0001477932-26-000392 Sample Contracts

10,000,000 Units APEX TECH ACQUISITION INC. UNDERWRITING AGREEMENT
Underwriting Agreement • January 26th, 2026 • APEX Tech Acquisition Inc. • Blank checks • New York

APEX TECH ACQUISITION INC., a Cayman Islands exempted company with limited liability (the “Company”), hereby confirms its agreement with A.G.P./Alliance Global Partners (the “Representative”) and with the other underwriters named on Schedule A hereto (if any), for which the Representative is acting as the representative (the Representative and such other underwriters being collectively referred to herein as the “Underwriters” or, each underwriter individually, an “Underwriter”):

INVESTMENT MANAGEMENT TRUST AGREEMENT
Investment Management Trust Agreement • January 26th, 2026 • APEX Tech Acquisition Inc. • Blank checks

This Investment Management Trust Agreement (this “Agreement”) is made effective as of ____, 2026 by and between APEX Tech Acquisition, Inc., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, (the “Trustee”).

APEX TECH ACQUISITION, INC 13501 Katy Freeway Houston, TX 77079
Securities Purchase Agreement • January 26th, 2026 • APEX Tech Acquisition Inc. • Blank checks • New York

We are pleased to accept the offer you (the “Subscriber”) have made to purchase a total of 2,875,000 ordinary shares (the “Shares”), par value US$0.0001 per share (the “Ordinary Shares”) in ourselves, Apex Tech Acquisition, Inc., a Cayman Islands exempted company (the “Company”), among which, up to 375,000 Ordinary Shares are subject to forfeiture by you if the underwriter of the initial public offering (the “IPO”) of the Company does not fully exercise their over-allotment options (the “Over-allotment Option”). This Securities Purchase Agreements amends and restates in its entirety the Securities Purchase Agreement entered into between the parties of August 29, 2025 (the “Initial Subscription Agreement”). The terms on which the Company is willing to sell the Shares to the Subscriber pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and the Company and the Subscriber’s agreement regarding such Shares, are as follows:

APEX TECH ACQUISITION INC. RIGHTS AGREEMENT
Rights Agreement • January 26th, 2026 • APEX Tech Acquisition Inc. • Blank checks • New York

This Rights Agreement (this “Agreement”) is made as of ______ 2026 between APEX TECH ACQUISITION INC., a Cayman Islands exempt company with principal executive office at [. ] (the “Company”) and Continental Stock Transfer & Trust Company, a [. ] company, with offices at [. ] (“Rights Agent”).

APEX Tech Acquisition Inc. PRIVATE PLACEMENT UNIT SUBSCRIPTION AGREEMENT
Unit Subscription Agreement • January 26th, 2026 • APEX Tech Acquisition Inc. • Blank checks • New York

This UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of January [. ], 2026, by and between APEX Tech Acquisition Inc. a Cayman Islands exempted company (the “Company”), and APEX INNOVATION ACQUISITION CORP., a Delaware Corporation (the “Purchaser”).