NEXXUS LIGHTING, INC. PREFERRED STOCK EXCHANGE AGREEMENTConfidentiality Agreement • October 29th, 2009 • Nexxus Lighting, Inc. • Drawing & insulating of nonferrous wire • Delaware
THIS PREFERRED STOCK EXCHANGE AGREEMENT (this “Agreement”) is made and entered into as of October 29, 2009 (the “Signing Date”), by and between Nexxus Lighting, Inc., a Delaware corporation (the “Company”), and each of the holders (individually, a “Shareholder,” and collectively, the “Shareholders”) of shares of the Company’s Series A Preferred Stock, $.001 par value per share (the “Series A Shares”) set forth on Schedule I hereto. The Company and the Shareholders are sometimes referred to herein individually as a “Party” or collectively as the “Parties.” Certain capitalized terms used herein are defined in Section 7.07 of this Agreement.
FORM OF WARRANTWarrant Agreement • October 29th, 2009 • Nexxus Lighting, Inc. • Drawing & insulating of nonferrous wire • Delaware
NEXXUS LIGHTING, INC., a Delaware corporation (the “Company”), hereby certifies that , its permissible transferees, designees, successors and assigns (collectively, the “Holder”), for value received, is entitled to purchase from the Company at any time commencing six (6) months after the effective date of this Warrant (the “Effective Date”), which shall be the Signing Date (as defined in the Preferred Stock Exchange Agreement (the “Exchange Agreement”), dated as of , 2009, by and among the Company and the Shareholders listed on Schedule 1 thereto), and terminating on the third anniversary of the date of this Warrant (the “Termination Date”) up to shares (each, a “Share” and collectively the “Shares”) of the Company’s Common Stock, $.001 par value per Share (the “Common Stock”), at an exercise price per Share equal to Dollars and Cents ($ ) (the “Exercise Price”). The number of Shares purchasable hereunder and the Exercise Price are subject to adjustment as provided in Section 4 hereof.
LEASE AGREEMENTLease Agreement • October 29th, 2009 • Nexxus Lighting, Inc. • Drawing & insulating of nonferrous wire
THIS LEASE AGREEMENT, entered into this 20 day of January, 2005, by and between Schany Family Limited Partnership, a Minnesota limited partnership, (hereinafter referred to as “Landlord”), and Lumificient Technologies, LLC, a limited liability company under the laws of the State of Delaware, (hereinafter referred to as “Tenant”).
