MASTER ENERGY SERVER PURCHASE AGREEMENT between BLOOM ENERGY CORPORATION as Seller and DIAMOND STATE GENERATION PARTNERS, LLC as Buyer dated as of April 13, 2012Master Energy Server Purchase Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • New York
This MASTER ENERGY SERVER PURCHASE AGREEMENT (this “Agreement”), dated as of April 13, 2012 (the “Agreement Date”), is entered into by and between BLOOM ENERGY CORPORATION, a Delaware corporation (“Seller”), and DIAMOND STATE GENERATION PARTNERS, LLC, a Delaware limited liability company (“Buyer”). Seller and Buyer are referred to in this Agreement individually, as a “Party” and, collectively, as the “Parties”.
EQUITY CONTRIBUTION AGREEMENT Dated as of March 20, 2013 by and among BLOOM ENERGY CORPORATION, as the Contributor, DIAMOND STATE GENERATION PARTNERS, LLC, as the Company and DEUTSCHE BANK TRUST COMPANY AMERICAS, as the Collateral AgentEquity Contribution Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • New York
This EQUITY CONTRIBUTION AGREEMENT (this “Agreement”), dated as of March 20, 2013, is entered into by and among BLOOM ENERGY CORPORATION, a Delaware corporation (the “Contributor”), DIAMOND STATE GENERATION PARTNERS, LLC, a Delaware limited liability company (the “Company”) and DEUTSCHE BANK TRUST COMPANY AMERICAS, as the Collateral Agent under the Collateral Agency Agreement referenced below (in such capacity, together with any successor Collateral Agent appointed pursuant to the Collateral Agency Agreement, the “Collateral Agent”). Capitalized terms used in this Agreement are defined as set forth in Section 1.1.
AMENDED AND RESTATED PURCHASE, USE AND MAINTENANCE AGREEMENT between BLOOM ENERGY CORPORATION as Seller and 2014 ESA PROJECT COMPANY, LLC as Buyer dated as of July 18, 2014Purchase, Use and Maintenance Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • New York
This AMENDED AND RESTATED PURCHASE, USE AND MAINTENANCE AGREEMENT (this “Agreement”), dated as of July 18, 2014 (the “Agreement Date”), is entered into by and between BLOOM ENERGY CORPORATION, a Delaware corporation (“Seller”), and 2014 ESA PROJECT COMPANY, LLC, a Delaware limited liability company (“Buyer”). Seller and Buyer are referred to in this Agreement individually, as a “Party” and, collectively, as the “Parties”.
ADMINISTRATIVE SERVICES AGREEMENT by and between BLOOM ENERGY CORPORATION, and Dated as of July 18, 2014Administrative Services Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • California
THIS ADMINISTRATIVE SERVICES AGREEMENT (the “Agreement”) is made as of July 18, 2014, by and among 2014 ESA HOLDCO, LLC, a Delaware limited liability company (the “Company”), 2014 ESA PROJECT COMPANY, LLC, a Delaware limited liability company (the “Project Company”), and BLOOM ENERGY CORPORATION, a Delaware corporation (the “Administrator”). The Company, the Project Company, and the Administrator are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
2013B ESA HOLDCO, LLC a Delaware Limited Liability Company AMENDED AND RESTATED OPERATING AGREEMENT Dated as of August 2, 2013Operating Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • Delaware
THIS AMENDED AND RESTATED OPERATING AGREEMENT, dated as of August 2, 2013, is made and entered into by and among, FIRSTAR DEVELOPMENT, LLC, a Delaware limited liability company (“Firstar” or the “Class A Equity Investor”), as the Class A Member, and CLEAN TECHNOLOGIES 2013B, LLC, a Delaware limited liability company (the “Class B Equity Investor”), as the Class B Member.
ADMINISTRATIVE SERVICES AGREEMENT by and between BLOOM ENERGY CORPORATION, DIAMOND STATE GENERATION HOLDINGS, LLC and DIAMOND STATE GENERATION PARTNERS, LLC Dated as of April 13, 2012Administrative Services Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • New York
THIS ADMINISTRATIVE SERVICES AGREEMENT (the “Agreement”) is made as of this 13th day of April, 2012, by and among DIAMOND STATE GENERATION HOLDINGS, LLC, a Delaware limited liability company (the “Company”), DIAMOND STATE GENERATION PARTNERS, LLC, a Delaware limited liability company (the “Project Company”) and BLOOM ENERGY CORPORATION, a Delaware corporation (the “Administrator”).
MASTER OPERATION AND MAINTENANCE AGREEMENT by and between DIAMOND STATE GENERATION PARTNERS, LLC and BLOOM ENERGY CORPORATION dated as of April 13, 2012And Maintenance Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • New York
This MASTER OPERATION AND MAINTENANCE AGREEMENT (this “Agreement”), dated as of April 13, 2012, between BLOOM ENERGY CORPORATION, a Delaware corporation (“BE” or, in its capacity as operator hereunder, “Operator”), and DIAMOND STATE GENERATION PARTNERS, LLC, a Delaware limited liability company (“Owner”) (each, a “Party”, and together, the “Parties”), covers (i) the Portfolio of on-site solid oxide fuel cell power generating systems capable of being powered by renewable fuels, having an aggregate Nameplate Capacity of up to 30 MW (each a “Bloom System”, and together the “Bloom Systems”) and (ii) the BOF installed by BE pursuant to the MESPA, in each case to the extent set forth herein.
DEPOSITARY AGREEMENT among DIAMOND STATE GENERATION PARTNERS, LLC, a Delaware limited liability company, as the Company and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Collateral Agent and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Depositary Dated as of...Depositary Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • New York
This DEPOSITARY AGREEMENT, dated as of March 20, 2013 (this “Agreement”), is entered into by and among DIAMOND STATE GENERATION PARTNERS, LLC, a Delaware limited liability company (the “Company”), DEUTSCHE BANK TRUST COMPANY AMERICAS, as collateral agent for the Secured Parties (in such capacity, “Collateral Agent”), and DEUTSCHE BANK TRUST COMPANY AMERICAS, as depositary agent, bank and securities intermediary (in such capacities, “Depositary”).
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF DIAMOND STATE GENERATION HOLDINGS, LLC dated as of March 20, 2013Limited Liability Company Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • Delaware
Second Amended and Restated Limited Liability Company Agreement of Diamond State Generation Holdings, LLC, a Delaware limited liability company (the “Company”), dated as of March 20, 2013 by and among Clean Technologies II, LLC, a Delaware limited liability company (“Clean Technologies”) and Mehetia Inc., a Delaware corporation (“Mehetia”).
FIRST SUPPLEMENTAL INDENTURESupplemental Indenture • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • New York
FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of September September 20, 2016, by and among Bloom Energy Corporation, a Delaware corporation (the “Company”), as issuer, Rye Creek LLC, a Delaware limited liability company (the “Guarantor”), as guarantor, and U.S. Bank National Association, as trustee (the “Trustee”) and collateral agent (the “Collateral Agent”) under the Indenture referred to below.
NASA AMES RESEARCH CENTER ENHANCED USE LEASE Basic Lease InformationLease • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • California
This Environmental Issues Management Plan (“EIMP”) provides a decision framework for the management of residual chemicals in soil and groundwater at the Site during development. The EIMP is intended to describe procedures to address the known remaining environmental conditions at the Site, as well as contingency actions to be taken in the event that previously unknown environmental conditions are encountered during development of the NRP. The EIMP will be provided to the U.S. Environmental Protection Agency (“U.S. EPA”) and the California Regional Water Quality Control Board, San Francisco Bay Region (“RWQCB”) as lead agencies for the Site, and other involved regulatory agencies with oversight authority to obtain regulatory approval of the measures to be taken during Site development to address Site environmental conditions. By obtaining regulatory pre-approval of procedures to be followed if impacted soil and groundwater are encountered during Site development activities, the potentia
DIAMOND STATE GENERATION PARTNERS, LLC 5.22% Senior Secured Notes due March 30, 2025 NOTE PURCHASE AGREEMENT Dated March 20, 2013Note Purchase Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • New York
Diamond State Generation Partners, LLC, a Delaware limited liability company (the “Company”), agrees with each of the Purchasers as follows:
FIRST AMENDMENT TO THE EQUITY CAPITAL CONTRIBUTION AGREEMENT WITH RESPECT TO DIAMOND STATE GENERATION HOLDINGS, LLCContribution Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • New York
THIS FIRST AMENDMENT TO THE EQUITY CAPITAL CONTRIBUTION AGREEMENT WITH RESPECT TO DIAMOND STATE GENERATION HOLDINGS, LLC, (this “Amendment”), is executed as of April 13, 2012, by and among Mehetia Inc., a Delaware corporation (“Mehetia”), Clean Technologies II, LLC, a Delaware limited liability company (“Clean Technologies”), Diamond State Generation Holdings, LLC, a Delaware limited liability company (the “Company”), and Diamond State Generation Partners, LLC, a Delaware limited liability company (the “Project Company”). Each of the foregoing entities shall be referred to individually herein as a “Party” and collectively as the “Parties”.
