ContractWarrant • September 7th, 2021 • 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.
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”).
