EXHIBIT 10.1 LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT (together with any schedule, annex, or exhibit attached hereto, as the same may be amended, restated, or otherwise modified, this "Agreement") is entered into on August 15, 2005...Loan and Security Agreement • August 18th, 2005 • Fiberstars Inc /Ca/ • Electric lighting & wiring equipment • California
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 5th, 2023 • Energy Focus, Inc/De • Electric lighting & wiring equipment • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September 29, 2023, between Energy Focus, 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”).
ASSET PURCHASE AGREEMENT by and among FIBRE OPTICS INTERNATIONAL, INC., (a Washington corporation) DOUGLAS S. CARVER, DAVE M. CARVERAsset Purchase Agreement • May 28th, 1999 • Fiberstars Inc /Ca/ • Electric lighting & wiring equipment • California
EXECUTION VERSION ----------------- ASSET PURCHASE AGREEMENT by and between RESPIRONICS, INC.Asset Purchase Agreement • May 28th, 1999 • Fiberstars Inc /Ca/ • Electric lighting & wiring equipment • Pennsylvania
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 23rd, 2023 • Energy Focus, Inc/De • Electric lighting & wiring equipment
This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 17, 2023, between Energy Focus, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
ContentsAgreement • December 4th, 1998 • Fiberstars Inc /Ca/ • Electric lighting & wiring equipment • California
RECITALSLease • April 5th, 2000 • Fiberstars Inc /Ca/ • Electric lighting & wiring equipment
AMENDED AND RESTATED THREE (3) YEAR SUPPLY AGREEMENT THIS AMENDED AND RESTATED THREE (3) YEAR SUPPLY AGREEMENT, made and entered into this 31st day of March, 1998, by and between FIBERSTARS, INC., a company organized and existing under laws of the...Supply Agreement • March 31st, 1998 • Fiberstars Inc /Ca/ • Electric lighting & wiring equipment • New York
THIS COMMON STOCK PURCHASE WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE TRANSFERRED IN VIOLATION OF THE ACT, THE RULES AND REGULATIONS UNDER THE ACT, OR THE PROVISIONS OF THIS COMMON STOCK PURCHASE...Common Stock Purchase Warrant • March 19th, 2010 • Energy Focus, Inc/De • Electric lighting & wiring equipment
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Lincoln Park Capital Fund, LLC (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after , 2010 [6 months from the Issuance Date] (the “Initial Exercise Date”) and on or prior to the close of business on the fifth anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from ENERGY FOCUS, INC., a Delaware corporation (the “Company”), up to 350,000 shares (the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 19th, 2010 • Energy Focus, Inc/De • Electric lighting & wiring equipment • Illinois
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 17, 2010, by and between ENERGY FOCUS, 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”).
FIBERSTARS, INC. AMENDMENT NO. 4 TO REGISTRATION RIGHTS AGREEMENT This Amendment No. 4 (the "Amendment") is made as of July 30, 1997, to the Registration Rights Agreement dated as of October 20, 1990, as amended February 6, 1991, April 30, 1994, and...Registration Rights Agreement • November 13th, 1997 • Fiberstars Inc /Ca/ • Electric lighting & wiring equipment
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 16th, 2021 • Energy Focus, Inc/De • Electric lighting & wiring equipment • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 14, 2021, between Energy Focus, 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”).
FIBERSTARS, INC. a Delaware corporation and MELLON INVESTOR SERVICES LLC a New Jersey limited liability company Rights AgentRights Agreement • November 27th, 2006 • Fiberstars Inc /Ca/ • Electric lighting & wiring equipment • New York
THIS RIGHTS AGREEMENT (this "Agreement") is dated as of October 25, 2006, between FIBERSTARS, INC., a Delaware corporation (the "Company"), and MELLON INVESTOR SERVICES LLC, a New Jersey limited liability company (the "Rights Agent").
