Common Contracts

182 similar Underwriting Agreement contracts by JBDI Holdings LTD, Lytus Technologies Holdings PTV. Ltd., Mobiquity Technologies, Inc., others

UNDERWRITING AGREEMENT
Underwriting Agreement • November 13th, 2024 • Fitness Champs Holdings LTD • Services-miscellaneous amusement & recreation • New York

FITNESS CHAMPS Holdings Limited, a Cayman Islands exempted company with limited liability (the “Company”) and Big Treasure Investments Limited, Fuji Investment Limited and True Height Limited, shareholders of the Company (the “Selling Shareholders”), propose, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Bancroft Capital, LLC is acting as representative (the “Representative,” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter), an aggregate of 2,000,000 ordinary shares, par value $0.000005 per share (the “Ordinary Shares”), of the Company (the “Shares” or the “Securities”), of which 1,500,000 Ordinary Shares are to be issued and sold by the Company and 500,000 Ordinary Shares are to be sold by the Selling S

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UNDERWRITING AGREEMENT
Underwriting Agreement • October 17th, 2024 • COR3&Co. (Holdings) LTD • Apparel & other finishd prods of fabrics & similar matl • New York

COR3 & Co. (Holdings) Limited, a Cayman Islands exempted company with limited liability (the “Company”) and Soaring Fame Global Limited, Emprise Ahead Limited, Vantage Success Enterprises Limited, Alpha Summit Ventures Limited and Shao Qi Limited, certain shareholders of the Company (the “Selling Shareholders”), propose, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Bancroft Capital, LLC is acting as representative (the “Representative,” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter), an aggregate of [ ] ordinary shares, par value US$0.001 per share (the “Ordinary Shares”), of the Company (the “Shares” or the “Securities”), of which [ ] Ordinary Shares are to be issued and sold by the Company and [ ] O

PREMIUM CATERING (HOLDINGS) LIMITED UNDERWRITING AGREEMENT 2,000,000 Ordinary Shares
Underwriting Agreement • September 26th, 2024 • Premium Catering (Holdings) LTD • Retail-eating places • New York

PREMIUM CATERING (HOLDINGS) LIMITED, a Cayman Islands exempted company with limited liability (the “Company”) and Mr. Gao Lianquan and Ms. Kong Chan, shareholders of the Company (the “Selling Shareholders”), propose, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Bancroft Capital, LLC is acting as representative (the “Representative,” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter), an aggregate of 2,000,000 ordinary shares, par value $0.0000005 per share (the “Ordinary Shares”), of the Company (the “Shares” or the “Securities”), of which 1,650,000 Ordinary Shares are to be issued and sold by the Company and 350,000 Ordinary Shares are to be sold by the Selling Shareholders (the Ordinary Shares to be sol

JBDI HOLDINGS LIMITED UNDERWRITING AGREEMENT
Underwriting Agreement • August 28th, 2024 • JBDI Holdings LTD • Metal shipping barrels, drums, kegs & pails • New York

JBDI HOLDINGS LIMITED, a Cayman Islands exempted company with limited liability (the “Company”) and E U Holdings Pte. Ltd., Mr. Lim Tze Chong, Ms. Siow Kim Lian, Mr. Lim Chwee Poh and Mr. Lim Kim Seng, shareholders of the Company (the “Selling Shareholders”), propose, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Wilson-Davis & Co., Inc. is acting as representative (the “Representative,” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter), an aggregate of 2,250,000 ordinary shares, par value $0.0005 per share (the “Ordinary Shares”), of the Company (the “Shares” or the “Securities”), of which 1,750,000 Ordinary Shares are to be issued and sold by the Company and 500,000 Ordinary Shares are to be sold by the

SYNERGY CHC CORP. UNDERWRITING AGREEMENT [●] Shares of Common Stock
Underwriting Agreement • August 28th, 2024 • Synergy CHC Corp. • Medicinal chemicals & botanical products • New York

Synergy CHC Corp., a Nevada corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Roth Capital Partners, LLC is acting as the representative (the “Representative”), an aggregate of [●] authorized but unissued shares (the “Firm Shares”) of common stock, par value $0.00001 per share (the “Common Stock”), of the Company and also proposes to sell to the Underwriters, upon the terms and conditions set forth in Section 4 hereof, up to an additional [●] shares of Common Stock (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter collectively referred to as the “Shares”. The Shares, the Underwriter Warrants (as defined below) and the Underwriter Warrant Shares (as defined below) are collectively referred to as the “Securities.”

