Certain identified information has been excluded because it is not material and would be competitively harmful if disclosed. In addition, portions of the exhibit have been omitted.
SOLAR DEVELOPMENT LENDING, LLC
First AMENDMENT to
LIMITED LIABILITY COMPANY OPERATING AGREEMENT
This FIRST AMENDMENT TO LIMITED LIABILITY COMPANY OPERATING AGREEMENT (this “Agreement”) of Solar Development Lending, LLC, a Delaware limited liability company (the “Company”), is made and entered into as of January 8, 2018, by and among (i) MMA Energy Capital, LLC, a Maryland limited liability company (“MEC”), (ii) Hunt Investment Management, LLC, a Delaware limited liability company (“Hunt”), (iii) [Affiliate of Fundamental Advisors, LP], a Delaware limited liability company (“Fundamental Intermediate”), and (iv) solely for the purpose of Section 3 hereof, [Affiliates of Fundamental Advisors, LP].
Whereas, the Members are party to that certain Operating Agreement of the Company, dated as of November 21, 2016 (as heretofore amended, supplemented or otherwise modified (including without limitation pursuant to that certain Agreement Regarding CCR Sunshare and Novel MN Investments dated as of September 21, 2017 (the “CCR Sunshare/Novel MN Letter Agreement”) and all of the Prior Letter Agreements (as defined in the CCR Sunshare/Novel MN Letter Agreement)), the “Existing Operating Agreement”), under which the Administrative Member is a Member of the Company;
Whereas, to accommodate MEC, the Members desire to amend the Existing Operating Agreement to reflect certain matters with respect to the creation, appointment, rights and duties of an “Administrative Member” of the Company separate and distinct from either Member and which does not make and is not required to make capital contributions to the Company and does not acquire a limited liability company interest in the Company;
Whereas, to accommodate MEC, the Members desire to appoint Hunt as Administrative Member of the Company;
Whereas, Section 7.1(D)(xix) of the Existing Operating Agreement permits amendment only with the affirmative written consent of the Members; and
Whereas, capitalized terms used in this Agreement and not otherwise defined shall have the meanings ascribed to such terms in the Existing Operating Agreement.
Now, Therefore, in consideration of the mutual agreements, covenants and conditions contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:
1.Amendments to Existing Operating Agreement. Notwithstanding anything to the contrary contained in the Existing Operating Agreement, the Members hereby consent to and approve (i) the Administrative Member being a Person separate and distinct from either Member, having the rights and duties set forth below and in the Existing Operating