SolarMax Technology, Inc. Sample Contracts

UNDERWRITING AGREEMENT
Underwriting Agreement • January 16th, 2020 • SolarMax Technology, Inc. • Retail-building materials, hardware, garden supply • New York
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UNDERWRITING AGREEMENT
Underwriting Agreement • January 20th, 2023 • SolarMax Technology, Inc. • Construction - special trade contractors • New York

The undersigned, SolarMax Technology, Inc., a Nevada corporation (the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, for whom Kingswood, a division of Kingswood Capital Partners, LLC, is acting as representative (in such capacity, the “Representative,” if there are no underwriters other than the Representative, reference to multiple underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as underwriter, the “Underwriters” and each an “Underwriter”) to issue and sell to the Underwriters an aggregate of [●] shares of common stock, $0.001 par value per share (“Common Stock”), of the Company (the “Firm Shares”). The Company has also granted to the several Underwriters an option to purchase up to [●] additional shares of Common Stock, on the terms and for the purposes set forth in Section 1(b) hereof (the “Option Shares”). The Firm Shares and any Option Shares purchased pursuant

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UNDERWRITING AGREEMENT
Underwriting Agreement • February 29th, 2024 • SolarMax Technology, Inc. • Construction - special trade contractors • New York

The undersigned, SolarMax Technology, Inc., a Nevada corporation (the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, for whom Kingswood, a division of Kingswood Capital Partners, LLC, is acting as representative (in such capacity, the “Representative,” if there are no underwriters other than the Representative, reference to multiple underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as underwriter, the “Underwriters” and each an “Underwriter”) to issue and sell to the Underwriters an aggregate of 4,500,000 shares of common stock, $0.001 par value per share (“Common Stock”), of the Company (the “Firm Shares”). The Company has also granted to the several Underwriters an option to purchase up to 675,000 additional shares of Common Stock, on the terms and for the purposes set forth in Section 1(b) hereof (the “Option Shares”). The Firm Shares and any Option Shares purchased

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SolarMax Technology, Inc.
Restricted Stock Grant Agreement • July 19th, 2022 • SolarMax Technology, Inc. • Construction - special trade contractors

Reference is made to the Stock Grant which was granted to you on October 7, 2016. Pursuant to the agreement relating to the issuance of the Stock Grant, your right to the shares of common stock of SolarMax Technology, Inc. (the “Company”) represented by the Stock Grant will vest six months after a Public Stock Event. As you may be aware, the Company filed a registration statement with respect to its initial public offering on December 24, 2018. If the Company does not complete a public stock event by April 30, 2019, which date may be extended by the Company, the shares issued in the Stock Grant become forfeitable and are to be conveyed to the Company for no consideration.

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SolarMax Technology, Inc.
Restricted Stock Grant Agreement • July 19th, 2022 • SolarMax Technology, Inc. • Construction - special trade contractors

Reference is made to the Stock Grant which was granted to you on October 7, 2016. Pursuant to the agreement relating to the issuance of the Stock Grant, your right to the shares of common stock of SolarMax Technology, Inc. (the “Company”) represented by the Stock Grant will vest six months after a Public Stock Event. As you may be aware, the Company filed a registration statement with respect to its initial public offering on December 24, 2018. If the Company does not complete a public stock event by April 30, 2019, which date may be extended by the Company, the shares issued in the Stock Grant become forfeitable and are to be conveyed to the Company for no consideration.

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EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • July 19th, 2022 • SolarMax Technology, Inc. • Construction - special trade contractors • California

AGREEMENT dated as the 7th day of October, 2016, by and between SolarMax Technology, Inc., a Nevada corporation with its principal office at 3080 12th Street, Riverside, California 92507 (the “Company”), and David Hsu, (the “Executive”), whose address is .

