0001193125-06-148335 Sample Contracts

ENVIRONMENTAL POWER CORPORATION Nonstatutory Stock Option Agreement Granted under the 2005 Equity Incentive Plan
Stock Option Agreement • July 18th, 2006 • Environmental Power Corp • Cogeneration services & small power producers • Delaware
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CONSULTING AGREEMENT
Consulting Agreement • July 18th, 2006 • Environmental Power Corp • Cogeneration services & small power producers • New Hampshire

THIS CONSULTING AGREEMENT (the “Agreement”) is entered into as of July 17, 2006, retroactive to July 1, 2006, by Environmental Power Corporation, a Delaware corporation with its principal place of business at One Cate Street, 4th Floor, Portsmouth, New Hampshire 03801 (together with its subsidiaries, the “Company”), and Donald A. Livingston, an individual residing at 500 Market St., Unit 15R, Portsmouth, NH 03801 (the “Consultant”).

TRANSITION AGREEMENT
Transition Agreement • July 18th, 2006 • Environmental Power Corp • Cogeneration services & small power producers • New York

THIS TRANSITION AGREEMENT (the “Agreement”) is entered into as of July 17, 2006 by Environmental Power Corporation, a Delaware corporation with its principal place of business at One Cate Street, 4th Floor, Portsmouth, New Hampshire 03801 (together with its subsidiaries, the “Company”), and Kamlesh R. Tejwani, an individual residing at 95 Falmouth Street, Short Hills, New Jersey 07078 (the “Employee”).

EMPLOYMENT AGREEMENT
Employment Agreement • July 18th, 2006 • Environmental Power Corp • Cogeneration services & small power producers • New York

THIS EMPLOYMENT AGREEMENT (the “Agreement”), made as of the 12th day of July, 2006, is entered into by Environmental Power Corporation, a Delaware corporation with its principal place of business at One Cate Street, 4th Floor, Portsmouth, New Hampshire 03801 (the “Company”), and Richard E. Kessel, residing at 100 Springhurst Road, Bedford Hills, NY 10507 (the “Executive”).

INDEMNIFICATION AGREEMENT
Indemnification Agreement • July 18th, 2006 • Environmental Power Corp • Cogeneration services & small power producers • Delaware

This Indemnification Agreement (this “Agreement”) is made and entered into and is effective as of July 12, 2006, by and between Environmental Power Corporation, a Delaware corporation (the “Corporation”), and Richard E. Kessel, an individual (“Indemnitee”).

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