0001213900-23-058313 Sample Contracts

WARRANT TO PURCHASE SHARES
Warrant Agreement • July 20th, 2023 • Industrial Tech Acquisitions II, Inc. • Industrial organic chemicals • Delaware

This Warrant is issued in connection with the transactions described in the Subscription Agreement dated as of even date herewith between United and the Company and is one of a series of warrants issued to the Holder on such date.

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NEXT Renewable Fuels, Inc.
Investor Rights Letter Agreement • July 20th, 2023 • Industrial Tech Acquisitions II, Inc. • Industrial organic chemicals

This letter agreement (this “Letter Agreement”) will confirm our agreement that pursuant to and effective as of United’s purchase of shares of Common Stock under the Subscription Agreement, United shall be entitled to the following additional rights for so long as it holds any of the Company’s securities:

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • July 20th, 2023 • Industrial Tech Acquisitions II, Inc. • Industrial organic chemicals • Delaware

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), is made as of November 10, 2022, by and between NEXT Renewable Fuels, Inc., a Delaware corporation (the “Company”), and United Airlines Ventures, Ltd. (“United”).

RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT
Right of First Refusal and Co-Sale Agreement • July 20th, 2023 • Industrial Tech Acquisitions II, Inc. • Industrial organic chemicals • Delaware

THIS RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT (this “Agreement”), is made as of November 10, 2022 by and among NEXT Renewable Fuels, Inc., a Delaware corporation (the “Company”), United Airlines Ventures, Ltd. (together with any person to whom it assigns its rights pursuant to this Agreement, the “Investor”) and the Other Shareholders (as defined below) listed on Schedule A.

SUBSCRIPTION AGREEMENT
Subscription Agreement • July 20th, 2023 • Industrial Tech Acquisitions II, Inc. • Industrial organic chemicals

This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into on November 10, 2022, by and between NEXT Renewable Fuels, Inc., a Delaware corporation (the “Issuer”), and Subscriber party set forth on the signature page hereto (“Subscriber”).

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