0001193125-10-259068 Sample Contracts

SALE AND PURCHASE AGREEMENT
Certain Sale and Purchase Agreement • November 12th, 2010 • Tesla Motors Inc • Motor vehicles & passenger car bodies • California

THIS SALE AND PURCHASE AGREEMENT (the “Agreement”) is made as of the 13th day of August, 2010 (the “Effective Date”), between TESLA MOTORS, INC., (“TESLA”), a Delaware corporation, with its principal office located at 3500 Deer Creek Road, Palo Alto, California 94304 and NEW UNITED MOTOR MANUFACTURING, INC., a California corporation, with its place of business at 45500 Fremont Blvd., Fremont, California 94538 (“NUMMI”).

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ADDENDUM NO. 1 to the SALE AND PURCHASE AGREEMENT
Sale and Purchase Agreement • November 12th, 2010 • Tesla Motors Inc • Motor vehicles & passenger car bodies

THIS ADDENDUM NO. 1 (“Addendum No. 1”) to the SALE AND PURCHASE AGREEMENT (“Agreement”) is made as of the 23rd day of September, 2010 (the “Addendum Effective Date”), between TESLA and NUMMI.

LOGO] CONFIDENTIAL — This document was developed at private expense and includes trade secrets and commercial or financial information, or both, that Tesla Motors, Inc. considers privileged, confidential, and exempt from disclosure under the Freedom...
Letter Agreement • November 12th, 2010 • Tesla Motors Inc • Motor vehicles & passenger car bodies

This letter (“Amendment No. 1”) amends and adds additional terms to the Letter Agreement dated May 26, 2010 under which Tesla Motors, Inc. has agreed to purchase and NUMMI has agreed to sell the NUMMI manufacturing plant and associated land in Fremont, California. Such amended and additional terms are as follows:

AMENDMENT NO. 5 TO LETTER AGREEMENT
Letter Agreement • November 12th, 2010 • Tesla Motors Inc • Motor vehicles & passenger car bodies • California

THIS AMENDMENT NO. 5 TO LETTER AGREEMENT (this “Amendment No. 5”) is made and entered into as of this 15th day of October, 2010 (the “Effective Date”) by and between New United Motor Manufacturing, Inc., a California corporation (“Seller”), and Tesla Motors, Inc., a Delaware corporation (“Buyer”).

AMENDMENT NO. 6 TO LETTER AGREEMENT
Letter Agreement • November 12th, 2010 • Tesla Motors Inc • Motor vehicles & passenger car bodies • California

THIS AMENDMENT NO. 6 TO LETTER AGREEMENT (this “Amendment No. 6”) is made and entered into as of this 19th day of October, 2010 (the “Effective Date”) by and between New United Motor Manufacturing, Inc., a California corporation (“Seller”), and Tesla Motors, Inc., a Delaware corporation (“Buyer”).

AMENDMENT NO. 4 TO LETTER AGREEMENT
Letter Agreement • November 12th, 2010 • Tesla Motors Inc • Motor vehicles & passenger car bodies • California

THIS AMENDMENT NO. 4 TO LETTER AGREEMENT (this “Amendment No. 4”) is made and entered into as of this 13th day of October, 2010 (the “Effective Date”) by and between New United Motor Manufacturing, Inc., a California corporation (“Seller”), and Tesla Motors, Inc., a Delaware corporation (“Buyer”).

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