Membership Interest Purchase Agreement Sample Contracts

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EXHIBIT 2.9 MEMBERSHIP INTEREST PURCHASE AGREEMENT DATED AS OF MAY 24, 2007
Membership Interest Purchase Agreement • February 12th, 2008 • Pacific Energy Resources LTD • Delaware
MEMBERSHIP INTEREST PURCHASE AGREEMENT
Membership Interest Purchase Agreement • April 16th, 2013 • Brookfield Retail Holdings VII LLC • Real estate • Delaware

THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”), dated as of April 12, 2013, is entered into by and between Brookfield Asset Management Inc., an Ontario corporation (“Purchaser”), The Townsend Consortium Geneva Investment, LLC, a Delaware limited liability company (the “Seller”) and, for purposes of Section 2.3 only, Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P., a Manitoba limited partnership (the “Managing Member”).

MEMBERSHIP INTEREST PURCHASE AGREEMENT
Membership Interest Purchase Agreement • October 17th, 2017 • Fortem Resources Inc. • Drilling oil & gas wells • Utah

Pacific Petroleum, LLC (“Pacific Petroleum” and together with Blue Phoenix, the “Sellers” and each of them a “Seller”), a limited liability company organized under the laws of the State of Nevada,

MEMBERSHIP INTEREST PURCHASE AGREEMENT
Membership Interest Purchase Agreement • February 23rd, 2024 • La Rosa Holdings Corp. • Real estate agents & managers (for others) • Florida

This Membership Interest Purchase Agreement (this “Agreement”), dated as of February 21, 2024 (the “Effective Date”), by and among LA ROSA HOLDINGS CORP., a Nevada corporation (the “Buyer”), and ABEL CRUZ JR. and SAMUEL CRUZ (each, a “Seller,” and together the “Sellers”), and LA ROSA REALTY WINTER GARDEN LLC, a Florida limited liability company located at 1165 E Plant St., Winter Garden, FL 34787 (the “Company,” and together with the Buyer and Sellers, the “Parties,” and individually, the “Party”).”

MEMBERSHIP INTEREST PURCHASE AGREEMENT
Membership Interest Purchase Agreement • June 14th, 2022 • La Rosa Holdings Corp. • Real estate agents & managers (for others) • Florida

This Membership Interest Purchase Agreement (this “Agreement”), dated as of January 11, 2022 (the “Effective Date”), by and among La Rosa Holdings Corp., a Nevada corporation (the “Buyer”), and Thomas R. Stewart (the “Seller”), and La Rosa Realty North Florida, LLC, a Florida limited liability company, located at 9250 Baymeadows Rd. Ste 230, Jacksonville FL 32256 (the “Company,” and together with the Buyer and Seller, the “Parties,” and individually, the “Parties”).”

THIRD AMENDED AND RESTATED MEMBERSHIP INTEREST PURCHASE AGREEMENT
Membership Interest Purchase Agreement • July 6th, 2023 • Comstock Inc. • Industrial organic chemicals • Nevada

This THIRD AMENDED AND RESTATED MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”), dated as of June 30, 2023, by and between LINICO CORPORATION, a Nevada corporation (“Seller”), and AMERICAN BATTERY TECHNOLOGY COMPANY, a Nevada corporation (“Purchaser”).

AMENDED AND RESTATED MEMBERSHIP INTEREST PURCHASE AGREEMENT by and among RCS CAPITAL CORPORATION, RCS CAPITAL HOLDINGS, LLC and APOLLO MANAGEMENT HOLDINGS, L.P. Dated as of November 8, 2015
Membership Interest Purchase Agreement • November 12th, 2015 • RCS Capital Corp • Security brokers, dealers & flotation companies • New York

This AMENDED AND RESTATED membership interest purchase AGREEMENT, dated as of November 8, 2015 (this “Agreement”), is made by and among Apollo Management Holdings, L.P., a Delaware limited partnership (“Apollo”), RCS Capital Corporation, a Delaware corporation (“RCAP”) and RCS Capital Holdings, LLC, a Delaware limited liability company (“RCS Holdings” and, together with RCAP, the “Sellers”). Capitalized terms used and not otherwise defined in this Agreement have the meanings specified in Article X.

