Common use of Underwriter’s Warrant Clause in Contracts

Underwriter’s Warrant. The Company hereby agrees to issue and sell to the Underwriter (and/or its permitted designees) on each Closing Date a warrant to purchase an amount of Shares (“Underwriter’s Warrant”), equal to an aggregate of ten percent (10%) of the Shares underlying the Units (the “Underwriter’s Warrant Shares”) sold in the Offering, for an aggregate purchase price of $10.00 at the Initial Closing Date. The Underwriter’s Warrant, in substantially the form attached hereto as Exhibit A, shall be exercisable, in whole or in part, commencing on a date which is 180 days after the Qualification Date (as defined below) or commencement of sales of the Units in the Offering and expiring on the fifth-year anniversary of the Qualification Date (as defined below) at an initial exercise price per share of $7.50, which is equal to 125% of the Offering Price of the Units; provided that such exercise period shall not exceed five (5) years from the Qualification Date of the Offering Statement pursuant to FINRA Rule 5110(f)(2)(G)(i). The Underwriter’s Warrants and the Underwriter’s Warrant Shares are hereinafter referred to together as the “Underwriter’s Securities”. The Underwriter understands and agrees that there are significant restrictions pursuant to the Financial Industry Regulatory Authority’s (“FINRA”) Rule 5110 against transferring the Underwriter’s Securities during the one hundred eighty (180) days after the Qualification Date or commencement date of sales of Units in the Offering and by its acceptance thereof, the Underwriter agrees that it will not sell, transfer, assign, pledge or hypothecate the Underwriter’s Securities, or any portion thereof, and that it will not engage in any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of the Underwriter’s Securities for a period of one hundred eighty (180) days following the Qualification Date of commencement date of sales of Units in the Offering to anyone other than (i) a selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Underwriter or selected dealer; and only if any such transferee agrees to the foregoing lock-up restrictions. Delivery of an Underwriter’s Warrant shall be made on each Closing Date and shall be issued in the name or names and in such authorized denominations as the Underwriter may request.

Underwriter’s Warrant. The Company hereby agrees to issue and sell to the Underwriter (and/or its permitted designees) on each a Closing Date Date, as defined in Section 3(c) herein, a warrant to purchase an amount a number of Ordinary Shares equal to seven percent (7%) of the Ordinary Shares sold on such Closing Date (“Underwriter’s Warrant”), equal to an aggregate of ten percent (10%) of the Shares underlying the Units (the “Underwriter’s Warrant Shares”) sold in the Offering, for an aggregate purchase price of $10.00 at the Initial Closing Date. The Underwriter’s Warrant, in substantially the form attached hereto as Exhibit A, shall be exercisable, in whole or in part, commencing on a the date which is 180 days after the Qualification Date (as defined below) or commencement of sales of the Units in the Offering issuance and expiring on the fifthfive-year anniversary of from the Qualification Date date that the Commission (as defined belowherein) declared the Registration Statement (as defined herein) effective (the “Effective Date”) at an initial exercise price per share of $7.50, which is equal to 125110% of the Offering Per Share Price (as defined below) of the Units; provided that such exercise period shall not exceed five (5) years from the Qualification Date of the Offering Statement pursuant to FINRA Rule 5110(f)(2)(G)(i)Securities. The Underwriter’s Warrants and the Underwriter’s Warrant Shares are hereinafter referred to together as the shall include a “Underwriter’s Securities”cashless” exercise feature. The Underwriter understands and agrees that there are significant restrictions pursuant to the Financial Industry Regulatory Authority’s (“FINRA”) FINRA Rule 5110 against transferring the Underwriter’s Securities Warrant and the underlying Ordinary Shares during the one hundred eighty (180) days after the Qualification Effective Date or commencement date of sales of Units in the Offering and by its acceptance thereof, the Underwriter agrees thereof shall agree that it will not sell, transfer, assign, pledge or hypothecate the Underwriter’s SecuritiesWarrant, or any portion thereof, and that it will not engage in or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of the Underwriter’s Securities such securities for a period of one hundred eighty (180) days following the Qualification Effective Date of commencement date of sales of Units in the Offering to anyone other than (i) a selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Underwriter or selected dealer; and only if any such transferee agrees to the foregoing lock-up restrictionscircumstances listed under FINRA Rule 5110(g)(2). Delivery of an the Underwriter’s Warrant shall be made on each a Closing Date and shall be issued in the name or names and in such authorized denominations as the Underwriter may request.

Underwriter’s Warrant. The As additional compensation for the Underwriter’s services, the Company hereby agrees to shall issue and sell to the Underwriter or its designees at the closing of this offering warrants (and/or its permitted designees) on each Closing Date a warrant to purchase an amount of Shares (the “Underwriter’s Warrant”), ) to purchase that number of Ordinary Shares equal to an aggregate of ten three percent (103.0%) of the aggregate number of Ordinary Shares underlying the Units (the “Underwriter’s Warrant Shares”) sold in the Offering, for an aggregate purchase price of $10.00 at the Initial Closing Datethis offering. The Underwriter’s Warrant, in substantially the form attached hereto as Exhibit A, shall Warrant will be exercisableexercisable at any time and from time to time, in whole or in part, during the period commencing on a date which is 180 days after six months from the Qualification Date (as defined below) or commencement of sales of the Units Firm Shares in the Offering public offering and expiring on the fifth-year anniversary of the Qualification Date (as defined below) ending four years and six months thereafter, at an initial exercise a price per share of $7.50, which is equal to 125125.0% of the Public Offering Price of per Ordinary Share at the Units; provided that such exercise period shall not exceed five (5) years from the Qualification Date of the Offering Statement pursuant to FINRA Rule 5110(f)(2)(G)(i)offering. The Underwriter’s Warrants Warrant and the Underwriter’s Warrant Ordinary Shares issuable upon exercise thereof are sometimes hereinafter referred to together collectively as the “Underwriter’s Securities” (collectively, together with the Shares, the “Securities”). The Underwriter understands and agrees that there are significant restrictions pursuant to the Financial Industry Regulatory Authority’s (“FINRA”) FINRA Rule 5110 against transferring the Underwriter’s Securities Warrant and the underlying Ordinary Shares during the one hundred eighty (180) days -day period after the Qualification Date or commencement date of sales of Units in the Offering public offering and by its acceptance thereof, the Underwriter agrees thereof shall agree that it and its respective designees, if any, will not not, sell, transfer, assign, pledge or hypothecate the Underwriter’s Securities, or any portion thereof, and that it will not engage in or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of the Underwriter’s Securities such securities for a period of one hundred eighty (180) 180 days following the Qualification Date of commencement date of sales of Units in the Offering public offering to anyone other than (iA) the Underwriter or a selected dealer in connection with the Offeringoffering, or (iiB) a bona fide officer or partner of the Underwriter or selected dealer; Underwriter; and only if any such transferee agrees to the foregoing lock-up restrictions. Delivery of an the executed Underwriter’s Warrant shall be made on each the Closing Date and the Underwriter’s Warrant shall be issued in the name or names and in such authorized denominations as the Underwriter may request.

