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HomeMy WebLinkAboutSWA000071_7. Pine Gate Renewables - Resolution Appointing Signatories (Executed 12.2019)_20200617The undersigned, being the sole Manager and all of the Members of Pine Gate Renewables LLC, a North Carolina limited liability company (the "Company") do hereby consent to and adopt the following resolution in lieu of separate meetings of the Manager and Members pursuant to Sections 5.2 and 4.8 of the Second Amended and Restated Operating Agreement of the Company dated effective as of January 1, 2018 (the "Second Amended Operating Agreement"), and to revoke the prior Resolution of the Manager and Members for Pine Gate Renewables, LLC, regarding the appointment of signatories, dated May 4, 2018 (the "Prior Resolution"): Appointment of S6anatories WHEREAS, in accordance with Section 5.3(a) of the Second Amended Operating Agreement, the Manager desires to delegate the authority to carry out the day-to-day business of the Company related to reviewing, negotiating and approving certain types of documents or instruments identified below next to each person's name, including the authority to execute such documents or instruments on behalf of the Company or its subsidiaries and affiliates (each such person an "Authorized Person"): Authorized Person Documents Steve Levitas -Confidentiality Agreements -Engagement Letters (regulatory counsel and lobbyists) Dave Groleau -Confidentiality Agreements Sam Kliewer -Confidentiality Agreements Patty Wright -Confidentiality Agreements Jason Birn -Confidentiality Agreements -Engagement Letters (appraisals, cost certifications, financial models) Andrew Vietze -Confidentiality Agreements -Engagement Letters (appraisals, cost certifications, financial models) John Beebee -Confidentiality Agreements -Engagement Letters (appraisals, cost certifications, financial models) Michael Delaney -Loan Draw Requests, Request for Advance, or similar documents Michael Audet -Engagement Letters (tax and audit) -Cost Confirmation Letters -Sales & Use Tax Filings -Personal Property Tax Filings Brian Taddonio -Confidentiality Agreements -Purchase Orders Bru Weber -Contracts (EPC or O&M or associated subcontracts) -Pay Applications Matt Massarelli provided none of the foregoing documents causes the Company or its subsidiaries or affiliates to incur obligations, liabilities or Roy "Tripp" McSwain expenses in excess of $200,000 WHEREAS, the Manager desires to revoke the Prior Resolution. NOW, THEREFORE, BE TT RESOLVEID, that (i) each such Authorized Person is hereby authorized and directed, for and in the name of the Company and its subsidiaries and affiliates, to carry out the day-to-day business of the Company related to reviewing, negotiating and approving certain types of documents or instruments identified above next to each person's name, including the authority to execute such documents or instruments as an Authorized Person on behalf of the Company or its subsidiaries or affiliates for matters related to such business or such matters otherwise delegated to such Authorized Person by the Manager, and (ii) the Prior Resolution is hereby revoked in its entirety. Notwithstanding the foregoing, the authority granted to the named Authorized Persons in this Resolution shall immediately be revoked, terminated and of no further for or effect upon such Authorized Person no longer being employed by Pine Gate Renewables, LLC. [SIGNATURE PAGE FOLLOWS) IN WITNESS WIIEREOF, the parties have duly executed this written consent action, or caused it to be duly executed, effective as of December 20, 2019. PGR PARTNERS, LLC y: James Luster Its: Manager PGR PARTNERS, LLC DELANEY KATE HOLDINGS, LLC By: usterIV Its: Managing Member [Signature Page to Resolution of the Manager and Members of Pine Gate Renewables, LLC]