Community Issues

AUS01:441206.2 1 of 16

COMMUNITY ENHANCEMENT AGREEMENT

This Community Enhancement Agreement (“Agreement”) is made by and among Motiva

Enterprises LLC, hereinafter referred to as “Motiva,” and Community In-power and

Development Association, Inc., hereinafter referred to as “CIDA,” and Hilton Kelley.

Recitals:

WHEREAS, Motiva owns and operates a petroleum refinery in Port Arthur, Jefferson

County, Texas (the “Refinery”); and

WHEREAS, Motiva submitted an air permit application to the Texas Commission on

Environmental Quality (“TCEQ”) to renew and amend Permit No. 8404 and to issue Permit No.

PSD-TX-1062 to authorize the construction of a major expansion of the Refinery (“Expansion”),

and for other purposes (the “Application”); and

WHEREAS, the Application was referred by the TCEQ to the State Office of

Administrative Hearings (“SOAH”) for a contested case hearing in the matter assigned SOAH

Docket No. 582-06-2560 and TCEQ Docket No. 2006-0724-AIR (the “Hearing”); and

WHEREAS, CIDA and Hilton Kelley were granted party status to protest the Application

in the Hearing; and

WHEREAS, the authorization sought by Motiva in the Application is reflected in the

terms of the Final Draft Permit for the amendment and renewal of Permit No. 8404 and issuance

of Prevention of Significant Deterioration Permit No. PSD-TX-1062, which is Exhibit AR-1 to

the Administrative Record in this matter (the “Draft Permit”); and

WHEREAS, the Application proposes that Motiva will install, and the Draft Permit

reflects, advanced air pollution control equipment as part of the Expansion, including the

installation of a state-of-the-art flare gas recovery system; and

WHEREAS, the Application proposes that Motiva will undertake as part of the

Expansion, and the Draft Permit reflects, a number of voluntary emission reduction measures

that will significantly reduce emissions from existing process units at the Refinery; and

WHEREAS, CIDA and Hilton Kelley protested the Application out of concern about

existing health problems and the economically depressed conditions in the Port Arthur

community known as the West Side; and

WHEREAS, CIDA and Hilton Kelley have a continuing interest in the health and general

well-being of the West Side; and

WHEREAS, Motiva has been an industry leader in implementing modern and innovative

environmental measures at its facilities; and

AUS01:441206.2 2 of 16

WHEREAS, Motiva has been at the forefront in working with the residents of the

communities located near its facilities so as to provide economic opportunities in an

environmentally sound manner; and

WHEREAS, Motiva has demonstrated a willingness to work proactively with all of the

members of the communities near its Refinery concerning its on-going operations and the

Expansion; and

WHEREAS, Motiva, CIDA and Hilton Kelley have a mutual interest in fostering the

economic and social revitalization of the areas in Port Arthur nearest to the Refinery, and in

particular the West Side and the communities known as El Vista and Port Acres; and

WHEREAS, CIDA and Hilton Kelley are now willing to support the Application, to drop

their opposition to the Expansion, and to work with Motiva for the benefit of the community; and

WHEREAS, CIDA and Hilton Kelley believe that the Expansion will be beneficial for

the citizens of Port Arthur, and to the residents of the areas in Port Arthur nearest to the Refinery,

including the West Side, El Vista and Port Acres; and

WHEREAS, CIDA and Hilton Kelley believe that this Agreement is an excellent

example of the social side of Sustainable Development.

Terms of Agreement:

NOW, THEREFORE, in consideration of the agreements set forth herein, and for other

good and valuable consideration, Motiva, CIDA and Hilton Kelley agree as follows:

I. Definitions
A. Effective Date

The Effective Date means the date on which all of the parties have executed this

Agreement.

B. Issuance Date

The Issuance Date means the date on which the Executive Director of the TCEQ issues

the Draft Permit to Motiva.

II. Obligations of Motiva
A. Creation of Foundation-based Community Fund for Adjacent Communities

AUS01:441206.2 3 of 16

1. Within one (1) month after the Issuance Date, Motiva will begin efforts to

establish a fund called The Port Arthur Communities Fund (“Fund”). Motiva will use its best

efforts to establish the fund within six (6) months after the Issuance Date.

