0001144204-17-021966 Sample Contracts

WARRANT AGENT AGREEMENT
Warrant Agent Agreement • April 25th, 2017 • Mota Group, Inc. • Aircraft • New York

WARRANT AGENT AGREEMENT (this “Warrant Agreement”) dated as of _________, 2017 (the “Issuance Date”) between MOTA GROUP, INC., a company incorporated under the laws of the State of Delaware (the “Company”), and Continental Stock Transfer & Trust Company (the “Warrant Agent”).

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UNDERWRITING AGREEMENT between MOTA GROUP, INC. and JOSEPH GUNNAR & CO., LLC as Representative of the Several Underwriters
Underwriting Agreement • April 25th, 2017 • Mota Group, Inc. • Aircraft • New York

The undersigned, Mota Group, 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 Mota Group, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with Joseph Gunnar & Co., LLC (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:

EXCHANGE AGREEMENT
Exchange Agreement • April 25th, 2017 • Mota Group, Inc. • Aircraft • New York

This Exchange Agreement (this “Agreement”) is dated as of ____________, 2017, between Mota Group, Inc., a Delaware corporation (the “Company”) and _______________ (“Holder”).

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