0001493152-15-002019 Sample Contracts

GRIDSENSE INC. LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • May 15th, 2015 • Acorn Energy, Inc. • Services-engineering services • California

This LOAN AND SECURITY AGREEMENT (the “Agreement”) is entered into as of November 2, 2012, by and between SQUARE 1 BANK (“Bank”) and GRIDSENSE INC. (“Borrower”).

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SEVENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • May 15th, 2015 • Acorn Energy, Inc. • Services-engineering services

This Seventh Amendment to Loan and Security Agreement (the “Amendment”) is made and entered into as of April 23, 2015, by and between SQUARE 1 BANK (“Bank”) and GRIDSENSE INC. (“Borrower”).

THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • May 15th, 2015 • Acorn Energy, Inc. • Services-engineering services

This Third Amendment to Loan and Security Agreement (the “Amendment”) is entered into as of November 8, 2013, by and between SQUARE 1 BANK (the “Bank”) and GRIDSENSE INC. (the “Borrower”).

AFFIRMATION OF SUBORDINATION AGREEMENT
Affirmation of Subordination Agreement • May 15th, 2015 • Acorn Energy, Inc. • Services-engineering services

THIS AFFIRMATION OF SUBORDINATION AGREEMENT (this “Affirmation”) is made and entered into as of April 23, 2015 by the undersigned creditor (“Creditor”) for the benefit of Square 1 Bank (“Bank”).

April 30, 2015 Gridsense Inc.
Letter Agreement • May 15th, 2015 • Acorn Energy, Inc. • Services-engineering services
SUBORDINATION AGREEMENT
Subordination Agreement • May 15th, 2015 • Acorn Energy, Inc. • Services-engineering services • California

This Subordination Agreement is made and entered into as of August 13, 2013, by and between the undersigned (“Creditor”), and Square 1 Bank (“Bank”).

FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • May 15th, 2015 • Acorn Energy, Inc. • Services-engineering services

This Fourth Amendment to Loan and Security Agreement (the “Amendment”) is entered into as of December 30, 2013, by and between SQUARE 1 BANK (the “Bank”) and GRIDSENSE INC. (the “Borrower”).

SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • May 15th, 2015 • Acorn Energy, Inc. • Services-engineering services

This Second Amendment to Loan and Security Agreement (the “Amendment”) is entered into as of August 13, 2013, by and between SQUARE 1 BANK (the “Bank”) and GRIDSENSE INC. (the “Borrower”).

SIXTH AMENDMENT TO LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • May 15th, 2015 • Acorn Energy, Inc. • Services-engineering services

This Sixth Amendment to Loan and Security Agreement (the “Amendment”) is made and entered into as of July 16, 2014, by and between SQUARE 1 BANK (“Bank”) and GRIDSENSE INC. (“Borrower”).

FINANCING AGREEMENT
Financing Agreement • May 15th, 2015 • Acorn Energy, Inc. • Services-engineering services • California

This Financing Agreement (the “Agreement”), dated as of July 16, 2014, is entered into by and between GRIDSENSE INC. (“Borrower”), and SQUARE 1 BANK (“Bank”).

FIFTH AMENDMENT TO LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • May 15th, 2015 • Acorn Energy, Inc. • Services-engineering services

This Fifth Amendment to Loan and Security Agreement (the “Amendment”) is made and entered into as of June 30, 2014, by and between SQUARE 1 BANK (“Bank”) and GRIDSENSE INC. (“Borrower”).

AMENDMENT TO AND AFFIRMATION OF UNCONDITIONAL GUARANTY
Unconditional Guaranty • May 15th, 2015 • Acorn Energy, Inc. • Services-engineering services

This AMENDMENT TO AND AFFIRMATION OF UNCONDITIONAL GUARANTY (the “Amendment and Affirmation”) is made and entered into as of April 23, 2015, by the undersigned guarantor (“Guarantor”) for the benefit of SQUARE 1 BANK (“Bank”).

PLEDGE AND SECURITY AGREEMENT
Pledge and Security Agreement • May 15th, 2015 • Acorn Energy, Inc. • Services-engineering services • North Carolina

THIS PLEDGE AND SECURITY AGREEMENT (“Agreement”) is made as of April 23, 2015, by ACORN ENERGY, INC. (“Pledgor”) in favor of Square 1 Bank (“Bank”).

FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • May 15th, 2015 • Acorn Energy, Inc. • Services-engineering services

This First Amendment to Loan and Security Agreement (the “Amendment”) is entered into as of February 26, 2013, by and between SQUARE 1 BANK (the “Bank”) and GRIDSENSE INC. (the “Borrower”).

UNCONDITIONAL GUARANTY
Unconditional Guaranty • May 15th, 2015 • Acorn Energy, Inc. • Services-engineering services • California

For and in consideration of the loan by SQUARE 1 BANK (“Bank”) to GRIDSENSE INC. (“Borrower”), which loan is made pursuant to a Loan and Security Agreement dated as of November 2, 2012 (as amended from time to time, the “Agreement”), and acknowledging that Bank would not enter into the Agreement without the benefit of this Guaranty, the undersigned guarantor (“Guarantor”) hereby unconditionally and irrevocably guarantees the prompt and complete payment of all amounts that Borrower owes to Bank and performance by Borrower of the Agreement and any other agreements between Borrower and Bank, as amended from time to time (collectively referred to as the “Agreements”), in strict accordance with their respective terms. All terms used without definition in this Guaranty shall have the meaning assigned to them in the Agreement.

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