ACFND Acorn Energy Inc (QB)

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

CURRENT REPORT

 

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported) January 2,2024

 

ACORN ENERGY, INC.

(Exact name of Registrant as Specified in Charter)

 

Delaware		001-33886		22-2786081
(State or Other Jurisdiction		(Commission		(IRS Employer
of Incorporation)		file Number)		Identification No.)

 

1000 N West St., Suite 1200, Wilmington, Delaware		19801
(Address of Principal Executive Offices)		(Zip Code)

 

Registrant’s telephone number, including area code (410) 654-3315

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-2 under the Exchange Act (17 CFR 240.14a-2)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
None

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

(a) On January 2, 2024, the Registrant entered into a new consulting agreement (the “Loeb Consulting Agreement”) between Jan H. Loeb and the Registrant extending its arrangements for compensation of Mr. Loeb for his services as President and CEO of the Registrant and as principle executive officer of the Registrant’s OmniMetrix subsidiary in the capacity of Acting CEO. In such capacities, Mr. Loeb acts as a consultant to, and not an employee of, the Registrant. Pursuant to the Loeb Consulting Agreement, Mr. Loeb will receive cash compensation of $16,780 per month for service as President and CEO of the Registrant, and an additional $10,000 per month for so long as he serves as Acting CEO of OmniMetrix. Mr. Loeb also received a grant of options on January 2, 2024 to purchase 2,200 shares of the Registrant’s common stock, which are exercisable at an exercise price equal to the December 29, 2023, closing price of the common stock of $6.09 per share. Twenty-five percent (25%) of the options were vested immediately; the remaining options shall vest in three equal increments on April 1, 2024, July 1, 2024 and October 1, 2024. The exercise period and other terms are otherwise substantially the same as the terms of the options granted by the Registrant to its outside directors. The Loeb Consulting Agreement expires on December 31, 2024, unless terminated early as provided therein.

 

(b) On January 2, 2024, the Registrant entered into an Amended and Restated Consulting Agreement with Tracy Clifford Consulting, LLC, for the provision of Tracy Clifford’s services to the Registrant as both CFO of the Registrant and COO of the Registrant’s OmniMetrix, LLC subsidiary (the “Clifford Consulting Agreement”). In such capacity, Ms. Clifford acts as a consultant to, and not an employee of, the Registrant. The Clifford Consulting Agreement amends, restates and replaces in its entirety the Amended and Restated Consulting Agreement dated as of June 1, 2023 by and between the Registrant and Tracy Clifford Consulting, LLC. The Clifford Consulting Agreement has an effective date of January 1, 2024, has a one-year term, and automatically renews for an additional year upon the expiration of each one-year term unless earlier terminated as provided therein. Pursuant to the Clifford Consulting Agreement, Ms. Clifford receives cash compensation of $18,025 per month. In the event of termination by the Registrant other than for cause, Ms. Clifford shall be entitled to a continuation, for a period of six months following the date of such termination by the Registrant, of the monthly cash compensation in effect at the time of such termination by the Registrant. Pursuant to the terms of the Clifford Consulting Agreement, Ms. Clifford also received a grant of options on January 2, 2024, to purchase 2,200 shares of the Registrant’s common stock, which are exercisable at an exercise price equal to the December 29, 2023, closing price of the common stock of $6.09 per share. Twenty-five percent (25%) of the options were vested immediately; the remaining options shall vest in three equal increments on April 1, 2024, July 1, 2024 and October 1, 2024. On each subsequent anniversary of January 1, 2024, so long as the Clifford Consulting Agreement has not been terminated, the Registrant will grant Ms. Clifford 2,200 stock options exercisable at an exercise price equal to the then-current stock price. Twenty-five percent (25%) of the options will be vested immediately as of the date of grant; the remaining options will vest in three equal increments on April 1, July 1 and October 1 during the first nine months following the date of grant. The exercise period and other terms are otherwise substantially the same as the terms of the options granted by the Registrant to its outside directors.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

10.1	Consulting Agreement, dated January 2, 2024, by and between Acorn Energy, Inc., and Jan H. Loeb
10.2	Amended and Restated Consulting Agreement, dated January 2, 2024, by and between Acorn Energy, Inc., and Tracy Clifford Consulting, LLC
104.1	Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized on this 5th day of January, 2024.

