0001347452-11-000052 Sample Contracts

SERIES M COMMON STOCK PURCHASE WARRANT WESTINGHOUSE SOLAR, INC.
Warrant Agreement • September 28th, 2011 • Westinghouse Solar, Inc. • Heating equipment, except electric & warm air furnaces

THIS SERIES M 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 March ___, 2012 (the “Initial Exercise Date”) and on or prior to the close of business on the 5 year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Westinghouse Solar, Inc., a Delaware corporation (the “Company”), up to ______ shares (the “Warrant Shares”) of 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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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 28th, 2011 • Westinghouse Solar, Inc. • Heating equipment, except electric & warm air furnaces • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of September 28, 2011, between Westinghouse Solar, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

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