0001213900-26-019981 Sample Contracts
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:
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).