INDEMNITY AGREEMENTIndemnity Agreement • March 12th, 2021 • SVF Investment Corp. 3 • Blank checks • New York
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of March 8, 2021, by and between SVF Investment Corp. 3, a Cayman Islands exempted company (the “Company”), and Ioannis Pipilis (“Indemnitee”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • March 1st, 2021 • SVF Investment Corp. 3 • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of by and between SVF Investment Corp. 3, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Trustee”).
SVF Investment III Corp. c/o Walkers Corporate Limited, Cayman Corporate Centre Grand Cayman KY1-9008, Cayman Islands / or principal office addressSVF Investment Corp. 3 • February 5th, 2021 • Blank checks • Delaware
We are pleased to accept the offer SVF Sponsor III (DE) LLC, a Delaware limited liability company (the “Subscriber” or “you”), has made to subscribe for 2,875,000 Class B ordinary shares (the “Shares”), $0.0001 par value per share (the “Class B Ordinary Shares” together with all other classes of Company (as defined below) ordinary shares, the “Ordinary Shares”), up to 375,000 Shares of which are subject to surrender and cancellation by you if the underwriters of the initial public offering (“IPO”) of SVF Investment III Corp., a Cayman Islands exempted company (the “Company”), do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • February 5th, 2021 • SVF Investment Corp. 3 • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of [●], 2021, is entered into by and between SVF Investment Corp. 3, a Cayman Islands exempted company (the “Company”), and SVF Sponsor III (DE) LLC, a Delaware limited liability company (the “Purchaser”).
REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENTRegistration and Shareholder Rights Agreement • March 12th, 2021 • SVF Investment Corp. 3 • Blank checks • New York
THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of March 8, 2021, is made and entered into by and among SVF Investment Corp. 3, a Cayman Islands exempted company (the “Company”), SVF Sponsor III (DE) LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed under Holder on the signature page hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively the “Holders”).
SVF Investment Corp. 3 One Circle Star Way San Carlos California 94070, United StatesLetter Agreement • March 12th, 2021 • SVF Investment Corp. 3 • Blank checks • New York
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among SVF Investment Corp. 3, a Cayman Islands exempted company (the “Company”), the underwriters listed in the Underwriting Agreement (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”) of 28,000,000 of the Company’s Class A ordinary shares (or 32,000,000 Class A ordinary shares that may be purchased if the Underwriters’ option to purchase additional Class A ordinary shares is exercised,) par value $0.0001 per share (the “Ordinary Shares”),. The Ordinary Shares will be sold in the Public Offering pursuant to a registration statement on Form S-1 and a prospectus (the “Prospectus”) filed by the Company with the U.S. Securities and Exchange Commission (the “Commission”). Certain capitalized terms used herein are defined in paragraph 1 hereof.
WARRANT AGREEMENT SVF INVESTMENT CORP. 3 and CONTINENTAL STOCK TRANSFER & TRUST COMPANY DatedWarrant Agreement • February 5th, 2021 • SVF Investment Corp. 3 • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated [●], 2021, is by and between SVF Investment Corp. 3, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”).
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • March 12th, 2021 • SVF Investment Corp. 3 • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of March 8, 2021 by and among SVF Investment Corp. 3, a Cayman Islands exempted company (the “Company”), and the party listed as the purchaser on the signature page hereof (the “Purchaser”).
INVESTMENT MANAGEMENT TRUST AGREEMENTTrust Agreement • March 12th, 2021 • SVF Investment Corp. 3 • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of March 8, 2021 by and between SVF Investment Corp. 3, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Trustee”).
SVF Investment Corp. 3 Underwriting AgreementUnderwriting Agreement • March 12th, 2021 • SVF Investment Corp. 3 • Blank checks • New York
SVF Investment Corp. 3, a Cayman Islands exempted company (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 (collectively, the “Underwriters”) an aggregate of 28,000,000 Class A ordinary shares (the “Firm Shares”) of the Company, par value $0.0001 per share (the “Ordinary Shares”) and, at the election of the Underwriters, up to 4,000,000 additional Ordinary Shares, if any (the “Optional Shares”, the Optional Shares, together with the Firm Shares that the Underwriters elect to purchase pursuant to Section 2 hereof being hereinafter called the “Ordinary Shares”).
