EzFill Holdings Inc Sample Contracts
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 21st, 2023 • EzFill Holdings Inc • Retail-auto dealers & gasoline stations • Nevada
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of April 19, 2023, by and between EZFILL HOLDINGS, INC., a Delaware corporation, with headquarters located at 2999 NE 191st Street, Suite 500, Aventura, FL 33180 (the “Company”), and AJB CAPITAL INVESTMENTS, LLC, a Delaware limited liability company, with its address at 4700 Sheridan Street, Suite J, Hollywood, FL 33021 (the “Buyer”).
UNDERWRITING AGREEMENT between EZFILL HOLDINGS, INC. and THINKEQUITY LLC as Representative of the Several Underwriters EZFILL HOLDINGS, INC.Underwriting Agreement • February 18th, 2025 • Nextnrg, Inc. • Retail-auto dealers & gasoline stations • New York
The undersigned, EzFill Holdings, Inc., a corporation formed under the laws of the State of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of EzFill Holdings, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with ThinkEquity LLC (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
Form of Representative’s Warrant AgreementRepresentative’s Warrant Agreement • February 18th, 2025 • Nextnrg, Inc. • Retail-auto dealers & gasoline stations
THIS WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, ________ or his assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after August 12, 2025 (the “Initial Exercise Date”) and, in accordance with FINRA Rule 5110(g)(8)(A), prior to at 5:00 p.m. (New York time) on the date that is five (5) years following the Effective Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from NextNRG, Inc. (formerly known as EzFill Holdings, Inc.), a Delaware corporation (the “Company”), up to ________ shares of Common Stock, par value $0.001 per share, of the Company (the “Warrant Shares”), as subject to adjustment hereunder. 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 is being issued pursuant to that certain Underwriting Agreement (as def
SECURITY AGREEMENTSecurity Agreement • April 21st, 2023 • EzFill Holdings Inc • Retail-auto dealers & gasoline stations • Nevada
This SECURITY AGREEMENT (this “Agreement”) made and effective as of April 19, 2023, is executed by and between EZFILL HOLDINGS, INC., a Delaware corporation, with headquarters located at 2999 NE 191st Street, Suite 500, Aventura, FL 33180 (the “Company”), and AJB CAPITAL INVESTMENTS, LLC, a Delaware limited liability company (the “Secured Party”).
Up to $2,096,000 Shares of Common Stock ATM Sales AgreementAtm Sales Agreement • February 17th, 2023 • EzFill Holdings Inc • Retail-auto dealers & gasoline stations • New York
EzFill Holdings, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with ThinkEquity LLC (the “Agent”), as follows:
ContractPurchase and Sale Agreement • January 3rd, 2025 • EzFill Holdings Inc • Retail-auto dealers & gasoline stations • Texas
[Pursuant to Instruction No. 6 of Item 1.01 of Form 8-K, certain identified information has been excluded from this Exhibit 10.1 because it is both not material and is the type of information that the registrant treats as private or confidential.]
Amended and Restated Exchange Agreement by and among EZFill Holdings, Inc., all of the Members of Next Charging LLC and Michael Farkas as the Members’ RepresentativeExchange Agreement • November 8th, 2023 • EzFill Holdings Inc • Retail-auto dealers & gasoline stations • Delaware
This Amended and Restated Exchange Agreement (this “Agreement”) is entered into as of the date first set forth above (the “Effective Date”) by and between (i) EZFill Holdings, Inc., a Delaware corporation (the “Company”); (ii) all of the members of Next Charging LLC, a Florida limited liability company (“Next Charging”) as set forth on the signature pages hereof (the “Members”); and (iii) Michael Farkas as the representative of the Members (the “Members’ Representative”). Each of the Company, the Members and the Members’ Representative may be referred to herein collectively as the “Parties” and separately as a “Party”.
Stock Purchase Agreement Dated as of February 18, 2026Stock Purchase Agreement • February 23rd, 2026 • Nextnrg, Inc. • Retail-auto dealers & gasoline stations • Florida
This Stock Purchase Agreement (together with the exhibits and other attachments hereto, this “Agreement”) is entered into as of the date first set forth above (the “Closing Date”) by and between (i) NextNRG, Inc., a Delaware corporation (the “Company”) and (ii) [***] (“Buyer”). Each of the Company and Buyer may be referred to herein collectively as the “Parties” and separately as a “Party.”
