HAT HOLDINGS LIMITED GUARANTYHannon Armstrong Sustainable Infrastructure Capital, Inc. • November 8th, 2013 • Real estate investment trusts
FOR VALUE RECEIVED, the sufficiency of which is hereby acknowledged, and in consideration of credit and/or financial accommodation heretofore or hereafter from time to time made or granted to HASI CF I Borrower LLC, a limited liability company organized and existing under the laws of the State of Delaware (“Borrower HASI”), and HAT CF I Borrower LLC, a limited liability company organized and existing under the laws of the State of Delaware (“Borrower HAT” and together with Borrower HASI, the “Borrowers”) by the lenders party to that certain Loan Agreement (as defined in Annex A) from time to time, including without limitation Bank of America, N.A. (collectively the “Lender”), HAT Holdings I LLC, a limited liability company organized and existing under the laws of the State of Maryland (the “Guarantor”) hereby furnishes its guaranty of the Guaranteed Obligations (as hereinafter defined) as follows:
LOAN AGREEMENT (PF) dated as of July 19, 2013 among HASI CF I BORROWER LLC and HAT CF I BORROWER LLC, as Borrowers, EACH LENDER PARTY HERETO and BANK OF AMERICA, N.A., as Administrative Agent $150,000,000 Senior Secured Credit FacilityLoan Agreement • November 8th, 2013 • Hannon Armstrong Sustainable Infrastructure Capital, Inc. • Real estate investment trusts • New York
This LOAN AGREEMENT (PF) dated as of July 19, 2013, (this “Agreement”) is entered into by and among HASI CF I Borrower LLC, a Delaware limited liability company (“Borrower HASI”), HAT CF I Borrower LLC, a Delaware limited liability company (“Borrower HAT”, and together with Borrower HASI, “Borrowers”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”) and Bank of America, N.A., as Administrative Agent (together with its successors and permitted assigns in such capacity, the “Administrative Agent”).
CONTINUING GUARANTYHannon Armstrong Sustainable Infrastructure Capital, Inc. • November 8th, 2013 • Real estate investment trusts • New York
FOR VALUE RECEIVED, the sufficiency of which is hereby acknowledged, and in consideration of credit and/or financial accommodation heretofore or hereafter from time to time made or granted to HAT CF I Borrower LLC, a Delaware limited liability company, and HASI CF I Borrower LLC, a Delaware limited liability company (individually, each a “Borrower” and collectively, the “Borrowers”) by the lenders party to that certain Loan Agreement (as defined in Annex A) from time to time, including without limitation Bank of America, N.A. (collectively the “Lender”), the undersigned Guarantors (each a “Guarantor” and collectively “Guarantors”) hereby furnishes its guaranty of the Guaranteed Obligations (as hereinafter defined) as follows:
FORM OF PLEDGE AND SECURITY AGREEMENTPledge Agreement • November 8th, 2013 • Hannon Armstrong Sustainable Infrastructure Capital, Inc. • Real estate investment trusts • New York
PLEDGE AND SECURITY AGREEMENT, dated as of July , 2013 (this “Pledge Agreement”), among HASI CF I Borrower LLC, a limited liability company organized and existing under the laws of the State of Delaware (“Member”), HASI CFI OP A LLC, a limited liability company organized and existing under the laws of the State of Delaware (“Borrower Sub HASI A”), HASI CFI OP 5 LLC, a limited liability company organized and existing under the laws of the State of Delaware (“Borrower Sub HASI 5”), HASI CFI OP 7 LLC, a limited liability company organized and existing under the laws of the State of Delaware (“Borrower Sub HASI 7”; each of Borrower Sub HASI A, Borrower Sub HASI 5 and Borrower Sub HASI 7, a “Borrower Subsidiary” and together, the “Borrower Subsidiaries”), and The Bank of New York Mellon, as Collateral Agent (in such capacity, and including any permitted successors or assigns “Collateral Agent”) for the Secured Parties (as defined in the Loan Agreement referred to below).
FORM OF SECURITY AGREEMENTForm of Security Agreement • November 8th, 2013 • Hannon Armstrong Sustainable Infrastructure Capital, Inc. • Real estate investment trusts • New York
This SECURITY AGREEMENT, dated as of [ ], 2013 (as amended, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), is entered into by and among HASI CF I Borrower LLC, a Delaware limited liability company (“Borrower HASI”), HAT CF I Borrower LLC, a Delaware limited liability company (“Borrower HAT”, and together with Borrower HASI, the “Grantors”) and The Bank of New York Mellon, as Collateral Agent (in such capacity, and including any permitted successors or assigns, the “Collateral Agent”) for the benefit of the Secured Parties (as defined below).
