Louisiana Generating Llc Sample Contracts

Louisiana Generating Llc – POWER SALES AND AGENCY AGREEMENT (October 30th, 2000)

1 Exhibit 10.3 POWER SALES AND AGENCY AGREEMENT THIS POWER SALES AND AGENCY AGREEMENT (this "Agreement") is entered into as of this 24th day of March, 2000 by and between NRG Power Marketing Inc., a Delaware corporation ("Power Marketing") and Louisiana Generating LLC, a Delaware limited liability company (the "Owner") (each individually a "Party," or collectively the "Parties"). RECITALS WHEREAS, Owner is a party to a Fifth Amended and Restated Asset Purchase and Reorganization Agreement (the "Asset Sale Agreement") dated September 21, 1999, with Ralph R. Mabey, as Chapter 11 Trustee of Cajun Electric Power Cooperative, Inc. ("Cajun"), pursuant to which Owner is to acquire two electric generation facilities (commonly referred to as "Big Cajun I" and "Big Cajun II"), with a total generating capacity of approximately 1700 MWs, located in Ne

Louisiana Generating Llc – ASSIGNMENT AND SECURITY AGREEMENT (October 30th, 2000)

1 Exhibit 4.13 ASSIGNMENT AND SECURITY AGREEMENT Dated as of March 30, 2000 by LOUISIANA GENERATING LLC to THE CHASE MANHATTAN BANK, as Collateral Agent 2 TABLE OF CONTENTS Page ---- ARTICLE I DEFINITIONS; RULES OF INTERPRETATION ............................................. 2 SECT

Louisiana Generating Llc – COLLATERAL AGENCY AND INTERCREDITOR AGREEMENT (October 30th, 2000)

1 Exhibit 4.7 COLLATERAL AGENCY AND INTERCREDITOR AGREEMENT Dated as of March 30, 2000 among NRG SOUTH CENTRAL GENERATING LLC, as the Issuer, LOUISIANA GENERATING LLC, as the Subsidiary Guarantor, THE CHASE MANHATTAN BANK, as the Bond Trustee, THE CHASE MANHATTAN BANK, as the Depositary Bank, and THE CHASE MANHATTAN BANK, as the Collateral Agent 2 TABLE OF CONTENTS Page ARTICLE 1 DEFINED TERMS: PRINCIPALS OF CONSTRUCTION

Louisiana Generating Llc – GUARANTOR NOTE (October 30th, 2000)

1 Exhibit 4.9 GUARANTOR NOTE US$800,000,000 March 30, 2000 For value received, the undersigned, LOUISIANA GENERATING LLC, a Delaware limited liability company (the "Subsidiary Guarantor"), by this promissory note promises to pay to the order of NRG SOUTH CENTRAL GENERATING LLC, a Delaware limited liability company ("the Issuer"), at the office of The Chase Manhattan Bank, a bank organized and existing under the laws of the State of New York, located at 450 West 33rd Street, 15th Floor, New York, NY 10001, in lawful currency of the United States of America and in immediately available funds, the principal amount of eight hundred million dollars (US$800,000,000), or if less, the aggregate unpaid and outstanding principal amount of this Guarantor Note advanced by the Issuer to the Subsidiary Guarantor pursuant to that

Louisiana Generating Llc – CORPORATE SERVICES AGREEMENT (October 30th, 2000)

1 Exhibit 10.7 CORPORATE SERVICES AGREEMENT THIS CORPORATE SERVICES AGREEMENT (this "Agreement") dated as of August 17, 2000, is entered into by and between NRG Energy, Inc., a Delaware Corporation (the "Provider"), and NRG Sterlington Power LLC, a Delaware limited liability company (the "Company"). RECITALS 1. The Company has been formed in order to develop, own and operate an approximately 200 MW peaking power generation facility (the "Facility") in Sterlington, Louisiana. 2. The Company desires to employ the services of the Provider to assist in its operation of the Facility and related business functions; and 3. The Provider agrees to provide various services to the Company in support of the operations of the Facility as provided in this Agreement. AGREEMENT In consideration of

