Amendments to the Management Agreement. From the Effective Date, the following amendments are agreed to the Management Agreement:
(a) all references to the “Managers” in the Management Agreement shall be deemed to mean the New Manager and not the Existing Manager; and
(b) In Box 3 of Part I of the Management Agreement will be replaces as of the Effective Date with the following:
Amendments to the Management Agreement. The Management Agreement is hereby amended as follows:
(a) Section 2(b)(ix) of Schedule 1 is replaced with the following: “Subject to Section 6.09 of the Trust Agreement, coordinate with the Trustee in obtaining, on a quarterly basis, a BOV for each Property that is a Trust Asset pursuant to the Trust Agreement.”
Amendments to the Management Agreement. The Parties agree, from and after the Effective Date, that:
Amendments to the Management Agreement. The second bullet point appearing in Section 8 (Production Requirements) in Exhibit A of the Management Agreement is hereby amended and restated in its entirety to read as follows: • If at any time a PV System fails to comply with the applicable Minimum Production Requirement and money is due and payable to the Obligor from the Borrower pursuant to the applicable Performance Guaranty, then the Manager shall make such payment to the Obligor on behalf of the Borrower. To the extent a billing credit has been applied in respect of an Obligor, then the Manager shall make an equivalent payment to the Borrower by remittance to its Collection Account, in each case, at the Manager’s cost, as required under such Performance Guaranty.
Amendments to the Management Agreement. Pursuant to Section 21.8 of the Management Agreement, the Management Agreement is hereby amended as follows:
(a) Section 1 is hereby amended by inserting the following new defined terms in the appropriate alphabetical order:
Amendments to the Management Agreement. It is hereby agreed as follows:
Amendments to the Management Agreement. As of the date of this Amendment, the Management Agreement is hereby amended as follows:
(a) by inserting “(the “Investment Manager Indemnified Party”)” immediately following the first instance of “Company” in the first sentence of Section 10(a) thereof;
(b) by inserting “and the Company” immediately following “the Member” in the last sentence of Section 11(a) thereof;
(c) by deleting the second sentence of Section 11(d) and inserting the following in lieu thereof: “Notwithstanding anything contained herein to the contrary and to the extent permitted by Applicable Law without causing the Investment Manager to have liability, the resignation of the Investment Manager shall not become effective until a successor investment manager shall have assumed the responsibilities and obligations of the Investment Manager.”
(d) by deleting the second sentence of Section 13 and inserting the following in lieu thereof: “If the Company has outstanding any notes or securities rated by a rating agency, the Company shall promptly provide a copy of any such amendment or waiver to such rating agency.”
Amendments to the Management Agreement. (a) Section 1(b) of the Management Agreement is hereby amended by (i) deleting the reference to “monthly” and replacing it with “quarterly” and deleting the reference to “1/12” and replacing it with “1/4”.
(b) Section 1(f) of the Management Agreement is hereby amended by deleting each reference to “month” and replacing it with “quarter”.
(c) Section 2(b) of the Management Agreement is hereby amended by deleting the reference to “a majority of the Independent Directors” in clause (i) thereof and replacing it with “the Board of Directors”.
(d) Section 2(c) of the Management Agreement is hereby amended by deleting the entirety of the proviso thereof beginning with “; provided that (i) any such agreements entered into” through “subject to the Company’s prior written approval.” and replacing it with “; provided that any such agreements entered into with affiliates of the Manager shall be approved by a majority of the Independent Directors.”
(e) Section 2(e) of the Management Agreement is hereby amended by deleting the second reference to “Company” and replacing it with “Board of Directors”.
(f) Section 2(g) of the Management Agreement is hereby amended and restated in its entirety to read as follows: “The Manager shall prepare reports, to the extent requested by the Board of Directors, to enable the Board of Directors to review the Company’s acquisitions, portfolio composition and characteristics, credit quality, performance and compliance with the Guidelines and policies approved by the Board of Directors.”
(g) Section 3(a) of the Management Agreement is hereby amended by deleting the last sentence thereof.
(h) Section 3(b) of the Management Agreement is hereby amended by deleting the first sentence thereof.
(i) Section 3(c) of the Management Agreement is hereby amended by deleting the reference to “clauses (a) and (b)” and replacing it with “clause (a)”.
(j) Section 7(c) of the Management Agreement is hereby amended and restated in its entirety to read as follows: “The Manager shall not (i) consummate any transaction which would involve the acquisition by the Company of an asset in which the Manager or any affiliate thereof has an ownership interest or the sale by the Company of an asset to the Manager or any affiliate thereof, or (ii) under circumstances where the Manager is subject to an actual or potential conflict of interest, in the reasonable judgment of the Manager, because it manages both the Company and another Person (not an affiliate of the Company...
Amendments to the Management Agreement. The Sponsor will not amend or agree with the Borrower any amendments to any of the terms of the Management Agreement without the prior written consent of the Security Trustee.
Amendments to the Management Agreement. (a) Section 2 of the Management Agreement is hereby amended and restated in its entirety to read as follows:
