FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF NRG YIELD LLC Dated and effective as of August 31, 2018Limited Liability Company Agreement • September 5th, 2018 • Clearway Energy, Inc. • Electric services • Delaware
This FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of NRG Yield LLC, a Delaware limited liability company (the “Company”), dated and effective as of August 31, 2018 (the “Effective Date”), is made by and among the Members (as defined below).
MASTER SERVICES AGREEMENT by and among NRG YIELD, INC., NRG YIELD LLC, NRG YIELD OPERATING LLC and ZEPHYR RENEWABLES LLC as Manager Dated as of August 31, 2018Master Services Agreement • September 5th, 2018 • Clearway Energy, Inc. • Electric services • Delaware
This MASTER SERVICES AGREEMENT is made as of August 31, 2018 (the “Effective Date”), by and among NRG Yield, Inc., a Delaware corporation (“NYLD”), NRG Yield LLC, a Delaware limited liability company (“NYLD LLC”), NRG Yield Operating LLC, a Delaware limited liability company (“NYLD Op”), and Zephyr Renewables LLC, a Delaware limited liability company (the “Manager”). Each of NYLD, NYLD LLC, NYLD Op and the Manager is referred to herein as a “Party”, and together as the “Parties”.
THIRD AMENDED AND RESTATED RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • September 5th, 2018 • Clearway Energy, Inc. • Electric services • Delaware
THIS THIRD AMENDED AND RESTATED RIGHT OF FIRST OFFER AGREEMENT (this “Agreement”) is made and entered into as of the 31st day of August, 2018 (the “Effective Date”), by and between NRG ENERGY, INC., a Delaware corporation (“NRG”), and NRG YIELD, INC., a Delaware corporation (“Yield”). NRG and Yield are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
364-DAY BRIDGE CREDIT AGREEMENT Dated as of August 31, 2018 among NRG YIELD OPERATING LLC, as the Borrower, NRG YIELD LLC, as Holdings, ROYAL BANK OF CANADA, as Administrative Agent, and The Lenders Party Hereto MERRILL LYNCH, PIERCE, FENNER & SMITH...364-Day Bridge Credit Agreement • September 5th, 2018 • Clearway Energy, Inc. • Electric services • New York
This 364-DAY BRIDGE CREDIT AGREEMENT (“Agreement”) is entered into as of August 31, 2018, among NRG Yield Operating LLC, a Delaware limited liability company (the “Borrower”), NRG Yield LLC, a Delaware limited liability company (“Holdings”), each other Guarantor (as defined herein) from time to time party hereto, each Lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and ROYAL BANK OF CANADA, as Administrative Agent.
ZEPHYR VOTING AND GOVERNANCE AGREEMENT by and between NRG YIELD, INC. and ZEPHYR RENEWABLES LLC Dated as of August 31, 2018Voting and Governance Agreement • September 5th, 2018 • Clearway Energy, Inc. • Electric services • Delaware
This VOTING AND GOVERNANCE AGREEMENT (this “Agreement”), dated as of August 31, 2018 (the “Effective Date”), is entered into by and between NRG Yield, Inc., a Delaware corporation (“NYLD”), Zephyr Renewables LLC, a Delaware limited liability company (“Sponsor”), and each other member of the Sponsor Group that becomes party to this Agreement from time to time pursuant to Section 4.3 (collectively with Sponsor, the “Sponsor Parties”). Each of NYLD and the Sponsor Parties is referred to herein as a “Party”, and together as the “Parties”.
TRANSITION SERVICES AGREEMENTTransition Services Agreement • September 5th, 2018 • Clearway Energy, Inc. • Electric services • Delaware
This TRANSITION SERVICES AGREEMENT (this “Agreement”) dated as of August 31, 2018 (the “Effective Date”), is made by and between NRG Energy, Inc., a Delaware corporation (“Service Provider”), and NRG Yield, Inc., a Delaware corporation (the “Company”). Each of Service Provider and the Company may be referred to herein as a “Party” and collectively as the “Parties”.
RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • September 5th, 2018 • Clearway Energy, Inc. • Electric services • Delaware
THIS RIGHT OF FIRST OFFER AGREEMENT (this “Agreement”) is made and entered into as of August 31, 2018 (the “Effective Date”), by and between ZEPHYR RENEWABLES LLC, a Delaware limited liability company (“Zephyr”), and NRG YIELD, INC., a Delaware corporation (“Yield”), and solely for purposes of Section 2.4, GIP III Zephyr Acquisition Partners, L.P., a Delaware limited partnership (“Zephyr Parent”). Zephyr and Yield are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
TERMINATION AGREEMENTTermination Agreement • September 5th, 2018 • Clearway Energy, Inc. • Electric services • New York
This TERMINATION AGREEMENT (this “Termination”) is made as of August 31, 2018, by and among NRG Yield, Inc., a Delaware corporation (“Yield”), NRG Yield LLC, a Delaware limited liability company (“Yield LLC”), NRG Yield Operating LLC, a Delaware limited liability company (“Yield Operating”) and NRG Energy, Inc., a Delaware corporation (“Manager”). Yield, Yield LLC, Yield Operating, and Manager are referred to collectively herein as the “Parties.” Any capitalized term not otherwise defined herein shall have the meaning ascribed to such term in the MSA (as defined below).
