Ocean Power Corp Sample Contracts

Ocean Power Corp – AGREEMENT FOR CONSULTANT SERVICES (September 13th, 2002)

[LOGO] PROPRIETARY AND CONFIDENTIAL AGREEMENT FOR CONSULTANT SERVICES This Agreement is made effective as of September 1, 2002 between OCEAN POWER CORPORATION, 5000 Robert J. Mathews Parkway, El Dorado Hills, California 95762, hereinafter referred to as "OPC", and CARL A. P. FRICKE hereinafter referred to as "Consultant". The parties agree as follows: 1. Consulting services on behalf of OPC shall be for a minimum period of three (3) months. During the term of this Agreement, Consultant agrees to being retained by OPC to provide the services described in Exhibit A. OPC understands that Consultant is and will continue to be engaged in other professional and financial activities during the term of this Agreement, and due consideration will be given by OPC to these other activities in making requests for Consultant's s

Ocean Power Corp – EQUITY LINE OF CREDIT AGREEMENT (May 30th, 2002)

EXHIBIT 10.27 EQUITY LINE OF CREDIT AGREEMENT ------------------------------- AGREEMENT dated as of the 29th day of November 2001, (the "AGREEMENT") between CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the "INVESTOR") and OCEAN POWER CORPORATION, a corporation organized and existing under the laws of the State of Delaware (the "COMPANY"). WHEREAS, the parties desire that, upon the terms and subject to the conditions contained herein, the Company shall issue and sell to the Investor, from time to time as provided herein, and the Investor shall purchase from the Company up to Ten Million ($10,000,000) Dollars of the Company's common stock, par value $0.01 per share (the "COMMON STOCK"), for a total purchase price of Ten Million ($10,000,000) Dollars; and WHEREAS, such investments will be made in reliance upon the provisions of Regulatio

Ocean Power Corp – AGREEMENT FOR CONSULTANT SERVICES (May 20th, 2002)

Exhibit 10.31 PROPRIETARY AND CONFIDENTIAL AGREEMENT FOR CONSULTANT SERVICES This Agreement is made effective as of February 7, 2002 between Ocean Power Corporation, 5000 Robert J. Mathews Parkway, El Dorado Hills, California 95762, hereinafter referred to as "OPC," and Jeffrey P. Nash, hereinafter referred to as "Consultant." The parties agree as follows: 1. Consulting services on behalf of OPC shall be for a period of three (3) years. During the term of this Agreement, Consultant agrees to being retained by OPC to provide the services described in Exhibit A, attached. OPC understands that Consultant is and will continue to be engaged in other professional and financial activities during the term of this Agreement, and due consideration will be given by OPC to these other activities in making requests for

Ocean Power Corp – EQUITY LINE OF CREDIT AGREEMENT (February 13th, 2002)

EXHIBIT 10.27 EQUITY LINE OF CREDIT AGREEMENT AGREEMENT dated as of the 29 day of November 2001, (the "AGREEMENT") between CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the "INVESTOR") and OCEAN POWER CORPORATION, a corporation organized and existing under the laws of the State of Delaware (the "COMPANY"). WHEREAS, the parties desire that, upon the terms and subject to the conditions contained herein, the Company shall issue and sell to the Investor, from time to time as provided herein, and the Investor shall purchase from the Company up to Ten Million ($10,000,000) Dollars of the Company's common stock, par value $0.01 per share (the "COMMON STOCK"), for a total purchase price of Ten Million ($10,000,000) Dollars; and WHEREAS, such investments will be made in reliance upon the provisions of Regulation D ("REGULATION D") of the Securities Act of 1933, as ame

Ocean Power Corp – INVESTOR REGISTRATION RIGHTS AGREEMENT (February 13th, 2002)

EXHIBIT 10.23 INVESTOR REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT"), dated as of November 29, 2001, by and between OCEAN POWER CORPORATION, a Delaware corporation, with its principal office located at 5000 Robert J. Mathews Parkway, El Dorado Hills, CA 95672 (the "COMPANY"), and the undersigned (the "INVESTOR"). WHEREAS: A. In connection with the Securities Purchase Agreement by and between the parties hereto of even date herewith (the "SECURITIES PURCHASE AGREEMENT"), the Company has agreed, upon the terms and subject to the conditions of the Securities Purchase Agreement, to issue and sell to the Investor convertible debentures (the "CONVERTIBLE DEBENTURES") which shall be convertible into that number of shares of the Company's common stock, par value $ 0.01 (the "COMMON STOCK"), pursuant to the terms of the Securi