EQUITY CAPITAL CONTRIBUTION AGREEMENT by and between CLEAN TECHNOLOGIES 2015, LLC and June 25, 2015Equity Capital Contribution Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • New York
FIRST AMENDMENT TO SECOND AMENDED AND RESTATED OPERATING AGREEMENTOperating Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • Delaware
THIS FIRST AMENDMENT TO SECOND AMENDED AND RESTATED OPERATING AGREEMENT of 2012 V PPA Holdco, LLC (this “Amendment”) is executed as of March 28, 2014, to be effective as of August 30, 2013, by and between Firstar Development, LLC, a Delaware limited liability company (the “Class A Member”), and Clean Technologies III, LLC, a Delaware limited liability company (the “Class B Member”). The Class A Member and the Class B Member shall be referred to individually herein as a “Party” and collectively as the “Parties”. Capitalized terms used herein and not otherwise defined have the meanings provided in the Second Amended and Restated Operating Agreement, dated as of August 30, 2013 (the “Company LLC Agreement”), by and between the Parties.
DEPOSITARY AGREEMENT among 2014 ESA PROJECT COMPANY, LLC a Delaware limited liability company, as the Company and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Collateral Agent and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Depositary Dated as of July 18, 2014Depositary Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • New York
This DEPOSITARY AGREEMENT, dated as of July 18, 2014 (this “Agreement”), is entered into by and among 2014 ESA Project Company, LLC, a Delaware limited liability company (the “Company”), DEUTSCHE BANK TRUST COMPANY AMERICAS, as collateral agent for the Secured Parties (in such capacity, “Collateral Agent”), and DEUTSCHE BANK TRUST COMPANY AMERICAS, as depositary agent, bank and securities intermediary (in such capacities, “Depositary”).
EQUITY CAPITAL CONTRIBUTION AGREEMENT by and among CLEAN TECHNOLOGIES 2014, LLC and EXELON GENERATION COMPANY, LLC JULY 18, 2014Equity Capital Contribution Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • New York
This EQUITY CAPITAL CONTRIBUTION AGREEMENT (the “Agreement”) dated as of July 18, 2014 (the “Execution Date”) entered into by and among Clean Technologies 2014, LLC, a Delaware limited liability company (the “Bloom Member”), on the one hand, and Exelon Generation Company, LLC, a Pennsylvania limited liability company (together with its permitted successors and assigns, the “Investor”), on the other hand.
DEPOSITARY AGREEMENT among 2012 V PPA PROJECT COMPANY, LLC, a Delaware limited liability company, as Borrower and PE12GVVC (BLOOM PPA) LTD., as Administrative Agent and DEUTSCHE BANK TRUST COMPANY AMERICAS as Depositary and Collateral Agent Dated as...Depositary Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • New York
This DEPOSITARY AGREEMENT, dated as of February 21, 2013 (this “Agreement”), is entered into by and among 2012 V PPA PROJECT COMPANY, LLC, a Delaware limited liability company (“Borrower”), PE12GVVC (BLOOM PPA) LTD., as administrative agent for the Secured Parties referred to in the Credit Agreement (as defined below) (in such capacity, “Administrative Agent”), and DEUTSCHE BANK TRUST COMPANY AMERICAS, as depositary agent, bank and securities intermediary (in such capacities, “Depositary”) and as collateral agent for the Secured Parties (in such capacity, “Collateral Agent”).
