Common use of BOOKS AND RECORDS; FINANCIAL STATEMENTS AND OTHER INFORMATION Clause in Contracts

BOOKS AND RECORDS; FINANCIAL STATEMENTS AND OTHER INFORMATION. TAX MATTERS 26 Section 8.1 Books and Records 26 Section 8.2 Information 26 Section 8.3 Fiscal Year 26 Section 8.4 Certain Tax Matters 26 ARTICLE IX MISCELLANEOUS 27 Section 9.1 Separate Agreements; Schedules 27 Section 9.2 Governing Law; Disputes 27 Section 9.3 Parties in Interest 28 Section 9.4 Amendments and Waivers 28 Section 9.5 Notices 29 Section 9.6 Counterparts 29 Section 9.7 Power of Attorney 29 Section 9.8 Entire Agreement 30 Section 9.9 Remedies 30 Section 9.10 Severability 30 Section 9.11 Creditors 30 Section 9.12 Waiver 30 Section 9.13 Further Action 30 Section 9.14 Delivery by Facsimile or Email 30 SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF NRG YIELD LLC This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of NRG Yield LLC, a Delaware limited liability company, dated and effective as of , 2013 (the “Effective Date”), is made by and among the Members (as defined herein).

Appears in 1 contract

Samples: Limited Liability Company Agreement (NRG Yield, Inc.)

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BOOKS AND RECORDS; FINANCIAL STATEMENTS AND OTHER INFORMATION. TAX MATTERS 26 41 Section 8.1 Books and Records 26 41 Section 8.2 Information 26 42 Section 8.3 Fiscal Year 26 42 Section 8.4 Certain Tax Matters 26 42 ARTICLE IX MISCELLANEOUS 27 43 Section 9.1 Separate Agreements; Schedules 27 43 Section 9.2 Governing Law; Disputes 27 44 Section 9.3 Parties in Interest 28 44 Section 9.4 Amendments and Waivers 28 45 Section 9.5 Notices 29 45 Section 9.6 Counterparts 29 46 Section 9.7 Power of Attorney 29 46 Section 9.8 Entire Agreement 30 46 Section 9.9 Remedies 30 46 Section 9.10 Severability 30 47 Section 9.11 Creditors 30 47 Section 9.12 Waiver 30 47 Section 9.13 Further Action 30 47 Section 9.14 Delivery by Facsimile or Email 30 SECOND 47 AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF NRG YIELD TERRAFORM GLOBAL, LLC This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of NRG Yield TerraForm Global, LLC, a Delaware limited liability companycompany (the “Company”), dated and effective as of , 2013 2015 (the “Effective Date”), is made by and among the Members (as defined herein).

Appears in 1 contract

Samples: Limited Liability Company Agreement (Terraform Global, Inc.)

BOOKS AND RECORDS; FINANCIAL STATEMENTS AND OTHER INFORMATION. TAX MATTERS 26 43 Section 8.1 Books and Records 26 Records; Management Interviews 43 Section 8.2 Financial Statements and Other Information 26 44 Section 8.3 Fiscal Year; Taxable Year 26 46 Section 8.4 Certain Tax Matters 26 46 ARTICLE IX MISCELLANEOUS 27 47 Section 9.1 Separate Agreements; Schedules 27 47 Section 9.2 Governing Law; Disputes 27 Law 47 Section 9.3 Parties in Interest 28 Successors and Assigns 47 Section 9.4 Amendments and Waivers 28 Confidentiality 48 Section 9.5 Notices 29 Amendments 48 Section 9.6 Counterparts 29 Notices 48 Section 9.7 Counterparts 49 Section 9.8 Power of Attorney 29 49 Section 9.8 9.9 Entire Agreement 30 Section 9.9 Remedies 30 50 Section 9.10 Severability 30 Arbitration 50 Section 9.11 Creditors 30 Waiver of Jury Trial 51 Section 9.12 Waiver 30 Severability 51 Section 9.13 Creditors 51 Section 9.14 Waiver 51 Section 9.15 Further Action 30 51 Section 9.14 9.16 Delivery by Facsimile or Email 30 SECOND 51 SCHEDULES AND EXHIBITS Schedule A — Schedule of Units Schedule B — Schedule of Members FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF NRG YIELD RADIATION THERAPY INVESTMENTS, LLC A Delaware Limited Liability Company This SECOND FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of NRG Yield Radiation Therapy Investments, LLC, a Delaware limited liability companycompany (the “Company”), dated and effective as of December 9, 2013 (the this Effective DateAgreement”), is made approved and adopted by the Board of Managers of the Company on the date hereof with consent of the Vestar Majority Holders and among Members in accordance with Section 9.5 of the Members Prior Agreement (as defined hereinbelow). Any reference in this Agreement to Vestar or any other Member shall include such Member’s Successors in Interest, to the extent such Successors in Interest have become Substituted Members in accordance with the provisions of this Agreement.

