SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 8th, 2023 • SRIVARU Holding LTD • Motor vehicles & passenger car bodies • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November 7, 2023, between SRIVARU Holding Limited, a Cayman Islands exempted company (the “Company”), and the purchaser identified on the signature pages hereto (the “Purchaser”).
REGISTRATION RIGHTS AGREEMENT BY AND AMONG SRIVARU HOLDING LIMITED AND THE INVESTORS PARTY HERETO DATED AS OF November 7, 2023Registration Rights Agreement • November 8th, 2023 • SRIVARU Holding LTD • Motor vehicles & passenger car bodies • New York
This REGISTRATION RIGHTS AGREEMENT (as it may be amended from time to time in accordance with the terms hereof, the “Agreement”), dated as of November 7, 2023, is made by and among SRIVARU Holding Limited, a Cayman Island exempted company (the “Company”), and the undersigned parties listed under “Investors” on the signature page hereto (collectively, together with their Permitted Transferees, the “Investors”).
SRIVARU HOLDING LIMITED UNDERWRITING AGREEMENTUnderwriting Agreement • October 28th, 2024 • SRIVARU Holding LTD • Motor vehicles & passenger car bodies • New York
SRIVARU Holding Limited, a Cayman Islands exempted company (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell an aggregate of (i) [ ] common units (each a “Common Unit” and collectively, the “Common Units”), with each Common Unit consisting of (A) one ordinary share (each a “Share” and collectively, the “Shares”) of the Company, par value $0.01 per share (the “Ordinary Shares”), and (B) one warrant to purchase one Share (each a “Warrant” and collectively, the “Warrants”), and (ii) [ ] pre-funded units (each a “Pre-Funded Unit” and collectively, the “Pre-Funded Units”), with each Pre-Funded Unit consisting of (A) one pre-funded warrant (each a “Pre-Funded Warrant” and collectively, the “Pre-Funded Warrants”), with each Pre-Funded Warrant exercisable to purchase one Share (the “Pre-Funded Warrant Shares”) at an exercise price of $0.001 per share, and (B) one Warrant to the several underwriters (such underwriters, for whom Maxim Group LLC (“Max
ORDINARY SHARE PURCHASE WARRANT SRIVARU HOLDING LIMITEDSRIVARU Holding LTD • October 28th, 2024 • Motor vehicles & passenger car bodies • New York
THIS ORDINARY SHARE PURCHASE WARRANT (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 the date of Stockholder Approval (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on _____1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from SRIVARU Holding Limited, a Cayman Islands exempted company (the “Company”), up to ______ Common Shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company. The purchase price of one Common Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered holder of this Warrant, su
ORDINARY SHARE PURCHASE WARRANT SRIVARU HOLDING LIMITEDSRIVARU Holding LTD • October 11th, 2024 • Motor vehicles & passenger car bodies • New York
THIS ORDINARY SHARE PURCHASE WARRANT (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 the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on _____1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from SRIVARU Holding Limited, a Cayman Islands exempted company (the “Company”), up to ______ Ordinary Shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company. The purchase price of one Common Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered holder of this Warrant, subject to a Hold
SRIVARU HOLDING LIMITED FORM OF UNDERWRITING AGREEMENTUnderwriting Agreement • October 11th, 2024 • SRIVARU Holding LTD • Motor vehicles & passenger car bodies • New York
SRIVARU Holding Limited, a Cayman Islands exempted company (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell an aggregate of (i) [ ] common units (each a “Common Unit” and collectively, the “Common Units”), with each Common Unit consisting of (A) one ordinary share (each a “Share” and collectively, the “Shares”) of the Company, par value $0.01 per share (the “Ordinary Shares”), and (B) one warrant to purchase one Share (each a “Warrant” and collectively, the “Warrants”), and (ii) [ ] pre-funded units (each a “Pre-Funded Unit” and collectively, the “Pre-Funded Units”), with each Pre-Funded Unit consisting of (A) one pre-funded warrant (each a “Pre-Funded Warrant” and collectively, the “Pre-Funded Warrants”), with each Pre-Funded Warrant exercisable to purchase one Share (the “Pre-Funded Warrant Shares”) at an exercise price of $0.001 per share, and (B) one Warrant to the several underwriters (such underwriters, for whom Maxim Group LLC (“Max
NON-REDEMPTION AGREEMENTNon-Redemption Agreement • November 8th, 2023 • SRIVARU Holding LTD • Motor vehicles & passenger car bodies • New York
This NON-REDEMPTION AGREEMENT (this “Agreement”), dated as of November 7, 2023, is made by and between Mobiv Acquisition Corp., a Delaware corporation (“SPAC”), the undersigned investors (collectively, the “Investor”), and Mobiv Pte. Ltd., a Singapore private company limited by shares (the “Sponsor”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).
