0001193125-05-021923 Sample Contracts

FORM OF LOCK-UP AGREEMENT
Lock-Up Agreement • February 8th, 2005 • Dickie Walker Marine Inc • Men's & boys' furnishgs, work clothg, & allied garments • Delaware

This Lock-Up Agreement (the “AGREEMENT”) is made and entered into as of , 2005, between Dickie Walker Marine, Inc., a Delaware corporation (“PARENT”), and the undersigned shareholder (“HOLDER”) of Intelligent Energy Holdings Plc, a company registered in England and Wales (the “COMPANY”).

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FORM OF PARENT SUPPORT AGREEMENT
Parent Support Agreement • February 8th, 2005 • Dickie Walker Marine Inc • Men's & boys' furnishgs, work clothg, & allied garments • Delaware

This Parent Support Agreement (the “AGREEMENT”) is made and entered into as of , 2005, between Intelligent Energy Holdings Plc, a company registered in England and Wales (the “COMPANY”) and the undersigned stockholder (“HOLDER”) of Dickie Walker Marine, Inc., a Delaware corporation (“PARENT”).

ACQUISITION AGREEMENT dated as of February 3, 2005 by and between INTELLIGENT ENERGY HOLDINGS PLC and DICKIE WALKER MARINE, INC.
Acquisition Agreement • February 8th, 2005 • Dickie Walker Marine Inc • Men's & boys' furnishgs, work clothg, & allied garments • Delaware

ACQUISITION AGREEMENT (this “Agreement”), dated as of February 3, 2005, by and between Intelligent Energy Holdings Plc, a company registered in England and Wales having its principal place of business at 42 Brook Street, Mayfair, London W1K 5DB, Great Britain (the “Company”) and Dickie Walker Marine, Inc., a Delaware corporation having its principal place of business at 1405 South Coast Highway, Oceanside, California 92054 (“Parent”).

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