0001193125-12-258745 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 4th, 2012 • Daystar Technologies Inc • Semiconductors & related devices • New York

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of the 31st day of May 2012, between DayStar Technologies, Inc., a Delaware corporation (the “Company”), and the individuals listed on Schedule I (the “Recipients”). The Company and the Recipients are sometimes referred to individually as a “Party” and collectively as the “Parties”.

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STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • June 4th, 2012 • Daystar Technologies Inc • Semiconductors & related devices • Delaware

The Vendor will not sell any DayStar Shares if such sale would cause the amount of DayStar Shares sold within the preceding 90 calendar day period to exceed one percent (1%) of the total reported volume of trading in the common stock of the Company in the same preceding 90 calendar day period; provided, however, that notwithstanding the foregoing, the Vendor may sell up to 71,429 DayStar Shares (as may be adjusted for stock splits and similar actions) in each of the four consecutive, non-overlapping 90 day periods following the expiration of the six month prohibition on resales set forth in Section 5 of the Agreement.

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