WARRANTS THIS WARRANT SHALL BE NULL AND VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW SRIVARU HOLDING LIMITED Formed under the Law of the Cayman IslandsSRIVARU Holding LTD • August 22nd, 2023 • Motor vehicles & passenger car bodies
This Warrant Certificate certifies that ______________________, or registered assigns, is the registered holder of ____________ warrant(s) evidenced hereby (the “Warrants” and each, a “Warrant”) to purchase _________ ordinary shares, $0.[01] par value per share, of SRIVARU Holding Limited (the “Company”).
SRIVARU HOLDING LIMITED and [ ], as Warrant Agent Warrant Agency Agreement Dated as of [ ], 2024 WARRANT AGENCY AGREEMENTWarrant Agency Agreement • October 28th, 2024 • SRIVARU Holding LTD • Motor vehicles & passenger car bodies • New York
WARRANT AGENCY AGREEMENT, dated as of [ ], 2024 (“Agreement”), between SRIVARU Holding Limited, a Cayman Islands exempted company (the “Company”), and [ ], a corporation organized under the laws of [ ] (the “Warrant Agent”).
EARNOUT ESCROW AGREEMENTEarnout Escrow Agreement • December 28th, 2023 • SRIVARU Holding LTD • Motor vehicles & passenger car bodies
THIS EARNOUT ESCROW AGREEMENT (this “Agreement”) is made and entered into as of December 8, 2023, by and among SRIVARU Holding Limited, a Cayman Islands exempted company (the “Company”), Mohanraj Ramasamy, solely in its capacity as representative, agent and attorney-in-fact of the Pre-Closing Company Shareholders (as defined below) (the “Earnout Group Representative”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Escrow Agent”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Merger Agreement referred to below.
WARRANT ASSIGNMENT AND ASSUMPTION AGREEMENT SRIVARU HOLDING LIMITED, MOBIV ACQUISITION CORP, and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated December 8, 2023Warrant Assignment and Assumption Agreement • December 28th, 2023 • SRIVARU Holding LTD • Motor vehicles & passenger car bodies • New York
This Assignment and Assumption Agreement (the “Agreement”) is entered into as of December 8, 2023 (the “Effective Date”), by and among SRIVARU Holding Limited, a Cayman Islands exempted company (the “Company”), Mobiv Acquisition Corp, a Delaware corporation (“MOBV”), and Continental Stock Transfer & Trust Company, a New York corporation (“Continental”).
EXCHANGE AGREEMENTExchange Agreement • February 6th, 2024 • SRIVARU Holding LTD • Motor vehicles & passenger car bodies • New York
THIS EXCHANGE AGREEMENT (this “Agreement”), is dated as of December 8, 2023, by and among SRIVARU Holding Limited, a Cayman Islands exempted company (the “Company”), SRIVARU Motors Private Limited (CIN: U34103TZ2018PTC030131), a private limited company organized under the laws of India and a majority-owned Subsidiary of the Company (“SVM India”), the shareholders of SVM India listed on the signature page hereto (each a “Shareholder” and together, the “Shareholders”), and Shareholder’s Permitted Transferees (as defined below) as such Permitted Transferees may become Holders of SVM Shares (as defined below).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 9th, 2024 • SRIVARU Holding LTD • Motor vehicles & passenger car bodies
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 1, 2024 (the “Signing Date”), by and between SRIVARU Holding Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Company”), and the undersigned signatory hereto (together with it permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement, dated the date hereof, by and between the Company and the Buyer (the “Purchase Agreement”).
