Rapid Micro Biosystems, Inc. [•] Shares of Class A Common Stock Underwriting AgreementUnderwriting Agreement • July 12th, 2021 • Rapid Micro Biosystems, Inc. • Laboratory analytical instruments • New York
INDEMNIFICATION AGREEMENTIndemnification Agreement • July 12th, 2021 • Rapid Micro Biosystems, Inc. • Laboratory analytical instruments • Delaware
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of [__________], 2021 between Rapid Micro Biosystems, Inc., a Delaware corporation (the “Company”), and [__________] (“Indemnitee”).
Employment AgreementEmployment Agreement • March 24th, 2022 • Rapid Micro Biosystems, Inc. • Laboratory analytical instruments • Massachusetts
This Employment Agreement (this “Agreement”), dated as of October 1, 2021 (the “Effective Date”), is made by and between Rapid Micro Biosystems, Inc., a Delaware corporation (together with any successor thereto, the “Company”), and Richard Keys (“Executive”) (collectively referred to herein as the “Parties” or individually referred to as a “Party”).
Rapid Micro Biosystems, Inc. and Computershare Trust Company, N.A. as Rights Agent Stockholder Rights Agreement Dated as of August 11, 2022Stockholder Rights Agreement • August 12th, 2022 • Rapid Micro Biosystems, Inc. • Laboratory analytical instruments • Delaware
Agreement, dated as of August 11, 2022, between Rapid Micro Biosystems, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., a federally chartered trust company (the “Rights Agent”).
Employment AgreementEmployment Agreement • July 12th, 2021 • Rapid Micro Biosystems, Inc. • Laboratory analytical instruments • Massachusetts
This Employment Agreement (this “Agreement”), dated as of July 8, 2021, is made by and between Rapid Micro Biosystems, Inc., a Delaware corporation (together with any successor thereto, the “Company”), and Sean Wirtjes (“Executive”) (collectively referred to herein as the “Parties” or individually referred to as a “Party”), and will become effective, if at all, upon the date of the Company’s initial public offering of stock (“IPO”) pursuant to an effective registration statement filed under the Securities Act of 1933, as amended (the “Effective Date”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • June 25th, 2021 • Rapid Micro Biosystems, Inc. • Laboratory analytical instruments • New York
THIS LOAN AND SECURITY AGREEMENT (as the same may be amended, restated, modified, or supplemented from time to time, this “Agreement”) dated as of May 14, 2020 (the “Effective Date”) among Kennedy Lewis Management LP (“KLIM”), as collateral agent (in such capacity, together with its successors and assigns in such capacity, “Collateral Agent”), and the lenders listed on Schedule 1.1 hereof or otherwise a party hereto from time to time (each a “Lender” and collectively, the “Lenders”), and Rapid Micro Biosystems, Inc., a Delaware corporation (“Borrower”) and each Guarantor otherwise party hereto from time to time, provides the terms on which the Lenders shall lend to Borrower and Borrower shall repay the Lenders. The parties agree as follows:
PATENT LICENSE AGREEMENTPatent License Agreement • June 25th, 2021 • Rapid Micro Biosystems, Inc. • Laboratory analytical instruments • Massachusetts
This Agreement is made and entered into as of the 13th day of May, 2013 (“Effective Date”) by and between Thermo CRS, Ltd., a Canadian corporation and indirect subsidiary of Thermo Fisher Scientific Inc. (“Licensor”) and Rapid Micro Biosystems Inc., a Delaware corporation (“Licensee”). Licensor and Licensee may be individually referred to as “Party” and collectively as “Parties.”
ContractPreferred Stock Purchase Warrant • March 22nd, 2021 • Rapid Micro Biosystems, Inc. • Laboratory analytical instruments • Delaware
NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON ITS EXERCISE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION THEREFROM UNDER THE ACT AND APPLICABLE LAWS.
September 17, 2021Payoff Letter • September 23rd, 2021 • Rapid Micro Biosystems, Inc. • Laboratory analytical instruments
Rapid Micro Biosystems, Inc. $50,000,000 of SHARES of CLASS A common stock SALES AGREEMENTSales Agreement • December 15th, 2023 • Rapid Micro Biosystems, Inc. • Laboratory analytical instruments • New York
Rapid Micro Biosystems, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“TD Cowen”), as follows:
RAPID MICRO BIOSYSTEMS, INC. SEVENTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT March 9, 2021Investors’ Rights Agreement • March 22nd, 2021 • Rapid Micro Biosystems, Inc. • Laboratory analytical instruments • Delaware
THIS SEVENTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”) is made as of the 9th day of March, 2021 by and among Rapid Micro Biosystems, Inc., 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,” each of the stockholders listed on Schedule B hereto, each of whom is referred to herein as a “Key Holder” and any additional purchaser that becomes a party to this Agreement in accordance with Section 6.9 hereof.
LEASE TO RAPID MICRO BIOSYSTEMS, INC., TENANTLease • June 25th, 2021 • Rapid Micro Biosystems, Inc. • Laboratory analytical instruments • Massachusetts
SUBLEASESublease • June 25th, 2021 • Rapid Micro Biosystems, Inc. • Laboratory analytical instruments • Delaware
Effective as of June 8, 2021 (the “Effective Date”), NATIONAL MEDICAL CARE, INC., a Delaware corporation, (“Sublandlord”), and RAPID MICRO BIOSYSTEMS, INC., a Delaware corporation (“Subtenant”), hereby agree as follows:
SEVENTH AMENDMENT TO LEASELease • March 24th, 2022 • Rapid Micro Biosystems, Inc. • Laboratory analytical instruments
THIS SEVENTH AMENDMENT TO LEASE (“Amendment”) dated as of March 18, 2022 between Farley White Pawtucket, LLC, a Massachusetts limited liability company having an address c/o Farley White Management Company, LLC, 155 Federal Street, Suite 1800, Boston, MA 02110 (“Landlord”), and Rapid Micro Biosystems, Inc., a Delaware corporation having an address of 1001 Pawtucket Boulevard, Lowell, MA 01854 (“Tenant”).
