NUSCALE POWER CORPORATION INDEMNITY AGREEMENTIndemnity Agreement • May 5th, 2022 • NUSCALE POWER Corp • Heating equipment, except electric & warm air furnaces • Delaware
This Indemnity Agreement (this “Agreement”), dated as of ___________ ___, 202__ is made by and between NuScale Power Corporation, a Delaware corporation (the “Company”), and ___________________, a director, officer or key employee of the Company or one of the Company’s subsidiaries or other service provider who satisfies the definition of Indemnifiable Person set forth below (“Indemnitee”).
SIXTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF NUSCALE POWER, LLC An Oregon limited liability company dated as of May 2, 2022Limited Liability Company Agreement • May 5th, 2022 • NUSCALE POWER Corp • Heating equipment, except electric & warm air furnaces • Oregon
THIS SIXTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of NUSCALE POWER, LLC, an Oregon limited liability company (the “Company”), dated as of May 2, 2022, is entered into by and among the Members that are party hereto, NUSCALE POWER CORP., a Delaware corporation (the “Manager”), and each other Person as may become a Member from time to time, pursuant to the provisions of this Agreement.
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • May 5th, 2022 • NUSCALE POWER Corp • Heating equipment, except electric & warm air furnaces • Oregon
THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT ("Amendment") is effective as of May 2, 2022 (the “Effective Date”), by and between NuScale Power, LLC (the "Company") and Dale Atkinson ("Employee"). Each of the Company and Employee are a “Party” to this Amendment, and both are “Parties” hereto.
FOURTH AMENDED AND RESTATED 2011 EQUITY INCENTIVE PLAN2011 Equity Incentive Plan • May 5th, 2022 • NUSCALE POWER Corp • Heating equipment, except electric & warm air furnaces • Oregon
On December 13, 2021, NuScale Power, LLC (the “Company”) entered into an Agreement and Plan of Merger with Spring Valley Acquisition Corp. and Spring Valley Merger Sub, LLC (“Merger Sub”) (as amended from time to time, the “Merger Agreement”). Pursuant to the Merger Agreement, Merger Sub will merge with and into the Company (the “Merger”), with the Company surviving the Merger and becoming a wholly controlled subsidiary of Spring Valley Acquisition Corp., which will change its name to NuScale Power Corporation, a Delaware corporation (“NuScale Corp”), upon the closing of the transactions contemplated by the Merger Agreement. Capitalized terms used but not defined herein shall have the meanings set forth in the Merger Agreement.
TAX RECEIVABLE AGREEMENT dated as of May 2, 2022Tax Receivable Agreement • May 5th, 2022 • NUSCALE POWER Corp • Heating equipment, except electric & warm air furnaces • Delaware
This TAX RECEIVABLE AGREEMENT (this “Agreement”), dated as of May 2, 2022, is entered into by and among NuScale Power Corp., a Delaware corporation (NuScale Power Corp., together with each of its Subsidiaries that is classified as a corporation for U.S. federal income tax purposes, and each successor thereto, the “Corporation”), NuScale Power, LLC, an Oregon limited liability company that is classified as a partnership for U.S. federal income tax purposes (the “Company”), each of the TRA Holders, and the TRA Representative.
Japan NuScale Innovation, LLC Houston, TX 77042, USA Japan Bank for International Cooperation Tokyo 100-8144, JapanLetter Agreement • May 5th, 2022 • NUSCALE POWER Corp • Heating equipment, except electric & warm air furnaces • New York
This letter agreement (this “Letter Agreement”) is entered into by and among Japan NuScale Innovation, LLC, a Delaware limited liability company (the “Investor”), Fluor Enterprises, Inc., a California corporation (“Fluor”), NuScale Power, LLC, an Oregon limited liability company (“NuScale LLC”) and Japan Bank for International Cooperation, a Japanese corporation established pursuant to the Company Act and the Japan Bank for International Cooperation Act (“JBIC”). This Letter Agreement confirms our agreement that pursuant to and effective as of the date of that certain Unit Purchase Agreement, dated as of March 15, 2022, by and between the Investor and Fluor (the “Purchase Agreement”), the Investor shall be entitled to the following contractual board appointment and management rights. Capitalized terms that are not defined herein shall be as defined in the Purchase Agreement.
EXCLUSIVITY AGREEMENTExclusivity Agreement • May 5th, 2022 • NUSCALE POWER Corp • Heating equipment, except electric & warm air furnaces • Oregon
This Agreement effective as of 30th day of September, 2011 (the "Effective Date"), is entered into among NuScale Power, LLC and NuScale Holdings Corp. (collectively referred to as the "NuScale"), and Fluor Enterprises, Inc. ("Fluor").
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 5th, 2022 • NUSCALE POWER Corp • Heating equipment, except electric & warm air furnaces • Delaware
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 2, 2022, 2022, is made and entered into by and among NuScale Power Corp., a Delaware corporation (formerly known as Spring Valley Acquisition Corp., a Cayman Islands exempted corporation) (the “Company”), Spring Valley Acquisition Sponsor, LLC, a Delaware limited liability company (the “Sponsor Parent”), SV Acquisition Sponsor Sub, LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed under Holder or New Holder on the signature pages hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder,” and collectively, the “Holders”).
