Loan and Security Agreement, dated as of July 30, 2022, by and among Nikola Corporation, Romeo Power, Inc., and Romeo Systems, Inc

1.    Loans. The Lender will make extensions of credit to the Borrowers under this Agreement (collectively, “Loans”), and the Borrowers, jointly and severally, promise to pay the Lender the amount of all Loans and other debts, principal, interest (including capitalized interest), fees, Expenses (as defined in Section 8.2) and other amounts the Borrowers owe the Lender now or later, including but not limited to interest accruing after insolvency proceedings begin and debts, liabilities, or obligations of Borrower assigned to the Lender (collectively, “Obligations”) pursuant to the terms and conditions of this Agreement and as set forth on Schedule A. All Obligations and any other obligations owing by either or both of the Borrowers to the Lender are the joint and several obligations of the Borrowers.

2.    Security Interest. As security for all present and future Obligations and for the Borrowers’ performance of each of their duties hereunder, each Borrower grants the Lender a continuing first-priority security interest in and lien upon all of such Borrower’s right, title and interest in, to and under the Collateral (as defined in Schedule B), whether now owned or existing or hereafter acquired or arising.

If this Agreement is terminated, the Lender’s lien in the Collateral shall continue until the Obligations (other than inchoate indemnity obligations not yet due and for which no claim has been made) are satisfied in full, and at such time, the Lender shall, at the Borrowers’ sole cost and expense, terminate its security interest in the Collateral and all rights therein shall revert to the Borrowers. In the event (a) all Obligations (other than inchoate indemnity obligations not yet due and for which no claim has been made), are satisfied in full, and (b) this Agreement is terminated, the Lender shall terminate the security interest granted herein.

3.    Representations, Warranties and Covenants of the Borrowers. Each Borrower represents, warrants and covenants to the Lender as follows, as of the Effective Date and with respect to covenants, for so long as this Agreement is in effect or any Obligations (other than inchoate indemnity obligations not yet due and for which no claim has been made) remain outstanding:

3.1     Corporate Existence; Authority. Such Borrower and each of its Subsidiaries is duly existing and in good standing in its jurisdiction of formation and qualified and licensed to do business in, and in good standing in, any jurisdiction where such qualification is necessary, except for jurisdictions in which failure to do so would not have a material adverse effect on the Borrowers taken as a whole. The execution, delivery and performance by such Borrower of this Agreement has been duly and validly authorized, and this Agreement has been duly executed and delivered by each Borrower. This Agreement constitutes the legal, valid and binding obligation of each Borrower, enforceable against it in accordance with its terms, subject to: (i) laws of general application relating to bankruptcy, insolvency and the relief of debtors; and (ii) rules of law governing specific performance, injunctive relief and other equitable remedies.

3.2    Collateral. The Lender has and will at all times continue to have a first-priority perfected security interest in all of the Collateral, subject (in the case of priority only) to Permitted Liens arising by operation of law. If, at any time, such Borrower has

actual knowledge (after due inquiry) that it shall have acquired a commercial tort claim for monetary damages in excess of Four Hundred Thousand Dollars ($400,000) (individually or in the aggregate), such Borrower shall promptly provide written notice thereof (together with a reasonably detailed description thereof) to the Lender and grant to the Lender in writing a security interest therein and in the proceeds thereof.

3.3    Access. After termination of the Merger Agreement and upon reasonable prior notice, the Lender or its agents shall have the right to inspect the Collateral and the books and records relating thereto during such Borrower’s regular business hours. A “Business Day” is any day that is not a Saturday, Sunday or a day on which banks are required to be closed in the States of Arizona, California, and New York.

3.4    Perfection Certificate. All of such Borrower’s information set forth on the Perfection Certificate is true, complete and correct in all material respects as of the Effective Date, and such Borrower shall provide written notice to the Lender of any material changes within the prescribed periods of time set forth therein.

