EXHIBIT 1
JOINT
FILING AGREEMENT
In
accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934,
as amended, each of the persons named below agrees to the joint filing
of a Statement on Schedule 13D (including amendments thereto) with respect
to the Common Stock, $0.001 par value per share, of Catalytica Energy Systems,
Inc., a Delaware corporation, and further agrees that this Joint Filing
Agreement be included as an exhibit to such filings provided that, as contemplated
by Section 13d-1(k)(ii), no person shall be responsible for the completeness
or accuracy of the information concerning the other persons making the
filing, unless such person knows or has reason to believe that such information
is inaccurate. This Joint Filing Agreement may be executed in any number
of counterparts, all of which together shall constitute one and the same
instrument.
Dated as of August 3,
2004.
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XXXXXXX |
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By: |
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/s/ Xxxxx
X. Xxxxxxxxx |
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Name: |
Xxxxx X.
Xxxxxxxxx |
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Title: |
Authorized
Signatory |
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XXXXXX
XXXXXXX CAPITAL
PARTNERS |
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III,
INC. |
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By: |
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/s/ Xxxxxxx
Xxxxxxxx |
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Name: |
Xxxxxxx
Xxxxxxxx |
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Title: |
Managing
Director and Chief Financial Officer |
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MSCP
III, LLC |
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By: |
Xxxxxx
Xxxxxxx Capital Partners III, Inc., as Member |
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By: |
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/s/ Xxxxxxx
Xxxxxxxx |
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Name: |
Xxxxxxx
Xxxxxxxx |
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Title: |
Managing
Director and Chief Financial Officer |
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XXXXXX
XXXXXXX CAPITAL
PARTNERS |
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III, L.P. |
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By: |
MSCP
III, LLC, as General Partner |
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By: |
Xxxxxx
Xxxxxxx Capital Partners III, Inc., as Member |
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By: |
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/s/ Xxxxxxx
Xxxxxxxx |
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Name: |
Xxxxxxx
Xxxxxxxx |
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Title: |
Managing
Director and Chief Financial Officer |
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MSCP
III 892 INVESTORS, L.P. |
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By: |
MSCP
III, LLC, as General Partner |
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By: |
Xxxxxx
Xxxxxxx Capital Partners III, Inc., as Member |
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By: |
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/s/ Xxxxxxx
Xxxxxxxx |
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Name: |
Xxxxxxx
Xxxxxxxx |
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Title: |
Managing
Director and Chief Financial Officer |
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XXXXXX
XXXXXXX CAPITAL |
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INVESTORS,
L.P. |
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By: |
MSCP
III, LLC, as General Partner |
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By: |
Xxxxxx
Xxxxxxx Capital Partners III, Inc., as Member |
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By: |
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/s/ Xxxxxxx
Xxxxxxxx |
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Name: |
Xxxxxxx
Xxxxxxxx |
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Title: |
Managing
Director and Chief Financial Officer |