0001102624-15-000592 Sample Contracts

GOVERNANCE AGREEMENT
Governance Agreement • April 17th, 2015 • ZBB Energy Corp • Electric services • Wisconsin

THIS GOVERNANCE AGREEMENT (this “Agreement”), by and between ZBB Energy Corporation, a Wisconsin corporation (the “Company”), and Solar Power, Inc. and its affiliates (the “Investor”) is entered into as of this _________, 2015.

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • April 17th, 2015 • ZBB Energy Corp • Electric services • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of April 17, 2015, by and between ZBB Energy Corporation, a Wisconsin corporation (the “Company”), and Solar Power, Inc., a California corporation (the “Purchaser”).

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