THIS EMPLOYMENT AGREEMENT (the " Agreement "), made this 13th day of June, 2002, between
Strategic Energy, L.L.C., a Delaware limited liability company (the " Company ") having its principal offices
located at Two Gateway Center, Pittsburgh, Pennsylvania 15222-1425, and Richard M. Zomnir (the " Employee
"), an individual with a residential address at 422 Heights Drive, Gibsonia, PA 15044.
A. In February, 1999, the Employee and the Company entered into an Employment Agreement (the "
Previous Employment Agreement ").
B. The Company desires the Employee's continued employment with the Company and the Employee wishes
to accept such continued employment, upon the terms and conditions of this Agreement.
NOW THEREFORE, in consideration of the mutual covenants and promises contained herein, and other
good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the parties
hereto, the parties agree as follows:
1. Term of Employment . The initial term (the " Initial Term ") of employment of the Employee by the
Company under this Agreement shall commence on the date hereof (the "Effective Date") and, subject to the
further provisions of this Agreement providing for, among other things, earlier termination of such employment,
shall end on the fifth anniversary of the Effective Date; provided, however, this term of employment shall be
automatically renewed for successive one (1) year periods (each a " Renewal Term ") unless, at least one
hundred eighty (180) days prior to the expiration of the Initial Term or any Renewal Term, either party gives
written notice to the other party specifically electing to terminate this Agreement at the end of the Initial Term or
any such Renewal Term, or the employment otherwise is terminated earlier in accordance with the provisions
hereof. (The Initial Term and any Renewal Terms (both of which are subject to early termination in accordance
with the provisi