AMENDMENT NO. 1 TO REGISTRATION RIGHTS AGREEMENT
QuickLinks -- Click here to rapidly navigate through this document
AMENDMENT NO. 1 TO
REGISTRATION RIGHTS AGREEMENT
THIS AMENDMENT NO. 1 TO REGISTRATION RIGHTS AGREEMENT (this "Amendment"), entered into as of August 8, 2006, among CLEAN ENERGY FUELS CORP., formerly ENRG, Inc., a Delaware corporation (the "Company"), and the undersigned equity holders of capital stock of the Company.
RECITALS:
A. The undersigned hold shares of the Company's common stock (the "Common Stock"). Certain of the undersigned (the "Existing Registration Rights Holders") possess registration rights pursuant to the Registration Rights Agreement, dated as of December 31, 2002, among the Company, such holders and certain other stockholders of the Company (the "Rights Agreement").
B. In connection an initial public offering of the Company's Common Stock (the "IPO"), the Existing Registration Rights Holders have agreed to grant registration rights to (i) certain stockholders who are employees or directors of the Company (the "Company Designees"), and (ii) certain stockholders who purchased or otherwise received shares of the Company's Common Stock from ▇▇▇▇▇ ▇▇▇▇▇▇▇ listed on Exhibit B (the "▇▇▇▇▇▇▇ Transferees").
C. The Existing Registration Rights Holders desire to amend the Rights Agreement to (i) allow the Company Designees collectively to sell up to 650,000 shares of Common Stock to be sold by selling stockholders in the initial closing of an IPO (the "Initial Offering") and (ii) allow such ▇▇▇▇▇▇▇ Transferees who sign the Adoption Agreement attached hereto as Exhibit A to collectively sell in the over-allotment closing of the IPO (the "Over-Allotment") a portion of the shares of Common Stock ▇▇▇▇▇ ▇▇▇▇▇▇▇ transferred to them.
D. The number of shares stockholders may sell in the IPO as a result of this Amendment is set forth on Exhibit C.
E. The Existing Registration Rights Holders executing this Amendment hold sixty-six percent (66%) or more of the Registrable Shares (as defined in the Rights Agreement) held by all Existing Registration Rights Holders and, therefore, have the power under Section 9 of the Rights Agreement to amend the Rights Agreement.
NOW, THEREFORE, in consideration of the mutual promises and covenants set forth herein, the parties to the Rights Agreement hereby agree that the Rights Agreement will be amended as follows:
1. Adding Parties to Rights Agreement. The undersigned Existing Registration Rights Holders hereby agree that each of the Company Designees who have signed this Amendment and such ▇▇▇▇▇▇▇ Transferees who sign the Adoption Agreement will be added as a "Holder" under the Rights Agreement and will be subject to such terms, conditions, restrictions and obligations as set forth in the Rights Agreement; provided, however, that the Company Designees' and ▇▇▇▇▇▇▇ Transferees' rights will be limited as follows:
(a) The Company Designees and ▇▇▇▇▇▇▇ Transferees will have such rights, restrictions and obligations under the Rights Agreement only in connection with the Company's IPO and the shares of Common Stock they may sell in the IPO.
(b) The Company Designees as a group will have the right to register and sell in the aggregate 650,000 shares of Common Stock being sold by all selling stockholders in the Initial Offering with each Company Designee having the right to sell up to that number of shares set forth opposite his or her name on the Exhibit C, and such shares will be deemed "Registrable
1
Shares" under the Rights Agreement. The Company Designees will have no right to sell any shares of Common Stock in the Over-Allotment.
(c) ▇▇▇▇▇ ▇▇▇▇▇▇▇ (including family trusts and other entities controlled by him) will forgo the right to sell any shares in the Over-Allotment, and instead the ▇▇▇▇▇▇▇ Transferees will have the right to sell in the Over-Allotment up to the number of shares set forth opposite their names on Exhibit C. Such shares will be deemed "Registrable Shares" under the Rights Agreement.
(d) The Company Designees and ▇▇▇▇▇▇▇ Transferees will have no right to transfer or assign any rights under the Rights Agreement.
