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Common use of Purchase Warrant Clause in Contracts

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co., Ltd., a Cayman Islands limited liability company (the “Company”), on one hand, and Boustead Securities, LLC, on the other hand, dated [●], 20[__] (the “Underwriting Agreement”), Boustead Securities, LLC (“Holder”), as registered owner of this Purchase Warrant, is entitled, at any time or from time to time from [●], 20[__] (the “Exercise Date”), and at or before 5:00 p.m., Eastern time, on [●], 20[__] (the “Expiration Date”)1, but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number of ordinary shares of the Company, par value $0.00284 per ordinary share (the “Ordinary Shares”) as equates to six and a half percent (6.5%) of the Ordinary Shares in the Offering (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $____ per Ordinary Share (100% of the price of the Ordinary Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Leaping Group Co., Ltd.)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co., Ltd.Akanda Corp., a Cayman Islands limited liability company incorporated in the Province of Ontario (the “Company”), on one hand, ) and Boustead Securities, LLC, on the other handLLC (“Boustead”), dated [*], 20[__] 2022 (the “Underwriting Agreement”), Boustead Securities(in such capacity with its permitted successors or assigns, LLC (the “Holder”), as registered owner of this Purchase Warrant, is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time or from time to time from [*], 20[__] 2022 (the “Exercise Issuance Date”), and at or before 5:00 p.m., Eastern time, on [*], 20[__] 2027 (the “Expiration Date”)1Date,”) which such date is five (5) years from the commencement of the sales of the Common Shares in connection with the initial public offering contemplated by the Underwriting Agreement (the “Offering”) under the registration statement on Form F-1 (Registration No. 333-[*]) of the Company (the “Registration Statement”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number of ordinary shares [*] Common Shares of the Company, without par value $0.00284 per ordinary share (the “Ordinary Shares”) as equates to six and a half percent (6.5%) of the Ordinary Shares in the Offering (the “Shares”), subject to adjustment as provided in Section 6 5 hereof. This Purchase Warrant is not exercisable or convertible for more than five years from the commencement of sales of Common Shares in the Offering. If the Expiration Date is a day on which banking institutions are authorized by law or executive order to close, then this Purchase Warrant may be exercised on the next succeeding day which that is not such a day in accordance with the terms herein. During the period commencing on the date hereof and ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $____ [*] per Ordinary Share (100125% of the price of the Ordinary Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 5 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 belowprice, depending on the context. Capitalized terms Any term not defined herein shall have the meaning ascribed to them thereto in the Underwriting Agreement.

Appears in 1 contract

Samples: Warrant Agreement (Akanda Corp.)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement Engagement Letter by and between Leaping Group Co., Ltd.E-Home Household Service Holdings Limited, a Cayman Islands limited liability company (the “Company”), on one hand, and Boustead SecuritiesXxxxxx Xxxxx Capital, LLC, on the other hand, dated [●]August 13, 20[__] 2021, as last amended on May 13, 2022 (the “Underwriting Agreement”), Boustead Securities, LLC _____________ (“Holder”)) and its assignees, as registered owner holders of this Purchase Warrant, is entitled, at any time or from time to time from [●], 20[__] the date of issuance (the “Exercise Effective Date”), and at or before 5:00 p.m., Eastern time, on [●]May 13, 20[__] 2027 (the “Expiration Date”)1Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number of __________ ordinary shares (the “Warrant Shares”) of the Company, par value $0.00284 0.0001 per ordinary share (the “Ordinary Shares”) as equates (equal to six and a half percent five (6.55%) percent of the Ordinary Shares in equal to the Offering principal amount of the Convertible Promissory Note (the “SharesNote)) dated May 13, 2022 issued to ____________ or its assigns divided by the market closing price of the Ordinary Shares on the day prior to execution of the Note, subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $____ 0.49 per Ordinary Share (100120% of the market closing price of the Ordinary Shares sold in on the Offeringtrading day prior to the execution of the Note); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement.

Appears in 1 contract

Samples: Purchase Warrant (E-Home Household Service Holdings LTD)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co.BIOAFFINITY TECHNOLOGIES, Ltd.INC., a Cayman Islands limited liability company Delaware corporation (the “Company”)) and WallachBeth Capital, on one handLLC dated August 31, and Boustead Securities2022, LLC, on the other hand, dated [●], 20[__] as amended (the “Underwriting Agreement”), Boustead SecuritiesWallachBeth Capital, LLC (“Holder”)) and its assignees, as registered owner holders of this Purchase Warrant, is entitled, at any time or from time to time from [●]February 5, 20[__] 2023 (the “Exercise Effective Date”), the date that is one hundred and eighty (180) days after the date of the commencement of the sales of the Company’s units (each unit (“Unit”) consisting of one share of the Company’s common stock, $0.007 par value per share (“Common Stock”), one tradeable warrant to purchase one share of Common Stock, and one non-tradeable warrant to purchase one share of Common Stock) in the Company’s initial public offering, and at or before 5:00 p.m., Eastern time, on [●]August 29, 20[__] 2027 (the “Expiration Date”)1Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number of ordinary 25,652 shares of Common Stock of the Company, par value $0.00284 per ordinary share Company (the “Ordinary Shares”) as equates equal to six and a half percent two (6.52.0%) percent of the Ordinary Shares Common Stock sold in the Offering (including any exercise of the “Shares”overallotment option), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this purchase warrant (“Purchase Warrant”). This Purchase Warrant is initially exercisable at $____ 7.04375 per Ordinary Share share of Common Stock (100115% of the price of the Ordinary Shares Common Stock sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share share and the number of Ordinary Shares shares of Common Stock to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (bioAffinity Technologies, Inc.)

Purchase Warrant. THIS CERTIFIES THATORDINARY SHARES PURCHASE WARRANT (this “Purchase Warrant”) certifies that, pursuant to that certain Underwriting Agreement by and between Leaping among Luda Technology Group Co., Ltd.Limited, a Cayman Islands limited liability exempted company (the “Company”), on one handRevere Securities LLC (“Revere”), and Boustead Pacific Century Securities, LLC, on the other handLLC (“PCS”), dated [●], 20[__] (the “Underwriting Agreement”), Boustead Securities[●] (in such capacity with its permitted successors or assigns, LLC (the “Holder”), as registered owner of this Purchase Warrant, is entitled, at any time or from time to time from [●], 20[__] (the “Exercise Date”)2024, and at or before 5:00 p.m., Eastern time, on until [●], 20[__] (the “Expiration Date”)1Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number of ordinary [●]shares of the Company’s Ordinary Shares, par value $0.00284 par value HK$[0.25] (equivalent to US$0.03) per ordinary share (the “Ordinary Shares”) as equates to six and a half percent (6.5%) of the Ordinary Shares in the Offering (the “Shares”), subject to adjustment as provided in Section 6 5 hereof. If the Expiration Date is a day on which banking institutions are authorized by law or executive order to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein, provided, however, for clarification, that banking institutions shall not be deemed to be authorized or required by law or executive order to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of banking institutions in The City of New York generally are open for use by customers on such day. During the period commencing on the date hereof and ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $____ [●] per Ordinary Share (100120% of the price of the Ordinary Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 5 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 belowprice, depending on the context. Capitalized terms Any term not defined herein shall have the meaning ascribed to them thereto in the Underwriting Agreement.

