Exhibit 10.87.1
AMENDMENT NO. 1 TO THE
POWER PURCHASE AGREEMENT
Dated as of December 15, 1999
Between
Commonwealth Edison Company
and
Midwest Generation, LLC
▇▇▇▇▇▇▇ Generating Station
AMENDMENT NO. 1 TO THE
▇▇▇▇▇▇▇ GENERATING STATION POWER PURCHASE AGREEMENT
Dated as of December 15, 1999
Between
Commonwealth Edison Company and
Midwest Generation, LLC
1. PARTIES: The parties to this Amendment are MIDWEST GENERATION, LLC
("Seller"), a Delaware limited liability company, and COMMONWEALTH EDISON
COMPANY ("ComEd"), an Illinois corporation, sometimes hereinafter referred to
individually as "Party" and collectively as "Parties".
2. RECITALS: This Amendment is made with reference to the following
facts, among others:
2.1 The parties entered into the Power Purchase Agreement for
▇▇▇▇▇▇▇ Station ("▇▇▇▇▇▇▇ PPA") dated as of December 15, 1999 pursuant to
which ComEd has the right to purchase Electric Energy from the ▇▇▇▇▇▇▇
Station.
2.2 The parties desire to amend the ▇▇▇▇▇▇▇ PPA to modify the
Minimum Energy Amount for the Second through the Fifth Contract Years
(inclusive), and to provide for an Annual Settlement Payment (as hereinafter
defined).
3. DEFINITIONS: Except as specifically provided in this Amendment,
terms used herein with initial capitalization shall have the respective
meanings set forth in the ▇▇▇▇▇▇▇ PPA.
4. EFFECTIVE DATE: The effectiveness of this Amendment shall be
conditioned upon the receipt of the consents of certain entities which have
extended financing to Seller (including ▇▇▇▇▇▇▇ Trust I, ▇▇▇▇▇▇▇ Trust II,
▇▇▇▇▇▇▇ Trust III and ▇▇▇▇▇▇▇ Trust IV); PROVIDED that this Amendment shall
not become effective if such consents are not received by December 31, 2000
and Seller so notifies ComEd prior to January 15, 2001. Upon the receipt of
such consents, this Amendment shall be deemed effective as of June 23, 2000;
provided, however, that if the Federal Energy Regulatory Commission ("FERC")
enters into a hearing to determine whether this Amendment is just
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and reasonable, it shall not become effective until the date when an order
subject to judicial review has been issued by the FERC determining this
Amendment to be just and reasonable without changes or new conditions
unacceptable to either Party.
5. AMENDMENT:
5.1. The definition of the term "Minimum Energy Amount" in Section
1 of the ▇▇▇▇▇▇▇ PPA is hereby amended to read in its entirety as
follows:
"`MINIMUM ENERGY AMOUNT' means (a) with respect to the First Contract
Year, the product of (i) 3,000,000 megawatt hours, multiplied by (ii) a
fraction, the numerator of which is the Reserved Capacity for the First
Contract Year and the denominator is 2,698 megawatts and (b) for all
subsequent Contract Years, the product of (i) 2,700,000 megawatt hours,
multiplied by (ii) a fraction, the numerator of which is the Reserved
Capacity for such Contract Year and the denominator is 2,698
megawatts."
5.2 Section 1 of the ▇▇▇▇▇▇▇ PPA is hereby amended to add the
following new definition of "Annual Settlement Amount":
"`ANNUAL SETTLEMENT AMOUNT,' for a Contract Year, means a payment to be
made by ComEd to compensate Seller for natural gas costs (commodity
only), to the extent that the commodity price of natural gas consumed
in generating megawatts at ComEd's request above the Minimum Energy
Amount for such Contract Year is greater than $2.52 per MMBTU, after
deducting therefrom the amount by which such commodity price is less
than $2.52 per MMBTU. Such Annual Settlement Amount shall be calculated
as follows:
ANNUAL SETTLEMENT = SUM{ (DGP - DGC) x CCT
x 12,000 / 1000} for all subsequent
days in such Contract Year once the
Minimum Energy Amount for such
Contract Year has been met.
WHERE:
DGP ($/ MMBTU) = Daily Gas Price -
Chicago City Gate Average as
reported by Natural Gas Institute in
their Daily Gas Price Index
Publication.
▇
▇▇▇ (▇ / ▇▇▇▇▇) =$2.52.
CCT (MWHr) = Daily ▇▇▇▇▇▇▇ Net Generation
requested by ComEd (excludes
generation sold to third parties by
Seller).
12,000 (BTU / NKWHR)= ▇▇▇▇▇▇▇ Station True-up
Defined Heat Rate.
5.3 Section 5 of the ▇▇▇▇▇▇▇ PPA is hereby amended add a new
subsection (e) to read as follows:
"(e) ANNUAL SETTLEMENT AMOUNT PAYMENT.
ComEd shall pay Seller within thirty days after the end of
each Contract Year the Annual Settlement Amount for such Contract Year,
PROVIDED ComEd has received from Seller a calculation of such Annual
Settlement Amount at least fifteen (15) days before its due date.
Seller shall provide a schedule indicating actual natural gas costs
(commodity only) incurred by it during such Contract Year versus $2.52
per MMBTU and calculating the Annual Settlement Payment, if any, due.
5.4 Section 7 of the ▇▇▇▇▇▇▇ PPA is hereby amended by adding a new
subsection (c) to read as follows:
"(c) ComEd shall pay to Seller, with respect to each Contract Year,
the Annual Settlement Amount, if any, for such Contract Year."
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6. SIGNATURE CLAUSE: The signatories hereto represent that they are
authorized to enter into this Agreement on behalf of the Party for which they
sign. This Amendment is hereby executed as of the 12th day of July, 2000.
MIDWEST GENERATION, LLC
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
-------------------------
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Title: President
COMMONWEALTH EDISON COMPANY
By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇
-------------------------
Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇
Title: Executive Vice President
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