Underwriter’s Warrant. The Company hereby agrees to issue and sell to the Underwriter (and/or its permitted designees) on each the Closing Date a warrant to purchase an amount of Shares (“Underwriter’s Warrant”), ) for the purchase of a number of ADSs equal to an aggregate of ten percent (10%) 5% of the Shares underlying the Units (the “Underwriter’s Warrant Shares”) aggregate number of ADSs sold in the Offering, for an aggregate purchase price of $10.00 at the Initial Closing Dateoffering. The Underwriter’s Warrant, Warrant in substantially the form attached hereto as Exhibit A, A shall be exercisable, in whole or in part, during a period commencing on a date which that is 180 days six months after the Qualification Date (as defined below) or commencement of sales effective date of the Units in the Offering offering and expiring on the fifththree-year anniversary of the Qualification Date effective date of the offering (as defined belowthe “Effective Date”) at an initial exercise price per share ADS of $7.50$ , which is equal to 125165% of the Offering Price public offering price of the Units; provided that such exercise period shall not exceed five (5) years from the Qualification Date of the Offering Statement pursuant to FINRA Rule 5110(f)(2)(G)(i)ADSs. The Underwriter’s Warrants Warrant and the Underwriter’s Warrant Shares ADSs issuable upon exercise thereof are sometimes hereinafter referred to together collectively as the “Underwriter’s Securities”. .” The Underwriter understands and agrees that there are significant restrictions pursuant to the Financial Industry Regulatory Authority’s (“FINRA”) FINRA Rule 5110 against transferring the Underwriter’s Securities Warrant and the underlying ADSs during the one hundred eighty (180) days first year after the Qualification Effective Date or commencement date of sales of Units in the Offering and by its acceptance thereof, the Underwriter agrees thereof shall agree that it will not not, sell, transfer, assign, pledge or hypothecate the Underwriter’s SecuritiesWarrant, or any portion thereof, and that it will not engage in or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of the Underwriter’s Securities such securities for a period of one hundred eighty (180) days six months following the Qualification Closing Date of commencement date of sales of Units in 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 Underwriter or of any such Underwriter or selected dealer; dealer; and only if any such transferee agrees to the foregoing lock-up restrictions. Delivery of an Underwriter’s Warrant shall be made on each Closing Date and shall be issued in the name or names and in such authorized denominations as the Underwriter may request.

Underwriter’s Warrant. The As additional compensation for the Underwriter’s services, the Company hereby agrees to shall issue and sell to the Underwriter or its designees at the closing of the Offering warrants (and/or its permitted designees) on each Closing Date a warrant to purchase an amount of Shares (the “Underwriter’s Warrant”), ) to purchase that number of Ordinary Shares equal to an aggregate of ten percent (10%) 5.0% of the aggregate number of Ordinary Shares underlying included in the Units (the “Underwriter’s Warrant Shares”) Firm Shares sold in the Offering, for an aggregate purchase price of $10.00 at the Initial Closing Date. The Underwriter’s Warrant, in substantially the form attached hereto as Exhibit A, shall Warrant will be exercisableexercisable at any time and from time to time, in whole or in part, during the period commencing on a date which is 180 days after six months from the Qualification Date (as defined below) or commencement of sales of the Units Firm Shares in the Offering and expiring on the fifth-year anniversary of the Qualification Date (as defined below) ending four years and six months thereafter, at an initial exercise a price per share of $7.50, which is equal to 125125.0% of the Offering Price of offering price per Firm Shares in the Units; provided that such exercise period shall not exceed five (5) years from the Qualification Date of the Offering Statement pursuant to FINRA Rule 5110(f)(2)(G)(i)Offering. The Underwriter’s Warrants Warrant and the Underwriter’s Warrant Ordinary Shares issuable upon exercise thereof are sometimes hereinafter referred to together collectively as the “Underwriter’s Securities”. .” The Underwriter understands and agrees that there are significant restrictions pursuant to the Financial Industry Regulatory Authority’s (“FINRA”) FINRA Rule 5110 against transferring the Underwriter’s Securities Warrant and the underlying Ordinary Shares during the one hundred eighty (180) days -day period after the Qualification Date or commencement date of sales of Units the Firm Shares in the Offering and by its acceptance thereof, the Underwriter agrees thereof shall agree that it and its respective designees, if any, will not not, sell, transfer, assign, pledge or hypothecate the their respective Underwriter’s Securities, or any portion thereof, and that it will not engage in or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of the Underwriter’s Securities such securities for a period of one hundred eighty (180) 180 days following the Qualification Date of commencement date of sales of Units in the Offering public offering to anyone other than (iA) an Underwriter or a selected dealer in connection with the Offering, or (iiB) a bona fide officer or partner of the Underwriter or selected dealer; dealer; and only if any such transferee agrees to the foregoing lock-up restrictions. Delivery of an the executed Underwriter’s Warrant shall be made on each the Closing Date and the Underwriter’s Warrant shall be issued in the name or names and in such authorized denominations as the Underwriter may request.

Underwriter’s Warrant. The As additional compensation for the Underwriter’s services, the Company hereby agrees to shall issue and sell to the Underwriter or its designees at the closing of the Offering warrants (and/or its permitted designees) on each Closing Date a warrant to purchase an amount of Shares (the “Underwriter’s Warrant”), ) to purchase that number of Ordinary Shares equal to an aggregate of ten percent (10%) 5.0% of the aggregate number of Ordinary Shares underlying included in the Closing Units (the “Underwriter’s Warrant Shares”) sold in the Offering, for an aggregate purchase price of $10.00 at the Initial Closing Date. The Underwriter’s Warrant, in substantially the form attached hereto as Exhibit A, shall Warrant will be exercisableexercisable at any time and from time to time, in whole or in part, during the period commencing on a date which is 180 days after six months from the Qualification Date (as defined below) or commencement of sales of the Closing Units in the Offering and expiring on the fifth-year anniversary of the Qualification Date (as defined below) ending four years and six months thereafter, at an initial exercise a price per share of $7.50, which is equal to 125125.0% of the Offering Price of offering price per Closing Unit in the Units; provided that such exercise period shall not exceed five (5) years from the Qualification Date of the Offering Statement pursuant to FINRA Rule 5110(f)(2)(G)(i)Offering. The Underwriter’s Warrants Warrant and the Underwriter’s Warrant Ordinary Shares issuable upon exercise thereof are sometimes hereinafter referred to together collectively as the “Underwriter’s Securities”. .” The Underwriter understands and agrees that there are significant restrictions pursuant to the Financial Industry Regulatory Authority’s (“FINRA”) FINRA Rule 5110 against transferring the Underwriter’s Securities Warrant and the underlying Ordinary Shares during the one hundred eighty (180) days -day period after the Qualification Date or commencement date of sales of Units the Firm Shares in the Offering and by its acceptance thereof, the Underwriter agrees thereof shall agree that it and its respective designees, if any, will not not, sell, transfer, assign, pledge or hypothecate the their respective Underwriter’s Securities, or any portion thereof, and that it will not engage in or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of the Underwriter’s Securities such securities for a period of one hundred eighty (180) 180 days following the Qualification Date of commencement date of sales of Units in the Offering public offering to anyone other than (iA) an Underwriter or a selected dealer in connection with the Offering, or (iiB) a bona fide officer or partner of the Underwriter or selected dealer; dealer; and only if any such transferee agrees to the foregoing lock-up restrictions. Delivery of an the executed Underwriter’s Warrant shall be made on each the Closing Date and the Underwriter’s Warrant shall be issued in the name or names and in such authorized denominations as the Underwriter may request.

Underwriter’s Warrant. The Company hereby agrees to issue and sell to the Underwriter Representative (and/or its permitted designees) on each the applicable Closing Date a warrant Date, Warrants, substantially in the form of Exhibit A attached hereto, to purchase an amount such number of Shares (“Underwriter’s Warrant”), equal to an aggregate of ten percent (10%) of the Shares underlying Offered Securities sold by the Units Company (the “Underwriter’s Warrant SharesWarrant”) sold in the Offering, for an aggregate purchase price of $10.00 at the Initial Closing Date). The Underwriter’s Warrant, in substantially the form attached hereto as Exhibit A, Warrant shall be exercisable, in whole or in part, commencing on a anytime from the date which is 180 days after the Qualification Date (as defined below) or commencement of sales of the Units in the Offering issuance and expiring on the fifth-year anniversary of the Qualification Date (as defined below) commencement of sale of the Offering at an initial exercise price per share of $7.50, which is equal to 125% one hundred fifty percent (150%) of the Offering Price initial public offering price of the Units; provided that such exercise period shall not exceed five (5) years from the Qualification Date of the Offering Statement pursuant to FINRA Rule 5110(f)(2)(G)(i)a Firm Share. The Underwriter’s Warrants and shall not be redeemable. The Company will register the Ordinary Shares underlying the Underwriter’s Warrant Shares are hereinafter referred to together as Warrants under the “Act and will file all necessary undertakings in connection therewith. The registered holder of Underwriter’s Securities”. The Underwriter understands Warrant agrees by his, her or its acceptance hereof, that such underwriter will not, for a period through and agrees that there are significant restrictions pursuant to the Financial Industry Regulatory Authority’s (“FINRA”) Rule 5110 against transferring the Underwriter’s Securities during the including one hundred eighty (180) days after from the Qualification Date or commencement date of sales of Units in the Offering and by its acceptance thereofthis Offering, the Underwriter agrees that it will not sell, transfer, assign, pledge or hypothecate the Underwriter’s SecuritiesWarrant , or any portion thereof, and that it will not engage in cause the Underwriter’s Warrant or the securities issuable thereunder to be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of the Underwriter’s Securities for a period Warrant or the securities thereunder in accordance with FINRA Conduct Rule 5110(e)(1). The foregoing restriction does not prohibit (i) transfer of one hundred eighty (180) days following the Qualification Date of commencement date of sales of Units Underwriter’s Warrant or the securities thereunder to any underwriter or selected dealer participating in the Offering and its officers or partners, its registered persons or affiliates, if all transferred securities remain subject to anyone other than (i) a selected dealer in connection with the Offeringlock-up restriction for the remainder of the 180-day lock-up period, or (ii) a bona fide officer exercise or partner conversion of the Underwriter or selected dealer; and only Underwriter’s Warrant, if any such transferee agrees all securities received remain subject to the foregoing lock-up restrictions. Delivery restriction for the remainder of an the 180-day lock-up period, and (iii) transfer or sale of the Underwriter’s Warrant shall be made on each Closing Date or securities thereunder back to the Company in a transaction exempt from registration with the Commission, as provided for in FINRA Rule 5110(e)(2). The Firm Shares and shall be issued in the name or names and in such authorized denominations Underwriter’s Securities are hereinafter referred to collectively as the Underwriter may request“Securities.”

Underwriter’s Warrant. The Company hereby agrees to issue and sell to the Underwriter (and/or its permitted designees) on each a Closing Date Date, as defined in Section 3(c) herein, a warrant to purchase an amount a number of Ordinary Shares equal to 5% of the gross proceeds on a Closing Date for the Underwritten Shares divided by the Purchase Price (“Underwriter’s Warrant”), equal to an aggregate of ten percent (10%) of the Shares underlying the Units (the “Underwriter’s Warrant Shares”) sold in the Offering, for an aggregate purchase price of $10.00 at the Initial Closing Date. The Underwriter’s Warrant, in substantially the form attached hereto as Exhibit A, shall be exercisable, in whole or in part, commencing on a the date which is 180 days after of issuance on the Qualification Effective Date (as defined below) or commencement of sales of the Units in the Offering and expiring on the fifthfive-year anniversary of from the Qualification Closing Date at an initial exercise price equal to the Per Share Price (as defined below) at an initial exercise price per share of $7.50, which is equal to 125% of the Offering Price of the Units; provided that such exercise period shall not exceed five (5) years from the Qualification Date of the Offering Statement pursuant to FINRA Rule 5110(f)(2)(G)(i)Underwritten Shares. The Underwriter’s Warrants and the Underwriter’s Warrant Shares are hereinafter referred to together as the shall include a “Underwriter’s Securities”cashless” exercise feature. The Underwriter understands and agrees that there are significant restrictions pursuant to the Financial Industry Regulatory Authority’s (“FINRA”) FINRA Rule 5110 against transferring the Underwriter’s Securities Warrant and the underlying Ordinary Shares during the one hundred eighty (180) days after the Qualification Effective Date or commencement date of sales of Units in the Offering and by its acceptance thereof, the Underwriter agrees thereof shall agree that it will not sell, transfer, assign, pledge or hypothecate the Underwriter’s SecuritiesWarrant, or any portion thereof, and that it will not engage in or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of the Underwriter’s Securities such securities for a period of one hundred eighty (180) days following the Qualification Effective Date of commencement date of sales of Units in the Offering to anyone other than (i) a selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Underwriter or selected dealer; and only if any such transferee agrees to the foregoing lock-up restrictionscircumstances listed under FINRA Rule 5110(g)(2). Delivery of an the Underwriter’s Warrant shall be made on each a Closing Date and shall be issued in the name or names and in such authorized denominations as the Underwriter may request.

Underwriter’s Warrant. The Company hereby agrees to issue and sell to the Underwriter (and/or its permitted designees) on each the Closing Date a warrant warrants to purchase such number of shares of Common Stock equal to an amount aggregate of six and half percent of the quotient of the number of Offered Shares sold in the Offering divided by the Purchase Price (“Underwriter’s Warrant”). The Underwriter’s Warrant agreement, equal to an aggregate of ten percent (10%) of in the Shares underlying the Units form attached hereto as Exhibit A (the “Underwriter’s Warrant SharesAgreement”) sold in the Offering, for an aggregate purchase price of $10.00 at the Initial Closing Date. The Underwriter’s Warrant, in substantially the form attached hereto as Exhibit A), shall be exercisable, in whole or in part, commencing on a date which is 180 days after the Qualification Closing Date (as defined below) or commencement of sales of the Units in the Offering and expiring on the fifthfive-year anniversary of the Qualification Date effective date of the Registration Statement (the date the Commission (as defined belowhereinafter defined) declares the Registration Statement being hereinafter referred to as the “Effective Date”) at an initial exercise price per share of $7.505.00, which is equal to 125100% of the Offering Purchase Price of the Units; provided that such exercise period shall not exceed five (5) years from the Qualification Date of the Offering Statement pursuant to FINRA Rule 5110(f)(2)(G)(i)per Offered Share. The Underwriter’s Warrants Warrant shall include a “cashless” exercise feature, and shall contain provisions for “piggyback” registration rights until expiration or until the Underwriter’s Warrant Shares shares underlying the warrants are hereinafter referred eligible for resale pursuant to together as an exemption from registration; provided, however that no such “piggyback” registration rights shall be exercisable after the “Underwriter’s Securities”last day of the seventh year following the Effective Date. The Underwriter understands and agrees that there are significant restrictions pursuant to the Financial Industry Regulatory Authority’s (“FINRA”) FINRA Rule 5110 against transferring the Underwriter’s Securities Warrant Agreement and the underlying shares of Common Stock during the one hundred eighty (180) 180 days after the Qualification Effective Date or commencement date of sales of Units in the Offering and by its acceptance thereof, the Underwriter agrees thereof shall agree that it will not sell, transfer, assign, pledge or hypothecate the Underwriter’s SecuritiesWarrant Agreement, or any portion thereof, and that it will not engage in or have the Underwriter’s Warrant be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of the Underwriter’s Securities such securities for a period of one hundred eighty (180) 180 days following the Qualification Effective Date of commencement date of sales of Units in the Offering to anyone other than (i) a selected dealer the acceptable persons set forth in connection with the OfferingFINRA Rule 5110(g)(2)(A), or (ii) a bona fide officer or partner of the Underwriter or selected dealer; and only if any provided such transferee agrees to the foregoing lock-up restrictions. Delivery of an the Underwriter’s Warrant Agreement shall be made on each the Closing Date and shall be issued in the name or names and in such authorized denominations as the Underwriter may request.

Underwriter’s Warrant. The Company hereby agrees to issue and sell to the Underwriter Underwriters (and/or its permitted their designees) on each the Closing Date a warrant to ("Underwriters’ Warrant") for the purchase an amount of Shares (“Underwriter’s Warrant”), equal to an aggregate of ten percent (10%) [________] Shares [6.8% of the Shares underlying the Units (the “Underwriter’s Warrant Firm Shares”) sold in the Offering, ] for an aggregate purchase price of $10.00 at the Initial Closing Date[__________]. The Underwriter’s Underwriters’ Warrant, in substantially the form attached hereto as Exhibit A, A shall be exercisable, in whole or in part, commencing on a date which is 180 days after one year from the Qualification Date (as defined below) or commencement of sales of the Units in the Offering Applicable Time and expiring on the fifthfive-year anniversary of the Qualification Date (as defined below) Applicable Time at an initial exercise price per share Share of $7.50[__________], which is equal to 125% of the Offering Price initial public offering price of the Units; provided that such exercise period shall not exceed five (5) years from the Qualification Date of the Offering Statement pursuant to FINRA Rule 5110(f)(2)(G)(i)Firm Shares. The Underwriter’s Warrants Underwriters’ Warrant and the Underwriter’s Warrant Shares issuable upon exercise thereof are sometimes hereinafter referred to together collectively as the “Underwriter’s Underwriters’ Securities”. .” The Underwriter understands Representatives understand and agrees agree that there are significant restrictions pursuant to the Financial Industry Regulatory Authority’s (“FINRA”) FINRA Rule 5110 against transferring the Underwriter’s Securities Underwriters’ Warrant and the underlying Shares during the one hundred eighty (180) days first year after the Qualification Effective Date or commencement date of sales of Units in the Offering and by its acceptance thereof, the Underwriter agrees thereof shall agree that it will not not, sell, transfer, assign, pledge or hypothecate the Underwriter’s SecuritiesUnderwriters’ Warrant, or any portion thereof, and that it will not engage in or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of the Underwriter’s Securities such securities for a period of one hundred eighty (180) days year following the Qualification Effective Date of commencement date of sales of Units in 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 Representatives or of any such Underwriter or selected dealer; dealer; and only if any such transferee agrees to the foregoing lock-up restrictions. Delivery of an Underwriter’s Warrant shall be made on each Closing Date and shall be issued in the name or names and in such authorized denominations as the Underwriter may request.

Underwriter’s Warrant. The Company hereby agrees to issue and sell to the Underwriter (and/or its permitted designees) on each Closing Date a warrant to purchase an amount of Shares (“Underwriter’s Warrant”), equal to an aggregate of ten ____ percent (10%) _____)% of the Shares underlying the Units (the “Underwriter’s Warrant Shares”) sold in the Offering, for an aggregate purchase price of $10.00 at the Initial Closing Date. The Underwriter’s Warrant, in substantially the form attached hereto as Exhibit A, shall be exercisable, in whole or in part, commencing on a date which is 180 days after the Qualification Date date that it is issued (as defined belowthe “Issuance Date”) or commencement of sales of the Units in the Offering and expiring on the fifth-year anniversary of the Qualification Issuance Date (as defined below) at an initial exercise price per share of $7.50, which is equal to 125% of the Offering Price of the Units; provided that such exercise period shall not exceed five (5) years from the Qualification Date of the Offering Statement pursuant to FINRA Rule 5110(f)(2)(G)(i). The Underwriter’s Warrants and the Underwriter’s Warrant Shares are hereinafter referred to together as the “Underwriter’s Securities”. The Underwriter understands and agrees that there are significant restrictions pursuant to the Financial Industry Regulatory Authority’s (“FINRA”) Rule 5110 against transferring the Underwriter’s Securities during the one hundred eighty (180) days after the Qualification Issuance Date or commencement date of sales of Units in the Offering and by its acceptance thereof, the Underwriter agrees that it will not sell, transfer, assign, pledge or hypothecate the Underwriter’s Securities, or any portion thereof, and that it will not engage in any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of the Underwriter’s Securities for a period of one hundred eighty (180) days following the Qualification Issuance Date of commencement date of sales of Units in the Offering to anyone other than (i) a selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Underwriter or selected dealer; and only if any such transferee agrees to the foregoing lock-up restrictions. Delivery of an Underwriter’s Warrant shall be made on each Closing Date and shall be issued in the name or names and in such authorized denominations as the Underwriter may request.

Underwriter’s Warrant. The Company hereby agrees to issue and sell to the Underwriter Underwriters (and/or its permitted their designees) on each the Closing Date a warrant to ("Underwriters’ Warrant") for the purchase an amount of Shares (“Underwriter’s Warrant”), equal to an aggregate of ten percent ([________] Shares [10%) % of the Shares underlying the Units (the “Underwriter’s Warrant Firm Shares”) sold in the Offering, ] for an aggregate purchase price of $10.00 at the Initial Closing Date[__________]. The Underwriter’s Underwriters’ Warrant, in substantially the form attached hereto as Exhibit A, A shall be exercisable, in whole or in part, commencing on a date which is 180 days after one year from the Qualification Date (as defined below) or commencement of sales of the Units in the Offering Applicable Time and expiring on the fifthfive-year anniversary of the Qualification Date (as defined below) Applicable Time at an initial exercise price per share Share of $7.50[__________], which is equal to 125165% of the Offering Price initial public offering price of the Units; provided that such exercise period shall not exceed five (5) years from the Qualification Date of the Offering Statement pursuant to FINRA Rule 5110(f)(2)(G)(i)Firm Shares. The Underwriter’s Warrants Underwriters’ Warrant and the Underwriter’s Warrant Shares issuable upon exercise thereof are sometimes hereinafter referred to together collectively as the “Underwriter’s Underwriters’ Securities”. .” The Underwriter understands Representatives understand and agrees agree that there are significant restrictions pursuant to the Financial Industry Regulatory Authority’s (“FINRA”) FINRA Rule 5110 against transferring the Underwriter’s Securities Underwriters’ Warrant and the underlying Shares during the one hundred eighty (180) days first year after the Qualification Effective Date or commencement date of sales of Units in the Offering and by its acceptance thereof, the Underwriter agrees thereof shall agree that it will not not, sell, transfer, assign, pledge or hypothecate the Underwriter’s SecuritiesUnderwriters’ Warrant, or any portion thereof, and that it will not engage in or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of the Underwriter’s Securities such securities for a period of one hundred eighty (180) days year following the Qualification Effective Date of commencement date of sales of Units in 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 Representatives or of any such Underwriter or selected dealer; dealer; and only if any such transferee agrees to the foregoing lock-up restrictions. Delivery of an Underwriter’s Warrant shall be made on each Closing Date and shall be issued in the name or names and in such authorized denominations as the Underwriter may request.

