SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 16th, 2024 • Arq, Inc. • Miscellaneous chemical products • New York
Contract Type FiledMay 16th, 2024 Company Industry JurisdictionThis Securities Purchase Agreement (this “Agreement”) is dated as of May 15, 2024 (the “Agreement Date”), between Arq Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
RIGHTS AGREEMENT between ADVANCED EMISSIONS SOLUTIONS, INC., and COMPUTERSHARE TRUST COMPANY, N.A. as Rights Agent Dated as of February 1, 2015Rights Agreement • February 2nd, 2015 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products • Delaware
Contract Type FiledFebruary 2nd, 2015 Company Industry JurisdictionRIGHTS AGREEMENT, dated as of February 1, 2015 (this “Agreement”), between Advanced Emissions Solutions, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., a federally chartered trust company (the “Rights Agent”).
600,000 Shares Advanced Emissions Solutions, Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • November 15th, 2013 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products • New York
Contract Type FiledNovember 15th, 2013 Company Industry Jurisdiction
Arq, Inc. 4,770,000 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • September 20th, 2024 • Arq, Inc. • Miscellaneous chemical products • New York
Contract Type FiledSeptember 20th, 2024 Company Industry Jurisdiction
SUBSCRIPTION AGREEMENTSubscription Agreement • August 19th, 2022 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products • Luhansk
Contract Type FiledAugust 19th, 2022 Company Industry JurisdictionThis SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into this 19th day of August, 2022, by and among Elbert Holdings, Inc., a Delaware corporation (the “Issuer”), and the undersigned (“Subscriber”).
AGREEMENT AND PLAN OF MERGERMerger Agreement • March 25th, 2013 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products • Colorado
Contract Type FiledMarch 25th, 2013 Company Industry JurisdictionThis AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of March 25, 2013, is among ADA-ES, Inc., a Colorado corporation (the “Company”), Advanced Emissions Solutions, Inc., a Delaware corporation and a direct, wholly owned subsidiary of the Company (“HoldingCo”), and ADA Merger Corp., a Colorado corporation and a direct, wholly owned subsidiary of HoldingCo (“MergerCo”).
EQUIPMENT LEASE (Thomas Hill)Equipment Lease • March 17th, 2016 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products • New York
Contract Type FiledMarch 17th, 2016 Company Industry JurisdictionThis AMENDED AND RESTATED EQUIPMENT LEASE (this “Lease”), dated effective as of March 8, 2013 (the “Effective Date”), is entered into by and between AEC-TH, LLC, a Colorado limited liability company (“Lessor”), and GS RC INVESTMENTS LLC, a Delaware limited liability company (“Lessee”). Lessor and Lessee may be referred to herein individually as a “Party,” and collectively as the “Parties.”
EXCHANGE AGREEMENT (New Madrid) dated as of November 21, 2011 by and among CLEAN COAL SOLUTIONS, LLC, AEC-NM, LLC and GS RC INVESTMENTS LLCExchange Agreement • March 17th, 2016 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products • New York
Contract Type FiledMarch 17th, 2016 Company Industry JurisdictionThis EXCHANGE AGREEMENT (this “Agreement”), dated as of November 21, 2011 (the “Effective Date”), is entered into by and among Clean Coal Solutions, LLC, a Colorado limited liability company (“CCS”), AEC-NM, LLC, a Colorado limited liability company (“Lessor”), and GS RC Investments LLC, a Delaware limited liability company (“Lessee”). CCS and Lessor may be referred to herein individually as a “CCS Party” and collectively as the “CCS Parties.” CCS, Lessor and Lessee may each be referred to herein individually as a “Party” and collectively as the “Parties.”
EQUIPMENT LEASE (Thomas Hill)Equipment Lease • March 17th, 2016 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products • New York
Contract Type FiledMarch 17th, 2016 Company Industry JurisdictionThis EQUIPMENT LEASE (this “Lease”), dated as of December 15, 2011 (the “Effective Date”), is entered into by and between AEC-TH, LLC, a Colorado limited liability company (“Lessor”) and GS RC INVESTMENTS LLC, a Delaware limited liability company (“Lessee”). Lessor and Lessee may be referred to herein individually as a “Party,” and collectively as the “Parties.”
