0001731122-22-000526 Sample Contracts

PLACEMENT AGENT COMMON SHARE PURCHASE WARRANT VICINITY MOTOR CORP.
Common Share Purchase Warrant • March 24th, 2022 • Vicinity Motor Corp • Motor vehicles & passenger car bodies

THIS COMMON SHARE PURCHASE WARRANT (this “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 September [●], 2022 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on September [●], 2024 (the “Termination Date”), but not thereafter, to subscribe for and purchase from Vicinity Motor Corp., a company incorporated under the laws of the Province of British Columbia (the “Company”), up to [______] common shares, without par value (the “Common Shares”) (as subject to adjustment hereunder, the “Warrant Shares”). This Warrant is being issued pursuant to that certain Placement Agent Agreement, dated March [●], 2022, by and between the Company and the Holder.

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • March 24th, 2022 • Vicinity Motor Corp • Motor vehicles & passenger car bodies • New York

This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of March 23, 2022, between Vicinity Motor Corp., a company incorporated under the laws of the Province of British Columbia, Canada (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

Vicinity Motor Corp.
Letter Agreement • March 24th, 2022 • Vicinity Motor Corp • Motor vehicles & passenger car bodies • New York
Lock-Up Agreement
Lock-Up Agreement • March 24th, 2022 • Vicinity Motor Corp • Motor vehicles & passenger car bodies
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