 

	ACORN ENERGY, INC.
	By:	/s/ Tracy S. Clifford
	Name:	Tracy S. Clifford
	Title:	Chief Financial Officer

 

 

Exhibit 10.1

 

CONSULTING AGREEMENT

 

This Consulting Agreement (this “Agreement”) is made as of this 2nd day of January, 2024, by and between Acorn Energy, Inc. (the “Company”) and Jan H. Loeb (“Loeb”).

 

R E C I T A L S:

 

WHEREAS, the Board of Directors of the Company (the “Board”) appointed Loeb to serve as the Company’s President and Chief Executive Officer in January 2016; and

 

WHEREAS, the Board appointed Loeb to the additional position of Acting CEO of the Company’s OmniMetrix subsidiary in November 2019; and

 

WHEREAS, the Board desires to engage Loeb, upon the terms and conditions hereinafter set forth, to continue provide consulting and other services to the Company and to OmniMetrix as provided for herein; and

 

WHEREAS, Loeb has agreed to provide such consulting and other services to the Company and to OmniMetrix, upon the terms and conditions hereinafter set forth;

 

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows:

 

1. Engagement. The Company hereby agrees to engage Loeb to render the consulting and other services described herein, and Loeb hereby accepts such engagement.

 

2. Term. The engagement of Loeb by the Company as provided in Section 1 shall be deemed to have commenced effective January 1, 2024, and continue through and until December 31, 2024, unless earlier terminated as hereinafter provided (the period of such engagement, the “Term”).

 

3. Services. Loeb shall provide such consulting services to the Company as Loeb and the Company shall mutually agree upon from time to time. Loeb shall serve as the Company’s principal executive officer in the capacities of President and Chief Executive Officer and shall also serve as principal executive officer of the Company’s OmniMetrix subsidiary in the capacity of Acting CEO, with all the power and authority and executing all the functions associated with such offices, and shall commit sufficient business time to effectively discharge the responsibilities of President and Chief Executive Officer of the Company and Acting CEO of OmniMetrix, without any additional compensation beyond that provided for in this Agreement. The foregoing notwithstanding, nothing in this Agreement shall restrict Loeb from performing his other duties at Leap Tide and/or accepting consulting or employment arrangements or other positions outside of his activities for the Company.

 

 

4. Payment and Expenses.

 

(a) Cash Payment. The Company shall pay to Loeb compensation in the amount of $16,780 per month during the Term for service as President and Chief Executive Officer of the Company, and additional $10,000 per month during the Term for so long as he serves as Acting CEO of OmniMetrix.

 

(b) Options. Upon the execution of this Agreement, Loeb shall be granted options to purchase 2,200 shares of the Company’s Common Stock. The options shall be exercisable at an exercise price of $6.09 per share, and will allow for cashless exercise if there is no effective registration statement covering the issuance or resale of the shares. Twenty-five percent (25%) of the options shall be vested immediately; the remaining options shall vest in three equal increments on April 1, 2024, July 1, 2024 and October 1, 2024. The exercise period and other terms shall otherwise be substantially the same as the terms of the options granted by the Company to its outside directors.

 

(c) Expenses. Loeb shall be entitled to reimbursement for any out of pocket expenses (travel, transportation, office, etc.) incurred in connection with the consulting services rendered pursuant hereto.

 

(d) D&O Coverage. The Company has confirmed that Loeb will be covered by the Company’s primary and excess D&O insurance policy in his capacities of director as well as President and Chief Executive Officer, notwithstanding the fact that he is not an employee of the Company, on the same basis as the other directors and executive officers of the Company.

 

(e) No Other Compensation. Other than as set forth herein or otherwise agreed in writing, Loeb shall not receive any other compensation or benefits in connection with this Agreement or his service as a director and President and Chief Executive Officer of the Company.

 

5. Termination. The Term of this Agreement may be terminated early for any or no reason with or without cause (i) by Loeb at any time upon thirty (30) days’ written notice to the Company and (ii) by the Company on at least 15 (fifteen) days’ written notice to Loeb. In the event if a termination of this Agreement at the end of the Term or upon an early termination in accordance with this Section, the Company shall no longer be obligated to pay the monthly cash compensation provided for in Section 4(a) but shall be required to pay any accrued and unpaid amounts payable to Loeb under Section 4.

