0001213900-10-000841 Sample Contracts

PIONEER POWER SOLUTIONS, INC. DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENT
Pioneer Power • March 10th, 2010 • Pioneer Power Solutions, Inc. • Power, distribution & specialty transformers • Delaware

This Director and Officer Indemnification Agreement, dated as of December 2nd, 2009 (this “Agreement”), is made by and between Pioneer Power Solutions, Inc., a Delaware corporation (the “Company”), and David J. Landes (the “Indemnitee”).

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Description of Agreement for Services
Description of Agreement • March 10th, 2010 • Pioneer Power Solutions, Inc. • Power, distribution & specialty transformers

In 2008 and 2009, Nathan J. Mazurek provided Pioneer Transformers Ltd. (“Pioneer Transformers”) with executive services and served as its chief executive officer, president and vice president, sales and marketing. Mr. Mazurek had all of the duties, authorities, powers and responsibilities commensurate with all of the duties, authorities, powers and responsibilities of a chief executive officer, a president and a vice president, sales and marketing. Pioneer Transformers paid an aggregate of $150,000 and $250,000 in 2008 and 2009, respectively, to Provident Management, Inc. and Provident Canada Corp., each of which is controlled by Mr. Mazurek, as consideration for Mr. Mazurek’s services.

INDEMNIFICATION AGREEMENT
Indemnification Agreement • March 10th, 2010 • Pioneer Power Solutions, Inc. • Power, distribution & specialty transformers • New York

THIS INDEMNIFICATION AGREEMENT is entered into as of this 2nd day of December, 2009, by and between Pioneer Power Solutions, Inc., a Delaware corporation (the "Company"), and Nathan J. Mazurek ("Indemnitee").

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