EXHIBIT 4.9 THIS WARRANT AND ANY SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED OR QUALIFIED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR THE SECURITIES LAWS OF ANY STATE, AND MAY NOT BE SOLD, OFFERED FOR...Fiberstars Inc /Ca/ • May 27th, 2004 • Electric lighting & wiring equipment • California
ASSET PURCHASE AGREEMENT by and among FIBRE OPTICS INTERNATIONAL, INC., (a Washington corporation) DOUGLAS S. CARVER, DAVE M. CARVERAsset Purchase Agreement • April 1st, 1999 • Fiberstars Inc /Ca/ • Electric lighting & wiring equipment • California
TABLE OF CONTENTSAgreement and Plan of Reorganization • August 14th, 2000 • Fiberstars Inc /Ca/ • Electric lighting & wiring equipment • California
PRE-FUNDED] COMMON STOCK PURCHASE WARRANT ENERGY FOCUS, INC.Energy Focus, Inc/De • June 6th, 2022 • Electric lighting & wiring equipment
THIS [PRE-FUNDED] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) [and on or prior to 5:00 p.m. (New York City time) on ________1]2 [until this Warrant is exercised in full]3 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Energy Focus, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
STRICTLY CONFIDENTIAL Energy Focus, Inc. 32000 Aurora Road, Suite B Solon, Ohio 44139 Attn: James Tu, Chief Executive Officer Dear Mr. Tu:Letter Agreement • January 13th, 2020 • Energy Focus, Inc/De • Electric lighting & wiring equipment • New York
This letter agreement (this “Agreement”) constitutes the agreement between Energy Focus, Inc. (the “Company”) and H.C. Wainwright & Co., LLC (“Wainwright”), that Wainwright shall serve as the exclusive agent, advisor or underwriter in any offering (each, an “Offering”) of securities of the Company (the “Securities”) during the Term (as hereinafter defined) of this Agreement. The terms of each Offering and the Securities issued in connection therewith shall be mutually agreed upon by the Company and Wainwright and nothing herein implies that Wainwright would have the power or authority to bind the Company and nothing herein implies that the Company shall have an obligation to issue any Securities. It is understood that Wainwright’s assistance in an Offering will be subject to the satisfactory completion of such investigation and inquiry into the affairs of the Company as Wainwright deems appropriate under the circumstances and to the receipt of all internal approvals of Wainwright in co
ContractEnergy Focus, Inc/De • August 13th, 2014 • Electric lighting & wiring equipment
NEITHER THESE SECURITIES NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THESE SECURITIES HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. SUBJECT TO THE PROVISIONS HEREOF, THESE SECURITIES AND THE SECURITIES ISSUABLE UPON EXERCISE OF THESE SECURITIES MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT SECURED BY SUCH SECURITIES.
•] SHARES OF COMMON STOCK ENERGY FOCUS, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • July 22nd, 2014 • Energy Focus, Inc/De • Electric lighting & wiring equipment • New York
Note Purchase AgreementNote Purchase Agreement • April 25th, 2022 • Energy Focus, Inc/De • Electric lighting & wiring equipment • Utah
This Note Purchase Agreement (this “Agreement”), dated as of April 21, 2022, is entered into by and between Energy Focus, Inc., a Delaware corporation (“Company”), and Streeterville Capital, LLC, a Utah limited liability company, its successors and/or assigns (“Investor”).
COMMON STOCK PURCHASE WARRANT ENERGY FOCUS, INC.Energy Focus, Inc/De • January 13th, 2020 • Electric lighting & wiring equipment
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after January 13, 2020 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on January 9, 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Energy Focus, Inc., a Delaware corporation (the “Company”), up to shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is issued pursuant to that certain Engagement Agreement, by and between the Company and H.C. Wainwright & Co., LLC, dated as of January 8, 2020.
