EMPLOYMENT AGREEMENTEmployment Agreement • September 20th, 2019 • EVO Transportation & Energy Services, Inc. • Retail-auto dealers & gasoline stations • Maryland
This Employment Agreement (the “Agreement”) is entered into and effective as of September 16, 2019 (the “Effective Date”), by and between EVO Transportation & Energy Services, Inc. (the “Company”) and Matthew Ritter (“Executive”).
SUBORDINATION AGREEMENT (Affiliated Creditor)Subordination Agreement • September 20th, 2019 • EVO Transportation & Energy Services, Inc. • Retail-auto dealers & gasoline stations • New York
This SUBORDINATION AGREEMENT, dated as of September 16, 2019 (this “Agreement”), is among Danny R. Cuzick (the “Subordinated Lender”), EVO Transportation & Entergy Services, Inc. (the “Subordinated Borrower”), and Cortland Capital Market Services LLC, in its capacity as collateral agent under the Financing Agreement described below (in such capacity and together with its successors and assigns acting in such capacity, the “Collateral Agent”).
FINANCING AGREEMENT dated as of September 16, 2019 among EVO TRANSPORTATION & ENERGY SERVICES, INC. AND EACH SUBSIDIARY THEREOF LISTED AS A BORROWER ON THE SIGNATURE PAGES HERETO, as Borrowers, ALL OTHER SUBSIDIARIES OF EVO TRANSPORTATION & ENERGY...Financing Agreement • September 20th, 2019 • EVO Transportation & Energy Services, Inc. • Retail-auto dealers & gasoline stations • New York
This FINANCING AGREEMENT, dated as of September 16, 2019, is entered into by and among EVO TRANSPORTATION & ENERGY SERVICES, INC., a Delaware corporation (“Company”) and each subsidiary of the Company listed as a “Borrower” on the signature pages hereto (together with the Company and each other Person (as hereinafter defined) that executes a joinder agreement and becomes a “Borrower” hereunder, each a “Borrower” and collectively, the “Borrowers”), and all other Subsidiaries of Company, as Guarantors, the Lenders from time to time party hereto, and CORTLAND CAPITAL MARKET SERVICES LLC and its successors to serve as administrative agent and collateral agent under the Loan Documents (in such capacities, the “Administrative Agent” and the “Collateral Agent,” as applicable, and from time to time referred to herein without differentiation as an “Agent” and collectively as the “Agents”).
SUBSCRIPTION AGREEMENTSubscription Agreement • September 20th, 2019 • EVO Transportation & Energy Services, Inc. • Retail-auto dealers & gasoline stations • Delaware
This Subscription Agreement (this “Agreement”) is made as of September 16, 2019 between EVO Transportation & Energy Services, Inc., a Delaware corporation (the “Company”) and Matthew Ritter and Michael Ritter (each, individually, a “Subscriber” and collectively, the “Subscribers”). The Subscribers owned all of the issued and outstanding equity interests (collectively, the “Equity Interests”) of John W. Ritter, Inc. (the “Acquired Company”).
MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • September 20th, 2019 • EVO Transportation & Energy Services, Inc. • Retail-auto dealers & gasoline stations • Delaware
This MEMBERSHIP INTEREST PURCHASE Agreement (this “Agreement”) is made effective as of September 16, 2019, by and among EVO Holding Company, LLC, a Delaware limited liability company (“Buyer”), EVO Transportation & Energy Services, Inc., a Delaware corporation (“Parent”), and the stockholders listed on Exhibit A hereto (each, individual, a “Seller” and, collectively, the “Sellers”). Buyer and the Sellers may be referred to individually in this Agreement as a “Party” and collectively as the “Parties.” Capitalized Terms used herein and not otherwise defined have the meanings given to such terms in Exhibit B attached hereto. Parent joins this Agreement solely to guaranty (a) the payment of any indemnification obligations of Buyer, and (b) the performance by Buyer of Buyer’s covenants set forth in this Agreement.
