POWER PURCHASE AGREEMENT Dated as of November 17, 2004 Between Dynegy Power Marketing, Inc. as Seller And Constellation Energy Commodities Group, Inc. as PurchaserPower Purchase Agreement • March 14th, 2005 • Dynegy Inc /Il/ • Crude petroleum & natural gas • Illinois
This POWER PURCHASE AGREEMENT (this “Agreement”), dated as of November 17, 2004, is entered into between Dynegy Power Marketing, Inc., a Texas corporation (“Seller”), and Constellation Energy Commodities Group, Inc. a Delaware corporation (“Purchaser”) (each, a “Party” and collectively, the “Parties”).
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • March 14th, 2005 • Dynegy Inc /Il/ • Crude petroleum & natural gas • New York
This ASSIGNMENT AND ASSUMPTION AGREEMENT (“Agreement”), dated as of November 17, 2004, is between Dynegy Power Marketing, Inc., a Texas corporation whose address is 1000 Louisiana, Suite 5800, Houston, Texas 77002-5050 (“Assignor”), and Constellation Energy Commodities Group, Inc., a Delaware corporation whose address is 111 Market Place, Suite 500, Baltimore, MD 21202 (“Assignee”) (individually a “Party” and collectively, the “Parties”).
TRUST INDENTURE dated as of January 1, 1993 among SITHE/INDEPENDENCE FUNDING CORPORATION, SITHE/INDEPENDENCE POWER PARTNERS, L.P. and IBJ SCHRODER BANK & TRUST COMPANY, AS TRUSTEETrust Indenture • March 14th, 2005 • Dynegy Inc /Il/ • Crude petroleum & natural gas • New York
TRUST INDENTURE, dated as of January 1, 1993, among SITHE/INDEPENDENCE FUNDING CORPORATION, a Delaware corporation (together with its successors and assigns, the “Company”), its executive office and mailing address being at 135 East 57th Street, 23rd Floor, New York, New York 10022, SITHE/INDEPENDENCE POWER PARTNERS, L.P., a Delaware limited partnership (the “Partnership”), its executive office and mailing address being at 135 East 57th Street, 23rd Floor, New York, New York 10022 and IBJ SCHRODER BANK & TRUST COMPANY, a banking corporation organized under the laws of the State of New York (the “Trustee”), its corporate trust office and mailing address being at One State Street, New York, New York 10004.
EXELON SHC, INC. EXELON NEW ENGLAND POWER MARKETING, L.P. c/o Exelon Generation Company, LLCDynegy Inc /Il/ • March 14th, 2005 • Crude petroleum & natural gas • New York
Reference is made to that certain Stock Purchase Agreement, dated as of November 1, 2004, as amended by those certain letter agreements dated December 2, 2004 and December 31, 2004 (the “SPA”), in each case by and among Exelon SHC, Inc., Exelon New England Power Marketing, L.P., Dynegy New York Holdings Inc. and ExRes SHC, Inc. Capitalized terms used herein without definition shall have the definitions given such terms in the SPA.
STOCK PURCHASE AGREEMENT dated as of November 1, 2004 by and among EXELON SHC, INC., EXELON NEW ENGLAND POWER MARKETING, L.P., EXRES SHC, INC., and DYNEGY NEW YORK HOLDINGS INC., relating to the sale and purchase of 100% of the capital stock of EXRES...Stock Purchase Agreement • March 14th, 2005 • Dynegy Inc /Il/ • Crude petroleum & natural gas • New York
STOCK PURCHASE AGREEMENT, dated as of November 1, 2004, by and among Dynegy New York Holdings Inc., a Delaware corporation (“Buyer”), Exelon SHC, Inc., a Delaware corporation (“Exelon”), Exelon New England Power Marketing, L.P., a Delaware limited partnership (“NEPM,” and together with Exelon, the “Selling Stockholders”), and ExRes SHC, Inc., a Delaware corporation (“ExRes”). Each of Buyer, the Selling Stockholders and ExRes hereinafter may be referred to individually as a “Party,” and collectively as the “Parties.”
EXELON SHC, INC. EXELON NEW ENGLAND POWER MARKETING, L.P. c/o Exelon Generation Company, LLCDynegy Inc /Il/ • March 14th, 2005 • Crude petroleum & natural gas • New York
Reference is made to that certain Stock Purchase Agreement, dated as of November 1, 2004, as amended by those certain letter agreements dated December 2, 2004, December 31, 2004 and January 31, 2005 (the “SPA”), in each case by and among Exelon SHC, Inc., Exelon New England Power Marketing, L.P., Dynegy new York Holdings Inc. and ExRes SHC, Inc. Capitalized terms used herein without definition shall have the definitions given such terms in the SPA.
EXELON SHC, INC. EXELON NEW ENGLAND POWER MARKETING, L.P. c/o Exelon Generation Company, LLCDynegy Inc /Il/ • March 14th, 2005 • Crude petroleum & natural gas • New York
Reference is made to that certain Stock Purchase Agreement, dated as of November 1, 2004, as amended by those certain letter agreements dated December 2, 2004 and December 31, 2004 (the “SPA”), in each case by and among Exelon SHC, Inc., Exelon New England Power Marketing, L.P., Dynegy New York Holdings Inc. and ExRes SHC, Inc. Capitalized terms used herein without definition shall have the definitions given such terms in the SPA.
