GREENBACKER RENEWABLE ENERGY COMPANY LLC a Delaware Limited Liability Company FIFTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENTLimited Liability Company Operating Agreement • May 23rd, 2022 • Greenbacker Renewable Energy Co LLC • Electric services • Delaware
THIS FIFTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT (this “Agreement”) of GREENBACKER RENEWABLE ENERGY COMPANY LLC (the “Company”) is made and entered into as of May 19, 2022 by GREENBACKER CAPITAL MANAGEMENT LLC, a Delaware limited liability company (“GCM”), and any other Persons who are or hereafter become Members in the Company or parties hereto as provided herein. Capitalized terms used in this Agreement without definition shall have the respective meanings specified in Section 2.2 and, unless otherwise specified, article and section references used herein refer to Articles and Section of this Agreement.
GREENBACKER GROUP LLC and GREENBACKER RENEWABLE ENERGY COMPANY LLC CONTRIBUTION AGREEMENTContribution Agreement • May 23rd, 2022 • Greenbacker Renewable Energy Co LLC • Electric services • New York
This CONTRIBUTION AGREEMENT (this “Agreement”) is entered into as of May 19, 2022, by and between GREENBACKER GROUP LLC, a Delaware limited liability company (“Group LLC”), and GREENBACKER RENEWABLE ENERGY COMPANY LLC, a Delaware limited liability company ( “GREC LLC”). GREC LLC and Group LLC are collectively referred to herein as the “Parties,” and each, a “Party.” Capitalized terms used in this Agreement shall have the meanings ascribed to such terms in Article VIII to this Agreement.
Registration Rights Agreement by and betweenRegistration Rights Agreement • May 23rd, 2022 • Greenbacker Renewable Energy Co LLC • Electric services • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) dated as of May 19, 2022, by and between Greenbacker Renewable Energy Corporation, a Maryland corporation (the “Company”), Greenbacker Renewable Energy Company LLC, a Delaware limited liability company (the “Parent”), and the initial holders listed on Schedule I hereto (each an “Initial Holder”, and collectively the “Initial Holders”).
TRANSITION SERVICES AGREEMENT BY AND AMONG GREENBACKER GROUP LLC GB LIQUIDATION PERFORMANCE HOLDER LLC GB EO HOLDER LLC AND GREENBACKER ADMINISTRATION LLCTransition Services Agreement • May 23rd, 2022 • Greenbacker Renewable Energy Co LLC • Electric services • New York
This Transition Services Agreement (together with the exhibits attached hereto, this “Agreement”), dated as of May 19, 2022 (the “Effective Date”), is by and among Greenbacker Group LLC, a Delaware limited liability company, GB Liquidation Performance Holder LLC, a Delaware limited liability company, and GB EO Holder LLC, a Delaware limited liability company (each a “Recipient” and together the “Recipients”), and Greenbacker Administration LLC, a Delaware limited liability company (“Service Provider”).
CONTRIBUTION AGREEMENTContribution Agreement • May 23rd, 2022 • Greenbacker Renewable Energy Co LLC • Electric services
This Contribution Agreement (the “Agreement”), dated as of May 19, 2022 (the “Closing Date”), is made by and between Greenbacker Renewable Energy Company LLC, a Delaware limited liability company (“GREC LLC”) and Greenbacker Renewable Energy Corporation, a Maryland corporation (“GREC Corp”). Capitalized terms used in this Agreement and not otherwise defined herein shall have the meaning given to them in that certain Contribution Agreement by and between Greenbacker Group LLC, a Delaware limited liability company and GREC LLC entered into immediately prior to the execution of this Agreement (the “Initial Contribution Agreement”).