Ocean Power Corp – EMPLOYMENT AGREEMENT (February 13th, 2002)

EXHIBIT 10.21 EMPLOYMENT AGREEMENT AGREEMENT made as of the Eighteenth day of September, 2001 by and among Cheng-Guan (Michael) Quah ("Employee") and Ocean Power Corporation, a Delaware corporation (the "Company"). PREAMBLE The Company recognizes Employee's potential contribution to the growth and success of the Company and desires to assure the Company of Employee's employment in the capacity of Chief Technology Officer/Senior Vice President - Asia, for the Company and to therefore compensate him. Employee wants to be employed by the Company and to commit himself to serve the Company on the terms provided herein. NOW, THEREFORE, in consideration of the foregoing and of the respective covenants and agreements of the parties, the parties agree as follows: ARTICLE 1 TERM OF

Ocean Power Corp – ESCROW AGREEMENT (February 13th, 2002)

EXHIBIT 10.24 ESCROW AGREEMENT THIS ESCROW AGREEMENT (this "Agreement") is made and entered into as of November 29, 2001, by OCEAN POWER CORPORATION, a Delaware corporation (the "Company"); CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the "Investor"); and FIRST UNION NATIONAL BANK, a national banking association, as Escrow Agent hereunder (the "Escrow Agent"). BACKGROUND WHEREAS, the Company and the Investor have entered into a Securities Purchase Agreement (the "Securities Purchase Agreement"), dated as of the date hereof, pursuant to which the Company proposes to sell convertible debentures (the "Convertible Debentures") which shall be convertible into the Company's Common Stock, par value $0.01 per share (the "Common Stock"), at a price per share equal to the Purchase Price, as that term is defined in the Securiti

Ocean Power Corp – SECURITIES PURCHASE AGREEMENT (February 13th, 2002)

EXHIBIT 10.22 SECURITIES PURCHASE AGREEMENT ----------------------------- THIS SECURITIES PURCHASE AGREEMENT (this "AGREEMENT"), dated as of November 29, 2001, by and between OCEAN POWER CORPORATION, a Delaware corporation, with headquarters located at 5000 Robert J. Mathews Parkway, El Dorado Hills, California 95672 (the "COMPANY"), and CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership, with an address of 10 Exchange Place, Suite 1404, Jersey City, New Jersey 07302 (the "BUYER"). WITNESSETH: ----------- WHEREAS, the Company and the Buyer are executing and delivering this Agreement in reliance upon an exemption from securities registration pursuant to Section 4(2) and/or Rule 506 of Regulation D ("REGULATION D") as promulgated by the U.S. Securities and Exchange Commissio

Ocean Power Corp – DEBENTURE (February 13th, 2002)

EXHIBIT 10.25 THIS DEBENTURE, AND THE SECURITIES INTO WHICH IT IS CONVERTIBLE (COLLECTIVELY, THE "SECURITIES"), HAVE NOT BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE. THE SECURITIES ARE BEING OFFERED PURSUANT TO A SAFE HARBOR FROM REGISTRATION UNDER REGULATION S AND/OR REGULATION D PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"). THE SECURITIES ARE "RESTRICTED" AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PERSONS (AS SUCH TERM IS DEFINED IN REGULATION S PROMULGATED UNDER THE ACT) UNLESS THE SECURITIES ARE REGISTERED UNDER THE ACT, PURSUANT TO REGULATION S AND/OR REGULATION D OR PURSUANT TO AVAILABLE EXEMPTIONS FROM THE REGISTRATION REQUIREMENTS OF THE ACT AND THE COMPANY WILL BE PROVIDED WITH OPINION OF COUNSEL OR OTHER SUCH INFORMATION AS IT MAY REASONABLY REQUIRE TO CONFIRM THAT SUCH EXEMPTIONS ARE

Ocean Power Corp – PLACEMENT AGENT AGREEMENT (February 13th, 2002)

