COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • September 30th, 2021 • Novusterra Inc • Miscellaneous metal ores
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on ______________1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Novusterra Inc., a Florida corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
WARRANT AGENT AGREEMENTWarrant Agent Agreement • September 10th, 2021 • Novusterra Inc • Miscellaneous metal ores • New York
WARRANT AGENT AGREEMENT (this “Warrant Agreement”) dated as of _________, 2021 (the “Issuance Date”) between Novusterra Inc., a Florida corporation (the “Company”), and [__________] (the “Warrant Agent”).
ContractSecurities Agreement • March 16th, 2022 • Novusterra Inc • Miscellaneous metal ores
NEITHER THESE SECURITIES NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THESE SECURITIES HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THESE SECURITIES AND THE SECURITIES ISSUABLE UPON EXERCISE OF THESE SECURITIES MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT SECURED BY SUCH SECURITIES.
NOVUSTERRA INC. UNDERWRITING AGREEMENTUnderwriting Agreement • April 6th, 2022 • Novusterra Inc • Miscellaneous metal ores • New York
Novusterra Inc., a Florida corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell an aggregate of [ ] units (the “Units”), with each Unit consisting of one share of the Company’s common stock, no par value per share (the “Shares”), and two warrants, each to purchase one Share (the “Warrant”) to the several underwriters (such underwriters, for whom EF Hutton, division of Benchmark Investments, LLC (“EF Hutton” or the “Representative”) is acting as representative, the “Underwriters” and each an “Underwriter”). Such Units are hereinafter collectively called the “Firm Securities.” The Company has also agreed to grant to the Representative on behalf of the Underwriters an option (the “Option”) to purchase up to an additional [ ] Shares (the “Option Shares”) and/or [ ] Warrants (the “Option Warrants”, and together with the Units and Option Shares and Option Warrants, the “Offered Units”) on the terms set forth in Section 1(b) hereof. The O
Novusterra Inc. SUBSCRIPTION AGREEMENTSubscription Agreement • November 4th, 2020 • Novusterra Inc • Florida
THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD OF TIME. NO PUBLIC MARKET EXISTS FOR THE SECURITIES, AND NO PUBLIC MARKET IS EXPECTED TO DEVELOP FOLLOWING THIS OFFERING.
FIRST AMENDMENT TO THE GRAPHENE DEVELOPMENT AGREEMENTGraphene Development Agreement • June 2nd, 2021 • Novusterra Inc • Miscellaneous metal ores
This FIRST AMENDMENT TO THE GRAPHENE DEVELOPMENT AGREEMENT (the “Amendment”) is made and entered into this 15th day of April, 2021 (the “Effective Date”) by and between Novusterra Inc., a Florida corporation with an address of 7135 Collins Ave, No. 624, Miami, FL 33141 (“NT”) and American Resources Corporation, a Florida corporation with an address of 12115 Visionary Way, Suite 174, Fishers IN 46038 (“ARC”). Each NT and ARC is a “Party” and collectively, the “Parties”.
NOVUSTERRA INCLoan Agreement • July 30th, 2021 • Novusterra Inc • Miscellaneous metal ores
This loan agreement is made between I Andrew Weeraratne (AW) and Novusterra Inc., (the Company) for AW to give a $5,000 loan to the Company and also pay any expenses on behalf of the company as needed basis. The Company agrees to pay AW annual interest compounded at 4% per year.
NOVUSTERRA INC.Shareholder Agreement • September 30th, 2021 • Novusterra Inc • Miscellaneous metal ores • Florida
This agreement (this “Agreement”) is entered into by and between Novusterra Inc. (“the Company”) a Florida corporation and American Resources Corp (“ARC”) a Florida Corporation doing business in Indiana (each ARC and the Company, the “Parties” and each, a “Party”) for the Company to issue ARC 10,000,000 Class B no par value Common Shares and 5,700,000 Class A no par value Common shares, which collectively represent 51.14% ownership and 87.57% voting rights of the Company as of March 19, 2021 in exchange for ARC using the Company to build a Graphene Manufacturing Operation using certain technology to which ARC has licensed.
2023 OMNIBUS INCENTIVE PLAN NOVUSTERRA INC. 2023 OMNIBUS INCENTIVE PLAN2023 Omnibus Incentive Plan • August 2nd, 2024 • Novusterra Inc • Miscellaneous metal ores • Indiana
GRAPHENE DEVELOPMENT AGREEMENTGraphene Development Agreement • September 30th, 2021 • Novusterra Inc • Miscellaneous metal ores • Indiana
This GRAPHENE DEVELOPMENT AGREEMENT (this “Agreement”) is entered into this 31st day of March 2021 (the “Effective Date”) by and between Novusterra Inc., a Florida corporation with an address of 7135 Collins Ave., No. 624, Miami FL 33141 (“NT”) and American Resources Corporation, a Florida corporation with an address of 12115 Visionary Way, Suite 174, Fishers IN 46038 (“ARC”), with ARC and NT, the “Parties” and each, a “Party”.
NOVUSTERRA INCCarbon Purchase and Sale Agreement • July 30th, 2021 • Novusterra Inc • Miscellaneous metal ores
This Carbon Purchase and Sale Agreement (the “Agreement”) is made as of this 24th day of April 2021, by and between Novusterra Inc., a Florida corporation (“the “Company”), and American Resources Corporation (“ARC”) a Carbon making company, which are made party hereto (ARC and the Company, the “Parties” and each a “Party”) pursuant a joint venture agreement the parties signed on 31st day of March 2021 for the Company to make Graphene using Carbon as the major raw material using technology and patented rights ARC has acquired from a third party.
