UNDERWRITING AGREEMENTUnderwriting Agreement • June 29th, 2017 • Meridian Waste Solutions, Inc. • Sanitary services • New York
The undersigned, Meridian Waste Solutions, Inc., a corporation formed under the laws of the State of New York (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 Meridian Waste Solutions, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with Roth Capital Partners, LLC and Joseph Gunnar & Co., LLC (hereinafter collectively referred to as “you” (including their correlatives) or the “Representatives”) and with the other underwriters named on Schedule 1 hereto for which the Representatives are acting as representatives (the Representatives and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
REPRESENTATIVE’S WARRANT TO PURCHASE COMMON STOCK MERIDIAN WASTE SOLUTIONS, INC.Warrant Agreement • June 29th, 2017 • Meridian Waste Solutions, Inc. • Sanitary services
THIS WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, [____________________] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after _____ (the “Initial Exercise Date”) and, in accordance with FINRA Rule 5110(f)(2)(G)(i), prior to at 5:00 p.m. (New York time) on the date that is five (5) years following the Effective Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from MERIDIAN WASTE SOLUTIONS, INC., a New York corporation (the “Company”), up to shares of Common Stock, par value $0.025 per share, of the Company (the “Warrant Shares”), as subject to adjustment hereunder. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
COMMON STOCK PURCHASE WARRANT MERIDIAN WASTE SOLUTIONS, INC.Common Stock Purchase Warrant • June 29th, 2017 • Meridian Waste Solutions, Inc. • Sanitary services
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Meridian Waste Solutions, Inc., a New York corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
