FORM OF LOCKUP AGREEMENTForm of Lockup Agreement • October 23rd, 2023 • Inpixon • Services-computer programming services
This LOCKUP AGREEMENT (this “Agreement”) is entered into as of [●], 2023, by and among Grafiti Holding Inc., a British Columbia Company (“Spinco”), Damon Motors Inc., a company organized under the laws of the Province of British Columbia, Canada (the “Company”) and the undersigned Company Securityholders (as such term is defined in the Business Combination Agreement (as defined below) (each such undersigned Company Securityholder, a “Securityholder”). Each of Spinco, the Company and the Securityholders are sometimes referred to herein individually as a “Party” and collectively as the “Parties”. Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to them in the Business Combination Agreement (defined below).
SEPARATION AND DISTRIBUTION AGREEMENT BY AND BETWEEN INPIXON AND GRAFITI HOLDING INC. DATED AS OF October 23, 2023Separation and Distribution Agreement • October 23rd, 2023 • Inpixon • Services-computer programming services • Nevada
FORM OF Securityholder SUPPORT AGREEMENTSupport Agreement • October 23rd, 2023 • Inpixon • Services-computer programming services • British Columbia
This Securityholder Support Agreement (this “Agreement”), dated as of [●], 2023, is entered into by and among Inpixon, a Nevada corporation (the “Parent”), Grafiti Holding Inc., a company organized under the laws of the Province of British Columbia, Canada (“Spinco”), Damon Motors Inc., a company organized under the laws of the Province of British Columbia, Canada (the “Company”) and the undersigned securityholder of the Company (the “Securityholder”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Business Combination Agreement (as defined herein).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 23rd, 2023 • Inpixon • Services-computer programming services • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October [ ] 2023, between Damon Motors Inc., a British Columbia company (“Damon”or the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
FORM OF LOCKUP AGREEMENTForm of Lockup Agreement • October 23rd, 2023 • Inpixon • Services-computer programming services
This LOCKUP AGREEMENT (this “Agreement”) is entered into as of [●], 2023, by and among Grafiti Holding Inc., a British Columbia Company (“Spinco”), Damon Motors Inc., a company organized under the laws of the Province of British Columbia, Canada (the “Company”) and the undersigned Company Securityholders (as such term is defined in the Business Combination Agreement (as defined below) (each such undersigned Company Securityholder, a “Securityholder”). Each of Spinco, the Company and the Securityholders are sometimes referred to herein individually as a “Party” and collectively as the “Parties”. Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to them in the Business Combination Agreement (defined below).
BUSINESS COMBINATION AGREEMENTBusiness Combination Agreement • October 23rd, 2023 • Inpixon • Services-computer programming services • British Columbia
The Parent, Spinco, Amalco Sub and the Company are sometimes referred to herein individually as a “Party” and, collectively, as the “Parties.” Capitalized terms used and not otherwise defined herein have the meaning set forth in Article XI.