 

6. Covenants of Loeb.

 

(a) Loeb recognizes that the knowledge of, information concerning, and relationship with, customers, suppliers and agents, and the knowledge of the Company’s business methods, systems, plans and policies which Loeb will establish, receive or obtain as a consultant to the Company, are valuable and unique assets of the business of the Company. Loeb will not, during or following the Term, use or disclose any such knowledge or information pertaining to the Company, its customers, suppliers, agents, policies or other aspects of its business, for any reason or purpose, whatsoever except pursuant to Loeb’s duties hereunder or as otherwise authorized by the Company in writing. The foregoing restriction shall not apply, following termination of Loeb’s engagement hereunder, to knowledge or information which (i) is in or enters the public domain without violation of this Agreement or other obligations of confidentiality by Loeb or his agents or representatives, (ii) Loeb can demonstrate was in his possession on a non-confidential basis prior to the commencement of this engagement with the Company, or (iii) Loeb can demonstrate was received or obtained by him on a non-confidential basis from a third party who did not acquire it wrongfully or under an obligation of confidentiality, subsequent to the termination of Loeb’s engagement hereunder.

 

 

(b) All memoranda, notes, records or other documents made or compiled by Loeb or made available to Loeb while engaged concerning customers, suppliers, agents or personnel of the Company, or the Company’s business methods, systems, plans and policies, shall be the Company’s property and shall be delivered to the Company on termination of Loeb’s engagement or at any other time on request.

 

(c) During the term of Loeb’s engagement and for one year thereafter, Loeb shall not, except pursuant to and in furtherance of Loeb’s duties hereunder, directly or indirectly solicit or initiate contact with any employee of the Company or its subsidiaries with a view to inducing or encouraging such employee to leave the employ of the Company for the purpose of being hired by Loeb, an employer affiliated with Loeb or any competitor of the Company.

 

(d) Loeb acknowledges that the provisions of this section are reasonable and necessary for the protection of the Company and that the Company will be irrevocably damaged if such covenants are not specifically enforced. Accordingly, Loeb agrees that, in addition to any other relief to which the Company may be entitled in the form of actual or punitive damages, the Company shall be entitled to seek and obtain injunctive relief from a court of competent jurisdiction for the purposes of restraining Loeb from any actual or threatened breach of such covenants.

 

7. Independent Contractor Status. It is the express intention of the Company and Loeb that Loeb performs the covered services under this Agreement, including his services as President and Chief Executive Officer of the Company, as an independent contractor. Nothing in this Agreement shall in any way be construed to constitute Loeb as an employee.

 

8. Entire Agreement. This Agreement contains the entire understanding of the parties with respect to the subject matter hereof. This Agreement may not be modified or extended except by a writing signed by both parties hereto. This Agreement shall be binding upon and inure to the benefit of the parties and their respective legal representatives, successors and assigns.

 

9. Governing Law. This Agreement and all matters and issues collateral thereto shall be governed by the laws of the State of Delaware applicable to contracts performed entirely therein.

 

10. Severability. If any provision of this Agreement, as applied to either party or to any circumstance, shall be adjudged by a court to be void and unenforceable, the same shall in no way affect any other provision of this Agreement or the validity or enforceability thereof.

 

11. Notices. All notices or other communications hereunder shall be given in writing and shall be deemed given if served personally, mailed by registered or certified mail, return receipt requested or sent by nationally recognized courier service, to the parties at the addresses below, or at such other address or addresses as they may hereafter designate in writing.

 

If to the Company:

 

1000 N West Street

Suite 1200

Wilmington, Delaware 19801

 

If to Loeb:

 

7740 Cavern Lane

Parkland, Florida 33067

 

[Remainder of page intentionally left blank]

 

 

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date and year first above written.