Appears in 1 contract

Samples: Underwriter's Warrant (Luda Technology Group LTD)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co.Muliang Viagoo Technology, Ltd.Inc., a Cayman Islands limited liability Nevada company (the “Company”), on one hand, and Boustead Securities, LLCLLC (the “Holder”), on the other hand, dated [●], 20[__] 2022 (the “Underwriting Agreement”), Boustead Securities, LLC (“the Holder”), as registered owner of this Purchase Warrant, is entitled, at any time or from time to time from [●], 20[__] (the “Exercise Date”), and at or before 5:00 p.m., Eastern time, on [●], 20[__] (the “Expiration Date”)1, but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number of ordinary shares common stocks of the Company, par value $0.00284 0.0001 per ordinary share common stock (the “Ordinary SharesCommon Stocks”) as equates to six and a half five percent (6.55%) of the Ordinary Shares Common Stocks in the Offering (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law or executive order to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $____ $ per Ordinary Share Common Stock (100120% of the price of the Ordinary Shares Common Stocks sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share and the number of Ordinary Shares Common Stocks to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Muliang Viagoo Technology, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co., Ltd., a Cayman Islands limited liability company (the “Company”), on one hand, and Boustead Securities, LLC, on the other hand, dated [●], 20[__] (the “Underwriting Agreement”), Boustead Securities, LLC (“Holder”), as registered owner of this Purchase Warrant, is entitled, at any time or from time to time from [●], 20[__] (the “Exercise Date”), and at or before 5:00 p.m., Eastern time, on [●], 20[__] (the “Expiration Date”)1Date”)2, but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number of ordinary shares of the Company, par value $0.00284 per ordinary share (the “Ordinary Shares”) as equates to six and a half percent (6.5%) of the Ordinary Shares sold above 1,200,000 Ordinary Shares in the Offering (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $____ 5.50 per Ordinary Share (100110% of the price of the Ordinary Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Leaping Group Co., Ltd.)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co.DIGITAL BRANDS GROUP, Ltd.INC., a Cayman Islands limited liability company Delaware corporation (the “Company”), on one hand, and Boustead SecuritiesAlexander Capital, LLCL.P., on the other hand, dated [●]May 5, 20[__] 2022, as amended (the “Underwriting Agreement”), Boustead Securities, LLC [●] (“Holder”)) and its assignees, as registered owner holders of this Purchase Warrant, is entitled, at any time or from time to time from [●]November 1, 20[__] 2022 (the “Exercise Date”), the date that is six (6) months after the effective date of the Company’s Registration Statement on Form S-1 with the Securities and Exchange Commission (the “Effective Date”), and at or before 5:00 p.m., Eastern time, on [●]May 5, 20[__] 2027 (five (5) years from the Effective Date) (the “Expiration Date”)1Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number 1,495,592 shares of ordinary shares Common Stock of the Company, $0.0001 par value $0.00284 per ordinary share (the “Ordinary Shares”) as equates to six and a half percent (6.5%) of the Ordinary Shares in the Offering (the “SharesCommon Stock”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this purchase warrant (“Purchase Warrant”). This Purchase Warrant is initially exercisable at $____ 0.3250 per Ordinary Share share of Common Stock (100130% of the price of the Ordinary Shares Common Stock sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share share and the number of Ordinary Shares shares of Common Stock to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Digital Brands Group, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co., Ltd.Ruanyun Edai Technology Inc., a Cayman Islands exempted company with limited liability company (the “Company”), on the one hand, and Boustead Univest Securities, LLCLLC (the “Holder”), on the other hand, dated [●], 20[__] 2023 (the “Underwriting Agreement”), Boustead Securities, LLC (“the Holder”), as registered owner of this Purchase Warrant (this “Purchase Warrant”), is entitled, at any time or from time to time from [●], 20[__] 20233 (the “Exercise Date”), and at or before 5:00 p.m., Eastern time, on [●], 20[__] 20284, (the “Expiration Date”)1Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number of [●] ordinary shares of the Company, par value $0.00284 0.0002 per ordinary share (the “Ordinary Shares”) as equates to six and a one-half of one percent (6.50.5%) of the aggregate number of Ordinary Shares sold in the Offering at the applicable Closing Date (the “Shares”), which includes any Ordinary Shares sold upon exercise of the Underwriters’ over-allotment option, subject to adjustment as provided in Section 6 hereof6. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $____ [●] per Ordinary Share (100% which is equal to one hundred and twenty percent (120%) of the price of the Ordinary Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof6, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement.

Appears in 1 contract

Samples: Purchase Warrant (Ruanyun Edai Technology Inc.)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co., Ltd.ADAMAS ONE CORP., a Cayman Islands limited liability company Nevada corporation (the “Company”), on one hand, and Boustead SecuritiesAlexander Capital, LLCL.P., on the other hand, dated [●], 20[__] 2022, as amended (the “Underwriting Agreement”), Boustead Securities, LLC [●] (“Holder”)) and its assignees, as registered owner holders of this Purchase Warrant, is entitled, at any time or from time to time from [●], 20202[__] (the “Exercise Date”), the date that is six (6) months after the effective date of the Company’s Registration Statement on Form S-1 with the Securities and Exchange Commission (the “Effective Date”), and at or before 5:00 p.m., Eastern time, on [●], 20202[__] (five (5) years from the Effective Date) (the “Expiration Date”)1Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number [●] shares of ordinary shares Common Stock of the Company, $0.001 par value $0.00284 per ordinary share (the “Ordinary SharesCommon Stock”) as equates (equal to six and a half percent (6.56.0%) percent of the Ordinary Shares Common Stock sold in the Offering (the “Shares”offering), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this purchase warrant (“Purchase Warrant”). This Purchase Warrant is initially exercisable at $____ [●] per Ordinary Share share of Common Stock (100125% of the price of the Ordinary Shares Common Stock sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share share and the number of Ordinary Shares shares of Common Stock to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Adamas One Corp.)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co., Ltd.Hitek Global Inc., a Cayman Islands limited liability company (the company(the “Company”), on one hand, and Boustead Securities, LLC, on the other hand, dated [●], 20[__] (the “Underwriting Agreement”), Boustead Securities, LLC (“Holder”), as registered owner of this Purchase Warrant, is entitled, at any time or from time to time from [●], 20[__] (the “Exercise Date”), and at or before 5:00 p.m., Eastern time, on [●], 20[__] (the “Expiration Date”)1, but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number of Class A ordinary shares of the Company, par value $0.00284 0.0001 per ordinary share (the “Ordinary Shares”) as equates to six and a half percent (6.56%) of the Ordinary Shares in the Offering (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $____ [5.00] per Ordinary Share (100% of the price of the Ordinary Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (HiTek Global Inc.)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Happiness Biotech Group Co., Ltd.Limited, a Cayman Islands limited liability company (the company(the “Company”), on one hand, and Boustead Univest Securities, LLC, on the other hand, dated [●], 20[__] 2019 (the “Underwriting Agreement”), Boustead Univest Securities, LLC (“Holder”), as registered owner of this Purchase Warrant, is entitled, at any time or from time to time from [●], 20[__] (the “Exercise Date”), and at or before 5:00 p.m., Eastern time, on [●], 20[__] (the “Expiration Date”)1, but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number of ordinary shares of the Company, par value $0.00284 0. 0005 per ordinary share (the “Ordinary Shares”) as equates to six and a half eight percent (6.58%) of the Ordinary Shares in the Offering (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $____ 6.60 per Ordinary Share (100120% of the price of the Ordinary Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Happiness Biotech Group LTD)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co., Ltd., a Cayman Islands limited liability company (the “Company”), on one hand, and Boustead Securities, LLC, on the other hand, dated [●], 20[__] (the “Underwriting Agreement”), Boustead Securities, LLC (“Holder”), as registered owner of this Purchase Warrant, is entitled, at any time or from time to time from [●], 20[__] (the “Exercise Date”), and at or before 5:00 p.m., Eastern time, on [●], 20[__] (the “Expiration Date”)1, but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number of ordinary shares of the Company, par value $0.00284 per ordinary share (the “Ordinary Shares”) as equates to six and a half percent (6.5%) of the Ordinary Shares in the Offering (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $____ 5.00 per Ordinary Share (100% of the price of the Ordinary Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Leaping Group Co., Ltd.)

Purchase Warrant. THIS CERTIFIES THATORDINARY SHARES PURCHASE WARRANT (this “Purchase Warrant”) certifies that, pursuant to that certain Underwriting Agreement by and between Leaping Group Co., Ltd.BloomZ Inc., a Cayman Islands limited liability exempted company (the “Company”) and Network 1 Financial Securities, Inc. (“Network 1”), on one handdated July 23, and Boustead Securities, LLC, on the other hand, dated [●], 20[__] 2024 (the “Underwriting Agreement”), Boustead Securities[●] (in such capacity with its permitted successors or assigns, LLC (the “Holder”), as registered owner of this Purchase Warrant, is entitled, at any time or from time to time from [●]July 25, 20[__] 2024 (the “Exercise Date”), and at or before 5:00 p.m., Eastern time, on [●]July 23, 20[__] 2029 (the “Expiration Date”)1Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number of ordinary shares [●] Ordinary Shares of the Company, par value $0.00284 0.00000002 per ordinary share (the “Ordinary Shares”) as equates to six and a half percent (6.5%) of the Ordinary Shares in the Offering (the “Shares”), subject to adjustment as provided in Section 6 5 hereof. If the Expiration Date is a day on which banking institutions are authorized by law or executive order to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period commencing on the date hereof and ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $____ 5.16 per Ordinary Share (100120% of the price of the Ordinary Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 5 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 belowprice, depending on the context. Capitalized terms Any term not defined herein shall have the meaning ascribed to them thereto in the Underwriting Agreement. The Purchase Warrant is redeemable.

Appears in 1 contract

Samples: Underwriter's Warrant (BloomZ Inc.)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co., Ltd.E-Home Household Service Holdings Limited, a Cayman Islands limited liability company (the “Company”), on one hand, and Boustead SecuritiesXxxxxx Xxxxx Capital, LLC, on the other hand, dated [●], 20[__] _______ , 2020, as amended (the “Underwriting Agreement”), Boustead Securities, LLC __________(“Holder”)) and its assignees, as registered owner holders of this Purchase Warrant, is entitled, at any time or from time to time from [●], 20[from__] ______, 2021 (the “Exercise Date”), the date that is six (6) months after the closing of the offering (the “Effective Date”), and at or before 5:00 p.m., Eastern time, on [●], 20[__] _________2026 (the “Expiration Date”)1Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number of ____________ordinary shares of the Company, par value $0.00284 0.0001 per ordinary share (the “Ordinary Shares”) as equates (equal to six and a half percent five (6.55%) percent of the Ordinary Shares sold in the Offering (the “Shares”offering), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $______ per Ordinary Share (100120% of the price of the Ordinary Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement.

Appears in 1 contract

Samples: Purchase Warrant Agreement (E-Home Household Service Holdings LTD)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co., Ltd.Akanda Corp., a Cayman Islands limited liability company incorporated in the Province of Ontario (the “Company”), on one hand, ) and Boustead Securities, LLC, on the other handLLC (“Boustead”), dated [●]March 14, 20[__] 2022 (the “Underwriting Agreement”), Boustead Securities(in such capacity with its permitted successors or assigns, LLC (the “Holder”), as registered owner of this Purchase Warrant, is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time or from time to time from [●]March 17, 20[__] 2022 (the “Exercise Issuance Date”), and at or before 5:00 p.m., Eastern time, on [●]March 15, 20[__] 2027 (the “Expiration Date”)1Date,”) which such date is five (5) years from the commencement of the sales of the Common Shares in connection with the initial public offering contemplated by the Underwriting Agreement (the “Offering”) under the registration statement on Form F-1 (Registration No. 333-262436) of the Company (the “Registration Statement”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number of ordinary shares 280,000 Common Shares of the Company, without par value $0.00284 per ordinary share (the “Ordinary Shares”) as equates to six and a half percent (6.5%) of the Ordinary Shares in the Offering (the “Shares”), subject to adjustment as provided in Section 6 5 hereof. This Purchase Warrant is not exercisable or convertible for more than five years from the commencement of sales of Common Shares in the Offering. If the Expiration Date is a day on which banking institutions are authorized by law or executive order to close, then this Purchase Warrant may be exercised on the next succeeding day which that is not such a day in accordance with the terms herein. During the period commencing on the date hereof and ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $____ 5.00 per Ordinary Share (100125% of the price of the Ordinary Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 5 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 belowprice, depending on the context. Capitalized terms Any term not defined herein shall have the meaning ascribed to them thereto in the Underwriting Agreement.

