0001144204-11-043842 Sample Contracts

COMMON STOCK PURCHASE AGREEMENT
Common Stock Purchase Agreement • August 4th, 2011 • Ener1 Inc • Miscellaneous electrical machinery, equipment & supplies • Florida

COMMON STOCK PURCHASE AGREEMENT (the “Agreement”), dated as of August 3, 2011 by and between Ener1, INC., a Florida corporation (the “Company”), and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (the “Buyer”). Capitalized terms used herein and not otherwise defined herein are defined in Section 10 hereof.

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • August 4th, 2011 • Ener1 Inc • Miscellaneous electrical machinery, equipment & supplies • Florida

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 3, 2011, by and between ENER1, INC., a Florida corporation (the “Company”), and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (together with it permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Common Stock Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).

August 3, 2011
Purchase Agreement • August 4th, 2011 • Ener1 Inc • Miscellaneous electrical machinery, equipment & supplies

We have acted as counsel to Ener1, Inc., a Florida corporation (the “Company”), in connection with the Common Stock Purchase Agreement (the “Purchase Agreement”), dated as of August 3, 2011, by and between the Company and Aspire Capital Fund, LLC, an Illinois limited liability company (the “Buyer”). This opinion is being delivered to you pursuant to Section 7(d) of the Purchase Agreement. Capitalized terms used herein but not otherwise defined have the respective meanings set forth in the Purchase Agreement.

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