AMENDMENT NO.1 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • May 23rd, 2022 • Ideanomics, Inc. • Motor vehicles & passenger car bodies
This Amendment No. 1 to the Agreement and Plan of Merger (the “Amendment”), is made as of May 20, 2022, by and among Ideanomics, Inc. (“Parent”), Longboard Merger Corp., Via Motors International, Inc. (the “Company”), and Shareholder Representative Services LLC solely in its capacity as Shareholders’ Representative. Each of the foregoing is referred to herein as a “Party” and, collectively, as the “Parties.”
AMENDMENT NO.1 TO SECURED CONVERTIBLE PROMISSORY NOTESecured Convertible Promissory Note • May 23rd, 2022 • Ideanomics, Inc. • Motor vehicles & passenger car bodies
This Amendment No. 1 to the Secured Convertible Promissory Note (the “Amendment”), is made as of May 20, 2022 is by VIA Motors International, Inc., (the “Borrower”). Capitalized terms used but not defined herein shall have the respective meanings given to them in the Note (defined below).
VIA MOTORS INTERNATIONAL, INC. SECURED PROMISSORY NOTE NO. 1Secured Promissory Note • May 23rd, 2022 • Ideanomics, Inc. • Motor vehicles & passenger car bodies
FOR VALUE RECEIVED, under the Agreement and Plan of Merger Agreement, dated as of August 31, 2021, by and among Ideanomics, Inc., a Nevada corporation (the “Lender”), VIA Motors International, Inc., a Delaware corporation (the “Borrower”) and the other parties thereto, as amended by Amendment No. 1 to Agreement and Plan of Merger dated May 20, 2022 (the “Merger Agreement”), the undersigned, Borrower hereby promises to pay to the above named Lender or any subsequent holder the principal sum of TWO MILLION ONE HUNDRED EIGHTY-ONE THOUSAND EIGHT HUNDRED EIGHTY-NINE Dollars (US$2,181,889). Simple interest on the outstanding principal hereof shall accrue from the date hereof to the Maturity Date at the rate of four percent (4%) per annum (such principal and interest together and all other amounts due and owing hereunder, the “Obligations”). All computations of interest under this Secured Promissory Note (this “Note”) shall be made on the basis of a 365-day year and the actual days elapsed (i
