0001193125-12-117111 Sample Contracts

SECOND AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • March 15th, 2012 • Enernoc Inc • Services-computer programming, data processing, etc. • New York

This Second Amendment to Credit Agreement (this “Amendment”) is made as of this 8th day of November, 2011 (the “Second Amendment Effective Date”) by and among (a) (i) ENERNOC, INC., a Delaware corporation (“EnerNOC”) and (ii) ENOC SECURITIES CORPORATION, a Massachusetts corporation (“ENOC Securities”) (hereinafter, EnerNOC and ENOC Securities are, jointly and severally, individually and collectively, referred to as the “Borrower”), (b) the Lenders party hereto, (c) the several banks and other financial institutions or entities from time to time parties hereto (the “Lenders”), (d) SILICON VALLEY BANK (“SVB”), as Administrative Agent; (e) SVB, as an Issuing Lender; and (f) SVB, as Swingline Lender.

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AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • March 15th, 2012 • Enernoc Inc • Services-computer programming, data processing, etc.

The Second Amended and Restated Employment Agreement (the “Agreement”) dated as of March 1, 2010, by and between EnerNOC, Inc., a Delaware corporation (the “Company”), and Timothy G. Healy (the “Executive”) is hereby amended as set forth below. Capitalized terms not defined herein shall have the meaning specified in the Agreement.

FIRST AMENDMENT TO AMENDED AND RESTATED LEASE
Lease • March 15th, 2012 • Enernoc Inc • Services-computer programming, data processing, etc. • Delaware

THIS FIRST AMENDMENT TO AMENDED AND RESTATED LEASE (this “Amendment”) is entered into as of September 16, 2011 (the “Effective Date”), by and between ASLAN III FEDERAL, L.L.C. (formerly known as Transwestern Federal, L.L.C.), a Delaware limited liability company (“Landlord”), and ENERNOC, INC., a Delaware corporation (“Tenant”).

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