Common use of Revenue Sharing Payments Clause in Contracts

Revenue Sharing Payments. The Escrow Agent may receive revenue sharing payments from a money market fund company. These payments represent a reallocation to the Escrow Agent of a portion of the compensation payable to the fund company in connection with a money market fund investment. Revenue sharing payments constitute a form of fee sharing between the fund company and the Escrow Agent and do not, as a general rule, result in any additional charge or expense in connection with a money market fund investment, are not paid under a 12b-1 plan, and do not impact the investment performance of the fund. The amount of any revenue share, if any, payable to the Escrow Agent with respect to your account’s investments is available upon request. . In the event that a money market fund has been designated as the investment, the parties hereto acknowledge delivery of the prospectus for such fund. The Parties hereto acknowledge that money market funds and other non-deposit investments are not deposits in or obligations of, or guaranteed by, Bank of America Corporation or any of its affiliates and are not insured by the FDIC or any government agency. Investments in money market funds involve investment risks, including possible loss of principal. Acknowledged and agreed to this day of , 20 : [DESIGNATE PARTY OR PARTIES] By: Name: Title: ESCROW ACCOUNT INVESTMENT SELECTION FORM (Con’t) X CUSIP TICKER INTERNAL Interest Bearing Deposit Account (“IBDA”) held at Bank of America, N.A. Bank of America Interest Bearing Deposit Account (IBDA) (a Demand Deposit Account at Bank of America, N.A.) N/A N/A 0000XX000 Prime Money Market Funds BlackRock Liquidity Fund: Temp Fund - Cash Management 00000X000 BRTXX 0000XX000 BofA Cash Reserves - Daily Share 00000X000 NSHXX 999301229 Dreyfus Cash Management - Participant Share 00000X000 DPCXX 0000XX000 Federated Prime Obligations Fund - Trust Shares 00000X000 POLXX 0000XX000 Fidelity Money Market Portfolio - Class III 316175702 FCOXX 0000XX000 Fidelity Prime Money Market Portfolio - Class III 316175876 FCDXX 0000XX000 Xxxxxxx Sachs Financial Square MMF - Service Share 00000X000 FSVXX 0000XX000 Xxxxxxx Xxxxx Financial Square Prime Obligations - Service 00000X000 FBSXX 0000XX000 US Government & Agency Money Market Funds BlackRock Liquidity Fund: FedFund - Cash Management 00000X000 N/A 0000XX000 BofA Government Reserves - Daily Share 00000X000 NRDXX 999301195 Dreyfus Government Cash Management - Participant Share 262006505 DPGXX 999300973 Federated Government Obligations Fund - Trust Shares 00000X000 GORXX 999507031 Fidelity Government Portfolio - Class III 316175603 FCGXX 0000XX000 Xxxxxxx Sachs Financial Square Government Fund- Service 00000X000 FOSXX 0000XX000 Treasury Money Market Funds BlackRock Liquidity Fund: T-Fund - Cash Management 00000X000 N/A 0000XX000 BlackRock Liquidity Fund: Treas Trust - Cash Management 00000X000 BTCXX 0000XX000 BofA Treasury Reserves - Daily Share 00000X000 NDLXX 999301138 Dreyfus Treasury & Agency Cash Management - Participant Share 261908404 DTPXX 999301591 Federated Treasury Obligations Fund - Trust Shares 00000X000 TOTXX 999507023 Fidelity Treasury Portfolio - Class III 316175884 FCSXX 999170137 Xxxxxxx Xxxxx Financial Square Treasury Oblig Fund - Service 00000X000 FYAXX 0000XX000 Tax-Exempt Money Market Funds [List is available upon request] Please indicate a selection by placing an “X” to the left of the investment name. Please indicate a selection by placing an “X” to the left of the investment name. [DESIGNATE PARTY OR PARTIES] By: Name: Title: Date: ANNEX I FORM OF DISBURSEMENT REQUEST [Date] Bank of America, National Association Global Custody and Agency Services 000 Xxxxx XxXxxxx Xxxxxx XX0-000-00-00 Xxxxxxx, Xxxxxxxx 00000 Attention: Xxxxxxx Xxxxx Fax: (000) 000-0000

