EXHIBIT 10.41 _________________________________________________________________ _______________Purchase Agreement • April 13th, 1998 • KFX Inc • Industrial organic chemicals • Colorado
250,000 SHARES COMMON STOCK PURCHASE WARRANT #BF-1Warrant Agreement • November 14th, 2001 • KFX Inc • Industrial organic chemicals • Colorado
FORM OF SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 27th, 2010 • Evergreen Energy Inc • Bituminous coal & lignite surface mining • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 26, 2010, between Evergreen Energy 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”).
ARTICLE I DEFINITIONSNon-Qualified Stock Option Agreement • March 31st, 1999 • KFX Inc • Industrial organic chemicals • Delaware
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 9th, 2009 • Evergreen Energy Inc • Bituminous coal & lignite surface mining
This Registration Rights Agreement (this “Agreement”) is made and entered into as of October 21, 2009, between Evergreen Energy Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
200,000 SHARES COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • November 14th, 2001 • KFX Inc • Industrial organic chemicals • New York
RECITALSAssignment and Assumption Agreement • August 15th, 2001 • KFX Inc • Industrial organic chemicals • Delaware
COMMON STOCK PURCHASE WARRANT EVERGREEN ENERGY INC.Security Agreement • November 9th, 2009 • Evergreen Energy Inc • Bituminous coal & lignite surface mining
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ (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 the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Evergreen Energy Inc., a Delaware corporation (the “Company”), up to ______ shares (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).
ARTICLE IRegistration Rights Agreement • April 17th, 2001 • KFX Inc • Industrial organic chemicals • Delaware
EXHIBIT 10.01Exchange Agreement • October 1st, 1999 • KFX Inc • Industrial organic chemicals • Colorado
ARTICLE IRegistration Rights Agreement • April 16th, 2002 • KFX Inc • Industrial organic chemicals • Delaware
7,000,000 Shares KFx INC. Common Stock, Par Value $.001 Per Share UNDERWRITING AGREEMENTUnderwriting Agreement • February 3rd, 2006 • KFX Inc • Industrial organic chemicals • New York
agreement, and there shall be no further transfer of such Shares, except in accordance with this letter agreement. The undersigned hereby acknowledges and agrees that written notice of any extension of the Lock-up Period pursuant to the preceding sentence will be delivered by Jefferies & Company, Inc. to the Company and that any such notice properly delivered will be deemed to have been given to, and received by, the undersigned.
Exhibit 99.3 KFX INC. STOCK OPTION AGREEMENT ----------------------Stock Option Agreement • February 22nd, 2005 • KFX Inc • Industrial organic chemicals • Delaware
50,000 SHARES COMMON STOCK PURCHASE WARRANTWarrant Agreement • May 17th, 1999 • KFX Inc • Industrial organic chemicals • Colorado
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 9th, 2009 • Evergreen Energy Inc • Bituminous coal & lignite surface mining • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 21, 2009, between Evergreen Energy 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”).
6% CONVERTIBLE DEBENTURES DUE 2002Indenture • April 13th, 1998 • KFX Inc • Industrial organic chemicals • New York
RIGHTS AGREEMENT Dated as of December 4, 2008 between EVERGREEN ENERGY INC. and INTERWEST TRANSFER COMPANY, INC.Rights Agreement • December 4th, 2008 • Evergreen Energy Inc • Bituminous coal & lignite surface mining • Delaware
Rights Agreement, dated as of December 4, 2008 (the “Agreement”), between Evergreen Energy Inc., a Delaware corporation (the “Company”), and Interwest Transfer Company, Inc., a Utah corporation (the “Rights Agent”).
