SB Energy, Inc. Sample Contracts
FINANCING AGREEMENT Dated as of November 16, 2023 Among ORION 2 MEMBER B, LLC a Delaware limited liability company (as a Borrower) and BEN MILAM SOLAR 2 LLC a Delaware limited liability company (as a Borrower) and MUFG BANK, LTD. (as Coordinating Lead...Financing Agreement • September 1st, 2026 • SB Energy, Inc. • Electric services • New York
This FINANCING AGREEMENT, dated as of November 16, 2023 (this “Agreement”), is made by and among ORION 2 MEMBER B, LLC, a Delaware limited liability company (the “Class B Member”), and BEN MILAM SOLAR 2 LLC, a Delaware limited liability company (the “Project Company” and together with the Class B Member, each individually a “Borrower”, as further defined in Exhibit A), EACH OF THE LENDERS that is a signatory to this Agreement identified as a “Lender” on the signature pages to this Agreement or that shall become a “Lender” under this Agreement pursuant to the terms of this Agreement (individually, a “Lender” and, collectively, the “Lenders”), EACH OF THE ISSUING BANKS that is a signatory to this Agreement identified as an “Issuing Bank” on the signature pages to this Agreement or that shall become an “Issuing Bank” under this Agreement pursuant to the terms of this Agreement (individually, an “Issuing Bank” and, collectively, the “Issuing Banks”), MUFG BANK, LTD., as the Coordinating Le
CREDIT AGREEMENT dated as of January 24, 2024 by and among BIG FIVE INTERMEDIATE HOLDCO 2, LLC,Credit Agreement • September 1st, 2026 • SB Energy, Inc. • Electric services • New York
Page ARTICLE I DEFINITIONS AND ACCOUNTING TERMS 1 SECTION 1.1 Defined Terms 1 SECTION 1.2 Use of Defined Terms 52 SECTION 1.3 Cross-References 52 SECTION 1.4 Accounting and Financial Determinations; Time 52 SECTION 1.5 Use of Certain Terms 53 SECTION 1.6 Rates 54 ARTICLE II COMMITMENTS, BORROWING AND ISSUANCE PROCEDURES, NOTES AND LETTERS OF CREDIT 54 SECTION 2.1 Commitments 54 SECTION 2.2 Reduction of the Commitment Amounts 57 SECTION 2.3 Borrowing Procedures; Funding Reliance 57 SECTION 2.4 Continuation and Conversion Elections 59 SECTION 2.5 Funding 59 SECTION 2.6 Letters of Credit Issuance Procedures 59 SECTION 2.7 Register; Notes 65 ARTICLE III REPAYMENTS, PREPAYMENTS, INTEREST AND FEES 67 SECTION 3.1 Repayments and Prepayments; Application 67 SECTION 3.2 Interest Provisions 70 SECTION 3.3 Fees 71 ARTICLE IV CERTAIN SOFR LOAN TERMS AND OTHER PROVISIONS 72 SECTION 4.1 Inability to Determine Rates; SOFR Lending Unlawful 72 SECTION 4.2 Benchmark Replacement Setting 73 SECTION 4.3 Inc
AMENDED AND RESTATED FINANCING AGREEMENT Dated as of November 16, 2020 by and among SE TITAN, LLC, a Delaware limited liability company, as Borrower, MUFG BANK, LTD., as Administrative Agent, MUFG UNION BANK, N.A., as the Sole and Exclusive...Financing Agreement • September 1st, 2026 • SB Energy, Inc. • Electric services • New York