(e) Upon consummation of the IPO, the rights of the Company Designees and ▇▇▇▇▇▇▇ Transferees under the Rights Agreement, including the right to require the Company to register Registrable Shares held by them, will automatically terminate and the Company Designees and ▇▇▇▇▇▇▇ Transferees will have no further rights under the Rights Agreement; provided, however, that each Company Designee and ▇▇▇▇▇▇▇ Transferee will continue to be bound by such obligations and liabilities under the Rights Agreement in connection with their participation in the Company's IPO, including, but not limited, to such Company Designee's and ▇▇▇▇▇▇▇ Transferee's indemnification obligations under Section 8 of the Rights Agreement.
(f) If the IPO is not consummated for any reason by December 31, 2006, then the Company Designees and ▇▇▇▇▇▇▇ Transferees rights and obligations under the Rights Agreement will automatically terminate on that date, they will no longer be parties to the Rights Agreement and they will not have the right to sell any of their shares in a Company offering.
2. Assumption of Obligations Each undersigned Company Designee by his or her signature to this Amendment, and each Other Stockholder by such stockholder's signature to the Adoption Agreement, agrees to be bound by the terms, conditions, restrictions and obligations as a Holder under the Rights Agreement with the same force and effect as if such Company Designee and ▇▇▇▇▇▇▇ Transferee were originally a party thereto, including, but not limited to the underwriting requirements set forth in Section 5 of the Rights Agreement and the indemnification obligations set forth in Section 8 of the Rights Agreement. Each Company Designee and ▇▇▇▇▇▇▇ Transferee acknowledges, however, that their rights under the Rights Agreement are subject to the restrictions and limitations set forth in Section 1 hereof.
3. Resulting Participation Rights in IPO. Each Holder's rights to sell shares in the Initial Offering and the Over-Allotment as a result of this Amendment are set forth on Exhibit C. If the number of shares the Holders may sell overall is cut back, each Holder will be cut back pro rata, which means that of the total shares available to the Holders to sell in the Initial Offering or the Over-Allotment, each Holder will be able to sell a portion equal to the Holder's relative percentage shown on Exhibit C.
4. Termination of Voting Proxy. ▇▇▇▇▇ ▇▇▇▇▇▇▇ agrees that the voting proxy he has under the Stock Purchase and Buy-Sell Agreement, dated February 1, 2006, terminates with respect to all shares of Common Stock sold by the Company Designees and ▇▇▇▇▇▇▇ Transferees in the Offering, such that the shares sold by the Company Designees and ▇▇▇▇▇▇▇ Transferees in the Offering will thereafter be free from any voting restrictions.
5. Remainder of Rights Agreement Unchanged. Except as amended by this Amendment, the Rights Agreement will otherwise remain in full force and effect. Any further amendment to the Rights Agreement or this Amendment will require the consent of the Existing Registration Rights Holders holding sixty-six percent (66%) or more of the Registrable Shares per Section 9 of the Rights Agreement, and any such amendment will be binding on the Company Designees and ▇▇▇▇▇▇▇ Transferees.
2
6. Governing Law. This Amendment will be governed by and construed under the laws of the State of Delaware, without regard to its conflicts of laws provisions.
7. Counterparts. This Amendment may be executed in two or more counterparts, each of which will be deemed an original, but all of which together will constitute one and the same instrument.
IN WITNESS WHEREOF, the undersigned Holders and the Company have executed this Amendment as of the day and year first above written.
| CLEAN ENERGY FUELS CORP., a Delaware corporation |
|||
By |
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ President and Chief Executive Officer |
||
EXISTING REGISTRATION RIGHTS HOLDERS:
| PERSEUS ENRG INVESTMENT, L.L.C | WESTPORT INNOVATIONS, INC. | |||
By: |
/s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ |
By: |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇ |
|
Name: |
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ |
Name: |
▇▇▇▇▇ ▇▇▇▇▇▇ |
|
Title: |
Senior Managing Director |
Title: |
CEO |
|
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ |
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇ ▇. ▇▇▇▇▇▇ |
|||
3
COMPANY DESIGNEES:
| /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇ | ||
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ |
▇▇▇▇▇ ▇. ▇▇▇▇▇ |
|
/s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ |
/s/ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ |
|
/s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ |
|
/s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ |
/s/ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ |
|
/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ |
/s/ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ |
|
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ |
4
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 7, 2006.
