0001437749-20-000496 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • January 13th, 2020 • Gevo, Inc. • Industrial organic chemicals • New York

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is dated as of January 10, 2020 by and among Gevo, Inc., a Delaware corporation (the "Company"), the investors set forth on the signature page hereto (the “Holders”), and each other party who hereafter executes and delivers a Joinder Agreement (each, a "Joining Party," and together with the Holders, the "Investor") in the form attached as Exhibit A hereto (a "Joinder Agreement") agreeing to be bound by the terms hereof.

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EXCHANGE AND PURCHASE AGREEMENT
Exchange and Purchase Agreement • January 13th, 2020 • Gevo, Inc. • Industrial organic chemicals • New York

This EXCHANGE AND PURCHASE AGREEMENT (this “Agreement”) is dated as of January 10, 2020 by and among Gevo, Inc., a Delaware corporation (the “Company”), the guarantors party hereto (the “Guarantors,” and together with the Company, the “Company Parties”), the holders named in Schedule I hereto (the “Holders”) of the Company’s 12.0% Convertible Senior Secured Notes due 2020 (the “Existing Notes”) which were issued under that certain Indenture dated as of June 20, 2017, by and among the Company, Wilmington Savings Fund Society, FSB, as trustee and as collateral trustee (the “Existing Indenture Trustee”), and the Guarantors (as supplemented and in effect on the date hereof and as may be further amended or supplemented from time to time, the “Existing Indenture”), and Whitebox Advisors LLC, in its capacity as representative of the Holders under this Agreement (the “Representative”).

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