UNDERWRITING AGREEMENT between EASTSIDE DISTILLING, INC. and ROTH CAPITAL PARTNERS, LLC as Representative of the Several Underwriters and AEGIS CAPITAL CORP. EASTSIDE DISTILLING, INC.Underwriting Agreement • August 9th, 2017 • Eastside Distilling, Inc. • Beverages • New York
The undersigned, Eastside Distilling, Inc., a corporation formed under the laws of the State of Nevada (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of Eastside Distilling, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with Roth Capital Partners, LLC, as representative, joint lead underwriter, and joint bookrunner (hereinafter referred to as “you” (including its correlatives), “Roth,” or the “Representative”), and Aegis Capital Corp., as joint lead underwriter and joint bookrunner (“Aegis”), and with the other underwriters named on Schedule 1 hereto, for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”), as follows:
Warrant Agreement Between Eastside Distilling, Inc. And Pacific Stock Transfer companyWarrant Agreement • August 9th, 2017 • Eastside Distilling, Inc. • Beverages • Nevada
This Agreement is between Eastside Distilling, Inc., a Nevada corporation (the “Company”), and Pacific Stock Transfer Company, a Nevada corporation (the “Warrant Agent”).
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL,...Purchase Warrant Agreement • August 9th, 2017 • Eastside Distilling, Inc. • Beverages • New York
THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [________________] [DATE THAT IS ONE YEAR FROM THE EFFECTIVE DATE OF THE OFFERING]. VOID AFTER 5:00 P.M., EASTERN TIME, [___________________] [DATE THAT IS FIVE YEARS FROM THE EFFECTIVE DATE OF THE OFFERING].
