0001193125-15-280091 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • August 6th, 2015 • Revolution Lighting Technologies, Inc. • Electric lighting & wiring equipment • New York

This Registration Rights Agreement (this “Agreement”) is made and entered into as of August 5, 2015, by and among Revolution Lighting Technologies, Inc. (the “Company”), a corporation organized under the laws of the State of Delaware, with its principal offices at 177 Broad Street, 12th Floor, Stamford, CT 06901, Great American Insurance Company, a corporation organized under the laws of the State of Ohio, with its principal offices at 301 East Fourth Street, Cincinnati, OH 45202 (“Great American”), Great American Life Insurance Company, a corporation organized under the laws of the State of Ohio, with its principal offices at 301 East Fourth Street, Cincinnati, OH 45202 (“Great American Life”), and BFLT, LLC, an Ohio limited liability company (“BFLT”, and together with Great American and Great American Life, the “Purchasers”). This Agreement is being entered into pursuant to the Investment Agreement dated as of the date hereof between the Company and the Purchasers (the “Investment Ag

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Contract
Revolution Lighting Technologies, Inc. • August 6th, 2015 • Electric lighting & wiring equipment

THIS INSTRUMENT IS SUBJECT TO THE TERMS OF A SUBORDINATION AGREEMENT BY LENDER IN FAVOR OF BANK OF AMERICA, N.A., DATED AUGUST 5, 2015.

MEMBERSHIP INTEREST PURCHASE AGREEMENT BY AND AMONG REVOLUTION LIGHTING TECHNOLOGIES – ENERGY SOURCE, INC. ENERGY SOURCE, LLC MICHAEL H. LEMOI, JR. AND RONALD T. SLINEY DATED AS OF AUGUST 5, 2015
Membership Interest Purchase Agreement • August 6th, 2015 • Revolution Lighting Technologies, Inc. • Electric lighting & wiring equipment • New York

THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of August 5, 2015, by and among Revolution Lighting Technologies – Energy Source, Inc., a Delaware corporation (“Buyer”), Energy Source, LLC, a Rhode Island limited liability company (the “Company”), and Michael H. Lemoi, Jr. and Ronald T. Sliney (each, a “Seller” and, together, the “Sellers”).

INVESTMENT AGREEMENT
Investment Agreement • August 6th, 2015 • Revolution Lighting Technologies, Inc. • Electric lighting & wiring equipment • New York

THIS INVESTMENT AGREEMENT (this “Agreement”) is made as of August 5, 2015, by and among Revolution Lighting Technologies, Inc. (the “Company”), a corporation organized under the laws of the State of Delaware, with its principal offices at 177 Broad Street, 12th Floor, Stamford, CT 06901, Great American Insurance Company, a corporation organized under the laws of the State of Ohio, with its principal offices at 301 East Fourth Street, Cincinnati, OH 45202 (“Great American”), Great American Life Insurance Company, a corporation organized under the laws of the State of Ohio, with its principal offices at 301 East Fourth Street, Cincinnati, OH 45202 (“Great American Life”), and BFLT, LLC, an Ohio limited liability company (“BFLT”, and together with Great American and Great American Life, the “Purchasers”).

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