JBDI HOLDINGS LIMITED UNDERWRITING AGREEMENT
Underwriting Agreement • August 23rd, 2024 • JBDI Holdings LTD • Metal shipping barrels, drums, kegs & pails • New York

JBDI HOLDINGS LIMITED, a Cayman Islands exempted company with limited liability (the “Company”) and E U Holdings Pte. Ltd., Mr. Lim Tze Chong, Ms. Siow Kim Lian, Mr. Lim Chwee Poh and Mr. Lim Kim Seng, shareholders of the Company (the “Selling Shareholders”), propose, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Wilson-Davis & Co., Inc. is acting as representative (the “Representative,” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter), an aggregate of 2,250,000 ordinary shares, par value $0.0005 per share (the “Ordinary Shares”), of the Company (the “Shares” or the “Securities”), of which 1,750,000 Ordinary Shares are to be issued and sold by the Company and 500,000 Ordinary Shares are to be sold by the

JBDI HOLDINGS LIMITED UNDERWRITING AGREEMENT
Underwriting Agreement • August 21st, 2024 • JBDI Holdings LTD • Metal shipping barrels, drums, kegs & pails • New York

JBDI HOLDINGS LIMITED, a Cayman Islands exempted company with limited liability (the “Company”) and E U Holdings Pte. Ltd., Mr. Lim Tze Chong, Ms. Siow Kim Lian, Mr. Lim Chwee Poh and Mr. Lim Kim Seng, shareholders of the Company (the “Selling Shareholders”), propose, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Wilson-Davis & Co., Inc. is acting as representative (the “Representative,” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter), an aggregate of 2,250,000 ordinary shares, par value $0.0005 per share (the “Ordinary Shares”), of the Company (the “Shares” or the “Securities”), of which 1,750,000 Ordinary Shares are to be issued and sold by the Company and 500,000 Ordinary Shares are to be sold by the

PREMIUM CATERING (HOLDINGS) LIMITED UNDERWRITING AGREEMENT
Underwriting Agreement • August 13th, 2024 • Premium Catering (Holdings) LTD • Retail-eating places • New York

PREMIUM CATERING (HOLDINGS) LIMITED, a Cayman Islands exempted company with limited liability (the “Company”) and Mr. Gao Lianquan and Ms. Kong Chan, shareholders of the Company (the “Selling Shareholders”), propose, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Spartan Capital Securities, LLC is acting as representative (the “Representative,” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter), an aggregate of [ ] ordinary shares, par value $0.001 per share (the “Ordinary Shares”), of the Company (the “Shares” or the “Securities”), of which [ ] Ordinary Shares are to be issued and sold by the Company and [ ] Ordinary Shares are to be sold by the Selling Shareholders (the Ordinary Shares to be sold by the S

ZSPACE, INC. Underwriting Agreement [●] Shares of Common Stock
Underwriting Agreement • July 22nd, 2024 • zSpace, Inc. • Services-prepackaged software • New York

zSpace, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Roth Capital Partners, LLC (“Roth Capital”) and Craig-Hallum Capital Group LLC are acting as the representatives (the “Representatives”), an aggregate of [●] authorized but unissued shares (the “Firm Shares”) of common stock, par value $0.00001 per share (the “Common Stock”) of the Company. The Company also proposes to sell to the Underwriters, upon the terms and conditions set forth in Section 4 hereof, up to an additional [●] shares of Common Stock (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter collectively referred to as the “Shares”. The Shares, the Representative’s Warrants (as defined below) and the Representative’s Warrant Shares (as defined below) are collectively referred to as the “Securities.”

