0001255294-10-000776 Sample Contracts

DEALER AGREEMENT
Dealer Agreement • September 7th, 2010 • Xzeres Wind Corp. • Engines & turbines

The Company and Dealer hereby enter into this Dealer Agreement. This Dealer Agreement includes and incorporates by reference the Exhibits to this Dealer Agreement and the “Procedures” as defined below (collectively, the “Agreement”). The “Effective Date” of this Agreement is , 20 . The “Expiration Date” of this Agreement is December 31, 2011.

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SUBSCRIPTION AND REGISTRATION RIGHTS AGREEMENT CASCADE WIND CORP.
Subscription and Registration Rights Agreement • September 7th, 2010 • Xzeres Wind Corp. • Engines & turbines • Nevada

Cascade Wind Corp., Inc., a Nevada corporation (hereinafter the "Company") and the undersigned (hereinafter the “Subscriber”) agree as follows:

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