0000003673-02-000108 Sample Contracts

SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF ALLEGHENY ENERGY SUPPLY WHEATLAND GENERATING FACILITY, LLC
Limited Liability Company Agreement • May 1st, 2002 • Allegheny Energy Inc • Electric services • Delaware

This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this "Agreement") of Allegheny Energy Supply Wheatland Generating Facility, LLC (the "Company") is made and entered into as of August 7, 2001 by Allegheny Energy Supply Company, LLC, ("AE Supply"), a Delaware limited liability company as the sole member (the "Parent" or "Member"). As used in this Agreement, the term "Member" means Parent or any other person or entity that is admitted as a Member of the Company in accordance with this Agreement and the Delaware Limited Liability Company Act (6 Del.C. Section 18-101 et seq.), as amended from time to time (the "Act"), in each case so long as such person or entity remains a member of the Company, and the term "Members" means all of such persons or entities (whether one or more) collectively.

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LIMITED LIABILITY COMPANY AGREEMENT OF ALLEGHENY ENERGY SUPPLY CAPITAL, LLC
Limited Liability Company Agreement • May 1st, 2002 • Allegheny Energy Inc • Electric services • Delaware

This LIMITED LIABILITY COMPANY AGREEMENT (this "Agreement") of Allegheny Energy Supply Capital, LLC (the "Company") is made and entered into as of April 12, 2001 by Allegheny Energy Supply Company, LLC, a Delaware limited liability company ("Parent"). As used in this Agreement, the term "Member" means Parent or any other person or entity that is admitted as a member of the Company in accordance with this Agreement and the Delaware Limited Liability Company Act, as amended from time to time (the "Act"), in each case so long as such person or entity remains a member of the Company, and the term "Members" means all of such persons or entities (whether one or more) collectively.

LIMITED LIABILITY COMPANY AGREEMENT OF ALLEGHENY ENERGY SUPPLY DEVELOPMENT SERVICES, LLC
Limited Liability Company Agreement • May 1st, 2002 • Allegheny Energy Inc • Electric services • Delaware

This LIMITED LIABILITY COMPANY AGREEMENT (this "Agreement") of Allegheny Energy Supply Development Services, LLC (the "Company") is made and entered into as of this 11th day of October, 2001 by Allegheny Energy Supply Company, LLC, a Delaware limited liability company ("Parent"). As used in this Agreement, the term "Member" means Parent or any other person or entity that is admitted as a member of the Company in accordance with this Agreement and the Delaware Limited Liability Company Act, as amended from time to time (the "Act"), in each case so long as such person or entity remains a member of the Company, and the term "Members" means all of such persons or entities (whether one or more) collectively.

LIMITED LIABILITY COMPANY AGREEMENT OF AFN FINANCE COMPANY NO. 2, LLC Dated as of May 31, 2001 ______________________________ LIMITED LIABILITY COMPANY AGREEMENT OF AFN FINANCE COMPANY NO. 2, LLC
Limited Liability Company Agreement • May 1st, 2002 • Allegheny Energy Inc • Electric services • Delaware

THIS LIMITED LIABILITY COMPANY AGREEMENT OF AFN FINANCE COMPANY NO. 2, LLC, a Delaware limited liability company (the "Company"), dated as of May 31, 2001, is made by Allegheny Communications Connect, Inc., a Delaware corporation (the "Member"), as the sole member of the Company.

Contract
Limited Liability • May 1st, 2002 • Allegheny Energy Inc • Electric services • Delaware

This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this "Agreement") of Allegheny Energy Supply Gleason Generating Facility, LLC (the "Company") is made and entered into as of August 7, 2001 by Allegheny Energy Supply Company, LLC, ("AE Supply"), a Delaware limited liability company as the sole member (the "Parent" or "Member"). As used in this Agreement, the term "Member" means Parent or any other person or entity that is admitted as a Member of the Company in accordance with this Agreement and the Delaware Limited Liability Company Act (6 Del.C. Section 18-101 et seq.), as amended from time to time (the "Act"), in each case so long as such person or entity remains a member of the Company, and the term "Members" means all of such persons or entities (whether one or more) collectively.

FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF ACADIA BAY ENERGY COMPANY, LLC
Limited Liability • May 1st, 2002 • Allegheny Energy Inc • Electric services • Delaware

This FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this "Agreement") of Acadia Bay Energy Company, LLC (the "Company") is made and entered into as of December 7, 2001 by Allegheny Energy Supply Company, LLC, ("AE Supply"), a Delaware limited liability company as the sole member (the "Parent" or "Member"). As used in this Agreement, the term "Member" means Parent or any other person or entity that is admitted as a Member of the Company in accordance with this Agreement and the Delaware Limited Liability Company Act (6 Del.C. Section 18-101 et seq.), as amended from time to time (the "Act"), in each case so long as such person or entity remains a member of the Company, and the term "Members" means all of such persons or entities (whether one or more) collectively.

LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF MABCO STEAM COMPANY, LLC.
Limited Liability Company Operating Agreement • May 1st, 2002 • Allegheny Energy Inc • Electric services

THIS is the LIMITED LIABILITY COMPANY OPERATING AGREEMENT (the "Agreement") dated as of October 31, 2001 by and among the Members. Unless the context otherwise requires, terms that are capitalized and not otherwise defined in context have the meanings set forth or cross-referenced in Appendix A of this Agreement.

ODYSSEY COMMUNICATIONS AMENDED AND RESTATED OPERATING AGREEMENT
Operating Agreement • May 1st, 2002 • Allegheny Energy Inc • Electric services • Pennsylvania

THIS AMENDED AND RESTATED OPERATING AGREEMENT ("Operating Agreement") made September 29, 2000, by and between the undersigned parties (Members) and replaces the Operating Agreement dated September 7, 1998 and all prior dated such agreements.

AMENDED AND RESTATED PARTNERSHIP AGREEMENT BY AND BETWEEN ALLEGHENY VENTURES, INC. AND ALLIANCE GAS SERVICES, INC. ALLIANCE ENERGY SERVICES PARTNERSHIP ALLIANCE ENERGY SERVICES PARTNERSHIP AMENDED AND RESTATED PARTNERSHIP AGREEMENT BETWEEN ALLEGHENY...
Partnership Agreement • May 1st, 2002 • Allegheny Energy Inc • Electric services • Kentucky

WHEREAS, Conoco Inc., a Delaware corporation ("Conoco"), and AGS formed a Kentucky general partnership (hereinafter referred to as the "Partnership") pursuant to the Partnership Agreement, effective as of the 1st day of December, 1995 (the "Original Agreement");

FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF GREEN VALLEY HYDRO, LLC
Limited Liability Company Agreement • May 1st, 2002 • Allegheny Energy Inc • Electric services • Virginia

This FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this "Agreement") of Green Valley Hydro, LLC (the "Company") is made and entered into as of June 1, 2001 by Allegheny Energy, Inc., a Maryland corporation, as the sole member (the "Parent" or "Member"). As used in this Agreement, the term "Member" means Parent or any other person or entity that is admitted as a member of the Company in accordance with this Agreement and the Virginia Limited Liability Company Act, as amended from time to time (the "Act"), in each case so long as such person or entity remains a member of the Company, and the term "Members" means all of such persons or entities (whether one or more) collectively.

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