0001347452-14-000007 Sample Contracts

EQUITY PURCHASE AGREEMENT BY AND BETWEEN ANDALAY SOLAR, INC. AND SOUTHRIDGE PARTNERS II, LP Dated January 23, 2014
Equity Purchase Agreement • January 24th, 2014 • Andalay Solar, Inc. • Heating equipment, except electric & warm air furnaces • New York

THIS EQUITY PURCHASE AGREEMENT entered into as of the 23rd day of January, 2014 (this "AGREEMENT"), by and between SOUTHRIDGE PARTNERS II, LP, a Delaware limited partnership ("INVESTOR"), and ANDALAY SOLAR, INC., a Delaware corporation (the "COMPANY").

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • January 24th, 2014 • Andalay Solar, Inc. • Heating equipment, except electric & warm air furnaces • New York

This Registration Rights Agreement ("Agreement"), dated January 23, 2014, is made by and between ANDALAY SOLAR, INC. a Delaware corporation ("Company"), and SOUTHRIDGE PARTNERS II LP, a Delaware limited partnership (the "Investor").

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