XPENG INC. FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • August 21st, 2020 • Xpeng Inc. • Motor vehicles & passenger car bodies • New York
This Indemnification Agreement (the “Agreement”) is entered into as of by and between XPeng Inc., a Cayman Islands company (the “Company”) and the undersigned, a [director/officer] of the Company (“Indemnitee”).
Exclusive Option Agreement Between Guangzhou Kuntu Technology Co., Ltd. And Guangzhou Xiaopeng Motors Technology Co., Ltd. And Guangzhou Xintu Technology Co., Ltd. In relation to Guangzhou Xintu Technology Co., Ltd. August 12, 2021Exclusive Option Agreement • April 28th, 2022 • Xpeng Inc. • Motor vehicles & passenger car bodies
Loan Agreement Between Xia Heng, He Tao And Guangzhou Xiaopeng Motors Technology Co., Ltd. September 6, 2021Loan Agreement • April 28th, 2022 • Xpeng Inc. • Motor vehicles & passenger car bodies
Equity Interest Pledge Agreement Between Xiaopeng Automobile Sales Co., Ltd. And Zheng Yeqing And Guangzhou Xuetao Enterprise Management Co., Ltd. And Guangdong Intelligent Insurance Agency Co., Ltd. In relation to Guangdong Intelligent Insurance...Interest Pledge Agreement • April 17th, 2024 • Xpeng Inc. • Motor vehicles & passenger car bodies
Registered address: Room 1262, No.2 Liangma 1st Street, Xiaowu Village, Dongchong Town, Nansha District, Guangzhou (for office only)
XPENG INC. 85,000,000 Class A Ordinary Shares (US$0.00001 par value per Class A ordinary share) INTERNATIONAL UNDERWRITING AGREEMENTInternational Underwriting Agreement • June 25th, 2021 • Xpeng Inc. • Motor vehicles & passenger car bodies • New York
XPeng, Inc., an exempted company incorporated in the Cayman Islands (the “Company”), proposes to issue and sell to the several international underwriters set forth in Schedule I-B (the “International Underwriters”), or to purchasers procured by the International Underwriters, Class A ordinary shares of US$0.00001 par value per share (the “Shares”) to be listed on The Stock Exchange of Hong Kong Limited (the “SEHK”) and traded in Hong Kong dollars. The Company proposes to initially issue and sell to the International Underwriters or to the purchasers procured by the International Underwriters an aggregate of 80,750,000 Shares (the “Firm Shares”) (subject to any reallocation by the Joint Representatives of the Offer Shares between the International Offering and the Hong Kong Public Offering and subject to adjustment in accordance with Section 9). In addition, the Company proposes to grant to the International Underwriters an option to purchase themselves or through their respective affil
Equity Interest Pledge Agreement Between Xia Heng, He Tao And Guangzhou Xiaopeng Motors Technology Co., Ltd. And Guangzhou Zhipeng Internet of Vehicle Technology Co., Ltd. In relation to Guangzhou Zhipeng Internet of Vehicle Technology Co., Ltd....Equity Interest Pledge Agreement • April 28th, 2022 • Xpeng Inc. • Motor vehicles & passenger car bodies
Power of Attorney Between He Xiaopeng, Xia Heng And Guangzhou Xiaopeng Zhihui Chuxing Technology Co., Ltd. And Guangzhou Yidian Zhihui Chuxing Technology Co., Ltd. In relation to Guangzhou Yidian Zhihui Chuxing Technology Co., Ltd. May 28, 2018Xpeng Inc. • August 11th, 2020 • Motor vehicles & passenger car bodies
XPeng Inc. CLASS A ORDINARY SHARES, PAR VALUE US$0.00001 PER SHARE in the Form of American Depositary Shares Underwriting AgreementXpeng Inc. • August 21st, 2020 • Motor vehicles & passenger car bodies • New York
XPeng Inc., an exempted company incorporated in the Cayman Islands (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [ ● ] Class A ordinary shares, par value US$0.00001 per share, of the Company (“Class A Ordinary Shares” and, collectively with the Class B ordinary shares, par value $0.00001 per share, of the Company, the “Ordinary Shares”), in the form of [ ● ] American Depositary Shares (“American Depositary Shares” or “ADSs”). The aggregate of [ ● ] ADSs to be sold by the Company is hereinafter referred to as the Underwritten Shares. In addition, the Company proposes to issue and sell, at the option of the Underwriters, up to an additional [ ● ] Class A Ordinary Shares in the form of [ ● ] ADSs of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”.
ContractXpeng Inc. • August 11th, 2020 • Motor vehicles & passenger car bodies
Certain information in this document identified by brackets has been omitted because it is both not material and would be competitively harmful if publicly disclosed.
