ORDINARY SHARE PURCHASE WARRANT BIT BROTHER LIMITEDBit Brother LTD • July 20th, 2021 • Retail-eating places
THIS ORDINARY SHARE 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 July 20, 2021 and on or prior to 5:00 p.m. (New York City time) on July 20, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Bit Brother Limited, a British Virgin Islands company (formerly known as Urban Tea, Inc.) (the “Company”), up to [______] shares of Ordinary Shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one ordinary, no par value per share of the Company (“Ordinary Shares”) under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 20th, 2021 • Bit Brother LTD • Retail-eating places • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of July ___, 2021, between Bit Brother Limited, a British Virgin Islands company (formerly known as Urban Tea, Inc.) (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
Mr. Xianlong Wu Chairman & CEO Bit Brother LimitedBit Brother LTD • July 20th, 2021 • Retail-eating places • New York
This letter (the “Agreement”) constitutes the agreement between Maxim Group LLC (“Maxim” or the “Placement Agent”) and Bit Brother Limited, a British Virgin Islands company (formerly known as Urban Tea, Inc.) (the “Company”), pursuant to which the Placement Agent shall serve as the placement agent for the Company, on a “reasonable best efforts” basis, in connection with the proposed placement (the “Placement”) of ordinary shares of the Company, no par value (“Shares”), and warrants (“Ordinary Shares Warrants”) to purchase Shares of the Company to purchase Shares of the Company (the Shares underlying the Ordinary Shares Warrants, the “Warrant Shares”). The Shares, the Warrants, and the Warrant Shares are collectively referred to as the “Securities”. The terms of the Placement and the Securities shall be mutually agreed upon by the Company and the purchasers (each, a “Purchaser” and collectively, the “Purchasers”) and nothing herein constitutes that the Placement Agent would have the pow
July ___, 2020 Maxim Group LLC 300 Park Ave, 16th Floor, New York, NY 10022 Re: Placement of Bit Brother Limited Ladies and Gentlemen:Bit Brother LTD • July 20th, 2021 • Retail-eating places
The undersigned, a holder of securities of Bit Brother Limited, a British Virgin Islands company (formerly known as Urban Tea, Inc.) (the “Company”), understands that you are the placement agent (the “Placement Agent”) named in the letter agreement dated July 16, 2021 (the “Placement Agreement”) between the Placement Agent and the Company, providing for the placement (the “Placement”) of Ordinary Shares and Warrants (collectively, the “Securities”) pursuant to a registration statement and related prospectuses and supplements thereto filed or to be filed with the U.S. Securities and Exchange Commission (the “SEC”). Capitalized terms used herein and not otherwise defined shall have the meanings set forth for them in the Placement Agreement.