Louisiana Generating Llc – ASSIGNMENT AND SECURITY AGREEMENT (October 30th, 2000)

1 Exhibit 4.14 ASSIGNMENT AND SECURITY AGREEMENT Dated as of March 30, 2000 by NRG POWER MARKETING INC. to THE CHASE MANHATTAN BANK, as Collateral Agent 2 TABLE OF CONTENTS Page ---- ARTICLE I DEFINITIONS; RULES OF INTERPRETATION .................. 2 SECTION 1.1. Definitions .......................................... 2 SECTION 1.2. Rules of Inter

Louisiana Generating Llc – ACCEPTABLE GUARANTEE (October 30th, 2000)

1 Exhibit 4.12 ACCEPTABLE GUARANTEE This GUARANTEE AGREEMENT (this "Guarantee"), dated as of March 30, 2000 between NRG Energy, Inc., a corporation duly organized and validly existing under the laws of Delaware (the "Guarantor"), and The Chase Manhattan Bank, as Bond Trustee (the "Bond Trustee") on behalf of Holders of the Bonds. RECITALS 1. NRG South Central Generating LLC (the "Issuer") and Louisiana Generating LLC (with respect to certain sections) have entered into the Indenture dated as of March 30, 2000 with the Bond Trustee (the "Indenture"). 2. In order to fund the Debt Service Reserve Account so that the obligations of the Issuer under Article 6 of the Indenture shall be released, and for other good and valuable consideration, the receipt and sufficiency of which are acknowledged, the Guarantor has a

Louisiana Generating Llc – OPERATION AND MANAGEMENT SERVICES AGREEMENT (October 30th, 2000)

1 Exhibit 10.4 OPERATION AND MANAGEMENT SERVICES AGREEMENT This OPERATION AND MANAGEMENT SERVICES AGREEMENT (this "Agreement") dated as of March 24, 2000, is executed by Louisiana Generating LLC, a Delaware limited liability company ("Owner"), and NRG Operating Services, Inc., a Delaware corporation ("Supplier"; Owner and Supplier each, individually, a "Party" and, collectively, the "Parties"). RECITALS WHEREAS, Owner is a party to a Fifth Amended and Restated Asset Purchase and Reorganization Agreement (the "Asset Sale Agreement"), dated September 21, 1999, with Ralph R. Mabey, as Chapter 11 Trustee of Cajun Electric Power Cooperative, Inc. ("Cajun") pursuant to which Owner is to acquire two electric generation facilities (commonly referred to as "Big Cajun I" and "Big Cajun II"), with a total generating capacity of approximately 1700 MWs, loc

Louisiana Generating Llc – WORKING CAPITAL AGREEMENT (October 30th, 2000)

1 Exhibit 10.1 EXECUTION COPY WORKING CAPITAL AGREEMENT dated as of April 30, 2000 among NRG SOUTH CENTRAL GENERATING LLC, THE GUARANTORS PARTY HERETO THE LENDERS PARTY HERETO AND THE BANK OF TOKYO-MITSUBISHI, LTD., NEW YORK BRANCH, AS ADMINISTRATIVE AGENT $40,000,000 2 TABLE OF CONTENTS Page ---- ART

Louisiana Generating Llc – GUARANTOR LOAN AGREEMENT (October 30th, 2000)

1 Exhibit 4.10 ================================================================================ GUARANTOR LOAN AGREEMENT Between LOUISIANA GENERATING LLC, as borrower and NRG SOUTH CENTRAL GENERATING LLC as lender Dated as of March 30, 2000 ================================================================================ 2 TABLE OF CONTENTS Page ----

Louisiana Generating Llc – CORPORATE SERVICES AGREEMENT (October 30th, 2000)

