Global-E Online Ltd. Ordinary Shares Underwriting AgreementUnderwriting Agreement • April 13th, 2021 • Global-E Online Ltd. • Services-prepackaged software
Global-E Online Ltd., a company organized under the laws of the State of Israel (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [•] ordinary shares, of no par value per share, of the Company (the “Firm Shares”) and, at the election of the Underwriters, up to [•] additional ordinary shares, of no par value per share, of the Company (the “Optional Shares”). The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are collectively called the “Shares”.
INDEMNIFICATION AGREEMENTIndemnification Agreement • April 13th, 2021 • Global-E Online Ltd. • Services-prepackaged software
THIS INDEMNIFICATION AGREEMENT (the “Agreement”), dated as of , 2021, is entered into by and between Global-E Online Ltd., an Israeli company whose address is 25 Basel Street, Petah Tikva 4951038, Israel (the “Company”), and the undersigned Director or Officer of the Company whose name appears on the signature page hereto officer (the “Indemnitee”).
ContractWarrant • March 28th, 2022 • Global-E Online Ltd. • Services-prepackaged software • New York
THIS WARRANT (THIS “WARRANT”) AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR AN EXEMPTION THEREFROM. THE ISSUER OF THESE SECURITIES MAY REQUIRE AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION OTHERWISE COMPLIES WITH THE SECURITIES ACT AND ANY APPLICABLE STATE SECURITIES LAWS.
Global-E Online Ltd. Ordinary Shares Underwriting AgreementUnderwriting Agreement • September 7th, 2021 • Global-E Online Ltd. • Services-prepackaged software
The shareholders named in Schedule II hereto (the “Selling Shareholders”) of Global-E Online Ltd., a company organized under the laws of the State of Israel (the “Company”), propose, subject to the terms and conditions stated in this agreement (this “Agreement”), to sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [•] ordinary shares, of no par value per share, of the Company (the “Firm Shares”) and, at the election of the Underwriters, up to [•] additional ordinary shares, of no par value per share, of the Company (the “Optional Shares”). The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 3 hereof are collectively called the “Shares”.
SERVICES AND PARTNERSHIP AGREEMENTServices and Partnership Agreement • September 7th, 2021 • Global-E Online Ltd. • Services-prepackaged software • Ontario
THIS SERVICE AND PARTNERSHIP AGREEMENT (“Agreement”) is effective as of April 12, 2021 (“Effective Date”) and is made between Shopify Inc., with an address at 151 O’Connor Street, Ottawa, Ontario, Canada, K2P 2L8, Shopify International Limited, with an address at 2nd Floor Victoria Buildings 1-2 Haddington Road, Dublin 4, D04 XN32, Ireland (referred to jointly herein as “Shopify”) and Global-e Online Ltd., with an address at 25 Bazel St., Petah Tikva, Israel (“GLBE”). Shopify and GLBE are referred to individually as a “Party”, and collectively as the “Parties.” For the purposes of this Agreement, except as otherwise specified, references to either Party shall be deemed to be references also to such Party’s Affiliates (as defined below) and shall bind such Affiliates.
ContractGlobal-E Online Ltd. • September 7th, 2021 • Services-prepackaged software • England and Wales
[***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed.
AMENDED & RESTATED MASTER SERVICES AGREEMENTMaster Services Agreement • March 28th, 2022 • Global-E Online Ltd. • Services-prepackaged software • New York
THIS AMENDED & RESTATED MASTER SERVICES AGREEMENT (“Agreement”) is effective as of January 3, 2022 (“Effective Date”) and is made between Global-e Online Ltd., with an address at 25 Basel St., Petah Tikva Israel (“Global-e”), Shopify Inc., with an address at 151 O’Connor Street, Ottawa, Ontario, Canada, K2P 2L8, with registered tax number 847871746 (“Shopify”) and Flow Commerce Inc., with a business address at 2 Hudson Place, 7th Floor, Hoboken, NJ 07030 (“Flow”). Shopify, Global-e and Flow are referred to individually as a “Party”, and collectively as the “Parties.” For the purposes of this Agreement, except as otherwise specified, references to either Party shall be deemed to be references also to such Party’s Affiliates (as defined below) and shall bind such Affiliates.
GLOBAL-E ONLINE LTD. THIRD AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • September 7th, 2021 • Global-E Online Ltd. • Services-prepackaged software
THIS THIRD AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (the “Agreement”) is made as of the 22nd day of March 2021, by and among Global-e Online Ltd., Reg. No. 514889534, a company incorporated under the laws of the State of Israel (the “Company”), and the investors listed on Schedule A attached hereto (each, an “Investor” and collectively, the “Investors”), and the shareholders listed in Schedule B hereto (each a “Founder,” and collectively, the “Founders”).
ContractGlobal Service Agreement • March 31st, 2023 • Global-E Online Ltd. • Services-prepackaged software • England and Wales
[***] Certain information has been redacted in accordance with Instructions As to Exhibits to Form 20-F, because (i) the company customarily and actually treats that information as private or confidential and (ii) the omitted information is not material.
Re: DHL Special RightsDHL Special Rights • January 22nd, 2021 • Global-E Online Ltd. • Services-prepackaged software
This letter (this “Letter”) is entered into this 27th day of March, 2017, and confirms Global-e Online Ltd.’s (the “Company”) agreement that DHL International GmbH (“DHL”) will be entitled to the following contractual rights, in addition to any other rights specifically provided to DHL or any of its Affiliates under the Amended and Restated Investors’ Rights Agreement of even date herewith and the Company’s Amended and Restated Articles of Association (“Amended Articles”). This Letter shall become effective on March 27, 2017 (the “Effective Date”).
