0001104659-10-004950 Sample Contracts

PURCHASE AGREEMENT dated as of February 4, 2010 between GSS Holdings (BGE Utility), Inc., as Purchaser, and RF HoldCo LLC, as Seller
Purchase Agreement • February 4th, 2010 • Constellation Energy Group Inc • Electric services • Delaware

This PURCHASE AGREEMENT (this “Agreement”), dated as of February 4, 2010, is made by and between RF HOLDCO LLC, a Delaware limited liability company (the “Seller”) and GSS HOLDINGS (BGE UTILITY), INC., a Delaware corporation (the “Purchaser”).

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OPERATING AGREEMENT OF RF HOLDCO LLC
Operating Agreement • February 4th, 2010 • Constellation Energy Group Inc • Electric services • Delaware

THIS OPERATING AGREEMENT (this “Agreement”), dated as of February 4, 2010, is made and entered into by and among CONSTELLATION ENERGY GROUP, INC., a Maryland corporation (the “Class A Member”), RF HOLDCO LLC, a Delaware limited liability company (the “Company”), and GSS HOLDINGS (BGE UTILITY), INC., a Delaware corporation (the “Class B Member” and collectively with the Class A Member, the “Members”).

CONTRIBUTION AGREEMENT dated as of February 4, 2010 among Constellation Energy Group Inc., Baltimore Gas and Electric Company, and RF HoldCo LLC
Contribution Agreement • February 4th, 2010 • Constellation Energy Group Inc • Electric services • Maryland

THIS CONTRIBUTION AGREEMENT (this “Agreement”) is made as of February 4, 2010 by and among Constellation Energy Group Inc., a Maryland corporation (“Constellation”), Baltimore Gas and Electric Company, a Maryland corporation (“BGE”), and RF HoldCo LLC, a Delaware limited liability company (“HoldCo). Each of Constellation, BGE and HoldCo are referred to herein as a “Party,” and collectively as the “Parties.”

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