Appears in 1 contract

Samples: Purchase Warrant Agreement (Akanda Corp.)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co., Ltd.ADAMAS ONE CORP., a Cayman Islands limited liability company Nevada corporation (the “Company”), on one hand, and Boustead SecuritiesAlexander Capital, LLCL.P., on the other hand, dated [●]December 6, 20[__] 2022, as amended (the “Underwriting Agreement”), Boustead SecuritiesAlexander Capital, LLC L.P. and its assignees (“Holder”), as registered owner holders of this Purchase Warrant, is entitled, at any time or from time to time from [●]May14, 20[__] 2023 (the “Exercise Date”), the date that is six (6) months after the effective date of the Company’s Registration Statement on Form S-1 with the Securities and Exchange Commission (the “Effective Date”), and at or before 5:00 p.m., Eastern time, on [●]November 14, 20[__] 2027 (five (5) years from the Effective Date) (the “Expiration Date”)1Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number 147,000 shares of ordinary shares Common Stock of the Company, $0.001 par value $0.00284 per ordinary share (the “Ordinary SharesCommon Stock”) as equates (equal to six and a half percent (6.56.0%) percent of the Ordinary Shares Common Stock sold in the Offering (the “Shares”offering), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this purchase warrant (“Purchase Warrant”). This Purchase Warrant is initially exercisable at $____ 5.625 per Ordinary Share share of Common Stock (100125% of the price of the Ordinary Shares Common Stock sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share share and the number of Ordinary Shares shares of Common Stock to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Adamas One Corp.)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co.Gelteq Limited, Ltd., a Cayman Islands an Australian public limited liability company limited to shares (the “Company”), on one hand, ) and Boustead Securities, LLC, on the other handLLC (“Boustead”), dated [●[ ], 20[__] 2023 (the “Underwriting Agreement”), Boustead Securities(in such capacity with its permitted successors or assigns, LLC (the “Holder”), as registered owner of this Purchase Warrant, is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time or from time to time from [●[ ], 20[__] 2023 (the “Exercise Issuance Date”), and at or before 5:00 p.m., Eastern time, on [*], 20[__] 2028 (the “Expiration Date”)1Date,”) which such date is five (5) years from the commencement of the sales of the Ordinary Shares in connection with the initial public offering contemplated by the Underwriting Agreement (the “Offering”) under the registration statement on Form F-1 (Registration No. 333-[ ]) of the Company (the “Registration Statement”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number of ordinary shares [ ] Ordinary Shares of the Company, no par value $0.00284 per ordinary share (the “Ordinary Shares”) as equates to six and a half percent (6.5%) of the Ordinary Shares in the Offering (the “Shares”), subject to adjustment as provided in Section 6 5 hereof. This Purchase Warrant is not exercisable or convertible for more than five years from the commencement of sales of Ordinary Shares in the Offering. If the Expiration Date is a day on which banking institutions are authorized by law or executive order to close, then this Purchase Warrant may be exercised on the next succeeding day which that is not such a day in accordance with the terms herein. During the period commencing on the date hereof and ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $____ [ ] per Ordinary Share (100% of the price of the Ordinary Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 5 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 belowprice, depending on the context. Capitalized terms Any term not defined herein shall have the meaning ascribed to them thereto in the Underwriting Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Gelteq LTD)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co., Ltd.Li Bang International Corporation Inc., a Cayman Islands limited liability exempted company (the “Company”), on the one hand, and Boustead Univest Securities, LLC, on the other hand, dated [●], 20202[__] ●], as amended (the “Underwriting Agreement”), Boustead Securities, LLC [●] (“Holder”)) and its assignees, as registered owner holders of this Purchase Warrant, is entitled, at any time or from time to time from [●], 20202[__] (the “Exercise Effective Date”), being the date that is one hundred and eighty (180) days after the date of the commencement of the sales of the Company’s ordinary shares, US$0.0001 par value per share (the “Ordinary Shares”), and at or before 5:00 p.m., Eastern time, on [●], 20202[__] (five (5) years from the date hereof) (the “Expiration Date”)1Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number of ordinary shares of the Company, par value $0.00284 per ordinary share [●] Ordinary Shares (the “Ordinary Shares”) as equates equal to six and a half percent (6.56.0%) percent of the Ordinary Shares sold in the Offering (offering including any exercise of the “Shares”overallotment option), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to closeclose in New York City, New York, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this purchase warrant (“Purchase Warrant”). This Purchase Warrant is initially exercisable at $____ [●] per Ordinary Share (100120% of the price of the Ordinary Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement.

Appears in 1 contract

Samples: Purchase Warrant Agreement (Li Bang International Corp Inc.)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co., Ltd., a Cayman Islands limited liability company (the “Company”), on one hand, and Boustead Securities, LLC, on the other handAgreement, dated [_______], 20[__] 2020 (the “Underwriting Agreement”), Boustead Securitiesby and among Auddia Inc., LLC formed under the laws of the State of Delaware (the “Company”), and the underwriters signatory thereto (the “Underwriters”), providing for the public offering (the “Offering”) of “Units,” each consisting of one share of the Company’s common stock, par value $0.001 per share (the “Common Stock”), and one Series A Warrant to purchase one share of Common Stock (the “Series A Warrants”), of the post-conversion Company, ______________________________ (“Holder”), as registered owner of this Purchase Warrant, is entitled, at any time or from time to time from [●], 20[__] from____________________________3 (the “Exercise Commencement Date”), and at or before 5:00 p.m., Eastern time, on [●], 20[,__] ___________________ 4 (the “Expiration Date”)1Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number of ordinary shares of the Company, par value $0.00284 per ordinary share (the “Ordinary Shares”) as equates to six and a half percent (6.5%) of the Ordinary Shares in the Offering (the “Shares”)to______________________ Units, subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law or executive order to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period commencing on the date hereof and ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable for cash or on a cashless basis at $____ a per Ordinary Share (100Unit exercise price equal to 125% of the public offering price of the Ordinary Shares sold in the Offering)one Unit, or $5.16; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share Unit and the number of Ordinary Shares Units to be received upon such exercise, shall be adjusted as therein specified. This Warrant is being issued pursuant to the certain Underwriting Agreement (the “Underwriting Agreement”), dated ___________ , 2020, by and among the Company, the Holder and other underwriters named therein, providing for the public offering (the “Offering”) of shares of common stock, par value $0.0001 per share, of the Company. The term “Effective Date” shall mean the effective date of the registration statement in connection with the Offering. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 belowprice, depending on the context. Capitalized terms not defined herein shall have _____________ 1 Date that is one year from the meaning ascribed to them in Effective Date of the Underwriting AgreementOffering. 2 Date that is five years from the Effective Date of the Offering. 3 Date that is one year from the Effective Date of the Offering. 4 Date that is five years from the Effective Date of the Offering.

Appears in 1 contract

Samples: Underwriting Agreement (Clip Interactive, LLC)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co.Aixin Life International, Ltd.Inc., a Cayman Islands limited liability company Colorado Corporation (the “Company”), on one hand, and Boustead Securities, LLCLLC (the “Holder”), on the other hand, dated [●[ ], 20[__] 2024 (the “Underwriting Agreement”), Boustead Securities, LLC (“the Holder”), as registered owner of this Purchase Warrant, is entitled, at any time or from time to time from [●[ ], 20[__] 2024 (the “Exercise Date”), and at or before 5:00 p.m., Eastern time, on [●[ ], 20[__] 2029 (the “Expiration Date”)1Date”), which date shall be no more than five years from the commencement of sales of the initial public offering (the “Offering”), pursuant to the Underwriting Agreement, but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number [ ] shares of ordinary shares common stock of the Company, par value $0.00284 0.00001 per ordinary share (the “Ordinary Shares”) as equates to six and a half percent (6.5%) of the Ordinary Shares in the Offering (the “Common Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law or executive order to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $____ [ ] per Ordinary Common Share (100125% of the price of the Ordinary Shares sold per Common Share in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Common Share and the number of Ordinary Common Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement.

