American Power Conversion Corporation Sample Contracts

Exhibit 4 --------- STOCK PURCHASE AGREEMENT dated as of April 28, 2000 by and between ABL ACQUISITION CORPORATION
Stock Purchase Agreement • July 27th, 2000 • American Power Conversion Corporation • Electrical industrial apparatus • Massachusetts
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CHANGE-IN-CONTROL SEVERANCE AGREEMENT
Severance Agreement • July 12th, 2005 • American Power Conversion Corporation • Electrical industrial apparatus • Massachusetts

THIS AGREEMENT, dated as of July 11, 2005, by and between American Power Conversion Corporation, with its principal place of business at 132 Fairgrounds Road, West Kingston, RI (the “Company”), and Richard J. Thompson (the “Executive”).

AMENDMENT TO RIGHTS AGREEMENT
Rights Agreement • October 30th, 2006 • American Power Conversion Corporation • Electrical industrial apparatus • Massachusetts

This AMENDMENT (this “Amendment”), dated as of October 28, 2006, to the Rights Agreement (the “Rights Agreement”), dated as of September 2, 1999, by and between American Power Conversion Corporation, a Massachusetts corporation (the “Company”), and BankBoston N.A., a national banking association (the “Rights Agent”), and executed and delivered by the Company and Computershare Trust Company, N.A., a national banking association, which is the successor to the Rights Agent.

VIA HAND DELIVERY
American Power Conversion Corporation • May 19th, 2005 • Electrical industrial apparatus • Rhode Island

This will confirm that you have resigned your employment with American Power Conversion Corporation and its subsidiaries (collectively “APC”) to pursue other interests, effective as of May 17, 2005 (the “Resignation Date”). As of the Resignation Date, your salary will cease, and any entitlement you have or might have under an APC-provided benefit plan, program or practice will terminate, except as otherwise required by federal or state law. This letter agreement (“Agreement”) spells out the terms of your separation from employment with APC.

EMPLOYMENT AGREEMENT
Employment Agreement • May 19th, 2005 • American Power Conversion Corporation • Electrical industrial apparatus • Massachusetts

The parties to this Employment Agreement (this “Agreement”), dated as of May 13, 2005, are American Power Conversion Corporation, a Massachusetts corporation (the “Company”), and Richard J. Thompson (the “Executive”). Accordingly, the parties, intending to be legally bound, as follows:

Paul Thomas Goldman III 18301 Angel Valley Drive Leander, TX 78641 Dear Tom:
American Power Conversion Corporation • May 26th, 2006 • Electrical industrial apparatus • Rhode Island

This will confirm that your employment with American Power Conversion Corporation and its subsidiaries (collectively “APC” or the “Company”) has been terminated, effective as of March 24, 2006 (the “Termination Date”). As of the Termination Date, your salary has ceased, and any entitlement you had or might have had under an APC-provided benefit plan, program or practice terminates, except as otherwise required by federal or state law. This letter agreement (“Agreement”) spells out the terms of your separation from employment with APC.

Contract
Agreement • August 4th, 2006 • American Power Conversion Corporation • Electrical industrial apparatus

AGREEMENT made the 26th day of June 2006 BETWEEN THE INDUSTRIAL DEVELOPMENT AGENCY (IRELAND) having its principal office at Wilton Park House, Wilton Place, Dublin 2 (“IDA”) of the first part, AMERICAN POWER CONVERSION CORPORATION (APC) BV, having its registered office at Hoekenode 6, 1102 BR Amsterdam, the Netherlands (“the Company”) of the second part and AMERICAN POWER CONVERSION CORPORATION having its registered office at 132 Fairgrounds Road, West Kingston, Rhode Island 02892, USA (“the Promoters”) of the third part.

AGREEMENT AND PLAN OF MERGER Dated as of October 28, 2006 by and among SCHNEIDER ELECTRIC SA, TRIANON INC. and AMERICAN POWER CONVERSION CORPORATION
Agreement and Plan of Merger • October 30th, 2006 • American Power Conversion Corporation • Electrical industrial apparatus • New York

THIS AGREEMENT AND PLAN OF MERGER, dated as of October 28, 2006 (this “Agreement ”, is made and entered into by and among Schneider Electric SA, a company organized under the laws of France (“Parent”), Trianon Inc., a Massachusetts corporation and an indirect wholly owned subsidiary of Parent (“Subsidiary”), and American Power Conversion Corporation, a Massachusetts corporation (the “Company”).

EMPLOYMENT AGREEMENT
Employment Agreement • August 21st, 2006 • American Power Conversion Corporation • Electrical industrial apparatus • Massachusetts

The parties to this Employment Agreement (this “Agreement”), dated as of August 15, 2006, are American Power Conversion Corporation, a Massachusetts corporation (the “Company”), and Robert Johnson (the “Executive”). Accordingly, the parties, intending to be legally bound, agree as follows:

AMERICAN POWER CONVERSION CORPORATION Restricted Stock Unit Agreement
Restricted Stock Unit Agreement • October 29th, 2004 • American Power Conversion Corporation • Electrical industrial apparatus • Massachusetts

American Power Conversion Corporation, a Massachusetts corporation (the “Company”), hereby grants as of the award date below (“Award Date”) to the person named below (the “Recipient”), and the Recipient hereby accepts, an award (“Award”) of Restricted Stock Units (“RSU”) that will begin vesting as of the Award Date and will vest as described in the Vesting Schedule, such Award to be subject to the terms and conditions specified in the attached Exhibit A.

AMENDMENT TO CHANGE-IN-CONTROL SEVERANCE AGREEMENT
Control Severance Agreement • August 3rd, 2005 • American Power Conversion Corporation • Electrical industrial apparatus

THIS AMENDMENT, dated as of July 29, 2005, by and between American Power Conversion Corporation, with its principal place of business at 132 Fairgrounds Road, West Kingston, RI (the “Company”) and ________________ (the “Executive”).

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