EXHIBIT 10.30 FORM OF PLACEMENT AGENT AGREEMENT Dated as of: November __, 2001 Westrock Advisors, Inc. 230 Park Avenue - 33rd Floor New York, NY 10169 Ladies and Gentlemen: The undersigned, OCEAN POWER CORPORATION, (the "COMPANY"), hereby agrees with Westrock Advisors, Inc., (the "PLACEMENT Agent") as follows: 1. OFFERING. The Company hereby engages the Placement Agent to act as its exclusive placement agent in connection with the Equity Line of Credit Agreement dated the date hereof, (the "EQUITY LINE OF CREDIT AGREEMENT") pursuant to which the Company shall issue and sell to the Investor named therein, from time to time, and the Investor shall purchase from the Company (the "OFFERING") up to Ten Million Dollars ($10,000,000) of the Company's common stock (the "COMMITMENT AMOUNT"), no par value per sha

Ocean Power Corp – REGISTRATION RIGHTS AGREEMENT (February 13th, 2002)

EXHIBIT 10.28 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT"), dated as of November 29, 2001 by and between OCEAN POWER CORPORATION, a Delaware corporation, with its principal office located at 5000 Robert J. Mathews Parkway, El Dorado Hills, California 95672(the "COMPANY"), and CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the "INVESTOR"). WHEREAS: A. In connection with the Equity Line of Credit Agreement by and between the parties hereto of even date herewith (the "EQUITY LINE OF CREDIT AGREEMENT"), the Company has agreed, upon the terms and subject to the conditions of the Equity Line of Credit Agreement, to issue and sell to the Investor that number of shares of the Company's common stock, par value $0.01 per share (the "COMMON STOCK"), which can be purchased pursuant to the terms of the Equity Line Credit Agree

Ocean Power Corp – ESCROW AGREEMENT (February 13th, 2002)

EXHIBIT 10.29 ESCROW AGREEMENT ---------------- THIS ESCROW AGREEMENT (this "AGREEMENT") is made and entered into as of November 29, 2001, by OCEAN POWER CORPORATION, a Delaware corporation (the "COMPANY"); CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the "INVESTOR"); BUTLER GONZALEZ LLP (the "INVESTOR'S COUNSEL"); and FIRST UNION NATIONAL BANK, a national banking association, as Escrow Agent hereunder (the "ESCROW AGENT"). BACKGROUND ---------- WHEREAS, the Company and the Investor have entered into an Equity Line of Credit Agreement (the "EQUITY LINE OF CREDIT AGREEMENT") dated as of the date hereof, pursuant to which the Investor will purchase the Company's Common Stock, par value $0.01 per share (the "COMMON STOCK"), at a price per share equal to the Purcha

Ocean Power Corp – Re: ASSET PURCHASE - TERM SHEET (February 6th, 2002)

EXHIBIT 99.1 [OCEAN POWER CORPORATION LETTERHEAD] 29 January, 2002 Elektryon, Inc. 6565 Spencer Street Las Vegas, Nevada 89119 Attention: Michael Holmstrom, President Re: ASSET PURCHASE - TERM SHEET --------------------------- Dear Mr. Holmstrom: 1. Ocean Power will purchase the assets of Elektryon including, but not limited to, all patents, records, customer lists, vendor lists, engineering drawings, parts, WIP and 32 Powermasters. (see Attachment A). 2. The transaction will close within 10 days of the expiration of the appeal period of an order issued by the Bankruptcy Court in Las Vegas, Nevada approving a Chapter 11 sale of assets to Ocean Power pursuant to an Asset Purchase Agreement that has been approved by the buyer and Elektryon. 3. Payments: 1. $7M of Ocean Power common stock upon closing the transaction as outlin

Ocean Power Corp – Letter of Intent (LOI) - Hadwaco Ltd. Oy, Hameentle 135, Helsinki, Finland (September 4th, 2001)

EXHIBIT 10.10 28 November 2000 Mr. Tapio Hintikka Chief Executive Officer Hackman Oyj Abp Hameentle 13S 00560 Helsinki Finland Dear Mr Hintikka Letter of Intent (LOI) - Hadwaco Ltd. Oy, Hameentle 135, Helsinki, Finland We refer to recent discussions between Ocean Power Corporation ("OPC") of El Dorado Hills California and Hadwaco Ltd Oy ("Hadwaco"), a wholly owned subsidiary of Hackman Oyj Abp ("Hackman"), Helsinki, Finland. As discussed in our recent meetings OPC, Hackman and Hadwaco (each a "Party" or collectively "Parties") are interested in undertaking a transaction in which OPC purchases certain assets and liabilities and acquires relevant personnel associated with Hadwaco. The intent of this letter is to set out the basis on which we intend to proceed with the transaction and to demonstrate our mutual intent to seek to negotiate final and binding agreements. Part A Hackman through its wholly owned subsidiary Hadwaco has technical expertis

