ContractVersion Voting Agreement • May 5th, 2020 • New York
Contract Type FiledMay 5th, 2020 JurisdictionEX-10.2 3 exhibit102votingagreement.htm EXHIBIT 10.2 Execution Version VOTING AGREEMENT This Voting Agreement (this “Agreement”) is made as of December 22, 2017 by and among Panhandle B Member 2 LLC, a Delaware limited liability company (the “Managing Member”) and Vertuous Energy LLC, a Delaware limited liability company (the “Investor”). RECITALS A. The Managing Member is the “Managing Member” (as defined in the Operating Agreement referred to below) of Panhandle Wind Holdings 2 LLC, a Delaware limited liability company (the “Company”), pursuant to the Third Amended and Restated Limited Liability Company Agreement of Panhandle Wind Holdings 2 LLC, dated as of November 10, 2014 (as amended by the Amendment No. 1 dated as of December 30, 2016, the “Operating Agreement”); B. The Company is the sole owner of Pattern Panhandle Wind 2 LLC, a Delaware limited liability company (the “Project Company”) which owns and operates a 181.7 MW wind project in Carson County, Texas (the “Wind Farm”); C
ContractVersion Voting Agreement • May 5th, 2020 • New York
Contract Type FiledMay 5th, 2020 JurisdictionEX-10.2 3 exhibit102votingagreement.htm EXHIBIT 10.2 Execution Version VOTING AGREEMENT This Voting Agreement (this “Agreement”) is made as of December 22, 2017 by and among Panhandle B Member 2 LLC, a Delaware limited liability company (the “Managing Member”) and Vertuous Energy LLC, a Delaware limited liability company (the “Investor”). RECITALS A. The Managing Member is the “Managing Member” (as defined in the Operating Agreement referred to below) of Panhandle Wind Holdings 2 LLC, a Delaware limited liability company (the “Company”), pursuant to the Third Amended and Restated Limited Liability Company Agreement of Panhandle Wind Holdings 2 LLC, dated as of November 10, 2014 (as amended by the Amendment No. 1 dated as of December 30, 2016, the “Operating Agreement”); B. The Company is the sole owner of Pattern Panhandle Wind 2 LLC, a Delaware limited liability company (the “Project Company”) which owns and operates a 181.7 MW wind project in Carson County, Texas (the “Wind Farm”); C