Standard Contracts
Exhibit 1 ------------------------------------------------------------------------------ ELECTRIC CITY CORP. SECURITIES PURCHASE AGREEMENT Dated as of June 27, 2003 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (as it may be amended...Securities Purchase Agreement • July 10th, 2003 • Electric City Corp • Electronic & other electrical equipment (no computer equip) • Illinois
EXHIBIT 10.5 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • September 9th, 1999 • Electric City Corp • Illinois
EXHIBIT 10.3Security Agreement • August 11th, 2000 • Electric City Corp • Services-prepackaged software • Illinois
RECITALSSettlement Agreement • April 20th, 2001 • Electric City Corp • Services-prepackaged software • Illinois
RECITALSConsulting Agreement • October 29th, 1999 • Electric City Corp • Services-prepackaged software • Illinois
Exhibit 5 EPPF SECURITIES PURCHASE and SALE AGREEMENT This PURCHASE and SALE AGREEMENT (including the exhibits and schedules hereto, this "Agreement") is made and entered into this 27th day of June, 2003, between and among EP Power Finance, L.L.C., a...Purchase and Sale Agreement • July 10th, 2003 • Electric City Corp • Electronic & other electrical equipment (no computer equip) • New York
JOINT FILING AGREEMENT The undersigned acknowledge and agree that the foregoing statement on Schedule 13D with respect to the Common Stock, par value $.0001 per share, of Electric City Corp., is filed on behalf of each of the undersigned and that all...Joint Filing Agreement • July 10th, 2003 • Electric City Corp • Electronic & other electrical equipment (no computer equip)
The undersigned acknowledge and agree that the foregoing statement on Schedule 13D with respect to the Common Stock, par value $.0001 per share, of Electric City Corp., is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent it knows or has reason to believe that such information is inaccurate.
EXHIBIT 2.1 EHIBIT 2.1 THIS AGREEMENT AND PLAN OF MERCER (hereinafter called the "Merger Agreement") is made effective as of June 5, 1998, by and between Electric City Corp., a Delaware corporation ("Electric"), and Pice Products Corp., a Delaware...Merger Agreement • September 9th, 1999 • Electric City Corp
EXHIBIT 10.3Employment Agreement • May 15th, 2000 • Electric City Corp • Services-prepackaged software • Illinois
EXHIBIT 10.4Employment Agreement • May 15th, 2000 • Electric City Corp • Services-prepackaged software • Illinois
Exhibit 4.21 JOINDER AND FIRST AMENDMENT TO STOCKHOLDERS AGREEMENT This Joinder and First Amendment to Stockholders Agreement (this "AGREEMENT") is dated as of June 4, 2002 and is by and among Electric City Corp., a Delaware corporation (the...Stockholders Agreement • July 16th, 2002 • Electric City Corp • Services-prepackaged software • New York
EXHIBIT 4.30 ELECTRIC CITY CORP. SECURITIES PURCHASE AGREEMENT DATED AS OF APRIL 23, 2003 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (as it may be amended from time to time, this "AGREEMENT"), is entered into as of April 23, 2003...Securities Purchase Agreement • May 8th, 2003 • Electric City Corp • Services-prepackaged software • Illinois
WARRANTWarrant Agreement • July 16th, 2002 • Electric City Corp • Services-prepackaged software • Illinois
Exhibit 2 JOINDER AND SECOND AMENDMENT TO INVESTOR RIGHTS AGREEMENT This Joinder and Second Amendment to Investor Rights Agreement (this "Agreement") is dated as of June 27, 2003 and is by and among Electric City Corp., a Delaware corporation (the...Investor Rights Agreement • July 10th, 2003 • Electric City Corp • Electronic & other electrical equipment (no computer equip) • New York
EXHIBIT 10.1Loan Agreement • August 11th, 2000 • Electric City Corp • Services-prepackaged software • Illinois
EXHIBIT 10.10 CONSULTING AGREEMENT This CONSULTING AGREEMENT ("Agreement"), dated September 1, 1998 is made by and between T.J. RILEY & ASSOCIATES, ("Consultant") and Electric City Corp., a Delaware corporation ("Company"). For good and valuable...Consulting Agreement • December 6th, 1999 • Electric City Corp • Services-prepackaged software • Illinois
Exhibit 6 June 26, 2003Purchase and Sale Agreement • July 10th, 2003 • Electric City Corp • Electronic & other electrical equipment (no computer equip) • Illinois
EXHIBIT 4.3Registration Rights Agreement • November 30th, 2000 • Electric City Corp • Services-prepackaged software • Illinois
BETWEENMerger Agreement • September 14th, 2000 • Electric City Corp • Services-prepackaged software • Illinois
EXHIBIT 4.1Securities Purchase Agreement • November 30th, 2000 • Electric City Corp • Services-prepackaged software • Illinois
RECITALSDistributor Agreement • September 10th, 1999 • Electric City Corp • Services-prepackaged software • Illinois
EXHIBIT 10.2 SUBLICENSE AGREEMENT This Sublicense Agreement is entered into this ___ day of August, 1998 by and among Joseph Marino ("Sublicensor") and Electric City Corp., a Delaware corporation ("Sublicensee"). WITNESSETH: WHEREAS, on the 1st day of...Sublicense Agreement • September 10th, 1999 • Electric City Corp • Services-prepackaged software • Illinois
Exhibit 4 DUKE SECURITIES PURCHASE and SALE AGREEMENT This PURCHASE and SALE AGREEMENT (including the exhibits and schedules hereto, this "Agreement") is made and entered into this 27th day of June, 2003, between and among Duke Capital Partners, LLC,...Purchase and Sale Agreement • July 10th, 2003 • Electric City Corp • Electronic & other electrical equipment (no computer equip) • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 30th, 2005 • Electric City Corp • Electronic & other electrical equipment (no computer equip) • New York
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, by and between the Purchaser and the Company (the “Securities Purchase Agreement”), and pursuant to the Note and the Warrants referred to therein.
