0001213900-22-015660 Sample Contracts

Erayak Power Solution Group Inc. UNDERWRITING AGREEMENT
Underwriting Agreement • March 29th, 2022 • Erayak Power Solution Group Inc. • Motors & generators • New York
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Form of Representative’s Warrant Agreement
Warrant Agreement • March 29th, 2022 • Erayak Power Solution Group Inc. • Motors & generators • New York

THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [ ] [DATE THAT IS SIX MONTHS FROM THE COMMENCEMENT DATE OF THE OFFERING]. VOID AFTER 5:00 P.M., EASTERN TIME, [ ] [DATE THAT IS FIVE YEARS FROM THE COMMENCEMENT OF SALES OF THE OFFERING].

ESCROW AGREEMENT
Escrow Agreement • March 29th, 2022 • Erayak Power Solution Group Inc. • Motors & generators • Delaware

This Escrow Agreement dated this [●] day of [●], 2022 (the “Escrow Agreement”), is entered into by and among Erayak Power Solution Group Inc., a Cayman Islands exempted company (the “Company” or “Erayak”), having an address at No. 528, 4th Avenue, Binhai Industrial Park, Wenzhou, Zhejiang Province, China 325025, Prime Number Capital LLC, having an address at 14 Myrtle Drive, Great Neck, New York 11021, as the representative of the Underwriters (as defined hereafter) (the “Representative”, and together with the Company, each a “Party” and collectively, the “Parties”), and Wilmington Trust, National Association, as escrow agent (“Escrow Agent”). Capitalized terms used herein without definition shall have the meanings assigned to them in the Underwriting Agreement (as defined hereafter).

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