UNDERWRITING AGREEMENTUnderwriting Agreement • September 5th, 2024 • Safe Pro Group Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
The undersigned, Safe Pro Group Inc., a company incorporated under the laws of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Safe Pro Group 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 Dawson James Securities, Inc. is acting as representative to the several Underwriters (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.
REPRESENTATIVE COMMON STOCK PURCHASE WARRANT SAFE PRO GROUP INC.Representative Common Stock Purchase Warrant • September 5th, 2024 • Safe Pro Group Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
THIS REPRESENTATIVE COMMON STOCK PURCHASE WARRANT (the “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 March 1, 2025 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on August 28, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Safe Pro Group Inc., a Delaware 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). This Warrant is being issued pursuant to that certain Underwriting Agreement, dated as of August 28, 2024, by and between the Company and Dawson James Securities, Inc.
