Common use of Agreement to Deliver Documents Clause in Contracts

Agreement to Deliver Documents. For the purpose of Section 4(a), each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [(b)] Other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution of this Master Agreement Yes] Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]

Agreement to Deliver Documents. For the purpose of Section 4(aSections 3(d), 4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [Party B Any form or document that may be reasonably requested, and that Party B is eligible to provide, in order to allow the requesting party to make a payment without (or with reduced) withholding Tax. Promptly upon reasonable demand by the other party. Yes Party A An accurate and complete signed copy of Internal Revenue Service Form W-ECI (or any successor thereto) and Internal Revenue Service Form W-8BEN (or any successor thereto), and all other related forms (including any certificate with respect thereto) as Party B may reasonably request. (i) Concurrently with the execution and delivery of this Agreement and the Confirmation, (ii) prior to the expiration of the immediately preceding form that was in full force and effect, and (iii) at any time that a change in circumstances renders the preceding form inaccurate or incomplete in any material respect. Yes (b)] ) Other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution of this Master Agreement Yes] Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution Opinions of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] counsel for Party A and Party B Evidence of authority and specimen signatures with respect to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or substantially in the case form of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of Exhibit A to this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At Schedule Upon execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions An incumbency certificate with respect to the signatory of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At Upon execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) An opinion of counsel for Party B substantially in the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws form of Party B; (3) other charter and constituent instruments Exhibit B to this Schedule Upon execution of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons Yes Party B An incumbency certificate with respect to execute and deliver the signatory of this Agreement Upon execution of this Agreement Yes Party B Documentary evidence of authority of The Bank of New York, as Trustee, to act on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At Upon execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Party A An original properly completed and executed United States Internal Revenue Service Form W-8BEN (or any successor thereto), as appropriate, with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax Forms Module}] [on payments to Party A under this Agreement. (i) Upon execution and delivery of this Agreement, with such form to be updated at the beginning of each succeeding three calendar year period beginning after execution of this Agreement, or as otherwise required under then applicable U.S. Treasury Regulations; (ii) promptly upon reasonable demand by Party B; and (iii) promptly upon learning that any information on any previously delivered form (or any successor thereto) has become obsolete or incorrect. Party B (i) Upon execution of this Agreement, an original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B under this Agreement, and (ii) thereafter, the appropriate tax certification from (i.e., IRS Form W-9 or IRS Form X-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor thereto) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. (i) Prior to the First Floating Rate Payer Payment Date, (ii) promptly upon reasonable demand by Party A, (iii) promptly upon learning that any such form previously provided by Party B has become obsolete or incorrect and (iv) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year. (b)] ) Other documents to be delivered are: [are:- Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At A Evidence of authority of signatories to this Agreement Upon execution of this Master Agreement Yes] Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions Certified copy of Party B’s and its Credit Support Provider’s (if any) board the Board of directors Directors resolution (or other governing bodyequivalent authorizing documentation) authorizing this which sets forth the authority of each signatory to the Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver signing on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including and the authority of such party to choose applicable law enter into Transactions contemplated and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures performance of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At obligations hereunder Upon execution of this Agreement Yes Party A Any publicly available annual audited financial statements prepared in accordance with generally accepted accounting principles in the country in which Party A is organized As such statements are made publicly available on Party A’s website (xxxx://xxx.xxx.xxx/1/e/investors/annualreporting.html) or on the U.S. Securities Exchange Commission XXXXX information retrieval system Yes Party A Any publicly available interim unaudited financial statements prepared in accordance with generally accepted accounting principles in the country in which Party A is organized As such statements are made publicly available on Party A’s website (xxxx://xxx.xxx.xxx/1/e/investors/quarterly_reporting.html or on the U.S. Securities Exchange Commission XXXXX information retrieval system Yes Party B A duly executed copy of the Pooling and Servicing Agreement (“PSA”) Promptly upon being finalized No Party B (1) Monthly statements to certificateholders pursuant to Section 4.04 of the PSA and (2) Notice of any amendment to the PSA pursuant to Section 12.01 that would adversely affect in any material respect the interests of Party A. (i) Available monthly via Party B’s website at: xxx.xxxxxxx.xxx (2)At the time specified for such notice to parties in the applicable Section of the PSA No Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion opinions reasonably satisfactory in form and substance satisfactory to Party B and its counsel At each party Promptly following execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a), each party agrees to deliver the following documents, as applicable) of this Agreement: (a) I. Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [Party A An executed IRS Form W-9 (b)] or any successor form) (together with any required attachments) with respect to Party A. Upon execution and delivery of this Agreement; and promptly upon learning that any form previously provided by such party has become obsolete or incorrect. Party B An executed IRS Form W-9 (or any successor form) (together with any required attachments) with respect to the Party B Investor, indicating Party B as the disregarded entity name with respect to the Party B Investor. Upon execution and delivery of this Agreement; and promptly upon learning that any form previously provided by such party has become obsolete or incorrect. II. Other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution of this Master Agreement Yes] Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect reasonably satisfactory to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution other party of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) the (i) authorizing authority of such party to enter into this Agreement and the any Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons the authority and genuine signature of the individual signing this Agreement on behalf of such party to execute the same. Upon execution and deliver on its behalf delivery of this Agreement (or and, if requested by the Credit Support Documentother party, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents soon as well as its prospectus] At practicable after execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions any Confirmation of Party A’s and its Credit Support Provider’s (if any) board of directors (or any other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Transaction. Yes Party B A Certificate certifying (a) resolutions The annual report of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy Investor containing audited consolidated financial statements prepared in accordance with accounting principles that are generally accepted in the United States of a Power of Attorney authorizing a specified person or persons to execute America and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent certified public accountants Promptly following demand by Party B, but for each fiscal year. As soon as available and in no any event later than within 120 days (or as soon as practicable after becoming publicly available) after the end of each of the Party B Investor’s fiscal year years. Yes; provided that the phrase “is, as of [Enron Corp.] [the date of the information, true, accurate and complete in every material respect” in Section 3(d) shall be deleted and the phrase “fairly presents, in all material respects, the financial condition and results of operations as of their respective dates and for the respective periods covered thereby” shall be inserted in lieu thereof. Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [B The unaudited consolidated financial statements, the consolidated balance sheet and related statements of income of the Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of B Investor for each of the first three fiscal quarters of each fiscal year prepared in accordance with accounting principles that are generally accepted in the United States of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not America. As soon as available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion and in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no any event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than within 60 days (or as soon as practicable after becoming publicly available) after the end of each of the first three Party B Investor’s fiscal quarters quarters. Yes; provided that the phrase “is, as of each fiscal year the date of [the information, true, accurate and complete in every material respect” in Section 3(d) shall be deleted and the phrase “fairly presents, in all material respects, the financial condition and results of operations as of their respective dates and for the respective periods covered thereby” shall be inserted in lieu thereof. Party B][and][Party B Certified copies of (a) the articles of incorporation and bylaws of the Party B Investor; (b) the limited liability company agreement of Party B’s Credit Support Provider] , (c) the Investment Management Agreement between Party B and the Manager, and (d) the Investment Advisory and Administrative Services Agreement dated December 20, 2013 between the Party B Investor and the Investment Advisor. Upon execution and delivery of this Agreement and as soon as practicable after any amendment, supplement or other modification of any thereof. Yes 33[Party Party B Legal opinion A confirmation, addressed to Party A, from the Investment Advisor to the effect that no advice given by Party A or its Affiliates shall form a primary basis for any investment advice provided by it relating to any Transaction under or in form connection with this Agreement, that neither Party A nor any of its Affiliates is or shall be a fiduciary or advisor with respect to the Party B Investor or Party B and substance [satisfactory that no amounts paid or to be paid to Party A or its Affiliates are attributable to any advice provided by Party A or its Affiliates. Upon execution and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution delivery of this Master Agreement No] 39[Party Agreement. Yes Party A and Party B Power A duly executed copy of Attorney At execution each of the Credit Support Documents specified in Part 4(f) of this Master Agreement No] 40[Party Schedule. Upon execution and delivery of this Agreement. No Party B Letter from Manager in form and substance satisfactory to Such other documents that may be reasonably requested by Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required from time to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand time. As per written request by Party A, but in no event later than 20 days after the end of each month A. Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a), Sections 4(a)(i) and (ii) of this Agreement each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [Party A agrees to execute and deliver to Party B, a United States Internal Revenue Service Form 4224, or any successor form, (i) upon execution of this Agreement, (ii) promptly upon reasonable demand by Party B, and (iii) promptly upon learning that any such form previously provided by Party A has become obsolete or incorrect. (b)] ) Other documents to be delivered are: [COVERED BY PARTY REQUIRED TO DATE BY WHICH SECTION 3(d) DELIVER DOCUMENT FORM/DOCUMENT/CERTIFICATE TO BE DELIVERED REPRESENTATION --------------------------- -------------------------------------- ----------------- -------------- Certified copies of all documents Party A] [B evidencing necessary corporate or Upon execution of Yes partnership or other authorizations and Agreement approvals with respect to Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution 's entry into Swap Transactions and Agreements thereof. A certificate of this Master Agreement Yes] an authorized officer of Party A and Party B Duly executed tax formsthe party or Credit Support Provider in Upon execution of the Yes respect of such party, documentsif any, or certificates referenced certifying Agreement the names, true signatures and authority of the officers of the party signing this Agreement, each Confirmation and any applicable Credit Support Document. Party A An internal legal opinion. Upon execution of No this Agreement Party B An opinion of counsel to Party B in Part 3(a) above At form Upon execution of this Master No and substance satisfactory to Party A. Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At Evidence of acceptance of appointment by Upon execution of No Process Agent. this Master Agreement and as otherwise provided in Part 2 above Yes] Party B Quarterly unaudited financial statements. Promptly upon Yes request Party A and Party B Evidence of authority and specimen signatures with respect to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Annual audited financial statements.* Promptly upon Yes 29[Party request *ANNUAL FINANCIAL STATEMENTS PROVIDED BY PARTY A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support DocumentSHALL BE THE ANNUAL REPORT OF CREDIT LYONNAIS, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]S.A.

Agreement to Deliver Documents. For the purpose of Section 4(a)4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [Party B An executed United States Internal Revenue Service form W-9 (or any successor thereto). Upon execution of this Agreement if requested and as deemed necessary. (b)] ) Other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution of this Master Agreement Yes] Party A and Party B Duly executed tax formsA certificate of an authorized officer for such party, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution Provider of such party, certifying the authority, names and true signatures of the officers signing this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of Agreement, each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Confirmation any Credit Support Document, as the case may be) reasonably satisfactory in form and (ii) authorizing a specified person or persons substance to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At A. Upon execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents)deemed necessary for any further documentation. In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand evidencing each action taken by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s and any Credit Support Provider] if Provider of such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party Bparty, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and authorize its counsel At execution of this Master Agreement No] Agreement, each Confirmation, and any Credit Support Document referred to in Part 4 of this Schedule, and the performance of its obligations hereunder as well as its bylaws and articles of incorporation. Upon execution of this Agreement. Yes Party B A duly executed copy of the Credit Support Documents specified in Part 4 of this Schedule. Upon execution of this Agreement. No Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants audited financial statements prepared in accordance with generally accepted accounting principles in the country in which the entity to which they relate is organized. Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] upon request. Yes Party B Quarterly Unaudited Consolidated Financial Statement of [unaudited financial statements prepared in accordance with generally accepted accounting principles in the country in which the outstanding entity to which they relate is organized. Promptly upon request. Yes Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Such other documents as Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager may reasonably request in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, connection with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month transaction. Promptly following demand by Party A, but in no event later than 20 days after the end of each month upon request. Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and 4(a)(ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Party A U.S. Internal Revenue Service Form W-8BEN-E (or any successor of such Form), completed accurately and in a manner reasonably acceptable to Party B and, in particular, with the “corporation” box checked on line 4 thereof Party B U.S. Internal Revenue Service Form W-8IMY (or any successor of such Form), completed accurately and in a manner reasonably acceptable to Party A and, in particular, with the “non- withholding foreign partnership” box checked on line 4 thereof, together with the required withholding statement and copies of the withholding certificates of all of the beneficial owners of Party B For these purposes, the term “beneficial owner” has the meaning ascribed to it by Section 1.1441-1(c)(6) of the United States Treasury Regulations (1) upon execution of this Agreement, (2) promptly upon reasonable demand by Party B, and (3) promptly upon learning that the information on any such previously delivered Form is inaccurate or incorrect (1) upon execution of this Agreement, (2) promptly upon reasonable demand by Party A, and (3) promptly upon learning that the information on any such previously delivered Form is inaccurate or incorrect Party A and Party B Any other form or document, accurately completed and in a manner reasonably satisfactory to the other party, that may be required or reasonably requested in writing in order to allow the other party to make a payment under this Agreement, including any Credit Support Document, without any deduction or withholding for or on account of any Tax Forms Module}] [or with such deduction at a reduced rate Promptly upon the reasonable request of other party (b)] ) Other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At A Certificate of Incumbency Upon execution of this Master Agreement, and, if requested, each Confirmation Yes Party A Copy of extract of resolutions with respect to execution of agreements Party B Copies of the incorporating documents and by-laws (or other equivalent or analogous rules) of Party B certified as at the date hereof as true and in full force and effect Party B Certified copies of all resolutions required to authorize the signing, delivery and performance of this Agreement Yes] by Party B and appointing and empowering individuals with specimens of their respective signatures for and on behalf of Party B to sign and deliver this Agreement and sign under seal or otherwise and deliver all agreements, Upon execution of this Agreement, and, if requested, each Confirmation Upon execution of this Agreement Upon execution of this Agreement, and, if requested, each Confirmation Yes Yes Yes documents and instruments, and give all instructions, in connection herewith Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution Annual and/or quarterly financial statements Promptly upon request of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement party Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or Such other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, documents as the case other party may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement reasonably request Upon request No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a), each Each party agrees to deliver the following documents, documents as applicable: (a) Tax For the purpose of Section 4(a)(i), tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [Party A agrees to deliver a complete and accurate United States Internal Revenue Service Form W8-IMY (or any applicable successor form), in a manner reasonably satisfactory to Party B, (I) upon execution of this Agreement; (II) promptly upon reasonable demand of Party B, and (III) promptly upon learning that any such form previously provided by Party A has become obsolete or incorrect (and each such form is hereby identified for purposes of Section 3(d) of this Agreement). Party B agrees to deliver a complete and accurate United States Internal Revenue Service Form W-9 (or any applicable successor form), in a manner reasonably satisfactory to Party A, (I) upon execution of this Agreement; (II) promptly upon reasonable demand of Party A, and (III) promptly upon learning that any such form previously provided by Party B has become obsolete or incorrect (and each such form is hereby identified for purposes of Section 3(d) of this Agreement). (b) For the purpose of Section 4(a)(ii)] Other , other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution of this Master Agreement Yes] Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect reasonably satisfactory to the party’s other party as to the names, true signatures and its Credit Support Provider’s (if any) signatories executing authority of the officersor officials signing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver Confirmation on its behalf Upon execution this Agreement (or the Credit Support Documentand, as the case may be)if requested, and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At upon execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Confirmation Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (audited or other governing body) (i) authorizing this Agreement and certified financial statements for the Transactions contemplated hereby (or the Credit Support Documentmost recently ended financial year Upon request, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, soon as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement publicly available Yes Party B Certified copies of: (1) resolutions evidencing necessary corporate authority and approvals with respect to the charterexecution, enabling statutes, delivery and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws performance byParty B of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver any Confirmation delivered thereunder on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any Upon Execution of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]

Agreement to Deliver Documents. For the purpose purposes of Section 4(a), each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [(b)] Other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution of this Master Agreement Yes] Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be4(a)(i) and (ii) authorizing a specified person or persons to execute of this Agreement, the parties agrees that the following documents will be delivered: COVERED BY PARTY REQUIRED TO DATE BY WHICH SECTION 3(D) DELIVER DOCUMENT FORM/DOCUMENT/CERTIFICATE TO BE DELIVERED REPRESENTATION --------------------- ------------------------------------ ------------------------------- -------------- Party B and deliver on any Satisfactory evidence of its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At Upon execution of this Master Yes Credit Support capacity and ability to enter into Agreement Yes] 30[Party A A Certificate certifying (a) resolutions and upon request Provider of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Transaction hereunder Party B and any Certified evidence of the authority, Upon execution of this Yes Credit Support Documents At incumbency and specimen signature of Agreement and upon request Provider of Party B each person executing any document on its behalf in connection with this Agreement Party A Party A Designation of Authority and Upon the reasonable request of Yes related extract from Party A's Party B in connection with the By-Laws, certified by the Secretary execution of this Agreement or an Assistant Secretary, authorizing the execution, delivery and performance of derivative instruments of any kind COVERED BY PARTY REQUIRED TO DATE BY WHICH SECTION 3(D) DELIVER DOCUMENT FORM/DOCUMENT/CERTIFICATE TO BE DELIVERED REPRESENTATION --------------------- ------------------------------------ ------------------------------- -------------- Party B Duly executed and completed U.S. Upon execution of this Yes Internal Revenue Service Form W-9 Agreement, promptly upon (or successor thereto). reasonable demand by Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to promptly upon learning that any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned previously provided by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name has become obsolete or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]incorrect PART 4

