WARRANT AGREEMENTWarrant Agreement • March 7th, 2019 • Tuscan Holdings Corp. • Blank checks • New York
This agreement is made as of March 5, 2019 between Tuscan Holdings Corp., a Delaware corporation, with offices at 135 E. 57th Street, 18th Floor, New York, NY 10022 (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 1 State Street, New York, New York 10004 (“Warrant Agent”).
24,000,000 Units TUSCAN HOLDINGS CORP. UNDERWRITING AGREEMENTUnderwriting Agreement • March 7th, 2019 • Tuscan Holdings Corp. • Blank checks • New York
Tuscan Holdings Corp., a Delaware corporation (the “Company”), hereby confirms its agreement with EarlyBirdCapital, Inc. (the “Representative”) and with the other underwriters named on Schedule A hereto (if any), for which the Representative is acting as representative (the Representative and such other underwriters being collectively referred to herein as the “Underwriters” or, each underwriter individually, an “Underwriter”) as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 7th, 2019 • Tuscan Holdings Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the 5th day of March, 2019, by and among Tuscan Holdings Corp., a Delaware corporation (the “Company”), and the undersigned parties listed under Investors on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • March 7th, 2019 • Tuscan Holdings Corp. • Blank checks • New York
This Agreement is made as of March 5, 2019 by and between Tuscan Holdings Corp. (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”).
EARLYBIRDCAPITAL, INC. New York, New York 10017 March 5, 2019Advisory Agreement • March 7th, 2019 • Tuscan Holdings Corp. • Blank checks • New York
This is to confirm our agreement whereby Tuscan Holdings Corp., a Delaware corporation (“Company”), has requested EarlyBirdCapital, Inc. (the “Advisor”) to assist it in connection with the Company merging with, acquiring, engaging in a share exchange, recapitalization or reorganization, purchasing all or substantially all of the assets of, entering into contractual arrangements, or engaging in any other similar business combination (in each case, a “Business Combination”) with one or more businesses or entities (each a “Target”) as described in the Company’s Registration Statements on Form S-1 (File Nos. 333-229657 and 333-230068) filed with the Securities and Exchange Commission (collectively, the “Registration Statement”) in connection with its initial public offering (“IPO”).
Tuscan Holdings Corp. New York, NY 10022 EarlyBirdCapital, Inc. New York, NY 10017Underwriting Agreement • February 26th, 2019 • Tuscan Holdings Corp. • Blank checks • New York
This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Tuscan Holdings Corp., a Delaware corporation (the “Company”), and EarlyBirdCapital, Inc. as representative (the “Representative”) of the several Underwriters named in Schedule I thereto (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each comprised of one share of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), and one warrant, each warrant exercisable for one share of Common Stock (each, a “Warrant”). Certain capitalized terms used herein are defined in paragraph 14 hereof.
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • August 8th, 2023 • Microvast Holdings, Inc. • Miscellaneous electrical machinery, equipment & supplies
This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”), dated as of August 5, 2023 (the “Effective Time”), is by and between Microvast Holdings, Inc., a Delaware corporation (the “Company”), and Zachariah Ward (the “Executive”).
Form of DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENTDirector and Officer Indemnification Agreement • July 28th, 2021 • Microvast Holdings, Inc. • Miscellaneous electrical machinery, equipment & supplies • Delaware
This Director and Officer Indemnification Agreement, dated as of July 23, 2021 (this “Agreement”), is made by and among Microvast Holdings, Inc., a Delaware corporation (the “Company”), ________________ (“Indemnitee”).
AGREEMENT AND PLAN OF MERGER by and among TUSCAN HOLDINGS CORP., TSCN MERGER SUB INC.Merger Agreement • February 5th, 2021 • Tuscan Holdings Corp. • Blank checks • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of this 1st day of February, 2021, by and among Tuscan Holdings Corp., a Delaware corporation (“Parent”), TSCN Merger Sub Inc., a Delaware corporation and wholly-owned subsidiary of Parent (“Merger Sub”), and Microvast, Inc., a Delaware corporation (the “Company”). Parent, Merger Sub and the Company may be referred to herein, collectively, as the “Parties” and, individually, as a “Party”.
STOCK ESCROW AGREEMENTStock Escrow Agreement • February 26th, 2019 • Tuscan Holdings Corp. • Blank checks • New York
STOCK ESCROW AGREEMENT, dated as of [_____], 2019 (“Agreement”), by and among TUSCAN HOLDINGS CORP., a Delaware corporation (“Company”), the stockholders of the Company listed on Exhibit A hereto (collectively the “Founders”) and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation (“Escrow Agent”).
FORM OF SUBSCRIPTION AGREEMENTSubscription Agreement • February 5th, 2021 • Tuscan Holdings Corp. • Blank checks • New York
In connection with the proposed business combination (the “Transaction”) between Tuscan Holdings Corp., a Delaware corporation (the “Company”), and Microvast, Inc., a Delaware corporation (“Microvast”), the undersigned desires to subscribe for and purchase from the Company, and the Company desires to sell to the undersigned, that number of shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), set forth on the signature page hereof for a purchase price of $10.00 per share (the “Per Share Price” and the aggregate of such Per Share Price for all Shares subscribed for by the undersigned being referred to herein as the “Purchase Price”), on the terms and subject to the conditions contained herein. In connection with the Transaction, certain other institutional “accredited investors” (as defined in Rule 501 under the Securities Act of 1933, as amended (the “Securities Act”)) have entered into separate subscription agreements with the Company (the “Other Subs
STOCK ESCROW AGREEMENTStock Escrow Agreement • March 7th, 2019 • Tuscan Holdings Corp. • Blank checks • New York
STOCK ESCROW AGREEMENT, dated as of March 5, 2019 (“Agreement”), by and among TUSCAN HOLDINGS CORP., a Delaware corporation (“Company”), the stockholders of the Company listed on Exhibit A hereto (collectively the “Founders”) and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation (“Escrow Agent”).
SUBSCRIPTION AGREEMENTSubscription Agreement • February 5th, 2021 • Tuscan Holdings Corp. • Blank checks • New York
In connection with the proposed business combination (the “Transaction”) between Tuscan Holdings Corp., a Delaware corporation (the “Company”), and Microvast, Inc., a Delaware corporation (“Microvast”), to be effected pursuant to that certain Merger Agreement, dated on or about the date hereof, by and among the Company, Microvast and the other parties thereto (the “Merger Agreement”), the undersigned desires to subscribe for and purchase from the Company, and the Company desires to sell to the undersigned, that number of shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), set forth on the signature page hereof in exchange for a promissory note in favor of the Company (the “Promissory Note”) with a total principal amount equal to RMB 174,500,000 (the “Purchase Price”) to be executed and delivered at the Subscription Closing pursuant to the terms of that certain Framework Agreement, dated on or about the date hereof, by and among the Company, Microvast
RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • August 31st, 2021 • Microvast Holdings, Inc. • Miscellaneous electrical machinery, equipment & supplies • Delaware
THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”) between Microvast Holdings, Inc., a Delaware corporation (the “Company”), and the Participant whose name appears above, is made effective as of the Grant Date set forth above and pursuant to the Plan. Capitalized terms that are not defined herein shall have the meanings given to such terms in the Plan.
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • February 26th, 2019 • Tuscan Holdings Corp. • Blank checks • New York
This Agreement is made as of _________ ___, 2019 by and between Tuscan Holdings Corp. (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”).
REGISTRATION RIGHTS AGREEMENT AND LOCK-UP AGREEMENTRegistration Rights and Lock-Up Agreement • July 28th, 2021 • Microvast Holdings, Inc. • Miscellaneous electrical machinery, equipment & supplies • Delaware
This Registration Rights and Lock-Up Agreement (this “Agreement”) is made as of July 23, 2021, by and among (a) Microvast Holdings, Inc., a Delaware corporation (formerly known as Tuscan Holdings Corp.) (“Parent”), (b) each of the parties listed on Schedule 1 hereto (each, a “Microvast Equity Holder” and collectively, the “Microvast Equity Holders”), (c) the CL Holders (as defined below), (d) Tuscan Holdings Acquisition LLC, Stefan M. Selig, Richard O. Rieger and Amy Butte (each, a “Founder” and collectively, the “Founders”), and (e) EarlyBirdCapital, Inc. (“EarlyBirdCapital”). The Microvast Equity Holders, the CL Holders, the Founders, EarlyBirdCapital and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement are each referred to herein as an “Investor” and collectively as the “Investors”.
