EXHIBIT 10.7 EXECUTION VERSION FIRST SUPPLEMENTAL INDENTURE FIRST SUPPLEMENTAL INDENTURE (this "First Supplemental Indenture"), dated as of October 10, 2003, to the Amended and Restated Indenture of Trust, dated as of November 1, 1994 (as supplemented...First Supplemental Indenture • October 28th, 2003 • Indiantown Cogeneration Lp • Electric services • Florida
among INDIANTOWN COGENERATION, L.P., as Borrower andRevolving Credit Agreement • October 28th, 2003 • Indiantown Cogeneration Lp • Electric services • New York
DANA AMENDMENT TO AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF INDIANTOWN COGENERATION, L.P. This AMENDMENT TO AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT (this "Amendment"), is made and entered into effective as of August 10, 1998, by...Limited Partnership Agreement • August 16th, 1999 • Indiantown Cogeneration Lp • Electric services • Delaware
EXHIBIT 10.8 EXECUTION VERSION THIRD SUPPLEMENTAL INDENTURE THIRD SUPPLEMENTAL INDENTURE (this "Third Supplemental Indenture"), dated as of October 10, 2003, to the Trust Indenture, dated as of November 1, 1994 (as supplemented prior to the date...Third Supplemental Indenture • October 28th, 2003 • Indiantown Cogeneration Lp • Electric services • New York
DANA AMENDMENT TO AMENDED RESTATED LIMITED PARTNERSHIP AGREEMENT OF INDIANTOWN COGENERATION, L.P.Limited Partnership Agreement • August 13th, 2001 • Indiantown Cogeneration Lp • Electric services • Delaware
This AMENDMENT TO AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT (this “Amendment”), is made and entered into effective as of August 10, 1998, by and among PALM POWER CORPORATION, a Delaware corporation (“Palm”), TOYAN ENTERPRISES, a California corporation (“Toyan”), TIFD III-Y INC., a Delaware corporation (“TIFD,” and collectively with Palm and Toyan, the “Existing Partners”) and INDIANTOWN PROJECT INVESTMENT PARTNERSHIP, L.P., a Delaware limited partnership (the “New Partner”, and together with the Existing Partners, the “Partners”). WHEREAS, the Existing Partners are parties to that certain Amended and Restated Limited Partnership Agreement dated as of September 30, 1992 (the “Partnership Agreement”); and WHEREAS, the Existing Partners are partners in a Delaware limited partnership known as INDIANTOWN COGENERATION, L.P. (the “Partnership”) formed under the Partnership Agreement for the purposes described therein; and WHEREAS, Bechtel Generating Company, Inc. (“BGCI”) owns
among INDIANTOWN COGENERATION, L.P., as Borrower and BNP PARIBAS, as Initial Bank andLetter of Credit and Reimbursement Agreement • October 28th, 2003 • Indiantown Cogeneration Lp • Electric services • New York
WITNESSETHAssignment and Security Agreement • October 28th, 2003 • Indiantown Cogeneration Lp • Electric services • Florida
WITNESSETHCollateral Agency and Intercreditor Agreement • October 28th, 2003 • Indiantown Cogeneration Lp • Electric services • New York
EXECUTION VERSION ------------------------------------------------------------- ------------------- AMENDED AND RESTATED DISBURSEMENT AGREEMENT DATED AS OF OCTOBER 10, 2003Disbursement Agreement • October 28th, 2003 • Indiantown Cogeneration Lp • Electric services • New York
among INDIANTOWN COGENERATION, L.P., as Borrower andDebt Service Reserve Letter of Credit and Reimbursement Agreement • October 28th, 2003 • Indiantown Cogeneration Lp • Electric services • New York
THIRD AMENDMENT TO THE AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF INDIANTOWN COGENERATION, L.P.Limited Partnership Agreement • August 13th, 2001 • Indiantown Cogeneration Lp • Electric services • Delaware
THIS THIRD AMENDMENT TO THE AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF INDIANTOWN COGENERATION, L.P. (this "Third Amendment") dated as of the 4th day of June, 1999 by and among PALM POWER CORPORATION/, a Delaware corporation ("Palm"), TOYAN ENTERPRISES, a California corporation ("Toyan"), INDIANTOWN PROJECT INVESTMENT PARTNERSHIP, L.P., a Delaware limited partnership ("IPIP"), TIFD III-Y INC., a Delaware corporation ("TIFD") and THALEIA, LLC, a Delaware limited liability company ("Thaleia" and together with Palm, IPIP, Toyan and TIFD, the "Partners").