JBDI HOLDINGS LIMITED UNDERWRITING AGREEMENT
Underwriting Agreement • July 3rd, 2024 • JBDI Holdings LTD • Metal shipping barrels, drums, kegs & pails • New York

JBDI HOLDINGS LIMITED, a Cayman Islands exempted company with limited liability (the “Company”) and E U Holdings Pte. Ltd., Mr. Lim Tze Chong, Ms. Siow Kim Lian, Mr. Lim Chwee Poh and Mr. Lim Kim Seng, shareholders of the Company (the “Selling Shareholders”), propose, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Wilson-Davis & Co., Inc. is acting as representative (the “Representative,” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter), an aggregate of 2,250,000 ordinary shares, par value $0.0005 per share (the “Ordinary Shares”), of the Company (the “Shares” or the “Securities”), of which 1,750,000 Ordinary Shares are to be issued and sold by the Company and 500,000 Ordinary Shares are to be sold by the

LUXURBAN HOTELS INC. UNDERWRITING AGREEMENT 30,500,000 Shares of Common Stock
Underwriting Agreement • May 22nd, 2024 • Luxurban Hotels Inc. • Real estate • New York

LuxUrban Hotels Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Roth Capital Partners, LLC is acting as the representative (the “Representative”), 30,500,000 authorized but unissued shares (the “Firm Shares”) of common stock of the Company, par value $0.00001 per share (the “Common Stock”). In addition, the Company also proposes to sell to the Underwriters, upon the terms and conditions set forth in Section 4 hereof, up to an additional 4,575,000 authorized but unissued shares of Common Stock (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter collectively referred to as the “Shares” or “Securities.”

JBDI HOLDINGS LIMITED UNDERWRITING AGREEMENT
Underwriting Agreement • May 2nd, 2024 • JBDI Holdings LTD • Metal shipping barrels, drums, kegs & pails • New York

JBDI HOLDINGS LIMITED, a Cayman Islands exempted company with limited liability (the “Company”) and E U Holdings Pte. Ltd., Mr. Lim Tze Chong, Ms. Siow Kim Lian, Mr. Lim Chwee Poh and Mr. Lim Kim Seng, shareholders of the Company (the “Selling Shareholders”), propose, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Spartan Capital Securities, LLC is acting as representative (the “Representative,” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter), an aggregate of 2,250,000 ordinary shares, par value $0.0005 per share (the “Ordinary Shares”), of the Company (the “Shares” or the “Securities”), of which 1,750,000 Ordinary Shares are to be issued and sold by the Company and 500,000 Ordinary Shares are to be sold

REE AUTOMOTIVE LTD. UNDERWRITING AGREEMENT 2,000,000 Class A Ordinary Shares
Underwriting Agreement • March 4th, 2024 • REE Automotive Ltd. • Motor vehicles & passenger car bodies • New York
ROMA GREEN FINANCE LIMITED UNDERWRITING AGREEMENT 3,075,460 Ordinary Shares
Underwriting Agreement • January 12th, 2024 • Roma Green Finance LTD • Services-management consulting services • New York

ROMA GREEN FINANCE LIMITED, a Cayman Islands exempted company with limited liability (the “Company”) and Top Elect Group Limited, a holding company incorporated in the British Virgin Islands and a shareholder of the Company (the “Selling Shareholder”), propose, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Spartan Capital Securities, LLC is acting as representative (the “Representative,” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter), an aggregate of 3,075,460 ordinary shares, par value $0.001 per share (the “Ordinary Shares”), of the Company (the “Shares” or the “Securities”), of which 2,449,943 Ordinary Shares are to be issued and sold by the Company and 625,517 Ordinary Shares are to be sold by the

SINGLEPOINT, INC. UNDERWRITING AGREEMENT
Underwriting Agreement • December 19th, 2023 • SinglePoint Inc. • Retail-nonstore retailers • New York

