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
FORM OF SERIES A WARRANT TO PURCHASE COMMON STOCK INPIXONInpixon • August 14th, 2019 • 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).
LEAK-OUT AGREEMENTLeak-Out Agreement • August 14th, 2019 • Inpixon • Services-computer programming services
This agreement (the “Leak-Out Agreement”) is being delivered to you in connection with an understanding by and between Inpixon, a Nevada corporation (the “Company”), and the person or persons named on the signature pages hereto (collectively, the “Holder”).
