Common use of Deliveries of Each Purchaser Clause in Contracts

Deliveries of Each Purchaser. At or prior to the Closing (except as otherwise indicated), each Purchaser shall deliver or cause to be delivered to the Company: (i) A counterpart of the Registration Rights Agreement, which shall have been duly executed by each Class B Purchaser; (ii) A cross-receipt executed by the Class A Purchaser and delivered to the Class B Purchasers certifying as to the amount that it has received from each of the Class B Purchasers; (iii) A cross-receipt executed by the Class B Purchasers and delivered to the Class A Purchaser certifying that it has received from the Class A Purchaser the number of Class B Purchased Units to be received by such Class B Purchaser in connection with the Closing; (iv) An executed counterpart to the A&R LLC Agreement, substantially in the form attached hereto as Exhibit A, which shall have been duly executed by such Purchaser; (v) A certificate of an authorized officer of such Purchaser, dated as of the Closing Date, to the effect that the conditions set forth in Section 2.05(a) and Section 2.05(b) have been satisfied; (vi) For each Class B Purchaser, payment of such Class B Purchaser’s Pro Rata Share of the Class B Purchase Price payable by wire transfer of immediately available funds to an account designated in advance of the Closing Date by the Class A Purchaser; (vii) A properly executed Internal Revenue Service Form W-9 from such Purchaser (or, in the case of a Purchaser which is disregarded for U.S. federal income tax purposes, such Purchaser’s regarded owner); and (viii) Such other documents relating to the transactions contemplated by this Agreement as the Company or NEP or their respective counsel may reasonably request.

Deliveries of Each Purchaser. At or prior to the each Closing (except as otherwise indicated), each Purchaser the Purchasers shall deliver or cause to be delivered to the Company: (i) A counterpart of the Registration Rights Agreement, which shall have been duly executed by each Class B Purchaser; (ii) A a cross-receipt executed by each Purchaser (or with respect to the Class A Purchaser Up-Front Fee, the Person designated by EIG Management Company, LLC) and delivered to the Class B Purchasers certifying as to the amount that it has received from each of the Class B Purchasers; (iii) A cross-receipt executed by the Class B Purchasers and delivered to the Class A Purchaser Company certifying that it has received from the Class A Purchaser Company (i) the number of Class B Purchased Units Shares to be received by such Class B Purchaser in connection with the applicable Closing, (ii) the Purchasers’ Transaction Expense Amount in respect of the applicable Closing and (iii), solely with respect to the Initial Closing, the Up-Front Fee; (ivii) An executed counterpart to the A&R LLC Agreement, substantially in the form attached hereto as Exhibit A, which shall have been duly executed by such Purchaser; (v) A a certificate of an authorized officer of such Purchaser, dated as of the applicable Closing Date, in his or her applicable capacity, to the effect that the conditions set forth in Section 2.05(a) and Section 2.05(b2.03(c) have been satisfied; (viiii) For each Class B Purchaser, payment of such Class B Purchaser’s Pro Rata Share of the Class B Purchase Price Funding Obligation payable by wire transfer of immediately available funds to an account designated in advance of the applicable Closing Date by the Class A Purchaser;Company; and (viiiv) A at least two Business Days prior to the Initial Closing (and at least two Business Days prior to any Subsequent Closing in the case of any Purchaser (including an assignee of a Purchaser) that did not purchase Series B Preferred Shares at the Initial Closing), a properly executed Internal Revenue Service Form W-9 from such Purchaser (or, in the case of a Purchaser which is disregarded for U.S. federal income tax purposes, such Purchaser’s regarded owner); and (viii) Such other documents relating to the transactions contemplated by this Agreement as the Company or NEP or their respective counsel may reasonably request.

Deliveries of Each Purchaser. At or prior to the Closing (except as otherwise indicated), each the applicable Purchaser shall deliver or cause to be delivered to the Company: (i) A a counterpart of the Registration Rights Agreement, which shall have been duly executed by each Class B Purchaser; (ii) A a cross-receipt executed by the Class A Purchaser and delivered to the Class B Purchasers certifying as to the amount that it has received from each of the Class B Purchasers; (iii) A a cross-receipt executed by each of the Class B Purchasers and delivered to the Class A Purchaser certifying that it has received (A) from the Company, the amounts required to be paid at the Closing pursuant to Section 8.01, and (B) from the Class A Purchaser Purchaser, the number of Class B Purchased Units to be received by such Class B Purchaser in connection with the Closing; (iv) An an executed counterpart to the A&R LLC Agreement, substantially in the form attached hereto as Exhibit A, which shall have been duly executed by each such Purchaser; (v) A a certificate of an authorized officer of such each Class B Purchaser, dated as of the Closing Date, to the effect that the conditions set forth in Section 2.05(a) and Section 2.05(b) have been satisfied, and a certificate of an authorized officer of the Class A Purchaser, dated as of the Closing Date, to the effect that the conditions set forth in Section 2.04(b)(i) and Section 2.04(b)(ii) (in each case, solely as they pertain to the Class A Purchaser) have been satisfied; (vi) For for each Class B Purchaser, payment of such Class B Purchaser’s Pro Rata Share of the Class B Purchase Price payable by wire transfer of immediately available funds to an account designated in advance of the Closing Date by the Class A Purchaser;; and (vii) A properly executed Internal Revenue Service Form W-9 from such Purchaser (or, in the case of a Purchaser which is disregarded for U.S. federal income tax purposes, such Purchaser’s regarded owner); and (viii) Such other documents relating to the transactions contemplated by this Agreement as the Company or NEP or their respective counsel may reasonably request.

