Fuel Tech, Inc. Sample Contracts

LOAN AGREEMENT
Loan Agreement • August 10th, 2006 • Fuel Tech N V • Industrial & commercial fans & blowers & air purifing equip • Illinois
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WITNESSETH:
Indemnity Agreement • February 7th, 2007 • Fuel Tech, Inc. • Industrial & commercial fans & blowers & air purifing equip • Delaware
STRICTLY CONFIDENTIAL Fuel Tech, Inc. 27601 Bella Vista Parkway Warrenville, IL 60555-1617 Attn: Vincent J. Arnone, Chief Executive Officer Dear Mr. Arnone:
Letter Agreement • February 18th, 2021 • Fuel Tech, Inc. • Industrial & commercial fans & blowers & air purifing equip • New York

This letter agreement (this “Agreement”) constitutes the agreement between Fuel Tech, Inc. (the “Company”) and H.C. Wainwright & Co., LLC (“Wainwright”), that Wainwright shall serve as the exclusive agent, advisor or underwriter in any offering (each, an “Offering”) of securities of the Company (the “Securities”) during the Term (as hereinafter defined) of this Agreement. The terms of each Offering and the Securities issued in connection therewith shall be mutually agreed upon by the Company and Wainwright and nothing herein implies that Wainwright would have the power or authority to bind the Company and nothing herein implies that the Company shall have an obligation to issue any Securities. It is understood that Wainwright’s assistance in an Offering will be subject to the satisfactory completion of such investigation and inquiry into the affairs of the Company as Wainwright deems appropriate under the circumstances and to the receipt of all internal approvals of Wainwright in conne

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • February 18th, 2021 • Fuel Tech, Inc. • Industrial & commercial fans & blowers & air purifing equip • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of February 11, 2021, between Fuel Tech, 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”).

PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT
Fuel Tech, Inc. • February 18th, 2021 • Industrial & commercial fans & blowers & air purifing equip

THIS PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after , 2021 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the five and one half year anniversary of the Effective Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Fuel Tech, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is issued by the Company pursuant to an Engagement Agreement, dated as of February 11, 2021, between the Company and H.C. Wainwright & Co., LLC.

RESTRICTED STOCK UNIT AGREEMENT
Restricted Stock Unit Agreement • March 5th, 2012 • Fuel Tech, Inc. • Industrial & commercial fans & blowers & air purifing equip • New York

This Restricted Stock Unit Agreement (the “Agreement”) is hereby entered into effective as of , 2012 (the “Award Date”), by and between Fuel Tech, Inc. (the “Company”), and (the “Participant”). Any term capitalized but not defined in this Agreement will have the meaning set forth in the Fuel Tech, Inc. Incentive Plan, as amended (the “Plan”).

ELEVENTH AMENDMENT TO CONTINUING GUARANTY
Continuing Guaranty • November 13th, 2018 • Fuel Tech, Inc. • Industrial & commercial fans & blowers & air purifing equip

This Eleventh Amendment to Continuing Guaranty (this “Amendment”), is made and entered into and is effective as of October 19, 2018 (the “Effective Date”), between Fuel Tech, Inc., a Delaware corporation (the “Guarantor”), and JPMorgan Chase Bank, N.A., for itself and each Lending Installation, including but not limited to JPMorgan Chase Bank (China) Company Limited (including but not limited to its Shanghai Branch, the “JPMC Chinese Affiliate”), and each of their respective successors and assigns (individually and collectively, the "Bank").

Contract
2012 Executive Performance Rsu Award Agreement • May 7th, 2013 • Fuel Tech, Inc. • Industrial & commercial fans & blowers & air purifing equip • New York

This Executive Performance RSU Award Agreement (the “Agreement”) is hereby entered effective as of March 9, 2012 (the “Effective Date”), by and between Fuel Tech, Inc. (the “Company” or “Fuel Tech” or “FTI”), and (the “Participant”). Any term capitalized but not defined in this Agreement will have the meaning set forth in the Fuel Tech, Inc. Incentive Plan, as amended (the “Plan”).

THIRD AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • August 8th, 2011 • Fuel Tech, Inc. • Industrial & commercial fans & blowers & air purifing equip • Illinois

THIS THIRD AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is dated as of June 30, 2011 and is by and between FUEL TECH INC., a Delaware corporation (the “Borrower”), the Loan Parties party hereto, and JPMORGAN CHASE BANK, N.A., a national banking association (“Lender”).

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • May 12th, 2014 • Fuel Tech, Inc. • Industrial & commercial fans & blowers & air purifing equip • Illinois
FUEL TECH, INC. EMPLOYEE CONFIDENTIALITY AND ARBITRATION OF CLAIMS AGREEMENT
Claims Agreement • March 8th, 2022 • Fuel Tech, Inc. • Industrial & commercial fans & blowers & air purifing equip • Connecticut

In consideration of my employment by Fuel Tech, Inc. (the "Company"), a Massachusetts corporation headquartered at 300 Atlantic Street, Stamford, CT, or an affiliate or subsidiary thereof, or of a significant additional benefit arising out of such employment, I hereby covenant and agree as follows:

ASSET PURCHASE AGREEMENT by and among Fuel Tech, Inc., Advanced Combustion Technology, Inc. and Peter D. Marx, Robert W. Pickering and Charles E. Trippel
Asset Purchase Agreement • March 5th, 2009 • Fuel Tech, Inc. • Industrial & commercial fans & blowers & air purifing equip

This Asset Purchase Agreement (the “Agreement”) is made as of December 5, 2008, by and among Fuel Tech, Inc., a Delaware corporation (the “Purchaser”); Advanced Combustion Technology, Inc., a New Hampshire corporation (the “Seller”); Peter Marx, an individual (“Marx”); Robert Pickering, an individual (“Pickering”); and Charles Trippel, an individual (“Trippel”). Each of Marx, Pickering and Trippel are sometimes individually referred to as a “Shareholder,” or, collectively, as the “Shareholders.”

SECOND AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • November 5th, 2009 • Fuel Tech, Inc. • Industrial & commercial fans & blowers & air purifing equip • Illinois

THIS SECOND AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is dated as of November 4, 2009 and is by and between FUEL TECH INC., a Delaware corporation (the “Borrower”), the Loan Parties party hereto, and JPMORGAN CHASE BANK, N.A., a national banking association (“Lender”).

FUEL TECH, INC. BMPLOYMENT AGREEMENT
Bmployment Agreement • November 5th, 2009 • Fuel Tech, Inc. • Industrial & commercial fans & blowers & air purifing equip

Agreement made as of the 1st day of February, 1998 between Fuel Tech, Inc, a Massachusetts corporation (the “Company”) at 300 Atlantic Street, Stamford Connecticut 06901, and Stephen P. Brady of 4N527 Hidden Oaks Road, St. Charles, Illinois 60175 (“Employee”).

Contract
Executive Performance Rsu Award Agreement • March 3rd, 2021 • Fuel Tech, Inc. • Industrial & commercial fans & blowers & air purifing equip • Delaware

This Executive Performance RSU Award Agreement (the “Agreement”) is hereby entered effective as of _____________, 2021 (the “Award Date”), by and between Fuel Tech, Inc. (the “Company” or “Fuel Tech” or “FTI”), and _________________ (the “Participant”). Any term capitalized but not defined in this Agreement will have the meaning set forth in the Fuel Tech, Inc. 2014 Long-Term Incentive Plan, as it may be amended, modified or restated from time to time (the “Plan”).

JPMORGAN CHASE BANK, N.A. ELEVENTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • August 13th, 2018 • Fuel Tech, Inc. • Industrial & commercial fans & blowers & air purifing equip

THIS ELEVENTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is dated as of May 15, 2018 and is by and between FUEL TECH INC., a Delaware corporation (the “Borrower”), the Loan Parties party hereto, and JPMORGAN CHASE BANK, N.A., a national banking association (“Lender”).