PRIVATE PLACEMENT SHARES PURCHASE AGREEMENTPrivate Placement Shares Purchase Agreement • March 12th, 2021 • SVF Investment Corp. 3 • Blank checks • New York
THIS PRIVATE PLACEMENT SHARES PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of March 8, 2021, is entered into by and between SVF Investment Corp. 3, a Cayman Islands exempted company (the “Company”), and SVF Sponsor III (DE) LLC, a Delaware limited liability company (the “Purchaser”).
Symbotic Inc. Class A Common Stock Underwriting AgreementUnderwriting Agreement • February 26th, 2024 • Symbotic Inc. • General industrial machinery & equipment, nec
Symbotic Inc., 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 5,000,000 shares and, at the election of the Underwriters, up to 1,500,000 additional shares (the “Optional Shares”) of Class A common stock, par value $0.0001 per share (“Stock”), of the Company, and the securityholders of the Company named in Schedule IV hereto (the “Selling Securityholders”) propose severally, subject to the terms and conditions stated in this Agreement, to sell to the Underwriters an aggregate of 5,000,000 shares of Stock. The aggregate of 10,000,000 shares of Stock to be sold by the Company and the Selling Securityholders are herein called the “Firm Shares.” The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 3 hereof are herein collectively called the “Shares.” The Company
SVF INVESTMENT CORP. 3SVF Investment Corp. 3 • March 12th, 2021 • Blank checks • New York
This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for the initial public offering (the “IPO”) of the securities of SVF Investment Corp. 3 (the “Company”) and continuing until the earlier of (i) the consummation by the Company of an initial business combination and (ii) the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), SVF Sponsor III (DE) LLC (the “Sponsor”) shall take steps directly or indirectly to make available to the Company certain office space, secretarial and administrative services as may be required by the Company from time to time, situated at One Circle Star Way, San Carlos, California 94070, United States (or any successor location). In exchange therefore, the Company shall pay the Sponsor a sum of $10,000 per month on the Effective Date and continuing monthly
Loan agreement Dated 10 August 2021 between SVF INVESTMENT CORP. 3 as Borrower and SVF SPONSOR III (DE) LLC as LenderLoan Agreement • August 11th, 2021 • SVF Investment Corp. 3 • Blank checks • New York
AMENDMENT NO. 1 TO LIMITED LIABILITY COMPANY AGREEMENTLimited Liability Company Agreement • May 7th, 2024 • Symbotic Inc. • General industrial machinery & equipment, nec
This AMENDMENT NO. 1 TO LIMITED LIABILITY COMPANY AGREEMENT (this “Amendment”) is entered into as of April 15, 2024 by and among Symbotic Holdings LLC, a Delaware limited liability company (the “Symbotic Member”), Sunlight Investment Corp., a Delaware corporation (the “SB Member”), and GreenBox Systems LLC, a Delaware limited liability company (the “Company”, together with the Symbotic Member and the SB Member, the “Parties”).
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED AS PERMITTED BY THE RULES OF THE SECURITIES AND EXCHANGE COMMISSION BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) CUSTOMARILY AND ACTUALLY TREATED BY THE...Framework Agreement • July 24th, 2023 • Symbotic Inc. • General industrial machinery & equipment, nec • Delaware
THIS WARRANT AND THE SECURITIES ISSUABLE ON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933 (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE WITHIN THE UNITED STATES AND ACCORDINGLY MAY NOT BE, DIRECTLY OR INDIRECTLY, SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED, ASSIGNED OR OTHERWISE DISPOSED OF OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT COVERING THIS WARRANT AND SUCH SECURITIES UNDER THE SECURITIES ACT AND THE SECURITIES LAWS OF ANY STATE WITHIN THE UNITED STATES OR AN EXEMPTION THEREFROM UNDER THE SECURITIES ACT AND UNDER APPLICABLE SECURITIES LAWS OF ANY STATE WITHIN THE UNITED STATES AND, IF REQUESTED BY THE COMPANY (OR ANY SUCCESSOR OR PERMITTED ASSIGNEE THEREOF), AN OPINION REASONABLY SATISFACTORY TO THE COMPANY TO SUCH EFFECT HAS BEEN RENDERED BY LEGAL COUNSEL TO THE HOLDER OF SUCH SECURITIES.
