●] Shares Liquid Holdings Group, Inc. Common Stock par value $0.0001 per share Underwriting AgreementUnderwriting Agreement • April 30th, 2014 • Liquid Holdings Group, Inc. • Services-prepackaged software • New York
Liquid Holdings Group, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”), for whom JMP Securities LLC is acting as representative (the “Representative”), an aggregate of [●] shares (the “Firm Shares”) of the Company’s Common Stock, par value $0.0001 per share (the “Stock”). At the election of the Underwriters, the Company proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters up to [●] additional shares of Stock (the “Optional Shares”) (the Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Shares”).
CONSULTING AGREEMENTConsulting Agreement • April 30th, 2014 • Liquid Holdings Group, Inc. • Services-prepackaged software • New York
This Consulting Agreement (“Agreement”) is entered into as of April 21, 2014 by and between Liquid Holdings Group, Inc., a Delaware corporation (the “Company”), and Ferdinand Trading LLC, a Delaware Limited Liability Company (“Consultant”). The Company desires to retain Consultant as an independent contractor to perform consulting services for the Company, and Consultant is willing to perform such services, on the terms described below. In consideration of the mutual promises contained herein, the parties agree as follows:
