0000898432-24-001047 Sample Contracts
REGISTRATION RIGHTS AGREEMENT December 20, 2024Registration Rights Agreement • December 23rd, 2024 • Canada Growth Fund Inc. • Miscellaneous metal ores
WHEREAS pursuant to the terms of a subscription agreement (the “Subscription Agreement”) dated the 16th day of December, 2024 between the Corporation and the Investor, the Corporation agreed to issue and sell to the Investor, and the Investor agreed to purchase from the Corporation, an aggregate of 19,841,269 Common Shares (as defined below) and warrants to purchase 19,841,269 Common Shares on the terms and subject to the conditions set forth in the Subscription Agreement;
INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • December 23rd, 2024 • Canada Growth Fund Inc. • Miscellaneous metal ores
THIS Investor Rights Agreement (this “Agreement”) is made and entered into this 20th day of December, 2024, by and between Nouveau Monde Graphite Inc., a Canadian corporation governed by the Act (as defined below) (“NMG” or the “Corporation”), and Canada Growth Fund Inc., a Canadian corporation governed by the Act (as defined below) (“CGF”) (NMG and CGF being hereinafter collectively called the “Parties”, and individually, a “Party”), in connection with the sale and issuance by NMG of 19,841,269 Common Shares (as defined below) and 19,841,269 Common Share purchase warrants (collectively, the “Warrants”), each exercisable to purchase one Common Share (each, a “Warrant Share”, and collectively, the “Warrant Shares”), to CGF pursuant to the terms and subject to the conditions of the subscription agreement dated December 16, 2024 by and among NMG and CGF (the “Subscription Agreement”).
JOINT FILING AGREEMENTJoint Filing Agreement • December 23rd, 2024 • Canada Growth Fund Inc. • Miscellaneous metal ores
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the undersigned hereby confirm the agreement by and among them to the joint filing on behalf of them of the Statement on Schedule 13D and any and all further amendments thereto, with respect to the securities of the above referenced issuer, and that this Agreement be included as an Exhibit to such filing. It is understood and agreed that the joint filing of the Schedule 13D shall not be construed as an admission that the persons named herein constitute a group for purposes of the Exchange Act. This Agreement may be executed in any number of counterparts each of which shall be deemed to be an original and all of which together shall be deemed to constitute one and the same Agreement.
SUBSCRIPTION AGREEMENTSubscription Agreement • December 23rd, 2024 • Canada Growth Fund Inc. • Miscellaneous metal ores
NOW THEREFORE, in consideration of, and in reliance on, the premises, representations, warranties, covenants and agreements set forth in this Agreement and the Ancillary Agreements (as defined below), the parties hereby agree as follows: