UNDERWRITING AGREEMENT between SIDUS SPACE, INC. and THINKEQUITY LLC as Representative of the Several Underwriters SIDUS SPACE, INC.Underwriting Agreement • October 15th, 2024 • Sidus Space Inc. • Radiotelephone communications • New York
The undersigned, Sidus Space, Inc., a corporation formed under the laws of the State of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of the “Company”), hereby confirms its agreement (this “Agreement”) with ThinkEquity LLC (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
SIDUS SPACE, INC., ISSUER AND [TRUSTEE], TRUSTEE INDENTURE DATED AS OF , 20__ SUBORDINATED DEBT SECURITIESIndenture • July 26th, 2023 • Sidus Space Inc. • Radiotelephone communications • New York
WHEREAS, for its lawful corporate purposes, the Company has duly authorized the execution and delivery of this Indenture to provide for the issuance of subordinated debt securities (hereinafter referred to as the “Securities”), in an unlimited aggregate principal amount to be issued from time to time in one or more series as in this Indenture provided, as registered Securities without coupons, to be authenticated by the certificate of the Trustee;
SIDUS SPACE, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • December 3rd, 2021 • Sidus Space Inc. • Radiotelephone communications • Delaware
This INDEMNIFICATION AGREEMENT (“Agreement”) is made as of ______, 2021 by and between Sidus Space, Inc., a Delaware corporation (the “Company”), and _______ (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering the subject matter of this Agreement.
PRE-FUNDED COMMON STOCK PURCHASE WARRANT SIDUS SPACE, INC.Pre-Funded Common Stock Purchase Warrant • October 15th, 2024 • Sidus Space Inc. • Radiotelephone communications • New York
THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Issue Date and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Sidus Space, Inc., a Delaware corporation (the “Company”), up to _________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 13th, 2023 • Sidus Space Inc. • Radiotelephone communications • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of October 11, 2023, is by and among Sidus Space, Inc., a Delaware corporation (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 13th, 2023 • Sidus Space Inc. • Radiotelephone communications
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 11, 2023, is by and among Sidus Space, Inc., a Delaware corporation (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”).
UNDERWRITING AGREEMENTUnderwriting Agreement • March 27th, 2023 • Sidus Space Inc. • Radiotelephone communications • California
The undersigned, Sidus Space, Inc., a Delaware corporation (the “Company”), hereby confirms its agreement (this “Agreement”) with Boustead Securities, LLC and EF Hutton, division of Benchmark Investments, LLC (hereinafter referred to as “you” (including its correlatives) or the “Representatives”) and with the other underwriters named on Schedule 1 hereto for which the Representatives are acting as representative (the Representatives and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
Form of Representative’s Warrant AgreementRepresentative’s Warrant Agreement • October 15th, 2024 • Sidus Space Inc. • Radiotelephone communications
THIS WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after ____, 2024 (the “Initial Exercise Date”) and, in accordance with FINRA Rule 5110(g)(8)(A), prior to at 5:00 p.m. (New York time) on the date that is five (5) years following the Effective Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from SIDUS SPACE, INC., a Delaware corporation (the “Company”), up to ______ shares of Common Stock, par value $0.0001 per share, of the Company (the “Warrant Shares”), as subject to adjustment hereunder. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
ContractPurchase Warrant Agreement • April 5th, 2023 • Sidus Space Inc. • Radiotelephone communications • California
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING [__], 2023 (THE “EFFECTIVE DATE”) TO ANYONE OTHER THAN (I) BOUSTEAD SECURITIES, LLC, EF HUTTON, DIVISION OF BENCHMARK INVESTMENTS, LLC OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING FOR WHICH THIS PURCHASE WARRANT WAS ISSUED TO THE UNDERWRITER AS CONSIDERATION (THE “OFFERING”), OR (II) AN OFFICER, PARTNER, REGISTERED PERSON OR AFFILIATE OF BOUSTEAD SECURITIES, LLC OR EF HUTTON, DIVISION OF BENCHMARK INVESTMENTS, LLC.
COMMON STOCK PURCHASE AGREEMENT Dated as of August 10, 2022 by and between SIDUS SPACE, INC. and B. RILEY PRINCIPAL CAPITAL II, LLCCommon Stock Purchase Agreement • August 11th, 2022 • Sidus Space Inc. • Radiotelephone communications • New York
This COMMON STOCK PURCHASE AGREEMENT is made and entered into as of August 10, 2022 (this “Agreement”), by and between B. Riley Principal Capital II, LLC, a Delaware limited liability company (the “Investor”), and Sidus Space, Inc., a Delaware corporation (the “Company”).
COMMERCIAL SUBLEASE AGREEMENTCommercial Sublease Agreement • December 3rd, 2021 • Sidus Space Inc. • Radiotelephone communications • Florida
EMPLOYMENT AGREEMENTEmployment Agreement • February 8th, 2024 • Sidus Space Inc. • Radiotelephone communications • Delaware
This Employment Agreement (this “Agreement”), dated February 6, 2024, is by and among Sidus Space, Inc., a Delaware corporation (the “Company”), and Bill White (the “Executive”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 11th, 2022 • Sidus Space Inc. • Radiotelephone communications • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 10, 2022, is by and between B. Riley Principal Capital II, LLC, a Delaware limited liability company (the “Investor”), and Sidus Space, Inc., a Delaware corporation (the “Company”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 19th, 2024 • Sidus Space Inc. • Radiotelephone communications • New York
REVENUE LOAN AND SECURITY AGREEMENTRevenue Loan and Security Agreement • December 3rd, 2021 • Sidus Space Inc. • Radiotelephone communications
THIS REVENUE LOAN AND SECURITY AGREEMENT (as amended from time to time, this “Agreement”) is entered into as of December 3, 2021 (the “Signing Date”) and is effective as of January 9, 2019 (the “Effective Date”), by and among:
ASSET CONVEYANCE AGREEMENTAsset Conveyance Agreement • August 22nd, 2023 • Sidus Space Inc. • Radiotelephone communications • Florida
This ASSET CONVEYANCE AGREEMENT (this “Agreement”) is entered into as of August 18, 2023, by and among Sidus Space Inc., a Delaware corporation (“Purchaser”), Exo-Space Inc., a Delaware corporation (“Seller”) and the equityholders of Seller set forth on the signature pages hereto (the “Equityholders). Purchaser, Seller, and the Equityholders are also referred herein as a “Party” or collectively as the “Parties.”
