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STANDARD TEXT

CONSTITUTION OF TEMPORARY GROUPS OF COMPANIES

TEMPORARY GROUP OF COMPANIES WITH SPECIAL COLLECTIVE MANDATE WITH

POWERS OF REPRESENTATION

Between: .................(1)......................... (hereinafter also referred to as "________") - with

office in _______, Street ____________ No. ___ - fully paid share capital of _________
Euro, registered in the Register of Companies of _________ under number ________ -
Tax Code and VAT No. ____________ - represented by ..........................................
and

Between: .................(2)......................... (hereinafter also referred to as "________") - with

office in _______, Street ____________ No. ___ - fully paid share capital of ________
Euro, registered in the Register of Companies of _________ under number ________ -
Tax Code and VAT No. ____________ - represented by ..........................................
and

Between: .................(3)......................... (hereinafter also referred to as "________") - with

office in _______, Street ____________ No. ___ - fully paid share capital of _________
Euro - registered in the Register of Companies of _________ under number ________ -
Tax Code and VAT No. ____________ - represented by ..........................................

(Hereinafter jointly referred to as the "Grouped Companies")

Whereas

1. ENEL SpA has established an internal Qualification System for supplier and contracting
companies, with the aim of assessing their qualitative, technical, managerial, financial and
legal reliability in relation to different types of contracts;

2. ENEL Servizi SRL has received an express mandate from Enel SpA for the
management of the aforementioned Qualification System and an express mandate from Enel
SpA and other companies in the Enel Group for the issuing of a call for tenders for the
execution of contracts relating to the merchandise group of .................... in which only
companies deemed "suitable" according to the qualification procedure referred to in point 1)
are consulted;

3. Enel SpA, Enel Servizi srl and the other representative Enel Companies referred to in
the preceding paragraph are, for the purposes of this act, hereinafter referred to generically as
"Enel";

4. The undersigned, having an interest in participating in the aforementioned tender as a

Temporary Group of Companies, intend to undergo the qualification procedure in the same
form.
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Now, therefore, to be considered as an integral and essential part of this Act, it is hereby
agreed as follows:

Art. 1 Constitution of Temporary Group of Companies

Through their representatives, the Companies present hereby declare to form a temporary
association of companies (hereinafter referred to as Temporary Grouping of Companies)
with the conferment of a special collective mandate with powers of representation, in order
to be subjected to the Enel qualification procedure for the merchandise group .......................
and, therefore, should the outcome of the qualification procedure be positive, in order to
participate in tenders for the same merchandise group subject to the qualification (hereinafter
referred to as the "tender") with the same association structure and the same identical division
of tasks, as specified below in article 4.

To this end and until the termination of the Grouping, they designate .......................... as their
representative, who, as represented above, accepts, and to whom they confer the
irrevocable and free special collective mandate with powers of representation so that it may:

a) Present, for and on behalf of the grouped companies, the request for qualification to the
aforementioned merchandise group and provide all the information required by ENEL in this
regard;

b) Sign, for and on behalf of the aforementioned companies, with full powers, all
consequential and/or necessary acts for the completion of the qualification procedure;

c) Present, for and on behalf of the grouped companies, offers for any future tenders
issued by ENEL for the abovementioned merchandise group, signing for and on behalf of
the Grouped Companies, with full powers and promise of full ratification and approval as
of now, all acts relating to the aforementioned tender and the consequential and
necessary contractual documents for the potential assignment and execution of the
activities covered by the contract, including any transactions with prices and rates
agreed with the Principal Companies;

d) Coordinate relationships between the Grouped Companies and/or direct

subcontractors/indirect subcontractors on all matters relating to the management of the
awarded tender.

Exclusive representation, including procedural representation, of the Principal Companies

is also conferred to the Representative Company, as represented above, for all
transactions and acts of any kind dependant on the tender, even after the acceptance of
the works or equivalent operation, until the resolution of all relations.

Art. 2 Contractor Company

The Representative Company also assumes the role of "contractor company" pursuant to
art. 89 of Legislative Decree No. 81/08, where applicable.

Art. 3 Domicile
The Grouped Companies elect their exclusive and sole domicile at the offices of the
Representative Company.

Art. 4 Distribution of participation shares in the Temporary Grouping of Companies

and the activities covered by the contract between the Grouped Companies
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The Temporary Grouping of Companies is horizontal [or vertical] [or mixed].

This agreement will be binding for the grouped companies from the time of its communication
and also in relation to ENEL without specific acceptance by the latter. Therefore, for the
course of the entire period required for completion of the qualification process, during the
period of validity of the qualification (three years) and for the purposes of the activities subject
to the awarded tender, the subjective composition of the grouping, the division of tasks and the
consequent responsibilities as indicated in the previous article, cannot be modified by the
grouped companies

The participation shares in the Temporary Grouping of Companies will be distributed

among the Grouped Companies in the following manner1:

1) The Representative Company ............... will perform the following activities:

............................., with participation shares in the Temporary Grouping of
Companies equal to .........

2) The Principal Company ............. will perform the following activities:

............................., with participation shares in the Temporary Grouping of
Companies equal to .........;

3) The Principal Company .............................. will perform the following activities with
participation shares in the Temporary Grouping of Companies equal to....... .

Art. 5 Invoicing
Invoices relating to the activities covered by the tender will be sent to Enel by the
Representative Company or directly by the Principal Companies.
The Principal Company invoices must be sent bearing approval for the payment of the
Representative Company, exempting Enel from any liability.
Without prejudice to the obligations of traceability, Enel will pay the invoices relative to the
individual companies that issued the invoice.
The principles referred to above will also be applied in case of any supplementary invoices
at the time of testing, where applicable, and/or final payment.

