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Ormat Technologies, Inc. – IPO: ‘S-1/A’ on 9/28/04 – EX-10.1.8

On: Tuesday, 9/28/04, at 9:30am ET · Accession #: 950136-4-3123 · File #: 333-117527

  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 9/28/04  Ormat Technologies, Inc.          S-1/A                 90:15M                                    Capital Systems 01/FA

Initial Public Offering (IPO): Pre-Effective Amendment to Registration Statement (General Form) — Form S-1
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: S-1/A       Amendment 1 to Form S-1                             HTML   3.29M 
 2: EX-1.1      Form of                                             HTML    194K 
11: EX-10.1.10  Amendment # 1 to Loan Agreement                     HTML     27K 
12: EX-10.1.11  Capital Note                                        HTML     22K 
13: EX-10.1.12  Amendment No. 1 to Capital Note                     HTML     22K 
14: EX-10.1.13  Guarantee Fee Agreement                             HTML     22K 
15: EX-10.1.14  Reimbursement Agreement                             HTML     25K 
16: EX-10.1.15  Services Agreement                                  HTML     40K 
 3: EX-10.1.2   Amended and Restated Bridge Loan Agreement          HTML    100K 
 4: EX-10.1.3   Bank Hapoalim Credit Facility Agreement             HTML    386K 
 5: EX-10.1.4   Credit Agreement Dtd 12/31/02                       HTML    730K 
 6: EX-10.1.5   Credit Agreement Dtd 12/18/03                       HTML   1.09M 
 7: EX-10.1.6   Eximbank Credit Agreement                           HTML    557K 
 8: EX-10.1.7   Indenture                                           HTML    703K 
 9: EX-10.1.8   First Supplemental Indenture                        HTML     39K 
10: EX-10.1.9   Loan Agreement                                      HTML     38K 
84: EX-10.10    Indemnification Agreement                           HTML     46K 
17: EX-10.2.1   Purchase and Sale Agreement                         HTML    360K 
18: EX-10.3.1   Power Purchase Contract                             HTML    121K 
23: EX-10.3.11  Amended and Restated Power Purchase and Sale Agmt   HTML    237K 
24: EX-10.3.13  Power Purchase Contract                             HTML    197K 
25: EX-10.3.14  Amendment No. 1 Power Purchase Contract             HTML     64K 
26: EX-10.3.16  Power Purchase Contract Dtd 4/16/85                 HTML    206K 
27: EX-10.3.17  Amend 1 to Power Purchase Contract Dtd 10/25/85     HTML     46K 
28: EX-10.3.18  Amend 2 to Power Purchase Contract Dtd 12/20/89     HTML     25K 
29: EX-10.3.19  Interconnections Facilities Agreement               HTML     77K 
30: EX-10.3.20  Interconnection Facilities Agreement                HTML     35K 
31: EX-10.3.21  Interconnection Facilities Agreement                HTML     58K 
32: EX-10.3.22  Interconnection Agreement                           HTML     31K 
33: EX-10.3.23  Plant Connection Agreement                          HTML     58K 
34: EX-10.3.24  Plant Connection Agreement                          HTML     96K 
35: EX-10.3.25  Transmission Service Agreement                      HTML     87K 
36: EX-10.3.26  Plant Connection Agreement                          HTML     53K 
37: EX-10.3.27  Plant Connection Agreement                          HTML     61K 
38: EX-10.3.28  Plant Connection Agreement                          HTML     64K 
39: EX-10.3.29  Plant Connection Agreement                          HTML    186K 
19: EX-10.3.3   Power Purchase Contract                             HTML    111K 
40: EX-10.3.30  Plant Connection Agreement                          HTML    187K 
41: EX-10.3.31  Transmission Service Agreement                      HTML     81K 
42: EX-10.3.32  Transmission Service Agreement                      HTML     83K 
43: EX-10.3.33  Transmission Service Agreement                      HTML     85K 
44: EX-10.3.34  Transmission Service Agreement                      HTML    100K 
45: EX-10.3.35  Plant Amendment No. 1                               HTML     28K 
46: EX-10.3.39  Agreement Addressing Renewable Energy Pricing       HTML     74K 
47: EX-10.3.40  Amnd No.1 to Agrt Address Renewable Energy Pricing  HTML     58K 