 

Jan H. Loeb

 

ACORN ENERGY, INC.
By:
	Tracy S. Clifford, CFO

 

 

 

Exhibit 10.2

 

AMENDED AND RESTATED CONSULTING AGREEMENT

 

This Amended and Restated Consulting Agreement (“Agreement”) is made this 2nd day of January 2024, and effective as of January 1, 2024 (the “Effective Date”), by and between ACORN ENERGY, INC., a corporation organized under the laws of Delaware (the “Company”) and TRACY CLIFFORD CONSULTING, LLC, a limited liability company organized under the laws of South Carolina (“Consultant”), and amends, restates and replaces in its entirety the Amended and Restated Consulting Agreement dated as of June 1, 2023 by and between Company and Consultant. The Company and Consultant may be referred to herein collectively as the “Parties” or individually as a “Party”.

 

WHEREAS, Tracy Clifford (“Clifford”) is the owner of Consultant;

 

WHEREAS, the Company desires to retain Consultant as an independent contractor to provide to Company Clifford’s services as Chief Financial Officer (“CFO”) of the Company and Chief Operating Officer (“COO”) of the Company’s OmniMetrix, LLC subsidiary (“OmniMetrix”), and Consultant desires to provide such services to the Company; and

 

WHEREAS, the Company and the Consultant wish to enter into an agreement with respect to the provision of such services upon the terms provided herein;

 

NOW, THEREFORE, for and in consideration of the mutual agreements contained herein and other good and valuable consideration, the Parties, intending to be legally bound, agree as follows:

 

1. Nature and Term of Consultant Position.

 

(a) Consultant will provide Clifford’s services to the Company during the Consulting Term (as defined below) in the nature of certain financial-related and other consulting services as CFO for the Company and COO of OmniMetrix, as reasonably may be requested of Consultant by the Chief Executive Officer or other designated officer of the Company (“Consulting Services”).

 

(b) Company will use the Consulting Services of Consultant, and Consultant will provide such Consulting Services to the Company, from January 1, 2024, through the earlier of (i) the date of its termination as provided in Section 1(c) and (ii) December 31, 2024 (the “Consulting Term”). This Agreement shall automatically renew for an additional one-year Consulting Term beginning the day after expiration of each Consulting Term unless otherwise terminated as provided in Section 1(c).

 

(c) This Agreement will terminate immediately upon the death or disability of Clifford. Consultant may terminate this Agreement, for any reason or no reason at all, upon thirty (30) days written notice to the Company. The Company may terminate this Agreement, for cause or for any other reason or no reason at all, effective immediately upon written notice to Consultant. In the event of such termination by the Company other than for cause, Consultant shall be entitled to a continuation, for a period of six months following the date of such termination by the Company, of the monthly cash compensation in effect for the Consulting Services at the time of such termination by the Company.

 

 

(d) Clifford will be an independent contractor and not an Employee of Company and will determine how to accomplish tasks as may be assigned by the Company. Each party is responsible for all its own tax matters related to this Agreement. Consultant shall solely be responsible for determining and paying any and all taxes, withholdings, levies and assessments on any compensation payable hereunder. Company shall not be responsible for payment of disability benefits, unemployment, medical or life insurance or income tax withholding or other taxes for Consultant. Clifford acknowledges that she will not have the right to be included in any employee benefit plans that may be provided to employees of Company.

 

(e) With respect to the provision of Consulting Services as CFO of the Company, Clifford shall perform reasonable, usual and customary duties of a CFO and shall act as principal accounting officer and principal financial officer of the Company as defined in applicable regulations of the Securities and Exchange Commission. Consultant warrants that Clifford has no outstanding agreement or obligation that conflicts with any of the provisions of this Agreement, or that would preclude or in any way compromise Consultant or Clifford or breach any duty of confidentiality owed by Consultant or Clifford to others, arising from compliance with the provisions hereof. The Parties acknowledge that Consultant and Clifford provide and will continue to provide related consulting services to other clients.

 

(f) If prior commitments preclude Clifford from performing any Consulting Services when requested by the Company, the Parties will determine a revised schedule that reasonably accommodates both commitments; except that in the event of an emergency, Clifford will be available at least telephonically. All out-of-pocket travel expenses shall be handled as provided in Section 2(a).

 

(g) During the Consulting Term, Clifford may be located anywhere in the United States of America provided that Clifford remains available to Company by means of telephone and emails.

