COMMON STOCK PURCHASE WARRANT InpixonCommon Stock Purchase Warrant • October 20th, 2022 • Inpixon • Services-computer programming services
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [_____________] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the five (5) year anniversary of the Initial Exercise Date; provided, that if such date is not a Trading Day, the next Trading Day (the “Termination Date”) but not thereafter, to subscribe for and purchase from Inpixon, a Nevada corporation (the “Company”), up to [______] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITIES PURCHASE AGREEMENT***Securities Purchase Agreement • October 20th, 2022 • Inpixon • Services-computer programming services • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 18, 2022, between Inpixon, a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 14th, 2021 • Inpixon • Services-computer programming services • Nevada
This Registration Rights Agreement (this “Agreement”) is made and entered into as of April 14, 2021 (the “Effective Date”) between Sysorex, Inc., a Nevada corporation (the “Company”), and each of the several holders of the Company’s common stock, par value $0.00001 per share (the “Common Stock”) or the holders of rights to acquire Common Stock that are signatories hereto (each such holder, a “Holder” and, collectively, the “Holders”).
COMMON STOCK PURCHASE WARRANT inpixonSecurity Agreement • January 9th, 2018 • Inpixon • Services-computer programming services
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the later of (i) the Authorized Share Increase Date and (ii) Shareholder Approval Date (the “Initial Exercise Date”) and on or prior to the close of business on the five (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Inpixon, a Nevada corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
FORM OF SERIES A WARRANT TO PURCHASE COMMON STOCK INPIXONWarrant Agreement • August 14th, 2019 • Inpixon • Services-computer programming services • New York
THIS SERIES A WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, _______________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [___________] (the “Termination Date”) but not thereafter, to subscribe for and purchase from Inpixon, a Nevada corporation (the “Company”), up to _______________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
PRE-FUNDED COMMON STOCK PURCHASE WARRANT InpixonPre-Funded Common Stock Purchase Warrant • October 20th, 2022 • Inpixon • Services-computer programming services
THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [_____________] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Inpixon, a Nevada corporation (the “Company”), up to [______] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
COMMON STOCK PURCHASE WARRANT INPIXONCommon Stock Purchase Warrant • December 15th, 2023 • Inpixon • Services-computer programming services
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”), certifies that, for value received, [●] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date Shareholder Approval is obtained, provided, however, that if after consultation with the Nasdaq Stock Market it is determined that Shareholder Approval is not required for the exercise of this Warrant, then at any time on or after the date on which the Company has provided notice of such determination to the Holder (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on December [●]1, 2028, which date may be extended upon the mutual consent of the Company and the Holder (such date, the “Termination Date”) but not thereafter, to subscribe for and purchase from Inpixon, a Nevada corporation (the “Company”), up to [●]2 shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 1st, 2017 • Inpixon • Services-computer programming services • New York
THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made as of the 31st day of May, 2017, by and between Inpixon, a Nevada corporation (f/k/a Sysorex Global, a Nevada corporation) (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
Inpixon and Computershare Inc. and Computershare Trust Company, N.A., jointly as Warrant Agent Warrant Agency Agreement Dated as of January 14, 2019 WARRANT AGENCY AGREEMENTWarrant Agency Agreement • January 15th, 2019 • Inpixon • Services-computer programming services • New York
WARRANT AGENCY AGREEMENT, dated as of January 14, 2019 (“Agreement”), by and among Inpixon, a Nevada corporation (the “Company”), Computershare Inc., a Delaware corporation (“Computershare”), and its wholly-owned subsidiary, Computershare Trust Company, N.A., a federally chartered trust company (together with Computershare, the “Warrant Agent”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 9th, 2018 • Inpixon • Services-computer programming services • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 5, 2018, between Inpixon, a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
UNDERWRITING AGREEMENT between INPIXON and AEGIS CAPITAL CORP., as Underwriter INPIXONUnderwriting Agreement • June 29th, 2017 • Inpixon • Services-computer programming services • New York
