LENOIR CITY UT[LITIES BOARD ELECTRIC SERVICE CONTRACT FOR CUSTOMERS USING 5001 TO 15,000 KW (Ava Data, LLC) #1 Revision #1Adit EdTech Acquisition Corp. • December 7th, 2022 • Services-computer processing & data preparation
THIS AGREEMENT, made as of this 1st day of June 2022, by and between Ava Data, LLC (hereinafter called “CUSTOMER”), and LENOIR CITY UTILITIES BOARD (hereinafter called “BOARD”).
AMENDED AND RESTATED MINING SERVICES AGREEMENTMining Services Agreement • December 7th, 2022 • Adit EdTech Acquisition Corp. • Services-computer processing & data preparation • Delaware
This Amended and Restated Mining Services Agreement (this “Agreement”) is made as of October 9, 2022 (the “Effective Date”), by and between Griid Infrastructure LLC (“Operating Partner”) and Blockchain Capital Solutions (US), Inc. (“Customer”). Operating Partner and Customer are each referred to as a “Party” and collectively as the “Parties”. Capitalized terms will have the meanings set forth in Exhibit A, unless otherwise defined herein.
PROMISSORY NOTEAdit EdTech Acquisition Corp. • December 7th, 2022 • Services-computer processing & data preparation • Delaware
FOR VALUE RECEIVED, and subject to the terms and conditions set forth herein, GRIID INFRASTRUCTURE LLC, a Delaware limited liability company (the “Borrower”), hereby unconditionally promises to pay to the order of [NAME OF NOTEHOLDER] or its assigns (the “Noteholder,” and together with the Borrower, the “Parties”), the principal amount of [PRINCIPAL AMOUNT] ($ [PRINCIPAL AMOUNT)], together with all accrued interest thereon as provided in this Promissory Note (the “Note”).
Adit EdTech Acquisition Corp. New York, New York 10105 December 6, 2022Adit EdTech Acquisition Corp. • December 7th, 2022 • Services-computer processing & data preparation • New York
Reference is made to that certain underwriting agreement (“Agreement”), dated January 11, 2021, between Adit EdTech Acquisition Corp., a Delaware corporation (“Company”), and EarlyBirdCapital, Inc. (“EBC” or the “Representative”), as representative of the Underwriters (as defined in the Agreement).
AMENDMENT ONE TO THE BONANZA MINE SUPPLY AGREEMENTSupply Agreement • December 7th, 2022 • Adit EdTech Acquisition Corp. • Services-computer processing & data preparation
This AMENDMENT ONE (this “Amendment”) to the Bonanza Mine Supply Agreement between Intel Corporation (“Intel”) and GRIID Infrastructure LLC, on behalf of itself and its Affiliates (“Company”) dated as of September 8, 2021, as may be amended from time to time (the “Agreement”), is entered into and effective as of September 9, 2022 (the “Agreement One Effective Date”). All capitalized terms used in this Amendment but not defined herein will have the meanings given them in the Agreement, as applicable.
GRIID HOLDCO LLC Warrant for Class B Units October 9, 2022Adit EdTech Acquisition Corp. • December 7th, 2022 • Services-computer processing & data preparation • Delaware
This certifies that BLOCKCHAIN CAPITAL SOLUTIONS (US), INC. (the “Holder”), for value received, is entitled, subject to the terms set forth below, to subscribe for and purchase from Griid Holdco LLC, a Delaware limited liability company (the “Company”), on or prior to 5:00 P.M., New York local time on the five (5) year anniversary from the date hereof (the “Expiration Date”), at which time this Warrant shall expire and become void, up to 1,377,778 Class B Units of the Company (the “Class B Units”), as may be adjusted pursuant to the terms hereof (the “Warrant Interests”), for a price per Class B Unit equal to the Exercise Price.
FOURTH AMENDED AND RESTATED CREDIT AGREEMENT among GRIID INFRASTRUCTURE LLC as Borrower, the Lenders from time to time party hereto, and Blockchain Access UK Limited as Agent Dated as of October 9, 2022Credit Agreement • December 7th, 2022 • Adit EdTech Acquisition Corp. • Services-computer processing & data preparation
This FOURTH AMENDED AND RESTATED CREDIT AGREEMENT, is entered into as of October 9, 2022, among (i) GRIID INFRASTRUCTURE LLC, (“Griid”), a Delaware limited liability company, Holdings (as defined below), and those additional Persons that are joined as a party hereto as borrowers by executing the form of Joinder attached hereto as Exhibit F-2 (Griid, together with such additional Persons, each, a “Borrower’’ and individually and collectively, jointly and severally, the “Borrowers’’), (ii) each of the lenders identified as a “Lender” on Annex I attached hereto (together with each of its respective successors and assigns, if any, each a “Lender” and, collectively, the “Lenders”), and (iii) Blockchain Access UK Limited (“BCUK”), acting not individually but as agent on behalf of, and for the benefit of, the Lenders and all other Secured Parties (in such capacity, together with its successors and assigns, if any, in such capacity, herein called the “Agent’’).
Interruptible Power Product Agreement (Rolling Term)Product Agreement • December 7th, 2022 • Adit EdTech Acquisition Corp. • Services-computer processing & data preparation
Underlined terms used in this Interruptible Power Product (“IP Product”) Agreement are defined in the IP Product Terms and Conditions. Company’s authorized representative may receive assistance from Company’s power provider (“Distributor”) or from TVA customer service representatives; however, Company remains responsible for ensuring the information provided in this Agreement is accurate and correct.
SETTLEMENT AND RELEASE AGREEMENTSettlement and Release Agreement • December 7th, 2022 • Adit EdTech Acquisition Corp. • Services-computer processing & data preparation • New York
This SETTLEMENT AND RELEASE AGREEMENT (this “Agreement”) is entered into as of October 9, 2022 (the “Effective Date”), by and among (i) GRIID Infrastructure LLC, a Delaware limited liability company (“GRIID”), Griid Holdings LLC, a Delaware limited liability company (“Holdings”), and those additional persons that are joined as a party to that certain Existing Credit Agreement (as defined below) as borrowers and/or guarantor thereunder and as detailed on the signature page hereof (Griid and Holdings together with such additional persons which are signatories hereto as a GRIID Party, each, a “GRIID Party” and individually and collectively, jointly and severally, the “GRIID Parties”), (ii) each of the lenders identified as a “Lender” on Annex I attached to the Credit Agreement (together with each of its respective successors and assigns, if any, each a “Lender” and, collectively, the “Lenders”), (iii) Blockchain Access UK Limited, acting not individually but as agent on behalf of, and for
LENOIR CITY UTILITIES BOARD ELECTRIC SERVICE CONTRACT FOR CUSTOMERS USING 5001 TO 15,000 KW (Ava Data, LLC) #2 Revision #1Service Contract • December 7th, 2022 • Adit EdTech Acquisition Corp. • Services-computer processing & data preparation
THIS AGREEMENT, made as of this 1st day of June 2022, by and between Ava Data, LLC (hereinafter called “CUSTOMER”), and LENOIR CITY UTILITIES BOARD (hereinafter called “BOARD”).
