WARRANT AGREEMENT COVA ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANYWarrant Agreement • October 11th, 2022 • ECARX Holdings Inc. • Services-computer integrated systems design • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated February 4, 2021, is by and between COVA Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (in such capacity, the “Warrant Agent”).
REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENTRegistration and Shareholder Rights Agreement • June 23rd, 2022 • ECARX Holdings Inc. • Services-computer integrated systems design • New York
THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of February 4, 2021, is made and entered into by and among COVA Acquisition Corp., a Cayman Islands exempted company (the “Company”), COVA Acquisition Sponsor LLC, a Cayman Islands limited liability company (the “Sponsor”, and together with 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”).
COVA Acquisition Corp. 530 Bush Street, Suite 703 San Francisco, CA 94108 Re: Initial Public Offering Ladies and Gentlemen:Letter Agreement • June 23rd, 2022 • ECARX Holdings Inc. • Services-computer integrated systems design • New York
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among COVA Acquisition Corp., a Cayman Islands exempted company (the “Company”) and Cantor Fitzgerald & Co. as representative (the “Representative”) of the several underwriters named therein (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”) of 28,750,000 of the Company’s units (including 3,750,000 units that may be purchased pursuant to the Underwriters’ option to purchase additional units, the “Units”), each comprised of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half one redeemable warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder thereof to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment. The Units will be sold in the Public Offering pursuant to a registra
INDEMNIFICATION AGREEMENTIndemnification Agreement • October 11th, 2022 • ECARX Holdings Inc. • Services-computer integrated systems design
This INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of by and between ECARX Holdings Inc., an exempted company incorporated and existing under the laws of the Cayman Islands (the “Company”), and , an individual (Passport/ID Card No. ) (the “Indemnitee”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • October 11th, 2022 • ECARX Holdings Inc. • Services-computer integrated systems design • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of February 4, 2021 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and among COVA Acquisition Corp., a Cayman Islands exempted company (the “Company”) and COVA Acquisition Sponsor LLC, a Cayman Island limited liability company (the “Purchaser”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • October 11th, 2022 • ECARX Holdings Inc. • Services-computer integrated systems design • New York
Pursuant to Section 1(k) of the Investment Management Trust Agreement between COVA Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of February 4, 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company’s shareholders $___________ of the principal and interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 24th, 2023 • ECARX Holdings Inc. • Services-computer integrated systems design • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 20, 2022, is made and entered into by and among (i) ECARX Holdings Inc., a Cayman Islands exempted company (the “Company”), (ii) COVA Acquisition Corp, a Cayman Islands exempted company (“SPAC”), (iii) COVA Acquisition Sponsor LLC, a Cayman Islands limited liability company (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”).
STRATEGIC INVESTMENT AGREEMENTStrategic Investment Agreement • June 23rd, 2022 • ECARX Holdings Inc. • Services-computer integrated systems design • New York
This STRATEGIC INVESTMENT AGREEMENT (this “Agreement”) is entered into on May 26, 2022, by and between ECARX Holdings Inc., an exempted company incorporated with limited liability in the Cayman Islands (the “Issuer”), and Geely Investment Holding Ltd., a company incorporated under the laws of the British Virgin Islands (the “Investor”). Capitalized terms used and not defined in this Agreement have the meanings ascribed to such terms in the Transaction Agreement (as defined below).
STRATEGIC INVESTMENT AGREEMENTStrategic Investment Agreement • October 11th, 2022 • ECARX Holdings Inc. • Services-computer integrated systems design • New York
This STRATEGIC INVESTMENT AGREEMENT (this “Agreement”) is entered into on May 26, 2022, by and between ECARX Holdings Inc., an exempted company incorporated with limited liability in the Cayman Islands (the “Issuer”), and Luminar Technologies, Inc., a Delaware corporation (the “Investor”). Capitalized terms used and not defined in this Agreement have the meanings ascribed to such terms in the Transaction Agreement (as defined below).
ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENTAssignment, Assumption and Amendment Agreement • April 24th, 2023 • ECARX Holdings Inc. • Services-computer integrated systems design
THIS ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENT (this “Agreement”) is made and entered into as of December 20, 2022, by and among (i) COVA Acquisition Corp., a Cayman Islands exempted company (the “SPAC”), (ii) ECARX Holdings Inc., a Cayman Islands exempted company (the “Company”), and (iii) Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (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)).
CONVERTIBLE NOTE PURCHASE AGREEMENTConvertible Note Purchase Agreement • November 4th, 2022 • ECARX Holdings Inc. • Services-computer integrated systems design • Hong Kong
ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENTAssignment, Assumption and Amendment Agreement • January 19th, 2023 • ECARX Holdings Inc. • Services-computer integrated systems design
THIS ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENT (this “Agreement”) is made and entered into as of December 20, 2022, by and among (i) COVA Acquisition Corp., a Cayman Islands exempted company (the “SPAC”), (ii) ECARX Holdings Inc., a Cayman Islands exempted company (the “Company”), and (iii) Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (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)).
SPONSOR SUPPORT AGREEMENT AND DEEDSponsor Support Agreement and Deed • October 11th, 2022 • ECARX Holdings Inc. • Services-computer integrated systems design • New York
This SPONSOR SUPPORT AGREEMENT AND DEED (this “Agreement”) is made and entered into as of May 26, 2022, by and among ECARX Holdings Inc., an exempted company limited by shares incorporated under the laws of the Cayman Islands (the “Company”), COVA Acquisition Corp., an exempted company limited by shares incorporated under the laws of the Cayman Islands (“SPAC”), and COVA Acquisition Sponsor, LLC, a Cayman Islands limited liability company (“Sponsor”).
COVA Acquisition Corp.ECARX Holdings Inc. • June 23rd, 2022 • Services-computer integrated systems design • New York
This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for the initial public offering (the “IPO”) of the securities of COVA Acquisition Corp. (the “Company”) and continuing until the earlier of (i) the consummation by the Company of an initial business combination and (ii) the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), COVA Acquisition Sponsor LLC (the “Sponsor”) shall take steps directly or indirectly to make available to the Company certain office space, secretarial and administrative services as may be required by the Company from time to time, situated at 530 Bush Street, Suite 703, San Francisco, CA 94108 (or any successor location). In exchange therefore, the Company shall pay the Sponsor a sum of up to $10,000 per month commencing on the Effective Date and continuing
SHAREHOLDER SUPPORT AGREEMENT AND DEEDShareholder Support Agreement and Deed • October 11th, 2022 • ECARX Holdings Inc. • Services-computer integrated systems design • New York
This SHAREHOLDER SUPPORT AGREEMENT AND DEED (this “Agreement”) is made and entered into as of May 26, 2022, by and among ECARX Holdings Inc., an exempted company limited by shares incorporated under the laws of the Cayman Islands (the “Company”), COVA Acquisition Corp., an exempted company limited by shares incorporated under the laws of the Cayman Islands (“SPAC”), and certain Persons listed on Schedule A hereto (each, a “Shareholder” and collectively, the “Shareholders”).
SALE AND PURCHASE AGREEMENT dated 31 December 2022Sale and Purchase Agreement • April 24th, 2023 • ECARX Holdings Inc. • Services-computer integrated systems design
Flyme Auto Intelligent Cockpit Solution License AgreementCockpit Solution License Agreement • April 3rd, 2024 • ECARX Holdings Inc. • Services-computer integrated systems design • Hong Kong
The Flyme Auto Intelligent Cockpit Solution License Agreement (hereinafter referred to as 'the Agreement') is signed by the following parties on the 15 day of 11 month in 2023 ('Signing Date'):
Shareholder Agreement between smart Software Technology Co., Ltd and ECARX (Hubei) Tech Co., Ltd. November 2023Shareholder Agreement • April 3rd, 2024 • ECARX Holdings Inc. • Services-computer integrated systems design
Transfer Agreement of Rights and ObligationsAgreement • October 11th, 2022 • ECARX Holdings Inc. • Services-computer integrated systems design
This Agreement is signed by the following three parties in Binjiang District, Hangzhou, China (the "Place of Signing") on March 1, 2022 (the "Effective Date") :
ContractECARX Holdings Inc. • June 23rd, 2022 • Services-computer integrated systems design • Hong Kong
THE SYMBOL “[***]” DENOTES PLACES WHERE CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS (1) NOT MATERIAL AND (2) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.
