POWERSECURE INTERNATIONAL, INC. Contracts & Agreements

AMENDMENT NO. 1 TO THE SECOND AMENDED AND RESTATED EMPLOYMENT AND NON-COMPETITION AGREEMENT (Filed With SEC on May 6, 2016)

AMENDMENT NO. 2 TO THE FIRST AMENDED AND RESTATED EMPLOYMENT AND NON-COMPETITION AGREEMENT (Filed With SEC on May 6, 2016)

WAIVER TO CREDIT AGREEMENT (Filed With SEC on May 6, 2016)

POWERSECURE INTERNATIONAL, INC. Summary Sheet of Compensation of Non-Employee Directors As of March 1, 2016 (Filed With SEC on March 14, 2016)

AGREEMENT AND PLAN OF MERGER BY AND AMONG THE SOUTHERNCOMPANY, PSMS CORP. AND POWERSECUREINTERNATIONAL, INC. DATED FEBRUARY 24, 2016 TABLE OF CONTENTS (Filed With SEC on February 25, 2016)

WAIVER TO CREDIT AGREEMENT (Filed With SEC on February 25, 2016)

AMENDED AND RESTATED EMPLOYMENT AND NON-COMPETITION AGREEMENT (Filed With SEC on February 19, 2016)

SIXTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (Filed With SEC on November 4, 2015)

FIFTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (Filed With SEC on October 7, 2015)

POWERSECURE INTERNATIONAL, INC. RESTRICTED STOCK UNIT AGREEMENT 2008 Stock Incentive Plan (Filed With SEC on June 15, 2015)

AMENDMENT NO. 1 TO AMENDED AND RESTATED EMPLOYMENT AND NON-COMPETITION AGREEMENT (Filed With SEC on March 4, 2015)

POWERSECURE INTERNATIONAL, INC. Summary Sheet of Compensation of Non-Employee Directors As of January 1, 2015 (Filed With SEC on March 4, 2015)

THIRD AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (Filed With SEC on November 5, 2014)

EXECUTION VERSION (Filed With SEC on October 14, 2014)

FOURTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (Filed With SEC on October 14, 2014)

EMPLOYMENT AND NON-COMPETITION AGREEMENT (Filed With SEC on September 18, 2014)

POWERSECURE INTERNATIONAL, INC. Summary Sheet of Compensation of Non-Employee Directors As of January 1, 2014 (Filed With SEC on March 10, 2014)

POWERSECURE INTERNATIONAL, INC. Summary Sheet of Compensation Paid to Non-Employee Directors (Filed With SEC on December 17, 2013)

POWERSECURE INTERNATIONAL, INC. RESTRICTED STOCK AGREEMENT 2008 Stock Incentive Plan (Filed With SEC on December 9, 2013)

2,300,000 Shares POWERSECURE INTERNATIONAL, INC. COMMON STOCK, $0.01 PAR VALUE PER SHARE UNDERWRITING AGREEMENT (Filed With SEC on August 16, 2013)

SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (Filed With SEC on June 20, 2013)

AMENDED AND RESTATED CREDITAGREEMENT Dated as of December 21, 2011 as amended by that certain First Amendment to Amended and Restated CreditAgreement, dated as of December 18,... (Filed With SEC on June 20, 2013)

FORM OF EXECUTION COPY (Filed With SEC on April 15, 2013)

POWERSECURE INTERNATIONAL, INC. Summary Sheet of Compensation ofNon-Employee Directors As of January 1, 2013 (Filed With SEC on March 7, 2013)

ASSET PURCHASE AND SALE AGREEMENT By And Among LIME ENERGY SERVICES CO. As Seller, LIME ENERGY CO. - And - POWERSECURE, INC. As Purchaser Dated: February 28, 2013 TABLE OF CONTENTS (Filed With SEC on March 1, 2013)

FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (Filed With SEC on December 19, 2012)

EMPLOYMENT AND NON-COMPETITION AGREEMENT (Filed With SEC on October 4, 2012)

ASSET CONTRIBUTION AND SALEAGREEMENT By And Among SOUTHERN ENERGY MANAGEMENT, INC. As Seller - And - ROBERT S. KINGERY and MARIA T. KINGERY As Seller Principals - And - SOUTHERN... (Filed With SEC on June 6, 2012)

POWERSECURE INTERNATIONAL, INC. Summary Sheet of Compensation ofNon-Employee Directors As of January 1, 2012 (Filed With SEC on March 8, 2012)

