Contract No. 1528-1432S Amendment No. 2Vendor Name Constellation NewEnergy - Gas Division, LLC

AMENDMENT NO. 2

This Amendment modifies Contract No. 1528-14326, for Natural Gas Supply and Management Services byand between the County of Cook, illinois, herein referred to as "County'nd ConstellationNewEnergy — Gas Division, LLC, authorized to do business in the State of illinois hereinafter referred to as"Contractor":

RECITALS

Whereas, the County and Constellation Energy Services — Natural Gas, LLC, entered into a Contractapproved by the County Board on July 29,2015, (hereinafter referred to as the "Contract', whereinthe Contractor provides assistance in the purchase and delivery of natural gas and management services(hereinafter referred to as the "Services" ) from May 1, 2016 through April 30, 2019 in an amount not toexceed $72,000.00 with two (2), one (1), year renewal options; and

Whereas, Amendment No. 1 was authorized and executed by the Chief Procurement Oificer on December 23,201 5 to clarify certain verbiage and fees in the Contract, and

Whereas, Constellation Energy Services — Natural Gas, LLC, merged into Constellation New Energy-Gas Division, LLC, effective July 31, 2017; and

Whereas, the Contract will expire on April 30, 2019 and agreed upon Services are still required; and

Whereas, an increase in the amount of $48,000.00 is required for the continuation of Services through theRenewalTerm;and

Whereas, a renewal is desired in order for the County to access the contractor to secure pricing anddelivery of natural gas for calendar year 201 9, 2020 and 2021; and

Whereas, the County and Contractor desire to renew the Contract for 24 months beginning on May 1,2019 through April 30,. 2021.

Now therefore, in consideration of mutual covenants contained herein, it is agreed by and between theparties to amend the Contract as follows:

1. The County and the Contractor acknowledge and agree that the Contract is renewed from May 1,2019 through April 30, 2021 (" Renewal Term").

2. The Contract is hereby increased by $48,000.00 (for a total of $ 120,000.00) for the Servicesprovided during the Renewal Term.

3. All references to Constellation Energy Services — Natural Gas, LLC, are now deleted and replacedwith Constellation NewEnergy — Gas Division, LLC. The address for notices, as set forth in Article11, to the Contractor is deleted and replaced with Attn: Contract Administration, 9400 BunsenParkway, Suite 100, Louisville, Kentucky 40220; Facsimile: 502-21 4-6381.

4, The attached Identification of Sub-Contractors/Suppliers/Sub-Consultants Form,. M/WBEUtilization Plan and Economic Disclosures Statement are incorporated under Attachment A andmade a part of this Contract.

Contract No. 1528-14326 Amendment No. 2Vendor Name: Constellation NewEnergy- Gas Division, LLC

5. All other terms and conditions remain as stated in the Contract.

6. The above recitals are hereby incorporated into this Amendment as if fully set forth herein.

In witness whereof, the County and Contractor have caused this Amendment No, 2 to be executed on thedate and year last written below.

County of Cook, illinois

By: AnasA1.FA4dl//(EChief Procurement Officer

Date: .Rl)kl HD jtl ZOI ERvv t/t/ls

Constellation NewEnetgy — Gas Division, LLC

Signed

Kr/2k. r MP.Type or print name

Title: 0'ivtc nvsl.ln~/1/tune.'ul 6594,I

Date: 8 1 3 I I 4 nt 64

CGA5(683(I0AArl Cxe'on CnnlfMny

8980 Corporate Campus Dnve8 ile 2000Louisville, KY 40228Phon~ 802-428-4800Fax: 802-428-8800wwvcoonstellafon,corn

Confidential / Not for Further Distribution

February 6, 1018

Cook CountyOffice of the Chief Procurement Officer118 N. Clark Street, goom 1018Chicago, illinois 60602Attention: Cho Ng, Assistant Procurement Officer

RE: Proof of Authority

I am an attorney responsible for Constellation's retail gas business entities, including ConsteliationNewEnergy- Gas Division, LLC ("CNEG"). Kirk Stone has the authority to execute documents on behalfof CNECi.

Yours very truly,

Andrea KullmanAssistant General Counsel

CONTRACT NO. 1528-14326 Amendment No. 2

A'TTACHMENT A

Identification of Subcontractors/Supplier/Subconsultant Form

INinority-Owned Business Enterprise and Women-Owned Business Enterprise Utilization Plan

Economic Disclosure Statement Forms, including Contract and EDS Signature Pages

CONTRACT NO. t526-t4326 Amendment No, 2

Cook CountyOffice of the Chief Procurement Officer

Identification of Subcontractor/Supplier/Subconsultant Form

OCPO ONLY:A DlsoualificationA Check Comolete

The Bidder/Proposer/Respondent ("the Contractor" ) will fully complete and execute and submit an identification ofSubcontractor/Supplier/Subconsultant Form ("ISF") with each Bid, Request for Proposal, and Request forQualification. The Contractor must complete the ISF for each Subcontractor, Supplier or Subconsultant whichshall be used on the Contract. In the event that there are any changes in the utilization of Subcontractors,Suppliers or Subconsultants, the Contractor must file an updated I SF.

Bid/RFP/RFQ Noc 1528-14326 A2

Total Bid or Proposal Amount:

contractor: Constellation NewEnergy - Gas Division, LLC

Authorized Contactfor Contractor: Patrick Livernois

Email Address(Contractor): Patrick.Livernois(iconstel(at)on.corn

: February 1, 2018mandmanl Np.2 lo tc Natural Gas

Supply 9 Management Services RFP

Subcontractor/Supplier/Subconsultant to be RLD Resources, U C

added or substitute:Authorized Contact forSubcontractor/Supplier/ Richard L DaniSubconsultant;Email Address(Subcontractor): e @

ConipaiiYAddiess 9960% t C D St 2000ComPanYAddress 333NcrtliMIchk)a Ave.,sla.

City, State andZip (Contractor): Louisville, KV 40223

Telephone and Fax(sM) 65/&4st

(Contractor)Estimated Start andCompletion Dates(Contractor) May 1, 2019 - April 30, 2021

CitY State and Zip Chicago IL 6Q6((Subcontractor):Telephone and Fax

D (3) 2) /95 Q/96(Subcontractor)Estimated Start andCompletion Dates(Subcontractor) May 1, 2019 — April 30, 2021

Note: Upon request, a copy of all written subcontractor agreements must be provided to the OCPO.

Description of Services or Suoolies

Supply natural gas commodity based on a percentage of the accounts metered usage.

Total Price ofSubcontract for

Services or Suoolies

The subcontract documents will incorporate all requirements of the Contract awarded to the Contractor as applicable.The subcontract will in no way hinder the Subcontractor/Supplier/Subconsultant from maintaining its progress on anyother contract on which it is either a Subcontractor/Supplier/Subconsultant or principal contractor. This disclosure ismade with the understanding that the Contractor is not under any circumstances relieved of its abilities andobligations, and is responsible for the organization, performance, and quality of work. This form does not approveany proposed changes, revisions or modifications to the contract approved MBE/WBE Utilization Plan. Anychanges to the contract's approved MBE/WBE/Utilization Plan must be submitted to the ONce of theContract Compliance.

ContractorConstellation NewEnerqy- Gas Division, LLC

Prime Contractor Sil)nett(rea l (. ta nlu

Date

ISF-t July/2016

OFETCE OF CONTRACT COMPLIANCE

JACQUELINE 6CTMEZ

DIRECTOR

226 N Oarrc Caunty Building, Roam 1020 ~ Chicago Illinais 60602 ~ {212) 602-SS02

April 8, 2018

Tafrt prtacrntvrttlt{LE

PRESIDENT

Cash Catmtr Board

of Commissioners

RICHARD lt, BQYRIN

1st Dlsthc'I

OENN5 DEER

Jsa District

JERRY BUTLER

Jra DiStriCt

STANLEY MOORE

4th District

ceaDRAH EIM6

Sth Oattlct

EDWARD M MOODY

6th District

JESUS 6, GARrnA

Tth Dish'a

LUIS ARROYO, IR

6th Datrict

Ms, Shannon E, Andrews

Chief Procurement Ofhcer

118 N. Clark Street

County BuiMing-Room 1018

Chicago, lL 60602

Re: Contract No. 1528-14326 (Amendment No, 2)

Natural Gas Supply and Management Services

Bureau of Administration

Dear Ms. Andrews:

The Oflice of Contract Compliance is in receipt of the above.reference contract amendment and has revieWed

it fiir compliance with the Minodty- and women»owned Business Enterprises (MBE/wBE) ordinance. After

careful review, it has been determined this amendmsnt is responsive to the Ordinance.

Bidder: Ccmstellation New Energy Gas Division, LLC

Onginai Contract Value: $72,000

increased Contract Value; $48,000.00 (Amendment No. 2)

New Contract Value; $120,000,00

Contract Extension: 24 Monthh

New Contract Term; May 1, 201 9 through April 30, 2021

Contract Goal: 25% MBE, 10BA WBE

PETER N Savaswr9th District

BRIDGET GAINER

1etli Drtarftt

MBElWBE Firm

RLD Resources, LLC

S~Sa us Certifvinn Commitment~nc LODlrec f

MBE4 CIA{ of Chicago 30%

JOHN P. DALE'r

Iltlt District

JOHN A, FRITCHCY

12th Dldtllct

lARRY SUFFREDIN

11th Otttria

GREGc GQEUN

lear Dlstrtct

ilMOTHY O. SCHNEiaER

isth Oistria

JEFFIIEY R TOBOLSEI

Tatn Distoct

SEA%hi Haiialsotl

11th Distr,ct

commitment percentages are based on the new total contmct amount.

Full WBE Waiver Granted: Due to a lack of sufficient qualified WBEs capable of providing the goods or

services required by the contracL

Original MBE/WBE forms were used in the determination Of the responsiveness of this contract.

m

J us ine Gomez

Contract Compliance Director

JG/smp

cc: Cho Ng, OCPO

Jeny Pray, BOA

l)l Fiscal Responsibility g Innovative Leadership Transparency st AccoamabiTity P~ Improved Services

CONTRACT NO. 1525-14326 Amendment No. 2

SSBE/IIVBE UTILIZATION PLAN - FORSS 1

BIDDERIPROPOSER HEREBY STATES lhal afl MBE/WBE lirms induded in this Plan are cerlifisd MBEslWBEs by at least one of the unities listed in the GeneralCcndgicns — Sedion 19.

i. BiDDERIPROPOSER MSBWBE STATUSi (check lhs approprialaline)

BidderiPmposer is a cerfiflsd MBE or WBE firm. (If so, attach copy of cunsnt Lelisr of Certification)

SidderiPmpossr is a Joint Venture and ons or more Joint Venture partnere are csngled MBEs or WSEs. {If so, attach capias of Letter(s) of

CerBicagon, a copy of Joint Venture Agreement dearly dascrlbirig tha role of ihe MBBWBE fiirm(s) and gs cwnership interest in lhe JointVenture and a completed Joint Venture Aflidwit - available onflne at www,cockcountvil.covlconiraciccmcliaacsi

X BiddedPropossr is not a certified MSE or WBE firm, nor a Joint Venture viilh MBEiWBE parlnara, hut wifl uliTue hlBE and WBE h'nns eilhsrdlrecgy or indiredly in the pedormance of the Centred, (if so, complete Sections 0 below and the Latter(s) cf latent- Form 2).

g. x Direct pmtblpstlan of MBEAflfBE Firms + fndlmct Pargcipatlon of MSEIWSE Flnns

NOTE: Where goals have not been achieved through direct participation, BidderfProposer shall Include documentation oudtning efforts toachieve Direct Participation at ths time of BldfProposal submission. Indirect Part)cipation will only be considered after all efforts toachieve Direct PsrSvdpntlon have been exhausted. Only sRer written documentation of Good Faith Efforts is received will IndirectParticlpation bs considered.

MBEsflhrBEs that wig perform as subconhactorarsuppliersfconsuttents include ihs following:

MBBWBE Firm:

Address.'vnafl:

RLD Resources, LI.C

333 N. Ltichigan Avenue, Suite 1810, Chicago, IL 60601

Swarson@rldrevourcev corn

contact Person: 6"airy watson Phone: (3" 2) 206 0296

The dollar amount cf psnicipation will be delvrh ined based on lbe market priceDollar Amount Parllcipahcn: 6 vvh vv m rho vrnv nf fhs nuvrh vvv iv fntwrs rnnmhv

percent Amount ot parvcipslion: so% of ihs arcovhlv mvtvmc vance vcivmv or ice Nntvrvr Gav rcivccnent hmvc on hakvicat vvvce

'Latter of intenl attached? Yss'CurrentfelterOf CarliliCSliOh altaChed? Yea

N/AMBE/WB E Frrmi

Addresa

E-mail

Contacl Pemon:

Dollar Amount parlicipaliom 9

Pement Amount of Participation:

*Latter cf inisni atiached? Yes'Current fatter of wdificalion attached?'as

Phone:

No

No

Allsch mfrgfiocaf sheets av naarfad.

'etter(s) of Intent and current Letters of Celgfication must be submitted at the time of bid,

M/VVBE Utilization Flan - Form 2 Revised: Of/29/2014

CONTRACT NO. 1628-14328 Amenrhnent No. 2

58SEI55SB LBTTBR f)P INTBklT - PI3R55 2

NWBE Fkm: RLD Resources. tLC

Cltact Pwuon: Swov Wahoo

Addli 333 N. Nkhiaon Anmoo, elo. %10

Cltyrgtshu rmh e. Tip: ommv

Pkormt I312I vennrau Fmc

Emeg; ~~.oompstkdpsdokn [x] Direct [ [Indirect

Cargfyhig Agmmy: CevcfCNcaoo oorekanm~ Evpkugrm Dalai hhnvmtau1. 2013

Egndcgy; Afdcmkmonoon

BNP~~~S. Anwd.2RPP1628.8323

FEIN S 3eentnnot

Ng se NwBE gun be subuoneecgng any of5m goods or aervlom of lhiu crmlract mntolher gnn'I

[ x] No [ [ Yeo- Planus slbmh euplamdlom plopooad subccntrso301{s): NIA

Tha undemlgnad NwBE N prspsrsdio prmdds Ihe fukwlng commolgeslsen1ceaibrse ebrnmnamed pm[ecg cordrnrk pf

oms urroook nomlmflo ruyydvoodmr trryrsg pionb putuned ooopo ornolh umYarpeymwd maori vu, auorn~ ohooud

nalolol noo hoodv ooaoorvmt rar moral rand ovoho lien Mov 1. 2019 lhmuoh Ame 30. 2021 . ooramoduv oolv.

lmgusm Ihe BolterAmount, Psrmmtaos, end the Tenne ofPavmant for the above4uelM CommcdBsal SeNIoes:

hi»ha»I na» r»»ar»»ram arrrrrhw aawlaarl tw h@n wlo ha Mu, ar Iha ar»»» ral» mrna»»r »aa»a werma

. 28~3r

Notary pub5c rvnrt lnom~ ~U

A SEAL

TNE VNDERSSNED PARTIES AGREE that gila Letter cf lntmt will become a blmtng Subcotrsct Agmoment fm Sm shove

muk, conc@oned uprm (1) Iha Btdderlpiotumeyu receipt of a signed oonbact fmm Ihe county of cook; (gj ndundgnsd

Suntourctuu remaining compksnt vidh st mltmaut crrnmntlsle, codes, undueness und utatukm requirsd by Contractor, Cock

county, md Ihs Sate to pargdpats au a MBEIWBE Bm forge above wmk The Unduongnad pnr5eu do also cerBy thai lhey

15dnotagbr tnlhlu documsntun51 egmnauunder of cor supply end pssCrnd werecomplaled,

Sgnaturs{lldttdtgf Sgnalum(pikne Bkkkvrpropouel)

FBchard L Dentk)ntc &~

Print Name Pdnt Name

RLD Resources, LLCPm»ICMJ[rh Nt7ll Ugaohcrrgrrvua 4o2 0[cIHkut[~

Finn Name Finn Name» l

February 21, 201B 8 I ln I Qn/6Date Debt

Subwibed aml swum before ma Subscribed end sworn before mem NOTARY

gdu~ day of IPMu~srrv/ . 28+/ gg, fvUISLIO

NoterypubtMg 8 /JJiP /kkk~ y&a„

SEAL srrwrrttt'tt»

of Inta{(t Ferro 3 Revived: trite j34

PETITION FOR REDUCTION/WAIVER OF MBE/WBE PARTICIPATIQN — FQRM 3

A. BIDDERlPROPOSER HEREBY REQUESTS:

FULL MBE WAIVER FULLWBEWAIVER

REDUCTIObl (PARTIAL MBE and/or WBE PARTICIPATION)

% of Reduction for MBE Participation% of Reduction for WBE Participation

B. REASON FOR FULLlREDUCTION WAIVER REQUEST

BidderlProposer shall check each item applicable to its reason for a waiver request. Addhfonally, supportingdocumentation shall be submitted with this request.

