Underwriting AgreementSunnova Energy International Inc. • August 16th, 2023 • Electric & other services combined • New York
Sunnova Energy International Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of 5,100,000 shares of common stock, par value $0.0001 per share, of the Company (the “Common Stock”) (such 5,100,000 shares of Common Stock being hereinafter referred to as the “Underwritten Shares”). In addition, the Company proposes to issue and sell to the Underwriters, at the option of the Underwriters, up to an additional 765,000 shares of Common Stock (such 765,000 shares of Common Stock being hereinafter referred to as the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares.” The shares of Common Stock to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock.”
SUNNOVA ENERGY INTERNATIONAL INC. AND WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of August 19, 2022 2.625% Convertible Senior Notes due 2028Indenture • August 19th, 2022 • Sunnova Energy International Inc. • Electric & other services combined • New York
INDENTURE dated as of August 19, 2022 between Sunnova Energy International Inc., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01), and Wilmington Trust, National Association, a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).
SUNNOVA ENERGY INTERNATIONAL INC. AND WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of May 14, 2020 9.75% Convertible Senior Notes due 2025Indenture • June 29th, 2020 • Sunnova Energy International Inc. • Electric & other services combined • New York
INDENTURE dated as of May 14, 2020 (the “Issue Date”) between SUNNOVA ENERGY INTERNATIONAL INC., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01) and WILMINGTON TRUST, NATIONAL ASSOCIATION, as trustee (the “Trustee,” as more fully set forth in Section 1.01) and as conversion agent (the “Conversion Agent”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • July 29th, 2019 • Sunnova Energy International Inc. • Electric & other services combined • Delaware
This Indemnification Agreement (“Agreement”) is made as of July 29, 2019, by and between Sunnova Energy International Inc., a Delaware corporation (the “Company”) and C. Park Shaper (“Indemnitee” and, together with the Company, the “Parties”).
Underwriting AgreementSunnova Energy International Inc. • August 14th, 2020 • Electric & other services combined • New York
Certain stockholders of Sunnova Energy International Inc., a Delaware corporation (the “Company”) and certain holders (the “Converting Selling Stockholders”) of the Company’s 9.75% senior convertible notes due 2025 (the “Convertible Notes”), in each case which are named in Schedule 2 hereto (the “Selling Stockholders”) severally, and not jointly, propose to sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”) an aggregate of 10,000,000 shares of common stock, par value $0.0001 per share, of the Company (the “Securities” and such 10,000,000 shares of Securities being hereinafter referred to as the “Underwritten Shares”). In addition, each of Energy Capital Partners III, LP, Energy Capital Partners III-A, LP, Energy Capital Partners III-B, LP, Energy Capital Partners III-C, LP, Energy Capital Partners III-D, LP and Energy Capital Partners III (Sunnova Co-Invest), LP (collectively, the “ECP Se
AMENDMENT NO. 2 TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (SLA)Credit Agreement • February 14th, 2024 • Sunnova Energy International Inc. • Electric & other services combined
THIS SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) is entered into as of August 2, 2023, by and among SUNNOVA EZ-OWN PORTFOLIO, LLC, a Delaware limited liability company (the “Borrower”), SUNNOVA SLA MANAGEMENT, LLC, a Delaware limited liability company (“Sunnova Management”), as manager (in such capacity, the “Manager”), Sunnova Management, as servicer (in such capacity, the “Servicer”), SUNNOVA ASSET PORTFOLIO 7 HOLDINGS, LLC, a Delaware limited liability company (the “Seller”), the financial institutions from time to time parties hereto (each such financial institution (including any Conduit Lender), a “Lender”and collectively, the “Lenders”), each Funding Agent representing a group of Lenders, ATLAS SECURITIZED PRODUCTS HOLDINGS, L.P. (“Atlas”) as administrative agent (in such capacity, the “Administrative Agent”) for the Lenders (as defined below), WELLS FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity, but solely as paying agent (in such capacity
NOTE PURCHASE AGREEMENTNote Purchase Agreement • February 23rd, 2023 • Sunnova Energy International Inc. • Electric & other services combined • New York
SUNNOVA ENERGY CORPORATION AND EACH OF THE GUARANTORS PARTY HERETO 11.750% SENIOR NOTES DUE 2028 INDENTURE Dated as of September 26, 2023 Wilmington Trust, National Association TrusteeIndenture • September 26th, 2023 • Sunnova Energy International Inc. • Electric & other services combined • New York
INDENTURE dated as of September 26, 2023, among Sunnova Energy Corporation, a Delaware corporation, the Guarantors (as defined) and Wilmington Trust, National Association, as trustee.
FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENTManagement Agreement • February 14th, 2024 • Sunnova Energy International Inc. • Electric & other services combined
THIS SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) is entered into as of November 3, 2023, by and among SUNNOVA TEP HOLDINGS, LLC, a Delaware limited liability company (the “Borrower”), SUNNOVA TE MANAGEMENT, LLC, a Delaware limited liability company, as Facility Administrator (in such capacity, the “Facility Administrator”), the financial institutions from time to time parties hereto (each such financial institution (including any Conduit Lender), a “Lender” and collectively, the “Lenders”), each Funding Agent representing a group of Lenders, ATLAS SECURITIZED PRODUCTS HOLDINGS, L.P. (“Atlas”), as administrative agent (in such capacity, the “Administrative Agent”) for the Lenders, COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, not in its individual capacity, but solely as Paying Agent (as defined below), and U.S. BANK NATIONAL ASSOCIATION, as Verification Agent (as defined below).
AMENDMENT NO. 5 TO CREDIT AGREEMENTCredit Agreement • August 21st, 2023 • Sunnova Energy International Inc. • Electric & other services combined
THIS CREDIT AGREEMENT (this “Agreement”) is entered into as of September 30, 2020, by and among SUNNOVA ASSET PORTFOLIO 8, LLC, a Delaware limited liability company (the “Borrower”), SUNNOVA SLA MANAGEMENT, LLC, a Delaware limited liability company, as manager under the Management Agreement (in such capacity, the “Manager”) and as servicer under the Servicing Agreement (in such capacity, the “Servicer”), SUNNOVA ASSET PORTFOLIO 8 HOLDINGS, LLC, a Delaware limited liability company (“AP8 Holdings”), as seller under the Sale and Contribution Agreement (Solar Loans) (in such capacity, the “Seller (Solar Loans)”) and as seller under the Sale and Contribution Agreement (Solar Assets) (in such capacity, the “Seller (Solar Assets)”), the financial institutions from time to time parties hereto (each such financial institution (including any Conduit Lender), a “Lender” and collectively, the “Lenders”), each Funding Agent representing a group of Lenders, BANCO POPULAR PUERTO RICO (“BPPR”) as age
FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • July 12th, 2019 • Sunnova Energy International Inc. • Electric & other services combined • Delaware
This Indemnification Agreement (“Agreement”) is made as of ________, by and between Sunnova Energy International Inc., a Delaware corporation (the “Company”) and __________ (“Indemnitee” and, together with the Company, the “Parties”).
EXECUTIVE SEVERANCE AGREEMENTExecutive Severance Agreement • July 17th, 2019 • Sunnova Energy International Inc. • Electric & other services combined • Texas
THIS EXECUTIVE SEVERANCE AGREEMENT (this “Agreement”) is entered into as of [date] (the “Effective Date”), by and between Sunnova Energy International Inc., a Delaware corporation (the “Company”), and [name] (the “Executive”). The parties agree as follows:
THIRD AMENDMENT TO OFFICE BUILDING LEASE AGREEMENT (Sunnova Energy Corporation - 20 Greenway Plaza)Office Building Lease Agreement • June 27th, 2019 • Sunnova Energy International Inc. • Electric & other services combined • Texas
THIS THIRD AMENDMENT TO OFFICE BUILDING LEASE AGREEMENT (this “Amendment”) is dated effective and for identification purposes as of November 15, 2018, and is made by and between 20 GREENWAY PLAZA LLC, a Delaware limited liability company (“Landlord”), and SUNNOVA ENERGY CORPORATION, a Delaware corporation (“Tenant”).
