MEMBERSHIP INTEREST PURCHASE AGREEMENT among GENESIS SOLAR HOLDINGS, LLC, NEXTERA ENERGY PARTNERS, LP, GENESIS SOLAR FUNDING, LLC, and THE CLASS B PURCHASERS PARTY HERETO November 2, 2020Membership Interest Purchase Agreement • November 6th, 2020 • NextEra Energy Partners, LP • Electric services • Delaware
This Membership Interest Purchase Agreement, dated as of November 2, 2020 (this “Agreement”), is entered into by and among Genesis Solar Holdings, LLC, a Delaware limited liability company (the “Company”), Genesis Solar Funding, LLC, a Delaware limited liability company (the “Class A Purchaser”), the Class B Purchasers set forth in Schedule A hereto, including KKR Genesis TL Borrower LLC, a Delaware limited liability company, as a Class B Purchaser and as the Class B Purchaser Representative (in such capacity, the “Class B Purchaser Representative”), and NextEra Energy Partners, LP, a Delaware limited partnership (“NEP”), solely to the extent of the NEP Obligations set forth herein.
to AMENDED AND RESTATED PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • November 6th, 2020 • NextEra Energy Partners, LP • Electric services • Delaware
This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of Pine Brooke Class A Holdings, LLC, a Delaware limited liability company (the “Company”), dated as of [●] (the “Effective Date”), is adopted, executed, and agreed to by Pine Brooke Funding, LLC, a Delaware limited liability company, in its capacity as a Class A Member, effective upon the Effective Date (the “NEER Member”), KKR Pine Brooke Issuer LLC, a Delaware limited liability company, in its capacities as a Class B Member and as the Class B Member Representative hereunder, in each case, effective upon the SIP Closing Date (the “SIP Member”), NextEra Energy Partners Acquisitions, LLC, a Delaware limited liability company, in its capacity as a Class C Member, effective upon the NEP PSA Closing Date (“NEP Acquisitions”), Genesis Solar Holdings, LLC, a Delaware limited liability company, in its capacities as a Class C Member and as the Class C Member Representative hereunder, effective upon the Gen
