SW6190603_Pine_Gate_Renewables_-_Resolution_Appointing_Signatories (fully executed)_9/30/2019

PINE GATE RENEWABLES, LLC
RESOLUTION OF THE MANAGER AND MEMBERS
The 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"):
Appointment of Signatories
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
James Ortega
-Confidentiality Agreements
-Engagement Letters
(legal)
-Conflict Waivers (legal)
Danny Weidlich
-Confidentiality Agreements
Rebecca Chilton
-Confidentiality Agreements
-Term Sheets (tax equity and debt
only)
Dan Apoldite
-Confidentiality Agreements
-Engagement Letters
(appraisals, cost certifications and
modeling)
Serina Pennington
-Notices and reports to financing
parties that do not require an Officer's
signature
-Draw requests
Patty Wright
-All project development notices,
reports or other similar
documentation,
provided no such document causes the
Company or its subsidiaries or
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affiliates to incur obligations,
liabilities or expenses in excess of
$25,000
Nobel Chang
-Confidentiality Agreements
-All project development notices,
reports or other similar
documentation,
provided no such document causes the
Company or its subsidiaries or
affiliates to incur obligations,
liabilities or expenses in excess of
$25,000
Michael Lahris
-All project origination and
development notices, reports or other
similar documentation,
provided no such document causes the
Company or its subsidiaries or
affiliates to incur obligations,
liabilities or expenses in excess of
$25,000
Sarah McHenry
-Engagement Letters (tax and audit)
-Cost Confirmation Letters
-Sales & Use Tax Filings
-Personal Property Tax
Filings
Kelly Stokes
-Sales & Use Tax Filings
-Personal Property Tax
Filings
Brian Taddonio
-Confidentiality Agreements
-Procurement Agreements
Ed Johnson
-Purchase Orders
-EPC Subcontracts
-Pay Applications
-Change Orders
provided none of the foregoing
documents causes the Company or its
subsidiaries or affiliates to incur
obligations, liabilities or expenses in
excess of $25,000
Jeff Dorety
-Confidentiality Agreements
-Procurement Agreements
-EPC Subcontracts
-Pay Applications
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-Change Orders
provided none of the foregoing
documents causes the Company or its
subsidiaries or affiliates to incur
obligations, liabilities or expenses in
excess of $25,000
-Purchase Orders,
provided such document is (a)
consistent within $10,000 of an
approved budget of the Company or
its subsidiaries, and (b) to be paid with
funds from an approved and funded
construction financing for the benefit
of the Company or its subsidiaries
NOW, THEREFORE, BE IT RESOLVED, that 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.
[SIGNATURE PAGE FOLLOWS]
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IN WITNESS WHEREOF, the parties have duly executed this written consent
action, or caused it to be duly executed, effective as of May 4, 2018.
MANAGER
PGR PARTNERS, LLC
By: James L ster
Its: Manager
MEMBERS
PGR PARTNERS, LLC
By: James L er IV
Its: Manager
DELANEY KATE HOLDINGS, LLC
4
By: James Luster
Its: Managing Member
[Signature Page to Resolution of the Manager and Members of Pine Gate Renewables, LLC]
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