AMENDED & RESTATED HAT HOLDINGS I LIMITED GUARANTYHannon Armstrong Sustainable Infrastructure Capital, Inc. • November 7th, 2014 • 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 HASI CF I Borrower LLC, a limited liability company organized and existing under the laws of the State of Delaware (“Borrower HASI”), HAT CF I Borrower LLC, a limited liability company organized and existing under the laws of the State of Delaware (“Borrower HAT I”), and HAT CF II Borrower LLC, a limited liability company organized and existing under the laws of the State of Delaware (“Borrower HAT II”, and together with Borrower HASI and Borrower HAT I, the “Borrowers”) by the lenders party to that certain Amended & Restated 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 fu
AMENDED & RESTATED LOAN AGREEMENT (PF) dated as of August 12, 2014 among HASI CF I BORROWER LLC, HAT CF I BORROWER LLC, and HAT CF II BORROWER LLC, as Borrowers, EACH LENDER PARTY HERETO and BANK OF AMERICA, N.A., as Administrative Agent $250,000,000...Loan Agreement • November 7th, 2014 • Hannon Armstrong Sustainable Infrastructure Capital, Inc. • Real estate investment trusts • New York
This AMENDED & RESTATED LOAN AGREEMENT (PF) dated as of August 12, 2014 (this “Agreement” or this “A&R 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 I”), HAT CF II Borrower LLC, a Delaware limited liability company (“Borrower HAT II” or the “New Borrower”, and together with Borrower HASI and Borrower HAT I, “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”).
AMENDED & RESTATED CONTINUING GUARANTYHannon Armstrong Sustainable Infrastructure Capital, Inc. • November 7th, 2014 • 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 (“Borrower HAT I”), HASI CF I Borrower LLC, a Delaware limited liability company (“Borrower HASI”), and HAT CF II Borrower LLC, a Delaware limited liability company (“Borrower HAT II”, and together with Borrower HAT I and Borrower HASI, collectively, the “Borrowers”) by the lenders party to that certain Amended & Restated 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:
AMENDMENT NO. 1 TO AMENDED & RESTATED LOAN AGREEMENT (G&I)Loan Agreement • November 7th, 2014 • Hannon Armstrong Sustainable Infrastructure Capital, Inc. • Real estate investment trusts • New York
THIS AMENDMENT NO. 1 TO AMENDED & RESTATED LOAN AGREEMENT (G&I) (this “First Amendment”), dated as of September 22, 2014, is by and among (i) HASI CF I Borrower LLC, a Delaware limited liability company (“Borrower HASI”), HAT CF I Borrower LLC, a Delaware limited liability company (“Borrower HAT I”) and HAT CF II Borrower LLC, a Delaware limited liability company (“Borrower HAT II”, and together with Borrower HASI and Borrower HAT I, the “Borrowers”), (ii) Bank of America, N.A., in its capacity as lender under the A&R Loan Agreement (in such capacity, the “Lender”), (iii) Bank of America, N.A., in its capacity as administrative agent under the A&R Loan Agreement (in such capacity, the “Administrative Agent”) and (iv) for purposes of Section 3 only, Bank of America, N.A., in its capacity as administrative agent under the Other Loan Agreement (in such capacity, the “Other Administrative Agent”).
FORM OF PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • November 7th, 2014 • Hannon Armstrong Sustainable Infrastructure Capital, Inc. • Real estate investment trusts • New York
PLEDGE AND SECURITY AGREEMENT, dated as of August 12, 2014 (this “Pledge Agreement”), among HAT CF II Borrower LLC, a limited liability company organized and existing under the laws of the State of Delaware (“Member”), HAT CFII OP A LLC, a limited liability company organized and existing under the laws of the State of Delaware (“Borrower Sub HAT A”), HAT CFII OP 5 LLC, a limited liability company organized and existing under the laws of the State of Delaware (“Borrower Sub HAT 5”), HAT CFII OP 7 LLC, a limited liability company organized and existing under the laws of the State of Delaware (“Borrower Sub HAT 7”; each of Borrower Sub HAT A, Borrower Sub HAT 5 and Borrower Sub HAT 7, a “Borrower Subsidiary” and together, the “Borrowers 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 AMENDED & RESTATED SECURITY AGREEMENTSecurity Agreement • November 7th, 2014 • Hannon Armstrong Sustainable Infrastructure Capital, Inc. • Real estate investment trusts • New York
This AMENDED & RESTATED SECURITY AGREEMENT, dated as of August 12, 2014 (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 I”), HAT CF II Borrower LLC, a Delaware limited liability company (“Borrower HAT II”, and together with Borrower HASI and Borrower HAT I, 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).