 

2. Compensation and Payment.

 

(a) Consultant will be compensated in cash at the rate of $18,025.00 per month for performance of the Consulting Services. Company shall reimburse Consultant for reasonable and necessary expenses, related to all travel or otherwise, which shall include but is not limited to airline, hotel, transportation, and meals. The Company shall pay Consultant monthly by no later than the 1st of each month, which shall be paid in advance of the month worked.

 

(b) As additional compensation for the Consulting Services, on January 2, 2024, and on each subsequent anniversary of January 1, 2024, so long as this Agreement has not been terminated, Company shall grant Clifford 2,200 stock options exercisable at an exercise price equal to the then-current stock price. Twenty-five percent (25%) of the options shall be vested immediately as of the date of grant; the remaining options shall vest in three equal increments on April 1, July 1 and October 1 during the first nine months following the date of grant. The exercise period and other terms shall otherwise be substantially the same as the terms of the options granted by the Company to its outside directors.

 

 

(c) Company shall have Directors and Officers insurance and errors and omissions liability insurance in the amount of $3.0 million dollars ($3,000,000), naming Consultant as additional insured as chief financial officer or alternatively shall provide a letter from the carrier confirming that Clifford is a person covered under the policy on the same basis as the other executive officers of the Company. Company shall provide a copy of the policy declaration page, or the equivalent, to the Consultant upon the activation of the policy and thereafter annually as evidence of current compliance with its insurance obligation under this Agreement. Company shall pay the premium on all such liability insurance.

 

3. Liabilities, Indemnification and Warranties

 

(a) It is understood and agreed that Consultant’s services will include advice and recommendations to Company management, but all decisions in connection with the application and use of such advice shall be the sole and exclusive responsibility and decision of Company. Company shall be responsible for the accuracy, integrity and completeness of all data and information provided to Consultant for purposes of performance of the Consulting Services. Consultant shall not be under any obligation to search for errors or flaws in Company’s data.

 

(b) Company shall fully indemnify, defend and hold harmless Consultant, its members, officers, consultant, employees, agents, and successors from and against any and all losses, claims, liability, damages, demands, suits, actions, costs, expenses (including, without limitation, settlement costs, attorney’s fees and court costs) directly or indirectly related to or in connection with this Agreement, Consultant’s performance or failure to perform under this Agreement other than as may arise from Clifford’s gross negligence or willful misconduct.

 

4. Confidentiality

 

(a) Consultant shall not disclose any information of Company (“Confidential Information”), relating to (i) the customers, clients, employees and accounts; (ii) business methods, systems, plans, policies, and personnel; or (iii) the technical data, trade secrets, or know-how, including, but not limited to, research, product plans, products, services, markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware, configuration information, marketing, taxes, finances or other business information, either directly or indirectly, whether in writing, orally or by drawings or inspection of parts or equipment. All such information is considered Confidential Information, whether or not marked as such, and is the sole and exclusive property of the Company. This provision will survive the termination of this Agreement for a period of three (3) years unless disclosures is required pursuant to court order.

 

(b) Consultant acknowledges that the services to be rendered by the Consultant are of a special, unique and extraordinary character, and in connection with such services, Consultant will have access to Confidential Information vital to Company’s business. By reason of this, Consultant agrees that if Consultant violates any of the provisions of this Agreement with respect to confidentiality, Company would sustain irreparable harm, and therefore, in addition to any other remedies that Company may have as provided by law, Company will be entitled, without proof or bond, to equitable relief, including specific performance and an injunction restraining Consultant from committing or continuing any such violation of this Agreement.

 

 

(c) Except to the extent necessary to perform the Consulting Services to be performed by Consultant under this Agreement, Consultant will not copy, reproduce, use, distribute, disclose or otherwise disseminate the Confidential Information, or any physical embodiment thereof, and will in no event take any action causing, or fail to take any action necessary in order to prevent, any Confidential Information disclosed to or developed by Consultant to lose its character as or cease to be Confidential Information.

 

5. Notices.

 

(a) At any time upon written request of Company, and in the event upon termination of this Agreement for any reason, Consultant will promptly deliver to Company or destroy upon direction of the Company all property belonging to Company, including without limitation all Confidential Information and all embodiments thereof then in its use, custody, control or possession. Compliance with this Section shall not operate to limit Company’s rights to enforcement of this or any other covenant, including enforcement by injunctive relief.