Agreement to Deliver Documents. For the purpose of Section 4(aSections 3(d), 4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [Party required to deliver document- Form/Document/Certificate- Date by which to be delivered-Covered by Section 3(d) Representation Party B-Any form or document that may be reasonably requested, and that Party B is eligible to provide, in order to allow the requesting party to make a payment without (or with reduced) withholding Tax.-Promptly upon reasonable demand by the other party.-Yes Party A-An accurate and complete signed copy of each of Internal Revenue Service Form W-8ECI (or any successor thereto) and Internal Revenue Service Form W-8BEN (or any successor thereto), and all other related forms (including any certificate with respect thereto) as Party B may reasonably request.-(i) Concurrently with the execution and delivery of this Agreement and the Confirmation, (ii) prior to the expiration of the immediately preceding form that was in full force and effect, and (iii) at any time that a change in circumstances renders the preceding form inaccurate or incomplete in any material respect..-Yes (b)] ) Other documents to be delivered are: [Party required to deliver document- Form/Document/Certificate- Date by which to be delivered-Covered by Section 3(d) Party A] [and -Opinions of counsel for Party B] Duly executed Credit Support Document[s] specified A substantially in Part 4(d) At the form of Exhibit A to this Schedule-Upon execution of this Master Agreement Yes] Agreement-Yes Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures A-An incumbency certificate with respect to the party’s and its Credit Support Provider’s (if any) signatories executing signatory of this Agreement or any Credit Support Document At Agreement-Upon execution of this Master Agreement Agreement-Yes 29[Party A and Party B-An opinion of counsel for Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or substantially in the case form of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At Exhibit B to this Schedule-Upon execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions Agreement-Yes Party B-An incumbency certificate with respect to the signatory of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At Agreement-Upon execution of this Master Agreement Agreement-Yes Party B A Certificate certifying (a) resolutions B-Documentary evidence of Party B’s and its Credit Support Provider’s (if any) board authority of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support DocumentThe Bank of New York, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons Trustee, to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver act on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At B-Upon execution of this Master Agreement Agreement- Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable:applicable:- (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax are:- Party A and Party B Forms Module}] [and/or documents described in Section 4(a)(iii) of the Agreement. Upon reasonable demand by the other party. (b)] ) Other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution of this Master Agreement Yes] are:- Party A and Party B Duly executed tax formsFor each party, documents, or certificates referenced in Part 3(a) above At an incumbency certificate with respect to each signatory to this Agreement and the Credit Support Documents. Upon execution of this Master Agreement Agreement. Yes Party A A copy of the annual report of its Credit Support Provider containing audited consolidated financial statements for such fiscal year certified by independent public accountants and as otherwise provided prepared in Part 3(a) above accordance with generally accepted accounting principles consistently applied. Upon request. Yes 28[Party Party A and Party B Duly executed tax formsFor its most recent fiscal quarter, documents or certificates referenced a copy of the unaudited financial statements of its Credit Support Provider, prepared in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] accordance with generally accepted accounting principles consistently applied. Upon request. Yes Party A and Party B Evidence (i) In the case of authority and specimen signatures with respect to Party A, a copy of the party’s resolutions or other action of the board of directors of each of Party A and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) Provider and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement (x) a resolution of the board of directors certified by a secretary or other constituent documents)][(or in the case assistant secretary of Party B, its certificate of limited partnership or (y) an Pooling and partnership agreement Servicing Agreement or other constituent documents)] [(or in the case document of Party B, its certificate of organization or formation pursuant to which Party B is authorized to enter into this Agreement, each Credit Support Document to which it is a party, and operating agreement or other constituent documents)][or in each Transaction from time to time entered into hereunder (the case of Party B, its incorporation and bylaws documents as well as its prospectus] At “Authorizing Resolution”). Upon execution of this Master Agreement Yes] 30[Party Agreement. Yes Party A A Certificate certifying (a) resolutions guarantee of Party A’s and its Credit Support Provider’s (if any) board Holdings substantially in the form of directors (or other governing body) (i) authorizing Exhibit A to this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At Schedule. Upon execution of this Agreement Yes No Party A and An opinion of counsel to Party B A Certificate certifying (a) resolutions substantially in the form of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing Exhibit C to this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents)Schedule. In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At Upon execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions No Party B An opinion of counsel to Party A’s and its Credit Support Provider’s (if any) board B substantially in the form of directors (or other governing body) (i) authorizing Exhibit B to this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At Schedule. Upon execution of this Master Agreement No Party B Monthly Report At such time as each is delivered to the Trustee Yes Party B Certified copies of: (1) Copy of any notice delivered under the charter, enabling statutes, Pooling and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by Servicing Agreement that impacts this Agreement and authorizing a specified person or persons to execute and deliver on behalf of agreement. Upon availability Party B this Agreement, All reports that go to the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Rating Agencies. As applicable. Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party AEach material amendment, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior supplement or waiver to the date Pooling and Servicing Agreement, as proposed from time to time. Promptly upon learning of such reportany proposed amendment, prepared by [insert name supplement or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]waiver. No

Agreement to Deliver Documents. For the purpose of Section 4(a), each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [United States Internal Revenue Service Form W‑9. (b)] ) Other documents to be delivered are: [Party A] [A and Party B] B Duly executed Credit Support Document[s] Documents specified in Part 4(d) At execution of this Master Agreement Yes] Yes Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership constitutive documents verifying the power and authority to enter into this agreement or other constituent documents)][(or in and the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its transactions hereunderits incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) prospectus At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Provider certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] Provider if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] ’s home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Provider Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] Provider if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] ’s home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Provider certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 1520 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Provider Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Provider Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Provider Yes 33[Party Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 counsel At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party No Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party No Party B Monthly account statements from Party B’s Credit Support Provider detailing, at a minimum, the Net Income of Party B B’s Credit Support Provider for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a)4(a)(ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a: COVERED BY PARTY REQUIRED TO FORM/DOCUMENT/ DATE BY WHICH TO BE SECTION 3(D) Tax forms, documents, or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [(b)] Other documents to be delivered are: [DELIVER DOCUMENTS CERTIFICATE DELIVERED REPRESENTATION Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At A Evidence reasonably Upon execution of this Master Agreement Yes] Party A Yes and Party B Duly executed tax formssatisfactory to the Agreement and the other party as to the related Confirmation names, documentstrue signatures and authority of the officer or officials signing this Agreement or the Confirmation on its behalf Party A A copy of the annual Upon request, or certificates referenced in Part 3(a) above At as soon Yes report for Party A as publicly available containing audited and certified financial statements for the most recently ended financial year Party A Opinions of counsel to Upon execution of this Master No Party A reasonably Agreement satisfactory in form and as otherwise provided in Part 3(a) above Yes 28[Party A and substance to Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At with respect to this Agreement Party B Certified copies of Upon execution of this Master Yes all documents Agreement evidencing the necessary corporate authorizations and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures approvals with respect to the party’s execution, delivery, and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At performance of derivatives transactions Party B Correct, complete and Upon execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions Not applicable executed U.S. Internal Agreement, upon the Revenue Form W-9 or appointment of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be)any successor thereto successor Subordination Agent, and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and at any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand time upon reasonable request by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [Party required to Form/Document/ Date by which deliver document Certificate to be delivered ---------------- ----------- --------------- Party A W-9 for the Trust Upon execution of this Agreement. (b)] ) Other documents to be delivered are: [Covered by Party A] [and required to Form/Document/ Date by which Section 3(d) deliver document Certificate to be delivered Representation ---------------- ----------- --------------- -------------- Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At A A Certificate of an Upon execution of Yes. authorized officer of the this Master Agreement Yes] Agreement. party, certifying the names, true signatures and authority of the officers of the party signing this Agreement. Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At An opinion of counsel for Upon execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Yes. Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to the party’s and its Credit Support Provider’s (if any) signatories executing A. this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions power of each attorney Upon execution of Yes. executed by an authorized this Agreement. officer of the party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) , authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf signing this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver do so on behalf of the party. Covered by Party required to Form/Document/ Date by which Section 3(d) deliver document Certificate to be delivered Representation ---------------- ----------- --------------- -------------- Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments Opinion of counsel to any of the foregoing At Party Upon execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party . B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by addressed to Party A, but in no event later than 120 days after this Agreement. the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand rating agencies rating the Certificates issued by Party Athe Trust, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form covering such other matters as reasonably requested by, and substance [satisfactory to the addressees. Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reportsUpon execution of Yes. audited balance sheet of this Agreement and, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as for such fiscal thereafter, if year certified by prepared, upon independent public request of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (or accountants and prepared in the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]Servicer. accordance with generally accepted accounting principles consistently applied.

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and 4(a)(ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [Party B agrees to deliver a complete and accurate United States Internal Revenue Service Form W-9 (or any applicable successor form), in a manner reasonably satisfactory to Party A, (i) upon execution of this Agreement; (ii) promptly upon reasonable demand of Party A, and (iii) promptly upon learning that any such form previously provided by Party B has become obsolete or incorrect (and each such form is hereby identified for purposes of Section 3(d) of this Agreement. (b)] ) Other documents to be delivered are: [Party A] [B Most recently completed Annual Report of Party B and Party B] Duly executed of its Credit Support Document[s] specified Provider (as applicable) containing consolidated financial statements certified by independent certified public accountants and prepared in Part 4(d) At execution of this Master Agreement Yes] Party A and accordance with accounting principles that are generally accepted in the country or countries in which Party B Duly executed tax forms, documents, or certificates referenced in Part 3(aand its Credit Support Provider (as applicable) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above is organized Upon request Yes 28[Party A and Party B Duly executed tax formsMost recently completed, documents or certificates referenced in Part 2 above At execution unaudited consolidated financial statements of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence and of authority its Credit Support Provider (as applicable) for a fiscal quarter prepared in accordance with accounting principles that are generally accepted in the country or countries in which Party B and specimen signatures its Credit Support Provider (as applicable) is organized Upon request Yes Party B Certified copies of all corporate authorizations and any other documents with respect to the party’s execution, delivery and its Credit Support Provider’s (if any) signatories executing performance of this Agreement or any Credit Support Document At Upon execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution delivery of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of authority and specimen signatures of individuals executing this Agreement, Confirmations and each party’s and its Credit Support Provider’s Document (if anyas applicable) board Upon execution and delivery of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy thereafter upon request of the bylaws (estatutos) of Party B At execution of this Master Agreement other party Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable:applicable:- (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax are:- Party required to Form/Document/ Date by which deliver document Certificate to be Delivered ---------------- ----------- --------------- Party A and Party B Forms Module}] [and/or documents described Upon reasonable demand by the in Section 4(a)(iii) of the other party. Agreement. (b)] ) Other documents to be delivered are: [are:- Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(dForm/Document/ Date by which Covered by required to Certificate to be Delivered Section 3(d) At execution of this Master Agreement Yes] deliver ----------- --------------- ------------ document -------- Party A and For each party, an Upon execution of Yes Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution of incumbency certificate with this Master Agreement. respect to each signatory to this Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] the Credit Support Documents. Party A A copy of the annual report Upon request. Yes of its Credit Support Provider containing audited consolidated financial statements for such fiscal year certified by independent public accountants and prepared in accordance with generally accepted accounting principles consistently applied. Party B Evidence A For its most recent fiscal Upon request. Yes quarter, a copy of authority and specimen signatures with respect to the party’s and unaudited financial statements of its Credit Support Provider’s (if any) signatories executing this Agreement , prepared in accordance with generally accepted accounting principles consistently applied. Party A and Any documents required or any Credit Support Document At Upon execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions reasonably requested by the this Agreement. receiving party to evidence authority of each party’s and the delivering party or its Credit Support Provider’s (, if any) board , to execute and deliver this Agreement, any Confirmation, and any Credit Support Documents to which it is a party, and to evidence the authority of directors (or other governing body) (i) authorizing the delivering party to its Credit Support Provider to perform its obligations under this Agreement and the Transactions contemplated hereby (or the Agreement, such Confirmation and/or Credit Support Document, as the case may be. Party Form/Document/ Date by which Covered by required to Certificate to be Delivered Section 3(d) and deliver ----------- --------------- ------------ document -------- Party A A guarantee of Lehman Upon execution of No Brothers Holdings Inc. this Agreement. (ii"Holdings") authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or substantially in the case form of Exhibit A to this Schedule. Party B, its partnership agreement or other constituent documents)][(or B Opinions of counsel to Party Upon execution of No B substantially in the case form this Agreement. of Exhibit B to this Schedule. Party B, its certificate A An opinion of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At counsel to Upon execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes No Party A and Party B A Certificate certifying (a) resolutions A's Credit this Agreement. Support Provider substantially in the form of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing Exhibit C to this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents)Schedule. In addition, Party B shall furnish a certified Monthly Report At such time as Yes each Monthly Report is delivered to the Trustee. Party B Copy of any notice delivered Upon availability. Yes under the Pooling and Servicing Agreement that impacts this Agreement. Party B Executed copy of the bylaws (estatutos) Credit Upon execution of Yes Support Document specified this Agreement. in Part 4 to this Schedule. Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A Executed copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as Swap Upon execution of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]Yes Contract Administration this Agreement. Agreement.

Agreement to Deliver Documents. For the purpose of Section 4(a)4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, documents or certificates to be delivered under Section 4(a) are: {Insert Appropriate Tax Forms Module}] [Party A and Party B An executed United States Internal Revenue Service Form W-9 (or any successor thereto), as applicable. (i) Upon execution of this Agreement, (ii) promptly upon reasonable request by the other party, and (iii) promptly upon learning that any such form previously provided has become obsolete, incorrect, or ineffective. Party A and Party B Any form, document or certificate reasonably requested by the other party in order for such other party to be able to make payments hereunder without withholding for or on account of Taxes or with such withholding at a reduced rate. Upon earlier of (i) reasonable demand (ii) the other party learning that the form or document is required. (b)] ) Other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution of this Master Agreement Yes] Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution Certified copies of this Master Agreement all corporate authorizations and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, any other documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to the party’s execution, delivery and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution performance of this Master Agreement Yes 29[Party A Agreement. Upon execution and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution delivery of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Agreement. Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s authority and its Credit Support Provider’s (if any) board specimen signatures of directors or other governing body authorizing individuals executing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), each confirmation. Upon execution and (b) copies delivery of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and thereafter upon request of the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement party. Yes Party B Certified copies of: (1) the charter, enabling statutes, Its annual report containing audited consolidated financial statements prepared in accordance with accounting principles that are generally accepted in such party’s country of organization and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent certified public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of for each fiscal year of [Enron Corp.] [year. If not publicly available and if Party A’s Credit Support Provider] if such Financial Statement is B has not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes provided it to Party A Quarterly Unaudited Consolidated Financial Statement or an Affiliate of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory pursuant to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s the Credit Support Provider] certified by independent public accountants Promptly following demand by Party AAgreement, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] upon request. Yes Party B Quarterly Unaudited Consolidated Financial Statement Its unaudited consolidated financial statements, the consolidated balance sheet and related statements of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of income for each fiscal year quarter prepared in accordance with accounting principles that are generally accepted in such party’s country of [organization. If not publicly available and if Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory has not provided it to Party A and its counsel]34[of Attachment 1 hereto]35 [or an Affiliate of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior pursuant to the date of such reportCredit Agreement, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B upon request. Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and 4(a)(ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [PARTY REQUIRED COVERED BY TO DELIVER FORM/DOCUMENT/ DATE BY WHICH SECTION 3(d) DOCUMENT CERTIFICATE TO BE DELIVERED REPRESENTATION Party B Executed United States On signing of this Yes Internal Revenue Form W-8 Agreement and BEN (or any successor form thereafter as soon as thereto) reasonably practicable upon learning that any form previously provided by Party B has become incorrect or obsolete (b)] ) Other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(dPARTY REQUIRED COVERED BY TO DELIVER FORM/DOCUMENT/ DATE BY WHICH SECTION 3(d) At execution of this Master Agreement Yes] DOCUMENT CERTIFICATE TO BE DELIVERED REPRESENTATION Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution Appropriate evidence of On signing of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this signatory's authority Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws copy of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution On signing of this Master Yes board resolution and Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [constitutional documents Party A Legal opinion in form and substance satisfactory to On signing of this No Agreement Party B and its counsel At execution Legal opinions from On signing of this Master No Allen & Overy LLP Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] X xopy xx xhe annual report Upon request, as Yes for such party containing soon as publicly audited or certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account financial available statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]most recently ended financial year

Agreement to Deliver Documents. For the purpose of Section 4(a)4(a)(i) and Section 4(a)(ii) of this Agreement, Party A and Party B each party agrees agree to deliver the following documents, as applicable:applicable:- (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [Party required to Form, Document Date by which deliver document or Certificate to be Delivered ---------------- -------------- --------------- Party A An executed U.S. Internal (i) Before the first Payment Revenue Service 4224 Date under Form this (or any successor thereto) Agreement, (ii) promptly upon reasonable demand by Party B, and (iii) promptly upon learning that any such Form previously provided by Party A has become obsolete or incorrect. Party B An executed U.S. Internal (i) Before the first Payment Revenue Service Form W-9 Date under this Agreement, (or any successor thereto), (ii) promptly upon demand by including appropriate Party A, and (iii) reasonable attachments promptly upon learning that any such form previously provided by Party B has become obsolete or incorrect. (b)] ) Other documents to be delivered are: [Party A] [and required to Form, Document Date by which Covered by deliver document or Certificate to be Delivered Section 3(d) ---------------- -------------- --------------- ------------ Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At A An opinion of counsel to Party A Upon execution of this Master No substantially in the form of Exhibit A Agreement. to this Schedule. Party A An incumbency certificate with respect Upon execution of this Yes to the signatory of this Agreement. Agreement. Party B Opinions of counsel rendered in Upon execution of this No connection with the issuance of the Agreement. Notes reasonably satisfactory in form and substance to Party A. Party required to Form, Document Date by which Covered by deliver document or Certificate to be Delivered Section 3(d) ---------------- -------------- --------------- ------------ Party B An incumbency certificate with respect Upon execution of this Yes to the signatory of this Agreement. Agreement. Party B Executed copies of all Basic Documents Upon execution of this Yes, with respect to and all opinions required by the Agreement. certificates and other Senior Note Underwriting Agreement Yes] or factual statements; the Subordinate Note Purchase No, with respect to opinions Agreement (and, to the extent not and agreements. otherwise covered, an ERISA Opinion and a Tax Opinion) each such opinion and agreement reasonably satisfactory in form and substance to Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] each opinion naming Party A and Party B Evidence of authority and specimen signatures with respect to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Documentas addressee or, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party Bthe Underwriter's Opinion, its partnership agreement or other constituent documents)][(or in a reliance party with respect to all opinions therein except the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]10b-5 opinion.