FIBERSTARS-SUB-LESSEE /S/ STEVE KEPLINGER -----------------------Rental Agreement • March 31st, 1998 • Fiberstars Inc /Ca/ • Electric lighting & wiring equipment
COMMON STOCK PURCHASE WARRANT ENERGY FOCUS, INC.Energy Focus, Inc/De • January 13th, 2020 • Electric lighting & wiring equipment
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after January 13, 2020 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on January 13, 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Energy Focus, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
FIBERSTARS, INC. Shares of Common Stock (Par Value $.0001 Per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • October 17th, 2005 • Fiberstars Inc /Ca/ • Electric lighting & wiring equipment • California
Fiberstars, Inc., a California corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A hereto (the “Underwriters”), pursuant to this underwriting agreement (the ”Agreement”), an aggregate of [ ( )] shares (the “Company Firm Shares”) of common stock of the Company, par value $.0001 per share (“Common Stock”); and the shareholders of the Company named in Schedule B hereto (collectively, the “Selling Shareholders”) severally propose to sell to the several Underwriters an aggregate of [ ( )] shares of Common Stock (the “Selling Stockholder Firm Shares”) (with each Selling Stockholder selling the number of shares of Common Stock set forth opposite such Selling Stockholder’s name in Schedule B). In addition, the Company has granted to the Underwriters the option referred to in Section 3(d) hereof to purchase an aggregate of not more than an additional [ ( )] shares of Common Stock (the “Company Option Shares”), and the Selling Stockholders have
ContractCommon Stock Purchase • March 19th, 2008 • Energy Focus, Inc/De • Electric lighting & wiring equipment • Delaware
THIS COMMON STOCK PURCHASE WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE TRANSFERRED IN VIOLATION OF SUCH ACT, THE RULES AND REGULATIONS THEREUNDER OR THE PROVISIONS OF THIS COMMON STOCK PURCHASE WARRANT.
Number of Shares of Common Stock: Warrant No. COMMON STOCK PURCHASE WARRANT To Purchase Common Stock of ENERGY FOCUS, INC.Common Stock Purchase Warrant • March 30th, 2012 • Energy Focus, Inc/De • Electric lighting & wiring equipment • Delaware
This Warrant is issued pursuant to, and the Holder is entitled to the benefits of, that certain Securities Purchase Agreement dated as of February 27, 2012 by and among the Company and the investors party thereto (the “Securities Purchase Agreement”). Capitalized terms used herein without definition are used with the definitions assigned thereto in such Securities Purchase Agreement.
FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (ACCOUNTS AND INVENTORY) AND AMENDED AND RESTATED INVENTORY RIDER (REVOLVING ADVANCES)Loan and Security Agreement • May 10th, 2005 • Fiberstars Inc /Ca/ • Electric lighting & wiring equipment • California
ENERGY FOCUS INC. Securities Purchase AgreementSecurities Purchase Agreement • March 19th, 2008 • Energy Focus, Inc/De • Electric lighting & wiring equipment • Delaware
This Securities Purchase Agreement (this “Agreement”) is dated as of March 14, 2008, by and among Energy Focus, Inc., a Delaware corporation (the “Company”), and the parties listed on the signature page hereto (each an “Investor” and together the “Investors”).
EXCHANGE AGREEMENTExchange Agreement • May 11th, 2023 • Energy Focus, Inc/De • Electric lighting & wiring equipment • Utah
This Exchange Agreement (this “Agreement”) is entered into as of March 31, 2023 by and between Streeterville Capital, LLC, a Utah limited liability company (“Lender”), and Energy Focus, Inc., a Delaware corporation (“Borrower”). Capitalized terms used in this Agreement without definition shall have the meanings given to them in the Original Note (as defined below).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 5th, 2023 • Energy Focus, Inc/De • Electric lighting & wiring equipment • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 29, 2023, between Energy Focus, 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”).
RECITALSInvestor Agreement • March 30th, 2004 • Fiberstars Inc /Ca/ • Electric lighting & wiring equipment • California
EXHIBIT 10.43 INDEMNIFICATION AGREEMENT THIS AGREEMENT (the "Agreement") is made and entered into this ___ day of January, 2003 between Fiberstars, Inc., a California corporation (the "Corporation"), and ________________________ ("Director"). WHEREAS,...Indemnification Agreement • March 30th, 2004 • Fiberstars Inc /Ca/ • Electric lighting & wiring equipment • California
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • December 14th, 2018 • Energy Focus, Inc/De • Electric lighting & wiring equipment • California
This LOAN AND SECURITY AGREEMENT (this “Agreement”), dated as of December 11, 2018, is entered into between AUSTIN FINANCIAL SERVICES, INC., a Delaware corporation (“Lender”), and ENERGY FOCUS, INC., a Delaware corporation (“Borrower”).
RECITALSInvestor Agreement • November 13th, 1997 • Fiberstars Inc /Ca/ • Electric lighting & wiring equipment • California
