UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATIONInpixon • March 20th, 2023 • Services-computer programming services
On September 25, 2022, Inpixon (the “Company”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) by and among the Company, KINS Technology Group Inc., a Delaware corporation (“KINS”), CXApp Holding Corp., a Delaware corporation and newly formed wholly-owned subsidiary of Inpixon (“CXApp” and, together with Inpixon, collectively, the “Companies”), and KINS Merger Sub Inc., a Delaware corporation and a wholly-owned subsidiary of KINS (“Merger Sub”), pursuant to which KINS will acquire Inpixon’s enterprise apps business (including its workplace experience technologies, indoor mapping, events platform, augmented reality and related business solutions) (the “Enterprise Apps Business”) in exchange for the issuance of shares of KINS capital stock (the “Business Combination”) to be issued to Inpixon stockholders.
TRANSITION SERVICES AGREEMENTTransition Services Agreement • March 20th, 2023 • Inpixon • Services-computer programming services • Delaware
This TRANSITION SERVICES AGREEMENT (this “Agreement”), effective as of the Distribution Time of the Separation and Distribution Agreement (as defined below) (the “Effective Date”), by and between Inpixon, a Nevada corporation (“Inpixon”), and CXApp Holding Corp., a Delaware corporation (“CXApp”). Each of Inpixon and CXApp may be referred to herein individually as a “Party” and collectively as the “Parties”.
TAX MATTERS AGREEMENT by and among KINS TECHNOLOGY GROUP INC. INPIXON and CXAPP HOLDING CORP. Dated as of March 14, 2023Tax Matters Agreement • March 20th, 2023 • Inpixon • Services-computer programming services • Delaware
This TAX MATTERS AGREEMENT (this “Agreement”), is entered into as of March 14, 2023 by and among KINS Technology Group Inc., a Delaware corporation (“Parent”), Inpixon, a Nevada corporation (“Remainco”), and CXApp Holding Corp., a Delaware corporation (“Spinco” and, together with Parent and Remainco, the “Parties”). Capitalized terms used in this Agreement and not otherwise defined herein shall have the meanings ascribed to such terms in the Separation and Distribution Agreement, dated as of the date hereof, by and among the Parties (the “Separation Agreement”).
EMPLOYEE MATTERS AGREEMENT by and among INPIXON, CXAPP HOLDING CORP., KINS TECHNOLOGY GROUP INC. and KINS MERGER SUB INC. Dated as of March 14, 2023Employee Matters Agreement • March 20th, 2023 • Inpixon • Services-computer programming services • Delaware
This EMPLOYEE MATTERS AGREEMENT (this “Agreement”), dated as of March 14, 2023, is entered into by and among Inpixon, a Nevada corporation (the “Company”), CXApp Holding Corp., a Delaware corporation and a wholly owned subsidiary of the Company (“SpinCo”), KINS Technology Group Inc., a Delaware corporation (“Parent”), and KINS Merger Sub Inc., a Delaware corporation and wholly owned Subsidiary of Parent (“Merger Sub”). “Party” or “Parties” means the Company, SpinCo, Parent or Merger Sub, individually or collectively, as the case may be. Capitalized terms used in this Agreement, but not otherwise defined in this Agreement, shall have the meaning set forth in the Separation Agreement or the Merger Agreement.