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LOAN AGREEMENT
Loan Agreement • July 19th, 2022 • SolarMax Technology, Inc. • Construction - special trade contractors • California

THIS LOAN AGREEMENT (“Agreement”) is entered into as of the 26th day of August, 2014, by and between Solarmax LED, Inc., a California corporation, (“Borrower”) and Clean Energy Funding II, LP, a limited partnership organized in California, (“Lender”), with reference to the following facts:

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LOAN AGREEMENT
Loan Agreement • July 19th, 2022 • SolarMax Technology, Inc. • Construction - special trade contractors • California

THIS LOAN AGREEMENT (“Agreement”) is entered into as of the 3rd day of January, 2012, by and between Solarmax Renewable Energy Provider, Inc., a California corporation, (“Borrower”) and Clean Energy Funding, LP, a limited partnership organized in California, (“Lender”), with reference to the following facts:

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SOLAR MODULE SUPPLY AGREEMENT
Solar Module Supply Agreement • December 24th, 2018 • SolarMax Technology, Inc. • Retail-building materials, hardware, garden supply • California

THIS SOLAR MODULE SUPPLY AGREEMENT is entered into as of June 1, 2016 (the “Effective Date”), by and between SunSpark Technology Inc., a California corporation (“SunSpark”), and SolarMax Technology, Inc., a Nevada corporation (“SolarMax”). SunSpark and SolarMax together shall be referred to as the “Parties” and individually as a “Party”.

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UNDERWRITING AGREEMENT
Underwriting Agreement • November 9th, 2023 • SolarMax Technology, Inc. • Construction - special trade contractors • New York

The undersigned, SolarMax Technology, Inc., a Nevada corporation (the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, for whom Kingswood, a division of Kingswood Capital Partners, LLC, is acting as representative (in such capacity, the “Representative,” if there are no underwriters other than the Representative, reference to multiple underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as underwriter, the “Underwriters” and each an “Underwriter”) to issue and sell to the Underwriters an aggregate of [●] shares of common stock, $0.001 par value per share (“Common Stock”), of the Company (the “Firm Shares”). The Company has also granted to the several Underwriters an option to purchase up to [●] additional shares of Common Stock, on the terms and for the purposes set forth in Section 1(b) hereof (the “Option Shares”). The Firm Shares and any Option Shares purchased pursuant

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SOLARMAX TECHNOLOGY, INC. Restricted Stock Agreement
Restricted Stock Agreement • July 19th, 2022 • SolarMax Technology, Inc. • Construction - special trade contractors • Nevada

This Restricted Stock Award Agreement evidences a grant of Restricted Stock pursuant to the provisions of the 2016 Long-Term Incentive Plan (the “Plan”) of SolarMax Technology, Inc., a Nevada corporation (the “Company”) to the individual whose name appears below (the “Participant”), pursuant to the provisions of the Plan and on the following terms and conditions (capitalized terms not otherwise defined herein shall have the meaning ascribed thereto in the Plan):

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Liquidity Loans Contract China Everbright Bank Contents
Liquidity Loans Contract • December 24th, 2018 • SolarMax Technology, Inc. • Retail-building materials, hardware, garden supply

The borrower applies for loan to the loan bank for business needs. After examination, the loan bank agrees to offer loans to the borrower according to the terms and conditions of this contract.

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Dated: ______________, 2016 SolarMax Technology, Inc.
Stock Purchase Agreement • May 16th, 2022 • SolarMax Technology, Inc. • Retail-building materials, hardware, garden supply • Nevada
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PROMISSORY NOTE
Promissory Note • July 19th, 2022 • SolarMax Technology, Inc. • Construction - special trade contractors • California
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AGREEMENT
Limited Partnership Agreement • July 19th, 2022 • SolarMax Technology, Inc. • Construction - special trade contractors • Nevada

THIS AGREEMENT (the “Agreement”) is made as of _________, 20__ (the “Effective Date”) by and between __________, an individual residing at (“Limited Partner”), Clean Energy Funding, LP, a California limited partnership having its principal place of business at 3080 12th Street, Riverside, CA 92507 (the “Partnership”), Solarmax Renewable Energy Provider, Inc., a California corporation having a principal place of business at 3080 12th Street, Riverside, California 92507 (“SREP”) and SolarMax Technology, Inc., a Nevada corporation having a principal place of business at 3080 12th Street, Riverside, California 92507 (“SolarMax” and, together with the Limited Partner, the Partnership, SREP and SolarMax, the “Parties” and each, individually, a “Party”).