Ocean Power Corp – Subject: Memorandum of Understanding (September 4th, 2001)

EXHIBIT 10.12 CONFIDENTIAL TELEFAX ORGANIC POWER To: Ocean Power From: Ole Wiborg Attn: Nr. Joseph P. Maceda Pages: Fax: 00 1 (916) 933-8177 Date: 20. December 2000 Project: Subject: Memorandum of Understanding While we appreciate your 'no nonsense', direct approach to form a common memorandum of understanding we nevertheless feel it being appropriate to be slightly room specific with regard to item 2 in your fax. (Item 1 and 3 we register and have no comments). A due diligence process costs both money and time for us both so let us be certain we have a sufficiently common understanding of our goals. Our initial idea suggests that Ocean power offer to purchase - say - 10% to 20% of outstanding Organic Power stock from existing shareholders. Valuation to be agreed. Then Organic Power ASA will issue stock to Ocean Power up to an amount that will increase Ocean Power

Ocean Power Corp – HEADS OF AGREEMENT (September 4th, 2001)

EXHIBIT 10.17 HEADS OF AGREEMENT Between OCEAN POWER CORPORATION And CIMA CAPITAL, LLC. This Heads of Agreement ("Agreement") is entered into this 30th day of March, 2000, by and between OCEAN POWER CORPORATION, a Delaware U.S.A. corporation ("OPC"), and CIMA CAPITAL, LLC. a California Limited Liability Company, ("Territory Affiliate"). RECITALS -------- WHEREAS, OPC has enhanced and/or integrated various existing technologies for the purpose of modular water and power production, and is developing new systems, sub-systems and technologies for modular water and power production (collectively "OPC Water and Power Systems), and WHEREAS, Territory Affiliate desires to market and sell the water and power produced by OPC Water and Power Systems, and WHEREAS,

Ocean Power Corp – AQUAMAX-KEERAN-OCEAN POWER LICENSING AGREEMENT (September 4th, 2001)

EXHIBIT 10.15 AQUAMAX-KEERAN-OCEAN POWER LICENSING AGREEMENT THIS AGREEMENT ("Agreement"), made on the Effective Date as defined herein, is by and among Ocean Power Corporation, a Delaware corporation having a principal place of business at 5000 Robert J. Mathews Parkway, El Dorado Hills, California 95762, United States of America ("OCEAN POWER"), Aquamax (International) Holding B.V., a Dutch corporation having a principal place of business at Locatellikade 1, Parnassustoren, 1076 AZ Amsterdam, P.O. Box 75215, 1070 AE Amsterdam, The Netherlands ("AQUAMAX"), and Keeran Corporation N.V., a Netherlands Antilles Corporation having a principal place of business at World Trade Center Curacao, Unit BC.II.01-04, Piscadera Bay, Willemstad, Curacao, Netherlands Antilles ("KEERAN"). OCEAN POWER, AQUAMAX and KEERAN may each be referred to herein as a "Party" and collectively as the "Parties." WHEREAS, OCEAN POWER, AQUAMAX

Ocean Power Corp – Co-operation Agreement (September 4th, 2001)

EXHIBIT 10.20 Co-operation Agreement This Agreement is between the two (2) parties SIGMA Elektroteknisk A.S, P.O. Box 58, 1550 HOLEN, Norway, hereinafter called "SIGMA", AND Kockums AB Storn Varvsgatan 205 155 MALMO, Sweden, hereinafter called "KOCKUMS", WHEREAS KOCKUMS has consulting and engineering competence and capacity in the field of Stirling Engines, hereinafter called "Field of Expertise", WHEREAS SIGMA has experience in engineering in the field of Stirling Engines and are preparing for the manufacturing of such engines, WHEREAS KOCKUMS is willing to offer consulting and engineering services to SIGMA. SIGMA is willing to offer contracting work for KOCKUMS. Bot

Ocean Power Corp – JOINT VENTURE AGREEMENT (September 4th, 2001)