SYMBOTIC INC.Restricted Stock Unit Award Agreement • June 13th, 2022 • Symbotic Inc. • Services-prepackaged software
THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Award Agreement”), evidences an award of restricted stock units (the “RSUs”) by and between Symbotic Inc., a Delaware corporation (the “Company”) under the Symbotic Inc. 2022 Omnibus Incentive Compensation Plan (the “Plan”). Capitalized terms not defined in this Award Agreement have the meanings given to them in the Plan.
TRANSITION AGREEMENT AND GENERAL RELEASE OF CLAIMSTransition Agreement and General Release of Claims • October 2nd, 2023 • Symbotic Inc. • General industrial machinery & equipment, nec • Massachusetts
This TRANSITION AGREEMENT AND GENERAL RELEASE OF CLAIMS (this “Agreement”), is made and entered into as of the date of execution of this Agreement (the “Effective Date”), by and between Thomas Ernst (“Employee”), and Symbotic Inc. (“Symbotic”), on behalf of itself individually and its subsidiaries (collectively, the “Company”), affiliates, stockholders, beneficial owners of its stock, its current or former officers, directors, employees, members, attorneys and agents, and their predecessors, successors and assigns, individually and in their official capacities (together, other than Employee, the “Released Parties”).
INVESTMENT AND SUBSCRIPTION AGREEMENTInvestment and Subscription Agreement • May 23rd, 2022 • SVF Investment Corp. 3 • Services-prepackaged software • Delaware
IN WITNESS WHEREOF, the undersigned has duly executed and delivered this Joinder as of the day and year first above written.
December 12, 2021Merger Agreement • December 13th, 2021 • SVF Investment Corp. 3 • Blank checks • Delaware
This letter (this “Sponsor Support Agreement”) is being delivered to you in accordance with that Agreement and Plan of Merger, dated as of the date hereof (the “Merger Agreement”), by and among SVF Investment Corp. 3, a Cayman Islands exempted company incorporated with limited liability (which shall transfer by way of continuation from the Cayman Islands to Delaware on the Closing Date and prior to the Effective Time) (“Acquiror”), Warehouse Technologies LLC, a New Hampshire limited liability company (the “Company”), Symbotic Holdings LLC, a Delaware limited liability company (“Symbotic”), and Saturn Acquisition (DE) Corp., a Delaware corporation and a Wholly Owned Subsidiary of SVF (“Merger Sub”) and the transactions contemplated thereby (the “Business Combination”), from SVF Sponsor III (DE) LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned individuals, each of whom is a member of Acquiror’s board of directors and/or management team (each, an “Insider” an
FORM OF SUBSCRIPTION AGREEMENTSubscription Agreement • December 13th, 2021 • SVF Investment Corp. 3 • Blank checks • Delaware
This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into this 12th day of December, 2021, by and among SVF Investment Corp. 3, a Cayman Islands exempted company (which shall be domesticated as a Delaware corporation prior to the Effective Time) (the “Issuer”) and the undersigned (“Subscriber” or “you”). Unless context otherwise requires, defined terms used but not otherwise defined herein shall have the respective meanings ascribed thereto in the Merger Agreement (as defined below).
