Fly-E Group, Inc. Sample Contracts

COMMON STOCK PURCHASE WARRANT Fly-E Group, Inc.
Common Stock Purchase Warrant • June 5th, 2025 • Fly-E Group, Inc. • Motor vehicles & passenger car bodies • New York

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ___________________ or its assignees (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 June 4, 2030 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Fly-E Group, Inc., a Delaware corporation (the “Company”), up to ______ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). 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).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • April 22nd, 2025 • Fly-E Group, Inc. • Motor vehicles & passenger car bodies • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of [●], 2025, by and among Fly-E Group, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

INDEMNIFICATION AGREEMENT
Indemnification Agreement • April 22nd, 2024 • Fly-E Group, Inc. • Motor vehicles & passenger car bodies • Delaware

This Indemnification Agreement (“Agreement”) is made as of ________ __, 20__ by and between Fly-E Group, Inc., a Delaware corporation (the “Company”), and ______________ (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering the subject matter of this Agreement.

PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • April 22nd, 2025 • Fly-E Group, Inc. • Motor vehicles & passenger car bodies • New York

This Placement Agency Agreement (this “Agreement”) is dated as of April 22, 2025, by and between Fly-E Group, Inc., a Delaware corporation (the “Company”) and American Trust Investment Services, Inc. (the “Placement Agent”), pursuant to which the Placement Agreement shall serve as the exclusive placement agent for the Company, on a “reasonable best efforts” basis, for the proposed placement to certain investors (the “Investors”) of up to an aggregate of $8,000,000 of common stock of the Company, par value $0.01 per share (the “Common Stock”), and warrants to purchase Common Stock (the “Warrants”). The Common Stock, the Warrants and the Common Stock underlying the Warrants are collectively referred to as the “Securities”. The documents to be executed and delivered by the Company and the Investors in connection with the Offering (as defined below) will include, without limitation, a securities purchase agreement (the “Purchase Agreement”) and the form of the Warrants shall be collectivel

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • June 5th, 2025 • Fly-E Group, Inc. • Motor vehicles & passenger car bodies • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of June 2, 2025, by and among Fly-E Group, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

Representative’s Warrant Agreement
Representative’s Warrant Agreement • June 7th, 2024 • Fly-E Group, Inc. • Motor vehicles & passenger car bodies • New York

THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING THE EFFECTIVE DATE (DEFINED BELOW) TO ANYONE OTHER THAN (I) THE BENCHMARK COMPANY, LLC OR AN UNDERWRITER OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING, OR (II) A BONA FIDE OFFICER OR PARTNER OF THE BENCHMARK COMPANY, LLC OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER.

Flushing, New York 11354
Director Offer Letter • November 4th, 2025 • Fly-E Group, Inc. • Motor vehicles & passenger car bodies • New York

Fly-E Group, Inc., a Delaware corporation (the “Company”), is pleased to offer you a position as a member of its Board of Directors (the “Board”). We believe your background and experience will be a significant asset to the Company and we look forward to your participation on the Board. Should you choose to accept this position as a member of the Board, this letter agreement (the “Agreement”) shall constitute an agreement between you and the Company and contains all the terms and conditions relating to the services you agree to provide to the Company.

LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • August 16th, 2024 • Fly-E Group, Inc. • Motor vehicles & passenger car bodies • New Jersey

This Loan and Security Agreement (“Agreement”) is dated this 5th day of August, 2024 (“Effective Date”), by and between FLY-E GROUP, INC., FLY E-BIKE, INC. and FLY EV, INC., each a Delware corporation (collectively the “Borrower”), and PEAPACK-GLADSTONE BANK, a banking corporation organized under the laws of the State of New Jersey (“Lender”).

Contract
Employment Agreement • June 28th, 2024 • Fly-E Group, Inc. • Motor vehicles & passenger car bodies • New York

This document is created for and used by the Parties herein contained only. Any unauthorized use, amendment or distribution shall be strictly prohibited.

