Amendment to Employment AgreementEmployment Agreement • April 16th, 2002 • Cogentrix Energy Inc • Electric services
THIS AMENDMENT (this "Amendment") to the Employment Agreement (the "Employment Agreement") dated as of January 1, 1994 and amended as of February 16, 2001, by and between Cogentrix Energy, Inc. (the "Company"), and Dennis W. Alexander (the "Executive"), is entered into effective as of November 12, 2001.
Amendment to Employment AgreementEmployment Agreement • April 16th, 2002 • Cogentrix Energy Inc • Electric services
THIS AMENDMENT (this "Amendment") to the Employment Agreement (the "Employment Agreement") dated as of May 1, 1997, and amended as of August 14, 2000, February 16, 2001, and September 21, 2001, by and between Cogentrix Energy, Inc. (the "Company"), and Mark F. Miller (the "Executive"), is entered into effective as of November 12, 2001.
SUPPLEMENTAL EQUITY CONTRIBUTION GUARANTEESupplemental Equity Contribution Guarantee • April 16th, 2002 • Cogentrix Energy Inc • Electric services • New York
WHEREAS, the Borrower has entered into an Engineering and Equipment Procurement Agreement dated and effective as of December 22, 2000 (as amended, supplemented or otherwise modified from time to time, the "Procurement Agreement") with NEPCO Power Procurement Company (as assignee of NEPCO Procurement Company, a division of Enron Equipment Procurement Company, pursuant to an Assignment Agreement, dated as of December 1, 2001), a Delaware corporation ("Supplier"), and a Construction Agreement dated and effective as of December 22, 2000 (as amended, supplemented or otherwise modified from time to time, the "Construction Agreement"; together with the Procurement Agreement, the "EPC Agreements") with National Energy Production Corporation, a Delaware corporation ("Construction Contractor"; together with Supplier, the "Contractor Entities", and each, a "Contractor Entity"); WHEREAS, the Contractor Entities and the Borrower are also parties to a Coordination Agreement dated as of December
AMENDMENT NO. 2 TO BARGE TRANSPORTATION AGREEMENTBarge Transportation Agreement • April 16th, 2002 • Cogentrix Energy Inc • Electric services
THIS AMENDMENT NO. 2 (the "Amendment") is made, entered into and effective as of January 1, 2002 and amends that certain Barge Transportation Contract dated December 23, 1986, as amended, between COGENTRIX VIRGINIA LEASING CORPORATION and McALLISTER TOWING AND TRANSPORTATION, INC. (f/n/a McALLISTER BROTHERS, INC.).
LIMITED WAIVER AGREEMENTLimited Waiver Agreement • April 16th, 2002 • Cogentrix Energy Inc • Electric services
THIS LIMITED WAIVER AGREEMENT is made and entered into as of this 23rd day of January, 2002, by and between COGENTRIX ENERGY, INC., a North Carolina corporation (the "Corporation"), and DENNIS W. ALEXANDER (the "Executive").
LIMITED WAIVER AGREEMENTLimited Waiver Agreement • April 16th, 2002 • Cogentrix Energy Inc • Electric services
THIS LIMITED WAIVER AGREEMENT is made and entered into as of this 23rd day of January, 2002, by and between COGENTRIX ENERGY, INC., a North Carolina corporation (the "Corporation"), and JAMES R. PAGANO (the "Executive").
LIMITED WAIVER AGREEMENTLimited Waiver Agreement • April 16th, 2002 • Cogentrix Energy Inc • Electric services
The Corporation and the Executive are parties to an Executive Employment Agreement, dated as of February 16, 2001, as amended (the "Employment Agreement"), covering the terms and conditions of the Executive's employment with the Corporation. The Executive is also a participant in the Cogentrix Energy, Inc. Select Management Committee Members Transaction Bonus Program established by the Corporation effective September 1, 2001 (the "Program"). Subject to the execution and delivery of this Limited Waiver Agreement, the Corporation shall pay a performance bonus to the Executive in the amount of two hundred fifty thousand dollars ($250,000) for 2001 (the "2001 Performance Bonus"). The Corporation and the Executive desire to limit the consideration of the 2001 Performance Bonus under certain provisions of the Employment Agreement and the Program, as set forth below. NOW, THEREFORE, in consideration of the foregoing and the mutual agreements herein contained, the parties hereto agree as
EPC GUARANTEEGuarantee • April 16th, 2002 • Cogentrix Energy Inc • Electric services • New York
GUARANTEE (this "Guarantee"), dated as of December 31, 2001, made by COGENTRIX ENERGY, INC., a North Carolina corporation (the "Guarantor"), in favor of: (i) CALEDONIA GENERATING, LLC (the "Borrower"); (ii) WILMINGTON TRUST COMPANY (as successor to First Union National Bank), as security agent (in such capacity, the "Security Agent") for General Electric Capital Corporation, as letter of credit provider (the "Letter of Credit Provider"), General Electric Capital Corporation and the other banks and financial institutions ("Lenders") parties to the Loan and Reimbursement Agreement, dated as of July 20, 2001 (as amended, supplemented or otherwise modified from time to time, the "Loan Agreement"), among the Borrower, the Letter of Credit Provider, the Lenders and General Electric Capital Corporation, as administrative agent (in such capacity, the "Administrative Agent"); and (iii) the Administrative Agent.
ASSIGNMENT & ASSUMPTION OF TENANT LEASEHOLD INTERESTAssignment & Assumption of Tenant Leasehold Interest • April 16th, 2002 • Cogentrix Energy Inc • Electric services
This ASSIGNMENT & ASSUMPTION OF TENANT LEASEHOLD INTEREST (this "Assignment") is made and entered into effective as of 11:59 p.m. on the 31st day of October, 2001 by and between EQUIPMENT LEASING PARTNERS, a North Carolina general partnership ("Assignor"), and COGENTRIX ENERGY, INC., a North Carolina corporation ("Assignee").
THIRD AMENDMENT TO COAL SALES AGREEMENTCoal Sales Agreement • April 16th, 2002 • Cogentrix Energy Inc • Electric services
THIS THIRD AMENDMENT TO COAL SALES AGREEMENT ("Amendment") is made, entered into and effective as of the first day of January, 2002 to amend that certain Coal Sales Agreement dated as of December 15, 1986, as amended by First Amendment dated as of September 29, 1995 and Second Amendment dated as of April 20, 1999, between ARCH COAL SALES COMPANY, a Delaware corporation ("Seller") and COGENTRIX VIRGINIA LEASING CORPORATION, a Virginia corporation ("Buyer").
