0001214659-23-009383 Sample Contracts

COMMON STOCK PURCHASE WARRANT NXU, INC.
Common Stock Purchase Warrant • July 10th, 2023 • Nxu, Inc. • Truck & bus bodies

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time or times on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the five-year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Nxu, Inc., a Delaware corporation (the “Company”), up to ______ shares of Class A common stock, par value $0.0001 per share (the “Common Stock”) (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee

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NXU, INC. and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, as Warrant Agent Warrant Agency Agreement Dated as of ___, 2023 WARRANT AGENCY AGREEMENT
Warrant Agency Agreement • July 10th, 2023 • Nxu, Inc. • Truck & bus bodies • New York

WARRANT AGENCY AGREEMENT, dated as of _____, 2023 (“Agreement”), between Nxu, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), and American Stock Transfer & Trust Company, LLC (the “Warrant Agent”).

Nxu, Inc.
Placement Agent Agreement • July 10th, 2023 • Nxu, Inc. • Truck & bus bodies • New York
SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • July 10th, 2023 • Nxu, Inc. • Truck & bus bodies • New York

This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of [ ], 2023, between Nxu, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

BOARD OF DIRECTORS AGREEMENT
Board of Directors Agreement • July 10th, 2023 • Nxu, Inc. • Truck & bus bodies • Arizona

THIS BOARD OF DIRECTORS AGREEMENT (“Agreement”) is made and entered into as of June 15, 2023 (“Signing Date”) and effective as of July 1, 2023 (the “Effective Date”), by and between NXU, Inc., a Delaware corporation (the “Company”) with its principal place of business located at 1828 N. Higley Rd # 116, Mesa, AZ 85205 and Jessica Billingsley, an individual (“Director”).

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