UNDERWRITING AGREEMENT between TWIN VEE POWERCATS CO. and THINKEQUITY A DIVISION OF FORDHAM FINANCIAL MANAGEMENT, INC. as Representative of the Several Underwriters TWIN VEE POWERCATS CO.Underwriting Agreement • July 2nd, 2021 • Twin Vee PowerCats, Co. • Ship & boat building & repairing • New York
The undersigned, Twin Vee PowerCats Co., a corporation formed under the laws of the State of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of Twin Vee PowerCats Co., the “Company”), hereby confirms its agreement (this “Agreement”) with ThinkEquity, a division of Fordham Financial Management, Inc., (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
Form of Representative’s Warrant AgreementTwin Vee PowerCats, Co. • July 2nd, 2021 • Ship & boat building & repairing
THIS WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, _____________ or its 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 ____, 2021 (the “Initial Exercise Date”) and, in accordance with FINRA Rule 5110(g)(8)(A), prior to at 5:00 p.m. (New York time) on the date that is five (5) years following the Commencement Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Twin Vee PowerCats Co., a Delaware corporation (the “Company”), up to ______ shares of Common Stock, par value $0.001 per share, of the Company (the “Warrant Shares”), as subject to adjustment hereunder. 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).
UNDERWRITING AGREEMENT between FORZA X1, INC. and THINKEQUITY LLC as Representative of the Several Underwriters FORZA X1, INC.Underwriting Agreement • August 17th, 2022 • Twin Vee PowerCats, Co. • Ship & boat building & repairing • New York
The undersigned, Forza X1, Inc., a corporation formed under the laws of the State of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of Forza X1, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with ThinkEquity LLC (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
UNDERWRITING AGREEMENT betweenUnderwriting Agreement • September 30th, 2022 • Twin Vee PowerCats, Co. • Ship & boat building & repairing • New York
As Representative of the several Underwriters named on Schedule 1 attached hereto 17 State Street, 41st Floor New York, New York 10004
EMPLOYMENT AGREEMENTEmployment Agreement • April 5th, 2024 • Twin Vee PowerCats, Co. • Ship & boat building & repairing • Florida
THIS EMPLOYMENT AGREEMENT (the “Agreement”), effective as of April 4, 2024 (the “Effective Date”), of Twin Vee PowerCats Co., a Delaware corporation, with its principal place of business located at 3101 S. US-1, Ft. Pierce, Florida 34982 (the “Company”), is entered into by and between Michael Dickerson, whose work address is 3101 S. US-1, Ft. Pierce, Florida 34982 (“Executive”), and the Company. Except as otherwise defined herein, capitalized terms and phrases shall have the meaning described thereto in Section 13 of this Agreement.
FORM OF FORZA X1, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • August 17th, 2022 • Twin Vee PowerCats, Co. • Ship & boat building & repairing • Delaware
This Indemnification Agreement (the “Agreement”) is made as of [____], 2022, by and between Forza X1, Inc., a Delaware corporation (the “Company”), and [____] (“Indemnitee”).
TRANSITION SERVICES AGREEMENTTransition Services Agreement • August 17th, 2022 • Twin Vee PowerCats, Co. • Ship & boat building & repairing • Delaware
THIS TRANSITION SERVICES AGREEMENT (the “Agreement”) is dated August 16, 2022 by and between Forza X1, Inc. (“Forza”) and Twin Vee PowerCats Co. (“Twin Vee” and, together with Forza, the “Parties” and, each of them individually, the “Party”).
JOINT FILING AGREEMENTJoint Filing Agreement • June 30th, 2023 • Twin Vee PowerCats, Co. • Ship & boat building & repairing
JOINT FILING AGREEMENT, dated as of the 29th day of June, 2023, by and between Twin Vee PowerCats Co. and Joseph C. Visconti (together, the “Joint Filers”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG FORZA XI, INC., TWIN VEE POWERCATS CO., and TWIN VEE MERGER SUB, INC. Dated as of August 12, 2024Agreement and Plan of Merger • August 12th, 2024 • Twin Vee PowerCats, Co. • Ship & boat building & repairing • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of August 12, 2024, by and among FORZA XI, INC., a Delaware corporation (“Forza”), TWIN VEE POWERCATS CO., a Delaware corporation (the “Company” or “Twin Vee”) and TWIN VEE MERGER SUB, INC., a Delaware corporation and wholly-owned subsidiary of the Company (“Merger Sub”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
EMPLOYMENT AGREEMENTEmployment Agreement • July 15th, 2024 • Twin Vee PowerCats, Co. • Ship & boat building & repairing • Florida
THIS EMPLOYMENT AGREEMENT (the “Agreement”), effective as of July 12, 2024 (the “Effective Date”) of Twin Vee PowerCats Co., a Delaware corporation, with its principal place of business located at 3101 S. US-1, Ft. Pierce, Florida 34982 (the “Company”), is entered into by and between Karl Zimmer, whose work address is 3101 S. US-1, Ft. Pierce, Florida 34982 (“Executive”), and the Company. Except as otherwise defined herein, capitalized terms and phrases shall have the meaning described thereto in Section 13 of this Agreement.
