PURCHASE AGREEMENTPurchase Agreement • October 30th, 2008 • Ener1 Inc • Miscellaneous electrical machinery, equipment & supplies • New York
THIS PURCHASE AGREEMENT (this “Agreement”), dated as of October 15, 2008 (the “Effective Date”), is made by and among Ener1, Inc., a Florida corporation (the “Buyer”), and TVG Asian Communications Fund II, L.P., a limited partnership organized under the laws of the Cayman Islands (“TVGAC”), and Rosebud Securities Limited, an international business company incorporated under the laws of the British Virgin Islands (“Rosebud”, together with TVGAC, the “Sellers” and, individually, a “Seller”). The Buyer and the Sellers are referred to herein as the “Parties” and, individually, as a “Party”.
WARRANT TO PURCHASE COMMON STOCK OF ENER1 , INC.Warrant Agreement • October 30th, 2008 • Ener1 Inc • Miscellaneous electrical machinery, equipment & supplies
THIS CERTIFIES that ALPHA CLASS INVESTMENTS LIMITED or any subsequent holder hereof (the “Holder”), has the right to purchase from ENER1, INC., a Florida corporation (the “Company”), up to 2,560,000 fully paid and nonassessable shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”), subject to adjustment as provided herein, at a price per share equal to the Exercise Price (as defined below), at any time and from time to time beginning on the date on which this Warrant is originally issued (the “Issue Date”) and ending at 5:00 p.m., eastern time, on the date that is the second (2nd) anniversary of the Issue Date (or, if such date is not a Business Day, on the Business Day immediately following such date) (the “Expiration Date”). This Warrant is issued pursuant to a Purchase Agreement, dated as of October 15, 2008 (the “Purchase Agreement”). Capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Purchase A
