AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 19th, 2022 • Kludein I Acquisition Corp • Blank checks • New York
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2022, is made and entered into by and among Near Intelligence, Inc., (formerly known as KludeIn I Acquisition Corp.), a Delaware corporation, (the “Company”), KludeIn Prime LLC, a Delaware limited liability company (the “Sponsor”), certain persons listed on Schedule 1 hereto (such persons, the “Initial Holders” and, together with the Sponsor the “Sponsor Parties”), certain equityholders of Near Intelligence Holdings Inc., a Delaware corporation (“Near”) set forth on Schedule 2 hereto (such equityholders, the “Near Holders” and, collectively with the Sponsor Parties and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 or Section 5.10 of this Agreement, the “Holders” and each, a “Holder”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 19th, 2022 • Kludein I Acquisition Corp • Blank checks • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 18, 2022, is by and between CF Principal Investments LLC, a Delaware limited liability company (the “Investor”), and KludeIn I Acquisition Corp., a Delaware corporation (the “Company”).
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • May 19th, 2022 • Kludein I Acquisition Corp • Blank checks • New York
This COMMON STOCK PURCHASE AGREEMENT is made and entered into as of May 18, 2022 (this “Agreement”), by and between CF Principal Investments LLC, a Delaware limited liability company (the “Investor”), and KludeIn I Acquisition Corp., a Delaware corporation (the “Company”). For purposes of this Agreement, references to the “Company” shall also include any successor entity to the Company by any Fundamental Transaction (as defined below), but only from and after the closing of such Fundamental Transaction, including but not limited to, the resulting publicly listed company pursuant to the transactions contemplated by the Plan of Merger Agreement, dated May 18, 2022 (as the same may be amended from time to time, the “Merger Agreement”), by and between the Company, Near Intelligence Holdings Inc., a Delaware corporation (the “Target”), PaaS Merger Sub 1 Inc., a Delaware corporation (“Merger Sub 1”), PaaS Merger Sub 2 LLC, a Delaware limited liability company (“Merger Sub 2”), pursuant to wh
AGREEMENT AND PLAN OF MERGERMerger Agreement • May 19th, 2022 • Kludein I Acquisition Corp • Blank checks • Delaware
This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of May 18, 2022 by and among KludeIn I Acquisition Corp., a Delaware corporation (together with its successors, the “Purchaser”), Paas Merger Sub 1 Inc., a Delaware corporation and a wholly-owned subsidiary of the Purchaser (“Merger Sub 1”), Paas Merger Sub 2 LLC, a Delaware limited liability company and a wholly-owned subsidiary of the Purchaser (“Merger Sub 2” and, together with Merger Sub 1, the “Merger Subs”), and Near Intelligence Holdings Inc., a Delaware corporation (the “Company”). The Purchaser, Merger Sub 1, Merger Sub 2 and the Company are sometimes each referred to herein individually as a “Party” and, collectively, as the “Parties”. Certain capitalized terms used and not otherwise defined herein have the meanings ascribed to them in Article X hereof.
SPONSOR VOTING AND SUPPORT AGREEMENTSponsor Voting and Support Agreement • May 19th, 2022 • Kludein I Acquisition Corp • Blank checks • Delaware
This SPONSOR VOTING AND Support Agreement (this “Agreement”) is made as of May 18, 2022, by and among (i) KludeIn I Acquisition Corp., a Delaware corporation (together with its successors, the “Purchaser”), (ii) Near Intelligence Holdings Inc., a Delaware corporation (the “Company”), and (iii) KludedIn Prime LLC, a Delaware limited liability company (the “Sponsor”). Any capitalized term used but not defined in this Agreement shall have the meaning ascribed to such term in the Merger Agreement (as defined below).
STOCKHOLDER VOTING AND SUPPORT AGREEMENTStockholder Voting and Support Agreement • May 19th, 2022 • Kludein I Acquisition Corp • Blank checks • Delaware
This Voting and Support Agreement (this “Agreement”) is made as of May 18, 2022, by and among (i) KludeIn I Acquisition Corp., a Delaware corporation (together with its successors, the “Purchaser”), (ii) Near Intelligence Holdings Inc., a Delaware corporation (the “Company”), and (iii) the undersigned holder (the “Holder”) of capital stock and/or securities convertible into capital stock of the Company. Any capitalized term used but not defined in this Agreement shall have the meaning ascribed to such term in the Merger Agreement (as defined below).
NON-COMPETITION AND NON-SOLICITATION AGREEMENTNon-Competition and Non-Solicitation Agreement • May 19th, 2022 • Kludein I Acquisition Corp • Blank checks
This NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) is being executed and delivered as of May 18, 2022, by [_______________________] (the “Subject Party”) in favor of and for the benefit of KludeIn I Acquisition Corp., a Delaware corporation (together with its successors, the “Purchaser”) and Near Intelligence Holdings Inc., a Delaware corporation (together with its successors, the “Company”; and the Company, together with the Purchaser and each of the Company’s direct and indirect Subsidiaries as of the date hereof through the Closing, the “Covered Parties”). Any capitalized term used but not defined in this Agreement shall have the meaning ascribed to such term in the Merger Agreement (as defined below).
LOCK-UP AGREEMENTLock-Up Agreement • May 19th, 2022 • Kludein I Acquisition Corp • Blank checks • Delaware
This LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of May 18, 2022, by and between (i) Kludein I Acquisition Corp., a Delaware corporation (together with its successors, the “Purchaser”), and (ii) the undersigned (“Holder”). Any capitalized term used but not defined in this Agreement shall have the meaning ascribed to such term in the Merger Agreement (as defined below).
