SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 20th, 2023 • Jiuzi Holdings, Inc. • Retail-auto dealers & gasoline stations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of July [ ], 2023, between Jiuzi Holdings Inc., an exempted company incorporated in the Cayman Islands (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • July 20th, 2023 • Jiuzi Holdings, Inc. • Retail-auto dealers & gasoline stations • New York
This letter (the “Agreement”) constitutes the agreement between Spartan Capital Securities, LLC, (“Spartan” or the “Placement Agent”) and Jiuzi Holdings Inc. (the “Company”), that Spartan shall serve as the exclusive placement agent for the Company, on a “reasonable best efforts” basis, in connection with the proposed (the “Placement”) of up to an aggregate of $2,300,000 of either (a) one ordinary share (the “Shares”) of the Company; $0.018 par value per share (the “Ordinary Shares”), or (b) one pre-funded warrant to subscribe for one Ordinary Share (the “Prefunded Warrant”). The Ordinary Shares underlying the Prefunded Warrants shall hereinafter be referred to as the “Prefunded Warrant Shares”, and the Shares, the Prefunded Warrant, and the Prefunded Warrant Shares, shall hereinafter be referred to collectively as the “Securities.”. The terms of the Placement shall be mutually agreed upon by the Company, Spartan and the purchasers of the Securities (each, a “Purchaser” and collectivel