(I) Lack of suflicient qualified MBEs and/or WBEs capable of providing the goods or services requiredby the contract. (Please explain)

(3) The specifications and necessary requirements for performing the contract make it impossible oreconomically infeasible to divide the contract to enable the contractor to utilize MBEs snd/or WBEs in

accordance with the applicable participation. {Please explain)

(3) Price(s} quoted by potential MBEs andlor WBEs are above competitive levels and increase cost ofdoing business and would make acceptance of such MBE snd/or WBE bid economically impracticable,taking into consideration the percentage of totakontract price represented by such MBE and/or WBEbid. (Please explain)

X (4) There are other relevant factors making it Impossible or economically infeasible to utilize MBE and/orWBE firms. (Please explain)

C. GOOD FAITH EFFORTS TO OBTAIN MBE/WBE PARTICIPATION

(I } Made timely wdtten solicitation to identiffsd MBEs and WBEs for utilization of goods and/or services;and provided MBEs and WBEs wffh a iimsly opportunity to rewew and obtain relevant spstdficsgons,terms and conditions of the proposal to enable MBEs and WBEs to prepare an informed response tosolicitation. (Attach of copy written solMitations made)

(3) Used the services and assistance of the 05ce of Contract Compiiance staff. (Please explain)

{3) Timely notIed and used the services and assistance of community, minority and women businessorganizations, (Attach of copy written solicltations made)

{4) Followed up on initial solicitation of MBEs and WBEs to determine if firms are interested in doingbusiness. (Attach supporting documentation)

(5) Engaged MBEs 8 WBEs for direct/indirect participation. {Pfease explain)

D. OTHER RELEVANT INFORMATION

Attach any other documentation reiative to Good Faith Efforts in complying with MBElWBE paiteipation.

See attached justification letter

M/VVBE Reduction/Waiver Request - Form 3 Revised 03/29!ta

OCC Response to Utilization Plan Modification Request (sent either via evil or letterhead)

April 10, 2018Kimberly BookmanConstellation New Energy Gas Division1716 Lawrence Drive, P.O. 8025De Pere, WI 54115

Re: Contract No. 1528-14326

Dear Kimberly Bookman,

Your request to modify your Minority- and Women-owned Business Enterprise (MWBE} Utilization Planhas been carefully reviewed by our Office and based on the information and supporting documentationsubmitted, your request has been approved. Your new utilization plan includes the followingparticipation.

Firm ParticioationRLD Resources, LLC (MBE-6) 30% (Direct)

The Cook County Code provides, in relevant part: A Contractor's failure to carry out its commitmentregarding MWBE participation in the course of the Contract's performance may constitute a materialbreach of the Contract; and failure, to meet commitments may result in withholding of payments underthe Contract, contractual penalties, disqualification and any other remedy provided for in Division 4,Section 34.176 of the Cook County Procurement. Code at law or in equity.

As a prime vendor, you are required to report your payment to your subcontractors and maintainupdated information. To review and update carta)n specific information regarding your subcontractors,payments to your subcontractors, and all contact information (name, address, phone, email) for yourfirm and the subcontractors, visit httos:7/cookcountv.dlversjtvcomoiiance.«om. Log-in using your emailas your username. lf you do not know you log-in information, follow the on-screen directions to look upyour account. Contact Customer Support via any of the system links if you have any questions whileattempting to access your account.

Should you have any questions, please contact me at (312) 603-5510.

Thank you,

Sandra Moses-PottsCompliance OfficerCook County Offic of Contract Compliance11B N. Clark Street, Room 1020Chicago, illinois 606021 dv,~It S',,~k. t ih

cc: lacqueline Gomez, Director, Office of Contract Compliance

ierry Pray, BOA

Cho Ng, GCPO

City of Chicago - Certification and Compliance System

Voftdor IBtfoI28tlof8

Page l ot 1

CONTRACT NO. 1528-1 O26 Antendntent No. 2

muaanmvrvnten ~f35

Q HELP

Vendor Informatian

Busktsss Ntsrm

Owner

Addnls& Mno This Address

Phane

Vttebs&

RLD Resources, L.L.C.

Mr. Richard Dent

333 North Michigan Avenue, Suite 1810Chicago, IL 60601-3947

31 2-795-0798j%

31 2-782-0573@",

rdenttorldresources.corn

htto://www.rldresources.corn

Certification Information

Cer8lying Agnnc

Cer68cason Type

Cerdaca6onDaras

Renewal Dace

Expka6an Date

CesdNsd BusksessDescrip6an

City of Chicago

MBE - Minority Business Enterprise

11/24/2D17

11/1/2018

11/1/2018

NAICS 221122 Electric power distributorNAICS 221 210 Natural gas marketersNAICS 221210 Natural gas brokersNAICS 541618 Telerornmunications management consultingservicesNAICS 541690 Energy consulting servicesNA/CS 54182D Public relations consulting services

Commodity Codes

Code

NAICS 22112

NAICS 22121

NAICS 22121

NAICS 54161

NAICS 54169

NAICS 54182

Descsip6an

Diskibu8an af elecalc power

Naiural gas broker

Naktrai gas nsskeesr

Teleconsnu~ ntansgemsntconsukktg service

Energy consul8ng senvlce

Public rsla6ans cansul8ng sesvice

Additional Information

Customer SuouortCopyr ght 2018 82Ghovv. Ail rigms reserved.

Print This Pane

Contract No. 1528-1 4326 Amendment No. 2

COOK COUNTYECONOMIC DISCLOSURE STATEMENT

AND EXECUTION DOCUMENTINDEX

Section Description Pages

Instructions for Completion of EDS EDS i-ii

Certifications

Economic and Other Disclosures, Affidavit of ChildSupport Obligations, Disclosure of Ownership Interest

and Familial Relationship Disclosure Form

Cook County Affidavit for Wage Theft Ordinance

EDS 1 — 2

EDS 3-12

EDS 13-14

Contract and EDS Execution Page

Cook County Signature Page

EDS 15-17

EDS 18

Contract No. 1528-1 4326 Amendment No. 2SECTION 1

INSTRUCTIONS FOR COMPLETION OFECONOMIC DISCLOSURE STATEMENT AND EXECUTION DOCUMENT

This Economic Disclosure Statement and Execution Document ("EDS") is to be completed and executed by everyBidder on a County contract, every Proposer responding to a Request for Proposals, and every Respondentresponding to a Request for Qualifications, and others as required by the Chief Procurement Officer. Theexecution of the EDS shall serve as the execution of a contract awarded by the County. The Chief ProcurementOfficer reserves the right to request that the Bidder or Proposer, or Respondent provide an updated EDS on anannual basis.

Definitions. Terms used in this EDS and not otherwise defined herein shall have the meanings given to such termsin the Instructions to Bidders, General Conditions, Request for Proposals, Request for Qualifications, as applicable.

Affiliate means a person that directly or indirectly through one or more intermediaries, Controls isControlled by, or is under common Control with the Person specified.

Applicant means a person who executes this EDS.

Bidder means any person who submits a Bid.

Code means the Code of Ordinances, Cook County, illinois available on municode.corn.

Contract shall include any written document to make Procurements by or on behalf of CookCounty.

Contractor or Contracting Party means a person that enters into a Contract with the County.

Control means the unfettered authority to directly or indirectly manage governance, administration,work, and all other aspects of a business.

