Exhibit 4.5 MISSISSIPPI POWER CAPITAL TRUST I AMENDED AND RESTATED TRUST AGREEMENTTrust Agreement • February 26th, 1997 • Mississippi Power Co • Electric services • New York
GUARANTEE AGREEMENTGuarantee Agreement • March 22nd, 2002 • Mississippi Power Co • Electric services • New York
30,000,000 Series G 5.40% Senior Notes due July 1, 2035 MISSISSIPPI POWER COMPANY UNDERWRITING AGREEMENTMississippi Power Co • June 30th, 2005 • Electric services • New York
CREDIT AGREEMENT among MISSISSIPPI POWER COMPANY, as Borrower, andCredit Agreement • October 26th, 2005 • Mississippi Power Co • Electric services • New York
Exhibit 1 $90,000,000 Series E 5 5/8% Senior Notes due May 1, 2033 MISSISSIPPI POWER COMPANY UNDERWRITING AGREEMENTMississippi Power Co • April 29th, 2003 • Electric services • New York
MISSISSIPPI POWER CAPITAL TRUST II AMENDED AND RESTATED TRUST AGREEMENTTrust Agreement • March 22nd, 2002 • Mississippi Power Co • Electric services • New York
MISSISSIPPI POWER COMPANY LOAN AGREEMENTLoan Agreement • April 18th, 2003 • Mississippi Power Co • Electric services • Mississippi
Exhibit 1 $80,000,000 Series D Floating Rate Senior Notes due March 12, 2004 MISSISSIPPI POWER COMPANY UNDERWRITING AGREEMENT March 12, 2002 Lehman Brothers Inc. As Representative of the Several Underwriters 745 Seventh Avenue New York, New York 10019...Mississippi Power Co • March 22nd, 2002 • Electric services • New York
THIS SUPPLEMENTAL INDENTURE (this "Supplemental Indenture") is made and entered into as of the 30th day of June, 2005 between Mississippi Power Company, a Mississippi corporation (the "Company"), and Deutsche Bank Trust Company Americas, a New York...Supplemental Indenture • June 30th, 2005 • Mississippi Power Co • Electric services
TO --------------------------, Trustee.Supplemental Indenture • April 18th, 2003 • Mississippi Power Co • Electric services
Series 2021B 3.10% Senior Notes due July 30, 2051 MISSISSIPPI POWER COMPANY UNDERWRITING AGREEMENTMississippi Power Co • June 29th, 2021 • Electric services • New York
BACKGROUND:Consulting Agreement • January 6th, 2005 • Mississippi Power Co • Electric services • Mississippi
125,000,000 Series 2009A 5.55% Senior Notes due March 1, 2019 MISSISSIPPI POWER COMPANY UNDERWRITING AGREEMENTUnderwriting Agreement • March 6th, 2009 • Mississippi Power Co • Electric services • New York
TO BANKERS TRUST COMPANY, Trustee.Supplemental Indenture • December 18th, 1995 • Mississippi Power Co • Electric services
200,000,000 Series 2012A 4.25% Senior Notes due March 15, 2042 MISSISSIPPI POWER COMPANY UNDERWRITING AGREEMENTUnderwriting Agreement • August 21st, 2012 • Mississippi Power Co • Electric services • New York
AMENDED AND RESTATED SERVICES AGREEMENTStaff Augmentation Agreement • August 2nd, 2017 • Mississippi Power Co • Electric services • New York
THIS AMENDED AND RESTATED SERVICES AGREEMENT (“Agreement”) is made and entered into this 20th day of July, 2017 (“Execution Date”), by and among GEORGIA POWER COMPANY, a Georgia corporation (“GPC”), for itself and as agent for OGLETHORPE POWER CORPORATION (AN ELECTRIC MEMBERSHIP CORPORATION), MUNICIPAL ELECTRIC AUTHORITY OF GEORGIA, MEAG POWER SPVJ, LLC, MEAG POWER SPVM, LLC, MEAG POWER SPVP, LLC, and THE CITY OF DALTON, GEORGIA, ACTING BY AND THROUGH ITS BOARD OF WATER, LIGHT AND SINKING FUND COMMISSIONERS, as “Owners,” and WESTINGHOUSE ELECTRIC COMPANY LLC, a Delaware limited liability company having a place of business in Cranberry Township, Pennsylvania (“Westinghouse”), and WECTEC GLOBAL PROJECT SERVICES INC., a Louisiana corporation having a place of business in Charlotte, North Carolina (“WECTEC”). Westinghouse and WECTEC will be referred to collectively as “Service Provider.” Owners and Service Provider may be referred to individually as “Party” and collectively as the “Parties
MISSISSIPPI BUSINESS FINANCE CORPORATION MISSISSIPPI POWER COMPANY BOND ASSUMPTION AND EXCHANGE AGREEMENT Dated as of October 20, 2011Bond Assumption and Exchange Agreement • October 26th, 2011 • Mississippi Power Co • Electric services • New York
Juniper Capital L.P., a Delaware limited partnership (“Juniper”), owns a 1064 megawatt combined cycle electric generation facility and related equipment (said combined cycle electric generation facility, together with all improvements and equipment, and any replacements thereof, are collectively called the “Facility”). The components of the Facility are located in Jackson County, Mississippi, on land more particularly described in Exhibit A to the Ground Lease referred to below (the “Site”), which Site has been leased by the Company and Gulf Power Company, a Florida corporation (together with the Company, the “Ground Lessor”), to Escatawpa Funding, Limited Partnership pursuant to a Ground Lease dated as of April 29, 1999, as amended by Amendment No. 1 thereto dated as of May 4, 2001, as assigned to Juniper pursuant to an Assignment and Assumption of Ground Lease dated as of June 27, 2003 (as so amended and assigned, the “Ground Lease”). The Facility, the leasehold interest in the Site,
CONSULTING AGREEMENTConsulting Agreement • November 4th, 2021 • Mississippi Power Co • Electric services • Georgia
This CONSULTING AGREEMENT (“Agreement”) is entered into by and between Southern Company Services, Inc. (the “Company”) and Andrew W. Evans (“Executive”).
