Common use of Deviations from Approved Forms Clause in Contracts

Deviations from Approved Forms. (i) The Borrower shall provide or shall cause the Seller (Solar Loans) to provide all forms of Solar Loan Contracts and Ancillary Solar Agreements which deviate in any material respect from the Approved Solar Loan Forms (each such form, an “Updated Solar Loan Form”) to the Borrower, the Seller (Solar Loans), and the Agent and shall provide notice to such parties regarding the cessation of the use of a form of Solar Loan Contract or Ancillary Solar Agreement attached hereto as Exhibit F or previously delivered hereunder. If the Agent has not received, as of the tenth (10th) Business Day after the Agent has provided any Updated Solar Loan Form to all Lenders and the Borrower, written notice of objection to such Updated Solar Loan Form from Lenders comprising the Majority Lenders, Exhibit F shall be amended to include such Updated Solar Loan Form as a Solar Loan Contract or Ancillary Solar Agreement, as applicable, in addition to the other forms attached as Exhibit F or previously delivered hereunder. (ii) The Borrower shall provide or shall cause the Seller (Solar Assets) or the applicable Financing Fund Seller, as applicable, to provide, to the Agent all Updated Solar Asset Forms of Solar Service Agreements which deviate in any material respect from a form attached hereto as Exhibit G (each such form a “Updated Solar Asset Form”) and shall provide notice to the Agent regarding the cessation of a form of Solar Service Agreement attached hereto as Exhibit G or previously delivered hereunder. The Agent shall use its best efforts to notify the Borrower in writing within ten (10) Business Days of receipt of an Updated Solar Asset Form of its objection or approval of the terms of such Updated Solar Asset Form. Upon the written approval of the Agent, such approval not to be unreasonably withheld or delayed, Exhibit G shall be deemed to be amended to include such Updated Solar Asset Form as a Solar Service Agreement in addition to the other forms attached or previously delivered hereunder.

Appears in 4 contracts

Samples: Credit Agreement (Sunnova Energy International Inc.), Credit Agreement (Sunnova Energy International Inc.), Credit Agreement (Sunnova Energy International Inc.)

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Deviations from Approved Forms. (i) The Borrower shall provide or shall cause the applicable Seller (Solar Loans) to provide all forms of Solar Loan Contracts and Ancillary Solar Agreements which deviate in any material respect from the Approved Solar Loan Forms (each such form, an “Updated Solar Loan Form”) to the Borrower, the Seller (Solar Loans), and the Agent and shall provide notice to such parties regarding the cessation of the use of a form of Solar Loan Contract or Ancillary Solar Agreement attached hereto as Exhibit F or previously delivered hereunder. If the Agent has not received, as of the tenth (10th) Business Day after the Agent has provided any Updated Solar Loan Form to all Lenders and the Borrower, written notice of objection to such Updated Solar Loan Form from Lenders comprising the Majority Lenders, Exhibit F shall be amended to include such Updated Solar Loan Form as a Solar Loan Contract or Ancillary Solar Agreement, as applicable, in addition to the other forms attached as Exhibit F or previously delivered hereunder. (ii) The Borrower shall provide or shall cause the Seller (Solar Assets) or the applicable Financing Fund Seller, as applicable, to provide, to the Administrative Agent all Updated Solar Asset Forms proposed forms of Solar Service Agreements which deviate in any material respect from a form attached hereto as Exhibit G (each such form a “Updated Solar Asset Proposed Form”) and shall provide notice to the Administrative Agent (with a copy to each Lender) regarding the cessation of a form of Solar Service Agreement attached hereto as Exhibit G or previously delivered hereunder. The Administrative Agent shall use its best efforts to notify the Borrower in writing within ten (10) Business Days of receipt of an Updated Solar Asset a Proposed Form of its objection or approval of the terms of such Updated Solar Asset Proposed Form. Upon the written approval of the Administrative Agent, such approval not to be unreasonably withheld or delayed, Exhibit G shall be deemed to be amended to include such Updated Solar Asset Proposed Form as a Solar Service Agreement in addition to the other forms attached or previously delivered hereunder. The Borrower shall, no less frequently than once per calendar quarter, provide or shall cause the applicable Seller to provide, (i) to the Administrative Agent all forms of Solar Service Agreements that incorporate changes which do not deviate materially from a form attached hereto as Exhibit G and (ii) to the Lenders all forms of Solar Service Agreements that have been updated pursuant to this Section 5.1(X). Upon receipt by the Administrative Agent of such forms of Solar Service Agreements, Exhibit G shall be deemed to be amended to include such forms in addition to the other forms attached or previously delivered hereunder.

Appears in 3 contracts

Samples: Second Amended and Restated Credit Agreement (Sunnova Energy International Inc.), Credit Agreement (Sunnova Energy International Inc.), Credit Agreement (Sunnova Energy International Inc.)

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Deviations from Approved Forms. (i) The Borrower shall provide or shall cause the Seller (Solar Loans) to provide all forms of Solar Loan Contracts and Ancillary Solar Agreements which deviate in any material respect from the Approved Solar Loan Forms (each such form, an “Updated Solar Loan Form”) to the Borrower, the Seller (Solar Loans), and the Agent and shall provide notice to such parties regarding the cessation of the use of a form of Solar Loan Contract or Ancillary Solar Agreement attached hereto as Exhibit F or previously delivered hereunder. If the Agent has not received, as of the tenth (10th) Business Day after the Agent has provided any Updated Solar Loan Form to all Lenders and the Borrower, written notice of objection to such Updated Solar Loan Form from Lenders comprising the Majority Lenders, Exhibit F shall be amended to include such Updated Solar Loan Form as a Solar Loan Contract or Ancillary Solar Agreement, as applicable, in addition to the other forms attached as Exhibit F or previously delivered hereunder. (ii) The Borrower shall provide or shall cause the Seller (Solar Assets) or the applicable Financing Fund Seller, as applicable, to provide, to the Agent all Updated Solar Asset Forms of Solar Service Agreements which deviate in any material respect from a form attached hereto as Exhibit G (each such form a “Updated Solar Asset Form”) and shall provide notice to the Agent regarding the cessation of a form of Solar Service Agreement attached hereto as Exhibit G or previously delivered hereunder. The Agent shall use its best efforts to notify the Borrower in writing within ten (10) Business Days of receipt of an Updated Solar Asset Form of its objection or approval of the terms of such Updated Solar Asset Form. Upon the written approval of the Agent, such approval not to be unreasonably withheld or delayed, Exhibit G shall be deemed to be amended to include such Updated Solar Asset Form as a Solar Service Agreement in addition to the other forms attached or previously delivered hereunder. [***] = Certain information has been excluded from this exhibit because it is both not material and would likely cause harm to the company if publicly disclosed.

Appears in 1 contract

Samples: Credit Agreement (Sunnova Energy International Inc.)

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