EMPLOYEE NON-QUALIFIED STOCK OPTION AWARD AGREEMENT
Employee Non-Qualified Stock Option Award Agreement • May 11th, 2015 • Fuel Tech, Inc. • Industrial & commercial fans & blowers & air purifing equip • Delaware

EMPLOYEE NON-QUALIFIED STOCK OPTION AWARD AGREEMENT dated as of ___________, 20__ (the “Grant Date”) between Fuel Tech, Inc., a Delaware corporation (the “Company”) and [Name] (the “Participant”). Capitalized terms not defined herein shall have the meanings set forth in the Plan.

Amendment to Employment Agreement Fuel Tech, Inc. – J.F. Norris Jr.
Employment Agreement • March 5th, 2008 • Fuel Tech, Inc. • Industrial & commercial fans & blowers & air purifing equip

Amendment No. 1 dated as of February 28, 2007 to the Agreement of February 28, 2006 (the “Agreement”) between Fuel Tech, Inc., a Delaware corporation (the “Company”) of 512 Kingsland Drive, Batavia, Illinois 60510 and John (Johnny) F. Norris Jr. of 2140 Wingate Drive, Delaware, Ohio 43015 (“Employee”).

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FUEL TECH, INC. INCENTIVE PLAN NON-QUALIFIED STOCK OPTION AWARD AGREEMENT
Non-Qualified Stock Option Award Agreement • March 6th, 2007 • Fuel Tech, Inc. • Industrial & commercial fans & blowers & air purifing equip • New York

NON-QUALIFIED STOCK OPTION AWARD AGREEMENT dated as of Xxxx x, 200x between Fuel Tech, Inc., a Delaware corporation (“the Company”), of 512 Kingsland Drive, Batavia, Illinois 60510, and

Dear Vince:
Fuel Tech, Inc. • August 11th, 2008 • Industrial & commercial fans & blowers & air purifing equip • Illinois

The following is an agreement (this “Agreement”) which sets out the mutual understanding between Fuel Tech, Inc. (the “Company”) and you as to the terms and conditions of your engagement as a consultant to the Company subsequent to your resignation as an employee and Senior Vice President, Treasurer and Chief Financial Officer of the Company, all of which have been discussed between us on amicable terms. If you are in accord with these terms and conditions, please sign below where indicated.

FUEL TECH, INC. EMPLOYMENT AGREEMENT — GENERAL
Employment Agreement • November 5th, 2009 • Fuel Tech, Inc. • Industrial & commercial fans & blowers & air purifing equip • Illinois

This Employment Agreement (“Agreement”) is made as of October 2, 2008 between Fuel Tech, Inc., a Delaware corporation (the “Company”) with offices at 27601 Bella Vista Parkway, Warrenville, Illinois 60555 , and Volker Rummenhohl (“Employee”).

TENTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • March 12th, 2018 • Fuel Tech, Inc. • Industrial & commercial fans & blowers & air purifing equip • Illinois

THIS TENTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is dated as of January 10, 2018 and is by and between FUEL TECH INC., a Delaware corporation (the “Borrower”), the Loan Parties party hereto, and JPMORGAN CHASE BANK, N.A., a national banking association (“Lender”).

FUEL TECH, INC. EMPLOYMENT AGREEMENT — GENERAL
Employment Agreement • March 9th, 2011 • Fuel Tech, Inc. • Industrial & commercial fans & blowers & air purifing equip • Delaware

Agreement made as of the 31st day of August, 2009 between Fuel Tech, Inc., a Delaware Corporation (the “Company”) with its principal place of business at 27601 Bella Vista Parkway, Warrenville, IL 60555, and Robert E. Puissant of 128 Falcon Hill Court, Green Bay, WI 54302 (“Employee”).