Art. 6 Liability of Grouped Companies

In the case of horizontal Temporary Grouping of Companies, participation in this

Temporary Grouping of Companies and the subsequent contract will result in the non-

1
Please note that in cases of contracts falling within the scope of Legislative Decree No. 163/06, as
amended, and the enactment regulation (Presidential Decree No. 207/2010) for work contracts awarded to a
horizontal Temporary Grouping of Companies the representative must possess the majority of the
economic, financial, technical and organisational requirements, and in any case a share of not less than
40%. The remaining percentage may be held cumulatively by the principals but in any case with a minimum
of 10% for each.
For works contracts awarded to a vertical Temporary Grouping of Companies, the economic, financial,
technical and organisational requirements must be held by the representative for the main category; in the
separate categories each principal possesses the requirements for the amount of work related to the
category it intends to adopt; for service and supply contracts assigned to a horizontal or vertical Temporary
Grouping of Companies, the representative must meet the requirements and perform the tasks assigned to a
majority extent.
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limited joint and several liability of the Grouped Companies against Enel for all obligations
arising from the activities under future tenders awarded in its favour.

For vertical and mixed Temporary Groupings of Companies, participation in this

Temporary Grouping of Companies and any tenders awarded will give rise to liability
towards Enel limited to the performance of the services for which it is responsible.

This is without prejudice to the joint liability of the Representative Company towards the
Client.

Art. 7 Revocation of Mandate

The mandate is free and irrevocable; its eventual revocation for just cause will have no
effect for Enel.

Art. 8 Substitution of the Representative Company

In the event of the successful stipulation of tender contracts, all the grouped companies shall
respond jointly and severally regarding all the contractual obligations.

The Grouped Companies agree that, if for any reason, including bankruptcy or other
insolvency proceedings, or in the cases provided for by anti-Mafia legislation, the
Representative Company is unable or finds it impossible to perform or conclude the tasks
assigned in the times and in the manners provided for in the contract, Enel will have the
right to continue the contractual relationship with another company in the same Temporary
Grouping of Companies that is appointed representative with a mandate with the same
terms as this deed of partnership and is deemed satisfactory; Enel may also withdraw from
the contract without paying any compensation.

A similar substitution is permitted during the course of validity of the qualification.

Art. 9 Substitution of the Principal Company
The Grouped Companies agree that, if for any reason, including bankruptcy or other
insolvency proceedings, or in the cases provided for by anti-Mafia legislation, one of the
Principal Companies is unable or finds it impossible to perform or conclude the tasks
assigned in the times and in the manners provided for in the contract, the Representative
Company will be required to perform or to conclude the contractual services not performed
by the defaulting and/or otherwise unable company, either directly or by means of the
other Principal Companies, under the same conditions stipulated in the contract concluded
between the Representative Company and Enel, subject to Enel's right to continue the
contractual relationship with the remaining Grouped Companies, or to withdraw from the
contract without paying any compensation.

A similar substitution is permitted during the course of validity of the qualification.

Art. 10 Effectiveness
Any amendment to the constitution of this Temporary Grouping of Companies will require
the unanimous consent of the Grouped Companies and the prior approval of Enel.

Art. 11 Grounds for dissolution of the Temporary Grouping of Companies

This Grouping will be dissolved automatically, without any further formality:

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a) If the qualification is denied by ENEL: upon receipt of the relevant communication;

b) If the qualification is granted, but there are no ongoing tenders with ENEL: at the expiry
of the three-year period of validity of the qualification;

c) If the qualification is granted and, upon the expiry of the three year period, there are
tenders in progress: upon the occurrence of one of the types of early termination of the
contract, or following acceptance of the contracted works and the resulting issuance of
the final payment certificate for the balance for the tender in question by ENEL;

d) If the qualification has been granted and, upon the expiry of three-year period, no
request has been made to renew the qualification.

If there has been a request for renewal of the qualification, this grouping shall dissolve - if
there are tenders in progress - upon the occurrence of the latest event between the expiration
of the period of validity of the renewed qualification and the cessation of effectiveness of the
tender resulting from the occurrence of one of the types of early termination of the contract, or
following acceptance of the contracted works and the resulting issuance of the final payment
certificate for the balance for the tender in question by ENEL.

Art. 12 Internal regulations between the Grouped Companies

Any internal regulations or agreements between the Grouped Companies shall in no case
be applicable to Enel as they are solely intended to regulate relations between the
Grouped Companies.

Art. 13 Autonomy of the Grouped Companies

This mandate relationship does not of itself constitute a conjunction between the Grouped
Companies, each of which retains its autonomy, including for the purposes of
management, tax obligations and social security contributions.

Art. 14 Expenses
The expenses for this act will be subdivided into equal parts between the Grouped
Companies.

Art. 15 Applicable laws and competent court

This act will be governed and interpreted in accordance with Italian law.
For any dispute that may arise with Enel and except as otherwise provided for in the
contracts, the competent court is that of Rome.

[The Grouped Companies declare that for anything not specifically regulated in this
mandate, reference will be made to the provisions of art. 37 of Legislative Decree No. 163
of 12 April 2006, as well as art. 92 and 275 of Presidential Decree No. 207 of 5 October
2010]

With promise of full ratification and approval effective immediately and without the
possibility of rejection on grounds of insufficiency or invalidity of the mandate.
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Read, confirmed and signed

By___________ _____________________
By___________ _____________________
By___________ _____________________