Rank One Computing Corp Sample Contracts
Form of Representative’s Warrant AgreementRepresentative’s Warrant Agreement • January 12th, 2026 • Rank One Computing Corp Dba ROC • Services-prepackaged software
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 ____, 20262 (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 commencement date of sales in the Offering (the “Termination Date”) but not thereafter, to subscribe for and purchase from Rank One Computing Corporation, a company incorporated under the laws of the State of Colorado (the “Company”), up to ______ shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”), 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).
AMENDED & RESTATED stockholders AGREEMENTStockholders Agreement • December 3rd, 2025 • Rank One Computing Corp Dba ROC • Services-prepackaged software • Colorado
This Amended & Restated Stockholders Agreement (the “Agreement”) is made and effective as of January 18, 2024 (the “Effective Date”), by and among Rank One Computing Corporation, a Colorado corporation (the “Company”) and those holders of the Company’s Common Stock listed on Exhibit A hereto (the “Stockholders”) and amends and restates in its entirety that certain Stockholders Agreement dated September 18, 2018 by and between the Company and its Stockholders.
EMPLOYMENT AGREEMENTEmployment Agreement • November 7th, 2025 • Rank One Computing Corp Dba ROC • Services-prepackaged software • Colorado
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of January 4, 2021 (the “Effective Date”) by and between Rank One Computing Corporation, a Colorado corporation (“Company”) and B. Scott Swann, an individual (the “Employee”). In consideration of the promises and mutual covenants contained herein and for other good and valuable consideration, the parties agree as follows:
UNDERWRITING AGREEMENT between RANK ONE COMPUTING CORPORATION and THE BENCHMARK COMPANY, LLCUnderwriting Agreement • February 24th, 2026 • Rank One Computing Corp • Services-prepackaged software • New York
The undersigned, Rank One Computing Corporation, a company incorporated under the laws of the State of Colorado (the “Company”), hereby confirms its agreement (this “Agreement”) with The Benchmark Company, LLC (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:
INDEMNIFICATION AGREEMENTIndemnification Agreement • August 13th, 2026 • Rank One Computing Corp • Services-prepackaged software • Colorado
INDEMNIFICATION AGREEMENT (this “Agreement”) is entered into as of [*], 2026, by and between Rank One Computing Corporation, a Colorado corporation (the “Company”) and the undersigned, a director and/or an officer of the Company (“Indemnitee”), as applicable.
PURCHASE AGREEMENT by and among RANK ONE COMPUTING CORPORATION, ZTC HOLDCO, INC., ANTHONY J. ZUCCARO, EMILY J. SVERCHEK, and ZUCCARO TECHNICAL CONSULTING LLC Dated as of June 23, 2026Purchase Agreement • June 24th, 2026 • Rank One Computing Corp • Services-prepackaged software • New York
This PURCHASE AGREEMENT is dated as of June 23, 2026 (this “Agreement”) by and among Rank One Computing Corporation, a Colorado corporation (“Buyer”), Zuccaro Technical Consulting LLC, a Maryland limited liability company (the “Company”), ZTC Holdco, Inc., a Maryland corporation (the “Seller”), Anthony J. Zuccaro (“Zuccaro”) and Emily J. Sverchek (“Sverchek” and, together with Zuccaro, the “Owners”, and the Owners collectively with the Seller, the “Seller Parties”, and each, a “Seller Party”). Buyer, the Company, and the Seller Parties may be referred to herein individually as a “party” and collectively as the “parties.”
INDEMNITY AGREEMENTIndemnification Agreement • June 16th, 2026 • Rank One Computing Corp • Services-prepackaged software • Colorado
This Indemnity Agreement (this “Agreement”) dated as of , is made by and between Rank One Computing Corporation, a Colorado corporation (the “Company”), and (“Indemnitee”). This Agreement shall be deemed to have taken effect as of the date that Indemnitee first became a director, officer, employee or agent of the Company.
UNDERWRITING AGREEMENT between RANK ONE COMPUTING CORPORATION and THE BENCHMARK COMPANY, LLC as Representative of the Several Underwriters RANK ONE COMPUTING CORPORATIONUnderwriting Agreement • January 12th, 2026 • Rank One Computing Corp Dba ROC • Services-prepackaged software • New York
The undersigned, Rank One Computing Corporation, a company incorporated under the laws of the State of Colorado (the “Company”), hereby confirms its agreement (this “Agreement”) with The Benchmark Company, LLC (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:
Form of Representative’s Warrant AgreementRepresentative’s Warrant Agreement • February 24th, 2026 • Rank One Computing Corp • Services-prepackaged software
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 ______, 20262 (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 commencement date of sales in the Offering (the “Termination Date”) but not thereafter, to subscribe for and purchase from Rank One Computing Corporation, a company incorporated under the laws of the State of Colorado (the “Company”), up to shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”), 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).
SUBCONTRACTOR AGREEMENTSubcontractor Agreement • September 26th, 2025 • Rank One Computing Corp Dba ROC • Services-prepackaged software
IN CONSIDERATION OF the promises, mutual covenants and agreements herein contained, the parties hereto agree as follows:
Lock-Up AgreementLock-Up Agreement • August 19th, 2026 • Rank One Computing Corp • Services-prepackaged software