PLACEMENT AGENCY AGREEMENT between KWESST MICRO SYSTEMS INC. and THINKEQUITY LLCPlacement Agency Agreement • June 14th, 2024 • KWESST Micro Systems Inc. • Services-prepackaged software • New York
This Placement Agency Agreement (the "Agreement") sets forth the terms upon which ThinkEquity LLC ("ThinkEquity" or the "Placement Agent") shall be engaged by KWESST Micro Systems Inc., a corporation formed under the laws of British Columbia, Canada (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 KWESST Micro Systems Inc. the "Company"), to act as the exclusive Placement Agent in connection with the offering (hereinafter referred to as the "Offering") of up to 2,900,000 (the "Shares") of the Company's common shares, no par value per share (the "Common Shares") and no pre-funded warrants, each to purchase one Common Share at an exercise price of $0.001 until such time as the Pre-Funded Warrant is exercised in full, subject to adjustment as provided in the Pre-Funded Warrant in the form attached hereto as Exhibit A (each a "Pre-