Appears in 1 contract

Samples: Limited Liability Company Agreement (21st Century Oncology Holdings, Inc.)

BOOKS AND RECORDS; FINANCIAL STATEMENTS AND OTHER INFORMATION. TAX MATTERS 26 36 Section 8.1 Books and Records 26 36 Section 8.2 Information 26 36 Section 8.3 Fiscal Year 26 36 Section 8.4 Certain Tax Matters 26 36 ARTICLE IX MISCELLANEOUS 27 37 Section 9.1 Separate Agreements; Schedules 27 37 Section 9.2 Governing Law; Disputes 27 37 Section 9.3 Parties in Interest 28 38 Section 9.4 Amendments and Waivers 28 38 Section 9.5 Notices 29 39 Section 9.6 Counterparts 29 39 Section 9.7 Power of Attorney 29 39 Section 9.8 Entire Agreement 30 40 Section 9.9 Remedies 30 40 Section 9.10 Severability 30 40 Section 9.11 Creditors 30 40 Section 9.12 Waiver 30 40 Section 9.13 Further Action 30 40 Section 9.14 Delivery by Facsimile or Email 30 SECOND 40 AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF NRG YIELD TerraForm Power, LLC This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of NRG Yield TerraForm Power, LLC, a Delaware limited liability companycompany (the “Company”), dated and effective as of July 23, 2013 2014 (the “Effective Date”), is made by and among the Members (as defined herein).

Appears in 1 contract

Samples: Limited Liability Company Agreement (TerraForm Power, Inc.)

BOOKS AND RECORDS; FINANCIAL STATEMENTS AND OTHER INFORMATION. TAX MATTERS 26 28 Section 8.1 Books and Records 26 28 Section 8.2 Information 26 28 Section 8.3 Fiscal Year 26 29 Section 8.4 Certain Tax Matters 26 29 ARTICLE IX MISCELLANEOUS 27 30 Section 9.1 Separate Agreements; Schedules 27 30 Section 9.2 Governing Law; Disputes 27 30 Section 9.3 Parties in Interest 28 30 Section 9.4 Amendments and Waivers 28 31 Section 9.5 Notices 29 31 Section 9.6 Counterparts 29 32 Section 9.7 Power of Attorney 29 32 Section 9.8 Entire Agreement 30 32 Section 9.9 Remedies 30 32 Section 9.10 Severability 30 32 Section 9.11 Creditors 30 32 Section 9.12 Waiver 30 32 Section 9.13 Further Action 30 33 Section 9.14 Delivery by Facsimile or Email 30 33 Exhibits 35 Exhibit A Adoption Agreement A-1 Exhibit B Form of Section 1603 Certification B-1 Exhibit C Schedule of Members C-1 SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF NRG YIELD TERRAFORM POWER, LLC This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of NRG Yield TerraForm Power, LLC, a Delaware limited liability companycompany (the “Company”), dated and effective as of [●], 2013 2017 (the “Effective Date”), is made by and among the Members (as defined herein).

