UNDERWRITING AGREEMENT between MICRONET ENERTEC TECHNOLOGIES, INC. and AEGIS CAPITAL CORP., as Representative of the Several Underwriters MICRONET ENERTEC TECHNOLOGIES, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • April 22nd, 2013 • Micronet Enertec Technologies, Inc. • Electronic components & accessories • New York
The undersigned, Micronet Enertec Technologies, Inc., a corporation formed under the laws of the State of Delaware (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 of Micronet Enertec Technologies, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with Aegis Capital Corp. (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
Form of Representative’s Warrant AgreementRepresentative’s Warrant Agreement • April 22nd, 2013 • Micronet Enertec Technologies, Inc. • Electronic components & accessories • New York
THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [_____], 2014 [DATE THAT IS ONE YEAR AFTER DATE OF EFFECTIVENESS]. VOID AFTER 5:00 P.M., EASTERN TIME, [_____], 2018 [DATE THAT IS FIVE YEARS AFTER DATE OF EFFECTIVENESS].
MICRONET ENERTEC TECHNOLOGIES, INC. FORM OF WARRANT AGENCY AGREEMENTWarrant Agency Agreement • April 22nd, 2013 • Micronet Enertec Technologies, Inc. • Electronic components & accessories • New York
WARRANT AGENCY AGREEMENT (this “Warrant Agreement”) made as of April ___, 2013 (the “Issuance Date”), between Micronet Enertec Technologies, Inc., a Delaware corporation, with offices at 70 Kinderkamack Road, Emerson, New Jersey 07630 (“Company”), and Continental Stock Transfer & Trust Co., with offices at 17 Battery Place, 8th Floor, New York, New York 10004 (“Warrant Agent”).
