0001193125-06-042750 Sample Contracts

WARRANT ISSUANCE AGREEMENT
Warrant Issuance Agreement • March 1st, 2006 • Tripath Technology Inc • Semiconductors & related devices • New York

This WARRANT ISSUANCE AGREEMENT is made as of this 14th day of February, 2006 by and between Tripath Technology Inc., a Delaware corporation (the “Company”), the investors signatory hereto (each, a “Purchaser” and collectively, the “Purchasers”), and each of Brendan O’Neill, Mitch Levine and Adam Epstein (each, a “Series B Warrant Holder” and collectively, the “Series B Warrant Holders”) (the “Agreement”). Defined terms not otherwise defined herein shall have the meanings set forth in the Warrants (as defined in Section 2 below).

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COMMON STOCK PURCHASE WARRANT To Purchase Shares of Common Stock of TRIPATH TECHNOLOGY INC.
Warrant Agreement • March 1st, 2006 • Tripath Technology Inc • Semiconductors & related devices

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, (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 February 14, 2006 (the “Initial Exercise Date”) and on or prior to the close of business on July 1, 2007 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Tripath Technology Inc., a Delaware corporation (the “Company”), up to shares (the “Warrant Shares”) of Common Stock, par value $0.001 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

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