Annex 1: General Terms of Contract

1. Subject of the agreement

This agreement contains the rules relating to the rights and obligations of the POWERFORUM USER on the POWERFORUM (hereinafter referred to as the POWERFORUM) established and operated by POWERFORUM Zrt. as the Operator.

The POWERFORUM shall be open to all registered users and it shall ensure in a non-discriminatory and transparent manner the acquisition of information necessary for purchasing the required resources and selling the surplus, and shall ensure the identification of potential contractual partners. Furthermore, it shall ensure that the public utility wholesaler may purchase electricity to cover shortages in order to meet its supply obligation on the basis of the least cost principle.

The rules relating to the operation of the POWERFORUM and the rights and obligations of the users are set out in the Code of Operation of the POWERFORUM, complying with the relevant provisions

of the Act LXXXVI of 2007 on Electricity hereinafter referred to as: EA , the Government Decree No 273/2007. (X.19.) on the Enforcement of certain provisions of

Act LXXXVI of 2007/ on Electricity hereinafter referred to as: EA Decree, the Civil Code, the Act XL of 2008 on Gas Supply hereinafter referred to as: GSA, the Government Decree No 19/2009. (I.30.) on the Enforcement of certain provisions of Act

XL of 2008on Gas Supply hereinafter referred to as: GSA Decree, and the Grid Code.

On the basis of the registration process specified in the Code of Operation, - in case of the Electricity section:

power generation license holders, trading license holders, consumers and all the persons included in the “other” category of the Code of Operation,

- in case of the Gas section: trading license holders, consumers, gas producers, system operators, transmission system operator (TSO) foreign traders, if they are entitled to execute trading transactions on a given

network point shall become members of the POWERFORUM by signing the membership agreement.

Registration and system usage shall be free of charge for all the users. However, the advertiser (of purchase and/or selling offers) in connection with the use of POWERFORUM is obliged to pay a service fee, as defined in point 4 below, for the Operator after his successfully concluded transaction(s).

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The terms and expressions used in the membership agreement shall have the meanings defined in the EA, EA Decree , the Civil Code, the GAS, the GAS Decree, the Grid Code, and the Code of Operation of the POWERFORUM.

2. The obligations of the POWERFORUM OPERATOR shall include operating the POWERFORUM in accordance with the provisions of the Code of Operation. ensuring the open and transparent nature of the energy trade offers and bids on the

POWERFORUM. operating the POWERFORUM in a secure, transparent and non-discriminatory manner.

3. Rights and obligations of the POWERFORUM USER

The User shall: fully comply with the provisions of the Membership Agreement and the Code of Operation of

the POWERFORUM. contact, in the case of a successful auction and in line with the offer advertised, the

company(companies) specified in the notification sent by the system so as to conclude the agreement. Maintain its offer concerning the price and quantity in line with the result of the auction.

satisfy, in a responsible manner, the conditions undertaken in the offers and bids made. preserve and treat as confidential the ID ensuring user authorisation (password, user name) and

prevent any unauthorised access to the system. The User may use the POWERFORUM only for lawful purposes. The User shall be

responsible for:- the use of the POWERFORUM in accordance with provisions hereof and of the Code

of Operation,- legal consequences resulting from the unauthorised use of its user IDs ensuring its

user authorisations,- the correct and authentic nature of the data provided by the User and of User’s

advertised offers and bids ,- damages caused by incitement resulting from inauthentic offers or bids

4. POWERFORUM service fee

The OPERATOR of the POWERFORUM shall charge a service fee for the use of POWERFORUM to those POWERFORUM users, which advertise (purchase and/or selling) offers, on the basis of their successfully concluded transaction(s).

The amount of the service fee is: - in case of the Electricity section:

(i) in case of energy products: 10 (ten) HUF/MWh + VAT; and (ii) )in case of capacity products: 50 (fifty) HUF/MW, day + VAT

(fractional numbers have to be rounded-up to the next whole number and the service fee has to be paid upon this rounded-up value).

- in case of the Gas section: (i) in case of energy products: 0,003 HUF/MJ + VAT; and (ii) in case of capacity products: free of charge.

The service fee has to be paid monthly, by wire transfer within 15 working days from the

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receipt of the invoice issued by the Operator to the bank account indicated on the invoice of the POWERFORUM Operator.

The service fee is calculated on the basis of the accumulated volume of the transactions successfully concluded by the POWERFORUM user during a month.

5. Prohibited use

The POWERFORUM USER may not install on or connect to the system any program or device that may endanger the appropriate operation of the system (e.g. computer viruses).

The POWERFORUM USER may not perform any operations that may result in an unreasonably and disproportionately high load on the system.

It may not access the POWERFORUM or any element thereof for the unlawful distribution or transfer of materials.

In the case of any breach of the provisions of this Clause by the POWERFORUM USER, the use of the POWERFORUM may be suspended until the unlawful conduct is terminated and the POWERFORUM USER gives a written declaration to the effect that it will refrain from such conduct in the future.

Such conduct shall include without limitation:o any attempt to engage in illegal computer hacking,o any inappropriate use of the POWERFORUM services (that may impede the

operation/use of the POWERFORUM),o any breach by wilful conduct or negligence of the laws in force and the provisions

of the Code of Operation of the POWERFORUM,o breach of any business secrets by wilful conduct or negligence.

6. Scope

The agreement enters into force on the date of its signing by the Parties and is valid for an indefinite period of time. Either Party may terminate the agreement at any time by giving a 30 days’ notice and without providing reasons for termination.

If the agreement terminates for whatever reason, the Parties shall settle entirely the services provided prior to termination, irrespective of the fact of termination.