2. The general purpose of the Fund will be to foster the economic and social

revitalization of the communities in Port Arthur in the general vicinity of the Refinery

(“Adjacent Communities”). For purposes of this Agreement, Adjacent Communities refers to

those areas around the Refinery bounded on the northeast by Memorial and Woodworth

Boulevards, on the Southeast by Proctor and West Proctor Streets, on the southwest by Highway

82, and on the northwest by 60th Street. The Fund will place special emphasis on the western

end of the original part of Port Arthur, which is roughly the area bounded by Highway 82, West

Proctor Street, Savannah Avenue and the line of the Kansas City Southern Railroad (“West

Side”).

3. The specific purposes of the Fund will be to financially support projects

designed to alleviate the depressed economic conditions in many parts of the Adjacent

Communities and to foster the economic and social revitalization of the Adjacent Communities,

with special emphasis on the West Side. This includes, but is not limited to, projects designed

to:

(a) Improve the quality of housing in the Adjacent Communities;

(b) Foster new commercial development in the Adjacent

Communities;

recreational, social, or economic opportunities for residents of the

Adjacent Communities; and

(d) Support the establishment of projects impacting the Adjacent

Communities that qualify as Supplemental Environmental Projects

by the TCEQ.

4. Motiva will establish the Fund as a supporting fund under the auspices of

an established public charity organized under Section 501(c)(3) of the Internal Revenue Code

(“Foundation”). The purposes of the Foundation selected to host the Fund will be consistent

with the purposes of the Fund.

5. Motiva, in consultation with CIDA, will engage a private consulting firm

with experience and expertise in assisting in the establishment and administration of similar

supporting funds (“Consultant”). The Consultant will assist in the establishment of the Fund,

provide management and administrative services to support the operation of the Fund for the first

twelve (12) months of the existence of the Fund, and serve as liaison between the Fund and the

Foundation. The Fund will be responsible for payment for all other expenses for the on-going

activities of the Fund, including but not limited to, expenses for all consulting, management and

AUS01:441206.2 4 of 16

administrative services. The Fund may retain the Consultant, at its own expense, to provide

services beyond the first twelve (12) months of the existence of the Fund.

AUS01:441206.2 5 of 16

6. The Fund will be governed by a seven-member Steering Committee that

will act by majority vote and whose activities will be facilitated by a Chairperson elected by the

Steering Committee. The members of the Steering Committee will reside or work in the City of

Port Arthur and will serve without compensation. Motiva and CIDA are entitled to appoint one

member each of the Steering Committee, including replacements as needed. The members

appointed by Motiva or CIDA may not serve as the Chairperson. At least two of the five

members of the Steering Committee not appointed by Motiva or CIDA will live or work in the

Adjacent Communities.

7. No organization that is affiliated with a member of the Steering

Committee is prohibited from proposing a project for funding by the Fund as long as the

affiliated member recuses himself or herself from voting on the proposal.

8. Within three (3) months after the Issuance Date, the Consultant will

convene a Community Advisory Task Force (“Task Force”) for the purpose of soliciting input

from residents of Port Arthur about the purposes of the Fund and the specific needs of the

Adjacent Communities. The information gathered by the Task Force will be provided to the

Steering Committee to guide its activities.

9. Nominations for the additional five original members of the Steering

Committee will be made through the Task Force process. These additional members should

reflect the broad interests of Port Arthur and come from a variety of backgrounds. Although one

or more of these additional members may be affiliated with Motiva or CIDA, such affiliation

should not be the basis for the person’s nomination or selection. The additional members of the

Steering Committee will be subject to the approval of Motiva and CIDA.

10. The two original Steering Committee members appointed by Motiva and

CIDA will serve six-year terms. Three of the other original Steering Committee members will

serve four-year terms, and the remaining two members will serve two-year terms. Following

these initial terms, all Steering Committee members will serve two-year terms. The composition

of the Steering Committee will be maintained to reflect the composition set forth in Section

II.A.6 of this Agreement. After the Steering Committee is initially constituted, the selection of

the other five Steering Committee members will not be subject to the approval of Motiva or

CIDA.

11. The Steering Committee will review proposals for projects and make

recommendations to the Foundation of projects to fund. The Steering Committee may

recommend for funding projects that are consistent with the purposes of the Fund and satisfy

project screening criteria to be established by Motiva. The project screening criteria will be

consistent with the purposes of the Fund and the interests of Motiva.

12. The Foundation will hold, invest, manage and disperse the monies of the

Fund. The Foundation will review the recommendations of the Steering Committee. The

Foundation will approve any recommendation, and disburse funds as appropriate, upon a

AUS01:441206.2 6 of 16

determination by the Foundation that the recommendation is consistent with the purposes of the

Fund and the project screening criteria.

