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Exhibit 10.26
THIRD AMENDMENT TO POWER PURCHASE AGREEMENT
THIS THIRD AMENDMENT TO POWER PURCHASE AGREEMENT, dated as of August 9,
2000, is entered into between LSP Energy Limited Partnership, a Delaware
limited partnership ("Seller") and Virginia Electric and Power Company, a
Virginia public service corporation ("Purchaser") (each, a "Party" and
collectively, the "Parties") (the "Third Amendment").
RECITALS
WHEREAS, Seller and Purchaser have entered into Power Purchase Agreement
dated as of May 18, 1998, as amended by the First Amendment to the Power
Purchase Agreement dated as of July 22, 1998, and as amended by the Second
Amendment to the Power Purchase Agreement dated as of August 11, 1998 (the
"Power Purchase Agreement");
WHEREAS, Seller and Purchaser desire to amend the Power Purchase
Agreement as set forth in this Third Amendment;
NOW, THEREFORE, in consideration of the foregoing premises, and for
other good and valuable consideration, the receipt and adequacy of which are
hereby acknowledged, the Parties agree as follows:
SECTION 1. DEFINITIONS. Unless the context otherwise requires,
capitalized terms used but not otherwise defined in this Third Amendment
shall have the meanings given to them in the Power Purchase Agreement.
SECTION 2. AMENDMENTS TO THE POWER PURCHASE AGREEMENT.
(a) For the period from the Commercial Operation Date through November 30,
2000, Section 5.2 shall be amended by adding the following:
(d) In addition to the Scheduled Maintenance Outages provided for in
Section 5.2(b) and 5.2(c), Seller shall be entitled to an additional 120
hours of Scheduled Maintenance Outages during Off Peak Hours, or during
Peak Hours if mutually agreed upon between the Parties, for the period
between the Commercial Operation Date and November 30, 2000 with one
Day's prior notice to Purchaser of each such additional Scheduled
Maintenance Period. Seller shall use Commercially Reasonable Efforts to
minimize the period of any Scheduled Maintenance Outage. Purchaser may
request changes to such schedules as long as such changes do not create
a condition which places safety and reliability of the Dedicated Units in
question. If Purchaser requests such schedule changes, Seller shall abide
by Purchaser's requested
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changes, If, however, additional costs to Seller would result from
Purchaser's requested changes, Seller shall notify Purchaser of such
additional costs. Upon receipt of such notification from Seller, if
Purchaser wishes for Seller to proceed with such changed schedule,
Purchaser shall so notify Seller and shall reimburse Seller for such
additional costs as were described in Seller's notice to Purchaser. If
Purchaser does not notify Seller of its decision within five Business
Days, then Seller shall proceed with its own schedule.
(b) On the Commercial Operation Date and continuing until the Summer
Condition Standard Capacity is re-determined pursuant to the next
sentence, the Summer Condition Standard Capacity shall be deemed to
be equal to 243 MW. By no later than September 30, 2000, Seller shall
re-determine the Summer Condition Standard Capacity in the manner set
forth in Appendix B and such re-determined Summer Condition Standard
Capacity shall become the Summer Condition Standard Capacity from that
time forward as set forth in Section 11.1(b) and Appendix B.
(c) On the Commercial Operation Date and continuing until the Summer
Condition Supplemental Capacity is re-determined pursuant to the next
sentence, the Summer Condition Supplemental Capacity shall be deemed to
be equal to 38 MW. By no later than November 30, 2000, Seller shall
re-determine the Summer Condition Supplemental Capacity in the manner
set forth in Appendix B and such re-determined Summer Condition
Supplemental Capacity shall become the Summer Condition Supplemental
Capacity from that time forward as set forth in Section 11.1(b) and
Appendix B.
(d) For the period from the Commercial Operation Date through November 30,
2000, the definition of Forced Outage shall be changed by adding the
following sentence at the end of the definition for Forced Outage.
Notwithstanding the foregoing, for each Dedicated Unit the first 132
hours during the period between the Commercial Operation Date and
November 30, 2000 that would otherwise constitute a Forced Outage in
accordance with the preceding sentence shall not be deemed a Forced
Outage.
(e) For the period for the Commercial Operation Date and continuing until
the end of the calendar year 2000, the first sentence of section 11.1(b)
shall be changed to allow the Seller to redetermine the Contract
Capacity of the Dedicated Units up to five times per calendar year as
follows:
(b) No more than five times in any calendar year, Seller shall
have the right to redetermine the Contract Capacity of a Dedicated
Unit...
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(f) Seller and Purchaser agree to work together to coordinate the
establishment of the Fuel arrangements and the implementation of the
operating procedures for the Lateral Pipelines as described within
Section 5.5.
SECTION 3. EFFECTIVENESS. This Third Amendment shall be effective as of
August 9, 2000, on the condition that the Commercial Operation Date occurs
prior to 1 p.m. CPT August 10, 2000.
SECTION 4. MISCELLANEOUS.
(a) This Third Amendment may be executed in more than one counterpart, each
of which shall be deemed to be an original and all of which when taken
together shall be deemed to constitute one and the same instrument. The
Parties may execute this Third Amendment by signing any such counterpart
and the signature pages may be detached from multiple counterparts and
attached to a single counterpart so that all signatures are physically
attached to the same document.
(b) This Third Amendment shall be governed by, and construed in accordance
with, the laws of the State of New York, exclusive of conflicts of laws
provisions.
(c) Except as expressly provided in this Third Amendment, the Power Purchase
Agreement shall continue and remain in full force and effect in all
respects.
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IN WITNESS WHEREOF, the Parties have caused this third Amendment to be
executed by their respective duly authorized officers as of the first date
above written.
LSP ENERGY LIMITED PARTNERSHIP
By: LSP Energy, Inc., its General Partner
Name: /s/ Michael P. Witzing
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Title: Vice President
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Michael P. Witzing
VIRGINIA ELECTRIC AND POWER COMPANY
By: /s/ R. T. Thatcher
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Name: R. T. Thatcher
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Title: Vice President
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