UNDERWRITING AGREEMENT between XG TECHNOLOGY, INC. and AEGIS CAPITAL CORP., and FELTL AND COMPANY, INC. as Representatives of the Several Underwriters XG TECHNOLOGY, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • November 6th, 2013 • xG TECHNOLOGY, INC. • Communications equipment, nec • New York
The undersigned, xG Technology, 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 xG Technology, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with Aegis Capital Corp. and Feltl and Company, Inc. (hereinafter collectively referred to as “you” (including its correlatives) or the “Representatives”) and with the other underwriters named on Schedule 1 hereto for which the Representatives is acting as representatives (the Representatives and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
Form of Representatives’ Warrant AgreementxG TECHNOLOGY, INC. • November 6th, 2013 • Communications equipment, nec • New York
THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [________________] [DATE THAT IS ONE YEAR FROM THE EFFECTIVE DATE OF THE OFFERING]. VOID AFTER 5:00 P.M., EASTERN TIME, [___________________] [DATE THAT IS FIVE YEARS FROM THE EFFECTIVE DATE OF THE OFFERING].
