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SEC Filing Details

10-K
NRG ENERGY, INC. filed this Form 10-K on 03/01/2018
Entire Document
 
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.


under any of the Material Company Contracts. Seller has made available to Purchaser true and complete copies of all Material Company Contracts.
(d)    As of December 31, 2017, the Total Contracted Capacity, the Weighted Average Contract Price and the Weighted Average Contract Tenor of the Contracts providing for the sale of electricity (and excluding, for the avoidance of doubt, the sale of solar renewable energy certificates) by DG Project Entities relating to each DG Tax Equity Fund are as of such date accurately specified on Schedule 4.04(d).
(e)    Other than as contemplated by ‎Section 7.19, Seller has assigned or caused to be assigned to a Company Entity all Material Company Contracts directly or indirectly related to the Capistrano Subsidiaries to which Seller or any of its Affiliates (other than any of the Company Entities) are party.
Section 4.05    Real Property.
(a)    All material real property owned by each Company Entity (“Owned Real Property”) or leased by each Company Entity (the “Leased Real Property” and together with the Owned Real Property, the “Real Property”) or to which such Company Entity has rights under leases, easements, rights of way, licenses, common use agreements or similar agreements is described on Schedule 4.05(a); provided, that Seller shall be permitted to omit from Schedule 4.05(a) real property owned or leased solely by DG Project Entities. The agreements listed on Schedule 4.05(a) or otherwise omitted by Seller in accordance with the preceding proviso are all the material leases, easements, rights of way, licenses, common use agreements or similar agreements under which the Company Entities have rights to the Real Property (the “Project Site Agreements”). Each Project Site Agreement is in full force and effect and is the legal, valid and binding obligation of the Company Entity which is a party to such Project Site Agreement.
(b)    The rights-of-way, easements, licenses and similar non-possessory interests set forth on Schedule 4.05(b) (the “Easements”) of which the Company Entities own or have an interest in (collectively, the “Company Easements”) constitute all material easements required by the Company Entities; provided, that Seller shall be permitted to omit from Schedule 4.05(b) Company Easements owned solely by DG Project Entities. Except for the Company Easements, there are no other easements required to be held by any Company Entity which are (i) necessary to conduct the Business of the Company or (ii) used in or otherwise intended to be used in the Business of the Company. Each of the Company Easements is in full force and effect and is the legal, valid and binding obligation of the Company Entity which is a party to such Company Easements. Except as set forth on Schedule 4.05(b), there exists no default (and no event has occurred which, with notice or lapse of time or both, would constitute a default or, to the Knowledge of Seller, would otherwise permit the revocation, limitation, termination or adverse modification of, or acceleration of payments due under, the Company Easements) by a Company Entity or, to the Knowledge of Seller, any other party under any Company Easement. Seller has delivered or made available to Purchaser true and complete copies of the Company Easements other than those solely related to the DG Project Entities.
(c)    The assets of each Company Entity which constitute tangible property are situated entirely within the Real Property, with no material gaps or breaks in continuity.
(d)    Seller has provided Purchaser with copies of all Project Site Agreements other than those solely related to the DG Project Entities. The Real Property is sufficient to enable the Company Entities to conduct the Business of the Company.
(e)    There exists no material default by any Company Entity, or, to the Knowledge of Seller, any other party under any Real Property lease (and, to the Knowledge of Seller, no event has occurred which, with notice or lapse of time or both, would constitute such a default or permit the revocation, termination or material and adverse modification of, or acceleration of payments due under, any Real Property lease). Seller has delivered or made available to Purchaser true and complete copies of the Real Property leases other than

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