48: EX-10.3.41  Agreement Addressing Renewable Energy Pricing       HTML     72K 
49: EX-10.3.42  Amend No. 1 to Agrnt Addr Renewable Energy Pricing  HTML     64K 
50: EX-10.3.43  Energy Services Agreement                           HTML     79K 
51: EX-10.3.44  Purchase Power Contract, Dated March 24, 1986       HTML     92K 
52: EX-10.3.45  Firm Capacity Amendment                             HTML     78K 
53: EX-10.3.46  Amendment to Purchase Power Contract                HTML     32K 
54: EX-10.3.47  Third Amendment to Purchase Power Contract          HTML     76K 
55: EX-10.3.48  Performance Agreement                               HTML    167K 
56: EX-10.3.49  Agreement to Design 69 Kv Transmission Lines        HTML     79K 
20: EX-10.3.5   Amendment #1 to Power Purchase and Sales Agreement  HTML     49K 
21: EX-10.3.6   Settlement Agreement                                HTML     37K 
22: EX-10.3.7   Power Purchase Contract Dtd 4/16/85                 HTML    155K 
57: EX-10.4.1   Ormesa Blm Geothermal Resources Lease               HTML    160K 
63: EX-10.4.12  Lease Agreement, Dated 3/17/64                      HTML     89K 
64: EX-10.4.13  Lease Agreement, Dated 2/16/64                      HTML     72K 
65: EX-10.4.18  Geothermal Lease Agreement, Dated 7/18/79           HTML     79K 
66: EX-10.4.19  Lease Agreement                                     HTML     82K 
58: EX-10.4.2   Ormesa Blm License for Electric Power Plant         HTML     42K 
67: EX-10.4.20  Lease Agreement, Dated 6/14/71                      HTML     56K 
68: EX-10.4.21  Lease Agreement                                     HTML     63K 
69: EX-10.4.23  Geothermal Lease Agreement                          HTML     55K 
70: EX-10.4.24  Geothermal Lease Agreement, Dated 8/31/83           HTML    128K 
71: EX-10.4.26  Geothermal Resources Lease - Guisti                 HTML     55K 
72: EX-10.4.27  Amendment to Geothermal Lease                       HTML     27K 
73: EX-10.4.28  Second Amendment to Geothermal Lease                HTML     39K 
74: EX-10.4.29  Geothermal Resources Sublease                       HTML    144K 
59: EX-10.4.3   Geothermal Resources Mining Lease, Dated 2/20/81    HTML    126K 
75: EX-10.4.30  Klp Lease                                           HTML    265K 
76: EX-10.4.31  Klp Lease Amendment No. 1                           HTML    341K 
77: EX-10.4.32  Second Amendment to Klplease                        HTML     25K 
60: EX-10.4.4   Geothermal Lease Agreement, Dated 10/20/75          HTML     55K 
61: EX-10.4.5   Geothermal Lease Agreement                          HTML     78K 
62: EX-10.4.6   Geothermal Resources Lease, Dated 11/18/83          HTML     77K 
78: EX-10.5.1   Engineering, Procurement and Construction Contract  HTML    434K 
79: EX-10.5.3   Engineering, Procurement and Construction Contract  HTML   1.00M 
80: EX-10.5.4   Patent License Agreement                            HTML    144K 
81: EX-10.7     Executive Employment Agreement of Lucien Bronicki   HTML     70K 
82: EX-10.8     Exec Employment Agreement of Yehudit Bronicki       HTML     75K 
83: EX-10.9     Executive Employment Agreement of Yoram Bronicki    HTML     82K 
85: EX-23.1     Consent of Independent Accountants                  HTML     22K 
86: EX-23.3     Consent of Dani Falk                                HTML     21K 
87: EX-23.4     Consent of Edward Muller                            HTML     21K 
88: EX-23.5     Consent of Lester P. Silverman                      HTML     21K 
89: EX-23.6     Consent of Jacob Worenklein                         HTML     21K 
90: EX-99.3     Material Terms Deviations                           HTML     21K

EX-10.1.8 — First Supplemental Indenture

This exhibit is an HTML Document rendered as filed. [ Alternative Formats ]

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                                                                  EXHIBIT 10.1.8

                            UNANIMOUS WRITTEN CONSENT
                                     OF THE
                               BOARD OF DIRECTORS
                                       OF
                            ORMAT FUNDING CORPORATION