MEMBERSHIP INTEREST PURCHASE AGREEMENT among MXY ANCILLARY HOLDINGS LLC, HT RED LLC, and HIGHTIMES HOLDING CORP. dated as of November 1, 2022 MEMBERSHIP INTEREST PURCHASE AGREEMENT
Membership Interest Purchase Agreement • November 7th, 2022 • Hightimes Holding Corp. • Periodicals: publishing or publishing & printing • California

This Membership Interest Purchase Agreement (this “Agreement”), dated as of November 1, 2022, is entered into between MXY Ancillary Holdings LLC, a Nevada limited liability company (the “Seller”), HT Red LLC, a Delaware limited liability company, and (“Buyer”), and Hightimes Holding Corp., a Delaware corporation and the direct owner of 100% of the equity interests of Buyer (“Buyer Parent”).

THIS CONTRACT IS SUBJECT TO ARBITRATION MEMBERSHIP INTEREST PURCHASE AGREEMENT
Membership Interest Purchase Agreement • January 15th, 2021 • LMP Automotive Holdings, Inc. • Retail-auto dealers & gasoline stations • Delaware

THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”) is made and entered into effective as of this 12th day of January, 2021 (the “Effective Date”), by and between LMP LONG ISLAND 001 HOLDINGS, LLC, a Delaware limited liability company (“LMP”), and or its assigns (“LMP”), and JOHN STALUPPI, an individual resident of Florida (“Staluppi”). Terms capitalized but not otherwise defined herein shall have the meaning ascribed to there in Exhibit A.

MEMBERSHIP INTEREST PURCHASE AGREEMENT dated as of May 30, 2006 by and among Bruce White, Marcy Nungesser, Kevin Breslin, Kenneth Williams, David Press, and Steve Wydulga and Sterling Systems – Ohio L.L.C. (the “Company”) and Avatech Solutions, Inc.,
Membership Interest Purchase Agreement • September 27th, 2006 • Avatech Solutions Inc • Services-prepackaged software • Delaware

THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of this 30th day of May, 2006 by and among Bruce White, Marcy Nungesser, Kevin Breslin, Kenneth Williams, David Press, and Steve Wydulga (individually a “Seller” and collectively the “Seller”), Sterling Systems — Ohio, L.L.C. Inc., a Michigan limited liability company (the “Company”), and Avatech Solutions, Inc., a Delaware corporation (“Purchaser”).

MEMBERSHIP INTEREST PURCHASE AGREEMENT BETWEEN NORTHSTAR HEALTHCARE SURGERY CENTER – HOUSTON, LLC, NOBILIS HEALTH CORP., AND THE MEMBERS OF ELITE CENTER FOR MINIMALLY INVASIVE SURGERY LLC November 15, 2017
Membership Interest Purchase Agreement • November 21st, 2017 • Nobilis Health Corp. • Services-general medical & surgical hospitals, nec • Texas

This Membership Interest Purchase Agreement (this “Agreement”) is made and entered into as of November 15, 2017 (the “Signing Date”), by and among Northstar Healthcare Surgery Center – Houston, LLC, a Texas limited liability company (“Buyer”), Nobilis Health Corp., a British Columbia corporation (“Parent”), solely for purposes of Section 11.16, those Persons identified as “Sellers” on Exhibit A (each individually, a “Seller” and collectively, the “Sellers”), and the Physicians’ Representatives. Buyer, Parent, the Sellers, and the Physicians’ Representatives are sometimes referred to in this Agreement individually as a “Party” and collectively as the “Parties.” Cross-references indicating the location of definitions of capitalized terms are found in the Glossary of Terms above.

mEMbership Interest Purchase Agreement
Membership Interest Purchase Agreement • January 23rd, 2018 • Meridian Waste Solutions, Inc. • Sanitary services • Georgia

This Membership Interest Purchase Agreement (this “Agreement”) is entered into as of January 17, 2018 (the “Effective Date”), by and among Mobile Science Technologies, Inc., a Georgia corporation (“Buyer”), Meridian Waste Solutions, Inc., a New York corporation (“Parent”); Jefferson Patrick Locke (“Locke”) and Jonathan Moore Lewis (“Lewis”) (collectively the “Sellers” and each individually sometimes a “Seller”). Buyer and the Sellers are referred to collectively herein as the “Parties” and each a “Party”.

MEMBERSHIP INTEREST PURCHASE AGREEMENT
Membership Interest Purchase Agreement • February 19th, 2019 • Gse Systems Inc • Services-prepackaged software • Delaware

This Membership Interest Purchase Agreement (this “Agreement”), dated as of February 15, 2019 (the “Effective Date”), is entered into between DP Engineering Ltd. Co., a Texas limited liability company the “Company”), Steven L. Pellerin, an individual resident in the State of Texas and Christopher A. Davenport, an individual resident in the State of Texas (collectively, “Sellers”), GSE Performance Solutions, Inc., a Delaware corporation (“Buyer”), and Steven L. Pellerin, as a representative of the Sellers (the “Seller Representative”). Sellers may also be individually referred to as a “Seller Party” and, collectively, as the “Seller Parties.” Sellers, the Company and Buyer may be individually referred to as a “Party” and, collectively, as the “Parties.”

MEMBERSHIP INTEREST PURCHASE AGREEMENT
Membership Interest Purchase Agreement • July 2nd, 2004 • Extra Space Storage Inc. • Real estate investment trusts • Delaware

This MEMBERSHIP INTEREST PURCHASE AGREEMENT, dated as of May 1, 2004 (this “Agreement”), is made and entered into by and between Extra Space V LLC, a Delaware limited liability company (“Buyer”) and Equibase Mini Warehouse LLC, a Delaware limited liability company (“Seller”).

MEMBERSHIP INTEREST PURCHASE AGREEMENT BY AND AMONG US 1 INDUSTRIES, INC.,
Membership Interest Purchase Agreement • December 24th, 2008 • Us 1 Industries Inc • Trucking (no local) • Indiana
MEMBERSHIP INTEREST PURCHASE AGREEMENT
Membership Interest Purchase Agreement • November 9th, 2016 • Sunoco Logistics Partners L.P. • Pipe lines (no natural gas) • Texas

This Membership Interest Purchase Agreement (this “Agreement”), dated as of August 2, 2016 (the “Execution Date”), is entered into by and between Bakken Holdings Company LLC, a Delaware limited liability company (“Seller”), and MarEn Bakken Company LLC, a Delaware limited liability company (“Buyer”). Seller and Buyer are sometimes referred to collectively herein as the “Parties” and each individually a “Party.”

MEMBERSHIP INTEREST PURCHASE AGREEMENT AMONG [REDACTED] GASTROENTEROLOGY ANESTHESIA ASSOCIATES, LLC, [REDACTED] [REDACTED] And the other Parties Named Therein December 1, 2014
Membership Interest Purchase Agreement • March 13th, 2019 • CRH Medical Corp • Services-health services • Georgia

This Membership Interest Purchase Agreement (“Agreement”) is entered into and executed as of December , 2014, by and among (i) [REDACTED] (“Buyer”), (ii) [REDACTED] (the “Seller”), (iii) Gastroenterology Anesthesia Associates, LLC, a Georgia limited liability company (the “Company”), and (iv) [REDACTED] (the “Seller Owner”). CRH Medical Corporation, a Canadian corporation (“CRH”) is entering into this Agreement for the purposes of guaranteeing the obligations of Buyer hereunder. [REDACTED], [REDACTED], and [REDACTED], (“Guarantors”) are entering into this Agreement for the purposes of guaranteeing the obligations of Seller hereunder.

