Filed by Bowne Pure Compliance





Exhibit 10.3




AMENDMENT NO. 3

TO CREDIT SLEEVE AND REIMBURSEMENT AGREEMENT




THIS AMENDMENT NO. 3 TO CREDIT SLEEVE AND REIMBURSEMENT AGREEMENT (this “Amendment”)
dated as of May 8, 2008, is entered into among Reliant Energy Power Supply, LLC (“REPS”),
the Other Reliant Retail Obligors parties thereto, Merrill Lynch Commodities, Inc. (“Sleeve
Provider”), and Merrill Lynch & Co., Inc. (“ML Guarantee Provider”).



PRELIMINARY STATEMENTS




A. Reference is made to that certain Amended and Restated Credit Sleeve and Reimbursement
Agreement dated as of September 24, 2006, as amended and restated as of August 1, 2007, by and
among REPS, the Other Reliant Retail Obligors parties thereto, the Sleeve Provider, and ML
Guarantee Provider (as amended, restated, supplemented or modified, the “CSRA”), the
defined terms of which are used herein unless otherwise defined herein.



B. The parties hereto have agreed to amend the CSRA as set forth herein.



NOW, THEREFORE, the parties to this Amendment hereby agree as follows:



SECTION 1. Amendment. Schedule 1.01(c) to the CSRA is hereby amended and restated in
its entirety by substituting in its place the revised version of Schedule 1.01(c) attached hereto
as Exhibit A.



SECTION 2. Representations and Warranties. Each of REPS and each Other Reliant Retail
Obligor hereby represents and warrants to each of the other parties hereto that this Amendment
constitutes its legal, valid and binding obligation, enforceable against it in accordance with its
terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization
or similar laws affecting creditors’ rights generally and by general principles of equity, whether
such enforceability is considered in a proceeding at law or in equity.



SECTION 3. Conditions Precedent. This Amendment shall become effective on the first
Business Day on which REPS has received counterpart signature pages of this Amendment, executed by
each of the parties hereto (the “Effective Date”).



SECTION 4. Execution in Counterparts. This Amendment may be executed in any number of
counterparts and by different parties hereto in separate counterparts, each of which when so
executed and delivered shall be deemed to be an original and all of which taken together shall
constitute but one and the same document. Delivery of an executed counterpart of a signature page
to this Amendment by telecopier or by electronic means shall be effective as delivery of a manually
executed counterpart of this Amendment.



SECTION 5. Governing Law. This Amendment shall be governed by and construed in
accordance with the laws of the State of New York.


 


 









 





SECTION 6. Headings. Section headings in this Amendment are included herein for
convenience of reference only and shall not constitute a part of this Amendment for any other
purpose.



[signatures follow]



 


 









 





IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed by their
respective officers as of the date first above written.



	 	 	 	 	 
	 	RELIANT ENERGY POWER SUPPLY, LLC

 	 
	 	By:  	/s/ Lloyd A. Whittington
 	 
	 	 	Lloyd A. Whittington 	 
	 	 	Vice President and Treasurer 	 



 


 









 





	 	 	 	 	 



	 	 	 	 	 
	 	MERRILL PARTIES



MERRILL LYNCH COMMODITIES, INC., as Sleeve Provider

 	 
	 	By:  	/s/ Dennis Albrecht
 	 
	 	 	Name:  	Dennis Albrecht 	 
	 	 	Title:  	Chief Operating Officer 	 
	 
	 	MERRILL LYNCH & CO., INC., as ML Guarantee Provider

 	 
	 	By:  	/s/ Marlene Debel
 	 
	 	 	Name:  	Marlene Debel 	 
	 	 	Title:  	Assistant Treasurer 	 



 


 









 





	 	 	 	 	 



	 	 	 	 	 
	 	OTHER RELIANT RETAIL OBLIGORS



RERH HOLDINGS, LLC

 	 
	 	By:  	/s/ Lloyd A. Whittington
 	 
	 	 	Lloyd A. Whittington 	 
	 	 	Assistant Treasurer 	 
	 
	 	RELIANT ENERGY RETAIL HOLDINGS, LLC

 	 
	 	By:  	/s/ Lloyd A. Whittington
 	 
	 	 	Lloyd A. Whittington 	 
	 	 	Assistant Treasurer 	 
	 
	 	RELIANT ENERGY RETAIL SERVICES, LLC

 	 
	 	By:  	/s/ Lloyd A. Whittington
 	 
	 	 	Lloyd A. Whittington 	 
	 	 	Vice President and Treasurer 	 
	 
	 	RE RETAIL RECEIVABLES, LLC

 	 
	 	By:  	/s/ Lloyd A. Whittington
 	 
	 	 	Lloyd A. Whittington 	 
	 	 	Assistant Treasurer 	 
	 
	 	RELIANT ENERGY SOLUTIONS EAST, LLC

 	 
	 	By:  	/s/ Lloyd A. Whittington
 	 
	 	 	Lloyd A. Whittington 	 
	 	 	Vice President and Treasurer 	 
	 



 


 









 





EXHIBIT A




Schedule 1.01(c)

to CSRA




Determination of K and VaR




[***]






 




	 	 	 
	***	 	The content of this Schedule 1.01(c) (consisting of 90 pages) has been omitted and filed
separately with the Securities and Exchange Commission. Confidential treatment has been requested
with respect to the omitted portions.