SERIES B COMMON STOCK PURCHASE WARRANT glyeco, inc.GlyEco, Inc. • June 6th, 2019 • Miscellaneous chemical products
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, NFS Leasing, Inc. 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 May 31, 2019 (the “Issuance Date”) and on or prior to the close of business on the five (5)-year anniversary of the Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from GlyEco, Inc., a Nevada corporation (the “Company”), up to 287,770 shares (as subject to adjustment hereunder, the “Warrant Shares”) of common stock, par value $0.0001 per share, of the Company (the “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 to the Holder under the terms and conditions of the NFS Equipment Finance Documents.
ContractGlyEco, Inc. • June 6th, 2019 • Miscellaneous chemical products • New York
THIS SECURITY HAS NOT 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.
AMENDED AND RESTATED SECURITY AGREEMENTSecurity Agreement • June 6th, 2019 • GlyEco, Inc. • Miscellaneous chemical products • Massachusetts
In order to secure the due and punctual payment of all of the Obligations (as herein defined), GlyEco, Inc., a Nevada corporation, having its place of business located at 1620 1ST Ave S, Nitro, WV 25143 and a mailing address at PO Box 387, Institute, West Virginia 25112 (“Debtor”), hereby grants to NFS Leasing, Inc., a Massachusetts Corporation, having an address of 900 Cummings Center, Suite 226-U, Beverly, MA 01915 (“Secured Party”), a continuing security interest in the following item(s) of collateral:
ROYALTY AGREEMENTRoyalty Agreement • June 6th, 2019 • GlyEco, Inc. • Miscellaneous chemical products • Massachusetts
This Royalty Agreement (the “Agreement”), is made as of May 23, 2019, by and among NFS Leasing, Inc., a Massachusetts corporation with a principal place of business at 900 Cummings Center, Suite 226-U, Beverly, MA 01915 (“NFS”); GlyEco, Inc., a Nevada corporation with a principal place of business at 1620 1ST Ave S, Nitro, WV 25143 and with a mailing address at PO Box 387, Institute, West Virginia 25112 (“GlyEco”); and GlyEco West Virginia, Inc., a Delaware corporation with a principal place of business at 1620 1ST Ave S, Nitro, WV 25143 and with a mailing address at PO Box 387, Institute, West Virginia 25112 (“GlyEco WV”). GlyEco and GlyEco WV are together referred to herein as the “GlyEco Parties.” NFS and the GlyEco Parties are collectively referred to herein as the “Parties.”
ADDENDUM 1 TO EQUIPMENT LEASE SCHEDULE NO. 4 (“Schedule 4”) TO MASTER EQUIPMENT LEASE NO. 2017-223 (“Master Lease”) DATED AS OF 3/31/2017 BETWEEN NFS Leasing, Inc. (“Lessor”) AND GlyEco, Inc. and GlyEco West Virginia, Inc. (Each an “Individual Lessee”...GlyEco, Inc. • June 6th, 2019 • Miscellaneous chemical products
This Addendum is made part of and modifies the Master Lease as it pertains ONLY to Schedule 4. Capitalized terms used but not otherwise defined herein shall have the same meaning ascribed to them in the Master Lease and Schedule 4, as applicable. To the extent of any conflict between this Addendum and the terms and conditions of the Master Lease and/or Schedule 4, this Addendum shall prevail.
LEASE AGREEMENTLease Agreement • June 6th, 2019 • GlyEco, Inc. • Miscellaneous chemical products
ADVANCE PAYMENT(S): 1st Monthly Payment ($71,503.68), Security Deposit ($71,503.68), and Origination Fee ($227,500.00) Totaling $370,507.36 plus applicable upfront tax *Advance Payment to be deducted from funding amount.
AMENDMENT NO. 2 TO MASTER EQUIPMENT LEASE NO. 2017-223 (“Master Lease”) DATED AS OF 3/31/2017 BETWEEN NFS Leasing, Inc. (“Lessor”) AND GlyEco, Inc. and Recovery Solutions & Technologies, Inc. (Each an “Individual Lessee” and collectively the “Lessee”)GlyEco, Inc. • June 6th, 2019 • Miscellaneous chemical products
This Amendment is made part of and modifies the Master Lease between Lessee and Lessor. Capitalized terms used but otherwise not defined herein shall have the meaning ascribed to them in the Master Lease. To the extent of any conflict between this Amendment and the terms and conditions of the Master Lease, this Amendment shall prevail.
CONDITIONAL PATENT ASSIGNMENTConditional Patent Assignment • June 6th, 2019 • GlyEco, Inc. • Miscellaneous chemical products
This Conditional Patent Assignment (“Assignment”) is between GlyEco, Inc. (“Assignor”), a corporation organized and existing under the laws of the State of Nevada, and having a usual place of business at 1620 1st Ave. S, Nitro, WV 25143 and a mailing address at P.O. Box 387, Institute, WV 25112, and NFS Leasing, Inc. (“Secured Party”), a corporation organized and existing under the laws of the Commonwealth of Massachusetts, and having a usual place of business at 900 Cummings Center, Suite 226-U, Beverly, Massachusetts 01915.
PATENT SECURITY AGREEMENT (Short-Form)Patent Security Agreement • June 6th, 2019 • GlyEco, Inc. • Miscellaneous chemical products
This Patent Security Agreement (“Agreement”) is between GlyEco, Inc. (“Grantor”), a corporation organized and existing under the laws of the State of Nevada, and having a usual place of business at 1620 1st Ave. S, Nitro, WV 25143 and a mailing address at P.O. Box 387, Institute, WV 25112, and NFS Leasing, Inc. (“Secured Party”), a corporation organized and existing under the laws of the Commonwealth of Massachusetts, and having a usual place of business at 900 Cummings Center, Suite 226-U, Beverly, Massachusetts 01915.