Agreement to Deliver Documents. For the purpose of Section 4(a), each party agrees to deliver the following documents, as applicable) of this Agreement: (a) I. Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [Party A An executed IRS Form W-9 (b)] or any successor form) (together with any required attachments) with respect to Party A. Upon execution and delivery of this Agreement; and promptly upon learning that any form previously provided by such party has become obsolete or incorrect. Party B An executed IRS Form W-9 (or any successor form) (together with any required attachments) with respect to the Party B Investor, indicating Party B as the disregarded entity name with respect to the Party B Investor. Upon execution and delivery of this Agreement; and promptly upon learning that any form previously provided by such party has become obsolete or incorrect. II. Other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(drequired to deliver document Form/Document/ Certificate Date by which to be delivered Covered by Section 3(d) At execution of this Master Agreement Yes] Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect reasonably satisfactory to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution other party of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) the (i) authorizing authority of such party to enter into this Agreement and the any Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons the authority and genuine signature of the individual signing this Agreement on behalf of such party to execute the same. Upon execution and deliver on its behalf delivery of this Agreement (or and, if requested by the Credit Support Documentother party, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents soon as well as its prospectus] At practicable after execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions any Confirmation of Party A’s and its Credit Support Provider’s (if any) board of directors (or any other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Transaction. Yes Party B A Certificate certifying (a) resolutions The annual report of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy Investor containing audited consolidated financial statements prepared in accordance with accounting principles that are generally accepted in the United States of a Power of Attorney authorizing a specified person or persons to execute America and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent certified public accountants Promptly following demand by Party B, but for each fiscal year. As soon as available and in no any event later than within 120 days (or as soon as practicable after becoming publicly available) after the end of each of the Party B Investor’s fiscal year years. Yes; provided that the phrase “is, as of [Enron Corp.] [the date of the information, true, accurate and complete in every material respect” in Section 3(d) shall be deleted and the phrase “fairly presents, in all material respects, the financial condition and results of operations as of their respective dates and for the respective periods covered thereby” shall be inserted in lieu thereof. Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [B The unaudited consolidated financial statements, the consolidated balance sheet and related statements of income of the Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of B Investor for each of the first three fiscal quarters of each fiscal year prepared in accordance with accounting principles that are generally accepted in the United States of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not America. As soon as available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion and in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no any event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than within 60 days (or as soon as practicable after becoming publicly available) after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for Investor’s fiscal quarters. Yes; provided that the relevant monthphrase “is, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such reportthe information, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (true, accurate and complete in every material respect” in Section 3(d) shall be deleted and the phrase “Engineering Report”) Within 60 days after fairly presents, in all material respects, the end financial condition and results of each fiscal quarter (other than fiscal year end) operations as of Party B their respective dates and 90 days after for the end of each fiscal year of Party B Yes]respective periods covered thereby” shall be inserted in lieu thereof.

Agreement to Deliver Documents. For the purpose of Section 4(a), each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [(b)] Other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution of this Master Agreement YesYes [Party A] Party A [and Party B B] Duly executed tax forms, documents, or certificates referenced Credit Support Document[s] specified in Part 3(a4(d) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party Party A and Party B Duly executed tax forms, documents Evidence of authority and specimen signatures with respect to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or certificates referenced in Part 2 above any Credit Support Document At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Yes Party A and Party B Evidence of authority and specimen signatures with respect to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party [Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors ([or other governing body) ] (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), [and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws [(or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus]] At execution of this Master Agreement Yes] 30[Party 13[Party A and Party B A Certificate certifying (a) resolutions of Party Aeach party’s and its Credit Support Provider’s (if any) board of directors ([or other governing body) ] (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), [and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws [(or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes]] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later earlier than 120 days after the end of each of its fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx years Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later earlier than 60 days after the end of each of the its first three fiscal quarters of each of its fiscal year of [Enron Corp.] years Yes [Party A’s Credit Support ProviderA Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Agreement No] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later earlier than 120 days after the end of each of its fiscal year of [Party B] [and][Party B’s Credit Support Provider] years Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later earlier than 60 days after the end of each of the its first three fiscal quarters of each of its fiscal year of years Yes [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [counsel At execution of Attachment 1 hereto]36[of Attachment this Agreement No] 14[Party B Legal opinion in form and substance satisfactory to Party A hereto]37[of Attachment 1 hereto]38 and its counsel At execution of this Master Agreement No] 39[Party 15[Party B Information Sheet in the form of Annex B hereto Prior to execution of this Master Agreement Yes] 16[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and 4(a)(ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [(bnone. For the purpose of Section 4(a)(i)] Other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution of this Master Agreement Yes] Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed the tax forms, documents or certificates referenced in Part 2 above At to be delivered are: Party required to deliver document Form/Document/Certificate Date by which to be delivered Party A A correct, complete and properly executed United States Internal Revenue Service Form W-9 (or any successor thereto). (i) upon execution of this Master Agreement, (ii) promptly reasonable demand by Party B and (iii) promptly upon learning that any such form previously provided by Party A has become obsolete or incorrect. (i) Upon execution of this Agreement, (ii) promptly upon reasonable demand by Party A and (iii) promptly upon learning that any such form previously provided by Party B has become obsolete or incorrect. 1 Appropriate US person or non-US person representations to be provided by Party B. (b) For the purposes of Section 4(a)(ii), the other documents to be delivered (which will be covered by the representation in Section 3(d) the Agreement and as otherwise provided in Part 2 above Yes] if specified) are: Party A and Party B Evidence of authority the authority, incumbency and specimen signatures with respect to the party’s and its Credit Support Provider’s (if any) signatories signature of each person executing this Agreement or any Confirmation, Credit Support Document At or other document entered into in connection therewith. Upon execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying or any Confirmation (a) resolutions of each party’s and its or, alternatively in relation to a Confirmation, upon request), Credit Support Provider’s (if any) board of directors (Document or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Documentdocument entered into in connection therewith, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement . Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Documentmost recent annual report containing audited consolidated financial statements, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but and prepared in no event later than 120 days after the end accordance with generally accepted accounting principles of each fiscal year of [Enron Corp.] [Party A’s such party or its Credit Support Provider] , if any, and such Financial Statement is not available on “XXXXX” other public information respecting the condition or [Enron Corp.’s] [Party A’s operations financial or otherwise of such party or its Credit Support Provider’s] home page on , if any, as the World Wide Web at xxx.xxxxx.xxx other party may reasonably request from time to time. On such date as such financial statements are posted to the SEC Exxxx site or posted to such party’s official website. Yes Party A Quarterly Unaudited Consolidated Financial Statement B Copies of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand all documents reasonably required by Party BA to evidence the authority ofParty B (and, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [applicable, Party B’s Credit Support Provider] ) to enter into this Agreement and the Transactions (and, if applicable, Credit Support Documents) contemplated hereunder, in each case certified by independent public accountants Promptly following demand by an authorized officer of Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s B (or its Credit Support Provider] , as the case may be)that such documents are in full force and effect. Upon execution of this Agreement. Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of its (or its Credit Support Provider’s, if any) most recently prepared quarterly consolidated financial statements prepared in accordance with generally accepted accounting principles. On such date as such financial statements are posted to the quarterly SEC Exxxx site. Yes Party B A duly executed and annual engineering reportsdelivered copy of each Credit Support Document. Upon execution of Yes this Agreement. Yes Party B In connection with any Credit Agreement Transaction, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned any document requested by Party A in its sole discretion to cross- collateralize (or evidencing the cross-collateralization of) all of the debts, obligations and liabilities of Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable under this Agreement with all collateral pledged to Party A (the “Engineering Report”) Within 60 days after the end under any Credit Support Document. Upon execution of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B this Agreement Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a), each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [Party A agrees to complete, execute, and deliver to Party B, United States Internal Revenue Service Form W-9 or any successor of such form: (i) on a date which is before the first scheduled payment date under this Agreement; (ii) promptly upon reasonable demand by Party B; and (iii) promptly upon learning that any such forms previously provided by Party A has become obsolete or incorrect. Party B agrees to complete, execute, and deliver to Party A, United States Internal Revenue Service Form W-9 or any successor of such forms: (i) on a date which is before the first scheduled payment date under this Agreement; (ii) promptly upon reasonable demand by Party A; and (iii) promptly upon learning that any such forms previously provided by Party B has become obsolete or incorrect. (b)] ) Other documents to be delivered are: [Covered by Party A] [and required to deliver Form/Document/Certificate Date by which Section 3(d) document to be delivered Representation Party B] Duly executed Credit Support Document[s] specified in Part 4(d) A Power of Attorney with respect to At execution of this Master Agreement Yes] Yes Party A and Agreement Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above A Support Agreement dated as of At execution of this Master Yes October 8, 1993 among Party A, Agreement Mitsui Marine and Fire Insurance Co., Ltd. ("Mitsui Marine"), and The Goldman Sachs Group, Inc. ("Goldman Group") (the "Support Agreement") accompanied by a certificate of an authorized officer of Party A, certifying that it is a true, complete and correct copy of the original Support Agreement Party A Guaranty dated as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax formsof December 20, documents or certificates referenced in Part 2 above At execution of this Master Yes 2000 between Mitsui Marine and Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to Goldman Sachs Group (the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be"Guaranty"), accompanied by a certificate certifying that it is a true, complete and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified correct copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]original Guaranty

Agreement to Deliver Documents. For the purpose of Section 4(a)4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, documents or certificates to be delivered under Section 4(a) are: {Insert Appropriate Tax Forms Module}] [: (i) Upon execution of this Agreement, (ii) promptly upon reasonable request by the other party, and (iii) promptly upon learning that any such form previously provided has become obsolete, incorrect, or ineffective. Party A and Party B Any form, document or certificate reasonably requested by the other party in order for such other party to be able to make payments Upon earlier of (i) reasonable demand (ii) the other party learning that the form or document is hereunder without withholding for or on account of Taxes or with such withholding at a reduced rate. required. (b)] ) Other documents to be delivered are: [Party A] [B Certified copies of all corporate authorizations. Upon execution and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution delivery of this Master Agreement Yes] Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Agreement. Yes Party B A Certificate certifying (a) resolutions The party’s annual report containing audited consolidated financial statements prepared in accordance with accounting principles that are generally accepted in such party’s country of organization and certified by independent certified public accountants for each fiscal year. To the extent not publicly available or accessible at the website of Party B’s and its Credit Support Provider’s (if any) board of directors (B or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Documentat xxx.xxx.xxx, as soon as practicable after the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than also within 120 calendar days after the end of each fiscal year while there are any obligations outstanding under this Agreement, provided that, this delivery requirement shall be satisfied to the extent the relevant copy of [Enron Corp.] [the financial statement is delivered to Party A or any Affiliate of Party A, in its capacity as Lender under the Term Loan Agreement. Yes Party B The party’s Credit Support Provider] unaudited consolidated financial statements, the consolidated balance sheet and related statements of income for each fiscal quarter prepared in accordance with accounting principles that are generally accepted in such party’s country of organization. As soon as available and in any event within 60 days (or as soon as practicable after becoming publicly available) after the end of each of its fiscal quarters if such Financial Statement financial statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on at the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement website of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after provided that this delivery requirement shall be satisfied to the end of each extent the Yes relevant copy of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement financial statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [delivered to Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution or any Affiliate of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after its capacity as Lender under the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Term Loan Agreement. Party A and its counsel]34[of Attachment 1 hereto]35 [Party B Certificate of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At authority and specimen signatures of individuals executing this Agreement and each confirmation. Upon execution and delivery of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end thereafter upon request of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month other party. Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Party A An original completed and executed United States Internal Revenue Service Form W-8BEN (or any successor thereto), as appropriate, with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax Forms Module}] [on payments to Party A under this Agreement. (i) Upon execution and delivery of this Agreement, with such form to be updated at the beginning of each succeeding three calendar year period beginning after execution of this Agreement, or as otherwise required under then applicable U.S. Treasury Regulations; (ii) promptly upon reasonable demand by Party B; and (iii) promptly upon learning that any information on any previously delivered form (or any successor thereto) has become obsolete or incorrect. Party B (i) Upon execution of this Agreement, an original completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B under this Agreement, and (ii) thereafter, the appropriate tax certification form (i.e., IRS Form W-9 or IRS Form W-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor thereto) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. (i) Prior to the First Floating Rate Payer Payment Date, (ii) promptly upon reasonable demand by Party A, (iii) promptly upon actual knowledge that any such form previously provided by Party B has become obsolete or incorrect and (iv) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year. (b)] ) Other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution of this Master Agreement Yes] are:- Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect of signatories to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At Upon execution of this Agreement Yes Party A Any publicly available annual audited financial statements prepared in accordance with generally accepted accounting principles in the country in which Party A is organized As such statements are made publicly available on Party A’s website (hxxx://xxx.xxx.xxx/0/e/investors/annualreporting.html) or on the U.S. Securities Exchange Commission EXXXX information retrieval system Yes Party A Any publicly available interim unaudited financial statements prepared in accordance with generally accepted accounting principles in the country in which Party A is organized As such statements are made publicly available on Party A’s website (hxxx://xxx.xxx.xxx/0/e/investors/quarterly_reporting.html or on the U.S. Securities Exchange Commission EXXXX information retrieval system Yes Party B A duly executed copy of the Pooling and Servicing Agreement (“PSA”) Promptly upon being finalized No (1) Available monthly via Supplemental Interest Trust Trustee’s website at: hxxxx://xxx.xxx.xx.xxx/xxxx (2) At the time specified for such notice to parties in the applicable Section of the PSA No Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion opinions reasonably satisfactory in form and substance satisfactory to Party B and its counsel At each party Promptly following execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a), each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [: (a) Party B agrees to complete (accurately and in a manner reasonably satisfactory to Party A), execute, and deliver to Party A a United States Internal Revenue Service Form W-8BEN, or any successor form, with respect to Transactions not identified pursuant to clause (b)(ii)(1) of Part 2, (i) before the first Scheduled Payment Date under this Agreement, (ii) before December 31st of each third successive calendar year, (iii) promptly upon reasonable demand by Party A, and (iv) promptly upon learning that any such form previously provided by Party B has become obsolete or incorrect. (b) Party B agrees to complete (accurately and in a manner reasonably satisfactory to Party A)] , execute, and deliver to Party A in duplicate a United States Internal Revenue Service Form W-8ECI, or any successor form, with respect to Transactions identified pursuant to clause (b)(ii)(1) of Part 2, (i) before the first Scheduled Payment Date under this Agreement, (ii) before the first Scheduled Payment Date in each successive taxable year of Party B, (iii) promptly upon reasonable demand by Party A, and (iv) promptly upon learning that any such form previously provided by Party B has become obsolete or incorrect. (c) Other documents to be delivered are: [Party A] [A and Party B] B Duly executed Credit Support Document[s] Documents specified in Part 4(d) At execution of this Master Agreement Yes] Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) body (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions Extract from the Trade Register of Party B’s the Chamber of Commerce which indicates the names of the Managing Directors and its Credit Support Provider’s (if any) board their power of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) representation At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Provider certified by independent public accountants Promptly following demand by Party B, but in no event later earlier than 120 days after the end of each of its fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx years Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Provider Promptly following demand by Party B, but in no event later earlier than 60 days after the end of each of the its first three fiscal quarters of each of its fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx years Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] B certified by independent public accountants accountants, together with a Compliance Certificate, as defined in Paragraph 13(m) of Annex A attached hereto Promptly following demand by Party A, but in no event later earlier than 120 days after the end of each of its fiscal year of [Party B] [and][Party B’s Credit Support Provider] years Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] , together with a Compliance Certificate, as defined in Paragraph 13(m) of Annex A attached hereto Promptly following demand by Party A, but in no event later earlier than 60 days after the end of each of the its first three fiscal quarters of each of its fiscal year of [years Yes Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At and its counsel Within 30 days after execution of this the Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable:applicable:- (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [are:- Party A With respect to each Transaction that is entered into under this Agreement through an Office of Party A that is located in the U.S., one duly executed and completed U.S. Internal Revenue Service Form W-8ECI (or successor thereto). (i) (i) Upon execution and delivery of this Agreement, with such form to be updated at the beginning of each succeeding three calendar year period beginning after execution of this Agreement, or as otherwise required under then applicable U.S. Treasury Regulations; (ii) promptly upon reasonable demand by Party B; and (iii) promptly upon learning that any Form W-8ECI (or any successor thereto) has become obsolete or incorrect. Party A With respect to each Transaction that is entered into under this Agreement through an Office of Party A that is not located in the U.S., one duly executed and completed U.S. Internal Revenue Service Form W-8BEN (or successor thereto). (i) Upon execution and delivery of this Agreement, with such form to be updated at the beginning of each succeeding three calendar year period beginning after execution of this Agreement, or as otherwise required under then applicable U.S. Treasury Regulations; (ii) promptly upon reasonable demand by Party B; and (iii) promptly upon learning that any Form W-8BEN (or any successor thereto) has become obsolete or incorrect. (i) Upon execution and delivery of this Agreement, (ii) promptly upon reasonable demand by Party A, and (iii) promptly upon learning that any such Form previously provided by Party B has become obsolete or incorrect. (b)] ) Other documents to be delivered are: [are:- Party A] [A Certified copy of the Board of Directors resolution (or equivalent authorizing documentation) which sets forth the authority of each signatory to the Confirmation signing on its behalf and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At the authority of such party to enter into Transactions contemplated and performance of its obligations hereunder. Upon execution of this Master Agreement Yes] Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Agreement. Yes Party A and Party B A Incumbency Certificate certifying (aor, if available the current authorized signature book or equivalent authorizing documentation) resolutions specifying the names, titles, authority and specimen signatures of the persons authorized to execute the Confirmation which sets forth the specimen signatures of each party’s signatory to the Confirmation signing on its behalf. Concurrently with the execution and its Credit Support Provider’s (if any) board delivery of directors or other governing body authorizing this Agreement the Confirmation unless previously delivered and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), still in full force and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents)effect. In addition, Yes Party B shall furnish a certified The Pooling and Servicing Agreement (“PSA”) Promptly upon receipt of an execution copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) Any notice of default as may be required under the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing PSA to be delivered to Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving A. At the Transactions contemplated by this Agreement and authorizing a times specified person or persons to execute and deliver on behalf of Party B this Agreement, in the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx PSA. Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [and Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A B Legal opinion in respect of such Party reasonably satisfactory in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event the other party. No later than 120 15 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement closing No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]

