Flywire Corporation Common Stock Underwriting AgreementUnderwriting Agreement • August 11th, 2023 • Flywire Corp • Services-business services, nec
Flywire Corporation, a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”), an aggregate of 8,000,000 shares (the “Firm Shares”) and, at the election of the Underwriters, up to 1,200,000 additional shares (the “Optional Shares”) of voting common stock, $0.0001 par value per share (“Stock”) of the Company (the Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof being collectively called the “Shares”).
ContractFlywire Corp • May 18th, 2021 • Services-business services, nec • Delaware
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
CREDIT AGREEMENTCredit Agreement • August 4th, 2021 • Flywire Corp • Services-business services, nec • New York
THIS CREDIT AGREEMENT, dated as of July 29, 2021 (as it may be amended, restated, amended and restated, supplemented, and/or otherwise modified from time to time, this “Agreement”), among FLYWIRE CORPORATION, a Delaware corporation, as the Borrower, the other Loan Parties party hereto from time to time, the Lenders party hereto from time to time, the Issuing Banks party hereto from time to time, and CITIBANK, N.A., as the Administrative Agent.
INDEMNIFICATION AGREEMENTIndemnification Agreement • May 18th, 2021 • Flywire Corp • Services-business services, nec • California
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) dated as of , is made by and between Flywire Corporation, a Delaware corporation (the “Company”), and (“Indemnitee”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 18th, 2021 • Flywire Corp • Services-business services, nec • Massachusetts
THIS AGREEMENT (the “Agreement”) is entered into by and between ROB ORGEL (the “Executive” or “you”) and FLYWIRE CORPORATION, a Delaware corporation (the “Company”), and replaces and supersedes the offer letter between the Executive and Company, dated October 14, 2019 (the “Prior Agreement”).
Amended and restated CREDIT Agreement dated as of February 23, 2024 among FLYWIRE CORPORATION, as the Borrower, the other Loan Parties party hereto, the Lenders party hereto and CITIBANK, N.A., as Administrative Agent CITIBANK, N.A., as Sole Lead...Credit Agreement • May 7th, 2024 • Flywire Corp • Services-business services, nec • New York
SEVENTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT OF FLYWIRE CORPORATION Dated as of February 23, 2021Investors’ Rights Agreement • May 3rd, 2021 • Flywire Corp • Services-business services, nec • Delaware
THIS SEVENTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (as may be amended, restated, supplemented or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”) is made as of February 23, 2021, by and among Flywire Corporation (f/k/a peerTransfer Corporation), a Delaware corporation (the “Company”), each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor,” and any Additional Purchaser (as defined in the Purchase Agreement) that becomes a party to this Agreement in accordance with Subsection 6.9 hereof.
AMENDMENT NO. 1 TO THE TRANSITION AGREEMENTThe Transition Agreement • February 28th, 2024 • Flywire Corp • Services-business services, nec • Massachusetts
THIS AMENDMENT NO. 1 TO THE TRANSITION AGREEMENT (the “Amendment”) is entered into as of February 23, 2024 by and between Flywire Corporation, a Delaware corporation (the “Company”), and Michael Ellis (the “Employee” or “you” and together with the Company, the “Parties”).
First AMENDMENT to credit agreementCredit Agreement • August 8th, 2023 • Flywire Corp • Services-business services, nec
THIS FIRST AMENDMENT TO CREDIT AGREEMENT (together with the Exhibit attached hereto and incorporated herein by reference, this “Amendment”), dated as of June 23, 2023 (the “Effective Date”), amends that certain Credit Agreement, dated as of July 29, 2021, by and among, Flywire Corporation, a Delaware corporation (the “Borrower”), the other loan parties party thereto, the lenders party thereto, the issuing banks party thereto and CITIBANK N.A., as administrative agent (in such capacity, the “Administrative Agent”) (such agreement, as amended, restated, amended and restated, supplemented, renewed or otherwise modified from time to time prior to the date hereof, the “Existing Agreement”, and the Existing Agreement, as amended, supplemented, renewed, reaffirmed, ratified or otherwise modified by this Amendment, the “Amended Agreement” and together with each Existing Document which is amended or otherwise modified by this Amendment, the “Amended Documents”). Capitalized terms used and not d
Transition AgreementTransition Agreement • November 7th, 2023 • Flywire Corp • Services-business services, nec
The following transition agreement (“Agreement”) between Michael Ellis (“you”, “your”, or “Employee”) and Flywire Corporation (the “Company”) confirms your transition and separation from employment and offers you certain benefits to which you would not otherwise be entitled, conditioned upon your provision of a general release of claims and agreement and adherence to other terms and conditions set forth in this Agreement and the attached Release (defined below). Company and Employee may be referred to herein collectively as the “Parties,” and each an individual a “Party”. If you agree to the terms outlined here, please sign and return this Agreement in the timeframe outlined below.
THIRD AMENDMENT TO OFFICE LEASE AGREEMENTOffice Lease Agreement • August 8th, 2023 • Flywire Corp • Services-business services, nec
THIS THIRD AMENDMENT TO OFFICE LEASE AGREEMENT (the “Third Amendment”) is entered into as of this 1st day of May, 2023 (the “Effective Date”) by and between NS 141 Tremont LLC, a Massachusetts limited liability company having an address of c/o Synergy Investments LLC, 10 Post Office Square, 14th Floor, Boston, Massachusetts 02109 (the “Landlord”) and Flywire Corporation, a Delaware corporation with an address of 141 Tremont Street, Floor 10, Boston, Massachusetts 02111 (the “Tenant”).
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • August 4th, 2021 • Flywire Corp • Services-business services, nec • New York
THIS PLEDGE AND SECURITY AGREEMENT (as it may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Security Agreement”) is entered into as of July 29, 2021, by and among FLYWIRE CORPORATION, a Delaware corporation (the “Borrower”), each of the Borrower’s wholly-owned Material Domestic Subsidiaries party from time to time hereto (together with the Borrower, the “Grantors” and each, a “Grantor”), and Citibank, N.A., a national banking association, in its capacities as administrative agent and collateral agent (the “Administrative Agent”) for the Secured Parties.
SECOND AMENDMENT TO LEASELease • May 3rd, 2021 • Flywire Corp • Services-business services, nec • Massachusetts
THIS SECOND AMENDMENT TO LEASE (this “Second Amendment”), dated as of October 23, 2018, is entered into by and between NS 141 Tremont LLC, a Massachusetts limited liability company (“Landlord”) and Flywire Corporation, a Delaware corporation (formerly known as peerTransfer Corporation) (“Tenant”).
Employment AgreementEmployment Agreement • May 7th, 2024 • Flywire Corp • Services-business services, nec • Massachusetts
This Agreement (the “Agreement”) is entered into by and between Cosmin Pitigoi (the “Executive” or “you”) and Flywire corporation, a Delaware corporation (the “Company”).
