ContractZymergen Inc. • March 23rd, 2021 • Services-commercial physical & biological research • California
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 FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
ContractZymergen Inc. • March 23rd, 2021 • Services-commercial physical & biological research • California
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 FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
Certain information in this document has been excluded pursuant to Regulation S-K, Item (601)(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed.Credit Agreement and Guaranty • March 23rd, 2021 • Zymergen Inc. • Services-commercial physical & biological research • New York
Exhibit D-1 - Form of U.S. Tax Compliance Certificate (For Foreign Lenders That Are Not Partnerships for U.S. Federal Income Tax Purposes)
ZYMERGEN INC. EMPLOYMENT AGREEMENTEmployment Agreement • March 23rd, 2021 • Zymergen Inc. • Services-commercial physical & biological research • California
This Employment Agreement (the “Agreement”), is made and entered into by and between Zymergen Inc., a Delaware corporation (the “Company”) and [________________] (“Executive” and, together with the Company, the “Parties”). This Agreement will become effective as of immediately prior to the time the Company’s registration statement relating to the initial public offering of the Company’s common stock becomes effective (the “Effective Date”). This Agreement supersedes in its entirety that certain offer letter between Executive and the Company dated as of [________________] (“Offer Letter”).
ContractZymergen Inc. • March 23rd, 2021 • Services-commercial physical & biological research • California
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 FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
ZYMERGEN INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT July 29, 2020Investors’ Rights Agreement • March 23rd, 2021 • Zymergen Inc. • Services-commercial physical & biological research • Delaware
This AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (the “Agreement”) is made as of the 29th day of July, 2020, by and among Zymergen Inc., a Delaware corporation (the “Company”), the investors listed on Schedule A hereto, each of which is herein referred to as an “Investor” and collectively as the “Investors”, and the holders of Common Stock (as defined below) listed on Schedule B hereto, each of which is herein referred to as a “Common Holder” and collectively as the “Common Holders”.
ContractZymergen Inc. • March 23rd, 2021 • Services-commercial physical & biological research • California
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 FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
STRATEGIC PARTNERSHIP AGREEMENT BETWEEN ZYMERGEN INC. AND SUMITOMO CHEMICAL CO. LTD.Strategic Partnership Agreement • March 23rd, 2021 • Zymergen Inc. • Services-commercial physical & biological research • New York
This Strategic Partnership Agreement (this “Agreement”) is made and entered into on April 9, 2019 (the “Effective Date”) between Zymergen Inc., a Delaware corporation with offices located at 5980 Horton Street, Suite 105, Emeryville CA 94608 (hereafter “Zymergen”) and Sumitomo Chemical Co. Ltd., a Japanese corporation, with offices located at 27-1, Shinkawa 2-chome, Chuo-ku. Tokyo 104-8260, Japan (hereafter “Sumitomo”). Zymergen and Sumitomo are each referred to herein by name or, individually, as a “Party” or, collectively, as the “Parties”.