Agreement to Deliver Documents. (a) For the purpose of Section 4(a4(a)(i), each party agrees to deliver the following documents, as applicable: (a) Tax tax forms, documents, or certificates to be delivered are: {Insert Appropriate Tax Party A and Party B Forms Module}] [and/or documents described in Section 4(a)(iii) of the Agreement. Upon reasonable demand by the other party. (b) For the purpose of Section 4(a)(ii)] Other , other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution of this Master Agreement Yes] Party A and Party B Duly executed tax forms, documents, Any documents required by the receiving party to evidence the authority of the delivering party or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to the party’s and its Credit Support Provider’s (, if any) signatories executing , for it to execute and deliver the Agreement, this Agreement or Confirmation, and any Credit Support Document At execution Documents to which it is a party, and to evidence the authority of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and the delivering party or its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing Provider to perform its obligations under the Agreement, this Agreement Confirmation and the Transactions contemplated hereby (or the any Credit Support Document, as the case may be) . Upon the execution and (ii) authorizing a specified person or persons delivery of this Agreement. Yes Party A and Party B A certificate of an authorized officer of the party, as to execute the incumbency and deliver on its behalf authority of the respective officers of the party signing the Agreement, this Agreement (or the Confirmation, and any relevant Credit Support Document, as the case may be), . Upon the execution and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution delivery of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Agreement. Yes Party A and Party B A Certificate certifying (a) resolutions Annual Report of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Provider containing consolidated financial statements certified by independent certified public accountants Promptly following demand by Party B, but and prepared in no event later than 120 days after accordance with generally accepted accounting principles in the end of each fiscal year of [Enron Corp.] [country in which Party A’s Credit Support Provider] if such Provider is organized. Promptly upon becoming publicly available. Yes Party A Quarterly Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Statements of Party A’s Credit Support Provider’s] home page on Provider containing unaudited, consolidated financial statements of Party A’s fiscal quarter prepared in accordance with generally accepted accounting principles in the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [country in which Party A’s Credit Support Provider] Provider is organized. Promptly following demand by upon becoming publicly available. Yes Party B, but in no event later than 60 days after the end A An opinion of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [counsel to Party A and Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Provider substantially in the form of Exhibit B to this Schedule. Upon the execution and delivery of this Agreement. No Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory B Opinion(s) of counsel to Party B related to the Pooling and its counsel At Servicing Agreement and other deal documents in the form reasonably acceptable to Party A. Upon the execution and delivery of this Master Agreement No] Agreement. No Party A A guarantee of Xxxxxx Brothers Holding Inc. substantially in the form of Exhibit A to this Schedule. Upon the execution and delivery of this Agreement. No Party B Annual Audited Consolidated Financial Statement of [Monthly Report. At such time as each Monthly Report is delivered to Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes B. No Party B Quarterly Unaudited Consolidated Financial Statement Copy of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory any notice delivered to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned or by Party B as of a date not earlier that 60 days prior to under the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Pooling and Servicing Agreement. Promptly upon availability. No Party B Pooling and 90 days after the end of each fiscal year of Party B Yes]Servicing Agreement. Promptly upon execution in final form. No

Agreement to Deliver Documents. For the purpose of Section 4(a)4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [: (i) Upon the execution of this Agreement; (ii)promptly upon reasonable demand by the other party; and (iii)promptly upon learning that any such form previously provided by the party has become obsolete or incorrect. (i) Upon the execution of this Agreement (if physical annex is attached); (ii)promptly upon reasonable demand by the other party; and (iii)promptly upon learning that any such form previously provided by the party has become obsolete or incorrect. (b)] ) Other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution of this Master Agreement Yes] Party A and Party B Duly A duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect certificate reasonably acceptable to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) receiving party evidencing the authority (i) authorizing this Agreement of such party to execute, deliver and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on perform its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing obligations under this Agreement and any Credit Support Documents At Document to which it is a party and (ii) of its Credit Support Provider, if any, to execute, deliver and perform its obligations under each Credit Support Document to which it is a party. Upon execution of this Agreement Yes Party A and Party B A Certificate duly executed incumbency certificate reasonably acceptable to the receiving party certifying (a) resolutions the name, true signature and authority of each person authorized to (i) with respect to such party execute this Agreement and any Credit Support Document to which it is a party and (ii) with respect to such party’s Credit Support Provider, if any, execute any Credit Support Document to which it is a party. Upon execution of this Agreement Yes Party A and Party B Such other reasonable documentation (including financial information) the other party requests in connection with any Transaction. Promptly upon request Yes Party A and Party B A copy of the most recently available annual report containing audited consolidated financial statements of the party or its Credit Support Provider, as applicable. Promptly upon request if such financial statements are not available on “SEDAR”, “XXXXX” or on the party’s or its Credit Support Provider’s (if anyas applicable) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement A copy of [Enron Corp.] [the most recently available quarterly unaudited consolidated financial statements of Party A’s , or in the case of its Credit Support Provider] , as applicable, a copy of its bi-annual consolidated financial statements Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] upon request if such Financial Statement is financial statements are not available on “SEDAR”, “XXXXX” or [Enron Corp.’s] [Party Aon the party’s or its Credit Support Provider’s] ’s (as applicable) home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party B A copy of the most recently available quarterly unaudited consolidated financial statements of Party B or its Credit Support Provider, as applicable. Promptly upon request if such financial statements are not available on “SEDAR”, “XXXXX” or on the party’s or its Credit Support Provider’s (as applicable) home page on the World Wide Web Yes Party A Legal opinion in form and substance satisfactory to Party B and its counsel At Duly executed copy of each Credit Support Document specified in Part 4(e) of this Schedule. Upon execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following Yes (i) On each Business Day; and (ii) promptly upon reasonable demand by Party A, but in no event later than 120 days after A. Yes (i) On the end fifth Business Day of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following month; and (ii) promptly upon reasonable demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [A. Yes Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [reasonably satisfactory to Party A addressing, limited liability company power and its counsel]34[of Attachment 1 hereto]35 [authority, due execution and delivery, enforceability and creation, attachment and perfection issues relating to the security interests created by the Credit Support Documents of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At Party B. Upon execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Party A and B: Subject to Section 4(a)(iii) of the Agreement, any document required or reasonably requested to allow the other party to make payments under this Agreement without any deductions or withholding for or on account of any Tax Forms Module}] [or with such deduction or withholding at a reduced rate. Party A shall deliver to Party B an IRS form W8-BEN and W8-ECI, as upon the execution of this Agreement and any Confirmation hereunder. On the date of execution of this Agreement and after such date to the extent the form previously furnished has ceased to be effective, the information therein has become inaccurate or such form has been superseded. (b)] ) Other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution of this Master Agreement Yes] Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution B: A certificate of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution an authorized officer of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to the party’s , certifying the authority, names and its Credit Support Provider’s (if any) signatories executing true signatures of the officers of the party signing this Agreement or Agreement, each Confirmation and any Credit Support Document At to be delivered by such party. Upon execution of this Master Agreement Agreement. Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case : Constitutional Documents including Articles of Party B, its certificate of limited partnership Incorporation and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At Bylaws. Upon execution of this Agreement Yes Party B: Certified copy of the resolutions of Party B’s Board of Directors evidencing each action taken by Party B to authorize its execution, delivery and performance of this Agreement, each Confirmation and any applicable Upon execution of this Agreement. Yes Party A and Party B: Annual audited financial statements of Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and prepared in accordance with generally accepted accounting principles in the Transactions contemplated hereby (or country in which the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents)entity to which they relate is organized. In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if Where such Financial Statement financial statement is not reasonably publicly available on “XXXXX” or [Enron Corp.’s] [Party Asuch party’s Credit Support Provider’s] internet home page on the World Wide Web at xxx.xxxxx.xxx page, then promptly upon request by other party. Yes Party A B: Quarterly Unaudited Consolidated Financial Statement unaudited financial statements of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but B prepared in no event later than 60 days after accordance with generally accepted accounting principles in the end of each of country in which the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if entity to which they relate is organized. Where such Financial Statement financial statement is not reasonably publicly available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand internet home page, then promptly upon request by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month A. Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a)4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [Party A and Party B An executed United States Internal Revenue Service Form W-9 (or any successor thereto) (i)Upon the execution of this Agreement; (ii)promptly upon reasonable demand by the other party; and (iii)promptly upon learning that any such form previously provided by the party has become obsolete or incorrect. (i) Upon the execution of this Agreement (if physical annex is attached); (ii)promptly upon reasonable demand by the other party; and (iii)promptly upon learning that any such form previously provided by the party has become obsolete or incorrect. (b)] ) Other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution of this Master Agreement Yes] DB1/ 97256719.2 4833-0855-7924 Party A and Party B Duly A duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect certificate reasonably acceptable to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) receiving party evidencing the authority (i) authorizing this Agreement of such party to execute, deliver and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on perform its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing obligations under this Agreement and any Credit Support Documents At Document to which it is a party and (ii) of its Credit Support Provider, if any, to execute, deliver and perform its obligations under each Credit Support Document to which it is a party. Upon execution of this Agreement Yes Party A and Party B A Certificate duly executed incumbency certificate reasonably acceptable to the receiving party certifying (a) resolutions the name, true signature and authority of each person authorized to execute this Agreement and any Credit Support Document to which it is a party. Upon execution of this Agreement Yes Party A and Party B Such other reasonable documentation (including financial information) the other party requests in connection with any Transaction. Promptly upon request Yes DB1/ 97256719.2 4833-0855-7924 Party A and Party B A copy of the most recently available annual report containing audited consolidated financial statements of the party or its Credit Support Provider, as applicable. Promptly upon request if such financial statements are not available on “SEDAR”, “XXXXX” or on the party’s and or its Credit Support Provider’s (if anyas applicable) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement A copy of [Enron Corp.] [the most recently available quarterly unaudited consolidated financial statements of Party A’s , or in the case of its Credit Support Provider] , as applicable, a copy of its bi-annual consolidated financial statements Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] upon request if such Financial Statement is financial statements are not available on “SEDAR”, “XXXXX” or [Enron Corp.’s] [Party Aon the party’s or its Credit Support Provider’s] ’s (as applicable) home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the most recently available quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) unaudited consolidated financial statements of Party B or its Credit Support Provider, as applicable. Promptly upon request if such financial statements are not available on “SEDAR”, “XXXXX” or on the party’s or its Credit Support Provider’s (as applicable) home page on the World Wide Web Yes Party A and 90 days after the end Party B Duly executed copy of each fiscal year Credit Support Document specified in Part 4(e) of Party B this Schedule. Upon execution thereof Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a) Tax formsEach party shall, documentsas soon as practicable after demand, deliver to the other Party any form or certificates document reasonably requested by the other party, including without limitation, any form or document required to be delivered areenable such other party to make payments hereunder without withholding for or on account of Taxes or with such withholding at a reduced rate. Without limiting the generality of the foregoing: {Insert Appropriate Tax Forms Module}] [(b)] Other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution of this Master Agreement Yes] Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures Form W-8-ECI with respect to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of entered into by Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At U.S. Office. Upon execution of this Agreement Yes Party A Form W-8-BEN with respect to Transactions entered into by Party A’s non-U.S. Offices Upon execution of this Agreement Yes Party B Form W-8-ECI, with respect to Transactions entered into by Party B’s Chicago Office Upon execution of this Agreement Yes Party B Form W-8-BEN with respect to Transactions entered into by Party B’s London and Toronto Offices Upon execution of this Agreement Yes Other documents to be delivered by each party concurrently with the execution and delivery of this Agreement are: Party A & B Incumbency Certificate Execution and delivery of Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors Resolution or other governing body authorizing documents evidencing the authority of the party entering into this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies persons acting on behalf of each such party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At Upon execution of this Master Agreement Yes] 32[Party Agreement, and if requested, each Confirmation Yes Party A A Certificate certifying (a) resolutions of Party A’s and its Each Credit Support Provider’s (if anyDocument of such party listed in Part 4(f) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At Schedule Upon execution of this Master Agreement Yes Party B Certified copies of: (1) A Legal Opinion in Substantially the charter, enabling statutes, form appended as Exhibit I Execution and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws delivery of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] No Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Legal Opinions concerning Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party BProviders, but substantially in no event later than 120 days after the end form of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At Exhibit II Upon execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a)4(a)(ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [(b)] Other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution of this Master Agreement Yes] Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence reasonably satisfactory to the other party as to the names, true signatures and authority of authority the officer or officials signing this Agreement or the Confirmation on its behalf Upon execution of this Agreement and specimen signatures the related Confirmation Yes Party A A copy of the annual report for Party A containing audited and certified financial statements for the most recently ended financial year Upon request, as soon as publicly available Yes Party A Opinions of counsel to Party A and its Credit Support Provider reasonably satisfactory in form and substance to Party B with respect to this Agreement and the Credit Support Document specified in Part 4(e) Upon execution of this Agreement No Party B Certified copies of all documents evidencing the necessary corporate authorizations and approvals with respect to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Documentexecution, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be)delivery, and (b) copies performance of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At derivatives transactions Upon execution of this Agreement Yes Party A Correct, complete and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors executed U.S. InternalRevenue Form W-9 or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At any successor thereto Upon execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions Agreement, upon the Not applicable Revenue Form W-9 or any successor thereto appointment of a successor Subordination Agent, and at any time upon reasonable request by Party A’s B Party B Correct, complete and its Credit Support Provider’s (if any) board of directors (executed U.S. Internal Revenue Form W-9 or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At any successor thereto Upon execution of this Master Agreement Yes Party B Certified copies of: (1) Agreement, upon the charter, enabling statutesappointment of a successor Subordination Agent, and constitution or comparable legislation, creating or authorizing at any time upon reasonable request by Party B; (2A Not applicable Party A Credit Support Document specified in Part 4(e) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At Upon execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and 4(a)(ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [Party A A complete and accurate U.S. Internal Revenue Service Form W-9 or any successor form, in a manner reasonably satisfactory to Party B. (i) Upon becoming a party to this Agreement, (ii) thereafter promptly upon reasonable demand by the other party, and (iii) if such form or document was previously delivered and has become obsolete or incorrect, promptly upon learning that such form or document previously delivered by Party A has become obsolete or incorrect. Party B A complete and accurate U.S. Internal Revenue Service Form W-8BEN or any successor form, in a manner reasonably satisfactory to Party A. (i) Upon becoming a party to this Agreement, (ii) thereafter promptly upon reasonable demand by the other party, and (iii) if such form or document was previously delivered and has become obsolete or incorrect, promptly upon learning that such form or document previously delivered by Party A has become obsolete or incorrect. (b)] ) Other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution of this Master Agreement Yes] Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution Annual Report of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution and of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to the party’s and its Credit Support Provider’s Provider (if anyas applicable) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] containing consolidated financial statements certified by independent certified public accountants Promptly following demand by Party B, but and as soon as available and in no any event later than within 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” Yes prepared in accordance with accounting principles that are generally accepted in the country or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but countries in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to which Party B and its counsel At execution Credit Support Provider (as applicable) is organized. For the avoidance of this Master Agreement No] doubt, such statement shall only be required of the Credit Support Provider to the extent the Credit Support Provider prepares such statements. Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account consolidated financial statements detailing, at a minimum, the Net Income of Party B and of its Credit Support Provider (as applicable) for the relevant month, a fiscal quarter prepared in accordance with detail on the change, if any, accounting principles that are generally accepted in the Net Asset Value; country or countries in which Party B and its Credit Support Provider (as applicable) is organized. For the avoidance of doubt, such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information statements shall only be required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior Credit Support Provider to the date of extent the Credit Support Provider prepares such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 statements. as soon as available and in any event within 90 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 Yes Party A A copy of Party A’s call report filed with the Federal Deposit Insurance Corporation (“FDIC”) Within 30 days after following the end of each fiscal year of the relevant quarter if not otherwise available on the FDIC’s website Yes Party B Certified copies of all corporate authorizations and any other documents with respect to the execution, delivery and performance of this Agreement Upon execution and delivery of this Agreement Yes Party A and Party B Certificate of authority and specimen signatures of individuals executing this Agreement, Confirmations and each Credit Support Document (as applicable) Upon execution and delivery of this Agreement and thereafter upon request of the other party Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable:applicable:- (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [are:- Party A with respect to any payments described in Part 2(b)(i)(B) of this Schedule, a U.S. Internal Revenue Service Form W-8ECI (bor any successor of such Form)] Other documents , completed accurately and in a manner reasonably acceptable to be delivered are: [Party A] [and B (1) upon execution of this Agreement, (2) promptly upon reasonable demand by Party B] Duly executed Credit Support Document[s] specified , and (3) promptly upon learning that the information on any such previously delivered Form is inaccurate or incorrect Party A with respect to any payments described in Part 2(b)(i)(C) of this Schedule, a U.S. Internal Revenue Service Form W-8BEN- E (or any successor of such Form) of (i) each office of Party A listed in Part 4(d) At of this Schedule and (ii) any other branch through which Party A is considered to be acting for purposes of FATCA, completed accurately and in a manner reasonably acceptable to Party B (1) upon execution of this Master Agreement Yes] Agreement, (2) promptly upon reasonable demand by Party B, and (3) promptly upon learning that the information on any such previously delivered Form is inaccurate or incorrect Party B U.S. Internal Revenue Service Form W-9 (or any successor of such Form), (1) upon execution of this Agreement, (2) promptly upon reasonable demand by Party A, and completed accurately and in a manner reasonably acceptable to Party A (3) promptly upon learning that the information on any such previously delivered Form is inaccurate or incorrect Party A and Party B Duly executed tax forms, Any other forms or documents, or certificates referenced accurately completed and in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect a manner reasonably satisfactory to the other party’s and its Credit Support Provider’s (if any) signatories executing , that may be required or reasonably requested in order to allow the other party to make a payment under this Agreement or Agreement, including any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person without any deduction or persons to execute and deliver withholding for or on its behalf this Agreement (account of any Tax or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if with such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, deduction at a minimum, reduced rate Promptly upon the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following reasonable demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]party

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable:applicable:- (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax are:- Party required to Form/Document/ Date by which deliver document Certificate to be Delivered ---------------- ----------- --------------- Party A and Party B Forms Module}] [and/or documents described in Section Upon reasonable demand by the 4(a)(iii) of the Agreement. other party. (b)] ) Other documents to be delivered are: [are:- Party A] [required Form/Document/ Date by which Covered by to deliver Certificate to be Delivered Section 3(d) ----------- --------------- ------------ document -------- Party A and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At For each party, an incumbency Upon execution of this Master Agreement Yes] Party A and Yes Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures certificate with respect to Agreement. each signatory to this Agreement and the party’s Credit Support Documents. Party A A copy of the annual report of Upon request. Yes its Credit Support Provider containing audited consolidated financial statements for such fiscal year certified by independent public accountants and prepared in accordance with generally accepted accounting principles consistently applied. Party A For its most recent fiscal Upon request. Yes quarter, a copy of the unaudited financial statements of its Credit Support Provider’s (if any) signatories executing this Agreement , prepared in accordance with generally accepted accounting principles consistently applied. Party A and Any documents required or any Credit Support Document At Upon execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions reasonably requested by the Agreement. receiving party to evidence authority of each party’s and the delivering party or its Credit Support Provider’s (, if any) board , to execute and deliver this Agreement, any Confirmation, and any Credit Support Documents to which it is a party, and to evidence the authority of directors (or other governing body) (i) authorizing the delivering party to its Credit Support Provider to perform its obligations under this Agreement and the Transactions contemplated hereby (or the Agreement, such Confirmation and/or Credit Support Document, as the case may be. Party required Form/Document/ Date by which Covered by to deliver Certificate to be Delivered Section 3(d) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies ----------- --------------- ------------ document -------- Party A A guarantee of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At Xxxxxx Brothers Upon execution of this Master Agreement Yes] 30[Party No Holdings Inc. ("Holdings") Agreement. substantially in the form of Exhibit A A Certificate certifying (a) resolutions to this Schedule. Party B Opinions of counsel to Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At B Upon execution of this Master Agreement Yes No substantially in the form of Agreement. Exhibits B and C to this Schedule. Party B A Certificate certifying (a) resolutions An opinion of counsel to Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At Upon execution of this Master Agreement Yes No A and Party A's Credit Support Agreement. Provider substantially in the form of Exhibit D to this Schedule. Party B A certified Monthly Report At such time as each Yes Monthly Report is delivered to the Trustee. Party B Copy of any notice delivered Upon availability. Yes under the Pooling and Servicing Agreement that impacts this Agreement. Party B Executed copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At Upon execution of this Master Agreement Yes] 31[Party Yes Support Document specified in Agreement. Part 4 to this Schedule. Party B A certificate or certificates Executed copy of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At Swap Upon execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents)Contract Administration Agreement. In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes].

