BOXED, INC. COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • January 24th, 2023 • Boxed, Inc. • Retail-catalog & mail-order houses • New York
WHEREAS, Boxed, LLC, a Delaware limited liability company and a wholly-owned Subsidiary of the Company, as borrower (the “Borrower”), the Company, as parent of the Borrower, the Lenders (as defined therein), and Wilmington Savings Fund Society, FSB, as Administrative Agent for the Lenders, have entered into that certain Second Lien Credit Agreement, dated as of January 20, 2023 (as amended, modified, or supplemented from time to time in accordance with its terms, the “Credit Agreement”), pursuant to which the Holder and/or certain lending Affiliates of the Holder will lend to the Company, and the Company will borrow on the date hereof, an aggregate principal amount not in excess of $42,398,008.05, and make other financial accommodations to the Borrower, as provided therein;
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • January 24th, 2023 • Boxed, Inc. • Retail-catalog & mail-order houses • New York
CREDIT AGREEMENT dated as of August 4, 2021, among GIDDY INC.BOXED, LLC (f/k/a Blossom Merger Sub II, LLC, as successor by merger to Giddy Inc.), a Delaware limited liability company (the “Borrower”), BOXED, INC. (f/k/a Seven Oaks Acquisition Corp.), a Delaware corporation (subject to Sections 1.05 and 9.21, the “BorrowerParent”), the Lenders (such term and each other capitalized term used but not defined in this introductory statement having the meaning given it in Article I), and ALTER DOMUS (US) LLC, as administrative agent (in such capacity, including any successor thereto, the “Administrative Agent”) for the Lenders.
SECOND LIEN CREDIT AGREEMENT dated as of January 20, 2023, among BOXED, LLC, as Borrower, BOXED, INC., as Parent, THE LENDERS PARTY HERETO and WILMINGTON SAVINGS FUND SOCIETY, FSB, as Administrative AgentSecond Lien Credit Agreement • January 24th, 2023 • Boxed, Inc. • Retail-catalog & mail-order houses • New York
SECOND LIEN CREDIT AGREEMENT dated as of January 20, 2023, among BOXED, LLC, a Delaware limited liability company (the “Borrower”), BOXED, INC., a Delaware corporation (the “Parent”), the Lenders (such term and each other capitalized term used but not defined in this introductory statement having the meaning given it in Article I), and Wilmington Savings Fund Society, FSB (“WSFS”), as administrative agent (in such capacity, including any successor thereto, the “Administrative Agent”) for the Lenders.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 24th, 2023 • Boxed, Inc. • Retail-catalog & mail-order houses • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 20, 2023, is made and entered into by and between Boxed, Inc., a Delaware corporation (the “Company”), the holders listed on the signature pages hereto, 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”).
