Tax Equity Transaction means, with respect to Seller, any transaction or series of transactions pursuant to which (i) a Person either (A) obtains less than one hundred percent (100%) of the equity interests in Seller or any entity that has an interest in Seller in connection with a partnership flip transaction or (B) obtains all of the equity interests in Seller in connection with a lease, inverted lease or sale-leaseback transaction (in either case, such Person is a “Tax Equity Investor”), (ii) such transaction or series of transactions does not result in a change in Control of Seller, subject to the Tax Equity Investor’s right to vote in any major decision with respect to Seller, and (iii) Seller retains control of the Facility.

Tax Equity Transaction means, with respect to Seller, any transaction or series of transactions pursuant to which (i) a Person either (A) obtains less than one hundred percent (100%) of the equity interests in Seller or any entity that has an interest in Seller in connection with a partnership flip transaction or (B) obtains all of the equity interests in Seller in connection with a sale leaseback transaction (in either case, such Person, a “Tax Equity Investor”), (ii) an Indirect Parent Entity, directly or through one or more of its Affiliates retains Control of Seller, subject to the Tax Equity Investor’s right to vote in any major decision with respect to Seller, as provided in the transaction documents, and

Examples of Tax Equity Transaction in a sentence

Any Loan Party fails to observe or perform any obligation under or otherwise breaches any representation, warranty, term or condition of the Tax Equity Transaction Documents, in either case the effect of which could reasonably be expected to have a Material Adverse Effect.
Each of the Tax Equity Transaction Documents constitutes the legal, valid and binding obligations of each Loan Party that is a party thereto in accordance with its terms, except as such enforceability may be limited by Debtor Relief Laws and by general principles of equity.
All of the Tax Equity Transaction Documents for each Tax Equity Transaction that are in effect on the Closing Date are set forth on Schedule 5.19, and true, complete and correct copies of all such Tax Equity Transaction Documents have been delivered to the Administrative Agent.
In addition, Borrower and the Project Guarantors shall cause each of the Project Companies to maintain any insurance that such Project Company is required to maintain pursuant to the terms and conditions of the Tax Equity Transaction Documents.
Any existing right, authority or power or attorney previously granted by Parent or any other member of the Parent Group to GEV IA or any Affiliate of GEV IA, or any officer or employee thereof, with respect to any Tax Equity Investments, Tax Equity Transaction Documents or Tax Equity Partnerships is hereby terminated and revoked in full.

More Definitions of Tax Equity Transaction

Tax Equity Transaction means the transaction involving the entrance of Sunnova TEP I, LLC, Sunnova TEP I Holdings, LLC, Sunnova TEP I Developer, LLC, Sunnova TE Management I, LLC, Sunnova TEP I Manager, LLC and Firstar Development, LLC, into certain agreements, including the Master Development, Purchase and Sale Agreement dated March 2, 2017, and Sunnova TEP I, LLC’s Amended and Restated Limited Liability Company Agreement dated March 2, 2017, relating to a tax equity financing with a commitment of approximately $80 million, and any similar future tax equity financings involving any Subsidiary and a third-party investor (including pursuant to which the Issuer provides a performance guarantee).

Tax Equity Transaction means a transaction or series of transactions involving one or more investors, purchasers or lessees seeking a return that is enhanced by tax benefits of the production tax credits provided for in Section 45 of the Code, the investment tax credits provided for in Section 48 of the Code or similar federal tax credit, attribute, benefit or incentive mechanism.

Tax Equity Transaction means any agreement or arrangement entered into between a Company Entity and another Person for the purpose of such other Person receiving Tax credits or other Tax benefits generated from one or more of the Projects.

Tax Equity Transaction means a transaction in which the tax attributes generated from the Project are monetized by the tax equity member(s).

Tax Equity Transaction means each of the entities set forth on Section 1.01(c) of the Company Disclosure Letter, which list includes any entity that is involved in a tax equity partnership flip transaction, lease pass-through transaction or sale leaseback transaction.

Tax Equity Transaction means a transaction pursuant to Tax Equity Documents providing for an investment by Class B Member and one or more tax equity investors in TE Partnership pursuant to which the tax equity investors will receive the issuance or transfer of membership interests in TE Partnership that entitle the tax equity investors to an allocation of substantially all of the ITCs, other federal tax credits and/or losses generated by the Project until the tax equity investors achieve an agreed after-tax internal rate of return.

Tax Equity Transaction means, with respect to Seller or any RE Holdings Entity, any transaction or series of transactions pursuant to which (i) a Person either (A) obtains less than a one hundred percent (100%) of the equity interest in Seller or any RE Holdings Entity that has an interest in Seller, or (B) obtains all of the equity interest of Seller in connection with a sale- leaseback transaction (in either case, such Person, a “Tax Equity Investor”), and (ii) such Tax Equity Investor is allocated a share of profits, losses, and tax allocations associated with such equity interest or the Facility, as applicable; provided, however, that such RE Holdings Entity retains direct or indirect management control of Seller or the Facility, as applicable, subject to the Tax Equity Investor’s right to vote in any major decision with respect to Seller, as provided for in the transaction documents between Seller and such Tax Equity Investor.