EMPLOYMENT AGREEMENTEmployment Agreement • January 29th, 2015 • Sol-Wind Renewable Power, LP • Electric services • Delaware
This Employment Agreement (this “Agreement”), dated as of January , 2015, is between Sol-Wind, LLC, a Delaware limited liability company (the “Company”), and Sharon Mauer (the “Executive”) (collectively, the “Parties” and each, a “Party”) and supersedes in its entirety that certain employment agreement between the Company and the Executive dated as of March 3, 2014 (the “2014 Agreement”), pursuant to which the Executive has been employed by the Company in the capacity of General Counsel. In addition to the terms defined elsewhere herein, initial capitalized terms have the meanings given to them in Section 27.
INITIAL PORTFOLIO PURCHASE AGREEMENTInitial Portfolio Purchase Agreement • January 20th, 2015 • Sol-Wind Renewable Power, LP • Electric services • New York
This INITIAL PORTFOLIO PURCHASE AGREEMENT (this “Agreement”), dated as of , 2015, is entered into by and between Sol-Wind, LLC, a Delaware limited liability company (“Sol-Wind”), Sol-Wind Holdings, LLC, a Delaware limited liability company and wholly-owned subsidiary of Sol-Wind (“Holdings” and, together with Sol-Wind, the “Sellers” and each a “Seller”), and Sol-Wind JV SWP LLC, a Delaware limited liability company (“Purchaser”).
SOL-WIND RENEWABLE POWER, LPUnderwriting Agreement • January 29th, 2015 • Sol-Wind Renewable Power, LP • Electric services • New York
Each of the undersigned, Scott L. Tonn, Chief Executive Officer of Sol-Wind, LLC, a Delaware limited liability company (the “General Partner”), and Kevin Cunningham, Chief Financial Officer of the General Partner, on behalf of the Sol-Wind Renewable Power, LP, a Delaware limited partnership (the “Partnership” and, together with the General Partner, the “Partnership Parties”), does hereby certify pursuant to Section 6(k) of that certain Underwriting Agreement dated [pricing date] (the “Underwriting Agreement”) among the General Partner, the Partnership, and, on behalf of the several Underwriters named therein, UBS Securities LLC [list co-managers], that as of [date]:
LONG-TERM INCENTIVE COMPENSATION PLANRestricted Unit Agreement • December 23rd, 2014 • Sol-Wind Renewable Power, LP • Electric services • Delaware
This Restricted Unit Agreement (the “Restricted Unit Agreement”) dated as of [ ] (the “Date of Grant”), is made by and between Sol-Wind Renewable Power, LP, a Delaware limited partnership (the “Company”), and [ ] (the “Participant”). Capitalized terms not defined herein shall have the meaning ascribed to them in the Sol-Wind Renewable Power, LP Long-Term Incentive Compensation Plan (the “Plan”). Where the context permits, references to the Company shall include any successor to the Company.
LONG-TERM INCENTIVE COMPENSATION PLANPhantom Unit Agreement • January 29th, 2015 • Sol-Wind Renewable Power, LP • Electric services • Delaware
This Phantom Unit Agreement (the “Phantom Unit Agreement”) dated as of [ ] (the “Date of Grant”), is made by and between Sol-Wind Renewable Power, LP, a Delaware limited partnership (the “Company”), and [ ] (the “Participant”). Capitalized terms not defined herein shall have the meaning ascribed to them in the Sol-Wind Renewable Power, LP Long-Term Incentive Compensation Plan (the “Plan”). Where the context permits, references to the Company shall include any successor to the Company.
LONG-TERM INCENTIVE COMPENSATION PLANPhantom Unit Agreement • January 29th, 2015 • Sol-Wind Renewable Power, LP • Electric services • Delaware
This Phantom Unit Agreement (the “Phantom Unit Agreement”) dated as of [ ] (the “Date of Grant”), is made by and between Sol-Wind Renewable Power, LP, a Delaware limited partnership (the “Company”), and [ ] (the “Participant”). Capitalized terms not defined herein shall have the meaning ascribed to them in the Sol-Wind Renewable Power, LP Long-Term Incentive Compensation Plan (the “Plan”). Where the context permits, references to the Company shall include any successor to the Company.
