PLEDGE AGREEMENTPledge Agreement • February 13th, 2020 • Fuelcell Energy Inc • Miscellaneous electrical machinery, equipment & supplies • New York
This Pledge Agreement, dated as of February 11, 2020 (this "Agreement"), between FUELCELL ENERGY FINANCE, LLC, a Connecticut limited liability company (the "Pledgor"), and CRESTMARK EQUIPMENT FINANCE, a division of MetaBank, as pledgee (the "Pledgee").
CENTRAL CA FUEL CELL 2, LLC, FUELCELL ENERGY, INC., AND CRESTMARK EQUIPMENT FINANCE TECHNOLOGY LICENSE AND ACCESS AGREEMENT FOR TULARE BIOMAT FUEL CELL POWER PLANTLicense and Access Agreement • February 13th, 2020 • Fuelcell Energy Inc • Miscellaneous electrical machinery, equipment & supplies • New York
This Technology License and Access Agreement (“Agreement”) dated February 11, 2020 (“Effective Date”) is by and between Crestmark Equipment Finance, a division of Metabank (“Lessor”), Central CA Fuel Cell 2, LLC, a Delaware limited liability company (“Lessee”), and FuelCell Energy, Inc., a Delaware corporation (“Service Provider”) (Service Provider, Lessor and Lessee are each individually, a “Party”, and collectively, the “Parties”).
ASSIGNMENT AGREEMENTAssignment Agreement • February 13th, 2020 • Fuelcell Energy Inc • Miscellaneous electrical machinery, equipment & supplies • New York
THIS ASSIGNMENT AGREEMENT (this “Assignment”) is made as of February 11, 2020 by CENTRAL CA FUEL CELL 2, LLC (the “Assignor”) in favor of CRESTMARK EQUIPMENT FINANCE, a division of MetaBank (the “Assignee”), in connection with (a) that certain Lease Agreement (including the rental schedule attached thereto) dated as of February 11, 2020 (as the same may be amended, amended and restated, supplemented or otherwise modified from time to time, the “Lease Agreement”), between the Assignee and Assignor, pursuant to which the Assignee agreed to lease to Assignor and Assignor agreed to lease from Assignee certain fuel cell equipment (the “Equipment”) as set forth in the Lease Agreement and (b) that certain Purchase and Sale Agreement dated as of February 11, 2020 (as the same may be amended, amended and restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”), between the Assignee and Assignor, pursuant to which the Assignee agreed to purchase the Equipment fro
EQUIPMENT LEASE AGREEMENTEquipment Lease Agreement • February 13th, 2020 • Fuelcell Energy Inc • Miscellaneous electrical machinery, equipment & supplies • New York
This Equipment Lease Agreement (this “Agreement” or “Lease”), dated as of February 11, 2020, is made between Crestmark Equipment Finance, a division of MetaBank, (the “Lessor”) and Central CA Fuel Cell 2, LLC, a Delaware limited liability company (the “Lessee”). Lessor and Lessee are referred to in this Agreement individually as a “Party” and, collectively, as the “Parties”. Capitalized terms used but not defined herein shall have the meaning set forth for such terms in the Purchase Agreement (as defined below).
CONSENT AND WAIVERConsent and Waiver • February 13th, 2020 • Fuelcell Energy Inc • Miscellaneous electrical machinery, equipment & supplies • New York
This Consent and Waiver (this “Waiver”) is executed as of February 11, 2020 by and among FuelCell Energy, Inc., a Delaware corporation (“Borrower”), each of the Guarantors (the “Guarantors”) party to the Credit Agreement referred to below, the lenders party to the Credit Agreement referred to below (collectively, the “Lenders” and each individually a “Lender”) that are signatories hereto, and Orion Energy Partners Investment Agent, LLC, as administrative and collateral agent for the Lenders (in such capacity, the “Administrative Agent”). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed thereto in the Credit Agreement (as defined below).
GUARANTY AGREEMENTGuaranty Agreement • February 13th, 2020 • Fuelcell Energy Inc • Miscellaneous electrical machinery, equipment & supplies
This Guaranty Agreement (this "Guaranty") is entered into as of February 11, 2020, by FuelCell Energy, Inc., a Delaware corporation (herein together with its successors and assigns, the "Guarantor"), in favor of Crestmark Equipment Finance, an unincorporated division of a federal bank, MetaBank (herein together with its successors and assigns, the "Guaranteed Party").
THIRD AMENDMENT TO CREDIT AGREEMENTCredit Agreement • February 13th, 2020 • Fuelcell Energy Inc • Miscellaneous electrical machinery, equipment & supplies • New York
This THIRD AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of February 11, 2020, is entered into by and among FuelCell Energy, Inc., a Delaware corporation (the “Borrower”), each of the Guarantors party to the Credit Agreement, the lenders party to the Credit Agreement referred to below (collectively, the “Lenders” and each individually a “Lender”) that are signatories hereto, and Orion Energy Partners Investment Agent, LLC, as administrative and collateral agent for the Lenders (in such capacity, the “Administrative Agent”). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed thereto in the Credit Agreement (as defined below).
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • February 13th, 2020 • Fuelcell Energy Inc • Miscellaneous electrical machinery, equipment & supplies • New York
This Purchase and Sale Agreement ("Agreement"), dated and effective as of February 11, 2020 is entered into between Central CA Fuel Cell 2, LLC, c/o FuelCell Energy, Inc., 3 Great Pasture Road, Danbury, CT 06810 ("Seller") and Crestmark Equipment Finance, a division of MetaBank, 5480 Corporate Drive, Suite 350, Troy, MI 48098 ("Crestmark").
