Exhibit 10.1





Exhibit 10.1




SIXTH SUPPLEMENTAL INDENTURE

ADDITIONAL SUBSIDIARY GUARANTEES




SIXTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture for Additional Guarantees”), dated
as of June 1, 2009, among RRI Energy Solutions East, LLC (the “Guaranteeing Subsidiary”), a
subsidiary of RRI Energy, Inc. (formerly known as Reliant Energy, Inc.) (or its permitted
successor), a Delaware corporation (the “Company”), the Company, the other Guarantors (as defined
in the Indenture referred to herein) and Wilmington Trust Company, as trustee under the indentures
referred to below (the “Trustee”).



WITNESSETH




WHEREAS, the Company has heretofore executed and delivered to the Trustee a senior indenture
(the “Base Indenture”), dated as of December 22, 2004, between the Company and the Trustee, as
amended by a First Supplemental Indenture, dated as of December 22, 2004, among the Company, the
Guarantors named therein and the Trustee, providing for the original issuance of an aggregate
principal amount of $750.0 million of 6.75% Senior Secured Notes due 2014 (the “Notes”), a Second
Supplemental Indenture relating to the Notes, among the Company, the Guarantors listed therein and
the Trustee, dated as of September 21, 2006, and a Third Supplemental Indenture relating to the
Notes, among the Company, the Guarantors listed therein and the Trustee, dated as of December 1,
2006 (the Base Indenture, as so supplemented is herein referred to as the “Indenture”);



WHEREAS, the Indenture provides that under certain circumstances the Guaranteeing Subsidiary
shall execute and deliver to the Trustee a supplemental indenture pursuant to which the
Guaranteeing Subsidiary shall unconditionally guarantee all of the Company’s Obligations under the
Notes and the Indenture (the “Note Guarantee”); and



WHEREAS, pursuant to Section 9.01 of the Indenture, the Trustee, the Company and the other
Guarantors are authorized to execute and deliver this Supplemental Indenture for Additional
Guarantees.



NOW THEREFORE, in consideration of the foregoing and for good and valuable consideration, the
receipt of which is hereby acknowledged, the Guaranteeing Subsidiary, the Trustee, the Company and
the other Guarantors mutually covenant and agree for the equal and ratable benefit of the Holders
of the Notes as follows:



1. Capitalized Terms. Unless otherwise defined in this Supplemental Indenture for Additional
Guarantees, capitalized terms used herein without definition shall have the meanings assigned to
them in the Indenture.



2. Agreement to be Bound; Guarantee. The Guaranteeing Subsidiary hereby becomes a party to
the Indenture as a Guarantor and as such will have all of the rights and be subject to all of the
Obligations and agreements of a Guarantor under the Indenture. The Guaranteeing Subsidiary hereby
agrees to be bound by all of the provisions of the Indenture applicable to a Guarantor and to
perform all of the Obligations and agreements of a Guarantor under the Indenture. In furtherance
of the foregoing, the Guaranteeing Subsidiary shall be
deemed a Guarantor for purposes of Article 12 of the Supplemental Indenture, including,
without limitation, Section 12.02 thereof.


 


 









 





3. NEW YORK LAW TO GOVERN. THE INTERNAL LAW OF THE STATE OF NEW YORK SHALL GOVERN AND BE USED
TO CONSTRUE THIS SUPPLEMENTAL INDENTURE FOR ADDITIONAL GUARANTEES BUT WITHOUT GIVING EFFECT TO
APPLICABLE PRINCIPLES OF CONFLICTS OF LAW TO THE EXTENT THAT THE APPLICATION OF THE LAWS OF ANOTHER
JURISDICTION WOULD BE REQUIRED THEREBY.



4. Counterparts. The parties may sign any number of copies of this Supplemental Indenture for
Additional Guarantees. Each signed copy shall be an original, but all of them together represent
the same agreement.



5. Effect of Headings. The Section headings herein are for convenience only and shall not
affect the construction hereof.



6. The Trustee. The Trustee shall not be responsible in any manner whatsoever for or in
respect of the validity or sufficiency of this Supplemental Indenture for Additional Guarantees or
for or in respect of the recitals contained herein, all of which recitals are made solely by the
Guaranteeing Subsidiary and the Company.



7. Ratification of Indenture; Supplemental Indenture for Additional Guarantees Part of
Indenture. Except as expressly amended hereby, the Indenture is in all respects ratified and
confirmed and all the terms, conditions and provisions thereof shall remain in full force and
effect. This Supplemental Indenture for Additional Guarantees shall form a part of the Indenture
for all purposes, and every Holder of Notes heretofore or hereafter authenticated and delivered
shall by bound hereby.


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IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture for Additional
Guarantees to be duly executed, all as of the date first above written.



	 	 	 	 	 
	 	RRI ENERGY SOLUTIONS EAST, LLC

 	 
	 	By:  	/s/ Andrew C. Johannesen
 	 
	 	 	Name:  	Andrew C. Johannesen 	 
	 	 	Title:  	Vice President and Treasurer 	 
	 
	 	RRI ENERGY, INC.

 	 
	 	By:  	/s/ Andrew C. Johannesen
 	 
	 	 	Name:  	Andrew C. Johannesen 	 
	 	 	Title:  	Vice President and Treasurer 	 



 


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RRI ENERGY ASSET MANAGEMENT, LLC

 	 
	 	By:  	/s/ Michael L. Jines
 	 
	 	 	Name:  	Michael L. Jines 	 
	 	 	Title:  	Vice President 	 
	 
	 	RRI ENERGY BROADBAND, INC.

RRI ENERGY CALIFORNIA HOLDINGS, LLC

RRI ENERGY COMMUNICATIONS, INC.

RRI ENERGY COOLWATER, INC.

RRI ENERGY CORPORATE SERVICES, LLC

RRI ENERGY ELECTRIC SOLUTIONS, LLC

RRI ENERGY ELLWOOD, INC.

RRI ENERGY ETIWANDA, INC.

RRI ENERGY FLORIDA, LLC

RRI ENERGY KEY/CON FUELS, LLC

RRI ENERGY MANDALAY, INC.

RRI ENERGY NORTHEAST GENERATION, INC.

RRI ENERGY NORTHEAST HOLDINGS, INC.

RRI ENERGY ORMOND BEACH, INC.

RRI ENERGY POWER GENERATION, INC.

RRI ENERGY SABINE (DELAWARE), INC.

RRI ENERGY SABINE (TEXAS), INC.

RRI ENERGY SERVICES, INC.

RRI ENERGY SERVICES DESERT BASIN, LLC

RRI ENERGY TRADING EXCHANGE, INC.

RRI ENERGY VENTURES, INC.

RRI ENERGY WHOLESALE GENERATION, LLC

 	 
	 	By:  	/s/ Andrew C. Johannesen
 	 
	 	 	Name:  	Andrew C. Johannesen 	 
	 	 	Title:  	Vice President and Treasurer of the corporations
and
 limited liability companies listed above 	 



 


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	 	WILMINGTON TRUST COMPANY, as Trustee

 	 
	 	By:  	/s/ Michael G. Oller
 	 
	 	 	Authorized Signatory 	 



 


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