SECOND AMENDMENT TO OFFICE BUILDING LEASE AGREEMENT (Sunnova Energy Corporation 20 Greenway Plaza)Office Building Lease Agreement • June 27th, 2019 • Sunnova Energy International Inc. • Electric & other services combined
THIS SECOND AMENDMENT TO OFFICE BUILDING LEASE AGREEMENT (this “Amendment”) is dated effective and for identification purposes as of June 1, 2015, and is made by and between 20 GREENWAY PLAZA LLC, a Delaware limited liability company (“Landlord”), and SUNNOVA ENERGY CORPORATION, a Delaware corporation (“Tenant”).
FOURTH AMENDMENT TO OFFICE BUILDING LEASE AGREEMENT (Sunnova Energy Corporation – 20 Greenway Plaza)Office Building Lease Agreement • June 27th, 2019 • Sunnova Energy International Inc. • Electric & other services combined • Texas
THIS FOURTH AMENDMENT TO OFFICE BUILDING LEASE AGREEMENT (this “Amendment”) is dated effective and for identification purposes as of May 7, 2019, and is made by and between 20 GREENWAY PLAZA LLC, a Delaware limited liability company (“Landlord”), and SUNNOVA ENERGY CORPORATION, a Delaware corporation (“Tenant”).
LIMITED PERFORMANCE GUARANTYLimited Performance Guaranty • October 29th, 2020 • Sunnova Energy International Inc. • Electric & other services combined
This LIMITED PERFORMANCE GUARANTY (this “Guaranty”), dated as of September 30, 2020, is made by SUNNOVA ENERGY CORPORATION, a Delaware corporation (the “Guarantor”), for the benefit of SUNNOVA ASSET PORTFOLIO 8, LLC, a Delaware limited liability company (the “Borrower), and BANCO POPULAR DE PUERTO RICO (the “Agent”), as agent under that certain Credit Agreement, dated as of September 30, 2020 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among the Borrower, Sunnova SLA Management, LLC (“Sunnova Management”), as manager (in such capacity, the “Manager”) and as servicer (in such capacity, the “Servicer”), Sunnova Asset Portfolio 8 Holdings, LLC, a Delaware limited liability company (“AP8 Holdings”), as seller (the “Seller” and together with Sunnova Management and the Guarantor, each a “Sunnova Party”), the Agent, the financial institutions that become parties thereto as lenders (the “Lenders”), and U.S. Bank National Associat
SIXTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • July 28th, 2022 • Sunnova Energy International Inc. • Electric & other services combined • New York
This Amended and Restated Credit Agreement (this “Agreement”) is entered into as of March 29, 2021, by and among Sunnova TEP Holdings, LLC, a Delaware limited liability company (the “Borrower”), Sunnova TE Management, LLC, a Delaware limited liability company, as Facility Administrator (in such capacity, the “Facility Administrator”), the financial institutions from time to time parties hereto (each such financial institution (including any Conduit Lender), a “Lender” and collectively, the “Lenders”), each Funding Agent representing a group of Lenders, Credit Suisse AG, New York Branch (“CSNY”), as administrative agent (in such capacity, the “Administrative Agent”) for the Lenders, Wells Fargo Bank, National Association, not in its individual capacity, but solely as Paying Agent (as defined below), and U.S. Bank National Association, as Verification Agent (as defined below).
SECOND SUPPLEMENTAL INDENTURESecond Supplemental Indenture • June 27th, 2019 • Sunnova Energy International Inc. • Electric & other services combined • New York
This Second Supplemental Indenture (this “Supplemental Indenture”), dated as of September 28, 2018 (the “Effective Date”), is by and among Sunnova Energy Corporation (the “Issuer”) and Wilmington Trust, National Association, as trustee (the “Trustee”) relating to those certain 12.00% Senior Secured Notes due 2018 (each a “Note” and collectively, the “Notes”) of the Issuer, issued pursuant to the Indenture, dated as of April 24, 2017 (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Indenture”), as amended by that certain First Supplemental Indenture, dated as of November 21, 2017, by and between the Issuer, the Trustee and Wilmington Trust, National Association, as collateral trustee.
