SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 8th, 2022 • Isun, Inc. • Semiconductors & related devices • Delaware
This Securities Purchase Agreement (this “Agreement”) is dated as of November 4, 2022, between iSun, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 13th, 2023 • Isun, Inc. • Semiconductors & related devices
This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 12, 2023 between iSun, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Holder” and, collectively, the “Holders”).
3,900,000 Units Jensyn Acquisition Corp. UNDERWRITING AGREEMENTUnderwriting Agreement • March 11th, 2016 • Jensyn Acquisition Corp. • Blank checks • New York
The undersigned, Jensyn Acquisition Corp., a Delaware corporation (“Company”), hereby confirms its agreement with Chardan Capital Markets, LLC (hereinafter referred to as “you”, “Chardan”, or as the “Representative”) and with the other underwriters named on Schedule A hereto for which you are acting as representative (the Representative and the other Underwriters being collectively referred to herein as the “Underwriters” or, individually, an “Underwriter”), as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 11th, 2016 • Jensyn Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of March 2, 2016, by and among Jensyn Acquisition Corp., a Delaware corporation (the “Company”), and the undersigned parties listed under Investor on the signature page hereto (each, an “Investor” and, collectively, the “Investors”).
FORM OF INDEMNITY AGREEMENTForm of Indemnity Agreement • November 23rd, 2015 • Jensyn Acquisition Corp. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [____________], 2015, by and between Jensyn Acquisition Corp., a Delaware corporation (the “Company”), and [_____________] (“Indemnitee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 1st, 2019 • PECK Co HOLDINGS, INC. • Gas & other services combined • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 26, 2019, by and between THE PECK COMPANY HOLDINGS, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with it permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
SECURITY AGREEMENTSecurity Agreement • November 8th, 2022 • Isun, Inc. • Semiconductors & related devices • Nevada
This SECURITY AGREEMENT, dated as of November 4, 2022 (this “Agreement”), is among iSun, Inc., a Delaware corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”), the holders of the Company’s Senior Secured Convertible Notes due thirty (30) months following their dates of issuance, in the original aggregate principal amount of $11,750,000 (collectively, the “Notes”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”) and Anson Investments Master Fund LP, in its capacity as agent for the Secured Parties (“Agent”).
PURCHASE AGREEMENTPurchase Agreement • October 1st, 2019 • PECK Co HOLDINGS, INC. • Gas & other services combined • New York
THIS PURCHASE AGREEMENT (the “Agreement”), dated as of September 26, 2019, by and between THE PECK COMPANY HOLDINGS, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).
RIGHTS AGREEMENTRights Agreement • March 11th, 2016 • Jensyn Acquisition Corp. • Blank checks • New York
This Rights Agreement (this “Agreement”) is made as of March 2, 2016 between Jensyn Acquisition Corp., a Delaware corporation, with offices at 800 West Main Street, Suite 204, Freehold, New Jersey 07728 (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (the “Right Agent”).
WARRANT AGREEMENTWarrant Agreement • March 11th, 2016 • Jensyn Acquisition Corp. • Blank checks • New York
This Warrant Agreement (this “Agreement”) is made as of March 2, 2016 between Jensyn Acquisition Corp., a Delaware corporation, with offices at 800 West Main Street, Freehold New Jersey 07728 (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (the “Warrant Agent”).
ISUN, INC. COMMON STOCK AT MARKET ISSUANCE SALES AGREEMENTSales Agreement • June 22nd, 2021 • Isun, Inc. • Semiconductors & related devices • New York
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • February 5th, 2016 • Jensyn Acquisition Corp. • Blank checks • New York
This Agreement is made as of [_____], 2016 by and between Jensyn Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • January 12th, 2021 • PECK Co HOLDINGS, INC. • Semiconductors & related devices • New York
March 2, 2016Underwriting Agreement • March 11th, 2016 • Jensyn Acquisition Corp. • Blank checks • New York
This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Jensyn Acquisition Corp., a Delaware corporation (the “Company”), and Chardan Capital Markets, LLC, as Representative (the “Representative”) of the several Underwriters named in Schedule I thereto (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each comprised of one share of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), one right (“Right”) to receive one-tenth of one share of Common Stock upon consummation of the Company’s initial Business Combination, and one warrant to purchase one-half of one share of Common Stock (“Warrant”). Certain capitalized terms used herein are defined in paragraph 14 hereof.
