UNITS EACH UNIT CONSISTING OF ONE ORDINARY SHARE AND ONE WARRANT TO PURCHASE ONE ORDINARY SHARE OF LOCAFY LIMITED UNDERWRITING AGREEMENTUnderwriting Agreement • March 7th, 2022 • Locafy LTD • Services-computer programming, data processing, etc. • New York
The undersigned, Locafy Limited, a company incorporated under the law of the Commonwealth of Australia (collectively, with its subsidiaries and affiliates, 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 H.C. Wainwright & Co., LLC is acting as representative (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.
Warrant Certificate PURCHASE WARRANT FOR ORDINARY SHARES Locafy LIMITEDWarrant Agreement • March 7th, 2022 • Locafy LTD • Services-computer programming, data processing, etc. • New York
THIS 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 on or prior to 5:00 p.m. (New York City time) on [_____]1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Locafy Limited, a company incorporated under the law of the Commonwealth of Australia (the “Company”), up to ______ Ordinary Shares of the Company (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered holder of this Warrant,
Locafy Limited and Computershare Inc. and Computershare Trust Company, N.A., collectively, as Warrant Agent Warrant Agency Agreement Dated as of March [ ], 2022 WARRANT AGENCY AGREEMENTWarrant Agency Agreement • March 7th, 2022 • Locafy LTD • Services-computer programming, data processing, etc. • New York
WARRANT AGENCY AGREEMENT, dated as of March [ ], 2022 (“Agreement”), among Locafy Limited, a corporation incorporated under the laws of Australia (the “Company”), Computershare Inc., a Delaware corporation (“Computershare”) and Computershare Trust Company, N.A. a federally chartered trust company (collectively, with Computershare, the “Warrant Agent”).
Executive Agreement Moboom Limited (ACN 136 737 767) Company Melvin Tan Executive ContentsExecutive Agreement • March 7th, 2022 • Locafy LTD • Services-computer programming, data processing, etc. • Western Australia
REPRESENTATIVE PURCHASE WARRANT FOR ORDINARY SHARES Locafy LIMITEDRepresentative Purchase Warrant • March 7th, 2022 • Locafy LTD • Services-computer programming, data processing, etc. • New York
THIS REPRESENTATIVE 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 on or prior to 5:00 p.m. (New York City time) on [_____]1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Locafy Limited, a company incorporated under the law of the Commonwealth of Australia (the “Company”), up to ______ Ordinary Shares of the Company (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is issued pursuant to the Underwriting Agreement.