AMENDED AND RESTATED PARENT GUARANTYParent Guaranty • October 29th, 2020 • Sunnova Energy International Inc. • Electric & other services combined • New York
This AMENDED AND RESTATED PARENT GUARANTY (this “Guaranty”), dated as of September 18, 2020, is made by SUNNOVA ENERGY CORPORATION, a Delaware corporation (the “Parent Guarantor”), in favor of SUNNOVA TEP INVENTORY, LLC, a Delaware limited liability company (the “Borrower”), and CREDIT SUISSE AG, NEW YORK BRANCH (the “Administrative Agent”), as administrative agent under that certain Credit Agreement, dated as of December 30, 2019 (including all annexes, exhibits and schedules thereto, and as from time to time amended, restated, supplemented or otherwise modified, the “Credit Agreement”), by and among the Borrower, the Administrative Agent, the financial institutions that become parties thereto as lenders (the “Lenders”), each funding agent representing a group of Lenders (the “Funding Agents” and each a “Funding Agent”), and Wells Fargo Bank, National Association, as paying agent (the “Paying Agent”). Capitalized terms used but not defined herein shall have the meanings specified in t
FIRST SUPPLEMENTAL INDENTUREInvestors Agreement • June 27th, 2019 • Sunnova Energy International Inc. • Electric & other services combined • New York
THIS SECOND AMENDED AND RESTATED INVESTORS AGREEMENT (as amended, supplemented and/or restated from time to time, this “Agreement”) is entered into as of November 9, 2017 (the “Effective Date”) by and among Sunnova Energy Corporation, a Delaware corporation (the “Company”), the stockholders of the Company listed on Schedule I, and each other Person (as defined below) who executes a Joinder Agreement (as defined below) from time to time.
OFFICE BUILDING LEASE AGREEMENT LANDLORD: 20 GREENWAY PLAZA LLC, a Delaware limited liability company TENANT: SUNNOVA ENERGY CORPORATION a Delaware corporation DATED: August 29, 2014Lease Agreement • June 27th, 2019 • Sunnova Energy International Inc. • Electric & other services combined • Texas
THIS LEASE AGREEMENT is dated for identification purposes only as of the 29th day of August, 2014 (“Lease”), and is made by and between 20 GREENWAY PLAZA LLC, a Delaware limited liability company (“Landlord”), and SUNNOVA ENERGY CORPORATION, a Delaware corporation (“Tenant”).
FIRST AMENDMENT TO OFFICE BUILDING LEASE AGREEMENT (Sunnova Energy Corporation — 20 Greenway Plaza)Office Building Lease Agreement • June 27th, 2019 • Sunnova Energy International Inc. • Electric & other services combined
THIS FIRST AMENDMENT TO OFFICE BUILDING LEASE AGREEMENT (this “Amendment”) is dated effective and for identification purposes as of May 18, 2015, and is made by and between 20 GREENWAY PLAZA LLC, a Delaware limited liability company (“Landlord”), and SUNNOVA ENERGY CORPORATION, a Delaware corporation (“Tenant”).
THIRD SUPPLEMENTAL INDENTUREThird Supplemental Indenture • June 27th, 2019 • Sunnova Energy International Inc. • Electric & other services combined • New York
This Third Supplemental Indenture (this “Supplemental Indenture”), dated as of January 18, 2019 (the “Effective Date”), is by and among Sunnova Energy Corporation (the “Issuer”) and Wilmington Trust, National Association, as trustee (the “Trustee”) relating to those certain 12.00% Senior Secured Notes due 2018 (each a “Note” and collectively, the “Notes”) of the Issuer, issued pursuant to the Indenture, dated as of April 24, 2017 (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Indenture”), as amended by that certain First Supplemental Indenture, dated as of November 21, 2017, by and between the Issuer, the Trustee and Wilmington Trust, National Association, as collateral trustee, and as further amended by that certain Second Supplemental Indenture, dated as of September 28, 2018, by and between the Issuer, the Trustee and Wilmington Trust, National Association, as collateral trustee.
