0001493152-24-048627 Sample Contracts

TEN HOLDINGS, INC. UNDERWRITING AGREEMENT [●] Shares of Common Stock
Underwriting Agreement • December 4th, 2024 • TEN Holdings, Inc. • Services-business services, nec • New York

TEN Holdings, Inc., a Nevada corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Bancroft Capital, LLC (the “Underwriter” or, in its capacity as the representative of the underwriters (collectively, the “Underwriters”) listed in Schedule I hereto, the “Representative”) 2,500,000 authorized but unissued shares (the “Shares”) of common stock of the Company, $0.0001 par value (the “Common Stock”). The Shares, the Representative Warrants (as defined below) and the Representative Warrant Shares (as defined below) are collectively referred to as the “Securities.”

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