Supplemental Agreement in Relation to Guangzhou Yidian Zhihui Chuxing Technology Co., Ltd.Supplemental Agreement • June 1st, 2021 • Xpeng Inc. • Motor vehicles & passenger car bodies
This Supplemental Agreement in relation to Guangzhou Yidian Zhihui Chuxing Technology Co., Ltd. (hereinafter referred to as the “Agreement”) was entered into on the 20th day of April, 2021 in the People’s Republic of China (“PRC”) among the following parties:
Exclusive Service Agreement Between Guangzhou Zhipeng Internet of Vehicle Technology Co., Ltd And Guangzhou Xiaopeng Motors Technology Co., Ltd. September 6, 2021Exclusive Service Agreement • April 28th, 2022 • Xpeng Inc. • Motor vehicles & passenger car bodies
Whereas, Party A is a limited liability company established in Guangzhou and validly existing according to law, the business scope of which is “computer technology development, technical services; car leasing; computer technology transfer services; road cargo transportation agency; logistics agency services; software wholesale; software retail; software development; software services; software testing services; software technology promotion services; data processing and storage services; design of data processing and storage product; corporate management services (except for the business projects subject to license); corporate management consulting services; marketing planning services; conference and exhibition services; advertising industry; online goods sales (except the goods subject to license and approval); online goods retail (except the goods subject to license and approval); computer network system engineering services; network technology research and development; network info
Exclusive Service Agreement Between Guangzhou Yidian Zhihui Chuxing Technology Co., Ltd. And Guangzhou Xiaopeng Zhihui Chuxing Technology Co., Ltd. May 28, 2018Exclusive Service Agreement • August 7th, 2020 • Xpeng Inc. • Motor vehicles & passenger car bodies
Whereas, Party A is a limited liability company established in Guangzhou and validly existing according to law, the business scope of which is “computer technology development, technical services; car leasing; computer technology transfer services; road cargo transportation agency; logistics agency services; software wholesale; software retail; software development; software services; software testing services; software technology promotion services; data processing and storage services; design of data processing and storage product; corporate management services (except for the business projects subject to license); corporate management consulting services; marketing planning services; conference and exhibition services; advertising industry; online goods sales (except the goods subject to license and approval); online goods retail (except the goods subject to license and approval); computer network system engineering services; network technology research and development; network info
Amendment to the Loan AgreementLoan Agreement • August 7th, 2020 • Xpeng Inc. • Motor vehicles & passenger car bodies
Party A, Party B, and Party C, based on the principles of quality and mutual benefits, enter into this Amendment at their free will through consultation, and make the following amendments to the Loan Agreement signed concerning XPeng smart electric vehicle project (the “Project”) between Party A and Party B on May 27, 2017:
AGREEMENT FOR THE SALE AND PURCHASE OF SHARES IN DOGOTIX INC.Agreement • April 17th, 2024 • Xpeng Inc. • Motor vehicles & passenger car bodies • Hong Kong
ContractXpeng Inc. • August 11th, 2020 • Motor vehicles & passenger car bodies
Certain information in this document identified by brackets has been omitted because it is both not material and would be competitively harmful if publicly disclosed.
XPENG INC. [●] AMERICAN DEPOSITARY SHARES REPRESENTING [●] CLASS A ORDINARY SHARES, PAR VALUE US$0.00001 PER SHARE UNDERWRITING AGREEMENTXpeng Inc. • December 7th, 2020 • Motor vehicles & passenger car bodies • New York
XPeng Inc., an exempted company incorporated in the Cayman Islands (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [●] Class A ordinary shares, par value US$0.00001 per share, of the Company (“Class A Ordinary Shares” and, collectively with the Class B ordinary shares, par value US$0.00001 per share, and Class C ordinary shares, par value US$0.00001 per share, of the Company, the “Ordinary Shares”), in the form of [●] American Depositary Shares (“American Depositary Shares” or “ADSs”). The aggregate of [●] ADSs to be sold by the Company is hereinafter referred to as the “Underwritten Shares”. In addition, the Company proposes to issue and sell, at the option of the Underwriters, up to an additional [●] Class A Ordinary Shares in the form of [●] ADSs of the Company (the “Option Shares”). The Underwritten Shares and the Option Share
Guangzhou Chengxing Zhidong Automotive Technology Co., Ltd. Capital Increase Agreement By and among Guangzhou Chengxing Zhidong Automotive Technology Co., Ltd. and Guangdong Xiaopeng Motors Technology Co., Ltd. and Guangdong Xiaopeng Motors Industry...Capital Increase Agreement • April 16th, 2021 • Xpeng Inc. • Motor vehicles & passenger car bodies
Whereas, as of the Execution Date, the registered capital of the Company is RMB3,222,800,000 and the shareholders of the Company are Guangdong Xiaopeng and Xiaopeng Industry Holding, both of which hold 100% equity;
Exclusive Service Agreement Between Guangdong Intelligent Insurance Agency Co., Ltd. And Xiaopeng Automobile Sales Co., Ltd. January 31, 2024Exclusive Service Agreement • April 17th, 2024 • Xpeng Inc. • Motor vehicles & passenger car bodies
