SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 6th, 2014 • Acorn Energy, Inc. • Services-engineering services • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 31, 2014, between Acorn Energy, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 6th, 2014 • Acorn Energy, Inc. • Services-engineering services
This Registration Rights Agreement (this “Agreement”) is made and entered into as of October 31, 2014, between Acorn Energy, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
COMMON STOCK PURCHASE WARRANT ACORN ENERGY, INC.Acorn Energy, Inc. • November 6th, 2014 • Services-engineering services
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (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 Initial Exercise Date (as set forth above) and on or prior to the close of business on the five-year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Acorn Energy, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, 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).
PLACEMENT AGENT AGREEMENTPlacement Agent Agreement • November 6th, 2014 • Acorn Energy, Inc. • Services-engineering services • New York
This Placement Agent Agreement (this “Agreement”) confirms the retention of Maxim Group LLC (“Maxim” or the “Placement Agent”) by Acorn Energy, Inc., a Delaware corporation (the “Company”), to act, on an exclusive basis, as the Company’s Placement Agent in connection with the proposed “best efforts” private placement (the “Private Placement”) of shares (the “Shares”) of common stock, par value $.01 per share, of the Company (the “Common Stock”), together with warrants (each a “Warrant” and collectively, the “Warrants”) to purchase shares of Common Stock (the “Warrant Shares”) at an exercise price equal to $1.30 per Warrant Share (the “Exercise Price”). The Shares and Warrants to be sold in the offering are hereinafter collectively referred to as the “Securities”. The investors purchasing Securities in connection with the financing contemplated hereunder are referred to herein each as an “Investor” and collectively as the “Investors.”
Lock-Up AgreementLock-Up Agreement • November 6th, 2014 • Acorn Energy, Inc. • Services-engineering services
The undersigned understands that Maxim Group LLC (“Maxim” or the “Placement Agent”) proposes to enter into an Placement Agent Agreement (the “Placement Agent Agreement”) with Acorn Energy, Inc., a Delaware corporation (the “Company”), providing for the private placement (the “Offering”) by the Placement Agent of shares (the “Shares”) of the Company’s common stock, par value $0.01 per share (the “Common Stock”) and warrants exercisable for Common Stock.