Agreement to Deliver Documents. For the purpose of Section 4(a)4(a)(i) and (ii) of this Agreement, Party A and each party Party B Group Member agrees to deliver the following documents, as applicable: (a) : Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [(b)] Party A and each Party B Group Member Any form, document or certificate as may be requested pursuant to Section 4(a)(iii) of this Agreement. Upon request Other documents to be delivered are: [are:- Each Party A] [B Group Member Annual Report of each Party B Group Member and Party B] Duly executed of any Credit Support Document[s] specified Provider of Party B thereof containing audited, consolidated financial statements certified by independent certified public accountants and prepared in Part 4(d) At execution accordance with generally accepted accounting principles in the country in which such party and such Credit Support Provider is organized and any other financial information and/or tax returns with respect to each Party B Group Member as may be requested by Party A from time to time. Promptly upon request Yes Each Party B Group Member Quarterly Financial Statements of this Master Agreement Yes] each Party B Group Member and any Credit Support Provider of Party B thereof containing unaudited, consolidated financial statements of such party's fiscal quarter prepared in accordance with generally accepted accounting principles in the country in which such party and such Credit Support Provider is organized Promptly upon request Yes Party A and each Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution Group Member Certified copies of this Master Agreement all corporate authorizations and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, any other documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to the party’s execution, delivery and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution performance of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At Document Upon execution and delivery of this Agreement Yes Party A and each Party B A Group Member Certificate certifying (a) resolutions of each party’s authority and its specimen signatures of individuals executing this Agreement any Credit Support Provider’s (if any) board Document and Confirmations Upon execution and delivery of directors or other governing body authorizing this Agreement and thereafter upon request of the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, party Yes Each Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or Group Member Such other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, documents as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand may reasonably request from time to time. Upon request by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable:applicable:- (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [(b)] Other documents are:- None Party required to Form / Document / Certificate Date by which Covered by Section deliver document to be delivered are: [3(d) Representation Party A] [A such proof as Party B may reasonably upon execution Yes request of the names, true signatures and and delivery of authority of persons signing this this Agreement Agreement on its behalf and any other document referred to herein to which it is a party; Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At B Certified copies of all corporate upon execution Yes authorizations and any other documents and delivery of with respect to the execution, delivery this Agreement and performance of this Master Agreement Yes] Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence Agreement; together with a certificate of authority and specimen signatures with respect to of the party’s and its Credit Support Provider’s (if any) signatories persons executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Agreement; Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and its most recently available promptly after a Yes annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned report containing audited financial request by Party statements for its most recently ended A fiscal year certified by its independent public accountants as fairly presenting its financial condition and results of operations for and as at the close of such fiscal year; Party B A copy of its most recently available promptly after unaudited financial statements for its a request by most recently ended fiscal quarter Party A certified by its chief financial officer as fairly presenting its financial condition and results of operations for and as at the close of such quarter; Party B Each regular financial and/or business promptly after Yes reporting document that is distributed or a date not earlier that 60 days prior request by is generally available to its partners, Party A shareholders, creditors or investors or is filed with any regulatory authorities and is publicly available or relates to its financial condition; Party B Such other information respecting Party promptly after Yes B's condition or operations, financial or a request by otherwise, as Party A may reasonably Party A request from time to time; and Party B Opinion of independent counsel for Party B upon execution Yes in the form of Exhibit I; and delivery of this Agreement Notwithstanding anything to the date contrary contained herein, if the financial reports of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable Party B are available to Party A (on the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of website xxx.xxx.xxx; Party B and 90 days after the end of each fiscal year of B's obligation to deliver such reports to Party B Yes]A hereunder shall be deemed to have been satisfied.

Agreement to Deliver Documents. For the purpose of Section 4(a)4(a)(i) and (ii) of this Agreement, Party A and each party Party B Group Member agrees to deliver the following documents, as applicable: (a) : Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [(b)] Party required to deliver document Form/Document/Certificate Date by which to be delivered Party A and each Party B Group Member Any form, document or certificate as may be requested pursuant to Section 4(a)(iii) of this Agreement. Upon request Other documents to be delivered are: [are:- Party A] [required to deliver document Form/Document/Certificate Date by which to be delivered Covered by Section 3(d) Representation Each Party B Group Member Annual Report of each Party B Group Member and Party B] Duly executed of any Credit Support Document[s] specified Provider of Party B thereof containing audited, consolidated financial statements certified by independent certified public accountants and prepared in Part 4(d) At execution accordance with generally accepted accounting principles in the country in which such party and such Credit Support Provider is organized and any other financial information and/or tax returns with respect to each Party B Group Member as may be requested by Party A from time to time. Promptly upon request Yes Each Party B Group Member Quarterly Financial Statements of this Master Agreement Yes] each Party B Group Member and any Credit Support Provider of Party B thereof containing unaudited, consolidated financial statements of such party's fiscal quarter prepared in accordance with generally accepted accounting principles in the country in which such party and such Credit Support Provider is organized Promptly upon request Yes Party A and each Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution Group Member Certified copies of this Master Agreement all corporate authorizations and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, any other documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to the party’s execution, delivery and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution performance of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At Document Upon execution and delivery of this Agreement Yes Party A and each Party B A Group Member Certificate certifying (a) resolutions of each party’s authority and its specimen signatures of individuals executing this Agreement any Credit Support Provider’s (if any) board Document and Confirmations Upon execution and delivery of directors or other governing body authorizing this Agreement and thereafter upon request of the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, party Yes Each Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or Group Member Such other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, documents as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand may reasonably request from time to time. Upon request by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and 4(a)(ii) of this Agreement, each party agrees to deliver the following documents, as applicable:applicable:― (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [- Party A and Party B Any document or certificate reasonably requested by the other party to permit payment without (or at a reduced rate of) deduction or withholding of tax As soon as possible after request Party B A correct, complete and duly executed United States Internal Revenue Service Form W-9 (or any successor applicable form), in a manner reasonably satisfactory to Party A (i)Upon execution of the Agreement and (ii) promptly upon reasonable demand (b)] ) Other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution of this Master Agreement Yes] - Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(aSuch evidence of the due authorisation of the person(s) above At execution of signing this Master Agreement and each Confirmation on its behalf as otherwise provided in Part 3(a) above the other party may reasonably request On execution and if requested on the occasion of each transaction Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A duly certified copy of its constituent documents evidencing that it has the power to enter into the transactions of the nature hereby contemplated. On execution Yes Party B A copy of a Borrowing Resolution (Incumbency Certificate certifying (afor Limited Liability Companies) resolutions of each partyParty B approving Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing entering into this Agreement and transactions of the Transactions nature hereby contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing authorising a specified named person or persons to execute this Agreement and deliver each Confirmation on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of to enter into each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver Transaction on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At On execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Any Credit Support Provider’s (if anyDocument specified in Part 4(f) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At On execution of this Master Agreement Yes Party B Such other documents as Party A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorneyreasonably request, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methodswithout limitation, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion legal opinions in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, such other written information with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior respect to the date of such reportbusiness, prepared by [insert name operations, financial condition or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) otherwise, of Party B and 90 days after the end of each fiscal year any Credit Support Provider of Party B Promptly on request Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [none. (b)] ) Other documents to be delivered are: [-2- C/M 11764.0009 434098.1 Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(drequired Covered by to deliver Form/Document/ Date by which Section 3(d) At execution of this Master Agreement Yes] Party A and document Certificate to be delivered Representation Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution Annual report of this Master Agreement each entity As soon as available and as otherwise provided in Part 3(a) above Yes 28[Party A and comprising Party B Duly executed tax forms, documents or certificates referenced containing in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 within 90 consolidated financial days after the end of statements certified by each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by each independent certified public entity comprising accountants and prepared in Party B, but unless accordance with accounting otherwise provided to principles that are generally Party A pursuant to the accepted in no the country in Credit Agreement (as which each entity comprising hereinafter defined) Party B is organized Party B Unaudited consolidated As soon as available and Yes financial statements of each in any event later than within 60 entity comprising Party B for days after the end of a fiscal quarter prepared in each fiscal quarter of accordance with accounting each entity comprising principles that are generally Party B, unless accepted in the first three fiscal quarters country in otherwise provided to which each entity comprising Party A pursuant to the Party B is organized and on a Credit Agreement (as basis consistent with that of hereinafter defined) the respective annual financial statements of each fiscal year of [Enron Corp.] [entity comprising Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to B. Party B Opinion of counsel satisfactory Upon execution and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory No to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution substantially in the delivery of this Master form of Exhibit I hereto Agreement No] 39[Party B Power Party A Certified copies of Attorney At all Upon execution and Yes and corporate authorizations and delivery of this Master Party B any other documents with Agreement No] 40[Party B Letter from Manager in form and substance satisfactory thereafter respect to the execution, upon the request of the delivery and performance of other party this Agreement. Party A At Certificate of authority and Upon execution and Yes and specimen signatures of delivery of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, individuals executing this Agreement and all other specific items of information required to calculate the Net Asset Value at the end thereafter Agreement and Confirmations upon request of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]party

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable:applicable:- (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax are:- Party A and Party B Forms Module}] [and/or documents described in Section 4(a)(iii) of the Agreement. Upon reasonable demand by the other party. (b)] ) Other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution of this Master Agreement Yes] are:- Party A and Party B Duly executed tax formsFor each party, documents, or certificates referenced in Part 3(a) above At an incumbency certificate with respect to each signatory to this Agreement and the Credit Support Documents. Upon execution of this Master Agreement Agreement. Yes Party A A copy of the annual report of its Credit Support Provider containing audited consolidated financial statements for such fiscal year certified by independent public accountants and as otherwise provided prepared in Part 3(a) above accordance with generally accepted accounting principles consistently applied. Upon request. Yes 28[Party Party A and Party B Duly executed tax formsFor its most recent fiscal quarter, documents or certificates referenced a copy of the unaudited financial statements of its Credit Support Provider, prepared in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] accordance with generally accepted accounting principles consistently applied. Upon request. Yes Party A and Party B Evidence (i) In the case of authority and specimen signatures with respect to Party A, a copy of the party’s resolutions or other action of the board of directors of each of Party A and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) Provider and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement (x) a resolution of the board of directors certified by a secretary or other constituent documents)][(or in the case assistant secretary of Party B, its certificate of limited partnership and partnership agreement or (y) an Trust Agreement or other constituent documents)] [(or in the case document of Party B, its certificate of organization or formation pursuant to which Party B is authorized to enter into this Agreement, each Credit Support Document to which it is a party, and operating agreement or other constituent documents)][or in each Transaction from time to time entered into hereunder (the case of Party B, its incorporation and bylaws documents as well as its prospectus] At “Authorizing Resolution”). Upon execution of this Master Agreement Yes] 30[Party Agreement. Yes Party A A Certificate certifying (a) resolutions guarantee of Party A’s and its Credit Support Provider’s (if any) board Holdings substantially in the form of directors (or other governing body) (i) authorizing Exhibit Ato this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At Schedule. Upon execution of this Master Agreement Yes No Party B A Certificate certifying (a) resolutions An opinion of counsel to Party B’s and its Credit Support Provider’s (if any) board A substantially in the form of directors (or other governing body) authorizing Exhibit C to this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At Schedule. Upon execution of this Master Agreement Yes No Party B An opinion of counsel to Party B that is addressed to Party A certified copy substantially in the form of a Power Exhibit B to this Schedule and relating to the Trust Agreement and sale of Attorney authorizing a specified person or persons collateral to execute Party B and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At other deal documents reasonably satisfactory in form and substance to Party A. Upon execution of this Master Agreement Yes] 31[Party No Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Trust Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At Upon execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and All Reports to the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy Trustee pursuant to 9.24 of the bylaws (estatutos) of Party B Trust Agreement. At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and such time as each report is delivered to the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Trustee Yes Party B Certified copies of: (1) All reports pursuant to 4.03 of the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws Trust Agreement. In accordance with the terms of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Trust Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, All reports that go to the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Rating Agencies. As applicable. Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party AEach material amendment, but in no event later than 60 days after supplement or waiver to the end of each Trust Agreement, as proposed from time to time, or any other amendment or modification of the first three fiscal quarters Trust Agreement that requires the written consent of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, under the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end terms of the month from the Net Asset Value at the beginning Trust Agreement. Promptly upon learning of the month Promptly following demand by Party Aany proposed amendment, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name supplement or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]waiver. No

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax For the purpose of Sections 4(a)(i) and (ii) of this Agreement, Party B agrees to deliver two complete and accurate United States Internal Revenue Service Forms Module}] [W-9 (or any successor applicable forms), in a manner reasonably satisfactory to Party A, (I) upon execution of this Agreement; (II) promptly upon reasonable demand of Party A, and (III) promptly upon learning that any such form previously delivered by Party B has become obsolete or incorrect. (b)] ) Other documents to be delivered are: [. Party A] [B Annual Report of Party B containing consolidated financial statements certified by independent certified public accountants and prepared in accordance with accounting principles that are generally accepted in the United States of America ("GAAP") Upon request Yes . Party B] Duly executed Credit Support Document[s] specified B Unaudited consolidated financial statements of Party B for a fiscal quarter prepared in Part 4(d) At accordance with GAAP Upon request Yes . Party B Opinion of counsel satisfactory to Party A substantially in the form of Exhibit I hereto Upon execution and delivery of this Master Agreement Yes] Party A and No . Party B Duly executed tax formsCertified copies of all corporate authorizations and any other documents with respect to the execution, documents, or certificates referenced in Part 3(a) above At execution delivery and performance of this Master Agreement Upon execution and as otherwise provided in Part 3(a) above delivery of this Agreement Yes 28[Party A and . Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence Certificate of authority and specimen signatures with respect to the party’s and its Credit Support Provider’s (if any) signatories of individuals executing this Agreement or any Agreement, Confirmations and each Credit Support Document At (as applicable) Upon execution and delivery of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case thereafter upon request of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement A Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a), each Each party agrees to deliver the following documents, documents as applicable: (a) Tax For the purposes of Section 4(a)(i), tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [Party A The following correct, complete and executed U.S. Internal Revenue Service Forms: (i) Form W-SECI (and any successor thereto), with respect to Transactions entered into by Party A's Chicago Office and (ii) Form W-SBEN-E (and any successor thereto), with respect to Transactions entered into by Party A's Toronto Office. (i) Upon execution of this Agreement, (ii) promptly upon reasonable demand by the other party and (iii) promptly upon learning that any such form previously provided by the party has become obsolete or incorrect. Party B A correct, complete and executed U.S. Internal Revenue Service Form W-9, or any successor thereto, and appropriate attachments. (i) Upon execution of this Agreement, (ii) promptly upon reasonable demand by the other party and (iii) promptly upon learning that any such form previously provided by the party has be come obsolete or incorrect. (b) For the purposes of Section 4 (a)(ii)] Other , other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution of this Master Agreement Yes] Party A and Party B Duly executed tax formsA certificate (or, documentsif available, or certificates referenced in Part 3(aits current authorized signature book) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax formsspecifying the names, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority title and specimen signatures of the persons authorized to execute this Agreement, each Confirmation with respect to the party’s any Transaction hereunder, and each Credit Support Document (as applicable) on its behalf or on behalf of its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) . Upon execution and (ii) authorizing a specified person or persons to execute and deliver on its behalf delivery of this Agreement (or the Credit Support Document, as the case may be)Agreement, and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement upon demand Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) of all corporate authorizations with this respect to the charterexecution, enabling statutes, delivery and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws performance of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute each Credit Support Document. Upon execution and deliver on behalf delivery of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement . Yes] . Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and financial statements required to be delivered pursuant to the Financing Agreement or any Qualifying Refinance, or otherwise, as required as per the relevant agreement last in effect At the time required to be delivered by the Financing Agreement(and, if the Financing Agreement is no longer in effect, pursuant to a Qualifying Refinance or otherwise, when required to be delivered at the time the relevant agreement as last in effect). Yes. Party B A copy of the annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned financial statements required to be delivered by Party B as of a date not earlier that 60 days prior pursuant to the date Financing Agreement or any Qualifying Refinance, or otherwise, as required as per the relevant agreement last in effect. At the time required to be delivered by the Financing Agreement(and, if the Financing Agreement is no longer in effect, pursuant to a Qualifying Refinance or otherwise, when required to be delivered at the time the relevant agreement as last in effect). Yes. Party A A copy of its most recently available annual reports containing audited financial statements for the most recently ended fiscal year certified by independent public accountants as fairly presenting its financial condition and results of operations for and as at the close of such reportfiscal year. Upon request, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to if not available on Investor Relations | BMO Financial Group No Party B A (the “Engineering Report”) Within 60 days after the end copy of each fiscal quarter Credit Support Document (other than fiscal year endand any amendment or supplement thereto) duly executed by it or its Credit Support Provider (as applicable). Upon execution and delivery of Party B and 90 days after the end of each fiscal year of Party B this Agreement. Yes].