Up to $75,000,000 Shares of Common Stock ATM Sales AgreementAtm Sales Agreement • July 3rd, 2025 • Nextnrg, Inc. • Retail-auto dealers & gasoline stations • New York
NextNRG, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with ThinkEquity LLC (“ThinkEquity”), H.C. Wainwright & Co., LLC (“Wainwright”) and Roth Capital Partners, LLC (“Roth”) (ThinkEquity, Wainwright and Roth, each individually, an “Agent” and collectively, the “Agents”), as follows:
Employment Agreement between EzFill Holdings Inc. and Arthur LevineEmployment Agreement • June 1st, 2021 • EzFill Holdings Inc • Retail-auto dealers & gasoline stations
This Employment Agreement is made between EzFill Holdings, Inc and Arthur Levine and supersedes all previous agreements and understandings with respect to such employment relationship. As Chief Financial Officer, you will be reporting to Michael McConnell, CEO and you will be based in Miami and working in the Miami office and remotely.
FORM OF COMMON STOCK PURCHASE WARRANT NextNRG, Inc.Security Agreement • September 9th, 2025 • Nextnrg, Inc. • Retail-auto dealers & gasoline stations
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 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 (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from NextNRG, Inc., a Delaware corporation (the “Company”), up to 75,000 shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. 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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 23rd, 2026 • Nextnrg, Inc. • Retail-auto dealers & gasoline stations
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of April 17, 2026, by and between NextNRG, Inc., a Delaware corporation, with headquarters located at 407 Lincoln Rd., #9F, Miami Beach, FL 33190 (the “Company”), and FIRSTFIRE GLOBAL OPPORTUNITIES FUND, LLC, a Delaware limited liability company, with its address at 1040 First Avenue, Suite 190, New York, NY 10022 (the “Buyer”).
BOARD MEMBER LETTER OF AGREEMENTBoard Member Agreement • June 1st, 2021 • EzFill Holdings Inc • Retail-auto dealers & gasoline stations • Florida
Based on our discussions, I am very pleased to offer you a position as member of the Board of Directors (the “Board”) of EzFill Holdings, Inc. (the “Company”), pursuant to the terms of this offer letter (the “Agreement”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 28th, 2026 • Nextnrg, Inc. • Retail-auto dealers & gasoline stations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 25, 2026, between NextNRG, Inc., a Delaware corporation (the “Company”), and the purchasers identified on the signature pages hereto (including its successors and assigns, each a “Purchaser”, and collectively the “Purchasers”).
Stock Purchase Agreement Dated as of January 29, 2026Stock Purchase Agreement • February 2nd, 2026 • Nextnrg, Inc. • Retail-auto dealers & gasoline stations • Florida
This Stock Purchase Agreement (together with the exhibits and other attachments hereto, this “Agreement”) is entered into as of the date first set forth above (the “Closing Date”) by and between (i) NextNRG, Inc., a Delaware corporation (the “Company”) and (ii) [***] (“Buyer”). Each of the Company and Buyer may be referred to herein collectively as the “Parties” and separately as a “Party.”
GLOBAL AMENDMENT TO PROMISSORY NOTESPromissory Note Amendment • January 18th, 2024 • EzFill Holdings Inc • Retail-auto dealers & gasoline stations
This GLOBAL AMENDMENT TO PROMISSORY NOTES (the “Amendment”) is dated effective as of January 17, 2024 (the “Amendment Effective Date”), by and between EzFill Holdings, Inc., a Delaware Corporation (the “Company”) and AJB Capital Investments, LLC, a Delaware limited liability company (“AJB” and together with the Company, the “Parties”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 29th, 2026 • Nextnrg, Inc. • Retail-auto dealers & gasoline stations • Delaware
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of July 24, 2026, is by and among NextNRG, Inc., a Delaware corporation with offices located at 407 Lincoln Rd. #9F, Miami Beach, Florida 33139 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
GLOBAL AMENDMENT TO PROMISSORY NOTESPromissory Notes • January 18th, 2024 • EzFill Holdings Inc • Retail-auto dealers & gasoline stations
This GLOBAL AMENDMENT TO PROMISSORY NOTES (the “Amendment”) is dated effective as of January 11, 2024 (the “Amendment Effective Date”), by and between EzFill Holdings, Inc., a Delaware Corporation (the “Company”) and Next Charging, LLC a Florida limited liability company (“Next” and together with the Company, the “Parties”).
SECURITY AGREEMENTSecurity Agreement • April 23rd, 2026 • Nextnrg, Inc. • Retail-auto dealers & gasoline stations
This SECURITY AGREEMENT, dated as of April 15, 2026 (this “Agreement”), is among NextNRG, Inc., a Delaware corporation (the “Company”), all of the Subsidiaries (as defined in the Purchase Agreement) of the Company (such subsidiaries, the “Guarantors” and, collectively with the Company, the “Debtor” or “Debtors”) and Agile Hudson Partners LLC, a Delaware limited liability company (collectively with its endorsees, transferees and assigns, the “Secured Parties”).
