21,000,000 Units INTERPRIVATE Acquisition Corp. UNDERWRITING AGREEMENTUnderwriting Agreement • February 6th, 2020 • InterPrivate Acquisition Corp. • Blank checks • New York
InterPrivate Acquisition 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 • February 6th, 2020 • InterPrivate Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the 3rd day of February, 2020, by and among InterPrivate Acquisition 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”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • February 6th, 2020 • InterPrivate Acquisition Corp. • Blank checks • New York
This Agreement, made and entered into effective as of the ___ day of _____, 2020 (“Agreement”), by and between InterPrivate Acquisition Corp., a Delaware corporation (“Company”), and ____________ (“Indemnitee”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • February 6th, 2020 • InterPrivate Acquisition Corp. • Blank checks
This Agreement is made as of February 3, 2020 by and between InterPrivate Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”).
EARLYBIRDCAPITAL, INC. New York, New York 10017 February 3, 2020InterPrivate Acquisition Corp. • February 6th, 2020 • Blank checks • New York
This is to confirm our agreement whereby InterPrivate Acquisition Corp., a Delaware corporation (“Company”), has requested EarlyBirdCapital, Inc. (the “Advisor”) to assist it in connection with the Company merging with, acquiring shares of, engaging in a share exchange, share reconstruction, recapitalization and amalgamation, 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 Statement on Form S-1 (File No. 333-235849) filed with the Securities and Exchange Commission (“Registration Statement”) in connection with its initial public offering (“IPO”).
STOCK ESCROW AGREEMENTStock Escrow Agreement • February 6th, 2020 • InterPrivate Acquisition Corp. • Blank checks • New York
STOCK ESCROW AGREEMENT, dated as of February 3, 2020 (“Agreement”), by and among INTERPRIVATE ACQUISITION CORP., a Delaware corporation (“Company”), the stockholders of the Company listed on Exhibit A hereto (the “Founders”) and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation (“Escrow Agent”).
InterPrivate Acquisition Corp. New York, New York 10019 EarlyBirdCapital, Inc. New York, NY 10017Underwriting Agreement • January 24th, 2020 • InterPrivate Acquisition 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 InterPrivate Acquisition 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-half of one warrant, each whole warrant exercisable for one share of Common Stock (each, a “Warrant”). Certain capitalized terms used herein are defined in paragraph 12 hereof.
WARRANT AGREEMENTWarrant Agreement • February 6th, 2020 • InterPrivate Acquisition Corp. • Blank checks • New York
This agreement is made as of February 3, 2020 between InterPrivate Acquisition Corp., a Delaware corporation, with offices at 1350 Avenue of the Americas, New York, New York 10019 (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 1 State Street, New York, New York 10004 (“Warrant Agent”).
INDEMNIFICATION And Advancement AGREEMENTIndemnification and Advancement Agreement • January 14th, 2021 • InterPrivate Acquisition Corp. • Motor vehicle parts & accessories • Delaware
This Indemnification and Advancement Agreement (as amended or amended and restated, this “Agreement”) is made as of ________ __, 2021 (the “Effective Date”) by and between Aeva, Inc., a Delaware corporation (the “Company”) (f/k/a InterPrivate Acquisition Corp., a Delaware corporation), and ______________, [ ● ] of the Company (“Indemnitee”).
Registration Rights and Lock-Up Agreement AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 18th, 2021 • Aeva Technologies, Inc. • Motor vehicle parts & accessories • Delaware
This Amended and Restated Registration Rights Agreement (this “Agreement”) is entered into as of March 12, 2021 (the “Effective Date”) by and among:
InterPrivate Acquisition Corp. New York, New York 10019 EarlyBirdCapital, Inc. New York, NY 10017Underwriting Agreement • January 24th, 2020 • InterPrivate Acquisition 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 InterPrivate Acquisition 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-half of one warrant, each whole warrant exercisable for one share of Common Stock (each, a “Warrant”). Certain capitalized terms used herein are defined in paragraph 13 hereof.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 8th, 2023 • Aeva Technologies, Inc. • Motor vehicle parts & accessories
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) dated as of November 8, 2023 is made by and among the investment entities named on the signature pages hereto (collectively, the “Investor”), and Aeva Technologies, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Company”). The Investor and the Company may be referred to herein individually as a “Party” and collectively as the “Parties”.
