Underwriting AgreementUnderwriting Agreement • February 15th, 2023 • ParaZero Technologies Ltd. • Aircraft parts & auxiliary equipment, nec • New York
ParaZero Technologies Ltd., an Israeli company (the “Company”), agrees, subject to the terms and conditions in this agreement (this “Agreement”), to issue and sell to Aegis Capital Corp. (the “Underwriter”) an aggregate of [●] units (each, a “Closing Unit”), with each Closing Unit consisting of either: (A) one ordinary share, par value NIS 0.02 per share, of the Company (the “Ordinary Shares”) and two (2) warrants, each to purchase one Ordinary Share, at an exercise price of $[●] (equal to the price per Ordinary Share included in the Closing Common Unit (as defined below) offering price (the “Public Offering Price”) per whole share (the “Warrant”) (each, a “Closing Common Unit”); or (B) one pre-funded warrant (each, a “Pre-funded Warrant”) to purchase one Ordinary Share at an exercise price of $0.001 until such time as the Pre-funded Warrant is exercised in full subject to adjustment as provided in the Pre-funded Warrant and two Warrants (each, a “Closing Pre-funded Unit”). The Ordinar