PRIVATE UNITS PURCHASE AGREEMENTPrivate Units Purchase Agreement • March 11th, 2016 • Jensyn Acquisition Corp. • Blank checks • Delaware
THIS PRIVATE UNITS PURCHASE AGREEMENT, dated as of March 2, 2016 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and between Jensyn Acquisition Corp., a Delaware corporation (the “Company”), and Chardan Capital Markets, LLC, a New York limited liability company (the “Purchaser”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • March 11th, 2016 • Jensyn Acquisition Corp. • Blank checks • New York
This Agreement is made as of March 2, 2016 by and between Jensyn Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 27th, 2019 • PECK Co HOLDINGS, INC. • Gas & other services combined • Delaware
This Registration Rights Agreement (this “Agreement”) is made as of June 20, 2019, by and among Jensyn Acquisition Corp., a Delaware corporation (the “Company”), and the stockholders identified on the signature page hereto (the “Stockholders”). The Company and the Stockholders are, from time to time, referred to individually herein as a “Party”, and collectively as the “Parties”. Unless otherwise defined herein, capitalized terms used in this Agreement have the respective meanings ascribed to them in Section 1.
March 2, 2016Underwriting Agreement • March 11th, 2016 • Jensyn Acquisition Corp. • Blank checks • New York
This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Jensyn Acquisition Corp., a Delaware corporation (the “Company”), and Chardan Capital Markets, LLC, as Representative (the “Representative”) of the several Underwriters named in Schedule I thereto (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each comprised of one share of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), one right (“Right”) to receive one-tenth of one share of Common Stock upon consummation of the Company’s initial Business Combination, and one warrant to purchase one-half of one share of Common Stock (“Warrant”). Certain capitalized terms used herein are defined in paragraph 14 hereof.
WARRANT AGREEMENTWarrant Agreement • June 12th, 2015 • Jensyn Acquisition Corp. • Blank checks • New York
This Warrant Agreement (this “Agreement”) is made as of [_________], 2015 between Jensyn Acquisition Corp., a Delaware corporation, with offices at 800 West Main Street, Freehold New Jersey 07728 (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (the “Warrant Agent”).
15 EXERCISE PRICE SPONSOR WARRANTS PURCHASE AGREEMENTPrice Sponsor Warrants Purchase Agreement • November 23rd, 2015 • Jensyn Acquisition Corp. • Blank checks • Delaware
THIS $15 EXERCISE PRICE SPONSOR WARRANTS PURCHASE AGREEMENT, dated as of [_____], 2015 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and between Jensyn Acquisition Corp., a Delaware corporation (the “Company”), and Jensyn Capital LLC, a Delaware limited liability company (the “Purchaser”).
SENIOR SECURED CONVERTIBLE NOTE DUE MAY 4, 2025Isun, Inc. • November 8th, 2022 • Semiconductors & related devices • Delaware
THIS SENIOR SECURED CONVERTIBLE NOTE is one of a series of duly authorized and validly issued Senior Secured Convertible Notes of iSun, Inc., a Delaware corporation (the “Company”), having its principal place of business at 400 Avenue D, Suite 10, Williston, VT 05495, designated as its Senior Secured Convertible Note due May 4, 2025 (this note, the “Note” and, collectively with the other notes of such series, the “Notes”).
