0001193125-12-088649 Sample Contracts

SERIES G UNIT SUBSCRIPTION AGREEMENT
Series G Unit Subscription Agreement • February 29th, 2012 • Lighting Science Group Corp • Electric lighting & wiring equipment • New York

THIS SERIES G UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is entered into on February 24, 2012, by and between LIGHTING SCIENCE GROUP CORPORATION, a Delaware corporation (the “Company”) and Mr. Leon Wagner (“Purchaser”). Defined terms used and not defined herein shall have the meanings ascribed thereto in the Certificate of Designation (as defined below).

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AMENDMENT NO. 5 TO LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • February 29th, 2012 • Lighting Science Group Corp • Electric lighting & wiring equipment • New York

WELLS FARGO BANK, NATIONAL ASSOCIATION, in its capacity as agent (in such capacity, “Agent”) pursuant to the Loan Agreement (as hereinafter defined) acting for and on behalf of the Secured Parties (as defined in the Loan Agreement), and the parties to the Loan Agreement as lenders (individually, each a “Lender” and collectively, “Lenders”) have entered into financing arrangements pursuant to which Agent and Lenders may make loans and advances and provide other financial accommodations to LIGHTING SCIENCE GROUP CORPORATION, a Delaware corporation (“Lighting Science”), as set forth in the Loan and Security Agreement, dated November 22, 2010, by and among Lighting Science, the other Borrowers (as defined in the Loan Agreement), BIOLOGICAL ILLUMINATION, LLC, a Delaware limited liability company (“Biological”), LSGC, LLC, a Delaware limited liability company (“LSGC”, and together with Biological and any other Person that at any time after the date hereof becomes a Guarantor, each individual

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