DEVELOPMENT AND LICENSE AGREEMENTDevelopment and License Agreement • March 17th, 2016 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products • Delaware
Contract Type FiledMarch 17th, 2016 Company Industry JurisdictionThis DEVELOPMENT AND LICENSE AGREEMENT (“Agreement”) is made the 25 day of June, 2010 (“Effective Date”) by and between ADA-ES, Inc., a Colorado corporation (“ADA”) and Arch Coal, Inc., a Delaware corporation (“Arch Coal,” and together with ADA, the “parties”).
TAX ASSET PROTECTION PLANTax Asset Protection Plan • May 8th, 2017 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products • New York
Contract Type FiledMay 8th, 2017 Company Industry JurisdictionTAX ASSET PROTECTION PLAN, dated as of May 5, 2017 (the “Agreement”), between Advanced Emissions Solutions, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A. a federally chartered trust company, as Rights Agent (the “Rights Agent”).
WAIVER AND RELEASE AGREEMENTWaiver and Release Agreement • March 13th, 2017 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products • Colorado
Contract Type FiledMarch 13th, 2017 Company Industry JurisdictionThe following is a Waiver and Release Agreement (“Agreement”) between Christine B. Amrhein, the undersigned Employee (referred to as “Employee”, “Executive”, “you”, “your”, “I”, or “me”), and Advanced Emissions Solutions, Inc., a Delaware corporation (the “COMPANY”), regarding your employment with the COMPANY and separation from employment.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 16th, 2024 • Arq, Inc. • Miscellaneous chemical products
Contract Type FiledMay 16th, 2024 Company IndustryThis Agreement is made pursuant to the Securities Purchase Agreement, dated as of the Agreement Date, between the Company and each Purchaser (the “Purchase Agreement”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 1st, 2023 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products • Delaware
Contract Type FiledFebruary 1st, 2023 Company Industry JurisdictionThis Registration Rights Agreement (this “Agreement”) is made as of February 1, 2023, by and between Advanced Emissions Solutions Inc., a Delaware corporation (the “Company”), and the persons listed on the attached Schedule A who are signatories to this Agreement (collectively, the “Investors” and each an “Investor”). Unless otherwise defined herein, capitalized terms used in this Agreement have the respective meanings ascribed to them in the Purchase Agreement (as defined below).
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • April 19th, 2016 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products
Contract Type FiledApril 19th, 2016 Company IndustryThis SECOND AMENDMENT TO CREDIT AGREEMENT, dated as of March 30, 2016 (this “Second Amendment”), is entered into among Advanced Emissions Solutions, Inc. (the “Borrower”), the other Loan Parties identified below and the undersigned Lenders (constituting all of the Lenders as of the date hereof) and acknowledged by Wilmington Trust, National Association, in its capacity as administrative agent (the “Administrative Agent”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings ascribed thereto in that certain Credit Agreement, dated as of October 22, 2015 (the “Original Credit Agreement”), as amended by that certain First Amendment to Credit Agreement dated February 8, 2016 (the “First Amendment”) and that certain First Waiver to Credit Agreement dated March 2, 2016 (the “First Waiver”; the Original Credit Agreement, the First Amendment and the First Waiver, as further amended, supplemented or otherwise modified from time to time, the “Credit A
AMENDMENT TO TECHNOLOGY SUBLICENSE AGREEMENTTechnology Sublicense Agreement • March 17th, 2016 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products • New York
Contract Type FiledMarch 17th, 2016 Company Industry JurisdictionThis AMENDMENT TO TECHNOLOGY SUBLICENSE AGREEMENT (this “Amendment”) is dated as of November 21, 2011 (the “Effective Date”) and made by and among GS RC Investments LLC, a Delaware limited liability company (“Sublicensee”), Clean Coal Solutions, LLC (f/k/a ADA-NexCoal, LLC), a Colorado limited liability company (“Sublicensor”), and ADA-ES INC., a Colorado corporation (“Licensor”). Sublicensee, Sublicensor, and Licensor are sometimes hereinafter individually referred to as a “Party” and collectively as the “Parties.”
FOURTH AMENDMENT TO TAX ASSET PROTECTION PLANTax Asset Protection Plan • April 13th, 2021 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products • Delaware
Contract Type FiledApril 13th, 2021 Company Industry JurisdictionThis FOURTH AMENDMENT TO TAX ASSET PROTECTION PLAN (this “Amendment”) is entered into as of April 9, 2021, by and between Advanced Emissions Solutions, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., a federally chartered trust company (the “Rights Agent”). All capitalized terms used herein and not otherwise defined herein shall have the meaning(s) ascribed to them in that certain Tax Asset Protection Plan dated as of May 5, 2017, by and between the Company and the Rights Agent, as amended by the First Amendment to Tax Asset Protection Plan, dated as of April 6, 2018, the Second Amendment to Tax Asset Protection Plan, dated as of April 5, 2019 and the Third Amendment to Tax Asset Protection Plan, dated as of April 8, 2020 (collectively, the “TAPP”).
