EXHIBIT 10.1 SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of December 31, 2002Credit Agreement • January 3rd, 2003 • Nextera Enterprises Inc • Services-management consulting services • Massachusetts
EXHIBIT 10.3 NEXTERA ENTERPRISES, INC. SECOND AMENDED AND RESTATED SUBORDINATION AGREEMENT This Agreement, dated as of December 31, 2002, is among Nextera Enterprises, Inc., a Delaware corporation (the "Company"), Knowledge Universe Capital Co. LLC, a...Subordination Agreement • January 3rd, 2003 • Nextera Enterprises Inc • Services-management consulting services • Massachusetts
EXHIBIT 4.1 NEITHER THIS WARRANT NOR THE SHARES OF STOCK ISSUABLE UPON EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE, TRANSFER OR OTHER DISPOSITION OF THIS WARRANT OR SAID SHARES MAY BE EFFECTED WITHOUT (I)...Stock Purchase Warrant • January 3rd, 2003 • Nextera Enterprises Inc • Services-management consulting services • Massachusetts
EXHIBIT 10.10 SECOND AMENDED AND RESTATED REVOLVING NOTERevolving Note • January 3rd, 2003 • Nextera Enterprises Inc • Services-management consulting services • Massachusetts
FOR VALUE RECEIVED, the undersigned NEXTERA ENTERPRISES, INC., a Delaware corporation (the "Borrower"), hereby promises to pay to the order of Bank of America, N.A. (the "Lender") or registered assigns, on the Maturity Date, the aggregate unpaid principal amount of the loans made by the Lender to the Borrower as part of the Revolving Loan pursuant to the Second Amended and Restated Credit Agreement referred to below. The Borrower promises to pay interest from the date hereof, computed as provided in such Credit Agreement, on the aggregate principal amount of such loans from time to time unpaid at the per annum rate applicable to such unpaid principal amount as provided in such Credit Agreement, except that all accrued interest shall be paid at the stated or accelerated maturity hereof or upon the prepayment in full hereof.
EXHIBIT 4.2 NEITHER THIS WARRANT NOR THE SHARES OF STOCK ISSUABLE UPON EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE, TRANSFER OR OTHER DISPOSITION OF THIS WARRANT OR SAID SHARES MAY BE EFFECTED WITHOUT (I)...Stock Purchase Warrant • January 3rd, 2003 • Nextera Enterprises Inc • Services-management consulting services • Massachusetts
EXHIBIT 10.13 NEXTERA ENTERPRISES, INC. SECOND AMENDED AND RESTATED GUARANTEE AND SECURITY AGREEMENT Dated as of December 31, 2002 FLEET NATIONAL BANK TABLE OF CONTENTSGuarantee and Security Agreement • January 3rd, 2003 • Nextera Enterprises Inc • Services-management consulting services • Massachusetts
EXHIBIT 10.14 SECOND AMENDED AND RESTATED LIMITED GUARANTY AGREEMENT (Knowledge Universe Capital Co. LLC) W I T N E S S E T H : WHEREAS, Nextera Enterprises, Inc., a Delaware corporation ("Company") has entered into an Second Amended and Restated...Limited Guaranty Agreement • January 3rd, 2003 • Nextera Enterprises Inc • Services-management consulting services • Massachusetts
EXHIBIT 10.11 SECOND AMENDED AND RESTATED TERM NOTETerm Note • January 3rd, 2003 • Nextera Enterprises Inc • Services-management consulting services • Massachusetts
FOR VALUE RECEIVED, the undersigned NEXTERA ENTERPRISES, INC., a Delaware corporation (the "Borrower"), hereby promises to pay to the order of Fleet National Bank (the "Lender") or registered assigns, on the Maturity Date, the aggregate unpaid principal amount of the loans made by the Lender to the Borrower as part of the Term Loan pursuant to the Second Amended and Restated Credit Agreement referred to below. The Borrower promises to pay interest from the date hereof, computed as provided in such Second Amended and Restated Credit Agreement, on the aggregate principal amount of such loans from time to time unpaid at the per annum rate applicable to such unpaid principal amount as provided in such Second Amended and Restated Credit Agreement, except that all accrued interest shall be paid at the stated or accelerated maturity hereof or upon the prepayment in full hereof.
iii) the Company shall have delivered to the Lenders a written certificate (together with independent written evidence) signed by the Chief Financial Officer of the Company which certifies that the Company is in compliance with the Investment Banking...Junior Credit Participation Agreement • January 3rd, 2003 • Nextera Enterprises Inc • Services-management consulting services • Massachusetts
AGREEMENTConfidentiality Agreement • January 3rd, 2003 • Nextera Enterprises Inc • Services-management consulting services
RECITALSDebenture • January 3rd, 2003 • Nextera Enterprises Inc • Services-management consulting services
EXHIBIT 10.12 SECOND AMENDED AND RESTATED TERM NOTETerm Note • January 3rd, 2003 • Nextera Enterprises Inc • Services-management consulting services • Massachusetts
FOR VALUE RECEIVED, the undersigned NEXTERA ENTERPRISES, INC., a Delaware corporation (the "Borrower"), hereby promises to pay to the order of Bank of America, N.A. (the "Lender") or registered assigns, on the Maturity Date, the aggregate unpaid principal amount of the loans made by the Lender to the Borrower as part of the Term Loan pursuant to the Second Amended and Restated Credit Agreement referred to below. The Borrower promises to pay interest from the date hereof, computed as provided in such Second Amended and Restated Credit Agreement, on the aggregate principal amount of such loans from time to time unpaid at the per annum rate applicable to such unpaid principal amount as provided in such Second Amended and Restated Credit Agreement, except that all accrued interest shall be paid at the stated or accelerated maturity hereof or upon the prepayment in full hereof.
SECOND AMENDMENT TO DEBENTUREDebenture • January 3rd, 2003 • Nextera Enterprises Inc • Services-management consulting services
AGREEMENTConfidentiality and Proprietary Rights Agreement • January 3rd, 2003 • Nextera Enterprises Inc • Services-management consulting services
FIRST AMENDMENT TO EXCHANGE DEBENTUREExchange Debenture • January 3rd, 2003 • Nextera Enterprises Inc • Services-management consulting services