| ▇▇▇▇▇ ▇▇▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ Authorized Signature |
|||
Title, if applicable |
|||
Address: |
▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ |
||
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
▇▇▇-▇▇▇-▇▇▇▇ |
||
▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 8, 2006.
| ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Authorized Signature |
|||
Senior Vice President Title, if applicable |
|||
Address: |
▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇ |
||
▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
▇▇▇-▇▇▇-▇▇▇▇ |
||
▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August , 2006.
| ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Authorized Signature |
|||
SVP Title, if applicable |
|||
Address: |
▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇. |
||
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
▇▇▇-▇▇▇-▇▇▇▇ |
||
▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 7, 2006.
| ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Authorized Signature |
|||
Chairman of the Board Title, if applicable |
|||
Address: |
▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ |
||
▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
▇▇▇-▇▇▇-▇▇▇▇ |
||
▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇.▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August , 2006.
| J&L ▇▇▇▇▇▇▇▇▇▇ 2002 Family Trust Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ Authorized Signature |
|||
Trustee Title, if applicable |
|||
Address: |
▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇ |
||
▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
▇▇▇-▇▇▇-▇▇▇▇ |
||
▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 10, 2006.
| ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ Authorized Signature |
|||
General Manager, Southwest Region Title, if applicable |
|||
Address: |
▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇. |
||
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
▇▇▇-▇▇▇-▇▇▇▇ |
||
▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 7, 2006.
| ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Authorized Signature |
|||
Title, if applicable |
|||
Address: |
▇.▇. ▇▇▇ ▇▇▇▇ |
||
▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
▇▇▇-▇▇▇-▇▇▇▇ |
||
▇▇▇▇@▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 7, 2006.
| G. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇ Custodian Print name of stockholder as it appears on certificate |
|||
/s/ G. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Authorized Signature |
|||
Title, if applicable |
|||
Address: |
▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇ |
||
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
214-750-0216 |
||
▇▇▇▇▇▇▇▇@▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 7, 2006.
| ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Authorized Signature |
|||
Title, if applicable |
|||
Address: |
▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ |
||
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
214-750-0216 |
||
▇▇▇▇▇▇▇▇▇@▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 7, 2006.
| ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Authorized Signature |
|||
Title, if applicable |
|||
Address: |
▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ |
||
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
214-750-0216 |
||
▇▇▇▇▇▇▇▇▇@▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August , 2006.
| ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Authorized Signature |
|||
Title, if applicable |
|||
Address: |
▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ |
||
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
▇▇▇-▇▇▇-▇▇▇▇ |
||
▇▇▇▇▇▇▇@▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 7, 2006.
| ▇▇▇▇▇▇ ▇▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Authorized Signature |
|||
Title, if applicable |
|||
Address: |
▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ |
||
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
214-750-0216 |
||
▇▇▇▇▇▇▇@▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 7, 2006.
| ▇▇▇▇▇ ▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇▇ ▇▇▇▇ Authorized Signature |
|||
Director of Engineering Title, if applicable |
|||
Address: |
▇▇▇▇▇ ▇▇▇▇▇ ▇▇. |
||
▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
▇▇▇-▇▇▇-▇▇▇▇ |
||
▇▇▇▇▇▇▇▇▇@▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 7, 2006.
| ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Authorized Signature |
|||
Title, if applicable |
|||
Address: |
▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ |
||
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
▇▇▇-▇▇▇-▇▇▇▇ |
||
▇▇▇▇▇▇@▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 8, 2006.
| ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Authorized Signature |
|||
Title, if applicable |
|||
Address: |
▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇. |
||
▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
▇▇▇-▇▇▇-▇▇▇▇ |
||
▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 8, 2006.
