AmpliTech Group, Inc. Sample Contracts

COMMON STOCK PURCHASE WARRANT AMPLITECH GROUP, INC.
Security Agreement • April 15th, 2021 • AmpliTech Group, Inc. • Communications equipment, nec • New York

THIS 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 the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [_____], 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Amplitech Group, Inc., a company incorporated under the laws of the State of Nevada (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).

COMMON STOCK PURCHASE WARRANT AMPLITECH GROUP, INC.
Common Stock Purchase Warrant • February 19th, 2021 • AmpliTech Group, Inc. • Communications equipment, nec • New York

THIS 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 the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [_____], 20261 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Amplitech Group, Inc., a company incorporated under the laws of the State of Nevada (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 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

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • December 30th, 2024 • AmpliTech Group, Inc. • Communications equipment, nec • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of December 27, 2024, between AmpliTech Group, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • December 30th, 2024 • AmpliTech Group, Inc. • Communications equipment, nec • New York
AMPLITECH GROUP, INC. and VSTOCK TRANSFER, LLC, as Warrant Agent Warrant Agency Agreement Dated as of February 14, 2024 WARRANT AGENCY AGREEMENT
Warrant Agency Agreement • April 1st, 2024 • AmpliTech Group, Inc. • Communications equipment, nec • New York

WARRANT AGENCY AGREEMENT, dated as of February 14, 2024 (“Agreement”), between AmpliTech Group, Inc., a corporation organized under the laws of the State of Nevada (the “Company”), and VStock Transfer, LLC, a California limited liability company (the “Warrant Agent”).

1,371,428 UNITS EACH UNIT CONSISTING OF ONE SHARE OF COMMON STOCK AND ONE WARRANT TO PURCHASE ONE SHARE OF COMMON STOCK AMPLITECH GROUP, INC. UNDERWRITING AGREEMENT
Underwriting Agreement • February 19th, 2021 • AmpliTech Group, Inc. • Communications equipment, nec • New York

The undersigned, AMPLITECH GROUP, INC., a company incorporated under the laws of Nevada (collectively with its subsidiaries, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries of AMPLITECH 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 MAXIM GROUP LLC (“Maxim”) is acting as representative to the several Underwriters (in such capacity, 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.

amplitech group, inc. Up to $25,000,000 of Common Stock equity distribution AGREEMENT
Equity Distribution Agreement • March 24th, 2025 • AmpliTech Group, Inc. • Communications equipment, nec • New York

Amplitech Group, Inc., a Nevada corporation (the “Company”), proposes to issue and sell through Maxim Group LLC, as exclusive sales agent (the “Agent”), shares of common stock, par value $0.001 per share, of the Company (the “Common Stock”), having an aggregate offering price of up to US$25,000,000 (the shares of Common Stock subject to this Equity Distribution Agreement (this “Agreement”) being referred to herein as the “Shares”) on terms set forth herein and subject to the limitations set forth in Section 2(a) hereof. The Shares consist entirely of authorized but unissued shares of Common Stock to be issued and sold by the Company.

Form of Representative’s Warrant Agreement
Representative’s Warrant Agreement • February 19th, 2021 • AmpliTech Group, Inc. • Communications equipment, nec

THIS WARRANT TO PURCHASE COMMON STOCK (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 ________, 2021 [DATE THAT IS 180 DAYS FROM THE EFFECTIVE DATE] (the “Initial Exercise Date”) and, in accordance with FINRA Rule 5110(g)(8)(A), prior to at 5:00 p.m. (New York time) on the date that is five (5) years following the Effective Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from AMPLITECH GROUP, INC., a Nevada corporation (the “Company”), up to ______1 shares of common stock, par value $0.001 per share, of the Company (the “Warrant Shares”), as subject to adjustment hereunder. 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).

PREFUNDED COMMON STOCK PURCHASE WARRANT AMPLITECH GROUP, INC.
Prefunded Common Stock Purchase Warrant • November 26th, 2024 • AmpliTech Group, Inc. • Communications equipment, nec

THIS PREFUNDED 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 the date hereof (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from AmpliTech Group, Inc., a Nevada 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).