SVF Investment Corp. 3 One Circle Star Way San Carlos, California 94070 and Warehouse Technologies LLC c/o Symbotic Wilmington, Massachusetts 01887 Re: Certain Transaction MattersLetter Agreement • December 13th, 2021 • SVF Investment Corp. 3 • Blank checks
Reference is made to that certain Agreement and Plan of Merger, dated as of the date hereof (as amended, supplemented, restated or otherwise modified from time to time, the “Merger Agreement”), by and among SVF Investment Corp. 3, a Cayman Islands exempted company incorporated with limited liability (which shall transfer by way of continuation from the Cayman Islands to Delaware on the Closing Date and prior to the Effective Time) (“Acquiror”), Warehouse Technologies LLC, a New Hampshire limited liability company (the “Company”), Symbotic Holdings LLC, a Delaware limited liability company, and Saturn Acquisition (DE) Corp., a Delaware corporation and a Wholly Owned Subsidiary of the Acquiror. This letter agreement (this “Letter Agreement”) is being entered into by SVF Sponsor III (DE) LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned individuals, each of whom is a member of Acquiror’s board of directors and/or management team (each, an “Insider” and collect
INDEMNIFICATION AGREEMENTIndemnification Agreement • June 13th, 2022 • Symbotic Inc. • Services-prepackaged software • Delaware
This INDEMNIFICATION AGREEMENT is made this [ ] day of [month], [year] (this “Agreement”) by and between Symbotic Inc., a Delaware corporation (the “Company”), and [ ] (“Indemnitee”).
LIMITED LIABILITY COMPANY AGREEMENT OF GREENBOX SYSTEMS LLC (A DELAWARE LIMITED LIABILITY COMPANY) DATED AS OF JULY 23, 2023Limited Liability Company Agreement • July 24th, 2023 • Symbotic Inc. • General industrial machinery & equipment, nec
This LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of GreenBox Systems LLC, a Delaware limited liability company (the “Company”), is entered into as of July 23, 2023 (the “Effective Date”), by and among the Company, Symbotic Holdings LLC, a Delaware limited liability company (the “Initial Symbotic Member” and, together with any successor or Permitted Transferee thereof, the “Symbotic Member”), Sunlight Investment Corp., a Delaware corporation (the “Initial SB Member” and, together with any successor or Permitted Transferee thereof, the “SB Member”), each as Members of the Company, and each other Person who may become a Member after the Effective Date in accordance with the provisions of this Agreement. The Company and the Members are each referred to as a “Party.” Certain capitalized terms used in this Agreement have the meanings set forth in the body of this Agreement. Unless otherwise specified in this Agreement or the context otherwise requires, any capitalized terms used i
SEPARATION AGREEMENT AND GENERAL RELEASE OF CLAIMSSeparation Agreement and General Release of Claims • November 21st, 2022 • Symbotic Inc. • General industrial machinery & equipment, nec • Massachusetts
This SEPARATION AGREEMENT AND GENERAL RELEASE OF CLAIMS (this “Agreement”), is made and entered into as of the date of execution of this Agreement (the “Effective Date”), by and between Michael J. Loparco (“Employee”), and Symbotic Inc., on behalf of itself individually and its subsidiaries (collectively, the “Company”), affiliates, stockholders, beneficial owners of its stock, its current or former officers, directors, employees, members, attorneys and agents, and their predecessors, successors and assigns, individually and in their official capacities (together, the “Released Parties”).
FRAMEWORK AGREEMENT by and among SYMBOTIC INC., SYMBOTIC HOLDINGS LLC, SYMBOTIC LLC, SUNLIGHT INVESTMENT CORP., SVF II STRATEGIC INVESTMENTS AIV LLC and GREENBOX SYSTEMS LLC July 23, 2023Framework Agreement • July 24th, 2023 • Symbotic Inc. • General industrial machinery & equipment, nec • Delaware
This FRAMEWORK AGREEMENT (this “Agreement”) is being entered into as of July 23, 2023 by and among Symbotic Inc., a Delaware corporation (“Symbotic”), Symbotic Holdings LLC, a Delaware limited liability company (“Symbotic Holdings”), and Symbotic LLC, a Delaware limited liability company (“Symbotic LLC” and, together with Symbotic and Symbotic Holdings, the “Symbotic Group”), Sunlight Investment Corp., a Delaware corporation (“Sunlight”), SVF II Strategic Investments AIV LLC, a Delaware limited liability company (“SVF” and, together with Sunlight the “SB Group”), and GreenBox Systems LLC, a Delaware limited liability company (“GreenBox” and, together with the Symbotic Group and the SB Group, the “Parties”).