Page ARTICLE 1 CONSTRUCTION LOAN FACILITY 2 1.1 Construction Loan Facility 2 1.2 Total Construction Loan Commitments 6 1.3 Borrowings with Respect to Capitalized Fees and Interest 6 ARTICLE 2 GENERAL PROVISIONS RELATING TO CONSTRUCTION LOANS AND LETTERS OF CREDIT 7 2.1 Prepayments 7 2.2 Letters of Credit; LC Loans 8 2.3 LC Loan Interest 11 2.4 LC Loan Promissory Notes 13 2.5 Return of Letters of Credit 13 2.6 Fees 13 2.7 Other Payment Terms 14 2.8 Pro Rata Treatment 20 2.9 Change of Circumstances 21 2.10 Funding Losses 25 2.11 Alternate Office; Minimization of Costs 25 2.12 Security for the Construction Loan and LC Loan Obligations 25 2.13 Acknowledgement and Consent to Bail-In of Affected Financial Institutions 26 ARTICLE 3 CONDITIONS PRECEDENT 27 3.1 Conditions Precedent to the Restatement Effective Date 27 3.2 Conditions Precedent to Construction Loans 35 3.3 Conditions Precedent to Issuance or Amendment of any Letter of Credit 39 3.4 No Approval of Work 39 ARTICLE 4 REPRESENTATIONS
LEASE AGREEMENT BETWEEN A DELAWARE LIMITED LIABILITY COMPANY, AS LANDLORD, AND AS TENANT BUILDING [__]Lease Agreement • September 4th, 2026 • SB Energy, Inc. • Electric services
AMENDMENT NO. 1 AND CONSENT TO FINANCING AGREEMENTFinancing Agreement • September 1st, 2026 • SB Energy, Inc. • Electric services • New York
THIS EQUITY CAPITAL CONTRIBUTION AGREEMENT (this “Agreement”), dated as of May 9, 2025 (the “Effective Date”), is made and entered into by and among PELICANS JAW MEMBER B, LLC, a Delaware limited liability company (the “Class B Equity Investor”), FNBC LEASING CORPORATION, a Delaware corporation (the “Class A Equity Investor”) and PELICANS JAW TE HOLDCO, LLC, a Delaware limited liability company (the “Company” and, together with the Class B Equity Investor and the Class A Equity Investor, each a “Party” and together, the “Parties”).
LOAN AGREEMENT between IP BACKLOG LAND HOLDINGS, LLC (Borrower) and FORETHOUGHT LIFE INSURANCE COMPANY (Lender) September 10, 2020Loan Agreement • September 1st, 2026 • SB Energy, Inc. • Electric services • New York
FINANCING AGREEMENT Dated as of March 19, 2026 among ATHOS STORAGE MEMBER B, LLC, a Delaware limited liability company (as a Borrower) ATHOS STORAGE, LLC, a Delaware limited liability company (as a Borrower) MUFG BANK, LTD., (as Administrative Agent,...Financing Agreement • September 1st, 2026 • SB Energy, Inc. • Electric services
This FINANCING AGREEMENT, dated as of March 19, 2026 (this “Agreement”), is made by and among ATHOS STORAGE MEMBER B, LLC, a Delaware limited liability company (the “Class B Member”), and ATHOS STORAGE, LLC, a Delaware limited liability company (the “Project Company” and together with the Class B Member, each individually a “Borrower”, as further defined in Exhibit A), EACH OF THE LENDERS that is a signatory to this Agreement identified as a “Lender” on the signature pages to this Agreement or that shall become a “Lender” under this Agreement pursuant to the terms of this Agreement (individually, a “Lender” and, collectively, the “Lenders”), EACH OF THE LC ISSUERS that is a signatory to this Agreement identified as an “LC Issuer” on the signature pages to this Agreement or that shall become an “LC Issuer” under this Agreement pursuant to the terms of this Agreement (individually, an “LC Issuer” and, collectively, the “LC Issuers”), MUFG BANK, LTD., as the Administrative Agent for the L
SECOND AMENDMENT TO FINANCING AGREEMENTFinancing Agreement • September 1st, 2026 • SB Energy, Inc. • Electric services • New York
This Second Amendment to Financing Agreement (this “Amendment”), dated as of January 31, 2022, is made by and between SE ARAGORN, LLC, a limited liability company organized under the laws of the State of Delaware (the “Borrower”), MUFG BANK, LTD., in its capacity as Administrative Agent (the “Administrative Agent”), and the Lenders party hereto.
