Exhibit 10.16


 





 


	 	Lender:	 	East West Bank
	Borrower:	 	 	Loan Servicing Department
	 	 	 	9300 Flair Drive, 6th Floor
	Augmedix Inc.	 	 	El Monte, CA 91731
	 	 	 	 
	Principal Amount:	Date of Note: 	 	4/11/2020
	2170300	 	 	 


 


PROMISSORY NOTE


 


PROMISE TO PAY. The borrower identified
above (“Borrower”) promises to pay to East West Bank (“Lender”), or order, in lawful money of the United
States of America, the principal amount specified above which will be fully disbursed at loan funding, together with interest on
the unpaid principal balance from the date of this Note until paid in full.


 


INTEREST RATE. The interest rate on this
Note is a fixed rate of 1.00% per annum, calculated according to the INTEREST CALCULATION METHOD paragraph below.


 


PAYMENT. Borrower will pay this loan in
one payment of all outstanding principal plus all accrued unpaid interest on that date that is two years after the date of this
Note (“Maturity Date”). In addition, Borrower will pay regular monthly payments in an amount equal to one month’s
accrued interest commencing on that date that is seven months after the date of this Note, with all subsequent interest payments
to be due on the same day of each month after that. All interest which accrues during the initial six months of the loan period
will be deferred to and payable on the Maturity Date. Unless otherwise agreed or required by applicable law, payments will be applied
first to any accrued unpaid interest; then to principal. Borrower will pay Lender at Lender’s address shown above or at such
other place as Lender may designate in writing.


 


PAYMENT DUE DATE. If any payment required
to be made under this Note becomes due and payable on a day other than a Business Day, the due date shall be extended to the next
Business Day. “Business Day” means any day other than a Saturday, Sunday or a day on which commercial Banks in Los
Angeles, California are authorized or required to close.


 


PREPAYMENT. This Note may be prepaid in
whole or in part without penalty.


 


INTEREST CALCULATION METHOD. Interest
on this Note is computed on a 365/360 basis; that is, by applying the ratio of the interest rate over a year of 360 days, multiplied
by the outstanding principal balance, multiplied by the actual number of days the principal balance is outstanding. All interest
payable under this Note is computed using this method.


 


DEFAULT. Each of the following shall constitute
an event of default under this Note:


 


Payment Default. Borrower fails to make
any payment when due under this Note, and fails to cure within fifteen days of notice and demand to cure made by Lender.


 


False Statements. Any warranty,
representation or statement made or furnished to Lender by Borrower or on Borrower’s behalf under this Note or the related
documents is false or misleading in any material respect, either now or at the time made or furnished or becomes false or misleading
at any time thereafter.


 


Death or Insolvency. The death or dissolution
of Borrower, any assignment for the benefit of creditors,  or the commencement of any proceeding under any bankruptcy or insolvency
laws by or against Borrower.


 


 


 


 





 



 


	LOAN NO.   [*]           	1


 






     


     


    

 





 


Delivery of Original Note. The failure
of Borrower to deliver to Lender the original of this Note bearing a wet-ink signature within six months of the date of this Note,
as provided in the E-Signature paragraph hereinbelow.


 


LENDER’S RIGHTS. Upon default Lender
may declare the entire unpaid principal balance under this Note and all accrued unpaid interest immediately due, and then Borrower
will pay that amount.


 


WHEN FEDERAL LAW APPLIES. When SBA
is the holder, this Note will be interpreted and enforced under federal law, including SBA regulations. Lender or SBA may use state
or local procedures for filing papers, recording documents, giving notices, foreclosing liens, and other purposes. By using such
procedures, SBA does not waive any federal immunity from state or local control, penalty, tax, or liability. As to this Note, Borrower
may not claim or assert against SBA any local or state law to deny any obligation, defeat any claim of SBA, or preempt federal
law.


 


GOVERNING LAW. This Note shall be governed
by the law of the State of California.


