Standard Contracts
Ballard Power Systems Inc. Common Shares EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • September 2nd, 2020 • Ballard Power Systems Inc. • Electrical industrial apparatus • New York
Ballard Power Systems Inc., a British Columbia corporation (the “Company”), confirms its agreement (this “Agreement”) with BMO Nesbitt Burns Inc., Raymond James Ltd. and TD Securities Inc. (collectively, the “Canadian Selling Agents”), CIBC World Markets Inc., Cormark Securities Inc. and National Bank Financial Inc. (collectively with the Canadian Selling Agents, the “Canadian Agents”), BMO Capital Markets Corp., Raymond James & Associates, Inc. and TD Securities (USA) LLC (collectively, the “U.S. Selling Agents”, and the U.S. Selling Agents collectively with the Canadian Selling Agents, the “Selling Agents”) and CIBC World Markets Corp., H.C. Wainwright & Co., LLC, Cormark Securities (USA) Limited, Lake Street Capital Markets, LLC, National Bank of Canada Financial Inc. and Roth Capital Partners, LLC (collectively with the U.S. Selling Agents, the “U.S. Agents”, and the U.S. Agents collectively with the Canadian Agents, the “Agents”), with respect to the issuance and sale from time to
ASSET PURCHASE AGREEMENT BY AND AMONG PROTONEX TECHNOLOGY CORPORATION, as Seller, BALLARD POWER SYSTEMS INC., as Seller Parent, REVISION MILITARY SOLDIER POWER, LLC, as Buyer, AND REVISION MILITARY LTD., as GuarantorAsset Purchase Agreement • September 7th, 2018 • Ballard Power Systems Inc. • Electrical industrial apparatus • Delaware
THIS ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of August 31, 2018, is made by and among PROTONEX TECHNOLOGY CORPORATION, a Delaware corporation (“Seller”), BALLARD POWER SYSTEMS INC., a British Columbia corporation (the “Seller Parent”), REVISION MILITARY SOLDIER POWER, LLC, a Delaware limited liability company (“Buyer”), and, solely for purposes of Section 10.14, Revision Military Ltd. (“Guarantor”).
7,275,000 Common Shares, no par value per share Warrants to Purchase 7,275,000 Common Shares 1,091,250 Over-Allotment Securities BALLARD POWER SYSTEMS, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • March 21st, 2013 • Ballard Power Systems Inc. • Electrical industrial apparatus • New York
8,125,000 Common Shares and 1,218,750 Additional Common Shares BALLARD POWER SYSTEMS, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • July 1st, 2015 • Ballard Power Systems Inc. • Electrical industrial apparatus • New York
BALLARD POWER SYSTEMS INC. Common Shares Underwriting AgreementUnderwriting Agreement • November 25th, 2020 • Ballard Power Systems Inc. • Electrical industrial apparatus • British Columbia
Ballard Power Systems Inc., a British Columbia corporation (the “Company”), proposes to issue and sell (the “Offering”) to the several Underwriters named in Schedule I hereto (the “Underwriters”), an aggregate of 18,182,000 common shares of the Company (the “Firm Shares”).
SUBSCRIPTION AGREEMENTSubscription Agreement • September 4th, 2018 • Ballard Power Systems Inc. • Electrical industrial apparatus • British Columbia
WHEREAS the Subscriber or its affiliates are entering into a long term strategic technology collaboration with the Corporation in China in respect of the products and technology of the Corporation;
UNDERWRITING AGREEMENTUnderwriting Agreement • February 10th, 2021 • Ballard Power Systems Inc. • Electrical industrial apparatus
TD Securities Inc., National Bank Financial Inc. (the “Co-Lead Underwriters”), BMO Nesbitt Burns Inc., CIBC World Markets Inc., Raymond James Ltd. and Cormark Securities Inc. (each, including the Co-Lead Underwriters, an “Underwriter” and collectively the “Underwriters”) understand that Ballard Power Systems Inc. (the “Corporation”) proposes to issue and sell 14,870,000 Common Shares (as hereinafter defined) (the “Firm Shares”). Upon and subject to the terms and conditions set forth below, the Underwriters hereby severally, but not jointly or jointly and severally, agree to purchase from the Corporation, in the respective percentages provided for in Article 13 hereof, and by its acceptance hereof the Corporation agrees to sell to the Underwriters, at the Closing Time (as hereinafter defined), all but not less than all of the Firm Shares at a price of US$37.00 per Firm Share (the “Offering Price”), being an aggregate purchase price of US$550,190,000.
