NONSTATUTORY STOCK OPTION AGREEMENT UNDER THE ZAPATA COMPUTING HOLDINGS INC.Nonstatutory Stock Option Agreement • April 3rd, 2024 • Zapata Computing Holdings Inc. • Services-prepackaged software
Pursuant to the Zapata Computing Holdings Inc. 2024 Equity and Incentive Plan (as amended through the date hereof, the “Plan”), Zapata Computing Holdings Inc. (the “Company”) hereby grants to the Optionee named above an option (the “Stock Option”) to purchase on or prior to the Expiration Date specified above all or part of the number of shares of common stock, par value $0.0001 per share, of the Company (the “Stock”) specified above at the Option Exercise Price per Share specified above, subject to the terms and conditions set forth herein and in the Plan.
INCENTIVE STOCK OPTION AGREEMENT UNDER THE ZAPATA COMPUTING HOLDINGS INC.Incentive Stock Option Agreement • April 3rd, 2024 • Zapata Computing Holdings Inc. • Services-prepackaged software
Pursuant to the Zapata Computing Holdings Inc. 2024 Equity and Incentive Plan (as amended through the date hereof, the “Plan”), Zapata Computing Holdings Inc.. (the “Company”) hereby grants to the Optionee named above an option (the “Stock Option”) to purchase on or prior to the Expiration Date specified above all or part of the number of shares of common stock, par value $0.0001 per share, of the Company (the “Stock”) specified above at the Option Exercise Price per Share specified above, subject to the terms and conditions set forth herein and in the Plan.
RESTRICTED STOCK UNIT AWARD AGREEMENT UNDER THE ZAPATA COMPUTING HOLDINGS INC.Restricted Stock Unit Award Agreement • April 3rd, 2024 • Zapata Computing Holdings Inc. • Services-prepackaged software
Pursuant to the Zapata Computing Holdings Inc. 2024 Equity and Incentive Plan (as amended through the date hereof, the “Plan”), Zapata Computing Holdings Inc. (the “Company”) hereby grants an award of the number of Restricted Stock Units listed above (the “Award”) to the Grantee named above. Each Restricted Stock Unit shall relate to one share of common stock, par value $0.0001 per share, of the Company (the “Stock”).
SPONSORSHIP AGREEMENTSponsorship Agreement • April 3rd, 2024 • Zapata Computing Holdings Inc. • Services-prepackaged software • Indiana
This Sponsorship Agreement (“Agreement”) is entered into on the date of the last signature below and effective as of the Effective Date by and between Team and Sponsor (each, as defined in Exhibit A). Team and Sponsor are also referred to individually as a “Party” or collectively as the “Parties”.
DEFERRED PAYMENT AGREEMENTDeferred Payment Agreement • April 3rd, 2024 • Zapata Computing Holdings Inc. • Services-prepackaged software
This Deferred Payment Agreement (this “Agreement”) is made and entered into as of March 28, 2024 by and among Zapata Computing Holdings Inc. (f/k/a Andretti Acquisition Corp.) (the “Company”), Andretti Sponsor LLC (“Sponsor”), Michael M. Andretti, William J. Sandbrook and William M. Brown (each a “Lender” and together the “Lenders”).
Certain identified information has been omitted from this exhibit because it is (i) not material and (ii) of the type that the registrant treats as private or confidential. [***] indicates that information has been omitted. SENIOR SECURED NOTE...Note Purchase Agreement • April 3rd, 2024 • Zapata Computing Holdings Inc. • Services-prepackaged software • Delaware
This Senior Secured Note Purchase Agreement, dated as of December 15, 2023 (this “Purchase Agreement”), is entered into by and among Zapata Computing, Inc., a Delaware corporation (the “Company”), the Guarantors (used herein as defined in the Security Agreement referred to below) named on the signature pages hereof, the individuals and entities who become parties to this Purchase Agreement by executing and delivering a Senior Secured Note Purchase Agreement Signature Page in the form of Exhibit A hereto (each an “Investor Signature Page”) in accordance with Section 1 hereof (each such party, including each Existing Noteholder (as defined below) exchanging Existing Notes, an “Investor” and, collectively, the “Investors”) and, for purposes of Section 3, Acquiom Agency Services LLC in its capacity as Collateral Agent (as defined below) for the Investors.
ZAPATA ENTERPRISE SOLUTION SUBSCRIPTION AGREEMENT ORDER FORMEnterprise Solution Subscription Agreement • April 3rd, 2024 • Zapata Computing Holdings Inc. • Services-prepackaged software
This order form (“Order Form”) references and is governed by the terms of the Zapata Enterprise Solution Subscription Agreement (the “Agreement”) between the Parties, dated February 10, 2022. It is entered into on the date of the last signature below and effective as of the Order Form Effective Date designated below, by and between Zapata Computing Holdings, Inc. f/k/a Zapata Computing, Inc. (“Zapata” or “Zapata AI”), and Andretti Autosport Holding Company, LLC f/k/a Andretti Autosport Holding Company, Inc. (“Andretti”, “Andretti Autosport” or “Customer”). The Parties acknowledge and agree that the provisions of the Agreement will apply to this Order Form as though such provisions were set forth herein in their entirety. All capitalized terms not otherwise defined herein will have the meanings ascribed to them in the Agreement.
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 3rd, 2024 • Zapata Computing Holdings Inc. • Services-prepackaged software • Delaware
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 6, 2023, is made and entered into by and among:
