ContractInvestor Rights Agreement • December 18th, 2009 • Solyndra, Inc. • California
THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR ANY STATE SECURITIES LAWS. NO SALE OR DISPOSITION MAY BE EFFECTED WITHOUT (i) EFFECTIVE REGISTRATION STATEMENTS RELATED THERETO, (ii) AN OPINION OF COUNSEL OR OTHER EVIDENCE, REASONABLY SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATIONS ARE NOT REQUIRED, (iii) RECEIPT OF NO-ACTION LETTERS FROM THE APPROPRIATE GOVERNMENTAL AUTHORITIES, OR (iv) OTHERWISE COMPLYING WITH THE PROVISIONS OF SECTION 8 OF THIS WARRANT.
SOLYNDRA, INC. WARRANT TO PURCHASE SHARES OF COMMON STOCKStock Exchange Agreement • December 18th, 2009 • Solyndra, Inc. • New York
THIS CERTIFIES THAT, for value received, _________________________________ (the “Original Holder”) or its assignees (as the case may be, the “Holder”) is entitled to subscribe for and purchase up to fully paid and nonassessable shares of Common Stock of SOLYNDRA, INC., a Delaware corporation (the “Company”) (as adjusted pursuant to Section 4 hereof, the “Shares”), at a price per share of $7.3668 (such price and such other price as shall result, from time to time, from the adjustments specified in Section 4 hereof is herein referred to as the “Warrant Price”), subject to the provisions and upon the terms and conditions hereinafter set forth.
ALLOCATION AGREEMENTAllocation Agreement • March 16th, 2010 • Solyndra, Inc. • Semiconductors & related devices • Delaware
This ALLOCATION AGREEMENT (the “Agreement”) is made and entered into as of March 25, 2008, by and between Solyndra, Inc., a Delaware corporation (the “Company”), and Argonaut Ventures I, LLC (“Investor”). All capitalized terms not otherwise defined shall have the respective meanings ascribed thereto in Section 5.
SPONSOR SUPPORT AGREEMENT among SOLYNDRA, INC., as Sponsor SOLYNDRA FAB 2 LLC, as Borrower as Credit Party as Loan Servicer as Collateral Agent Dated as of September 2, 2009Sponsor Support Agreement • March 16th, 2010 • Solyndra, Inc. • Semiconductors & related devices • New York
WHEREAS, in order to finance the cost of the Project, the Borrower has entered into the Common Agreement dated as of September 2, 2009, by and among DOE, the Borrower, the Loan Servicer and the Collateral Agent (the “Common Agreement”), pursuant to which the Credit Parties have agreed to make available certain credit facilities to the Borrower on the terms and conditions set forth therein.
DOE (Title XVII) SOLYNDRA FOR FFB USE ONLY Note Date September 3, 2009 Note Identifier: Place of Issue Washington, DC Purchase Date: Last Day for an Advance (¶3) May 15, 2012 Maximum Principal Maturity Amount (¶4) $535,000,000 Date (¶5) August 15,...Solyndra, Inc. • March 16th, 2010 • Semiconductors & related devices • New York
Execution Counterpart] EQUITY PLEDGE AGREEMENTEquity Pledge Agreement • March 16th, 2010 • Solyndra, Inc. • Semiconductors & related devices • New York
THIS EQUITY PLEDGE AGREEMENT (this “Agreement”), dated as of September 2, 2009, is made by and between SOLYNDRA, INC., a corporation organized and existing under the laws of the State of Delaware (the “Sponsor”), and U.S. BANK NATIONAL ASSOCIATION, as collateral agent for the Secured Parties referred to below (in such capacity, the “Collateral Agent”).
STANDARD INDUSTRIAL LEASE (NET)Lease • March 16th, 2010 • Solyndra, Inc. • Semiconductors & related devices • California
ContractSupply Agreement • March 16th, 2010 • Solyndra, Inc. • Semiconductors & related devices • New York
*** Information has been omitted pursuant to a request for confidential treatment which has been filed separately with the Securities and Exchange Commission.
SEVENTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • December 18th, 2009 • Solyndra, Inc. • Delaware
LEASE AGREEMENT BETWEEN iSTAR CTL I, L.P., AS LANDLORD AND SOLYNDRA, INC., AS TENANT DATED APRIL 25, 2008 1210 CALIFORNIA CIRCLE, MILPITAS, CALIFORNIALease Agreement • March 16th, 2010 • Solyndra, Inc. • Semiconductors & related devices • California
THIS LEASE AGREEMENT (this “Lease”) is entered into as of the Effective Date between iSTAR CTL I, L.P., a Delaware limited partnership (“Landlord”), and SOLYNDRA, INC., a Delaware corporation (“Tenant”).
