ableenergy_10q-ex1038.htm


    Exhibit
10.38

     

    ADVANCE
SCHEDULE

    No.
04

     

    Date:
January 18, 2008

    


    This
Advance Schedule (the "Schedule") is issued pursuant
to and is subject to all terms and conditions of the Credit Card Receivables
Advance Agreement, dated as of March 13, 2007 (as amended from time to time in
accordance with its terms, the "Master Agreement"),
between CREDIT CASH, LLC (the "Lender") and ABLE OIL
COMPANY (the "Merchant"). Capitalized
terms used and not defined in this
Schedule have the meanings
given to them in the Master Agreement.

     

    The
Merchant has requested that the Lender make an Advance to the Merchant, and the
Lender is willing to make such Advance, in each case subject to the
following terms and conditions:

     

    
      	 	1.	The Advance Amount
      is:    $664,160.96.
	 	 	 	 
	 	2.	

              The
      Collection Amount of this Advance Schedule No. 04 is $710,652.23. The
      outstanding balance of Advance Schedule No. 03 as of January 18, 2008 is
      in the amount of $164,160.96. The proceeds of the Advance Amount are to be
      used to (a) payoff in full the outstanding balance of Advance Schedule No.
      3 and (b) remit the remaining balance of the Advance Amount to
      Merchant.

            
	 	 	 	 
	 	3.	

              The
      Collection Date for all Loans is August 18, 2008 [insert date that is 7
      months from the funding date]

            
	 	 	 	 
	 	4.	The Collection
      Account Bank and Collection Account are as follows:
	 	 	 	 
	 	 	

              Bank
      name:

            	

              North
      Fork Bank

              1407
      Broadway

              New York, NY
      10018

            
	 	 	Routing/ABA
      Number:	021407912
	 	 	Account Name to
      credit:	Able Oil
      Company
	 	 	Account Number to
      credit:	2744061470
	 	 	 	 
	 	5.	
              The Merchant agrees
      to repay the Collection Amount (plus all Costs and Expenses) by remitting
      (or causing to be remitted) to the Lender, on or before the Collection
      Date, the Collection Amount, by authorizing Lender to retain the Payment
      Percentage from the Collection Account as provided in the Master
      Agreement. If the Collection Amount is remitted to the Lender before the
      Collection Date, the Merchant shall not be entitled to any refund or other
      compensation. If the Collection Amount is not remitted to the Lender by
      the Collection Date, Merchant may be subject to extension fees as set
      forth in the Master Agreement.

            
	 	 	 
	 	6.	
              The Merchant grants
      to the Lender a security interest in the Collection Account (including,
      without limitation, all Credit Card Receivables and/or proceeds thereof at
      any time deposited therein) to secure the Merchant's obligation to pay the
      Collection Amount and to secure all other existing and future obligations
      of the Merchant to the Lender.

            


    

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    
      	 	7.	
              The Merchant
      understands and agrees that all Advances by Lender to Merchant under the
      Master Agreement, this Advance Schedule, and under any other  Related
      Agreements constitute one loan, and all indebtedness and obligations of
      Merchant to Lender
      under the Master Agreement, this Advance Schedule and the Related
      Agreements, present and future, constitute one general obligation secured
      by the Collateral. Merchant further understands that they shall be jointly
      and severally liable for payment of all of the obligations
      owing to Lender under all Advance Schedules, the Master Agreement
      and the Related Agreements and under any other agreement between Lender
      and any Merchant.

            
	 	 	 
	 	8.	

              The
      Merchant reaffirms all terms, conditions and agreements set forth in
      the Master
      Agreement and any Related Agreements and further represents and
      warrants to the Lender that all
      representations and warranties made by the Merchant in the Master
      Agreement and any Related Agreements entered into on or before the date
      hereof are true and correct on the date hereof as if made on the date
      hereof.

            


    

     

    This
Schedule may be executed
in counterparts. Each counterpart shall
be deemed an original but all of which together shall constitute one and the
same instrument. An executed facsimile of this Schedule shall be deemed to be a
valid and binding agreement between the parties hereto.

     

    
    

     

    
      	CREDIT CASH,
      LLC	ABLE OIL
      COMPANY
	 	 
	 	 
	By: /s/ Dean Landis	By: /s/ Christopher
  Westad
	Name: Dean
      Landis	Name: Christopher
      Westad
	Title:
      President	Title:
      President


    

     

    
      	
              STATE
      OF NEW YORK

            	
              )
      

            
	 	)ss.:
	COUNTY
      OF NEW YORK	)


    

    


    On this
18th day of January 2008 before
me personally appeared Dean
Landis, personally known to me or proved to me on the
basis of satisfactory evidence to be the individual whose name is subscribed to
the within instrument and acknowledged to me that he/she is the President of CREDIT CASH, LLC, the company
herein described and that he/she ex anted the same in his/her capacity as an officer of said company,
and that he/she signed the instrument by order of the members of said
company.

     

    
      	 	 	/s/
      JAMES RICCHIUTI
	

              STATE
      OF NEW JERSEY

            	)	NOTARY
    PUBLIC
	 	)ss.:	 
	COUNTY OF
      MORRIS	)	
              JAMES
      RICCHIUTI

            
	 	 	
              Notary Public -
      State of New York

              

                No.
      02R16123649

                Qualified in
      Westchester County

                Commission Expires
      March 7, 2009

              

            


    

     

    On
this    18    day
of January 2008 before me personally appeared Christopher Westad, personally
known to me or proved to me on the basis of satisfactory evidence to be the
individual whose name is subscribed to the within instrument and acknowledged to
me that he/she is the
President of ABLE OIL COMPANY,
the corporation herein described and that he/she executed the same in his/her capacity as
an officer of said corporation, and that he/she signed the instrument by order
of the board of directors
of said corporation.

    
       

      
        	 	 	/s/
      COLLEEN HARRINGTON
	 	 	NOTARY
      PUBLIC
	 	 	 
	 	 	
                Colleen
      Harrington

              
	 	 	
                Notary
      Public of New Jersey

              
	 	 	
                Commission
      Expires 4/11/08