0001193125-25-155869 Sample Contracts
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 7th, 2025 • FTC Solar, Inc. • Semiconductors & related devices
This AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 2, 2025, is by and between FTC Solar, Inc., a Delaware corporation, and/or its successor(s) (the “Company”), and AV Securities, Inc. (the “Buyer”).
ContractWarrant Agreement • July 7th, 2025 • FTC Solar, Inc. • Semiconductors & related devices • New York
THIS WARRANT (AS DEFINED BELOW) AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR APPLICABLE STATE SECURITIES LAWS. THESE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT, OR (B) AN OPINION OF COUNSEL TO THE HOLDER (IF REQUESTED BY THE COMPANY), IN A FORM REASONABLY ACCEPTABLE TO THE COMPANY, THAT REGISTRATION IS NOT REQUIRED UNDER THE SECURITIES ACT OR (II) UNLESS SOLD OR ELIGIBLE TO BE SOLD PURSUANT TO RULE 144 UNDER THE SECURITIES ACT. NOTWITHSTANDING THE FOREGOING, THE SECURITIES MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN OR FINANCING ARRANGEMENT SECURED BY THE SECURITIES. THE NUMBER OF SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY BE LESS THAN THE AMOUNTS SET FORTH ON THE FACE HEREOF PURSUANT TO SECTION 1(a
GUARANTEE AND COLLATERAL AGREEMENT dated as of July 2, 2025 among FTC SOLAR, INC., as Borrower, the Subsidiaries of the Borrower from time to time party hereto and ACQUIOM AGENCY SERVICES, LLC, as the Administrative AgentGuarantee and Collateral Agreement • July 7th, 2025 • FTC Solar, Inc. • Semiconductors & related devices • New York
GUARANTEE AND COLLATERAL AGREEMENT dated as of July 2, 2025 (this “Agreement”), among FTC Solar, Inc., a Delaware corporation (the “Borrower”), the Subsidiaries of the Borrower from time to time party hereto and Acquiom Agency Services, LLC, as administrative agent for the Lenders (as defined below) (in such capacity, together with its successors and assigns, the “Administrative Agent”).
TRADEMARK SECURITY AGREEMENTTrademark Security Agreement • July 7th, 2025 • FTC Solar, Inc. • Semiconductors & related devices • New York
This TRADEMARK SECURITY AGREEMENT, dated as of July 2, 2025 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is made by FTC Solar, Inc., a Delaware corporation (the “Grantor”) in favor of Acquiom Agency Services LLC, as administrative agent for the Secured Parties (in such capacity and together with its successors and permitted assigns, the “Administrative Agent”).
CREDIT AGREEMENT dated as of July 2, 2025, among FTC SOLAR, INC., as Borrower, THE LENDERS PARTY HERETO and ACQUIOM AGENCY SERVICES LLC, as Administrative AgentCredit Agreement • July 7th, 2025 • FTC Solar, Inc. • Semiconductors & related devices • New York
CREDIT AGREEMENT dated as of July 2, 2025 among FTC Solar, Inc., a Delaware corporation (the “Borrower”), the Lenders (such term and each other capitalized term used but not defined in this introductory statement having the meaning given it in Section 1.01), and Acquiom Agency Services LLC (“Acquiom”), as administrative agent for the Lenders (in such capacity, together with its successors and assigns, the “Administrative Agent”).
FTC Solar, Inc. Austin, Texas July 2, 2025Credit Agreement • July 7th, 2025 • FTC Solar, Inc. • Semiconductors & related devices
Reference is made to (i) that certain Credit Agreement, dated as of July 2, 2025 (as amended, restated, supplemented or modified from time to time, the “Credit Agreement”), among FTC Solar, Inc., a Delaware corporation (the “Company”), the lenders from time to time party thereto (individually, each, a “Lender” and collectively, the “Lenders”) and Acquiom Agency Services LLC, as administrative agent (the “Agent”), and (ii) those certain Warrants to Purchase Common Stock, dated as of July 2, 2025 (as amended, restated, supplemented or modified from time to time, collectively, the “Warrants”), issued to the Lenders or their respective Affiliates or Related Funds (together with their respective successors and assigns, individually, each, a “Warrant Holder” and collectively, the “Warrant Holders”) in connection with the transactions contemplated by the Credit Agreement. Capitalized terms used and not defined herein shall have the meanings set forth in the Credit Agreement (whether or not in
SUBORDINATION AGREEMENTSubordination Agreement • July 7th, 2025 • FTC Solar, Inc. • Semiconductors & related devices • New York
This Subordination Agreement (this “Agreement”), dated as of July 2, 2025, is entered into by and among the parties identified as “Subordinated Creditors” on the signature pages hereto (collectively, the “Subordinated Creditors”) and Acquiom Agency Services LLC, in its capacity as Administrative Agent (in such capacity, the “Agent”) for the “Lenders”, as such term is defined in the Credit Agreement defined below and the “Secured Parties”, as such term is defined in the Credit Agreement (such Secured Parties being referred to herein as the “Senior Creditors”), to set forth the respective rights, remedies and interests of the Subordinated Creditors, on the one hand, and the Agent and the other Senior Creditors, on the other hand. Capitalized terms used and not otherwise defined herein have the meanings assigned to them in the Credit Agreement.
PATENT SECURITY AGREEMENTPatent Security Agreement • July 7th, 2025 • FTC Solar, Inc. • Semiconductors & related devices • New York
This PATENT SECURITY AGREEMENT, dated as of July 2, 2025 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is made by FTC Solar, Inc., a Delaware corporation (the “Grantor”) in favor of Acquiom Agency Services LLC, as administrative agent for the Secured Parties (in such capacity and together with its successors and permitted assigns, the “Administrative Agent”).
AMENDMENT NO. 1 TO THE SECURITIES PURCHASE AGREEMENT AND SECURITY RELEASESecurities Purchase Agreement • July 7th, 2025 • FTC Solar, Inc. • Semiconductors & related devices
This AMENDMENT NO. 1 TO THE SECURITIES PURCHASE AGREEMENT AND SECURITY RELEASE (the “Amendment”), dated as of July 2, 2025, is by and among FTC Solar, Inc., a Delaware corporation (the “Company”), each of the Buyers party hereto and AV Securities, Inc., as collateral agent under the Security Documents (in such capacity, the “Collateral Agent”). All capitalized terms not defined herein shall have the same meaning ascribed as to those terms in the Securities Purchase Agreement, dated as of December 4, 2024, (and as amended by this Amendment, the “Securities Purchase Agreement”) by and between the Company and the Buyers thereto.
FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 7th, 2025 • FTC Solar, Inc. • Semiconductors & related devices
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [ ], is by and among FTC Solar, Inc., a Delaware corporation, and/or its successor(s) (the “Company”), and the undersigned holders (each, a “Holder,” and collectively, the “Holders”).