0001865408-24-000028 Sample Contracts

EXSCIENTIA PLC, Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [], 20__ Debt Securities
Indenture • March 21st, 2024 • Exscientia PLC • Biological products, (no disgnostic substances) • New York

Indenture, dated as of [], 20__, among Exscientia plc, a public limited company incorporated under the laws of England and Wales under company number 13483814 and having its registered office at The Schrodinger Building, Oxford Science Park, Oxford, Oxfordshire, United Kingdom, OX4 4GE (the “Company”), and [Trustee], as trustee (the “Trustee”):

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EXSCIENTIA PLC and _____________, As Warrant Agent Form of Debt Securities Warrant Agreement Dated As Of __________
Warrant Agreement • March 21st, 2024 • Exscientia PLC • Biological products, (no disgnostic substances) • New York

This Debt Securities Warrant Agreement (this “Agreement”), dated as of [●], between Exscientia plc, a public limited company incorporated under the laws of England and Wales under company number 13483814 and having its registered office at The Schrodinger Building, Oxford Science Park, Oxford, Oxfordshire, United Kingdom, OX4 4GE (the “Company”), and [●], a [corporation] [national banking association] organized and existing under the laws of [●] and having a corporate trust office in [●], as warrant agent (the “Warrant Agent”).

EXSCIENTIA PLC AMERICAN DEPOSITARY SHARES REPRESENTING ORDINARY SHARES SALES AGREEMENT
Sales Agreement • March 21st, 2024 • Exscientia PLC • Biological products, (no disgnostic substances) • New York

Exscientia plc, a public limited company incorporated under the laws of England and Wales with company number 13483814 (the “Company”), confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“TD Cowen”), as follows:

EXSCIENTIA PLC and _____________, As Warrant Agent Form of Ordinary shares Warrant Agreement Dated As Of __________
Ordinary Shares Warrant Agreement • March 21st, 2024 • Exscientia PLC • Biological products, (no disgnostic substances) • New York

This Ordinary shares Warrant Agreement (this “Agreement”), dated as of [●], between Exscientia plc, a public limited company incorporated under the laws of England and Wales under company number 13483814 and having its registered office at The Schrodinger Building, Oxford Science Park, Oxford, Oxfordshire, United Kingdom, OX4 4GE (the “Company”), and [●], a [corporation] [national banking association] organized and existing under the laws of [●] and having a corporate trust office in [●], as warrant agent (the “Warrant Agent”).

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