AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 22nd, 2021 • Celularity Inc • Pharmaceutical preparations • New York
Contract Type FiledJuly 22nd, 2021 Company Industry JurisdictionTHIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 16, 2021, is made and entered into by and among Celularity Inc., a Delaware corporation (the “Company”) (formerly known as GX Acquisition Corp., a Delaware corporation), GX Sponsor LLC, a Delaware limited liability company (the “Sponsor”), certain former stockholders of Celularity Inc. (formerly known as Celularity Operations Inc.), a Delaware corporation (“Target”), set forth on Schedule 1 hereto (such stockholders, the “Target Holders”), certain former stockholders of Target and other persons and entities, in each case, set forth on Schedule 2 hereto (the “Starr Holders”), and other persons and entities, in each case, set forth on Schedule 3 (the “Investor Stockholders” and, collectively with the Sponsor, the Target Holders, the Starr Holders and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, the “Holders” and each, a “Holder”).
VESTING AGREEMENTVesting Agreement • July 22nd, 2021 • Celularity Inc • Pharmaceutical preparations • Delaware
Contract Type FiledJuly 22nd, 2021 Company Industry JurisdictionThis VESTING AGREEMENT (this “Agreement”) is made and entered into as of July 16, 2021, by and among GX Sponsor LLC, a Delaware limited liability company (“Sponsor”), Celularity Inc. (f/k/a GX Acquisition Corp. (“GX”)), a Delaware corporation (“Parent”), and each of the other Persons set forth on the signature pages hereto (the “Insiders” and together with the Sponsor, the “Stockholders”).