FLEXENERGY GREEN SOLUTIONS, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • October 27th, 2021 • FlexEnergy Green Solutions, Inc. • Electrical industrial apparatus • New York
FlexEnergy Green Solutions, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Roth Capital Partners, LLC (the “Underwriter”) an aggregate of [●] authorized but unissued shares (the “Firm Shares”) of common stock, par value $0.0001 per share (the “Common Stock”), of the Company. FlexEnergy Power Solutions, LLC, the stockholder of the Company (the “Selling Stockholder”), proposes to sell to the Underwriter, upon the terms and conditions set forth in Section 4 hereof, up to an additional [●] shares of Common Stock (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter collectively referred to as the “Shares”. The Shares, the Underwriter Warrants (as defined below) and the Underwriter Warrant Shares (as defined below) are collectively referred to as the “Securities.”
FLEX LEASING POWER & SERVICE LLC EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • October 27th, 2021 • FlexEnergy Green Solutions, Inc. • Electrical industrial apparatus • Colorado
This Executive Employment Agreement (this “Agreement”) is entered by and between Flex Leasing Power & Service LLC, a Delaware limited liability company (the “Company”), and Doug Baltzer (“Executive”).
Simple Agreement for Future Equity)Safe (Simple Agreement for Future Equity) • October 27th, 2021 • FlexEnergy Green Solutions, Inc. • Electrical industrial apparatus
THIS CERTIFIES THAT in exchange for the payment by the undersigned investor (the “Investor”) of the Funded Amount, FlexEnergy Power Solutions, LLC, a Delaware limited liability corporation (the “Company”), issues to the Investor the right to certain equity securities, subject to the terms described below. Certain capitalized terms used herein have the meanings ascribed to them in Section 2. The Investor hereby agrees to pay to the Company (i) two-thirds (2/3rds) of the Purchase Amount on or about the Effective Date and (ii) the remaining one-third (1/3) of the Purchase Amount at the sole discretion of the Company within the five (5)-day period following written notice from the Company delivered to the Investor no later than October 5, 2021 (provided that any such written notice by the Company shall also be made with respect to each other Safe issued by the Company).
AMENDMENT TO SAFESafe • October 27th, 2021 • FlexEnergy Green Solutions, Inc. • Electrical industrial apparatus • Delaware
THIS AMENDMENT TO SAFE (this “Amendment”) is made as of October 5, 2021 by and between FlexEnergy Power Solutions, LLC, a Delaware limited liability company (the “Company”), and RNS Flex, LLC, a Delaware limited liability company (“Investor”), with respect to the SAFE issued as of August 16, 2021 by the Company to the Investor (the “SAFE”).
