0001213900-18-011276 Sample Contracts

15,000,000 Units Megalith Financial Acquisition Corp. UNDERWRITING AGREEMENT
Underwriting Agreement • August 16th, 2018 • Megalith Financial Acquisition Corp • Blank checks • New York

The undersigned, Megalith Financial Acquisition Corp., a Delaware corporation (“Company”), hereby confirms its agreement with Chardan Capital Markets, LLC (hereinafter referred to as “you”, “Chardan”, or as the “Representative”) and with the other underwriters named on Schedule A hereto for which you are acting as representative (the Representative and the other Underwriters being collectively referred to herein as the “Underwriters” or, individually, an “Underwriter”), as follows:

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MEGALITH FINANCIAL ACQUISITION CORP.
Megalith Financial Acquisition Corp • August 16th, 2018 • Blank checks • New York

This letter agreement by and between Megalith Financial Acquisition Corp. (the “Company”) and Megalith Capital Management LLC (“MCM”), dated as of the date hereof, will confirm our agreement that, commencing on the date the securities of the Company are first listed on The New York Stock Exchange (the “Listing Date”), pursuant to a Registration Statement on Form S-1 and prospectus filed with the U.S. Securities and Exchange Commission (the “Registration Statement”) and continuing until the earlier of the consummation by the Company of an initial business combination or the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”):

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