Appears in 1 contract

Samples: Merger and Sponsorship Transaction Agreement (TerraForm Power, Inc.)

BOOKS AND RECORDS; FINANCIAL STATEMENTS AND OTHER INFORMATION. TAX MATTERS 26 44 Section 8.1 Books and Records 26 Records; Management Interviews 44 Section 8.2 Financial Statements and Other Information 26 45 Section 8.3 Fiscal Year; Taxable Year 26 47 Section 8.4 Certain Tax Matters 26 47 ARTICLE IX MISCELLANEOUS 27 48 Section 9.1 Separate Agreements; Schedules 27 48 Section 9.2 Governing Law; Disputes 27 Law 48 Section 9.3 Parties in Interest 28 Successors and Assigns 49 Section 9.4 Amendments and Waivers 28 Confidentiality 49 Section 9.5 Notices 29 Amendments 49 Section 9.6 Counterparts 29 Notices 49 Section 9.7 Counterparts 50 Section 9.8 Power of Attorney 29 51 Section 9.8 9.9 Entire Agreement 30 Section 9.9 Remedies 30 51 Section 9.10 Severability 30 Arbitration 51 Section 9.11 Creditors 30 Waiver of Jury Trial 52 Section 9.12 Waiver 30 Severability 52 Section 9.13 Creditors 52 Section 9.14 Waiver 52 Section 9.15 Further Action 30 52 Section 9.14 9.16 Delivery by Facsimile or Email 30 SECOND 53 SCHEDULES AND EXHIBITS Schedule A — Schedule of Units Schedule B — Schedule of Members THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF NRG YIELD RADIATION THERAPY INVESTMENTS, LLC A Delaware Limited Liability Company This SECOND THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of NRG Yield Radiation Therapy Investments, LLC, a Delaware limited liability companycompany (the “Company”), dated and effective as of June 11, 2013 2012 (the this Effective DateAgreement”), is made approved and adopted by the Board of Managers of the Company on the date hereof with consent of the Vestar Majority Holders and among Members in accordance with Section 9.5 of the Members Original Agreement (as defined hereinbelow). Any reference in this Agreement to Vestar or any other Member shall include such Member’s Successors in Interest, to the extent such Successors in Interest have become Substituted Members in accordance with the provisions of this Agreement.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Radiation Therapy Services Holdings, Inc.)

BOOKS AND RECORDS; FINANCIAL STATEMENTS AND OTHER INFORMATION. TAX MATTERS 26 41 Section 8.1 Books and Records 26 41 Section 8.2 Information 26 42 Section 8.3 Fiscal Year 26 42 Section 8.4 Certain Tax Matters 26 42 ARTICLE IX MISCELLANEOUS 27 43 Section 9.1 Separate Agreements; Schedules 27 43 Section 9.2 Governing Law; Disputes 27 44 Section 9.3 Parties in Interest 28 44 Section 9.4 Amendments and Waivers 28 45 Section 9.5 Notices 29 45 Section 9.6 Counterparts 29 46 Section 9.7 Power of Attorney 29 46 Section 9.8 Entire Agreement 30 46 Section 9.9 Remedies 30 46 Section 9.10 Severability 30 47 Section 9.11 Creditors 30 47 Section 9.12 Waiver 30 47 Section 9.13 Further Action 30 47 Section 9.14 Delivery by Facsimile or Email 30 SECOND 47 AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF NRG YIELD TERRAFORM GLOBAL, LLC This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of NRG Yield TerraForm Global, LLC, a Delaware limited liability companycompany (the “Company”), dated and effective as of August 5, 2013 2015 (the “Effective Date”), is made by and among the Members (as defined herein).

Appears in 1 contract

Samples: Limited Liability Company Agreement (Terraform Global, Inc.)

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BOOKS AND RECORDS; FINANCIAL STATEMENTS AND OTHER INFORMATION. TAX MATTERS 26 25 Section 8.1 Books and Records 26 25 Section 8.2 Information 26 Section 8.3 Fiscal Year 26 Section 8.4 Certain Tax Matters 26 ARTICLE IX MISCELLANEOUS 27 Section 9.1 Separate Agreements; Schedules 27 Section 9.2 Governing Law; Disputes 27 Section 9.3 Parties in Interest 28 Section 9.4 Amendments and Waivers 28 Section 9.5 Notices 29 Section 9.6 Counterparts 29 Section 9.7 Power of Attorney 29 Section 9.8 Entire Agreement 30 29 Section 9.9 Remedies 30 29 Section 9.10 Severability 30 Section 9.11 Creditors 30 Section 9.12 Waiver 30 Section 9.13 Further Action 30 Section 9.14 Delivery by Facsimile or Email 30 SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF NRG YIELD LLC This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of NRG Yield LLC, a Delaware limited liability company, dated and effective as of July 16, 2013 (the “Effective Date”), is made by and among the Members (as defined herein).

Appears in 1 contract

Samples: Limited Liability Company Agreement (NRG Yield, Inc.)

BOOKS AND RECORDS; FINANCIAL STATEMENTS AND OTHER INFORMATION. TAX MATTERS 26 35 Section 8.1 Books and Records 26 35 Section 8.2 Information 26 36 Section 8.3 Fiscal Year 26 36 Section 8.4 Certain Tax Matters 26 36 ARTICLE IX MISCELLANEOUS 27 37 Section 9.1 Separate Agreements; Schedules 27 37 Section 9.2 Governing Law; Disputes 27 37 Section 9.3 Parties in Interest 28 38 Section 9.4 Amendments and Waivers 28 38 Section 9.5 Notices 29 39 Section 9.6 Counterparts 29 39 Section 9.7 Power of Attorney 29 39 Section 9.8 Entire Agreement 30 39 Section 9.9 Remedies 30 40 Section 9.10 Severability 30 40 Section 9.11 Creditors 30 40 Section 9.12 Waiver 30 40 Section 9.13 Further Action 30 40 Section 9.14 Delivery by Facsimile or Email 30 SECOND 40 AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF NRG YIELD TerraForm Power, LLC This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of NRG Yield TerraForm Power, LLC, a Delaware limited liability companycompany (the “Company”), dated and effective as of , 2013 2014 (the “Effective Date”), is made by and among the Members (as defined herein).

Appears in 1 contract

Samples: Limited Liability Company Agreement (TerraForm Power, Inc.)

BOOKS AND RECORDS; FINANCIAL STATEMENTS AND OTHER INFORMATION. TAX MATTERS 26 Section 8.1 Books and Records 26 Section 8.2 Information 26 27 Section 8.3 Fiscal Year 26 27 Section 8.4 Certain Tax Matters 26 27 ARTICLE IX MISCELLANEOUS 27 28 Section 9.1 Separate Agreements; Schedules 27 28 Section 9.2 Governing Law; Disputes 27 28 Section 9.3 Parties in Interest 28 29 Section 9.4 Amendments and Waivers 28 29 Section 9.5 Notices 29 30 Section 9.6 Counterparts 29 30 Section 9.7 Power of Attorney 29 30 Section 9.8 Entire Agreement 30 Section 9.9 Remedies 30 Section 9.10 Severability 30 31 Section 9.11 Creditors 30 31 Section 9.12 Waiver 30 31 Section 9.13 Further Action 30 31 Section 9.14 Delivery by Facsimile or Email 30 31 Exhibits 33 Exhibit A Adoption Agreement 33 Exhibit B Form of Section 1603 Certification 34 Exhibit C Schedule of Members 35 SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF NRG YIELD TERRAFORM POWER, LLC This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of NRG Yield TerraForm Power, LLC, a Delaware limited liability companycompany (the “Company”), dated and effective as of October 16, 2013 2017 (the “Effective Date”), is made by and among the Members (as defined herein).

Appears in 1 contract

Samples: Limited Liability Company Agreement (TerraForm Power, Inc.)

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