0001193125-05-087080 Sample Contracts

WRITER’S DIRECT DIAL NUMBER IS (512) 744-9555 January 26, 2005 VIA HAND DELIVERY David S. Gino Active Power, Inc.
Letter Agreement • April 28th, 2005 • Active Power Inc • Electric services
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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • April 28th, 2005 • Active Power Inc • Electric services

This Registration Rights Agreement (this “Agreement”) is made and entered into as of February 3, 2005, by and among Active Power, Inc., a Delaware corporation (the “Company”), and the purchasers signatory hereto (each such purchaser, a “Purchaser” and collectively, the “Purchasers”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • April 28th, 2005 • Active Power Inc • Electric services • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of February 3, 2005, among Active Power, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages and Schedule A hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”); and

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