Form of Representative’s Warrant Agreement
Warrant Agreement • February 5th, 2021 • AmpliTech Group, Inc. • Communications equipment, nec

THIS WARRANT TO PURCHASE COMMON STOCK (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 ________, 2021 [DATE THAT IS 180 DAYS FROM THE EFFECTIVE DATE] (the “Initial Exercise Date”) and, in accordance with FINRA Rule 5110(g)(8)(A), prior to at 5:00 p.m. (New York time) on the date that is five (5) years following the Effective Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from AMPLITECH GROUP, INC., a Nevada corporation (the “Company”), up to ______1 shares of common stock, par value $0.001 per share, of the Company (the “Warrant Shares”), as subject to adjustment hereunder. 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).

FORM OF SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • January 26th, 2026 • AmpliTech Group, Inc. • Communications equipment, nec • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of January 26, 2026, between AmpliTech Group, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

Lock-Up Agreement
Lock-Up Agreement • December 26th, 2024 • AmpliTech Group, Inc. • Communications equipment, nec

As an inducement to Maxim Group LLC (the “Placement Agent”) to execute a placement agency agreement (the “Placement Agency Agreement”), for a registered direct offering (the “Offering”) of certain securities (the “Securities”) of AmpliTech Group, Inc., a Nevada corporation, and any successor (by merger or otherwise) thereto (the “Company”), the undersigned hereby agrees that without, in each case, the prior written consent of the Placement Agent (which consent may be withheld in its sole discretion) during the period specified in the second succeeding paragraph (the “Lock-Up Period”), the undersigned will not without the prior consent of the Placement Agent:

SHARE EXCHANGE AGREEMENT BY AND AMONG AMPLITECH GROUP, INC. AND AMPLITECH, INC. AND AMPLITECH SHAREHOLDERS Dated as of August 13, 2012
Share Exchange Agreement • August 13th, 2012 • AmpliTech Group, Inc. • Blank checks • Nevada
DIRECTOR AGREEMENT
Director Agreement • January 26th, 2022 • AmpliTech Group, Inc. • Communications equipment, nec • New York

DIRECTOR AGREEMENT, dated as of January 20, 2022, by and between Amplitech Group, Inc., a Nevada corporation (the “Company”), and [DIRECTOR] (the “Director”).

EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • February 2nd, 2026 • AmpliTech Group, Inc. • Communications equipment, nec • New York

This Employment Agreement (“Agreement”) is entered into on October 1, 2025 (the “Effective Date”) by and between AmpliTech Group, Inc., a Nevada corporation (the “Company”) and Fawad Maqbool (“Executive”) (collectively, the “Parties” and, each, a “Party”).

amplitech group, inc. Up to $25,000,000 of Common Stock equity distribution AGREEMENT
Equity Distribution Agreement • July 22nd, 2025 • AmpliTech Group, Inc. • Communications equipment, nec • New York

Amplitech Group, Inc., a Nevada corporation (the “Company”), proposes to issue and sell through Maxim Group LLC, as exclusive sales agent (the “Agent”), shares of common stock, par value $0.001 per share, of the Company (the “Common Stock”), having an aggregate offering price of up to US$25,000,000 (the shares of Common Stock subject to this Equity Distribution Agreement (this “Agreement”) being referred to herein as the “Shares”) on terms set forth herein and subject to the limitations set forth in Section 2(a) hereof. The Shares consist entirely of authorized but unissued shares of Common Stock to be issued and sold by the Company.

FORM OF ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • March 31st, 2025 • AmpliTech Group, Inc. • Communications equipment, nec • New York

This Asset Purchase Agreement (this “Agreement”), dated as of March 26, 2025 (the “Effective Date”), is entered into by and between Titan Crest, LLC, a Delaware limited liability company, with its principal office located at 9 E. Loockerman Street, Suite 311, Dover, Delaware 19901 (“Titan Crest”),(the “Seller”), [*****], a corporation organized under the laws of Canada (solely relating to Section 1.06 and Articles II, IV and V of this Agreement, “[*****]”), and AmpliTech Group, Inc., an Nevada corporation (“Buyer”). Each Seller, [*****] and Buyer are referred to herein, individually, as a “Party” and, collectively, the “Parties.”