 

(b) Any notice, request, demand or other communication required or permitted to be given under this Agreement will be sufficient if in writing, and if delivered personally, or sent by Priority, Certified or Registered mail to the Party’s last known address.

 

6. Assignment.

 

This Agreement will inure to the benefit of, and be binding upon Company and its successors and assigns. This Agreement will be binding on Consultant, Consultant’s successors, assigns, heirs, executors or administrators, and legal representatives. However, this Agreement will not be assignable by Consultant nor the Company.

 

7. Severability

 

The provisions of this Agreement are deemed by the Parties to be severable, and the invalidity or unenforceability of any one or more of the provisions of this Agreement shall not affect the validity or enforceability of any other provision.

 

8. Applicable Law

 

This Agreement shall be governed, construed and interpreted in accordance with the laws of the State of Delaware, without giving effect to choice of law rules.

 

9. Acknowledgements.

 

The Parties acknowledge and agree that: (a) each has read and understands the terms and conditions stated in this Agreement; (b) each has had the opportunity to consult with independent counsel and that each has, in fact, availed itself of such right; (c) each is bound by the terms and conditions of this Agreement; (d) this Agreement is made, entered into and is effective as of the Effective Date; (e) that each Person signing on behalf of each Party has the requisite right, power and authority to execute this Agreement on behalf of said Party; and (f) each Party contributed to the drafting of this Agreement and as such, any ambiguity should not be construed in favor of or against one Party or the other.

 

 

10. Counterparts.

 

This Agreement and any amendment or supplement hereto may be executed in any number of counterparts, each of which shall be deemed an original, and all of which taken together shall constitute one and the same instrument. This Agreement shall become binding when any number of counterparts, individually or taken together, shall bear the signatures of both Parties. This Agreement may be executed and delivered by facsimile or any other electronic means, including “.pdf” or “.tiff” files, and any facsimile or other scanned copy of a signed copy of this Agreement shall constitute an original for all purposes.

 

11. Limitation on Liability.

 

NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, NEITHER PARTY TO THIS AGREEMENT SHALL BE LIABLE TO OR OTHERWISE RESPONSIBLE TO THE OTHER PARTY OR ANY AFFILIATE OF THE OTHER PARTY FOR LOST REVENUES OR PROFITS, OR INCIDENTAL, CONSEQUENTIAL, PUNITIVE, EXEMPLARY OR MULTIPLIED DAMAGES THAT ARISE OUT OF OR RELATE TO THIS AGREEMENT OR THE PERFORMANCE OR BREACH HEREOF OR THEREOF, EXCEPT (A) IN CONNECTION WITH THE INDEMNIFICATIONS OBLIGATIONS HEREIN OR (B) TO THE EXTENT THAT SUCH DAMAGES WERE ACTUALLY PAID TO A THIRD PARTY PURSUANT TO A THIRD PARTY CLAIM.

 

12. Entire Agreement.

 

This is the entire Agreement of the Parties, and there are no other outstanding Agreements, provisions, or Schedules on the subject matters not set forth herein. This Agreement may not be amended except by a writing signed by all Parties.

 

13. Representation.

 

Both Parties have had the opportunity to seek legal counsel regarding any and all aspects of this Agreement.

 

[SIGNATURES APPEAR ON NEXT PAGE]

 

 

IN WITNESS WHEREOF, the Parties have set their hands and seals as of the day and year first above written.

 

ACORN ENERGY, INC.
By:
	Jan H. Loeb, President and CEO

 

TRACY CLIFFORD CONSULTING, LLC
By:
	Tracy Clifford, Member

 

 

v3.23.4

Cover	Jan. 02, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Jan. 02, 2024
Entity File Number	001-33886
Entity Registrant Name	ACORN ENERGY, INC.
Entity Central Index Key	0000880984
Entity Tax Identification Number	22-2786081
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	1000 N West St.
Entity Address, Address Line Two	Suite 1200
Entity Address, City or Town	Wilmington
Entity Address, State or Province	DE
Entity Address, Postal Zip Code	19801
City Area Code	410
Local Phone Number	654-3315
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false

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