INDENTURE SUPPLEMENT NO. 1 to the INDENTURE dated as of March 28, 2019Indenture • June 27th, 2019 • Sunnova Energy International Inc. • Electric & other services combined
This INDENTURE SUPPLEMENT NO. 1, dated as of March 28, 2019, (this “Indenture Supplement”), is entered into between SUNNOVA RAYS I ISSUER, LLC (together with its permitted successors and assigns, the “Issuer”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, in its capacity as indenture trustee (together with its successors in trust, the “Indenture Trustee”) and supplements the Indenture dated as of March 28, 2019 between the Issuer and the Indenture Trustee (as supplemented or amended from time to time, the “Indenture”).
FORM OF SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 3rd, 2019 • Sunnova Energy International Inc. • Electric & other services combined • Delaware
THIS SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), is made as of , by and among Sunnova Energy International Inc., a Delaware corporation (the “Company”), and each of the shareholders listed on Schedule A hereto, each of which is referred to in this Agreement as a “Holder.”
SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • July 29th, 2021 • Sunnova Energy International Inc. • Electric & other services combined
THIS SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is made as of this 17th day of June, 2021, by and among SUNNOVA TEP HOLDINGS, LLC, a Delaware limited liability company (the “Borrower”), SUNNOVA TE MANAGEMENT, LLC, a Delaware limited liability company, in its capacity as Facility Administrator (the “Facility Administrator”), CREDIT SUISSE AG, NEW YORK BRANCH, in its capacity as Administrative Agent for the Lenders (the “Administrative Agent”), the Lenders and the Funding Agents representing a group of Lenders party to the Credit Agreement (defined below) (together with the Borrower, the Administrative Agent, the Lenders and the Facility Administrator, the “Parties”), and amends that certain Amended and Restated Credit Agreement, dated as of March 29, 2021, as amended by that certain First Amendment to Amended and Restated Credit Agreement, dated as of May 6, 2021 (as may be further amended, modified, restated, supplemented or extended prior to the date
GUARANTEE ISSUANCE AGREEMENT dated as of November 8, 2023 among U.S. DEPARTMENT OF ENERGY as Guarantor SUNNOVA ENERGY CORPORATION as Sponsor SUNNOVA ABS MANAGEMENT, LLC as Servicer and Manager SUNNOVA HESTIA I BORROWER, LLC as Borrower SUNNOVA HESTIA...Guarantee Issuance Agreement • November 8th, 2023 • Sunnova Energy International Inc. • Electric & other services combined
This GUARANTEE ISSUANCE AGREEMENT (this “Agreement”), dated as of November 8, 2023, is by and among: (i) SUNNOVA ABS MANAGEMENT, LLC, a Delaware limited liability company, in its capacity as Servicer and Manager; (ii) SUNNOVA ENERGY CORPORATION, a Delaware corporation (the “Sponsor” or “SEC”); (iii) the U.S. DEPARTMENT OF ENERGY (“DOE” or “Guarantor”), acting by and through the Secretary of Energy (or appropriate authorized representative thereof); (iv) SUNNOVA HESTIA I BORROWER, LLC, a Delaware limited liability company (the “Borrower”); (v) SUNNOVA HESTIA I LENDER, LLC, a Delaware limited liability company (the “Lender”); and (vi) WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association (the “Agent”).
LOAN GUARANTEE AGREEMENTLoan Guarantee Agreement • September 28th, 2023 • Sunnova Energy International Inc. • Electric & other services combined
This LOAN GUARANTEE AGREEMENT (this “Agreement”), dated as of September 27, 2023, is between: (i) SUNNOVA ENERGY CORPORATION, a Delaware corporation (the “Sponsor” or “SEC”); (ii) SUNNOVA ABS MANAGEMENT, LLC, a Delaware limited liability company, in its capacity as Servicer and Manager; and (iii) the U.S. DEPARTMENT OF ENERGY (“DOE” or “Guarantor”), acting by and through the Secretary of Energy (or the appropriate authorized representative thereof).
FOURTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • May 15th, 2020 • Sunnova Energy International Inc. • Electric & other services combined • New York
THIS FOURTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is made as of this 28th day of February, 2020, by and among SUNNOVA TEP HOLDINGS, LLC, a Delaware limited liability company (the “Borrower”), SUNNOVA TE MANAGEMENT, LLC, a Delaware limited liability company, in its capacity as Facility Administrator (the “Facility Administrator”), CREDIT SUISSE AG, NEW YORK BRANCH, in its capacity as Administrative Agent for the Lenders (the “Administrative Agent”), the Lenders and the Funding Agents representing a group of Lenders party to the Credit Agreement (defined below) (together with the Borrower, the Administrative Agent, the Lenders and the Facility Administrator, the “Parties”), and amends that certain Credit Agreement, dated as of September 6, 2019, as amended by that certain First Amendment to Credit Agreement, dated as of December 2, 2019, as further amended by that certain Consent and Second Amendment to Credit Agreement, dated as of December 31, 2019, and as further amended by
Amendment No. 1 to Second Amended and Restated Credit Agreement (SLA)Credit Agreement • February 22nd, 2024 • Sunnova Energy International Inc. • Electric & other services combined
This Amendment No. 1 to Second Amended and Restated Credit Agreement (this “Amendment”), is dated as of October 6, 2023 (the “Effective Date”) among Sunnova EZ-Own Portfolio, LLC, a Delaware limited liability company (the “Borrower”), Sunnova SLA Management, LLC, a Delaware limited liability company, as manager (in such capacity, the “Manager”) and as servicer (in such capacity, the “Servicer”), Sunnova Asset Portfolio 7 Holdings, LLC, a Delaware limited liability company, as seller (in such capacity, the “Seller”) and as pledgor (in such capacity, the “Pledgor”), the financial institutions parties hereto (each such financial institution (including any Conduit Lender), a “Lender” and, collectively, the “Lenders”), each Funding Agent representing a group of Lenders party hereto (each, a “Funding Agent” and, collectively, the “Funding Agents”) and Atlas Securitized Products Holdings, L.P., as administrative agent under the Credit Agreement (in such capacity, the “Administrative Agent”).
AMENDMENT NO. 1 TO AMENDED AND RESTATED CREDIT AGREEMENT (SLA)Credit Agreement • June 29th, 2020 • Sunnova Energy International Inc. • Electric & other services combined
This AMENDMENT NO. 1 TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”), is dated as of June 5, 2019 (the “Effective Date”) among SUNNOVA EZ-OWN PORTFOLIO, LLC, a Delaware limited liability company (the “Borrower”), SUNNOVA SLA MANAGEMENT, LLC, a Delaware limited liability company, as manager (in such capacity, the “Manager”), SUNNOVA SLA MANAGEMENT, LLC, a Delaware limited liability company, as servicer (in such capacity, the “Servicer”), SUNNOVA ASSET PORTFOLIO 7 HOLDINGS, LLC, a Delaware limited liability company (the “Seller”), the financial institutions parties hereto (each such financial institution (including any Conduit Lender), a “Lender” and collectively, the “Lenders”), each Funding Agent representing a group of Lenders party hereto (each a “Funding Agent” and, collectively, the “Funding Agents”), and CREDIT SUISSE AG, NEW YORK BRANCH, as agent for the Lenders (in such capacity, the “Agent”).