 


RIGHT OF SETOFF. To the extent permitted
by applicable law, Lender reserves a right of setoff in all Borrower’s accounts with Lender (whether checking, savings,
or some other account). This includes all accounts Borrower holds jointly with someone else and all accounts Borrower may open
in the future. However, this does not include any IRA or Keogh accounts, or any trust accounts for which setoff would be prohibited
by law. Borrower authorizes Lender, to the extent permitted by applicable law, to charge or setoff all sums owing on the indebtedness
against any and all such accounts, and, at Lender’s option, to administratively freeze all such accounts to allow Lender
to protect Lender’s charge and setoff rights provided in this paragraph.


 


SUCCESSOR INTERESTS. The terms of this
Note shall be binding upon Borrower, and upon Borrower’s heirs, personal representatives, successors and assigns, and shall
inure to the benefit of Lender and its successors and assigns.


 


NOTIFY US OF INACCURATE INFORMATION WE
REPORT TO CONSUMER REPORTING AGENCIES. Borrower may notify Lender if Lender reports any inaccurate information about Borrower’s
account(s) to a reporting agency. Borrower’s written notice describing the specific inaccuracy(ies) should be sent to Lender
at the following address: East West Bank Loan Service Department 9300 Flair Drive, 6th Floor El Monte, CA 91731.


 


GENERAL PROVISIONS. If any part
of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo enforcing any of its
rights or remedies under this Note without losing them. Borrower, to the extent allowed by law, waives any applicable statute of
limitations, presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise
expressly stated in writing, no party who signs this Note, shall be released from liability. Lender may renew or extend (repeatedly
and for any length of time) this loan without the consent of or notice to anyone.


 


DISBURSEMENT INSTRUCTIONS. Borrower instructs
Lender to disburse all loan proceeds to Borrower’s deposit account no. 8003154807      maintained with Lender.


 


[intentionally blank]


 


 


 


 





 



 


	LOAN NO.   [*]           	2


 




     


     


    

  





 


E-SIGNATURE. Borrower requests Lender
to accept Borrower’s electronic signature on this Note by scanned method or other electronic method, as if it was the original
wet-ink signature of Borrower. Accordingly, Borrower agrees that Borrower’s electronic signature is enforceable by Lender
as if it was the original wet-ink signature of Borrower. Borrower agrees to deliver this Note with the original wet-ink signature
to Lender as soon as practicable, and in no event later than six months after the date hereof.


 


By signing below, Borrower, on behalf of itself and each
person named in the SBA Paycheck Protection Program Application Form (“Application”), represents to Lender that all
information, representations and certifications stated in the Application are true and correct, including payroll and other information
submitted to Lender. Borrower further certifies that it is adversely affected by the COVID-19 pandemic, and that it will use the
fund solely for the purposes prescribed by the SBA for this loan program. Borrower agrees to indemnify and hold Lender harmless
if any information, representation or certification stated in the Application or herein is not true and correct, or if Borrower’s
request or claim for loan forgiveness is declined or otherwise rejected by the SBA.


 


Borrower


 


	Augmedix Inc.	 
	 	 	 
	By:	/s/ Manny Krakaris	 
	Name: 	Manny Krakaris	 
	Title: 	CEO	 


 


	By:	 	 
	Name: 	 	 
	Title:	 	 
	 	 	 
	By:	 	 
	Name:	 	 
	Title:	 	 


 


 


 


 





 



 


	LOAN NO.   [*]           	3


 




     


     


    

 


  


 


RESOLUTION OF BORROWER


 


The signer on the Paycheck Protection Program
loan application form is authorized, for, on behalf of, and in the name of          Augmedix
Inc.          (the “Company”) to execute and deliver in form and content
as may be required by East West Bank all notes, applications and other agreements, instruments or documents to carry out the purposes
of this resolution.


 


I/We certify that: (1) If the Company named
above is a corporation, at least one of us is its Secretary or Assistant Secretary; if it is a partnership, we constitute all of
its general partners or managing partners; or if it is a limited liability company, I am its Secretary or I/we are Member(s) and/or
its only manager(s); (2) The foregoing resolution is a true copy of a resolution duly adopted by the Company’s governing
body and remains valid and effective.


  


Dated: 04/13/2020         


 


	
        /s/
Manny Krakaris
	 
	Name and title	 
	Emmanuel Krakaris, CEO	 


 


 


 


 





 



 


	LOAN NO.   [*]           	4