AGREEMENT AND PLAN OF MERGER among CLEANSPARK, INC., TRON MERGER SUB, INC. and GRIID INFRASTRUCTURE INC. Dated as of June 26, 2024Merger Agreement • August 26th, 2024 • GRIID Infrastructure Inc. • Finance services • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of June 26, 2024 (this “Agreement”), among CleanSpark, Inc., a Nevada corporation (“Parent”), Tron Merger Sub, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and GRIID Infrastructure Inc., a Delaware corporation (the “Company”).
CREDIT AGREEMENTCredit Agreement • August 26th, 2024 • GRIID Infrastructure Inc. • Finance services • Delaware
This CREDIT AGREEMENT is entered into as of June 26, 2024, among GRIID INFRASTRUCTURE INC., a Delaware corporation (the “Borrower”), the other LOAN PARTIES (as defined herein) from time to time party hereto and CLEANSPARK, INC. (the “Lender”).
COLOCATION MINING SERVICES AGREEMENTColocation Mining Services Agreement • August 26th, 2024 • GRIID Infrastructure Inc. • Finance services • Nevada
This Colocation Mining Services Agreement (this “Agreement”) is made as of June 26, 2024 (the “Effective Date”), by and between GRIID Infrastructure Inc., a Delaware corporation with its principal place of business located at 2577 Duck Creek Road, Cincinnati, Ohio 45212 (“Service Provider”), and CleanSpark, Inc., a Nevada corporation with its principal place of business located at 2370 Corporate Circle, Suite 160, Henderson, Nevada 89074 (“Customer”). Service Provider and Customer are each referred to as a “Party” and collectively as the “Parties.”
VOTING AGREEMENTVoting Agreement • August 26th, 2024 • GRIID Infrastructure Inc. • Finance services • Delaware
This VOTING AGREEMENT (this “Agreement”), dated as of June 26, 2024, is entered into by and between the undersigned stockholder (“Stockholder”) of GRIID Infrastructure Inc., a Delaware corporation (the “Company”), and CleanSpark, Inc., a Nevada corporation (“Parent”). Parent and Stockholder are each sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
PAYOFF LETTERCredit Agreement • August 26th, 2024 • GRIID Infrastructure Inc. • Finance services
Re: Fourth Amended and Restated Credit Agreement, dated as of October 9, 2022 (the “Credit Agreement”), among (i) GRIID Infrastructure LLC, (“GRIID”), a Delaware limited liability company, GRIID Holdco, LLC, a Delaware limited liability company, and those additional Persons that are joined as a party thereto as borrowers by executing the form of Joinder attached thereto as Exhibit F-2 to the Credit Agreement (GRIID, together with such additional Persons, each, a “Borrower” and individually and collectively, jointly and severally, the “Borrowers” and, together with GRIID, the “GRIID Parties”), (ii) each of the lenders identified as a “Lender” on Annex I attached to the Credit Agreement (together with each of its respective successors and assigns, if any, each a “Lender” and, collectively, the “Lenders”), and (iii) Blockchain Access UK Limited, acting not individually but as agent on behalf of, and for the benefit of, the Lenders and all other Secured Parties (in such capacity, together
