0001143068-06-000082 Sample Contracts

250,000,000 Kansas City Power & Light Company 6.05% Senior Notes due 2035, Series A REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 8th, 2006 • Kansas City Power & Light Co • Electric services • New York

Kansas City Power & Light Company, a Missouri corporation (the "Company"), proposes to issue and sell to BNP Paribas Securities Corp. and J.P. Morgan Securities Inc., as joint book-running managers (the "Representatives") on behalf of Banc of America Securities LLC, Credit Suisse First Boston LLC, BNY Capital Markets, Inc., KeyBanc Capital Markets, A Division of McDonald Investments Inc. and Wachovia Capital Markets LLC (collectively, including the Representatives, the "Initial Purchasers"), upon the terms set forth in a purchase agreement, dated November 14, 2005 (the "Purchase Agreement"), $250,000,000 aggregate principal amount of its 6.05% Senior Notes due 2035, Series A (the "Initial Securities"). The Initial Securities will be issued pursuant to an Indenture, dated as of March 1, 2002, as amended or supplemented to date and as to be amended and supplemented by Supplemental Indenture No. 1 thereto, dated as of November 15, 2005 (as so amended and supplemented, the "Indenture"), be

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INSURANCE AGREEMENT
Insurance Agreement • March 8th, 2006 • Kansas City Power & Light Co • Electric services • New York

THIS INSURANCE AGREEMENT, dated as of September 1, 2005, is entered into by and between XL CAPITAL ASSURANCE INC., a New York stock insurance company ("XLCA"), KANSAS CITY POWER & LIGHT COMPANY, a corporation duly organized under the laws of the State of Missouri (the "Company"), and THE BANK OF NEW YORK, a New York State chartered bank (the "Trustee").

INDEMNIFICATION AGREEMENT
Indemnification Agreement • March 8th, 2006 • Kansas City Power & Light Co • Electric services • Missouri

This Agreement is made as of the ____ day of ___________, ______, by and between Great Plains Energy Incorporated, a Missouri corporation (the "Company"), and ________________________ ("Indemnitee"), a Director or Officer of the Company.

PERFORMANCE SHARE AGREEMENT PURSUANT TO THE GREAT PLAINS ENERGY INCORPORATED LONG-TERM INCENTIVE PLAN EFFECTIVE MAY 7, 2002 (THE PLAN)
Performance Share Agreement • March 8th, 2006 • Kansas City Power & Light Co • Electric services

THIS AGREEMENT dated as of February 7, 2006, and entered into, in duplicate by and between GREAT PLAINS ENERGY INCORPORATED (the Company) and ______ (the Grantee).

RESTRICTED STOCK AGREEMENT PURSUANT TO THE GREAT PLAINS ENERGY INCORPORATED LONG-TERM INCENTIVE PLAN EFFECTIVE MAY 7, 2002 (THE PLAN)
Restricted Stock Agreement • March 8th, 2006 • Kansas City Power & Light Co • Electric services

Agreement dated as of February 7, 2006, and entered into, in duplicate by and between GREAT PLAINS ENERGY INCORPORATED (the Company) and ____________ (the Grantee).

AMENDMENT NO. 1 TO AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • March 8th, 2006 • Kansas City Power & Light Co • Electric services • Illinois

This Amendment No. 1 (this "Amendment") dated as of December 20, 2005 is entered into among Strategic Energy, L.L.C., a Delaware limited liability company ("Borrower"), the institutions from time to time parties to the Credit Agreement (as defined below) as Lenders, and LaSalle Bank National Association, in its capacity as Administrative Agent under the Credit Agreement (in such capacity, "Administrative Agent").

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