INVESTOR RIGHTS AGREEMENT by and between CEPTON, INC. and KOITO MANUFACTURING CO., LTD. Dated as of January 19, 2023Investor Rights Agreement • January 20th, 2023 • Koito Manufacturing Co., Ltd. • Motor vehicle parts & accessories • Delaware
This INVESTOR RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of January 19, 2023, by and between Cepton, Inc., a Delaware corporation (the “Company”), and KOITO MANUFACTURING CO., LTD., a corporation organized under the laws of Japan (together with any Permitted Transferees (as defined in Section 4.02(c)), the “Investor”). The Investor and the Company are sometimes referred to herein individually, as a “Party” and collectively, as the “Parties.” All capitalized terms that are used in this Agreement have the respective meanings given to them in Section 1.01.
Re: Extension of the Exclusivity AgreementExclusivity Agreement • October 7th, 2022 • Koito Manufacturing Co., Ltd. • Motor vehicle parts & accessories
This letter will be governed by and construed in accordance with the laws of the State of Delaware, without regard to the conflict of law rules of such state. Any dispute arising out of this letter shall be submitted to the Delaware Chancery Court or, if such court shall not have jurisdiction, any federal court located in the State of Delaware or other Delaware state court, and Koito and Cepton hereby irrevocably agree to submit to the jurisdiction of such courts. This letter may be signed in any number of counterparts, each of which shall be an original, with the same effect as if the signatures thereto and hereto were upon the same instrument.