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • April 28th, 2021 • Tuscan Holdings Corp. • Miscellaneous electrical machinery, equipment & supplies • Delaware
This AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER (this “Amendment”) is entered into as of April 28, 2021, by and among Tuscan Holdings Corp., a Delaware corporation (“Parent”), TSCN Merger Sub Inc., a Delaware corporation and wholly-owned subsidiary of Parent (“Merger Sub”), and Microvast, Inc., a Delaware corporation (the “Company”). Parent, Merger Sub and the Company may be referred to herein, collectively, as the “Parties” and, individually, as a “Party”.
STOCK OPTION AWARD AGREEMENTStock Option Award Agreement • December 5th, 2024 • Microvast Holdings, Inc. • Miscellaneous electrical machinery, equipment & supplies • Delaware
THIS STOCK OPTION AWARD AGREEMENT (this “Agreement”) between Microvast Holdings, Inc., a Delaware corporation (the “Company”), and the Participant whose name appears above, is made effective as of the Grant Date set forth above and pursuant to the Plan. Capitalized terms that are not defined herein shall have the meanings given to such terms in the Plan.
RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • March 29th, 2022 • Microvast Holdings, Inc. • Miscellaneous electrical machinery, equipment & supplies • Delaware
THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”) between Microvast Holdings, Inc., a Delaware corporation (the “Company”), and the Participant whose name appears above, is made effective as of the Grant Date set forth above and pursuant to the Plan. Capitalized terms that are not defined herein shall have the meanings given to such terms in the Plan.
August 23, 2023 Shane Smith 544 Grand Oaks Drive Brentwood, TN 37027 Dear Shane: This letter agreement (this “Agreement”) sets forth the terms concerning your separation of employment from Microvast Holdings, Inc., a Delaware corporation (the...Separation Agreement • November 9th, 2023 • Microvast Holdings, Inc. • Miscellaneous electrical machinery, equipment & supplies • Texas
RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • December 5th, 2024 • Microvast Holdings, Inc. • Miscellaneous electrical machinery, equipment & supplies • Delaware
THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”) between Microvast Holdings, Inc., a Delaware corporation (the “Company”), and the Participant whose name appears above, is made effective as of the Grant Date set forth above and pursuant to the Plan. Capitalized terms that are not defined herein shall have the meanings given to such terms in the Plan.
STOCKHOLDERS AGREEMENT DATED AS OF JULY 23, 2021 AMONG MICROVAST HOLDINGS, INC., YANG WU AND TUSCAN HOLDINGS ACQUISITION LLCStockholders Agreement • July 28th, 2021 • Microvast Holdings, Inc. • Miscellaneous electrical machinery, equipment & supplies • Delaware
This Stockholders Agreement is entered into as of July 23, 2021 by and among (a) Microvast Holdings, Inc., a Delaware corporation and the successor to Tuscan Holdings Corporation, a Delaware corporation (“Parent”) (together with Parent to the extent applicable, the “Company”), (b) Yang Wu (“Wu”) and (c) Tuscan Holdings Acquisition LLC, a Delaware limited liability company (“THC”).
PERFORMANCE UNIT AWARD AGREEMENTPerformance Unit Award Agreement • August 31st, 2021 • Microvast Holdings, Inc. • Miscellaneous electrical machinery, equipment & supplies • Delaware
THIS PERFORMANCE UNIT AWARD AGREEMENT (this “Agreement”) between Microvast Holdings, Inc., a Delaware corporation (the “Company”), and the Participant whose name appears above, is made effective as of the Grant Date set forth above and pursuant to the Plan. Capitalized terms that are not defined herein shall have the meanings given to such terms in the Plan.