Appears in 1 contract

Samples: Purchase Warrant Agreement (AiXin Life International, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co., Ltd.Wellchange Holdings Company Limited, a Cayman Islands limited liability company (the “Company”), on the one hand, and Boustead Securities, LLCDominari Securities LLC (the “Representative”), on the other hand, dated [●], 20[__] 2024 (the “Underwriting Agreement”), Boustead Securities, LLC the Representative or its assignees (the “Holder”), as registered owner of this Purchase Warrant, is entitled, at any time or from time to time from [●], 20[__] 2024 (the “Exercise Date”), and at or before 5:00 p.m., Eastern time, on [●], 20[__] 2029, (the “Expiration Date”)1Date”), but not thereafter, for a nominal consideration of $0.01, to subscribe for, purchase and receive, in whole or in part, up to such number of ordinary shares of the Company, par value $0.00284 0.00005 per ordinary share (the “Ordinary Shares”) as equates to six and a half three point five percent (6.53.5%) of the aggregate number of Ordinary Shares sold in the Offering (the “Shares”), including any Ordinary Shares sold upon exercise of the over-allotment option, subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $____ [●] per Ordinary Share (100% which is equal to one hundred and twenty percent (120%) of the price of the Ordinary Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement. 5 Five (5) years from the commencement of sales of the public offering.

Appears in 1 contract

Samples: Underwriting Agreement (Wellchange Holdings Co LTD)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co., Ltd.Wellchange Holdings Company Limited, a Cayman Islands limited liability company (the “Company”), on the one hand, and Boustead Pacific Century Securities, LLCLLC (the “Representative”), on the other hand, dated [●], 20[__] 2024 (the “Underwriting Agreement”), Boustead Securities, LLC the Representative or its assignees (the “Holder”), as registered owner of this Purchase Warrant, is entitled, at any time or from time to time from [●], 20[__] 2024 (the “Exercise Date”), and at or before 5:00 p.m., Eastern time, on [●], 20[__] 2029, (the “Expiration Date”)1Date”), but not thereafter, for a nominal consideration of $0.01, to subscribe for, purchase and receive, in whole or in part, up to such number of ordinary shares of the Company, par value $0.00284 0.00005 per ordinary share (the “Ordinary Shares”) as equates to six and a half three point five percent (6.53.5%) of the aggregate number of Ordinary Shares sold in the Offering (the “Shares”), including any Ordinary Shares sold upon exercise of the over-allotment option, subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $____ [●] per Ordinary Share (100% which is equal to one hundred and twenty percent (120%) of the price of the Ordinary Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Wellchange Holdings Co LTD)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co., Ltd.Ruanyun Edai Technology Inc., a Cayman Islands exempted company with limited liability company (the “Company”), on the one hand, and Boustead Securities, AC Sunshine Securities LLC, on the other hand, dated [●], 20[__] 2024 (the “Underwriting Agreement”), Boustead Securities, AC Sunshine Securities LLC (the “Holder”), as registered owner of this Purchase Warrant (this “Purchase Warrant”), is entitled, at any time or from time to time from [●], 20[__2024[3] (the “Exercise Date”), and at or before 5:00 p.m., Eastern time, on [●], 20[__] 2029[4], (the “Expiration Date”)1Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number of [●] ordinary shares of the Company, par value $0.00284 0.0002 per ordinary share (the “Ordinary Shares”) as equates to six and a half percent (6.56%) of the aggregate number of Ordinary Shares sold in the Offering at the applicable Closing Date (the “Shares”), which includes any Ordinary Shares sold upon exercise of the Underwriters’ over-allotment option, subject to adjustment as provided in Section 6 hereof6. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $____ [●] per Ordinary Share (100% which is equal to one hundred and twenty percent (120%) of the price of the Ordinary Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof6, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement. [1] Applicable Closing Date. [2] Five (5) years from the commencement of sales of the Offering. [3] Applicable Closing Date. [4] Five (5) years from the commencement of sales of the Offering.

Appears in 1 contract

Samples: Purchase Warrant (Ruanyun Edai Technology Inc.)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co., Ltd.Li Bang International Corporation Inc., a Cayman Islands limited liability exempted company (the “Company”), on the one hand, and Boustead Univest Securities, LLC, on the other hand, dated [●], 20202[__] ●], as amended (the “Underwriting Agreement”), Boustead Securities, LLC [●] (“Holder”)) and its assignees, as registered owner holders of this Purchase Warrant, is entitled, at any time or from time to time from [●], 20202[__] (the “Exercise Effective Date”), being the date that is one hundred and eighty (180) days after the date of the commencement of the sales of the Company’s ordinary shares, US$0.0001 par value per share (the “Ordinary Shares”), and at or before 5:00 p.m., Eastern time, on [●], 20202[__] (five (5) years from the date hereof) (the “Expiration Date”)1Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number of ordinary shares of the Company, par value $0.00284 per ordinary share [●] Ordinary Shares (the “Ordinary Shares”) as equates equal to six and a half percent five (6.55.0%) percent of the Ordinary Shares sold in the Offering (offering including any exercise of the “Shares”overallotment option), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to closeclose in New York City, New York, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. In no event shall this Purchase Warrant be exercisable after [●], 2027, which is the date that is five (5) years from the date of the commencement of the sales of the Ordinary Shares in the Company’s initial public offering. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this purchase warrant (“Purchase Warrant”). This Purchase Warrant is initially exercisable at $____ [●] per Ordinary Share (100120% of the price of the Ordinary Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement.

Appears in 1 contract

Samples: Purchase Warrant Agreement (Li Bang International Corp Inc.)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co., Ltd.ADAMAS ONE CORP., a Cayman Islands limited liability company Nevada corporation (the “Company”), on one hand, and Boustead SecuritiesAlexander Capital, LLCL.P., on the other hand, dated [●], 20[__] 2022, as amended (the “Underwriting Agreement”), Boustead Securities, LLC [●] (“Holder”)) and its assignees, as registered owner holders of this Purchase Warrant, is entitled, at any time or from time to time from [●], 20202[__] (the “Exercise Date”), the date that is six (6) months after the effective date of the Company’s Registration Statement on Form S-1 with the Securities and Exchange Commission (the “Effective Date”), and at or before 5:00 p.m., Eastern time, on [●], 20202[__] (five (5) years from the Effective Date) (the “Expiration Date”)1Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number [●] shares of ordinary shares Common Stock of the Company, $0.001 par value $0.00284 per ordinary share (the “Ordinary SharesCommon Stock”) as equates (equal to six and a half percent (6.56.0%) percent of the Ordinary Shares Common Stock sold in the Offering (the “Shares”offering), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this purchase warrant (“Purchase Warrant”). This Purchase Warrant is initially exercisable at $____ [●] per Ordinary Share share of Common Stock (100125% of the price of the Ordinary Shares Common Stock sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share share and the number of Ordinary Shares shares of Common Stock to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement.

