AMENDED AND RESTATED WARRANT AGREEMENTWarrant Agreement • February 8th, 2022 • SES AI Corp • Miscellaneous electrical machinery, equipment & supplies • New York
THIS AMENDED AND RESTATED WARRANT AGREEMENT (this “Agreement”), dated as of February 3, 2022, is by and between Ivanhoe Capital Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (in such capacity, the “Warrant Agent”, and also referred to herein as the “Transfer Agent”).
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 8th, 2022 • SES AI Corp • Miscellaneous electrical machinery, equipment & supplies • New York
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of February 3, 2022, is made and entered into by and among SES AI Corporation, a Delaware corporation (formerly, Ivanhoe Capital Acquisition Corp.) (the “Company”), Ivanhoe Capital Sponsor LLC, a Cayman Islands exempted limited liability company (the “Sponsor”), and certain former stockholders of SES Holdings Pte. Ltd., a Singapore private company limited by shares (“Target”), set forth on Schedule 1 hereto (such stockholders, the “Target Holders” and, collectively with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 or Section 6.10 of this Agreement, the “Holders” and each, a “Holder”).
FORM OF] INDEMNITY AGREEMENTIndemnity Agreement • February 8th, 2022 • SES AI Corp • Miscellaneous electrical machinery, equipment & supplies • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [ ], 20[ ], by and between SES AI Corporation, a Delaware corporation (the “Company”), and [•] (“Indemnitee”).
CUMMINGS PROPERTIES LLC STANDARD FORM AMENDMENT TO LEASE # 3SES AI Corp • February 8th, 2022 • Miscellaneous electrical machinery, equipment & supplies
In connection with a lease in effect between Cummings Properties, LLC. LESSOR, and SolidEnergy Systems, LLC LESSEE, at 35-B Cabot Road and Roof Rack Area and 12-B and 12-C Cabot Road Woburn, Massachusetts (“premises” or “leased premises”), fully executed on March 30, 2016 (as amended and/or extended, the “lease”), and currently scheduled to terminate on August 30, 2026, unless otherwise terminated or extended as provided in the lease, and in consideration of the mutual benefits to be derived herefrom, the parties hereby agree to amend said lease, including its terms, conditions, covenants and obligations (“terms”), as follows:
SES Holdings Pte. Ltd.SES AI Corp • February 8th, 2022 • Miscellaneous electrical machinery, equipment & supplies • Massachusetts
The terms in this letter supersede all prior agreements you have entered into with SES Holdings Pte. Ltd. (the “Company”) and its subsidiaries in relation to your employment.
Plant Lease ContractPlant Lease • February 8th, 2022 • SES AI Corp • Miscellaneous electrical machinery, equipment & supplies
Whereas Party A and Party B (former name: SES (Shanghai) Co., Ltd.) entered into a Plant Lease Contract (hereinafter referred to as the “Original Contract”) with Shanghai Jiading Industrial Zone Management Committee in August 2018, stipulating that Party B shall lease the first floor of the south half, which covers an area of 6,000 m2, of Party A’s Plant No.1, which has a building area of 12,155.99 m2, located in the north of No. 1688, Yecheng Road, Jiading District, Shanghai from September 1, 2018. Now Party B is willing to lease the other north half of the plant, which covers an area of 6,078 m2 (hereinafter referred to as the “Target Plant”), and the sites located in the north and east of the Plant No.1 with an area of about 2,000 m2. Now the parties have agreed on the renewal of the Original Contract upon expiration and on the lease of the Target Plant and the sites, and signed this Contract.
CUMMINGS PROPERTIES, LLC STANDARD FORM LEASE EXTENSION # 1SES AI Corp • February 8th, 2022 • Miscellaneous electrical machinery, equipment & supplies
In connection with a lease in effect between Cummings Properties, LLC, LESSOR, and SolidEnergy Systems, LLC f/k/a SolidEnergy Systems Corp., LESSEE, at 35-B Cabot Road Woburn, Massachusetts (“premises” or “leased premises”), fully executed on March 30, 2016 (as amended and/or extended, the “lease”), and currently scheduled to terminate on August 30, 2021, unless otherwise terminated or extended as provided in the lease, and in consideration of the mutual benefits to be derived herefrom, the parties hereby agree to amend said lease, including its terms, conditions, covenants, and obligations (“terms”), as follows:
CUMMINGS PROPERTIES, LLC STANDARD FORM AMENDMENT TO LEASE # 4SES AI Corp • February 8th, 2022 • Miscellaneous electrical machinery, equipment & supplies
In connection with a lease in effect between Cummings Properties, LLC, LESSOR, and SolidEnergy Systems, LLC and SolidEnergy Systems Securities Corporation, LESSEE, at 35-B Cabot Road and Roof Rack Area and 12-B, 12-C. and 12-G Cabot Road, Woburn, Massachusetts (“premises” or “leased premises”), fully executed on March 30, 2016 (as amended and/or extended, the “lease”), and currently scheduled to terminate on August 30, 2026, unless otherwise terminated or extended as provided in the lease, and in consideration of the mutual benefits to be derived herefrom, the parties hereby agree to amend said lease, including its terms, conditions, covenants, and obligations (“terms”), as follows:
CUMMINGS PROPERTIES, LLC COMMERCIAL LEASECommercial Lease • February 8th, 2022 • SES AI Corp • Miscellaneous electrical machinery, equipment & supplies • Massachusetts
Cummings Properties, LLC (“LESSOR”) hereby leases to SolidEnergy Systems Corp, (a DE corp.), 200 West Street, Waltham, MA 02451 (LESSEE), the following premises, approximately 23,101 square feet at 35-B Cabot Road, Woburn, MA 01801 (“premises”), for a term of five years and one month commencing at noon on the Commencement Date (defined below) and currently scheduled to terminate at noon on the last day of the calendar month in which occurs the five-year, one-month anniversary of the Commencement Date unless sooner terminated or extended as herein provided. LESSOR and LESSEE new covenant and agree that the following terms, conditions, covenants, and obligations (terms’) shall govern this lease.
CUMMINGS PROPERTIES, LLC STANDARD FORM AMENDMENT TO LEASE # 2SES AI Corp • February 8th, 2022 • Miscellaneous electrical machinery, equipment & supplies
In connection with a lease in effect between Cummings Properties, LLC, LESSOR, and SolidEnergy Systems, LLC LESSEE, at 35-B Cabot Road and Roof Rack Area Woburn, Massachusetts (“premises” or “leased premises”), fully executed on March 30, 2016 (as amended and/or extended, the “lease”), and currently scheduled to terminate on August 30, 2026, unless otherwise terminated or extended as provided in the lease, and in consideration of the mutual benefits to be derived herefrom, the parties hereby agree to amend said lease, including its terms, conditions, covenants, and obligations (“terms”), as follows:
