0001023175-09-000349 Sample Contracts

Contract
Warrant Agreement • December 8th, 2009 • Powin Corp • Miscellaneous manufacturing industries • Nevada

THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRANT UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO POWIN CORPORATION THAT SUCH REGISTRATION IS NOT REQUIRED.

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POWIN CORPORATION Tigard, OR 97223
Employment Agreement • December 8th, 2009 • Powin Corp • Miscellaneous manufacturing industries • Oregon

Powin Corporation (the “ Company”) is pleased that you have chosen to work for the Company as an employee. The purpose of this letter is to formally memorialize your existing employment agreement with the Company on the following terms:

CHANGE IN TERMS AGREEMENT
Change in Terms Agreement • December 8th, 2009 • Powin Corp • Miscellaneous manufacturing industries • Oregon
TRI-COUNTY INDUSTRIAL PARKS # 6 LLC
Lease Agreement • December 8th, 2009 • Powin Corp • Miscellaneous manufacturing industries

This letter will confirm our agreement wherein your original lease dated September 18, 2007 by and between Tri-County Industrial Parks #6 LLC. Lessor, and Powin Corporation, Lessee, and subsequent modifications thereto shall be modified as follows:

POWIN CORPORATION Tigard, OR 97223 Oct l2, 2009 Dear Mr. Ronald Horne,
Employment Agreement • December 8th, 2009 • Powin Corp • Miscellaneous manufacturing industries • Oregon

Powin Corporation (the "Company") is pleased that you have chosen to work for the Company as an employee. The purpose of this letter is to formally memorialize your existing employment agreement with the Company on the following terms:

LEASE AGREEMENT
Lease Agreement • December 8th, 2009 • Powin Corp • Miscellaneous manufacturing industries
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