Appears in 1 contract

Samples: Purchase Warrant Agreement (Adamas One Corp.)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co.Muliang Viagoo Technology, Ltd.Inc., a Cayman Islands limited liability Nevada company (the “Company”), on one hand, and Boustead Securities, LLCLLC (the “Holder”), on the other hand, dated [●], 20[__] 2021 (the “Underwriting Agreement”), Boustead Securities, LLC (“the Holder”), as registered owner of this Purchase Warrant, is entitled, at any time or from time to time from [●], 20[__] (the “Exercise Date”), and at or before 5:00 p.m., Eastern time, on [●], 20[__] (the “Expiration Date”)1, but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number of ordinary shares common stocks of the Company, par value $0.00284 0.0001 per ordinary share common stock (the “Ordinary SharesCommon Stocks”) as equates to six and a half ten percent (6.510%) of the Ordinary Shares Common Stocks in the Offering (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law or executive order to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $____ $ per Ordinary Share Common Stock (100120% of the price of the Ordinary Shares Common Stocks sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share and the number of Ordinary Shares Common Stocks to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Muliang Viagoo Technology, Inc.)

Purchase Warrant. THIS CERTIFIES THATCOMMON STOCK PURCHASE WARRANT (this “Purchase Warrant”) certifies that, pursuant to that certain Underwriting Agreement underwriting agreement by and between Leaping Group Co.between, Ltd.among others, Ispire Technology Inc., a Cayman Islands limited liability Delaware incorporated company (the “Company”) and US Tiger Securities, Inc. (the “Representative”), on one handdated April 3, and Boustead Securities, LLC, on the other hand, dated [●], 20[__] 2023 (the “Underwriting Agreement”), Boustead US Tiger Securities, LLC Inc. (in such capacity with its permitted successors or assignees, the “Holder”), as registered owner of this Purchase Warrant, is entitled, at any time or from time to time from [●]April 3, 20[__] 2023 (the “Exercise Date”), and at or before 5:00 p.m., Eastern time, on [●]April 3, 20[__] 2028 (the “Expiration Date”)1Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number of ordinary 54,000 shares of the Company, par value $0.00284 per ordinary share (the “Ordinary Shares”) as equates to six and a half percent (6.5%) of the Ordinary Shares in the Offering common stock (the “Shares”), par value $0.0001 per share, of the Company, subject to adjustment as provided in Section 6 5 hereof. If the Expiration Date is a day on which banking institutions are authorized by law or executive order to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to close due to “stay at home”, “shelter-in-place,” “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in New York City generally are open for use by customers on such day. During the period commencing on the date hereof and ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $____ 8.75 per Ordinary Share (100125% of the initial public offering price of the Ordinary Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 5 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or per share in effect at the adjusted exercise price as a result of date the events set forth in Exercise Price is determined, after giving effect to any adjustment pursuant to Section 6 below, depending on the context5. Capitalized terms Any term not defined herein shall have the meaning ascribed to them thereto in the Underwriting Agreement.

Appears in 1 contract

Samples: Underwriter's Warrant (Ispire Technology Inc.)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Happiness Biotech Group Co., Ltd.Limited, a Cayman Islands limited liability company (the company(the “Company”), on one hand, and Boustead Univest Securities, LLC, on the other hand, dated [●], 20[__] 2019 (the “Underwriting Agreement”), Boustead Univest Securities, LLC (“Holder”), as registered owner of this Purchase Warrant, is entitled, at any time or from time to time from [●], 20[__] (the “Exercise Date”), and at or before 5:00 p.m., Eastern time, on [●], 20[__] (the “Expiration Date”)1, but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number of ordinary shares of the Company, par value $0.00284 0.0005 per ordinary share (the “Ordinary Shares”) as equates to six and a half eight percent (6.58%) of the Ordinary Shares in the Offering (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $____ $ per Ordinary Share (100120% of the price of the Ordinary Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Happiness Biotech Group LTD)

Purchase Warrant. THIS CERTIFIES THATORDINARY SHARES PURCHASE WARRANT (this “Purchase Warrant”) certifies that, pursuant to that certain Underwriting Agreement by and between Leaping Group Co., Ltd.Epsium Enterprise Limited, a Cayman company limited by shares under the laws of the British Virgin Islands limited liability company (the “Company”), on one hand, ) and Boustead Network 1 Financial Securities, LLC, on the other handInc. (“Network 1”), dated [●], 20[__] (the “Underwriting Agreement”), Boustead SecuritiesNetwork 1 (in such capacity with its permitted successors or assigns, LLC (the “Holder”), as registered owner of this Purchase Warrant, is entitled, at any time or from time to time from [●], 20[__] (the “Exercise Date”)2023, and at or before 5:00 p.m., Eastern time, on [●], 20[__] (the “Expiration Date”)1Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number of ordinary [●]shares of the Company’s Ordinary Shares, par value $0.00284 of US$0.00002 per ordinary share (the “Ordinary Shares”) as equates to six and a half percent (6.5%) of the Ordinary Shares in the Offering (the “Shares”), subject to adjustment as provided in Section 6 5 hereof. If the Expiration Date is a day on which banking institutions are authorized by law or executive order to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein, provided, however, for clarification, that banking institutions shall not be deemed to be authorized or required by law or executive order to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of banking institutions in The City of New York generally are open for use by customers on such day. During the period commencing on the date hereof and ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $____ [●] per Ordinary Share (100which equals 125% of the price of the Ordinary Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 5 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 belowprice, depending on the context. Capitalized terms Any term not defined herein shall have the meaning ascribed to them thereto in the Underwriting Agreement.

