0000950152-07-009568 Sample Contracts

EMPLOYMENT AND NON-COMPETITION AGREEMENT
Employment Agreement • December 12th, 2007 • Powersecure International, Inc. • Services-business services, nec

This EMPLOYMENT AND NON-COMPETITION AGREEMENT (this “Agreement”) is made and entered into as of December 10, 2007 by and between PowerSecure International, Inc., a Delaware corporation (the “Company”), and Christopher T. Hutter, an individual who as of the date hereof resides in Simsbury, Connecticut (“Officer”).

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POWERSECURE INTERNATIONAL, INC. RESTRICTED STOCK AGREEMENT 1998 Stock Incentive Plan
Restricted Stock Agreement • December 12th, 2007 • Powersecure International, Inc. • Services-business services, nec • Delaware

This RESTRICTED STOCK AGREEMENT (the “Agreement”) is made to be effective as of the “Grant Date” set forth on the Signature Page (the “Grant Date”) by and between PowerSecure International, Inc., a Delaware corporation (the “Company”), and the individual named as the “Grantee” on the Signature Page (the “Grantee”).

AMENDMENT NO. 1 TO EMPLOYMENT AND NON-COMPETITION AGREEMENT
Employment and Non-Competition Agreement • December 12th, 2007 • Powersecure International, Inc. • Services-business services, nec • Delaware

THIS AMENDMENT NO. 1 TO EMPLOYMENT AND NON-COMPETITION AGREEMENT (this “Amendment”) is made and entered into as of December 10, 2007, by and between POWERSECURE INTERNATIONAL, INC., a Delaware corporation (the “Company”), and Gary J. Zuiderveen (“Officer”).

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