THIS WARRANT AND THE SECURITIES ISSUABLE ON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933 (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE WITHIN THE UNITED STATES AND ACCORDINGLY MAY NOT BE, DIRECTLY OR...Investment and Subscription Agreement • June 13th, 2022 • Symbotic Inc. • Services-prepackaged software • Delaware
THIS WARRANT AND THE SECURITIES ISSUABLE ON EXERCISE HEREOF ARE FURTHER SUBJECT TO THE TERMS AND CONDITIONS OF THIS WARRANT, THE SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF SYMBOTIC HOLDINGS LLC, DATED AS OF JUNE 7, 2022 (THE “LLC AGREEMENT”), BY AND AMONG THE COMPANY AND THE EQUITY HOLDERS THEREOF, AND THE INVESTMENT AND SUBSCRIPTION AGREEMENT, DATED DECEMBER 12, 2021 (THE “SUBSCRIPTION AGREEMENT”), BY AND BETWEEN THE COMPANY AND WALMART INC. NO, DIRECT OR INDIRECT, SALE, OFFER FOR SALE, PLEDGE, HYPOTHECATION, ASSIGNMENT OR OTHER DISPOSITION OR TRANSFER OF THIS WARRANT OR SUCH SECURITIES MAY BE EFFECTED EXCEPT IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THIS WARRANT, THE LLC AGREEMENT AND THE SUBSCRIPTION AGREEMENT. A COPY OF SUCH LIMITED LIABILITY COMPANY AGREEMENT SHALL BE FURNISHED WITHOUT CHARGE BY THE COMPANY TO THE HOLDER UPON WRITTEN REQUEST.
UNIT PURCHASE AGREEMENTUnit Purchase Agreement • December 13th, 2021 • SVF Investment Corp. 3 • Blank checks • Delaware
This UNIT PURCHASE AGREEMENT (this “Agreement”), dated as of December 12, 2021 (the “Effective Date”), is entered into by and among SVF Investment Corp. 3, a Cayman Islands exempted company incorporated with limited liability (“SVF”), Warehouse Technologies LLC, a New Hampshire limited liability company (“Warehouse Technologies”), Symbotic Holdings LLC, a Delaware limited liability company (“Symbotic”), and RJJRP Holdings, Inc., RBC 2021 4 Year GRAT 4 (U/A March 31, 2021) and RBC Millennium Trust (U/A June 19, 2000) (each, a “Seller” and collectively, “Sellers”). SVF, Warehouse Technologies, Symbotic and Sellers are referred to in this Agreement collectively as the “Parties” and each individually as a “Party”. Unless context requires otherwise, capitalized terms used herein and not otherwise defined will have the meaning set forth in the Business Combination Agreement (as defined below).
AGREEMENT AND PLAN OF MERGER by and among WAREHOUSE TECHNOLOGIES LLC, SVF INVESTMENT CORP. 3, SYMBOTIC HOLDINGS LLC and SATURN ACQUISITION (DE) CORP. Dated as of December 12, 2021Agreement and Plan of Merger • December 13th, 2021 • SVF Investment Corp. 3 • Blank checks • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of December 12, 2021, is entered into by and among Warehouse Technologies LLC, a New Hampshire limited liability company (the “Company”), SVF Investment Corp. 3, a Cayman Islands exempted company incorporated with limited liability (“SVF”), Symbotic Holdings LLC, a Delaware limited liability company (“Symbotic”) and Saturn Acquisition (DE) Corp., a Delaware corporation and a Wholly Owned Subsidiary of SVF (“Merger Sub” and, together with the Company, SVF and Symbotic, the “Parties”). Except as otherwise indicated herein or if context otherwise requires, capitalized terms used but not defined herein shall have the meanings set forth in Exhibit A.
SYMBOTIC INC.Restricted Stock Unit Award Agreement • June 13th, 2022 • Symbotic Inc. • Services-prepackaged software
THIS PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Award Agreement”), evidences an award of performance-based restricted stock units (the “PSUs”) by and between Symbotic Inc., a Delaware corporation (the “Company”) under the Symbotic Inc. 2022 Omnibus Incentive Compensation Plan (the “Plan”). Capitalized terms not defined in this Award Agreement have the meanings given to them in the Plan.
AMENDMENT LETTERSVF Investment Corp. 3 • January 26th, 2022 • Blank checks
This letter amends the loan agreement dated 10 August 2021 between SVF Investment Corp. 3 (the “Borrower”) and SVF Sponsor III (DE) LLC (the “Lender”), entered into in connection with the loan facility made available to the Borrower by the Lender (the “Loan Agreement”). Terms used in this letter and not defined have the meanings given to such terms in the Loan Agreement.
TAX RECEIVABLE AGREEMENT BY AND AMONG Symbotic Inc., Symbotic Holdings LLC AND TRA Parties DATED AS OF June 7, 2022Tax Receivable Agreement • June 13th, 2022 • Symbotic Inc. • Services-prepackaged software • Delaware
This TAX RECEIVABLE AGREEMENT (this “Agreement”), dated as of June 7, 2022, is entered into by and among Symbotic Inc., a Delaware corporation (“PubCo”), Symbotic Holdings LLC, a Delaware limited liability company (“OpCo”), and each of the other undersigned parties (such other parties, along with each other party that from time to time executes a joinder agreement with respect to this Agreement, collectively, the “TRA Parties”).
MASTER SERVICES, LICENSE AND EQUIPMENT AGREEMENT by and between GreenBox Systems LLC and Symbotic LLC Dated July 23, 2023Equipment Agreement • July 24th, 2023 • Symbotic Inc. • General industrial machinery & equipment, nec • Delaware
This Master Services, License and Equipment Agreement (this “Agreement”), dated July 23, 2023 (the “Effective Date”), is entered into by and between GreenBox Systems LLC, a Delaware limited liability company (“Customer”), and Symbotic LLC, a Delaware limited liability company (“Symbotic,” and, collectively with Customer, the “Parties”). Unless otherwise defined in this Agreement or context otherwise requires, capitalized terms shall have the meanings ascribed to such terms in Exhibit A.
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 13th, 2022 • Symbotic Inc. • Services-prepackaged software • New York
This AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 7, 2022, is made and entered into by and among (a) Symbotic Inc., a Delaware corporation (the “Company”), (b) SVF Sponsor III (DE) LLC, a Delaware limited liability company (the “Sponsor”), (c) Michael Tobin, Michael Carpenter and Cristiana Falcone (collectively, the “SPAC Independent Directors”), (d) the equityholders of the Company designated on Schedule A-1 (collectively, the “Symbotic Director Equityholders”) and (e) the equityholders of the Company designated on Schedule A-2 (collectively, the “Symbotic Officer Equityholders” and, together with the Symbotic Director Equityholders, the “Symbotic Equityholders”) and, together with the Sponsor, the SPAC Independent Directors and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, each, a “Holder” and, collectively, the “Holders”).
SYMBOTIC HOLDINGS LLC SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated as of June 7, 2022Limited Liability Company Agreement • June 13th, 2022 • Symbotic Inc. • Services-prepackaged software • Delaware
This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of Symbotic Holdings LLC, a Delaware limited liability company (the “Company”), dated as of June 7, 2022 (the “Effective Date”), is entered into by and among the Company, Symbotic Inc., a Delaware corporation (formerly known as SVF Investment Corp. 3, a Cayman Islands exempted company) (together with its successors and permitted assigns, “Pubco”), as the Manager, and each of the other Members.
