Winc, Inc. fIFth amended and restated Investors’ Rights AGREEMENT Effective Date: ____, 2019Investors’ Rights Agreement • July 29th, 2019 • Winc, Inc. • Delaware
THIS FIFTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of _____, 2019, by and among Winc, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule 1 hereto (each, an “Investor” and collectively, the “Investors”).
Loan and Security AgreementLoan and Security Agreement • July 29th, 2019 • Winc, Inc. • California
This Loan and Security Agreement (“Agreement”) is entered into on the above date between Multiplier Capital II, LP, a Delaware limited partnership (“Multiplier”), with an address at 2 Wisconsin Circle, Suite 700 Chevy Chase, MD 20815 and the borrowers named above (jointly and severally, “Borrower”), whose chief executive office is located at the above address (“Borrower’s Address”). The Schedule to this Agreement being signed concurrently (the “Schedule”) is an integral part of this Agreement. (Definitions of certain terms used in this Agreement are either set forth in Section 7 below or in the Schedule hereto.)
Winc, Inc. Fifth amended and restated VOTING AGREEMENT Effective Date: _____, 2019Voting Agreement • July 29th, 2019 • Winc, Inc. • Delaware
THIS FIFTH AMENDED AND RESTATED VOTING AGREEMENT (this “Agreement”), is made and entered into as of ______, 2019, by and among Winc, Inc., a Delaware corporation (the “Company”), each holder of the Company’s Series D Preferred Stock, $0.0001 par value per share (“Series D Preferred Stock”), each holder of the Company’s Series C Preferred Stock, $0.0001 par value per share (“Series C Preferred Stock”), each holder of the Company’s Series B-1 Preferred Stock, $0.0001 par value per share (“Series B-1 Preferred Stock”), the Company’s Series B Preferred Stock, $0.0001 par value per share (“Series B Preferred Stock”), the Company’s Series A Preferred Stock, $0.0001 par value per share (“Series A Preferred Stock”) and Series Seed Preferred Stock, $0.0001 par value per share (“Series Seed Preferred Stock” and, collectively with the Series D Preferred Stock, Series C Preferred Stock, Series B-1 Preferred Stock, Series B Preferred Stock, Series A Preferred Stock and Series Seed Preferred Stock,
Winc, Inc. fIFth amended and restated Right of first Refusal and co-Sale AGREEMENTRight of First Refusal and Co-Sale Agreement • July 29th, 2019 • Winc, Inc. • Delaware
SI Securities, LLCOffering Agreement • July 29th, 2019 • Winc, Inc. • New York
CLUB W, INC. bwsc, llc WESTERN ALLIANCE BANK, AN ARIZONA CORPORATION LOAN AND SECURITY AGREEMENTLoan and Security Agreement • July 29th, 2019 • Winc, Inc. • California
This Loan And Security Agreement is entered into as of October 5, 2015, by and between Western Alliance Bank, an Arizona corporation (“Bank”), and CLUB W, INC., a Delaware corporation and BWSC, LLC, a Delaware limited liability company (each a “Borrower” and collectively, the “Borrowers”).