WARRANT ASSIGNMENT AND ASSUMPTION AGREEMENT SRIVARU HOLDING LIMITED, MOBIV ACQUISITION CORP, and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated ________ __, 2023Warrant Assignment and Assumption Agreement • July 19th, 2024 • SRIVARU Holding LTD • Motor vehicles & passenger car bodies • New York
This Assignment and Assumption Agreement (the “Agreement”) is entered into as of _______ __, 2023 (the “Effective Date”), by and among SRIVARU Holding Limited, a Cayman Islands exempted company (the “Company”), Mobiv Acquisition Corp, a Delaware corporation (“MOBV”), and Continental Stock Transfer & Trust Company, a New York corporation (“Continental”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • July 9th, 2024 • SRIVARU Holding LTD • Motor vehicles & passenger car bodies • New York
This agreement (the “Agreement”) constitutes the agreement between Maxim Group LLC (“Maxim” or the “Placement Agent”) and SRIVARU Holding Limited, a Cayman Islands exempted company (the “Company”), that Maxim shall serve as the exclusive placement agent for the Company, on a “commercially reasonable efforts” basis, in connection with the proposed placement (the “Placement”) of certain securities of the Company, hereinafter referred to as the “Securities.” The terms of the Placement shall be mutually agreed upon by the Company, Maxim and the purchasers of the Securities (each, a “Purchaser” and collectively, the “Purchasers”) and nothing herein constitutes that Maxim would have the power or authority to bind the Company or any Purchaser or an obligation for the Company to issue any Securities or complete the Placement. This Agreement and the documents executed and delivered by the Company and the Purchasers in connection with the Placement, including the Purchase Agreement (as hereinaft
Share ESCROW AGREEMENTShare Escrow Agreement • February 6th, 2024 • SRIVARU Holding LTD • Motor vehicles & passenger car bodies
THIS ESCROW AGREEMENT (this “Agreement”) is made and entered into as of December 8, 2023, by and among SRIVARU Holding Limited, a Cayman Islands exempted company (the “Company”), Mohanraj Ramasamy, solely in its capacity as representative, agent and attorney-in-fact of the Pre-Closing SVH Shareholders (as defined below) (the “Company Stockholder Representative”), and Continental Stock Transfer & Trust Company, a New York corporation (“Escrow Agent”).
FORM OF EXCHANGE AGREEMENTExchange Agreement • July 19th, 2024 • SRIVARU Holding LTD • Motor vehicles & passenger car bodies • New York
THIS EXCHANGE AGREEMENT (this “Agreement”), is dated as of March 13, 2023, by and among SRIVARU Holding Limited, a Cayman Islands exempted company (the “Company”), SRIVARU Motors Private Limited (CIN: U34103TZ2018PTC030131), a private limited company organized under the laws of India and a majority-owned Subsidiary of the Company (“SVM India”), the shareholders of SVM India listed on the signature page hereto (each a “Shareholder” and together, the “Shareholders”), and Shareholder’s Permitted Transferees (as defined below) as such Permitted Transferees may become Holders of SVM Shares (as defined below).
FIRST AMENDMENT TO SECURITIES ESCROW AGREEMENT SRIVARU HOLDING LIMITED, MOHANRAJ RAMASAMY AND VSTOCK TRANSFER, LLCSecurities Escrow Agreement • October 1st, 2024 • SRIVARU Holding LTD • Motor vehicles & passenger car bodies • New York
This first amendment (the “Amendment”) to that certain Securities Escrow Agreement (the “SEA”) by and among SRIVARU Holding Limited, a Cayman Islands exempted company (the “Company”), Mohanraj Ramasamy, solely in its capacity as representative, agent and attorney-in-fact of the Pre-Closing Company Shareholders (as defined in the Merger Agreement) (the “Company Stockholder Representative”), and Vstock Transfer, LLC, a New York limited liability company (“VStock”), is entered into as of May [● ], 2024 (the “Effective Date”).