Voting AgreementVoting Agreement • August 12th, 2020 • PECK Co HOLDINGS, INC. • Gas & other services combined • Delaware
This Voting Agreement (this “Agreement”), dated as of August 10, 2020 is entered into by and between the undersigned stockholder (“Stockholder”) of The Peck Company Holdings, Inc., a Delaware corporation (“Parent”), and Sunworks, Inc., a Delaware corporation (the “Company”). The Company and Stockholder are each sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
SHARE EXCHANGE AGREEMENT BY AND AMONG JENSYN ACQUISITION CORP., PECK ELECTRIC CO. AND THE STOCKHOLDERS OF PECK ELECTRIC CO. DATED AS OF FEBRUARY 26, 2019 SHARE EXCHANGE AGREEMENTShare Exchange Agreement • March 1st, 2019 • Jensyn Acquisition Corp. • Gas & other services combined • New York
THIS SHARE EXCHANGE AGREEMENT (this “Agreement”), dated as of February 26, 2019, is made by and among JENSYN ACQUISITION CORP., a Delaware corporation (“JAC”), PECK ELECTRIC CO., a Vermont corporation (the “Company”), and the stockholders of the Company identified on the signature page hereto (each a “Stockholder” and collectively, the “Stockholders”). The Company, the Stockholders and JAC are, from time to time, referred to individually herein as a “Party”, and collectively as the “Parties”. Capitalized terms used but not otherwise defined herein have the meanings ascribed to such terms in ARTICLE 1.
SUBSIDIARY GUARANTEESubsidiary Guarantee • November 8th, 2022 • Isun, Inc. • Semiconductors & related devices • Delaware
SUBSIDIARY GUARANTEE, dated as of November 4, 2022 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between iSun, Inc., a Delaware corporation (the “Company”), and the Purchasers.
REVENUE LOAN AND SECURITY AGREEMENTRevenue Loan and Security Agreement • December 13th, 2023 • Isun, Inc. • Semiconductors & related devices
THIS REVENUE LOAN AND SECURITY AGREEMENT (as amended from time to time, this “Agreement”) is made as of December 12, 2023 (the “Effective Date”), by and among iSun, Inc., a Delaware corporation (“Company”), the parties listed under the heading “Guarantors” on the signature pages attached hereto (each, a “Guarantor,” collectively, the “Guarantors;” each of Company and each Guarantor are referred to herein as a “Company Entity,” and together as the “Company Entities”), and Decathlon Specialty Finance, LLC, a Delaware limited liability company (“Lender”).
LOCKUP AGREEMENTLockup Agreement • January 25th, 2021 • Isun, Inc. • Semiconductors & related devices • Delaware
This Lockup Agreement (this “Agreement”) is made and entered into as of January 19, 2021, by and between The Peck Company Holdings, Inc., a Delaware corporation (“Peck”), and the person set forth on the signature page attached hereto (“Stockholder”). Each capitalized term used, but not otherwise defined, herein has the respective meaning ascribed to such term in the Agreement and Plan of Merger, dated as of January 19, 2021, by and among Peck, iSun Energy LLC, a Delaware limited liability company (“iSun”), Sassoon M. Peress, and Peck Mercury, Inc., a Delaware corporation (the “Merger Agreement”).
VOTING AGREEMENTVoting Agreement • April 14th, 2020 • PECK Co HOLDINGS, INC. • Gas & other services combined • Delaware
This Voting Agreement (this “Agreement”) is made and entered into as of this 20th day of June 2019 (the “Effective Date”), by and among The Peck Company Holdings, Inc., a Delaware corporation (the “Company”), those certain holders of the Company’s common stock, par value $0.001 per share, (the “Common Stock”) listed on Exhibit A hereto (referred to hereinafter as the “Key Holders” and each individually as a “Key Holder”) and Jeffrey Peck, CEO and Chairman of the Board and a substantial owner of the Common Stock (referred to hereinafter as the “Principal”, and together with the Key Holders, the “Stockholders”).
LOCKUP AGREEMENTLockup Agreement • October 5th, 2021 • Isun, Inc. • Semiconductors & related devices • Delaware
This Lockup Agreement (this “Agreement”) is made and entered into as of September __, 2021, by and between iSun, Inc., a Delaware corporation (“iSun”), and the person set forth on the signature page attached hereto (“Stockholder”). Each capitalized term used, but not otherwise defined, herein has the respective meaning ascribed to such term in the Agreement and Plan of Merger, dated as of September , 2021, by and among iSun, iSun Residential Merger Sub, Inc., a Vermont corporation and wholly-owned subsidiary of iSun Residential, Inc., a Delaware corporation and wholly-owned subsidiary of iSun, SolarCommunities, Inc., a Vermont benefit corporation, Jeffrey Irish, James Moore, and Duane Peterson, as Shareholder Representative Group (the “Merger Agreement”).