Revenue Sharing Payments. The Escrow Agent Depositary may receive revenue sharing payments from a money market fund company. These payments represent a reallocation to the Escrow Agent Depositary of a portion of the compensation payable to the fund company in connection with a money market fund investment. Revenue sharing payments constitute a form of fee sharing between the fund company and the Escrow Agent Depositary and do not, as a general rule, result in any additional charge or expense in connection with a money market fund investment, are not paid under a 12b-1 plan, and do not impact the investment performance of the fund. The amount of any revenue share, if any, payable to the Escrow Agent Depositary with respect to your account’s investments is available upon request. *** Confidential treatment has been requested for the portions marked by “***”. The confidential redacted portions have been omitted and filed separately with the Commission In the event that a money market fund has been designated as the investment, the parties hereto acknowledge delivery of the prospectus for such fund. The Parties hereto acknowledge that money market funds and other non-deposit investments are not deposits in or obligations of, or guaranteed by, Bank of America Corporation or any of its affiliates and are not insured by the FDIC or any government agency. Investments in money market funds involve investment risks, including possible loss of principal. Acknowledged and agreed to this day of , 20 : [DESIGNATE PARTY OR PARTIES] Bank of America, N.A. By: Name: Title: ESCROW DEPOSITARY ACCOUNT INVESTMENT SELECTION FORM (Con’t) X x CUSIP TICKER INTERNAL Interest Bearing Money Market Deposit Account (“IBDAMMDA”) held at Bank of America, N.A. Bank of America Interest Bearing Institutional Deposit Account (IBDAXXX) (a Demand Money Market Deposit Account at Bank of America, N.A.) N/A N/A 999100845 Repurchase Agreement Account (“RAA”) is a Repurchase Agreement with Bank of America, N.A. Repurchase Agreement Account (“RAA”) (a Repurchase Agreement with Bank of America, N.A.) N/A N/A 0000XX000 Prime Money Market Funds BlackRock Liquidity Fund: Temp Fund - Cash Management 00000X000 BRTXX 0000XX000 BofA Cash Reserves - Daily Share 00000X000 NSHXX 999301229 Dreyfus Cash Management - Participant Share 00000X000 DPCXX 0000XX000 Federated Prime Obligations Fund - Trust Shares 00000X000 POLXX 0000XX000 Fidelity Money Market Portfolio - Class III 316175702 FCOXX 0000XX000 Fidelity Prime Money Market Portfolio - Class III 316175876 FCDXX 0000XX000 Xxxxxxx Sachs Financial Square MMF - Service Share 00000X000 FSVXX 0000XX000 Xxxxxxx Xxxxx Financial Square Prime Obligations - Service 00000X000 FBSXX 0000XX000 US Government & Agency Money Market Funds BlackRock Liquidity Fund: FedFund - Cash Management 00000X000 N/A 0000XX000 BofA Government Reserves - Daily Share 00000X000 NRDXX 999301195 Dreyfus Government Cash Management - Participant Share 262006505 DPGXX 999300973 Federated Government Obligations Fund - Trust Shares 00000X000 GORXX 999507031 Fidelity Government Portfolio - Class III 316175603 FCGXX 0000XX000 Xxxxxxx Sachs Financial Square Government Fund- Service 00000X000 FOSXX 0000XX000 Treasury Money Market Funds BlackRock Liquidity Fund: T-Fund - Cash Management 00000X000 N/A 0000XX000 BlackRock Liquidity Fund: Treas Trust - Cash Management 00000X000 BTCXX 0000XX000 BofA Treasury Reserves - Daily Share 00000X000 NDLXX 999301138 Dreyfus Treasury & Agency Cash Management - Participant Share 261908404 DTPXX 999301591 Federated Treasury Obligations Fund - Trust Shares 00000X000 TOTXX 999507023 Fidelity Treasury Portfolio - Class III 316175884 FCSXX 999170137 Xxxxxxx Xxxxx Financial Square Treasury Oblig Fund - Service 00000X000 FYAXX 0000XX000 Tax-Exempt Money Market Funds [List is available upon request] BofA Municipal Reserves Daily 097100416 NMDXX 999301161 BOFA Tax Exempt Reserves - Daily Share 097100192 NEDXX 999301153 Please indicate a selection by placing an “X” to the left of the investment name. Please indicate a selection by placing an “X” to the left of the investment name. [DESIGNATE PARTY OR PARTIES] [ ], LLC By: Name: Title: Date: ANNEX I *** Confidential treatment has been requested for the portions marked by “***”. The confidential redacted portions have been omitted and filed separately with the Commission EXHIBIT F Certificate of Authorized Representatives Name: Name: Title: Title: Phone: Phone: Facsimile: Facsimile: E-mail: E-mail: Signature: Signature: Fund Transfer / Disbursement Authority Level: Fund Transfer / Disbursement