UNDERWRITING AGREEMENT between LMP AUTOMOTIVE HOLDINGS, INC. and THINKEQUITY A DIVISION OF FORDHAM FINANCIAL MANAGEMENT, INC. as Representative of the Several Underwriters LMP AUTOMOTIVE HOLINGS, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • October 25th, 2019 • LMP Automotive Holdings Inc. • Retail-auto dealers & gasoline stations • New York
The undersigned, LMP Automotive Holdings, 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 LMP Automotive Holdings, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with ThinkEquity, a division of Fordham Financial Management, Inc., (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:
Form of Representative’s Warrant AgreementLMP Automotive Holdings Inc. • October 25th, 2019 • Retail-auto dealers & gasoline stations
THIS WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, ThinkEquity, a division of Fordham Financial Management, Inc. 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 ____, 2020 (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 LMP Automotive Holdings, Inc., a Delaware corporation (the “Company”), up to ______ shares of Common Stock, par value $0.00001 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).
REVOLVING LINE OF CREDIT AGREEMENTRevolving Line of Credit Agreement • October 25th, 2019 • LMP Automotive Holdings Inc. • Retail-auto dealers & gasoline stations • Delaware
This Revolving Line of Credit Agreement (the “AGREEMENT”) is made and entered into as of the 30th day of September, 2019, by and between ST RXR Investments, LLC (“LENDER”), and LMP Automotive Holdings, Inc., a Delaware corporation (“BORROWER”).
DEMAND PROMISSORY NOTE AND LOAN AND SECURITY AGREEMENTIndividual Guaranty • October 25th, 2019 • LMP Automotive Holdings Inc. • Retail-auto dealers & gasoline stations • Indiana
FOR VALUE RECEIVED, the undersigned borrower (“Borrower”) promises to pay to the order of NextGear Capital, Inc. (“Lender”), with its principal office at 11799 North College Avenue, Carmel, Indiana 46032, or such other place as Lender may designate in writing or on the Discover Portal from time to time, in lawful money of the United States of America, the principal sum of Two Hundred Fifty Thousand Dollars and Zero Cents ($250,000.00), or such greater or lesser sum which may be advanced to or on behalf of Borrower from time to time, together with all costs, interest, fees, and expenses as provided for under this Note and the other Loan Documents. Unless otherwise stated in an addendum to this Note, this Note shall become effective on the date of Borrower’s execution hereof as set forth below Borrower’s signature (such date, or the effective date otherwise stated in the applicable addendum, the “Effective Date”).
