INDEMNIFICATION AGREEMENTIndemnification Agreement • September 9th, 2020 • Hygo Energy Transition Ltd. • Natural gas distribution
This Indemnification Agreement is effective as of [•], 2020 (this “Agreement”) and is between Hygo Energy Transition Ltd., a Bermuda company (the “Company”), and the undersigned director/officer of the Company (the “Indemnitee”).
COOPERATION AGREEMENT Between HYGO ENERGY TRANSITION LTD. And GOLAR LNG PARTNERS LPCooperation Agreement • September 9th, 2020 • Hygo Energy Transition Ltd. • Natural gas distribution • London
Dated as of April 12, 2018 Loan Agreement between CELSE – Centrais Elétricas de Sergipe S.A. and International Finance CorporationLoan Agreement • August 31st, 2020 • Hygo Energy Transition Ltd. • Natural gas distribution • New York
WHEREAS, the Borrower intends to develop, construct, finance, own, operate and maintain (a) a combined cycle thermal power plant (the “Plant”) comprised of three combustion turbine generators, three heat recovery steam generators and one steam turbine generator, with a total installed capacity of 1,516 MW, in the City of Barra dos Coqueiros, Sergipe, Brazil, (b) a 33km transmission line delivering the power output generated from the Plant to the public grid at an existing 500KV substation operated by Companhia Hidrelétrica do São Francisco, (c) a gas pipeline delivering regasified LNG generated from a dedicated Floating Storage and Regasification Unit (the “FSRU”) that is owned by Golar Nanook UK Limited and will be operated by Golar Power Latam Serviços Marítimos Ltda. to the Plant (the “Gas Pipeline”) and (d) a suction anchor connecting the FSRU to the Gas Pipeline, in each case as more particularly described in the Transaction Documents (collectively, the “Project”);
GENERAL MANAGEMENT AGREEMENTGeneral Management Agreement • September 9th, 2020 • Hygo Energy Transition Ltd. • Natural gas distribution • England
FORM OF ASSIGNMENT OF CONTRACT FOR MARKETING OF ELECTRIC ENERGY IN REGULATED ENVIRONMENT AND OTHERS - CCEARHygo Energy Transition Ltd. • August 31st, 2020 • Natural gas distribution
By this contract and in due legal form, GPE SERGIPE - EMPREENDIMENTOS SPE LTDA, a company authorized to market electric energy (power), with registered office at VENIDA RIO BRANCO, 186, SALA 506 EDIF OVIEDO TEIXEIRA, CENTRO, ARACAJU - SE, taxpayer identification number CNPJ/MF 20.095.481/0001-73, hereinafter referred to as ASSIGNOR; CELSE - CENTRAIS ELETRICAS DE SERGIPE S.A., company authorized to market electric energy, with registered office at RODOVIA CESAR FRANCO SE 100, S/N, RURAL, BARRA DOS COQUEIROS - SE, taxpayer identification number CNPJ/MF 23.758.522/0001-52, hereinafter referred to as ASSIGNEE; [__________], company holder of concession for the provision of public services of distribution of electricity, with registered office at [__________], taxpayer identification number [__________], hereinafter referred to as CONSENTING INTERVENING PARTY; when jointly referred to PARTIES, herein represented by their undersigned legal representatives, pursuant to its constitutional docu
FORM OF SHAREHOLDERS’ AGREEMENT of HYGO ENERGY TRANSITION LTD. Dated as of [●], 2020Shareholders’ Agreement • September 9th, 2020 • Hygo Energy Transition Ltd. • Natural gas distribution • New York
THIS SHAREHOLDERS’ AGREEMENT (as the same may be amended from time to time in accordance with its terms, the “Agreement”) is entered into as of [●], 2020 by and among HYGO ENERGY TRANSITION LTD., an exempted company with limited liability under the laws of Bermuda (the “Company”), and each of the shareholders of the Company whose name appears on the signature pages hereto (each, a “Shareholder” and collectively, the “Shareholders”).
ContractMemorandum of Agreement • August 31st, 2020 • Hygo Energy Transition Ltd. • Natural gas distribution
CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH “[***]”. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF DISCLOSED.
ContractOperation and Maintenance Agreement • August 31st, 2020 • Hygo Energy Transition Ltd. • Natural gas distribution • England and Wales
CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH “[***]”. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF DISCLOSED.
ContractOperation and Services Agreement • August 31st, 2020 • Hygo Energy Transition Ltd. • Natural gas distribution • England
CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH “[***]”. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF DISCLOSED.
CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH “[***]”. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF...Secondment and Consultancy Agreement • September 9th, 2020 • Hygo Energy Transition Ltd. • Natural gas distribution • England and Wales
FORM OF AGREEMENT FOR THE MARKETING OF ENERGYMaximum Agreement • August 31st, 2020 • Hygo Energy Transition Ltd. • Natural gas distribution
On one side, GPE SERGIPE - EMPREENDIMENTOS SPE LTDA, a company authorized for the generation of electric energy, with registered office at AVENIDA RIO BRANCO, 186, SALA 506 EDIF OVIEDO TEIXEIRA, CENTRO, ARACAJU-SE, taxpayer identification number CNPJ/MF 20.095.481/0001-73, hereinafter referred to as SELLER, and, on the other, [________], a company holder of license for the provision of public services of distribution of electric energy, with registered office at [_________], hereinafter referred to as BUYER, collectively referred to PARTIES, and separately PARTY, herein represented by their undersigned legal representatives, pursuant to the terms of their constitutional documents;
Loan AgreementLoan Agreement • August 31st, 2020 • Hygo Energy Transition Ltd. • Natural gas distribution • New York
NOW, THEREFORE, in consideration of the premises and mutual agreements contained herein and in the Common Terms Agreement and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Borrower and IDB Invest agree as follows:
ContractMemorandum of Agreement • August 31st, 2020 • Hygo Energy Transition Ltd. • Natural gas distribution
CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH “[***]”. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF DISCLOSED.
SUPPLEMENTAL AGREEMENTSupplemental Agreement • September 17th, 2020 • Hygo Energy Transition Ltd. • Natural gas distribution • England and Wales
● ] Shares HYGO ENERGY TRANSITION LTD. COMMON SHARES, PAR VALUE $1.00 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • September 9th, 2020 • Hygo Energy Transition Ltd. • Natural gas distribution • New York
