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Contract analysis / lender-notice-prairie-mesquite.docx
lender-notice-prairie-mesquite.docx
1015-00001 · 8 clauses
High · 0 Medium · 3 Standard · 2
1. Delivery of Notice
1. Delivery of Notice This letter constitutes formal notice (this "Notice") delivered by Mesquite Wind Holdings LLC, a Texas limited liability company (the "Borrower"), to Prairie Commercial Bank, N.A., a national banking association, in its capacity as Administrative Agent (the "Administrative Agent") under the Credit Agreement referenced above, pursuant to Section [__] (Notices / Reporting Covenants / Change of Con
2. Description of the Proposed Transaction Medium
⚑ Confidentiality undertaking
2. Description of the Proposed Transaction The Borrower hereby notifies the Administrative Agent that CBR has filed a confidential draft registration statement on Form S-1 (the "Registration Statement") with the Securities and Exchange Commission (the "SEC") in connection with a proposed initial public offering of shares of its common stock, par value $0.01 per share (the "IPO"). As of the date hereof, the Registrati
3. Impact on Ownership Structure Standard
⚑ Commercial term
3. Impact on Ownership Structure Pre-IPO Ownership. Prior to the consummation of the IPO, CBR's common stock (on a fully diluted basis, including outstanding equity awards under CBR's existing equity incentive plans) is held approximately as follows: (a) Pinnacle Vista Capital Partners III, LP — approximately 62% of fully diluted common stock; (b) founders and members of management — approximately 24% of fully dilute
4. Representations Regarding Credit Agreement Provisions
4. Representations Regarding Credit Agreement Provisions The Borrower represents that, based on its review of the Credit Agreement (including, without limitation, the definitions of "Change of Control," "Permitted Holders," and "Sponsor" set forth therein, and the covenants, events of default, and other provisions related to changes in ownership or control of the Borrower or its direct or indirect parent entities), t
5. Project Status Update Standard
⚑ Commercial term
5. Project Status Update As additional context for the Administrative Agent and the Lenders, the Borrower confirms that the Mesquite Wind project (420 MW onshore wind generation facility, located in Oldham County, Texas) remains under construction and is progressing in accordance with the construction schedule set forth in the Credit Agreement. Based on current projections, the Project is expected to achieve commerci
6. Contact Information
6. Contact Information Any questions, requests for additional information, or correspondence relating to this Notice or the proposed IPO should be directed to: Priya Anand Senior Vice President, Finance & Treasurer Calloway-Briggs Renewables Inc. 4200 Ridgeline Parkway, Suite 1100 Austin, TX 78746 Telephone: [to be inserted] Email: [to be inserted] with a copy to: Calderwood & Harkness LLP 599 Lexington Avenue New Yo
7. Reservation of Rights; No Waiver Medium
⚑ Forum / governing law
7. Reservation of Rights; No Waiver This Notice is delivered solely for informational purposes and in satisfaction of the Borrower's obligations under the Credit Agreement. Nothing in this Notice shall constitute, or be deemed to constitute, an amendment, modification, or waiver of any provision of the Credit Agreement or any other Loan Document (as defined in the Credit Agreement), and neither the delivery of this N
8. Governing Law Medium
⚑ Notice / time limit to track
8. Governing Law This Notice shall be governed by and construed in accordance with the laws governing the Credit Agreement, which are expected to be the laws of the State of [Texas/New York] (to be confirmed against the governing law provision of the Credit Agreement), without regard to conflicts of law principles that would result in the application of the laws of any other jurisdiction. [Signature Page Follows] [Si