Common use of Closing Actions at Document Closing Clause in Contracts

Closing Actions at Document Closing. Subject to the terms and conditions of this Participation Agreement, at the Document Closing, or at such earlier time as specified below, the Parties shall take or cause to be taken the following actions (the “Document Closing Actions”): (i) each Investor shall (x) execute and deliver the Equity Funding Agreement and take such actions described therein to be taken by such Investor on such date, including, in the case of Google Investor and NRG Investor, making a capital contribution to Master Holdco pursuant to Section 3.2(b)(i) of the Master Holdco LLC Agreement in order to fund the payment of a portion of certain fees, commissions and expenses due under the DOE Credit Facility Documents (the “Fee Contributions”), and (y) execute and deliver to the DOE all certificates, notices and other documents required to be delivered by such Investor under the DOE Credit Facility Documents, in each case, at the Document Closing; (ii) each Investor shall provide the credit support required under the Equity Funding Agreement to support such Investor’s performance of its obligations thereunder; (iii) Sponsor shall cause the Project Company to execute and deliver the Equity Funding Agreement with respect to the Project, and shall cause the Project Company to take such actions described therein to be taken by the Project Company at Document Closing; (iv) each Investor shall execute and deliver the Master Holdco LLC Agreement and make its contributions and take such other actions described therein to be taken by such Investor at Document Closing that relate to the Project; (v) Sponsor shall cause the Project Company to execute and deliver the DOE Credit Facility Documents not already executed and delivered, and shall cause the Project Company to take such actions described therein to be taken by the Project Company at Document Closing; (vi) Sponsor shall cause the Project Company to issue and deliver a Master Advance Notice and related certificates under the Common Agreement for the initial advance under the DOE Credit Facility; (vii) Sponsor shall cause the Project Company to execute and deliver each of the Project Management Agreement, the Construction Management Agreement, the O&M Agreement and the O&M Guarantee, and shall cause the Project Company to take such actions described in each such agreement to be taken by the Project Company at Document Closing, if any; (viii) Sponsor shall, and shall cause each applicable Sponsor Affiliate to, execute and deliver the Sponsor Warranty Support Agreement, the Equity Contributor Guaranty, the Source Code Escrow Agreement and the Sponsor Support Agreement; (ix) each Investor shall execute and deliver the Escrow Agreement; (x) Sponsor shall cause the Project Company, Solar Partners II, LLC and Solar Partners VIII, LLC to execute and deliver the Escrow Agreement; (xi) Sponsor shall, and shall cause each applicable Sponsor Affiliate to, execute and deliver all other documents, certificates, notices and instruments required to be delivered pursuant to any of the foregoing documents.

