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LONG-TERM INCENTIVE PLAN
January 1, 2007
The Strategic Energy LLC (SE) Long Term Incentive Plan (Plan) is designed to reward sustained value creation
by providing competitive incentives for the achievement of long-term financial and operational performance goals.
By providing market-competitive target awards, the plan supports the attraction and retention of talent critical to
achieving SE’s strategic business objectives.
Eligible participants include executives as approved by the Compensation and development Committee
(Committee) of the Board of Directors.
Award levels will be approved by the CEO and set forth as a percentage of the participant’s base salary at
target. The percentage will vary based upon organizational responsibilities and market-compilation based upon
industry data. Awards will be paid based upon performance. The annual target award percentage of base salary
is stated in the participant’s original offer or information change letter. The target award will be granted 50% in
performance shares and 50% in cash. The number of performance shares will be determined at the date of the
grant based upon the GPE stock price. Dividends will accrue quarterly on the performance shares and will be
paid at the end of the performance period in accordance with the number of performance shares earned, if any.
The award payout under the Plan will be determined by the proposed goals in the attached Appendix I.
Performance at target will produce 100% of award and the level of such award can be increased or decreased
(pro-rated) based upon performance. The maximum award is 300% of target value. Example: If, in the plan
period, one of four components gets to the 300% cumulative target, then 300% is paid on that one component. If
the other three components come in at target, then those three components pay out at 100% and the one
component at 300%.