SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 18th, 2020 • Urban Tea, Inc. • Industrial organic chemicals • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of [ ], 2020, between Urban Tea, Inc., a British Virgin Islands company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
LOCK-UP AGREEMENTLock-Up Agreement • August 18th, 2020 • Urban Tea, Inc. • Industrial organic chemicals • New York
The undersigned, a holder of securities of Urban Tea, Inc. (the “Company”), understands that you are the placement agent (the “Placement Agent”) named in the letter agreement dated [ ], 2020 (the “Placement Agreement”) between the Placement Agent and the Company, providing for the placement (the “Placement”) of Ordinary Shares and Warrants (collectively, the “Securities”) pursuant to a registration statement and related prospectuses and supplements thereto filed or to be filed with the U.S. Securities and Exchange Commission (the “SEC”). Capitalized terms used herein and not otherwise defined shall have the meanings set forth for them in the Placement Agreement.
CONFIDENTIALPlacement Agreement • August 18th, 2020 • Urban Tea, Inc. • Industrial organic chemicals • New York
This letter (the “Agreement”) constitutes the agreement between Maxim Group LLC (“Maxim”) the “Lead Manager”) and Urban Tea, Inc. (the “Company”), that Maxim shall serve as (i) sole lead/exclusive placement agent for the Company, on a “reasonable best efforts” basis (“Direct Placement”) or (ii) sole lead book running manager for the Company, on a firm commitment basis (“Underwritten Placement”) and collectively with a Direct Placement (a “Placement”), in connection with the proposed offering of registered securities (the “Securities”) of the Company, including shares (the “Shares”) of the Company’s common stock (the “Common Stock”). The terms of such Placement and the Securities shall be mutually agreed upon by the Company, the Lead Manager and, if a Direct Placement, the purchasers (each, a “Purchaser” and collectively, the “Purchasers”) and nothing herein constitutes that the Lead Manager would have the power or authority to bind the Company or any Purchaser or an obligation for the
