UNDERWRITING AGREEMENT between EXPION360 INC. and ALEXANDER CAPITAL, LP as Representative of the Several Underwriters EXPION360 INC.Underwriting Agreement • April 6th, 2022 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
The undersigned, Expion360 Inc., a corporation formed under the laws of the State of Nevada (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of Expion360 Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with Alexander Capital, LP (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
Form of Representative’s Warrant AgreementRepresentative’s Warrant Agreement • April 6th, 2022 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies
THIS WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after ____, 202__ (the “Initial Exercise Date”) and, in accordance with FINRA Rule 5110(g)(8)(A), prior to at 5:00 p.m. (New York time) on the date that is five (5) years following the Effective Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Expion360 Inc., a Nevada corporation (the “Company”), up to ______ shares of common stock, $0.001par value per share (the “Common Stock”), of the Company (the “Warrant Shares”), as subject to adjustment hereunder. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
Underwriting Agreement August 7, 2024Underwriting Agreement • August 9th, 2024 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
Expion360 Inc., a Nevada corporation (the “Company”), agrees, subject to the terms and conditions in this agreement (this “Agreement”), to issue and sell to Aegis Capital Corp. (the “Underwriter”) an aggregate of 50,000,000 of the Company’s units (each, a “Closing Unit”), with each Closing Unit consisting of either: (A) one (1) share of Common Stock, $0.001 par value per share of the Company (the “Common Stock”) and two (2) Series A warrants (each, a “Series A Warrant”), each to purchase one (1) share of Common Stock at a per Share exercise price of $0.24 and one (1) Series B warrant (each, a “Series B Warrant” and, collectively with the Series A Warrants, the “Warrants”) to purchase such number of shares of Common Stock as determined on the Reset Date (as defined in the Series B Warrant), and in accordance with the terms therein (each, a “Closing Common Unit”); or (B) one pre-funded warrant (each, a “Pre-funded Warrant”) to purchase one (1) share of Common Stock at an exercise price o
COMMON STOCK PURCHASE AGREEMENT dated as of December 27, 2023 by and between EXPION360 Inc. and TUMIM STONE CAPITAL, LLC COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • December 29th, 2023 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
This COMMON STOCK PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of December 27, 2023, by and between Tumim Stone Capital, LLC, a Delaware limited liability company (the “Investor”), and Expion360 Inc., a Nevada corporation with offices located at 2025 Southwest Deerhound Avenue, Redmond, Oregon 97756 (the “Company” and, together with the Investor, the “Parties”).
ContractWarrant Agreement • March 30th, 2023 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • Nevada
THIS WARRANT AND THE SECURITIES THAT MAY BE PURCHASED UPON THE EXERCISE OF THIS WARRANT HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT FOR DISTRIBUTION, AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”). SUCH SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, PLEDGED OR HYPOTHECATED, OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTRATION UNDER THE ACT OR AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE ACT IS AVAILABLE FOR SUCH OFFER, SALE, PLEDGE, HYPOTHECATION, OR TRANSFER IN THE OPINION OF LEGAL COUNSEL REASONABLY SATISFACTORY TO THE COMPANY.
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • February 1st, 2023 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • Nevada
This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) dated January 26, 2023 (the “Effective Date”) is by and between Expion360 Inc., a Nevada corporation (the “Company”) and Paul Shoun (“Executive”).
SECURITY AGREEMENTSecurity Agreement • March 31st, 2022 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • Nevada
THIS SECURITY AGREEMENT, dated as of November 22, 2021 (this “Agreement”), is made by Expion360 Inc., a Nevada corporation (“Grantor”), in favor of the Lenders set forth on the signature page hereto (each, a “Lender” and collectively the “Lenders”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 29th, 2022 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • Nevada
This EMPLOYMENT AGREEMENT (the "Agreement") dated November 15, 2021 is by and between Expion360 Inc., a Nevada corporation (the "Company") and Paul Shoun ("Executive").
Expion360 Inc. - Lock-Up Agreement July [●], 2024Lock-Up Agreement • July 25th, 2024 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies
The undersigned is an owner of shares of Common Stock (as defined below) and understands that Aegis Capital Corp. (the “Underwriter”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Expion360 Inc., a Nevada corporation (the “Company”), providing for the public offering (the “Public Offering”) of shares of Common Stock, $0.001 par value per share (“Common Stock”), and warrants to purchase Common Stock.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 29th, 2023 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of December 27, 2023 (the “Subscription Date”), is by and among Expion360 Inc., a Nevada corporation with offices located at 2025 SW Deerhound Avenue, Redmond, Oregon 97756 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (the “Schedule of Buyers”) (individually, a “Buyer” and, collectively, the “Buyers” and, together with the Company, the “Parties”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 29th, 2023 • Expion360 Inc. • Miscellaneous electrical machinery, equipment & supplies
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 27, 2023, is by and between Tumim Stone Capital, LLC, a Delaware limited liability company (the “Investor”), and Expion360 Inc., a Nevada corporation (the “Company” and together with the Investor, the “Parties” and each, a “Party”). Certain capitalized terms used herein are defined in Section 1. Except as otherwise defined herein, capitalized terms have the meanings given to them in the Purchase Agreement (as defined below).
