May 20, 2023 CONFIDENTIAL Stanton Ross Chairman and Chief Executive Officer Digital Ally, Inc. 15612 College Blvd., Lenexa, KS, 66219 Dear Stan:Clover Leaf Capital Corp. • May 31st, 2024 • Services-miscellaneous amusement & recreation • New York
We are pleased that Digital Ally, Inc. (together with its parents, subsidiaries and affiliates, the “Company”) has decided to retain Maxim Group LLC (“Maxim”) to provide exclusive financial advisory and investment banking services to the Company as set forth herein. This letter agreement (“Agreement”) will confirm Maxim’s acceptance of such retention and set forth the terms of our engagement. The intention of this Agreement is to assist the Company with respect to the spin-out of a subsidiary and Transaction (defined hereinafter) that may occur contemporaneously with or subsequent to such spin-out; for the sake of clarity, references to “Company” herein shall be deemed to include subsidiaries that may be spun out in order to give appropriate effect to the intention of the parties.
May 25, 2024Clover Leaf Capital Corp. • May 31st, 2024 • Services-miscellaneous amusement & recreation
Reference is made to that certain engagement letter, dated May 20, 2023, between Digital Ally, Inc. (the “Company”) and Maxim Group LLC (“Maxim”) (the “Engagement Letter”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Engagement Letter. It is agreed that the Engagement Letter remains in full force and effect, except as provided for below:
