Restrictive Agreements . The Borrower will not, and will not permit any of its Subsidiaries to, enter into or incur any agreement or other contractual arrangement to which any of them is party that, directly or indirectly, materially restricts the ability of any Subsidiary (other than any Subsidiary that is not a Material Subsidiary):

Restrictive Agreements. Become a party to any Restrictive Agreement, except a Restrictive Agreement # in effect on the Closing Date and listed on [Schedule 8.1.14]; # relating to secured Debt permitted hereunder, as long as the restrictions apply only to collateral for such Debt; or # constituting customary restrictions on assignment in leases and other contracts.

Restrictive Agreements. Become a party to any Restrictive Agreement, except a Restrictive Agreement # in effect on the Closing Date (and any amendment, modification, or extension thereof that does not expand the scope of any such restriction or requirement and is not more adverse to the rights or interests of the Lenders than such restriction or requirement in effect prior to such amendment, modification, or extension); # relating to secured Debt permitted hereunder, as long as the restrictions apply only to collateral for such Debt; # relating to any other Debt permitted hereby, so long as the restrictions are no more restrictive, taken as a whole, than the Loan Documents; # constituting customary restrictions on assignment in leases, licenses and other contracts; # customary provisions in joint venture agreements and other similar agreements applicable to joint ventures permitted hereunder and applicable solely to such joint venture and customary restrictions on the transfer of Equity Interests in any joint venture; # pursuant to any agreement, document, or instrument of any Subsidiary imposing restrictions or requirements with respect to any Property in existence at the time such Subsidiary or Property was acquired, so long as such restrictions or requirements are not entered into in contemplation of such Person becoming a Subsidiary or the acquisition of such Property (and any amendment, modification, or extension thereof that does not expand the scope of any such restriction or requirement and is not more adverse to the rights or interests of the Lenders than such restriction or requirement in effect prior to such amendment, modification, or extension); # customary restrictions and conditions contained in an agreement related to the sale or other disposition of any Property permitted hereunder that limit the transfer of such Property pending the consummation of such sale or disposition, solely as to Property being sold or disposed of; and # customary restrictions contained in the organizational documents of any Subsidiary that is not an Obligor or in any other agreement of any Subsidiary that is not an Obligor that applies solely to Subsidiaries that are not Obligors.

Restrictive Agreements. Become a party to any Restrictive Agreement, except # a Restrictive Agreement # in effect on the Closing Date; # relating to secured Debt permitted hereunder, as long as the restrictions apply only to such Debt, any collateral for such Debt and the documentation relating thereto; # relating to Permitted Liens, so long as the restrictions apply only to the assets subject to such Lien, the obligations secured thereby or the documentation relating thereto; or # constituting customary restrictions on assignment in leases and other contracts or # the Back-Leverage Loan Documents, the Sidecar Loan Documents, the Tax Equity Documents, or the Cash Equity Documents.

Restrictive Agreements. Neither the Borrower nor any Loan Party will enter into, or permit to exist, any contractual obligation (except for this Agreement and the other Loan Documents) that encumbers or restricts the ability of any such Person to # to act as a Loan Party; # make dividends or distribution to any Loan Party, # pay any Indebtedness or other obligation owed to any Loan Party or # make loans or advances to any Loan Party, except for, in each case, # restrictions that are assumed in connection with any acquisition of the Equity Interests of any Person, so long as the relevant encumbrance or restriction relates solely to the Person and its Subsidiaries (including the Equity Interests of the relevant Person or Persons) so acquired and was not created in connection with or in anticipation of such acquisition, # restrictions set forth in provisions in agreements or instruments that prohibit the payment of dividends or the making of other distributions with respect to any class of Equity Interests of a Person other than on a pro rata NAI-1516386111v16

Restrictive Agreements. Become a party to any Restrictive Agreement, except a Restrictive Agreement # in effect on the Closing Date; # relating to secured Debt permitted hereunder or any Liens permitted pursuant to [Section 10.2.2], as long as the restrictions apply only to collateral for such Debt or the property encumbered by such Liens, as applicable; or # constituting customary restrictions on assignment in leases and other contracts.

Restrictive Agreements. Become a party to any Restrictive Agreement, except a Restrictive Agreement # in effect on the Closing Date; # relating to secured Debt permitted hereunder, as long as the restrictions apply only to collateral for such Debt; or # constituting customary restrictions on assignment in leases and other contracts.

Restrictive Agreements. The Borrower shall not, and shall cause its Subsidiaries not to, directly or indirectly, enter into, incur or permit to exist any agreement or other arrangement that prohibits, restricts or imposes any condition upon # the ability of the Borrower or any Subsidiary to create, incur or permit to exist any Lien upon, or to transfer to another Person, any of its assets, or # the ability of any Subsidiary to pay dividends or other distributions with respect to any Equity Interests it has issued or to make or repay loans or advances to the Borrower or any other Subsidiary or to Guarantee Indebtedness of the Borrower or any other Subsidiary, or to otherwise transfer properties or assets to or invest in the Borrower or any other Subsidiary; provided that:

No Borrower will, or will permit any Subsidiary to, directly or indirectly # enter into or assume any agreement (other than the Loan Documents and any agreements for Capitalized Lease Obligations or purchase money debt permitted under clauses (ii) and (iii) of the definition of Permitted Indebtedness) prohibiting the creation or assumption of any Lien upon its properties or assets, whether now owned or hereafter acquired (other than a Permitted Lien), or # create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind (except as provided by the Loan Documents) on the ability of any Subsidiary to: # pay or make Distributions to any Borrower or any Subsidiary; # pay any Indebtedness owed to any Borrower or any Subsidiary; # make loans or advances to any Borrower or any Subsidiary; or

Restrictive Agreements. Become a party to any Restrictive Agreement, except a Restrictive Agreement # in effect on the Closing Date and listed on [Schedule 8.1.14]; # relating to secured Debt permitted hereunder, as long as the restrictions apply only to collateral for such Debt; or # constituting customary restrictions on assignment in leases and other contracts.