0001104659-18-005417 Sample Contracts

3,411,168 WARRANTS OF EMAGIN CORPORATION UNDERWRITING AGREEMENT
Underwriting Agreement • January 31st, 2018 • Emagin Corp • Semiconductors & related devices • New York

The undersigned, eMagin Corporation, a company incorporated under the laws of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of eMagin Corporation, the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Craig-Hallum Capital Group LLC is acting as representative to the several Underwriters (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) on the terms and conditions set forth herein.

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SUBSCRIPTION AGREEMENT
Subscription Agreement • January 31st, 2018 • Emagin Corp • Semiconductors & related devices • New York

Subject to the terms and conditions set forth herein, the undersigned proposes to purchase from eMagin Corporation, a Delaware corporation (the “Company”), (i) [ ] shares of the Company’s common stock, par value $0.01 per share (the “Shares”) and (ii) common stock purchase warrants (the “Warrants”) to purchase up to [ ] shares of the Company’s common stock (the “Warrant Shares”), in fixed combinations (each, a “Fixed Combination”) at a price of $[ ] per Fixed Combination. In connection therewith, the undersigned and the Company agree as follows:

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