SUBORDINATION AND PRIORITY AGREEMENTSubordination and Priority Agreement • April 20th, 2011 • Energy Future Intermediate Holding CO LLC • Electric services • Texas
This Subordination and Priority Agreement (this “Agreement”) is entered into effective as of April 19, 2011, among CITIBANK, N.A., a national banking association in its capacity as beneficiary under the First Lien Credit Deed of Trust (“First Lien Credit Agent”), THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national association in its capacity as beneficiary under the Second Lien Indenture Deed of Trust (“Second Lien Indenture Agent”), CITIBANK, N.A., a national banking association in its capacity as beneficiary under the First Lien Indenture Deed of Trust (“First Lien Indenture Agent”), TEXAS COMPETITIVE ELECTRIC HOLDINGS COMPANY LLC, a Delaware limited liability company (“TCEH”) and any Subsidiary Grantor named on the signature pages attached hereto. Capitalized terms defined herein are set forth in this preamble paragraph or on Exhibit A attached hereto.
AMENDMENT NO. 2, dated as of April 7, 2011 (this “Amendment”), among Energy Future Competitive Holdings Company, a Texas corporation (“US Holdings”), Texas Competitive Electric Holdings Company LLC, a Delaware limited liability company (“TCEH” or the...Intercreditor Agreement • April 20th, 2011 • Energy Future Intermediate Holding CO LLC • Electric services • New York
CREDIT AGREEMENT, dated as of October 10, 2007, among ENERGY FUTURE COMPETITIVE HOLDINGS COMPANY, a Texas corporation (“US Holdings”; as hereinafter further defined), TEXAS COMPETITIVE ELECTRIC HOLDINGS COMPANY LLC, a Delaware limited liability company (“TCEH” or the “Borrower”), the lending institutions from time to time parties hereto (each a “Lender” and, collectively, the “Lenders”), CITIBANK, N.A., as Administrative Agent, Collateral Agent, Swingline Lender, Revolving Letter of Credit Issuer and Deposit Letter of Credit Issuer, GOLDMAN SACHS CREDIT PARTNERS L.P., as Posting Agent, Posting Syndication Agent and Posting Documentation Agent, JPMORGAN CHASE BANK, N.A., as Syndication Agent and Revolving Letter of Credit Issuer, CITIGROUP GLOBAL MARKETS INC., J.P. MORGAN SECURITIES INC., GOLDMAN SACHS CREDIT PARTNERS L.P., LEHMAN BROTHERS INC., MORGAN STANLEY SENIOR FUNDING, INC. and CREDIT SUISSE SECURITIES (USA) LLC, as Joint Lead Arrangers and Bookrunners, GOLDMAN SACHS CREDIT PARTN
TEXAS COMPETITIVE ELECTRIC HOLDINGS COMPANY LLC AND TCEH FINANCE, INC. AND EACH OF THE GUARANTORS PARTY HERETO SENIOR SECURED NOTES DUE 2020 INDENTURE DATED AS OF APRIL 19, 2011 THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. TRUSTEEIndenture • April 20th, 2011 • Energy Future Intermediate Holding CO LLC • Electric services • New York
INDENTURE dated as of April 19, 2011 among Texas Competitive Electric Holdings Company LLC, a Delaware limited liability company, and TCEH Finance, Inc., a Delaware corporation (collectively, the “Issuer”), the Guarantors (as defined herein) and The Bank of New York Mellon Trust Company, N.A., as Trustee.
