FORM OF SUBSCRIPTION AGREEMENT RUBICON TECHNOLOGIES, INC.Subscription Agreement • May 24th, 2023 • Rubicon Technologies, Inc. • Services-prepackaged software • Delaware
This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into as of the date on the signature page hereto (the “Effective Date”), by and between Rubicon Technologies, Inc., a Delaware corporation (the “Company”), and the undersigned (the “Purchaser”).
PATHLIGHT CAPITAL LPLetter Agreement • May 24th, 2023 • Rubicon Technologies, Inc. • Services-prepackaged software
This letter (this “Letter Agreement”) is delivered to you in connection with that certain Loan and Security Agreement, dated as of March 29, 2019 (as amended, amended and restated, restated, supplemented or otherwise modified from time to time, including pursuant to this Letter Agreement, the “Loan Agreement”), by and among (i) Rubicon Global, LLC, a Delaware limited liability company (the “Borrower Representative”), (ii) the other borrowers party thereto from time to time (together with the Borrower Representative, the “Borrowers”), (iii) Rubicon Technologies Holdings, LLC, a Delaware limited liability company (“Holdings”), (iv) the other guarantors party thereto from time to time (together with Holdings, the “Guarantors”), (v) each lender party thereto from time to time (collectively, the “Lenders” and individually, a “Lender”), and (vi) Pathlight Capital LP, as agent for the Lenders (in such capacity, the “Agent”). Capitalized terms used but not defined in this Letter Agreement shal
FIRST AMENDMENT TO CEO TRANSITION AGREEMENTCeo Transition Agreement • May 24th, 2023 • Rubicon Technologies, Inc. • Services-prepackaged software
This Amendment to the CEO Transition Agreement (hereinafter the “Amendment”) is made and entered into by and between Rubicon Technologies, Inc. (the “Company” or “Rubicon”), and Nathaniel R. Morris (“Executive”), as of the date that the last party executes this Amendment (the “Effective Date”). This Amendment amends that certain CEO Transition Agreement entered into between the Company and Executive dated October 13, 2022 (the “Original Agreement”). The Company and Executive may be referred to in this Amendment individually as a “Party” and collectively as the “Parties”.
LOAN CONVERSION AGREEMENTLoan Conversion Agreement • May 24th, 2023 • Rubicon Technologies, Inc. • Services-prepackaged software • Delaware
This LOAN CONVERSION AGREEMENT (this “Agreement”) is made and entered as of May 19, 2023 (the “Effective Date”), by and between Rubicon Technologies, Inc., a Delaware corporation (the “Company”) and CHPAF Holdings SAPI de CV (the “Lender”), with reference to the following facts:
THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 24th, 2023 • Rubicon Technologies, Inc. • Services-prepackaged software • New York
THIS THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is dated as of May 19, 2023 (the “Effective Date”), among RUBICON GLOBAL, LLC, a Delaware limited liability company (“Rubicon”) and RIVERROAD WASTE SOLUTIONS, INC., a New Jersey corporation (“RiverRoad”; together with Rubicon, each a “Borrower” and collectively the “Borrowers”), RUBICON TECHNOLOGIES HOLDINGS, LLC, a Delaware limited liability company (“Holdings”), CLEANCO LLC, a New Jersey limited liability company (“Cleanco”), CHARTER WASTE MANAGEMENT, INC., a Delaware corporation (“Charter”), and RUBICON TECHNOLOGIES INTERNATIONAL, INC., a Delaware corporation (“International”), the Lenders party hereto from time to time (“Lenders”), and MIZZEN CAPITAL, LP, as agent for the Lenders (in such capacity, “Agent”). Capitalized terms used but not defined in this Amendment have the meanings given to them in the Loan Agreement (as defined below).
RUBICON TECHNOLOGIES, INC. AMENDMENT TO GRANT NOTICE AND STANDARD TERMS AND CONDITIONS OF RESTRICTED STOCK UNIT AWARDRubicon Technologies, Inc. • May 24th, 2023 • Services-prepackaged software
THIS AMENDMENT to that certain Grant Notice for Restricted Stock Unit Award and the Standard Terms and Conditions of that certain restricted stock unit award (the “Agreement”), by and between Rubicon Technologies, Inc., a Delaware corporation (the “Company”), and Philip Rodoni (the “Participant”, together with the Company, the “Parties”) and dated October 21, 2022 (this “Amendment”), is made and entered into as of May 21, 2023 (the “Effective Date”), by and between the Parties. Capitalized terms used in this Amendment but not otherwise defined herein shall have their respective meanings set forth in the Agreement.