EXHIBIT 10.3 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this "Agreement"), dated as of the 1st day of January, 1999, is made by and among Joseph Marino ("Marino" or "Employee") and Electric City Corp., a Delaware corporation (the "Company"). For...Employment Agreement • September 9th, 1999 • Electric City Corp • Illinois
ContractWarrant Agreement • September 16th, 2003 • Electric City Corp • Electronic & other electrical equipment (no computer equip) • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRANT UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO ELECTRIC CITY CORP. THAT SUCH REGISTRATION IS NOT REQUIRED.
Exhibit 4.20 CONSENT AND AMENDMENT This Consent and Amendment (this "CONSENT") is dated as of the 4th day of June, 2002, and is made by and among by and among Electric City Corp., a Delaware corporation (the "COMPANY"), Newcourt Capital USA Inc., a...Consent and Amendment • July 16th, 2002 • Electric City Corp • Services-prepackaged software
EXHIBIT 10.4 REAL ESTATE SALES CONTRACT 1. ELECTRIC CITY CORP., a DELAWARE CORPORATION (Purchaser) agrees to purchase at a price of $1,140,000 on the terms set forth herein, the following described real estate in Cook County, Illinois. Commonly known...Real Estate Sales Contract • September 9th, 1999 • Electric City Corp
WARRANTWarrant Agreement • February 19th, 2004 • Electric City Corp • Electronic & other electrical equipment (no computer equip) • Illinois
NEITHER THIS WARRANT NOR ANY SHARES OF COMMON STOCK ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. SUCH SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED UNLESS (A) SUBSEQUENTLY REGISTERED PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND APPLICABLE STATE SECURITIES LAWS OR (B) THE HOLDER HEREOF SHALL HAVE DELIVERED TO THE COMPANY A WRITTEN OPINION OF COUNSEL, IN FORM, SUBSTANCE AND SCOPE REASONABLY ACCEPTABLE TO THE COMPANY, TO THE EFFECT THAT THE SHARES TO BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED ARE BEING OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED PURSUANT TO AN EXEMPTION FROM SUCH REGISTRATION.
EXHIBIT 10.18 AGREEMENT AND MUTUAL RELEASE This Agreement and Mutual Release ("Agreement") is entered into this 26th day of May, 2000, between and among Electric City Corporation, Joseph C. Marino, Jeffrey A. Dome, Ronald Stone, and Curtis Vernon...Agreement and Mutual Release • April 20th, 2001 • Electric City Corp • Services-prepackaged software • Illinois
SUBSIDIARY GUARANTYSubsidiary Guaranty • November 30th, 2005 • Electric City Corp • Electronic & other electrical equipment (no computer equip) • New York
FOR VALUE RECEIVED, and in consideration of note purchases from, or credit otherwise extended or to be extended by Laurus Master Fund, Ltd. (“Laurus”) to or for the account of ELECTRIC CITY CORP., a Delaware corporation (the “Company”), from time to time and at any time and for other good and valuable consideration and to induce Laurus, in its discretion, to purchase such notes or make other extensions of credit and to make or grant such renewals, extensions, releases of collateral or relinquishments of legal rights as Laurus may deem advisable, each of the undersigned (and each of them if more than one, the liability under this Guaranty being joint and several) (jointly and severally referred to as “Guarantors” or “the undersigned”) unconditionally guaranties to Laurus, its successors, endorsees and assigns the prompt payment when due (whether by acceleration or otherwise) of all present and future obligations and liabilities of any and all kinds of the Company to Laurus and of all in
UNDERWRITING AGREEMENTUnderwriting Agreement • September 14th, 2009 • Lime Energy Co. • Electronic & other electrical equipment (no computer equip) • Illinois
Reference is made to the Underwriting Agreement dated , 2009 (the “Underwriting Agreement”) relating to the sale by the Company and the purchase by the several Underwriters for whom Wedbush Securities Inc. is acting as representative (the “Representative”), of the above Shares. All terms herein shall have the definitions contained in the Underwriting Agreement except as otherwise defined herein.
ARTICLE I DEFINITIONSStock Trading Agreement • July 10th, 2003 • Electric City Corp • Electronic & other electrical equipment (no computer equip) • New York
STOCK PLEDGE AGREEMENTStock Pledge Agreement • March 4th, 2005 • Electric City Corp • Electronic & other electrical equipment (no computer equip) • New York
This Stock Pledge Agreement (this “Agreement”), dated as of February 28, 2005, among Laurus Master Fund, Ltd. (the “Pledgee”), Electric City Corp., a Delaware corporation (the “Company”), and each of the other undersigned parties (other than the Pledgee) (the Company and each such other undersigned party, a “Pledgor” and collectively, the “Pledgors”).
SECURITY AGREEMENTSecurity Agreement • September 16th, 2003 • Electric City Corp • Electronic & other electrical equipment (no computer equip) • New York