ARTICLE IRegistration Rights Agreement • April 16th, 2002 • KFX Inc • Industrial organic chemicals • Delaware
KFX INC. STOCK OPTION AGREEMENT ----------------------Stock Option Agreement • February 22nd, 2005 • KFX Inc • Industrial organic chemicals • Delaware
KFX, INC.Registration Rights Agreement • November 14th, 2001 • KFX Inc • Industrial organic chemicals • New York
WARRANTWarrant Purchase Agreement • May 20th, 2002 • KFX Inc • Industrial organic chemicals • New York
7.01 Meetings 7.02 Place of Meetings 7.03 Notice of Meeting 7.04 Meeting of All Members 7.05 Record Date 7.06 Quorum 7.07 Manner of Acting 7.08 Proxies 7.09 Action by Members Without a Meeting 7.10 Waiver of Notice 7.11 Telephonic Meetings 7.12 Budget...Operating Agreement • April 13th, 1998 • KFX Inc • Industrial organic chemicals • Ohio
ARTICLE IRegistration Rights Agreement • April 16th, 2002 • KFX Inc • Industrial organic chemicals • Delaware
KFX, INC.Common Stock and Warrant Purchase Agreement • March 11th, 2003 • KFX Inc • Industrial organic chemicals • New York
CONFIDENTIALPlacement Agent Agreement • March 17th, 2010 • Evergreen Energy Inc • Bituminous coal & lignite surface mining • New York
COMMON STOCK PURCHASE WARRANT EVERGREEN ENERGY INC.Common Stock Purchase Warrant • March 17th, 2010 • Evergreen Energy Inc • Bituminous coal & lignite surface mining
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ (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 the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on March __, 2015 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Evergreen Energy Inc., a Delaware corporation (the “Company”), up to ______ shares (the “Warrant Shares”) of Common Stock.
PUT AGREEMENTPut Agreement • March 24th, 2000 • KFX Inc • Industrial organic chemicals • Colorado
EXHIBIT 10.01 CONFIDENTIAL FIRST AMENDED LIMITED LIABILITY COMPANY AGREEMENTLimited Liability Company Agreement • August 13th, 1999 • KFX Inc • Industrial organic chemicals • Delaware
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 17th, 2010 • Evergreen Energy Inc • Bituminous coal & lignite surface mining • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 16, 2010, between Evergreen Energy 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”).
95,000,000 Principal Amount EVERGREEN ENERGY INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 30th, 2007 • Evergreen Energy Inc • Bituminous coal & lignite surface mining • New York
Evergreen Energy Inc., a Delaware corporation (the “Issuer”), proposes to issue and sell to Credit Suisse Securities (USA) LLC, Capital One Southcoast, Inc., Natexis Bleichroeder Inc. and Johnson Rice & Company L.L.C. (collectively, the “Initial Purchasers”), upon the terms set forth in a purchase agreement of even date herewith (the “Purchase Agreement”), $95,000,000 aggregate principal amount of its 8.00% Convertible Secured Notes due 2012 (the “Initial Securities”) to be guaranteed (the “Guaranties”) by Evergreen Operations, LLC, a Delaware limited liability company, KFx Operations, LLC, a Wyoming limited liability company, Landrica Development Company, a South Dakota corporation, KFx Plant, LLC, a Wyoming limited liability company and Buckeye Industrial Mining Co., an Ohio corporation, the “Guarantors” and, collectively with the Issuer, the “Company”). The Initial Securities will be convertible into shares of common stock, par value $.001 per share, of the Issuer (the “Common Stock
EXHIBIT 10.03 AIW/P Holdings, Inc. One Computer Associates Plaza Islandia, NY 11788-7000 September 9, 1999 Mr. Seth L. Patterson KFx Inc. 1999 Broadway Suite 3200 Denver, CO 80202 Dear Mr. Patterson: Pursuant to Section 1 of the Exchange Agreement...Exchange Agreement • October 1st, 1999 • KFX Inc • Industrial organic chemicals
PURCHASE AGREEMENTPurchase Agreement • November 24th, 2004 • KFX Inc • Industrial organic chemicals • New York
THIS AGREEMENT is made as of the 19th day of November 2004 by and between KFx, Inc. (the “Company”), a corporation organized under the laws of the State of Delaware, with its principal offices at 55 Madison Street, Suite 745, Denver, Colorado 80206, and the purchaser whose name and address is set forth on the signature page hereof (the “Purchaser”).
Exhibit 2.1 ----------- ASSET PURCHASE AND LICENSE AGREEMENT BY AND AMONGAsset Purchase and License Agreement • August 15th, 2001 • KFX Inc • Industrial organic chemicals • Delaware
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 18th, 2011 • Evergreen Energy Inc • Bituminous coal & lignite surface mining • New York
SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of November 17, 2011, by and among Evergreen Energy Inc., a Delaware corporation, with headquarters located at 1225 17th Street, Suite 1300, Denver, Colorado 80202 (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
1 EXHIBIT 10.3 PEGASUS TECHNOLOGIES, INC. STOCKHOLDER AND VOTING AGREEMENTStockholder and Voting Agreement • March 24th, 2000 • KFX Inc • Industrial organic chemicals • Colorado
