REDAPTIVE, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • November 17th, 2021 • Redaptive, Inc. • Services-equipment rental & leasing, nec • Delaware
This Indemnification Agreement (this “Agreement”) is dated as of [insert date], 2021, and is between Redaptive, Inc., a Delaware corporation (the “Company”), and [insert name of indemnitee] (“Indemnitee”).
STANDARD OFFICE LEASEOffice Lease • November 17th, 2021 • Redaptive, Inc. • Services-equipment rental & leasing, nec
CONVERTIBLE NOTE PURCHASE AGREEMENTConvertible Note Purchase Agreement • November 17th, 2021 • Redaptive, Inc. • Services-equipment rental & leasing, nec • New York
This Convertible Note Purchase Agreement, dated as of November 12, 2021 (this “Agreement”, as the same may hereafter be modified, supplemented, extended, amended, restated or amended and restated from time to time), is entered into by and among Redaptive, Inc., a Delaware corporation (the “Company”), the Guarantors listed on the signature pages hereof and those additional Guarantors that become party hereto after the date hereof by execution of a Counterpart Agreement pursuant to Section 7(k), and the Persons listed on the schedule of investors attached hereto as Schedule I (as updated from time to time in accordance with Section 1(b)(ii) and 10(d)) (each an “Investor” and collectively, the “Investors”).
Redaptive, Inc. San Francisco, CA 94107 March 29, 2018Purchase Agreement • November 17th, 2021 • Redaptive, Inc. • Services-equipment rental & leasing, nec • California
Reference is made to the Series B Preferred Stock Purchase Agreement, dated as of the date hereof (the “Purchase Agreement”), by and among Redaptive, Inc., a Delaware corporation (the “Company”), and the persons and entities listed on Exhibit A to the Purchase Agreement (the “Purchasers”), which provides for the issuance by the Company to the Purchasers of shares of Series B Preferred Stock of the Company (the “Series B Preferred”) in connection with the Series B Financing of the Company (the “Financing”). In connection with the consummation of the Series B Financing, the Company desires to set forth certain additional agreements between the Company and certain Purchaser participating in the Financing in this side letter agreement (this “Agreement”). All capitalized terms not defined herein shall have the same meaning ascribed to them in the Purchase Agreement.
WARRANT TO PURCHASE COMMON STOCKPurchase Common Stock • November 17th, 2021 • Redaptive, Inc. • Services-equipment rental & leasing, nec • California
This certifies that, for good and valuable consideration, [ ], a [ ] corporation (together with its permitted transferees, the “Holder”), is entitled, upon and subject to the terms and conditions hereinafter set forth, to purchase from Redaptive, Inc., a Delaware corporation (the “Company”), in whole or from time to time in part, up to [___] fully paid and non-assessable shares of Common Stock, par value $0.0001 per share, of the Company (subject to adjustment as provided in Section 10) (the “Shares”) at a purchase price per share of $0.0001 (subject to adjustment as provided in Section 10) (the “Exercise Price”). The number of shares and type of security issuable upon exercise of this Warrant and the Exercise Price are subject to adjustment as provided herein, and all references to the “Shares” and the “Exercise Price” herein shall be deemed to include any such adjustment or series of adjustments. Shares shall include, unless the context otherwise requires, the shares of capital stock
REDAPTIVE LETTERHEAD]Letter Agreement • November 17th, 2021 • Redaptive, Inc. • Services-equipment rental & leasing, nec • California
This letter agreement (the “Agreement”) is entered into between [FULL NAME] (“you”) and Redaptive, Inc. (the “Company” or “we”). This Agreement is effective as of the date you sign it, as indicated below. The purpose of this Agreement is to confirm the current terms and conditions of your employment.
REDAPTIVE, INC. FOURTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • November 17th, 2021 • Redaptive, Inc. • Services-equipment rental & leasing, nec • California
This Fourth Amended and Restated Investors’ Rights Agreement (this “Agreement”) is made and entered into as of November 12, 2021 by and among Redaptive, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor.”
MASTER LOAN AND SECURITY AGREEMENT by and between REDAPTIVE MASTER SERVICES, LLC and HITACHI CAPITAL AMERICA CORP.Master Loan and Security Agreement • November 17th, 2021 • Redaptive, Inc. • Services-equipment rental & leasing, nec • New York
MASTER LOAN AND SECURITY AGREEMENT (the “Loan Agreement”), dated as of September 30, 2016 (the “Effective Date”), by and between HITACHI CAPITAL AMERICA CORP., a Delaware corporation, having its principal place of business at 800 Connecticut Avenue, Norwalk, Connecticut 06854 (the “Lender”) and REDAPTIVE MASTER SERVICES, LLC, a Delaware limited liability company, having its principal place of business at 180 Montgomery Street, Suite 2180, San Francisco, CA 94104 (“Parent”) and each wholly-owned subsidiary of Parent that is a party to any Loan Schedule executed hereunder (a “Project Company” and the Parent, together with their successors and assigns, collectively, “Borrower”).
THIRD AMENDMENT AND PARTICIPATION AGREEMENTThird Amendment and Participation Agreement • November 17th, 2021 • Redaptive, Inc. • Services-equipment rental & leasing, nec • New York
This Third Amendment and Participation Agreement (this “Agreement”), dated as of November 12, 2021, (i) amends that certain Amended and Restated Note Purchase Agreement (as amended, restated, amended and restated, supplemented or otherwise modified prior to the date hereof, the “Note Purchase Agreement”), dated as of September 23, 2021, among Redaptive, Inc., a Delaware corporation (the “Company”), the Guarantors from time to time party thereto, and the Investors from time to time party thereto, (ii) amends and restates certain portions of the Second Amendment and Conversion Agreement, dated as of September 23, 2021, among the Company, the Guarantors and the Investors (the “Existing Amendment Agreement”), and (iii) restates (A) each of the remaining Notes identified on Schedule I hereto as not having been fully converted under the Existing Amendment Agreement and (B) those certain Notes N-1 to N-24 held by Deutsche Bank AG, London Branch (“DB”) pursuant to that certain Investor Joinder
SECOND AMENDED AND RESTATED NOTE PURCHASE AGREEMENTNote Purchase Agreement • November 17th, 2021 • Redaptive, Inc. • Services-equipment rental & leasing, nec • New York
This Second Amended and Restated Note Purchase Agreement, dated as of November 12, 2021 (this “Agreement”, as the same may hereafter be modified, supplemented, extended, amended, restated or amended and restated from time to time), is entered into by and among Redaptive, Inc., a Delaware corporation (the “Company”), the Guarantors listed on the signature pages hereof, and the Persons listed on the schedule of investors attached hereto as Schedule I (as updated from time to time in accordance with Section 10(d)) (each an “Investor” and collectively, the “Investors”).
CREDIT AGREEMENT dated as of June 23, 2021 among REDAPTIVE CAPITAL I, LLC, as Borrower, THE FINANCIAL INSTITUTIONS AND OTHER PERSONS FROM TIME TO TIME PARTIES HERETO, as Lenders, and COÖPERATIEVE RABOBANK U.A., NEW YORK BRANCH, as Administrative...Pledge and Security Agreement • November 17th, 2021 • Redaptive, Inc. • Services-equipment rental & leasing, nec • New York
THIS CREDIT AGREEMENT, dated as of June 23, 2021 is made by and among REDAPTIVE CAPITAL I, LLC, a Delaware limited liability company (the “Borrower”), the various financial institutions listed on Schedule I and other financial institutions and Persons from time to time parties hereto as lenders (collectively, the “Lenders”), COÖPERATIEVE RABOBANK U.A., NEW YORK BRANCH (“Rabobank”), as the administrative agent (in such capacity, the “Administrative Agent”), and as the collateral agent (in such capacity, the “Collateral Agent”) and Rabobank, as Mandated Lead Arranger.
