Exhibit 4.5 OWNER LESSOR SUBORDINATION AGREEMENT dated as of December __, 2001Subordination Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers
Exhibit 3.2 AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF EME HOMER CITY GENERATION L.P. TABLE OF CONTENTSEme Homer City Generation Lp • December 5th, 2001 • Cogeneration services & small power producers • Pennsylvania
Exhibit 4.7 PLEDGE AND COLLATERAL AGREEMENTEme Homer City Generation Lp • October 31st, 2001 • Cogeneration services & small power producers • New York
RECITALSAssumption Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers • New York
Exhibit 10.30 DEBT SERVICE RESERVE LETTER OF CREDIT AND REIMBURSEMENT AGREEMENTReimbursement Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers • New York
Exhibit 10.16.4 AMENDED AND RESTATED GUARANTEE AND COLLATERAL AGREEMENTGuarantee and Collateral Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers • New York
ANDEme Homer City Generation Lp • October 31st, 2001 • Cogeneration services & small power producers
WITNESSETH:Participation Agreement • October 31st, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers
Exhibit 4.4 PARTICIPATION AGREEMENT (PA[1]) Dated as of December __, 2001, among EME HOMER CITY GENERATION L.P., HOMER CITY OL[1] LLC, GENERAL ELECTRIC CAPITAL CORPORATION, WELLS FARGO BANK NORTHWEST, NATIONAL ASSOCIATION, NOT IN ITS INDIVIDUAL...Participation Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers
ANDEme Homer City Generation Lp • November 16th, 2001 • Cogeneration services & small power producers
Exhibit 10.18.2 AMENDED AND RESTATED SECURITY DEPOSIT AGREEMENTSecurity Deposit Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers • New York
RECITALSAssumption and Release Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers • New York
andIndenture of Trust and Security Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers • Pennsylvania
Exhibit 4.3 FACILITY LEASE AGREEMENTFacility Lease Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers • Pennsylvania
Exhibit 4.6 LEASE SUBORDINATION AGREEMENT dated as of December __, 2001Lease Subordination Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers
RECITALSIntercompany Loan Subordination Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers
AMENDED AND RESTATED DEBT SERVICE RESERVE LETTER OF CREDIT AND REIMBURSEMENT AGREEMENT among HOMER CITY OL1 LLC, as Borrower and WESTDEUTSCHE LANDESBANK GIROZENTRALE, NEW YORK BRANCH as Issuing Bank and as Agent and THE BANKS PARTY HERETO FROM TIME TO...And Reimbursement Agreement • August 14th, 2002 • Eme Homer City Generation Lp • Cogeneration services & small power producers • New York
This Amended and Restated Debt Service Reserve Letter of Credit and Reimbursement Agreement (this "Agreement"), dated as of April 1, 2002, is entered into by and among (1) HOMER CITY OL1 LLC, a Delaware limited liability company (the "Borrower" or "Owner Lessor"), (2) WESTDEUTSCHE LANDESBANK GIROZENTRALE, NEW YORK BRANCH, as the issuer of the Debt Service Reserve Letter of Credit referred to herein (in such capacity, the "Issuing Bank") and as a Bank (as defined below), (3) each bank or other entity that is, or becomes pursuant to Section 9.9, a party hereto (individually, a "Bank" and collectively, the "Banks") and (4) WESTDEUTSCHE LANDESBANK GIROZENTRALE, NEW YORK BRANCH, as agent (in such capacity, together with its successors in such capacity, the "Agent") for the Banks, and amends and restates in its entirety that certain Debt Service Reserve Letter of Credit and Reimbursement Agreement, dated as of December 7, 2001, among the Borrower, the Issuing Bank, the Agent and the Banks pa
Exhibit 4.7 PLEDGE AND COLLATERAL AGREEMENTPledge and Collateral Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers • New York
PLEDGE AND COLLATERAL AGREEMENT made by EDISON MISSION HOLDINGS CO., in favor of THE BANK OF NEW YORK, as successor to UNITED STATES TRUST COMPANY OF NEW YORK, as Collateral Agent Dated as of December 7, 2001Pledge and Collateral Agreement • April 1st, 2002 • Eme Homer City Generation Lp • Cogeneration services & small power producers • New York
PLEDGE AND COLLATERAL AGREEMENT, dated as of December 7, 2001, made by EDISON MISSION HOLDINGS CO., a California corporation ("Edison Mission Holdings," the "Pledgor") in favor of The Bank of New York, as successor to UNITED STATES TRUST COMPANY OF NEW YORK, as Collateral Agent for the Secured Parties (as defined below) (in such capacity, the "Collateral Agent").
