SOLARCITY CORPORATION INDEMNIFICATION AGREEMENTIndemnification Agreement • October 5th, 2012 • Solarcity Corp • Construction - special trade contractors • Delaware
This Indemnification Agreement (this “Agreement”) is dated as of [insert date], and is between SolarCity Corporation, a Delaware corporation (the “Company”), and [insert name of indemnitee] (“Indemnitee”).
CREDIT AGREEMENT Dated as of September 10, 2012 among SOLARCITY CORPORATION, as the Borrower, THE SUBSIDIARIES OF THE BORROWER PARTY HERETO, as the Guarantors, BANK OF AMERICA, N.A., as Administrative Agent, Swingline Lender and L/C Issuer, and THE...Credit Agreement • October 5th, 2012 • Solarcity Corp • Construction - special trade contractors • New York
This CREDIT AGREEMENT is entered into as of September 10, 2012, among SOLARCITY CORPORATION, a Delaware corporation (the “Borrower”), the Guarantors (defined herein), the Lenders (defined herein), and BANK OF AMERICA, N.A., as Administrative Agent, Swingline Lender and L/C Issuer.
WARRANT TO PURCHASE SHARES OF SERIES F PREFERRED STOCK of SOLARCITY CORPORATION, a Delaware Corporation Dated as of [ ] Void after the date specified in Section 8Purchase Agreement • October 5th, 2012 • Solarcity Corp • Construction - special trade contractors • California
THIS CERTIFIES THAT, for value received and pursuant to that certain Series F Preferred Stock Purchase Agreement, dated as of [ ] (the “Purchase Agreement”), by and among SolarCity Corporation, a Delaware corporation (the “Company”), and the purchasers described therein, [ ], or its registered assigns (the “Holder”), is entitled, subject to the provisions and upon the terms and conditions set forth herein, to purchase from the Company shares of the Company’s Series F Preferred Stock, $0.0001 par value per share (“Series F Preferred Stock”), in the amounts, at such times and at the price per share set forth in Section 1. The term “Warrant” as used herein shall include this Warrant and any warrants delivered in substitution or exchange therefor as provided herein. The holder of this Warrant is subject to certain restrictions set forth in the Purchase Agreement and the Fifth Amended and Restated Investor Rights Agreement, dated as of [ ], by and among the Company and the other parties nam
REVOLVING CREDIT AGREEMENT Dated as of April 1, 2011 among SOLARCITY CORPORATION, as the Borrower, The Lenders Parties Hereto, and U.S. BANK NATIONAL ASSOCIATION, As AgentRevolving Credit Agreement • October 5th, 2012 • Solarcity Corp • Construction - special trade contractors • California
This Revolving Credit Agreement (this “Agreement”) dated as of April 1, 2011 is among SolarCity Corporation, a Delaware corporation (the “Borrower”), the several banks and other financial institutions from time to time parties to this Agreement (collectively, the “Lenders” and individually a “Lender”) and U.S. Bank National Association, a national banking association organized under the laws of the United States, as agent for the Lenders hereunder (in such capacity, the “Agent”). Upon execution of this Agreement and updating of Schedule 2.1(a) by the Agent, a bank or other financial institution acceptable to the Borrower and the Agent shall be considered a Lender hereunder and shall be subject to all of the terms and conditions hereof without any further requirement.
FIRST AMENDMENT TO TERM LOAN AGREEMENT AND SECURITY AGREEMENTTerm Loan Agreement and Security Agreement • October 5th, 2012 • Solarcity Corp • Construction - special trade contractors • California
THIS FIRST AMENDMENT TO TERM LOAN AGREEMENT AND SECURITY AGREEMENT (this “First Amendment”) dated as of May 1, 2011 is by and between SolarCity Corporation, a Delaware corporation (the “Borrower”) and U.S. Bank National Association (the “Bank”) as a First Amendment to that certain Term Loan Agreement dated as of January 24, 2011 (the “Loan Agreement”) between the Bank and the Borrower and that certain Security Agreement dated as of January 24, 2011 (“Security Agreement”) between the Bank and the Borrower. Capitalized terms that are not otherwise defined herein shall have their defined meaning under the Loan Agreement.
October 19, 2011Term Loan Agreement • October 5th, 2012 • Solarcity Corp • Construction - special trade contractors
THIRD AMENDMENT TO TERM LOAN AGREEMENTTerm Loan Agreement • October 5th, 2012 • Solarcity Corp • Construction - special trade contractors • California
THIS THIRD AMENDMENT TO TERM LOAN AGREEMENT (this “Third Amendment”) dated as of March 6, 2012 is by and between SolarCity Corporation, a Delaware corporation (the “Borrower”) and U.S. Bank National Association (the “Bank”) as a Third Amendment to that certain Term Loan Agreement dated as of January 24, 2011 (as amended by the First Amendment to Term Loan and Security Agreement dated as of May 1, 2011, and as further amended by a letter dated as of October 19, 2011, the “Loan Agreement”) between the Bank and the Borrower. Capitalized terms that are not otherwise defined herein shall have their defined meaning under the Loan Agreement.
OFFICE LEASE AGREEMENT BETWEEN LOCON SAN MATEO, LLC, a Delaware limited liability company (“LANDLORD”) AND SOLARCITY CORPORATION, a Delaware corporation (“TENANT”)Office Lease Agreement • October 5th, 2012 • Solarcity Corp • Construction - special trade contractors • California
THIS OFFICE LEASE AGREEMENT (the “Lease”) is made and entered into as of July 30, 2010, (the “Effective Date”) by and between LOCON SAN MATEO, LLC, a Delaware limited liability company (“Landlord”) and SOLARCITY CORPORATION, a Delaware corporation (“Tenant”).
