FORM OF SUBSCRIPTION AGREEMENTSubscription Agreement • December 3rd, 2018 • TerraCycle US Inc. • Refuse systems • Delaware
THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD OF TIME. NO PUBLIC MARKET EXISTS FOR THE SECURITIES, AND NO PUBLIC MARKET IS EXPECTED TO DEVELOP FOLLOWING THIS OFFERING.
EXCLUSIVE PLACEMENT AGENCY AGREEMENTExclusive Placement Agency Agreement • August 29th, 2017 • TerraCycle US Inc. • New York
This Placement Agency Agreement (this “Agreement”) is made as of August 14, 2017, between JH Terra LLC, a ___________ limited liability company (the “Company”) and Strategic Capital Investments LLC (the “Placement Agent”) and C2M Securities LLC and division of Strategic Capital Investments LLC. The Placement Agent and the Company agree:
STRATEGIC CAPITAL INVESTORS, LLC PARTICIPATING DEALER AGREEMENT TerraCycle US Inc. Shares of Class A (Non-Voting) Preferred StockParticipating Dealer Agreement • November 16th, 2017 • TerraCycle US Inc. • Refuse systems • Virginia
The undersigned, Strategic Capital Investors, LLC, a Michigan limited liability company (the "Placement Agent"), has entered into Exclusive Placement Agency Agreements dated August 14, 2017 with TerraCycle US Inc., a Delaware corporation (the "Company"), and JH Terra LLC, a stockholder of TerraCycle, Inc., the parent company of the Company, for the sale (the "Offering") of up to 250,000 shares of Class A (Non-Voting) Preferred Stock (the "Shares") of the Company, pursuant to which the Placement Agent has agreed to use its best efforts, together with a group of licensed securities dealers (a "Dealer" if singular or the "Dealers" if plural), to solicit offers for the purchase of the Shares. The Placement Agency Agreements are attached hereto as Exhibit A (together, the “Placement Agency Agreement”). The Company has prepared and filed an Offering Statement on Form 1-A, File No. 024-10734 (together with all amendments thereto, the "Offering Statement") with the Securities and Exchange Comm
AMENDMENT TO EXCLUSIVE PLACEMENT AGENCY AGREEMENTExclusive Placement Agency Agreement • June 24th, 2019 • TerraCycle US Inc. • Refuse systems
Amendment dated June 20, 2019 (the “Amendment”) to Placement Agency Agreement made as of August 14, 2017 (the “Agreement”), between TerraCycle US Inc., a Delaware corporation (the “Company”), and Strategic Capital Investments, LLC, a Michigan limited liability company (the “Placement Agent”).
SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • May 1st, 2023 • TerraCycle US Inc. • Refuse systems
This SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENT (this "Amendment") is made and entered into effective as of September 29, 2022, by and among HENRY PRATT COMPANY, LLC, a Delaware limited liability company ("Seller"), and TERRACYCLE US, LLC, a Delaware limited liability company ("Purchaser").
EXCLUSIVE PLACEMENT AGENCY AGREEMENTExclusive Placement Agency Agreement • August 29th, 2017 • TerraCycle US Inc. • New York
This Placement Agency Agreement (this “Agreement”) is made as of August 14, 2017, between TerraCycle US Inc., a Delaware corporation (the “Company”) Strategic Capital Investments, LLC (the “Placement Agent”) and C2M Securities, LLC a division of Strategic Capital Investments, LLC. The Placement Agent and the Company agree:
FORM OF ESCROW AGREEMENTForm of Escrow Agreement • August 29th, 2017 • TerraCycle US Inc. • New York
This Escrow Agreement (the “Agreement”) is made and entered into as of August __ 2017 (the “Effective Date”), by and among Atlantic Capital Bank, N.A., a Georgia banking corporation (the “Escrow Agent”), TerraCycle US Inc., a Delaware Corporation, (the “Company”) and Strategic Capital Investments, LLC, a Michigan limited liability company (the “Placement Agent”).
TERRACYCLE ZERO WASTE BAG COLLECTION SERVICES AGREEMENTServices and Licensing Agreement • May 1st, 2023 • TerraCycle US Inc. • Refuse systems • Delaware
This TerraCycle Zero Waste Bag Collection Services and Licensing Agreement (“Agreement”) is entered into by and between HBSCO LLC. (hereinafter referred to as “HBS”) and TerraCycle US, LLC (hereinafter referred to as “TerraCycle”) (each herein a “Party” together the “Parties”) this ____12th ____day of __ October ____, 2022 (“Effective Date”).
Rental Agreement Between TerraCycle, Inc. and TerraCycle US, LLCRental Agreement • August 29th, 2017 • TerraCycle US Inc.
This Rental Agreement (this “Agreement”) between TerraCycle US, LLC, a Delaware Limited Liability Company (“Landlord”) owner of and doing business at 21 Hillside Avenue, Trenton, NJ, USA (the “Premises”), and TerraCycle TerraCycle, Inc. a Delaware Corporation (“Tenant”) doing business at 121 New York Avenue, Trenton, NJ USA is entered into as of April 16, 2014.
