EXHIBIT 1 ===================================================================== =========== STOCK AND WARRANT PURCHASE AGREEMENTStock and Warrant Purchase Agreement • March 31st, 2003 • Shaw Robert W Jr • Semiconductors & related devices • New York
EXHIBIT 1 --------- LOCKUP AGREEMENT ----------------Lockup Agreement • December 23rd, 2003 • Shaw Robert W Jr • Electric services
The undersigned is entitled to receive common stock ("Common Stock") and/or warrants or options to acquire Common Stock of Distributed Energy Systems Corp. (the "Company") pursuant to the Agreement and Plan of Contribution and Merger dated May 22, 2003, as amended, by and among Northern Power Systems, Inc. ("Northern"), Proton Energy Systems, Inc. ("Proton"), the Company, a wholly-owned subsidiary of Proton, and PES-1 Merger Sub, Inc. and PES-2 Merger Sub, Inc., wholly-owned subsidiaries of the Company (the "Merger Agreement"). The agreements of the undersigned herein are undertaken in connection with the Merger Agreement.
EXHIBIT 2 VOTING AGREEMENTExhibit 2 Voting Agreement • March 31st, 2003 • Shaw Robert W Jr • Semiconductors & related devices • New York
EXHIBIT 3 ---------Shaw Robert W Jr • June 2nd, 2003 • Semiconductors & related devices
Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the undersigned hereby agree that only one statement containing the information required by Schedule 13D need be filed with respect to the ownership by each of the undersigned of shares of stock of Evergreen Solar, Inc.
EXHIBIT 3Agreement • March 31st, 2003 • Shaw Robert W Jr • Semiconductors & related devices
Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the undersigned hereby agree that only one statement containing the information required by Schedule 13D need be filed with respect to the ownership by each of the undersigned of shares of stock of Evergreen Solar, Inc.
EXHIBIT 2 ---------Shaw Robert W Jr • December 23rd, 2003 • Electric services
Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the undersigned hereby agree that only one statement containing the information required by Schedule 13D need be filed with respect to the ownership by each of the undersigned of shares of stock of Evergreen Solar, Inc.
