0000950129-09-000685 Sample Contracts

CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • March 2nd, 2009 • Reliant Energy Inc • Electric services • Texas

This Change in Control Agreement (“Agreement”) is by and between Reliant Energy, Inc. (the “Company”), Reliant Energy Corporate Services, LLC (the “Employer”), and [NAME] (“Executive”).

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February 28, 2009 Merrill Lynch Commodities, Inc. 20 East Greenway Plaza, Suite 700 Houston, Texas 77046 Attn.: Legal Department Merrill Lynch & Co, Inc. 4 World Financial Center New York, New York 10038 Attention: Office of General Counsel Re:...
Reliant Energy Inc • March 2nd, 2009 • Electric services

Reference is made to the Credit Sleeve and Reimbursement Agreement dated as of September 24, 2006, as amended and restated as of August 1, 2007 (as amended to date, the “CSRA”), by and among Reliant Energy Power Supply, LLC, the Other Reliant Retail Obligors parties thereto, Merrill Lynch Commodities, Inc., and Merrill Lynch & Co., Inc., the defined terms of which are used herein unless otherwise defined herein.

GUARANTEE
Guarantee • March 2nd, 2009 • Reliant Energy Inc • Electric services • New York

GUARANTEE, dated as of February 28, 2009 (this “Guarantee”), by NRG Energy, Inc., a Delaware corporation (the “Guarantor”), in favor of Reliant Energy, Inc., a Delaware corporation (the “Guaranteed Party” and together with the Guarantor, the “Parties”, and each a “Party”). Capitalized terms used but not defined herein shall have the meaning ascribed to them in the Purchase Agreement (as hereinafter defined).

LLC MEMBERSHIP INTEREST PURCHASE AGREEMENT by and between RELIANT ENERGY, INC. and NRG RETAIL LLC Dated as of February 28, 2009
Membership Interest Purchase Agreement • March 2nd, 2009 • Reliant Energy Inc • Electric services • New York

THIS LLC MEMBERSHIP INTEREST PURCHASE AGREEMENT, dated as of February 28, 2009 (this “Agreement ”), is entered into by and between Reliant Energy, Inc., a Delaware corporation (the “Seller ”), and NRG Retail LLC, a Delaware limited liability company (the “Purchaser ”).

CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • March 2nd, 2009 • Reliant Energy Inc • Electric services • Texas

This Change in Control Agreement (“Agreement”) is by and between Reliant Energy, Inc. (the “Company”), Reliant Energy Corporate Services, LLC (the “Employer”), and [NAME] (“Executive”).

AGREEMENT REGARDING PROSECUTION OF LITIGATION
Agreement Regarding Prosecution of Litigation • March 2nd, 2009 • Reliant Energy Inc • Electric services • New York

This Agreement Regarding Prosecution of Litigation is entered into on February 28, 2009 by and among Merrill Lynch Commodities, Inc. (“MLCI”) and Merrill Lynch & Co., Inc. (“ML&C” and, collectively with MLCI, “Plaintiffs”) and Reliant Energy Power Supply, LLC, RERH Holdings, LLC, Reliant Energy Retail Holdings, LLC, Reliant Energy Retail Services, LLC, RE Retail Receivables, LLC, and Reliant Energy Solutions East, LLC (collectively, “Defendants”), regarding the prosecution and defense of the lawsuit styled Merrill Lynch Commodities, Inc. and Merrill Lynch & Co., Inc., plaintiffs, against Reliant Energy Power Supply, LLC, RERH Holdings, LLC, Reliant Energy Retail Holdings, LLC, Reliant Energy Retail Services, LLC, RE Retail Receivables, LLC, and Reliant Energy Solutions East, LLC, defendants, pending in the Supreme Court of the State of New York, County of New York under Index Number 603820/2008 (the “Litigation”).

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