Volcon, Inc. Sample Contracts

Common Stock Purchase Warrant Volcon, Inc.
Common Stock Purchase Warrant • September 10th, 2021 • Volcon, Inc. • Motor vehicles & passenger car bodies • New York

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 [●], 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Volcon, Inc., a Delaware corporation (the “Company”), up to [●] 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 AGREEMENT
Securities Purchase Agreement • July 12th, 2024 • Volcon, Inc. • Motor vehicles & passenger car bodies • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of July 11, 2024, between Volcon, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (including their respective successors and assigns, each a “Purchaser” and collectively, the “Purchasers”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • May 22nd, 2023 • Volcon, Inc. • Motor vehicles & passenger car bodies

This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and each Purchaser (the "Purchase Agreement").

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • May 20th, 2024 • Volcon, Inc. • Motor vehicles & passenger car bodies • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of May 20, 2024, between Volcon, 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”)).

Contract
Purchase Warrant Agreement • November 8th, 2023 • Volcon, Inc. • Motor vehicles & passenger car bodies • New York

THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING [●], 2023 (THE ”EFFECTIVE DATE”) TO ANYONE OTHER THAN (I) AEGIS CAPITAL CORP. OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING FOR WHICH THIS PURCHASE WARRANT WAS ISSUED TO THE UNDERWRITER AS CONSIDERATION (THE ”OFFERING”), OR (II) A BONA FIDE OFFICER OR PARTNER OF AEGIS CAPITAL CORP.

Underwriting Agreement
Underwriting Agreement • November 20th, 2023 • Volcon, Inc. • Motor vehicles & passenger car bodies • New York

Volcon, Inc., a Delaware corporation (the “Company”), agrees, subject to the terms and conditions in this agreement (this “Agreement”), to issue and sell to Aegis Capital Corp. (the “Underwriter”) (i) an aggregate of 42,857,142 common units (“Common Units”), each consisting of one share of common stock (the “Firm Shares”), par value $0.00001 per share, of the Company (the “Common Stock”), 0.35 of a series A warrant to purchase one share of Common Stock (“Series A Warrants”) and 0.35 of a series B warrant (“Series B Warrants”) to purchase one share of Common Stock (collectively, the “Warrants”) and/or (ii) an aggregate of 42,857,142 pre-funded units (“Pre-funded Units”) consisting of one pre-funded warrant to purchase one share of Common Stock (the “Pre-funded Warrants”), 0.35 of a Series A Warrant and 0.35 of a Series B Warrant. The Common Units and Pre-funded Units to be sold by the Company to the Underwriter are called the “Firm Securities.” At the option of the Underwriter, the Comp

WARRANT AGENT AGREEMENT
Warrant Agent Agreement • November 8th, 2023 • Volcon, Inc. • Motor vehicles & passenger car bodies

THIS WARRANT AGENT AGREEMENT (this “Warrant Agreement”) dated as of November [•], 2023, is between Volcon, Inc., a Delaware corporation (the “Company”), and Computershare Inc., a Delaware corporation (“Computershare”), and its affiliate, Computershare Trust Company, N.A., a federally chartered trust company (collectively with Computershare, the “Warrant Agent”).

COMMON STOCK PURCHASE WARRANT VOLCON, INC.
Common Stock Agreement • May 20th, 2024 • Volcon, Inc. • Motor vehicles & passenger car 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 on or after the six month anniversary of the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on November [•], 2029[1] (the “Termination Date”) but not thereafter, to subscribe for and purchase from Volcon, Inc., a Delaware corporation (the “Company”), up to [•] 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).

