JIUZI HOLDINGS INC. and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, as Warrant Agent Warrant Agency Agreement Dated as of [●], 2021 WARRANT AGENCY AGREEMENTWarrant Agency Agreement • July 15th, 2021 • Jiuzi Holdings, Inc. • Retail-auto dealers & gasoline stations • New York
WARRANT AGENCY AGREEMENT, dated as of [●], 2021 (“Agreement”), between Jiuzi Holdings Inc., a corporation organized under the laws of the Cayman Islands (the “Company”), and American Stock Transfer & Trust Company, LLC, a limited liability trust company organized under the laws of the State of New York (the “Warrant Agent”).
ORDINARY SHARES PURCHASE WARRANT JIUZI HOLDINGS, INC.Ordinary Shares Purchase Warrant • July 15th, 2021 • Jiuzi Holdings, Inc. • Retail-auto dealers & gasoline stations • New York
THIS ORDINARY SHARES 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 5:00 p.m. (New York City time) on , 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Jiuzi Holdings, Inc., an exempted company incorporated under the laws of the Cayman Islands (the “Company”), up to [___] Ordinary Shares (as defined in Section 1) (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price (as defined in Section 2(b)). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole regis
UNDERWRITING AGREEMENTUnderwriting Agreement • July 15th, 2021 • Jiuzi Holdings, Inc. • Retail-auto dealers & gasoline stations • New York
Jiuzi Holdings, Inc., an exempted company incorporated in the Cayman Islands. (the “Company”), proposes to sell to the underwriters named in Schedule I (the “Underwriters”) to this agreement (the “Agreement”) for which Maxim Group LLC is acting as representative (in such capacity, the “Representative”) an aggregate of (i) [●] ordinary shares, par value $0.001 per share (“Ordinary Shares”) of the Company (the “Firm Shares,”) and (ii) warrants to purchase an aggregate of _____________ Ordinary Shares (the “Firm Warrants”). In addition, the Company proposes to grant to the Underwriters an option to purchase up to an aggregate of (i) [●] additional Ordinary Shares (the “Option Shares” and collectively with the Firm Shares, the “Shares”) and/or (ii) warrants to purchase an aggregate of _____________ additional Ordinary Shares (the “Option Warrants” and collectively with the Firm Warrants, the “Warrants”), each on the terms set forth in Section 2. Each Warrant entitles the holder to purchase