Closing Actions at Document Closing. Subject to the terms and conditions of this Participation Agreement, at the Document Closing, or at such earlier time as specified below, the Parties shall take or cause to be taken the following actions (the “Document Closing Actions”): (i) each Investor shall (x) execute and deliver the Equity Funding Agreement and take such actions described therein to be taken by such Investor on such date, including, in the case of Google Investor and NRG Investor, making a capital contribution to Master Holdco pursuant to Section 3.2(b)(i) of the Master Holdco LLC Agreement in order to fund the payment of a portion of certain fees, commissions and expenses due under the DOE Credit Facility Documents (the “Fee Contributions”), and (y) execute and deliver to the DOE all certificates, notices and other documents required to be delivered by such Investor under the DOE Credit Facility Documents, in each case, at the Document Closing; (ii) each Investor shall provide the credit support required under the Equity Funding Agreement to support such Investor’s performance of its obligations thereunder; (iii) Sponsor shall cause the Project Company to execute and deliver the Equity Funding Agreement with respect to the Project, and shall cause the Project Company to take such actions described therein to be taken by the Project Company at Document Closing; (iv) each Investor shall execute and deliver the Master Holdco LLC Agreement and make its contributions and take such other actions described therein to be taken by such Investor at Document Closing that relate to the Project; (v) Sponsor shall cause the Project Company to execute and deliver the DOE Credit Facility Documents not already executed and delivered, and shall cause the Project Company to take such actions described therein to be taken by the Project Company at Document Closing; (vi) Sponsor shall cause the Project Company to issue and deliver a Master Advance Notice and related certificates under the Common Agreement for the initial advance under the DOE Credit Facility; (vii) Sponsor shall cause the Project Company to execute and deliver each of the Project Management Agreement, the Construction Management Agreement, the O&M Agreement and the O&M Guarantee, and shall cause the Project Company to take such actions described in each such agreement to be taken by the Project Company at Document Closing, if any; (viii) Sponsor shall, and shall cause each applicable Sponsor Affiliate to, execute and deliver the Sponsor Warranty Support Agreement, the Equity Contributor Guaranty, the Source Code Escrow Agreement and the Sponsor Support Agreement; (ix) each Investor shall execute and deliver the Escrow Agreement; (x) Sponsor shall cause the Project Company, Solar Partners III, LLC and Solar Partners VIII, LLC to execute and deliver the Escrow Agreement; (xi) Sponsor shall, and shall cause each applicable Sponsor Affiliate to, execute and deliver all other documents, certificates, notices and instruments required to be delivered pursuant to any of the foregoing documents.

Closing Actions at Document Closing. Subject to the terms and conditions of this Participation Agreement, at the Document Closing, or at such earlier time as specified below, the Parties shall take or cause to be taken the following actions (the “Document Closing Actions”): (i) each Investor shall (x) execute and deliver the Equity Funding Agreement and take such actions described therein to be taken by such Investor on such date, including, in the case of Google Investor and NRG Investor, making a capital contribution to Master Holdco pursuant to Section 3.2(b)(i) of the Master Holdco LLC Agreement in order to fund the payment of a portion of certain fees, commissions and expenses due under the DOE Credit Facility Documents (the “Fee Contributions”), and (y) execute and deliver to the DOE all certificates, notices and other documents required to be delivered by such Investor under the DOE Credit Facility Documents, in each case, at the Document Closing; (ii) each Investor shall provide the credit support required under the Equity Funding Agreement to support such Investor’s performance of its obligations thereunder; (iii) Sponsor shall cause the Project Company to execute and deliver the Equity Funding Agreement with respect to the Project, and shall cause the Project Company to take such actions described therein to be taken by the Project Company at Document Closing; (iv) each Investor shall execute and deliver the Master Holdco LLC Agreement and make its contributions and take such other actions described therein to be taken by such Investor at Document Closing that relate to the Project; (v) Sponsor shall cause the Project Company to execute and deliver the DOE Credit Facility Documents not already executed and delivered, and shall cause the Project Company to take such actions described therein to be taken by the Project Company at Document Closing; (vi) Sponsor shall cause the Project Company to issue and deliver a Master Advance Notice and related certificates under the Common Agreement for the initial advance under the DOE Credit Facility; (vii) Sponsor shall cause the Project Company to execute and deliver each of the Project Management Agreement, the Construction Management Agreement, the O&M Agreement and the O&M Guarantee, and shall cause the Project Company to take such actions described in each such agreement to be taken by the Project Company at Document Closing, if any; (viii) Sponsor shall, and shall cause each applicable Sponsor Affiliate to, execute and deliver the Sponsor Warranty Support Agreement, the Equity Contributor Guaranty, the Source Code Escrow Agreement and the Sponsor Support Agreement; (ix) each Investor shall execute and deliver the Escrow Agreement; (x) Sponsor shall cause the Project Company, Solar Partners III, LLC and Solar Partners VIIIII, LLC to execute and deliver the Escrow Agreement; (xi) Sponsor shall, and shall cause each applicable Sponsor Affiliate to, execute and deliver all other documents, certificates, notices and instruments required to be delivered pursuant to any of the foregoing documents.