PRE-FUNDED WARRANT TO PURCHASE COMMON STOCK VOLCON, INC.
Pre-Funded Warrant Agreement • October 16th, 2024 • Volcon, Inc. • Motor vehicles & passenger car bodies • New York

THIS PRE-FUNDED WARRANT TO PURCHASE COMMON STOCK (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 until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Volcon, Inc., a Delaware corporation (the “Company”), up to _________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one (1) share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

Underwriting Agreement
Underwriting Agreement • October 8th, 2021 • Volcon, Inc. • Motor vehicles & passenger car bodies • New York

Aegis Capital Corp. As Representative of the several Underwriters named in Schedule I hereto c/o Aegis Capital Corp. 810 7th Avenue, 18th Floor New York, NY 10019

Underwriting Agreement
Underwriting Agreement • April 28th, 2022 • Volcon, Inc. • Motor vehicles & passenger car bodies • New York

Volcon, Inc., a Delaware corporation (the “Company”), agrees, subject to the terms and conditions in this agreement (this “Agreement”), to issue and sell to Aegis Capital Corp. (the “Underwriter”) an aggregate of 6,666,667 shares of common stock (the “ Firm Shares”), par value $0.00001 per share, of the Company (the “Common Stock”). At the option of the Underwriter, the Company agrees, subject to the terms and conditions herein, to issue and sell up to an aggregate of 1,000,000 additional shares of Common Stock representing fifteen percent (15.0%) of the Firm Shares sold in the offering (the “Option Shares”). The Firm Shares and the Option Shares are herein referred to collectively as the “Shares”. The number of Shares to be purchased by the Underwriter is set forth opposite its name in Schedule I hereto.

PERSONAL AND CONFIDENTIAL
Placement Agent Agreement • July 12th, 2024 • Volcon, Inc. • Motor vehicles & passenger car bodies • New York

The purpose of this placement agent agreement is to outline our agreement pursuant to which Aegis Capital Corp. (“Aegis”) will act as the placement agent on a “best efforts” basis in connection with the proposed Registered Direct Shelf Takedown (the “Placement”) by Volcon, Inc. (collectively, with its subsidiaries and affiliates, the “Company”) of its shares of Common Stock (the “Securities”). This placement agent agreement sets forth certain conditions and assumptions upon which the Placement is premised. The Company expressly acknowledges and agrees that Aegis’s obligations hereunder are on a reasonable “best efforts” basis only and that the execution of this Agreement does not constitute a commitment by Aegis to purchase the Securities and does not ensure the successful placement of the Securities or any portion thereof or the success of Aegis with respect to securing any other financing on behalf of the Company. The Company confirms that entry into this placement agent agreement an

AEGIS CAPITAL CORP.
Placement Agent Agreement • May 22nd, 2023 • Volcon, Inc. • Motor vehicles & passenger car bodies • New York

The purpose of this engagement letter is to outline our agreement pursuant to which Aegis Capital Corp. (“Aegis”) will act as the lead placement agent on a “best efforts” basis in connection with the proposed private placement (the “Placement”) by Volcon, Inc. (collectively, with its subsidiaries and affiliates, the “Company”) of Convertible Debt (the “Securities”). This engagement letter sets forth certain conditions and assumptions upon which the Placement is premised. The Company confirms that entry into this Agreement and completion of the Placement with Aegis will not breach or otherwise violate the Company’s obligations to any other investment bank. Each of Aegis and the Company are referred to herein as a “Party” and collectively as the “Parties.”

FORM OF AMENDED AND RESTATED WARRANT]
Warrant Agreement • May 22nd, 2023 • Volcon, Inc. • Motor vehicles & passenger car 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 on or after the date hereof (the "Initial Exercise Date") and on or prior to 5:00 p.m. (New York City time) on August 24, 2027 (the "Termination Date") but not thereafter, to subscribe for and purchase from Volcon, Inc., a Delaware corporation (the "Company"), up to [•] shares1 (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).