OWNER LESSOR SUBORDINATION AGREEMENT dated as of December 7, 2001 by and among HOMER CITY OL1 LLC, as the Owner Lessor, GENERAL ELECTRIC CAPITAL CORPORATION, as the Owner Participant, AND THE BANK OF NEW YORK, as successor to UNITED STATES TRUST...Subordination Agreement • April 1st, 2002 • Eme Homer City Generation Lp • Cogeneration services & small power producers
This OWNER LESSOR SUBORDINATION AGREEMENT, dated as of December 7, 2001 (this "Agreement"), is by and among HOMER CITY OL1 LLC, as the Owner Lessor under the Facility Lease referred to below (the "Owner Lessor"), GENERAL ELECTRIC CAPITAL CORPORATION, as the Owner Participant under the Participation Agreement referred to below (the "Owner Participant"), and THE BANK OF NEW YORK, as successor to UNITED STATES TRUST COMPANY, not in its individual capacity but solely as the Lease Indenture Trustee under the Lease Indenture.
Exhibit 10.31 SUB-ASSIGNMENT AGREEMENT SUB-ASSIGNMENT, dated as of December [_], 2001, between THE BANK OF NEW YORK (as successor to United States Trust Company), not in its individual capacity but solely as Collateral Agent for the Owner Lessors (as...Sub-Assignment Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers • New York
ASSUMPTION AND RELEASE AGREEMENTAssumption and Release Agreement • April 1st, 2002 • Eme Homer City Generation Lp • Cogeneration services & small power producers • New York
ASSUMPTION AND RELEASE AGREEMENT, dated as of December 7, 2001 (this "Agreement"), made by Edison Mission Holdings Co., a California corporation ("Holdings"), Edison Mission Finance Co., a California corporation ("FinanceCo"), The Bank of New York, as successor in interest to United States Trust Company of New York, as Bondholder Trustee under the Indenture (as defined below), The Bank of New York, as successor in interest to United States Trust Company of New York, as Collateral Agent under the Guarantee and Collateral Agreement (as defined below) and EME Homer City Generation L.P., a Pennsylvania limited partnership ("EME Homer City").
MANAGEMENT AND ADMINISTRATION AGREEMENT EME HOMER CITY GENERATION L.P.Management and Administration Agreement • May 7th, 2004 • Eme Homer City Generation Lp • Cogeneration services & small power producers • Illinois
This MANAGEMENT AND ADMINISTRATION AGREEMENT ("Agreement") is made and entered into effective as of April 27, 2004. The parties to this Agreement are EME Homer City Generation L.P., a Pennsylvania limited partnership ("Homer City"), and Midwest Generation EME, LLC, a Delaware limited liability company ("Midwest Gen EME"). Each of Homer City and Midwest Gen EME is sometimes referred to herein individually as a "Party" and they are collectively designated as the "Parties".
ASSIGNMENT AGREEMENTAssignment Agreement • April 1st, 2002 • Eme Homer City Generation Lp • Cogeneration services & small power producers • New York
ASSIGNMENT, dated as of December 7, 2001, between THE BANK OF NEW YORK (as successor to United States Trust Company), not in its individual capacity but solely as Collateral Agent for the Owner Lessors (as defined below), as assignee ("Collateral Agent"); EME HOMER CITY GENERATION L.P., a Pennsylvania limited partnership, as assignor ("Homer City"); EDISON MISSION MARKETING & TRADING, INC., a California corporation ("EMMT"), as consenting party; EDISON MISSION ENERGY FUEL SERVICES, INC., a California corporation as consenting party ("EMEFS", and together with EMMT, the "Consenting Parties").
