|NRG ENERGY, INC. filed this Form 10-K on 03/01/2018|
NRG ENERGY, INC. HAS REQUESTED THAT THE OMITTED PORTIONS OF THIS DOCUMENT, WHICH ARE INDICATED BY ASTERISKS, BE ACCORDED CONFIDENTIAL TREATMENT PURSUANT TO RULE 24b-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934.
“Consents” means consents, approvals, exemptions, waivers, authorizations, filings, registrations and notifications.
“Constitutive Documents” means the certificates of formation and the limited liability company agreements and limited partnership agreements, as amended (if applicable) of the Company Entities.
“Continuing Employee” has the meaning set forth in Section 8.06(a)(v).
“Continuing Support Obligation” has the meaning set forth in Section 8.04(c).
“Contract” means any agreement, contract, subcontract, lease, sublease, purchase order, commitment, note, bond, deed of trust, evidence of Indebtedness, mortgage, indenture, security agreement or other similar instrument, entered into by a Person or by which a Person or any of its assets are bound.
“Control” of a Person means the power, directly or indirectly, to direct or cause the direction of the management or policies of such Person (whether through ownership of securities or partnership or other ownership interests, by contract or otherwise).
“Controlled Group Liability” has the meaning set forth in Section 4.16(d).
“Deductible” has the meaning set forth in Section 13.04(a).
“DG Project” means any Project with a nameplate capacity of five (5) MWac or less.
“DG Project Contracts” means any Contracts in effect on the Effective Date (a) to which the only Company Entities that are party to such Contracts are individual DG Project Entities or (b) to which any Company Entity is a party but which relate solely to DG Projects.
“DG Project Entities” means (a) NRG Renew DG Holdings LLC and any Company Entity wholly or partially owned, directly or indirectly, by NRG Renew DG Holdings LLC; (b) RPV1 and any RPV 1 Subsidiary; and (c) any other Company Entity that owns a DG Project and does not have any material liabilities or own any other material assets unrelated to such DG Project.
“DG Tax Equity Fund” means each of NRG DGPV Fund 1 LLC (“USB I”), NRG DGPV Fund 4 LLC (“USB II”), NRG Chestnut Fund LLC (“USB III”), NRG DGPV Fund 2 LLC (“JPM”), NRG & EFS Distributed Solar LLC (“GE”) and NRG Golden Puma Fund LLC (“PNC”).
“Disputed Matter” has the meaning set forth in Section 2.04(a).
“Easements” has the meaning set forth in Section 4.05(b)
“Effective Date” has the meaning set forth in the Preamble.
“Employee Plan” means any “employee benefit plan”, as such term is defined in Section 3(3) of ERISA, that is (or when in effect was) subject to any provision of ERISA, including Title IV of ERISA, and is or was sponsored, maintained or contributed to by (i) Seller, the Company, any Subsidiary or any ERISA Affiliate, or (ii) Purchaser, any Subsidiary of Purchaser or any ERISA Affiliate, as applicable.
“Environmental Laws” means any Law relating to the environment or natural resources, including wildlife, or to handling, storage, transportation, emissions, discharges, releases or threatened emissions, discharges or releases of Hazardous Substances into the indoor or outdoor environment, including ambient air, surface water, ground water or land, or otherwise relating to the manufacture, processing, distribution,