MEMBERSHIP INTEREST PURCHASE AGREEMENT by and among VILLAGE FARMS INTERNATIONAL, INC., BALANCED HEALTH BOTANICALS, LLC AND THE MEMBERS OF BALANCED HEALTH BOTANICALS, LLC AS SET FORTH ON SCHEDULE A Dated August 16, 2021
Membership Interest Purchase Agreement • March 14th, 2022 • Village Farms International, Inc. • Agricultural production-crops • Delaware

This Membership Interest Purchase Agreement (this “Agreement”) is entered into on August 16, 2021, by and among Village Farms International, Inc. a Canadian federal corporation (“Buyer”), Balanced Health Botanicals, LLC, a Colorado limited liability company (the “BHB”), and the members of BHB as set forth on Schedule A hereto (each a “Seller” and, collectively, the “Sellers”). Buyer, BHB, and each Seller are referred to collectively herein as the “Parties” and individually as a “Party”. Unless otherwise expressly set forth herein, the capitalized terms used herein shall have the definitions set forth in ARTICLE 9.

MEMBERSHIP INTEREST PURCHASE AGREEMENT
Membership Interest Purchase Agreement • February 23rd, 2022 • Nevada

This Membership Interest Purchase Agreement (this “Agreement”), dated as of February 22, 2022, is entered into among Marnell Gaming, LLC, a Nevada limited liability company (“Seller”), Century Nevada Acquisition, Inc., a Nevada corporation (“Buyer”), and Century Casinos, Inc., a Delaware corporation (“Guarantor”). Seller and Buyer are sometimes referred to collectively as the “Parties” and individually as a “Party.”

Contract
Membership Interest Purchase Agreement • May 13th, 2015 • Principal Solar, Inc. • Electric services • North Carolina

THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (“Agreement” or “MIPA”), dated as of March 2, 2015 (the “Effective Date”), is entered into by and between:

FIRST AMENDMENT TO AMENDED AND RESTATED MEMBERSHIP INTEREST PURCHASE AGREEMENT
Membership Interest Purchase Agreement • June 30th, 2014 • Anheuser-Busch InBev S.A. • Malt beverages • New York

THIS FIRST AMENDMENT TO AMENDED AND RESTATED MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Amendment”) is made and entered into as of April 19, 2013, and amends that certain Amended and Restated Membership Interest Purchase Agreement, dated as of February 13, 2013 (the “Original Execution Date”), by and among Constellation Beers Ltd., a Maryland corporation (“Constellation Beers”), Constellation Brands Beach Holdings, Inc., a Delaware corporation (“CBBH”), Constellation Brands, Inc., a Delaware corporation (“CBI”), and Anheuser-Busch InBev SA/NV, a Belgian corporation (“ABI”) (the “Agreement”).

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MEMBERSHIP INTEREST PURCHASE AGREEMENT by and between D. Jones Tailored Collection, Ltd., as Seller and Denim.LA, Inc., as Buyer Dated effective as of October 14, 2020
Membership Interest Purchase Agreement • December 23rd, 2021 • Digital Brands Group, Inc. • Retail-apparel & accessory stores • Delaware

THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”), effective as of October 14, 2020 (the “Effective Date”), is entered into by and between D. Jones Tailored Collection, Ltd., a Texas limited partnership (the “Seller”), and Denim.LA, Inc., a Delaware corporation (“Buyer”). Seller and Buyer are sometimes collectively referred to herein as the “Parties” and individually as a “Party.”

SECOND AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENT
Membership Interest Purchase Agreement • August 29th, 2012 • FVA Ventures, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • New York

SECOND AMENDMENT, dated as of January 12, 2012 (this “Amendment”), to the Membership Interest Purchase Agreement (the “Purchase Agreement”), dated as of August 4, 2008, as amended by the First Amendment on October 21, 2008 (the “First Amendment”), by and among Blyth, Inc., a Delaware corporation (“Parent”), Blyth VSH Acquisition Corporation, a Delaware corporation and wholly-owned subsidiary of Parent (the “Buyer”), ViSalus Holdings, LLC, a Delaware limited liability company (the “Company”), and all of the members of the Company, each of whose names are listed on Exhibit A to the Purchase Agreement (each, individually, a “Seller” and, collectively, the “Sellers”).

