0001104659-09-053283 Sample Contracts

EIGHTH AMENDMENT & WAIVER
Eighth Amendment • September 3rd, 2009 • MxEnergy Holdings Inc • Natural gas distribution • New York

This Eighth Amendment & Waiver (this “Amendment”) dated as of August 31, 2009 (the “Eighth Amendment Effective Date”) is by and among MxEnergy Inc., a Delaware corporation (“MxEnergy”), MxEnergy Electric Inc., a Delaware corporation (“MxEnergy Electric”, MxEnergy and MxEnergy Electric each a “Borrower” and collectively, the “Borrowers”), MxEnergy Holdings Inc. and certain Subsidiaries thereof (collectively, the “Guarantors”), the financial institutions and other Persons whose signatures appear below as Lenders, Société Générale, as Issuing Bank, and Société Générale, as Administrative Agent.

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FIFTEENTH AMENDMENT AND WAIVER TO MASTER TRANSACTION AGREEMENT
Master Transaction Agreement • September 3rd, 2009 • MxEnergy Holdings Inc • Natural gas distribution • New York

This Fifteenth Amendment and Waiver to the Master Transaction Agreement (this “Amendment”), dated as of August 31, 2009 (the “Amendment Date”), by and among MXEnergy Inc., a Delaware corporation (the “Counterparty”), MXEnergy Holdings Inc. (the “Parent”) and certain Subsidiaries thereof, as guarantors (collectively, the “Guarantors”), and Société Générale, as hedge provider (the “Hedge Provider”).

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