EDS means this complete Economic Disclosure Statement and Execution Document, including allsections listed in the Index and any attachments.

Joint I/enture means an association of two or more Persons proposing to perform a for-profitbusiness enterprise. Joint Ventures must have an agreement in writing specifying the terms andconditions of the relationship between the partners and their relationship and respectiveresponsibility for the Contract

Lobby or lobbying means to, for compensation, attempt to influence a County official or Countyemployee with respect to any County matter.

Lobbyist means any person who lobbies.

Person or Persons means any individual, corporation, partnership, Joint Venture, trust, association, LimitedLiability Company, sole proprietorship or other legal entity.

Prohibited Acts means any of the actions or occurrences which form the basis for disqualificationunder the Code, or under the Certifications hereinafter set forth.

Proposal means a response to an RFP.

Proposer means a person submitting a Proposal.

Response means response to an RFQ.

Respondenf means a person responding to an RFQ.

RFP means a Request for Proposals issued pursuant to this Procurement Code.

RFQ means a Request for Qualifications issued to obtain the qualifications of interested parties.

EDS-t March/2017

Contract No. 1528-14326 Amendment No. 2

INSTRUCTIONS FOR COMPLETION OFECONOMIC DISCLOSURE STATEIIENT AND EXECUTION DOCUNIENT

Section 1: Instructions. Section 1 sets forth the instructions for completing and executing this EDS.

Section 2: Certifications. Section 2 sets forth certifications that are required for contracting pardes under theCode and other applicable laws. Execution of this EDS constitutes a warranty thai all the statements andcertifications contained, and all the facts stated, in the Certifications are true, correct and complete as of thedate of execution.

Section 3: Economic and Other Disclosures Statement. Section 3 is the County's required Economic andOther Disclosures Statement form. Execution of this EDS constitutes a warranty that all the information providedin the EDS is true, correct and complete as of the date of execution, and binds the Applicant to the warranties,representations, agreements and acknowledgements contained therein.

Required Updates. The Applicant is required to keep all information provided in this EDS current andaccurate. In the event of any change in the information provided, including but not limited to any change whichwould render inaccurate or incomplete any certification or statement made in this EDS, the Applicantshall supplement this EDS up to the time the County takes action, by filing an amended EDS or such otherdocumentation as is required.

Additional Information. The County's Governmental Ethics and Campaign Financing Ordinances imposecertain duties and obligations on persons or entities seeking County contracts, work, business, or transactions,and the Applicant is expected to comply fully with these ordinances. For further information please contact theDirector of Ethics at (312) 603-4304 (69 W. Washington St. Suite 3040, Chicago, IL 60602) or visit the web-siteat cookcountyil, gov/ethics-board-of.

Authorized Signers of Contract and EDS Execution Page. If the Applicant is a corporation, thePresident and Secretary must execute the EDS. In the event that this EDS is executed by someone other thanthe President, attach hereto a certified copy of that section of the Corporate By-Laws or otherauthorization by the Corporation, satisfactory to the County that permits the person to execute EDS for saidcorporation. If the corporation is not registered in the State of illinois, a copy of the Certificate of GoodStanding from the state of incorporation must be submitted with this Signature Page,

If the Applicant is a partnership or joint venture, all partners or joint venturers must execute the EDS, unlessone partner or joint venture has been authorized to sign for the partnership or joint venture, in which case,the partnership agreement, resolution or evidence of such authority satisfactory to the Office of the ChiefProcurement Officer must be submitted with this Signature Page.

If the Applicant is a member-managed LLC all members must execute the EDS, unless otherwiseprovided in the operating agreement, resolution or other corporate documents. If the Applicant is amanager-managed LLC, the manager(s) must execute the EDS. The Applicant must attach either acertified copy of the operating agreement, resolution or other authorization, satisfactory to the County,demonstrating such person has the authority to execute the EDS on behalf of ihe LLC. If the LLC is notregistered in the State of illinois, a copy of a current Certificate of Good Standing from the state ofincorporation must be submitted with this Signature Page.

If the Applicant is a Sole Proprietorship, the sole proprietor must execute the EDS.

A "Partnership*'Joint Venture" or "Sole Proprietorship" operating under an Assumed Name must beregistered with the illinois county in which it is located, as provided in 805 ILCS 405 (2012), anddocumentation evidencing registration must be submitted with the EDS.

Effective October 1, 2016 all foreign corporations and LLCs must be registered with the illinois Secretary of State'Office unless a statutory exemption applies to the applicant. Applicants who are exempt from registering mustprovide a written statement explaining why they are exempt from registering as a foreign entity with the illinoisSecretary of State's Office,

EDS-2 March/2017

SECTION 2

CERTIFICATIONS

Contract No. 1528-14326 Amendment No. 2

THE FOLLOWING CERTIFICATIONS ARE MADE PURSUANT TO STATE LAW AND THE CODE. THE APPLICANT IS

CAUTIONED TO CAREFULLY READ THESE CERTIFICATIONS PRIOR TO SIGNING THE SIGNATURE PAGE. SIGNINGTHE SIGNATURE PAGE SHALL CONSTITUTE A WARRANTY BY THE APPLICANT THAT ALL THE STATEMENTS,CERTIFICATIONS AND INFORMATION SET FORTH WITHIN THESE CERTIFICATIONS ARE TRUE, COMPLETE AND

CORRECT AS OF THE DATE THE SIGNATURE PAGE IS SIGNED. THE APPLICANT IS NOTIFIED THAT IF THE COUNTYLEARNS THAT ANY OF THE FOLLOWING CERTIFICATIONS WERE FALSELY MADE, THAT ANY CONTRACT ENTEREDINTO WITH THE APPLICANT SHALL BE SUBJECT TO TERMINATION.

A. PERSONS AND ENTITIES SUBJECT TO DISQUALIFICATION

No person or business entity shall be awarded a contract or sub-contract, for a period of five {5) years from the date ofconviction or entry of a plea or admission of guilt, civil or criminal, if that person or business entity:

2)

3)

4)

5)

6)

Has been convicted of an act committed, within the State of illinois, of bribery or attempting to bribe an officeror employee of a unit of state, federal or local government or school district in the State of illinois in thatofficer's or employee's ofticial capacity;

Has been convicted by federal, state or local government of an act of bid-rigging or attempting to rig bids asdefined in the Sherman Anti-Trust Act and Clayton Act. Act. 15 U.S.C. Section 1 et seq.;

Has been convicted of bid-rigging or attempting to rig bids under the laws of federal, state or localgovernment;

Has been convicted of an act committed, within the State, of price-fixing or attempting to fix prices as definedby the Sherman Anti-Trust Act and the Clayton Act. 15 U.S.C. Section 1, et seqc

Has been convicted of price-fixing or attempting to fix prices under the laws the State;

Has been convicted of defrauding or attempting to defraud any unit of state or local government or schooldistrict within the State of illinois;

7) Has made an admission of guilt of such conduct as set forth in subsections (1) through (6) above whichadmission is a matter of record, whether or not such person or business entity was subject to prosecution forthe offense or offenses admitted to; or

8) Has entered a plea of nolo contendere to charge of bribery, price-fixing, bid-rigging, or fraud, as set forth in

sub-paragraphs (1) through (6) above.

ln the case of bribery or attempting to bribe, a business entity may not be awarded a contract if an ofticial, agent oremployee of such business entity committed the Prohibited Act on behalf of the business entity and pursuant to thedirection or authorization of an officer, director or other responsible official of the business entity, and such ProhibitedAct occurred within three years prior to the award of the contract. In addition, a business entity shall be disqualified if anowner, partner or shareholder controlling, directly or indirectly, 20% or more of the business entity, or an officer of thebusiness entity has performed any Prohibited Act within five years prior to the award of the Contract.

THE APPLICANT HEREBY CERTIFIES THAT: The Applicant has read the provisions of Section A, Persons andEntities Subject to Disqualification, that the Applicant has not committed any Prohibited Act set forth in Section A, andthat award of the Contract to the Applicant would not violate the provisions of such Section or of the Code.

BID-RIGGiNG OR BID ROTATING

THE APPLICANT HEREBY CERTIFIES THAT: In accordance with 720 ILCS 5/33 E-11, neither the Applicant nor anyAffiliated Entity is barred from award of this Contract as a result of a conviction for the violation of State laws prohibitingbid-rigging or hid relating.

