UNDERWRITING AGREEMENTUnderwriting Agreement • November 18th, 2022 • MGO Global Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
The undersigned, MGO Global Inc., a Delaware corporation (the “Company”), hereby confirms its agreement (this “Agreement”) with Boustead Securities, LLC (hereinafter referred to as “you” (including its correlatives) or the “Representative”) 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:
MGO GLOBAL INC. Warrant To Purchase Common StockMGO Global Inc. • November 18th, 2022 • Apparel & other finishd prods of fabrics & similar matl • New York
MGO Global Inc., a Nevada corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, ___________, the registered holder hereof or its permitted assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company, at the Exercise Price (as defined below) then in effect, Company common stock, par value $0.01 (“Common Stock”) (including any Warrants to purchase shares issued in exchange, transfer or replacement hereof, the “Warrant”), at any time or times on or after the date hereof but not after 11:59 p.m., Eastern Time, on the Expiration Date (as defined below), __________ (subject to adjustment as provided herein) fully paid and non-assessable shares of Common Stock (the “Warrant Shares”).
FORM OF WARRANTMGO Global Inc. • November 18th, 2022 • Apparel & other finishd prods of fabrics & similar matl • Delaware
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [ ] or any registered assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time following the Issue Date (the “Initial Exercise Date”) and on or prior to the close of business on ____________, 20271 (the “Termination Date”) but not thereafter, to subscribe for and purchase from MGO Global Inc., a Delaware corporation (the “Company”), up to [ ] shares of Common Stock (the “Warrant Shares”). The purchase price of one share of Common Stock under this Warrant shall be $1.00.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • November 18th, 2022 • MGO Global Inc. • Apparel & other finishd prods of fabrics & similar matl • Florida
This EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement” ) is made and entered effective as of the 19th day of July, 2022 (the “Effective Date”), by and between MGO Global Inc., a Delaware corporation (the “Company”), and Julian Groves (the “Executive”).
SUBSCRIPTION AGREEMENTSubscription Agreement • November 18th, 2022 • MGO Global Inc. • Apparel & other finishd prods of fabrics & similar matl • Delaware
Subscription. I (sometimes referred to herein as the “Investor”) hereby subscribe for and agree to purchase the Securities (as defined below) of MGO Global Inc., a Delaware corporation (the “Company”), for the purchase price (the “Purchase Price”) set forth on the signature page to this Subscription Agreement (this “Agreement”) and on the terms and conditions described in this Agreement, which is Exhibit A to the Amended and Restated Investor Package (together with all exhibits, the “Subscription Package” or “Investor Package”) and in Exhibits B, C, D and E to the Subscription Package. Terms not defined herein in this Agreement are defined elsewhere in the Subscription Package. The Company is seeking to raise a minimum of $750,000 (the “Minimum Offering Amount”) and maximum of $2,000,000 (the “Maximum Offering Amount”) in this Offering. The minimum amount of investment required from any one subscriber to participate in this Offering is $25,000. All references to $ means United States D
ContractMGO Global Inc. • November 18th, 2022 • Apparel & other finishd prods of fabrics & similar matl
Certain identified information has been excluded from this Exhibit 10.1 because it is both not material and is the type that the registrant treats as private or confidential.
