REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 11th, 2022 • Global Clean Energy Holdings, Inc. • Industrial organic chemicals • Delaware
This REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is dated as of this 5th day of August 2022, by and among Global Clean Energy Holdings, Inc. a Delaware corporation (the “Company”), and ExxonMobil Renewables LLC, a Delaware limited liability company (the “Investor” or “EM Renewables”).
TRANSACTION AGREEMENT dated as of August 5, 2022 by and among GLOBAL CLEAN ENERGY HOLDINGS, INC., EXXONMOBIL OIL CORPORATION, and EXXONMOBIL RENEWABLES LLCTransaction Agreement • August 11th, 2022 • Global Clean Energy Holdings, Inc. • Industrial organic chemicals
AMENDMENT AGREEMENTAmendment Agreement • August 11th, 2022 • Global Clean Energy Holdings, Inc. • Industrial organic chemicals
This Amendment Agreement (this “Amendment”) is dated as of this 5th day of August, 2022 (the “Effective Date”), by and among Global Clean Holdings Inc., a Delaware corporation (the “Company”), Orion Energy Credit Opportunities Fund II, L.P., Orion Energy Credit Opportunities Fund II PV, L.P., Orion Energy Credit Opportunities Fund II GPFA, L.P., Orion Energy Credit Opportunities Fund GCE Co-Invest, L.P., Orion Energy Credit Opportunities Fund GCE Co-Invest B, L.P., Orion Energy Credit Opportunities Fund III PV, L.P., Orion Energy Credit Opportunities Fund III GPFA, L.P., Orion Energy Credit Opportunities Fund III, L.P., Orion Energy Credit Opportunities Fund III GPFA PV, L.P., LIF AIV 1, L.P., Voya Renewable Energy Infrastructure Originator I LLC and Voya Renewable Energy Infrastructure Originator L.P. (the “Investors”). The Company and the Investors are each referred to herein as a “Party” and collectively as the “Parties”.
OMNIBUS AMENDMENT TO WARRANT AGREEMENTSWarrant Agreements • August 11th, 2022 • Global Clean Energy Holdings, Inc. • Industrial organic chemicals
This Omnibus Amendment (this “Amendment”) to those certain Warrants (as defined below) is entered into as of August 5, 2022 (the “Effective Date”), by and among Global Clean Energy Holdings, Inc., a Delaware corporation (the “Company”), Sustainable Oils, Inc., a Delaware corporation and wholly-owned subsidiary of the Company (“SusOils”), and ExxonMobil Renewables LLC, a Delaware limited liability company (the “Holder”). The Company, SusOils and the Holder are each referred to herein as a “Party” and collectively as the “Parties”. Capitalized terms used but not otherwise defined have the meanings ascribed to such terms in the Warrants.
AMENDMENT NO. 2 TO TERM PURCHASE AGREEMENTTerm Purchase Agreement • August 11th, 2022 • Global Clean Energy Holdings, Inc. • Industrial organic chemicals • New York
THIS AMENDMENT NO. 2 TO TERM PURCHASE AGREEMENT (the “Amendment”) is made and entered into effective the 5th day of August, 2022 by and between Bakersfield Renewable Fuels, LLC (as successor-in-interest to GCE Holdings Acquisitions LLC) (“GCE”) and ExxonMobil Oil Corporation (“ExxonMobil”). GCE and ExxonMobil may individually be referred to herein as “Party” or collectively as “Parties”.
AMENDMENT NO. 3 TO PRODUCT OFF-TAKE AGREEMENTTake Agreement • August 11th, 2022 • Global Clean Energy Holdings, Inc. • Industrial organic chemicals • New York
THIS AMENDMENT NO. 3 TO PRODUCT OFF-TAKE AGREEMENT (the “Amendment”) is made and entered into effective the 5th day of August 2022 by and between Bakersfield Renewable Fuels, LLC (as successor-in-interest to GCE Holdings Acquisitions, LLC) (“GCE”) and ExxonMobil Oil Corporation (“ExxonMobil”). GCE and ExxonMobil may individually be referred to herein as “Party” or collectively as “Parties”.
AMENDMENT NO. 9 TO CREDIT AGREEMENTCredit Agreement • August 11th, 2022 • Global Clean Energy Holdings, Inc. • Industrial organic chemicals
This AMENDMENT NO. 9 TO CREDIT AGREEMENT (this “Agreement”), dated as of August 5, 2022 (the “Signing Date”), is entered into by and among BKRF OCB, LLC, a Delaware limited liability company (the “Borrower”), BKRF OCP, LLC, a Delaware limited liability company (“Holdings”), Bakersfield Renewable Fuels, LLC, a Delaware limited liability company (the “Project Company”), Orion Energy Partners TP Agent, LLC, in its capacity as the administrative agent (in such capacity, the “Administrative Agent”), and the Tranche A Lenders and Tranche B Lenders party hereto, constituting 100% of the Tranche A Lenders and the Tranche B Lenders party to the Credit Agreement (as defined below) (the “Signatory Lenders”). As used in this Agreement, capitalized terms which are not defined herein shall have the meanings ascribed to such terms in the Credit Agreement unless otherwise specified.
WAIVER NO. 6 TO CREDIT AGREEMENTCredit Agreement • August 11th, 2022 • Global Clean Energy Holdings, Inc. • Industrial organic chemicals
This WAIVER NO. 6 TO CREDIT AGREEMENT, dated as of August 5, 2022 (this “Waiver”), is entered into by and among BKRF OCB, LLC, a Delaware limited liability company (the “Borrower”), BKRF OCP, LLC, a Delaware limited liability company (“Holdings”), Bakersfield Renewable Fuels, LLC, a Delaware limited liability company (the “Project Company”), Orion Energy Partners TP Agent, LLC, in its capacity as the administrative agent (in such capacity, the “Administrative Agent”), and the Tranche A Lenders and Tranche B Lenders party hereto, constituting 100% of the Tranche A Lenders and the Tranche B Lenders party to the Credit Agreement (as defined below) (the “Signatory Lenders”). As used in this Waiver, capitalized terms which are not defined herein shall have the meanings ascribed to such terms in the Credit Agreement (including, as applicable, in the Ninth Amendment (as defined below)) unless otherwise specified.