13. The Fund will engage the services of a subcommittee of volunteer experts

with technical expertise in banking, real estate, economic development and other fields of

expertise of interest to the Steering Committee (“Subcommittee”). The Subcommittee will

review and analyze proposals, provide advice to the Steering Committee concerning the

proposals, and assist the Steering Committee in prioritizing its resources. This does not preclude

the Fund from retaining and compensating experts to advise it on the needs and priorities of the

Adjacent Communities.

14. In order to provide initial funding for the Fund, Motiva will do the

following:

(a) Bear the costs of establishing the Fund;

(b) Bear the fees and costs of the Consultant for the first twelve (12)

months of the existence of the Fund;

Expansion, contribute five hundred thousand dollars ($500,000.00)

to the Fund;

(d) Within nine (9) months after the start of construction of the

Expansion, contribute an additional one million five hundred

thousand dollars ($1,500,000.00) to the Fund’ and

(e) Allow the Fund, on a case-by-case basis and subject to the express

approval of Motiva, to use Motiva’s name to support requests for

significant funding from other foundations and charitable sources.

15. Motiva desires that the Fund become permanently established as a positive

force for the Adjacent Communities and, in particular, the West Side. Accordingly, Motiva will

make a determination, within two years following its contribution of one million five hundred

thousand dollars ($1,500,000.00) to the Fund, of whether the following criteria have been

satisfied:

(a) The Fund is being operated responsibly, efficiently and with

integrity;

(b) The Steering Committee has demonstrated impartiality in

reviewing and voting on proposals for funding;

created;

AUS01:441206.2 7 of 16

(d) The Fund has secured sufficient additional sources of funding to

demonstrate that it will become an on-going enterprise; and

(e) The Fund and the Steering Committee reflect well on Motiva and

the Adjacent Communities.

16. If Motiva determines, in its sole discretion, that each of the criteria in

Section II.A.15 has been satisfied, Motiva will do the following:

(a) For each of the five (5) calendar years following the determination

in Section II.A.15, match other contributions to the Fund, on a

dollar-per-dollar basis, up to $300,000 per year, for a total

additional contribution of up to one million five hundred thousand

dollars ($1,500,000.00);

(b) Continue to allow the Fund, on a case-by-case basis and subject to

the express approval of Motiva, to use Motiva’s name to support

requests for significant funding from other foundations and

charitable sources; and

match other contributions to the Fund, or both.

17. The parties recognize that the Fund must obtain additional financial

support in order to establish itself permanently as a positive force for the Adjacent Communities.

Accordingly, it is the intent of the parties that the Steering Committee actively seek grants,

charitable contributions, and other means of financial support with the goal of making the Fund

self-sustaining and able to fund projects solely from the earnings of the Fund. The parties also

desire that the Fund demonstrate its worth and have a discernable, positive impact on the

Adjacent Communities in the near term. Accordingly, it is the hope of the parties that the

Steering Committee will:

(a) Secure additional funding such that the Steering Committee will be

in a position to recommend, consistent with the on-going vitality of

the Fund, disbursement of a significant amount of funds to

qualifying and worthy projects within the first five (5) years of the

existence of the Fund;

(b) Determine that there are qualifying and worthy projects for which

it can recommend disbursement of the initial five hundred

thousand dollars ($500,000.00) in funding within the first twelve

(12) months after the Steering Committee is constituted; and

to have an impact on the West Side for which it can recommend

AUS01:441206.2 8 of 16

disbursement of at least 60% of this initial five hundred thousand

dollars ($500,000.00).

Nothing in this section should be interpreted to suggest that that Steering Committee should

recommend disbursement of funds to any project that the Steering Committee, in its discretion,

does not deem to qualify and be worthy of funding.

18. The charter or other founding document establishing the Fund will provide

that the Steering Committee may not alter any of the terms of this Agreement.

B. Enhancement of Medical Services for West Side

1. During the first quarter of each of the calendar years 2008-2012, Motiva

will contribute twenty-five thousand dollars ($25,000.00) to Gulf Coast Health Center, Inc.

