Exhibit 10.1


 


AMENDMENT

TO THE

INVESTMENT MANAGEMENT TRUST AGREEMENT


 


This Amendment No. 6 (this “Amendment”), dated as of
May 27, 2021, to the Investment Management Trust Agreement (as defined below) is made by and between Trident Acquisitions Corp. (the “Company”)
and Continental Stock Transfer & Trust Company, as trustee (“Trustee”). All terms used but not defined herein shall
have the meanings assigned to them in the Trust Agreement.


 


WHEREAS, the Company and the Trustee entered into an Investment Management
Trust Agreement dated as of May 29, 2018, as amended pursuant to that certain Amendment No. 1 to the Trust Agreement dated as of November
27, 2019, that certain Amendment No. 2 to the Trust Agreement dated as of May 29, 2020, that certain Amendment No. 3 to the Trust Agreement
dated August 31, 2020, that certain Amendment No. 4 to the Trust Agreement dated December 1, 2020, and that certain Amendment No. 5 to
the Trust Agreement dated May 20, 2021 (as amended, the “Trust Agreement”);


 


WHEREAS, Section 1(i) of the Trust Agreement sets forth the terms that
govern the liquidation of the Trust Account under the circumstances described therein;


 


WHEREAS, at a special meeting of stockholders of the Company held on May
27, 2021 (the “Special Meeting”), the Company’s stockholders approved (i) a proposal to amend (the “Charter
Amendment”) the Company’s amended and restated certificate of incorporation, as amended, to provide that the date by which
the Company shall be required to effect a Business Combination to be extended for an additional three months, with an ability to further
extend for an additional three months if approved by the Company’s board of directors and (ii) a proposal to extend the date on
which to commence liquidating the Trust Account in the event the Company has not consummated a business combination; and


 


WHEREAS, on the date hereof, the Company is filing the Charter Amendment
with the Secretary of State of the State of Delaware.


 


NOW THEREFORE, IT IS AGREED:


 


1. Section 1(i) of the Trust Agreement is hereby amended
and restated to read in full as follows:


 


“(i) Commence liquidation of the Trust
Account only after and promptly after receipt of, and only in accordance with, the terms of a letter (“Termination Letter”),
in a form substantially similar to that attached hereto as either Exhibit A or Exhibit B, signed on behalf of the Company by its President,
Chief Executive Officer or Chairman of the Board and Secretary or Assistant Secretary, and complete the liquidation of the Trust Account
and distribute the Property in the Trust Account only as directed in the Termination Letter and the other documents referred to therein;
provided, however, that in the event that a Termination Letter has not been received by the Trustee by (X) the 39-month anniversary of
the closing of the IPO (“Closing”), provided that, for each of the 37th, 38th and 39th months, if the daily volume
weighted average price of the Company’s common stock for any 10 consecutive trading days in the prior month is below $11.40 per
share, as determined two (2) trading days prior to the last day of such prior month, the Company deposits $0.05 for each outstanding public
share of common stock on or prior to the last day of such prior month, or (Y) if the Company’s Board of Directors further extends
the time to complete the Business Combination by an additional 3-month period, the 42-month anniversary of the Closing, provided that
for each month of the further extension if the daily volume weighted average price of the Company’s common stock for any 10 consecutive
trading days in the prior month is below $11.40 per share, as determined two (2) trading days prior to the last day of such prior month,
the Company deposits $0.05 for each outstanding public share of common stock on or prior to the last day of such prior month, but has
not completed the Business Combination within the applicable monthly anniversary of the Closing (“Last Date”), the
Trust Account shall be liquidated in accordance with the procedures set forth in the Termination Letter attached as Exhibit B hereto and
distributed to the Public Shareholders as of the Last Date. For example, if during the 38th month, the daily volume weighted average price
of the Company’s common stock for any 10 consecutive trading days is below $11.40 per share, and the Company does not deposit $0.05
for each outstanding public share by the last day of the 38th month, then the Last Date shall be the last day of the 38th month.”


 


2. All other provisions of the Trust Agreement shall
remain unaffected by the terms hereof.


 


3. This Amendment may be signed in any number of counterparts, each of
which shall be an original and all of which shall be deemed to be one and the same instrument, with the same effect as if the signatures
thereto and hereto were upon the same instrument. A facsimile signature shall be deemed to be an original signature for purposes of this
Amendment.


 


4. This Amendment shall be governed by and construed and enforced in accordance
with the laws of the State of New York, without giving effect to conflicts of law principles that would result in the application of the
substantive laws of another jurisdiction.


 


[Signature
Page Follows]


 




     


     


    

 


IN WITNESS WHEREOF, the parties have duly executed this 6th Amendment to
the Investment Management Trust Agreement as of the date first written above.


 


CONTINENTAL STOCK TRANSFER & TRUST COMPANY, AS
TRUSTEE


 


	By:	 /s/ Francis Wolf	 
	Name: 	 Francis Wolf	 
	Title:	 Vice President	 


 


TRIDENT ACQUISITIONS CORP.


 


	By:	 /s/ Vadim Komissarov	 
	Name: 	Vadim Komissarov	 
	Title:	Chief Executive Officer	 


 


 Acknowledged, Consented to and Agreed to By: 


 


CHARDAN CAPITAL MARKETS LLC 


  


	By:	 /s/ George Kaufman	 
	Name: 	George Kaufman	 
	Title:	Managing Director