Appears in 1 contract

Samples: Underwriter's Warrant (Epsium Enterprise LTD)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co., Ltd.Hitek Global Inc., a Cayman Islands limited liability company (the company(the “Company”), on one hand, and Boustead Securities, LLC, on the other hand, dated [●], 20[__] (the “Underwriting Agreement”), Boustead Securities, LLC (“Holder”), as registered owner of this Purchase Warrant, is entitled, at any time or from time to time from [●], 20[__] (the “Exercise Date”), and at or before 5:00 p.m., Eastern time, on [●], 20[__] (the “Expiration Date”)1, but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number of Class A ordinary shares of the Company, par value $0.00284 0.0001 per ordinary share (the “Ordinary Shares”) as equates to six and a half percent (6.56%) of the Ordinary Shares in the Offering (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $____ [4.00] per Ordinary Share (100% of the price of the Ordinary Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (HiTek Global Inc.)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co.Jiuzi Holdings, Ltd.Inc., a Cayman Islands limited liability company (the “Company”), on one hand, and Boustead Securities, LLCLLC (the “Holder”), on the other hand, dated [●], 20[__] 2020 (the “Underwriting Agreement”), Boustead Securities, LLC (“the Holder”), as registered owner of this Purchase Warrant, is entitled, at any time or from time to time from [●], 20[__] (the “Exercise Date”), and at or before 5:00 p.m., Eastern time, on [●], 20[__] (the “Expiration Date”)1, but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number of ordinary shares of the Company, par value $0.00284 0.005 per ordinary share (the “Ordinary Shares”) as equates to six and a half seven percent (6.57%) of the Ordinary Shares in the Offering (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law or executive order to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $____ $ per Ordinary Share (100% of the price of the Ordinary Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Jiuzi Holdings, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co., Ltd., a Cayman Islands limited liability company (the “Company”), on one hand, and Boustead Securities, LLC, on the other hand, dated [●], 20[__] (the “Underwriting Agreement”), Boustead Securities, LLC (“Holder”), as registered owner of this Purchase Warrant, is entitled, at any time or from time to time from [●], 20[__] (the “Exercise Date”), and at or before 5:00 p.m., Eastern time, on [●], 20[__] (the “Expiration Date”)1Date”)[1], but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number of ordinary shares of the Company, par value $0.00284 per ordinary share (the “Ordinary Shares”) as equates to six and a half percent (6.5%) of the Ordinary Shares in the Offering (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $_______ per Ordinary Share (100110% of the price of the Ordinary Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Leaping Group Co., Ltd.)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co.NXXX HEALTH MD, Ltd.INC., a Cayman Islands limited liability company Maryland corporation (the “Company”), on one hand, and Boustead SecuritiesTHE WESTPARK CAPITAL, LLCINC., on the other hand, dated [___], 20[__] 2023 (as may be amended from time to time, the “Underwriting Agreement”), Boustead SecuritiesThe WestPark Capital, LLC Inc. (“Holder”)) and its assignees, as registered owner holders of this Purchase Warrant, is entitled, at any time or from time to time from [____], 20[__] 2023, the date that is six months following the effective date of the Company’s Registration Statement on Form S-1 with the Securities and Exchange Commission (the “Exercise Effective Date”), and at or before 5:00 p.m., Eastern time, on [___], 20[__] 2028 (five (5) years from the Effective Date) (the “Expiration Date”)1Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number [___] shares of ordinary shares Common Stock of the Company, $0.01 par value $0.00284 per ordinary share (the “Ordinary Shares”) as equates to six and a half percent (6.5%) of the Ordinary Shares in the Offering (the “SharesCommon Stock”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this purchase warrant (“Purchase Warrant”). This Purchase Warrant is initially exercisable at $[____ ] per Ordinary Share share of Common Stock (100130% of the price of the Ordinary Shares Common Stock sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share share and the number of Ordinary Shares shares of Common Stock to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement.

Appears in 1 contract

Samples: Underwriters' Warrant Agreement (Nava Health Md, LLC)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co., Ltd.3 E NETWORK TECHNOLOGY GROUP LIMITED, a Cayman British Virgin Islands limited liability company (the “Company”), on one hand, and Boustead Securities, LLCLLC (the “Holder”), on the other hand, dated [●[ ], 20[__] 2024 (the “Underwriting Agreement”), Boustead Securities, LLC (“the Holder”), as registered owner of this Purchase Warrant, is entitled, at any time or from time to time from [●[ ], 20[__] 2024 (the “Exercise Date”), and at or before 5:00 p.m., Eastern time, on [●[ ], 20[__] 2027 (the “Expiration Date”)1Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number of [ ] Class A ordinary shares (the “Shares”) of the Company, par value $0.00284 0.0001 per ordinary share (the “Ordinary Shares”) as equates to six and a half percent (6.5%) of the Ordinary Shares in the Offering (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law or executive order to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $____ [ ] per Ordinary Share (100% of the per share public offering price of the Ordinary Shares sold in initial public offering pursuant to the Underwriting Agreement (the “Offering”)); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 belowhereof, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement.

Appears in 1 contract

Samples: Purchase Warrant Agreement (3 E Network Technology Group LTD)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co., Ltd.Mingteng International Corporation Inc., a Cayman Islands limited liability exempted company (the “Company”), on the one hand, and Boustead Univest Securities, LLC, on the other hand, dated [●], 20202[__] ●], as amended (the “Underwriting Agreement”), Boustead Securities, LLC [●] (“Holder”)) and its assignees, as registered owner holders of this Purchase Warrant, is entitled, at any time or from time to time from [●], 20202[__] (the “Initial Exercise Date”), being the date that is one hundred and eighty (180) days after the date of the commencement of the sales of the Company’s ordinary shares, US$0.00001 par value per share (the “Ordinary Shares”), and at or before 5:00 p.m., Eastern time, on [●], 20202[__] (five (5) years from the date hereof) (the “Expiration Date”)1Date”), but not thereafter, to subscribe for, purchase and receive, for a nominal consideration of US$0.01 per warrant, in whole or in part, up to such number of ordinary shares of the Company, par value $0.00284 per ordinary share [●]2 Ordinary Shares (the “Ordinary Shares”) as equates equal to six and a half percent five (6.55.0%) percent of the Ordinary Shares sold in the Offering (offering including any exercise of the “Shares”overallotment option), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then In no event shall this Purchase Warrant may be exercised on the next succeeding day exercisable after [●], 2027, which is not such a day the date that is five (5) years from the date of the commencement of the sales of the Ordinary Shares in accordance with the terms hereinCompany’s initial public offering. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this purchase warrant (“Purchase Warrant”). This Purchase Warrant is initially exercisable at $____ [●]3 per Ordinary Share (100% of the price of the Ordinary Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement.

Appears in 1 contract

Samples: Purchase Warrant Agreement (Mingteng International Corp Inc.)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co., Ltd.SINGLEPOINT INC., a Cayman Islands limited liability company Nevada corporation (the “Company”), on one hand, and Boustead SecuritiesALEXANDER CAPITAL, LLCL.P., on the other hand, dated [___], 20[__] 2023 (as may be amended from time to time, the “Underwriting Agreement”), Boustead SecuritiesAlexander Capital, LLC L.P. (“Holder”)) and its assignees, as registered owner holders of this Purchase Warrant, is entitled, at any time or from time to time from [____], 20[__] 2023, the issue date of this Purchase Warrant (the “Exercise Effective Date”), and at or before 5:00 p.m., Eastern time, on [___], 20[__] 2028 (five (5) years from the Effective Date) (the “Expiration Date”)1Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number [___] shares of ordinary shares Common Stock of the Company, $0.0001 par value $0.00284 per ordinary share (the “Ordinary Shares”) as equates to six and a half percent (6.5%) of the Ordinary Shares in the Offering (the “SharesCommon Stock”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this purchase warrant (“Purchase Warrant”). This Purchase Warrant is initially exercisable at $[____ ] per Ordinary Share share of Common Stock (100130% of the price of the Ordinary Shares Common Stock sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share share and the number of Ordinary Shares shares of Common Stock to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement. 1 A date that is five years after the Effective Date of this Warrant. 2 2% warrant coverage.

