ableenergy_10q-ex1040.htm


     

    Exhibit
10.40

    
ADVANCE
SCHEDULE

    No.
04

     

    PRICEENERGY.COM,
INC.

     

    Date:
February 14, 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 November 7, 2007 (as amended from time to time in
accordance with its terms, the "Master
Agreement")
between CREDIT CASH, LLC (the "Lender") and PRICEENERGY.COM, INC. (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 Advances in each case
subject to the following terms and conditions;

     

    
      	
                      1.    

            	
              The
      Advance Amount is
$500,000.00.

            


    

     

    
      	
                      2.            
      

            	
              The
      Collection Amount of this Advance Schedule
      No. 04 is
$535,000.00.

            


    

     

    
      	
                      3.            
      

            	
              The
      Collection Date is September 14,
2008.

            


    

     

    
      
        	
                        4.            
      

              	
                The
      Collection Account Bank and Collection Account are as follows: Bank
      name:

              


      

    

     

    
      	Bank
      name: 	North Fork
      Bank 
	 	1407
      Broadway 
	 	New York NY
      10018 
	Routing/ABA
      Number:  	021401912 
	Account Name to
      credit: 	PriceEnergy.com,
      Inc.  
	Account Number
      to credit: 	2744061595 


    

     

    
      	
                      5.    

            	
              The
      Merchant agrees to repay the Collection Amount (plus all Costs and
      Expenses) by remittmg (or causing to
      be remitted)
      to the Lender, on or before the
      motion Date,
      the Collection
      Amount, by authorizing Lender to retain Payment Percentage from the
      Collection
      Account as provided the 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 hereby reaffirms and further grants to the Lender a security
      interest in the Collection. Account and Collateral (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 (plus all Costs and Expenses) 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 Wit,
      this Advance Schedule and the Related Agreements, present and future,
      constitute one obligation secured by the Coliateral. 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 an 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.

    

     

    
      	Agreed
      to: 	 
	 	 
	CREDIT CASH,
      LLC 	PRICEENERGY.COM, INC. 
	 	 
	 	 
	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 14th day of February 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 be/she is the Managing Member and
president of CREDIT CASH, LLC, the company herein
 described and that he/she executed 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                           
       
	 	NOTARY
      PUBLIC 
	 	 
	 	
              JAMES
      RICCHIUTI 

            
	 	Notary Public -
      State of New York 
	 	
              No.
      02R16123649 

            
	 	Qualified in
      Westchester County 
	 	Commission Expires
      March 7, 2009 


    

     

     

    
      STATE OF New
Jersey                    )

                                                                   )ss.:

      COUNTY OF
Morris                         )

    

     

    On
this 14 day of February 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
PRICEENERGY.COM,. INC., 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

              


      

       

       

      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      

    

     

    GUARANTOR
CONSENT AND REAFFIRMATION

     

    The
undersigned guarantors of PRICEENERGY.COM, INC. (collectively, "Borrower") in relation to their
respective financial agreements with CREDIT CASH, LLC (i) acknowledges receipt
of a copy of Advance Schedule No. 4; (ii) consents to each Borrower's execution
and delivery thereof; (iii) agrees to be bound thereby; and (iv)
affirms that nothing contained
therein shall modify in any respect
whatsoever their guaranty of the obligations and each of the undersigned
reaffirms that such guaranty is and shall remain in full force and
effect.

     

    IN
WITNESS WHEREOF, the undersigned has executed this Consent and Reaffirmation
on
and as of the date of Advance Schedule No. 4.

     

    
    

     

    
      	ABLE OIL
      COMPANY 	ABLE ENERGY,
      INC. 
	 	 
	 	 
	By:       
      /s/ Christopher
      Westad                
      	By:       
      /s/ Christopher
      Westad                 
	Name:  Christopher
      Westad                      
        	Name:  Christopher
      Westad                        
	Title:    President                                           	Title:    President                                           
	 	 
	 	 
	ABLE ENERGY NEW
      YORK, INC. 	 
	 	 
	 	 
	By:       
      /s/ Christopher
      Westad                 	 
	Name:  Christopher
      Westad                        	 
	Title:    President                                           	 
	 	 
	 	 
	ABLE PROPANE,
      LLC 	ABLE ENERGY
      TERMINAL, LLC 
	a New Jersey limited
      liability company 	a New Jersey limited
      liability company 
	 	 
	By: Able Energy,
      Inc. 	By: Able Energy,
      Inc. 
	Its: Sole Member and
      Manager 	Its: Sole
      Member and Manager 
	 	 
	By:       
      /s/ Christopher
      Westad                 	By:       
      /s/ Christopher
      Westad                 
	Name:  Christopher
      Westad                        	Name:  Christopher
      Westad                        
	Title:    President                                           	Title:    President