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CHANNEL AGREEMENT between Sunrun Inc. and Solarmax Renewable Energy Provider, Inc. dated January 21, 2015 TABLEOFCONTENTS
Channel Agreement • May 16th, 2022 • SolarMax Technology, Inc. • Retail-building materials, hardware, garden supply • California

This CHANNEL AGREEMENT (“Agreement”) is made as of January 21, 2015 and shall be effective as of January 25, 2015 (“Effective Date”), by and between Sunrun Inc., a Delaware corporation (“Sunrun”) and Solarmax Renewable Energy Provider, Inc., a California corporation (“Contractor”). Sunrun and Contractor may be referred to herein in the singular as “Party” or jointly as “Parties”.

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DEALER PARTICIPATION AGREEMENT (SUNPOWER RESIDENTIAL SOLAR LEASE PROGRAM)
Dealer Participation Agreement • December 24th, 2018 • SolarMax Technology, Inc. • Retail-building materials, hardware, garden supply • California

This DEALER PARTICIPATION AGREEMENT (this “Agreement”) is deemed to be effective as of the later of August 1, 2014 or the date the Agreement is signed by both parties (“Effective Date”) between Solarmax Renewable Energy Provider, Inc., a Corporation (type of entity) organized under the laws of California (state), with its principal place of business at <account address> (“Dealer”) and SunPower Corporation, Systems, a Delaware corporation (“SunPower”).

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SHARE EXCHANGE AGREEMENT by and among EACH ENTITY LISTED UNDER THE CAPTION “CZH HOLDER” ON EXHIBIT A, EACH PERSON LISTED UNDER THE CAPTION “CZH TRANSFEROR” ON EXHIBIT B, SOLARMAX TECHNOLOGY, INC., and SHANGHAI HONGGUAN SOLAR TECHNOLOGY LIMITED COMPANY...
Share Exchange Agreement • December 24th, 2018 • SolarMax Technology, Inc. • Retail-building materials, hardware, garden supply • Nevada

THIS SHARE EXCHANGE AGREEMENT is made and entered into and effective as of April 28, 2015 (this “Agreement”), by and among each entity listed under the caption “CZH Holder” on Exhibit A (each, a “CZH Holder” and collectively, the “CZH Holders”), each person listed under the caption “CZH Transferor” on Exhibit B (each, a “CZH Transferor” and collectively, the “CZH Transferors”), SolarMax Technology, Inc., a Nevada corporation (“SolarMax”), and Shanghai Hongguan Solar Technology Limited Company (), a limited company organized under the laws of the PRC which is wholly-owned by SolarMax (“SolarMax China,” and, together with the CZH Holders, the CZH Transferors and SolarMax, collectively, the “Parties”, and each, individually, a “Party”).

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MASTER SOLAR FACILITY TURNKEY CONTRACT
Master Solar Facility Turnkey Contract • December 24th, 2018 • SolarMax Technology, Inc. • Retail-building materials, hardware, garden supply • California

This MASTER SOLAR FACILITY TURNKEY CONTRACT (“Contract”) is made as of January 21, 2015 and shall be effective as of January 25, 2015 (“Effective Date”), by and between Sunrun Inc., a Delaware corporation (“Sunrun”) Solarmax Renewable Energy Provider, Inc., a California corporation (“Contractor “). Sunrun and Contractor may be referred to herein in the singular as “Party” or jointly as “Pa rties”. This Contract sets forth the general terms and conditions for the design,engineering,procurement, installation,construction, test commission and start-up on a turnkey basis of one or more Solar Facilities (as defined in Article 1) by Contractor on residential or commercial property, with the terms and conditions for the Work (as defined in Article 1) associated with each individual Solar Facility also being governed by the terms and conditions of a separate Solar Facility Addendum Contract (“Addendum”).