THIRD AMENDMENT TO THE AGREEMENT FOR THE PURCHASE OF FIRM CAPACITY AND ENERGY BETWEEN INDIANTOWN COGENERATION, L.P. AND FLORIDA POWER & LIGHT COMPANY THIRD AMENDMENT TO THE AGREEMENT FOR THE PURCHASE OF FIRM CAPACITY AND ENERGY BETWEEN INDIANTOWN...Agreement for the Purchase of Firm Capacity and Energy • April 2nd, 2003 • Indiantown Cogeneration Lp • Electric services • Florida
THIS THIRD AMENDMENT TO THE AGREEMENT FOR THE PURCHASE OF FIRM CAPACITY AND ENERGY (“Third Amendment”) dated as of May __, 2001, is by and between Indiantown Cogeneration, L.P. (“ICL”) and Florida Power & Light Company (“FPL”) (individually, “Party,” and collectively, “Parties”). Unless otherwise defined herein, all capitalized terms shall have the meaning set forth in THE AGREEMENT FOR THE PURCHASE OF FIRM CAPACITY AND ENERGY BETWEEN INDIANTOWN COGENERATION, L.P. AND FLORIDA POWER & LIGHT COMPANY dated March 31, 1990, as amended by Amendment No. 1 to Agreement for the Purchase of Firm Capacity and Energy Between Indiantown Cogeneration, L.P. and Florida Power & Light Company, dated December 5, 1990 and Amendment No. 2 to Agreement for the Purchase of Firm Capacity and Energy Between Indiantown Cogeneration, L.P. and Florida Power & Light Company, dated July 15, 1992 (collectively the “Agreement”).
AGREEMENTAgreement for the Purchase of Firm Capacity and Energy • August 12th, 2004 • Indiantown Cogeneration Lp • Electric services • Florida
AGREEMENT (this “Agreement”), dated as of June 11, 2004, between Indiantown Cogeneration, L.P. (the “Partnership”) and Florida Power & Light Company (“FPL”) (each of the Partnership and FPL a “Party” and together, the “Parties”).
WITNESSETHAuthority Loan Agreement • October 28th, 2003 • Indiantown Cogeneration Lp • Electric services • Florida
AMENDMENT NO. 3 TO COAL PURCHASE AGREEMENTCoal Purchase Agreement • April 1st, 2002 • Indiantown Cogeneration Lp • Electric services • Kentucky
AMENDMENT NO. 3 TO COAL PURCHASE AGREEMENT ("Amendment"), dated as of November 2, 2001, by and between Lodestar Energy, Inc. ("Seller") and Indiantown Cogeneration, L.P. ("ICL").
AGREEMENT FOR DISPOSAL OF DRY SCRUBBER ASH AND RAILROAD TRANSPORTATION BETWEEN INDIANTOWN COGENERATION, L.P. AND ALLIED SERVICES L.L.C. AND CSX TRANSPORTATION Effective Date: March 15, 2004Agreement for Disposal of Dry Scrubber Ash and Railroad Transportation • March 30th, 2004 • Indiantown Cogeneration Lp • Electric services • Florida
This Agreement for Disposal of Dry Scrubber Ash and Railroad Transportation (this “Agreement”) is made and entered into as of the 15th day of March, 2004 (the “Effective Date”) by and among Allied Services, LLC, a Delaware limited liability company which is successor by merger to Southern States Environmental Services, Inc., a Georgia corporation (“SSES”), CSX Transportation, Inc., a Virginia corporation (“CSXT”), and Indiantown Cogeneration, L.P., a Delaware limited partnership (“ICLP”).
FIRST AMENDMENT TO COAL PURCHASE AND SALES AGREEMENTCoal Purchase and Sales Agreement • November 13th, 2003 • Indiantown Cogeneration Lp • Electric services • Delaware
This First Amendment (the “Amendment”) to the Coal Purchase and Sales Agreement by and between Massey Coal Sales Company, Inc. (“Seller” or “Massey”) and Indiantown Cogeneration, L.P. (“Buyer” or “Indiantown”) dated as of February 5, 2003 (the “Agreement”) is entered into this 21st day of August, 2003. Each of Buyer and Seller shall be referred to as a “Party” and collectively, the “Parties.” Capitalized terms used but not defined herein shall have the meanings given such terms in the Agreement.
