0001144204-10-008893 Sample Contracts

Mr. Eric C. Apfelbach Madison, WI 53711 Dear Eric:
ZBB Energy Corp • February 18th, 2010 • Electric services • Wisconsin

On behalf of the Board of Directors of ZBB Energy Corporation (“ZBB”), I am delighted to invite you to join our company as its President and Chief Executive Officer, and as a member of our Board of Directors. This letter agreement sets forth the terms your employment.

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Mr. Steven Seeker S19 W28818 Price Court Waukesha, WI 53188 RE: Letter Agreement Dear Steve:
ZBB Energy Corp • February 18th, 2010 • Electric services

Thank you for your January 29, 2010 e-mail regarding the end of your employment with ZBB Energy Corporation (the “Company”). This correspondence will memorialize the agreement between you and the Company concerning the end of your employment and retirement from the Company.

ZBB ENERGY CORPORATION NONSTATUTORY STOCK OPTION AGREEMENT
Nonstatutory Stock Option Agreement • February 18th, 2010 • ZBB Energy Corp • Electric services • Wisconsin

This Nonstatutory Stock Option Agreement (this “Agreement”) is executed as of January 7, 2010, by and between ZBB ENERGY CORPORATION, a Wisconsin corporation (the “Company”), and Eric Apfelbach (the “Employee”).

RESTRICTIVE COVENANT AGREEMENT (New Employee)
Restrictive Covenant Agreement • February 18th, 2010 • ZBB Energy Corp • Electric services • Wisconsin

THIS AGREEMENT is made and entered into by and between Eric C. Apfelbach (“Employee”) and ZBB Energy Corporation (the “Company”).

ZBB ENERGY CORPORATION NONSTATUTORY STOCK OPTION AGREEMENT
Nonstatutory Stock Option Agreement • February 18th, 2010 • ZBB Energy Corp • Electric services • Wisconsin

This Nonstatutory Stock Option Agreement (this “Agreement”) is executed as of January 7, 2010, by and between ZBB ENERGY CORPORATION, a Wisconsin corporation (the “Company”), and Eric Apfelbach (the “Employee”).

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