Patent License and Intellectual Property Exploitation Agreement between BALLARD POWER SYSTEMS INC. 9000 Glenlyon Parkway, Burnaby, British Columbia V5J 5J8, Canada, Tax-ID No. 83220 2493 - hereinafter referred to as Ballard - and AUDI AG 85045...Patent License and Intellectual Property Exploitation Agreement • November 6th, 2020 • Ballard Power Systems Inc. • Electrical industrial apparatus
JOINT VENTURE AGREEMENT RELATING TO WEICHAI BALLARD HY-ENERGY TECHNOLOGIES CO., LTD.Joint Venture Agreement • November 28th, 2018 • Ballard Power Systems Inc. • Electrical industrial apparatus
Based on the principle of equality and mutual benefit, and in accordance with the Company Law of the PRC, the Law of the PRC on Sino-foreign Equity Joint Venture and its implementing regulations, and other applicable PRC Laws, the Parties agree as follows:
AGREEMENT AND PLAN OF MERGER by and among BALLARD POWER SYSTEMS INC. BPC SUBCO INC., PROTONEX TECHNOLOGY CORPORATION and EDWARD J. STEWART, as Stockholder Representative Dated as of June 29, 2015Merger Agreement • June 29th, 2015 • Ballard Power Systems Inc. • Electrical industrial apparatus • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of June 29, 2015, is by and among: (i) Ballard Power Systems Inc., a corporation organized under the laws of Canada (“Parent”); (ii) BPC SubCo Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”); (iii) Protonex Technology Corporation, a Delaware corporation (the “Company”) and (iv) Edward J. Stewart, an individual resident in Massachusetts, solely in his capacity as the representative of the Company Stockholders (the “Stockholder Representative”).
RESEARCH AND DEVELOPMENT AGREEMENTResearch and Development Agreement • November 28th, 2018 • Ballard Power Systems Inc. • Electrical industrial apparatus • Hong Kong
BALLARD POWER SYSTEMS INC., a company existing under the laws of British Columbia, having an office at 9000 Glenlyon Parkway, Burnaby, British Columbia, Canada, V5J 5J8
TECHNOLOGY DEVELOPMENT AGREEMENTTechnology Development Agreement • June 21st, 2018 • Ballard Power Systems Inc. • Electrical industrial apparatus
INVESTOR RIGHTS AGREEMENT BETWEEN WEICHAI POWER HONG KONG INTERNATIONAL DEVELOPMENT CO., LIMITED AND BALLARD POWER SYSTEMS INC. NOVEMBER 13, 2018Investor Rights Agreement • November 28th, 2018 • Ballard Power Systems Inc. • Electrical industrial apparatus • British Columbia
NOW THEREFORE in consideration of the mutual covenants and agreements contained in this Agreement and for other good and valuable consideration the receipt and adequacy of which are acknowledged, the parties agree as follows:
AMENDING AGREEMENTAmending Agreement • November 28th, 2018 • Ballard Power Systems Inc. • Electrical industrial apparatus • British Columbia
This Amending Agreement (this “Amending Agreement”) is made as of the day of November 13, 2018 between BROAD-OCEAN MOTOR (HONG KONG) CO. LIMITED (“Broad-Ocean”) and BALLARD POWER SYSTEMS INC. (“Ballard” and together with Broad-Ocean, the "Parties").