CHANGE OF CONTROL SEVERANCE AGREEMENT
Change of Control Severance Agreement • May 10th, 2023 • Fuel Tech, Inc. • Industrial & commercial fans & blowers & air purifing equip • Illinois

This Change of Control Severance Agreement (the “Agreement”) is made and entered into by and between __________________ (“Executive”) and Fuel Tech, Inc., a Delaware corporation (the “Company”), effective as of June ___, 2023 (the “Effective Date”).

FUEL TECH, INC. EMPLOYMENT AGREEMENT - GENERAL
Fuel Tech • March 12th, 2018 • Fuel Tech, Inc. • Industrial & commercial fans & blowers & air purifing equip • Illinois

This Employment Agreement (“Agreement”) is made as of March 9, 2018 between Fuel Tech, Inc., a Delaware corporation (the "Company") with offices at 27601 Bella Vista Parkway, Warrenville, Illinois 60555 , and James M. Pach ("Employee").

JPMORGAN CHASE BANK, N.A. CASH COLLATERAL ACCOUNT PLEDGE AGREEMENT
Account Pledge Agreement • August 9th, 2016 • Fuel Tech, Inc. • Industrial & commercial fans & blowers & air purifing equip • Illinois

THIS CASH COLLATERAL ACCOUNT PLEDGE AGREEMENT (this “Agreement”), dated as of as of May 27, 2016, is by and between FUEL TECH INC., a Delaware corporation (“Pledgor”) and JPMORGAN CHASE BANK, N.A., a national banking association (“Lender”).

SUBLEASE AGREEMENT
Sublease Agreement • March 4th, 2010 • Fuel Tech, Inc. • Industrial & commercial fans & blowers & air purifing equip • Connecticut

THIS SUBLEASE AGREEMENT (“Agreement”) is entered into as of the 9th day of December, 2009, between Fuel Tech, Inc., a Delaware corporation (“Sublandlord”), with its principal offices at 27601 Bella Vista Parkway, Warrenville, Illinois 60555 and American Bailey Corporation, a Delaware corporation (“Subtenant”), with its principal offices at Financial Centre, 695 East Main Street, Stamford, Connecticut 06901.

Contract
2016 Executive Performance Rsu Award Agreement • March 24th, 2016 • Fuel Tech, Inc. • Industrial & commercial fans & blowers & air purifing equip • Delaware

This Executive Performance RSU Award Agreement (the “Agreement”) is hereby entered effective as of ___________________ (the “Award Date”), by and between Fuel Tech, Inc. (the “Company” or “Fuel Tech” or “FTI”), and __________________ (the “Participant”). Any term capitalized but not defined in this Agreement will have the meaning set forth in the Fuel Tech, Inc. 2014 Long-Term Incentive Plan, as it may be amended, modified or restated from time to time (the “Plan”).

TWELFTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • November 13th, 2018 • Fuel Tech, Inc. • Industrial & commercial fans & blowers & air purifing equip • Illinois

is dated as of September 17, 2018 and is by and between FUEL TECH INC., a Delaware corporation (the “Borrower”), the Loan Parties party hereto, and JPMORGAN CHASE BANK, N.A., a national banking association (“Lender”).

Exhibit 10.2 REVOLVING CREDIT NOTE
Fuel Tech N V • August 10th, 2006 • Industrial & commercial fans & blowers & air purifing equip
FUEL TECH, INC. EMPLOYMENT AGREEMENT — GENERAL
Employment Agreement • August 9th, 2010 • Fuel Tech, Inc. • Industrial & commercial fans & blowers & air purifing equip • Delaware

Agreement made as of the 2nd day of August, 2010 between Fuel Tech, Inc., a Delaware Corporation (the “Company”) with its principal place of business at 27601 Bella Vista Parkway, Warrenville, IL 60555, and David S. Collins of 1170 Biscay Court, Aurora, IL 60502 (“Employee”).

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