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, documents or certificates to be delivered aredelivered: {Insert Appropriate Tax Forms Module}] [any document described in Section 4(a)(iii), (b)] ) Other documents to be delivered are: [delivered: (i) by Party B to Party A on the dates hereinbelow set forth: (A] [) certified copies of all corporate authorizations or any other documents with respect to the execution, delivery and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution performance of this Master Agreement Yes] reasonably requested by Party A and Party B Duly executed tax formseach Confirmation, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence together with a certificate of authority and specimen signatures with respect to of the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At Confirmation upon execution and delivery of this Agreement Yes Party A and Party B A Certificate certifying Agreement; (aB) resolutions a copy of each party’s and its the most recently available Credit Support Provider’s Annual Report, containing audited financial statements for its most recently ended fiscal year, certified by its independent public accountants as fairly presenting its financial condition and results of operations for and as at the close of such fiscal year, promptly upon request of Party A, (if anyC) board a copy of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its most recently available unaudited Credit Support Provider’s financial statements for its most recently ended half year, certified by an Officer as fairly presenting its financial condition and results of operations for and as at the close of such half year, promptly upon request from Party A, (if anyD) articles of incorporation and bylaws such other information respecting Party B’s condition or operations, financial or otherwise, as Party A may reasonably request from time to time, promptly upon request; (or other constituent documents). In addition, ii) by Party A to Party B shall furnish a certified copy on the dates hereinbelow set forth: (A) copies of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions relevant pages of Party A’s and its Credit Support Provider’s (if any) board of directors (signature book or other governing body) (i) authorizing satisfactory documentation evidencing the incumbency and specimen signatures of the officers of Party A executing this Agreement and, in connection with a Confirmation, such Confirmation, upon execution and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf delivery of this Agreement and, in connection with a Confirmation, promptly upon request of Party B. (or the Credit Support Document, as the case may beB) and (b) copies a copy of Party A’s most recently available Annual Report containing consolidated financial statements for its most recently ended fiscal year certified by its independent public accountants as fairly presenting the financial condition of Party A and its Credit Support Provider’s (if any) articles consolidated subsidiaries as at the close of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the chartersuch fiscal year, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws promptly upon request of Party B; and (3C) such other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [information respecting Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand condition or operations, financial or otherwise, as Party B may reasonably request from time to time, promptly upon request by Party B, but B. The documents referred to in no event later than 120 days after this Part 3(b) are covered by the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but representations set forth in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]Section 3(d).

Agreement to Deliver Documents. For the purpose of Section 4(a)SECTIONS 4(a)(i) AND (ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [Party required to Date by which deliver document Form/Document Certificate to be delivered ---------------- ------------------------- --------------- Party B An executed United States Internal Revenue Upon execution of Service form W-9 (or any successor thereto). this Agreement. (b)] ) Other documents to be delivered are: [Covered by Party A] [and required to Form/Document Date by which to Section 3(d) Deliver document Certificate be delivered Representation ---------------- ----------- ------------ -------------- Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At B A certificate of an authorized Upon execution of this Master Yes officer for such party certifying Agreement Yes] and as the authority, names and true deemed necessary for signatures of the officers any further signing this Agreement, and each documentation. Confirmation, reasonably satisfactory in form and substance to Party A and A. Party B Duly executed tax forms, documents, or certificates referenced Annual audited financial Promptly upon request. No. statements prepared in Part 3(a) above At accordance with generally accepted accounting principles in the country in which the entity to which they relate is organized. Party B Quarterly unaudited financial Promptly upon request. No. statements prepared in accordance with generally accepted accounting principles in the country outstanding entity to which they relate is organized. Party B A written opinion of legal Upon execution of this Master No. counsel to Party B and any Credit Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Support Provider for Party B Duly executed tax forms, deemed necessary for reasonably satisfactory in form any further and substance to Party A. documentation. Party B Certified copies of documents or certificates referenced in Part 2 above At Upon execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and . evidencing each action taken by Agreement. Party B Evidence of authority and specimen signatures with respect to the party’s and authorize its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be)each Confirmation, and (b) copies the performance of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents obligations hereunder as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s bylaws and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes incorporation. Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or Such other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, documents as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of Promptly upon request. Yes. may reasonably request in connection with each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]transaction.

Agreement to Deliver Documents. For the purpose of Section 4(a), each party agrees to deliver the following documents, as applicable: (a) : Tax forms, documents, or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [(b)] None. Other documents to be delivered are: [(Please see next page) Party A] [and required to Deliver document Form/Document/Certificate Date by Which to be Delivered Covered by Section 3(d) Representation Party B] A Duly executed Credit Support Document[s] Document specified in Part 4(d) At execution of this Master Agreement Yes] Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Maser Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Most recent Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Provider certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx A Yes Party A Most recent Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Provider Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx B Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Most recent Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] B certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] A Yes Party B Most recent Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] B Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable:applicable:- (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax are:- Party required to Form/Document/ Date by which deliver document Certificate to be Delivered ---------------- ----------- --------------- Party A and Party B Forms Module}] [and/or documents described in Upon reasonable demand by the other Section 4(a)(iii) of the Agreement. party. (b)] ) Other documents to be delivered are: [are:- Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(drequired to Form/Document/ Date by which Covered by Section deliver document Certificate to be Delivered 3(d) At execution of this Master Agreement Yes] ---------------- ----------- --------------- ---- Party A and Party B Duly executed tax formsFor each party, documents, or certificates referenced in Part 3(a) above At an incumbency Upon execution of this Master Yes certificate with respect to each Agreement. signatory to this Agreement and as otherwise provided the Credit Support Documents. Party A A copy of the annual report of Upon request. Yes its Credit Support Provider containing audited consolidated financial statements for such fiscal year certified by independent public accountants and prepared in Part 3(a) above accordance with generally accepted accounting principles consistently applied. Party A For its most recent fiscal Upon request. Yes 28[Party A and Party B Duly executed tax formsquarter, documents or certificates referenced a copy of the unaudited financial statements of its Credit Support Provider, prepared in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] accordance with generally accepted accounting principles consistently applied. Party A and Party B Evidence Any documents required or Upon execution of this Yes reasonably requested by the Agreement. receiving party to evidence authority and specimen signatures with respect to of the party’s and delivering party or its Credit Support Provider’s (, if any) signatories executing , to execute and deliver this Agreement or Agreement, any Confirmation, and any Credit Support Document At execution Documents to which it is a party, and to evidence the authority of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and the delivering party to its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing Provider to perform its obligations under this Agreement and the Transactions contemplated hereby (or the Agreement, such Confirmation and/or Credit Support Document, as the case may be. Party required to Form/Document/ Date by which Covered by Section deliver document Certificate to be Delivered 3(d) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies ---------------- ----------- --------------- ---- Party A A guarantee of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At Xxxxxx Brothers Upon execution of this Master Agreement Yes] 30[Party No Holdings Inc. ("Holdings") Agreement. substantially in the form of Exhibit A A Certificate certifying (a) resolutions to this Schedule. Party B Opinions of counsel to Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At B Upon execution of this Master Agreement Yes No substantially in the form of Agreement. Exhibit B to this Schedule. Party B A Certificate certifying (a) resolutions An opinion of counsel to Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At A Upon execution of this Master Agreement Yes No and Party A's Credit Support Agreement. Provider substantially in the form of Exhibit C to this Schedule. Party B A certified Monthly Report At such time as each Yes Monthly Report is delivered to the Trustee. Party B Copy of any notice delivered under Upon availability. Yes the Pooling and Servicing Agreement that impacts this Agreement. Party B Executed copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At Upon execution of this Master Agreement Yes] 31[Party Yes Support Document specified in Part Agreement. 4 to this Schedule. Party B A certificate or certificates Executed copy of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At Swap Contract Upon execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents)Administration Agreement. In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes].

Agreement to Deliver Documents. For the purpose of Section 4(a)4(a)(ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a: COVERED BY PARTY REQUIRED TO FORM/DOCUMENT/ DATE BY WHICH TO BE SECTION 3(d) Tax forms, documents, or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [(b)] Other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution of this Master Agreement Yes] Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] DELIVER DOCUMENTS CERTIFICATE DELIVERED REPRESENTATION ------------------- --------------------------------- ---------------------- -------------- Party A and Party B Evidence reasonably satisfactory Upon execution of this Yes to the other party as to the Agreement and the names, true signatures and related Confirmation authority of the officer or officials signing this Agreement or the Confirmation on its behalf Party A Opinions of counsel to Party A Upon execution of this No and specimen signatures its Credit Support Provider Agreement reasonably satisfactory in form and substance to Party B with respect to this Agreement and the Credit Support Document specified in Part 4(e) Party B Certified copies of all documents Upon execution of this Yes evidencing the necessary Agreement corporate authorizations and approvals with respect to the party’s execution, delivery, and its Credit Support Provider’s (if any) signatories executing performance of derivatives transactions Party A Correct, complete and executed Upon execution of this Agreement Not applicable U.S. Internal Revenue Form W-9 or Agreement, upon the any successor thereto appointment of a successor Subordination Agent, and at any time upon reasonable request by Party B Party B Correct, complete and executed Upon execution of this Not applicable U.S. Internal Revenue Form W-9 or Agreement, upon the any successor thereto appointment of a successor Subordination Agent, and at any time upon reasonable request by Party A Party A Credit Support Document At specified Upon execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (ain Part 4(e) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable:applicable:- (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax are:- PARTY REQUIRED TO FORM/DOCUMENT/ DATE BY WHICH DELIVER DOCUMENT CERTIFICATE TO BE DELIVERED ---------------- ----------- --------------- Party A and Forms Module}] [and/or documents Upon reasonable demand Party B described in Section 4(a) by the other party. (iii) of the Agreement. (b)] ) Other documents to be delivered are: [are:- PARTY REQUIRED TO FORM/DOCUMENT/ DATE BY WHICH COVERED BY DELIVER DOCUMENT CERTIFICATE TO BE DELIVERED SECTION 3(d) ---------------- ----------- --------------- ------------ Party A] [and Party B] Duly executed Credit Support Document[s] specified A A guarantee of Holdings in Part 4(d) At Upon execution of this Master Agreement Yes] No the form of Exhibit A to Agreement. this Schedule. Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At An incumbency certificate Upon execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution Agreement. signatory of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Document. Party A and Party B A Certificate certifying (a) resolutions copy of each party’s and the annual Upon request. Yes report of its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Provider containing audited consolidated financial statements for such fiscal year certified by independent public accountants and prepared in accordance with generally accepted accounting practices consistently applied. PARTY REQUIRED TO FORM/DOCUMENT/ DATE BY WHICH COVERED BY DELIVER DOCUMENT CERTIFICATE TO BE DELIVERED SECTION 3(d) ---------------- ----------- --------------- ------------ Party A A copy of the unaudited Upon request. Yes financial statements of its Credit Support Provider for its most recent fiscal quarter and prepared in accordance with generally accepted accounting practices consistently applied. Party A A copy of the resolutions Upon execution of this Yes (the "Authorizing Agreement. Resolution") of the board of directors of Party A, certified by a secretary or assistant secretary of Party A, pursuant to which Party A is authorized to enter into this Agreement and each Transaction entered into hereunder. Party B An incumbency certificate Upon execution of this Yes with respect to the Agreement. signatory of this Agreement and any Credit Support Document. Party B An opinion of counsel to Promptly following demand by after No Party B substantially in execution of this the form of Exhibit B to Agreement this Schedule. Party B A copy of the Authorizing Upon execution of this Yes Resolution of the board of Agreement. directors or loan committee of Party B and any Credit Support Provider of Party B, but in no event later than 120 certified by a secretary or assistant secretary of Party B, pursuant to which Party B is authorized to enter into this Agreement and each Transaction entered into hereunder. PARTY REQUIRED TO FORM/DOCUMENT/ DATE BY WHICH COVERED BY DELIVER DOCUMENT CERTIFICATE TO BE DELIVERED SECTION 3(d) ---------------- ----------- --------------- ------------ Party B A copy of the annual Within 95 days after the end of each Yes report of Party B (and any fiscal year of [Enron Corp.] [Party A’s end. Credit Support Provider] if ) containing audited consolidated and consolidating financial statements for such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by and prepared in accordance with generally accepted accounting practices consistently applied. Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 consolidated Within 50 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) Yes and consolidating quarter. unaudited financial statements of Party B (and 90 days after the end of each any Credit Support Provider) for its most recent fiscal year of Party B Yes]quarter and prepared in accordance with generally accepted accounting practices consistently applied.

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Party A and B: Subject to Section 4(a)(iii) of the Agreement, any document required or reasonably requested to allow the other party to make payments under this Agreement without any deductions or withholding for or on account of any Tax Forms Module}] [or with such deduction or withholding at a reduced rate. Party A shall deliver to Party B an IRS form W8-BEN and W8-ECI and Party B shall deliver to Party A an IRS form W-9, as upon On the date of execution of this Agreement and after such date to the extent the form previously furnished has ceased to be effective, the information therein has become inaccurate or such the execution of this Agreement and any Confirmation hereunder: form has been superseded. (b)] ) Other documents to be delivered are: [Party A] [A and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At : A certificate of an authorized officer of the party, certifying the authority, names and true signatures of the officers of the party signing this Agreement, each Confirmation. Upon execution of this Master Agreement Agreement. Yes] . Party A B: Constitutional Documents including Articles of Incorporation and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At Bylaws. Upon execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) B: Certified copy of the resolutions of Party B’s Board of Directors evidencing each action taken by Party B to authorize its execution, delivery and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution performance of this Master Agreement Yes Agreement, each Confirmation to be delivered by Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At B. Upon execution of this Agreement Yes Party A and Party B B: Annual audited financial statements of Party A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of prepared in accordance with generally accepted accounting principles in the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and country in which the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons entity to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if which they relate is organized. Where such Financial Statement financial statement is not reasonably publicly available on “XXXXX” or [Enron Corp.’s] [Party Asuch party’s Credit Support Provider’s] internet home page on the World Wide Web at xxx.xxxxx.xxx page, then promptly upon request by other party. Yes Party A B: Quarterly Unaudited Consolidated Financial Statement unaudited financial statements of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but B prepared in no event later than 60 days after accordance with generally accepted accounting principles in the end of each of country in which the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if entity to which they relate is Where such Financial Statement financial statement is not reasonably publicly available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand internet home page, then promptly upon Yes organized. request by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]A.

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, or certificates PARTY REQUIRED TO DELIVER DOCUMENT FORM/DOCUMENT/CERTIFICATE DATE BY WHICH TO BE COVERED BY SECTION DELIVERED 3(d) REPRESENTATION Manager Legal opinions as to be delivered are: {Insert Appropriate Tax Forms Module}] [(b)] Other documents to be delivered are: [Party A] [the validity and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At Upon execution and No enforceability of the obligations of delivery of this Master Agreement Yes] Party B and the Manager under this Agreement, the Trust Deed, the Security Trust Deed and the Notes in form and substance and issued by legal counsel reasonably acceptable to Party A Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At Certified copies of all corporate Upon execution and Yes authorisations (to be certified by an delivery of this Master Agreement Authorised Officer of the relevant party) and as otherwise provided in Part 3(a) above Yes 28[Party A any other documents with respect to the execution, delivery and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution performance of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence Certificate of authority and specimen Upon execution and Yes signatures with respect to the party’s and its Credit Support Provider’s (if any) signatories of individuals executing delivery of this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and Confirmations and thereafter upon request of the Transactions contemplated hereby other party Manager Two complete and accurate United Upon execution and Yes States Internal Revenue Service Form delivery of this Agreement. W-8BEN (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may beany applicable successor forms), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of a manner reasonably satisfactory to Party B, its partnership agreement or other constituent documents)][(or in the case of A Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] A Guarantee from American International At execution hereof No Group, Inc. (the "Guarantor") Party A Guarantor's Annual Financial On demand in respect of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons No Statements those which became publicly available prior to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions in respect of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At those which are not publicly available at execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver hereof on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after becoming publicly available after the end of each fiscal the Guarantor's relevant financial year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but Incumbency certificate in no event later than 60 days after the end of each respect At execution hereof No of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]Guarantor

Agreement to Deliver Documents. For the purpose of Section 4(a)4(a)(ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [(b)] Other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution of this Master Agreement Yes] Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence reasonably satisfactory to the other party as to the names, true signatures and authority of authority the officer or officials signing this Agreement or the Confirmation on its behalf Upon execution of this Agreement and specimen signatures the related Confirmation Yes Party A A copy of the annual report for Party A containing audited and certified financial statements for the most recently ended financial year Upon request, as soon as publicly available Yes Party A Opinions of counsel to Party A reasonably satisfactory in form and substance to Party B with respect to this Agreement Upon execution of this Agreement No Party B Certified copies of all documents evidencing the necessary corporate authorizations and approvals with respect to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Documentexecution, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be)delivery, and (b) copies performance of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At derivatives transactions Upon execution of this Agreement Yes Party A Correct, complete and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors executed U.S. Internal Revenue Form W-9 or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At any successor thereto Upon execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions Agreement, upon the appointment of a successor Subordination Agent, and at any time upon reasonable request by Party A’s B Not applicable Party B Correct, complete and its Credit Support Provider’s (if any) board of directors (executed U.S. Internal Revenue Form W-9 or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At any successor thereto Upon execution of this Master Agreement Yes Party B Certified copies of: (1) Agreement, upon the charter, enabling statutesappointment of a successor Subordination Agent, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated at any time upon reasonable request by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]Not applicable

