Replies to post #26784 on Xeriant Inc (XERI)

[Smartypants2]

The XTI/INPX merger will prove you wrong...again -- since it can't happen without XERI being well-compensated as a result of its Early Stage Strategic Venture Investment of $5.7 (not $5.4) million -- not to mention what was apparently its critical role in helping orchestrate the merger itself via its relationship with Maxim. As for the $10 million investment in XTI you seem to think was defaulted upon, you've misread that one as well. (So now you're 0 for 3 after the Braverman fiasco!)

$10 million was the TOTAL AMOUNT XERI COULD HAVE INVESTED (IF NEEDED) IN ITS JV WITH XTI...NOT THE AMOUNT IT HAD TO INVEST!!!

If you recall, XTI completed the PDR phase ahead of time and UNDER BUDGET -- so the extra $4.3 million wasn't needed during that 12-month period from May 31, 2021 to May 31, 2022!

[quester614]

XERI was in DEFAULT to XTI.
THIS Won't help their court case if it goes that way. So why No stock transfer. 9.2.2 says "immediately prior to" so WHY has NO STOCK been transferred.

This is what is listed as a default in the JV. Since the term of the JV agreement has ended on May 31 2023 4.2 NO longer applies.
NOTHING in 7.1 suggests that a partial payment is acceptable.
Sections 4.3.1 and 4.3.2 are explicit in the amounts to be paid and NOWHERE suggests that a partial payment is acceptable.

7.?????????????Default.
7.1????????????If Xeriant defaults on, or otherwise fails to make, the contributions contemplated in sections 4.3.1 or 4.3.2 of this Agreement, XTI shall issue a written notice of default as provided in section 11.11 of this Agreement. Such notice shall provide not less than fifteen (15) days to cure any default. If Xeriant does not comply with the notice to the satisfaction of XTI, XTI shall have a right to terminate this agreement. Upon such termination, Xeriant shall be entitled to receive its Pro-Rata Share.
7.2????????????If XTI defaults on, or otherwise fails to comply with, section 4.2 of this Agreement, Xeriant may issue a written notice of default as provided in section 11.11 of this Agreement. Such notice shall provide not less than fifteen (15) days to cure any default. If XTI does not comply with the notice to the satisfaction of Xeriant, Xeriant shall have a right to terminate this agreement. Upon such termination, section 11.16 will be deemed null and void. Upon such termination, Xeriant shall be entitled to receive its Pro-Rata Share.

4.3?????????? Contributions of Xeriant. In consideration of the JV interests granted to Xeriant, Xeriant shall contribute or provide the following:

4.2????????????Contributions of XTI. In consideration of the JV interests granted to XTI, XTI will sign a Cross Patent License Agreement, in the form attached hereto as Exhibit E, granting to the JV a non-exclusive, worldwide, non-assignable, royalty-free, fully paid up license for the duration of the Term (the “VTOL License”) to use, utilize and otherwise exploit such of XTI’s technology, intellectual property, know-how and patents relating to the Aircraft as specified therein (the “VTOL Technology”) in connection with the preliminary design of the Aircraft and for all purposes to carry out the objectives of this Agreement.1


4.3.1.????????A total of $10 million (the “Intended Contribution”), consisting of the initial sum of $1,000,000 to be funded immediately upon the execution of this agreement, including the Exhibits;

4.3.2.????????Additional capital of $9,000,000 advanced monthly, in advance, as and when required in accordance with the Budget attached hereto as Exhibit D;


9.2.2.????????Issuance of XTI Securities. In exchange for Xeriant’s interest in the JV, XTI shall issue to Xeriant shares of XTI’s Common Stock equal to 10% of its fully diluted issued and outstanding common stock immediately prior to the event which gave rise to the Liquidity Event, Acceleration Event or Completion Event,