GUARANTEE AND COLLATERAL AGREEMENT made by CALPINE CORPORATION and certain of its Subsidiaries in favor of GOLDMAN SACHS CREDIT PARTNERS L.P., as Collateral Agent Dated as of January 31, 2008Guarantee and Collateral Agreement • February 29th, 2008 • Calpine Corp • Electric services • New York
GUARANTEE AND COLLATERAL AGREEMENT, dated as of January 31, 2008, made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of GOLDMAN SACHS CREDIT PARTNERS L.P. (“GSCP”), as Collateral Agent (in such capacity, the “Collateral Agent”) for (i) the banks and other financial institutions or entities (the “Lenders”) from time to time party to the Credit Agreement, dated as of January 31, 2008 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among CALPINE CORPORATION, (the “Borrower”), the Lenders, General Electric Capital Corporation (including its successors, “GE Capital”), as Sub-Agent for the Revolving Lenders thereunder (in such capacity and including any successors, the “Sub-Agent”), Credit Suisse, GSCP, Deutsche Bank Securities Inc. and Morgan Stanley Senior Funding, Inc., as co-documentation agents (collectively, the “Documentation Agents”) and as co
Separation Agreement and General ReleaseSeparation Agreement and General Release • February 29th, 2008 • Calpine Corp • Electric services • New York
This Separation Agreement and General Release (the “Separation Agreement”) relates to your Employment Agreement dated as of May 25, 2006, and as amended from time to time, with Calpine Corporation, a California corporation, (the “Company”) (the “Employment Agreement”). The Company and its affiliates, including without limitation those affiliates that are affiliated debtors in possession in the Company’s Chapter 11 cases, shall be sometimes hereinafter referred to as the “Group.” This Separation Agreement is made as of this 28th day of November 2007 by and among the Company and THOMAS N. MAY (“Executive,” and together with the Company and the Group, “the Parties”).
