GREENPOWER MOTOR Co INC. Sample Contracts

GREENPOWER MOTOR COMPANY INC. US$20,000,000 Common Shares (without par value) Sales Agreement
Sales Agreement • September 16th, 2022 • GREENPOWER MOTOR Co INC. • Truck & bus bodies • New York

GreenPower Motor Company Inc., a British Columbia corporation (the "Company"), confirms its agreement (this "Agreement") with Roth Capital Partners, LLC (the "Agent"), as follows:

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1,860,000 Shares GREENPOWER MOTOR COMPANY INC. COMMON SHARES (WITHOUT PAR VALUE) UNDERWRITING AGREEMENT
GREENPOWER MOTOR Co INC. • September 2nd, 2020 • Truck & bus bodies • New York
COMMON STOCK PURCHASE WARRANT GREENPOWER MOTOR COMPANY INC.
Common Stock Purchase Warrant • May 9th, 2024 • GREENPOWER MOTOR Co INC. • Truck & bus bodies • New York

THIS COMMON STOCK PURCHASE WARRANT (the "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 the date hereof (the "Initial Exercise Date") and on or prior to 5:00 p.m. (New York City time) on May 10, 2027 (the "Termination Date") but not thereafter, to subscribe for and purchase from Greenpower Motor Company Inc., a Province of British Columbia corporation (the "Company"), up to ______ shares (as subject to adjustment hereunder, the "Warrant Shares") of common shares (the "Common Stock") of the Company. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee ("DTC") shall initially be the

Vehicle Purchase and Supply Agreement Between Workhorse Group, Inc. And GreenPower Motor Company, Inc. February 28th, 2022
Vehicle Purchase and Supply Agreement • March 4th, 2022 • GREENPOWER MOTOR Co INC. • Truck & bus bodies • Michigan

THIS VEHICLE PURCHASE AND SUPPLY AGREEMENT (this "Agreement") is dated as of February 28th, 2022 (the "Effective Date"), by and between WORKHORSE GROUP, INC., a Nevada corporation having its principal place of business at 100 Commerce Drive, Loveland, Ohio 45140 ("Buyer"), and GREENPOWER MOTOR COMPANY, INC., a Delaware corporation having its principal place of business at 150, 8885 Haven Ave., Rancho Cucamonga, California 91730 ("Seller").

1,500,000 COMMON SHARES AND 1,500,000 WARRANTS TO PURCHASE 1,500,000 COMMON SHARES GREENPOWER MOTOR COMPANY INC. UNDERWRITING AGREEMENT
GREENPOWER MOTOR Co INC. • May 8th, 2024 • Truck & bus bodies • New York

The undersigned, Greenpower Motor Company Inc., a corporation existing under the laws of the Province of British Columbia, Canada (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Greenpower Motor Company Inc., the "Company"), hereby confirms its agreement (this "Agreement") with the several underwriters (such underwriters, including the Representative (as defined below), the "Underwriters" and each an "Underwriter") named in Schedule I hereto for which Maxim Group LLC is acting as representative to the several Underwriters (the "Representative" and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein. Maxim Group LLC is acting as the sole book-running manag

MANAGEMENT SERVICES AGREEMENT
Management Services Agreement • April 27th, 2020 • GREENPOWER MOTOR Co INC. • Truck & bus bodies • British Columbia

NOW THEREFORE THIS AGREEMENT WITNESSES that, in consideration of the premises and of the mutual covenants and agreements herein contained in this Agreement and other good and valuable consideration, the receipt and sufficiency of which is acknowledged by each of the parties, the parties covenant and agree as follows:

CONTRACT OF LEASE-PURCHASE between SOUTH CHARLESTON DEVELOPMENT AUTHORITY as Lessor/Seller and GREENPOWER MANUFACTURING WV INC as Lessee/Purchaser Dated as of May 2, 2022 Effective August 1, 2022
Contract of Lease-Purchase • May 6th, 2024 • GREENPOWER MOTOR Co INC. • Truck & bus bodies • West Virginia

THIS CONTRACT OF LEASE-PURCHASE (this "Lease"), dated as of April ____, 2022, effective August 1, 2022 ("Effective Date"), is by and between the SOUTH CHARLESTON DEVELOPMENT AUTHORITY, a municipal development authority created by the City of South Charleston, a political subdivision of the State of West Virginia (the "Lessor" or the "Seller"), and GREENPOWER MANUFACTURING WV INC (the "Lessee" or the "Purchaser"), a West Virginia corporation and wholly owned subsidiary of GreenPower Motor Company, Inc. ("GreenPower Motor"), as lessee.

MANAGEMENT SERVICES AGREEMENT
Management Services Agreement • September 27th, 2019 • GREENPOWER MOTOR Co INC. • Truck & bus bodies • British Columbia

NOW THEREFORE THIS AGREEMENT WITNESSES that, in consideration of the premises and of the mutual covenants and agreements herein contained in this Agreement and other good and valuable consideration, the receipt and sufficiency of which is acknowledged by each of the parties, the parties covenant and agree as follows:

LETTER OF AGREEMENT - AMENDMENT & RESTATEMENT
Letter of Agreement • August 14th, 2019 • GREENPOWER MOTOR Co INC. • Truck & bus bodies

Bank of Montreal ("BMO") is pleased to provide this amended and restated Letter of Agreement with respect to the credit Facilities (each a "Facility" and collectively, the "Facilities") described herein. The letter (the "Letter of Agreement") amends and restates the existing Letter of Agreement dated May 15th 2018 and Amendment and Restatement Agreement dated November 8th 2018 (the "Prior Letter"). The Facilities are offered (or continue to be offered, as applicable) on the terms and conditions set out in this Letter of Agreement. The Schedules listed below and attached form part of this Letter of Agreement.

LETTER OF AGREEMENT – AMENDMENT & RESTATEMENT
Letter of Agreement • February 4th, 2020 • GREENPOWER MOTOR Co INC. • Truck & bus bodies

Bank of Montreal (“BMO”) is pleased to provide this amended and restated Letter of Agreement with respect to the credit Facilities (each a “Facility” and collectively, the “Facilities”) described herein. The letter (the “Letter of Agreement”) amends and restates the existing Letter of Agreement dated December 21, 2018 (the “Prior Letter”). The Facilities are offered (or continue to be offered, as applicable) on the terms and conditions set out in this Letter of Agreement. The Schedules listed below and attached form part of this Letter of Agreement.

Greenpower Motor Company Inc. and Computershare Inc., and its affiliate, Computershare Trust Company, N.A., as Warrant Agent
Warrant Agency Agreement • May 9th, 2024 • GREENPOWER MOTOR Co INC. • Truck & bus bodies • New York

WARRANT AGENCY AGREEMENT, dated as of May 9, 2024 ("Agreement"), by and between Greenpower Motor Company Inc., a corporation existing under the laws of the Province of British Columbia, Canada (the "Company"), and Computershare Inc., a Delaware corporation, and its affiliate, Computershare Trust Company, N.A., a federally chartered trust company (collectively, the "Warrant Agent").

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