0001143068-03-000130 Sample Contracts

City of Burlington, Kansas and Kansas City Power & Light Company Equipment Sublease Agreement Dated as of December 1, 1993
Equipment Sublease Agreement • May 1st, 2003 • Great Plains Energy Inc • Electric services • Kansas

This Equipment Sublease Agreement (this "Sublease"), made and entered into as of December 1, 1993, by and between the City of Burlington, Kansas, a municipal corporation organized and existing under the laws of the State of Kansas (the "Issuer"), and Kansas City Power & Light Company, a Missouri corporation duly qualified and admitted to do business in the State of Kansas (the "Company").

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AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF CUSTOM ENERGY, L.L.C.
Limited Liability Company Agreement • May 1st, 2003 • Great Plains Energy Inc • Electric services • Delaware

THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT ("LLC Agreement"), is made and entered into this 26th day of July, 2002, by and between KLT Energy Services Inc., a Missouri corporation ("KLT"), and MTB Energy, Inc., a Missouri corporation ("MTB") (KLT and MTB are each hereinafter referred to individually as a "Member" and collectively as the "Members").

AMENDMENT NO. 1 TO THE SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF CUSTOM ENERGY HOLDINGS, L.L.C.
Limited Liability Company Agreement • May 1st, 2003 • Great Plains Energy Inc • Electric services

This Amendment No. 1 (this "Amendment") to the Second Amended and Restated Limited Liability Company Agreement of Custom Energy Holdings, L.L.C., dated as of July 26, 2002, (the "LLC Agreement") is made and entered into this 25th day of March, 2003, by and among SE Holdings, L.L.C., a Delaware limited liability company ("Holdings"), Innovative Energy Consultants Inc., a Missouri corporation ("IEC"), and KLT Energy Services Inc., a Missouri corporation ("KLT" and, together with Holdings and IEC, the "Members"), but shall be effective as January 3, 2003.

AMENDMENT NO. 2 TO THE AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF STRATEGIC ENERGY, L.L.C.
Limited Liability Company Agreement • May 1st, 2003 • Great Plains Energy Inc • Electric services

This Amendment No. 2 (this "Amendment") to the Amended and Restated Limited Liability Company Agreement of Strategic Energy, L.L.C. dated as of December 31, 1999, as amended by Amendment No. 1 to the Amended and Restated Limited Liability Company Agreement of Strategic Energy, L.L.C. dated April 27, 2001 (collectively, the "LLC Agreement") is made and entered into as of this 25th day of March, 2003, by and between Custom Energy Holdings, L.L.C., a Delaware limited liability company ("CE" or the "Member") and Strategic Energy, L.L.C., a Delaware limited liability company (the "Company"), but shall be effective as January 3, 2003.

City of LaCygne, Kansas and Kansas City Power & Light Company Equipment Sublease Agreement Dated as of February 1, 1994
Equipment Sublease Agreement • May 1st, 2003 • Great Plains Energy Inc • Electric services • Kansas

This Equipment Sublease Agreement (this "Sublease"), made and entered into as of February 1, 1994, by and between the City of LaCygne, Kansas, a municipal corporation organized and existing under the laws of the State of Kansas (the "Issuer"), and Kansas City Power & Light Company, a Missouri corporation duly qualified and admitted to do business in the State of Kansas (the "Company").

STATE TAX RETURN ADDENDUM TO TAX ALLOCATION AGREEMENT AMONG GREAT PLAINS ENERGY INCORPORATED AND SUBSIDIARIES
Tax Allocation Agreement • May 1st, 2003 • Great Plains Energy Inc • Electric services

This State Tax Return Addendum to Tax Allocation Agreement (the "Addendum") is made effective as of October 1, 2001, by and among Great Plains Energy Incorporated ("GPE"), Great Plains Energy Services Incorporated, Kansas City Power & Light Company, Great Plains Power Incorporated, Home Service Solutions Inc., Worry Free Services, Inc., KLT Inc., KLT Investments Inc., KLT Investments II Inc., KLT Energy Services Inc., KLT Gas Inc., KLT Telecom Inc., FAR Gas Acquisitions Corporation, KLT Gas Operating Company, Kansas City Power & Light Receivables Company and Innovative Energy Consultants Inc. (collectively, the "members of the GPE Group" or "GPE Group" and individually "member of the GPE Group" or "GPE member"), and R. S. Andrews Enterprises, Inc., RSA Services Termite & Pest Control, Inc., R. S. Andrews Enterprises of Charleston, Inc., R. S. Andrews Enterprises of Dallas, Inc., R. S. Andrews Enterprises of Kansas, Inc., R. S. Andrews Enterprises of South Carolina, Inc., R. S. Andrews

SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF CUSTOM ENERGY HOLDINGS, L.L.C.
Limited Liability Company Agreement • May 1st, 2003 • Great Plains Energy Inc • Electric services • Delaware

THIS LIMITED LIABILITY COMPANY AGREEMENT ("LLC Agreement"), is made and entered into as of the 26th day of July, 2002, by and between KLT Energy Services Inc., a Missouri corporation ("KLT"), Environmental Lighting Concepts, Inc., a Minnesota corporation ("ELC") and SE Holdings, L.L.C., a Delaware limited liability company ("Holdings") (KLT, ELC and Holdings are each hereinafter referred to as a "Member").

LIMITED LIABILITY COMPANY AGREEMENT OF CUSTOM ENERGY/M & E SALES, L.L.C. Dated March 19, 1998
Limited Liability Company Agreement • May 1st, 2003 • Great Plains Energy Inc • Electric services • Maryland

THIS LIMITED LIABILITY COMPANY AGREEMENT ("LLC Agreement"), is made and entered into to be effective as of the 19 day of March, 1998, by and between Custom Energy, L.L.C., a Delaware limited liability company ("Custom Energy") and Machinery & Equipment Sales, Inc., a Maryland corporation ("M&E Sales") (Custom Energy and M&E Sales shall each hereinafter be referred to as a "Member" or collectively as "Members").

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