LEASE AGREEMENTLease Agreement • December 3rd, 2021 • Sidus Space Inc. • Radiotelephone communications • Florida
This Lease made and entered into as of the 21st day of May, 2021, between 400 W Central LLC, a Florida Limited Liability company (hereinafter called “Landlord”), and Craig Technologies Aerospace Solutions, Inc., dba Sidus Space, a Florida Corporation (hereinafter called “Tenant”), for the premises known as 400 W Central Blvd, Cape Canaveral, Florida 32920. Landlord and Tenant, in consideration of the covenants herein contained, hereby agree as follows:
CONSULTING AGREEMENTConsulting Agreement • December 3rd, 2021 • Sidus Space Inc. • Radiotelephone communications • Florida
THIS CONSULTING AGREEMENT made and entered into this 8/21/2021 (“Effective Date” herein), by and between EverAsia Financial Group, Inc. a Corporation formed under the laws of the State of Florida, USA (“Consultant” herein) and Sidus Space, Inc. a Corporation formed under the laws of Delaware (“Client” herein). Consultant and Client shall, at times, be referred to collectively as the “Parties”.
PRE-FUNDED COMMON STOCK PURCHASE WARRANT SIDUS SPACE, INC.Security Agreement • December 19th, 2024 • Sidus Space Inc. • Radiotelephone communications • New York
THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Issue Date and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Sidus Space, Inc., a Delaware corporation (the “Company”), up to _________ shares of common stock with a par value of $0.0001 per share (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
LEASE AGREEMENTLease Agreement • December 3rd, 2021 • Sidus Space Inc. • Radiotelephone communications • Florida
This Lease made and entered into as of the _29__day of November, 2016, between 400 W Central LLC, a Florida Limited Liability company (hereinafter called “Landlord”), and Craig Technologies Properties, LLC (hereinafter called “Tenant”), for the premises known as 175 Imperial Blvd, Cape Canaveral, Florida 32920. Landlord and Tenant, in consideration of the covenants herein contained, hereby agree as follows:
LOAN AGREEMENTLoan Agreement • December 3rd, 2021 • Sidus Space Inc. • Radiotelephone communications • Delaware
Craig Technical Consulting, Inc., a Delaware corporation having its principal place of business at 150 N. Sykes Creek Parkway, Suite 200, Merritt Island, FL 32953 (“Lender”),
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 19th, 2024 • Sidus Space Inc. • Radiotelephone communications • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 17, 2024, by and between Sidus Space, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
FIRST AMENDMENT TO REVENUE LOAN AND SECURITY AGREEMENTRevenue Loan and Security Agreement • December 6th, 2023 • Sidus Space Inc. • Radiotelephone communications
This first amendment (this “Amendment”) to that certain Revenue Loan and Security Agreement dated December 3, 2021 (the “Agreement”), by and among Sidus Space, Inc., a Delaware corporation (the “Company”), Carol Craig (the “Key Person”), the Guarantors identified on the signature pages to the Agreement, and Decathlon Alpha IV, L.P., a Delaware limited partnership (“Lender”), is effective November 16, 2023 (the “First Amendment Date”). Unless otherwise defined herein, all capitalized terms have the meanings given to them in the Agreement.
DEBT FORGIVENESS AGREEMENTDebt Forgiveness Agreement • June 9th, 2022 • Sidus Space Inc. • Radiotelephone communications • Delaware
This Debt Forgiveness Agreement (this “Agreement”) is executed by Craig Technical Consulting, Inc., a Delaware corporation (the “Lender”), and Sidus Space, Inc., a Delaware corporation (the “Company”), effective as of June 3, 2022.
PLACEMENT AGENCY AGREEMENT December 17, 2024Placement Agency Agreement • December 19th, 2024 • Sidus Space Inc. • Radiotelephone communications • New York
LOAN ASSIGNMENT AND ASSUMPTION AGREEMENTLoan Assignment and Assumption Agreement • December 3rd, 2021 • Sidus Space Inc. • Radiotelephone communications • Utah
THIS LOAN ASSIGNMENT AND ASSUMPTION AGREEMENT (“Agreement”) dated December 3, 2021 is by and between Decathlon Alpha IV, L.P., a Delaware limited partnership (“Lender”), Craig Technical Consulting, Inc., a Delaware corporation dba Craig Technologies (“Assignor”), and Sidus Space, Inc., a Delaware corporation (“Assignee”).
COMMON SHARES PURCHASE WARRANT SIDUS SPACE, INC.Common Shares Purchase Agreement • December 19th, 2024 • Sidus Space Inc. • Radiotelephone communications
THIS WARRANT TO PURCHASE COMMON SHARES (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after December 18, 2024 (the “Initial Exercise Date”) and prior to at 5:00 p.m. (New York time) on the date that is five and one-half (5-1/2) years following the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Sidus Space, Inc., a Delaware corporation (the “Company”), up to ______ Common Shares, without par value per share, of the Company (the “Warrant Shares”), as subject to adjustment hereunder. The purchase price of one Common Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
