Common use of Representative Warrants Clause in Contracts

Representative Warrants. The Company hereby agrees to issue to the Representative (and/or its designees) on the Closing Date warrants (“Representative Warrants”) for the purchase of up to a total of 240,000 Class A ordinary shares, representing 8% of the number of Firm Shares. The agreement(s) representing the Representative Warrants, in the form attached hereto as Exhibit B (the “Representative’s Warrant Agreement”), shall be exercisable at any time, and from time to time, in whole or in part, commencing from the Closing Date and expiring on the five-year anniversary of the Effective Date at an initial exercise price per share of $[●], which is equal to 120% of the offering price of the Firm Shares. The Representative’s Warrant Agreement and the shares of Ordinary Shares issuable upon exercise thereof (the “Warrant Shares”) are hereinafter referred to together as the “Representative’s Securities.” The Representative understands and agrees that there are significant restrictions pursuant to FINRA Rule 5110 against transferring the Representative’s Warrants and the Warrant Shares during the one hundred eighty (180) days after the Effective Date and by its acceptance thereof shall agree that it will not sell, transfer, assign, pledge or hypothecate the Representative’s Warrants, or any portion thereof, or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of such securities for a period of one hundred eighty (180) days following the Effective Date to anyone other than (i) an Underwriter or a selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Representative or of any such Underwriter or selected dealer; and only if any such transferee agrees to the foregoing lock-up restrictions.

Representative Warrants. The Company hereby agrees to shall issue to the Representative (and/or Xxxxxx Xxxxxx & Co., LLC or its designees) designees on each of the Closing Date and each Option Closing Date, warrants (the “Representative Warrants”) for the to purchase that number of up shares of Common Stock equal to a total of 240,000 Class A ordinary shares, representing 8% five percent (5%) of the aggregate number of shares of Common Stock and shares of Common Stock underlying Firm SharesPre-Funded Warrants or Option Pre-Funded Warrants, as applicable, issued on each of the Closing Date and each Option Closing Date. The agreement(s) representing Representative Warrants shall be in a customary form reasonably acceptable to the Representative Warrants, in Underwriter and the form attached hereto as Exhibit B (the “Representative’s Warrant Agreement”)Company, shall be exercisable at any time, and from time to timeexercisable, in whole or in part, commencing from the Closing Date immediately and expiring on the five-year anniversary of the Effective Date date of commencement of sales of the Firm Securities pursuant to the Registration Statement at an initial exercise price per share of $[●], which is Common Stock equal to 120110% of the offering price of the per Firm SharesShare set forth in paragraph one hereof. The Representative’s Warrant Agreement and Representative Warrants shall be subject to the shares of Ordinary Shares issuable upon limitation on exercise thereof (the “Warrant Shares”) are hereinafter referred to together as the “Representative’s Securities.” The Representative understands and agrees set forth in FINRA Rule 5110(g)(8); provided, however, that there are significant restrictions pursuant to FINRA Rule 5110 against transferring 5110(e)(1) the Representative’s Representative Warrants and the Warrant Shares during the one hundred eighty (180) days after the Effective Date and by its acceptance thereof shall agree that it will not sellbe sold, transfertransferred, assignassigned, pledge or hypothecate the Representative’s Warrantspledged, or any portion thereofhypothecated, or be the subject of any hedging, short sale, derivative, put put, or call transaction that would result in the effective economic disposition of such the securities by any person for a period of one hundred eighty (180) 180 days following commencing on the Effective Date to anyone other than (i) an Underwriter or a selected dealer date of sales of the Shares, consistent with FINRA Rule 5110(e)(1), except for the transfers enumerated in connection with FINRA Rule 5110(e)(2). The Representative Warrants and the Offering, or (ii) a bona fide officer or partner shares of Common Stock issuable upon exercise of the Representative or Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The form of any such Underwriter or selected dealer; and only if any such transferee agrees to the foregoing lock-up restrictionsRepresentative Warrant is attached hereto as Exhibit 1.

Representative Warrants. The Company hereby agrees to issue to the Representative (and/or its designees) on the Closing Date warrants (“Representative Warrants”) for the purchase of up to a total of 240,000 120,000 Class A ordinary shares, representing 84% of the number of Firm Shares. The agreement(s) representing the Representative Warrants, in the form attached hereto as Exhibit B (the “Representative’s Warrant Agreement”), shall be exercisable at any time, and from time to time, in whole or in part, commencing from the Closing Date one hundred eightieth (180th) days after the commencement of sales of the Offering and expiring on the five-year anniversary of the Effective Date commencement of sales of the Offering at an initial exercise price per share of $[●], which is equal to 120% of the offering price of the Firm Shares. The Representative’s Warrant Agreement and the shares of Ordinary Shares issuable upon exercise thereof (the “Warrant Shares”) are hereinafter referred to together as the “Representative’s Securities.” The Representative understands and agrees that there are significant restrictions pursuant to FINRA Rule 5110 against transferring the Representative’s Warrants and the Warrant Shares during the one hundred eighty (180) days after the Effective Date commencement of sales of the Offering and by its acceptance thereof shall agree that it will not sell, transfer, assign, pledge or hypothecate the Representative’s Warrants, or any portion thereof, or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of such securities for a period of one hundred eighty (180) days following the Effective Date commencement of sales of the Offering to anyone other than (i) an Underwriter or a selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Representative or of any such Underwriter or selected dealer; and only if any such transferee agrees to the foregoing lock-up restrictions.