3.5    Additional Agreements. Such Borrower will not without the Lender’s prior written consent (which shall be a matter of the Lender’s good faith business judgment), (i) incur or become liable for any indebtedness, other than Permitted Indebtedness, or grant any liens on any assets of the Borrowers to secure any indebtedness, other than Permitted Liens or (ii) prior to the termination of the Merger Agreement, issue equity securities (except to the extent permitted under the Merger Agreement). Such Borrower shall provide written notice to the Lender no later than ten (10) days after a relocation of its principal offices from such Borrower’s address set forth on the signature page hereof or a change of its jurisdiction or name of formation. Borrower shall take or authorize any further actions (including the Lender’s filing of financing statements to perfect the Lender’s security interest in the Collateral). Each Borrower shall execute any further instruments as the Lender reasonably requests to perfect or continue the Lender’s security interests or to effect the purposes of this Agreement (this immediately preceding provision, the “Further Assurances Covenant”). Each Borrower hereby expressly authorizes the Lender to file financing statements or continuation statements, and amendments thereto, in all jurisdictions and with all filing offices as the Lender may determine, in its sole discretion, are necessary or advisable to perfect the security interest granted or to be granted to the Lender

under this Agreement. Such financing statements may describe the collateral in the same manner as described in this Agreement or may contain an indication or description of collateral that describes such property in any other manner as the Lender may determine, in its sole discretion, is necessary, advisable or prudent to ensure the perfection of the security interest in the collateral granted to the Lender, including, without limitation, describing such property as “all assets” or “all personal property”, in each case, “whether now owned or existing, or hereafter acquired or arising”.

3.6    Incorporation by Reference. The representations and warranties of Romeo Power, Inc. set forth in Section 3 of the Merger Agreement are incorporated by reference herein, mutatis mutandis, and such incorporation by reference shall survive any termination of the Merger Agreement solely to the extent such representation or warranty survives the termination of the Merger Agreement pursuant to the terms thereof. For so long as this Agreement is in effect or any Obligations (other than inchoate indemnity obligations not yet due and for which no claim has been made) remain outstanding, (a) the Borrowers shall comply (or cause compliance with, as applicable) with all covenants and obligations under 5.3(e) (other than with respect to the incurrence or guarantee of indebtedness, which shall be governed by Section 3.5(i) hereof) and 5.3(i) (other than with respect to the granting of any lien, which shall be governed by Section 3.5(i) hereof) of the Merger Agreement (whether or not the Merger Agreement is then in effect), (b) the Borrowers shall not engage in any transaction with any of their respective Affiliates unless such transaction is on terms no less favorable to the applicable Borrower than would be obtained in a comparable arm’s-length transaction with a Person that is not an Affiliate, except (i) transactions between the Borrowers or between the Borrowers and their respective Subsidiaries, and (ii) as permitted or contemplated under the Merger Agreement, and (c) the Borrowers shall not purchase, acquire or make any investment other than investments in the ordinary course of business.

3.7    PATRIOT Act, OFAC and FCPA. The Borrowers will not, directly or, to the knowledge of the Borrowers, indirectly, use the proceeds of the transaction, or lend, contribute or otherwise make available such proceeds to any subsidiary, joint venture partner or other Person, for the purpose of funding (i) any activities of or business with any Person, or in any country or territory, that, at the time of such funding, is the subject of Sanctions, or (ii) any other transaction that will result in a violation by any Person (including any Person participating in the transaction, whether as underwriter, advisor, investor

or otherwise) of Sanctions. The Borrowers will not use the proceeds of the Loans directly, or, to the knowledge of the Borrowers, indirectly, for any payments to any governmental official or employee, political party, official of a political party, candidate for political office, or anyone else acting in an official capacity, in order to obtain, retain or direct business or obtain any improper advantage, in violation of the United States Foreign Corrupt Practices Act of 1977, as amended.