China Banking Association Syndicated Loan Contract (Contract # HUKAI 2022 Syndicated 001) [Microvast Power Systems Co., Ltd.] (as Borrower) [Bank of China, Huzhou Branch] (as Lead Arranger) [China Construction Bank, Huzhou Branch] (as Co-Lead...Syndicated Loan Contract • September 29th, 2022 • Microvast Holdings, Inc. • Miscellaneous electrical machinery, equipment & supplies
[Bank of China, Huzhou Branch] Registered address: 208 Renmin Road, HuZhou, ZheJiang Province Responsible person: Xu, Haifeng [China Construction Bank, Huzhou Branch] Registered address: 118 HongQi Road, HuZhou, ZheJiang Province Responsible person: Sun, Bin [Bank of Huzhou, Co.] Registered address: 268 HongQi Road, HuZhou, ZheJiang Province Responsible person: Zhou, Ge [China Zheshang Bank, Huzhou Branch] Registered address: 28 Jin Se Shui An #1700 Er Huan Bei Lu, Huzhou, ZheJiang Province Responsible person: Wang, Zhenqian
BY EMAIL Sascha Rene Kelterborn Dear Sascha:Letter Agreement • April 19th, 2022 • Microvast Holdings, Inc. • Miscellaneous electrical machinery, equipment & supplies
In recognition of your contributions to Microvast Holdings, Inc. (together with its subsidiaries and affiliates, the “Company”) as the Chief Revenue Officer of the Company and Managing Director of Microvast EMEA, we are pleased to offer you the position of President of the Company on the terms set forth in this letter agreement (this “Letter”), which for the avoidance of doubt, supplement the terms of that certain Managing Director Services Agreement, dated as of June 1, 2017, by and between you and Microvast GmbH (the “Services Agreement”).
PERFORMANCE STOCK OPTION AWARD AGREEMENTPerformance Stock Option Award Agreement • August 8th, 2023 • Microvast Holdings, Inc. • Miscellaneous electrical machinery, equipment & supplies • Delaware
THIS PERFORMANCE STOCK OPTION AWARD AGREEMENT (this “Agreement”) between Microvast Holdings, Inc., a Delaware corporation (the “Company”), and the Participant whose name appears above, is made effective as of the Grant Date set forth above and pursuant to the Plan. Capitalized terms that are not defined herein shall have the meanings given to such terms in the Plan.
COMPANY STOCKHOLDER SUPPORT AGREEMENTCompany Stockholder Support Agreement • February 5th, 2021 • Tuscan Holdings Corp. • Blank checks • Delaware
This COMPANY STOCKHOLDER SUPPORT AGREEMENT, dated as of February 1, 2021 (this “Agreement”), is made by and among Microvast, Inc., a Delaware corporation (the “Company”), Tuscan Holdings Corp., a Delaware corporation (“Parent”), and certain of the stockholders of the Company whose names appear on the signature pages of this Agreement (each, a “Stockholder” and, collectively, the “Stockholders”).
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • February 5th, 2021 • Tuscan Holdings Corp. • Blank checks • Delaware
THIS SPONSOR SUPPORT AGREEMENT, dated as of February 1, 2021 (this “Agreement”), by and among Tuscan Holdings Acquisition LLC, a Delaware limited liability company (“Sponsor”), Microvast, Inc., a Delaware corporation (the “Company”), Tuscan Holdings Corp., a Delaware corporation (“Parent”), and certain of the Parent Stockholders whose names appear on the signature pages of this Agreement (such Parent Stockholders and Sponsor collectively, the “Sponsor Members”).
GUARANTY AGREEMENTGuaranty Agreement • June 4th, 2024 • Microvast Holdings, Inc. • Miscellaneous electrical machinery, equipment & supplies
This GUARANTY AGREEMENT, dated as of May 28, 2024 (together with all exhibits and schedules hereto and as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), is made by MICROVAST HOLDINGS, INC., a Delaware corporation (“Holdings”), MICROVAST, INC., a Delaware corporation (“Borrower”), each of the Subsidiaries of Holdings listed as a “Guarantor” on the signature pages hereto (together with each other Person that executes a Joinder Agreement and becomes a “Guarantor” hereunder, together with Holdings, collectively, the “Guarantors”), for the benefit of ACQUIOM AGENCY SERVICES LLC, in its capacities as administrative agent and collateral agent for the Lenders (in such capacities, together with its any permitted successors and assigns, the “Agent”).
