SUBSCRIPTION AGREEMENTSubscription Agreement • June 14th, 2023 • Prospector Capital Corp. • Blank checks
This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is being entered into as of June 12, 2023 by and among LeddarTech Inc., a corporation organized under the Act (as defined below) (the “Company”), and each undersigned investor, and any other investor signing a joinder agreement substantially in the form attached hereto as Schedule N (each such joinder agreement, a “Joinder Agreement”), severally and not jointly (each such investor, an “Investor” and collectively, the “Investors”).
UNOFFICIAL ENGLISH TRANSLATION OF ORIGINAL AGREEMENT] LEDDARTECH HOLDINGS INC. - and - INVESTISSEMENT QUÉBEC INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • June 14th, 2023 • Prospector Capital Corp. • Blank checks
BUSINESS COMBINATION AGREEMENT BY AND AMONG PROSPECTOR CAPITAL CORP., LEDDARTECH INC. AND LEDDARTECH HOLDINGS INC. DATED AS OF JUNE 12, 2023Business Combination Agreement • June 14th, 2023 • Prospector Capital Corp. • Blank checks • New York
This BUSINESS COMBINATION AGREEMENT (this “Agreement”), dated as of June 12, 2023, is made by and among Prospector Capital Corp., a Cayman Islands exempted company, LeddarTech Inc., a corporation existing under the laws of Canada (the “Company”), and LeddarTech Holdings Inc., a company incorporated under the laws of Canada (“Newco”). Prospector, the Company and Newco shall be referred to herein from time to time collectively as the “Parties”. Capitalized terms used but not otherwise defined herein have the meanings set forth in Section 1.1.
SPONSOR LETTER AGREEMENTSponsor Letter Agreement • June 14th, 2023 • Prospector Capital Corp. • Blank checks
This SPONSOR LETTER AGREEMENT (this “Agreement”), dated as of June 12, 2023, is made by and among Prospector Sponsor LLC, a limited liability company existing under the laws of the Cayman Islands (the “Sponsor”), FS LT Holdings LP (“FS Investors”), Prospector Capital Corp., an exempted company existing under the laws of the Cayman Islands (“Prospector”), LeddarTech Inc., a corporation existing under the laws of Canada (the “Company”), and LeddarTech Holdings Inc., a corporation existing under the laws of Canada (“Newco”). The Sponsor, FS Investors, Prospector, the Company and Newco shall be referred to herein from time to time collectively as the “Parties” and each as a “Party”. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Business Combination Agreement (as defined below).
Form of Registration Rights AgreementForm of Registration Rights Agreement • June 14th, 2023 • Prospector Capital Corp. • Blank checks
This Registration Rights Agreement (this “Agreement”) dated as of [ ], 2023 is among LeddarTech Holdings Inc., a corporation existing under the laws of Canada (the “Company”), and the parties listed from time to time on Schedule A hereto (each, a “Holder” and collectively, the “Holders”).