Underwriter’s Warrant. The Company hereby agrees to issue and sell to the Underwriter (and/or its permitted designees) on each the Closing Date a warrant warrants to purchase such number of Ordinary Shares equal to an amount aggregate of seven percent (7%) of the Ordinary Shares sold in the Offering, divided by the Purchase Price (“Underwriter’s Warrant”). The Underwriter’s Warrant agreement, equal to an aggregate of ten percent (10%) of in the Shares underlying the Units form attached hereto as Exhibit A (the “Underwriter’s Warrant SharesAgreement”) sold in the Offering, for an aggregate purchase price of $10.00 at the Initial Closing Date. The Underwriter’s Warrant, in substantially the form attached hereto as Exhibit A), shall be exercisable, in whole or in part, commencing on a the effective date which is 180 days after the Qualification Date (as defined below) or commencement of sales of the Units in Registration Statement (the Offering “Effective Date”) and expiring on the fifthfive-year anniversary of from the Qualification Date (as defined below) issuance date at an initial exercise price per ordinary share of $7.505.00, which is equal to 125100% of the Offering Purchase Price of the Units; provided that such exercise period shall not exceed five (5) years from the Qualification Date of the Offering Statement pursuant to FINRA Rule 5110(f)(2)(G)(i)Offered Shares. The Underwriter’s Warrants Warrant shall include a “cashless” exercise feature, and shall contain provisions for “piggyback” registration rights until expiration or until the Underwriter’s Warrant Shares shares underlying the warrants are hereinafter referred eligible for resale pursuant to together as the “Underwriter’s Securities”an exemption from registration. The Underwriter understands and agrees that there are significant restrictions pursuant to the Financial Industry Regulatory Authority’s (“FINRA”) FINRA Rule 5110 against transferring the Underwriter’s Securities Warrant Agreement and the underlying Ordinary Shares during the one hundred eighty (180) days after the Qualification Effective Date or commencement date of sales of Units in the Offering and by its acceptance thereof, the Underwriter agrees thereof shall agree that it will not sell, transfer, assign, pledge or hypothecate the Underwriter’s SecuritiesWarrant Agreement, or any portion thereof, and that it will not engage in or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of the Underwriter’s Securities such securities for a period of one hundred eighty (180) days following the Qualification Effective Date of commencement date of sales of Units in 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 Underwriter or of any such underwriter or selected dealer; dealer; and only if any such transferee agrees to the foregoing lock-up restrictions. Delivery of an the Underwriter’s Warrant Agreement shall be made on each the Closing Date and shall be issued in the name or names and in such authorized denominations as the Underwriter may request.

Underwriter’s Warrant. The Company hereby agrees to issue and sell to the Underwriter (and/or its permitted designees) on each the Closing Date a warrant to purchase an amount of Shares (“Underwriter’s Warrant”), ) for the purchase of a number of Ordinary Shares equal to an aggregate of ten percent (10%) of the aggregate number of Ordinary Shares underlying the Units (the “Underwriter’s Warrant Shares”) sold in the Offering, for an aggregate purchase price of $10.00 at the Initial Closing Dateoffering. The Underwriter’s Warrant, Warrant in substantially the form attached hereto as Exhibit A, A shall be exercisable, in whole or in part, during a period commencing on a date which that is 180 days six months after the Qualification Closing Date (as defined below) or commencement of sales of the Units in the Offering and expiring on the fifthfive-year anniversary of the Qualification Effectiveness Date (as defined below) at an initial exercise price per share Ordinary Share of $7.505, which is equal to 125% of the Public Offering Price of the Units; provided that such exercise period shall not exceed five (5) years from the Qualification Date of the Offering Statement pursuant to FINRA Rule 5110(f)(2)(G)(i)Ordinary Shares. The Underwriter’s Warrants Warrant and the Underwriter’s Warrant Ordinary Shares issuable upon exercise thereof are sometimes hereinafter referred to together collectively as the “Underwriter’s Securities”. .” The Underwriter understands and agrees that there are significant restrictions pursuant to the Financial Industry Regulatory Authority’s (“FINRA”) FINRA Rule 5110 against transferring the Underwriter’s Securities Warrant and the underlying Ordinary Shares during 180 days following the one hundred eighty (180) days after the Qualification Date date of effectiveness or commencement date of sales of Units in the Offering public offering and by its acceptance thereof, the Underwriter agrees thereof shall agree that it will not exercise, sell, transfer, assign, pledge or hypothecate the Underwriter’s SecuritiesWarrant, or any portion thereof, and that it will not engage in or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of the Underwriter’s Securities such securities for a period of one hundred eighty (180) days following beginning on the Qualification Date of commencement date of sales effectiveness of Units in the Offering Registration Statement (the “Effective Date”) until 180 days after the Closing 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 Underwriter or of any such Underwriter or selected dealer; dealer; and only if any such transferee agrees to the foregoing lock-up restrictions. Delivery of an Underwriter’s Warrant shall be made on each Closing Date and shall be issued in the name or names and in such authorized denominations as the Underwriter may request.