Termination Agreement of Current Control DocumentsTermination Agreement • October 11th, 2022 • ECARX Holdings Inc. • Services-computer integrated systems design
This Termination Agreement of Current Control Documents (this “Agreement”) was made and entered into on April 8, 2022 by and among:
THE SYMBOL “[***]” DENOTES PLACES WHERE CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS (1) NOT MATERIAL AND (2) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. Working Capital Loan Contract (Model Form)...ECARX Holdings Inc. • June 23rd, 2022 • Services-computer integrated systems design • Hong Kong
Domicile: Building 7B (QDXX-F7B), Tusincere Pioneering Park, Nantaizi Lake Innovation Valley, Wuhan Economic and Technological Development Zone
Credit Facility Agreement (applicable to loan as working capital without requiring a loan contract to be separately executed)Credit Facility Agreement • June 23rd, 2022 • ECARX Holdings Inc. • Services-computer integrated systems design • Hong Kong
Upon Party B’s application, Party A agrees to grant to Party B a credit line for Party B’s use. Now therefore, both Parties hereby, in accordance with the relevant laws and through full consultation, enter into this Agreement subject to the following terms and conditions.
ContractSupplementary Agreement • October 11th, 2022 • ECARX Holdings Inc. • Services-computer integrated systems design
THE SYMBOL “[****]” DENOTES PLACES WHERE CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS (1) NOT MATERIAL AND (2) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.
ECARX (Hubei) Tech Co., Ltd. and Hubei Xingji Meizu Group Co., Ltd. Strategic Cooperation AgreementCooperation Agreement • April 3rd, 2024 • ECARX Holdings Inc. • Services-computer integrated systems design
Address: Building C4, Area A, Huazhong·China Communications City, Qiangwei Road, Wuhan Economic & Technological Development Zone, Wuhan City, Hubei Province
Capital Contribution Agreement of JICA Intelligent Robotics Co., Ltd.Capital Contribution Agreement • October 2nd, 2023 • ECARX Holdings Inc. • Services-computer integrated systems design
This Capital Contribution Agreement in respect of JICA Intelligent Robot Limited (the “Agreement”) is executed by and between the following parties on the 30th June 2023 (the “Effective Date”) :
Supplementary Agreement of the Restructuring Framework AgreementSupplementary Agreement • October 11th, 2022 • ECARX Holdings Inc. • Services-computer integrated systems design
The Supplementary Agreement (the “Supplementary Agreement”) of the Restructuring Framework Agreement is signed by the following parties on May 13, 2022, in Wuhan, the People's Republic of China (the “PRC”).
Restructuring Framework AgreementRestructuring Framework Agreement • October 11th, 2022 • ECARX Holdings Inc. • Services-computer integrated systems design
This Restructuring Framework Agreement (the "Agreement") is signed by and between the following parties in Wuhan City, People's Republic of China (the "PRC") on the date of 8 April 2022.
Strategic Cooperation AgreementStrategic Cooperation Agreement • April 3rd, 2024 • ECARX Holdings Inc. • Services-computer integrated systems design
This Agreement is entered into as of December 13, 2023, at Zhongteng Building, Xuhui District, Shanghai, Wuhan Economic and Technological Development Zone by and between:
MASTER COMMERCIALIZATION AGREEMENTMaster Commercialization Agreement • October 11th, 2022 • ECARX Holdings Inc. • Services-computer integrated systems design
This Master Commercialization Agreement is between ECARX (Hubei) Technology Co., Ltd., Registry. No. 91420100MA4KRD7T7G, a limited liability company organized and existing under the laws of China (“Purchaser”), and Volvo Car Services 10 AB, reg. no. 559307-9485, a corporation organized and existing under the laws of Sweden (“Supplier”).