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Financial Leasing Contract (direct leasing)
Financial Leasing Contract • December 4th, 2019 • SolarMax Technology, Inc. • Retail-building materials, hardware, garden supply

Address: Room A-413, Financial Center, No. 36 Changhong Road, Kunming Economic and Technological Development Zone, Yunnan Province

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Agreement on the Transfer of Rights and Obligations
Agreement on the Transfer of Rights and Obligations • November 5th, 2019 • SolarMax Technology, Inc. • Retail-building materials, hardware, garden supply

Address: Room A-413, Financial Center, No. 36 Changhong Road, Kunming Economic and Technological Development Zone, Yunnan Province

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Loan Agreement
Loan Agreement • December 24th, 2018 • SolarMax Technology, Inc. • Retail-building materials, hardware, garden supply

THIS LOAN AGREEMENT, made 24th of October, 2016, by and between Solarmax Technology, Inc. ("Borrower") and China Everbright Bank ("Lender"). Lender shall lend to Borrower the amount of RMB 38.5million (RMB 38,500,000.00) (the "Loan"). The Loan shall be funded immediately upon the full execution hereof, by wire transfer, certified check, or cash, as determined in the sole discretion of the Borrower. The interest rate on the outstanding and unpaid principal amount of the Loan shall be four percent (3.8%) simple interest, as calculated on an annual basis assuming a 365-day year. The term of the Loan shall be twelve (12) months in length, beginning on 24th of October, 2016, and concluding on 24th of October, 2017, (the "Term").The entire outstanding and unpaid principal amount of the Loan and penalties thereon, shall be due and payable at the end of the Term. Under this contract, the interest shall be settled by quarter, expiry date for interest is at 20th of each quarter. As security for

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SEPARATION AND RELEASE AGREEMENT
Separation and Release Agreement • July 19th, 2022 • SolarMax Technology, Inc. • Construction - special trade contractors • Nevada

THIS SEPARATION AND RELEASE AGREEMENT (this “Agreement”) dated October 1, 2020, by and between SolarMax Technology, Inc., a Nevada corporation (the “Company”), and Ching Liu (“Liu,” and, together with the Company, the “Parties” and each, a “Party”).

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NEITHER THIS NOTE NOR THE SHARES OF COMMON STOCK INTO WHICH THIS NOTE IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE...
4% Secured Subordinated Convertible Note • July 19th, 2022 • SolarMax Technology, Inc. • Construction - special trade contractors • Nevada

FOR VALUE RECEIVED, SolarMax Technology, Inc., a Nevada corporation (the “Company”) and Solarmax Renewable Energy Provider, Inc., a California corporation and wholly-owned subsidiary of the Company (the “Subsidiary”) jointly and severally promise to pay to __or registered assigns (the “Holder”), the principal sum of $__ in five equal installments of $ __on the first, second, third, fourth and fifth anniversaries of the Original Issue Date, and to pay interest to the Holder on the aggregate unconverted and then outstanding principal amount of this Note at the rate of 4% per annum in accordance with the provisions hereof. This Note was issued pursuant to the Exchange Agreement, as hereinafter defined. This Note is subject to the following additional provisions:

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ACKNOWLEDGEMENT AND AMENDMENT TO SHARE EXCHANGE AGREEMENT
Share Exchange Agreement • December 24th, 2018 • SolarMax Technology, Inc. • Retail-building materials, hardware, garden supply

THIS ACKNOWLEDGEMENT AND AMENDMENT TO SHARE EXCHANGE AGREEMENT, dated as of May 12, 2016 (this “Amendment”), by and among each undersigned entity listed under the caption “JZH Holders” on the signature page hereto (collectively, the “JZH Holders”) and SolarMax Technology, Inc., a Nevada corporation (“SolarMax,” and, together with the JZH Holders, the “Parties”).

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Letterhead of] SolarMax Technology, Inc. October , 2018
Master Distribution Agreement • December 24th, 2018 • SolarMax Technology, Inc. • Retail-building materials, hardware, garden supply

Reference is made to the master distribution agreement (the “Agreement”) dated June 9, 2016, by and between Li-Max Technology, Inc. (“Li-Max”) and SolarMax Technology, Inc. (“SolarMax” and, together with Li-Max, the “Parties”).