         Pursuant to the authority set forth in Section 141(f) of the Delaware
General Corporation Law, the undersigned, constituting all of the members of the
Board of Directors of Ormat Funding Corporation, a Delaware corporation (the
"Company"), do hereby adopt the following recitals and resolutions by unanimous
written consent in lieu of a meeting, with the same force and effect as if
unanimously adopted at a meeting duly noticed and held:

WHEREAS, the Company is a party to the Indenture dated as of February 13, 2004
(the "Indenture") with respect to its 8 1/4% Senior Secured Notes due December
30, 2020;

WHEREAS, the Indenture contains a definition of "Qualified Project" which
defines a Qualified Project as one that, among other qualifications, sells
electricity "to a counterparty that has a long-term issuer rating of not less
than BBB- by S&P and Baa3 by Moody's";

WHEREAS, in the course of drafting the Indenture, the drafting parties failed to
address such rating requirement in the event that a counterparty is rated
"Investment Grade" by each nationally recognized credit rating agency which
maintains a rating on the counterparty, but the counterparty is not rated by
both of S&P and Moody's;

WHEREAS, the Issuer and the trustee under the Indenture are permitted to amend
or supplement the Indenture without the consent of Holders "to cure any
ambiguity, defect or inconsistency" pursuant to Section 8.01(a) of the Indenture
and "to make any changes not inconsistent with the terms of this Indenture that
does not adversely affect the legal rights thereunder of any Holder of the
Senior Secured Notes" pursuant to Section 8.01(g) of the Indenture; and

WHEREAS, the Issuer desires to amend the indenture pursuant to Section 8.01;

NOW, THEREFORE, BE IT RESOLVED, that the executive officers of the Company are
hereby authorized, empowered and directed to enter into the First Supplemental
Indenture to the Indenture, in substantially the form attached as Exhibit A
hereto, and to take such further action and to execute, make oath to,
acknowledge and deliver, from time to time in the name and on behalf of the
Company and its subsidiaries, such other agreements, instruments, certificates,
or other documents and to do or to cause to be done any and all such other acts
and things as such executive officers may, in their discretion, deem necessary,
proper, appropriate or advisable to carry out the intent of this resolution, the
taking of such actions to be conclusive evidence that the same have been
authorized and approved by the Board of Directors of the Company.

RESOLVED FURTHER, that all acts and things previously done and performed (or
caused to be done and performed) in the name and on behalf of the Company in
furtherance of the foregoing be, and the same hereby are, ratified, confirmed
and approved in all respects.

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         IN WITNESS WHEREOF, the undersigned, being all of the directors of
Ormat Funding Corporation, a Delaware corporation, hereby consent to and adopt
the foregoing recitals and resolutions, and waive the requirement that a meeting
be held to accomplish the same.

Dated as of May 10, 2004.

                                       /s/ Lucien Bronicki
                                       -----------------------------------------
                                       Lucien Bronicki

                                       /s/ Yehudit Bronicki
                                       -----------------------------------------
                                       Yehudit Bronicki

                                       /s/ Connie Stechman
                                       -----------------------------------------
                                       Connie Stechman

EX-10.1.8 4th Page of 7 TOC 1st Previous Next ↓Bottom Just 4th
First Supplemental Indenture, dated as of May 14, 2004 (the "First Supplemental
Indenture"), among Ormat Funding Corp., a Delaware corporation (the "Issuer"),
Brady Power Partners, a Nevada general partnership, Steamboat Development Corp.,
a Utah corporation, Steamboat Geothermal LLC, a Delaware limited liability
company, OrMammoth Inc., a Delaware corporation, ORNI 1 LLC, a Delaware limited
liability company, ORNI 2 LLC, a Delaware limited liability company, ORNI 7 LLC,
a Delaware limited liability company, and Ormesa LLC, a Delaware limited
liability company (collectively with the Issuer, the "Ormat Parties"), and Union
Bank of California, N.A., a national banking association, as trustee (the
"Trustee").

