UNDERWRITING AGREEMENTUnderwriting Agreement • February 22nd, 2024 • Mobile-Health Network Solutions • Services-prepackaged software • New York
The undersigned, Mobile-health Network Solutions, an exempted company with limited liability incorporated under the laws of the Cayman Islands (the “Company”), hereby confirms its agreement (this “Agreement”) to issue and sell to the underwriter or underwriters, as the case may be, named in Schedule I hereto (each, an “Underwriter” and, collectively, the “Underwriters”), for whom Network 1 Financial Securities, Inc. is acting as representative (in such capacity, the “Representative”), (A) an aggregate of [ ] Class A ordinary shares (the “Firm Shares”), par value $0.000004 per share of the Company (“Class A Ordinary Shares”), and (B) at the election of the Representative, up to an additional [ ] Class A Ordinary Shares (the “Option Shares,” and together with the Firm Shares, the “Shares”). The offering and sale of the Shares contemplated by this Agreement is referred to herein as the “Offering”.
INDEMNIFICATION AGREEMENTIndemnification Agreement • February 22nd, 2024 • Mobile-Health Network Solutions • Services-prepackaged software
This INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into this day of , 2023 (the “Effective Date”) by and between Mobile-health Network Solutions, a Cayman Islands exempted company the “Company”), and (Id: ) (the “Indemnitee”) (each a “Party” and collectively the “Parties”).
Underwriter’s WarrantMobile-Health Network Solutions • February 22nd, 2024 • Services-prepackaged software • New York
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES BY HIS, HER OR ITS ACCEPTANCE HEREOF, THAT SUCH HOLDER WILL NOT FOR A PERIOD OF ONE HUNDRED EIGHTY (180) DAYS BEGINNING ON THE date of the commencemEnt of sales of the offering pursuant the registration statement No: 333-[ ] AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION: (A) SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT TO ANYONE OTHER THAN OFFICERS OR PARTNERS OF NETWORK 1 Financial Securities, Inc., EACH OF WHOM SHALL HAVE AGREED TO THE RESTRICTIONS CONTAINED HEREIN, IN ACCORDANCE WITH FINRA CONDUCT RULE 5110(E)(1), OR (B) CAUSE THIS PURCHASE WARRANT OR THE SECURITIES ISSUABLE HEREUNDER TO BE THE SUBJECT OF ANY HEDGING, SHORT SALE, DERIVATIVE, PUT OR CALL TRANSACTION THAT WOULD RESULT IN THE EFFECTIVE ECONOMIC DISPOSITION OF THIS PURCHASE WARRANT OR THE SECURITIES HEREUNDER, EXCEPT AS PROVIDED FOR IN FINRA RULE 5110(e)(2).
Mobile-health Network Solutions Singapore 608526S Agreement • February 22nd, 2024 • Mobile-Health Network Solutions • Services-prepackaged software
Mobile-health Network Solutions (the “Company”), is pleased to offer you a position as an independent director on its Board of Directors and as chairman of the Committee, a member of the Committee and a member of the Committee that we intend to form (collectively the “Board”). This letter shall constitute an agreement (the “Agreement”) between you and the Company and contains all the terms and conditions relating to the services you are to provide and subject at all times to applicable laws, including the Companies Act (2023 Revision) of the Cayman Islands, as amended from time to time (the “Applicable Laws”) and the memorandum and articles of association of the Company for the time being, as amended, modified or supplemented from time to time (the “Constitution”).
DATED BETWEENSubscription Agreement • February 22nd, 2024 • Mobile-Health Network Solutions • Services-prepackaged software
