REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 6th, 2009 • Ecotality, Inc. • Motors & generators
This Registration Rights Agreement (this “Agreement”) is made and entered into as of July 2, 2009, between Ecotality, Inc., a Nevada corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
COMMON STOCK PURCHASE WARRANT ECOTALITY, INC.Security Agreement • July 6th, 2009 • Ecotality, Inc. • Motors & generators
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date the Authorized Shares Approval is effected (the “Initial Exercise Date”) and on or prior to the close of business on May 1, 2014 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Ecotality, Inc., a Nevada corporation (the “Company”), up to ______ shares (the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
8% SECURED CONVERTIBLE DEBENTURE DUE OCTOBER 1, 2010Convertible Security Agreement • July 6th, 2009 • Ecotality, Inc. • Motors & generators • New York
THIS DEBENTURE is one of a series of duly authorized and validly issued 8% Secured Convertible Debentures of Ecotality, Inc., a Nevada corporation, (the “Company”), having its principal place of business at 6821 East Thomas Road, Scottsdale, Arizona 85251, designated as its 8% Secured Convertible Debenture due October 1, 2010 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 6th, 2009 • Ecotality, Inc. • Motors & generators • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of July 2, 2009 between Ecotality, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
INTER-CREDITOR AGREEMENTInter-Creditor Agreement • July 6th, 2009 • Ecotality, Inc. • Motors & generators • New York
This INTER-CREDITOR AGREEMENT (the “Agreement”) is made and effective as of July 2, 2009, by and between the holders of Ecotality, Inc’s 8% Original Issue Discount Secured Convertible Debentures due April 2010, and signatory hereto (“Existing Creditors”) and the New Creditors (as defined below) (the Existing Creditors and the New Creditors are collectively referred to as the “Creditors”).
SECURITY AGREEMENTSecurity Agreement • July 6th, 2009 • Ecotality, Inc. • Motors & generators • New York
This SECURITY AGREEMENT, dated as of July 2, 2009 (this “Agreement”), is among Ecotality, Inc., a Nevada corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”) and the holders of the Company’s 8% Secured Convertible Debentures issued on or about the date hereof signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”).
FIRST AMENDMENT TO AMENDMENT TO DEBENTURES AND WARRANTS, AGREEMENT AND WAIVERAmendment to Debentures and Warrants, Agreement and Waiver • July 6th, 2009 • Ecotality, Inc. • Motors & generators
THIS FIRST AMENDMENT TO AMENDMENT TO DEBENTURES AND WARRANTS, AGREEMENT AND WAIVER (this “Agreement”) is entered into on June ____, 2009 by and among Ecotality, Inc., a Nevada corporation (the “Company”) and the Company’s subsidiaries Ecotality Stores, Inc., a Nevada corporation, Electric Transportation Engineering Corporation, an Arizona corporation (“ETEC”), The Clarity Group, Inc., an Arizona corporation, and Portable Energy De Mexico, S.A. d C.V., a Mexican corporation, and GHV Refrigeration Inc., a California corporation, (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”), on the one hand, and Enable Growth Partners LP (“EGP”), Enable Opportunity Partners LP (“EOP”), Pierce Diversified Strategy Master Fund LLC, Ena (“Pierce”, together with EGP, EOP and Pierce, the “Enable Funds”), and BridgePointe Master Fund Ltd. (“BridgePointe,” together with the Enable Funds, each individually referred to as an “Existing Holder” and collectively as the “Existing
SUBSIDIARY GUARANTEESubsidiary Guarantee • July 6th, 2009 • Ecotality, Inc. • Motors & generators • New York
SUBSIDIARY GUARANTEE, dated as of July 2, 2009 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between Ecotality, Inc., a Nevada corporation (the “Company”) and the Purchasers.
SECOND AMENDMENT TO AMENDMENT TO DEBENTURES AND WARRANTS, AGREEMENT AND WAIVERSecond Amendment to Amendment to Debentures and Warrants, Agreement and Waiver • July 6th, 2009 • Ecotality, Inc. • Motors & generators
THIS SECOND AMENDMENT TO AMENDMENT TO DEBENTURES AND WARRANTS, AGREEMENT AND WAIVER (this “Agreement”) is entered into on July 2, 2009 by and among Ecotality, Inc., a Nevada corporation (the “Company”), on the one hand, and Enable Growth Partners LP (“EGP”), Enable Opportunity Partners LP (“EOP”), Pierce Diversified Strategy Master Fund LLC, Ena (“Pierce”, together with EGP, EOP and Pierce, the “Enable Funds”), and BridgePointe Master Fund Ltd. (“BridgePointe,” together with the Enable Funds, each individually referred to as an “Existing Holder” and collectively as the “Existing Holders” or the “Existing Investors”). Capitalized terms not defined in this Agreement shall have the meanings ascribed to such terms in the May 2009 Amendment (as defined below).
