FINANCING AGREEMENTFinancing Agreement • October 22nd, 2010 • First Wind Holdings Inc. • Electric services • New York
This FINANCING AGREEMENT (this “Financing Agreement”), dated as of December 22, 2009, is entered into by and among STETSON HOLDINGS, LLC, a Delaware limited liability company, as Borrower; the financial institutions listed on Exhibit I or who later become a party hereto, as Lenders; BNP PARIBAS, as a Joint Lead Arranger, as Administrative Agent for the Lenders, Security Agent for the Secured Parties, and as Issuing Bank; and HSH NORDBANK AG, NEW YORK BRANCH, as a Joint Lead Arranger.
2009 OMNIBUS AGREEMENT2009 Omnibus Agreement • October 22nd, 2010 • First Wind Holdings Inc. • Electric services • New York
THIS TURBINE SUPPLY AGREEMENT (the “Agreement” or the “Supply Agreement”) is made and entered into and effective as of December 31, 2007 by and between CLIPPER TURBINE WORKS, INC., a Delaware corporation (“Supplier”), and UPC WIND ACQUISITION V, LLC, a Delaware limited liability company with a place of business c/o UPC Wind Management, LLC, 85 Wells Ave., Suite 305, Newton, MA 02459 (“Purchaser”). Supplier and Purchaser are sometimes referred to, individually, as a “Party” or, collectively, as the “Parties”.
SECOND AMENDED AND RESTATED GUARANTYGuaranty • October 22nd, 2010 • First Wind Holdings Inc. • Electric services • New York
This Guaranty amends and restates in its entirety the Amended and Restated Guaranty dated as of December 12, 2008 made by the Guarantor in favor of the Lender.
AMENDED AND RESTATED CREDIT AGREEMENT dated as of December 22, 2009 among CSSW, LLC, as Borrower, CSSW Holdings, LLC, as CSSW Parent, the Lenders from time to time party hereto, Wells Fargo Bank, National Association, as the Administrative Agent, and...Credit Agreement • October 22nd, 2010 • First Wind Holdings Inc. • Electric services • New York
This AMENDED AND RESTATED CREDIT AGREEMENT is entered into as of December 22, 2009, by and among (i) CSSW, LLC, a Delaware limited liability company, as borrower (the “Borrower”), (ii) CSSW Holdings, LLC, a Delaware limited liability company (the “CSSW Parent”), (iii) the Lenders from time to time party hereto, (iv) Wells Fargo Bank, National Association, as the administrative agent for the Lenders from time to time party hereto (in such capacity, together with its successors in such capacity, the “Administrative Agent”), and (v) Wells Fargo Bank, National Association, as the collateral agent for the Secured Parties (in such capacity, together with its successors in such capacity, the “Collateral Agent”).
OPTION AGREEMENT UNDER THE FIRST WIND HOLDINGS INC. 2010 LONG TERM INCENTIVE PLANOption Agreement • October 22nd, 2010 • First Wind Holdings Inc. • Electric services
OPTION AGREEMENT (this “Agreement”) granted effective as of [ ], 2010, by First Wind Holdings Inc., a corporation organized under the laws of the State of Delaware (the “Company”), to (the “Grantee”), who has been designated as a Grantee under and in accordance with the terms of the First Wind Holdings Inc. 2010 Long Term Incentive Plan (such plan, as it may be amended from time to time, to be referenced as the “Plan”).
