Duquesne Light Company Request For Proposal

1. Duquesne Light Company Request For Proposal Pre-bid Webinar March 25, 2014

2. Conference Objectives • We are here to: • Provide a better understanding of the context in which the Request for Proposal (RFP) is being conducted. • Inform interested wholesale electric suppliers of the power supply process. • Review the bid structure of the RFP. • Review the Default Supply Master Agreement (SMA) which will govern the terms and conditions of all transactions resulting from these RFPs. • Provide a guide on how to place bids. • Answer questions on all of the above topics.

3. Disclaimer • This presentation is not meant to be a fully comprehensive description of every aspect related to all of the Pennsylvania Public Utility Commission (PAPUC or Commission) orders related to the RFP process, but rather a summary of the key features. No statements made in this presentation, or made orally by any consultant or utility representative, are intended to be binding in any way. In all cases, the RFP, SMA, and Compliance Plans, as approved by the PAPUC, and all PAPUC orders, control and supersede all other statements.

4. Summary Agenda • Schedule of Key Events • Background of Pennsylvania Structure • Request for Proposals and Process • ARR Auction & Timeline • Guide to Placing Bids

5. Schedule of Key Events

6. Schedule of Key Events • Webinar – March 25, 2014 at 2:00PM ET. • Post answers to questions received during webinar – March 27, 2014. • Credit Applications Due – April 4, 2014. • All submittals complete and bidders qualified – April 8, 2014. • Bidders can practice submitting bids until end of day – April 8, 2014. • Bid Day – April 9, 2014 from 10:00 AM to 2:00 PM ET. • Notify all bidders of the result – April 9, 2014, from 2:00 PM to 4:00 PM ET. • Submit bids to PAPUC for approval – April 9, 2014. • Approval expected by PAPUC – April 11, 2014. • Notify winning bidders of final results – April 11, 2014. • Release of weighted average of winning bids, separately by class, within two business days after execution of the contracts.

7. Background

8. Background • The load served within each block will increase or decrease proportionally with the other blocks to achieve the supply needed to meet load. Product is full requirements load following energy, ancillary services, capacity, alternative energy credits, losses and other items listed in the Supply Master Agreement. • Delivery is to the Duquesne Zone in PJM. • See SMA for full and complete details

9. Background • Duquesne Light will utilize the relevant bid documents from prior solicitations, tailored to the products and amounts of this RFP. A copy of the Supply Master Agreement is included on the RFP web site, http://sourcingsystem.procurexinc.com/DuquesneRFP. • If for any reason an RFP fails to attract a sufficient volume of bids, the Commission does not approve the submitted bids, or an accepted supplier defaults, Duquesne Light will meet its default supply obligation on an interim basis through purchases in the PJM spot market and will be permitted to recover all of the costs of such purchases and reasonable administrative costs from Default Service Customers. Duquesne Light will submit to the Commission within 10 days after any such occurrence, a contingency plan to handle any default service shortfall.

10. RFP Details and Process

11. Request for Proposals (RFP) • Supply Requirement Overview • The current solicitation seeks proposals for default supply for Residential & Lighting Customers, Small Commercial & Industrial Customers and Medium Commercial & Industrial Customers. Number of blocks and periods are: • Residential and Lighting – Offered in 12 blocks for 50% of supply requirements for delivery period 6/1/14 – 5/31/15 • Small C&I – Offered in 2 blocks for 50% of supply requirements for delivery period 6/1/14 – 5/31/15 • Medium C&I – Offered in 8 blocks for 100% of supply requirements for delivery period 6/1/14 – 11/30/14 • Pursuant to the Commission’s Order, no one supplier may procure more than 50% of the load for any class for this delivery period.

12. RFP ProcessPace Global Responsibilities • Pace Global will conduct and monitor the RFP process. • All questions and correspondence will be sent to Pace Global by email to ICUSBTPaceDuquesneRFP.Industry@siemens.com. • Bids will be submitted through the Procurex bidding interface and will be monitored throughout the day by Pace Global. • Up to six bids may be submitted by any bidder for the Residential &Lighting blocks. • Up to one bid may be submitted by any bidder for the Small C&I blocks. • Up to four bids may be submitted by any bidder for the Medium C&I blocks. • All bids and associated paperwork will be reviewed by Pace Global for compliance and conformity. • Only Pace Global and the Commission have discretion to reject bids. • Any disputes or selection decisions will be reviewed by Pace Global for the resolution. • Security at the bid site will be maintained by Pace Global. Duquesne will not see bid results until after close of bidding. • The results will be summarized along with a certification of compliance with all requirements and security.

