This Stock Purchase Agreement involves
Title: Third Side Letter Modifying Provisions of that certain Stock Purchase and Sale Agreement
August 19, 2004
TIE NEWCO Holdings, LLC
c/o TECO Energy, Inc.
702 N. Franklin Street
Tampa, Florida 33601
Third Side Letter Modifying Provisions of that certain Stock Purchase and Sale Agreement (the “ Purchase Agreement ”) dated as of July 1, 2004 by and between PSEG Americas Inc. (the “ Purchaser ”) and TIE NEWCO Holdings, LLC (the “ Seller ”), as amended by that certain letter of the Seller referencing “Transaction Expenses”, dated as of August 2, 2004, accepted and agreed to by the Purchaser, and that certain letter of the Seller referencing the Second Side Letter, dated August 9, 2004
Ladies and Gentlemen :
This side letter (the “ Letter ”) is delivered by the Purchaser, in connection with the Purchase Agreement, pursuant to which the Purchaser has agreed to acquire from the Seller all of the issued and outstanding shares (the “ TPS II Shares ”) of TPS Holdings II, Inc. (“ TPS II ”), a Florida corporation. Capitalized terms used herein and not defined herein shall have the meanings ascribed to such terms in the Purchase Agreement.
The Parties have agreed to modify the Purchase Agreement as set forth herein.
Subsection 7(a) of the Purchase Agreement is hereby supplemented by adding the following language immediately before the period at the end of the first sentence thereof:
“(including, without limitation, those filings with the Fe