0001214659-21-001650 Sample Contracts

1,650,000 SHARES OF COMMON STOCK VERIFYME, INC. UNDERWRITING AGREEMENT
Underwriting Agreement • February 12th, 2021 • VerifyMe, Inc. • Miscellaneous chemical products • New York

The undersigned, VERIFYME, INC., a company incorporated under the laws of Nevada (collectively with its subsidiaries, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries of VERIFYME, INC., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which MAXIM GROUP LLC (“Maxim”) is acting as representative to the several Underwriters (in such capacity, the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.

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