FLY-E GROUP, INC. INDEPENDENT DIRECTOR’S AGREEMENT
Independent Director's Agreement • August 21st, 2024 • Fly-E Group, Inc. • Motor vehicles & passenger car bodies • Delaware

THIS AGREEMENT (this “Agreement”) is made as of August 21, 2024 and is by and between Fly-E Group, Inc., a Delaware corporation (hereinafter referred to as the “Company”) and Zanfeng Zhang (hereinafter referred to as the “Director”).

Fly-E Group, Inc. Flushing, New York 11354
Director Offer Letter • September 19th, 2025 • Fly-E Group, Inc. • Motor vehicles & passenger car bodies • New York

Fly-E Group, Inc., a Delaware corporation (the “Company”), is pleased to offer you a position as a member of its Board of Directors (the “Board”). We believe your background and experience will be a significant asset to the Company and we look forward to your participation on the Board. Should you choose to accept this position as a member of the Board, this letter agreement (the “Agreement”) shall constitute an agreement between you and the Company and contains all the terms and conditions relating to the services you agree to provide to the Company.

EMPLOYMENT AGREEMENT
Employment Agreement • September 19th, 2025 • Fly-E Group, Inc. • Motor vehicles & passenger car bodies • New York

This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of September 17, 2025 (the “Effective Date”), by and between Fly-E Group, Inc., incorporated under the laws of the State of Delaware (the “Company”), and Lisa Fan, an individual (the “Executive”). Except with respect to the direct employment of the Executive by the Company, the term “Company” as used herein with respect to all obligations of the Executive hereunder shall be deemed to include the Company and all of its subsidiaries and affiliated entities (collectively, the “Group”).

Contract
Employment Agreement • November 8th, 2024 • Fly-E Group, Inc. • Motor vehicles & passenger car bodies

This document is created for and used by the Parties herein contained only. Any unauthorized use, amendment or distribution shall be strictly prohibited.

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 22nd, 2025 • Fly-E Group, Inc. • Motor vehicles & passenger car bodies • New York

This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is dated as of [______________], by and among Fly-E Group, Inc., a Delaware corporation, (the “Company”), and persons listed in Exhibit B hereto and each affixes its signature on the signature page of this Agreement (each, a “Purchaser”; collectively, the “Purchasers”).

Contract Agreement for the Development of POS and ERP System
Contract Agreement for the Development of Pos and Erp System • June 28th, 2024 • Fly-E Group, Inc. • Motor vehicles & passenger car bodies

This Agreement is entered into as of December 13, 2023 by and between DF Technology US Inc, herein referred to as “Developer,” with a principal place of business at 471 N Broadway #365, Jericho, NY 11753, and Fly-E Group, Inc. herein referred to as “Client,” with a principal place of business at 136-40 39th Ave, Flushing, NY11354.

Contract Agreement for the Development of GO FLY APP
Contract Agreement for the Development of Go Fly App • August 16th, 2024 • Fly-E Group, Inc. • Motor vehicles & passenger car bodies

This Agreement is entered into as of July 5, 2024 by and between DF Technology US Inc, herein referred to as “Developer,” with a principal place of business at 471 N Broadway #365, Jericho, NY 11753, and Fly-E Group, Inc. herein referred to as “Client,” with a principal place of business at 136-40 39th Ave, Flushing, NY11354.

Re: Joint Amendment to Placement Agency Agreement and Engagement Letter
Placement Agency Agreement • July 15th, 2025 • Fly-E Group, Inc. • Motor vehicles & passenger car bodies

Reference is made to (i) that certain engagement letter dated March 5, 2025 (the “Engagement Letter”) between Fly-E Group Inc. (the “Company”) and American Trust Investment Services, Inc. (“ATIS”) pursuant to which ATIS will act as the lead underwriter, agent or advisor in connection with an offering of securities of the Company and (ii) that certain placement agency agreement, dated April 22, 2025, by and between the Company and ATIS (the “Agreement”), pursuant to which ATIS will serve as the exclusive placement agent for the Company, on a “reasonable best efforts” basis, for the proposed placement to certain investors of up to an aggregate of $8,000,000 of common stock of the Company, par value $0.01 per share and warrants to purchase common stock.