WHEREAS, the Ormat Parties and the Trustee are parties to the Indenture dated as
of February 13, 2004 (the "Indenture") with respect to the Issuer's 8 1/4%
Senior Secured Notes due December 30, 2020 (the "Notes");

WHEREAS, the Indenture contains a definition of "Qualified Project" which
defines a Qualified Project as one that, among other qualifications, sells
electricity "to a counterparty that has a long-term issuer rating of not less
than BBB- by S&P and Baa3 by Moody's";

WHEREAS, in the course of drafting the Indenture, the drafting parties failed to
address such rating requirement in the event that a counterparty is rated
"Investment Grade" by each nationally recognized credit rating agency which
maintains a rating on the counterparty, but the counterparty is not rated by
both of S&P and Moody's;

WHEREAS, the Issuer and the Trustee are permitted to amend or supplement the
Indenture without the consent of Holders "to cure any ambiguity, defect or
inconsistency" pursuant to Section 8.01(a) of the Indenture and "to make any
changes not inconsistent with the terms of this Indenture that does not
adversely affect the legal rights thereunder of any Holder of the Senior Secured
Notes" pursuant to Section 8.01(g) of the Indenture; and

WHEREAS, the Issuer desires to amend the indenture pursuant to Section 8.01;

NOW, THEREFORE, in consideration of the in consideration of the foregoing and
for other good and valuable consideration, the receipt of which is hereby
acknowledged, the Ormat Parties and the Trustee agree for the equal and ratable
benefit of the Holders of the Senior Secured Notes as follows:

                                    ARTICLE I
                                   DEFINITIONS

Section 1.1   Definition of Terms and Rules of Construction.

Unless the context otherwise requires, capitalized terms used herein that are
not otherwise defined herein shall have the meaning assigned to such terms in
the Indenture. This First Supplemental Indenture will be supplemented in
accordance with the rules of construction in Section 1.04 of the Indenture.

                                   ARTICLE II
                           AMENDMENTS TO THE INDENTURE

Section 2.1   Amendments.

The following definitions in the indenture is amended to read in its entirety as
follows:

"Qualified Project" means a (a) a fully constructed and operational geothermal
power plant located within the United States of America (other than the Mammoth
Project), (b) as to which electricity will be sold

                                        1

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under long-term power purchase agreements that have been approved by the
applicable public utility commission or similar governmental body with a
counterparty that has a long-term issuer rating of not less than BBB- by S&P and
Baa3 by Moody's (provided, that if such counterparty is rated by only Moody's or
only S&P, then such counterparty may have one long-term issuer rating of not
less than BBB- by S&P or Baa3 by Moody's, as the case may be, so long as no
nationally recognized credit rating agency rates such counterparty less than
Investment Grade) and (c) is acquired by the Issuer or a Guarantor and the
Collateral Agent is granted a first priority pledge of all of the Capital Stock
of any Guarantor that acquires such Qualified Project or the Guarantor acquiring
such Qualified Project provides a first priority lien with respect to collateral
with respect to such Qualified Project that is consistent with that set forth
under the second paragraph of "Description of the Notes--Security" in the
Offering Memorandum.

                                   ARTICLE III
                                  MISCELLANEOUS

Section 3.1   Ratification of the Indenture.

The Indenture, as supplemented by this First Supplemental Indenture, is in all
respects ratified and confirmed, and this First Supplemental Indenture shall be
deemed part of the Indenture in the manner and to the extent herein and therein
provided.

Section 3.2   Governing Law.

The internal law of the State of New York shall govern and be used to construe
this First Supplement Indenture, without giving effect to applicable principles
of conflicts of laws to the extent that the application of the laws of another
jurisdiction would be required thereby.

Section 3.3   Severability.

In case any provision in this First Supplemental Indenture shall be invalid,
illegal or unenforceable, the validity, legality and enforceability of the
remaining provisions shall not in any way be affected or impaired thereby.

Section 3.4   Counterparts.

The parties may sign any number of copies of this First Supplemental Indenture.
Each signed copy shall be an original, but all of them together represent the
same agreement.

Section 3.5   Trustee Not Responsible for Recitals.

The recitals herein contained are made by the Issuer and not by the Trustee, and
the Trustee assumes no responsibility for the correctness thereof. The Trustee
makes no representation as to the validity or sufficiency of this First
Supplemental Indenture.

                                        2

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IN WITNESS WHEREOF, the parties hereto have caused this First Supplemental
Indenture to be duly executed as of the day and year first above written.

ORMAT FUNDING CORP.

