EFTA01366646.pdf

Amendment #4 Page 217 of 868 Itittltetrefftsnis OttPent prqacts LAP porffotso The LAP portfolio consists of set operating hydroelectric generabng projects located mi tre Ancash and Juin regions of Peru The Veleta &tiered commercial operations between to first grader of 2009 and the fourth quarter of 2014 The projects Miffs a runolnver water flow and Patton and Francis Sabine technologies The LAP portfolio also includes a 48 lelorreter. 220 KVtransmission line used to evacuate power from one d its projects to the wholesale transmission system. The projects were Jody developed by Latin America Power Pen), SAC.. a stbsdary of Latin Amenca Power. and ca Ennis. S,A C O&M at each project is worded by GCZ Semmes. SAC. wider eating contracts that expire on the frveyear arrwersary of the commencement of commerce operations br each project. Upon the carpets:in of tie LAP Transaction. our Sponsor wit have a 100% ownership n the LAP portfole. Concurrently with cloang of the LAP Transaction. ow Sponsor. certain of ifs affiliates. LAP Warps, B V and Global wit enter rro a distributions payment agreement pursuant to wtsch we will receive cash elterroutions from the projects in the LAP podblso We will reCeiveCath disbitutiten for stch projects hom the closing of the LAP Transaction unti the projects have teen transferred to tit which will occur upon receipt of the lender consent RER Contracts Each of the projects n the LAP pordolo has a U S -dollar denominated Renewable Energy Resources ('RER') Contract with the leinietry ell Energy and Mines ('MINEM") MINEM's obligation are Supported by the Government of Peru, which is rated EgEorA3 by S&P Each of the PPAs is for 20 years, with wicing (effective May 2015 to APol 2016) rargrg from $55 6010 $61 00/Mritt RER ;along Is escalated at US PR, tact the aMustmert is only made 4 and when the FF1 index has changed +/- 5% as compared to the last tine the PPA price was adjusted The RER regime compensates generators by providing them a take-or-pay. fixecl-pnce contract for energy and assoceted capacity. Generators set. their power into the rod market and then collect a premium over the prevailirg market price. W t0 their fixed contract price On a %erten), basis. an independent system operator reconciles the actual monies collected by RER generators as opposed to ther guaranteed contract Mane My difference between the generators and the lAINEM is subscquendy recovered over the following quarter If a Protect deniers less than the amount comrade(' to wider me PPA, swill be assessed a eeriesty for that Mannng year through a poport Oral reeks:ten in the wemurn payment. Our Nicaragua propel Ecio Our Eolo project is located in Rivas, Nicaragua This 44.0 MW capacity wind project with 22 wind IL:tines commenced commercel operations in the loath quarter of 2012. Upon canplebon of the GME Transaction. we will have a 100% ownership interest in this project The PPA coureerparbes are DIStribuidOra de Erectncidad del Norte. S A , and Detributdora de Etectricided del Sec. S A MO privately held astntroton corstessonaires A MICA eturance package providing SO% coverage rani:dice covering currency convertbety war and cM disturbance and exact:nab:in The U S dollardenornrated PPA Ovation is 20 years and pr ovides fora tariff with a base ones of $105 00dAYVh, increasing a 3% annualty unlil year 11 1% in years 12 and 13, 0 5% in years 14 and 15, and rebated to 5159 satiny) in year 16 and onwards. 209 http://cfdocs.btogo.com:27638/cf/drv7/pub/edgar/2015/07/20/0001193125-15-256461/d78... 7/20/2015 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0058174 CONFIDENTIAL SONY GM_00204358 EFTA01366646