CREDIT AGREEMENT Dated as of March 8, 2012 among SOLARCITY CORPORATION, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, and THE LENDERS PARTY HERETO MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, as Sole Lead Arranger and Sole...Credit Agreement • October 5th, 2012 • Solarcity Corp • Construction - special trade contractors • New York
This CREDIT AGREEMENT is entered into as of March 8, 2012, among SOLARCITY CORPORATION, a Delaware corporation (the “Borrower”), the Lenders (as hereinafter defined), and BANK OF AMERICA, N.A., as Administrative Agent.
SECOND AMENDMENT TO LEASELease • October 5th, 2012 • Solarcity Corp • Construction - special trade contractors
THIS SECOND AMENDMENT TO LEASE (this “Amendment”) is made and entered into as of February 25, 2011, by and between LOCON SAN MATEO, LLC, a Delaware limited liability company (“Landlord”), and SOLARCITY CORPORATION, a Delaware corporation (“Tenant”).
FIRST AMENDMENT TO LEASELease • October 5th, 2012 • Solarcity Corp • Construction - special trade contractors
THIS FIRST AMENDMENT TO LEASE (this “Amendment”) is made and entered into as of November 15, 2010, by and between LOCON SAN MATEO, LLC, a Delaware limited liability company (“Landlord”), and SOLARCITY CORPORATION, a Delaware corporation (“Tenant”).
SOLARCITY CORPORATION SEVENTH AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT February 24, 2012Investor Rights Agreement • October 5th, 2012 • Solarcity Corp • Construction - special trade contractors • California
This Seventh Amended and Restated Investor Rights Agreement (the “Agreement”) is made as of February 24, 2012, by and among SolarCity Corporation, a Delaware corporation (the “Company”) and the investors listed on Exhibit A hereto, each of which is herein referred to as an “Investor”.
TERM LOAN AGREEMENT Dated as of January 24, 2011 between SOLARCITY CORPORATION, as the Borrower and U.S. BANK NATIONAL ASSOCIATION, as the BankTerm Loan Agreement • October 5th, 2012 • Solarcity Corp • Construction - special trade contractors • California
This Term Loan Agreement (this “Agreement”) dated as of January 24, 2011 is by and between U.S. Bank National Association, a national banking association organized under the laws of the United States (the “Bank”), and SolarCity Corporation, a Delaware corporation (the “Borrower”).
ContractSolarcity Corp • October 5th, 2012 • Construction - special trade contractors • California
THIS WARRANT AND THE WARRANT SHARES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), NOR REGISTERED OR QUALIFIED UNDER ANY STATE SECURITIES LAWS, AND MAY NOT BE PLEDGED, HYPOTHECATED, SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS SO REGISTERED OR AN EXEMPTION FROM REGISTRATION IS AVAILABLE. THE ISSUER OF THESE SECURITIES MAY REQUIRE AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT SUCH PLEDGE, HYPOTHECATION, SALE, TRANSFER OR DISPOSAL OTHERWISE COMPLIES WITH THE SECURITIES ACT AND ANY APPLICABLE STATE SECURITIES LAWS.
THIRD AMENDMENT AND WAIVER TO REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • October 5th, 2012 • Solarcity Corp • Construction - special trade contractors • California
THIS THIRD AMENDMENT AND WAIVER TO REVOLVING CREDIT AGREEMENT (this “Third Amendment”) dated as of June 28, 2012 is by and between SolarCity Corporation, a Delaware corporation (the “Borrower”), U.S. Bank National Association, as Agent (the “Agent”) and the lenders signatory hereto (the “Lenders” or individually, a “Lender”), as a Third Amendment to that certain Revolving Credit Agreement dated as of April 1, 2011 (as amended by a letter dated as of October 19, 2011 and as further amended by the Second Amendment to Revolving Credit Agreement, dated as of March 6, 2012, the “Credit Agreement”) between the Agent, the Lenders signatory thereto and the Borrower. Capitalized terms that are not otherwise defined herein shall have their defined meaning under the Credit Agreement.
FOURTH AMENDMENT AND WAIVER TO TERM LOAN AGREEMENTTerm Loan Agreement • October 5th, 2012 • Solarcity Corp • Construction - special trade contractors • California
THIS FOURTH AMENDMENT AND WAIVER TO TERM LOAN AGREEMENT (this “Fourth Amendment”) dated as of June 28, 2012 is by and between SolarCity Corporation, a Delaware corporation (the “Borrower”) and U.S. Bank National Association (the “Bank”) as a Fourth Amendment to that certain Term Loan Agreement dated as of January 24, 2011 (as amended by the First Amendment to Term Loan and Security Agreement dated as of May 1, 2011, and as further amended by a letter dated as of October 19, 2011 and by the Third Amendment to Term Loan Agreement dated as of March 6, 2012, the “Loan Agreement”) between the Bank and the Borrower. Capitalized terms that are not otherwise defined herein shall have their defined meaning under the Loan Agreement.
SECOND AMENDMENT TO REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • October 5th, 2012 • Solarcity Corp • Construction - special trade contractors • California
THIS SECOND AMENDMENT TO REVOLVING CREDIT AGREEMENT (this “Second Amendment”) dated as of March 6, 2012 is by and between SolarCity Corporation, a Delaware corporation (the “Borrower”), U.S. Bank National Association, as Agent (the “Agent”) and the lenders signatory hereto (the “Lenders” or individually, a “Lender”), as a Second Amendment to that certain Revolving Credit Agreement dated as of April 1. 2011 (as amended by a letter dated as of October 19, 2011, the “Credit Agreement”) between the Agent, the Lenders signatory thereto and the Borrower. Capitalized terms that are not otherwise defined herein shall have their defined meaning under the Credit Agreement.