FORM OF SECURED CONVERTIBLE NOTE DUE September 8, 2026Convertible Security Agreement • September 9th, 2025 • Nextnrg, Inc. • Retail-auto dealers & gasoline stations • New York
THIS CONVERTIBLE NOTE is one of a series of duly authorized and validly issued Notes of NEXTNRG, INC., a Delaware corporation, (the “Borrower”), having its principal place of business at 407 Lincoln Road, Ste 9F, Miami Beach Fl. 33139 due September 8, 2026 (this note, the “Note” and, collectively with the other notes of such series, the “Notes”).
GLOBAL AMENDMENT TO PROMISSORY NOTESPromissory Notes • January 18th, 2024 • EzFill Holdings Inc • Retail-auto dealers & gasoline stations
This GLOBAL AMENDMENT TO PROMISSORY NOTES (the “Amendment”) is dated effective as of January 11, 2024 (the “Amendment Effective Date”), by and between EzFill Holdings, Inc., a Delaware Corporation (the “Company”) and Next Charging, LLC a Florida limited liability company (“Next” and together with the Company, the “Parties”).
Business Loan and Security AgreementBusiness Loan and Security Agreement • June 30th, 2025 • Nextnrg, Inc. • Retail-auto dealers & gasoline stations • Utah
This Business Loan and Security Agreement (as amended, restated, supplemented, or otherwise modified, this “Agreement”), together with all exhibits and other attachments hereto, governs the business loan (the “Loan”) made by Lender to Borrower as of the Effective Date (defined below). Please read this Agreement and keep it for your reference. In this Agreement, the words “Borrower”, “you”, “your” and other words of similar import each mean the Person or Persons, collectively and individually, jointly and severally, identified as “Borrower” on the signature page of this Agreement. Each Person identified on the signature page of this Agreement as a “Guarantor”, and all such Persons, shall be referred to herein individually and collectively (as the context requires) as “Guarantor”. The words “Lender”, “we”, “us”, “our” and other words of similar import each mean and its successors and assigns. “Person” means an individual, corporation, association, partnership, an estate, a trust and any
AMENDMENT TO PROMISSORY NOTEPromissory Note • May 23rd, 2025 • Nextnrg, Inc. • Retail-auto dealers & gasoline stations
This AMENDMENT TO PROMISSORY NOTE (the “Amendment”) is dated effective as of May 21, 2025 (the “Amendment Effective Date”), by and between NextNRG Inc., a Delaware Corporation (the “Company”) and Alcourt LLC a Delaware LLC (“Alcourt” and together with the Company, the “Parties”).
MOBILE FUELING VENDOR AGREEMENTMobile Fueling Vendor Agreement • December 19th, 2024 • EzFill Holdings Inc • Retail-auto dealers & gasoline stations • New York
This Mobile Fueling Vendor Agreement (this “Agreement”), between Amazon Logistics, Inc., a Delaware corporation (“Amazon”), and EzFill Holdings, Inc. (“Fueling Vendor”) (Amazon and Fueling Vendor are referred to herein individually as a “Party” and collectively as the “Parties”), is effective as of the date of signature by the last signing party (“Effective Date”).
Second Amended and Restated Exchange Agreement by and among EZFill Holdings, Inc., all of the Shareholders of NextNRG Holding Corp. (formerly known as Next Charging LLC) and Michael Farkas as the Shareholders’ RepresentativeExchange Agreement • June 14th, 2024 • EzFill Holdings Inc • Retail-auto dealers & gasoline stations • Delaware
This Second Amended and Restated Exchange Agreement (this “Agreement”) is entered into as of the date first set forth above (the “Effective Date”) by and between (i) EZFill Holdings, Inc., a Delaware corporation (the “Company”); (ii) all of the shareholders of NextNRG Holding Corp., a Nevada corporation (“NextNRG”) as set forth on the signature pages hereof (the “Shareholders”); and (iii) Michael Farkas as the representative of the Shareholders (the “Shareholders’s Representative”). Each of the Company, the Shareholders and the Shareholders’ Representative may be referred to herein collectively as the “Parties” and separately as a “Party”.