SinglePoint, Inc., a Nevada corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Alexander Capital, L.P. (“Alexander Capital”) is acting as the representative (the “Representative”), an aggregate of 800,000 shares of common stock, par value $0.0001 per share (the “Common Stock”) of the Company (the “Firm Shares”). The Company also proposes to sell to the Underwriters, upon the terms and conditions set forth in Section 4 hereof, in the aggregate, up to 120,000 additional shares of Common Stock representing 15% of the Firm Shares sold in the offering from the Company (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter collectively referred to as the “Shares,” and together with the Underwriter Warrants (as defined below) and the Underwriter Warrant Shares (as defined below) are hereinafter collectively refe

JUNEE LIMITED UNDERWRITING AGREEMENT 2,000,000 Ordinary Shares
Underwriting Agreement • December 18th, 2023 • Junee LTD • Services-management consulting services • New York

JUNEE LIMITED, a British Virgin Islands company with limited liability (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Spartan Capital Securities, LLC is acting as representative (the “Representative,” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter), an aggregate of 2,000,000 authorized but unissued ordinary shares, no par value per share (the “Ordinary Shares”), of the Company (the “Firm Shares”). The Company has also granted to the Underwriters an option to purchase up to 300,000 additional Ordinary Shares, on the terms and for the purposes set forth hereof (the “Option Shares”). The Firm Shares and any Option Shares purchased pursuant to this Agreement are herein collectively

FATHOM HOLDINGS INC. UNDERWRITING AGREEMENT 3,000,000 Shares of Common Stock
Underwriting Agreement • December 4th, 2023 • Fathom Holdings Inc. • Real estate agents & managers (for others) • New York

Fathom Holdings Inc., a North Carolina corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Roth Capital Partners, LLC is acting as the representative (the “Representative”), 2,000,000 authorized but unissued shares (the “Company Firm Shares”) of common stock of the Company, no par value (the “Common Stock”). In addition, the selling shareholder signatory hereto (the “Selling Shareholder”) proposes to sell to the Underwriters, upon the terms and conditions set forth herein, an aggregate of 1,000,000 issued and outstanding shares held by the Selling Shareholder (the “Secondary Shares” and, together with the Company Firm Shares, the “Firm Shares”). In addition, the Company also proposes to sell to the Underwriters, upon the terms and conditions set forth in Section 4 hereof, up to an additional 450,000 authorized but unissued shar

ROMA GREEN FINANCE LIMITED UNDERWRITING AGREEMENT [ ] Ordinary Shares
Underwriting Agreement • November 24th, 2023 • Roma Green Finance LTD • Services-management consulting services • New York

ROMA GREEN FINANCE LIMITED, a Cayman Islands exempted company with limited liability (the “Company”) and Top Elect Group Limited, a holding company incorporated in the British Virgin Islands and a shareholder of the Company (the “Selling Shareholder”), propose, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Spartan Capital Securities, LLC is acting as representative (the “Representative,” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter), an aggregate of [ ] ordinary shares, par value $0.001 per share (the “Ordinary Shares”), of the Company (the “Shares” or the “Securities”), of which [ ] Ordinary Shares are to be issued and sold by the Company and [ ] Ordinary Shares are to be sold by the Selling Sharehol

SHIMMICK CORPORATION UNDERWRITING AGREEMENT 4,550,000 Shares of Common Stock
Underwriting Agreement • October 24th, 2023 • Shimmick Corp • Heavy construction other than bldg const - contractors • New York

SHIMMICK CORPORATION, formerly known as SCCI National Holdings, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Roth Capital Partners, LLC is acting as the representative (the “Representative”), an aggregate of 4,550,000 authorized but unissued shares (the “Firm Shares”) of common stock, par value $0.01 per share (the “Common Stock”), of the Company. The Company also proposes to sell to the Underwriters, upon the terms and conditions set forth herein, up to an additional 682,500 shares of Common Stock (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter collectively referred to as the “Shares.”