DRUG FREE WORKPLACE ACT

THE APPLICANT HEREBY CERTIFIES THAT: The Applicant will provide a drug free workplace, as required by (30 ILCS

580/3).

EDS-3 March/201 7

D.

Contract No. 1528-14328 Amendment No. 2DELINQUENCY IN PAYMENT OF TAXES

THE APPLICANT HEREBY CERTIFIES THAT: The Applicantis not an owner or a party responsible for the payment ofany tax or fee administered by Cook County, by a local municipality, or by the illinois Department of Revenue, which suchtax or fee is delinquent, such as bar award of a contract or subcontract pursuant to the Code, Chapter 34, Section 34171.

E. HUMAN RIGHTS ORDINANCE

No person who is a party to a contract with Cook County ("County") shall engage in unlawful discrimination or sexualharassment against any individual in the terms or conditions of employment, credit, public accommodations, housing, orprovision of County facilities, services or programs (Code Chapter 42, Section 42-30 et seq.).

ILLINOIS HUMAN RIGHTS ACT

THE APPLICANT HEREBY CERTIFIES THATr Itis in compliance with the illinois Human Rights Act (775 ILCS 5r2 105),end agrees to abide by the requirements of the Act as part ofits contractual obligations.

INSPECTOR GENERAL (COOK COUNTY CODE, CHAPTER 34, SECTION 34-174 and Section 34-250)

The Applicant has not willfully failed to cooperate in an investigation by the Cook County Independent Inspector Generalor to report to the Independent Inspector General any and all information concerning conduct which they know to involvecorruption, or other criminal activity, by another county employee or official, which concerns his or her office ofemployment or County related transaction.

The Applicant has reported directly and without any undue delay any suspected or known fraudulent activity in theCounty's Procurement process to the Office of the Cook County Inspector General.

H. CAMPAIGN CONTRIBUTIONS (COOK COUNTY CODE, CHAPTER 2, SECTION 2-585)

THE APPLICANT CERTIFIES THAT: It has read and shall comply with the Cook County's Ordinance concerningcampaign contributions, which is coditied at Chapter 2, Division 2, Subdivision II, Section 585, and can be read in itsentirety at wvnv.municode.corn.

GIFT BAN, (COOK COUNTY CODE, CHAPTER 2, SECTION 2 i)74)

THE APPLICANT CERTIFIES THAT: It has read and shall comply with the Cook County's Ordinance concerningreceiving and soliciting giffs and favors, which is codified at Chapter 2, Division 2, SubdiviNion II, Section 574, and can beread in its entirety at www.municode.corn.

LIVING WAGE ORDINANCE PREFERENCE (COOK COUNTY CODE, CHAPTER 34, SECTION 34-160;

Unless expressly waived by the Cook County Board of Commissioners, the Code requires that a living wage must be paidto individuals employed by a Contractor which has a County Contract and by all subcontractors of such Contractor under aCounty Contract, throughout the duration of such County Contract. The amount of such living wage is annually by theChief Financial Oflicer of the County, and shall be posted on the Chief Procurement Officer's website.

The term "Contract" as used in Section 4, I, of this EDS, specifically excludes contracts with the following:

1) Not-For Profit Organizations (defined as a corporation having tax exempt status under Section 501(C)(3) of theUnited State Internal Revenue Code and recognized under the illinois State not-for -profit law);

2) Community Development Block Grants;

3) Cook County Works Department;

4) Sherifi's Work Alternative Program; and

5) Department of Correction inmates.

EDS-4 March/201 7

Contract No. 1528-14326 Amendment No. 2

SECTION 3

REQUIRED DISCLOSURES

1. DISCLOSURE OF LOBBYIST CONTACTS

List all persons that have made lobbying contacts on your behalf with respect to this contract:

Name

None

Address

2. LOCAL BUSINESS PREFERENCE STATEMENT (CODE, CHAPTER 34, SECTION 34-230)

Local business means a Person, including a foreign corporation authorized to transact business in Illinois, having a bona fide

establishment located within the County at which it is transacting business on the date when a Bid is submitted to the County,and which employs the majority of its regular, full-time work force within the County. A Joint Venture shall constitute a Local

Business if one or more Persons that qualify as a "Local Business" hold interests totaling over 50 percent in the Joint Venture,even if the Joint Venture does not, at the time of the Bid submittal, have such a bona fide establishment within the County.

a) ls Applicant a "Local Business" as defined above?

Yes: No:

b) If yes, list business addresses within Cook County:

However, we do have an office in Cook County located at: 20 N Wacker Drive, Suite 2100, Chicago, IL 60606

c) Does Applicant employ the majority of its regular full-time workforce within Cook County?

Yes:

3. THE CHILD SUPPORT ENFORCEMENT ORDINANCE (CODE, CHAPTER 34, SECTION 34-172)

Every Applicant for a County Privilege shall be in full compliance with any child support order before such Applicant is entitled to

receive or renew a County Privilege. When delinquent child support exists, the County shall not issue or renew any CountyPrivilege, and may revoke any County Privilege.

All Applicants are required to review the Cook County Affidavit of Child Support Obligations attached to this EDS (EDS4)and complete the Affidavit, based on the instructions in the Affidavit.

EDS-5 March/2017

Contract No. )526-14326 Amendment No. 24. REAL ESTATE OWNERSHIP DISCLOSURES.

The Applicant must indicate by checking the appropriate provision below and providing all required information that either:

a) The following is a complete list of all real estate owned by the Applicant in Cook County:

PERMANENT INDEX NUMBER(S):

(ATTACH SHEET IF NECESSARY TO LIST ADDITIONAL INDEX

NUNIBERS)

OR:

b) x The Applicant owns no real estate in Cook County.

5. EXCEPTIONS TO CERTIFICATIONS OR DISCLOSURES.

If the Applicant is unable to certify to any of the Certifications or any other statements contained in this EDS and not explainedelsewhere in this EDS, the Applicant must explain below:

If the letters, "NA", the word "None" or "No Response" appears above, or if the space is left blank, it will be conclusively presumedthat the Applicant certified to all Cerlitications and other statements contained in this EDS,

EDS-6 March/2017

Contract No. 1528-1 4325 Amendment No. 2COOK COUNTY DISCLOSURE OF OWNERSHIP INTEREST STATEMENT

The Cook County Code of Ordinances (62-610 et seq.) requires that any Applicant for any County Action must disclose informationconcerning ownership interests in the Applicant. This Disclosure of Ownership Interest Statement must be completed with all

information current as of the date this Statement is signed. Furthermore, this Statement must be kept current, by filing an amendedStatement, until such time as the County Board or County Agency shall take action on the application. The information contained in

this Statement will be maintained in a database and made available for public viewing. County reserves the right to requestadditional information to verify the veracity of information contained in this statement.If you are asked to list names, but there are no applicable names to list, you must state NONE. An incomplete Statement will bereturned and any action regarding this contract will be delayed. A failure to fully comply with the ordinance may result in the actiontaken by the County Board or County Agency being voided.

"Applicant" means any Entity or person making an application to the County for any County Action."County Action" means any action by a County Agency, a County Department, or the County Board regarding an ordinance orordinance amendment, a County Board approval, or other County agency approval, with respect to contracts, leases, or sale orpurchase of real estate."Person" "Entity" ar "Legal Entity" means a sole proprietorship, corporation, partnership, association, business trust, estate, two or

more persons having a joint or common interest, trustee of a land trust, other commercial or legal entity or any beneficiary orbeneficiaries thereof.

This Disclasure of Ownership Interest Statement must be submitted by:1. An Applicant for County Action and2. A Person that holds stock or a beneficial interest in the Applicant ynd is listed on the Applicant's Statement (a "Holder") must file aStatement and complete ¹1 only under Ownership Interest Declaration.Please print or type responses dearly and legibly. Add additional pages if needed, being careful to identify each porlion of the form towhich each additional page refers.

