Common use of Additional Transaction Terms Clause in Contracts

Additional Transaction Terms. Required Governmental Approvals: Pattern US Finance Company LLC to submit to Bank of Japan a prior notification of inward direct investment (tainai chokusetsu toshi) in regard to the investment in Green Power Generation GK pursuant to the Foreign Exchange and Foreign Trade Act of Japan. Persons with Knowledge: Purchaser’s Persons with Knowledge: Esben ▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇ and ▇▇▇▇▇ ▇▇▇▇▇▇ Seller’s Persons with Knowledge: ▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇▇▇▇ Additional Assignment Rights: Assignment Rights of Seller: None Assignment Rights of Purchaser: None Governing Law: New York Notice Information: To Purchaser: ▇▇▇▇ ▇, ▇▇▇ ▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: General Counsel Phone: ▇▇▇-▇▇▇-▇▇▇▇ Fax: ▇▇▇-▇▇▇-▇▇▇▇ To Seller: ▇▇▇▇ ▇, ▇▇▇ ▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: General Counsel Phone: ▇▇▇-▇▇▇-▇▇▇▇ Fax: ▇▇▇-▇▇▇-▇▇▇▇ 1. A properly executed Assignment and Assumption Agreement between Subsidiary Transferor and Subsidiary Purchaser transferring 100% of the membership interests of Kanagi Holdings LLC and Pattern Development Japan LLC. Copies or originals of the following documents, each dated as of or prior to the Closing Date: 1. A properly executed Assignment and Assumption Agreement between Subsidiary Transferor and Subsidiary Purchaser transferring 100% of the membership interests of Kanagi Holdings LLC and Pattern Development Japan LLC. 1. Receipt of the required Governmental Approvals (excluding the post-closing items) identified in Part VII of Section A. 2. No circumstances, developments, changes or events has occurred since the date hereof that, individually or in the aggregate, could reasonably be expected to result in the failure of a condition to closing set forth in Article 5 of the Tsugaru LP1 PSA. None. None. I. Acquired Interests & Ownership Structure II. Solar Project Information

Additional Transaction Terms. Required Governmental Approvals: Pattern US Finance Company LLC to submit to Bank of Japan a prior notification of inward direct investment (tainai chokusetsu toshi) in regard to the investment in Green Power Generation GK pursuant to the Foreign Exchange and Foreign Trade Act of Japan. Persons with Knowledge: Purchaser’s Persons with Knowledge: Esben ▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇ and ▇▇▇▇▇ ▇▇▇▇▇▇ Seller’s Persons with Knowledge: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇ ▇, and ▇▇▇▇▇▇ ▇▇▇▇▇▇ Additional Assignment Rights: Assignment Rights of Seller: None Assignment Rights of Purchaser: None Governing Law: New York Notice Information: To Purchaser: ▇▇▇▇ ▇, ▇▇▇ ▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: General Counsel Phone: ▇▇▇-▇▇▇-▇▇▇▇ Fax: ▇▇▇-▇▇▇-▇▇▇▇ To Seller: ▇▇▇▇ ▇, ▇▇▇ ▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: General Counsel Phone: ▇▇▇-▇▇▇-▇▇▇▇ Fax: ▇▇▇-▇▇▇-▇▇▇▇ 1. A properly executed Assignment and Assumption Agreement between Subsidiary Transferor Purchaser and Subsidiary Purchaser Transferor transferring 100% of the membership equity interests of Kanagi Holdings LLC and Pattern Development Japan LLCin HoldCo. Copies or originals of the following documents, each dated as of or prior to the Closing Date: 1. A properly executed Assignment and Assumption Agreement between Subsidiary Transferor Purchaser and Subsidiary Purchaser Transferor transferring 100% of the membership equity interests of Kanagi Holdings LLC and Pattern Development Japan LLCin HoldCo. 1. Receipt of the required Governmental Approvals (excluding the post-closing items) identified in Part VII of Section A. 2. No circumstances, developments, changes or events has occurred since the date hereof that, individually or in the aggregate, could reasonably be expected to result in the failure of a condition to closing set forth in Article 5 of the Tsugaru LP1 PSA. None. None. I. Acquired Interests & Ownership Structure II. Solar Wind Project Information

Additional Transaction Terms. Required Governmental Approvals: Pattern US Finance Company LLC to submit to Bank of Japan a prior notification of inward direct investment (tainai chokusetsu toshi) in regard to the investment in Green Power Generation GK pursuant to the Foreign Exchange and Foreign Trade Act of Japan. Persons with Knowledge: Purchaser’s Persons with Knowledge: Esben ▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇ and ▇▇▇▇▇ ▇▇▇▇▇▇ Seller’s Persons with Knowledge: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇▇▇▇ Additional Assignment Rights: Assignment Rights of Seller: None Assignment Rights of Purchaser: None Governing Law: New York Notice Information: To Purchaser: ▇▇▇▇ ▇, ▇▇▇ ▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: General Counsel Phone: ▇▇▇-▇▇▇-▇▇▇▇ Fax: ▇▇▇-▇▇▇-▇▇▇▇ To Seller: ▇▇▇▇ ▇, ▇▇▇ ▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: General Counsel Phone: ▇▇▇-▇▇▇-▇▇▇▇ Fax: ▇▇▇-▇▇▇-▇▇▇▇ 1. A properly executed Assignment and Assumption Agreement between Subsidiary Transferor Purchaser and Subsidiary Purchaser Transferor transferring 100% of equity interest in the membership interests of Kanagi Holdings LLC and Pattern Development Japan LLCHoldCo. Copies or originals of the following documents, each dated as of or prior to the Closing Date: 1. A properly executed Assignment and Assumption Agreement between Subsidiary Transferor Purchaser and Subsidiary Purchaser Transferor transferring 100% equity interest in the HoldCo. 2. Pursuant to Section 5.5 of the membership interests of Kanagi Holdings LLC and Pattern Development Japan LLCFuttsu MIPA, a written agreement executed by the Subsidiary Purchaser to be bound by the terms thereof. 1. Receipt of the required Governmental Approvals (excluding the post-closing items) identified in Part VII of Section A. 2. Amendment of the Members Agreement, ▇▇ ▇▇▇▇▇ Power Futtsu, dated October 6, 2015, by and among Green Power Investment Corporation, EFS Japan B.V. and Futtsu Holdings LLC and appropriate amendments under the Second Amended and Restated Financing Agreement, dated October 6, 2015, by and among the Project Company, The Bank of Tokyo-Mitsubishi UFJ, Ltd., The Chiba Bank, Ltd., Chugoku Bank Ltd. And The Shizuoka Bank Ltd. (as amended) to reflect the new ownership structure. 3. No circumstances, developments, changes or events has occurred since the date hereof that, individually or in the aggregate, could reasonably be expected to result in the failure of a condition to closing set forth in Article 5 of the Tsugaru LP1 PSA. None. None. I. Acquired Interests & Ownership Structure II. Solar Project Information