INDUSTRIAL LEASEIndustrial Lease • March 16th, 2010 • Solyndra, Inc. • Semiconductors & related devices • California
This Industrial Lease (“Lease”), dated for reference purposes only January 24, 2007 (the “Effective Date”), is made by and between GLOBAL KATO HG, LLC, a California limited liability company (“Lessor”), and SOLYNDRA, INC., a Delaware corporation (“Original Lessee”) (collectively the “Parties,” or individually a “Party”).
DOE (Title XVII) SOLYNDRANote Purchase Agreement • March 16th, 2010 • Solyndra, Inc. • Semiconductors & related devices • New York
NOTE PURCHASE AGREEMENT made as of September 2, 2009, by and among the FEDERAL FINANCING BANK (“FFB”), a body corporate and instrumentality of the United States of America, SOLYNDRA FAB 2 LLC (the “Borrower”), a limited liability company organized and existing under the laws of the State of Delaware, and the SECRETARY OF ENERGY, acting through the Department of Energy (the “Secretary”).
SOLYNDRA, INC. WARRANT TO PURCHASE SHARES OF COMMON STOCKSolyndra, Inc. • December 18th, 2009 • New York
THIS CERTIFIES THAT, for value received, HSH NORDBANK AG, NEW YORK BRANCH and its assignees are entitled to subscribe for and purchase 1,318,405 fully paid and nonassessable shares of Common Stock (as adjusted pursuant to Section 4 hereof, the “Shares”) of SOLYNDRA, INC., a Delaware corporation (the “Company”), at a price per share of $4.964 (such price and such other price as shall result, from time to time, from the adjustments specified in Section 4 hereof is herein referred to as the “Warrant Price”), subject to the provisions and upon the terms and conditions hereinafter set forth.
Execution Counterpart] SECURITY AGREEMENTSecurity Agreement • March 16th, 2010 • Solyndra, Inc. • Semiconductors & related devices • New York
THIS SECURITY AGREEMENT (this “Agreement”), dated as of September 2, 2009, is made by and between SOLYNDRA FAB 2 LLC, a Delaware limited liability company (the “Borrower”), and U.S. Bank National Association, as collateral agent for the Secured Parties referred to below (in such capacity, the “Collateral Agent”).
SOLYNDRA, INC. WARRANT TO PURCHASE SHARES OF COMMON STOCKPurchase Agreement • December 18th, 2009 • Solyndra, Inc. • California
THIS CERTIFIES THAT, for value received, and its assignees are entitled to subscribe for and purchase fully paid and nonassessable shares of Common Stock (as adjusted pursuant to Section 4 hereof, the “Shares”) of SOLYNDRA, INC., a Delaware corporation (the “Company”), at a price per share of $23.0017 (such price and such other price as shall result, from time to time, from the adjustments specified in Section 4 hereof is herein referred to as the “Warrant Price”), subject to the provisions and upon the terms and conditions hereinafter set forth. This Warrant is (i) being issued pursuant to Section 1(b) of that certain Note and Warrant Purchase Agreement by and among the Company, the holder of this Warrant and certain other investors dated as of July 25, 2008 (as the same may be amended from time to time, the “Purchase Agreement”); (ii) subject to the terms of that certain Fifth Amended and Restated Investors’ Rights Agreement dated as of July 25, 2008 among the Company, certain holder
COLLATERAL AGENCY AGREEMENT dated as of September 2, 2009 among SOLYNDRA FAB 2 LLC AS BORROWER SOLYNDRA, INC. AS EQUITY CONTRIBUTOR AS COLLATERAL AGENT AS LOAN SERVICERCollateral Agency Agreement • March 16th, 2010 • Solyndra, Inc. • Semiconductors & related devices • New York
SUBLEASECommencement Agreement • March 16th, 2010 • Solyndra, Inc. • Semiconductors & related devices • California
THIS SUBLEASE (“Sublease”) is entered into as of January 24, 2007, by and between SEAGATE TECHNOLOGY (US) HOLDINGS, INC., a Delaware corporation (“Sublandlord”) and SOLYNDRA, INC., a Delaware corporation (“Subtenant”), with reference to the following facts:
SOLYNDRA, INC. WARRANT TO PURCHASE SHARES OF COMMON STOCKSolyndra, Inc. • December 18th, 2009 • New York
THIS CERTIFIES THAT, for value received, (the “Original Holder”) or its assignees (as the case may be, the “Holder”) is entitled to subscribe for and purchase up to fully paid and nonassessable shares of Common Stock of SOLYNDRA, INC., a Delaware corporation (the “Company”) (as adjusted pursuant to Section 4 hereof, the “Shares”), at a price per share of $3.9643 (such price and such other price as shall result, from time to time, from the adjustments specified in Section 4 hereof is herein referred to as the “Warrant Price”), subject to the provisions and upon the terms and conditions hereinafter set forth.