COGENTRIX AMENDMENT TO AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF INDIANTOWN COGENERATION, L.P.Limited Partnership Agreement • August 13th, 2001 • Indiantown Cogeneration Lp • Electric services • Delaware
This AMENDMENT TO AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT dated as of August 10, 1998 (this “Amendment”), is made and entered into by and among PALM POWER CORPORATION, a Delaware corporation (“Palm”), TOYAN ENTERPRISES, a California corporation (“Toyan”), and TIFD III-Y INC., a Delaware corporation (“TIFD,” and collectively with Palm and Toyan, the “Partners”). WHEREAS, the Partners are parties to that certain Amended and Restated Limited Partnership Agreement dated as of September 30, 1992 (the “Partnership Agreement”); and WHEREAS, the Partners are partners in a Delaware limited partnership known as INDIANTOWN COGENERATION, L.P. (the “Partnership”) formed under the Partnership Agreement for the purposes described therein; and WHEREAS, Bechtel Generating Company, Inc. (“BGCI”) owns all of the capital stock of Palm; and WHEREAS, pursuant to that certain Purchase Agreement dated as of March 6, 1998 by and between BGCI and Cogentrix Energy, Inc. (“Cogentrix”), as amend
TEMPORARY WAIVER AND AGREEMENTTemporary Waiver and Agreement • August 12th, 2004 • Indiantown Cogeneration Lp • Electric services • New York
This TEMPORARY WAIVER AND AGREEMENT (this “Agreement”) is dated as of June 14, 2004 and is entered into by and among INDIANTOWN COGENERATION, L.P., a Delaware limited partnership (“ICLP”), INDIANTOWN COGENERATION FUNDING CORPORATION, a Delaware corporation (“ICFC”), and CALYON NEW YORK BRANCH (as successor-in-interest by consolidation to Credit Lyonnais New York Branch) (the “Agent”), as agent bank under each of (a) that certain Debt Service Reserve Letter of Credit and Reimbursement Agreement, dated as of October 10, 2003, among ICLP, the Agent, and the various other banks and institutions from time to time party thereto (as amended, supplemented, or otherwise modified from time to time, the “DSR LOC Agreement”) and (b) that certain Letter of Credit and Reimbursement Agreement, dated as of October 10, 2003, among ICLP, the Agent, and the various other banks and institutions from time to time party thereto (the “LOC Agreement”). Capitalized terms used herein without definition have the
Second Amendment to Coal Purchase and Sale AgreementCoal Purchase and Sale Agreement • November 29th, 2004 • Indiantown Cogeneration Lp • Electric services • Delaware
This Second Amendment to Coal Purchase and Sale Agreement (“Amendment”) is entered into this 19 day of November, 2004, by and between Indiantown Cogeneration, L.P., a Delaware limited partnership (“Buyer”) and Massey Coal Sales Company, Inc., a Virginia corporation (“Seller”) (Buyer and Seller collectively, the “Parties”).
SETTLEMENT AND TERMINATION AGREEMENTSettlement and Termination Agreement • May 14th, 2003 • Indiantown Cogeneration Lp • Electric services • New York
This Settlement and Termination Agreement (this “Agreement”) is entered into as of April 14, 2003, by and between Indiantown Cogeneration, L.P., a limited partnership organized under the laws of Delaware (“Indiantown”) and William D. Bishop, in his capacity as the duly appointed and authorized Chapter 11 Trustee (the “Trustee”) for the estate of Lodestar Energy, Inc. (“Lodestar”). Each of Indiantown, the Trustee and Lodestar are hereinafter referred to as a “Party” and collectively as the “Parties”.
DRY SCRUBBER ASH SERVICE AGREEMENTDry Scrubber Ash Service Agreement • April 2nd, 2003 • Indiantown Cogeneration Lp • Electric services • Florida
THIS DRY SCRUBBER ASH SERVICE AGREEMENT (“Agreement”) is made as of the 1st day of February, 2003, by and between INDIANTOWN COGENERATION, LIMITED PARTNERSHIP, a Delaware limited partnership (“Owner”), and VFL TECHNOLOGY CORPORATION, a Pennsylvania corporation (“Contractor”, and Owner and Contractor each a “Party” and collectively, the “Parties”).
