REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 8th, 2024 • Zoomcar Holdings, Inc. • Services-auto rental & leasing (no drivers)
This Registration Rights Agreement (this “Agreement”) is made and entered into as of November 5, 2024, between Zoomcar Holdings, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 8th, 2024 • Zoomcar Holdings, Inc. • Services-auto rental & leasing (no drivers) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November 5, 2024, between Zoomcar Holdings, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (including their respective successors and assigns, each a “Purchaser” and collectively, the “Purchasers”).
SERIES B PIPE COMMON WARRANT TO PURCHASE COMMON STOCK ZOOMCAR HOLDINGS, INC.Warrant Agreement • November 8th, 2024 • Zoomcar Holdings, Inc. • Services-auto rental & leasing (no drivers) • New York
THIS WARRANT TO PURCHASE COMMON STOCK (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 Initial Exercise Date until this Warrant is exercised in full (the “Termination Date”) , to subscribe for and purchase from Zoomcar Holdings, Inc., a Delaware corporation (the “Company”), up to a maximum of [●]1 shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one (1) share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2.2.
Zoomcar Holdings, Inc. - Lock-up Agreement November 5, 2024Lock-Up Agreement • November 8th, 2024 • Zoomcar Holdings, Inc. • Services-auto rental & leasing (no drivers)
The undersigned understands that Zoomcar Holdings, Inc., a Delaware corporation (the “Company”), entered into a Securities Purchase Agreement (the “SPA”) on November 5, 2024 with each purchaser (each, an “Investor”, and collectively “Investors”) identified on the signature page of the SPA, providing for the private placement (the “Transaction”) of shares of Common Stock, $0.0001 par value per share, of the Company (“Shares”), warrants and pre-funded warrants (together, “Warrants”) to purchase shares of Common Stock, and in connection therewith, to enter into a registration rights agreement with the Investors.
SERIES A PIPE COMMON WARRANT TO PURCHASE COMMON STOCK ZOOMCAR HOLDINGS, INC.Warrant Agreement • November 8th, 2024 • Zoomcar Holdings, Inc. • Services-auto rental & leasing (no drivers) • New York
THIS WARRANT TO PURCHASE COMMON STOCK (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 Initial Exercise Date and on or prior to 5:00 p.m. (New York City time) on the sixty (60) month anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Zoomcar Holdings, Inc., a Delaware corporation (the “Company”), up to [●] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one (1) share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2.2.
PIPE PRE-FUNDED WARRANT TO PURCHASE COMMON STOCK ZOOMCAR HOLDINGS, INC.Pipe Pre-Funded Warrant • November 8th, 2024 • Zoomcar Holdings, Inc. • Services-auto rental & leasing (no drivers) • New York
THIS PRE-FUNDED WARRANT TO PURCHASE COMMON STOCK (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 until this Warrant is exercised in full (the “Termination Date”) , to subscribe for and purchase from Zoomcar Holdings, Inc., a Delaware corporation (the “Company”), up to [●] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one (1) share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2.2.
PERSONAL AND CONFIDENTIALPlacement Agent Agreement • November 8th, 2024 • Zoomcar Holdings, Inc. • Services-auto rental & leasing (no drivers) • New York
The purpose of this placement agent agreement (“Agreement”) is to outline our agreement pursuant to which Aegis Capital Corp. (“Aegis”) will act as the placement agent on a “best efforts” basis in connection with the proposed PIPE Offering (the “Placement”) by Zoomcar Holdings, Inc. (collectively, with its subsidiaries and affiliates, the “Company”) of units consisting of its shares of Common Stock and warrants to purchase its shares of Common Stock (the “Securities”). This Agreement sets forth certain conditions and assumptions upon which the Placement is premised. The Company expressly acknowledges and agrees that Aegis’s obligations hereunder are on a reasonable “best efforts” basis only and that the execution of this Agreement does not constitute a commitment by Aegis to purchase the Securities and does not ensure the successful placement of the Securities or any portion thereof or the success of Aegis with respect to securing any other financing on behalf of the Company. The Compa
