UNITS ELATE GROUP, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • November 1st, 2022 • Elate Group, Inc. • Trucking & courier services (no air) • New York
The undersigned, Elate Group, Inc., a Delaware corporation (together with its Subsidiary, the “Company”), hereby confirms its agreement (this “Agreement”) with Aegis Capital Corp. (the “Underwriter”) on the terms and conditions set forth herein. The offering and sale of the Securities contemplated by this Agreement is referred to herein as the “Offering”.
COMMON STOCK PURCHASE WARRANT ELATE GROUP, INC.Common Stock Purchase Warrant • November 1st, 2022 • Elate Group, Inc. • Trucking & courier services (no air) • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [●], or its assigns (the “Holder,” provided that a “Holder” shall include, if the Warrants are held in “street name,” a Participant, any designee appointed by such Participant and each “beneficial owner” of such Warrants) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the earlier of [●], 2027 or the Redemption Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from ELATE GROUP, INC., a Delaware corporation (the “Company”), up to [●] shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). 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). This Warrant shall initially be issued and
FIRST AMENDMENT TO PROMISSORY NOTEPromissory Note • November 1st, 2022 • Elate Group, Inc. • Trucking & courier services (no air) • New York
This FIRST AMENDMENT TO PROMISSORY NOTE (the “Amendment”) is dated as of October 4, 2022 and is made between Elate Group, Inc., a Delaware corporation (“Borrower”) and Julia Britt (“Lender”).
