EXTENSION AGREEMENT
This extension agreement (this "Extension") is made as of November 1,
2001, between National Westminster Bank Plc (the "Bank") and KeySpan Generation
LLC (the "Company"), with respect to that certain letter of credit issued by the
Bank in connection with those certain New York State Energy Research and
Development Authority Electric Facilities Revenue Bonds (KeySpan Generation
Project) 1997 Series A (KeySpan Generation Projects) (the "Letter of Credit"),
pursuant to a Letter of Credit and Reimbursement Agreement dated as of December
1, 2000 (the "Agreement") between the Bank and the Company. Capitalized terms
used herein and not otherwise defined shall have the meaning given to them in
the Agreement.
1. Pursuant to Section 2.1(b) of the Agreement, the Company has requested a
waiver of the notice provisions with respect to the extension of the Letter of
Credit and also requested an extension of the Stated Termination Date as of the
date hereof from December 11, 2001 to December 11, 2002, and the Bank, subject
to the execution of this Extension and the terms and conditions hereof, is
willing to so extend the Stated Termination Date pursuant to an amendment of the
Letter of Credit in the form of Exhibit "A" hereto.
2. In connection with such request, the Company agrees to pay to the Bank all
fees and expenses as set forth in Section 2.6 of the Agreement, and to pay to
the Bank on the date hereof a renewal fee of $13,528.00 and allocated internal
costs of $1,000.00.
3. The Company reaffirms each of the representations and warranties contained in
Article 3 of the Agreement under the Agreement as of the date hereof as though
made on the date hereof and reaffirms each of its obligations under the
Agreement.
In witness whereof, the Company and the Bank have executed this
extension in counterpart copies (all of which shall constitute but one original)
as of the date set forth above.
KEYSPAN GENERATION LLC
By: /s/XXXX XXXX
-------------------
Name: Xxxx Xxxx
Title: Controller
NATIONAL WESTMINSTER BANK PLC NEW YORK BRANCH
By: /s/ XXXXX X. XXXXXX
-------------------------
Name: Xxxxx X. Xxxxxx
Title: Senior Vice President
EXHIBIT "A"
AMENDMENT TO LETTER OF CREDIT
IRREVOCABLE LETTER OF CREDIT
NO. NWB2030
November 1, 0000
Xxx Xxxxx Xxxxxxxxx Bank
000 X. 00xx Xxxxxx - 00xx Xxxxx
Xxx Xxxx, XX 00000
ATTENTION: CAPITAL MARKETS FIDUCIARY SERVICES
Dear Sir or Madam:
At the request of KeySpan Generation LLC, we hereby amend our Irrevocable Letter
of Credit No. NWB2030 by deleting the Stated Termination Date of December 11,
2001 set forth therein and replacing it with December 11, 2002.
Please acknowledge your receipt of and consent to this amendment by executing
the enclosed copy of this amendment and returning it to Xx. Xxxxxx Xxxx at the
address set forth above.
Very truly yours,
NATIONAL WESTMINSTER BANK PLC, NEW YORK BRANCH
By: ________________________
Authorized Officer
By: ________________________
Authorized Officer
Acknowledge and consented to on November __, 2001:
The Chase Manhattan Bank
By: _________________
Name:
Title:
