0001193125-23-136041 Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • May 4th, 2023 • Zapp Electric Vehicles Group LTD • Motorcycles, bicycles & parts • England and Wales

This Indemnification Agreement (“Agreement”) is entered into as a deed on __________, 20__ by and between Zapp Electric Vehicles Group Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Company”), and ______________, [a member of the Board of Directors/an officer] of the Company (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering indemnification and advancement.

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Contract
Novation, Assumption and Amendment Agreement • May 4th, 2023 • Zapp Electric Vehicles Group LTD • Motorcycles, bicycles & parts

This NOVATION, ASSUMPTION AND AMENDMENT AGREEMENT (this “Agreement”) is made and entered into as a deed on April 28, 2023, by and among Zapp Electric Vehicles Limited, a private company limited by shares registered in England and Wales with registered number 10870546, and having its registered office at 5 Technology Park, Colindeep Lane, England, London NW9 6BX (the “Company”), Zapp Electric Vehicles Group Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands (“Pubco”), Michael Joseph, an individual (the “Warrantholder”) and CIIG Capital Partners II, Inc. a Delaware corporation (“CIIG”).

DIRECTOR NOMINATION AGREEMENT
Director Nomination Agreement • May 4th, 2023 • Zapp Electric Vehicles Group LTD • Motorcycles, bicycles & parts

THIS DIRECTOR NOMINATION AGREEMENT (this “Agreement”) is made and entered into as of April 28, 2023 (the “Effective Time”), by and between Zapp Electric Vehicles Group Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Company”), and Mr. Swin Chatsuwan, an individual (the “Founder”). Capitalized terms used by not otherwise defined herein shall have the respective meanings ascribed to such terms in the Amended and Restated Memorandum and Articles of Association of the Company adopted on April 28, 2023 (the “Articles”).

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