SUBSCRIPTION AGREEMENTSubscription Agreement • January 14th, 2021 • InterPrivate Acquisition Corp. • Motor vehicle parts & accessories • New York
In connection with the proposed business combination (the “Transaction”) between InterPrivate Acquisition Corp., a Delaware corporation (the “Company”), and Aeva, Inc., a Delaware corporation (“Aeva”), the undersigned subscriber (being referred to sometimes herein as the “Subscriber”) 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 $11.50 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 therewith, the undersigned and the Company agree as follows:
InterPrivate Acquisition Corp.InterPrivate Acquisition Corp. • February 6th, 2020 • Blank checks
This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for the initial public offering (the “IPO”) of the InterPrivate Acquisition Corp’s (the “Company”) securities and continuing until the earlier of (i) the consummation by the Company of an initial business combination or (ii) the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), InterPrivate LLC shall make available to the Company certain office space, utilities and secretarial support as may be required by the Company from time to time, situated at 1350 Avenue of the Americas, New York, New York 10019 (or any successor location). In exchange therefore, the Company shall pay InterPrivate LLC the sum of $10,000 per month on the Effective Date and continuing monthly thereafter until the Termination Date. InterPrivate LLC hereby ag
STOCKHOLDERS AGREEMENT BY AND AMONG INTERPRIVATE ACQUISITION CORP. AND THE STOCKHOLDERS PARTY HERETO Dated as of March 12, 2021Stockholders Agreement • March 18th, 2021 • Aeva Technologies, Inc. • Motor vehicle parts & accessories • Delaware
This Stockholders Agreement (as the same may be amended, supplemented, amended and restated or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”) is made and entered into effective as of March 12, 2021 by and among InterPrivate Acquisition Corp., a Delaware corporation (the “Company”), and each of the parties listed under “Stockholders” on the signature page hereto (collectively, the “Stockholders” and each, a “Stockholder”). The Company and the Stockholders are sometimes referred to herein collectively as the “Parties” and individually as a “Party.” Each capitalized term used but not defined herein will have the meaning ascribed to such term in Section 1.01.
InterPrivate Acquisition Corp.InterPrivate Acquisition Corp. • January 24th, 2020 • Blank checks • New York
This letter agreement by and between InterPrivate Acquisition Corp. (the “Company”) and Minesh K. Patel, dated as of the date hereof, will confirm our agreement that, commencing on the date the securities of the Company are first listed on the New York Stock Exchange (the “Listing Date”), pursuant to a Registration Statement on Form S-1 and prospectus filed with the Securities and Exchange Commission (the “Registration Statement”) and continuing until the earlier of the consummation by the Company of an initial business combination or the Company’s liquidation of the trust account (the “Trust Account”) established in connection with the Company’s initial public offering (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), Mr. Patel shall assist the Company in negotiating and consummating an initial business combination. In exchange therefor, the Company shall pay Mr. Patel the sum of $10,000 per month commencin
InterPrivate Acquisition Corp.InterPrivate Acquisition Corp. • January 24th, 2020 • Blank checks
This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for the initial public offering (the “IPO”) of the InterPrivate Acquisition Corp’s (the “Company”) securities and continuing until the earlier of (i) the consummation by the Company of an initial business combination or (ii) the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), InterPrivate LLC shall make available to the Company certain office space, utilities and secretarial support as may be required by the Company from time to time, situated at 1350 Avenue of the Americas, New York, New York 10019 (or any successor location). In exchange therefore, the Company shall pay InterPrivate LLC the sum of $10,000 per month on the Effective Date and continuing monthly thereafter until the Termination Date. InterPrivate LLC hereby ag
InterPrivate Acquisition Corp.InterPrivate Acquisition Corp. • February 6th, 2020 • Blank checks
This letter agreement by and between InterPrivate Acquisition Corp. (the “Company”) and Minesh K. Patel, dated as of the date hereof, will confirm our agreement that, commencing on the date the securities of the Company are first listed on the New York Stock Exchange (the “Listing Date”), pursuant to a Registration Statement on Form S-1 and prospectus filed with the Securities and Exchange Commission (the “Registration Statement”) and continuing until the earlier of the consummation by the Company of an initial business combination or the Company’s liquidation of the trust account (the “Trust Account”) established in connection with the Company’s initial public offering (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), Mr. Patel shall assist the Company in negotiating and consummating an initial business combination. In exchange therefor, the Company shall pay Mr. Patel the sum of $10,000 per month commencin
SUBSCRIPTION AGREEMENTSubscription Agreement • November 6th, 2020 • InterPrivate Acquisition Corp. • Blank checks • New York
In connection with the proposed business combination (the “Transaction”) between InterPrivate Acquisition Corp., a Delaware corporation (the “Company”), and Aeva, Inc., a Delaware corporation (“Aeva”), 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 Subsc
STANDBY EQUITY PURCHASE AGREEMENT by and among AEVA TECHNOLOGIES, INC. and THE INVESTMENT ENTITIES NAMED ON THE SIGNATURE PAGES HERETO Dated as of November 8, 2023Equity Purchase Agreement • November 8th, 2023 • Aeva Technologies, Inc. • Motor vehicle parts & accessories • New York
THIS STANDBY EQUITY PURCHASE AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) dated as of November 8, 2023 is made by and among the investment entities named on the signature pages hereto (collectively, the “Investor”), and AEVA TECHNOLOGIES, INC., a corporation organized and existing under the laws of the State of Delaware (the “Company”).
