|Share exchange agreement terms
||(i) the Sponsor Support Agreement, dated March 13, 2020, by and among the Sponsor, Legacy and Blue Valor, (ii) the
Waiver Agreement, dated March 13, 2020, by and between the Sponsor and Legacy, and (iii) the Warrant Holder Support
Agreements, dated March 13, 2020, by and between Legacy and the holders of approximately 19,765,000 (or approximately 65.9%)
of Legacy’s public warrants, terminated concurrently with the termination of the Share Exchange Agreement.
Additionally, the Warrant Amendments, as described more fully in Note 4 below, will not take effect and there will be no
redemption rights or liquidating distribution with respect to Legacy’s warrants. The warrants will expire worthless if
Legacy does not complete an alternative Business Combination.
|Aggregate principal amount, description
||In addition, the Seller agreed that the
Seller Loans may include additional amounts to cover certain costs and expenses that Legacy will reasonably incur in connection
with the continuation of operations until the earlier of the consummation of the Business Combination with the Blue Impact business
or the Initial Extended Date and the total of all such costs and expenses shall not exceed a total of $300,000 in the aggregate
for all Extensions through the Initial Extended Date. No Seller Loan may exceed $1,000,000 in the aggregate (including loans to
fund costs and expenses). The Seller Loans made on or about October 23, 2019, December 21, 2019 and January 21, 2020, each in the
principal amount of approximately $979,000 under the Amended Seller Note reflects a loan to fund the Company’s Contributions
to the Trust Account of approximately $879,000 plus $100,000 to fund the costs and expenses that the Company reasonably expects
incur in connection with the continuation of operations until the earlier of the consummation of the Business Combination or the
Initial Extended Date. As of June 30, 2020, Legacy had borrowed in respect of its costs and expenses a total of $300,000 in the
||the aggregate principal amount of approximately $979,000, to the Seller (including $100,000
provided to the Company for working capital). Borrowings under the Seller Note will bear interest at a rate equal to the 1-month
USD LIBOR interest rate, plus 1.5%. The Seller Note was issued in connection with the approval by the Company’s stockholders
of the Extension Amendment. In connection with the Extension Amendment, stockholders elected to redeem 694,820 shares of the Company’s
Class A common stock, par value $0.0001 per share, issued in the Company’s initial public offering (the “public shares”),
and 29,305,180 public shares remained issued and outstanding at that time following such redemptions. Accordingly, consistent with
the Company’s proxy materials relating to the special meeting, on or about October 23, 2019, the Company made a cash contribution
to the Trust Account in an amount equal to $0.03 for each public share that was not redeemed in connection with the stockholder
approval of the Extension Amendment for the initial extension through December 21, 2019, which equaled an aggregate amount of approximately
$979,000 (including $100,000 provided to Company for costs and expenses). On December 17, 2019, in connection with the Company’s
extension of the date by which the Company has to consummate a Business Combination from December 21, 2019, to January 21, 2020,
the Company issued an amended and restated note (the “Amended Seller Note”) to the Seller that amended and restated
the Seller Note and received the second Seller Loan from the Seller. Borrowings under the Amended Seller Note will continue to
bear interest at a rate equal to the 1 month USD LIBOR interest rate, plus 1.5% accruing from the date of the applicable borrowings.
Subsequent to December 31, 2019, the Company extended the date by which it had to consummate a Business Combination from January
21, 2020 to February 20, 2020, from February 20, 2020 to March 21, 2020, from March 21, 2020 to April 20, 2020 and from April 20,
2020 to May 20, 2020. In connection with each of the first three extensions, the Seller loaned $979,155.40 to the Company under
the Amended Seller Note. Additionally, in connection with the remaining extensions, the Seller loaned $879,155.40 for each extension.
As a result, Seller loaned to the Company a total of $5,574,932.40 at June 30, 2020 (six loans), of which a total of $1,958,310.80
was loaned at December 31, 2019 (two loans).