Voting AgreementVoting Agreement • February 1st, 2022 • American Virtual Cloud Technologies, Inc. • Services-computer integrated systems design • Delaware
This Voting Agreement (this “Agreement”) is made and entered into as of January ___, 2022, by and among Calian Corp, a Delaware corporation (the “Purchaser”), and the undersigned holder (the “Holder”) of securities of American Virtual Cloud Technologies, Inc., a Delaware corporation (the “Company”). Capitalized terms used but not defined herein have the meaning attributed to them in the Purchase Agreement (as defined below).
ASSET PURCHASE AGREEMENTEscrow Agreement • February 1st, 2022 • American Virtual Cloud Technologies, Inc. • Services-computer integrated systems design • Delaware
THIS BILL OF SALE AND ASSIGNMENT AND ASSUMPTION AGREEMENT (this “Agreement”) is made and executed as of the [ ] day of [ ], 2022 (the “Effective Date”), by and among COMPUTEX, INC., a Texas corporation (“Computex”), STRATOS MANAGEMENT SYSTEMS, INC., a Delaware corporation (“Stratos”), FIRST BYTE COMPUTERS, INC., a Minnesota corporation (“First Byte”) and ENETSOLUTIONS, LLC, a Texas limited liability company (“eNetSolutions”, and together with Stratos, Computex and First Byte, each, a “Seller”, and, collectively, the “Sellers”) and CALIAN CORP., a Delaware corporation (“Purchaser”, and together with the Sellers , each, individually, a “Party” and, collectively, the “Parties”). Capitalized terms used, but not otherwise defined, herein shall have the respective meaning ascribed to such terms in that certain Asset Purchase Agreement dated as of [ ], 2022, by and among the Sellers and Purchaser (the “Purchase Agreement”).
