MEMBERSHIP INTEREST PURCHASE AGREEMENT by and among Elwood Expansion Holdings, LLC, Elwood Energy Holdings, LLC, Elwood Energy Holdings II, LLC, and Tomcat Power, LLC, as the Sellers, and J-POWER USA Development Co., Ltd., as the PurchaserMembership Interest Purchase Agreement • August 4th, 2016 • Dynegy Inc. • Electric services • Delaware
This MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”) is dated as of August 3, 2016, and is by and among Elwood Expansion Holdings, LLC, a Delaware limited liability company (the “Expansion Seller”), Elwood Energy Holdings, LLC, a Delaware limited liability company (the “Elwood Seller I”), Tomcat Power, LLC, a Delaware limited liability company (the “O&M Seller”), Elwood Energy Holdings II, LLC, a Delaware limited liability company (the “Elwood Seller II,” together with the Expansion Seller, the Elwood Seller I and the O&M Seller, the “Tier One Sellers” or the “Sellers”), and J-POWER USA Development Co., Ltd., a Delaware corporation (the “Purchaser”). Each of the Expansion Seller, the Elwood Seller I, the O&M Seller, the Elwood Seller II and the Purchaser is, individually, a “Party,” and, collectively, they are referred to as the “Parties.”
GUARANTYGuaranty • August 4th, 2016 • Dynegy Inc. • Electric services • New York
This Guaranty (as amended, restated, supplemented or otherwise modified from time to time, this “Guaranty”) dated as of August 3, 2016 is made by Dynegy Inc., a Delaware corporation (“Guarantor”) in favor of J-POWER USA Development Co., Ltd., a Delaware corporation (“Beneficiary”)
