VITACUBE SYSTEMS HOLDINGS, INC. Units consisting of Shares of Common Stock (Par Value $ Per Share) and Redeemable Class A and Class B Public Warrants to Purchase Shares of Common Stock FORM OF UNDERWRITING AGREEMENTUnderwriting Agreement • January 18th, 2005 • Vitacube Systems Holdings Inc • Medicinal chemicals & botanical products • New York
Contract Type FiledJanuary 18th, 2005 Company Industry JurisdictionShemano, in order to cover over-allotments in the sale of the Offered Units, may purchase up to an aggregate of units (the "Optional Units"), each Optional Unit consisting of two Common Shares (collectively, "Optional Shares"), one redeemable Class A public warrant identical to the Class A Warrants, and one redeemable Class B public warrant identical to the Class B Warrants (collectively, the "Optional Warrants"). The Offered Units and the Optional Units are sometimes collectively referred to as the "Units"; the Offered Shares and the Optional Shares are hereinafter sometimes collectively referred to as the "Shares"; and the Offered Warrants and the Optional Warrants are hereinafter sometimes collectively referred to as the "Warrants." The Warrants will be issued pursuant to a Warrant Agreement substantially in the form of Exhibit to the Registration Statement (as hereinafter defined) (the "Warrant Agreement") to be dated as of the Closing Date (as hereinafter defined) by and among the
FLIGHT SAFETY TECHNOLOGIES, INC. __________Units consisting of _________Shares of Common Stock (Par Value $.001 Per Share) and Redeemable Warrants to Purchase _________Shares of Common Stock FORM OF UNDERWRITING AGREEMENTUnderwriting Agreement • November 26th, 2003 • Flight Safety Technologies Inc • Search, detection, navagation, guidance, aeronautical sys • New York
Contract Type FiledNovember 26th, 2003 Company Industry JurisdictionFlight Safety Technologies, Inc., a Nevada corporation (the "Company"), proposes to issue and sell to The Shemano Group, Inc. (the "Underwriter") an aggregate of _______ (________ ) units (the "Offered Units"), at a price of $____ per Offered Unit, consisting of an aggregate of _______ (_______ ) shares of common stock of the Company, par value $.001 per share (the "Offered Shares"), which Offered Shares are presently authorized but unissued shares of common stock of the Company, par value $.001 per share (individually, a "Common Share" and collectively the "Common Shares"), and ________ (_______ ) Common Share purchase warrants (the "Offered Warrants"), entitling the holder of each Offered Warrant to purchase, at any time commencing on the Separation Date (as hereinafter defined) until 5:00 p.m. Eastern time, on _____, 2008 [5 years after Effective Date], one (1) Common Share, at an exercise price of $ (subject to adjustment in certain circumstances). The Offered Shares and the Offere