PLEDGE AGREEMENTPledge Agreement • June 4th, 2024 • Microvast Holdings, Inc. • Miscellaneous electrical machinery, equipment & supplies
This PLEDGE AGREEMENT, dated as of May 28, 2024 (together with all exhibits and schedules hereto and as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), is made by MICROVAST HOLDINGS, INC., a Delaware corporation (“Holdings”), MICROVAST, INC., a Delaware corporation (the “Borrower”), each of the Subsidiaries of Holdings listed as a “Pledgor” on the signature pages hereto (together with each other Person that executes a Joinder Agreement and becomes a “Pledgor” hereunder, together with Holdings and the Borrower, collectively, the “Pledgors”), for the benefit of ACQUIOM AGENCY SERVICES LLC, in its capacities as administrative agent and collateral agent for the Lenders (in such capacities, together with its permitted successors and assigns, the “Agent”).
LOAN AND SECURITY AGREEMENT dated as of May 28, 2024 by and among MICROVAST HOLDINGS, INC., as Holdings, MICROVAST, INC., as Borrower, the Subsidiaries party hereto as Guarantors, YANG WU, as Initial Lender, and ACQUIOM AGENCY SERVICES LLC, as AgentLoan and Security Agreement • June 4th, 2024 • Microvast Holdings, Inc. • Miscellaneous electrical machinery, equipment & supplies
This LOAN AND SECURITY AGREEMENT, dated as of May 28, 2024, by and among MICROVAST HOLDINGS, INC., a Delaware corporation (“Holdings”), MICROVAST, INC., a Delaware corporation (the “Borrower”), each of the Subsidiaries of Holdings listed as a “Guarantor” on the signature pages hereto (together with each other Person that executes a Joinder Agreement and becomes a “Guarantor” hereunder, together with Holdings, collectively, the “Guarantors”; and, together with the Borrower, collectively, the “Loan Parties”), YANG WU (the “Initial Lender” and, together with the Initial Lender’s permitted successors and assigns, the “Lenders”), and ACQUIOM AGENCY SERVICES LLC, as administrative agent and collateral agent for the Lenders (in such capacities, the “Agent”).
TRANSITION SERVICES AGREEMENTTransition Services Agreement • April 19th, 2022 • Microvast Holdings, Inc. • Miscellaneous electrical machinery, equipment & supplies
This TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of April 14, 2022, is by and between Microvast, Inc. (“Microvast” or the “Company”) and Yanzhuan (Leon) Zheng (the “Executive”).
COMMON STOCK PURCHASE WARRANT MICROVAST HOLDINGS, INC.Common Stock Purchase Warrant • June 4th, 2024 • Microvast Holdings, Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Yang Wu or his assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on May 28, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Microvast Holdings, Inc., a Delaware corporation (the “Company”), up to the number of Warrant Shares set forth above (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
TRANSITION SERVICES AGREEMENTTransition Services Agreement • April 12th, 2024 • Microvast Holdings, Inc. • Miscellaneous electrical machinery, equipment & supplies
This TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of April 10, 2024, is by and between Microvast Holdings, Inc., a Delaware corporation (together with its direct and indirect subsidiaries and affiliates, the “Company”), and Craig Webster (“Executive”).
AMENDMENT TO STOCK ESCROW AGREEMENTStock Escrow Agreement • July 28th, 2021 • Microvast Holdings, Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
This AMENDMENT TO STOCK ESCROW AGREEMENT, dated as of July 23, 2021 (this “Amendment”), by and among Tuscan Holdings Corp., a Delaware corporation (the “Company”), the stockholders of the Company whose names appear on the signature page of this Amendment (collectively, the “Founders”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Escrow Agent”). The Company, the Founders and the Escrow Agent are referred to herein collectively as the “Parties” and individually as a “Party”.
