ContractReal Goods Solar, Inc. • August 19th, 2014 • Construction - special trade contractors • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
SECOND AMENDED AND RESTATED SECURITY AGREEMENTSecond Amended and Restated Security Agreement • August 19th, 2014 • Real Goods Solar, Inc. • Construction - special trade contractors
This SECOND AMENDED AND RESTATED SECURITY AGREEMENT (this “Security Agreement”) is entered into as of June 6, 2014, by and between SILICON VALLEY BANK, a California corporation with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at 2400 Hanover Street, Palo Alto, California 94304 (“Bank”) and REAL GOODS SOLAR, INC., a Colorado corporation with offices located at 833 West South Boulder Road, Louisville, Colorado 80027 (“Debtor”). This Security Agreement amends and restates in its entirety a certain Amended and Restated Security Agreement, dated as of September 26, 2013, by and between Bank and Debtor.
JOINDER AND SIXTH LOAN MODIFICATION AGREEMENTJoinder and Sixth Loan Modification Agreement • August 19th, 2014 • Real Goods Solar, Inc. • Construction - special trade contractors
This Joinder and Sixth Loan Modification Agreement (this “Loan Modification Agreement”) is entered into as of June 6, 2014 (the “Sixth Loan Modification Effective Date”), by and among (i) SILICON VALLEY BANK, a California corporation with a loan production office located at 2400 Hanover Street, Palo Alto, California 94304 (“Bank”), (ii) REAL GOODS ENERGY TECH, INC., a Colorado corporation (“Real Goods Energy”), REAL GOODS TRADING CORPORATION, a California corporation (“Real Goods Trading”), ALTERIS RENEWABLES, INC., a Delaware corporation (“Alteris”) and REAL GOODS SYNDICATED, INC., a Delaware corporation (“Syndicated”, and together with Real Goods Energy, Real Goods Trading and Alteris, individually and collectively, jointly and severally, the “Borrower”), and (iii) MERCURY ENERGY, INC., a Delaware corporation (“Mercury”), REAL GOODS SOLAR, INC. - MERCURY SOLAR, a New York corporation (“Mercury Solar”) ELEMENTAL ENERGY, LLC, a Hawaii limited liability company (Elemental”), and SUNETRI
SETTLEMENT AND RELEASE AGREEMENTSettlement and Release Agreement • August 19th, 2014 • Real Goods Solar, Inc. • Construction - special trade contractors • Colorado
THIS SETTLEMENT AND RELEASE AGREEMENT (this “Agreement”) is made and entered into this 12th day of May, 2014 (the “Effective Date”) by and among (i) SYNDICATED SOLAR, INC., a Delaware corporation, and SYNDICATED SOLAR, INC. d/b/a Syndicated Solar Construction, a California corporation (each a “Seller” and collectively, “Seller”), (ii) JUSTIN PENTELUTE, an individual resident of the State of Colorado (“Owner”), (iii) REAL GOODS SYNDICATED, INC., a Delaware corporation (“Buyer”), and (iv) REAL GOODS SOLAR, INC., a Colorado corporation (“Parent”). Seller, Owner, Buyer and Parent are individually referred to here in a “Party” and collectively as the “Parties”.
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • August 19th, 2014 • Real Goods Solar, Inc. • Construction - special trade contractors
This Intellectual Property Security Agreement (this “Agreement”) is entered into as of June 6, 2014 by and among SILICON VALLEY BANK (“Bank”) and MERCURY ENERGY, INC., a Delaware corporation (“Mercury”), REAL GOODS SOLAR, INC. - MERCURY SOLAR, a New York corporation (“Mercury Solar”) and ELEMENTAL ENERGY, LLC, a Hawaii limited liability company (Elemental”) and SUNETRIC MANAGEMENT LLC, a Delaware limited liability company (“Sunetric”, and together with Mercury, Mercury Solar and Elemental, individually and collectively, jointly and severally, the “Grantor”).
SECOND AMENDED AND RESTATED UNCONDITIONAL GUARANTYUnconditional Guaranty • August 19th, 2014 • Real Goods Solar, Inc. • Construction - special trade contractors • New York
This continuing SECOND AMENDED AND RESTATED UNCONDITIONAL GUARANTY (“Guaranty”) is entered into as of June 6, 2014, by REAL GOODS SOLAR, INC., a Colorado corporation with offices located at 833 West South Boulder Road, Louisville, Colorado 80027 (“Guarantor”), in favor of SILICON VALLEY BANK, a California corporation with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at 555 Mission St., Suite 900, San Francisco, California 94105 (“Bank”). This Guaranty amends and restates in its entirety that certain Amended and Restated Unconditional Guaranty, executed by Guarantor in favor of Bank, dated as of September 26, 2013.