PURCHASE AGREEMENTPurchase Agreement • July 9th, 2024 • SRIVARU Holding LTD • Motor vehicles & passenger car bodies
THIS PURCHASE AGREEMENT (this “Purchase Agreement”), dated as of July 1, 2024, by and between SRIVARU Holding Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Company”), and the undersigned signatory hereto (the “Investor”).
SRIVARU HOLDING LIMITED and [ ], as Warrant Agent Warrant Agency Agreement Dated as of [ ], 2024 WARRANT AGENCY AGREEMENTWarrant Agency Agreement • October 11th, 2024 • SRIVARU Holding LTD • Motor vehicles & passenger car bodies • New York
WARRANT AGENCY AGREEMENT, dated as of [ ], 2024 (“Agreement”), between SRIVARU Holding Limited, a Cayman Islands exempted company (the “Company”), and [ ], a corporation organized under the laws of [ ] (the “Warrant Agent”).
SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • October 1st, 2024 • SRIVARU Holding LTD • Motor vehicles & passenger car bodies
THIS SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this “Amendment”), dated as of September 12, 2024 (the “Effective Date”), is by and among (i) Mobiv Acquisition Corp, a Delaware corporation (“SPAC”) and (ii) SRIVARU Holding Limited, a Cayman Islands exempted company (the “Company” and, together with SPAC, the “Parties” and each, a “Party”). Capitalized terms used but not otherwise defined in this Amendment shall have respective meanings ascribed to such terms in the Merger Agreement (as defined below).
EMPLOYMENT AGREEMENTEmployment Agreement • August 22nd, 2023 • SRIVARU Holding LTD • Motor vehicles & passenger car bodies • California
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into this __ day of ___________, 2023 (the “Execution Date”) between SRIVARU Holding Limited, a Cayman Islands exempted company (the “Company”), and ____________ (“Executive”). (the Employer and the Executive are collectively referred to herein as the “Parties”)
WARRANT ASSIGNMENT AND ASSUMPTION AGREEMENT SRIVARU HOLDING LIMITED, MOBIV ACQUISITION CORP, and CONTINENTAL STOCK TRANSFER & TRUST COMPANYWarrant Assignment and Assumption Agreement • February 6th, 2024 • SRIVARU Holding LTD • Motor vehicles & passenger car bodies • New York
This Assignment and Assumption Agreement (the “Agreement”) is entered into as of December 8, 2023 (the “Effective Date”), by and among SRIVARU Holding Limited, a Cayman Islands exempted company (the “Company”), Mobiv Acquisition Corp, a Delaware corporation (“MOBV”), and Continental Stock Transfer & Trust Company, a New York corporation (“Continental”).
SATISFACTION AND DISCHARGE OF INDEBTEDNESS PURSUANT TO UNDERWRITING AGREEMENT DATED MAY 4, 2021 JULY 28, 2023Satisfaction And • August 4th, 2023 • SRIVARU Holding LTD • Motor vehicles & passenger car bodies
This Satisfaction and Discharge of Indebtedness (the “Satisfaction and Discharge”) is made and entered into to be effective as of July 28 , 2023, by and between Mobiv Acquisition Corp., a Delaware corporation (the “Company”) and EF Hutton, division of Benchmark Investments, LLC (“EF Hutton”). Capitalized terms used but not defined herein shall have the meanings assigned to them in the Underwriting Agreement (as defined below).
SECURITIES ESCROW AGREEMENTSecurities Escrow Agreement • October 1st, 2024 • SRIVARU Holding LTD • Motor vehicles & passenger car bodies • New York
This SECURITIES ESCROW AGREEMENT (this “Agreement”) made as of the 9th day of April 2024, by and among Srivaru Holding Limited (the “Company”) whose address is 2nd Floor, Regatta Office Park, West Bay Road, P.O. Box 10655, Grand Cayman KYl-1006, Cayman Island, Mohanraj Ramasamy, solely in its capacity as representative, agent and attorney-in-fact of the Pre-Closing SVH Shareholders (as defined below) (the “Company Stockholder Representative”), whose address is 3541 Rocca Ct, Pleasanton, CA 94588, and VStock Transfer, LLC (the “Escrow Agent”) whose address is 18 Lafayette Place, Woodmere, NY 11598.