BIOAFFINITY TECHNOLOGIES, INC. UNDERWRITING AGREEMENT [*] UNITS, EACH UNIT CONSISTING OF ONE SHARE OF COMMON STOCK AND ONE WARRANT; EACH WARRANT TO PURCHASE ONE SHARE OF COMMON STOCK
Underwriting Agreement • September 20th, 2023 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research • New York

BIOAFFINITY TECHNOLOGIES, INC., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom WallachBeth Capital, LLC is acting as representative (the “Representative”), an aggregate of [*] units (“Units”) at a public offering price of $[*]per Unit (the “Price Range”). Each Unit will consist of: (i) one share of the Company’s common stock, $0.007 par value per share (the “Common Stock”); (ii) one five year warrant (“Warrant”) to purchase one share of Common Stock (“Warrant Shares” and together with each share of Common Stock included in the Units, the “Firm Shares”) at an exercise price equal to 120% of the assumed per-Unit Offering Price (defined below) of $[*]. The said [*] Units referred to herein are hereinafter referred to as the “Firm Units.” The Units have no stand-alone rights and will not be certificated or issued as

SINGLEPOINT, INC. UNDERWRITING AGREEMENT [●] Firm Shares
Underwriting Agreement • August 2nd, 2023 • SinglePoint Inc. • Retail-nonstore retailers • New York

SinglePoint, Inc., a Nevada corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Alexander Capital, L.P. (“Alexander Capital”) is acting as the representative (the “Representative”), an aggregate of [●] shares of common stock, par value $0.0001 per share (the “Common Stock”) of the Company (the “Firm Shares”). The Company also proposes to sell to the Underwriters, upon the terms and conditions set forth in Section 4 hereof, in the aggregate, up to [●] additional shares of Common Stock representing 15% of the Firm Shares sold in the offering from the Company (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter collectively referred to as the “Shares,” and together with the Underwriter Warrants (as defined below) and the Underwriter Warrant Shares (as defined below) are hereinafter collectively referred to

MOBIQUITY TECHNOLOGIES, INC. UNDERWRITING AGREEMENT 3,777,634 Shares of Common Stock and accompanying 3,777,634 Series 2023 Warrants to Purchase 5,666,451 Shares of Common Stock 4,286,883 Pre-funded Warrants to Purchase 4,286,883 Shares of Common...
Underwriting Agreement • February 17th, 2023 • Mobiquity Technologies, Inc. • Services-advertising • New York
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MOBIQUITY TECHNOLOGIES, INC. UNDERWRITING AGREEMENT [●] Shares of Common Stock and accompanying Series 2023 Warrants to Purchase [●] Shares of Common Stock [●] Pre-funded Warrants to Purchase [●] Shares of Common Stock and accompanying Series 2023...
Underwriting Agreement • February 9th, 2023 • Mobiquity Technologies, Inc. • Services-advertising • New York
MOBIQUITY TECHNOLOGIES, INC. UNDERWRITING AGREEMENT [●] Shares of Common Stock and accompanying Series 2023 Warrants to Purchase [●] Shares of Common Stock [●] Pre-funded Warrants to Purchase [●] Shares of Common Stock and accompanying Series 2023...
Underwriting Agreement • February 8th, 2023 • Mobiquity Technologies, Inc. • Services-advertising • New York
LOOP MEDIA, INC. UNDERWRITING AGREEMENT
Underwriting Agreement • July 21st, 2022 • Loop Media, Inc. • Services-help supply services • New York

Loop Media, Inc., a Nevada corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Roth Capital Partners, LLC (the “Underwriter” or “Roth Capital”), an aggregate of [•] authorized but unissued shares (the “Firm Shares”) of common stock, par value $0.0001 per share (the “Common Stock”), of the Company. The Company also proposes to sell to Roth Capital, upon the terms and conditions set forth in Section 4 hereof, up to an additional [•] shares of Common Stock (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter collectively referred to as the “Shares”. The Shares, the Underwriter Warrants (as defined below) and the Underwriter Warrant Shares (as defined below) are collectively referred to as the “Securities.”