LETTER AGREEMENTLetter Agreement • September 20th, 2019 • EVO Transportation & Energy Services, Inc. • Retail-auto dealers & gasoline stations • New York
Reference is made to (i) that certain Indicative Term Sheet, by and between EVO Transportation & Energy Services, Inc. (“EVO” or the “Company”) and Antara Capital LP (together with its affiliates and co-investors, “Antara”) (the “Term Sheet”) and (ii) that certain Financing Agreement, dated as of the date hereof, by and among, Antara, EVO, Cortland Capital Market Services LLC, as administrative agent and collateral agent, and the banks, financial institutions and other entities from time to time party thereto (the “Financing Agreement”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • September 20th, 2019 • EVO Transportation & Energy Services, Inc. • Retail-auto dealers & gasoline stations • Delaware
This Stock purchase Agreement (this “Agreement”) is made effective as of September 16, 2019, by and among EVO Holding Company, LLC, a Delaware limited liability company (“Buyer”), EVO Transportation & Energy Services, Inc., a Delaware corporation (“Parent”), and the stockholders listed on Exhibit A hereto (each, individual, a “Seller” and, collectively, the “Sellers”). Buyer and the Sellers may be referred to individually in this Agreement as a “Party” and collectively as the “Parties.” Capitalized Terms used herein and not otherwise defined have the meanings given to such terms in Exhibit B attached hereto. Parent joins this Agreement solely to guaranty (a) the payment of any indemnification obligations of Buyer, and (b) the performance by Buyer of Buyer’s covenants set forth in this Agreement.
AMENDMENT TO PROMISSORY NOTEPromissory Note Amendment • September 20th, 2019 • EVO Transportation & Energy Services, Inc. • Retail-auto dealers & gasoline stations
THIS AMENDMENT TO PROMISSORY NOTE (“Amendment”) is made as of August 30, 2019 by and between John Lampsa and Ursula Lampsa collectively (“Noteholder”) and EVO Equipment Leasing LLC (“Maker”).
Stock EXCHANGE AGREEMENTStock Exchange Agreement • September 20th, 2019 • EVO Transportation & Energy Services, Inc. • Retail-auto dealers & gasoline stations • Delaware
This Stock Exchange Agreement (this “Agreement”) is made effective as of September 16, 2019, by and among EVO Holding Company, LLC, a Delaware limited liability company (“Buyer”), EVO Transportation & Energy Services, Inc., a Delaware corporation (“Parent”), and the stockholders listed on Exhibit A hereto (each, individual, a “Seller” and, collectively, the “Sellers”). Buyer, Parent and the Sellers may be referred to individually in this Agreement as a “Party” and collectively as the “Parties.” Capitalized Terms used herein and not otherwise defined have the meanings given to such terms in Exhibit B attached hereto. Parent joins this Agreement solely to guaranty (a) the issuance of the Common Stock, (b) the payment of any indemnification obligations of Buyer, and (c) the performance by Buyer of Buyer’s covenants set forth in this Agreement.
DIRECTOR NOMINATION AGREEMENTDirector Nomination Agreement • September 20th, 2019 • EVO Transportation & Energy Services, Inc. • Retail-auto dealers & gasoline stations • Delaware
This Director Nomination Agreement (this “Agreement”) is made on September 16, 2019 (the “Effective Date”), by and between EVO Transportation & Energy Services, Inc., a Delaware corporation (the “Company”), and Antara Capital Master Fund LP (“Antara”).
EXTENSION OF THE ORIGINAL EQUITY PURCHASE AGREEMENT AND AMENDMENTS THERETOEquity Purchase Agreement • September 20th, 2019 • EVO Transportation & Energy Services, Inc. • Retail-auto dealers & gasoline stations • Missouri
THIS EXTENSION OF THE ORIGINAL EQUITY PURCHASE AGREEMENT AND ITS AMENDMENTS (this “Extension”) is made effective as of August 30, 2019, by and between EVO Transportation & Energy Services, Inc., a Delaware corporation (“Company”) and Billy (Trey) Peck Jr. (“Peck”). Capitalized terms used herein and not otherwise defined have the meanings given to such terms in in the Original Agreement (as defined below).