FIRST AMENDMENT TO DEED OF TRUST (Filed With SEC on February 10, 2012)

FORM OF DEED OFTRUST from REIDS TRAILER, INC., as Grantor in favor of Mary C. Tucker, as Trustee forthe benefit of CITIBANK, N.A., as Administrative Agent, as Beneficiary February... (Filed With SEC on February 10, 2012)

[SIXTH AMENDMENT TO CREDIT AGREEMENT] (Filed With SEC on November 21, 2011)

[Form of Non-Qualified Stock Option Agreement for Directors] POWERSECURE INTERNATIONAL, INC. NON-QUALIFIED STOCK OPTION AGREEMENT 2008 Stock Incentive Plan (Net Exercise Model... (Filed With SEC on September 23, 2011)

[Form of Non-Qualified Stock Option Agreement for Employees] POWERSECURE INTERNATIONAL, INC. NON-QUALIFIED STOCK OPTION AGREEMENT 2008 Stock Incentive Plan (Net Exercise Model... (Filed With SEC on September 23, 2011)

our prospects, including our future business, revenues, expenses, net income, margins, profitability, cash flow, cash position, liquidity, financial condition and results of... (Filed With SEC on March 10, 2011)

FIFTH AMENDMENT TO CREDIT AGREEMENT (Filed With SEC on March 4, 2011)

FIFTH AMENDMENT TO CREDIT AGREEMENT Dated as of January 14, 2011 among POWERSECURE INTERNATIONAL, INC., as the Borrower, CITIBANK, N.A., as Administrative Agent and Co-Syndication... (Filed With SEC on January 18, 2011)

PURCHASE AND SALE AGREEMENT among ZEDI USA INC., ZEDI INC., SOUTHERN FLOW COMPANIES, INC. and POWERSECURE INTERNATIONAL, INC. Dated as of December 30, 2010 (Filed With SEC on January 5, 2011)

FOURTH AMENDMENT TO CREDIT AGREEMENT Dated as of November 9, 2010 among POWERSECURE INTERNATIONAL, INC., as the Borrower, CITIBANK, N.A., as Administrative Agent and... (Filed With SEC on November 16, 2010)

POWERSECURE INTERNATIONAL, INC. (Filed With SEC on April 19, 2010)

our prospects, including our future business, revenues, expenses, net income, margins, profitability, cash flow, cash position, liquidity, financial condition and results of... (Filed With SEC on March 11, 2010)

SIDNEY HINTON SECOND AMENDED AND RESTATED EMPLOYMENT AND NON-COMPETITION AGREEMENT (Filed With SEC on December 21, 2009)

SIDNEY HINTON AMENDMENT NO. 2 TO RESTRICTED STOCK AGREEMENT (Filed With SEC on December 21, 2009)

CHRISTOPHER T. HUTTER AMENDMENT NO. 1 TO RESTRICTED STOCK AGREEMENT (Filed With SEC on December 21, 2009)

GARY J. ZUIDERVEEN AMENDMENT NO. 1 TO RESTRICTED STOCK AGREEMENT (Filed With SEC on December 21, 2009)

TOTAL INVOICE COST: $604,540.00 (Filed With SEC on December 2, 2009)

BB&T EQUIPMENT FINANCE CORPORATION POWERSECURE, INC. Lessor Lessee By: /s/ Jeannie McManus By: /s/ Christopher T. Hutter Name: Jeannie McManus Name: Christopher T. Hutter Title:... (Filed With SEC on December 2, 2009)

[FORM OF] INDEMNIFICATION AGREEMENT (Filed With SEC on April 10, 2009)

our prospects, including our future revenues, expenses, net income, margins, profitability, cash flow, liquidity, financial condition and results of operations and our... (Filed With SEC on March 12, 2009)

AMENDED AND RESTATED EMPLOYMENT AND NON-COMPETITION AGREEMENT (Filed With SEC on January 7, 2009)

AMENDED AND RESTATED (Filed With SEC on January 7, 2009)

SECOND AMENDED AND RESTATED EMPLOYMENT AND NON-COMPETITION AGREEMENT (Filed With SEC on January 7, 2009)

SUNTRUST EQUIPMENT FINANCE & LEASING CORP. (Filed With SEC on December 30, 2008)

POWERSECURE INTERNATIONAL, INC. (Filed With SEC on December 16, 2008)