GRANT AGREEMENT BY AND BETWEEN THE DELAWARE ECONOMIC DEVELOPMENT AUTHORITY AND BLOOM ENERGY CORPORATIONGrant Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus
THIS GRANT AGREEMENT (the “Agreement”) is made as of the 1st day of March, 2012 by and between The Delaware Economic Development Authority (the “Authority”), a body corporate and politic constituted as an instrumentality of the State of Delaware (the “State”) and Bloom Energy Corporation, a Delaware corporation (“Grantee”).
AMENDED AND RESTATED CREDIT AGREEMENT dated as of September 25, 2013, by and between 2013B ESA PROJECT COMPANY, LLC, as Borrower, and SILICON VALLEY BANK, as LenderCredit Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • New York
This AMENDED AND RESTATED CREDIT AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement” or the “Credit Agreement”), is entered into as of September 25, 2013 (the “Effective Date”), by and between 2013B ESA PROJECT COMPANY, LLC, a Delaware limited liability company (the “Borrower”), and SILICON VALLEY BANK, a California corporation (the “Lender”), and amends and restates that certain Credit Agreement, dated as of July 19, 2013 (the “Original Credit Agreement”), by and between the Borrower and the Lender.
CREDIT AGREEMENT among 2015 ESA PROJECT COMPANY, LLC, as Borrower, THE LENDERS REFERRED TO HEREIN, CRÉDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as Issuing Bank, Syndication Agent, Coordinating Lead Arranger and Sole Bookrunner, KEYBANK NATIONAL...Credit Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • New York
[***] Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.
AMENDED AND RESTATED CREDIT AGREEMENT dated as of August 30, 2013 among 2012 ESA PROJECT COMPANY, LLC (Borrower) And PE12GVVC (BLOOM PPA) LTD., PE12PXVC (BLOOM PPA) LTD., and the other Lenders from time to time party hereto, (Lenders) And PE12GVVC...Lender Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • New York
This AMENDED AND RESTATED CREDIT AGREEMENT, dated as of August 30, 2013, among 2012 ESA PROJECT COMPANY, LLC (formerly known as 2012 V PPA Project Company, LLC), a Delaware limited liability company, as borrower (“Borrower”), PE12GVVC (BLOOM PPA) LTD. and PE12PXVC (BLOOM PPA) LTD., as lenders (together with the other institutions from time to time party hereto, the “Lenders”), PE12GVVC (BLOOM PPA) LTD., as administrative agent for the Lenders (in such capacity, “Administrative Agent”) and DEUTSCHE BANK TRUST COMPANY AMERICAS, as collateral agent for the Secured Parties referred to herein (in such capacity, “Collateral Agent”).
AMENDED AND RESTATED MASTER ENERGY SERVER PURCHASE AGREEMENT between BLOOM ENERGY CORPORATION as Seller and 2012 V PPA PROJECT COMPANY, LLC as Buyer dated as of December 21, 2012Master Energy Server Purchase Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • New York
This AMENDED AND RESTATED MASTER ENERGY SERVER PURCHASE AGREEMENT (this “Agreement”), dated as of December 21, 2012 (the “Agreement Date”), is entered into by and between BLOOM ENERGY CORPORATION, a Delaware corporation (“Seller”), and 2012 V PPA PROJECT COMPANY, LLC, a Delaware limited liability company (“Buyer”). Seller and Buyer are referred to in this Agreement individually, as a “Party” and, collectively, as the “Parties”.
ADMINISTRATIVE SERVICES AGREEMENT by and between BLOOM ENERGY CORPORATION, and Dated as of June 25, 2015Administrative Services Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • California
THIS ADMINISTRATIVE SERVICES AGREEMENT (the “Agreement”) is made as of June 25, 2015 (the “Effective Date”), by and among 2015 ESA HOLDCO, LLC, a Delaware limited liability company (the “Company”) and BLOOM ENERGY CORPORATION, a Delaware corporation (the “Administrator”). The Company and the Administrator are sometimes referred to herein individually as a “Party” and collectively as the “Parties”
BLOOM ENERGY CORPORATION AMENDMENT NO. 2 AND JOINDER TO EIGHTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • California
This Amendment No. 2 and Joinder (the “Amendment”) to that certain Eighth Amended and Restated Registration Rights Agreement dated as of June 30, 2011 by and among Bloom Energy Corporation, a Delaware corporation (the “Company”), and the Holders named therein, and amended pursuant to that certain Amendment No. 1 to Eighth Amended and Restated Registration Rights Agreement (“Amendment No. 1”), dated December 14, 2015 (the “Rights Agreement”), is made and entered into as of August 4, 2016 by and among the Company and the undersigned Holders of a majority of the outstanding shares of Registrable Securities (the “Majority Holders”). Capitalized terms used in this Amendment that are not otherwise defined herein shall have the respective meanings assigned to them in the Rights Agreement.
