R E C I T A L SAssignment and Assumption Agreement • August 29th, 2000 • Catalytica Combustion Systems Inc • California
BetweenIndemnification Agreement • January 12th, 2001 • Catalytica Energy Systems Inc • Motors & generators • Delaware
EXHIBIT 10.10 CATALYTICA COMBUSTION SYSTEMS, INC. SERIES B PREFERRED STOCK PURCHASE AGREEMENT TABLE OF CONTENTSStock Purchase Agreement • August 29th, 2000 • Catalytica Combustion Systems Inc • Delaware
betweenCatalytica Energy Systems Inc • August 6th, 2001 • Engines & turbines • California
EXHIBIT 1.1 Catalytica Energy Systems, Inc. Common Stock Underwriting Agreement ----------------------Underwriting Agreement • July 20th, 2001 • Catalytica Energy Systems Inc • Engines & turbines • New York
WITNESETH: ---------Consulting Services Agreement • April 1st, 2002 • Catalytica Energy Systems Inc • Engines & turbines
RECITALSTax Sharing Agreement • January 12th, 2001 • Catalytica Energy Systems Inc • Motors & generators • Delaware
ARTICLE 1 DEFINITIONSTrademark License Agreement • January 12th, 2001 • Catalytica Energy Systems Inc • Motors & generators • Delaware
PROMISSORY NOTE AND AGREEMENTPromissory Note • August 29th, 2000 • Catalytica Combustion Systems Inc
EXHIBIT 10.23 SHARE-TRANSFER ACKNOWLEDGMENT AND AGREEMENT Catalytica Energy Systems, Inc. (the "Company") and JSB Asset, LLC ("JSB")Acknowledgment and Agreement • March 15th, 2001 • Catalytica Energy Systems Inc • Motors & generators
RecitalsOmnibus Agreement • August 29th, 2000 • Catalytica Combustion Systems Inc • Delaware
andPreferred Stock Rights Agreement • February 6th, 2002 • Catalytica Energy Systems Inc • Engines & turbines • New York
BETWEENEmployee Matters Agreement • January 12th, 2001 • Catalytica Energy Systems Inc • Motors & generators • Delaware
CATALYTICA ENERGY SYSTEMS, INC. and MELLON INVESTOR SERVICES LLC AMENDED AND RESTATED PREFERRED STOCK RIGHTS AGREEMENT Dated as of November 22, 2004Preferred Stock Rights Agreement • November 22nd, 2004 • Catalytica Energy Systems Inc • Engines & turbines • New York
This Amended and Restated Preferred Stock Rights Agreement, dated as of November 22, 2004, amends, restates, supercedes and replaces in its entirety the Preferred Stock Rights Agreement dated as of January 29, 2002, between Catalytica Energy Systems, Inc., a Delaware corporation, and Mellon Investor Services LLC, a New Jersey limited liability company (the “Original Rights Agreement”).
X = $12.00-Y -------- ZStock Purchase • March 15th, 2001 • Catalytica Energy Systems Inc • Motors & generators
Exhibit 10.17 CATALYTICA ENERGY SYSTEMS, INC. STOCKHOLDER RIGHTS AGREEMENT This Stockholder Rights Agreement (the "Agreement"), dated as of __________, ___, 2000, is entered into by and among Catalytica Energy Systems, Inc., a Delaware corporation...Stockholder Rights Agreement • November 1st, 2000 • Catalytica Energy Systems Inc • Motors & generators
ARTICLE 1 DEFINITIONSMaster Separation Agreement • November 1st, 2000 • Catalytica Energy Systems Inc • Motors & generators • California
EXHIBIT 10.12 ------------- COLLABORATIVE COMMERCIALIZATION AND LICENSE AGREEMENTAnd License Agreement • January 12th, 2001 • Catalytica Energy Systems Inc • Motors & generators • New York
ANDCross-License Agreement • April 1st, 2002 • Catalytica Energy Systems Inc • Engines & turbines • California
EXHIBIT 10.16 FORM OF INDEMNITY AGREEMENTForm of Indemnity Agreement • October 16th, 2000 • Catalytica Energy Systems Inc • Motors & generators • Delaware
Exhibit 10.26 CONFIDENTIAL TREATMENT REQUESTED [*] IS USED TO INDICATE THAT A PORTION OF THE EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. Technology...Catalytica Energy Systems Inc • July 6th, 2001 • Engines & turbines • California
ARTICLE 1 DEFINITIONSMaster Confidential Disclosure Agreement • January 12th, 2001 • Catalytica Energy Systems Inc • Motors & generators • Delaware
R E C I T A L S ---------------Control Severance Agreement • May 14th, 2002 • Catalytica Energy Systems Inc • Engines & turbines • California
RECITALSReal Estate Matters Agreement • November 1st, 2000 • Catalytica Energy Systems Inc • Motors & generators
ARTICLE 1 DEFINITIONSMaster Trademark Ownership and License Agreement • November 1st, 2000 • Catalytica Energy Systems Inc • Motors & generators • California
EXHIBIT 10.22 CONSULTING AGREEMENT THIS AGREEMENT is made and entered into as of the 16th day of December 2000 ("Effective Date") by and between Catalytica Energy Systems, Inc., located at 430 Ferguson Drive, Mountain View, California 94043-5272...Consulting Agreement • March 15th, 2001 • Catalytica Energy Systems Inc • Motors & generators • California
CATALYTICA ENERGY SYSTEMS, INC. RETENTION AGREEMENTRetention Agreement • November 17th, 2006 • Catalytica Energy Systems Inc • Engines & turbines • Arizona
This Retention Agreement (the “Agreement”) is made and entered into by and between Joseph Barry (the “Employee”) and Catalytica Energy Systems, Inc. (the “Company”), effective as of the latest date set forth by the signatures of the parties hereto below (the “Effective Date”).
FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • February 4th, 2005 • Catalytica Energy Systems Inc • Engines & turbines • Delaware
This Indemnification Agreement (“Agreement”) is made as of , 2005 by and between Catalytica Energy Systems, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
Employee as Remaining of (Date) Principal of Note ----------- ----------------- October 1, 1998 $120,000Catalytica Combustion Systems Inc • August 29th, 2000
STANDARD FORM INDUSTRIAL LEASE (SINGLE TENANT) Landlord GH TECH I L.L.C., a Delaware limited liability company Tenant CATALYTICA ENERGY SYSTEMS, INC., a Delaware corporation Dated as of June 22, 2001 TABLE OF CONTENTSHold Harmless Agreement • July 6th, 2001 • Catalytica Energy Systems Inc • Engines & turbines
LEASE EXTENSION AGREEMENTLease Extension Agreement • August 14th, 2007 • Catalytica Energy Systems Inc • Engines & turbines
This LEASE EXTENSION AGREEMENT (the “First Extension”) is made this 18th day of June, 2007 and is made a part of that certain Lease dated August 28, 2006, between WARNER COURTYARDS, LLC., an Arizona Limited Liability Company, METZGER WARNER COURTYARDS, LLC., a Delaware Limited Liability Company, PARK 3020, LLC., an Arizona Limited Liability Company, and PARK 3030, LLC., an Arizona Limited Liability Company, (“Landlord”) and CATALYTICA ENERGY SYSTEMS, INC., a Delaware Corporation (“Tenant”) regarding Suite 132 at the Warner Courtyards project, 301 W. Warner Road, Tempe, Arizona.
CATALYTICA ENERGY SYSTEMS, INC. CONSULTING AGREEMENTConsulting Agreement • March 23rd, 2007 • Catalytica Energy Systems Inc • Engines & turbines • Delaware
This Consulting Agreement (“Agreement”) is entered into effective as of January 1, 2007 by and between Catalytica Energy Systems, Inc. (together with its direct and indirect subsidiaries, including but not limited to SCR-Tech LLC (“SCR-Tech”) and CESI-SCR, Inc., the “Company”) and Richard A. Abdoo (“Consultant”). The Company desires to retain Consultant as an independent contractor to perform consulting services for the Company with respect to SCR-Tech, and Consultant is willing to perform such services, on the terms described below. In consideration of the mutual promises contained herein, the parties agree as follows:
Change of Control Severance Agreement with Robert W. Zack dated August 16, 2002. CATALYTICA ENERGY SYSTEMS, INC. CHANGE OF CONTROL SEVERANCE AGREEMENTChange of Control Severance Agreement • May 9th, 2003 • Catalytica Energy Systems Inc • Engines & turbines • California
This Change of Control Severance Agreement (the “Agreement”) is made and entered into by and between Robert W. Zack (the “Employee”) and Catalytica Energy Systems, Inc. (the “Company”), effective as of the latest date set forth by the signatures of the parties hereto below.
CATALYTICA ENERGY SYSTEMS, INC. AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • March 23rd, 2007 • Catalytica Energy Systems Inc • Engines & turbines • Arizona
This Amended and Restated Employment Agreement (the “Agreement”) by and between Robert Zack (the “Employee”) and Catalytica Energy Systems, Inc. (the “Company”), is amended and restated effective as of the latest date set forth by the signatures of the parties hereto below (the “Effective Date”).
CATALYTICA ENERGY SYSTEMS, INC.Employment Agreement • May 8th, 2007 • Catalytica Energy Systems Inc • Engines & turbines
This letter is intended to amend certain tax provisions and to clarify and confirm our mutual understanding concerning certain aspects of your Amended and Restated Employment Agreement (the “Employment Agreement”) entered into by and between you and Catalytica Energy Systems, Inc. (the “Company”) dated March 23, 2007.
