to TRUST INDENTUREAes Red Oak LLC • June 30th, 2000 • New York
by and betweenSecurity Agreement • June 30th, 2000 • Aes Red Oak LLC • New York
between AES RED OAK, INC. as Pledgor andPledge and Security Agreement • June 30th, 2000 • Aes Red Oak LLC • New York
ARTICLE 1 ---------- DEFINITIONS -----------Sublease Agreement • June 30th, 2000 • Aes Red Oak LLC • New Jersey
ASSIGNOR: AES RED OAK, L.L.C.Aes Red Oak LLC • June 30th, 2000
THIS ASSIGNMENT OF MORTGAGE (this "ASSIGNMENT") dated as of March 1, 2000, made by AES RED OAK, L.L.C., a Delaware limited liability company having an address at c/o The AES Corporation, 1001 North 19th Street, Arlington, Virginia 22209 ("ASSIGNOR") in favor of THE BANK OF NEW YORK, a bank organized and existing under the laws of the State of New York and having an address 101 Barclay Street, Floor 21W, New York, New York 10286, not individually, but solely in its capacity as Collateral Agent for the benefit of and on behalf of the Senior Parties (as such term is defined in the Collateral Agency Agreement) under that certain Collateral Agency Agreement dated as of March 1, 2000 between Assignor, The Bank of New York, as Trustee, Dresdner Bank AG, acting through its New York Branch, as DSR LOC Provider (as defined therein), Dresdner Bank AG, acting through its New York Branch, as PPA LOC Provider (as defined therein), Dresdner Bank AG acting through its New York Branch, as Working Capit
GUARANTY (NO. [*])Aes Red Oak LLC • July 31st, 2000 • Electric & other services combined • New York
EXHIBIT 10.21 ASSIGNMENT OF LEASES AND INCOMEAes Red Oak LLC • June 30th, 2000 • New Jersey
EXHIBIT 10.18 LEASEHOLD MORTGAGE, SECURITY AGREEMENT AND ASSIGNMENT OF LEASES AND INCOME by and between AES RED OAK URBAN RENEWAL CORPORATION (as "MORTGAGOR")Aes Red Oak LLC • June 30th, 2000
CORPORATE ACKNOWLEDGMENTAes Red Oak LLC • June 30th, 2000
GUARANTY BY THE WILLIAMS COMPANIES, INC.Aes Red Oak LLC • July 31st, 2000 • Electric & other services combined • New York
ARTICLE I ORGANIZATIONLimited Liability Company Agreement • June 30th, 2000 • Aes Red Oak LLC • Delaware
among AES RED OAK, L.L.C., as Company,Credit and Reimbursement Agreement • June 30th, 2000 • Aes Red Oak LLC
EXHIBIT 4.1(a) TRUST INDENTURE Dated as of March 1, 2000Trust Indenture • June 30th, 2000 • Aes Red Oak LLC • New York
EXHIBIT 10.9 MORTGAGE, SECURITY AGREEMENT AND ASSIGNMENT OF LEASES AND INCOMEMortgage, Security Agreement • June 30th, 2000 • Aes Red Oak LLC
ARTICLE 1 DEFINITIONSGround Lease Agreement • June 30th, 2000 • Aes Red Oak LLC • New Jersey
amongCollateral Agency and Intercreditor Agreement • June 30th, 2000 • Aes Red Oak LLC • New York
betweenConstruction Agency Agreement • June 30th, 2000 • Aes Red Oak LLC • New York
EXHIBIT 10.10 ASSIGNMENT OF LEASES AND INCOMEAes Red Oak LLC • June 30th, 2000 • New Jersey
amongEquity Subscription Agreement • June 30th, 2000 • Aes Red Oak LLC • New York
RECORDING REQUESTED BY, AND ) WHEN RECORDED RETURN TO: ) ) DRINKER BIDDLE & SHANLEY LLP ) 500 CAMPUS DRIVE ) FLORHAM PARK, NJ 07932-1047 ) ATTENTION: PAUL C. PAWLOWSKI, ESQ. ) ) (SPACE ABOVE FOR RECORDER'S USE)Aes Red Oak LLC • June 30th, 2000