(“GCHC”) located on Memorial Boulevard in Port Arthur. The purpose of the contributions will

be to enable GCHC to do one or more of the following, with particular emphasis on the West

Side:

(a) For residents in the Adjacent Communities that are in GCHC’s

service area, and in particular the West Side, without adequate

means of transportation, provide a means to deliver medical

services to such residents or to transport such residents to GCHC;

(b) Assist GCHC in providing medical services to the most needy

residents in the Adjacent Communities that are in GCHC’s service

area, and in particular the West Side, at the lowest cost possible;

and

respiratory and pulmonary medicine, and in particular the

diagnosis and treatment of asthma and other respiratory illnesses in

children.

2. Within three (3) months after the Issuance Date, Motiva will contribute

five thousand dollars ($5,000.00) to GCHC for the purpose of GCHC providing outreach to

residents in the Adjacent Communities that are in GCHC’s service area, and in particular the

West Side, about the mission and services of GCHC. The funds will be used to host medical

open houses, fairs or expos, publish brochures or flyers, and take other steps customary in the

field to promote awareness of a medical provider such as GCHC.

3. The contributions to be made by Motiva in this Section II.B are contingent

upon the commitment by GCHC to use the funds as provided for in this Section II.B. Once the

contributions have been made, Motiva has no obligation to ensure that the GCHC uses the funds

in accordance with its commitments.

C. Donation of Portable Monitors to CIDA

AUS01:441206.2 9 of 16

1. Within three (3) months after the Issuance Date, Motiva will place an

order for the delivery to CIDA of two new “UV Hound” monitors manufactured by Cerex

Environmental Services, Inc. (“Cerex”), and commit to purchase such monitors for donation to

CIDA. If UV Hound monitors are not available for purchase, Motiva may substitute another

brand of monitor of equal or superior capabilities.

2. Within six (6) months after CIDA notifies Motiva that CIDA has received

the monitors, Motiva will arrange for and fund a one-day training session on the use of the UV

Hound monitors to be provided by a qualified third-party. Up to twelve (12) persons designated

by CIDA may attend the training session. The training session will be provided at a location in

Port Arthur to be determined by Motiva. The date of the training session will be a mutually

convenient date to be determined by Motiva, CIDA, and the third-party.

D. Addition of Stationary Monitors to West Side

1. Within six (6) months after the Issuance Date, and continuing through

2012, Motiva will arrange for the installation and on-going maintenance of stationary monitoring

equipment that will measure ambient concentrations of the following compounds:

Carbon monoxide (“CO”)

Sulfur dioxide (“SO2”)

Hydrogen sulfide (“H2S”)

Carbon disulfide (“CS2”)

Particulate matter of 2.5 microns in size or less (“PM2.5”)

Total suspended particulate matter (“TSP”)

2. The monitoring equipment will be co-located with the monitoring station

currently located at 1600 Terminal Road in Port Arthur, which is adjacent to the West Side.

3. The monitoring equipment for CO, SO2, H2S, and PM2.5 will be designed

to continuously monitor the ambient concentrations and record hourly averages of those

compounds. The monitoring equipment used for CS2 and TSP will be the canister method with a

24-hour sample taken approximately every twelve (12) days.

4. The monitoring equipment will be designed to detect the compounds at

and above the following concentrations:

CO 0.04 micrograms per cubic meter (µg/m3)

SO2 2 parts per billion (ppb)

H2S 2 ppb

CS2 0.5 ppb

PM2.5 0.1 µg/m3

TSP N/A

AUS01:441206.2 10 of 16

5. The monitoring results for CO, SO2, H2S, and PM2.5 will be transmitted in

real-time to TCEQ for the purpose of it being displayed on the TCEQ’s public website in the

manner of other ambient monitoring data from area monitors. The monitoring results for CS2

and TSP will be made available upon request, on a quarterly basis, after the data has been

generated by a laboratory and reviewed pursuant to standard quality assurance and quality

control procedures.

AUS01:441206.2 11 of 16

E. Enhancement of Community Emergency Warning System

1. Within six (6) months after the Issuance Date, Motiva will use its best

efforts to arrange for and fund the addition of Vietnamese to the languages in which messages

are sent through the Emergency Alert System of the Southeast Texas Alerting Network

(“STAN”), and whose coverage area includes the Adjacent Communities.

