Socket Mobile, Inc. SECURED SUBORDINATED CONVERTIBLE NOTE EXTENSION AGREEMENT
Exhibit 10.1
SECURED SUBORDINATED CONVERTIBLE NOTE EXTENSION AGREEMENT
This Secured Subordinated Convertible Note Extension Agreement (“Extension Agreement”) is entered into as of May 1, 2024 (the “Effective Date”), by and between Socket Mobile, Inc., a Delaware corporation (the “Company” or “Borrower”) and the holders listed on Schedule A hereto (“Holder”).
WHEREAS, the Company had previously entered into a series of Secured Subordinated Convertible Notes, initially issued on August 31, 2020, and subsequently extended on November 16, 2022, with the Holders (each, a “Note”).
WHEREAS, the Notes provide that any provision of the Notes may be amended, waived or modified upon the written consent of the Company and Holders holding more than 66.67% of the aggregate principal amount of the Notes (a “Majority in Interest of Holders”).
WHEREAS, the principal amount of the Notes outstanding as of the Effective Date is set forth opposite each Holder’s name on Schedule A hereto.
WHEREAS, the Company and the undersigned Holders, representing a Majority in Interest of Holders, desire to amend the Notes to extend the maturity date of the Notes from August 30, 2024 to August 30, 2025.
NOW THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties hereby agree as follows:
1. Section 1(a) of each outstanding Note is hereby amended and restated in its entirety to read as follows:
“Repayment at Maturity. Unless the obligations under this Note are earlier repaid in full pursuant to Section 1(b), 1(c) or otherwise or converted pursuant to Section 3, the Company shall pay to the Holder an amount in cash representing all outstanding Principal plus any accrued and unpaid Interest thereon on August 30, 2025 (the “Maturity Date”).”
2. The parties agree that, as of the Effective Date, there exists relative to the Notes no default or any Event of Default as defined therein.
3. Other than as set forth herein, all other terms and conditions of the Notes remain unchanged and in full effect. Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Notes.
4. This Extension Agreement may be executed in any number of counterparts and by different parties on separate counterparts, each of which, when executed and delivered, shall be deemed to be an original, and all of which, when taken together, shall constitute but one and the same Extension Agreement.
[signature page follows]
IN WITNESS WHEREOF, the parties have caused this Extension Agreement to be executed by their respective duly authorized representatives as of the Effective Date.
By:/s/ Xxxx Xxxx
Name: Xxxx Xxxx
Title: Chief Financial Officer
HOLDERS
By: /s/ Xxxxxxx Xxxx
Name: Xxxxxxx Xxxx
By: /s/ Xxxx Xxxx
Name: Xxxx Xxxx
Schedule A
| Holder | Outstanding Principal Amount |
| Xxxxxxx Xxxx | 1,000,000.00 |
| Millennium Trust Company, Xxxxx X Xxxxx, IRAT | 175,000.00 |
| Xxx Xxxxxxx | 50,000.00 |
| Xxxx Xxxx | 25,000.00 |
| Xxxx Xxxxx | 50,000.00 |
| Xxx-Xxxxxxx Trust (Xxxxx Xxx) | 100,000.00 |
