Shareholders AgreementAdoption Agreement • May 16th, 2016 • Acorn Energy, Inc. • Services-engineering services
This Shareholders Agreement (the “Agreement”) is made and entered into as of April 21, 2016, by and among DSIT Solutions Ltd., an Israeli limited liability company (the “Company”) and the Shareholders of the Company whose names and addresses are listed on Exhibit I attached hereto (each, a “Shareholder” and collectively, the “Shareholders”). The Company and the Shareholders are referred to collectively herein as the “Parties” and separately as a “Party”.
SERIES A PREFERRED STOCK SUBSCRIPTION AGREEMENTSeries a Preferred Stock Subscription Agreement • May 16th, 2016 • Acorn Energy, Inc. • Services-engineering services • Delaware
This Series A Preferred Stock Subscription Agreement (this “Agreement”) is made as of November 23, 2015, between OMX Holdings, Inc., a Georgia corporation (the “Company”) and Edgar Woolard (the “Purchaser”).
Void after 5:00 P.M. New York City time on the last day of the Exercise Period, as defined in this Warrant COMMON STOCK PURCHASE WARRANT OF ACORN ENERGY, INC.Acorn Energy, Inc. • May 16th, 2016 • Services-engineering services • New York
This is to certify that, FOR VALUE RECEIVED, Leap Tide Capital Management LLC (the “Holder”), is entitled to purchase, subject to the provisions of this Warrant, from ACORN ENERGY, INC., a Delaware corporation (the “Company”), at an exercise price per share of Thirteen Cents ($0.13), subject to adjustment as provided in this Warrant (the “Warrant Exercise Price”), thirty-five thousand (35,000) shares of common stock, par value $0.01 per share, of the Company (the “Common Stock”). The shares of Common Stock deliverable upon such exercise, and as adjusted from time to time, are hereinafter sometimes referred to as the “Warrant Shares.”
CONSULTING AGREEMENTConsulting Agreement • May 16th, 2016 • Acorn Energy, Inc. • Services-engineering services • Delaware
This Consulting Agreement is made as this 8th day of January, 2016, by and between Acorn Energy, Inc. (the “Company”) and Leap Tide Capital Management LLC (“Consultant”).
Acorn Energy, Inc.Acorn Energy, Inc. • May 16th, 2016 • Services-engineering services
Reference is made to that certain Share Purchase Agreement dated as of the date hereof (the “Share Purchase Agreement”) by and among DSIT Solutions Ltd., an Israel limited liability company (“DSIT”), Rafael Advanced Defense Systems Ltd., an Israel limited liability company (“Rafael”), the Shareholders Representative, Acorn Energy Inc., a Delaware corporation (“Acorn”) and the individual shareholders of DSIT signatory thereto (the “Individual Shareholders”), pursuant to which Rafael has agreed to purchase from Acorn, the Individual Shareholders, and certain other shareholders of DSIT, and Acorn and the Individual Shareholders have agreed to sell to Rafael (together with certain other shareholders of DSIT), a number of ordinary shares, par value ILS 0.01 per share, of DSIT (“Ordinary Shares”), equal in the aggregate to 50% of the presently issued and outstanding Ordinary Shares on a fully diluted basis. As used herein, the term “Ordinary Shares” shall include the Ordinary Shares as prese
Acorn Energy, Inc. Suite 204-4 Mall Building Powder Mill Square Greenville, Delaware 19807Acorn Energy, Inc. • May 16th, 2016 • Services-engineering services • Delaware
This letter agreement sets forth our entire agreement regarding your separation as the President and Chief Executive Officer of Acorn Energy, Inc. (the “Company”),). This letter agreement references and, to the extent specified herein, supersedes the terms of your Employment Agreement dated as of March 4, 2008, as amended to date (the “Employment Agreement”), and to the extent there is any inconsistency between the terms of the Employment Agreement and this letter agreement, the terms hereof will govern. We have agreed as follows:
SHARE PURCHASE AGREEMENTShare Purchase Agreement • May 16th, 2016 • Acorn Energy, Inc. • Services-engineering services
THIS SHARE PURCHASE AGREEMENT (this “Agreement”), is entered into effective as of January 28, 2016 by and among (i) DSIT SOLUTIONS LTD. (the “Company”), (ii) RAFAEL ADVANCED DEFENSE SYSTEMS LTD. (the “Purchaser”), (iii) each of the Persons identified on Exhibit A, the “Sellers”), and (iv) Michael Barth, as the Shareholders Representative.
