0001493152-24-009502 Sample Contracts

AGENCY AGREEMENT
Agency Agreement • March 11th, 2024 • SolarBank Corp • British Columbia
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ENGINEERING, PROCUREMENT & CONSTRUCTION AGREEMENT BY AND BETWEEN
Engineering, Procurement & Construction Agreement • March 11th, 2024 • SolarBank Corp • Ontario
Engineering, Procurement and Construction Agreement
Engineering, Procurement and Construction Agreement • March 11th, 2024 • SolarBank Corp • New York

This Engineering, Procurement and Construction Agreement (the “Agreement”) is made and dated as of June 19, 2023, between Abundant Solar Power (M1) LLC, a Delaware limited liability company (“Contractor”), and Solar Advocate Development, LLC, an Ohio limited liability company (“Owner”). Each of Owner and Contractor may be referred to individually as a “Party”, and together they may be referred to as the “Parties”.

MEMBERSHIP INTEREST PURCHASE AGREEMENT By and Between HONEYWELL INTERNATIONAL INC. (as Buyer) and ABUNDANT SOLAR POWER INC. (as Seller) Dated as of September 15, 2023
Membership Interest Purchase Agreement • March 11th, 2024 • SolarBank Corp • New York

THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”) is made as of this 15th day of September, 2023, by and between HONEYWELL INTERNATIONAL INC., a Delaware corporation (“Buyer”) and ABUNDANT SOLAR POWER INC., a Delaware corporation (“Seller”) (Buyer and Seller are sometimes individually referred to as a “Party” and collectively referred to as the “Parties”).

SolarBank Partners with Rural Energy Development LLC (RED Renewables) on Co- Development Agreement ● SolarBank has partnered with U.S.-based Rural Energy Development LLC (RED Renewables), a provider of solar energy solutions to the commercial...
Co-Development Agreement • March 11th, 2024 • SolarBank Corp

Toronto, Ontario, June 13, 2023 — SolarBank Corporation (CSE: SUNN; OTCQX: SUUNF; FSE: GY2) (“SolarBank” or the “Company”) is ‎pleased to announce a new partnership with Rural Energy Development LLC (“Red Renewables”) through a Co-Development Agreement (the “Agreement”) between the parties. Red Renewables is a North Carolina USA based provider of solar energy solutions that is focused on the agricultural and commercial markets. This partnership aims to accelerate the integration of solar power into agricultural and commercial operations, benefiting both the environment and farmers alike.

SOLARBANK CORPORATION (as the “Purchaser”) and (each a “Vendor” and together the “Vendors”) and OFIT RT INC. (as the “Corporation”) SHARE PURCHASE AGREEMENT
Share Purchase Agreement • March 11th, 2024 • SolarBank Corp • Ontario

NOW THEREFORE in consideration of the mutual covenants and agreements contained in this Agreement and other good and valuable consideration (the receipt and sufficiency of which are acknowledged), the Parties agree as follows:

Voluntary Escrow Agreement
Escrow Agreement • March 11th, 2024 • SolarBank Corp • Ontario

This Agreement is being entered into by the Parties under National Policy 46-201 Escrow for Initial Public Offerings (the Policy) in connection with the proposed distribution (the IPO), by the Issuer, an emerging issuer, of common shares by prospectus.

SOLARBANK CORPORATION EQUITY DISTRIBUTION AGREEMENT
Equity Distribution Agreement • March 11th, 2024 • SolarBank Corp • British Columbia

Solarbank Corporation, a corporation governed by the Business Corporations Act (Ontario) (the “Company”), confirms its agreement (this “Agreement”) with Research Capital Corporation (the “Agent”) with respect to the issuance and sale from time to time by the Company of shares (the “Offered Shares”) of the Company’s common shares without par value (the “Common Shares”), having an aggregate offering price of up to $15,000,000 (the “Maximum Amount”) through or to the Agent, as sales agent, on the terms and subject to the conditions set forth in this Agreement (the “Offering”).

Master Engineering, Procurement and Construction Agreement New York Solar Projects:
Master Engineering, Procurement and Construction Agreement • March 11th, 2024 • SolarBank Corp • New York

This Master Engineering, Procurement and Construction Agreement (the “Agreement”) is made and dated as of September 15, 2023, between Abundant Solar Power (SB13W) LLC, a New York limited liability company (SB13W LLC or an “Owner”), Abundant Solar Power (SB13N) LLC, a New York limited liability company (SB13N LLC or an “Owner”), and Abundant Solar Power (SB14-4) LLC, a New York limited liability company (SB14-4 LLC or an “Owner”), (collectively, the “Owners”), and Abundant Solar Power Inc., a Delaware corporation (“Contractor”). Each of the Owners and Contractor may be referred to individually as a “Party”, and together they may be referred to as the “Parties”.

Form 46-201F1 Escrow Agreement
Escrow Agreement • March 11th, 2024 • SolarBank Corp • Ontario

This Agreement is being entered into by the Parties under National Policy 46-201 Escrow for Initial Public Offerings (the Policy) in connection with the proposed distribution (the IPO), by the Issuer, an emerging issuer, of common shares by prospectus.

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