JOINT FILING AGREEMENTJoint Filing Agreement • February 5th, 2021 • Infrastructure & Energy Alternatives, LLC • Blank checks
Pursuant to Rule 13(d)-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, each of the undersigned acknowledges and agrees that the foregoing statement on Schedule 13D is filed on behalf of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of the undersigned without the necessity of filing additional joint acquisition statements. Each of the undersigned acknowledges that it shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.
Form of Lock-Up AgreementLock-Up Agreement • February 5th, 2021 • Infrastructure & Energy Alternatives, LLC • Blank checks • New York
STOCK PURCHASE AGREEMENTStock Purchase Agreement • February 5th, 2021 • Infrastructure & Energy Alternatives, LLC • Blank checks • Delaware
THIS STOCK PURCHASE AGREEMENT, dated as of February 3, 2021 (this “Agreement”), by and among Infrastructure and Energy Alternatives, LLC (“IEA LLC”) and OT POF IEA Preferred B Aggregator, L.P. (“Aggregator”) (each, a “Seller” and collectively, the “Sellers”) and Ares Special Situations Fund IV, L.P. and ASOF Holdings I, L.P., (each, a “Purchaser” and collectively, the “Purchasers”) and, solely for the purpose and subject to the terms and conditions of Section 10 hereunder, Oaktree Power Opportunities Fund III, L.P. (the “Indemnitor”).
FIFTH AMENDMENT TO AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 5th, 2021 • Infrastructure & Energy Alternatives, LLC • Blank checks • New York
This Fifth Amendment (this “Amendment”) to the Amended and Restated Registration Rights Agreement, dated February 3, 2021, is entered into by and among Infrastructure and Energy Alternatives, Inc. (f/k/a M III Acquisition Corp.), a Delaware corporation (the “Company”), Infrastructure and Energy Alternatives, LLC (the “Seller”), in its capacity as holder of a majority of the Registrable Securities (as defined in the Registration Rights Agreement), OT POF IEA Preferred B Aggregator L.P., as an additional Holder and Ares Special Situations Fund IV, L.P., as an additional Holder, and ASOF Holdings I, L.P., as an additional Holder (such additional Holders collectively, “Ares”), and amends, in accordance with Section 3.2 thereof, the Amended and Restated Registration Rights Agreement, dated March 26, 2018, as amended by the First Amendment thereto, dated June 6, 2018, the Second Amendment thereto, dated May 20, 2019, the Third Amendment thereto, dated August 30, 2019 and the Fourth Amendment
