0001299933-07-000137 Sample Contracts

PURCHASE AGREEMENT
Purchase Agreement • January 8th, 2007 • Ener1 Inc • Miscellaneous electrical machinery, equipment & supplies • New York

This PURCHASE AGREEMENT (this “Agreement”), dated as of January 5, 2007, is made by and among ENER1GROUP, INC., a Florida corporation (the “Seller”), ENER1, INC., a Florida corporation (the “Company”), and CREDIT SUISSE SECURITIES (USA), LLC (the “Purchaser”).

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WARRANT TO PURCHASE COMMON STOCK OF ENER1, INC.
Ener1 Inc • January 8th, 2007 • Miscellaneous electrical machinery, equipment & supplies • New York

THIS CERTIFIES that CREDIT SUISSE SECURITIES (USA), LLC or any subsequent holder hereof (the “Holder”), has the right to purchase from ENER1, INC., a Florida corporation (the “Company”), up to five million (5,000,000) fully paid and nonassessable shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”), subject to adjustment as provided herein, at a price per share equal to the Exercise Price (as defined below), beginning on the date on which this Warrant is issued (the “Issue Date”) and ending at 5:00 p.m., New York time, on the fifth (5th) anniversary of the Issue Date (the “Expiration Date”). This Warrant is issued pursuant to a Purchase Agreement, dated as of January 5, 2007 (the “Purchase Agreement”). Capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Purchase Agreement.

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • January 8th, 2007 • Ener1 Inc • Miscellaneous electrical machinery, equipment & supplies • New York

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 5, 2007, is by and between ENER1, INC., a Florida corporation (the “Company”), and CREDIT SUISSE SECURITIES (USA), LLC (the “Purchaser”).

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