The POWERFORUM OPERATOR may, at any time without legal consequences, suspend the access of the POWERFORUM USERS to the POWERFORUM, or terminate the agreement with immediate effect, or terminate to provide access to the POWERFORUM, provided that the POWERFORUM USER infringes the provisions of Clause 5.

6.1. Amendment of the agreement

This agreement may be modified by the mutual agreement of the Parties in writing.

The Operator may propose that the agreement be amended if:

- changes to the laws concerning the electricity or natural gas system,- amendments to the Code of Operation of the POWERFORUM, - regulations by the Hungarian Energy Office (hereinafter referred to as: Office) or other

administrative body with national competence

make such amendment necessary or its is deemed as necessary by the Operator for any reason whatsoever.

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The user shall return the amendment to the agreement sent by the Operator in a duly signed form within 15 days of receipt. Should the user fail to sign or return the amendment to the agreement within the above deadline, the membership agreement shall be considered as terminated on the 5th business day following the deadline mentioned above.

7. Warranty, indemnification

In accordance with the laws in force, the POWERFORUM OPERATOR warrants that the functioning and operation of the POWERFORUM are in line with the provisions of the act and the agreement and the use thereof does not violate the rights of any other persons. This warranty shall not apply in cases where the POWERFORUM USER, OR ANY THIRD PERSON uses the POWERFORUM in an unauthorised or unlawful manner not complying with the provisions of the agreement or if the appropriate operation of the POWERFORUM is impeded by a force majeure event.

The POWERFORUM Operator does not guarantee that actual physical transactions will be concluded between the users on the basis of the offers and bids made on the POWERFORUM following the notification of the users. Furthermore, the POWERFORUM Operator has no control over and is unable to verify the authentic nature of the offers and bids.

The POWERFORUM USER expressly declares that it will use the POWERFORUM at its own risk and responsibility and that it shall have no right to enforce claims vis-à-vis the Operator in relation to or arising from the transactions made on the POWERFORUM.

In addition to the obligations hereunder, the POWERFORUM OPERATOR shall under no circumstances be responsible for any direct, indirect or individual damages, including any loss of profit, resulting from the use of the POWERFORUM, whether rising from any loss in operation, standstill or damage. The POWERFORUM USER hereby expressly accepts the forgoing.

The transactions made on the POWERFORUM will not be checked by the POWERFORUM OPERATOR. Therefore, the POWERFORUM OPERATOR assumes no responsibility for the prices and quantities agreed on by the POWERFORUM PARTICIPANTS in the course of the auctions or for any possible failure to conclude contracts.

The POWERFORUM OPERATOR assumes no responsibility for the creditworthiness of the persons filing bids to offers published in the POWERFORUM.

The pages of the POWERFORUM may contain references (links) to the web pages of external parties. The POWERFORUM OPERATOR assumes no responsibility whatsoever for the content of and any possible links contained in such pages.

8. Confidential data

The data of the users registered on the POWERFORUM (transaction data) shall be treated as confidential by the POWERFORUM OPERATOR. The POWERFORUM OPERATOR may not disclose the data to either internal (POWERFORUM OPERATOR) or external parties, with the exception of the Office for audits or verifying legal compliance during its reviews.

The individual Username and password provided by the POWERFORUM OPERATOR to the POWERFORUM users shall be deemed as confidential information and may not be disclosed to third parties and may not be shared or used jointly.

The POWERFORUM transaction data shall be non-public. The POWERFORUM OPERATOR may access such data only in exceptional cases in accordance with the provisions of the Code of Operation.

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9. Legal disputes

The PARTIES agree that they shall attempt to settle any disagreement or dispute between them by negotiations. Should they fail to reach an agreement through negotiations, the PARTIES agree on the exclusive competence of either the Central District Court of Pest or the Metropolitan Court of Budapest, subject to their respective jurisdiction.

10. Final provisions

The authorised signatory or representative of the PARTIES shall be entitled to make statements on behalf of the PARTIES in relation to the subject of the agreement. Such authorisation to represent the parties shall be evidenced in each case.

Any statements made hereunder shall be made in writing and forwarded to the other party by either registered mail or personal delivery, to its address specified in the Membership Agreement for the POWERFORUM.

The agreement shall be governed by the laws of the Republic of Hungary. This agreement has been made in X counterparts.

Date: ………………., day. ....................... month 200…

........................................ ………….……...…………… POWERFORUM Zrt. Name of company

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Annex 2: User Data Sheet

[X] new [ ] amendment [ ] contract number [ ] date

Company’s name: company’s name

Address: xxxx xxxxxZip code Townstreetfloor, number, street Hungarycountry

Mailing address: xxxx xxxxxZip code Townstreetfloor, number, streetP.O. Box …P.O. Box number

Company registration number:...............................................................................................

To the Electricity section:

Hungarian Energy Office license number: …………………………………………………….Hungarian Energy Office license name: …………………………………………………………. Hungarian Energy Office registration number: …………………………………………….Balance group number: ……………………………………………………..Phone number: ....................................... Fax: ..........................................…

Contact person: ............................................................................................…e-mail address: ................................................................................................

phone number: .......................................

……………………………………………………………Name and e-mail addressof User(s) accessing the POWERFORUM

To the Gas section:

Hungarian Energy Office license number: …………………………………………………….Hungarian Energy Office license name: …………………………………………………………. Hungarian Energy Office registration number: …………………………………………….Balance group number: ……………………………………………………..Phone number: ....................................... Fax: ..........................................…

Contact person: ............................................................................................…e-mail address: ................................................................................................

phone number: .......................................

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……………………………………………………………Name and e-mail addressof User(s) accessing the POWERFORUM

Date: ………………., day ..........................month 200...

........................................ ………….……...…………… POWERFORUM Zrt. Name of company

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