13. RFP ProcessDuquesne Light Company Responsibilities • Duquesne Light Company (DLC) will sign the Non Disclosure Agreement (NDA). • DLC will review and approve all financial qualifications. • DLC will answer all questions and return to Pace Global to be posted on the web site and sent to bidders. • DLC will cooperate with bidders as much as possible to provide relevant information. • DLC will verify that bidders are qualified with PJM to provide the services. • DLC will sign the SMA. • DLC will work with Pace Global to address any conflicts or disputes. • DLC will manage the contracts in accordance with the SMA. • DLC will work with PJM and winning bidders to properly allocate charges per the SMA. • DLC will release the weighted average of all winning bids for all solicitations, (not individual bid prices or supplier names), within 2 business days after execution of all contracts and will publish the revised retail rates 15 days before they become effective.

14. Request for ProposalsSupplier Eligibility Criteria • Submittal of the Expression of Interest on web site. • Execution of the Non-Disclosure Agreement (NDA). A NEW NDA is required to participate in the POLR VI solicitations. If you submitted a new NDA for the March, April, November 2013, or January 2014 solicitation, it will apply to this solicitation. • PJM qualification and FERC authorization. • Qualified market buyer and seller in good standing with PJM. • FERC authorization to make sales of energy, capacity and ancillary services at market based rates. • Submittal of a credit application. If you submitted a credit application for March, April, November 2013 or January 2014 solicitation, we request you update Pace Global with any changes to the credit application. If you have no credit changes, please email Pace Global and let them know. • Conform with bidding requirements. • Submittal of a Binding SMA at completion of bidding if awarded the bid.

15. Request for ProposalsBid Submittal Process • All bids must be submitted through the Procurex bidding interface. • All bids can be rescinded and/or reviewed via the bid interface. Bidders’ individual login and password is required to submit, rescind, or review bid. • All fields within the Bid Form require that the supplier’s input must be completed in order for the bid to be conforming. • An e-mail will be automatically sent to the bidder indicating that the bid has been received. • Bids may be sent by FAX as a contingency if there is a problem with the electronic system. FAX Number 1-703-818-9108. If a fax is used, Pace Global must be alerted by telephone to this change in the normal electronic submission. Telephone Number 1-703-539-1156.

16. Default Supply Master Agreement • The SMA is included on the web site for review. • No changes to this document will be permitted.

17. ARR Auction & Timeline

18. ARR Auction & Timeline • Duquesne is currently participating in PJM’s annual allocation process for 2014/2015 ARR’s • Duquesne will select the ARRs since the PJM ARR selection period closes prior to the solicitation date for this POLR RFP.  Winning suppliers will be allocated a portion of the ARR rights in proportion to the amount of load they have won in the RFP • Complete information on Duquesne’s ARR selections for 2014/2015 is not known at this time, but Pace and Duquesne will upload the relevant information to the Procurex website as soon as the information is available • http://sourcingsystem.procurexinc.com/duquesnerfp/ • March 31, 2014: ARR Selections, Stage 2, Round 2 Results expected to be posted on Procurex • April 7, 2014: ARR Selections, Stage 2, Round 3 Results expected to be posted on Procurex

19. Guide to Place Bids

20. Create a Login ID on the Procurex website • Suppliers will be able to register on the Procurex website at any time: http://sourcingsystem.procurexinc.com/DuquesneRFP • The RFP event will not be made available until a signed Non-Disclosure Agreement and a Credit Application have been submitted and approved by Duquesne. Click here to start registration as a bidder

21. Bidding InterfaceLogin Home Page • Once approved as a bidder, you will be invited to two events: A practice event which will close on 4/8/2014 and the live procurement event which will start on 4/9/2014 at 10:00 AM EDT. • After logging on, click on the “Accept/View/Bid In Events” button.

22. Bidding InterfaceEvent Screen • The next screen will show you the events you are able to participate in. • The practice event is shown above. Follow the instructions in the notes after clicking the event name.

23. Bidding InterfaceAccepting an Event • Before you are able to start placing bids, you will need to read and agree to the Terms and Conditions and provide a response on your participation in the RFP.

24. Bidding InterfacePlacing bids • The bidding interface is shown below. • After placing a bid, the Previous Bid Price and Previous Ext. Bid Price fields will reflect what you entered (these fields will be identical). Bids can be changed by submitting a new bid. • Notes can be attached to bids which will be visible to Pace Global. You are not required to bid on all blocks. For blocks you do not intend to bid on, leave the Bid Price field blank. You can choose to bid on all or some of the blocks.

25. Bidding InterfaceRetracting Bids • You will be able to change the price of any bids you place. • When placing bids, you will be able to change the price of bids you place but will not have the ability to retract the bid completely. • If you need to retract your bid completely, use the “Message Board” function to have an administrator clear your bids.

26. Bid Requirements • Conforming Bids Must Be: • submitted using the Procurex bid interface • submitted by the due date and due time • submitted by an eligible supplier Evaluation of Bids • The single price bid for a given block will be the parameter used to compare all offers within the same service type and the same contract term. • Bids will be ranked by price and the lowest bidders will be chosen. • Tie breaking will be based on bid received first. • Winning suppliers will be paid their offer prices pursuant to contract. • All bids submitted will be kept confidential, in accordance with the Non Disclosure Agreement, although aggregate prices of winning bids will be released.