4.    Term. This Agreement shall continue in effect until the maturity date set forth in Schedule A (the “Maturity Date”). On the Maturity Date or on any earlier effective date of termination of this Agreement, the Borrowers shall pay in cash all Obligations in full, whether or not such Obligations are otherwise then due and payable. No termination shall in any way affect or impair any security interest or other right or remedy of the Lender, nor shall any such termination relieve the Borrowers of any obligation to the Lender, until all of the Obligations (other than inchoate indemnity obligations not yet due and for which no claim has been made) have been paid and performed in full.

5.    Events of Default. The occurrence of any of the following events shall constitute an “Event of Default” hereunder: (i) the Borrowers fail to pay when due any Loan or other Obligation within three (3) Business Days after the due date; (ii) the Borrowers fail to comply with the terms and provisions of clauses (i) and (ii) of Section 3.5; (iii) the Borrowers shall default in the performance of or compliance with the Further Assurances Covenant and such default shall not have been remedied or waived within 30 days after such default; (iv) a default in any indebtedness for borrowed money owed by a Borrower to a third party (other than an affiliate of a Borrower) that gives the third party the right to accelerate any indebtedness for borrowed money with a principal amount exceeding Four Hundred Thousand Dollars ($400,000); (v) an involuntary case shall be commenced against any Borrower under Title 11 of the United States Code entitled “Bankruptcy”, as now and hereafter in effect (the “Bankruptcy Code”) or under any other applicable bankruptcy, insolvency or similar law now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over a Borrower, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of a Borrower for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have

been issued against any substantial part of the property of a Borrower, and any such event described in this clause (v) shall continue for 60 days unless dismissed, bonded or discharged; (vi) a Borrower shall have an order for relief entered with respect to it or commence a voluntary case under the Bankruptcy Code or under any other applicable bankruptcy, insolvency or similar law now or hereafter in effect, or shall consent to the entry of an order for relief in an involuntary case, or to the conversion of an involuntary case to a voluntary case, under any such law, or shall consent to the appointment of or taking possession by a receiver, trustee or other custodian for all or a substantial part of its property; or (vii) a Subsequent Transaction (as such term is defined in the Merger Agreement) is consummated.

6.    Rights and Remedies. If an Event of Default occurs and continues, the Lender may, without notice or demand do any or all of the following: (i) accelerate and declare all of the Loans and other Obligations to be immediately due and payable (but if an Event of Default described in Sections 5(v) or 5(vi) occurs, all Obligations are immediately due and payable without any action by the Lender); (ii) stop advancing money or extending credit for the Borrowers’ benefit under this Agreement; (iii) make any payments and do any acts it considers necessary or reasonable to protect its security interest in the Collateral; (iv) prepare for sale, and sell or otherwise dispose of the Collateral; and/or (v) exercise any other rights and remedies permitted by applicable law or otherwise available to the Lender at law or in equity, including all rights and remedies of a secured party under the UCC (whether or not the UCC applies to the affected Collateral or is otherwise in effect in the jurisdiction where the rights and remedies are asserted), and all other rights and remedies available to the Lender or any of its Related Persons under the Merger Agreement. Until the satisfaction in full of all Obligations (other than inchoate indemnity obligations not yet due and for which no claim has been made), each Borrower hereby irrevocably appoints the Lender as such Borrower’s attorney-in-fact, with full authority in the place and stead of such Borrower and in the name of such Borrower, the Lender or otherwise, from time to time in the Lender’s discretion to take any action and to execute and/or deliver any instrument that the Lender may deem necessary or advisable to accomplish the purposes of this Agreement or otherwise for the purpose of carrying out the provisions of this Agreement, in each case, upon the occurrence and during the continuation of an Event of Default, including but not limited to the following: (a) endorsing such Borrower’s name on

