0001104659-21-146349 Sample Contracts

WARRANT AGREEMENT
Warrant Agreement • December 3rd, 2021 • Roth CH Acquisition v Co. • Blank checks • New York

This WARRANT AGREEMENT (this “Agreement”) is made as of November 30, 2021, by and between Roth CH Acquisition V Co., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (the “Warrant Agent”).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 3rd, 2021 • Roth CH Acquisition v Co. • Blank checks • New York

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of November 30, 2021, by and among Roth CH Acquisition V Co., a Delaware corporation (the “Company”), and the undersigned parties listed under “Investors” on the signature page hereto (each, an “Investor” and collectively, the “Investors”).

INDEMNITY AGREEMENT
Indemnity Agreement • December 3rd, 2021 • Roth CH Acquisition v Co. • Blank checks • Delaware

THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of November 30, 2021, by and between Roth CH Acquisition V Co., a Delaware corporation (the “Company”), and Aaron Gurewitz (“Indemnitee”).

INVESTMENT MANAGEMENT TRUST AGREEMENT
Investment Management Trust Agreement • December 3rd, 2021 • Roth CH Acquisition v Co. • Blank checks • New York

This Investment Management Trust Agreement (this “Agreement”) is made as of November 30, 2021 by and between Roth CH Acquisition V Co. (the “Company”) and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Trustee”).

10,000,000 Units ROTH CH ACQUISITION V CO. UNDERWRITING AGREEMENT
Underwriting Agreement • December 3rd, 2021 • Roth CH Acquisition v Co. • Blank checks • New York
Roth CH Acquisition V Co. 888 San Clemente Drive, Suite 400 Newport Beach, CA 92660 Roth Capital Partners, LLC 888 San Clemente Drive, Suite 400 Newport Beach, CA 92660 Craig-Hallum Capital Group LLC 222 South Ninth Street, Suite 350 Minneapolis, MN...
Letter Agreement • December 3rd, 2021 • Roth CH Acquisition v Co. • Blank checks • New York

This letter (the “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Roth CH Acquisition V Co., a Delaware corporation (the “Company”), and Roth Capital Partners, LLC and Craig-Hallum Capital Group LLC (the “Representatives”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each Unit comprised of one share of common stock of the Company, par value $0.0001 per share (the “Common Stock”), and one-half of one redeemable warrant, each whole warrant exercisable for one share of Common Stock (each, a “Warrant”). Certain capitalized terms used herein are defined in paragraph 14 hereof.

STOCK ESCROW AGREEMENT
Stock Escrow Agreement • December 3rd, 2021 • Roth CH Acquisition v Co. • Blank checks • New York

This STOCK ESCROW AGREEMENT, dated as of November 30, 2021 (“Agreement”), is by and among Roth CH Acquisition V Co., a Delaware corporation (the “Company”), the initial securityholders listed on Exhibit A attached hereto (each, an “Initial Securityholder” and collectively the “Initial Securityholders”) and Continental Stock Transfer & Trust Company, a New York corporation (the “Escrow Agent”).

ROTH CAPITAL PARTNERS, LLC Newport Beach CA, 92660 CRAIG-HALLUM CAPITAL GROUP LLC Minneapolis, MN 55402 November 30, 2021
Roth CH Acquisition v Co. • December 3rd, 2021 • Blank checks • New York

This is to confirm our agreement (this “Agreement”) whereby Roth CH Acquisition V Co., a Delaware corporation (“Company”), has requested Roth Capital Partners, LLC and Craig-Hallum Capital Group LLC (each an “Advisor” and together the “Advisors”) to assist it in connection with the Company’s initial merger, stock exchange, asset acquisition, stock purchase, recapitalization, reorganization or 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. 333-260907) filed with the Securities and Exchange Commission (“Registration Statement”) in connection with its initial public offering (“IPO”).

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