AMENDED AND RESTATED EQUITY CAPITAL CONTRIBUTION AGREEMENT between FIRSTAR DEVELOPMENT, LLC and CLEAN TECHNOLOGIES III, LLC August 30, 2013Equity Capital Contribution Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • New York
This AMENDED AND RESTATED EQUITY CAPITAL CONTRIBUTION AGREEMENT (the “Agreement”) dated as of August 30, 2013 (the “Execution Date”) entered into by and between Firstar Development, LLC, a Delaware limited liability company (the “Investor”), and Clean Technologies III, LLC, a Delaware limited liability company (the “Class B Member”).
AMENDED AND RESTATED GUARANTYGuaranty • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus
This AMENDED AND RESTATED GUARANTY (this “Guaranty”), dated as of August 2, 2013, by Bloom Energy Corporation, a Delaware corporation (the “Guarantor”), in favor of Firstar Development, LLC, a Delaware limited liability company (together with its successors, permitted assigns or permitted transferees, the “Guaranteed Party”).
SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • New York
This SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT, dated as of July 18, 2014 (this “Amendment”), is entered into by and between 2013B ESA PROJECT COMPANY, LLC, a Delaware limited liability company (the “Borrower”), and SILICON VALLEY BANK, a California corporation (the “Lender”). The purpose of this Amendment is to amend that certain Amended and Restated Credit Agreement, dated as of September 25, 2013, as amended by the First Amendment to Amended and Restated Credit Agreement, dated as of November 14, 2013, by and between the Borrower and the Lender (collectively, the “Credit Agreement”). Capitalized terms used and not otherwise defined herein have the meanings given to them in the Credit Agreement and the rules of interpretation set forth in the Credit Agreement apply as if set forth herein.
EQUITY CONTRIBUTION TRI-PARTY AGREEMENTEquity Capital Contribution Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • New York
This EQUITY CAPITAL CONTRIBUTION AGREEMENT (the “Agreement”) dated as of December 21, 2012 (the “Execution Date”) entered into by and between Firstar Development, LLC, a Delaware limited liability company (the “Investor”), and Clean Technologies III, LLC, a Delaware limited liability company (the “Class B Member”).
THIRD AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • New York
This THIRD AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT, effective as of October 24, 2014 (this “Amendment”), is entered into by and between 2013B ESA PROJECT COMPANY, LLC, a Delaware limited liability company (the “Borrower”), and SILICON VALLEY BANK, a California corporation (the “Lender”). The purpose of this Amendment is to amend that certain Amended and Restated Credit Agreement, dated as of September 25, 2013, as amended by the First Amendment to Amended and Restated Credit Agreement, dated as of November 14, 2013, and as further amended by the Second Amendment to Amended and Restated Credit Agreement, dated as of July 18, 2014, in each case, by and between the Borrower and the Lender (collectively, the “Credit Agreement”). Capitalized terms used and not otherwise defined herein have the meanings given to them in the Credit Agreement and the rules of interpretation set forth in the Credit Agreement apply as if set forth herein.
FOURTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • New York
This FOURTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT, dated as of May 5, 2015 (this “Amendment”), is entered into by and between 2013B ESA PROJECT COMPANY, LLC, a Delaware limited liability company (the “Borrower”), and SILICON VALLEY BANK, a California corporation (the “Lender”). The purpose of this Amendment is to amend that certain Amended and Restated Credit Agreement, dated as of September 25, 2013, as amended by the First Amendment to Amended and Restated Credit Agreement, dated as of November 14, 2013, as further amended by the Second Amendment to Amended and Restated Credit Agreement, dated as of July 18, 2014, and as further amended by the Third Amendment to Amended and Restated Credit Agreement, effective as of October 24, 2014, in each case, by and between the Borrower and the Lender (collectively, the “Credit Agreement”). Capitalized terms used and not otherwise defined herein have the meanings given to them in the Credit Agreement and the rules of interpretation
BLOOM ENERGY CORPORATION AMENDMENT NO. 3 TO EIGHTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • California
This Amendment No. 3 (the “Amendment”) to that certain Eighth Amended and Restated Registration Rights Agreement dated as of June 30, 2011 by and among Bloom Energy Corporation, a Delaware corporation (the “Company”), and the Holders named therein, and amended pursuant to that certain Amendment No. 1 to Eighth Amended and Restated Registration Rights Agreement (“Amendment No. 1”), dated December 14, 2015 and that certain Amendment No. 2 and Joinder to Eighth Amended and Restated Registration Rights Agreement (“Amendment No. 2” and, together with Amendment No. 1, the “Amendments”), dated August 4, 2016 (the “Rights Agreement”), is made and entered into as of September 20, 2016 by and among the Company and the undersigned Holders of a majority of the outstanding shares of Registrable Securities (the “Majority Holders”). Capitalized terms used in this Amendment that are not otherwise defined herein shall have the respective meanings assigned to them in the Rights Agreement.
AMENDED AND RESTATED MASTER ENERGY SERVER PURCHASE and SERVICES AGREEMENT between BLOOM ENERGY CORPORATION as Seller and 2013B ESA PROJECT COMPANY, LLC as Buyer dated as of September 25, 2013Master Energy Server Purchase • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • New York
This AMENDED AND RESTATED MASTER ENERGY SERVER PURCHASE AND SERVICES AGREEMENT (this “Agreement”), dated as of September 25, 2013 (the “Agreement Date”), is entered into by and between BLOOM ENERGY CORPORATION, a Delaware corporation (“Seller”), and 2013B ESA PROJECT COMPANY, LLC, a Delaware limited liability company (“Buyer”), and amends and restates that certain Master Energy Server Purchase and Services Agreement, dated as of July 19, 2013, by and between Seller and Buyer. Seller and Buyer are referred to in this Agreement individually, as a “Party” and, collectively, as the “Parties”.
DEPOSITARY AGREEMENT among as Borrower CRÉDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as Administrative Agent WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral Agent and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Depositary Bank Dated as of June...Depositary Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • New York
This DEPOSITARY AGREEMENT, dated as of June 25, 2015 (this “Agreement”), is made by and among 2015 ESA PROJECT COMPANY, LLC, a Delaware limited liability company (the “Borrower”), CRÉDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as administrative agent for the Lenders (as defined in the Credit Agreement, as hereinafter defined) (the “Administrative Agent”), WILMINGTON TRUST, NATIONAL ASSOCIATION, in its capacity as collateral agent for the benefit of the Secured Parties (as hereinafter defined) (the “Collateral Agent”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, in its capacity as depositary bank (the “Depositary Bank”).
SECOND AMENDMENT TO AMENDED AND RESTATED MASTER ENERGY SERVER PURCHASE and SERVICES AGREEMENTPurchase and Services Agreement • November 3rd, 2016 • Bloom Energy Corp • Electrical industrial apparatus • New York
This SECOND AMENDMENT TO AMENDED AND RESTATED MASTER ENERGY SERVER PURCHASE and SERVICES AGREEMENT (this “Amendment”) is executed as of July 18, 2014, by and between BLOOM ENERGY CORPORATION, a Delaware corporation (the “Seller”), and 2013B ESA PROJECT COMPANY, LLC, a Delaware limited liability company (the “Buyer”). The Seller and the Buyer shall be referred to individually herein as a “Party” and collectively as the “Parties”. Capitalized terms used herein and not otherwise defined have the meanings provided in the Amended and Restated Master Energy Server Purchase and Services Agreement, dated as of September 25, 2013, as amended by the First Amendment to the Amended and Restated Master Energy Server Purchase and Services Agreement, dated as of March 28, 2014 (the “MESPSA”), by and between the Parties.
