ORDINARY SHARE PURCHASE WARRANT SWVL HOLDINGS CORPSecurity Agreement • August 29th, 2022 • SWVL Holdings Corp • Services-business services, nec • New York
This ORDINARY SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Armistice Capital Master Fund Ltd. 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 August 12, 2022 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on August 12, 2027 (the “Termination Date”), but not thereafter, to subscribe for and purchase from Swvl Holdings Corp, a company duly incorporated and existing under the laws of the territory of the British Virgin Islands (the “Company”), up to 12,121,214 Class A ordinary shares (the “Ordinary Shares”) (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SALE AND PURCHASE AGREEMENT ENTERED INTO BY AND BETWEEN THE SELLERS (defined herein) URBVAN MOBILITY LTD AS THE COMPANY SWVL GLOBAL FZE AS BUYER SWVL HOLDINGS CORP. AS BVI AFFILIATE And RENATO PICARD AS SELLER REPRESENTATIVE NEW YORK, July 11, 2022Sale and Purchase Agreement • August 29th, 2022 • SWVL Holdings Corp • Services-business services, nec • New York
URBVAN MOBILITY LTD., an exempted limited liability company duly incorporated and existing under the laws of the Cayman Islands for an indefinite period of time, by virtue of a public deed granted on June 18, 2019, before Joy A. Rankine, Assistant Registar of Companies of the Cayman Island, registered with the Registar of Companies of the Cayman Island under file number 352705, having its registered office at Campbells Corporate Services Limited, Floor 4, Willow House, Cricket Square, Grand Cayman KY1-9010, Cayman Islands (the “Company”).
