INFRAREIT, INC. SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AND LOCK-UP AGREEMENTRegistration Rights and Lock-Up Agreement • March 3rd, 2016 • InfraREIT, Inc. • Real estate investment trusts • Delaware
THIS SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AND LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of March 1, 2016, among InfraREIT, Inc., a Maryland corporation (together with its successors and assigns, the “Company”), and each of the persons listed on the attached Schedule A (each, an “Initial Holder” and collectively, the “Initial Holders”).
INFRAREIT PARTNERS, LP LTIP UNIT AWARD AGREEMENTLtip Unit Award Agreement • March 3rd, 2016 • InfraREIT, Inc. • Real estate investment trusts • Delaware
This Agreement (this “Award Agreement”) is entered into on [INSERT DATE] (the “Grant Date”) by and between InfraREIT Partners, LP a Delaware limited partnership (the “Partnership”), and [Insert the Name of Participant] (the “Participant Interest Holder”). Capitalized terms used herein and not otherwise defined in Annex A hereto shall have the meanings set forth in the Third Amended and Restated Agreement of the Partnership (the “Partnership Agreement,” effective March 10, 2015, and as such Partnership Agreement may be amended from time to time pursuant to its terms).
Fifth Amended and Restated Rent Supplement (ERCOT Transmission Lease) February 26, 2016Rent Supplement • March 3rd, 2016 • InfraREIT, Inc. • Real estate investment trusts
This Fifth Amended and Restated Rent Supplement (this “Fifth Amended Supplement”) between Sharyland Distribution and Transmission Services, L.L.C. (“Lessor”) and Sharyland Utilities, L.P. (“Lessee”) is executed and delivered on February 26, 2016, to memorialize supplements to the ERCOT Transmission Lease (as defined below), effective as of January 1, 2016. Capitalized terms used herein that are not otherwise defined will have the meanings assigned to them in the ERCOT Transmission Lease.
EXECUTION VERSIONNote Purchase Agreement • March 3rd, 2016 • InfraREIT, Inc. • Real estate investment trusts • New York
THIRD AMENDMENT, dated as of February 19, 2016 (this “Third Amendment”) to the AMENDED AND RESTATED NOTE PURCHASE AGREEMENT, dated as of July 13, 2010 (as heretofore amended, restated, supplemented and otherwise modified, the “Agreement”), between TRANSMISSION AND DISTRIBUTION COMPANY, L.L.C. (the “Company”), a Texas limited liability company and the holders of the notes party thereto, as purchasers thereunder (the “Holders”). Capitalized terms used but not otherwise defined in this Third Amendment shall have the meanings set forth in the Agreement (as amended hereby) and the rules of interpretation set forth therein (as amended hereby) shall apply to this Third Amendment.
INFRAREIT, INC.Stock Unit Agreement • March 3rd, 2016 • InfraREIT, Inc. • Real estate investment trusts • Maryland
InfraREIT, Inc., a Maryland corporation (the “Company”), hereby grants Stock Units denominated in shares of its common stock, par value $0.01 (this “Award”) to the Grantee named below, subject to the transfer restrictions, vesting and other conditions set forth below. Additional terms and conditions of this Award are set forth in this cover sheet and in the attachment (collectively, this “Agreement”) and in the Company’s 2015 Equity Incentive Plan (as amended from time to time, the “Plan”).
Tenth Amended and Restated Rent Supplement (McAllen Lease) February 26, 2016Rent Supplement • March 3rd, 2016 • InfraREIT, Inc. • Real estate investment trusts
This Tenth Amended and Restated Rent Supplement (this “Tenth Amended Supplement”) between Sharyland Distribution and Transmission Services, L.L.C. (“Lessor”) and Sharyland Utilities, L.P. (“Lessee”) is executed and delivered on February 26, 2016, to memorialize supplements to the McAllen Lease (as defined below), effective as of January 1, 2016. Capitalized terms used herein that are not otherwise defined will have the meanings assigned to them in the McAllen Lease.
Eighth Amended and Restated Rent Supplement (CREZ Lease) February 26, 2016Rent Supplement • March 3rd, 2016 • InfraREIT, Inc. • Real estate investment trusts
This Eighth Amended and Restated Rent Supplement (this “Eighth Amended Supplement”) between Sharyland Distribution and Transmission Services, L.L.C. (“Lessor”) and Sharyland Utilities, L.P. (“Lessee”) is executed and delivered on February 26, 2016, to memorialize supplements to the CREZ Lease (as defined below), effective as of January 1, 2016. Capitalized terms used herein that are not otherwise defined will have the meanings assigned to them in the CREZ Lease.