| ▇▇▇▇ ▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇ ▇▇▇▇▇ Authorized Signature |
|||
Title, if applicable |
|||
Address: |
▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ |
||
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
214-750-0216 |
||
▇▇▇▇▇@▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 8, 2006.
| M&R Ventures LLC Print name of stockholder as it appears on certificate |
|||
/s/ J. ▇▇▇▇ ▇▇▇▇▇▇ Authorized Signature |
|||
Title, if applicable |
|||
Address: |
▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ |
||
▇▇▇▇▇▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
▇▇▇-▇▇▇-▇▇▇▇ |
||
▇▇▇▇.▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 8, 2006.
| ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Authorized Signature |
|||
Regional Manager Title, if applicable |
|||
Address: |
▇▇▇ ▇▇▇▇▇ ▇▇. |
||
▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
▇▇▇-▇▇▇-▇▇▇▇ |
||
▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 7, 2006.
| ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Authorized Signature |
|||
Title, if applicable |
|||
Address: |
▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ |
||
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
|||
▇▇▇▇▇▇▇@▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 7, 2006.
| ▇▇▇▇ ▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇ ▇▇▇▇▇ Authorized Signature |
|||
Title, if applicable |
|||
Address: |
▇▇▇▇▇. ▇▇▇▇ |
||
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
|||
▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 7, 2006.
| ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Authorized Signature |
|||
Title, if applicable |
|||
Address: |
▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ |
||
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
▇▇▇-▇▇▇-▇▇▇▇ |
||
▇▇▇▇▇▇▇▇@▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 7, 2006.
| ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Authorized Signature |
|||
Title, if applicable |
|||
Address: |
▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ |
||
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
▇▇▇-▇▇▇-▇▇▇▇ |
||
▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 7, 2006.
| ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Authorized Signature |
|||
Assistant VP Operations Title, if applicable |
|||
Address: |
▇ ▇▇▇▇▇▇▇ |
||
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
|||
▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 7, 2006.
| ▇▇▇▇▇▇ ▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇▇▇ ▇▇▇▇▇ Authorized Signature |
|||
Title, if applicable |
|||
Address: |
▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ |
||
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
▇▇▇-▇▇▇-▇▇▇▇ |
||
▇▇▇▇▇▇@▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August , 2006.
| ▇▇▇▇ ▇. ▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇ Authorized Signature |
|||
Title, if applicable |
|||
Address: |
▇▇▇ ▇▇▇▇▇▇ ▇▇. |
||
▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
▇▇▇-▇▇▇-▇▇▇▇ |
||
▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 7, 2006.
| ▇▇▇▇▇▇▇ ▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇▇▇▇ ▇▇▇▇ Authorized Signature |
|||
Title, if applicable |
|||
Address: |
▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ |
||
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
▇▇▇-▇▇▇-▇▇▇▇ |
||
▇▇▇▇▇@▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August , 2006.
| ▇▇▇▇ ▇. ▇▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇ ▇▇▇▇▇▇ Authorized Signature |
|||
Title, if applicable |
|||
Address: |
▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ |
||
▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
Telephone ▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
|||
▇▇▇▇▇▇▇▇▇▇@▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 7, 2006.
| ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ Authorized Signature |
|||
Title, if applicable |
|||
Address: |
▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ |
||
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
▇▇▇-▇▇▇-▇▇▇▇ |
||
▇▇▇▇▇▇▇@▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 7, 2006.
| ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Authorized Signature |
|||
Title, if applicable |
|||
Address: |
▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ |
||
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
|||
▇▇▇▇@▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 7, 2006.
| ▇▇▇▇▇ ▇▇▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ Authorized Signature |
|||
Title, if applicable |
|||
Address: |
▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ |
||
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
|||
▇▇▇▇▇▇▇▇@▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 8, 2006.
| ▇▇▇ ▇. ▇▇▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇ ▇. ▇▇▇▇▇▇▇ Authorized Signature |
|||
Title, if applicable |
|||
Address: |
▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇. |
||
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
|||
▇▇▇▇▇▇▇▇@▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 8, 2006.
| ▇▇▇▇ ▇▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇ ▇▇▇▇▇▇ Authorized Signature |
|||
Title, if applicable |
|||
Address: |
▇.▇. ▇▇▇ ▇▇▇▇▇▇ |
||
▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
|||
▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 8, 2006.
| ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Authorized Signature |
|||
Title, if applicable |
|||
Address: |
▇.▇. ▇▇▇ ▇▇▇▇▇▇ |
||
▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
|||
▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 7, 2006.
| ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Authorized Signature |
|||
Title, if applicable |
|||
Address: |
▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇. |
||
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
|||
▇▇▇▇▇▇▇@▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 7, 2006.
| ▇▇▇▇▇▇ ▇▇▇▇▇▇▇-▇▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇-▇▇▇▇▇▇ Authorized Signature |
|||
Title, if applicable |
|||
Address: |
▇▇▇▇▇ ▇. ▇▇▇ ▇▇▇▇▇▇ |
||
▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
|||
▇▇▇@▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 7, 2006.
| ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Cordia Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Authorized Signature |
|||
Title, if applicable |
|||
Address: |
▇▇▇ ▇▇▇▇▇ ▇▇▇▇ |
||
▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
▇▇▇-▇▇▇-▇▇▇▇ |
||
▇▇▇▇▇▇▇▇@▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 9, 2006.
| ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Authorized Signature |
|||
Title, if applicable |
|||
Address: |
▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇. |
||
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Facsimile |
▇▇▇-▇▇▇-▇▇▇▇ |
||
▇▇▇▇▇▇.▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ |
|||
EXHIBIT A
ADOPTION AGREEMENT
(for ▇▇▇▇▇▇▇ Transferees)
This Adoption Agreement ("Adoption Agreement") is executed by the undersigned transferee of stock of Clean Energy Fuels Corp. (the "Company"). The undersigned agrees that the undersigned is being granted certain registration rights to sell shares of Company stock received from ▇▇. ▇▇▇▇▇▇▇ in the Company's IPO and that these rights are subject to the terms and conditions of the Registration Rights Agreement, dated as of December 31, 2002, among the Company, and certain other stockholders of the Company, and the Amendment No. 1 to the agreement dated August 8, 2006 and attached to this Adoption Agreement. The undersigned acknowledges receipt of a copy of the Registration Rights Agreement and Amendment No. 1, and agrees to be bound by them in accordance with their terms.
EXECUTED AND DATED August 7, 2006.
| ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Print name of stockholder as it appears on certificate |
|||
/s/ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Authorized Signature |
|||
Title, if applicable |
|||
Address: |
▇▇▇▇ ▇▇▇ ▇▇ ▇▇ ▇▇▇▇▇, #▇▇▇▇ |
||
▇▇▇ ▇▇▇, ▇▇ ▇▇▇▇▇ |
|||
Telephone |
▇▇▇-▇▇▇-▇▇▇▇ ▇▇▇▇ |
||
Facsimile |
▇▇▇-▇▇▇-▇▇▇▇ |
||
Exhibit B
▇▇▇▇▇▇▇ Transferees
▇▇▇▇▇
▇▇▇▇▇▇▇▇
▇▇▇▇ ▇▇▇▇▇▇▇▇
▇▇▇▇▇▇▇ ▇▇▇▇
▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇ ▇▇▇▇▇▇▇
▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇ ▇▇▇▇▇▇▇▇
▇▇▇ ▇▇▇▇▇▇
▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
▇▇▇ ▇▇▇▇▇▇▇
▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇
M&R (Coach Holder)
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇
▇▇▇▇ ▇▇▇▇▇▇▇
▇▇▇▇ ▇▇▇▇▇▇▇▇
▇▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇ ▇▇▇▇
▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇
▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇
▇▇▇▇ ▇▇▇▇▇▇▇
▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇ Dellle
▇▇▇▇▇ ▇▇▇▇▇▇▇
▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇
▇▇▇ ▇▇▇▇▇▇▇
▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇ ▇▇▇▇▇▇▇ Interests Ltd.
▇▇▇▇▇▇ ▇▇▇▇▇▇▇
▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Exhibit C
Allocation of Selling Stockholder
Shares in IPO
(Attached)