EXHIBIT 1.1 CEDAR BRAKES I, L.L.C. 8.50% SENIOR SECURED BONDS DUE FEBRUARY 15, 2014 PURCHASE AGREEMENTPurchase Agreement • November 28th, 2000 • Cedar Brakes I LLC • New York
Contract Type FiledNovember 28th, 2000 Company Jurisdiction
ADMINISTRATIVE SERVICES AGREEMENT BETWEEN EL PASO MERCHANT ENERGY L.P. AND CEDAR BRAKES I, L.L.C.Administrative Services Agreement • November 28th, 2000 • Cedar Brakes I LLC • New York
Contract Type FiledNovember 28th, 2000 Company Jurisdiction
WITNESSETH:Limited Liability Company Agreement • November 28th, 2000 • Cedar Brakes I LLC • Delaware
Contract Type FiledNovember 28th, 2000 Company Jurisdiction
1 EXHIBIT 4.9 REGISTRATION RIGHTS AGREEMENT DATED AS OF SEPTEMBER 20, 2000 BY AND BETWEEN CEDAR BRAKES I, L.L.C.Registration Rights Agreement • November 28th, 2000 • Cedar Brakes I LLC • New York
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CEDAR BRAKES I, L.L.C., Issuer, andGuaranty Agreement • November 28th, 2000 • Cedar Brakes I LLC • New York
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EXHIBIT 99.7 BANKERS TRUST COMPANY EXCHANGE AGENT AGREEMENT November [___], 2000 Bankers Trust Company Corporate Trust and Agency Group Four Albany Street, 4th Floor New York, NY 10006 Attention: Corporate Market Services Ladies and Gentlemen: Cedar...Cedar Brakes I LLC • November 28th, 2000 • New York
Company FiledNovember 28th, 2000 Jurisdiction
EXHIBIT 3.2 AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF CEDAR BRAKES I, L.L.C. A DELAWARE LIMITED LIABILITY COMPANYLimited Liability Company Agreement • November 28th, 2000 • Cedar Brakes I LLC • Delaware
Contract Type FiledNovember 28th, 2000 Company Jurisdiction
WITNESSETH:First Supplemental Indenture • November 28th, 2000 • Cedar Brakes I LLC • New York
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GUARANTYGuaranty • November 28th, 2000 • Cedar Brakes I LLC • New York
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FACE OF BOND] CEDAR BRAKES I, L.L.C. 8.50% Senior Secured Bond Due 2014Cedar Brakes I LLC • November 28th, 2000 • New York
Company FiledNovember 28th, 2000 Jurisdiction
1 EXHIBIT 10.1 AMENDED AND RESTATED POWER PURCHASE AGREEMENTPower Purchase Agreement • November 28th, 2000 • Cedar Brakes I LLC • New Jersey
Contract Type FiledNovember 28th, 2000 Company Jurisdiction
EXHIBIT 4.4 ASSIGNMENT AND SECURITY AGREEMENTAssignment and Security Agreement • November 28th, 2000 • Cedar Brakes I LLC • New York
Contract Type FiledNovember 28th, 2000 Company Jurisdiction
EXHIBIT 4.8 CONSENT AND AGREEMENT CONSENT AND AGREEMENT, dated as of September 26, 2000 (this "Consent and Agreement"), among Public Service Electric and Gas Company, a New Jersey corporation ("PSE&G"), (the "Consenting Party"), Cedar Brakes I,...Consent and Agreement • November 28th, 2000 • Cedar Brakes I LLC • New York
Contract Type FiledNovember 28th, 2000 Company Jurisdiction
EXHIBIT 4.7 CONSENT AND AGREEMENT CONSENT AND AGREEMENT, dated as of September 26, 2000 (this "Consent and Agreement"), among El Paso Merchant Energy, L.P., a limited partnership organized and existing under the laws of the State of Delaware, (the...Consent and Agreement • November 28th, 2000 • Cedar Brakes I LLC • New York
Contract Type FiledNovember 28th, 2000 Company Jurisdiction
1 EXHIBIT 4.5 ACCOUNTS CONTROL AGREEMENT This ACCOUNTS CONTROL AGREEMENT (this "Agreement") dated as of September 26, 2000 among Cedar Brakes I, L.L.C., a limited liability company organized and existing under the laws of the State of Delaware (the...Accounts Control Agreement • November 28th, 2000 • Cedar Brakes I LLC • New York
Contract Type FiledNovember 28th, 2000 Company Jurisdiction
EXHIBIT 4.6 CONSENT AND AGREEMENT CONSENT AND AGREEMENT, dated as of September 26, 2000 (this "Consent and Agreement"), among El Paso Energy Corporation, a corporation organized and existing under the laws of the State of Delaware, (the "Consenting...Consent and Agreement • November 28th, 2000 • Cedar Brakes I LLC • New York
Contract Type FiledNovember 28th, 2000 Company Jurisdiction
BETWEENPower Services Agreement • November 28th, 2000 • Cedar Brakes I LLC • New Jersey
Contract Type FiledNovember 28th, 2000 Company Jurisdiction