2. The parties take notice of the announcement by the Department of

Homeland Security (“DHS”) that it intends to supply each public school in the United States

with a hazard-warning radio that is activated with a broadcast signal and can receive emergency

information, including emergency information about chemical releases. Within six (6) months

after the Issuance Date, Motiva will donate to CIDA twenty (20) hazard-warning radios, similar

to the type to be provided to schools by DHS, for placement by CIDA at churches, hospitals,

nursing homes, community centers, and other public buildings in the West Side. If DHS does

not provide the public schools in the West Side with hazard-warning radios within twelve (12)

months after the Issuance Date, Motiva will donate to CIDA an additional five (5) hazardwarning

radios for placement by CIDA at public schools in the West Side.

3. Within six (6) months after the Issuance Date, Motiva will use its best

efforts to arrange for and fund the integration of STAN and the radios to be donated to CIDA.

4. The obligations of Motiva under Sections II.E.1 and II.E.3, above, are

contingent upon the consent and cooperation of the Southeast Texas Plant Managers Forum, the

Emergency Management Director of Port Arthur, and the third-party operator of STAN.

5. Motiva has no obligation under this Agreement or otherwise for the proper

placement, maintenance, or use of the radios to be donated to CIDA, and Motiva has no liability

to any person for any malfunction, misuse, or failure to use the radios, or for the content of any

information transmitted through the radios.

F. Creation of Annual Environmental Report

1. During the first quarter of each of the calendar years 2008-2012, Motiva

will prepare and send to CIDA a report concerning health, safety and environment matters at the

Refinery for the previous calendar year (“HSE Report”). The HSE Report will include

summaries of the following:

(a) The status of the Refinery’s compliance with applicable air

emission limits and requirements;

(b) For each emission event at the Refinery during the year reported

pursuant to the emission event rules in 30 TAC Chapter 101, a

description of the event, its cause and the corrective action taken;

AUS01:441206.2 12 of 16

reduction measures set forth in the Application; and

(d) Other information concerning the Refinery’s efforts to protect the

environment.

2. The first HSE report will include a summary of the frequency of emission

events at the Refinery reported pursuant to the emission event rules in 30 TAC Chapter 101 over

the period 1998-2007.

3. Within one (1) month after its receipt of an HSE Report, CIDA may

request a meeting between CIDA representatives and an appropriate Refinery manager to discuss

the HSE Report. Such a meeting will be scheduled at a mutually convenient date, time and

place.

G. Provision of Outreach to West Side

1. Within six (6) months after the Issuance Date, Motiva will host two (2)

forums among representatives of the Refinery’s Community Environmental Coordinators

(“CEC”) Program and West Side residents. The forums will take place at public locations in the

West Side. The specific locations, dates and times of the forums will be agreed to by Motiva and

CIDA.

2. The purpose of the forums will be for the representatives of the CEC

Program to provide information to West Side residents about the CEC Program and to answer

any questions residents may have about the CEC Program or the Refinery. The representatives

of the CEC Program will discuss the portable ambient monitoring equipment at their disposal.

H. Augmentation of CEC Odor-Detection Capabilities

1. Within three (3) months after the Issuance Date, Motiva will place an

order for a Jerome 631-X Hydrogen Sulfide Analyzer manufactured by Arizona Instruments

(“Jerome Meter”). If a Jerome Meter is not available for purchase, Motiva may substitute

another brand of monitor of equal or superior capabilities for measuring sulfur compounds.

2. From the receipt of the Jerome Meter through 2012, Motiva will make the

Jerome Meter available for use at the Refinery by its CECs for the purpose of investigating odor

complaints from residents of the Adjacent Communities.

I. Acceleration of Fugitive Control Program

1. Motiva will use its best efforts to implement the following measures in all

existing process units in the Refinery at least six (6) months prior to the introduction of first oil

to the new Vacuum Pipe Still to be constructed as part of the Expansion:

(a) TCEQ’s 28MID Leak Detection and Repair program; and

AUS01:441206.2 13 of 16

(b) Quarterly monitoring of all flanged equipment components,

process drains, and valves in heavy liquid service.

2. Motiva will not claim any emission reduction credits for any early

reductions in emissions resulting from these measures.

III. Obligations of CIDA and Hilton Kelley
A. Withdrawal of Party Status

CIDA and Hilton Kelley will withdraw their party status in the Hearing on the

Application and consent to the issuance of the Draft Permit by the TCEQ. No later than

November 3, 2006, CIDA and Hilton Kelley will sign, or have their respective authorized

representatives sign, and deliver to Motiva a motion, in the form attached as Exhibit A hereto,

and CIDA and Hilton Kelley will sign a Notice of Withdrawal, in the form attached as Exhibit B

hereto, for filing with SOAH.

