SUBSCRIPTION AGREEMENTSubscription Agreement • September 28th, 2022 • NWTN, Inc. • Motor vehicles & passenger car bodies • Delaware
This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into this 23 day of September, 2022, by and among East Stone Acquisition Corporation (“SPAC”), a British Virgin Islands business company, NWTN Inc., an exempted company incorporated with limited liability in the Cayman Islands (“PubCo”), and the undersigned investor (“Subscriber”). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed thereto in the Transaction Agreement (as defined below).
Limited Term Employment ContractLimited Term Employment Contract • May 25th, 2023 • NWTN, Inc. • Motor vehicles & passenger car bodies
Both the First Party and the Second Party are hereinafter referred to as ( The Parties/ Both Parties) in this Employment Contract and the Annex thereof.
TERMINATION AGREEMENT TO SUBSCRIPTION AGREEMENTTermination Agreement • September 28th, 2022 • NWTN, Inc. • Motor vehicles & passenger car bodies • Delaware
This TERMINATION AGREEMENT TO SUBSCRIPTION AGREEMENT, dated as of September 25, 2022 (this “Termination Agreement”), is made by and among East Stone Acquisition Corporation, a British Virgin Islands business company (“SPAC”), NWTN Inc., an exempted company incorporated with limited liability in the Cayman Islands (“PubCo”), and Shaikh Hamad Rakadh Salem Rakadh Office (each a “Party” and collectively, the “Parties”). Except as otherwise indicated herein, capitalized terms used but not defined herein shall have the meanings given to such terms in the Subscription Agreement (as defined below).
form of SELLER REGISTRATION RIGHTS AGREEMENTSeller Registration Rights Agreement • November 21st, 2022 • NWTN, Inc. • Motor vehicles & passenger car bodies • New York
THIS SELLER REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of November 11, 2022 by and among (i) NWTN Inc., an exempted company incorporated with limited liability in the Cayman Islands (including any successor entity thereto, “Pubco”), and (ii) the undersigned parties listed as “Investors” on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
AMENDMENT TO BUSINESS COMBINATION AGREEMENTBusiness Combination Agreement • October 14th, 2022 • NWTN, Inc. • Motor vehicles & passenger car bodies
This AMENDMENT TO BUSINESS COMBINATION AGREEMENT, dated effective as of September 28, 2022 (this “Amendment”), is made by and among (i) East Stone Acquisition Corporation, a British Virgin Islands business company (“Purchaser”); (ii) Navy Sail International Limited, a British Virgin Islands company, in the capacity as, from and after the Closing, the representative for the Purchaser and the shareholders of Purchaser immediately prior to the Effective Time in accordance with the terms and conditions of the Business Combination Agreement (as defined below) (the “Purchaser Representative”); (iii) NWTN Inc., an exempted company incorporated with limited liability in the Cayman Islands, (“Pubco”); (iv) Muse Merger Sub I Limited, an exempted company incorporated with limited liability in the Cayman Islands and a wholly-owned subsidiary of Pubco (“First Merger Sub”); (v) Muse Merger Sub II Limited, a British Virgin Islands business company and a wholly-owned subsidiary of Pubco (“Second Merge
FIRST AMENDMENT TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 21st, 2022 • NWTN, Inc. • Motor vehicles & passenger car bodies
THIS FIRST AMENDMENT TO REGISTRATION RIGHTS AGREEMENT (this “Amendment”) is made and entered into as of November 11, 2022, and shall be effective as of the Closing (defined below), by and among (i) East Stone Acquisition Corporation, a British Virgin Islands business company (the “Company”), (ii) NWTN Inc., an exempted company incorporated with limited liability in the Cayman Islands (“Pubco”), and (iii) the individuals and entities listed under Investors on the signature page hereto, (collectively, the “Investors”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to such terms in the Registration Rights Agreement (as defined below) (and if such term is not defined in the Registration Rights Agreement, then the Business Combination Agreement (as defined below)).
Confidential treatment requested with respect to certain portions hereof denoted with “[***]” Share Subscription Agreement in connection with CHINA EVERGRANDE NEW ENERGY VEHICLE GROUP LIMITED among CHINA EVERGRANDE NEW ENERGY VEHICLE GROUP LIMITED...Share Subscription Agreement • August 14th, 2023 • NWTN, Inc. • Motor vehicles & passenger car bodies • Hong Kong
THIS SHARE SUBSCRIPTION AGREEMENT (this “Agreement”) is entered into as of the day of August 14, 2023 (the “Date of this Agreement”) by and among
Warehouse and Plot LeaseWarehouse and Plot Lease • September 28th, 2022 • NWTN, Inc. • Motor vehicles & passenger car bodies • Abu Dhabi
FORM OF NON-COMPETITION AND NON-SOLICITATION AGREEMENTNon-Competition and Non-Solicitation Agreement • November 21st, 2022 • NWTN, Inc. • Motor vehicles & passenger car bodies • Delaware
THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) is being executed and delivered as of November 11, 2022, by the undersigned security holder of the Company (as defined below) (the “Subject Party”) in favor of and for the benefit of NWTN Inc., an exempted company incorporated with limited liability in the Cayman Islands (“Pubco”), East Stone Acquisition Corporation, a British Virgin Islands company (together with its successors, including the Surviving Corporation (as defined in the Business Combination Agreement) “Purchaser”), Iconiq Holdings Limited, a Cayman Islands limited liability company (the “Company”), and each of Pubco’s, Purchaser’s and/or the Company’s present and future Affiliates, successors and direct and indirect Subsidiaries (including the Company) (collectively with Pubco, Purchaser and the Company, the “Covered Parties”). Any capitalized term used, but not defined in this Agreement will have the meaning ascribed to such term in the Business Combi
AMENDMENT TO WARRANT AGREEMENTWarrant Agreement • November 21st, 2022 • NWTN, Inc. • Motor vehicles & passenger car bodies
THIS AMENDMENT TO WARRANT AGREEMENT (this “Amendment”) is made and entered into as of November 11, 2022, by and among (i) East Stone Acquisition Corporation, a British Virgin Islands company (the “Company”), (ii) NWTN Inc., an exempted company incorporated with limited liability in the Cayman Islands (“Pubco”), and (iii) Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Agent”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to such terms in the Warrant Agreement (as defined below) (and if such term is not defined in the Warrant Agreement, then the Business Combination Agreement (as defined below)).
纽顿NWTN新能源汽车总部项目 NWTN New Energy Vehicle Headquarters Project Investment AgreementInvestment Agreement • August 29th, 2022 • NWTN, Inc. • Motor vehicles & passenger car bodies
After friendly negotiation between Party A and Party B, the following agreement is reached on Party B's investment in the construction of NWTN new energy vehicle headquarters project in Jinhua Jinyi New District.
