AMENDMENT NO. 16 TO CREDIT AGREEMENTCredit Agreement • June 26th, 2024 • Global Clean Energy Holdings, Inc. • Industrial organic chemicals • New York
This AMENDMENT NO. 16 TO CREDIT AGREEMENT (this “Agreement”), dated as of June 25, 2024 (the “Signing Date”), is entered into by and among BKRF OCB, LLC, a Delaware limited liability company (the “Borrower”), BKRF OCP, LLC, a Delaware limited liability company (“Holdings”), Bakersfield Renewable Fuels, LLC, a Delaware limited liability company (the “Project Company”), Orion Energy Partners TP Agent, LLC, in its capacity as the administrative agent (in such capacity, the “Administrative Agent”), and the Tranche A Lenders, Tranche B Lenders, Tranche C Lenders, Tranche C+ Lenders and Tranche D Lenders party hereto, constituting 100% of the Tranche A Lenders, the Tranche B Lenders, the Tranche C Lenders, Tranche C+ Lenders and Tranche D Lenders party to the Credit Agreement (as defined below) (the “Signatory Lenders”). As used in this Agreement, capitalized terms which are not defined herein shall have the meanings ascribed to such terms in the Credit Agreement unless otherwise specified.
CREDIT AGREEMENT dated as of June 25, 2024 among BAKERSFIELD RENEWABLE FUELS, LLC, as Borrower, BKRF OCB, LLC and BKRF OCP, LLC, as Guarantors, The LENDERS Party Hereto, as the Lenders, and VITOL AMERICAS CORP., as Administrative Agent and as...Credit Agreement • June 26th, 2024 • Global Clean Energy Holdings, Inc. • Industrial organic chemicals • New York
THIS CREDIT AGREEMENT dated as of June 25, 2024 (this “Agreement”), among BAKERSFIELD RENEWABLE FUELS, LLC, a Delaware limited liability company (the “Borrower”), BKRF OCB, LLC, a Delaware limited liability company (“Term Loan Borrower”), BKRF OCP, LLC, a Delaware limited liability company (“Holdings”), the LENDERS party hereto (each of such lenders, together with its successors and permitted assigns, is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), VITOL AMERICAS CORP., as administrative agent (in such capacity, together with its successors and assigns in such capacity, “Administrative Agent”) and as collateral agent (in such capacity, together with its successors and assigns in such capacity, “Collateral Agent”).
CERTAIN CONFIDENTIAL INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND REPLACED WITH “[…***…]” BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. SETTLEMENT AND MUTUAL RELEASE AGREEMENTSettlement and Mutual Release Agreement • June 26th, 2024 • Global Clean Energy Holdings, Inc. • Industrial organic chemicals • Delaware
THIS SETTLEMENT AND MUTUAL RELEASE AGREEMENT (this “Agreement”), dated and effective as of June 25, 2024 (the “Effective Date”), is by and among Global Clean Energy Holdings, Inc., a Delaware corporation (the “Company”), Bakersfield Renewable Fuels, LLC, a Delaware limited liability company (“BKRF”), Sustainable Oils, Inc., a Delaware corporation (“SusOils,” and collectively with the Company, BKRF, and the Company’s direct and indirect subsidiaries, the “Company Parties”), ExxonMobil Renewables LLC (“ExxonMobil Renewables”) and ExxonMobil Oil Corporation (“EMOC,” and collectively with ExxonMobil Renewables, “ExxonMobil”). Each of the Company, BKRF, SusOils and ExxonMobil may be referred to hereinafter as a “Party” and collectively as the “Parties.”
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • June 26th, 2024 • Global Clean Energy Holdings, Inc. • Industrial organic chemicals • New York
PLEDGE AND SECURITY AGREEMENT, dated as of June 25, 2024 (this “Agreement”), between BAKERSFIELD RENEWABLE FUELS, LLC, a Delaware limited liability company (the “Borrower”), BKRF OCB, LLC, a Delaware limited liability company (the “Term Loan Borrower”), BKRF OCP, LLC, a Delaware limited liability company (“Holdings” and, collectively with Borrower and Term Loan Borrower, the “Grantors”), and VITOL AMERICAS CORP. (“Vitol”), as collateral agent for the Secured Parties (in such capacity, together with any successor collateral agent appointed pursuant to Section 8.01 of the Credit Agreement referred to below, the “Collateral Agent”).
INTERCREDITOR AGREEMENT dated as of June 25, 2024 among VITOL AMERICAS CORP., as RCF Representative, ORION ENERGY PARTNERS TP AGENT, LLC, as Term Loan Representative THE TERM LOAN CREDITORS PARTY HERETO FROM TIME TO TIME, BAKERSFIELD RENEWABLE FUELS,...Intercreditor Agreement • June 26th, 2024 • Global Clean Energy Holdings, Inc. • Industrial organic chemicals • New York
This Intercreditor Agreement (this “Agreement”), dated as of June 25, 2024, is made by and among VITOL AMERICAS CORP., in its personal capacity and in its capacity as RCF Collateral Agent as described below (in such capacity, with its successors and assigns, and as more specifically defined below, the “RCF Representative”) for the RCF Secured Parties (as defined below), ORION ENERGY PARTNERS TP AGENT, LLC, as Term Loan Collateral Agent as described below (in such capacity, with its successors and assigns, and as more specifically defined below, the “Term Loan Representative”) for the Term Loan Secured Parties (as defined below), the Term Loan Creditors (as defined below) party hereto, BKRF OCB, LLC, a Delaware limited liability company (the “BKRF Borrower”), Bakersfield Renewable Fuels, LLC, a Delaware limited liability company (the “Project Company”) and BKRF OCP, LLC, a Delaware limited liability company (“Holdings” and, together with BKRF Borrower and the Project Company, each a “Lo
CERTAIN CONFIDENTIAL INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND REPLACED WITH “[…***…]” BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. SUPPLY AND OFFTAKE AGREEMENTSupply and Offtake Agreement • June 26th, 2024 • Global Clean Energy Holdings, Inc. • Industrial organic chemicals • New York
This Supply and Offtake Agreement (this “Agreement”) dated as of June 25, 2024 (the “Effective Date”), is made by and between Bakersfield Renewable Fuels, LLC, a Delaware limited liability company (“BKRF”), and Vitol Americas Corp., a Delaware corporation (“Vitol”). BKRF and Vitol are each individually referred to herein as a “Party”, and collectively as the “Parties.”
TRANSACTION AGREEMENT dated as of June 25, 2024 by and among THE COMPANY PARTIES PARTY HERETO, THE LENDERS PARTY TO THE CREDIT AGREEMENT PARTY HERETO, and ORION ENERGY PARTNERS TP AGENT, LLCTransaction Agreement • June 26th, 2024 • Global Clean Energy Holdings, Inc. • Industrial organic chemicals • New York
AMENDED AND RESTATED GUARANTY AGREEMENTGuaranty Agreement • June 26th, 2024 • Global Clean Energy Holdings, Inc. • Industrial organic chemicals • New York
This AMENDED AND RESTATED GUARANTY AGREEMENT (this “Guaranty”), dated as of June 25, 2024 (the “Effective Date”), is made SUSTAINABLE OILS, INC, a Delaware corporation (the “Guarantor”), in favor of ORION ENERGY PARTNERS TP AGENT, LLC (“OIC”), as Administrative Agent (as defined below), for itself and on behalf of each other Secured Party as defined in the Credit Agreement referred to below (the Administrative Agent and each other Secured Party, collectively, the “Guaranteed Parties”).
