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0001628280-21-012482 Sample Contracts

AMENDED AND RESTATED WARRANT AGREEMENT among PROTERRA INC, COMPUTERSHARE INC., and COMPUTERSHARE TRUST COMPANY, N.A. Dated June 14, 2021
Warrant Agreement • June 17th, 2021 • Proterra Inc • Motor vehicles & passenger car bodies • New York

THIS AMENDED AND RESTATED WARRANT AGREEMENT (this “Agreement”), dated June 14, 2021, is by and among Proterra Inc, a Delaware corporation (the “Company”), Computershare Inc., a Delaware corporation, and its wholly-owned subsidiary, Computershare Trust Company, N.A., a federally chartered trust company, collectively as Warrant Agent (the “Warrant Agent”) (each a “Party” and collectively, the “Parties”).

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AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 17th, 2021 • Proterra Inc • Motor vehicles & passenger car bodies • Delaware

THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 14, 2021, is made and entered into by and among Proterra, Inc (f/k/a ArcLight Clean Transition Corp.), a Delaware corporation (the “Company”), ArcLight CTC Holdings, L.P., a Delaware limited partnership (the “Sponsor”), and each of the undersigned parties listed under Holder on the signature page hereto (each such party, together with any person or entity deemed a “New Holder” who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “New Holder” and collectively the “New Holders”).

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