MEMBERSHIP INTEREST PURCHASE AGREEMENT by and between National Waste Management Systems, LP (the “Seller”) and NATIONAL WASTE MANAGEMENT HOLDINGS, INC. (the “Buyer”) dated as of October 27, 2015 MEMBERSHIP INTEREST PURCHASE AGREEMENT
Membership Interest Purchase Agreement • November 5th, 2015 • National Waste Management Holdings, Inc. • Retail-retail stores, nec • Florida

This Membership Interest Purchase Agreement (this “Agreement”) is dated as of October 27, 2015, by and among National Waste Management Systems, LP, a Florida limited partnership (the “Seller”), and National Waste Management Holdings, Inc., a Florida corporation (the “Buyer”).

SECOND AMENDED AND RESTATED MEMBERSHIP INTEREST PURCHASE AGREEMENT BY AND AMONG FORTRESS AMERICA ACQUISITION CORPORATION, VTC, L.L.C., VORTECH, LLC, THOMAS P. ROSATO AND GERARD J. GALLAGHER Effective July 31, 2006
Membership Interest Purchase Agreement • November 13th, 2006 • Fortress America Acquisition CORP • Blank checks

This Table of Contents is for convenience of reference only and is not intended to define, limit or describe the scope, intent or meaning of any provision of this Agreement.

MEMBERSHIP INTEREST PURCHASE AGREEMENT
Membership Interest Purchase Agreement • February 28th, 2024 • Aaon, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • Nevada

This Membership Interest Purchase Agreement (this “Agreement”) is entered into as of the 18th day of November, 2021, by and among D-VELOPMENT, LLC, an Oregon limited liability company (“D-Velopment”), JVK HOLDINGS, LLC, an Arizona limited liability company (“JVK”), Randa K. Brooks, an individual (“Brooks”), Matthew J. Tobolski in his capacity as trustee of the TOBOLSKI FAMILY TRUST (“TFT”), DAVE BENSON, an individual (“Benson”), JOHN N. KUCERA, an individual (“Kucera”), Matt Toboloski, an individual (“Tobolski”), and AAON, INC., a Nevada corporation (“Buyer”). D-Velopment, JVK, Brooks and TFT are sometimes referred to collectively herein as the “Sellers” or individually as a “Seller”; Benson, Kucera, Brooks and Tobolski are sometimes referred to collectively herein as the “Principals” or individually as a “Principal”, and the Sellers and the Principals are sometimes referred to collectively herein as the “Seller Parties” or individually as a “Seller Party”.

MEMBERSHIP INTEREST PURCHASE AGREEMENT
Membership Interest Purchase Agreement • February 11th, 2021 • Delaware

This MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”), dated as of February 4, 2021, is entered into by and among CGI Crimson Holdings, L.L.C., a Delaware limited liability company (“Carlyle”), John D. Grier, an individual (“J. Grier”), Crimson Midstream Holdings, LLC, a Delaware limited liability company (the “Company”), and CorEnergy Infrastructure Trust, Inc., a Maryland corporation (“Parent”). Each of Carlyle, J. Grier, the Company and Parent are individually referred to herein as a “Party” and collectively as the “Parties.”

MEMBERSHIP INTEREST PURCHASE AGREEMENT by and between Moise Emquies, as Seller and Digital Brands Group, Inc., as Buyer Dated August 30, 2021
Membership Interest Purchase Agreement • December 23rd, 2021 • Digital Brands Group, Inc. • Retail-apparel & accessory stores • Delaware

THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”), effective as of August 30, 2021 (the “Effective Date”), is entered into by and between Moise Emquies, an individual (“Seller”), and Digital Brands Group, Inc., a Delaware corporation (“Buyer”). Seller and Buyer are sometimes collectively referred to herein as the “Parties” and individually as a “Party.”

MEMBERSHIP INTEREST PURCHASE AGREEMENT
Membership Interest Purchase Agreement • February 20th, 2024 • Planet 13 Holdings Inc. • Agricultural production-crops • Nevada

This MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”), effective as of August 28, 2023; among Planet 13 Holdings Inc., a corporation as of the date hereof incorporated under the laws of the Province of British Columbia, Canada (“Purchaser”), VidaCann, LLC, a Florida limited liability company (the “Company”), Loop’s Dispensaries, LLC (“Dispensaries”), Ray of Hope 4 Florida, LLC (“Ray of Hope”) and Loops Nursery & Greenhouses, Inc. (“Nursery” and together with Ray of Hope and Dispensaries, “Sellers”); David Loop (“Loop”) and Mark Ascik (together with Loop, the “Indemnifying Members”), and Loop, solely in his capacity as the Seller Representative (as defined herein) pursuant to the terms of this Agreement. Capitalized terms used in this Agreement shall have the meanings specified in Article I, or elsewhere in, this Agreement.

