0001193125-04-012089 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • January 30th, 2004 • Adept Technology Inc • Special industry machinery, nec • New York

This Registration Rights Agreement (the “Agreement”) is made and entered into as of this day of November, 2003 by and among Adept Technology, Inc., a California corporation (the “Company”), and the “Investors” named in that certain Purchase Agreement by and among the Company and the Investors (the “Purchase Agreement”).

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PURCHASE AGREEMENT
Purchase Agreement • January 30th, 2004 • Adept Technology Inc • Special industry machinery, nec • New York

THIS PURCHASE AGREEMENT (“Agreement”) is made as of the 14th day of November, 2003 by and among Adept Technology, Inc., a California corporation (the “Company”), and the Investors set forth on the signature pages affixed hereto (each an “Investor” and collectively the “Investors”).

Contract
Warrant Agreement • January 30th, 2004 • Adept Technology Inc • Special industry machinery, nec • New York

THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, OFFERED FOR SALE, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNLESS EITHER (I) IF REQUESTED BY THE COMPANY, THE COMPANY HAS RECEIVED AN OPINION OF COUNSEL, IN FORM AND SUBSTANCE REASONABLY SATISFACTORY TO THE COMPANY, TO THE EFFECT THAT REGISTRATION IS NOT REQUIRED IN CONNECTION WITH SUCH DISPOSITION OR (II) THE SALE OF SUCH SECURITIES IS MADE PURSUANT TO RULE 144 OF THE SECURITIES ACT OF 1933.

PURCHASE AGREEMENT
Purchase Agreement • January 30th, 2004 • Adept Technology Inc • Special industry machinery, nec • New York

THIS PURCHASE AGREEMENT (“Agreement”) is made as of the 14th day of November, 2003 by and among Adept Technology, Inc., a California corporation (the “Company”), and the Investors set forth on the signature pages affixed hereto (each an “Investor” and collectively the “Investors”).

AGREEMENT
Investment Agreement • January 30th, 2004 • Adept Technology Inc • Special industry machinery, nec • California

This Agreement (this “Agreement”) is made and entered into as of November 14, 2003, by and between Adept Technology, Inc., a California corporation (the “Company”), and JDS Uniphase Corporation, a Delaware corporation (“JDSU”).

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