Extract to table

00 of credit, for an aggregate purchase price of Fifty-Five Million Two Hundred Thousand Dollars ($55,200,000); WHEREAS, Seller and Buyer have entered into that certain Letter of Intent dated July 18, 2023 (the "LOI"), setting forth the principal terms of the credit purchase contemplated hereby; WHEREAS, the remaining Eighty-Nine Million Forty Thousand Dollars ($89,040,000) in ITCs generated by the Projects are being allocated within the partnership-flip tax-equity structure of Solstice Holdings, LLC involving Ridgeline Capital Partners, LLC as tax-equity investor, and are not the subject of this Agreement; and WHEREAS, Seller and Buyer desire to set forth the terms and conditions upon which Seller shall transfer, and Buyer shall purchase, the Transferred Credits

(b) The headings and captions contained in this Agreement are included for convenience of reference only and shall not be given any substantive effect in the construction or interpretation of this Agreement

(e) Words in the singular shall include the plural, and words in the plural shall include the singular, unless the context otherwise requires

References to the masculine gender shall include the feminine and neuter genders, and vice versa

(f) References to any statute, law, or regulation shall include all rules, regulations, and guidance promulgated thereunder, and all amendments, modifications, supplements, and successors thereto

(g) References to any Person shall include such Person's successors and permitted assigns