0001493152-22-010435 Sample Contracts

Warrant Agent Agreement
Warrant Agent Agreement • April 19th, 2022 • Sharps Technology Inc. • Surgical & medical instruments & apparatus • New York

This WARRANT AGENT AGREEMENT (this “Warrant Agreement”) dated as of April 19, 2022 (the “Issuance Date”) is between Sharps Technology, Inc., a Nevada corporation (the “Company”), and VStock Transfer, LLC (the “Warrant Agent”).

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UNDERWRITING AGREEMENT
Underwriting Agreement • April 19th, 2022 • Sharps Technology Inc. • Surgical & medical instruments & apparatus • New York

Sharps Technology, Inc., a Nevada corporation (the “Company”), agrees, subject to the terms and conditions in this agreement (this “Agreement”), to issue and sell to Aegis Capital Corp. (the “Underwriter”) an aggregate of 3,750,000 units (each, a “Closing Unit”), with each Closing Unit consisting of either: (A) one share of the Company’s common stock (the “Firm Shares”), $0.0001 par value per share, of the Company (the “Common Shares”) and two warrants, each warrant to purchase one Common Share at an exercise price of $4.25 (representing 100% of the per Closing Common Unit (as defined below) offering price (the “Public Offering Price”) per whole share (the “Warrant”) (each, a “Closing Common Unit”); or (B) one pre-funded warrant (each, a “Pre-funded Warrant”) to purchase one Common Share at an exercise price of $0.001 until such time as the Pre-funded Warrant is exercised in full subject to adjustment as provided in the Pre-funded Warrant and two Warrants (each, a “Closing Pre-funded U

AMENDMENT NO. 6 TO ASSET/SHARE PURCHASE AGREEMENT
Asset/Share Purchase Agreement • April 19th, 2022 • Sharps Technology Inc. • Surgical & medical instruments & apparatus

This Amendment No. 6 (the “Amendment’’) dated 13th April, 2022 modifies the Asset/Share Purchase Agreement, as amended, between Sharps Technology, Inc. (“Sharps” or”Buyer”), Safegard Medical (Hungary) Kft (“Safegard”or “Company”), Numan Holding Ltd (“Numan” or “Shareholder”), Cortrus Services S.A. (“Cortrus”) and Latitude Investments Limited (“Latitude”) originally dated June I0, 2020 (“Purchase Agreement”).

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