Standard Contracts
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 6th, 2022 • Tritium DCFC LTD • Miscellaneous transportation equipment • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 2, 2022, is by and between B. Riley Principal Capital II, LLC, a Delaware limited liability company (the “Investor”), and Tritium DCFC Limited, an Australian public company limited by shares (the “Company”).
AMENDED AND RESTATED SUBSCRIPTION AGREEMENTSubscription Agreement • February 8th, 2022 • Tritium DCFC LTD • Miscellaneous transportation equipment
This AMENDED AND RESTATED SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into this 31st day of January, 2022, by and among Decarbonization Plus Acquisition Corporation II, a Delaware corporation (“DCRN”), Tritium DCFC Limited (ACN 650 026 314), an Australian public company (the “Issuer”), and the undersigned (“Subscriber”).
SENIOR LOAN NOTE SUBSCRIPTION AGREEMENT TRITIUM PTY LTD (ACN 095 500 280) with CBA CORPORATE SERVICES (NSW) PTY LIMITED (ACN 072 765 434) acting as Security TrusteeSenior Loan Note Subscription Agreement • September 6th, 2022 • Tritium DCFC LTD • Miscellaneous transportation equipment • Queensland
Tritium Holdings Pty Ltd The party set out in schedule 1 Subscription AgreementSubscription Agreement • December 16th, 2021 • Tritium DCFC LTD • Miscellaneous transportation equipment
A The Investor wishes to invest in the Company by subscribing for the Convertible Equity, which will be converted into Shares as contemplated by this agreement.
ORDINARY SHARES PURCHASE AGREEMENT Dated as of September 2, 2022 by and between TRITIUM DCFC LIMITED and B. RILEY PRINCIPAL CAPITAL II, LLCOrdinary Shares Purchase Agreement • September 6th, 2022 • Tritium DCFC LTD • Miscellaneous transportation equipment • New York
This ORDINARY SHARES PURCHASE AGREEMENT is made and entered into as of September 2, 2022 (this “Agreement”), by and between B. Riley Principal Capital II, LLC, a Delaware limited liability company (the “Investor”), and Tritium DCFC Limited, an Australian public company limited by shares (the “Company”).
Parties The Employer named in Item 1 of Schedule A. (Company) The Employee named in Item 2 of Schedule A. (Employee or You)Permanent Full-Time Employment Contract • September 22nd, 2022 • Tritium DCFC LTD • Miscellaneous transportation equipment
WARRANT ASSIGNMENT AND ASSUMPTION AGREEMENT TRITIUM DCFC LIMITED, DECARBONIZATION PLUS ACQUISITION CORPORATION II, CONTINENTAL STOCK TRANSFER & TRUST COMPANY, COMPUTERSHARE INC. and COMPUTERSHARE TRUST COMPANY, N.A. Dated January 13, 2022Warrant Assignment and Assumption Agreement • January 14th, 2022 • Tritium DCFC LTD • Miscellaneous transportation equipment • New York
This Assignment and Assumption Agreement (the “Agreement”) is entered into as of January 13, 2022 (the “Effective Date”), by and among Decarbonization Plus Acquisition Corporation II, a Delaware corporation (“DCRN”), Tritium DCFC Limited, an Australian public company limited by shares (“DCFC”), Continental Stock Transfer & Trust Company, a New York corporation (“Continental”) and Computershare Inc., a Delaware corporation, and its affiliate, Computershare Trust Company, N.A., a federally chartered trust company (collectively, “Computershare”).
AMENDED AND RESTATED WARRANT AGREEMENT between TRITIUM DCFC LIMITED, COMPUTERSHARE INC., and COMPUTERSHARE TRUST COMPANY, N.A.Warrant Agreement • January 14th, 2022 • Tritium DCFC LTD • Miscellaneous transportation equipment • New York
THIS AMENDED AND RESTATED WARRANT AGREEMENT (this “Agreement”), dated as of January 13, 2022, is by and among Tritium DCFC Limited, an Australian public company limited by shares (the “Company” or “DCFC”), Computershare Inc., a Delaware corporation (“Computershare”), and its affiliate, Computershare Trust Company, N.A., a federally chartered trust company, (together with Computershare, collectively, the “Warrant Agent”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • September 22nd, 2022 • Tritium DCFC LTD • Miscellaneous transportation equipment • California
This Executive Employment Agreement (“Agreement”), dated August 10, 2022 (“Effective Date”), is between Tritium Technologies, LLC (the “Company”) and Robert Topol (“Executive”).
THE PARTIES LISTED AT Schedule 2 TRITIUM DCFC LIMITED TRITIUM HOLDINGS PTY LTD DECARBONIZATION PLUS ACQUISITION CORPORATION II SHARE TRANSFER AGREEMENTShare Transfer Agreement • February 11th, 2022 • Tritium DCFC LTD • Miscellaneous transportation equipment • Queensland
AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 18th, 2023 • Tritium DCFC LTD • Miscellaneous transportation equipment
THIS AMENDMENT NO. 1 (this “Amendment”), dated as of September 18, 2023, to the Securities Purchase Agreement, dated as of September 12, 2023 (the “Agreement”), by and among Tritium DCFC Limited, an Australian public company limited by shares (the “Company”), and each of the investors listed in the Schedule of Buyers attached to the Agreement (collectively, the “Buyers”), is hereby consented to and entered into by the Company and the Buyers. Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the Agreement.
