0001213900-26-090925 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • August 18th, 2026 • NFT LTD • Finance services • New York

THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is entered into and made effective as of [ ], 2026, between NFT Limited, a Cayman Islands exempted company incorporated under the laws of the Cayman Islands (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

CONFIDENTIAL August [ ], 2026 Chief Executive Officer
Placement Agent Agreement • August 18th, 2026 • NFT LTD • Finance services • New York

This agreement (the “Agreement”) constitutes the agreement between NFT Limited, a Cayman Islands exempted company incorporated under the laws of the Cayman Islands (the “Company”), and Maxim Group LLC (“Maxim” or the “Lead Manager”), that Maxim shall serve as the exclusive lead placement agent for the Company, on a “reasonable best efforts” basis (a “Placement”), in connection with the proposed offerings of securities (the “Securities”) of the Company. The terms of such Placement and the Securities shall be mutually agreed upon by the Company and the Lead Manager and, if a direct placement, the purchasers (each, a “Purchaser” and collectively, the “Purchasers”) and nothing herein grants Maxim the power or authority to bind the Company or any Purchaser or creates an obligation for the Company to issue any Securities or complete the Placement. This Agreement and the documents executed and delivered by the Company and the Purchasers in connection with the Placement shall be collectively r

Form of Lock-Up Agreement
Lock-Up Agreement • August 18th, 2026 • NFT LTD • Finance services
ORDINARY SHARE PURCHASE WARRANT NFT LIMITED
Ordinary Share Purchase Warrant • August 18th, 2026 • NFT LTD • Finance services • New York

THIS ORDINARY SHARE PURCHASE WARRANT (this “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 the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the fifth (5th) year anniversary of the Initial Exercise Date, provided that, if such date is not a Trading Day, then the next Trading Day (the “Termination Date”) but not thereafter, to subscribe for and purchase from NFT LIMITED, an exempted company incorporated under the laws of the Cayman Islands (the “Company”), up to [______] Ordinary Shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).