1 Exhibit 10.8 CORPORATE SERVICES AGREEMENT THIS CORPORATE SERVICES AGREEMENT (this "Agreement") dated as of August 4, 2000, is entered into by and between NRG Energy, Inc., a Delaware Corporation (the "Provider"), and Big Cajun I Peaking Power LLC, a Delaware limited liability company (the "Company"). RECITALS 1. The Company has been formed in order to develop, own and operate an approximately 240 MW peaking power generation facility (the "Facility") at the site of NRG South Central Generating LLC's Big Cajun I generating facility located in New Roads, Louisiana. 2. The Company desires to employ the services of the Provider to assist in its operation of the Facility and related business functions; and 3. The Provider agrees to provide various services to the Company in support of the operations of the Facility as provided

Louisiana Generating Llc – AGREEMENT (October 30th, 2000)

1 Exhibit 10.9 COAL TRANSPORTATION AGREEMENT BETWEEN LOUISIANA GENERATING, LLC AND THE BURLINGTON NORTHERN AND SANTA FE RAILWAY COMPANY AND AMERICAN COMMERCIAL MARINE SERVICE COMPANY 2 TABLE OF CONTENTS Page ---- ARTICLE I DEFINITIONS................................................. 2 ARTICLE II FILING, APPROVAL, COMMENCEMENT OF

Louisiana Generating Llc – GUARANTEE (October 30th, 2000)

1 EXHIBIT 4.11 GUARANTEE This GUARANTEE (this "Guarantee") is entered into as of March 30, 2000 by LOUISIANA GENERATING LLC, a Delaware limited liability company, (the "Subsidiary Guarantor"), in favor of THE CHASE MANHATTAN BANK, a New York banking corporation (the "Bond Trustee"). All capitalized terms used herein but not specifically defined shall have the respective meanings given to such terms in Appendix A to the Indenture, which Appendix A is hereby incorporated herein by reference as if set forth in full herein. W I T N E S S E T H: WHEREAS, NRG South Central Generating LLC, a Delaware limited liability company (the "Issuer"), has on the date hereof issued and sold the Bonds pursuant to the Indenture and has loaned a portion of the proceeds of such sale to the Subsidiary Guarantor on the terms and cond

Louisiana Generating Llc – CORPORATE SERVICES AGREEMENT (October 30th, 2000)

1 Exhibit 10.6 CORPORATE SERVICES AGREEMENT THIS CORPORATE SERVICES AGREEMENT (this "Agreement"), dated as of March 24, 2000, is entered into by and between NRG Energy, Inc., a Delaware corporation (the "Provider"), and Louisiana Generating LLC, a Delaware limited liability company (the "Company"). RECITALS WHEREAS, the Company has obtained the rights to acquire, own and operate certain electric generation assets located in New Roads, Louisiana (the "Facility"); and WHEREAS, the Company desires to employ the services of the Provider to assist in its operation of the Facility and related business functions; and WHEREAS, the Provider agrees to provide various services to the Company in support of the operations of the Facility as provided in this Agreement. NOW THEREFORE, in consideration of the premises and the covena

Louisiana Generating Llc – PLEDGE AND SECURITY AGREEMENT (October 30th, 2000)

1 Exhibit 4.15 ================================================================================ PLEDGE AND SECURITY AGREEMENT Dated as of March 30, 2000 by NRG SOUTH CENTRAL GENERATING LLC as Pledgor to THE CHASE MANHATTAN BANK as Collateral Agent ================================================================================ 2 TABLE OF CONTENTS Page ---- RECITALS ..........

Louisiana Generating Llc – ASSIGNMENT AND SECURITY AGREEMENT (October 30th, 2000)

1 EXHIBIT 4.8 ASSIGNMENT AND SECURITY AGREEMENT Dated as of March 30, 2000 by NRG SOUTH CENTRAL GENERATING LLC to THE CHASE MANHATTAN BANK, as Collateral Agent 2 TABLE OF CONTENTS Page ---- ARTICLE I DEFINITIONS; RULES OF INTERPRETATION ............. 2 SECTION 1.1. Definitions ............................................... 2 SECTION 1.2. Rules of Interpretation .......

