UNITS EACH UNIT CONSISTING OF ONE SHARE OF COMMON STOCK AND ONE WARRANT TO PURCHASE ONE SHARE OF COMMON STOCK BT BRANDS, INC UNDERWRITING AGREEMENTUnderwriting Agreement • September 17th, 2021 • BT Brands, Inc. • Retail-eating places • New York
The undersigned, BT Brands, Inc., a Wyoming company (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as defined below) as being subsidiaries or affiliates of BT Brands, Inc., if any, the "Company"), hereby confirms its agreement (this "Agreement") with the several underwriters (such underwriters, including the Representatives (as defined below), the "Underwriters" and each an "Underwriter") named in Schedule I hereto for which Maxim Group LLC ("Maxim") and Joseph Gunnar & Co., LLC ("Gunnar") are acting as representatives to the several Underwriters (in such capacity, the "Representatives" and each, a "Representative") on the terms and conditions set forth herein.
REPRESENTATIVE’S PURCHASE WARRANT BT BRANDS, INC.Representative’s Purchase Warrant • September 17th, 2021 • BT Brands, Inc. • Retail-eating places • New York
This REPRESENTATIVE’S PURCHASE WARRANT (the “Warrant”) certifies that, for value received, MAXIM PARTNERS LLC 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 referred to above as the Initial Exercise Date (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [_____], 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from BT Brands, Inc., a Wyoming corporation (the “Company”), up to [_______] 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).
BT BRANDS, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • September 17th, 2021 • BT Brands, Inc. • Retail-eating places • Wyoming
This Indemnification Agreement (this “Agreement”) is made effective as of by and between BT Brands, Inc., a Wyoming corporation (the “Company”), and _____________________ (“Indemnitee”).
