FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • September 9th, 2021 • Warby Parker Inc. • Ophthalmic goods • Delaware
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of [ l ], 2021 between WARBY PARKER INC., a Delaware public benefit corporation (the “Company”), and [Name] (“Indemnitee”).
WARBY PARKER INC. WARBY PARKER RETAIL, INC. CREDIT AGREEMENT DATED AS OF SEPTEMBER 30, 2022 COMERICA BANK AS ADMINISTRATIVE AGENT, SOLE LEAD ARRANGER AND SOLE BOOKRUNNERCredit Agreement • October 4th, 2022 • Warby Parker Inc. • Ophthalmic goods • California
This Credit Agreement (this “Agreement”) is made as of September 30, 2022 by and among the financial institutions from time to time signatory hereto (individually a “Lender,” and any and all such financial institutions collectively the “Lenders”), Comerica Bank, as the Administrative Agent for the Lenders (in such capacity, the “Agent”), Sole Lead Arranger and Sole Bookrunner, and Warby Parker Inc., a Delaware corporation, formerly known as JAND, Inc. (“Warby Parker”) and Warby Parker Retail, Inc., a Delaware corporation (“Warby Retail” and together with Warby Parker and each other Person that becomes a borrower hereunder from time to time, the “Borrowers” and each, individually a “Borrower”).
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • August 9th, 2023 • Warby Parker Inc. • Ophthalmic goods
This Second Amendment to Credit Agreement (“Second Amendment”) is made as of June 2, 2023 by and among the undersigned Lenders (defined below), Comerica Bank, as the Administrative Agent for the Lenders (in such capacity, the “Agent”), Warby Parker Inc., a Delaware corporation (“Warby Parker”) and Warby Parker Retail, Inc., a Delaware corporation (“Warby Retail” and together with Warby Parker, the “Borrowers” and each, individually, a “Borrower”).
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • May 9th, 2023 • Warby Parker Inc. • Ophthalmic goods
This First Amendment to Credit Agreement (“First Amendment”) is made as of March 24, 2023 (the “First Amendment Execution Date”) by and among the undersigned Lenders (defined below), Comerica Bank, as the Administrative Agent for the Lenders (in such capacity, the “Agent”), Warby Parker Inc., a Delaware corporation (“Warby Parker”) and Warby Parker Retail, Inc., a Delaware corporation (“Warby Retail” and together with Warby Parker, the “Borrowers” and each, individually, a “Borrower”).
EIGHTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • August 24th, 2021 • Warby Parker Inc. • Ophthalmic goods • New York
THIS EIGHTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (the “Agreement”) is made as of August 12, 2020, by and among JAND, Inc. (d/b/a Warby Parker), a Delaware corporation (the “Company”), the investors listed on Schedule A hereto, each of which is herein referred to as an “Investor” and the holders of Common Stock (as defined below) listed on Schedule B hereto, each of which is herein referred to as a “Common Holder” and collectively as the “Common Holders.”
Description Of Capital StockWarby Parker Inc. • March 18th, 2022 • Ophthalmic goods
The following is a description of the capital stock of Warby Parker Inc. (the “Company,” “we,” “us” or “our”) and certain provisions of our Twelfth Amended and Restated Certificate of Incorporation (as amended from time to time, the “Certificate of Incorporation”), our Amended and Restated Bylaws, (as amended from time to time, the “Bylaws”), the Eighth Amended and Restated Investors’ Rights Agreement, dated as of August 12, 2020 (the “Investors’ Rights Agreement”), by and the among the Company and certain stockholders party thereto, and the relevant provisions of General Corporation Law of the State of Delaware (“DGCL”). The descriptions herein are qualified in their entirety by our Certificate of Incorporation and Bylaws, the Investors’ Rights Agreement, as well as the relevant provisions of DGCL. Our Certificate of Incorporation authorizes capital stock consisting of:
JAND, INC., WARBY PARKER RETAIL, INC., AND THE OTHER CO-BORROWERS PARTY HERETO FROM TIME TO TIME LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 24th, 2021 • Warby Parker Inc. • Ophthalmic goods • California
This LOAN AND SECURITY AGREEMENT (this “Agreement”) is entered into as of August 13, 2013, by and among COMERICA BANK (“Bank”) and JAND, INC., a Delaware corporation (“Parent”) and WARBY PARKER RETAIL, INC., a Delaware corporation (“WPRI”; or together with Parent each a “Borrower” and collectively the “Borrowers”).
