REGISTRATION RIGHTS AGREEMENT Dated as of July 1, 1997 by and between CALPINE CORPORATIONRegistration Rights Agreement • August 14th, 1997 • Calpine Corp • Cogeneration services & small power producers • New York
EXECUTION VERSION FIRST PRIORITY SECURED REVOLVING LOANS AMENDED AND RESTATED CREDIT AGREEMENT Dated as of March 23, 2004Credit Agreement • March 25th, 2004 • Calpine Corp • Electric services • New York
EXHIBIT 4.16 CALPINE CORPORATION 9.875% SECOND PRIORITY SENIOR SECURED NOTES DUE 2011Indenture • March 25th, 2004 • Calpine Corp • Electric services • New York
FIRST AMENDMENT TO CREDIT AGREEMENT THIS FIRST AMENDMENT TO CREDIT AGREEMENT, dated as of May 9, 2002 (herein called this "Amendment"), is entered into by and among CALPINE CORPORATION, a Delaware corporation (herein called the "Company"), the various...Credit Agreement • May 15th, 2002 • Calpine Corp • Electric services • New York
CALPINE CORPORATION 8 3/4% Senior Notes PURCHASE AGREEMENT July 1, 1997 CREDIT SUISSE FIRST BOSTON CORPORATION As Representative of the Several Purchasers, 11 Madison Avenue, New York, N.Y. 10010 Dear Sirs: 1. Introductory. Calpine Corporation, a...Purchase Agreement • August 14th, 1997 • Calpine Corp • Cogeneration services & small power producers • New York
WITNESSETH:Pledge Agreement • March 25th, 2004 • Calpine Corp • Electric services • New York
AS TRUSTEEFirst Supplemental Indenture • March 15th, 2001 • Calpine Corp • Electric services • New York
3 4 AGREEMENT AND PLAN OF MERGERMerger Agreement • September 7th, 1999 • Calpine Corp • Cogeneration services & small power producers • Delaware
as Trustee Supplementing the Indenture Dated as of August 14, 2003 and Amended as of September 18, 2003Supplemental Indenture • March 25th, 2004 • Calpine Corp • Electric services • New York
POWER CONTRACT FINANCING, L.L.C., Issuer, andIndenture • August 14th, 2003 • Calpine Corp • Electric services • New York
1 EXHIBIT 99.3 CALPINE CORPORATION STOCK OPTION AGREEMENT RECITALS A. The Board has adopted the Plan for the purpose of retaining the services of selected Employees, non-employee members of the Board or of the board of directors of any Parent or...Stock Option Agreement • November 21st, 1996 • Calpine Corp • Cogeneration services & small power producers • California
WAIVERCredit Agreement • March 25th, 2004 • Calpine Corp • Electric services • New York
ANDRights Agreement • June 18th, 1997 • Calpine Corp • Cogeneration services & small power producers • Delaware
EXHIBIT 4.1 AMENDMENT NO. 2 TO RIGHTS AGREEMENT THIS AMENDMENT NO. 2 TO RIGHTS AGREEMENT (this "Amendment"), dated as of March 18, 2005, is between Calpine Corporation, a Delaware corporation (the "Company"), and EquiServe Trust Company, N.A., as...Rights Agreement • March 23rd, 2005 • Calpine Corp • Electric services • Delaware
GUARANTYGuaranty • March 29th, 2002 • Calpine Corp • Electric services • New York
EXHIBIT 4.17.2 Calpine Corporation 4.75% Contingent Convertible Notes due 2023 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 25th, 2004 • Calpine Corp • Electric services • New York
ARTICLE I DEFINITIONSPurchase and Sale Agreement • August 14th, 1997 • Calpine Corp • Cogeneration services & small power producers • Texas
ARTICLE IV CONSOLIDATION, MERGER, SALE AND LEASEIndenture • November 13th, 2001 • Calpine Corp • Electric services • New York
1 EXHIBIT 99.3 U.S. $400,000,000 SECOND AMENDED AND RESTATED CREDIT AGREEMENT, dated as of May 23, 2000,Credit Agreement • August 9th, 2000 • Calpine Corp • Electric services • New York
