UNDERWRITING AGREEMENT between YOSHIHARU GLOBAL CO. and EF HUTTON, division of Benchmark Investments, LLC, as Representative of the Several Underwriters YOSHIHARU GLOBAL CO. UNDERWRITING AGREEMENTUnderwriting Agreement • January 25th, 2022 • Yoshiharu Global Co. • Retail-eating places • New York
The undersigned, Yoshiharu Global Co., a corporation formed under the laws of the State of Delaware (the “Company”), hereby confirms its agreement (this “Agreement”) with EF Hutton, division of Benchmark Investments, LLC (hereinafter referred to as “you” (including its correlatives) or 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:
INDEMNIFICATION AGREEMENTIndemnification Agreement • January 25th, 2022 • Yoshiharu Global Co. • Retail-eating places • New York
This Agreement, made and entered into effective as of the ___ day of _____, 2022 (“Agreement”), by and between Yoshiharu Global Co., a Delaware corporation (“Company”), and ____________ (“Indemnitee”).
Form of Lock-Up AgreementYoshiharu Global Co. • January 25th, 2022 • Retail-eating places • New York
THE IRVINE COMPANY RETAIL LEASERetail Lease • January 25th, 2022 • Yoshiharu Global Co. • Retail-eating places • California
THIS RETAIL LEASE and all exhibits attached hereto (collectively, “Lease”) is entered into by Landlord and Tenant and is effective as of December 30, 2020 (“Lease Date”).
LEASE 11525 SOUTH STREET CERRITOS, CALIFORNIA CERRITOS WEST COVENANT GROUP LLC, a Nevada limited liability company as Landlord and YOSHIHARU CERRITOS, a California Corporation, dba “Yoshiharu Japanese Ramen” as Tenant LEASELease • January 25th, 2022 • Yoshiharu Global Co. • Retail-eating places • California
This Lease (“Lease”) is entered into as of the “Effective Date” (as defined in Section 1.1 below) by and between “Landlord” and “Tenant” (each as defined in Sections 1.2 and 1.3 below).
SHOPPING CENTER LEASECenter Lease • January 25th, 2022 • Yoshiharu Global Co. • Retail-eating places
WARRANT AGENCY AGREEMENTWarrant Agency Agreement • January 25th, 2022 • Yoshiharu Global Co. • Retail-eating places • New York
WARRANT AGENCY AGREEMENT (this “Agreement”), dated as of _______ , 2022 (the “Issuance Date”) between Yoshiharu Global Co., a Delaware corporation (the “Company”), and Vstock Transfer, LLC, a limited liability company organized under the laws of California (the “Warrant Agent”).
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • January 25th, 2022 • Yoshiharu Global Co. • Retail-eating places • California
THIS SHARE EXCHANGE AGREEMENT (this “Agreement”) is entered into as of January 9, 2021, by and among Yoshiharu Global Co., a Delaware corporation (the “Company”), YOSHIHARU HOLDINGS CO., a California corporation (“HoldCo”) and James Chae, an individual (the “Stockholder”).
