Common use of Amendment to Legend Clause in Contracts

Amendment to Legend. The legend in Section 2.9 of the Intercreditor Agreement is hereby amended and restated in its entirety, to read as follows: “This instrument and the rights and obligations evidenced hereby are subordinate in the manner and to the extent set forth in that certain Subordination and Intercreditor Agreement, dated as of September 1, 2016 (as the same may be amended or otherwise modified from time to time pursuant to the terms thereof, the “Subordination Agreement”), by and among Longboard Capital Advisors LLC (the “Subordinated Agent”), Ener-Core, Inc., a Delaware corporation (“Borrower”), Ener-Core Power, Inc., a Delaware corporation (the “Guarantor”), Xxxxxxx Xxxx, as a Senior Lender (as defined therein) (the “Senior L/C Lender”), and Empery Tax Efficient, LP in its capacity as collateral agent for the Senior Note Lenders (as defined therein) (together with its successors and assigns, the “Agent”), to the indebtedness (including interest) owed by the Credit Parties (as defined therein) pursuant to that certain (i) Securities Purchase Agreement dated as of Xxxxx 00, 0000, (xx) Securities Purchase Agreement dated as of May 7, 2015, (iii) Securities Purchase Agreement dated as of November 23, 2016, (iv) Amendment Agreements dated as of November 23, 2016, (v) Securities Purchase Agreement dated as of September 19, 2017, and (vi) Securities Purchase Agreement dated as of June 5, 2018, in each case of clauses (i), (ii), (iii), (v), and (vi), by and among Borrower, Agent and the Senior Note Lenders and, in the case of clause (iv), by and between the Borrower and the existing holders of certain senior secured notes of the Borrower, in each case, as amended, restated, supplemented, refinanced or otherwise modified from time to time; and each holder of this instrument, by its acceptance hereof, irrevocably agrees to be bound by the provisions of the Subordination Agreement.”

Amendment to Legend. The legend in Section 2.9 of the Intercreditor Agreement is hereby amended and restated in its entirety, to read as follows: “This instrument and the rights and obligations evidenced hereby are subordinate in the manner and to the extent set forth in that certain Subordination and Intercreditor Agreement, dated as of September 1, 2016 (as the same may be amended or otherwise modified from time to time pursuant to the terms thereof, the “Subordination Agreement”), by and among Longboard Capital Advisors LLC (the “Subordinated Agent”), Ener-Core, Inc., a Delaware corporation (“Borrower”), Ener-Core Power, Inc., a Delaware corporation (the “Guarantor”), Xxxxxxx Xxxx, as a Senior Lender (as defined therein) (the “Senior L/C Lender”), and Empery Tax Efficient, LP in its capacity as collateral agent for the Senior Note Lenders (as defined therein) (together with its successors and assigns, the “Agent”), to the indebtedness (including interest) owed by the Credit Parties (as defined therein) pursuant to that certain (i) Securities Purchase Agreement dated as of Xxxxx 00, 0000, (xx) Securities Purchase Agreement dated as of May 7, 2015, (iii) Securities Purchase Agreement dated as of November 23, 2016, (iv) Amendment Agreements dated as of November 23, 2016, (v) Securities Purchase Agreement dated as of September 19, 2017, and (vi) Securities Purchase Agreement dated as of June 5, 2018, and (vii) a Securities Purchase Agreement dated as of December [__], 2018 in each case of clauses (i), (ii), (iii), (v), (vi) and (vivii), by and among Borrower, Agent and the Senior Note Lenders and, in the case of clause (iv), by and between the Borrower and the existing holders of certain senior secured notes of the Borrower, in each case, as amended, restated, supplemented, refinanced or otherwise modified from time to time; and each holder of this instrument, by its acceptance hereof, irrevocably agrees to be bound by the provisions of the Subordination Agreement.”

