0000930413-07-007915 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • October 15th, 2007 • LED Holdings, LLC • Electric lighting & wiring equipment • New York

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the 4th day of October, 2007, by and between Lighting Science Group Corporation, a Delaware corporation (the “Company”) and LED Holdings, LLC (the “Investor” ).

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EXCHANGE AND CONTRIBUTION AGREEMENT BY AND AMONG LED HOLDINGS, LLC AND LIGHTING SCIENCE GROUP CORPORATION Dated as of October 4, 2007
Exchange and Contribution Agreement • October 15th, 2007 • LED Holdings, LLC • Electric lighting & wiring equipment • New York

EXCHANGE AND CONTRIBUTION AGREEMENT dated as of October 4, 2007 (this “Agreement”), by and among LED HOLDINGS, LLC, a Delaware limited liability company (“LED”), and LIGHTING SCIENCE GROUP CORPORATION, a Delaware corporation (“LSG,” and together with LED, the “Parties”).

STOCKHOLDER VOTING AGREEMENT
Stockholder Voting Agreement • October 15th, 2007 • LED Holdings, LLC • Electric lighting & wiring equipment • Delaware

THIS STOCKHOLDER VOTING AGREEMENT (this “Agreement”) is made, entered into, and effective as of October 4, 2007, by and among Lighting Science Group Corporation, a Delaware corporation (“LSG”), LED Holdings, LLC, a Delaware limited liability company (“LED”), and the persons listed on Schedule A to this Agreement (each, a “Stockholder” and, collectively, the “Stockholders”).

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