REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 20th, 2012 • Hpev, Inc. • Services-educational services • California
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 14, 2012, is made by and among HPEV, Inc., a Nevada corporation (the “Company”), and the undersigned Purchasers (individually a “Purchaser” and collectively the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 20th, 2012 • Hpev, Inc. • Services-educational services • Nevada
THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of December 14, 2012, is made by and among HPEV, Inc., a Nevada corporation (the “Company”), and the investors listed on the Schedule of Purchasers attached hereto (individually, a “Purchaser” and collectively, the “Purchasers”).
COMMON STOCK PURCHASE WARRANT HPEV, INC.Security Agreement • December 20th, 2012 • Hpev, Inc. • Services-educational services
THIS COMMON STOCK PURCHASE WARRANT (this “Warrant”) certifies that, for value received, Spirit Bear Limited (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, to subscribe for and purchase from HPEV, Inc., a Nevada corporation (the “Company”), up to 2,000,000 shares (the “Warrant Shares”) of Common Stock of the Company, at any time on or after the Issue Date (as defined above) and on or prior to the Termination Date (as defined below), but not thereafter. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
PATENT SECURITY AGREEMENTPatent Security Agreement • December 20th, 2012 • Hpev, Inc. • Services-educational services • California
THIS PATENT SECURITY AGREEMENT (the “Agreement”), dated as of December 14, 2012, is made by and among HPEV, Inc., a Nevada corporation (the “Debtor”), HPEV, Inc., a Delaware corporation (“Subsidiary”), and each holder of a Senior Convertible Debenture of even date, and SPIRIT BEAR LIMITED, itself a holder and acting as collateral agent for the other holders (collectively, the “Secured Party”).