Power Purchase Agreement Sunnyside nursing and post-acute care center, torrance, ca solar + BESS MicrogridSolar Power Purchase Agreement • November 20th, 2025 • Nextnrg, Inc. • Retail-auto dealers & gasoline stations • California
This Solar Power Purchase Agreement (this “Agreement”) is entered into by the parties listed below (each a “Party” and collectively the “Parties”) as of the date signed by Seller below (the “Effective Date”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • November 20th, 2024 • EzFill Holdings Inc • Retail-auto dealers & gasoline stations
THIS ASSET PURCHASE AGREEMENT is made and effective as of November 18th, 2024, by and among EZFill Holdings, Inc., a Delaware Corporation (“Buyer”), and Yoshi, Inc., a Delaware Corporation (“Seller”).
ADVISORY AGREEMENTAdvisory Agreement • August 13th, 2025 • Nextnrg, Inc. • Retail-auto dealers & gasoline stations • Florida
THIS ADVISORY AGREEMENT (the “Agreement”) is made this 8th day of August, 2025 (the “Effective Date”) by and between NEXTNRG INC. a Delaware corporation (the “Company” or “NextNRG”), with its principal place of business located at 57 NW 183rd St. Miami Fl. 33169 and Buckingham Consultants, LLC and Michael Weisz (together the “Advisor”), with an address of 234 Briarwood Xing, Lawrence, NY 11559.
MUTUAL NON-SOLICITATION AND NON-INTERFERENCE AGREEMENTMutual Non-Solicitation and Non-Interference Agreement • March 3rd, 2022 • EzFill Holdings Inc • Retail-auto dealers & gasoline stations • Florida
This Mutual Non-Solicitation and Non-Interference Agreement (“Non-Solicitation Agreement”) is entered into to be effective as of the _________ day of _______________, 2022 (“Effective Date”), between Palmdale Oil Company, Inc., a Florida corporation (hereinafter referred to as “Palmdale”) and EzFill Holdings, Inc., a Delaware corporation (hereinafter referred to as “EzFill”). Palmdale and EzFill shall sometimes be referred to individually as a “Party” or collectively referred to as “Parties.”
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 9th, 2025 • Nextnrg, Inc. • Retail-auto dealers & gasoline stations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September 8, 2025, between NextNRG, Inc., a Delaware corporation and includes any successor Company thereto (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and permitted assigns, a “Purchaser” and collectively, the “Purchasers”).
GUARANTYGuaranty • September 9th, 2025 • Nextnrg, Inc. • Retail-auto dealers & gasoline stations • New York
AMENDMENT TO CONSULTING SERVICES AGREEMENTConsulting Services Agreement • May 18th, 2023 • EzFill Holdings Inc • Retail-auto dealers & gasoline stations
This AMENDMENT (the “Amendment”), dated as of May 15, 2023, (the “Amendment Effective Date”) is entered into by and between Mountain Views Strategy Ltd., having an address at 435 Ch. Du Refuge, Lac Superior, QC J0T 1P0 (“Consultant”) and EzFill Holdings, Inc., having an address at 2999 NE 191st St., Ste 500, Aventura, Florida 33180 (“Client”) to amend the agreement entered into by the Parties on February 15th, 2023 (the “Agreement”). MVS and EzFill may hereinafter be referred to individually as a Party and collectively as the Parties.
Stock Purchase Agreement Dated as of June 16, 2026Stock Purchase Agreement • June 18th, 2026 • Nextnrg, Inc. • Retail-auto dealers & gasoline stations • Florida
This Stock Purchase Agreement (together with the exhibits and other attachments hereto, this “Agreement”) is entered into as of the date first set forth above (the “Closing Date”) by and between (i) NextNRG, Inc., a Delaware corporation (the “Company”) and (ii) Michael D. Farkas an individual (“Buyer”). Each of the Company and Buyer may be referred to herein collectively as the “Parties” and separately as a “Party.”
STOCK PURCHASE AGREEMENTStock Purchase Agreement • June 20th, 2025 • Nextnrg, Inc. • Retail-auto dealers & gasoline stations • New York
This Stock Purchase Agreement (this “Agreement”) is dated as of June 20, 2025 between NextNRG, Inc., a Delaware corporation (the “Company”), and Agile Capital Funding, LLC a limited liability company (the “Buyer”). The Company and the Buyer may also be referred to as a “Party” and together as the “Parties”.
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • June 1st, 2021 • EzFill Holdings Inc • Retail-auto dealers & gasoline stations • Florida
This Asset Purchase Agreement (this “Agreement”), dated as of February 2020, is entered into between Neighborhood Fuel, Inc., a Delaware corporation (“Seller”) and Neighborhood Fuel Holdings, LLC., a Nevada limited liability Company (“Buyer”) and solely for purposes of Section 1.04 hereof, EzFill Holdings, Inc. (the “Company”).