Deliveries of Each Purchaser. At or prior to the Initial Closing (except as otherwise indicated), each the applicable Purchaser shall deliver or cause to be delivered to the Company: (i) A a counterpart of the Registration Rights Agreement, which shall have been duly executed by each Class B Purchaser; (ii) A a cross-receipt receipt, duly executed by the Class A Purchaser and delivered to the Class B Purchasers certifying as to the amount that it has received from (A) each of the Class B Purchasers; (iii) A cross-receipt executed by the Class B Purchasers and delivered to the Class A Purchaser Company, certifying that it such Class B Purchaser has received from the Class A Purchaser Company, the number of Initial Individual Class B Purchased Units to be received by such Class B Purchaser at the Initial Closing and (B) the Class B Purchaser Representative, on behalf of each of the Class B Purchasers, certifying that the Class B Purchasers have received credit in connection with the ClosingPortfolio Project Model in an aggregate amount equal to the Reimbursement Amount; (iviii) An an executed counterpart to the A&R LLC Agreement, substantially in the form attached hereto as Exhibit A, subject to any updates pursuant to Section 2.16 and in a manner consistent with the assumptions and procedures set forth in Schedule I, which shall have been duly executed by each such Purchaser; (viv) A a duly executed certificate of (A) an authorized officer of such each Class B Purchaser, dated as of the Initial Closing Date, to the effect that the conditions set forth in Section 2.05(a) and Section 2.05(b) have been satisfied, and (B) an authorized officer of the Class A Purchaser, dated as of the Initial Closing Date, to the effect that the conditions set forth in Section 2.04(b)(i) and Section 2.04(b)(ii) (in each case, solely as they pertain to the Class A Purchaser) have been satisfied; (viv) For for each Class B Purchaser, payment of such Class B Purchaser’s Pro Rata Share of the Initial Individual Class B Purchase Price Price, payable by wire transfer of immediately available funds to an account designated in advance of the Initial Closing Date by the Class A PurchaserCompany; (vii) A properly executed Internal Revenue Service Form W-9 from such Purchaser (or, in the case of a Purchaser which is disregarded for U.S. federal income tax purposes, such Purchaser’s regarded owner); and (viii) Such other documents relating to the transactions contemplated by this Agreement as the Company or NEP or their respective counsel may reasonably request.

Deliveries of Each Purchaser. At or prior to the Initial Closing (except as otherwise indicated), each the applicable Purchaser shall deliver or cause to be delivered to the Company:Company and the other Purchasers (except to the extent otherwise indicated below): (i) A a counterpart of the Registration Rights Agreement, which shall have been duly executed by each Class B Purchaser; (ii) A a cross-receipt receipt, duly executed by the Class A Purchaser and delivered to the Class B Purchasers certifying as to the amount that it has received from (A) each of the Class B Purchasers; (iii) A cross-receipt executed by the Class B Purchasers and delivered to the Class A Purchaser Purchaser, certifying that it such Class B Purchaser has received from the Class A Purchaser the number of Initial Individual Class B Purchased Units to be received by such Class B Purchaser at the Initial Closing and (B) the Class B Purchaser Representative, on behalf of each of the Class B Purchasers and delivered to the Company, certifying that the Class B Purchasers have received credit in connection with the ClosingPortfolio Project Model in an aggregate amount equal to the Reimbursement Amount; (iviii) An executed a counterpart to the A&R LLC Agreement, substantially in the form attached hereto as Exhibit A, subject to any updates pursuant to Section 2.16 and in a manner consistent with the procedures set forth in Schedule G, which shall have been duly executed by each such Purchaser; (viv) A a duly executed certificate of (A) an authorized officer of such each Class B Purchaser, dated as of the Initial Closing Date, to the effect that the conditions set forth in Section 2.05(a) and Section 2.05(b) have been satisfied, and (B) an authorized officer of the Class A Purchaser, dated as of the Initial Closing Date, to the effect that the conditions set forth in Section 2.04(b)(i) and Section 2.04(b)(ii) (in each case, solely as they pertain to the Class A Purchaser) have been satisfied; (viv) For for each Class B Purchaser, payment of such Class B Purchaser’s Pro Rata Share of the Initial Individual Class B Purchase Price payable to the Class A Purchaser, by wire transfer of immediately available funds to an account designated in advance of the Initial Closing Date by the Class A Purchaser; (vi) the Class A Purchaser shall have delivered Bring-Down Consultant Reports to the Class B Purchaser Representative with respect to each of the Projects pursuant to and in accordance with Section 2.16(a), together with executed reliance letters addressed to each Class B Purchaser from the independent engineer, environmental consultant, transmission consultant and insurance consultant with respect to each of the Projects; (vii) the Class A properly executed Internal Revenue Service Form W-9 from such Purchaser (orshall have delivered the Initial Updated Portfolio Project Model to the Class B Purchaser Representative pursuant to, and in the case of a Purchaser which is disregarded for U.S. federal income tax purposesaccordance with, such Purchaser’s regarded ownerSection 2.16(a); and (viii) Such other documents relating the Class A Purchaser shall have delivered the current Tax Equity Base Case Model to the transactions contemplated by this Agreement as the Company or NEP or their respective counsel may reasonably requestClass B Purchaser Representative.