Common Contracts

CALPINE CORPORATION $650,000,000 5.500% Senior Notes due 2024 UNDERWRITING AGREEMENT

Underwriting Agreement • February 3rd, 2015 • Calpine Corp • Electric services • New York

• Contract Type
  Underwriting Agreement
• Filed
  February 3rd, 2015
• Company
  Calpine Corp
• Industry
  Electric services
• Jurisdiction
  New York

Calpine Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto, acting severally and not jointly (the “Underwriters”), $650,000,000 aggregate principal amount of its 5.500% Senior Notes due 2024 (the “Securities”) to be issued pursuant to the provisions of an indenture dated as of July 8, 2014 (the “Base Indenture”), as supplemented by a supplemental indenture, to be dated as of February 3, 2015 (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”) between the Company and Wilmington Trust, National Association, as Trustee (the “Trustee”). Credit Suisse Securities (USA) LLC has agreed to act as the representative of the several Underwriters (the “Representative”) in connection with the offering and sale of the Securities.

CALPINE CORPORATION $1,250,000,000 5.375% Senior Notes due 2023 $1,550,000,000 5.750% Senior Notes due 2025 UNDERWRITING AGREEMENT

Underwriting Agreement • July 22nd, 2014 • Calpine Corp • Electric services • New York

• Contract Type
  Underwriting Agreement
• Filed
  July 22nd, 2014
• Company
  Calpine Corp
• Industry
  Electric services
• Jurisdiction
  New York

Calpine Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto, acting severally and not jointly (the “Underwriters”), (i) $1,250,000,000 aggregate principal amount of its 5.375% Senior Notes due 2023 (the “2023 Notes”) to be issued pursuant to the provisions of an indenture dated as of July 8, 2014 (the “Base Indenture”), as supplemented by a supplemental indenture, to be dated as of July 22, 2014 (the “2023 Supplemental Indenture” and, together with the Base Indenture, the “2023 Indenture”) between the Company and Wilmington Trust, National Association, as Trustee (the “Trustee”) and (ii) $1,550,000,000 aggregate principal amount of its 5.750% Senior Notes due 2025 (the “2025 Notes” and, together with the 2023 Notes, the “Securities”) to be issued pursuant to the provisions of the Base Indenture, as supplemented by a supplemental indenture, to be dated as of July 22, 2014 (the “2025 Supplemental Indenture