EXECUTION COPY BOROUGH OF SAYREVILLE CONSENT TO ASSIGNMENT THIS CONSENT TO ASSIGNMENT (this "CONSENT TO ASSIGNMENT") is entered into as of March 1, 2000 by the BOROUGH OF SAYREVILLE, a governmental body of the State of New Jersey (the "CONSENTING...Aes Red Oak LLC • June 30th, 2000 • New York
Exhibit 4.18 JERSEY CENTRAL POWER & LIGHT COMPANY D/B/A GPU ENERGY CONSENT TO ASSIGNMENT THIS CONSENT TO ASSIGNMENT (this "CONSENT TO ASSIGNMENT") is entered into as of March 1, 2000 by Jersey Central Power & Light Company d/b/a GPU Energy, a...Aes Red Oak LLC • June 30th, 2000 • New York
RED OAK PROJECT COMPLETION AGREEMENTProject Completion Agreement • December 14th, 2001 • Aes Red Oak LLC • Electric & other services combined • New York
Exhibit 10.11 FINANCIAL AGREEMENT AGREEMENT made this 3rd day of December 1999 between AES RED OAK URBAN RENEWAL CORPORATION, a corporation organized and existing under the Laws of the State of New Jersey ("Red Oak URC") and the BOROUGH OF SAYREVILLE,...Financial Agreement • June 30th, 2000 • Aes Red Oak LLC • New Jersey
BY AND BETWEENServices Purchase Agreement • July 31st, 2000 • Aes Red Oak LLC • Electric & other services combined • New York
betweenDevelopment and Operations Services Agreement • July 31st, 2000 • Aes Red Oak LLC • Electric & other services combined • New York
OWNER/GUARANTORSupplemental Agreement • December 14th, 2001 • Aes Red Oak LLC • Electric & other services combined • New York
EXHIBIT 4.14Aes Red Oak LLC • June 30th, 2000 • New York
AGREEMENT FORAnd Construction Services • July 31st, 2000 • Aes Red Oak LLC • Electric & other services combined
William Energy Marketing & Trading Co. Letterhead] November 7, 2002Letter Agreement • November 14th, 2002 • Aes Red Oak LLC • Electric & other services combined
This letter ("Letter Agreement") is intended to memorialize the agreement between AES and Williams regarding Williams' obligation to post alternative credit support as set forth in Section 18.3(b) of the Agreement due to The Williams Companies, Inc. falling below Investment Grade. All words capitalized herein but not otherwise defined shall have the meaning provided in the Agreement.
RECORDING REQUESTED BY, AND ) WHEN RECORDED RETURN TO: ) ) DRINKER BIDDLE & SHANLEY LLP ) 500 CAMPUS DRIVE ) FLORHAM PARK, NJ 07932-1047 ) ATTENTION: PAUL C. PAWLOWSKI, ESQ. ) ) (SPACE ABOVE FOR RECORDER'S USE)Aes Red Oak LLC • June 30th, 2000
BOROUGH OF SAYREVILLE TABLE OF CONTENTS ARTICLE I DEFINITIONS.......................................................1 ARTICLE II SUPPLY OF UNTREATED WATER........................................4 SECTION 2.1 WATER...Water Supply Agreement • June 30th, 2000 • Aes Red Oak LLC • New Jersey
andUrc Security Agreement • June 30th, 2000 • Aes Red Oak LLC • New York
among AES RED OAK, L.L.C., as Borrower andWorking Capital Agreement • June 30th, 2000 • Aes Red Oak LLC
EXHIBIT 4.16Assigned Agreement • June 30th, 2000 • Aes Red Oak LLC • New York