Registered address: Room 108, No. 8 Songgang Street, Cen Village, Changxing Avenue, Tianhe District, Guangzhou (for office only, not for factory)
Power of Attorney Between Xia Heng, He Tao And Guangzhou Xiaopeng Motors Technology Co., Ltd. And Guangzhou Zhipeng Internet of Vehicle Technology Co., Ltd. In relation to Guangzhou Zhipeng Internet of Vehicle Technology Co., Ltd. September 6, 2021Xpeng Inc. • April 28th, 2022 • Motor vehicles & passenger car bodies
BY AND AMONG XPENG INC. VOLKSWAGEN (CHINA) INVESTMENT CO., LTD. AND VOLKSWAGEN FINANCE LUXEMBURG S.A. Dated as of July 26, 2023 INVESTOR RIGHTS AGREEMENTXpeng Inc. • April 17th, 2024 • Motor vehicles & passenger car bodies • New York
This INVESTOR RIGHTS AGREEMENT dated as of July 26, 2023 (as may be amended, supplemented, modified or varied from time to time in accordance with the terms herein, this “Agreement”) is entered into by and among XPENG INC., an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Company”), VOLKSWAGEN (CHINA) INVESTMENT CO., LTD. (大众汽车（中国）投资有限公司), a company established with limited liability under the laws of the PRC (the “Investor”) and VOLKSWAGEN FINANCE LUXEMBURG S.A., a company incorporated under the laws of Luxembourg (the “Investor Nominee”, together with the Company and the Investor, each a “Party” and collectively, the “Parties”).
FOURTH AMENDED AND RESTATED SHAREHOLDERS AGREEMENT OF XPENG INC. June 28, 2020Shareholders Agreement • August 7th, 2020 • Xpeng Inc. • Motor vehicles & passenger car bodies • New York
THIS FOURTH AMENDED AND RESTATED SHAREHOLDERS AGREEMENT (as may be amended, supplemented, modified or varied from time to time in accordance with the terms herein, this “Agreement”) is made and entered into as of June 28, 2020 by and among:
Power of Attorney Between He Xiaopeng, Xia Heng And Guangzhou Xiaopeng Zhihui Chuxing Technology Co., Ltd. And Guangzhou Yidian Zhihui Chuxing Technology Co., Ltd. In relation to Guangzhou Yidian Zhihui Chuxing Technology Co., Ltd. September 10, 2021Xpeng Inc. • April 28th, 2022 • Motor vehicles & passenger car bodies
Loan AgreementLoan Agreement • August 7th, 2020 • Xpeng Inc. • Motor vehicles & passenger car bodies
In order to cultivate the hundred-billion-worth industrial cluster of electric vehicles, in accordance with relevant national and local laws and ordinances, based on the Investment Agreement of XPeng Motors Electric Vehicle Project (the “Investment Agreement”) signed by the People’s Government of Zhaoqing City, Administration Committee of Zhaoqing High-Tech Industry Development Zone and Guangzhou Chengxing Zhidong Automotive Technology Co., Ltd., Party A and Party B, through friendly consultation and following the principles of equality, free will and compensation, enter into the following loan agreement concerning Party B’s investment and construction of XPeng electric vehicle project (the “Project”) in Zhaoqing High-Tech Industry Development Zone:
Power of Attorney Between Guangzhou Kuntu Technology Co., Ltd. And Guangzhou Xiaopeng Motors Technology Co., Ltd. And Guangzhou Xintu Technology Co., Ltd. In relation to Guangzhou Xintu Technology Co., Ltd. August 12, 2021Xpeng Inc. • April 28th, 2022 • Motor vehicles & passenger car bodies
Exclusive Service Agreement Between Guangzhou Zhipeng IoV Technology Co., Ltd. And Guangzhou Xiaopeng Motors Technology Co., Ltd. May 28, 2018Exclusive Service Agreement • August 7th, 2020 • Xpeng Inc. • Motor vehicles & passenger car bodies
Whereas, Party A is a limited liability company established in Guangzhou and validly existing according to law, the business scope of which is “technical research and development of vehicle engineering; new material technology transfer services; energy-saving technology transfer services; computer technology transfer services; IT consulting services; goods information consulting services; business consulting services; scientific and technological information consulting services; logistics agency service; computer network system engineering services; computer wholesale; computer parts wholesale; computer retail; computer parts retail; computer technology development, technical service; research and development of computer hardware; software wholesale; software retail; software development; software services; software technology promotion services; goods wholesale trade (except the goods subject to license and approval); online goods sales (except the goods subject to license and approva
Power of Attorney Between He Xiaopeng, Xia Heng And Guangzhou Xiaopeng Zhihui Chuxing Technology Co., Ltd. And Guangzhou Yidian Zhihui Chuxing Technology Co., Ltd. In relation to Guangzhou Yidian Zhihui Chuxing Technology Co., Ltd. May 28, 2018Xpeng Inc. • August 7th, 2020 • Motor vehicles & passenger car bodies
FIRST AMENDMENT TO SHARE PURCHASE AGREEMENTShare Purchase Agreement • April 17th, 2024 • Xpeng Inc. • Motor vehicles & passenger car bodies
This FIRST AMENDMENT TO SHARE PURCHASE AGREEMENT (this “Amendment”), dated and effective as of November 12, 2023, is entered into by and among XPeng Inc., an exempted company with limited liability incorporated under the Laws of the Cayman Islands (the “Purchaser”), DiDi Global Inc., an exempted company with limited liability incorporated under the Laws of the Cayman Islands (the “Seller”) and Da Vinci Auto Co. Limited, an exempted company with limited liability incorporated under the Laws of the Cayman Islands and a wholly owned subsidiary of the Seller (together with the Purchaser and the Seller, the “Parties”).