PUT AGREEMENTPut Agreement • October 5th, 2021 • Isun, Inc. • Semiconductors & related devices • Delaware
This Put Agreement (this “Agreement”), is made and entered as of [DATE], by and between iSun, Inc., a Delaware corporation (the “Company”), and [STOCKHOLDER NAME] (the “Stockholder”).
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATIONIsun, Inc. • December 16th, 2021 • Semiconductors & related devices
As indicated in the Explanatory Note above, on September 8, 2021, iSun, iSun Residential, Merger Sub and SunCommon entered into the Merger Agreement. The Merger Agreement contains the terms and conditions of the proposed Merger, whereby iSun Residential, a wholly-owned subsidiary of iSun will acquire SunCommon in the Merger. Under the Merger Agreement, subject to the satisfaction or (to the extent permitted by law) waiver of the conditions set forth in the Merger Agreement, Merger Sub will merge with and into SunCommon, with SunCommon surviving the Merger and becoming a wholly-owned subsidiary of iSun Residential. The Merger became effective on October 1, 2021.
IRREVOCABLE PROXYProxy • October 5th, 2021 • Isun, Inc. • Semiconductors & related devices
In accordance with the Agreement and Plan of Merger (the “Agreement”) by and among iSun, Inc., a Delaware corporation (the “Company”), iSun Residential Merger Sub, Inc., a Vermont corporation, iSun Residential, Inc., a Delaware corporation, SolarCommunities, Inc., a Vermont benefit corporation, Jeffrey Irish, James Moore, and Duane Peterson as Shareholder Representative Group), the undersigned Stockholder (the “Stockholder”) agrees as follows:
RIGHT OF FIRST REFUSAL AND CORPORATE OPPORTUNITIES AGREEMENTRight of First Refusal And • November 23rd, 2015 • Jensyn Acquisition Corp. • Blank checks • New York
THIS RIGHT OF FIRST REFUSAL AND CORPORATE OPPORTUNITIES AGREEMENT (this “Agreement”) is made as of [______], 2015 by and between Jensyn Acquisition Corp., a Delaware corporation (the “Company”), and Jensyn Integration Services, LLC, a Delaware limited liability company (the “Affiliate”), in connection with the Company’s proposed public offering of units consisting of shares of common stock, par value $0.0001 per share (the “Shares”), rights to receive one-tenth of one Share automatically on the consummation of an initial business combination by the Company, and warrants to purchase one-half of one Share at a price of $11.50 per full Share, as more fully described in a registration statement on Form S-1, filed by the Company with the Securities and Exchange Commission (as amended, the “Registration Statement”).
Jensyn Acquisition Corp.Jensyn Acquisition Corp. • November 23rd, 2015 • Blank checks • Delaware
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • October 5th, 2021 • Isun, Inc. • Semiconductors & related devices • Vermont
This Executive Employment Agreement (the “Agreement”) is entered into as of [ ] __, 2021 by and between SolarCommunities, Inc., a Vermont corporation (the “Company”), and [ ] (“Executive”), each a “party” and together the “parties.” This Agreement consists of this Agreement and Exhibits [A, B and C].
STOCK ESCROW AGREEMENTStock Escrow Agreement • November 23rd, 2015 • Jensyn Acquisition Corp. • Blank checks • New York
This STOCK ESCROW AGREEMENT, dated as of [__________], 2015 (this “Agreement”), is made by and among Jensyn Acquisition Corp., a Delaware corporation (“Company”), Jensyn Capital LLC, a Delaware limited liability company, Jeffrey J. Raymond, Rebecca Irish, Joseph Raymond Peter Underwood, Philip Politziner, Joseph Anastasio and Richard C. Cook (the “Initial Stockholders” and each an “Initial Stockholder”), and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation (“Escrow Agent”).
