0001213900-26-094326 Sample Contracts
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 27th, 2026 • Lianhe Sowell International Group LTD • Services-prepackaged software • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is entered into and made effective as of [*], 2026, between Lianhe Sowell International Group Ltd 联合索威尔国际集团有限公司, an 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”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • August 27th, 2026 • Lianhe Sowell International Group LTD • Services-prepackaged software • New York
This letter (the “Agreement”) constitutes the agreement between R. F. Lafferty & Co., Inc. (the “Placement Agent”) and Lianhe Sowell International Group Ltd 联合索威尔国际集团有限公司, an exempted company incorporated under the laws of the Cayman Islands (the “Company”), that the Placement Agent shall serve as the exclusive financial advisor, sole book running manager, and placement agent for the Company, on a reasonable “best efforts” basis, in connection with the proposed offering (the “Offering”) of up to [*] units, with each unit consisting of (i) one Class A ordinary share, par value $0.0016 per share, of the Company (the “Ordinary Share”), and (ii) three warrants to purchase Class A ordinary shares of the Company (the “Warrants”, together with the Ordinary Shares and the Ordinary Shares underlying the Warrants (the “Warrant Shares”), the “Securities”). The Securities will be offered and sold under the Company’s registration statement on Form F-1 (File No. 333-298425) (the “Registration Statem