good counsel111 farms roadstamford, connecticut 06903barbara clay, esq. ( 203 ) 560 - 4477barbaraclayesq @ yahoo. comadmitted ny and cttx pending good counsel111 farms roadstamford, connecticut 06903barbara clay, esq. ( 203 ) 560 - 4477barbaraclayesq @ yahoo. comadmitted ny and cttx pending good counsel 111 farms roadstamford, connecticut 06903barbara clay, esq. ( 203 ) 560 - 4477barbaraclayesq @ yahoo. comadmitted ny and cttx pending 111 farms road stamford, connecticut 06903 barbara clay, esq. ( 203 ) 560 - 4477 barbaraclayesq @ yahoo. com admitted ny and ct tx pending re : legal engagement dear jim and kevin : thank you for requesting good counsel legal services, llc ( “ good counsel ” ) to represent spark energy llc ( “ spark energy ” ) and its current retail energy affiliates ( “ client'”, “ company ” or “ you ” ) in connection with its legal, regulatory and compliance matters. this letter confirms our engagement and describes the basis on which we will provide our legal services. if at any time you have questions or there is some action on our part that will better suit your needs, please let us know. we want you to be fully satisfied with the legal services we provide. 1. client. our client in these matters will be spark energy and its current retail energy affiliates for general corporate counsel, regulatory, compliance, litigation management and prevention, board duties and management advice as well building a turn - key legal department for client. barbara clay, esq. ( “ consultant ” ) will be fulfilling the role of acting general counsel and secretary to spark energy and its retail energy affiliates, on a full - time basis, traveling to houston as reasonably required ( as described in this paragraph, the “ services ” ). 2. scope of engagement. the scope of our engagement and duties to you are the services and other matters as the need arises. our acceptance of this engagement does not mean we represent you or your interests in other matters. any expansion of our scope of work in this matter, and any representation of you in other matters, will be set forth in a separate letter or agreement. if we undertake to represent you in other matters without specific terms of engagement, the terms