any checks or other forms of payment or security; (b) signing such Borrower’s name on any invoice or bill of lading for any account or drafts against account debtors; (c) making, settling, and adjusting all claims under such Borrower’s insurance policies; (d) settling and adjusting disputes and claims about the accounts directly with account debtors for amounts and on terms the Lender determines reasonable; (e) filing any claims or take any action or commence, institute and/or prosecute any suit, action or proceeding that the Lender may deem necessary or desirable for the collection or realization of any of the Collateral or otherwise to exercise or enforce the rights or remedies of the Lender with respect to any of the Collateral; and (f) transferring the Collateral into the name of the Lender or a third party as the UCC permits. The Lender’s appointment as each Borrower’s attorney in fact, and all of the Lender’s rights and powers, coupled with an interest, are irrevocable until all Obligations (other than inchoate indemnity obligations not yet due and for which no claim has been made) have been fully repaid and performed. All of the Lender’s rights and remedies under this Agreement are cumulative. Each Borrower waives demand, notice of default or dishonor, notice of payment and nonpayment, notice of any default, nonpayment at maturity, release, compromise, settlement, extension, or renewal of accounts, documents, instruments, chattel paper, and guarantees held by the Lender on which such Borrower is liable.

7.    Indemnification. The Borrowers, jointly and severally, will indemnify, defend and hold harmless the Lender and its affiliates, and each of their officers, directors, employees, attorneys, accountants and agents (such persons, “Related Parties”) against: (i) all obligations, demands, claims, and liabilities asserted by any other party in connection with this Agreement and the Loans provided hereunder and the grant of the security interests hereunder; and (ii) subject to the second sentence of Section 8.2, all losses and expenses incurred, or paid by the Lender arising from transactions governed by this Agreement between the Lender and the Borrowers; provided that this Section 7 shall not apply to losses caused by the Lender’s or any of its Related Person’s gross negligence, bad faith or willful misconduct, in each case, as determined in a final non-appealable judgment of a court of competent jurisdiction. This Section 7 shall survive termination of this Agreement.

8.    General.

8.1    No Waivers; Amendments. The failure of the Lender at any time to require the Borrowers to comply strictly with any of the provisions of this Agreement shall not waive the

Lender’s right to later demand and receive strict compliance. Any waiver of a default shall not waive any other default. None of the provisions of this Agreement may be waived except by a specific written waiver signed by the Lender and delivered to the Borrowers. The provisions of this Agreement may not be amended except in a writing signed by Borrowers and the Lender.

8.2    Expenses; Attorneys’ Fees. Each party shall pay its own fees and expenses incurred in connection with entering into this Agreement. In the event that the Lender or a Borrower files any lawsuit against the other predicated on a breach of this Agreement, the prevailing party shall be entitled to recover its out of pocket and documented costs and reasonable attorneys’ fees from the non-prevailing party.

8.3    Binding Effect; Assignment. This Agreement is binding upon and for the benefit of the successors and permitted assignees of each party. No party hereto may assign any of its rights under this Agreement without the prior written consent of the other parties hereto; provided that the Lender may assign its rights hereunder to affiliates of the Lender without the consent of the Borrowers.

8.4    Notices. All notices by any party required or permitted under this Agreement or any other related agreement must be in writing and be personally delivered or sent by overnight delivery, certified mail (postage prepaid and return receipt requested), email or facsimile to the addresses and numbers below.

8.5    Governing Law; Jurisdiction. This Agreement shall be governed by the laws of the State of New York without regard to principles of conflicts of law.    The Borrowers and the Lender each submit to the exclusive jurisdiction of the federal and state courts in the state, county and city of New York.

8.6    Other. If any provision hereof is unenforceable, the remainder of this Agreement shall continue in full force and effect. This Agreement (including schedules hereto), the Merger Agreement (including schedules thereto) and any other written agreements and, documents executed in connection herewith or therewith are the complete agreement between the Borrowers and the Lender and supersede all prior and contemporaneous negotiations and oral representations and agreements, all of which are merged and integrated herein. This Agreement may be executed in one or more counterparts, all of which when taken together will constitute one agreement.

8.7    Electronic Execution of Documents. The words “execution,” “signed,” “signature,” and words of like import in any Loan Document shall be deemed to include electronic signatures or the keeping of records in electronic form, each of which shall be of the same legal effect, validity and enforceability as a manually executed signature or the use of a paper-based recordkeeping system, as the case may be, to the extent and as provided for in any applicable law, including, without limitation, the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act, and any other state law based on the Uniform Electronic Transactions Act.

