Irrevocable Proxy and Power of Attorney Sample Contracts

IRREVOCABLE PROXY AND POWER OF ATTORNEY

Irrevocable Proxy and Power of Attorney • October 1st, 2021 • ACON S2 Acquisition Corp. • Miscellaneous electrical machinery, equipment & supplies • Delaware

• Contract Type
  Irrevocable Proxy and Power of Attorney
• Filed
  October 1st, 2021
• Company
  ACON S2 Acquisition Corp.
• Industry
  Miscellaneous electrical machinery, equipment & supplies
• Jurisdiction
  Delaware

This IRREVOCABLE PROXY AND POWER OF ATTORNEY (this “Proxy Agreement”) is entered into as of September 30, 2021, by and among SB Energy Global Holdings One Ltd. (“SoftBank”), ACON S2 Acquisition Corp. (the “Company”), ESS Tech, Inc. (“ESS”), and the Secretary of the Company (the “Proxyholder”). Each of SoftBank, ESS, the Proxyholder and the Company may hereinafter be referred to as a “Party” and collectively as the “Parties.” SoftBank and its respective affiliates are collectively referred to herein as “SoftBank.” The Proxyholder shall initially be Amir Moftakhar. Capitalized terms not otherwise defined herein shall have the meaning set forth in the Letter Agreement (as defined below).