Common use of Right of First Refusal and Co-Sale Agreement Clause in Contracts

Right of First Refusal and Co-Sale Agreement. THIS FIFTH AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT (this “Agreement”) is made as of _____, 2019, by and among Winc, Inc., a Delaware corporation (the “Company”), the holders of Common Stock listed on Schedule 1 hereto (the “Common Holders”), the holders of shares of Series Seed Preferred Stock, Series A Preferred Stock, Series B Preferred Stock, Series B-1 Preferred Stock, Series C Preferred Stock and Series D Preferred Stock listed on Schedule 2 hereto (the “Investors”), and each of Axxxxxxxx Xxxxx and Gxxxxxxx XxXxxxxxx in their individual capacities (the “Key Holders”). Investors, Common Holders and Key Holders shall collectively be referred to as “Stockholders”.

Right of First Refusal and Co-Sale Agreement. THIS FIFTH SIXTH AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT (this “Agreement”) is made as of [__________ __], 20192020, by and among Winc, Inc., a Delaware corporation (the “Company”), the holders of Common Stock listed on Schedule 1 hereto (the “Common Holders”), the holders of shares of Series Seed Preferred Stock, Series A Preferred Stock, Series B Preferred Stock, Series B-1 Preferred Stock, Series C Preferred Stock Stock, Series D Preferred Stock, and Series D E Preferred Stock listed on Schedule 2 hereto (the “Investors”), and each of Axxxxxxxx Xxxxxxxxx Xxxxx and Gxxxxxxx Xxxxxxxx XxXxxxxxx in their individual capacities (the “Key Holders”). Investors, Common Holders and Key Holders shall collectively be referred to as “Stockholders”.

Right of First Refusal and Co-Sale Agreement. THIS FIFTH SEVENTH AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT (this “Agreement”) is made as of _____April 6, 20192021, by and among Winc, Inc., a Delaware corporation (the “Company”), the holders of Common Stock listed on Schedule 1 hereto (the “Common Holders”), the holders of shares of Series Seed Preferred Stock, Series A Preferred Stock, Series B Preferred Stock, Series B-1 Preferred Stock, Series C Preferred Stock Stock, Series D Preferred Stock, Series E Preferred Stock, and Series D F Preferred Stock listed on Schedule 2 hereto (the “Investors”), and each of Axxxxxxxx Xxxxx and Gxxxxxxx XxXxxxxxx in their individual capacities (the “Key Holders”). Investors, Common Holders and Key Holders shall collectively be referred to as “Stockholders.”.