REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 31st, 2015 • Ener-Core Inc. • Miscellaneous chemical products • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 30, 2015, by and among Ener-Core, Inc., a Delaware corporation, with headquarters located at 9400 Toledo Way, Irvine, California 92618 (the “Company”), and the investors identified in their respective “Buyer Signature Page” attached hereto (each, a “Buyer” and collectively, the “Buyers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 31st, 2015 • Ener-Core Inc. • Miscellaneous chemical products • New York
SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of December 30, 2015, by and among Ener-Core, Inc., a Delaware corporation, with headquarters located at 9400 Toledo Way, Irvine, California 92618 (the “Company”), and the investors identified in their respective “Buyer Signature Page” attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
THIRD AMENDMENT TO SENIOR SECURED NOTESSenior Secured Notes • December 31st, 2015 • Ener-Core Inc. • Miscellaneous chemical products • New York
THIS THIRD AMENDMENT TO SENIOR SECURED NOTES (this “Amendment”) is made and entered into as of December 30, 2015 by and among Ener-Core, Inc., a Delaware corporation (the “Company”), and the undersigned, and amends those certain Senior Secured Notes dated as of May 9, 2015 (as amended to date, the “Notes”) as issued by the Company pursuant to that certain Securities Purchase Agreement, dated May 7, 2015, by and among the Company, the “Buyers” identified therein, and the Collateral Agent identified therein (as amended to date, the “Agreement”). Capitalized terms used herein but not otherwise defined herein shall have the meanings ascribed to such terms in the Notes.
THIRD AMENDMENT TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 31st, 2015 • Ener-Core Inc. • Miscellaneous chemical products • New York
THIS THIRD AMENDMENT TO SECURITIES PURCHASE AGREEMENT (this “Amendment”) is made and entered into as of December 30, 2015 by and among Ener-Core, Inc., a Delaware corporation (the “Company”) and the undersigned, and amends that certain Securities Purchase Agreement, dated as of May 7, 2015 (as amended to date, the “Agreement”), by and among the Company, the “Buyers” identified therein, and the Collateral Agent identified therein. Capitalized terms used herein but not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement.
CONFIDENTIALEner-Core Inc. • December 31st, 2015 • Miscellaneous chemical products • Minnesota
This letter (the “Agreement”) will confirm the basis upon which Ener-Core, Inc. and/or its successor designation(s) (“Client”) has engaged Northland Securities, Inc. (together with its affiliates, control persons, officers, directors, employees and agents, “Northland”) and Lake Street Capital Markets (together with its affiliates, control persons, officers, directors, employees and agents, “Lake Street”, and together with Northland, the “Bookrunners”) in connection with a private placement of securities of Client (the “Securities”). The Securities are expected to take the form of common stock and may include warrants. The transaction shall be referred to as the “Offering”. ‘Northland Capital Markets’ is the trade name for certain capital markets and investment banking activities of Northland Securities, Inc., member FINRA/SIPC.
FOURTH AMENDMENT TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 31st, 2015 • Ener-Core Inc. • Miscellaneous chemical products • New York
THIS FOURTH AMENDMENT TO SECURITIES PURCHASE AGREEMENT (this “Amendment”) is made and entered into as of December 30, 2015 by and among Ener-Core, Inc., a Delaware corporation (the “Company”) and the undersigned, and amends that certain Securities Purchase Agreement, dated as of April 22, 2015 (as amended to date, the “Agreement”), by and among the Company, the “Buyers” identified therein, and the Collateral Agent identified therein. Capitalized terms used herein but not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement.
THIRD AMENDMENT TO SENIOR SECURED NOTESSenior Secured Notes • December 31st, 2015 • Ener-Core Inc. • Miscellaneous chemical products • New York
THIS THIRD AMENDMENT TO SENIOR SECURED NOTES (this “Amendment”) is made and entered into as of December 30, 2015 by and among Ener-Core, Inc., a Delaware corporation (the “Company”), and the undersigned, and amends those certain Senior Secured Notes dated as of April 23, 2015 (as amended to date, the “Notes”) as issued by the Company pursuant to that certain Securities Purchase Agreement, dated April 22, 2015, by and among the Company, the “Buyers” identified therein, and the Collateral Agent identified therein (as amended to date, the “Agreement”). Capitalized terms used herein but not otherwise defined herein shall have the meanings ascribed to such terms in the Notes.
