Exhibit 10.3(d)
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THIRD AMENDMENT TO
WINDSYSTEM MANAGEMENT AGREEMENT
This Third Amendment to Windsystem Management Agreement (the
"Amendment") is dated as of July 10, 2006 by and between Enron Wind
Systems, LLC ("EWS") and Zond Windsystem Partners, Ltd. Series 85-A, a
California limited partnership (the "Partnership").
RECITALS
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WHEREAS, EWS and the Partnership are parties to that certain Windsystem
Management Agreement dated as of September 9, 1985, as amended (the
"Windsystem Management Agreement"), pursuant to which EWS performs
certain management, administrative and other services for the
Partnership in connection with that certain wind power project owned by
the Partnership.
WHEREAS, the term of the Windsystem Management Agreement expires on
June 30, 2006 (the "Windsystem Management Termination Date") and the
parties desire to extend the Windsystem Management Termination Date
until September 30, 2006.
AGREEMENT
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NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, EWS and the Partnership
agree as follows:
1. Amendment to Windsystem Management Agreement. Section 3 of the
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Windsystem Management Agreement is hereby amended by deleting the date
"June 30, 2006" that appears therein and replacing it with the date
September 30, 2006."
2. Governing Law. The terms and provisions of this Amendment shall
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be governed by and construed in accordance with the laws of the
state of California.
3. Counterparts. This Amendment may be executed in counterparts,
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each of which shall be deemed an original and all of which, when
taken together, shall constitute one and the same document.
4. Effective Date. This Amendment shall be effective and the
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Windsystem Management Agreement shall be amended pursuant to this
Amendment as of June 30, 2006.
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IN WITNESS WHEREOF, each of the parties to this Amendment have executed
this Amendment as of the date set forth above.
EWS Partnership
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Enron Wind Systems, LLC Zond-PanAero Windsystem Partners, Ltd.
Series 85-A, a California Limited
By: Enron Wind LLC, its sole Partnership
member
By: Zond Windsystems Management III
LLC, its General Partner
By: Enron Renewable Energy Corp., By: /s/ Xxxxx X. Xxxxxx
its sole member -------------------------------
Name: Xxxxx X. Xxxxxx
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Title: President & CEO
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By: /s/ Xxxxx X. Xxxxxx
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Name: Xxxxx X. Xxxxxx
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Title: President & CEO
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