CREDIT AGREEMENT DATED AS OF SEPTEMBER 5, 2023 AMONG SUNNOVA ASSET PORTFOLIO 9, LLC, AS BORROWER SUNNOVA SLA MANAGEMENT, LLC, AS SERVICER SUNNOVA ASSET PORTFOLIO 9 HOLDINGS, LLC, AS SELLER LENDERS FROM TIME TO TIME PARTY HERETO FUNDING AGENTS FROM...Credit Agreement • September 6th, 2023 • Sunnova Energy International Inc. • Electric & other services combined
THIS CREDIT AGREEMENT is entered into as of September 5, 2023 (this “Agreement”), by and among SUNNOVA ASSET PORTFOLIO 9, LLC, a Delaware limited liability company (the “Borrower”), SUNNOVA SLA MANAGEMENT, LLC, a Delaware limited liability company, as servicer (in such capacity, together with its successors and assigns, the “Servicer”), SUNNOVA ASSET PORTFOLIO 9 HOLDINGS, LLC, a Delaware limited liability company, as seller (in such capacity, the “Seller”), the financial institutions from time to time parties hereto (each such financial institution (including any Conduit Lender), a “Lender” and, collectively, the “Lenders”), each Funding Agent representing a group of Lenders, CITIBANK, N.A. as administrative agent for the Lenders (in such capacity, together with its successors and permitted assigns, the “Administrative Agent”), U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, not in its individual capacity, but solely as paying agent (in such capacity, the “Paying Agent”), and U.S. BANK
FIFTH SUPPLEMENTAL INDENTURESupplemental Indenture • July 3rd, 2019 • Sunnova Energy International Inc. • Electric & other services combined • New York
This Fifth Supplemental Indenture (this “Supplemental Indenture”), dated as of June 26, 2019 and effective as of the Effective Date, is by and among Sunnova Energy Corporation (the “Issuer”) and Wilmington Trust, National Association, as trustee (the “Trustee”) relating to those certain 9.50% Senior Secured Convertible Notes due 2021 (each a “Note” and collectively, the “Notes”) of the Issuer, issued pursuant to the Indenture, dated as of April 24, 2017 (as amended by that certain First Supplemental Indenture, dated as of November 21, 2017, that certain Second Supplemental Indenture, dated May 31, 2018, that certain Third Supplemental Indenture, dated as of January 18, 2019, and that certain Fourth Supplemental Indenture dated as of April 5, 2019 and as otherwise amended, amended and restated, supplemented or otherwise modified from time to time, the “Indenture”), by and between the Issuer, the Trustee and Wilmington Trust, National Association, as collateral trustee.
AMENDMENT NO. 3 TO SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • April 3rd, 2024 • Sunnova Energy International Inc. • Electric & other services combined
THIS SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) is entered into as of August 2, 2023, by and among SUNNOVA EZ-OWN PORTFOLIO, LLC, a Delaware limited liability company (the “Borrower”), SUNNOVA SLA MANAGEMENT, LLC, a Delaware limited liability company (“Sunnova Management”), as manager (in such capacity, the “Manager”), Sunnova Management, as servicer (in such capacity, the “Servicer”), SUNNOVA ASSET PORTFOLIO 7 HOLDINGS, LLC, a Delaware limited liability company (the “Seller”), the financial institutions from time to time parties hereto (each such financial institution (including any Conduit Lender), a “Lender”and collectively, the “Lenders”), each Funding Agent representing a group of Lenders, ATLAS SECURITIZED PRODUCTS HOLDINGS, L.P. (“Atlas”) as administrative agent (in such capacity, the “Administrative Agent”) for the Lenders (as defined below), WELLS FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity, but solely as paying agent (in such capacity
PURCHASE AND EXCHANGE AGREEMENTPurchase and Exchange Agreement • June 29th, 2020 • Sunnova Energy International Inc. • Electric & other services combined • New York
PURCHASE AND EXCHANGE AGREEMENT (this “Agreement”), dated as of May 13, 2020, by and among Sunnova Energy International Inc., a Delaware corporation (the “Company”) and the entities listed on the signature pages hereto or who become parties to this Agreement via a Joinder in connection with any Transfers of Notes or Transfers by the Investors of the option to purchase Additional Notes set forth in Section 1.3 hereof (including the Existing Investors (as defined below), the “Investors” and, together with the Company, the “Parties”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in Annex A hereto and the rules of construction applicable to this Agreement are set forth in Annex B.
