SETTLEMENT AGREEMENTSettlement Agreement • September 30th, 2003 • Xcel Energy Inc • Electric & other services combined • New York
This Settlement Agreement (this “Agreement”) is entered into as of , 2003 by and among (1) Xcel Energy Inc., a Minnesota corporation (“Xcel”), (2) NRG Energy, Inc., a Delaware corporation (“NRG”), on behalf of itself and each of its direct and indirect majority-owned subsidiaries (the “NRG Subsidiaries,” and together with NRG, the “NRG Entities”), and (3) each of the NRG Subsidiaries listed as signatories to this Agreement (Xcel and the NRG Entities are collectively referred to herein as the “Parties”).
FORM OF TAX MATTERS AGREEMENT BY AND AMONG XCEL ENERGY INC. AND ITS AFFILIATED COMPANIES AND NRG ENERGY, INC. AND ITS AFFILIATED COMPANIESTax Matters Agreement • September 30th, 2003 • Xcel Energy Inc • Electric & other services combined • Delaware
THIS TAX MATTERS AGREEMENT (this “Agreement”) is made as of , 2003 by and among Xcel Energy Inc., a registered public utility holding company (“Xcel”), and the Xcel subsidiaries whose names are set forth on the signature pages of this Agreement (the “Xcel Affiliated Companies” and, together with Xcel, the “Xcel Group”), and NRG Energy, Inc., a Delaware corporation and an indirect, wholly-owned subsidiary of Xcel (“NRG”), and the NRG subsidiaries whose names are set forth on the signature pages of this Agreement (the “NRG Affiliated Companies” and, together with NRG, the “NRG Group”; for the avoidance of doubt, the Xcel Group and the Xcel Affiliated Companies shall not include any member of the NRG Group).
EMPLOYEE MATTERS AGREEMENTEmployee Matters Agreement • September 30th, 2003 • Xcel Energy Inc • Electric & other services combined • Minnesota
THIS EMPLOYEE MATTERS AGREEMENT (this “Agreement”) is entered into as of , 2003, between Xcel Energy Inc. (“Xcel”), a Minnesota corporation, and NRG Energy, Inc. (“NRG”), a Delaware corporation.
SEPARATE BANK SETTLEMENT GROUP RELEASE AGREEMENTSeparate Bank Settlement Group Release Agreement • September 30th, 2003 • Xcel Energy Inc • Electric & other services combined • New York
This Separate Bank Settlement Group Release Agreement (this “Release”) is made as of the Confirmation Date (defined below) by and among (i) each of the lenders party to the NRG Unsecured Revolver Agreement, the NRG Letter of Credit Facility, and the NRG FinCo Secured Revolver Agreement, each as defined below (collectively, the “Releasors”) for themselves and their respective successors; assigns; Transferees (as defined below); and current and former officers, directors, agents, and employees, in each case in their capacity as such, and any other person or entity that could initiate or continue litigation, arbitrations or proceedings on behalf of any of the foregoing parties, and (ii) Xcel Energy Inc. (“Xcel” and together with the Releasors, the “Parties”). For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties hereby covenant and agree as follows.
RELEASED-BASED AMOUNT AGREEMENTReleased-Based Amount Agreement • September 30th, 2003 • Xcel Energy Inc • Electric & other services combined • New York
This Agreement, is made and entered into as of , 2003, by and among (i) Xcel Energy Inc., a Minnesota corporation (“Xcel”) and (ii) NRG Energy, Inc., a Delaware corporation (“NRG” and together with Xcel, the “Parties”).
