SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 1st, 2022 • Rubicon Technologies, Inc. • Services-prepackaged software • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of November 30, 2022, is between RUBICON TECHNOLOGIES, INC., a Delaware corporation (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively the “Buyers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 1st, 2022 • Rubicon Technologies, Inc. • Services-prepackaged software • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of November 30, 2022 by and among RUBICON TECHNOLOGIES, INC. (formerly Founder SPAC) a Delaware corporation (the “Company”), and YA II PN, LTD., a Cayman Islands exempt limited partnership (the “Investor”).
TERMINATION AND RELEASE AGREEMENTTermination and Release Agreement • December 1st, 2022 • Rubicon Technologies, Inc. • Services-prepackaged software • New York
This Termination and Release Agreement (this “Agreement”), dated as of November 30, 2022, is entered into by and among Rubicon Technologies Inc. (the successor to Founder SPAC (“Rubicon”), Vellar Opportunity Fund SPV LLC – Series 2 (“Seller”), and Rubicon Technologies Holdings LLC (the successor to Rubicon Technologies, LLC) (“Holdings LLC”).
November 30, 2022 Ladies and Gentlemen:Rubicon Technologies, Inc. • December 1st, 2022 • Services-prepackaged software
Reference is made to the Standby Equity Purchase Agreement dated as of August 31, 2022 (the “SEPA”) between Rubicon Technologies, Inc., a Delaware corporation (the “Company”), and YA II PN, Ltd. (“Investor”). Capitalized terms not defined herein shall have the meanings given to them in the SEPA.
SIXTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • December 1st, 2022 • Rubicon Technologies, Inc. • Services-prepackaged software • New York
This SIXTH AMENDMENT TO LOAN AND SECURITY AGREEMENT, dated as of November 30, 2022 (this “Sixth Amendment”), is entered into among (a) 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”), (b) RUBICON TECHNOLOGIES HOLDINGS, LLC, a Delaware limited liability company (“Holdings”), (c) CLEANCO LLC, a New Jersey limited liability company (“Cleanco”), (d) CHARTER WASTE MANAGEMENT, INC., a Delaware corporation (“Charter”), (e) RUBICON TECHNOLOGIES INTERNATIONAL, INC., a Delaware corporation (“International”), (f) the Lenders (as hereinafter defined) party hereto and (g) PATHLIGHT CAPITAL LP, as Agent (as hereinafter defined).
ACM ARRT F LLC One Rockefeller Center, 32nd Floor New York, NY 10020Rubicon Technologies, Inc. • December 1st, 2022 • Services-prepackaged software • New York
Re: Agreement (the “Agreement”) By and Among Rubicon Technologies, Inc. (f/k/a Founder SPAC) (the “Company”), Rubicon Technologies Holdings, LLC (f/k/a Rubicon Technologies, LLC) (“Rubicon”), and ACM ARRT F LLC (the “Seller,” “we,” “us,” and “our”), Dated as of August 4, 2022 (the “Forward Purchase Agreement”)