The undersigned, Inpixon, a corporation formed under the laws of the State of Nevada (the “Company”), hereby confirms its agreement (this “Agreement”) with Aegis Capital Corp. (hereinafter referred to as “you” (including its correlatives) or the “Underwriter”) as follows:
6,497,410 Shares of Common Stock 2,997 Shares of Series 6 Convertible Preferred Stock and Series A Warrants to Purchase up to 17,297,410 Shares of Common Stock INPIXON UNDERWRITING AGREEMENTUnderwriting Agreement • August 14th, 2019 • Inpixon • Services-computer programming services • New York
Inpixon, a Nevada corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Ladenburg Thalmann & Co. and Maxim Group LLC are acting as the representatives (the “Representatives”), an aggregate of (i) 6,497,410 authorized but unissued shares (the “Shares”) of common stock, par value $0.001 per share (the “Common Stock”), of the Company, (ii) 2,997 authorized but unissued shares of the Company’s Series 6 Convertible Preferred Stock (the “Preferred Shares”), convertible into shares of Common Stock (the “Conversion Shares”) and having the relative rights, preferences and limitations set forth the Certificate of Designation of Preferences, Rights and Limitations of Series 6 Convertible Preferred Stock attached hereto as Exhibit A (the “Certificate of Designation”), and (iii) Series A warrants (the “Warrants”) to purchase up to an aggregat
SUBSIDIARY GUARANTEESubsidiary Guarantee • August 10th, 2016 • Sysorex Global • Services-computer programming services • New York
SUBSIDIARY GUARANTEE, dated as of August 9, 2016 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between Sysorex Global, a Nevada corporation (the “Company”), and the Purchasers.
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 15th, 2024 • XTI Aerospace, Inc. • Services-computer programming services • Nevada
This Indemnification Agreement (“Agreement”), dated as of [DATE], is by and between Inpixon, a Nevada corporation (the “Company”) and [NAME OF DIRECTOR/OFFICER] (the “Indemnitee”).
COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • April 16th, 2024 • XTI Aerospace, Inc. • Services-computer programming services • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the 5 year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from XTI Aircraft Company, a Delaware corporation (the “Company”), up to _________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock (“Common Stock”); provided, however, the number of Warrant Shares issuable hereunder shall increase by 25% on each 6-month anniversary of the Initial Exercise Date if, prior to such date, a Liquidity Event has not occurred. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defi
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • April 24th, 2018 • Inpixon • Services-computer programming services • New York
Securities Purchase AgreementSecurities Purchase Agreement • November 20th, 2017 • Inpixon • Services-computer programming services • Utah
This Securities Purchase Agreement (this “Agreement”), dated as of November 17, 2017, is entered into by and between Inpixon, a Nevada corporation (“Company”), and Chicago Venture Partners, L.P., a Utah limited partnership, its successors and/or assigns (“Investor”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • October 20th, 2022 • Inpixon • Services-computer programming services • New York
INPIXON DEALER-MANAGER AGREEMENTDealer-Manager Agreement • December 7th, 2018 • Inpixon • Services-computer programming services • New York
The following (this “Agreement”) will confirm our agreement relating to the proposed rights offering (the “Rights Offering”) to be undertaken by Inpixon, a Nevada corporation (the “Company”), pursuant to which the Company will distribute to holders of record of its common stock, par value $0.001 per share (the “Common Stock”), holders of record of its Series 4 Convertible Preferred Stock (“Participating Preferred”) and holders of warrants issued August 9, 2017, January 8, 2018, February 20, 2018 and April 24, 2018 (“Participating Warrants” and together with the Participating Preferred, the “Participating Securities”), subscription rights (the “Rights”) to subscribe for up to an aggregate of 10,000 units (each, a “Unit” and collectively, the “Units”), each Unit consisting of one share of Series 5 Convertible Preferred Stock (the “Rights Shares”) and 200 warrants, with each warrant representing the right to purchase one share of Common Stock (the “Rights Warrants” and together with the R
Note Purchase AgreementNote Purchase Agreement • May 1st, 2024 • XTI Aerospace, Inc. • Services-computer programming services • Utah
This Note Purchase Agreement (this “Agreement”), dated as of May 1, 2024, is entered into by and between XTI Aerospace, Inc., a Nevada corporation (“Company”), and Streeterville Capital, LLC, a Utah limited liability company, its successors and/or assigns (“Investor”).