SECOND AMENDMENT TO FINANCING AGREEMENTFinancing Agreement • September 1st, 2026 • SB Energy, Inc. • Electric services • New York
This Second Amendment to Financing Agreement (this “Amendment”), dated as of January 31, 2022, is made by and between SE TITAN, LLC, a limited liability company organized under the laws of the State of Delaware (the “Borrower”), MUFG BANK, LTD., in its capacity as Administrative Agent (the “Administrative Agent”), and the Lenders party hereto.
CREDIT AGREEMENTCredit Agreement • September 1st, 2026 • SB Energy, Inc. • Electric services • New York
This CREDIT AGREEMENT (this “Agreement”) is entered into as of May 12, 2025 by and among ANGIOLA EAST, LLC, a Delaware limited liability company (the “Borrower”), EACH LENDER FROM TIME TO TIME PARTY HERETO (each, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent and Collateral Agent.
SE COSMOS, LLC INDENTURE Dated as of May 7, 2026 COSMOS PLEDGOR, LLC, as HoldCo, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee and Collateral AgentIndenture • September 1st, 2026 • SB Energy, Inc. • Electric services
INDENTURE, dated as of May 7, 2026, among SE Cosmos, LLC, a Delaware limited liability company (the “Issuer”), Cosmos Pledgor, LLC, a Delaware limited liability company (“HoldCo”), and Wilmington Trust, National Association, as trustee and collateral agent.
IP Assignment and LicenceIp Assignment and Licence • September 1st, 2026 • SB Energy, Inc. • Electric services
(1)SB ENERGY PRIVATE LIMITED (formerly SB Solar Services Private Limited), a company incorporated and registered in India with registered number CIN: U74140DL2015PTC283928 whose registered office is at 1st Floor, Worldmark-2, Asset Area-8, Aerocity, NH-8, New Delhi-110037 (“SB Energy India”);
ContractWarrant Agreement • September 1st, 2026 • SB Energy, Inc. • Electric services • Delaware
THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR QUALIFIED UNDER THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION AND MAY NOT BE TRANSFERRED IN VIOLATION OF SUCH ACT AND LAWS OR THE PROVISIONS OF THIS WARRANT.
CERTAIN INFORMATION IDENTIFIED BY “[***]” HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. FORM OF RESIDUAL VALUE GUARANTYResidual Value Guaranty • September 4th, 2026 • SB Energy, Inc. • Electric services • New York
This RESIDUAL VALUE GUARANTY (this “Guaranty”), dated as of [ ] (the “Execution Date”), is entered into by NVIDIA Corporation, a Delaware corporation (the “Guarantor”) and [ ], a Delaware limited liability company (“Landlord”) with reference to the following facts:
ContractPrepaid Forward Contract • September 1st, 2026 • SB Energy, Inc. • Electric services
THIS INSTRUMENT AND ANY SECURITIES ISSUABLE PURSUANT HERETO HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATES. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED IN THIS PREPAID FORWARD CONTRACT AND UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR AN EXEMPTION THEREFROM.
AMENDED AND RESTATED TAX SHARING AGREEMENTTax Sharing Agreement • September 1st, 2026 • SB Energy, Inc. • Electric services • Delaware
This Amended and Restated Tax Sharing Agreement (the “Agreement”), is entered into as of November 29, 2023, by and between SB Group US, Inc., a Delaware corporation (“SoftBank”), and SB Energy Global, LLC, a Delaware limited liability company (“SBE”) (individually referred to as a “Party” and collectively referred to as the “Parties”).
SHARE PURCHASE AGREEMENTShare Purchase Agreement • September 1st, 2026 • SB Energy, Inc. • Electric services • Delaware
THIS SHARE PURCHASE AGREEMENT (this “Agreement”) is made as of August 17, 2026, by and between SE Global Holdings, Inc., a Delaware corporation (the “Company”), and NVIDIA Corporation, a Delaware corporation (the “Investor”).