EXECUTIVE AGREEMENTExecutive Agreement • April 28th, 2014 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials • Massachusetts
This Amended and Restated Executive Agreement (this “Agreement”) is dated as of August 5, 2011, by and between Aspen Aerogels, Inc., a Delaware corporation (the “Company”) and George Gould (the “Executive”).
ContractStockholders’ Agreement • April 28th, 2014 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials • Delaware
THIS WARRANT AND THE CAPITAL STOCK ISSUABLE UPON EXERCISE HEREOF HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. SUCH SECURITIES MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED, DISTRIBUTED, TRANSFERRED OR OTHERWISE DISPOSED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY STATING THAT REGISTRATION IS NOT REQUIRED UNDER SAID ACT.
LOAN AND SECURITY AGREEMENTLoan Modification Agreement • April 28th, 2014 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials • Delaware
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of the Effective Date between SILICON VALLEY BANK, a California corporation with a loan production office located at 275 Grove Street, Suite 2-200, Newton, Massachusetts 02466 (“Bank”), and ASPEN AEROGELS, INC., a Delaware corporation with offices located at 30 Forbes Road, Building B, Northborough, Massachusetts 01532 (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
ContractStockholders’ Agreement • April 28th, 2014 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials • Delaware
THIS WARRANT AND ANY SECURITIES ACQUIRED UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY APPLICABLE STATE SECURITIES LAWS. NEITHER THIS WARRANT, SUCH SECURITIES NOR ANY INTEREST THEREIN MAY BE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS OR PURSUANT TO AN APPLICABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE ACT AND APPLICABLE STATE SECURITIES LAWS.
ContractStockholders’ Agreement • April 28th, 2014 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials • Delaware
THIS WARRANT AND ANY SECURITIES ACQUIRED UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY APPLICABLE STATE SECURITIES LAWS. NEITHER THIS WARRANT, SUCH SECURITIES NOR ANY INTEREST THEREIN MAY BE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS OR PURSUANT TO AN APPLICABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE ACT AND APPLICABLE STATE SECURITIES LAWS.
THIS INSTRUMENT AND THE COMMON STOCK OF ASPEN AEROGELS, INC., A DELAWARE CORPORATION (THE “COMPANY”), ISSUABLE UPON EXERCISE OF THIS INSTRUMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OR APPLICABLE STATE LAWS AND MAY NOT BE SOLD,...Instrument and the Common Stock • April 28th, 2014 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials • New York
THIS INSTRUMENT IS ALSO SUBJECT TO FURTHER RESTRICTIONS ON TRANSFER AS PROVIDED IN THAT CERTAIN SUBORDINATED NOTE AND WARRANT PURCHASE AGREEMENT, DATED AS OF DECEMBER 29, 2010, BY AND AMONG THE COMPANY, THE PURCHASERS NAMED ON EXHIBIT A THERETO, AND PJC CAPITAL LLC, AS COLLATERAL AGENT, AS THE SAME MAY BE AMENDED, RESTATED OR MODIFIED FROM TIME TO TIME (THE “PURCHASE AGREEMENT”).
CROSS LICENSE AGREEMENTSettlement Agreement • April 28th, 2014 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials • Massachusetts
Plaintiff Aspen Aerogels, Inc. and defendant Cabot Corporation, constituting all of the parties who have appeared in this proceeding, hereby stipulate, pursuant to Chancery Court Rule 41(a)(1)(ii), that this action, including any and all claims, counterclaims and defenses asserted herein, is hereby dismissed with prejudice and without costs or attorney’s fees to any party.
