EQUITY FUNDING AGREEMENT among BRIGHTSOURCE ENERGY, INC. as Sponsor BRIGHTSOURCE IVANPAH HOLDINGS, LLC as Equity Contributor NRG SOLAR IVANPAH LLC as Equity Contributor DANKE SCHOEN PROJECT LLC as Equity Contributor SOLAR PARTNERS VIII, LLC, as...Equity Funding Agreement • May 27th, 2011 • BrightSource Energy Inc • Electric services
WHEREAS, the Borrower intends to develop, construct, own and operate a nominal 133 MW solar thermal electric generating plant and certain common facilities serving such plant (the “Project”).
SOLAR FIELD AGREEMENT Between SOLAR PARTNERS I, LLC and BRIGHTSOURCE CONSTRUCTION MANAGEMENT, INC. Dated as of April 5, 2011 FOR THE IVANPAH II SOLAR POWER PROJECT TO BE LOCATED NEAR IVANPAH DRY LAKE, SAN BERNARDINO, CALIFORNIASolar Field Agreement • May 27th, 2011 • BrightSource Energy Inc • Electric services • California
This SOLAR FIELD AGREEMENT (the “Agreement”) is made and entered into as of April 5, 2011, (the “Effective Date”) by and between Solar Partners I, LLC, a Delaware limited liability company, with offices located at 1999 Harrison Street, Suite 2150, Oakland, California 94612 (“Owner”) and BrightSource Construction Management, Inc., a Delaware corporation, with offices located at 1999 Harrison Street, Suite 2150, Oakland, California 94612 (“Vendor”). Owner and Vendor are individually referred to herein as a “Party” and collectively or jointly as the “Parties”.
IVANPAH II EQUITY PARTICIPATION AGREEMENT by and among BRIGHTSOURCE ENERGY, INC., as Sponsor BRIGHTSOURCE IVANPAH HOLDINGS, LLC, as Sponsor Investor NRG SOLAR IVANPAH LLC, as an Investor and DANKE SCHOEN PROJECT LLC, as an Investor dated as of April...Equity Participation Agreement • May 27th, 2011 • BrightSource Energy Inc • Electric services • New York
This Ivanpah II Equity Participation Agreement (this “Participation Agreement”) is made and entered into as of April 5, 2011 (the “Effective Date”), by and among BrightSource Energy, Inc., a Delaware corporation (“Sponsor”), BrightSource Ivanpah Holdings, LLC, a Delaware limited liability company (“Sponsor Investor”), NRG Solar Ivanpah LLC, a Delaware limited liability company (“NRG Investor”), and Danke Schoen Project LLC, a Delaware limited liability company (“Google Investor” and, together with NRG Investor and Sponsor Investor, each an “Investor” and, collectively, the “Investors”).
ContractSolar Field Supply Subcontract • May 27th, 2011 • BrightSource Energy Inc • Electric services • California
* CERTAIN INFORMATION, MARKED BY BRACKETS AND AN ASTERISK, IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS.
IVANPAH III EQUITY PARTICIPATION AGREEMENT by and among BRIGHTSOURCE ENERGY, INC., as Sponsor BRIGHTSOURCE IVANPAH HOLDINGS, LLC, as Sponsor Investor NRG SOLAR IVANPAH LLC, as an Investor and DANKE SCHOEN PROJECT LLC, as an Investor dated as of April...Participation Agreement • May 27th, 2011 • BrightSource Energy Inc • Electric services • New York
This Ivanpah III Equity Participation Agreement (this “Participation Agreement”) is made and entered into as of April 5, 2011 (the “Effective Date”), by and among BrightSource Energy, Inc., a Delaware corporation (“Sponsor”), BrightSource Ivanpah Holdings, LLC, a Delaware limited liability company (“Sponsor Investor”), NRG Solar Ivanpah LLC, a Delaware limited liability company (“NRG Investor”), and Danke Schoen Project LLC, a Delaware limited liability company (“Google Investor” and, together with NRG Investor and Sponsor Investor, each an “Investor” and, collectively, the “Investors”).
LOAN AGREEMENT between BRIGHTSOURCE IVANPAH FUNDINGS, LLC and BDC IVANPAH, LLC dated as of April 8, 2011Loan Agreement • May 27th, 2011 • BrightSource Energy Inc • Electric services • New York
This LOAN AGREEMENT (the “Agreement”) is executed and delivered as of April 8, 2011, between BrightSource Ivanpah Fundings, LLC, a Delaware limited liability company (“Borrower”), and BDC Ivanpah, LLC, a Delaware limited liability company (“Lender”), such parties to be referenced individually as a “Party” and collectively as “Parties.”
