CONFIDENTIAL TREATMENT REQUESTED – CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED AND HAVE BEEN SEPARATELY FILED WITH THE COMMISSION AMENDED AND RESTATED LICENSE AND SUBLICENSE AGREEMENTLicense and Sublicense Agreement • November 9th, 2006 • Raser Technologies Inc • Motors & generators • Utah
THIS LICENSE AND SUBLICENSE AGREEMENT (“Agreement”) is entered into as of this 2nd day of November, 2006 (“Execution Date”), by and between Raser – Power Systems, LLC (a subsidiary of Raser Technologies, Inc.), a Delaware limited liability company with its principal offices located at 5152 North Edgewood Drive, Suite 375, Provo, Utah 84604 (“Sub-licensee”) and Recurrent Engineering, L.L.C., (f/k/a Recurrent Resources LLC), a Delaware limited liability company, having its principal offices located at 11814 Election Road, Suite 100, Draper, Utah 84020 (“Sub-licensor”). Sub-licensor and Sub-licensee are sometimes hereinafter collectively referred to as the “Parties,” and individually as a “Party.”
RASER TECHNOLOGIES, INC. SHARE CONTRIBUTION AGREEMENTShare Contribution Agreement • November 9th, 2006 • Raser Technologies Inc • Motors & generators • Utah
THIS SHARE CONTRIBUTION AGREEMENT (this “Agreement”), dated as of April 7, 2005 by and between Raser Technologies, Inc., a Utah corporation (the “Company”), and Kraig Higginson (the “Shareholder”).
CONFIDENTIAL TREATMENT REQUESTED – CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED AND HAVE BEEN SEPARATELY FILED WITH THE COMMISSION FIRST AMENDMENT TO INTERCREDITOR AND SUBORDINATION AGREEMENTIntercreditor and Subordination Agreement • November 9th, 2006 • Raser Technologies Inc • Motors & generators
This FIRST AMENDMENT TO INTERCREDITOR AND SUBORDINATION AGREEMENT (this “Amendment”) is entered into as of this 2nd day of September, 2006 by and among those parties identified as Senior Interest Holders on Schedule A attached hereto (collectively, the “Senior Interest Holders”), those parties identified as Subordinated Lenders on Schedule A attached hereto and who have signed a counterpart signature page to this Agreement (collectively, the “Subordinated Lenders”) and Raser Technologies, Inc. (“Raser”). This Amendment modifies the Intercreditor and Subordination Agreement, dated June 5, 2006, by and among the Senior Interest Holders and *** (the “Original Agreement”). Capitalized terms used, but not defined, herein shall have the meaning ascribed to such terms in the Original Agreement.
THIRD AMENDED AT WILL EMPLOYMENT, CONFIDENTIAL INFORMATION, INVENTION ASSIGNMENT, NONCOMPETITION AND ARBITRATION AGREEMENTAnd Arbitration Agreement • November 9th, 2006 • Raser Technologies Inc • Motors & generators
THIS THIRD AMENDED AT WILL EMPLOYMENT, CONFIDENTIAL INFORMATION, INVENTION ASSIGNMENT, NONCOMPETITION AND ARBITRATION AGREEMENT (the “Third Amended Agreement”) is made as of this 31st day of July 2006, between RASER TECHNOLOGIES, INC. (“Company”) and William Dwyer (“Employee”).
CONFIDENTIAL TREATMENT REQUESTED – CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED AND HAVE BEEN SEPARATELY FILED WITH THE COMMISSION GUARANTYRaser Technologies Inc • November 9th, 2006 • Motors & generators • Utah
This Guaranty (“Guaranty”) is entered into this 2nd day of September 2006, by and between Raser Technologies Inc., a corporation formed under the laws of the State of Utah and having its principal offices at 5152 North Edgewood Drive, Suite 375, Provo, Utah 84604 (“Guarantor”) and Recurrent Engineering LLC, a limited liability company formed under the laws of Delaware having its principal offices at 11814 Election Road, Suite 100, Draper, Utah 84020 (“Beneficiary”). Guarantor and Beneficiary are sometimes hereinafter collectively referred to as the “Parties,” and individually as a “Party.”
CONFIDENTIAL TREATMENT REQUESTED – CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED AND HAVE BEEN SEPARATELY FILED WITH THE COMMISSION TERMINATION AGREEMENT AND MUTUAL GENERAL RELEASETermination Agreement and Mutual General • November 9th, 2006 • Raser Technologies Inc • Motors & generators • Utah
In consideration of the mutual agreements and the mutual exchange of releases set forth herein, the sufficiency of which is acknowledged by all parties, the parties signatory hereto (hereinafter collectively the “Parties,” and individually a “Party”) HEREBY AGREE AS FOLLOWS, EFFECTIVE AS OF SEPTEMBER 2, 2006 (THE “EFFECTIVE DATE”):
