MEMBERSHIP INTEREST PURCHASE AGREEMENT BY AND BETWEEN DOMINION GENERATION, INC. (as “Seller”) AND FUELCELL ENERGY FINANCE, LLC (as “Buyer”) Dated as of October 31, 2018Membership Interest Purchase Agreement • January 10th, 2019 • Fuelcell Energy Inc • Miscellaneous electrical machinery, equipment & supplies • New York
This MEMBERSHIP INTEREST PURCHASE AGREEMENT (together with all Exhibits and Schedules (including the Disclosure Schedules) appended hereto, this “Agreement”), dated as of October 31, 2018 (the “Effective Date”), is made by and between Dominion Generation, Inc. a Virginia corporation (“Seller”), and FUELCELL ENERGY FINANCE, LLC, a Delaware limited liability company (“Buyer”). Buyer and Seller each may be referred to herein as a “Party”, and collectively as the “Parties”. Capitalized terms used, and not otherwise defined, herein shall have the meanings set forth in Article I.
FIRST AMENDMENT TO LOAN AGREEMENTLoan Agreement • January 10th, 2019 • Fuelcell Energy Inc • Miscellaneous electrical machinery, equipment & supplies • New York
This FIRST AMENDMENT TO LOAN AGREEMENT (this “Amendment”), dated as of April 18, 2016 (the “Effective Date”), is made by and among FUELCELL ENERGY FINANCE, LLC, a Connecticut limited liability company having its principal office located at 3 Great Pasture Road, Danbury, Connecticut 06810 (hereinafter referred to as the “Parent”), RIVERSIDE FUELCELL, LLC, a Delaware limited liability company having its principal office located at 3 Great Pasture Road, Danbury, Connecticut 06810 (“Riverside Co-Borrower”), and NRG ENERGY, INC., a Delaware corporation having an office address located at 211 Carnegie Center, Princeton, New Jersey 08540, its permitted successors and/or assigns (hereinafter referred to as the “Lender”). Each capitalized term used and not otherwise defined herein shall have the meaning assigned thereto in Article I of the Loan Agreement (as defined below).
