Exhibit 10.11.2 Agreement entered into this Second Day of June, 1986 by and between O'Brien Energy Systems (Seller) and Jersey Central Power & Light Co., a New Jersey Corporation (collectively referred to as "parties"). Whereas, the parties agreed to...Agreement • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers
Agreement entered into this Second Day of June, 1986 by and between O'Brien Energy Systems (Seller) and Jersey Central Power & Light Co., a New Jersey Corporation (collectively referred to as "parties").
Exhibit 10.31.4 NRG GENERATING (U.S.) INC. 1996 STOCK OPTION PLANNonqualified Stock Option Agreement • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers • Delaware
Exhibit 10.8.3 STOCK PLEDGE AGREEMENT between NRG GENERATING (U.S.) INC. (as Pledgor) and CREDIT SUISSE (as Agent) Dated as of June 28, 1996Stock Pledge Agreement • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers • New York
CHAPTER 11 FINANCING AGREEMENTFinancing Agreement • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers • New York
2. In connection with the Plan of Reorganization, the Manager has agreed to provide management, administrative and certain other services to the Company in connection with the day to day business of the Company. A G R E E M E N T In consideration of...Management Services Agreement • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers
TOPower Purchase Agreement • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers
TABLE OF CONTENTS 1. Definitions 1 2. Obligations with respect to Taxes 2 3. Method of Payment 4 4. No Setoff 4 5. Nature of Obligations 5 6. Representations and Warranties 6 7. Covenants and Agreements 6 8. Enforcement 7 9. Notices 7 10. Survival of...Tax Indemnification Agreement • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers • New York
Via Facsimile August 2, 1996Swap Transaction Confirmation • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers • New York
Exhibit 10.7.2 New York, New York April 30, 1996 NOTE FOR VALUE RECEIVED, the undersigned, NRG GENERATING (U.S.) INC., a Delaware corporation (the "Company"), hereby promises to pay to the order of NRG ENERGY, INC., a Delaware corporation, or...Loan Agreement • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers
This Note is the Note referred to in the Loan Agreement, which Loan Agreement, among other things, contains provisions for the acceleration of the maturity hereof upon the happening of certain events, for optional and mandatory prepayment of the principal hereof prior to the maturity hereof and for the amendment or waiver of certain provisions of the Loan Agreement, all upon the terms and conditions therein specified.
Exhibit 10.5.1 LOAN AGREEMENT dated as of April 30, 1996 $45,000,000 _______________________ Between NRG ENERGY, INC. and NRG GENERATING (U.S.) INC. LOAN AGREEMENT, dated as of April 30, 1996, between NRG GENERATING (U.S.) INC., a Delaware corporation...Loan Agreement • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers • New York
1. Definitions 1 2. Creation of Security Interest 2 3. Delivery of Collateral; Perfection and Use of Accounts 6 4. Representations and Warranties 6 5. Covenants and Agreements 7 6. Use of the Accounts 10 7. Debtors' Obligations upon Event of Default...Assignment and Security Agreement • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers • New York
BACKGROUNDAcquisition Agreement • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers • Pennsylvania
AMENDED AND RESTATED PARTNERSHIP AGREEMENT OF GRAYS FERRY COGENERATION PARTNERSHIPPartnership Agreement • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers • Pennsylvania
BACKGROUNDSide Agreement • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers
Exhibit 10.8.1 CREDIT AGREEMENT by and among NRG GENERATING (NEWARK) COGENERATION INC. and NRG GENERATING (PARLIN) COGENERATION INC. CREDIT SUISSE, GREENWICH FUNDING CORPORATION AND ANY PURCHASING LENDER as Lender, and CREDIT SUISSE as Agent Dated as...Credit Agreement • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers
CO-INVESTMENT AGREEMENT between NRG ENERGY, INC. and NRG GENERATING (U.S.) INC. Dated as of April 30, 1996Co-Investment Agreement • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers • Delaware
Exhibit 10.8.2 AMENDMENT NUMBER 1 TO CREDIT AGREEMENT by and among NRG GENERATING (NEWARK) COGENERATION INC. and NRG GENERATING (PARLIN) COGENERATION INC. CREDIT SUISSE, GREENWICH FUNDING CORPORATION AND ANY PURCHASING LENDER as Lender, and CREDIT...Credit Agreement • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers
July 25, 1988 Mr. Robert A. Shinn Vice President O'Brien Energy Systems 225 S. Eighth Street Philadelphia, PA 19106 Dear Bob: This letter hereby acknowledges the O'Brien Energy Systems and E. I. du Pont de Nemours & Co. mutually agree to extend the...Steam Purchase Contract • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers
Exhibit 10.6.1 SUPPLEMENTAL LOAN AGREEMENT dated as of April 30, 1996 Between NRG ENERGY, INC. and NRG GENERATING (U.S.) INC. SUPPLEMENTAL LOAN AGREEMENT, dated as of April 30, 1996, between NRG GENERATING (U.S.) INC., a Delaware corporation formerly...Supplemental Loan Agreement • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers • New York
Exhibit 10.8.4 GUARANTY This GUARANTY dated as of May 17, 1996 by NRG Energy, Inc., a Delaware corporation ("Guarantor"), to Credit Suisse, as Agent for the benefit of the Lenders ("Agent") under the Credit Agreement referred to below.Guaranty • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers • New York
AMENDMENT TO STEAM PURCHASE AGREEMENT between O'BRIEN (NEWARK) COGENERATION, INC. and NEWARK GROUP INDUSTRIES, INC.Steam Purchase Agreement • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers • New Jersey
Re: Amended and Restated Agreement for Purchase and Sale of Electric Power (the "Parlin PPA") between O'Brien (Parlin) Cogeneration, Inc. ("Parlin") and Jersey Central Power & Light Company ("JCP&L") and the Third Amendment to Power Purchase Agreement...Agreement for Purchase and Sale of Electric Power • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers
This letter is to confirm our mutual understanding and agreement that, the BPU Approval having been received, executed signature pages to the Third Amendment and the Parlin PPA having been exchanged, the bankruptcy court order approving the NRG Plan (as defined in the Parlin PPA and the Newark Third Amendment) having been entered on February 23, 1996 and the gas supply agreement between JCP&L and Public Service Electric and Gas Company having been entered into and approved by the New Jersey Board of Public Utilities, all conditions precedent to the Newark Third Amendment and the Parlin PPA have been satisfied and the Parlin PPA and the Newark Third Amendment have become effective as of April 30, 1996.
