0001507957-17-000005 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • February 27th, 2017 • Ideal Power Inc. • Electrical industrial apparatus • New York

This Registration Rights Agreement (the “Agreement”) is made and entered into as of this 24th day of February, 2017 by and among Ideal Power Inc., a Delaware corporation (the “Company”), and the “Investors” named in that certain Purchase Agreement (the “Purchase Agreement”) by and among the Company and the Investors (as defined below). Capitalized terms used herein have the respective meanings ascribed thereto in the Purchase Agreement unless otherwise defined herein.

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PURCHASE AGREEMENT
Purchase Agreement • February 27th, 2017 • Ideal Power Inc. • Electrical industrial apparatus • New York

THIS PURCHASE AGREEMENT (“Agreement”) is made as of the 24th day of February, 2017 by and among Ideal Power Inc., a Delaware corporation (the “Company”), and the Investors set forth on the signature pages affixed hereto (each an “Investor” and collectively the “Investors”).

Re: 3(a)(9) Exchange Agreement
3(a)(9) Exchange Agreement • February 27th, 2017 • Ideal Power Inc. • Electrical industrial apparatus • New York

This document confirms the agreement of Ideal Power Inc., a Delaware corporation (the “Company”), and the holders of the Common Stock listed on Schedule I attached hereto (each a “Common Stock Holder” and collectively, the “Common Stock Holders”), pursuant to which the Common Stock Holders have agreed to exchange an aggregate of 810,000 shares (the “Shares”) of Common Stock, par value $0.001 per share (the “Common Stock”), of the Company for an aggregate of 810,000 shares (the “Preferred Shares”) of the Company’s newly designated Series A Convertible Preferred Stock, par value $0.001 per share (the “Preferred Stock”), pursuant to Section 3(a)(9) of the Securities Act of 1933, as amended (the “Act”), on the terms specified below.

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