NANO NUCLEAR ENERGY INC. UNDERWRITING AGREEMENTUnderwriting Agreement • April 10th, 2024 • Nano Nuclear Energy Inc. • Electric services • New York
The undersigned, Nano Nuclear Energy Inc., a corporation formed under the laws of the State of Nevada (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of Nano Nuclear Energy Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with The Benchmark Company, LLC (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
NANO NUCLEAR ENERGY INC. UNDERWRITING AGREEMENTUnderwriting Agreement • May 13th, 2024 • Nano Nuclear Energy Inc. • Electric services • New York
The undersigned, Nano Nuclear Energy Inc., a corporation formed under the laws of the State of Nevada (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of Nano Nuclear Energy Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with The Benchmark Company, LLC (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
CONSULTING AGREEMENTConsulting Agreement • March 19th, 2024 • Nano Nuclear Energy Inc. • Electric services • Nevada
THIS CONSULTING AGREEMENT (this “Agreement”) is made and effective as of the 8th day of February, 2022 (the “Effective Date”), by and between NANO NUCLEAR ENERGY INC., a Nevada corporation (“Company”) with offices at 1411 Broadway 38th Fl New York, NY 10018, and Jaisun Garcha, located at [*****], an individual (“Consultant”).
NANO NUCLEAR ENERGY INC. UNDERWRITING AGREEMENTUnderwriting Agreement • July 15th, 2024 • Nano Nuclear Energy Inc. • Electric services • New York
The undersigned, Nano Nuclear Energy Inc., a corporation formed under the laws of the State of Nevada (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of NANO Nuclear Energy Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with The Benchmark Company, LLC (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
INDEPENDENT DIRECTOR AGREEMENTIndependent Director Agreement • March 19th, 2024 • Nano Nuclear Energy Inc. • Electric services • Nevada
THIS INDEPENDENT DIRECTOR AGREEMENT (this “Agreement”) is made and effective as of the 8th day of February, 2022 (the “Effective Date”), by and between NANO NUCLEAR ENERGY INC., a Nevada corporation (“Company”) with offices at 1411 Broadway 38th Fl New York, NY 10018, and Tsun Yee Law, an individual located at [*****] (“Independent Director”).
WARRANT AGENT AGREEMENTWarrant Agent Agreement • July 15th, 2024 • Nano Nuclear Energy Inc. • Electric services • New York
This WARRANT AGENT AGREEMENT (this “Warrant Agreement”) dated as of July 11, 2024 (the “Issuance Date”) is between Nano Nuclear Energy Inc., a company incorporated under the laws of the State of Nevada (the “Company”), and VStock Transfer, LLC (the “Warrant Agent”).
EXCLUSIVE PATENT LICENSE AGREEMENTExclusive Patent License Agreement • May 1st, 2024 • Nano Nuclear Energy Inc. • Electric services • Idaho
This License Agreement is effective as of the date of the last signature below (EFFECTIVE DATE) and is entered into by Battelle Energy Alliance, LLC (BEA), having its principal place of business at 2525 N. Fremont Avenue, Idaho Falls, ID 83415, and Nano Nuclear Energy Inc. (LICENSEE), having its principal place of business at 1411 Broadway 38th FL, New York, New York 10018 The parties may also be referred to singularly as “Party” or collectively as “Parties.”
NONQUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THENonqualified Stock Option Agreement • March 19th, 2024 • Nano Nuclear Energy Inc. • Electric services • Nevada
THIS NON-QUALIFIED STOCK OPTION AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between Nano Nuclear Energy Inc., a Nevada corporation (the “Company”), and the Participant specified above, pursuant to the 2023 Stock Option Plan #2, as in effect and as amended from time to time (the “Plan”), which is administered by the Committee; and
ContractNano Nuclear Energy Inc. • July 15th, 2024 • Electric services • New York
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING JULY 15, 2024, WHICH IS THE COMMENCEMENT DATE OF SALES IN THE OFFERING (THE “EFFECTIVE DATE”) TO ANYONE OTHER THAN (I) THE BENCHMARK COMPANY LLC, OR AN UNDERWRITER OR SELECTED DEALER IN CONNECTION WITH THE OFFERING (THE “OFFERING”), OR (II) THE BONA FIDE OFFICERS OR PARTNERS, REGISTERED PERSONS OR AFFILIATES OF BENCHMARK COMPANY LLC OR ANY SUCH AN UNDERWRITER OR SELECTED DEALER.
ContractNano Nuclear Energy Inc. • April 10th, 2024 • Electric services • New York
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING [●], 2024, WHICH IS THE COMMENCEMENT DATE OF SALES IN THE OFFERING (THE “EFFECTIVE DATE”) TO ANYONE OTHER THAN (I) THE BENCHMARK COMPANY LLC, OR AN UNDERWRITER OR SELECTED DEALER IN CONNECTION WITH THE OFFERING (THE “OFFERING”), OR (II) THE BONA FIDE OFFICERS OR PARTNERS, REGISTERED PERSONS OR AFFILIATES OF BENCHMARK COMPANY LLC OR ANY SUCH AN UNDERWRITER OR SELECTED DEALER.
FORM OF EXEUCTIVE ADVISORY CONSULTING AGREEMENTExeuctive Advisory Consulting Agreement • March 19th, 2024 • Nano Nuclear Energy Inc. • Electric services • Nevada
THIS CONSULTING AGREEMENT (this “Agreement”) is made and effective as of [_________] (the “Effective Date”), by and between NANO NUCLEAR ENERGY INC., a Nevada corporation (“Company”) with offices at 1411 Broadway 38th Fl New York, NY 10018, and [_________], an individual located at [_________] (“Consultant”).
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS EITHER (i) NOT MATERIAL AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL, OR DISCLOSURE OF SUCH INFORMATION WOULD CONSTITUTE A CLEARLY...Services Agreement • April 23rd, 2024 • Nano Nuclear Energy Inc. • Electric services • California
This Services Agreement (“Agreement”), effective as of Monday, January 15th 2024 (“Effective Date”), is by and between Nuclear Education and Engineering Consulting LLC, a California limited company (“NEEC”), and Nano Nuclear Energy Inc. (“Nano”), a New York Corporation, having a principal place of business at 1411 Broadway 38th FL, New York 10018. “Party” hereinafter refers to each Party individually, or collectively as “Parties.”
STRATEGIC PARTNERSHIP PROJECT AGREEMENT WITH NON-FEDERAL SPONSORSProject Agreement • March 19th, 2024 • Nano Nuclear Energy Inc. • Electric services
The obligations of the above-identified DOE Site/Facility Management Contractor shall apply to any successor in interest to said contractor continuing the operation of the DOE facility involved in this Strategic Partnership Project (SPP) Agreement.
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS EITHER (i) NOT MATERIAL AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL, OR DISCLOSURE OF SUCH INFORMATION WOULD CONSTITUTE A CLEARLY...Services Agreement • March 19th, 2024 • Nano Nuclear Energy Inc. • Electric services • New York
This Services Agreement (“Agreement”), effective as of the date of the parties’ final signature below (“Effective Date”), is by and between Cambridge AtomWorks LLP, an England and Wales limited liability partnership (“AtomWorks”), and Nano Nuclear Energy Inc. (“[Nano]”), a Nevada Corporation, having a principal place of business at 1411 Broadway 38th FL, New York 10018. “Party” hereinafter refers to each Party individually, or collectively as “Parties.”
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS EITHER (i) NOT MATERIAL AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL, OR DISCLOSURE OF SUCH INFORMATION WOULD CONSTITUTE A CLEARLY...Services Agreement • March 19th, 2024 • Nano Nuclear Energy Inc. • Electric services • California
This Services Agreement (“Agreement”), effective as of Monday, January 15th 2024 (“Effective Date”), is by and between Nuclear Education and Engineering Consulting LLC, a California limited company (“NEEC”), and Nano Nuclear Energy Inc. (“Nano”), a New York Corporation, having a principal place of business at 1411 Broadway 38th FL, New York 10018. “Party” hereinafter refers to each Party individually, or collectively as “Parties.”
OFFICE LEASELease Amendment Agreement • March 19th, 2024 • Nano Nuclear Energy Inc. • Electric services
Date of Lease: December 1st, 2021__________ Lease Term: 33 Months Commencement Date: December 1st, 2021 Possession Date: December 1st, 2021 Annual Rent: $ 60,000____________________ Monthly Rent: $ 5,000 Security Deposit: $ 0 Termination Date: August 31st, 2024
ContractNano Nuclear Energy Inc. • May 13th, 2024 • Electric services • New York
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING MAY 10, 2024, WHICH IS THE COMMENCEMENT DATE OF SALES IN THE OFFERING (THE “EFFECTIVE DATE”) TO ANYONE OTHER THAN (I) THE BENCHMARK COMPANY LLC, OR AN UNDERWRITER OR SELECTED DEALER IN CONNECTION WITH THE OFFERING (THE “OFFERING”), OR (II) THE BONA FIDE OFFICERS OR PARTNERS, REGISTERED PERSONS OR AFFILIATES OF BENCHMARK COMPANY LLC OR ANY SUCH AN UNDERWRITER OR SELECTED DEALER.
LEASE AGREEMENT by and between LECHAR REALTY SUB 2 LLC as Landlord and NANO NUCLEAR ENERGY INC. as TenantLease Agreement • April 10th, 2024 • Nano Nuclear Energy Inc. • Electric services
LEASE AGREEMENT, made as of this 7th day of March, 2024 between LECHAR REALTY SUB 2 LLC, a Delaware limited liability company, having an office c/o Charney Management LLC, 1441 Broadway, New York, New York 10018 (“Landlord”), and NANO NUCLEAR ENERGY INC., a New York corporation, having an office at 10 Times Square, New York, NY 10018 1 (“Tenant”).
MEMORANDUM OF UNDERSTANDINGNano Nuclear Energy Inc. • March 19th, 2024 • Electric services
THIS MEMORANDUM OF UNDERSTANDING (hereinafter this “MOU”) dated as of the 30th day of March, 2023, (“Effective Date”) is entered into and made effective by and between Centrus Energy Corp., a Delaware corporation (hereinafter “Centrus”) and HALEU Energy Fuel Inc. (“HALEU Energy”), a subsidiary of NANO Nuclear Energy Inc. (“NANO Nuclear”), a Nevada corporation. In this MOU, HALEU Energy and Centrus are referred to collectively as the “Parties” and each individually as a “Party”.