Tritium Holdings Pty Ltd Tritium Pty Ltd St Baker Energy Holdings Pty Ltd as trustee for the St Baker Energy Innovation Trust Loan AgreementLoan Agreement • October 29th, 2021 • Tritium DCFC LTD • Miscellaneous transportation equipment • Queensland
A The Lender provided financial accommodation to the Borrower under a Prior Loan Agreement discharged on the Commencement Date.
To: TRITIUM PTY LTD (ACN 095 500 280) (the Borrower) Address: 48 Miller Street Murarrie QLD 4172 Australia Attention: Mark Anning, General Counsel David Toomey, Chief Revenue Officer and Head of Corporate Development Jane Hunter, Chief Executive...Senior Loan Note Subscription Agreement • February 11th, 2022 • Tritium DCFC LTD • Miscellaneous transportation equipment
Senior Loan Note Subscription Agreement dated 7 December 2021 amongst, among others, HealthSpring Life & Health Insurance Company, Inc., Cigna Health and Life Insurance Company and Barings Target Yield Infrastructure Debt Holdco 1 S.À R.L. and Tritium Pty Ltd (LNSA) – CP Waiver Letter
WARRANT AGREEMENT TRITIUM DCFC LIMITEDWarrant Agreement • September 6th, 2022 • Tritium DCFC LTD • Miscellaneous transportation equipment • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of September 2, 2022, is by and among Tritium DCFC Limited, an Australian public company limited by shares (the “Company” or “DCFC”), Computershare Inc., a Delaware corporation (“Computershare”), and its affiliate, Computershare Trust Company, N.A., a federally chartered trust company, (together with Computershare, collectively, the “Warrant Agent”). Capitalized terms used in this Agreement and not otherwise defined elsewhere in this Agreement shall have the meanings set forth in Section 10 hereof.
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 14th, 2022 • Tritium DCFC LTD • Miscellaneous transportation equipment • New York
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 13, 2022, is made and entered into by and among Tritium DCFC Limited (ACN 650 026 314), an Australian public company (the “Company”), Decarbonization Plus Acquisition Corporation II, a Delaware corporation (the “SPAC”), Decarbonization Plus Acquisition Sponsor II LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed under Holder on the signature pages hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively, the “Holders”).
Parties The Employer named in Item 1 of Schedule A. (Company) The Employee named in Item 2 of Schedule A.Maximum Term Full-Time Employment Contract • December 16th, 2021 • Tritium DCFC LTD • Miscellaneous transportation equipment
SERIES A PREFERENCE SHARE FACILITY Securities Purchase AgreementSecurities Purchase Agreement • September 18th, 2023 • Tritium DCFC LTD • Miscellaneous transportation equipment • New York
This Securities Purchase Agreement (the “Agreement”), dated as of September 12, 2023, is by and among Tritium DCFC Limited, an Australian public company limited by shares (ACN 650 026 314) (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
FORM OF OPTION AGREEMENTOption Agreement • January 14th, 2022 • Tritium DCFC LTD • Miscellaneous transportation equipment
This OPTION AGREEMENT (this “Option Agreement”) is entered into this 13th day of January, 2022, by and among Tritium DCFC Limited (ACN 650 026 314), an Australian public company (the “Issuer”), and the undersigned (“Holder”).
Parties The Employer named in Item 1 of Schedule A. (Company) The Employee named in Item 2 of Schedule A.Full-Time Employment Contract • July 8th, 2022 • Tritium DCFC LTD • Miscellaneous transportation equipment
AMENDMENT NO. 2 TO WARRANT AGREEMENTWarrant Agreement • September 18th, 2023 • Tritium DCFC LTD • Miscellaneous transportation equipment • New York
THIS AMENDMENT NO. 2 (this “Amendment”), dated as of September 12, 2023, to the Warrant Agreement, dated as of September 2, 2022 (as amended by the Amendment dated as of November 18, 2022, the “Warrant Agreement”), by and among Tritium DCFC Limited, an Australian public company limited by shares (the “Company”), Computershare Inc., a Delaware corporation (“Computershare”), and its affiliate, Computershare Trust Company, N.A., a federally chartered trust company (together with Computershare, collectively, the “Warrant Agent”), is hereby consented to and entered into by the Company, the Warrant Agent and the Holders party hereto.
Amendment Deed – St Baker Loan AgreementSt Baker Loan Agreement • February 11th, 2022 • Tritium DCFC LTD • Miscellaneous transportation equipment • Queensland
St Baker Energy Holdings Pty Ltd ACN 010 165 554 as trustee for the St Baker Energy Innovation Trust ABN 60 715 308 891 of Level 11, 344 Queen Street, Brisbane QLD 4000 (Lender)
