FIRST AMENDMENT TO CONVERTIBLE SENIOR SUBORDINATED PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENTNote and Warrant Purchase Agreement • August 13th, 2001 • Electric City Corp • Services-prepackaged software • New York
This First Amendment to Convertible Senior Subordinated Promissory Note and Warrant Purchase Agreement (the “Amendment”) is made as of July 31, 2001 by and between Electric City Corp., a Delaware corporation (the “Company”), and Newcourt Capital USA, Inc., a Delaware corporation (“Lender”).
STOCKHOLDERS AGREEMENTStockholders Agreement • August 13th, 2001 • Electric City Corp • Services-prepackaged software • New York
This Stockholders Agreement, dated as of July 31, 2001 (as it may be amended from time to time, this “Agreement”), is made by and among Electric City Corp., a Delaware corporation (the “Company”), and each of the other entities set forth on Schedule I hereto from time to time and shall become effective on the Closing Date (as defined in the Securities Purchase Agreement).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 13th, 2001 • Electric City Corp • Services-prepackaged software • New York
This Registration Rights Agreement, dated as of April 18, 2001 (as it may be amended from time to time, this “Agreement”), is made by and among Electric City Corp., a Delaware corporation (the “Company”), and Newcourt Capital Securities, Inc., a Delaware corporation (“Holder”, together with the Company, the “Parties”).
STOCK TRADING AGREEMENTStock Trading Agreement • August 13th, 2001 • Electric City Corp • Services-prepackaged software • New York
This Stock Trading Agreement, dated as of July 31, 2001 (as may be amended from time to time, this “Agreement”), is made by and among Newcourt Capital USA Inc., a Delaware corporation, EP Power Finance, L.L.C., a Delaware limited liability company, Morgan Stanley Dean Witter Equity Funding, Inc., a Delaware corporation, Originators Investment Plan, L.P, a Delaware limited partnership, Duke Capital Partners, LLC, a Delaware limited liability company (collectively, the “Purchasers”), Newcourt Capital Securities, Inc., a Delaware corporation (the “Placement Agent”) and each of the members of management of Electric City Corp., a Delaware corporation (the “Company”), set forth on the signature pages hereto, and shall become effective upon the Closing under the Securities Purchase Agreement.
ESCROW AGREEMENTEscrow Agreement • August 13th, 2001 • Electric City Corp • Services-prepackaged software
This Escrow Agreement (the “Escrow Agreement”) is made and entered into as of the 31st of July, 2001, by and among Electric City Corp., a Delaware corporation (the “Company”), EP Power Finance, L.L.C, a Delaware limited liability company (“EPPC”), Originators Investment Plan, L.P., a Delaware limited partnership (“OIP”), Morgan Stanley Dean Witter Equity Funding, Inc., a Delaware corporation (“MSDW”), Duke Capital Partners, LLC, a Delaware limited liability company (“Duke”) (EPPC, MSDW (together with OIP) and Duke are each a “Purchaser” and collectively, the “Purchasers”), Newcourt Capital Securities, Inc., a Delaware corporation (the “Placement Agent”) and American National Bank and Trust Company of Chicago, as escrow agent (the “Escrow Agent”).
INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • August 13th, 2001 • Electric City Corp • Services-prepackaged software • New York
This Investor Rights Agreement, dated as of July 31, 2001 (as it may be amended from time to time, this “Agreement”), is made by and among Electric City Corp., a Delaware corporation (the “Company”), and each of the parties set forth on Schedule I attached hereto from time to time (collectively, the “Investors” and, together with the Company, the “Parties”) and shall become effective on the Closing Date (as defined in the Securities Purchase Agreement).
ELECTRIC CITY CORP. SECURITIES PURCHASE AGREEMENT Dated as of July 31, 2001 SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 13th, 2001 • Electric City Corp • Services-prepackaged software • New York
This Securities Purchase Agreement, is entered into as of July 31, 2001 (as it may be amended from time to time, this “Agreement”) between Electric City Corp., a Delaware corporation (the “Company”), and the Purchasers listed on Schedule I hereto (each, a “Purchaser” and collectively, the “Purchasers”).
CONVERTIBLE SENIOR SUBORDINATED PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT Dated as of April 18, 2001 BY AND BETWEEN ELECTRIC CITY CORP. and NEWCOURT CAPITAL USA, INC.Registration Rights Agreement • August 13th, 2001 • Electric City Corp • Services-prepackaged software • New York
This CONVERTIBLE SENIOR SUBORDINATED PROMISSORY NOTE PURCHASE AGREEMENT is made as of April 18, 2001 by and between Electric City Corp., a Delaware corporation (the “Company”), and Newcourt Capital USA, Inc., a Delaware corporation (“Lender”).
AGREEMENT AND PLAN OF MERGER BETWEEN ELECTRIC CITY CORP. ELECTRIC CITY GREAT LAKES ACQUISITION CORPORATION AND GREAT LAKES CONTROLED ENERGY CORPORATION EUGENE BORUCKI AND DENIS ENBERG June 7, 2001 AGREEMENT OF MERGERAgreement and Plan of Merger • August 13th, 2001 • Electric City Corp • Services-prepackaged software • Illinois
THIS AGREEMENT AND PLAN OF MERGER is dated as of June 7, 2001, and is between ELECTRIC CITY CORP., a Delaware corporation ("Buyer") and ELECTRIC CITY GREAT LAKES ACQUISITION CORPORATION, a Delaware corporation ("Acquisition"), on the one hand, and EUGENE BORUCKI and DENIS ENBERG (each a "Shareholder" and jointly, the "Shareholders") and GREAT LAKES CONTROLED ENERGY CORPORATION, an Illinois corporation (the "Company"), on the other hand.
COMMERCIAL BUILDING LEASELease • August 13th, 2001 • Electric City Corp • Services-prepackaged software • Illinois