MEMBERSHIP INTEREST PURCHASE AGREEMENT
Membership Interest Purchase Agreement • December 22nd, 2011 • Inergy L P • Retail-nonstore retailers • Delaware

This Membership Interest Purchase Agreement (this “Agreement”) is made and entered into as of December 21, 2011, by and among Inergy, L.P., a Delaware limited partnership (“NRGY”) and Inergy Holdings GP, LLC , a Delaware limited liability company (“Holdings GP”).

By and Among
Membership Interest Purchase Agreement • July 31st, 2006 • Matria Healthcare Inc • Services-home health care services • Delaware
AMENDED AND RESTATED MEMBERSHIP INTEREST Purchase Agreement by and among assisted 4 living, inc., Richard T. Mason, G. Shayne Bench AND Trillium Healthcare Group, LLC
Membership Interest Purchase Agreement • June 17th, 2021 • Assisted 4 Living, Inc. • Services-home health care services

This Amended and Restated Membership Interest Purchase Agreement (as amended or otherwise modified, this “Agreement”), dated as of June 10, 2021 (the “Signing Date”), is entered into by and among (a) Assisted 4 Living, Inc., a Nevada corporation (“Buyer”), (b) Trillium Healthcare Group, LLC, a Florida limited liability company (the “Seller”), (c) Richard T. Mason (“Mason”), the principal owner of Balmoral Castle Investments, LLC and G. Shayne Bench (“Bench” and, together with Mason, each an “Owner” and, collectively, the “Owners”), the principal owner of Bucuti Investments, LLC. Seller and the Owners may be individually referred to herein each as a “Seller Party” or, collectively, as the “Seller Parties”.

MEMBERSHIP INTEREST PURCHASE AGREEMENT with respect to Cedar Creek Holdco LLC by and between Renew Development HoldCo LLC, as Seller and Cedar Creek Wind Holdco LLC, as Purchaser dated as of May 19, 2023 CONTENTS
Membership Interest Purchase Agreement • May 24th, 2023 • Clearway Energy LLC • Electric services • New York

This MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”), dated as of May 19, 2023 (the “Execution Date”), is entered into by and between Renew Development HoldCo LLC, a Delaware limited liability company (“Seller”), and Cedar Creek Wind Holdco LLC, a Delaware limited liability company (“Purchaser”). Purchaser and Seller are referred to, collectively, as the “Parties” and each, individually, as a “Party.” Capitalized terms not otherwise defined herein shall have the meaning given them in Section 1.01 of this Agreement.

MEMBERSHIP INTEREST PURCHASE AGREEMENT by and among NEXTERA ENERGY PARTNERS PIPELINES, LLC, NEXTERA ENERGY PARTNERS, LP, NEXTERA ENERGY PARTNERS PIPELINES HOLDINGS, LLC, and GEPIF III MEADE INVESTCO, L.P. September 29, 2019
Membership Interest Purchase Agreement • October 3rd, 2019 • NextEra Energy Partners, LP • Electric services • Delaware

This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of NextEra Energy Partners Pipelines, LLC, a Delaware limited liability company (the “Company”), dated as of [•], 2019 (the “Effective Date”), is adopted, executed, and agreed to by GEPIF III Meade Investco, L.P., a Delaware limited partnership, in its capacities as the initial Class B Member and as the Class B Member Representative hereunder (the “GEPIF Investor”), NextEra Energy Partners Pipelines Holdings, LLC, a Delaware limited liability company (“NEP Member”), each Person that may be admitted as a Member pursuant to the terms of this Agreement, and NextEra Energy Partners, LP, a Delaware limited partnership (“NEP”), solely to the extent of its obligations pursuant to Section 4.04(b), Section 4.04(c), Section 6.09, Section 7.02, Section 7.03, Section 7.04, and Section 7.05.

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