BACKGROUND Lessor is the owner of a portion of a building erected on land ("Land") owned by the Philadelphia Electric Company ("PECO") located at 26th and Christian Streets, Philadelphia, Pennsylvania and known as Schuylkill Station ("Building"). The...Site Lease • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers • Pennsylvania
NRG ENERGY, INC.Dip Loan Agreement • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers
Reference is made to that certain Chapter 11 Financing Agreement dated August 30, 1995, as amended by letter agreement dated February 20, 1996, (the "DIP Loan Agreement") between O'Brien Environmental Energy, Inc. (the "Company") and NRG Energy, Inc. ("NRG") and the Amended and Restated Stock Purchase and Reorganization Agreement dated as of January 31, 1995 (the "Acquisition Agreement") by and between the Company and NRG. This will confirm our agreement to amend the DIP Loan Agreement by (i) striking the proviso that appears beginning in the seventh line of Section 1.9 of the DIP Loan Agreement and (ii) deleting the words "making or incurring specified Development Costs" beginning in the fifth line of Section 6(b) of the DIP Loan Agreement and replacing them with the following: "making capital contributions or incurring development costs in connection with the projects commonly referred to as Edgeboro or Grays Ferry" (it being agreed and understood that, in view of the possible increa
Exhibit 10.5.2 New York, New York April 30, 1996 NOTE FOR VALUE RECEIVED, the undersigned, NRG GENERATING (U.S.) INC., a Delaware corporation (the "Company"), hereby promises to pay to the order of NRG ENERGY, INC., a Delaware corporation, or...Loan Agreement • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers
This Note shall be construed in accordance with and governed by the laws of the State of New York and any applicable laws of the United States of America.
New York, New York April 30, 1996 NOTE FOR VALUE RECEIVED, the undersigned, NRG GENERATING (U.S.) INC., a Delaware corporation (the "Company"), hereby promises to pay to the order of NRG ENERGY, INC., a Delaware corporation, or registered assigns (the...Loan Agreement • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers
THIS NOTE MAY NOT BE TRANSFERRED EXCEPT IN COMPLIANCE WITH THE TERMS OF THE LOAN AGREEMENT. TRANSFERS OF THIS NOTE MUST BE RECORDED IN THE REGISTER MAINTAINED BY THE LENDER PURSUANT TO THE TERMS OF THE LOAN AGREEMENT.
CONTINGENT CAPACITY PURCHASE ADDENDUM TO THE AGREEMENT FOR PURCHASE OF ELECTRIC OUTPUT (PHASE 1)Contingent Capacity Purchase Addendum • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers
Exhibit 10.21.2 ELECTRICITY PURCHASE CONTRACT This Electricity Purchase Contract (the "Contract"), dated as of April 30, 1996, is by and between O'BRIEN (PARLIN) COGENERATION INC. ("O'Brien") and NRG PARLIN INC. ("NPI"). RECITALS: A. O'Brien and E. I....Electricity Purchase Contract • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers
AGREEMENTLeased Employee Agreement • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers
Exhibit 10.31.2 NRG GENERATING (U.S.) INC. 1996 STOCK OPTION PLAN GRANT OF INCENTIVE STOCK OPTION Date of Grant: ______________________Incentive Stock Option Agreement • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers • Delaware
RECITALS:Steam Purchase Contract • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers
AGREEMENT BETWEENTeam Purchase Contract • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers
RECITALS A. O'Brien and DuPont entered into that certain Electricity Purchase Contract dated January 18, 1988 (the "Electricity Purchase Contract").Assignment of Electricity Purchase Contract • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers
WITNESSETH:Liquidating Asset Management Agreement • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers • New York
Exhibit 10.8.5 GUARANTY This GUARANTY dated as of June 28, 1996 by NRG Generating (U.S.) Inc., a Delaware corporation ("Guarantor"), to Credit Suisse, as Agent for the benefit of the Lenders ("Agent") under the Credit Agreement referred to below.Guaranty • November 17th, 1997 • NRG Generating U S Inc • Cogeneration services & small power producers • New York
