0001213900-13-001615 Sample Contracts

SUBSCRIPTION AGREEMENT
Subscription Agreement • April 3rd, 2013 • Car Charging Group, Inc. • Services-personal services • Nevada

This SUBSCRIPTION AGREEMENT (“Agreement”) is made by and among CAR CHARGING GROUP, INC., a corporation organized under the laws of Nevada (the “Company”) and each of the Persons listed on Schedule I hereto (collectively, the “Investors,” and individually an “Investor”). Each of the Company and Investors are referred to herein individually as a “Party” and collectively as the “Parties.”

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EQUITY EXCHANGE AGREEMENT by and among CAR CHARGING GROUP, INC., A Nevada Corporation, BEAM ACQUISITION LLC A Nevada Limited Liability Company, BEAM CHARGING, LLC, A New York Limited Liability Company, and THE MEMBERS OF BEAM CHARGING, LLC Dated as of...
Equity Exchange Agreement • April 3rd, 2013 • Car Charging Group, Inc. • Services-personal services • New York

THIS EQUITY EXCHANGE AGREEMENT, dated as of February 26, 2013 (this “Agreement”), by and among Car Charging Group, Inc., a Nevada corporation (“CCGI”), Beam Acquisition, LLC, a Nevada limited liability company (“Beam Acquisition”), and together with CCGI, the “CCGI Entities”), and Beam Charging, LLC, a New York limited liability company (“Beam” or the “Company”), and Manhattan Charging LLC, Eric L’Esperance, and Andrew Shapiro (together with the individual members of Manhattan Charging LLC, collectively, the “Beam Members”).

PLEDGE AND SECURITY AGREEMENT
Pledge and Security Agreement • April 3rd, 2013 • Car Charging Group, Inc. • Services-personal services • New York

PLEDGE AND SECURITY AGREEMENT, dated as of February 26, 2013 (this “Security Agreement”) by and among BEAM ACQUISITION, LLC, a Nevada limited liability company (“Beam Acquisition”) and Car Charging Group, Inc., a Nevada corporation (“CCGI”), on the one hand (Beam Acquisition and CCGI, collectively, the “Pledgor”),and each of the other parties that are signatories hereto and are listed on Schedule A hereto, on the other hand (collectively, the “Secured Parties” and, individually, each a “Secured Party”).

SECURITY AGREEMENT
Security Agreement • April 3rd, 2013 • Car Charging Group, Inc. • Services-personal services • New York

SECURITY AGREEMENT, dated as of February 26, 2013 (this “Security Agreement”) by and among BEAM CHARGING LLC, a New York limited liability company (“Beam Charging”), and Car Charging Group, Inc., a Nevada corporation (“CCGI”), on the one hand (Beam Charging and CCGI, collectively, the “Pledgor”),and each of the other parties that are signatories hereto and are listed on Schedule A hereto, on the other hand(collectively, the “Secured Parties” and, individually, each a “Secured Party”).

ESCROW AGREEMENT
Escrow Agreement • April 3rd, 2013 • Car Charging Group, Inc. • Services-personal services • New York

This ESCROW AGREEMENT (this “Escrow Agreement”), dated as of February 26, 2013, by and among Car Charging Group, Inc., a Nevada corporation (“CCGI”), Beam Acquisition LLC, a Nevada limited liability company (“AcquisitionCo”) and Beam Charging LLC, a New York limited liability company (“Beam”) on the one hand (CCGI, AcquisitionCo and Beam, collectively, the “Acquiring Parties”), and Manhattan Charging LLC, a New York limited liability company (“Manhattan”), Eric L’Esperance(“L’Esperance”), and Andrew Shapiro (“Shapiro” and, together with Manhattan and L’Esperance, the “Beam Members”), Ardour Capital Investments, LLC (“Ardour”), Steven R. Jacobson (“Jacobson”), William Fonfeder (“Fonfeder”), Nissan Zucker (“Zucker”) and W & T Parking Corp. (“W&T” and, together with the Beam Members and Ardour, Jacobson, Fonfeder and Zucker, the “Share Recipients”) on the other handand The Law Office of Samuel A. Tversky P.C. (“Tversky”) and The Bernstein Law Firm (“Bernstein” each of Tversky and Bernstei

AGREEMENT
Equity Exchange Agreement • April 3rd, 2013 • Car Charging Group, Inc. • Services-personal services • Florida

THIS AGREEMENT (this “Agreement”) is made and entered into effective as of December 31, 2012, by and among Car Charging Group, Inc., a Nevada corporation (the “CCGI”), whose principal place of business is 1691 Michigan Avenue, Miami Beach, Florida 33139, Beam Acquisition LLC, a Nevada limited liability company (“BA LLC”), whose principal place of business is 1691 Michigan Avenue, Miami Beach, Florida 33139, and Manhattan Charging LLC (“MC LLC”), a New York limited liability company whose principal place of business is 43 The Oaks, Roslyn, NY 11576.

ASSIGNMENT AND TRANSFER OF MEMBERSHIP INTERESTS
Assignment and Transfer of Membership Interests • April 3rd, 2013 • Car Charging Group, Inc. • Services-personal services • New York

THIS ASSIGNMENT AND TRANSFER OF MEMBERSHIP INTERESTS (the “Assignment”), dated this ___ day of February, 2013, is made by and between Beam Acquisition LLC (“Assignee”), a wholly owned subsidiary of Car Charging Group, Inc. (“CCGI”), and, Manhattan Charging LLC (“Assignor”), as an owner of membership interests in Beam Charging, LLC (“Beam”).

AMENDMENT TO PROMISSORY NOTES
Promissory Note Amendment • April 3rd, 2013 • Car Charging Group, Inc. • Services-personal services

This Amendment to Promissory Notes (this “Amendment”) is entered into as of February ___, 2013 by and between Car Charging Group, Inc (the “Lender”) and Beam Charging LLC (the “Borrower”).

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