EXHIBIT 4.6 (a) PARTICIPATION AGREEMENTParticipation Agreement • May 25th, 2001 • Mirant Mid Atlantic LLC • Electric services
ARTICLE IAdministrative Services Agreement • May 25th, 2001 • Mirant Mid Atlantic LLC • Electric services • Georgia
THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (the "Assignment Agreement") dated -------------------- as of December 19, 2000 by and among SOUTHERN ENERGY MID- ATLANTIC, LLC, a Delaware limited liability company ("SEMA"), and MORGANTOWN OL1 LLC, MORGANTOWN...Assignment and Assumption Agreement • May 25th, 2001 • Mirant Mid Atlantic LLC • Electric services • New York
EXHIBIT 3.4 SECOND AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT THIS SECOND AMENDMENT (the "Amendment") to the Limited Liability Company Agreement of Mirant Mid-Atlantic, LLC (f/k/a Southern Energy Mid-Atlantic, LLC) (the "Company") dated July 12,...Limited Liability Company Agreement • May 25th, 2001 • Mirant Mid Atlantic LLC • Electric services • Delaware
Southern Energy Mid-Atlantic, LLC, a Delaware limited liability company (the "Company") an indirect wholly-owned subsidiary of Southern Energy, ------- Inc., a Delaware corporation ("SEI"), proposes, subject to the terms and conditions stated in a...Mirant Mid Atlantic LLC • May 25th, 2001 • Electric services • New York
RECITALSAgency Agreement • May 25th, 2001 • Mirant Mid Atlantic LLC • Electric services • New York
EXHIBIT 10.7(a) FACILITY SITE SUBLEASE AGREEMENTSublease Agreement • May 25th, 2001 • Mirant Mid Atlantic LLC • Electric services • New York
AMENDMENT NO. 1 TOAsset Purchase and Sale Agreement • May 25th, 2001 • Mirant Mid Atlantic LLC • Electric services • District of Columbia
Morgantown OL1 LLC (herein called the "Owner Lessor", ------------ which term includes any successor person under the Indenture hereinafter referred to), a Delaware limited liability company and wholly owned subsidiary of SEMA OP1 LLC, a Delaware...Mirant Mid Atlantic LLC • May 25th, 2001 • Electric services
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE TRANSFERRED, SOLD OR OTHERWISE DISPOSED OF EXCEPT WHILE SUCH A REGISTRATION IS IN EFFECT OR PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER SAID ACT
EXHIBIT 10.2(a) INTERCONNECTION AGREEMENTInterconnection Agreement • May 25th, 2001 • Mirant Mid Atlantic LLC • Electric services • Maryland
EXHIBIT 3.3 FIRST AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT THIS FIRST AMENDMENT (the "Amendment") to the Limited Liability Company Agreement of Southern Energy Mid-Atlantic, LLC (the "Company") dated July 12, 2000 (the "Agreement") is made and...Limited Liability Company Agreement • May 25th, 2001 • Mirant Mid Atlantic LLC • Electric services • Delaware
EXHIBIT 10.12 CAPITAL CONTRIBUTION AGREEMENTCapital Contribution Agreement • May 25th, 2001 • Mirant Mid Atlantic LLC • Electric services • New York
EXHIBIT 4.7(a) FACILITY LEASE AGREEMENTFacility Lease Agreement • May 25th, 2001 • Mirant Mid Atlantic LLC • Electric services • New York
GUARANTYParticipation Agreement • May 25th, 2001 • Mirant Mid Atlantic LLC • Electric services • New York
POWER STATION SITE LOCATED IN CHARLES COUNTY MARYLAND ____________________________________________________________________Shared Facilities Agreement • May 25th, 2001 • Mirant Mid Atlantic LLC • Electric services • Maryland
RECITALSServices and Risk Management Agreement • May 25th, 2001 • Mirant Mid Atlantic LLC • Electric services • New York
The Facility Lessee has entered into a Registration Rights Agreement dated December 18, 2000 (as the same may from time to time be amended, amended and restated, supplemented or otherwise modified in accordance with the terms thereof and, where...Mirant Mid Atlantic LLC • May 25th, 2001 • Electric services
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE TRANSFERRED, SOLD OR OTHERWISE DISPOSED OF EXCEPT WHILE SUCH A REGISTRATION IS IN EFFECT OR PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER SAID ACT
EXHIBIT 10.17(a) Dickerson Base-Load Units 1, 2 and 3 Coal-Fired Electric Generating Units Ownership & Operation Agreement Dickerson OL1 LLC, Dickerson OL2 LLC, Dickerson OL3 LLC, Dickerson OL4 LLC, and Southern Energy Mid- Atlantic, LLC December 19,...Ownership and Operation Agreement • May 25th, 2001 • Mirant Mid Atlantic LLC • Electric services • Maryland
COVER SHEET -----------Master Power Purchase and Sale Agreement • May 25th, 2001 • Mirant Mid Atlantic LLC • Electric services
EXHIBIT 4.8(a) FACILITY LEASE AGREEMENTFacility Lease Agreement • May 25th, 2001 • Mirant Mid Atlantic LLC • Electric services • New York
EXHIBIT 10.5(a) FACILITY SITE LEASE AND EASEMENT AGREEMENTLease and Easement Agreement • May 25th, 2001 • Mirant Mid Atlantic LLC • Electric services • New York
The Facility Lessee has entered into a Registration Rights Agreement dated December 18, 2000 (as the same may from time to time be amended, amended and restated, supplemented or otherwise modified in accordance with the terms thereof and, where...Mirant Mid Atlantic LLC • May 25th, 2001 • Electric services
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE TRANSFERRED, SOLD OR OTHERWISE DISPOSED OF EXCEPT WHILE SUCH A REGISTRATION IS IN EFFECT OR PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER SAID ACT
andTrust Agreement • May 25th, 2001 • Mirant Mid Atlantic LLC • Electric services • New York
Exhibit 10.7(b) Facility Site Sublease Agreement (Dickerson L2) between Southern Energy Mid- Atlantic, LLC and Dickerson OL2 LLC dated as of December 19, 2000 Facility Site Sublease Agreement (Dickerson L3) between Southern Energy Mid- Atlantic, LLC...Mirant Mid Atlantic LLC • May 25th, 2001 • Electric services
Facility Site Sublease Agreement (Dickerson L2) between Southern Energy Mid- Atlantic, LLC and Dickerson OL2 LLC dated as of December 19, 2000
Exhibit 10.3(b) Easement, License and Attachment Agreement (Morgantown) between Potomac Electric Power Company, Southern Energy Mid-Atlantic, LLC and Southern Energy Piney Point, LLC dated as of December 19, 2000 Easement, License and Attachment...Mirant Mid Atlantic LLC • May 25th, 2001 • Electric services
Easement, License and Attachment Agreement (Morgantown) between Potomac Electric Power Company, Southern Energy Mid-Atlantic, LLC and Southern Energy Piney Point, LLC dated as of December 19, 2000
Exhibit 10.9(b) Amended and Restated Services and Risk Management Agreement between Mirant Chalk Point, LLC and Mirant Americas Energy Marketing, LP dated as of March 30, 2001Mirant Mid Atlantic LLC • May 25th, 2001 • Electric services
Amended and Restated Services and Risk Management Agreement between Mirant Chalk Point, LLC and Mirant Americas Energy Marketing, LP dated as of March 30, 2001
Exhibit 10.6(b) Facility Site Lease Agreement (Morgantown L2) between Southern Energy Mid- Atlantic, LLC, Morgantown OL2 LLC and Southern Energy MD Ash Management, LLC dated as of December 19, 2000 Facility Site Lease Agreement (Morgantown L3) between...Lease Agreement • May 25th, 2001 • Mirant Mid Atlantic LLC • Electric services
Facility Site Lease Agreement (Morgantown L2) between Southern Energy Mid- Atlantic, LLC, Morgantown OL2 LLC and Southern Energy MD Ash Management, LLC dated as of December 19, 2000
