Exhibit 3.2 AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF EME HOMER CITY GENERATION L.P. TABLE OF CONTENTSLimited Partnership Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers • Pennsylvania
Contract Type FiledDecember 5th, 2001 Company Industry Jurisdiction
RECITALSAssumption Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers • New York
Contract Type FiledDecember 5th, 2001 Company Industry Jurisdiction
Exhibit 10.16.4 AMENDED AND RESTATED GUARANTEE AND COLLATERAL AGREEMENTGuarantee and Collateral Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers • New York
Contract Type FiledDecember 5th, 2001 Company Industry Jurisdiction
Exhibit 10.18.2 AMENDED AND RESTATED SECURITY DEPOSIT AGREEMENTSecurity Deposit Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers • New York
Contract Type FiledDecember 5th, 2001 Company Industry Jurisdiction
Exhibit 4.4 PARTICIPATION AGREEMENT (PA[1]) Dated as of December __, 2001, among EME HOMER CITY GENERATION L.P., HOMER CITY OL[1] LLC, GENERAL ELECTRIC CAPITAL CORPORATION, WELLS FARGO BANK NORTHWEST, NATIONAL ASSOCIATION, NOT IN ITS INDIVIDUAL...Participation Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers
Contract Type FiledDecember 5th, 2001 Company Industry
Exhibit 10.30 DEBT SERVICE RESERVE LETTER OF CREDIT AND REIMBURSEMENT AGREEMENTDebt Service Reserve Letter of Credit and Reimbursement Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers • New York
Contract Type FiledDecember 5th, 2001 Company Industry Jurisdiction
andIndenture of Trust and Security Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers • Pennsylvania
Contract Type FiledDecember 5th, 2001 Company Industry Jurisdiction
RECITALSAssumption and Release Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers • New York
Contract Type FiledDecember 5th, 2001 Company Industry Jurisdiction
Exhibit 4.6 LEASE SUBORDINATION AGREEMENT dated as of December __, 2001Lease Subordination Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers
Contract Type FiledDecember 5th, 2001 Company Industry
Exhibit 4.3 FACILITY LEASE AGREEMENTFacility Lease Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers • Pennsylvania
Contract Type FiledDecember 5th, 2001 Company Industry Jurisdiction
RECITALSIntercompany Loan Subordination Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers
Contract Type FiledDecember 5th, 2001 Company Industry
Exhibit 4.7 PLEDGE AND COLLATERAL AGREEMENTPledge and Collateral Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers • New York
Contract Type FiledDecember 5th, 2001 Company Industry Jurisdiction
Exhibit 4.5 OWNER LESSOR SUBORDINATION AGREEMENT dated as of December __, 2001Owner Lessor Subordination Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers
Contract Type FiledDecember 5th, 2001 Company Industry
WITNESSETHDesignated Account Representative Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers
Contract Type FiledDecember 5th, 2001 Company Industry
Exhibit 10.31 SUB-ASSIGNMENT AGREEMENT SUB-ASSIGNMENT, dated as of December [_], 2001, between THE BANK OF NEW YORK (as successor to United States Trust Company), not in its individual capacity but solely as Collateral Agent for the Owner Lessors (as...Sub-Assignment Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers • New York
Contract Type FiledDecember 5th, 2001 Company Industry Jurisdiction
Exhibit 10.30.1 Schedule identifying substantially identical agreements to Debt Service Reserve Letter of Credit and Reimbursement Agreement. 1. The Debt Service Reserve Letter of Credit and Reimbursement Agreement, dated as of December __, 2001 by...Debt Service Reserve Letter of Credit and Reimbursement Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers
Contract Type FiledDecember 5th, 2001 Company Industry
Exhibit 10.29 ASSIGNMENT AGREEMENT ASSIGNMENT, dated as of December [_], 2001, between THE BANK OF NEW YORK (as successor to United States Trust Company), not in its individual capacity but solely as Collateral Agent for the Owner Lessors (as defined...Assignment Agreement • December 5th, 2001 • Eme Homer City Generation Lp • Cogeneration services & small power producers • New York
Contract Type FiledDecember 5th, 2001 Company Industry Jurisdiction