9.    Confidentiality. The handling of any Confidential Information shall be governed by the terms of that certain Confidentiality Agreement entered into by Romeo Power, Inc. and Lender dated November 17, 2021, but disclosure of information may be made: (a) to the Lender’s Subsidiaries or affiliates (such Subsidiaries and affiliates, together with the Lender, collectively, “the Lender Entities”); (b) as required by law, regulation, subpoena, or other order; and (c) as the Lender considers appropriate in exercising remedies under the Loan Documents. “Confidential Information” means: (i) all non-public information, in whatever form, disclosed in connection with the transactions contemplated by this Agreement and (ii) such portions of any memorandum, analysis, compilation, summary, interpretation, study, report or other document, record or material that is or has been prepared by or for the Lender or any of its Related Persons and that contains, reflects, interprets, or is based directly or indirectly upon any information of the type referred to in the immediately preceding clause (i). Notwithstanding the foregoing, Confidential Information does not include information that (A) was in the possession Lender or its Related Persons at the time of disclosure; (B) is disclosed or otherwise becomes available to Lender or any of its Related Persons from a source other than a Borrower or its respective affiliates; provided; that the source of such information was not known by the Lender to be bound by a confidentiality agreement between a Borrower and such source prohibiting the disclosure of such information or bound by a legal, contractual or fiduciary obligation owed to a Borrower prohibiting the disclosure of such information; (C) prior to or after the time of disclosure, becomes generally available to the public, in each case, other than as a result of any inaction or action of the Lender or any of its affiliates in breach of the terms hereof; or (D) is independently developed by or on behalf of the Lender without us of or reference to any Confidential Information. The provisions of the immediately preceding sentence shall survive termination of this Agreement.

10.    Lender Discretion. In connection with making any determination, providing any consent or waiver, taking any discretionary action, or otherwise interpreting and/or implementing any provision of this Agreement (including any provision that is incorporated by reference from the Merger Agreement), it is understood and agreed by the parties hereto that the Lender shall, and shall be entitled to, exercise its discretion in its capacity as a secured lender to the Borrowers (“Lender Discretion”), notwithstanding that the Lender has and may from time to time have other relationships with the Borrowers and their affiliates (including as customer, counterparty to the Merger Agreement or any other relationship). The parties further understand and agree that the exercise of Lender Discretion could result in an outcome that would be different than would be the outcome in the absence of the exercise of Lender Discretion. Each Borrower hereby waives any potential, perceived or real conflict of interest caused or purported to be caused by the Lender having different relationships with the Borrowers and their affiliates and agrees not to assert any defense or claim (other than a claim based on a theory of gross negligence, bad faith and willful misconduct) against the Lender arising out of or in connection therewith in regard to the Obligations, this Agreement or otherwise. The parties acknowledge and agree that the Lender is entering into this Agreement and agreeing to the provisions hereof in material reliance upon the acknowledgements, agreements, and waivers contained in this Section 10. Each Borrower acknowledges that it has sought and received the advice of independent counsel on this subject and has knowingly and willingly agreed to the terms of this Section 10.

11.    Mutual Waiver of Jury Trial. TO THE FULL EXTENT PERMITTED BY APPLICABLE LAW, THE BORROWERS AND THE LENDER EACH WAIVE THEIR RIGHT TO A JURY TRIAL OF ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF THIS AGREEMENT OR ANY RELATED DOCUMENT OR ANY TRANSACTION CONTEMPLATED HEREBY OR THEREBY, INCLUDING CONTRACT, TORT, BREACH OF DUTY AND ALL OTHER CLAIMS. THIS WAIVER IS A MATERIAL INDUCEMENT FOR BOTH PARTIES TO ENTER INTO THIS AGREEMENT. EACH PARTY HAS REVIEWED THIS WAIVER WITH ITS COUNSEL.

[Signature pages follow.]