Exhibit 4.4(b) Pass Through Trust Agreement B between Southern Energy Mid- Atlantic, LLC and State Street Bank and Trust Company of Connecticut, National Association, as Pass Through Trustee dated as of December 19, 2000 Pass Through Trust Agreement C...Mirant Mid Atlantic LLC • May 25th, 2001 • Electric services
Pass Through Trust Agreement B between Southern Energy Mid-Atlantic, LLC and State Street Bank and Trust Company of Connecticut, National Association, as Pass Through Trustee dated as of December 19, 2000
EXHIBIT 10.10(b) Master Power Purchase and Sale Agreement between Southern Energy Chalk Point, LLC and Southern Company Energy Marketing L.P. dated as of December 18, 2000Mirant Mid Atlantic LLC • May 25th, 2001 • Electric services
Master Power Purchase and Sale Agreement between Southern Energy Chalk Point, LLC and Southern Company Energy Marketing L.P. dated as of December 18, 2000
Exhibit 10.8(b) Facility Site Sublease Agreement (Morgantown L2) between Southern Energy Mid- Atlantic, LLC and Morgantown OL2 LLC dated as of December 19, 2000 Facility Site Sublease Agreement (Morgantown L3) between Southern Energy Mid- Atlantic,...Mirant Mid Atlantic LLC • May 25th, 2001 • Electric services
Facility Site Sublease Agreement (Morgantown L2) between Southern Energy Mid- Atlantic, LLC and Morgantown OL2 LLC dated as of December 19, 2000
The Facility Lessee has entered into a Registration Rights Agreement dated December 18, 2000 (as the same may from time to time be amended, amended and restated, supplemented or otherwise modified in accordance with the terms thereof and, where...Mirant Mid Atlantic LLC • May 25th, 2001 • Electric services
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. AND MAY NOT BE TRANSFERRED, SOLD OR OTHERWISE DISPOSED OF EXCEPT WHILE SUCH A REGISTRATION IS IN EFFECT OR PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER. SAID ACT
Exhibit 10.4(b) Bill of Sale (Chalk Point Station not including the Combustion Turbines) between Potomac Electric Power Company and Southern Energy Chalk Point, LLC dated as of December 19, 2000 Bill of Sale (Faulkner, Brandywine and Westland) between...Mirant Mid Atlantic LLC • May 25th, 2001 • Electric services
Bill of Sale (Chalk Point Station not including the Combustion Turbines) between Potomac Electric Power Company and Southern Energy Chalk Point, LLC dated as of December 19, 2000
BILL OF SALE ------------Mirant Mid Atlantic LLC • May 25th, 2001 • Electric services • District of Columbia
Exhibit 4.5(b) Participation Agreement (Dickerson L2) among Southern Energy Mid-Atlantic, LLC, as Lessee, Dickerson OL2 LLC, as Owner Lessor, Wilmington Trust Company, as Owner Manager, SEMA OP6, as Owner Participant and State Street Bank and Trust...Participation Agreement • May 25th, 2001 • Mirant Mid Atlantic LLC • Electric services
Participation Agreement (Dickerson L2) among Southern Energy Mid-Atlantic, LLC, as Lessee, Dickerson OL2 LLC, as Owner Lessor, Wilmington Trust Company, as Owner Manager, SEMA OP6, as Owner Participant and State Street Bank and Trust Company of Connecticut, National Association, as Lease Indenture Trustee and as Pass Through Trustee, dated as of December 18, 2000
Exhibit 4.10(b) Indenture of Trust, Mortgage and Security Agreement (Morgantown L2) between Morgantown OL2 LLC, as Owner Lessor, and State Street Bank and Trust Company of Connecticut, National Association, as Lease Indenture Trustee, dated as of...Mirant Mid Atlantic LLC • May 25th, 2001 • Electric services
Indenture of Trust, Mortgage and Security Agreement (Morgantown L2) between Morgantown OL2 LLC, as Owner Lessor, and State Street Bank and Trust Company of Connecticut, National Association, as Lease Indenture Trustee, dated as of December 19, 2000