THIRD AMENDMENT TO CREDIT AGREEMENT (Filed With SEC on November 18, 2008)

POWERSECURE INTERNATIONAL, INC. (Filed With SEC on June 13, 2008)

CURRENT ASSETS (Filed With SEC on May 8, 2008)

FIRST AMENDMENT TO ASSET PURCHASE AGREEMENT (Filed With SEC on April 4, 2008)

our prospects, including our future revenues, expenses, net income, margins, profitability, cash flow, liquidity, financial condition and results of operations (Filed With SEC on March 14, 2008)

POWERSECURE INTERNATIONAL, INC. Summary Sheet of Compensation of Non-Employee Directors (Effective January 1, 2008) Cash Retainer: $3,000 per month Committee Chairman Fees: $7,500... (Filed With SEC on March 13, 2008)

REAL ESTATE PURCHASE AGREEMENT (Filed With SEC on January 23, 2008)

TERM CREDIT AGREEMENT (Filed With SEC on January 23, 2008)

DEED OF TRUST (Filed With SEC on January 23, 2008)

FORMOF FIRST AMENDMENT TO SECURITY AGREEMENT (Filed With SEC on January 23, 2008)

Guaranty (Filed With SEC on January 23, 2008)

FIRST AMENDMENT TO CREDIT AGREEMENT (Filed With SEC on January 23, 2008)

AMENDMENT NO. 1 TO RESTRICTED STOCK AGREEMENT (Filed With SEC on January 7, 2008)

EMPLOYMENT AND NON-COMPETITION AGREEMENT (Filed With SEC on December 12, 2007)

POWERSECURE INTERNATIONAL, INC. (Filed With SEC on December 12, 2007)

AMENDMENT NO. 1 TO EMPLOYMENT AND NON-COMPETITION AGREEMENT (Filed With SEC on December 12, 2007)

POWERSECURE INTERNATIONAL, INC. (Filed With SEC on December 12, 2007)

CURRENT ASSETS (Filed With SEC on November 6, 2007)

CREDIT AGREEMENT Dated as of August 23, 2007 among (Filed With SEC on August 24, 2007)

SECURITY AGREEMENT (Filed With SEC on August 24, 2007)

Guaranty (Filed With SEC on August 24, 2007)

TERMINATION AGREEMENT AND RELEASE (Filed With SEC on May 25, 2007)

SEPARATION AGREEMENT AND RELEASE (Filed With SEC on April 20, 2007)

ESCROW AGREEMENT (Filed With SEC on April 20, 2007)

EMPLOYMENT AND NON-COMPETITION AGREEMENT (Filed With SEC on April 20, 2007)

AMENDED AND RESTATED EMPLOYMENT AND NON-COMPETITION AGREEMENT (Filed With SEC on April 20, 2007)

METRETEK TECHNOLOGIES, INC. (Filed With SEC on March 13, 2007)

CURRENT ASSETS (Filed With SEC on August 11, 2006)

SECURITIES PURCHASE AGREEMENT (Filed With SEC on March 30, 2006)

REGISTRATION RIGHTS AGREEMENT (Filed With SEC on March 30, 2006)

AMENDMENT NO. 2 TO AMENDED AND RESTATED RIGHTS AGREEMENT (Filed With SEC on March 30, 2006)

any person or group becomes the beneficial owner of 50% or more of EnergyLites or PowerSecures Common Stock (Filed With SEC on February 10, 2006)

W. Phillip Marcum Philip Bourdillon/Eugene HellerChairman and CEO Silverman Heller Associates303 ###-###-#### ###-###-#### METRETEK TECHNOLOGIES CALLS WARRANTS FOR EXERCISE OR... (Filed With SEC on January 20, 2006)

METRETEK TECHNOLOGIES, INC. 303 East Seventeenth Avenue, Suite 660 Denver, Colorado 80203 Telephone: (303) 785-8080 Facsimile: (303) 785-8085 NOTICE OF REDEMPTION OF WARRANTS... (Filed With SEC on January 20, 2006)

Amendment No. 1 to Amended and Restated Employment Agreement, dated as of December 5, 2005, between Metretek Technologies, Inc. and W. Phillip Marcum (Filed With SEC on December 8, 2005)

any person or group becomes the beneficial owner of 50% or more of the Companys or PowerSecures Common Stock (Filed With SEC on November 21, 2005)

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POWERSECURE INTERNATIONAL, INC. Contracts & Agreements