LOGICMARK, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • January 13th, 2023 • LogicMark, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
LogicMark, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell an aggregate of (i) [ ] common units (each a “Common Unit” and collectively, the “Common Units”), with each Common Unit consisting of (A) one share (each a “Share” and collectively, the “Shares”) of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), and (B) one warrant to purchase one and one-half Share (each a “Warrant” and collectively, the “Warrants”), and (ii) [ ] pre-funded units (each a “Pre-Funded Unit” and collectively, the “Pre-Funded Units”), with each Pre-Funded Unit consisting of (A) one pre-funded warrant (each a “Pre-Funded Warrant” and collectively, the “Pre-Funded Warrants”), with each Pre-Funded Warrant exercisable to purchase one Share (the “Pre-Funded Warrant Shares”) at an exercise price of $0.001 per share, (B) one Warrant to the several underwriters (such underwriters, for whom Maxim Group LLC (“Maxim” o
COMMON STOCK PURCHASE WARRANT LOGICMARK, INC.Common Stock Purchase Warrant • January 13th, 2023 • LogicMark, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
THIS COMMON STOCK 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 [_____], 20__1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from LogicMark, Inc., a company incorporated under the laws of the State of Delaware (the “Company”), up to [___]2 shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. 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). 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 registered holder of thi
LOGICMARK, INC. and Nevada Agency and Transfer Company, as Warrant Agent Warrant Agency Agreement Dated as of [ ], 2023 WARRANT AGENCY AGREEMENTWarrant Agency Agreement • January 13th, 2023 • LogicMark, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
WARRANT AGENCY AGREEMENT, dated as of [ ], 2023 (“Agreement”), between LogicMark, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), and Nevada Agency and Transfer Company, a corporation organized under the laws of Nevada (the “Warrant Agent”).
