Common use of Ownership of PP Clause in Contracts

Ownership of PP. PP represents and warrants to GEOSP that (a) --------------- Edison Development Corporation and Mechanical Technology Incorporated ("MTI") own all of the outstanding membership interests in PP, free and clear of all liens, and (b) there is not outstanding any option or right of any party to acquire any equity interest in PP or any commitment to issue or deliver any such option or right or interest, except for (i) stock options issued to employees and board members (as of August 21, 1998, this amounted to 1,772,300 shares of Class B Membership Interest of PP) and (ii) options purchased by MTI to purchase 250,000 shares of Class A Membership Interest at $1.00 per share, which must be exercised by April 24, 1999, and to purchase 2,000,000 shares of Class A Membership Interest at $1.00 per share, which must be exercised by June 15, 1999. Annex C ------- EMPLOYMENT AND SECONDMENT MATTERS ---------------------------------