Zip Cade: 40223

Emaik PsuickLivernoisfdcanstelistion.corn

This Statement ie being made by the [ X ] Applicant or [ ] Stock/Beneficial Interest Holder

This Statement is an: [ ] Original Statement or [ X ] Amended Statement

identifying Information:

Name Constellation NewEnergy - Gas Division, LLC (iormerly Cunslellulion Energy Services - Natural Gak LLD)

D/B/A: FEIN ¹ Onlyx 23-2990190

Street Address; 996() Corporate Camuus Dr., Ste, 2000

City Louisville State KY

Phone Nox l630) 657-4461 Fax Number: (443) 21 3.6'l17

Cook County Business Registration Number: NIA

(Sole Proprietor, Joint Venture Partnership)

Corporate File Number (if applicable):

Form of Legal Entity:

N/A

[ ] Sole Proprietor [ j Partnership [ ] Corporation [ ] Trustee af Land Trust

[ ] Business Trust [ ] Estate

[X] Other (describe) Limited Liabiliiv Caruoration

Ownership Interest Declaration:

[ ] Association [ ] Joint Venture

List the name(s), address, and percent ownership of each Person having a legal or beneficial interest (includingownership) of more than five percent (5%) in the Applicant/Holder.

Name

Exeion Corpora!ion

Address

10 South Dearborn Street, 49th Floor.,

Cbicuua, IL 60603

Percentage Interest inApplicant/Holder

100% ownership

If the interest of any Person listed in (1) above is held as an agent or agents, or a nominee or nominees, list the nameand address of the principal on whose behalf the interest is held.

EDS-8 March/2017

Name of Agent/Nominee

N/A

Name of PrincipalContract No. 1528-14326 Amendment No. 2

Principal's Address

Is the Applicant constructively controlled by another person or Legal Entity? [ j Yes ( j No

If yes, state the name, address and percentage of beneficial interest of such person, and the relationship under whichsuch control is being or may be exercised.

Name

N/A

Address Percentage ofBeneficial Interest

Relationship

Corporate Officers, Members and Partners Information:

For all corporations, list the names, addresses, and terms for all corporate officers. For all limited liability companies, list thenames, addresses for ail members. For all partnerships and joint ventures, list the names, addresses, for each partner or jointventure.

Name Address Title (specify title ofOffice, or whether manageror partner/joint venture)

See attached list of Directors & Officers for Constellation NewEnerov - Gas Division, LLC

Term of Office

Declaration (check the applicable box):

[ )I j I state under oath that the Applicant has withheld no disclosure as to ownership interest in the Applicant nor reservedany information, data or plan as to the intended use or purpose for which the Applicant seeks County Board or otherCounty Agency action,

[ j I state under oath that the Holder has withheld no disclosure as to ownership interest nor reserved any informationrequired to be disclosed.

k'etc Q~Name of rized Applicant/Holder Representative (please print or type)

Signature ~f:nv.~&A I r".one&I(tahar.frnvtrt

E-mail address

Subscribed to and sworn before methis ~hk day ofF, 2045.

.&, . ~i.~~~62 'otarytu(rlic Signature

EDS-9

llMltlff/I

0

= ce I NOTARyPUB[.C

Cx(RGEVlf/fat«tttV March/2017

qf;rxm/)d j (n~~r~)al Rue Fnjrztfg fry')fftTitle

a If.)~Or[(

Date'hone

Number

My commission expires: +/2CCrf7 /r PER t

CONTRACT NO. 152544326 Amendment Nn. 2

Constellation NewEnergy - Gas Division, LLC

Directors Officers List

Effective1.16.201S

~ ~ IlrIIIa~ I~n J n

Assistant Secretary

Chief Commercial Officer

Treasurer

Assistant Secretary

Assistant Vice President, Taxes

Director

Assistant Treasurer

Director

President

Assistant Secretary

Assistant Secretary

Assistant Vice President, Taxes

Director

Assistant Secretary

Assistant Secretary

Vice President, Taxes

Chief Financial Officer

Yii~ tlra'aann~Buck, Brian

Caro, Leonardo

Chopra, Shravan

Dardis, David O.

Eischen, Denis M.

Ellsworth, David C.

Graham, Elisabeth J.

Huston, Mark P.

Huston, Mark P.

Jezic, Nina L.

Kirwan,Joseph

Kleczynski, Robert A.

Nigro, Joseph

Peters, Scott N.

Smith, Katherine A.

Terry, Jr., Thomas D.

Wright, Bryan P.

~eainanrxlaataaTz'

4/16/2016

9/1/20154/21/20174/11/2016

9/14/2012

5/2/20126/13/20161/22/20085/10/2012

5/10/20124/30/20149/14/2012

5/28/20135/10/2012

5/5/20179/14/2012

1/2/2013

Contract No. 1528-14326 Amendment No. 2

COOK COUNTY BOARD OF ETHICS69 W. WASHINGTON STREET, SUITE 3040

CHICAGO, ILLINOIS 60602312/603-4304 Office 312/603-9988 Fax

FAMILIAL RELATIONSHIP DISCLOSURE PROVISION

Nenotism Disclosure Reauiremeut:

Doing a significant amount of business with the County requires that you disclose to the Board of Ethics the existence of anyfamilial relationships with any County employee or any person holding elective office in the State of Illinois, the County, or inany municipality within the County. The Ethics Ordinance defines a significant amount of business for the purpose of thisdisclosure requirement as more than $25,000 in aggregate County leases, contracts, purchases or sales in any calendar year.

lf you are unsure of whether the business you do with the County or a County agency will cross this tiueshold, err on the sideof caution by completing the attached familial disclosure form because, among other potential penalties, any person foundguilty of failing to make a required disclosure or knowingly filing a false, misleading, or incomplete disclosure will beprohibited from doing any business with the County for a period of three years. The required disclosure should be filed withthe Board of Ethics by January I of each calendar year in which you are doing business with the County and again with eachbid/proposal/quotation to do business with Cook County. The Board of Ethics may assess a late filing fee of $ 100 per day afteran initial 30-day grace period,

The person that is doing business with the County must disclose his or her familial relationships. lf the person on the Countylease or contract or purchasing from or selling to the County is a business entity„ then the business entity must disclose thefamilial relationships of the individuals who are and, during the year prior to doing business with the County, werc:

~ its board of directors,~ its officers,~ its employees or independent contractors responsible for the general administration of the entity,~ its agents authorized to execute documents on behalf of the entity, and~ its employees who directly engage or engaged in doing work with the County on behalf of the entity.

Do not hesitate to contact the Board of Fthics at (312) 603-4304 for assistance in determining the scope of any requiredfamilial relationship disclosure.

Additional Delinitions:

"Familial relationship" means a person who is a spouse, domestic partner or civil union partner of a County employee or State,County or municipal olBcial, or any person who is related to such an employee or official, whether by blood, marriage oradoption, as a;

ParentD ChildG BrotherG SisterC AllntIJ UncleI. NieceI I Nephew

Grandparent2 GrandchildD Father-in-law2 Mother-in-law

Son-in-lawD Daughter-in-law' Brother-in-law

I Sister-in-law

C Stepfather0 Stepmother= StepsonD Stepdaughter

StepbrotherG StepsisterI, Half-brotherI I Halt'-sister

EDS-10 March/2017

Contract No. 1528-1 4328 Amendment No. 2COOK COUNTY BOARD OF ETHICS

FAMILIAL RELATIONSHIP DISCLOSURE FORM

A. PERSON DOliVG OR SEEKING TO DO BUSINESS WITH THE COUNTY

Name of Person Doing Business with the County: Constellation ffewEnerav- Gas Division. LLC

Address of Person Doing Business with the County: 9960 Corncnate Camnus Or.. Ste.. 2000 Lnuisviiie. Ky 40223

Phone number of Person Doing Business with the County: f630! 657-4461

Email address of Person Doing Business with the County: Patrick.Liveinois6consteiiation.com

If Person Doing Business with the County is a Business Entity, provide the name, title and contact information for theindividual completing this disclosure on behalf of the Person Doing Business with the County:Patrick I ivainnis 8enini Rndiness Onvelnnmnnf fvtsnacar

Office f630! 6574461: Fax; f443! 21 3-6117

B. DESCRIPTION OF BUSINESS WITH THK COUNTYAppend additiortat pages as needed aodfor each Courtty lease, corttract, purchase or sale sought and/orobtained during the calendar year ofthis disclosure (or the proceeding calendar year ifdisciosure is madeon January 1), identifyi