LYTUS TECHNOLOGIES HOLDINGS PTV LTD UNDERWRITING AGREEMENT 2,609,474 Common Shares
Underwriting Agreement • June 23rd, 2022 • Lytus Technologies Holdings PTV. Ltd. • Services-computer processing & data preparation • New York

LYTUS TECHNOLOGIES HOLDINGS PTV LTD, a British Virgin Islands corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Spartan Capital Securities, LLC is acting as representative (the “Representative”), an aggregate of 2,609,474 authorized but unissued common shares, par value $0.01 per share, (the “Common Shares”) of the Company (the “Firm Shares”). The Company also proposes to sell to the Underwriters, upon the terms and conditions set forth in Section 4 hereof, up to an additional 391,421 Common Shares (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter collectively referred to as the “Shares” or the “Securities”.

LYTUS TECHNOLOGIES HOLDINGS PTV LTD UNDERWRITING AGREEMENT
Underwriting Agreement • June 8th, 2022 • Lytus Technologies Holdings PTV. Ltd. • Services-computer processing & data preparation • New York

LYTUS TECHNOLOGIES HOLDINGS PTV LTD, a British Virgin Islands corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Spartan Capital Securities, LLC is acting as representative (the “Representative”), an aggregate of [ ] authorized but unissued common shares, par value $0.01 per share, (the “Common Shares”) of the Company (the “Firm Shares”). The Company also proposes to sell to the Underwriters, upon the terms and conditions set forth in Section 4 hereof, up to an additional [ ] Common Shares (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter collectively referred to as the “Shares” or the “Securities”.

BIOAFFINITY TECHNOLOGIES, INC. UNDERWRITING AGREEMENT [*] UNITS, EACH UNIT CONSISTING OF ONE SHARE OF COMMON STOCK AND ONE WARRANT TO PURCHASE ONE SHARE OF COMMON STOCK
Underwriting Agreement • May 25th, 2022 • bioAffinity Technologies, Inc. • Services-commercial physical & biological research • New York

BIOAFFINITY TECHNOLOGIES, INC., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom WallachBeth Capital, LLC is acting as representative (the “Representative”), an aggregate of [*] units (“Units”), with each Unit consisting of one share of the Company’s common stock, $0.001 par value per share (the “Common Stock”) and one five year warrant (“Warrant”) to purchase one share of Common Stock (“Warrant Shares”) at an exercise price equal to 120% of the Unit Offering Price (defined below). The said [*] Units referred to herein are hereinafter referred to as the “Firm Units.” The Units have no stand-alone rights and will not be certificated or issued as stand-alone securities. The shares of Common Stock and the Warrants comprising the Units will be immediately separable and will be issued separately in this offering. The C

NOCERA, INC. UNDERWRITING AGREEMENT [●] Firm Units
Underwriting Agreement • May 19th, 2022 • Nocera, Inc. • Agricultural prod-livestock & animal specialties • New York

Nocera, Inc., a Nevada corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Spartan Capital Securities, LLC (“Spartan Capital”) and Revere Securities LLC are acting as joint representatives (the “Representatives”), an aggregate of [●] units (the “Firm Units”), with each unit consisting of one share of common stock, par value $0.001 per share (the “Common Stock”) of the Company (the “Firm Shares”), and a warrant to purchase two shares of Common Stock, at an exercise price of $[●][1] per share and with a term of five (5) years (the “Firm Warrants”). The Company also proposes to sell to the Underwriters, upon the terms and conditions set forth in Section 4 hereof, in the aggregate, up to [●] additional shares of Common Stock representing 15% of the Firm Shares sold in the offering from the Company (the “Option Shares”) and/or up to

AUSTIN GOLD CORP. UNDERWRITING AGREEMENT 3,265,000 Common Shares
Underwriting Agreement • May 16th, 2022 • Austin Gold Corp. • Gold and silver ores • New York

Austin Gold Corp., a British Columbia corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Roth Capital Partners, LLC is acting as the representative (the “Representative”), an aggregate of 3,265,000 authorized but unissued shares (the “Firm Shares”) of common shares of the Company, no par value (the “Common Shares”). The Company also proposes to issue and sell to the Underwriters, upon the terms and conditions set forth herein, up to an additional 489,750 authorized but unissued Common Shares (the “Option Shares” and, together with the Firm Shares, the “Shares”). The Shares, the Underwriter Warrants (as defined below) and the Underwriter Warrant Shares (as defined below) are collectively referred to as the “Securities.”