BUSINESS COMBINATION AGREEMENT by and among InterPrivate Acquisition Corp., WLLY Merger Sub Corp., and Aeva, Inc. Dated as of November 2, 2020Business Combination Agreement • November 6th, 2020 • InterPrivate Acquisition Corp. • Blank checks • Delaware
BUSINESS COMBINATION AGREEMENT, dated as of November 2, 2020 (this “Agreement”), by and among InterPrivate Acquisition Corp., a Delaware corporation (“InterPrivate”), WLLY Merger Sub Corp., a Delaware corporation (“Merger Sub”), and Aeva, Inc., a Delaware corporation (the “Company”).
AMENDMENT TO STANDBY EQUITY PURCHASE AGREEMENTEquity Purchase Agreement • November 7th, 2024 • Aeva Technologies, Inc. • Motor vehicle parts & accessories
THIS AMENDMENT TO STANDBY EQUITY PURCHASE AGREEMENT (this “Amendment”), dated as of September 5, 2024, is made by and among Sylebra Capital Partners Master Fund Ltd, a Cayman Islands entity (“Bell”), Sylebra Capital Parc Master Fund, a Cayman Islands entity (“Parc”), Sylebra Capital Menlo Master Fund, a Cayman Islands entity (“Menlo”), Blackwell Partners LLC – Series A, a Delaware limited liability company (“Blackwell” and, together with Parc and Bell, the “Investors”), and Aeva Technologies, Inc., a Delaware corporation (“Company”). The Investors and Company shall be referred to herein, jointly, as the “Parties” and, individually, as a “Party.”
September 27, 2022 Sylebra Capital Limited Wan Chai, Hong Kong Attn: Dan Gibson Gentlemen:Letter • September 30th, 2022 • Aeva Technologies, Inc. • Motor vehicle parts & accessories • Delaware
This letter (this “Agreement”) constitutes the agreement between (a) Aeva Technologies, Inc. (“Company”) and (b) Sylebra Capital Limited (“Sylebra”) and each of the other related Persons (as defined below) set forth on the signature pages to this Agreement and their respective Affiliates (as defined below) and Associates (as defined below) (all such Persons, the “Sylebra Group”). Company and the Sylebra Group are together the “Parties.”
SUBSCRIPTION AGREEMENTSubscription Agreement • November 8th, 2023 • Aeva Technologies, Inc. • Motor vehicle parts & accessories • New York
This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into this 8th day of November, 2023, by and among Aeva Technologies, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Company”), and the undersigned (collectively “Subscriber”).
STOCKHOLDER SUPPORT AGREEMENTStockholder Support Agreement • November 6th, 2020 • InterPrivate Acquisition Corp. • Blank checks • Delaware
STOCKHOLDER SUPPORT AGREEMENT, dated as of November 2, 2020 (this “Agreement”), by and among InterPrivate Acquisition Corp., a Delaware corporation (“InterPrivate”), and certain of the stockholders of Aeva, Inc., a Delaware corporation (the “Company”), whose names appear on the signature pages of this Agreement (each, a “Stockholder” and, collectively, the “Stockholders”).
SHAREHOLDER AGREEMENTShareholder Agreement • November 8th, 2023 • Aeva Technologies, Inc. • Motor vehicle parts & accessories • New York
This SHAREHOLDER AGREEMENT (the “Agreement”) is made as of November 8, 2023, by and among Aeva Technologies, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Company”) and the investment entities named on the signature pages hereto (collectively, the “Investor”), and shall take effect on date of the closing of the transactions contemplated by the Subscription Agreement (defined below) (the “Effective Date”).
WAIVER AND LOCKUP AGREEMENTWaiver and Lockup Agreement • January 14th, 2021 • InterPrivate Acquisition Corp. • Motor vehicle parts & accessories • Delaware
This Waiver and Lockup Agreement (this “Agreement”) is entered into as of December 23, 2020, by and between InterPrivate Acquisition Corp, a Delaware corporation (the “IPV”), and [ ] (“Sylebra”).