Agreement to Deliver Documents. For the purpose of Section 4(a), each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [Party A agrees to complete, execute, and deliver to Party B, United States Internal Revenue Service Form W-9 or any successor of such form: (i) on a date which is before the first scheduled payment date under this Agreement; (ii) promptly upon reasonable demand by Party B; and (iii) promptly upon learning that any such forms previously provided by Party A has become obsolete or incorrect. Party B agrees to complete, execute, and deliver to Party A, United States Internal Revenue Service Form W-9 or any successor of such forms: (i) on a date which is before the first scheduled payment date under this Agreement; (ii) promptly upon reasonable demand by Party A; and (iii) promptly upon learning that any such forms previously provided by Party B has become obsolete or incorrect. (b)] ) Other documents to be delivered are: [Covered by Party A] [and required to Date by which Section3(d) deliver document Form/Document/ Certificate to be delivered Representation Party B] Duly executed Credit Support Document[s] specified in Part 4(d) A Power of Attorney with respect to At execution of this Master Agreement Yes] Yes Party A and Agreement Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above A Support Agreement dated as of At execution of this Master Yes October 8, 1993 among Party A, Agreement Mitsui Marine and Fire Insurance Co., Ltd. ("Mitsui Marine"), and The Goldman Sachs Group, Inc. ("Goldman Gxxxx") (the "Support Agreement") accompanied by a certificate of an authorized officer of Party A, certifying that it is a true, complete and correct copy of the original Support Agreement Party A Guaranty dated as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax formsof December 20, documents or certificates referenced in Part 2 above At execution of this Master Yes 2000 between Mitsui Marine and Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to Goldman Sachs Group (the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be"Guaranty"), xxxxxxanied by a certificate certifying that it is a true, complete and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified correct copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]original Guaranty

Agreement to Deliver Documents. For the purpose of Section 4(a)4(a)(i) and (ii) of this Agreement, each eac party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [Party Form/Document/Certificate Date by which to be delivered required to deliver document --------- ----------------------- ------------------------- Party A and Any form, document or Upon request Party B certificate as may be Requested pursuant to Section 4(a)(iii) of this Agreement (b)] ) Other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(dDate by Covered by required to which to be Section2(d) At execution of this Master Agreement Yes] Party A and deliver delivered Representation document ------------------ --------------------- -------------- Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) Annual Report of Party B At execution and of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s any As soon as available and its in any event Yes Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than Provider thereof within 120 days after the end of each containing audited, consolidated fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and of the Credit financial statements certified by Support Provider. independent certified public accountants and prepared in accordance with generally accepted accounting principles in the country in which such party and such Credit Support Provider is organized Party B Quarterly Financial Statements of Party As soon as available and in any event Yes B and any Credit Support Provider within 90 days after the end of each thereof containing unaudited, fiscal year quarter of Party B Yes]and of the consolidated financial statements of Credit Support Provider. such party's fiscal quarter prepared in accordance with generally accepted accounting principles in the country in which such party and such Credit Support Provider is organized. Party A and Certified copies of all corporate Upon execution and delivery of this Yes Party B authorizations and any other documents Agreement. with respect to the execution, delivery and performance of this Agreement and any Credit Support Document. Party A and Certificate of authority and specimen Upon execution and delivery of this Yes Party B signatures of individuals executing this Agreement and thereafter upon request of Form/Document/ Agreement and Credit Support Document the other party. Certificate and Confirmations. ------------------------

Agreement to Deliver Documents. For the purpose of Section 4(a), each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [(b)] Other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution of this Master Agreement Yes] Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), [and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) )] [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectusdocuments)] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party AB’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party Corp’s][Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party Corp’s][Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 A hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 hereto]37 At execution of this Master Agreement No] 39[Party 38[Party B Power of Attorney At execution of this Master Agreement No] 40[Party 39[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party 40[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Party A An original properly completed and executed United States Internal Revenue Service Form W-8BEN (or any successor thereto), as appropriate, with respect to any payments received or to be received by Party A that eliminates U.S. federal withholding and backup withholding Tax Forms Module}] [on payments to Party A under this Agreement. (i) Upon execution and delivery of this Agreement, with such form to be updated at the beginning of each succeeding three calendar year period beginning after execution of this Agreement, or as otherwise required under then applicable U.S. Treasury Regulations; (ii) promptly upon reasonable demand by Party B; and (iii) promptly upon learning that any information on any previously delivered form (or any successor thereto) has become obsolete or incorrect. Party B (i) Upon execution of this Agreement, an original properly completed and executed United States Internal Revenue Service Form W-9 (or any successor thereto) with respect to any payments received or to be received by the initial beneficial owner of payments to Party B under this Agreement, and (ii) thereafter, the appropriate tax certification form (i.e., IRS Form W-9 or IRS Form X-0XXX, X-0XXX, X-0XXX or W-8ECI, as applicable (or any successor thereto) with respect to any payments received or to be received by the beneficial owner of payments to Party B under this Agreement from time to time. (i) Prior to the First Floating Rate Payer Payment Date, (ii) promptly upon reasonable demand by Party A, (iii) promptly upon learning that any such form previously provided by Party B has become obsolete or incorrect and (iv) in the case of a tax certification form other than a Form W-9, before December 31 of each third succeeding calendar year. (b)] ) Other documents to be delivered are: [are:- Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At A Evidence of authority of signatories to this Agreement Upon execution of this Master Agreement Yes] Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions Certified copy of Party B’s and its Credit Support Provider’s (if any) board the Board of directors Directors resolution (or other governing bodyequivalent authorizing documentation) authorizing this which sets forth the authority of each signatory to the Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver signing on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including and the authority of such party to choose applicable law enter into Transactions contemplated and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures performance of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At obligations hereunder Upon execution of this Agreement Yes Party A Any publicly available annual audited financial statements prepared in accordance with generally accepted accounting principles in the country in which Party A is organized As such statements are made publicly available on Party A’s website (xxxx://xxx.xxx.xxx/1/e/investors/annualreporting.html) or on the U.S. Securities Exchange Commission XXXXX information retrieval system Yes Party A Any publicly available interim unaudited financial statements prepared in accordance with generally accepted accounting principles in the country in which Party A is organized As such statements are made publicly available on Party A’s website (xxxx://xxx.xxx.xxx/1/e/investors/quarterly_reporting.html or on the U.S. Securities Exchange Commission XXXXX information retrieval system Yes Party B A duly executed copy of the Pooling and Servicing Agreement (“PSA”) Promptly upon being finalized No (1) Available monthly via Party B’s website at: xxx.xxxxxxx.xxx (2) At the time specified for such notice to parties in the applicable Section of the PSA No Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion opinions reasonably satisfactory in form and substance satisfactory to Party B and its counsel At each party Promptly following execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a), each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [(b)] Other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution of this Master Agreement Yes] Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors ([or other governing body) ] (i) authorizing authorising this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing authorising a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support DocumentDocuments, as the case may be) ), [and (b) copies of Party Aeach party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws bylaws] [(or other constituent Documents) documents)]] At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes,] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later earlier than 120 days after the end of each of its fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx years Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later earlier than 60 days after the end of each of the its first three fiscal quarters of each of its fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx years Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later earlier than 120 days after the end of each of its fiscal year of [Party B] [and][Party B’s Credit Support Provider] years Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later earlier than 60 days after the end of each of the its first three fiscal quarters of each of its fiscal year of years Yes [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A and its counsel At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable:applicable:- (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [(b)] Other documents are:- Party required to deliver document Form/Document/Certificate Date by which to be delivered are: [Party A] [A with respect to any payments described in Part 2(b)(i)(B) of this Schedule, a U.S. Internal Revenue Service Form W-8ECI (or any successor of such Form), completed accurately and in a manner reasonably acceptable to Party B (1) upon execution of this Agreement, (2) promptly upon reasonable demand by Party B] Duly executed Credit Support Document[s] specified , and (3) promptly upon learning that the information on any such previously delivered Form is inaccurate or incorrect Party A with respect to any payments described in Part 2(b)(i)(C) of this Schedule, a U.S. Internal Revenue Service Form W-8BEN-E (or any successor of such Form) of (i) each office of Party A listed in Part 4(d) At of this Schedule and (ii) any other branch through which Party A is considered to be acting for purposes of FATCA, completed accurately and in a manner reasonably acceptable to Party B (1) upon execution of this Master Agreement Yes] Agreement, (2) promptly upon reasonable demand by Party B, and (3) promptly upon learning that the information on any such previously delivered Form is inaccurate or incorrect Party B U.S. Internal Revenue Service Form W-9 (or any successor of such Form), completed accurately and in a manner reasonably acceptable to Party A (1) upon execution of this Agreement, (2) promptly upon reasonable demand by Party A, and (3) promptly upon learning that the information on any such previously delivered Form is inaccurate or incorrect Party A and Party B Duly executed tax forms, Any other forms or documents, or certificates referenced accurately completed and in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect a manner reasonably satisfactory to the other party’s and its Credit Support Provider’s (if any) signatories executing , that may be required or reasonably requested in order to allow the other party to make a payment under this Agreement or Agreement, including any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person without any deduction or persons to execute and deliver withholding for or on its behalf this Agreement (account of any Tax or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if with such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, deduction at a minimum, reduced rate Promptly upon the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following reasonable demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]party

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax Party required to Form/Document/ Date by which deliver document Certificate to be Delivered ---------------- ----------- --------------- Party A and Forms Module}] [and/or documents Upon reasonable demand by the Party B described in Section 4(a)(iii) other party. of the Agreement. (b)] ) Other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(drequired to Form/Document/ Date by which Covered by deliver document Certificate to be delivered Section 3(d) At execution of this Master Agreement Yes] ---------------- ----------- --------------- ------------ Party A and For each party, an incumbency Upon execution of Yes Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures certificate with respect to this Agreement. each signatory to this Agreement and the party’s Credit Support Documents. Party A A copy of the annual report Upon request. Yes of its Credit Support Provider containing audited consolidated financial statements for such fiscal year certified by independent public accountants and prepared in accordance with generally accepted accounting principles consistently applied. Party A For its most recent fiscal Upon request. Yes quarter, a copy of the unaudited financial statements of its Credit Support Provider’s (if any) signatories executing this Agreement , prepared in accordance with generally accepted accounting principles consistently applied. Party A and Any documents required or any Credit Support Document At Upon execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions reasonably requested by the this Agreement. receiving party to evidence authority of each party’s and the delivering party or its Credit Support Provider’s (, if any) board , to execute and deliver this Agreement, any Confirmation, and any Credit Support Documents to which it is a party, and to evidence the authority of directors (or other governing body) (i) authorizing the delivering party to its Credit Support Provider to perform its obligations under this Agreement and the Transactions contemplated hereby (or the Agreement, such Confirmation and/or Credit Support Document, as the case may be. Party required to Form/Document/ Date by which Covered by deliver document Certificate to be delivered Section 3(d) and ---------------- ----------- --------------- ------------ Party A A guarantee of Lehman Upon execution of No Brothxxx Xxldings Inc. this Agreement. (ii"Holdings") authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or substantially in the case form of Exhibit A to this Schedule. Party B, its partnership agreement or other constituent documents)][(or B Opinions of counsel to Party Upon execution of No B of this substantially in this Agreement. the case form of Exhibit B to this Schedule. Party B, its certificate A An opinion of limited partnership and partnership agreement or other constituent documents)] [(or in the case counsel to Upon execution of No Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At A Upon execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Agreement. this and Party A’s and its 's Credit Support Provider’s (if any) board Provider substantially in the form of directors (or other governing body) (i) authorizing Exhibit C to this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Schedule. Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and Monthly Report At such time as Yes each Monthly Report is delivered to the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Trustee. Party B A certified copy Copy of a Power of Attorney authorizing a specified person or persons to execute any notice delivered Upon availability Yes under the Pooling and deliver on its behalf Servicing Agreement that impacts this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Agreement. Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified Executed copy of the bylaws (estatutos) Credit Upon execution of Yes Support Document specified in this Agreement. Part 4 to this Schedule. Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A Executed copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as Swap Upon execution of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]Yes Contract Administration this Agreement. Agreement.

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable:applicable:- (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax are:- Party required to Form/Document/ Date by which deliver document Certificate to be Delivered ---------------- ----------- --------------- Party A and Party B Forms Module}] [and/or documents described in Section Upon reasonable demand by the other party. 4(a)(iii) of the Agreement. (b)] ) Other documents to be delivered are: [are:- Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(drequired to Form/Document/ Date by which Covered by deliver document Certificate to be Delivered Section 3(d) At execution of this Master Agreement Yes] ---------------- ----------- --------------- ------------ Party A and Party B Duly executed tax formsFor each party, documents, or certificates referenced in Part 3(a) above At an incumbency certificate Upon execution of this Master Yes with respect to each signatory to this Agreement. Agreement and as otherwise provided the Credit Support Documents. Party A A copy of the annual report of its Upon request. Yes Credit Support Provider containing audited consolidated financial statements for such fiscal year certified by independent public accountants and prepared in Part 3(a) above accordance with generally accepted accounting principles consistently applied. Party A For its most recent fiscal quarter, a Upon request. Yes 28[Party A and Party B Duly executed tax formscopy of the unaudited financial statements of its Credit Support Provider, documents or certificates referenced prepared in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] accordance with generally accepted accounting principles consistently applied. Party A and Party B Evidence Any documents required or reasonably Upon execution of this Yes requested by the receiving party to Agreement. evidence authority and specimen signatures with respect to of the party’s and delivering party or its Credit Support Provider’s (, if any) signatories executing , to execute and deliver this Agreement or Agreement, any Confirmation, and any Credit Support Document At execution Documents to which it is a party, and to evidence the authority of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and the delivering party to its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing Provider to perform its obligations under this Agreement and the Transactions contemplated hereby (or the Agreement, such Confirmation and/or Credit Support Document, as the case may be. Party required to Form/Document/ Date by which Covered by deliver document Certificate to be Delivered Section 3(d) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies ---------------- ----------- --------------- ------------ Party A A guarantee of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At Lehman Brothers Holdings Upon execution of this Master Agreement Yes] 30[Party Xx Inc. ("Holdings") substantially in the Agreement. form of Exhibit A A Certificate certifying (a) resolutions to this Schedule. Party B Opinions of counsel to Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At B Upon execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions No substantially in the form of Party B’s Exhibit C Agreement. and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing D to this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Schedule. Party A and Party B A Certificate certifying (a) resolutions An opinion of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At Upon execution of this Master No Party A's Credit Support Provider Agreement. substantially in the form of Exhibit B to this Schedule. Party B Monthly Report At such time as each Yes Monthly Report is delivered to the Trustee. Party B Copy of any notice delivered under the Upon availability. Yes Pooling and Servicing Agreement No] 39[Party that impacts this Agreement. Party B Power Executed copy of Attorney At the Credit Support Upon execution of this Master Agreement No] 40[Party Yes Document specified in Part 4 to this Agreement. Schedule. Party B Letter from Manager in form and substance satisfactory to Party A At Executed copy of the Swap Contract Upon execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]Yes Administration Agreement. Agreement.

Agreement to Deliver Documents. For the purpose of Section 4(a)4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, documents as applicable:applicable:- (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Party A Any form or document accurately completed and in a manner reasonably satisfactory to the other party that may be required or reasonably requested in order to allow the other party to make a payment under a Transaction without any deduction or withholding for or on account of any Tax Forms Module}] [or with deduction or withholding at a reduced rate, promptly upon reasonable demand by the other party, including, without limitation, an accurate, executed and complete United States Internal Revenue Service Form W- 8BEN and/or W-8ECI (or any successor thereto). Upon (i) execution and delivery of this Agreement, (ii) promptly upon reasonable demand by Party B, and (iii) promptly upon any such form(s) previously provided by Party A becoming obsolete or incorrect. Party B An accurate, executed and complete United States Internal Revenue Service Form W-9 or or any successor to such form, and any required attachments thereto. Upon (i) execution and delivery of this Agreement, (ii) promptly upon reasonable demand by Party A, and (iii) promptly upon any such form(s) previously provided by Party B becoming obsolete or incorrect. (b)] ) Other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution of this Master Agreement Yes] Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) Annual Report of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s containing audited, consolidated financial statements certified by independent certified public accountants and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and prepared in accordance with generally accepted accounting principles in the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] country in which such party is organized Party A Annual Audited Consolidated Financial Statement Report of [Enron Corp.] [Party A’s Credit Support Provider] A containing audited, consolidated financial statements certified by independent certified public accountants Promptly following demand by Party B, but and prepared in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, accordance with detail on the change, if any, generally accepted accounting principles in the Net Asset Value; country in which such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, party is organized As soon as available and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no any event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 within 180 days after the end of each fiscal year of Party B As soon as available and in any event within 120 days after the end of each fiscal year of Party A Yes Yes Party B Credit Support Document(s) Upon execution and No delivery of this Agreement Party B Opinion of Counsel satisfactory to Party A substantially in the form of Exhibits A-I and A-II hereto Party A Opinions of Counsel substantially in the form of Exhibits B-I and B- II hereto Party B Certified copies of all corporate authorizations and any other documents with respect to the execution, delivery and Upon execution and delivery of this Agreement and each Transaction confirmed hereunder Upon execution and delivery of this Agreement Upon execution and delivery of this Agreement No No Yes performance of this Agreement and any Credit Support Document, as applicable Party A and Party B Certificate of incumbency and/or specimen signatures of individuals executing this Agreement and any Credit Support Document Upon execution and delivery of this Agreement and thereafter upon request of the other party Yes Party B Executed copy of the Covered Indenture Upon execution and delivery of this Agreement Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable:applicable:- (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax are:- Party required to Form/Document/ Date by which deliver document Certificate to be Delivered ---------------- ----------- --------------- Party A and Party B Forms Module}] [and/or documents described in Upon reasonable demand by the other party. Section 4(a)(iii) of the Agreement. (b)] ) Other documents to be delivered are: [are:- Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(drequired to Form/Document/ Date by which Covered by deliver document Certificate to be Delivered Section 3(d) At execution of this Master Agreement Yes] ---------------- ----------- --------------- ------------ Party A and Party B Duly executed tax formsFor each party, documents, or certificates referenced in Part 3(a) above At an incumbency certificate with Upon execution of this Master Yes respect to each signatory to this Agreement and as otherwise provided Agreement. the Credit Support Documents. Party A A copy of the annual report of its Credit Upon request. Yes Support Provider containing audited consolidated financial statements for such fiscal year certified by independent public accountants and prepared in Part 3(a) above accordance with generally accepted accounting principles consistently applied. Party A For its most recent fiscal quarter, a copy of Upon request. Yes 28[Party A and Party B Duly executed tax formsthe unaudited financial statements of its Credit Support Provider, documents or certificates referenced prepared in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] accordance with generally accepted accounting principles consistently applied. Party A and Party B Evidence Any documents required or reasonably requested Upon execution of this Yes by the receiving party to evidence authority and specimen signatures with respect to of Agreement. the party’s and delivering party or its Credit Support Provider’s (, if any) signatories executing , to execute and deliver this Agreement or Agreement, any Confirmation, and any Credit Support Document At execution Documents to which it is a party, and to evidence the authority of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and the delivering party to its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing Provider to perform its obligations under this Agreement and the Transactions contemplated hereby (or the Agreement, such Confirmation and/or Credit Support Document, as the case may be. Party required to Form/Document/ Date by which Covered by deliver document Certificate to be Delivered Section 3(d) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies ---------------- ----------- --------------- ------------ Party A A guarantee of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At Lehman Brothers Holdings Inc. Upon execution of this Master Agreement Yes] 30[Party No ("Holdings") substantially in the form of Agreement. Exhibit A A Certificate certifying (a) resolutions to this Schedule. Party B Opinions of counsel to Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At B substantially in Upon execution of this Master Agreement Yes No the form of Exhibit C and D to this Schedule. Agreement. Party B A Certificate certifying (a) resolutions An opinion of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons counsel to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions A's Upon execution of each party’s and its this No Credit Support Provider’s (if any) board Provider substantially in the Agreement. form of directors or other governing body authorizing Exhibit B to this Schedule. Party B Monthly Report At such time as each Monthly Yes Report is delivered to the Trustee. Party B Copy of any notice delivered under the Pooling Upon availability. Yes and Servicing Agreement and the Transactions contemplated hereby (or that impacts this Agreement. Party B Executed copy of the Credit Support Document, as the case may be), and (b) copies Document Upon execution of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents)this Yes specified in Part 4 to this Schedule. In addition, Agreement. Party B shall furnish a certified Executed copy of the bylaws (estatutos) of Party B At Swap Contract Upon execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Administration Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]. Agreement.

