EXHIBIT 10.3
SECOND AMENDMENT TO POWER PURCHASE AGREEMENT
SECOND AMENDMENT TO THE
POWER PURCHASE AGREEMENT
BETWEEN
COMMONWEALTH ENERGY CORPORATION
AND
CALPINE POWER SERVICES COMPANY
FOR POWER
FROM THE GEYSERS UNITS
5/07/99 - 6/30/02
(ADDITIONAL [Confidential Treatment Requested]* MW PURCHASE IN JUNE 1999)
The above referenced Power Purchase Agreement (PPA) is hereby amended as of May
28, 1999 with respect to the following Section 4 (as to quantity of power sold)
which replaces in entirety the corresponding provisions in the original Power
Purchase Agreement:
4. QUANTITY OF POWER. Unless otherwise agreed by the parties from time to
time in writing, during each hour of each day during the term hereof, Calpine
shall deliver and Commonwealth shall purchase the following amounts of electric
energy:
From May 7, 1999 through May 31, 1999 and July 1, 1999
through December 31, 1999 * mwh
From June 1, 1999 through June 30, 1999 * mwh
From January 1, 2000 to December 31, 2000 * mwh
From January 1, 2001 to December 31, 2001 * mwh
From January 1, 2002 to June 30, 2002 * mwh
[CONFIDENTIAL TREATMENT REQUESTED]*
The parties further agree to implement such procedures whereby from time
to time at the election of Commonwealth, in its sole discretion, Commonwealth
may request delivery of electric energy in amounts greater than the foregoing,
and Calpine, in its sole discretion, may agree to deliver such greater amounts.
Additionally, the parties agree to add the following Section 11.9 (to
address the payment for the purchase of [Confidential Treatment Requested]* mw
of the [Confidential Treatment Requested]* mw of energy delivered in June,
1999):
11.9 Pre-billing and Payment for [Confidential Treatment
Requested]* mw in June, 1999. The amount of
[CONFIDENTIAL TREATMENT REQUESTED]* will be billed by
Calpine on June 7, 1999, in advance of the complete
delivery of the power for June, 1999. Commonwealth will
pay as required under Section 11.3. Failure to pay
[CONFIDENTIAL TREATMENT REQUESTED]* by June 22, 1999
will constitute a default of Commonwealth's obligations
as referenced in Section 11.6, Letter of Credit.
Furthermore, Commonwealth will cause Union Bank to reissue the Letter of Credit
by June 4, 1999 with the phrase "as amended from time to time" in Paragraph #4,
1st Line after the word "agreement".
All other sections of the original executed agreement (as amended by amendment
#1) shall remain unchanged and in full force.
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* The omitted information has been filed separately with the Securities and
Exchange Commission pursuant to Rule 406.
* CONFIDENTIAL TREATMENT REQUESTED
IN WITNESS WHEREOF, the parties have caused this amendment #2 to the
original Power Purchase Agreement to be executed on the date set forth under
their respective signatures.
COMMONWEALTH ENERGY CORPORATION
Date: May 27, 1999 By: /s/ ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇
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▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇
Title: Chief Executive Officer
CALPINE POWER SERVICES
Date: May 28, 1999 By:/s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
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▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
Title: Vice President