SERIES A][SERIES B] COMMON SHARE PURCHASE WARRANT VOLCON, INC.
Common Share Purchase Warrant • November 8th, 2023 • Volcon, Inc. • Motor vehicles & passenger car bodies • New York

THIS [SERIES A][SERIES B] COMMON SHARE 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 [●], 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Volcon, Inc., a Delaware corporation (the “Company”), up to [●] Common Shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Common Share 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 (“DTC”) shall initially be the sole registered holder of this Warrant, subject to a Holder’s right to elect to receive

FORM OF SENIOR CONVERTIBLE NOTE]
Senior Convertible Note • May 22nd, 2023 • Volcon, Inc. • Motor vehicles & passenger car bodies • New York

THIS NOTE HAS BEEN ISSUED WITH ORIGINAL ISSUE DISCOUNT ("OID"). PURSUANT TO TREASURY REGULATION §1.1275-3(b)(1), [•], A REPRESENTATIVE OF THE COMPANY HEREOF WILL, BEGINNING TEN DAYS AFTER THE ISSUANCE DATE OF THIS NOTE, PROMPTLY MAKE AVAILABLE TO THE HOLDER UPON REQUEST THE INFORMATION DESCRIBED IN TREASURY REGULATION §1.1275-3(b)(1)(i). [•] MAY BE REACHED AT TELEPHONE NUMBER [•].

UNDERWRITING AGREEMENT February 5, 2025
Underwriting Agreement • February 6th, 2025 • Volcon, Inc. • Motor vehicles & passenger car bodies • New York

Volcon, Inc., a Delaware corporation (the “Company”), agrees, subject to the terms and conditions in this agreement (this “Agreement”), to issue and sell to Aegis Capital Corp. (the “Underwriter”) an aggregate of 6,000,000 of the Company’s units (each, a “Closing Unit”), with each Closing Unit consisting of either: (A) one (1) share of Common Stock, $0.00001 par value per share of the Company (the “Common Stock”) and one (1) warrant to purchase one (1) share of Common Stock at a per Share exercise price of $2.00 (representing 100.0% of the per Closing Common Unit (as defined below) offering price attributed to the value of the shares of Common Stock included in the Closing Common Unit) (each, a “Closing Common Unit”); or (B) one (1) pre-funded warrant (each, a “Pre-funded Warrant”) to purchase one (1) share of Common Stock at an exercise price of $0.00001 and one (1) warrant to purchase one (1) share of Common Stock at a per-Share exercise price of $2.00 (representing 100.0% of the per

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • March 23rd, 2026 • Empery Digital Inc. • Motor vehicles & passenger car bodies • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of March 23, 2026, between Empery Digital Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (including their respective successors and assigns, each a “Purchaser” and collectively, the “Purchasers”).

EMPLOYMENT AGREEMENT
Employment Agreement • July 17th, 2025 • Volcon, Inc. • Motor vehicles & passenger car bodies • Texas

This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of July 17, 2025 (the “Effective Date”), by and between Volcon, Inc., a Delaware corporation (the “Company”) having its principal place of business at 3121 Eagles Nest Street, Suite 120, Round Rock, TX 78665, and Timothy Silver (“Executive”), and the Company and the Executive collectively referred to herein as the “Parties”) having his office at such location of his choosing.

EMPLOYMENT AGREEMENT
Employment Agreement • September 10th, 2021 • Volcon, Inc. • Motor vehicles & passenger car bodies • Texas

This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into a of June 7, 2021 (the “Effective Date”), by and between Volcon, Inc., a Delaware corporation (the “Company”) having its principal place of business at 2590 Oakmont Drive, Suite 520, Round Rock, TX 78665, and Greg Endo (“Executive”, and the Company and the Executive collectively referred to herein as the “Parties”).