SIXTH AMENDMENT TO TAX ASSET PROTECTION PLANTax Asset Protection Plan • April 14th, 2023 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products • Delaware
Contract Type FiledApril 14th, 2023 Company Industry JurisdictionThis SIXTH AMENDMENT TO TAX ASSET PROTECTION PLAN (this "Amendment") is entered into as of April 13, 2023, by and between Advanced Emissions Solutions, Inc., a Delaware corporation (the "Company"), and Computershare Trust Company, N.A., a federally chartered trust company (the "Rights Agent"). All capitalized terms used herein and not otherwise defined herein shall have the meaning(s) ascribed to them in that certain Tax Asset Protection Plan dated as of May 5, 2017, by and between the Company and the Rights Agent, as amended by the First Amendment to Tax Asset Protection Plan, dated as of April 6, 2018, the Second Amendment to Tax Asset Protection Plan, dated as of April 5, 2019, the Third Amendment to Tax Asset Protection Plan, dated as of April 8, 2020, the Fourth Amendment to Tax Asset Protection Plan, dated as of April 9, 2021, and the Fifth Amendment to Tax Asset Protection Plan, dated as of March 15, 2022 (collectively, the "TAPP").
EMPLOYMENT AGREEMENTEmployment Agreement • March 17th, 2016 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products • Colorado
Contract Type FiledMarch 17th, 2016 Company Industry JurisdictionTHIS AGREEMENT made and entered into this ___ day of ___________, 20___, by and between Advanced Emissions Solutions, Inc., a Delaware corporation, whose principal offices are located at 9135 S. Ridgeline Blvd., Suite 200, Highlands Ranch, Colorado 80129 (the "Company"), and ____________________ (the "Employee") whose address is ________________
Execution Version CREDIT AGREEMENT Dated as of October 22, 2015 among ADVANCED EMISSIONS SOLUTIONS, INC., as the Borrower, WILMINGTON TRUST, NATIONAL ASSOCIATION, as Administrative Agent and Collateral Agent, and The Lenders Party Hereto #4982521.17Credit Agreement • April 19th, 2016 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products • New York
Contract Type FiledApril 19th, 2016 Company Industry Jurisdiction
RESTRICTED STOCK AWARD AGREEMENT NOTICE ADVANCED EMISSIONS SOLUTIONS, INC. AMENDED AND RESTATED 2007 EQUITY INCENTIVE PLAN, AS AMENDED NOTICE OF RESTRICTED STOCK AWARDRestricted Stock Award Agreement • March 17th, 2016 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products • Delaware
Contract Type FiledMarch 17th, 2016 Company Industry JurisdictionYou have been granted the right to receive shares of Common Stock of the Company, subject to the terms and conditions of this Notice of Restricted Stock Award (the “Notice”), under the Advanced Emissions Solutions, Inc. Amended and Restated 2007 Equity Incentive Plan, as amended from time to time (the “Plan”) and the Restricted Stock Award Agreement (the “Agreement”) attached hereto, and, if applicable, any written employment agreement you may have with the Company or a Company affiliate which addresses the award and vesting of Company Common Stock (the “Employment Agreement”) as follows. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Notice. In the event of any conflict between the vesting provisions applicable to the Shares as set forth in this Notice and the Employment Agreement, the Employment Agreement shall control.
STOCK AWARD AGREEMENT ADVANCED EMISSIONS SOLUTIONS, INC. AMENDED AND RESTATEDStock Award Agreement • March 17th, 2016 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products
Contract Type FiledMarch 17th, 2016 Company IndustryYou have been granted fully-vested shares of Common Stock of the Company, subject to the terms and conditions of this Notice of Stock Award (the “Notice”), under the Advanced Emissions Solutions, Inc. Amended and Restated 2010 Non-Management Compensation and Incentive Plan, as amended from time to time (the “Plan”) and the Stock Award Agreement (the “Agreement”) attached hereto, as follows. This grant is being made to you in partial payment of services to be rendered to the Company over the next six months, subject to your continued provision of such services during that time. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Notice.