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and 4(a)(ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [For the purpose of Sections 4(a)(i) and (ii) of this Agreement, Party B agrees to deliver a complete and accurate United States Internal Revenue Service Form W-9 (or any applicable successor form), in a manner reasonably satisfactory to Party A, (I) upon execution of this Agreement; (II) promptly upon reasonable demand of Party A, and (III) promptly upon learning that any such form previously filed by Party B has become obsolete or incorrect (and each such form is hereby identified for purposes of Section 3(d) of this Agreement). (b)] ) Other documents to be delivered are: [Party A] [B Annual Report of Party B and Party B] Duly executed of its Credit Support Document[s] specified Provider (as applicable) containing consolidated financial statements certified by independent certified public accountants and prepared in accordance with accounting principles that are generally accepted in the country or countries in which Party B and its Credit Support Provider (as applicable) is organized Upon request Yes Party B Unaudited consolidated financial statements of Party B and of its Credit Support Provider (as applicable) for a fiscal quarter prepared in accordance with accounting principles that are generally accepted in the country or countries in which Party B and its Credit Support Provider (as applicable) is organized Upon request Yes Party B Guaranty (as defined in Part 4(d4(6) At execution of this Master Schedule) Upon execution and delivery of this Agreement Yes] No Party B Opinion of counsel satisfactory to Party A substantially in the form of Exhibit I hereto Upon execution and delivery of this Agreement No Party B Duly executed tax forms, documents, or certificates referenced Opinion of counsel to Guarantor satisfactory to Party A substantially in Part 3(a) above At the form of Exhibit II hereto Upon execution and delivery of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and No Party B Duly executed tax forms, Certified copies of all corporate authorizations and any other documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to the party’s execution, delivery and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution performance of this Agreement Yes Party A Upon execution and Party B A Certificate certifying (a) resolutions delivery of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a), each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [Party A agrees to complete, execute, and deliver to Party B, United States Internal Revenue Service Form W-9 or any successor of such form: (i) on a date which is before the first scheduled payment date under this Agreement; (ii) promptly upon reasonable demand by Party B; and (iii) promptly upon learning that any such forms previously provided by Party A has become obsolete or incorrect. Party B agrees to complete, execute, and deliver to Party A, United States Internal Revenue Service Form W-9 or any successor of such forms: (i) on a date which is before the first scheduled payment date under this Agreement; (ii) promptly upon reasonable demand by Party A; and (iii) promptly upon learning that any such forms previously provided by Party B has become obsolete or incorrect. (b)] ) Other documents to be delivered are: [Covered by Party A] [and required to Date by which Section 3(d) deliver document Form/Document/ Certificate to be delivered Representation Party B] Duly executed Credit Support Document[s] specified in Part 4(d) A Power of Attorney with respect At execution of this Master Agreement Yes] Yes to Party A and Agreement Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above A Support Agreement dated as of At execution of this Master Yes October 8, 1993 among Party A, Agreement Mitsui Marine and Fire Insurance Co., Ltd. ("Mitsui Marine"), and The Goldman Group, Inc. ("Goldman Gxxxx") (the "Support Agreement") accompanied by a certificate of an authorized officer of Party A, certifying that it is a true, complete and correct copy of the original Support Agreement Party A Guaranty dated as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above of December At execution of this Master Yes 20, 2000 between Mitsui Marine Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to Goldman Sachs Group (the party’s and its Credit Support Provider’s (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be"Guaranty"), accompanied bx x certificate certifying that it is a true, complete and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party B, its partnership agreement or other constituent documents)][(or in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified correct copy of the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]original Guaranty

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable:applicable:- (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax are:- Party required Form/Document/ Date by which to deliver Certificate to be Delivered document ----------- --------------- -------- Party A and Forms Module}] [and/or documents Upon reasonable demand by Party B described in Section the other party. 4(a)(iii) of the Agreement. (b)] ) Other documents to be delivered are: [are:- Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(dForm/Document/ Date by which Covered by required Certificate to be Delivered Section 3(d) At execution of this Master Agreement Yes] to deliver ----------- --------------- ------------ document -------- Party A and For each party, an Upon execution Yes Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution incumbency certificate of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to each Agreement. signatory to this Agreement and the party’s Credit Support Documents. Party A A copy of the annual Upon request. Yes report of its Credit Support Provider containing audited consolidated financial statements for such fiscal year certified by independent public accountants and prepared in accordance with generally accepted accounting principles consistently applied. Party A For its most recent Upon request. Yes fiscal quarter, a copy of the unaudited financial statements of its Credit Support Provider’s (if any) signatories executing this Agreement , prepared in accordance with generally accepted accounting principles consistently applied. Party A and Any documents required Upon execution Yes Party B or any Credit Support Document At execution reasonably requested of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions by the receiving party Agreement. to evidence authority of each party’s and the delivering party or its Credit Support Provider’s (, if any) board , to execute and deliver this Agreement, any Confirmation, and any Credit Support Documents to which it is a party, and to evidence the authority of directors (or other governing body) (i) authorizing the delivering party to its Credit Support Provider to perform its obligations under this Agreement and the Transactions contemplated hereby (or the Agreement, such Confirmation and/or Credit Support Document, as the case may be. Party Form/Document/ Date by which Covered by required Certificate to be Delivered Section 3(d) and to deliver ----------- --------------- ------------ document -------- Party A A guarantee of Lehman Upon execution Xo Brothers Holdings Inc. of this (ii"Holdings") authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or Agreement. substantially in the case form of Exhibit A to this Schedule. Party B, its partnership agreement or other constituent documents)][(or B Opinions of counsel to Upon execution No Party B substantially in the case of Party B, its certificate of limited partnership and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution of this Master Agreement Yes] 30[Party the form of Exhibit B to Agreement. this Schedule. Party A A Certificate certifying (a) resolutions An opinion of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons counsel to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At Upon execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution of this Agreement Yes No Party A and Party B A Certificate certifying (a) resolutions A's of each party’s and its this Credit Support Provider’s (if any) board Provider Agreement. substantially in the form of directors or other governing body authorizing Exhibit C to this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents)Schedule. In addition, Party B shall furnish a certified Monthly Report At such time as Yes each Monthly Report is delivered to the Trustee. Party B Copy of any notice Upon Yes delivered under the availability. Pooling and Servicing Agreement that impacts this Agreement. Party B Executed copy of the bylaws (estatutos) Upon execution Yes Credit Support Document of this specified in Part 4 to Agreement. this Schedule. Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A Executed copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as Upon execution Yes Swap Contract of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]this Administration Agreement. Agreement.

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and 4(a)(ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Tax Forms Module}] [Each party agrees to deliver to the other party a complete and accurate United States Internal Revenue Service Form W-9 (or any applicable successor form), in a manner reasonably satisfactory to the respective party, (I) upon execution of this Agreement; (II) promptly upon reasonable demand of the respective party, and (III) promptly upon learning that any such form previously provided by such party has become obsolete or incorrect (and each such form is hereby identified for purposes of Section 3(d) of this Agreement). (b)] ) Other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution of this Master Agreement Yes] Party A and Party B Duly executed tax formsAudited annual financial statements of such entity (in the case of Party A, documentsof JPMorgan Chase & Co.) for each fiscal year certified by independent certified public accountants and prepared in accordance with relevant generally accepted accounting principles Upon request if unavailable on the SEC website or such entity’s website and in any event, or certificates referenced in Part 3(a) above At execution of this Master Agreement and as otherwise provided in Part 3(a) above within 120 days following the fiscal year end. Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence Unaudited financial statements of authority and specimen signatures with respect to the party’s and its Credit Support Provider’s such entity (if any) signatories executing this Agreement or any Credit Support Document At execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Party BA, its partnership agreement of JPMorgan Chase & Co.) for each quarter, in each case prepared in accordance with relevant generally accepted accounting principles Upon request if unavailable on the SEC website or such entity’s website and in any event, within 60 days following each quarter end Yes Party A and Party B Certified copies of all corporate authorizations and any other constituent documents)][(or in documents with respect to the case of Party Bexecution, its certificate of limited partnership delivery and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At execution performance of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s Upon execution and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) resolutions of Party B’s and its Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At execution delivery of this Agreement Yes Party A and Party B A Certificate certifying (a) resolutions of authority and specimen signatures of individuals executing this Agreement, Confirmations and each party’s and its Credit Support Provider’s Document (if anyas applicable) board Upon execution and delivery of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy thereafter upon request of the bylaws (estatutos) of Party B At execution of this Master Agreement other party Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes Party A Quarterly Unaudited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if such Financial Statement is not available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]

Agreement to Deliver Documents. For the purpose of Section 4(a)Sections 4(a)(i) and (ii) of this Agreement, each party agrees to deliver the following documents, as applicable: (a) Tax forms, documents, documents or certificates to be delivered are: {Insert Appropriate Party A and B: Subject to Section 4(a)(iii) of the Agreement, any document required or reasonably requested to allow the other party to make payments under this Agreement without any deductions or withholding for or on account of any Tax Forms Module}] [or with such deduction or withholding at a reduced rate. Party B shall deliver to Party A an Internal Revenue Service form W-9, upon the execution of this Agreement and any Confirmation hereunder. On the date of execution of this Agreement and after such date to the extent the form previously furnished has ceased to be effective, the information therein has become inaccurate or such form has been superseded. (b)] ) Other documents to be delivered are: [Party A] [and Party B] Duly executed Credit Support Document[s] specified in Part 4(d) At execution of this Master Agreement Yes] Party A and Party B Duly executed tax forms, documents, or certificates referenced in Part 3(a) above At execution B: A certificate of this Master Agreement and as otherwise provided in Part 3(a) above Yes 28[Party A and Party B Duly executed tax forms, documents or certificates referenced in Part 2 above At execution an authorized officer of this Master Agreement and as otherwise provided in Part 2 above Yes] Party A and Party B Evidence of authority and specimen signatures with respect to the party’s , certifying the authority, names and its Credit Support Provider’s (if any) signatories executing true signatures of the officers of the party signing this Agreement or Agreement, each Confirmation and any Credit Support Document At to be delivered by such party. Upon execution of this Master Agreement Yes 29[Party A and Party B A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) [(or in the case of Agreement. Yes. Party B, its partnership agreement or other constituent documents)][(or in the case : Constitutional Documents including Articles of Party B, its certificate of limited partnership Incorporation and partnership agreement or other constituent documents)] [(or in the case of Party B, its certificate of organization or formation and operating agreement or other constituent documents)][or in the case of Party B, its incorporation and bylaws documents as well as its prospectus] At Bylaws. Upon execution of this Master Agreement Yes] 30[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A Certificate certifying (a) B: Certified copy of the resolutions of Party B’s Board of Directors evidencing each action taken by Party B to authorize its execution, delivery and its performance of this Agreement, each Confirmation and any applicable Credit Support Provider’s (if any) board of directors (or other governing body) authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (b) copies of Document to be delivered by Party B’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents) At execution of this Master Agreement Yes Party B A certified copy of a Power of Attorney authorizing a specified person or persons to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) At execution of this Master Agreement Yes] 31[Party B A certificate or certificates of incumbency or powers of attorney, including the authority to choose applicable law and to submit disputes arising from the Agreement to non-Argentine courts or alternative dispute resolution methods, and specimen signatures of its and its Credit Support Provider’s (if any) officers or authorized representatives executing this Agreement and any Credit Support Documents At B. Upon execution of this Agreement Yes Party A and Party B B: Annual audited financial statements of Party A Certificate certifying (a) resolutions of each party’s and its Credit Support Provider’s (if any) board of directors or other governing body authorizing this Agreement and the Transactions contemplated hereby (or the Credit Support Document, as the case may be), and (b) copies of each party’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent documents). In addition, Party B shall furnish a certified copy of prepared in accordance with generally accepted accounting principles in the bylaws (estatutos) of Party B At execution of this Master Agreement Yes] 32[Party A A Certificate certifying (a) resolutions of Party A’s and its Credit Support Provider’s (if any) board of directors (or other governing body) (i) authorizing this Agreement and country in which the Transactions contemplated hereby (or the Credit Support Document, as the case may be) and (ii) authorizing a specified person or persons entity to execute and deliver on its behalf this Agreement (or the Credit Support Document, as the case may be) and (b) copies of Party A’s and its Credit Support Provider’s (if any) articles of incorporation and bylaws (or other constituent Documents) At execution of this Master Agreement Yes Party B Certified copies of: (1) the charter, enabling statutes, and constitution or comparable legislation, creating or authorizing Party B; (2) bylaws of Party B; (3) other charter and constituent instruments of Party B; (4) investment policies, guidelines or restrictions of Party B; (5) resolution approving the Transactions contemplated by this Agreement and authorizing a specified person or persons to execute and deliver on behalf of Party B this Agreement, the exhibits, supplements, and attachments hereto, the documents incorporated by reference herein, and the Confirmations hereunder; and (6) amendments to any of the foregoing At execution of this Master Agreement Yes] Party A Annual Audited Consolidated Financial Statement of [Enron Corp.] [Party A’s Credit Support Provider] certified by independent public accountants Promptly following demand by Party B, but in no event later than 120 days after the end of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if which they relate is organized. Where such Financial Statement financial statement is not reasonably publicly available on “XXXXX” or [Enron Corp.’s] [Party Asuch party’s Credit Support Provider’s] internet home page on the World Wide Web at xxx.xxxxx.xxx page, then promptly upon request by other party. Yes Party A B: Quarterly Unaudited Consolidated Financial Statement unaudited financial statements of [Enron Corp.] [Party A’s Credit Support Provider] Promptly following demand by Party B, but B prepared in no event later than 60 days after accordance with generally accepted accounting principles in the end of each of country in which the first three fiscal quarters of each fiscal year of [Enron Corp.] [Party A’s Credit Support Provider] if entity to which they relate is organized. Where such Financial Statement financial statement is not reasonably publicly available on “XXXXX” or [Enron Corp.’s] [Party A’s Credit Support Provider’s] home page on the World Wide Web at xxx.xxxxx.xxx Yes [Party A Legal opinion in form and substance satisfactory to Party B and its counsel At execution of this Master Agreement No] Party B Annual Audited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] certified by independent public accountants Promptly following demand internet home page, then promptly upon request by Party A, but in no event later than 120 days after the end of each fiscal year of [Party B] [and][Party B’s Credit Support Provider] Yes Party B Quarterly Unaudited Consolidated Financial Statement of [Party B] [and] [Party B’s Credit Support Provider] Promptly following demand by Party A, but in no event later than 60 days after the end of each of the first three fiscal quarters of each fiscal year of [Party B][and][Party B’s Credit Support Provider] Yes 33[Party B Legal opinion in form and substance [satisfactory to Party A and its counsel]34[of Attachment 1 hereto]35 [of Attachment 1 hereto]36[of Attachment A hereto]37[of Attachment 1 hereto]38 At execution of this Master Agreement No] 39[Party B Power of Attorney At execution of this Master Agreement No] 40[Party B Letter from Manager in form and substance satisfactory to Party A At execution of this Master Agreement No] 41[Party B Monthly account statements detailing, at a minimum, the Net Income of Party B for the relevant month, with detail on the change, if any, in the Net Asset Value; such detail should include the Net Asset Value at the start of each month, the Net Asset Value at the end of each month, redemptions, additional investments, distributions, and all other specific items of information required to calculate the Net Asset Value at the end of the month from the Net Asset Value at the beginning of the month Promptly following demand by Party A, but in no event later than 20 days after the end of each month A. Yes] 42[Party B A copy of the quarterly and annual engineering reports, respectively, which reports evaluate the reserves, including, with particularity, the proved developed producing reserves, owned by Party B as of a date not earlier that 60 days prior to the date of such report, prepared by [insert name or such other] an independent third party engineering firm that is acceptable to Party A (the “Engineering Report”) Within 60 days after the end of each fiscal quarter (other than fiscal year end) of Party B and 90 days after the end of each fiscal year of Party B Yes]