0001104659-23-028813 Sample Contracts

INVESTMENT MANAGEMENT TRUST AGREEMENT
Investment Management Trust Agreement • March 6th, 2023 • Lotus Technology Inc. • Motor vehicles & passenger car bodies

This Investment Management Trust Agreement (this “Agreement”) is made effective as of March 10, 2021 by and between L Catterton Asia Acquisition Corp, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).

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REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT
Registration and Shareholder Rights Agreement • March 6th, 2023 • Lotus Technology Inc. • Motor vehicles & passenger car bodies • New York

THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of March 10, 2021, is made and entered into by and among L Catterton Asia Acquisition Corp, a Cayman Islands exempted company (the “Company”), LCA Acquisition Sponsor, LP, a Cayman Islands exempted limited partnership (the “Sponsor”), and the undersigned parties listed under Holder on the signature page hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively the “Holders”).

WARRANT AGREEMENT and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated March 10, 2021
Warrant Agreement • March 6th, 2023 • Lotus Technology Inc. • Motor vehicles & passenger car bodies • New York

THIS WARRANT AGREEMENT (this “Agreement”), dated March 10, 2021, is by and between L Catterton Asia Acquisition Corp, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 6th, 2023 • Lotus Technology Inc. • Motor vehicles & passenger car bodies • New York

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of _______, 2023, is made and entered into by and among (i) Lotus Technology Inc., an exempted company limited by shares incorporated under the laws of the Cayman Islands (the “Company”), (ii) L Catterton Asia Acquisition Corp, an exempted company limited by shares incorporated under the laws of the Cayman Islands (“SPAC”), (iii) LCA Acquisition Sponsor, LP, a Cayman Islands exempted limited partnership (the “Sponsor”), and (iv) the other undersigned parties listed on the signature page 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”).

Letter Agreement
Letter Agreement • March 6th, 2023 • Lotus Technology Inc. • Motor vehicles & passenger car bodies • New York
SPONSOR SUPPORT AGREEMENT
Sponsor Support Agreement • March 6th, 2023 • Lotus Technology Inc. • Motor vehicles & passenger car bodies • New York

This SPONSOR SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of January 31, 2023, by and among Lotus Technology Inc., an exempted company limited by shares incorporated under the laws of the Cayman Islands (the “Company”), L Catterton Asia Acquisition Corp, an exempted company limited by shares incorporated under the laws of the Cayman Islands (“SPAC”), and the shareholders of SPAC set forth on Schedule A hereto (each, a “Founder Shareholder” and collectively, the “Founder Shareholders”).

DISTRIBUTION AGREEMENT
Distribution Agreement • March 6th, 2023 • Lotus Technology Inc. • Motor vehicles & passenger car bodies • England and Wales

This Agreement of Distributor Authorization (hereinafter referred to as “Agreement” or “Distribution Agreement”) is entered into on the date of last signature of the Parties (“Commencement Date”) between:

Shareholder SUPPORT AGREEMENT
Shareholder Support Agreement • March 6th, 2023 • Lotus Technology Inc. • Motor vehicles & passenger car bodies • New York

This SHAREHOLDER SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of January 31, 2023, by and among Lotus Technology Inc., an exempted company limited by shares incorporated under the laws of the Cayman Islands (the “Company”), L Catterton Asia Acquisition Corp, an exempted company limited by shares incorporated under the laws of the Cayman Islands (“SPAC”), and the shareholders of the Company set forth on Schedule A hereto (each, a “Shareholder” and collectively, the “Shareholders”).

Contract
Administrative Support Agreement • March 6th, 2023 • Lotus Technology Inc. • Motor vehicles & passenger car bodies

This letter agreement by and between L Catterton Asia Acquisition Corp (the “Company”) and LCA Acquisition Sponsor, LP (the “Sponsor”), dated as of the date hereof, will confirm our agreement that, commencing on the date the securities of the Company are first listed on the The Nasdaq Capital Market (the “Listing Date”), pursuant to a Registration Statement on Form S-1 filed by the Company with the Securities and Exchange Commission (the “Registration Statement”) and continuing until the earlier of the consummation by the Company of an initial business combination or the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”):

ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENT
Assignment, Assumption and Amendment Agreement • March 6th, 2023 • Lotus Technology Inc. • Motor vehicles & passenger car bodies

This ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENT (this “Agreement”), is made and entered into as of _________, 2023, by and among L Catterton Asia Acquisition Corp, a Cayman Islands exempted company (“SPAC”), Lotus Technology Inc., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to such terms in the Warrant Agreement (as defined below) (and if such term is not defined in the Warrant Agreement, then the Merger Agreement (as defined below)).

PUT OPTION AGREEMENT
Put Option Agreement • March 6th, 2023 • Lotus Technology Inc. • Motor vehicles & passenger car bodies • Hong Kong

WHEREAS, Geely desires to have the right to require LTC to purchase the Option Shares, representing all the issued and outstanding shares of the Target held by Geely, and LTC desires to grant such right to Geely, pursuant to the terms and conditions set forth herein;

PUT OPTION AGREEMENT
Put Option Agreement • March 6th, 2023 • Lotus Technology Inc. • Motor vehicles & passenger car bodies • Hong Kong

WHEREAS, Etika desires to have the right to require LTC to purchase the Option Shares, representing all the issued and outstanding shares of the Target held by Etika, and LTC desires to grant such right to Etika, pursuant to the terms and conditions set forth herein;

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