence of any late payment penalty, ABAG POWER may declare Public Agency to be in default and terminate the agreement. ABAG POWER is further authorized to bill Public Agency for reasonable 'charges associated with demands for payment on late accounts as well as reasonable charges associated with suspension and resumption of service hereunder. 10. Disbursement of Funds: Subject to the terms and conditions of this Agreement, ABAG POWER agrees to provide for sale and delivery, and Public Agency agrees to receive and to pay-ABAG POWER for natural gas. Further, Public Agency agrees to pay for the Actual Charges. 10.1 An escrow account for the purposes of receiving payments by Participants and making payments to the Utilities, the gas supplier and other payees as authorized by ABAG POWER will be established. 10.2 The instructions for this escrow account have been approved by ABAG POWER, and shall include a list of the authorized recipients of payments from the account. 10.3 Only ABAG POWER may authorize release of funds from the escrow account, and such shall only be to those payees identified in the escrow instructions. 11. Gas Program Priain~: 11.1 Allocatiorb. The gas charges to Participants will include (a) cost of the gas commodity (gas charges), (b) appliealble utility transportation charges, and (c) administrative costs. Gas charges are the product of a Participant's usage times the unit rate for gas for each month. The unit rate is the total monthly cost of natural has purchased for all Participants at the supplier contract price divided by the -4- Revised Core Agreement - 2004