Authority Level: ¨ Initiate ¨ Initiate ¨ Verify transactions initiated by others ¨ Verify transactions initiated by others Name: Name: Title: Title: Phone: Phone: Facsimile: Facsimile: E-mail: E-mail: Signature: Signature: Fund Transfer / Disbursement Authority Level: Fund Transfer / Disbursement Authority Level: ¨ Initiate ¨ Initiate ¨ Verify transactions initiated by others ¨ Verify transactions initiated by others The Depositary Bank is authorized to comply with and rely upon any notices, instructions or other communications believed by it to have been sent or given by the person or persons identified above including without limitation, to initiate and verify funds transfers as indicated. [ ], LLC: By: Name: Title: Date: *** Confidential treatment has been requested for the portions marked by “***”. The confidential redacted portions have been omitted and filed separately with the Commission Exhibit G FORM OF DISBURSEMENT REQUEST INTEREST RESERVE RELEASE CERTIFICATE Date: , [DateBANK OF AMERICA, N.A.], as Depositary and Securities Intermediary [Insert notice and address information] with a copy to: [Insert Collateral Agent’s and Administrative Agent’s notice and address information] Re: Interest Reserve Release Certificate Ladies and Gentlemen: This Interest Reserve Release Certificate is delivered pursuant to that certain Collateral Agency and Depositary Agreement, dated as of September 12, 2014 (as such agreement may be amended, restated or otherwise supplemented from time to time, the “Agreement”), among Vivint Solar Financing I, LLC, a Delaware limited liability company (“Borrower”), and Vivint Solar Liberty Manager, LLC, a Delaware limited liability company (“Liberty Manager”), Vivint Solar Margaux Manager, LLC, a Delaware limited liability company (“Margaux Manager”), Vivint Solar Fund III Manager, LLC, a Delaware limited liability company (“Fund III Manager”), Vivint Solar Mia Manager, LLC, a Delaware limited liability company (“Mia Manager”), Vivint Solar Xxxxxxx Manager, LLC, a Delaware limited liability company (“Xxxxxxx Manager”), Vivint Solar Xxxxxxx Manager, LLC, a Delaware limited liability company (“Xxxxxxx Manager”), Vivint Solar Hannah Manager, LLC, a Delaware limited liability company (“Hannah Manager”), Vivint Solar Xxxxxx Manager, LLC, a Delaware limited liability company (“Xxxxxx Manager”), Vivint Solar Xxxxx Manager, LLC, a Delaware limited liability company (“Xxxxx Manager”), and Vivint Solar Owner I, LLC (“Owner I,” and together with Liberty Manager, Margaux Manager, Fund III Manager, Mia Manager, Xxxxxxx Manager, Xxxxxxx Manager, Hannah Manager, Xxxxxx Manager, Xxxxx Manager and each other Person that subsequently becomes a party hereto in accordance with Section 8.14 of this Agreement, the “Subsidiary Parties”), Bank of America, National Association Global Custody N.A., as the administrative agent under the Loan Agreement (as defined below) for the Lenders (as defined below) (together with its successors and Agency Services 000 Xxxxx XxXxxxx Xxxxxx XX0-000-00-00 Xxxxxxxpermitted assigns in such capacity, Xxxxxxxx 00000 Attention: Xxxxxxx Xxxxx Fax: the “Administrative Agent”), Bank of America, N.A., in its capacity as collateral agent for the Beneficiaries (000as defined below) 000-0000(together with its successors and permitted assigns in such capacity, the *** Confidential treatment has been requested for the portions marked by “***”. The confidential redacted portions have been omitted and filed separately with the Commission “Collateral Agent”), Bank of America, N.A., in its capacity as depositary bank and as securities intermediary (together with its successors and permitted assigns in such capacity, the “Depositary”) and solely for purposes of Section 2.1 and Article VII, the Lenders (as defined below). Unless otherwise defined herein or unless the context otherwise requires, terms used in this Interest Reserve Release Certificate have the meanings provided in the Agreement. The undersigned, in [his/her] capacity as an officer of Borrower (and not in an individual capacity) is a Responsible Officer of Borrower and is delivering this Interest Reserve Release Certificate pursuant to Section 3.4(c) of the Agreement.