AMENDED AND RESTATED PREFERRED PARTNERSHIP AGREEMENT dated as of December 27, 2010 between BrightSource Energy, Inc. and ALSTOM Power Inc.Preferred Partnership Agreement • May 27th, 2011 • BrightSource Energy Inc • Electric services • New York
THIS AMENDED AND RESTATED PREFERRED PARTNERSHIP AGREEMENT (this “Agreement”), dated as of December 27, 2010 (the “Effective Date”), is executed and entered into by and between BrightSource Energy, Inc., a Delaware corporation (“BSE”), for itself and on behalf of its Affiliates including BrightSource Industries (Israel), Ltd. (“BSII”), and ALSTOM Power Inc. (“Alstom”), a Delaware corporation. BSE and Alstom are sometimes hereinafter referred to individually as a “Party” and collectively as the “Parties”.
AMENDED AND RESTATED PREFERRED EQUIPMENT SUPPLY AGREEMENT dated as of December 27, 2010 between BrightSource Energy, Inc., and ALSTOM Power Inc.Preferred Equipment Supply Agreement • May 27th, 2011 • BrightSource Energy Inc • Electric services • New York
THIS AMENDED AND RESTATED PREFERRED EQUIPMENT SUPPLY AGREEMENT (this “Agreement”) dated as of December 27, 2010 (the “Effective Date”), is executed and entered into by and between BrightSource Energy, Inc., a Delaware corporation (“BSE”), for itself and on behalf of its Affiliates including BrightSource Industries (Israel), Ltd. (“BSII”), and ALSTOM Power Inc. (“Alstom”), a Delaware corporation (BSE and Alstom sometimes hereinafter being referred to individually as a “Party” and collectively as the “Parties”), with reference to the following:
LOAN AND GUARANTY AGREEMENTLoan and Guaranty Agreement • May 27th, 2011 • BrightSource Energy Inc • Electric services • California
THIS LOAN AND GUARANTY AGREEMENT is made and dated as of December 28, 2010 and is entered into by and among BRIGHTSOURCE ENERGY, INC., a Delaware corporation (the “Borrower”), certain wholly-owned Domestic Subsidiaries of Borrower, as Guarantors, and HERCULES TECHNOLOGY GROWTH CAPITAL, INC., a Maryland corporation (“HTGC”) and HERCULES TECHNOLOGY II, L.P., a Delaware limited partnership (“Hercules II”) (HTGC and Hercules II, collectively, the “Lender”).
PLEDGE AND SECURITY AGREEMENT dated as of December 28, 2010 among BRIGHTSOURCE ENERGY, INC., EACH OF THE OTHER GRANTORS PARTY HERETO and HERCULES TECHNOLOGY GROWTH CAPITAL, INC., as Collateral AgentPledge and Security Agreement • May 27th, 2011 • BrightSource Energy Inc • Electric services • California
This PLEDGE AND SECURITY AGREEMENT, dated as of December 28, 2010 (as it may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), among BrightSource Energy, Inc., a Delaware corporation (the “Borrower”), each of the Guarantors under the Loan Agreement (as herein defined) and each of the subsidiaries of the Borrower that become Guarantors under the Loan Agreement party hereto from time to time, whether as an original signatory hereto or as an Additional Grantor (as herein defined) (together with the Borrower, the “Grantors” and each, a “Grantor”), and Hercules Technology Growth Capital, Inc., as collateral agent for the Secured Parties (as herein defined) (in such capacity as collateral agent, together with its successors and permitted assigns, the “Collateral Agent”).
FIRST OMNIBUS AMENDMENT AND CONSENT TO LOAN AND GUARANTY AGREEMENT AND PLEDGE AND SECURITY AGREEMENTLoan and Guaranty Agreement and Pledge and Security Agreement • May 27th, 2011 • BrightSource Energy Inc • Electric services • California
THIS FIRST OMNIBUS AMENDMENT AND CONSENT TO LOAN AND GUARANTY AGREEMENT AND PLEDGE AND SECURITY AGREEMENT (this “Amendment”) is dated as of March 21, 2011 and is entered into by and among BrightSource Energy, Inc., a Delaware corporation (the “Borrower”), certain wholly-owned domestic subsidiaries of the Borrower listed on the signature pages hereto (the “Guarantors” and each a “Guarantor”), and HERCULES TECHNOLOGY GROWTH CAPITAL, INC. and HERCULES TECHNOLOGY II, L.P., as Lender (collectively, “Lender”), and is made with reference to (i) that certain LOAN AND GUARANTY AGREEMENT dated December 28, 2010 (as amended, restated, supplemented or otherwise modified through the date hereof, the “Loan Agreement”) by and among the Borrower, the Guarantors and Lender and (ii) that certain PLEDGE AND SECURITY AGREEMENT dated December 28, 2010 (as amended, restated, supplemented or otherwise modified through the date hereof, the “Pledge and Security Agreement”) by and among the Borrower, each of th
