0001193125-17-114818 Sample Contracts

Contract
Warrant Agreement • April 7th, 2017 • Weichai America Corp. • Engines & turbines • New York

THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF OR OTHERWISE ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAW, AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF OR EXERCISED UNLESS (I) A REGISTRATION STATEMENT UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS SHALL HAVE BECOME EFFECTIVE WITH REGARD THERETO, OR (II) AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS IS AVAILABLE IN CONNECTION WITH SUCH OFFER, SALE OR TRANSFER.

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Strategic Collaboration Agreement between Weichai Power Co, Ltd. and Power Solutions International, Inc.
Strategic Collaboration Agreement • April 7th, 2017 • Weichai America Corp. • Engines & turbines
SHARE PURCHASE AGREEMENT among POWER SOLUTIONS INTERNATIONAL, INC. and WEICHAI AMERICA CORP. Dated as of March 20, 2017
Share Purchase Agreement • April 7th, 2017 • Weichai America Corp. • Engines & turbines • New York

This SHARE PURCHASE AGREEMENT (this “Agreement”), dated as of March 20, 2017, is among Power Solutions International, Inc., a Delaware corporation (the “Company”), and Weichai America Corp., a company organized under the laws of the State of Illinois (the “Purchaser”).

STOCK PLEDGE AGREEMENT
Stock Pledge Agreement • April 7th, 2017 • Weichai America Corp. • Engines & turbines • New York

THIS STOCK PLEDGE AGREEMENT (this “Agreement”), dated as of March 31, 2017, is made by and among Gary Winemaster and Kenneth Winemaster (each a “Pledgor” and together, the “Pledgors”), in favor of Weichai America Corp., a company organized under the laws of the State of Illinois (the “Secured Party”).

INVESTOR RIGHTS AGREEMENT dated as of March 31, 2017 between POWER SOLUTIONS INTERNATIONAL, INC., and WEICHAI AMERICA CORP.
Investor Rights Agreement • April 7th, 2017 • Weichai America Corp. • Engines & turbines • New York

THIS INVESTOR RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of March 31, 2017 between Power Solutions International, Inc., a Delaware corporation (the “Company”), and Weichai America Corp., a company organized under the laws of State of Illinois (the “Investor”).

SHAREHOLDERS AGREEMENT dated as of March 20, 2017 by and among POWER SOLUTIONS INTERNATIONAL, INC. WEICHAI AMERICA CORP. and Each of the persons listed on Exhibit A hereto
Shareholder Agreement • April 7th, 2017 • Weichai America Corp. • Engines & turbines • New York

THIS SHAREHOLDERS AGREEMENT (this “Agreement”) is made and entered into as of 20, 2017 by and among, each of the individuals listed on Schedule A attached hereto (each a “Founder”, and collectively, the “Founders”), Power Solutions International, Inc., a Delaware corporation (the “Company”) and Weichai America Corp., a company organized under the laws of the State of Illinois (the “Investor”).

JOINT FILING AGREEMENT
Joint Filing Agreement • April 7th, 2017 • Weichai America Corp. • Engines & turbines

THIS JOINT FILING AGREEMENT is entered into as of April 7, 2017, by and among the parties hereto. The undersigned hereby agree that the Statement on Schedule 13D with respect to the Common Stock, par value $0.001 per share, of Power Solutions International, Inc., a Delaware corporation, and any amendment thereafter signed by each of the undersigned shall be (unless otherwise determined by the undersigned) filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

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