COMMON AGREEMENT dated as of September 2, 2009 among SOLYNDRA FAB 2 LLC, as Borrower U.S. DEPARTMENT OF ENERGY, as Credit Party, U.S. DEPARTMENT OF ENERGY, as Loan Servicer, and U.S. BANK NATIONAL ASSOCIATION, as Collateral Agent Thin- Film Solar...Common Agreement • March 16th, 2010 • Solyndra, Inc. • Semiconductors & related devices • New York
This COMMON AGREEMENT (the “Common Agreement”), dated as of September 2, 2009, is by and among (i) SOLYNDRA FAB 2 LLC, a limited liability company organized and existing under the laws of Delaware, as Borrower, (ii) the U.S. DEPARTMENT OF ENERGY, acting by and through the Secretary of Energy, for itself as a Credit Party and as guarantor of the DOE-Guaranteed Loans (in such capacity, “DOE”), (iii) the U.S. DEPARTMENT OF ENERGY, acting by and through the Secretary of Energy, as the Loan Servicer (in such capacity, the “Loan Servicer”), and (iv) U.S. BANK NATIONAL ASSOCIATION, a national banking association, as the Collateral Agent.
SOLYNDRA, INC. WARRANT TO PURCHASE SHARES OF COMMON STOCKSolyndra, Inc. • December 18th, 2009 • Delaware
THIS CERTIFIES THAT, for value received, _________________________________ and its assignees are entitled to subscribe for and purchase _____________ fully paid and nonassessable shares of Common Stock (as adjusted pursuant to Section 4 hereof, the “Shares”) of SOLYNDRA, INC., a Delaware corporation (the “Company”), at a price per share of $10.0582 (such price and such other price as shall result, from time to time, from the adjustments specified in Section 4 hereof is herein referred to as the “Warrant Price”), subject to the provisions and upon the terms and conditions hereinafter set forth. This Warrant is (i) being issued pursuant to Section 1.2 of that certain Equity Purchase Agreement by and among the Company, the holder of this Warrant and certain other investors dated as of March 25, 2008 (the “Equity Agreement”) and (ii) subject to the terms of the that certain Fourth Amended and Restated Investor Rights Agreement dated as of March 25, 2008 among the Company, certain holders o
SUBLEASE AGREEMENT BETWEEN SEAGATE TECHNOLOGY (US) HOLDINGS, INC. AND SOLYNDRA, INC. 47700 KATO ROAD FREMONT, CALIFORNIASolyndra, Inc. • March 16th, 2010 • Semiconductors & related devices • California
This First Amendment to Lease and Consent to Sublease (“Consent”) dated as of January 24, 2007 (the “Effective Date”), is executed by and among Global Kato HG, LLC, a California limited liability company (“Lessor”), Seagate Technology (US) Holdings, Inc., a Delaware corporation (“Lessee”), and Solyndra, Inc., a Delaware corporation (“Sublessee”) in connection with a proposed Sublease Agreement dated January 24, 2007, by and between Sublessee and Lessee (“Sublease”) affecting the Sublease Premises, which Sublease Premises consists of the entire premises leased to Lessee pursuant to and more particularly described in that certain Industrial Lease dated September 16, 2003, by and between Lessor and Lessee (“Lease”). A true, correct and complete copy of the Sublease is attached hereto as Schedule : “1”.
ContractSupply Agreement • March 16th, 2010 • Solyndra, Inc. • Semiconductors & related devices
*** Information has been omitted pursuant to a request for confidential treatment which has been filed separately with the Securities and Exchange Commission.
EQUITY FUNDING AGREEMENT among SOLYNDRA, INC., as Equity Contributor SOLYNDRA FAB 2 LLC, as Borrower as Credit Party as Loan Servicer as Collateral Agent Dated as of September 2, 2009Equity Funding Agreement • March 16th, 2010 • Solyndra, Inc. • Semiconductors & related devices • New York
WHEREAS, in order to finance the cost of the Project, the Borrower has entered into the Common Agreement dated as of September 2, 2009, by and among DOE, the Borrower, the Loan Servicer and the Collateral Agent (the “Common Agreement”), pursuant to which the Credit Parties have agreed to make available certain credit facilities to the Borrower on the terms and conditions set forth therein.
