CREDIT AGREEMENT Dated as of May 1, 2014, among VIVINT SOLAR HOLDINGS, INC., as the Borrower, VIVINT SOLAR, INC., as Parent and as a Guarantor, THE OTHER GUARANTORS LISTED ON SCHEDULE 1.01B HERETO AND ANY OTHER GUARANTORS PARTY HERETO FROM TIME TO...Credit Agreement • May 14th, 2014 • Vivint Solar, Inc. • Heating equipment, except electric & warm air furnaces • New York
This CREDIT AGREEMENT is entered into as of May 1, 2014, among VIVINT SOLAR HOLDINGS, INC. (f/k/a Vivint Solar, Inc.), a Delaware corporation (the “Borrower”), VIVINT SOLAR, INC. (f/k/a V Solar Holdings, Inc.), a Delaware Corporation (“Parent”), the other Guarantors listed on Schedule 1.01B attached hereto and the other Guarantors party hereto from time to time, BANK OF AMERICA, N.A., as Administrative Agent and Collateral Agent and each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”).
FIRST AMENDMENT TO AMENDED AND RESTATED SUBORDINATED NOTE AND LOAN AGREEMENTSubordinated Note and Loan Agreement • May 14th, 2014 • Vivint Solar, Inc. • Heating equipment, except electric & warm air furnaces • Utah
This FIRST AMENDMENT TO AMENDED AND RESTATED SUBORDINATED NOTE AND LOAN AGREEMENT is entered into and effective as of April 25, 2014 (this “Amendment”), by and between VIVINT SOLAR, INC., a Delaware corporation (“Borrower”) and APX PARENT HOLDCO, INC., a Delaware corporation (“Lender”; and together with Borrower, the “Parties”, and each, a “Party”).
AMENDED AND RESTATED SUBORDINATED NOTE AND LOAN AGREEMENTSubordinated Note and Loan Agreement • May 14th, 2014 • Vivint Solar, Inc. • Heating equipment, except electric & warm air furnaces • New York
FOR VALUE RECEIVED, VIVINT SOLAR, INC., a Delaware corporation (“Borrower”) does hereby promise to pay to the order of APX PARENT HOLDCO, INC., a Delaware corporation (“Lender”; and together with Borrower, the “Parties”, and each, a “Party”), in lawful money of the United States of America in immediately available funds at its offices located at 4931 N 300 W, Provo, Utah 84604, or at such other location as Lender shall designate from time to time, the Principal Amount (as defined below), together with interest accruing on the Principal Amount from the date hereof, pursuant to the terms and conditions of this Subordinate Note and Loan Agreement (this “Agreement”):
FIRST AMENDMENT TO SUBORDINATED NOTE AND LOAN AGREEMENTSubordinated Note and Loan Agreement • May 14th, 2014 • Vivint Solar, Inc. • Heating equipment, except electric & warm air furnaces • Utah
This FIRST AMENDMENT TO SUBORDINATED NOTE AND LOAN AGREEMENT is entered into and effective as of July 26, 2013 (this “Amendment”), by and between VIVINT SOLAR, INC., a Delaware corporation (“Borrower”) and APX GROUP, INC., a Delaware corporation (“Lender”; and together with Borrower, the “Parties”, and each, a “Party”).
ContractSubordination Agreement • May 14th, 2014 • Vivint Solar, Inc. • Heating equipment, except electric & warm air furnaces • New York
THIS INSTRUMENT AND THE RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATE IN THE MANNER AND TO THE EXTENT SET FORTH IN THAT CERTAIN SUBORDINATION AGREEMENT (THE “SUBORDINATION AGREEMENT”) DATED AS OF DECEMBER 27, 2012, AMONG APX GROUP, INC., VIVINT SOLAR, INC., A DELAWARE CORPORATION (THE “COMPANY”) AND GOLDMAN SACHS SPECIALTY LENDING GROUP, L.P. (“AGENT”), TO THE INDEBTEDNESS (INCLUDING INTEREST) OWED BY COMPANY PURSUANT TO THAT CERTAIN CREDIT AND GUARANTY AGREEMENT, DATED AS OF JULY 13, 2012 (AS THE SAME HAS BEEN AND MAY BE FURTHER AMENDED, SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME), BY AND AMONG COMPANY, V SOLAR HOLDINGS, INC., A DELAWARE CORPORATION AND CERTAIN SUBSIDIARIES OF COMPANY, AS GUARANTORS, THE LENDERS PARTY THERETO FROM TIME TO TIME AND THE AGENT, AS ADMINISTRATIVE AGENT, COLLATERAL AGENT, AND LEAD ARRANGER, AND TO INDEBTEDNESS REFINANCING THE INDEBTEDNESS UNDER THAT AGREEMENT AS CONTEMPLATED BY THE SUBORDINATION AGREEMENT; AND EACH HOLDER OF OBLIGATIONS