AGREEMENT AND PLAN OF MERGER by and among KINS TECHNOLOGY GROUP INC., KINS MERGER SUB INC., INPIXON, and CXAPP HOLDING CORP. dated as of September 25, 2022Merger Agreement • September 26th, 2022 • Inpixon • Services-computer programming services • Delaware
This Agreement and Plan of Merger, dated as of September 25, 2022 (this “Agreement”), is made and entered into by and among KINS Technology Group Inc., a Delaware corporation (“Acquiror”), KINS Merger Sub Inc., a Delaware corporation and a direct wholly-owned subsidiary of Acquiror (“Merger Sub”), Inpixon, a Nevada corporation (“Inpixon”) and CXApp Holding Corp., a Delaware corporation (the “Company”).
EXCHANGE AGREEMENTExchange Agreement • January 14th, 2020 • Inpixon • Services-computer programming services • Utah
This Exchange Agreement (this “Agreement”) is entered into as of January 14, 2020 by and between Chicago Venture Partners, L.P., a Utah limited partnership (“Lender”), and Inpixon, a Nevada corporation (“Borrower” or the “Company”). Capitalized terms used in this Agreement without definition shall have the meanings given to them in the Original Note (defined below).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 12th, 2016 • Sysorex Global • Services-computer programming services • New York
Pursuant to (i) the acquisition of Lilien Systems completed on March 20, 2013; (ii) the acquisition of Shoom completed on September 6, 2013; (iii) the acquisition of AirPatrol completed on April 16, 2014; (iv) the Registration Rights Agreements dated March 15, 2013 and August 29, 2013, under which Sysorex Global (“Sysorex”) agreed to register 83,334 and 56,250 shares of common stock, respectively, underlying warrants issued to Bridge Bank, N.A., n/k/a Western Alliance Bank, in connection with credit facilities; and (v) the sale of 400,000 shares of common stock to Geneseo Communications, Inc. on February 24, 2014, under which Sysorex agreed to grant piggy-back registration rights for such shares, Sysorex registered 166,667 shares for Geoffrey Lilien under the S-1 registration statement that was declared effective by the SEC on April 8, 2014 and a total of 5,768,470 shares of common stock including 139,584 shares underlying the warrants, under the S-1 registration statement that was dec
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATIONMerger Agreement • November 18th, 2022 • Inpixon • Services-computer programming services
On September 25, 2022, Inpixon (the “Company”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) by and among the Company, KINS Technology Group Inc., a Delaware corporation (“KINS”), CXApp Holding Corp., a Delaware corporation and newly formed wholly-owned subsidiary of the Company (“CXApp” and, together with the Company, collectively, the “Companies”), and KINS Merger Sub Inc., a Delaware corporation and a wholly-owned subsidiary of KINS (“Merger Sub”), pursuant to which KINS will acquire the Company’s enterprise apps business (including its workplace experience technologies, indoor mapping, events platform, augmented reality and related business solutions) (the “Enterprise Apps Business”) in exchange for the issuance of shares of KINS capital stock valued at $69 million (the “Business Combination”) to be issued to the Company’s stockholders and other security holders.
Inpixon Up to $50,000,000 of Shares of Common Stock Equity Distribution AgreementEquity Distribution Agreement • March 3rd, 2020 • Inpixon • Services-computer programming services • New York
Inpixon, a Nevada corporation (the “Company”), proposes to issue and sell through Maxim Group LLC (the “Agent”), as exclusive sales agent, shares of common stock, par value $0.001 per share (“Common Stock”), of the Company (the “Shares”) having an aggregate offering price of up to $50,000,000 on terms set forth herein. The Shares consist entirely of authorized but unissued shares of Common Stock to be issued and sold by the Company.
