AMENDED AND RESTATED WARRANT AGREEMENT1Warrant Agreement • March 15th, 2024 • Heramba Electric PLC • Miscellaneous electrical machinery, equipment & supplies • New York
THIS AMENDED AND RESTATED WARRANT AGREEMENT (this “Agreement”), dated as of [ ● ], is by and among Heramba Electric plc, an Irish public limited company duly incorporated under the laws of Ireland with company registration number 744994 (the “Company”), Project Energy Reimagined Acquisition Corp., an exempted company incorporated in the Cayman Islands with limited liability under company number 371458 (“PERAC”), Continental Stock Transfer & Trust Company, a New York limited purpose trust company (“Continental”), and [ ● ], a [ ● ] (“Successor Warrant Agent”).
Form of NoteHeramba Electric PLC • May 6th, 2024 • Miscellaneous electrical machinery, equipment & supplies
For value received, HERAMBA HOLDINGS, INC., a Delaware corporation (the “Borrower”), hereby promises to pay [ ] (the “Lender”) the aggregate unpaid principal amount of [ ] Dollars ($[ ]) (the “Principal Amount”) under the Note (as defined in the Loan Agreement referred to below) issued by the Borrower to the Lender, payable at such times, and in such amounts, as are specified in the Loan Agreement.
Amendment Agreement to SHARE PURCHASE AGREEMENT dated 31 January 2024 by and betweenShare Purchase Agreement • March 15th, 2024 • Heramba Electric PLC • Miscellaneous electrical machinery, equipment & supplies
Heramba Electric plc1 Form of Deed of Indemnification And AdvancementHeramba Electric PLC • March 15th, 2024 • Miscellaneous electrical machinery, equipment & supplies
This Deed Indemnification and Advancement (“Deed”) is made as of [ ● ], 2024 by and between (1) Heramba Electric plc, an Irish public limited company duly incorporated under the laws of Ireland, with company registration number 744994, having its registered office at 70 Sir John Rogerson’s Quay, Dublin 2, Ireland (the “Company”) and (2) ______________ (the “Indemnitee”). This Deed supersedes and replaces any and all previous agreements between the Company and Indemnitee covering indemnification and advancement of expenses.
LOAN AGREEMENTLoan Agreement • May 6th, 2024 • Heramba Electric PLC • Miscellaneous electrical machinery, equipment & supplies • Delaware
THIS LOAN AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) is entered into to be effective as of April 30, 2024 between Heramba Holdings, Inc., a Delaware corporation (the “Borrower”), Heramba Limited, an Irish private company duly incorporated under the laws of Ireland with company registration number 745130 (“Parent”) and [ ] (the “Lender”). Each of the Borrower, Lender and Parent are sometimes referred to herein collectively as the “Parties.”