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • May 1st, 2023 • TerraCycle US Inc. • Refuse systems
THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is made as of July 13, 2022 (the “Effective Date”), by and between TerraCycle US LLC, a Delaware limited liability company (“Purchaser”), and HENRY PRATT COMPANY, LLC, a Delaware limited liability company (“Seller”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • November 16th, 2017 • TerraCycle US Inc. • Refuse systems • Delaware
This Asset Purchase Agreement (the “Agreement”), dated as of October 9, 2017, is entered into by and among: TerraCycle US Inc. a Delaware corporation with its principal place of business at 121 New York Avenue, Trenton, NJ 08638 ( “Parent”), TerraCycle Regulated Waste, LLC, a Delaware limited liability company, with its principal place of business at 121 New York Avenue, Trenton, NJ 08638 (“Purchaser”), Scott Beierwaltes, a North Carolina resident (the “Seller Principal”), and Air Cycle Corporation, an Illinois corporation (“Seller”) with its principal place of business located at 2200 Ogden Avenue, Suite 100, Lisle, IL 60532. Certain capitalized terms used in this Agreement are defined in Exhibit A. Parent and Purchaser are jointly and severally liable with respect to any and all covenants, representations, warranties, obligations or duties of the Purchaser set forth herein and any other reference to the Purchaser herein for which liability can be attached.
AMENDMENT TO TERM LOAN AGREEMENTTerm Loan Agreement • September 27th, 2022 • TerraCycle US Inc. • Refuse systems
THIS AMENDMENT (“Amendment”) dated and effective as of January 1, 2022 (“Amendment Effective Date”) shall amend the Term Loan Agreement (as defined below) and is by and between TerraCycle US Inc., a Delaware Corporation (the “Lender”), and TerraCycle, Inc., a Delaware corporation (“Borrower” and together with Lender, the “Parties,” and each, a “Party”).
MASTER SUPPLY AND LICENSING AGREEMENTMaster Supply and Licensing Agreement • May 2nd, 2022 • TerraCycle US Inc. • Refuse systems • New Jersey
THIS MASTER SUPPLY AGREEMENT (this “Agreement”), dated as of March 28th 2022 (the “Effective Date”), is entered into by and between TerraCycle US, LLC, a Delaware limited liability company having an address at 1 TerraCycle Way, Trenton, NJ 08638 (“TerraCycle”), and GRN Movement (“Customer”), a Delaware Public Benefit corporation having an address at _________________________________________ (together with TerraCycle, the “Parties”, and each, a “Party”).
OPERATIONAL SUPPORT SERVICES (US) AGREEMENTOperational Support Services • August 29th, 2017 • TerraCycle US Inc. • New Jersey
THIS OPERATIONAL SUPPORT SERVICES (US) AGREEMENT shall be effective as of the fifteenth day of August, 2017, by and among, TerraCycle, Inc., a Delaware corporation headquartered in New Jersey ("TerraCycle"), the SERVICE PROVIDER AFFILIATES ("PROVIDERS"), identified at Attachment I, and the SERVICE RECIPIENT AFFILIATES ("RECIPIENTS"), also identified at Attachment I, and hereby made a party to this Agreement, (collectively, the "Parties" and each individually a "Party").
Term Loan AGREEMENTTerm Loan Agreement • September 27th, 2022 • TerraCycle US Inc. • Refuse systems • New Jersey
This Term Loan Agreement (the “Agreement”) is made and entered into this first day of July 1, 2019 (the “Effective Date”), by and between TerraCycle US Inc., a Delaware Corporation (the “Lender”), and TerraCycle, Inc., a Delaware corporation (“Borrower”).
THIRD AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • May 1st, 2023 • TerraCycle US Inc. • Refuse systems
This THIRD AMENDMENT TO PURCHASE AND SALE AGREEMENT (this "Amendment") is made and entered into effective as of November_, 2022, by and among HENRY PRATT COMPANY, LLC, a Delaware limited liability company ("Seller"), and TERRACYCLE US, LLC, a Delaware limited liability company ("Purchaser").
FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • May 1st, 2023 • TerraCycle US Inc. • Refuse systems
This FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT (this "Amendment") is made and entered into effective as of September 12,2022, by and among HENRY PRATT COMPANY, LLC, a Delaware limited liability company ("Seller"), and TERRACYCLE US, LLC, a Delaware limited liability company ("Purchaser").
GUARANTY AND PLEDGE AGREEMENTGuaranty and Pledge Agreement • May 1st, 2023 • TerraCycle US Inc. • Refuse systems
THIS GUARANTY AGREEMENT, made as of this 31st day of December 2022, by and among TerraCycle, Inc. ("Borrower"); and TerraCycle US Inc. ("Lender or Secured Party”).