EXHIBIT 10.19 JOINT VENTURE AGREEMENT (Joint Venture Entity With Exclusive Territory) BETWEEN THE UNDERSIGNED: Ocean Power Corporation established and governed under the laws of the State of Delaware (USA) (hereinafter referred to as OPC) and maintaining its principal place of business and headquarters at 5000 Robert J. Mathews Parkway, El Dorado Hills, California, USA. ON THE ONE HAND, AND: Caribbean Water & Power, Inc. (hereinafter referred to as "Affiliate") and maintaining its principal place of business and headquarters at East Bay Centre, Suite B66; Nassau, Bahamas ON THE OTHER HAND, WHEREAS, OPC has enhanced and/or integrated various existing technologies for the purpose of creating water and power production equipment and systems, and is developing new systems, sub-systems and technologies for creating water and power production equipment and systems, and WHEREAS, Affiliate de

Ocean Power Corp – AGREEMENT (September 4th, 2001)

Exhibit 10.22 AGREEMENT This Agreement (the "Agreement"), is made by and among: Aquamax (International) Holdings B.V., a Dutch corporation having a principal place of business at Locatellikade 1, Parnassustoren, 1076 AZ Amsterdam, P.O. Box 75215, 1070 AE, Amsterdam, The Netherlands, ("Aquamax"); and Keeran Corporation N.V., a Netherlands Antilles Corporation having a principal place of business at World Trade Center Curacao, Unit BC.II.01-04, Piscadera Bay, Willemstad, Curacao, Netherlands Antilles ("Keeran") (each an "Assignor" and, collectively, "Assignors") on the one hand; Balantum Oy (Newco), a Finnish corporation, having offices at c/o Asianajotoimisto Waselius & Wist Oy, Etelaesplanadi 24 A, 00130 Helsink

Ocean Power Corp – CO-OPERATION AND SALES AGREEMENT (September 4th, 2001)

Exhibit 10.24 CO-OPERATION AND SALES AGREEMENT This Co-operation and Sales Agreement (the "Agreement") made and entered as of this [ th ]day of July, 2001 by and between: (1) Balantum Oy ("Newco"), a company organised and existing under the laws of Finland (Business ID 1646698-0) having its registered domicile in the City of Helsinki and its registered address at c/o Asianajotoimisto Waselius & Wist Oy, Etelaesplanadi 24 A, 00130 Helsinki, Finland; (2) Aquamax (International) Holding B.V., ("Aquamax"), a company organised and existing under the laws of the Netherlands having its registered domicile in the City of Amsterdam and its registered address at Locatellikade 1, Parnassustoren, 1076 AZ Amsterdam, P.O. Box 7215, 1070 AE Amsterdam, the Netherlands; and (3) Keeran Corporation N.V. ("Keeran"), a company organised and existing under the laws of the Neth

Ocean Power Corp – JOINT VENTURE AGREEMENT (September 4th, 2001)

EXHIBIT 10.18 JOINT VENTURE AGREEMENT (Joint Venture Entity With Exclusive Territory) BETWEEN THE UNDERSIGNED: Ocean Power Corporation established and governed under the laws of the State of Delaware (USA) (hereinafter referred to as OPC) and maintaining its principal place of business and headquarters at 5000 Robert J. Mathews Parkway, El Dorado Hills, California, USA. ON THE ONE HAND, AND: Apollo Water and Power International, Inc. established and governed under the laws of the State of Nevada (USA) (hereinafter referred to as "Affiliate") and maintaining its principal place of business and headquarters at 500 Elmhurst Circle, Sacramento, California (USA). ON THE OTHER HAND, WHEREAS, OPC has enhanced and/or integrated various existing technologies for the purpose of modular water and power production, and is developing new systems, sub-systems and technologies for modular water and power pro

Ocean Power Corp – LICENSE AGREEMENT (September 4th, 2001)

Exhibit 10.25 LICENSE AGREEMENT THIS LICENSE AGREEMENT (the "Agreement") is made by and among Balantum Oy ("Newco"), a Finnish corporation having a place of business at c/o Asianajotoimisto Waselius & Wist Oy, Etelaesplanadi 24 A, 00130 Helsinki, Finland, Aquamax (International) Holding B.V. ("Aquamax"), a Dutch corporation having a place of business at Locatellikade 1, Parnassustoren, 1076 AZ Amsterdam, P.O. Box 7215, 1070 AE Amsterdam, The Netherlands and Keeran Corporation N.V. ("Keeran"), a Netherlands Antilles corporation having a place of business at World Trade Center Curacao, Unit BC.II.01-04, Piscadera Bay, Willemstad, Curaco, Netherlands Antilles (collectively, Aquamax and Keeran are referred to as "AK"). Newco, Aquamax, Keeran and, depending on the context, AK, may each be referred to herein as a "Party" and collectively as the "Parties." WHEREAS, Newco is the owner of the