Representative Warrants. The Company hereby agrees to shall issue to the Representative (and/or Xxxxxx Xxxxxx & Co., LLC or its designees) designees on each of the Closing Date and each Option Closing Date, warrants (the “Representative Warrants”) for the to purchase that number of up shares of Common Stock equal to a total of 240,000 Class A ordinary shares, representing 8% five percent (5%) of the aggregate number of shares of Common Stock and shares of Common Stock underlying Firm SharesPre-Funded Warrants or Option Pre-Funded Warrants, as applicable, issued on each of the Closing Date and each Option Closing Date. The agreement(s) representing Representative Warrants shall be in a customary form reasonably acceptable to the Representative Warrants, in Underwriter and the form attached hereto as Exhibit B (the “Representative’s Warrant Agreement”)Company, shall be exercisable at any time, and from time to timeexercisable, in whole or in part, commencing from the Closing Date immediately and expiring on the five-year anniversary of the Effective Date date of commencement of sales of the Firm Securities pursuant to the Registration Statement at an initial exercise price per share of $[●], which is Common Stock equal to 120110% of the offering price of the per Firm SharesShare set forth in paragraph one hereof. The Representative’s Warrant Agreement and Representative Warrants shall be subject to the shares of Ordinary Shares issuable upon limitation on exercise thereof (the “Warrant Shares”) are hereinafter referred to together as the “Representative’s Securities.” The Representative understands and agrees set forth in FINRA Rule 5110(g)(8); provided, however, that there are significant restrictions pursuant to FINRA Rule 5110 against transferring 5110(e)(1) the Representative’s Representative Warrants and the Warrant Shares during the one hundred eighty (180) days after the Effective Date and by its acceptance thereof shall agree that it will not sellbe sold, transfertransferred, assignassigned, pledge or hypothecate the Representative’s Warrantspledged, or any portion thereofhypothecated, or be the subject of any hedging, short sale, derivative, put put, or call transaction that would result in the effective economic disposition of such the securities by any person for a period of one hundred eighty (180) 180 days following commencing on the Effective Date to anyone other than (i) an Underwriter or a selected dealer date of sales of the Shares, consistent with FINRA Rule 5110(e)(1), except for the transfers enumerated in connection with FINRA Rule 5110(e)(2). The Representative Warrants and the Offering, or (ii) a bona fide officer or partner shares of Common Stock issuable upon exercise of the Representative or Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The form of any such Underwriter or selected dealer; and only if any such transferee agrees to the foregoing lock-up restrictions.Representative Warrant is attached hereto as Exhibit 1. ​

Representative Warrants. The Company hereby agrees to issue to the Representative (and/or its affiliates, employees or third-party designees) on the Closing Date warrants an option (“Representative WarrantsRepresentative’s Warrant”) for the purchase of up to an aggregate of a total number of 240,000 Class A ordinary shares, shares of Common Stock representing 85.448545% of the number of Firm SharesClosing Shares sold on the Closing Date. The agreement(s) representing the Representative WarrantsRepresentative’s Warrant, in the form attached hereto as Exhibit B (the “Representative’s Warrant Agreement”)C, shall be exercisable at any time, and from time to timeexercisable, in whole or in part, commencing from on the Closing Date date that is 180 days after the date of this Agreement and expiring on the five-year five (5)-year anniversary of the Effective Date date of this Agreement at an initial exercise price per share of Common Stock of $[●], which is equal to 120% of the offering price of the Firm Shares0.8125. The Representative’s Warrant Agreement and the shares of Ordinary Shares Common Stock issuable upon exercise thereof (the “Representative Warrant Shares”) are hereinafter referred to together as the “Representative’s Securities.” The Representative understands and agrees that there are significant restrictions pursuant to FINRA Rule 5110 against transferring the Representative’s Warrants Warrant and the Warrant Shares underlying shares of Common Stock during the one hundred eighty (180) days after the Effective Date this Agreement and by its acceptance thereof shall agree that it will not sell, transfer, assign, pledge or hypothecate the Representative’s WarrantsWarrant, or any portion thereof, or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of such securities for a period of one hundred eighty (180) days following the Effective Date date of this Agreement to anyone other than (i) an Underwriter or a selected dealer in connection with the Offering, Offering or (ii) a bona fide officer officer, partner, employee or partner registered representative of the Representative or of any such Underwriter or selected dealer; and only if any such transferee agrees to the foregoing lock-up restrictions.