The lease number, contract number, purchase order number, request for proposal number and/or request forqualitication number associated with the business you are doing or seeking to do with the County:

Sunciv igatuiai Gas Contract 81 528 14326 Amendment 62

The agy agate dollar value of the business you are doing or seeking to do with the County: $ 5200000 00

The name, title and contact information for the County official(s) or employee(s) involved in negotiating the business

you are doing or seeking to do with the County: ~in fto Assistant Promirameni Officer Offike nf the Chief Piccuremanf Ofiiren-

f312! 603-2391 Cffc,nn cookccuntvii.acv

The name, title and contact information for the County oAicial(s) or employee(s) involved in managing the business

you are doing or seeking to do with the County: Jerry Pray, Senior Industiisi Engineer; Cook County Bureau of Administration-

f312) 603-2018 Jerrv.PtavfIccckcountvif.aov

DISCLOSURE OF FAMILIAL RELATIONSHIPS WITH COUNTY EMPLOYEES OR STATE. COUNTYOR MUNICIPAL ELECTED OFFICIALS

Check the box ihat applies andprovide related information where needed

The Person Doing Business with the County is an individual and there is no familial relationship between thisindividual and any Cook County employee or any person holding elective office in the State of illinois, Cook County,or any municipality within Cook County.

The Person Doing Business with the County is a business entity and there is no familial relationship between anymember of this business entity's board of directors, officers, persons responsible for general administration of the

business entity, agents authorized to execute documents on behalf of the business entity or employees directly

engaged in contractual work with the County on behalf of the business entity, and any Cook County employee or any

person holding elective office in the State of Illinois, Cook County, or any municipality within Cook County.

EDS-11 March/2017

Contract No. 1528-1 4326 Amendment No. 2COOK COUNTY BOARD OF ETHICS

FAMILIAL RELATIONSHIP DISCLOSURE FORM

0 The Person Doing Business with the County is an individual and there is a familial relationship between this

individual and at least one Cook County employee and/or a person or persons holding elective office in the State ofIllinois, Cook County, and/or any municipality within Cook County. The familial relationships are as follows:

Name of Individual DoingBusiness with the County

Name of Related County Title snd Position of Related Nature of Familial

Employee or State, County or County Employee or State, County RelationshipMunicipal Elected Official or Municipal Elected Official

Ifmore space is needed, attach an additional sheetfollowing the above format.

The Person Doing Business with the County is a business entity and there is a familial relationship between at least

one member of this business entity's board of directors, oflicers, persons responsible for general administration of the

business entity, agents authorized to execute documents on behalf of the business entity and/or employees directly

engaged in contractual work with the County on behalf of the business entity, on the one hand, and at least one Cook

County employee and/or a person holding elective office in the State of Illinois, Cook County, and/or anymunicipality within Cook County, on the other. The familial relationships are as follows:

Name of Member of Boardof Director for BusinessEntity Doing Business withthe County

Name of Related County Title and Position of Related Nature of FamilialEmployee or State, County or County Employee or State, County Rc!ationshipMunicipal Elected Official or Municipal Elected Official

N/A

Name of Officer for Business Name of Related County Title aud Position cf RelatedEntity Doing Business with Employee or State, County or County Employee or State, Countythe County Municipal Elected Officia or Municipal Elected Official

Nature ofFami!ialRelationship

N/A

EDS-12 March/2017

Name of Person Responsiblefor the GeneralAdministration of theBusiness Entity DoingBusiness with the County

Contract No. 1528-14326 Amendment No. 2Name of Related County Title and Position of Related Nature of FamilialEmployee or State, County or County Employee or State, County RelationshipMunicipal Elected Official or Municipal Elected Official

NlA

Name of Agem Authorizedto Execute Documents forBusiness Entity DoingBusiness with the County

Name ofRelated County Title and Position of Related Nature of FamilialEmployee or State, County or County Employee or State, County RelationshipMunicipal Elected Official or Municipal Elected Official

N/A

Name of Employee ofBusiness Entity DirectlyEngaged in Doing Businesswith the County

N/A

Name of Related County Title and Position of Related Nature of FamilialEmployee or State, County or County Employee or State, County RelationshipMunicipal Elected Official or Municipal Elected Offlcial

ifmore space is needed, attach an additional sheetfolios ing the aboveformat.

VERIFICATION: To the best of my knowledge, the information I have provided on this disclosure form is accurate andcomplete. I acknowledge that an inaccurate or incomplete disclosure is punishable by law, including but not limited to fines

and debarmen

Signatur&of Recipient

'I! f.l~ntkDatg I

SUBMIT COMPLETED FORM TO: Cook County Board of Ethics69 West Washington Street, Suite 3040, Chicago, Ifiinois 60602Office (312) 603-4304 — Fax (312) 603-9988CookCounty,Ethics@cookcountyil.gov

Spouse, domestic partner, civil union partner or parent, child, sibling, aunt, uncle, niece, nephew, grandparent or grandchild

by blood, marriage (i,e, in laws and step relations) or adoption.

EDS-13 March/2017

Contract No. 1528-14326 Amendment No. 2SECTION 4

COOK COUNTY AFFIDAVIT FOR WAGE THEFT ORDINANCE

Effective May 1, 2015, every Person, /nc/udlna Substantial Owners, seeking a Contract with Cook County must camply with the Caok County Wage TheftOrdinance set forth in Chapter 34, Artide IV, Section 179. Any Person/Substantial Owner, who fails to comply with Cook County Wage TheR Ordinance,may request that the Chief Pracurement Oflicer grant a reduction or waiver in accordance with Section 34-179(d).

"Canlrscl" means any written document to make Procurements by or on behalf of Cook County.

"Person" means any individual, corporatian, partnership, Joint Venture, trust, association, limited liability company, sole proprietorship or other legal entity.

"Procuremenf'eans obtaining supplies, equipment, goods, or services of any kind.

"Subs/en/ia/ Owner" means any person or persons who own or hold a twenty-five percent (25%) or more percentage of interest in any business entityseeking a County Privilege, including those shareholders, general or limited partners, beneficiaries and principals; except where a business entity is anindividual or sole proprietorship, Substantial Owner means that individual or sole proprietor.

All Persons/Substantial Owners are required to complete this affidavit and comply with the Cook County Wage Theft Ordinance before any Contract isswarded. Signature sf this form constitutes a certification the information provided below is correct and camplete, and that the individual(s) signing this formhas/have personal knowledge of such information.

I. Contract Information:

Contract Number; Caiitract 41520-14326 Amendment Nc 2

County Using Agency (requesting Procurement):

II. Person/Substantial Owner Information:

Person (Corporate Entity Name); Constellation NewEneigy - Gas Division, LLC

Substantial Owner Complete Name Exelon Corporation

FEIN¹ 23.2990190

Date of Birth; N/A - owner is noi an individual

Street Address; 9990 Ccrwra(e Camnus Dr.. Ste.. 2000

E-mail address:

City: Louisville State: KY Zip: 40223

Home Phone:

III. Compliance with Wage Laws:

Within the past five years has the Person/Substantial Owner, in any judicial or administrative proceeding, been convicted of,entered a plea, made an admission of guilt or liability, or had an administrative finding made for committing a repeated or willfulviolation of any of the following laws:

II/Ino/s Wage Payment and Collection Acf, 820 ILCS 115/1 et seq., YES ~NO

II/Ino/s Minimum Wage Acl, 820 ILCS 105/1 el seq., YES or O

II/Ino/s Wor/rer Adjustment and Retraining Notification Acf, 820 ILCS 85/1 ef seq., YES arQO

Emp/oyee C/ass/Beat/on Acl, 820 ILCS 185/1 ef seq., YES o~OFair Labor Standards Act of 1938, 29 U.S.C. 201, ef seq., YES or~Any comparable state statute or regu/ef/on of any state, which governs the payment of wages YES a~NO

If the Person/Substantial Owner answered "Yes" to any of the questions above, it is ineligible to enter into a Contract with CookCounty, but can request a reduction or waiver under Section IV.