ContractXpeng Inc. • September 29th, 2023 • Motor vehicles & passenger car bodies
Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
Termination AgreementTermination Agreement • April 17th, 2024 • Xpeng Inc. • Motor vehicles & passenger car bodies
Registered address: Room 108, No. 8 Songgang Street, Cen Village, Changxing Avenue, Tianhe District, Guangzhou (for office only, not for factory)
Employment Contract Party A: Party B: Execution date:Xpeng Inc. • August 21st, 2020 • Motor vehicles & passenger car bodies
Party A and Party B enter into this contract according to the Labor Law of the People’s Republic of China (“Labor Law”), the Employment Contract Law of the People’s Republic of China (“Employment Contract Law”) and applicable provisions of the State, province and city, and pursuant to the principles of legality, fairness, equality, voluntariness, consensus and good faith.
Exclusive Service Agreement Between Guangzhou Yidian Zhihui Chuxing Technology Co., Ltd. And Guangzhou Xiaopeng Zhihui Chuxing Technology Co., Ltd. September 10, 2021Exclusive Service Agreement • April 28th, 2022 • Xpeng Inc. • Motor vehicles & passenger car bodies
Whereas, Party A is a limited liability company established in Guangzhou and validly existing according to law, the business scope of which is “computer technology development, technical services; car leasing; computer technology transfer services; road cargo transportation agency; logistics agency services; software wholesale; software retail; software development; software services; software testing services; software technology promotion services; data processing and storage services; design of data processing and storage product; corporate management services (except for the business projects subject to license); corporate management consulting services; marketing planning services; conference and exhibition services; advertising industry; online goods sales (except the goods subject to license and approval); online goods retail (except the goods subject to license and approval); computer network system engineering services; network technology research and development; network info
SHARE PURCHASE AGREEMENT BY AND AMONG XPENG INC. VOLKSWAGEN (CHINA) INVESTMENT CO., LTD. AND VOLKSWAGEN FINANCE LUXEMBURG S.A. Dated as of July 26, 2023Share Purchase Agreement • April 17th, 2024 • Xpeng Inc. • Motor vehicles & passenger car bodies • New York
This SHARE PURCHASE AGREEMENT dated as of July 26, 2023 (as may be amended, supplemented, modified or varied from time to time in accordance with the terms herein, this “Agreement”) is entered into by and among XPENG INC., an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Company”), VOLKSWAGEN (CHINA) INVESTMENT CO., LTD. (大众汽车（中国）投资有限公司), a company established with limited liability under the laws of the PRC (the “Investor”), and VOLKSWAGEN FINANCE LUXEMBURG S.A., a company incorporated under the laws of Luxembourg (the “Investor Nominee”, and together with the Company and the Investor, each a “Party” and collectively, the “Parties”). Capitalized terms used but not defined herein have the meanings assigned to them in Schedule 1 hereto.
ContractInvestment Agreement • April 16th, 2021 • Xpeng Inc. • Motor vehicles & passenger car bodies
Certain information in this document identified by brackets has been omitted because it is both not material and would be competitively harmful if publicly disclosed.
Cooperation Agreement Between Guangzhou GET Investment Holdings Co., Ltd. And Guangdong Xiaopeng Motors Technology Co., Ltd. Regarding The XPeng Smart EV Manufacturing Base Project September 2020Cooperation Agreement • September 28th, 2020 • Xpeng Inc. • Motor vehicles & passenger car bodies
ContractXpeng Inc. • February 29th, 2024 • Motor vehicles & passenger car bodies
Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
