AGREEMENT AND PLAN OF MERGER by and among KINS TECHNOLOGY GROUP INC., KINS MERGER SUB INC., INPIXON, and CXAPP HOLDING CORP.Agreement and Plan of Merger • September 26th, 2022 • KINS Technology Group, Inc. • Blank checks • Delaware
This Agreement and Plan of Merger, dated as of September 25, 2022 (this “Agreement”), is made and entered into by and among KINS Technology Group Inc., a Delaware corporation (“Acquiror”), KINS Merger Sub Inc., a Delaware corporation and a direct wholly-owned subsidiary of Acquiror (“Merger Sub”), Inpixon, a Nevada corporation (“Inpixon”) and CXApp Holding Corp., a Delaware corporation (the “Company”).
SEPARATION AND DISTRIBUTION AGREEMENT by and among INPIXON, CXAPP HOLDING CORP., DESIGN REACTOR, INC. and KINS TECHNOLOGY GROUP INC. Dated as of September 25, 2022Separation and Distribution Agreement • September 26th, 2022 • KINS Technology Group, Inc. • Blank checks • Delaware
This SEPARATION AND DISTRIBUTION AGREEMENT (this “Agreement”), dated as of September 25, 2022, is entered into by and among Inpixon, a Nevada corporation (“Inpixon”), CXApp Holding Corp., a Delaware corporation and a wholly-owned subsidiary of Inpixon (“Spinco”), Design Reactor, Inc., a California corporation (“Design Reactor” and., together with Spinco, the “CXApp Parties”), and KINS Technology Group Inc., a Delaware corporation (“KINS”). “Party” or “Parties” means Inpixon or the CXApp Parties, individually or collectively, as the case may be. Capitalized terms used and not defined herein shall have the meaning set forth in Section 1.1.
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • September 26th, 2022 • KINS Technology Group, Inc. • Blank checks • Delaware
This Sponsor Support Agreement (this “Sponsor Support Agreement”) is dated as of September 25, 2022, by and among KINS Capital LLC, a Delaware limited liability company (the “Sponsor”), KINS Technology Group, Inc., a Delaware corporation (“Acquiror”), Inpixon, a Nevada corporation (“Inpixon”) and CXApp Holding Corp., a Delaware corporation and wholly-owned subsidiary of Inpixon (the “Company”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement.
