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EXHIBIT 4.6(b)
FIRST AMENDMENT TO
EAST COAST POWER HOLDING COMPANY
SECURITY AGREEMENT
Dated as of August 13, 1999
made by
EAST COAST POWER HOLDING COMPANY L.L.C.
as Grantor,
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to
THE BANK OF NEW YORK
as Trustee
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FIRST AMENDMENT TO
EAST COAST POWER HOLDING COMPANY
SECURITY AGREEMENT
FIRST AMENDMENT TO SECURITY AGREEMENT ("Amendment") dated August 13,
1999, made by EAST COAST POWER HOLDING COMPANY L.L.C., a Delaware limited
liability company (the "Grantor"), to THE BANK OF NEW YORK, a New York banking
corporation, in its capacity as trustee (the "Trustee") for the holders from
time to time (the "Holders") of the Notes (as defined in the indenture dated as
of April 20, 1999 by and among the Company and Trustee (the "Indenture")),
issued by East Coast Power L.L.C., a Delaware limited liability company (the
"Company") under the Indenture referred to below.
PRELIMINARY STATEMENTS.
(1) The Grantor and the Trustee have entered into a Security Agreement
dated April 20, 1999 (the "Security Agreement").
(2) Grantor and El Paso Power Services Company ("El Paso") have entered
into a Purchase Agreement dated August 2, 1999 whereby El Paso has agreed to
purchase certain membership interests in East Coast Power L.L.C. which are the
subject to the Security Agreement.
(3) The Grantor and the Trustee have agreed to amend the Security
Agreement to change the description of membership interest which are the subject
of the Security Agreement.
NOW THEREFORE, in consideration of the premises and conditions set
forth herein and for other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, Grantor and Trustee agree as
follows:
SECTION 1. Amendments. Schedule I of the Security Agreement is amended
by deleting the current Schedule I and interesting in its place the following:
SCHEDULE I
EQUITY INTERESTS
PERCENTAGE OF OUTSTANDING
ISSUER TYPE OF INTEREST EQUITY INTEREST
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East Coast Power L.L.C. Class A Limited Liability Company 51% of Class A Limited Liability
Membership Interest Company Membership Interests
East Coast Power L.L.C. Class B Limited Liability 1% of the Class B Limited
Company Membership Liability Company
Interest Membership Interests
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SECTION 2. Execution in Counterparts. This Amendment may be executed in
any number of counterparts and by different parties hereto in separate
counterparts, each of which when so executed shall be deemed to be an original
and all of which taken together shall constitute one and the same agreement.
Delivery of an executed counterpart of a signature page to this Amendment by
telecopier shall be effective as delivery of a manually executed counterpart of
this Amendment.
SECTION 3. Governing Law; Entire Agreement. This Amendment shall be
governed by, and construed in accordance with, the laws of the State of New
York. This Amendment constitutes the entire understanding among the Grantor, the
Trustee and the Holders of the Notes with respect to the subject matter hereof
and supercede any prior agreements, written or oral, with respect thereto.
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to
be duly executed and delivered by its officer thereunto duly authorized as of
the date first above written.
EAST COAST POWER HOLDING COMPANY L.L.C.
By: JOINT ENERGY DEVELOPMENT INVESTMENTS II LIMITED
PARTNERSHIP, its Sole Member
By: ENRON CAPITAL MANAGEMENT II LIMITED
PARTNERSHIP, its General Partner
By: ENRON CAPITAL II
CORP., its General Partner
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇
Title: Vice President
First Amendment to East Coast Power
Holding Company -- Security Agreement [Signature Page - 1]
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THE BANK OF NEW YORK, as Trustee
By: /s/ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇
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Name: ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇
Title: Vice President
First Amendment to East Coast Power
Holding Company -- Security Agreement [Signature Page - 2]