Appears in 1 contract

Samples: Underwriters' Warrant Agreement (SinglePoint Inc.)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co., Ltd.Ruanyun Edai Technology Inc., a Cayman Islands exempted company with limited liability company (the “Company”), on the one hand, and Boustead Securities, AC Sunshine Securities LLC, on the other hand, dated [●], 20[__] 2024 (the “Underwriting Agreement”), Boustead Securities, AC Sunshine Securities LLC (the “Holder”), as registered owner of this Purchase Warrant (this “Purchase Warrant”), is entitled, at any time or from time to time from [●], 20[__2024[3] (the “Exercise Date”), and at or before 5:00 p.m., Eastern time, on [●], 20[__] 2029[4], (the “Expiration Date”)1Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number of [●] ordinary shares of the Company, par value $0.00284 0.0002 per ordinary share (the “Ordinary Shares”) as equates to six four and a half percent (6.54.5%) of the aggregate number of Ordinary Shares sold in the Offering at the applicable Closing Date (the “Shares”), which includes any Ordinary Shares sold upon exercise of the Underwriters’ over-allotment option, subject to adjustment as provided in Section 6 hereof6. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $____ [●] per Ordinary Share (100% which is equal to one hundred and twenty percent (120%) of the price of the Ordinary Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof6, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement. [1] Applicable Closing Date. [2] Five (5) years from the commencement of sales of the Offering. [3] Applicable Closing Date. [4] Five (5) years from the commencement of sales of the Offering.

Appears in 1 contract

Samples: Purchase Warrant (Ruanyun Edai Technology Inc.)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co., Ltd.SINGLEPOINT INC., a Cayman Islands limited liability company Nevada corporation (the “Company”), on one hand, and Boustead SecuritiesALEXANDER CAPITAL, LLCL.P., on the other hand, dated [●]December 14, 20[__] 2023 (as may be amended from time to time, the “Underwriting Agreement”), Boustead SecuritiesAlexander Capital, LLC L.P. (“Holder”)) and its assignees, as registered owner holders of this Purchase Warrant, is entitled, at any time or from time to time from [●]December 19, 20[__] 2023, the issue date of this Purchase Warrant (the “Exercise Effective Date”), and at or before 5:00 p.m., Eastern time, on [●]December 19, 20[__] 2028 (five (5) years from the Effective Date) (the “Expiration Date”)1Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number 16,000 shares of ordinary shares Common Stock of the Company, $0.0001 par value $0.00284 per ordinary share (the “Ordinary Shares”) as equates to six and a half percent (6.5%) of the Ordinary Shares in the Offering (the “SharesCommon Stock”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this purchase warrant (“Purchase Warrant”). This Purchase Warrant is initially exercisable at $____ 6.50 per Ordinary Share share of Common Stock (100130% of the price of the Ordinary Shares Common Stock sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share share and the number of Ordinary Shares shares of Common Stock to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement.

Appears in 1 contract

Samples: Underwriters' Warrant Agreement (SinglePoint Inc.)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co., Ltd.ATIF Holdings Limited, a Cayman British Virgin Islands company limited liability company by shares (the “Company”), on one hand, and Boustead Securities, LLC, on the other hand, dated [●], 20[__] (the “Underwriting Agreement”), Boustead Securities, LLC (“Holder”), as registered owner of this Purchase Warrant, is entitled, at any time or from time to time from [●], 20[__] (the “Exercise Date”), and at or before 5:00 p.m., Eastern time, on [●], 20[__] (the “Expiration Date”)1, but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number of ordinary shares of the Company, par value $0.00284 0.001 per ordinary share (the “Ordinary Shares”) as equates to six and a half percent (6.5%) of the Ordinary Shares in the Offering (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $____ 6.00 per Ordinary Share (100120% of the price of the Ordinary Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (ATIF Holdings LTD)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co.DIGITAL BRANDS GROUP, Ltd.INC., a Cayman Islands limited liability company Delaware corporation (the “Company”), on one hand, and Boustead SecuritiesAlexander Capital, LLCL.P., on the other hand, dated [●]May 5, 20[__] 2022, as amended (the “Underwriting Agreement”), Boustead SecuritiesAlexander Capital, LLC L.P. (“Holder”)) and its assignees, as registered owner holders of this Purchase Warrant, is entitled, at any time or from time to time from [●]November 1, 20[__] 2022 (the “Exercise Date”), the date that is six (6) months after the effective date of the Company’s Registration Statement on Form S-1 with the Securities and Exchange Commission (the “Effective Date”), and at or before 5:00 p.m., Eastern time, on [●]May 5, 20[__] 2027 (five (5) years from the Effective Date) (the “Expiration Date”)1Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number 747,796 shares of ordinary shares Common Stock of the Company, $0.0001 par value $0.00284 per ordinary share (the “Ordinary Shares”) as equates to six and a half percent (6.5%) of the Ordinary Shares in the Offering (the “SharesCommon Stock”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this purchase warrant (“Purchase Warrant”). This Purchase Warrant is initially exercisable at $____ 0.3250 per Ordinary Share share of Common Stock (100130% of the price of the Ordinary Shares Common Stock sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share share and the number of Ordinary Shares shares of Common Stock to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement.

Appears in 1 contract

Samples: Underwriters' Warrant Agreement (Digital Brands Group, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Leaping Group Co., Ltd.Mingteng International Corporation Inc., a Cayman Islands limited liability exempted company (the “Company”), on the one hand, and Boustead Univest Securities, LLC, on the other hand, dated [●], 20202[__] ●], as amended (the “Underwriting Agreement”), Boustead Securities, LLC [●] (“Holder”)) and its assignees, as registered owner holders of this Purchase Warrant, is entitled, at any time or from time to time from [●], 20202[__] (the “Initial Exercise Date”), being the date that is one hundred and eighty (180) days after the date of the commencement of the sales of the Company’s ordinary shares, US$0.00001 par value per share (the “Ordinary Shares”), and at or before 5:00 p.m., Eastern time, on [●], 20202[__] (five (5) years from the date hereof) (the “Expiration Date”)1Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to such number of ordinary shares of the Company, par value $0.00284 per ordinary share [●]2 Ordinary Shares (the “Ordinary Shares”) as equates equal to six and a half percent five (6.55.0%) percent of the Ordinary Shares sold in the Offering (offering including any exercise of the “Shares”overallotment option), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then In no event shall this Purchase Warrant may be exercised on the next succeeding day exercisable after [●], 2027, which is not such a day the date that is five (5) years from the date of the commencement of the sales of the Ordinary Shares in accordance with the terms hereinCompany’s initial public offering. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this purchase warrant (“Purchase Warrant”). This Purchase Warrant is initially exercisable at $____ [●]3 per Ordinary Share (100% of the price of the Ordinary Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Ordinary Share share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise price as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms not defined herein shall have the meaning ascribed to them in the Underwriting Agreement.

Appears in 1 contract

Samples: Purchase Warrant Agreement (Mingteng International Corp Inc.)