0001022728-96-000050 Sample Contracts

EXHIBIT 10.01 PIC LOAN AGREEMENT by and between PANDA FUNDING CORPORATION, as Lender
Loan Agreement • October 18th, 1996 • Panda Interfunding Corp • New York
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PARENT GUARANTY
Guaranty • October 18th, 1996 • Panda Interfunding Corp • New York
EXHIBIT 10.06 SECURITY AGREEMENT Between PANDA CAYMAN INTERFUNDING COMPANY, as Debtor
Security Agreement • October 18th, 1996 • Panda Interfunding Corp • New York
EXHIBIT 10.74 $105,525,000 Panda Funding Corporation 11-5/8% Pooled Project Bonds, Series A due 2012 PURCHASE AGREEMENT
Purchase Agreement • October 18th, 1996 • Panda Interfunding Corp • New York
EXHIBIT 10.46 ASSIGNMENT AGREEMENT
Assignment Agreement • October 18th, 1996 • Panda Interfunding Corp
EXHIBIT 10.04 SECURITY AGREEMENT Between PANDA INTERFUNDING CORPORATION
Security Agreement • October 18th, 1996 • Panda Interfunding Corp • New York
EXHIBIT 10.61 POWER PURCHASE AGREEMENT
Power Purchase Agreement • October 18th, 1996 • Panda Interfunding Corp • Maryland
NOTE
Loan Agreement • October 18th, 1996 • Panda Interfunding Corp

This Note is the Note referred to in the Construction Loan Agreement and Lease Commitment dated as of March 30, 1995 (as amended, supplemented or otherwise modified from time to time, the "Loan Agreement"), between the Borrower, Panda Brandywine Corporation and GE Capital, (b) is subject to the provisions of the Loan Agreement and (c) is subject to mandatory prepayment in whole or in part as provided in the Loan Agreement. Unless otherwise defined herein, capitalized terms used herein shall have the meanings given to such terms in the Loan Agreement.

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Collateral Agency Agreement • October 18th, 1996 • Panda Interfunding Corp • New York
EXHIBIT 10.42 GAS PURCHASE CONTRACT BETWEEN PANDA-ROSEMARY CORPORATION AND NATURAL GAS CLEARINGHOUSE
Gas Purchase Contract • October 18th, 1996 • Panda Interfunding Corp • Texas
By
Guaranty Agreement • October 18th, 1996 • Panda Interfunding Corp • New York
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EXHIBIT 4.04 THIS BOND HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR ANY STATE SECURITIES LAWS, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR...
Bond Agreement • October 18th, 1996 • Panda Interfunding Corp • New York

THIS BOND HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR ANY STATE SECURITIES LAWS, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS, EXCEPT AS SET FORTH IN THE FOLLOWINGS SENTENCE. BY ITS ACQUISITION HEREOF, THE HOLDER (I) REPRESENTS THAT (A) IT IS A "QUALIFIED INSTITUTIONAL BUYER" (AS DEFINED IN RULE 144A UNDER THE SECURITIES ACT) OR (B) IT IS AN INSTITUTIONAL "ACCREDITED INVESTOR" (AS DEFINED IN RULE 501(a)(1), (2), (3) OR (7) UNDER REGULATION D OF THE SECURITIES ACT) (AN "INSTITUTIONAL ACCREDITED INVESTOR") OR (C) IT IS NOT A U.S. PERSON AND IS ACQUIRING THIS BOND IN AN OFFSHORE TRANSACTION, (II) AGREES THAT IT WILL NOT WITHIN THREE YEARS AFTER THE ORIGINAL ISSUANCE OF THIS BOND RESELL OR OTHERWISE TRANSFER THIS BOND EXCEPT (A) TO PANDA FUNDING, (B) INSIDE THE UNITED STATES TO A QUALIFIED INSTITUTIONAL BUYER IN COMPLIANCE WITH RULE 144A UNDER THE SECURITIES AC

EXHIBIT 4.08 SUBROGATION AND CONTRIBUTION AGREEMENT
Subrogation and Contribution Agreement • October 18th, 1996 • Panda Interfunding Corp • New York
FIRST AMENDMENT TO REAL PROPERTY LEASE AND EASEMENT AGREEMENT
Real Property Lease and Easement Agreement • October 18th, 1996 • Panda Interfunding Corp
PRINCIPAL AMOUNT FINAL MATURITY DATE ISSUE DATE INTEREST RATE $ AUGUST 20, 2012 11-5/8%
Global Bond Agreement • October 18th, 1996 • Panda Interfunding Corp

[If a Global Bond - THIS BOND IS A GLOBAL BOND WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE OF A DEPOSITORY OR A SUCCESSOR DEPOSITORY. THIS BOND IS NOT EXCHANGEABLE FOR BONDS REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITORY OR ITS NOMINEE EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER OF THIS BOND (OTHER THAN A TRANSFER OF THIS BOND AS A WHOLE BY THE DEPOSITORY TO A NOMINEE OF THE DEPOSITORY OR BY A NOMINEE OF THE DEPOSITORY TO THE DEPOSITORY OR ANOTHER NOMINEE OF THE DEPOSITORY) MAY BE REGISTERED EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.

COGENERATION ENERGY SUPPLY AGREEMENT BETWEEN PANDA ENERGY CORPORATION AND THE BIBB COMPANY January l1, 1989 INDEX
Cogeneration Energy Supply Agreement • October 18th, 1996 • Panda Interfunding Corp
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