LUCA TECHNOLOGIES INC. [ ] Shares Common Stock ($.001 par value per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • March 15th, 2012 • Luca Technologies Inc • Crude petroleum & natural gas • New York
AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • January 6th, 2012 • Luca Technologies Inc • Crude petroleum & natural gas • Delaware
THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”) is dated as of December 29, 2011 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation (“Bank”), and LUCA TECHNOLOGIES INC., a Delaware corporation (“Borrower”). Borrower and Lender are parties to a Loan and Security Agreement dated as of April 30, 2008 (the “Original Agreement”) pursuant to which Bank made certain advances (the “Term Loan”) to Borrower, which Borrower is repaying. Borrower has requested additional Credit Extensions from Bank. This Agreement amends and restates the terms of the Original Agreement to confirm Borrower’s repayment of the Term Loan and to provide for those Credit Extensions. The parties agree as follows:
INDEMNIFICATION AGREEMENTIndemnification Agreement • November 15th, 2011 • Luca Technologies Inc • Crude petroleum & natural gas • Delaware
This Indemnification Agreement (this “Agreement”) is made and entered into as of the day of , 2011, by and between Luca Technologies Inc., a Delaware corporation (the “Company”) and (“Indemnitee”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • June 29th, 2011 • Luca Technologies Inc • Delaware
This Indemnification Agreement (this “Agreement”), dated as of , 20 , is made by and between Luca Technologies Inc., a Delaware corporation (the “Company”), and , a director and/or officer of the Company (the “Indemnitee”).
ContractLuca Technologies Inc • June 29th, 2011 • Colorado
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.
WARRANT AMENDMENTWarrant Amendment • June 29th, 2011 • Luca Technologies Inc • California
THIS WARRANT AMENDMENT (the “Amendment”) is made and entered into effective as of June 28, 2011, between Luca Technologies Inc., a Delaware corporation (the “Company”), and SVB Financial Group (“Holder”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • June 29th, 2011 • Luca Technologies Inc • Delaware
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of the Effective Date between SILICON VALLEY BANK, a California corporation (“Bank”), and LUCA TECHNOLOGIES INC., a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
EMPLOYEE PROPRIETARY INFORMATION AND INVENTIONS AGREEMENTEmployee Proprietary Information and Inventions Agreement • June 29th, 2011 • Luca Technologies Inc • Colorado
This Employee Proprietary Information and Inventions Agreement (“Agreement”) is made in consideration for my employment or continued employment by LUCA TECHNOLOGIES INC. or its subsidiaries or affiliates (the “Company”), a Delaware C Corporation, with offices at 500 Corporate Circle, Unit C, Golden, Colorado 80401 and the compensation now and hereafter paid to me. I hereby agree as follows:
LUCA TECHNOLOGIES INC.Stock Option Agreement • June 29th, 2011 • Luca Technologies Inc • Delaware
This STOCK OPTION AGREEMENT (this “Agreement”) is made this day of , , by and between Luca Technologies Inc., a Delaware corporation, and , (“Option Holder”), under the Plan.
AMENDED AND RESTATED STOCKHOLDER AGREEMENTStockholder Agreement • June 29th, 2011 • Luca Technologies Inc • Colorado
THIS AMENDED AND RESTATED STOCKHOLDER AGREEMENT (the “Agreement”) is made as of the 1st day of December, 2008 by and among Luca Technologies Inc., a Delaware corporation (the “Company”), each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as a “Preferred Investor,” and each of the other Stockholders (as such term is hereinafter defined) executing a signature page to this Agreement. The stockholders listed on Exhibit B hereto are each referred to herein as a “Common Investor.” The stockholders listed on Schedule C hereto are each referred to herein as a “Non-Investor Stockholder.” The Preferred Investors, Common Investors and Non-Investor Stockholders are collectively referred to herein as the “Stockholders.”
AMENDMENT TO WARRANT TO PURCHASE STOCKPurchase Stock • January 6th, 2012 • Luca Technologies Inc • Crude petroleum & natural gas
This Amendment to Warrant to Purchase Stock (this “Amendment”) is dated as of December 29, 2011 by and between SVB Financial Group (“Holder”) and Luca Technologies, Inc. (“Company”).
WARRANT TO PURCHASE STOCKLuca Technologies Inc • June 29th, 2011 • California
THIS WARRANT CERTIFIES THAT, for good and valuable consideration, SILICON VALLEY BANK (Silicon Valley Bank, together with any registered holder from time to time of this Warrant or any holder of the shares issuable or issued upon exercise of this Warrant, “Holder”) is entitled to purchase the number of fully paid and nonassessable shares of the class of securities (the “Shares”) of the Company at the Warrant Price, all as set forth above and as adjusted pursuant to Article 2 of this Warrant, subject to the provisions and upon the terms and conditions set forth in this Warrant. The number of Shares that may be acquired under this Warrant shall increase from time to time by the quotient obtained by dividing (a) 1.5% of the principal amount of each Advance made under the Loan Agreement by (b) the Warrant Price, each increase to be effective as of the date of each such Advance.
October 1, 2010 Mr. Robert Cavnar Houston, TX 77006 Dear Bob,Letter Agreement • June 29th, 2011 • Luca Technologies Inc • Colorado
This letter agreement (this “Agreement”) outlines the terms and conditions under which Luca Technologies Inc., a Delaware corporation (the “Company”) agrees to employ you as Chief Executive Officer (“CEO”), and you understand that the Company’s employment of you is conditioned upon your good faith agreement to comply with the provisions of this Agreement. This Agreement supersedes and replaces any and all prior negotiations and agreements between you and the Company, including, without limitation, that certain conditional offer letter dated August 13, 2010. This Agreement constitutes the final and entire agreement concerning the subject matter hereof and may be amended or modified only by a writing executed by you and the Company (with approval of the Board, as hereinafter defined).
AMENDED AND RESTATED RIGHTS AGREEMENTRights Agreement • June 29th, 2011 • Luca Technologies Inc • Colorado
THIS AMENDED AND RESTATED RIGHTS AGREEMENT (the “Agreement”) is made as of the 1st day of December, 2008 by and among Luca Technologies Inc., a Delaware corporation (the “Company”), each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as a “Preferred Investor,” and each of the Common Investors (as such term is herinafter defined) executing a signature page to this Agreement. The stockholders listed on Schedule B hereto are each referred to herein as a “Common Investor.” Eric L. Szaloczi (one of the Common Investors) is sometimes referred to herein as “Szaloczi.” The Preferred Investors and Common Investors are collectively referred to herein as the “Stockholders.”
EMPLOYMENT AGREEMENTEmployment Agreement • November 15th, 2011 • Luca Technologies Inc • Crude petroleum & natural gas • Colorado
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into this day of , 2011, by and between Luca Technologies Inc., a Delaware corporation, (hereinafter referred to as the “Company”), and (hereinafter referred to as the “Employee”).