CONFIDENTIAL April 15, 2021 VIA ELECTRONIC DELIVERY Mr. Fawad Maqbool Chairman & Chief Executive Officer AmpliTech Group, Inc.
Placement Agent Agreement • April 15th, 2021 • AmpliTech Group, Inc. • Communications equipment, nec • New York
FORM OF PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • January 26th, 2026 • AmpliTech Group, Inc. • Communications equipment, nec • New York
ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • November 19th, 2021 • AmpliTech Group, Inc. • Communications equipment, nec • California

This Asset Purchase Agreement (this “Agreement”), dated as of November 19, 2021, is entered into by and between Spectrum Semiconductor Materials, Inc., a California corporation (“Seller”), and AmpliTech Group, Inc., a Nevada corporation (“Buyer”). Capitalized terms used in this Agreement have the meanings given to such terms herein, as such definitions are identified by the cross-references set forth in Exhibit A attached hereto.

DISTRIBUTION AGREEMENT
Distribution Agreement • December 10th, 2020 • AmpliTech Group, Inc. • Communications equipment, nec • Massachusetts

THIS DISTRIBUTOR AGREEMENT (this "Agreement") is dated as of November 9, 2016 (the "Effective Date"), by and between AmpliTech Inc., a New York corporation ("Manufacturer"), and East Coast Microwave Sales & Distribution, LLC. a Massachusetts corporation ("ECM").

DIRECTOR AGREEMENT
Director Agreement • January 26th, 2026 • AmpliTech Group, Inc. • Communications equipment, nec • New York

This Director Agreement, dated and effective as of January 20, 2026 (the “Effective Date”), is by and between Amplitech Group, Inc., a Nevada corporation (the “Company”), and ___________________ (the “Director”).

Product Agreement
Product Agreement • August 1st, 2024 • AmpliTech Group, Inc. • Communications equipment, nec

This [***] Product Agreement (hereinafter referred to as the “Agreement”) is made at [***] and entered into effective as of 26 day of July 2024 (the “Effective Date”)

AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • March 31st, 2023 • AmpliTech Group, Inc. • Communications equipment, nec • Nevada

This Amendment to Employment Agreement (this “Amendment”) is entered into as of the 27th day of March, 2023, by and between AmpliTech Group, Inc., a Nevada corporation (the “Company”), and Jorge Flores (the “Employee”).

Contract
Asset Purchase Agreement • May 13th, 2019 • AmpliTech Group, Inc. • Communications equipment, nec

Bohemia, NY—Amplitech Group, Inc. (AMPG) signed an asset purchase agreement to acquire the business assets of Specialty Microwave Corp. (SMW), a privately held company based in nearby Ronkonkoma NY.

Lock-Up Agreement
Lock-Up Agreement • January 26th, 2026 • AmpliTech Group, Inc. • Communications equipment, nec

As an inducement to Moody Capital Solutions, Inc. (the “Placement Agent”) to execute a placement agency agreement (the “Placement Agency Agreement”), for a registered direct offering (the “Offering”) of certain securities (the “Securities”) of AmpliTech Group, Inc., a Nevada corporation, and any successor (by merger or otherwise) thereto (the “Company”), the undersigned hereby agrees that without, in each case, the prior written consent of the Placement Agent (which consent may be withheld in its sole discretion) during the period specified in the second succeeding paragraph (the “Lock-Up Period”), the undersigned will not without the prior consent of the Placement Agent:

AMPLITECH GROUP, INC. PROMISSORY NOTE
Promissory Note • December 31st, 2012 • AmpliTech Group, Inc. • Communications equipment, nec • Nevada

FOR VALUE RECEIVED AmpliTech Group, Inc., a Nevada corporation (the “Company”), promises to pay to __________ (“Holder”), or its registered assigns, the principal sum of ________________________ No/100 Dollars ($__________.00) (as reduced pursuant to the terms hereof pursuant to prepayment, conversion or otherwise, the “Principal”) when due, whether upon the Maturity Date (as defined below), acceleration, prepayment or otherwise (in each case in accordance with the terms hereof) and to pay interest (“Interest”) on any outstanding Principal at the applicable Interest Rate (as defined below) from the date set out above as the Issuance Date (the “Issuance Date”) until the same becomes due and payable, whether upon the Maturity Date, acceleration, conversion, prepayment or otherwise (in each case in accordance with the terms hereof).

DIRECTOR AGREEMENT
Director Agreement • January 21st, 2025 • AmpliTech Group, Inc. • Communications equipment, nec • New York

This Director Agreement, dated as of [______________] (the “Effective Date”), is by and between Amplitech Group, Inc., a Nevada corporation (the “Company”), and [DIRECTOR] (the “Director”).

