REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 9th, 2023 • Archer Aviation Inc. • Aircraft • Delaware
This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 3, 2023 (the “Effective Date”), by and between Archer Aviation Inc., a Delaware corporation (the “Company”) and Stellantis N.V., a company organized and existing under the laws of Netherlands (the “Holder”). Any capitalized term used but not defined herein will have the meaning ascribed to such term in the Forward Purchase Agreement (as defined below).
= Certain identified information has been excluded from the exhibit because it is both not material and is the type that the registrant treats as private or confidential. FORWARD PURCHASE AGREEMENTForward Purchase Agreement • January 9th, 2023 • Archer Aviation Inc. • Aircraft • Delaware
This Forward Purchase Agreement (this “Agreement”) is entered into as of January 3, 2023, by and between Archer Aviation Inc., a Delaware corporation (the “Company”), and Stellantis N.V., a company organized and existing under the laws of the Netherlands (the “Purchaser”).
ContractArcher Aviation Inc. • January 9th, 2023 • Aircraft • Delaware
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF THIS AGREEMENT, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID SECURITIES ACT AND APPLICABLE STATE SECURITIES LAW UNLESS, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE REASONABLY SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION. THIS WARRANT AND THE SECURITIES ISSUABLE HEREUNDER ARE SUBJECT TO TRANSFER AND OTHER RESTRICTIONS SET FORTH IN A FORWARD PURCHASE AGREEMENT, DATED AS OF JANUARY 3, 2023, COPIES OF WHICH ARE ON FILE WITH THE SECRETARY OF THE ISSUER.
= Certain identified information has been excluded from the exhibit because it is both not material and is the type that the registrant treats as private or confidential. MANUFACTURING COLLABORATION AGREEMENTManufacturing Collaboration Agreement • January 9th, 2023 • Archer Aviation Inc. • Aircraft • New York
This Manufacturing Collaboration Agreement, effective as of January 3, 2023 (the “Effective Date”) is made by and between Archer Aviation Inc. (“AAI”) and Stellantis N.V. (“STLA”). AAI and STLA are each referred to herein as a “Party” and collectively as the “Parties”.