Ocean Power Corp – MUTUAL RELEASE (September 4th, 2001)

Exhibit 10.23 20 July, 2001 MUTUAL RELEASE THIS RELEASE ("RELEASE"), is made by and among Ocean Power Corporation, a Delaware corporation having a principal place of business at 5000 Robert J. Parkway, El Dorado Hills, California 95762, United States of America ("Ocean Power"), on the one hand, and Aquamax (International) Holding B.V., a Dutch corporation having a principal place of business at Locatellikade 1, Parnassustoren, 1076 AZ Amsterdam, P.O. Box 75215, 1070 AE Amsterdam, The Netherlands ("Aquamax"), and Keeran Corporation N.V., a Netherlands Antilles Corporation having a principal place of business at World Trade Center Curacao, Unit BC.II.01-04, Piscadera Bay, Willemstad, Curacao, Netherlands

Ocean Power Corp – SIDE LETTER (September 4th, 2001)

Exhibit 10.26 20 July, 2001 SIDE LETTER The parties to this Side Letter are as follows: (1) Balantum Oy ("Newco"), a company organised and existing under the laws of Finland (Business ID 1646698-0) having its registered domicile in the City of Helsinki and its registered address at c/o Asianajotoimisto Waselius & Wist Oy, Etelaesplanadi 24 A, 00130 Helsinki, Finland; (2) Aquamax (International) Holding B.V., ("Aquamax"), a company organised and existing under the laws of the Netherlands having its registered domicile in the City of Amsterdam and its registered address at Locatellikade 1, Parnassustoren, 1076 AZ Amsterdam, P.O. Box 7215, 1070 AE Amsterdam, the Netherlands; (3) Keeran Corporation N.V. ("Keeran"), a company organised and existing under the laws of the Netherlands Antilles having its regis

Ocean Power Corp – SHARE PURCHASE AGREEMENT (October 19th, 2000)

SHARE PURCHASE AGREEMENT Between Svein Hestevik, Hafslund Invest AS, Statens Naerings og Ditriktsutviklingsfond (SND), A. Wilhelmsen AS, Silent Clean Power i Lund AB, Vesta Forsikring AS, Vesta Liv AS, Atlantis Vest AS, Kjetil S0rensen, H0egh Invest AS, B. Friele & S0nner, Placentia AS, Erling Thuland, Marina AS, Johan Fredrik Kroepelin, Nirweco AS, Dag Arvid Hansen, Hilde D. Nilssen, Safari Fantoft AS, Margit Eide, Bergen Eiendomspartner AS. (the "Shareholders" of SIGMA Elektroteknisk AS registration no. 970 996 842 (the"Corporation")) And Ocean Power Corporation ("Ocean Power") Whereas: A. The Corporation is active in the field of trade, manufacturing, especially the development and manufacturing of the Stirling Energy Convert

Ocean Power Corp – SHARE PURCHASE AGREEMENT (August 25th, 2000)

SHARE PURCHASE AGREEMENT Between Svein Hestevik, Hafslund Invest AS, Statens Naerings og Ditriktsutviklingsfond (SND), A. Wilhelmsen AS, Silent Clean Power i Lund AB, Vesta Forsikring AS, Vesta Liv AS, Atlantis Vest AS, Kjetil S0rensen, H0egh Invest AS, B. Friele & S0nner, Placentia AS, Erling Thuland, Marina AS, Johan Fredrik Kroepelin, Nirweco AS, Dag Arvid Hansen, Hilde D. Nilssen, Safari Fantoft AS, Margit Eide, Bergen Eiendomspartner AS. (the "Shareholders" of SIGMA Elektroteknisk AS registration no. 970 996 842 (the"Corporation")) And Ocean Power Corporation ("Ocean Power") Whereas: A. The Corporation is active in the field of trade, manufacturing, especially the development and manufacturing of the Stirling Energy Convert