EDS-14

Sedion 4 — Wage: heft Ordinance for:

Consteilalion NewEnergy - Gas Divisian. LLCMarch/2017

Contract No. 1525-14326 Amendment No. 2

IV. Request for Waiver or Reduction**8/A - per ail answers ic part li above were "nrA

If PersonlSubstantial Owner answered "Yea" to any of the questions above, it may request a reduction or waiver in

accordance with Section 34-179(d), provided that the request for reduction of waiver is made on the basis of one ormore of the following actions that have taken piece:

There has been a bona fide change in ownership or Control of the ineligible Person or Substantial OwnerYES or NO

Disciplinary ection hss been taken against the individual(s) responsible for the acts giving rise to the violationYES or NO

Remedial action has been taken to prevent a recurrence of the acts giving nse to the disqualiTicetion or defaultYES or NO

Other factors that the Person or Substantial Owner believe are relevant.YES or NO

The Person/Substantial Owner must submit documentation to suooort the basis of its reouest for a reduction or waiver. TheChief Procurement Officer reserves the iioht to make additionalinouiries snd reauest additional documentation.

Notary Qitettttttfff

=@~ bjorAffY ~~==-

& f*usuc

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Note: The above information is subject to verification prior to the award of the Contract.

V. AffirmationThe PersonlSubs anti Owner at(irma that all statements contained in the Affidavit are true, accurate and complete.

Signaturee Date: 8//nIA CIAi I

Name of Person signing (Print): L(P K 5 ~P Title kin MfviEiYjvt( RQgrf~gsu r' and sworn to bete@pe tttis 6 l4L day of Ff'PrtcLY'ct, 20 I A

6'. 6r'~~Rotary Public Signature

EDS-15

Section 4 - tyage Theft Ordinance for:

Constellation IteviEnergy - Gas Division, LLC

March/2017

Contract No. 1528-14326 Amendment No. 2SECTION 4

COOK COUNTY AFFIDAVIT FOR WAGE THEFT ORDINANCE

Effective Msy 1, 2015, every Person, includino Substantial Owners, seeking 4 Contract with Cook County must comply with the Cook County Wage TheftOrdinance set forth in Chapter 34, Article IV, Section 179. Any Person/Substantial Owner, who fails to comply with Cook County Wage Theft Ordinance,msy request that the Chief Procurement Officer grant a reduction or waiver in accordance with Section 34-179(d).

"Contract" means any written document to make Procurements by or on behalf of Cook County.

"Person" means any individual, corporation, partnership, Joint Venture, trust, association, limited liability company, sole proprietorship or other legal entity.

"Procurement" means obtaining supplies, equipment, goods, or services of any kind.

"Substantial Owner" means any person or persons who own or hold a twenty-five percent (25%) or mors percentage of interest in any business entityseeking a County Privi(ege, including those shareholders, general or limited partners, beneficiaries and principals; except where s business entity is anindividual or sole proprietorship, Substantial Owner means that individual or sole proprietor.

All Persons/Substantial Owners are required to complete this aitidavit and comply with the Cook County Wage Thelt Ordinance before any Contract isawarded. Signature of this farm constitutes s certification the information provided below is correct and complete, snd that the individual(s) signing this farmhas/have personal knawledge of such information.

I. Contract Information:

Contract Number: Cantracl 9 1 526-14326 Amendment No.2

County Using Agency {requesting Procurement):

II. PersonlSubatantial Owner information:

Person (Corporate Entity Name):

Substantial Owner Complete Name: Exelon Coraoration

FEIN¹ 23-2990190

Date of Birth: I IIA — owner is a caraoratian not an individual E-mail address:

Street Address:

City:

10 South Dearborn Street

Chicaoa State: iL Zip: 60603

Home Phone:

III. Compliance with Wage Laws:

Within the past five years has the Person/Substantial Owner, in any judicial or administrative proceeding, been convicted of,entered a plea, made an admission of guilt or liability, or had an administrative finding made for committing a repeated or willfulviolation of any of the following laws:

illinois Wage Payment and Collection Act, 820 ILCS 115/1 et seq., YES o~O

illinois Minimum Wage Act, 820 ILCS 105/1 et seq., YES orQO

illinois Worker Adjustment and Retraining Notification Act, 820 ILCS 65/1 et seq., YES or60

Employee Classification Act, 820 ILCS 185/1 et seq., YES orQO

Fair Labor Standards Act of 1938, 29 L.S.C. 201, et seq., YES otONO

Any comparable state statute or regulation of any state, which governs the payment of wages YES orQNO

If the Person/Substantial Owner answered "Yes" to any of the questions above, it is ineligible to enter into a Contract with CookCounty, but can request a reduction or waiver under Section IV.

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Section 4 - Wage Theft Ordinance for:

Exelon CarixxationMarch/2017

CONTRACT NO. 1528-1 4326 Amendment No. 2

IV. Request for Waiver or ReductionN/A - per ell answers to part III above were 'hlo".

If Person/Substantial Owner answered "Yes" to any of the questions above, it may request a reduction or waiver in

accordance with Section 34-179(d), provided that the request for reduction of waiver is made on the basis of one ormore of the following actions that have taken place:

There hss been s bona fide change in ownership or Control of the ineligible Person or Substantial OwnerYES or NO

Disciplinary action has been taken against the individual(sJ responsible for the acts giving nse to the violationYES or NO

Remedial sclion has been taken to prevent a recurrence of the acts giving nse to the disqualihcatlon or defaultYES or NO

Other factors thai the Person or Substantial Owner believe are relevant.YES or NO

The Person/Substantial Owner must submit documentation to suooort the basis of its reouest for e reduclion or waiver. TheChief Procurement Officer reserves the noht to make additional inoui ries and reouest additional documentation.

V AffirmationThe PersoniSubstantlal Owner affirms that all statements

Signature. »M+7»

Name of Person signing (Print): ref/j' rrto~

.M~cR uXrB~

contained in the Affidavit are true, accurate and complete.

Date: 4/tiolAOf jgri

Titie:R'n r~vn Ru- Gjforxeiff&

day of 4!ht'Org roi, 20 /8J %0rttittttflf

«0» 4 jti Irtrl»rr

Notary Public Signature

Note: The above information is subject to verification prior to the award of the Contract.

";,&After,+;"

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Section 4 - Wage Theft Ordinance for:

Exelon CorporationMarch/2017

SECTION 5Contract No. 1528-14328 Amendment No. 2

CONTRACT AND EDS EXECUTION PAGEPLEASE EXECUTE THREE ORIGINAL PAGES OF EDS

The Applicant hereby certifies and warrants that all of the statements, certifications and representations set forlh in this EDS aretrue, complete and correct; that the Applicant is in full compliance and will continue to be in compliance throughout the term of theContract or County Privilege issued to the Applicant with all the policies and requirements set forth in this EDS; and that all factsand information provided by the Applicant in this EDS are true, complete and correct. The Applicant agrees to inform the ChiefProcurement Officer in writing if any of such statements, certifications, representations, facts or information becomes or is found to

be untrue, incomplete or incorrect during the term of the Contract or County Privilege.

Execution by Corporation

N/A

Corporation's Name President's Printed Name and Signature

Telephone Email

Secretary Signature Date

Constellation NevvEnergy - Gas Division, LLC

LI.C Name

41 r./AozkDate I

Execution by LLC

6~E S~Member/Manager Printed Name and Signature

5'02 - t//2,/xr-y/Stttt @~K. E~~(IAACIL/a~Telephone and Email

Execution by Partnership/Joint Venture

N/A

Partnership/Joint Venture Name *Partner/Joint Venturer Printed Name and Signature

Date Telephone and Email

Execution by Sole Proprietorship

Printed Name Signature Assumed Name (if applicable)

Date Telephone and Email

Subscribed and sworn to before me this/njtA day of its/, 20+.

M&8. @lan/i., 'otaryPublic Signature

My commission expires: gdjT5Jt /& ~g, ]

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*If the operating agreement, partnership agreement or governing documents requirgt~fee ffffftjEISft/ltigs/trctmbers,managers, partners, or joint venturers, please complete and execute additional Cotgqg8andf56jt'j~]jcutiJ&~es.

SECTION 5 ~ ~~'o,,'J ~Z

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