FORM OF SENIOR NOTE]
Senior Note • May 20th, 2024 • Volcon, Inc. • Motor vehicles & passenger car bodies • New York

THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT WITH A REGISTERED BROKER-DEALER OR OTHER LOAN WITH A FINANCIAL INSTITUTION THAT IS AN “ACCREDITED INVESTOR” AS DEFINED IN RULE 501(a) UNDER THE SECURITIES ACT OR OTHER LOAN SECURED BY SUCH SECURITIES. ANY TRANSFEREE OF THIS NOTE SHOULD CAREFULLY REVIEW THE TERMS OF THIS NOTE, INCLUDING SECTIONS 3(c)(iii) AND 18(a) HEREOF. THE PRINCIPAL AMOUNT REPRESENTED BY THIS NOTE

COMMON STOCK PURCHASE WARRANT VOLCON, INC.
Common Stock Purchase Warrant • July 17th, 2025 • Volcon, Inc. • Motor vehicles & passenger car bodies • New York

THIS WARRANT TO PURCHASE COMMON STOCK (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 Initial Exercise Date (as identified on the cover page hereof, the “Initial Exercise Date”) and prior to 5:00 p.m. (New York time) on the date that is ten (10) years following the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Volcon, Inc., a Delaware corporation (the “Company”), up to 25,000 shares of Common Stock, $0.00001 par value 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).

Indemnification AND ADVANCEMENT Agreement
Indemnification Agreement • September 12th, 2023 • Volcon, Inc. • Motor vehicles & passenger car bodies • Delaware

This Indemnification Agreement (this “Agreement”) is made as of September 6, 2023, by and between Volcon, Inc., a Delaware corporation (the “Company”), and ________ (“Indemnitee”). Capitalized terms used but not otherwise defined herein have the meanings set forth in Section 12.

VOLCON, INC. Common Stock (par value $0.00001 per share) At-The-Market Issuance Sales Agreement
At-the-Market Issuance Sales Agreement • October 18th, 2024 • Volcon, Inc. • Motor vehicles & passenger car bodies • New York
SECURITY AGREEMENT
Security Agreement • September 27th, 2023 • Volcon, Inc. • Motor vehicles & passenger car bodies • New York

This SECURITY AGREEMENT, dated as of September 22, 2023 (as amended, amended and restated, supplemented or otherwise modified from time to time in accordance with the provisions hereof, this "Agreement") made by and among Volcon, Inc., Delaware corporation (the "Borrower"), Volcon ePowersports, LLC, a Delaware limited liability company (“Volcon Delaware”) and Volcon ePowersports, LLC, a Colorado limited liability company (“Volcon Colorado” and, together with Volcon Delaware, the "Original Guarantors") or from time to time party hereto by execution of a joinder agreement (the "Additional Guarantors", and together with the Original Guarantors, the "Guarantors"), as grantors, pledgors, assignors and debtors (the Borrower, together with the Guarantors, in such capacities and together with any successors in such capacities, the "Grantors", and each, a "Grantor"), in favor of Empery Tax Efficient, LP, in its capacity as collateral agent with respect to the Notes (as hereinafter defined), as

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • July 17th, 2025 • Volcon, Inc. • Motor vehicles & passenger car bodies • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of July 17, 2025, between VOLCON, 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”).

AMENDED AND RESTATED WARRANT
Warrant Agreement • November 20th, 2023 • Volcon, Inc. • Motor vehicles & passenger car 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 on or after the date hereof (the "Initial Exercise Date") and on or prior to 5:00 p.m. (New York City time) on August 24, 2027 (the "Termination Date") but not thereafter, to subscribe for and purchase from Volcon, Inc., a Delaware corporation (the "Company"), up to [●] 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).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • July 17th, 2025 • Volcon, Inc. • Motor vehicles & passenger car bodies • New York

This Agreement is made in connection with: (a) that certain securities purchase agreement, dated as of the date hereof, among the Company and each purchaser identified on the signature pages thereto, pursuant to which such purchasers will be issued securities of the Company in exchange for consideration in the form of cash pursuant to the terms thereof (the “Cash Purchase Agreement”); and (b) that certain securities purchase agreement, dated as of the date hereof, among the Company and the purchasers identified on the signature pages thereto, pursuant to which such purchasers will be issued securities of the Company in exchange for consideration in the form of Bitcoin pursuant to the terms thereof (the “BTC Purchase Agreement” and, together with the Cash Purchase Agreement, the “Purchase Agreements”).