B. Future Cooperation, Applications and Reservations

1. CIDA and Hilton Kelley and their representatives agree not to oppose,

seek to delay or modify, challenge, object, or in any manner (directly or indirectly) assist or

encourage others to oppose, seek to delay or modify, challenge, or object to the approval of the

Application or the issuance of the Draft Permit by TCEQ or any other permits, registrations, or

approvals, including, without limitation, any permit, license, or authorization of any kind

necessary for the construction or operation of the Expansion. This includes any change to the

Draft Permit that does not authorize a new source of emissions, the emission of a new pollutant,

or an increase in the emission of a pollutant.

2. Without limiting the generality of the foregoing, CIDA and Hilton Kelley

agree that they will not submit any additional comments, requests for hearing or meeting,

motions to overturn or reconsider, or administrative or judicial appeals regarding the

Application, the Draft Permit, or such permits, registrations, or approvals.

3. This Section III.B creates no limitations on CIDA or Hilton Kelley

regarding participation in decisions on future air permit amendments or renewals concerning the

Refinery or Expansion, with the exception that neither CIDA nor Hilton Kelley will oppose, seek

to delay or modify, challenge, object or in any manner (directly or indirectly) assist or encourage

others to oppose, seek to delay or modify, challenge or object to the approval of any proposed

change to the Draft Permit for the Expansion that does not seek to authorize a new source of

emissions, the emission of a new pollutant, or an increase in the emission of a pollutant.

4. This Section III.B does not affect any rights CIDA or Hilton Kelley may

have to assert claims or make allegations that Motiva or the Refinery is in violation of any

permit, including the Draft Permit.

AUS01:441206.2 14 of 16

IV. General Provisions
A. Notices

All notices and communications required or permitted to be given hereunder shall be in

writing and shall be delivered personally, or sent by overnight courier, or mailed by U.S.

certified mail, or by facsimile, addressed to the appropriate party at the address for such party

shown below:

As to Motiva:

Humberto Molina, Jr.

Motiva Enterprises LLC

P.O. Box 2967

Houston, Texas 77252

Telephone: 713.546.8485

Facsimile: 713.546.8500

and

Pam M. Giblin

Derek R. McDonald

David A. Savage

Baker Botts LLP

98 San Jacinto Blvd., Suite 1500

Austin, Texas 78701-4039

Telephone: 512.322.2500

Facsimile: 512.322.2501

As to CIDA and Hilton Kelley:

James B. Blackburn, Jr.

Blackburn Carter, P.C.

4709 Austin

Houston, Texas 77044

Telephone: 713.524.1012

Facsimile: 713.524.5165

The parties hereto may change the named recipient, address, telephone numbers, and facsimile

numbers to which such communications are to be addressed by giving written notice in the

manner provided in this section IV.A.

AUS01:441206.2 15 of 16

B. Entire Agreement

This Agreement embodies and constitutes the entire understanding between Motiva and

CIDA and Hilton Kelley with respect to the transactions contemplated by this Agreement, and all

prior contemporaneous agreements, understandings, representations and statements, oral or

written, are merged into this Agreement.

C. Multiple Counterparts; Signatures

This Agreement may be executed in any number of identical counterparts, each of which

for all purposes is deemed an original, and all of which constitute collectively one agreement.

All parties agree that original signatures are not necessary for this Agreement. The parties have

agreed to execute this Agreement independently and deliver the executed Agreement by any

practical means, including facsimile transmission.

D. Termination

This Agreement will terminate after all of the obligations of the parties under this

Agreement have been satisfied.

IN WITNESS WHEREOF, the parties have executed this Agreement to be effective for

all purposes as of the Effective Date.

The parties below signing for Motiva Enterprises LLC and Community In-power and

Development Association, Inc. certify that they have the authority to bind their respective

organizations to this Agreement.

FOR MOTIVA ENTERPRISES LLC

By: ______________________________

Name: ______________________________

Title: ______________________________

Date: ______________________________

AUS01:441206.2 16 of 16

FOR COMMUNITY IN-POWER AND DEVELOPMENT ASSOCIATION, INC.

____________________________________

ELIJAH JAMES, PRESIDENT

Date: ______________________________

HILTON KELLEY, INDIVIDUALLY AND ON BEHALF OF COMMUNITY IN-POWER
AND DEVELOPMENT ASSOCIATION, INC.

____________________________________

HILTON KELLEY

Date: ______________________________