SECURED CONVERTIBLE PROMISSORY NOTEConvertible Note • March 14th, 2024 • Odyssey Semiconductor Technologies, Inc. • Semiconductors & related devices • Delaware
This Note is one of secured convertible promissory notes (collectively, if multiple Notes are issued, the "Series Notes") issued by the Company to investors, in connection with that certain Subscription Agreement, dated as of even date herewith, with identical terms and on the same form as set forth herein (except that the holder, principal amount and date of issuance may differ in each Note). Capitalized terms not otherwise defined in this Note will have the meanings set forth in Section 3.1.
March 8, 2024 Nina and John Edmunds 1998 Family Trust dated January 27, 1998 i/c/o John Edmunds, as trustee Address: [ ] Re: Letter Agreement re Cancellation of August 8, 2022 Convertible Note and Waiver of Claims Dear Mr. Edmunds,Letter Agreement • March 14th, 2024 • Odyssey Semiconductor Technologies, Inc. • Semiconductors & related devices • Delaware
By execution and acknowledgment to this Letter Agreement (this “Agreement”), dated as of March 8, 2024, made and entered into by and among Nina and John Edmunds 1998 Family Trust dated January 27, 1998 (the “Edmunds Trust”) and Odyssey Semiconductor Technologies, Inc., a Delaware corporation (“Company”), the Edmunds Trust, as the holder (the “Holder”) of an outstanding $1,250,000 Company Convertible Note, issued by the Company to the Edmunds Trust on August 8, 2022 (the “Note” as set forth in Exhibit A hereto this Agreement), agrees to:
