Exhibit 10.2
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And When Recorded Return to:
Peggy J. Jones, CLAS
Weil Gotshal & Manges LLP
200 Crescent Court, Suite 300
Dallas, Texas 75201
TERMINATION OF AMENDED AND RESTATED SERIES B
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WIND PARK EASEMENT AGREEMENT
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THIS TERMINATION OF AMENDED AND RESTATED SERIES B WIND PARK EASEMENT
AGREEMENT is entered into effective as of the 31st day of August, 2006 (the
"Effective Date"), by and between ZWHC, LLC, a Delaware limited liability
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company ("ZWHC"), and ZOND WINDSYSTEM PARTNERS, LTD. SERIES 85-B, a California
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Limited Partnership ("ZWP 85-B" and, together with ZWHC, the "Parties").
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RECITALS
A. As of March 24, 1986, ZWHC (as successor to Zond Construction
Corporation III) and ZWP 85-B entered into that certain Amended and Restated
Series B Wind Park Easement Agreement (the "Agreement"), which Agreement amended
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and replaced that certain Series A Wind Park Easement Agreement recorded in Book
5815, Page 1088 of the Official Records of Kern County, California.
B. The Parties desire to terminate the Agreement.
AGREEMENT
1. In consideration of the premises and covenants herein set forth, the
Parties hereby terminate the Agreement effective as of the Effective Date.
2. All of the covenants, terms and conditions set forth herein shall be
binding upon and shall inure to the benefit of the parties hereto and their
respective successors and assigns.
EXECUTED as of the Effective Date.
PARTIES:
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ZWHC, LLC,
a Delaware limited liability company
By: Enron Wind Systems, LLC,
its sole member
By: Enron Wind LLC,
its sole member
By: Enron Renewable Energy Corp.,
its sole member
By: /s/ Jesse E. Neyman
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Jesse E. Neyman, President
and Chief Executive Officer
ZOND WINDSYSTEM PARTNERS, LTD. SERIES 85-B,
a California Limited Partnership
By: Zond Windsystems Management IV LLC, its
general partner
By: /s/ Jesse E. Neyman
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Jesse E. Neyman, President and
Chief Executive Officer
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ACKNOWLEDGMENT OF ZWHC, LLC
THE STATE OF TEXAS )
) ss.
COUNTY OF HARRIS )
On September 7, 2006, before me, Rene Angelina Olvera, a Notary
Public, personally appeared Jesse E. Neyman, President and Chief Executive
Officer of Enron Renewable Energy Corp., the sole member of Enron Wind LLC, the
sole member of Enron Wind Systems, LLC, the sole member of ZWHC, LLC, a Delaware
limited liability company, personally known to me (or proved to me on the basis
of satisfactory evidence) to be the person whose name is subscribed to the
within instrument and acknowledged to me that he executed the same in his
authorized capacity, and that by his signature on the instrument the person, or
the entity upon behalf of which the person acted, executed the instrument.
WITNESS my hand and official seal.
(SEAL)
RENE ANGELINA OLVERA
NOTARY PUBLIC, STATE OF TEXAS /s/ Rene Angelina Olvera
MY COMMISSION EXPIRES -----------------------------------
MARCH 9, 2008 Signature of Notary Public
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ACKNOWLEDGMENT OF ZOND WINDSYSTEM PARTNERS, LTD. SERIES 85-B, A
CALIFORNIA LIMITED PARTNERSHIP
THE STATE OF TEXAS )
) ss.
COUNTY OF HARRIS )
On September 7, 2006, before me, Rene Angelina Olvera, a Notary
Public, personally appeared Jesse E. Neyman, President of Zond Windsystems
Management IV LLC, the general partner of Zond Windsystem Partners, Ltd. Series
85-B, a California Limited Partnership, personally known to me (or proved to me
on the basis of satisfactory evidence) to be the person whose name is subscribed
to the within instrument and acknowledged to me that he executed the same in his
authorized capacity, and that by his signature on the instrument the person, or
the entity upon behalf of which the person acted, executed the instrument.
WITNESS my hand and official seal.
(SEAL)
RENE ANGELINA OLVERA
NOTARY PUBLIC, STATE OF TEXAS /s/ Rene Angelina Olvera
MY COMMISSION EXPIRES -----------------------------------
MARCH 9, 2008 Signature of Notary Public
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