COMMON STOCK PURCHASE WARRANT VOLCON, INC.
Warrant Agreement • July 17th, 2025 • Volcon, Inc. • Motor vehicles & passenger car bodies • New York

THIS WARRANT TO PURCHASE COMMON STOCK (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 Initial Exercise Date (as identified on the cover page hereof, the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York time) on the date that is ten (10) years following the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Volcon, Inc., a Delaware corporation (the “Company”), up to [ ][1] shares of Common Stock, $0.00001 par value per share, of the Company (the “Warrant Shares”), as subject to adjustment hereunder. Notwithstanding anything to the contrary contained herein, the Holder may only exercise this Warrant for the portion of this Warrant that has vested at the time of exercise. This Warrant, and the Warrant Shares issuable upon exercise thereof, will ves

COMMON STOCK PURCHASE WARRANT VOLCON, inc.
Common Stock Purchase Warrant • October 16th, 2023 • Volcon, Inc. • Motor vehicles & passenger car bodies • Texas

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Avessa Michigan, (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 set forth above and subject to the last sentence of this paragraph (the “Initial Exercise Date”) and on or prior to the close of business on the five-year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Volcon, Inc., a Delaware corporation (the “Company”), up to 2,000,000 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). This Warrant shall vest in two (2) equal installments: 50% of the Warrant Shares shall vest on the date hereof, and 50% of the Warrant Shares shall vest 45 days from the dat

EMPLOYMENT AGREEMENT
Employment Agreement • February 5th, 2024 • Volcon, Inc. • Motor vehicles & passenger car bodies • Texas

This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of January 30, 2024 with an employment date of February 3, 2024 (such employment date, the “Effective Date”), by and between Volcon, Inc., a Delaware corporation (the “Company”) having its principal place of business at 3121 Eagles Nest Street, Suite 120, Round Rock, TX 78665, and John Kim (“Executive”, and the Company and the Executive collectively referred to herein as the “Parties”) having his office at such location of his choosing.

VOLCON CONSULTING AGREEMENT
Consulting Agreement • September 10th, 2021 • Volcon, Inc. • Motor vehicles & passenger car bodies • Texas

THIS CONSULTING AGREEMENT (this “Agreement”) is made and entered into as of AUGUST 28, 2020, between VOLCON, INC., a Delaware corporation, having its principal place of business at 3267 Bee Caves Road, 107-322, Austin, TX 78746 (the “Company”), and PINK POSSUM, LLC., with an address at 3267 Bee Caves Road Suite 107-247, Austin, TX 78746 (“Consultant”).

SECURITIES PURCHASE AND EXCHANGE AGREEMENT
Securities Purchase and Exchange Agreement • May 25th, 2023 • Volcon, Inc. • Motor vehicles & passenger car bodies • New York

This Securities Purchase and Exchange Agreement (this "Agreement") is dated as of May 19, 2023, between Volcon, 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")).

AMENDED AND RESTATED SUPPLIER AGREEMENT
Supplier Agreement • April 30th, 2025 • Volcon, Inc. • Motor vehicles & passenger car bodies • Texas

This Amended and Restated Supplier Agreement (this “Agreement”) effective as of April 24, 2025 (“Effective Date”) is between Venom-EV, a Wisconsin S Corporation with offices at 251 8th Street Monroe WI 53566 (“Buyer”), and Volcon, Inc., a Delaware C corporation with offices at 3121 Eagles Nest Street Suite 120. Round Rock, TX 78665 (“Supplier,” and together with Buyer, the “Parties,” and each, a “Party”). This Agreement amends and restates the Supplier Agreement dated February 25, 2025 between Buyer and Supplier (the “Original Agreement”).

VOLCON, INC. Amendment No. 1 to the At-The-Market Issuance Sales Agreement
At-the-Market Issuance Sales Agreement • July 17th, 2025 • Volcon, Inc. • Motor vehicles & passenger car bodies • New York