Revenue Sharing Payments. The Escrow Agent may receive revenue sharing payments from a money market fund company. These payments represent a reallocation to the Escrow Agent of a portion of the compensation payable to the fund company in connection with a money market fund investment. Revenue sharing payments constitute a form of fee sharing between the fund company and the Escrow Agent and do not, as a general rule, result in any additional charge or expense in connection with a money market fund investment, are not paid under a 12b-1 plan, and do not impact the investment performance of the fund. The amount of any revenue share, if any, payable to the Escrow Agent with respect to your account’s investments is available upon request. . In the event that a money market fund has been designated as the investment, the parties hereto acknowledge delivery of the prospectus for such fund. The Parties hereto acknowledge that money market funds and other non-deposit investments are not deposits in or obligations of, or guaranteed by, Bank of America Corporation or any of its affiliates and are not insured by the FDIC or any government agency. Investments in money market funds involve investment risks, including possible loss of principal. Acknowledged and agreed to this day of , 20 : [DESIGNATE PARTY OR PARTIES] DSW GROUP HOLDINGS, LLC By: Name: Title: ESCROW ACCOUNT INVESTMENT SELECTION FORM (Con’t) X CUSIP TICKER INTERNAL Interest Bearing Bank of America Institutional Deposit Account (“IBDA”) held at Bank of America, N.A. Bank of America Interest Bearing Deposit Account (IBDAXXX) (a Demand Money Market Deposit Account at Bank of America, N.A.) N/A N/A 0000XX000 Prime Money Market Funds BlackRock Liquidity Fund: Temp Fund - Cash Management 00000X000 BRTXX 999100845 Repurchase Agreement Account (“RAA”) (a Repurchase Agreement with Bank of America, N.A.) N/A N/A 0000XX000 BofA Cash Reserves - Daily Share 00000X000 NSHXX 999301229 Dreyfus Cash Management - Participant Share 00000X000 DPCXX 0000XX000 Federated Prime Obligations Fund - Trust Shares 00000X000 POLXX 0000XX000 Fidelity Money Market Portfolio - Class III 316175702 FCOXX 0000XX000 Fidelity Prime Money Market Portfolio - Class III 316175876 FCDXX 0000XX000 Xxxxxxx Sachs Financial Square MMF - Service Share 00000X000 FSVXX 0000XX000 Xxxxxxx Xxxxx Financial Square Prime Obligations - Service 00000X000 FBSXX 0000XX000 US Government & Agency Money Market Funds BlackRock Liquidity Fund: FedFund - Cash Management 00000X000 N/A 0000XX000 BofA Government Reserves - Daily Share 00000X000 NRDXX 999301195 Dreyfus Government Cash Management - Participant Share 262006505 DPGXX 999300973 Federated Government Obligations Fund - Trust Shares 00000X000 GORXX 999507031 Fidelity Government Portfolio - Class III 316175603 FCGXX 0000XX000 Xxxxxxx Sachs Financial Square Government Fund- Service 00000X000 FOSXX 0000XX000 Treasury Money Market Funds BlackRock Liquidity Fund: T-Fund - Cash Management 00000X000 N/A 0000XX000 BlackRock Liquidity Fund: Treas Trust - Cash Management 00000X000 BTCXX 0000XX000 BofA Treasury Reserves - Daily Share 00000X000 NDLXX 999301138 Dreyfus Treasury & Agency Cash Management BofA Municipal Reserves Daily 097100416 NMDXX 999301161 BOFA Tax Exempt Reserves - Participant Daily Share 261908404 DTPXX 999301591 Federated Treasury Obligations Fund - Trust Shares 00000X000 TOTXX 999507023 Fidelity Treasury Portfolio - Class III 316175884 FCSXX 999170137 Xxxxxxx Xxxxx Financial Square Treasury Oblig Fund - Service 00000X000 FYAXX 0000XX000 Tax-Exempt Money Market Funds [List is available upon request] 097100192 NEDXX 999301153 Please indicate a selection by placing an “X” to the left of the investment name. Please indicate a selection by placing an “X” to the left of the investment name. [DESIGNATE PARTY OR PARTIES] DSW GROUP HOLDINGS, LLC By: Name: Title: Date: ANNEX I FORM OF DISBURSEMENT REQUEST JOINT INSTRUCTIONS [Date] Bank of America, National Association Global Custody and Agency Services 000 Xxxxx XxXxxxx Xxxxxx XX0-000-00-00 Xxxxxxx, Xxxxxxxx 00000 Attention: Xxxxxxx Xxxxx [—] Fax: (000) 000-00000000 JOINT INSTRUCTIONS Ladies and Gentlemen: We refer you to that certain Escrow Agreement (the “Agreement”), dated as of [—], by and among DSW Group Holdings, LLC, Crestview DSW Investors, L.P. and Bank of America, National Association, as Escrow Agent. Capitalized terms used but not defined in this letter shall have the meanings given them in the Agreement. Pursuant to the provisions of the Agreement, you are hereby directed to disburse funds held in the Escrow Account as follows:

