0001213900-21-021452 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • April 14th, 2021 • Sysorex, Inc. • Services-computer programming services • Nevada

This Registration Rights Agreement (this “Agreement”) is made and entered into as of April 14, 2021 (the “Effective Date”) between Sysorex, Inc., a Nevada corporation (the “Company”), and each of the several holders of the Company’s common stock, par value $0.00001 per share (the “Common Stock”) or the holders of rights to acquire Common Stock that are signatories hereto (each such holder, a “Holder” and, collectively, the “Holders”).

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RIGHT TO SHARES LETTER AGREEMENT
Right to Shares Letter Agreement • April 14th, 2021 • Sysorex, Inc. • Services-computer programming services

This Right to Shares Letter Agreement, dated as of April 14, 2021 (this “Agreement”) constitutes an agreement between Sysorex, Inc., a Nevada corporation (the “Company”) and Inpixon, a Nevada corporation (“Inpixon”). Any capitalized terms not defined herein shall have the meaning set forth for such term in the Settlement Agreement (defined below).

SECURITIES SETTLEMENT AGREEMENT
Securities Settlement Agreement • April 14th, 2021 • Sysorex, Inc. • Services-computer programming services • Nevada

This SECURITIES SETTLEMENT AGREEMENT (the “Agreement”), dated as of April 14, 2021 (the “Effective Date”), is by and between Sysorex, Inc., a Nevada corporation (the “Company”), and Inpixon, a Nevada corporation (“Inpixon”).

AMENDMENT NO. 1 TO TRADEMARK LICENSE AGREEMENT
Trademark License Agreement • April 14th, 2021 • Sysorex, Inc. • Services-computer programming services

This Amendment No. 1 dated April 14, 2021 (“Amendment Effective Date”) amends the Trademark License Agreement dated August 31, 2018 (the “Agreement”), by and between Sysorex Consulting, Inc., a California corporation (“Licensor”) and Sysorex, Inc., a Nevada corporation (“Licensee” or “SYSX”), who are sometimes, as the context requires, referred to individually as a “party” and together as the “parties.” Any capitalized terms not defined herein, shall have the meaning set forth for such term in the Agreement.

EXCHANGE AGREEMENT
Exchange Agreement • April 14th, 2021 • Sysorex, Inc. • Services-computer programming services • Nevada

This Exchange Agreement (this “Agreement”) is entered into as of April 14, 2021 by and between Chicago Venture Partners, L.P., a Utah limited partnership (“Lender”), and Sysorex, Inc. a Nevada corporation (“Borrower” or the “Company”). Capitalized terms used in this Agreement without definition shall have the meanings given to them in the Original Note (defined below).

COMMERCIAL LOAN AGREEMENT
Stock Pledge Agreement • April 14th, 2021 • Sysorex, Inc. • Services-computer programming services • Delaware

THIS COMMERICAL LOAN AGREEMENT (this “Agreement”) is made as of this 14th day of April 2021 (“Effective Date”), by and between Sysorex, Inc., a Nevada corporation having an address at 13880 Dulles Corner Lane, Ste. 175, Herndon, VA 20171 (“Borrower”) and First Choice International Company, Inc., a Delaware corporation, having an address at 21399 Marina Cove Cir., Unit M14, Aventura, FL 33180 (the “Lender”). The Borrower and Lender are individually referred to herein as a “party” and collectively as the “parties.”

SECURITIES SETTLEMENT AGREEMENT
Securities Settlement Agreement • April 14th, 2021 • Sysorex, Inc. • Services-computer programming services • Delaware

This SECURITIES SETTLEMENT AGREEMENT (the “Agreement”), dated as of April 14, 2021 (the “Effective Date”), is by and between Sysorex, Inc., a Nevada corporation (the “Company”), and First Choice International Company, Inc., a Delaware corporation (“First Choice”).

SUBSCRIPTION AGREEMENT
Subscription Agreement • April 14th, 2021 • Sysorex, Inc. • Services-computer programming services • Nevada

This SUBSCRIPTION AGREEMENT (the “Agreement”), dated as of April 14, 2021 (the “Effective Date”), is by and between Sysorex, Inc., a Nevada corporation (the “Company”), and ___________________ (“Service Provider”).

SECURITIES SETTLEMENT AGREEMENT
Securities Settlement Agreement • April 14th, 2021 • Sysorex, Inc. • Services-computer programming services • Nevada

This SECURITIES SETTLEMENT AGREEMENT (the “Agreement”), dated as of April 14, 2021 (the “Effective Date”), is by and between Sysorex, Inc., a Nevada corporation (the “Company”), and Systat Software, Inc., a Delaware corporation (“Systat”).

AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • April 14th, 2021 • Sysorex, Inc. • Services-computer programming services • Nevada

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of April 8, 2021, is by, between, and among Sysorex, Inc., a Nevada corporation (“SYSX”), TTM Acquisition Corp., a Nevada corporation and wholly owned subsidiary of SYSX (the “MergerSub”), and TTM Digital Assets & Technologies, Inc., a Nevada corporation (“TTM”). Certain capitalized terms used in this Agreement are defined in ARTICLE XII of this Agreement. Each of SYSX, MergerSub and TTM may be individually referred to herein as a “party” or collectively as the “parties.”

RIGHT TO SHARES LETTER AGREEMENT
Letter Agreement • April 14th, 2021 • Sysorex, Inc. • Services-computer programming services

This Right to Shares Letter Agreement, dated as of April 14, 2021 (this “Agreement”) constitutes an agreement between Sysorex, Inc. (the “Company”) and First Choice International Company, Inc. (the “First Choice”). Any capitalized terms not defined herein shall have the meaning set forth for such term in the Settlement Agreement (defined below).

CONSULTING AGREEMENT
Consulting Agreement • April 14th, 2021 • Sysorex, Inc. • Services-computer programming services • California

This Consulting Agreement (“Agreement”) is made as of April 14, 2021 (“Effective Date”) by and between Sysorex, Inc., a Nevada corporation (“Company”), and Nadir Ali, an individual, (“Consultant”).

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