By:    /s/ Yehudit Bronicki
       -------------------------------------
Name:  Yehudit Bronicki
Title: President and Secretary

UNION BANK OF CALIFORNIA, N.A.
as Trustee

By:    /s/ Sonia N. Flores
       -------------------------------------
Name:  Sonia N. Flores
Title: Vice President

ORMESA LLC

By: ORMAT FUNDING CORP., a Delaware corporation, its Sole Member and Manager

By:    /s/ Yehudit Bronicki
       -------------------------------------
Name:  Yehudit Bronicki
Title: President and Secretary

BRADY POWER PARTNERS

By: ORNI 1 LLC, a Delaware limited liability company, its General Partner

By: ORMAT FUNDING CORP., a Delaware corporation, its Sole Member and Manager

By:    /s/ Yehudit Bronicki
       -------------------------------------
Name:  Yehudit Bronicki
Title: President and Secretary

STEAMBOAT GEOTHERMAL LLC

By: ORNI 7 LLC, a Delaware limited liability company, its General Partner

By: ORMAT FUNDING CORP., a Delaware corporation, its Sole Member and Manager

By:    /s/ Yehudit Bronicki
       -------------------------------------
Name:  Yehudit Bronicki
Title: President and Secretary

                                        3

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STEAMBOAT DEVELOPMENT CORPORATION

By:    /s/ Yehudit Bronicki
       -------------------------------------
Name:  Yehudit Bronicki
Title: President and Secretary

ORMAMMOTH INC.

By:    /s/ Yehudit Bronicki
       -------------------------------------
Name:  Yehudit Bronicki
Title: President and Secretary

ORNI 1 LLC

By: ORMAT FUNDING CORP., a Delaware corporation, its Sole Member and Manager

By:    /s/ Yehudit Bronicki
       -------------------------------------
Name:  Yehudit Bronicki
Title: President and Secretary

ORNI 2 LLC

By: ORMAT FUNDING CORP., a Delaware corporation, its Sole Member and Manager

By:    /s/ Yehudit Bronicki
       -------------------------------------
Name:  Yehudit Bronicki
Title: President and Secretary

ORNI 7 LLC

By: ORMAT FUNDING CORP., a Delaware corporation, its Sole Member and Manager

By:     /s/ Yehudit Bronicki
       -------------------------------------
Name:  Yehudit Bronicki
Title: President and Secretary

                                        4

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Dates Referenced Herein

		Referenced-On Page
This ‘S-1/A’ Filing	Date	First	Last	Other Filings

	12/30/20	2	4	None on these Dates
Filed on:	9/28/04
	5/14/04	4
	5/10/04	3
	2/13/04	2	4
				List all Filings

2 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/25/22  Ormat Technologies, Inc.          10-K       12/31/21  143:66M                                    RDG Filings/FA
 2/26/21  Ormat Technologies, Inc.          10-K       12/31/20  144:33M                                    RDG Filings/FA

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Filing Submission 0000950136-04-003123 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Ormat Technologies, Inc. – IPO: ‘S-1/A’ on 9/28/04 – EX-10.1.8

On: Tuesday, 9/28/04, at 9:30am ET · Accession #: 950136-4-3123 · File #: 333-117527

Previous ‘S-1’: ‘S-1’ on 7/21/04 · Next: ‘S-1/A’ on 10/22/04 · Latest: ‘S-1/A’ on 11/10/04 · 2 References: By: Ormat Technologies, Inc. – ‘10-K’ on 2/25/22 for 12/31/21 By: Ormat Technologies, Inc. – ‘10-K’ on 2/26/21 for 12/31/20

Initial Public Offering (IPO): Pre-Effective Amendment to Registration Statement (General Form) — Form S-1Filing Table of Contents

EX-10.1.8 — First Supplemental Indenture

This exhibit is an HTML Document rendered as filed. [ Alternative Formats ]

Dates Referenced Herein

2 Subsequent Filings that Reference this Filing

Previous ‘S-1’: ‘S-1’ on 7/21/04 · Next: ‘S-1/A’ on 10/22/04 · Latest: ‘S-1/A’ on 11/10/04 · 2 References:

Initial Public Offering (IPO): Pre-Effective Amendment to Registration Statement (General Form) — Form S-1
Filing Table of Contents