Louisiana Generating Llc – AGREEMENT BETWEEN (October 30th, 2000)

1 Exhibit 10.10 AGREEMENT BETWEEN LOUISIANA GENERATING, LLC AND TRITON COAL COMPANY FOR THE SALE AND PURCHASE OF COAL Execution Copy August 1, 1997 2 AGREEMENT BETWEEN LOUISIANA GENERATING, LLC AND TRITON COAL COMPANY FOR THE SALE AND PURCHASE OF COAL TABLE OF CONTENTS PAGE ---- July 31, 1997 i 3 1.01 MUTUAL OBLIGATIONS.......................................................

Louisiana Generating Llc – CORPORATE SERVICES AGREEMENT (October 30th, 2000)

1 Exhibit 10.5 CORPORATE SERVICES AGREEMENT THIS CORPORATE SERVICES AGREEMENT (this "Agreement"), dated as of March 24, 2000, is entered into by and between NRG Energy, Inc., a Delaware corporation (the "Provider"), and NRG South Central Generating LLC, a Delaware limited liability company (the "Company"). RECITALS WHEREAS, the Company's Affiliate, Louisiana Generating LLC ("Generating"), has obtained the rights to acquire, own and operate certain electric generation assets located in New Roads, Louisiana (the "Facility"); and WHEREAS, in order to effect Generating's acquisition of the Facility, the Company has chosen to issue approximately $800 million in bonds (the "Financing"); and WHEREAS, the Company desires to employ the services of the Provider to assist in its compliance with its various obligations under the Financ

Louisiana Generating Llc – TRUST INDENTURE (October 30th, 2000)

1 Exhibit 4.1 TRUST INDENTURE between NRG SOUTH CENTRAL GENERATING LLC, as the Issuer LOUISIANA GENERATING LLC, as the Subsidiary Guarantor and THE CHASE MANHATTAN BANK as Bond Trustee and THE CHASE MANHATTAN BANK as Depositary Bank ------------------------------------ Dated as of March 30, 2000 ------------------------------------ 8.962% Senior Secured Series A Bonds Due 2016 9.479% Senior Secured Series B Bonds Due 2024 2

Louisiana Generating Llc – SECURED REVOLVING CREDIT NOTE (October 30th, 2000)

1 Exhibit 10.2 NRG SOUTH CENTRAL GENERATING LLC SECURED REVOLVING CREDIT NOTE US$40,000,000.00 April 30, 2000 New York, New York FOR VALUE RECEIVED, NRG SOUTH CENTRAL GENERATING LLC, a limited liability company organized under the laws of the State of Delaware, with offices care of NRG Energy, Inc., 1221 Nicollet Mall, Suite 700, Minneapolis, MN 55403 (the "Borrower"), hereby promises to pay to the order of THE BANK OF TOKYO-MITSUBISHI, LTD., NEW YORK BRANCH (the "Bank"), at 1251 Avenue of the Americas, New York, New York 10020, or to such other location or account as the Bank shall specify to the Borrower from time to time, in Federal or other immediately available funds in lawful money of the United States of America the principal amount of the lesser of (a) FORTY M

Louisiana Generating Llc – EXCHANGE AND REGISTRATION RIGHTS AGREEMENT (October 30th, 2000)

1 EXHIBIT 4.6 NRG SOUTH CENTRAL GENERATING LLC and LOUISIANA GENERATING LLC $500,000,000 8.962% Series A Senior Secured Bonds due 2016 $300,000,000 9.479% Series B Senior Secured Bonds due 2024 EXCHANGE AND REGISTRATION RIGHTS AGREEMENT March 30, 2000 CHASE SECURITIES INC. LEHMAN BROTHERS INC. On behalf of the Initial Purchasers Named in Schedule 1 hereto Ladies and Gentlemen: NRG South Central Generating LLC, a Delaware limited liability company (the "Issuer"), proposes to issue and sell to the Initial Purchasers named in Schedule 1 hereto (the "Initial Purchasers"), upon the terms and subject to the conditions set forth in a purchase agreement dated March 30, 2000 (the "Purchase Agreement