Underwriter’s Warrant. The Company hereby agrees to issue and sell to the Underwriter (and/or its permitted designees) on each a Closing Date Date, as defined in Section 3(c) herein, a warrant to purchase an amount a number of Ordinary Shares equal to seven percent (7%) of the Ordinary Shares sold on such Closing Date (“Underwriter’s Warrant”), equal to an aggregate of ten percent (10%) of the Shares underlying the Units (the “Underwriter’s Warrant Shares”) sold in the Offering, for an aggregate purchase price of $10.00 at the Initial Closing Date. The Underwriter’s Warrant, in substantially the form attached hereto as Exhibit A, shall be exercisable, in whole or in part, commencing on a the date which is 180 days after the Qualification Date (as defined below) or commencement of sales of the Units in the Offering issuance and expiring on the fifthfive-year anniversary of from the Qualification Date date that the Commission (as defined belowherein) declared the Registration Statement (as defined herein) effective (the “Effective Date”) at an initial exercise price per share of $7.50, which is equal to 125% the Per Share Price (as defined below) of the Offering Price of the Units; provided that such exercise period shall not exceed five (5) years from the Qualification Date of the Offering Statement pursuant to FINRA Rule 5110(f)(2)(G)(i)Securities. The Underwriter’s Warrants and the Underwriter’s Warrant Shares are hereinafter referred to together as the shall include a “Underwriter’s Securities”cashless” exercise feature. The Underwriter understands and agrees that there are significant restrictions pursuant to the Financial Industry Regulatory Authority’s (“FINRA”) FINRA Rule 5110 against transferring the Underwriter’s Securities Warrant and the underlying Ordinary Shares during the one hundred eighty (180) days after the Qualification Effective Date or commencement date of sales of Units in the Offering and by its acceptance thereof, the Underwriter agrees thereof shall agree that it will not sell, transfer, assign, pledge or hypothecate the Underwriter’s SecuritiesWarrant, or any portion thereof, and that it will not engage in or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of the Underwriter’s Securities such securities for a period of one hundred eighty (180) days following the Qualification Effective Date of commencement date of sales of Units in the Offering to anyone other than (i) a selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Underwriter or selected dealer; and only if any such transferee agrees to the foregoing lock-up restrictionscircumstances listed under FINRA Rule 5110(g)(2). Delivery of an the Underwriter’s Warrant shall be made on each a Closing Date and shall be issued in the name or names and in such authorized denominations as the Underwriter may request.

Underwriter’s Warrant. The Company hereby agrees to issue and sell to the Underwriter Underwriters (and/or its permitted designees) on each the Closing Date a warrant to ("Underwriters’ Warrant") for the purchase an amount of Shares (“Underwriter’s Warrant”), equal to an aggregate of ten percent ([________] Shares [10%) % of the Shares underlying the Units (the “Underwriter’s Warrant Firm Shares”) sold in the Offering, ] for an aggregate purchase price of $10.00 at the Initial Closing Date[__________]. The Underwriter’s Warrant, Underwriters’ Warrant Agreement in substantially the form attached hereto as Exhibit A, A shall be exercisable, in whole or in part, commencing on a date which is 180 days after one year from the Qualification Date (as defined below) or commencement of sales of the Units in the Offering Applicable Time and expiring on the fifthfive-year anniversary of the Qualification Date (as defined below) Applicable Time at an initial exercise price per share Share of $7.50[__________], which is equal to 125120% of the Offering Price initial public offering price of the Units; provided that such exercise period shall not exceed five (5) years from the Qualification Date of the Offering Statement pursuant to FINRA Rule 5110(f)(2)(G)(i)Firm Shares. The Underwriter’s Underwriters’ Warrants and the Underwriter’s Warrant Shares issuable upon exercise thereof are sometimes hereinafter referred to together collectively as the “Underwriter’s Securities”. Underwriters’Securities.” The Underwriter Representative understands and agrees that there are significant restrictions pursuant to the Financial Industry Regulatory Authority’s (“FINRA”) FINRA Rule 5110 against transferring the Underwriter’s Securities Underwriters’ Warrants and the underlying Shares during the one hundred eighty (180) days first year after the Qualification Effective Date or commencement date of sales of Units in the Offering and by its acceptance thereof, the Underwriter agrees thereof shall agree that it will not not, sell, transfer, assign, pledge or hypothecate the Underwriter’s SecuritiesUnderwriters’ Warrants, or any portion thereof, and that it will not engage in or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of the Underwriter’s Securities such securities for a period of one hundred eighty (180) days year following the Qualification Effective Date of commencement date of sales of Units in 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; dealer; and only if any such transferee agrees to the foregoing lock-up restrictions. Delivery of an Underwriter’s Warrant shall be made on each Closing Date and shall be issued in the name or names and in such authorized denominations as the Underwriter may request.

Underwriter’s Warrant. The Company hereby agrees to issue and sell to the Underwriter (and/or its permitted designees) on each the Closing Date a warrant to purchase an amount of Shares (“Underwriter’s Warrant”), ) for the purchase of a number of ADSs equal to an aggregate of ten percent (10%) 5% of the Shares underlying the Units (the “Underwriter’s Warrant Shares”) aggregate number of ADSs sold in the Offering, for an aggregate purchase price of $10.00 at the Initial Closing Dateoffering. The Underwriter’s Warrant, Warrant in substantially the form attached hereto as Exhibit A, A shall be exercisable, in whole or in part, during a period commencing on a date which that is 180 days six months after the Qualification Closing Date (as defined below) or commencement of sales of the Units in the Offering and expiring on the fifththree-year anniversary of the Qualification Closing Date (as defined below) at an initial exercise price per share ADS of $7.508.75, which is equal to 125% of the Public Offering Price of the Units; provided that such exercise period shall not exceed five (5) years from the Qualification Date of the Offering Statement pursuant to FINRA Rule 5110(f)(2)(G)(i)ADSs. The Underwriter’s Warrants Warrant and the Underwriter’s Warrant Shares ADSs issuable upon exercise thereof are sometimes hereinafter referred to together collectively as the “Underwriter’s Securities”. .” The Underwriter understands and agrees that there are significant restrictions pursuant to the Financial Industry Regulatory Authority’s (“FINRA”) FINRA Rule 5110 against transferring the Underwriter’s Securities Warrant and the underlying ADSs during 180 days following the one hundred eighty (180) days after the Qualification Date date of effectiveness or commencement date of sales of Units in the Offering public offering and by its acceptance thereof, the Underwriter agrees thereof shall agree that it will not not, sell, transfer, assign, pledge or hypothecate the Underwriter’s SecuritiesWarrant, or any portion thereof, and that it will not engage in any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of the Underwriter’s Securities such securities for a period of one hundred eighty (180) days following beginning on the Qualification Date of commencement date of sales effectiveness of Units in the Offering Registration Statement (the “Effective Date”) until 180 days after the Closing 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 Underwriter or of any such Underwriter or selected dealer; dealer; and only if any such transferee agrees to the foregoing lock-up restrictions. Delivery of an Underwriter’s Warrant shall be made on each Closing Date and shall be issued in the name or names and in such authorized denominations as the Underwriter may request.

