Repurchase and Subscription Agreement Sample Contracts

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REPURCHASE AND SUBSCRIPTION AGREEMENT
Repurchase and Subscription Agreement • October 25th, 2022 • Rockley Photonics Holdings LTD • Semiconductors & related devices • New York

This REPURCHASE AND SUBSCRIPTION AGREEMENT is made as of October 24, 2022 (this “Agreement”), by and among Rockley Photonics Holdings Limited, a Cayman Islands exempted company (the “Issuer”), each of the Subsidiaries (as defined below) of the Issuer that are parties hereto (the “Guarantors” and collectively with the Issuer, the “Note Parties”), and the undersigned subscribers (each a “Subscriber”) acting severally, and not jointly. Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Indenture (as defined below). References herein to “Subscriber” shall be deemed to refer to each undersigned Subscriber as if each Subscriber party hereto has executed a separate subscription agreement substantially identical to this Repurchase and Subscription Agreement.

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