ENVIVA MANAGEMENT COMPANY, LLC
Execution Version
ENVIVA MANAGEMENT COMPANY, LLC
April 2, 2019
0000 Xxxxxxxxx Xxxxxx, Xxxxx 0000
Xxxxxxxx, XX 00000
Attn: General Counsel
Facsimile No.: (000) 000-0000
email: xxxxxxx.xxxxxxx@xxxxxxxxxxxxx.xxx
Re: Waiver of Payment Amount
Ladies and Gentlemen:
Reference is made to the Management Services Agreement dated April 5, 2015 (the “Agreement”) by and among Enviva Partners, LP, a Delaware limited partnership, Enviva Partners GP, LLC, a Delaware limited liability company, Enviva, LP, a Delaware limited partnership, Enviva GP, LLC, a Delaware limited liability company, Enviva Pellets Ahoskie, LLC, a Delaware limited liability company, Enviva Pellets Amory, LLC, a Delaware limited liability company, Enviva Pellets Northampton, LLC, a Delaware limited liability company, Enviva Pellets Cottondale, LLC, a Delaware limited liability company, Enviva Port of Chesapeake, LLC, a Delaware limited liability company, Enviva Energy Services, LLC, a Delaware limited liability company, Enviva Pellets Xxxxxxx, LLC, a Delaware limited liability company, Enviva Pellets Southampton, LLC, a Delaware limited liability company, Enviva Port of Panama City, LLC, a Delaware limited liability company, Enviva Port of Wilmington, LLC, a Delaware limited liability company, and Enviva Management Company, LLC, a Delaware limited liability company (collectively, the “Parties”). Capitalized terms used and not defined herein shall have the meaning assigned thereto in the Agreement.
The Parties agree to waive the obligation of Enviva Partners GP, LLC to pay, or cause to be paid, a portion of the Payment Amount in the amount of $4,700,000.00 payable with respect to the calendar quarter beginning April 1, 2019.
The Parties agree to waive the obligation of Enviva Partners GP, LLC to pay, or cause to be paid, a portion of the Payment Amount in the amount of $3,500,000.00 payable with respect to the calendar quarter beginning July 1, 2019.
The Parties agree to waive the obligation of Enviva Partners GP, LLC to pay, or cause to be paid, a portion of the Payment Amount in the amount of $2,500,000.00 payable with respect to the calendar quarter beginning October 1, 2019.
The Parties agree to waive the obligation of Enviva Partners GP, LLC to pay, or cause to be paid, a portion of the Payment Amount in the amount of $2,000,000.00 payable with respect to the calendar quarter beginning January 1, 2020.
The Parties agree to waive the obligation of Enviva Partners GP, LLC to pay, or cause to be paid, a portion of the Payment Amount in the amount of $500,000.00 payable with respect to the calendar quarter beginning April 1, 2020.
For the avoidance of doubt, the waiver of Enviva Partners GP, LLC’s obligation to pay the applicable portion of the Payment Amount is not a deferral of such payment obligation and such amounts will never become due and payable.
[The remainder of this page was left blank intentionally; the signature page follows.]
This letter agreement shall be effective as of the date first written above.
Sincerely yours,
ENVIVA MANAGEMENT COMPANY, LLC
By: /s/ XXXXXXX X. XXXXXXX, XX.
Name: Xxxxxxx X. Xxxxxxx, Xx.
Title: | Executive Vice President, Corporate |
Development and General Counsel
ACKNOWLEDGED AND AGREED:
By: Enviva Partners GP, LLC, as its sole general partner
By: /s/ SHAI EVEN
Name: Shai Even
Title: Executive Vice President and Chief
Financial Officer
ENVIVA PARTNERS GP, LLC
By: /s/ SHAI EVEN
Name: Shai Even
Title: Executive Vice President and Chief
Financial Officer
ENVIVA, LP
By: Enviva GP, LLC, as its sole general partner
By: /s/ SHAI EVEN
Name: Shai Even
Title: Executive Vice President and Chief
Signature Page to Letter Agreement
Financial Officer
ENVIVA GP, LLC
By: /s/ SHAI EVEN
Name: Shai Even
Title: Executive Vice President and Chief
Financial Officer
ENVIVA PELLETS AHOSKIE, LLC
By: /s/ SHAI EVEN
Name: Shai Even
Title: Executive Vice President and Chief
Financial Officer
ENVIVA PELLETS AMORY, LLC
By: /s/ SHAI EVEN
Name: Shai Even
Title: Executive Vice President and Chief
Financial Officer
ENVIVA PELLETS NORTHAMPTON, LLC
By: /s/ SHAI EVEN
Name: Shai Even
Title: Executive Vice President and Chief
Financial Officer
ENVIVA PELLETS COTTONDALE, LLC
By: /s/ SHAI EVEN
Name: Shai Even
Title: Executive Vice President and Chief
Financial Officer
ENVIVA PORT OF CHESAPEAKE, LLC
By: /s/ SHAI EVEN
Name: Shai Even
Title: Executive Vice President and Chief
Financial Officer
ENVIVA ENERGY SERVICES, LLC
By: /s/ SHAI EVEN
Name: Shai Even
Title: Executive Vice President and Chief
Financial Officer
ENVIVA PELLETS XXXXXXX, LLC
By: /s/ SHAI EVEN
Name: Shai Even
Title: Executive Vice President and Chief
Financial Officer
ENVIVA PELLETS SOUTHAMPTON, LLC
By: /s/ SHAI EVEN
Name: Shai Even
Title: Executive Vice President and Chief
Financial Officer
ENVIVA PORT OF PANAMA CITY, LLC
By: /s/ SHAI EVEN
Name: Shai Even
Title: Executive Vice President and Chief
Financial Officer
ENVIVA PORT OF WILMINGTON, LLC
By: /s/ SHAI EVEN
Name: Shai Even
Title: Executive Vice President and Chief
Financial Officer