Revenue Sharing Payments. The Escrow Agent may receive revenue sharing payments from a money market fund company. These payments represent a reallocation to the Escrow Agent of a portion of the compensation payable to the fund company in connection with a money market fund investment. Revenue sharing payments constitute a form of fee sharing between the fund company and the Escrow Agent and do not, as a general rule, result in any additional charge or expense in connection with a money market fund investment, are not paid under a 12b-1 plan, and do not impact the investment performance of the fund. The amount of any revenue share, if any, payable to the Escrow Agent with respect to your account’s investments is available upon request. . In the event that a money market fund has been designated as the investment, the parties hereto acknowledge delivery of the prospectus for such fund. The Parties hereto acknowledge that money market funds and other non-deposit investments are not deposits in or obligations of, or guaranteed by, Bank of America Corporation or any of its affiliates and are not insured by the FDIC or any government agency. Investments in money market funds involve investment risks, including possible loss of principal. Acknowledged and agreed to this day of , 20 : [DESIGNATE PARTY OR PARTIES] By: Name: Title: ESCROW ACCOUNT INVESTMENT SELECTION FORM (Con’t) X CUSIP TICKER INTERNAL Interest Bearing Money Market Deposit Account (“IBDAMMDA”) held at Bank of America, N.A. Bank of America Interest Bearing Institutional Deposit Account (IBDAXXX) (a Demand Money Market Deposit Account at Bank of America, N.A.) N/A N/A 999100845 Repurchase Agreement Account (“RAA”) is a Repurchase Agreement with Bank of America, N.A. Repurchase Agreement Account (“RAA”) (a Repurchase Agreement with Bank of America, N.A.) N/A N/A 0000XX000 Prime Money Market Funds BlackRock Liquidity Fund: Temp Fund - Cash Management 00000X000 BRTXX 0000XX000 BofA Cash Reserves - Daily Share 00000X000 NSHXX 999301229 Dreyfus Cash Management - Participant Share 00000X000 DPCXX 0000XX000 Federated Prime Obligations Fund - Trust Shares 00000X000 POLXX 0000XX000 Fidelity Money Market Portfolio - Class III 316175702 FCOXX 0000XX000 Fidelity Prime Money Market Portfolio - Class III 316175876 FCDXX 0000XX000 Xxxxxxx Sachs Financial Square MMF - Service Share 00000X000 FSVXX 0000XX000 Xxxxxxx Xxxxx Financial Square Prime Obligations - Service 00000X000 FBSXX 0000XX000 US Government & Agency Money Market Funds BlackRock Liquidity Fund: FedFund - Cash Management 00000X000 N/A 0000XX000 BofA Government Reserves - Daily Share 00000X000 NRDXX 999301195 Dreyfus Government Cash Management - Participant Share 262006505 DPGXX 999300973 Federated Government Obligations Fund - Trust Shares 00000X000 GORXX 999507031 Fidelity Government Portfolio - Class III 316175603 FCGXX 0000XX000 Xxxxxxx Sachs Financial Square Government Fund- Service 00000X000 FOSXX 0000XX000 Treasury Money Market Funds BlackRock Liquidity Fund: T-Fund - Cash Management 00000X000 N/A 0000XX000 BlackRock Liquidity Fund: Treas Trust - Cash Management 00000X000 BTCXX 0000XX000 BofA Treasury Reserves - Daily Share 00000X000 NDLXX 999301138 Dreyfus Treasury & Agency Cash Management - Participant Share 261908404 DTPXX 999301591 Federated Treasury Obligations Fund - Trust Shares 00000X000 TOTXX 999507023 Fidelity Treasury Portfolio - Class III 316175884 FCSXX 999170137 Xxxxxxx Xxxxx Financial Square Treasury Oblig Fund - Service 00000X000 FYAXX 0000XX000 Tax-Exempt Money Market Funds [List is available upon request] Please indicate a selection by placing an “X” to the left of the investment name. Please indicate a selection by placing an “X” to the left of the investment name. [DESIGNATE PARTY OR PARTIES] BofA Municipal Reserves Daily 097100416 NMDXX 999301161 BOFA Tax Exempt Reserves - Daily Share 097100192 NEDXX 999301153 NATIONAL GRID By: Name: Title: Date: ANNEX I FORM OF DISBURSEMENT REQUEST [Date] Bank of America, National Association Global Custody and Agency Services 000 Xxxxx XxXxxxx Xxxxxx XX0-000-00-00 Xxxxxxx, Xxxxxxxx 00000 Attention: Xxxxxxx Xxxxx Fax: (000) 000-0000: