0001628280-22-032553 Sample Contracts

PROTERRA INC, Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [l], 20__ Debt Securities
Indenture • December 23rd, 2022 • Proterra Inc • Motor vehicles & passenger car bodies • New York

Whereas, for its lawful corporate purposes, the Company has duly authorized the execution and delivery of this Indenture to provide for the issuance of debt securities (hereinafter referred to as the “Securities”), in an unlimited aggregate principal amount to be issued from time to time in one or more series as in this Indenture provided, as registered Securities without coupons, to be authenticated by the certificate of the Trustee;

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Proterra Inc and _____________, As Warrant Agent Form of Preferred Stock Warrant Agreement Dated as of __________
Warrant Agreement • December 23rd, 2022 • Proterra Inc • Motor vehicles & passenger car bodies • New York

THIS PREFERRED STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [], between Proterra Inc, a Delaware corporation (the “Company”), and [], a [corporation] [national banking association] organized and existing under the laws of [] and having a corporate trust office in [], as warrant agent (the “Warrant Agent”).

Proterra Inc and _____________, As Warrant Agent Form of Debt Securities Warrant Agreement Dated as of __________
Warrant Agreement • December 23rd, 2022 • Proterra Inc • Motor vehicles & passenger car bodies • New York

THIS DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of [], between Proterra Inc, a Delaware corporation (the “Company”), and [], a [corporation] [national banking association] organized and existing under the laws of [] and having a corporate trust office in [], as warrant agent (the “Warrant Agent”).

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