Underwriter’s Warrant. The Underwriting Agreement shall also provide that, at the IPO Closing, the Company hereby agrees shall grant to issue and sell to the Underwriter Newbridge (and/or or its permitted designeesdesignated affiliates) on each Closing Date a warrant to share purchase an amount of Shares (“Underwriter’s Warrant”), equal to an aggregate of ten percent (10%) of the Shares underlying the Units warrants (the “Underwriter’s Warrant SharesWarrants”) covering a number of shares of Common Stock equal to 10.0% of the total number of Shares being sold in the Offering, for an aggregate purchase price of $10.00 at IPO (not including the Initial Closing DateOver-allotment Shares). The Underwriter’s WarrantWarrants will not be exercisable for six (6) months after the date of the IPO Closing and will expire five years after the IPO Closing. The Underwriter’s Warrants will be exercisable at a price equal to 110.0% of the public offering price in connection with the IPO. The Underwriter’s Warrants shall not be redeemable. The Underwriter’s Warrants may not be transferred, in substantially assigned or hypothecated for a period of six (6) months following the form attached hereto as Exhibit AIPO Closing, shall except that they may be exercisableassigned, in whole or in part, commencing on a date which is 180 days after the Qualification Date to any successor, officer, manager or member of Newbridge (as defined below) or commencement to officers, managers or members of sales any such successor or member), and to members of the Units in the Offering and expiring on the fifth-year anniversary of the Qualification Date (as defined below) at an initial exercise price per share of $7.50this underwriting syndicate or selling group, which is equal subject to 125% of the Offering Price of the Units; provided that such exercise period shall not exceed five (5) years from the Qualification Date of the Offering Statement pursuant to FINRA Rule 5110(f)(2)(G)(i)compliance with applicable securities laws. The Underwriter’s Warrants and the Underwriter’s Warrant Shares are hereinafter referred to together may be exercised in full or as the “Underwriter’s Securities”. The Underwriter understands and agrees that there are significant restrictions pursuant to the Financial Industry Regulatory Authority’s (“FINRA”) Rule 5110 against transferring the Underwriter’s Securities during the one hundred eighty (180) days after the Qualification Date or commencement date a lesser number of sales shares of Units in the Offering and by its acceptance thereofCommon Stock, the Underwriter agrees that it will not sell, transfer, assign, pledge or hypothecate the Underwriter’s Securities, or any portion thereofprovide for cashless exercise, and that it will not engage in any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition contain provisions for one demand registration of the Underwriter’s Securities sale of the underlying shares of Common Stock for a period of one hundred eighty (180) days following five years after the Qualification Date IPO Closing at the Company’s expense, an additional demand registration at the warrant holders’ expense, and “piggyback” registration rights for a period of commencement date of sales of Units in five years after the Offering IPO Closing at the Company’s expense, subject to anyone other than (i) a selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Underwriter or selected dealer; customary undertakings and only if any such transferee agrees to the foregoing lock-up restrictions. Delivery of an Underwriter’s Warrant shall be made on each Closing Date and shall be issued in the name or names and in such authorized denominations as the Underwriter may requestconditions.

Underwriter’s Warrant. The Company hereby agrees to issue and sell to the Underwriter (and/or its permitted designees) on each Closing Date a warrant to purchase an amount of Shares (“Underwriter’s Warrant”), equal to an aggregate of ten percent (10%) 10)% of the Shares underlying the Units (the “Underwriter’s Warrant Shares”) sold in the Offering, for an aggregate purchase price of $10.00 at the Initial Closing Date. The Underwriter’s Warrant, in substantially the form attached hereto as Exhibit A, shall be exercisable, in whole or in part, commencing on a date which is 180 days after the Qualification Date (as defined below) or commencement of sales of the Units in the Offering and expiring on the fifth-year anniversary of the Qualification Date (as defined below) or commencement date of sales of Units in the Offering, at an initial exercise price per share of $7.50, which is equal to 125% of the Offering Price of the Units; provided that such exercise period shall not exceed five (5) years from the Qualification Date of the Offering Statement pursuant to FINRA Rule 5110(f)(2)(G)(i). The Underwriter’s Warrants and the Underwriter’s Warrant Shares are hereinafter referred to together as the “Underwriter’s Securities”. The Underwriter understands and agrees that there are significant restrictions pursuant to the Financial Industry Regulatory Authority’s (“FINRA”) Rule 5110 against transferring the Underwriter’s Securities during the one hundred eighty (180) days after the Qualification Date or commencement date of sales of Units in the Offering and by its acceptance thereof, the Underwriter agrees that it will not sell, transfer, assign, pledge or hypothecate the Underwriter’s Securities, or any portion thereof, and that it will not engage in any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of the Underwriter’s Securities for a period of one hundred eighty (180) days following the Qualification Date of commencement date of sales of Units in the Offering to anyone other than (i) a selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Underwriter or selected dealer; and only if any such transferee agrees to the foregoing lock-up restrictions. Delivery of an Underwriter’s Warrant shall be made on each Closing Date and shall be issued in the name or names and in such authorized denominations as the Underwriter may request.