Amendment to Legend. The legend in Section 2.9 of the Intercreditor Agreement is hereby amended and restated in its entirety, to read as follows: “This instrument and the rights and obligations evidenced hereby are subordinate in the manner and to the extent set forth in that certain Subordination and Intercreditor Agreement, dated as of September 1, 2016 (as the same may be amended or otherwise modified from time to time pursuant to the terms thereof, the “Subordination Agreement”), by and among Longboard Capital Advisors LLC (the “Subordinated Agent”), Ener-Core, Inc., a Delaware corporation (“Borrower”), Ener-Core Power, Inc., a Delaware corporation (the “Guarantor”), Xxxxxxx Xxxx, as a Senior Lender (as defined therein) (the “Senior L/C Lender”), and Empery Tax Efficient, LP in its capacity as collateral agent for the Senior Note Lenders (as defined therein) (together with its successors and assigns, the “Agent”), to the indebtedness (including interest) owed by the Credit Parties (as defined therein) pursuant to that certain (ia)(i) Securities Purchase Agreement dated as of Xxxxx 00, 0000, (xx) Securities Purchase Agreement dated as of May 7, 2015, (iii) Securities Purchase Agreement dated as of November 23, 2016, 2016 and (iv) Amendment Agreements dated as of November 23, 2016, (v) Securities Purchase Agreement dated as of September 19, 2017, and (vi) Securities Purchase Agreement dated as of June 5, 2018, in each case of clauses (i), (ii), ) and (iii), (v), and (vi), by and among Borrower, Agent and the Senior Note Lenders and, in the case of clause (iv), by and between the Borrower and the existing holders of certain senior secured notes of the Borrower, and (b) Backstop Security Support Agreement, dated as of November 2, 2015, by and between the Borrower and Senior L/C Lender, in each case, as amended, restated, supplemented, refinanced or otherwise modified from time to time; and each holder of this instrument, by its acceptance hereof, irrevocably agrees to be bound by the provisions of the Subordination Agreement.”

Amendment to Legend. The legend in Section 2.9 of the Intercreditor Agreement is hereby amended and restated in its entirety, to read as follows: “This instrument and the rights and obligations evidenced hereby are subordinate in the manner and to the extent set forth in that certain Subordination and Intercreditor Agreement, dated as of September 1, 2016 (as the same may be amended or otherwise modified from time to time pursuant to the terms thereof, the “Subordination Agreement”), by and among Longboard Capital Advisors LLC (the “Subordinated Agent”), Ener-Core, Inc., a Delaware corporation (“Borrower”), Ener-Core Power, Inc., a Delaware corporation (the “Guarantor”), Xxxxxxx Xxxx, as a Senior Lender (as defined therein) (the “Senior L/C Lender”), and Empery Tax Efficient, LP in its capacity as collateral agent for the Senior Note Lenders (as defined therein) (together with its successors and assigns, the “Agent”), to the indebtedness (including interest) owed by the Credit Parties (as defined therein) pursuant to that certain (ia)(i) Securities Purchase Agreement dated as of Xxxxx 00, 0000, (xx) Securities Purchase Agreement dated as of May 7, 2015, (iii) Securities Purchase Agreement dated as of November 23, 2016, (iv) Amendment Agreements dated as of November 23, 2016, 2016 and (v) Securities Purchase Agreement dated as of September 19, 2017, and (vi) Securities Purchase Agreement dated as of June 5, 2018, in each case of clauses (i), (ii), (iii), ) and (v), and (vi), by and among Borrower, Agent and the Senior Note Lenders and, in the case of clause (iv), by and between the Borrower and the existing holders of certain senior secured notes of the Borrower, and (b) Backstop Security Support Agreement, dated as of November 2, 2015, by and between the Borrower and Senior L/C Lender, in each case, as amended, restated, supplemented, refinanced or otherwise modified from time to time; and each holder of this instrument, by its acceptance hereof, irrevocably agrees to be bound by the provisions of the Subordination Agreement.”