INVENTORY FINANCING AGREEMENTInventory Financing Agreement • June 2nd, 2021 • Twin Vee PowerCats, Co. • Ship & boat building & repairing • Illinois
This Inventory Financing Agreement (as from time to time amended and together with any Transaction Statements. as hereinafter defined, “Agreement”) is between GE Commercial Distribution Finance Corporation (“CDF’’), with its chief executive office and principal place of business at 5595 Trillium Boulevard, Hoffman Estates, Illinois 60192 and Twin Vee Catamarans, Inc, a FL corporation (“Dealer”).
AGREEMENT AND PLAN OF MERGER by and between TWIN VEE POWERCATS CO. and TWIN VEE POWERCATS, INC. Dated as of September 8, 2022Agreement and Plan of Merger • September 9th, 2022 • Twin Vee PowerCats, Co. • Ship & boat building & repairing • Delaware
THIS AGREEMENT AND PLAN OF MERGER is made and entered into as of September 8, 2022, by and between TWIN VEE POWERCATS CO., a Delaware corporation (“Twin Vee Co.”), and TWIN VEE POWERCATS, INC., a Florida corporation (the “Twin Vee Inc.”).
JOINT FILING AGREEMENTJoint Filing Agreement • February 10th, 2023 • Twin Vee PowerCats, Co. • Ship & boat building & repairing
JOINT FILING AGREEMENT, dated as of the 10th day of February, 2023, by and between Twin Vee PowerCats Co. and Joseph C. Visconti (together, the “Joint Filers”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • August 22nd, 2022 • Twin Vee PowerCats, Co. • Ship & boat building & repairing • New York
This Amendment, dated August 22, 2022 (the “Effective Date”) (this “Amendment”), to the Employment Agreement, dated October 1, 2021 (the “Agreement”), is entered into by and between Twin Vee PowerCats Co. (the “Company”) and Carrie Gunnerson (the “Executive”). Capitalized terms used herein without definition shall have the meanings assigned in the Agreement.
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENTEmployment Agreement • October 21st, 2022 • Twin Vee PowerCats, Co. • Ship & boat building & repairing • Florida
This Amendment No. 1 (this “Amendment”) dated as of October 20, 2022 (the “Effective Date”) amends the Employment Agreement, effective as of July 23, 2021 (the “Agreement”) by and between Twin Vee PowerCats Co. (the “Corporation”) and Joseph Visconti (“Executvie”). Capitalized terms used herein without definition shall have the meanings assigned in the Agreement.
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • July 2nd, 2024 • Twin Vee PowerCats, Co. • Ship & boat building & repairing • Florida
This Amendment (this “Amendment”) dated as of June 27, 2024 (the “Effective Date”) amends the Employment Agreement, effective as of July 23, 2021 (the “Agreement”) by and between Twin Vee PowerCats Co. (the “Corporation”) and Preston Yarborough (“Executive”). Capitalized terms used herein without definition shall have the meanings assigned in the Agreement.
COMMERCIAL LEASE AGREEMENT (WITH OPTION TO PURCHASE)Commercial Lease Agreement • May 9th, 2023 • Twin Vee PowerCats, Co. • Ship & boat building & repairing
This LEASE AGREEMENT (the “Lease”), made and entered into as of the 5th day of MAY, 2023 by and between EBBTIDE CORPORATION, a Tennessee corporation with a principal office located at 2545 Jones Creek Road, White Bluff, Dickson County, Tennessee 37187 (the “Lessor” or “Owner”), and AquaSport Co., a Florida corporation with a principal office located at 3101 S US-1, Fort Pierce, St. Lucie County, Florida 34982 (the “Lessee”). Lessee’s payment and performance of the Lease is guaranteed by its owner and parent corporation, TWIN VEE POWERCATS CO., a Delaware corporation (“Guarantor”).
FORZA X1 AND ONEWATER AGREEMENTForza X1 and Onewater Agreement • August 18th, 2022 • Twin Vee PowerCats, Co. • Ship & boat building & repairing • Florida
This Forza X1 and OneWater Agreement (“Agreement”) is entered into by and between Forza X1, Inc., a Delaware corporation, whose mailing address is 3101 S-US 1, Fort Pierce, FL 34982 (“Forza”) and OneWater Marine, Inc., a Delaware corporation, whose mailing is 6275 Lanier Islands Parkway, Buford, GA 30518 (“OneWater”), effective as of August 17, 2022 (the “Effective Date”). Forza or OneWater may be collectively referred to as the “Parties” or individually as a “Party”
REPURCHASE AGREEMENTRepurchase Agreement • June 2nd, 2021 • Twin Vee PowerCats, Co. • Ship & boat building & repairing • Georgia
This Repurchase Agreement (this “Agreement”) is dated as of May 18, 2016 among Twin Vee Powercats, Inc., a Delaware corporation (“TVP”), Twin Vee Catamarans, Inc, a Florida corporation (“TVC” and together with TVP, individually and collectively, the “Company”) and Northpoint Commercial Finance LLC, a Delaware limited liability company (“Northpoint Commercial Finance”).
SUPPORT AGREEMENTSupport Agreement • September 9th, 2022 • Twin Vee PowerCats, Co. • Ship & boat building & repairing • Delaware
This SUPPORT AGREEMENT (this “Agreement”), is made as of September 6, 2022, by and between Twin Vee PowerCats Co., a Delaware corporation (“Twin Vee Co.”) and the Person set forth on Schedule A hereto (the “Stockholder”).