STRICTLY CONFIDENTIAL Mr. Nadir Ali Chief Executive Officer Sysorex Global Holdings Corp.Exclusive Agency Agreement • December 12th, 2016 • Sysorex Global • Services-computer programming services • New York
8% ORIGINAL ISSUE DISCOUNT SENIOR SECURED CONVERTIBLE DEBENTURE DUE AUGUST 9, 2018Convertible Security Agreement • August 10th, 2016 • Sysorex Global • Services-computer programming services • New York
THIS 8% ORIGINAL ISSUE DISCOUNT SENIOR SECURED CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued 8% Original Issue Discount Senior Secured Convertible Debentures of Sysorex Global, a Nevada corporation (the “Company”), having its principal place of business at 2479 E. Bayshore Road, Suite 195, Palo Alto, California 94303, designated as its 8% Original Issue Discount Senior Secured Convertible Debenture due August 9, 2018 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
GUARANTYGuaranty • May 1st, 2024 • XTI Aerospace, Inc. • Services-computer programming services • Utah
This GUARANTY, made effective as of May 1, 2024, is given by XTI Aircraft Company, a Delaware corporation (“Guarantor”), for the benefit of Streeterville Capital, LLC, a Utah limited liability company, and its successors, transferees, and assigns (collectively “Lender”).
SYSOREX GLOBAL HOLDINGS CORP. 5,250,000 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • September 25th, 2015 • Sysorex Global Holdings Corp. • Services-computer programming services • California
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • November 18th, 2016 • Sysorex Global • Services-computer programming services • California
LOAN AND SECURITY AGREEMENT, dated as of November 14, 2016, by and between SYSOREX GLOBAL, a Nevada corporation with offices at 2479 East Bayshore Road, Suite 195, Palo Alto, CA 94303 (“SG”), SYSOREX USA, a California corporation with offices at 2479 East Bayshore Road, Suite 195, Palo Alto, CA 94303 (“SUSA”) and SYSOREX GOVERNMENT SERVICES, INC., a Virginia corporation with offices at 2479 East Bayshore Road, Suite 195, Palo Alto, CA 94303 (“SGS” and together with SUSA and SG, jointly and severally the “Borrower”), and GEMCAP LENDING I, LLC, a Delaware limited liability company with offices at 24955 Pacific Coast Highway, Suite A202, Malibu, CA 90265 (together with its successors and assigns, the “Lender”).
COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • April 16th, 2024 • XTI Aerospace, Inc. • Services-computer programming services • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the 10th year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from XTI Aircraft Company, a Delaware corporation (the “Company”), up to _________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock (“Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
Board of Directors Services AgreementBoard of Directors Services Agreement • October 27th, 2014 • Sysorex Global Holdings Corp. • Services-computer programming services • California
This Board of Directors Services Agreement (this “Agreement”), dated October 21, 2014, is entered into between Sysorex Global Holdings Corp., a Nevada corporation (the “Company”), and Kareem M. Irfan, an individual (“Director”).
COMMON STOCK PURCHASE WARRANT INPIXONCommon Stock Purchase Warrant • May 16th, 2023 • Inpixon • Services-computer programming services
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [_____________] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on May 17, 2024, which date may be extended upon the mutual consent of the Company and the Holder (such date, the “Termination Date”) but not thereafter, to subscribe for and purchase from Inpixon, a Nevada corporation (the “Company”), up to [ ] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • May 16th, 2023 • Inpixon • Services-computer programming services • New York
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATIONMerger Agreement • March 20th, 2023 • Inpixon • Services-computer programming services
On September 25, 2022, Inpixon (the “Company”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) by and among the Company, KINS Technology Group Inc., a Delaware corporation (“KINS”), CXApp Holding Corp., a Delaware corporation and newly formed wholly-owned subsidiary of Inpixon (“CXApp” and, together with Inpixon, collectively, the “Companies”), and KINS Merger Sub Inc., a Delaware corporation and a wholly-owned subsidiary of KINS (“Merger Sub”), pursuant to which KINS will acquire Inpixon’s enterprise apps business (including its workplace experience technologies, indoor mapping, events platform, augmented reality and related business solutions) (the “Enterprise Apps Business”) in exchange for the issuance of shares of KINS capital stock (the “Business Combination”) to be issued to Inpixon stockholders.
