Common use of ITC Percentage Clause in Contracts

ITC Percentage. With respect to a Financing Funding, no model affecting Managing Member Distributions delivered to (and agreed to in writing by) the related Tax Equity Investor pursuant to the applicable Financing Fund LLCA or ITC Buyer pursuant to a related ITC Transfer Agreement shall reflect Tax Credits with respect to any Solar Asset owned by such Financing Fund in an amount greater than [***]% unless (i) such increase in the Tax Credits is a result of an adder for an Approved Bonus Credit and (ii) such Financing Fund is covered by a Tax Loss Insurance Policy which provides sufficient coverage for such increased Tax Credits (as determined by a single counsel to the Administrative Agent and the Lenders) of the Project Purchase Price of such Solar Asset. 118556040.20118095118.53 Schedule I-16 Bank Name: [***] ABA No.: [***] Account No.: [***] Account Name: [***] FFC: [***] Bank Name: [***] ABA No.: [***] Account No.: [***] Account Name: [***] FFC: [***] Bank Name: [***] ABA No.: [***] Acct: [***] Account Name: [***] FFC: [***] Bank Name: [***] ABA No.: [***] Account No.: [***] Account Name: [***] 118556040.20118095118.53 Schedule II-1 FFC: [***] Bank Name: [***] ABA No.: [***] Account No.: [***] Account Name: [***] FFC: [***] Bank Name: [***] ABA No.: [***] Account No.: [***] Account Name: [***] FFC: [***] Bank Name: [***] ABA No.: [***] Account No.: [***] Account Name: [***] Reference: [***] 118556040.20118095118.53 Schedule II-2 118556040.20118095118.53 Schedule III-1 118556040.20118095118.53 Schedule IV-1 118556040.20118095118.53 Schedule V-1 118556040.20118095118.53 Schedule VI-1 118556040.20118095118.53 Schedule VII-1

Appears in 1 contract

Samples: Credit Agreement (Sunnova Energy International Inc.)

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ITC Percentage. With The final true-up model with respect to a Financing Funding, no model affecting Managing Member Distributions Fund delivered to (and agreed to in writing by) the related Tax Equity Investor pursuant to the applicable Financing Fund LLCA or ITC Buyer pursuant to a related ITC Transfer Agreement shall not reflect Tax Credits with respect to any Solar Asset owned by such Financing Fund in an amount greater than [***]% unless (i) such or [***]% with respect to an increase in the Tax Credits is as a result of an the 10% adder for an Approved Bonus Credit and (ii“energy community” as provided for in Internal Revenue Code Section 48(a)(14)(B)(ii) such for any Financing Fund is covered by a Tax Loss Insurance Policy which provides sufficient coverage for such increased Tax Credits (Credits, as determined by a single counsel to the Administrative Agent and the Lenders) of the Project Purchase Price of such Solar Asset. 118556040.20118095118.53 Schedule I-16 SCHEDULE II THE COLLECTION ACCOUNT, THE SUPPLEMENTAL RESERVE ACCOUNT, THE LIQUIDITY RESERVE ACCOUNT, THE SAP LOCKBOX ACCOUNT, THE SAP REVENUE ACCOUNT, THE TAKEOUT TRANSACTION ACCOUNT AND THE BORROWER’S ACCOUNT Bank Name: [***] ABA No.: [***] Account No.: [***] Account Name: [***] FFC: [***] Bank Name: [***] ABA No.: [***] Account No.: [***] Account Name: [***] FFC: [***] Bank Name: [***] ABA No.: [***] Acct: [***] Account Name: [***] FFC: [***] Bank Name: [***] ABA No.: [***] Account No.: [***] Account Name: [***] 118556040.20118095118.53 Schedule II-1 FFC: [***] Bank Name: [***] ABA No.: [***] Account No.: [***] Account Name: [***] FFC: [***] Bank Name: [***] ABA No.: [***] Account No.: [***] Account Name: [***] FFC: [***] Bank Name: [***] ABA No.: [***] Account No.: [***] Account Name: [***] Reference: [***] 118556040.20118095118.53 Schedule II-2 118556040.20118095118.53 Schedule III-1 118556040.20118095118.53 Schedule IV-1 118556040.20118095118.53 Schedule V-1 118556040.20118095118.53 Schedule VI-1 118556040.20118095118.53 Schedule VII-1SCHEDULE III [RESERVED] SCHEDULE IV SCHEDULED HEDGED SREC PAYMENTS SCHEDULE V SCHEDULED HOST CUSTOMER PAYMENTS SCHEDULE VI SCHEDULED PBI PAYMENTS SCHEDULE VII SCHEDULED MANAGING MEMBER DISTRIBUTIONS SCHEDULE VIII TAX EQUITY DEFINITIONS 1. Sunnova TEP 7-D, LLC, a Delaware limited liability company (“TEP 7-D”) 2. Sunnova TEP 7-B, LLC, a Delaware limited liability company (“TEP 7-B”) 3. Sunnova TEP 7-G, LLC, a Delaware limited liability company (“TEP 7-G”) 4. Sunnova TEP 7-F, LLC, a Delaware limited liability company (“TEP 7-F”) 5. Sunnova TEP 8-A, LLC, a Delaware limited liability company (“TEP 8-A”) 6. Sunnova TEP 8-B, LLC, a Delaware limited liability company (“TEP 8-B”) 7. Sunnova TEP 8-C, LLC, a Delaware limited liability company (“TEP 8-C’) 8. Sunnova TEP 8-D, LLC, a Delaware limited liability company (“TEP 8-D”) 1. With respect to TEP 7-D, the Amended and Restated Limited Liability Company Agreement, dated as of December 19, 2022, entered into between the applicable Managing Member and the applicable Tax Equity Investor (the “TEP 7-D LLCA”) 2. With respect to TEP 7-B, the Amended and Restated Limited Liability Company Agreement, dated as of December 22, 2022, entered into between the applicable Managing Member and the applicable Tax Equity Investor, as further amended by that certain Amendment No. 1 to the TEP 7-B Amended and Restated Limited Liability Company Agreement, dated as of February 28, 2023, and as further amended by that certain Amendment No. 2 to the TEP 7-B Amended and Restated Limited Liability Company Agreement, dated as of December 22, 2023 (the “TEP 7-B LLCA”) 3. With respect to TEP 7-G, the Amended and Restated Limited Liability Company Agreement, dated as of August 9, 2023, entered into between the applicable Managing Member and the applicable Tax Equity Investor (the “TEP 7-G LLCA”) 4. With respect to TEP 7-F, the Amended and Restated Limited Liability Company Agreement, dated as of September 29, 2023, entered into between the applicable Managing Member and the applicable Tax Equity Investor (the “TEP 7-F LLCA”) 5. With respect to TEP 8-A, the Amended and Restated Limited Liability Company Agreement, dated as of December 1, 2023, entered into between the applicable Managing Member and the applicable Tax Equity Investor (the “TEP 8-A LLCA”) 6. With respect to TEP 8-B, the Amended and Restated Limited Liability Company Agreement, dated as of December 7, 2023, entered into between the applicable Managing Member and the applicable Tax Equity Investor (the “TEP 8-B LLCA”) 7. With respect to TEP 8-C, the Amended and Restated Limited Liability Company Agreement, dated as of December 29, 2023, entered into between the applicable Managing Member and the applicable Tax Equity Investor (the “TEP 8-C LLCA”) 8. With respect to TEP 8-D, the Amendment and Restated Limited Liability Company Agreement, dated as of February 7, 2024, entered into between the applicable Managing Member and the applicable Tax Equity Investor (the “TEP 8-D LLCA”) 1. Management Agreement, dated as of December 19, 2022, by and between the Manager and TEP 7-D (“TEP 7-D Management Agreement”) 2. Management Agreement, dated as of December 22, 2022, by and between the Manager and TEP 7-B (“TEP 7-B Management Agreement”) 3. Management Agreement, dated as of August 9, 2023, by and between the Manager and TEP 7-G (“TEP 7-G Management Agreement”) 4. Management Agreement, dated as of September 29, 2023, by and between the Manager and TEP 7-F (“TEP 7-F Management Agreement”) 5. Management Agreement, dated as of December 1, 2023, by and between the Manager and TEP 8-A (“TEP 8-A Management Agreement”) 6. Management Agreement, dated as of December 7, 2023, by and between the Manager and TEP 8-B (“TEP 8-B Management Agreement”) 7. Management Agreement, dated as of December 29, 2023, by and between the Manager and TEP 8-C (“TEP 8-C Management Agreement”) 8. Management Agreement, dated as of February 7, 2024, by and between the Manager and TEP 8-D (“TEP 8-D Management Agreement”)

Appears in 1 contract

Samples: Credit Agreement (Sunnova Energy International Inc.)

ITC Percentage. With The final true-up model with respect to a Financing Funding, no model affecting Managing Member Distributions Fund delivered to (and agreed to in writing by) the related Tax Equity Investor pursuant to the applicable Financing Fund LLCA or ITC Buyer pursuant to a related ITC Transfer Agreement shall not reflect Tax Credits with respect to any Solar Asset owned by such Financing Fund in an amount greater than [***]% unless (i) such or [***]% with respect to an increase in the Tax Credits is as a result of an the 10% adder for an Approved Bonus Credit and (ii“energy community” as provided for in Internal Revenue Code Section 48(a)(14)(B)(ii) such for any Financing Fund is covered by a Tax Loss Insurance Policy which provides sufficient coverage for such increased Tax Credits (Credits, as determined by a single counsel to the Administrative Agent and the Lenders) of the Project Purchase Price of such Solar Asset. 118556040.20118095118.53 Schedule I-16 SCHEDULE II THE COLLECTION ACCOUNT, THE SUPPLEMENTAL RESERVE ACCOUNT, THE LIQUIDITY RESERVE ACCOUNT, THE SAP LOCKBOX ACCOUNT, THE SAP REVENUE ACCOUNT, THE TAKEOUT TRANSACTION ACCOUNT AND THE BORROWER’S ACCOUNT Bank Name: [***] ABA No.: [***] Account No.: [***] Account Name: [***] FFC: [***] Bank Name: [***] ABA No.: [***] Account No.: [***] Account Name: [***] FFC: [***] Bank Name: [***] ABA No.: [***] Acct: [***] Account Name: [***] FFC: [***] Bank Name: [***] ABA No.: [***] Account No.: [***] Account Name: [***] 118556040.20118095118.53 Schedule II-1 FFC: [***] Bank Name: [***] ABA No.: [***] Account No.: [***] Account Name: [***] FFC: [***] Bank Name: [***] ABA No.: [***] Account No.: [***] Account Name: [***] FFC: [***] Bank Name: [***] ABA No.: [***] Account No.: [***] Account Name: [***] Reference: [***] 118556040.20118095118.53 Schedule II-2 118556040.20118095118.53 Schedule III-1 118556040.20118095118.53 Schedule IV-1 118556040.20118095118.53 Schedule V-1 118556040.20118095118.53 Schedule VI-1 118556040.20118095118.53 Schedule VII-1SCHEDULE III [RESERVED] SCHEDULE IV SCHEDULED HEDGED SREC PAYMENTS SCHEDULE V SCHEDULED HOST CUSTOMER PAYMENTS SCHEDULE VI SCHEDULED PBI PAYMENTS SCHEDULE VII SCHEDULED MANAGING MEMBER DISTRIBUTIONS SCHEDULE VIII TAX EQUITY DEFINITIONS 1. Sunnova TEP 6-B, LLC, a Delaware limited liability company (“TEP 6-B”) 2. Sunnova TEP 6-D, LLC, a Delaware limited liability company (“TEP 6-D”) 3. Sunnova TEP 7-A, LLC, a Delaware limited liability company (“TEP 7-A”) 4. Sunnova TEP 7-D, LLC, a Delaware limited liability company (“TEP 7-D”) 5. Sunnova TEP 7-B, LLC, a Delaware limited liability company (“TEP 7-B”) 6. Sunnova TEP 7-G, LLC, a Delaware limited liability company (“TEP 7-G”) 7. Sunnova TEP 7-F, LLC, a Delaware limited liability company (“TEP 7-F”) 1. With respect to TEP 6-B, the Amended and Restated Limited Liability Company Agreement, dated as of February 7, 2022, entered into between the applicable Managing Member and the applicable Tax Equity Investor (the “TEP 6-B LLCA”) 2. With respect to TEP 6-D, the Amended and Restated Limited Liability Company Agreement, dated as of September 2, 2022, entered into between the applicable Managing Member and the applicable Tax Equity Investor (the “TEP 6-D LLCA”) 3. With respect to TEP 7-A, the Amended and Restated Limited Liability Company Agreement, dated as of December 2, 2022, entered into between the applicable Managing Member and the applicable Tax Equity Investor (the “TEP 7-A LLCA”) 4. With respect to TEP 7-D, the Amended and Restated Limited Liability Company Agreement, dated as of December 19, 2022, entered into between the applicable Managing Member and the applicable Tax Equity Investor (the “TEP 7-D LLCA”) 5. With respect to TEP 7-B, the Amended and Restated Limited Liability Company Agreement, dated as of December 22, 2022, entered into between the applicable Managing Member and the applicable Tax Equity Investor (the “TEP 7-B LLCA”) 6. With respect to TEP 7-G, the Amended and Restated Limited Liability Company Agreement, dated as of August 9, 2023, entered into between the applicable Managing Member and the applicable Tax Equity Investor (the “TEP 7-G LLCA”) 7. With respect to TEP 7-F, the Amended and Restated Limited Liability Company Agreement, dated as of September 29, 2023, entered into between the applicable Managing Member and the applicable Tax Equity Investor (the “TEP 7-F LLCA”) 1. Management Agreement, dated as of February 7, 2022, by and between the Manager and TEP 6-B (“TEP 6-B Management Agreement”) 2. Management Agreement, dated as of September 2, 2022, by and between the Manager and TEP 6-D (“TEP 6-D Management Agreement”) 3. Management Agreement, dated as of December 2, 2022, by and between the Manager and TEP 7-A (“TEP 7-A Management Agreement”) 4. Management Agreement, dated as of December 19, 2022, by and between the Manager and TEP 7-D (“TEP 7-D Management Agreement”) 5. Management Agreement, dated as of December 22, 2022, by and between the Manager and TEP 7-B (“TEP 7-B Management Agreement”) 6. Management Agreement, dated as of August 9, 2023, by and between the Manager and TEP 7-G (“TEP 7-G Management Agreement”) 7. Management Agreement, dated as of September 29, 2023, by and between the Manager and TEP 7-F (“TEP 7-F Management Agreement”)

Appears in 1 contract

Samples: Credit Agreement (Sunnova Energy International Inc.)

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ITC Percentage. With The final true-up model withWith respect to a Financing FundingFundFunding, no model affecting Managing Member Distributions delivered to (and agreed to in writing by) the related Tax Equity Investor pursuant to the applicable Financing Fund LLCA or shall notor ITC Buyer pursuant to a related ITC Transfer Agreement shall reflect Tax Credits with respect to any Solar Asset owned by such Financing Fund in an amount greater than [***]% unless (or [***]% with respect to anunless (i) such increase in the Tax Credits is asis a result of the [***]%an adder for an Approved “energy community” as provided for in Internal Revenue Code Section 48(a)(14)(B)(ii) for anyApproved Bonus Credit and (ii) such Financing Fund is covered by a Tax Loss Insurance Policy which provides sufficient coverage for such increased Tax Credits Credits, (as determined by a single counsel to the Administrative Agent and the Lenders) of the Project Purchase Price of such Solar Asset. 118556040.20118095118.53 Schedule I-16 I-17 Bank Name: [***] ABA No.: [***] Account No.: [***] Account Name: [***] FFC: [***] Bank Name: [***] ABA No.: [***] Account No.: [***] Account Name: [***] FFC: [***] Bank Name: [***] ABA No.: [***] Acct: [***] Account Name: [***] FFC: [***] Bank Name: [***] ABA No.: [***] Account No.: [***] Account Name: [***] 118556040.20118095118.53 Schedule II-1 FFC: [***] Bank Name: [***] ABA No.: [***] Schedule II-1 Account No.: [***] Account Name: [***] FFC: [***] Bank Name: [***] ABA No.: [***] Account No.: [***] Account Name: [***] FFC: [***] Bank Name: [***] ABA No.: [***] Account No.: [***] Account Name: [***] Reference: [***] 118556040.20118095118.53 Schedule II-2 118556040.20118095118.53 Schedule III-1 118556040.20118095118.53 Schedule IV-1 118556040.20118095118.53 Schedule V-1 118556040.20118095118.53 Schedule VI-1 118556040.20118095118.53 Schedule VII-1 1. Sunnova TEP 7-D, LLC, a Delaware limited liability company (“TEP 7-D”) 2. Sunnova TEP 7-F, LLC, a Delaware limited liability company (“TEP 7-F”) 3. Sunnova TEP 8-A, LLC, a Delaware limited liability company (“TEP 8-A”) 4. Sunnova TEP 8-B, LLC, a Delaware limited liability company (“TEP 8-B”) 5. Sunnova TEP 8-C, LLC, a Delaware limited liability company (“TEP 8-C’) 6. Sunnova TEP 8-D, LLC, a Delaware limited liability company (“TEP 8-D”) 7. Sunnova TEP 8-E, LLC, a Delaware limited liability company (“TEP 8-E”) 1. With respect to TEP 7-D, the Amended and Restated Limited Liability Company Agreement, dated as of December 19, 2022, entered into between the applicable Managing Member and the applicable Tax Equity Investor (the “TEP 7-D LLCA”) 2. With respect to TEP 7-F, the Amended and Restated Limited Liability Company Agreement, dated as of September 29, 2023, entered into between the applicable Managing Member and the applicable Tax Equity Investor, as amended by that certain First Amendment to the TEP 7-F Amended and Restated Limited Liability Company Agreement, dated as of February 23, 2024 (the “TEP 7-F LLCA”) 3. With respect to TEP 8-A, the Amended and Restated Limited Liability Company Agreement, dated as of December 1, 2023, entered into between the applicable Managing Member and the applicable Tax Equity Investor (the “TEP 8-A LLCA”) 4. With respect to TEP 8-B, the Amended and Restated Limited Liability Company Agreement, dated as of December 7, 2023, entered into between the applicable Managing Member and the applicable Tax Equity Investor, as amended by that certain First Amendment to the TEP 8-B Amended and Restated Limited Liability Company Agreement, dated as of March 12, 2024 (the “TEP 8-B LLCA”) 5. With respect to TEP 8-C, the Amended and Restated Limited Liability Company Agreement, dated as of December 29, 2023, entered into between the applicable Managing Member and the applicable Tax Equity Investor (the “TEP 8-C LLCA”) 6. With respect to TEP 8-D, the Amended and Restated Limited Liability Company Agreement, dated as of February 7, 2024, entered into between the applicable Managing Member and the applicable Tax Equity Investor (the “TEP 8-D LLCA”) 7. With respect to TEP 8-E, the Amended and Restated Limited Liability Company Agreement, dated as of May 14, 2024, entered into between the applicable Managing Member and the applicable Tax Equity Investor (the “TEP 8-E LLCA”) 1. Management Agreement, dated as of December 19, 2022, by and between the Manager and TEP 7-D (“TEP 7-D Management Agreement”) Schedule VIII-1 2. Management Agreement, dated as of September 29, 2023, by and between the Manager and TEP 7-F (“TEP 7-F Management Agreement”) 3. Management Agreement, dated as of December 1, 2023, by and between the Manager and TEP 8-A (“TEP 8-A Management Agreement”) 4. Management Agreement, dated as of December 7, 2023, by and between the Manager and TEP 8-B (“TEP 8-B Management Agreement”) 5. Management Agreement, dated as of December 29, 2023, by and between the Manager and TEP 8-C (“TEP 8-C Management Agreement”) 6. Management Agreement, dated as of February 7, 2024, by and between the Manager and TEP 8-D (“TEP 8-D Management Agreement”) 7. Management Agreement, dated as of May 14, 2024, by and between the Manager and TEP 8-E (“TEP 8-E Management Agreement”)

Appears in 1 contract

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

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