EMPLOYMENT AGREEMENTEmployment Agreement • November 8th, 2023 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products • Colorado
Contract Type FiledNovember 8th, 2023 Company Industry JurisdictionTHIS AGREEMENT made and entered effective November 6, 2023, by and between Advanced Emissions Solutions, Inc., a Delaware corporation, whose principal offices are located at 8051 E. Maplewood, Suite 210, Greenwood Village, CO 80111 (the “Company”), and Stacia Hansen (“Executive”) whose address is Denver, CO 80210.
EIGHTH AMENDMENT AND NINTH WAIVER REGARDINGLoan and Security Agreement • September 1st, 2016 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products
Contract Type FiledSeptember 1st, 2016 Company IndustryTHIS EIGHTH AMENDMENT AND NINTH WAIVER REGARDING 2013 LOAN AND SECURITY AGREEMENT (“Ninth Waiver”) is made as of the 29th day of August, 2016 (the “Effective Date”) by and among ADA-ES, INC., a Colorado corporation (“Borrower”), ADVANCED EMISSIONS SOLUTIONS, INC., a Delaware corporation (“ADES”), and COBIZ BANK, a Colorado corporation, d/b/a COLORADO BUSINESS BANK (“Lender”).
SECOND AMENDMENT TO TAX ASSET PROTECTION PLANTax Asset Protection Plan • April 11th, 2019 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products • Delaware
Contract Type FiledApril 11th, 2019 Company Industry JurisdictionThis SECOND AMENDMENT TO TAX ASSET PROTECTION PLAN (this “Amendment”) entered into as of April 5, 2019, by and between Advanced Emissions Solutions, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., a federally chartered trust company (the “Rights Agent”). All capitalized terms used herein and not otherwise defined herein shall have the meaning(s) ascribed to them in that certain Tax Asset Protection Plan dated as of May 5, 2017, by and between the Company and the Rights Agent, as amended by the First Amendment to Tax Asset Protection Plan, dated as of April 6, 2018 (the “TAPP”).
RETENTION AGREEMENTRetention Agreement • May 10th, 2021 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products • Colorado
Contract Type FiledMay 10th, 2021 Company Industry JurisdictionThis Retention Agreement will become effective on the date you return a signed copy of the Retention Agreement to the COMPANY provided it is returned no later than 12:00 p.m. Mountain time on May 10, 2021 (the “Return Date”). If you do not return this Retention Agreement signed by you to the COMPANY by the Return Date, this offer will expire.
Execution Version THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT RCM6, LLC Dated effective as of January 1, 2016 4080228.4Limited Liability Company Agreement • May 10th, 2016 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products • Colorado
Contract Type FiledMay 10th, 2016 Company Industry Jurisdiction
FOURTEENTH AMENDMENT OFLoan and Security Agreement • September 29th, 2020 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products • Colorado
Contract Type FiledSeptember 29th, 2020 Company Industry JurisdictionTHIS FOURTEENTH AMENDMENT OF 2013 LOAN AND SECURITY AGREEMENT (“Fourteenth Amendment”) is made as of the 29th day of September, 2020 (the “Effective Date”) by and among ADA-ES, INC., a Colorado corporation (“Borrower”), ADVANCED EMISSIONS SOLUTIONS, INC., a Delaware corporation, as Guarantor (“ADES”), and BOKF, NA d/b/a BOK Financial, as successor in interest to COBIZ BANK, a Colorado corporation, d/b/a COLORADO BUSINESS BANK (“Lender”).
TWELFTH AMENDMENT OFLoan and Security Agreement • November 6th, 2018 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products • Colorado
Contract Type FiledNovember 6th, 2018 Company Industry JurisdictionTHIS TWELFTH AMENDMENT OF 2013 LOAN AND SECURITY AGREEMENT ("Twelfth Amendment") is made as of the 30th day of September, 2018 (the "Effective Date") by and among ADA-ES, INC., a Colorado corporation ("Borrower"), ADVANCED EMISSIONS SOLUTIONS, INC., a Delaware corporation ("ADES"), and COBIZ BANK, a Colorado corporation, d/b/a COLORADO BUSINESS BANK ("Lender").