Exhibit 4.3.1 1. The Facility Lease dated as of December __, 2001 by and among EME Homer City Generation, L.P., a Pennsylvania limited partnership, as Facility Lessee and Homer City OL1, a Delaware limited liability company, as Owner Lessor. 2. The...Eme Homer City Generation Lp • October 31st, 2001 • Cogeneration services & small power producers
Exhibit 4.5.1 SCHEDULE 1. 1. The Owner Lessor Subordination Agreement dated as of December __, 2001 by and among Homer City OL1, a Delaware limited liability company, as Owner Lessor; General Electric Captial Corporation, a Delaware corporation, as...Eme Homer City Generation Lp • October 31st, 2001 • Cogeneration services & small power producers
HOMER CITY OL1 LLC $___________ 8.137% Series A Lessor Notes due 2019 $___________ 8.734% Series B Lessor Notes due 2026 INDENTURE OF TRUST, OPEN-END MORTGAGE AND LEASEHOLD MORTGAGE AND SECURITY AGREEMENT Dated as of December __, 2001Eme Homer City Generation Lp • September 25th, 2001 • New York
Schedule identifying substantially identical agreements to Lease Subordination AgreementEme Homer City Generation Lp • March 15th, 2004 • Cogeneration services & small power producers
LEASE SUBORDINATION AGREEMENT dated as of December 7, 2001 by and among HOMER CITY OL1 LLC, as the Owner Lessor, GE CAPITAL CORPORATION, as the Owner Participant, EME HOMER CITY GENERATION L.P., as the Facility Lessee AND THE BANK OF NEW YORK as...Lease Subordination Agreement • April 1st, 2002 • Eme Homer City Generation Lp • Cogeneration services & small power producers
This LEASE SUBORDINATION AGREEMENT, dated as of December 7, 2001 (this "Agreement"), is by and among HOMER CITY OL1 LLC, as the Owner Lessor under the Facility Lease referred to below, GE CAPITAL OWNER PARTICIPANT, as the Owner Participant under the Participation Agreement referred to below, EME HOMER CITY GENERATION L.P., as the Facility Lessee under the Facility Lease referred to below and THE BANK OF NEW YORK, as successor to UNITED STATES TRUST COMPANY OF NEW YORK, not in its individual capacity but solely as the Security Agent under the Lease Indenture (as defined in the Participation Agreement referred to below).
Exhibit 10.30.1 Schedule identifying substantially identical agreements to Debt Service Reserve Letter of Credit and Reimbursement Agreement. 1. The Debt Service Reserve Letter of Credit and Reimbursement Agreement, dated as of December __, 2001 by...Eme Homer City Generation Lp • December 5th, 2001 • Cogeneration services & small power producers
AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF EME HOMER CITY GENERATION L.P.Eme Homer City Generation Lp • April 1st, 2002 • Cogeneration services & small power producers • Pennsylvania
THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP, is dated as of December 7, 2001, and is entered into by and among MISSION ENERGY WESTSIDE, INC., a California corporation ("Mission"), as general partner, and CHESTNUT RIDGE ENERGY COMPANY, a California corporation ("Chestnut Ridge"), as a limited partner.
AMENDED AND RESTATED GUARANTEE AND COLLATERAL AGREEMENT made by EME HOMER CITY GENERATION L.P. in favor of THE BANK OF NEW YORK as successor to UNITED STATES TRUST COMPANY OF NEW YORK, as Collateral Agent Dated as of December 7, 2001Participation Agreement • April 1st, 2002 • Eme Homer City Generation Lp • Cogeneration services & small power producers • New York
WITNESSETHDesignated Account Representative Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers
Exhibit 4.5 INTERCOMPANY LOAN SUBORDINATION AGREEMENT dated as of December __, 2001Eme Homer City Generation Lp • September 25th, 2001
Schedule identifying substantially identical agreements to Lease Subordination AgreementEme Homer City Generation Lp • April 1st, 2002 • Cogeneration services & small power producers
