OF JURY TRIAL. EACH OF THE PARTIES HERETO HEREBY AGREES TO WAIVE ITS
RESPECTIVE RIGHTS TO A JURY TRIAL OF ANY CLAIM OR CAUSE OF ACTION BASED UPON OR
ARISING HEREUNDER OR UNDER ANY OF THE OTHER FINANCING DOCUMENTS OR ANY DEALINGS
BETWEEN THEM RELATING TO THE SUBJECT MATTER OF THE LOAN TRANSACTIONS OR THE
LENDER/BORROWER RELATIONSHIP THAT IS BEING ESTABLISHED. THE SCOPE OF THIS WAIVER
IS INTENDED TO BE ALL-ENCOMPASSING OF ANY AND ALL DISPUTES THAT MAY BE FILED IN
ANY COURT AND THAT RELATE TO THE SUBJECT MATTER OF THIS TRANSACTION, INCLUDING
CONTRACT CLAIMS, TORT CLAIMS, BREACH OF DUTY CLAIMS AND ALL OTHER COMMON LAW AND
STATUTORY CLAIMS. EACH PARTY HERETO ACKNOWLEDGES THAT THIS WAIVER IS A MATERIAL
INDUCEMENT TO ENTER INTO A BUSINESS RELATIONSHIP, THAT EACH HAS ALREADY RELIED
ON THIS WAIVER IN ENTERING INTO THIS AGREEMENT, AND THAT EACH WILL CONTINUE TO
RELY ON THIS WAIVER IN ITS RELATED FUTURE DEALINGS. EACH PARTY HERETO FURTHER
WARRANTS AND REPRESENTS THAT IT HAS REVIEWED THIS WAIVER WITH ITS LEGAL COUNSEL
AND THAT IT KNOWINGLY AND VOLUNTARILY WAIVES ITS JURY TRIAL RIGHTS FOLLOWING
CONSULTATION WITH LEGAL COUNSEL. THIS WAIVER IS IRREVOCABLE, MEANING THAT IT MAY
NOT BE MODIFIED EITHER ORALLY OR IN WRITING (OTHER THAN BY A MUTUAL WRITTEN
WAIVER SPECIFICALLY REFERRING TO THIS SECTION 7.23 AND EXECUTED BY EACH OF THE
PARTIES HERETO), AND THIS WAIVER SHALL APPLY TO ANY SUBSEQUENT AMENDMENTS,
RENEWALS, SUPPLEMENTS OR MODIFICATIONS HERETO OR ANY OF THE OTHER FINANCING
DOCUMENTS OR TO ANY OTHER DOCUMENTS OR AGREEMENTS RELATING TO THE LOANS MADE
HEREUNDER. IN THE EVENT OF LITIGATION, THIS AGREEMENT MAY BE FILED AS A WRITTEN
CONSENT TO A TRIAL BY THE COURT.
7.24 Third Party Rights. Nothing in this Agreement, expressed or implied, is
intended or shall be construed to confer upon, or give to any Person, other than
Grantor and Lender, any security, rights, remedies or claims, legal or
equitable, under or by reason hereof, or any covenant or condition hereof; and
this Agreement and the covenants and agreements herein contained are and shall
be held to be for the sole and exclusive benefit of Grantor and Lender.
Exhibit D-1-14
[SIGNATURE PAGES FOLLOW]
Exhibit D-1-15
IN WITNESS WHEREOF, the parties hereto, by their officers duly authorized,
intending to legally bound, have caused this Agreement to be duly executed as of
the date first above written.
GRANTOR:
USG NEVADA LLC,
a Delaware limited liability company
By: _______________________________________
Name: _______________________________________
Title: _______________________________________
LENDER:
ARES CAPITAL CORPORATION,
a Maryland corporation
By: _______________________________________
Name: _______________________________________
Title: _______________________________________
EXHIBIT D-2 to Financing Agreement
FORM OF
IDAHO SPONSOR PLEDGE AGREEMENT
among
U.S. GEOTHERMAL INC.,
an Idaho corporation
(Pledgor)
and
NEVADA USG HOLDINGS, LLC,
a Delaware limited liability company
(Pledged Company)
and
ARES CAPITAL CORPORATION,
a Maryland corporation
(Lender)
Dated as of November 9, 2011
TABLE OF CONTENTS
Page
ARTICLE I. DEFINITIONS 1
1.1 Defined Terms 1
1.2 Financing Agreement and UCC Definitions 2
1.3
Rules of Interpretation 2 ARTICLE II. PLEDGE AND GRANT