REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 23rd, 2008 • Raser Technologies Inc • Motors & generators
This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 16, 2008, by and among Raser Technologies, Inc., a Delaware corporation (the “Company”), and Merrill Lynch, Pierce, Fenner & Smith Incorporated (the “Warrant Holder”).
COMMON STOCK PURCHASE WARRANT To Purchase up to 3,700,000 Shares of Common Stock ofSecurity Agreement • January 23rd, 2008 • Raser Technologies Inc • Motors & generators • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Merrill Lynch, Pierce, Fenner & Smith Incorporated (or any person to whom this Warrant or any part thereof is assigned pursuant to the terms hereof, the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof and on or prior to the close of business on the seventh anniversary of the date of the Commitment Letter (the “Termination Date”) but not thereafter, to subscribe for and purchase from Raser Technologies, Inc., a Delaware corporation (the “Company”), up to 3,700,000 shares, subject to adjustment hereunder (the “Warrant Shares”) of Common Stock of the Company. The purchase price of one share of Common Stock under this Warrant shall be equal to the applicable Exercise Price, as defined in Section 2(b).