AMENDED DEFERRED COMPENSATION AGREEMENTAmended Deferred Compensation Agreement • October 27th, 2022 • Mississippi Power Co • Electric services • Georgia
THIS DEFERRED COMPENSATION AGREEMENT (“Agreement”) is made and entered into by THE SOUTHERN COMPANY (“Southern”), SOUTHERN COMPANY SERVICES, INC. (“SCS”), GEORGIA POWER COMPANY (the “Company”) (collectively the “Southern Parties”) and CHRISTOPHER C. WOMACK (“Employee”), this 10th day of December, 2008 (“Effective Date”).
RETIREMENT AND CONSULTING AGREEMENTRetirement and Consulting Agreement • February 16th, 2023 • Mississippi Power Co • Electric services • Alabama
This RETIREMENT AND CONSULTING AGREEMENT (“Agreement”) is entered into by and between Southern Company Services, Inc. (the “Company”) and Mark A. Crosswhite (“Executive”).
CONSTRUCTION COMPLETION AGREEMENT BETWEENConstruction Completion Agreement • February 21st, 2018 • Mississippi Power Co • Electric services • Georgia
This CONSTRUCTION COMPLETION AGREEMENT (“Agreement”) is entered into as of the 23rd day of October, 2017 (“Effective Date”), by and between GEORGIA POWER COMPANY, a Georgia corporation (“GPC”), acting for itself and as agent for OGLETHORPE POWER CORPORATION (AN ELECTRIC MEMBERSHIP CORPORATION), an electric membership corporation formed under the laws of the State of Georgia, MUNICIPAL ELECTRIC AUTHORITY OF GEORGIA, a public body corporate and politic and an instrumentality of the State of Georgia, MEAG POWER SPVJ, LLC, MEAG POWER SPVM, LLC, MEAG POWER SPVP, LLC, each a Georgia limited liability company, and THE CITY OF DALTON, GEORGIA, an incorporated municipality in the State of Georgia acting by and through its Board of Water, Light and Sinking Fund Commissioners (collectively, the “Owners”); and BECHTEL POWER CORPORATION, a Nevada corporation (“Contractor”). Owners and Contractor may be referred to individually as a “Party” and collectively as the “Parties”.
Exhibit A-2 FORM OF COMMERCIAL PAPER NOTEMississippi Power Co • August 20th, 2002 • Electric services
THE SOUTHERN COMPANY TO WELLS FARGO BANK, NATIONAL ASSOCIATION, TRUSTEE NINETEENTH SUPPLEMENTAL INDENTURE DATED AS OF JUNE 21, 2017 SERIES 2017A FLOATING RATE SENIOR NOTES DUE SEPTEMBER 30, 2020Nineteenth Supplemental Indenture • August 2nd, 2017 • Mississippi Power Co • Electric services
THIS NINETEENTH SUPPLEMENTAL INDENTURE is made as of the 21st day of June, 2017, by and between THE SOUTHERN COMPANY, a Delaware corporation, 30 Ivan Allen Jr. Blvd., N.W., Atlanta, Georgia 30308 (the “Company”), and Wells Fargo Bank, National Association, a national banking association, 150 East 42nd Street, 40th Floor, New York, New York 10017 (the “Trustee”).
POWER PURCHASE AGREEMENT DATED March 16, 2009 SHELL ENERGY NORTH AMERICA (US), L.P. AND GULF POWER COMPANYPower Purchase Agreement • May 7th, 2009 • Mississippi Power Co • Electric services • Florida
This Power Purchase Agreement (this “Agreement”) dated March 16, 2009 (the “Effective Date”) is entered into between Shell Energy North America (US), L.P., a Delaware limited partnership (“Shell”), and Gulf Power Company, a Florida corporation (“Gulf Power”).
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • October 26th, 2011 • Mississippi Power Co • Electric services • New York
THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (this “Agreement”) dated as of October 20, 2011, is entered into between JUNIPER CAPITAL L.P., a Delaware limited partnership (“Assignor”), and MISSISSIPPI POWER COMPANY, a Mississippi corporation (“Assignee”).
SOUTHERN POWER COMPANY TO WELLS FARGO BANK, NATIONAL ASSOCIATION, TRUSTEE SEVENTEENTH SUPPLEMENTAL INDENTURE DATED AS OF NOVEMBER 20, 2017 SERIES 2017A FLOATING RATE SENIOR NOTES DUE DECEMBER 20, 2020Mississippi Power Co • February 21st, 2018 • Electric services
THIS SEVENTEENTH SUPPLEMENTAL INDENTURE is made as of the 20th day of November, 2017, by and between SOUTHERN POWER COMPANY, a Delaware corporation having its principal place of business at 30 Ivan Allen Jr. Blvd., N.W., Atlanta, Georgia 30308 (the “Company”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, 150 East 42nd Street, 40th Floor, New York, New York 10017 (the “Trustee”).
CONSULTING AGREEMENTConsulting Agreement • February 15th, 2024 • Mississippi Power Co • Electric services • Georgia
This CONSULTING AGREEMENT (“Agreement”) is made and entered into as of December 13, 2023 by and between Southern Company Services, Inc. (the “Company”) and Thomas A. Fanning (“Consultant”, and collectively with the Company the “Parties”, or individually each a “Party”).