1 EXHIBIT 1.2 6,900,000 SHARES CALPINE CORPORATION COMMON STOCK, $.001 PAR VALUE UNDERWRITING AGREEMENTUnderwriting Agreement • March 8th, 1999 • Calpine Corp • Cogeneration services & small power producers • New York
EXHIBIT 1.4 CALPINE CORPORATION 89,000,000 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • September 30th, 2004 • Calpine Corp • Electric services • New York
EXECUTION VERSION CREDIT AGREEMENT dated as of February 25, 2005Credit Agreement • March 31st, 2005 • Calpine Corp • Electric services • New York
INTRODUCTIONRegistration Rights Agreement • April 30th, 2001 • Calpine Corp • Electric services • New York
ARTICLE I STOCK OPTIONStock Option Agreement • August 31st, 1999 • Calpine Corp • Cogeneration services & small power producers • Delaware
EXHIBIT 10.1.2.6Credit Agreement • March 25th, 2004 • Calpine Corp • Electric services • New York
EXHIBIT 10.2.9 PLEDGE AGREEMENT THIS PLEDGE AGREEMENT (this "Pledge Agreement"), dated as of March 8, 2002, made by Quintana Minerals (USA), Inc., a Delaware corporation, JOQ Canada, Inc., a Delaware corporation and Quintana Canada Holdings, LLC, a...Pledge Agreement • March 29th, 2002 • Calpine Corp • Electric services • New York
TD SECURITIES (USA) INC., ING (U.S.) CAPITAL LLC AND LANDESBANK HESSEN- THURINGEN Co-ArrangersCredit Agreement • August 14th, 2003 • Calpine Corp • Electric services • New York
---------------------------------- Name of Grant Recipient ---------------------------------------- ---------------------------------- Address ---------------------------------------- ---------------------------------- Date of Grant...Restricted Stock Agreement • March 17th, 2005 • Calpine Corp • Electric services • California
by and betweenRegistration Rights Agreement • August 10th, 1998 • Calpine Corp • Cogeneration services & small power producers • New York
EXHIBIT 10.3.4 CALPINE CORPORATION EMPLOYMENT AGREEMENT This Amended and Restated Employment Agreement (this "Agreement") has been entered into, effective as of January 1, 2000, between CALPINE CORPORATION, a Delaware corporation (the "Company"), and...Employment Agreement • March 29th, 2002 • Calpine Corp • Electric services • California
Supplementing the Indenture Dated as of March 29, 1999 and Amended as of July 31, 2000Second Supplemental Indenture • May 10th, 2004 • Calpine Corp • Electric services • New York
andIndenture • August 10th, 1998 • Calpine Corp • Cogeneration services & small power producers
1 EXHIBIT 4.7 REGISTRATION RIGHTS AGREEMENT Dated as of July_21, 1998 by and between CALPINE CORPORATIONRegistration Rights Agreement • August 10th, 1998 • Calpine Corp • Cogeneration services & small power producers • New York
CALPINE CORPORATION Employment Agreement This Employment Agreement (this 'Agreement') has been entered into, effective as of August 1, 1999, between CALPINE CORPORATION, a Delaware corporation (the 'Company'), and Thomas R. Mason ('Executive') to...Employment Agreement • November 17th, 1999 • Calpine Corp • Cogeneration services & small power producers • California
CALPINE CORPORATION Employment Agreement This Employment Agreement (this 'Agreement') has been entered into, effective as of August 1, 1999, between CALPINE CORPORATION, a Delaware corporation (the 'Company'), and Ann B. Curtis ('Executive') to...Employment Agreement • November 17th, 1999 • Calpine Corp • Cogeneration services & small power producers • California