PURCHASE AND SALE AGREEMENT by and among Energy Capital Partners I, LP, Energy Capital Partners I-A, LP, Energy Capital Partners I-B IP, LP, Energy Capital Partners I (Crowfoot IP), LP, and Carbon Solutions Management, LLC, as Sellers, and Advanced...Purchase and Sale Agreement • November 15th, 2018 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products • New York
Contract Type FiledNovember 15th, 2018 Company Industry JurisdictionThis Purchase and Sale Agreement (this “Agreement”), dated as of November 15, 2018 (the “Execution Date”), is made and entered into by and among Energy Capital Partners I, LP, a Delaware limited partnership (“ECP I,” or the “Sellers’ Representative”), Energy Capital Partners I-A, LP, a Delaware limited partnership (“ECP I-A”), Energy Capital Partners I-B IP, LP, a Delaware limited partnership (“ECP I-B”), Energy Capital Partners I (Crowfoot IP), LP, a Delaware limited partnership (“ECP Crowfoot” and, together with ECP I, ECP I-A and ECP I-B, the “ECP Sellers”), Carbon Solutions Management, LLC, a Delaware limited liability company (“Carbon Solutions Management” and, together with the ECP Sellers, “Sellers”) and Advanced Emissions Solutions, Inc., a Delaware corporation (“Purchaser”).
RETENTION AGREEMENTRetention Agreement • May 10th, 2021 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products • Colorado
Contract Type FiledMay 10th, 2021 Company Industry JurisdictionThis Retention Agreement will become effective on the date you return a signed copy of the Retention Agreement to the COMPANY provided it is returned no later than 12:00 p.m. Mountain time on May 10, 2021 (the “Return Date”). If you do not return this Retention Agreement signed by you to the COMPANY by the Return Date, this offer will expire.
AGREEMENT FOR PURCHASE OF MEMBERSHIP INTERESTS by and between ADA-RCM6, LLC and Charles S. McNeil (Sellers) and Liberty Clean Fuels 2, LLC (Buyer) Dated as of March 3, 2016Purchase Agreement • March 9th, 2016 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products • Colorado
Contract Type FiledMarch 9th, 2016 Company Industry JurisdictionThis AGREEMENT FOR PURCHASE OF MEMBERSHIP INTERESTS (this “Agreement”), dated as of March 3, 2016 (the “Closing Date”), is made by and between ADA-RCM6, LLC, a Colorado limited liability company (“ADA-RCM6”), Charles S. McNeil (“McNeil” and together with ADA-RCM6, each, a “Seller” and collectively, “Sellers”), and Liberty Clean Fuels 2, LLC, a Delaware limited liability company (“Buyer”). Buyer and Sellers are sometimes individually referred to herein as a “Party” and collectively as the “Parties.”
SUBSCRIPTION AGREEMENTSubscription Agreement • July 17th, 2023 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products
Contract Type FiledJuly 17th, 2023 Company IndustryThis SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into this July 17, 2023, by and between Advanced Emissions Solutions, Inc., a Delaware corporation (the “Issuer”), and each of the undersigned (each a “Subscriber” and collectively, the “Subscribers”).
LOAN MODIFICATION AGREEMENTLoan Modification Agreement • June 6th, 2023 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products • Kentucky
Contract Type FiledJune 6th, 2023 Company Industry JurisdictionTHIS LOAN MODIFICATION AGREEMENT ("Agreement") is entered into effective as of June 2, 2023 ("Effective Date"), by and among: (i) COMMUNITY TRUST BANK, INC., a Kentucky corporation ("Bank"); (ii) CORBIN PROJECT LLC, ARQ PROJECTS HOLDING COMPANY LLC, ARQ ST. ROSE LLC, ARQ CORBIN LLC and ARQ CORBIN LAND LLC, each a Delaware limited liability company (collectively, "Borrowers"); and (iii) Advanced Emissions Solutions, Inc., a Delaware corporation ("ADES"), with ADES signing solely with respect to the sections of this Agreement expressly applicable to ADES.
FIRST AMENDMENT AND WAIVER REGARDING 2013 LOAN AND SECURITY AGREEMENT THIS FIRST AMENDMENT AND WAIVER REGARDING 2013 LOAN AND SECURITY AGREEMENT (“First Amendment”) is made as of the 2nd day of December, 2013 (the "Effective Date") by and among...Loan and Security Agreement • March 17th, 2016 • Advanced Emissions Solutions, Inc. • Miscellaneous chemical products • Colorado
Contract Type FiledMarch 17th, 2016 Company Industry Jurisdiction