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AMENDMENT NO. 2 TO SOLAR MODULE SUPPLY AGREEMENT
Solar Module Supply Agreement • December 24th, 2018 • SolarMax Technology, Inc. • Retail-building materials, hardware, garden supply

THIS AMENDMENT NO. 2 TO SOLAR MODULE SUPPLY AGREEMENT, dated as of February 6, 2017 (this “Amendment”), by and between SunSpark Technology Inc., a California corporation (“SunSpark”), and SolarMax Technology, Inc., a Nevada corporation (“SolarMax”). SunSpark and SolarMax together shall be referred to as the “Parties” and individually as a “Party”.

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Employment contract
Employment Agreement • December 24th, 2018 • SolarMax Technology, Inc. • Retail-building materials, hardware, garden supply

Shanghai Solarmax Technology Co. Ltd. ( Party A hereby employ GU YU-MIN (Party B) as a contract employee. According to <The labor contract law of PRC>, <Regulations of Shanghai Municipality on the administration of labor and personnel of foreign enterprises > ( as Regulations), and the relative Chinese laws, regulations, Party A and Party B reach the agreement and sign this contract, and comply with this contract:

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Contract No.: Project Contracting Contract for 70MW Photovoltaic Power Generation Project of Qingshui River, Xingyi City, Guizhou Business Part
Project Contracting Contract • December 24th, 2018 • SolarMax Technology, Inc. • Retail-building materials, hardware, garden supply • Hong Kong
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DISTRIBUTION AGREEMENT between LI-MAX TECHNOLOGY, INC. and SOLARMAX TECHNOLOGY, INC.
Distribution Agreement • December 24th, 2018 • SolarMax Technology, Inc. • Retail-building materials, hardware, garden supply • California

This MASTER DISTRIBUTION AGREEMENT (“Agreement”) is made effective June 9, 2016 by and between LI-MAX TECHNOLOGY, INC., a California corporation (“Li-Max”), and SOLARMAX TECHNOLOGY, INC., a Nevada corporation (“Solarmax”).

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SHARE EXCHANGE AGREEMENT
Share Exchange Agreement • December 24th, 2018 • SolarMax Technology, Inc. • Retail-building materials, hardware, garden supply • Nevada

THIS SHARE EXCHANGE AGREEMENT is made and entered into and effective as of April 28, 2015 (this “Agreement”), by and among each entity listed under the caption “JZH Holder” on Exhibit A (each, a “JZH Holder” and collectively, the “JZH Holders”) and SolarMax Technology, Inc., a Nevada corporation (“SolarMax”, and, together with the JZH Holders, collectively, the “Parties”, and each, individually, a “Party”).

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Claims Repurchase Agreement
Claims Repurchase Agreement • November 5th, 2019 • SolarMax Technology, Inc. • Retail-building materials, hardware, garden supply

To this end, Party A, Party B and Party C have reached the following agreement through negotiation on an equal basis in Xicheng District, Beijing.

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Electricity Fee Charging Right and Accounts Receivable Pledge Agreement
Pledge Agreement • November 5th, 2019 • SolarMax Technology, Inc. • Retail-building materials, hardware, garden supply

Registered address: Room A-413, Financial Center, No. 36 Changhong Road, Kunming Economic and Technological Development Zone, Yunnan Province

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Contract Number：SMX-JSZH- [ 2019 ] - [ 035 ]
Construction Contract • December 4th, 2019 • SolarMax Technology, Inc. • Retail-building materials, hardware, garden supply

This General Contract does not contain any one-off fees of supply of equipment and materials (including photovoltaic components) for this Project, land leasing, compensation, land clearing, crop compensation, adjustments, etc., which shall all be handled by Party B but paid by Party A.

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Amendment No. 1 to Master Solar Facility Turnkey Contract
Master Solar Facility Turnkey Contract • December 24th, 2018 • SolarMax Technology, Inc. • Retail-building materials, hardware, garden supply

This Amendment No. 1 (the “Amendment”) to the Master Solar Facility Turnkey Contract, between Sunrun Inc., a Delaware Corporation (“Sunrun”) and Solarmax Renewable Energy Provider, Inc., a California corporation (“Contractor”) (Contractor and Sunrun are each hereinafter referred to as “Party”, and together as “Parties”) is entered into as of and shall be effective as of December 31, 2014 (the “Amendment Effective Date”). Capitalized terms used but not defined herein shall have the meaning given to them in the Contract (as defined below).

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