BILATERAL MANAGEMENT SERVICES AGREEMENT Dated as of October 2, 2013 by and between PATTERN ENERGY GROUP INC. and PATTERN ENERGY GROUP LPBilateral Management Services Agreement • October 2nd, 2013 • Pattern Energy Group Inc. • Electric services • New York
THIS BILATERAL MANAGEMENT SERVICES AGREEMENT (the “Agreement”) is made as of this 2nd day of October, 2013 (the “Effective Date”), by and between PATTERN ENERGY GROUP INC., a Delaware corporation (“PEG Inc.”) and PATTERN ENERGY GROUP LP, a Delaware limited partnership (“PEG LP”). Each of PEG Inc. and PEG LP is referred to herein as a “Party” and collectively as the “Parties.”
PURCHASE RIGHTS AGREEMENT BY AND AMONG PATTERN ENERGY GROUP LP, PATTERN ENERGY GROUP INC. AND (SOLELY WITH RESPECT TO ARTICLE IV) PATTERN ENERGY GROUP HOLDINGS LP AND PATTERN ENERGY GP LLCPurchase Rights Agreement • October 2nd, 2013 • Pattern Energy Group Inc. • Electric services • New York
THIS PURCHASE RIGHTS AGREEMENT is entered into on, and effective as of, the Closing Date (as defined herein), among Pattern Energy Group LP, a Delaware limited partnership (“PEG LP”), Pattern Energy Group Inc., a Delaware corporation (“PEG Inc.”) and, solely with respect to Article IV, Pattern Energy Group Holdings LP, a Delaware limited partnership, and Pattern Energy GP LLC, a Delaware limited liability company (together, the “PEG LP Partners”).
CONTRIBUTION AGREEMENTContribution Agreement • October 2nd, 2013 • Pattern Energy Group Inc. • Electric services • New York
This Contribution Agreement (this “Agreement”), dated October 2, 2013, is by and among Pattern Renewables LP, a Delaware limited partnership (“PRLP”), Pattern Energy Group LP, a Delaware limited partnership (“PEG LP”), Pattern Renewable Holdings Canada ULC, a Nova Scotia unlimited liability company (“PRHC”) and Pattern Energy Group Inc., a Delaware corporation (“PEG Inc.” and, together with PRLP, PEG LP and PRHC, the “Parties”).
SHAREHOLDER APPROVAL RIGHTS AGREEMENT dated October 2, 2013 between PATTERN ENERGY GROUP INC. and PATTERN ENERGY GROUP LPShareholder Approval Rights Agreement • October 2nd, 2013 • Pattern Energy Group Inc. • Electric services • Delaware
This Shareholder Approval Rights Agreement, dated October 2, 2013 (this “Agreement”), is made by and between Pattern Energy Group Inc. (the “Company”) and Pattern Energy Group LP (the “Shareholder”).
NON-COMPETITION AGREEMENT BY AND BETWEEN PATTERN ENERGY GROUP LP AND PATTERN ENERGY GROUP INC. Dated as of October 2, 2013Non-Competition Agreement • October 2nd, 2013 • Pattern Energy Group Inc. • Electric services • New York
THIS NON-COMPETITION AGREEMENT is entered into on, and effective as of, the Closing Date (as defined herein), by and between Pattern Energy Group LP, a Delaware limited partnership (“PEG LP”) and Pattern Energy Group Inc., a Delaware corporation (“PEG Inc.”).
REGISTRATION RIGHTS AGREEMENT BETWEEN PATTERN ENERGY GROUP LP AND PATTERN ENERGY GROUP INC. Dated as of October 2, 2013Registration Rights Agreement • October 2nd, 2013 • Pattern Energy Group Inc. • Electric services • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of October 2, 2013, by and between Pattern Energy Group Inc., a Delaware corporation (“PEG Inc.”), and Pattern Energy Group LP, a Delaware limited partnership (“PEG LP”) and the other holders listed on Schedule I hereto (each an “Initial Holder” and collectively, the “Initial Holders”).
