SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 18th, 2023 • Green Giant Inc. • Real estate • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December __, 2023, between Green Giant Inc., a Florida corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
CLASS A COMMON STOCK PURCHASE WARRANT GREEN GIANT INC.Warrant Agreement • December 18th, 2023 • Green Giant Inc. • Real estate
THIS CLASS A 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 Authorized Share Increase Date (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the date that is the fifth anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Green Giant Inc., a Florida corporation (the “Company”), up to [______] shares of common stock, par value $0.001 per share (“Common Stock”) (as subject to adjustment hereunder, the “Warrant Shares”). 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).
PRE-FUNDED COMMON STOCK PURCHASE WARRANT GREEN GIANT INC.Pre-Funded Common Stock Purchase Warrant • December 18th, 2023 • Green Giant Inc. • Real estate • New York
THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (this “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 until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for from Green Giant Inc., a Florida corporation (the “Company”), up to _________shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). The subscription price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
Mr. Yuhuai Luo Chief Executive Officer Green Giant, Inc. Xinghan Road, 19th Floor,Placement Agent Agreement • December 18th, 2023 • Green Giant Inc. • Real estate • New York
This letter (the “Agreement”) constitutes the agreement between Maxim Group LLC (“Maxim” or the “Placement Agent”) and Green Giant, Inc., a Florida corporation (the “Company”), pursuant to which the Placement Agent shall serve as the placement agent for the Company, on a “reasonable best efforts” basis, in connection with the proposed placement (the “Placement”) of shares of Common Stock, $0.001 par value per share (the “Shares”), Pre-Funded Warrants to Purchase Shares of Common Stock (the “Pre-Funded Warrants”), Class A Warrants and Class B Warrants (collectively referred to as the “Common Stock Purchase Warrants”) to Purchase Shares of Common Stock of the Company (the Shares underlying the Common Stock Purchase Warrants, the “Warrant Shares”). The Shares, the Common Stock Purchase Warrants, and the Warrant Shares are collectively referred to as the “Securities”. The terms of the Placement and the Securities shall be mutually agreed upon by the Company and the purchasers (each, a “Pur
CLASS B COMMON STOCK PURCHASE WARRANT GREEN GIANT INC.Class B Common Stock Purchase Warrant • December 18th, 2023 • Green Giant Inc. • Real estate
THIS CLASS B 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 and on or prior to 5:00 p.m. (New York City time) on December 13, 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Green Giant Inc., a Florida corporation (the “Company”), up to [______] shares of common stock, par value $0.001 per share (“Common Stock”) (as subject to adjustment hereunder, the “Warrant Shares”). 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).
Form of Lock-Up AgreementLock-Up Agreement • December 18th, 2023 • Green Giant Inc. • Real estate
The undersigned, a holder of securities of Green Giant, Inc. a Florida corporation (the “Company”), understands that you are the placement agent (the “Placement Agent”) named in the letter agreement dated December 12, 2023 (the “Placement Agreement”) between the Placement Agent and the Company, providing for the placement (the “Placement”) of shares of common stock, $0.001 par value per share (the “Common Stock”) and warrants to purchase shares of Common Stock (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.