NOCERA, INC. UNDERWRITING AGREEMENT [●] Firm Units
Underwriting Agreement • April 1st, 2022 • Nocera, Inc. • Agricultural prod-livestock & animal specialties • New York

Nocera, Inc., a Nevada corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Spartan Capital Securities, LLC (“Spartan Capital”) and Revere Securities LLC are acting as joint representatives (the “Representatives”), an aggregate of [●] units (the “Firm Units”), with each unit consisting of one share of common stock, par value $0.001 per share (the “Common Stock”) of the Company (the “Firm Shares”), and a Warrant to purchase one share of Common Stock, at an exercise price of $[●][1] per share and with a term of five (5) years (the “Firm Warrants”). The Company also proposes to sell to the Underwriters, upon the terms and conditions set forth in Section 4 hereof, in the aggregate, up to [●] additional shares of Common Stock representing 15% of the Firm Shares sold in the offering from the Company (the “Option Shares”) and/or up to

LYTUS TECHNOLOGIES HOLDINGS PTV LTD UNDERWRITING AGREEMENT
Underwriting Agreement • March 1st, 2022 • Lytus Technologies Holdings PTV. Ltd. • Services-computer processing & data preparation • New York

LYTUS TECHNOLOGIES HOLDINGS PTV LTD, a British Virgin Islands corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Aegis Capital Corp. is acting as representative (the “Representative”), an aggregate of [ ] authorized but unissued common shares, par value $0.01 per share, (the “Common Shares”) of the Company (the “Firm Shares”). The Company also proposes to sell to the Underwriters, upon the terms and conditions set forth in Section 4 hereof, up to an additional [ ] Common Shares (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter collectively referred to as the “Shares” or the “Securities”.

HOUR LOOP, INC. UNDERWRITING AGREEMENT 1,500,000 Shares of Common Stock
Underwriting Agreement • January 11th, 2022 • Hour Loop, Inc • Retail-catalog & mail-order houses • New York

Hour Loop, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to EF HUTTON, division of Benchmark Investments, LLC (the “Underwriter”) 1,500,000 authorized but unissued shares (the “Firm Shares”) of common stock of the Company, par value $0.0001 per share (the “Common Stock”). In addition, the Company proposes to sell to the Underwriter, upon the terms and conditions set forth in Section 4 hereof, up to an additional 225,000 authorized but unissued shares of Common Stock (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter collectively referred to as the “Shares”. The Shares, the Underwriter Warrants (as defined below) and the Underwriter Warrant Shares (as defined below) are collectively referred to as the “Securities.”

SHARES OF COMMON STOCK AND [_________] WARRANTS TO PURCHASE COMMON STOCK FLEXENERGY GREEN SOLUTIONS, INC. UNDERWRITING AGREEMENT
Underwriting Agreement • January 11th, 2022 • FlexEnergy Green Solutions, Inc. • Electrical industrial apparatus • New York

The undersigned, FlexEnergy Green Solutions, Inc., a Delaware corporation (the “Company”), hereby confirms its agreement (this “Agreement”) with Roth Capital Partners, LLC (the “Underwriter”) on the terms and conditions set forth herein.

AUSTIN GOLD CORP. UNDERWRITING AGREEMENT [ ] Common Shares
Underwriting Agreement • January 4th, 2022 • Austin Gold Corp. • Gold and silver ores • New York

Austin Gold Corp., a British Columbia corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Roth Capital Partners, LLC (the “Underwriter”) [ ] authorized but unissued shares (the “Firm Shares”) of common shares of the Company, no par value (the “Common Shares”). In addition, the Company also proposes to sell to the Underwriter, upon the terms and conditions set forth in Section 4 hereof, up to an additional [ ] authorized but unissued Common Shares (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter collectively referred to as the “Shares”. The Shares, the Underwriter Warrants (as defined below) and the Underwriter Warrant Shares (as defined below) are collectively referred to as the “Securities.”

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