REFUNDING AGREEMENT NO. 1-B dated as of [ ], 2004 among RCMC I, INC., as Owner Participant and Approved Transferee of Public Service Resources Corporation the Original Owner Participant GG1B Funding Corporation, as Second Funding Corporation GG1C...Refunding Agreement • March 25th, 2004 • System Energy Resources Inc • Electric services • New York
REFUNDING AGREEMENT NO. 1-B, dated as of [ ], 2004, ("Refunding Agreement") among RCMC I, INC., a New Jersey corporation (the "Owner Participant") as Approved Transferee (such term, and other capitalized terms used herein without definition, being defined as provided in Section 1) of Public Service Resources Corporation, GG1B FUNDING CORPORATION, a Delaware corporation (the "Second Funding Corporation"), GG1C FUNDING CORPORATION, a Delaware corporation (the "Funding Corporation"), Wachovia Bank, National Association (successor to MERIDIAN TRUST COMPANY) ("WB"), a Pennsylvania trust company, not in its individual capacity, but solely as Corporate Owner Trustee under the Trust Agreement ("Corporate Owner Trustee"), STERLING C. CORREIA, not in his individual capacity, but solely as successor Individual Owner Trustee under the Trust Agreement ("Individual Owner Trustee"), DEUTSCHE BANK TRUST COMPANY AMERICAS (formerly known as Bankers Trust Company), a New York banking corporation ("DBTC")
SUPPLEMENTAL INDENTURE NO. 3 dated as of [ ], 2004 to TRUST INDENTURE, DEED OF TRUST, MORTGAGE, SECURITY AGREEMENT AND ASSIGNMENT OF FACILITY LEASE NO. 1 dated as of December 1, 1988, as supplemented, between Wachovia Bank, National Association...Supplemental Indenture • March 25th, 2004 • System Energy Resources Inc • Electric services • New York
SUPPLEMENTAL INDENTURE NO. 3, dated as of [ ], 2004 ("Supplemental Indenture No. 3"), to Trust Indenture, Deed of Trust, Mortgage, Security Agreement and Assignment of Facility Lease No. 1 dated as of December 1, 1988, as supplemented (the "Indenture") between Wachovia Bank, National Association (successor to MERIDIAN TRUST COMPANY), a Pennsylvania trust company, and STERLING C. CORREIA each of whose address is 35 North Sixth Street, Reading, Pennsylvania 19601, not in their individual capacities, except as expressly provided otherwise, but each solely as trustee (collectively, the "Owner Trustee") under the Trust Agreement (such term, and other capitalized terms used herein without definition, having the meanings ascribed thereto in Section 1 below), DEUTSCHE BANK TRUST COMPANY AMERICAS (formerly known as Bankers Trust Company), a New York banking corporation (not in its individual capacity, but solely as the Corporate Indenture Trustee, and, for all purposes except those with respect
ContractLease Supplement • March 25th, 2004 • System Energy Resources Inc • Electric services
CERTAIN RIGHTS OF THE LESSOR UNDER THE FACILITY LEASE AS SUPPLEMENTED BY THIS LEASE SUPPLEMENT NO. 3 HAVE BEEN ASSIGNED TO, AND ARE SUBJECT TO A SECURITY INTEREST IN FAVOR OF THE INDENTURE TRUSTEE UNDER TRUST INDENTURE, DEED OF TRUST, MORTGAGE, SECURITY AGREEMENT AND ASSIGNMENT OF FACILITY LEASE NO. 2, DATED AS OF DECEMBER 1, 1988, AS SUPPLEMENTED. THIS LEASE SUPPLEMENT NO. 3 HAS BEEN EXECUTED IN SEVERAL COUNTERPARTS. SEE SECTION 3(c) OF THIS LEASE SUPPLEMENT NO. 3 FOR INFORMATION CONCERNING THE RIGHTS OF HOLDERS OF VARIOUS COUNTERPARTS HEREOF.
ContractLease Supplement • March 25th, 2004 • System Energy Resources Inc • Electric services
CERTAIN RIGHTS OF THE LESSOR UNDER THE FACILITY LEASE AS SUPPLEMENTED BY THIS LEASE SUPPLEMENT NO. 3 HAVE BEEN ASSIGNED TO, AND ARE SUBJECT TO A SECURITY INTEREST IN FAVOR OF THE INDENTURE TRUSTEE UNDER TRUST INDENTURE, DEED OF TRUST, MORTGAGE, SECURITY AGREEMENT AND ASSIGNMENT OF FACILITY LEASE NO. 1, DATED AS OF DECEMBER 1, 1988, AS SUPPLEMENTED. THIS LEASE SUPPLEMENT NO. 3 HAS BEEN EXECUTED IN SEVERAL COUNTERPARTS. SEE SECTION 3(c) OF THIS LEASE SUPPLEMENT NO. 3 FOR INFORMATION CONCERNING THE RIGHTS OF HOLDERS OF VARIOUS COUNTERPARTS HEREOF.
AMENDMENT NO. 2 dated as of [ ], 2004 to TAX INDEMNITY AGREEMENT dated as of December 1, 1988 between [RCMC I, INC.][TEXTRON FINANCIAL CORPORATION] as Beneficiary under a Trust Agreement, dated as of December 1, 1988 with WACHOVIA BANK, NATIONAL...Tax Indemnity Agreement • March 25th, 2004 • System Energy Resources Inc • Electric services
AMENDMENT No. 2, dated as of [ ], 2004, to the Tax Indemnity Agreement dated as of December 1, 1988, between [RCMC I, Inc.] [Textron Financial Corporation] (the Owner Participant), with Wachovia Bank, National Association (successor to Meridian Trust Company), as owner Trustee under a Trust Agreement, dated as of December 1, 1988 (the Lessor) and System Energy Resources, Inc. (the Lessee). Capitalized terms not otherwise defined herein shall have the respective meanings specified in Appendix A to the Participant Agreement, as amended through and including the date hereof and the Refunding Agreement No. [2-A][2-B] (the Refunding Agreement).
System Energy Resources, Inc. $_____________ Secured Lease Obligation Bonds ____% Series due 2014 PURCHASE AGREEMENTPurchase Agreement • March 25th, 2004 • System Energy Resources Inc • Electric services
Each of the undersigned, System Energy Resources, Inc., an Arkansas corporation (the “Company”), and GG1C Funding Corporation, a Delaware corporation (the “Funding Corporation”), hereby confirms its agreement with you, as initial purchasers (the “Initial Purchasers”, which term, when the context permits, shall also include any initial purchasers substituted as hereinafter in Section 11 provided), with respect to the proposed issuance and sale by the Funding Corporation of $_________ in aggregate principal amount of its Secured Lease Obligation Bonds ___% Series due 2014 (the “Bonds”). The Bonds will be issued under a Collateral Trust Indenture dated as of ________, 2004, as supplemented by Supplemental Indenture No. 1 thereto dated as of ______, 2004, among the Funding Corporation, the Company and Deutsche Bank Trust Company Americas, as trustee (the “Trustee”) (such Collateral Trust Indenture, as so supplemented, the “Trust Indenture”).