DIRECTOR AGREEMENT
Director Agreement • April 30th, 2019 • AmpliTech Group, Inc. • Communications equipment, nec • New York

DIRECTOR AGREEMENT, dated as of April 25, 2019, by and between Amplitech Group, Inc., a Nevada corporation (the “Company”), and Wayne Homscheck (the “Director”).

ASSIGNMENT AND ASSUMPTION AGREEMENT
Assignment and Assumption Agreement • December 31st, 2012 • AmpliTech Group, Inc. • Communications equipment, nec • Nevada

THIS ASSIGNMENT AND ASSUMPTION AGREEMENT, dated as of August 13, 2012 (the “Agreement”), is entered into by and among AmpliTech Group, Inc., a corporation organized under the laws of Nevada (the “Company”), Amplitech, Inc., a corporation organized under the laws of New York and the subsidiary of the Company (the “Subsidiary”), and the person identified as the “Noteholder” on the signature page hereto (the “Noteholder”, and together with the Company and the Subsidiary, the “Parties”).

BUSINESS LOAN AGREEMENT (ASSET BASED)
Business Loan Agreement • December 10th, 2020 • AmpliTech Group, Inc. • Communications equipment, nec • New York

THIS BUSINESS LOAN AGREEMENT (ASSET BASED) dated November 20, 2020, is made and executed between AMPLITECH, INC. (“Borrower”) and BNB Bank (“Lender”) on the following terms and conditions. Borrower has received prior commercial loans from Lender or has applied to Lender for a commercial loan or loans or other financial accommodations, including those which may be described on any exhibit or schedule attached to this Agreement. Borrower understands and agrees that: (A) in granting, renewing, or extending any Loan, Lender is relying upon Borrower’s representations, warranties, and agreements as set forth in this Agreement; (B) the granting, renewing, or extending of any Loan by Lender at all times shall be subject to Lender’s sole judgment and discretion; and (C) all such Loans shall be and remain subject to the terms and conditions of this Agreement.

SunBiz Holdings Corp.
Advisory Agreement • December 10th, 2020 • AmpliTech Group, Inc. • Communications equipment, nec
LEASE AGREEMENT BETWEEN STEPHEN J. FABER, AS TRUSTEE OF THE REVOCABLE TRUST OF STEPHEN J. FABER DATED AUGUST 29, 2017 (“Landlord”) AND AMPLITECH GROUP, INC. a Nevada Corporation (“Tenant”) RONKONKOMA, NY 11779 Dated as of September 12, 2019 EXHIBITS...
Lease Agreement • September 18th, 2019 • AmpliTech Group, Inc. • Communications equipment, nec • New York

THIS LEASE AGREEMENT (this “Lease”) is made as of September 12, 2019 by and between STEPHEN J. FABER, AS TRUSTEE OF THE REVOCABLE TRUST OF STEPHEN J. FABER DATED AUGUST 29, 2017 (“Landlord”) and AMPLITECH GROUP, INC., a Nevada corporation (“Tenant”), upon all the terms set forth in this Lease as follows:

FORM OF AMENDMENT TO ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • May 15th, 2025 • AmpliTech Group, Inc. • Communications equipment, nec

This Amendment is dated April 15, 2025, and amends that certain Asset Purchase Agreement dated March 26, 2025 (“Agreement”) entered into by and between Titan Crest, LLC, a Delaware limited liability company, with its principal office located at 9 E. Loockerman Street, Suite 311, Dover, Delaware 19901 (“Titan Crest”), (the “Seller”), [*****], a corporation organized under the laws of Canada (“[*****]”), and AmpliTech Group, Inc., an Nevada corporation (“Buyer”). Each Seller, [*****] and Buyer are referred to herein, individually, as a “Party” and, collectively, the “Parties.”

SUBSCRIPTION AND RIGHTS AGENT AGREEMENT
Subscription and Rights Agent Agreement • October 30th, 2025 • AmpliTech Group, Inc. • Communications equipment, nec • New York

This Subscription Agent and Rights Agent Agreement (the “Agreement”) is entered into as of October 30, 2025 by and between AmpliTech Group, Inc., a Nevada corporation (the “Company”), and VStock Transfer, LLC, a limited liability company incorporated under the laws of California (the “Subscription Agent”).